0001437749-19-015198.txt : 20190801 0001437749-19-015198.hdr.sgml : 20190801 20190801160520 ACCESSION NUMBER: 0001437749-19-015198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190801 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190801 DATE AS OF CHANGE: 20190801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Clipper Realty Inc. CENTRAL INDEX KEY: 0001649096 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 474579660 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38010 FILM NUMBER: 19992662 BUSINESS ADDRESS: STREET 1: 4611 12TH AVENUE, SUITE 1L CITY: BROOKLYN STATE: NY ZIP: 11219 BUSINESS PHONE: 718-438-2804 MAIL ADDRESS: STREET 1: 4611 12TH AVENUE, SUITE 1L CITY: BROOKLYN STATE: NY ZIP: 11219 8-K 1 clpr20190801_8k.htm FORM 8-K clpr20190801_8k.htm

 



 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported):

August 1, 2019

 

 

CLIPPER REALTY INC.

(Exact Name of Registrant as Specified in Charter)

 

Maryland

 

 001-38010

 

47-4579660

(State or Other

 

(Commission

 

(IRS Employer

Jurisdiction of

 

File Number)

 

Identification No.)

Incorporation)

 

 

 

 

 

4611 12th Avenue, Suite 1L
Brooklyn, New York

 

11219

(Address of Principal Executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code: (718) 438-2804

 

Former name or former address, if changed since last report: N/A

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

                                                                                                                       Emerging growth company             ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

CLPR

New York Stock Exchange

 



 

 

 

 

Item 2.02. Results of Operations and Financial Condition

 

On August 1, 2019, Clipper Realty Inc. issued a press release announcing its financial results for the quarterly period ended June 30, 2019. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Form 8-K under Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific referencing in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits:

 

Exhibit

Number

   

Exhibit

Description

99.1

 

 

Press Release dated August 1, 2019, announcing financial results for the quarterly period ended June 30, 2019

 

 

 

 

SIGNATURE

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Clipper Realty Inc.

(Registrant)

     
 

By:

/s/ David Bistricer

 

Name:

David Bistricer

 

Title:

Co-Chairman and Chief Executive Officer

 

 

Date: August 1, 2019 

 

 

 

 

Exhibit Index

 

Exhibit

Number

   

Exhibit

Description

99.1

 

 

Press Release dated August 1, 2019, announcing financial results for the quarterly period ended June 30, 2019

 

 

EX-99.1 2 ex_152450.htm EXHIBIT 99.1 ex_152450.htm

Exhibit 99.1

 

Clipper Realty Inc. Announces Second Quarter 2019 Results

Reports Record Revenues, Net Operating Income and Adjusted Funds From Operations

 

 

NEW YORK, August 1, 2019 /Business Wire/ -- Clipper Realty Inc. (NYSE: CLPR) (the “Company”), a leading owner and operator of multifamily residential and commercial properties in the New York metropolitan area, today announced financial and operating results for the three months ended June 30, 2019.

 

Highlights for the Three Months Ended June 30, 2019

 

 

Achieved record quarterly revenues of $28.4 million for the second quarter of 2019, representing an increase of 4.2% compared to the same period in 2018. Residential rental income increased 8.6% and 6.7% at the Flatbush Gardens and Tribeca House properties, respectively

 

Recorded quarterly income from operations of $8.8 million for the second quarter of 2019, representing an increase of 6.1% compared to the same period in 2018

 

Achieved record quarterly net operating income (“NOI”)1 of $15.9 million for the second quarter of 2019, representing an increase of 4.2% compared to the same period in 2018

 

Recorded quarterly net loss of $1.2 million for the second quarter of 2019 or $0.6 million of net income excluding a non-recurring $1.8 million loss on extinguishment of debt, representing an increase of 99.0% compared to the same period in 2018

 

Achieved record quarterly adjusted funds from operations (“AFFO”)1 of $6.1 million for the second quarter of 2019, representing an increase of 11.9% compared to the same period in 2018

 

Declared a dividend of $0.095 per share for the second quarter of 2019

 

David Bistricer, Co-Chairman and Chief Executive Officer, commented,

 

“We are very pleased with our second quarter 2019 results, with solid revenue growth reflecting the quality of our portfolio and the operational excellence of our team. With strong management and prudent capital improvements, we believe our properties will deliver meaningful cash flow growth over time. As we progress through 2019 and beyond, we remain focused on executing our strategic initiatives, including expertly operating our high-quality portfolio, driving cash flow, enhancing efficiencies through asset repositioning and increasing scale, to create long-term value for our shareholders. We are currently bringing the 107 Columbia Heights property on-line, and have also completed the renovation and leasing of all forty units at the 10 West 65th Street property vacated by Touro College at the end of January. In addition, as previously disclosed, we now have a fully executed lease with the City of New York for renewal of its commercial leases at the 250 Livingston Street property, which will commence upon expiration of the current leases in August 2020 and is expected to initially add approximately $5.0 million to the property’s annual net operating income; in connection with the new lease, we refinanced the property, drawing down an additional $50 million on a ten-year loan at a very attractive 3.63% fixed rate. Lastly, we are pleased to announce that we have filed a Uniform Land Use Review Procedure application with the City regarding the previously disclosed proposed expansion project at the Flatbush Gardens property.”

 


1 NOI and AFFO are non-GAAP financial measures.  For a definition of these financial measures and a reconciliation of such measures to the most comparable GAAP measures, see “Reconciliation of Non-GAAP Measures” at the end of this release

 

 

 

 

Financial Results

 

For the second quarter of 2019, revenues grew by $1.1 million, or 4.2%, to $28.4 million, compared to $27.3 million for the second quarter of 2018. The growth was primarily attributable to improvements in rental rates and occupancy at the Flatbush Gardens and Tribeca House properties, which had residential rental income increases of 8.6% and 6.7%, respectively, compared to the same period in 2018. These increases were partially offset by a $0.4 million decrease in residential rental income at the 10 West 65th Street property compared to the second quarter of 2018, resulting from the repositioning of forty units previously leased to the building’s prior owner. Commercial rental income grew by $0.1 million, or 1.3%, to $7.3 million, compared to $7.2 million for the second quarter of 2018.

 

For the second quarter of 2019, net loss was $1.2 million, or $0.03 per share; excluding a non-recurring $1.8 million loss on extinguishment of debt, net income was $0.6 million, or $0.01 per share, compared to net income of $0.3 million, or $0.00 per share, for the second quarter of 2018. The improvement was primarily attributable to the revenue increases discussed above and lower general and administrative expenses, partially offset by higher property taxes, higher depreciation and amortization expense, and higher interest expense (including non-cash loan cost amortization) from the refinancing of the 250 Livingston Street property in May 2019 and December 2018.

 

For the second quarter of 2019, AFFO was $6.1 million, or $0.14 per share, compared to $5.4 million, or $0.12 per share, for the second quarter of 2018. The increase was primarily attributable to the revenue increases discussed above and lower general and administrative expenses, partially offset by higher property taxes.

 

Balance Sheet

 

At June 30, 2019, notes payable (excluding unamortized loan costs) was $974.2 million, compared to $925.6 million at December 31, 2018; the increase reflected the refinancing of the 250 Livingston Street property in May, partially offset by scheduled principal amortization.   

 

Capital Expenditures

 

The Company continued to strategically develop its properties during the first half of the year, selectively repositioning assets and driving ongoing rent growth. For the second quarter of 2019, the Company incurred $12.8 million of capital expenditures, compared to $9.9 million for the same period in 2018. The majority of these expenditures were related to renovation projects at the 107 Columbia Heights property; since acquisition, the Company has funded $5.7 million of the expenditures under a $14.7 million construction loan. Other capital projects included elevator upgrades at the Tribeca House property, unit upgrades at the Tribeca House and 10 West 65th Street properties, and expenditures to comply with various New York City local laws.

 

Dividend

 

The Company today declared a second quarter dividend of $0.095 per share to shareholders of record on August 13, 2019, payable August 21, 2019.

 

Conference Call and Supplemental Material

 

The Company will host a conference call on August 1, 2019, at 5:00 PM Eastern Time to discuss the second quarter 2019 results. The conference call can be accessed by dialing (800) 346-7359 or (973) 528-0008, conference entry code 336251. A replay of the call will be available from August 1, 2019, following the call, through August 15, 2019, by dialing (800) 332-6854 or (973) 528-0005, replay conference ID 336251. Supplemental data to this release can be found under the “Quarterly Earnings” navigation tab on the “Investors” page of our website at www.clipperrealty.com. The Company’s filings with the Securities and Exchange Commission (“SEC”) are filed at www.sec.gov under Clipper Realty Inc.

 

 

 

 

About Clipper Realty Inc.

 

Clipper Realty Inc. (NYSE: CLPR) is a self-administered and self-managed real estate company that acquires, owns, manages, operates and repositions multifamily residential and commercial properties in the New York metropolitan area, with a portfolio in Manhattan and Brooklyn. For more information on the Company, please visit www.clipperrealty.com.

 

Forward-Looking Statements

 

Various statements contained in this press release, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may include estimates concerning the amount of capital projects and the success of specific properties. Our forward-looking statements are generally accompanied by words such as "estimate," "project," "predict," "believe," "expect," "intend," "anticipate," "potential," "plan" or other words that convey the uncertainty of future events or outcomes. The forward-looking statements in this press release speak only as of the date of this press release.

 

We disclaim any obligation to update these statements unless required by law, and we caution you not to rely on them unduly. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control and which may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. For a discussion of these and other important factors that could affect our actual results, please refer to our filings with the SEC, including the "Risk Factors" section of our Annual Report on Form 10-K for the year ended December 31, 2018, and other reports filed from time to time with the SEC.

 

 

Contact Information:

Michael Frenz

Chief Financial Officer

(718) 438-2804 x2274

M: (917) 576-7750

mfrenz@clipperrealty.com

 

 

 

 

 Clipper Realty Inc. 

 Consolidated Balance Sheets 

 (In thousands, except for share and per share data) 

 

   

June 30, 2019

   

December 31, 2018

 
   

(unaudited)

         

ASSETS

               

Investment in real estate

               

Land and improvements

  $ 497,343     $ 497,343  

Building and improvements

    489,383       479,360  

Tenant improvements

    3,051       3,051  

Furniture, fixtures and equipment

    11,364       10,978  

Real estate under development

    139,061       125,467  

Total investment in real estate

    1,140,202       1,116,199  

Accumulated depreciation

    (99,217 )     (90,462 )

Investment in real estate, net

    1,040,985       1,025,737  
                 

Cash and cash equivalents

    56,349       37,028  

Restricted cash

    16,455       8,836  

Tenant and other receivables, net of allowance for doubtful accounts of $2,930 and $2,624, respectively

    3,358       3,580  

Deferred rent

    1,669       2,485  

Deferred costs and intangible assets, net

    9,373       9,964  

Prepaid expenses and other assets

    13,193       13,378  

TOTAL ASSETS

  $ 1,141,382     $ 1,101,008  
                 

LIABILITIES AND EQUITY

               

Liabilities:

               

Notes payable, net of unamortized loan costs of $10,862 and $12,049, respectively

  $ 963,335     $ 913,564  

Accounts payable and accrued liabilities

    12,711       12,550  

Security deposits

    7,035       6,637  

Below-market leases, net

    2,034       2,923  

Other liabilities

    3,751       3,849  

TOTAL LIABILITIES

    988,866       939,523  
                 

Equity:

               

Preferred stock, $0.01 par value; 100,000 shares authorized (including 140 shares of 12.5% Series A cumulative non-voting preferred stock), zero shares issued and outstanding

    -       -  

Common stock, $0.01 par value; 500,000,000 shares authorized, 17,814,672 and 17,812,755 shares issued and outstanding, respectively

    178       178  

Additional paid-in-capital

    93,235       92,945  

Accumulated deficit

    (31,847 )     (27,941 )

Total stockholders' equity

    61,566       65,182  

Non-controlling interests

    90,950       96,303  

TOTAL EQUITY

    152,516       161,485  
                 
TOTAL LIABILITIES AND EQUITY   $ 1,141,382     $ 1,101,008  

 

 

 

 

 Clipper Realty Inc. 

 Consolidated Statements of Operations 

 (In thousands, except per share data) 

 (Unaudited) 

 

   

Three Months Ended June 30,

   

Six Months Ended June 30,

 
   

2019

   

2018

   

2019

   

2018

 
                                 

REVENUES

                               

Residential rental income

  $ 21,146     $ 20,096     $ 41,918     $ 39,775  

Commercial rental income

    7,300       7,204       14,180       14,393  

TOTAL REVENUES

    28,446       27,300       56,098       54,168  
                                 

OPERATING EXPENSES

                               

Property operating expenses

    6,747       6,581       14,310       13,837  

Real estate taxes and insurance

    5,707       5,362       11,438       10,710  

General and administrative

    2,579       2,606       4,247       5,744  

Depreciation and amortization

    4,590       4,435       9,139       9,031  

TOTAL OPERATING EXPENSES

    19,623       18,984       39,134       39,322  
                                 

INCOME FROM OPERATIONS

    8,823       8,316       16,964       14,846  
                                 

Interest expense, net

    (8,210 )     (8,008 )     (16,484 )     (16,551 )

Loss on extinguishment of debt

    (1,771 )     -       (1,771 )     (6,981 )
                                 

Net (loss) income

    (1,158 )     308       (1,291 )     (8,686 )
                                 

Net loss (income) attributable to non-controlling interests

    691       (184 )     770       5,180  

Net (loss) income attributable to common stockholders

  $ (467 )   $ 124     $ (521 )   $ (3,506 )
                                 

Basic and diluted net loss per share

  $ (0.03 )   $ 0.00     $ (0.04 )   $ (0.20 )
                                 

Weighted average common shares / OP units

                               

Common shares outstanding

    17,815       17,813       17,814       17,813  

OP units outstanding

    26,317       26,317       26,317       26,317  

Diluted shares outstanding

    44,132       44,130       44,131       44,130  

 

 

 

 

Clipper Realty Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

   

Six Months Ended June 30,

 
    2019     2018  
                 

CASH FLOWS FROM OPERATING ACTIVITIES

               

Net loss

  $ (1,291 )   $ (8,686 )
                 

Adjustments to reconcile net loss to net cash provided by operating activities:

               

Depreciation

    8,755       8,167  

Amortization of deferred financing costs

    928       752  

Amortization of deferred costs and intangible assets

    623       1,100  

Amortization of above- and below-market leases

    (830 )     (959 )

Loss on extinguishment of debt

    1,771       6,981  

Deferred rent

    816       513  

Stock-based compensation

    860       1,259  

Change in fair value of interest rate caps

    -       (237 )

Changes in operating assets and liabilities:

               

Tenant and other receivables

    222       3,886  

Prepaid expenses, other assets and deferred costs

    70       (886 )

Accounts payable and accrued liabilities

    (1,781 )     719  

Security deposits

    398       632  

Other liabilities

    (98 )     464  

Net cash provided by operating activities

    10,443       13,705  
                 

CASH FLOWS FROM INVESTING ACTIVITIES

               

Additions to land, buildings and improvements

    (21,383 )     (19,246 )

Sale and purchase of interest rate caps

    -       385  

Net cash used in investing activities

    (21,383 )     (18,861 )
                 

CASH FLOWS FROM FINANCING ACTIVITIES

               

Proceeds and costs from sale of common stock

    -       (7 )

Payments of mortgage notes

    (76,416 )     (579,989 )

Proceeds from mortgage notes

    125,000       608,585  

Dividends and distributions

    (8,538 )     (8,515 )

Loan issuance and extinguishment costs

    (2,166 )     (8,338 )

Net cash provided by financing activities

    37,880       11,736  
                 

Net increase in cash and cash equivalents and restricted cash

    26,940       6,580  

Cash and cash equivalents and restricted cash - beginning of period

    45,864       21,670  

Cash and cash equivalents and restricted cash - end of period

  $ 72,804     $ 28,250  
                 

Cash and cash equivalents and restricted cash - beginning of period:

               

Cash and cash equivalents

  $ 37,028     $ 7,940  

Restricted cash

    8,836       13,730  

Total cash and cash equivalents and restricted cash - beginning of period

  $ 45,864     $ 21,670  
                 

Cash and cash equivalents and restricted cash - end of period:

               

Cash and cash equivalents

  $ 56,349     $ 15,794  

Restricted cash

    16,455       12,456  

Total cash and cash equivalents and restricted cash - end of period

  $ 72,804     $ 28,250  
                 

Supplemental cash flow information:

               

Cash paid for interest, net of capitalized interest of $3,761 and $2,541 in 2019 and 2018, respectively

  $ 17,193     $ 15,744  

Non-cash interest capitalized to real estate under development

    678       579  

Additions to investment in real estate included in accounts payable and accrued liabilities

    7,940       2,686  

 

 

 

 

Clipper Realty Inc.

Reconciliation of Non-GAAP Measures

(In thousands, except per share data)

(Unaudited)

 

Non-GAAP Financial Measures

 

We disclose and discuss funds from operations (“FFO”), adjusted funds from operations (“AFFO”), adjusted earnings before interest, income taxes, depreciation and amortization (“Adjusted EBITDA”) and net operating income (“NOI”) all of which meet the definition of “non-GAAP financial measure” set forth in Item 10(e) of Regulation S-K promulgated by the SEC.

 

While management and the investment community in general believe that presentation of these measures provides useful information to investors, neither FFO, AFFO, Adjusted EBITDA, nor NOI should be considered as an alternative to net income or income from operations as an indication of our performance. We believe that to understand our performance further, FFO, AFFO, Adjusted EBITDA, and NOI should be compared with our reported net income or income from operations and considered in addition to cash flows computed in accordance with GAAP, as presented in our consolidated financial statements.

 

Funds From Operations and Adjusted Funds From Operations

 

FFO is defined by the National Association of Real Estate Investment Trusts (“NAREIT”) as net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property and impairment adjustments, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Our calculation of FFO is consistent with FFO as defined by NAREIT.

 

AFFO is defined by us as FFO excluding amortization of identifiable intangibles incurred in property acquisitions, straight-line rent adjustments to revenue from long-term leases, amortization costs incurred in originating debt, interest rate cap mark-to-market adjustments, amortization of non-cash equity compensation and loss on extinguishment of debt, less recurring capital expenditures.

 

Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. In fact, real estate values have historically risen or fallen with market conditions. FFO is intended to be a standard supplemental measure of operating performance that excludes historical cost depreciation and valuation adjustments from net income. We consider FFO useful in evaluating potential property acquisitions and measuring operating performance. We further consider AFFO useful in determining funds available for payment of distributions. Neither FFO nor AFFO represent net income or cash flows from operations computed in accordance with GAAP. You should not consider FFO and AFFO to be alternatives to net income as reliable measures of our operating performance; nor should you consider FFO and AFFO to be alternatives to cash flows from operating, investing or financing activities (computed in accordance with GAAP) as measures of liquidity.

 

Neither FFO nor AFFO measure whether cash flow is sufficient to fund all of our cash needs, including principal amortization, capital improvements and distributions to stockholders. FFO and AFFO do not represent cash flows from operating, investing or financing activities computed in accordance with GAAP. Further, FFO and AFFO as disclosed by other REITs might not be comparable to our calculations of FFO and AFFO.

 

The following table sets forth a reconciliation of FFO and AFFO for the periods presented to net (loss) income before allocation to non-controlling interests, computed in accordance with GAAP (amounts in thousands):

 

   

Three Months Ended June 30,

   

Six Months Ended June 30,

 
   

2019

   

2018

   

2019

   

2018

 

FFO

                               

Net (loss) income

  $ (1,158 )   $ 308     $ (1,291 )   $ (8,686 )

Real estate depreciation and amortization

    4,590       4,435       9,139       9,031  

FFO

  $ 3,432     $ 4,743     $ 7,848     $ 345  
                                 
                                 

AFFO

                               

FFO

  $ 3,432     $ 4,743     $ 7,848     $ 345  

Amortization of real estate tax intangible

    120       118       239       236  

Amortization of above- and below-market leases

    (406 )     (480 )     (830 )     (959 )

Straight-line rent adjustments

    182       257       816       513  

Amortization of debt origination costs

    424       231       928       752  

Interest rate cap mark-to-market adjustments

    -       (10 )     -       (237 )

Amortization of LTIP awards

    704       691       860       1,259  

Loss on extinguishment of debt

    1,771       -       1,771       6,981  

Recurring capital spending

    (127 )     (101 )     (280 )     (242 )

AFFO

  $ 6,100     $ 5,449     $ 11,352     $ 8,648  

AFFO Per Share/Unit

  $ 0.14     $ 0.12     $ 0.26     $ 0.20  

 

 

 

 

Adjusted Earnings Before Interest, Income Taxes, Depreciation and Amortization

 

We believe that Adjusted EBITDA is a useful measure of our operating performance. We define Adjusted EBITDA as net income (loss) before allocation to non-controlling interests, plus real estate depreciation and amortization, amortization of identifiable intangibles, straight-line rent adjustments to revenue from long-term leases, amortization of non-cash equity compensation, interest expense (net) and loss on extinguishment of debt.

 

We believe that this measure provides an operating perspective not immediately apparent from GAAP income from operations or net income (loss). We consider Adjusted EBITDA to be a meaningful financial measure of our core operating performance.

 

However, Adjusted EBITDA should only be used as an alternative measure of our financial performance. Further, other REITs may use different methodologies for calculating Adjusted EBITDA, and accordingly, our Adjusted EBITDA may not be comparable to that of other REITs.

 

The following table sets forth a reconciliation of Adjusted EBITDA for the periods presented to net (loss) income before allocation to non-controlling interests, computed in accordance with GAAP (amounts in thousands):

 

   

Three Months Ended June 30,

   

Six Months Ended June 30,

 
   

2019

   

2018

   

2019

   

2018

 

Adjusted EBITDA

                               

Net (loss) income

  $ (1,158 )   $ 308     $ (1,291 )   $ (8,686 )

Real estate depreciation and amortization

    4,590       4,435       9,139       9,031  

Amortization of real estate tax intangible

    120       118       239       236  

Amortization of above- and below-market leases

    (406 )     (480 )     (830 )     (959 )

Straight-line rent adjustments

    182       257       816       513  

Amortization of LTIP awards

    704       691       860       1,259  

Interest expense, net

    8,210       8,008       16,484       16,551  

Loss on extinguishment of debt

    1,771       -       1,771       6,981  

Adjusted EBITDA

  $ 14,013     $ 13,337     $ 27,188     $ 24,926  

 

Net Operating Income

 

We believe that NOI is a useful measure of our operating performance. We define NOI as income from operations plus real estate depreciation and amortization, general and administrative expenses, amortization of identifiable intangibles and straight-line rent adjustments to revenue from long-term leases. We believe that this measure is widely recognized and provides an operating perspective not immediately apparent from GAAP income from operations or net income (loss). We use NOI to evaluate our performance because NOI allows us to evaluate the operating performance of our company by measuring the core operations of property performance and capturing trends in rental housing and property operating expenses. NOI is also a widely used metric in valuation of properties.

 

However, NOI should only be used as an alternative measure of our financial performance. Further, other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to that of other REITs.

 

The following table sets forth a reconciliation of NOI for the periods presented to income from operations, computed in accordance with GAAP (amounts in thousands):

 

   

Three Months Ended June 30,

   

Six Months Ended June 30,

 
   

2019

   

2018

   

2019

   

2018

 

NOI

                               

Income from operations

  $ 8,823     $ 8,316     $ 16,964     $ 14,846  

Real estate depreciation and amortization

    4,590       4,435       9,139       9,031  

General and administrative expenses

    2,579       2,606       4,247       5,744  

Amortization of real estate tax intangible

    120       118       239       236  

Amortization of above- and below-market leases

    (406 )     (480 )     (830 )     (959 )

Straight-line rent adjustments

    182       257       816       513  

NOI

  $ 15,888     $ 15,252     $ 30,575     $ 29,411  

 

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