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): May 10, 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 |
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 May 10, 2021, Bluerock Residential Growth REIT, Inc., a Maryland corporation, or the Company, issued a press release announcing its financial results for the first quarter ended March 31, 2021. 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 May 10, 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 first quarter ended March 31, 2021 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 May 10, 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: May 10, 2021 | By: | /s/Christopher J. Vohs |
Christopher J. Vohs | ||
Chief Financial Officer and Treasurer |
Exhibit Index
Exhibit No. | Description | |
99.1 | Press Release, dated May 10, 2021. | |
99.2 | Supplemental Financial Information. |
Exhibit 99.1
For Immediate Release
Bluerock Residential Growth REIT Announces First Quarter 2021 Results
- Portfolio Lease Rate Growth of 3.5% -
- April Portfolio Lease Rate Growth of 7.7% -
- Same Store Average Occupancy Increased 1.2% -
- Repurchased 3.6 Million Common Shares -
New York, NY (May 10, 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 March 31, 2021.
“We are encouraged by the substantial sequential reacceleration of rent growth and year over year improvement in same store occupancy which reflect a high-quality affordable Class A portfolio of highly amenitized live/work/play apartment communities,” said Ramin Kamfar, Company Chairman and CEO. “Our strategy of maintaining occupancy over the past year, along with the favorable positioning of our portfolio, is allowing us to achieve industry-leading lease rate growth.”
First Quarter Highlights
Financial Results
- | Net income attributable to common stockholders for the first quarter of 2021 was $23.6 million or $1.00 per diluted share, as compared to net loss attributable to common stockholders of ($16.5) million or ($0.70) per diluted share in the prior year period. |
- | Core funds from operations attributable to common stockholders and unit holders (“CFFO”) was $5.3 million, or $0.16 per diluted share, compared to $7.1 million, or $0.22 per diluted share, in the prior year period, as this year’s results were partially impacted by additional capital on the balance sheet. |
Portfolio Performance
- | Collected 97% of rents from multifamily properties for the three months ended March 31, 2021. |
- | Total rental and other property revenues grew 1.4% to $51.1 million for the quarter from $50.4 million in the prior year period. |
- | Blended lease rate growth of 3.5%, up 300 basis points on a sequential quarter-over-quarter basis. |
- | March 2021 average lease growth finished at 5.8%, with renewals at 5.5% and new leases at 6.1%. Average lease growth accelerated to 7.7% growth in April. |
- | Portfolio occupancy was 95.8% at March 31, 2021, up 150 basis points from the prior year. |
- | Property Net Operating Income (“NOI”) was $31.1 million, consistent with $31.1 million in the prior year period. |
- | Property operating margins were 61.0% compared to 61.7% in the prior year period. |
- | Same store average occupancy expanded 120 basis points and same store average rent increased 1.0%, as compared to the prior year period. |
- | Same store revenue grew 2.0% and same store NOI increased 0.6%, as compared to the prior year period. |
Portfolio Activity
- | Consolidated real estate investments, at cost, were approximately $2.1 billion. |
- | Sold three operating assets and two development properties for aggregate gross sales prices of $303 million with net proceeds of $102 million. The assets were sold at in-place cap rates of 4.0% adjusting for the buyer’s year one taxes and $300 per unit replacement reserves. |
- | Invested $7 million in preferred equity in a new stabilized property and completed funding for eight existing preferred equity, mezzanine loan, and ground lease investments for $21 million. |
- | Completed 72 value-add unit upgrades during the quarter achieving an average 24.3% ROI. |
Balance Sheet and Market Activity
- | Had $260.5 million of unrestricted cash and availability under revolving credit facilities as of March 31, 2021. |
- | Paid quarterly dividend of $0.1625 in cash per share of common stock. |
- | Raised $98 million through its continuous registered Series T Preferred Stock offering in the quarter. |
- | Completed redemptions of its remaining 8.25% Series A Cumulative Redeemable Preferred Stock totaling $56 million, including accrued and unpaid dividends. |
- | Redeemed 72,535 shares of Series B Preferred Stock through the issuance of 6,518,267 shares of Class A common stock. |
- | Repurchased 3,557,562 shares of Class A common stock during the quarter at an average price of $11.45 per share. |
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.
First Quarter 2021 Financial Results
Net income attributable to common stockholders for the first quarter of 2021 was $23.6 million, compared to net loss attributable to common stockholders of ($16.5) million in the prior year period. Net income in 2021 was positively impacted by three asset sales generating $69 million in gain on sale of real estate investments. Net income (loss) attributable to common stockholders included non-cash expenses of $21.6 million or $0.93 per share in the first quarter of 2021 compared to $20.9 million or $0.88 per share for the prior year period.
CFFO for the first quarter of 2021 was $5.3 million, or $0.16 per diluted share, compared to $7.1 million, or $0.22 per diluted share, in the prior year period. CFFO was positively impacted by an increase in property NOI of $0.1 million and a decrease in interest expense of $0.8 million. This was primarily offset by a year-over-year reduction of $1.2 million in interest income from mezzanine loan and ground lease investments, $0.1 million in preferred returns, a $0.5 million increase in general and administrative expenses and preferred stock dividends of $1.1 million.
2
Total Portfolio Performance
$ In thousands, except average rental rates | 1Q21 | 1Q20 | Variance | ||||||||||
Total Revenues (1) | $ | 55,802 | $ | 56,241 | (0.8 | )% | |||||||
Property Operating Expenses | $ | 19,932 | $ | 19,299 | 3.3 | % | |||||||
NOI | $ | 31,149 | $ | 31,054 | 0.3 | % | |||||||
Operating Margin | 61.0 | % | 61.7 | % | (70 | )bps | |||||||
Average Occupancy Percentage | 95.2 | % | 94.2 | % | 100 | bps | |||||||
Average Rental Rate | $ | 1,315 | $ | 1,331 | (1.2 | )% |
(1) Including interest income from mezzanine loan and ground lease investments.
For the first quarter of 2021, property revenues increased by 1.4% compared to the same prior year period. Total portfolio NOI was $31.1 million, an increase of $0.1 million, or 0.3%, compared to the same period in the prior year. Property NOI margins were 61.0% of revenue for the quarter, compared to 61.7% in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 1Q21 | 1Q20 | Variance | ||||||||||
Revenues | $ | 38,798 | $ | 38,028 | 2.0 | % | |||||||
Property Operating Expenses | $ | 14,837 | $ | 14,209 | 4.4 | % | |||||||
NOI | $ | 23,961 | $ | 23,819 | 0.6 | % | |||||||
Operating Margin | 61.8 | % | 62.6 | % | (80 | )bps | |||||||
Average Occupancy Percentage | 95.4 | % | 94.2 | % | 120 | bps | |||||||
Average Rental Rate | $ | 1,332 | $ | 1,319 | 1.0 | % |
The Company’s same store portfolio for the quarter ended March 31, 2021 included 26 properties. For the first quarter of 2021, same store NOI was $24.0 million, an increase of $0.1 million, or 0.6%, compared to the 2020 period. Same store property revenues grew by 2.0% compared to the 2020 period, primarily driven by a 120-basis point increase in occupancy and 1.0% increase in average rental rates; of the Company’s 26 same store properties, 21 recognized occupancy increases and 18 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 4.4%, or $0.6 million, primarily due to non-controllable real estate tax and insurance expense increases of $0.42 million due to municipality tax increases and industrywide multifamily insurance price increases with the remaining $0.18 million due to administrative and repairs and maintenance expense increases.
Renovation Activity
The Company completed 72 value-add unit upgrades during the first quarter of 2021 achieving an average 24.3% ROI. Since inception, the Company has completed 3,027 value-add unit upgrades at an average cost of $5,953 per unit and achieved an average monthly rental rate increase of $117 per unit, equating to an average 23.6% ROI on all unit upgrades leased as of March 31, 2021. The Company has identified approximately 4,349 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations.
3
Portfolio Activity
The following activities were completed during the first quarter:
- | Made a preferred equity investment of $7 million in a stabilized asset with 262-units called The Riley, located in Richardson, Texas. |
- | Funded $21 million under existing preferred equity, mezzanine loan, and ground lease commitments in eight investments. |
- | 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. |
- | On February 24, 2021, the Company sold James at South First for a gross sales price of $50 million and net proceeds to the Company of $18 million. |
- | On March 1, 2021, the Company sold Marquis at the Cascades for a gross sales price of $91 million and net proceeds to the Company of $33 million. |
- | On March 18, 2021, the Company’s preferred equity investment in The Conley was redeemed for $17 million. |
- | On March 25, 2021, Alexan Southside Place was sold and the Company’s preferred equity investment was redeemed for $9.8 million in April 2021, with an additional $0.3 million expected to be received before year end. |
The Company completed the following activity subsequent to March 31, 2021:
- | On April 12, 2021, the Company made a $10.7 million preferred equity investment in the operating partnership of Peak Housing, a private REIT invested in a portfolio of 474 single-family homes located throughout Texas. |
- | On April 14, 2021, the Company acquired a 95% interest in an 80-unit apartment community located in Olympia, Washington, known as Yauger Park. The total purchase price was $24.5 million, funded in part through the assumption of $15.1 million in mortgage loans secured by the property. |
- | On April 26, 2021, the Company sold Plantation Park for a gross sales price of $32 million and net proceeds to the Company of $2.7 million. |
Balance Sheet
As of March 31, 2021, the Company had $260.5 million of unrestricted cash and availability under its revolving credit facilities, and $1.5 billion of indebtedness outstanding.
During the first quarter, the Company raised gross proceeds of approximately $98.0 million through the issuance of 3.9 million shares of Series T Preferred Stock at $25.00 per share.
The Company repurchased 3,557,562 shares of Class A Common Stock during the first quarter at an average price of $11.45 per share and increased its repurchase program up to an aggregate $150 million.
4
On February 26, 2021, the Company redeemed the remaining 2,201,547 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock. The total cost to redeem the shares was $55.7 million, including accrued and unpaid dividends.
The Company redeemed 72,535 shares of Series B Preferred Stock through the issuance of 6,518,267 shares of Class A common stock.
Dividend
On March 12, 2021, the Board of Directors authorized, and the Company declared, a quarterly cash dividend for the first quarter of 2021 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 March 25, 2021, which was paid on April 5, 2021. A portion of each dividend may constitute a return of capital for tax purposes.
On March 12, 2021, 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 first quarter of 2021, 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 first quarter of 2021, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record as of March 25, 2021 and were paid on April 5, 2021.
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, February 25, 2021, and March 25, 2021, which were paid in cash on February 5, 2021, 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 were payable to the stockholders of record as of January 25, 2021, February 25, 2021, and March 25, 2021, and were paid in cash on February 5, 2021, March 5, 2021 and April 5, 2021, respectively.
On April 12, 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 April 23, 2021, which was paid in cash on May 5, 2021, and as of May 25, 2021, and June 25, 2021, which will be paid in cash on June 4, 2021 and July 2, 2021, respectively.
On April 12, 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 April 23, 2021, which was paid in cash on May 5, 2021, and as of May 25, 2021, and June 25, 2021, which will be paid in cash on June 4, 2021 and July 2, 2021, respectively.
2021 Guidance
The Company is reaffirming its prior 2021 CFFO 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 32 of Company’s First Quarter 2021 Earnings Supplement available under the Investors section on the Company’s website (www.bluerockresidential.com).
5
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Monday, May 10, 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 June 10, 2021 at https://services.choruscall.com/mediaframe/webcast.html?webcastid=VDVxOVOq, as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10155057.
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 primarily affordable Class A 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 23, 2021, 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.
6
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred/ground lease investments as of March 31, 2021:
Multifamily Community Name | Location | Number of Units | Year Built/ Renovated (1) | Ownership Interest | Average Rent (2) | % Occupied (3) | ||||||||||||||||||
Consolidated Operating Properties: | ||||||||||||||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | $ | 1,293 | 94.6% | ||||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,417 | 96.4% | |||||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,412 | 96.7% | |||||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,503 | 93.5% | |||||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,674 | 92.8% | |||||||||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 100 | % | 1,252 | 96.9% | |||||||||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 100 | % | 1,263 | 95.9% | |||||||||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 90 | % | 1,387 | 97.5% | |||||||||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 92 | % | 964 | 98.1% | |||||||||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 90 | % | 1,087 | 97.2% | |||||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,364 | 95.5% | |||||||||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 100 | % | 1,246 | 97.2% | |||||||||||||||||
Elan | Austin, TX | 270 | 2007 | 100 | % | 1,134 | 95.6% | |||||||||||||||||
Element | Las Vegas, NV | 200 | 1995 | 100 | % | 1,274 | 94.5% | |||||||||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 100 | % | 1,408 | 98.6% | |||||||||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 100 | % | 1,287 | 95.4% | |||||||||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 90 | % | 1,143 | 99.4% | |||||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 1,090 | 93.7% | |||||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,303 | 97.0% | |||||||||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,380 | 97.8% | |||||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,232 | 94.5% | |||||||||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 100 | % | 1,264 | 95.5% | |||||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,586 | 95.9% | |||||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,374 | 94.7% | |||||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 100 | % | 1,313 | 95.1% | |||||||||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 100 | % | 1,799 | 91.6% | |||||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,466 | 95.5% | |||||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,051 | 95.1% | |||||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,498 | 97.9% | |||||||||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | 1,376 | 96.6% | |||||||||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 100 | % | 1,132 | 95.3% | |||||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 1,021 | 95.5% | |||||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,181 | 95.1% | |||||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,373 | 96.0% | |||||||||||||||||
Total/Average Consolidated Operating Properties | 11,584 | $ | 1,318 | (5) | 95.8% | |||||||||||||||||||
Mezzanine/Preferred/Ground Lease Investments: | ||||||||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,525 | ||||||||||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | (4) | ||||||||||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 863 | |||||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,290 | |||||||||||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | (4) | ||||||||||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 993 | |||||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 983 | |||||||||||||||||||||
Mira Vista | Austin, TX | 200 | 1,087 | |||||||||||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | (4) | ||||||||||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,140 | |||||||||||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | (4) | ||||||||||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,278 | |||||||||||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,224 | |||||||||||||||||||||
The Commons | Jacksonville, FL | 328 | 902 | |||||||||||||||||||||
The Hartley at Blue Hill, formerly The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | (4) | ||||||||||||||||||||
The Riley | Richardson, TX | 262 | 1,430 | |||||||||||||||||||||
Thornton Flats | Austin, TX | 104 | 1,499 | |||||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,134 | |||||||||||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,141 | |||||||||||||||||||||
Wayford at Concord | Concord, NC | 150 | 1,707 | (4) | ||||||||||||||||||||
Zoey | Austin, TX | 307 | 1,762 | (4) | ||||||||||||||||||||
Total/Average Mezzanine/Preferred/Ground Lease Investments | 4,873 | $ | 1,432 | (6) | ||||||||||||||||||||
Total/Average Portfolio | 16,457 | $ | 1,351 | (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 March 31, 2021. |
(3) | Percent occupied is calculated as (i) the number of units occupied as of March 31, 2021, divided by (ii) total number of units, expressed as a percentage. |
(4) | Represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization. |
(5) | The average effective monthly rent including sold properties was $1,315 for the three months ended March 31, 2021. |
(6) | The average effective monthly rent including sold properties was $1,438 for the three months ended March 31, 2021. |
(7) | The average effective monthly rent including sold properties was $1,352 for the three months ended March 31, 2021. |
7
Consolidated Statement of Operations
For the Three Months Ended March 31, 2021 and 2020
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Revenues | ||||||||
Rental and other property revenues | $ | 51,081 | $ | 50,353 | ||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | ||||||
Total revenues | 55,802 | 56,241 | ||||||
Expenses | ||||||||
Property operating | 19,932 | 19,299 | ||||||
Property management fees | 1,281 | 1,294 | ||||||
General and administrative | 6,645 | 6,371 | ||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Weather-related losses, net | 400 | — | ||||||
Depreciation and amortization | 20,322 | 20,921 | ||||||
Total expenses | 48,591 | 49,154 | ||||||
Operating income | 7,211 | 7,087 | ||||||
Other income (expense) | ||||||||
Other income | 152 | 40 | ||||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,415 | ||||||
Provision for credit losses | (542 | ) | — | |||||
Gain on sale of real estate investments | 68,913 | 253 | ||||||
Loss on extinguishment of debt and debt modification costs | (3,040 | ) | — | |||||
Interest expense, net | (13,835 | ) | (14,916 | ) | ||||
Total other income (expense) | 53,935 | (12,208 | ) | |||||
Net income (loss) | 61,146 | (5,121 | ) | |||||
Preferred stock dividends | (14,617 | ) | (13,547 | ) | ||||
Preferred stock accretion | (7,022 | ) | (3,925 | ) | ||||
Net income (loss) attributable to noncontrolling interests | ||||||||
Operating Partnership units | 10,160 | (5,822 | ) | |||||
Partially owned properties | 5,766 | (278 | ) | |||||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) per common share - Basic | $ | 1.00 | $ | (0.70 | ) | |||
Net income (loss) per common share – Diluted | $ | 1.00 | $ | (0.70 | ) | |||
Weighted average basic common shares outstanding | 23,089,364 | 24,087,811 | ||||||
Weighted average diluted common shares outstanding | 23,288,089 | 24,087,811 |
8
Consolidated Balance Sheets
First Quarter 2021
(Unaudited and dollars in thousands except for share and per share amounts)
March 31, 2021 | December 31, 2020 | |||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 268,731 | $ | 279,481 | ||||
Buildings and improvements | 1,757,833 | 1,889,471 | ||||||
Furniture, fixtures and equipment | 76,790 | 78,438 | ||||||
Total Gross Real Estate Investments | 2,103,354 | 2,247,390 | ||||||
Accumulated depreciation | (187,553 | ) | (186,426 | ) | ||||
Total Net Operating Real Estate Investments | 1,915,801 | 2,060,964 | ||||||
Operating real estate held for sale, net | 32,518 | 36,213 | ||||||
Total Net Real Estate Investments | 1,948,319 | 2,097,177 | ||||||
Cash and cash equivalents | 148,070 | 83,868 | ||||||
Restricted cash | 32,618 | 35,093 | ||||||
Notes and accrued interest receivable, net | 169,712 | 157,734 | ||||||
Due from affiliates | 10,447 | 339 | ||||||
Accounts receivable, prepaids and other assets, net | 39,198 | 29,502 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 65,874 | 83,485 | ||||||
In-place lease intangible assets, net | 1,111 | 2,594 | ||||||
Non-real estate assets associated with operating real estate held for sale | 176 | 145 | ||||||
Total Assets | $ | 2,415,525 | $ | 2,489,937 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,434,318 | $ | 1,490,932 | ||||
Mortgages payable associated with operating real estate held for sale | 26,433 | 38,773 | ||||||
Revolving credit facilities | — | 33,000 | ||||||
Accounts payable | 1,500 | 1,317 | ||||||
Other accrued liabilities | 29,023 | 31,025 | ||||||
Due to affiliates | 665 | 618 | ||||||
Distributions payable | 13,035 | 13,421 | ||||||
Liabilities associated with operating real estate held for sale | 624 | 383 | ||||||
Total Liabilities | 1,505,598 | 1,609,469 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; no shares and 2,201,547 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | — | 54,332 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 440,934 and 513,489 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 402,243 | 469,907 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 56,533 | 56,462 | ||||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 13,622,291 and 9,717,917 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 308,362 | 219,967 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding | — | — | ||||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 66,867 | 66,867 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 25,110,432 and 22,020,950 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 251 | 220 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 1 | 1 | ||||||
Additional paid-in-capital | 332,926 | 304,710 | ||||||
Distributions in excess of cumulative earnings | (293,766 | ) | (313,392 | ) | ||||
Total Stockholders’ Equity | 106,279 | 58,406 | ||||||
Noncontrolling Interests | ||||||||
Operating Partnership units | 14,427 | (3,272 | ) | |||||
Partially owned properties | 22,083 | 24,666 | ||||||
Total Noncontrolling Interests | 36,510 | 21,394 | ||||||
Total Equity | 142,789 | 79,800 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,415,525 | $ | 2,489,937 |
9
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 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, 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, stock compensation expense and preferred stock accretion. 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.
10
We have acquired four operating properties, made six property investments through preferred equity or mezzanine loan investments, sold seven operating properties and received our full mezzanine loan or preferred equity in four investments subsequent to March 31, 2020. 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 income (loss), the most directly comparable GAAP financial measure, for the three months ended March 31, 2021 and 2020 (in thousands, except per share amounts):
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | |||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | |||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Real estate depreciation and amortization | 19,405 | 19,900 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (62,427 | ) | (110 | ) | ||||
FFO Attributable to Common Stockholders and Unit Holders | (8,739 | ) | (2,525 | ) | ||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-cash interest expense | 604 | 845 | ||||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | ||||||
Weather-related losses, net | 360 | — | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
CFFO Attributable to Common Stockholders and Unit Holders | $ | 5,323 | $ | 7,115 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Stockholders and Unit Holders - diluted | $ | (0.26 | ) | $ | (0.08 | ) | ||
CFFO Attributable to Common Stockholders and Unit Holders - diluted | $ | 0.16 | $ | 0.22 | ||||
Weighted average common shares and units outstanding - diluted | 33,319,020 | 32,668,294 |
11
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 income (loss) attributable to common stockholders to EBITDAre and Adjusted EBITDAre (unaudited and dollars in thousands).
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Preferred stock dividends | 14,617 | 13,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
Interest expense, net | 13,835 | 14,916 | ||||||
Real estate depreciation and amortization | 20,275 | 20,876 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (68,913 | ) | (253 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 3,040 | — | ||||||
EBITDAre | $ | 29,925 | $ | 30,418 | ||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Weather-related losses, net | 400 | — | ||||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Adjusted EBITDAre | $ | 33,867 | $ | 35,314 |
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.
12
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 income (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 | |||||||
March 31, | |||||||
2021 | 2020 | ||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | ||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | ||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | ||||
Add common stockholders and Operating Partnership Units pro-rata share of: | |||||||
Real estate depreciation and amortization | 19,405 | 19,900 | |||||
Non-real estate depreciation and amortization | 122 | 120 | |||||
Non-cash interest expense | 604 | 845 | |||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | |||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | |||||
Provision for credit losses | 542 | — | |||||
Property management fees | 1,223 | 1,232 | |||||
Acquisition and pursuit costs | 11 | 1,269 | |||||
Corporate operating expenses | 6,570 | 6,296 | |||||
Weather-related losses, net | 360 | — | |||||
Preferred dividends | 14,617 | 13,547 | |||||
Preferred stock accretion | 7,022 | 3,925 | |||||
Less common stockholders and Operating Partnership Units pro-rata share of: | |||||||
Other income, net | 51 | 40 | |||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,574 | |||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | |||||
Gain on sale of real estate investments | 62,427 | 110 | |||||
Pro-rata share of properties’ income | 17,265 | 16,181 | |||||
Add: | |||||||
Noncontrolling interest pro-rata share of partially owned property income | 637 | 803 | |||||
Total property income | 17,902 | 16,984 | |||||
Add: | |||||||
Interest expense | 13,247 | 14,070 | |||||
Net operating income | 31,149 | 31,054 | |||||
Less: | |||||||
Non-same store net operating income | 7,188 | 7,235 | |||||
Same store net operating income (1) | $ | 23,961 | $ | 23,819 |
(1) | Same store portfolio for the three months ended March 31, 2021 consists of 26 properties, which represent 9,116 units. |
13
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
#
14
Exhibit 99.2
1
Bluerock Residential Growth REIT, Inc.
First Quarter 2021
Supplemental Financial Information
(Unaudited)
Table of Contents
First Quarter Earnings Release | 3 |
Financial and Operating Highlights | 17 |
Share and Unit Information | 18 |
EBITDAre and Interest Information | 19 |
Financial Statistics | 20 |
Recent Investments | 21 |
Recent Dispositions | 22 |
Preferred Equity Investments, Notes and Accrued Interest Receivable, and Ground Lease | 23 |
Portfolio Information | 24 |
Renovation Table | 25 |
Lease-up and Development Mezzanine/Preferred/Ground Lease Investments | 26 |
Condensed Consolidated Balance Sheets | 27 |
Consolidated Statements of Operations | 28 |
Reconciliation of Funds from Operations (FFO) and Core Funds from Operations (CFFO) | 29 |
Mortgages Payable Summary Information | 30 |
2021 Projected Guidance Information | 32 |
Definitions of Non-GAAP Financial Measures | 33 |
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 23, 2021, 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.
First Quarter Earnings Release
For Immediate Release
Bluerock Residential Growth REIT Announces First Quarter 2021 Results
- Portfolio Lease Rate Growth of 3.5% -
- April Portfolio Lease Rate Growth of 7.7% -
- Same Store Average Occupancy Increased 1.2% -
- Repurchased 3.6 Million Common Shares -
New York, NY (May 10, 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 March 31, 2021.
“We are encouraged by the substantial sequential reacceleration of rent growth and year over year improvement in same store occupancy which reflect a high-quality affordable Class A portfolio of highly amenitized live/work/play apartment communities,” said Ramin Kamfar, Company Chairman and CEO. “Our strategy of maintaining occupancy over the past year, along with the favorable positioning of our portfolio, is allowing us to achieve industry-leading lease rate growth.”
First Quarter Highlights
Financial Results
- | Net income attributable to common stockholders for the first quarter of 2021 was $23.6 million or $1.00 per diluted share, as compared to net loss attributable to common stockholders of ($16.5) million or ($0.70) per diluted share in the prior year period. |
- | Core funds from operations attributable to common stockholders and unit holders (“CFFO”) was $5.3 million, or $0.16 per diluted share, compared to $7.1 million, or $0.22 per diluted share, in the prior year period, as this year’s results were partially impacted by additional capital on the balance sheet. |
Portfolio Performance
- | Collected 97% of rents from multifamily properties for the three months ended March 31, 2021. |
- | Total rental and other property revenues grew 1.4% to $51.1 million for the quarter from $50.4 million in the prior year period. |
- | Blended lease rate growth of 3.5%, up 300 basis points on a sequential quarter-over-quarter basis. |
- | March 2021 average lease growth finished at 5.8%, with renewals at 5.5% and new leases at 6.1%. Average lease growth accelerated to 7.7% growth in April. |
- | Portfolio occupancy was 95.8% at March 31, 2021, up 150 basis points from the prior year. |
- | Property Net Operating Income (“NOI”) was $31.1 million, consistent with $31.1 million in the prior year period. |
- | Property operating margins were 61.0% compared to 61.7% in the prior year period. |
3
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
- | Same store average occupancy expanded 120 basis points and same store average rent increased 1.0%, as compared to the prior year period. |
- | Same store revenue grew 2.0% and same store NOI increased 0.6%, as compared to the prior year period. |
Portfolio Activity
- | Consolidated real estate investments, at cost, were approximately $2.1 billion. |
- | Sold three operating assets and two development properties for aggregate gross sales prices of $303 million with net proceeds of $102 million. The assets were sold at in-place cap rates of 4.0% adjusting for the buyer’s year one taxes and $300 per unit replacement reserves. |
- | Invested $7 million in preferred equity in a new stabilized property and completed funding for eight existing preferred equity, mezzanine loan, and ground lease investments for $21 million. |
- | Completed 72 value-add unit upgrades during the quarter achieving an average 24.3% ROI. |
Balance Sheet and Market Activity
- | Had $260.5 million of unrestricted cash and availability under revolving credit facilities as of March 31, 2021. |
- | Paid quarterly dividend of $0.1625 in cash per share of common stock. |
- | Raised $98 million through its continuous registered Series T Preferred Stock offering in the quarter. |
- | Completed redemptions of its remaining 8.25% Series A Cumulative Redeemable Preferred Stock totaling $56 million, including accrued and unpaid dividends. |
- | Redeemed 72,535 shares of Series B Preferred Stock through the issuance of 6,518,267 shares of Class A common stock. |
- | Repurchased 3,557,562 shares of Class A common stock during the quarter at an average price of $11.45 per share. |
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.
First Quarter 2021 Financial Results
Net income attributable to common stockholders for the first quarter of 2021 was $23.6 million, compared to net loss attributable to common stockholders of ($16.5) million in the prior year period. Net income in 2021 was positively impacted by three asset sales generating $69 million in gain on sale of real estate investments. Net income (loss) attributable to common stockholders included non-cash expenses of $21.6 million or $0.93 per share in the first quarter of 2021 compared to $20.9 million or $0.88 per share for the prior year period.
CFFO for the first quarter of 2021 was $5.3 million, or $0.16 per diluted share, compared to $7.1 million, or $0.22 per diluted share, in the prior year period. CFFO was positively impacted by an increase in property NOI of $0.1 million and a decrease in interest expense of $0.8 million. This was primarily offset by a year-over-year reduction of $1.2 million in interest income from mezzanine loan and ground lease investments, $0.1 million in preferred returns, a $0.5 million increase in general and administrative expenses and preferred stock dividends of $1.1 million.
4
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Total Portfolio Performance
$ In thousands, except average rental rates | 1Q21 | 1Q20 | Variance | ||||||||||
Total Revenues (1) | $ | 55,802 | $ | 56,241 | (0.8 | )% | |||||||
Property Operating Expenses | $ | 19,932 | $ | 19,299 | 3.3 | % | |||||||
NOI | $ | 31,149 | $ | 31,054 | 0.3 | % | |||||||
Operating Margin | 61.0 | % | 61.7 | % | (70 | )bps | |||||||
Average Occupancy Percentage | 95.2 | % | 94.2 | % | 100 | bps | |||||||
Average Rental Rate | $ | 1,315 | $ | 1,331 | (1.2 | )% |
(1) Including interest income from mezzanine loan and ground lease investments.
For the first quarter of 2021, property revenues increased by 1.4% compared to the same prior year period. Total portfolio NOI was $31.1 million, an increase of $0.1 million, or 0.3%, compared to the same period in the prior year. Property NOI margins were 61.0% of revenue for the quarter, compared to 61.7% in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 1Q21 | 1Q20 | Variance | ||||||||||
Revenues | $ | 38,798 | $ | 38,028 | 2.0 | % | |||||||
Property Operating Expenses | $ | 14,837 | $ | 14,209 | 4.4 | % | |||||||
NOI | $ | 23,961 | $ | 23,819 | 0.6 | % | |||||||
Operating Margin | 61.8 | % | 62.6 | % | (80 | )bps | |||||||
Average Occupancy Percentage | 95.4 | % | 94.2 | % | 120 | bps | |||||||
Average Rental Rate | $ | 1,332 | $ | 1,319 | 1.0 | % |
The Company’s same store portfolio for the quarter ended March 31, 2021 included 26 properties. For the first quarter of 2021, same store NOI was $24.0 million, an increase of $0.1 million, or 0.6%, compared to the 2020 period. Same store property revenues grew by 2.0% compared to the 2020 period, primarily driven by a 120-basis point increase in occupancy and 1.0% increase in average rental rates; of the Company’s 26 same store properties, 21 recognized occupancy increases and 18 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 4.4%, or $0.6 million, primarily due to non-controllable real estate tax and insurance expense increases of $0.42 million due to municipality tax increases and industrywide multifamily insurance price increases with the remaining $0.18 million due to administrative and repairs and maintenance expense increases.
Renovation Activity
The Company completed 72 value-add unit upgrades during the first quarter of 2021 achieving an average 24.3% ROI. Since inception, the Company has completed 3,027 value-add unit upgrades at an average cost of $5,953 per unit and achieved an average monthly rental rate increase of $117 per unit, equating to an average 23.6% ROI on all unit upgrades leased as of March 31, 2021. The Company has identified approximately 4,349 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations.
5
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Portfolio Activity
The following activities were completed during the first quarter:
- | Made a preferred equity investment of $7 million in a stabilized asset with 262-units called The Riley, located in Richardson, Texas. |
- | Funded $21 million under existing preferred equity, mezzanine loan, and ground lease commitments in eight investments. |
- | 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. |
- | On February 24, 2021, the Company sold James at South First for a gross sales price of $50 million and net proceeds to the Company of $18 million. |
- | On March 1, 2021, the Company sold Marquis at the Cascades for a gross sales price of $91 million and net proceeds to the Company of $33 million. |
- | On March 18, 2021, the Company’s preferred equity investment in The Conley was redeemed for $17 million. |
- | On March 25, 2021, Alexan Southside Place was sold and the Company’s preferred equity investment was redeemed for $9.8 million in April 2021, with an additional $0.3 million expected to be received before year end. |
The Company completed the following activity subsequent to March 31, 2021:
- | On April 12, 2021, the Company made a $10.7 million preferred equity investment in the operating partnership of Peak Housing, a private REIT invested in a portfolio of 474 single-family homes located throughout Texas. |
- | On April 14, 2021, the Company acquired a 95% interest in an 80-unit apartment community located in Olympia, Washington, known as Yauger Park. The total purchase price was $24.5 million, funded in part through the assumption of $15.1 million in mortgage loans secured by the property. |
- | On April 26, 2021, the Company sold Plantation Park for a gross sales price of $32 million and net proceeds to the Company of $2.7 million. |
Balance Sheet
As of March 31, 2021, the Company had $260.5 million of unrestricted cash and availability under its revolving credit facilities, and $1.5 billion of indebtedness outstanding.
During the first quarter, the Company raised gross proceeds of approximately $98.0 million through the issuance of 3.9 million shares of Series T Preferred Stock at $25.00 per share.
The Company repurchased 3,557,562 shares of Class A Common Stock during the first quarter at an average price of $11.45 per share and increased its repurchase program up to an aggregate $150 million.
6
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
On February 26, 2021, the Company redeemed the remaining 2,201,547 shares of its 8.25% Series A Cumulative Redeemable Preferred Stock. The total cost to redeem the shares was $55.7 million, including accrued and unpaid dividends.
The Company redeemed 72,535 shares of Series B Preferred Stock through the issuance of 6,518,267 shares of Class A common stock.
Dividend
On March 12, 2021, the Board of Directors authorized, and the Company declared, a quarterly cash dividend for the first quarter of 2021 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 March 25, 2021, which was paid on April 5, 2021. A portion of each dividend may constitute a return of capital for tax purposes.
On March 12, 2021, 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 first quarter of 2021, 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 first quarter of 2021, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record as of March 25, 2021 and were paid on April 5, 2021.
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, February 25, 2021, and March 25, 2021, which were paid in cash on February 5, 2021, 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 were payable to the stockholders of record as of January 25, 2021, February 25, 2021, and March 25, 2021, and were paid in cash on February 5, 2021, March 5, 2021 and April 5, 2021, respectively.
On April 12, 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 April 23, 2021, which was paid in cash on May 5, 2021, and as of May 25, 2021, and June 25, 2021, which will be paid in cash on June 4, 2021 and July 2, 2021, respectively.
On April 12, 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 April 23, 2021, which was paid in cash on May 5, 2021, and as of May 25, 2021, and June 25, 2021, which will be paid in cash on June 4, 2021 and July 2, 2021, respectively.
2021 Guidance
The Company is reaffirming its prior 2021 CFFO 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 32 of Company’s First Quarter 2021 Earnings Supplement available under the Investors section on the Company’s website (www.bluerockresidential.com).
7
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Monday, May 10, 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 June 10, 2021 at https://services.choruscall.com/mediaframe/webcast.html?webcastid=VDVxOVOq, as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10155057.
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 primarily affordable Class A 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 23, 2021, 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.
8
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred/ground lease investments as of March 31, 2021:
Multifamily Community Name | Location | Number of Units | Year Built/ Renovated (1) | Ownership Interest | Average Rent (2) | % Occupied (3) | ||||||||||||||||||
Consolidated Operating Properties: | ||||||||||||||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | $ | 1,293 | 94.6% | ||||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,417 | 96.4% | |||||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,412 | 96.7% | |||||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,503 | 93.5% | |||||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,674 | 92.8% | |||||||||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 100 | % | 1,252 | 96.9% | |||||||||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 100 | % | 1,263 | 95.9% | |||||||||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 90 | % | 1,387 | 97.5% | |||||||||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 92 | % | 964 | 98.1% | |||||||||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 90 | % | 1,087 | 97.2% | |||||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,364 | 95.5% | |||||||||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 100 | % | 1,246 | 97.2% | |||||||||||||||||
Elan | Austin, TX | 270 | 2007 | 100 | % | 1,134 | 95.6% | |||||||||||||||||
Element | Las Vegas, NV | 200 | 1995 | 100 | % | 1,274 | 94.5% | |||||||||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 100 | % | 1,408 | 98.6% | |||||||||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 100 | % | 1,287 | 95.4% | |||||||||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 90 | % | 1,143 | 99.4% | |||||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 1,090 | 93.7% | |||||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,303 | 97.0% | |||||||||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,380 | 97.8% | |||||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,232 | 94.5% | |||||||||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 100 | % | 1,264 | 95.5% | |||||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,586 | 95.9% | |||||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,374 | 94.7% | |||||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 100 | % | 1,313 | 95.1% | |||||||||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 100 | % | 1,799 | 91.6% | |||||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,466 | 95.5% | |||||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,051 | 95.1% | |||||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,498 | 97.9% | |||||||||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | 1,376 | 96.6% | |||||||||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 100 | % | 1,132 | 95.3% | |||||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 1,021 | 95.5% | |||||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,181 | 95.1% | |||||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,373 | 96.0% | |||||||||||||||||
Total/Average Consolidated Operating Properties | 11,584 | $ | 1,318 | (5) | 95.8% | |||||||||||||||||||
Mezzanine/Preferred/Ground Lease Investments: | ||||||||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,525 | ||||||||||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | (4) | ||||||||||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 863 | |||||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,290 | |||||||||||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | (4) | ||||||||||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 993 | |||||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 983 | |||||||||||||||||||||
Mira Vista | Austin, TX | 200 | 1,087 | |||||||||||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | (4) | ||||||||||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,140 | |||||||||||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | (4) | ||||||||||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,278 | |||||||||||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,224 | |||||||||||||||||||||
The Commons | Jacksonville, FL | 328 | 902 | |||||||||||||||||||||
The Hartley at Blue Hill, formerly The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | (4) | ||||||||||||||||||||
The Riley | Richardson, TX | 262 | 1,430 | |||||||||||||||||||||
Thornton Flats | Austin, TX | 104 | 1,499 | |||||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,134 | |||||||||||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,141 | |||||||||||||||||||||
Wayford at Concord | Concord, NC | 150 | 1,707 | (4) | ||||||||||||||||||||
Zoey | Austin, TX | 307 | 1,762 | (4) | ||||||||||||||||||||
Total/Average Mezzanine/Preferred/Ground Lease Investments | 4,873 | $ | 1,432 | (6) | ||||||||||||||||||||
Total/Average Portfolio | 16,457 | $ | 1,351 | (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 March 31, 2021. |
(3) | Percent occupied is calculated as (i) the number of units occupied as of March 31, 2021, divided by (ii) total number of units, expressed as a percentage. |
(4) | Represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization. |
(5) | The average effective monthly rent including sold properties was $1,315 for the three months ended March 31, 2021. |
(6) | The average effective monthly rent including sold properties was $1,438 for the three months ended March 31, 2021. |
(7) | The average effective monthly rent including sold properties was $1,352 for the three months ended March 31, 2021. |
9
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Consolidated Statement of Operations
For the Three Months Ended March 31, 2021 and 2020
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Revenues | ||||||||
Rental and other property revenues | $ | 51,081 | $ | 50,353 | ||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | ||||||
Total revenues | 55,802 | 56,241 | ||||||
Expenses | ||||||||
Property operating | 19,932 | 19,299 | ||||||
Property management fees | 1,281 | 1,294 | ||||||
General and administrative | 6,645 | 6,371 | ||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Weather-related losses, net | 400 | — | ||||||
Depreciation and amortization | 20,322 | 20,921 | ||||||
Total expenses | 48,591 | 49,154 | ||||||
Operating income | 7,211 | 7,087 | ||||||
Other income (expense) | ||||||||
Other income | 152 | 40 | ||||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,415 | ||||||
Provision for credit losses | (542 | ) | — | |||||
Gain on sale of real estate investments | 68,913 | 253 | ||||||
Loss on extinguishment of debt and debt modification costs | (3,040 | ) | — | |||||
Interest expense, net | (13,835 | ) | (14,916 | ) | ||||
Total other income (expense) | 53,935 | (12,208 | ) | |||||
Net income (loss) | 61,146 | (5,121 | ) | |||||
Preferred stock dividends | (14,617 | ) | (13,547 | ) | ||||
Preferred stock accretion | (7,022 | ) | (3,925 | ) | ||||
Net income (loss) attributable to noncontrolling interests | ||||||||
Operating Partnership units | 10,160 | (5,822 | ) | |||||
Partially owned properties | 5,766 | (278 | ) | |||||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) per common share - Basic | $ | 1.00 | $ | (0.70 | ) | |||
Net income (loss) per common share – Diluted | $ | 1.00 | $ | (0.70 | ) | |||
Weighted average basic common shares outstanding | 23,089,364 | 24,087,811 | ||||||
Weighted average diluted common shares outstanding | 23,288,089 | 24,087,811 |
10
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Consolidated Balance Sheets
First Quarter 2021
(Unaudited and dollars in thousands except for share and per share amounts)
March 31, 2021 | December 31, 2020 | |||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 268,731 | $ | 279,481 | ||||
Buildings and improvements | 1,757,833 | 1,889,471 | ||||||
Furniture, fixtures and equipment | 76,790 | 78,438 | ||||||
Total Gross Real Estate Investments | 2,103,354 | 2,247,390 | ||||||
Accumulated depreciation | (187,553 | ) | (186,426 | ) | ||||
Total Net Operating Real Estate Investments | 1,915,801 | 2,060,964 | ||||||
Operating real estate held for sale, net | 32,518 | 36,213 | ||||||
Total Net Real Estate Investments | 1,948,319 | 2,097,177 | ||||||
Cash and cash equivalents | 148,070 | 83,868 | ||||||
Restricted cash | 32,618 | 35,093 | ||||||
Notes and accrued interest receivable, net | 169,712 | 157,734 | ||||||
Due from affiliates | 10,447 | 339 | ||||||
Accounts receivable, prepaids and other assets, net | 39,198 | 29,502 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 65,874 | 83,485 | ||||||
In-place lease intangible assets, net | 1,111 | 2,594 | ||||||
Non-real estate assets associated with operating real estate held for sale | 176 | 145 | ||||||
Total Assets | $ | 2,415,525 | $ | 2,489,937 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,434,318 | $ | 1,490,932 | ||||
Mortgages payable associated with operating real estate held for sale | 26,433 | 38,773 | ||||||
Revolving credit facilities | — | 33,000 | ||||||
Accounts payable | 1,500 | 1,317 | ||||||
Other accrued liabilities | 29,023 | 31,025 | ||||||
Due to affiliates | 665 | 618 | ||||||
Distributions payable | 13,035 | 13,421 | ||||||
Liabilities associated with operating real estate held for sale | 624 | 383 | ||||||
Total Liabilities | 1,505,598 | 1,609,469 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; no shares and 2,201,547 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | — | 54,332 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 440,934 and 513,489 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 402,243 | 469,907 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 56,533 | 56,462 | ||||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 13,622,291 and 9,717,917 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 308,362 | 219,967 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding | — | — | ||||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 66,867 | 66,867 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 25,110,432 and 22,020,950 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 251 | 220 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 1 | 1 | ||||||
Additional paid-in-capital | 332,926 | 304,710 | ||||||
Distributions in excess of cumulative earnings | (293,766 | ) | (313,392 | ) | ||||
Total Stockholders’ Equity | 106,279 | 58,406 | ||||||
Noncontrolling Interests | ||||||||
Operating Partnership units | 14,427 | (3,272 | ) | |||||
Partially owned properties | 22,083 | 24,666 | ||||||
Total Noncontrolling Interests | 36,510 | 21,394 | ||||||
Total Equity | 142,789 | 79,800 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,415,525 | $ | 2,489,937 |
11
Bluerock Residential Growth REIT, Inc.
First 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 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, 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, stock compensation expense and preferred stock accretion. 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.
12
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
We have acquired four operating properties, made six property investments through preferred equity or mezzanine loan investments, sold seven operating properties and received our full mezzanine loan or preferred equity in four investments subsequent to March 31, 2020. 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 income (loss), the most directly comparable GAAP financial measure, for the three months ended March 31, 2021 and 2020 (in thousands, except per share amounts):
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | |||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | |||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Real estate depreciation and amortization | 19,405 | 19,900 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (62,427 | ) | (110 | ) | ||||
FFO Attributable to Common Stockholders and Unit Holders | (8,739 | ) | (2,525 | ) | ||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-cash interest expense | 604 | 845 | ||||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | ||||||
Weather-related losses, net | 360 | — | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
CFFO Attributable to Common Stockholders and Unit Holders | $ | 5,323 | $ | 7,115 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Stockholders and Unit Holders - diluted | $ | (0.26 | ) | $ | (0.08 | ) | ||
CFFO Attributable to Common Stockholders and Unit Holders - diluted | $ | 0.16 | $ | 0.22 | ||||
Weighted average common shares and units outstanding - diluted | 33,319,020 | 32,668,294 |
13
Bluerock Residential Growth REIT, Inc.
First 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 income (loss) attributable to common stockholders to EBITDAre and Adjusted EBITDAre (unaudited and dollars in thousands).
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Preferred stock dividends | 14,617 | 13,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
Interest expense, net | 13,835 | 14,916 | ||||||
Real estate depreciation and amortization | 20,275 | 20,876 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (68,913 | ) | (253 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 3,040 | — | ||||||
EBITDAre | $ | 29,925 | $ | 30,418 | ||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Weather-related losses, net | 400 | — | ||||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Adjusted EBITDAre | $ | 33,867 | $ | 35,314 |
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.
14
Bluerock Residential Growth REIT, Inc.
First 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 income (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 | |||||||
March 31, | |||||||
2021 | 2020 | ||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | ||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | ||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | ||||
Add common stockholders and Operating Partnership Units pro-rata share of: | |||||||
Real estate depreciation and amortization | 19,405 | 19,900 | |||||
Non-real estate depreciation and amortization | 122 | 120 | |||||
Non-cash interest expense | 604 | 845 | |||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | |||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | |||||
Provision for credit losses | 542 | — | |||||
Property management fees | 1,223 | 1,232 | |||||
Acquisition and pursuit costs | 11 | 1,269 | |||||
Corporate operating expenses | 6,570 | 6,296 | |||||
Weather-related losses, net | 360 | — | |||||
Preferred dividends | 14,617 | 13,547 | |||||
Preferred stock accretion | 7,022 | 3,925 | |||||
Less common stockholders and Operating Partnership Units pro-rata share of: | |||||||
Other income, net | 51 | 40 | |||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,574 | |||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | |||||
Gain on sale of real estate investments | 62,427 | 110 | |||||
Pro-rata share of properties’ income | 17,265 | 16,181 | |||||
Add: | |||||||
Noncontrolling interest pro-rata share of partially owned property income | 637 | 803 | |||||
Total property income | 17,902 | 16,984 | |||||
Add: | |||||||
Interest expense | 13,247 | 14,070 | |||||
Net operating income | 31,149 | 31,054 | |||||
Less: | |||||||
Non-same store net operating income | 7,188 | 7,235 | |||||
Same store net operating income (1) | $ | 23,961 | $ | 23,819 |
(1) | Same store portfolio for the three months ended March 31, 2021 consists of 26 properties, which represent 9,116 units. |
15
Bluerock Residential Growth REIT, Inc.
First Quarter Earnings Release
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
#
16
Bluerock Residential Growth REIT, Inc.
Financial and Operating Highlights
For the Three Months Ended March 31, 2021
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
OPERATING INFORMATION | 2021 | 2020 | % Change | |||||||||
Total revenue | $ | 55,802 | $ | 56,241 | (0.8 | )% | ||||||
Total assets | $ | 2,415,525 | $ | 2,484,617 | (2.8 | )% | ||||||
Property NOI (1) | $ | 31,149 | $ | 31,054 | 0.3 | % | ||||||
Property NOI margins | 61.0 | % | 61.7 | % | (1.1 | )% | ||||||
Net income (loss) per common share - diluted | $ | 1.00 | $ | (0.70 | ) | - | ||||||
CFFO attributable to common stockholders and unit holders per share (2) | $ | 0.16 | $ | 0.22 | (27.3 | )% |
(1) | See page 35 for the Company's definition of this non-GAAP measurement and reasons for using it. | ||||||||||||
(2) | See page 33 for the Company's definition of this non-GAAP measurement and reasons for using it. | ||||||||||||
17
Bluerock Residential Growth REIT, Inc.
Share and Unit Information
First Quarter 2021
(Unaudited)
Weighted Average Common Stock and Units Outstanding for the quarter ended March 31, 2021 | ||||
Class A Common Stock | 23,012,761 | |||
Class C Common Stock | 76,603 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,089,364 | |||
Warrants (1) | 97,416 | |||
Restricted Stock Grants (2) | 101,309 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,288,089 | |||
OP Units | 6,310,232 | |||
LTIP Units | 3,720,699 | |||
Weighted Average Common Stock and Total Units Outstanding, Diluted | 33,319,020 | |||
Outstanding Common Stock and Units at March 31, 2021 | 36,510,581 | |||
Outstanding 6.000% Series B Redeemable Preferred Stock at March 31, 2021 | 440,934 | |||
Outstanding 7.625% Series C Cumulative Redeemable Preferred Stock at March 31, 2021 | 2,295,845 | |||
Outstanding 7.125% Series D Cumulative Preferred Stock at March 31, 2021 | 2,774,338 | |||
Outstanding 6.150% Series T Redeemable Preferred Stock at March 31, 2021 | 13,622,291 |
(1) | Potential dilution from warrants outstanding from issuances in connection with Series B Preferred Stock offering. |
(2) | Potential dilution from restricted common stock granted to employees. |
The following table reflects the impact of various LTIP Unit issuances, share repurchases, and other share/unit changes subsequent to December 31, 2020:
Share Type |
Shares
and
units outstanding December 31, 2020 |
Class
A
common share repurchase |
Class
A
common from Series B Company redemptions |
Class
A
common from Series B and Series T holder redemptions |
LTIP
Issuances |
Other |
Shares
and
units outstanding March 31, 2021 |
Ownership
% |
||||||||||||||||||||||||
Class A Common Stock | 22,020,950 | (3,557,562 | ) | 6,401,792 | 172,632 | - | 72,620 | 25,110,432 | 68.78 | % | ||||||||||||||||||||||
Class C Common Stock | 76,603 | - | - | - | - | - | 76,603 | 0.21 | % | |||||||||||||||||||||||
Total share equivalents | 22,097,553 | (3,557,562 | ) | 6,401,792 | 172,632 | - | 72,620 | 25,187,035 | 68.99 | % | ||||||||||||||||||||||
OP Units | 6,310,856 | - | - | - | - | (730 | ) | 6,310,126 | 17.28 | % | ||||||||||||||||||||||
LTIP Units | 4,046,609 | - | - | - | 1,028,104 | (61,293 | ) | 5,013,420 | 13.73 | % | ||||||||||||||||||||||
Total noncontrolling interest | 10,357,465 | - | - | - | 1,028,104 | (62,023 | ) | 11,323,546 | 31.01 | % | ||||||||||||||||||||||
Total shares, OP and LTIP Units | 32,455,018 | (3,557,562 | ) | 6,401,792 | 172,632 | 1,028,104 | 10,597 | 36,510,581 | 100.00 | % |
18
Bluerock Residential Growth REIT, Inc.
EBITDAre and Interest Information
First Quarter 2021
(Unaudited and dollars in thousands)
Three Months Ended | ||||
March 31, | ||||
2021 | ||||
Q1 EBITDAre Calculation | ||||
Net income attributable to common stockholders | $ | 23,581 | ||
Net income attributable to noncontrolling interests | 15,926 | |||
Preferred stock dividends | 14,617 | |||
Preferred stock accretion | 7,022 | |||
Interest expense, net | 13,835 | |||
Real estate depreciation and amortization | 20,275 | |||
Provision for credit losses | 542 | |||
Gain on sale of real estate investments | (68,913 | ) | ||
Loss on extinguishment of debt and debt modification costs | 3,040 | |||
EBITDAre (1) | $ | 29,925 | ||
Acquisition and pursuit costs | 11 | |||
Non-real estate depreciation and amortization | 122 | |||
Weather-related losses, net | 400 | |||
Non-cash equity compensation | 3,311 | |||
Other expense, net | 98 | |||
Adjusted EBITDAre | $ | 33,867 | ||
Modified Q1 EBITDAre Calculation (2) | ||||
Adjusted EBITDAre | $ | 33,867 | ||
Adjustment | (1,480 | ) | ||
Modified Q1 EBITDAre | $ | 32,387 | ||
Modified Q1 EBITDAre annualized | $ | 129,548 | ||
Modified Q1 Interest Calculation (2)(3) | ||||
Interest expense | $ | 13,247 | ||
Adjustment | (435 | ) | ||
Modified Q1 interest expense | $ | 12,812 | ||
Modified Q1 interest expense annualized | $ | 51,248 |
(1) | See page 34 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 January 1, 2021: (i) sales of Alexan Southside Place, ARIUM Grandewood, James on South First, Marquis at The Cascades, and The Conley, (ii) preferred investment in The Riley, and (iii) additional investments at Alexan CityCentre, Avondale Hills, Domain at The One Forty, Motif, Reunion 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. |
19
Bluerock Residential Growth REIT, Inc.
Financial Statistics
First Quarter 2021
(Unaudited and dollars in thousands)
Three Months Ended | ||||
March 31, | ||||
2021 | ||||
Interest Coverage Ratio | ||||
Modified Q1 EBITDAre * | $ | 32,387 | ||
Modified Q1 interest expense (4) * | 12,812 | |||
Interest coverage ratio | 2.53 | x | ||
Quarterly Fixed Charge Coverage Ratio | ||||
Modified Q1 interest expense (4) * | $ | 12,812 | ||
Preferred stock dividends | 14,617 | |||
Total fixed charges | $ | 27,429 | ||
Modified Q1 EBITDAre * | 32,387 | |||
Modified Q1 EBITDAre fixed charge coverage ratio | 1.18 | x | ||
Net Debt / Modified EBITDAre Ratio | ||||
Total debt (1) | $ | 1,465,355 | ||
Less: cash (3) | (180,688 | ) | ||
Net debt (total debt less cash) | $ | 1,284,667 | ||
Modified Q1 EBITDAre (annualized)* | 129,548 | |||
Net debt / modified EBITDAre ratio | 9.92 | x | ||
Leverage as a Percentage of Assets | ||||
Total debt (1) | $ | 1,465,355 | ||
Total undepreciated assets (2) | 2,606,373 | |||
Total debt / total undepreciated assets | 56.2 | % | ||
Net debt / net undepreciated assets (less cash) | 53.0 | % | ||
Leverage as a Percentage of Enterprise Value | ||||
Total market cap (5) | $ | 1,282,020 | ||
Total debt (1) | 1,465,355 | |||
Total enterprise value | $ | 2,747,375 | ||
Total debt / total enterprise value | 53.3 | % | ||
Net debt / total enterprise value | 46.8 | % |
(1) | Total debt excludes amortization of fair market value adjustments of $6.2 million and deferred financing costs of $10.8 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 March 31, 2021 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 January 1, 2021: (i) sales of Alexan Southside Place, ARIUM Grandewood, James on South First, Marquis at The Cascades, and The Conley, (ii) preferred investment in The Riley, and (iii) additional investments at Alexan CityCentre, Avondale Hills, Domain at The One Forty, Motif, Reunion Apartments, Vickers Historic Roswell, and Zoey. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts. See prior page for calculations. | |
20
Bluerock Residential Growth REIT, Inc.
Recent Investments
(Unaudited)
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 | ||||||||||||||||||||||||||||
The Riley | Dallas, TX | 3/1/2021 | 2018 | 262 | $ | 7.0 | $ | 7.0 | $ | 1,430 | ||||||||||||||||||
Total Preferred Equity | 262 | 7.0 | 7.0 | 1,430 | ||||||||||||||||||||||||
Total/Average | 262 | $ | 7.0 | $ | 7.0 | $ | 1,430 |
(1) | All dates are for the year construction was completed, or the date that a significant renovation was completed. | |||||||
(2) | Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2021. | |||||||
21
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 | ||||||||||||||||||||
ARIUM Grandewood | Orlando, FL | 1/28/2021 | 306 | 100 | % | $ | 65.3 | $ | 25.1 | |||||||||||
James on South First | Austin, TX | 2/24/2021 | 250 | 90 | % | 50.0 | 18.1 | |||||||||||||
Marquis at The Cascades | Tyler, TX | 3/1/2021 | 582 | 90 | % | 90.9 | 32.6 | |||||||||||||
Total Operating Properties | 1,138 | 206.2 | 75.8 | |||||||||||||||||
Preferred Equity | ||||||||||||||||||||
The Conley | Leander, TX | 3/18/2021 | 259 | — | 52.1 | 16.5 | ||||||||||||||
Alexan Southside Place | Houston, TX | 3/25/2021 | 270 | — | 45.1 | 10.1 | ||||||||||||||
Total Preferred Equity | 529 | 97.2 | 26.6 | |||||||||||||||||
Total | 1,667 | $ | 303.4 | $ | 102.4 |
22
Bluerock Residential Growth REIT, Inc.
Preferred Equity Investments, Notes and Accrued Interest Receivable, and Ground Lease
For the Three Months Ended March 31, 2021
(Unaudited and dollars in thousands)
Multifamily Community Name |
Investment Balance as of December 31, 2020 |
Change |
Investment Balance as of March 31, 2021 |
Return as of March 31, 2021 |
CFFO Earned for the Three Months Ended March 31, 2021 |
|||||||||||||||
Preferred Equity Investments | ||||||||||||||||||||
Operating – Stabilized | ||||||||||||||||||||
Alexan CityCentre | $ | 15,063 | $ | 662 | $ | 15,725 | 17.9 | % | $ | 663 | ||||||||||
Mira Vista | 5,250 | - | 5,250 | 10.1 | % | 133 | ||||||||||||||
Strategic Portfolio | 27,054 | - | 27,054 | 10.5 | % | 710 | ||||||||||||||
The Riley | - | 6,961 | 6,961 | 11.0 | % | 64 | ||||||||||||||
Thornton Flats | 4,600 | - | 4,600 | 9.0 | % | 102 | ||||||||||||||
Wayford at Concord | 6,500 | - | 6,500 | 13.0 | % | 210 | ||||||||||||||
Total operating - stabilized | 58,467 | 7,623 | 66,090 | 1,882 | ||||||||||||||||
Development | ||||||||||||||||||||
Encore Chandler (1) | - | - | - | 13.0 | % | - | ||||||||||||||
Total development | - | - | - | - | ||||||||||||||||
Sold | ||||||||||||||||||||
Alexan Southside Place | 26,038 | (26,038 | ) | - | - | |||||||||||||||
The Conley | 15,036 | (15,036 | ) | - | 405 | |||||||||||||||
Total sold | 41,074 | (41,074 | ) | - | 405 | |||||||||||||||
Other | 97 | 2 | 99 | (2 | ) | - | ||||||||||||||
Provision for credit losses (3) | (16,153 | ) | 15,838 | (315 | ) | - | ||||||||||||||
$ | 83,485 | $ | (17,611 | ) | $ | 65,874 | $ | 2,287 | ||||||||||||
Mezzanine Loans (4) | ||||||||||||||||||||
Operating - Stabilized | ||||||||||||||||||||
Domain at The One Forty (2) | $ | 24,315 | $ | 211 | $ | 24,526 | 4.0 | % | $ | 239 | ||||||||||
Vickers Historic Roswell (2) | 12,048 | 394 | 12,442 | 15.0 | % | 440 | ||||||||||||||
Total operating - stabilized | 36,363 | 605 | 36,968 | 679 | ||||||||||||||||
Lease-up | ||||||||||||||||||||
Motif (2) | 75,436 | 2,113 | 77,549 | 12.9 | % | 2,374 | ||||||||||||||
Total lease-up | 75,436 | 2,113 | 77,549 | 2,374 | ||||||||||||||||
Development | ||||||||||||||||||||
Avondale Hills | 1,021 | 6,860 | 7,881 | 12.0 | % | 117 | ||||||||||||||
Reunion Apartments | 8,161 | 2,305 | 10,466 | 12.0 | % | 290 | ||||||||||||||
The Hartley at Blue Hill, formerly The Park at Chapel Hill (5) | 36,927 | 496 | 37,423 | 11.5 | % | 1,023 | ||||||||||||||
Total development | 46,109 | 9,661 | 55,770 | 1,430 | ||||||||||||||||
Provision for credit losses (3) | (174 | ) | (401 | ) | (575 | ) | - | |||||||||||||
$ | 157,734 | $ | 11,978 | $ | 169,712 | $ | 4,483 | |||||||||||||
Ground Lease - Development (4) (6) | ||||||||||||||||||||
Zoey | $ | 15,396 | 8,575 | 23,971 | 5.0 | % | $ | 238 | ||||||||||||
Provision for credit losses (3) | (42 | ) | (49 | ) | (91 | ) | - | |||||||||||||
$ | 15,354 | $ | 8,526 | $ | 23,880 | $ | 238 |
(1) The investment closed on December 31, 2020 with a loan commitment of $10.2 million, none of which had been funded as of March 31, 2021.
(2) The Company also holds an equity method investment with 0.5% common ownership.
(3) The Company recorded a general provision for credit losses of $542 during the three months ended March 31, 2021 on its total preferred equity, mezzanine loans and ground lease investments. In conjunction with the sale of Alexan Southside Place in March 2021, the $15.9 million provision for credit loss recorded in December 2020 reduced the recoverability of the Alexan Southside Place investment.
(4) Investment balances include accrued interest.
(5) The investment includes a $5.0 million senior loan and a $31.0 million mezzanine loan.
(6) Ground lease investments are included in accounts receivable, prepaids and other assets.
23
Bluerock Residential Growth REIT, Inc.
Portfolio Information
First Quarter 2021
(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 | $ | 1,293 | $ | 1,377 | 94.5 | % | |||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 1,417 | 1,563 | 95.1 | % | |||||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 1,412 | 1,591 | 94.4 | % | |||||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 1,503 | 1,639 | 94.3 | % | |||||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 1,674 | 1,840 | 94.3 | % | |||||||||||||||||
Avenue 25 | Phoenix, AZ | 254 | 2013 | 1,252 | 1,413 | 95.4 | % | |||||||||||||||||
Carrington at Perimeter Park | Morrisville, NC | 266 | 2007 | 1,263 | 1,341 | 93.0 | % | |||||||||||||||||
Chattahoochee Ridge | Atlanta, GA | 358 | 1996 | 1,387 | 1,450 | 96.2 | % | |||||||||||||||||
Chevy Chase | Austin, TX | 320 | 1971 | 964 | 1,072 | 98.4 | % | |||||||||||||||||
Cielo on Gilbert | Mesa, AZ | 432 | 1985 | 1,087 | 1,254 | 95.7 | % | |||||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 1,364 | 1,521 | 94.7 | % | |||||||||||||||||
Denim | Scottsdale, AZ | 645 | 1979 | 1,246 | 1,414 | 96.9 | % | |||||||||||||||||
Elan | Austin, TX | 270 | 2007 | 1,134 | 1,209 | 93.4 | % | |||||||||||||||||
Element | Las Vegas, NV | 200 | 1995 | 1,274 | 1,563 | 96.6 | % | |||||||||||||||||
Falls at Forsyth | Cumming, GA | 356 | 2019 | 1,408 | 1,556 | 95.9 | % | |||||||||||||||||
Gulfshore Apartment Homes | Naples, FL | 368 | 2016 | 1,287 | 1,370 | 94.9 | % | |||||||||||||||||
Navigator Villas | Pasco, WA | 176 | 2013 | 1,143 | 1,294 | 97.0 | % | |||||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 1,090 | 1,287 | 94.3 | % | |||||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 1,303 | 1,389 | 97.2 | % | |||||||||||||||||
Pine Lakes Preserve | Port St. Lucie, FL | 320 | 2003 | 1,380 | 1,556 | 96.5 | % | |||||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 1,232 | 1,362 | 92.0 | % | |||||||||||||||||
Providence Trail | Mount Juliet, TN | 334 | 2007 | 1,264 | 1,397 | 94.9 | % | |||||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 1,586 | 1,840 | 94.5 | % | |||||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 1,374 | 1,529 | 94.9 | % | |||||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 1,313 | 1,505 | 95.7 | % | |||||||||||||||||
The District at Scottsdale | Scottsdale, AZ | 332 | 2018 | 1,799 | 1,991 | 93.6 | % | |||||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 1,466 | 1,592 | 95.7 | % | |||||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 1,051 | 1,188 | 96.5 | % | |||||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 1,498 | 1,671 | 95.6 | % | |||||||||||||||||
The Reserve at Palmer Ranch | Sarasota, FL | 320 | 2016 | 1,376 | 1,511 | 96.2 | % | |||||||||||||||||
The Sanctuary | Las Vegas, NV | 320 | 1988 | 1,132 | 1,332 | 95.5 | % | |||||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 1,021 | 1,157 | 95.1 | % | |||||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 1,181 | 1,258 | 95.6 | % | |||||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 1,373 | 1,496 | 95.3 | % | |||||||||||||||||
Total Consolidated Operating Properties | 11,584 | $ | 1,318 | (5) | $ | 1,464 | (5) | 95.2 | %(5) | |||||||||||||||
Mezzanine/Preferred/Ground Lease Investments: | ||||||||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,525 | $ | 1,637 | 95.7 | % | ||||||||||||||||
Avondale Hills | Decatur, GA | 240 | 1,538 | (4) | N/A | N/A | ||||||||||||||||||
Belmont Crossing | Smyrna, GA | 192 | 863 | 983 | 96.0 | % | ||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,290 | 1,435 | 96.7 | % | ||||||||||||||||||
Encore Chandler | Chandler, AZ | 208 | 1,457 | (4) | N/A | N/A | ||||||||||||||||||
Georgetown Crossing | Savannah, GA | 168 | 993 | 1,114 | 95.2 | % | ||||||||||||||||||
Hunter’s Pointe | Pensacola, FL | 204 | 983 | 1,128 | 98.0 | % | ||||||||||||||||||
Mira Vista | Austin, TX | 200 | 1,087 | 1,175 | 93.5 | % | ||||||||||||||||||
Motif | Fort Lauderdale, FL | 385 | 2,352 | (4) | N/A | N/A | ||||||||||||||||||
Park on the Square | Pensacola, FL | 240 | 1,140 | 1,315 | 99.1 | % | ||||||||||||||||||
Reunion Apartments | Orlando, FL | 280 | 1,366 | (4) | N/A | N/A | ||||||||||||||||||
Sierra Terrace | Atlanta, GA | 135 | 1,278 | 1,484 | 97.0 | % | ||||||||||||||||||
Sierra Village | Atlanta, GA | 154 | 1,224 | 1,336 | 90.3 | % | ||||||||||||||||||
The Commons | Jacksonville, FL | 328 | 902 | 1,010 | 97.7 | % | ||||||||||||||||||
The Hartley at Blue Hill, formerly The Park at Chapel Hill | Chapel Hill, NC | 414 | 1,599 | (4) | N/A | N/A | ||||||||||||||||||
The Riley | Richardson, TX | 262 | 1,430 | 1,523 | 92.7 | % | ||||||||||||||||||
Thornton Flats | Austin, TX | 104 | 1,499 | 1,659 | 93.6 | % | ||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,134 | 3,337 | 97.6 | % | ||||||||||||||||||
Water’s Edge | Pensacola, FL | 184 | 1,141 | 1,356 | 98.0 | % | ||||||||||||||||||
Wayford 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 | 4,873 | $ | 1,432 | (6) | $ | 1,362 | (6) | 96.1 | %(6) | |||||||||||||||
Total Portfolio | 16,457 | $ | 1,351 | (7) | $ | 1,445 | (7) | 95.4 | %(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 March 31, 2021.
(3) Revenue per occupied unit is total revenue divided by average number of occupied units for the three months ended March 31, 2021.
(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 $1,315, $1,459, and 95.2%, respectively, for the three months ended March 31, 2021.
(6) The average effective monthly rent, revenue per occupied unit, and average occupancy including sold properties was $1,438, $1,397, and 95.9%, respectively, for the three months ended March 31, 2021.
(7) The average effective monthly rent, revenue per occupied unit, and average occupancy including sold properties was $1,352, $1,446, and 95.4%, respectively, for the three months ended March 31, 2021.
24
Bluerock Residential Growth REIT, Inc. |
Renovation Table |
As of March 31, 2021 |
(Unaudited) |
Units and Investment | ||||||||||||||||||
2021 | To Date | |||||||||||||||||
Completed in 1Q |
Completed Year-to-date |
Total Expected Completions in 2021 |
Total Completed |
Unrenovated Units Remaining |
||||||||||||||
Number of Renovations | 72 | 72 | 500 – 1,000 | 3,027 | 4,349 | |||||||||||||
Renovation Cost per Unit | $ | 7,732 | $ | 7,732 | $7,500 - $8,500 |
Returns | |||||||||||||
Inception-to-date | |||||||||||||
Cost per Unit | Monthly Rent Premium | Return on Investment | |||||||||||
Weighted Average Returns to Date | $ | 5,953 | $ | 117 | 23.6 | % | |||||||
25
Bluerock Residential Growth REIT, Inc. |
Lease-up and Development Mezzanine/Preferred/Ground Lease Investments |
As of March 31, 2021 |
(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 | 133.3 | 359,481 | 88.8 | 1Q18 | 1Q20 | 2Q20 | 2Q22 | |||||||||||||||||||||||||||
Total lease-up units | 385 | |||||||||||||||||||||||||||||||||||
Development Investments | ||||||||||||||||||||||||||||||||||||
Zoey (5) | 307 | 59.5 | 37.1 | 193,811 | 25.5 | 1Q20 | 1Q22 | 2Q22 | 1Q23 | |||||||||||||||||||||||||||
Reunion Apartments (3) | 280 | 47.6 | 31.2 | 170,000 | 30.5 | 3Q20 | 1Q22 | 3Q22 | 1Q23 | |||||||||||||||||||||||||||
Avondale Hills (3) | 240 | 51.8 | 16.1 | 215,833 | 31.4 | 4Q20 | 1Q23 | 1Q23 | 1Q24 | |||||||||||||||||||||||||||
The Hartley at Blue Hill, formerly The Park at Chapel Hill(3) | 414 | 99.2 | 42.1 | 239,614 | 64.3 | 2Q20 | 4Q21 | 1Q23 | 3Q23 | |||||||||||||||||||||||||||
Encore Chandler (4) | 208 | 47.7 | 7.3 | 229,327 | 31.0 | 3Q21 | 2Q23 | 3Q23 | 3Q24 | |||||||||||||||||||||||||||
Total development units | 1,449 | |||||||||||||||||||||||||||||||||||
Total units | 1,834 |
(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 has an option to purchase the property at stabilization.
(5) Represents a ground lease investment.
26
Bluerock Residential Growth REIT, Inc. |
Condensed Consolidated Balance Sheets |
First Quarter 2021 |
(Unaudited and dollars in thousands except for share and per share data) |
March 31, 2021 |
December 31,
2020 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 268,731 | $ | 279,481 | ||||
Buildings and improvements | 1,757,833 | 1,889,471 | ||||||
Furniture, fixtures and equipment | 76,790 | 78,438 | ||||||
Total Gross Real Estate Investments | 2,103,354 | 2,247,390 | ||||||
Accumulated depreciation | (187,553 | ) | (186,426 | ) | ||||
Total Net Operating Real Estate Investments | 1,915,801 | 2,060,964 | ||||||
Operating real estate held for sale, net | 32,518 | 36,213 | ||||||
Total Net Real Estate Investments | 1,948,319 | 2,097,177 | ||||||
Cash and cash equivalents | 148,070 | 83,868 | ||||||
Restricted cash | 32,618 | 35,093 | ||||||
Notes and accrued interest receivable, net | 169,712 | 157,734 | ||||||
Due from affiliates | 10,447 | 339 | ||||||
Accounts receivable, prepaids and other assets, net | 39,198 | 29,502 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures, net | 65,874 | 83,485 | ||||||
In-place lease intangible assets, net | 1,111 | 2,594 | ||||||
Non-real estate assets associated with operating real estate held for sale | 176 | 145 | ||||||
Total Assets | $ | 2,415,525 | $ | 2,489,937 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,434,318 | $ | 1,490,932 | ||||
Mortgages payable associated with operating real estate held for sale | 26,433 | 38,773 | ||||||
Revolving credit facilities | — | 33,000 | ||||||
Accounts payable | 1,500 | 1,317 | ||||||
Other accrued liabilities | 29,023 | 31,025 | ||||||
Due to affiliates | 665 | 618 | ||||||
Distributions payable | 13,035 | 13,421 | ||||||
Liabilities associated with operating real estate held for sale | 624 | 383 | ||||||
Total Liabilities | 1,505,598 | 1,609,469 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; no shares and 2,201,547 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | — | 54,332 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 440,934 and 513,489 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 402,243 | 469,907 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,295,845 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 56,533 | 56,462 | ||||||
6.150% Series T Redeemable Preferred Stock, liquidation preference $25.00 per share, 32,000,000 shares authorized; 13,622,291 and 9,717,917 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 308,362 | 219,967 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 197,900,000 shares authorized; no shares issued and outstanding | — | — | ||||||
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,774,338 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 66,867 | 66,867 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 25,110,432 and 22,020,950 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 251 | 220 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 1 | 1 | ||||||
Additional paid-in-capital | 332,926 | 304,710 | ||||||
Distributions in excess of cumulative earnings | (293,766 | ) | (313,392 | ) | ||||
Total Stockholders’ Equity | 106,279 | 58,406 | ||||||
Noncontrolling Interests | ||||||||
Operating Partnership units | 14,427 | (3,272 | ) | |||||
Partially owned properties | 22,083 | 24,666 | ||||||
Total Noncontrolling Interests | 36,510 | 21,394 | ||||||
Total Equity | 142,789 | 79,800 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,415,525 | $ | 2,489,937 |
27
Bluerock Residential Growth REIT, Inc.
Consolidated Statements of Operations
For the Three Months Ended March 31, 2021 and 2020
(Dollars in thousands)
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Revenues | ||||||||
Rental and other property revenues | $ | 51,081 | $ | 50,353 | ||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | ||||||
Total revenues | 55,802 | 56,241 | ||||||
Expenses | ||||||||
Property operating | 19,932 | 19,299 | ||||||
Property management fees | 1,281 | 1,294 | ||||||
General and administrative | 6,645 | 6,371 | ||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Weather-related losses, net | 400 | — | ||||||
Depreciation and amortization | 20,322 | 20,921 | ||||||
Total expenses | 48,591 | 49,154 | ||||||
Operating income | 7,211 | 7,087 | ||||||
Other income (expense) | ||||||||
Other income | 152 | 40 | ||||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,415 | ||||||
Provision for credit losses | (542 | ) | — | |||||
Gain on sale of real estate investments | 68,913 | 253 | ||||||
Loss on extinguishment of debt and debt modification costs | (3,040 | ) | — | |||||
Interest expense, net | (13,835 | ) | (14,916 | ) | ||||
Total other income (expense) | 53,935 | (12,208 | ) | |||||
Net income (loss) | 61,146 | (5,121 | ) | |||||
Preferred stock dividends | (14,617 | ) | (13,547 | ) | ||||
Preferred stock accretion | (7,022 | ) | (3,925 | ) | ||||
Net income (loss) attributable to noncontrolling interests | ||||||||
Operating Partnership units | 10,160 | (5,822 | ) | |||||
Partially owned properties | 5,766 | (278 | ) | |||||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) per common share - Basic | $ | 1.00 | $ | (0.70 | ) | |||
Net income (loss) per common share – Diluted | $ | 1.00 | $ | (0.70 | ) | |||
Weighted average basic common shares outstanding | 23,089,364 | 24,087,811 | ||||||
Weighted average diluted common shares outstanding | 23,288,089 | 24,087,811 |
28
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 Months Ended March 31, 2021 and 2020
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | |||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | |||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Real estate depreciation and amortization | 19,405 | 19,900 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (62,427 | ) | (110 | ) | ||||
FFO Attributable to Common Stockholders and Unit Holders | (8,739 | ) | (2,525 | ) | ||||
Common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-cash interest expense | 604 | 845 | ||||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | ||||||
Weather-related losses, net | 360 | — | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
CFFO Attributable to Common Stockholders and Unit Holders | $ | 5,323 | $ | 7,115 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Stockholders and Unit Holders - diluted | $ | (0.26 | ) | $ | (0.08 | ) | ||
CFFO Attributable to Common Stockholders and Unit Holders - diluted | $ | 0.16 | $ | 0.22 | ||||
Weighted average common shares and units outstanding - diluted | 33,319,020 | 32,668,294 |
29
Bluerock Residential Growth REIT, Inc.
Mortgages Payable Summary Information
As of March 31, 2021
(Unaudited and dollars in thousands)
Property |
Outstanding
Principal |
Interest Rate | Fixed/ Floating | Maturity Date | ||||||||
ARIUM Glenridge | $ | 49,500 | 1.45 | % | LIBOR + 1.33% subject to Cap (1) | September 1, 2025 | ||||||
ARIUM Hunter’s Creek | 70,525 | 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) | 31,286 | 4.16 | % | Fixed | July 1, 2027 | |||||||
Chattahoochee Ridge | 45,338 | 3.25 | % | Fixed | December 5, 2024 | |||||||
Chevy Chase | 24,400 | 2.44 | % | LIBOR + 2.32% subject to Cap (1) | September 1, 2027 | |||||||
Cielo on Gilbert | 58,000 | 2.65 | % | SOFR + 2.61% subject to Cap (1) | January 1, 2031 | |||||||
Citrus Tower | 40,442 | 4.07 | % | Fixed | October 1, 2024 | |||||||
Denim (4) | 101,205 | 3.41 | % | Fixed | August 1, 2029 | |||||||
Elan (5) | 25,557 | 4.19 | % | Fixed | July 1, 2027 | |||||||
Element | 29,260 | 3.63 | % | Fixed | July 1, 2026 | |||||||
Falls at Forsyth | 38,947 | 2.94 | % | (6) | July 1, 2025 | |||||||
Fannie Facility Advance | 13,936 | 2.72 | % | LIBOR + 2.60% subject to Cap (1) | June 1, 2027 | |||||||
Fannie Facility Second Advance | 12,880 | 2.76 | % | SOFR + 2.70% subject to Cap (1) | March 1, 2028 | |||||||
Gulfshore Apartment Homes | 46,345 | 3.26 | % | Fixed | September 1, 2029 | |||||||
Navigator Villas (7) | 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 | 3.10 | % | LIBOR + 2.98% subject to Cap (1) | July 1, 2030 | |||||||
Providence Trail | 47,950 | 3.54 | % | Fixed | July 1, 2026 | |||||||
Roswell City Walk | 49,798 | 3.63 | % | Fixed | December 1, 2026 | |||||||
The Brodie | 33,380 | 3.71 | % | Fixed | December 1, 2023 | |||||||
The District at Scottsdale | 74,651 | 1.85 | % | LIBOR + 1.60% (1) | June 11, 2021 | |||||||
The Links at Plum Creek | 39,409 | 4.31 | % | Fixed | October 1, 2025 | |||||||
The Mills | 25,141 | 4.21 | % | Fixed | January 1, 2025 | |||||||
The Preserve at Henderson Beach | 48,490 | 3.26 | % | Fixed | September 1, 2029 | |||||||
The Reserve at Palmer Ranch | 40,806 | 4.41 | % | Fixed | May 1, 2025 | |||||||
The Sanctuary | 33,707 | 3.31 | % | Fixed | August 1, 2029 | |||||||
Veranda at Centerfield | 26,100 | 1.37 | % | LIBOR + 1.25% subject to Cap (1) | July 26, 2023 | |||||||
Villages of Cypress Creek | 33,520 | 2.67 | % | LIBOR + 2.55% subject to Cap (1) | July 1, 2027 | |||||||
Wesley Village | 39,259 | 4.25 | % | Fixed | April 1, 2024 | |||||||
Total | 1,438,730 | |||||||||||
Fair value adjustments | 6,236 | |||||||||||
Deferred financing costs, net | (10,648 | ) | ||||||||||
Total continuing operations | $ | 1,434,318 | ||||||||||
Held for sale | ||||||||||||
Plantation Park (8) | $ | 26,625 | 4.64 | % | Fixed | July 1, 2028 | ||||||
Deferred financing costs, net | (192 | ) | ||||||||||
Total held for sale | $ | 26,433 | ||||||||||
Total | $ | 1,460,751 | ||||||||||
Weighted Average Interest Rate | 3.49 | % |
(1) | In March 2021, one-month LIBOR in effect was 0.12% and the 30-day average SOFR in effect was 0.04%. |
(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 $19.5 million advance at a fixed rate of 4.35% and a $19.4 million advance at a variable rate of 1.52% as of March 31, 2021. |
(7) | 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%. |
(8) | The property was subsequently sold in April 2021. |
30
Bluerock Residential Growth REIT, Inc.
Mortgages Payable Summary Information Continued
As of March 31, 2021
(Unaudited and dollars in thousands)
Mortgages Payable Maturity Schedules
Year | Fixed Rate | Floating Rate | Total | % of Total | ||||||||||||
2021 | $ | 6,622 | $ | 75,364 | $ | 81,986 | (1) | 5.59 | % | |||||||
2022 | 11,268 | 2,553 | 13,821 | 0.94 | % | |||||||||||
2023 | 96,886 | 29,137 | 126,023 | 8.60 | % | |||||||||||
2024 | 197,992 | 3,588 | 201,580 | 13.76 | % | |||||||||||
2025 | 303,520 | 65,582 | 369,102 | 25.19 | % | |||||||||||
Thereafter | 493,909 | 178,934 | 672,843 | 45.92 | % | |||||||||||
$ | 1,110,197 | $ | 355,158 | $ | 1,465,355 | 100.00 | % | |||||||||
Fair Value Adjustments | 6,236 | - | 6,236 | |||||||||||||
Subtotal | $ | 1,116,433 | $ | 355,158 | $ | 1,471,591 | ||||||||||
Deferred Financing Costs, net | (7,882 | ) | (2,958 | ) | (10,840 | ) | ||||||||||
Total | $ | 1,108,551 | $ | 352,200 | $ | 1,460,751 |
Amounts | % of Total |
Weighted
Average Interest Rates |
Weighted
Average Maturities (years) |
|||||||||||||
Continuing Operations | ||||||||||||||||
Secured Fixed Rate Debt | $ | 1,089,808 | 75.4 | % | 3.88 | % | 5.3 | |||||||||
Secured Floating Rate Debt | 355,158 | 24.6 | % | 2.21 | % | 5.3 | ||||||||||
Total/Average Continuing Operations | $ | 1,444,966 | 100.0 | % | 3.47 | % | 5.3 | |||||||||
Held for Sale | ||||||||||||||||
Secured Fixed Rate Debt | $ | 26,625 | 100.0 | % | 4.64 | % | 7.3 | |||||||||
Total/Average Held for Sale | $ | 26,625 | 100.0 | % | 4.64 | % | 7.3 | |||||||||
Total/Average | $ | 1,471,591 | 100.0 | % | 3.49 | % | 5.3 |
(1) | $74.7 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. |
31
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 | 500 | 1,000 | ||||||
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. |
32
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 (loss) income, 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, stock compensation expense and preferred stock accretion. 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 four operating properties, made six property investments through preferred equity or mezzanine loan investments, sold seven operating properties and received our full mezzanine loan or preferred equity in four investments subsequent to March 31, 2020. 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.
33
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 income (loss) attributable to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table below:
Three Months Ended | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Net income (loss) attributable to noncontrolling interests | 15,926 | (6,100 | ) | |||||
Preferred stock dividends | 14,617 | 13,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
Interest expense, net | 13,835 | 14,916 | ||||||
Real estate depreciation and amortization | 20,275 | 20,876 | ||||||
Provision for credit losses | 542 | — | ||||||
Gain on sale of real estate investments | (68,913 | ) | (253 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 3,040 | — | ||||||
EBITDAre | $ | 29,925 | $ | 30,418 | ||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Weather-related losses, net | 400 | — | ||||||
Non-cash equity compensation | 3,311 | 3,547 | ||||||
Other expense (income), net | 98 | (40 | ) | |||||
Adjusted EBITDAre | $ | 33,867 | $ | 35,314 |
34
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 four operating properties, made six property investments through preferred equity or mezzanine loan investments, sold seven operating properties and received our full mezzanine loan or preferred equity in four investments subsequent to March 31, 2020. 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 income (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 | ||||||||
March 31, | ||||||||
2021 | 2020 | |||||||
Net income (loss) attributable to common stockholders | $ | 23,581 | $ | (16,493 | ) | |||
Add back: Net income (loss) attributable to Operating Partnership Units | 10,160 | (5,822 | ) | |||||
Net income (loss) attributable to common stockholders and unit holders | 33,741 | (22,315 | ) | |||||
Add common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Real estate depreciation and amortization | 19,405 | 19,900 | ||||||
Non-real estate depreciation and amortization | 122 | 120 | ||||||
Non-cash interest expense | 604 | 845 | ||||||
Unrealized gain on derivatives | (30 | ) | (26 | ) | ||||
Loss on extinguishment of debt and debt modification costs | 2,564 | — | ||||||
Provision for credit losses | 542 | — | ||||||
Property management fees | 1,223 | 1,232 | ||||||
Acquisition and pursuit costs | 11 | 1,269 | ||||||
Corporate operating expenses | 6,570 | 6,296 | ||||||
Weather-related losses, net | 360 | — | ||||||
Preferred dividends | 14,617 | 13,547 | ||||||
Preferred stock accretion | 7,022 | 3,925 | ||||||
Less common stockholders and Operating Partnership Units pro-rata share of: | ||||||||
Other income, net | 51 | 40 | ||||||
Preferred returns on unconsolidated real estate joint ventures | 2,287 | 2,574 | ||||||
Interest income from mezzanine loan and ground lease investments | 4,721 | 5,888 | ||||||
Gain on sale of real estate investments | 62,427 | 110 | ||||||
Pro-rata share of properties’ income | 17,265 | 16,181 | ||||||
Add: | ||||||||
Noncontrolling interest pro-rata share of partially owned property income | 637 | 803 | ||||||
Total property income | 17,902 | 16,984 | ||||||
Add: | ||||||||
Interest expense | 13,247 | 14,070 | ||||||
Net operating income | 31,149 | 31,054 | ||||||
Less: | ||||||||
Non-same store net operating income | 7,188 | 7,235 | ||||||
Same store net operating income (1) | $ | 23,961 | $ | 23,819 |
(1) | Same store portfolio for the three months ended March 31, 2021 consists of 26 properties, which represent 9,116 units. |
35