Armada Hoffler Properties, Inc. Reports First Quarter 2013 Pro Forma Results for Predecessor Entity
Armada Hoffler Properties, Inc. (NYSE: AHH) today announced its pro
forma results for its predecessor entity for the quarter ended March 31,
2013.
Louis Haddad, Chief Executive Officer, stated, “We are pleased with the
solid results produced by our portfolio during the first quarter and
will continue to build on our current momentum as a newly public
company.” Mr. Haddad continued, “Our strategy is built on many years of
success, growing through a disciplined approach to development and
acquisitions, and producing a consistent track record of profitability.
Amid improving market conditions we believe our stable portfolio and
seasoned management team, combined with our strong capital base,
position us to identify and execute on attractive long-term growth
opportunities to expand our portfolio and produce growth in cash flows
and valuation over time.”
Initial Public Offering
On May 13, 2013, the Company completed its initial public offering
(“IPO”), in which it sold 16,525,000 shares of common stock for $11.50
per share. On May 21, 2013, the underwriters of the IPO exercised their
overallotment option in full to purchase an additional 2,478,750 shares
at the IPO price of $11.50 per share, raising aggregate gross proceeds
of approximately $218.5 million.
Our first quarter 2013 operating results discussed below are presented
on a pro forma basis as if we completed the IPO and the related
financing transactions discussed under the heading “Balance Sheet and
Financing” on January 1, 2013. The Company predecessor’s historical
operating results for the three months ended March 31, 2013 and a
discussion of the pro forma adjustments to reflect the IPO and related
financing transactions are included in the Company’s Form 10-Q filed
today, June 20, 2013.
First quarter 2013 operating results
For the first quarter of 2013, the Company reported pro forma net income
of $2.7 million, or $0.08 per share. Pro forma net income was the result
of pro forma revenue of $32.7 million, pro forma expenses of $27.1
million, and pro forma interest expense of $2.9 million. Funds from
operations, as defined and reconciled to net income below, for the first
quarter of 2013 on a pro forma basis was $6.5 million, or $0.20 per
share.
At the end of the first quarter, the Company’s office and retail
property operating portfolio was approximately 93.9% occupied, with
average gross rental rates of $21.33 per square foot. At the end of the
first quarter, the Company’s multifamily property operating portfolio
was approximately 93.3% occupied.
Balance Sheet and Financing
As noted above, subsequent to the end of the first quarter, the Company
completed its IPO, raising gross proceeds of approximately $218.5
million, and net proceeds of $203.2 million after the underwriting
discount but before expenses. After the close of the IPO and the
exercise of the underwriter’s overallotment, the Company had an
aggregate of 32,223,069 shares of common stock and operating partnership
units outstanding.
On May 13, 2013, the Company, through its operating partnership, entered
into a $100 million senior secured revolving credit facility with an
option to increase the borrowing capacity to $250.0 million. The
facility has a three-year term with an initial maturity date of May 13,
2016 and with a one-year extension option.
After completion of these transactions, the Company repaid $150.0
million of debt outstanding, including $146.6 million of secured first
mortgage debt and $3.3 million of other debt. Of the nine properties
unencumbered by these mortgage loan repayments, four properties have
been pledged as collateral for the credit facility, and the remaining
five are available to increase the borrowing capacity should the Company
elect to exercise the accordion feature.
On an adjusted pro forma basis, including the impact of these
transactions and repayments, the Company has $245.2 million of debt
outstanding. This includes $25.0 million currently drawn on the new
secured revolving credit facility.
Dividend
On June 19, 2013, the Company announced that its Board of Directors
declared a partial dividend of $0.08 per share on the Company's common
stock for the second quarter of 2013. The partial dividend reflects the
48 days during the quarter after which the Company’s IPO and related
formation transactions were completed, and reflects the board’s current
intention to provide an annualized distribution of $0.63 per share
beginning with the third quarter of 2013. The dividend will be payable
in cash on July 11, 2013 to stockholders of record on July 1, 2013.
Supplemental Financial Information
Further details regarding pro forma operating results, the Company
predecessor’s historical operating results, properties and leasing
statistics can be found in the company’s Form 10-Q filed today, June 20,
2013, and available at www.armadahoffler.com
under the Investor Relations section.
About Armada Hoffler Properties, Inc.
Armada Hoffler Properties, Inc. is a full service real estate company
with extensive experience developing, building, owning and managing
high-quality, institutional-grade office, retail and multifamily
properties in attractive markets throughout the Mid-Atlantic United
States. The Company has elected to be taxed as a real estate investment
trust (REIT) for U.S. federal income tax purposes.
Forward-Looking Statements
Certain matters within this press release are discussed using
forward-looking language as specified in the Private Securities
Litigation Reform Act of 1995, and, as such, may involve known and
unknown risks, uncertainties and other factors that may cause the actual
results or performance to differ from those projected in the
forward-looking statement. These forward-looking statements may include
statements related to the Company's ability to outperform the ongoing
recovery of the office, retail and residential REIT industry and the
markets in which the Company's properties are located, the Company's
ability to generate internal and external growth, the Company’s ability
to increase cash flows and valuation, expansion of the credit facility
and the Company’s payment of dividends in the future. For a description
of factors that may cause the Company's actual results or performance to
differ from its forward-looking statements, please review the
information under the heading “Risk Factors” included in the Company's
registration statement in Form S-11 and other documents filed by the
Company with the Securities and Exchange Commission.
Non GAAP Financial Measures
The Company makes reference to FFO, as defined by the National
Association of Real Estate Investment Trusts, as a supplemental measure
of our operating performance. FFO is defined as net income (loss)
attributable to common stockholders in accordance with GAAP, excluding
impairment write-downs on depreciable real estate, gains (or losses)
from cumulative effects of accounting changes, extraordinary items and
sales of properties, plus real estate related depreciation and
amortization. FFO and derivations thereof, are not alternatives to GAAP
operating income (loss) or net income (loss) available to common
stockholders.
For reference, as an aid in understanding management's computation of
FFO, a reconciliation of FFO to net income (loss) in accordance with
GAAP has been included below.
FINANCIAL TABLES:
Armada Hoffler Properties, Inc. and Subsidiaries Pro Forma
Consolidated Balance Sheet
March 31, 2013
(Unaudited and in Thousands)
|
March 31, 2013 Pro Forma
|
|
|
|
Assets
|
|
Real estate investments:
|
|
Income producing property
|
$
|
402,024
|
|
Held for development
|
|
1,358
|
|
Construction in progress
|
|
5,063
|
|
Accumulated depreciation
|
|
(95,299
|
)
|
Net real estate investments
|
|
313,146
|
|
|
|
Cash and cash equivalents
|
|
2,648
|
|
Restricted cash
|
|
3,316
|
|
Accounts receivable, net
|
|
17,315
|
|
Construction receivables, including retentions
|
|
13,746
|
|
Construction contract costs and estimated earnings in excess of
billings
|
|
959
|
|
Due from affiliates
|
|
5,831
|
|
Other assets
|
|
24,990
|
|
|
|
Total Assets
|
$
|
381,951
|
|
|
|
|
|
Liabilities
|
|
Indebtedness:
|
|
Secured debt
|
$
|
245,187
|
|
Accounts payable and accrued liabilities
|
|
4,505
|
|
Construction payables, including retentions
|
|
18,033
|
|
Billings in excess of construction contract costs and estimated
earnings
|
|
5,037
|
|
Other liabilities
|
|
11,553
|
|
Total Liabilities
|
|
284,315
|
|
|
|
Equity
|
|
Predecessor equity
|
|
(52,547
|
)
|
Non-controlling interest in operating partnership
|
|
150,183
|
|
Total Equity
|
|
97,636
|
|
Total Liabilities and Equity
|
$
|
381,951
|
|
|
|
|
|
Armada Hoffler Properties, Inc. and Subsidiaries Pro Forma
Consolidated Income Statement
For the Three Months Ended March 31, 2013
(Unaudited and
in Thousands, except per share data)
|
Three Months Ended March 31, 2013
Pro Forma
|
|
|
Revenues
|
|
Rental revenues
|
$
|
14,762
|
|
General contracting and real estate services revenues
|
|
17,956
|
|
Total revenues
|
|
32,718
|
|
|
|
Expenses
|
|
Rental expenses
|
|
3,618
|
|
Real estate taxes
|
|
1,309
|
|
General contracting and real estate services expenses
|
|
17,458
|
|
Depreciation and amortization
|
|
3,777
|
|
General and administrative
|
|
958
|
|
Total expenses
|
|
27,120
|
|
Operating income
|
|
5,598
|
|
|
|
Interest expense
|
|
(2,882
|
)
|
Other income (expense)
|
|
69
|
|
Income before income taxes
|
|
2,785
|
|
|
|
Provision for income taxes
|
|
65
|
|
Net income
|
$
|
2,720
|
|
|
|
Pro Forma Per Share:
|
|
Diluted
|
$
|
0.08
|
|
|
|
Pro Forma Weighted Average Common Shares:
|
|
Diluted
|
|
32,223
|
|
|
|
|
|
Reconciliation of Pro Forma FFO to Pro Forma Net Income
For the Three Months Ended March 31, 2013
(Unaudited and
in Thousands, except per share data)
|
Three Months Ended March 31, 2013
Pro Forma
|
|
|
|
|
Net Income
|
$
|
2,720
|
Depreciation and amortization
|
|
3,777
|
|
|
Funds from operations
|
|
6,497
|
|
|
Funds from operations per share
|
$
|
0.20
|
|
|
|
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