8 unchanged sentences
Some of the risks and uncertainties that may cause our actual results, performance, or achievements to differ materially from those expressed or implied by forward-looking statements include, among others, the following:
−Removed: • the factors included under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2019, which was filed with the Securities and Exchange Commission on February 6, 2020, in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, which was filed with the Securities and Exchange Commission on May 6, 2020, and in our other public filings, which you should interpret as being heightened as a result of the numerous and ongoing adverse impacts of COVID-19;
+Added: • the factors included under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2019, which was filed with the Securities and Exchange Commission on February 6, 2020, in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, which was filed with the Securities and Exchange Commission on May 6, 2020, in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, which was filed with the Securities and Exchange Commission on August 5, 2020, and in our other public filings, which you should interpret as being heightened as a result of the numerous and ongoing adverse impacts of COVID-19;
• our ability to identify and acquire industrial properties on terms favorable to us;
22 unchanged sentences
Los Angeles, Northern New Jersey/New York City, San Francisco Bay Area, Seattle, Miami, and Washington, D.C.
−Removed: We invest in several types of industrial real estate, including warehouse/distribution (approximately 81.9% of our annualized base rent as of June 30, 2020), flex buildings (including light industrial and research and development, or R&D, approximately 5.4%), transshipment (approximately 5.3%), and improved land parcels (approximately 7.4%).
+Added: We invest in several types of industrial real estate, including warehouse/distribution (approximately 82.2% of our annualized base rent as of September 30, 2020), flex buildings (including light industrial and research and development, or R&D, approximately 5.2%), transshipment (approximately 5.3%), and improved land parcels (approximately 7.3%).
We target functional buildings in infill locations that may be shared by multiple tenants and that cater to customer demand within the various submarkets in which we operate.
Infill locations are geographic locations surrounded by high concentrations of already developed land and existing buildings.
−Removed: As of June 30, 2020, we owned a total of 218 buildings aggregating approximately 13.1 million square feet, 22 improved land parcels consisting of approximately 85.0 acres and two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion.
−Removed: The buildings and improved land parcels were approximately 96.0% and 98.5% leased, respectively, to 484 customers, the largest of which accounted for approximately 3.6% of our total annualized base rent.
+Added: As of September 30, 2020, we owned a total of 219 buildings aggregating approximately 13.1 million square feet, 22 improved land parcels consisting of approximately 85.0 acres and one property under redevelopment expected to contain approximately 0.2 million square feet upon completion.
+Added: As of September 30, 2020, the buildings and improved land parcels were approximately 97.3% and 98.5% leased, respectively, to 476 customers, the largest of which accounted for approximately 5.5% of our total annualized base rent.
See “Item 1 – Our Investment Strategy – Industrial Facility General Characteristics” in our Annual Report on Form 10-K for the year ended December 31, 2019 for a general description of these types of industrial real estate.
We are an internally managed Maryland corporation and elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, or the Code, commencing with our taxable year ended December 31, 2010.
−Removed: The following table summarizes by type our investments in real estate as of June 30, 2020:
+Added: The following table summarizes by type our investments in real estate as of September 30, 2020:
Type Number of Buildings or Improved Land Parcels Annualized Base Rent (000's) 1
4 unchanged sentences
Total/Weighted Average 241 $ 145,923 100.0 %
−Removed: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of June 30, 2020, multiplied by 12.
−Removed: The following table summarizes by market our investments in real estate as of June 30, 2020:
+Added: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of September 30, 2020, multiplied by 12.
+Added: The following table summarizes by market our investments in real estate as of September 30, 2020:
Los Angeles Northern New Jersey/New York City San Francisco Bay Area Seattle Miami Washington, D.C.
4 unchanged sentences
% of Total 19.5 % 27.0 % 15.7 % 15.7 % 10.4 % 11.7 % 100.0 %
−Removed: Occupancy % as of June 30, 2020 98.9 % 88.8 % 97.2 % 98.3 % 100.0 % 99.1 % 96.0 %
+Added: Occupancy % as of September 30, 2020 98.8 % 94.5 % 97.4 % 98.8 % 99.6 % 97.4 % 97.3 %
Annualized Base Rent
9 unchanged sentences
% of Total 14.0 % 57.5 % 4.7 % 4.4 % 3.7 % 15.7 % 100.0 %
−Removed: Occupancy % as of June 30, 2020 100.0 % 100.0 % 68.1 % 100.0 % 100.0 % 100.0 % 98.5 %
+Added: Occupancy % as of September 30, 2020 100.0 % 100.0 % 68.1 % 100.0 % 100.0 % 100.0 % 98.5 %
Annualized Base Rent
10 unchanged sentences
$ 428,875 $ 647,231 $ 391,097 $ 335,656 $ 153,006 $ 216,802 $ 2,172,667
−Removed: % of Total 19.7 % 29.7 % 17.7 % 15.2 % 7.7 % 10.0 % 100.0 %
−Removed: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of June 30, 2020, multiplied by 12.
−Removed: 2 Weighted average remaining lease term is calculated by summing the remaining lease term of each lease as of June 30, 2020, weighted by the respective square footage.
−Removed: 3 Includes two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion, as discussed below.
−Removed: As of June 30, 2020, we owned two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion with a total expected investment of approximately $97.0 million including redevelopment costs, capitalized interest and other costs of approximately $89.8 million.
−Removed: The following table summarizes our capital expenditures incurred during the three and six months ended June 30, 2020 and 2019 (dollars in thousands):
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: % of Total Gross Book Value 19.7 % 29.8 % 18.0 % 15.4 % 7.1 % 10.0 % 100.0 %
+Added: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of September 30, 2020, multiplied by 12.
+Added: 2 Weighted average remaining lease term is calculated by summing the remaining lease term of each lease as of September 30, 2020, weighted by the respective square footage.
+Added: 3 Includes one property under redevelopment expected to contain approximately 0.2 million square feet upon completion, as discussed below.
+Added: As of September 30, 2020, we owned one property under redevelopment expected to contain approximately 0.2 million square feet upon completion with a total expected investment of approximately $63.3 million including redevelopment costs, capitalized interest and other costs of approximately $61.2 million.
+Added: The following table summarizes our capital expenditures incurred during the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2020 2019 2020 2019
5 unchanged sentences
$ 13,652 $ 13,194 $ 30,277 $ 43,836
−Removed: 1 Includes approximately $4.5 million and $13.8 million for the three months ended June 30, 2020 and 2019, respectively, and approximately $8.9 million and $22.2 million for the six months ended June 30, 2020 and 2019, respectively, related to leasing acquired vacancy, redevelopment construction in progress and renovation and expansion projects (stabilization capital) at 13 properties for both the three months ended June 30, 2020 and 2019, respectively, and at 13 and 14 properties for the six months ended June 30, 2020 and 2019, respectively.
+Added: 1 Includes approximately $6.5 million and $9.5 million for the three months ended September 30, 2020 and 2019, respectively, and approximately $15.4 million and $31.7 million for the nine months ended September 30, 2020 and 2019, respectively, related to leasing acquired vacancy, redevelopment construction in progress and renovation and expansion projects (stabilization capital) at 13 and 12 properties for the three months ended September 30, 2020 and 2019, respectively, and at 14 and 15 properties for the nine months ended September 30, 2020 and 2019, respectively.
Our industrial properties are typically subject to leases on a “triple net basis,” in which tenants pay their proportionate share of real estate taxes, insurance and operating costs, or are subject to leases on a “modified gross basis,” in which tenants pay expenses over certain threshold levels.
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As needed, we hold discussions with the tenant’s management about their business and we conduct site visits of the tenant’s operations.
−Removed: Our top 20 customers based on annualized base rent as of June 30, 2020 are as follows:
+Added: Our top 20 customers based on annualized base rent as of September 30, 2020 are as follows:
Customer Leases Rentable
8 unchanged sentences
5 District of Columbia 6 217,571 1.7 % 3,061 2.0 %
−Removed: 6 AmerisourceBergen 1 211,418 1.6 % 2,543 1.8 %
6 DirectBuy Home Improvement 1 230,891 1.8 % 1,915 1.3 %
+Added: 7 Costco-Innovel Solutions LLC 1 219,910 1.7 % 1,816 1.2 %
8 XPO Logistics 2 180,717 1.4 % 1,732 1.2 %
3 unchanged sentences
1 190,000 1.4 % 1,463 1.0 %
−Removed: 11 Miami International Freight Systems 4
−Removed: 1 192,454 1.5 % 1,463 1.0 %
+Added: 11 O'Neill Logistics 2 237,692 1.8 % 1,458 1.0 %
12 Port Kearny Security, Inc 4
1 — — % 1,458 1.0 %
−Removed: 13 O'Neill Logistics 2 237,692 1.8 % 1,429 1.0 %
13 YRC 2 61,252 0.5 % 1,423 1.0 %
+Added: 14 Envogue International 1 192,000 1.5 % 1,411 1.0 %
15 Bar Logistics 2 203,263 1.5 % 1,393 1.0 %
8 unchanged sentences
Total 50 3,502,398 26.7 % $ 45,731 31.3 %
−Removed: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of June 30, 2020, multiplied by 12.
−Removed: 2 Includes an improved land parcel consisting of 2.8 acres.
+Added: 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of September 30, 2020, multiplied by 12.
2 Includes an improved land parcel consisting of 2.8 acres.
−Removed: 4 Tenant occupied our 60th Property in Miami Lakes, FL that was sold on July 23, 2020.
+Added: 3 Includes two improved land parcels totaling 7.7 acres.
4 Lease area consists of 16.9 acres of improved land.
5 Lease area consists of 10.6 acres of improved land.
−Removed: The following table summarizes the anticipated lease expirations for leases in place as of June 30, 2020, without giving effect to the exercise of unexercised renewal options or termination rights, if any, at or prior to the scheduled expirations:
+Added: The following table summarizes the anticipated lease expirations for leases in place as of September 30, 2020, without giving effect to the exercise of unexercised renewal options or termination rights, if any, at or prior to the scheduled expirations:
Year Rentable Square Feet % of Total Rentable
8 unchanged sentences
Total 12,780,742 97.3 % 162,896 100.0 %
−Removed: 1 Includes leases that expire on or after June 30, 2020 and month-to-month leases totaling approximately 61,156 square feet.
−Removed: 2 Annualized base rent is calculated as contractual monthly base rent per the leases at expiration, excluding any partial or full rent abatements, as of June 30, 2020, multiplied by 12.
+Added: 1 Includes leases that expire on or after September 30, 2020 and month-to-month leases totaling approximately 67,877 square feet.
+Added: 2 Annualized base rent is calculated as contractual monthly base rent per the leases at expiration, excluding any partial or full rent abatements, as of September 30, 2020, multiplied by 12.
3 Includes annualized base rent related to 22 improved land parcels totaling approximately 85.0 acres.
Our ability to re-lease or renew expiring space at rental rates equal to or in excess of current rental rates will impact our results of operations.
−Removed: As of June 30, 2020, leases representing approximately 6.0% of the total rentable square footage of our portfolio are scheduled to expire through December 31, 2020.
−Removed: We currently expect that, on average, the rental rates we are likely to achieve on new (re-leased) or renewed leases for our 2020 expirations will be above the rates currently being paid for the same space.
−Removed: Rent changes on new and renewed leases totaling approximately 0.5 million square feet commencing during the three months ended June 30, 2020 were approximately 38.2% higher as compared to the previous rental rates for that same space, and rent changes on new and renewed leases totaling approximately 1.1 million square feet commencing during the six months ended June 30, 2020 were approximately 28.9% higher as compared to the previous rental rates for that same space.
−Removed: We had a tenant retention ratio of 18.4% and 52.3%, respectively, for the three and six months ended June 30, 2020.
−Removed: Tenant retention decreased primarily due to 382,000 square foot expirations at our Interstate property, of which 190,000 was released to a new tenant as of June 30, 2020.
−Removed: Our past performance may not be indicative of future results, and we cannot assure you that leases will be renewed or that our properties will be re-leased at all or at rental rates equal to or above the current average rental rates, particularly given the current leasing environment has slowed due to shelter-in-place orders, which will reduce revenue from what it would be in a normal leasing environment.
+Added: As of September 30, 2020, leases representing approximately 15.2% of the total annualized base rent of our portfolio are scheduled to expire through December 31, 2021.
+Added: We currently expect that, on average, the rental rates we are likely to achieve on new (re-leased) or renewed leases for our 2020 and 2021 expirations will be above the rates currently being paid for the same space.
+Added: Rent changes on new and renewed leases totaling approximately 0.9 million square feet commencing during the three months ended September 30, 2020 were approximately 20.3% higher as compared to the previous rental rates for that same space, and rent changes on new and renewed leases totaling approximately 2.0 million square feet commencing during the nine months ended September 30, 2020 were approximately 25.2% higher as compared to the previous rental rates for that same space.
+Added: We had a tenant retention ratio of 59.6% and 54.9%, respectively, for the three and nine months ended September 30, 2020.
+Added: Our past performance may not be indicative of future results, and we cannot assure you that leases will be renewed or that our properties will be re-leased at all or at rental rates equal to or above the current average rental rates, particularly given the current leasing environment has slowed due to shelter-in-place orders and other mitigation efforts put in place in connection with COVID-19, which will reduce revenue from what it would be in a normal leasing environment.
Further, re-leased/renewed rental rates in a particular market may not be consistent with rental rates across our portfolio as a whole and re-leased/renewed rental rates for particular properties within a market may not be consistent with rental rates across our portfolio within a particular market, in each case due to a number of factors, including local real estate conditions, local supply and demand for industrial space, the condition of the property, the impact of leasing incentives, including free rent and tenant improvements and whether the property, or space within the property, has been redeveloped.
1 unchanged sentence
The COVID-19 pandemic, and mitigation measures put in place by governments to slow it, have caused significant economic disruption.
−Removed: We are headquartered in San Francisco and our employees have been working remotely in compliance with stay-at-home orders mandated across the San Francisco Bay Area on March 16, 2020.
−Removed: We utilize local, third-party property managers, and they are generally under similar stay-at-home orders and are working remotely.
−Removed: We have business continuity and communication plans that we believe, although there can be no assurance, allow us to operate and manage our portfolio effectively during such disruptions.
−Removed: We expect that even after certain mitigation measures, including stay-at-home
−Removed: orders are relaxed or revoked, we will, for the intermediate term, employ lower density work arrangements consistent with social distancing and our business continuity plan.
−Removed: While the impact of the COVID-19 pandemic on the Company's business is not possible to predict accurately, we continue to work with its customers who have been forced to close or otherwise limit operations or whose businesses have been adversely impacted during the pandemic to, on a case-by-case basis, provide rent deferments.
−Removed: With regard to rent billed for July 2020, we received, as of August 4, 2020, approximately 95% of such rent in cash and an additional 1% by applying security deposits.
−Removed: As of August 4, 2020:
−Removed: • 174 tenants, representing approximately 36.0% of our total tenants had requested rent deferral or abatement.
−Removed: Such requests aggregated 7.0% of our annualized base rent;
−Removed: • Of the 174 requests, we granted rent deferrals to 61 tenants aggregating 2.7% of annualized base rent (35.1% of total requests by number and 38.7% by dollar amount) which represents 76.7% of the total dollar deferral requests (3.6% of annualized base rent) from those tenants.
−Removed: We did not grant any rent abatement;
−Removed: • We denied 50 tenant requests aggregating 1.8% of annualized base rent (28.7% of total requests by number and 25.7% by dollar amount).
−Removed: 59 tenants aggregating 1.6% of annualized base rent requesting rent deferral or abatement rescinded their requests (33.3% of requests by number and 22.5% by dollar amount);
−Removed: • We reversed $0.4 million and $0.9 million for the three and six months ended June 30, 2020, respectively, in straight-line rent receivables for certain of our tenants where the future contractual lease payments were not probable;
−Removed: • We are still in discussions with four tenants who are requesting 0.05% of our annualized base rent in rent deferral or abatement (2.3% of requests by number and 0.7% by dollar amount);
−Removed: • We may in the future amend or enter into additional rent deferral agreements.
−Removed: The acquisition and disposition markets have similarly slowed as market participants search for price discovery.
−Removed: Our acquisition volume will remain dependent on both the quality and pricing of the opportunity set and the price of our stock relative to net asset value per share.
+Added: We are headquartered in San Francisco and our employees have been working remotely in accordance with recommendations by the City of San Francisco since March 2020.
+Added: We utilize local, third-party property managers, and they are generally working remotely, as recommended by their municipalities.
+Added: We have business continuity and communication plans that have allowed, and we believe, although there can be no assurance, will continue to allow us to operate and manage our portfolio effectively during such disruptions.
+Added: We expect that we will, for the intermediate term, employ lower density work arrangements consistent with social distancing and our business continuity plan.
+Added: While the impact of the COVID-19 pandemic on our business is not possible to predict accurately, we continue to work
+Added: with our customers who have been forced to close or otherwise limit operations or whose businesses have been adversely impacted during the COVID-19 pandemic to, on a case-by-case basis, provide rent deferments.
+Added: Through November 3, 2020, we have granted rent deferrals to 59 tenants aggregating approximately 2.6% of annualized base rent.
+Added: No rent abatements were granted.
+Added: For the 59 rent deferrals granted:
+Added: • 13 tenants aggregating 0.1% of annualized base rent (5.4% of total deferrals) have completed their rent deferral period and have fully repaid the deferral amounts;
+Added: • 34 tenants aggregating 2.2% of annualized base rent (82.3% of total deferrals) have not completed their rent deferral repayment period and are fulfilling the terms of their deferral agreements;
+Added: • 12 tenants aggregating 0.3% of annualized base rent (12.3% of total deferrals) have defaulted on their rent deferral repayments.
+Added: The acquisition and disposition markets slowed in the early months of the COVID-19 pandemic as market participants searched for price discovery.
+Added: While transaction markets returned to more normal volumes recently, our acquisition volume will remain dependent on both the quality and pricing of the opportunity set and the price of our stock relative to net asset value per share.
We believe, although there can be no assurance, that our balance sheet is well positioned to make opportunistic acquisitions as we have no remaining debt maturities in 2020, a n $11.4 million mortgag e loan maturing in April 2021, and no balance outstanding on our $250 million revolving credit facility.
−Removed: In addition, we had a cash balance of approximate ly $148.3 million as of June 30, 2020 .
+Added: In addition, we had a cash balance of approximate ly $155.3 million as of September 30, 2020 .
See “ Item 1A - Risk Factors ” in this Quarterly Report on Form 10-Q for additional discussion regarding the risks to which we are and may be subject as a result of the COVID-19 pandemic.
Acquisition Activity
−Removed: During the three months ended June 30, 2020, we acquired one industrial building containing approximately 13,000 square feet and one improved land parcel containing approximately 2.8 acres for a total purchase price of approximately $10.1 million.
−Removed: The properties were acquired from unrelated third parties using existing cash on hand, net proceeds from dispositions and net proceeds from the issuance of common stock.
−Removed: The following table sets forth the industrial properties we acquired during the three months ended June 30, 2020:
+Added: During the three months ended September 30, 2020, we acquired one industrial building containing approximately 22,000 square feet for a total purchase price of approximately $6.3 million.
+Added: The property was acquired from an unrelated third party using existing cash on hand, net proceeds from dispositions and net proceeds from the issuance of common stock.
+Added: The following table sets forth the industrial property we acquired during the three months ended September 30, 2020:
Property Name Location Acquisition Date Number of
2 unchanged sentences
(in thousands) 1
−Removed: Kent, WA April 17, 2020 — — $ 4,500 5.7 %
−Removed: Hudson Seattle, WA May 13, 2020 1 13,000 5,611 4.0 %
−Removed: Total/Weighted Average 1 13,000 $ 10,111 4.8 %
+Added: Starlite Street South San Francisco July 10, 2020 1 22,000 $ 6,300 4.7 %
1 Excludes intangible liabilities and mortgage premiums, if any.
−Removed: The total aggregate initial investment was approximately $10.5 million, including $0.3 million in capitalized closing costs and acquisition costs and $0.1 million in assumed intangible liabilities.
+Added: The total initial investment was approximately $6.5 million, including $0.1 million in capitalized closing costs and acquisition costs and $0.1 million in assumed intangible liabilities.
2 Stabilized capitalization rates, referred to herein as stabilized cap rates, are calculated, at the time of acquisition, as annualized cash basis net operating income for the property stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.
1 unchanged sentence
We define cash basis net operating income for the property as net operating income excluding straight-line rents and amortization of lease intangibles.
−Removed: stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to stabilized cap rates and those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2019, in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and in out other public filings..
−Removed: 3 Represents an improved land parcel containing approximately 2.8 acres.
+Added: These stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to stabilized cap rates and those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2019, in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020 and in our other public filings.
Redevelopment Activity
−Removed: As of June 30, 2020, we have two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion with a total expected investment of approximately $97.0 million, including redevelopment costs, capitalized interest and other costs of approximately $89.8 million as follows:
+Added: As of September 30, 2020, we have one property under redevelopment expected to contain approximately 0.2 million square feet upon completion with a total expected investment of approximately $63.3 million, including redevelopment costs, capitalized interest and other costs of approximately $61.2 million as follows:
Property Name Total Expected
4 unchanged sentences
Estimated Post-Development Square Feet Estimated
−Removed: Quarter % Pre-leased June 30,2020
+Added: Stabilization
+Added: Quarter % Pre-leased September 30, 2020
Sodo Row - North & South $ 63,325 $ 61,183 $ 2,142 4.4 % 234,308 Q1 2022 14.0 %
−Removed: Kent 192 34,763 31,810 2,953 5.4 % 219,910 Q4 2020 — %
−Removed: Total/Weighted Average $ 97,034 $ 89,813 $ 7,221 4.8 % 454,218 7.0 %
−Removed: 1 Total expected investment for the property includes the initial purchase price, buyer’s due diligence and closing costs, estimated near-term redevelopment expenditures, capitalized interest and leasing costs necessary to achieve stabilization.
+Added: 1 Total expected investment for the property includes the initial purchase price, due diligence and closing costs, estimated near-term redevelopment expenditures, capitalized interest and leasing costs necessary to achieve stabilization.
2 Estimated stabilized cap rates are calculated as annualized cash basis net operating income for the property stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.
We define cash basis net operating income for the property as net operating income excluding straight-line rents and amortization of lease intangibles.
−Removed: These estimated stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to stabilized cap rates and those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2020, in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 and in our other public filings.
+Added: These estimated stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to stabilized cap rates and those risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2019, in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020 and in our other public filings.
+Added: During the third quarter of 2020, we completed redevelopment of our Kent 192 property in Seattle, Washington, an approximately 0.2 million square foot redevelopment property.
+Added: The total investment was approximately $33.9 million with an estimated stabilized cap rate of 5.0%.
Disposition Activity
−Removed: During the six months ended June 30, 2020, we sold three properties located in the Washington D.C.
−Removed: market for a sales price of approximately $51.3 million, resulting in a gain of approximately $17.8 million.
−Removed: The following summarizes the condensed results of operations of the properties sold during the three and six months ended June 30, 2020 and 2019 (dollars in thousands):
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: During the nine months ended September 30, 2020, we sold three properties located in the Washington, D.C.
+Added: market for a total aggregate sales price of approximately $51.3 million, resulting in a gain of approximately $17.8 million and one property located in the Miami market for a sales price of approximately $22.2 million, resulting in a gain of approximately $9.0 million.
+Added: The following summarizes the condensed results of operations of the properties sold during the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2020 2019 2020 2019
4 unchanged sentences
Income from operations $ 22 $ 518 $ 1,516 $ 1,525
−Removed: We have an at-the-market equity offering program (the “$300 Million ATM Program”) pursuant to which we may issue and sell shares of our common stock having an aggregate offering price of up to $300.0 million ($93.3 million remaining as of June 30, 2020) in amounts and at times as we determine from time to time.
+Added: We have an at-the-market equity offering program (the “$300 Million ATM Program”) pursuant to which we may issue and sell shares of our common stock having an aggregate offering price of up to $300.0 million ($92.9 million remaining as of September 30, 2020) in amounts and at times as we determine from time to time.
Prior to the implementation of the $300 Million ATM Program, we had a $250.0 million ATM program (the “$250 Million ATM Program”), which was substantially utilized as of May 31, 2019 and which is no longer active.
−Removed: We intend to use the net proceeds from the offering of the shares under the $300 Million ATM Program, if any, for general corporate purposes, which may include future acquisitions and repayment of indebtedness, including borrowings under our revolving credit facility.
−Removed: During the three and six months ended June 30, 2020, we issued an aggregate of 619,300 and 1,046,327 shares, respectively, of common stock at a weighted average offering price of $52.81 and $53.04 per share, respectively, under the $300 Million ATM Program, resulting in net proceeds of approximately $32.2 million and $54.7 million, respectively, and paying total compensation to the applicable sales agents of approximately $0.5 million and $0.8 million, respectively.
+Added: We intend to use the net proceeds from the offering of the shares under the $300 Million ATM Program, if any, for general corporate purposes, which may include future acquisitions and repayment of indebtedness, including borrowings under our revolving credit facility, if any.
+Added: During the three and nine months ended September 30, 2020, we issued an aggregate of 8,250 and 1,054,577 shares, respectively, of common stock at a weighted average offering price of $59.92 and $53.09 per share, respectively, under the $300 Million ATM Program, resulting in net proceeds of approximately $0.5 million and $55.2 million, respectively, and paying total compensation to the applicable sales agents of approximately $7,000 and $0.8 million, respectively.
Long Term Incentive Plan
4 unchanged sentences
The fair value of the performance share awards for the performance measurement period of January 1, 2020 to December 31, 2022 is $0.5 million, which will be recognized quarterly over a three-year period.
−Removed: Stock-based compensation expense for the performance share awards was $1.0 million and $2.5 million for the three and six months ended June 30, 2020, respectively.
+Added: Stock-based compensation expense for the performance share awards was $1.3 million and $3.8 million for the three and nine months ended September 30, 2020, respectively.
Equity Incentive Plan
3 unchanged sentences
No further awards will be made under the 2010 Plan.
−Removed: As of June 30, 2020, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or performance share awards under the 2019 Plan, of which 1,429,652 were remaining available for issuance.
+Added: As of September 30, 2020, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or performance share awards under the 2019 Plan, of which 1,376,906 were remaining available for issuance.
Senior Secured Loan
−Removed: We had a senior secured loan (the “Senior Secured Loan”) outstanding to a borrower that bore interest at a fixed annual interest rate of 8.0% and was fully repaid during the three months ended June 30, 2020.
+Added: We had a senior secured loan (the “Senior Secured Loan”) outstanding to a borrower that bore interest at a fixed annual interest rate of 8.0% and was fully repaid in May 2020.
The Senior Secured Loan was secured by a portfolio of six improved land parcels located primarily in Newark, New Jersey.
−Removed: As of June 30, 2020 and December 31, 2019, there was approximately $0 and $15.9 million, respectively, net of deferred loan fees of approximately $0 and $0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $0 and $0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.
+Added: As of September 30, 2020 and December 31, 2019, there was approximately $0 and $15.9 million, respectively, net of deferred loan fees of approximately $0 and $0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $0 and $0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.
Share Repurchase Program
−Removed: We have a share repurchase program authorizing us to repurchase up to 3,000,000 shares of our outstanding common stock from time to time through December 31, 2020.
+Added: We have a share repurchase program authorizing us to repurchase up to 3,000,000 shares of our outstanding common stock from time to time through December 31, 2022 (extended from December 31, 2020 by the Board of Directors on November 3, 2020).
Purchases made pursuant to this program will be made in either the open market or in privately negotiated transactions as permitted by federal securities laws and other legal requirements.
1 unchanged sentence
The program may be suspended or discontinued at any time.
−Removed: As of June 30, 2020, we had not repurchased any shares of stock pursuant to our share repurchase program.
+Added: As of September 30, 2020, we had not repurchased any shares of stock pursuant to our share repurchase program.
Dividend and Distribution Activity
−Removed: On August 4, 2020, our board of directors declared a cash dividend in the amount of $0.29 per share of our common stock payable on October 16, 2020 to the stockholders of record as of the close of business on October 2, 2020.
+Added: On November 3, 2020, our board of directors declared a cash dividend in the amount of $0.29 per share of our common stock payable on January 5, 2021 to the stockholders of record as of the close of business on December 15, 2020.
Contractual Commitments
−Removed: As of August 4, 2020, we have one outstanding contract with a third-party seller to acquire one improved land parcel consisting of approximately 7.0 acres, as described under the heading “Contractual Obligations” in this Quarterly Report on Form 10-Q.
−Removed: There is no assurance that we will acquire the property under contract because the proposed acquisition is subject to the completion of satisfactory due diligence and various closing conditions.
+Added: As of November 3, 2020, we have five outstanding contracts with third-party sellers to acquire three buildings and two improved land parcels consisting of 8.3 acres for a total aggregate anticipated purchase price of $42.5 million.
+Added: Additionally, we have executed two non-binding letters of intent with a third-party seller to acquire four industrial buildings consisting of approximately 125,000 square feet and one improved land parcel consisting of approximately 2.2 acres for an anticipated purchase price of approximately $25.6 million, as described under the heading “Contractual Obligations” in this Quarterly Report on Form 10-Q.
+Added: There is no assurance that we will acquire the properties and land parcels under contract because the proposed acquisitions are subject to the completion of satisfactory due diligence and various closing conditions.
+Added: There can also be no assurance that we will enter into a purchase and sale agreement with respect to the property under non-binding letter of intent or otherwise complete any such prospective purchase on the terms described or at all.
Financial Condition and Results of Operations
7 unchanged sentences
The results of operations of any acquired property are included in our financial statements as of the date of its acquisition.
−Removed: The analysis of our results below for the three and six months ended June 30, 2020 and 2019 includes the changes attributable to same store properties.
−Removed: The same store pool for the comparison of the three and six months ended June 30, 2020 and 2019 includes all properties that were owned and in operation as of June 30, 2020 and since January 1, 2019 and excludes properties that were either disposed of prior to, held for sale to a third party or in redevelopment as of June 30, 2020.
−Removed: As of June 30, 2020, the same store pool consisted of 198 buildings aggregating approximately 12.0 million square feet representing approximately 91.8% of our total square feet owned and 14 improved land parcels consisting of 54.2 acres.
−Removed: As of June 30, 2020, the non-same store properties, which we acquired, redeveloped, or sold during 2019 and 2020 or were held for sale (if any) or in redevelopment as of June 30, 2020, consisted of 20 buildings aggregating approximately 1.1 million square feet, eight improved land parcels containing approximately 30.8 acres and two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion.
−Removed: As of June 30, 2020 and 2019, our consolidated same store pool occupancy was approximately 96.5% and 97.7%, respectively.
+Added: The analysis of our results below for the three and nine months ended September 30, 2020 and 2019 includes the changes attributable to same store properties.
+Added: The same store pool for the comparison of the three and nine months ended September 30, 2020 and 2019 includes all properties that were owned and in operation as of September 30, 2020 and since January 1, 2019 and excludes properties that were either disposed of prior to, held for sale to a third party or in redevelopment as of September 30, 2020.
+Added: As of September 30, 2020, the same store pool consisted of 198 buildings aggregating approximately 12.0 million square feet representing approximately 91.5% of our total square feet owned and 14 improved land parcels consisting of 54.2 acres.
+Added: As of September 30, 2020, the non-same store properties, which we acquired, redeveloped, or sold during 2019 and 2020 or were held for sale (if any) or in redevelopment as of September 30, 2020, consisted of 21 buildings aggregating approximately 1.1 million square feet, eight improved land parcels containing approximately 30.8 acres and one property under redevelopment expected to contain approximately 0.2 million square feet upon completion.
+Added: As of September 30, 2020 and 2019, our consolidated same store pool occupancy was approximately 98.5% and 98.1%, respectively.
Our future financial condition and results of operations, including rental revenues, straight-line rents and amortization of lease intangibles, may be impacted by the acquisitions of additional properties, and expenses may vary materially from historical results.
−Removed: Comparison of the Three Months Ended June 30, 2020 to the Three Months Ended June 30, 2019:
−Removed: For the Three Months Ended June 30,
+Added: Comparison of the Three Months Ended September 30, 2020 to the Three Months Ended September 30, 2019:
+Added: For the Three Months Ended September 30,
2020 2019 $ Change % Change
29 unchanged sentences
Interest expense, including amortization (3,887) (3,952) 65 (1.6) %
−Removed: Gain on sales of real estate investments 17,750 — 17,750 n/a
+Added: Gain on sales of real estate investments 9,016 1,782 7,234 405.9 %
Total other income (expense) 5,180 (1,338) 6,518 n/a
6 unchanged sentences
See “Note 2 - Significant Accounting Policies” in our condensed notes to consolidated financial statements for more information regarding our adoption of this standard.
−Removed: 2 Includes 2020 and 2019 acquisitions and dispositions, eight improved land parcels and two properties under redevelopment as of June 30, 2020.
+Added: 2 Includes 2020 and 2019 acquisitions and dispositions, eight improved land parcels and one property under redevelopment as of September 30, 2020.
3 Includes straight-line rents and amortization of lease intangibles.
See “Non-GAAP Financial Measures” in this Quarterly Report on Form 10-Q for a definition and reconciliation of net operating income and same store net operating income from net income and a discussion of why we believe net operating income and same store net operating income are useful supplemental measures of our operating performance.
−Removed: Total revenues increased approximately $4.0 million for the three months ended June 30, 2020 compared to the same period from the prior year due primarily to property acquisitions during 2020 and 2019 and increased revenue on new and renewed leases, offset by a decline in occupancy rate.
−Removed: Cash rents on new and renewed leases totaling approximately 0.5 million square feet commencing during the three months ended June 30, 2020 increased approximately 38.2% compared to the same period from the prior year.
−Removed: For the three months ended June 30, 2020 and 2019, approximately $1.3 million and $0.7 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants.
−Removed: During the three months ended June 30, 2020, due to the effects of COVID-19, approximately $0.4 million in straight-line rent receivables was reversed.
−Removed: For the three months ended June 30, 2020, approximately $0.7 million in rent abatement was provided to the tenant at our Caribbean property pursuant to a lease extension.
+Added: Total revenues increased approximately $3.8 million for the three months ended September 30, 2020 compared to the same period from the prior year due primarily to property acquisitions during 2020 and 2019 and increased revenue on new and renewed leases.
+Added: Cash rents on new and renewed leases totaling approximately 0.9 million square feet commencing during the three months ended September 30, 2020 increased approximately 20.3% compared to the same period from the prior year.
+Added: For the three months ended September 30, 2020 and 2019, approximately $1.1 million and $0.4 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants.
+Added: During the three months ended September 30, 2020, due to the effects of COVID-19, approximately $0.2 million in straight-line rent receivables was reversed.
+Added: Additionally, during the three months ended September 30, 2020, we terminated a lease with the existing tenant at our Belleville property and executed a new lease with a leading e-commerce firm.
+Added: The lease termination fee received was approximately $3.3 million and the non-cash deferred rent receivable write-off was approximately $3.4 million.
Property operating expenses.
−Removed: Total property operating expenses increased approximately $1.2 million during the three months ended June 30, 2020 compared to the same period from the prior year.
−Removed: The increase in total property operating expenses was primarily due to an increase of approximately $0.7 million attributable to property acquisitions during 2020 and 2019.
+Added: Total property operating expenses increased approximately $1.2 million during the three months ended September 30, 2020 compared to the same period from the prior year.
+Added: The increase in total property operating expenses was primarily in the same store pool (approximately $1.0 million) and due to increases in real estate taxes related to annual rate increases, as well as utilities expenses incurred at certain of our properties.
Depreciation and amortization.
−Removed: Depreciation and amortization increased approximately $0.8 million during the three months ended June 30, 2020 compared to the same period from the prior year primarily due to property acquisitions during 2020 and 2019.
+Added: Depreciation and amortization increased approximately $1.0 million during the three months ended September 30, 2020 compared to the same period from the prior year primarily due to property acquisitions and dispositions during 2020 and 2019.
General and administrative expenses.
−Removed: General and administrative expenses decreased approximately $1.1 million primarily due to lower performance share award expense of approximately $1.0 million, partially offset by increased compensation expenses for the three months ended June 30, 2020 compared to the same period from the prior year.
+Added: General and administrative expenses remained consistent for the three months ended September 30, 2020 compared to the same period from the prior year.
Interest and other income.
−Removed: Interest and other income decreased approximately $0.6 million for the three months ended June 30, 2020 compared to the same period from the prior year primarily due to a decrease in our outstanding Senior Secured Loan balance.
+Added: Interest and other income decreased approximately $0.8 million for the three months ended September 30, 2020 compared to the same period from the prior year primarily due to a decrease in our outstanding Senior Secured Loan balance as a result of the repayment of such loan in May 2020.
Interest expense, including amortization.
−Removed: Interest expense decreased approximately $0.1 million for the three months ended June 30, 2020 compared to the same period from the prior year primarily due to the repayment of a mortgage loan payable in the amount of approximately $32.7 million, offset by the issuance of approximately $100.0 million of senior unsecured debt in December 2019.
−Removed: In addition, the interest rate on the variable rate term loan was lower during the three months ended June 30, 2020 compared to the same period from the prior year.
+Added: Interest expense decreased approximately $0.1 million for the three months ended September 30, 2020 compared to the same period from the prior year primarily due to a lower interest rate on our variable rate term loan and the repayment of a $32.7 million mortgage loan, offset by the issuance of a $100.0 million of senior unsecured debt in December 2019.
Gain on sales of real estate investments.
−Removed: Gain on sales of real estate investments increased approximately $17.8 million for the three months ended June 30, 2020 compared to the same period from the prior year.
−Removed: We did not sell any properties in the same period from the prior year.
−Removed: Comparison of the Six Months Ended June 30, 2020 to the Six Months Ended June 30, 2019:
−Removed: For the Six Months Ended June 30,
+Added: Gain on sales of real estate investments increased approximately $7.2 million for the three months ended September 30, 2020 compared to the same period from the prior year.
+Added: We recognized a gain of $9.0 million from the sale of one property during the three months ended September 30, 2020, compared to a recognized gain of approximately $1.8 million from the sale of one property in the same period from the prior year.
+Added: Comparison of the Nine Months Ended September 30, 2020 to the Nine Months Ended September 30, 2019:
+Added: For the Nine Months Ended September 30,
2020 2019 $ Change % Change
37 unchanged sentences
See “Note 2 - Significant Accounting Policies” in our condensed notes to consolidated financial statements for more information regarding our adoption of this standard.
−Removed: 2 Includes 2019 and 2020 acquisitions and dispositions, eight improved land parcels and two properties under redevelopment as of June 30, 2020.
+Added: 2 Includes 2019 and 2020 acquisitions and dispositions, eight improved land parcels and one property under redevelopment as of September 30, 2020.
3 Includes straight-line rents and amortization of lease intangibles.
See “Non-GAAP Financial Measures” in this Quarterly Report on Form 10-Q for a definition and reconciliation of net operating income and same store net operating income from net income and a discussion of why we believe net operating income and same store net operating income are useful supplemental measures of our operating performance.
−Removed: Total revenues increased approximately $8.2 million for the six months ended June 30, 2020 compared to the same period from the prior year due primarily to property acquisitions during 2020 and 2019 and increased revenue on new and renewed leases, offset by a decline in occupancy rate.
−Removed: Cash rents on new and renewed leases totaling approximately 1.1 million square feet commencing during the six months ended June 30, 2020 increased approximately 28.9% compared to the same period from the prior year.
−Removed: For the six months ended June 30, 2020 and 2019, approximately $1.9 million and $1.3 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants.
−Removed: During the six months ended June 30, 2020, due to the effects of COVID-19, approximately $0.9 million in straight-line rent receivables was reversed.
−Removed: For the six months ended June 30, 2020, approximately $0.7 million in rent abatements was provided to the tenant at our Caribbean property.
+Added: Total revenues increased approximately $12.0 million for the nine months ended September 30, 2020 compared to the same period from the prior year due primarily to property acquisitions during 2020 and 2019 and increased revenue on new and renewed leases.
+Added: Cash rents on new and renewed leases totaling approximately 2.0 million square feet commencing during the nine months ended September 30, 2020 increased approximately 25.2% compared to the same period from the prior year.
+Added: For the nine months ended September 30, 2020 and 2019, approximately $3.0 million and $1.7 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants.
+Added: During the nine months ended September 30, 2020, due to the effects of COVID-19, approximately $1.1 million in straight-line rent receivables was reversed.
+Added: For the nine months ended September 30, 2020, approximately $0.7 million in rent abatements was provided to the tenant at our Caribbean property.
+Added: Additionally, during the three months ended September 30, 2020, we terminated a lease with the existing tenant at our Belleville property and executed a new lease with a leading e-commerce firm.
+Added: The lease termination fee received was approximately $3.3 million and the non-cash deferred rent receivable write-off was approximately $3.4 million.
Property operating expenses.
−Removed: Total property operating expenses increased approximately $2.4 million during the six months ended June 30, 2020 compared to the same period from the prior year.
−Removed: The increase in total property operating expenses was primarily due to an increase of approximately $1.6 million attributable to property acquisitions during 2020 and 2019.
+Added: Total property operating expenses increased approximately $3.7 million (approximately $1.8 million in the same-store pool) during the nine months ended September 30, 2020 compared to the same period from the prior year.
+Added: The increase in total property operating expenses was due to annual rate increases in real estate taxes, as well as additional utilities expenses incurred at certain of our properties.
Depreciation and amortization.
−Removed: Depreciation and amortization increased approximately $1.5 million during the six months ended June 30, 2020 compared to the same period from the prior year primarily due to property acquisitions during 2019 and 2020.
+Added: Depreciation and amortization increased approximately $2.5 million during the nine months ended September 30, 2020 compared to the same period from the prior year primarily due to property acquisitions during 2019 and 2020.
General and administrative expenses.
−Removed: General and administrative expenses decreased approximately $1.3 million for the six months ended June 30, 2020 compared to the same period from the prior year due primarily to a decrease of approximately $1.6 million in stock based compensation expense including a decrease in performance share award expense of $2.3 million.
−Removed: offset by an increase in compensation expenses.
+Added: General and administrative expenses decreased approximately $1.3 million for the nine months ended September 30, 2020 compared to the same period from the prior year due primarily to a decrease of approximately $1.8 million in stock based compensation expense, including a decrease in performance share award expense of $2.6 million, offset by an increase in restricted stock amortization.
The decrease in performance share award expense primarily related to the expense for performance share awards granted prior to January 1, 2019, which varies quarter to quarter based on our relative share price performance.
Interest and other income.
−Removed: Interest and other income decreased approximately $1.6 million for the six months ended June 30, 2020 compared to the same period from the prior year primarily due to a decrease in our outstanding Senior Secured Loan balance.
+Added: Interest and other income decreased approximately $2.4 million for the nine months ended September 30, 2020 compared to the same period from the prior year primarily due to a decrease in our outstanding Senior Secured Loan balance as a result of the repayment of such loan in May 2020.
Interest expense, including amortization.
−Removed: Interest expense decreased approximately $0.4 million for the six months ended June 30, 2020 compared to the same period from the prior year.
−Removed: This decrease is primarily due to a lower interest rate on the variable rate term loan, the repayment of a $32.7 million mortgage loan, and an increase in capitalized interest, offset by the issuance of a $100.0 million of senior unsecured debt in December 2019.
+Added: Interest expense decreased approximately $0.5 million for the nine months ended September 30, 2020 compared to the same period from the prior year.
+Added: This decrease is primarily due to a lower interest rate on our variable rate term loan, the repayment of a $32.7 million mortgage loan, and an increase in capitalized interest, offset by the issuance of a $100.0 million of senior unsecured debt in December 2019.
Gain on sales of real estate investments.
−Removed: Gain on sales of real estate investments increased approximately $13.3 million for the six months ended June 30, 2020 compared to the same period from the prior year.
−Removed: We recognized a gain of $17.8 million from the sale of three properties during the six months ended June 30, 2020, as compared to a recognized gain of approximately $4.5 million from the sale of one property in the same period from the prior year.
+Added: Gain on sales of real estate investments increased approximately $20.5 million for the nine months ended September 30, 2020 compared to the same period from the prior year.
+Added: We recognized a gain of $26.8 million from the sale of four properties during the nine months ended September 30, 2020, compared to a recognized gain of approximately $6.2 million from the sale of two properties in the same period from the prior year.
Liquidity and Capital Resources
19 unchanged sentences
The success of our acquisition strategy may depend, in part, on our ability to obtain and borrow under our revolving credit facility and to access additional capital through issuances of equity and debt securities.
−Removed: The following sets forth certain information regarding our current at-the-market common stock offering program as of June 30, 2020:
+Added: The following sets forth certain information regarding our current at-the-market common stock offering program as of September 30, 2020:
ATM Stock Offering Program Date Implemented Maximum Aggregate
Offering Price (in
−Removed: thousands) Aggregate Common Stock Available as of three and six months ended (in thousands)
+Added: thousands) Aggregate Common Stock Available as of three and nine months ended (in thousands)
$300 Million ATM Program May 17, 2019 $ 300,000 $ 92,870
−Removed: The table below sets forth the activity under our at-the-market common stock offering programs during the three and six months ended June 30, 2020 and 2019, respectively (in thousands, except share and price per share data):
−Removed: For the Three Months Ended June 30,
+Added: The table below sets forth the activity under our at-the-market common stock offering programs during the three and nine months ended September 30, 2020 and 2019, respectively (in thousands, except share and price per share data):
+Added: For the Three Months Ended September 30,
Shares Sold Weighted Average
2 unchanged sentences
(in thousands)
−Removed: June 30, 2020 619,300 $ 52.81 $ 32,230 $ 474
−Removed: June 30, 2019 2,375,270 $ 45.76 $ 107,123 $ 1,576
−Removed: For the Six Months Ended June 30,
+Added: September 30, 2020 8,250 $ 59.92 $ 487 $ 7
+Added: September 30, 2019 1,458,630 $ 50.28 $ 72,283 $ 1,064
+Added: For the Nine Months Ended September 30,
Shares Sold Weighted Average
2 unchanged sentences
(in thousands)
−Removed: June 30, 2020 1,046,327 $ 53.04 $ 54,688 $ 804
−Removed: June 30, 2019 4,364,071 $ 43.77 $ 188,248 $ 2,770
−Removed: We had a Senior Secured Loan outstanding to a borrower that bore interest at a fixed annual interest rate of 8.0% and matured and was paid off during the quarter ended June 30, 2020.
+Added: September 30, 2020 1,054,577 $ 53.09 $ 55,175 $ 812
+Added: September 30, 2019 5,822,701 $ 45.40 $ 260,531 $ 3,833
+Added: We had the Senior Secured Loan outstanding to a borrower that bore interest at a fixed annual interest rate of 8.0% and was fully repaid in May 2020.
The Senior Secured Loan was secured by a portfolio of six improved land parcels located primarily in Newark, New Jersey.
−Removed: As of June 30, 2020 and December 31, 2019, there was approximately $0 and $15.9 million, respectively, net of deferred loan fees of approximately $0 and $0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $0 and $0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.
−Removed: As of June 30, 2020, we had $50.0 million of senior unsecured notes that mature in September 2022, $100.0 million of
−Removed: senior unsecured notes that mature in July 2024, $50.0 million of senior unsecured notes that mature in July 2026, $50.0 million
−Removed: of senior unsecured notes that mature in October 2027, $100.0 million of senior unsecured notes that mature in December 2029
−Removed: (collectively, the “Senior Unsecured Notes”), and a credit facility (the “Facility”), which consists of a $250.0 million unsecured
−Removed: revolving credit facility that matures in October 2022, a $100.0 million term loan that matures in January 2022.
−Removed: June 30, 2020 and December 31, 2019, there were no borrowings outstanding on our revolving credit facility and $100.0 million of borrowings outstanding on our term loan.
−Removed: As of June 30, 2020, we had one interest rate cap to hedge the variable cash flows associated with $50.0 million of its existing $100.0 million variable-rate term loan.
+Added: As of September 30, 2020 and December 31, 2019, there was approximately $0 and $15.9 million, respectively, net of deferred loan fees of approximately $0 and $0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $0 and $0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.
+Added: As of September 30, 2020, we had $50.0 million of senior unsecured notes that mature in September 2022, $100.0 million of senior unsecured notes that mature in July 2024, $50.0 million of senior unsecured notes that mature in July 2026, $50.0 million of senior unsecured notes that mature in October 2027, $100.0 million of senior unsecured notes that mature in December 2029 (collectively, the “Senior Unsecured Notes”), and a credit facility (the “Facility”), which consists of a $250.0 million unsecured revolving credit facility that matures in October 2022, and a $100.0 million term loan that matures in January 2022.
+Added: As of both September 30, 2020 and December 31, 2019, there were no borrowings outstanding on our revolving credit facility and $100.0 million of borrowings outstanding on our term loan.
+Added: As of September 30, 2020, we had one interest rate cap to hedge the variable cash flows associated with $50.0 million of our existing $100.0 million variable-rate term loan.
The cap has a notional value of $50.0 million and will effectively cap the annual interest rate payable at 4.0% plus 1.20% to 1.70%, depending on leverage, with respect to $50.0 million for the period from December 1, 2014 (effective date) to May 4, 2021.
3 unchanged sentences
Outstanding borrowings under the Facility are limited to the lesser of (i) the sum of the $100.0 million term loan and the $250.0 million revolving credit facility, or (ii) 60.0% of the value of the unencumbered properties.
−Removed: Interest on the Facility, including the term loans, is generally to be paid based upon, at our option, either (i) LIBOR plus the applicable LIBOR margin or (ii) the applicable base rate which is the greatest of the administrative agent’s prime rate, 0.50% above the federal funds effective rate, or thirty-day LIBOR plus the applicable LIBOR margin for LIBOR rate loans under the Facility plus 1.25%.
−Removed: The applicable LIBOR margin will range from 1.05% to 1.50% (1.05% as of June 30, 2020) for the revolving credit facility and 1.20% to 1.70% (1.20% as of June 30, 2020) and the $100.0 million term loan that matures in January 2022, depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value.
+Added: Interest on the Facility, including the term loan, is generally to be paid based upon, at our option, either (i) LIBOR plus the applicable LIBOR margin or (ii) the applicable base rate which is the greatest of the administrative agent’s prime rate, 0.50% above the federal funds effective rate, or thirty-day LIBOR plus the applicable LIBOR margin for LIBOR rate loans under the Facility plus 1.25%.
+Added: The applicable LIBOR margin will range from 1.05% to 1.50% (1.05% as of September 30, 2020) for the revolving credit facility and 1.20% to 1.70% (1.20% as of September 30, 2020) for the $100.0 million term loan that matures in January 2022, depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value.
The Facility requires quarterly payments of an annual facility fee in an amount ranging from 0.15% to 0.30%, depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value.
2 unchanged sentences
The Facility and the Senior Unsecured Notes include a series of financial and other covenants with which we must comply.
−Removed: We were in compliance with the covenants under the Facility and the Senior Unsecured Notes as of June 30, 2020 and December 31, 2019.
−Removed: As of June 30, 2020 and December 31, 2019, we had outstanding mortgage loans payable, net of deferred financing costs, of approximately $11.5 million and $44.3 million, respectively, and held cash and cash equivalents totaling approximately $148.3 million and $110.1 million, respectively.
−Removed: The following tables summarize our debt maturities and principal payments and market capitalization, capitalization ratios, Adjusted EBITDA, interest coverage, fixed charge coverage and debt ratios as of and for the six months ended June 30, 2020 and 2019 (dollars in thousands, except per share data):
+Added: We were in compliance with the covenants under the Facility and the Senior Unsecured Notes as of September 30, 2020 and December 31, 2019.
+Added: As of September 30, 2020 and December 31, 2019, we had outstanding mortgage loans payable, net of deferred financing costs, of approximately $11.4 million and $44.3 million, respectively, and held cash and cash equivalents totaling approximately $155.3 million and $110.1 million, respectively.
+Added: The following tables summarize our debt maturities and principal payments and market capitalization, capitalization ratios, Adjusted EBITDA, interest coverage, fixed charge coverage and debt ratios as of and for the nine months ended September 30, 2020 and 2019 (dollars in thousands, except per share data):
Facility Term Loan Senior
11 unchanged sentences
Weighted average interest rate n/a 1.4% 3.8% 5.5% 3.3%
−Removed: As of June 30, 2020 As of June 30, 2019
+Added: As of September 30, 2020 As of September 30, 2019
Total Debt, net $ 459,083 $ 442,486
23 unchanged sentences
Weighted Average Maturity of Total Debt (years) 4.7 3.9
−Removed: 1 Includes 438,483 and 370,201 shares of unvested restricted stock outstanding as of June 30, 2020 and 2019, respectively.
−Removed: 2 Closing price of our shares of common stock on the New York Stock Exchange on June 30, 2020 and June 28, 2019, respectively, in dollars per share.
−Removed: 3 Total debt-to-total investments in properties is calculated as total debt, including premiums and net of deferred financing costs, divided by total investments in properties, including one property held for sale with a gross book value of approximately $15.1 million and accumulated depreciation and amortization of $3.3 million.
−Removed: 4 Total debt-to-total investments in properties and Senior Secured Loan is calculated as total debt, including premiums and net of deferred financing costs, divided by total investments in properties, including one property held for sale with a gross book value of approximately $15.1 million and accumulated depreciation and amortization of $3.3 million, and total Senior Secured Loan, net of deferred loan fees of approximately $0 and $0.1 million, as of June 30, 2020 and 2019, respectively.
−Removed: 5 Total debt-to-total market capitalization is calculated as total debt, including premiums and net of deferred financing costs, divided by total market capitalization as of June 30, 2020 and 2019, respectively.
+Added: 1 Includes 203,729 and 427,868 shares of unvested restricted stock outstanding as of September 30, 2020 and 2019, respectively.
+Added: 2 Closing price of our shares of common stock on the New York Stock Exchange on September 30, 2020 and September 28, 2019, respectively, in dollars per share.
+Added: 3 Total debt-to-total investments in properties is calculated as total debt, including premiums and net of deferred financing costs, divided by total investments in properties.
+Added: 4 Total debt-to-total investments in properties and Senior Secured Loan is calculated as total debt, including premiums and net of deferred financing costs, divided by total investments in properties, including the Senior Secured Loan, net of deferred loan fees of approximately $0 and $0.1 million, as of September 30, 2020 and 2019, respectively.
+Added: 5 Total debt-to-total market capitalization is calculated as total debt, including premiums and net of deferred financing costs, divided by total market capitalization as of September 30, 2020 and 2019, respectively.
6 Floating rate debt as a percentage of total debt is calculated as floating rate debt, including premiums and net of deferred financing costs, divided by total debt, including premiums and net of deferred financing costs.
−Removed: Floating rate debt includes $100.0 million variable-rate term loan borrowings, of which $50.0 million is subject to an interest rate cap of 4.0% plus 1.20% to 1.70%, depending on leverage as of June 30, 2020, and $150.0 million variable-rate term loan borrowings, of which $100.0 million is subject to interest rate caps of 4.0% plus 1.20% to 1.70% as of June 30, 2019.
+Added: Floating rate debt includes $100.0 million variable-rate term loan borrowings, of which $50.0 million is subject to an interest rate cap of 4.0% plus 1.20% to 1.70%, depending on leverage as of September 30, 2020, and our $150.0 million variable-rate term loan borrowings, of which $100.0 million was subject to interest rate caps of 4.0% plus 1.20% to 1.70% as of September 30, 2019.
See “Note 9 - Derivative Financial Instruments” in our condensed notes to consolidated financial statements for more information regarding our interest rate caps.
7 Unhedged floating rate debt as a percentage of total debt is calculated as unhedged floating rate debt, including premiums and net of deferred financing costs, divided by total debt, including premiums and net of deferred financing costs.
−Removed: Hedged debt includes our $100.0 million variable-rate term loan borrowings, of which $50.0 million is subject to an interest rate cap of 4.0% plus 1.20% to 1.70%, depending on leverage as of June 30, 2020 and $150.0 million variable rate term loan borrowings subject to interest rate caps of 4.0% plus 1.20% to 1.70% as of June 30, 2019.
+Added: Hedged debt includes our $100.0 million variable-rate term loan borrowings, of which $50.0 million is subject to an interest rate cap of 4.0% plus 1.20% to 1.70%, depending on leverage as of September 30, 2020, and our $150.0 million variable rate term loan borrowings of which $100.0 million was subject to interest rate caps of 4.0% plus 1.20% to 1.70% as of September 30, 2019.
See “Note 9 - Derivative Financial Instruments” in our condensed notes to consolidated financial statements for more information regarding our interest rate caps.
8 Mortgage loans payable as a percentage of total debt is calculated as mortgage loans payable, including premiums and net of deferred financing costs, divided by total debt, including premiums and net of deferred financing costs.
−Removed: 9 Mortgage loans payable as a percentage of total investments in properties is calculated as mortgage loans payable, including premiums and net of deferred financing costs, divided by total investments in properties, including one property held for sale with a gross book value of approximately $15.1 million and accumulated depreciation and amortization of $3.3 million.
−Removed: 10 Earnings before interest, taxes, gains (losses) from sales of property, depreciation and amortization, acquisition costs and stock-based compensation (“Adjusted EBITDA”) for the six months ended June 30, 2020 and 2019, respectively.
+Added: 9 Mortgage loans payable as a percentage of total investments in properties is calculated as mortgage loans payable, including premiums and net of deferred financing costs, divided by total investments in properties.
+Added: 10 Earnings before interest, taxes, gains (losses) from sales of property, depreciation and amortization, acquisition costs and stock-based compensation (“Adjusted EBITDA”) for the nine months ended September 30, 2020 and 2019, respectively.
See “Non-GAAP Financial Measures” in this Quarterly Report on Form 10-Q for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance.
5 unchanged sentences
See “Non-GAAP Financial Measures” in this Quarterly Report on Form 10-Q for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance.
−Removed: The following table sets forth the cash dividends paid or payable per share during the six months ended June 30, 2020:
+Added: The following table sets forth the cash dividends paid or payable per share during the nine months ended September 30, 2020:
For the Three Months Ended Security Dividend per
2 unchanged sentences
June 30, 2020 Common stock $ 0.27 May 5, 2020 June 30, 2020 July 14, 2020
+Added: September 30, 2020 Common stock $ 0.29 August 4, 2020 October 2, 2020 October 16, 2020
Sources and Uses of Cash
2 unchanged sentences
Cash From Operating Activities.
−Removed: Net cash provided by operating activities totaled approximately $45.4 million for the six months ended June 30, 2020 compared to approximately $43.9 million for the six months ended June 30, 2019.
−Removed: This increase in cash provided by operating activities is primarily attributable to additional cash flows generated from the properties acquired during 2019 and 2020 and same store properties.
+Added: Net cash provided by operating activities totaled approximately $77.4 million for the nine months ended September 30, 2020 compared to approximately $68.5 million for the nine months ended September 30, 2019.
+Added: This increase in cash provided by operating activities is primarily attributable to additional cash flows generated from the properties we acquired during 2019 and 2020 and same store properties.
Cash From Investing Activities.
−Removed: Net cash provided by investing activities was approximately $5.5 million and net cash used in investing activities was $93.1 million, respectively, for the six months ended June 30, 2020 and 2019, which consisted primarily of cash paid for property acquisitions of approximately $40.4 million and $73.2 million, respectively, additions to capital improvements of approximately $19.7 million and $31.8 million, respectively, offset by net cash received for the Senior Secured Loan of $15.9 million and $0, respectively, and net proceeds from sales of real estate investments of approximately $49.7 million and $12.0 million, respectively.
+Added: Net cash provided by investing activities was approximately $8.5 million and net cash used in investing activities was $236.7 million, respectively, for the nine months ended September 30, 2020 and 2019, which consisted primarily of cash paid for property acquisitions of approximately $46.8 million and $216.8 million, respectively, additions to capital improvements of approximately $31.3 million and $45.2 million, respectively, offset by net cash received for the Senior Secured Loan of $15.9 million and $0, respectively, and net proceeds from sales of real estate investments of approximately $70.7 million and $25.3 million, respectively.
Cash From Financing Activities.
−Removed: Net cash used in financing activities was approximately $14.9 million for the six months ended June 30, 2020, which consisted primarily of approximately $54.7 million in net common stock issuance proceeds offset by approximately $36.5 million in equity dividend payments and approximately $32.8 million in mortgage loan payments.
−Removed: Net cash provided by financing activities was approximately $134.8 million for the six months ended June 30, 2019, which consisted primarily of approximately $188.3 million in net common stock issuance proceeds and $21.9 million in net borrowings on our Facility offset by approximately $29.8 million in equity dividend payments.
+Added: Net cash used in financing activities was approximately $42.6 million for the nine months ended September 30, 2020, which consisted primarily of approximately $55.2 million in net common stock issuance proceeds offset by approximately $54.9 million in equity dividend payments and approximately $33.0 million in mortgage loan payments.
+Added: Net cash provided by financing activities was approximately $191.1 million for the nine months ended September 30, 2019, which consisted primarily of approximately $260.7 million in net common stock issuance proceeds offset by $19.0 million in net payments on our Facility and approximately $45.5 million in equity dividend payments.
Critical Accounting Policies
3 unchanged sentences
Contractual Obligations
−Removed: As of August 4, 2020, we have one outstanding contract with a third-party seller to acquire one industrial property.
−Removed: There is no assurance that we will acquire the property under contract because the proposed acquisition is subject to the completion of satisfactory due diligence and various closing conditions.
−Removed: The following table summarizes certain information with respect to the property we have under contract:
+Added: As of November 3, 2020, we have five outstanding contracts with third-party sellers to acquire three industrial properties consisting of approximately 68,000 square feet and two improved land parcels consisting of 5.8 acres for a total aggregate anticipated purchase price of approximately $42.5 million.
+Added: There is no assurance that we will acquire the properties under contract because the proposed acquisitions are subject to the completion of satisfactory due diligence and various closing conditions.
+Added: The following table summarizes certain information with respect to the properties we have under contract:
Market Number of
2 unchanged sentences
Los Angeles 1
+Added: 1 12,618 $ 14,300 $ —
Northern New Jersey/New York City
+Added: 1 16,159 10,625 —
San Francisco Bay Area — — — —
−Removed: Miami — — — —
+Added: Seattle 1 38,883 11,737 —
Washington, D.C.
1 unchanged sentence
1 Includes one improved land parcel containing approximately 2.5 acres.
−Removed: As of August 4, 2020, we executed two non-binding letters of intent with third-party sellers to acquire one industrial building consisting of approximately 13,000 square feet and one improved land parcel consisting of approximately 4.7 acres for a total anticipated purchase price of approximately $22.7 million.
−Removed: In the normal course of its business, we enter into non-binding letters of intent to purchase properties from third parties that may obligate us to make payments or perform other obligations upon the occurrence of certain events, including the execution of a purchase and sale agreement and satisfactory completion of various due diligence matters.
−Removed: There can be no assurance that we will enter into purchase and sale agreements with respect to these properties or otherwise complete any such prospective purchases on the terms described or at all.
−Removed: The following table summarizes our contractual obligations due by period as of June 30, 2020 (dollars in thousands):
+Added: 2 Includes one improved land parcel containing approximately 5.8 acres.
+Added: As of November 3, 2020, we have executed two non-binding letters of intent with third-party sellers to acquire four industrial buildings consisting of approximately 125,000 square feet and one improved land parcel consisting of approximately 2.2 acres for a total anticipated purchase price of approximately $25.6 million.
+Added: In the normal course of our business, we enter into non-binding letters of intent to purchase properties from third parties that may obligate us to make payments or perform other obligations upon the occurrence of certain events, including the execution of a purchase and sale agreement and satisfactory completion of various due diligence matters.
+Added: There can be no assurance that we will enter into a purchase and sale agreement with respect to the property or otherwise complete any such prospective purchase on the terms described or at all.
+Added: The following table summarizes our contractual obligations due by period as of September 30, 2020 (dollars in thousands):
Contractual Obligations Less than 1
15 unchanged sentences
As a result, we believe that the use of FFO, together with the required GAAP presentations, provide a more complete understanding of our operating performance.
−Removed: The following table reflects the calculation of FFO reconciled from net income for the three and six months ended June 30, 2020 and 2019 (dollars in thousands except per share data):
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: The following table reflects the calculation of FFO reconciled from net income for the three and nine months ended September 30, 2020 and 2019 (dollars in thousands except per share data):
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2020 2019 $ Change % Change 2020 2019 $ Change % Change
$ 22,722 $ 14,784 $ 7,938 53.7 % $ 66,282 $ 40,695 $ 25,587 62.9 %
−Removed: Gain on sales of real estate investments (17,750) — (17,750) n/a (17,750) (4,465) (13,285) 297.5 %
+Added: Gain on sales of real estate investments (9,016) (1,782) (7,234) 405.9 % (26,766) (6,247) (20,519) 328.5 %
Depreciation and amortization
14 unchanged sentences
1 To be consistent with our policies of determining whether instruments granted in share-based payment transactions are participating securities and accounting for earnings per share, the FFO per common share is adjusted for FFO distributed through declared dividends (if any) and allocated to all participating securities (weighted average common shares outstanding and unvested restricted shares outstanding) under the two-class method.
−Removed: Under this method, allocations were made to 438,595 and 385,587 of weighted average unvested restricted shares outstanding for the three months ended June 30, 2020 and 2019, respectively, and 436,567 and 387,542 of weighted average unvested restricted shares outstanding for the six months ended June 30, 2020 and 2019, respectively.
−Removed: Includes performance share award expense of approximately $1.0 million and $2.8 million for the three months ended June 30, 2020 and 2019, respectively, and approximately $2.5 million and $4.8 million for the six months ended June 30, 2020 and 2019, respectively.
+Added: Under this method, allocations were made to 291,893 and 406,970 of weighted average unvested restricted shares outstanding for the three months ended September 30, 2020 and 2019, respectively, and 387,990 and 394,089 of weighted average unvested restricted shares outstanding for the nine months ended September 30, 2020 and 2019, respectively.
+Added: 2 Includes performance share award expense of approximately $1.3 million and $1.6 million for the three months ended September 30, 2020 and 2019, respectively, and approximately $3.8 million and $6.4 million for the nine months ended September 30, 2020 and 2019, respectively.
See “Note 11 – Stockholders’ Equity” in the condensed notes to consolidated financial statements for more information regarding our performance share awards.
−Removed: FFO increased by approximately $3.4 million and $5.8 million for the three and six months ended June 30, 2020, respectively, compared to the same periods from the prior year due primarily to property acquisitions during 2019 and 2020 and same store NOI growth of approximately $0.5 million and $0.8 million for the three and six months ended June 30, 2020, respectively, compared to the same periods from the prior year.
−Removed: In addition, the FFO increased due to a decrease in performance share award expense of approximately $1.8 million and $2.1 million for the three and six months ended June 30, 2020, respectively, partially offset by a decline of approximately $0.2 million and $0.1 million related to the disposition of properties for the three and six months ended June 30, 2020, respectively.
+Added: FFO increased by approximately $1.8 million and $7.6 million for the three and nine months ended September 30, 2020, respectively, compared to the same periods from the prior year due primarily to property acquisitions during 2019 and 2020 and same store NOI growth of approximately $0.8 million and $1.6 million for the three and nine months ended September 30, 2020, respectively, compared to the same periods from the prior year.
+Added: In addition, FFO increased due to a decrease in performance share award expense of approximately $0.3 million and $2.6 million for the three and nine months ended September 30, 2020, respectively.
We compute Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, gain on sales of real estate investments, acquisition costs and stock-based compensation.
2 unchanged sentences
As we are currently in a growth phase, acquisition costs are excluded from Adjusted EBITDA to allow for the comparison of our operating performance to that of stabilized companies.
−Removed: The following table reflects the calculation of Adjusted EBITDA reconciled from net income for the three and six months ended June 30, 2020 and 2019 (dollars in thousands):
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: The following table reflects the calculation of Adjusted EBITDA reconciled from net income for the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2020 2019 $ Change % Change 2020 2019 $ Change % Change
Net income $ 22,722 $ 14,784 $ 7,938 53.7 % $ 66,282 $ 40,695 $ 25,587 62.9 %
−Removed: Gain on sales of real estate investments (17,750) — (17,750) n/a (17,750) (4,465) (13,285) 297.5 %
+Added: Gain on sales of real estate investments (9,016) (1,782) (7,234) 405.9 (26,766) (6,247) (20,519) 328.5 %
Depreciation and amortization 12,124 11,105 1,019 9.2 % 34,683 32,168 2,515 7.8 %
7 unchanged sentences
We compute cash-basis same store NOI as same store NOI excluding straight-line rents and amortization of lease intangibles.
−Removed: The same store pool includes all properties that were owned and in operation as of June 30, 2020 and since January 1, 2019 and excludes properties that were either disposed of prior to, held for sale to a third party or in redevelopment as of June 30, 2020.
−Removed: As of June 30, 2020, the same store pool consisted of 198 buildings aggregating approximately 12.0 million square feet representing approximately 91.8% of our total square feet owned and 14 improved land parcels containing approximately 54.2 acres.
+Added: The same store pool includes all properties that were owned and in operation as of September 30, 2020 and since January 1, 2019 and excludes properties that were either disposed of prior to, held for sale to a third party or in redevelopment as of September 30, 2020.
+Added: As of September 30, 2020, the same store pool consisted of 198 buildings aggregating approximately 12.0 million square feet representing approximately 91.5% of our total square feet owned and 14 improved land parcels containing approximately 54.2 acres.
We believe that presenting NOI, same store NOI and cash-basis same store NOI provides useful information to investors regarding the operating performance of our properties because NOI excludes certain items that are not considered to be controllable in connection with the management of the properties, such as depreciation, amortization, general and administrative expenses, acquisition costs and interest expense.
By presenting same store NOI and cash-basis same store NOI, the operating results on a same store basis are directly comparable from period to period.
−Removed: The following table reflects the calculation of NOI, same store NOI and cash-basis same store NOI reconciled from net income for the three and six months ended June 30, 2020 and 2019 (dollars in thousands):
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: The following table reflects the calculation of NOI, same store NOI and cash-basis same store NOI reconciled from net income for the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2020 2019 $ Change % Change 2020 2019 $ Change % Change
10 unchanged sentences
Less straight-line rents and amortization of lease intangibles 4
−Removed: (1,103) (1,766) 663 (37.5) % (1,698) (3,426) 1,728 (50.4) %
+Added: 2,509 (1,346) 3,855 n/a 811 (4,772) 5,583 n/a
Cash-basis same store NOI 3
$ 32,528 $ 27,894 $ 4,634 16.6 % $ 88,767 $ 81,600 $ 7,167 8.8 %
−Removed: 1 Includes approximately $0.2 million of lease termination income for both the three months ended June 30, 2020 and 2019, and approximately $0.2 million of lease termination income for both the six months ended June 30, 2020 and 2019.
−Removed: 2 Includes 2019 and 2020 acquisitions and dispositions, eight improved land parcels and two properties under redevelopment.
−Removed: 3 Includes approximately $0.1 million and $0.2 million of lease termination income for the three months ended June 30, 2020 and 2019, respectively, and approximately $0.1 million and $0.2 million of lease termination income for the six months ended June 30, 2020 and 2019, respectively.
+Added: Less termination fee income (3,483) (40) (3,443) 8,607.5 % (3,621) (203) (3,418) 1,683.7 %
+Added: Cash-basis same store NOI excluding termination fees $ 29,045 $ 27,854 $ 1,191 4.3 % $ 85,146 $ 81,397 $ 3,749 4.6 %
+Added: 1 Includes approximately $3.5 million and $40,000 of lease termination income for the three months ended September 30, 2020 and 2019, respectively, and approximately $3.7 million and $0.2 million of lease termination income for the nine months ended September 30, 2020 and 2019, respectively.
+Added: 2 Includes 2019 and 2020 acquisitions and dispositions, eight improved land parcels and one property under redevelopment.
+Added: 3 Includes approximately $3.5 million and $40,000 of lease termination income for the three months ended September 30, 2020 and 2019, respectively, and approximately $3.6 million and $0.2 million of lease termination income for the nine months ended September 30, 2020 and 2019, respectively.
4 Includes straight-line rents and amortization of lease intangibles for the same store pool only.
−Removed: Cash-basis same store NOI increased by approximately $1.1 million for the three months ended June 30, 2020 compared to the same period from the prior year primarily due to increased rental revenue on new and renewed leases, offset by a decrease in occupancy rate.
−Removed: The decline in occupancy as compared to the prior quarter was driven primarily by a 192,000 square foot lease expiration at our 130 Interstate property and a 50,000 square foot lease expiration at our Whelan property which was acquired in the fourth quarter of 2019 with a short-term lease.
−Removed: For the three months ended June 30, 2020 and 2019, respectively, total contractual rent abatements of approximately $0.8 million and $0.7 million were given to certain tenants in the same-store pool and approximately $0.1 million and $0.2 million in lease termination income was received from certain tenants in the same store pool.
−Removed: In addition, approximately $0.3 million of the increase in cash-basis same store NOI for the three months ended June 30, 2020 related to properties that were acquired vacant or with near term expirations in 2018.
−Removed: Cash-basis same store NOI increased by approximately $2.5 million for the six months ended June 30, 2020 compared to the same period from the prior year primarily due to increased rental revenue on new and renewed leases, offset by a decrease in occupancy rate.
−Removed: For both the six months ended June 30, 2020 and 2019, total contractual rent abatements of approximately $1.2 million were given to certain tenants in the same-store pool and approximately $0.1 million and $0.2 million, respectively, in lease termination income was received from certain tenants in the same store pool.
−Removed: In addition, approximately $0.4 million of the increase in cash-basis same store NOI for the six months ended June 30, 2020 related to properties that were acquired vacant or with near term expirations in 2018.
+Added: Cash-basis same store NOI increased by approximately $4.6 million for the three months ended September 30, 2020 compared to the same period from the prior year.
+Added: Such increase included a cash termination fee of approximately $3.3 million paid in July 2020, related to the termination of a lease held with the existing tenant at our Belleville property.
+Added: We have since executed a new lease with a leading e-commerce firm.
+Added: In connection with the termination we incurred a non-cash deferred rent receivable write-off of approximately $3.4 million.
+Added: In addition, cash-basis same store NOI increased due to increased rental revenue on new and renewed leases.
+Added: For the three months ended September 30, 2020 and 2019, respectively, total contractual rent abatements of approximately $0.6 million and $0.4 million, were given to certain tenants in the same-store pool and approximately $3.5 million and $40,000, in lease termination income was received from certain tenants in the same store pool.
+Added: Approximately $0.3 million of the increase in cash-basis same store NOI for the three months ended September 30, 2020 related to properties that were acquired vacant or with near term expirations in 2018.
+Added: Cash-basis same store NOI increased by approximately $7.2 million for the nine months ended September 30, 2020 compared to the same period from the prior year.
+Added: Such increase included a cash termination fee of approximately $3.3 million paid in July 2020, related to the termination of a lease held with the existing tenant at our Belleville property.
+Added: We have since executed a new lease with a leading e-commerce firm.
+Added: In connection with the termination we incurred a non-cash deferred rent receivable write-off of approximately $3.4 million.
+Added: In addition, cash-basis same store NOI increased due to increased rental revenue on new and renewed leases, offset by a decrease in occupancy rate.
+Added: For the nine months ended September 30, 2020 and 2019, total contractual rent abatements of $1.7 million and $1.6 million, respectively, were given to certain tenants in the same-store pool and approximately $3.6 million and $0.2 million, respectively, in lease termination income was received from certain tenants in the same store pool.
+Added: Approximately $0.7 million of the increase in cash-basis same store NOI for the nine months ended September 30, 2020 related to properties that were acquired vacant or with near term expirations in 2018.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.