Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
As of the end of the period covered by this Annual Report on Form 10-K, our management carried out an evaluation, under the supervision and with the participation of our Managing Trustees, our President and Chief Operating Officer and our Chief Financial Officer and Treasurer, of the effectiveness of our disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 under the Exchange Act. Based upon that evaluation, our Managing Trustees, our President and Chief Operating Officer and our Chief Financial Officer and Treasurer concluded that our disclosure controls and procedures are effective.
There have been no changes in our internal control over financial reporting during the quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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Management Report on Assessment of Internal Control Over Financial Reporting
We are responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control system is designed to provide reasonable assurance to our management and Board of Trustees regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2023. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control - Integrated Framework (2013 Framework). Based on this assessment, we believe that, as of December 31, 2023, our internal control over financial reporting was effective.
Deloitte & Touche LLP, the independent registered public accounting firm that audited our 2023 consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on our internal control over financial reporting. The report appears elsewhere herein.
Item 9B. Other Information
During the three months ended December 31, 2023, none of our Trustees and officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III
Item 10. Directors, Executive Officers and Corporate Governance
We have a Code of Conduct that applies to our officers and Trustees. Our Code of Conduct is posted on our website, www.ilptreit.com. A printed copy of our Code of Conduct is also available free of charge to any person who requests a copy by writing to Investor Relations, Industrial Logistics Properties Trust, Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-1634. We intend to satisfy the requirements under Item 5.05 of Form 8-K regarding disclosure of amendments to, or waivers from, provisions of our Code of Conduct that apply to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, on our website.
The remainder of the information required by Item 10 is incorporated by reference to our definitive Proxy Statement.
Item 11. Executive Compensation
The information required by Item 11 is incorporated by reference to our definitive Proxy Statement.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Equity Compensation Plan Information. We may grant common shares to our officers and other employees of RMR under our 2018 Equity Compensation Plan, or the 2018 Plan. In addition, each of our Trustees receives common shares as part of his or her annual compensation for serving as a Trustee and such shares are awarded under the 2018 Plan. The terms of awards made under the 2018 Plan are determined by the Compensation Committee of our Board of Trustees at the time of the awards.
The following table is as of December 31, 2023:
Number of securities
Number of securities remaining available for future
to be issued upon Weighted-average issuance under equity
exercise of exercise price of compensation plan (excluding
outstanding options, outstanding options, securities reflected in
warrants and rights warrants and rights column (a))
Plan category (a) (b) (c)
Equity compensation plans approved by securityholders - 2018 Plan None. None. 3,156,613 (1)
Equity compensation plans not approved by securityholders None. None. None.
Total None. None. 3,156,613
(1) Consists of common shares available for issuance pursuant to the terms of the 2018 Plan. Share awards that are repurchased or forfeited will be added to the common shares available for issuance under the 2018 Plan.
Payments by us to RMR employees are described in Notes 7 and 10 to our consolidated financial statements included in Part IV, Item 15 of this Annual Report on Form 10-K. The remainder of the information required by Item 12 is incorporated by reference to our definitive Proxy Statement.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by Item 13 is incorporated by reference to our definitive Proxy Statement.
Item 14. Principal Accountant Fees and Services
The information required by Item 14 is incorporated by reference to our definitive Proxy Statement.
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PART IV
Item 15. Exhibits and Financial Statement Schedules
(a) Index to Financial Statements and Financial Statement Schedules
The following consolidated financial statements and financial statement schedules of Industrial Logistics Properties Trust are included on the pages indicated:
Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34 )
F-1
Consolidated Balance Sheets as of December 31, 2023 and 2022
F-5
Consolidated Statements of Comprehensive Income (loss) for each of the three years in the period ended December 31, 20 23
F-6
Consolidated Statements of Shareholders’ Equity for each of the three years in the period ended December 31, 202 3
F-7
Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 20 23
F-8
Notes to Consolidated Financial Statements
F-10
Schedule III—Real Estate and Accumulated Depreciation
S-1
All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions, or are inapplicable, and therefore have been omitted.
Significant Tenant
FedEx leased 39.5% of our gross real estate assets as of December 31, 2023.
Financial information about FedEx may be found on SEC’s website by entering its name at http://www.sec.gov/edgar/searchedgar/companysearch.html. Reference to FedEx’s financial information on this external website is presented to comply with applicable accounting regulations of the SEC. Except for such financial information contained therein as is required to be included herein under such regulations, FedEx’s public filings and other information located in external websites are not incorporated by reference in these financial statements. See Note 4 to our consolidated financial statements included in this Annual Report on Form 10-K for further information relating to our leases with FedEx.
(b) Exhibits
Exhibit
Number Description
3.1 Composite Copy of Amended and Restated Declaration of Trust of the Company, dated as of January 11, 2018, as amended to date. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.)
3.2 Second A mended and Restated Bylaws of the Company, adopted June 1, 2023 . (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 2, 2023 .)
4.1 Form of Common Share Certificate. (Incorporated by reference to Amendment No. 2 to the Company’s Registration Statement on Form S-11, File No. 333-221708.)
4.2 Description of Securities. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.)
8.1 Opinion of Sullivan & Worcester LLP as to certain tax matters. (Filed herewith.)
10.1 Business Management Agreement, dated as of January 17, 2018, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 18, 2018.)
10.2 Amendment to Business Management Agreement, dated as of December 31, 2018, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 4, 2019.)
10.3 Second Amendment to Business Management Agreement, effective as of August 1, 2021, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.)
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10.4 Property Management Agreement, dated as of January 17, 2018, between the Company and The RMR Group LLC.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 18, 2018.)
10.5 2018 Equity Compensation Plan.(+) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 18, 2018.)
10.6 Form of Share Award Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.)
10.7 Form of Share Award Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 20 23 .)
10.8 Form of Indemnification Agreement.(+) (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 202 3 .)
10.9 Loan Agreement, dated as of January 29, 2019, among certain of the Company’s subsidiaries, as co-borrowers, and Morgan Stanley Bank, N.A., Citi Real Estate Funding Inc., UBS AG and JPMorgan Chase Bank, National Association. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.)
10.10 Loan Agreement, dated as of February 25, 2022, among certain subsidiaries of Mountain Industrial REIT LLC and Citi Real Estate Funding Inc., UBS AG, Bank of America, N.A., Bank of Montreal and Morgan Stanley Bank, N.A. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 28, 2022.)
10.11 First Amendment to Loan Agreement and Other Loan Documents, dated as of March 8, 2022, among certain subsidiaries of Mountain Industrial REIT LLC and Citi Real Estate Funding Inc., UBS AG, Bank of America, N.A., Bank of Montreal and Morgan Stanley Bank, N.A. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.)
10.12 Loan Agreement, dated as of February 25, 2022, among certain subsidiaries of the Company and Citi Real Estate Funding Inc., UBS AG, Bank of America, N.A., Bank of Montreal and Morgan Stanley Bank, N.A. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 28, 2022.)
10.13 Mezzanine A Loan Agreement, dated as of February 25, 2022, among ILPT Mezz Fixed Borrower 2 LLC, Citigroup Global Markets Realty Corp., UBS AG, Bank of America, N.A., Bank of Montreal and Morgan Stanley Mortgage Capital Holdings LLC. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 28, 2022.)
10.14 Mezzanine B Loan Agreement, dated as of February 25, 2022, among ILPT Mezz Fixed Borrower LLC, Citigroup Global Markets Realty Corp., UBS AG, Bank of America, N.A., Bank of Montreal and Morgan Stanley Mortgage Capital Holdings LLC. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 28, 2022.)
10.15 Loan Agreement, dated as of September 22, 2022, among certain subsidiaries of the Company, Citi Real Estate Funding Inc., UBS AG New York (1285 Avenue of the Americas) Branch, Bank of America, N.A., Bank of Montreal and Morgan Stanley Mortgage Capital Holdings LLC. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on September 26, 2022.)
10.16 Mezzanine Loan Agreement, dated as of September 22, 2022, among certain subsidiaries of the Company, Citigroup Global Markets Realty Corp., UBS AG New York (1285 Avenue of the Americas) Branch, Bank of America, N.A., Bank of Montreal, and Morgan Stanley Mortgage Capital Holdings LLC. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on September 26, 2022.)
21.1 Subsidiaries of the Company. (Filed herewith.)
23.1 Consent of Deloitte & Touche LLP. (Filed herewith.)
23.2 Consent of Sullivan & Worcester LLP. (Contained in Exhibit 8.1.)
31.1 Rule 13a-14(a) Certification. (Filed herewith.)
31.2 Rule 13a-14(a) Certification. (Filed herewith.)
31.3 Rule 13a-14(a) Certification. (Filed herewith.)
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31.4 Rule 13a-14(a) Certification. (Filed herewith.)
32.1 Section 1350 Certification. (Furnished herewith.)
97.1 Clawback Policy. (Filed herewith.)
99.1 Letter Agreement, dated as of January 29, 2019, between the Company and The RMR Group LLC. (Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.)
99.2 Letter Agreement, dated as of February 25, 2022, between the Company and The RMR Group LLC. (Incorporated by reference to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.)
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH XBRL Taxonomy Extension Schema Document. (Filed herewith.)
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document. (Filed herewith.)
101.DEF XBRL Taxonomy Extension Definition Linkbase Document. (Filed herewith.)
101.LAB XBRL Taxonomy Extension Label Linkbase Document. (Filed herewith.)
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document. (Filed herewith.)
104 Cover Page Interactive Data File (Formatted as Inline XBRL and contained in Exhibit 101.)
(+) Management contract or compensatory plan or arrangement.
Item 16. Form 10-K Summary
None.
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Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareholders of Industrial Logistics Properties Trust
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Industrial Logistics Properties Trust (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of comprehensive income (loss), shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes and the schedule listed in the Index at Item 15(a) (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 20, 2024, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Impairment of Real Estate Properties – Refer to Note 2 to the financial statements
Critical Audit Matter Description
The Company’s investments in real estate properties were $4.77 billion, net of accumulated depreciation of $397 million as of December 31, 2023. The Company’s investments in real estate assets are evaluated for impairment periodically or when events or changes in circumstances indicate that the carrying amount of a real estate asset may not be recoverable. Impairment indicators may include declining tenant occupancy, weak or declining profitability from the property, decreasing tenant cash flows or liquidity, the Company’s decision to dispose of an asset before the end of its estimated useful life, and legislative, market or industry changes that could permanently reduce the value of an asset. If indicators of impairment are identified for any real estate asset, the Company evaluates the recoverability of that real estate asset by comparing undiscounted future cash flows expected to be generated by the real estate asset over the Company’s expected remaining hold period to the respective carrying amount. The Company’s undiscounted future cash flows analysis requires management to make significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates.
F-1
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We identified the impairment of real estate assets as a critical audit matter because of the significant estimates and assumptions management makes to evaluate the recoverability of real estate assets. This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of the significant estimates and assumptions related to expected remaining hold periods, market rents, and terminal capitalization rates within management’s undiscounted future cash flows analysis which are sensitive to future market or industry considerations.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the undiscounted cash flow analysis for each real estate asset or group of assets with impairment indicators included the following among others:
• We tested the effectiveness of controls over management’s evaluation of the recoverability of real estate property assets, including the key assumptions utilized in estimating the undiscounted future cash flows.
• We evaluated the undiscounted cash flow analysis including estimates of expected remaining hold period, market rents, and terminal capitalization rates for each real estate asset or group of assets with impairment indicators by (1) evaluating the source information and assumptions used by management and (2) comparing management’s projections to external market sources and evidence obtained in other areas of our audit.
• We evaluated the reasonableness of management’s undiscounted future cash flows analysis by developing an independent expectation of future undiscounted cash flows based on third party market data and compared that independent estimate to the carrying amount of the real estate asset or group of assets with indicators of impairment. We compared our analysis of the recoverability of the real estate asset or group of assets to the Company's analysis.
• We made inquiries of management about the current status of potential transactions and about management’s judgments to understand the probability of future events that could affect the expected remaining hold period and other cash flow assumptions for the properties.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
February 20, 2024
We have served as the Company's auditor since 2020.
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Report of Independent Registered Public Accounting Firm
To the Board of Trustees and the Shareholders of Industrial Logistics Properties Trust
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Industrial Logistics Properties Trust (the “Company”) as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2023, of the Company and our report dated February 20, 2024, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management Report on Assessment of Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
February 20, 2024
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
CONSOLIDATED BALANCE SHEETS
(dollars in thousands, except per share data)
December 31,
2023 2022
ASSETS
Real estate properties:
Land $ 1,113,723 $ 1,117,779
Buildings and improvements 4,055,829 4,058,329
Total real estate properties, gross 5,169,552 5,176,108
Accumulated depreciation ( 397,454 ) ( 273,467 )
Total real estate properties, net 4,772,098 4,902,641
Investment in unconsolidated joint venture 115,360 124,358
Acquired real estate leases, net 243,521 297,445
Cash and cash equivalents 112,341 48,261
Restricted cash 133,382 92,519
Rents receivable, including straight line rents of $ 94,309 and $ 80,710 , respectively
119,170 107,011
Other assets, net 67,803 103,931
Total assets $ 5,563,675 $ 5,676,166
LIABILITIES AND EQUITY
Mortgages and notes payable, net $ 4,305,941 $ 4,244,501
Accounts payable and other liabilities 72,455 73,547
Assumed real estate lease obligations, net 18,534 22,523
Due to related persons 4,966 4,824
Total liabilities 4,401,896 4,345,395
Commitments and contingencies
Equity:
Equity attributable to common shareholders:
Common shares of beneficial interest, $ .01 par value: 100,000,000 shares authorized; 65,843,387 and 65,568,145 shares issued and outstanding, respectively
658 656
Additional paid in capital 1,015,777 1,014,201
Cumulative net income 9,196 117,185
Cumulative other comprehensive income 10,171 21,903
Cumulative common distributions ( 365,848 ) ( 363,221 )
Total equity attributable to common shareholders 669,954 790,724
Noncontrolling interest 491,825 540,047
Total equity 1,161,779 1,330,771
Total liabilities and equity $ 5,563,675 $ 5,676,166
The accompanying notes are an integral part of these consolidated financial statements.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(amounts in thousands, except per share data)
Year Ended December 31,
2023 2022 2021
Rental income $ 437,338 $ 388,151 $ 219,874
Expenses:
Real estate taxes 60,053 50,624 30,134
Other operating expenses 38,192 30,855 18,678
Depreciation and amortization 178,728 160,982 50,598
General and administrative 31,164 32,877 16,724
Acquisition and other transaction related costs 287 586 1,132
Loss on impairment of real estate 156 100,747 —
Total expenses 308,580 376,671 117,266
Interest and other income 7,911 2,663 —
Interest expense (including net amortization of debt issuance costs, premiums and discounts of $ 26,922 , $ 96,974 , and $ 2,022 , respectively)
( 288,537 ) ( 280,051 ) ( 35,625 )
Gain (loss) on sale of real estate 1,710 ( 10 ) 12,054
Loss on equity securities — ( 5,758 ) —
Loss on early extinguishment of debt ( 359 ) ( 22,198 ) —
(Loss) income before income taxes and equity in earnings of unconsolidated joint venture
( 150,517 ) ( 293,874 ) 79,037
Income tax expense ( 104 ) ( 45 ) ( 273 )
Equity in earnings of unconsolidated joint venture 902 7,078 40,918
Net (loss) income ( 149,719 ) ( 286,841 ) 119,682
Net loss attributable to noncontrolling interest 41,730 60,118 —
Net (loss) income attributable to common shareholders ( 107,989 ) ( 226,723 ) 119,682
Other comprehensive income:
Unrealized (loss) gain on derivatives ( 17,999 ) 30,194 —
Less: unrealized loss (gain) on derivatives attributable to noncontrolling interest
6,267 ( 8,291 ) —
Other comprehensive (loss) income attributable to common shareholders ( 11,732 ) 21,903 —
Comprehensive (loss) income attributable to common shareholders $ ( 119,721 ) $ ( 204,820 ) $ 119,682
Weighted average common shares outstanding (basic) 65,430 65,248 65,169
Weighted average common shares outstanding (diluted) 65,430 65,248 65,211
Per common share data (basic and diluted):
Net (loss) income attributable to common shareholders $ ( 1.65 ) $ ( 3.47 ) $ 1.83
The accompanying notes are an integral part of these consolidated financial statements.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(dollars in thousands)
Cumulative Total Equity
Number of Additional Other Cumulative Attributable to
Common Common Paid In Cumulative Comprehensive Common Common Noncontrolling Total
Shares Shares Capital Net Income Income Distributions Shareholders Interest Equity
Balance at December 31, 2020 65,301,088 $ 653 $ 1,010,819 $ 224,226 $ — $ ( 232,508 ) $ 1,003,190 $ — $ 1,003,190
Net income — — — 119,682 — — 119,682 — 119,682
Share grants 139,800 1 2,331 — — — 2,332 — 2,332
Share repurchases ( 35,596 ) — ( 922 ) — — — ( 922 ) — ( 922 )
Share forfeitures ( 700 ) — ( 4 ) — — — ( 4 ) — ( 4 )
Distributions to common shareholders — — — — — ( 86,236 ) ( 86,236 ) — ( 86,236 )
Balance at December 31, 2021 65,404,592 $ 654 $ 1,012,224 $ 343,908 $ — $ ( 318,744 ) $ 1,038,042 $ — $ 1,038,042
Net loss — — — ( 226,723 ) — — ( 226,723 ) ( 60,118 ) ( 286,841 )
Share grants 197,800 2 2,228 — — — 2,230 — 2,230
Share repurchases ( 32,347 ) — ( 242 ) — — — ( 242 ) — ( 242 )
Share forfeitures ( 1,900 ) — ( 9 ) — — — ( 9 ) — ( 9 )
Distributions to common shareholders — — — — — ( 44,477 ) ( 44,477 ) — ( 44,477 )
Other comprehensive income
— — — — 21,903 — 21,903 8,291 30,194
Contributions from noncontrolling interest — — — — — — — 593,239 593,239
Distributions to noncontrolling interest — — — — — — — ( 1,365 ) ( 1,365 )
Balance at December 31, 2022 65,568,145 $ 656 $ 1,014,201 $ 117,185 $ 21,903 $ ( 363,221 ) $ 790,724 $ 540,047 $ 1,330,771
Net loss — — — ( 107,989 ) — — ( 107,989 ) ( 41,730 ) ( 149,719 )
Share grants 328,350 3 1,747 — — — 1,750 — 1,750
Share repurchases ( 49,158 ) ( 1 ) ( 162 ) — — — ( 163 ) — ( 163 )
Share forfeitures ( 3,950 ) — ( 9 ) — — — ( 9 ) — ( 9 )
Distributions to common shareholders — — — — — ( 2,627 ) ( 2,627 ) — ( 2,627 )
Other comprehensive loss
— — — — ( 11,732 ) — ( 11,732 ) ( 6,267 ) ( 17,999 )
Distributions to noncontrolling interest — — — — — — — ( 225 ) ( 225 )
Balance at December 31, 2023 65,843,387 $ 658 $ 1,015,777 $ 9,196 $ 10,171 $ ( 365,848 ) $ 669,954 $ 491,825 $ 1,161,779
The accompanying notes are an integral part of these consolidated financial statements.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
Year Ended December 31,
2023 2022 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income $ ( 149,719 ) $ ( 286,841 ) $ 119,682
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation 125,262 106,236 32,457
Loss on impairment of real estate 156 100,747 —
Net amortization of debt issuance costs, premiums and discounts 26,922 96,974 2,022
Amortization of acquired real estate leases and assumed real estate lease obligations 49,935 48,570 16,656
Amortization of deferred leasing costs 2,440 1,675 938
Loss on equity securities — 5,758 —
Straight line rental income ( 13,599 ) ( 11,538 ) ( 7,263 )
Loss on early extinguishment of debt 359 22,198 —
(Gain) loss on sale of real estate ( 1,710 ) 10 ( 12,054 )
Proceeds from settlement of derivatives ( 56,915 ) — —
Other non-cash expenses 26,319 3,249 2,328
Distributions of earnings from unconsolidated joint venture 3,960 5,282 2,640
Equity in earnings of unconsolidated joint venture ( 902 ) ( 7,078 ) ( 40,918 )
Change in assets and liabilities:
Rents receivable 1,440 ( 19,596 ) 54
Other assets ( 9,951 ) 11,931 ( 8,323 )
Accounts payable and other liabilities 1,920 3,034 2,525
Due to related persons 142 2,640 ( 94 )
Net cash provided by operating activities 6,059 83,251 110,650
CASH FLOWS FROM INVESTING ACTIVITIES:
Real estate acquisitions — ( 3,589,389 ) ( 134,730 )
Real estate improvements ( 19,415 ) ( 17,732 ) ( 4,911 )
Proceeds from sale of equity securities
— 140,792 —
Distributions in excess of earnings from unconsolidated joint venture 5,940 20,460 —
Proceeds from sale of properties to joint venture, net — — 160,506
Proceeds from sale of real estate 24,300 — 1,206
Proceeds from settlement of derivatives 56,915 — —
Proceeds from sale of joint venture — — 804
Net cash provided by (used in) investing activities 67,740 ( 3,445,869 ) 22,875
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of mortgage notes payable 91,000 3,335,000 —
Repayment of mortgage notes payable ( 55,418 ) ( 18,070 ) —
Proceeds from secured bridge loan facility — 1,385,158 —
Repayment of secured bridge loan facility — ( 1,385,158 ) —
Borrowings under revolving credit facility — 3,000 301,000
Repayments of revolving credit facility — ( 185,000 ) ( 340,000 )
Payment of debt issuance costs ( 1,423 ) ( 211,996 ) ( 804 )
Proceeds from sale of interest rate cap — 7,740 —
Distributions to common shareholders ( 2,627 ) ( 44,477 ) ( 86,236 )
Proceeds from sale of noncontrolling interest, net — 589,411 —
Repurchase of common shares ( 163 ) ( 242 ) ( 922 )
Distributions to noncontrolling interest ( 225 ) ( 1,365 ) —
Net cash provided by (used in) financing activities 31,144 3,474,001 ( 126,962 )
Increase in cash, cash equivalents and restricted cash 104,943 111,383 6,563
Cash, cash equivalents and restricted cash at beginning of period 140,780 29,397 22,834
Cash, cash equivalents and restricted cash at end of period $ 245,723 $ 140,780 $ 29,397
F-7
Tabl e of Contents
Year Ended December 31,
2023 2022 2021
SUPPLEMENTAL DISCLOSURES:
Interest paid
$ 237,585 $ 178,842 $ 33,278
Income taxes paid $ 85 $ 228 $ 485
NON-CASH INVESTING ACTIVITIES:
Real estate acquired by assumption of mortgage notes payable $ — $ 323,432 $ —
Real estate improvements accrued not paid $ 1,235 $ 2,507 $ 705
NON-CASH FINANCING ACTIVITIES:
Assumption of mortgage notes payable $ — $ ( 323,432 ) $ —
SUPPLEMENTAL DISCLOSURE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH:
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the amounts shown in the consolidated statements of cash flows:
As of December 31,
2023 2022 2021
Cash and cash equivalents $ 112,341 $ 48,261 $ 29,397
Restricted cash (1)
133,382 92,519 —
Total cash, cash equivalents and restricted cash shown in the statements of cash flows $ 245,723 $ 140,780 $ 29,397
(1) Restricted cash consists of amounts escrowed for capital expenditures at certain of our mortgaged properties and cash held for the operations of our consolidated joint venture.
The accompanying notes are an integral part of these consolidated financial statements.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Note 1. Organization
Industrial Logistics Properties Trust, or, collectively with its consolidated subsidiaries, we, us or our, is a real estate investment trust, or REIT, organized under Maryland law on September 15, 2017.
As of December 31, 2023, our portfolio was comprised of 411 properties containing approximately 59,951,000 rentable square feet located in 39 states, including 226 buildings, leasable land parcels and easements containing approximately 16,729,000 rentable square feet (all square footage amounts included within this Annual Report on Form 10-K are unaudited) that were primarily industrial lands located on the island of Oahu, Hawaii, or our Hawaii Properties, and 185 properties containing approximately 43,222,000 rentable square feet of industrial and logistics properties located in 38 other states, or our Mainland Properties. As of December 31, 2023, we also owned a 22 % equity interest in an unconsolidated joint venture, or the unconsolidated joint venture.
Note 2. Summary of Significant Accounting Policies
Basis of Presentation. These consolidated financial statements include the accounts of us and our subsidiaries. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated.
Consolidation. We consolidate entities in which we have a controlling financial interest. In determining whether we have a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, we consider whether the entity is a variable interest entity, or VIE, in which we are the primary beneficiary or whether the entity is a voting interest entity in which we have a majority of the voting interests of the entity. We are deemed to be the primary beneficiary of a VIE when we have the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. We generally do not control an entity if the approval of all of the partners/members is contractually required with respect to decisions that most significantly impact the performance of the entity. This includes decisions regarding operating and capital budgets and the placement of new or additional financing secured by the assets of the venture, among others.
Use of Estimates. Preparation of these financial statements in conformity with U.S. generally accepted accounting principles, or GAAP, requires us to make estimates and assumptions that may affect the amounts reported in these consolidated financial statements and related notes.
On February 25, 2022, we acquired Monmouth Real Estate Investment Corporation, or MNR, pursuant to the merger of MNR with and into one of our wholly owned subsidiaries, or the Merger, as further described below. In connection with the Merger, we entered into a joint venture arrangement, or our consolidated joint venture, for 95 of the acquired MNR properties, including two then committed, but not yet then completed, property acquisitions, located in the mainland United States, in which we retained a 61 % equity interest. We have a controlling financial interest in our consolidated joint venture and as result, account for it on a consolidated basis.
Real Estate Properties. We record properties at cost. Our real estate investments in lands are not depreciated. We calculate depreciation on other real estate investments on a straight line basis over estimated useful lives generally ranging from seven to 40 years. We allocate the purchase prices of our properties to land, building and improvements based on determinations of the fair values of these assets assuming the properties are vacant. We determine the fair value of each property using methods similar to those used by independent appraisers, which may involve estimated cash flows that are based on a number of factors, including capitalization rates and discount rates, among others. In some circumstances, we engage independent real estate appraisal firms to provide market information and evaluations which are relevant to our purchase price allocations and determinations of depreciable useful lives; however, we are ultimately responsible for the purchase price allocations and determinations of useful lives.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
We allocate a portion of the purchase price to above market and below market leases based on the present value (using a discount rate which reflects the risks associated with acquired in-place leases at the time each property was acquired by us) of the difference, if any, between (i) the contractual amounts to be paid pursuant to the acquired in-place leases and (ii) our estimates of fair market lease rates for the corresponding leases, measured over a period equal to the terms of the respective leases. The terms of below market leases that include bargain renewal options, if any, are further adjusted if we determine renewal to be probable. We allocate a portion of the purchase price to acquired in-place leases and tenant relationships based upon market estimates of the costs to lease up the property. In determining these allocations, we estimate costs during the expected lease up periods, including carrying costs such as real estate taxes, insurance and other operating income and expenses and costs, and costs including leasing commissions, legal and other related expenses and costs to execute similar leases in current market conditions at the time a property was acquired by us. We allocate this aggregate value, which we refer to as lease origination value, between acquired in-place lease values and tenant relationships based on our evaluation of the specific characteristics of each tenant’s lease. However, we have not separated the value of tenant relationships from the value of acquired in-place leases because such value and related amortization expense is immaterial to our consolidated financial statements. If the value of tenant relationships becomes material in the future, we may separately allocate those amounts and amortize the allocated amount over the estimated life of the relationships.
We amortize lease origination value (included in acquired real estate leases in our consolidated balance sheets) over the terms of the associated leases. Such amortization, which is included in depreciation and amortization expense, totaled $ 51,065 , $ 53,113 and $ 17,437 during the years ended December 31, 2023, 2022 and 2021, respectively. We amortize capitalized above market lease values (included in acquired real estate leases in our consolidated balance sheets) and below market lease values (presented as assumed real estate lease obligations in our consolidated balance sheets) as a reduction or increase, respectively, to rental income over the terms of the associated leases. Such amortization resulted in increases in rental income of $ 1,130 , $ 4,544 and $ 781 during the years ended December 31, 2023, 2022 and 2021, respectively. If a lease is terminated prior to its stated expiration, we write off the unamortized amounts relating to that lease.
As of December 31, 2023 and 2022, our acquired real estate leases and assumed real estate lease obligations were as follows:
December 31,
2023 2022
Acquired real estate leases:
Capitalized above market lease values $ 27,484 $ 31,313
Less: accumulated amortization ( 14,628 ) ( 15,598 )
Capitalized above market lease values, net 12,856 15,715
Lease origination value 355,718 384,496
Less: accumulated amortization ( 125,053 ) ( 102,766 )
Lease origination value, net 230,665 281,730
Acquired real estate leases, net $ 243,521 $ 297,445
Assumed real estate lease obligations:
Capitalized below market lease values $ 37,580 $ 42,600
Less: accumulated amortization ( 19,046 ) ( 20,077 )
Assumed real estate lease obligations, net $ 18,534 $ 22,523
As of December 31, 2023, the weighted average amortization periods for capitalized above market lease values, lease origination value and capitalized below market lease values were 9.7 years, 7.6 years and 6.7 years, respectively.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Deferred Leasing Costs. Deferred leasing costs include capitalized brokerage costs and inducements associated with our entering leases. We amortize deferred leasing costs, which are included in depreciation and amortization expense, and inducements, which are included as a reduction to rental income, each on a straight line basis over the terms of the respective leases. Legal costs associated with the execution of our leases are expensed as incurred and included in general and administrative expenses in our consolidated statements of comprehensive income (loss). Deferred leasing costs totaled $ 26,803 and $ 22,371 at December 31, 2023 and 2022, respectively, and accumulated amortization of deferred leasing costs totaled $ 6,156 and $ 4,366 at December 31, 2023 and 2022, respectively. Deferred leasing costs are included in other assets, net in our consolidated balance sheets.
Debt Issuance Costs. Debt issuance costs include capitalized issuance costs related to borrowings, which are amortized to interest expense over the terms of the respective loans. Debt issuance costs, net of accumulated amortization, for our mortgage notes payable are presented as a direct deduction from the associated debt liability in our consolidated balance sheets. As of December 31, 2023 and 2022, we had debt issuance costs, net of accumulated amortization, of $ 20,003 and $ 45,862 , respectively, for certain of our mortgage notes payable.
As of December 31, 2021, we had debt issuance costs for our revolving credit facility, which we repaid and terminated in 2022, totaling $ 6,711 and accumulated amortization of debt issuance costs of $ 5,907 . Debt issuance costs for our revolving credit facility were included in other assets, net in our consolidated balance sheets.
Expected future amortization related to our acquired real estate leases and assumed real estate obligations, deferred leasing costs and debt issuance costs as of December 31, 2023 are shown below:
Acquired Real Estate
Leases and Assumed
Deferred Leasing
Debt Issuance
Real State Obligations
Costs
Costs
2024 $ 43,158 $ 2,811 $ 12,823
2025 35,521 2,724 1,262
2026 30,272 2,548 1,262
2027 26,104 2,304 1,262
2028 20,194 1,965 1,262
Thereafter 69,738 8,295 2,132
$ 224,987 $ 20,647 $ 20,003
Impairments. We regularly evaluate whether events or changes in circumstances have occurred that could indicate an impairment in the value of long lived assets. Impairment indicators may include declining tenant occupancy, lack of progress leasing vacant space, tenant bankruptcies, low long-term prospects for improvement in property performance, weak or declining tenant profitability, cash flow or liquidity, our decision to dispose of an asset before the end of its estimated useful life and legislative, market or industry changes that could permanently reduce the value of a property. If there is an indication that the carrying value of an asset is not recoverable, we estimate the projected undiscounted cash flows to determine if an impairment loss should be recognized. The future net undiscounted cash flows are subjective and are based in part on assumptions regarding hold periods, market rents and terminal capitalization rates. If the carrying value exceeds the projected undiscounted cash flows, we determine the amount of any impairment loss by comparing the historical carrying value to the estimated fair value. We estimate fair value through an evaluation of recent financial performance and projected discounted cash flows using standard industry valuation techniques. In addition to consideration of impairment upon the events or changes in circumstances described above, we regularly evaluate the remaining useful lives of our long lived assets. If we change our estimate of the remaining useful lives, we allocate the carrying value of the affected assets over their revised remaining useful lives.
During the year ended December 31, 2023, we recognized a $ 156 loss on impairment to adjust the carrying value of a property to its estimated fair value. During the year ended December 31, 2022, we recognized a $ 100,747 loss on impairment for 25 properties we acquired as part of the Merger, to adjust the carrying value of these properties to their estimated fair value.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Certain of our industrial lands in Hawaii may require environmental remediation, especially if the use of those lands is changed; however, we do not have any present plans to change the use of those lands or to undertake this environmental cleanup. As of December 31, 2023 and 2022, accrued environmental remediation costs of $ 6,775 and $ 6,940 , respectively, were included in accounts payable and other liabilities in our consolidated balance sheets. These accrued environmental remediation costs relate to maintenance of our properties for current uses, and, because of the indeterminable timing of the remediation, these amounts have not been discounted to present value. In general, we do not have any insurance designated to limit any losses that we may incur as a result of known or unknown environmental conditions which are not caused by an insured event, such as, for example, fire or flood, although some of our tenants may maintain such insurance that may benefit us. Although we do not believe that there are environmental conditions at any of our properties that will have a material adverse effect on us, we cannot be sure that such conditions are not present at our properties or that costs we incur to remediate contamination will not have a material adverse effect on our business or financial condition. Charges for environmental remediation costs, if any, are included in other operating expenses in our consolidated statements of comprehensive income (loss).
Capitalization Policy. Costs directly related to the development of properties are capitalized. We capitalize development costs, including interest, real estate taxes, insurance and other project costs, incurred during the period of development. Determinations of when a development project commences and capitalization begins, and when a development project is substantially complete and held available for occupancy and capitalization must cease, involve judgments. We begin the capitalization of costs during the pre-construction period, which we consider to begin when activities that are necessary to the development of the property commence. We consider a development project as substantially complete and held available for occupancy upon the completion of tenant improvements, but no later than one year from cessation of major construction activity.
Cash and Cash Equivalents. We consider highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents.
Restricted Cash. Restricted cash consists of amounts escrowed for future capital expenditures as required by certain of our mortgaged properties and cash held for the operations of our consolidated joint venture in which we own a 61 % equity interest .
Derivative Instruments and Hedging Activities. We account for our derivative instruments at fair value. Accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative instrument and the designation of the derivative instrument. The change in fair value of the effective portion of the derivative instrument that is not designated as a hedge or that does not meet the hedge accounting criteria is recorded as a gain or loss to operations.
Equity Method Investments. We account for investments under the equity method when the requirements for consolidation are not met, and we have significant influence over the operations of the investee. We own a 22 % equity interest in the unconsolidated joint venture, which owns 18 properties. We do not control the activities that are most significant to this joint venture and, as a result, we account for our investment in this joint venture under the equity method of accounting under the fair value option.
Revenue Recognition. We are a lessor of industrial and logistics properties. Our leases provide our tenants with the contractual right to use and economically benefit from all the physical space specified in their respective leases and are generally classified as operating leases.
Our leases provide for base rent payments and may also include variable payments. Rental income from operating leases, including any payments derived by index or market based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all the lease payments is probable. Some of our leases have options to extend or terminate the lease exercisable at the option of our tenants, which are considered when determining the lease term.
Certain of our leases contain non-lease components, such as property level operating expenses and capital expenditures reimbursed by our tenants as well as other required lease payments. We have determined that all our leases qualify for the practical expedient to not separate the lease and non-lease components under the Accounting Standards Codification, or ASC, 842, because the lease components are operating leases and the timing and pattern of recognition of the non-lease components are the same as those of the lease components. Income derived from our leases is recorded in rental income in our consolidated statements of comprehensive income (loss).
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Certain tenants under their leases are required to directly pay their obligations for insurance, real estate taxes and certain other expenses to the vendor and/or the municipality. These obligations, which have been assumed by the tenants under the terms of their respective leases, are not reflected in our consolidated financial statements. To the extent any tenant responsible for any such obligations under the applicable lease defaults on such lease or if it is deemed probable that the tenant will fail to pay for such obligations, we would record a liability for such obligations.
Income Taxes. We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, and, accordingly, we generally are not, and will not be, subject to federal income taxes provided we distribute our taxable income and meet certain organization and operating requirements to qualify for taxation as a REIT. We are, however, subject to certain state and local taxes.
Right of Use Assets and Lease Liabilities. We are the lessee for three of our properties subject to ground leases and one office lease that we assumed as part of our acquisition of MNR. For leases with a term greater than 12 months under which we are the lessee, we are required to record a right of use asset and lease liability. The values of our right of use assets and related lease liabilities were $ 4,646 and $ 4,730 , respectively, as of December 31, 2023, and $ 5,084 and $ 5,149 , respectively, as of December 31, 2022. Our right of use assets and related lease liabilities are included in other assets, net and accounts payable and other liabilities , respectively, in our consolidated balance sheets.
Generally, payments of ground lease obligations are made by our tenants. However, if a tenant does not perform obligations under a ground lease or does not renew any ground lease, we may have to perform obligations under, or renew, the ground lease in order to protect our investment in the affected property.
Net Income (Loss) Per Common Share. We calculate basic earnings per common share by dividing net income (loss) by the weighted average number of common shares outstanding during the period. We calculate diluted net income (loss) per share using the more dilutive of the two class method or the treasury stock method. Unvested share awards and other potentially dilutive common shares and the related impact on earnings are considered when calculating diluted earnings per share.
Noncontrolling Interests. Noncontrolling interests represent the share of our consolidated joint venture owned by a third party. We allocate net income (loss) to noncontrolling interests based on the respective ownership interest during the period.
Segment Reporting. We operate in one business segment: ownership and leasing of properties that include industrial and logistics buildings and leased industrial lands.
New Accounting Pronouncements. In November 2023, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities, including those with a single reportable segment, to: (i) provide disclosures of significant segment expenses and other segment items if they are regularly provided to the chief operating decision maker, or the CODM, and included in each reported measure of segment profit or loss; (ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by ASC 280, Segment Reporting in interim periods; and (iii) disclose the CODM’s title and position, as well as an explanation of how the CODM uses the reported measures and other disclosures. ASU 2023-07 does not change how a public entity identifies its operating segments, aggregates those operating segments or applies the quantitative thresholds to determine its reportable segments. ASU 2023-07 is required to be applied retrospectively and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU 2023-07 will have on our consolidated financial statements.
In August 2023, the FASB issued ASU 2023-05, Business Combinations – Joint Venture Formations (Subtopic 805-60) : Recognition and Initial Measurement. ASU 2023-05 applies to the formation of a joint venture and requires a joint venture to initially measure all contributions received upon its formation at fair value. This guidance is effective for all joint ventures with a formation date on or after January 1, 2025, with early adoption permitted. Joint ventures formed before the effective date have the option to apply it retrospectively, while those formed after the effective date are required to apply it prospectively. We adopted ASU 2023-05 on October 1, 2023 and will apply the guidance prospectively. We do not expect the adoption to have an impact on our consolidated financial statements.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Note 3. Real Estate Investments
We incurred capital expenditures at certain of our properties of $ 23,263 and $ 30,331 during the years ended December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, we committed $ 10,923 for expenditures related to tenant improvements and leasing costs for leases executed during the period for approximately 4,982,000 rentable square feet. Committed, but unspent, tenant related obligations based on existing leases as of December 31, 2023, were $ 5,947 , all of which is expected to be spent during the next 12 months.
Acquisitions
On February 25, 2022, we completed the acquisition of MNR pursuant to the Agreement and Plan of Merger, dated as of November 5, 2021 and as amended on February 7, 2022, or the Merger Agreement, by and among us, Maple Delaware Merger Sub LLC, a Delaware limited liability company and our wholly owned subsidiary, or Merger Sub, and MNR. At the effective time on February 25, 2022, or the Effective Time, MNR merged with and into Merger Sub, with Merger Sub continuing as the surviving entity, and the separate existence of MNR ceased. MNR’s portfolio included 124 class A, single tenant, net leased, e-commerce focused industrial properties containing approximately 25,745,000 rentable square feet and two then committed, but not yet then completed, property acquisitions. The aggregate value of the consideration paid in the Merger was $ 3,739,048 , including the assumption of $ 323,432 aggregate principal amount of former MNR mortgage debt, the repayment of $ 885,269 of MNR debt and the payment of certain transaction fees and expenses, net of MNR’s cash on hand, and excluding two then pending property acquisitions for an aggregate purchase price of $ 78,843 , excluding acquisition related costs.
Pursuant to the terms set forth in the Merger Agreement, at the Effective Time, each share of common stock, par value $ 0.01 per share, of MNR that was issued and outstanding immediately prior to the Effective Time was automatically converted into the right to receive $ 21.00 per share in cash, or the Common Stock Consideration, and each share of 6.125 % Series C Cumulative Redeemable Preferred Stock, par value $ 0.01 per share, of MNR, that was issued and outstanding immediately prior to the Effective Time was automatically converted into the right to receive an amount in cash equal to $ 25.00 plus accumulated and unpaid dividends.
At the Effective Time, each MNR stock option and restricted stock award outstanding immediately prior to the Effective Time, whether vested or unvested, became fully vested and converted into the right to receive, in the case of stock options, the difference between the Common Stock Consideration and the exercise price and, in the case of restricted stock awards, the Common Stock Consideration. Any out-of-money stock options were canceled for no consideration.
Immediately following the closing of the Merger, we entered into a joint venture arrangement with an institutional investor for 95 MNR properties in 27 states, including two then committed, but not yet then completed, property acquisitions. The investor acquired a 39 % equity interest in the joint venture from us for $ 589,411 , as of the completion of this transaction, and we retained the remaining 61 % equity interest in the joint venture. In connection with the transaction, the joint venture assumed $ 323,432 aggregate principal amount of former MNR mortgage debt secured by 11 properties and entered into a $ 1,400,000 interest only floating rate CMBS loan secured by 82 properties, or the Floating Rate Loan. The Floating Rate Loan matures in March 2024, subject to three one year extension options, and requires that interest be paid at an annual rate based on the secured overnight financing rate, or SOFR, plus a premium of 2.77 %.
In connection with the closing of the Merger, we entered into a $ 1,385,158 interest only bridge loan facility secured by 109 of our properties, or the Bridge Loan. We also entered into a $ 700,000 interest only fixed rate CMBS loan secured by 17 of our properties, or the Fixed Rate Loan.
The Bridge Loan was scheduled to mature in February 2023 and required that interest be paid at an annual rate of SOFR plus a weighted average premium of 2.92 %. We repaid the Bridge Loan in full in September 2022. The Fixed Rate Loan matures in March 2032 and requires that interest be paid at a weighted average annual interest rate of 4.42 %. The Floating Rate Loan, the Bridge Loan and the Fixed Rate Loan are collectively referred to as the Merger Loans.
We used the proceeds from our sale of the equity interest in our joint venture in which we retained a 61 % equity interest to partially fund our acquisition of MNR. We funded our equity interest in that joint venture and the balance of the acquisition of MNR with proceeds from the Bridge Loan and the Fixed Rate Loan.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
In connection with the Merger and the Merger Loans, we repaid the outstanding principal balance under our $ 750,000 unsecured revolving credit facility and then terminated the agreement governing the facility, which was scheduled to expire in June 2022, in accordance with its terms and without penalty.
We accounted for the Merger as an acquisition of assets. The following table summarizes the purchase price allocation for the Merger:
Land $ 430,818
Buildings 3,035,309
Acquired real estate leases (1)
294,576
Cash 8,814
Other assets, net 14,194
Securities available for sale (2)
146,550
Total assets 3,930,261
Mortgage notes payable, at fair value ( 323,432 )
Accounts payable and other liabilities ( 25,327 )
Assumed real estate lease obligations ( 17,829 )
Equity attributable to noncontrolling interest in the joint venture
( 3,827 )
Net assets acquired 3,559,846
Assumed working capital ( 144,230 )
Assumed mortgage notes payable, principal 323,432
Purchase price $ 3,739,048
(1) As of the date of acquisition, the weighted average amortization periods for the above market lease values, lease origination value and capitalized below market lease values were 11.1 years, 8.5 years and 7.8 years, respectively.
(2) As part of the Merger, we acquired a portfolio of marketable securities and classified them as available for sale. During the year ended December 31, 2022, we sold all of these securities for net proceeds of $ 140,792 , resulting in a $ 5,758 realized loss on sale of equity securities for the year ended December 31, 2022.
In July 2022, our consolidated joint venture acquired a property located in Augusta, GA containing approximately 226,000 rentable square feet for a purchase price of $ 38,053 , including acquisition related costs of $ 53 . This property was 100 % leased to a single tenant with a remaining lease term of 14.9 years at the time of acquisition. This property was one of two committed MNR property acquisitions at the time of the Merger and was acquired directly by our consolidated joint venture. In September 2022, our consolidated joint venture terminated the agreement for the other committed MNR property acquisition.
We allocated the purchase price for this acquisition based on the estimated fair value of the acquired assets as follows:
Acquired
Number of
Rentable
Buildings and Real Estate
Date
Location
Properties
Square Feet
Purchase Price Land Improvements Leases
July 2022
Augusta, GA
1 225,997 $ 38,053 $ 3,818 $ 30,780 $ 3,455
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
During the year ended December 31, 2021, we acquired four industrial properties and one parcel of developable land containing 1,644,508 rentable square feet for an aggregate purchase price of $ 134,730 , including acquisition related costs of $ 1,030 , and accounted for as asset acquisitions. We allocated the purchase prices for these acquisitions based on the estimated fair value of the acquired assets and assumed liabilities as follows:
Acquired
Number Rentable Buildings Acquired Real Estate
of Square Purchase and Real Estate Lease
Date Market Area
Properties Feet Price Land Improvements Leases Obligations
May 2021 Dallas, TX
1 — $ 2,319 $ 2,319 $ — $ — $ —
June 2021 Columbus, OH 1 357,504 31,762 1,491 27,407 2,864 —
August 2021 Memphis, TN 3 1,287,004 100,649 5,922 87,600 7,192 ( 65 )
5 1,644,508 $ 134,730 $ 9,732 $ 115,007 $ 10,056 $ ( 65 )
Dispositions
During the year ended December 31, 2023, we sold two properties and a portion of a land parcel, containing 489,825 square feet for the aggregate sales price of $ 25,460 , excluding closing costs.
Number of Gross Gain (Loss) on Sale of
Date
Location Properties Square Feet Sales Price (1)
Real Estate
March 2023 Everett, WA
N/A
246,114 $ 270 $ ( 974 )
December 2023 Mesquite, TX 1 211,112 20,890 118
December 2023 Asheville, NC 1 32,599 4,300 2,566
2 489,825 $ 25,460 $ 1,710
(1) Gross sale price is the gross contract price, excluding closing costs.
In September 2021, we sold a portion of a land parcel located in Rock Hill, SC for $ 1,400 , excluding closing costs, resulting in a net gain on sale of real estate of $ 940 .
Consolidated Joint Venture
We own a 61 % equity interest in Mountain Industrial REIT LLC, or Mountain JV, or our consolidated joint venture, which owns 94 properties in 27 states totaling approximately 20,981,000 rentable square feet. We control this consolidated joint venture and therefore account for the properties owned by this joint venture on a consolidated basis in our consolidated financial statements. We recognized net loss attributable to noncontrolling interest in our consolidated financial statements for the year ended December 31, 2023 and the period from February 25, 2022 (inception of our consolidated joint venture) to December 31, 2022 of $ 41,798 and $ 60,067 , respectively, As of December 31, 2023, our consolidated joint venture had total assets of $ 3,026,194 and total liabilities of $ 1,774,380 .
Consolidated Tenancy in Common
An unrelated third party owns an approximate 33 % tenancy in common interest in one property located in Somerset, NJ with approximately 64,000 rentable square feet, and we own the remaining 67 % tenancy in common interest in this property. The portion of this property’s net income (loss) not attributable to us of $ 68 and ($ 51 ) for the year ended December 31, 2023 and the period from February 25, 2022 (the date of acquisition) to December 31, 2022, respectively, is reported as net loss attributable to noncontrolling interest in our consolidated statements of comprehensive income (loss).
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Unconsolidated Joint Venture
We own a 22 % equity interest in The Industrial Fund REIT LLC, which owns 18 industrial properties located in 12 states totaling approximately 11,726,000 rentable square feet. We account for the unconsolidated joint venture under the equity method of accounting under the fair value option. We recognize changes in the fair value of our investment in the unconsolidated joint venture as equity in earnings of unconsolidated joint venture in our consolidated statements of comprehensive income (loss).
Note 4. Leases
We do not include in our measurement of our lease receivables certain variable payments, including payments determined by changes in the index or market-based indices after the inception of the lease, certain tenant reimbursements and other income until the specific events that trigger the variable payments have occurred. Such payments totaled $ 76,572 , $ 63,168 and $ 38,732 for the years ended December 31, 2023, 2022 and 2021, respectively.
The following table summarizes the future contractual lease payments due from our tenants as of December 31, 2023:
Amount
2024 $ 344,967
2025 327,988
2026 308,240
2027 284,553
2028 240,654
Thereafter 1,555,987
$ 3,062,389
Geographic Concentration
For the years ended December 31, 2023, 2022 and 2021, our Hawaii Properties represented 28.0 %, 29.7 % and 50.6 %, respectively, of our rental income.
Tenant Concentration
We define annualized rental revenues as the annualized contractual base rents from our tenants pursuant to our lease agreements as of the measurement date, including straight line rent adjustments and estimated recurring expense reimbursements to be paid to us, and excluding lease value amortization.
Subsidiaries of FedEx Corporation and Amazon.com Services, Inc. represented 29.7 % and 6.7 % of our annualized rental revenues as of December 31, 2023, respectively, and 29.6 % and 6.7 % as of December 31, 2022, respectively.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Note 5. Indebtedness
Our outstanding indebtedness as of December 31, 2023 and 2022 is summarized below:
Number of
Properties Principal Interest Carrying Value
Entity Secured By Balance Rate (1)
Type Maturity of Collateral
As of December 31,2023
ILPT 104
$ 1,235,000 6.18 % Floating 10/09/2024 $ 1,044,028
ILPT 186
650,000 4.31 % Fixed 02/07/2029 490,149
ILPT 17
700,000 4.42 % Fixed 03/09/2032 505,153
Mountain JV 82
1,400,000 6.17 % Floating 03/09/2024 1,857,062
Mountain JV 4
91,000 6.25 % Fixed 06/10/2030 183,264
Mountain JV 1
11,380 3.67 % Fixed 05/01/2031 28,932
Mountain JV 1
12,916 4.14 % Fixed 07/01/2032 43,510
Mountain JV 1
28,622 4.02 % Fixed 10/01/2033 84,793
Mountain JV 1
40,019 4.13 % Fixed 11/01/2033 129,749
Mountain JV 1
24,433 3.10 % Fixed 06/01/2035 46,394
Mountain JV 1
39,411 2.95 % Fixed 01/01/2036 99,108
Mountain JV 1
43,850 4.27 % Fixed 11/01/2037 110,097
Mountain JV 1
49,313 3.25 % Fixed 01/01/2038 113,477
Total/weighted average 4,325,944 5.47 % $ 4,735,716
Unamortized debt issuance costs ( 20,003 )
Total indebtedness, net $ 4,305,941
As of December 31, 2022
ILPT 104
$ 1,235,000 6.18 % Floating 10/09/2024 $ 1,071,815
ILPT 186
650,000 4.31 % Fixed 02/07/2029 490,416
ILPT 17
700,000 4.42 % Fixed 03/09/2032 518,806
Mountain JV 82
1,400,000 6.17 % Floating 03/09/2024 1,909,185
Mountain JV 1
13,556 3.76 % Fixed 10/01/2028 63,314
Mountain JV 1
4,865 3.77 % Fixed 04/01/2030 39,724
Mountain JV 1
5,145 3.85 % Fixed 04/01/2030 39,724
Mountain JV 1
14,392 3.56 % Fixed 09/01/2030 50,825
Mountain JV 1
12,691 3.67 % Fixed 05/01/2031 30,800
Mountain JV 1
14,144 4.14 % Fixed 07/01/2032 44,777
Mountain JV 1
30,949 4.02 % Fixed 10/01/2033 87,143
Mountain JV 1
43,219 4.13 % Fixed 11/01/2033 131,539
Mountain JV 1
26,175 3.10 % Fixed 06/01/2035 47,718
Mountain JV 1
42,087 2.95 % Fixed 01/01/2036 101,896
Mountain JV 1
46,109 4.27 % Fixed 11/01/2037 113,063
Mountain JV 1
52,031 3.25 % Fixed 01/01/2038 116,607
Total/weighted average
4,290,363 5.43 % $ 4,857,352
Unamortized debt issuance costs ( 45,862 )
Total indebtedness, net $ 4,244,501
(1) Interest rates reflect the impact of interest rate caps, if any, and exclude the impact of the amortization of debt issuance costs, premiums and discounts.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
We had a $ 750,000 unsecured revolving credit facility that was available for our general business purposes, including acquisitions. The weighted average annual interest rate for borrowings under this revolving credit facility was 1.41 %, for the period from January 1, 2022 to February 25, 2022, and 1.44 % for the year ended December 31, 2021. In connection with the closing of the Merger, we entered into the Merger Loans, and repaid the outstanding principal balance under this revolving credit facility and then terminated the agreement governing the facility in accordance with its terms and without penalty. During the year ended December 31, 2022, we recorded a $ 828 loss on early extinguishment of debt to write off unamortized costs related to this facility.
On February 25, 2022, subsidiaries of our consolidated joint venture entered into a loan agreement with a group of institutional lenders, or the Floating Rate Lenders, pursuant to which this joint venture obtained the Floating Rate Loan. Also on February 25, 2022, our consolidated joint venture entered into a guaranty in favor of the Floating Rate Lenders, pursuant to which this joint venture guaranteed certain limited recourse obligations of its subsidiaries with respect to the Floating Rate Loan. The Floating Rate Loan matures in March 2024, subject to three , one year extension options, and requires that interest be paid at an annual rate of SOFR plus a premium of 2.25 %. Effective in March 2022, the Floating Rate Lenders exercised their option to increase the interest rate premium in connection with the securitization of the Floating Rate Loan, resulting in an increase of 51.5 basis points to the premium. We also purchased an interest rate cap through March 2024 with a SOFR strike rate equal to 3.40 %. The weighted average annual interest rate payable under the Floating Rate Loan was 6.17 % for the year ended December 31, 2023, and was 6.10 % for the period from our joint venture’s formation date, February 25, 2022, to December 31, 2022.
Also on February 25, 2022, certain of our subsidiaries entered into a loan agreement with a group of institutional lenders, or the Bridge Lenders, and a mezzanine loan agreement with an institutional lender, or the Bridge Mezz Lender, together pursuant to which we obtained the Bridge Loan. Also on February 25, 2022, we entered into a guaranty in favor of the Bridge Lenders and the Bridge Mezz Lender, pursuant to which we guaranteed certain limited recourse obligations of our subsidiaries with respect to the Bridge Loan. The Bridge Loan was scheduled to mature in February 2023 and required that interest only be paid at an annual rate of SOFR plus a premium of 1.75 % under the loan agreement and a premium of 8.0 % under the mezzanine loan agreement. We also purchased an interest rate cap with a SOFR strike rate equal to 2.70 %. We repaid the Bridge Loan in full on September 22, 2022 with cash on hand and proceeds from our $ 1,235,000 floating rate loan, which is further described below. During the year ended December 31, 2022, we recorded a $ 21,370 loss on early extinguishment of debt to write off unamortized costs related to the Bridge Loan and related interest rate cap. The weighted average annual interest rate payable under the Bridge Loan was 4.24 % for the period from February 25, 2022 to September 22, 2022.
Also on February 25, 2022, certain of our subsidiaries entered into a loan agreement with a group of institutional lenders, or the Fixed Rate Lenders, and mezzanine loan agreements with a separate group of institutional lenders, or the Fixed Mezz Lenders, pursuant to which we obtained the Fixed Rate Loan. Also on February 25, 2022, we entered into a guaranty in favor of the Fixed Rate Lenders and the Fixed Mezz Lenders, pursuant to which we guaranteed certain limited recourse obligations of our subsidiaries with respect to the Fixed Rate Loan. The interest only Fixed Rate Loan matures in March 2032 and requires that interest be paid at a weighted average annual fixed rate of 4.42 %.
We used the aggregate net proceeds from the Merger Loans to partially fund the acquisition of MNR. Principal payments on the Floating Rate Loan and Fixed Rate Loan are not required prior to the end of their respective initial terms, subject to certain conditions set forth in the applicable loan agreement. Subject to the satisfaction of certain conditions, we have the option under the applicable loan agreement: (1) to prepay up to $ 280,000 of the Floating Rate Loan after March 2023, at par with no premium, and to prepay the balance of the Floating Rate Loan at any time, subject to a premium; and (2) to prepay the Fixed Rate Loan in full or part at any time, subject to a premium, and beginning in September 2031, without a premium.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
On September 22, 2022, certain of our subsidiaries entered into a loan agreement with a group of institutional lenders, or the ILPT Floating Rate Lenders, and a mezzanine loan agreement with a separate group of institutional lenders, or the ILPT Floating Rate Mezz Lenders, pursuant to which we obtained the $ 1,235,000 loan, or the ILPT Floating Rate Loan, secured by 104 of our properties. The ILPT Floating Rate Loan is comprised of a $ 1,100,000 mortgage loan and a $ 135,000 mezzanine loan. Also, on September 22, 2022, we entered into a guaranty in favor of the ILPT Floating Rate Lenders and the ILPT Floating Rate Mezz Lenders, pursuant to which we guaranteed certain limited recourse obligations of our subsidiaries with respect to the ILPT Floating Rate Loan. The ILPT Floating Rate Loan matures on October 9, 2024, subject to three , one year extension options, and requires that interest only payments be made at an annual rate of SOFR, which is capped at an annual rate of 2.25 % for the initial term of the ILPT Floating Rate Loan, plus a weighted average premium of 3.93 %. Subject to the satisfaction of certain conditions, we have the option: (1) to prepay up to $ 247,000 of the ILPT Floating Rate Loan at par with no premium; and (2) to prepay the balance of the ILPT Floating Rate Loan in full or in part at any time, subject to a premium. Subject to the satisfaction of certain conditions, we have the option to prepay the ILPT Floating Rate Loan in full or in part at any time at par with no premium. The weighted average interest rate payable under the ILPT Floating Rate Loan was 6.18 % for the year ended December 31, 2023 and the period from September 22, 2022 to December 31, 2022.
In May 2023, our consolidated joint venture obtained a $ 91,000 fixed rate, interest only mortgage loan secured by four properties owned by our consolidated joint venture. This mortgage loan matures in June 2030 and requires that interest be paid at an annual rate of 6.25 %. A portion of the net proceeds from this mortgage loan was used to repay four outstanding mortgage loans of our consolidated joint venture with an aggregate outstanding principal balance of $ 35,910 and a weighted average interest rate of 3.70 %. We recognized a loss on early extinguishment of debt of $ 359 for the year ended December 31, 2023 in conjunction with the repayment of these mortgage loans.
The agreements governing certain of our indebtedness contain customary covenants and provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default.
The required principal payments due during the next five years and thereafter under all our outstanding debt as of December 31, 2023 are as follows:
Principal
Payment
2024 $ 2,653,114
2025 18,794
2026 19,495
2027 20,229
2028 20,989
Thereafter 1,593,323
$ 4,325,944
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Note 6. Fair Value of Assets and Liabilities
Our financial instruments include cash and cash equivalents, restricted cash, mortgages and notes payable, accounts payable and interest rate caps. At December 31, 2023 and 2022, the fair value of our financial instruments approximated their carrying values in our consolidated financial statements, due to their short term nature or floating interest rates, except for our fixed rate mortgage notes payable. Our fixed rate mortgage notes payable had an aggregate carrying value of $ 1,682,501 and $ 1,646,736 as of December 31, 2023 and 2022, respectively, and a fair value of $ 1,553,863 and $ 1,487,147 as of December 31, 2023 and 2022, respectively. We estimate the fair value of our fixed rate mortgage notes payable using significant unobservable inputs (Level 3), including discounted cash flow analyses and prevailing market rates as of the measurement date.
The table below presents certain of our assets measured on a recurring and non-recurring basis at fair value at December 31, 2023 and 2022, categorized by the level of inputs as defined in the fair value hierarchy under GAAP, used in the valuation of each asset:
Quoted Prices in Significant Other Significant
Active Markets for Observable Unobservable
Identical Assets Inputs Inputs
Total (Level 1) (Level 2) (Level 3)
At December 31, 2023
Recurring:
Investment in unconsolidated joint venture $ 115,360 $ — $ — $ 115,360
Interest rate caps (1)
$ 30,576 $ — $ 30,576 $ —
Non-recurring:
Real estate properties (2)
$ 1,414 $ — $ — $ 1,414
At December 31, 2022
Recurring:
Investment in unconsolidated joint venture $ 124,358 $ — $ — $ 124,358
Interest rate caps (1)
$ 73,133 $ — $ 73,133 $ —
Non-recurring:
Real estate properties (2)
$ 555,123 $ — $ — $ 555,123
(1) The fair values of our interest rate caps are based on market prices in secondary markets for similar derivative contracts.
(2) During the years ended December 31, 2023 and December 31, 2022, we reduced the carrying value of one property and 25 properties, respectively, to their fair values based on third party offers. See Note 2 for more information.
At December 31, 2023 and 2022, the fair value of our investment in the unconsolidated joint venture was determined by applying our ownership percentage to the net asset value of the entity. The net asset value of the unconsolidated joint venture is determined by using similar estimation techniques as those used for consolidated real estate properties, including discounting expected future cash flows of the underlying real estate investments based on prevailing market rents over a holding period and including an exit capitalization rate to determine the final year of cash flows. The discount rates, exit capitalization rates and holding periods used are Level 3 significant unobservable inputs and are shown in the table below:
Exit
Capitalization
Valuation Technique Discount Rates Rates Holding Periods
At December 31, 2023
Investment in unconsolidated joint venture Discounted cash flow 5.75 % - 8.00 %
5.25 % - 6.50 %
9 - 12 years
At December 31, 2022
Investment in unconsolidated joint venture Discounted cash flow 5.25 % - 7.00 %
4.75 % - 6.00 %
10 years
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
The table below presents a summary of the changes in fair value for our investment in the unconsolidated joint venture:
Year Ended December 31,
2023 2022
Beginning balance $ 124,358 $ 143,022
Equity in earnings of unconsolidated joint venture 902 7,078
Distributions from unconsolidated joint venture ( 9,900 ) ( 25,742 )
Ending balance $ 115,360 $ 124,358
Note 7. Shareholders’ Equity
Common Share Awards
We have common shares available for issuance under the terms of our 2018 Equity Compensation Plan, or the 2018 Plan. During the years ended December 31, 2023, 2022 and 2021, we awarded to our officers and other employees of The RMR Group LLC, or RMR, annual share awards of 188,350 , 173,300 and 118,800 of our common shares, respectively, valued at $ 684 , $ 1,184 and $ 3,086 , in aggregate, respectively. In accordance with our Trustee compensation arrangements, we awarded each of our then Trustees 20,000 of our common shares with an aggregate value of $ 249 , 3,500 of our common shares with an aggregate value of $ 369 and 3,500 of our common shares with an aggregate value of $ 538 during the years ended December 31, 2023, 2022 and 2021, respectively, as part of their annual compensation. The values of the share awards were based upon the closing price of our common shares trading on The Nasdaq Stock Market LLC, or Nasdaq, on the dates of awards. The common shares awarded to our Trustees vested immediately. The common shares awarded to our officers and certain other employees of RMR vest in five equal annual installments beginning on the date of award. We recognize share forfeitures as they occur and include the value of awarded shares in general and administrative expenses ratably over the vesting period.
A summary of shares awarded, vested and forfeited under the terms of the 2018 Plan for the years ended December 31, 2023, 2022 and 2021 is as follows:
Year Ended December 31,
2023 2022 2021
Weighted Weighted Weighted
Average Average Average
Number Grant Date Number Grant Date Number Grant Date
of Shares Fair Value of Shares Fair Value of Shares Fair Value
Unvested at beginning of year 260,800 $ 15.07 192,380 $ 24.15 162,200 $ 22.37
Granted 328,350 2.84 197,800 7.85 139,800 25.93
Vested ( 296,890 ) 8.02 ( 127,480 ) 17.44 ( 108,920 ) 23.78
Forfeited ( 3,950 ) 11.40 ( 1,900 ) 24.55 ( 700 ) 22.24
Unvested at end of year 288,310 $ 8.50 260,800 $ 15.07 192,380 $ 24.15
The 288,310 unvested shares as of December 31, 2023 are scheduled to vest as follows: 100,280 shares in 2024, 84,660 shares in 2025, 66,000 shares in 2026 and 37,370 shares in 2027. As of December 31, 2023, the estimated future compensation expense for the unvested shares was approximately $ 2,111 . The weighted average period over which the compensation expense will be recorded is approximately 23 months. During the years ended December 31, 2023, 2022 and 2021, we recorded $ 1,741 , $ 2,221 and $ 2,328 , respectively, of compensation expense related to the 2018 Plan.
At December 31, 2023, 3,156,613 common shares remain available for issuance under the 2018 Plan.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Common Share Purchases
During the years ended December 31, 2023, 2022 and 2021, we purchased an aggregate of 49,158 , 32,347 and 35,596 of our common shares, respectively, valued at weighted average prices of $ 3.29 , $ 7.50 and $ 25.91 per common share, respectively, from certain of our Trustees, our officers and certain other current and former officers and employees of RMR in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares.
Distributions
During the years ended December 31, 2023, 2022 and 2021, we paid distributions on our common shares as follows:
Annual Per Characterization of Distribution
Share Total Return of Ordinary Capital
Year Distribution Distribution Capital Income Gain
2023 $ 0.04 $ 2,627 100.0 % — % — %
2022 $ 0.68 $ 44,477 89.7 % 9.6 % 0.7 %
2021 $ 1.32 $ 86,236 — % 93.2 % 6.8 %
On January 11, 2024, we declared a regular quarterly distribution to common shareholders of record on January 22, 2024 of $ 0.01 per common share, or approximately $ 658 . We expect to pay this distribution to our shareholders on or about February 15, 2024 using cash on hand.
Note 8. Per Common Share Amounts
We calculate basic earnings per common share by dividing net (loss) income attributable to common shareholders by the weighted average number of our common shares outstanding during the period. We calculate diluted earnings per share using the more dilutive of the two class method or the treasury stock method. Unvested common share awards, and the related impact on earnings, are considered when calculating diluted earnings per share. The calculation of basic and diluted earnings per share is as follows:
Year Ended December 31,
2023 2022 2021
Numerators:
Net (loss) income attributable to common shareholders $ ( 107,989 ) $ ( 226,723 ) $ 119,682
Income attributable to participating unvested share awards
( 10 ) ( 131 ) ( 307 )
Net (loss) income attributable to common shareholders used in calculating earnings per share $ ( 107,999 ) $ ( 226,854 ) $ 119,375
Denominators:
Weighted average common shares for basic earnings per share 65,430 65,248 65,169
Effect of unvested share awards
— — 42
Weighted average common shares for diluted earnings per share 65,430 65,248 65,211
Net (loss) income attributable to common shareholders per common share (basic and diluted) $ ( 1.65 ) $ ( 3.47 ) $ 1.83
Note 9. Business and Property Management Agreements with RMR
We have no employees. The personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally; and (2) a property management agreement, which relates to our property level operations.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Management Agreements with RMR. Our management agreements with RMR provide for an annual base management fee, an annual incentive management fee and property management and construction supervision fees, payable in cash, among other terms:
• Base Management Fee . The annual base management fee payable to RMR by us for each applicable period is equal to the lesser of:
• the sum of (i) 0.5 % of the average aggregate historical cost of the real estate assets acquired from a REIT to which RMR provided business management or property management services, or the Transferred Assets, plus (ii) 0.7 % of the average aggregate historical cost of our real estate investments excluding the Transferred Assets up to $ 250,000 , plus (iii) 0.5 % of the average aggregate historical cost of our real estate investments excluding the Transferred Assets exceeding $ 250,000 ; and
• the sum of (i) 0.7 % of the average closing price per share of our common shares on the stock exchange on which such shares are principally traded during such period, multiplied by the average number of our common shares outstanding during such period, plus the daily weighted average of the aggregate liquidation preference of each class of our preferred shares outstanding during such period, plus the daily weighted average of the aggregate principal amount of our consolidated indebtedness during such period, or, together, our Average Market Capitalization, up to $ 250,000 , plus (ii) 0.5 % of our Average Market Capitalization exceeding $ 250,000 .
The average aggregate historical cost of our real estate investments includes our consolidated assets invested, directly or indirectly, in equity interests in or loans secured by real estate and personal property owned in connection with such real estate (including acquisition related costs and costs which may be allocated to intangibles or are unallocated), all before reserves for depreciation, amortization, impairment charges or bad debts or other similar non-cash reserves.
• Incentive Management Fee . The incentive management fee which may be earned by RMR for an annual period is calculated as follows:
• An amount, subject to a cap, based on the value of our common shares outstanding, equal to 12.0 % of the product of:
• our equity market capitalization on the last trading day of the year immediately prior to the relevant three year measurement period, and
• the amount (expressed as a percentage) by which the total return per share, as defined in the business management agreement and further described below, of our common shareholders (i.e., share price appreciation plus dividends) exceeds the total shareholder return of the applicable market index, or the benchmark return per share, for the relevant measurement period. The MSCI U.S. REIT/Industrial REIT Index is the benchmark index for periods on and after August 1, 2021, and the SNL U.S. REIT Industrial Index is the benchmark index for periods prior to August 1, 2021.
For purposes of the total return per share of our common shareholders, share price appreciation for a measurement period is determined by subtracting (i) the closing price of our common shares on Nasdaq on the last trading day of the year immediately before the first year of the applicable measurement period, or the initial share price, from (ii) the average closing price of our common shares on the 10 consecutive trading days having the highest average closing prices during the final 30 trading days in the last year of the measurement period.
• The calculation of the incentive management fee (including the determinations of our equity market capitalization, initial share price and the total return per share of our common shareholders) is subject to adjustments if we issue or repurchase our common shares, or our common shares are forfeited, during the measurement period.
• No incentive management fee is payable by us unless our total return per share during the measurement period is positive.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
• The measurement periods are three year periods ending with the year for which the incentive management fee is being calculated.
• If our total return per share exceeds 12.0 % per year in any measurement period, the benchmark return per share is adjusted to be the lesser of the total shareholder return of the applicable market index for such measurement period and 12.0 % per year, or the adjusted benchmark return per share. In instances where the adjusted benchmark return per share applies, the incentive management fee will be reduced if our total return per share is between 200 basis points and 500 basis points below the applicable market index in any year, by a low return factor, as defined in the business management agreement, and there will be no incentive management fee paid if, in these instances, our total return per share is more than 500 basis points below the applicable market index in any year, determined on a cumulative basis (i.e., between 200 basis points and 500 basis points per year multiplied by the number of years in the measurement period and below the applicable market index).
• The incentive management fee is subject to a cap. The cap is equal to the value of the number of our common shares which would, after issuance, represent 1.5 % of the number of our common shares then outstanding multiplied by the average closing price of our common shares during the 10 consecutive trading days having the highest average closing prices during the final 30 trading days of the relevant measurement period.
• Incentive management fees we paid to RMR for any period may be subject to “clawback” if our financial statements for that period are restated due to material non-compliance with any financial reporting requirements under the securities laws as a result of the bad faith, fraud, willful misconduct or gross negligence of RMR and the amount of the incentive management fee we paid was greater than the amount we would have paid based on the restated financial statements.
Pursuant to our business management agreement with RMR, we recognized business management fees of $ 23,154 , $ 23,701 and $ 10,562 for the years ended December 31, 2023, 2022 and 2021, respectively. The business management fees we recognized are included in general and administrative expenses in our consolidated statements of comprehensive income (loss) for the years ended December 31, 2023, 2022 and 2021. We did no t incur any incentive management fee pursuant to our business management agreement for the years ended December 31, 2023, 2022 and 2021.
• Property Management and Construction Supervision Fees . The property management fees payable to RMR by us for each applicable period are equal to 3.0 % of gross collected rents and the construction supervision fees payable to RMR by us for each applicable period are equal to 5.0 % of construction costs. Pursuant to our property management agreement with RMR, we recognized aggregate property management and construction supervision fees of $ 13,449 , $ 11,916 and $ 6,606 for the years ended December 31, 2023, 2022 and 2021, respectively. For the years ended December 31, 2023, 2022 and 2021, $ 12,800 , $ 11,058 and $ 6,395 , respectively, of the total property management and construction supervision fees were included in other operating expenses in our consolidated statements of comprehensive income (loss) and $ 649 , $ 858 and $ 211 , respectively, were capitalized as building improvements in our consolidated balance sheets. The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets.
• Expense Reimbursement . We are generally responsible for all of our operating expenses, including certain expenses incurred or arranged by RMR on our behalf. We are generally not responsible for payment of RMR’s employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR’s employees assigned to work exclusively or partly at our properties, our share of the wages, benefits and other related costs of RMR’s centralized accounting personnel, our share of RMR’s costs for providing our internal audit function and as otherwise agreed. Our property level operating expenses are generally incorporated into rents charged to our tenants, including certain payroll and related costs incurred by RMR. We reimbursed RMR amounts totaling $ 8,378 , $ 6,785 and $ 4,786 for these expenses and costs for the years ended December 31, 2023, 2022 and 2021, respectively. These amounts are included in other operating expenses and general and administrative expenses, as applicable, for these periods.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
• Term . Our management agreements with RMR have terms that end on December 31, 2043, and automatically extend on December 31st of each year for an additional year, so that the terms of our management agreements thereafter end on the 20th anniversary of the date of the extension.
• Termination Rights . We have the right to terminate one or both of our management agreements with RMR: (i) at any time on 60 days’ written notice for convenience; (ii) immediately on written notice for cause, as defined therein; (iii) on written notice given within 60 days after the end of an applicable calendar year for a performance reason, as defined therein; and (iv) by written notice during the 12 months following a change of control of RMR, as defined therein. RMR has the right to terminate the management agreements for good reason, as defined therein.
• Termination Fee . If we terminate one or both of our management agreements with RMR for convenience, or if RMR terminates one or both of our management agreements for good reason, we have agreed to pay RMR a termination fee in an amount equal to the sum of the present values of the monthly future fees, as defined therein, for the terminated management agreement(s) for the term that was remaining prior to such termination, which, depending on the time of termination would be between 19 and 20 years. If we terminate one or both of our management agreements with RMR for a performance reason, we have agreed to pay RMR the termination fee calculated as described above, but assuming a 10 year term was remaining prior to the termination. We are not required to pay any termination fee if we terminate our management agreements with RMR for cause or as a result of a change of control of RMR.
• Transition Services . RMR has agreed to provide certain transition services to us for 120 days following an applicable termination by us or notice of termination by RMR, including cooperating with us and using commercially reasonable efforts to facilitate the orderly transfer of the management and real estate investment services provided under our business management agreement and to facilitate the orderly transfer of the management of the managed properties under our property management agreement, as applicable.
• Vendors . Pursuant to our management agreements with RMR, RMR may from time to time negotiate on our behalf with certain third party vendors and suppliers for the procurement of goods and services to us. As part of this arrangement, we may enter agreements with RMR and other companies to which RMR or its subsidiaries provide management services for the purpose of obtaining more favorable terms from such vendors and suppliers.
• Investment Opportunities . Under our business management agreement with RMR, we acknowledge that RMR may engage in other activities or businesses and act as the manager to any other person or entity (including other REITs) even though such person or entity has investment policies and objectives similar to ours and we are not entitled to preferential treatment in receiving information, recommendations and other services from RMR.
Management Agreements Between Our Joint Ventures and RMR. We have two separate joint venture arrangements. One of these joint ventures, the unconsolidated joint venture, is with two , third party institutional investors. This joint venture owns 18 properties, and we own a 22 % equity interest in this joint venture. The other joint venture, our consolidated joint venture, which we entered into in connection with the Merger, is with one , third party institutional investor. This joint venture owns 94 properties. We own a 61 % equity interest in this joint venture, and the other joint venture investor acquired a 39 % equity interest in the joint venture from us for $ 589,411 , as of the completion of the transaction, in connection with our consolidated joint venture’s formation in February 2022 . See Note 3 for further information about our joint ventures.
RMR provides management services to both of these joint ventures. We are not obligated to pay management fees to RMR under our management agreements with RMR for the services it provides to the unconsolidated joint venture. We are obligated to pay management fees to RMR under our management agreements with RMR for the services it provides to our consolidated joint venture; however, our consolidated joint venture pays management fees directly to RMR, and any such fees paid by our consolidated joint venture are credited against the fees payable by us to RMR. See Note 3 for further information about our joint ventures.
See Note 10 for further information regarding our relationships, agreements and transactions with RMR.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Note 10. Related Person Transactions
We have relationships and historical and continuing transactions with RMR, The RMR Group Inc., or RMR Inc., and others related to them, including other companies to which RMR or its subsidiaries provide management services and some of which have trustees, directors or officers who are also our Trustees or officers. RMR is a majority owned subsidiary of RMR Inc. The Chair of our Board of Trustees and one of our Managing Trustees, Adam D. Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director and the president and chief executive officer of RMR Inc. and an officer and employee of RMR. Matthew P. Jordan, our other Managing Trustee, is an executive vice president and the chief financial officer and treasurer of RMR Inc., an officer and employee of RMR and an officer of ABP Trust. John G. Murray, one of our Managing Trustees until June 1, 2022 and our President and Chief Executive Officer until March 31, 2022, also serves as an officer and employee of RMR, and each of our current officers is also an officer and employee of RMR. Some of our Independent Trustees also serve as independent trustees of other public companies to which RMR or its subsidiaries provide management services. Adam D. Portnoy serves as chair of the boards and as a managing trustee of these public companies. Other officers of RMR, including Messrs. Jordan and Murray and certain of our officers, serve as managing trustees or officers of certain of these companies.
Our Manager, RMR . We have two agreements with RMR to provide management services to us. See Note 9 for further information regarding our management agreements with RMR.
Joint Ventures. We have two separate joint venture arrangements. See Note 3 for further information regarding our joint ventures, including properties we have sold to, and equity interests we have sold in, these joint ventures.
As of December 31, 2023 and 2022, we owed $ 680 and $ 616 , respectively, to the unconsolidated joint venture for rents that we collected on behalf of that joint venture. These amounts are presented as due to related persons in our consolidated balance sheets.
RMR provides management services to each of our joint ventures. See Note 9 for further information regarding RMR’s management agreements with our joint ventures.
Share Awards to RMR Employees . As described in Note 7, we award shares to our officers and other employees of RMR annually. Generally, one fifth of these awards vest on the grant date and one fifth vests on each of the next four anniversaries of the grant dates. In certain instances, we may accelerate the vesting of an award, such as in connection with the award holder’s retirement as an officer of us or an officer or employee of RMR. These awards to RMR employees are in addition to the share awards to our Managing Trustees, as Trustee compensation, and the fees we paid to RMR. See Note 7 for information regarding our share awards and activity as well as certain share repurchases we made in connection with share award recipients satisfying tax withholding obligations on the vesting of share awards.
TravelCenters of America Inc. In May 2021, we acquired a property located in the Mesquite, TX market from TravelCenters of America Inc., or TA, for a purchase price of $ 2,319 , including acquisition related costs of $ 119 . Until TA was acquired in May 2023 by BP Products North America Inc., RMR provided management services to TA and Mr. Portnoy served as the chair of the board of directors and as a managing director of TA. See Note 3 for further information regarding our acquisition and disposition of the property in Mesquite, TX.
Note 11. Derivatives and Hedging Activities
Risk Management Objective of Using Derivatives
We are exposed to certain risks relating to our ongoing business operations, including the impact of changes in interest rates. The only risk currently managed by us using derivative instruments is our interest rate risk. We have an interest rate cap agreement to manage our interest rate risk exposure on each of the ILPT Floating Rate Loan and the Floating Rate Loan, both with interest payable at a rate equal to SOFR plus a premium. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, we only enter into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which we or our related parties may also have other financial relationships. We do not anticipate that any of the counterparties will fail to meet their obligations.
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(dollars in thousands, except per share data)
Cash Flow Hedges of Interest Rate Risk
We record all derivatives in our consolidated balance sheets at fair value. The following table summarizes the terms of our outstanding interest rate cap agreements designated as cash flow hedges of interest rate risk at December 31, 2023 and 2022:
Balance Sheet Underlying Strike Notional Fair Value at December 31,
Derivative Line Item Instrument Rate Amount 2023 2022
Interest rate cap
Other assets Floating Rate Loan 3.40 % $ 1,400,000 $ 5,516 $ 23,337
Interest rate cap
Other assets ILPT Floating Rate Loan 2.25 % $ 1,235,000 25,060 49,796
$ 30,576 $ 73,133
Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. For derivatives designated and qualifying as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in cumulative other comprehensive income and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. Gains and losses on the derivative representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with our accounting policy election. The earnings recognition of excluded components is presented in interest expense. Amounts reported in cumulative other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on our applicable debt.
In September 2022, in conjunction with the repayment of the Bridge Loan, we sold two interest rate cap instruments with an aggregate notional amount of $ 1,385,158 , a strike rate equal to 2.70 % and an original expiration date of March 15, 2023 for $ 7,740 . As the underlying debt instrument that these interest rate caps were intended to hedge was repaid in its entirety and the related interest expense was no longer probable to occur, these interest rate caps were no longer designated as cash flow hedges and the remaining deferred gain was reclassified from cumulative other comprehensive income to loss on early extinguishment of debt.
The following table summarizes the activity related to our cash flow hedges within cumulative other comprehensive income for the periods shown:
Year Ended December 31,
2023 2022
Amount of gain recognized in cumulative other comprehensive income $ 15,640 $ 34,825
Amount reclassified from cumulative other comprehensive income into interest expense ( 33,639 ) 2,330
Amount reclassified from cumulative other comprehensive income to loss on early extinguishment of debt
— ( 6,961 )
Unrealized (loss) gain on derivative instrument recognized in cumulative other comprehensive loss $ ( 17,999 ) $ 30,194
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Table of Contents
INDUSTRIAL LOGISTICS PROPERTIES TRUST
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
December 31, 2023
(dollars in thousands)
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
510 Production Avenue Madison AL (A) $ 1,200 $ 9,967 $ — $ ( 2,118 ) $ 973 $ 8,076 $ 9,049 $ ( 409 ) 2/25/2022 2004
6735 Trippel Road Mobile AL (B) 1,500 44,354 — — 1,500 44,354 45,854 ( 2,344 ) 2/25/2022 2017
11224 Will Walker Road Vance AL (A) 3,901 40,857 550 — 3,901 41,407 45,308 ( 3,478 ) 2/25/2022 2021
3200 Rodeo Court Bessemer AL (C) 3,201 23,462 — — 3,201 23,462 26,663 ( 1,241 ) 2/25/2022 2021
4501 Industrial Drive Fort Smith AR (A) 900 3,485 — — 900 3,485 4,385 ( 777 ) 1/29/2015 2013
9860 West Buckeye Road Tolleson AZ (A) 4,801 26,716 1 — 4,802 26,716 31,518 ( 2,468 ) 2/25/2022 2002
3870 Ronald Reagan Boulevard Johnstown CO (A) 2,780 9,722 ( 1 ) — 2,780 9,721 12,501 ( 1,532 ) 4/9/2019 2007
125 North Troy Hill Road Colorado Springs CO (A) 5,402 32,981 10 ( 10,790 ) 3,882 23,721 27,603 ( 1,025 ) 2/25/2022 2016
14257 E. Easter Avenue Centennial CO (A) 1,801 10,563 12 ( 2,607 ) 1,422 8,347 9,769 ( 507 ) 2/25/2022 2003
955 Aeroplaza Drive Colorado Springs CO (A) 800 7,412 210 — 800 7,622 8,422 ( 1,672 ) 1/29/2015 2012
13400 East 39th Avenue and 3800 Wheeling Street Denver CO (A) 3,100 12,955 16 — 3,100 12,971 16,071 ( 2,892 ) 1/29/2015 1973
150 Greenhorn Drive Pueblo CO (A) 200 4,177 11 — 200 4,188 4,388 ( 931 ) 1/29/2015 2013
2 Tower Drive Wallingford CT (A) 1,471 2,165 889 — 1,472 3,053 4,525 ( 1,269 ) 10/24/2006 1978
50 Hollow Tree Lane Newington CT (C) 600 4,793 56 — 600 4,849 5,449 ( 298 ) 2/25/2022 2000
235 Great Pond Road Windsor CT (A) 2,400 9,469 — — 2,400 9,469 11,869 ( 2,703 ) 7/20/2012 2004
2100 NW 82nd Avenue Miami FL (A) 144 1,297 454 — 144 1,751 1,895 ( 987 ) 3/19/1998 1987
10450 Doral Boulevard Doral FL (A) 15,225 28,102 — — 15,225 28,102 43,327 ( 5,154 ) 6/27/2018 1996
13509 Waterworks Street Jacksonville FL (A) 3,701 37,720 — ( 9,346 ) 2,866 29,209 32,075 ( 1,264 ) 2/25/2022 2014
27200 SW 127th Avenue Homestead FL (A) 24,808 22,762 — ( 8,376 ) 20,440 18,754 39,194 ( 812 ) 2/25/2022 2017
3155 Grissom Parkway Cocoa FL (A) 3,101 20,542 18 ( 4,620 ) 2,495 16,546 19,041 ( 836 ) 2/25/2022 2006
950 Bennett Road Orlando FL (A) 2,701 12,334 213 ( 737 ) 2,566 11,945 14,511 ( 619 ) 2/25/2022 1997
3736 Salisbury Road Jacksonville FL (A) 1,600 12,071 185 ( 2,998 ) 1,252 9,606 10,858 ( 736 ) 2/25/2022 1998
1341 N. Clyde Morris Boulevard Daytona Beach FL (A) 3,001 38,858 657 ( 1,762 ) 2,875 37,879 40,754 ( 1,614 ) 2/25/2022 2017
5000 North Ridge Trail Davenport FL (C) 4,001 52,290 — — 4,001 52,290 56,291 ( 2,764 ) 2/25/2022 2016
14001 Jetport Loop Ft. Myers FL (C) 5,902 25,616 — — 5,902 25,616 31,518 ( 1,354 ) 2/25/2022 2016
8411 Florida Mining Boulevard Tampa FL (C) 7,602 29,985 19 — 7,602 30,004 37,606 ( 1,852 ) 2/25/2022 2003
5101 West Waters Avenue Tampa FL (C) 3,101 12,134 157 — 3,101 12,291 15,392 ( 914 ) 2/25/2022 1997
3404 Cragmont Drive Tampa FL (C) 1,600 6,557 156 — 1,600 6,713 8,313 ( 485 ) 2/25/2022 1989
7569 Golf Course Boulevard Punta Gorda FL (C) — 6,042 — — — 6,042 6,042 ( 319 ) 2/25/2022 2007
1900 Interstate Boulevard Lakeland FL (C) 500 3,405 — — 500 3,405 3,905 ( 209 ) 2/25/2022 1993
2902 Gun Club Road Augusta GA (A) 1,200 9,861 41 ( 6,995 ) 441 3,666 4,107 ( 157 ) 2/25/2022 2004
1078 Bertram Road Augusta GA (A) 900 1,867 77 ( 1,374 ) 454 1,016 1,470 ( 76 ) 2/25/2022 1993
590 Northport Parkway Savannah GA (C) 16,905 66,945 — — 16,905 66,945 83,850 ( 3,537 ) 2/25/2022 2017
3150 Highway 42 Locust Grove GA (B) 9,803 109,420 40 — 9,805 109,458 119,263 ( 5,785 ) 2/25/2022 2020
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Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
650 Braselton Parkway Braselton GA (B) 6,902 82,238 — — 6,902 82,238 89,140 ( 4,347 ) 2/25/2022 2018
700 Hudson Road Griffin GA (C) 900 20,442 243 — 900 20,685 21,585 ( 1,525 ) 2/25/2022 2002
505 Morgan Lakes Industrial Blvd. Savannah GA (C) 8,203 31,714 — — 8,203 31,714 39,917 ( 1,679 ) 2/25/2022 2018
2002 International Boulevard Augusta GA (D) 3,818 30,780 — — 3,818 30,780 34,598 ( 1,287 ) 7/14/2022 2022
2815 Kaihikapu Street Honolulu HI (E) 1,818 — 6 — 1,818 6 1,824 ( 2 ) 12/5/2003 —
609 Ahua Street Honolulu HI (E) 616 — — — 616 — 616 — 12/5/2003 —
2849 Kaihikapu Street Honolulu HI (E) 860 — — — 860 — 860 — 12/5/2003 —
709 Ahua Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2839 Kilihau Street Honolulu HI (E) 627 — — — 627 — 627 — 12/5/2003 —
2906 Kaihikapu Street Honolulu HI (E) 1,814 2 — — 1,814 2 1,816 ( 1 ) 12/5/2003 —
733 Mapunapuna Street Honolulu HI (E) 3,403 — — — 3,403 — 3,403 ( 2 ) 12/5/2003 —
2864 Awaawaloa Street Honolulu HI (E) 1,836 — — — 1,836 — 1,836 — 12/5/2003 —
2850 Awaawaloa Street Honolulu HI (E) 287 172 — — 287 172 459 ( 86 ) 12/5/2003 —
2806 Kaihikapu Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2838 Kilihau Street Honolulu HI (E) 4,262 — — — 4,262 — 4,262 — 12/5/2003 —
852 Mapunapuna Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
812 Mapunapuna Street Honolulu HI (E) 1,960 25 626 — 2,611 — 2,611 — 12/5/2003 —
2969 Mapunapuna Street Honolulu HI (E) 4,038 15 — — 4,038 15 4,053 ( 11 ) 12/5/2003 —
855 Ahua Street Honolulu HI (E) 1,834 — — — 1,834 — 1,834 — 12/5/2003 —
2855 Kaihikapu Street Honolulu HI (E) 1,807 — — — 1,807 — 1,807 — 12/5/2003 —
865 Ahua Street Honolulu HI (E) 1,846 — 153 — 1,846 153 1,999 — 12/5/2003 —
719 Ahua Street Honolulu HI (E) 1,960 — — — 1,960 — 1,960 — 12/5/2003 —
759 Puuloa Road Honolulu HI (E) 1,766 3 ( 3 ) — 1,766 — 1,766 — 12/5/2003 —
770 Mapunapuna Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2915 Kaihikapu Street Honolulu HI (E) 2,579 — — — 2,579 — 2,579 — 12/5/2003 —
704 Mapunapuna Street Honolulu HI (E) 2,390 685 — — 2,390 685 3,075 ( 343 ) 12/5/2003 —
822 Mapunapuna Street Honolulu HI (E) 1,795 15 ( 15 ) — 1,795 — 1,795 — 12/5/2003 —
842 Mapunapuna Street Honolulu HI (E) 1,795 14 ( 14 ) — 1,795 — 1,795 — 12/5/2003 —
2839 Mokumoa Street Honolulu HI (E) 1,942 — — — 1,942 — 1,942 — 12/5/2003 —
2861 Mokumoa Street Honolulu HI (E) 3,867 — — — 3,867 — 3,867 — 12/5/2003 —
619 Mapunapuna Street Honolulu HI (E) 1,401 2 12 — 1,401 14 1,415 ( 4 ) 12/5/2003 —
2847 Awaawaloa Street Honolulu HI (E) 582 303 184 — 582 487 1,069 ( 189 ) 12/5/2003 —
2928 Kaihikapu Street - A Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2928 Kaihikapu Street - B Honolulu HI (E) 1,948 — — — 1,948 — 1,948 — 12/5/2003 —
850 Ahua Street Honolulu HI (E) 2,682 2 ( 2 ) — 2,682 — 2,682 — 12/5/2003 —
659 Ahua Street Honolulu HI (E) 860 20 ( 20 ) — 860 — 860 — 12/5/2003 —
2831 Awaawaloa Street Honolulu HI (E) 860 — — — 860 — 860 — 12/5/2003 —
2760 Kam Highway Honolulu HI (E) 703 — 191 — 703 191 894 ( 48 ) 12/5/2003 —
2965 Mokumoa Street Honolulu HI (E) 2,140 — — — 2,140 — 2,140 — 12/5/2003 —
2814 Kilihau Street Honolulu HI (E) 1,925 — — — 1,925 — 1,925 — 12/5/2003 —
2804 Kilihau Street Honolulu HI (E) 1,775 2 ( 2 ) — 1,775 — 1,775 — 12/5/2003 —
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Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
2833 Kilihau Street Honolulu HI (E) 601 — — — 601 — 601 — 12/5/2003 —
692 Mapunapuna Street Honolulu HI (E) 1,796 2 ( 2 ) — 1,796 — 1,796 — 12/5/2003 —
669 Ahua Street Honolulu HI (E) 1,801 14 123 — 1,801 137 1,938 ( 37 ) 12/5/2003 —
761 Ahua Street Honolulu HI (E) 3,757 2 338 — 3,757 340 4,097 ( 71 ) 12/5/2003 —
702 Ahua Street Honolulu HI (E) 1,784 3 ( 3 ) — 1,784 — 1,784 — 12/5/2003 —
645 Ahua Street Honolulu HI (E) 882 — 90 — 882 90 972 — 12/5/2003 —
675 Mapunapuna Street Honolulu HI (E) 1,081 — — — 1,081 — 1,081 — 12/5/2003 —
2858 Kaihikapu Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2857 Awaawaloa Street Honolulu HI (E) 983 — — — 983 — 983 — 12/5/2003 —
2812 Awaawaloa Street Honolulu HI (E) 1,801 3 ( 3 ) — 1,801 — 1,801 — 12/5/2003 —
2809 Kaihikapu Street Honolulu HI (E) 1,837 — — — 1,837 — 1,837 — 12/5/2003 —
803 Ahua Street Honolulu HI (E) 3,804 — — — 3,804 — 3,804 — 12/5/2003 —
2889 Mokumoa Street Honolulu HI (E) 1,783 5 ( 5 ) — 1,783 — 1,783 — 12/5/2003 —
819 Ahua Street Honolulu HI (E) 4,821 583 30 — 4,821 613 5,434 ( 307 ) 12/5/2003 —
830 Mapunapuna Street Honolulu HI (E) 1,801 25 ( 25 ) — 1,801 — 1,801 — 12/5/2003 —
2831 Kaihikapu Street Honolulu HI (E) 1,272 529 55 — 1,272 584 1,856 ( 288 ) 12/5/2003 —
2846-A Awaawaloa Street Honolulu HI (E) 2,181 954 — — 2,181 954 3,135 ( 478 ) 12/5/2003 —
2816 Awaawaloa Street Honolulu HI (E) 1,009 27 — — 1,009 27 1,036 ( 14 ) 12/5/2003 —
673 Ahua Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
697 Ahua Street Honolulu HI (E) 994 811 ( 4 ) — 994 807 1,801 ( 405 ) 12/5/2003 —
808 Ahua Street Honolulu HI (E) 3,279 — — — 3,279 — 3,279 — 12/5/2003 —
659 Puuloa Road Honolulu HI (E) 1,807 — — — 1,807 — 1,807 — 12/5/2003 —
666 Mapunapuna Street Honolulu HI (E) 860 2 ( 2 ) — 860 — 860 — 12/5/2003 —
679 Puuloa Road Honolulu HI (E) 1,807 3 ( 3 ) — 1,807 — 1,807 — 12/5/2003 —
673 Mapunapuna Street Honolulu HI (E) 1,801 20 ( 20 ) — 1,801 — 1,801 — 12/5/2003 —
2827 Kaihikapu Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2826 Kaihikapu Street Honolulu HI (E) 3,921 — — — 3,921 — 3,921 — 12/5/2003 —
685 Ahua Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2844 Kaihikapu Street Honolulu HI (E) 1,960 14 62 — 1,960 76 2,036 — 12/5/2003 —
789 Mapunapuna Street Honolulu HI (E) 2,608 3 ( 3 ) — 2,608 — 2,608 — 12/5/2003 —
2808 Kam Highway Honolulu HI (E) 310 — — — 310 — 310 — 12/5/2003 —
2815 Kilihau Street Honolulu HI (E) 287 — — — 287 — 287 — 12/5/2003 —
2821 Kilihau Street Honolulu HI (E) 287 — — — 287 — 287 — 12/5/2003 —
2829 Kilihau Street Honolulu HI (E) 287 — — — 287 — 287 — 12/5/2003 —
2819 Mokumoa Street - A Honolulu HI (E) 1,821 — — — 1,821 — 1,821 — 12/5/2003 —
2819 Mokumoa Street - B Honolulu HI (E) 1,816 — — — 1,816 — 1,816 — 12/5/2003 —
2879 Mokumoa Street Honolulu HI (E) 1,789 — — — 1,789 — 1,789 — 12/5/2003 —
2927 Mokumoa Street Honolulu HI (E) 1,778 — — — 1,778 — 1,778 — 12/5/2003 —
2833 Paa Street #2 Honolulu HI (E) 1,675 — — — 1,675 — 1,675 — 12/5/2003 —
855 Mapunapuna Street Honolulu HI (E) 3,265 — — — 3,265 — 3,265 — 12/5/2003 —
2829 Awaawaloa Street Honolulu HI (E) 1,720 2 82 — 1,720 84 1,804 — 12/5/2003 —
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Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
766 Mapunapuna Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
2908 Kaihikapu Street Honolulu HI (E) 1,798 23 ( 11 ) — 1,798 12 1,810 ( 4 ) 12/5/2003 —
729 Ahua Street Honolulu HI (E) 1,801 — 18 — 1,801 18 1,819 — 12/5/2003 —
739 Ahua Street Honolulu HI (E) 1,801 — 18 — 1,801 18 1,819 — 12/5/2003 —
2868 Kaihikapu Street Honolulu HI (E) 1,801 — — — 1,801 — 1,801 — 12/5/2003 —
660 Ahua Street Honolulu HI (E) 1,783 4 45 — 1,783 49 1,832 — 12/5/2003 —
2869 Mokumoa Street Honolulu HI (E) 1,794 — — — 1,794 — 1,794 — 12/5/2003 —
2836 Awaawaloa Street Honolulu HI (E) 1,353 — — — 1,353 — 1,353 — 12/5/2003 —
113 Puuhale Road Honolulu HI (E) 3,729 — — — 3,729 — 3,729 — 12/5/2003 —
2140 Kaliawa Street Honolulu HI (E) 931 — — — 931 — 931 — 12/5/2003 —
165 Sand Island Access Road Honolulu HI (E) 758 — — — 758 — 758 — 12/5/2003 —
2106 Kaliawa Street Honolulu HI (E) 1,568 — 228 — 1,568 228 1,796 ( 144 ) 12/5/2003 —
140 Puuhale Road Honolulu HI (E) 1,100 — 41 — 1,100 41 1,141 ( 15 ) 12/5/2003 —
2020 Auiki Street Honolulu HI (E) 2,385 — — — 2,385 — 2,385 — 12/5/2003 —
2103 Kaliawa Street Honolulu HI (E) 3,212 — — — 3,212 — 3,212 — 12/5/2003 —
1926 Auiki Street Honolulu HI (E) 2,872 — 1,722 — 2,872 1,722 4,594 ( 772 ) 12/5/2003 1959
1931 Kahai Street Honolulu HI (E) 3,779 — — — 3,779 — 3,779 — 12/5/2003 —
215 Puuhale Road Honolulu HI (E) 2,117 — — — 2,117 — 2,117 — 12/5/2003 —
207 Puuhale Road Honolulu HI (E) 2,024 — — — 2,024 — 2,024 — 12/5/2003 —
125 Puuhale Road Honolulu HI (E) 1,630 — — — 1,630 — 1,630 — 12/5/2003 —
125B Puuhale Road Honolulu HI (E) 2,815 — — — 2,815 — 2,815 — 12/5/2003 —
2001 Kahai Street Honolulu HI (E) 1,091 — — — 1,091 — 1,091 — 12/5/2003 —
2110 Auiki Street Honolulu HI (E) 837 — — — 837 — 837 — 12/5/2003 —
142 Mokauea Street Honolulu HI (E) 2,182 — 1,576 — 2,182 1,576 3,758 ( 593 ) 12/5/2003 1972
2139 Kaliawa Street Honolulu HI (E) 885 — — — 885 — 885 — 12/5/2003 —
2122 Kaliawa Street Honolulu HI (E) 1,365 — — — 1,365 — 1,365 — 12/5/2003 —
148 Mokauea Street Honolulu HI (E) 3,476 — — — 3,476 — 3,476 — 12/5/2003 —
151 Puuhale Road Honolulu HI (E) 1,956 — 48 — 1,956 48 2,004 ( 4 ) 12/5/2003 —
2127 Auiki Street Honolulu HI (E) 2,906 — 67 — 2,906 67 2,973 ( 42 ) 12/5/2003 —
2144 Auiki Street Honolulu HI (E) 2,640 — 7,594 — 2,640 7,594 10,234 ( 3,197 ) 12/5/2003 1953
179 Sand Island Access Road Honolulu HI (E) 2,480 — — — 2,480 — 2,480 — 12/5/2003 —
106 Puuhale Road Honolulu HI (E) 1,113 — 302 — 1,113 302 1,415 ( 128 ) 12/5/2003 1966
120 Mokauea Street Honolulu HI (E) 1,953 — 1,106 — 1,953 1,106 3,059 ( 273 ) 12/5/2003 1970
120B Mokauea Street Honolulu HI (E) 1,953 — 16 — 1,953 16 1,969 ( 1 ) 12/5/2003 1970
231 Sand Island Access Road Honolulu HI (E) 752 — — — 752 — 752 — 12/5/2003 —
231B Sand Island Access Road Honolulu HI (E) 1,539 — — — 1,539 — 1,539 — 12/5/2003 —
220 Puuhale Road Honolulu HI (E) 2,619 — — — 2,619 — 2,619 — 12/5/2003 —
150 Puuhale Road Honolulu HI (E) 4,887 — — — 4,887 — 4,887 — 12/5/2003 —
197 Sand Island Access Road Honolulu HI (E) 1,238 — — — 1,238 — 1,238 — 12/5/2003 —
2019 Kahai Street Honolulu HI (E) 1,377 — — — 1,377 — 1,377 — 12/5/2003 —
2344 Pahounui Drive Honolulu HI (E) 6,709 — — — 6,709 — 6,709 — 12/5/2003 —
S-4
Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
238 Sand Island Access Road Honolulu HI (E) 2,273 — — — 2,273 — 2,273 — 12/5/2003 —
2308 Pahounui Drive Honolulu HI (E) 3,314 — — — 3,314 — 3,314 — 12/5/2003 —
2135 Auiki Street Honolulu HI (E) 825 — — — 825 — 825 — 12/5/2003 —
218 Mohonua Place Honolulu HI (E) 1,741 — — — 1,741 — 1,741 — 12/5/2003 —
180 Sand Island Access Road Honolulu HI (E) 1,655 — — — 1,655 — 1,655 — 12/5/2003 —
2250 Pahounui Drive Honolulu HI (E) 3,862 — — — 3,862 — 3,862 — 12/5/2003 —
158 Sand Island Access Road Honolulu HI (E) 2,488 — — — 2,488 — 2,488 — 12/5/2003 —
2264 Pahounui Drive Honolulu HI (E) 1,632 — — — 1,632 — 1,632 — 12/5/2003 —
2276 Pahounui Drive Honolulu HI (E) 1,619 — — — 1,619 — 1,619 — 12/5/2003 —
204 Sand Island Access Road Honolulu HI (E) 1,689 — — — 1,689 — 1,689 — 12/5/2003 —
228 Mohonua Place Honolulu HI (E) 1,865 — — — 1,865 — 1,865 — 12/5/2003 —
212 Mohonua Place Honolulu HI (E) 1,067 — — — 1,067 — 1,067 — 12/5/2003 —
214 Sand Island Access Road Honolulu HI (E) 1,864 — 593 — 1,864 593 2,457 ( 194 ) 12/5/2003 1981
2879 Paa Street Honolulu HI (E) 1,691 — 45 — 1,691 45 1,736 ( 17 ) 12/5/2003 —
2833 Paa Street Honolulu HI (E) 1,701 — — — 1,701 — 1,701 — 12/5/2003 —
1055 Ahua Street Honolulu HI (E) 1,216 — — — 1,216 — 1,216 — 12/5/2003 —
2875 Paa Street Honolulu HI (E) 1,330 — — — 1,330 — 1,330 — 12/5/2003 —
1000 Mapunapuna Street Honolulu HI (E) 2,252 — — — 2,252 — 2,252 — 12/5/2003 —
2850 Paa Street Honolulu HI (E) 22,827 — — — 22,827 — 22,827 — 12/5/2003 —
2828 Paa Street Honolulu HI (E) 12,448 — — — 12,448 — 12,448 — 12/5/2003 —
1045 Mapunapuna Street Honolulu HI (E) 819 — — — 819 — 819 — 12/5/2003 —
1122 Mapunapuna Street Honolulu HI (E) 5,781 — — — 5,781 — 5,781 — 12/5/2003 —
2810 Paa Street Honolulu HI (E) 3,340 — — — 3,340 — 3,340 — 12/5/2003 —
2886 Paa Street Honolulu HI (E) 2,205 — — — 2,205 — 2,205 — 12/5/2003 —
2810 Pukoloa Street Honolulu HI (E) 27,699 — — — 27,699 — 27,699 — 12/5/2003 —
1052 Ahua Street Honolulu HI (E) 1,703 — 240 — 1,703 240 1,943 ( 110 ) 12/5/2003 —
1024 Mapunapuna Street Honolulu HI (E) 1,385 — — — 1,385 — 1,385 — 12/5/2003 —
1030 Mapunapuna Street Honolulu HI (E) 5,655 — — — 5,655 — 5,655 — 12/5/2003 —
1001 Ahua Street Honolulu HI (E) 15,155 3,312 91 — 15,155 3,403 18,558 ( 1,694 ) 12/5/2003 —
944 Ahua Street Honolulu HI (E) 1,219 — — — 1,219 — 1,219 — 12/5/2003 —
918 Ahua Street Honolulu HI (E) 3,820 — — — 3,820 — 3,820 — 12/5/2003 —
2864 Mokumoa Street Honolulu HI (E) 2,092 — — — 2,092 — 2,092 — 12/5/2003 —
1050 Kikowaena Place Honolulu HI (E) 1,404 873 — — 1,404 873 2,277 ( 438 ) 12/5/2003 —
949 Mapunapuna Street Honolulu HI (E) 11,568 — — — 11,568 — 11,568 — 12/5/2003 —
2855 Pukoloa Street Honolulu HI (E) 1,934 — — — 1,934 — 1,934 — 12/5/2003 —
2865 Pukoloa Street Honolulu HI (E) 1,934 — — — 1,934 — 1,934 — 12/5/2003 —
2850 Mokumoa Street Honolulu HI (E) 2,143 — — — 2,143 — 2,143 — 12/5/2003 —
905 Ahua Street Honolulu HI (E) 1,148 — — — 1,148 — 1,148 — 12/5/2003 —
1150 Kikowaena Street Honolulu HI (E) 2,445 — — — 2,445 — 2,445 — 12/5/2003 —
960 Ahua Street Honolulu HI (E) 614 — — — 614 — 614 — 12/5/2003 —
1062 Kikowaena Place Honolulu HI (E) 1,049 598 183 — 1,049 781 1,830 ( 310 ) 12/5/2003 —
S-5
Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
2829 Pukoloa Street Honolulu HI (E) 2,088 — — — 2,088 — 2,088 — 12/5/2003 —
2841 Pukoloa Street Honolulu HI (E) 2,088 — — — 2,088 — 2,088 — 12/5/2003 —
2819 Pukoloa Street Honolulu HI (E) 2,090 — 34 — 2,090 34 2,124 ( 13 ) 12/5/2003 —
950 Mapunapuna Street Honolulu HI (E) 1,724 — — — 1,724 — 1,724 — 12/5/2003 —
960 Mapunapuna Street Honolulu HI (E) 1,933 — — — 1,933 — 1,933 — 12/5/2003 —
930 Mapunapuna Street Honolulu HI (E) 3,654 — — — 3,654 — 3,654 — 12/5/2003 —
1038 Kikowaena Place Honolulu HI (E) 2,576 — — — 2,576 — 2,576 — 12/5/2003 —
1024 Kikowaena Place Honolulu HI (E) 1,818 — — — 1,818 — 1,818 — 12/5/2003 —
2970 Mokumoa Street Honolulu HI (E) 1,722 — — — 1,722 — 1,722 — 12/5/2003 —
970 Ahua Street Honolulu HI (E) 817 — — — 817 — 817 — 12/5/2003 —
2840 Mokumoa Street Honolulu HI (E) 2,149 — — — 2,149 — 2,149 — 12/5/2003 —
2830 Mokumoa Street Honolulu HI (E) 2,146 — — — 2,146 — 2,146 — 12/5/2003 —
1027 Kikowaena Place Honolulu HI (E) 5,444 — — — 5,444 — 5,444 — 12/5/2003 —
2960 Mokumoa Street Honolulu HI (E) 1,977 — — — 1,977 — 1,977 — 12/5/2003 —
80 Sand Island Access Road Honolulu HI (E) 7,972 — — — 7,972 — 7,972 — 12/5/2003 —
94-240 Pupuole Street Waipahu HI (E) 717 — — — 717 — 717 — 12/5/2003 —
525 N. King Street Honolulu HI (E) 1,342 — — — 1,342 — 1,342 — 12/5/2003 —
1360 Pali Highway Honolulu HI (E) 9,170 — 59 — 9,170 59 9,229 ( 51 ) 12/5/2003 —
1330 Pali Highway Honolulu HI (E) 1,423 — — — 1,423 — 1,423 — 12/5/2003 —
33 S. Vineyard Boulevard Honolulu HI (E) 844 — — — 844 — 844 — 12/5/2003 —
848 Ala Lilikoi Street Honolulu HI (E) 9,426 — — — 9,426 — 9,426 — 12/5/2003 —
846 Ala Lilikoi Street Honolulu HI (E) 234 — — — 234 — 234 — 12/5/2003 —
2635 Waiwai Loop A Honolulu HI (E) 934 350 683 — 934 1,033 1,967 ( 411 ) 12/5/2003 —
2635 Waiwai Loop B Honolulu HI (E) 1,177 105 682 — 1,177 787 1,964 ( 288 ) 12/5/2003 —
120 Sand Island Access Road Honolulu HI (E) 1,132 11,307 1,798 — 1,132 13,105 14,237 ( 5,957 ) 11/23/2004 2004
91-222 Olai Kapolei HI (A) 2,035 — 77 — 2,035 77 2,112 ( 7 ) 6/15/2005 —
91-265 Hanua Kapolei HI (A) 1,569 — — — 1,569 — 1,569 — 6/15/2005 —
91-255 Hanua Kapolei HI (A) 1,230 — 35 — 1,230 35 1,265 ( 11 ) 6/15/2005 —
91-241 Kalaeloa Kapolei HI (A) 426 3,983 883 — 426 4,866 5,292 ( 2,135 ) 6/15/2005 1990
91-141 Kalaeloa Kapolei HI (A) 11,624 — — — 11,624 — 11,624 — 6/15/2005 —
91-250 Komohana Kapolei HI (A) 1,506 — — — 1,506 — 1,506 — 6/15/2005 —
91-202 Kalaeloa Kapolei HI (A) 1,722 — 326 — 1,722 326 2,048 ( 86 ) 6/15/2005 1964
91-080 Hanua Kapolei HI (A) 2,187 — — — 2,187 — 2,187 — 6/15/2005 —
91-027 Kaomi Loop Kapolei HI (A) 2,667 — — — 2,667 — 2,667 — 6/15/2005 —
91-185 Kalaeloa Kapolei HI (A) 1,761 — 81 — 1,761 81 1,842 ( 6 ) 6/15/2005 —
91-329 Kauhi Kapolei HI (A) 294 2,297 2,825 — 294 5,122 5,416 ( 2,376 ) 6/15/2005 1980
91-399 Kauhi Kapolei HI (A) 27,405 — — — 27,405 — 27,405 — 6/15/2005 —
91-086 Kaomi Loop Kapolei HI N/A 13,884 — — — 13,884 — 13,884 — 6/15/2005 —
91-349 Kauhi Kapolei HI (A) 649 — — — 649 — 649 — 6/15/2005 —
91-400 Komohana Kapolei HI (A) 1,494 — — — 1,494 — 1,494 — 6/15/2005 —
91-174 Olai Kapolei HI (A) 962 — 47 — 962 47 1,009 ( 31 ) 6/15/2005 —
S-6
Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
91-218 Olai Kapolei HI (A) 1,622 — 62 — 1,622 62 1,684 ( 38 ) 6/15/2005 —
91-175 Olai Kapolei HI (A) 1,243 — 87 — 1,243 87 1,330 ( 41 ) 6/15/2005 —
91-210 Olai Kapolei HI (A) 706 — — — 706 — 706 — 6/15/2005 —
91-087 Hanua Kapolei HI (A) 381 — — — 381 — 381 — 6/15/2005 —
91-083 Hanua Kapolei HI (A) 716 — — — 716 — 716 — 6/15/2005 —
91-091 Hanua Kapolei HI (A) 552 — — — 552 — 552 — 6/15/2005 —
91-220 Kalaeloa Kapolei HI (A) 242 1,457 292 — 242 1,749 1,991 ( 730 ) 6/15/2005 1991
91-252 Kauhi Kapolei HI (A) 536 — — — 536 — 536 — 6/15/2005 —
91-259 Olai Kapolei HI (A) 2,944 — — — 2,944 — 2,944 — 6/15/2005 —
91-238 Kauhi Kapolei HI (A) 1,390 — 9,495 — 1,390 9,495 10,885 ( 3,855 ) 6/15/2005 1981
91-416 Komohana Kapolei HI (A) 713 — 11 — 713 11 724 ( 7 ) 6/15/2005 —
91-410 Komohana Kapolei HI (A) 418 — 12 — 418 12 430 ( 7 ) 6/15/2005 —
91-300 Hanua Kapolei HI (A) 1,381 — 18 — 1,381 18 1,399 ( 3 ) 6/15/2005 1994
91-171 Olai Kapolei HI (A) 218 — 13 — 218 13 231 ( 10 ) 6/15/2005 —
91-210 Kauhi Kapolei HI (A) 567 — 679 — 567 679 1,246 ( 104 ) 6/15/2005 1990
91-110 Kaomi Loop Kapolei HI (A) 1,293 — — — 1,293 — 1,293 — 6/15/2005 —
91-102 Kaomi Loop Kapolei HI (A) 1,599 — — — 1,599 — 1,599 — 6/15/2005 —
91-064 Kaomi Loop Kapolei HI (A) 1,826 — — — 1,826 — 1,826 — 6/15/2005 —
91-119 Olai Kapolei HI (A) 1,981 — — — 1,981 — 1,981 — 6/15/2005 —
91-150 Kaomi Loop Kapolei HI (A) 3,159 — — — 3,159 — 3,159 — 6/15/2005 —
Texaco Easement Kapolei HI N/A 2,657 — — — 2,657 — 2,657 — 6/15/2005 —
Tesaro 967 Easement Kapolei HI N/A 6,593 — — — 6,593 — 6,593 — 6/15/2005 —
AES HI Easement Kapolei HI N/A 1,250 — — — 1,250 — 1,250 — 6/15/2005 —
Other Easements & Lots Kapolei HI N/A 358 — 1,437 — 358 1,437 1,795 ( 765 ) 6/15/2005 —
889 Ahua Street Honolulu HI (E) 5,888 315 — — 5,888 315 6,203 ( 87 ) 11/21/2012 —
951 Trails Road Eldridge IA (F) 470 7,480 2,301 — 471 9,780 10,251 ( 3,682 ) 4/2/2007 1994
2300 North 33rd Avenue East Newton IA (A) 500 13,236 58 — 500 13,294 13,794 ( 5,078 ) 9/29/2008 2008
3425 Maple Drive Fort Dodge IA (A) 100 2,000 — — 100 2,000 2,100 ( 270 ) 4/9/2019 2014
4401 112th Street Urbandale IA (C) 800 3,117 — — 800 3,117 3,917 ( 288 ) 2/25/2022 1985
7121 South Fifth Avenue Pocatello ID (A) 400 4,201 615 — 400 4,816 5,216 ( 1,035 ) 1/29/2015 2007
2580 Technology Drive Elgin IL (A) 1,500 9,068 16 ( 3,053 ) 1,067 6,464 7,531 ( 496 ) 2/25/2022 2001
5795 Logistics Parkway Rockford IL (A) 400 3,368 — ( 688 ) 327 2,753 3,080 ( 139 ) 2/25/2022 1998
1602 Vincent Drive Sauget IL (C) 1,400 27,028 444 — 1,400 27,472 28,872 ( 1,482 ) 2/25/2022 2014
6 Konzen Court Granite City IL (C) 900 20,268 375 — 900 20,643 21,543 ( 1,891 ) 2/25/2022 2001
1000 Knell Road Montgomery IL (C) 2,101 19,258 34 — 2,101 19,292 21,393 ( 1,426 ) 2/25/2022 2000
1430 South Wolf Road Wheeling IL (C) 4,702 19,641 — — 4,702 19,641 24,343 ( 1,038 ) 2/25/2022 2003
1270 North Wilkening Schaumburg IL (C) 2,801 7,733 23 — 2,801 7,756 10,557 ( 715 ) 2/25/2022 1996
4472 Technology Drive Rockford IL (C) 400 5,912 — — 400 5,912 6,312 ( 365 ) 2/25/2022 2011
7019 High Grove Boulevard Burr Ridge IL (C) 800 1,090 — — 800 1,090 1,890 ( 67 ) 2/25/2022 1997
1230 West 171st Street Harvey IL (A) 800 1,673 266 — 800 1,939 2,739 ( 378 ) 1/29/2015 2004
5156 American Road Rockford IL (A) 400 1,529 348 — 400 1,877 2,277 ( 469 ) 1/29/2015 1996
S-7
Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
9215-9347 E Pendleton Pike Lawrence IN (A) 3,763 34,877 — — 3,763 34,877 38,640 ( 4,864 ) 2/14/2019 2009
6825 West County Road 400 North Greenfield IN (F) 918 14,300 1,009 — 918 15,309 16,227 ( 2,234 ) 2/14/2019 2008
900 Commerce Parkway West Drive Greenwood IN (F) 1,483 16,253 701 — 1,483 16,954 18,437 ( 2,278 ) 2/14/2019 2007
2482 Century Drive Goshen IN (A) 840 9,061 — — 840 9,061 9,901 ( 1,224 ) 4/9/2019 2005
3201 Bearing Drive Franklin IN (F) 1,100 15,403 ( 1 ) — 1,100 15,402 16,502 ( 2,427 ) 4/9/2019 1973
482 Chaney Avenue Greenwood IN (C) 2,401 55,810 — — 2,401 55,810 58,211 ( 3,441 ) 2/25/2022 2014
1151 South Graham Road Greenwood IN (B) 7,002 108,700 145 — 7,002 108,845 115,847 ( 5,750 ) 2/25/2022 2019
5440 Haggerty Lane Lafayette IN (C) 3,601 31,058 18 — 3,601 31,076 34,677 ( 1,644 ) 2/25/2022 2019
8951 Mirabel Road Indianapolis IN (C) 3,001 36,978 — — 3,001 36,978 39,979 ( 1,955 ) 2/25/2022 2014
17001 West Mercury Street Gardner KS (F) 5,741 32,701 400 — 5,740 33,102 38,842 ( 2,505 ) 12/30/2020 2018
435 SE 70th Street Topeka KS (A) — 3,563 120 ( 594 ) — 3,089 3,089 ( 169 ) 2/25/2022 2006
22525 West 167th Street Olathe KS (C) 4,301 52,183 ( 1 ) — 4,301 52,182 56,483 ( 2,758 ) 2/25/2022 2016
2552 South 98th Street Edwardsville KS (C) 3,601 20,988 — — 3,601 20,988 24,589 ( 1,294 ) 2/25/2022 2013
2701 South 98th Street Edwardsville KS (C) 2,701 10,998 400 — 2,701 11,398 14,099 ( 824 ) 2/25/2022 2001
1985 International Way Hebron KY (A) 1,453 8,546 1,621 — 1,453 10,167 11,620 ( 1,725 ) 2/14/2019 1997
2311 South Park Road Louisville KY (A) 1,600 13,119 — — 1,600 13,119 14,719 ( 692 ) 2/25/2022 2016
1509 Leestown Road Frankfort KY (C) 4,801 38,708 — — 4,801 38,708 43,509 ( 2,388 ) 2/25/2022 2014
4555 West Highway 146 Buckner KY (C) 3,201 39,977 — — 3,201 39,977 43,178 ( 2,465 ) 2/25/2022 2013
450 Northpointe Court Covington LA (C) 1,300 26,883 — — 1,300 26,883 28,183 ( 1,421 ) 2/25/2022 2015
209 South Bud Street Lafayette LA (A) 700 4,549 42 — 701 4,590 5,291 ( 1,026 ) 1/29/2015 2010
17200 Manchac Park Lane Baton Rouge LA (A) 1,700 8,860 151 — 1,700 9,011 10,711 ( 1,975 ) 1/29/2015 2014
11900 Trolley Lane Beltsville MD (A) 8,203 23,095 179 ( 1,243 ) 7,877 22,357 30,234 ( 1,124 ) 2/25/2022 2000
4000 Principio Parkway North East MD (F) 4,200 71,518 847 — 4,200 72,365 76,565 ( 16,113 ) 1/29/2015 2012
3466 Shippers Drive Walker MI (C) 4,902 29,780 144 — 4,902 29,924 34,826 ( 1,580 ) 2/25/2022 2016
1601 Brown Road Orion MI (C) 4,701 57,812 721 — 4,701 58,533 63,234 ( 3,178 ) 2/25/2022 2006
38401 Amrhein Road Livonia MI (C) 1,400 14,778 — — 1,400 14,778 16,178 ( 911 ) 2/25/2022 1999
28000 Five M Center Drive Romulus MI (C) 300 8,530 182 — 300 8,712 9,012 ( 553 ) 2/25/2022 1997
3800 Midlink Drive Kalamazoo MI (A) 2,630 40,599 — — 2,630 40,599 43,229 ( 9,051 ) 1/29/2015 2014
10100 89th Avenue N Maple Grove MN (F) 3,469 21,284 868 — 3,469 22,152 25,621 ( 3,271 ) 10/16/2018 2015
2427 Henry Road NW Stewartville MN (C) 1,300 3,145 13 — 1,300 3,158 4,458 ( 195 ) 2/25/2022 2013
2401 Cram Avenue SE Bemidji MN (A) 100 2,137 — — 100 2,137 2,237 ( 476 ) 1/29/2015 2013
5501 Providence Hill Drive St. Joseph MO (A) 400 3,500 24 — 400 3,524 3,924 ( 487 ) 4/9/2019 2014
3502 Enterprise Avenue Joplin MO (A) 1,380 12,121 34 — 1,380 12,155 13,535 ( 1,636 ) 4/9/2019 2014
5703 Mitchell Avenue St. Joseph MO (C) 1,600 19,085 438 — 1,600 19,523 21,123 ( 1,823 ) 2/25/2022 2000
10551 N Congress Avenue Kansas City MO (C) 600 13,538 — — 600 13,538 14,138 ( 716 ) 2/25/2022 2014
831 Lone Star Drive O'Fallon MO (C) 1,200 7,304 — — 1,200 7,304 8,504 ( 541 ) 2/25/2022 1989
2901 E Heartland Drive Liberty MO (C) 1,100 6,886 — — 1,100 6,886 7,986 ( 511 ) 2/25/2022 1997
110 Stanbury Industrial Drive Brookfield MO (A) 200 1,859 — ( 546 ) 183 1,330 1,513 3 1/29/2015 2012
12385 Crossroad Drive Olive Branch MS (D) 3,301 61,763 — — 3,301 61,763 65,064 ( 3,810 ) 2/25/2022 2012
8644 Polk Lane Olive Branch MS (C) 900 20,171 318 — 901 20,488 21,389 ( 1,115 ) 2/25/2022 2011
440 US Highway 49 South Richland MS (C) 200 2,329 3 — 200 2,332 2,532 ( 216 ) 2/25/2022 1986
S-8
Table of Contents
Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
105 Business Park Drive Ridgeland MS (C) 500 1,949 8 — 500 1,957 2,457 ( 179 ) 2/25/2022 1988
590 Assembly Court Fayetteville NC (A) 700 9,410 1 ( 2,328 ) 540 7,243 7,783 ( 441 ) 2/25/2022 1996
4350 Fortune Ave NW Concord NC (C) 4,401 53,085 — — 4,401 53,085 57,486 ( 2,806 ) 2/25/2022 2017
4690 Global Avenue NW Concord NC (C) 4,601 45,793 — — 4,601 45,793 50,394 ( 2,420 ) 2/25/2022 2015
6538 & 6526 Judge Adams Road Whitsett NC (B) 2,501 46,343 — — 2,501 46,343 48,844 ( 2,450 ) 2/25/2022 2019
4040 Business Park Court Winston Salem NC (C) 800 8,411 260 — 800 8,671 9,471 ( 530 ) 2/25/2022 2001
3900 NE 6th Street Minot ND (A) 700 3,223 — — 700 3,223 3,923 ( 719 ) 1/29/2015 2013
7130 Q Street Omaha NE (A) 1,600 7,390 1 ( 2,138 ) 1,220 5,633 6,853 ( 343 ) 2/25/2022 1997
1415 West Commerce Way Lincoln NE (A) 2,200 8,518 388 — 2,200 8,906 11,106 ( 2,035 ) 1/29/2015 1971
52 Pettengill Road Londonderry NH (F) 5,871 43,335 7 — 5,871 43,342 49,213 ( 5,857 ) 4/9/2019 2015
1135 Easton Avenue Franklin Township NJ N/A 3,601 5,564 — — 3,601 5,564 9,165 ( 515 ) 2/25/2022 1969
584 US Highway 130 Trenton NJ (B) 70,422 62,639 — — 70,422 62,639 133,061 ( 3,311 ) 2/25/2022 2017
725 Darlington Avenue Mahwah NJ (F) 8,492 9,451 1,877 — 8,492 11,328 19,820 ( 2,903 ) 4/9/2014 1999
309 Dulty's Lane Burlington NJ (F) 1,600 51,400 — — 1,600 51,400 53,000 ( 11,458 ) 1/29/2015 2001
7000 West Post Road Las Vegas NV (F) 4,230 13,472 246 — 4,230 13,718 17,948 ( 2,212 ) 4/9/2019 2010
2375 East Newlands Road Fernley NV (A) 1,100 17,314 286 — 1,100 17,600 18,700 ( 3,970 ) 1/29/2015 2007
158 West Yard Road Feura Bush NY (A) 1,870 7,931 477 — 1,869 8,409 10,278 ( 1,882 ) 4/9/2019 1989
3779 Lake Shore Road Hamburg NY (C) 2,701 38,186 30 — 2,701 38,216 40,917 ( 2,021 ) 2/25/2022 2016
1289 Walden Avenue Cheektowaga NY (C) 600 6,314 390 — 600 6,704 7,304 ( 618 ) 2/25/2022 2001
4 Liebich Lane Halfmoon NY (C) 400 8,521 13 — 400 8,534 8,934 ( 450 ) 2/25/2022 2011
55 Commerce Avenue Albany NY (A) 1,000 10,105 492 — 1,000 10,597 11,597 ( 2,321 ) 1/29/2015 2013
32150 Just Imagine Drive Avon OH (A) 2,200 23,280 — — 2,200 23,280 25,480 ( 8,488 ) 5/29/2009 1996
1580, 1590 & 1600 Williams Road Columbus OH (A) 2,060 29,143 361 — 2,060 29,504 31,564 ( 4,593 ) 4/9/2019 1992
7303 Rickenbacker Parkway West Columbus OH (F) 1,491 27,407 3 — 1,494 27,407 28,901 ( 1,979 ) 6/21/2021 2020
3245 Henry Road and 3185 Columbia Road Richfield OH (A) 2,499 21,640 — — 2,499 21,640 24,139 ( 1,333 ) 2/25/2022 2005
8341 Industrial Parkway Plain City OH (B) 6,702 97,563 — — 6,702 97,563 104,265 ( 5,157 ) 2/25/2022 2020
201 Exploration Drive Monroe OH (D) 1,801 38,868 — — 1,801 38,868 40,669 ( 2,054 ) 2/25/2022 2014
9780 Mopar Drive Streetsboro OH (C) 2,701 26,021 736 — 2,701 26,757 29,458 ( 1,702 ) 2/25/2022 2011
2465 Fontaine Street Kenton OH (C) 1,000 19,323 — — 1,000 19,323 20,323 ( 1,021 ) 2/25/2022 2017
4651 Prosper Drive Stow OH (C) 1,400 30,772 — — 1,400 30,772 32,172 ( 1,627 ) 2/25/2022 2017
747 Mill Park Drive Lancaster OH (C) 1,400 17,609 — — 1,400 17,609 19,009 ( 931 ) 2/25/2022 2019
9667 Inter-Ocean Drive West Chester Twp. OH (C) 1,300 10,880 — — 1,300 10,880 12,180 ( 805 ) 2/25/2022 1999
5313 Majestic Parkway Bedford Heights OH (C) 1,100 8,107 138 — 1,100 8,245 9,345 ( 755 ) 2/25/2022 1998
1115 Regina Graeter Way Cincinnati OH (C) 700 7,908 — — 700 7,908 8,608 ( 418 ) 2/25/2022 2015
4170 Columbia Road Lebanon OH (C) 400 9,841 — — 400 9,841 10,241 ( 520 ) 2/25/2022 2011
1415 Industrial Drive Chillicothe OH (A) 1,200 3,265 — — 1,200 3,265 4,465 ( 728 ) 1/29/2015 2012
200 Orange Point Drive Lewis Center OH (A) 1,300 8,613 162 — 1,300 8,775 10,075 ( 2,007 ) 1/29/2015 2013
301 Commerce Drive South Point OH (A) 600 4,530 — — 600 4,530 5,130 ( 1,010 ) 1/29/2015 2013
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Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
5300 Centerpoint Parkway Groveport OH (F) 2,700 29,863 344 — 2,700 30,207 32,907 ( 6,691 ) 1/29/2015 2014
2701 S.W. 18TH Street Oklahoma City OK (A) 2,401 18,865 — ( 5,675 ) 1,761 13,830 15,591 ( 599 ) 2/25/2022 2011
8000 Mid America Blvd. Oklahoma City OK (A) 900 12,813 — ( 1,814 ) 781 11,118 11,899 ( 562 ) 2/25/2022 2017
1414 South Council Road Oklahoma City OK (C) 5,002 39,952 12 — 5,002 39,964 44,966 ( 2,112 ) 2/25/2022 2017
6101 SW 44th Street Oklahoma City OK (C) 2,401 13,868 — — 2,401 13,868 16,269 ( 733 ) 2/25/2022 2020
2759 North Garnett Road Tulsa OK (C) 800 4,879 — — 800 4,879 5,679 ( 258 ) 2/25/2022 2008
2820 State Highway 31 McAlester OK (A) 581 2,237 4,582 — 581 6,819 7,400 ( 1,220 ) 1/29/2015 2012
1729 Pennsylvania Avenue Monaca PA (A) 1,200 13,257 — ( 2,173 ) 1,020 11,264 12,284 ( 1,153 ) 2/25/2022 1977
101 North Campus Drive Imperial PA (C) 3,801 26,700 — — 3,801 26,700 30,501 ( 1,411 ) 2/25/2022 2015
231 Theater Drive Altoona PA (C) 1,400 9,864 — — 1,400 9,864 11,264 ( 608 ) 2/25/2022 2013
700 Marine Drive Rock Hill SC (A) 820 8,381 798 — 820 9,179 9,999 ( 1,468 ) 4/9/2019 1986
1990 Hood Road Greer SC (A) 400 10,702 ( 1 ) — 400 10,701 11,101 ( 1,446 ) 4/9/2019 2015
7410 Magi Drive Hanahan SC (A) 2,401 31,029 197 — 2,401 31,226 33,627 ( 2,295 ) 2/25/2022 2001
6850 Weber Boulevard Charleston SC (A) 11,604 44,602 ( 2 ) ( 12,228 ) 9,077 34,899 43,976 ( 1,510 ) 2/25/2022 2018
1892 Anfield Road North Charleston SC (A) 4,001 21,179 1 ( 3,822 ) 3,394 17,965 21,359 ( 778 ) 2/25/2022 2017
7409 Magi Drive Hanahan SC (A) 1,801 13,651 12 ( 1,389 ) 1,640 12,435 14,075 ( 628 ) 2/25/2022 2004
1103 Powderhouse Road SE Aiken SC (C) 1,200 36,140 — — 1,200 36,140 37,340 ( 1,910 ) 2/25/2022 2017
3058 Lakemont Blvd Ft. Mill SC (C) 2,901 33,304 20 — 2,901 33,324 36,225 ( 1,763 ) 2/25/2022 2008
510 John Dodd Road Spartanburg SC (F) 3,300 57,998 418 — 3,300 58,416 61,716 ( 13,022 ) 1/29/2015 2012
996 Paragon Way Rock Hill SC (A) 2,334 35,920 — — 2,334 35,920 38,254 ( 8,008 ) 1/29/2015 2014
5001 West Delbridge Street Sioux Falls SD (A) 2,570 14,832 — — 2,570 14,832 17,402 ( 2,003 ) 4/9/2019 2016
5025 Tuggle Road Memphis TN (C) 1,400 31,520 56 — 1,400 31,576 32,976 ( 1,947 ) 2/25/2022 1994
900 Hutchinson Place Lebanon TN (C) 2,601 31,582 — — 2,601 31,582 34,183 ( 2,921 ) 2/25/2022 1993
6023 Century Oaks Drive Chattanooga TN (C) 500 5,759 214 — 500 5,973 6,473 ( 561 ) 2/25/2022 2002
3774 Snyder Road Kodak TN (C) 3,201 30,564 — — 3,201 30,564 33,765 ( 1,616 ) 2/25/2022 2021
4836 Hickory Hill Road Memphis TN (F) 1,402 10,769 1,632 — 1,402 12,401 13,803 ( 2,895 ) 12/23/2014 1984
2020 Joe B. Jackson Parkway Murfreesboro TN (F) 7,500 55,259 300 — 7,500 55,559 63,059 ( 12,398 ) 1/29/2015 2012
11501 Wilkinson Drive El Paso TX (A) 2,401 19,665 ( 1 ) ( 2,259 ) 2,155 17,651 19,806 ( 1,074 ) 2/25/2022 2005
5005 Samuell Blvd. Mesquite TX (C) 6,366 62,879 2,291 — 6,366 65,170 71,536 ( 3,468 ) 2/25/2022 2017
2701 Texas Longhorn Way Ft. Worth TX (D) 9,303 42,504 524 — 9,303 43,028 52,331 ( 2,247 ) 2/25/2022 2015
2000 Luna Road Carrollton TX (C) 1,801 25,816 31 — 1,801 25,847 27,648 ( 1,595 ) 2/25/2022 2008
21200 Spring Plaza Drive Spring TX (C) 2,701 29,832 — — 2,701 29,832 32,533 ( 1,840 ) 2/25/2022 2013
502 West Independence Drive Edinburg TX (C) 800 19,673 — — 800 19,673 20,473 ( 1,040 ) 2/25/2022 2011
800 Lindale Industrial Parkway Lindale TX (C) 800 18,947 692 — 800 19,639 20,439 ( 1,123 ) 2/25/2022 2014
685 Alliance Parkway Hewitt TX (C) 800 23,207 — — 800 23,207 24,007 ( 1,431 ) 2/25/2022 2012
16211 Air Center Boulevard Houston TX (C) 1,600 13,529 121 — 1,600 13,650 15,250 ( 721 ) 2/25/2022 2005
246 Glasson Drive Corpus Christi TX (C) — 9,596 — — — 9,596 9,596 ( 507 ) 2/25/2022 2011
985 Kershaw Street Ogden UT (A) 2,301 13,994 — ( 1,903 ) 2,032 12,360 14,392 ( 535 ) 2/25/2022 2019
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Initial Cost to Gross Amount Carried at
Company Costs Close of Period (4)
Buildings Capitalized Buildings Original
and Subsequent to Impairment/ and Accumulated Date Construction
Property Location State Encumbrances (1)
Land Equipment Acquisition Writedowns (2)
Land Equipment Total (2)
Depreciation (3)
Acquired Date
1095 South 4800 West Salt Lake City UT (A) 1,500 6,913 20 — 1,500 6,933 8,433 ( 1,550 ) 1/29/2015 2012
8800 Studley Road Mechanicsville VA (C) 1,100 10,813 58 — 1,100 10,871 11,971 ( 1,005 ) 2/25/2022 1988
1935 Blue Hills Drive Roanoke VA (C) 1,300 13,908 39 — 1,300 13,947 15,247 ( 859 ) 2/25/2022 2013
3736 Tom Andrews Road Roanoke VA (C) 600 9,273 46 — 600 9,319 9,919 ( 573 ) 2/25/2022 1996
2300 Westmoreland Street Richmond VA (C) 600 6,109 51 — 600 6,160 6,760 ( 455 ) 2/25/2022 2004
1122 Stony Ridge Road Charlottesville VA (C) 2,101 6,051 233 — 2,101 6,284 8,385 ( 321 ) 2/25/2022 1998
1901 Meadowville Technology Parkway Chester VA (F) 4,000 67,511 171 — 4,001 67,681 71,682 ( 15,088 ) 1/29/2015 2012
635 Community Drive South Burlington VT (C) 10,003 38,560 — — 10,003 38,560 48,563 ( 2,038 ) 2/25/2022 2021
2000 South Walnut Street Burlington WA (B) 8,603 22,749 — ( 1,218 ) 7,384 22,750 30,134 ( 1,202 ) 2/25/2022 2015
5300 International Drive Cudahy WI (C) 1,801 17,367 37 — 1,801 17,404 19,205 ( 922 ) 2/25/2022 2001
3383 Spirit Way Green Bay WI (C) 600 9,345 — — 600 9,345 9,945 ( 494 ) 2/25/2022 2013
$ 1,130,169 $ 4,063,151 $ 71,026 $ ( 94,794 ) $ 1,113,723 $ 4,055,829 $ 5,169,552 $ ( 397,454 )
(1) Represents mortgage notes. Certain of our properties are encumbered as follows:
Encumbrance Undepreciated Cost
(A) 104 properties encumbered by the ILPT Floating Rate Loan
$ 1,227,024 $ 1,172,409
(B) 8 properties encumbered by mortgage loans
249,944 686,408
(C) 82 properties encumbered by the Floating Rate Loan
1,396,416 1,961,063
(D) 4 properties encumbered by one mortgage loan
90,066 192,662
(E) 186 properties encumbered by one mortgage loan
647,214 507,172
(F) 17 properties encumbered by the Fixed Rate Loan
695,277 614,494
$ 4,305,941 $ 5,134,208
(2) Excludes value of real estate intangibles and includes partial dispositions.
(3) Depreciation on buildings and improvements is provided for periods ranging up to 40 years.
(4) The total aggregate cost for U.S. federal income tax purposes is $ 5,724,491 .
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INDUSTRIAL LOGISTICS PROPERTIES TRUST
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
December 31, 2023
(dollars in thousands)
Analysis of the carrying amount of real estate properties and accumulated depreciation:
Real Estate Accumulated
Properties Depreciation
Balance at December 31, 2020 $ 1,809,070 $ ( 141,406 )
Additions 129,724 ( 32,389 )
Disposals ( 189,961 ) 6,305
Balance at December 31, 2021 1,748,833 ( 167,490 )
Additions 3,520,563 ( 106,236 )
Disposals ( 259 ) 259
Impairments ( 93,029 ) —
Balance at December 31, 2022 5,176,108 ( 273,467 )
Additions 18,181 ( 125,262 )
Disposals ( 24,190 ) 884
Impairments ( 547 ) 391
Balance at December 31, 2023 $ 5,169,552 $ ( 397,454 )
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
INDUSTRIAL LOGISTICS PROPERTIES TRUST
By: /s/ Yael Duffy
Yael Duffy
President and Chief Operating Officer
Dated: February 20, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature Title Date
/s/ Yael Duffy President and Chief Operating Officer February 20, 2024
Yael Duffy
/s/ Tiffany R. Sy Chief Financial Officer and Treasurer (principal financial February 20, 2024
Tiffany R. Sy officer and principal accounting officer)
/s/ Adam D. Portnoy Managing Trustee February 20, 2024
Adam D. Portnoy
/s/ Matthew P. Jordan Managing Trustee February 20, 2024
Matthew P. Jordan
/s/ Bruce M. Gans, M.D. Independent Trustee February 20, 2024
Bruce M. Gans, M.D.
/s/ Lisa Harris Jones Independent Trustee February 20, 2024
Lisa Harris Jones
/s/ Joseph L. Morea Independent Trustee February 20, 2024
Joseph L. Morea
/s/ Kevin C. Phelan Independent Trustee February 20, 2024
Kevin C. Phelan
/s/ June S. Youngs Independent Trustee February 20, 2024
June S. Youngs