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8-K - 8-K - PENNSYLVANIA REAL ESTATE INVESTMENT TRUSTpei-8k_20210311.htm

 

 

Exhibit 99.1

 

CONTACT: AT THE COMPANY

Mario Ventresca

EVP & CFO

(215) 875-0703

 

Heather Crowell

EVP, Strategy and Communications

(215) 454-1241

heather.crowell@preit.com

 

PREIT Reports Fourth Quarter and Full Year 2020 Results

 

 

Core Mall Total Leased Space reached 91.5%

 

Four Anchor Replacement Transactions Executed

 

Traffic approaching pre-COVID levels across portfolio

 

Philadelphia, March 11, 2021 - PREIT (NYSE: PEI) today reported results for the three months and year ended December 31, 2020.  A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is located in the tables accompanying this release.

 

 

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

(per share amounts)

 

2020

 

 

2019

 

 

2020

 

 

 

 

2019

 

Net loss - basic and diluted

 

$

(2.62

)

 

$

(0.29

)

 

$

(3.72

)

 

 

 

$

(0.52

)

FFO

 

 

(0.22

)

 

 

0.28

 

 

 

(0.02

)

 

 

 

 

1.33

 

FFO, as adjusted

 

 

(0.13

)

 

 

0.34

 

 

 

(0.01

)

 

 

 

 

1.05

 

FFO from assets transferred in 2019 and 2020

 

 

-

 

 

 

(0.01

)

 

 

-

 

 

 

 

 

(0.02

)

FFO, as adjusted for assets transferred

 

$

(0.13

)

 

$

0.33

 

 

$

(0.01

)

 

 

 

$

1.03

 

 

“The PREIT team, and portfolio, proved to be resilient as we navigated uncertain terrain.  Our targeted strategy of dispositions and anchor replacements over the past several years created a real estate portfolio of bullseye locations in high barrier-to-entry markets that stands the test of time,” said Joseph F. Coradino, Chairman and CEO of PREIT. “Our portfolio is comprised of a differentiated mix of uses that attracts robust demand from a variety of non-retail uses, strengthening the Company and fortifying our revenue stream. At the same time, we are well-positioned for a strong return to brick and mortar shopping and leisure as restrictions ease and vaccinations continue.

 

 

Same Store NOI, excluding lease termination revenue, decreased 33.3% for the three months ended December 31, 2020 compared to the three months ended December 31, 2019.  

 


 

 

PREIT / 2    

 

The quarter was impacted by a decrease in revenue of $22.1 million primarily resulting from bankruptcies and related store closings, an increase in credit losses for challenged tenants as well as decreased percentage sales revenue resulting from restrictions limiting consumer traffic related to the COVID-19 pandemic.

 

Same Store NOI, excluding lease termination revenue, decreased 28.2% for the year ended December 31, 2020 compared to December 31, 2019.  

 

The year was impacted by a decrease in revenue of $75.0 million primarily resulting from bankruptcies and related store closings, an increase in credit losses for challenged tenants, the accounting for rental abatements as well as decreased percentage sales revenue resulting from mall closures related to the COVID-19 pandemic.

 

In support of challenged tenants, PREIT granted just under $12 million in rent abatements.

 

Cash collections continued to improve, increasing to 112% of billings for Q4 2020.  

 

Core Mall total occupancy was 90.3%. Core Mall non-anchor occupancy was 89.4%.

 

Core Mall non-anchor leased space, at 90.1%, exceeds occupied space by 70 basis points when factoring in executed new leases slated for future occupancy.

 

Average renewal spreads for the quarter ended December 31, 2020 were 1.4% in the wholly-owned portfolio for spaces less than 10,000 square feet.  

 

The Company supported local economies, paying over $66 million in real estate taxes during 2020.

 

The Company completed its financial restructuring, extending its debt maturity schedule and improving its liquidity position.  

 

Leasing and Redevelopment

 

358,000 square feet of leases are signed for future openings, which is expected to contribute annual gross rent of $8.4 million.

 

Leasing momentum continued with over 600,000 square feet of new stores opening in the portfolio during the year.  

 

Construction is underway for Aldi to open its first store in the portfolio at Dartmouth Mall during Q3 2021.

 

A lease has been executed for a new self-storage facility in previously unused below grade space at Mall at Prince George’s with an anticipated opening in Q1 2022.

 

A lease with Tilt Studios was signed to replace JC Penney at Magnolia Mall in Florence, SC.

 

A transaction has been executed with Cooper Hospital for an outpatient location in the former Sears space at Moorestown Mall in Moorestown, NJ.

 

COVID-19 Impact and Response

 

During 2020, the Company experienced varying levels of property closures and continued restrictions on certain businesses.

 

Core mall traffic at comparable properties was approximately 74% of 2019 traffic during the holiday season.

 

Cash collections for April through December totaled 80% of billings for those months.

 

In continuous support of its tenants, PREIT has developed and implemented its own contactless pick up solution, Mall2Go, and developed a branded parking lot activation series, Park and Play, that has resulted in two dozen events being held between late July and mid-September at its properties.  

 

Across its portfolio, the Company has hosted blood drives and food donation drives, provided meals to area essential workers, and donated much needed protective supplies. Read more about our efforts here.

 

The Company launched sMALL surprises, an innovative e-commerce platform delivering curated surprise packs from our mall retailers based on the recipient’s interests.


 

 

PREIT / 3    

 

The Company launched an initiative to support black-owned businesses and brands throughout its portfolio to empower its customers to make more informed purchasing decisions, noting that black-owned businesses were disproportionately challenged by the pandemic.

 

Primary Factors Affecting Financial Results for the Three Months Ended December 31, 2020 and 2019

 

Net loss attributable to PREIT common shareholders was $202.1 million (which takes into consideration the accrual of preferred dividends that accumulated during the quarter but have not been paid), or $2.62 per basic and diluted share for the three months ended December 31, 2020, compared to net loss attributable to PREIT common shareholders of $21.7 million, or $0.29 per basic and diluted share for the three months ended December 31, 2019. 

 

As a result of the revaluation of assets at our Fashion District Philadelphia partnership, the Company recognized a loss on remeasurement of $148.5 million in the quarter.  

 

Same Store NOI, including lease terminations, decreased by $20.7 million, or 34.4%. The decrease is primarily due to lost revenues from bankrupt tenants, an increase in credit losses and a decrease in percentage of sales revenue due to COVID-19 related store closures, partially offset by new store openings, including contributions from replacement anchors.  

 

Non-Same Store NOI decreased by $1.6 million, primarily due to lost revenues from bankrupt tenants, an increase in credit losses and a decrease in percentage of sales revenue due to COVID-19 related mall closures. Other decreases in NOI from Non-Same Store properties is due to the derecognition of property at Valley View Mall during the third quarter of 2020.

 

FFO for the three months ended December 31, 2020 was $(0.22) per diluted share and OP Unit compared to $0.28 per diluted share and OP Unit for the three months ended December 31, 2019.  Adjustments to FFO in the fourth quarter of 2020 were related to $0.05 per share from reorganization expenses and $0.04 per share from loss on hedge ineffectiveness. Adjustments to FFO in the 2019 quarter included $0.04 per share of provision for employee separation expenses and $0.03 per share of impairment of development land parcels.

 

All NOI and FFO amounts referenced as primary factors affecting financial results above include our share of unconsolidated properties’ revenues and expenses. Additional information regarding changes in operating results for the three months ended December 31, 2020 and 2019 is included on page 16.

 

Debt Restructuring and Chapter 11 Process

On December 11, 2020, the Company announced that it had successfully completed its financial restructuring and emerged from Chapter 11.

 

The Company’s new credit facility provides the Company access to up to $130 million of new capital to support its operations and continue advancing its strategic priorities. In addition to recapitalizing its business, PREIT's debt maturity schedule has been extended, providing the Company with enhanced financial flexibility. 

 

Asset Dispositions

Multifamily Land Parcels: The Company has executed agreements of sale for land parcels for anticipated multifamily development in the amount of $87.2 million. The agreements are with multiple buyers across five properties for 2,200 units as part of Phase I of the Company’s previously announced multifamily land sale plan.  Closing on the transactions is subject to customary due diligence provisions and securing entitlements.  

 

Hotel Parcels: The Company has an executed agreement of sale to convey a land parcel for anticipated hotel development in the amount of $2.5 million for approximately 125 rooms. Closing on the transaction is subject to customary due diligence provisions and securing entitlements.


 

 

PREIT / 4    

 

Retail Operations

Due to COVID-related mall closures impacting a significant portion of the year, the Company is not reporting tenant sales at this time.

 

2021 Outlook

The Company is not issuing detailed guidance at this time.

 

 

Conference Call Information

Management has scheduled a conference call for 11:00 a.m. Eastern Time on Friday  
March 12, 2021, to review the Company’s results and future outlook.  To listen to the call, please dial 1-844-885-9139 (domestic toll free), or 1-647-689-4441 (international), and request to join the PREIT call, Conference ID 4671799, at least fifteen minutes before the scheduled start time as callers could experience delays.  Investors can also access the call in a "listen only" mode via the internet at the Company’s website, preit.com.  Please allow extra time prior to the call to visit the site and download the necessary software to listen to the Internet broadcast.  Financial and statistical information expected to be discussed on the call will also be available on the Company’s website.

 

For interested individuals unable to join the conference call, the online archive of the webcast will also be available for one year following the call.

 

About PREIT

PREIT (NYSE:PEI) is a publicly traded real estate investment trust that owns and manages quality properties in compelling markets. PREIT’s robust portfolio of carefully curated retail and lifestyle offerings mixed with destination dining and entertainment experiences are located primarily in the densely-populated eastern U.S. with concentrations in the mid-Atlantic’s top MSAs. Since 2012, the Company has driven a transformation guided by an emphasis on portfolio quality and balance sheet strength driven by disciplined capital expenditures. Additional information is available at www.preit.com or on Twitter or LinkedIn.

 

Rounding

Certain summarized information in the tables above may not total due to rounding.

 

Definitions

 

Funds From Operations (“FFO”)

 

The National Association of Real Estate Investment Trusts (“NAREIT”) defines Funds From Operations (“FFO”), which is a non-GAAP measure commonly used by REITs, as net income (computed in accordance with GAAP) excluding (i) depreciation and amortization of real estate, (ii) gains and losses on sales of certain real estate assets, (iii) gains and losses from change in control and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We compute FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition, or that interpret the current NAREIT definition differently than we do. NAREIT’s established guidance provides that excluding impairment write downs of depreciable real estate is consistent with the NAREIT definition.


 

 

PREIT / 5    

FFO is a commonly used measure of operating performance and profitability among REITs. We use FFO and FFO per diluted share and unit of limited partnership interest in our operating partnership (“OP Unit”) in measuring our performance against our peers and as one of the performance measures for determining incentive compensation amounts earned under certain of our performance-based executive compensation programs.

FFO does not include gains and losses on sales of operating real estate assets or impairment write downs of depreciable real estate (including development land parcels), which are included in the determination of net loss in accordance with GAAP. Accordingly, FFO is not a comprehensive measure of our operating cash flows. In addition, since FFO does not include depreciation on real estate assets, FFO may not be a useful performance measure when comparing our operating performance to that of other non-real estate commercial enterprises. We compensate for these limitations by using FFO in conjunction with other GAAP financial performance measures, such as net loss and net cash used in operating activities, and other non-GAAP financial performance measures, such as NOI. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net loss (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available for our cash needs, including our ability to make cash distributions. We believe that net loss is the most directly comparable GAAP measurement to FFO.

When applicable, we also present FFO, as adjusted, and FFO per diluted share and OP Unit, as adjusted, which are non-GAAP measures, for the years ended December 31, 2020 and 2019, respectively, to show the effect of such items as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, insurance recoveries or losses, net, gain on derecognition of property, loss on hedge ineffectiveness and reorganization expenses which had an effect on our results of operations, but are not, in our opinion, indicative of our ongoing operating performance.

We believe that FFO is helpful to management and investors as a measure of operating performance because it excludes various items included in net loss that do not relate to or are not indicative of operating performance, such as gains on sales of operating real estate and depreciation and amortization of real estate, among others. We believe that Funds From Operations, as adjusted, is helpful to management and investors as a measure of operating performance because it adjusts FFO to exclude items that management does not believe are indicative of our operating performance, such as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, insurance recoveries or losses, net, gain on derecognition of property, loss on hedge ineffectiveness and reorganization expenses.

When applicable, we also present FFO, as adjusted, and FFO per diluted share and OP Unit, as adjusted, which are non-GAAP measures, for the years ended December 31, 2020 and 2019, respectively, to show the effect of such items as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, insurance recoveries or losses, net, gain on derecognition of property, loss on hedge ineffectiveness and reorganization expenses which had an effect on our results of operations, but are not, in our opinion, indicative of our ongoing operating performance.

We believe that FFO is helpful to management and investors as a measure of operating performance because it excludes various items included in net loss that do not relate to or are not indicative of operating performance, such as gains on sales of operating real estate and depreciation and amortization of real estate, among others. We believe that Funds From Operations, as adjusted, is helpful to management and investors as a measure of operating performance because it adjusts FFO to exclude items that management does not believe are indicative of our operating performance, such as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, insurance recoveries or losses, net, gain on derecognition of property, loss on hedge ineffectiveness and reorganization expenses.

 


 

 

PREIT / 6    

 

Net Operating Income (“NOI”)

 

NOI (a non-GAAP measure) is derived from real estate revenue (determined in accordance with GAAP, including lease termination revenue), minus property operating expenses (determined in accordance with GAAP), plus our pro rata share of revenue and property operating expenses of our unconsolidated partnership investments. NOI does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net loss (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity. It is not indicative of funds available for our cash needs, including our ability to make cash distributions. We believe NOI is helpful to management and investors as a measure of operating performance because it is an indicator of the return on property investment, and provides a method of comparing property performance over time. We believe that net loss is the most directly comparable GAAP measure to NOI. NOI excludes other income, general and administrative expenses, provision for employee separation expenses, interest expense, depreciation and amortization, insurance recoveries, gain/loss on debt extinguishment, gain on derecognition of property, impairment of assets, gains on sales of real estate by equity method investees, equity in loss/income of partnerships, loss on remeasurement of assets by equity method investee, gain on sale of non operating real estate, gain/loss on sale of real estate, impairment of development land parcel, project costs and other expenses and reorganization expenses.

Same Store NOI is calculated using retail properties owned for the full periods presented and excludes properties acquired or disposed of, under redevelopment, or designated as non-core during the periods presented. In 2018, Wyoming Valley Mall was designated as non-core and subsequently conveyed to the lender of the mortgage loan secured by that property in 2019. In 2019, Exton Square Mall and Valley View Mall were designated as non-core and are excluded from Same Store NOI. Non Same Store NOI is calculated using the retail properties excluded from the calculation of Same Store NOI.

 

Financial Information of our Unconsolidated Properties

 

The non-GAAP financial measures of FFO and NOI presented in this press release incorporate financial information attributable to our share of unconsolidated properties. This proportionate financial information is also non-GAAP financial information, but we believe that it is helpful information because it reflects the proportionate contribution from our unconsolidated properties that are owned through investments accounted for under GAAP using the equity method of accounting. Under such method, earnings from these unconsolidated partnerships are recorded in our statements of operations prepared in accordance with GAAP under the caption entitled “Equity in (loss) income of partnerships.”

 

To derive the proportionate financial information from our unconsolidated properties, we multiplied the percentage of our economic interest in each partnership on a property-by-property basis by each line item.  Under the partnership agreements relating to our current unconsolidated partnerships with third parties, we own a 25% to 50% economic interest in such partnerships, and there are generally no provisions in such partnership agreements relating to special non-proportionate allocations of income or loss, and there are no preferred or priority returns of capital or other similar provisions.  While this method approximates our indirect economic interest in our pro rata share of the revenue and expenses of our unconsolidated partnerships, we do not have a direct legal claim to the assets, liabilities, revenues or expenses of the unconsolidated partnerships beyond our rights as an equity owner in the event of any liquidation of such entity.  Our percentage ownership is not necessarily indicative of the legal and economic implications of our ownership interest.  Accordingly, NOI and FFO results based on our share of the results of unconsolidated partnerships do not represent cash generated from our investments in these partnerships.

 


 

 

PREIT / 7    

 

Core Properties

 

Core Properties include all operating retail properties except for Exton Square Mall and Fashion District Philadelphia.  Valley View Mall was previously designated as a non-core property. In August 2020, a court order assigned a special servicer to operate the property on behalf of the lender of the mortgage loan secured by the property and a court order was issued in September 2020 to conduct a foreclosure sale of the property. Although we have not yet conveyed the property because foreclosure proceedings are ongoing, we no longer operate the property as a result of the court order assigning the special servicer. Core Malls excludes these properties, power centers and Gloucester Premium Outlets.

 

 

 

Forward Looking Statements

This press release contains certain forward-looking statements that can be identified by the use of words such as “anticipate,” “believe,” “estimate,” ”expect,” “intend,” “may,” “project,” and similar expressions. Forward-looking statements relate to expectations, beliefs, projections, future plans, strategies, anticipated events, trends and other matters that are not historical facts. These forward-looking statements reflect our current views about future events, achievements or results and are subject to risks, uncertainties and changes in circumstances that might cause future events, achievements or results to differ materially from those expressed


 

 

PREIT / 8    

or implied by the forward-looking statements. In particular, our business might be materially and adversely affected by the following:

 

 

the effectiveness of our financial restructuring and any additional strategies that we may employ to address our liquidity and capital resources in the future;

 

our ability to achieve forecasted revenue and pro forma leverage ratio and generate free cash flow to further reduce indebtedness;

 

the COVID-19 global pandemic and the public health and governmental response, which have and may continue to exacerbate many of the risks listed below;

 

changes in the retail and real estate industries, including bankruptcies, consolidation and store closings, particularly among anchor tenants;

 

current economic conditions, including current high rates of unemployment and its effects on consumer confidence and spending, and the corresponding effects on tenant business performance, prospects, solvency and leasing decisions;

 

our inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise;

 

our ability to maintain and increase property occupancy, sales and rental rates;

 

increases in operating costs that cannot be passed on to tenants;

 

the effects of online shopping and other uses of technology on our retail tenants;

 

risks related to our development and redevelopment activities, including delays, cost overruns and our inability to reach projected occupancy or rental rates;

 

social unrest and acts of vandalism or violence at malls, including our properties, or at other similar spaces, and the potential effect on traffic and sales;

 

our ability to sell properties that we seek to dispose of or our ability to obtain prices we seek;

 

potential losses on impairment of certain long-lived assets, such as real estate, including losses that we might be required to record in connection with any disposition of assets;

 

our substantial debt and our ability to remain in compliance with our financial covenants under our debt facilities;

 

our ability to raise capital, including through sales of properties or interests in properties, subject to the terms of our Credit Agreements; and

 

potential dilution from any capital raising transactions or other equity issuances.

 

Additional factors that might cause future events, achievements or results to differ materially from those expressed or implied by our forward-looking statements include those discussed herein and in the sections entitled “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and in our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 and any subsequent reports we may file with the SEC. We do not intend to update or revise any forward-looking statements to reflect new information, future events or otherwise.

 

**     Quarterly supplemental financial and operating     **

**     information will be available on www.preit.com     **

 


 

 

PREIT / 9     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

 

 

 

Three Months Ended

December 31,

 

 

Year Ended

December 31,

 

(in thousands of dollars)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

REVENUE:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease revenue

 

$

58,828

 

 

$

78,643

 

 

$

237,141

 

 

$

302,311

 

Expense reimbursements

 

 

4,142

 

 

 

4,637

 

 

 

15,462

 

 

 

19,979

 

Other real estate revenue

 

 

3,529

 

 

 

5,049

 

 

 

8,333

 

 

 

12,668

 

Total real estate revenue

 

 

66,499

 

 

 

88,329

 

 

 

260,936

 

 

 

334,958

 

Other income

 

 

123

 

 

 

393

 

 

 

887

 

 

 

1,834

 

Total revenue

 

 

66,622

 

 

 

88,722

 

 

 

261,823

 

 

 

336,792

 

EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CAM and real estate taxes

 

 

(26,104

)

 

 

(27,369

)

 

 

(106,522

)

 

 

(113,260

)

Utilities

 

 

(2,858

)

 

 

(3,383

)

 

 

(11,829

)

 

 

(14,733

)

Other property operating expenses

 

 

(2,848

)

 

 

(2,750

)

 

 

(8,547

)

 

 

(8,565

)

Total property operating expenses

 

 

(31,810

)

 

 

(33,502

)

 

 

(126,898

)

 

 

(136,558

)

Depreciation and amortization

 

 

(30,765

)

 

 

(39,699

)

 

 

(126,362

)

 

 

(137,784

)

General and administrative expenses

 

 

(19,480

)

 

 

(12,591

)

 

 

(50,272

)

 

 

(46,010

)

Provision for employee separation expenses

 

 

(55

)

 

 

(2,611

)

 

 

(1,227

)

 

 

(3,689

)

Insurance recoveries, net

 

 

-

 

 

 

(132

)

 

 

586

 

 

 

4,362

 

Project costs and other expenses

 

 

(7

)

 

 

(17

)

 

 

(294

)

 

 

(284

)

Total operating expenses

 

 

(82,117

)

 

 

(88,552

)

 

 

(304,467

)

 

 

(319,963

)

Interest expense, net

 

 

(30,042

)

 

 

(17,001

)

 

 

(84,341

)

 

 

(63,987

)

(Loss) gain on debt extinguishment, net

 

 

(1,487

)

 

 

27

 

 

 

(1,487

)

 

 

24,859

 

Gain on derecognition of property

 

 

1,121

 

 

 

-

 

 

 

8,127

 

 

 

-

 

Impairment of assets

 

 

-

 

 

 

(1,455

)

 

 

-

 

 

 

(1,455

)

Impairment of development land parcel

 

 

-

 

 

 

(2,098

)

 

 

-

 

 

 

(3,562

)

Reorganization expenses

 

 

(3,769

)

 

 

-

 

 

 

(3,769

)

 

 

-

 

Total expenses

 

 

(116,294

)

 

 

(109,079

)

 

 

(385,938

)

 

 

(364,108

)

Loss before equity in (loss) income of partnerships, loss on remeasurement of assets by equity method investee, gain on sales of real estate by equity method investee, gain on sales of real estate, net, and gain on sales of interests in non operating real estate, net of adjustment

 

 

(49,672

)

 

 

(20,357

)

 

 

(124,115

)

 

 

(27,316

)

Equity in (loss) income of partnerships

 

 

(2,746

)

 

 

2,153

 

 

 

(5,544

)

 

 

8,289

 

Loss on remeasurement of assets by equity method investee

 

 

(148,545

)

 

 

-

 

 

 

(148,545

)

 

 

-

 

Gain on sales of real estate by equity method investee

 

 

-

 

 

 

 

 

 

 

 

 

553

 

Gain on sales of real estate, net

 

 

274

 

 

 

72

 

 

 

11,444

 

 

 

2,744

 

Gain on sales of interests in non operating real estate

 

 

228

 

 

 

2,718

 

 

 

54

 

 

 

2,730

 

Net loss

 

 

(200,461

)

 

 

(15,414

)

 

 

(266,706

)

 

 

(13,000

)

Less: net loss attributable to noncontrolling interest

 

 

5,192

 

 

 

565

 

 

 

7,189

 

 

 

2,128

 

Net loss attributable to PREIT

 

 

(195,269

)

 

 

(14,849

)

 

 

(259,517

)

 

 

(10,872

)

Less: preferred share dividends

 

 

(6,844

)

 

 

(6,844

)

 

 

(27,375

)

 

 

(27,375

)

Net loss attributable to PREIT common shareholders

 

$

(202,113

)

 

$

(21,693

)

 

$

(286,892

)

 

$

(38,247

)

 

 

 


 

 

PREIT / 10     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

 

 

 

 

Three Months Ended

December 31,

 

 

Year Ended

December 31,

 

(in thousands, except per share amounts)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net loss

 

$

(200,462

)

 

$

(15,414

)

 

$

(266,706

)

 

$

(13,000

)

Noncontrolling interest

 

 

5,193

 

 

 

565

 

 

 

7,189

 

 

 

2,128

 

Cumulative preferred share dividends

 

 

(6,844

)

 

 

(6,844

)

 

 

(27,375

)

 

 

(27,375

)

Dividends on unvested restricted shares

 

 

-

 

 

 

(219

)

 

 

(363

)

 

 

(883

)

Net loss used to calculate loss per share—basic and diluted

 

$

(202,112

)

 

$

(21,912

)

 

$

(287,255

)

 

$

(39,130

)

Basic and diluted loss per share:

 

$

(2.62

)

 

$

(0.29

)

 

$

(3.72

)

 

$

(0.52

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands of shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding—basic

 

 

77,457

 

 

 

76,557

 

 

 

77,227

 

 

 

75,221

 

Effect of common share equivalents(1)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Weighted average shares outstanding—diluted

 

 

77,457

 

 

 

76,557

 

 

 

77,227

 

 

 

75,221

 

 

(1) The Company had net losses in all periods presented. Therefore, the effects of common share equivalents of 285 and 485 for the three months ended December 31, 2020 and 2019, respectively, and, 380 and 452 for the year ended December 30, 2020 and 2019, respectively, are excluded from the calculation of diluted loss per share for these periods because they would be antidilutive.

 

 

 

 

Three Months Ended

December 31,

 

 

Year Ended

December 31,

 

(in thousands of dollars)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(200,461

)

 

$

(15,414

)

 

$

(266,706

)

 

$

(13,000

)

Unrealized gain (loss) on derivatives

 

 

4,498

 

 

 

2,903

 

 

 

(11,252

)

 

 

(18,937

)

Reclassification adjustment of loss from de-designated interest rate swaps

 

 

2,818

 

 

 

-

 

 

 

2,818

 

 

 

-

 

Amortization of settled swaps

 

 

2

 

 

 

3

 

 

 

75

 

 

 

85

 

Total comprehensive loss

 

 

(193,143

)

 

 

(12,508

)

 

 

(275,065

)

 

 

(31,852

)

Less: comprehensive loss attributable to noncontrolling interest

 

 

5,083

 

 

 

491

 

 

 

7,484

 

 

 

3,016

 

Comprehensive loss attributable to PREIT

 

$

(188,060

)

 

$

(12,017

)

 

$

(267,581

)

 

$

(28,836

)

 



 

 

PREIT / 11     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

The following table presents a reconciliation of net loss determined in accordance with GAAP to (i) FFO attributable to common shareholders and OP Unit holders, (ii) FFO, as adjusted, attributable to common shareholders and OP Unit holders, (iii) FFO, as adjusted for assets sold, (iv) FFO attributable to common shareholders and OP Unit holders per diluted share and OP Unit, (v) FFO, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit, and (vi) FFO, as adjusted for assets sold per diluted share and OP Unit for the three months and year ended December 31, 2020 and 2019, respectively:

 

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

(in thousands, except per share amounts)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net loss

 

$

(200,461

)

 

$

(15,414

)

 

$

(266,706

)

 

$

(13,000

)

Depreciation and amortization on real estate:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated properties

 

 

30,402

 

 

 

39,296

 

 

 

124,940

 

 

 

136,422

 

PREIT’s share of equity method investments

 

 

4,244

 

 

 

3,421

 

 

 

16,641

 

 

 

9,874

 

Gain on sales of real estate, net

 

 

(274

)

 

 

(72

)

 

 

(11,444

)

 

 

(2,756

)

Loss on remeasurement of assets by equity method investee

 

 

148,545

 

 

 

-

 

 

 

148,545

 

 

 

-

 

Impairment of assets

 

 

-

 

 

 

1,455

 

 

 

-

 

 

 

1,455

 

Dividend on preferred shares

 

 

-

 

 

 

(6,843

)

 

 

(13,687

)

 

 

(27,375

)

Funds from operations attributable to common shareholders and OP Unit holders

 

$

(17,544

)

 

$

21,843

 

 

$

(1,711

)

 

$

104,620

 

Insurance recoveries, net

 

 

-

 

 

 

132

 

 

 

(586

)

 

 

(4,362

)

Reorganization expenses

 

 

3,769

 

 

 

-

 

 

 

3,769

 

 

 

-

 

Loss (gain) on debt extinguishment, net

 

 

1,487

 

 

 

(27

)

 

 

1,487

 

 

 

(24,859

)

Gain on derecognition of property

 

 

(1,121

)

 

 

-

 

 

 

(8,127

)

 

 

-

 

Loss on hedge ineffectiveness

 

 

2,912

 

 

 

-

 

 

 

2,912

 

 

 

-

 

Impairment of development land parcel

 

 

-

 

 

 

2,098

 

 

 

-

 

 

 

3,562

 

Provision for employee separation expenses

 

 

55

 

 

 

2,611

 

 

 

1,227

 

 

 

3,689

 

Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders

 

$

(10,442

)

 

$

26,657

 

 

$

(1,029

)

 

$

82,650

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Funds from operations attributable to common shareholders and OP Unit holders per diluted share and OP Unit

 

$

(0.22

)

 

$

0.28

 

 

$

(0.02

)

 

$

1.33

 

Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit

 

$

(0.13

)

 

$

0.34

 

 

$

(0.01

)

 

$

1.05

 

Funds from operations, as adjusted for assets sold per diluted share and OP Unit

 

$

(0.13

)

 

$

0.34

 

 

$

(0.01

)

 

$

1.05

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands of shares)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding

 

 

77,457

 

 

 

76,557

 

 

 

77,227

 

 

 

75,221

 

Weighted average effect of full conversion of OP Units

 

 

1,979

 

 

 

2,023

 

 

 

2,012

 

 

 

3,221

 

Effect of common share equivalents

 

 

285

 

 

 

485

 

 

 

380

 

 

 

453

 

Total weighted average shares outstanding, including OP Units

 

 

79,721

 

 

 

79,065

 

 

 

79,619

 

 

 

78,895

 

 

 



 

 

PREIT / 12     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

NOI for the three months ended December 31, 2020 and 2019:

 

 

 

Same Store

 

 

Change

 

 

Non Same Store

 

 

Total

 

(in thousands of dollars)

 

2020

 

 

2019

 

 

$

 

 

%

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

NOI from consolidated properties

 

$

34,095

 

 

$

52,666

 

 

$

(18,571

)

 

 

(35.3

%)

 

$

594

 

 

$

2,162

 

 

$

34,689

 

 

$

54,828

 

NOI attributable to equity method investments, at ownership share

 

 

5,359

 

 

 

7,451

 

 

 

(2,092

)

 

 

(28.1

%)

 

 

903

 

 

 

923

 

 

 

6,262

 

 

 

8,374

 

Total NOI

 

 

39,454

 

 

 

60,117

 

 

 

(20,663

)

 

 

(34.4

%)

 

 

1,497

 

 

 

3,085

 

 

 

40,951

 

 

 

63,202

 

Less: lease termination revenue

 

 

32

 

 

 

1,018

 

 

 

(986

)

 

 

(96.9

%)

 

 

-

 

 

 

1

 

 

 

32

 

 

 

1,019

 

Total NOI excluding lease termination revenue

 

$

39,422

 

 

$

59,099

 

 

$

(19,677

)

 

 

(33.3

%)

 

$

1,497

 

 

$

3,084

 

 

$

40,919

 

 

$

62,183

 

 

 

NOI for the year ended December 31, 2020 and 2019:

 

 

 

Same Store

 

 

Change

 

 

Non Same Store

 

 

Total

 

(in thousands of dollars)

 

2020

 

 

2019

 

 

$

 

 

%

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

NOI from consolidated properties

 

$

132,264

 

 

$

185,874

 

 

$

(53,610

)

 

 

(28.8

%)

 

$

1,774

 

 

$

12,526

 

 

$

134,038

 

 

$

198,400

 

NOI attributable to equity method investments, at ownership share

 

 

22,869

 

 

 

28,597

 

 

 

(5,728

)

 

 

(20.0

%)

 

 

1,687

 

 

 

732

 

 

 

24,556

 

 

 

29,329

 

Total NOI

 

 

155,133

 

 

 

214,471

 

 

 

(59,338

)

 

 

(27.7

%)

 

 

3,461

 

 

 

13,258

 

 

 

158,594

 

 

 

227,729

 

Less: lease termination revenue

 

 

2,268

 

 

 

1,531

 

 

 

737

 

 

 

48.1

%

 

 

-

 

 

 

18

 

 

 

2,268

 

 

 

1,549

 

Total NOI excluding lease termination revenue

 

$

152,865

 

 

$

212,940

 

 

$

(60,075

)

 

 

(28.2

%)

 

$

3,461

 

 

$

13,240

 

 

$

156,326

 

 

$

226,180

 



 

 

PREIT / 13     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

The table below reconciles net loss to NOI of our consolidated properties for the three months and year ended December 31, 2020 and 2019.

 

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

(in thousands of dollars)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net (loss) income

 

$

(200,461

)

 

$

(15,414

)

 

$

(266,706

)

 

$

(13,000

)

Other income

 

 

(123

)

 

 

(393

)

 

 

(887

)

 

 

(1,834

)

Depreciation and amortization

 

 

30,765

 

 

 

39,699

 

 

 

126,362

 

 

 

137,784

 

General and administrative expenses

 

 

19,480

 

 

 

12,591

 

 

 

50,271

 

 

 

46,010

 

Insurance recoveries, net

 

 

-

 

 

 

132

 

 

 

(586

)

 

 

(4,362

)

Provision for employee separation expense

 

 

55

 

 

 

2,611

 

 

 

1,228

 

 

 

3,689

 

Project costs and other expenses

 

 

7

 

 

 

17

 

 

 

294

 

 

 

283

 

Interest expense, net

 

 

30,042

 

 

 

17,001

 

 

 

84,341

 

 

 

63,987

 

Impairment of assets

 

 

-

 

 

 

1,455

 

 

 

-

 

 

 

1,455

 

Impairment of development land parcel

 

 

-

 

 

 

2,098

 

 

 

-

 

 

 

3,562

 

Gain on debt extinguishment, net

 

 

1,487

 

 

 

(27

)

 

 

1,487

 

 

 

(24,859

)

Gain on derecognition of property

 

 

(1,121

)

 

 

-

 

 

 

(8,127

)

 

 

-

 

Reorganization expenses

 

 

3,769

 

 

 

-

 

 

 

3,769

 

 

 

-

 

Equity in (income) loss of partnerships

 

 

2,746

 

 

 

(2,153

)

 

 

5,544

 

 

 

(8,289

)

Loss on remeasurement of assets by equity method investee

 

 

148,545

 

 

 

-

 

 

 

148,545

 

 

 

-

 

Gain on sales of real estate by equity method investee

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(553

)

(Loss) Gain on sales of interests in real estate, net

 

 

(274

)

 

 

(72

)

 

 

(11,444

)

 

 

(2,756

)

(Loss) Gain on sales of interest in non operating real estate

 

 

(228

)

 

 

(2,718

)

 

 

(54

)

 

 

(2,717

)

NOI from consolidated properties

 

 

34,689

 

 

 

54,828

 

 

 

134,038

 

 

 

198,400

 

Less: Non Same Store NOI of consolidated properties

 

 

594

 

 

 

2,163

 

 

 

1,774

 

 

 

12,526

 

Same Store NOI from consolidated properties

 

 

34,095

 

 

 

52,665

 

 

 

132,264

 

 

 

185,874

 

Less: Same Store lease termination revenue

 

 

14

 

 

 

963

 

 

 

2,268

 

 

 

1,426

 

Same Store NOI excluding lease termination revenue

 

$

34,081

 

 

$

51,702

 

 

$

129,996

 

 

$

184,448

 



 

 

PREIT / 14     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

The table below reconciles equity in (loss) income of partnerships to NOI of equity method investments at ownership share for the three months and year ended December 31, 2020 and 2019:

 

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Equity in (loss) income of partnerships

 

$

(2,746

)

 

$

2,153

 

 

$

(5,544

)

 

$

8,289

 

Other income

 

 

(10

)

 

 

(29

)

 

 

(48

)

 

 

(76

)

Depreciation and amortization

 

 

4,244

 

 

 

3,422

 

 

 

16,640

 

 

 

9,874

 

Interest and other expenses

 

 

4,774

 

 

 

2,828

 

 

 

13,508

 

 

 

11,243

 

Net operating income from equity method investments at ownership share

 

 

6,262

 

 

 

8,374

 

 

 

24,556

 

 

 

29,330

 

Less: Non Same Store NOI from equity method investments at ownership share

 

 

903

 

 

 

923

 

 

 

1,687

 

 

 

732

 

Same Store NOI of equity method investments at ownership share

 

 

5,359

 

 

 

7,451

 

 

 

22,869

 

 

 

28,598

 

Less: Same Store lease termination revenue

 

 

18

 

 

 

55

 

 

 

18

 

 

 

105

 

Same Store NOI from equity method investments excluding lease termination revenue at ownership share

 

$

5,341

 

 

$

7,396

 

 

$

22,851

 

 

$

28,493

 

 



 

 

PREIT / 15     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

 

 

 

December 31,

 

 

 

2020

 

 

2019

 

(in thousands of dollars)

 

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

 

 

 

INVESTMENTS IN REAL ESTATE, at cost:

 

 

 

 

 

 

 

 

Operating properties

 

$

3,168,536

 

 

$

3,099,034

 

Construction in progress

 

 

46,285

 

 

 

106,011

 

Land held for development

 

 

5,516

 

 

 

5,881

 

Total investments in real estate

 

 

3,220,337

 

 

 

3,210,926

 

Accumulated depreciation

 

 

(1,308,427

)

 

 

(1,202,722

)

Net investments in real estate

 

 

1,911,910

 

 

 

2,008,204

 

INVESTMENTS IN PARTNERSHIPS, at equity:

 

 

27,066

 

 

 

159,993

 

OTHER ASSETS:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

43,309

 

 

 

12,211

 

Tenant and other receivables, net

 

 

54,532

 

 

 

41,261

 

Intangible assets

 

 

11,392

 

 

 

13,404

 

Deferred costs and other assets, net

 

 

127,593

 

 

 

103,688

 

Assets held for sale

 

 

1,384

 

 

 

12,506

 

Total assets

 

$

2,177,186

 

 

$

2,351,267

 

LIABILITIES:

 

 

 

 

 

 

 

 

Mortgage loans payable, net

 

$

884,503

 

 

$

899,753

 

Term Loans, net

 

 

908,473

 

 

 

548,025

 

Revolving Facility

 

 

54,830

 

 

 

255,000

 

Tenants’ deposits and deferred rent

 

 

8,899

 

 

 

13,006

 

Distributions in excess of partnership investments

 

 

76,586

 

 

 

87,916

 

Fair value of derivative liabilities

 

 

23,292

 

 

 

13,126

 

Accrued expenses and other liabilities

 

 

93,663

 

 

 

107,016

 

Total liabilities

 

 

2,050,246

 

 

 

1,923,842

 

EQUITY:

 

 

 

 

 

 

 

 

Total equity

 

 

126,940

 

 

 

427,425

 

Total liabilities and equity

 

$

2,177,186

 

 

$

2,351,267

 


 

 

PREIT / 16     Pennsylvania Real Estate Investment Trust

                     Selected Financial Data

 

Changes in Funds from Operations for the three months and year ended December 31, 2020 as compared to the three months and year ended December 31, 2019 (all per share amounts on a diluted basis unless otherwise noted; per share amounts rounded to the nearest half penny; amounts may not total due to rounding)

 

(in thousands, except per share amounts)

 

Three Months Ended December 31

 

 

Per Diluted

Share and OP

Unit

 

 

Year Ended December 31

 

 

Per Diluted

Share and OP

Unit

 

Funds from Operations, as adjusted December 31, 2019

 

$

26,657

 

 

$

0.34

 

 

$

82,650

 

 

$

1.05

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Changes - Q4 2019 to Q4 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contribution from anchor replacements and new box tenants

 

 

1,422

 

 

 

0.02

 

 

 

4,650

 

 

 

0.06

 

Impact from bankruptcies

 

 

(1,694

)

 

 

(0.02

)

 

 

(3,356

)

 

 

(0.05

)

Other leasing activity, including base rent and net CAM and real estate tax recoveries

 

 

(7,590

)

 

 

(0.10

)

 

 

(32,931

)

 

 

(0.42

)

Lease termination revenue

 

 

(949

)

 

 

(0.01

)

 

 

824

 

 

 

0.01

 

Credit losses

 

 

(8,271

)

 

 

(0.11

)

 

 

(19,739

)

 

 

(0.25

)

Other

 

 

(1,488

)

 

 

(0.02

)

 

 

(3,057

)

 

 

(0.04

)

Same Store NOI from unconsolidated properties

 

 

(2,092

)

 

 

(0.03

)

 

 

(5,729

)

 

 

(0.08

)

Same Store NOI

 

 

(20,662

)

 

 

(0.26

)

 

 

(59,339

)

 

 

(0.75

)

Non Same Store NOI

 

 

(1,588

)

 

 

(0.02

)

 

 

(9,797

)

 

 

(0.13

)

Dilutive effect of asset sales

 

 

(718

)

 

 

(0.01

)

 

 

(1,851

)

 

 

(0.03

)

General and administrative expenses

 

 

(6,890

)

 

 

(0.09

)

 

 

(4,262

)

 

 

(0.06

)

Capitalization of leasing costs

 

 

(238

)

 

 

(0.01

)

 

 

(756

)

 

 

(0.01

)

Gain on debt extinguishment

 

 

(1,514

)

 

 

(0.02

)

 

 

(26,346

)

 

 

(0.34

)

Gain on sales of non-operating real estate

 

 

228

 

 

 

0.01

 

 

 

54

 

 

 

-

 

Other

 

 

9,327

 

 

 

0.12

 

 

 

41,539

 

 

 

0.53

 

Interest expense, net

 

 

(15,044

)

 

 

(0.19

)

 

 

(22,921

)

 

 

(0.29

)

Increase in weighted average shares

 

 

-

 

 

 

(0.01

)

 

 

-

 

 

 

-

 

Funds from Operations, as adjusted December 31, 2020

 

$

(10,442

)

 

$

(0.13

)

 

$

(1,029

)

 

$

(0.01

)

Insurance recoveries, net

 

 

-

 

 

 

-

 

 

 

586

 

 

 

0.01

 

Reorganization expenses

 

 

(3,769

)

 

 

(0.05

)

 

 

(3,769

)

 

 

(0.05

)

Gain on derecognition of property

 

 

1,121

 

 

 

0.02

 

 

 

8,127

 

 

 

0.11

 

Loss gain on debt extinguishment

 

 

(1,487

)

 

 

(0.02

)

 

 

(1,487

)

 

 

(0.02

)

Provision for employee separation expense

 

 

(55

)

 

 

-

 

 

 

(1,227

)

 

 

(0.02

)

Loss on hedge ineffectiveness

 

 

(2,912

)

 

 

(0.04

)

 

 

(2,912

)

 

 

(0.04

)

Funds from Operations December 31, 2020

 

$

(17,544

)

 

$

(0.22

)

 

$

(1,711

)

 

$

(0.02

)