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): February 11, 2021
Bluerock Residential Growth REIT, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Maryland | 001-36369 | 26-3136483 |
(State or other jurisdiction of incorporation or organization) |
(Commission
File Number) |
(I.R.S. Employer Identification No.) |
1345 Avenue of the Americas, 32nd Floor, New York, NY 10105
(Address of principal executive offices)
(212) 843-1601
(Registrant’s telephone number, including area code)
None.
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Class A Common Stock, $0.01 par value per share | BRG | NYSE American |
8.250% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share | BRG-PrA | NYSE American |
7.625% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per share | BRG-PrC | NYSE American |
7.125% Series D Cumulative Preferred Stock, $0.01 par value per share | BRG-PrD | NYSE American |
Securities registered pursuant to Section 12(g) of the Exchange Act:
Title of each class |
Series B Redeemable Preferred Stock, $0.01 par value per share |
Warrants to Purchase Shares of Class A Common Stock, $0.01 par value per share |
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:
¨ | 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 Rule12b-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 February 11, 2021, Bluerock Residential Growth REIT, Inc., a Maryland corporation, or the Company, issued a press release announcing its financial results for the fourth quarter ended December 31, 2020. Additionally, the Company is furnishing certain supplemental financial information, or the Supplemental Financial Information. Copies of the press release and the Supplemental Financial Information are furnished as Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K and is hereby incorporated by reference herein. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and shall not be incorporated by reference into any registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 7.01 | REGULATION FD DISCLOSURE. |
As disclosed above in Item 2.02 of this Current Report on Form 8-K, on February 11, 2021, the Company issued the press release and Supplemental Financial Information attached hereto as Exhibit 99.1 and Exhibit 99.2 announcing the Company’s financial results for the fourth quarter ended December 31, 2020 and certain other supplemental financial information. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein, in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Exchange Act. The information set forth in this Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) | Exhibits. |
The following exhibits relating to Items 2.02 and 7.01 of this Current Report on Form 8-K are intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.
Exhibit No. | Description |
99.1 | Press Release, dated February 11, 2021. |
99.2 | Supplemental Financial Information. |
SIGNATURE
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 hereunto duly authorized.
BLUEROCK RESIDENTIAL GROWTH REIT, INC. | ||
Dated: February 11, 2021 | By: | /s/ Christopher J. Vohs |
Christopher J. Vohs | ||
Chief Financial Officer and Treasurer |
Exhibit Index
Exhibit No. | Description |
99.1 | Press Release, dated February 11, 2021. |
99.2 | Supplemental Financial Information. |
Exhibit 99.1
For Immediate Release
Bluerock Residential Growth REIT Announces Fourth Quarter 2020 Results
- Total Revenues Grew 6.6% YoY -
- Same Store Average Occupancy Increased 1.4% -
- Collected 97% of Fourth Quarter Rents -
New York, NY (February 11, 2021) – Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) (“the Company”), an owner of highly amenitized multifamily apartment communities, announced today its financial results for the quarter ended December 31, 2020.
“We continue to drive solid same store occupancy, average rent, and operating margins performance in our investments in highly amenitized, live/work/play apartment communities, even with the challenges of COVID-19,” said Ramin Kamfar, Company Chairman and CEO. “Our increased occupancy, sequential quarterly rent growth improvement, and consistent elevated rental collections throughout the pandemic reflect a resilient Class A affordable suburban based portfolio well positioned to outperform in the coming quarters. We will also continue to opportunistically allocate capital through dispositions and new investments, as well as opportunistic share repurchases and redemption of our preferred equity.”
Fourth Quarter Highlights
- | Total revenues grew 6.6% to $56.0 million for the quarter from $52.5 million in the prior year period. |
- | Net loss attributable to common stockholders for the fourth quarter of 2020 was ($1.13) per diluted share, as compared to net loss attributable to common stockholders of ($0.62) per diluted share in the prior year period. |
- | Property Net Operating Income (“NOI”) grew 9.7% to $30.9 million from $28.2 million in the prior year period. |
- | Portfolio occupancy was 95.4% at December 31, 2020, up 140 basis points from the prior year. |
- | Same store average occupancy increased 140 basis points and same store average rent increased 0.2%, as compared to the prior year period. |
- | Same store revenue increased 0.6% and same store NOI increased 0.2%, as compared to the prior year period. |
- | Improved operating margins by 50 basis points year over year to 62.1%. |
- | Blended lease rate growth of 1.0%, up 60 basis points on a sequential quarter-over-quarter basis. January 2021 average lease growth accelerated to 1.4%, led by renewals at 4.4% and new leases at negative 1%. |
- | Collected 97% of rents from its multifamily properties for the three months ended December 31, 2020. |
- | Core funds from operations attributable to common shares and units (“CFFO”) was $6.1 million, compared to $6.7 million in the prior year period. CFFO per diluted share was $0.18 for the fourth quarter as compared to $0.21 in the prior year period. |
- | Consolidated real estate investments, at cost, were approximately $2.3 billion. |
- | Acquired three multifamily communities totaling 968 units for a total purchase price of $166 million. |
- | Made two additional Strategic Portfolio preferred equity investments in stabilized properties totaling $5 million and committed to another preferred equity investment in a development project for $10 million. |
- | Completed additional funding for eleven preferred equity, mezzanine loan, and ground lease investments totaling $20 million. |
- | Sold one operating asset for a sale price of $38 million and net proceeds of $10 million. The asset was sold at an in-place cap rate of 3.3% adjusting for the buyer’s year one taxes and $300 per unit replacement reserves. |
- | Sold three development investments for gross sales pricing of $218 million netting the Company proceeds of $70 million – two mezzanine loan repayments yielded $55 million and one preferred equity investment returned $15 million in net proceeds to the Company. |
- | Completed 65 value-add unit upgrades during the quarter achieving an average 23.9% ROI. |
- | Paid quarterly dividend of $0.1625 in cash per share of common stock. |
- | Raised $76.2 million through its continuous registered Series T Preferred Stock offering in the quarter. |
- | Completed partial redemptions of its 8.25% Series A Cumulative Redeemable Preferred Stock totaling $85 million, including accrued and unpaid dividends. Subsequent to quarter end, the Company announced it will redeem the remaining $55 million outstanding on February 26th. |
- | Repurchased 2,851,975 shares of Class A common stock during the quarter at an average price of $9.81 per share. |
- | As of December 31, 2020, had $208.3 million of unrestricted cash and availability under its revolving credit facilities. |
Full Year Highlights
- | Total revenues grew 4.7% to $219.8 million for the year from $210.0 million in the prior year. |
- | Net loss attributable to common stockholders for 2020 was ($1.91) per diluted share, as compared to ($0.91) per diluted share in the prior year. |
- | Property NOI grew 8.4% to $120.2 million, from $110.9 million in the prior year. |
- | Same store revenue and NOI increased 0.9% and 0.3%, respectively, as compared to the prior year. |
- | Completed 310 value-add unit upgrades during the year producing an average 23.3% ROI through increased monthly rental rates. |
- | Improved operating margin by 140 basis points year over year to 61.2%. |
- | CFFO was $23.7 million, compared to $25.4 million in the prior year. CFFO per diluted share was $0.72 for the year as compared to $0.82 in the prior year. |
- | Acquired six multifamily communities totaling 1,898 units for a total purchase price of $338 million. |
- | Made five additional Strategic Portfolio preferred equity investments in stabilized properties totaling $17 million and committed to another preferred equity investment in a development project for $10 million. |
- | Committed to two mezzanine loan investments in development properties for $22 million. |
- | Purchased land for a ground lease for $3 million and committed $20 million for the ground lease tenant’s multifamily development. |
- | Completed additional funding for thirteen preferred equity, mezzanine loan, and ground lease investments totaling $38 million and invested $4 million to buyout the noncontrolling interests in an asset. |
- | Sold five operating assets for a sales price of $245 million and net proceeds of $90 million. |
- | Sold four development investments for gross sales pricing of $283 million netting the Company proceeds of $92 million – two mezzanine loan repayments yielded $55 million and two preferred equity investments returned $38 million in net proceeds to the Company. |
- | Paid quarterly dividends amounting to $0.65 on an annual basis in cash per share of common stock. |
- | Raised $243 million through its continuous registered Series T Preferred Stock offering during the year. |
Included later in this release are definitions of NOI, CFFO and other Non-GAAP financial measures and reconciliations of such measures to their most comparable financial measures as calculated and presented under GAAP.
COVID-19 Pandemic Update
Since the beginning of the COVID-19 pandemic, the Company has executed on actions to prioritize the health and well-being of its tenants, business partners, service providers and employees, while striving to provide the highest quality living experience possible and facilitating virtual leasing and services.
Post-Quarter Operational Performance
• | As of January 31, 2021, the Company had collected 97% of January rents from its multifamily properties. |
• | Occupancy and availability remains strong at 95.6% and 7.4%, respectively, as of January 31, 2021. |
• | In January, average lease rate grew 1.4% year over year. |
Current Liquidity
Due to the uncertainties presented by the COVID-19 pandemic, the Company continues to take measures to ensure an appropriate level of liquidity and believes it has sufficient liquidity through this uncertain period.
• | The Company has approximately $158 million in unrestricted cash and availability under its revolving credit facilities as of January 31, 2021. |
• | Over $43 million was raised from the Company’s continuous registered Series T Preferred Stock offering to date in 2021. |
Fourth Quarter 2020 Financial Results
Net loss attributable to common stockholders for the fourth quarter of 2020 was ($26.2) million, compared to net loss attributable to common stockholders of ($13.8) million in the prior year period. Net loss attributable to common stockholders included non-cash expenses of $31.2 million or $1.33 per share in the fourth quarter of 2020 compared to $18.6 million or $0.83 per share for the prior year period, which included a $16.4 million provision for credit loss on a preferred equity investment, primarily due to the submarket conditions in Houston, Texas impacting the underlying property operations.
CFFO for the fourth quarter of 2020 was $6.1 million, or $0.18 per diluted share, compared to $6.7 million, or $0.21 per diluted share, in the prior year period. CFFO was positively impacted by growth in property NOI of $2.7 million and preferred returns of $0.7 million. This was primarily offset by a year-over-year decrease in interest income of $0.5 million, an increase in general and administrative expense of $0.1 million, and preferred stock dividends of $2.8 million.
Total Portfolio Performance
$ In thousands, except average rental rates | 4Q20 | 4Q19 | Variance | YTD20 | YTD19 | Variance | ||||||||||||||||||
Total Revenues (1) | $ | 55,987 | $ | 52,520 | 6.6 | % | $ | 219,848 | $ | 209,971 | 4.7 | % | ||||||||||||
Property Operating Expenses | $ | 18,861 | $ | 17,600 | 7.2 | % | $ | 76,301 | $ | 74,449 | 2.5 | % | ||||||||||||
NOI | $ | 30,949 | $ | 28,200 | 9.7 | % | $ | 120,221 | $ | 110,927 | 8.4 | % | ||||||||||||
Operating Margin | 62.1 | % | 61.6 | % | 50 | bps | 61.2 | % | 59.8 | % | 140 | bps | ||||||||||||
Average Occupancy Percentage | 94.9 | % | 93.6 | % | 130 | bps | 94.7 | % | 93.8 | % | 90 | bps | ||||||||||||
Average Rental Rate | $ | 1,318 | $ | 1,319 | (0.1 | %) | $ | 1,324 | $ | 1,311 | 1.0 | % |
(1) | Including interest income |
For the fourth quarter of 2020, property revenues increased by 8.8% compared to the same prior year period. Total portfolio NOI was $30.9 million, an increase of $2.7 million, or 9.7%, compared to the same period in the prior year. Property NOI margins expanded by 50 basis points to 62.1% of revenue for the quarter, compared to 61.6% of revenue in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 4Q20 | 4Q19 | Variance | YTD20 | YTD19 | Variance | ||||||||||||||||||
Revenues | $ | 41,325 | $ | 41,092 | 0.6 | % | $ | 142,199 | $ | 140,900 | 0.9 | % | ||||||||||||
Property Operating Expenses | $ | 15,779 | $ | 15,609 | 1.1 | % | $ | 56,660 | $ | 55,598 | 1.9 | % | ||||||||||||
NOI | $ | 25,546 | $ | 25,483 | 0.2 | % | $ | 85,539 | $ | 85,302 | 0.3 | % | ||||||||||||
Operating Margin | 61.8 | % | 62.0 | % | (20 | )bps | 60.2 | % | 60.5 | % | (30 | )bps | ||||||||||||
Average Occupancy Percentage | 94.9 | % | 93.5 | % | 140 | bps | 94.7 | % | 93.8 | % | 90 | bps | ||||||||||||
Average Rental Rate | $ | 1,318 | $ | 1,315 | 0.2 | % | $ | 1,341 | $ | 1,325 | 1.2 | % |
The Company’s same store portfolio for the quarter ended December 31, 2020 included 28 properties. For the fourth quarter of 2020, same store NOI was $25.5 million, an increase of $0.1 million, or 0.2%, compared to the 2019 period. Same store property revenues increased by 0.6% compared to the 2019 period, primarily driven by a 140-basis point increase in occupancy and 0.2% increase in average rental rates; of our 28 same store properties, 22 recognized occupancy increases and 15 recognized rental rate increases during the period. This was offset by $0.3 million increase in bad debt expense due to the impact of COVID-19.
Same store expenses increased 1.1%, or $0.2 million, primarily because of a $0.2 million repairs and maintenance expense increase due to timing. Non-controllable expenses were essentially flat; insurance expenses increased $0.2 million due to industrywide multifamily price increases offset by a $0.2 million real estate tax decrease from prior year. Real estate tax decrease was due to a $0.4 million credit in the current year offset by $0.2 million of municipality tax increases.
Renovation Activity
The Company completed 65 value-add unit upgrades during the fourth quarter achieving an average 23.9% ROI. Since inception, within the existing portfolio, the Company has completed 2,955 value-add unit upgrades at an average cost of $5,916 per unit and achieved an average monthly rental rate increase of $116 per unit, equating to an average 23.6% ROI on all unit upgrades leased as of December 31, 2020. The Company has identified approximately 4,421 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations.
Portfolio Activity
The Company completed the following investments:
- | Acquired a 100% interest in a 266-unit apartment community located in Morrisville, North Carolina, known as Carrington at Perimeter Park. The total purchase price was $52.0 million, funded in part by a $31.3 million mortgage loan secured by the property. |
- | Acquired a 100% interest in a 270-unit apartment community located in Austin, Texas, known as Elan. The total purchase price was $39.5 million, funded in part by a $25.6 million mortgage loan secured by the property. |
- | Acquired a 90% interest in a 432-unit apartment community located in Mesa, Arizona, known as Cielo on Gilbert. The total purchase price was $74.3 million, funded in part by a $58.0 million mortgage loan secured by the property. |
- | Made additional Strategic Portfolio preferred equity investments totaling $5 million in two stabilized assets with 388-units called Water’s Edge and Hunter’s Pointe, both located in Pensacola, Florida. |
- | Entered into a preferred equity commitment to invest $10.2 million in a 208-unit development called Encore Chandler located in Chandler, Arizona. |
- | Funded $20 million under existing preferred equity, mezzanine loan, and ground lease commitments in eleven investments. |
The Company completed the following activity subsequent to December 31, 2020:
- | On January 28, 2021, the Company sold ARIUM Grandewood for a gross sales price of $65 million and net proceeds to the Company of $25 million. | |
- | Announced the redemption of its remaining outstanding Series A Preferred Stock totaling $55 million. |
Balance Sheet
As of December 31, 2020, the Company had $208.3 million of unrestricted cash and availability under its revolving credit facilities, and $1.6 billion of indebtedness outstanding.
During the fourth quarter, the Company raised gross proceeds of approximately $76.2 million through the issuance of 3.0 million shares of Series T Preferred Stock at $25.00 per share. The Series T Preferred Stock continuous offering offers 20,000,000 preferred shares in the primary offering, along with 12,000,000 preferred shares pursuant to a dividend reinvestment plan. The preferred shares are offered at $25.00 per share and pay cumulative monthly dividends at a 6.15% annual rate, along with an annual stock dividend of up to 0.2% for five years.
The Company repurchased 2,851,975 shares of Class A Common Stock during the fourth quarter at an average price of $9.81 per share.
On October 21, 2020, the Company redeemed 1,393,294 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock, representing approximately 25% of the total outstanding shares of Series A Preferred Stock. The total cost to redeem the shares was $35 million, including accrued and unpaid dividends. In addition, on December 21, 2020, the Company redeemed 1,963,551 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock, representing approximately 47% of the then total outstanding shares of Series A Preferred Stock. The total cost to redeem the shares was $50 million, including accrued and unpaid dividends.
Dividend
The Board of Directors authorized, and the Company declared, a quarterly cash dividend for the fourth quarter of 2020 equal to a quarterly rate of $0.1625 per share on its Class A and Class C Common Stock, payable to the stockholders of record as of December 24, 2020, which was paid on January 5, 2021. A portion of each dividend may constitute a return of capital for tax purposes.
The Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 8.250% Series A Cumulative Redeemable Preferred Stock for the fourth quarter of 2020, in the amount of $0.515625 per share. In addition, the Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 7.625% Series C Cumulative Redeemable Preferred Stock for the fourth quarter of 2020, in the amount of $0.4765625 per share. Further, the Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 7.125% Series D Cumulative Preferred Stock for the fourth quarter of 2020, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record as of December 24, 2020, and were paid on January 5, 2021.
The Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B Preferred Stock, payable to the stockholders of record as of October 23, 2020, November 25, 2020, and December 24, 2020, which were paid in cash on November 5, 2020, December 4, 2020 and January 5, 2021, respectively.
The Board of Directors authorized, and the Company declared, a monthly dividend of $0.128125 per share of Series T Preferred Stock, prorated on the basis of the actual number of days in the applicable dividend period during which each share was outstanding. Such pro-rated dividends were payable to the stockholders of record as of October 23, 2020, November 25, 2020, and December 24, 2020, and were paid in cash on November 5, 2020, December 4, 2020 and January 5, 2021, respectively.
The Board authorized, and the Company declared, an annual Series T Preferred Stock dividend of 0.20% per share of Series T Preferred Stock. Shares of Series T Preferred Stock that are held only for a portion of the applicable annual stock dividend period received a prorated Series T Preferred Stock dividend based on the actual number of months in the applicable annual stock dividend period during which each such share of Series T Preferred Stock was outstanding. The annual stock dividend was payable to stockholders of record on December 24, 2020 and was paid on December 29, 2020.
On January 13, 2021, the Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B Preferred Stock, payable to the stockholders of record as of January 25, 2021, which was paid in cash on February 5, 2021, and as of February 25, 2021, and March 25, 2021, which will be paid in cash on March 5, 2021 and April 5, 2021, respectively.
On January 13, 2021, the Board of Directors authorized, and the Company declared, a monthly dividend of $0.128125 per share of Series T Preferred Stock, prorated on the basis of the actual number of days in the applicable dividend period during which each share was outstanding. Such pro-rated dividends are payable to the stockholders of record as of January 25, 2021, which was paid in cash on February 5, 2021, and as of February 25, 2021, and March 25, 2021, which will be paid in cash on March 5, 2021 and April 5, 2021, respectively.
2021 Guidance
Based on the Company’s current outlook and market conditions, the Company anticipates 2021 CFFO in the range of $0.65 to $0.70 per share. The Company anticipates that earnings growth will be more heavily weighted towards the second half of 2021 as it realizes the upside opportunity from deploying the proceeds from opportunistic dispositions in late 2020 and early 2021, plus the implementation of institutional property management, lease-ups, and value-add renovations at its recent acquisitions. For additional guidance details underlying earnings guidance, please see page 35 of Company’s Fourth Quarter 2020 Earnings Supplement available under the Investors section on the Company’s website (www.bluerockresidential.com).
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Thursday, February 11, 2021 by dialing +1 (866) 843-0890 within the U.S., or +1 (412) 317-6597, and requesting the "Bluerock Residential Conference."
For those who are not available to listen to the live call, the conference call will be available for replay on the Company’s website two hours after the call concludes, and will remain available until March 11, 2021 at http://services.choruscall.com/links/brg210211.html, as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10151415.
The full text of this Earnings Release and additional Supplemental Information is available in the Investors section on the Company’s website at http://www.bluerockresidential.com.
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through value add improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
For more information, please visit the Company’s website at www.bluerockresidential.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, the Company’s actual results and performance could differ materially from those set forth in these forward-looking statements due to numerous factors. Currently, one of the most significant factors is the potential adverse effect of the COVID-19 pandemic on the financial condition, results of operations, cash flows and performance of the Company and its tenants, partners and employees, as well as the real estate market and the global economy and financial markets. The extent to which COVID-19 impacts the Company and its tenants, partners and employees will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact (including governmental actions that may vary by jurisdiction, such as mandated business closing; stay-at-home orders; limits on group activity; and actions to protect residential tenants from eviction), and the direct and indirect economic effects of the pandemic and containment measures, including national and local employment rates and the corresponding impact on the Company’s tenants’ ability to pay their rent on time or at all, among others. For further discussion of the factors that could affect outcomes, please refer to the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on February 24, 2020, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred/ground lease investments as of December 31, 2020:
Consolidated Operating Properties | Location |
Number of
Units |
Year Built/
Renovated (1) |
Ownership
Interest |
Average
|
%
Occupied (3) |
|||||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | $ | 1,289 | 95.4 | % | ||||||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 100 | % | 1,407 | 93.1 | % | |||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,413 | 95.7 | % | |||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,406 | 93.9 | % | |||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,442 | 94.3 | % | |||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,677 | 96.5 | % | |||||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 100 | % | 1,239 | 94.9 | % | |||||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 100 | % | 1,247 | 95.9 | % | |||||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 90 | % | 1,388 | 96.6 | % | |||||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 92 | % | 964 | 98.1 | % | |||||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 90 | % | 1,050 | 95.4 | % | |||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,364 | 96.4 | % | |||||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 100 | % | 1,236 | 96.6 | % | |||||||||||||
Elan | Austin, TX | 270 | 2007 | 100 | % | 1,133 | 93.7 | % | |||||||||||||
Element | Las Vegas, NV | 200 | 1995 | 100 | % | 1,250 | 97.5 | % | |||||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 100 | % | 1,412 | 95.5 | % | |||||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 100 | % | 1,292 | 95.4 | % | |||||||||||||
James on South First | Austin, TX | 250 | 2016 | 90 | % | 1,348 | 93.6 | % | |||||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 90 | % | 1,214 | 96.0 | % | |||||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 90 | % | 1,133 | 94.9 | % | |||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 1,072 | 96.3 | % | |||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,280 | 96.4 | % | |||||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,377 | 96.9 | % | |||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,261 | 91.2 | % | |||||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 100 | % | 1,260 | 95.8 | % | |||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,584 | 94.4 | % | |||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,362 | 95.8 | % | |||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 100 | % | 1,315 | 95.4 | % | |||||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 100 | % | 1,650 | 91.3 | % | |||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,461 | 93.9 | % | |||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,052 | 96.4 | % | |||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,481 | 94.1 | % | |||||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | 1,350 | 95.9 | % | |||||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 100 | % | 1,084 | 97.2 | % | |||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 1,017 | 94.8 | % | |||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,174 | 94.8 | % | |||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,367 | 95.7 | % | |||||||||||||
Subtotal/Average | 12,722 | $ | 1,315 | 95.4 | % |
Mezzanine/Preferred/Ground
Lease Investments |
Location |
Actual/ Planned
Number of Units |
Pro Forma Average Rent | |||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,513 | (2) | |||||||||||||||||
Alexan Southside Place | Houston, TX | 270 | 1,639 | (2) | ||||||||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | |||||||||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 831 | (2) | ||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,282 | (2) | ||||||||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | |||||||||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 1,006 | (2) | ||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 975 | (2) | ||||||||||||||||||
Mira Vista | Austin, TX | 200 | 1,078 | (2) | ||||||||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | |||||||||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,121 | (2) | ||||||||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | |||||||||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,215 | (2) | ||||||||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,212 | (2) | ||||||||||||||||||
The Commons | Jacksonville, FL | 328 | 896 | (2) | ||||||||||||||||||
The Conley, formerly North Creek Apartments | Leander, TX | 259 | 1,358 | |||||||||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | |||||||||||||||||||
Thornton Flats | Austin, TX | 104 | 1,541 | (2) | ||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 2,783 | (2) | ||||||||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,118 | (2) | ||||||||||||||||||
Wayford at Concord, formerly Wayforth at Concord | Concord, NC | 150 | 1,707 | |||||||||||||||||||
Zoey | Austin, TX | 307 | 1,762 | |||||||||||||||||||
Subtotal/Average | 5,140 | $ | 1,443 | |||||||||||||||||||
Portfolio Properties Total/Average | 17,862 | $ | 1,353 |
(1) | Represents date of last significant renovation or year built if there were no renovations. | ||||||||||||
(2) | Represents the average effective monthly rent per occupied unit for the three months ended December 31, 2020. | ||||||||||||
(3) | Percent occupied is calculated as (i) the number of units occupied as of December 31, 2020, divided by (ii) total number of units, expressed as a percentage. | ||||||||||||
Consolidated Statement of Operations
For the Three and Twelve Months Ended December 31, 2020 and 2019
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Revenues | ||||||||||||||||
Rental and other property revenues | $ | 49,810 | $ | 45,800 | $ | 196,522 | $ | 185,376 | ||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Total revenues | 55,987 | 52,520 | 219,848 | 209,971 | ||||||||||||
Expenses | ||||||||||||||||
Property operating | 18,861 | 17,600 | 76,301 | 74,449 | ||||||||||||
Property management fees | 1,269 | 1,192 | 4,988 | 4,899 | ||||||||||||
General and administrative | 6,566 | 5,620 | 24,141 | 22,553 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Depreciation and amortization | 19,246 | 19,355 | 79,452 | 70,452 | ||||||||||||
Total expenses | 46,161 | 43,984 | 189,034 | 173,264 | ||||||||||||
Operating income | 9,826 | 8,536 | 30,814 | 36,707 | ||||||||||||
Other income (expense) | ||||||||||||||||
Other income | 25 | 68 | 144 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,250 | 9,797 | ||||||||||||
Provision for credit losses | (16,369 | ) | — | (16,369 | ) | — | ||||||||||
Gain on sale of real estate investments | 1,412 | — | 59,508 | 48,680 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | (645 | ) | (335 | ) | (14,630 | ) | (7,258 | ) | ||||||||
Interest expense, net | (13,700 | ) | (13,728 | ) | (55,994 | ) | (59,554 | ) | ||||||||
Total other expense | (26,240 | ) | (11,295 | ) | (16,091 | ) | (7,588 | ) | ||||||||
Net (loss) income | (16,414 | ) | (2,759 | ) | 14,723 | 29,119 | ||||||||||
Preferred stock dividends | (15,676 | ) | (12,868 | ) | (58,463 | ) | (46,159 | ) | ||||||||
Preferred stock accretion | (4,873 | ) | (3,415 | ) | (16,851 | ) | (10,335 | ) | ||||||||
Net (loss) income attributable to noncontrolling interests | ||||||||||||||||
Operating Partnership units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Partially-owned properties | (116 | ) | (183 | ) | 1,396 | (845 | ) | |||||||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss per common share - Basic | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Net loss per common share – Diluted | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Weighted average basic common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 | ||||||||||||
Weighted average diluted common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 |
Consolidated Balance Sheets
Fourth Quarter 2020
(Unaudited and dollars in thousands except for share and per share amounts)
December 31,
2020 |
December 31,
2019 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 279,481 | $ | 268,244 | ||||
Buildings and improvements | 1,889,471 | 1,752,738 | ||||||
Furniture, fixtures and equipment | 78,438 | 67,904 | ||||||
Total Gross Real Estate Investments | 2,247,390 | 2,088,886 | ||||||
Accumulated depreciation | (186,426 | ) | (141,566 | ) | ||||
Total Net Operating Real Estate Investments | 2,060,964 | 1,947,320 | ||||||
Operating real estate held for sale, net | 36,213 | — | ||||||
Total Net Real Estate Investments | 2,097,177 | 1,947,320 | ||||||
Cash and cash equivalents | 83,868 | 31,683 | ||||||
Restricted cash | 35,093 | 19,085 | ||||||
Notes and accrued interest receivable, net | 157,734 | 193,781 | ||||||
Due from affiliates | 339 | 2,969 | ||||||
Accounts receivable, prepaids and other assets, net | 29,502 | 16,317 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 83,485 | 126,444 | ||||||
In-place lease intangible assets, net | 2,594 | 3,098 | ||||||
Non-real estate assets associated with operating real estate held for sale | 145 | — | ||||||
TOTAL ASSETS | $ | 2,489,937 | $ | 2,340,697 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,490,932 | $ | 1,425,257 | ||||
Mortgages payable associated with operating real estate held for sale | 38,773 | — | ||||||
Revolving credit facilities | 33,000 | 18,000 | ||||||
Accounts payable | 1,317 | 1,488 | ||||||
Other accrued liabilities | 31,025 | 27,499 | ||||||
Due to affiliates | 618 | 790 | ||||||
Distributions payable | 13,421 | 13,541 | ||||||
Liabilities associated with operating real estate held for sale | 383 | — | ||||||
Total Liabilities | 1,609,469 | 1,486,575 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 2,201,547 and 5,721,460 shares issued and outstanding at December 31, 2020 and 2019, respectively | 54,332 | 140,355 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 513,489 and 536,695 shares issued and outstanding at December 31, 2020 and 2019, respectively | 469,907 | 480,921 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 and 2,323,750 shares issued and outstanding at December 31, 2020 and 2019, respectively | 56,462 | 56,797 | ||||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 9,717,917 and 17,400 shares issued and outstanding at December 31, 2020 and 2019, respectively | 219,967 | 388 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding at December 31, 2020 and 2019 | — | — | ||||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 and 2,850,602 shares issued and outstanding at December 31, 2020 and 2019, respectively | 66,867 | 68,705 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,020,950 and 23,422,557 shares issued and outstanding at December 31, 2020 and 2019, respectively | 220 | 234 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding at December 31, 2020 and 2019 | 1 | 1 | ||||||
Additional paid-in-capital | 304,710 | 311,683 | ||||||
Distributions in excess of cumulative earnings | (313,392 | ) | (253,132 | ) | ||||
Total Stockholders’ Equity | 58,406 | 127,491 | ||||||
Noncontrolling Interests | ||||||||
Operating partnership units | (3,272 | ) | 19,331 | |||||
Partially owned properties | 24,666 | 28,839 | ||||||
Total Noncontrolling Interests | 21,394 | 48,170 | ||||||
Total Equity | 79,800 | 175,661 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,489,937 | $ | 2,340,697 |
Non-GAAP Financial Measures
The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.
Funds from Operations and Core Funds from Operations
We believe that funds from operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) and core funds from operations (“CFFO”) are important non-GAAP supplemental measures of operating performance for a REIT.
FFO attributable to common shares and units is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income (loss), computed in accordance with GAAP, excluding gains or losses on sales of depreciable real estate property, plus depreciation and amortization of real estate assets, plus impairment write-downs of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.
CFFO makes certain adjustments to FFO, removing the effect of items that do not reflect ongoing property operations such as acquisition expenses, non-cash interest, unrealized gains and losses on derivatives, losses on extinguishment of debt and debt modification costs (includes prepayment penalties incurred and the write-off of unamortized deferred financing costs and fair market value adjustments of assumed debt), one-time weather-related costs, gain or losses on sales of non-depreciable real estate property, shareholder activism, stock compensation expense and preferred stock accretion. Commencing January 1, 2020, we did not deduct the accrued portion of the preferred income on our preferred equity investments from FFO to determine CFFO as the income is deemed fully collectible. The accrued portion of the preferred income totaled $0.3 million and $1.5 million for the three and twelve months ended December 31, 2020, respectively. We believe that CFFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core recurring property operations. As a result, we believe that CFFO can help facilitate comparisons of operating performance between periods and provides a more meaningful predictor of future earnings potential.
Our calculation of CFFO differs from the methodology used for calculating CFFO by certain other REITs and, accordingly, our CFFO may not be comparable to CFFO reported by other REITs. Our management utilizes FFO and CFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO and CFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and CFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs.
Neither FFO nor CFFO is equivalent to net income, including net income attributable to common stockholders, or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and CFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor CFFO should be considered as an alternative to net income, including net income attributable to common stockholders, as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.
We have acquired six operating properties, made eight investments through mezzanine loans, preferred equity interests or ground lease investments, and sold six operating properties subsequent to December 31, 2019. The results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.
The table below reconciles our calculations of FFO and CFFO to net loss, the most directly comparable GAAP financial measure, for the three and twelve months ended December 31, 2020 and 2019 (in thousands, except per share amounts):
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")
NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income (loss), computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.
We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
Below is a reconciliation of net (loss) income attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Preferred stock dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Interest expense, net | 13,700 | 13,728 | 55,994 | 59,554 | ||||||||||||
Real estate depreciation and amortization | 19,199 | 19,309 | 79,267 | 70,079 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Gain on sale of real estate investments | (1,412 | ) | — | (59,508 | ) | (48,680 | ) | |||||||||
Loss on extinguishment of debt and debt modification costs | 645 | 335 | 14,630 | 7,258 | ||||||||||||
EBITDAre | $ | 32,087 | $ | 30,613 | $ | 121,475 | $ | 117,330 | ||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | (679 | ) | |||||||||||
Shareholder activism | — | — | — | 393 | ||||||||||||
Non-cash equity compensation | 3,329 | 2,506 | 11,917 | 10,615 | ||||||||||||
Other income, net | (351 | ) | (68 | ) | (400 | ) | (68 | ) | ||||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | — | (353 | ) | — | (1,291 | ) | ||||||||||
Adjusted EBITDAre | $ | 35,406 | $ | 33,036 | $ | 137,630 | $ | 127,659 | ||||||||
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis; NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as a supplemental measure of our financial performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Add back: Net loss attributable to Operating Partnership Units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Net loss attributable to common stockholders and unit holders | (36,847 | ) | (18,859 | ) | (61,987 | ) | (26,530 | ) | ||||||||
Add common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Real estate depreciation and amortization | 18,373 | 18,483 | 75,727 | 66,670 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Non-cash interest expense | 701 | 826 | 3,025 | 3,174 | ||||||||||||
Unrealized loss on derivatives | 48 | 32 | 115 | 2,450 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | 647 | 335 | 14,238 | 7,199 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Property management fees | 1,211 | 1,135 | 4,751 | 4,645 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Corporate operating expenses | 6,490 | 5,545 | 23,770 | 22,261 | ||||||||||||
Weather-related losses, net | — | 7 | — | 313 | ||||||||||||
Preferred dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Less common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Other income, net | 25 | 68 | 74 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,381 | 9,797 | ||||||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Gain on sale of real estate investments | 1,417 | — | 56,777 | 48,172 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Pro-rata share of properties’ income | 17,226 | 14,630 | 64,402 | 54,369 | ||||||||||||
Add: | ||||||||||||||||
Noncontrolling interest pro-rata share of partially owned property income | 799 | 724 | 3,074 | 2,810 | ||||||||||||
Total property income | 18,025 | 15,354 | 67,476 | 57,179 | ||||||||||||
Add: | ||||||||||||||||
Interest expense | 12,924 | 12,846 | 52,745 | 53,748 | ||||||||||||
Net operating income | 30,949 | 28,200 | 120,221 | 110,927 | ||||||||||||
Less: | ||||||||||||||||
Non-same store net operating income | 5,403 | 2,717 | 34,682 | 25,625 | ||||||||||||
Same store net operating income (1) | $ | 25,546 | $ | 25,483 | $ | 85,539 | $ | 85,302 |
(1) | Same store portfolio for the three months ended December 31, 2020 consists of 28 properties, which represent 9,958 units. Same store portfolio for the year ended December 31, 2020 consists of 24 properties, which represent 8,459 units. |
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
#
Exhibit 99.2
1
Bluerock Residential Growth REIT, Inc.
Fourth Quarter 2020
Supplemental Financial Information
(Unaudited)
Table of Contents | |
Fourth Quarter Earnings Release | 3 |
Financial and Operating Highlights | 20 |
Share and Unit Information | 21 |
EBITDAre and Interest Information | 22 |
Financial Statistics | 23 |
Recent Acquisitions and Investments | 24 |
Recent Dispositions | 25 |
Preferred Equity Investments, Notes and Accrued Interest Receivable, and Ground Lease | 26 |
Portfolio Information | 27 |
Renovation Table | 28 |
Lease-up and Development Mezzanine/Preferred/Ground Lease Investments | 29 |
Condensed Consolidated Balance Sheets | 30 |
Consolidated Statements of Operations | 31 |
Reconciliation of Funds from Operations (FFO) and Core Funds from Operations (CFFO) | 32 |
Mortgages Payable Summary Information | 33 |
2021 Projected Guidance Information | 35 |
Definitions of Non-GAAP Financial Measures | 36 |
This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, the Company’s actual results and performance could differ materially from those set forth in these forward-looking statements due to numerous factors. Currently, one of the most significant factors is the potential adverse effect of the COVID-19 pandemic on the financial condition, results of operations, cash flows and performance of the Company and its tenants, partners and employees, as well as the real estate market and the global economy and financial markets. The extent to which COVID-19 impacts the Company and its tenants, partners and employees will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact (including governmental actions that may vary by jurisdiction, such as mandated business closing; stay-at-home orders; limits on group activity; and actions to protect residential tenants from eviction), and the direct and indirect economic effects of the pandemic and containment measures, including national and local employment rates and the corresponding impact on the Company’s tenants’ ability to pay their rent on time or at all, among others. For further discussion of the factors that could affect outcomes, please refer to the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on February 24, 2020, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.
2
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
For Immediate Release
Bluerock Residential Growth REIT Announces Fourth Quarter 2020 Results
- Total Revenues Grew 6.6% YoY -
- Same Store Average Occupancy Increased 1.4% -
- Collected 97% of Fourth Quarter Rents -
New York, NY (February 11, 2021) – Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) (“the Company”), an owner of highly amenitized multifamily apartment communities, announced today its financial results for the quarter ended December 31, 2020.
“We continue to drive solid same store occupancy, average rent, and operating margins performance in our investments in highly amenitized, live/work/play apartment communities, even with the challenges of COVID-19,” said Ramin Kamfar, Company Chairman and CEO. “Our increased occupancy, sequential quarterly rent growth improvement, and consistent elevated rental collections throughout the pandemic reflect a resilient Class A affordable suburban based portfolio well positioned to outperform in the coming quarters. We will also continue to opportunistically allocate capital through dispositions and new investments, as well as opportunistic share repurchases and redemption of our preferred equity.”
Fourth Quarter Highlights
- | Total revenues grew 6.6% to $56.0 million for the quarter from $52.5 million in the prior year period. |
- | Net loss attributable to common stockholders for the fourth quarter of 2020 was ($1.13) per diluted share, as compared to net loss attributable to common stockholders of ($0.62) per diluted share in the prior year period. |
- | Property Net Operating Income (“NOI”) grew 9.7% to $30.9 million from $28.2 million in the prior year period. |
- | Portfolio occupancy was 95.4% at December 31, 2020, up 140 basis points from the prior year. |
- | Same store average occupancy increased 140 basis points and same store average rent increased 0.2%, as compared to the prior year period. |
- | Same store revenue increased 0.6% and same store NOI increased 0.2%, as compared to the prior year period. |
- | Improved operating margins by 50 basis points year over year to 62.1%. |
- | Blended lease rate growth of 1.0%, up 60 basis points on a sequential quarter-over-quarter basis. January 2021 average lease growth accelerated to 1.4%, led by renewals at 4.4% and new leases at negative 1%. |
- | Collected 97% of rents from its multifamily properties for the three months ended December 31, 2020. |
- | Core funds from operations attributable to common shares and units (“CFFO”) was $6.1 million, compared to $6.7 million in the prior year period. CFFO per diluted share was $0.18 for the fourth quarter as compared to $0.21 in the prior year period. |
3
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
- | Consolidated real estate investments, at cost, were approximately $2.3 billion. |
- | Acquired three multifamily communities totaling 968 units for a total purchase price of $166 million. |
- | Made two additional Strategic Portfolio preferred equity investments in stabilized properties totaling $5 million and committed to another preferred equity investment in a development project for $10 million. |
- | Completed additional funding for eleven preferred equity, mezzanine loan, and ground lease investments totaling $20 million. |
- | Sold one operating asset for a sale price of $38 million and net proceeds of $10 million. The asset was sold at an in-place cap rate of 3.3% adjusting for the buyer’s year one taxes and $300 per unit replacement reserves. |
- | Sold three development investments for gross sales pricing of $218 million netting the Company proceeds of $70 million – two mezzanine loan repayments yielded $55 million and one preferred equity investment returned $15 million in net proceeds to the Company. |
- | Completed 65 value-add unit upgrades during the quarter achieving an average 23.9% ROI. |
- | Paid quarterly dividend of $0.1625 in cash per share of common stock. |
- | Raised $76.2 million through its continuous registered Series T Preferred Stock offering in the quarter. |
- | Completed partial redemptions of its 8.25% Series A Cumulative Redeemable Preferred Stock totaling $85 million, including accrued and unpaid dividends. Subsequent to quarter end, the Company announced it will redeem the remaining $55 million outstanding on February 26th. |
- | Repurchased 2,851,975 shares of Class A common stock during the quarter at an average price of $9.81 per share. |
- | As of December 31, 2020, had $208.3 million of unrestricted cash and availability under its revolving credit facilities. |
Full Year Highlights
- | Total revenues grew 4.7% to $219.8 million for the year from $210.0 million in the prior year. |
- | Net loss attributable to common stockholders for 2020 was ($1.91) per diluted share, as compared to ($0.91) per diluted share in the prior year. |
- | Property NOI grew 8.4% to $120.2 million, from $110.9 million in the prior year. |
- | Same store revenue and NOI increased 0.9% and 0.3%, respectively, as compared to the prior year. |
- | Completed 310 value-add unit upgrades during the year producing an average 23.3% ROI through increased monthly rental rates. |
- | Improved operating margin by 140 basis points year over year to 61.2%. |
4
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
- | CFFO was $23.7 million, compared to $25.4 million in the prior year. CFFO per diluted share was $0.72 for the year as compared to $0.82 in the prior year. |
- | Acquired six multifamily communities totaling 1,898 units for a total purchase price of $338 million. |
- | Made five additional Strategic Portfolio preferred equity investments in stabilized properties totaling $17 million and committed to another preferred equity investment in a development project for $10 million. |
- | Committed to two mezzanine loan investments in development properties for $22 million. |
- | Purchased land for a ground lease for $3 million and committed $20 million for the ground lease tenant’s multifamily development. |
- | Completed additional funding for thirteen preferred equity, mezzanine loan, and ground lease investments totaling $38 million and invested $4 million to buyout the noncontrolling interests in an asset. |
- | Sold five operating assets for a sales price of $245 million and net proceeds of $90 million. |
- | Sold four development investments for gross sales pricing of $283 million netting the Company proceeds of $92 million – two mezzanine loan repayments yielded $55 million and two preferred equity investments returned $38 million in net proceeds to the Company. |
- | Paid quarterly dividends amounting to $0.65 on an annual basis in cash per share of common stock. |
- | Raised $243 million through its continuous registered Series T Preferred Stock offering during the year. |
Included later in this release are definitions of NOI, CFFO and other Non-GAAP financial measures and reconciliations of such measures to their most comparable financial measures as calculated and presented under GAAP.
COVID-19 Pandemic Update
Since the beginning of the COVID-19 pandemic, the Company has executed on actions to prioritize the health and well-being of its tenants, business partners, service providers and employees, while striving to provide the highest quality living experience possible and facilitating virtual leasing and services.
Post-Quarter Operational Performance
• | As of January 31, 2021, the Company had collected 97% of January rents from its multifamily properties. |
• | Occupancy and availability remains strong at 95.6% and 7.4%, respectively, as of January 31, 2021. |
• | In January, average lease rate grew 1.4% year over year. |
Current Liquidity
Due to the uncertainties presented by the COVID-19 pandemic, the Company continues to take measures to ensure an appropriate level of liquidity and believes it has sufficient liquidity through this uncertain period.
5
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
• | The Company has approximately $158 million in unrestricted cash and availability under its revolving credit facilities as of January 31, 2021. |
• | Over $43 million was raised from the Company’s continuous registered Series T Preferred Stock offering to date in 2021. |
Fourth Quarter 2020 Financial Results
Net loss attributable to common stockholders for the fourth quarter of 2020 was ($26.2) million, compared to net loss attributable to common stockholders of ($13.8) million in the prior year period. Net loss attributable to common stockholders included non-cash expenses of $31.2 million or $1.33 per share in the fourth quarter of 2020 compared to $18.6 million or $0.83 per share for the prior year period, which included a $16.4 million provision for credit loss on a preferred equity investment, primarily due to the submarket conditions in Houston, Texas impacting the underlying property operations.
CFFO for the fourth quarter of 2020 was $6.1 million, or $0.18 per diluted share, compared to $6.7 million, or $0.21 per diluted share, in the prior year period. CFFO was positively impacted by growth in property NOI of $2.7 million and preferred returns of $0.7 million. This was primarily offset by a year-over-year decrease in interest income of $0.5 million, an increase in general and administrative expense of $0.1 million, and preferred stock dividends of $2.8 million.
Total Portfolio Performance
$ In thousands, except average rental rates | 4Q20 | 4Q19 | Variance | YTD20 | YTD19 | Variance | ||||||||||||||||||
Total Revenues (1) | $ | 55,987 | $ | 52,520 | 6.6 | % | $ | 219,848 | $ | 209,971 | 4.7 | % | ||||||||||||
Property Operating Expenses | $ | 18,861 | $ | 17,600 | 7.2 | % | $ | 76,301 | $ | 74,449 | 2.5 | % | ||||||||||||
NOI | $ | 30,949 | $ | 28,200 | 9.7 | % | $ | 120,221 | $ | 110,927 | 8.4 | % | ||||||||||||
Operating Margin | 62.1 | % | 61.6 | % | 50 | bps | 61.2 | % | 59.8 | % | 140 | bps | ||||||||||||
Average Occupancy Percentage | 94.9 | % | 93.6 | % | 130 | bps | 94.7 | % | 93.8 | % | 90 | bps | ||||||||||||
Average Rental Rate | $ | 1,318 | $ | 1,319 | (0.1 | %) | $ | 1,324 | $ | 1,311 | 1.0 | % |
(1) | Including interest income |
For the fourth quarter of 2020, property revenues increased by 8.8% compared to the same prior year period. Total portfolio NOI was $30.9 million, an increase of $2.7 million, or 9.7%, compared to the same period in the prior year. Property NOI margins expanded by 50 basis points to 62.1% of revenue for the quarter, compared to 61.6% of revenue in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 4Q20 | 4Q19 | Variance | YTD20 | YTD19 | Variance | ||||||||||||||||||
Revenues | $ | 41,325 | $ | 41,092 | 0.6 | % | $ | 142,199 | $ | 140,900 | 0.9 | % | ||||||||||||
Property Operating Expenses | $ | 15,779 | $ | 15,609 | 1.1 | % | $ | 56,660 | $ | 55,598 | 1.9 | % | ||||||||||||
NOI | $ | 25,546 | $ | 25,483 | 0.2 | % | $ | 85,539 | $ | 85,302 | 0.3 | % | ||||||||||||
Operating Margin | 61.8 | % | 62.0 | % | (20 | )bps | 60.2 | % | 60.5 | % | (30 | )bps | ||||||||||||
Average Occupancy Percentage | 94.9 | % | 93.5 | % | 140 | bps | 94.7 | % | 93.8 | % | 90 | bps | ||||||||||||
Average Rental Rate | $ | 1,318 | $ | 1,315 | 0.2 | % | $ | 1,341 | $ | 1,325 | 1.2 | % |
The Company’s same store portfolio for the quarter ended December 31, 2020 included 28 properties. For the fourth quarter of 2020, same store NOI was $25.5 million, an increase of $0.1 million, or 0.2%, compared to the 2019 period. Same store property revenues increased by 0.6% compared to the 2019 period, primarily driven by a 140-basis point increase in occupancy and 0.2% increase in average rental rates; of our 28 same store properties, 22 recognized occupancy increases and 15 recognized rental rate increases during the period. This was offset by $0.3 million increase in bad debt expense due to the impact of COVID-19.
6
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Same store expenses increased 1.1%, or $0.2 million, primarily because of a $0.2 million repairs and maintenance expense increase due to timing. Non-controllable expenses were essentially flat; insurance expenses increased $0.2 million due to industrywide multifamily price increases offset by a $0.2 million real estate tax decrease from prior year. Real estate tax decrease was due to a $0.4 million credit in the current year offset by $0.2 million of municipality tax increases.
Renovation Activity
The Company completed 65 value-add unit upgrades during the fourth quarter achieving an average 23.9% ROI. Since inception, within the existing portfolio, the Company has completed 2,955 value-add unit upgrades at an average cost of $5,916 per unit and achieved an average monthly rental rate increase of $116 per unit, equating to an average 23.6% ROI on all unit upgrades leased as of December 31, 2020. The Company has identified approximately 4,421 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations.
Portfolio Activity
The Company completed the following investments:
- | Acquired a 100% interest in a 266-unit apartment community located in Morrisville, North Carolina, known as Carrington at Perimeter Park. The total purchase price was $52.0 million, funded in part by a $31.3 million mortgage loan secured by the property. |
- | Acquired a 100% interest in a 270-unit apartment community located in Austin, Texas, known as Elan. The total purchase price was $39.5 million, funded in part by a $25.6 million mortgage loan secured by the property. |
- | Acquired a 90% interest in a 432-unit apartment community located in Mesa, Arizona, known as Cielo on Gilbert. The total purchase price was $74.3 million, funded in part by a $58.0 million mortgage loan secured by the property. |
- | Made additional Strategic Portfolio preferred equity investments totaling $5 million in two stabilized assets with 388-units called Water’s Edge and Hunter’s Pointe, both located in Pensacola, Florida. |
- | Entered into a preferred equity commitment to invest $10.2 million in a 208-unit development called Encore Chandler located in Chandler, Arizona. |
- | Funded $20 million under existing preferred equity, mezzanine loan, and ground lease commitments in eleven investments. |
The Company completed the following activity subsequent to December 31, 2020:
- | On January 28, 2021, the Company sold ARIUM Grandewood for a gross sales price of $65 million and net proceeds to the Company of $25 million. | |
- | Announced the redemption of its remaining outstanding Series A Preferred Stock totaling $55 million. |
7
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Balance Sheet
As of December 31, 2020, the Company had $208.3 million of unrestricted cash and availability under its revolving credit facilities, and $1.6 billion of indebtedness outstanding.
During the fourth quarter, the Company raised gross proceeds of approximately $76.2 million through the issuance of 3.0 million shares of Series T Preferred Stock at $25.00 per share. The Series T Preferred Stock continuous offering offers 20,000,000 preferred shares in the primary offering, along with 12,000,000 preferred shares pursuant to a dividend reinvestment plan. The preferred shares are offered at $25.00 per share and pay cumulative monthly dividends at a 6.15% annual rate, along with an annual stock dividend of up to 0.2% for five years.
The Company repurchased 2,851,975 shares of Class A Common Stock during the fourth quarter at an average price of $9.81 per share.
On October 21, 2020, the Company redeemed 1,393,294 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock, representing approximately 25% of the total outstanding shares of Series A Preferred Stock. The total cost to redeem the shares was $35 million, including accrued and unpaid dividends. In addition, on December 21, 2020, the Company redeemed 1,963,551 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock, representing approximately 47% of the then total outstanding shares of Series A Preferred Stock. The total cost to redeem the shares was $50 million, including accrued and unpaid dividends.
Dividend
The Board of Directors authorized, and the Company declared, a quarterly cash dividend for the fourth quarter of 2020 equal to a quarterly rate of $0.1625 per share on its Class A and Class C Common Stock, payable to the stockholders of record as of December 24, 2020, which was paid on January 5, 2021. A portion of each dividend may constitute a return of capital for tax purposes.
The Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 8.250% Series A Cumulative Redeemable Preferred Stock for the fourth quarter of 2020, in the amount of $0.515625 per share. In addition, the Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 7.625% Series C Cumulative Redeemable Preferred Stock for the fourth quarter of 2020, in the amount of $0.4765625 per share. Further, the Board of Directors authorized, and the Company declared, a quarterly cash dividend on its 7.125% Series D Cumulative Preferred Stock for the fourth quarter of 2020, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record as of December 24, 2020, and were paid on January 5, 2021.
The Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B Preferred Stock, payable to the stockholders of record as of October 23, 2020, November 25, 2020, and December 24, 2020, which were paid in cash on November 5, 2020, December 4, 2020 and January 5, 2021, respectively.
The Board of Directors authorized, and the Company declared, a monthly dividend of $0.128125 per share of Series T Preferred Stock, prorated on the basis of the actual number of days in the applicable dividend period during which each share was outstanding. Such pro-rated dividends were payable to the stockholders of record as of October 23, 2020, November 25, 2020, and December 24, 2020, and were paid in cash on November 5, 2020, December 4, 2020 and January 5, 2021, respectively.
8
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
The Board authorized, and the Company declared, an annual Series T Preferred Stock dividend of 0.20% per share of Series T Preferred Stock. Shares of Series T Preferred Stock that are held only for a portion of the applicable annual stock dividend period received a prorated Series T Preferred Stock dividend based on the actual number of months in the applicable annual stock dividend period during which each such share of Series T Preferred Stock was outstanding. The annual stock dividend was payable to stockholders of record on December 24, 2020 and was paid on December 29, 2020.
On January 13, 2021, the Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B Preferred Stock, payable to the stockholders of record as of January 25, 2021, which was paid in cash on February 5, 2021, and as of February 25, 2021, and March 25, 2021, which will be paid in cash on March 5, 2021 and April 5, 2021, respectively.
On January 13, 2021, the Board of Directors authorized, and the Company declared, a monthly dividend of $0.128125 per share of Series T Preferred Stock, prorated on the basis of the actual number of days in the applicable dividend period during which each share was outstanding. Such pro-rated dividends are payable to the stockholders of record as of January 25, 2021, which was paid in cash on February 5, 2021, and as of February 25, 2021, and March 25, 2021, which will be paid in cash on March 5, 2021 and April 5, 2021, respectively.
2021 Guidance
Based on the Company’s current outlook and market conditions, the Company anticipates 2021 CFFO in the range of $0.65 to $0.70 per share. The Company anticipates that earnings growth will be more heavily weighted towards the second half of 2021 as it realizes the upside opportunity from deploying the proceeds from opportunistic dispositions in late 2020 and early 2021, plus the implementation of institutional property management, lease-ups, and value-add renovations at its recent acquisitions. For additional guidance details underlying earnings guidance, please see page 35 of Company’s Fourth Quarter 2020 Earnings Supplement available under the Investors section on the Company’s website (www.bluerockresidential.com).
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Thursday, February 11, 2021 by dialing +1 (866) 843-0890 within the U.S., or +1 (412) 317-6597, and requesting the "Bluerock Residential Conference."
For those who are not available to listen to the live call, the conference call will be available for replay on the Company’s website two hours after the call concludes, and will remain available until March 11, 2021 at http://services.choruscall.com/links/brg210211.html, as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10151415.
The full text of this Earnings Release and additional Supplemental Information is available in the Investors section on the Company’s website at http://www.bluerockresidential.com.
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through value add improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
9
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
For more information, please visit the Company’s website at www.bluerockresidential.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, the Company’s actual results and performance could differ materially from those set forth in these forward-looking statements due to numerous factors. Currently, one of the most significant factors is the potential adverse effect of the COVID-19 pandemic on the financial condition, results of operations, cash flows and performance of the Company and its tenants, partners and employees, as well as the real estate market and the global economy and financial markets. The extent to which COVID-19 impacts the Company and its tenants, partners and employees will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact (including governmental actions that may vary by jurisdiction, such as mandated business closing; stay-at-home orders; limits on group activity; and actions to protect residential tenants from eviction), and the direct and indirect economic effects of the pandemic and containment measures, including national and local employment rates and the corresponding impact on the Company’s tenants’ ability to pay their rent on time or at all, among others. For further discussion of the factors that could affect outcomes, please refer to the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on February 24, 2020, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.
10
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred/ground lease investments as of December 31, 2020:
Consolidated Operating Properties | Location |
Number of
Units |
Year Built/
Renovated (1) |
Ownership
Interest |
Average
|
%
Occupied (3) |
|||||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | $ | 1,289 | 95.4 | % | ||||||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 100 | % | 1,407 | 93.1 | % | |||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,413 | 95.7 | % | |||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,406 | 93.9 | % | |||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,442 | 94.3 | % | |||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,677 | 96.5 | % | |||||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 100 | % | 1,239 | 94.9 | % | |||||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 100 | % | 1,247 | 95.9 | % | |||||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 90 | % | 1,388 | 96.6 | % | |||||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 92 | % | 964 | 98.1 | % | |||||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 90 | % | 1,050 | 95.4 | % | |||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,364 | 96.4 | % | |||||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 100 | % | 1,236 | 96.6 | % | |||||||||||||
Elan | Austin, TX | 270 | 2007 | 100 | % | 1,133 | 93.7 | % | |||||||||||||
Element | Las Vegas, NV | 200 | 1995 | 100 | % | 1,250 | 97.5 | % | |||||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 100 | % | 1,412 | 95.5 | % | |||||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 100 | % | 1,292 | 95.4 | % | |||||||||||||
James on South First | Austin, TX | 250 | 2016 | 90 | % | 1,348 | 93.6 | % | |||||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 90 | % | 1,214 | 96.0 | % | |||||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 90 | % | 1,133 | 94.9 | % | |||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 1,072 | 96.3 | % | |||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,280 | 96.4 | % | |||||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,377 | 96.9 | % | |||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,261 | 91.2 | % | |||||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 100 | % | 1,260 | 95.8 | % | |||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,584 | 94.4 | % | |||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,362 | 95.8 | % | |||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 100 | % | 1,315 | 95.4 | % | |||||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 100 | % | 1,650 | 91.3 | % | |||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,461 | 93.9 | % | |||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,052 | 96.4 | % | |||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,481 | 94.1 | % | |||||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | 1,350 | 95.9 | % | |||||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 100 | % | 1,084 | 97.2 | % | |||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 1,017 | 94.8 | % | |||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,174 | 94.8 | % | |||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,367 | 95.7 | % | |||||||||||||
Subtotal/Average | 12,722 | $ | 1,315 | 95.4 | % |
11
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Mezzanine/Preferred/Ground
Lease Investments |
Location |
Actual/ Planned
Number of Units |
Pro Forma Average Rent | |||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,513 | (2) | |||||||||||||||||
Alexan Southside Place | Houston, TX | 270 | 1,639 | (2) | ||||||||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | |||||||||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 831 | (2) | ||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,282 | (2) | ||||||||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | |||||||||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 1,006 | (2) | ||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 975 | (2) | ||||||||||||||||||
Mira Vista | Austin, TX | 200 | 1,078 | (2) | ||||||||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | |||||||||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,121 | (2) | ||||||||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | |||||||||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,215 | (2) | ||||||||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,212 | (2) | ||||||||||||||||||
The Commons | Jacksonville, FL | 328 | 896 | (2) | ||||||||||||||||||
The Conley, formerly North Creek Apartments | Leander, TX | 259 | 1,358 | |||||||||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | |||||||||||||||||||
Thornton Flats | Austin, TX | 104 | 1,541 | (2) | ||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 2,783 | (2) | ||||||||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,118 | (2) | ||||||||||||||||||
Wayford at Concord, formerly Wayforth at Concord | Concord, NC | 150 | 1,707 | |||||||||||||||||||
Zoey | Austin, TX | 307 | 1,762 | |||||||||||||||||||
Subtotal/Average | 5,140 | $ | 1,443 | |||||||||||||||||||
Portfolio Properties Total/Average | 17,862 | $ | 1,353 |
(1) | Represents date of last significant renovation or year built if there were no renovations. | ||||||||||||
(2) | Represents the average effective monthly rent per occupied unit for the three months ended December 31, 2020. | ||||||||||||
(3) | Percent occupied is calculated as (i) the number of units occupied as of December 31, 2020, divided by (ii) total number of units, expressed as a percentage. | ||||||||||||
12
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Consolidated Statement of Operations
For the Three and Twelve Months Ended December 31, 2020 and 2019
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Revenues | ||||||||||||||||
Rental and other property revenues | $ | 49,810 | $ | 45,800 | $ | 196,522 | $ | 185,376 | ||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Total revenues | 55,987 | 52,520 | 219,848 | 209,971 | ||||||||||||
Expenses | ||||||||||||||||
Property operating | 18,861 | 17,600 | 76,301 | 74,449 | ||||||||||||
Property management fees | 1,269 | 1,192 | 4,988 | 4,899 | ||||||||||||
General and administrative | 6,566 | 5,620 | 24,141 | 22,553 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Depreciation and amortization | 19,246 | 19,355 | 79,452 | 70,452 | ||||||||||||
Total expenses | 46,161 | 43,984 | 189,034 | 173,264 | ||||||||||||
Operating income | 9,826 | 8,536 | 30,814 | 36,707 | ||||||||||||
Other income (expense) | ||||||||||||||||
Other income | 25 | 68 | 144 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,250 | 9,797 | ||||||||||||
Provision for credit losses | (16,369 | ) | — | (16,369 | ) | — | ||||||||||
Gain on sale of real estate investments | 1,412 | — | 59,508 | 48,680 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | (645 | ) | (335 | ) | (14,630 | ) | (7,258 | ) | ||||||||
Interest expense, net | (13,700 | ) | (13,728 | ) | (55,994 | ) | (59,554 | ) | ||||||||
Total other expense | (26,240 | ) | (11,295 | ) | (16,091 | ) | (7,588 | ) | ||||||||
Net (loss) income | (16,414 | ) | (2,759 | ) | 14,723 | 29,119 | ||||||||||
Preferred stock dividends | (15,676 | ) | (12,868 | ) | (58,463 | ) | (46,159 | ) | ||||||||
Preferred stock accretion | (4,873 | ) | (3,415 | ) | (16,851 | ) | (10,335 | ) | ||||||||
Net (loss) income attributable to noncontrolling interests | ||||||||||||||||
Operating Partnership units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Partially-owned properties | (116 | ) | (183 | ) | 1,396 | (845 | ) | |||||||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss per common share - Basic | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Net loss per common share – Diluted | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Weighted average basic common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 | ||||||||||||
Weighted average diluted common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 |
13
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Consolidated Balance Sheets
Fourth Quarter 2020
(Unaudited and dollars in thousands except for share and per share amounts)
December 31,
2020 |
December 31,
2019 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 279,481 | $ | 268,244 | ||||
Buildings and improvements | 1,889,471 | 1,752,738 | ||||||
Furniture, fixtures and equipment | 78,438 | 67,904 | ||||||
Total Gross Real Estate Investments | 2,247,390 | 2,088,886 | ||||||
Accumulated depreciation | (186,426 | ) | (141,566 | ) | ||||
Total Net Operating Real Estate Investments | 2,060,964 | 1,947,320 | ||||||
Operating real estate held for sale, net | 36,213 | — | ||||||
Total Net Real Estate Investments | 2,097,177 | 1,947,320 | ||||||
Cash and cash equivalents | 83,868 | 31,683 | ||||||
Restricted cash | 35,093 | 19,085 | ||||||
Notes and accrued interest receivable, net | 157,734 | 193,781 | ||||||
Due from affiliates | 339 | 2,969 | ||||||
Accounts receivable, prepaids and other assets, net | 29,502 | 16,317 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 83,485 | 126,444 | ||||||
In-place lease intangible assets, net | 2,594 | 3,098 | ||||||
Non-real estate assets associated with operating real estate held for sale | 145 | — | ||||||
TOTAL ASSETS | $ | 2,489,937 | $ | 2,340,697 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,490,932 | $ | 1,425,257 | ||||
Mortgages payable associated with operating real estate held for sale | 38,773 | — | ||||||
Revolving credit facilities | 33,000 | 18,000 | ||||||
Accounts payable | 1,317 | 1,488 | ||||||
Other accrued liabilities | 31,025 | 27,499 | ||||||
Due to affiliates | 618 | 790 | ||||||
Distributions payable | 13,421 | 13,541 | ||||||
Liabilities associated with operating real estate held for sale | 383 | — | ||||||
Total Liabilities | 1,609,469 | 1,486,575 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 2,201,547 and 5,721,460 shares issued and outstanding at December 31, 2020 and 2019, respectively | 54,332 | 140,355 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 513,489 and 536,695 shares issued and outstanding at December 31, 2020 and 2019, respectively | 469,907 | 480,921 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 and 2,323,750 shares issued and outstanding at December 31, 2020 and 2019, respectively | 56,462 | 56,797 | ||||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 9,717,917 and 17,400 shares issued and outstanding at December 31, 2020 and 2019, respectively | 219,967 | 388 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding at December 31, 2020 and 2019 | — | — | ||||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 and 2,850,602 shares issued and outstanding at December 31, 2020 and 2019, respectively | 66,867 | 68,705 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,020,950 and 23,422,557 shares issued and outstanding at December 31, 2020 and 2019, respectively | 220 | 234 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding at December 31, 2020 and 2019 | 1 | 1 | ||||||
Additional paid-in-capital | 304,710 | 311,683 | ||||||
Distributions in excess of cumulative earnings | (313,392 | ) | (253,132 | ) | ||||
Total Stockholders’ Equity | 58,406 | 127,491 | ||||||
Noncontrolling Interests | ||||||||
Operating partnership units | (3,272 | ) | 19,331 | |||||
Partially owned properties | 24,666 | 28,839 | ||||||
Total Noncontrolling Interests | 21,394 | 48,170 | ||||||
Total Equity | 79,800 | 175,661 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,489,937 | $ | 2,340,697 |
14
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Non-GAAP Financial Measures
The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.
Funds from Operations and Core Funds from Operations
We believe that funds from operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) and core funds from operations (“CFFO”) are important non-GAAP supplemental measures of operating performance for a REIT.
FFO attributable to common shares and units is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income (loss), computed in accordance with GAAP, excluding gains or losses on sales of depreciable real estate property, plus depreciation and amortization of real estate assets, plus impairment write-downs of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.
CFFO makes certain adjustments to FFO, removing the effect of items that do not reflect ongoing property operations such as acquisition expenses, non-cash interest, unrealized gains and losses on derivatives, losses on extinguishment of debt and debt modification costs (includes prepayment penalties incurred and the write-off of unamortized deferred financing costs and fair market value adjustments of assumed debt), one-time weather-related costs, gain or losses on sales of non-depreciable real estate property, shareholder activism, stock compensation expense and preferred stock accretion. Commencing January 1, 2020, we did not deduct the accrued portion of the preferred income on our preferred equity investments from FFO to determine CFFO as the income is deemed fully collectible. The accrued portion of the preferred income totaled $0.3 million and $1.5 million for the three and twelve months ended December 31, 2020, respectively. We believe that CFFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core recurring property operations. As a result, we believe that CFFO can help facilitate comparisons of operating performance between periods and provides a more meaningful predictor of future earnings potential.
Our calculation of CFFO differs from the methodology used for calculating CFFO by certain other REITs and, accordingly, our CFFO may not be comparable to CFFO reported by other REITs. Our management utilizes FFO and CFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO and CFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and CFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs.
15
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Neither FFO nor CFFO is equivalent to net income, including net income attributable to common stockholders, or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and CFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor CFFO should be considered as an alternative to net income, including net income attributable to common stockholders, as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.
We have acquired six operating properties, made eight investments through mezzanine loans, preferred equity interests or ground lease investments, and sold six operating properties subsequent to December 31, 2019. The results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.
The table below reconciles our calculations of FFO and CFFO to net loss, the most directly comparable GAAP financial measure, for the three and twelve months ended December 31, 2020 and 2019 (in thousands, except per share amounts):
16
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")
NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income (loss), computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.
We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
Below is a reconciliation of net (loss) income attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Preferred stock dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Interest expense, net | 13,700 | 13,728 | 55,994 | 59,554 | ||||||||||||
Real estate depreciation and amortization | 19,199 | 19,309 | 79,267 | 70,079 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Gain on sale of real estate investments | (1,412 | ) | — | (59,508 | ) | (48,680 | ) | |||||||||
Loss on extinguishment of debt and debt modification costs | 645 | 335 | 14,630 | 7,258 | ||||||||||||
EBITDAre | $ | 32,087 | $ | 30,613 | $ | 121,475 | $ | 117,330 | ||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | (679 | ) | |||||||||||
Shareholder activism | — | — | — | 393 | ||||||||||||
Non-cash equity compensation | 3,329 | 2,506 | 11,917 | 10,615 | ||||||||||||
Other income, net | (351 | ) | (68 | ) | (400 | ) | (68 | ) | ||||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | — | (353 | ) | — | (1,291 | ) | ||||||||||
Adjusted EBITDAre | $ | 35,406 | $ | 33,036 | $ | 137,630 | $ | 127,659 | ||||||||
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.
17
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis; NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as a supplemental measure of our financial performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Add back: Net loss attributable to Operating Partnership Units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Net loss attributable to common stockholders and unit holders | (36,847 | ) | (18,859 | ) | (61,987 | ) | (26,530 | ) | ||||||||
Add common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Real estate depreciation and amortization | 18,373 | 18,483 | 75,727 | 66,670 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Non-cash interest expense | 701 | 826 | 3,025 | 3,174 | ||||||||||||
Unrealized loss on derivatives | 48 | 32 | 115 | 2,450 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | 647 | 335 | 14,238 | 7,199 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Property management fees | 1,211 | 1,135 | 4,751 | 4,645 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Corporate operating expenses | 6,490 | 5,545 | 23,770 | 22,261 | ||||||||||||
Weather-related losses, net | — | 7 | — | 313 | ||||||||||||
Preferred dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Less common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Other income, net | 25 | 68 | 74 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,381 | 9,797 | ||||||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Gain on sale of real estate investments | 1,417 | — | 56,777 | 48,172 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Pro-rata share of properties’ income | 17,226 | 14,630 | 64,402 | 54,369 | ||||||||||||
Add: | ||||||||||||||||
Noncontrolling interest pro-rata share of partially owned property income | 799 | 724 | 3,074 | 2,810 | ||||||||||||
Total property income | 18,025 | 15,354 | 67,476 | 57,179 | ||||||||||||
Add: | ||||||||||||||||
Interest expense | 12,924 | 12,846 | 52,745 | 53,748 | ||||||||||||
Net operating income | 30,949 | 28,200 | 120,221 | 110,927 | ||||||||||||
Less: | ||||||||||||||||
Non-same store net operating income | 5,403 | 2,717 | 34,682 | 25,625 | ||||||||||||
Same store net operating income (1) | $ | 25,546 | $ | 25,483 | $ | 85,539 | $ | 85,302 |
(1) | Same store portfolio for the three months ended December 31, 2020 consists of 28 properties, which represent 9,958 units. Same store portfolio for the year ended December 31, 2020 consists of 24 properties, which represent 8,459 units. |
18
Bluerock Residential Growth REIT, Inc.
Fourth Quarter Earnings Release
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
#
19
Bluerock Residential Growth REIT, Inc.
Financial and Operating Highlights
For the Three and Twelve Months Ended December 31, 2020
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | Year Ended | |||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||
OPERATING INFORMATION | 2020 | 2019 | % Change | 2020 | 2019 | % Change | ||||||||||||||||||
Total revenue | $ | 55,987 | $ | 52,520 | 6.6 | % | $ | 219,848 | $ | 209,971 | 4.7 | % | ||||||||||||
Total assets | $ | 2,489,937 | $ | 2,340,697 | 6.4 | % | $ | 2,489,937 | $ | 2,340,697 | 6.4 | % | ||||||||||||
Property NOI (1) | $ | 30,949 | $ | 28,200 | 9.7 | % | $ | 120,221 | $ | 110,927 | 8.4 | % | ||||||||||||
Property NOI margins | 62.1 | % | 61.6 | % | 0.8 | % | 61.2 | % | 59.8 | % | 2.3 | % | ||||||||||||
Net loss per common share - Diluted | $ | (1.13 | ) | $ | (0.62 | ) | - | $ | (1.91 | ) | $ | (0.91 | ) | - | ||||||||||
CFFO attributable to common stockholders and unit holders per share (2) | $ | 0.18 | $ | 0.21 | (14.3 | %) | $ | 0.72 | $ | 0.82 | (12.2 | %) |
(1) | See page 38 for the Company's definition of this non-GAAP measurement and reasons for using it. |
(2) | See page 36 for the Company's definition of this non-GAAP measurement and reasons for using it. |
20
Bluerock Residential Growth REIT, Inc.
Share and Unit Information
Fourth Quarter 2020
(Unaudited)
Weighted Average Common Stock and Units Outstanding for the quarter ended December 31, 2020 | ||||
Class A Common Stock | 23,302,092 | |||
Class C Common Stock | 76,603 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,378,695 | |||
Restricted Stock Grants (1) | 92,865 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,471,560 | |||
OP Units | 6,314,926 | |||
LTIP Units | 3,208,411 | |||
Weighted Average Common Stock and Total Units Outstanding, Diluted | 32,994,897 | |||
Outstanding Common Stock and Units at December 31, 2020 | 32,455,018 | |||
Outstanding 8.250% Series A Cumulative Redeemable Preferred Stock at December 31, 2020 | 2,201,547 | |||
Outstanding 6.000% Series B Redeemable Preferred Stock at December 31, 2020 | 513,489 | |||
Outstanding 7.625% Series C Cumulative Redeemable Preferred Stock at December 31, 2020 | 2,295,845 | |||
Outstanding 7.125% Series D Cumulative Preferred Stock at December 31, 2020 | 2,774,338 | |||
Outstanding 6.150% Series T Redeemable Preferred Stock at December 31, 2020 | 9,717,917 |
(1) | Potential dilution from vesting of restricted stock grants issued to employees for 92,865 shares of common stock. |
The following table reflects the impact of various LTIP Unit issuances, share repurchases, and other share/unit changes subsequent to September 30, 2020:
Share Type |
Shares and
units outstanding September 30, 2020 |
Class A
common share repurchase |
Class A
common from Series B and Series T holder redemptions |
LTIP
Issuances |
Other |
Shares and
units outstanding December 31, 2020 |
Ownership
% |
|||||||||||||||||||||
Class A Common Stock | 24,589,389 | (2,851,975 | ) | 281,437 | - | 2,099 | 22,020,950 | 67.85 | % | |||||||||||||||||||
Class C Common Stock | 76,603 | - | - | - | - | 76,603 | 0.24 | % | ||||||||||||||||||||
Total share equivalents | 24,665,992 | (2,851,975 | ) | 281,437 | - | 2,099 | 22,097,553 | 68.09 | % | |||||||||||||||||||
OP Units | 6,314,754 | - | - | - | (3,898 | ) | 6,310,856 | 19.44 | % | |||||||||||||||||||
LTIP Units | 3,983,578 | - | - | 65,221 | (2,190 | ) | 4,046,609 | 12.47 | % | |||||||||||||||||||
Total noncontrolling interest | 10,298,332 | - | - | 65,221 | (6,088 | ) | 10,357,465 | 31.91 | % | |||||||||||||||||||
Total shares, OP and LTIP Units | 34,964,324 | (2,851,975 | ) | 281,437 | 65,221 | (3,989 | ) | 32,455,018 | 100.00 | % |
21
Bluerock Residential Growth REIT, Inc.
EBITDAre and Interest Information
Fourth Quarter 2020
(Unaudited and dollars in thousands)
Three Months
Ended |
||||
December 31, | ||||
2020 | ||||
Q4 EBITDAre Calculation | ||||
Net loss attributable to common stockholders | $ | (26,213 | ) | |
Net loss attributable to noncontrolling interests | (10,750 | ) | ||
Preferred stock dividends | 15,676 | |||
Preferred stock accretion | 4,873 | |||
Interest expense, net | 13,700 | |||
Real estate depreciation and amortization | 19,199 | |||
Provision for credit losses | 16,369 | |||
Gain on sale of real estate investments | (1,412 | ) | ||
Loss on extinguishment of debt and debt modification costs | 645 | |||
EBITDAre (1) | $ | 32,087 | ||
Acquisition and pursuit costs | 219 | |||
Non-real estate depreciation and amortization | 122 | |||
Non-cash equity compensation | 3,329 | |||
Other income, net | (351 | ) | ||
Adjusted EBITDAre | $ | 35,406 | ||
Modified Q4 EBITDAre Calculation (2) | ||||
Adjusted EBITDAre | $ | 35,406 | ||
Adjustment | (573 | ) | ||
Modified Q4 EBITDAre | $ | 34,833 | ||
Modified Q4 EBITDAre annualized | $ | 139,332 | ||
Modified Q4 Interest Calculation (2)(3) | ||||
Interest expense | $ | 12,924 | ||
Adjustment | 700 | |||
Modified Q4 interest expense | $ | 13,624 | ||
Modified Q4 interest expense annualized | $ | 54,496 |
(1) |
See page 37 for a reconciliation of net income attributable to common stockholders to EBITDAre and the Company's definition of EBITDAre and reasons for using it. |
(2) |
Adjustment to EBITDAre and interest expense represents the estimated impact over the full period of the following activity assuming the transactions had occurred on October 1, 2020: (i) acquisitions of Elan, Carrington at Perimeter Park, and Cielo on Gilbert, (ii) sale of Cade Boca Raton, (iii) sales of Arlo, Novel Perimeter, and Riverside Apartments, and (iv) changes in investments at Alexan CityCentre, Avondale Hills, Domain at The One Forty, Reunion Apartments, Strategic Portfolio, The Conley (formerly North Creek Apartments), Vickers Historic Roswell, and Zoey. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts. |
(3) | Interest expense excludes non-cash interest expense. |
22
Bluerock Residential Growth REIT, Inc.
Financial Statistics
Fourth Quarter 2020
(Unaudited and dollars in thousands)
Three Months
Ended |
||||
December 31, | ||||
2020 | ||||
Interest Coverage Ratio | ||||
Modified Q4 EBITDAre * | $ | 34,833 | ||
Modified Q4 interest expense (4) * | 13,624 | |||
Interest coverage ratio | 2.56 | x | ||
Quarterly Fixed Charge Coverage Ratio | ||||
Modified Q4 interest expense (4) * | $ | 13,624 | ||
Preferred stock dividends | 15,676 | |||
Total fixed charges | $ | 29,300 | ||
Modified Q4 EBITDAre * | 34,833 | |||
Modified Q4 EBITDAre fixed charge coverage ratio | 1.19 | x | ||
Net Debt / Modified EBITDAre Ratio | ||||
Total debt (1) | $ | 1,567,643 | ||
Less: cash (3) | (118,961 | ) | ||
Net debt (total debt less cash) | $ | 1,448,682 | ||
Modified Q4 EBITDAre (annualized)* | 139,332 | |||
Net debt / modified EBITDAre ratio | 10.40 | x | ||
Leverage as a Percentage of Assets | ||||
Total debt (1) | $ | 1,567,643 | ||
Total undepreciated assets (2) | 2,684,692 | |||
Total debt / total undepreciated assets | 58.4 | % | ||
Net debt / net undepreciated assets (less cash) | 56.5 | % | ||
Leverage as a Percentage of Enterprise Value | ||||
Total market cap (5) | $ | 1,353,870 | ||
Total debt (1) | 1,567,643 | |||
Total enterprise value | $ | 2,921,513 | ||
Total debt / total enterprise value | 53.7 | % | ||
Net debt / total enterprise value | 49.6 | % | ||
(1) | Total debt excludes amortization of fair market value adjustments of $6.5 million and deferred financing costs of $11.4 million. |
(2) | Total undepreciated assets is calculated as total assets plus accumulated depreciation on real estate assets. |
(3) | Cash includes cash, cash equivalents, and restricted cash. |
(4) | Interest expense excludes non-cash interest expense. |
(5) | Total market cap is calculated by using common shares, preferred shares, and equivalents (OP Units/LTIP Units) multiplied by the December 31, 2020 closing share prices. |
* | Adjustment to EBITDAre and interest expense represents the estimated impact over the full period of the following activity assuming the transactions had occurred on October 1, 2020: (i) acquisitions of Elan, Carrington at Perimeter Park, and Cielo on Gilbert, (ii) sale of Cade Boca Raton, (iii) sales of Arlo, Novel Perimeter, and Riverside Apartments, and (iv) changes in investments at Alexan CityCentre, Avondale Hills, Domain at The One Forty, Reunion Apartments, Strategic Portfolio, The Conley (formerly North Creek Apartments), Vickers Historic Roswell, and Zoey. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts. See prior page for calculations. |
23
Bluerock Residential Growth REIT, Inc.
Recent Acquisitions and Investments
(Unaudited)
Property | MSA |
Date of
Investment |
Year Built/
Renovated (1) |
Number of
Units |
Ownership
Interest in Property |
Purchase
Price (in millions) |
Average
Rent (2) |
|||||||||||||||||||
Operating Properties | ||||||||||||||||||||||||||
Avenue 25 | Phoenix, AZ | 1/23/2020 | 2013 | 254 | 100 | % | $ | 55.6 | $ | 1,239 | ||||||||||||||||
Falls at Forsyth | Atlanta, GA | 3/06/2020 | 2019 | 356 | 100 | % | 82.5 | 1,412 | ||||||||||||||||||
Chevy Chase | Austin, TX | 8/11/2020 | 1971 | 320 | 92 | % | 34.5 | 964 | ||||||||||||||||||
Carrington at Perimeter Park | Raleigh, NC | 12/01/2020 | 2007 | 266 | 100 | % | 52.0 | 1,247 | ||||||||||||||||||
Elan | Austin, TX | 12/01/2020 | 2007 | 270 | 100 | % | 39.5 | 1,133 | ||||||||||||||||||
Cielo on Gilbert | Phoenix, AZ | 12/23/2020 | 1985 | 432 | 90 | % | 74.3 | 1,050 | ||||||||||||||||||
Total/Average | 1,898 | $ | 338.4 | $ | 1,200 |
Property | MSA |
Date of
Investment |
Year Built/
Renovated (1) |
Number of
Units |
Commitment
Amount (in millions) |
Investment
Amount (in millions) |
Average
Rent (2) |
|||||||||||||||||||
Preferred Equity | ||||||||||||||||||||||||||
Strategic Portfolio | ||||||||||||||||||||||||||
Georgetown Crossing | Savannah, GA | 3/20/2020 | 1994 | 168 | $ | 2.2 | $ | 2.2 | $ | 1,006 | ||||||||||||||||
Park on the Square | Pensacola, FL | 3/20/2020 | 1999 | 240 | 5.8 | 5.8 | 1,121 | |||||||||||||||||||
The Commons | Jacksonville, FL | 5/08/2020 | 1975 | 328 | 3.9 | 3.9 | 896 | |||||||||||||||||||
Water’s Edge | Pensacola, FL | 10/01/2020 | 2004 | 184 | 3.3 | 3.3 | 1,118 | |||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 12/16/2020 | 1986 | 204 | 1.7 | 1.7 | 975 | |||||||||||||||||||
Encore Chandler | Phoenix, AZ | 12/31/2020 | 2023 | 208 | 10.2 | - | 1,457 | |||||||||||||||||||
Total Preferred Equity | 1,332 | 27.1 | 16.9 | 1,094 | ||||||||||||||||||||||
Mezzanine | ||||||||||||||||||||||||||
Reunion Apartments | Orlando, FL | 7/01/2020 | 2022 | 280 | 10.0 | 8.0 | 1,366 | |||||||||||||||||||
Avondale Hills | Atlanta, GA | 9/30/2020 | 2023 | 240 | 11.7 | 1.0 | 1,538 | |||||||||||||||||||
Total Mezzanine | 520 | 21.7 | 9.0 | 1,445 | ||||||||||||||||||||||
Ground Lease | ||||||||||||||||||||||||||
Zoey (3) | Austin, TX | 3/04/2020 | 2022 | 307 | 23.5 | 15.1 | 1,762 | |||||||||||||||||||
Total Ground Lease | 307 | 23.5 | 15.1 | 1,762 | ||||||||||||||||||||||
Total/Average | 2,159 | $ | 72.3 | $ | 41.0 | $ | 1,286 |
(1) | All dates are for the year construction was or is expected to be completed, or the date that a significant renovation has or will be completed. |
(2) | Represents the average effective monthly rent per occupied unit for the three months ended December 31, 2020. The average rent for the development project represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization. |
(3) | Property is a development project. The Company acquired land and entered into a ground lease. The purchase price includes the land acquisition of $3.1 million plus funding of $12.0 million of the $20.4 million leasehold improvement allowance. |
24
Bluerock Residential Growth REIT, Inc.
Recent Dispositions
(Unaudited and dollars in millions)
Property | Location | Date Sold |
Number of
Units |
Ownership
Interest in Property |
Sale Price |
BRG Net
Proceeds |
||||||||||||||
Operating Properties | ||||||||||||||||||||
Ashton Reserve | Charlotte, NC | 4/14/2020 | 473 | 100 | % | $ | 84.6 | $ | 31.2 | |||||||||||
Marquis at TPC | San Antonio, TX | 4/17/2020 | 139 | 90 | % | 22.5 | 5.3 | |||||||||||||
Enders Place at Baldwin Park | Orlando, FL | 4/21/2020 | 220 | 92 | % | 53.2 | 24.0 | |||||||||||||
Cade Boca Raton | Boca Raton, FL | 10/26/2020 | 90 | 81 | % | 37.8 | 10.2 | |||||||||||||
Total Operating Properties | 922 | 198.1 | 70.7 | |||||||||||||||||
Mezzanine | ||||||||||||||||||||
Novel Perimeter | Atlanta, GA | 12/9/2020 | 320 | — | 90.6 | 23.6 | ||||||||||||||
Arlo | Charlotte, NC | 12/15/2020 | 286 | — | 79.5 | 31.1 | ||||||||||||||
Total Mezzanine | 606 | 170.1 | 54.7 | |||||||||||||||||
Preferred Equity | ||||||||||||||||||||
Helios | Atlanta, GA | 1/08/2020 | 282 | — | 65.6 | 22.7 | ||||||||||||||
Whetstone Apartments | Durham, NC | 1/24/2020 | 204 | — | 46.5 | 19.6 | ||||||||||||||
Riverside Apartments | Austin, TX | 12/22/2020 | 222 | — | 47.5 | 14.8 | ||||||||||||||
Total Preferred Equity | 708 | 159.6 | 57.1 | |||||||||||||||||
Total | 2,236 | $ | 527.8 | $ | 182.5 |
25
Bluerock Residential Growth REIT, Inc.
Preferred Equity Investments, Notes and Accrued Interest Receivable, and Ground Lease
For the Three and Twelve Months Ended December 31, 2020
(Unaudited and dollars in thousands)
Multifamily Community Name |
Investment
|
Change |
Investment
|
Return
as of
|
CFFO
Earned for
the Three Months Ended December 31, 2020 |
CFFO
Earned for
|
||||||||||||||||||
Preferred Equity Investments | ||||||||||||||||||||||||
Operating – Stabilized | ||||||||||||||||||||||||
Alexan CityCentre | $ | 14,416 | $ | 647 | $ | 15,063 | 17.8 | % | $ | 664 | $ | 2,502 | ||||||||||||
Alexan Southside Place | 25,717 | 321 | 26,038 | 0.0 | % | - | 955 | |||||||||||||||||
Mira Vista | 5,250 | - | 5,250 | 10.1 | % | 136 | 539 | |||||||||||||||||
Strategic Portfolio | 22,105 | 4,949 | 27,054 | 10.5 | % | 687 | 2,121 | |||||||||||||||||
Thornton Flats | 4,600 | - | 4,600 | 9.0 | % | 104 | 415 | |||||||||||||||||
Total operating - stabilized | 72,088 | 5,917 | 78,005 | 1,591 | 6,532 | |||||||||||||||||||
Lease-up | ||||||||||||||||||||||||
The Conley, formerly North Creek Apartments | 15,735 | (699 | ) | 15,036 | 12.5 | % | 505 | 1,966 | ||||||||||||||||
Wayford at Concord, formerly Wayforth at Concord | 6,500 | - | 6,500 | 13.0 | % | 216 | 839 | |||||||||||||||||
Total lease-up | 22,235 | (699 | ) | 21,536 | 721 | 2,805 | ||||||||||||||||||
Development | ||||||||||||||||||||||||
Encore Chandler (1) | - | - | - | 13.0 | % | - | - | |||||||||||||||||
Total development | - | - | - | - | - | |||||||||||||||||||
Sold | ||||||||||||||||||||||||
Riverside Apartments | 13,679 | (13,679 | ) | - | 399 | 1,662 | ||||||||||||||||||
Total sold | 13,679 | (13,679 | ) | - | 399 | 1,730 | ||||||||||||||||||
Other | 96 | 1 | 97 | (2) | - | 68 | (3) | |||||||||||||||||
Provision for credit losses (4)(5) | - | (16,153 | ) | (16,153 | ) | - | - | |||||||||||||||||
$ | 108,098 | $ | (24,613 | ) | $ | 83,485 | $ | 2,711 | $ | 11,067 | ||||||||||||||
Mezzanine Loans (6) | ||||||||||||||||||||||||
Operating - Stabilized | ||||||||||||||||||||||||
Domain at The One Forty (2) | $ | 24,017 | $ | 298 | $ | 24,315 | 5.5 | % | $ | 334 | $ | 1,311 | ||||||||||||
Vickers Historic Roswell (2) | 11,654 | 394 | 12,048 | 15.0 | % | 440 | 1,733 | |||||||||||||||||
Total operating - stabilized | 35,671 | 692 | 36,363 | 774 | 3,044 | |||||||||||||||||||
Lease-up | ||||||||||||||||||||||||
Motif (2) | 75,409 | 27 | 75,436 | 12.9 | % | 2,427 | 9,549 | |||||||||||||||||
Total lease-up | 75,409 | 27 | 75,436 | 2,427 | 9,549 | |||||||||||||||||||
Development | ||||||||||||||||||||||||
Avondale Hills | - | 1,021 | 1,021 | 12.0 | % | 3 | 3 | |||||||||||||||||
Reunion Apartments | 1,934 | 6,227 | 8,161 | 12.0 | % | 161 | 176 | |||||||||||||||||
The Park at Chapel Hill (7) | 36,413 | 514 | 36,927 | 11.5 | % | 1,046 | 3,077 | |||||||||||||||||
Total development | 38,347 | 7,762 | 46,109 | 1,210 | 3,256 | |||||||||||||||||||
Sold | ||||||||||||||||||||||||
Arlo | 30,242 | (30,242 | ) | - | 962 | 4,161 | ||||||||||||||||||
Novel Perimeter | 22,980 | (22,980 | ) | - | 673 | 3,084 | ||||||||||||||||||
Total sold | 53,222 | (53,222 | ) | - | 1,635 | 7,245 | ||||||||||||||||||
Provision for credit losses (5) | - | (174 | ) | (174 | ) | - | - | |||||||||||||||||
$ | 202,649 | $ | (44,915 | ) | $ | 157,734 | $ | 6,046 | $ | 23,094 | ||||||||||||||
Ground Lease - Development (6)(8) | ||||||||||||||||||||||||
Zoey | $ | 6,827 | 8,569 | 15,396 | 5.0 | % | $ | 131 | $ | 232 | ||||||||||||||
Provision for credit losses (5) | - | (42 | ) | (42 | ) | - | - | |||||||||||||||||
$ | 6,827 | $ | 8,527 | $ | 15,354 | $ | 131 | $ | 232 |
(1) | The investment closed on December 31, 2020 with a loan commitment of $10.2 million, none of which had been funded as of December 31, 2020. |
(2) | The Company also holds an equity method investment with 0.5% common ownership. |
(3) | Represents preferred equity investments sold in early 2020, including Helios and Whetstone. |
(4) | The Company recorded a credit loss of $15.9 million on the Alexan Southside Place investment under Current Expected Credit Losses ("CECL") |
(5) | The Company recorded a general provision for credit losses of $439 or 18 bps on its total preferred equity, mezzanine loans and ground lease investments.. |
(6) | Investment balances include accrued interest. |
(7) | The investment includes a $5.0 million senior loan and a $31.0 million mezzanine loan. |
(8) | Ground lease investments are included in accounts receivable, prepaids and other assets. |
26
Bluerock Residential Growth REIT, Inc.
Portfolio Information
Fourth Quarter 2020
(Unaudited)
Multifamily Community Name | Location |
Number
of Units |
Year
Built/
Renovated(1) |
Average
Rent (2) |
Revenue
per
Occupied Unit (3) |
Average
Occupancy |
||||||||||||
Consolidated Operating Properties: | ||||||||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | $ | 1,289 | $ | 1,379 | 92.7 | % | |||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 1,407 | 1,500 | 94.5 | % | |||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 1,413 | 1,562 | 93.0 | % | |||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 1,406 | 1,577 | 92.3 | % | |||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 1,442 | 1,602 | 93.3 | % | |||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 1,677 | 1,862 | 95.4 | % | |||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 1,239 | 1,399 | 94.1 | % | |||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 1,247 | 1,333 | 92.2 | % | |||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 1,388 | 1,463 | 96.1 | % | |||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 964 | 1,091 | 98.3 | % | |||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 1,050 | 1,186 | 97.2 | % | |||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 1,364 | 1,521 | 96.7 | % | |||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 1,236 | 1,390 | 96.3 | % | |||||||||||
Elan | Austin, TX | 270 | 2007 | 1,133 | 1,245 | 94.0 | % | |||||||||||
Element | Las Vegas, NV | 200 | 1995 | 1,250 | 1,515 | 96.9 | % | |||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 1,412 | 1,536 | 96.1 | % | |||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 1,292 | 1,399 | 92.4 | % | |||||||||||
James on South First | Austin, TX | 250 | 2016 | 1,348 | 1,490 | 96.2 | % | |||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 1,214 | 1,312 | 96.2 | % | |||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 1,133 | 1,207 | 96.0 | % | |||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 1,072 | 1,253 | 94.0 | % | |||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 1,280 | 1,366 | 95.9 | % | |||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 1,377 | 1,535 | 95.2 | % | |||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 1,261 | 1,350 | 92.8 | % | |||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 1,260 | 1,418 | 93.8 | % | |||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 1,584 | 1,816 | 96.4 | % | |||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 1,362 | 1,486 | 95.3 | % | |||||||||||
The Brodie | Austin, TX | 324 | 2001 | 1,315 | 1,484 | 94.7 | % | |||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 1,650 | 1,829 | 92.0 | % | |||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 1,461 | 1,540 | 95.9 | % | |||||||||||
The Mills | Greenville, SC | 304 | 2013 | 1,052 | 1,191 | 96.8 | % | |||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 1,481 | 1,631 | 95.9 | % | |||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 1,350 | 1,471 | 95.6 | % | |||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 1,084 | 1,130 | 94.6 | % | |||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 1,017 | 1,136 | 96.4 | % | |||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 1,174 | 1,263 | 94.1 | % | |||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 1,367 | 1,456 | 94.6 | % | |||||||||||
Total Consolidated Operating Properties | 12,722 | $ | 1,315 | (5) | $ | 1,449 | (5) | 94.9 | %(5) | |||||||||
Mezzanine/Preferred/Ground Lease Investments: | ||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,513 | $ | 1,594 | 93.9 | % | ||||||||||
Alexan Southside Place | Houston, TX | 270 | 1,639 | 1,770 | 93.5 | % | ||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | (4) | N/A | N/A | ||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 831 | 950 | 96.7 | % | ||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,282 | 1,447 | 94.5 | % | ||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | (4) | N/A | N/A | ||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 1,006 | 1,115 | 96.0 | % | ||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 975 | 1,097 | 99.0 | % | ||||||||||||
Mira Vista | Austin, TX | 200 | 1,078 | 1,188 | 93.3 | % | ||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | (4) | N/A | N/A | ||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,121 | 1,304 | 99.5 | % | ||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | (4) | N/A | N/A | ||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,215 | 1,365 | 99.3 | % | ||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,212 | 1,330 | 90.5 | % | ||||||||||||
The Commons | Jacksonville, FL | 328 | 896 | 1,016 | 97.5 | % | ||||||||||||
The Conley, formerly North Creek Apartments | Leander, TX | 259 | 1,358 | (4) | N/A | N/A | ||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | (4) | N/A | N/A | ||||||||||||
Thornton Flats | Austin, TX | 104 | 1,541 | 1,764 | 90.1 | % | ||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 2,783 | 2,999 | 97.9 | % | ||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,118 | 1,328 | 98.6 | % | ||||||||||||
Wayford at Concord, formerly Wayforth at Concord | Concord, NC | 150 | 1,707 | (4) | N/A | N/A | ||||||||||||
Zoey | Austin, TX | 307 | 1,762 | (4) | N/A | N/A | ||||||||||||
Total Mezzanine/Preferred/Ground Lease Investments | 5,140 | $ | 1,443 | (6) | $ | 1,390 | (6) | 95.3 | %(6) | |||||||||
Total Portfolio | 17,862 | $ | 1,353 | (7) | $ | 1,438 | (7) | 95.0 | %(7) |
(1) | Represents date of last significant renovation or year built if no renovations. |
(2) | Represents the average effective monthly rent per occupied unit for the three months ended December 31, 2020. |
(3) | Revenue per occupied unit is total revenue divided by average number of occupied units for the three months ended December 31, 2020. |
(4) | Represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization. |
(5) | The average effective monthly rent, revenue per occupied unit, and average occupancy including sold properties was $1,318, $1,452, and 94.9%, respectively, for the three months ended December 31, 2020. |
(6) | The average effective monthly rent, revenue per occupied unit, and average occupancy including sold properties was $1,442, $1,411, and 94.6%, respectively, for the three months ended December 31, 2020. |
(7) | The average effective monthly rent, revenue per occupied unit, and average occupancy including sold properties was $1,358, $1,443, and 94.8%, respectively, for the three months ended December 31, 2020. |
27
Bluerock Residential Growth REIT, Inc.
Renovation Table
As of December 31, 2020
(Unaudited)
Units and Investment | |||||||||||
2020 | To Date | ||||||||||
Completed | Completed | Total | Unrenovated Units | ||||||||
in 4Q | Year-to-date | Completed | Remaining | ||||||||
Number of Renovations | 65 | 310 | 2,955 | 4,421 | |||||||
Renovation Cost per Unit | $ | 7,299 | $ | 7,719 |
Returns | ||||||||||||
Inception-to-date
|
||||||||||||
Cost | Monthly Rent | Return on | ||||||||||
per Unit | Premium | Investment | ||||||||||
Weighted Average Returns to Date | $ | 5,916 | $ | 116 | 23.6 | % |
28
Bluerock Residential Growth REIT, Inc.
Lease-up and Development Mezzanine/Preferred/Ground Lease Investments
As of December 31, 2020
(Unaudited)
This table includes forward-looking statements based on current judgments and current knowledge of management, which are subject to certain risks, trends and uncertainties that could cause results to vary from those projected. Please see the paragraph on forward-looking statements on page 2 of this document for a discussion of risks and uncertainties.
Actual/Estimated Dates for | ||||||||||||||||||
Multifamily Community Name | Actual/ Planned Number of Units | Total Actual/ Estimated Construction Cost (in millions) | Cost to Date (in millions) |
Actual/ Estimated Construction
Cost Per Unit |
Total Available Financing (in millions) (1) | Construction Start | Initial Occupancy | Construction Completion | Stabilized Operations (2) | |||||||||
Lease-up Investments | ||||||||||||||||||
Motif (3) | 385 | 138.4 | 133.5 | 359,481 | 70.4 | 1Q18 | 1Q20 | 2Q20 | 2Q22 | |||||||||
The Conley, formerly North Creek Apartments (4) | 259 | 44.0 | 38.4 | 169,884 | 23.6 | 4Q18 | 2Q20 | 4Q20 | 3Q21 | |||||||||
Wayford at Concord, formerly Wayforth at Concord (4) | 150 | 33.5 | 29.5 | 223,333 | 22.3 | 4Q18 | 1Q20 | 4Q20 | 1Q21 | |||||||||
Total lease-up units | 794 | |||||||||||||||||
Development Investments | ||||||||||||||||||
Zoey (5) | 307 | 59.5 | 29.7 | 193,811 | 25.5 | 1Q20 | 1Q22 | 2Q22 | 1Q23 | |||||||||
Reunion Apartments (3) | 280 | 47.6 | 18.6 | 170,000 | 30.5 | 3Q20 | 1Q22 | 3Q22 | 1Q23 | |||||||||
The Park at Chapel Hill (3) | 414 | 99.2 | 32.5 | 239,614 | 64.3 | 2Q20 | 3Q21 | 4Q22 | 2Q23 | |||||||||
Avondale Hills (3) | 240 | 51.8 | 10.8 | 215,833 | 31.4 | 4Q20 | 1Q23 | 1Q23 | 1Q24 | |||||||||
Encore Chandler (4) | 208 | 47.7 | 7.0 | 229,327 | 31.0 | 3Q21 | 1Q23 | 2Q23 | 2Q24 | |||||||||
Total development units | 1,449 | |||||||||||||||||
Total units | 2,243 |
(1) | Represents property level only and excludes mezzanine loan financing. |
(2) | We define stabilized occupancy as attainment of 90% physical occupancy. |
(3) | Represents a mezzanine loan investment. |
(4) | Represents a preferred equity investment. Encore Chandler, The Conley (formerly North Creek Apartments), and Wayford at Concord (formerly Wayforth at Concord) have an option to purchase the property at stabilization. |
(5) | Represents a ground lease investment. |
29
Bluerock Residential Growth REIT, Inc.
Condensed Consolidated Balance Sheets
Fourth Quarter 2020
(Unaudited and dollars in thousands except for share and per share data)
December 31,
2020 |
December 31,
2019 |
|||||
ASSETS | ||||||
Net Real Estate Investments | ||||||
Land | $ | 279,481 | $ | 268,244 | ||
Buildings and improvements | 1,889,471 | 1,752,738 | ||||
Furniture, fixtures and equipment | 78,438 | 67,904 | ||||
Total Gross Real Estate Investments | 2,247,390 | 2,088,886 | ||||
Accumulated depreciation | (186,426 | ) | (141,566 | ) | ||
Total Net Operating Real Estate Investments | 2,060,964 | 1,947,320 | ||||
Operating real estate held for sale, net | 36,213 | — | ||||
Total Net Real Estate Investments | 2,097,177 | 1,947,320 | ||||
Cash and cash equivalents | 83,868 | 31,683 | ||||
Restricted cash | 35,093 | 19,085 | ||||
Notes and accrued interest receivable, net | 157,734 | 193,781 | ||||
Due from affiliates | 339 | 2,969 | ||||
Accounts receivable, prepaids and other assets, net | 29,502 | 16,317 | ||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 83,485 | 126,444 | ||||
In-place lease intangible assets, net | 2,594 | 3,098 | ||||
Non-real estate assets associated with operating real estate held for sale | 145 | — | ||||
TOTAL ASSETS | $ | 2,489,937 | $ | 2,340,697 | ||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||
Mortgages payable | $ | 1,490,932 | $ | 1,425,257 | ||
Mortgages payable associated with operating real estate held for sale | 38,773 | — | ||||
Revolving credit facilities | 33,000 | 18,000 | ||||
Accounts payable | 1,317 | 1,488 | ||||
Other accrued liabilities | 31,025 | 27,499 | ||||
Due to affiliates | 618 | 790 | ||||
Distributions payable | 13,421 | 13,541 | ||||
Liabilities associated with operating real estate held for sale | 383 | — | ||||
Total Liabilities | 1,609,469 | 1,486,575 | ||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 2,201,547 and 5,721,460 shares issued and outstanding at December 31, 2020 and 2019, respectively | 54,332 | 140,355 | ||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 513,489 and 536,695 shares issued and outstanding at December 31, 2020 and 2019, respectively | 469,907 | 480,921 | ||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 and 2,323,750 shares issued and outstanding at December 31, 2020 and 2019, respectively | 56,462 | 56,797 | ||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 9,717,917 and 17,400 shares issued and outstanding at December 31, 2020 and 2019, respectively | 219,967 | 388 | ||||
Equity | ||||||
Stockholders’ Equity | ||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding at December 31, 2020 and 2019 | — | — | ||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 and 2,850,602 shares issued and outstanding at December 31, 2020 and 2019, respectively | 66,867 | 68,705 | ||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,020,950 and 23,422,557 shares issued and outstanding at December 31, 2020 and 2019, respectively | 220 | 234 | ||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding at December 31, 2020 and 2019 | 1 | 1 | ||||
Additional paid-in-capital | 304,710 | 311,683 | ||||
Distributions in excess of cumulative earnings | (313,392 | ) | (253,132 | ) | ||
Total Stockholders’ Equity | 58,406 | 127,491 | ||||
Noncontrolling Interests | ||||||
Operating partnership units | (3,272 | ) | 19,331 | |||
Partially owned properties | 24,666 | 28,839 | ||||
Total Noncontrolling Interests | 21,394 | 48,170 | ||||
Total Equity | 79,800 | 175,661 | ||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,489,937 | $ | 2,340,697 |
30
Bluerock Residential Growth REIT, Inc.
Consolidated Statements of Operations
For the Three and Twelve Months Ended December 31, 2020 and 2019
(Dollars in thousands)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Revenues | ||||||||||||||||
Rental and other property revenues | $ | 49,810 | $ | 45,800 | $ | 196,522 | $ | 185,376 | ||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Total revenues | 55,987 | 52,520 | 219,848 | 209,971 | ||||||||||||
Expenses | ||||||||||||||||
Property operating | 18,861 | 17,600 | 76,301 | 74,449 | ||||||||||||
Property management fees | 1,269 | 1,192 | 4,988 | 4,899 | ||||||||||||
General and administrative | 6,566 | 5,620 | 24,141 | 22,553 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Depreciation and amortization | 19,246 | 19,355 | 79,452 | 70,452 | ||||||||||||
Total expenses | 46,161 | 43,984 | 189,034 | 173,264 | ||||||||||||
Operating income | 9,826 | 8,536 | 30,814 | 36,707 | ||||||||||||
Other income (expense) | ||||||||||||||||
Other income | 25 | 68 | 144 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,250 | 9,797 | ||||||||||||
Provision for credit losses | (16,369 | ) | — | (16,369 | ) | — | ||||||||||
Gain on sale of real estate investments | 1,412 | — | 59,508 | 48,680 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | (645 | ) | (335 | ) | (14,630 | ) | (7,258 | ) | ||||||||
Interest expense, net | (13,700 | ) | (13,728 | ) | (55,994 | ) | (59,554 | ) | ||||||||
Total other expense | (26,240 | ) | (11,295 | ) | (16,091 | ) | (7,588 | ) | ||||||||
Net (loss) income | (16,414 | ) | (2,759 | ) | 14,723 | 29,119 | ||||||||||
Preferred stock dividends | (15,676 | ) | (12,868 | ) | (58,463 | ) | (46,159 | ) | ||||||||
Preferred stock accretion | (4,873 | ) | (3,415 | ) | (16,851 | ) | (10,335 | ) | ||||||||
Net (loss) income attributable to noncontrolling interests | ||||||||||||||||
Operating Partnership units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Partially owned properties | (116 | ) | (183 | ) | 1,396 | (845 | ) | |||||||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss per common share - Basic | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Net loss per common share – Diluted | $ | (1.13 | ) | $ | (0.62 | ) | $ | (1.91 | ) | $ | (0.91 | ) | ||||
Weighted average basic common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 | ||||||||||||
Weighted average diluted common shares outstanding | 23,378,695 | 22,729,882 | 24,084,347 | 22,649,222 |
31
Bluerock Residential Growth REIT, Inc.
Reconciliation of Funds from Operations (FFO) and Core FFO (CFFO) Attributable to Common Stockholders and Unit Holders
For the Three and Twelve Months Ended December 31, 2020 and 2019
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Add back: Net loss attributable to Operating Partnership Units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Net loss attributable to common stockholders and unit holders | (36,847 | ) | (18,859 | ) | (61,987 | ) | (26,530 | ) | ||||||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Real estate depreciation and amortization (1) | 18,373 | 18,483 | 75,727 | 66,670 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Gain on sale of real estate investments | (1,417 | ) | — | (56,777 | ) | (48,172 | ) | |||||||||
FFO Attributable to Common Stockholders and Unit Holders | (3,522 | ) | (376 | ) | (26,668 | ) | (8,032 | ) | ||||||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Non-cash interest expense | 701 | 826 | 3,025 | 3,174 | ||||||||||||
Unrealized loss on derivatives | 48 | 32 | 115 | 2,450 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | 647 | 335 | 14,238 | 7,199 | ||||||||||||
Weather-related losses, net | — | 7 | — | 313 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | (679 | ) | |||||||||||
Shareholder activism | — | — | — | 393 | ||||||||||||
Other income, net | (351 | ) | (68 | ) | (400 | ) | (68 | ) | ||||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | — | (353 | ) | — | (1,291 | ) | ||||||||||
Non-cash equity compensation | 3,329 | 2,506 | 11,917 | 10,615 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
CFFO Attributable to Common Stockholders and Unit Holders | $ | 6,066 | $ | 6,655 | $ | 23,716 | $ | 25,413 | ||||||||
Per Share and Unit Information: | ||||||||||||||||
FFO Attributable to Common Stockholders and Unit Holders - diluted | $ | (0.11 | ) | $ | (0.01 | ) | $ | (0.81 | ) | $ | (0.26 | ) | ||||
CFFO Attributable to Common Stockholders and Unit Holders - diluted | $ | 0.18 | $ | 0.21 | $ | 0.72 | $ | 0.82 | ||||||||
Weighted average common shares and units outstanding - diluted | 32,994,897 | 31,455,630 | 33,116,871 | 30,899,927 |
(1) | The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests for partially owned properties, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments. |
32
Bluerock Residential Growth REIT, Inc.
Mortgages Payable Summary Information
As of December 31, 2020
(Unaudited and dollars in thousands)
Property |
Outstanding
Principal |
Interest Rate | Fixed/ Floating | Maturity Date | ||||||||
ARIUM Glenridge | $ | 49,500 | 1.48 | % | LIBOR + 1.33% subject to Cap (1) | September 1, 2025 | ||||||
ARIUM Hunter’s Creek | 70,871 | 3.65 | % | Fixed | November 1, 2024 | |||||||
ARIUM Metrowest | 64,559 | 4.43 | % | Fixed | May 1, 2025 | |||||||
ARIUM Westside | 52,150 | 3.68 | % | Fixed | August 1, 2023 | |||||||
Ashford Belmar | 100,675 | 4.53 | % | Fixed | December 1, 2025 | |||||||
Avenue 25 (2) | 36,566 | 4.18 | % | Fixed | July 1, 2027 | |||||||
Carrington at Perimeter Park (3) | 31,301 | 4.16 | % | Fixed | July 1, 2027 | |||||||
Chattahoochee Ridge | 45,338 | 3.25 | % | Fixed | December 5, 2024 | |||||||
Chevy Chase | 24,400 | 2.47 | % | LIBOR + 2.32% subject to Cap (1) | September 1, 2027 | |||||||
Cielo on Gilbert | 58,000 | 2.70 | % | SOFR + 2.61% subject to Cap (1) | January 1, 2031 | |||||||
Citrus Tower | 40,627 | 4.07 | % | Fixed | October 1, 2024 | |||||||
Denim (4) | 101,205 | 3.41 | % | Fixed | August 1, 2029 | |||||||
Elan (5) | 25,574 | 4.19 | % | Fixed | July 1, 2027 | |||||||
Element | 29,260 | 3.63 | % | Fixed | July 1, 2026 | |||||||
Fannie Facility Advance | 13,936 | 2.75 | % | LIBOR + 2.60% subject to Cap (1) | June 1, 2027 | |||||||
Gulfshore Apartment Homes | 46,345 | 3.26 | % | Fixed | September 1, 2029 | |||||||
James on South First | 25,674 | 4.35 | % | Fixed | January 1, 2024 | |||||||
Marquis at The Cascades I | 31,668 | 1.76 | % | LIBOR + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Marquis at The Cascades II | 22,101 | 1.76 | % | LIBOR + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Navigator Villas (6) | 20,515 | 4.56 | % | Fixed | June 1, 2028 | |||||||
Outlook at Greystone | 22,105 | 4.30 | % | Fixed | June 1, 2025 | |||||||
Park & Kingston | 19,600 | 3.32 | % | Fixed | November 1, 2026 | |||||||
Pine Lakes Preserve | 42,728 | 3.13 | % | LIBOR + 2.98% subject to Cap (1) | July 1, 2030 | |||||||
Plantation Park | 26,625 | 4.64 | % | Fixed | July 1, 2028 | |||||||
Providence Trail | 47,950 | 3.54 | % | Fixed | July 1, 2026 | |||||||
Roswell City Walk | 50,043 | 3.63 | % | Fixed | December 1, 2026 | |||||||
The Brodie | 33,551 | 3.71 | % | Fixed | December 1, 2023 | |||||||
The District at Scottsdale | 75,577 | 1.85 | % | LIBOR + 1.60% (1) | June 11, 2021 | |||||||
The Links at Plum Creek | 39,578 | 4.31 | % | Fixed | October 1, 2025 | |||||||
The Mills | 25,275 | 4.21 | % | Fixed | January 1, 2025 | |||||||
The Preserve at Henderson Beach | 48,490 | 3.26 | % | Fixed | September 1, 2029 | |||||||
The Reserve at Palmer Ranch | 40,977 | 4.41 | % | Fixed | May 1, 2025 | |||||||
The Sanctuary | 33,707 | 3.31 | % | Fixed | August 1, 2029 | |||||||
Veranda at Centerfield | 26,100 | 1.40 | % | LIBOR + 1.25% subject to Cap (1) | July 26, 2023 | |||||||
Villages of Cypress Creek | 33,520 | 2.70 | % | LIBOR + 2.55% subject to Cap (1) | July 1, 2027 | |||||||
Wesley Village | 39,438 | 4.25 | % | Fixed | April 1, 2024 | |||||||
Total | 1,495,529 | |||||||||||
Fair value adjustments | 6,489 | |||||||||||
Deferred financing costs, net | (11,086 | ) | ||||||||||
Total continuing operations | $ | 1,490,932 | ||||||||||
Held for sale | ||||||||||||
ARIUM Grandewood (7) | $ | 39,114 | 2.95 | % | (8) | July 1, 2025 | ||||||
Deferred financing costs, net | (341 | ) | ||||||||||
Total held for sale | $ | 38,773 | ||||||||||
Total | $ | 1,529,705 | ||||||||||
Weighted Average Interest Rate | 3.45 | % |
(1) | In December 2020, one-month LIBOR in effect was 0.15% and the 30-day average SOFR in effect was 0.09%. |
(2) | The principal balance includes a $29.7 million senior loan at a fixed rate of 4.02% and a $6.9 million supplemental loan at a fixed rate of 4.86%. |
(3) | The principal balance includes a $27.5 million senior loan at a fixed rate of 4.09% and a $3.8 million supplemental loan at a fixed rate of 4.66%. |
(4) | The principal balance includes a $91.6 million senior loan at a fixed rate of 3.32% and a $9.6 million supplemental loan at a fixed rate of 4.22%. |
(5) | The principal balance includes a $21.2 million senior loan at a fixed rate of 4.09% and a $4.4 million supplemental loan at a fixed rate of 4.66%. |
(6) | The principal balance includes a $14.8 million senior loan at a fixed rate of 4.31% and a $5.7 million supplemental loan at a fixed rate of 5.23%. |
(7) | The property was subsequently sold in January 2021. |
(8) | The principal balance includes a $19.6 million advance at a fixed rate of 4.35% and a $19.5 million advance at a variable rate of 1.55% as of December 31, 2020. |
33
Bluerock Residential Growth REIT, Inc.
Mortgages Payable Summary Information Continued
As of December 31, 2020
(Unaudited and dollars in thousands)
Mortgages Payable Maturity Schedules
Year | Fixed Rate | Floating Rate | Total | % of Total | ||||||||||||
2021 | $ | 8,796 | $ | 77,418 | $ | 86,214 | (1) | 5.62 | % | |||||||
2022 | 11,749 | 3,588 | 15,337 | 1.00 | % | |||||||||||
2023 | 97,388 | 29,963 | 127,351 | 8.30 | % | |||||||||||
2024 | 222,223 | 53,935 | 276,158 | 17.99 | % | |||||||||||
2025 | 303,520 | 65,322 | 368,842 | 24.03 | % | |||||||||||
Thereafter | 493,908 | 166,833 | 660,741 | 43.06 | % | |||||||||||
$ | 1,137,584 | $ | 397,059 | $ | 1,534,643 | 100.00 | % | |||||||||
Fair Value Adjustments | 6,489 | - | 6,489 | |||||||||||||
Subtotal | $ | 1,144,073 | $ | 397,059 | $ | 1,541,132 | ||||||||||
Deferred Financing Costs, net | (8,231 | ) | (3,196 | ) | (11,427 | ) | ||||||||||
Total | $ | 1,135,842 | $ | 393,863 | $ | 1,529,705 |
Amounts | % of Total |
Weighted
Average Interest Rates |
Weighted
Average Maturities (years) |
|||||||||||||
Continuing Operations | ||||||||||||||||
Secured Fixed Rate Debt | $ | 1,124,488 | 74.9 | % | 3.90 | % | 5.5 | |||||||||
Secured Floating Rate Debt | 377,530 | 25.1 | % | 2.18 | % | 5.2 | ||||||||||
Total/Average Continuing Operations | $ | 1,502,018 | 100.0 | % | 3.47 | % | 5.4 | |||||||||
Held for Sale | ||||||||||||||||
Secured Fixed Rate Debt | $ | 19,585 | 50.1 | % | 4.35 | % | 4.5 | |||||||||
Secured Floating Rate Debt | 19,529 | 49.9 | % | 1.55 | % | 4.5 | ||||||||||
Total/Average Held for Sale | $ | 39,114 | 100.0 | % | 2.95 | % | 4.5 | |||||||||
Total/Average | $ | 1,541,132 | 100.0 | % | 3.45 | % | 5.4 |
(1) | $75.6 million represents a loan in connection with The District at Scottsdale. The loan has a June 2021 maturity date and contains two (2) three-month extension options, subject to certain conditions. |
34
Bluerock Residential Growth REIT, Inc.
2021 Projected Guidance
(Unaudited and dollars in thousands except for per share data)
2021 Outlook (3) | ||||||||
Low | High | |||||||
Core Funds from Operations Attributable to Common Stockholders and Unit Holders per share | $ | 0.65 | $ | 0.70 | ||||
Same Store Growth | ||||||||
Rental income growth | 2.0 | % | 4.0 | % | ||||
Property operating expense growth | 4.0 | % | 6.0 | % | ||||
NOI growth | 0.0 | % | 3.0 | % | ||||
Property management fee as a percentage of revenue | 2.4 | % | 2.2 | % | ||||
General and administrative expenses (1) | 12,500 | 12,000 | ||||||
Income from preferred equity and mezzanine investments | 29,100 | 29,100 | ||||||
Normal recurring capital expenditures (2) | 2,900 | 2,700 | ||||||
Value-add Upgrades | ||||||||
Forecasted unit count | 250 | 750 | ||||||
Return on investment | 15 | % | 20 | % | ||||
Investments | ||||||||
Total gross asset value | 600,000 | 800,000 | ||||||
Dispositions | ||||||||
Total gross asset value | 350,000 | 500,000 | ||||||
Noncontrolling Interest, Preferred Stock and Share Count Assumptions | ||||||||
Noncontrolling interest percentage of CFFO - partially owned properties | 4.0 | % | 3.9 | % | ||||
Series T preferred stock raise | 200,000 | 350,000 | ||||||
Preferred stock dividends | 54,000 | 58,000 | ||||||
Estimated weighted average diluted common shares and units outstanding | 39,100 | 39,100 |
(1) | General and administrative expenses exclude non-cash expenses, such as depreciation and non-cash equity compensation. |
(2) | Normally recurring capital expenditures exclude development, investment, revenue enhancing and non-recurring capital expenditures. |
(3) | The Company has not reconciled projected Core Funds from Operations Attributable to Common Stockholders and Unit Holders per share (“CFFO”) guidance to the corresponding GAAP financial measure because it does not provide guidance for various reconciling items. The Company is unable to provide guidance for these reconciling items since certain items that impact net income are outside of its control and cannot be reasonably predicted. Accordingly, reconciliations to the corresponding GAAP financial measures are not available. |
35
Bluerock Residential Growth REIT, Inc.
Definitions of Non-GAAP Financial Measures
The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.
Funds from Operations and Core Funds from Operations, Attributable to Common Stockholders and Unit Holders
We believe that funds from operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), and core funds from operations (“CFFO”) are important non-GAAP supplemental measures of operating performance for a REIT.
FFO attributable to common stockholders and unit holders is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income (loss), computed in accordance with GAAP, excluding gains or losses on sales of depreciable real estate property, plus depreciation and amortization of real estate assets, plus impairment write-downs of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.
CFFO makes certain adjustments to FFO, removing the effect of items that do not reflect ongoing property operations such as acquisition expenses, non-cash interest expense, unrealized gains or losses on derivatives, losses on extinguishment of debt and debt modification costs (includes prepayment penalties incurred and the write-off of unamortized deferred financing costs and fair market value adjustments of assumed debt), one-time weather-related costs, gains or losses on sales of non-depreciable real estate property, shareholder activism, stock compensation expense and preferred stock accretion. Commencing January 1, 2020, we did not deduct the accrued portion of the preferred income on our preferred equity investments from FFO to determine CFFO as the income is deemed fully collectible. The accrued portion of the preferred income totaled $0.3 million and $1.5 million for the three and twelve months ended December 31, 2020, respectively. We believe that CFFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core recurring property operations. As a result, we believe that CFFO can help facilitate comparisons of operating performance between periods and provides a more meaningful predictor of future earnings potential.
Our calculation of CFFO differs from the methodology used for calculating CFFO by certain other REITs and, accordingly, our CFFO may not be comparable to CFFO reported by other REITs. Our management utilizes FFO and CFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO and CFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and CFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs.
Neither FFO nor CFFO is equivalent to net income, including net income attributable to common stockholders, or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and CFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor CFFO should be considered as an alternative to net income, including net income attributable to common stockholders, as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.
We have acquired six operating properties, made eight investments through mezzanine loans, preferred equity interests or ground lease investments, and sold six operating properties subsequent to December 31, 2019. The results presented are not directly comparable and should not be considered an indication of our future operating performance (unaudited and dollars in thousands, except share and per share data).
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented.
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Bluerock Residential Growth REIT, Inc.
Definitions of Non-GAAP Financial Measures
(Unaudited and dollars in thousands)
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")
NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income, computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.
We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
The reconciliations of net loss attributable to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table below:
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Net loss attributable to noncontrolling interests | (10,750 | ) | (5,215 | ) | (15,917 | ) | (7,624 | ) | ||||||||
Preferred stock dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Interest expense, net | 13,700 | 13,728 | 55,994 | 59,554 | ||||||||||||
Real estate depreciation and amortization | 19,199 | 19,309 | 79,267 | 70,079 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Gain on sale of real estate investments | (1,412 | ) | — | (59,508 | ) | (48,680 | ) | |||||||||
Loss on extinguishment of debt and debt modification costs | 645 | 335 | 14,630 | 7,258 | ||||||||||||
EBITDAre | $ | 32,087 | $ | 30,613 | $ | 121,475 | $ | 117,330 | ||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Weather-related losses, net | — | 7 | — | 355 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | (679 | ) | |||||||||||
Shareholder activism | — | — | — | 393 | ||||||||||||
Non-cash equity compensation | 3,329 | 2,506 | 11,917 | 10,615 | ||||||||||||
Other income, net | (351 | ) | (68 | ) | (400 | ) | (68 | ) | ||||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | — | (353 | ) | — | (1,291 | ) | ||||||||||
Adjusted EBITDAre | $ | 35,406 | $ | 33,036 | $ | 137,630 | $ | 127,659 |
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Bluerock Residential Growth REIT, Inc.
Definitions of Non-GAAP Financial Measures
(Unaudited and dollars in thousands)
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis; NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as a supplemental measure of our financial performance.
We have acquired six operating properties, made eight investments through mezzanine loans, preferred equity interests or ground lease investments, and sold six operating properties subsequent to December 31, 2019. Therefore, the results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented:
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2020 | 2019 | 2020 | 2019 | |||||||||||||
Net loss attributable to common stockholders | $ | (26,213 | ) | $ | (13,827 | ) | $ | (44,674 | ) | $ | (19,751 | ) | ||||
Add back: Net loss attributable to Operating Partnership Units | (10,634 | ) | (5,032 | ) | (17,313 | ) | (6,779 | ) | ||||||||
Net loss attributable to common stockholders and unit holders | (36,847 | ) | (18,859 | ) | (61,987 | ) | (26,530 | ) | ||||||||
Add common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Real estate depreciation and amortization | 18,373 | 18,483 | 75,727 | 66,670 | ||||||||||||
Non-real estate depreciation and amortization | 122 | 121 | 486 | 448 | ||||||||||||
Non-cash interest expense | 701 | 826 | 3,025 | 3,174 | ||||||||||||
Unrealized loss on derivatives | 48 | 32 | 115 | 2,450 | ||||||||||||
Loss on extinguishment of debt and debt modification costs | 647 | 335 | 14,238 | 7,199 | ||||||||||||
Provision for credit losses | 16,369 | — | 16,369 | — | ||||||||||||
Property management fees | 1,211 | 1,135 | 4,751 | 4,645 | ||||||||||||
Acquisition and pursuit costs | 219 | 210 | 4,152 | 556 | ||||||||||||
Corporate operating expenses | 6,490 | 5,545 | 23,770 | 22,261 | ||||||||||||
Weather-related losses, net | — | 7 | — | 313 | ||||||||||||
Preferred dividends | 15,676 | 12,868 | 58,463 | 46,159 | ||||||||||||
Preferred stock accretion | 4,873 | 3,415 | 16,851 | 10,335 | ||||||||||||
Less common stockholders and Operating Partnership Units pro-rata share of: | ||||||||||||||||
Other income, net | 25 | 68 | 74 | 68 | ||||||||||||
Preferred returns on unconsolidated real estate joint ventures | 3,037 | 2,700 | 11,381 | 9,797 | ||||||||||||
Interest income from mezzanine loan and ground lease investments | 6,177 | 6,720 | 23,326 | 24,595 | ||||||||||||
Gain on sale of real estate investments | 1,417 | — | 56,777 | 48,172 | ||||||||||||
Gain on sale of non-depreciable real estate investments | — | — | — | 679 | ||||||||||||
Pro-rata share of properties’ income | 17,226 | 14,630 | 64,402 | 54,369 | ||||||||||||
Add: | ||||||||||||||||
Noncontrolling interest pro-rata share of partially owned property income | 799 | 724 | 3,074 | 2,810 | ||||||||||||
Total property income | 18,025 | 15,354 | 67,476 | 57,179 | ||||||||||||
Add: | ||||||||||||||||
Interest expense | 12,924 | 12,846 | 52,745 | 53,748 | ||||||||||||
Net operating income | 30,949 | 28,200 | 120,221 | 110,927 | ||||||||||||
Less: | ||||||||||||||||
Non-same store net operating income | 5,403 | 2,717 | 34,682 | 25,625 | ||||||||||||
Same store net operating income (1) | $ | 25,546 | $ | 25,483 | $ | 85,539 | $ | 85,302 |
(1) | Same store portfolio for the three months ended December 31, 2020 consists of 28 properties, which represent 9,958 units. Same store portfolio for the year ended December 31, 2020 consists of 24 properties, which represent 8,459 units. |
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