ProLogis Reports First Quarter Results
- Financial Results in Line with Company Expectations -
- Overall Market Fundamentals Continue Steady Improvement -
- Sale of Majority of Catellus Retail / Mixed-Use Assets Closed During Quarter -
DENVER, April 20, 2011 /PRNewswire/ -- ProLogis (NYSE: PLD), the leading global provider of distribution facilities, today reported funds from operations excluding gains as defined by ProLogis (core FFO) of $0.13 per diluted share for the first quarter of 2011, compared with core FFO of $0.11 per diluted share for the same period in 2010. Core FFO for the 2011 period excluded approximately $12.9 million, or $0.02 per diluted share, of charges related to merger integration, workforce reduction associated with the sale of Catellus and expected clean-up and repair costs related to the Japan earthquake and tsunami. In the first quarter of 2010, core FFO excluded net gains of $9.5 million, or $0.02 per share, and charges of $54.7 million, or $0.12 per diluted share, related to losses on early extinguishment of debt and the company's share of fund-related derivative losses. ProLogis reported a net loss of $0.08 per diluted share for the first quarter of 2011, compared with a net loss of $0.19 for the same period in 2010.
First quarter financial results were in line with the company's expectations, reflecting: the full quarter effect of the company's October 2010 equity offering; lower operating income due to property dispositions completed in the fourth quarter of 2010 and the first quarter of 2011; and lower management and development fees. These impacts were somewhat offset by lower interest expense related to significantly reduced debt levels in the current period.
Pace of Market Recovery Steady
"Globally, the gradual recovery in industrial real estate continues, with new supply in the major logistics markets still constrained and demand remaining stable," said Walter C. Rakowich, chief executive officer. "However, macroeconomic issues contributed to a slower pace of improvement in the first quarter as the market assessed the impact of continued concerns about sovereign debt issues, rising energy costs, global military actions and the devastation and loss caused by the earthquake and tsunami in Japan. While customers remain optimistic about the overall global recovery, we sensed a slightly slower pace with respect to certain leasing decisions."
The company's total industrial operating portfolio was 90.7 percent leased, down 30 basis points from the fourth quarter of 2010, principally as a result of expected lower levels of leasing velocity typical of the first calendar quarter. However, the total operating portfolio leased percentage was 147 basis points higher than in the first quarter of 2010. Same-store net operating income for the first quarter increased 1.0 percent, while rental rates on turnovers in the same-store portfolio declined 9.2 percent, an improvement over both the fourth quarter of 2010 and the year-ago period.
"Throughout our European markets, conditions continue to improve, with Germany, France and Central Europe all benefiting from the global recovery. Italy, Spain and the Benelux region remain a bit softer, while the UK is still reacting to recently implemented austerity measures," Rakowich noted. "In North America, market conditions are pointed in the right direction, with a modest increase in overall national occupancy levels in the first quarter. In Japan, the real estate market was showing some strength prior to the recent catastrophic events, and subsequently we have seen greater momentum as a result of the quality and location of our facilities."
Events in Japan
"Our colleagues in Japan worked tirelessly following the recent earthquake and tsunami, first to ensure the safety of our employees and customers and then to minimize the impact of these events on our customers' operations," said Rakowich. "Because of the superior earthquake protection engineered into our buildings and the extraordinary commitment of our people, the majority of ProLogis customers were operational within 24 to 48 hours."
Clean-up efforts continue at ProLogis Parc Iwanuma I in Sendai, the area hit hardest by the tsunami. The building suffered minimal structural damage but is in need of substantial clean up and repair due to the flooding. Total costs for clean up and repairs in our Japan portfolio is expected to be approximately $7 million, which was accrued for during the quarter.
The company started development on four facilities in Europe during the quarter representing 1.2 million square feet, including a 457,500-square-foot facility for BMW in the United Kingdom and a 240,600-square-foot facility for a third-party logistics provider in the Czech Republic. Since quarter end, an additional build-to-suit was signed with a third-party logistics provider for a major auto manufacturer in Germany. "Inquiries in Japan have risen dramatically as companies look to rebuild their distribution networks. Discussions are underway with a number of ProLogis' global customers on how we can help them with both their short- and long-term distribution needs," said Michael S. Curless, managing director of global investments.
Development starts were $99 million for the quarter, which along with dispositions monetized a total of $31 million of land. "The number of requests for build-to-suit proposals and increasing opportunities for development in stronger target markets supports our expectation of $800 million to $1 billion of starts this year with related land monetization of $200 to $250 million. We believe that a number of third-party development decisions were slowed down in the first quarter principally due to the uncertainty caused by world events; however, the underlying requirements for high-quality distribution space have not changed. We expect to see development ramp up as the year progresses, which will contribute to our target to monetize approximately $200 million of land through third-party land sales," concluded Curless.
The company completed the sale of a majority of the Catellus retail and mixed-use assets during the quarter, generating net proceeds of $357 million. Combined with additional third-party and fund sales, total gross disposition proceeds were $409 million, representing approximately 60 percent of the mid-point of the company's 2011 full-year range of $650 to $750 million.
"We remain comfortable with our guidance for 2011 core FFO per share of $0.62 to $0.66 per share on a standalone basis," said William E. Sullivan, chief financial officer. "As we progress through the year, we expect the quarterly core FFO run rate to increase gradually reflecting occupancy gains, the impact of development completions and lower interest and G&A expenses."
Webcast and Conference Call Information
The company will host a webcast/conference call to discuss quarterly results, current market conditions and future outlook on Wednesday, April 20, 2011, at 10:00 a.m. Eastern Time. Interested parties are encouraged to access the live webcast by clicking the microphone icon located near the top of the opening page at http://ir.prologis.com. Interested parties also can participate via conference call by dialing (866) 305-2304 domestically or (660) 422-4873 internationally.
A replay of the conference call will be posted after 1:00 p.m. Eastern Time on Wednesday, April 20, 2011. The replay will be available until midnight Eastern Time on Thursday, May 5, 2011, and can be accessed by dialing (800) 642-1687 domestically or (706) 645-9291 internationally and entering passcode 53819903. A transcript of the call and the webcast replay, including a podcast format, will be posted when available in the "Financial Information" section of the ProLogis Investor Relations website.
ProLogis is the leading global provider of distribution facilities, with more than 435 million square feet of industrial space owned and managed (40 million square meters) in markets across North America, Europe and Asia. The company leases its industrial facilities to more than 3,800 customers, including manufacturers, retailers, transportation companies, third-party logistics providers and other enterprises with large-scale distribution needs. For additional information about the company, go to www.prologis.com.
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The statements above that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which ProLogis operates, management's beliefs and assumptions made by management, they involve uncertainties that could significantly impact ProLogis' financial results. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future – including statements relating to rent and occupancy growth, development activity and changes in sales or contribution volume of developed properties, general conditions in the geographic areas where we operate and the availability of capital in existing or new property funds – are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some of the factors that may affect outcomes and results include, but are not limited to: (i) national, international, regional and local economic climates, (ii) changes in financial markets, interest rates and foreign currency exchange rates, (iii) increased or unanticipated competition for our properties, (iv) risks associated with acquisitions, (v) maintenance of real estate investment trust ("REIT") status, (vi) availability of financing and capital, (vii) changes in demand for developed properties, and (viii) those additional factors discussed in reports filed with the Securities and Exchange Commission by ProLogis under the heading "Risk Factors." ProLogis undertakes no duty to update any forward-looking statements appearing in this press release.
Overview (in thousands, except per share amounts) Summary of Results Three Months Ended March 31, 2011 2010 Revenues $ 238,800 $ 217,283 Net loss attributable to common shares $ (46,616) $ (91,129) FFO, as defined by ProLogis $ 62,146 $ 7,117 Adjustments - 15,808 FFO, excluding significant non-cash items 62,146 22,925 Adjustments 12,261 29,412 Core FFO $ 74,407 $ 52,337 Per share - Diluted: Net loss attributable to common shares $ (0.08) $ (0.19) FFO, as defined by ProLogis $ 0.11 $ 0.01 Core FFO $ 0.13 $ 0.11 Footnotes follow Financial Statements
Consolidated Balance Sheets (in thousands) March 31, December 31, 2011 2010 Assets: Investments in real estate assets: Industrial properties: Core $ 10,807,183 $ 10,714,799 Properties under development 452,813 365,362 Land 1,599,966 1,533,611 Other real estate investments 281,546 265,869 13,141,508 12,879,641 Less accumulated depreciation 1,656,781 1,595,678 Net investments in properties 11,484,727 11,283,963 Investments in and advances to unconsolidated investees 2,084,696 2,024,661 Notes receivable backed by real estate 358,323 302,144 Assets held for sale (1) 215,714 574,791 Net investments in real estate 14,143,460 14,185,559 Cash and cash equivalents 24,744 37,634 Restricted cash 34,088 27,081 Accounts receivable 95,538 58,979 Other assets 637,865 593,414 Total assets $ 14,935,695 $ 14,902,667 Liabilities and Equity: Liabilities: Debt $ 6,415,034 $ 6,506,029 Accounts payable and accrued expenses 394,862 388,536 Other liabilities 496,946 467,998 Liabilities related to assets held for sale (1) 2,464 19,749 Total liabilities 7,309,306 7,382,312 Equity: ProLogis shareholders' equity: Preferred shares 350,000 350,000 Common shares 5,706 5,701 Additional paid-in capital 9,665,861 9,668,404 Accumulated other comprehensive income (loss) 213,465 (3,160) Distributions in excess of net earnings (2,626,381) (2,515,722) Total ProLogis shareholders' equity 7,608,651 7,505,223 Noncontrolling interests 17,738 15,132 Total equity 7,626,389 7,520,355 Total liabilities and equity $ 14,935,695 $ 14,902,667 Footnotes follow Financial Statements
Consolidated Statements of Operations (in thousands, except per share amounts) Three Months Ended March 31, 2011 2010 Revenues: Rental income (2) $ 205,311 $ 187,545 Property management and other fees and incentives 29,170 28,662 Development management and other income 4,319 1,076 Total revenues 238,800 217,283 Expenses: Rental expenses 63,342 56,264 Investment management expenses 10,552 10,319 General and administrative (3) 39,183 42,006 Merger integration expenses and reduction in workforce (4) 5,988 - Depreciation and amortization 82,693 75,166 Other expenses 4,684 4,267 Total expenses 206,442 188,022 Operating income 32,358 29,261 Other income (expense): Earnings from unconsolidated investees, net 13,641 7,973 Interest income 4,436 310 Interest expense (5) (90,562) (109,979) Other expense, net (6) (7,015) (482) Net gains on dispositions of investments in real estate 3,725 11,807 Foreign currency exchange gains, net 1,374 3,688 Loss on early extinguishment of debt, net (7) - (47,633) Total other income (expense) (74,401) (134,316) Loss before income taxes (42,043) (105,055) Current income tax expense 5,505 9,753 Deferred income tax expense (benefit) 864 (1,551) Total income taxes 6,369 8,202 Loss from continuing operations (48,412) (113,257) Discontinued operations (1): Income attributable to disposed properties and assets held for sale 6,288 20,602 Net gains on dispositions of properties and other real estate investments, net of taxes 1,960 8,148 Total discontinued operations 8,248 28,750 Consolidated net loss (40,164) (84,507) Net earnings attributable to noncontrolling interests (83) (253) Net loss attributable to controlling interests (40,247) (84,760) Less preferred share dividends 6,369 6,369 Net loss attributable to common shares $ (46,616) $ (91,129) Weighted average common shares outstanding - Basic 570,559 474,991 Weighted average common shares outstanding - Diluted 570,559 474,991 Net earnings (loss) per share attributable to common shares - Basic: Continuing operations $ (0.09) $ (0.25) Discontinued operations 0.01 0.06 Net loss per share attributable to common shares - Basic $ (0.08) $ (0.19) Net earnings (loss) per share attributable to common shares - Diluted: Continuing operations $ (0.09) $ (0.25) Discontinued operations 0.01 0.06 Net loss per share attributable to common shares - Diluted $ (0.08) $ (0.19) Footnotes follow Financial Statements
Consolidated Statements of Funds From Operations (FFO) (in thousands) Three Months Ended March 31, 2011 2010 Revenues: Rental income $ 215,372 $ 230,918 Property management and other fees and incentives 29,170 28,662 Development management and other income 4,319 1,076 Total revenues 248,861 260,656 Expenses: Rental expenses 66,687 67,886 Investment management expenses 10,552 10,319 General and administrative (3) 39,183 42,006 Merger integration expenses and reduction in workforce (4) 5,988 - Depreciation of corporate assets 3,609 3,395 Other expenses 4,684 4,267 Total expenses 130,703 127,873 Operating FFO 118,158 132,783 Other income (expense): FFO from unconsolidated investees 48,695 37,668 Interest income 4,436 310 Interest expense (90,562) (109,979) Other expense, net (6) (7,015) (482) Net gains on dispositions of investments in real estate 2,568 10,346 Foreign currency exchange gains (losses), net (261) 479 Loss on early extinguishment of debt, net (7) - (47,633) Current income tax expense Income tax expense on dispositions (1,916) (851) Income tax expense - other (5,505) (8,902) Total other income (expense) (49,560) (119,044) FFO 68,598 13,739 Less preferred share dividends 6,369 6,369 Less net earnings attributable to noncontrolling interests 83 253 FFO attributable to common shares, as defined by ProLogis $ 62,146 $ 7,117 Footnotes follow Financial Statements
Reconciliations of Net Loss to FFO (in thousands, except per share amount) Reconciliations to FFO Three Months Ended March 31, 2011 2010 Net loss attributable to common shares $ (46,616) $ (91,129) Add (deduct) NAREIT defined adjustments: Real estate related depreciation and amortization 79,084 71,771 Adjustments to gains on dispositions for depreciation (327) (1,629) Adjustments to dispositions of non-development properties (830) 103 Reconciling items attributable to discontinued operations: Gains on dispositions of non-development properties (3,876) (8,083) Real estate related depreciation and amortization 428 11,149 Our share of reconciling items from unconsolidated investees: Real estate related depreciation and amortization 39,233 37,641 Other amortization items (3,556) (3,474) Subtotal-NAREIT defined FFO 63,540 16,349 Add (deduct) our defined adjustments: Foreign currency exchange gains, net (1,635) (3,209) Deferred income tax expense (benefit) 864 (1,551) Our share of reconciling items from unconsolidated investees: Foreign currency exchange gains, net (196) (787) Unrealized gains on derivative contracts, net - (4,060) Deferred income tax expense (benefit) (427) 375 FFO, as defined by ProLogis 62,146 7,117 Adjustments made in 2010, not applicable to 2011 - 15,808 FFO, excluding significant non-cash items in 2010 62,146 22,925 Adjustments: Japan disaster expenses 6,925 - Merger integration expenses and reduction in workforce 5,988 - Net gains on dispositions of real estate properties (2,568) (10,346) Income tax expense related to dispositions 1,916 851 Adjustments made in 2010, not applicable in 2011 - 38,907 Core FFO $ 74,407 $ 52,337 Per diluted share: FFO, as defined by ProLogis $ 0.11 $ 0.01 Core FFO $ 0.13 $ 0.11 See Consolidated Statements of Operations and Consolidated Statements of FFO Footnotes follow Financial Statements
Other Financial Metrics (dollars in thousands) Reconciliation of Consolidated Net Loss to Core EBITDA, as adjusted Three Months Ended March 31, 2011 2010 Consolidated net loss $ (40,164) $ (84,507) Gains from dispositions of investments in real estate, net (7,601) (19,955) Depreciation and amortization 82,693 75,166 Interest expense 90,562 109,979 Loss on early extinguishment of debt - 47,633 Current and deferred income tax expense 8,285 8,202 Adjustments made in 2010, not applicable in 2011 - 15,808 Income on properties sold during the quarter included in discontinued operations (6,288) (343) Other non-cash charges 2,977 2,472 Other adjustments made to Core FFO 12,913 - Core EBITDA, as adjusted, prior to our share of unconsolidated investees 143,377 154,455 Our share of reconciling items from unconsolidated investees: Depreciation and amortization 35,677 34,167 Other non-cash charges (623) (3,897) Realized losses on derivative activity 226 6,507 Core EBITDA, as adjusted $ 178,657 $ 191,232 ProLogis debt to core EBITDA: Core EBITDA, as adjusted - annualized $ 714,628 $ 764,928 ProLogis debt as of March 31 $ 6,415,034 $ 8,112,712 ProLogis debt to core EBITDA ratio 8.98 x 10.61 x Debt to core EBITDA, including our share of unconsolidated investees: Core EBITDA, as adjusted - annualized $ 714,628 $ 764,928 Our share of interest and current income taxes from unconsolidated investees 156,900 179,840 Core EBITDA, as adjusted $ 871,528 $ 944,768 ProLogis debt as of March 31 $ 6,415,034 $ 8,112,712 Our share of debt of unconsolidated investees as of March 31 2,406,534 2,655,794 Debt $ 8,821,568 $ 10,768,506 Debt to core EBITDA ratio 10.12 x 11.40 x
Calculation of Per Share Amounts (in thousands, except per share amounts) Net Earnings (Loss) Per Share Three Months Ended March 31, 2011 (a) 2010 (a) Net loss (b) $ (46,616) $ (91,129) Noncontrolling interest attributable to convertible limited partnership units (c) - - Adjusted net loss - Diluted (b) $ (46,616) $ (91,129) Weighted average common shares outstanding - Basic 570,559 474,991 Incremental weighted average effect of conversion of limited partnership units (c) - - Incremental weighted average effect of stock awards - - Weighted average common shares outstanding - Diluted (d) 570,559 474,991 Net loss per share - Diluted (b) $ (0.08) $ (0.19) FFO Per Share, as defined by ProLogis Three Months Ended March 31, 2011 2010 FFO, as defined by ProLogis (b) $ 62,146 $ 7,117 Noncontrolling interest attributable to convertible limited partnership units (c) 67 - FFO, as defined by ProLogis - Diluted (b) $ 62,213 $ 7,117 Weighted average common shares outstanding - Basic 570,559 474,991 Incremental weighted average effect of conversion of limited partnership units (c) 760 - Incremental weighted average effect of stock awards 2,605 3,004 Weighted average common shares outstanding - Diluted 573,924 477,995 FFO per share, as defined by ProLogis - Diluted (b) $ 0.11 $ 0.01 Core FFO Per Share Three Months Ended March 31, 2011 2010 Core FFO (b) $ 74,407 $ 52,337 Noncontrolling interest attributable to convertible limited partnership units (c) 67 - Core FFO - Diluted (b) $ 74,474 $ 52,337 Weighted average common shares outstanding - Basic 570,559 474,991 Incremental weighted average effect of conversion of limited partnership units (c) 760 - Incremental weighted average effect of stock awards 2,605 3,004 Weighted average common shares outstanding - Diluted 573,924 477,995 Core FFO per share - Diluted (b) $ 0.13 $ 0.11 (a) In periods with a net loss, the inclusion of any incremental shares is anti-dilutive, and therefore, both basic and diluted shares are the same. (b) Attributable to common shares. (c) If the impact of the conversion of limited partnership units or convertible debt is anti-dilutive, the income impact and shares are not included in the diluted per share calculation.
Notes to Section II – Financial Statements
(1) As of March 31, 2011, we have eight land parcels and six operating properties that met the criteria as held for sale. We also have certain other non-core assets, which are part of a definitive agreement signed in December 2010 and expected to close in the second quarter of 2011, that met the criteria as held for sale. The amounts included in Assets Held for Sale as of March 31, 2011 include real estate investment balances and the related assets and liabilities for each property.
During the three months ended March 31, 2011, we disposed of 33 non-development properties aggregating 2.2 million square feet to third parties, including 30 properties aggregating 1.2 million square feet that were included in Assets Held for Sale at December 31, 2010. During all of 2010, we disposed of land subject to ground leases and 205 properties aggregating 25.4 million square feet to third parties, 2 of which were development properties.
The operations of the properties held for sale and properties that are disposed of to third parties during a period including the aggregate net gains recognized upon their disposition, are presented as discontinued operations in our Consolidated Statements of Operations for all periods presented. The income attributable to these properties was as follows:
Three Months Ended March 31, 2011 2010 Rental income $ 10,061 $ 43,373 Rental expenses (3,345) (11,622) Depreciation and amortization (428) (11,149) Income attributable to disposed properties and assets held for sale $ 6,288 $ 20,602
For purposes of our Consolidated Statements of FFO, we do not segregate discontinued operations. In addition, we include the gains from disposition of land parcels and development properties in the calculation of FFO, including those classified as discontinued operations.
(2) In our Consolidated Statements of Operations, Rental Income includes the following (in thousands):
Three Months Ended March 31, 2011 2010 Rental income $ 147,724 $ 135,758 Rental expense recoveries 44,856 41,474 Straight-lined rents 12,731 10,313 $ 205,311 $ 187,545
(3) Our General and Administrative Expenses ("G&A") included in our Statements of Operations consisted of the following (in thousands):
Three Months Ended March 31, 2011 2010 Gross G&A expense $ 66,543 $ 66,853 Reported as rental expense (4,911) (5,001) Reported as investment management expenses (10,552) (10,319) Capitalized amounts (11,897) (9,527) Net G&A $ 39,183 $ 42,006
(4) During the first quarter of 2011, we incurred expenses in connection with the expected merger with AMB Property Corporation and a reduction in workforce associated with certain recent or expected dispositions.
(5) The following table presents the components of Interest Expense as reflected in our Consolidated Statements of Operations (in thousands):
Three Months Ended March 31, 2011 2010 Gross interest expense $ 89,058 $ 105,009 Amortization of discount, net 7,838 15,334 Amortization of deferred loan costs 4,997 6,482 Interest expense before capitalization 101,893 126,825 Capitalized amounts (11,331) (16,846) Net interest expense $ 90,562 $ 109,979 Gross interest expense decreased in 2011 from 2010 due primarily to lower debt levels as a result of the 2010 debt repurchases. The decrease in capitalized amounts in 2011 from 2010 is due to less development activity.
(6) Included in this amount is a $6.9 million charge related primarily to one of our buildings in Japan that was damaged from the earthquake and related tsunami in March 2011.
(7) During the three months ended March 31, 2010, in connection with our announced initiatives to stagger and extend our debt maturities and reduce debt, we repurchased certain senior and convertible senior notes outstanding with maturities in 2012 and 2013 (we did not repurchase any debt in 2011). We utilized proceeds from borrowings under the Global Line to repurchase the senior notes. In addition, in 2010 we repaid certain secured mortgage debt in connection with the sale of a property in Japan. The activity is summarized as follows (in thousands):
Three Months Ended March 31, 2010 Convertible Senior Notes (a): Original principal amount $ 490,039 Cash purchase price $ 465,094 Senior Notes: Original principal amount $ 422,476 Cash purchase price $ 449,382 Secured Mortgage Debt: Original principal amount $ 45,140 Cash repayment price $ 46,659 Total: Original principal amount $ 957,655 Cash purchase / repayment price $ 961,135 Gain (loss) on early extinguishment of debt, net (b) $ (47,633) ________
(a) Although the purchase price is less than the principal amount outstanding, the repurchase of these notes resulted in a non-cash loss in 2010 due to the non-cash discount. Therefore, we adjusted for this non-cash loss to arrive at FFO, excluding significant non-cash items. (b) Represents the difference between the recorded debt (including unamortized related debt issuance costs, premiums and discounts) and the consideration we paid to retire the debt. Of the loss we referred to above, the non-cash loss of $15.2 million for the three months ended March 31, 2010, is adjusted back to arrive at FFO, excluding significant non-cash items.
Released April 20, 2011