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8-K - 8-K 6.30.2015 - SAUL CENTERS, INC.bfs-06302015x8k.htm
EXHIBIT INDEX
Exhibit        Description
No.
99.1         Press Release, dated July 30, 2015, of Saul Centers, Inc.

Section 2: EX-99.1 (EX-99.1)
Exhibit 99.1
SAUL CENTERS, INC.
7501 Wisconsin Avenue, Suite 1500, Bethesda, Maryland 20814-6522
(301) 986-6200
Saul Centers, Inc. Reports Second Quarter 2015 Earnings
July 30, 2015, Bethesda, MD.
Saul Centers, Inc. (NYSE: BFS), an equity real estate investment trust ("REIT"), announced its operating results for the quarter ended June 30, 2015 (“2015 Quarter”). Total revenue for the 2015 Quarter decreased to $51.7 million from $52.3 million for the quarter ended June 30, 2014 (“2014 Quarter”). Operating income, which is net income before the impact of change in fair value of derivatives, loss on early extinguishment of debt and gains on sales of property and casualty settlements, if any, decreased to $12.9 million for the 2015 Quarter from $14.4 million for the 2014 Quarter.
Net income attributable to common stockholders was $7.3 million ($0.35 per diluted share) for the 2015 Quarter compared to $12.8 million ($0.62 per diluted share) for the 2014 Quarter. The decrease in net income attributable to common stockholders resulted primarily from (a) a $6.1 million gain on sale of property in 2014 and (b) the $1.6 million impact of a bankruptcy settlement and collection in 2014, partially offset by (c) $1.9 million lower noncontrolling interest.
Same property revenue decreased $1.0 million (2.0%) and same property operating income decreased $1.7 million (4.1%) for the 2015 Quarter compared to the 2014 Quarter. Same property operating income equals property revenue minus the sum of (a) property operating expenses, (b) provision for credit losses and (c) real estate taxes and the comparisons exclude the results of properties not in operation for the entirety of the comparable reporting periods. Shopping center same property operating income decreased $1.1 million (3.7%) primarily due to the $1.6 million impact of a bankruptcy settlement and collection in 2014 which was partially offset by $0.5 million of increased base rent. Mixed-use same property operating income decreased $0.5 million (5.5%) primarily due to (a) higher real estate tax expense, the majority of which is not recoverable ($0.3 million) and (b) higher provision for credit losses related to a rent dispute ($0.2 million).
For the six months ended June 30, 2015 (“2015 Period”), total revenue decreased to $103.8 million from $105.2 million for the six months ended June 30, 2014 (“2014 Period”). Operating income decreased to $25.6 million for the 2015 Period from $27.1 million for the 2014 Period. The decrease in operating income was due primarily to (a) the net impact in 2014 of a lease termination ($1.2 million), and (b) the impact in 2014 of a bankruptcy settlement and collection ($1.6 million) partially offset by (c) lower general and administrative expenses, primarily due to severance expense in 2014 ($0.8 million) and (d) lower predevelopment expenses ($0.5 million).
Net income attributable to common stockholders was $14.4 million ($0.68 per diluted share) for the 2015 Period compared to $19.9 million ($0.96 per diluted share) for the 2014 Period. The decrease in net income attributable to common stockholders was due primarily to (a) the gain on sale of property in 2014 ($6.1 million), (b) the impact in 2014 of a bankruptcy settlement and collection ($1.6 million), (c) the net impact in 2014 of a lease termination ($1.2 million), partially offset by (d) lower noncontrolling interest ($1.8 million), (e) lower general and administrative expenses, primarily due to severance expense in 2014 ($0.8 million) and (f) lower predevelopment expenses ($0.5 million).
Same property revenue decreased $2.3 million (2.2%) and same property operating income decreased $3.4 million (4.3%) for the 2015 Period compared to the 2014 Period. Shopping center same property operating income decreased $2.0 million (3.3%) primarily due to (a) the net impact in 2014 of a lease termination ($1.2 million), (b) the impact in 2014 of a bankruptcy settlement and collection ($1.6 million) partially offset by (c) increased base rent ($0.7 million). Mixed-use same property operating income decreased $1.4 million (7.4%) primarily due to (a) higher real estate tax expense, the majority of which is not recoverable ($0.6 million), (b) higher provision for credit losses related to a rent dispute ($0.3 million), (c) lower base rent ($0.2 million) and (d) higher repairs and maintenance expense, the majority of which is not recoverable ($0.2 million).

www.SaulCenters.com


As of June 30, 2015, 95.0% of the commercial portfolio was leased (not including the apartments at Clarendon Center), compared to 94.2% as of June 30, 2014. On a same property basis, 94.9% of the portfolio was leased as of June 30, 2015, compared to 94.2% as of June 30, 2014. The apartments at Clarendon Center were 98.8% leased as of June 30, 2015 compared to 100.0% as of June 30, 2014.
Funds from operations ("FFO") available to common shareholders (after deducting preferred stock dividends) decreased 4.1% to $20.6 million ($0.73 per diluted share) in the 2015 Quarter from $21.5 million ($0.77 per diluted share) in the 2014 Quarter. FFO, a widely accepted non-GAAP financial measure of operating performance for REITs, is defined as net income plus real estate depreciation and amortization, and excluding gains and losses from property dispositions, impairment charges on depreciable real estate assets and extraordinary items. The decrease in FFO available to common shareholders for the 2015 Quarter was primarily due to the impact in 2014 of a bankruptcy settlement and collection in 2014 ($1.6 million) which was partially offset by higher property operating income ($0.4 million).
FFO available to common shareholders decreased 1.3% to $40.7 million ($1.43 per diluted share) in the 2015 Period from $41.2 million ($1.48 per diluted share) in the 2014 Period. The decrease in FFO available to common shareholders for the 2015 Period was primarily attributable to (a) the net impact in 2014 of a lease termination ($1.2 million), (b) the impact in 2014 of a bankruptcy settlement and collection ($1.6 million), partially offset by (c) lower general and administrative expenses ($0.8 million), (d) lower predevelopment expenses ($0.5 million), (e) lower acquisition related costs ($0.4 million), and (f) lower preferred stock dividends ($0.2 million).
Saul Centers is a self-managed, self-administered equity REIT headquartered in Bethesda, Maryland, which currently operates and manages a real estate portfolio of 59 properties which includes (a) 50 community and neighborhood shopping centers and six mixed-use properties with approximately 9.4 million square feet of leasable area and (b) three land and development properties. Approximately 85% of the Saul Centers' property operating income is generated by properties in the metropolitan Washington, DC/Baltimore area.

Contact:    Scott Schneider
(301) 986-6220

www.SaulCenters.com


Saul Centers, Inc.
Condensed Consolidated Balance Sheets
(In thousands)
 
June 30,
2015
 
December 31,
2014
 
(Unaudited)
 
 
Assets
 
 
 
Real estate investments
 
 
 
Land
$
421,499

 
$
420,622

Buildings and equipment
1,116,381

 
1,109,276

Construction in progress
53,485

 
30,261

 
1,591,365

 
1,560,159

Accumulated depreciation
(414,694
)
 
(396,617
)
 
1,176,671

 
1,163,542

Cash and cash equivalents
11,714

 
12,128

Accounts receivable and accrued income, net
47,084

 
46,784

Deferred leasing costs, net
27,049

 
26,928

Prepaid expenses, net
1,663

 
4,093

Deferred debt costs, net
9,455

 
9,874

Other assets
4,407

 
3,638

Total assets
$
1,278,043

 
$
1,266,987

 
 
 
 
Liabilities
 
 
 
Notes payable
$
813,861

 
$
808,997

Revolving credit facility payable
22,000

 
43,000

Construction loan payable
17,531

 
5,391

Dividends and distributions payable
15,290

 
14,352

Accounts payable, accrued expenses and other liabilities
31,724

 
23,537

Deferred income
31,816

 
32,453

Total liabilities
932,222

 
927,730

 
 
 
 
Stockholders’ equity
 
 
 
Preferred stock
180,000

 
180,000

Common stock
211

 
209

Additional paid-in capital
297,009

 
287,995

Accumulated deficit and other comprehensive loss
(179,373
)
 
(175,668
)
Total Saul Centers, Inc. stockholders’ equity
297,847

 
292,536

Noncontrolling interests
47,974

 
46,721

Total stockholders’ equity
345,821

 
339,257

Total liabilities and stockholders’ equity
$
1,278,043

 
$
1,266,987





Saul Centers, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2015
 
2014
 
2015
 
2014
Revenue
(unaudited)
 
(unaudited)
Base rent
$
41,876

 
$
41,038

 
$
83,355

 
$
81,601

Expense recoveries
7,797

 
7,825

 
16,529

 
16,614

Percentage rent
558

 
453

 
996

 
905

Other
1,480

 
2,970

 
2,919

 
6,113

Total revenue
51,711

 
52,286

 
103,799

 
105,233

Operating expenses
 
 
 
 
 
 
 
Property operating expenses
6,196

 
6,138

 
13,812

 
13,723

Provision for credit losses
414

 
107

 
660

 
310

Real estate taxes
5,876

 
5,584

 
11,777

 
11,037

Interest expense and amortization of deferred debt costs
11,353

 
11,486

 
22,759

 
22,953

Depreciation and amortization of deferred leasing costs
10,811

 
10,309

 
21,251

 
20,489

General and administrative
4,139

 
4,023

 
7,910

 
8,703

Acquisition related costs

 
216

 
21

 
379

Predevelopment expenses

 

 

 
503

Total operating expenses
38,789

 
37,863

 
78,190

 
78,097

Operating income
12,922

 
14,423

 
25,609

 
27,136

Change in fair value of derivatives

 
(5
)
 
(6
)
 
(7
)
Gain on sale of property
11

 
6,069

 
11

 
6,069

Net Income
12,933

 
20,487

 
25,614

 
33,198

Income attributable to noncontrolling interests
(2,537
)
 
(4,433
)
 
(5,011
)
 
(6,857
)
Net income attributable to Saul Centers, Inc.
10,396

 
16,054

 
20,603

 
26,341

Preferred stock dividends
(3,094
)
 
(3,207
)
 
(6,188
)
 
(6,413
)
Net income attributable to common stockholders
$
7,302

 
$
12,847

 
$
14,415

 
$
19,928

Per share net income attributable to common stockholders
 
 
 
 
 
 
 
Basic and diluted
$
0.35

 
$
0.62

 
$
0.68

 
$
0.96

 
 
 
 
 
 
 
 
Weighted Average Common Stock:
 
 
 
 
 
 
 
Common stock
21,098

 
20,717

 
21,058

 
20,670

Effect of dilutive options
45

 
26

 
82

 
32

Diluted weighted average common stock
21,143

 
20,743

 
21,140

 
20,702

 
 
 
 
 
 
 
 






Reconciliation of net income to FFO attributable to common shareholders (1)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
(In thousands, except per share amounts)
2015
 
2014
 
2015
 
2014
 
 
(unaudited)
 
(unaudited)
 
Net income
$
12,933

 
$
20,487

 
$
25,614

 
$
33,198

 
Subtract:
 
 
 
 
 
 
 
 
Gain on sale of property
(11
)
 
(6,069
)
 
(11
)
 
(6,069
)
 
Add:
 
 
 
 
 
 
 
 
Real estate depreciation and amortization
10,811

 
10,309

 
21,251

 
20,489

 
FFO
23,733

 
24,727

 
46,854

 
47,618

 
Subtract:
 
 
 
 
 
 
 
 
Preferred stock dividends
(3,094
)
 
(3,207
)
 
(6,188
)
 
(6,413
)
 
FFO available to common shareholders
$
20,639

 
$
21,520

 
$
40,666

 
$
41,205

 
Weighted average shares:
 
 
 
 
 
 
 
 
Diluted weighted average common stock
21,143

 
20,743

 
21,140

 
20,702

 
Convertible limited partnership units
7,237

 
7,164

 
7,225

 
7,114

 
Average shares and units used to compute FFO per share
28,380

 
27,907

 
28,365

 
27,816

 
FFO per share available to common shareholders
$
0.73

 
$
0.77

 
$
1.43

 
$
1.48

 
 
 
 
 
 
 
 
 
(1)
The National Association of Real Estate Investment Trusts (NAREIT) developed FFO as a relative non-GAAP financial measure of performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP. FFO is defined by NAREIT as net income, computed in accordance with GAAP, plus real estate depreciation and amortization, and excluding extraordinary items, impairment charges on depreciable real estate assets and gains or losses from property dispositions. FFO does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs, which is disclosed in the Company’s Consolidated Statements of Cash Flows for the applicable periods. There are no material legal or functional restrictions on the use of FFO. FFO should not be considered as an alternative to net income, its most directly comparable GAAP measure, as an indicator of the Company’s operating performance, or as an alternative to cash flows as a measure of liquidity. Management considers FFO a meaningful supplemental measure of operating performance because it primarily excludes the assumption that the value of the real estate assets diminishes predictably over time (i.e. depreciation), which is contrary to what the Company believes occurs with its assets, and because industry analysts have accepted it as a performance measure. FFO may not be comparable to similarly titled measures employed by other REITs.
 
Reconciliation of net income to same property operating income
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
(In thousands)
2015
 
2014
 
2015
 
2014
 
 
(unaudited)
 
(unaudited)
 
Net income
$
12,933

 
$
20,487

 
$
25,614

 
$
33,198

 
Add: Interest expense and amortization of deferred debt costs
11,353

 
11,486

 
22,759

 
22,953

 
Add: Depreciation and amortization of deferred leasing costs
10,811

 
10,309

 
21,251

 
20,489

 
Add: General and administrative
4,139

 
4,023

 
7,910

 
8,703

 
Add: Predevelopment expenses

 

 

 
503

 
Add: Acquisition related costs

 
216

 
21

 
379

 
Add: Change in fair value of derivatives

 
5

 
6

 
7

 
Less: Gains on sale of property
(11
)
 
(6,069
)
 
(11
)
 
(6,069
)
 
Less: Interest income
(13
)
 
(21
)
 
(26
)
 
(35
)
 
Property operating income
39,212

 
40,436

 
77,524

 
80,128

 
Less: Acquisitions, dispositions and development property
660

 
221

 
1,181

 
362

 
Total same property operating income
$
38,552

 
$
40,215

 
$
76,343

 
$
79,766

 
 
 
 
 
 
 
 
 
 
Shopping centers
$
29,686

 
$
30,833

 
$
58,993

 
$
61,021

 
Mixed-Use properties
8,866

 
9,382

 
17,350

 
18,745

 
Total same property operating income
$
38,552

 
$
40,215

 
$
76,343

 
$
79,766