Exhibit 99.1
AMB Property Corporation
®
FOR IMMEDIATE RELEASE
AMB PROPERTY CORPORATION
® ANNOUNCES FOURTH QUARTER AND FULL YEAR 2008 RESULTS
SAN FRANCISCO, January 29, 2009 AMB Property Corporation® (NYSE: AMB), a leading
owner, operator and developer of industrial real estate, today reported results for the fourth
quarter and full year 2008. Funds from operations per fully diluted share and unit (FFOPS) were a
$1.69 loss for the fourth quarter of 2008 and income of $0.78 for the full year 2008 compared to
income of $1.20 and $3.51 for the same periods in 2007.
Consistent with its previous announcement, the company recognized charges in the fourth quarter
2008 related to the valuation of its development program and reduction in personnel of
approximately $218 million or $2.15 per share; these charges were almost entirely non-cash.
Excluding the impact of the impairments and restructuring charges, FFO would have been $0.47 for
the fourth quarter and $2.89 for the full year 2008.
Net income available to common stockholders per fully diluted share (EPS) was a loss of $2.07 for
the fourth quarter of 2008 compared to income of $0.92 for the same period in 2007. The loss was
primarily attributable to impairment charges and restructuring costs that the company incurred in
the quarter. For the full year 2008 EPS was a loss of $0.67 compared to income of $2.96 for the
same period in 2007.
In light of significant changes in the capital markets and the global economic outlook, during the
quarter, we thought it was prudent to conduct a comprehensive review of our portfolio, said Hamid
R. Moghadam, AMBs chairman & CEO. While the magnitude of the impairment charges was significant,
the quality of our assets and our portfolios long-term earnings capacity remain intact.
Operating Results
AMBs operating portfolio was 95.1 percent occupied at December 31, 2008 and maintained an average
occupancy of 94.9 percent throughout the year. Benefiting from occupancy gains and rising rents,
cash basis same store net operating income (SS NOI), without the effects of lease termination
fees, increased 0.2 percent in the fourth quarter and 3.7 percent for the full year, over the same
periods in 2007.
Average rent change on renewals and rollovers in AMBs operating portfolio increased 2.5 percent in
the quarter, and 3.1 percent for the trailing four quarters ended December 31, 2008.
Leasing Activity
During the fourth quarter of 2008, the company leased more than 2.2 million square feet (206,400
square meters) of its development pipeline, bringing the full-year total to a new annual leasing
record of approximately 8.3 million square feet (768,300 square meters) compared to
Pier 1,
Bay 1 San Francisco, California 94111 United States Main +1 415 394 9000 Fax +1 415 394 9001
Page 2
approximately 8.2 million square feet (761,800 square meters) of development leasing in 2007.
Customers that initiated and expanded their relationships with AMB in 2008 range from global
consumer brands to third party logistics and air freight forwarder companies and include: 3M, DHL,
Dorel, KLM, Kuehne + Nagel, Pepsico Canada, Schenker and Wincanton.
In its global operating portfolio, AMB leased more than 5.2 million square feet (480,400 square
meters) in the fourth quarter and more than 23.8 million square feet (2.2 million square meters) in
the full year 2008. In combination with leasing in its development pipeline, the company leased a
total of more than 32.1 million square feet (3.0 million square meters) globally in the full year
2008.
We were able to maintain strong leasing activity through year end despite our customers
increasing caution regarding new space commitments, stated Mr. Moghadam. In fact, 2008
represented a record leasing year for our development portfolio. These important results are a
testament to our focused investment strategy, the quality of our portfolio, the strength of our
customer relationships and the diligence of our local teams.
Investment Activity
The companys development-start and acquisition activities in the quarter were commensurate with
its plans to limit capital deployment until the financial and real estate markets stabilize. The
company commenced development on previously committed projects totaling 1.4 million square feet
(131,200 square meters) during the quarter, with an expected total investment of approximately
$79.5 million. Development starts for the full year 2008 totaled $544.7 million, a 50 percent
decrease from $1.1 billion in 2007.
AMBs global development pipeline at year end, which included investments held through
unconsolidated joint ventures, totaled approximately 16.4 million square feet (1.5 million square
meters), with an estimated total investment of $1.3 billion scheduled for delivery through 2010.
The companys share of the remaining funding required to complete the development pipeline is
projected to be $248.6 million. The development pipeline was more than 36 percent leased as of year
end 2008, with approximately 8.9 million square feet (826,800 square meters) of leasing remaining
in order to stabilize the portfolio over the next 24 months.
The company closed on a previously committed acquisition of an industrial property in China during
the quarter, for a total investment of approximately $12.5 million. Acquisitions for the full year
2008 totaled more than $543 million globally, a 48 percent decrease from more than $1.0 billion in
2007.
Until the financial and real estate markets stabilize, our capital deployment activity will be
limited to situations where we are fulfilling prior commitments, said Mr. Moghadam. Our focus
remains on preserving our balance sheet, reducing our cost structure and preparing our company for
future opportunities.
During the quarter, AMB sold two properties and 95 acres of land to third parties; the company also
contributed one property to AMB Europe Fund I. The aggregate price for development contributions
and sales totaled $23.0 million for the quarter and $592.6 million for the full year 2008.
Page 3
Private Capital
At year end, the companys private capital business had more than $7.0 billion in assets under
management. During 2008, the company added $835 million in properties to the companys funds across
Japan, Mexico, Europe and the U.S.
AMB is committed to the success of its private capital franchise which is a significant part of
our business, commented John T. Roberts, AMBs president, Private Capital. We continue to build
on our 26 years of working with institutional investors highlighted by creating innovative funds
and joint ventures. We are committed to the continued success of our private capital business by
evolving our product offerings and by adapting to market conditions in order to provide investors
with attractive investment opportunities.
Capital Markets
The company successfully completed more than 35 capital market transactions for a total of
approximately $2.6 billion during 2008, with $323 million in the fourth quarter, including
refinancings, extensions and new financings throughout the Americas, Europe and Asia.
Conversations with our lenders have indicated that their first priority will be rollover of
existing maturities, followed by modest new allocations for their best customers especially on
well-located and leased assets, said Thomas S. Olinger, AMBs chief financial officer. Given our
long-standing lender relationships, well-laddered and geographically diverse debt maturities,
extension options and modest loan-to-values, we believe we are well positioned to address our
upcoming maturities.
As of
December 31, 2008, the companys total consolidated debt
maturities for 2009 were $783
million. Assuming the company exercises available extension options, the companys total 2009
consolidated debt maturities would be $341 million. The companys total unconsolidated debt
maturities for 2009 were $212 million as of December 31, 2008. Assuming the company exercises
available extension options, the total unconsolidated debt maturities would be $173 million.
Subsequent to quarter end, the company exercised its option to extend the maturity of its $325
million term loan from September 2009 to September 2010.
The company had approximately $934 million of capacity as of December 31, 2008, consisting of $224
million of consolidated cash and cash equivalents and $710 million of availability on its lines of
credit. In addition, the company has approximately $1.1 billion of its share of properties
available for sale or contribution.
2009 FFO Guidance
Given the uncertainties in the current environment, going forward, the company will provide 2009
guidance for its real estate operations and private capital revenues. Consistent with its
previously announced 2009 dividend policy, the company will not provide guidance on asset
dispositions and gain activity. The company updated its full year 2009 FFO guidance, without gains
from asset dispositions or gain activity, of $1.80 to $1.90. Full year 2009 EPS guidance is $0.55
to $0.65.
Page 4
Supplemental Earnings Measures
Included in the footnotes to the companys attached financial statements is a discussion of why
management believes FFO, FFOPS and FFO, excluding impairment and restructuring charges (the FFO
Measures) are useful supplemental measures of operating performance, ways in which investors might
use the FFO Measures when assessing the companys financial performance and the FFO Measures
limitations as a measurement tool. Reconciliation from net income to the FFO Measures are provided
in the attached tables and published in the companys quarterly supplemental analyst package,
available on the companys website at www.amb.com.
The company believes that net income, as defined by GAAP, is the most appropriate earnings measure.
However, the company considers cash-basis same store net operating
income (SS NOI) to be a useful supplemental measure of its operating performance. Properties that are considered
part of the same store pool include all properties that were owned as of the end of both the
current and prior year reporting periods and exclude development properties for both the current
and prior reporting periods. The same store pool is set annually and excludes properties purchased
and developments stabilized after December 31, 2006. In deriving SS NOI, the company defines NOI as
rental revenues, including reimbursements, less property operating expenses, both of which are
calculated in accordance with GAAP. Property operating expenses exclude depreciation, amortization,
general and administrative expenses and interest expense. The company defines SS NOI to also
exclude straight-line rents and amortization of lease intangibles. The company considers SS NOI to
be an appropriate and useful supplemental performance measure because it reflects the operating
performance of the real estate portfolio excluding effects of non-cash adjustments and provides a
better measure of actual cash basis rental growth for a year-over-year comparison. In addition, the
company believes that SS NOI helps the investing public compare the companys operating performance
with that of other companies. While SS NOI is a relevant and widely used measure of operating
performance of real estate investment trusts, it does not represent cash flow from operations or
net income as defined by GAAP and should not be considered as an alternative to those measures in
evaluating the companys liquidity or operating performance. SS NOI also does not reflect general
and administrative expenses, interest expense, depreciation and amortization costs, capital
expenditures and leasing costs, or trends in development and construction activities that could
materially impact its results from operations. Further, the companys computation of SS NOI may not
be comparable to that of other real estate companies, as they may use different methodologies for
calculating SS NOI. Reconciliation from net income to SS NOI is published in the companys
quarterly supplemental analyst package, available on the companys website at www.amb.com.
Owned
and managed is defined by the company as assets in which the company has at least a 10 percent ownership interest, is the property or asset manager, and which it intends to hold for
the long-term.
Conference Call and Supplemental Information
The company will host a conference call to discuss the quarterly and full year results on Thursday,
January 29, 2009 at 1:00 PM EST. Stockholders and interested parties may listen to a live broadcast
of the conference call by dialing 877 447 8218 (from the U.S. and Canada) or +1 706 643 7823
Page 5
(from all other countries) and using reservation code 78372583. A webcast can be accessed through a
link titled Q4 2008 Earnings Conference Call located in the Investor Relations section of the
companys website at www.amb.com.
If you are unable to listen to the live conference call, a telephone and webcast replay will be
available after 3:00 PM EST on Thursday, January 29, 2009 until 8:00 PM EST on Friday, February 20,
2009. The telephone replay can be accessed by dialing 800 642 1687 (from the U.S. and Canada) or +1
706 645 9291 (from all other countries) and using reservation code 78372583. The webcast replay can
be accessed through a link in the Investor Relations section of the companys website at
www.amb.com.
AMB Property Corporation.
® Local partner to global trade.
AMB Property Corporation® is a leading owner, operator and developer of industrial real
estate, focused on major hub and gateway distribution markets in the Americas, Europe and Asia. As
of December 31, 2008, AMB owned, or had investments in, on a consolidated basis or through
unconsolidated joint ventures, properties and development projects expected to total approximately
160.0 million square feet (14.9 million square meters) in 49 markets within 15 countries. AMB
invests in properties located predominantly in the infill submarkets of its targeted markets. The
companys portfolio is comprised of High Throughput Distribution® facilitiesindustrial
properties built for speed and located near airports, seaports and ground transportation systems.
AMBs press releases are available on the company website at www.amb.com or by contacting the
Investor Relations department at +1 415 394 9000.
Some of the information included in this press release contains forward-looking statements, such as
those related to continued demand for our product, status of key operating metrics, our ability to
capitalize on trends and realize growth, effectiveness of our strategies, performance of our
portfolio, occupancy levels, rent growth, SS NOI growth, our development projects (including
completion, timing of stabilization and delivery, our ability to lease such projects, square feet
at stabilization or completion, costs, share of remaining funding and total investment amounts),
our ability to contribute properties to and acquire properties in our private capital co-investment
ventures, our ability to accomplish future business plans, strength of our balance sheet, our
ability to access credit markets and enter into credit and financing agreements and to meet our
forecasts (including our FFO and EPS guidance), lenders priorities, our position to address debt
maturities, our ability to maintain credit extensions and business goals, which are made pursuant
to the safe-harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended,
and Section 27A of the Securities Act of 1933, as amended. Because these forward-looking statements
involve risks and uncertainties, there are important factors that could cause our actual results to
differ materially from those in the forward-looking statements, and you should not rely on the
forward-looking statements as predictions of future events. The events or circumstances reflected
in forward-looking statements might not occur. You can identify forward-looking statements by the
use of forward- looking terminology such as believes, expects, may, will, should,
seeks, approximately, intends, plans, pro forma, estimates or anticipates or the
negative of these words and phrases or similar words or phrases. You can also identify
forward-looking statements by discussions of strategy, plans or intentions. Forward-looking
statements are necessarily dependent on assumptions, data or methods that may be incorrect or
imprecise and we may not be able to realize them. We caution you not to place undue reliance on
forward-looking statements, which reflect our analysis only and speak only as of the date of this
press release or the dates indicated in the statements. We assume no obligation to update or
supplement forward-looking statements. The following factors, among others, could cause actual
results and future events to differ materially from those set forth or contemplated in the
forward-looking statements: defaults on or non-renewal of leases by tenants or renewal at lower
than expected rent, increased interest rates and operating costs or greater than expected capital
expenditures, our failure to obtain necessary outside financing, re-financing risks, risks related
to our obligations in the event of certain defaults under joint venture and other debt, risks
related to debt and equity security financings (including dilution risk), difficulties in
identifying properties to acquire and in effecting acquisitions, our failure to successfully
integrate acquired properties and operations, our failure to divest properties we have contracted
to sell or to timely reinvest proceeds from any divestitures, risks and uncertainties affecting
property development, redevelopment, value-added conversion and construction (including
construction delays, cost overruns, our inability to obtain necessary permits and public opposition
to these activities), our failure to qualify and maintain our status as a real estate investment
trust, risks related to our tax structuring, failure to maintain our current credit agency ratings,
environmental uncertainties, risks related to natural disasters, financial market fluctuations,
changes
Page 6
in general economic conditions or in the real estate sector, inflation risks, changes in real
estate and zoning laws, a downturn in the U.S., California or global economy, risks related to
doing business internationally and global expansion, risks of opening offices globally, risks of
changing personnel and roles, losses in excess of our insurance coverage, unknown liabilities
acquired in connection with acquired properties or otherwise and increases in real property tax
rates. Our success also depends upon economic trends generally, including interest rates, income
tax laws, governmental regulation, legislation, population changes and certain other matters
discussed under the heading Risk Factors and elsewhere in our annual report on Form 10-K for the
year ended December 31, 2007 and our quarterly report on Form 10-Q for the quarter ended September
30, 2008.
AMB CONTACTS
Tracy A. Ward
Vice President, IR & Corporate Communications
Direct +1 415 733 9565
Email tward@amb.com
Rachel E. M. Bennett
Director, Media and Public Relations
Direct +1 415 733 9532
Email rbennett@amb.com
Page 7
CONSOLIDATED STATEMENTS OF OPERATIONS(1)
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Quarters ended |
|
|
For the Years ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rental revenues |
|
$ |
157,112 |
|
|
$ |
162,668 |
|
|
$ |
646,575 |
|
|
$ |
639,583 |
|
Private capital revenues(2) |
|
|
7,632 |
|
|
|
9,700 |
|
|
|
68,470 |
|
|
|
31,707 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
164,744 |
|
|
|
172,368 |
|
|
|
715,045 |
|
|
|
671,290 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property operating costs |
|
|
(45,732 |
) |
|
|
(45,021 |
) |
|
|
(184,700 |
) |
|
|
(174,406 |
) |
Depreciation and amortization |
|
|
(39,641 |
) |
|
|
(40,183 |
) |
|
|
(169,145 |
) |
|
|
(162,311 |
) |
General and administrative(3) |
|
|
(40,651 |
) |
|
|
(34,251 |
) |
|
|
(143,982 |
) |
|
|
(129,510 |
) |
Restructuring charges(4) |
|
|
(13,758 |
) |
|
|
|
|
|
|
(13,758 |
) |
|
|
|
|
Fund costs |
|
|
(159 |
) |
|
|
(297 |
) |
|
|
(1,078 |
) |
|
|
(1,076 |
) |
Real estate impairment losses |
|
|
(190,400 |
) |
|
|
(900 |
) |
|
|
(190,400 |
) |
|
|
(1,157 |
) |
Other expenses(5)(6) |
|
|
(2,446 |
) |
|
|
(2,117 |
) |
|
|
(520 |
) |
|
|
(5,112 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total costs and expenses |
|
|
(332,787 |
) |
|
|
(122,769 |
) |
|
|
(703,583 |
) |
|
|
(473,572 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Development profits, net of taxes |
|
|
4,836 |
|
|
|
34,802 |
|
|
|
81,084 |
|
|
|
124,288 |
|
(Losses) gains from sale or contribution of real estate interests, net |
|
|
|
|
|
|
(1,407 |
) |
|
|
19,967 |
|
|
|
73,436 |
|
Equity in earnings of unconsolidated joint ventures, net |
|
|
2,762 |
|
|
|
181 |
|
|
|
17,121 |
|
|
|
7,467 |
|
Other (expenses) income(6) |
|
|
(5,784 |
) |
|
|
2,316 |
|
|
|
(5,835 |
) |
|
|
22,252 |
|
Interest expense, including amortization |
|
|
(33,228 |
) |
|
|
(30,551 |
) |
|
|
(133,533 |
) |
|
|
(126,968 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and expenses, net |
|
|
(31,414 |
) |
|
|
5,341 |
|
|
|
(21,196 |
) |
|
|
100,475 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before minority interests and discontinued operations |
|
|
(199,457 |
) |
|
|
54,940 |
|
|
|
(9,734 |
) |
|
|
298,193 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interests share of loss (income)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Joint venture partners share of income before discontinued operations |
|
|
(2,917 |
) |
|
|
(6,603 |
) |
|
|
(32,310 |
) |
|
|
(27,691 |
) |
Joint venture partners and limited partnership unitholders share of development profits |
|
|
(1,924 |
) |
|
|
(8,835 |
) |
|
|
(9,041 |
) |
|
|
(13,934 |
) |
Preferred unitholders |
|
|
(1,432 |
) |
|
|
(1,432 |
) |
|
|
(5,727 |
) |
|
|
(8,042 |
) |
Limited partnership unitholders |
|
|
8,166 |
|
|
|
(57 |
) |
|
|
5,464 |
|
|
|
(5,158 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total minority interests share of loss (income) |
|
|
1,893 |
|
|
|
(16,927 |
) |
|
|
(41,614 |
) |
|
|
(54,825 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income from continuing operations |
|
|
(197,564 |
) |
|
|
38,013 |
|
|
|
(51,348 |
) |
|
|
243,368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income attributable to discontinued operations, net of minority interests |
|
|
(94 |
) |
|
|
1,504 |
|
|
|
(401 |
) |
|
|
8,879 |
|
Development gains, net of taxes and minority interests |
|
|
|
|
|
|
49,905 |
|
|
|
|
|
|
|
49,905 |
|
(Losses) gains from sale of real estate, net of minority interests |
|
|
(306 |
) |
|
|
7,777 |
|
|
|
1,887 |
|
|
|
12,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total discontinued operations |
|
|
(400 |
) |
|
|
59,186 |
|
|
|
1,486 |
|
|
|
70,892 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
|
(197,964 |
) |
|
|
97,199 |
|
|
|
(49,862 |
) |
|
|
314,260 |
|
Preferred stock dividends |
|
|
(3,950 |
) |
|
|
(3,950 |
) |
|
|
(15,806 |
) |
|
|
(15,806 |
) |
Preferred unit redemption issuance costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,930 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income available to common stockholders |
|
$ |
(201,914 |
) |
|
$ |
93,249 |
|
|
$ |
(65,668 |
) |
|
$ |
295,524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income per common share (diluted) |
|
$ |
(2.07 |
) |
|
$ |
0.92 |
|
|
$ |
(0.67 |
) |
|
$ |
2.96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares (diluted) |
|
|
97,584 |
|
|
|
101,121 |
|
|
|
97,404 |
|
|
|
99,808 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
On July 1, 2008, the partners of AMB Partners II (previously, a consolidated
co-investment venture) contributed their interests in AMB Partners II to AMB Institutional Alliance
Fund III in exchange for interests in AMB Institutional Alliance Fund III, an unconsolidated
co-investment venture. |
|
(2) |
|
Includes incentive and promote distributions for 2008 of $33.0 million for AMB
Institutional Alliance Fund III received during the quarter ended June 30, 2008 and of $1.0 million
for the dissolution of AMB Erie co-investment venture received during the quarter ended March 31,
2008. |
|
(3) |
|
For the quarter and year ended December 31, 2008, includes an impairment charge of
$5.0 million for a reserve against tax assets. |
|
(4) |
|
Restructuring charges represent costs related to the exit of selected markets as
well as severance expense related to the general reorganization of the company. |
|
(5) |
|
For the quarter and year ended December 31, 2008, includes $6.8 million to write-off
pursuit costs. |
|
(6) |
|
Includes changes in liabilities and assets associated with AMBs deferred
compensation plan. |
Page 8
CONSOLIDATED STATEMENTS OF FUNDS FROM OPERATIONS(1)
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Quarters ended |
|
|
For the Years ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
Net (loss) income available to common stockholders |
|
$ |
(201,914 |
) |
|
$ |
93,249 |
|
|
$ |
(65,668 |
) |
|
$ |
295,524 |
|
Losses (gains) from sale or contribution of real estate, net of minority interests |
|
|
306 |
|
|
|
(6,370 |
) |
|
|
(21,854 |
) |
|
|
(85,544 |
) |
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total depreciation and amortization |
|
|
39,641 |
|
|
|
40,183 |
|
|
|
169,145 |
|
|
|
162,311 |
|
Discontinued operations depreciation |
|
|
4 |
|
|
|
49 |
|
|
|
54 |
|
|
|
1,415 |
|
Non-real estate depreciation |
|
|
(1,484 |
) |
|
|
(1,658 |
) |
|
|
(7,270 |
) |
|
|
(5,623 |
) |
Adjustments to derive FFO from consolidated joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Joint venture partners minority interests (Net income) |
|
|
2,917 |
|
|
|
6,603 |
|
|
|
32,310 |
|
|
|
27,691 |
|
Limited partnership unitholders minority interests (Net (loss) income) |
|
|
(8,166 |
) |
|
|
57 |
|
|
|
(5,464 |
) |
|
|
5,158 |
|
Limited partnership unitholders minority interests (Development profits) |
|
|
114 |
|
|
|
3,384 |
|
|
|
2,822 |
|
|
|
7,148 |
|
Discontinued operations minority interests (Net (loss) income) |
|
|
(4 |
) |
|
|
66 |
|
|
|
217 |
|
|
|
390 |
|
FFO attributable to minority interests |
|
|
(9,036 |
) |
|
|
(15,555 |
) |
|
|
(49,957 |
) |
|
|
(62,902 |
) |
Adjustments to derive FFO from unconsolidated joint ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMBs share of net income |
|
|
(2,762 |
) |
|
|
(181 |
) |
|
|
(17,121 |
) |
|
|
(7,467 |
) |
AMBs share of FFO |
|
|
10,015 |
|
|
|
6,083 |
|
|
|
42,742 |
|
|
|
27,391 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funds from operations |
|
$ |
(170,369 |
) |
|
$ |
125,910 |
|
|
$ |
79,956 |
|
|
$ |
365,492 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO per common share and unit (diluted) |
|
$ |
(1.69 |
) |
|
$ |
1.20 |
|
|
$ |
0.78 |
|
|
$ |
3.51 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares and units (diluted) |
|
|
101,102 |
|
|
|
105,130 |
|
|
|
102,856 |
|
|
|
104,169 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments for impairment and restructuring charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate impairment losses |
|
$ |
190,400 |
|
|
|
|
|
|
$ |
190,400 |
|
|
|
|
|
Pursuit costs and tax reserve |
|
|
11,834 |
|
|
|
|
|
|
|
11,834 |
|
|
|
|
|
AMBs share of real estate impairment losses from unconsolidated joint ventures |
|
|
1,847 |
|
|
|
|
|
|
|
1,847 |
|
|
|
|
|
Joint venture partners minority interest share of real estate impairment losses |
|
|
(424 |
) |
|
|
|
|
|
|
(424 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impairment charges(3) |
|
|
203,657 |
|
|
|
|
|
|
|
203,657 |
|
|
|
|
|
Restructuring charges(4) |
|
|
13,758 |
|
|
|
|
|
|
|
13,758 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funds from operations, excluding impairment and restructuring charges |
|
$ |
47,046 |
|
|
|
|
|
|
$ |
297,371 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO, excluding impairment and restructuring charges per common share and unit (diluted) |
|
$ |
0.47 |
|
|
|
|
|
|
$ |
2.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Funds From Operations (FFO), Funds From Operations Per Share and Unit (FFOPS)
and FFO, excluding impairment and restructuring charges (together with FFO and FFOPS, the FFO
Measures) AMB believes that net income, as defined by U.S. GAAP, is the most appropriate earnings
measure. However, AMB considers funds from operations, or FFO, FFO per share and unit, or FFOPS,
and FFO, excluding impairment and restructuring charges, to be useful supplemental measures of its
operating performance. AMB defines FFOPS as FFO per fully diluted weighted average share of AMBs
common stock and operating partnership units. AMB calculates FFO as net income, calculated in
accordance with U.S. GAAP, less gains (or losses) from dispositions of real estate held for
investment purposes and real estate-related depreciation, and adjustments to derive AMBs pro rata
share of FFO of consolidated and unconsolidated joint ventures. |
AMB includes the gains from development, including those from value-added conversion projects,
before depreciation recapture, as a component of FFO. AMB believes that value-added conversion
dispositions are in substance land sales and as such should be included in FFO, consistent with the
real estate investment trust industrys long standing practice to include gains on the sale of land
in FFO. However, AMBs interpretation of FFO or FFOPS may not be consistent with the views of
others in the real estate investment trust industry, who may consider it to be a divergence from
the NAREIT definition, and may not be comparable to FFO or FFOPS reported by other real estate
investment trusts that interpret the current NAREIT definition differently than AMB does. In
connection with the formation of a joint venture, AMB may warehouse assets that are acquired with
the intent to contribute these assets to the newly formed venture. Some of the properties held for
contribution may, under certain circumstances, be required to be depreciated under U.S. GAAP. If
this circumstance arises, AMB intends to include in its calculation of FFO gains or losses related
to the contribution of previously depreciated real estate to joint ventures. Although such a
change, if instituted, will be a departure from the current NAREIT definition, AMB believes such
calculation of FFO will better reflect the value created as a result of the contributions. To date,
AMB has not included gains or losses from the contribution of previously depreciated warehoused
assets in FFO.
In addition to presenting FFO as described above, AMB presents FFO, excluding impairment and
restructuring charges. AMB calculates FFO, excluding impairment and restructuring charges, as FFO
less impairment and restructuring charges and adjustments to derive AMBs share of impairment
charges from consolidated and unconsolidated joint ventures.
To the extent that the book value of a land parcel or development asset exceeded the fair market
value of a property, based on its intended holding period, a non-cash impairment charge was
recognized for the shortfall. The impairment charges were principally a result of increases in
estimated capitalization rates and deterioration in market conditions that adversely impacted
values. AMB also
Page 9
recognized charges to write-off pursuit costs related to development projects it
no longer plans to commence and to establish a reserve against tax assets associated with the
reduction of its development activities. The restructuring charges reflected costs associated with
AMBs reduction in global headcount and cost structure. Although difficult to predict, these
charges may be recurring given the uncertainty of the current economic climate and its adverse
effects on the real estate markets. While not infrequent or unusual in nature, these charges are
subject to market fluctuations that can have inconsistent effects on AMBs results of operations.
The economics underlying these charges reflect market conditions in the short-term but can obscure
the value of AMBs long-term investment decisions and strategies. Management believes FFO,
excluding impairment and restructuring charges, is significant and useful to both it and its
investors because it more appropriately reflects the value and strength of AMBs business model and
its potential performance isolated from the volatility of the current economic environment.
However, in addition to the limitations of FFO Measures generally discussed below, FFO, excluding
impairment and restructuring charges, does not present a comprehensive measure of AMBs financial
condition and operating performance. This measure is a modification of the NAREIT definition of FFO
and should not be considered a replacement of FFO as AMB defines it or used as an alternative to
net income or cash as defined by U.S. GAAP.
AMB believes that the FFO Measures are meaningful supplemental measures of its operating
performance because historical cost accounting for real estate assets in accordance with U.S. GAAP
implicitly assumes that the value of real estate assets diminishes
predictably over time, as reflected through depreciation and amortization expenses. However, since
real estate values have historically risen or fallen with market and other conditions, many
industry investors and analysts have considered presentation of operating results for real estate
companies that use historical cost accounting to be insufficient. Thus, the FFO Measures are
supplemental measures of operating performance for real estate investment trusts that exclude
historical cost depreciation and amortization, among other items, from net income, as defined by
U.S. GAAP. AMB believes that the use of the FFO Measures, combined with the required U.S. GAAP
presentations, has been beneficial in improving the understanding of operating results of real
estate investment trusts among the investing public and making comparisons of operating results
among such companies more meaningful. AMB considers the FFO Measures to be useful measures for
reviewing comparative operating and financial performance because, by excluding gains or losses
related to sales of previously depreciated operating real estate assets and real estate
depreciation and amortization, the FFO Measures can help the investing public compare the operating
performance of a companys real estate between periods or as compared to other companies. While FFO
and FFOPS are relevant and widely used measures of operating performance of real estate investment
trusts, the FFO Measures do not represent cash flow from operations or net income as defined by
U.S. GAAP and should not be considered as alternatives to those measures in evaluating AMBs
liquidity or operating performance. The FFO Measures also do not consider the costs associated with
capital expenditures related to AMBs real estate assets nor are the FFO Measures necessarily
indicative of cash available to fund AMBs future cash requirements. Management compensates for
the limitations of the FFO Measures by providing investors with financial statements prepared
according to U.S. GAAP, along with this detailed discussion of the FFO Measures and a
reconciliation of the FFO Measures to net income, a U.S. GAAP measurement.
See Consolidated Statements of Funds from Operations for a reconciliation of FFO from net income.
The following table reconciles projected FFO from projected net income for the year ended December
31, 2009:
|
|
|
|
|
|
|
|
|
|
|
2009 |
|
|
|
Low |
|
|
High |
|
Projected net income |
|
$ |
0.55 |
|
|
$ |
0.65 |
|
AMBs share of projected depreciation and amortization |
|
|
1.55 |
|
|
|
1.55 |
|
Impact of additional dilutive securities, other, rounding |
|
|
(0.05 |
) |
|
|
(0.05 |
) |
|
|
|
|
|
|
|
Projected Funds From Operations (FFO) |
|
$ |
2.05 |
|
|
$ |
2.15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMBs share of development gains recognized in January 2009 |
|
|
0.25 |
|
|
|
0.25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Projected FFO, excluding AMBs share of development gains(2) |
|
$ |
1.80 |
|
|
$ |
1.90 |
|
|
|
|
|
|
|
|
|
|
|
Amounts are expressed per share, except FFO which is expressed per share and unit. |
|
(2) |
|
As Development gains are difficult to predict in the current economic environment,
management believes Projected FFO, excluding AMBs share of development gains is the more
appropriate and useful measure to reflect its assessment of AMBs projected operating performance. |
|
(3) |
|
Impairment charges represent the write down of assets due to estimated fair value
being lower than carry value, as well as certain other charges associated with pursuit costs, tax
asset reserves and restructuring costs. |
|
(4) |
|
Restructuring charges represent costs related to the exit of selected markets
as well as severance expense related to the general reorganization of the company. |
Page 10
CONSOLIDATED BALANCE SHEETS(1)(2)
(dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
As of |
|
|
|
December 31, 2008 |
|
|
December 31, 2007 |
|
Assets |
|
|
|
|
|
|
|
|
Investments in real estate |
|
|
|
|
|
|
|
|
Total investments in properties |
|
$ |
6,598,328 |
|
|
$ |
6,709,545 |
|
Accumulated depreciation and amortization |
|
|
(970,843 |
) |
|
|
(916,686 |
) |
|
|
|
|
|
|
|
Net investments in properties |
|
|
5,627,485 |
|
|
|
5,792,859 |
|
Investments in unconsolidated joint ventures |
|
|
431,322 |
|
|
|
356,194 |
|
Properties held for contribution, net |
|
|
600,852 |
|
|
|
488,339 |
|
Properties held for divestiture, net |
|
|
8,171 |
|
|
|
40,513 |
|
|
|
|
|
|
|
|
Net investments in real estate |
|
|
6,667,830 |
|
|
|
6,677,905 |
|
Cash and cash equivalents and restricted cash |
|
|
251,231 |
|
|
|
250,416 |
|
Accounts receivable, net |
|
|
160,266 |
|
|
|
184,270 |
|
Other assets |
|
|
213,982 |
|
|
|
149,812 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
7,293,309 |
|
|
$ |
7,262,403 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and stockholders equity |
|
|
|
|
|
|
|
|
Secured debt |
|
$ |
1,522,571 |
|
|
$ |
1,471,087 |
|
Unsecured senior debt |
|
|
1,153,926 |
|
|
|
1,003,123 |
|
Unsecured credit facilities |
|
|
920,850 |
|
|
|
876,105 |
|
Other debt |
|
|
392,838 |
|
|
|
144,529 |
|
Accounts payable and other liabilities |
|
|
335,845 |
|
|
|
306,196 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
4,326,030 |
|
|
|
3,801,040 |
|
Minority interests |
|
|
|
|
|
|
|
|
Joint venture partners |
|
|
293,367 |
|
|
|
517,572 |
|
Preferred unitholders |
|
|
77,561 |
|
|
|
77,561 |
|
Limited partnership unitholders |
|
|
80,205 |
|
|
|
102,278 |
|
|
|
|
|
|
|
|
Total minority interests |
|
|
451,133 |
|
|
|
697,411 |
|
Stockholders equity |
|
|
|
|
|
|
|
|
Common equity |
|
|
2,292,734 |
|
|
|
2,540,540 |
|
Preferred equity |
|
|
223,412 |
|
|
|
223,412 |
|
|
|
|
|
|
|
|
Total stockholders equity |
|
|
2,516,146 |
|
|
|
2,763,952 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
7,293,309 |
|
|
$ |
7,262,403 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
During the quarter ended September 30, 2008, AMB acquired the remaining equity
interest (approximately 42%) in G. Accion, a Mexican real estate company. Total assets and total
liabilities include $174,206 and $126,003, respectively, related to G. Accion as of December 31,
2008. |
|
(2) |
|
On July 1, 2008, the partners of AMB Partners II (previously, a consolidated
co-investment venture) contributed their interests in AMB Partners II to AMB Institutional Alliance
Fund III in exchange for interests in AMB Institutional Alliance Fund III, an unconsolidated
co-investment venture. |