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 7, 2019
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.) |
712 Fifth Avenue, 9th Floor
New York, NY 10019
(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)
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. ¨
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class | Trading Symbol | Name of each exchange on which registered | ||
Class A Common Stock, $0.01 par value per share | BRG | NYSE American | ||
8.250% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share | BRG-PrA | NYSE American | ||
7.625% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per share | BRG-PrC | NYSE American | ||
7.125% Series D Cumulative Preferred Stock, $0.01 par value per share | BRG-PrD | NYSE American |
Securities registered pursuant to Section 12(g) of the Exchange Act:
Title of each class
Series B Redeemable Preferred Stock, $0.01 par value per share
Warrants to Purchase Shares of Class A Common Stock, $0.01 par value per share
ITEM 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On May 7, 2019, 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, 2019. 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 7, 2019, 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, 2019 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 7, 2019. | |
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 7, 2019 | By: | /s/ Christopher J. Vohs |
Christopher J. Vohs | ||
Chief Financial Officer and Treasurer |
Exhibit Index
Exhibit No. | Description | |
99.1 | Press Release, dated May 7, 2019. | |
99.2 | Supplemental Financial Information. |
Exhibit 99.1
For Immediate Release
Bluerock Residential Growth REIT Announces First Quarter 2019 Results
- Total Revenues Grew 23% YoY -
- Same Store Revenues Grew 5.8% YoY -
New York, NY (May 7, 2019) – 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, 2019.
First Quarter Highlights
• | Total revenues grew 23% to $51.5 million for the quarter, from $41.9 million in the prior year period. |
• | Net loss attributable to common stockholders for the first quarter of 2019 was ($0.53) per share, as compared to ($0.40) per share in the prior year period. Net loss attributable to common stockholders includes non-cash items, including depreciation and amortization expense, of $0.74 per share in the first quarter of 2019 compared to $0.59 per share for the prior year period. |
• | Property Net Operating Income (“NOI”) grew 29% to $27.1 million, from $21.0 million in the prior year period. |
• | Same store revenue and NOI increased 5.8% and 9.0% respectively, as compared to the prior year period. |
• | Core funds from operations attributable to common shares and units (“CFFO”) increased 3% to $6.3 million, from $6.1 million in the prior year period. CFFO per share was $0.20 for the first quarter as compared to $0.20 in the prior year period. |
• | Paid quarterly common stock dividend of $0.1625, an 81% payout ratio on a CFFO basis. |
• | Consolidated real estate investments, at cost, were approximately $1.8 billion. |
• | Completed 273 value-add unit upgrades during the quarter achieving a 26.3% ROI. |
• | Invested $7.8 million to buy out the noncontrolling interest in one asset and invested $8.6 million in senior and mezzanine loans for a redevelopment property. |
• | Repurchased 505,797 shares of common stock during the first quarter at an average price of $10.01 per share, for a total cost of approximately $5.1 million. |
“We are pleased to deliver another strong quarter of operating results, further validating our investment thesis of owning highly amenitized apartment communities in knowledge economy growth markets,” said Ramin Kamfar, Company Chairman and CEO. “Property NOI is up over 29% and same store NOI is up 9.0% over the prior year. These results demonstrate the continued success of our strategic initiatives and the ability to realize attractive returns on our value-add unit renovation investments. With a robust pipeline of opportunities, we remain committed to our investment strategy and are optimistic about our outlook.”
Financial Results
Net loss attributable to common stockholders for the first quarter of 2019 was $12.1 million, compared to $9.4 million in the prior year period. Net loss attributable to common stockholders included non-cash expenses of $17.2 million or $0.74 per share in the first quarter of 2019 compared to $14.2 million or $0.59 per share for the prior year period.
CFFO for the first quarter of 2019 was $6.3 million, or $0.20 per diluted share, compared to $6.1 million, or $0.20 per diluted share, in the prior year period. CFFO adds back non-cash, non-operating expenses such as accretion on the Company’s Series B preferred stock. CFFO was primarily driven by growth in property NOI of $6.1 million and interest income of $0.6 million arising from significant investment activity. This was primarily offset by a year-over-year increase in interest expense of $4.0 million, general and administrative expenses of $0.3 million, and preferred stock dividends of $2.1 million.
Total Portfolio Performance
$ In thousands, except average rental rates | 1Q19 | 1Q18 | Variance | |||||||||
Total Revenues (1) | $ | 51,466 | $ | 41,871 | 22.9 | % | ||||||
Property Operating Expenses | $ | 18,602 | $ | 15,658 | 18.8 | % | ||||||
NOI | $ | 27,088 | $ | 21,017 | 28.9 | % | ||||||
Operating Margin | 59.3 | % | 57.3 | % | 200 | bps | ||||||
Occupancy Percentage | 93.9 | % | 93.5 | % | 40 | bps | ||||||
Average Rental Rate | $ | 1,299 | $ | 1,227 | 5.9 | % |
(1) Including interest income from related parties
For the first quarter of 2019, property revenues increased by 24.6% compared to the same prior year period primarily attributable to the increased size of the portfolio. Total portfolio NOI was $27.1 million, an increase of $6.1 million, or 28.9%, compared to the same period in the prior year. Property operating expenses were up primarily due to the increased size of the portfolio.
Property NOI margins expanded by 200 basis points to 59.3% of revenue for the quarter, compared to 57.3% of revenue in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 1Q19 | 1Q18 | Variance | |||||||||
Revenues | $ | 38,725 | $ | 36,612 | 5.8 | % | ||||||
Property Operating Expenses | $ | 15,854 | $ | 15,628 | 1.4 | % | ||||||
NOI | $ | 22,871 | $ | 20,984 | 9.0 | % | ||||||
Operating Margin | 59.1 | % | 57.3 | % | 180 | bps | ||||||
Occupancy Percentage | 93.9 | % | 93.5 | % | 40 | bps | ||||||
Average Rental Rate | $ | 1,290 | $ | 1,225 | 5.3 | % |
The Company’s same store portfolio for the quarter ended March 31, 2019 included 28 properties. For the first quarter of 2019, same store NOI was $22.9 million, an increase of $1.9 million, or 9.0%, compared to the same period in the prior year. Same store property revenues increased by 5.8% compared to the same prior year period, primarily attributable to a 5.3% increase in average rental rates, as well as average occupancy increasing 40 basis points to 93.9%. Same store expenses increased $0.23 million, primarily due to $0.11 million increase in trash, cable and landscaping, $0.06 million of additional real estate taxes due to higher valuations by municipalities, and $0.05 million increase in insurance.
Renovation Activity
The Company completed 273 value-add unit upgrades during the first quarter achieving a 26.3% rent premium.
Since inception within the existing portfolio, the Company has completed 1,939 value-add unit upgrades at an average cost of $4,902 per unit and achieved an average monthly rental rate increase of $108 per unit, equating to a 26.3% ROI on all unit upgrades leased as of March 31, 2019. The Company has identified approximately 4,550 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations. The Company expects to complete between 900 and 1,200 unit renovations in 2019.
Acquisition Activity
On January 23, 2019, the Company provided a $7.8 million senior loan and a $0.8 million mezzanine loan for a multifamily property undergoing redevelopment.
On January 29, 2019, the Company invested approximately $7.8 million to increase its ownership interest from 85% to 100% in its ARIUM Pine Lakes property.
Balance Sheet
During the first quarter, the Company raised gross proceeds of approximately $44.0 million through the issuance of 43,955 shares of Series B preferred stock with associated warrants at $1,000 per unit.
As of March 31, 2019, the Company had $24.3 million of unrestricted cash on its balance sheet, approximately $54.4 million available among its revolving and term credit facilities, and $1.3 billion of debt outstanding.
Dividend
The Board of Directors authorized, and the Company declared, a quarterly dividend for the first quarter of 2019 equal to a quarterly rate of $0.1625 per share on its Class A common stock, payable to the stockholders of record as of March 25, 2019, which was paid in cash on April 5, 2019. A portion of each dividend may constitute a return of capital for tax purposes.
The Board of Directors authorized, and the Company declared a quarterly cash dividend on its 8.250% Series A Cumulative Redeemable Preferred Stock for the first quarter of 2019, in the amount of $0.515625 per share. In addition, the Company declared a quarterly cash dividend on its 7.625% Series C Cumulative Redeemable Preferred Stock for the first quarter of 2019, in the amount of $0.4765625 per share. Further, the Company declared a quarterly cash dividend on its 7.125% Series D Cumulative Preferred Stock for the first quarter of 2019, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record on March 25, 2019, and were paid on April 5, 2019.
On April 12, 2019, 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 25, 2019, which was paid in cash on May 3, 2019, and as of May 24, 2019 and June 25, 2019 which will be paid in cash on June 5, 2019, and July 5, 2019, respectively.
2019 Guidance
The Company is reaffirming its prior guidance. Based on the Company’s current outlook and market conditions, the Company anticipates 2019 CFFO in the range of $0.80 to $0.84 per share. For additional guidance details underlying earnings guidance, please see page 30 of Company’s First Quarter 2019 Earnings Supplement available under Investor Relations on the Company’s website ( www.bluerockresidential.com ).
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Tuesday, May 7, 2019 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 July 7, 2019 at http://services.choruscall.com/links/brg190507.html , as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10130647.
The full text of this Earnings Release and additional Supplemental Information is available in the Investor Relations section on the Company’s website at http://www.bluerockresidential.com .
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through value add improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
For more information, please visit the Company’s website at www.bluerockresidential.com .
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. 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 27, 2019, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred investments as of March 31, 2019:
Consolidated Operating Properties | Location |
Number
of Units |
Year Built/
Renovated (1) |
Ownership
Interest |
Average
Rent (2) |
% Occupied
(3) |
||||||||||||||||
ARIUM at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | $ | 1,311 | 97 | % | |||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | 1,215 | 95 | % | ||||||||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 100 | % | 1,394 | 94 | % | ||||||||||||||
ARIUM Gulfshore | Naples, FL | 368 | 2016 | 100 | % | 1,325 | 95 | % | ||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,401 | 97 | % | ||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,382 | 94 | % | ||||||||||||||
ARIUM Palms | Orlando, FL | 252 | 2008 | 100 | % | 1,315 | 94 | % | ||||||||||||||
ARIUM Pine Lakes | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,287 | 94 | % | ||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,532 | 94 | % | ||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,607 | 92 | % | ||||||||||||||
Ashton Reserve | Charlotte, NC | 473 | 2015 | 100 | % | 1,122 | 94 | % | ||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,292 | 94 | % | ||||||||||||||
Enders Place at Baldwin Park | Orlando, FL | 220 | 2003 | 92 | % | 1,778 | 93 | % | ||||||||||||||
James on South First | Austin, TX | 250 | 2016 | 90 | % | 1,244 | 93 | % | ||||||||||||||
Marquis at Crown Ridge | San Antonio, TX | 352 | 2009 | 90 | % | 1,014 | 91 | % | ||||||||||||||
Marquis at Stone Oak | San Antonio, TX | 335 | 2007 | 90 | % | 1,444 | 95 | % | ||||||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 90 | % | 1,206 | 92 | % | ||||||||||||||
Marquis at TPC | San Antonio, TX | 139 | 2008 | 90 | % | 1,485 | 92 | % | ||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 954 | 94 | % | ||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,294 | 98 | % | ||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,393 | 92 | % | ||||||||||||||
Preston View | Morrisville, NC | 382 | 2000 | 100 | % | 1,121 | 94 | % | ||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,526 | 98 | % | ||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,354 | 97 | % | ||||||||||||||
Sorrel | Frisco, TX | 352 | 2015 | 95 | % | 1,279 | 85 | % | ||||||||||||||
Sovereign | Fort Worth, TX | 322 | 2015 | 95 | % | 1,365 | 93 | % | ||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 93 | % | 1,247 | 94 | % | ||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,411 | 94 | % | ||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,037 | 96 | % | ||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,412 | 97 | % | ||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 947 | 90 | % | ||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,129 | 96 | % | ||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,371 | 95 | % | ||||||||||||||
Consolidated Operating Properties Subtotal/Average | 11,286 | $ | 1,299 | 94 | % |
Mezzanine/Preferred Investments | Location |
Planned
Number of Units |
Pro Forma
Average Rent |
|||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,733 | (2) | |||||||||||||||||
Alexan Southside Place | Houston, TX | 270 | 2,012 | |||||||||||||||||||
Arlo | Charlotte, NC | 286 | 1,507 | |||||||||||||||||||
Cade Boca Raton | Boca Raton, FL | 90 | 2,549 | |||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,469 | |||||||||||||||||||
Flagler Village | Fort Lauderdale, FL | 385 | 2,352 | |||||||||||||||||||
Helios | Atlanta, GA | 282 | 1,436 | (2) | ||||||||||||||||||
Leigh House | Raleigh, NC | 245 | 1,271 | |||||||||||||||||||
North Creek Apartments | Leander, TX | 259 | 1,358 | |||||||||||||||||||
Novel Perimeter | Atlanta, GA | 320 | 1,749 | |||||||||||||||||||
Riverside Apartments | Austin, TX | 222 | 1,408 | |||||||||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | * | * | |||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,176 | |||||||||||||||||||
Wayforth at Concord | Concord, NC | 150 | 1,707 | |||||||||||||||||||
Whetstone Apartments | Durham, NC | 204 | 1,278 | (2) | ||||||||||||||||||
Mezzanine and Preferred Investments Subtotal/Average | 3,431 | $ | 1,704 | |||||||||||||||||||
Portfolio Properties Total/Average | 14,717 | $ | 1,393 |
(1) Represents date of last significant renovation or year built if there were no renovations.
(2) Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2019.
(3) Percent occupied is calculated as (i) the number of units occupied as of March 31, 2019, divided by (ii) total number of units, expressed as a percentage.
* The development is in the planning phase; project specifications are in process.
Consolidated Statement of Operations
For the Three Months Ended March 31, 2019 and 2018
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Revenues | ||||||||
Rental and other property revenues | $ | 45,690 | $ | 36,675 | ||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Total revenues | 51,466 | 41,871 | ||||||
Expenses | ||||||||
Property operating | 18,602 | 15,658 | ||||||
Property management fees | 1,215 | 992 | ||||||
General and administrative | 5,627 | 4,669 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Weather-related losses, net | — | 168 | ||||||
Depreciation and amortization | 17,230 | 15,640 | ||||||
Total expenses | 42,732 | 37,170 | ||||||
Operating income | 8,734 | 4,701 | ||||||
Other income (expense) | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Interest expense, net | (16,067 | ) | (10,117 | ) | ||||
Total other expense | (13,099 | ) | (7,656 | ) | ||||
Net loss | (4,365 | ) | (2,955 | ) | ||||
Preferred stock dividends | (10,384 | ) | (8,248 | ) | ||||
Preferred stock accretion | (1,887 | ) | (1,112 | ) | ||||
Net loss attributable to noncontrolling interests | ||||||||
Operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Partially owned properties | (492 | ) | (215 | ) | ||||
Net loss attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss per common share - Basic | $ | (0.53 | ) | $ | (0.40 | ) | ||
Net loss per common share – Diluted | $ | (0.53 | ) | $ | (0.40 | ) | ||
Weighted average basic common shares outstanding | 23,123,616 | 24,143,382 | ||||||
Weighted average diluted common shares outstanding | 23,123,616 | 24,143,382 |
Consolidated Balance Sheets
First Quarter 2019
(Unaudited and dollars in thousands except for share and per share amounts)
March 31,
2019 |
December 31,
2018 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 200,114 | $ | 200,385 | ||||
Buildings and improvements | 1,548,167 | 1,546,244 | ||||||
Furniture, fixtures and equipment | 58,422 | 55,050 | ||||||
Construction in progress | 659 | 989 | ||||||
Total Gross Real Estate Investments | 1,807,362 | 1,802,668 | ||||||
Accumulated depreciation | (124,605 | ) | (108,911 | ) | ||||
Total Net Real Estate Investments | 1,682,757 | 1,693,757 | ||||||
Cash and cash equivalents | 24,337 | 24,775 | ||||||
Restricted cash | 22,659 | 27,469 | ||||||
Notes and accrued interest receivable from related parties | 174,068 | 164,084 | ||||||
Due from affiliates | 3,123 | 2,854 | ||||||
Accounts receivable, prepaids and other assets | 12,332 | 14,395 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures | 93,728 | 89,033 | ||||||
In-place lease intangible assets, net | 443 | 1,768 | ||||||
Total Assets | $ | 2,013,447 | $ | 2,018,135 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,204,905 | $ | 1,206,136 | ||||
Revolving credit facilities | 78,000 | 82,209 | ||||||
Accounts payable | 1,215 | 1,486 | ||||||
Other accrued liabilities | 25,444 | 31,690 | ||||||
Due to affiliates | 798 | 726 | ||||||
Distributions payable | 12,317 | 12,073 | ||||||
Total Liabilities | 1,322,679 | 1,334,320 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 5,721,460 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 139,698 | 139,545 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 349,423 and 306,009 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 311,555 | 272,842 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,323,750 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 56,545 | 56,485 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 229,900,000 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; 2,850,602 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 68,705 | 68,705 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,861,084 and 23,322,211 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 228 | 233 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 1 | 1 | ||||||
Additional paid-in-capital | 300,407 | 307,938 | ||||||
Distributions in excess of cumulative earnings | (234,363 | ) | (218,531 | ) | ||||
Total Stockholders’ Equity | 134,978 | 158,346 | ||||||
Noncontrolling Interests | ||||||||
Operating partnership units | 21,143 | 27,613 | ||||||
Partially owned properties | 26,849 | 28,984 | ||||||
Total Noncontrolling Interests | 47,992 | 56,597 | ||||||
Total Equity | 182,970 | 214,943 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,013,447 | $ | 2,018,135 |
Non-GAAP Financial Measures
The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.
Funds from Operations and Core Funds from Operations
We believe that funds from operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”) and core funds from operations (“CFFO) are important non-GAAP supplemental measures of operating performance for a REIT.
FFO attributable to common shares and units is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income, 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 depreciable real estate, 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 stock compensation expense, acquisition expenses, 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), non-cash interest, one-time weather-related costs, gain or losses on sales of non-depreciable real estate property, 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 and four properties held through preferred equity or mezzanine loan investments subsequent to March 31, 2018. 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 table below reconciles our calculations of FFO and CFFO to net loss, the most directly comparable GAAP financial measure, for the three months ended March 31, 2019 and 2018 (in thousands, except per share amounts):
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Real estate depreciation and amortization (1) | 16,142 | 14,831 | ||||||
FFO Attributable to Common Shares and Units | (2 | ) | 2,731 | |||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Weather-related losses, net | — | 165 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | — | |||||
Shareholder activism | 338 | — | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
CFFO Attributable to Common Shares and Units | $ | 6,277 | $ | 6,125 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Shares and Units - diluted | $ | (0.00 | ) | $ | 0.09 | |||
CFFO Attributable to Common Shares and Units - diluted | $ | 0.20 | $ | 0.20 | ||||
Weighted average common shares and units outstanding - diluted | 30,885,006 | 30,995,775 |
(1) | The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests – partially owned properties, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments. |
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")
NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income (loss), computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.
We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
Below is a reconciliation of net loss attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss income attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Preferred stock dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Interest expense, net | 16,067 | 10,117 | ||||||
Depreciation and amortization | 17,144 | 15,576 | ||||||
EBITDAre | $ | 28,846 | $ | 22,738 | ||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Weather-related losses, net | - | 168 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | — | |||||
Shareholder activism | 338 | — | ||||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Adjusted EBITDAre | $ | 30,828 | $ | 24,562 |
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis; NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as a supplemental measure of our financial performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Add common stockholders and operating partnership units pro-rata share of: | ||||||||
Depreciation and amortization | 16,142 | 14,831 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Property management fees | 1,148 | 939 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Corporate operating expenses | 5,554 | 4,669 | ||||||
Weather-related losses, net | — | 165 | ||||||
Preferred dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Less common stockholders and operating partnership units pro-rata share of: | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Pro-rata share of properties’ income | 12,781 | 10,775 | ||||||
Add: | ||||||||
Noncontrolling interest pro-rata share of partially owned property income | 729 | 607 | ||||||
Total property income | 13,510 | 11,382 | ||||||
Add: | ||||||||
Interest expense | 13,578 | 9,635 | ||||||
Net operating income | 27,088 | 21,017 | ||||||
Less: | ||||||||
Non-same store net operating income | 4,217 | 33 | ||||||
Same store net operating income (1) | $ | 22,871 | $ | 20,984 |
(1) Same store portfolio for the three months ended March 31, 2019 consists of 28 properties, which represent 9,608 units.
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
##
Exhibit 99.2
Bluerock Residential Growth REIT, Inc. |
First Quarter 2019 |
Supplemental Financial Information |
(Unaudited) |
Table of Contents
First Quarter Earnings Release | 3 |
Financial and Operating Highlights | 15 |
Share and Unit Information | 16 |
EBITDAre and Interest Information | 17 |
Financial Statistics | 18 |
Recent Investments | 19 |
Recent Dispositions | 20 |
Investments in Unconsolidated Real Estate Joint Ventures and Notes and Accrued Interest Receivable from Related Parties | 21 |
Portfolio Information | 22 |
Renovation Table | 23 |
Mezzanine/Preferred Investments | 24 |
Condensed Consolidated Balance Sheets | 25 |
Consolidated Statements of Operation | 26 |
Reconciliation of Funds from Operations (FFO) and Core Funds from Operations (CFFO) | 27 |
Mortgages Payable Summary Information | 28 |
2019 Outlook | 30 |
Definitions of Non-GAAP Financial Measures | 31 |
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, including statements relating to the Company’s operating environment, operating trends, and outlook. 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. 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 27, 2019, and subsequent filings by the Company with the SEC, including our periodic reports. 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 2019 Results
- Total Revenues Grew 23% YoY -
- Same Store Revenues Grew 5.8% YoY -
New York, NY (May 7, 2019) – 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, 2019.
First Quarter Highlights
• | Total revenues grew 23% to $51.5 million for the quarter, from $41.9 million in the prior year period. |
• | Net loss attributable to common stockholders for the first quarter of 2019 was ($0.53) per share, as compared to ($0.40) per share in the prior year period. Net loss attributable to common stockholders includes non-cash items, including depreciation and amortization expense, of $0.74 per share in the first quarter of 2019 compared to $0.59 per share for the prior year period. |
• | Property Net Operating Income (“NOI”) grew 29% to $27.1 million, from $21.0 million in the prior year period. |
• | Same store revenue and NOI increased 5.8% and 9.0% respectively, as compared to the prior year period. |
• | Core funds from operations attributable to common shares and units (“CFFO”) increased 3% to $6.3 million, from $6.1 million in the prior year period. CFFO per share was $0.20 for the first quarter as compared to $0.20 in the prior year period. |
• | Paid quarterly common stock dividend of $0.1625, an 81% payout ratio on a CFFO basis. |
• | Consolidated real estate investments, at cost, were approximately $1.8 billion. |
• | Completed 273 value-add unit upgrades during the quarter achieving a 26.3% ROI. |
• | Invested $7.8 million to buy out the noncontrolling interest in one asset and invested $8.6 million in senior and mezzanine loans for a redevelopment property. |
• | Repurchased 505,797 shares of common stock during the first quarter at an average price of $10.01 per share, for a total cost of approximately $5.1 million. |
“We are pleased to deliver another strong quarter of operating results, further validating our investment thesis of owning highly amenitized apartment communities in knowledge economy growth markets,” said Ramin Kamfar, Company Chairman and CEO. “Property NOI is up over 29% and same store NOI is up 9.0% over the prior year. These results demonstrate the continued success of our strategic initiatives and the ability to realize attractive returns on our value-add unit renovation investments. With a robust pipeline of opportunities, we remain committed to our investment strategy and are optimistic about our outlook.”
3 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Financial Results
Net loss attributable to common stockholders for the first quarter of 2019 was $12.1 million, compared to $9.4 million in the prior year period. Net loss attributable to common stockholders included non-cash expenses of $17.2 million or $0.74 per share in the first quarter of 2019 compared to $14.2 million or $0.59 per share for the prior year period.
CFFO for the first quarter of 2019 was $6.3 million, or $0.20 per diluted share, compared to $6.1 million, or $0.20 per diluted share, in the prior year period. CFFO adds back non-cash, non-operating expenses such as accretion on the Company’s Series B preferred stock. CFFO was primarily driven by growth in property NOI of $6.1 million and interest income of $0.6 million arising from significant investment activity. This was primarily offset by a year-over-year increase in interest expense of $4.0 million, general and administrative expenses of $0.3 million, and preferred stock dividends of $2.1 million.
Total Portfolio Performance
$ In thousands, except average rental rates | 1Q19 | 1Q18 | Variance | |||||||||
Total Revenues (1) | $ | 51,466 | $ | 41,871 | 22.9 | % | ||||||
Property Operating Expenses | $ | 18,602 | $ | 15,658 | 18.8 | % | ||||||
NOI | $ | 27,088 | $ | 21,017 | 28.9 | % | ||||||
Operating Margin | 59.3 | % | 57.3 | % | 200 | bps | ||||||
Occupancy Percentage | 93.9 | % | 93.5 | % | 40 | bps | ||||||
Average Rental Rate | $ | 1,299 | $ | 1,227 | 5.9 | % |
(1) Including interest income from related parties
For the first quarter of 2019, property revenues increased by 24.6% compared to the same prior year period primarily attributable to the increased size of the portfolio. Total portfolio NOI was $27.1 million, an increase of $6.1 million, or 28.9%, compared to the same period in the prior year. Property operating expenses were up primarily due to the increased size of the portfolio.
Property NOI margins expanded by 200 basis points to 59.3% of revenue for the quarter, compared to 57.3% of revenue in the prior year quarter.
Same Store Portfolio Performance
$ In thousands, except average rental rates | 1Q19 | 1Q18 | Variance | |||||||||
Revenues | $ | 38,725 | $ | 36,612 | 5.8 | % | ||||||
Property Operating Expenses | $ | 15,854 | $ | 15,628 | 1.4 | % | ||||||
NOI | $ | 22,871 | $ | 20,984 | 9.0 | % | ||||||
Operating Margin | 59.1 | % | 57.3 | % | 180 | bps | ||||||
Occupancy Percentage | 93.9 | % | 93.5 | % | 40 | bps | ||||||
Average Rental Rate | $ | 1,290 | $ | 1,225 | 5.3 | % |
The Company’s same store portfolio for the quarter ended March 31, 2019 included 28 properties. For the first quarter of 2019, same store NOI was $22.9 million, an increase of $1.9 million, or 9.0%, compared to the same period in the prior year. Same store property revenues increased by 5.8% compared to the same prior year period, primarily attributable to a 5.3% increase in average rental rates, as well as average occupancy increasing 40 basis points to 93.9%. Same store expenses increased $0.23 million, primarily due to $0.11 million increase in trash, cable and landscaping, $0.06 million of additional real estate taxes due to higher valuations by municipalities, and $0.05 million increase in insurance.
4 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Renovation Activity
The Company completed 273 value-add unit upgrades during the first quarter achieving a 26.3% rent premium.
Since inception within the existing portfolio, the Company has completed 1,939 value-add unit upgrades at an average cost of $4,902 per unit and achieved an average monthly rental rate increase of $108 per unit, equating to a 26.3% ROI on all unit upgrades leased as of March 31, 2019. The Company has identified approximately 4,550 remaining units within the existing portfolio for value-add upgrades with similar projected economics to the completed renovations. The Company expects to complete between 900 and 1,200 unit renovations in 2019.
Acquisition Activity
On January 23, 2019, the Company provided a $7.8 million senior loan and a $0.8 million mezzanine loan for a multifamily property undergoing redevelopment.
On January 29, 2019, the Company invested approximately $7.8 million to increase its ownership interest from 85% to 100% in its ARIUM Pine Lakes property.
Balance Sheet
During the first quarter, the Company raised gross proceeds of approximately $44.0 million through the issuance of 43,955 shares of Series B preferred stock with associated warrants at $1,000 per unit.
As of March 31, 2019, the Company had $24.3 million of unrestricted cash on its balance sheet, approximately $54.4 million available among its revolving and term credit facilities, and $1.3 billion of debt outstanding.
Dividend
The Board of Directors authorized, and the Company declared, a quarterly dividend for the first quarter of 2019 equal to a quarterly rate of $0.1625 per share on its Class A common stock, payable to the stockholders of record as of March 25, 2019, which was paid in cash on April 5, 2019. A portion of each dividend may constitute a return of capital for tax purposes.
The Board of Directors authorized, and the Company declared a quarterly cash dividend on its 8.250% Series A Cumulative Redeemable Preferred Stock for the first quarter of 2019, in the amount of $0.515625 per share. In addition, the Company declared a quarterly cash dividend on its 7.625% Series C Cumulative Redeemable Preferred Stock for the first quarter of 2019, in the amount of $0.4765625 per share. Further, the Company declared a quarterly cash dividend on its 7.125% Series D Cumulative Preferred Stock for the first quarter of 2019, in the amount of $0.4453125 per share. The dividends were payable to the stockholders of record on March 25, 2019, and were paid on April 5, 2019.
On April 12, 2019, 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 25, 2019, which was paid in cash on May 3, 2019, and as of May 24, 2019 and June 25, 2019 which will be paid in cash on June 5, 2019, and July 5, 2019, respectively.
5 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
2019 Guidance
The Company is reaffirming its prior guidance. Based on the Company’s current outlook and market conditions, the Company anticipates 2019 CFFO in the range of $0.80 to $0.84 per share. For additional guidance details underlying earnings guidance, please see page 30 of Company’s First Quarter 2019 Earnings Supplement available under Investor Relations on the Company’s website ( www.bluerockresidential.com ).
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Tuesday, May 7, 2019 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 July 7, 2019 at http://services.choruscall.com/links/brg190507.html , as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10130647.
The full text of this Earnings Release and additional Supplemental Information is available in the Investor Relations section on the Company’s website at http://www.bluerockresidential.com .
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through value add improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
For more information, please visit the Company’s website at www.bluerockresidential.com .
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. 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 27, 2019, 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 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Portfolio Summary
The following is a summary of our operating real estate and mezzanine/preferred investments as of March 31, 2019:
Consolidated Operating Properties | Location |
Number
of Units |
Year Built/
Renovated (1) |
Ownership
Interest |
Average
Rent (2) |
% Occupied
(3) |
||||||||||||||||
ARIUM at Palmer Ranch | Sarasota, FL | 320 | 2016 | 100 | % | $ | 1,311 | 97 | % | |||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | 1,215 | 95 | % | ||||||||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 100 | % | 1,394 | 94 | % | ||||||||||||||
ARIUM Gulfshore | Naples, FL | 368 | 2016 | 100 | % | 1,325 | 95 | % | ||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,401 | 97 | % | ||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,382 | 94 | % | ||||||||||||||
ARIUM Palms | Orlando, FL | 252 | 2008 | 100 | % | 1,315 | 94 | % | ||||||||||||||
ARIUM Pine Lakes | Port St. Lucie, FL | 320 | 2003 | 100 | % | 1,287 | 94 | % | ||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,532 | 94 | % | ||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 85 | % | 1,607 | 92 | % | ||||||||||||||
Ashton Reserve | Charlotte, NC | 473 | 2015 | 100 | % | 1,122 | 94 | % | ||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,292 | 94 | % | ||||||||||||||
Enders Place at Baldwin Park | Orlando, FL | 220 | 2003 | 92 | % | 1,778 | 93 | % | ||||||||||||||
James on South First | Austin, TX | 250 | 2016 | 90 | % | 1,244 | 93 | % | ||||||||||||||
Marquis at Crown Ridge | San Antonio, TX | 352 | 2009 | 90 | % | 1,014 | 91 | % | ||||||||||||||
Marquis at Stone Oak | San Antonio, TX | 335 | 2007 | 90 | % | 1,444 | 95 | % | ||||||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 90 | % | 1,206 | 92 | % | ||||||||||||||
Marquis at TPC | San Antonio, TX | 139 | 2008 | 90 | % | 1,485 | 92 | % | ||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 954 | 94 | % | ||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,294 | 98 | % | ||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 80 | % | 1,393 | 92 | % | ||||||||||||||
Preston View | Morrisville, NC | 382 | 2000 | 100 | % | 1,121 | 94 | % | ||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,526 | 98 | % | ||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 100 | % | 1,354 | 97 | % | ||||||||||||||
Sorrel | Frisco, TX | 352 | 2015 | 95 | % | 1,279 | 85 | % | ||||||||||||||
Sovereign | Fort Worth, TX | 322 | 2015 | 95 | % | 1,365 | 93 | % | ||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 93 | % | 1,247 | 94 | % | ||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 88 | % | 1,411 | 94 | % | ||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,037 | 96 | % | ||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,412 | 97 | % | ||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 93 | % | 947 | 90 | % | ||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,129 | 96 | % | ||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,371 | 95 | % | ||||||||||||||
Consolidated Operating Properties Subtotal/Average | 11,286 | $ | 1,299 | 94 | % |
Mezzanine/Preferred Investments | Location |
Planned
Number of Units |
Pro Forma
Average Rent |
|||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,733 | (2) | |||||||||||||||||
Alexan Southside Place | Houston, TX | 270 | 2,012 | |||||||||||||||||||
Arlo | Charlotte, NC | 286 | 1,507 | |||||||||||||||||||
Cade Boca Raton | Boca Raton, FL | 90 | 2,549 | |||||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,469 | |||||||||||||||||||
Flagler Village | Fort Lauderdale, FL | 385 | 2,352 | |||||||||||||||||||
Helios | Atlanta, GA | 282 | 1,436 | (2) | ||||||||||||||||||
Leigh House | Raleigh, NC | 245 | 1,271 | |||||||||||||||||||
North Creek Apartments | Leander, TX | 259 | 1,358 | |||||||||||||||||||
Novel Perimeter | Atlanta, GA | 320 | 1,749 | |||||||||||||||||||
Riverside Apartments | Austin, TX | 222 | 1,408 | |||||||||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | * | * | |||||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,176 | |||||||||||||||||||
Wayforth at Concord | Concord, NC | 150 | 1,707 | |||||||||||||||||||
Whetstone Apartments | Durham, NC | 204 | 1,278 | (2) | ||||||||||||||||||
Mezzanine and Preferred Investments Subtotal/Average | 3,431 | $ | 1,704 | |||||||||||||||||||
Portfolio Properties Total/Average | 14,717 | $ | 1,393 |
(1) Represents date of last significant renovation or year built if there were no renovations.
(2) Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2019.
(3) Percent occupied is calculated as (i) the number of units occupied as of March 31, 2019, divided by (ii) total number of units, expressed as a percentage.
* The development is in the planning phase; project specifications are in process.
7 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Consolidated Statement of Operations
For the Three Months Ended March 31, 2019 and 2018
(Unaudited and dollars in thousands except for share and per share data)
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Revenues | ||||||||
Rental and other property revenues | $ | 45,690 | $ | 36,675 | ||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Total revenues | 51,466 | 41,871 | ||||||
Expenses | ||||||||
Property operating | 18,602 | 15,658 | ||||||
Property management fees | 1,215 | 992 | ||||||
General and administrative | 5,627 | 4,669 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Weather-related losses, net | — | 168 | ||||||
Depreciation and amortization | 17,230 | 15,640 | ||||||
Total expenses | 42,732 | 37,170 | ||||||
Operating income | 8,734 | 4,701 | ||||||
Other income (expense) | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Interest expense, net | (16,067 | ) | (10,117 | ) | ||||
Total other expense | (13,099 | ) | (7,656 | ) | ||||
Net loss | (4,365 | ) | (2,955 | ) | ||||
Preferred stock dividends | (10,384 | ) | (8,248 | ) | ||||
Preferred stock accretion | (1,887 | ) | (1,112 | ) | ||||
Net loss attributable to noncontrolling interests | ||||||||
Operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Partially owned properties | (492 | ) | (215 | ) | ||||
Net loss attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss per common share - Basic | $ | (0.53 | ) | $ | (0.40 | ) | ||
Net loss per common share – Diluted | $ | (0.53 | ) | $ | (0.40 | ) | ||
Weighted average basic common shares outstanding | 23,123,616 | 24,143,382 | ||||||
Weighted average diluted common shares outstanding | 23,123,616 | 24,143,382 |
8 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Consolidated Balance Sheets
First Quarter 2019
(Unaudited and dollars in thousands except for share and per share amounts)
March 31,
2019 |
December 31,
2018 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 200,114 | $ | 200,385 | ||||
Buildings and improvements | 1,548,167 | 1,546,244 | ||||||
Furniture, fixtures and equipment | 58,422 | 55,050 | ||||||
Construction in progress | 659 | 989 | ||||||
Total Gross Real Estate Investments | 1,807,362 | 1,802,668 | ||||||
Accumulated depreciation | (124,605 | ) | (108,911 | ) | ||||
Total Net Real Estate Investments | 1,682,757 | 1,693,757 | ||||||
Cash and cash equivalents | 24,337 | 24,775 | ||||||
Restricted cash | 22,659 | 27,469 | ||||||
Notes and accrued interest receivable from related parties | 174,068 | 164,084 | ||||||
Due from affiliates | 3,123 | 2,854 | ||||||
Accounts receivable, prepaids and other assets | 12,332 | 14,395 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures | 93,728 | 89,033 | ||||||
In-place lease intangible assets, net | 443 | 1,768 | ||||||
Total Assets | $ | 2,013,447 | $ | 2,018,135 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,204,905 | $ | 1,206,136 | ||||
Revolving credit facilities | 78,000 | 82,209 | ||||||
Accounts payable | 1,215 | 1,486 | ||||||
Other accrued liabilities | 25,444 | 31,690 | ||||||
Due to affiliates | 798 | 726 | ||||||
Distributions payable | 12,317 | 12,073 | ||||||
Total Liabilities | 1,322,679 | 1,334,320 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 5,721,460 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 139,698 | 139,545 | ||||||
6.000% Sseries B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 349,423 and 306,009 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 311,555 | 272,842 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,323,750 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 56,545 | 56,485 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 229,900,000 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; 2,850,602 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 68,705 | 68,705 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,861,084 and 23,322,211 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 228 | 233 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 1 | 1 | ||||||
Additional paid-in-capital | 300,407 | 307,938 | ||||||
Distributions in excess of cumulative earnings | (234,363 | ) | (218,531 | ) | ||||
Total Stockholders’ Equity | 134,978 | 158,346 | ||||||
Noncontrolling Interests | ||||||||
Operating partnership units | 21,143 | 27,613 | ||||||
Partially owned properties | 26,849 | 28,984 | ||||||
Total Noncontrolling Interests | 47,992 | 56,597 | ||||||
Total Equity | 182,970 | 214,943 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,013,447 | $ | 2,018,135 |
9 |
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 shares and units is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income, 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 depreciable real estate, 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 stock compensation expense, acquisition expenses, 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), non-cash interest, one-time weather-related costs, gain or losses on sales of non-depreciable real estate property, 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 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
We have acquired four operating properties and four properties held through preferred equity or mezzanine loan investments subsequent to March 31, 2018. 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 table below reconciles our calculations of FFO and CFFO to net loss, the most directly comparable GAAP financial measure, for the three months ended March 31, 2019 and 2018 (in thousands, except per share amounts):
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Real estate depreciation and amortization (1) | 16,142 | 14,831 | ||||||
FFO Attributable to Common Shares and Units | (2 | ) | 2,731 | |||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Weather-related losses, net | — | 165 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | — | |||||
Shareholder activism | 338 | — | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
CFFO Attributable to Common Shares and Units | $ | 6,277 | $ | 6,125 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Shares and Units - diluted | $ | (0.00 | ) | $ | 0.09 | |||
CFFO Attributable to Common Shares and Units - diluted | $ | 0.20 | $ | 0.20 | ||||
Weighted average common shares and units outstanding - diluted | 30,885,006 | 30,995,775 |
(1) | The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests – partially owned properties, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments. |
11 |
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 loss attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss income attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Preferred stock dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Interest expense, net | 16,067 | 10,117 | ||||||
Depreciation and amortization | 17,144 | 15,576 | ||||||
EBITDAre | $ | 28,846 | $ | 22,738 | ||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Weather-related losses, net | - | 168 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | — | |||||
Shareholder activism | 338 | — | ||||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Adjusted EBITDAre | $ | 30,828 | $ | 24,562 |
12 |
Bluerock Residential Growth REIT, Inc. |
First Quarter Earnings Release |
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis; NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as a supplemental measure of our financial performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Add common stockholders and operating partnership units pro-rata share of: | ||||||||
Depreciation and amortization | 16,142 | 14,831 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Property management fees | 1,148 | 939 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Corporate operating expenses | 5,554 | 4,669 | ||||||
Weather-related losses, net | — | 165 | ||||||
Preferred dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Less common stockholders and operating partnership units pro-rata share of: | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Pro-rata share of properties’ income | 12,781 | 10,775 | ||||||
Add: | ||||||||
Noncontrolling interest pro-rata share of partially owned property income | 729 | 607 | ||||||
Total property income | 13,510 | 11,382 | ||||||
Add: | ||||||||
Interest expense | 13,578 | 9,635 | ||||||
Net operating income | 27,088 | 21,017 | ||||||
Less: | ||||||||
Non-same store net operating income | 4,217 | 33 | ||||||
Same store net operating income (1) | $ | 22,871 | $ | 20,984 |
(1) Same store portfolio for the three months ended March 31, 2019 consists of 28 properties, which represent 9,608 units.
13 |
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
##
14 |
Bluerock Residential Growth REIT, Inc. |
Financial and Operating Highlights |
For the Three Months Ended March 31, 2019 |
(Unaudited and dollars in thousands except for share and per share data) |
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2019 | 2018 | % Change | ||||||||||
Total revenue | $ | 51,466 | $ | 41,871 | 22.9 | % | ||||||
Total assets | $ | 2,013,447 | $ | 1,759,828 | 14.4 | % | ||||||
Property NOI (1) | $ | 27,088 | $ | 21,017 | 28.9 | % | ||||||
Property NOI margins | 59.3 | % | 57.3 | % | 3.5 | % | ||||||
Net loss per common share - Diluted | $ | (0.53 | ) | $ | (0.40 | ) | - | |||||
CFFO attributable to common shares and units per share (2) | $ | 0.20 | $ | 0.20 | 0.0 | % |
(1) See page 33 for the Company's definition of this non-GAAP measurement and reasons for using it.
(2) See page 31 for the Company's definition of this non-GAAP measurement and reasons for using it.
15 |
Bluerock Residential Growth REIT, Inc. |
Share and Unit Information |
First Quarter 2019 |
(Unaudited) |
Weighted Average Common Stock and Units Outstanding for the quarter ended March 31, 2019 | ||||
Class A Common Stock | 23,047,013 | |||
Class C Common Stock | 76,603 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,123,616 | |||
Warrants (1) | 12,299 | |||
Weighted Average Common Stock Outstanding, Diluted | 23,135,915 | |||
LTIP Units | 1,362,914 | |||
OP Units | 6,386,177 | |||
Weighted Average Common Stock and Total Units Outstanding, Diluted | 30,885,006 | |||
Outstanding Common Stock and Units at March 31, 2019 | 31,674,786 | |||
Outstanding 8.250% Series A Cumulative Redeemable Preferred Stock at March 31, 2019 | 5,721,460 | |||
Outstanding 6.000% Series B Redeemable Preferred Stock at March 31, 2019 | 349,423 | |||
Outstanding 7.625% Series C Cumulative Redeemable Preferred Stock at March 31, 2019 | 2,323,750 | |||
Outstanding 7.125% Series D Cumulative Preferred Stock at March 31, 2019 | 2,850,602 |
(1) Potential dilution from warrants outstanding from issuance of Series B Preferred Stock offering that are potentially exercisable into 12,299 shares of common stock.
The following table reflects the impact of various LTIP Unit issuances, share repurchases, and other share/unit changes subsequent to December 31, 2018:
Share Type |
Shares and units
outstanding December 31, 2018 |
LTIP Issuances |
Share
Repurchases |
Other |
Shares and units
outstanding March 31, 2019 |
Ownership
% |
||||||||||||||||||
Class A Common Stock | 23,322,211 | - | (505,797 | ) | 44,669 | 22,861,083 | 72.18 | % | ||||||||||||||||
Class C Common Stock | 76,603 | - | - | - | 76,603 | 0.24 | % | |||||||||||||||||
Total share equivalents | 23,398,814 | - | (505,797 | ) | 44,669 | 22,937,686 | 72.42 | % | ||||||||||||||||
OP Units | 6,386,842 | - | - | (1,128 | ) | 6,385,714 | 20.16 | % | ||||||||||||||||
LTIP Units | 1,796,029 | 555,357 | - | - | 2,351,386 | 7.42 | % | |||||||||||||||||
Total noncontrolling interest | 8,182,871 | 555,357 | - | (1,128 | ) | 8,737,100 | 27.58 | % | ||||||||||||||||
Total shares, OP and LTIP Units | 31,581,685 | 555,357 | (505,797 | ) | 43,541 | 31,674,786 | 100.00 | % |
16 |
Bluerock Residential Growth REIT, Inc. |
EBITDAre and Interest Information |
First Quarter 2019 |
(Unaudited and dollars in thousands) |
Three Months Ended | ||||
March 31, | ||||
2019 | ||||
Q1 EBITDAre Calculation | ||||
Net loss attributable to common stockholders | $ | (12,093 | ) | |
Net loss attributable to noncontrolling interests | (4,543 | ) | ||
Preferred stock dividends | 10,384 | |||
Preferred stock accretion | 1,887 | |||
Interest expense, net | 16,067 | |||
Depreciation and amortization | 17,144 | |||
EBITDAre (1) | $ | 28,846 | ||
Acquisition and pursuit costs | 58 | |||
Non-real estate depreciation and amortization | 86 | |||
Gain on sale of non-depreciable real estate investments | (679 | ) | ||
Shareholder activism | 338 | |||
Non-cash equity compensation | 2,391 | |||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | ||
Adjusted EBITDAre | $ | 30,828 | ||
Modified Q1 EBITDAre Calculation (2) | ||||
Adjusted EBITDAre | $ | 30,828 | ||
Adjustment | 151 | |||
Modified Q1 EBITDAre | $ | 30,979 | ||
Modified Q1 EBITDAre annualized | $ | 123,916 | ||
Modified Q1 Interest Calculation (2)(3) | ||||
Interest expense | $ | 13,578 | ||
Adjustment | - | |||
Modified Q1 interest expense | $ | 13,578 | ||
Modified Q1 interest expense annualized | $ | 54,312 |
(1) See page 32 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, 2019: (i) investment in The Park at Chapel Hill and (ii) additional investments at Alexan CityCentre, Alexan Southside Place, Cade Boca Raton, Domain at The One Forty, Leigh House, North Creek Apartments, and Vickers Historic Roswell. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts.
(3) Interest expense excludes non-cash interest expense.
17 |
Bluerock Residential Growth REIT, Inc. |
Financial Statistics |
First Quarter 2019 |
(Unaudited and dollars in thousands) |
Three Months Ended | ||||
March 31, | ||||
2019 | ||||
Interest Coverage Ratio | ||||
Modified Q1 EBITDAre * | $ | 30,979 | ||
Modified Q1 interest expense (4) * | 13,578 | |||
Interest coverage ratio | 2.28 x | |||
Quarterly Fixed Charge Coverage Ratio | ||||
Modified Q1 interest expense (4) * | $ | 13,578 | ||
Preferred stock dividends | 10,384 | |||
Total fixed charges | $ | 23,962 | ||
Modified Q1 EBITDAre * | 30,979 | |||
Modified Q1 EBITDAre fixed charge coverage ratio | 1.29 x | |||
Net Debt / Modified EBITDAre Ratio | ||||
Total debt (1) | $ | 1,291,741 | ||
Less: cash (3) | (46,996 | ) | ||
Net debt (total debt less cash) | $ | 1,244,745 | ||
Modified Q1 EBITDAre (annualized)* | 123,916 | |||
Net debt / modified EBITDAre ratio | 10.05 x | |||
Leverage as a Percentage of Assets | ||||
Total debt (1) | $ | 1,291,741 | ||
Total undepreciated assets (2) | 2,138,052 | |||
Total debt / total undepreciated assets | 60.4 | % | ||
Net debt / net undepreciated assets (less cash) | 59.5 | % | ||
Leverage as a Percentage of Enterprise Value | ||||
Total market cap (5) | $ | 970,032 | ||
Total debt (1) | 1,291,741 | |||
Total enterprise value | $ | 2,261,773 | ||
Total debt / total enterprise value | 57.1 | % | ||
Net debt / total enterprise value | 55.0 | % | ||
(1) Total debt excludes amortization of fair market value adjustments of $2.1 million and deferred financing costs of $10.9 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, 2019 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, 2019: (i) investment in The Park at Chapel Hill and (ii) additional investments at Alexan CityCentre, Alexan Southside Place, Cade Boca Raton, Domain at The One Forty, Leigh House, North Creek Apartments, and Vickers Historic Roswell. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts. See prior page for calculations.
18 |
Bluerock Residential Growth REIT, Inc. |
Recent Investments |
(Unaudited) |
Property | Location |
Date of
Investment |
Type of Investment |
Amount
(in millions) |
||||||
The Park at Chapel Hill | Chapel Hill, NC | 01/23/2019 | Mezzanine | $ | 8.6 | (1) |
(1) The investment includes a $7.8 million senior loan and a $0.8 million mezzanine loan. The development is in the planning phase; project specifications are in process.
19 |
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 |
IRR |
Equity
Multiple |
||||||||||||||||||||
Wesley Village II | Charlotte, NC | 3/1/2019 | - | 100.0 | % | $ | 1.0 | $ | 1.0 | 91 | % | 3.62 |
20 |
Bluerock Residential Growth REIT, Inc. |
Investments in Unconsolidated Real Estate Joint Ventures and Notes and Accrued Interest Receivable from Related Parties |
For the Three Months Ended March 31, 2019 |
(Unaudited and dollars in thousands) |
Multifamily Community Name |
Investment
Balance as of January 1, 2019 |
Change |
Investment Balance
March 31, 2019 |
Return as of March 31, 2019 |
CFFO Earned for the
Three Months Ended March 31, 2019 |
|||||||||||||||
Preferred and Equity Investments | ||||||||||||||||||||
Alexan CityCentre | $ | 11,205 | $ | 275 | $ | 11,480 | 17.2 | % | $ | 485 | ||||||||||
Alexan Southside Place | 22,801 | 1,240 | 24,041 | 6.5 | % | 383 | ||||||||||||||
Helios | 19,189 | - | 19,189 | 7.0 | % | 331 | ||||||||||||||
Leigh House | 13,319 | 855 | 14,174 | 15.8 | % | 524 | ||||||||||||||
North Creek Apartments | 5,892 | 2,325 | 8,217 | 8.5% current + 4.0% accrued | 151 | |||||||||||||||
Riverside Apartments | 3,600 | - | 3,600 | 8.5% current + 4.0% accrued | 77 | |||||||||||||||
Wayforth at Concord | - | - | - | 9.0% current + 4.0% accrued | - | |||||||||||||||
Whetstone Apartments | 12,932 | - | 12,932 | 7.2% accrued (1) | 126 | |||||||||||||||
Other | 95 | - | 95 | (2) | - | |||||||||||||||
$ | 89,033 | $ | 4,695 | $ | 93,728 | $ | 2,077 | |||||||||||||
Mezzanine Loans | ||||||||||||||||||||
Arlo (2) | $ | 24,893 | $ | - | $ | 24,893 | 15.0 | % | $ | 909 | ||||||||||
Cade Boca Raton (2) | 11,854 | 484 | 12,338 | 15.0 | % | 437 | ||||||||||||||
Domain at The One Forty (2) | 20,536 | 638 | 21,174 | 15.0 | % | 752 | ||||||||||||||
Flagler Village (2) | 75,436 | - | 75,436 | 12.9 | % | 2,373 | ||||||||||||||
Novel Perimeter (2) | 20,867 | - | 20,867 | 15.0 | % | 762 | ||||||||||||||
The Park at Chapel Hill (3) | - | 8,572 | 8,572 | 10.0 | % | 156 | ||||||||||||||
Vickers Historic Roswell (2) | 10,498 | 290 | 10,788 | 15.0 | % | 387 | ||||||||||||||
$ | 164,084 | $ | 9,984 | $ | 174,068 | $ | 5,776 |
(1) Effective April 1, 2017, the preferred income is being accrued, except for a $0.1 million payment in March 2019.
(2) The Company also holds an equity method investment with 0.5% common ownership.
(3) The investment includes a $7.8 million senior loan and a $0.8 million mezzanine loan.
21 |
Bluerock Residential Growth REIT, Inc. |
Portfolio Information |
First Quarter 2019 |
(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 at Palmer Ranch | Sarasota, FL | 320 | 2016 | $ | 1,311 | $ | 1,454 | 96.5 | % | |||||||||||||
ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 1,215 | 1,352 | 92.8 | % | |||||||||||||||
ARIUM Grandewood | Orlando, FL | 306 | 2005 | 1,394 | 1,498 | 94.6 | % | |||||||||||||||
ARIUM Gulfshore | Naples, FL | 368 | 2016 | 1,325 | 1,464 | 95.4 | % | |||||||||||||||
ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 1,401 | 1,558 | 94.4 | % | |||||||||||||||
ARIUM Metrowest | Orlando, FL | 510 | 2001 | 1,382 | 1,566 | 93.8 | % | |||||||||||||||
ARIUM Palms | Orlando, FL | 252 | 2008 | 1,315 | 1,450 | 92.7 | % | |||||||||||||||
ARIUM Pine Lakes | Port St. Lucie, FL | 320 | 2003 | 1,287 | 1,464 | 94.3 | % | |||||||||||||||
ARIUM Westside | Atlanta, GA | 336 | 2008 | 1,532 | 1,655 | 95.1 | % | |||||||||||||||
Ashford Belmar | Lakewood, CO | 512 | 1988/1993 | 1,607 | 1,780 | 91.7 | % | |||||||||||||||
Ashton Reserve | Charlotte, NC | 473 | 2015 | 1,122 | 1,262 | 93.3 | % | |||||||||||||||
Citrus Tower | Orlando, FL | 336 | 2006 | 1,292 | 1,426 | 94.1 | % | |||||||||||||||
Enders Place at Baldwin Park | Orlando, FL | 220 | 2003 | 1,778 | 1,889 | 96.1 | % | |||||||||||||||
James on South First | Austin, TX | 250 | 2016 | 1,244 | 1,403 | 93.6 | % | |||||||||||||||
Marquis at Crown Ridge | San Antonio, TX | 352 | 2009 | 1,014 | 1,118 | 92.4 | % | |||||||||||||||
Marquis at Stone Oak | San Antonio, TX | 335 | 2007 | 1,444 | 1,553 | 95.1 | % | |||||||||||||||
Marquis at The Cascades | Tyler, TX | 582 | 2009 | 1,206 | 1,288 | 93.4 | % | |||||||||||||||
Marquis at TPC | San Antonio, TX | 139 | 2008 | 1,485 | 1,561 | 95.4 | % | |||||||||||||||
Outlook at Greystone | Birmingham, AL | 300 | 2007 | 954 | 1,155 | 91.7 | % | |||||||||||||||
Park & Kingston | Charlotte, NC | 168 | 2015 | 1,294 | 1,376 | 97.1 | % | |||||||||||||||
Plantation Park | Lake Jackson, TX | 238 | 2016 | 1,393 | 1,487 | 94.2 | % | |||||||||||||||
Preston View | Morrisville, NC | 382 | 2000 | 1,121 | 1,211 | 93.7 | % | |||||||||||||||
Roswell City Walk | Roswell, GA | 320 | 2015 | 1,526 | 1,748 | 96.7 | % | |||||||||||||||
Sands Parc | Daytona Beach, FL | 264 | 2017 | 1,354 | 1,509 | 96.3 | % | |||||||||||||||
Sorrel | Frisco, TX | 352 | 2015 | 1,279 | 1,414 | 82.1 | % | |||||||||||||||
Sovereign | Fort Worth, TX | 322 | 2015 | 1,365 | 1,493 | 94.2 | % | |||||||||||||||
The Brodie | Austin, TX | 324 | 2001 | 1,247 | 1,415 | 93.8 | % | |||||||||||||||
The Links at Plum Creek | Castle Rock, CO | 264 | 2000 | 1,411 | 1,540 | 95.1 | % | |||||||||||||||
The Mills | Greenville, SC | 304 | 2013 | 1,037 | 1,168 | 94.9 | % | |||||||||||||||
The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 1,412 | 1,538 | 96.5 | % | |||||||||||||||
Veranda at Centerfield | Houston, TX | 400 | 1999 | 947 | 1,040 | 91.8 | % | |||||||||||||||
Villages of Cypress Creek | Houston, TX | 384 | 2001 | 1,129 | 1,226 | 93.9 | % | |||||||||||||||
Wesley Village | Charlotte, NC | 301 | 2010 | 1,371 | 1,466 | 94.5 | % | |||||||||||||||
Total Consolidated Operating Properties | 11,286 | $ | 1,299 | $ | 1,432 | 93.9 | % | |||||||||||||||
Mezzanine/Preferred Investments: | ||||||||||||||||||||||
Alexan CityCentre | Houston, TX | 340 | $ | 1,733 | $ | 1,857 | 93.8 | % | ||||||||||||||
Alexan Southside Place | Houston, TX | 270 | 2,012 | (4) | N/A | N/A | ||||||||||||||||
Arlo | Charlotte, NC | 286 | 1,507 | (4) | N/A | N/A | ||||||||||||||||
Cade Boca Raton | Boca Raton, FL | 90 | 2,549 | (4) | N/A | N/A | ||||||||||||||||
Domain at The One Forty | Garland, TX | 299 | 1,469 | (4) | N/A | N/A | ||||||||||||||||
Flagler Village | Fort Lauderdale, FL | 385 | 2,352 | (4) | N/A | N/A | ||||||||||||||||
Helios | Atlanta, GA | 282 | 1,436 | 1,585 | 89.8 | % | ||||||||||||||||
Leigh House | Raleigh, NC | 245 | 1,271 | (4) | N/A | N/A | ||||||||||||||||
North Creek Apartments | Leander, TX | 259 | 1,358 | (4) | N/A | N/A | ||||||||||||||||
Novel Perimeter | Atlanta, GA | 320 | 1,749 | (4) | N/A | N/A | ||||||||||||||||
Riverside Apartments | Austin, TX | 222 | 1,408 | (4) | N/A | N/A | ||||||||||||||||
The Park at Chapel Hill | Chapel Hill, NC | * | * | N/A | N/A | |||||||||||||||||
Vickers Historic Roswell | Roswell, GA | 79 | 3,176 | (4) | N/A | N/A | ||||||||||||||||
Wayforth at Concord | Concord, NC | 150 | 1,707 | (4) | N/A | N/A | ||||||||||||||||
Whetstone Apartments | Durham, NC | 204 | 1,278 | 1,462 | 96.1 | % | ||||||||||||||||
Total Mezzanine/Preferred Investments | 3,431 | $ | 1,704 | $ | 1,667 | 93.0 | % | |||||||||||||||
Total Portfolio | 14,717 | $ | 1,393 | $ | 1,448 | 93.8 | % |
(1) Represents date of last significant renovation or year built if there were no renovations.
(2) Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2019.
(3) Revenue per occupied unit is total revenue divided by average number of occupied units for the three months ended March 31, 2019.
(4) Represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization.
* The development is in the planning phase; project specifications are in process.
22 |
Bluerock Residential Growth REIT, Inc. |
Renovation Table |
As of March 31, 2019 |
(Unaudited) |
Units and Investment | ||||||||||||||||||||
2019 | To Date | |||||||||||||||||||
Completed | Completed | Total Expected | Total | Unrenovated Units | ||||||||||||||||
in 1Q | Year-to-date | Completions in 2019 | Completed | Remaining | ||||||||||||||||
Number of Renovations | 273 | 273 | 900 - 1,200 | 1,939 | 4,550 | |||||||||||||||
Renovation Cost per Unit | $ | 5,501 | $ | 5,501 | $6,000 - $7,000 | |||||||||||||||
Returns | ||||||||||||||||||||
Cost | Monthly Rent | Return on | ||||||||||||||||||
per Unit | Premium | Investment | ||||||||||||||||||
Weighted Average Returns to Date | $ | 4,902 | $ | 108 | 26.3 | % |
23 |
Bluerock Residential Growth REIT, Inc. |
Mezzanine/Preferred Investments |
As of March 31, 2019 |
(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) |
Construction
Start |
Initial
Occupancy |
Construction
Completion |
Stabilized
Operations (3) |
|||||||||||||||||||
Whetstone Apartments (1) | 204 | $ | 37.0 | $ | 37.0 | $ | 181,373 | $ | 26.3 | N/A | 3Q14 | 3Q15 | 4Q16 | |||||||||||||||
Alexan CityCentre (1) | 340 | $ | 83.5 | $ | 80.7 | $ | 245,588 | $ | 55.1 | 4Q14 | 2Q17 | 4Q17 | 3Q18 | |||||||||||||||
Helios (1) | 282 | $ | 51.8 | $ | 50.7 | $ | 183,688 | $ | 39.5 | 4Q15 | 2Q17 | 4Q17 | 4Q18 | |||||||||||||||
Alexan Southside Place (1) | 270 | $ | 49.4 | $ | 47.0 | $ | 182,963 | $ | 31.6 | 4Q15 | 4Q17 | 1Q18 | 1Q19 | |||||||||||||||
Leigh House (1) | 245 | $ | 40.2 | $ | 39.3 | $ | 164,082 | $ | 25.2 | 2Q16 | 3Q17 | 3Q18 | 1Q19 | |||||||||||||||
Vickers Historic Roswell (2) | 79 | $ | 31.9 | $ | 29.9 | $ | 403,797 | $ | 18.0 | 2Q16 | 2Q18 | 3Q18 | 1Q20 | |||||||||||||||
Domain at The One Forty (2) | 299 | $ | 53.3 | $ | 50.1 | $ | 178,261 | $ | 36.7 | 1Q17 | 2Q18 | 4Q18 | 4Q19 | |||||||||||||||
Arlo (2) | 286 | $ | 60.0 | $ | 58.0 | $ | 209,790 | $ | 41.8 | 4Q16 | 2Q18 | 1Q19 | 1Q20 | |||||||||||||||
Novel Perimeter (2) | 320 | $ | 71.0 | $ | 68.4 | $ | 221,875 | $ | 44.7 | 4Q16 | 3Q18 | 1Q19 | 1Q20 | |||||||||||||||
Cade Boca Raton (2) | 90 | $ | 30.1 | $ | 28.4 | $ | 334,444 | $ | 18.7 | 2Q17 | 4Q18 | 2Q19 | 1Q20 | |||||||||||||||
Flagler Village (2) | 385 | $ | 135.4 | $ | 80.0 | $ | 351,688 | $ | 70.4 | 1Q18 | 2Q20 | 3Q20 | 2Q22 | |||||||||||||||
North Creek Apartments (1) | 259 | $ | 44.0 | $ | 8.9 | $ | 169,884 | $ | 23.6 | 4Q18 | 1Q20 | 3Q20 | 1Q21 | |||||||||||||||
Riverside Apartments (1) | 222 | $ | 37.9 | $ | 7.1 | $ | 170,721 | $ | 20.2 | 2Q19 | 3Q20 | 4Q20 | 2Q21 | |||||||||||||||
Wayforth at Concord (1) | 150 | $ | 33.5 | $ | 4.1 | $ | 223,333 | $ | 22.3 | 4Q18 | 2Q20 | 3Q21 | 3Q21 | |||||||||||||||
The Park at Chapel Hill | * | * | * | * | * | * | * | * | * |
(1) Represents a preferred equity investment. North Creek Apartments, Riverside Apartments, and Wayforth at Concord have the option to purchase the property at stabilization.
(2) Represents a mezzanine loan investment. Arlo, Cade Boca Raton, and Vickers Historic Roswell have an option to purchase indirect property interest upon maturity.
(3) We defined stabilized occupancy as attainment of 90% physical occupancy.
* The development is in the planning phase; project specifications are in process.
24 |
Bluerock Residential Growth REIT, Inc. |
Condensed Consolidated Balance Sheets |
First Quarter 2019 |
(Unaudited and dollars in thousands except for share and per share data) |
March 31,
2019 |
December 31,
2018 |
|||||||
ASSETS | ||||||||
Net Real Estate Investments | ||||||||
Land | $ | 200,114 | $ | 200,385 | ||||
Buildings and improvements | 1,548,167 | 1,546,244 | ||||||
Furniture, fixtures and equipment | 58,422 | 55,050 | ||||||
Construction in progress | 659 | 989 | ||||||
Total Gross Real Estate Investments | 1,807,362 | 1,802,668 | ||||||
Accumulated depreciation | (124,605 | ) | (108,911 | ) | ||||
Total Net Real Estate Investments | 1,682,757 | 1,693,757 | ||||||
Cash and cash equivalents | 24,337 | 24,775 | ||||||
Restricted cash | 22,659 | 27,469 | ||||||
Notes and accrued interest receivable from related parties | 174,068 | 164,084 | ||||||
Due from affiliates | 3,123 | 2,854 | ||||||
Accounts receivable, prepaids and other assets | 12,332 | 14,395 | ||||||
Preferred equity investments and investments in unconsolidated real estate joint ventures | 93,728 | 89,033 | ||||||
In-place lease intangible assets, net | 443 | 1,768 | ||||||
Total Assets | $ | 2,013,447 | $ | 2,018,135 | ||||
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
Mortgages payable | $ | 1,204,905 | $ | 1,206,136 | ||||
Revolving credit facilities | 78,000 | 82,209 | ||||||
Accounts payable | 1,215 | 1,486 | ||||||
Other accrued liabilities | 25,444 | 31,690 | ||||||
Due to affiliates | 798 | 726 | ||||||
Distributions payable | 12,317 | 12,073 | ||||||
Total Liabilities | 1,322,679 | 1,334,320 | ||||||
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; 5,721,460 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 139,698 | 139,545 | ||||||
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 1,225,000 shares authorized; 349,423 and 306,009 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 311,555 | 272,842 | ||||||
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,323,750 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 56,545 | 56,485 | ||||||
Equity | ||||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.01 par value, 229,900,000 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; 2,850,602 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 68,705 | 68,705 | ||||||
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 22,861,084 and 23,322,211 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 228 | 233 | ||||||
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2019 and December 31, 2018 | 1 | 1 | ||||||
Additional paid-in-capital | 300,407 | 307,938 | ||||||
Distributions in excess of cumulative earnings | (234,363 | ) | (218,531 | ) | ||||
Total Stockholders’ Equity | 134,978 | 158,346 | ||||||
Noncontrolling Interests | ||||||||
Operating partnership units | 21,143 | 27,613 | ||||||
Partially owned properties | 26,849 | 28,984 | ||||||
Total Noncontrolling Interests | 47,992 | 56,597 | ||||||
Total Equity | 182,970 | 214,943 | ||||||
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 2,013,447 | $ | 2,018,135 |
25 |
Bluerock Residential Growth REIT, Inc. |
Consolidated Statements of Operations |
For the Three Months Ended March 31, 2019 and 2018 |
(Dollars in thousands) |
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Revenues | ||||||||
Net rental income | $ | 40,713 | $ | 32,665 | ||||
Other property revenues | 4,977 | 4,010 | ||||||
Rental and other property revenues | 45,690 | 36,675 | ||||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Total revenues | 51,466 | 41,871 | ||||||
Expenses | ||||||||
Property operating | 18,602 | 15,658 | ||||||
Property management fees | 1,215 | 992 | ||||||
General and administrative | 5,627 | 4,669 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Weather-related losses, net | — | 168 | ||||||
Depreciation and amortization | 17,230 | 15,640 | ||||||
Total expenses | 42,732 | 37,170 | ||||||
Operating income | 8,734 | 4,701 | ||||||
Other income (expense) | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Interest expense, net | (16,067 | ) | (10,117 | ) | ||||
Total other expense | (13,099 | ) | (7,656 | ) | ||||
Net loss | (4,365 | ) | (2,955 | ) | ||||
Preferred stock dividends | (10,384 | ) | (8,248 | ) | ||||
Preferred stock accretion | (1,887 | ) | (1,112 | ) | ||||
Net loss attributable to noncontrolling interests | ||||||||
Operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Partially owned properties | (492 | ) | (215 | ) | ||||
Net loss attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss per common share - Basic | $ | (0.53 | ) | $ | (0.40 | ) | ||
Net loss per common share – Diluted | $ | (0.53 | ) | $ | (0.40 | ) | ||
Weighted average basic common shares outstanding | 23,123,616 | 24,143,382 | ||||||
Weighted average diluted common shares outstanding | 23,123,616 | 24,143,382 |
26 |
Bluerock Residential Growth REIT, Inc. |
Reconciliation of Funds from Operations (FFO) and Core FFO (CFFO) Attributable to Common Shares and Units |
For the Three Months Ended March 31, 2019 and 2018 |
(Unaudited and dollars in thousands except for share and per share data) |
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Real estate depreciation and amortization (1) | 16,142 | 14,831 | ||||||
FFO Attributable to Common Shares and Units | (2 | ) | 2,731 | |||||
Common stockholders and operating partnership units pro-rata share of: | ||||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Weather-related losses, net | — | 165 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | — | |||||
Shareholder activism | 338 | — | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
CFFO Attributable to Common Shares and Units | $ | 6,277 | $ | 6,125 | ||||
Per Share and Unit Information: | ||||||||
FFO Attributable to Common Shares and Units - diluted | $ | (0.00 | ) | $ | 0.09 | |||
CFFO Attributable to Common Shares and Units - diluted | $ | 0.20 | $ | 0.20 | ||||
Weighted average common shares and units outstanding - diluted | 30,885,006 | 30,995,775 |
(1) The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests – partially owned properties, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments.
27 |
Bluerock Residential Growth REIT, Inc. |
Mortgages Payable Summary Information |
As of March 31, 2019 |
(Unaudited and dollars in thousands) |
Mortgages Payable
Property |
Outstanding
Principal |
Interest Rate | Fixed/ Floating | Maturity Date | ||||||||
ARIUM at Palmer Ranch | $ | 41,348 | 4.41 | % | Fixed | May 1, 2025 | ||||||
ARIUM Glenridge | 49,500 | 3.82 | % | L + 1.33% subject to Cap (1) | September 1, 2025 | |||||||
ARIUM Grandewood | 39,385 | 4.12 | % | (2) | July 1, 2025 | |||||||
ARIUM Hunter’s Creek | 72,294 | 3.65 | % | Fixed | November 1, 2024 | |||||||
ARIUM Metrowest | 64,559 | 4.43 | % | Fixed | May 1, 2025 | |||||||
ARIUM Palms | 30,320 | 3.89 | % | L + 1.40% subject to Cap (1) | September 1, 2025 | |||||||
ARIUM Pine Lakes | 26,950 | 3.95 | % | Fixed | November 1, 2023 | |||||||
ARIUM Westside | 52,150 | 3.68 | % | Fixed | August 1, 2023 | |||||||
Ashford Belmar | 100,675 | 4.53 | % | Fixed | December 1, 2025 | |||||||
Ashton Reserve I | 30,743 | 4.67 | % | Fixed | December 1, 2025 | |||||||
Ashton Reserve II | 15,213 | 3.99 | % | L + 1.50% subject to Cap (1) | August 1, 2025 | |||||||
Citrus Tower | 41,438 | 4.07 | % | Fixed | October 1, 2024 | |||||||
Enders Place at Baldwin Park (3) | 23,699 | 4.30 | % | Fixed | November 1, 2022 | |||||||
James on South First | 26,425 | 4.35 | % | Fixed | January 1, 2024 | |||||||
Marquis at Crown Ridge | 28,488 | 4.10 | % | L + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Marquis at Stone Oak | 42,526 | 4.10 | % | L + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Marquis at The Cascades I | 32,745 | 4.10 | % | L + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Marquis at The Cascades II | 22,853 | 4.10 | % | L + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Marquis at TPC | 16,736 | 4.10 | % | L + 1.61% subject to Cap (1) | June 1, 2024 | |||||||
Outlook at Greystone | 22,105 | 4.30 | % | Fixed | June 1, 2025 | |||||||
Park & Kingston (4) | 18,432 | 3.41 | % | Fixed | April 1, 2020 | |||||||
Plantation Park | 26,625 | 4.64 | % | Fixed | July 1, 2028 | |||||||
Preston View | 41,657 | 3.99 | % | L + 1.50% subject to Cap (1) | August 1, 2025 | |||||||
Roswell City Walk | 51,000 | 3.63 | % | Fixed | December 1, 2026 | |||||||
Sorrel | 38,684 | 4.78 | % | L + 2.29% subject to Cap (1) | May 1, 2023 | |||||||
Sovereign | 28,084 | 3.46 | % | Fixed | November 10, 2022 | |||||||
The Brodie | 34,666 | 3.71 | % | Fixed | December 1, 2023 | |||||||
The Links at Plum Creek | 40,000 | 4.31 | % | Fixed | October 1, 2025 | |||||||
The Mills | 26,174 | 4.21 | % | Fixed | January 1, 2025 | |||||||
The Preserve at Henderson Beach | 35,422 | 4.65 | % | Fixed | January 5, 2023 | |||||||
Veranda at Centerfield | 26,100 | 3.74 | % | L + 1.25% subject to Cap (1) | July 26, 2023 | |||||||
Villages of Cypress Creek | 26,200 | 3.23 | % | Fixed | October 1, 2022 | |||||||
Wesley Village | 40,545 | 4.25 | % | Fixed | April 1, 2024 | |||||||
Total | 1,213,741 | |||||||||||
Fair value adjustments | 2,095 | |||||||||||
Deferred financing costs, net | (10,931 | ) | ||||||||||
Total | $ | 1,204,905 | ||||||||||
Weighted Average Interest Rate | 4.10 | % |
(1) In March 2019, one month LIBOR in effect was 2.49%. LIBOR rate is subject to a LIBOR rate cap of 2.50% until at earliest July 1, 2021.
(2) The principal balance includes a $19.7 million advance at a fixed rate of 4.35% and a $19.7 million advance at a variable rate of 3.89% as of March 31, 2019.
(3) The principal balance includes a $16.1 million loan at a fixed rate of 3.97% and a $7.6 million supplemental loan at a fixed rate of 5.01%.
(4) The principal balance includes a $15.3 million loan at a fixed rate of 3.21% and a $3.2 million supplemental loan at a fixed rate of 4.34%.
28 |
Bluerock Residential Growth REIT, Inc. |
Mortgages Payable Summary Information Continued |
As of March 31, 2019 |
(Unaudited and dollars in thousands) |
Mortgages Payable Maturity Schedules
Year | Fixed Rate | Floating Rate | Total | % of Total | ||||||||||||
2019 | $ | 3,591 | $ | 2,136 | $ | 5,727 | 0.47 | % | ||||||||
2020 | 27,109 | 3,620 | 30,729 | 2.53 | % | |||||||||||
2021 | 11,251 | 4,609 | 15,860 | 1.31 | % | |||||||||||
2022 | 85,568 | 5,841 | 91,409 | 7.53 | % | |||||||||||
2023 | 153,084 | 68,135 | 221,219 | 18.23 | % | |||||||||||
Thereafter | 568,644 | 280,153 | 848,797 | 69.93 | % | |||||||||||
$ | 849,247 | $ | 364,494 | $ | 1,213,741 | 100.00 | % | |||||||||
Fair Value Adjustments | 2,095 | - | 2,095 | |||||||||||||
Subtotal | $ | 851,342 | $ | 364,494 | $ | 1,215,836 | ||||||||||
Deferred Financing Costs, net | (7,267 | ) | (3,664 | ) | (10,931 | ) | ||||||||||
Total | $ | 844,075 | $ | 360,830 | $ | 1,204,905 |
Amounts | % of Total |
Weighted Average
Interest Rates |
Weighted
Average Maturities (years) |
|||||||||||||
Secured Fixed Rate Debt | $ | 851,342 | 70.0 | % | 4.12 | % | 5.6 | |||||||||
Secured Floating Rate Debt (1) | 364,494 | 30.0 | % | 4.06 | % | 5.5 | ||||||||||
Total/Average | $ | 1,215,836 | 100.0 | % | 4.10 | % | 5.6 |
(1) 100% of the floating rate debt is subject to a LIBOR rate cap of 2.50% until at earliest July 1, 2021.
29 |
Bluerock Residential Growth REIT, Inc. |
2019 Projected Guidance |
(Unaudited and dollars in thousands except for per share data) |
2019 Outlook (3) | ||||||||
Low | High | |||||||
Core Funds from Operations Attributable to Common Shares and Units per share | $ | 0.80 | $ | 0.84 | ||||
Same Store NOI Growth | 3.0 | % | 4.0 | % | ||||
Property management fee as a % of revenue | 2.7 | % | 2.7 | % | ||||
General and administrative expenses (1) | 10,300 | 10,000 | ||||||
Income from preferred equity & mezzanine investments | 33,500 | 33,500 | ||||||
Normal recurring capital expenditures (2) | 2,500 | 2,500 | ||||||
Value-add Upgrades | ||||||||
Forecasted unit count | 900 | 1,200 | ||||||
Return on investment | 20 | % | 20 | % | ||||
Dispositions | ||||||||
Total Gross Asset Value | 200,000 | 400,000 | ||||||
Noncontrolling Interest, Preferred Stock and Share Count Assumptions | ||||||||
Noncontrolling interest % of CFFO - Partially owned properties | 5.0 | % | 4.7 | % | ||||
Series B Raise | 135,000 | 185,000 | ||||||
Preferred stock dividends | 44,000 | 45,300 | ||||||
Estimated weighted average diluted common shares and units outstanding | 31,500 | 31,500 |
(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 Shares and Units 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.
30 |
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 Shares and Units
We believe that funds from operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), and core funds from operations (“CFFO”) are important non-GAAP supplemental measures of operating performance for a REIT.
FFO attributable to common shares and units is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the NAREIT definition, as net income, 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 depreciable real estate, 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 stock compensation expense, acquisition expenses, 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), non-cash interest, one-time weather-related costs, gains or losses on sales of non-depreciable real estate property, 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 and four properties held through preferred equity or mezzanine loan investments subsequent to March 31, 2018. 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.
31 |
Bluerock Residential Growth REIT, Inc. |
Definitions of Non-GAAP Financial Measures |
(Unaudited and dollars in thousands) |
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")
NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income, computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.
We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.
Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.
EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.
The reconciliations of net loss attributable to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table below:
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common stockholders | $ | (12,093 | ) | $ | (9,425 | ) | ||
Net loss income attributable to noncontrolling interests | (4,543 | ) | (2,890 | ) | ||||
Preferred stock dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Interest expense, net | 16,067 | 10,117 | ||||||
Depreciation and amortization | 17,144 | 15,576 | ||||||
EBITDAre | $ | 28,846 | $ | 22,738 | ||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Weather-related losses, net | - | 168 | ||||||
Gain on sale of non-depreciable real estate investments | (679 | ) | - | |||||
Shareholder activism | 338 | - | ||||||
Non-cash equity compensation | 2,391 | 1,780 | ||||||
Non-cash preferred returns on unconsolidated real estate joint ventures | (212 | ) | (231 | ) | ||||
Adjusted EBITDAre | $ | 30,828 | $ | 24,562 | ||||
32 |
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 interests in five additional operating properties and three investments accounted for on the equity method of accounting subsequent to December 31, 2017. Therefore, the results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented:
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Net loss attributable to common shares | $ | (12,093 | ) | $ | (9,425 | ) | ||
Add back: Net loss attributable to operating partnership units | (4,051 | ) | (2,675 | ) | ||||
Net loss attributable to common shares and units | (16,144 | ) | (12,100 | ) | ||||
Add common stockholders and operating partnership units pro-rata share of: | ||||||||
Depreciation and amortization | 16,142 | 14,831 | ||||||
Non-real estate depreciation and amortization | 86 | 64 | ||||||
Non-cash interest expense | 775 | 461 | ||||||
Unrealized loss on derivatives | 1,635 | — | ||||||
Property management fees | 1,148 | 939 | ||||||
Acquisition and pursuit costs | 58 | 43 | ||||||
Corporate operating expenses | 5,554 | 4,669 | ||||||
Weather-related losses, net | — | 165 | ||||||
Preferred dividends | 10,384 | 8,248 | ||||||
Preferred stock accretion | 1,887 | 1,112 | ||||||
Less common stockholders and operating partnership units pro-rata share of: | ||||||||
Preferred returns on unconsolidated real estate joint ventures | 2,289 | 2,461 | ||||||
Interest income from related parties | 5,776 | 5,196 | ||||||
Gain on sale of non-depreciable real estate investments | 679 | — | ||||||
Pro-rata share of properties’ income | 12,781 | 10,775 | ||||||
Add: | ||||||||
Noncontrolling interest pro-rata share of partially owned property income | 729 | 607 | ||||||
Total property income | 13,510 | 11,382 | ||||||
Add: | ||||||||
Interest expense | 13,578 | 9,635 | ||||||
Net operating income | 27,088 | 21,017 | ||||||
Less: | ||||||||
Non-same store net operating income | 4,217 | 33 | ||||||
Same store net operating income (1) | $ | 22,871 | $ | 20,984 |
(1) Same store portfolio for the three months ended March 31, 2019 consists of 28 properties, which represent 9,608 units.
33 |