Reconciliation of non-GAAP financial measures,
including FFO, Adjusted FFO, Property NOI, EBITDA and Adjusted
EBITDA are included in the accompanying financial tables.
Wheeler Real Estate Investment Trust, Inc.
(NASDAQ:WHLR) (“Wheeler” or the “Company”) today reported operating
and financial results for its third quarter ended
September 30, 2016 and the nine month period ended
September 30, 2016.
2016 Third Quarter Highlights (all
comparisons to the same prior year period unless otherwise
noted)
- Total revenue from continuing operations increased by 65% or
$4.7 million.
- Property Net Operating Income ("NOI") from continuing
operations increased by 63% to approximately $8.0 million.
- Adjusted Funds from Operations ("AFFO") of $0.04 per common
share and common unit ("Operating Partnership Unit" or "OP
Unit")
- Average rental rate increase on renewals signed during the
quarter was 7.48%.
- Occupancy rate of 93.90% at September 30, 2016, compared
to 94.25% at September 30, 2015.
- For the three month period, the Company declared monthly cash
dividends of approximately $0.0175 per share. On an annualized
basis, this amounted to a dividend of $0.21 per common share and OP
Unit, or a 12.0% dividend yield based on the September 30,
2016 closing price of $1.75 per share.
- During the three months ended September 30, 2016, $23.4 million
and $38.0 million of net proceeds were raised in the Series B
Preferred Stock and Series D Preferred Stock offerings,
respectively.
- During the three months ended September 30, 2016, other income
increased 321% to $0.9 million.
2016 Year-to-Date Highlights (all
comparisons to the same prior year period unless otherwise
noted)
- Total revenue from continuing operations increased by 75% or
$13.8 million for the nine month period ended September 30,
2016.
- NOI from continuing operations increased by 82% to
approximately $22.0 million for the nine month period ended
September 30, 2016.
- During the year, the Company completed the acquisition of an
additional 605,358 square feet of gross leasable area.
- AFFO of $0.10 per common share and OP Unit.
- As of September 30, 2016, Wheeler’s property portfolio
included 55 properties with a gross leasable area of 3,750,976
square feet and eight undeveloped properties totaling approximately
70 acres of land, one self-occupied office building and one 28,000
square foot redevelopment project. As of September 30, 2015,
the Company owned 45 properties with a gross leasable area of
3,338,858 square feet and owned nine undeveloped properties
totaling approximately 80 acres of land, one self-occupied office
building and one 28,000 square foot redevelopment project.
- Other income increased 110% to $1.6 million for the nine month
period ended September 30, 2016.
Jon S. Wheeler, Chairman and Chief Executive Officer, commented,
“I am very pleased with our performance for the third quarter of
2016. Our operations continue to excel as we create efficiencies
internally without sacrificing the properties, and I am confident
that our shareholders will be just as pleased with our performance.
We saw notable increases in revenues year-over-year and I am
ecstatic to report same store NOI growth of 10.2% and a positive
rent spread on renewals of 7.5%, a trend that has been positive
since our IPO four years ago. While we were quiet on the
acquisitions front this quarter, having fully exhausted all of our
available capital on the A-C portfolio acquisition back in April,
we were able to tap into the capital markets successfully; raising
accretive capital that we believe will prove beneficial to our
investors. The deleveraging of our balance sheet via the Series B
Preferred Stock at-the-market offering reduced our overall fixed
costs and increased our earnings run-rate trajectory, and the
Series D Preferred Stock raise provided us with attractive capital
that will allow us to capitalize on a very advantageous
acquisitions environment. Our acquisition pipeline is comprised of
seven grocery-anchored properties under contract as identified as
target acquisitions in the prospectus for the Series D Preferred
Stock offering we closed in September, with the exception of the
property located in Kittanning, PA. The property in Kittanning, PA
remains an acquisition target; however, due to our goal of
investing the net proceeds from the Series D Preferred Stock
offering by year end, the property was replaced with a
grocery-anchored center located in Mt. Airy, NC. The total
acquisition cost of these seven properties totals $91.8 million.
Subject to the completion of our thorough due diligence and the
successful closings of these seven assets by year end 2016, we can
now project that we will cover our annual $0.21 dividend with AFFO,
and we look forward to sharing more details on this front on our
earnings conference call.
Back in January of this year, we set forth very strategic goals
to increase shareholder value that we felt we could deliver on by
year end. As we enter the fourth quarter, I am confident in our
ability to not only deliver on those goals, but also to exceed them
as we progress into 2017. We have been working very hard this year
and as the fourth anniversary of our IPO approaches November 19th,
I am humbled as I reflect on the successes the company has
experienced since 2012.”
2016 Third Quarter Financial
Review
- For the three months ended September 30, 2016, total
revenue from continuing operations increased by approximately 65%
to $11.9 million, compared with total revenue from continuing
operations of $7.2 million for the same prior year period.
- Net loss attributable to Wheeler common shareholders for the
three months ended September 30, 2016 was $2.8 million, or
$0.04 per basic and diluted share, compared to a net loss of $22.1
million, or $0.35 per basic and diluted share, during the same 2015
period. The decrease in net loss for the three months ended
September 30, 2016 was primarily due to the reduction of
preferred stock dividends, a one time $13.1 million deemed dividend
related to beneficial conversion feature of preferred stock that
occurred in the third quarter 2015, and the incremental NOI derived
from the fourteen retail property acquisitions occurring subsequent
to September 30, 2015. These amounts were partially offset by
additional depreciation, amortization and interest expense.
- Wheeler reported FFO available to common shareholders and
holders of OP Units for the three months ended September 30,
2016 of $2.2 million, or $0.03 per common share and OP Unit,
compared to $(2.6) million, or $(0.04) per common share and OP Unit
for the prior year period.
- AFFO for the three months ended September 30, 2016 was
$2.7 million, or $0.04 per common share and OP Unit, compared to
$1.4 million, or $0.02 per common share and OP Unit for the same
period of the prior year.
- NOI from continuing operations increased by 63% to $8.0 million
for the three months ended September 30, 2016, as compared to
NOI from continuing operations of $4.9 million for the prior year
period.
- Adjusted EBITDA was $7.2 million for the three months ended
September 30, 2016, as compared to $4.2 million of Adjusted
EBITDA for the three months ended September 30, 2015.
- During the three months ended September 30, 2016, the Company
recorded $294 thousand in interest income on the notes receivable,
$169 thousand in development fees, and $184 thousand in
commissions, net, attributable to Sea Turtle Marketplace ("Sea
Turtle Development").
2016 Year-to-Date Financial
Review
- For the nine months ended September 30, 2016, total
revenue from continuing operations increased by approximately 75%
to $32.1 million, compared with total revenue from continuing
operations of $18.4 million for the same prior year period.
- Net loss attributable to Wheeler REIT common shareholders for
the nine months ended September 30, 2016 was $9.7 million, or
$0.14 per basic and diluted share, compared to a net loss of $101.1
million, or $3.40 per basic and diluted share, during the same 2015
period. The decrease in net loss for the nine months ended
September 30, 2016 was primarily due to the reduction of
preferred stock dividends, the one time $72.6 million deemed
dividend related to beneficial conversion feature of preferred
stock that occurred in the third quarter 2015, and the incremental
NOI derived from the fourteen retail property acquisitions
occurring subsequent to September 30, 2015. These amounts were
partially offset by additional depreciation, amortization and
interest expense.
- Wheeler reported FFO available to common shareholders and
holders of OP Units for the nine months ended September 30,
2016 of $4.4 million, or $0.06 per common share and OP Unit,
compared to $(8.7) million, or $(0.26) per common share and OP Unit
for the prior year period.
- NOI from continuing operations increased by 82% to $22.0
million for the nine months ended September 30, 2016, as
compared to NOI from continuing operations of $12.1 million for the
prior year period.
- Adjusted EBITDA was $18.1 million for the nine months ended
September 30, 2016, as compared to $9.5 million of Adjusted
EBITDA for the nine months ended September 30, 2015.
- During the nine months ended September 30, 2016, the Company
recorded $294 thousand in interest income on the notes receivable,
$169 thousand in development fees, and $184 thousand in
commissions, net, on Sea Turtle Development.
Leasing Review
- For the three months ended September 30, 2016, the Company
executed fifteen renewals totaling 41,374 square feet at a
weighted-average increase of $0.92 per square foot, representing an
increase of 7.48% over prior rates.
- For the nine months ended September 30, 2016, the Company
executed forty-one renewals totaling 150,191 square feet at a
weighted-average increase of $0.64 per square foot, representing an
increase of 5.58% over prior rates.
- For the three months ended September 30, 2016, Wheeler
signed nineteen new leases totaling approximately 46,745 square
feet with a weighted-average rate of $10.01 per square foot.
- For the nine months ended September 30, 2016, Wheeler
signed thirty-eight new leases totaling approximately 91,414 square
feet with a weighted-average rate of $14.15 per square foot.
- Approximately 8.31% of Wheeler’s gross leasable area is subject
to leases that expire during the twelve months ending September 30,
2017. Based on recent market trends, the Company believes that
tenants will renew these leases at amounts and terms comparable to
existing lease agreements.
- Same-store NOI year-over-over growth for the three months ended
September 30, 2016, was 10.2% on a GAAP basis and 9.3% on a
cash basis. The same-store pool comprises the 1.7 million square
feet that the Company owned as of January 1, 2015. Same-store
results were driven by an 8% increase in revenues, driven by a 12
basis point decline in occupancy to 94.6% at September 30, 2016
from the year-ago period, 1.3% growth in rents per square foot, and
a 25% increase in tenant reimbursements, offset by a 2.9% increase
in property operating expenses.
- Same-store NOI year-over-over growth for the nine months ended
September 30, 2016, was 6.5% on a GAAP basis and 5.6% on a
cash basis. Same-store results were driven by a 11 basis point
decline in occupancy at September 30, 2016 and the year-ago
period, and 1.28% growth in rents per square foot.
Balance Sheet Summary
- The Company’s cash and cash equivalents were $35.8 million at
September 30, 2016, compared to $10.5 million at
December 31, 2015.
- Wheeler’s net investment properties as of September 30,
2016 (including assets held for sale) totaled at $292.4 million, as
compared to $240.0 million as of December 31, 2015.
- The Company’s total debt was $239.9 million (including debt
associated with assets held for sale) at September 30, 2016,
compared to $191.3 million at December 31, 2015. Wheeler’s
weighted-average interest rate and term of its debt (including debt
associated with assets held for sale) was 4.46% and 6.17 years,
respectively, at September 30, 2016, compared to 4.71% and
7.60 years, respectively, at December 31, 2015.
- During the quarter, the Company entered into an $11.0 million
note receivable for the partial funding of Sea Turtle Development
and an $1.0 million note receivable in consideration for the sale
of 10.39 acres of land owned by the Company. The notes are
collateralized by a 2nd deed of trust on the property and accrue
interest at 12% annually. Beginning October 1, 2016, the company
will earn 8% cash interest, with 4% accruing until maturity of the
loan.
Dividend Distribution
- For the three months ended September 30, 2016, the Company
declared approximately $3.9 million in dividend payments to the
holders of our common stock and unitholders.
- For the three months ended September 30, 2016, the Company
declared approximately $1.2 million in dividends to the holders of
our Series A, Series B, and Series D stock.
- For the nine months ended September 30, 2016, the Company
declared approximately $11.4 million in dividend payments to the
holders of our common stock and unitholders.
- For the nine months ended September 30, 2016, the Company
declared approximately $2.0 million in dividends to the holders of
our Series A, Series B, and Series D stock.
Subsequent Activity
- Wheeler’s 66,701 square foot Lumber River Village (“Lumber”)
shopping center located in Lumberton, North Carolina was in the
path of damage caused by Hurricane Matthew. The Company has
communicated with the tenants, insurance carriers and town
officials in assessing the damage. There was minimal to
no damage to the property and no loss of rental revenue.
- Subsequent to quarter end, during the October Board of
Directors meeting, the Governance Committee recommended Mr. John
Sweet to fill the vacant Independent Director position. The full
Board unanimously voted in favor of Mr. Sweet’s directorship and he
was assigned to both the Investment and Finance Committees. Mr.
Sweet is the current Chief Investment Officer for Physician’s
Realty Trust and will retire from the company effective December
31, 2016.
Fourth Quarter 2016
Guidance
Management has established Fourth Quarter 2016 Pro Forma AFFO
Per Share Guidance of $0.21 on an Annualized Basis, representing
AFFO coverage of the Company’s common dividend for the first time
in the Company’s history. More details on guidance will be
discussed on the Company’s earnings conference call.
Supplemental Information
Further details regarding Wheeler Real Estate
Investment Trust, Inc.’s operations and financials for the period
ended September 30, 2016, including a supplemental
presentation, are available through the Company’s website by
visiting www.whlr.us.
About Wheeler Real Estate Investment
Trust, Inc.
Headquartered in Virginia Beach, VA, Wheeler
Real Estate Investment Trust, Inc. is a fully-integrated,
self-managed commercial real estate investment company focused on
acquiring and managing income-producing retail properties with a
primary focus on grocery-anchored centers. Wheeler’s portfolio
contains well-located, potentially dominant retail properties in
secondary and tertiary markets that generate attractive,
risk-adjusted returns, with a particular emphasis on
grocery-anchored retail centers. For additional information about
the Company, please visit: www.whlr.us.
Financial Information
A copy of Wheeler’s Quarterly Report on Form
10-Q, which includes the Company’s consolidated financial
statements and management’s discussion & analysis of financial
condition and results of operations, will be available upon filing
via the U.S. Securities and Exchange Commission website
(www.sec.gov) or through Wheeler’s website at www.whlr.us.
FFO, AFFO, Pro Forma AFFO, Property NOI, EBITDA
and Adjusted EBITDA are non-GAAP financial measures within the
meaning of the rules of the Securities and Exchange Commission.
Wheeler considers FFO, AFFO, Pro Forma AFFO, Property NOI, EBITDA
and Adjusted EBITDA to be important supplemental measures of its
operating performance and believes it is frequently used by
securities analysts, investors and other interested parties in the
evaluation of REITs, many of which present FFO when reporting their
results. FFO is intended to exclude GAAP historical cost
depreciation and amortization of real estate and related assets,
which assumes that the value of real estate assets diminishes
ratably over time. Historically, however, real estate values have
risen or fallen with market conditions. Because FFO excludes
depreciation and amortization unique to real estate and gains and
losses from property dispositions, the Company believes that it
provides a performance measure that, when compared year-over-year,
reflects the impact to operations from trends in occupancy rates,
rental rates, operating costs, development activities and interest
costs, providing perspective not immediately apparent from the
closest GAAP measurement, net income.
Management believes that the computation of FFO
in accordance with NAREIT’s definition includes certain items that
are not indicative of the operating performance of the Company’s
real estate assets. These items include, but are not limited to,
non-recurring expenses, legal settlements, legal and professional
fees, and acquisition costs. Management uses AFFO, which is a
non-GAAP financial measure, to exclude such items. Management
believes that reporting AFFO and Pro Forma AFFO in addition to FFO
is a useful supplemental measure for the investment community to
use when evaluating the operating performance of the Company on a
comparative basis. Management also believes that Property NOI,
EBITDA and Adjusted EBITDA represent important supplemental
measures for securities analysts, investors and other interested
parties, as they are often used in calculating net asset value,
leverage and other financial metrics used by these parties in the
evaluation of REITs.
Forward-Looking StatementThis
press release may contain “forward-looking” statements as defined
in the Private Securities Litigation Reform Act of 1995. When the
Company uses words such as “may,” “will,” “intend,” “should,”
“believe,” “expect,” “anticipate,” “project,” “estimate” or similar
expressions that do not relate solely to historical matters, it is
making forward-looking statements. Forward-looking statements
are not guarantees of future performance and involve risks and
uncertainties that may cause the actual results to differ
materially from the Company’s expectations discussed in the
forward-looking statements. The Company’s expected results
may not be achieved, and actual results may differ materially from
expectations. Specifically, the Company’s statements regarding: (i)
the future generation of financial returns from the acquisition of
‘necessity based’ retail focused properties; (ii) the Company’s
ability to complete future acquisitions of properties; (iii) the
Company's expectation to maintain and/or increase its historical
occupancy rates; (iv) the Company’s expectation that tenants will
renew leases at amounts and terms comparable to existing lease
agreements; (v) the Company's ability to maintain and/or increase
rent spreads; (vi) the Company’s ability to utilize proceeds from
the Series B Preferred Stock and Series D Preferred Stock offerings
and capital markets that will be accretive to investors; (vii) the
Company's ability to cover its $0.21 dividend on a pro forma basis
in the final quarter of 2016; (viii) the anticipated implementation
of the Company’s acquisition strategy; and (ix) the anticipated
ability to produce returns and growth for the Company and its
shareholders are forward-looking statements. These statements are
not guarantees of future performance and are subject to risks,
uncertainties and other factors, some of which are beyond our
control, are difficult to predict and could cause actual results to
differ materially from those expressed or forecasted in the
forward-looking statements. For these reasons, among others,
investors are cautioned not to place undue reliance upon any
forward-looking statements in this press release. Additional
factors are discussed in the Company's filings with the U.S.
Securities and Exchange Commission, which are available for review
at www.sec.gov. The Company undertakes no obligation to publicly
revise these forward‐looking statements to reflect events or
circumstances that arise after the date hereof.
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries |
Condensed Consolidated Statements of
Operations |
|
|
|
Three Months Ended September
30, |
|
Nine Months Ended September
30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(unaudited) |
REVENUE: |
|
|
|
|
|
|
|
|
Rental
revenues |
|
$ |
8,590,439 |
|
|
$ |
5,639,218 |
|
|
$ |
23,787,801 |
|
|
$ |
13,743,870 |
|
Asset
management fees |
|
163,092 |
|
|
132,335 |
|
|
623,340 |
|
|
465,817 |
|
Commissions |
|
589,656 |
|
|
86,682 |
|
|
833,516 |
|
|
307,292 |
|
Tenant
reimbursements and other income |
|
2,567,491 |
|
|
1,371,311 |
|
|
6,887,918 |
|
|
3,864,879 |
|
|
|
|
|
|
|
|
|
|
Total Revenue |
|
11,910,678 |
|
7,229,546 |
|
32,132,575 |
|
18,381,858 |
|
|
|
|
|
|
|
|
|
OPERATING
EXPENSES: |
|
|
|
|
|
|
|
|
Property
operations |
|
3,026,594 |
|
|
2,117,237 |
|
|
8,498,715 |
|
|
5,519,195 |
|
Non-REIT
management and leasing services |
|
695,542 |
|
|
343,393 |
|
|
1,351,640 |
|
|
999,186 |
|
Depreciation and amortization |
|
4,994,572 |
|
|
4,881,937 |
|
|
15,306,331 |
|
|
11,722,164 |
|
Provision
for credit losses |
|
31,330 |
|
|
112,580 |
|
|
196,311 |
|
|
214,316 |
|
Corporate
general & administrative |
|
1,495,521 |
|
|
4,851,980 |
|
|
6,290,460 |
|
|
10,615,200 |
|
|
|
|
|
|
|
|
|
|
Total Operating Expenses |
|
10,243,559 |
|
12,307,127 |
|
31,643,457 |
|
29,070,061 |
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
1,667,119 |
|
|
(5,077,581 |
) |
|
489,118 |
|
|
(10,688,203 |
) |
|
|
|
|
|
|
|
|
|
Interest
income |
|
299,239 |
|
|
30,407 |
|
|
301,378 |
|
|
113,738 |
|
Interest
expense |
|
(3,639,414 |
) |
|
(2,328,476 |
) |
|
(9,801,442 |
) |
|
(6,450,461 |
) |
|
|
|
|
|
|
|
|
|
Net Loss from Continuing Operations |
|
(1,673,056 |
) |
|
(7,375,650 |
) |
|
(9,010,946 |
) |
|
(17,024,926 |
) |
|
|
|
|
|
|
|
|
|
Discontinued Operations: |
|
|
|
|
|
|
|
|
Income
from discontinued operations |
|
39,114 |
|
|
217,234 |
|
|
115,463 |
|
|
348,083 |
|
Gain on
disposal of properties |
|
805 |
|
|
— |
|
|
688,824 |
|
|
— |
|
Net Income from Discontinued Operations |
|
39,919 |
|
|
217,234 |
|
|
804,287 |
|
|
348,083 |
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
(1,633,137 |
) |
|
(7,158,416 |
) |
|
(8,206,659 |
) |
|
(16,676,843 |
) |
|
|
|
|
|
|
|
|
|
Less: Net
loss attributable to noncontrolling interests |
|
(121,892 |
) |
|
(428,702 |
) |
|
(767,679 |
) |
|
(1,331,294 |
) |
|
|
|
|
|
|
|
|
|
Net Loss Attributable to Wheeler REIT |
|
(1,511,245 |
) |
|
(6,729,714 |
) |
|
(7,438,980 |
) |
|
(15,345,549 |
) |
|
|
|
|
|
|
|
|
|
Preferred
stock dividends |
|
(1,240,811 |
) |
|
(2,279,907 |
) |
|
(2,263,410 |
) |
|
(13,116,232 |
) |
Deemed
dividend related to beneficial conversion feature of preferred
stock |
|
— |
|
|
(13,124,506 |
) |
|
— |
|
|
(72,644,506 |
) |
|
|
|
|
|
|
|
|
|
Net Loss Attributable to Wheeler REIT Common
Shareholders |
|
$ |
(2,752,056 |
) |
|
$ |
(22,134,127 |
) |
|
$ |
(9,702,390 |
) |
|
$ |
(101,106,287 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss per
share from continuing operations (basic and diluted): |
|
$ |
(0.04 |
) |
|
$ |
(0.35 |
) |
|
$ |
(0.15 |
) |
|
$ |
(3.41 |
) |
Income
per share from discontinued operations: |
|
— |
|
|
— |
|
|
0.01 |
|
|
0.01 |
|
|
|
$ |
(0.04 |
) |
|
$ |
(0.35 |
) |
|
$ |
(0.14 |
) |
|
$ |
(3.40 |
) |
|
|
|
|
|
|
|
|
|
Weighted-average number of shares: |
|
|
|
|
|
|
|
|
Basic and
Diluted |
|
67,899,504 |
|
|
63,262,408 |
|
|
67,155,184 |
|
|
29,757,718 |
|
|
|
|
|
|
|
|
|
|
Dividends
declared per common share |
|
$ |
0.05 |
|
|
$ |
0.05 |
|
|
$ |
0.16 |
|
|
$ |
0.18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries |
Condensed Consolidated Balance
Sheets |
|
|
|
September 30, 2016 |
|
December 31, 2015 |
|
|
(unaudited) |
|
|
ASSETS: |
|
|
|
|
Investment properties, net |
|
$ |
292,212,257 |
|
|
$ |
238,764,631 |
|
Cash and
cash equivalents |
|
35,816,636 |
|
|
10,477,576 |
|
Restricted cash |
|
10,309,397 |
|
|
7,592,984 |
|
Rents and
other tenant receivables, net |
|
3,235,105 |
|
|
2,970,380 |
|
Related
party receivables |
|
1,365,950 |
|
|
482,320 |
|
Notes
receivable |
|
12,000,000 |
|
|
— |
|
Goodwill |
|
5,485,823 |
|
|
5,485,823 |
|
Assets
held for sale |
|
365,880 |
|
|
1,692,473 |
|
Above
market lease intangibles, net |
|
7,718,507 |
|
|
6,517,529 |
|
Deferred
costs and other assets, net |
|
36,098,994 |
|
|
35,259,526 |
|
|
|
|
|
|
Total Assets |
|
$ |
404,608,549 |
|
|
$ |
309,243,242 |
|
|
|
|
|
|
LIABILITIES: |
|
|
|
|
Loans
payable |
|
$ |
231,767,262 |
|
|
$ |
184,629,082 |
|
Liabilities associated with assets held for sale |
|
1,350,000 |
|
|
1,992,318 |
|
Below
market lease intangible, net |
|
8,718,947 |
|
|
7,721,335 |
|
Accounts
payable, accrued expenses and other liabilities |
|
10,147,839 |
|
|
7,533,769 |
|
Total Liabilities |
|
251,984,048 |
|
201,876,504 |
|
|
|
|
|
Commitments and
contingencies |
|
|
|
|
Series D cumulative
convertible preferred stock (no par value, 2,500,000 and 0 shares
authorized, 1,600,000 and 0 shares issued and outstanding,
respectively) |
|
38,014,257 |
|
|
— |
|
|
|
|
|
|
EQUITY: |
|
|
|
|
Series A
preferred stock (no par value, 4,500 shares authorized, 562 shares
issued and outstanding, respectively) |
|
452,971 |
|
|
452,971 |
|
Series B
convertible preferred stock (no par value, 5,000,000 and 3,000,000
shares authorized, 1,871,244 and 729,119 shares issued and
outstanding, respectively) |
|
40,710,868 |
|
|
17,085,147 |
|
Common
stock ($0.01 par value, 150,000,000 and 75,000,000 shares
authorized, 67,940,487 and 66,259,673 shares issued and
outstanding, respectively) |
|
679,404 |
|
|
662,596 |
|
Additional paid-in capital |
|
222,725,476 |
|
|
220,370,984 |
|
Accumulated deficit |
|
(160,594,653 |
) |
|
(140,306,846 |
) |
Total
Shareholders' Equity |
|
103,974,066 |
|
98,264,852 |
|
|
|
|
|
Noncontrolling interests |
|
10,636,178 |
|
|
9,101,886 |
|
|
|
|
|
|
Total Equity |
|
114,610,244 |
|
107,366,738 |
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
404,608,549 |
|
|
$ |
309,243,242 |
|
|
|
|
|
|
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries |
Reconciliation of Funds From Operations
(FFO) |
(unaudited) |
|
|
|
Three Months Ended September 30, |
|
|
Same Stores |
|
New Stores |
|
Total |
|
Period Over Period Changes |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
$ |
|
% |
Net income (loss) |
|
$ |
(1,791,770 |
) |
|
$ |
(5,281,471 |
) |
|
$ |
158,633 |
|
|
$ |
(1,876,945 |
) |
|
$ |
(1,633,137 |
) |
|
$ |
(7,158,416 |
) |
|
$ |
5,525,279 |
|
|
77.19 |
% |
Depreciation of real
estate assets from continuing operations |
|
1,629,915 |
|
|
2,366,989 |
|
|
3,364,657 |
|
|
2,514,948 |
|
|
4,994,572 |
|
|
4,881,937 |
|
|
112,635 |
|
|
2.31 |
% |
Depreciation of real
estate assets from discontinued operations |
|
— |
|
|
95,916 |
|
|
— |
|
|
12,970 |
|
|
— |
|
|
108,886 |
|
|
(108,886 |
) |
|
(100.00 |
)% |
Depreciation of real
estate assets |
|
1,629,915 |
|
|
2,462,905 |
|
|
3,364,657 |
|
|
2,527,918 |
|
|
4,994,572 |
|
|
4,990,823 |
|
|
3,749 |
|
|
0.08 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of
discontinued operations |
|
(805 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(805 |
) |
|
— |
|
|
(805 |
) |
|
— |
% |
FFO |
|
$ |
(162,660 |
) |
|
$ |
(2,818,566 |
) |
|
$ |
3,523,290 |
|
|
$ |
650,973 |
|
|
$ |
3,360,630 |
|
|
$ |
(2,167,593 |
) |
|
$ |
5,528,223 |
|
|
255.04 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, |
|
|
Same Stores |
|
New Stores |
|
Total |
|
Period Over Period Changes |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
$ |
|
% |
Net loss |
|
$ |
(6,773,524 |
) |
|
$ |
(13,015,507 |
) |
|
$ |
(1,433,135 |
) |
|
$ |
(3,661,336 |
) |
|
$ |
(8,206,659 |
) |
|
$ |
(16,676,843 |
) |
|
$ |
8,470,184 |
|
|
50.79 |
% |
Depreciation of real
estate assets from continuing operations |
|
5,453,494 |
|
|
7,418,270 |
|
|
9,852,837 |
|
|
4,303,894 |
|
|
15,306,331 |
|
|
11,722,164 |
|
|
3,584,167 |
|
|
30.58 |
% |
Depreciation of real
estate assets from discontinued operations |
|
— |
|
|
510,819 |
|
|
— |
|
|
69,073 |
|
|
— |
|
|
579,892 |
|
|
(579,892 |
) |
|
(100.00 |
)% |
Depreciation of real
estate assets |
|
5,453,494 |
|
|
7,929,089 |
|
|
9,852,837 |
|
|
4,372,967 |
|
|
15,306,331 |
|
|
12,302,056 |
|
|
3,004,275 |
|
|
24.42 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of
discontinued operations |
|
(688,824 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(688,824 |
) |
|
— |
|
|
(688,824 |
) |
|
— |
% |
FFO |
|
$ |
(2,008,854 |
) |
|
$ |
(5,086,418 |
) |
|
$ |
8,419,702 |
|
|
$ |
711,631 |
|
|
$ |
6,410,848 |
|
|
$ |
(4,374,787 |
) |
|
$ |
10,785,635 |
|
|
246.54 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries Reconciliation of Adjusted
Funds From Operations
(AFFO)(unaudited) |
|
|
|
Three Months EndedSeptember
30, |
|
Nine Months EndedSeptember
30, |
|
|
2016 |
|
2015 (3) |
|
2016 |
|
2015 (3) |
Net
loss |
|
$ |
(1,633,137 |
) |
|
$ |
(7,158,416 |
) |
|
$ |
(8,206,659 |
) |
|
$ |
(16,676,843 |
) |
Depreciation of real estate assets from continuing operations |
|
4,994,572 |
|
|
4,881,937 |
|
|
15,306,331 |
|
|
11,722,164 |
|
Depreciation of real estate assets from discontinued
operations |
|
— |
|
|
108,886 |
|
|
— |
|
|
579,892 |
|
Depreciation of real estate assets |
|
4,994,572 |
|
|
4,990,823 |
|
|
15,306,331 |
|
|
12,302,056 |
|
Gain
on sale of discontinued operations |
|
(805 |
) |
|
— |
|
|
(688,824 |
) |
|
— |
|
FFO |
|
3,360,630 |
|
|
(2,167,593 |
) |
|
6,410,848 |
|
|
(4,374,787 |
) |
Preferred stock dividends |
|
(1,240,811 |
) |
|
(2,279,907 |
) |
|
(2,263,410 |
) |
|
(13,116,232 |
) |
Preferred stock accretion adjustments |
|
78,369 |
|
|
1,857,133 |
|
|
255,420 |
|
|
8,836,696 |
|
FFO
available to common shareholders and common unitholders |
|
2,198,188 |
|
|
(2,590,367 |
) |
|
4,402,858 |
|
|
(8,654,323 |
) |
Acquisition costs |
|
117,951 |
|
|
1,733,639 |
|
|
914,302 |
|
|
3,167,378 |
|
Capital related costs |
|
60,679 |
|
|
1,826,240 |
|
|
310,547 |
|
|
2,447,890 |
|
Other
non-recurring and non-cash expenses (1) |
|
47,055 |
|
|
149,833 |
|
|
506,257 |
|
|
566,813 |
|
Share-based compensation |
|
170,750 |
|
|
54,700 |
|
|
581,750 |
|
|
356,000 |
|
Straight-line rent |
|
(81,073 |
) |
|
(108,595 |
) |
|
(223,143 |
) |
|
(202,030 |
) |
Loan
cost amortization |
|
628,899 |
|
|
303,463 |
|
|
1,464,347 |
|
|
1,048,711 |
|
Accrued interest income |
|
(294,038 |
) |
|
— |
|
|
(294,038 |
) |
|
— |
|
Above
(below) market lease amortization |
|
(3,053 |
) |
|
153,512 |
|
|
69,209 |
|
|
562,987 |
|
Perimeter legal accrual |
|
— |
|
|
3,504 |
|
|
— |
|
|
127,804 |
|
Recurring capital expenditures and tenant improvement reserves |
|
(187,555 |
) |
|
(166,700 |
) |
|
(514,574 |
) |
|
(437,100 |
) |
AFFO |
|
$ |
2,657,803 |
|
|
$ |
1,359,229 |
|
|
$ |
7,217,515 |
|
|
$ |
(1,015,870 |
) |
|
|
|
|
|
|
|
|
|
Weighted Average Common Shares |
|
67,899,504 |
|
|
63,262,408 |
|
|
67,155,184 |
|
|
29,757,718 |
|
Weighted Average Common Units |
|
5,751,908 |
|
|
4,149,556 |
|
|
5,367,945 |
|
|
3,797,605 |
|
Total
Common Shares and Units |
|
73,651,412 |
|
|
67,411,964 |
|
|
72,523,129 |
|
|
33,555,323 |
|
FFO
per Common Share and Common Units |
|
$ |
0.03 |
|
|
$ |
(0.04 |
) |
|
$ |
0.06 |
|
|
$ |
(0.26 |
) |
AFFO
per Common Share and Common Units |
|
$ |
0.04 |
|
|
$ |
0.02 |
|
|
$ |
0.10 |
|
|
$ |
(0.03 |
) |
Pro
Forma AFFO per Common Share and Common Units (2) |
|
$ |
0.04 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Other non-recurring expenses are detailed in "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" included in our September 2016 Quarterly Report on Form
10-Q.(2) Pro forma AFFO assumes the following adjustments to
reported results: $270k in interest expense savings, assuming
our Key Bank line balance was paid down on 6/30/16; replacing $294k
of accrued interest income with $240k and $120k of cash and accrued
interest income, respectively, based on contractual obligations
beginning 10/1/16; the full quarter effect of preferred dividends
on 400,000 of the 1,600,000 outstanding Series D shares,
representing invested Series D proceeds to-date as of September 30,
2016.(3) We did not provide Pro Forma AFFO per common share and
common unit for 2015 as we consider it not meaningful to the 2016
presentation.
|
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries |
Reconciliation of Property Net Operating
Income |
(unaudited) |
|
|
|
Three Months EndedSeptember
30, |
|
Nine Months EndedSeptember
30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
Property revenues |
|
$ |
10,988,785 |
|
|
$ |
7,010,529 |
|
|
$ |
30,506,574 |
|
|
$ |
17,608,749 |
|
Property expenses |
|
3,026,594 |
|
|
2,117,237 |
|
|
8,498,715 |
|
|
5,519,195 |
|
|
|
|
|
|
|
|
|
|
Property Net Operating Income |
|
7,962,191 |
|
4,893,292 |
|
22,007,859 |
|
12,089,554 |
|
|
|
|
|
|
|
|
|
Asset
Management and Commission Revenues |
|
752,748 |
|
|
219,017 |
|
|
1,456,856 |
|
|
773,109 |
|
Other
non-property income |
|
169,145 |
|
|
— |
|
|
169,145 |
|
|
— |
|
Other Income |
|
921,893 |
|
|
219,017 |
|
|
1,626,001 |
|
|
773,109 |
|
|
|
|
|
|
|
|
|
|
Non-REIT management and
leasing services |
|
695,542 |
|
|
343,393 |
|
|
1,351,640 |
|
|
999,186 |
|
Depreciation and
amortization |
|
4,994,572 |
|
|
4,881,937 |
|
|
15,306,331 |
|
|
11,722,164 |
|
Provision for credit
losses |
|
31,330 |
|
|
112,580 |
|
|
196,311 |
|
|
214,316 |
|
Corporate general &
administrative |
|
1,495,521 |
|
|
4,851,980 |
|
|
6,290,460 |
|
|
10,615,200 |
|
|
|
|
|
|
|
|
|
|
Total Other Operating Expenses |
|
7,216,965 |
|
10,189,890 |
|
23,144,742 |
|
23,550,866 |
|
|
|
|
|
|
|
|
|
Interest income |
|
299,239 |
|
|
30,407 |
|
|
301,378 |
|
|
113,738 |
|
Interest expense |
|
(3,639,414 |
) |
|
(2,328,476 |
) |
|
(9,801,442 |
) |
|
(6,450,461 |
) |
|
|
|
|
|
|
|
|
|
Net Loss from Continuing Operations |
|
(1,673,056 |
) |
|
(7,375,650 |
) |
|
(9,010,946 |
) |
|
(17,024,926 |
) |
Discontinued Operations |
|
|
|
|
|
|
|
|
Income
from operations |
|
39,114 |
|
|
217,234 |
|
|
115,463 |
|
|
348,083 |
|
Gain on
disposal of properties |
|
805 |
|
|
— |
|
|
688,824 |
|
|
— |
|
Net Income from Discontinued Operations |
|
39,919 |
|
|
217,234 |
|
|
804,287 |
|
|
348,083 |
|
Net Loss |
|
$ |
(1,633,137 |
) |
|
$ |
(7,158,416 |
) |
|
$ |
(8,206,659 |
) |
|
$ |
(16,676,843 |
) |
|
|
|
|
|
|
|
|
|
Wheeler Real Estate Investment Trust, Inc. and
Subsidiaries |
Reconciliation of Earnings Before Interest,
Taxes, Depreciation and Amortization - EBITDA |
(unaudited) |
|
|
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
Net Loss |
|
$ |
(1,633,137 |
) |
|
$ |
(7,158,416 |
) |
|
$ |
(8,206,659 |
) |
|
$ |
(16,676,843 |
) |
Add back:
Depreciation and amortization (1) |
|
4,991,519 |
|
|
5,144,335 |
|
|
15,375,540 |
|
|
12,865,043 |
|
Interest
Expense (2) |
|
3,653,731 |
|
|
2,544,403 |
|
|
9,857,405 |
|
|
7,140,459 |
|
EBITDA |
|
7,012,113 |
|
|
530,322 |
|
|
17,026,286 |
|
|
3,328,659 |
|
Adjustments
for items affecting comparability: |
|
|
|
|
|
|
|
Acquisition costs |
|
117,951 |
|
|
1,733,639 |
|
|
914,302 |
|
|
3,167,378 |
|
Capital
related costs |
|
60,679 |
|
|
1,826,240 |
|
|
310,547 |
|
|
2,447,890 |
|
Other
non-recurring expenses (3) |
|
47,055 |
|
|
149,833 |
|
|
506,257 |
|
|
566,813 |
|
Gain on
disposal of properties |
|
(805 |
) |
|
— |
|
|
(688,824 |
) |
|
— |
|
|
|
$ |
7,236,993 |
|
|
$ |
4,240,034 |
|
|
$ |
18,068,568 |
|
|
$ |
9,510,740 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Includes above (below) market lease amortization and amounts
associated with assets held for sale.(2) Includes loan cost
amortization and amounts associated with assets held for sale.(3)
Other non-recurring expenses are detailed in "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" included in our September 2016 Quarterly Report on Form
10-Q.
CONTACT:
Wheeler Real Estate Investment Trust, Inc.
Wilkes Graham
Chief Financial Officer
(757) 627-9088 / wilkes@whlr.us
Robin Hanisch
Corporate Secretary
(757) 627-9088 / robin@whlr.us
Laura Nguyen
Director of Capital Markets
(757) 627-9088 / lnguyen@whlr.us
Wheeler Real Estate Inve... (NASDAQ:WHLR)
Historical Stock Chart
From Jun 2024 to Jul 2024
Wheeler Real Estate Inve... (NASDAQ:WHLR)
Historical Stock Chart
From Jul 2023 to Jul 2024