Item 5. Market for Registrant’s Common Equity
Item 5 . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
BPG’s common stock trades on the New York Stock Exchange under the trading symbol “BRX.” As of February 1, 2021, the number of holders of record of BPG’s common stock was 595. This figure does not represent the actual number of beneficial owners of BPG’s common stock because shares of BPG’s common stock are frequently held in “street name” by securities dealers and others for the benefit of beneficial owners who may vote the shares.
BPG has elected to qualify as a REIT in accordance with the Internal Revenue Code of 1986, as amended (the “Code”). To qualify as a REIT, BPG must meet several organizational and operational requirements, including a requirement that it currently distribute to its stockholders at least 90% of its REIT taxable income, determined without regard to the deduction for dividends paid and excluding net capital gains. Management intends to satisfy these requirements and maintain BPG’s REIT status. As a REIT, BPG generally will not be subject to U.S. federal income tax, provided that distributions to its stockholders equal at least the amount of its REIT taxable income as defined under the Code.
BPG’s future distributions will be at the sole discretion of BPG’s Board of Directors. When determining the amount of future distributions, we expect that BPG’s Board of Directors will consider, among other factors; (1) the amount of cash generated from our operating activities; (2) the amount of cash required for leasing and capital expenditures; (3) the amount of cash required for debt repayments, reinvestment activity, net acquisitions, and share repurchases; (4) the amount of cash required to be distributed to maintain BPG’s status as a REIT and to reduce any income and excise taxes that BPG otherwise would be required to pay; (5) any limitations on our distributions contained in our financing agreements, including, without limitation, in our senior unsecured credit facility, as amended April 29, 2020 (the “Unsecured Credit Facility”); (6) the sufficiency of legally-available assets; and (7) our ability to continue to access additional sources of capital.
To the extent BPG is prevented, by provisions of our financing agreements or otherwise, from distributing 100% of BPG’s REIT taxable income, or otherwise does not distribute 100% of BPG’s REIT taxable income, BPG will be subject to income tax, and potentially excise tax, on the retained amounts. If our operations do not generate sufficient cash flow to allow BPG to satisfy the REIT distribution requirements, we may be required to fund distributions with working capital, borrowed funds, or asset sales, or we may be required to reduce such distributions or make such distributions in whole or in part payable in shares of BPG’s stock. See Item 1A. “Risk Factors” for additional information regarding risk factors that could adversely affect our results of operations.
Distributions to the extent of the Company’s current and accumulated earnings and profits for federal income tax purposes will be taxable to stockholders as ordinary dividend income or capital gain income. Distributions in excess of taxable earnings and profits generally will be treated as non-taxable return of capital. These distributions, to the extent that they do not exceed the stockholder’s adjusted tax basis in its common shares, have the effect of deferring taxation until the sale of the stockholder’s common shares. To the extent that distributions are both in excess of taxable earnings and profits and in excess of the stockholder’s adjusted tax basis in its common shares, the distributions will be treated as capital gains from the sale of common shares. For the taxable year ended December 31, 2020, 100.0% of the Company’s distributions to stockholders constituted taxable ordinary income.
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BPG’s Total Stockholder Return Performance
The following performance chart compares, for the period from December 31, 2015 through December 31, 2020, the cumulative total return of BPG’s common stock with the cumulative total return of the S&P 500 Index and the FTSE NAREIT Equity Shopping Centers Index. All stockholder return performance assumes the reinvestment of dividends. The information in this paragraph and the following performance chart are deemed to be furnished, not filed.
Sales of Unregistered Equity Securities
There were no unregistered sales of equity securities during the year ended December 31, 2020.
Issuer Purchases of Equity Securities
On January 9, 2020, we established a new share repurchase program (the “Program”) for up to $400.0 million of our common stock. The Program is scheduled to expire on January 9, 2023, unless suspended or extended by the Board of Directors. The Program replaced our prior share repurchase program, which expired on December 5, 2019. During the year ended December 31, 2020, we repurchased 1,650,115 shares of common stock under the Program at an average price per share of $15.14 for a total of $25.0 million, excluding commissions. We incurred total commissions of less than $0.1 million in conjunction with the Program during the year ended December 31, 2020. As of December 31, 2020, the Program had $375.0 million of available repurchase capacity. During the three months ended December 31, 2020, we did not repurchase any shares of common stock.
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Item 6. Selected Financial Data
The following tables show selected consolidated financial data for BPG and the Operating Partnership and their respective subsidiaries for the periods indicated. This information should be read together with the audited financial statements and notes thereto of BPG and its subsidiaries and the Operating Partnership and its subsidiaries and with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere in this Annual Report.
BRIXMOR PROPERTY GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Year Ended December 31,
2020 2019 2018 2017 2016
Revenues
Rental income $ 1,050,943 $ 1,166,379 $ 1,233,068 $ 1,281,724 $ 1,273,669
Other revenues 2,323 1,879 1,272 1,456 2,103
Total revenues 1,053,266 1,168,258 1,234,340 1,283,180 1,275,772
Operating expenses
Operating costs 111,678 124,876 136,217 136,092 133,429
Real estate taxes 168,943 170,988 177,401 179,097 174,487
Depreciation and amortization 335,583 332,431 352,245 375,028 387,302
Provision for doubtful accounts — — 10,082 5,323 9,182
Impairment of real estate assets 19,551 24,402 53,295 40,104 5,154
General and administrative 98,280 102,309 93,596 92,247 92,248
Total operating expenses 734,035 755,006 822,836 827,891 801,802
Other income (expense)
Dividends and interest 482 699 519 365 542
Interest expense ( 199,988 ) (189,775) (215,025) (226,660) (226,671)
Gain on sale of real estate assets 34,499 54,767 209,168 68,847 35,613
Gain (loss) on extinguishment of debt, net ( 28,052 ) (1,620) (37,096) 498 (832)
Other ( 4,999 ) (2,550) (2,786) (2,907) (4,957)
Total other expense (198,058) (138,479) (45,220) (159,857) (196,305)
Income before equity in income of unconsolidated joint venture
121,173 274,773 366,284 295,432 277,665
Equity in income of unconsolidated joint venture
— — — 381 477
Gain on disposition of unconsolidated joint venture interest
— — — 4,556 —
Net income
121,173 274,773 366,284 300,369 278,142
Net income attributable to non-controlling interests
— — — (76) (2,514)
Net income attributable to Brixmor Property Group Inc. 121,173 274,773 366,284 300,293 275,628
Preferred stock dividends — — — (39) (150)
Net income attributable to common stockholders $ 121,173 $ 274,773 $ 366,284 $ 300,254 $ 275,478
Net income attributable to common stockholders per common share:
Basic $ 0.41 $ 0.92 $ 1.21 $ 0.98 $ 0.91
Diluted $ 0.41 $ 0.92 $ 1.21 $ 0.98 $ 0.91
Weighted average shares:
Basic 296,972 298,229 302,074 304,834 301,601
Diluted 297,899 299,334 302,339 305,281 305,060
Cash dividends declared per common share $ 0.500 $ 1.125 $ 1.105 $ 1.055 $ 0.995
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BRIXMOR PROPERTY GROUP INC. AND SUBSIDIARIES
SELECT BALANCE SHEET INFORMATION
(in thousands)
December 31,
2020 2019 2018 2017 2016
Real estate, net $ 7,504,113 $ 7,642,350 $ 7,749,650 $ 8,560,421 $ 8,842,004
Total assets $ 8,342,147 $ 8,142,496 $ 8,242,421 $ 9,153,926 $ 9,319,685
Debt obligations, net (1)
$ 5,167,330 $ 4,861,185 $ 4,885,863 $ 5,676,238 $ 5,838,889
Total liabilities $ 5,661,446 $ 5,398,639 $ 5,406,322 $ 6,245,578 $ 6,392,525
Total equity $ 2,680,701 $ 2,743,857 $ 2,836,099 $ 2,908,348 $ 2,927,160
(1) Debt includes secured loans, notes payable, and credit agreements, including unamortized premium or net of unamortized discount and unamortized debt issuance costs.
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BRIXMOR OPERATING PARTNERSHIP LP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per unit data)
Year Ended December 31,
2020 2019 2018 2017 2016
Revenues
Rental income $ 1,050,943 $ 1,166,379 $ 1,233,068 $ 1,281,724 $ 1,273,669
Other revenues 2,323 1,879 1,272 1,456 2,103
Total revenues 1,053,266 1,168,258 1,234,340 1,283,180 1,275,772
Operating expenses
Operating costs 111,678 124,876 136,217 136,092 133,429
Real estate taxes 168,943 170,988 177,401 179,097 174,487
Depreciation and amortization 335,583 332,431 352,245 375,028 387,302
Provision for doubtful accounts — — 10,082 5,323 9,182
Impairment of real estate assets 19,551 24,402 53,295 40,104 5,154
General and administrative 98,280 102,309 93,596 92,247 92,248
Total operating expenses 734,035 755,006 822,836 827,891 801,802
Other income (expense)
Dividends and interest 482 699 519 365 542
Interest expense ( 199,988 ) (189,775) (215,025) (226,660) (226,671)
Gain on sale of real estate assets 34,499 54,767 209,168 68,847 35,613
Gain (loss) on extinguishment of debt, net ( 28,052 ) (1,620) (37,096) 498 (832)
Other ( 4,999 ) (2,550) (2,786) (2,907) (4,957)
Total other expense (198,058) (138,479) (45,220) (159,857) (196,305)
Income before equity in income of unconsolidated joint venture
121,173 274,773 366,284 295,432 277,665
Equity in income of unconsolidated joint venture
— — — 381 477
Gain on disposition of unconsolidated joint venture interest
— — — 4,556 —
Net income $ 121,173 $ 274,773 $ 366,284 $ 300,369 $ 278,142
Net income per common unit:
Basic $ 0.41 $ 0.92 $ 1.21 $ 0.98 $ 0.91
Diluted $ 0.41 $ 0.92 $ 1.21 $ 0.98 $ 0.91
Weighted average units:
Basic 296,972 298,229 302,074 304,913 304,600
Diluted 297,899 299,334 302,339 305,281 305,059
BRIXMOR OPERATING PARTNERSHIP LP AND SUBSIDIARIES
SELECT BALANCE SHEET INFORMATION
(in thousands)
December 31,
2020 2019 2018 2017 2016
Real estate, net $ 7,504,113 $ 7,642,350 $ 7,749,650 $ 8,560,421 $ 8,842,004
Total assets $ 8,332,133 $ 8,142,480 $ 8,242,075 $ 9,153,677 $ 9,319,434
Debt obligations, net (1)
$ 5,167,330 $ 4,861,185 $ 4,885,863 $ 5,676,238 $ 5,838,889
Total liabilities $ 5,661,446 $ 5,398,639 $ 5,406,322 $ 6,245,578 $ 6,392,525
Total capital $ 2,670,687 $ 2,743,841 $ 2,835,753 $ 2,908,099 $ 2,926,909
(1) Debt includes secured loans, notes payable, and credit agreements, including unamortized premium or net of unamortized discount and unamortized debt issuance costs.
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