0001025378false00010253782023-02-102023-02-10
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): February 10, 2023
W. P. Carey Inc.
(Exact Name of Registrant as Specified in its Charter)
| | | | | | | | | | | |
Maryland | 001-13779 | 45-4549771 |
(State of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | | |
One Manhattan West, 395 9th Avenue, 58th Floor | | |
New York, | New York | | 10001 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 492-1100
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 (see General Instruction A.2. below):
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.001 Par Value | | WPC | | New York Stock Exchange |
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 Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On February 10, 2023, W. P. Carey Inc. (the “Company”) issued an earnings release announcing its financial results for the quarter ended December 31, 2022. A copy of the earnings release is attached as Exhibit 99.1.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.
Item 7.01 Regulation FD Disclosure.
On February 10, 2023, the Company made available certain unaudited supplemental financial information at December 31, 2022. A copy of this supplemental information is attached as Exhibit 99.2.
On February 10, 2023, the Company posted its fourth quarter investor presentation on its website at http://www.wpcarey.com. A copy of the investor presentation is also attached as Exhibit 99.3.
The information furnished pursuant to this Item 7.01, including Exhibits 99.2 and 99.3, shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | | | | |
Exhibit No. | | Description |
99.1 | | |
| | |
99.2 | | |
| | |
99.3 | | |
| | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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, thereunto duly authorized.
| | | | | | | | | | | |
| | | W. P. Carey Inc. |
| | | |
Date: | February 10, 2023 | By: | /s/ ToniAnn Sanzone |
| | | ToniAnn Sanzone |
| | | Chief Financial Officer |
Exhibit 99.1
Institutional Investors:
Peter Sands
1 (212) 492-1110
institutionalir@wpcarey.com
Individual Investors:
W. P. Carey Inc.
1 (212) 492-8920
ir@wpcarey.com
Press Contact:
Anna McGrath
1 (212) 492-1166
amcgrath@wpcarey.com
W. P. Carey Inc. Announces Fourth Quarter and Full Year 2022 Financial Results
New York, NY – February 10, 2023 – W. P. Carey Inc. (NYSE: WPC) (W. P. Carey or the Company), a net lease real estate investment trust, today reported its financial results for the fourth quarter and full year ended December 31, 2022.
Financial Highlights
| | | | | | | | | | | |
| 2022 |
| Fourth Quarter | | Full Year |
Net income attributable to W. P. Carey (millions) | $209.5 | | | $599.1 | |
Diluted earnings per share | $1.00 | | | $2.99 | |
Net income from Real Estate attributable to W. P. Carey (millions) | $210.1 | | | $591.6 | |
Diluted earnings per share from Real Estate | $1.00 | | | $2.95 | |
| | | |
AFFO (millions) | $269.7 | | | $1,060.6 | |
AFFO per diluted share | $1.29 | | | $5.29 | |
Real Estate segment AFFO (millions) | $270.0 | | | $1,042.8 | |
Real Estate segment AFFO per diluted share | $1.29 | | | $5.20 | |
•2023 AFFO guidance range of between $5.30 and $5.40 per diluted share announced, all of which comprises Real Estate AFFO, based on anticipated full year investment volume of between $1.75 billion and $2.25 billion
•Quarterly cash dividend raised to $1.065 per share, equivalent to an annualized dividend rate of $4.260 per share
Real Estate Portfolio
•Investment volume of $158.5 million completed during the fourth quarter, bringing total investment volume for 2022 to $1.4 billion
•Gross disposition proceeds of $67.6 million during the fourth quarter, bringing total dispositions for 2022 to $243.7 million
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 1
Balance Sheet and Capitalization
•Approximately $559 million in anticipated net proceeds currently available for settlement pursuant to forward sale agreements, including approximately $78 million pursuant to forward sale agreements sold during the fourth quarter and $29 million subsequent to quarter end
MANAGEMENT COMMENTARY
“We produced strong full-year results, generating Real Estate AFFO per share growth of 6.3%, primarily reflecting the accretive impact of new investments and our merger with CPA:18, as well the strength of our rent escalations,” said Jason Fox, Chief Executive Officer of W. P. Carey.
“After an unsettled market backdrop for much of 2022, we executed new investments at noticeably improved cap rates during the fourth quarter. As we embark on 2023 — W. P. Carey’s 50th anniversary year — we’re optimistic about the investment environment and our ability to close meaningfully higher deal volume at more attractive spreads. Currently, we have a sizeable near-term pipeline of transactions at advanced stages, which in conjunction with capital projects and commitments completing in 2023, and our year-to-date deal volume, gives us visibility into at least $700 million of investments, just over a month into the year. And the significant dry powder we’ve raised ensures we’re well-positioned to execute.”
QUARTERLY FINANCIAL RESULTS
Revenues
•Total Company: Revenues, including reimbursable costs, for the 2022 fourth quarter totaled $402.6 million, up 7.4% from $374.9 million for the 2021 fourth quarter.
•Real Estate: Real Estate revenues, including reimbursable costs, for the 2022 fourth quarter were $402.1 million, up 8.6% from $370.3 million for the 2021 fourth quarter. Lease revenues were higher as a result of net investment activity, properties acquired in the CPA:18 Merger and rent escalations, partly offset by the impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro. Operating property revenues increased as a result of the self-storage and other operating properties acquired in the CPA:18 Merger. Other lease-related income declined (on a GAAP basis), due primarily to lower lease termination fees.
Net Income Attributable to W. P. Carey
•Net income attributable to W. P. Carey for the 2022 fourth quarter was $209.5 million, up 110.3% from $99.6 million for the 2021 fourth quarter. Net income from Real Estate attributable to W. P. Carey was $210.1 million, which increased due primarily to a mark-to-market gain recognized on the Company’s shares of Lineage Logistics of $38.6 million during the current-year period and the impact of net investment activity (including properties acquired in the CPA:18 Merger) and rent escalations. Net loss from Investment Management attributable to W. P. Carey was $0.6 million, which decreased due primarily to the cessation of Investment Management revenues and distributions previously earned from CPA:18.
Adjusted Funds from Operations (AFFO)
•AFFO for the 2022 fourth quarter was $1.29 per diluted share, down 0.8% from $1.30 per diluted share for the 2021 fourth quarter. The Company’s Real Estate segment generated AFFO of $1.29 per diluted share, up 1.6% from $1.27 per diluted share for the 2021 fourth quarter, primarily reflecting the impact of net investment activity, the accretive impact of the CPA:18 Merger and rent escalations. This increase was mostly offset by the combination of higher interest expense, the net impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro, and the impact on lease revenues of (i) vacant properties, for which the Company received other lease-related income in prior periods, and (ii) certain COVID-related rent recoveries in the prior-year period.
Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 2
Dividend
•On December 8, 2022, the Company reported that its Board of Directors increased its quarterly cash dividend to $1.065 per share, equivalent to an annualized dividend rate of $4.26 per share. The dividend was paid on January 13, 2023 to shareholders of record as of December 30, 2022.
FULL YEAR FINANCIAL RESULTS
Revenues
•Total Company: Revenues, including reimbursable costs, for the 2022 full year totaled $1.48 billion, up 11.1% from $1.33 billion for the 2021 full year.
•Real Estate: Real Estate revenues, including reimbursable costs, for the 2022 full year totaled $1.47 billion, up 11.9% from $1.31 billion for the 2021 full year. Lease revenues were higher as a result of net investment activity, properties acquired in the CPA:18 Merger and rent escalations, partly offset by the impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro. Operating property revenues increased as a result of the self-storage and other operating properties acquired in the CPA:18 Merger. Other lease-related income declined from 2021 (on a GAAP basis).
Net Income Attributable to W. P. Carey
•Net income attributable to W. P. Carey for the 2022 full year totaled $599.1 million, up 46.1% from $410.0 million for the 2021 full year. Net income from Real Estate attributable to W. P. Carey was $591.6 million, which increased due primarily to a lower loss on extinguishment of debt, a non-cash mark-to-market gain of $49.2 million recognized on our investment in common stock of Watermark Lodging Trust (WLT) and the impact of net investment activity (including properties acquired in the CPA:18 Merger) and rent escalations, partly offset by higher interest expense. The Company also recorded mark-to-market gains on its shares of Lineage Logistics totaling $38.6 million and $76.3 million during the current and prior year, respectively. Net income from Investment Management attributable to W. P. Carey was $7.5 million, which decreased due primarily to a $29.3 million impairment charge recognized on goodwill within that segment since Investment Management revenues are expected to be minimal going forward following the CPA:18 Merger. The Company also recognized a $33.9 million gain on change in control of interests in connection with the CPA:18 Merger.
AFFO
•AFFO for the 2022 full year was $5.29 per diluted share, up 5.2% from $5.03 per diluted share for the 2021 full year. The Company’s Real Estate segment generated AFFO of $5.20 per diluted share, up 6.3% from $4.89 per diluted share for the 2021 full year, driven by net investment activity and rent escalations, higher other lease-related income (on an AFFO basis, after excluding $37.8 million in the 2021 fourth quarter as non-core income) and the accretive impact of the CPA:18 Merger. This was partly offset by the net impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro, and higher interest expense.
Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.
Dividend
•Dividends declared during 2022 totaled $4.242 per share, an increase of 0.9% compared to total dividends declared during 2021 of $4.205 per share.
AFFO GUIDANCE
•For the 2023 full year, the Company expects to report total AFFO of between $5.30 and $5.40 per diluted share (all of which comprises Real Estate AFFO) based on the following key assumptions:
(i) investment volume of between $1.75 billion and $2.25 billion;
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 3
(ii) disposition volume of between $300 million and $400 million; and
(iii) total general and administrative expenses of between $97 million and $100 million.
Note: The Company does not provide guidance on net income. The Company only provides guidance on total AFFO (and Real Estate AFFO) and does not provide a reconciliation of this forward-looking non-GAAP guidance to net income due to the inherent difficulty in quantifying certain items necessary to provide such reconciliation as a result of their unknown effect, timing and potential significance. Examples of such items include impairments of assets, gains and losses from sales of assets, and depreciation and amortization from new acquisitions.
REAL ESTATE
Investments
•During the 2022 fourth quarter, the Company completed investments totaling $158.5 million, bringing total investment volume for the year ended December 31, 2022 to $1.4 billion (excluding properties acquired in the CPA:18 Merger).
•Year to date through February 10, 2023, the Company has completed investment volume of $64.8 million.
•The Company currently has seven capital investments and commitments totaling $87.7 million and construction loan funding of $68.7 million scheduled to be completed during 2023, for an aggregate total of $156.4 million.
Dispositions
•During the 2022 fourth quarter, the Company disposed of six properties for gross proceeds of $67.6 million, bringing total disposition proceeds for the year ended December 31, 2022 to $243.7 million.
Rent Collections
•The Company received over 99.3% of contractual base rent that was due in the 2022 fourth quarter.
Composition
•As of December 31, 2022, the Company’s net lease portfolio consisted of 1,449 properties, comprising 176 million square feet leased to 392 tenants, with a weighted-average lease term of 10.8 years and an occupancy rate of 98.8%. In addition, the Company owned 84 self-storage operating properties, two student housing operating properties and one hotel operating property, totaling approximately 6.6 million square feet.
Conversion of Net Lease Hotels to Operating Properties
•On January 31, 2023, 12 hotels owned by the Company converted to operating properties upon expiration of their master lease with Marriott, at which time the Company began recognizing operating property revenues and expenses on the properties and ceased recognizing lease revenues.
BALANCE SHEET AND CAPITALIZATION
Forward Equity
•During the 2022 fourth quarter, the Company settled a portion of its outstanding forward sale agreements, issuing 2,587,500 shares of common stock for net proceeds of $187 million.
•During the 2022 fourth quarter, the Company used forward sale agreements under its ATM program to sell 986,400 shares of common stock at a weighted-average gross price of $80.02 per share, all of which remain available for settlement, for anticipated net proceeds of approximately $78 million.
•As of December 31, 2022, the Company had an aggregate of $530 million in anticipated net proceeds available for settlement pursuant to forward sale agreements.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 4
•Subsequent to quarter end, the Company used forward sale agreements under its ATM program to sell 353,264 shares of common stock at a weighted-average gross price of $81.94 per share, all of which remain available for settlement, for anticipated net proceeds of approximately $29 million.
•As a result, the Company currently has an aggregate of $559 million in anticipated net proceeds available for settlement pursuant to forward sale agreements.
Cash Received for Shares of WLT
•As previously announced, in October 2022, all outstanding shares of WLT common stock were acquired by a private real estate fund. As of the date of acquisition, the Company owned 12,208,243 shares of WLT common stock for which it received $82.6 million in cash and as a result has no remaining interest in WLT.
* * * * *
Supplemental Information
The Company has provided supplemental unaudited financial and operating information regarding the 2022 fourth quarter and certain prior quarters, including a description of non-GAAP financial measures and reconciliations to GAAP measures, in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on February 10, 2023, and made available on the Company’s website at ir.wpcarey.com/investor-relations.
* * * * *
Live Conference Call and Audio Webcast Scheduled for 10:00 a.m. Eastern Time
Please dial in at least 10 minutes prior to the start time.
Date/Time: Friday, February 10, 2023 at 10:00 a.m. Eastern Time
Call-in Number: 1 (877) 465-1289 (U.S.) or +1 (201) 689-8762 (international)
Live Audio Webcast and Replay: www.wpcarey.com/earnings
* * * * *
W. P. Carey Inc.
Celebrating its 50th anniversary, W. P. Carey ranks among the largest net lease REITs with an enterprise value of approximately $24 billion and a well-diversified portfolio of high-quality, operationally critical commercial real estate, which includes 1,449 net lease properties covering approximately 176 million square feet and a portfolio of 84 self-storage operating properties, as of December 31, 2022. With offices in New York, London, Amsterdam and Dallas, the company remains focused on investing primarily in single-tenant, industrial, warehouse and retail properties located in the U.S. and Northern and Western Europe, under long-term net leases with build-in rent escalations.
www.wpcarey.com
* * * * *
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 5
Cautionary Statement Concerning Forward-Looking Statements and Rent Collections
Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of W. P. Carey and can be identified by the use of words such as “may,” “will,” “should,” “would,” “will be,” “goals,” “believe,” “project,” “expect,” “anticipate,” “intend,” “estimate” “opportunities,” “possibility,” “strategy,” “maintain” or the negative version of these words and other comparable terms. These forward-looking statements include, but are not limited to, statements made by Mr. Jason Fox regarding the investment environment, pipeline and our investment volume. These statements are based on the current expectations of our management, and it is important to note that our actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable risks or uncertainties, like the risks related to inflation and increased interest rates, the effects of pandemics and global outbreaks of contagious diseases (such as the ongoing COVID-19 pandemic) and domestic or geopolitical crises, such as terrorism, military conflict (including the ongoing conflict between Russia and Ukraine and the global response to it), war or the perception that hostilities may be imminent, political instability or civil unrest, or other conflict, and those additional risk factors discussed in reports that we have filed with the SEC, could also have material adverse effects on our future results, performance or achievements. Discussions of some of these other important factors and assumptions are contained in W. P. Carey’s filings with the SEC and are available at the SEC’s website at http://www.sec.gov, including Part I, Item 1A. Risk Factors in W. P. Carey’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.
In addition, information provided regarding historical rent collections should not serve as an indication of expected future rent collections.
* * * * *
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 6
W. P. CAREY INC.
Consolidated Balance Sheets
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| December 31, |
| 2022 | | 2021 |
Assets | | | |
Investments in real estate: | | | |
Land, buildings and improvements — net lease and other | $ | 13,338,857 | | | $ | 11,791,734 | |
Land, buildings and improvements — operating properties | 1,095,892 | | | 83,673 | |
Net investments in direct financing leases and loans receivable | 771,761 | | | 813,577 | |
In-place lease intangible assets and other | 2,659,750 | | | 2,386,000 | |
Above-market rent intangible assets | 833,751 | | | 843,410 | |
Investments in real estate | 18,700,011 | | | 15,918,394 | |
Accumulated depreciation and amortization (a) | (3,269,057) | | | (2,889,294) | |
Assets held for sale, net | 57,944 | | | 8,269 | |
Net investments in real estate | 15,488,898 | | | 13,037,369 | |
Equity method investments (b) | 327,502 | | | 356,637 | |
Cash and cash equivalents | 167,996 | | | 165,427 | |
Due from affiliates | 919 | | | 1,826 | |
Other assets, net | 1,079,308 | | | 1,017,842 | |
Goodwill | 1,037,412 | | | 901,529 | |
Total assets | $ | 18,102,035 | | | $ | 15,480,630 | |
| | | |
Liabilities and Equity | | | |
Debt: | | | |
Senior unsecured notes, net | $ | 5,916,400 | | | $ | 5,701,913 | |
Unsecured term loans, net | 552,539 | | | 310,583 | |
Unsecured revolving credit facility | 276,392 | | | 410,596 | |
Non-recourse mortgages, net | 1,132,417 | | | 368,524 | |
Debt, net | 7,877,748 | | | 6,791,616 | |
Accounts payable, accrued expenses and other liabilities | 623,843 | | | 572,846 | |
Below-market rent and other intangible liabilities, net | 184,584 | | | 183,286 | |
Deferred income taxes | 178,959 | | | 145,572 | |
Dividends payable | 228,257 | | | 203,859 | |
Total liabilities | 9,093,391 | | | 7,897,179 | |
| | | |
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued | — | | | — | |
Common stock, $0.001 par value, 450,000,000 shares authorized; 210,620,949 and 190,013,751 shares, respectively, issued and outstanding | 211 | | | 190 | |
Additional paid-in capital | 11,706,836 | | | 9,977,686 | |
Distributions in excess of accumulated earnings | (2,486,633) | | | (2,224,231) | |
Deferred compensation obligation | 57,012 | | | 49,810 | |
Accumulated other comprehensive loss | (283,780) | | | (221,670) | |
Total stockholders’ equity | 8,993,646 | | | 7,581,785 | |
Noncontrolling interests | 14,998 | | | 1,666 | |
Total equity | 9,008,644 | | | 7,583,451 | |
Total liabilities and equity | $ | 18,102,035 | | | $ | 15,480,630 | |
________
(a)Includes $1.7 billion and $1.5 billion of accumulated depreciation on buildings and improvements as of December 31, 2022 and 2021, respectively, and $1.6 billion and $1.4 billion of accumulated amortization on lease intangibles as of December 31, 2022 and 2021, respectively.
(b)Our equity method investments in real estate totaled $325.3 million and $291.9 million as of December 31, 2022 and 2021, respectively. Our equity method investments in the Managed Programs totaled $2.2 million and $64.7 million as of December 31, 2022 and 2021, respectively.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 7
W. P. CAREY INC.
Quarterly Consolidated Statements of Income
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| December 31, 2022 | | September 30, 2022 | | December 31, 2021 |
Revenues | | | | | |
Real Estate: | | | | | |
Lease revenues | $ | 347,636 | | | $ | 331,902 | | | $ | 305,093 | |
Income from direct financing leases and loans receivable | 17,472 | | | 20,637 | | | 15,637 | |
Operating property revenues | 28,951 | | | 21,350 | | | 4,004 | |
Other lease-related income | 8,083 | | | 8,192 | | | 45,590 | |
| 402,142 | | | 382,081 | | | 370,324 | |
Investment Management: | | | | | |
Asset management and other revenue | 383 | | | 1,197 | | | 3,571 | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 985 | |
| 487 | | | 1,541 | | | 4,556 | |
| 402,629 | | | 383,622 | | | 374,880 | |
Operating Expenses | | | | | |
Depreciation and amortization | 140,749 | | | 132,181 | | | 135,662 | |
General and administrative | 22,728 | | | 22,299 | | | 19,591 | |
Reimbursable tenant costs | 21,084 | | | 18,874 | | | 16,475 | |
Property expenses, excluding reimbursable tenant costs | 13,879 | | | 11,244 | | | 11,466 | |
Impairment charges — real estate | 12,734 | | | — | | | 7,945 | |
Operating property expenses | 11,719 | | | 9,357 | | | 2,887 | |
Stock-based compensation expense | 9,739 | | | 5,511 | | | 6,091 | |
Merger and other expenses (a) | 2,058 | | | 17,667 | | | (563) | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 985 | |
Impairment charges — Investment Management goodwill (b) | — | | | 29,334 | | | — | |
| 234,794 | | | 246,811 | | | 200,539 | |
Other Income and Expenses | | | | | |
Other gains and (losses) (c) | 97,059 | | | (15,020) | | | (28,461) | |
Interest expense | (67,668) | | | (59,022) | | | (47,208) | |
Non-operating income (d) | 6,526 | | | 9,263 | | | 3,156 | |
Earnings (losses) from equity method investments | 6,032 | | | 11,304 | | | (6,675) | |
Gain (loss) on sale of real estate, net | 5,845 | | | (4,736) | | | 9,511 | |
Gain on change in control of interests (e) | — | | | 33,931 | | | — | |
| 47,794 | | | (24,280) | | | (69,677) | |
Income before income taxes | 215,629 | | | 112,531 | | | 104,664 | |
Provision for income taxes | (6,126) | | | (8,263) | | | (5,052) | |
Net Income | 209,503 | | | 104,268 | | | 99,612 | |
Net loss (income) attributable to noncontrolling interests | 35 | | | 660 | | | (50) | |
Net Income Attributable to W. P. Carey | $ | 209,538 | | | $ | 104,928 | | | $ | 99,562 | |
| | | | | |
Basic Earnings Per Share | $ | 1.00 | | | $ | 0.52 | | | $ | 0.53 | |
Diluted Earnings Per Share | $ | 1.00 | | | $ | 0.51 | | | $ | 0.53 | |
Weighted-Average Shares Outstanding | | | | | |
Basic | 209,281,888 | | | 203,093,553 | | | 187,630,036 | |
Diluted | 209,822,650 | | | 204,098,116 | | | 188,317,117 | |
| | | | | |
Dividends Declared Per Share | $ | 1.065 | | | $ | 1.061 | | | $ | 1.055 | |
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 8
W. P. CAREY INC.
Full Year Consolidated Statements of Income
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| Years Ended December 31, |
| 2022 | | 2021 |
Revenues | | | |
Real Estate: | | | |
Lease revenues | $ | 1,301,617 | | | $ | 1,177,438 | |
Income from direct financing leases and loans receivable | 74,266 | | | 67,555 | |
Operating property revenues | 59,230 | | | 13,478 | |
Other lease-related income | 32,988 | | | 53,655 | |
| 1,468,101 | | | 1,312,126 | |
Investment Management: | | | |
Asset management and other revenue | 8,467 | | | 15,363 | |
Reimbursable costs from affiliates | 2,518 | | | 4,035 | |
| 10,985 | | | 19,398 | |
| 1,479,086 | | | 1,331,524 | |
Operating Expenses | | | |
Depreciation and amortization | 503,403 | | | 475,989 | |
General and administrative | 88,952 | | | 81,888 | |
Reimbursable tenant costs | 73,622 | | | 62,417 | |
Property expenses, excluding reimbursable tenant costs | 50,753 | | | 47,898 | |
Impairment charges — real estate | 39,119 | | | 24,246 | |
Stock-based compensation expense | 32,841 | | | 24,881 | |
Impairment charges — Investment Management goodwill | 29,334 | | | — | |
Operating property expenses | 27,054 | | | 9,848 | |
Merger and other expenses | 19,387 | | | (4,546) | |
Reimbursable costs from affiliates | 2,518 | | | 4,035 | |
| 866,983 | | | 726,656 | |
Other Income and Expenses | | | |
Interest expense | (219,160) | | | (196,831) | |
Other gains and (losses) | 96,038 | | | (12,885) | |
Gain on sale of real estate, net | 43,476 | | | 40,425 | |
Gain on change in control of interests | 33,931 | | | — | |
Non-operating income | 30,309 | | | 13,860 | |
Earnings (losses) from equity method investments | 29,509 | | | (10,829) | |
| 14,103 | | | (166,260) | |
Income before income taxes | 626,206 | | | 438,608 | |
Provision for income taxes | (27,724) | | | (28,486) | |
Net Income | 598,482 | | | 410,122 | |
Net loss (income) attributable to noncontrolling interests | 657 | | | (134) | |
Net Income Attributable to W. P. Carey | $ | 599,139 | | | $ | 409,988 | |
| | | |
Basic Earnings Per Share | $ | 3.00 | | | $ | 2.25 | |
Diluted Earnings Per Share | $ | 2.99 | | | $ | 2.24 | |
Weighted-Average Shares Outstanding | | | |
Basic | 199,633,802 | | | 182,486,476 | |
Diluted | 200,427,124 | | | 183,127,098 | |
| | | |
Dividends Declared Per Share | $ | 4.242 | | | $ | 4.205 | |
__________
(a)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(b)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(c)Amount for the three months ended December 31, 2022 is primarily comprised of net gains on foreign currency exchange rate movements of $57.9 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
(d)Amount for the three months ended December 31, 2022 is comprised of realized gains on foreign currency exchange derivatives of $6.1 million and interest income on deposits of $0.4 million.
(e)Amount for the three months ended September 30, 2022 represents gains recognized on (i) the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method, and (ii) our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 9
W. P. CAREY INC.
Quarterly Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| December 31, 2022 | | September 30, 2022 | | December 31, 2021 |
Net income attributable to W. P. Carey | $ | 209,538 | | | $ | 104,928 | | | $ | 99,562 | |
Adjustments: | | | | | |
Depreciation and amortization of real property | 140,157 | | | 131,628 | | | 134,149 | |
Impairment charges — real estate | 12,734 | | | — | | | 7,945 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (9,511) | |
Gain on change in control of interests (a) (b) | — | | | (33,931) | | | — | |
Impairment charges — Investment Management goodwill (c) | — | | | 29,334 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (d) | 2,296 | | | 2,242 | | | 15,183 | |
Proportionate share of adjustments for noncontrolling interests (e) | (294) | | | (189) | | | (4) | |
Total adjustments | 149,048 | | | 133,820 | | | 147,762 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (f) | 358,586 | | | 238,748 | | | 247,324 | |
Adjustments: | | | | | |
Other (gains) and losses (g) | (97,059) | | | 15,020 | | | 28,461 | |
Straight-line and other leasing and financing adjustments (h) | (14,766) | | | (14,326) | | | (53,380) | |
Stock-based compensation | 9,739 | | | 5,511 | | | 6,091 | |
Above- and below-market rent intangible lease amortization, net | 8,652 | | | 11,186 | | | 15,082 | |
Amortization of deferred financing costs | 5,705 | | | 5,223 | | | 3,239 | |
Tax (benefit) expense – deferred and other | (3,325) | | | 1,163 | | | (2,507) | |
Merger and other expenses (i) | 2,058 | | | 17,667 | | | (563) | |
Other amortization and non-cash items | 490 | | | 359 | | | 560 | |
Proportionate share of adjustments to earnings from equity method investments (d) | (319) | | | (2,156) | | | 1,303 | |
Proportionate share of adjustments for noncontrolling interests (e) | (85) | | | (673) | | | (5) | |
Total adjustments | (88,910) | | | 38,974 | | | (1,719) | |
AFFO Attributable to W. P. Carey (f) | $ | 269,676 | | | $ | 277,722 | | | $ | 245,605 | |
| | | | | |
Summary | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (f) | $ | 358,586 | | | $ | 238,748 | | | $ | 247,324 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (f) | $ | 1.70 | | | $ | 1.17 | | | $ | 1.31 | |
AFFO attributable to W. P. Carey (f) | $ | 269,676 | | | $ | 277,722 | | | $ | 245,605 | |
AFFO attributable to W. P. Carey per diluted share (f) | $ | 1.29 | | | $ | 1.36 | | | $ | 1.30 | |
Diluted weighted-average shares outstanding | 209,822,650 | | | 204,098,116 | | | 188,317,117 | |
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 10
W. P. CAREY INC.
Quarterly Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| December 31, 2022 | | September 30, 2022 | | December 31, 2021 |
Net income from Real Estate attributable to W. P. Carey | $ | 210,142 | | | $ | 111,375 | | | $ | 94,634 | |
Adjustments: | | | | | |
Depreciation and amortization of real property | 140,157 | | | 131,628 | | | 134,149 | |
Impairment charges — real estate | 12,734 | | | — | | | 7,945 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (9,511) | |
Gain on change in control of interests (a) | — | | | (11,405) | | | — | |
Proportionate share of adjustments to earnings from equity method investments (d) | 2,296 | | | 2,242 | | | 15,183 | |
Proportionate share of adjustments for noncontrolling interests (e) | (294) | | | (189) | | | (4) | |
Total adjustments | 149,048 | | | 127,012 | | | 147,762 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (f) | 359,190 | | | 238,387 | | | 242,396 | |
Adjustments: | | | | | |
Other (gains) and losses (g) | (96,846) | | | 13,960 | | | 27,131 | |
Straight-line and other leasing and financing adjustments (h) | (14,766) | | | (14,326) | | | (53,380) | |
Stock-based compensation | 9,739 | | | 5,511 | | | 6,091 | |
Above- and below-market rent intangible lease amortization, net | 8,652 | | | 11,186 | | | 15,082 | |
Amortization of deferred financing costs | 5,705 | | | 5,223 | | | 3,239 | |
Tax benefit – deferred and other | (3,862) | | | (2,789) | | | (1,851) | |
Merger and other expenses (i) | 2,058 | | | 17,667 | | | (599) | |
Other amortization and non-cash items | 490 | | | 359 | | | 560 | |
Proportionate share of adjustments to earnings from equity method investments (d) | (320) | | | (938) | | | 325 | |
Proportionate share of adjustments for noncontrolling interests (e) | (85) | | | (673) | | | (5) | |
Total adjustments | (89,235) | | | 35,180 | | | (3,407) | |
AFFO Attributable to W. P. Carey – Real Estate (f) | $ | 269,955 | | | $ | 273,567 | | | $ | 238,989 | |
| | | | | |
Summary | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (f) | $ | 359,190 | | | $ | 238,387 | | | $ | 242,396 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (f) | $ | 1.70 | | | $ | 1.17 | | | $ | 1.29 | |
AFFO attributable to W. P. Carey – Real Estate (f) | $ | 269,955 | | | $ | 273,567 | | | $ | 238,989 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (f) | $ | 1.29 | | | $ | 1.34 | | | $ | 1.27 | |
Diluted weighted-average shares outstanding | 209,822,650 | | | 204,098,116 | | | 188,317,117 | |
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 11
W. P. CAREY INC.
Full Year Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| Years Ended December 31, |
| 2022 | | 2021 |
Net income attributable to W. P. Carey | $ | 599,139 | | | $ | 409,988 | |
Adjustments: | | | |
Depreciation and amortization of real property | 500,764 | | | 470,554 | |
Gain on sale of real estate, net | (43,476) | | | (40,425) | |
Impairment charges — real estate | 39,119 | | | 24,246 | |
Gain on change in control of interests (a) (b) | (33,931) | | | — | |
Impairment charges — Investment Management goodwill (c) | 29,334 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (d) | 15,155 | | | 32,213 | |
Proportionate share of adjustments for noncontrolling interests (e) | (491) | | | (16) | |
Total adjustments | 506,474 | | | 486,572 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (f) | 1,105,613 | | | 896,560 | |
Adjustments: | | | |
Other (gains) and losses | (96,038) | | | 12,885 | |
Straight-line and other leasing and financing adjustments (h) | (54,431) | | | (83,267) | |
Above- and below-market rent intangible lease amortization, net | 41,390 | | | 53,585 | |
Stock-based compensation | 32,841 | | | 24,881 | |
Merger and other expenses (i) | 19,387 | | | (4,546) | |
Amortization of deferred financing costs | 17,203 | | | 13,523 | |
Tax benefit – deferred and other | (3,759) | | | (5,967) | |
Other amortization and non-cash items | 1,931 | | | 1,709 | |
Proportionate share of adjustments to earnings from equity method investments (d) | (2,770) | | | 12,152 | |
Proportionate share of adjustments for noncontrolling interests (e) | (769) | | | (24) | |
Total adjustments | (45,015) | | | 24,931 | |
AFFO Attributable to W. P. Carey (f) | $ | 1,060,598 | | | $ | 921,491 | |
| | | |
Summary | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (f) | $ | 1,105,613 | | | $ | 896,560 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (f) | $ | 5.52 | | | $ | 4.90 | |
AFFO attributable to W. P. Carey (f) | $ | 1,060,598 | | | $ | 921,491 | |
AFFO attributable to W. P. Carey per diluted share (f) | $ | 5.29 | | | $ | 5.03 | |
Diluted weighted-average shares outstanding | 200,427,124 | | | 183,127,098 | |
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 12
W. P. CAREY INC.
Full Year Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| Years Ended December 31, |
| 2022 | | 2021 |
Net income from Real Estate attributable to W. P. Carey | $ | 591,603 | | | $ | 384,766 | |
Adjustments: | | | |
Depreciation and amortization of real property | 500,764 | | | 470,554 | |
Gain on sale of real estate, net | (43,476) | | | (40,425) | |
Impairment charges — real estate | 39,119 | | | 24,246 | |
Gain on change in control of interests (a) | (11,405) | | | — | |
Proportionate share of adjustments to earnings from equity method investments (d) | 15,155 | | | 32,213 | |
Proportionate share of adjustments for noncontrolling interests (e) | (491) | | | (16) | |
Total adjustments | 499,666 | | | 486,572 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (f) | 1,091,269 | | | 871,338 | |
Adjustments: | | | |
Other (gains) and losses | (97,149) | | | 13,676 | |
Straight-line and other leasing and financing adjustments (h) | (54,431) | | | (83,267) | |
Above- and below-market rent intangible lease amortization, net | 41,390 | | | 53,585 | |
Stock-based compensation | 32,841 | | | 24,881 | |
Merger and other expenses (i) | 19,384 | | | (4,597) | |
Amortization of deferred financing costs | 17,203 | | | 13,523 | |
Tax benefit – deferred and other | (8,164) | | | (4,938) | |
Other amortization and non-cash items | 1,931 | | | 1,709 | |
Proportionate share of adjustments to earnings from equity method investments (d) | (723) | | | 10,253 | |
Proportionate share of adjustments for noncontrolling interests (e) | (769) | | | (24) | |
Total adjustments | (48,487) | | | 24,801 | |
AFFO Attributable to W. P. Carey – Real Estate (f) | $ | 1,042,782 | | | $ | 896,139 | |
| | | |
Summary | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (f) | $ | 1,091,269 | | | $ | 871,338 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (f) | $ | 5.44 | | | $ | 4.76 | |
AFFO attributable to W. P. Carey – Real Estate (f) | $ | 1,042,782 | | | $ | 896,139 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (f) | $ | 5.20 | | | $ | 4.89 | |
Diluted weighted-average shares outstanding | 200,427,124 | | | 183,127,098 | |
__________
(a)Amounts for the three months ended September 30, 2022 and year ended December 31, 2022 represent a gain recognized on the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method.
(b)Amounts for the three months ended September 30, 2022 and year ended December 31, 2022 represent a gain recognized on our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(c)Amounts for the three months ended September 30, 2022 and year ended December 31, 2022 represent an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(d)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(e)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(f)FFO and AFFO are non-GAAP measures. See below for a description of FFO and AFFO.
(g)AFFO adjustment amounts for the three months ended December 31, 2022 are primarily comprised of net gains on foreign currency exchange rate movements of $57.9 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million. Real Estate AFFO adjustment amounts for the three months ended December 31, 2022 are primarily comprised of net gains on foreign currency exchange rate movements of $57.5 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
(h)Amounts for the three months and year ended December 31, 2021 include an adjustment to exclude $37.8 million of lease termination fees received from a tenant, as such amount was determined to be non-core income.
(i)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 13
Non-GAAP Financial Disclosure
Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (NAREIT), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate or other assets incidental to the company’s main business, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO.
We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rent and related reserves, other non-cash rent adjustments, non-cash allowance for credit losses on loans receivable and direct financing leases, stock-based compensation, non-cash environmental accretion expense, amortization of discounts and premiums on debt and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange rate movements (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs that are currently not engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, or as alternatives to net cash provided by operating activities computed under GAAP, or as indicators of our ability to fund our cash needs.
W. P. Carey Inc. 12/31/2022 Earnings Release 8-K – 14
Exhibit 99.2
W. P. Carey Inc.
Supplemental Information
Fourth Quarter 2022
Terms and Definitions
As used in this supplemental package, the terms “W. P. Carey,” “WPC,” “we,” “us” and “our” include W. P. Carey Inc., its consolidated subsidiaries and its predecessors, unless otherwise indicated. Other terms and definitions are as follows:
| | | | | |
REIT | Real estate investment trust |
CPA:18 – Global | Corporate Property Associates 18 – Global Incorporated |
CESH | Carey European Student Housing Fund I, L.P. |
WLT | Watermark Lodging Trust, Inc. |
Managed Programs | CPA:18 – Global (prior to the CPA:18 Merger on August 1, 2022) and CESH |
U.S. | United States |
AUM | Assets under management |
ABR | Contractual minimum annualized base rent |
SEC | Securities and Exchange Commission |
ASC | Accounting Standards Codification |
EUR | Euro |
EURIBOR | Euro Interbank Offered Rate |
SOFR | Secured Overnight Financing Rate |
SONIA | Sterling Overnight Index Average |
TIBOR | Tokyo Interbank Offered Rate |
LIBOR | London Interbank Offered Rate |
CPA:18 Merger | Our merger with CPA:18 – Global, which was completed on August 1, 2022 |
Important Note Regarding Non-GAAP Financial Measures
This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles (“GAAP”), including funds from operations (“FFO”); adjusted funds from operations (“AFFO”); earnings before interest, taxes, depreciation and amortization (“EBITDA”); adjusted EBITDA; pro rata cash net operating income (“pro rata cash NOI”); normalized pro rata cash NOI; same store pro rata rental income; cash interest expense; and cash interest expense coverage ratio. FFO is a non-GAAP measure defined by the National Association of Real Estate Investments Trusts, Inc. (“NAREIT”), an industry trade group. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures are provided within this supplemental package. In addition, refer to the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of these non-GAAP financial measures and other metrics.
Amounts may not sum to totals due to rounding.
W. P. Carey Inc.
Supplemental Information – Fourth Quarter 2022
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Overview | |
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Financial Results | |
Statements of Income – Last Five Quarters | |
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FFO and AFFO – Last Five Quarters | |
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Balance Sheets and Capitalization | |
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Real Estate | |
Investment Activity | |
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Appendix | |
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Adjusted EBITDA – Last Five Quarters | |
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W. P. Carey Inc.
Overview – Fourth Quarter 2022
As of or for the three months ended December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Results | | | | | | | | | |
| | | | | Real Estate Segment | | |
| | | | | | Total (a) |
Revenues, including reimbursable costs – consolidated ($000s) | | $ | 402,142 | | | | | $ | 402,629 | |
Net income (loss) attributable to W. P. Carey ($000s) | | 210,142 | | | | | 209,538 | |
Net income attributable to W. P. Carey per diluted share | | 1.00 | | | | | 1.00 | |
Normalized pro rata cash NOI from real estate ($000s) (b) (c) | | 346,170 | | | | | 346,170 | |
Adjusted EBITDA ($000s) (b) (c) | | 341,122 | | | | | 341,523 | |
AFFO attributable to W. P. Carey ($000s) (b) (c) | | 269,955 | | | | | 269,676 | |
AFFO attributable to W. P. Carey per diluted share (b) (c) | | 1.29 | | | | | 1.29 | |
| | | | | | | | | |
Dividends declared per share – current quarter | | | | | | 1.065 | |
Dividends declared per share – current quarter annualized | | | | | | 4.260 | |
Dividend yield – annualized, based on quarter end share price of $78.15 | | | | | | 5.5 | % |
Dividend payout ratio – for the full year ended December 31, 2022 (d) | | | | | | 80.2 | % |
| | | | | | | | | |
Balance Sheet and Capitalization | | | | | | | | | |
Equity market capitalization – based on quarter end share price of $78.15 ($000s) | | | | | | $ | 16,460,027 | |
Pro rata net debt ($000s) (e) | | | | | | | | | 7,853,988 | |
Enterprise value ($000s) | | | | | | | | | 24,314,015 | |
| | | | | | | | | |
Total consolidated debt ($000s) | | | | | | | | | 7,877,748 | |
Gross assets ($000s) (f) | | | | | | | | | 19,802,421 | |
Liquidity ($000s) (g) | | | | | | | | | 2,221,039 | |
| | | | | | | | | |
Pro rata net debt to enterprise value (c) | | | | | | | | | 32.3 | % |
Pro rata net debt to adjusted EBITDA (annualized) (b) (c) | | | | | | 5.7x |
Total consolidated debt to gross assets | | | | | | | | | 39.8 | % |
Total consolidated secured debt to gross assets | | | | | | | | | 5.7 | % |
Cash interest expense coverage ratio (b) | | | | | | | | | 6.3x |
| | | | | | | | | |
Weighted-average interest rate (c) | | | | | | | | | 3.0 | % |
Weighted-average debt maturity (years) (c) | | | | | | | | | 4.4 | |
| | | | | | | | | |
Moody's Investors Service – issuer rating | | | | | | | | | Baa1 (stable) |
Standard & Poor's Ratings Services – issuer rating (h) | | | | | | | | | BBB+ (stable) |
| | | | | | | | | |
Real Estate Portfolio (Pro Rata) | | | | | | | | | |
ABR – total portfolio ($000s) (i) | | | | | | | | | $ | 1,381,899 | |
ABR – unencumbered portfolio (% / $000s) (i) (j) | | | | | 89.0% / | | | | $ | 1,229,396 | |
Number of net-leased properties | | | | | | | | | 1,449 | |
Number of operating properties (k) | | | | | | | | | 87 | |
Number of tenants – net-leased properties | | | | | | | | | 392 | |
| | | | | | | | | |
ABR from top ten tenants as a % of total ABR – net-leased properties | | | | | | 18.1 | % |
ABR from investment grade tenants as a % of total ABR – net-leased properties (l) | | | | | | 31.9 | % |
Contractual same store growth (m) | | | | | | | | | 3.4 | % |
| | | | | | | | | |
Net-leased properties – square footage (millions) | | | | | | | | | 176.0 | |
| | | | | | | | | |
Occupancy – net-leased properties | | | | | | | | | 98.8 | % |
Weighted-average lease term (years) | | | | | | | | | 10.8 | |
| | | | | | | | | |
Investment volume – current quarter ($000s) | | | | $ | 158,520 | |
Dispositions – current quarter ($000s) | | | | | | | | | 67,632 | |
| | | | | | | | | |
Maximum commitment for capital investments and commitments expected to be completed during 2023 ($000s) | | | | 87,660 | |
Construction loan funding expected to be completed during 2023 ($000s) | | | | 68,719 | |
Total capital investments, commitments and construction loan funding expected to be completed during 2023 ($000s) | | 156,379 | |
________
| | | | | | | | |
| | Investing for the long runTM | 1 |
W. P. Carey Inc.
Overview – Fourth Quarter 2022
(a)Includes immaterial amounts from our Investment Management segment.
(b)Normalized pro rata cash NOI, adjusted EBITDA, AFFO and cash interest expense coverage ratio are non-GAAP measures. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of our non-GAAP measures and for details on how certain non-GAAP measures are calculated. (d)Represents dividends declared per share divided by AFFO per diluted share on a year-to-date basis.
(f)Gross assets represent consolidated total assets before accumulated depreciation on buildings and improvements. Gross assets are net of accumulated amortization on in-place lease intangible assets of $1,061.2 million and above-market rent intangible assets of $507.4 million.
(g)Represents (i) availability under our Senior Unsecured Credit Facility (net of amounts reserved for standby letters of credit), (ii) consolidated cash and cash equivalents, and (iii) available proceeds under our equity forward sale agreements.
(h)In January 2023, Standard & Poor’s Ratings Services upgraded our issuer credit rating and issue-level rating on our unsecured notes from BBB with a positive outlook, to BBB+ with a stable outlook.
(j)Represents ABR from properties unencumbered by non-recourse mortgage debt.
(k)Comprised of 84 self-storage properties, two student housing properties and one hotel.
(l)Percentage of portfolio is based on ABR, as of December 31, 2022. Includes tenants or guarantors with investment grade ratings (24.5%) and subsidiaries of non-guarantor parent companies with investment grade ratings (7.4%). Investment grade refers to an entity with a rating of BBB- or higher from Standard & Poor’s Ratings Services or Baa3 or higher from Moody’s Investors Service. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of ABR.
| | | | | | | | |
| | Investing for the long runTM | 2 |
W. P. Carey Inc.
Overview – Fourth Quarter 2022
| | | | | |
Components of Net Asset Value (a) |
Dollars in thousands, except per share amounts.
| | | | | | | | | | | | | | | | | |
Real Estate | | | Three Months Ended Dec. 31, 2022 | | Annualized |
Normalized pro rata cash NOI (b) (c) | | | $ | 346,170 | | | $ | 1,384,680 | |
Components of normalized pro rata cash NOI: | | | | | |
Net lease normalized pro rata cash NOI | | | 328,938 | | | 1,315,752 | |
Self-storage and other operating properties normalized pro rata cash NOI (d) | | 17,232 | | | 68,928 | |
| | | | | |
Balance Sheet – Selected Information (Consolidated Unless Otherwise Stated) | | As of Dec. 31, 2022 |
Assets | | | | | |
Book value of real estate excluded from normalized pro rata cash NOI (e) | | | | $ | 192,878 | |
Cash and cash equivalents | | | | | 167,996 | |
Las Vegas retail complex construction loan (f) | | | | | 196,352 | |
Other secured loans receivable, net | | | | | 39,250 | |
Due from affiliates | | | | | 919 | |
Other assets, net: | | | | | |
Investment in shares of Lineage Logistics (a cold storage REIT) | | | | | $ | 404,921 | |
Straight-line rent adjustments | | | | | 292,336 | |
Deferred charges | | | | | 59,581 | |
Non-rent tenant and other receivables | | | | | 58,958 | |
Office lease right-of-use assets, net | | | | | 56,674 | |
Restricted cash, including escrow | | | | | 56,145 | |
Taxes receivable | | | | | 43,020 | |
Securities and derivatives | | | | | 41,017 | |
Deferred income taxes | | | | | 20,451 | |
Leasehold improvements, furniture and fixtures | | | | 14,564 | |
Prepaid expenses | | | | | 12,708 | |
Rent receivables (g) | | | | | 3,423 | |
Other | | | | | 15,510 | |
Total other assets, net | | $ | 1,079,308 | |
| | | | | |
Liabilities | | | | | |
Total pro rata debt outstanding (c) (h) | | | | | $ | 8,021,984 | |
Dividends payable | | | | | 228,257 | |
Deferred income taxes | | | | | 178,959 | |
Accounts payable, accrued expenses and other liabilities: | | | | | |
Accounts payable and accrued expenses | | | | | $ | 173,110 | |
Operating lease liabilities | | | | | 146,302 | |
Prepaid and deferred rents | | | | | 136,742 | |
Tenant security deposits | | | | | 62,616 | |
Accrued taxes payable | | | | | 46,211 | |
Other | | | | | 58,862 | |
Total accounts payable, accrued expenses and other liabilities | | | | | $ | 623,843 | |
________
(a)This schedule excludes $0.4 million of Adjusted EBITDA attributable to our Investment Management segment for the three months ended December 31, 2022, primarily generated from asset management fees.
(d)Other operating properties include two student housing properties and one hotel.
(e)Represents the value of real estate not included in normalized pro rata cash NOI, such as vacant assets, in-progress build-to-suit properties, real estate under construction for certain expansion projects at existing properties and a common equity interest in the Harmon Retail Corner in Las Vegas.
(f)Represents a construction loan for a retail complex in Las Vegas, Nevada, which is included in Equity method investments (as an equity method investment in real estate) on our consolidated balance sheets. See the Investment Activity – Investment Volume section for additional information about this investment. (g)Comprised of rent receivables that were substantially collected as of the date of this report.
(h)Excludes unamortized discount, net totaling $35.8 million and unamortized deferred financing costs totaling $26.0 million as of December 31, 2022.
| | | | | | | | |
| | Investing for the long runTM | 3 |
W. P. Carey Inc.
Financial Results
Fourth Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 4 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
Consolidated Statements of Income – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Revenues | | | | | | | | | |
Real Estate: | | | | | | | | | |
Lease revenues | $ | 347,636 | | | $ | 331,902 | | | $ | 314,354 | | | $ | 307,725 | | | $ | 305,093 | |
Income from direct financing leases and loans receivable | 17,472 | | | 20,637 | | | 17,778 | | | 18,379 | | | 15,637 | |
Operating property revenues | 28,951 | | | 21,350 | | | 5,064 | | | 3,865 | | | 4,004 | |
Other lease-related income (a) | 8,083 | | | 8,192 | | | 2,591 | | | 14,122 | | | 45,590 | |
| 402,142 | | | 382,081 | | | 339,787 | | | 344,091 | | | 370,324 | |
Investment Management: | | | | | | | | | |
Asset management and other revenue | 383 | | | 1,197 | | | 3,467 | | | 3,420 | | | 3,571 | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 1,143 | | | 927 | | | 985 | |
| 487 | | | 1,541 | | | 4,610 | | | 4,347 | | | 4,556 | |
| 402,629 | | | 383,622 | | | 344,397 | | | 348,438 | | | 374,880 | |
Operating Expenses | | | | | | | | | |
Depreciation and amortization | 140,749 | | | 132,181 | | | 115,080 | | | 115,393 | | | 135,662 | |
General and administrative | 22,728 | | | 22,299 | | | 20,841 | | | 23,084 | | | 19,591 | |
Reimbursable tenant costs | 21,084 | | | 18,874 | | | 16,704 | | | 16,960 | | | 16,475 | |
Property expenses, excluding reimbursable tenant costs | 13,879 | | | 11,244 | | | 11,851 | | | 13,779 | | | 11,466 | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
Operating property expenses | 11,719 | | | 9,357 | | | 3,191 | | | 2,787 | | | 2,887 | |
Stock-based compensation expense | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Merger and other expenses (c) | 2,058 | | | 17,667 | | | 1,984 | | | (2,322) | | | (563) | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 1,143 | | | 927 | | | 985 | |
Impairment charges — Investment Management goodwill (b) | — | | | 29,334 | | | — | | | — | | | — | |
| 234,794 | | | 246,811 | | | 186,758 | | | 198,620 | | | 200,539 | |
Other Income and Expenses | | | | | | | | | |
Other gains and (losses) (e) | 97,059 | | | (15,020) | | | (21,746) | | | 35,745 | | | (28,461) | |
Interest expense | (67,668) | | | (59,022) | | | (46,417) | | | (46,053) | | | (47,208) | |
Non-operating income (g) | 6,526 | | | 9,263 | | | 5,974 | | | 8,546 | | | 3,156 | |
Earnings (losses) from equity method investments (f) | 6,032 | | | 11,304 | | | 7,401 | | | 4,772 | | | (6,675) | |
Gain (loss) on sale of real estate, net | 5,845 | | | (4,736) | | | 31,119 | | | 11,248 | | | 9,511 | |
Gain on change in control of interests (d) | — | | | 33,931 | | | — | | | — | | | — | |
| 47,794 | | | (24,280) | | | (23,669) | | | 14,258 | | | (69,677) | |
Income before income taxes | 215,629 | | | 112,531 | | | 133,970 | | | 164,076 | | | 104,664 | |
Provision for income taxes | (6,126) | | | (8,263) | | | (6,252) | | | (7,083) | | | (5,052) | |
Net Income | 209,503 | | | 104,268 | | | 127,718 | | | 156,993 | | | 99,612 | |
Net loss (income) attributable to noncontrolling interests | 35 | | | 660 | | | (40) | | | 2 | | | (50) | |
Net Income Attributable to W. P. Carey | $ | 209,538 | | | $ | 104,928 | | | $ | 127,678 | | | $ | 156,995 | | | $ | 99,562 | |
| | | | | | | | | |
Basic Earnings Per Share | $ | 1.00 | | | $ | 0.52 | | | $ | 0.66 | | | $ | 0.82 | | | $ | 0.53 | |
Diluted Earnings Per Share | $ | 1.00 | | | $ | 0.51 | | | $ | 0.66 | | | $ | 0.82 | | | $ | 0.53 | |
Weighted-Average Shares Outstanding | | | | | | | | | |
Basic | 209,281,888 | | | 203,093,553 | | | 194,019,451 | | | 191,911,414 | | | 187,630,036 | |
Diluted | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
| | | | | | | | | |
Dividends Declared Per Share | $ | 1.065 | | | $ | 1.061 | | | $ | 1.059 | | | $ | 1.057 | | | $ | 1.055 | |
________
(a)Amount for the three months ended December 31, 2021 includes $37.8 million of lease termination fees that was determined to be non-core income and thus excluded from AFFO.
(b)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(c)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(d)Amount for the three months ended September 30, 2022 represents gains recognized on (i) the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method, and (ii) our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(e)Amount for the three months ended December 31, 2022 is primarily comprised of net gains on foreign currency exchange rate movements of $57.9 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
| | | | | | | | |
| | Investing for the long runTM | 5 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
(f)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(g)Amount for the three months ended December 31, 2022 is comprised of realized gains on foreign currency exchange derivatives of $6.1 million and interest income on deposits of $0.4 million.
| | | | | | | | |
| | Investing for the long runTM | 6 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
Statements of Income, Real Estate – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Revenues | | | | | | | | | |
Lease revenues | $ | 347,636 | | | $ | 331,902 | | | $ | 314,354 | | | $ | 307,725 | | | $ | 305,093 | |
Income from direct financing leases and loans receivable | 17,472 | | | 20,637 | | | 17,778 | | | 18,379 | | | 15,637 | |
Operating property revenues | 28,951 | | | 21,350 | | | 5,064 | | | 3,865 | | | 4,004 | |
Other lease-related income (a) | 8,083 | | | 8,192 | | | 2,591 | | | 14,122 | | | 45,590 | |
| 402,142 | | | 382,081 | | | 339,787 | | | 344,091 | | | 370,324 | |
Operating Expenses | | | | | | | | | |
Depreciation and amortization | 140,749 | | | 132,181 | | | 115,080 | | | 115,393 | | | 135,662 | |
General and administrative | 22,728 | | | 22,299 | | | 20,841 | | | 23,084 | | | 19,591 | |
Reimbursable tenant costs | 21,084 | | | 18,874 | | | 16,704 | | | 16,960 | | | 16,475 | |
Property expenses, excluding reimbursable tenant costs | 13,879 | | | 11,244 | | | 11,851 | | | 13,779 | | | 11,466 | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
Operating property expenses | 11,719 | | | 9,357 | | | 3,191 | | | 2,787 | | | 2,887 | |
Stock-based compensation expense | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Merger and other expenses (b) | 2,058 | | | 17,667 | | | 1,984 | | | (2,325) | | | (599) | |
| 234,690 | | | 217,133 | | | 185,615 | | | 197,690 | | | 199,518 | |
Other Income and Expenses | | | | | | | | | |
Other gains and (losses) (c) | 96,846 | | | (13,960) | | | (20,155) | | | 34,418 | | | (27,131) | |
Interest expense | (67,668) | | | (59,022) | | | (46,417) | | | (46,053) | | | (47,208) | |
Non-operating income | 6,508 | | | 9,264 | | | 5,975 | | | 8,542 | | | 3,158 | |
Earnings (losses) from equity method investments in real estate (e) | 6,032 | | | 6,447 | | | 4,529 | | | (787) | | | (9,121) | |
Gain (loss) on sale of real estate, net | 5,845 | | | (4,736) | | | 31,119 | | | 11,248 | | | 9,511 | |
Gain on change in control of interests (d) | — | | | 11,405 | | | — | | | — | | | — | |
| 47,563 | | | (50,602) | | | (24,949) | | | 7,368 | | | (70,791) | |
Income before income taxes | 215,015 | | | 114,346 | | | 129,223 | | | 153,769 | | | 100,015 | |
Provision for income taxes | (4,908) | | | (3,631) | | | (5,955) | | | (6,913) | | | (5,331) | |
Net Income from Real Estate | 210,107 | | | 110,715 | | | 123,268 | | | 146,856 | | | 94,684 | |
Net loss (income) attributable to noncontrolling interests | 35 | | | 660 | | | (40) | | | 2 | | | (50) | |
Net Income from Real Estate Attributable to W. P. Carey | $ | 210,142 | | | $ | 111,375 | | | $ | 123,228 | | | $ | 146,858 | | | $ | 94,634 | |
| | | | | | | | | |
Basic Earnings Per Share | $ | 1.00 | | | $ | 0.55 | | | $ | 0.64 | | | $ | 0.77 | | | $ | 0.50 | |
Diluted Earnings Per Share | $ | 1.00 | | | $ | 0.54 | | | $ | 0.64 | | | $ | 0.77 | | | $ | 0.50 | |
Weighted-Average Shares Outstanding | | | | | | | | | |
Basic | 209,281,888 | | | 203,093,553 | | | 194,019,451 | | | 191,911,414 | | | 187,630,036 | |
Diluted | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
________
(a)Amount for the three months ended December 31, 2021 includes $37.8 million of lease termination fees that was determined to be non-core income and thus excluded from AFFO.
(b)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(c)Amount for the three months ended December 31, 2022 is primarily comprised of net gains on foreign currency exchange rate movements of $57.5 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
(d)Amount for the three months ended September 30, 2022 represents a gain recognized on the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method.
(e)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
| | | | | | | | |
| | Investing for the long runTM | 7 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
Statements of Income, Investment Management – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Revenues | | | | | | | | | |
Asset management and other revenue | $ | 383 | | | $ | 1,197 | | | $ | 3,467 | | | $ | 3,420 | | | $ | 3,571 | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 1,143 | | | 927 | | | 985 | |
| 487 | | | 1,541 | | | 4,610 | | | 4,347 | | | 4,556 | |
Operating Expenses | | | | | | | | | |
Reimbursable costs from affiliates | 104 | | | 344 | | | 1,143 | | | 927 | | | 985 | |
Impairment charges — Investment Management goodwill (a) | — | | | 29,334 | | | — | | | — | | | — | |
Merger and other expenses | — | | | — | | | — | | | 3 | | | 36 | |
| 104 | | | 29,678 | | | 1,143 | | | 930 | | | 1,021 | |
Other Income and Expenses | | | | | | | | | |
Other gains and (losses) | 213 | | | (1,060) | | | (1,591) | | | 1,327 | | | (1,330) | |
Non-operating income (loss) | 18 | | | (1) | | | (1) | | | 4 | | | (2) | |
Gain on change in control of interests (b) | — | | | 22,526 | | | — | | | — | | | — | |
Earnings from equity method investments in the Managed Programs | — | | | 4,857 | | | 2,872 | | | 5,559 | | | 2,446 | |
| 231 | | | 26,322 | | | 1,280 | | | 6,890 | | | 1,114 | |
Income (loss) before income taxes | 614 | | | (1,815) | | | 4,747 | | | 10,307 | | | 4,649 | |
(Provision for) benefit from income taxes | (1,218) | | | (4,632) | | | (297) | | | (170) | | | 279 | |
Net (Loss) Income from Investment Management Attributable to W. P. Carey | $ | (604) | | | $ | (6,447) | | | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | |
| | | | | | | | | |
Basic (Loss) Earnings Per Share | $ | 0.00 | | | $ | (0.03) | | | $ | 0.02 | | | $ | 0.05 | | | $ | 0.03 | |
Diluted (Loss) Earnings Per Share | $ | 0.00 | | | $ | (0.03) | | | $ | 0.02 | | | $ | 0.05 | | | $ | 0.03 | |
Weighted-Average Shares Outstanding | | | | | | | | | |
Basic | 209,281,888 | | | 203,093,553 | | | 194,019,451 | | | 191,911,414 | | | 187,630,036 | |
Diluted | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
________
(a)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(b)Amount for the three months ended September 30, 2022 represents a gain recognized on our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
| | | | | | | | |
| | Investing for the long runTM | 8 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
FFO and AFFO, Consolidated – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net income attributable to W. P. Carey | $ | 209,538 | | | $ | 104,928 | | | $ | 127,678 | | | $ | 156,995 | | | $ | 99,562 | |
Adjustments: | | | | | | | | | |
Depreciation and amortization of real property | 140,157 | | | 131,628 | | | 114,333 | | | 114,646 | | | 134,149 | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (31,119) | | | (11,248) | | | (9,511) | |
Gain on change in control of interests (a) | — | | | (33,931) | | | — | | | — | | | — | |
Impairment charges — Investment Management goodwill (b) | — | | | 29,334 | | | — | | | — | | | — | |
Proportionate share of adjustments to earnings from equity method investments (c) (d) | 2,296 | | | 2,242 | | | 2,934 | | | 7,683 | | | 15,183 | |
Proportionate share of adjustments for noncontrolling interests (e) | (294) | | | (189) | | | (4) | | | (4) | | | (4) | |
Total adjustments | 149,048 | | | 133,820 | | | 92,350 | | | 131,256 | | | 147,762 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (f) | 358,586 | | | 238,748 | | | 220,028 | | | 288,251 | | | 247,324 | |
Adjustments: | | | | | | | | | |
Other (gains) and losses (g) | (97,059) | | | 15,020 | | | 21,746 | | | (35,745) | | | 28,461 | |
Straight-line and other leasing and financing adjustments (h) | (14,766) | | | (14,326) | | | (14,492) | | | (10,847) | | | (53,380) | |
Stock-based compensation | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Above- and below-market rent intangible lease amortization, net | 8,652 | | | 11,186 | | | 10,548 | | | 11,004 | | | 15,082 | |
Amortization of deferred financing costs | 5,705 | | | 5,223 | | | 3,147 | | | 3,128 | | | 3,239 | |
Tax (benefit) expense – deferred and other | (3,325) | | | 1,163 | | | (355) | | | (1,242) | | | (2,507) | |
Merger and other expenses (i) | 2,058 | | | 17,667 | | | 1,984 | | | (2,322) | | | (563) | |
Other amortization and non-cash items | 490 | | | 359 | | | 530 | | | 552 | | | 560 | |
Proportionate share of adjustments to earnings from equity method investments (d) | (319) | | | (2,156) | | | 1,486 | | | (1,781) | | | 1,303 | |
Proportionate share of adjustments for noncontrolling interests (e) | (85) | | | (673) | | | (6) | | | (5) | | | (5) | |
Total adjustments | (88,910) | | | 38,974 | | | 34,346 | | | (29,425) | | | (1,719) | |
AFFO Attributable to W. P. Carey (f) | $ | 269,676 | | | $ | 277,722 | | | $ | 254,374 | | | $ | 258,826 | | | $ | 245,605 | |
| | | | | | | | | |
Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (f) | $ | 358,586 | | | $ | 238,748 | | | $ | 220,028 | | | $ | 288,251 | | | $ | 247,324 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (f) | $ | 1.70 | | | $ | 1.17 | | | $ | 1.13 | | | $ | 1.50 | | | $ | 1.31 | |
AFFO attributable to W. P. Carey (f) | $ | 269,676 | | | $ | 277,722 | | | $ | 254,374 | | | $ | 258,826 | | | $ | 245,605 | |
AFFO attributable to W. P. Carey per diluted share (f) | $ | 1.29 | | | $ | 1.36 | | | $ | 1.31 | | | $ | 1.35 | | | $ | 1.30 | |
Diluted weighted-average shares outstanding | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
________
(a)Amount for the three months ended September 30, 2022 represents gains recognized on (i) the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method, and (ii) our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(b)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(c)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(d)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(e)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(g)Amount for the three months ended December 31, 2022 is primarily comprised of net gains on foreign currency exchange rate movements of $57.9 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
(h)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant. as such amount was determined to be non-core income.
(i)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
| | | | | | | | |
| | Investing for the long runTM | 9 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
FFO and AFFO, Real Estate – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net income from Real Estate attributable to W. P. Carey | $ | 210,142 | | | $ | 111,375 | | | $ | 123,228 | | | $ | 146,858 | | | $ | 94,634 | |
Adjustments: | | | | | | | | | |
Depreciation and amortization of real property | 140,157 | | | 131,628 | | | 114,333 | | | 114,646 | | | 134,149 | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (31,119) | | | (11,248) | | | (9,511) | |
Gain on change in control of interests (a) | — | | | (11,405) | | | — | | | — | | | — | |
Proportionate share of adjustments to earnings from equity method investments (b) (c) | 2,296 | | | 2,242 | | | 2,934 | | | 7,683 | | | 15,183 | |
Proportionate share of adjustments for noncontrolling interests (d) | (294) | | | (189) | | | (4) | | | (4) | | | (4) | |
Total adjustments | 149,048 | | | 127,012 | | | 92,350 | | | 131,256 | | | 147,762 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (e) | 359,190 | | | 238,387 | | | 215,578 | | | 278,114 | | | 242,396 | |
Adjustments: | | | | | | | | | |
| | | | | | | | | |
Other (gains) and losses (h) | (96,846) | | | 13,960 | | | 20,155 | | | (34,418) | | | 27,131 | |
Straight-line and other leasing and financing adjustments (g) | (14,766) | | | (14,326) | | | (14,492) | | | (10,847) | | | (53,380) | |
Stock-based compensation | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Above- and below-market rent intangible lease amortization, net | 8,652 | | | 11,186 | | | 10,548 | | | 11,004 | | | 15,082 | |
Amortization of deferred financing costs | 5,705 | | | 5,223 | | | 3,147 | | | 3,128 | | | 3,239 | |
Tax (benefit) – deferred and other | (3,862) | | | (2,789) | | | (324) | | | (1,189) | | | (1,851) | |
Merger and other expenses (f) | 2,058 | | | 17,667 | | | 1,984 | | | (2,325) | | | (599) | |
Other amortization and non-cash items | 490 | | | 359 | | | 530 | | | 552 | | | 560 | |
Proportionate share of adjustments to earnings from equity method investments (c) | (320) | | | (938) | | | 368 | | | 167 | | | 325 | |
Proportionate share of adjustments for noncontrolling interests (d) | (85) | | | (673) | | | (6) | | | (5) | | | (5) | |
Total adjustments | (89,235) | | | 35,180 | | | 31,668 | | | (26,100) | | | (3,407) | |
AFFO Attributable to W. P. Carey – Real Estate (e) | $ | 269,955 | | | $ | 273,567 | | | $ | 247,246 | | | $ | 252,014 | | | $ | 238,989 | |
| | | | | | | | | |
Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (e) | $ | 359,190 | | | $ | 238,387 | | | $ | 215,578 | | | $ | 278,114 | | | $ | 242,396 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (e) | $ | 1.70 | | | $ | 1.17 | | | $ | 1.11 | | | $ | 1.45 | | | $ | 1.29 | |
AFFO attributable to W. P. Carey – Real Estate (e) | $ | 269,955 | | | $ | 273,567 | | | $ | 247,246 | | | $ | 252,014 | | | $ | 238,989 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (e) | $ | 1.29 | | | $ | 1.34 | | | $ | 1.27 | | | $ | 1.31 | | | $ | 1.27 | |
Diluted weighted-average shares outstanding | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
________
(a)Amount for the three months ended September 30, 2022 represents a gain recognized on the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method.
(b)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(c)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(d)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(f)Amount for the three months ended December 31, 2022 is primarily comprised of net gains on foreign currency exchange rate movements of $57.5 million and a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $38.6 million.
(g)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant. as such amount was determined to be non-core income.
(h)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
| | | | | | | | |
| | Investing for the long runTM | 10 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
FFO and AFFO, Investment Management – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net (loss) income from Investment Management attributable to W. P. Carey | $ | (604) | | | $ | (6,447) | | | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | |
Adjustments: | | | | | | | | | |
Impairment charges — Investment Management goodwill (a) | — | | | 29,334 | | | — | | | — | | | — | |
Gain on change in control of interests (b) | — | | | (22,526) | | | — | | | — | | | — | |
Total adjustments | — | | | 6,808 | | | — | | | — | | | — | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Investment Management (c) | (604) | | | 361 | | | 4,450 | | | 10,137 | | | 4,928 | |
Adjustments: | | | | | | | | | |
Tax expense (benefit) – deferred and other | 537 | | | 3,952 | | | (31) | | | (53) | | | (656) | |
Other (gains) and losses | (213) | | | 1,060 | | | 1,591 | | | (1,327) | | | 1,330 | |
Merger and other expenses | — | | | — | | | — | | | 3 | | | 36 | |
Proportionate share of adjustments to earnings from equity method investments (d) | 1 | | | (1,218) | | | 1,118 | | | (1,948) | | | 978 | |
Total adjustments | 325 | | | 3,794 | | | 2,678 | | | (3,325) | | | 1,688 | |
AFFO Attributable to W. P. Carey – Investment Management (c) | $ | (279) | | | $ | 4,155 | | | $ | 7,128 | | | $ | 6,812 | | | $ | 6,616 | |
| | | | | | | | | |
Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Investment Management (c) | $ | (604) | | | $ | 361 | | | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Investment Management (c) | $ | 0.00 | | | $ | 0.00 | | | $ | 0.02 | | | $ | 0.05 | | | $ | 0.02 | |
AFFO attributable to W. P. Carey – Investment Management (c) | $ | (279) | | | $ | 4,155 | | | $ | 7,128 | | | $ | 6,812 | | | $ | 6,616 | |
AFFO attributable to W. P. Carey per diluted share – Investment Management (c) | $ | 0.00 | | | $ | 0.02 | | | $ | 0.04 | | | $ | 0.04 | | | $ | 0.03 | |
Diluted weighted-average shares outstanding | 209,822,650 | | | 204,098,116 | | | 194,763,695 | | | 192,416,642 | | | 188,317,117 | |
________
(a)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(b)Amount for the three months ended September 30, 2022 represents a gain recognized on our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(d)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
| | | | | | | | |
| | Investing for the long runTM | 11 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
| | | | | |
Elements of Pro Rata Statement of Income and AFFO Adjustments |
In thousands. For the three months ended December 31, 2022.
We believe that the table below is useful for investors to help them better understand our business by illustrating the impact of each of our AFFO adjustments on our GAAP statement of income line items. This presentation is not an alternative to the GAAP statement of income, nor is AFFO an alternative to net income as determined by GAAP.
| | | | | | | | | | | | | | | | | | | | |
| Equity Method Investments (a) | | Noncontrolling Interests (b) | | AFFO Adjustments | |
Revenues | | | | | | |
Real Estate: | | | | | | |
Lease revenues | $ | 5,698 | | | $ | (476) | | | $ | (9,023) | | (c) |
Income from direct financing leases and loans receivable | — | | | — | | | 444 | | |
Operating property revenues: | | | | | | |
Hotel revenues | — | | | — | | | — | | |
Self-storage revenues | 2,397 | | | (21) | | | — | | |
Student housing revenues | — | | | (159) | | | — | | |
Other lease-related income | 1 | | | — | | | — | |
|
| | | | | | |
Investment Management: | | | | | | |
Asset management and other revenue | — | | | — | | | — | | |
Reimbursable costs from affiliates | — | | | — | | | — | | |
| | | | | | |
Operating Expenses | | | | | | |
Depreciation and amortization | 2,140 | | | (295) | | | (142,063) | | (d) |
General and administrative | — | | | — | | | — | | |
Reimbursable tenant costs | 229 | | | (80) | | | — | |
|
Property expenses, excluding reimbursable tenant costs | (424) | | | (32) | | | (394) | | (e) |
Impairment charges — real estate | — | | | — | | | (12,734) | | (e) |
Operating property expenses: | | | | | | |
Hotel expenses | — | | | — | | | — | | |
Self-storage expenses | 801 | | | (21) | | | (27) | | |
Student housing expenses | — | | | (75) | | | — | | |
Stock-based compensation expense | — | | | — | | | (9,739) | | (e) |
Merger and other expenses | — | | | — | | | (2,058) | | (f) |
Reimbursable costs from affiliates | — | | | — | | | — | | |
| | | | | | |
Other Income and Expenses | | | | | | |
Other gains and (losses) | — | | | 52 | | | (97,110) | | (g) |
Interest expense | (108) | | | 166 | | | 5,707 | | (h) |
Non-operating income | 1 | | | (1) | | | — | | |
Earnings from equity method investments: | | | | | |
Income related to joint ventures | (5,036) | | | — | | | 2,044 | | (i) |
Income related to our ownership in the Managed Programs | — | | | — | | | — | | |
Gain on sale of real estate, net | — | | | — | | | (5,845) | | |
| | | | | | |
Provision for income taxes | (207) | | | (11) | | | (3,094) | | (j) |
Net loss attributable to noncontrolling interests | — | | | (53) | | | — | | |
________
(a)Represents the break-out by line item of amounts recorded in Earnings from equity method investments.
(b)Represents the break-out by line item of amounts recorded in Net income attributable to noncontrolling interests.
(c)Represents the reversal of amortization of above- or below-market lease intangibles of $8.7 million and the elimination of non-cash amounts related to straight-line rent and other of $17.7 million.
(d)Adjustment is a non-cash adjustment excluding corporate depreciation and amortization.
(e)Adjustment to exclude a non-cash item.
(f)Primarily comprised of costs incurred in connection with the CPA:18 Merger.
(g)Represents eliminations of gains (losses) related to the extinguishment of debt, unrealized gains (losses) on foreign currency exchange rate movements, gains (losses) on marketable securities, non-cash allowance for credit losses on loans receivable and direct financing leases, and other items.
(h)Represents the elimination of non-cash components of interest expense, such as deferred financing costs, debt premiums and discounts.
(i)Adjustments to include our pro rata share of AFFO adjustments from equity method investments.
(j)Primarily represents the elimination of deferred taxes.
| | | | | | | | |
| | Investing for the long runTM | 12 |
W. P. Carey Inc.
Financial Results – Fourth Quarter 2022
In thousands. For the three months ended December 31, 2022.
| | | | | |
Tenant Improvements and Leasing Costs | |
Tenant improvements | $ | 4,938 | |
Leasing costs | 1,221 | |
Tenant Improvements and Leasing Costs | 6,159 | |
| |
Maintenance Capital Expenditures | |
Net-lease properties | 2,507 | |
Operating properties | 681 | |
Maintenance Capital Expenditures | 3,188 | |
| |
Total: Tenant Improvements and Leasing Costs, and Maintenance Capital Expenditures | $ | 9,347 | |
| |
Non-Maintenance Capital Expenditures | |
Net-lease properties | $ | 423 | |
Operating properties | — | |
Non-Maintenance Capital Expenditures | $ | 423 | |
| |
Other Capital Expenditures | |
Net-lease properties | $ | 1,682 | |
Operating properties | — | |
Other Capital Expenditures | $ | 1,682 | |
| | | | | | | | |
| | Investing for the long runTM | 13 |
W. P. Carey Inc.
Balance Sheets and Capitalization
Fourth Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 14 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Fourth Quarter 2022
| | | | | |
Consolidated Balance Sheets |
In thousands, except share and per share amounts.
| | | | | | | | | | | |
| December 31, |
| 2022 | | 2021 |
Assets | | | |
Investments in real estate: | | | |
Land, buildings and improvements — net lease and other | $ | 13,338,857 | | | $ | 11,791,734 | |
Land, buildings and improvements — operating properties | 1,095,892 | | | 83,673 | |
Net investments in direct financing leases and loans receivable | 771,761 | | | 813,577 | |
In-place lease intangible assets and other | 2,659,750 | | | 2,386,000 | |
Above-market rent intangible assets | 833,751 | | | 843,410 | |
Investments in real estate | 18,700,011 | | | 15,918,394 | |
Accumulated depreciation and amortization (a) | (3,269,057) | | | (2,889,294) | |
Assets held for sale, net | 57,944 | | | 8,269 | |
Net investments in real estate | 15,488,898 | | | 13,037,369 | |
Equity method investments (b) | 327,502 | | | 356,637 | |
Cash and cash equivalents | 167,996 | | | 165,427 | |
Due from affiliates | 919 | | | 1,826 | |
Other assets, net | 1,079,308 | | | 1,017,842 | |
Goodwill | 1,037,412 | | | 901,529 | |
Total assets | $ | 18,102,035 | | | $ | 15,480,630 | |
| | | |
Liabilities and Equity | | | |
Debt: | | | |
Senior unsecured notes, net | $ | 5,916,400 | | | $ | 5,701,913 | |
Unsecured term loans, net | 552,539 | | | 310,583 | |
Unsecured revolving credit facility | 276,392 | | | 410,596 | |
Non-recourse mortgages, net | 1,132,417 | | | 368,524 | |
Debt, net | 7,877,748 | | | 6,791,616 | |
Accounts payable, accrued expenses and other liabilities | 623,843 | | | 572,846 | |
Below-market rent and other intangible liabilities, net | 184,584 | | | 183,286 | |
Deferred income taxes | 178,959 | | | 145,572 | |
Dividends payable | 228,257 | | | 203,859 | |
Total liabilities | 9,093,391 | | | 7,897,179 | |
| | | |
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued | — | | | — | |
Common stock, $0.001 par value, 450,000,000 shares authorized; 210,620,949 and 190,013,751 shares, respectively, issued and outstanding | 211 | | | 190 | |
Additional paid-in capital | 11,706,836 | | | 9,977,686 | |
Distributions in excess of accumulated earnings | (2,486,633) | | | (2,224,231) | |
Deferred compensation obligation | 57,012 | | | 49,810 | |
Accumulated other comprehensive loss | (283,780) | | | (221,670) | |
Total stockholders' equity | 8,993,646 | | | 7,581,785 | |
Noncontrolling interests | 14,998 | | | 1,666 | |
Total equity | 9,008,644 | | | 7,583,451 | |
Total liabilities and equity | $ | 18,102,035 | | | $ | 15,480,630 | |
________
(a)Includes $1.7 billion and $1.5 billion of accumulated depreciation on buildings and improvements as of December 31, 2022 and 2021, respectively, and $1.6 billion and $1.4 billion of accumulated amortization on lease intangibles as of December 31, 2022 and 2021, respectively.
(b)Our equity method investments in real estate totaled $325.3 million and $291.9 million as of December 31, 2022 and 2021, respectively. Our equity method investments in the Managed Programs totaled $2.2 million and $64.7 million as of December 31, 2022 and 2021, respectively.
| | | | | | | | |
| | Investing for the long runTM | 15 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Fourth Quarter 2022
In thousands, except share and per share amounts. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Description | | Shares | | Share Price | | Market Value |
Equity | | | | | | | |
Common equity | | | | 210,620,949 | | | $ | 78.15 | | | $ | 16,460,027 | |
Preferred equity | | | | | | | | — | |
Total Equity Market Capitalization | | | | | | 16,460,027 | |
| | | | | | | | |
| | | | | | | | Outstanding Balance (a) |
Pro Rata Debt | | | | | | | |
Non-recourse mortgages | | | | | | | | 1,225,103 | |
Unsecured term loans (due February 20, 2025) | | | | | | | 554,014 | |
Unsecured revolving credit facility (due February 20, 2025) | | | | | | | 276,392 | |
Senior unsecured notes: | | | | | | | |
Due April 1, 2024 (USD) | | | | | | 500,000 | |
Due July 19, 2024 (EUR) | | | | | | 533,300 | |
Due February 1, 2025 (USD) | | | | | | 450,000 | |
Due April 9, 2026 (EUR) | | | | | | 533,300 | |
Due October 1, 2026 (USD) | | | | | | 350,000 | |
Due April 15, 2027 (EUR) | | | | | | 533,300 | |
Due April 15, 2028 (EUR) | | | | | | 533,300 | |
Due July 15, 2029 (USD) | | | | | | 325,000 | |
Due September 28, 2029 (EUR) | | | | | | | | 159,990 | |
Due June 1, 2030 (EUR) | | | | | | 559,965 | |
Due February 1, 2031 (USD) | | | | | | 500,000 | |
Due February 1, 2032 (USD) | | | | | | 350,000 | |
Due September 28, 2032 (EUR) | | | | | | | | 213,320 | |
Due April 1, 2033 (USD) | | | | | | 425,000 | |
Total Pro Rata Debt | | | | | | 8,021,984 | |
| | | | | | | | |
Total Capitalization | | | | | | $ | 24,482,011 | |
________
(a)Excludes unamortized discount, net totaling $35.8 million and unamortized deferred financing costs totaling $26.0 million as of December 31, 2022.
| | | | | | | | |
| | Investing for the long runTM | 16 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Fourth Quarter 2022
Dollars in thousands. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| USD-Denominated | | | EUR-Denominated | | | Other Currencies (a) | | | Total |
| | | | | | | | | | | | | | | | Outstanding Balance | | | | |
| Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Amount (in USD) | | % of Total | | Weigh-ted Avg. Interest Rate | | Weigh-ted Avg. Maturity (Years) |
Non-Recourse Debt (b) (c) | | | | | | | | | | | | | | | | | | | | | | |
Fixed | $ | 648,093 | | | 4.8 | % | | | $ | 150,043 | | | 2.6 | % | | | $ | 49,815 | | | 4.2 | % | | | $ | 847,951 | | | 10.6 | % | | 4.4 | % | | 2.0 | |
Variable: | | | | | | | | | | | | | | | | | | | | | | |
Floating | 25,680 | | | 4.6 | % | | | 98,789 | | | 2.3 | % | | | 83,497 | | | 6.5 | % | | | 207,966 | | | 2.6 | % | | 4.3 | % | | 0.9 | |
Swapped | 34,918 | | | 4.7 | % | | | 123,120 | | | 2.5 | % | | | — | | | — | % | | | 158,038 | | | 2.0 | % | | 3.0 | % | | 1.4 | |
Capped | — | | | — | % | | | 11,148 | | | 3.8 | % | | | — | | | — | % | | | 11,148 | | | 0.1 | % | | 3.8 | % | | 0.6 | |
Total Pro Rata Non-Recourse Debt | 708,691 | | | 4.8 | % | | | 383,100 | | | 2.5 | % | | | 133,312 | | | 5.6 | % | | | 1,225,103 | | | 15.3 | % | | 4.2 | % | | 1.7 | |
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Recourse Debt (b) (c) | | | | | | | | | | | | | | | | | | | | | | |
Fixed – Senior unsecured notes: | | | | | | | | | | | | | | | | | | | | | |
Due April 1, 2024 | 500,000 | | | 4.6 | % | | | — | | | — | % | | | — | | | — | % | | | 500,000 | | | 6.2 | % | | 4.6 | % | | 1.3 | |
Due July 19, 2024 | — | | | — | % | | | 533,300 | | | 2.3 | % | | | — | | | — | % | | | 533,300 | | | 6.6 | % | | 2.3 | % | | 1.6 | |
Due February 1, 2025 | 450,000 | | | 4.0 | % | | | — | | | — | % | | | — | | | — | % | | | 450,000 | | | 5.7 | % | | 4.0 | % | | 2.1 | |
Due April 9, 2026 | — | | | — | % | | | 533,300 | | | 2.3 | % | | | — | | | — | % | | | 533,300 | | | 6.6 | % | | 2.3 | % | | 3.3 | |
Due October 1, 2026 | 350,000 | | | 4.3 | % | | | — | | | — | % | | | — | | | — | % | | | 350,000 | | | 4.4 | % | | 4.3 | % | | 3.8 | |
Due April 15, 2027 | — | | | — | % | | | 533,300 | | | 2.1 | % | | | — | | | — | % | | | 533,300 | | | 6.6 | % | | 2.1 | % | | 4.3 | |
Due April 15, 2028 | — | | | — | % | | | 533,300 | | | 1.4 | % | | | — | | | — | % | | | 533,300 | | | 6.6 | % | | 1.4 | % | | 5.3 | |
Due July 15, 2029 | 325,000 | | | 3.9 | % | | | — | | | — | % | | | — | | | — | % | | | 325,000 | | | 4.1 | % | | 3.9 | % | | 6.5 | |
Due September 28, 2029 | — | | | — | % | | | 159,990 | | | 3.4 | % | | | — | | | — | % | | | 159,990 | | | 2.0 | % | | 3.4 | % | | 6.7 | |
Due June 1, 2030 | — | | | — | % | | | 559,965 | | | 1.0 | % | | | — | | | — | % | | | 559,965 | | | 7.0 | % | | 1.0 | % | | 7.4 | |
Due February 1, 2031 | 500,000 | | | 2.4 | % | | | — | | | — | % | | | — | | | — | % | | | 500,000 | | | 6.2 | % | | 2.4 | % | | 8.1 | |
Due February 1, 2032 | 350,000 | | | 2.5 | % | | | — | | | — | % | | | — | | | — | % | | | 350,000 | | | 4.4 | % | | 2.5 | % | | 9.1 | |
Due September 28, 2032 | — | | | — | % | | | 213,320 | | | 3.7 | % | | | — | | | — | % | | | 213,320 | | | 2.7 | % | | 3.7 | % | | 9.8 | |
Due April 1, 2033 | 425,000 | | | 2.3 | % | | | — | | | — | % | | | — | | | — | % | | | 425,000 | | | 5.3 | % | | 2.3 | % | | 10.3 | |
Total Senior Unsecured Notes | 2,900,000 | | | 3.4 | % | | | 3,066,475 | | | 2.0 | % | | | — | | | — | % | | | 5,966,475 | | | 74.4 | % | | 2.7 | % | | 5.3 | |
Variable: | | | | | | | | | | | | | | | | | | | | | | |
Unsecured term loans (due February 20, 2025) (d) | — | | | — | % | | | 229,319 | | | 2.9 | % | | | 324,695 | | | 4.3 | % | | | 554,014 | | | 6.9 | % | | 3.7 | % | | 2.1 | |
Unsecured revolving credit facility (due February 20, 2025) (e) (f) | — | | | — | % | | | 258,117 | | | 2.7 | % | | | 18,275 | | | 0.8 | % | | | 276,392 | | | 3.4 | % | | 2.6 | % | | 2.1 | |
Total Recourse Debt | 2,900,000 | | | 3.4 | % | | | 3,553,911 | | | 2.1 | % | | | 342,970 | | | 4.1 | % | | | 6,796,881 | | | 84.7 | % | | 2.8 | % | | 4.9 | |
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Total Pro Rata Debt Outstanding | $ | 3,608,691 | | | 3.7 | % | | | $ | 3,937,011 | | | 2.1 | % | | | $ | 476,282 | | | 4.6 | % | | | $ | 8,021,984 | | | 100.0 | % | | 3.0 | % | | 4.4 | |
________
(a)Other currencies include debt denominated in British pound sterling, Norwegian krone and Japanese yen.
(c)Excludes unamortized discount, net totaling $35.8 million and unamortized deferred financing costs totaling $26.0 million as of December 31, 2022.
(d)We incurred interest at SONIA plus 0.85% or EURIBOR plus 0.85% on our Unsecured term loans.
(e)Depending on the currency, we incurred interest on our Unsecured revolving credit facility at LIBOR plus 0.775% or TIBOR plus 0.775%. Each has a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility (net of amounts reserved for standby letters of credit) was approximately $1.5 billion as of December 31, 2022.
(f)In January 2023, we amended our credit facility to transition from LIBOR to SOFR.
| | | | | | | | |
| | Investing for the long runTM | 17 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Fourth Quarter 2022
Dollars in thousands. Pro rata. As of December 31, 2022.
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| | Real Estate | | Debt |
| | Number of Properties (a) | | | | Weighted-Average Interest Rate | | | | Total Outstanding Balance (b) (c) | | % of Total Outstanding Balance |
Year of Maturity | | | ABR (a) | | | Balloon | | |
Non-Recourse Debt | | | | | | | | | | | | |
2023 | | 26 | | | $ | 59,790 | | | 3.9 | % | | $ | 427,307 | | | $ | 431,933 | | | 5.4 | % |
2024 | | 52 | | | 36,710 | | | 4.0 | % | | 254,997 | | | 263,583 | | | 3.3 | % |
2025 | | 47 | | | 36,579 | | | 4.4 | % | | 366,784 | | | 385,648 | | | 4.8 | % |
2026 | | 20 | | | 17,651 | | | 4.9 | % | | 96,945 | | | 116,969 | | | 1.5 | % |
2027 | | 1 | | | — | | | 4.3 | % | | 21,450 | | | 21,450 | | | 0.3 | % |
2031 | | 1 | | | 1,054 | | | 6.0 | % | | — | | | 2,921 | | | — | % |
2039 | | 1 | | | 719 | | | 5.3 | % | | — | | | 2,599 | | | — | % |
Total Pro Rata Non-Recourse Debt | | 148 | | | $ | 152,503 | | | 4.2 | % | | $ | 1,167,483 | | | 1,225,103 | | | 15.3 | % |
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Recourse Debt | | | | | | | | | | | | |
Fixed – Senior unsecured notes: | | | | | | | | | | | | |
Due April 1, 2024 (USD) | | 4.6 | % | | | | 500,000 | | | 6.2 | % |
Due July 19, 2024 (EUR) | | 2.3 | % | | | | 533,300 | | | 6.6 | % |
Due February 1, 2025 (USD) | | 4.0 | % | | | | 450,000 | | | 5.7 | % |
Due April 9, 2026 (EUR) | | 2.3 | % | | | | 533,300 | | | 6.6 | % |
Due October 1, 2026 (USD) | | 4.3 | % | | | | 350,000 | | | 4.4 | % |
Due April 15, 2027 (EUR) | | 2.1 | % | | | | 533,300 | | | 6.6 | % |
Due April 15, 2028 (EUR) | | 1.4 | % | | | | 533,300 | | | 6.6 | % |
Due July 15, 2029 (USD) | | 3.9 | % | | | | 325,000 | | | 4.1 | % |
Due September 28, 2029 (EUR) | | | | | | 3.4 | % | | | | 159,990 | | | 2.0 | % |
Due June 1, 2030 (EUR) | | 1.0 | % | | | | 559,965 | | | 7.0 | % |
Due February 1, 2031 (USD) | | 2.4 | % | | | | 500,000 | | | 6.2 | % |
Due February 1, 2032 (USD) | | 2.5 | % | | | | 350,000 | | | 4.4 | % |
Due September 28, 2032 (EUR) | | | | | | 3.7 | % | | | | 213,320 | | | 2.7 | % |
Due April 1, 2033 (USD) | | 2.3 | % | | | | 425,000 | | | 5.3 | % |
Total Senior Unsecured Notes | | 2.7 | % | | | | 5,966,475 | | | 74.4 | % |
Variable: | | | | | | | | | | | | |
Unsecured term loans (due February 20, 2025) (d) | | 3.7 | % | | | | 554,014 | | | 6.9 | % |
Unsecured revolving credit facility (due February 20, 2025) (e) (f) | | 2.6 | % | | | | 276,392 | | | 3.4 | % |
Total Recourse Debt | | 2.8 | % | | | | 6,796,881 | | | 84.7 | % |
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Total Pro Rata Debt Outstanding | | 3.0 | % | | | | $ | 8,021,984 | | | 100.0 | % |
________
(a)Represents the number of properties and ABR associated with the debt that is maturing in each respective year.
(b)Debt maturity data is presented on a pro rata basis. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of pro rata. Total outstanding balance includes balloon payments and scheduled amortization for our non-recourse debt. (c)Excludes unamortized discount, net totaling $35.8 million and unamortized deferred financing costs totaling $26.0 million as of December 31, 2022.
(d)We incurred interest at SONIA plus 0.85% or EURIBOR plus 0.85% on our Unsecured term loans.
(e)Depending on the currency, we incurred interest on our Unsecured revolving credit facility at LIBOR plus 0.775% or TIBOR plus 0.775%. Each has a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility (net of amounts reserved for standby letters of credit) was approximately $1.5 billion as of December 31, 2022.
(f)In January 2023, we amended our credit facility to transition from LIBOR to SOFR.
| | | | | | | | |
| | Investing for the long runTM | 18 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Fourth Quarter 2022
As of December 31, 2022.
Ratings
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| | Issuer | | Senior Unsecured Notes |
Ratings Agency | | Rating | | Outlook | | Rating |
Moody's | | Baa1 | | Stable | | Baa1 |
Standard & Poor’s (a) | | BBB+ | | Stable | | BBB+ |
________
(a)In January 2023, Standard & Poor’s Ratings Services upgraded our issuer credit rating and issue-level rating on our unsecured notes from BBB with a positive outlook, to BBB+ with a stable outlook.
Senior Unsecured Note Covenants
The following is a summary of the key financial covenants for the Senior Unsecured Notes, along with our estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants for the Senior Unsecured Notes.
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Covenant | | Metric | | Required | | As of Dec. 31, 2022 |
Limitation on the incurrence of debt | | "Total Debt" / "Total Assets" | | ≤ 60% | | 39.6% |
Limitation on the incurrence of secured debt | | "Secured Debt" / "Total Assets" | | ≤ 40% | | 5.7% |
Limitation on the incurrence of debt based on consolidated EBITDA to annual debt service charge | | "Consolidated EBITDA" / "Annual Debt Service Charge" | | ≥ 1.5x | | 5.5x |
Maintenance of unencumbered asset value | | "Unencumbered Assets" / "Total Unsecured Debt" | | ≥ 150% | | 243.4% |
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| | Investing for the long runTM | 19 |
W. P. Carey Inc.
Real Estate
Fourth Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 20 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Investment Activity – Capital Investments and Commitments (a) |
Dollars in thousands. Pro rata.
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| | | | Primary Transaction Type | | Property Type | | Expected Completion / Closing Date | | Gross Square Footage | | Lease Term (Years) (b) | | Funded During Three Months Ended Dec. 31, 2022 | | Total Funded Through Dec. 31, 2022 | | Maximum Commitment / Gross Investment Amount |
Tenant | | Location | | | | | | | | | Remaining | | Total |
Berry Global Inc. (2 properties) | | Various, USA | | Renovation | | Industrial | | Q1 2023 | | N/A | | 17 | | | $ | — | | | $ | — | | | $ | 20,000 | | | $ | 20,000 | |
COOP Danmark A/S (c) (d) | | Klarup, Denmark | | Purchase Commitment | | Retail | | Q2 2023 | | 11,055 | | | 15 | | | — | | | — | | | 3,425 | | | 3,425 | |
Outfront Media, LLC (6 properties) | | Various, NJ | | Build-to-Suit | | Outdoor Advertising | | Various | | N/A | | 30 | | | 2,288 | | | 7,272 | | | 474 | | | 7,746 | |
Chattem, Inc. | | Chattanooga, TN | | Expansion | | Warehouse | | Q3 2023 | | 120,000 | | | 10 | | | — | | | — | | | 26,552 | | | 26,552 | |
Unchained Labs, LLC | | Pleasanton, CA | | Redevelopment | | Laboratory | | Q3 2023 | | N/A | | 16 | | | 2,471 | | | 2,471 | | | 11,426 | | | 13,897 | |
Hellweg Die Profi-Baumärkte GmbH & Co. KG (2 properties) (c) | | Various, Germany | | Renovation | | Retail | | Q3 2023 | | N/A | | 14 | | | — | | | — | | | 2,240 | | | 2,240 | |
Hexagon Composites ASA | | Salisbury, NC | | Expansion | | Industrial | | Q4 2023 | | 113,000 | | | 15 | | | — | | | — | | | 13,800 | | | 13,800 | |
Expected Completion Date 2023 Total | | | | | | 244,055 | | | 16 | | | 4,759 | | | 9,743 | | | 77,917 | | | 87,660 | |
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National Coatings & Supplies, Inc. | | Nashville, TN | | Expansion | | Warehouse | | Q1 2024 | | 13,500 | | | 17 | | | — | | | — | | | 2,100 | | | 2,100 | |
Fraikin SAS (c) | | Various, France | | Renovation | | Industrial | | Q4 2024 | | N/A | | 17 | | | — | | | — | | | 7,360 | | | 7,360 | |
Expected Completion Date 2024 Total | | | | | | 13,500 | | | 17 | | | — | | | — | | | 9,460 | | | 9,460 | |
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Capital Investments and Commitments Total | | | | | | 257,555 | | | 16 | | | $ | 4,759 | | | $ | 9,743 | | | $ | 87,377 | | | $ | 97,120 | |
________
(a)This schedule includes future estimates for which we can give no assurance as to timing or amounts. Completed capital investments and commitments are included in the Investment Activity – Investment Volume section. Funding amounts exclude capitalized construction interest. (b)Total lease terms are based on weighted-average ABR for the investments expected upon completion.
(c)Commitment amounts are based on the applicable exchange rate at period end.
(d)Property is expected to be acquired upon completion of renovations.
| | | | | | | | |
| | Investing for the long runTM | 21 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Investment Activity – Investment Volume |
Dollars in thousands. Pro rata. For the year ended December 31, 2022.
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| | | | Property Type(s) | | Closing Date / Asset Completion Date | | Gross Investment Amount | | Investment Type | | Lease Term (Years) (a) | | Gross Square Footage |
Tenant / Lease Guarantor | | Property Location(s) | | | | | | |
1Q22 | | | | | | | | | | | | | | |
Balcan Innovations Inc. | | Pleasant Prairie, WI | | Industrial | | Jan-22 | | $ | 20,024 | | | Sale-leaseback | | 20 | | | 175,168 | |
Memora Servicios Funerarios S.L (26 properties) (b) | | Various, Spain | | Funeral Home | | Feb-22 | | 146,364 | | | Sale-leaseback | | 30 | | | 370,204 | |
COOP Danmark A/S (8 properties) (b) | | Various, Denmark | | Retail | | Feb-22 | | 33,976 | | | Sale-leaseback | | 15 | | | 121,263 | |
Metra S.p.A. (b) | | Laval, Canada | | Industrial | | Feb-22 | | 21,459 | | | Sale-leaseback | | 25 | | | 162,600 | |
Chattem, Inc. (c) | | Chattanooga, TN | | Warehouse | | Mar-22 | | 43,198 | | | Acquisition | | 7 | | | 689,450 | |
Orgill, Inc. | | Hurricane, UT | | Warehouse | | Mar-22 | | 20,000 | | | Expansion | | 20 | | | 427,680 | |
Jumbo Food Groep B.V. (b) | | Breda, Netherlands | | Warehouse | | Mar-22 | | 4,721 | | | Expansion | | 14 | | | 41,893 | |
1Q22 Total | | | | | | | | 289,742 | | | | | 23 | | | 1,988,258 | |
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2Q22 | | | | | | | | | | | | | | |
Henkel AG & Co. | | Bowling Green, KY | | Warehouse | | Apr-22 | | 69,475 | | | Renovation | | 15 | | | N/A |
Innophos Holdings, Inc. (6 properties) | | Various, United States (4 properties), Canada (1 property), and Mexico (1 property) | | Industrial | | Apr-22; May-22 | | 80,595 | | | Sale-leaseback | | 25 | | | 1,169,654 | |
Highline Warren LLC (6 properties) | | Various, United States | | Industrial; Warehouse | | May-22 | | 110,381 | | | Sale-leaseback | | 24 | | | 1,578,198 | |
COOP Danmark A/S (10 properties) (b) | | Various, Denmark | | Retail | | Jun-22 | | 42,635 | | | Sale-leaseback | | 15 | | | 163,000 | |
CentroMotion | | Medina, OH | | Industrial | | Jun-22 | | 28,913 | | | Sale-leaseback | | 20 | | | 368,465 | |
Turkey Hill, LLC (2 properties) | | Searcy, AR and Conestoga, PA | | Industrial | | Jun-22 | | 10,000 | | | Renovation | | 25 | | | N/A |
Van Mossel Automotive (5 properties) (b) (d) | | Various, Belgium | | Retail | | Jun-22 | | 19,795 | | | Sale-leaseback | | 17 | | | 125,755 | |
Greenyard NV (b) | | Bree, Belgium | | Warehouse | | Jun-22 | | 96,697 | | | Sale-leaseback | | 20 | | | 1,876,456 | |
2Q22 Total | | | | | | | | 458,491 | | | | | 21 | | | 5,281,528 | |
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3Q22 | | | | | | | | | | | | | | |
Upfield Group B.V. (b) | | Wageningen, Netherlands | | Research and Development | | Jul-22 | | 25,390 | | | Build-to-Suit | | 20 | | | 63,762 | |
Eroski Sociedad Cooperativa (5 properties) (b) | | Various, Spain | | Retail | | Jul-22 | | 19,894 | | | Sale-leaseback | | 15 | | | 109,179 | |
Hearthside Food Solutions, LLC (18 properties) | | Various, United States | | Industrial; Warehouse | | Jul-22 | | 262,061 | | | Sale-leaseback | | 20 | | | 3,432,354 | |
COOP Danmark A/S (8 properties) (b) | | Various, Denmark | | Retail | | Aug-22; Sep-22 | | 29,644 | | | Sale-leaseback | | 15 | | | 149,984 | |
Ontex BVBA (b) | | Radomsko, Poland | | Industrial | | Aug-22 | | 22,914 | | | Expansion | | 20 | | | 463,816 | |
True Value Company, LLC | | Westlake, OH | | Warehouse | | Aug-22 | | 29,517 | | | Sale-leaseback | | 20 | | | 392,400 | |
Transcendia Holdings, Inc. (3 properties) | | Hebron and Strongsville, OH; and Scarborough, Canada | | Industrial; Warehouse | | Aug-22 | | 20,111 | | | Sale-leaseback | | 20 | | | 389,693 | |
Bowl New England, Inc. (2 properties) | | Clifton Park, NY and West Des Moines, IA | | Specialty | | Aug-22 | | 23,317 | | | Sale-leaseback | | 20 | | | 87,642 | |
CentroMotion (b) | | Orzinuovi, Italy | | Industrial | | Aug-22 | | 14,033 | | | Sale-leaseback | | 20 | | | 155,355 | |
3Q22 Total | | | | | | | | 446,881 | | | | | 20 | | | 5,244,185 | |
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| | Investing for the long runTM | 22 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Investment Activity – Investment Volume (continued) |
Dollars in thousands. Pro rata. For the year ended December 31, 2022.
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| | | | Property Type(s) | | Closing Date / Asset Completion Date | | Gross Investment Amount | | Investment Type | | Lease Term (Years) (a) | | Gross Square Footage |
Tenant / Lease Guarantor | | Property Location(s) | | | | | | |
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4Q22 | | | | | | | | | | | | | | |
COOP Danmark A/S (4 properties) (b) | | Various, Denmark | | Retail | | Nov-22 | | 15,553 | | | Sale-leaseback | | 15 | | | 45,197 | |
Alta Enterprises LLC (19 properties) | | Various, United States | | Industrial | | Dec-22 | | 63,006 | | | Acquisition | | 15 | | | 678,507 | |
FCA US LLC | | Romulus, MI | | Warehouse | | Dec-22 | | 36,569 | | | Acquisition | | 10 | | | 500,023 | |
Hexagon Composites ASA (e) | | Salisbury, NC | | Industrial | | Dec-22 | | 16,412 | | | Sale-leaseback | | 15 | | | 204,142 | |
Outfront Media, LLC (2 properties) | | West Chester, PA and Flemington, NJ | | Outdoor Advertising | | Various | | 2,695 | | | Acquisition; Build-to-Suit | | 30 | | | N/A |
4Q22 Total | | | | | | | | 134,235 | | | | | 14 | | | 1,427,869 | |
| | | | | | | | | | | | | | |
Year-to-Date Total | | | | | | | | 1,329,349 | | | | | 20 | | | 13,941,840 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Property Type(s) | | Funded During Current Quarter | | Funded Year to Date | | Expected Funding Completion Date | | Total Funded | | Maximum Commitment |
Description | | Property Location(s) | | | | | | |
Construction Loan | | | | | | | | | | | | | | |
Southwest Corner of Las Vegas Boulevard & Harmon Avenue Retail Complex (f) | | Las Vegas, NV | | Retail | | $ | 24,285 | | | $ | 89,454 | | | Q4 2023 | | $ | 193,168 | | | $ | 261,887 | |
Total | | | | | | | | 89,454 | | | | | | | |
| | | | | | | | | | | | | | |
Year-to-Date Total Investment Volume | | | | | | $ | 1,418,803 | | | | | | | |
________
(a)Total lease terms are based on weighted-average ABR for the investments as of the respective period ends.
(b)Amount reflects the applicable exchange rate on the date of the transaction.
(c)We also committed to fund an additional $26.6 million for an expansion at this facility, which is expected to be completed in the third quarter of 2023.
(d)This investment is accounted for as a loan receivable within Net investments in direct financing leases and loans receivable on our consolidated balance sheets, in accordance with ASC 310, Receivables and ASC 842, Leases.
(e)We also committed to fund an additional $13.8 million for an expansion at this facility, which is expected to be completed in the fourth quarter of 2023.
(f)This construction loan is accounted for as an equity method investment on our consolidated balance sheets, in accordance with U.S. GAAP. The interest rate is 6.0% and interest income is recognized within Earnings from equity method investments on our consolidated statements of income.
| | | | | | | | |
| | Investing for the long runTM | 23 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Investment Activity – Dispositions |
Dollars in thousands. Pro rata. For the year ended December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Tenant / Lease Guarantor | | Property Location(s) | | Gross Sale Price | | Closing Date | | Property Type(s) | | Gross Square Footage |
1Q22 | | | | | | | | | | |
Vacant | | Flora, MS | | $ | 5,500 | | | Jan-22 | | Warehouse | | 102,498 | |
Barnes & Noble, Inc. | | Braintree, MA | | 13,800 | | | Feb-22 | | Retail | | 19,661 | |
Pendragon PLC (3 properties) (a) | | Ardrossan, Blackpool and Stourbridge, United Kingdom | | 3,234 | | | Mar-22 | | Retail | | 36,199 | |
Vacant | | Anchorage, AK | | 4,075 | | | Mar-22 | | Warehouse | | 40,512 | |
1Q22 Total | | | | 26,609 | | | | | | | 198,870 | |
| | | | | | | | | | |
2Q22 | | | | | | | | | | |
Pendragon PLC (2 properties) (a) | | Livingston and Stoke-on-Trent, United Kingdom | | 3,275 | | | Apr-22 | | Retail | | 29,678 | |
Barrett Steel Limited (a) | | Newbridge, United Kingdom | | 17,444 | | | Apr-22 | | Warehouse | | 213,394 | |
Plastic Technology Holdings, LLC | | Baraboo, WI | | 18,650 | | | Apr-22 | | Industrial | | 615,048 | |
Vacant | | Waterford Township, MI | | 3,690 | | | Apr-22 | | Retail | | 103,018 | |
Vacant (a) | | Kotka, Finland | | 1,689 | | | May-22 | | Warehouse | | 150,884 | |
TNT Crust Parent, LLC (2 properties) | | St. Charles, MO and Green Bay, WI | | 48,000 | | | Jun-22 | | Industrial | | 176,993 | |
2Q22 Total | | | | 92,748 | | | | | | | 1,289,015 | |
| | | | | | | | | | |
3Q22 | | | | | | | | | | |
Vacant | | Pittsburgh, PA | | 5,600 | | | Aug-22 | | Industrial | | 146,103 | |
Royal Vopak NV (a) | | Rotterdam, Netherlands | | 44,855 | | | Aug-22 | | Office | | 153,400 | |
Vacant | | Clinton, NJ | | 6,288 | | | Sep-22 | | Office | | 292,000 | |
3Q22 Total | | | | 56,743 | | | | | | | 591,503 | |
| | | | | | | | | | |
4Q22 | | | | | | | | | | |
Vacant | | Bedford, TX | | 3,424 | | | Oct-22 | | Fitness Facility | | 46,658 | |
Pendragon PLC (2 properties) (a) | | Stockton-on-Tees and Kirkcaldy, United Kingdom | | 4,462 | | | Oct-22; Dec-22 | | Retail | | 38,981 | |
Vacant (a) | | Mauves-sur-Loire, France | | 374 | | | Nov-22 | | Industrial | | 5,792 | |
Apply Sorco AS (a) | | Stavanger, Norway | | 55,572 | | | Dec-22 | | Office | | 199,504 | |
Vacant | | Lenexa, KS | | 3,800 | | | Dec-22 | | Industrial | | 130,094 | |
4Q22 Total | | | | 67,632 | | | | | | | 421,029 | |
| | | | | | | | | | |
Year-to-Date Total Dispositions | | $ | 243,732 | | | | | | | 2,500,417 | |
________
(a)Amount reflects the applicable exchange rate on the date of the transaction.
| | | | | | | | |
| | Investing for the long runTM | 24 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
Dollars in thousands. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Joint Venture or JV (Principal Tenant) | | JV Partnership | | Consolidated | | Pro Rata (a) |
| Asset Type | | WPC % | | Debt Outstanding (b) | | ABR | | Debt Outstanding (c) | | ABR |
Unconsolidated Joint Venture (Equity Method Investment) (d) | | | | | | | | |
Harmon Retail Corner | | Common equity interest | | 15.00% | | $ | 143,000 | | | $ | — | | | $ | 21,450 | | | $ | — | |
Kesko Senukai (e) | | Net lease | | 70.00% | | 105,839 | | | 13,995 | | | 74,088 | | | 9,797 | |
Johnson Self Storage | | Self-storage operating | | 90.00% | | — | | | N/A | | — | | | N/A |
Total Unconsolidated Joint Ventures Post-Merger | | | | 248,839 | | | 13,995 | | | 95,538 | | | 9,797 | |
| | | | | | | | | | | | |
Consolidated Joint Ventures | | | | | | | | | | | |
Fentonir Trading & Investments Limited (e) | | Net lease | | 94.90% | | 58,669 | | | 8,193 | | | 55,677 | | | 7,775 | |
COOP Ost SA (e) | | Net lease | | 90.10% | | 55,289 | | | 6,650 | | | 49,815 | | | 5,991 | |
Swansea, United Kingdom Student Housing (e) | | Student housing operating | | 97.00% | | 42,976 | | | N/A | | 41,687 | | | N/A |
Austin, TX Student Housing | | Student housing operating | | 90.00% | | 28,533 | | | N/A | | 25,680 | | | N/A |
State of Iowa Board of Regents | | Net lease | | 90.00% | | 6,205 | | | 4,258 | | | 5,585 | | | 3,833 | |
McCoy-Rockford, Inc. | | Net lease | | 90.00% | | — | | | 932 | | | — | | | 839 | |
Total Consolidated Joint Ventures | | | | 191,672 | | | 20,033 | | | 178,444 | | | 18,438 | |
Total Unconsolidated and Consolidated Joint Ventures | | $ | 440,511 | | | $ | 34,028 | | | $ | 273,982 | | | $ | 28,235 | |
________
(b)Excludes unamortized discount, net totaling $1.2 million and unamortized deferred financing costs totaling $0.5 million as of December 31, 2022.
(c)Excludes unamortized discount, net totaling $1.0 million and unamortized deferred financing costs totaling less than $0.1 million as of December 31, 2022.
(d)Excludes a construction loan for a retail complex in Las Vegas, Nevada, accounted for as an equity method investment in real estate, as described in the Components of Net Asset Value section. (e)Amounts are based on the applicable exchange rate at the end of the period.
| | | | | | | | |
| | Investing for the long runTM | 25 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
Dollars in thousands. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Tenant / Lease Guarantor | | Description | | Number of Properties | | ABR | | ABR % | | Weighted-Average Lease Term (Years) |
U-Haul Moving Partners Inc. and Mercury Partners, LP | | Net lease self-storage properties in the U.S. | | 78 | | | $ | 38,751 | | | 2.8 | % | | 1.3 | |
State of Andalucía (a) | | Government office properties in Spain | | 70 | | | 29,271 | | | 2.1 | % | | 12.0 | |
Metro Cash & Carry Italia S.p.A. (a) | | Business-to-business wholesale stores in Italy and Germany | | 20 | | | 27,512 | | | 2.0 | % | | 5.8 | |
Hellweg Die Profi-Baumärkte GmbH & Co. KG (a) | | Do-it-yourself retail properties in Germany | | 35 | | | 27,250 | | | 2.0 | % | | 14.2 | |
Extra Space Storage, Inc. | | Net lease self-storage properties in the U.S. | | 27 | | | 22,957 | | | 1.7 | % | | 21.3 | |
OBI Group (a) | | Do-it-yourself retail properties in Poland | | 26 | | | 22,266 | | | 1.6 | % | | 7.8 | |
Marriott Corporation (b) | | Net lease hotel properties in the U.S. | | 18 | | | 21,350 | | | 1.6 | % | | 1.0 | |
Nord Anglia Education, Inc. | | K-12 private schools in the U.S. | | 3 | | | 20,981 | | | 1.5 | % | | 20.7 | |
Advance Auto Parts, Inc. | | Distribution facilities in the U.S. | | 29 | | | 19,851 | | | 1.4 | % | | 10.1 | |
Eroski Sociedad Cooperativa (a) | | Grocery stores and warehouses in Spain | | 63 | | | 19,705 | | | 1.4 | % | | 13.2 | |
Total (c) | | | | 369 | | | $ | 249,894 | | | 18.1 | % | | 10.1 | |
________
(a)ABR amounts are subject to fluctuations in foreign currency exchange rates.
(b)ABR for this tenant includes $16.1 million from a lease that expired in January 2023. Upon lease expiration, these properties were converted from net lease properties to operating properties.
| | | | | | | | |
| | Investing for the long runTM | 26 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Diversification by Property Type |
In thousands, except percentages. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
Property Type | | ABR | | ABR % | | Square Footage (a) | | Square Footage % |
U.S. | | | | | | | | |
Industrial | | $ | 293,225 | | | 21.2 | % | | 51,486 | | | 29.3 | % |
Warehouse | | 211,138 | | | 15.3 | % | | 42,817 | | | 24.3 | % |
Office | | 150,309 | | | 10.9 | % | | 10,149 | | | 5.8 | % |
Retail (b) | | 46,887 | | | 3.4 | % | | 2,800 | | | 1.6 | % |
Self Storage (net lease) | | 61,708 | | | 4.5 | % | | 5,810 | | | 3.3 | % |
Other (c) | | 112,226 | | | 8.1 | % | | 5,697 | | | 3.2 | % |
U.S. Total | | 875,493 | | | 63.4 | % | | 118,759 | | | 67.5 | % |
| | | | | | | | |
International | | | | | | | | |
Industrial | | 73,552 | | | 5.3 | % | | 11,035 | | | 6.3 | % |
Warehouse | | 122,575 | | | 8.8 | % | | 20,375 | | | 11.6 | % |
Office | | 89,632 | | | 6.5 | % | | 6,554 | | | 3.7 | % |
Retail (b) | | 184,952 | | | 13.4 | % | | 17,490 | | | 9.9 | % |
Self Storage (net lease) | | — | | | — | % | | — | | | — | % |
Other (c) | | 35,695 | | | 2.6 | % | | 1,744 | | | 1.0 | % |
International Total | | 506,406 | | | 36.6 | % | | 57,198 | | | 32.5 | % |
| | | | | | | | |
Total | | | | | | | | |
Industrial | | 366,777 | | | 26.5 | % | | 62,521 | | | 35.6 | % |
Warehouse | | 333,713 | | | 24.1 | % | | 63,192 | | | 35.9 | % |
Office | | 239,941 | | | 17.4 | % | | 16,703 | | | 9.5 | % |
Retail (b) | | 231,839 | | | 16.8 | % | | 20,290 | | | 11.5 | % |
Self Storage (net lease) | | 61,708 | | | 4.5 | % | | 5,810 | | | 3.3 | % |
Other (c) | | 147,921 | | | 10.7 | % | | 7,441 | | | 4.2 | % |
Total (d) | | $ | 1,381,899 | | | 100.0 | % | | 175,957 | | | 100.0 | % |
________
(a)Includes square footage for vacant properties.
(b)Includes automotive dealerships.
(c)Includes ABR from tenants with the following property types: hotel (net lease), education facility, laboratory, specialty, fitness facility, research and development, student housing (net lease), theater, funeral home, restaurant, land and parking.
| | | | | | | | |
| | Investing for the long runTM | 27 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Diversification by Tenant Industry |
In thousands, except percentages. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
Industry Type | | ABR | | ABR % | | Square Footage | | Square Footage % |
Retail Stores (a) | | $ | 283,868 | | | 20.5 | % | | 36,457 | | | 20.7 | % |
Consumer Services | | 110,969 | | | 8.0 | % | | 8,067 | | | 4.6 | % |
Beverage and Food | | 105,906 | | | 7.7 | % | | 15,759 | | | 9.0 | % |
Automotive | | 85,966 | | | 6.2 | % | | 13,477 | | | 7.7 | % |
Grocery | | 79,516 | | | 5.8 | % | | 8,363 | | | 4.8 | % |
Cargo Transportation | | 63,473 | | | 4.6 | % | | 9,550 | | | 5.4 | % |
Hotel and Leisure | | 57,132 | | | 4.1 | % | | 3,060 | | | 1.7 | % |
Healthcare and Pharmaceuticals | | 55,806 | | | 4.0 | % | | 5,557 | | | 3.2 | % |
Capital Equipment | | 55,593 | | | 4.0 | % | | 8,459 | | | 4.8 | % |
Business Services | | 48,375 | | | 3.5 | % | | 4,113 | | | 2.3 | % |
Containers, Packaging, and Glass | | 46,942 | | | 3.4 | % | | 8,266 | | | 4.7 | % |
Durable Consumer Goods | | 46,761 | | | 3.4 | % | | 10,300 | | | 5.9 | % |
Construction and Building | | 46,583 | | | 3.4 | % | | 9,235 | | | 5.2 | % |
Sovereign and Public Finance | | 42,578 | | | 3.1 | % | | 3,560 | | | 2.0 | % |
High Tech Industries | | 36,027 | | | 2.6 | % | | 3,574 | | | 2.0 | % |
Insurance | | 30,862 | | | 2.2 | % | | 2,024 | | | 1.1 | % |
Chemicals, Plastics, and Rubber | | 29,935 | | | 2.2 | % | | 5,254 | | | 3.0 | % |
Non-Durable Consumer Goods | | 26,374 | | | 1.9 | % | | 6,244 | | | 3.5 | % |
Banking | | 23,894 | | | 1.7 | % | | 1,426 | | | 0.8 | % |
Metals | | 18,673 | | | 1.4 | % | | 3,259 | | | 1.9 | % |
Telecommunications | | 16,839 | | | 1.2 | % | | 1,686 | | | 1.0 | % |
Other (b) | | 69,827 | | | 5.1 | % | | 8,267 | | | 4.7 | % |
Total (c) | | $ | 1,381,899 | | | 100.0 | % | | 175,957 | | | 100.0 | % |
________
(a)Includes automotive dealerships.
(b)Includes ABR from tenants in the following industries: media: broadcasting and subscription, aerospace and defense, wholesale, media: advertising, printing, and publishing, oil and gas, utilities: electric, environmental industries, consumer transportation, forest products and paper, electricity and real estate. Also includes square footage for vacant properties.
| | | | | | | | |
| | Investing for the long runTM | 28 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Diversification by Geography |
In thousands, except percentages. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
Region | | ABR | | ABR % | | Square Footage (a) | | Square Footage % |
U.S. | | | | | | | | |
South | | | | | | | | |
Texas | | $ | 115,176 | | | 8.3 | % | | 12,609 | | | 7.2 | % |
Florida | | 54,064 | | | 3.9 | % | | 4,544 | | | 2.6 | % |
Georgia | | 28,411 | | | 2.1 | % | | 4,721 | | | 2.7 | % |
Tennessee | | 25,545 | | | 1.8 | % | | 4,136 | | | 2.3 | % |
Alabama | | 20,072 | | | 1.5 | % | | 3,334 | | | 1.9 | % |
Other (b) | | 14,529 | | | 1.1 | % | | 2,237 | | | 1.3 | % |
Total South | | 257,797 | | | 18.7 | % | | 31,581 | | | 18.0 | % |
Midwest | | | | | | | | |
Illinois | | 75,252 | | | 5.5 | % | | 10,864 | | | 6.2 | % |
Minnesota | | 34,977 | | | 2.5 | % | | 3,686 | | | 2.1 | % |
Indiana | | 29,312 | | | 2.1 | % | | 5,222 | | | 3.0 | % |
Michigan | | 28,311 | | | 2.1 | % | | 4,705 | | | 2.7 | % |
Ohio | | 28,303 | | | 2.0 | % | | 6,181 | | | 3.5 | % |
Wisconsin | | 18,126 | | | 1.3 | % | | 3,276 | | | 1.8 | % |
Other (b) | | 42,430 | | | 3.1 | % | | 6,230 | | | 3.5 | % |
Total Midwest | | 256,711 | | | 18.6 | % | | 40,164 | | | 22.8 | % |
East | | | | | | | | |
North Carolina | | 38,333 | | | 2.8 | % | | 8,302 | | | 4.7 | % |
Pennsylvania | | 32,169 | | | 2.3 | % | | 3,527 | | | 2.0 | % |
New York | | 19,373 | | | 1.4 | % | | 2,257 | | | 1.3 | % |
Kentucky | | 18,638 | | | 1.4 | % | | 3,063 | | | 1.7 | % |
South Carolina | | 18,556 | | | 1.3 | % | | 4,949 | | | 2.8 | % |
Massachusetts | | 18,209 | | | 1.3 | % | | 1,387 | | | 0.8 | % |
New Jersey | | 15,735 | | | 1.1 | % | | 943 | | | 0.5 | % |
Virginia | | 14,652 | | | 1.1 | % | | 1,854 | | | 1.1 | % |
Other (b) | | 25,029 | | | 1.8 | % | | 3,884 | | | 2.2 | % |
Total East | | 200,694 | | | 14.5 | % | | 30,166 | | | 17.1 | % |
West | | | | | | | | |
California | | 64,977 | | | 4.7 | % | | 6,417 | | | 3.6 | % |
Arizona | | 30,417 | | | 2.2 | % | | 3,437 | | | 2.0 | % |
Other (b) | | 64,897 | | | 4.7 | % | | 6,994 | | | 4.0 | % |
Total West | | 160,291 | | | 11.6 | % | | 16,848 | | | 9.6 | % |
U.S. Total | | 875,493 | | | 63.4 | % | | 118,759 | | | 67.5 | % |
International | | | | | | | | |
Germany | | 71,304 | | | 5.2 | % | | 7,020 | | | 4.0 | % |
Spain | | 63,779 | | | 4.6 | % | | 5,187 | | | 3.0 | % |
Poland | | 63,552 | | | 4.6 | % | | 8,631 | | | 4.9 | % |
The Netherlands | | 55,666 | | | 4.0 | % | | 7,054 | | | 4.0 | % |
United Kingdom | | 51,977 | | | 3.8 | % | | 4,766 | | | 2.7 | % |
Italy | | 26,884 | | | 1.9 | % | | 2,541 | | | 1.4 | % |
Denmark | | 23,526 | | | 1.7 | % | | 3,039 | | | 1.7 | % |
France | | 19,920 | | | 1.4 | % | | 1,679 | | | 1.0 | % |
Croatia | | 19,475 | | | 1.4 | % | | 2,063 | | | 1.2 | % |
Canada | | 16,337 | | | 1.2 | % | | 2,492 | | | 1.4 | % |
Norway | | 15,533 | | | 1.1 | % | | 753 | | | 0.4 | % |
Other (c) | | 78,453 | | | 5.7 | % | | 11,973 | | | 6.8 | % |
International Total | | 506,406 | | | 36.6 | % | | 57,198 | | | 32.5 | % |
Total (d) | | $ | 1,381,899 | | | 100.0 | % | | 175,957 | | | 100.0 | % |
________
(a)Includes square footage for vacant properties.
(b)Other properties within South include assets in Louisiana, Arkansas, Oklahoma and Mississippi. Other properties within Midwest include assets in Iowa, Missouri, Kansas, Nebraska, South Dakota and North Dakota. Other properties within East include assets in Maryland, Connecticut, West Virginia, New Hampshire and Maine. Other properties within West include assets in Utah, Oregon, Colorado, Washington, Nevada, Hawaii, Idaho, New Mexico, Wyoming and Montana.
(c)Includes assets in Lithuania, Mexico, Finland, Belgium, Hungary, Mauritius, Slovakia, Portugal, the Czech Republic, Austria, Sweden, Japan, Latvia and Estonia.
| | | | | | | | |
| | Investing for the long runTM | 29 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Contractual Rent Increases |
In thousands, except percentages. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
Rent Adjustment Measure | | ABR | | ABR % | | Square Footage | | Square Footage % |
Uncapped CPI | | $ | 511,987 | | | 37.1 | % | | 55,043 | | | 31.3 | % |
Capped CPI | | 254,488 | | | 18.4 | % | | 36,118 | | | 20.5 | % |
CPI-linked | | 766,475 | | | 55.5 | % | | 91,161 | | | 51.8 | % |
Fixed | | 552,719 | | | 40.0 | % | | 78,705 | | | 44.7 | % |
Other (a) | | 49,044 | | | 3.5 | % | | 3,373 | | | 1.9 | % |
None | | 13,661 | | | 1.0 | % | | 637 | | | 0.4 | % |
Vacant | | — | | | — | % | | 2,081 | | | 1.2 | % |
Total (b) | | $ | 1,381,899 | | | 100.0 | % | | 175,957 | | | 100.0 | % |
________
(a)Represents leases attributable to percentage rent.
| | | | | | | | |
| | Investing for the long runTM | 30 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
Dollars in thousands. Pro rata.
Contractual Same Store Growth
Same store portfolio includes leases that were continuously in place during the period from December 31, 2021 to December 31, 2022. Excludes leases for properties that were acquired, sold or vacated, or were subject to lease renewals, extensions or modifications at any time that affected ABR during that period. Excludes leases for properties acquired in the CPA:18 Merger on August 1, 2022. For purposes of comparability, ABR is presented on a constant currency basis using exchange rates as of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | |
| ABR |
| As of | | | | |
| Dec. 31, 2022 | | Dec. 31, 2021 | | Increase | | % Increase |
Property Type | | | | | | | |
Industrial | $ | 301,217 | | | $ | 289,960 | | | $ | 11,257 | | | 3.9 | % |
Warehouse | 277,483 | | | 269,266 | | | 8,217 | | | 3.1 | % |
Office | 196,898 | | | 192,527 | | | 4,371 | | | 2.3 | % |
Retail (a) | 214,202 | | | 206,026 | | | 8,176 | | | 4.0 | % |
Self Storage (net lease) | 61,708 | | | 59,438 | | | 2,270 | | | 3.8 | % |
Other (b) | 107,383 | | | 103,495 | | | 3,888 | | | 3.8 | % |
Total | $ | 1,158,891 | | | $ | 1,120,712 | | | $ | 38,179 | | | 3.4 | % |
| | | | | | | |
Rent Adjustment Measure | | | | | | | |
Uncapped CPI | $ | 454,124 | | | $ | 432,560 | | | $ | 21,564 | | | 5.0 | % |
Capped CPI | 225,503 | | | 218,400 | | | 7,103 | | | 3.3 | % |
CPI-linked | 679,627 | | | 650,960 | | | 28,667 | | | 4.4 | % |
Fixed | 416,874 | | | 409,631 | | | 7,243 | | | 1.8 | % |
Other (c) | 49,044 | | | 46,775 | | | 2,269 | | | 4.9 | % |
None | 13,346 | | | 13,346 | | | — | | | — | % |
Total | $ | 1,158,891 | | | $ | 1,120,712 | | | $ | 38,179 | | | 3.4 | % |
| | | | | | | |
Geography | | | | | | | |
U.S. | $ | 730,483 | | | $ | 708,629 | | | $ | 21,854 | | | 3.1 | % |
Europe | 405,600 | | | 390,109 | | | 15,491 | | | 4.0 | % |
Other International (d) | 22,808 | | | 21,974 | | | 834 | | | 3.8 | % |
Total | $ | 1,158,891 | | | $ | 1,120,712 | | | $ | 38,179 | | | 3.4 | % |
| | | | | | | |
Same Store Portfolio Summary | | | | | | | |
Number of properties | 1,224 | | | | | | | |
Square footage (in thousands) | 141,885 | | | | | | | |
| | | | | | | | |
| | Investing for the long runTM | 31 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
Comprehensive Same Store Growth
Same store portfolio includes leased properties that were continuously owned and in place during the quarter ended December 31, 2021 through December 31, 2022 (including properties that were subject to lease renewals, extensions or modifications at any time during that period). Excludes properties that were acquired, sold or listed as capital investments and commitments (see Investment Activity – Capital Investments and Commitments section) during that period. Excludes properties acquired in the CPA:18 Merger on August 1, 2022. For purposes of comparability, same store pro rata rental income is presented on a constant currency basis using average exchange rates for the three months ended December 31, 2022. Same store pro rata rental income is a non-GAAP measure. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of same store pro rata rental income and for details on how it is calculated. | | | | | | | | | | | | | | | | | | | | | | | |
| Same Store Pro Rata Rental Income |
| Three Months Ended | | | | |
| Dec. 31, 2022 | | Dec. 31, 2021 | | Increase | | % Increase |
Property Type | | | | | | | |
Industrial | $ | 71,959 | | | $ | 70,999 | | | $ | 960 | | | 1.4 | % |
Warehouse | 68,762 | | | 66,775 | | | 1,987 | | | 3.0 | % |
Office | 51,326 | | | 52,605 | | | (1,279) | | | (2.4) | % |
Retail (a) | 48,903 | | | 47,825 | | | 1,078 | | | 2.3 | % |
Self Storage (net lease) | 15,401 | | | 14,834 | | | 567 | | | 3.8 | % |
Other (b) | 30,204 | | | 30,697 | | | (493) | | | (1.6) | % |
Total | $ | 286,555 | | | $ | 283,735 | | | $ | 2,820 | | | 1.0 | % |
| | | | | | | |
Rent Adjustment Measure | | | | | | | |
Uncapped CPI | $ | 110,087 | | | $ | 109,795 | | | $ | 292 | | | 0.3 | % |
Capped CPI | 54,357 | | | 54,710 | | | (353) | | | (0.6) | % |
CPI-linked | 164,444 | | | 164,505 | | | (61) | | | — | % |
Fixed | 106,604 | | | 104,673 | | | 1,931 | | | 1.8 | % |
Other (c) | 12,011 | | | 11,432 | | | 579 | | | 5.1 | % |
None | 3,496 | | | 3,125 | | | 371 | | | 11.9 | % |
Total | $ | 286,555 | | | $ | 283,735 | | | $ | 2,820 | | | 1.0 | % |
| | | | | | | |
Geography | | | | | | | |
U.S. | $ | 187,128 | | | $ | 186,783 | | | $ | 345 | | | 0.2 | % |
Europe | 93,280 | | | 90,995 | | | 2,285 | | | 2.5 | % |
Other International (d) | 6,147 | | | 5,957 | | | 190 | | | 3.2 | % |
Total | $ | 286,555 | | | $ | 283,735 | | | $ | 2,820 | | | 1.0 | % |
| | | | | | | |
Same Store Portfolio Summary | | | | | | | |
Number of properties | 1,218 | | | | | | | |
Square footage (in thousands) | 144,915 | | | | | | | |
| | | | | | | | |
| | Investing for the long runTM | 32 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
The following table presents a reconciliation from lease revenues to same store pro rata rental income:
| | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Dec. 31, 2021 |
Consolidated Lease Revenues | | | |
Total lease revenues – as reported | $ | 347,636 | | | $ | 305,093 | |
Income from direct financing leases and loans receivable | 17,472 | | | 15,637 | |
Less: Reimbursable tenant costs – as reported | (21,084) | | | (16,475) | |
Less: Income from secured loans receivable | (1,191) | | | (1,163) | |
| 342,833 | | | 303,092 | |
| | | |
Adjustments for Pro Rata Ownership of Real Estate Joint Ventures: | | | |
Add: Pro rata share of adjustments from equity method investments | 5,448 | | | 5,322 | |
Less: Pro rata share of adjustments for noncontrolling interests | (395) | | | (22) | |
| 5,053 | | | 5,300 | |
| | | |
Adjustments for Pro Rata Non-Cash Items: | | | |
Less: Straight-line and other leasing and financing adjustments | (14,766) | | | (15,605) | |
Add: Above- and below-market rent intangible lease amortization | 8,652 | | | 15,082 | |
Less: Adjustments for pro rata ownership | (2,464) | | | 30 | |
| (8,578) | | | (493) | |
| | | |
Adjustment to normalize for (i) properties not continuously owned since October 1, 2021 and (ii) constant currency presentation for prior year quarter (e) | (52,753) | | | (24,164) | |
| | | |
Same Store Pro Rata Rental Income | $ | 286,555 | | | $ | 283,735 | |
________
(a)Includes automotive dealerships.
(b)Includes ABR or same store pro rata rental income from tenants with the following property types: education facility, hotel (net lease), laboratory, specialty, fitness facility, research and development, student housing (net lease), theater, funeral home, restaurant, land and parking.
(c)Represents leases attributable to percentage rent.
(d)Includes assets in Canada, Mexico and Japan.
(e)This adjustment excludes amounts attributable to properties that were acquired, sold or listed as capital investments and commitments (see Investment Activity – Capital Investments and Commitments section) that were not continuously owned and in place during the quarter ended December 31, 2021 through December 31, 2022. In addition, for the three months ended December 31, 2021, an adjustment is made to reflect average exchange rates for the three months ended December 31, 2022 for purposes of comparability, since same store pro rata rental income is presented on a constant currency basis. | | | | | | | | |
| | Investing for the long runTM | 33 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
For the three months ended December 31, 2022, except ABR. Pro rata.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Lease Renewals and Extensions (a) | | | | | | | | Expected Tenant Improvements ($000s) | | Leasing Commissions ($000s) | | |
| | | | | | ABR | | | | |
Property Type | | Square Feet | | Number of Leases | | Prior Lease ($000s) | | New Lease ($000s) (b) | | Rent Recapture | | | | Incremental Lease Term |
Industrial | | 1,890,034 | | | 4 | | | $ | 7,435 | | | $ | 9,069 | | | 122.0 | % | | $ | 5,871 | | | $ | 2,200 | | | 11.4 years |
Warehouse | | 895,264 | | | 2 | | | 3,691 | | | 4,176 | | | 113.1 | % | | 206 | | | 200 | | | 3.0 years |
Office | | 199,140 | | | 2 | | | 3,168 | | | 2,633 | | | 83.1 | % | | 3,149 | | | 977 | | | 7.9 years |
Retail | | 113,570 | | | 1 | | | 1,000 | | | 1,000 | | | 100.0 | % | | — | | | — | | | 5.0 years |
Self Storage (net lease) | | — | | | — | | | — | | | — | | | — | % | | — | | | — | | | N/A |
Other | | — | | | — | | | — | | | — | | | — | % | | — | | | — | | | N/A |
Total / Weighted Average (c) | | 3,098,008 | | | 9 | | | $ | 15,294 | | | $ | 16,878 | | | 110.4 | % | | $ | 9,226 | | | $ | 3,377 | | | 8.3 years |
| | | | | | | | | | | | | | | | |
Q4 Summary | | | | | | | | | | | | | | | | |
Prior Lease ABR (% of Total Portfolio) | | 1.1 | % | | | | | | | | | | |
_______
(a)Excludes lease extensions for a period of one year or less.
(b)New lease amounts are based on in-place rents at time of lease commencement and exclude any free rent periods.
(c)Weighted average refers to the incremental lease term.
| | | | | | | | |
| | Investing for the long runTM | 34 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
Dollars and square footage in thousands. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year of Lease Expiration (a) | | Number of Leases Expiring | | Number of Tenants with Leases Expiring | | ABR | | ABR % | | Square Footage | | Square Footage % |
2023 (b) | | 36 | | | 30 | | | $ | 54,228 | | | 3.9 | % | | 5,500 | | | 3.1 | % |
2024 (c) | | 41 | | | 35 | | | 90,330 | | | 6.6 | % | | 11,230 | | | 6.4 | % |
2025 | | 53 | | | 32 | | | 61,241 | | | 4.4 | % | | 7,068 | | | 4.0 | % |
2026 | | 46 | | | 36 | | | 64,074 | | | 4.7 | % | | 9,081 | | | 5.1 | % |
2027 | | 57 | | | 33 | | | 82,953 | | | 6.0 | % | | 8,906 | | | 5.1 | % |
2028 | | 46 | | | 28 | | | 69,298 | | | 5.0 | % | | 5,589 | | | 3.2 | % |
2029 | | 57 | | | 29 | | | 68,802 | | | 5.0 | % | | 8,337 | | | 4.7 | % |
2030 | | 34 | | | 29 | | | 73,128 | | | 5.3 | % | | 6,165 | | | 3.5 | % |
2031 | | 37 | | | 21 | | | 70,249 | | | 5.1 | % | | 8,749 | | | 5.0 | % |
2032 | | 41 | | | 22 | | | 44,204 | | | 3.2 | % | | 6,200 | | | 3.5 | % |
2033 | | 31 | | | 24 | | | 81,864 | | | 5.9 | % | | 11,377 | | | 6.5 | % |
2034 | | 49 | | | 18 | | | 83,347 | | | 6.0 | % | | 8,638 | | | 4.9 | % |
2035 | | 14 | | | 14 | | | 29,388 | | | 2.1 | % | | 4,957 | | | 2.8 | % |
2036 | | 49 | | | 19 | | | 84,795 | | | 6.1 | % | | 13,524 | | | 7.7 | % |
Thereafter (>2036) | | 261 | | | 107 | | | 423,998 | | | 30.7 | % | | 58,555 | | | 33.3 | % |
Vacant | | — | | | — | | | — | | | — | % | | 2,081 | | | 1.2 | % |
Total (d) | | 852 | | | | | $ | 1,381,899 | | | 100.0 | % | | 175,957 | | | 100.0 | % |
________
(a)Assumes tenants do not exercise any renewal options or purchase options.
(b)Includes ABR of $16.1 million from a tenant (Marriott Corporation) with a lease that expired in January 2023. Upon lease expiration, these properties were converted from net lease properties to operating properties.
(c)Includes ABR of $38.8 million from a tenant (U-Haul Moving Partners, Inc. and Mercury Partners, LP) that holds an option to repurchase the 78 properties it is leasing in April 2024. There can be no assurance that such repurchase will be completed.
| | | | | | | | |
| | Investing for the long runTM | 35 |
W. P. Carey Inc.
Real Estate – Fourth Quarter 2022
| | | | | |
Self Storage Operating Properties Portfolio |
Square footage in thousands. Pro rata. As of December 31, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
State / District | | Number of Properties | | Number of Units | | Square Footage | | Square Footage % | | Period End Occupancy |
Florida | | 22 | | | 15,951 | | | 1,851 | | | 29.7 | % | | 92.1 | % |
Texas | | 12 | | | 6,884 | | | 843 | | | 13.5 | % | | 87.3 | % |
California | | 10 | | | 6,582 | | | 859 | | | 13.8 | % | | 92.9 | % |
Illinois | | 10 | | | 4,797 | | | 665 | | | 10.7 | % | | 88.6 | % |
South Carolina | | 6 | | | 3,708 | | | 412 | | | 6.6 | % | | 93.5 | % |
Georgia | | 5 | | | 2,051 | | | 250 | | | 4.0 | % | | 89.5 | % |
North Carolina | | 4 | | | 2,833 | | | 322 | | | 5.2 | % | | 94.5 | % |
Nevada | | 3 | | | 2,422 | | | 243 | | | 3.9 | % | | 92.4 | % |
Delaware | | 3 | | | 1,678 | | | 241 | | | 3.9 | % | | 94.7 | % |
Hawaii | | 2 | | | 956 | | | 95 | | | 1.5 | % | | 94.2 | % |
Washington, DC | | 1 | | | 880 | | | 67 | | | 1.1 | % | | 95.5 | % |
New York | | 1 | | | 792 | | | 61 | | | 1.0 | % | | 81.3 | % |
Kentucky | | 1 | | | 764 | | | 121 | | | 1.9 | % | | 92.3 | % |
Louisiana | | 1 | | | 541 | | | 59 | | | 1.0 | % | | 76.0 | % |
Massachusetts | | 1 | | | 482 | | | 58 | | | 0.9 | % | | 94.7 | % |
Oregon | | 1 | | | 442 | | | 40 | | | 0.6 | % | | 96.3 | % |
Missouri | | 1 | | | 330 | | | 41 | | | 0.7 | % | | 43.7 | % |
Total (a) | | 84 | | | 52,093 | | | 6,228 | | | 100.0 | % | | 91.0 | % |
________
| | | | | | | | |
| | Investing for the long runTM | 36 |
W. P. Carey Inc.
Appendix
Fourth Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 37 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
| | | | | |
Normalized Pro Rata Cash NOI |
In thousands. From real estate.
| | | | | |
| Three Months Ended Dec. 31, 2022 |
Consolidated Lease Revenues | |
Total lease revenues – as reported | $ | 347,636 | |
Income from direct financing leases and loans receivable | 17,472 | |
Less: Income from secured loans receivable | (1,191) | |
| |
Less: Consolidated Reimbursable and Non-Reimbursable Property Expenses | |
Reimbursable property expenses – as reported | 21,084 | |
Non-reimbursable property expenses – as reported | 13,879 | |
| 328,954 | |
| |
Plus: NOI from Operating Properties | |
Self-storage revenues | 23,280 | |
Self-storage expenses | (7,497) | |
| 15,783 | |
| |
Hotel revenues | 2,943 | |
Hotel expenses | (2,547) | |
| 396 | |
| |
Student housing and other revenues | 2,728 | |
Student housing and other expenses | (1,675) | |
| 1,053 | |
| |
| 346,186 | |
| |
Adjustments for Pro Rata Ownership of Real Estate Joint Ventures: | |
Add: Pro rata share of NOI from equity method investments (a) | 5,046 | |
Less: Pro rata share of NOI attributable to noncontrolling interests | (488) | |
| 4,558 | |
| |
| 350,744 | |
| |
Adjustments for Pro Rata Non-Cash Items: | |
Less: Straight-line and other leasing and financing adjustments | (14,766) | |
Add: Above- and below-market rent intangible lease amortization | 8,652 | |
Add: Other non-cash items | 420 | |
| (5,694) | |
| |
Pro Rata Cash NOI (b) | 345,050 | |
| |
Adjustment to normalize for intra-period acquisition volume and dispositions (c) | 1,120 | |
| |
Normalized Pro Rata Cash NOI (b) | $ | 346,170 | |
| | | | | | | | |
| | Investing for the long runTM | 38 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
The following table presents a reconciliation from Net income from Real Estate attributable to W. P. Carey to Normalized pro rata cash NOI:
| | | | | |
| Three Months Ended Dec. 31, 2022 |
Net Income from Real Estate Attributable to W. P. Carey | |
Net income from Real Estate attributable to W. P. Carey – as reported | $ | 210,142 | |
Adjustments for Consolidated Operating Expenses | |
Add: Operating expenses – as reported | 234,690 | |
Less: Property expenses, excluding reimbursable tenant costs – as reported | (13,879) | |
Less: Operating property expenses – as reported | (11,719) | |
| 209,092 | |
| |
Adjustments for Other Consolidated Revenues and Expenses: | |
Less: Other lease-related income – as reported | (8,083) | |
Less: Reimbursable property expenses – as reported | (21,084) | |
Add: Other income and (expenses) | (47,563) | |
Add: Provision for income taxes | 4,908 | |
| (71,822) | |
| |
Other Adjustments: | |
Less: Straight-line and other leasing and financing adjustments | (14,766) | |
Add: Above- and below-market rent intangible lease amortization | 8,652 | |
Add: Adjustments for pro rata ownership | 4,546 | |
Less: Income from secured loans receivable | (1,191) | |
Adjustment to normalize for intra-period acquisition volume and dispositions (c) | 1,120 | |
Add: Property expenses, excluding reimbursable tenant costs, non-cash | 397 | |
| (1,242) | |
| |
Normalized Pro Rata Cash NOI (b) | $ | 346,170 | |
________
(a)Includes $1.6 million from equity method investments in self-storage operating properties.
(b)Pro rata cash NOI and normalized pro rata cash NOI are non-GAAP measures. See the Disclosures Regarding Non-GAAP and Other Metrics section that follows for a description of our non-GAAP measures and for details on how pro rata cash NOI and normalized pro rata cash NOI are calculated. (c)For properties acquired and capital investments and commitments completed during the three months ended December 31, 2022, the adjustment modifies our pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter. For properties disposed of during the three months ended December 31, 2022, the adjustment eliminates our pro rata share of cash NOI for the period.
| | | | | | | | |
| | Investing for the long runTM | 39 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
| | | | | |
Adjusted EBITDA, Consolidated – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net income | $ | 209,503 | | | $ | 104,268 | | | $ | 127,718 | | | $ | 156,993 | | | $ | 99,612 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
Depreciation and amortization | 140,749 | | | 132,181 | | | 115,080 | | | 115,393 | | | 135,662 | |
Other (gains) and losses (b) | (97,059) | | | 15,020 | | | 21,746 | | | (35,745) | | | 28,461 | |
Interest expense | 67,668 | | | 59,022 | | | 46,417 | | | 46,053 | | | 47,208 | |
Straight-line and other leasing and financing adjustments (c) (d) | (14,766) | | | (14,326) | | | (14,492) | | | (10,847) | | | (53,380) | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
Stock-based compensation expense | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Provision for income taxes | 6,126 | | | 8,263 | | | 6,252 | | | 7,083 | | | 5,052 | |
Above- and below-market rent intangible lease amortization | 8,652 | | | 11,186 | | | 10,548 | | | 11,004 | | | 15,082 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (31,119) | | | (11,248) | | | (9,511) | |
Merger and other expenses (e) | 2,058 | | | 17,667 | | | 1,984 | | | (2,322) | | | (563) | |
Other amortization and non-cash charges | 399 | | | 349 | | | 353 | | | 379 | | | 385 | |
Gain on change in control of interests (f) | — | | | (33,931) | | | — | | | — | | | — | |
Impairment charges — Investment Management goodwill (g) | — | | | 29,334 | | | — | | | — | | | — | |
| 130,455 | | | 235,012 | | | 172,733 | | | 147,762 | | | 182,432 | |
| | | | | | | | | |
Adjustments for Pro Rata Ownership | | | | | | | | | |
Real Estate Joint Ventures: | | | | | | | | | |
Add: Pro rata share of adjustments for equity method investments (h) | 2,076 | | | 2,124 | | | 4,329 | | | 9,426 | | | 16,136 | |
Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests | (511) | | | (308) | | | (23) | | | (23) | | | (23) | |
| 1,565 | | | 1,816 | | | 4,306 | | | 9,403 | | | 16,113 | |
Equity Method Investment in WLT: (i) | | | | | | | | | |
Add: Loss from equity method investment in WLT | — | | | — | | | — | | | — | | | 926 | |
Add: Distributions received from equity method investment in WLT | — | | | — | | | — | | | — | | | — | |
| — | | | — | | | — | | | — | | | 926 | |
Equity Method Investments in the Managed Programs: (j) | | | | | | | | | |
Less: Income from equity method investments in the Managed Programs | — | | | (1,512) | | | (59) | | | (2,972) | | | (50) | |
Add: Distributions received from equity method investments in the Managed Programs | — | | | 535 | | | 535 | | | 520 | | | 2,142 | |
| — | | | (977) | | | 476 | | | (2,452) | | | 2,092 | |
Add: Intra-period normalization of CPA:18 Merger (closed August 1, 2022) (k) | — | | | 7,456 | | | — | | | — | | | — | |
Adjusted EBITDA (l) | $ | 341,523 | | | $ | 347,575 | | | $ | 305,233 | | | $ | 311,706 | | | $ | 301,175 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses on extinguishment of debt, the mark-to-market fair value of equity securities, and foreign currency exchange rate movements, as well as non-cash allowance for credit losses on loans receivable and direct financing leases. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant, as such amount was determined to be non-core income.
(e)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(f)Amount for the three months ended September 30, 2022 represents gains recognized on (i) the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method, and (ii) our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(g)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
| | | | | | | | |
| | Investing for the long runTM | 40 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
(h)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(i)We recorded income and distributions from our equity method investment in WLT on a one quarter lag. In January 2022, we reclassified our equity investment in WLT to equity securities at fair value within Other assets, net on our consolidated balance sheets.
(j)Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs. Distributions for the three months ended December 31, 2021 included a special distribution from CPA:18 – Global totaling $1.6 million.
(k)The adjustment modifies Adjusted EBITDA for the pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter. The adjustment is reduced for advisory fees received from CPA:18 – Global during the three months ended September 30, 2022.
| | | | | | | | |
| | Investing for the long runTM | 41 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
| | | | | |
Adjusted EBITDA, Real Estate – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net income from Real Estate | $ | 210,107 | | | $ | 110,715 | | | $ | 123,268 | | | $ | 146,856 | | | $ | 94,684 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
Depreciation and amortization | 140,749 | | | 132,181 | | | 115,080 | | | 115,393 | | | 135,662 | |
Other (gains) and losses (b) | (96,846) | | | 13,960 | | | 20,155 | | | (34,418) | | | 27,131 | |
Interest expense | 67,668 | | | 59,022 | | | 46,417 | | | 46,053 | | | 47,208 | |
Straight-line and other leasing and financing adjustments (c) (d) | (14,766) | | | (14,326) | | | (14,492) | | | (10,847) | | | (53,380) | |
Impairment charges — real estate | 12,734 | | | — | | | 6,206 | | | 20,179 | | | 7,945 | |
Stock-based compensation expense | 9,739 | | | 5,511 | | | 9,758 | | | 7,833 | | | 6,091 | |
Above- and below-market rent intangible lease amortization | 8,652 | | | 11,186 | | | 10,548 | | | 11,004 | | | 15,082 | |
Provision for income taxes | 4,908 | | | 3,631 | | | 5,955 | | | 6,913 | | | 5,331 | |
(Gain) loss on sale of real estate, net | (5,845) | | | 4,736 | | | (31,119) | | | (11,248) | | | (9,511) | |
Merger and other expenses (e) | 2,058 | | | 17,667 | | | 1,984 | | | (2,325) | | | (599) | |
Other amortization and non-cash charges | 399 | | | 349 | | | 353 | | | 379 | | | 385 | |
Gain on change in control of interests (f) | — | | | (11,405) | | | — | | | — | | | — | |
| 129,450 | | | 222,512 | | | 170,845 | | | 148,916 | | | 181,345 | |
| | | | | | | | | |
Adjustments for Pro Rata Ownership | | | | | | | | | |
Real Estate Joint Ventures: | | | | | | | | | |
Add: Pro rata share of adjustments for equity method investments (g) | 2,076 | | | 2,124 | | | 4,329 | | | 9,426 | | | 16,136 | |
Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests | (511) | | | (308) | | | (23) | | | (23) | | | (23) | |
| 1,565 | | | 1,816 | | | 4,306 | | | 9,403 | | | 16,113 | |
Equity Method Investment in WLT: (h) | | | | | | | | | |
Add: Loss from equity method investment in WLT | — | | | — | | | — | | | — | | | 926 | |
Add: Distributions received from equity method investment in WLT | — | | | — | | | — | | | — | | | — | |
| — | | | — | | | — | | | — | | | 926 | |
Add: Intra-period normalization of CPA:18 Merger (closed August 1, 2022) (i) | — | | | 11,892 | | | — | | | — | | | — | |
Adjusted EBITDA – Real Estate (j) | $ | 341,122 | | | $ | 346,935 | | | $ | 298,419 | | | $ | 305,175 | | | $ | 293,068 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses on extinguishment of debt, the mark-to-market fair value of equity securities, and foreign currency exchange rate movements, as well as non-cash allowance for credit losses on loans receivable and direct financing leases. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant, as such amount was determined to be non-core income.
(e)Amounts are primarily comprised of costs incurred in connection with the CPA:18 Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(f)Amount for the three months ended September 30, 2022 represents a gain recognized on the remaining interests in four investments acquired in the CPA:18 Merger, which we had previously accounted for under the equity method.
(g)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(h)We recorded income and distributions from our equity method investment in WLT on a one quarter lag. In January 2022, we reclassified our equity investment in WLT to equity securities at fair value within Other assets, net on our consolidated balance sheets.
(i)The adjustment modifies Adjusted EBITDA for the pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter.
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| | Investing for the long runTM | 42 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
| | | | | |
Adjusted EBITDA, Investment Management – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Dec. 31, 2022 | | Sep. 30, 2022 | | Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 |
Net (loss) income from Investment Management | $ | (604) | | | $ | (6,447) | | | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
Provision for (benefit from) income taxes | 1,218 | | | 4,632 | | | 297 | | | 170 | | | (279) | |
Other (gains) and losses (b) | (213) | | | 1,060 | | | 1,591 | | | (1,327) | | | 1,330 | |
Impairment charges — Investment Management goodwill (c) | — | | | 29,334 | | | — | | | — | | | — | |
Gain on change in control of interests (d) | — | | | (22,526) | | | — | | | — | | | — | |
Merger and other expenses | — | | | — | | | — | | | 3 | | | 36 | |
| 1,005 | | | 12,500 | | | 1,888 | | | (1,154) | | | 1,087 | |
| | | | | | | | | |
Adjustments for Pro Rata Ownership | | | | | | | | | |
Equity Method Investments in the Managed Programs: (e) | | | | | | | | | |
Less: Income from equity method investments in the Managed Programs | — | | | (1,512) | | | (59) | | | (2,972) | | | (50) | |
Add: Distributions received from equity method investments in the Managed Programs | — | | | 535 | | | 535 | | | 520 | | | 2,142 | |
| — | | | (977) | | | 476 | | | (2,452) | | | 2,092 | |
Add: Intra-period normalization of CPA:18 Merger (closed August 1, 2022) (f) | — | | | (4,436) | | | — | | | — | | | — | |
Adjusted EBITDA – Investment Management (g) | $ | 401 | | | $ | 640 | | | $ | 6,814 | | | $ | 6,531 | | | $ | 8,107 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses from foreign currency exchange rate movements and marketable securities. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Amount for the three months ended September 30, 2022 represents an impairment charge recognized on goodwill within our Investment Management segment, since future Investment Management cash flows are expected to be minimal.
(d)Amount for the three months ended September 30, 2022 represents a gain recognized on our previously held interest in shares of CPA:18 – Global common stock in connection with the CPA:18 Merger.
(e)Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs. Distributions for the three months ended December 31, 2021 included a special distribution from CPA:18 – Global totaling $1.6 million.
(f)The adjustment reduces Adjusted EBITDA for advisory fees received from CPA:18 – Global during the three months ended September 30, 2022.
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| | Investing for the long runTM | 43 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
| | | | | |
Disclosures Regarding Non-GAAP and Other Metrics |
Non-GAAP Financial Disclosures
FFO and AFFO
Due to certain unique operating characteristics of real estate companies, as discussed below, NAREIT, an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate or other assets incidental to the company’s main business, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO.
We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rent and related reserves, other non-cash rent adjustments, non-cash allowance for credit losses on loans receivable and direct financing leases, stock-based compensation, non-cash environmental accretion expense, amortization of discounts and premiums on debt and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange rate movements (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs that are currently not engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency exchange rate losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, or as alternatives to net cash provided by operating activities computed under GAAP, or as indicators of our ability to fund our cash needs.
Same Store Pro Rata Rental Income
Same store pro rata rental income is a non-GAAP financial measure that is intended to reflect the performance of our net leased properties. We define this as contractual rents from our leased properties. Same store rental income excludes reimbursable tenant costs, amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present same store rental income on a pro rata basis to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that same store pro rata rental income is a helpful measure that both investors and management can use to evaluate the financial performance of our leased properties. Same store pro rata rental income should not be considered as an alternative to lease revenues as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present same store rental income and/or same store pro rata rental income may not be directly comparable to the way other REITs present such metrics.
Pro Rata Cash NOI
Cash net operating income (“cash NOI”) is a non-GAAP financial measure that is intended to reflect the performance of our net leased and operating properties. We define cash NOI as cash rents from our leased and operating properties less non-reimbursable property expenses. Cash NOI excludes amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present cash NOI on a pro rata basis (“pro rata cash NOI”) to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that pro rata cash NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our leased and operating properties and it allows for comparison of our operating performance between periods and to other REITs. Pro rata cash NOI should not be considered as an alternative to net income as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present cash NOI and/or pro rata cash NOI may not be directly comparable to the way other REITs present such metrics.
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| | Investing for the long runTM | 44 |
W. P. Carey Inc.
Appendix – Fourth Quarter 2022
Normalized Pro Rata Cash NOI
Normalized pro rata cash NOI is pro rata cash NOI as defined above adjusted primarily to exclude our pro rata share of cash NOI from properties disposed of during the most recent quarter and to include a full quarter of pro rata cash NOI related to properties acquired or capital investments and commitments completed during the period, as applicable. We believe this measure provides a helpful representation of our net operating income from our in-place leased and operating properties.
Adjusted EBITDA
We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non-cash and non-core items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies.
Cash Interest Expense
Cash interest expense is a non-GAAP financial measure equal to interest expense calculated in accordance with GAAP, plus capitalized interest and other non-cash amortization expense, less amortization of deferred financing costs and debt premiums/discounts, adjusted for pro rata ownership. See the definition of cash interest expense coverage ratio below for a reconciliation of cash interest expense to its most directly compared GAAP measure, interest expense.
Cash Interest Expense Coverage Ratio
Cash interest expense coverage ratio is a non-GAAP financial measure representing the ratio of Adjusted EBITDA to cash interest expense on a trailing 12 months basis. We believe this ratio is useful to investors as a supplemental measure of our ability to satisfy fixed interest expense obligations. Cash interest expense for the trailing 12 months as of December 31, 2022 is equal to $206.5 million, comprised of interest expense calculated in accordance with GAAP ($219.2 million), plus capitalized interest ($1.3 million) and other non-cash amortization expense (less than $0.1 million), less amortization of deferred financing costs and debt premiums/discounts ($17.2 million), adjusted for pro rata ownership ($3.2 million).
Other Metrics
Pro Rata Metrics
This supplemental package contains certain metrics prepared on a pro rata basis. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. On a full consolidation basis, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. On a pro rata basis, we generally present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.
ABR
ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of December 31, 2022. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.
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| | Investing for the long runTM | 45 |
50 Years of Investing for the Long Run® 4Q22 W. P. Carey Inc. Investor Presentation Exhibit 99.3
Table of Contents Overview Real Estate Portfolio Balance Sheet ESG 3 7 18 23 Unless otherwise noted, all data in this presentation is as of December 31, 2022. Amounts may not sum to totals due to rounding.
3 Overview
4 One of the largest owners of net lease real estate and among the top 20 REITs in the MSCI US REIT Index Highly diversified portfolio by geography, tenant, property type and tenant industry Successful track record of investing and operating through multiple economic cycles since 1973 led by an experienced management team U.S. and Europe-based asset management teams Investment grade balance sheet with access to multiple forms of capital Stable cash flows derived from long-term leases that contain strong contractual rent bumps W. P. Carey (NYSE: WPC) is a REIT that specializes in investing in single-tenant net lease commercial real estate, primarily in the U.S. and Northern and Western Europe Company Highlights Orgill | Warehouse | Inwood, WV Turkey Hill | Industrial | Conestoga, PA
5 Investment Strategy Transactions Evaluated on Four Key Factors Creditworthiness of Tenant • Industry drivers and trends • Competitor analysis • Company history • Financial wherewithal Criticality of Asset • Key distribution facility or profitable manufacturing plant • Critical R&D or data-center • Top performing retail stores • Corporate headquarters Fundamental Value of the Underlying Real Estate • Local market analysis • Property condition • 3rd party valuation / replacement cost • Downside analysis / cost to re-lease Transaction Structure and Pricing • Lease terms – rent growth and maturity • Financial covenants • Security deposits / letters of credit • Generate attractive risk-adjusted returns by investing in net lease commercial real estate, primarily in the U.S. and Northern and Western Europe • Protect downside by combining credit and real estate underwriting with sophisticated structuring and direct origination • Acquire “mission-critical” assets essential to a tenant’s operations • Create upside through rent escalations, credit improvements and real estate appreciation • Capitalize on existing tenant relationships through accretive expansions, renovations and follow-on deals • Hallmarks of our approach: • Diversification by tenant, industry, property type and geography • Disciplined • Opportunistic • Proactive asset management • Conservative capital structure
6 • Asset management offices in New York and Amsterdam • W. P. Carey has proven experience repositioning assets through re-leasing, restructuring and strategic disposition • Generates value creation opportunities within our existing portfolio • Five-point internal rating scale used to assess and monitor tenant credit and the quality, location and criticality of each asset Domestic and international asset management capabilities to address lease expirations, changing tenant credit profiles and asset repositioning or dispositions Proactive Asset Management Asset Management Risk AnalysisAsset Management Expertise Bankruptcy Watch List Implied IG Investment Grade StableTenant Credit Obsolete Residual Risk Stable Class B Class AAsset Quality Not Critical Non- Renewal Possible Renewal Critical- Renewal Likely Highly CriticalAsset Criticality Asset Location No Tenant Demand Limited Tenant Demand / Challenging Location Alternative Tenant Demand Good Location / Active Market Prime Location / High Tenant Demand Operational • Lease compliance • Insurance • Property inspections • Non-triple net lease administration • Real estate tax • Projections and portfolio valuation Transaction • Leasing • Dispositions • Lease modifications • Credit and real estate risk analysis • Building expansions and redevelopment • Tenant distress and restructuring Risk Management Scale
7 Real Estate Portfolio
8 1. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. Other includes leases with percentage rent (i.e., participation in the gross revenues of the tenant above a stated level) and other increases, as well as leases with no escalations. 3. Metrics shown for operating self-storage portfolio only; excludes net-lease self-storage assets which are captured in net-lease portfolio metrics. Large Diversified Portfolio (1) N et -L ea se P or tfo lio Number of Properties 1,449 Number of Tenants 392 Square Footage 176.0 million ABR $1.38 billion US / Europe / Other (% of ABR) 63% / 34% / 3% Contractual Rent Escalation: CPI-linked / Fixed / Other (2) 55% / 40% / 5% WALT 10.8 years Occupancy 98.8% Investment Grade Tenants (% of ABR) 31.9% Top 10 Tenant Concentration (% of ABR) 18.1% Se lf St or ag e (3 ) Number of Properties 84 Number of Units 52,093 Average Occupancy 91.0%
9 27% 24% 17% 17% 4% 11% 1. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. Includes automotive dealerships. 3. Includes hotel (net lease), education facility, laboratory, specialty, fitness facility, research and development, student housing (net lease), theater, funeral home, restaurant, land and parking. 4. Includes tenants in the following industries: insurance; chemicals, plastics and rubber; non-durable consumer goods; banking; metals; telecommunications; media: broadcasting and subscription; aerospace and defense; wholesale; media: advertising, printing and publishing; oil and gas; utilities: electric; environmental industries; consumer transportation; forest products and paper; electricity and real estate. Property and Industry Diversification (1) Tenant Industry Diversification (% of ABR) Property Type Diversification (% of ABR) 51% Industrial / Warehouse Industrial 27% Warehouse 24% Office 17% Retail (2) 17% Self-storage (Net Lease) 4% Other (3) 11% 21% 8% 8% 6% 6%5% 4% 4% 4% 4% 3% 3% 3% 3% 3% 15% Retail Stores (2) 21% Consumer Services 8% Beverage and Food 8% Automotive 6% Grocery 6% Cargo Transportation 5% Hotel and Leisure 4% Healthcare and Pharmaceuticals 4% Capital Equipment 4% Business Services 4% Containers, Packaging and Glass 3% Durable Consumer Goods 3% Construction and Building 3% Sovereign and Public Finance 3% High Tech Industries 3% Other (4) 15%
101. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. ABR for this tenant includes $16.1 million from a lease that expired in January 2023. Upon lease expiration, these properties were converted from net lease properties to operating properties. One of the lowest Top 10 concentrations among the net lease peer group Top Ten Net Lease Tenants (1) Tenant Description Number of Properties ABR ($ millions) WALT (years) % of Total Net lease self-storage properties in the U.S. 78 $39 1.3 2.8% Government office properties in Spain 70 29 12.0 2.1% Business-to-business wholesale stores in Italy & Germany 20 28 5.8 2.0% Do-it-yourself retail properties in Germany 35 27 14.2 2.0% Net lease self-storage properties in the U.S. 27 23 21.3 1.7% Do-it-yourself retail properties in Poland 26 22 7.8 1.6% Net lease hotel properties in the U.S. (2) 18 21 1.0 1.6% K-12 private schools in the U.S. 3 21 20.7 1.5% Distribution facilities in the U.S. 29 20 10.1 1.4% Grocery stores and warehouses in Spain 63 20 13.2 1.4% Top 10 369 $250 10.1 yrs 18.1% State of Andalucia
11 United States, 63%, $875MM Europe, 34%, $471MM Other (2), 3%, $35MM 1. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. Includes Canada (1.2%), Mexico (0.8%), Mauritius (0.4%) and Japan (0.2%). W. P. Carey has been investing internationally for approximately 25 years, primarily in Northern and Western Europe Geographic Diversification (1) Through our financing and hedging strategies, we’ve significantly mitigated currency risk through a combination of over-weighting our debt in foreign currencies and utilizing contractual cash flow hedges.
12 Uncapped CPI, 37% Fixed, 40% Capped CPI, 18% Other, 4% (2) 55% CPI-linked None, 1.0% 1. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. Represents leases with percentage rent (i.e., participation in the gross revenues of the tenant above a stated level) and other increases. Over 99% of ABR comes from leases with contractual rent increases, including 55% linked to CPI Internal Growth from Contractual Rent Increases (1)
13 1.8% 1.9% 1.6% 1.5% 1.6% 1.5% 1.6% 1.8% 2.7% 3.0% 3.4% 3.4% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 1.4% 1.6% 1.8% 2.0% 2.2% 2.4% 2.6% 2.8% 3.0% 3.2% 3.4% 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 2Q22 3Q22 4Q22 1. Contractual same store portfolio includes leases that were continuously in place during the period from December 31, 2021 to December 31, 2022. Excludes leases for properties that were acquired, sold or vacated, or were subject to lease renewals, extensions or modifications at any time that affected ABR during that period. For purposes of comparability, ABR is presented on a constant currency basis using exchange rates as of December 31, 2022. Contractual same store growth of 3.4% (1) Same Store ABR Growth
14 3.9% 6.6% 4.4% 4.7% 6.0% 5.0% 5.0% 5.3% 5.1% 3.2% 5.9% 44.9% 0% 10% 20% 30% 40% 50% 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 Thereafter(3) 1. Portfolio information reflects pro rata ownership of real estate assets (excluding operating properties) as of December 31, 2022. 2. Assumes tenants do not exercise any renewal or purchase options. 3. Includes ABR of $16.1 million from a tenant (Marriott Corporation) with a lease that expired in January 2023. Upon lease expiration, these properties were converted from net lease properties to operating properties. 4. Includes ABR of $38.8 million from a tenant (U-Haul Moving Partners, Inc. and Mercury Partners, LP) that holds an option to repurchase the 78 properties it is leasing in April 2024. There can be no assurance that such repurchase will be completed. Weighted-average lease term of 10.8 years Lease Expirations and Average Lease Term (1) Lease Expirations (% ABR) (2) (4)
15 1. Historical data through 2021 includes W. P. Carey and the following CPA REITs: Corporate Property Associates 12 Incorporated, Corporate Property Associates 14 Incorporated, Corporate Property Associates 15 Incorporated, Corporate Property Associates 16 – Global Incorporated, Corporate Property Associates 17 – Global Incorporated (CPA:17) and Corporate Property Associates 18 – Global Incorporated (CPA:18). Portfolio information excludes operating properties. 2. Represents occupancy for each completed year at December 31. Otherwise, occupancy shown is for the most recent quarter. Stable occupancy maintained during the global financial crisis and throughout the COVID-19 pandemic Historical Occupancy (1) 97.1% 96.6% 97.3% 98.4% 98.8% 99.0% 99.2% 99.3% 99.8% 98.3% 98.9% 98.5% 98.5% 98.8% 0% 20% 40% 60% 80% 100% 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Occupancy (% Square Feet) (2)
16 Recent investment activity has been focused primarily on mission critical industrial and warehouse properties and essential retail Recent Acquisitions – Case Studies Recent Acquisitions Purchase Price: $122 million Transaction Type: Sale-leaseback Facility Type: Retail (Grocery) Location: Various, Denmark Size: 479,444 square feet Lease Term: 15-year lease Rent Escalation: Danish CPI Coop February - November 2022 (30 properties) Purchase Price: $63 million Transaction Type: Acquisition Facility Type: Industrial Location: Various, United States Size: 678,507 square feet Lease Term: 15-year lease Rent Escalation: Fixed Alta December 2022 (19 properties) Purchase Price: $37 million Transaction Type: Acquisition Facility Type: Warehouse Location: Romulus, Michigan Size: 500,023 square feet Lease Term: 10-year lease Rent Escalation: Fixed FCA December 2022
17 Capital investments have become a more meaningful part of our investment activity and allow us to pursue follow-on opportunities with existing tenants Capital Investments – Case Studies Recent Capital Investments Investment: $10 million renovation* Facility Type: Industrial Location: Conestoga, PA & Searcy, AR Size: N/A Lease Term: 25-year lease Rent Escalation: Fixed * Follow-on to initial $70 million sale- leaseback in 2019 and $14 million follow-on sale-leaseback in 2021 Turkey Hill Completed June 2022 Investment: $25 million build-to-suit Facility Type: Research and Development Location: Wageningen, The Netherlands Size: 63,762 square feet Lease Term: 20-year lease Rent Escalation: Dutch CPI Upfield Group Completed July 2022 Investment: $23 million expansion Facility Type: Industrial Location: Radomsko, Poland Size: 463,816 square feet Lease Term: 20-year lease Rent Escalation: Euro CPI Ontex Completed August 2022
18 Balance Sheet
19 1. Amounts may not sum to totals due to rounding. 2. Based on a closing stock price of $78.15 on December 31, 2022 and 210,620,949 common shares outstanding as of December 31, 2022. 3. Pro rata net debt to enterprise value and pro rata net debt to Adjusted EBITDA are based on pro rata debt less consolidated cash and cash equivalents. 4. Adjusted EBITDA represents 4Q22 annualized Adjusted EBITDA, as reported in the Form 8-K filed with the SEC on February 10, 2023. 5. Gross assets represent consolidated total assets before accumulated depreciation on real estate. Gross assets are net of accumulated amortization on in-place lease and above-market rent intangible assets. 6. In January 2023, we entered into a Third Amendment to our Credit Agreement to (i) transition to the Secured Overnight Financing Rate (SOFR) and (ii) increase our accordion feature from $350 million to $650 million. Balance Sheet Overview Capitalization (%) • Size: Large, well-capitalized balance sheet with $24.3B in total enterprise value • Liquidity: Ample liquidity of $2.2B at quarter end, including $530MM of forward equity • Credit Rating: Upgraded to Baa1 (stable) by Moody’s and BBB+ (stable) by S&P in September 2022 and January 2023, respectively • Leverage: Maintain conservative leverage targets (mid-to-high 5s Net Debt to EBITDA) • Capital Markets: Demonstrated strong access to capital markets – ATM: $770MM issued in 2022, including $549MM of forward equity. – Private Placement: €150MM of 3.41% Senior Unsecured Notes due 2029 and €200MM of 3.70% Senior Unsecured Notes due 2032 issued in Sep 2022 – Green Bond: $350MM of 2.45% Notes due 2032 issued in Oct 2021 – Equity Issuance: $860MM of equity forward offerings in 2021 – Bond Issuance: €525MM of 0.95% Notes due 2030 and $425MM of 2.25% Notes due 2033 issued in 2021 Balance Sheet Highlights Capitalization ($MM) (1) 12/31/22 Total Equity (2) $16,460 Pro Rata Net Debt Senior Unsecured Notes USD 2,900 Senior Unsecured Notes EUR 3,066 Mortgage Debt, pro rata USD 709 Mortgage Debt, pro rata (EUR $383 / Other $133) 516 Unsecured Revolving Credit Facility USD 0 Unsecured Revolving Credit Facility (EUR $258 / Other $18) 276 Unsecured Term Loans (EUR $229 / GBP $325) 554 Total Pro Rata Debt $8,022 Less: Cash and Cash Equivalents (168) Total Pro Rata Net Debt $7,854 Enterprise Value $24,314 Total Capitalization $24,482 Leverage Metrics Pro Rata Net Debt / Adjusted EBITDA (3)(4) 5.7x Pro Rata Net Debt / Enterprise Value (2)(3) 32.3% Total Consolidated Debt / Gross Assets (5) 39.8% Weighted Average Interest Rate (pro rata) 3.0% Weighted Average Debt Maturity (pro rata) 4.4 years 67% 24% 5% 3% Equity (2) Senior Unsecured Notes Mortgage Debt (pro rata) Unsecured Revolving Credit Facility / Term Loans (6)
20 Principal at Maturity (1) Debt Maturity Schedule % of Total (5) 5.4% 16.2% 20.8% 12.5% 6.9% 6.6% 6.0% 7.0% 6.3% 7.0% 5.3% Interest Rate (5) 3.9% 3.5% 3.8% 3.3% 2.2% 1.4% 3.7% 1.0% 2.4% 2.9% 2.3% $M M 1. Reflects amount due at maturity, excluding unamortized discount and unamortized deferred financing costs. 2. Reflects pro rata balloon payments due at maturity. W. P. Carey has two fully amortizing mortgages due in 2031 ($3MM) and 2039 ($3MM). 3. In January 2023, we entered into a Third Amendment to our Credit Agreement to (i) transition to the Secured Overnight Financing Rate (SOFR) and (ii) increase our accordion feature from $350 million to $650 million. 4. Includes amounts drawn under the credit facility as of December 31, 2022. 5. Reflects the weighted average percentage of debt outstanding and the weighted average interest rate for each year based on the total outstanding balance. 427 255 367 97 21 533 533 533 533 160 560 213 500 450 350 325 500 350 425 554 276 0 200 400 600 800 1,000 1,200 1,400 1,600 1,800 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 Mortgage Debt Unsecured Bonds (EUR) Unsecured Bonds (USD) Unsecured Term Loans Unsecured Credit Facility (2) (3) (4)(3)
21 Metric Covenant December 31, 2022 Total Leverage Total Debt / Total Assets ≤ 60% 39.6% Secured Debt Leverage Secured Debt / Total Assets ≤ 40% 5.7% Fixed Charge Coverage Consolidated EBITDA / Annual Debt Service Charge ≥ 1.5x 5.5x Maintenance of Unencumbered Asset Value Unencumbered Assets / Total Unsecured Debt ≥ 150% 243.4% 1. This is a summary of the key financial covenants for our Senior Unsecured Notes, along with estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants governing the Senior Unsecured Notes. 2. As of December 31, 2022, our Senior Unsecured Notes consisted of the following note issuances: (i) $500 million 4.60% senior unsecured notes due 2024, (ii) €500 million 2.25% senior unsecured notes due 2024, (iii) $450 million 4.00% senior unsecured notes due 2025, (iv) $350 million 4.25% senior unsecured notes due 2026, (v) €500 million 2.25% senior unsecured notes due 2026, (vi) €500 million 2.125% senior unsecured notes due 2027, (vii) €500 million 1.35% senior unsecured notes due 2028, (viii) $325 million 3.85% senior unsecured notes due 2029, (ix) €525 million 0.95% senior unsecured notes due 2030, (x) $500 million 2.40% senior unsecured notes due 2031, (xi) $350 million 2.45% senior unsecured notes due 2032 and (xii) $425 million 2.25% senior unsecured notes due 2033. Excludes the €150MM 3.41% senior unsecured notes due 2029 and €200MM 3.70% senior unsecured notes due 2032 issued in the September 2022 private placement offering. Unsecured Bond Covenants (1) Investment grade balance sheet with a recent upgrades to Baa1 (stable) from Moody’s and BBB+ (stable) from S&P Senior Unsecured Notes (2)
22 $1.65 $1.67 $1.69 $1.70 $1.72 $1.73 $1.76 $1.79 $1.82 $1.88 $1.96 $2.00 $2.03 $2.19 $2.44 $3.39 $3.69 $3.83 $3.93 $4.01 $4.09 $4.14 $4.17 $4.21 $4.24 $0.00 $1.00 $2.00 $3.00 $4.00 $5.00 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Note: Past performance does not guarantee future results. 1. Based on a stock price of $78.15 as of December 31, 2022, and a cash dividend of $1.065 per share declared during 4Q22. 2. Full year dividends declared per share, excluding special dividends. W. P. Carey has increased its dividend every year since going public in 1998 History of Consistent Dividend Growth Dividends per Share (2) • Current annualized dividend of $4.26 with a yield of 5.5% (1) • Conservative and stable payout ratio since conversion to a REIT in September 2012
23 ESG
24 ESG Strategy Environmental Social Governance • Evaluate and target new sustainability-linked investment opportunities, with the goal of growing ABR and portfolio prominence from Green Buildings(1) • Proactively manage our portfolio’s major climate change risks by collecting tenant data and working to integrate with benchmarking organizations, such as GRESB and CDP(2) • Match our current and future Eligible Green Projects(3) with green-linked financing, including the completion of our inaugural $350MM Green Bond offering in October 2021 – Green Bond has now been fully allocated and we have published a comprehensive allocation report on our website • Recent sustainability-linked investments include: – $20MM expansion / solar roof installation for a BREEAM “Excellent” certified distribution facility – $28MM expansion for a LEED Gold certified supermarket warehouse distribution center – $195MM acquisition of a targeted BREEAM “Very Good” logistics facility • Corporate philosophy of Doing Good While Doing Well® and Carey Forward and Carey the Torch programs promote employee volunteer efforts and support community initiatives • Signatory of CEO Act!on Pledge for Diversity, Equity & Inclusion; DEI Advisory Committee coordinates our efforts to facilitate conversations around race, gender & other important topics • Prioritize our employees and maintain a safe and inclusive work environment, where we can attract and retain a high- caliber workforce • Recognized as a constituent in the Bloomberg Gender- Equality Index for a third consecutive year in 2023 • Our workforce: • Women represent: • Commitment to managing risk, providing transparent disclosure and being accountable to our stakeholders • Maintained the highest QualityScore rating of “1” from ISS in Governance • Female representation on our Board represent 36% of directors • Key Governance Highlights 10 out of 11 independent directors, including a separate independent chairperson No related-party transactions Independence of Directors reviewed annually Limitation on over-boarding Proxy access with “3/3/20/20” market standard Opted out of Maryland staggered board provisions, annual director elections No poison pill 36% Racial / Ethnic Diversity (4) 190+ Global Employees 38 Average Employee Age 46% of Global Workforce 33% of Executive Team 46% of Managers 36% of our directors 1. For a building to be considered “green certified” under our investment criteria, it must at a minimum be certified by LEED, BREEAM or a similarly recognized organization or certification process. 2. GRESB – “Global Real Estate Sustainability Benchmark” and CDP – “Carbon Disclosure Project”. 3. Eligible Green Projects are defined in WPC’s Green Financing Framework, available on our website. 4. Data is collected by our Human Resources Department and is only for our U.S.-based employees. • Since our founding in 1973, we have maintained the commitment that acting responsibly towards our stakeholders and our communities is fundamental to being a good corporate citizen • Our cross-functional ESG Committee serves to support our ongoing commitment to environmental and sustainability initiatives, corporate social responsibility and corporate governance
25 Investment Case Study In 2021, we acquired a “BREEAM® Very Good” certified, Class-A logistics facility leased to Jaguar Land Rover Ltd., the U.K.’s largest premium automotive manufacturer Jaguar Land Rover Solihull, United Kingdom 1.1-million-square-foot, newly constructed facility adjacent to JLR’s largest U.K. manufacturing plant LED motion-sensitive lighting Targeted Energy Performance Certificate (EPC) Rating: “A” 90 bicycle spaces; 1,150 space multi-story car park Includes wellness facilities Lease Term: 30 years with inflation-based rent escalations Total Investment: $195 million
26 Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 (as amended, the “Securities Act”) and the Securities Exchange Act of 1934 (as amended, the “Exchange Act”), both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of the Company and can be identified by the use of words such as “may,” “will,” “should,” “would,” “will be,” “will continue,” “will likely result,” “believe,” “project,” “expect,” “anticipate,” “intend,” “estimate” “opportunities,” “possibility,” “strategy,” “maintain” or the negative version of these words and other comparable terms. These forward- looking statements include, but are not limited to, statements that are not historical facts. These statements are based on the current expectations of our management, and it is important to note that our actual results could be materially different from those projected in such forward- looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable risks or uncertainties, like the risks related to inflation and increased interest rates, the effects of pandemics and global outbreaks of contagious diseases (such as the ongoing COVID-19 pandemic) and domestic or geopolitical crises, such as terrorism, military conflict (including the ongoing conflict between Russia and Ukraine and the global response to it), war or the perception that hostilities may be imminent, political instability or civil unrest, or other conflict, and those additional risk factors discussed in reports that we have filed with the SEC, could also have material adverse effects on our future results, performance or achievements. Discussions of some of these other important factors and assumptions are contained in W. P. Carey’s filings with the SEC and are available at the SEC’s website at http://www.sec.gov, including Part I, Item 1A. Risk Factors in W. P. Carey’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events. Cautionary Statement Concerning Forward-Looking Statements All data presented herein is as of December 31, 2022 unless otherwise noted. Amounts may not sum to totals due to rounding. Past performance does not guarantee future results.
27 EBITDA and Adjusted EBITDA We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non- cash and noncore items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies. Other Metrics Pro Rata Metrics This presentation contains certain metrics prepared on a pro rata basis. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. On a full consolidation basis, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. On a pro rata basis, we generally present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments. ABR ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of September 30, 2022 or December 31, 2022. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis. The following non-GAAP financial measures are used in this presentation Disclosures
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