UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 2, 2019
WPCHIGHRESLOGOA20.JPG
W. P. Carey Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
001-13779
45-4549771
(State of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
50 Rockefeller Plaza, New York, NY
 
10020
(Address of principal executive offices)
 
(Zip Code)
 

Registrant’s telephone number, including area code: (212) 492-1100

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 Par Value
 
"WPC"
 
New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
¨ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 





Item 2.02 Results of Operations and Financial Condition.

On August 2, 2019 , W. P. Carey Inc. (together with its predecessors, the “ Company ”) issued an earnings release announcing its financial results for the quarter ended June 30, 2019 . A copy of the earnings release is attached as Exhibit 99.1.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “ Securities Act ”), or the Exchange Act.

Item 7.01 Regulation FD Disclosure.

On August 2, 2019 , the Company made available certain unaudited supplemental financial information at June 30, 2019 . A copy of this supplemental information is attached as Exhibit 99.2.

The information furnished pursuant to this Item 7.01, including Exhibit 99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
 
 
W. P. Carey Inc.
 
 
 
 
Date:
August 2, 2019
By:
/s/ ToniAnn Sanzone
 
 
 
ToniAnn Sanzone
 
 
 
Chief Financial Officer


Exhibit 99.1

FOR IMMEDIATE RELEASE

Institutional Investors:
Peter Sands
W. P. Carey Inc.
212-492-1110
institutionalir@wpcarey.com

Individual Investors:
W. P. Carey Inc.
212-492-8920
ir@wpcarey.com

Press Contact:
Guy Lawrence
Ross & Lawrence
212-308-3333
gblawrence@rosslawpr.com

W. P. Carey Inc. Announces Second Quarter 2019 Financial Results


New York, NY – August 2, 2019 – W. P. Carey Inc. (NYSE: WPC) (W. P. Carey or the Company), a net lease real estate investment trust, today reported its financial results for the second quarter ended June 30, 2019 .

Total Company
Net income attributable to W. P. Carey of $66.0 million , or $0.38 per diluted share
AFFO of $208.5 million , or $1.22 per diluted share
2019 AFFO guidance range narrowed to $4.95 to $5.05 per diluted share, including Real Estate AFFO of $4.70 to $4.80 per diluted share
Quarterly cash dividend raised to $1.034 per share, equivalent to an annualized dividend rate of $4.136 per share

Business Segments

Real Estate
Segment net income attributable to W. P. Carey of $60.8 million
Segment AFFO of $199.8 million , or $1.17 per diluted share
Investment volume of $439.9 million year to date, including $394.7 million completed during the first half of 2019 and $45.2 million subsequent to quarter end
Active capital investment projects totaling $183.7 million at quarter end, including $95.9 million expected to be completed in 2019
Entered into agreements to convert 36 existing self-storage operating properties to net leases
Gross disposition proceeds of $21.9 million during the first half of 2019
Portfolio occupancy of 98.2%
Weighted-average lease term increased to 10.4 years


W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 1


Investment Management
Segment net income attributable to W. P. Carey of $5.3 million
Segment AFFO of $8.6 million , or $0.05 per diluted share

Balance Sheet and Capitalization
Issued $325 million of 3.850% Senior Unsecured Notes due 2029
Utilized ATM program to raise $88.3 million in net proceeds during the second quarter, bringing net proceeds raised during the first half of 2019 to $392.1 million
Prepaid mortgage debt totaling $293.7 million during the second quarter, bringing mortgage debt prepaid during the first half of 2019 to $493.3 million


MANAGEMENT COMMENTARY

“Our business continues to gather momentum. During the second quarter, we added several high-quality industrial sale-leasebacks to our portfolio, creatively converted the bulk of our self-storage operating assets to net leases, further accessed the capital markets and prepaid additional mortgage debt,” said Jason Fox, Chief Executive Officer of W. P. Carey. “We have revised our AFFO guidance to reflect our current expectations for investment timing, along with the deleveraging we’ve done this year. Looking ahead, our investment opportunity set remains broad and our cost of capital enables us to pursue a wide range of opportunities.”


QUARTERLY FINANCIAL RESULTS

Revenues

Total Company: Revenues, including reimbursable costs, for the 2019 second quarter totaled $305.2 million , up 51.8% from $201.1 million for the 2018 second quarter.

Real Estate: Real Estate revenues, including reimbursable costs, for the 2019 second quarter were $291.5 million , up 67.6% from $173.9 million for the 2018 second quarter, due primarily to additional lease revenues from properties acquired in the Company’s merger with CPA:17 on October 31, 2018 (the CPA:17 Merger) and net acquisitions.

Note: While it has no impact on net income or AFFO, in accordance with Accounting Standards Update 2016-02, Leases (Topic 842), which the Company has adopted effective as of January 1, 2019, operating expenses reimbursed by tenants are included within lease revenues on the consolidated statements of income (for both current and prior year periods). Prior to that date the Company presented revenues excluding reimbursable costs.

Investment Management: Investment Management revenues, including reimbursable costs, for the 2019 second quarter were $13.7 million , down 49.6% from $27.2 million for the 2018 second quarter, due primarily to the cessation of asset management revenue previously earned from CPA:17.

Net Income Attributable to W. P. Carey

Net income attributable to W. P. Carey for the 2019 second quarter was $66.0 million , down 12.8% from $75.7 million for the 2018 second quarter. Net income from Investment Management attributable to W. P. Carey decreased, due primarily to the cessation of Investment Management revenues and distributions previously earned from CPA:17. Net income from Real Estate attributable to W. P. Carey increased, due primarily to properties acquired in the CPA:17 Merger and net acquisitions. The increase in revenues from properties acquired in the CPA:17 Merger and acquisitions was partly offset by corresponding increases in depreciation and amortization, interest expense and property expenses.


W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 2


Adjusted Funds from Operations (AFFO)

AFFO for the 2019 second quarter was $1.22 per diluted share, down 7.6% from $1.32 per diluted share for the 2018 second quarter. AFFO from the Company’s Real Estate segment (Real Estate AFFO) increased, due primarily to the accretive impact of properties acquired in the CPA:17 Merger and net acquisitions. AFFO from the Company’s Investment Management segment declined, due primarily to the cessation of Investment Management revenues and distributions previously earned from CPA:17.

Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.

Dividend

As previously announced, on June 13, 2019 the Company’s Board of Directors declared a quarterly cash dividend of $1.034 per share, equivalent to an annualized dividend rate of $4.136 per share. The dividend was paid on July 15, 2019 to stockholders of record as of June 28, 2019.


AFFO GUIDANCE

For the 2019 full year, the Company has narrowed its AFFO guidance range and currently expects to report total AFFO of between $4.95 and $5.05 per diluted share, including Real Estate AFFO of between $4.70 and $4.80 per diluted share, based on the following key assumptions, which are unchanged:

(i)
investments for the Company’s Real Estate portfolio of between $750 million and $1.25 billion;

(ii)
dispositions from the Company’s Real Estate portfolio of between $500 million and $700 million; and

(iii)
total general and administrative expenses of between $75 million and $80 million.

Note: The Company does not provide guidance on net income. The Company only provides guidance on total AFFO (and Real Estate AFFO) and does not provide a reconciliation of this forward-looking non-GAAP guidance to net income due to the inherent difficulty in quantifying certain items necessary to provide such reconciliation as a result of their unknown effect, timing and potential significance. Examples of such items include impairments of assets, gains and losses from sales of assets and depreciation and amortization from new acquisitions.


BALANCE SHEET AND CAPITALIZATION

Bond Issuance

On June 14, 2019, the Company completed an underwritten public offering of $325 million aggregate principal amount of 3.850% Senior Unsecured Notes due July 15, 2029. Net proceeds from the offering were used primarily to reduce amounts outstanding under the Company’s unsecured revolving credit facility.

“At-The-Market” (ATM) Program

During the 2019 second quarter, the Company issued 1,116,217 shares of common stock under its ATM program at a weighted-average price of $80.33 per share, for net proceeds of $88.3 million .

This activity brought issuances under the Company’s ATM program during the first half of 2019 to 5,169,840 shares of common stock, at a weighted-average price of $77.06 per share, for net proceeds of $392.1 million .


W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 3


Mortgage / Secured Debt Prepayment

During the 2019 second quarter, the Company prepaid mortgage debt totaling $293.7 million , with a weighted-average interest rate of approximately 5.2% .

This activity brought mortgage debt prepaid during the first half of 2019 to $493.3 million , with a weighted-average interest rate of approximately 5.1% .


REAL ESTATE

Investments

During the 2019 second quarter, the Company completed investments totaling $155.2 million , consisting of four acquisitions for $123.5 million in aggregate and three completed capital investment projects at a total cost of $31.7 million , bringing total investment volume for the first half of 2019 to $394.7 million , including transaction-related costs.

Subsequent to quarter end, the Company completed two additional investments totaling $45.2 million , bringing total investment volume year to date to $439.9 million , including transaction-related costs.

As of June 30, 2019 , the Company had six capital investment projects outstanding for an expected total investment of approximately $183.7 million , of which four projects totaling $95.9 million are currently expected to be completed during 2019.

Conversion of Self-Storage Operating Properties to Net Leases

During the 2019 second quarter, the Company entered into net lease agreements with Extra Space Storage Inc. for 36 self-storage operating properties, the vast majority of which the Company acquired in the CPA:17 Merger.

Pursuant to these agreements, 22 self-storage operating properties were converted to net leases on June 1, 2019 , at which time we began recognizing lease revenues on the properties and ceased recognizing operating property revenues and expenses.

Subsequent to quarter end, on August 1, 2019 , an additional five self-storage operating properties were converted to net leases. The remaining nine self-storage operating properties included in this transaction, which were non-stabilized, are expected to convert to net leases upon stabilization over the next three years.

Dispositions

During the 2019 second quarter, the Company disposed of five properties for gross proceeds of $17.0 million , bringing total disposition proceeds for the first half of 2019 to $21.9 million .

Composition

As of June 30, 2019 , the Company’s net lease portfolio consisted of 1,198 properties, comprising 136.6 million square feet leased to 320 tenants, with a weighted-average lease term of 10.4 years and an occupancy rate of 98.2% . In addition, the Company owned 24 self-storage and two hotel operating properties, totaling approximately 2.0 million square feet.


INVESTMENT MANAGEMENT

W. P. Carey is the advisor to CPA:18 – Global (CPA:18), Carey Watermark Investors Incorporated (CWI 1), Carey Watermark Investors 2 Incorporated (CWI 2) and Carey European Student Housing Fund I, L.P. (CESH) (collectively, the Managed Programs) . As of June 30, 2019 , the Managed Programs had total assets under management of approximately $7.6 billion .



W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 4


* * * * *


Supplemental Information

The Company has provided supplemental unaudited financial and operating information regarding the 2019 second quarter and certain prior quarters, including a description of no n-GAAP financial measures and reconciliations to GAAP measures, in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on August 2, 2019 .


* * * * *


Live Conference Call and Audio Webcast Scheduled for 10:00 a.m. Eastern Time
Please dial in at least 10 minutes prior to the start time.

Date/Time: Friday, August 2, 2019 at 10:00 a.m. Eastern Time
Call-in Number: 1-877-465-1289 (U.S.) or +1-201-689-8762 (international)

Live Audio Webcast and Replay: www.wpcarey.com/earnings


* * * * *


W. P. Carey Inc.

W. P. Carey ranks among the largest net lease REITs with an enterprise value of approximately $20 billion and a diversified portfolio of operationally-critical commercial real estate that includes 1,198 net lease properties covering approximately 137 million square feet. For over four decades, the company has invested in high-quality single-tenant industrial, warehouse, office, retail and self-storage properties subject to long-term net leases with built-in rent escalators. Its portfolio is located primarily in the U.S. and Northern and Western Europe and is well-diversified by tenant, property type, geographic location and tenant industry. 

www.wpcarey.com


* * * * *



W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 5


Cautionary Statement Concerning Forward-Looking Statements

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of W. P. Carey and can be identified by the use of words such as “may,” “will,” “should,” “would,” “assume,” “outlook,” “seek,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast” and other comparable terms. These forward-looking statements include, but are not limited to, statements made by Mr. Fox with regard to our investment opportunities and cost of capital. These statements are based on the current expectations of the management of W. P. Carey. It is important to note that W. P. Carey’s actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of W. P. Carey. Discussions of some of these other important factors and assumptions are contained in W. P. Carey’s filings with the SEC and are available at the SEC’s website at http://www.sec.gov , including Part I, Item 1A. Risk Factors in W. P. Carey’s Annual Report on Form 10-K for the year ended December 31, 2018. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.


* * * * *

W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 6


W. P. CAREY INC.
Consolidated Balance Sheets (Unaudited)
(in thousands, except share and per share amounts)
 
June 30, 2019
 
December 31, 2018
Assets
 
 
 
Investments in real estate:
 
 
 
Land, buildings and improvements (a)
$
9,480,306

 
$
9,251,396

Net investments in direct financing leases
1,263,319

 
1,306,215

In-place lease intangible assets and other
2,134,786

 
2,009,628

Above-market rent intangible assets
921,998

 
925,797

Investments in real estate
13,800,409

 
13,493,036

Accumulated depreciation and amortization (b)
(1,812,628
)
 
(1,564,182
)
Assets held for sale, net (c)
102,777

 

Net investments in real estate
12,090,558

 
11,928,854

Equity investments in the Managed Programs and real estate (d)
317,159

 
329,248

Cash and cash equivalents
202,279

 
217,644

Due from affiliates
81,523

 
74,842

Other assets, net
580,270

 
711,507

Goodwill
920,218

 
920,944

Total assets
$
14,192,007

 
$
14,183,039

 
 
 
 
Liabilities and Equity
 
 
 
Debt:
 
 
 
Senior unsecured notes, net
$
3,861,931

 
$
3,554,470

Unsecured revolving credit facility
111,227

 
91,563

Non-recourse mortgages, net
2,203,853

 
2,732,658

Debt, net
6,177,011

 
6,378,691

Accounts payable, accrued expenses and other liabilities
463,417

 
403,896

Below-market rent and other intangible liabilities, net
213,279

 
225,128

Deferred income taxes
168,841

 
173,115

Dividends payable
178,665

 
172,154

Total liabilities
7,201,213

 
7,352,984

 
 
 
 
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued

 

Common stock, $0.001 par value, 450,000,000 shares authorized; 170,756,507 and 165,279,642 shares, respectively, issued and outstanding
171

 
165

Additional paid-in capital
8,576,245

 
8,187,335

Distributions in excess of accumulated earnings
(1,368,457
)
 
(1,143,992
)
Deferred compensation obligation
37,263

 
35,766

Accumulated other comprehensive loss
(260,817
)
 
(254,996
)
Total stockholders’ equity
6,984,405

 
6,824,278

Noncontrolling interests
6,389

 
5,777

Total equity
6,990,794

 
6,830,055

Total liabilities and equity
$
14,192,007

 
$
14,183,039

________
(a)
Includes $189.3 million and $470.7 million of amounts attributable to operating properties as of June 30, 2019 and December 31, 2018 , respectively.
(b)
Includes $847.5 million and $734.8 million of accumulated depreciation on buildings and improvements as of June 30, 2019 and December 31, 2018 , respectively, and $965.1 million and $829.4 million of accumulated amortization on lease intangibles as of June 30, 2019 and December 31, 2018 , respectively.
(c)
At  June 30, 2019 , we had two properties classified as Assets held for sale, net, including one hotel operating property.
(d)
Our equity investments in real estate joint ventures totaled $197.9 million and $221.7 million as of June 30, 2019 and December 31, 2018 , respectively. Our equity investments in the Managed Programs totaled $119.2 million and $107.6 million as of June 30, 2019 and December 31, 2018 , respectively.


W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 7


W. P. CAREY INC.
Quarterly Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Revenues
 
 
 
 
 
Real Estate:
 
 
 
 
 
Lease revenues
$
269,802

 
$
262,939

 
$
168,367

Operating property revenues
15,436

 
15,996

 
4,865

Lease termination income and other
6,304

 
3,270

 
680

 
291,542

 
282,205

 
173,912

Investment Management:
 
 
 
 
 
Asset management revenue
9,790

 
9,732

 
17,268

Reimbursable costs from affiliates
3,821

 
3,868

 
5,537

Structuring and other advisory revenue
58

 
2,518

 
4,426

 
13,669

 
16,118

 
27,231

 
305,211

 
298,323

 
201,143

Operating Expenses
 

 
 
 
 

Depreciation and amortization
113,632

 
112,379

 
64,337

General and administrative
19,729

 
21,285

 
16,442

Reimbursable tenant costs
13,917

 
13,171

 
5,733

Operating property expenses
10,874

 
10,594

 
3,581

Property expenses, excluding reimbursable tenant costs
9,915

 
9,912

 
5,327

Stock-based compensation expense
4,936

 
4,165

 
3,698

Reimbursable costs from affiliates
3,821

 
3,868

 
5,537

Subadvisor fees (a)
1,650

 
2,202

 
1,855

Merger and other expenses (b)
696

 
146

 
2,692

 
179,170

 
177,722

 
109,202

Other Income and Expenses
 

 
 
 
 

Interest expense
(59,719
)
 
(61,313
)
 
(41,311
)
Equity in earnings of equity method investments in the Managed Programs
   and real estate
3,951

 
5,491

 
12,558

Other gains and (losses) (c)
(671
)
 
955

 
10,586

(Loss) gain on sale of real estate, net
(362
)
 
933

 
11,912

 
(56,801
)
 
(53,934
)
 
(6,255
)
Income before income taxes
69,240

 
66,667

 
85,686

(Provision for) benefit from income taxes
(3,119
)
 
2,129

 
(6,262
)
Net Income
66,121

 
68,796

 
79,424

Net income attributable to noncontrolling interests
(83
)
 
(302
)
 
(3,743
)
Net Income Attributable to W. P. Carey
$
66,038

 
$
68,494

 
$
75,681

 
 
 
 
 
 
Basic Earnings Per Share
$
0.39

 
$
0.41

 
$
0.70

Diluted Earnings Per Share
$
0.38

 
$
0.41

 
$
0.70

Weighted-Average Shares Outstanding
 

 
 
 
 

Basic
171,304,112

 
167,234,121

 
108,059,394

Diluted
171,490,625

 
167,434,740

 
108,234,934

 
 
 
 
 
 
Dividends Declared Per Share
$
1.034

 
$
1.032

 
$
1.020



W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 8


W. P. CAREY INC.
Year-to-Date Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Six Months Ended June 30,
 
2019
 
2018
Revenues
 
 
 
Real Estate:
 
 
 
Lease revenues
$
532,741

 
$
337,799

Operating property revenues
31,432

 
12,083

Lease termination income and other
9,574

 
1,622

 
573,747

 
351,504

Investment Management:
 
 
 
Asset management revenue
19,522

 
34,253

Reimbursable costs from affiliates
7,689

 
10,841

Structuring and other advisory revenue
2,576

 
6,355

 
29,787

 
51,449

 
603,534

 
402,953

Operating Expenses
 

 
 

Depreciation and amortization
226,011

 
130,294

General and administrative
41,014

 
35,025

Reimbursable tenant costs
27,088

 
11,952

Operating property expenses
21,468

 
9,251

Property expenses, excluding reimbursable tenant costs
19,827

 
9,556

Stock-based compensation expense
9,101

 
11,917

Reimbursable costs from affiliates
7,689

 
10,841

Subadvisor fees (a)
3,852

 
3,887

Merger and other expenses (b)
842

 
2,655

Impairment charges

 
4,790

 
356,892

 
230,168

Other Income and Expenses
 

 
 

Interest expense
(121,032
)
 
(79,385
)
Equity in earnings of equity method investments in the Managed Programs
   and real estate
9,442

 
27,883

Gain on sale of real estate, net
571

 
18,644

Other gains and (losses)
284

 
7,823

 
(110,735
)
 
(25,035
)
Income before income taxes
135,907

 
147,750

Provision for income taxes
(990
)
 
(260
)
Net Income
134,917

 
147,490

Net income attributable to noncontrolling interests
(385
)
 
(6,535
)
Net Income Attributable to W. P. Carey
$
134,532

 
$
140,955

 
 
 
 
Basic Earnings Per Share
$
0.79

 
$
1.30

Diluted Earnings Per Share
$
0.79

 
$
1.30

Weighted-Average Shares Outstanding
 

 
 

Basic
169,280,360

 
108,058,671

Diluted
169,520,508

 
108,243,063

 
 
 
 
Dividends Declared Per Share
$
2.066

 
$
2.035

__________
(a)
The subadvisors for CWI 1, CWI 2 and CPA:18 (for multi-family properties) earn a percentage of gross fees recorded, which we account for as an expense and are recorded as Subadvisor fees in our consolidated statements of income. The amounts paid to the subadvisors are the differences between gross and net fees. During 2018, CPA:18 sold five of its six multi-family properties (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements). Refer to the Managed Programs Fee Summary section in Exhibit 99.2 of the Current Report on Form 8-K filed on August 2, 2019 for further information.
(b)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.
(c)
Amount for the three months ended June 30, 2019 is primarily comprised of realized gains on foreign currency exchange derivatives of $3.5 million , mark-to-market adjustment for our investment in shares of a cold storage operator of $(3.3) million , loss on extinguishment of debt of $(3.0) million , interest earned from cash in bank and on loans to affiliates of $1.1 million , net gains on foreign currency transactions of $0.7 million , and dividend income from our investment in shares of Guggenheim Credit Income Fund of $0.5 million .

W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 9


W. P. CAREY INC.
Quarterly Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Net income attributable to W. P. Carey
$
66,038

 
$
68,494

 
$
75,681

Adjustments:
 
 
 
 
 
Depreciation and amortization of real property
112,360

 
111,103

 
63,073

Loss (gain) on sale of real estate, net
362

 
(933
)
 
(11,912
)
Proportionate share of adjustments to equity in net income of partially owned entities
4,489

 
4,424

 
902

Proportionate share of adjustments for noncontrolling interests
(31
)
 
(30
)
 
(2,729
)
Total adjustments
117,180

 
114,564

 
49,334

FFO (as defined by NAREIT) Attributable to W. P. Carey (a)
183,218

 
183,058

 
125,015

Adjustments:
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
16,450

 
15,927

 
12,303

Straight-line and other rent adjustments
(7,975
)
 
(6,258
)
 
(2,637
)
Other (gains) and losses (b)
5,724

 
4,930

 
(6,845
)
Stock-based compensation
4,936

 
4,165

 
3,698

Amortization of deferred financing costs
2,774

 
2,724

 
1,905

Other amortization and non-cash items
1,706

 
567

 
35

Tax (benefit) expense – deferred and other (c)
(933
)
 
(4,928
)
 
3,028

Merger and other expenses (d)
696

 
146

 
2,692

Proportionate share of adjustments to equity in net income of partially owned entities
1,876

 
1,461

 
3,635

Proportionate share of adjustments for noncontrolling interests
(7
)
 
(25
)
 
(230
)
Total adjustments
25,247

 
18,709

 
17,584

AFFO Attributable to W. P. Carey (a)
$
208,465

 
$
201,767

 
$
142,599

 
 
 
 
 
 
Summary
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey (a)
$
183,218

 
$
183,058

 
$
125,015

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (a)
$
1.07

 
$
1.09

 
$
1.16

AFFO attributable to W. P. Carey (a)
$
208,465

 
$
201,767

 
$
142,599

AFFO attributable to W. P. Carey per diluted share (a)
$
1.22

 
$
1.21

 
$
1.32

Diluted weighted-average shares outstanding
171,490,625

 
167,434,740

 
108,234,934
























W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 10


W. P. CAREY INC.
Quarterly Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
June 30, 2019
 
March 31, 2019
 
June 30, 2018
Net income from Real Estate attributable to W. P. Carey
$
60,768

 
$
53,408

 
$
59,316

Adjustments:
 
 
 
 
 
Depreciation and amortization of real property
112,360

 
111,103

 
63,073

Loss (gain) on sale of real estate, net
362

 
(933
)
 
(11,912
)
Proportionate share of adjustments to equity in net income of partially owned entities
4,489

 
4,424

 
902

Proportionate share of adjustments for noncontrolling interests
(31
)
 
(30
)
 
(2,729
)
Total adjustments
117,180

 
114,564

 
49,334

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (a)
177,948

 
167,972

 
108,650

Adjustments:
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
16,450

 
15,927

 
12,303

Straight-line and other rent adjustments
(7,975
)
 
(6,258
)
 
(2,637
)
Other (gains) and losses (b)
5,888

 
3,929

 
(6,599
)
Stock-based compensation
3,482

 
2,800

 
1,990

Amortization of deferred financing costs
2,774

 
2,724

 
1,905

Other amortization and non-cash items
1,510

 
502

 
56

Tax (benefit) expense – deferred and other
(853
)
 
490

 
(1,767
)
Merger and other expenses (d)
696

 
146

 
2,692

Proportionate share of adjustments to equity in net income of partially owned entities
(89
)
 
115

 
99

Proportionate share of adjustments for noncontrolling interests
(7
)
 
(25
)
 
(230
)
Total adjustments
21,876

 
20,350

 
7,812

AFFO Attributable to W. P. Carey – Real Estate (a)
$
199,824

 
$
188,322

 
$
116,462

 
 
 
 
 
 
Summary
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (a)
$
177,948

 
$
167,972

 
$
108,650

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (a)
$
1.04

 
$
1.00

 
$
1.01

AFFO attributable to W. P. Carey – Real Estate (a)
$
199,824

 
$
188,322

 
$
116,462

AFFO attributable to W. P. Carey per diluted share – Real Estate (a)
$
1.17

 
$
1.13

 
$
1.08

Diluted weighted-average shares outstanding
171,490,625

 
167,434,740

 
108,234,934



W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 11


W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
 
Six Months Ended June 30,
 
2019
 
2018
Net income attributable to W. P. Carey
$
134,532

 
$
140,955

Adjustments:
 
 
 
Depreciation and amortization of real property
223,463

 
127,653

Gain on sale of real estate, net
(571
)
 
(18,644
)
Impairment charges

 
4,790

Proportionate share of adjustments to equity in net income of partially owned entities
8,913

 
2,154

Proportionate share of adjustments for noncontrolling interests
(61
)
 
(5,511
)
Total adjustments
231,744

 
110,442

FFO (as defined by NAREIT) Attributable to W. P. Carey (a)
366,276

 
251,397

Adjustments:
 
 
 
Above- and below-market rent intangible lease amortization, net
32,377

 
24,105

Straight-line and other rent adjustments
(14,233
)
 
(4,933
)
Other (gains) and losses (b)
10,654

 
(1,556
)
Stock-based compensation
9,101

 
11,917

Tax benefit – deferred and other (c)
(5,861
)
 
(9,127
)
Amortization of deferred financing costs
5,498

 
1,711

Other amortization and non-cash items
2,273

 
(14
)
Merger and other expenses (d)
842

 
2,655

Proportionate share of adjustments to equity in net income of partially owned entities
3,337

 
5,387

Proportionate share of adjustments for noncontrolling interests
(32
)
 
(573
)
Total adjustments
43,956

 
29,572

AFFO Attributable to W. P. Carey (a)
$
410,232

 
$
280,969

 
 
 
 
Summary
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey (a)
$
366,276

 
$
251,397

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (a)
$
2.16

 
$
2.32

AFFO attributable to W. P. Carey (a)
$
410,232

 
$
280,969

AFFO attributable to W. P. Carey per diluted share (a)
$
2.42

 
$
2.60

Diluted weighted-average shares outstanding
169,520,508

 
108,243,063





























W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 12


W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
 
Six Months Ended June 30,
 
2019
 
2018
Net income from Real Estate attributable to W. P. Carey
$
114,176

 
$
104,616

Adjustments:
 
 
 
Depreciation and amortization of real property
223,463

 
127,653

Gain on sale of real estate, net
(571
)
 
(18,644
)
Impairment charges

 
4,790

Proportionate share of adjustments to equity in net income of partially owned entities
8,913

 
2,154

Proportionate share of adjustments for noncontrolling interests
(61
)
 
(5,511
)
Total adjustments
231,744

 
110,442

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (a)
345,920

 
215,058

Adjustments:
 
 
 
Above- and below-market rent intangible lease amortization, net
32,377

 
24,105

Straight-line and other rent adjustments
(14,233
)
 
(4,933
)
Other (gains) and losses (b)
9,817

 
(1,673
)
Stock-based compensation
6,282

 
6,296

Amortization of deferred financing costs
5,498

 
1,711

Other amortization and non-cash items
2,012

 
7

Merger and other expenses (d)
842

 
2,655

Tax benefit – deferred and other
(363
)
 
(11,285
)
Proportionate share of adjustments to equity in net income of partially owned entities
26

 
28

Proportionate share of adjustments for noncontrolling interests
(32
)
 
(573
)
Total adjustments
42,226

 
16,338

AFFO Attributable to W. P. Carey – Real Estate (a)
$
388,146

 
$
231,396

 
 
 
 
Summary
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (a)
$
345,920

 
$
215,058

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (a)
$
2.04

 
$
1.99

AFFO attributable to W. P. Carey – Real Estate (a)
$
388,146

 
$
231,396

AFFO attributable to W. P. Carey per diluted share – Real Estate (a)
$
2.29

 
$
2.14

Diluted weighted-average shares outstanding
169,520,508

 
108,243,063

__________
(a)
FFO and AFFO are non-GAAP measures. See below for a description of FFO and AFFO.
(b)
AFFO amount for the three months ended June 30, 2019 is primarily comprised of unrealized losses on derivatives of $(0.3) million , gains from foreign currency movements of $0.7 million , loss on extinguishment of debt of $(3.0) million and loss on marketable securities of $(3.1) million . Real Estate AFFO amount for the three months ended June 30, 2019 is primarily comprised of unrealized losses on derivatives of $(0.3) million , gains from foreign currency movements of $0.7 million , loss on extinguishment of debt of $(3.0) million and loss on marketable securities of $(3.3) million . Beginning in the second quarter of 2019, we aggregated (gain) loss on extinguishment of debt and realized (gains) losses on foreign currency (both of which were previously disclosed as separate AFFO adjustment line items), as well as certain other adjustments, within this line item, which is comprised of adjustments related to Other gains and (losses) on our consolidated statements of income. Prior period amounts have been reclassified to conform to the current period presentation.
(c)
Amounts for the three months ended March 31, 2019 and six months ended June 30, 2019 include a current tax benefit, which is excluded from AFFO as it was incurred as a result of the CPA:17 Merger.
(d)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.

W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 13


Non-GAAP Financial Disclosure

Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (NAREIT), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to nor a substitute for net income or loss as determined under GAAP.

We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO. Our FFO calculation complies with NAREIT’s policy described above.

We modify the NAREIT computation of FFO to include other adjustments to GAAP net income to adjust for certain non-cash charges such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rents, stock-based compensation, non-cash environmental accretion expense and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses such as gains or losses from extinguishment of debt, restructuring and related compensation expenses and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange transactions (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs which are currently not engaged in acquisitions, mergers and restructuring which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.

We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP or as alternatives to net cash provided by operating activities computed under GAAP or as indicators of our ability to fund our cash needs.


W. P. Carey Inc. 6/30/2019 Earnings Release 8-K – 14
Exhibit 99.2

W. P. Carey Inc.
Supplemental Information
Second Quarter 2019


WPCSUPPIMAGE201904102A01.JPG



Important Disclosures About This Supplemental Package

As used in this supplemental package, the terms “W. P. Carey,” “WPC,” “we,” “us” and “our” include W. P. Carey Inc., its consolidated subsidiaries and its predecessors, unless otherwise indicated. “REIT” means real estate investment trust. “CPA:17 – Global” means Corporate Property Associates 17 – Global Incorporated. “CPA:18 – Global” means Corporate Property Associates 18 – Global Incorporated. “CWI REITs” means Carey Watermark Investors Incorporated (“CWI 1”) and Carey Watermark Investors 2 Incorporated (“CWI 2”). “Managed REITs” means CPA:18 – Global and the CWI REITs. “Managed Programs” means the Managed REITs and Carey European Student Housing Fund I, L.P. (“CESH”). “CPA:17 Merger” means our merger with CPA:17 – Global, which was completed on October 31, 2018. CPA:17 – Global was included in the Managed REITs prior to the CPA:17 Merger. “U.S.” means United States. “AUM” means assets under management. “ABR” means contractual minimum annualized base rent. “SEC” means Securities and Exchange Commission.

Amounts may not sum to totals due to rounding.

Important Note Regarding Non-GAAP Financial Measures

This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles (“GAAP”), including funds from operations (“FFO”); adjusted funds from operations (“AFFO”); earnings before interest, taxes, depreciation and amortization (“EBITDA”); adjusted EBITDA; pro rata cash net operating income (“pro rata cash NOI”); and normalized pro rata cash NOI. A description of these non-GAAP financial measures and reconciliations to their most directly comparable GAAP measures, as well as a description of other metrics presented, are provided within the Appendix to this supplemental package. FFO is a non-GAAP measure defined by the National Association of Real Estate Investments Trusts, Inc. (“NAREIT”), an industry trade group.




W. P. Carey Inc.
Supplemental Information – Second Quarter 2019
Table of Contents
Overview
 
 
 
Financial Results
 
Statements of Income – Last Five Quarters
 
FFO and AFFO – Last Five Quarters
 
 
 
Balance Sheets and Capitalization
 
 
 
Real Estate
 
Investment Activity
 
 
 
Investment Management
 
 
 
Appendix
 
Adjusted EBITDA  Last Five Quarters
 



W. P. Carey Inc.
Overview – Second Quarter 2019
Summary Metrics
As of or for the three months ended June 30, 2019 .
Financial Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment
 
 
 
 
 
 
 
Owned
Real Estate
 
Investment Management
 
Total
Revenues, including reimbursable costs – consolidated ($000s)
 
$
291,542

 
$
13,669

 
$
305,211

Net income attributable to W. P. Carey ($000s)
 
60,768

 
5,270

 
66,038

Net income attributable to W. P. Carey per diluted share
 
0.35

 
0.03

 
0.38

Normalized pro rata cash NOI from real estate ($000s) (a) (b)
 
267,784

 
N/A

 
267,784

Adjusted EBITDA ($000s) (a)   (b)
 
261,100

 
9,633

 
270,733

AFFO attributable to W. P. Carey ($000s) (a) (b)
 
199,824

 
8,641

 
208,465

AFFO attributable to W. P. Carey per diluted share (a)   (b)
 
1.17

 
0.05

 
1.22

 
 
 
 
 
 
 
 
 
 
Dividends declared per share – second quarter
 
 
 
 
 
1.034

Dividends declared per share – second quarter annualized
 
 
 
 
 
4.136

Dividend yield – annualized, based on quarter end share price of $81.18
 
 
 
 
 
5.1
%
Dividend payout ratio – for the six months ended June 30, 2019 (c)
 
 
 
 
 
85.4
%
 
 
 
 
 
 
 
 
 
 
Balance Sheet and Capitalization
 
 
 
 
 
 
 
 
 
Equity market capitalization – based on quarter end share price of $81.18 ($000s)
 
 
 
 
 
$
13,862,013

Pro rata net debt ($000s) (d)
 
 
 
 
 
 
 
 
6,232,432

Enterprise value ($000s)
 
 
 
 
 
 
 
 
20,094,445

 
 
 
 
 
 
 
 
 
 
Total consolidated debt ($000s)
 
 
 
 
 
 
 
 
6,177,011

Gross assets ($000s) (e)
 
 
 
 
 
 
 
 
15,039,546

Liquidity ($000s) (f)
 
 
 
 
 
 
 
 
1,591,052

 
 
 
 
 
 
 
 
 
 
Pro rata net debt to enterprise value (b)
 
 
 
 
 
 
 
 
31.0
%
Pro rata net debt to adjusted EBITDA (annualized) (a)   (b)
 
 
 
 
 
5.8x

Total consolidated debt to gross assets
 
 
 
 
 
 
 
 
41.1
%
 
 
 
 
 
 
 
 
 
 
Weighted-average interest rate (b)
 
 
 
 
 
 
 
 
3.5
%
Weighted-average debt maturity (years) (b)
 
 
 
 
 
 
 
 
5.0

 
 
 
 
 
 
 
 
 
 
Moody's Investors Service – corporate rating
 
 
 
 
 
 
 
 
Baa2 (stable)

Standard & Poor's Ratings Services – issuer rating
 
 
 
 
 
 
 
 
BBB (stable)

 
 
 
 
 
 
 
 
 
 
Real Estate Portfolio (Pro Rata)
 
 
 
 
 
 
 
 
 
ABR ($000s) (g)
 
 
 
 
 
 
 
 
$
1,115,821

Number of net-leased properties
 
 
 
 
 
 
 
 
1,198

Number of operating properties (h)
 
 
 
 
 
 
 
 
26

Number of tenants –   net-leased properties
 
 
 
 
 
 
 
 
320

 
 
 
 
 
 
 
 
 
 
ABR from investment grade tenants as a % of total ABR – net-leased properties (i)
 
 
 
 
 
28.8
%
 
 
 
 
 
 
 
 
 
 
Net-leased properties – square footage (millions)
 
 
 
 
 
 
 
 
136.6

 
 
 
 
 
 
 
 
 
 
Occupancy – net-leased properties
 
 
 
 
 
 
 
 
98.2
%
Weighted-average lease term (years)
 
 
 
 
 
 
 
 
10.4

 
 
 
 
 
 
 
 
 
 
Maximum commitment for capital investment projects expected to be completed during 2019 ($000s)
 
 
 
$
95,874

Acquisitions and completed capital investment projects – second quarter ($000s)
 
 
 
155,169

Dispositions – second quarter ($000s)
 
 
 
 
 
 
 
 
16,954

________
(a)
Normalized pro rata cash NOI, Adjusted EBITDA and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures and for details on how certain non-GAAP measures are calculated.
(b)
Presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Represents dividends declared per share divided by AFFO per diluted share on a year-to-date basis.
(d)
Represents total pro rata debt outstanding less consolidated cash and cash equivalents. See the Terms and Definitions section in the Appendix for a description of pro rata.
(e)
Gross assets represent consolidated total assets before accumulated depreciation on buildings and improvements. Gross assets are net of accumulated amortization on in-place lease intangible assets of $595.5 million and above-market rent intangible assets of $369.5 million .

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 1


W. P. Carey Inc.
Overview – Second Quarter 2019

(f)
Represents availability on our Senior Unsecured Credit Facility plus consolidated cash and cash equivalents.
(g)
See the Terms and Definitions section in the Appendix for a description of ABR.
(h)
Comprised of 24 self-storage properties and two hotels.
(i)
Percentage of portfolio is based on ABR, as of June 30, 2019 . Includes tenants or guarantors with investment grade ratings ( 19.6% ) and subsidiaries of non-guarantor parent companies with investment grade ratings ( 9.2% ). Investment grade refers to an entity with a rating of BBB- or higher from Standard & Poor’s Ratings Services or Baa3 or higher from Moody’s Investors Service. See the Terms and Definitions section in the Appendix for a description of ABR.

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 2


W. P. Carey Inc.
Overview – Second Quarter 2019
Components of Net Asset Value
Dollars in thousands, except per share amounts.
Real Estate
 
 
Three Months Ended
Jun. 30, 2019
 
Annualized
Normalized pro rata cash NOI (a) (b)
 
 
$
267,784

 
$
1,071,136

 
 
 
 
 
 
Investment Management
 
 
 
 
 
Adjusted EBITDA (a) (b)
 
 
9,633

 
38,532

Selected Components of Adjusted EBITDA:
 
 
 
 
 
Asset management revenue (c)
 
 
9,790

 
39,160

Structuring and other advisory revenue (c)
 
 
58

 
N/A

Operating partnership interests in real estate cash flow of Managed REITs (d)
 
3,373

 
13,492

Back-end fees and interests associated with the Managed Programs
 
 
 
 
 
 
 
 
Balance Sheet – Selected Information (Consolidated Unless Otherwise Stated)
 
As of Jun. 30, 2019
Assets
 
 
 
 
 
Book value of real estate excluded from normalized pro rata cash NOI (e)
 
 
 
$
281,792

Cash and cash equivalents
 
 
 
 
202,279

Due from affiliates
 
 
 
 
81,523

Other assets, net:
 
 
 
 
 
Straight-line rent adjustments
 
 
 
 
$
115,709

Investment in shares of a cold storage operator
 
 
 
 
110,046

Restricted cash, including escrow
 
 
 
 
59,332

Loans receivable
 
 
 
 
57,737

Taxes receivable
 
 
 
 
44,273

Deferred charges
 
 
 
 
38,980

Accounts receivable
 
 
 
 
38,892

Securities and derivatives
 
 
 
 
34,744

Investment in shares of Guggenheim Credit Income Fund
 
 
 
 
19,111

Prepaid expenses
 
 
 
 
16,263

Deposits for construction and dispositions
 
 
 
 
14,722

Office lease right-of-use assets, net (f)
 
 
 
 
10,110

Other intangible assets, net
 
 
 
 
9,504

Deferred income taxes
 
 
 
 
6,927

Leasehold improvements, furniture and fixtures
 
 
 
1,979

Other
 
 
 
 
1,941

Total other assets, net
 
 
 
 
$
580,270

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Total pro rata debt outstanding (b)
 
 
 
 
$
6,434,711

Dividends payable
 
 
 
 
178,665

Deferred income taxes
 
 
 
 
168,841

Accounts payable, accrued expenses and other liabilities:
 
 
 
 
 
Accounts payable and accrued expenses
 
 
 
 
$
150,187

Prepaid and deferred rents
 
 
 
 
99,486

Operating lease liabilities (f)
 
 
 
 
90,580

Accrued taxes payable
 
 
 
 
44,857

Tenant security deposits
 
 
 
 
36,920

Securities and derivatives
 
 
 
 
6,272

Other
 
 
 
 
35,115

Total accounts payable, accrued expenses and other liabilities
 
 
 
 
$
463,417


WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 3


W. P. Carey Inc.
Overview – Second Quarter 2019
Other
Ownership %
 
Number of Shares / Units Owned
 
NAV
 
Implied Value
 
 
 
A
 
B
 
A x B
Ownership in Managed Programs: (g)
 
 
 
 
 
 


CPA:18 – Global
3.7
%
 
5,424,232

 
$
8.73

(h)  
$
47,354

CWI 1
3.5
%
 
4,958,385

 
10.39

(h)  
51,518

CWI 2
3.3
%
 
3,017,784

 
11.41

(h)  
34,433

CESH
2.4
%
 
3,492

 
1,000.00

(i)  
3,492

 
 
 
 
 
 
 
$
136,797

________
(a)
Normalized pro rata cash NOI and Adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures and for details on how they are calculated.
(b)
Presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Amounts are gross of fees paid to the respective subadvisors of CWI 1, CWI 2 and CPA:18 Global (for multi-family properties). During 2018, CPA:18 – Global sold five of its six multi-family properties (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements).
(d)
We are entitled to receive distributions of up to 10% of the Available Cash of each of the Managed REITs, as defined in their respective operating partnership agreements. Pursuant to the terms of their subadvisory agreements, however, 20% of the distributions of Available Cash we receive from CWI 1 and 25% of the distributions of Available Cash we receive from CWI 2 are paid to their respective subadvisors. Amounts for CWI 1 and CWI 2 are net of fees paid to their respective subadvisors.
(e)
Represents the value of real estate not included in normalized pro rata cash NOI, such as vacant assets, in-progress build-to-suit properties, a common equity interest in a Las Vegas retail center and an unstabilized hotel operating property, which was classified as held for sale as of June 30, 2019 .
(f)
We adopted Accounting Standards Update 2016-02, Leases (Topic 842) for our interim and annual periods beginning January 1, 2019, whereby the rights and obligations of lessees under substantially all leases, existing and new, are capitalized and recorded on the balance sheet. As a result, we recognized $114.5 million of land lease right-of-use assets included in In-place lease intangible assets and other, $10.1 million of office lease right-of-use assets in Other assets, net, and $90.6 million of corresponding operating lease liabilities for certain operating office and land lease arrangements in Accounts payable, accrued expenses and other liabilities as of June 30, 2019 .
(g)
Separate from operating partnership interests in the Managed REITs and our interests in unconsolidated real estate joint ventures with our affiliate, CPA:18 Global.
(h)
We calculated the estimated net asset values per share (“NAVs”) by relying in part on an estimate of the fair market values of the respective real estate portfolios adjusted to give effect to mortgage loans, both provided by third parties, as well as other adjustments. Refer to the SEC filings of the Managed REITs for the calculation methodologies of the respective NAVs.
(i)
We own limited partnership units of CESH at its private placement price of $1,000 per unit; we do not intend to calculate a NAV for CESH.

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Investing for the long run TM  | 4




W. P. Carey Inc.
Financial Results
Second Quarter 2019












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Investing for the long run TM  | 5


W. P. Carey Inc.
Financial Results – Second Quarter 2019
Consolidated Statements of Income – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Revenues
 
 
 
 
 
 
 
 
 
Real Estate:
 
 
 
 
 
 
 
 
 
Lease revenues
$
269,802

 
$
262,939

 
$
233,632

 
$
173,067

 
$
168,367

Operating property revenues
15,436

 
15,996

 
11,707

 
4,282

 
4,865

Lease termination income and other
6,304

 
3,270

 
2,952

 
1,981

 
680

 
291,542

 
282,205

 
248,291

 
179,330

 
173,912

Investment Management:
 
 
 
 
 
 
 
 
 
Asset management revenue
9,790

 
9,732

 
11,954

 
17,349

 
17,268

Reimbursable costs from affiliates
3,821

 
3,868

 
5,042

 
6,042

 
5,537

Structuring and other advisory revenue
58

 
2,518

 
8,108

 
6,663

 
4,426

 
13,669

 
16,118

 
25,104

 
30,054

 
27,231

 
305,211

 
298,323

 
273,395

 
209,384

 
201,143

Operating Expenses
 
 
 
 
 
 
 
 
 
Depreciation and amortization
113,632

 
112,379

 
93,321

 
67,825

 
64,337

General and administrative
19,729

 
21,285

 
17,449

 
15,863

 
16,442

Reimbursable tenant costs
13,917

 
13,171

 
10,145

 
5,979

 
5,733

Operating property expenses
10,874

 
10,594

 
7,844

 
3,055

 
3,581

Property expenses, excluding reimbursable tenant costs
9,915

 
9,912

 
8,319

 
4,898

 
5,327

Stock-based compensation expense
4,936

 
4,165

 
3,902

 
2,475

 
3,698

Reimbursable costs from affiliates
3,821

 
3,868

 
5,042

 
6,042

 
5,537

Subadvisor fees (a)
1,650

 
2,202

 
2,226

 
3,127

 
1,855

Merger and other expenses (b)
696

 
146

 
37,098

 
1,673

 
2,692

 
179,170

 
177,722

 
185,346

 
110,937

 
109,202

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Interest expense
(59,719
)
 
(61,313
)
 
(57,250
)
 
(41,740
)
 
(41,311
)
Equity in earnings of equity method investments in the Managed Programs and real estate
3,951

 
5,491

 
15,268

 
18,363

 
12,558

Other gains and (losses) (c)
(671
)
 
955

 
13,215

 
8,875

 
10,586

(Loss) gain on sale of real estate, net
(362
)
 
933

 
99,618

 
343

 
11,912

Gain on change in control of interests (d)

 

 
47,814

 

 

 
(56,801
)
 
(53,934
)
 
118,665

 
(14,159
)
 
(6,255
)
Income before income taxes
69,240

 
66,667

 
206,714

 
84,288

 
85,686

(Provision for) benefit from income taxes
(3,119
)
 
2,129

 
(11,436
)
 
(2,715
)
 
(6,262
)
Net Income
66,121

 
68,796

 
195,278

 
81,573

 
79,424

Net income attributable to noncontrolling interests
(83
)
 
(302
)
 
(2,015
)
 
(4,225
)
 
(3,743
)
Net Income Attributable to W. P. Carey
$
66,038

 
$
68,494

 
$
193,263

 
$
77,348

 
$
75,681

 
 
 
 
 
 
 
 
 
 
Basic Earnings Per Share
$
0.39

 
$
0.41

 
$
1.33

 
$
0.71

 
$
0.70

Diluted Earnings Per Share
$
0.38

 
$
0.41

 
$
1.33

 
$
0.71

 
$
0.70

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
171,304,112

 
167,234,121

 
145,480,858

 
108,073,969

 
108,059,394

Diluted
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

 
 
 
 
 
 
 
 
 
 
Dividends Declared Per Share
$
1.034

 
$
1.032

 
$
1.030

 
$
1.025

 
$
1.020

________
(a)
The subadvisors for CWI 1, CWI 2 and CPA:18 Global (for multi-family properties) earn a percentage of gross fees recorded, which we account for as an expense and are recorded as Subadvisor fees in our consolidated statements of income. The amounts paid to the subadvisors are the differences between gross and net fees. During 2018, CPA:18 – Global sold five of its six multi-family properties (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements).
(b)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.
(c)
Amount for the three months ended June 30, 2019 is primarily comprised of realized gains on foreign currency exchange derivatives of $3.5 million , mark-to-market adjustment for our investment in shares of a cold storage operator of $(3.3) million , loss on extinguishment of debt of $(3.0) million , interest earned from cash in bank and on loans to affiliates of $1.1 million , net gains on foreign currency transactions of $0.7 million , and dividend income from our investment in shares of Guggenheim Credit Income Fund of $0.5 million .
(d)
Amount for the three months ended December 31, 2018 includes a gain of $18.8 million recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method. Amount for the three months ended December 31, 2018 also includes a gain of $29.0 million recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.

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Investing for the long run TM  | 6


W. P. Carey Inc.
Financial Results – Second Quarter 2019
Statements of Income, Real Estate – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Revenues
 
 
 
 
 
 
 
 
 
Lease revenues
$
269,802

 
$
262,939

 
$
233,632

 
$
173,067

 
$
168,367

Operating property revenues
15,436

 
15,996

 
11,707

 
4,282

 
4,865

Lease termination income and other
6,304

 
3,270

 
2,952

 
1,981

 
680

 
291,542

 
282,205

 
248,291

 
179,330

 
173,912

Operating Expenses
 
 
 
 
 
 
 
 
 
Depreciation and amortization
112,666

 
111,413

 
92,330

 
66,837

 
63,374

General and administrative
15,001

 
15,188

 
13,197

 
11,349

 
10,599

Reimbursable tenant costs
13,917

 
13,171

 
10,145

 
5,979

 
5,733

Operating property expenses
10,874

 
10,594

 
7,844

 
3,055

 
3,581

Property expenses, excluding reimbursable tenant costs
9,915

 
9,912

 
8,319

 
4,898

 
5,327

Stock-based compensation expense
3,482

 
2,800

 
2,774

 
1,380

 
1,990

Merger and other expenses (a)
696

 
146

 
37,098

 
1,673

 
2,692

 
166,551

 
163,224

 
171,707

 
95,171

 
93,296

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Interest expense
(59,719
)
 
(61,313
)
 
(57,250
)
 
(41,740
)
 
(41,311
)
Other gains and (losses)
(1,362
)
 
970

 
15,075

 
8,197

 
9,630

(Loss) gain on sale of real estate, net
(362
)
 
933

 
99,618

 
343

 
11,912

Equity in earnings (losses) of equity method investments in real estate
230

 
(78
)
 
1,755

 
4,699

 
3,529

Gain on change in control of interests (b)

 

 
18,792

 

 

 
(61,213
)
 
(59,488
)
 
77,990

 
(28,501
)
 
(16,240
)
Income before income taxes
63,778

 
59,493

 
154,574

 
55,658

 
64,376

Provision for income taxes
(3,019
)
 
(6,159
)
 
(948
)
 
(424
)
 
(1,317
)
Net Income from Real Estate
60,759


53,334


153,626


55,234


63,059

Net loss (income) attributable to noncontrolling interests
9


74


(2,015
)

(4,225
)

(3,743
)
Net Income from Real Estate Attributable to W. P. Carey
$
60,768

 
$
53,408

 
$
151,611

 
$
51,009

 
$
59,316

 
 
 
 
 
 
 
 
 
 
Basic Earnings Per Share
$
0.36

 
$
0.32

 
$
1.04

 
$
0.47

 
$
0.55

Diluted Earnings Per Share
$
0.35

 
$
0.32

 
$
1.04

 
$
0.47

 
$
0.55

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
171,304,112

 
167,234,121

 
145,480,858

 
108,073,969

 
108,059,394

Diluted
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

________
(a)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.
(b)
Amount for the three months ended December 31, 2018 represents a gain recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method.

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Investing for the long run TM  | 7


W. P. Carey Inc.
Financial Results – Second Quarter 2019
Statements of Income, Investment Management – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Revenues
 
 
 
 
 
 
 
 
 
Asset management revenue
$
9,790

 
$
9,732

 
$
11,954

 
$
17,349

 
$
17,268

Reimbursable costs from affiliates
3,821

 
3,868

 
5,042

 
6,042

 
5,537

Structuring and other advisory revenue
58

 
2,518

 
8,108

 
6,663

 
4,426

 
13,669

 
16,118

 
25,104

 
30,054

 
27,231

Operating Expenses
 
 
 
 
 
 
 
 
 
General and administrative
4,728

 
6,097

 
4,252

 
4,514

 
5,843

Reimbursable costs from affiliates
3,821

 
3,868

 
5,042

 
6,042

 
5,537

Subadvisor fees (a)
1,650

 
2,202

 
2,226

 
3,127

 
1,855

Stock-based compensation expense
1,454

 
1,365

 
1,128

 
1,095

 
1,708

Depreciation and amortization
966

 
966

 
991

 
988

 
963

 
12,619

 
14,498

 
13,639

 
15,766

 
15,906

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Equity in earnings of equity method investments in the Managed Programs
3,721

 
5,569

 
13,513

 
13,664

 
9,029

Other gains and (losses)
691

 
(15
)
 
(1,860
)
 
678

 
956

Gain on change in control of interests (b)

 

 
29,022

 

 

 
4,412

 
5,554

 
40,675

 
14,342

 
9,985

Income before income taxes
5,462

 
7,174

 
52,140

 
28,630

 
21,310

(Provision for) benefit from income taxes
(100
)
 
8,288

 
(10,488
)
 
(2,291
)
 
(4,945
)
Net Income from Investment Management
5,362

 
15,462

 
41,652

 
26,339

 
16,365

Net income attributable to noncontrolling interests
(92
)
 
(376
)
 

 

 

Net Income from Investment Management Attributable to W. P. Carey
$
5,270

 
$
15,086

 
$
41,652

 
$
26,339

 
$
16,365

 
 
 
 
 
 
 
 
 
 
Basic Earnings Per Share
$
0.03

 
$
0.09

 
$
0.29

 
$
0.24

 
$
0.15

Diluted Earnings Per Share
$
0.03

 
$
0.09

 
$
0.29

 
$
0.24

 
$
0.15

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
171,304,112

 
167,234,121

 
145,480,858

 
108,073,969

 
108,059,394

Diluted
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

________
(a)
The subadvisors for CWI 1, CWI 2 and CPA:18 Global (for multi-family properties) earn a percentage of gross fees recorded, which we account for as an expense and are recorded as Subadvisor fees in our consolidated statements of income. The amounts paid to the subadvisors are the differences between gross and net fees. During 2018, CPA:18 – Global sold five of its six multi-family properties (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements).
(b)
Amount for the three months ended December 31, 2018 represents a gain recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.


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Investing for the long run TM  | 8


W. P. Carey Inc.
Financial Results – Second Quarter 2019
FFO and AFFO, Consolidated – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income attributable to W. P. Carey
$
66,038

 
$
68,494

 
$
193,263

 
$
77,348

 
$
75,681

Adjustments:
 
 
 
 
 
 
 
 
 
Depreciation and amortization of real property
112,360

 
111,103

 
92,018

 
66,493

 
63,073

Loss (gain) on sale of real estate, net
362

 
(933
)
 
(99,618
)
 
(343
)
 
(11,912
)
Gain on change in control of interests (a)

 

 
(47,814
)
 

 

Proportionate share of adjustments to equity in net income of partially owned entities
4,489

 
4,424

 
3,225

 
(651
)
 
902

Proportionate share of adjustments for noncontrolling interests
(31
)
 
(30
)
 
(762
)
 
(2,693
)
 
(2,729
)
Total adjustments
117,180

 
114,564

 
(52,951
)
 
62,806

 
49,334

FFO (as defined by NAREIT) Attributable to W. P. Carey  (b)
183,218

 
183,058

 
140,312

 
140,154

 
125,015

Adjustments:
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
16,450

 
15,927

 
14,985

 
13,224

 
12,303

Straight-line and other rent adjustments
(7,975
)
 
(6,258
)
 
(6,096
)
 
(3,431
)
 
(2,637
)
Other (gains) and losses (c)
5,724

 
4,930

 
(9,001
)
 
(5,148
)
 
(6,845
)
Stock-based compensation
4,936

 
4,165

 
3,902

 
2,475

 
3,698

Amortization of deferred financing costs
2,774

 
2,724

 
2,572

 
1,901

 
1,905

Other amortization and non-cash items
1,706

 
567

 
468

 
467

 
35

Tax (benefit) expense – deferred and other (d)
(933
)
 
(4,928
)
 
6,288

 
3,918

 
3,028

Merger and other expenses (e)
696

 
146

 
37,098

 
1,673

 
2,692

Proportionate share of adjustments to equity in net income of partially owned entities
1,876

 
1,461

 
3,192

 
3,860

 
3,635

Proportionate share of adjustments for noncontrolling interests
(7
)
 
(25
)
 
140

 
664

 
(230
)
Total adjustments
25,247

 
18,709

 
53,548

 
19,603

 
17,584

AFFO Attributable to W. P. Carey  (b)
$
208,465

 
$
201,767

 
$
193,860

 
$
159,757

 
$
142,599

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey  (b)
$
183,218

 
$
183,058

 
$
140,312

 
$
140,154

 
$
125,015

FFO (as defined by NAREIT) attributable to W. P. Carey
   per diluted share (b)
$
1.07

 
$
1.09

 
$
0.96

 
$
1.29

 
$
1.16

AFFO attributable to W. P. Carey  (b)
$
208,465

 
$
201,767

 
$
193,860

 
$
159,757

 
$
142,599

AFFO attributable to W. P. Carey per diluted share (b)
$
1.22

 
$
1.21

 
$
1.33

 
$
1.48

 
$
1.32

Diluted weighted-average shares outstanding
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

________
(a)
Amount for the three months December 31, 2018 includes a gain recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method. Amount for the three months ended December 31, 2018 also includes a gain recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.
(b)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(c)
Amount for the three months ended June 30, 2019 is primarily comprised of unrealized losses on derivatives of $(0.3) million , gains from foreign currency movements of $0.7 million , loss on extinguishment of debt of $(3.0) million and loss on marketable securities of $(3.1) million . Beginning in the second quarter of 2019, we aggregated (gain) loss on extinguishment of debt and realized (gains) losses on foreign currency (both of which were previously disclosed as separate AFFO adjustment line items), as well as certain other adjustments, within this line item, which is comprised of adjustments related to Other gains and (losses) on our consolidated statements of income. Prior period amounts have been reclassified to conform to the current period presentation.
(d)
Amount for the three months ended March 31, 2019 includes a current tax benefit and amount for the three months ended December 31, 2018 includes a current tax expense, both of which are excluded from AFFO as they were incurred as a result of the CPA:17 Merger.
(e)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.


WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 9


W. P. Carey Inc.
Financial Results – Second Quarter 2019
FFO and AFFO, Real Estate – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income from Real Estate attributable to W. P. Carey
$
60,768

 
$
53,408

 
$
151,611

 
$
51,009

 
$
59,316

Adjustments:
 
 
 
 
 
 
 
 
 
Depreciation and amortization of real property
112,360

 
111,103

 
92,018

 
66,493

 
63,073

Loss (gain) on sale of real estate, net
362

 
(933
)
 
(99,618
)
 
(343
)
 
(11,912
)
Gain on change in control of interests (a)

 

 
(18,792
)
 

 

Proportionate share of adjustments to equity in net income of partially owned entities
4,489

 
4,424

 
3,225

 
(651
)
 
902

Proportionate share of adjustments for noncontrolling interests
(31
)
 
(30
)
 
(762
)
 
(2,693
)
 
(2,729
)
Total adjustments
117,180

 
114,564

 
(23,929
)
 
62,806

 
49,334

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (b)
177,948

 
167,972

 
127,682

 
113,815

 
108,650

Adjustments:
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
16,450

 
15,927

 
14,985

 
13,224

 
12,303

Straight-line and other rent adjustments
(7,975
)
 
(6,258
)
 
(6,096
)
 
(3,431
)
 
(2,637
)
Other (gains) and losses (c)
5,888

 
3,929

 
(11,269
)
 
(5,084
)
 
(6,599
)
Stock-based compensation
3,482

 
2,800

 
2,774

 
1,380

 
1,990

Amortization of deferred financing costs
2,774

 
2,724

 
2,572

 
1,901

 
1,905

Other amortization and non-cash items
1,510

 
502

 
260

 
64

 
56

Tax (benefit) expense – deferred and other
(853
)
 
490

 
(3,949
)
 
(3,556
)
 
(1,767
)
Merger and other expenses (d)
696

 
146

 
37,098

 
1,673

 
2,692

Proportionate share of adjustments to equity in net income of partially owned entities
(89
)
 
115

 
(260
)
 
519

 
99

Proportionate share of adjustments for noncontrolling interests
(7
)
 
(25
)
 
140

 
664

 
(230
)
Total adjustments
21,876

 
20,350

 
36,255

 
7,354

 
7,812

AFFO Attributable to W. P. Carey – Real Estate   (b)
$
199,824

 
$
188,322

 
$
163,937

 
$
121,169

 
$
116,462

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (b)
$
177,948

 
$
167,972

 
$
127,682

 
$
113,815

 
$
108,650

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (b)
$
1.04

 
$
1.00

 
$
0.87

 
$
1.05

 
$
1.01

AFFO attributable to W. P. Carey – Real Estate (b)
$
199,824

 
$
188,322

 
$
163,937

 
$
121,169

 
$
116,462

AFFO attributable to W. P. Carey per diluted share – Real Estate (b)
$
1.17

 
$
1.13

 
$
1.12

 
$
1.12

 
$
1.08

Diluted weighted-average shares outstanding
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

________
(a)
Amount for the three months December 31, 2018 represents a gain recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method.
(b)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(c)
Amount for the three months ended June 30, 2019 is primarily comprised of unrealized losses on derivatives of $(0.3) million , gains from foreign currency movements of $0.7 million , loss on extinguishment of debt of $(3.0) million and loss on marketable securities of $(3.3) million . Beginning in the second quarter of 2019, we aggregated (gain) loss on extinguishment of debt and realized (gains) losses on foreign currency (both of which were previously disclosed as separate AFFO adjustment line items), as well as certain other adjustments, within this line item, which is comprised of adjustments related to Other gains and (losses) on our consolidated statements of income. Prior period amounts have been reclassified to conform to the current period presentation.
(d)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.

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Investing for the long run TM  | 10


W. P. Carey Inc.
Financial Results – Second Quarter 2019
FFO and AFFO, Investment Management – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income from Investment Management attributable to W. P. Carey
$
5,270

 
$
15,086

 
$
41,652

 
$
26,339

 
$
16,365

Adjustments:
 
 
 
 
 
 
 
 
 
Gain on change in control of interests (a)

 

 
(29,022
)
 

 

Total adjustments

 

 
(29,022
)
 

 

FFO (as defined by NAREIT) Attributable to W. P. Carey – Investment Management (b)
5,270

 
15,086

 
12,630

 
26,339

 
16,365

Adjustments:
 
 
 
 
 
 
 
 
 
Stock-based compensation
1,454

 
1,365

 
1,128

 
1,095

 
1,708

Other amortization and non-cash items
196

 
65

 
208

 
403

 
(21
)
Other (gains) and losses (c)
(164
)
 
1,001

 
2,268

 
(64
)
 
(246
)
Tax (benefit) expense – deferred and other (d)
(80
)
 
(5,418
)
 
10,237

 
7,474

 
4,795

Proportionate share of adjustments to equity in net income of partially owned entities
1,965

 
1,346

 
3,452

 
3,341

 
3,536

Total adjustments
3,371

 
(1,641
)
 
17,293

 
12,249

 
9,772

AFFO Attributable to W. P. Carey – Investment Management  (b)
$
8,641

 
$
13,445

 
$
29,923

 
$
38,588

 
$
26,137

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Investment Management (b)
$
5,270

 
$
15,086

 
$
12,630

 
$
26,339

 
$
16,365

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Investment Management (b)
$
0.03

 
$
0.09

 
$
0.09

 
$
0.24

 
$
0.15

AFFO attributable to W. P. Carey – Investment Management  (b)
$
8,641

 
$
13,445

 
$
29,923

 
$
38,588

 
$
26,137

AFFO attributable to W. P. Carey per diluted share – Investment Management (b)
$
0.05

 
$
0.08

 
$
0.21

 
$
0.36

 
$
0.24

Diluted weighted-average shares outstanding
171,490,625

 
167,434,740

 
145,716,583

 
108,283,666

 
108,234,934

________
(a)
Amount for the three months ended December 31, 2018 represents a gain recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.
(b)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(c)
Amount for the three months ended June 30, 2019 is primarily comprised of gain on marketable securities of $0.2 million . Beginning in the second quarter of 2019, we aggregated realized (gains) losses on foreign currency (which was previously disclosed as a separate AFFO adjustment line item) and certain other adjustments within this line item, which is comprised of adjustments related to Other gains and (losses) on our consolidated statements of income. Prior period amounts have been reclassified to conform to the current period presentation.
(d)
Amount for the three months ended March 31, 2019 includes a current tax benefit and amount for the three months ended December 31, 2018 includes a current tax expense, both of which are excluded from AFFO as they were incurred as a result of the CPA:17 Merger.

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W. P. Carey Inc.
Financial Results – Second Quarter 2019
Elements of Pro Rata Statement of Income and AFFO Adjustments
In thousands. For the three months ended June 30, 2019 .

We believe that the table below is useful for investors to help them better understand our business by illustrating the impact of each of our AFFO adjustments on our GAAP statement of income line items. This presentation is not an alternative to the GAAP statement of income, nor is AFFO an alternative to net income as determined by GAAP.
 
Equity
Investments (a)
 
Noncontrolling
Interests (b)
 
AFFO
Adjustments
 
Revenues
 
 
 
 
 
 
Real Estate:
 
 
 
 
 
 
Lease revenues
$
5,915

 
$
(31
)
 
$
8,268

(c)  
Operating property revenues:
 
 
 
 
 
 
Hotel revenues

 

 

 
Self-storage revenues
1,099

 

 

 
Lease termination income and other
127

 
(1
)
 
(14
)
 
 

 

 

 
Investment Management:
 
 
 
 
 
 
Asset management revenue

 

 

 
Reimbursable costs from affiliates

 

 

 
Structuring and other advisory revenue

 

 
(3
)
(d)  
 

 

 

 
Operating Expenses
 
 
 
 
 
 
Depreciation and amortization
3,894

 
(4
)
 
(116,428
)
(e)  
General and administrative
8

 

 

 
Reimbursable tenant costs
537

 
(9
)
 
(170
)
 
Operating property expenses:
 
 
 
 
 
 
Hotel expenses

 

 

 
Self-storage expenses
668

 

 
(94
)
 
Property expenses, excluding reimbursable tenant costs
220

 

 
(364
)
(d)  
Stock-based compensation expense

 

 
(4,936
)
(d)  
Reimbursable costs from affiliates

 

 

 
Subadvisor fees (f)

 

 

 
Merger and other expenses

 

 
(696
)
(g)  
 

 

 

 
Other Income and Expenses
 
 
 
 
 
 
Interest expense
(1,403
)
 

 
3,883

(h)  
Equity in earnings of equity method investments in the Managed Programs and real estate:
 
 
 
 
 
 
Income related to our general partnership interests in the Managed REITs

 
(94
)
 

 
Joint ventures
(393
)
 

 
467

(i)  
Income related to our ownership in the Managed Programs

 

 
1,965

(j)  
Other gains and (losses)
(1
)
 
5

 
5,719

(k)  
Loss on sale of real estate, net

 

 
362

 
 

 

 

 
Provision for income taxes
(17
)
 
3

 
(908
)
(l)  
Net income attributable to noncontrolling interests

 
105

 

 
________
(a)
Represents the break-out by line item of amounts recorded in Equity in earnings of equity method investments in the Managed Programs and real estate.
(b)
Represents the break-out by line item of amounts recorded in Net income attributable to noncontrolling interests.
(c)
Represents the reversal of amortization of above- or below-market lease intangibles of $16.5 million and the elimination of non-cash amounts related to straight-line rent and other of $8.2 million .
(d)
Adjustment to exclude a non-cash item.
(e)
Adjustment is a non-cash adjustment excluding corporate depreciation and amortization.
(f)
The subadvisors for CWI 1, CWI 2 and CPA:18 Global (for multi-family properties) earn a percentage of gross fees recorded, which we account for as an expense and are recorded as Subadvisor fees in our consolidated statements of income. The amounts paid to the subadvisors are the differences between gross and net fees. During 2018, CPA:18 – Global sold five of its six multi-family properties (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements).

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W. P. Carey Inc.
Financial Results – Second Quarter 2019

(g)
Adjustment primarily to exclude costs incurred in connection with the CPA:17 Merger.
(h)
Represents the elimination of non-cash components of interest expense, such as deferred financing costs, debt premiums and discounts.
(i)
Adjustments to include our pro rata share of AFFO adjustments from equity investments.
(j)
Represents Adjusted MFFO from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs. Adjusted MFFO is defined as MFFO adjusted for deferred taxes and excluding the adjustment for realized gains and losses on hedges.
(k)
Represents eliminations of gains (losses) related to the extinguishment of debt, unrealized foreign currency gains (losses), unrealized gains (losses) on derivatives, gains (losses) on marketable securities and other items.
(l)
Primarily represents the elimination of deferred taxes.

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W. P. Carey Inc.
Financial Results – Second Quarter 2019
Capital Expenditures
In thousands. For the three months ended June 30, 2019 .
Tenant Improvements and Leasing Costs
 
Tenant improvements
$
692

Leasing costs
148

Tenant Improvements and Leasing Costs
840

 
 
Maintenance Capital Expenditures
 
Operating properties
156

Net-lease properties
33

Maintenance Capital Expenditures
189

 
 
Total: Tenant Improvements and Leasing Costs, and Maintenance Capital Expenditures
$
1,029

 
 
Non-Maintenance Capital Expenditures
 
Operating properties
$
1,047

Net-lease properties

Non-Maintenance Capital Expenditures
$
1,047


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W. P. Carey Inc.
Balance Sheets and Capitalization
Second Quarter 2019












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W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2019
Consolidated Balance Sheets
In thousands, except share and per share amounts.
 
Jun. 30, 2019
 
Dec. 31, 2018
Assets
 
 
 
Investments in real estate:
 
 
 
Land, buildings and improvements (a)
$
9,480,306

 
$
9,251,396

Net investments in direct financing leases
1,263,319

 
1,306,215

In-place lease intangible assets and other
2,134,786

 
2,009,628

Above-market rent intangible assets
921,998

 
925,797

Investments in real estate
13,800,409

 
13,493,036

Accumulated depreciation and amortization (b)
(1,812,628
)
 
(1,564,182
)
Assets held for sale, net (c)
102,777

 

Net investments in real estate
12,090,558

 
11,928,854

Equity investments in the Managed Programs and real estate (d)
317,159

 
329,248

Cash and cash equivalents
202,279

 
217,644

Due from affiliates
81,523

 
74,842

Other assets, net
580,270

 
711,507

Goodwill
920,218

 
920,944

Total assets
$
14,192,007

 
$
14,183,039

 
 
 
 
Liabilities and Equity
 
 
 
Debt:
 
 
 
Senior unsecured notes, net
$
3,861,931

 
$
3,554,470

Unsecured revolving credit facility
111,227

 
91,563

Non-recourse mortgages, net
2,203,853

 
2,732,658

Debt, net
6,177,011

 
6,378,691

Accounts payable, accrued expenses and other liabilities
463,417

 
403,896

Below-market rent and other intangible liabilities, net
213,279

 
225,128

Deferred income taxes
168,841

 
173,115

Dividends payable
178,665

 
172,154

Total liabilities
7,201,213

 
7,352,984

 
 
 
 
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued

 

Common stock, $0.001 par value, 450,000,000 shares authorized; 170,756,507 and 165,279,642 shares, respectively, issued and outstanding
171

 
165

Additional paid-in capital
8,576,245

 
8,187,335

Distributions in excess of accumulated earnings
(1,368,457
)
 
(1,143,992
)
Deferred compensation obligation
37,263

 
35,766

Accumulated other comprehensive loss
(260,817
)
 
(254,996
)
Total stockholders' equity
6,984,405

 
6,824,278

Noncontrolling interests
6,389

 
5,777

Total equity
6,990,794

 
6,830,055

Total liabilities and equity
$
14,192,007

 
$
14,183,039

________
(a)
Includes $189.3 million and $470.7 million of amounts attributable to operating properties as of June 30, 2019 and December 31, 2018 , respectively.
(b)
Includes $847.5 million and $734.8 million of accumulated depreciation on buildings and improvements as of June 30, 2019 and December 31, 2018 , respectively, and $965.1 million and $829.4 million of accumulated amortization on lease intangibles as of June 30, 2019 and December 31, 2018 , respectively.
(c)
At  June 30, 2019 , we had two properties classified as Assets held for sale, net, including one hotel operating property.
(d)
Our equity investments in real estate joint ventures totaled $197.9 million and $221.7 million as of June 30, 2019 and December 31, 2018 , respectively. Our equity investments in the Managed Programs totaled $119.2 million and $107.6 million as of June 30, 2019 and December 31, 2018 , respectively.

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W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2019
Capitalization
In thousands, except share and per share amounts. As of June 30, 2019 .
Description
 
Shares
 
Share Price
 
Market Value
Equity
 
 
 
 
 
 
 
Common equity
 
 
 
170,756,507

 
$
81.18

 
$
13,862,013

Preferred equity
 
 
 
 
 
 
 

Total Equity Market Capitalization
 
 
 
 
 
13,862,013

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding Balance (a)
Pro Rata Debt
 
 
 
 
 
 
 
Non-recourse mortgages
 
 
 
 
 
 
 
2,422,484

Unsecured revolving credit facility (due February 22, 2021)
 
 
 
 
 
 
111,227

Senior unsecured notes:
 
 
 
 
 
 
 
Due January 20, 2023 (EUR)
 
 
 
 
 
569,000

Due April 1, 2024 (USD)
 
 
 
 
 
500,000

Due July 19, 2024 (EUR)
 
 
 
 
 
569,000

Due February 1, 2025 (USD)
 
 
 
 
 
450,000

Due April 9, 2026 (EUR)
 
 
 
 
 
569,000

Due October 1, 2026 (USD)
 
 
 
 
 
350,000

Due April 15, 2027 (EUR)
 
 
 
 
 
569,000

Due July 15, 2029 (USD)
 
 
 
 
 
325,000

Total Pro Rata Debt
 
 
 
 
 
6,434,711

 
 
 
 
 
 
 
 
 
Total Capitalization
 
 
 
 
 
$
20,296,724

________
(a)
Excludes unamortized discount, net totaling $38.8 million and unamortized deferred financing costs totaling $21.9 million as of June 30, 2019 .

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W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2019
Debt Overview
Dollars in thousands. Pro rata. As of June 30, 2019 .
 
USD-Denominated
 
 
EUR-Denominated
 
 
Other Currencies (a)
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding Balance
 
 
 
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Amount
(in USD)
 
%
of Total
 
Weigh-ted
Avg. Interest
Rate
 
Weigh-ted
Avg. Maturity (Years)
Non-Recourse Debt (b) (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed
$
1,408,025

 
5.5
%
 
 
$
344,624

 
3.6
%
 
 
$
30,326

 
4.8
%
 
 
$
1,782,975

 
27.7
%
 
5.1
%
 
3.4

Variable:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Swapped
89,867

 
4.7
%
 
 
163,795

 
2.3
%
 
 

 
%
 
 
253,662

 
3.9
%
 
3.2
%
 
4.0

Capped

 
%
 
 
206,259

 
2.1
%
 
 

 
%
 
 
206,259

 
3.2
%
 
2.1
%
 
2.4

Floating
97,240

 
4.4
%
 
 
66,118

 
1.5
%
 
 
16,230

 
2.7
%
 
 
179,588

 
2.8
%
 
3.1
%
 
1.7

Total Pro Rata Non-Recourse Debt
1,595,132

 
5.4
%
 
 
780,796

 
2.7
%
 
 
46,556

 
4.1
%
 
 
2,422,484

 
37.6
%
 
4.5
%
 
3.2

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recourse Debt (b) (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed – Senior unsecured notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Due January 20, 2023

 
%
 
 
569,000

 
2.0
%
 
 

 
%
 
 
569,000

 
8.8
%
 
2.0
%
 
3.6

Due April 1, 2024
500,000

 
4.6
%
 
 

 
%
 
 

 
%
 
 
500,000

 
7.9
%
 
4.6
%
 
4.8

Due July 19, 2024

 
%
 
 
569,000

 
2.3
%
 
 

 
%
 
 
569,000

 
8.8
%
 
2.3
%
 
5.1

Due February 1, 2025
450,000

 
4.0
%
 
 

 
%
 
 

 
%
 
 
450,000

 
7.0
%
 
4.0
%
 
5.6

Due April 9, 2026

 
%
 
 
569,000

 
2.3
%
 
 

 
%
 
 
569,000

 
8.8
%
 
2.3
%
 
6.8

Due October 1, 2026
350,000

 
4.3
%
 
 

 
%
 
 

 
%
 
 
350,000

 
5.5
%
 
4.3
%
 
7.3

Due April 15, 2027

 
%
 
 
569,000

 
2.1
%
 
 

 
%
 
 
569,000

 
8.8
%
 
2.1
%
 
7.8

Due July 15, 2029
325,000

 
3.9
%
 
 

 
%
 
 

 
%
 
 
325,000

 
5.1
%
 
3.9
%
 
10.0

Total Senior Unsecured Notes
1,625,000

 
4.2
%
 
 
2,276,000

 
2.2
%
 
 

 
%
 
 
3,901,000

 
60.7
%
 
3.0
%
 
6.1

Variable:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unsecured revolving credit facility (due February 22, 2021) (d)

 
%
 
 
88,764

 
1.0
%
 
 
22,463

 
1.0
%
 
 
111,227

 
1.7
%
 
1.0
%
 
1.7

Total Recourse Debt
1,625,000

 
4.2
%
 
 
2,364,764

 
2.1
%
 
 
22,463

 
1.0
%
 
 
4,012,227

 
62.4
%
 
3.0
%
 
6.0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Pro Rata Debt Outstanding
$
3,220,132

 
4.8
%
 
 
$
3,145,560

 
2.3
%
 
 
$
69,019

 
3.1
%
 
 
$
6,434,711

 
100.0
%
 
3.5
%
 
5.0

________
(a)
Other currencies include debt denominated in British pound sterling, Norwegian krone and Japanese yen.
(b)
Debt data is presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Excludes unamortized discount, net totaling $38.8 million and unamortized deferred financing costs totaling $21.9 million as of June 30, 2019 .
(d)
Depending on the currency, we incurred interest at either London Interbank Offered Rate (“LIBOR”), Euro Interbank Offered Rate (“EURIBOR”), or Japanese yen (“JPY”) LIBOR plus 1.00% on our Unsecured revolving credit facility. EURIBOR and JPY LIBOR have a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility was $1.4 billion as of June 30, 2019 . The aggregate principal amount (of revolving and term loans) available under our credit agreement may be increased up to an amount not to exceed the U.S. dollar equivalent of $2.35 billion.

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W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2019
Debt Maturity
Dollars in thousands. Pro rata. As of June 30, 2019 .
 
 
Real Estate
 
Debt
 
 
Number of Properties (a)
 
 
 
Weighted-
Average
Interest Rate
 
 
 
Total Outstanding Balance (b) (c)
 
% of Total Outstanding Balance
Year of Maturity
 
 
ABR (a)
 
 
Balloon
 
 
Non-Recourse Debt
 
 
 
 
 
 
 
 
 
 
 
 
Remaining 2019
 
4

 
$
6,397

 
6.1
%
 
$
20,214

 
$
20,689

 
0.3
%
2020
 
29

 
87,056

 
4.7
%
 
372,240

 
386,325

 
6.0
%
2021
 
82

 
99,925

 
4.2
%
 
500,181

 
543,904

 
8.4
%
2022
 
42

 
92,541

 
4.5
%
 
493,198

 
532,236

 
8.3
%
2023
 
41

 
72,678

 
4.0
%
 
365,018

 
418,552

 
6.4
%
2024
 
49

 
47,693

 
4.1
%
 
180,718

 
240,961

 
3.7
%
2025
 
23

 
20,893

 
6.2
%
 
139,014

 
179,709

 
2.8
%
2026
 
9

 
12,249

 
6.1
%
 
31,535

 
54,861

 
0.9
%
2027
 
2

 
3,566

 
4.7
%
 
21,450

 
30,865

 
0.5
%
2028
 
1

 
2,983

 
7.0
%
 

 
10,659

 
0.2
%
2031
 
1

 
920

 
6.0
%
 

 
3,723

 
0.1
%
Total Pro Rata Non-Recourse Debt
 
283

 
$
446,901

 
4.5
%
 
$
2,123,568

 
2,422,484

 
37.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Recourse Debt
 
 
 
 
 
 
 
 
 
 
 
 
Fixed – Senior unsecured notes:
 
 
 
 
 
 
 
 
 
 
 
 
Due January 20, 2023 (EUR)
 
2.0
%
 
 
 
569,000

 
8.8
%
Due April 1, 2024 (USD)
 
4.6
%
 
 
 
500,000

 
7.9
%
Due July 19, 2024 (EUR)
 
2.3
%
 
 
 
569,000

 
8.8
%
Due February 1, 2025 (USD)
 
4.0
%
 
 
 
450,000

 
7.0
%
Due April 9, 2026 (EUR)
 
2.3
%
 
 
 
569,000

 
8.8
%
Due October 1, 2026 (USD)
 
4.3
%
 
 
 
350,000

 
5.5
%
Due April 15, 2027 (EUR)
 
2.1
%
 
 
 
569,000

 
8.8
%
Due July 15, 2029 (USD)
 
3.9
%
 
 
 
325,000

 
5.1
%
Total Senior Unsecured Notes
 
3.0
%
 
 
 
3,901,000

 
60.7
%
Variable:
 
 
 
 
 
 
 
 
 
 
 
 
Unsecured revolving credit facility (due February 22, 2021) (d)
 
1.0
%
 
 
 
111,227

 
1.7
%
Total Recourse Debt
 
3.0
%
 
 
 
4,012,227

 
62.4
%
 
 
 
 
 
 
 
 
 
Total Pro Rata Debt Outstanding
 
3.5
%
 
 
 
$
6,434,711

 
100.0
%
________
(a)
Represents the number of properties and ABR associated with the debt that is maturing in each respective year.
(b)
Debt maturity data is presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata. Total outstanding balance includes balloon payments and scheduled amortization for our non-recourse debt.
(c)
Excludes unamortized discount, net totaling $38.8 million and unamortized deferred financing costs totaling $21.9 million as of June 30, 2019 .
(d)
Depending on the currency, we incurred interest at either LIBOR, EURIBOR, or JPY LIBOR plus 1.00% on our Unsecured revolving credit facility. EURIBOR and JPY LIBOR have a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility was $1.4 billion as of June 30, 2019 . The aggregate principal amount (of revolving and term loans) available under our credit agreement may be increased up to an amount not to exceed the U.S. dollar equivalent of $2.35 billion.


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Investing for the long run TM  | 19


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2019
Senior Unsecured Notes
As of June 30, 2019 .

Ratings
 
 
Issuer / Corporate
 
Senior Unsecured Notes
Ratings Agency
 
Rating
 
Outlook
 
Rating
 
Outlook
Moody's
 
Baa2
 
Stable
 
Baa2
 
Stable
Standard & Poor's
 
BBB
 
Stable
 
BBB
 
Stable

Senior Unsecured Note Covenants

The following is a summary of the key financial covenants for the Senior Unsecured Notes, along with our estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants for the Senior Unsecured Notes.
Covenant
 
Metric
 
Required
 
As of
Jun. 30, 2019
Limitation on the incurrence of debt
 
"Total Debt" /
"Total Assets"
 
≤ 60%
 
40.1%
Limitation on the incurrence of secured debt
 
"Secured Debt" /
"Total Assets"
 
≤ 40%
 
14.3%
Limitation on the incurrence of debt based on consolidated EBITDA to annual debt service charge
 
"Consolidated EBITDA" /
"Annual Debt Service Charge"
 
≥ 1.5x
 
4.7x
Maintenance of unencumbered asset value
 
"Unencumbered Assets" / "Total Unsecured Debt"
 
≥ 150%
 
234.0%


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Investing for the long run TM  | 20




W. P. Carey Inc.
Real Estate
Second Quarter 2019












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Investing for the long run TM  | 21


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Investment Activity – Capital Investment Projects (a)
Dollars in thousands. Pro rata.
 
 
 
 
Primary Transaction Type
 
Property Type
 
Expected Completion Date
 
Estimated Change in Square Footage
 
Lease Term (Years)
 
Funded During Three Months Ended Jun. 30, 2019
 
Total Funded Through Jun. 30, 2019
 
Maximum Commitment
Tenant
 
Location
 
 
 
 
 
 
 
 
Remaining
 
Total
Orgill, Inc.
 
Kilgore, TX
 
Expansion
 
Warehouse
 
Q3 2019
 
328,707

 
25

 
$

 
$

 
$
14,000

 
$
14,000

Astellas US Holding, Inc. (b)
 
Westborough, MA
 
Redevelopment
 
Laboratory
 
Q4 2019
 
10,063

 
17

 
24,447

 
24,458

 
27,219

 
51,677

Rockwell Automation (c)
 
Katowice, Poland
 
Build-to-Suit
 
Industrial
 
Q4 2019
 
121,320

 
15

 
2,330

 
2,330

 
15,340

 
17,670

Gestamp Automocion, S.L.
 
McCalla, AL
 
Expansion
 
Industrial
 
Q4 2019
 
137,620

 
20

 
1,795

 
1,795

 
10,732

 
12,527

Hellweg Die Profi-Baumärkte GmbH
& Co. KG
(c)
 
Various, Germany
 
Renovation
 
Retail
 
Q1 2020
 
N/A

 
18

 
3,117

 
10,510

 
2,349

 
12,859

Cuisine Solutions, Inc.
 
San Antonio, TX
 
Build-to-Suit
 
Industrial
 
Q4 2020
 
290,000

 
25

 

 

 
75,000

 
75,000

Total
 
 
 
 
 
 
 
 
 
887,710

 
 
 
$
31,689

 
$
39,093

 
$
144,640

 
$
183,733

________
(a)
This schedule includes future estimates for which we can give no assurance as to timing or amounts. Completed capital investment projects are included in the Investment Activity – Acquisitions and Completed Capital Investment Projects section. Funding amounts exclude capitalized construction interest.
(b)
This redevelopment project also includes renovations to the existing 250,813 square foot property.
(c)
Commitment amounts are based on the exchange rate of the euro at period end.

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Investing for the long run TM  | 22


W. P. Carey Inc.
Real Estate Second Quarter 2019
Investment Activity – Acquisitions and Completed Capital Investment Projects
Dollars in thousands. Pro rata. For the six months ended June 30, 2019 .
 
 
 
 
Gross Investment Amount
 
Closing Date / Asset Completion Date
 
Property
Type(s)
 
Gross Square Footage
Tenant / Lease Guarantor
 
Property Location(s)
 
 
 
 
Acquisitions
 
 
 
 
 
 
 
 
 
 
1Q19
 
 
 
 
 
 
 
 
 
 
University of Western States
 
Portland, OR
 
$
36,178

 
Feb-19
 
Education Facility
 
152,642

PPD Development, L.P.
 
Morrisville, NC
 
48,305

 
Mar-19
 
Office
 
219,812

Orgill, Inc.
 
Inwood, WV
 
37,565

 
Mar-19
 
Warehouse
 
763,371

Litehouse, Inc.
 
Hurricane, UT
 
49,283

 
Mar-19
 
Industrial
 
268,009

Amerifreight Systems, LLC
 
Bensenville, IL
 
16,642

 
Mar-19
 
Industrial
 
58,000

1Q19 Total
 
 
 
187,973

 
 
 
 
 
1,461,834

 
 
 
 
 
 
 
 
 
 
 
2Q19
 
 
 
 
 
 
 
 
 
 
Integrated Warehouse Solutions (2 properties)
 
Westerville, OH and North Wales, PA
 
10,237

 
May-19
 
Industrial
 
143,092

Electrical Components International, Inc. (8 properties)
 
United States (5 properties) and Mexico (3 properties)
 
24,487

 
May-19
 
Industrial
 
525,484

Badger Sportswear, LLC
 
Statesville, NC
 
18,755

 
Jun-19
 
Warehouse
 
300,910

Turkey Hill, LLC
 
Conestoga, PA
 
70,057

 
Jun-19
 
Industrial
 
412,428

2Q19 Total
 
 
 
123,536

 
 
 
 
 
1,381,914

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total
 
 
 
311,509

 
 
 
 
 
2,843,748

Completed Capital Investment Projects
 
 
 
 
 
 
1Q19
 
 
 
 
 
 
 
 
 
 
Greenyard Foods NV (a) (b)
 
Zabia Wola, Poland
 
5,580

 
Mar-19
 
Warehouse
 
72,154

Harbor Freight Tools USA, Inc. (b)
 
Dillon, SC
 
46,023

 
Mar-19
 
Warehouse
 
1,000,000

1Q19 Total
 
 
 
51,603

 
 
 
 
 
1,072,154

 
 
 
 
 
 
 
 
 
 
 
2Q19
 
 
 
 
 
 
 
 
 
 
Nippon Express Co., Ltd. (a)
 
Rotterdam, The Netherlands
 
20,051

 
May-19
 
Warehouse
 
353,368

Hellweg Die Profi-Baumärkte GmbH & Co. KG (4 properties) (a)
 
Various, Germany
 
5,582

 
May-19
 
Retail
 
N/A

Faurecia Legnica S. A. (a)
 
Legnica, Poland
 
6,000

 
Jun-19
 
Industrial
 
72,119

2Q19 Total
 
 
 
31,633

 
 
 
 
 
425,487

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total
 
 
 
83,236

 
 
 
 
 
1,497,641

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Acquisitions and Completed Capital Investment Projects
 
$
394,745

 
 
 
 
 
4,341,389

________
(a)
Amount reflects the applicable exchange rate on the date of the transaction.
(b)
These capital investment projects were acquired in the CPA:17 Merger on October 31, 2018. The gross investment amount includes amounts funded prior to the completion of the CPA:17 Merger.

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W. P. Carey Inc.
Real Estate Second Quarter 2019
Investment Activity – Dispositions
Dollars in thousands. Pro rata. For the six months ended June 30, 2019 .


Tenant / Lease Guarantor
 
Property Location(s)
 
Gross Sale Price
 
Closing Date
 
Property
Type(s)
 
Gross Square Footage
1Q19
 
 
 
 
 
 
 
 
 
 
Walgreens Co.
 
Concord, NC
 
$
4,961

 
Jan-19
 
Retail
 
14,560

1Q19 Total
 
 
 
4,961

 
 
 
 
 
14,560

 
 
 
 
 
 
 
 
 
 
 
2Q19
 
 
 
 
 
 
 
 
 
 
Civitas Media, LLC (4 properties)
 
Sedalia, MO; Lumberton and Mount Airy, NC; and Wilkes-Barre, PA
 
7,669

 
Apr-19
 
Industrial
 
144,918

Production Resource Group, Inc.
 
Las Vegas, NV
 
9,285

 
Jun-19
 
Warehouse
 
126,916

2Q19 Total
 
 
 
16,954

 
 
 
 
 
271,834

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Dispositions
 
$
21,915

 
 
 
 
 
286,394



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Investing for the long run TM  | 24


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Joint Ventures
Dollars in thousands. As of June 30, 2019 .
Joint Venture or JV
(Principal Tenant)
 
JV Partnership
 
Consolidated
 
Pro Rata (a)
 
Partner
 
WPC %
 
Debt Outstanding (b)
 
ABR
 
Debt Outstanding (c)
 
ABR
Unconsolidated Joint Ventures (Equity Method Investments) (d)
 
 
 
 
 
 
 
 
Kesko Senukai (e)
 
Third party
 
70.00%
 
$
121,856

 
$
14,069

 
$
85,299

 
$
9,849

State Farm Mutual Automobile Insurance Co.
 
CPA:18 – Global
 
50.00%
 
72,800

 
7,682

 
36,400

 
3,841

Bank Pekao (e)
 
CPA:18 – Global
 
50.00%
 
56,380

 
9,016

 
28,190

 
4,508

Apply S ø rco AS (e)
 
CPA:18 – Global
 
49.00%
 
42,027

 
4,299

 
20,593

 
2,106

Fortenova Grupa d.d. (formerly Konzum d.d.) (e)
 
CPA:18 – Global
 
20.00%
 
27,455

 
4,372

 
5,491

 
874

Total Unconsolidated Joint Ventures
 
 
 
320,518

 
39,438

 
175,973

 
21,178

 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Joint Ventures (f)
 
 
 
 
 
 
 
 
 
 
 
McCoy-Rockford, Inc.
 
Third party
 
90.00%
 

 
871

 

 
784

Total Consolidated Joint Ventures
 
 
 

 
871

 

 
784

Total Unconsolidated and Consolidated Joint Ventures
 
$
320,518

 
$
40,309

 
$
175,973

 
$
21,962

________
(a)
See the Terms and Definitions section in the Appendix for a description of pro rata.
(b)
Excludes unamortized deferred financing costs totaling $0.5 million and unamortized discount , net totaling $0.2 million as of June 30, 2019 .
(c)
Excludes unamortized deferred financing costs totaling $0.2 million and unamortized discount , net totaling $0.2 million as of June 30, 2019 .
(d)
Excludes a 90.00% equity position in a jointly owned investment, Johnson Self Storage (comprised of nine self-storage operating properties), which did not have debt outstanding as of June 30, 2019 . Excludes a 15.00% common equity interest in a jointly owned investment, BPS Nevada, LLC.
(e)
Amounts are based on the applicable exchange rate at the end of the period.
(f)
Excludes a jointly owned investment, Shelborne Hotel, which we consolidate with a 95.45% ownership interest and which did not have debt outstanding as of June 30, 2019 . Shelborne Hotel was classified as held for sale as of June 30, 2019 .


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Investing for the long run TM  | 25


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Top Ten Tenants
Dollars in thousands. Pro rata. As of June 30, 2019 .
Tenant / Lease Guarantor
 
Description
 
Number of Properties
 
ABR
 
ABR %
 
Weighted-Average Lease Term (Years)
U-Haul Moving Partners Inc. and Mercury Partners, LP
 
Net lease self-storage properties in the U.S.
 
78

 
$
36,008

 
3.2
%
 
4.8

Hellweg Die Profi-Baumärkte GmbH & Co. KG (a)
 
Do-it-yourself retail properties in Germany
 
44

 
35,895

 
3.2
%
 
17.7

State of Andalucia (a)
 
Government office properties in Spain
 
70

 
28,762

 
2.6
%
 
15.5

The New York Times Company (b)
 
Media headquarters in New York City
 
1

 
27,967

 
2.5
%
 
4.8

Metro Cash & Carry Italia S.p.A. (a)
 
Business-to-business wholesale stores in Italy and Germany
 
20

 
27,468

 
2.5
%
 
7.8

Pendragon PLC (a)
 
Automotive dealerships in the United Kingdom
 
70

 
21,460

 
1.9
%
 
10.8

Marriott Corporation
 
Net lease hotel properties in the U.S.
 
18

 
20,065

 
1.8
%
 
4.4

Nord Anglia Education, Inc.
 
K-12 private schools in the U.S.
 
3

 
18,734

 
1.7
%
 
24.2

Forterra, Inc. (a) (c)
 
Industrial properties in the U.S. and Canada
 
27

 
18,387

 
1.7
%
 
24.0

Advance Auto Parts, Inc.
 
Distribution facilities in the U.S.
 
30

 
18,345

 
1.6
%
 
13.6

Total  (d)
 
 
 
361

 
$
253,091

 
22.7
%
 
12.1

________
(a)
ABR amounts are subject to fluctuations in foreign currency exchange rates.
(b)
As of June 30, 2019 , the tenant exercised its option to repurchase the property it is leasing in the fourth quarter of 2019. There can be no assurance that such repurchase will be completed.
(c)
Of the 27 properties leased to Forterra, Inc., 25 are located in the United States and two are located in Canada.
(d)
See the Terms and Definitions section in the Appendix for a description of pro rata.


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Investing for the long run TM  | 26


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Diversification by Property Type
In thousands, except percentages. Pro rata. As of June 30, 2019 .
 
 
Total Net-Lease Portfolio
 
 
Unencumbered Net-Lease Portfolio (a)
Property Type
 
ABR
 
 ABR %
 
Square Footage (b)
 
Sq. ft. %
 
 
ABR
 
 ABR %
 
Square Footage (b)
 
Sq. ft. %
U.S.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office
 
$
186,922

 
16.8
%
 
11,105

 
8.1
%
 
 
$
75,748

 
11.3
%
 
5,453

 
6.5
%
Industrial
 
196,441

 
17.6
%
 
36,249

 
26.5
%
 
 
126,405

 
18.9
%
 
23,812

 
28.6
%
Warehouse
 
133,924

 
12.0
%
 
28,453

 
20.8
%
 
 
54,538

 
8.2
%
 
12,434

 
14.9
%
Retail (c)
 
44,560

 
4.0
%
 
3,862

 
2.9
%
 
 
31,869

 
4.8
%
 
2,155

 
2.6
%
Self Storage (net lease)
 
49,627

 
4.4
%
 
5,476

 
4.0
%
 
 
49,627

 
7.4
%
 
5,476

 
6.6
%
Other  (d)
 
102,188

 
9.2
%
 
5,716

 
4.2
%
 
 
60,517

 
9.0
%
 
2,910

 
3.5
%
U.S. Total
 
713,662

 
64.0
%
 
90,861

 
66.5
%
 
 
398,704

 
59.6
%
 
52,240

 
62.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
International
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office
 
90,948

 
8.1
%
 
6,271

 
4.6
%
 
 
52,417

 
7.8
%
 
4,397

 
5.3
%
Industrial
 
64,716

 
5.8
%
 
9,522

 
7.0
%
 
 
54,596

 
8.2
%
 
8,052

 
9.6
%
Warehouse
 
95,106

 
8.5
%
 
15,118

 
11.1
%
 
 
49,318

 
7.4
%
 
7,648

 
9.2
%
Retail (c)
 
151,379

 
13.6
%
 
14,807

 
10.8
%
 
 
113,885

 
17.0
%
 
10,969

 
13.2
%
Self Storage (net lease)
 

 
%
 

 
%
 
 

 
%
 

 
%
Other  (d)
 
10

 
%
 

 
%
 
 

 
%
 

 
%
International Total
 
402,159

 
36.0
%
 
45,718

 
33.5
%
 
 
270,216

 
40.4
%
 
31,066

 
37.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office
 
277,870

 
24.9
%
 
17,376

 
12.7
%
 
 
128,165

 
19.1
%
 
9,850

 
11.8
%
Industrial
 
261,157

 
23.4
%
 
45,771

 
33.5
%
 
 
181,001

 
27.1
%
 
31,864

 
38.2
%
Warehouse
 
229,030

 
20.5
%
 
43,571

 
31.9
%
 
 
103,856

 
15.6
%
 
20,082

 
24.1
%
Retail (c)
 
195,939

 
17.6
%
 
18,669

 
13.7
%
 
 
145,754

 
21.8
%
 
13,124

 
15.8
%
Self Storage (net lease)
 
49,627

 
4.4
%
 
5,476

 
4.0
%
 
 
49,627

 
7.4
%
 
5,476

 
6.6
%
Other  (d)
 
102,198

 
9.2
%
 
5,716

 
4.2
%
 
 
60,517

 
9.0
%
 
2,910

 
3.5
%
Total (e)
 
$
1,115,821

 
100.0
%
 
136,579

 
100.0
%
 
 
$
668,920

 
100.0
%
 
83,306

 
100.0
%
________
(a)
Represents properties unencumbered by non-recourse mortgage debt.
(b)
Includes square footage for vacant properties.
(c)
Includes automotive dealerships.
(d)
Includes ABR from tenants with the following property types: education facility, hotel (net lease), fitness facility, laboratory, theater and student housing (net lease).
(e)
See the Terms and Definitions section in the Appendix for a description of pro rata.


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W. P. Carey Inc.
Real Estate – Second Quarter 2019
Diversification by Tenant Industry
In thousands, except percentages. Pro rata. As of June 30, 2019 .
 
 
Total Net-Lease Portfolio
 
 
Unencumbered Net-Lease Portfolio (a)
Industry Type
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
 
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
Retail Stores (b)
 
$
226,504

 
20.3
%
 
30,004

 
22.0
%
 
 
$
120,845

 
18.1
%
 
13,445

 
16.1
%
Consumer Services
 
105,430

 
9.4
%
 
8,165

 
6.0
%
 
 
80,695

 
12.1
%
 
6,549

 
7.9
%
Automotive
 
69,435

 
6.2
%
 
11,822

 
8.7
%
 
 
56,806

 
8.5
%
 
9,656

 
11.6
%
Cargo Transportation
 
60,557

 
5.4
%
 
9,650

 
7.1
%
 
 
44,710

 
6.7
%
 
6,807

 
8.2
%
Grocery
 
57,600

 
5.2
%
 
6,628

 
4.9
%
 
 
34,727

 
5.2
%
 
3,446

 
4.1
%
Business Services
 
57,500

 
5.2
%
 
5,076

 
3.7
%
 
 
15,227

 
2.3
%
 
1,818

 
2.2
%
Healthcare and Pharmaceuticals
 
49,112

 
4.4
%
 
3,923

 
2.9
%
 
 
28,973

 
4.3
%
 
2,645

 
3.2
%
Hotel, Gaming, and Leisure
 
43,554

 
3.9
%
 
2,423

 
1.8
%
 
 
25,929

 
3.9
%
 
1,326

 
1.6
%
Media: Advertising, Printing, and Publishing
 
42,673

 
3.8
%
 
2,147

 
1.6
%
 
 
8,838

 
1.3
%
 
775

 
0.9
%
Sovereign and Public Finance
 
41,709

 
3.7
%
 
3,364

 
2.4
%
 
 
32,227

 
4.8
%
 
3,000

 
3.6
%
Construction and Building
 
41,604

 
3.7
%
 
7,673

 
5.6
%
 
 
30,101

 
4.5
%
 
5,823

 
7.0
%
Capital Equipment
 
39,206

 
3.5
%
 
6,550

 
4.8
%
 
 
30,458

 
4.6
%
 
5,023

 
6.0
%
Beverage, Food, and Tobacco
 
37,122

 
3.3
%
 
4,844

 
3.5
%
 
 
34,428

 
5.2
%
 
4,655

 
5.6
%
Containers, Packaging, and Glass
 
36,227

 
3.2
%
 
6,527

 
4.8
%
 
 
10,153

 
1.5
%
 
1,924

 
2.3
%
High Tech Industries
 
27,444

 
2.5
%
 
2,921

 
2.1
%
 
 
14,793

 
2.2
%
 
1,762

 
2.1
%
Insurance
 
24,658

 
2.2
%
 
1,759

 
1.3
%
 
 
20,817

 
3.1
%
 
1,535

 
1.8
%
Banking
 
19,269

 
1.7
%
 
1,247

 
0.9
%
 
 
6,330

 
0.9
%
 
494

 
0.6
%
Telecommunications
 
18,915

 
1.7
%
 
1,736

 
1.3
%
 
 
7,010

 
1.0
%
 
887

 
1.1
%
Durable Consumer Goods
 
18,511

 
1.7
%
 
4,265

 
3.1
%
 
 
7,268

 
1.1
%
 
2,118

 
2.5
%
Non-Durable Consumer Goods
 
18,328

 
1.7
%
 
5,032

 
3.7
%
 
 
11,607

 
1.7
%
 
3,093

 
3.7
%
Aerospace and Defense
 
13,397

 
1.2
%
 
1,279

 
0.9
%
 
 
11,332

 
1.7
%
 
1,180

 
1.4
%
Media: Broadcasting and Subscription
 
12,857

 
1.2
%
 
784

 
0.6
%
 
 
809

 
0.1
%
 
93

 
0.1
%
Wholesale
 
12,846

 
1.2
%
 
2,005

 
1.4
%
 
 
3,958

 
0.6
%
 
706

 
0.9
%
Chemicals, Plastics, and Rubber
 
11,909

 
1.1
%
 
1,403

 
1.0
%
 
 
6,569

 
1.0
%
 
996

 
1.2
%
Other (c)
 
29,454

 
2.6
%
 
5,352

 
3.9
%
 
 
24,310

 
3.6
%
 
3,550

 
4.3
%
Total (d)
 
$
1,115,821


100.0
%

136,579

 
100.0
%
 

$
668,920


100.0
%

83,306


100.0
%
________
(a)
Represents properties unencumbered by non-recourse mortgage debt.
(b)
Includes automotive dealerships.
(c)
Includes ABR from tenants in the following industries: metals and mining, oil and gas, environmental industries, electricity, consumer transportation, forest products and paper, real estate and finance. Also includes square footage for vacant properties.
(d)
See the Terms and Definitions section in the Appendix for a description of pro rata.

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 28


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Diversification by Geography
In thousands, except percentages. Pro rata. As of June 30, 2019 .
 
 
Total Net-Lease Portfolio
 
 
Unencumbered Net-Lease Portfolio (a)
Region
 
ABR
 
 ABR %
 
Square Footage (b)
 
Sq. ft. %
 
 
ABR
 
 ABR %
 
Square Footage (b)
 
Sq. ft. %
U.S.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
South
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Texas
 
$
94,822

 
8.5
%
 
10,948

 
8.0
%
 
 
$
49,557

 
7.4
%
 
6,949

 
8.3
%
Florida
 
45,660

 
4.1
%
 
4,060

 
3.0
%
 
 
35,564

 
5.3
%
 
3,156

 
3.8
%
Georgia
 
28,430

 
2.5
%
 
4,024

 
2.9
%
 
 
16,971

 
2.6
%
 
2,456

 
3.0
%
Tennessee
 
16,174

 
1.4
%
 
2,445

 
1.8
%
 
 
6,945

 
1.0
%
 
1,340

 
1.6
%
Alabama
 
13,989

 
1.3
%
 
2,259

 
1.7
%
 
 
12,270

 
1.8
%
 
2,073

 
2.5
%
Other (c)
 
12,334

 
1.1
%
 
2,252

 
1.6
%
 
 
10,198

 
1.5
%
 
1,856

 
2.2
%
Total South
 
211,409

 
18.9
%
 
25,988

 
19.0
%
 
 
131,505

 
19.6
%
 
17,830

 
21.4
%
East
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
New York
 
34,920

 
3.1
%
 
1,770

 
1.3
%
 
 
3,706

 
0.6
%
 
494

 
0.6
%
North Carolina
 
32,253

 
2.9
%
 
7,023

 
5.2
%
 
 
22,567

 
3.4
%
 
5,451

 
6.5
%
Massachusetts
 
20,970

 
1.9
%
 
1,397

 
1.0
%
 
 
17,317

 
2.6
%
 
1,190

 
1.4
%
Pennsylvania
 
20,701

 
1.9
%
 
3,054

 
2.2
%
 
 
13,673

 
2.0
%
 
2,162

 
2.6
%
New Jersey
 
19,174

 
1.7
%
 
1,100

 
0.8
%
 
 
8,700

 
1.3
%
 
604

 
0.7
%
South Carolina
 
15,125

 
1.4
%
 
4,158

 
3.1
%
 
 
6,245

 
0.9
%
 
1,914

 
2.3
%
Virginia
 
13,250

 
1.2
%
 
1,430

 
1.0
%
 
 
11,775

 
1.8
%
 
810

 
1.0
%
Other (c)
 
33,326

 
3.0
%
 
6,594

 
4.8
%
 
 
12,190

 
1.8
%
 
1,900

 
2.3
%
Total East
 
189,719

 
17.1
%
 
26,526

 
19.4
%
 
 
96,173

 
14.4
%
 
14,525

 
17.4
%
Midwest
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Illinois
 
50,078

 
4.5
%
 
5,931

 
4.3
%
 
 
29,769

 
4.5
%
 
3,614

 
4.3
%
Minnesota
 
25,584

 
2.3
%
 
2,451

 
1.8
%
 
 
20,449

 
3.1
%
 
1,782

 
2.1
%
Indiana
 
17,836

 
1.6
%
 
2,827

 
2.1
%
 
 
3,627

 
0.5
%
 
677

 
0.8
%
Ohio
 
14,179

 
1.3
%
 
3,102

 
2.3
%
 
 
7,611

 
1.1
%
 
1,969

 
2.4
%
Wisconsin
 
13,409

 
1.2
%
 
3,125

 
2.3
%
 
 
9,664

 
1.4
%
 
1,701

 
2.1
%
Michigan
 
13,119

 
1.2
%
 
2,073

 
1.5
%
 
 
11,787

 
1.8
%
 
1,855

 
2.2
%
Other (c)
 
26,396

 
2.3
%
 
4,806

 
3.5
%
 
 
11,677

 
1.7
%
 
1,709

 
2.1
%
Total Midwest
 
160,601

 
14.4
%
 
24,315

 
17.8
%
 
 
94,584

 
14.1
%
 
13,307

 
16.0
%
West
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
California
 
60,021

 
5.4
%
 
5,162

 
3.8
%
 
 
23,159

 
3.5
%
 
2,154

 
2.6
%
Arizona
 
36,895

 
3.3
%
 
3,652

 
2.7
%
 
 
18,536

 
2.8
%
 
1,342

 
1.6
%
Colorado
 
11,190

 
1.0
%
 
1,008

 
0.7
%
 
 
6,586

 
1.0
%
 
526

 
0.6
%
Other (c)
 
43,827

 
3.9
%
 
4,210

 
3.1
%
 
 
28,161

 
4.2
%
 
2,556

 
3.1
%
Total West
 
151,933

 
13.6
%
 
14,032

 
10.3
%
 
 
76,442

 
11.5
%
 
6,578

 
7.9
%
U.S. Total
 
713,662

 
64.0
%
 
90,861

 
66.5
%
 
 
398,704

 
59.6
%
 
52,240

 
62.7
%
International
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Germany
 
65,246

 
5.9
%
 
6,970

 
5.1
%
 
 
57,724

 
8.6
%
 
6,449

 
7.7
%
Poland
 
51,418

 
4.6
%
 
7,093

 
5.2
%
 
 
24,356

 
3.7
%
 
3,406

 
4.1
%
The Netherlands
 
49,647

 
4.4
%
 
6,659

 
4.9
%
 
 
30,097

 
4.5
%
 
4,212

 
5.1
%
Spain
 
49,580

 
4.4
%
 
4,226

 
3.1
%
 
 
41,211

 
6.2
%
 
3,775

 
4.5
%
United Kingdom
 
38,383

 
3.5
%
 
2,924

 
2.2
%
 
 
34,224

 
5.1
%
 
2,664

 
3.2
%
Italy
 
25,841

 
2.3
%
 
2,386

 
1.7
%
 
 

 
%
 

 
%
Croatia
 
16,525

 
1.5
%
 
1,860

 
1.4
%
 
 
15,650

 
2.3
%
 
1,747

 
2.1
%
France
 
15,963

 
1.4
%
 
1,429

 
1.0
%
 
 
8,042

 
1.2
%
 
1,188

 
1.4
%
Denmark
 
12,246

 
1.1
%
 
1,987

 
1.5
%
 
 
12,246

 
1.8
%
 
1,987

 
2.4
%
Finland
 
11,484

 
1.0
%
 
949

 
0.7
%
 
 
11,484

 
1.7
%
 
949

 
1.1
%
Canada
 
11,434

 
1.0
%
 
1,817

 
1.3
%
 
 
11,434

 
1.7
%
 
1,817

 
2.2
%
Other  (d)
 
54,392

 
4.9
%
 
7,418

 
5.4
%
 
 
23,748

 
3.6
%
 
2,872

 
3.5
%
International Total
 
402,159

 
36.0
%
 
45,718

 
33.5
%
 

270,216

 
40.4
%
 
31,066

 
37.3
%
Total  (e)
 
$
1,115,821

 
100.0
%
 
136,579

 
100.0
%
 

$
668,920

 
100.0
%
 
83,306

 
100.0
%
________

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 29


W. P. Carey Inc.
Real Estate – Second Quarter 2019

(a)
Represents properties unencumbered by non-recourse mortgage debt.
(b)
Includes square footage for vacant properties.
(c)
Other properties within South include assets in Louisiana, Oklahoma, Arkansas and Mississippi. Other properties within East include assets in Kentucky, Maryland, Connecticut, West Virginia, New Hampshire and Maine. Other properties within Midwest include assets in Missouri, Kansas, Nebraska, Iowa, North Dakota and South Dakota. Other properties within West include assets in Utah, Nevada, Oregon, Washington, Hawaii, New Mexico, Wyoming, Montana and Alaska.
(d)
Includes assets in Lithuania, Norway, Hungary, Mexico, Austria, Portugal, Japan, the Czech Republic, Slovakia, Latvia, Sweden, Belgium and Estonia.
(e)
See the Terms and Definitions section in the Appendix for a description of pro rata.

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 30


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Contractual Rent Increases
In thousands, except percentages. Pro rata. As of June 30, 2019 .
 
 
Total Net-Lease Portfolio
 
 
Unencumbered Net-Lease Portfolio (a)
Rent Adjustment Measure
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
 
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
(Uncapped) CPI
 
$
440,377

 
39.5
%
 
51,287

 
37.6
%
 
 
$
273,563

 
40.9
%
 
31,263

 
37.5
%
Fixed
 
364,039

 
32.6
%
 
45,253

 
33.1
%
 
 
194,475

 
29.1
%
 
25,544

 
30.7
%
CPI-based
 
258,002

 
23.1
%
 
33,696

 
24.7
%
 
 
173,204

 
25.9
%
 
23,027

 
27.6
%
Other (b)
 
44,610

 
4.0
%
 
3,324

 
2.4
%
 
 
23,802

 
3.5
%
 
2,241

 
2.7
%
None
 
8,793

 
0.8
%
 
556

 
0.4
%
 
 
3,876

 
0.6
%
 
163

 
0.2
%
Vacant
 

 
%
 
2,463

 
1.8
%
 
 

 
%
 
1,068

 
1.3
%
Total (c)
 
$
1,115,821

 
100.0
%
 
136,579

 
100.0
%
 
 
$
668,920

 
100.0
%
 
83,306

 
100.0
%
________
(a)
Represents properties unencumbered by non-recourse mortgage debt.
(b)
Represents leases attributable to percentage rent.
(c)
See the Terms and Definitions section in the Appendix for a description of pro rata.

WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 31


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Same Store Analysis
Dollars in thousands. Pro rata.

Same store portfolio includes leases that were continuously in place during the period from June 30, 2018 to June 30, 2019 . Excludes leases for properties that were acquired, sold or vacated, or were subject to lease renewals, extensions or modifications at any time that affected ABR during that period. For purposes of comparability, ABR is presented on a constant currency basis using exchange rates as of June 30, 2019 .
 
 
ABR
Property Type
 
As of
Jun. 30, 2019
 
As of
Jun. 30, 2018
 
Increase
 
% Increase
Industrial
 
$
178,337

 
$
175,123

 
$
3,214

 
1.8
%
Office
 
156,173

 
153,288

 
2,885

 
1.9
%
Retail (a)
 
98,384

 
96,634

 
1,750

 
1.8
%
Warehouse
 
93,904

 
92,263

 
1,641

 
1.8
%
Self Storage (net lease)
 
31,853

 
31,853

 

 
%
Other (b)
 
58,764

 
58,241

 
523

 
0.9
%
Total
 
$
617,415

 
$
607,402

 
$
10,013

 
1.6
%
 
 
 
 
 
 
 
 
 
Rent Adjustment Measure
 
 
 
 
 
 
 
 
(Uncapped) CPI
 
$
250,119

 
$
246,067

 
$
4,052

 
1.6
%
Fixed
 
169,908

 
167,018

 
2,890

 
1.7
%
CPI-based
 
167,120

 
164,049

 
3,071

 
1.9
%
Other (c)
 
24,079

 
24,079

 

 
%
None
 
6,189

 
6,189

 

 
%
Total
 
$
617,415

 
$
607,402

 
$
10,013

 
1.6
%
 
 
 
 
 
 
 
 
 
Geography
 
 
 
 
 
 
 
 
U.S.
 
$
404,846

 
$
399,299

 
$
5,547

 
1.4
%
Europe
 
197,665

 
193,632

 
4,033

 
2.1
%
Other International (d)
 
14,904

 
14,471

 
433

 
3.0
%
Total
 
$
617,415

 
$
607,402

 
$
10,013

 
1.6
%
 
 
 
 
 
 
 
 
 
Same Store Portfolio Summary
 
 
 
 
 
 
 
 
Number of properties
 
797

 
 
 
 
 
 
Square footage (in thousands)
 
74,683

 
 
 
 
 
 
________
(a)
Includes automotive dealerships.
(b)
Includes ABR from tenants with the following property types: education facility, hotel (net lease), theater, fitness facility and student housing (net lease).
(c)
Represents leases attributable to percentage rent.
(d)
Includes assets in Canada, Mexico and Japan.


WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 32


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Leasing Activity
For the three months ended June 30, 2019 , except ABR. Pro rata.
Lease Renewals and Extensions
 
 
 
 
 
 
 
Expected Tenant Improvements ($000s)
 
Leasing Commissions ($000s)
 
 
 
 
 
 
 
 
ABR
 
 
 
 
Property Type
 
Square Feet
 
Number of Leases
 
Prior Lease ($000s)
 
New Lease ($000s) (a)
 
Releasing Spread
 
 
 
Incremental Lease Term
Office
 
247,164

 
4

 
$
8,000

 
$
5,888

 
(26.4
)%
 
$
1,366

 
$
109

 
7.0 years
Industrial
 
224,233

 
1

 
1,149

 
1,149

 
 %
 

 

 
0.5 years
Warehouse
 
3,839,270

 
5

 
18,811

 
17,542

 
(6.7
)%
 
13,000

 

 
9.8 years
Retail
 
806,594

 
18

 
5,253

 
8,858

 
68.6
 %
 

 

 
2.0 years
Self Storage (net lease)
 

 

 

 

 
 %
 

 

 
N/A
Other
 

 

 

 

 
 %
 

 

 
N/A
Total / Weighted Average (b)
 
5,117,261

 
28

 
$
33,213

 
$
33,437

 
0.7
 %
 
$
14,366

 
$
109

 
8.1 years
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q2 Summary
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prior Lease ABR (% of Total Portfolio)
 
3.1
%
 
 
 
 
 
 
 
 
 
 
New Leases
 
 
 
 
 
 
 
Expected Tenant Improvements ($000s)
 
Leasing Commissions ($000s)
 
 
 
 
 
 
 
 
ABR
 
 
 
 
Property Type
 
Square Feet
 
Number of Leases
 
New Lease ($000s) (a)
 
 
 
New Lease Term
Office
 

 

 
$

 
$

 
$

 
N/A
Industrial
 

 

 

 

 

 
N/A
Warehouse
 

 

 

 

 

 
N/A
Retail
 
70,752

 
9

 
763

 
1,412

 

 
5.3 years
Self Storage (net lease) (c)
 
1,478,908

 
22

 
13,619

 

 

 
25.0 years
Other
 

 

 

 

 

 
N/A
Total / Weighted Average (d)
 
1,549,660

 
31

 
$
14,382

 
$
1,412

 
$

 
24.0 years
_______
(a)
New Lease amounts are based on in-place rents at time of lease commencement and exclude any free rent periods.
(b)
Weighted average refers to the incremental lease term.
(c)
During the second quarter of 2019, we entered into net lease agreements for 36 self-storage operating properties, the vast majority of which we acquired in the CPA:17 Merger. Pursuant to these agreements, 22 self-storage operating properties were converted to net leases on June 1, 2019 (as reflected in the table above), at which time we began recognizing lease revenues on the properties and ceased recognizing operating property revenues and expenses.
(d)
Weighted average refers to the new lease term.


WPCLOGOA01A01A32.JPG  
 
Investing for the long run TM  | 33


W. P. Carey Inc.
Real Estate – Second Quarter 2019
Lease Expirations – Total Net-Lease Portfolio
In thousands, except percentages and number of leases. Pro rata. As of June 30, 2019 .
Year of Lease Expiration  (a)
 
Number of Leases Expiring
 
Number of Tenants with Leases Expiring
 
ABR
 
ABR %
 
Square Footage
 
Sq. ft. %
Remaining 2019
 
13

 
11

 
$
7,014

 
0.6
%
 
755

 
0.6
%
2020
 
26

 
24

 
21,733

 
1.9
%
 
2,189

 
1.6
%
2021
 
79

 
23

 
36,659

 
3.3
%
 
4,776

 
3.5
%
2022
 
43

 
34

 
63,126

 
5.7
%
 
6,879

 
5.0
%
2023
 
30

 
28

 
49,876

 
4.5
%
 
6,351

 
4.6
%
2024 (b)
 
59

 
37

 
135,270

 
12.1
%
 
14,593

 
10.7
%
2025
 
58

 
26

 
55,816

 
5.0
%
 
7,129

 
5.2
%
2026
 
31

 
19

 
53,807

 
4.8
%
 
7,309

 
5.4
%
2027
 
46

 
28

 
72,333

 
6.5
%
 
8,494

 
6.2
%
2028
 
44

 
26

 
66,573

 
6.0
%
 
6,795

 
5.0
%
2029
 
29

 
17

 
34,165

 
3.1
%
 
4,419

 
3.2
%
2030
 
28

 
22

 
73,525

 
6.6
%
 
6,776

 
5.0
%
2031
 
62

 
12

 
59,180

 
5.3
%
 
6,229

 
4.6
%
2032
 
37

 
16

 
48,308

 
4.3
%
 
7,408

 
5.4
%
Thereafter (>2032)
 
160

 
73

 
338,436

 
30.3
%
 
44,014

 
32.2
%
Vacant
 

 

 

 
%
 
2,463

 
1.8
%
Total  (c)
 
745

 


 
$
1,115,821

 
100.0
%
 
136,579

 
100.0
%

CHART-799456AA592E5D759B7.JPG
________
(a)
Assumes tenants do not exercise any renewal options or purchase options.
(b)
Includes ABR of $28.0 million from a tenant (The New York Times Company) that as of June 30, 2019 exercised its option to repurchase the property it is leasing in the fourth quarter of 2019. There can be no assurance that such repurchase will be completed.
(c)
See the Terms and Definitions section in the Appendix for a description of pro rata.

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W. P. Carey Inc.
Real Estate – Second Quarter 2019
Lease Expirations – Unencumbered Net-Lease Portfolio
In thousands, except percentages and number of leases. Pro rata. As of June 30, 2019 .
Year of Lease Expiration  (a)
 
Number of Leases Expiring
 
Number of Tenants with Leases Expiring
 
ABR
 
ABR %
 
Square Footage
 
Sq. ft. %
Remaining 2019
 
5

 
5

 
$
5,374

 
0.8
%
 
695

 
0.8
%
2020
 
15

 
15

 
12,264

 
1.8
%
 
1,391

 
1.7
%
2021
 
65

 
12

 
20,389

 
3.1
%
 
3,097

 
3.7
%
2022
 
28

 
21

 
28,994

 
4.3
%
 
3,862

 
4.6
%
2023
 
17

 
16

 
14,670

 
2.2
%
 
2,650

 
3.2
%
2024
 
44

 
25

 
76,489

 
11.4
%
 
9,659

 
11.6
%
2025
 
38

 
15

 
22,008

 
3.3
%
 
2,063

 
2.5
%
2026
 
11

 
11

 
13,974

 
2.1
%
 
2,531

 
3.0
%
2027
 
31

 
19

 
46,009

 
6.9
%
 
5,281

 
6.3
%
2028
 
28

 
16

 
42,384

 
6.3
%
 
4,973

 
6.0
%
2029
 
25

 
14

 
30,346

 
4.5
%
 
4,136

 
5.0
%
2030
 
17

 
15

 
29,759

 
4.5
%
 
3,444

 
4.1
%
2031
 
58

 
8

 
41,961

 
6.3
%
 
4,320

 
5.2
%
2032
 
12

 
10

 
17,490

 
2.6
%
 
2,134

 
2.6
%
Thereafter (>2032)
 
133

 
55

 
266,809

 
39.9
%
 
32,002

 
38.4
%
Vacant
 

 

 

 
%
 
1,068

 
1.3
%
Total  (b) (c)
 
527

 


 
$
668,920

 
100.0
%
 
83,306

 
100.0
%

CHART-36AC4A8E68F958B0A8C.JPG
________
(a)
Assumes tenants do not exercise any renewal options or purchase options.
(b)
See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Represents properties unencumbered by non-recourse mortgage debt.

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W. P. Carey Inc.
Investment Management
Second Quarter 2019












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W. P. Carey Inc.
Investment Management – Second Quarter 2019
Selected Information – Managed Programs
Dollars and square footage in thousands, except per share amounts. As of or for the three months ended June 30, 2019 .
 
Managed Programs
 
CPA:18 – Global
 
CWI 1
 
CWI 2
 
CESH
General
 
 
 
 
 
 
 
Year established
2013

 
2010

 
2015

 
2016

AUM (a)
$
2,419,743

 
$
2,890,385

 
$
2,013,419

 
$
283,971

Net-lease AUM
1,366,764

 
N/A

 
N/A

 
N/A

NAV (b)
8.73

 
10.39

 
11.41

 
1,000.00

Fundraising status
Closed

 
Closed

 
Closed

 
Closed

 
 
 
 
 
 
 
 
Portfolio
 
 
 
 
 
 
 
Investment type
Net lease /
Diversified REIT

 
Lodging REIT

 
Lodging REIT

 
Student Housing

Number of operating properties
84

 
27

 
12

 
9

Number of net-leased properties
54

 
N/A

 
N/A

 
N/A

Number of tenants – net-leased properties
87

 
N/A

 
N/A

 
N/A

Square footage (c) (d)
9,995

 
6,247

 
3,468

 
309

Occupancy (e)
97.9
%
 
77.7
%
 
79.8
%
 
58.6
%
Acquisitions – second quarter
$

 
$

 
$

 
$

Dispositions – second quarter
3,085

 

 

 

 
 
 
 
 
 
 
 
Balance Sheet (Book Value)
 
 
 
 
 
 
 
Total assets
$
2,261,839

 
$
2,286,787

 
$
1,593,729

 
$
297,816

Total debt
1,213,274

 
1,366,294

 
832,690

 
95,140

Total debt / total assets
53.6
%
 
59.7
%
 
52.2
%
 
31.9
%
________
(a)
Represents estimated fair value of real estate assets plus cash and cash equivalents, less distributions payable for the Managed REITs and estimated fair value of real estate assets plus cash for CESH.
(b)
The estimated NAVs for CWI 1 and CWI 2 were determined as of December 31, 2018 . The estimated NAV for CPA:18 – Global was determined as of March 31, 2019 . We own limited partnership units of CESH at its private placement price of $1,000 per unit; we do not intend to calculate a NAV for CESH.
(c)
For CPA:18 – Global, excludes operating properties.
(d)
For CESH, three properties have been placed into service as of June 30, 2019 . The remaining investments are build-to-suit projects and gross square footage cannot be determined at this time.
(e)
Represents occupancy for single-tenant net-leased properties for CPA:18 – Global. Represents occupancy for hotels owned by CWI 1 and CWI 2 for the three months ended June 30, 2019 . CPA:18 – Global’s multi-tenant net-leased properties had an occupancy rate of 95.2% and square footage of 0.4 million as of June 30, 2019 .



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W. P. Carey Inc.
Investment Management – Second Quarter 2019
Managed Programs Fee Summary
Dollars in thousands. For the three months ended June 30, 2019 , unless otherwise noted.
 
Managed Programs
 
 
 
CPA:18 – Global
 
CWI 1
 
CWI 2
 
CESH (a)
 
Total
Year established
2013
 
2010
 
2015
 
2016
 
 
Fundraising status
Closed
 
Closed
 
Closed
 
Closed
 
 
 
 
 
 
 
 
 
 
 
 
1.
Structuring and Other Advisory Fees   (b)
 
 
 
 
 
 
 
 
 
Structuring fee, gross (% of total aggregate cost)
4.50% (c)
 
2.50%
 
2.50%
 
2.00%
 
 
Net of subadvisor fees (d)
4.50%
 
2.00%
 
1.875%
 
2.00%
 
 
Gross acquisition volume – second quarter
$

 
$

 
$

 
$

 
$

Gross disposition volume – second quarter
$
3,085

 
$

 
$

 
$

 
$
3,085

Structuring and other advisory revenue – second quarter (e)
$
3

 
$

 
$

 
$
55

 
$
58

 
 
 
 
 
 
 
 
 
 
2. Asset Management Fees
 
 
 
 
 
 
 
 
 
Asset management fee, gross (% of average AUM, per annum)
0.50% (f)
 
0.50% (f)
 
0.55% (f)
 
1.00% (g)
 
 
Net of subadvisor fees (d)
0.50%
 
0.40%
 
0.41%
 
1.00%
 
 
AUM – current quarter
$
2,419,743

 
$
2,890,385

 
$
2,013,419

 
$
283,971

 
$
7,607,518

AUM – prior quarter
$
2,404,727

 
$
2,891,230

 
$
2,017,456

 
$
262,621

 
$
7,576,034

Average AUM
$
2,412,235


$
2,890,808


$
2,015,438


$
273,296

 
$
7,591,776

Asset management revenue – second quarter (h)
$
2,859

 
$
3,563

 
$
2,683

 
$
685

 
$
9,790

 
 
 
 
 
 
 
 
 
 
3. Operating Partnership Interests   (i)
 
 
 
 
 
 
 
 
 
Operating partnership interests, gross (% of Available Cash)
10.00%
 
10.00%
 
10.00%
 
N/A
 
 
Net of subadvisor fees (d)
10.00%
 
8.00%
 
7.50%
 
N/A
 
 
Equity in earnings of equity method investments in the Managed Programs and real estate (profits interest) – second quarter  (j)
$
2,105

 
$
375

 
$
893

 
N/A
 
$
3,373

________
(a)
In addition to the fees shown, we may also receive distributions from CESH upon liquidation of the fund in an amount potentially equal to 20% of available cash after the limited partners have received certain cumulative distributions.
(b)
Other advisory fees primarily include disposition fees earned for completing dispositions on behalf of the Managed Programs. Structuring and other advisory fees are recorded in Structuring and other advisory revenue in our consolidated financial statements.
(c)
Comprised of an initial acquisition fee (generally 2.50% of the total aggregate cost of net-leased properties) paid when the transaction is completed and a subordinated acquisition fee (generally 2.00% of the total aggregate cost of net-leased properties) paid in annual installments over three years, provided certain performance criterion are met. The acquisition fee for other properties is generally 1.75% of the total aggregate cost.
(d)
We earn investment management revenue from CWI 1 and CWI 2 in our role as their advisor. Pursuant to the terms of their subadvisory agreements, however, 20% of the fees we receive from CWI 1 and 25% of the fees we receive from CWI 2 are paid to their respective subadvisors. In connection with the acquisitions of multi-family properties on behalf of CPA:18 – Global, we entered into agreements with third-party advisors for the day-to-day management of the properties for which we paid 100% of asset management fees paid to us by CPA:18 – Global. CPA:18 – Global has sold its multi-family portfolio (it sold the remaining multi-family property in January 2019 and we terminated the related subadvisory agreements).
(e)
Amount for CESH is related to increases in build-to-suit funding commitments for certain investments.
(f)
Based on average market value of assets. Under the terms of the respective advisory agreements of the Managed REITs, we may elect to receive cash or shares of CWI 1 and CWI 2’s stock for asset management fees due, while CPA:18 – Global has an option to pay asset management fees in cash or shares upon our recommendation. Asset management fees are recorded in Asset management revenue in our consolidated financial statements.
(g)
Based on gross assets at fair value.
(h)
Amounts for CWI 1 and CWI 2 are gross of fees paid to their respective subadvisors.
(i)
Available Cash means cash generated by operating partnership operations and investments, excluding cash from sales and refinancings, after the payment of debt service and other operating expenses, but before distributions to partners. Amounts are recorded in Equity in earnings of equity method investments in the Managed Programs and real estate in our consolidated financial statements.
(j)
Amounts for CWI 1 and CWI 2 are net of fees paid to their respective subadvisors.


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W. P. Carey Inc.
Investment Management – Second Quarter 2019
Investment Activity – Managed Programs
Dollars in thousands. Pro rata. For the six months ended June 30, 2019 .
Acquisitions
 
 
 
Gross Investment Amount
 
 
 
 
 
Gross Square Footage
 
 
Fund
 
Developer
 
Property Location(s)
 
 
Closing Date
 
Property
Type(s)
 
 
Ownership
1Q19
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CPA:18 – Global (a) (b)
 
Grupo Moraval
 
Pamplona, Spain
 
$
29,736

 
Feb-19
 
Student Housing
 
91,363

 
100.0
%
1Q19 Total
 
 
 
 
 
29,736

 
 
 
 
 
91,363

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2Q19 (N/A)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Acquisitions
 
$
29,736

 
 
 
 
 
91,363

 
 

Dispositions
 
 
 
 
 
 
 
 
 
Gross Square Footage
 
 
Portfolio(s)
 
Tenant / Operator
 
Property Location(s)
 
Gross Sale Price
 
Closing Date
 
Property
Type(s)
 
 
Ownership
1Q19
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CPA:18 – Global
 
Cayo Grande
 
Fort Walton Beach, FL
 
$
39,750

 
Jan-19
 
Multi-family
 
237,582

 
97.0
%
CPA:18 – Global (a)
 
Craigentinny
 
Edinburgh, United Kingdom
 
4,408

 
Mar-19
 
Industrial
 
24,788

 
100.0
%
1Q19 Total
 
 
 
 
 
44,158

 
 
 
 
 
262,370

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2Q19
 
 
 
 
 


 
 
 
 
 
 
 
 
CPA:18 – Global (a)
 
Inverbreakie
 
Invergordon, United Kingdom
 
797

 
Apr-19
 
Industrial
 
10,045

 
100.0
%
CPA:18 – Global (a)
 
UK Automotive
 
Durham, United Kingdom
 
2,288

 
Jun-19
 
Industrial
 
10,809

 
100.0
%
2Q19 Total
 
 
 
 
 
3,085

 
 
 
 
 
20,854

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Dispositions
 
 
 
$
47,243

 
 
 
 
 
283,224

 
 
________
(a)
Amount reflects the applicable exchange rate on the date of the transaction.
(b)
Acquisition includes a build-to-suit transaction. Gross investment amount represents total commitment for build-to-suit funding.

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W. P. Carey Inc.
Investment Management – Second Quarter 2019
Summary of Future Liquidity Strategies for the Managed Programs
As of June 30, 2019 .

Liquidity events for the Managed REITs must be approved by each Managed REIT’s board of directors. A liquidity transaction could include sales of assets, either on a portfolio basis or individually; a listing of each Managed REIT’s shares on a national securities exchange; or a merger or other transaction(s) approved by the respective board of directors. Market conditions and other factors could cause the delay of a liquidity transaction or the commencement of liquidation. Even if a Managed REIT’s board of directors decides to liquidate, the Managed REIT is under no obligation to conclude a liquidation within a set timeframe because the precise timing of any transaction(s) will depend on the then-prevailing real estate and financial markets, the economic conditions of the areas in which properties are located and the federal income tax consequences to the Managed REIT’s stockholders.
General Liquidation Guideline (a)
CPA:18 – Global
 
CWI 1 (b)
 
CWI 2 (b)
 
CESH
Beginning after the seventh anniversary of the closing of the initial public offering in 2015
 
Beginning six years following the termination of the initial public offering in 2013
 
Beginning six years following the termination of the initial public offering in 2017
 
Beginning five years after raising the minimum offering amount in 2016
________
(a)
Based on general liquidation guidelines set forth in the respective prospectuses for the timeframes that each board of directors is required to consider liquidity; ultimately, liquidation is approved by the independent directors of each program (except for CESH, which is determined by its General Partner).
(b)
The boards of directors of the CWI REITs have formed special committees and begun the process of evaluating strategic alternatives, including a combination with each other. There can be no assurance as to the form or timing of any transaction or that any transaction will be pursued at all.

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W. P. Carey Inc.
Investment Management – Second Quarter 2019
Summary of Back-End Fees for / Interests in the Managed Programs

The overview below is intended to provide a summary of current disclosures regarding various back-end fees and interests that we may be entitled to upon each Managed Program’s liquidity event. Such liquidity events are at the discretion of each Managed REIT’s board of directors and there is no assurance that any of the fees or interests described below will be realized. Please refer to each Managed REIT’s filings with the SEC for complete descriptions of each Managed REIT’s liquidity strategy.
 
Back-End Fees and Interests
 
CPA:18 – Global
 
CWI 1
 
CWI 2
 
CESH
Disposition Fees
Investments other than those described below — equal to the lesser of (i) 50% of the brokerage commission paid or (ii) 3% of the contract sales price of a property.

Readily marketable real estate securities — none.
 
Equal to the lesser of: (i) 50% of the competitive real estate commission and (ii) 1.5% of the contract sales price of a property.
 
Equal to the lesser of: (i) 50% of the competitive real estate commission and (ii) 1.5% of the contract sales price of a property.
 
N/A
Interest in Disposition Proceeds
Special general partner interest entitled to receive distributions of up to 15% of the net proceeds from the sale, exchange or other disposition of operating partnership assets remaining after the corporation has received a return of 100% of its initial investment in the operating partnership, through certain liquidity events or distributions, plus the 6% preferred return rate.
 
Special general partner interest receives up to 15% of the net proceeds from the sale, exchange or other disposition of operating partnership assets remaining after the corporation has received a return of 100% of its initial investment in the operating partnership (through certain liquidity transactions or distributions) plus the six percent preferred return rate. A listing will not trigger the payment of this distribution.
 
Special general partner interest receives up to 15% of the net proceeds from the sale, exchange or other disposition of operating partnership assets remaining after the corporation has received a return of 100% of its initial investment in the operating partnership (through certain liquidity transactions or distributions) plus the six percent preferred return rate. A listing will not trigger the payment of this distribution.
 
Available Cash (as defined in In “Principal Terms”), subject to any other limitations provided for herein, will be initially apportioned among the Limited Partners in proportion to their respective capital contributions and the General Partner as provided in connection with its Carried Interest and distributed. (a)

Purchase of Special GP Interest
Lesser of (i) 5.0x the distributions of the last completed fiscal year and (ii) the discounted value of expected future distributions from point of valuation to March 2025 using a discount rate used by the independent third-party valuation firm to determine the most recent appraisal.
 
Fair market value as determined by appraisal.
 
Fair market value as determined by appraisal.
 
N/A
Distribution Related to Ownership of Shares
3.7% ownership as of 6/30/2019
 
3.5% ownership as of 6/30/2019
 
3.3% ownership as of 6/30/2019
 
2.4% ownership as of 6/30/2019
________
(a)
Order of distributions are as follows: (1) First, to a Limited Partner until it has received an amount equal to its total capital contributions or deemed capital contribution with respect to the Advisor Units in the case of the Advisor (or a wholly owned subsidiary of the Advisor); (2) Second, to a Limited Partner until such Limited Partner has received a cumulative, non-compounding, annual 10% return on its unreturned capital contributions (the “Preferred Return”); (3) Third, to the General Partner until the General Partner has received 20% of the aggregate amounts distributed pursuant to clause (2) and this clause (3); (4) Thereafter, 80% to such Limited Partner and 20% to the General Partner (together with the amounts received under clause (3), the General Partner’s “Carried Interest”). The Advisor’s capital contribution for purposes of the Partnership Agreement will be deemed to be the value of the Advisor Units upon their issuance.


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W. P. Carey Inc.
Appendix
Second Quarter 2019












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W. P. Carey Inc.
Appendix – Second Quarter 2019
Normalized Pro Rata Cash NOI
In thousands. From real estate.

Three Months Ended
Jun. 30, 2019
Consolidated Lease Revenues

Total lease revenues – as reported
$
269,802

Less: Consolidated Reimbursable and Non-Reimbursable Property Expenses

Reimbursable property expenses – as reported
13,917

Non-reimbursable property expenses – as reported
9,915


245,970



Plus: NOI from Operating Properties

Hotel revenues (a)
4,083

Hotel expenses (a)
(3,067
)
 
1,016

 
 
Self-storage revenues
7,658

Self-storage expenses
(3,366
)
 
4,292

 
 

251,278



Adjustments for Pro Rata Ownership of Real Estate Joint Ventures:

Add: Pro rata share of NOI from equity investments
5,571

Less: Pro rata share of NOI attributable to noncontrolling interests
(22
)

5,549




256,827



Adjustments for Pro Rata Non-Cash Items:

Add: Above- and below-market rent intangible lease amortization
16,448

Less: Straight-line rent amortization
(8,019
)
Add: Other non-cash items
365


8,794



Pro Rata Cash NOI (b)
265,621



Adjustment to normalize for intra-period acquisitions, completed capital investment projects and dispositions (c)
2,163



Normalized Pro Rata Cash NOI (b)
$
267,784


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W. P. Carey Inc.
Appendix – Second Quarter 2019

The following table presents a reconciliation from Net income from Real Estate attributable to W. P. Carey to Normalized pro rata cash NOI:
 
Three Months Ended
Jun. 30, 2019
Net Income from Real Estate Attributable to W. P. Carey
 
Net income from Real Estate attributable to W. P. Carey – as reported
$
60,768

Adjustments for Consolidated Operating Expenses
 
Add: Operating expenses – as reported
166,551

Less: Operating property expenses – as reported
(10,874
)
Less: Property expenses, excluding reimbursable tenant costs – as reported
(9,915
)
 
145,762

 
 
Adjustments for Other Consolidated Revenues and Expenses:
 
Less: Lease termination income and other – as reported
(6,304
)
Less: Reimbursable property expenses – as reported
(13,917
)
Less: Other income and (expenses)
61,213

Add: Provision for income taxes
3,019

 
44,011

 
 
Other Adjustments:
 
Add: Above- and below-market rent intangible lease amortization
16,450

Less: Straight-line rent amortization
(7,983
)
Add: Adjustments for pro rata ownership
5,546

Adjustment to normalize for intra-period acquisitions, completed capital investment projects and dispositions (c)
2,163

Adjustment to normalize for unstabilized hotel (a)
746

Add: Property expenses, excluding reimbursable tenant costs, non-cash
321

 
17,243

 
 
Normalized Pro Rata Cash NOI (b)
$
267,784

________
(a)
We exclude an unstabilized hotel’s NOI since it is currently being renovated. This hotel was classified as held for sale as of June 30, 2019 .
(b)
Pro rata cash NOI and normalized pro rata cash NOI are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures and for details on how pro rata cash NOI and normalized pro rata cash NOI are calculated.
(c)
For properties acquired and capital investment projects completed during the three months ended June 30, 2019 , the adjustment modifies our pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter. For properties disposed of during the three months ended June 30, 2019 , the adjustment eliminates our pro rata share of cash NOI for the period.

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W. P. Carey Inc.
Appendix – Second Quarter 2019
Adjusted EBITDA, Consolidated – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income
$
66,121

 
$
68,796

 
$
195,278

 
$
81,573

 
$
79,424

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Depreciation and amortization
113,632

 
112,379

 
93,321

 
67,825

 
64,337

Interest expense
59,719

 
61,313

 
57,250

 
41,740

 
41,311

Provision for (benefit from) income taxes
3,119

 
(2,129
)
 
11,436

 
2,715

 
6,262

Consolidated EBITDA (a)
242,591

 
240,359

 
357,285

 
193,853

 
191,334

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible and straight-line rent adjustments (c)
8,467

 
9,660

 
8,888

 
9,780

 
9,653

Other (gains) and losses (d)
5,724

 
4,930

 
(9,001
)
 
(5,148
)
 
(6,845
)
Stock-based compensation expense
4,936

 
4,165

 
3,902

 
2,475

 
3,698

Merger and other expenses (e)
696

 
146

 
37,098

 
1,673

 
2,692

Other amortization and non-cash charges
415

 
(327
)
 
(408
)
 
(305
)
 
77

Loss (gain) on sale of real estate, net
362

 
(933
)
 
(99,618
)
 
(343
)
 
(11,912
)
Gain on change in control of interests (f)

 

 
(47,814
)
 

 

 
20,600

 
17,641

 
(106,953
)
 
8,132

 
(2,637
)
 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Real Estate Joint Ventures:
 
 
 
 
 
 
 
 
 
Add: Pro rata share of adjustments for equity investments
5,744

 
6,106

 
4,143

 
366

 
1,436

Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests
(117
)
 
(399
)
 
(2,662
)
 
(7,046
)
 
(6,569
)
 
5,627

 
5,707

 
1,481

 
(6,680
)
 
(5,133
)
Equity Investments in the Managed Programs: (g)
 
 
 
 
 
 
 
 
 
Add: Distributions received from equity investments in the Managed Programs
1,870

 
1,753

 
4,238

 
4,099

 
3,837

Less: Loss (income) from equity investments in the
    Managed Programs
45

 
116

 
682

 
(529
)
 
(253
)
 
1,915

 
1,869

 
4,920

 
3,570

 
3,584

Add: Intra-period normalization of CPA:17 Merger (closed October 31, 2018) (h)

 

 
21,528

 

 

Adjusted EBITDA (a)
$
270,733

 
$
265,576

 
$
278,261

 
$
198,875

 
$
187,148

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)
Primarily comprised of unrealized gains and losses on derivatives, and gains and losses from foreign currency movements, extinguishment of debt and marketable securities.
(e)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.
(f)
Amount for the three months ended December 31, 2018 includes a gain of $18.8 million recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method. Amount for the three months ended December 31, 2018 also includes a gain of $29.0 million recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.
(g)
Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs.
(h)
The adjustment modifies Adjusted EBITDA for the pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter. The adjustment is reduced for advisory fees received from CPA:17 – Global during the three months ended December 31, 2018.


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W. P. Carey Inc.
Appendix – Second Quarter 2019
Adjusted EBITDA, Real Estate – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income from Real Estate
$
60,759

 
$
53,334

 
$
153,626

 
$
55,234

 
$
63,059

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Depreciation and amortization
112,666

 
111,413

 
92,330

 
66,837

 
63,374

Interest expense
59,719

 
61,313

 
57,250

 
41,740

 
41,311

Provision for (benefit from) income taxes
3,019

 
6,159

 
948

 
424

 
1,317

Consolidated EBITDA – Real Estate (a)
236,163

 
232,219

 
304,154

 
164,235

 
169,061

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible and straight-line rent adjustments (c)
8,467

 
9,660

 
8,888

 
9,780

 
9,653

Other (gains) and losses (d)
5,888

 
3,929

 
(11,269
)
 
(5,084
)
 
(6,599
)
Stock-based compensation expense
3,482

 
2,800

 
2,774

 
1,380

 
1,990

Merger and other expenses (e)
696

 
146

 
37,098

 
1,673

 
2,692

Other amortization and non-cash charges
415

 
(326
)
 
(240
)
 
(53
)
 
(211
)
Loss (gain) on sale of real estate, net
362

 
(933
)
 
(99,618
)
 
(343
)
 
(11,912
)
Gain on change in control of interests (f)

 

 
(18,792
)
 

 

 
19,310

 
15,276

 
(81,159
)
 
7,353

 
(4,387
)
 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Real Estate Joint Ventures:
 
 
 
 
 
 
 
 
 
Add: Pro rata share of adjustments for equity investments
5,744

 
6,106

 
4,143

 
366

 
1,436

Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests
(117
)
 
(399
)
 
(2,662
)
 
(7,046
)
 
(6,569
)
 
5,627

 
5,707

 
1,481

 
(6,680
)
 
(5,133
)
Add: Intra-period normalization of CPA:17 Merger (closed October 31, 2018) (g)

 

 
31,555

 

 

Adjusted EBITDA – Real Estate (a)
$
261,100

 
$
253,202

 
$
256,031

 
$
164,908

 
$
159,541

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)
Primarily comprised of unrealized gains and losses on derivatives, and gains and losses from foreign currency movements, extinguishment of debt and marketable securities.
(e)
Amounts are primarily comprised of costs incurred in connection with the CPA:17 Merger.
(f)
Amount for the three months ended December 31, 2018 represents a gain recognized on the purchase of the remaining interests in six investments from CPA:17 – Global in the CPA:17 Merger, which we had previously accounted for under the equity method.
(g)
The adjustment modifies Adjusted EBITDA for the pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter.


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W. P. Carey Inc.
Appendix – Second Quarter 2019
Adjusted EBITDA, Investment Management – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2019
 
Mar. 31, 2019
 
Dec. 31, 2018
 
Sep. 30, 2018
 
Jun. 30, 2018
Net income from Investment Management
$
5,362

 
$
15,462

 
$
41,652

 
$
26,339

 
$
16,365

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Depreciation and amortization
966

 
966

 
991

 
988

 
963

Provision for (benefit from) income taxes
100

 
(8,288
)
 
10,488

 
2,291

 
4,945

Consolidated EBITDA – Investment Management  (a)
6,428

 
8,140

 
53,131

 
29,618

 
22,273

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
1,454

 
1,365

 
1,128

 
1,095

 
1,708

Other (gains) and losses (c)
(164
)
 
1,001

 
2,268

 
(64
)
 
(246
)
Other amortization and non-cash charges

 
(1
)
 
(168
)
 
(252
)
 
288

Gain on change in control of interests (d)

 

 
(29,022
)
 

 

 
1,290

 
2,365

 
(25,794
)
 
779

 
1,750

 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Equity Investments in the Managed Programs: (e)
 
 
 
 
 
 
 
 
 
Add: Distributions received from equity investments in the Managed Programs
1,870

 
1,753

 
4,238

 
4,099

 
3,837

Less: Loss (income) from equity investments in the Managed Programs
45

 
116

 
682

 
(529
)
 
(253
)
 
1,915

 
1,869

 
4,920

 
3,570

 
3,584

Add: Intra-period normalization of CPA:17 Merger (closed October 31, 2018) (f)

 

 
(10,027
)
 

 

Adjusted EBITDA – Investment Management  (a)
$
9,633

 
$
12,374

 
$
22,230

 
$
33,967

 
$
27,607

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Primarily comprised of gains and losses from foreign currency movements and marketable securities.
(d)
Amount for the three months ended December 31, 2018 represents a gain recognized on our previously held interest in shares of CPA:17 – Global common stock in connection with the CPA:17 Merger.
(e)
Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs.
(f)
The adjustment reduces Adjusted EBITDA for advisory fees received from CPA:17 – Global during the three months ended December 31, 2018.


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W. P. Carey Inc.
Appendix – Second Quarter 2019
Terms and Definitions

Non-GAAP Financial Disclosures
AFFO
Due to certain unique operating characteristics of real estate companies, as discussed below, NAREIT, an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to nor a substitute for net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO. Our FFO calculation complies with NAREIT’s policy described above.
We modify the NAREIT computation of FFO to include other adjustments to GAAP net income to adjust for certain non-cash charges such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rents, stock-based compensation, non-cash environmental accretion expense and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses such as gains or losses from extinguishment of debt, restructuring and related compensation expenses and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange transactions (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs which are currently not engaged in acquisitions, mergers and restructuring which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP or as alternatives to net cash provided by operating activities computed under GAAP or as indicators of our ability to fund our cash needs.
Pro Rata Cash NOI
Cash net operating income (“cash NOI”) is a non-GAAP financial measure that is intended to reflect the performance of our net leased and operating properties. We define cash NOI as cash rents from our leased and operating properties less non-reimbursable property expenses. Cash NOI excludes amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present cash NOI on a pro rata basis, referred to as pro rata cash NOI, to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that pro rata cash NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our leased and operating properties and it allows for comparison of our operating performance between periods and to other REITs. Pro rata cash NOI should not be considered as an alternative to net income as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present cash NOI and/or pro rata cash NOI, may not be directly comparable to the way other REITs present cash NOI.
Normalized Pro Rata Cash NOI
Normalized pro rata cash NOI is pro rata cash NOI as defined above adjusted primarily to exclude our pro rata share of cash NOI from properties disposed of during the most recent quarter and to include a full quarter of pro rata cash NOI related to properties acquired or capital investment projects completed during the period, as applicable. We also exclude an unstabilized hotel’s NOI since it is currently being renovated. We believe this measure provides a helpful representation of our net operating income from our in-place leased and operating properties.

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W. P. Carey Inc.
Appendix – Second Quarter 2019

Adjusted EBITDA
We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) because it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. For the three months ended December 31, 2018, we also modified adjusted EBITDA for the pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership of properties acquired in the CPA:17 Merger for the full quarter; we also reduced adjusted EBITDA for advisory fees received from CPA:17 – Global during that quarter. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non-cash and non-core items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies.
Other Metrics
Pro Rata Metrics
This supplemental package contains certain metrics prepared under the pro rata consolidation method. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. Under the full consolidation method, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. Under the pro rata consolidation method, we present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.
ABR
ABR represents contractual minimum annualized base rent for our net-leased properties, net of receivable reserves as determined by GAAP, and reflects exchange rates as of June 30, 2019 . If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.



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