Americold Realty Trust (NYSE: COLD) (the “Company”), the world’s
largest publicly traded REIT focused on the ownership, operation,
acquisition and development of temperature-controlled warehouses,
today announced financial and operating results for the fourth
quarter ended December 31, 2021.
Fourth Quarter 2021
Highlights
- Total revenue increased 36.8% to
$716.5 million.
- Total NOI increased 5.9% to $161.4
million.
- Core EBITDA increased 5.6% on an
actual basis, and 7.5% on a constant currency basis, to $123.7
million.
- Net loss of $8.0 million, or $0.03
loss per diluted common share.
- Core FFO of $70.2 million, or $0.26
per diluted common share.
- AFFO of $82.2 million, or $0.31 per
diluted common share.
- Global Warehouse segment revenue
increased 35.9% to $554.2 million.
- Global Warehouse segment NOI
increased 3.6% to $150.9 million.
- Global Warehouse segment same store
revenue increased 2.5%, or 2.7% on a constant currency basis,
Global Warehouse segment same store NOI decreased by 8.2%, or 8.1%
on a constant currency basis.
- On November 12, 2021, closed on the
acquisition of a recently constructed cold-storage facility in
Denver for $53.6 million. At the end of the year the Company exited
a smaller leased facility in this market.
- On November 15, 2021, closed on the
acquisition of Lago Cold Stores in Brisbane, Australia for A$106.4
million, or $75.1 million USD. Lago consists of a 5.4 million cubic
feet owned facility, generating approximately 78% of its total NOI,
and two leased facilities.
- On December 10, 2021, entered into
an agreement to increase our revolving credit facility by $150
million and our Term Loan Tranche A-1 by $50 million.
- Announced the expansion of our
Barcelona facility with an expected cost of $15 million to add 3.3
million cubic feet to support the growth of existing and new
customers in consumer packaged goods, protein and dairy
commodities, and food service sector. The expansion is expected to
be completed by the fourth quarter of 2022.
- Announced appointment of George
Chappelle as permanent Chief Executive Officer by the Board of
Trustees.
Full Year 2021 Highlights
- Total revenue
increased 36.6% to $2.71 billion.
- Total NOI increased 14.2% to $629.7
million.
- Core EBITDA increased 11.4% to
$474.5 million, or 11.0% on a constant currency basis.
- Net loss of $30.3 million, or $0.12
loss per diluted common share.
- Core FFO of $232.8 million, or
$0.89 per diluted common share.
- AFFO of $299.5 million, or $1.15
per diluted common share.
- Global Warehouse segment revenue
increased 34.6% to $2.09 billion.
- Global Warehouse segment NOI
increased 12.7% to $586.4 million.
- Global Warehouse segment same store
revenue increased 1.3%, or 0.3% on a constant currency basis,
Global Warehouse segment same store NOI decreased 4.9%, or 5.8% on
a constant currency basis.
Fourth Quarter 2021 Total Company
Financial ResultsTotal revenue for the fourth quarter of
2021 was $716.5 million, a 36.8% increase from the same quarter of
the prior year. This growth was primarily driven by the incremental
revenue from acquisitions, including warehouse and transportation
operations, our recently completed expansion and development
projects and contractual and market-driven rate escalations. These
increases are partially offset by the continued impacts of COVID-19
and resulting supply chain disruption which impacted our holdings
across our network as food production has been unable to keep up
with steady consumer demand.
Total NOI for the fourth quarter of 2021 was
$161.4 million, an increase of 5.9% from the same quarter of the
prior year. This increase is primarily as a result of the
acquisitions completed during late 2020 and 2021, partially offset
by continued disruption in the food supply chain, labor shortages
and wage and other inflationary pressure on costs across our global
portfolio.
Core EBITDA was $123.7 million for the fourth
quarter of 2021, compared to $117.2 million for the same quarter of
the prior year. This reflects a 5.6% increase over prior year on an
actual basis, and 7.5% on a constant currency basis, driven
primarily from an increase in total NOI, partially offset by
incremental selling, general and administrative costs.
For the fourth quarter of 2021, the Company
reported net loss of $8.0 million, or $0.03 per diluted share,
compared to net loss of $44.0 million, or $0.21 per diluted share,
for the same quarter of the prior year.
For the fourth quarter of 2021, Core FFO was
$70.2 million, or $0.26 per diluted share, compared to $81.9
million, or $0.39 per diluted share, for same quarter of the prior
year.
For the fourth quarter of 2021, AFFO was $82.2
million, or $0.31 per diluted share, compared to $76.9 million, or
$0.37 per diluted share, for the same quarter of the prior
year.
Please see the Company’s supplemental financial
information for the definitions and reconciliations of non-GAAP
financial measures to the most comparable GAAP financial
measures.
Fourth Quarter 2021 Global Warehouse
Segment ResultsFor the fourth quarter of 2021, Global
Warehouse segment revenue was $554.2 million, an increase of $146.3
million, or 36%, compared to $407.8 million for the fourth quarter
of 2020. This growth was driven by the recently completed
acquisitions and ramp of recently completed development projects,
paired with contractual and market-driven rate escalations,
partially offset by the impact of food supply chain disruption
resulting in lower economic occupancy and throughput in our same
store portfolio.
Global Warehouse segment NOI was $150.9 million
for the fourth quarter of 2021, an increase of 3.6%. The increase
in Global Warehouse segment NOI is driven by our recently completed
acquisitions, largely offset by the impact of inflationary
pressures across our portfolio. Global Warehouse segment margin was
27.2% for the fourth quarter of 2021, an 849 basis point decrease
compared to the same quarter of the prior year, due to lower-margin
acquisitions and inflationary cost pressures.
We had 160 same stores for the three months
ended December 31, 2021. The following table presents
revenues, cost of operations, contribution (NOI) and margins for
our same stores and non-same stores with a reconciliation to the
total financial metrics of our warehouse segment for the three
months ended December 31, 2021. Amounts related to the Agro,
AM-C, Bowman Stores, Caspers, ColdCo, Hall’s, KMT Brrr!, Lago Cold
Stores, Liberty Freezers and Newark Facility Management
acquisitions are reflected within non-same store results.
|
Three Months Ended December 31, |
|
Change |
Dollars in thousands |
2021 actual |
|
2021 constant currency(1) |
|
2020 actual |
|
Actual |
|
Constant currency |
|
|
|
|
|
|
|
|
|
|
TOTAL WAREHOUSE
SEGMENT |
|
|
|
|
|
|
|
|
|
Number of total
warehouses(2) |
|
241 |
|
|
|
|
|
229 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
revenue: |
|
|
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
233,367 |
|
|
$ |
234,150 |
|
|
$ |
173,822 |
|
|
34.3 |
% |
|
34.7 |
% |
Warehouse services |
|
320,788 |
|
|
|
321,873 |
|
|
|
233,989 |
|
|
37.1 |
% |
|
37.6 |
% |
Total revenue |
$ |
554,155 |
|
|
$ |
556,023 |
|
|
$ |
407,811 |
|
|
35.9 |
% |
|
36.3 |
% |
Global Warehouse
contribution (NOI) |
$ |
150,884 |
|
|
$ |
151,472 |
|
|
$ |
145,672 |
|
|
3.6 |
% |
|
4.0 |
% |
Global Warehouse
margin |
|
27.2 |
% |
|
|
27.2 |
% |
|
|
35.7 |
% |
|
-849 bps |
|
|
-848 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
Global Warehouse rent
and storage metrics: |
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
4,206 |
|
|
n/a |
|
|
|
3,367 |
|
|
24.9 |
% |
|
n/a |
|
Average physical occupied pallets |
|
3,861 |
|
|
n/a |
|
|
|
3,075 |
|
|
25.6 |
% |
|
n/a |
|
Average physical pallet positions |
|
5,409 |
|
|
n/a |
|
|
|
4,252 |
|
|
27.2 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
77.8 |
% |
|
n/a |
|
|
|
79.2 |
% |
|
-144 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
71.4 |
% |
|
n/a |
|
|
|
72.3 |
% |
|
-94 bps |
|
|
n/a |
|
Total rent and storage revenue
per economic occupied pallet |
$ |
55.48 |
|
|
$ |
55.67 |
|
|
$ |
51.62 |
|
|
7.5 |
% |
|
7.8 |
% |
Total rent and storage revenue
per physical occupied pallet |
$ |
60.43 |
|
|
$ |
60.64 |
|
|
$ |
56.52 |
|
|
6.9 |
% |
|
7.3 |
% |
Global Warehouse
services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
10,346 |
|
|
n/a |
|
|
|
8,290 |
|
|
24.8 |
% |
|
n/a |
|
Total warehouse services
revenue per throughput pallet |
$ |
31.01 |
|
|
$ |
31.11 |
|
|
$ |
28.23 |
|
|
9.9 |
% |
|
10.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
|
Number of same store
warehouses |
|
160 |
|
|
|
|
|
160 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse same
store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
159,917 |
|
|
$ |
160,263 |
|
|
$ |
155,469 |
|
|
2.9 |
% |
|
3.1 |
% |
Warehouse services |
|
218,898 |
|
|
|
219,164 |
|
|
|
213,940 |
|
|
2.3 |
% |
|
2.4 |
% |
Total same store revenue |
$ |
378,815 |
|
|
$ |
379,427 |
|
|
$ |
369,409 |
|
|
2.5 |
% |
|
2.7 |
% |
Global Warehouse same
store contribution (NOI) |
$ |
125,901 |
|
|
$ |
126,073 |
|
|
$ |
137,139 |
|
|
(8.2) |
% |
|
(8.1) |
% |
Global Warehouse same
store margin |
|
33.2 |
% |
|
|
33.2 |
% |
|
|
37.1 |
% |
|
-389 bps |
|
|
-390 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse same
store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
2,977 |
|
|
n/a |
|
|
|
3,029 |
|
|
(1.7) |
% |
|
n/a |
|
Average physical occupied pallets |
|
2,653 |
|
|
n/a |
|
|
|
2,752 |
|
|
(3.6) |
% |
|
n/a |
|
Average physical pallet positions |
|
3,746 |
|
|
n/a |
|
|
|
3,751 |
|
|
(0.1) |
% |
|
n/a |
|
Economic occupancy
percentage |
|
79.5 |
% |
|
n/a |
|
|
|
80.8 |
% |
|
-129 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
70.8 |
% |
|
n/a |
|
|
|
73.4 |
% |
|
-255 bps |
|
|
n/a |
|
Same store rent and storage
revenue per economic occupied pallet |
$ |
53.72 |
|
|
$ |
53.84 |
|
|
$ |
51.33 |
|
|
4.7 |
% |
|
4.9 |
% |
Same store rent and storage
revenue per physical occupied pallet |
$ |
60.29 |
|
|
$ |
60.42 |
|
|
$ |
56.50 |
|
|
6.7 |
% |
|
6.9 |
% |
Global Warehouse same
store services metrics: |
|
|
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
7,340 |
|
|
n/a |
|
|
|
7,440 |
|
|
(1.3) |
% |
|
n/a |
|
Same store warehouse services
revenue per throughput pallet |
$ |
29.82 |
|
|
$ |
29.86 |
|
|
$ |
28.76 |
|
|
3.7 |
% |
|
3.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, |
|
Change |
Dollars in thousands |
2021 actual |
|
2021 constant currency(1) |
|
2020 actual |
|
Actual |
|
Constant currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of non-same store
warehouses(3) |
|
81 |
|
|
|
|
|
69 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
non-same store revenue: |
|
|
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
73,450 |
|
|
$ |
73,887 |
|
|
$ |
18,353 |
|
|
300.2 |
% |
|
302.6 |
% |
Warehouse services |
|
101,890 |
|
|
|
102,709 |
|
|
|
20,049 |
|
|
408.2 |
% |
|
412.3 |
% |
Total non-same store
revenue |
$ |
175,340 |
|
|
$ |
176,596 |
|
|
$ |
38,402 |
|
|
356.6 |
% |
|
359.9 |
% |
Global Warehouse
non-same store contribution (NOI) |
$ |
24,983 |
|
|
$ |
25,399 |
|
|
$ |
8,533 |
|
|
192.8 |
% |
|
197.7 |
% |
Global Warehouse
non-same store margin |
|
14.2 |
% |
|
|
14.4 |
% |
|
|
22.2 |
% |
|
-797 bps |
|
|
-784 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse
non-same store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
1,229 |
|
|
n/a |
|
|
|
338 |
|
|
263.3 |
% |
|
n/a |
|
Average physical occupied pallets |
|
1,209 |
|
|
n/a |
|
|
|
324 |
|
|
273.6 |
% |
|
n/a |
|
Average physical pallet positions |
|
1,663 |
|
|
n/a |
|
|
|
501 |
|
|
232.0 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
73.9 |
% |
|
n/a |
|
|
|
67.5 |
% |
|
636 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
72.7 |
% |
|
n/a |
|
|
|
64.6 |
% |
|
810 bps |
|
|
n/a |
|
Non-same store rent and
storage revenue per economic occupied pallet |
$ |
59.75 |
|
|
$ |
60.11 |
|
|
$ |
54.24 |
|
|
10.2 |
% |
|
10.8 |
% |
Non-same store rent and
storage revenue per physical occupied pallet |
$ |
60.76 |
|
|
$ |
61.12 |
|
|
$ |
56.72 |
|
|
7.1 |
% |
|
7.8 |
% |
Global Warehouse
non-same store services metrics: |
|
|
|
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
3,006 |
|
|
n/a |
|
|
|
850 |
|
|
253.6 |
% |
|
n/a |
|
Non-same store warehouse
services revenue per throughput pallet |
$ |
33.89 |
|
|
$ |
34.16 |
|
|
$ |
23.58 |
|
|
43.7 |
% |
|
44.9 |
% |
(1) The adjustments from our U.S. GAAP
operating results to calculate our operating results on a constant
currency basis are the effect of changes in foreign currency
exchange rates relative to the comparable prior period. (2) Total
warehouse count of 241 includes three warehouses acquired through
the Lago acquisition on November 15, 2021, one recently leased
warehouse in Australia, one warehouse acquired through the Newark
Facility Management acquisition on September 1, 2021, two
facilities acquired through the ColdCo acquisition on August 2,
2021, one warehouse acquired through the Bowman Stores acquisition
on May 28, 2021, two warehouses acquired through the KMT Brrr!
acquisition on May 5, 2021, four warehouses acquired through the
Liberty acquisition on March 1, 2021, 46 warehouses acquired
through the Agro acquisition on December 30, 2020, eight warehouses
acquired through the Hall’s acquisition on November 2, 2020, three
warehouses acquired through the Casper’s and AM-C warehouse
acquisitions on August 31, 2020, and five warehouses acquired
through the Nova Cold and Newport acquisitions on January 2, 2020.
The results of these acquisitions are reflected in the results
above since date of ownership.(3) Non-same store warehouse count of
81 one recently leased warehouse in Australia, one recently
constructed facility in Denver that we purchased in November 2021,
three warehouses acquired through the Lago Cold Stores acquisition
on November 15, 2021, one warehouse acquired through the Newark
Facility Management acquisition on September 1, 2021, two
facilities acquired through the ColdCo acquisition on August 2,
2021, one warehouse acquired through the Bowman stores acquisition
on May 28, 2021, two warehouses acquired through the KMT Brrr!
acquisition on May 5, 2021, four warehouses acquired through the
Liberty Freezers acquisition on March 1, 2021, 46 warehouses
acquired through the Agro acquisition on December 30, 2020, eight
warehouses acquired through the Hall’s acquisition on November 2,
2020, three warehouses acquired through the Casper’s and AM-C
warehouse acquisitions on August 31, 2020 and ten legacy
facilities. During the third quarter of 2021, a leased facility
from the Liberty Freezers acquisition was exited upon expiration of
the lease. The results of these acquisitions are reflected in the
results above since date of ownership. (n/a = not applicable)
|
|
|
Year Ended December 31, |
|
Change |
Dollars in thousands |
2021 actual |
|
2021 constant currency(1) |
|
2020 actual |
|
Actual |
|
Constant currency |
|
|
|
|
|
|
|
|
|
|
TOTAL WAREHOUSE
SEGMENT |
|
|
|
|
|
|
|
|
|
Number of total
warehouses(2) |
|
241 |
|
|
|
|
|
229 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
876,153 |
|
|
$ |
867,924 |
|
|
$ |
666,150 |
|
|
31.5 |
% |
|
30.3 |
% |
Warehouse services |
|
1,209,234 |
|
|
|
1,191,387 |
|
|
|
883,164 |
|
|
36.9 |
% |
|
34.9 |
% |
Total revenue |
$ |
2,085,387 |
|
|
$ |
2,059,311 |
|
|
$ |
1,549,314 |
|
|
34.6 |
% |
|
32.9 |
% |
Global Warehouse
contribution (NOI) |
$ |
586,436 |
|
|
$ |
579,189 |
|
|
$ |
520,333 |
|
|
12.7 |
% |
|
11.3 |
% |
Global Warehouse
margin |
|
28.1 |
% |
|
|
28.1 |
% |
|
|
33.6 |
% |
|
-546 bps |
|
|
-546 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse rent
and storage metrics: |
|
|
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
4,048 |
|
|
n/a |
|
|
|
3,233 |
|
|
25.2 |
% |
|
n/a |
|
Average physical occupied pallets |
|
3,701 |
|
|
n/a |
|
|
|
2,966 |
|
|
24.8 |
% |
|
n/a |
|
Average physical pallet positions |
|
5,290 |
|
|
n/a |
|
|
|
4,095 |
|
|
29.2 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
76.5 |
% |
|
n/a |
|
|
|
78.9 |
% |
|
-244 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
70.0 |
% |
|
n/a |
|
|
|
72.4 |
% |
|
-246 bps |
|
|
n/a |
|
Total rent and storage revenue
per economic occupied pallet |
$ |
216.46 |
|
|
$ |
214.43 |
|
|
$ |
206.03 |
|
|
5.1 |
% |
|
4.1 |
% |
Total rent and storage revenue
per physical occupied pallet |
$ |
236.72 |
|
|
$ |
234.50 |
|
|
$ |
224.60 |
|
|
5.4 |
% |
|
4.4 |
% |
Global Warehouse
services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
39,937 |
|
|
n/a |
|
|
|
32,124 |
|
|
24.3 |
% |
|
n/a |
|
Total warehouse services
revenue per throughput pallet |
$ |
30.28 |
|
|
$ |
29.83 |
|
|
$ |
27.49 |
|
|
10.1 |
% |
|
8.5 |
% |
|
|
|
|
|
|
|
|
|
|
SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of same store
warehouses |
|
160 |
|
|
|
|
|
160 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse same
store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
615,387 |
|
|
$ |
612,311 |
|
|
$ |
613,933 |
|
|
0.2 |
% |
|
(0.3) |
% |
Warehouse services |
|
849,049 |
|
|
|
836,973 |
|
|
|
831,679 |
|
|
2.1 |
% |
|
0.6 |
% |
Total same store revenue |
$ |
1,464,436 |
|
|
$ |
1,449,284 |
|
|
$ |
1,445,612 |
|
|
1.3 |
% |
|
0.3 |
% |
Global Warehouse same
store contribution (NOI) |
$ |
477,521 |
|
|
$ |
473,248 |
|
|
$ |
502,256 |
|
|
(4.9) |
% |
|
(5.8) |
% |
Global Warehouse same
store margin |
|
32.6 |
% |
|
|
32.7 |
% |
|
|
34.7 |
% |
|
-214 bps |
|
|
-209 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
|
Global Warehouse same
store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
2,886 |
|
|
n/a |
|
|
|
3,003 |
|
|
(3.9) |
% |
|
n/a |
|
Average physical occupied pallets |
|
2,564 |
|
|
n/a |
|
|
|
2,747 |
|
|
(6.6) |
% |
|
n/a |
|
Average physical pallet positions |
|
3,748 |
|
|
n/a |
|
|
|
3,741 |
|
|
0.2 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
77.0 |
% |
|
n/a |
|
|
|
80.3 |
% |
|
-327 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
68.4 |
% |
|
n/a |
|
|
|
73.4 |
% |
|
-500 bps |
|
|
n/a |
|
Same store rent and storage
revenue per economic occupied pallet |
$ |
213.22 |
|
|
$ |
212.16 |
|
|
$ |
204.43 |
|
|
4.3 |
% |
|
3.8 |
% |
Same store rent and storage
revenue per physical occupied pallet |
$ |
240.00 |
|
|
$ |
238.80 |
|
|
$ |
223.52 |
|
|
7.4 |
% |
|
6.8 |
% |
Global Warehouse same
store services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
29,096 |
|
|
n/a |
|
|
|
29,949 |
|
|
(2.8) |
% |
|
n/a |
|
Same store warehouse services
revenue per throughput pallet |
$ |
29.18 |
|
|
$ |
28.77 |
|
|
$ |
27.77 |
|
|
5.1 |
% |
|
3.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, |
|
Change |
Dollars in thousands |
2021 actual |
|
2021 constant currency(1) |
|
2020 actual |
|
Actual |
|
Constant currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of non-same store
warehouses(3) |
|
81 |
|
|
|
|
|
69 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
non-same store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
260,766 |
|
|
$ |
255,613 |
|
|
$ |
52,216 |
|
|
399.4 |
% |
|
389.5 |
% |
Warehouse services |
|
360,185 |
|
|
|
354,414 |
|
|
|
51,486 |
|
|
599.6 |
% |
|
588.4 |
% |
Total non-same store
revenue |
$ |
620,951 |
|
|
$ |
610,027 |
|
|
$ |
103,702 |
|
|
498.8 |
% |
|
488.2 |
% |
Global Warehouse
non-same store contribution (NOI) |
$ |
108,915 |
|
|
$ |
105,941 |
|
|
$ |
18,077 |
|
|
502.5 |
% |
|
486.1 |
% |
Global Warehouse
non-same store margin |
|
17.5 |
% |
|
|
17.4 |
% |
|
|
17.4 |
% |
|
11 bps |
|
|
-7 bps |
|
Units in thousands except per
pallet data |
|
|
|
|
|
|
|
|
|
Global Warehouse
non-same store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
1,161 |
|
|
n/a |
|
|
|
230 |
|
|
405.0 |
% |
|
n/a |
|
Average physical occupied pallets |
|
1,137 |
|
|
n/a |
|
|
|
219 |
|
|
418.6 |
% |
|
n/a |
|
Average physical pallet positions |
|
1,542 |
|
|
n/a |
|
|
|
354 |
|
|
335.6 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
75.3 |
% |
|
n/a |
|
|
|
65.0 |
% |
|
1036 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
73.7 |
% |
|
n/a |
|
|
|
61.9 |
% |
|
1180 bps |
|
|
n/a |
|
Non-same store rent and
storage revenue per economic occupied pallet |
$ |
224.51 |
|
|
$ |
220.07 |
|
|
$ |
227.03 |
|
|
(1.1) |
% |
|
(3.1) |
% |
Non-same store rent and
storage revenue per physical occupied pallet |
$ |
229.33 |
|
|
$ |
224.80 |
|
|
$ |
238.15 |
|
|
(3.7) |
% |
|
(5.6) |
% |
Global Warehouse
non-same store services metrics: |
|
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
10,841 |
|
|
n/a |
|
|
|
2,175 |
|
|
398.4 |
% |
|
n/a |
|
Non-same store warehouse
services revenue per throughput pallet |
$ |
33.22 |
|
|
$ |
32.69 |
|
|
$ |
23.67 |
|
|
40.4 |
% |
|
38.1 |
% |
(1) The adjustments from our U.S. GAAP
operating results to calculate our operating results on a constant
currency basis are the effect of changes in foreign currency
exchange rates relative to the comparable prior period. (2) Total
warehouse count of 241 includes three warehouses acquired through
the Lago acquisition on November 15, 2021, one recently leased
warehouse in Australia, one warehouse acquired through the Newark
Facility Management acquisition on September 1, 2021, two
facilities acquired through the ColdCo acquisition on August 2,
2021, one warehouse acquired through the Bowman Stores acquisition
on May 28, 2021, two warehouses acquired through the KMT Brrr!
acquisition on May 5, 2021, four warehouses acquired through the
Liberty acquisition on March 1, 2021, 46 warehouses acquired
through the Agro acquisition on December 30, 2020, eight warehouses
acquired through the Hall’s acquisition on November 2, 2020, three
warehouses acquired through the Casper’s and AM-C warehouse
acquisitions on August 31, 2020, and five warehouses acquired
through the Nova Cold and Newport acquisitions on January 2, 2020.
The results of these acquisitions are reflected in the results
above since date of ownership.(3) Non-same store warehouse count of
81 one recently leased warehouse in Australia, one recently
constructed facility in Denver that we purchased in November 2021,
three warehouses acquired through the Lago Cold Stores acquisition
on November 15, 2021, one warehouse acquired through the Newark
Facility Management acquisition on September 1, 2021, two
facilities acquired through the ColdCo acquisition on August 2,
2021, one warehouse acquired through the Bowman stores acquisition
on May 28, 2021, two warehouses acquired through the KMT Brrr!
acquisition on May 5, 2021, four warehouses acquired through the
Liberty Freezers acquisition on March 1, 2021, 46 warehouses
acquired through the Agro acquisition on December 30, 2020, eight
warehouses acquired through the Hall’s acquisition on November 2,
2020, three warehouses acquired through the Casper’s and AM-C
warehouse acquisitions on August 31, 2020 and ten legacy
facilities. During the third quarter of 2021, a leased facility
from the Liberty Freezers acquisition was exited upon expiration of
the lease. The results of these acquisitions are reflected in the
results above since date of ownership.(n/a = not applicable)
Fixed Commitment Rent and Storage
RevenueAs of December 31, 2021, $356.5 million of the
Company’s annualized rent and storage revenue were derived from
customers with fixed commitment storage contracts. This compares to
$345.8 million at the end of the third quarter of 2021 and $283.6
million at the end of the fourth quarter of 2020. The Company’s
recent acquisitions had a lower percentage of fixed committed
contracts as a percentage of rent and storage revenue. On a
combined pro forma basis, assuming a full twelve months of
acquisitions revenue, 39.3% of rent and storage revenue was
generated from fixed commitment storage contracts.
Economic and Physical
OccupancyContracts that contain fixed commitments are
designed to ensure the Company’s customers have space available
when needed. For the fourth quarter of 2021, economic occupancy for
the total warehouse segment was 77.8% and warehouse segment same
store pool was 79.5%, representing a 637 basis point and 866 basis
point increase above physical occupancy, respectively. Economic
occupancy for the total warehouse segment decreased 144 basis
points, and the warehouse segment same store pool decreased 129
basis points as compared to the fourth quarter of 2020, as we were
impacted by continued supply chain disruption and the impact of the
Omicron variant late in the fourth quarter resulting in lower food
production.
Real Estate Portfolio As of
December 31, 2021, the Company’s portfolio consists of 250
facilities. The Company ended the fourth quarter of 2021 with 241
facilities in its Global Warehouse segment portfolio and nine
facilities in its Third-party managed segment. During the fourth
quarter of 2021, the Company added three facilities through the
Lago Cold Stores acquisition, and purchased a recently constructed
facility in Denver. Additionally, during the fourth quarter, the
Company strategically exited a leased facility in Denver and a
leased facility in Canada that was acquired initially in connection
with the Nova Cold acquisition in 2020. The same store population
consists of 160 facilities for the quarter ended December 31,
2021. The remaining 81 non-same store population includes the 70
facilities that were acquired in connection with the Agro, AM-C,
Bowman Stores, Caspers, ColdCo, Hall’s, KMT Brrr!, Lago Cold
Stores, Liberty Freezers and Newark acquisitions, the purchase of a
recently constructed facility in Denver, the recently leased
facility in Australia and ten legacy facilities, offset by the
planned exit of the leased facility in Canada that stemmed from the
Liberty Freezers acquisition.
Balance Sheet Activity and
LiquidityAs of December 31, 2021, the Company had
total liquidity of approximately $803.1 million, including cash and
capacity on its revolving credit facility. Total debt outstanding
was $3.1 billion (inclusive of $276.5 million of financing
leases/sale lease-backs and exclusive of unamortized deferred
financing fees), of which 82% was in an unsecured structure. The
Company has no material debt maturities until 2023. At quarter end,
its net debt to pro forma Core EBITDA was approximately 6.1x. The
Company’s total debt outstanding includes $2.9 billion of real
estate debt, which excludes sale-leaseback and capitalized lease
obligations. The Company’s real estate debt has a remaining
weighted average term of 6.2 years and carries a weighted average
contractual interest rate of 2.84%. As of December 31, 2021,
75% of the Company’s total debt outstanding was at a fixed
rate.
DividendOn December 7, 2021,
the Company’s Board of Trustees declared a dividend of $0.22 per
share for the fourth quarter of 2021, which was paid on January 14,
2022 to common shareholders of record as of December 31, 2021.
2022 Outlook The Company
announced its 2022 annual AFFO per share guidance to within the
range of $1.00 - $1.10. Refer to page 45 of our Financial
Supplement for the details of our annual guidance. The Company’s
guidance is provided for informational purposes based on current
plans and assumptions and is subject to change. The ranges for
these metrics do not include the impact of acquisitions,
dispositions, or capital markets activity beyond that which has
been previously announced.
Investor Webcast and Conference
CallThe Company will hold a webcast and conference call on
Thursday, February 24, 2022 at 5:00 p.m. Eastern Time to discuss
fourth quarter 2021 results. A live webcast of the call will be
available via the Investors section of Americold Realty Trust’s
website at www.americold.com. To listen to the live webcast, please
go to the site at least five minutes prior to the scheduled start
time in order to register, download and install any necessary audio
software. Shortly after the call, a replay of the webcast will be
available for 90 days on the Company’s website.
The conference call can also be accessed by
dialing 1-877-407-3982 or 1-201-493-6780. The telephone replay can
be accessed by dialing 1-844-512-2921 or 1-412-317-6671 and
providing the conference ID# 13726533. The telephone replay will be
available starting shortly after the call until March 10, 2022.
The Company’s supplemental package will be
available prior to the conference call in the Investors section of
the Company’s website at http://ir.americold.com.
About the CompanyAmericold is
the world’s largest publicly traded REIT focused on the ownership,
operation, acquisition and development of temperature-controlled
warehouses. Based in Atlanta, Georgia, Americold owns and operates
250 temperature-controlled warehouses, with approximately 1.5
billion refrigerated cubic feet of storage, in North America,
Europe, Asia-Pacific, and South America. Americold’s facilities are
an integral component of the supply chain connecting food
producers, processors, distributors and retailers to consumers.
Non-GAAP Financial MeasuresThis
press release contains non-GAAP financial measures, including FFO,
core FFO, AFFO, EBITDAre, Core EBITDA and same store segment
revenue and contribution (NOI). A reconciliation from U.S. GAAP net
(loss) income available to common shareholders to FFO, a
reconciliation from FFO to core FFO and AFFO, and definitions of
FFO, and core FFO are included within the supplemental. A
reconciliation from U.S. GAAP net (loss) income available to common
shareholders to EBITDAre and Core EBITDA, a definition of Core
EBITDA and definitions of net debt to Core EBITDA are included
within the supplemental.
Forward-Looking StatementsThis
document contains statements about future events and expectations
that constitute forward-looking statements. Forward-looking
statements are based on our beliefs, assumptions and expectations
of our future financial and operating performance and growth plans,
taking into account the information currently available to us.
These statements are not statements of historical fact.
Forward-looking statements involve risks and uncertainties that may
cause our actual results to differ materially from the expectations
of future results we express or imply in any forward-looking
statements, and you should not place undue reliance on such
statements. Factors that could contribute to these differences
include the following: the impact of supply chain disruptions,
including, among others, the impact of labor availability, raw
material availability, manufacturing and food production and
transportation; uncertainties and risks related to public health
crises, including the ongoing COVID-19 pandemic; adverse economic
or real estate developments in our geographic markets or the
temperature-controlled warehouse industry; general economic
conditions; risks associated with the ownership of real estate
generally and temperature-controlled warehouses in particular;
acquisition risks, including the failure to identify or complete
attractive acquisitions or the failure of acquisitions to perform
in accordance with projections and to realize anticipated cost
savings and revenue improvements; our failure to realize the
intended benefits from our recent acquisitions, and including
synergies, or disruptions to our plans and operations or unknown or
contingent liabilities related to our recent acquisitions; risks
related to expansions of existing properties and developments of
new properties, including failure to meet budgeted or stabilized
returns within expected time frames, or at all, in respect thereof;
a failure of our information technology systems, systems
conversions and integrations, cybersecurity attacks or a breach of
our information security systems, networks or processes could cause
business disruptions or loss of confidential information; risks
related to privacy and data security concerns, and data collection
and transfer restrictions and related foreign regulations; defaults
or non-renewals of significant customer contracts, including as a
result of the ongoing COVID-19 pandemic; uncertainty of revenues,
given the nature of our customer contracts; increased interest
rates and operating costs, including as a result of the ongoing
COVID-19 pandemic; our failure to obtain necessary outside
financing; risks related to, or restrictions contained in, our debt
financings; decreased storage rates or increased vacancy rates;
risks related to current and potential international operations and
properties; difficulties in expanding our operations into new
markets, including international markets; risks related to the
partial ownership of properties, including as a result of our lack
of control over such investments and the failure of such entities
to perform in accordance with projections; our failure to maintain
our status as a REIT; possible environmental liabilities, including
costs, fines or penalties that may be incurred due to necessary
remediation of contamination of properties presently or previously
owned by us; financial market fluctuations; actions by our
competitors and their increasing ability to compete with us;
inflation and rising interest rates; labor and power costs; labor
shortages; changes in applicable governmental regulations and tax
legislation, including in the international markets; additional
risks with respect to the addition of European operations and
properties; changes in real estate and zoning laws and increases in
real property tax rates; our relationship with our associates,
including the occurrence of any work stoppages or any disputes
under our collective bargaining agreements and employment related
litigation; liabilities as a result of our participation in
multi-employer pension plans; uninsured losses or losses in excess
of our insurance coverage; the potential liabilities, costs and
regulatory impacts associated with our in-house trucking services
and the potential disruptions associated with our use of
third-party trucking service providers to provide transportation
services to our customers; the cost and time requirements as a
result of our operation as a publicly traded REIT; changes in
foreign currency exchange rates; the impact of anti-takeover
provisions in our constituent documents and under Maryland law,
which could make an acquisition of us more difficult, limit
attempts by our shareholders to replace our trustees and affect the
price of our common shares of beneficial interest, $0.01 par value
per share, of our common shares; the potential dilutive effect of
our common share offerings; and risks related to any forward sale
agreements, including substantial dilution to our earnings per
share or substantial cash payment obligations.
Words such as “anticipates,” “believes,”
“continues,” “estimates,” “expects,” “goal,” “objectives,”
“intends,” “may,” “opportunity,” “plans,” “potential,” “near-term,”
“long-term,” “projections,” “assumptions,” “projects,” “guidance,”
“forecasts,” “outlook,” “target,” “trends,” “should,” “could,”
“would,” “will” and similar expressions are intended to identify
such forward-looking statements. Examples of forward-looking
statements included in this document include, among others,
statements about our expected acquisition and expected expansion
and development pipeline and our targeted return on invested
capital on expansion and development opportunities. We qualify any
forward-looking statements entirely by these cautionary factors.
Other risks, uncertainties and factors, including those discussed
under “Risk Factors” in our Annual Report on Form 10-K for the year
ended December 31, 2020, could cause our actual results to differ
materially from those projected in any forward-looking statements
we make. We assume no obligation to update or revise these
forward-looking statements for any reason, or to update the reasons
actual results could differ materially from those anticipated in
these forward-looking statements, even if new information becomes
available in the future.
Contacts:
Americold Realty TrustInvestor Relations Telephone:
678-459-1959Email: investor.relations@americold.com
|
|
Americold Realty Trust and Subsidiaries |
Consolidated Balance Sheets (Unaudited) |
(In thousands, except shares and per share amounts) |
|
December 31, |
|
December 31, |
|
|
2021 |
|
|
|
2020 |
|
Assets |
|
|
|
Property, buildings and equipment: |
|
|
|
Land |
$ |
807,495 |
|
|
$ |
662,885 |
|
Buildings and improvements |
|
4,152,763 |
|
|
|
4,004,824 |
|
Machinery and equipment |
|
1,352,399 |
|
|
|
1,177,572 |
|
Assets under construction |
|
450,153 |
|
|
|
303,531 |
|
|
|
6,762,810 |
|
|
|
6,148,812 |
|
Accumulated depreciation |
|
(1,634,909 |
) |
|
|
(1,382,298 |
) |
Property, buildings and equipment – net |
|
5,127,901 |
|
|
|
4,766,514 |
|
|
|
|
|
Operating lease right-of-use assets |
|
377,536 |
|
|
|
291,797 |
|
Accumulated depreciation – operating leases |
|
(57,483 |
) |
|
|
(24,483 |
) |
Operating leases – net |
|
320,053 |
|
|
|
267,314 |
|
|
|
|
|
Financing leases: |
|
|
|
Buildings and improvements |
|
13,552 |
|
|
|
60,513 |
|
Machinery and equipment |
|
146,341 |
|
|
|
109,416 |
|
|
|
159,893 |
|
|
|
169,929 |
|
Accumulated depreciation – financing leases |
|
(58,165 |
) |
|
|
(40,937 |
) |
Financing leases – net |
|
101,728 |
|
|
|
128,992 |
|
Cash, cash equivalents and restricted cash |
|
82,958 |
|
|
|
621,051 |
|
Accounts receivable – net of allowance of $18,755 and $12,286 at
December 31, 2021 and December 31, 2020, respectively |
|
380,014 |
|
|
|
324,221 |
|
Identifiable intangible assets – net |
|
980,966 |
|
|
|
797,423 |
|
Goodwill |
|
1,072,980 |
|
|
|
794,335 |
|
Investments in partially owned entities |
|
37,458 |
|
|
|
44,907 |
|
Other assets |
|
112,139 |
|
|
|
86,394 |
|
Total assets |
$ |
8,216,197 |
|
|
$ |
7,831,151 |
|
Liabilities and equity |
|
|
|
Liabilities: |
|
|
|
Borrowings under revolving line of credit |
$ |
399,314 |
|
|
$ |
— |
|
Accounts payable and accrued expenses |
|
559,412 |
|
|
|
552,547 |
|
Mortgage notes, senior unsecured notes and term loans – net of
deferred financing costs of $11,050 and $15,952 in the aggregate,
at December 31, 2021 and December 31, 2020, respectively |
|
2,443,806 |
|
|
|
2,648,266 |
|
Sale-leaseback financing obligations |
|
178,817 |
|
|
|
185,060 |
|
Financing lease obligations |
|
97,633 |
|
|
|
125,926 |
|
Operating lease obligations |
|
301,765 |
|
|
|
269,147 |
|
Unearned revenue |
|
26,143 |
|
|
|
19,209 |
|
Pension and postretirement benefits |
|
2,843 |
|
|
|
9,145 |
|
Deferred tax liability – net |
|
169,209 |
|
|
|
220,502 |
|
Multiemployer pension plan withdrawal liability |
|
8,179 |
|
|
|
8,528 |
|
Total liabilities |
|
4,187,121 |
|
|
|
4,038,330 |
|
Equity |
|
|
|
Shareholders’ equity: |
|
|
|
Common shares of beneficial interest, $0.01 par value –
500,000,000 and 325,000,000 authorized shares; 268,282,592 and
251,702,603 issued and outstanding at December 31, 2021 and
December 31, 2020, respectively |
|
2,683 |
|
|
|
2,517 |
|
Paid-in capital |
|
5,171,690 |
|
|
|
4,687,823 |
|
Accumulated deficit and distributions in excess of net
earnings |
|
(1,157,888 |
) |
|
|
(895,521 |
) |
Accumulated other comprehensive income (loss) |
|
4,522 |
|
|
|
(4,379 |
) |
Total shareholders’ equity |
|
4,021,007 |
|
|
|
3,790,440 |
|
Noncontrolling interests: |
|
|
|
Noncontrolling interests in operating partnership and consolidated
joint venture |
|
8,069 |
|
|
|
2,381 |
|
Total equity |
|
4,029,076 |
|
|
|
3,792,821 |
|
|
|
|
|
Total liabilities and equity |
$ |
8,216,197 |
|
|
$ |
7,831,151 |
|
|
|
Americold Realty Trust and Subsidiaries |
Consolidated Statements of Operations (Unaudited) |
(In thousands, except per share amounts) |
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
Revenues: |
|
|
|
|
|
|
|
Rent, storage and warehouse services |
$ |
554,155 |
|
|
$ |
407,811 |
|
|
$ |
2,085,387 |
|
|
$ |
1,549,314 |
|
Third-party managed services |
|
84,284 |
|
|
|
78,538 |
|
|
|
317,311 |
|
|
|
291,751 |
|
Transportation services |
|
78,041 |
|
|
|
37,329 |
|
|
|
312,092 |
|
|
|
142,203 |
|
Other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,459 |
|
Total revenues |
|
716,480 |
|
|
|
523,678 |
|
|
|
2,714,790 |
|
|
|
1,987,727 |
|
Operating expenses: |
|
|
|
|
|
|
|
Rent, storage and warehouse services cost of operations |
|
403,271 |
|
|
|
262,139 |
|
|
|
1,498,951 |
|
|
|
1,028,981 |
|
Third-party managed services cost of operations |
|
80,946 |
|
|
|
76,771 |
|
|
|
303,347 |
|
|
|
279,523 |
|
Transportation services cost of operations |
|
70,869 |
|
|
|
32,286 |
|
|
|
282,716 |
|
|
|
123,396 |
|
Cost of operations related to other revenues |
|
27 |
|
|
|
43 |
|
|
|
109 |
|
|
|
4,329 |
|
Depreciation and amortization |
|
87,601 |
|
|
|
58,319 |
|
|
|
319,840 |
|
|
|
215,891 |
|
Selling, general and administrative |
|
49,004 |
|
|
|
39,536 |
|
|
|
182,076 |
|
|
|
144,738 |
|
Acquisition, litigation and other, net |
|
20,567 |
|
|
|
26,535 |
|
|
|
51,578 |
|
|
|
36,306 |
|
Impairment of long-lived assets |
|
— |
|
|
|
1,954 |
|
|
|
3,312 |
|
|
|
8,236 |
|
Gain from sale of real estate |
|
— |
|
|
|
(676 |
) |
|
|
— |
|
|
|
(22,124 |
) |
Total operating expenses |
|
712,285 |
|
|
|
496,907 |
|
|
|
2,641,929 |
|
|
|
1,819,276 |
|
|
|
|
|
|
|
|
|
Operating income |
|
4,195 |
|
|
|
26,771 |
|
|
|
72,861 |
|
|
|
168,451 |
|
|
|
|
|
|
|
|
|
Other (expense) income: |
|
|
|
|
|
|
|
Interest expense |
|
(21,339 |
) |
|
|
(21,367 |
) |
|
|
(99,177 |
) |
|
|
(91,481 |
) |
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
(638 |
) |
|
|
(9,194 |
) |
|
|
(5,689 |
) |
|
|
(9,975 |
) |
Interest income |
|
91 |
|
|
|
135 |
|
|
|
841 |
|
|
|
1,162 |
|
Bridge loan commitment fees |
|
— |
|
|
|
(2,438 |
) |
|
|
— |
|
|
|
(2,438 |
) |
Foreign currency exchange loss, net |
|
(294 |
) |
|
|
(44,905 |
) |
|
|
(610 |
) |
|
|
(45,278 |
) |
Other income (expense), net |
|
1,230 |
|
|
|
(2,395 |
) |
|
|
1,900 |
|
|
|
(2,563 |
) |
Gain from sale of partially owned entities |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
(Loss) income from investments in partially owned entities |
|
(753 |
) |
|
|
4 |
|
|
|
(2,004 |
) |
|
|
(250 |
) |
(Loss) income before income
tax benefit (expense) |
|
(17,508 |
) |
|
|
(53,389 |
) |
|
|
(31,878 |
) |
|
|
17,628 |
|
Income tax benefit
(expense) |
|
|
|
|
|
|
|
Current |
|
(625 |
) |
|
|
18 |
|
|
|
(7,578 |
) |
|
|
(6,805 |
) |
Deferred |
|
10,151 |
|
|
|
9,379 |
|
|
|
9,147 |
|
|
|
13,732 |
|
Total income tax benefit
(expense) |
|
9,526 |
|
|
|
9,397 |
|
|
|
1,569 |
|
|
|
6,927 |
|
|
|
|
|
|
|
|
|
Net (loss) income |
$ |
(7,982 |
) |
|
$ |
(43,992 |
) |
|
$ |
(30,309 |
) |
|
$ |
24,555 |
|
Net (loss) income attributable
to non controlling interests |
|
(18 |
) |
|
|
15 |
|
|
|
146 |
|
|
|
15 |
|
Net (loss) income attributable
to Americold Realty Trust |
$ |
(7,964 |
) |
|
$ |
(44,007 |
) |
|
$ |
(30,455 |
) |
|
$ |
24,540 |
|
|
|
|
|
|
|
|
|
Weighted average common shares
outstanding – basic |
|
267,499 |
|
|
|
205,984 |
|
|
|
259,056 |
|
|
|
203,255 |
|
Weighted average common shares
outstanding – diluted |
|
268,179 |
|
|
|
209,928 |
|
|
|
261,126 |
|
|
|
206,940 |
|
|
|
|
|
|
|
|
|
Net (loss) income per common
share of beneficial interest - basic |
$ |
(0.03 |
) |
|
$ |
(0.21 |
) |
|
$ |
(0.12 |
) |
|
$ |
0.11 |
|
Net (loss) income per common
share of beneficial interest - diluted |
$ |
(0.03 |
) |
|
$ |
(0.21 |
) |
|
$ |
(0.12 |
) |
|
$ |
0.11 |
|
|
|
Reconciliation of Net (Loss) Income to NAREIT FFO, Core FFO, and
AFFO |
(In thousands, except per share amounts - unaudited) |
|
Three Months Ended |
|
Year Ended |
|
Q4 21 |
Q3 21 |
Q2 21 |
Q1 21 |
Q4 20 |
|
|
2021 |
|
|
2020 |
|
Net (loss) income |
$ |
(7,982 |
) |
$ |
5,308 |
|
$ |
(13,399 |
) |
$ |
(14,236 |
) |
$ |
(43,992 |
) |
|
$ |
(30,309 |
) |
$ |
24,555 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Real estate related depreciation |
|
54,816 |
|
|
48,217 |
|
|
44,871 |
|
|
52,280 |
|
|
39,128 |
|
|
|
200,184 |
|
|
146,417 |
|
Net gain on sale of real estate, net of withholding taxes(a) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(676 |
) |
|
|
— |
|
|
(21,759 |
) |
Net loss (gain) on asset disposals |
|
65 |
|
|
(1 |
) |
|
(13 |
) |
|
(39 |
) |
|
888 |
|
|
|
12 |
|
|
2,045 |
|
Impairment charges on real estate assets |
|
— |
|
|
224 |
|
|
1,528 |
|
|
— |
|
|
2,449 |
|
|
|
1,752 |
|
|
5,630 |
|
Our share of reconciling items related to partially owned
entities |
|
822 |
|
|
463 |
|
|
861 |
|
|
266 |
|
|
182 |
|
|
|
2,412 |
|
|
449 |
|
NAREIT Funds from
operations |
$ |
47,721 |
|
$ |
54,211 |
|
$ |
33,848 |
|
$ |
38,271 |
|
$ |
(2,021 |
) |
|
|
174,051 |
|
|
157,337 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Net loss (gain) on sale of non-real estate assets |
|
861 |
|
|
(171 |
) |
|
(304 |
) |
|
(119 |
) |
|
1,112 |
|
|
|
267 |
|
|
595 |
|
Acquisition, litigation and other |
|
20,567 |
|
|
6,338 |
|
|
3,922 |
|
|
20,751 |
|
|
26,535 |
|
|
|
51,578 |
|
|
36,306 |
|
Non-core asset impairment |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(495 |
) |
|
|
— |
|
|
2,606 |
|
Share-based compensation expense, IPO grants |
|
— |
|
|
— |
|
|
— |
|
|
163 |
|
|
200 |
|
|
|
163 |
|
|
972 |
|
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
638 |
|
|
627 |
|
|
925 |
|
|
3,499 |
|
|
9,194 |
|
|
|
5,689 |
|
|
9,975 |
|
Bridge loan commitment fees |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,438 |
|
|
|
— |
|
|
2,438 |
|
Foreign currency exchange loss (gain) |
|
294 |
|
|
349 |
|
|
140 |
|
|
(173 |
) |
|
44,905 |
|
|
|
610 |
|
|
45,278 |
|
Our share of reconciling items related to partially owned
entities |
|
74 |
|
|
122 |
|
|
89 |
|
|
154 |
|
|
39 |
|
|
|
439 |
|
|
194 |
|
Core FFO applicable to common
shareholders |
$ |
70,155 |
|
$ |
61,476 |
|
$ |
38,620 |
|
$ |
62,546 |
|
$ |
81,907 |
|
|
|
232,797 |
|
|
255,701 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Amortization of deferred financing costs and pension withdrawal
liability |
|
1,104 |
|
|
1,088 |
|
|
1,085 |
|
|
1,148 |
|
|
1,202 |
|
|
|
4,425 |
|
|
5,147 |
|
Non-real estate asset impairment |
|
— |
|
|
1,560 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
1,560 |
|
|
— |
|
Amortization of below/above market leases |
|
843 |
|
|
1,017 |
|
|
362 |
|
|
39 |
|
|
37 |
|
|
|
2,261 |
|
|
152 |
|
Straight-line net rent |
|
(302 |
) |
|
411 |
|
|
(170 |
) |
|
(155 |
) |
|
(324 |
) |
|
|
(216 |
) |
|
(628 |
) |
Deferred income tax (benefit) expense |
|
(10,151 |
) |
|
(3,562 |
) |
|
6,568 |
|
|
(2,002 |
) |
|
(9,379 |
) |
|
|
(9,147 |
) |
|
(13,732 |
) |
Share-based compensation expense, excluding IPO grants |
|
9,112 |
|
|
4,291 |
|
|
5,467 |
|
|
4,867 |
|
|
4,371 |
|
|
|
23,737 |
|
|
16,939 |
|
Non-real estate depreciation and amortization |
|
32,785 |
|
|
22,352 |
|
|
39,588 |
|
|
24,931 |
|
|
19,191 |
|
|
|
119,656 |
|
|
69,474 |
|
Maintenance capital expenditures(b) |
|
(20,808 |
) |
|
(18,938 |
) |
|
(20,488 |
) |
|
(15,731 |
) |
|
(20,291 |
) |
|
|
(75,965 |
) |
|
(65,547 |
) |
Our share of reconciling items related to partially owned
entities |
|
(502 |
) |
|
(100 |
) |
|
711 |
|
|
278 |
|
|
168 |
|
|
|
387 |
|
|
371 |
|
Adjusted FFO applicable to
common shareholders |
$ |
82,236 |
|
$ |
69,595 |
|
$ |
71,743 |
|
$ |
75,921 |
|
$ |
76,882 |
|
|
|
299,495 |
|
|
267,877 |
|
|
|
Reconciliation of Net (Loss) Income to NAREIT FFO, Core FFO, and
AFFO (continued) |
(In thousands except per share amounts - unaudited) |
|
Three Months Ended |
Year Ended |
|
Q4 21 |
Q3 21 |
Q2 21 |
Q1 21 |
Q4 20 |
|
|
2021 |
|
2020 |
|
|
|
|
|
|
|
|
|
NAREIT Funds from operations |
$ |
47,721 |
$ |
54,211 |
$ |
33,848 |
$ |
38,271 |
$ |
(2,021 |
) |
|
$ |
174,051 |
$ |
157,337 |
Core FFO applicable to common
shareholders |
$ |
70,155 |
$ |
61,476 |
$ |
38,620 |
$ |
62,546 |
$ |
81,907 |
|
|
$ |
232,797 |
$ |
255,701 |
Adjusted FFO applicable to
common shareholders |
$ |
82,236 |
$ |
69,595 |
$ |
71,743 |
$ |
75,921 |
$ |
76,882 |
|
|
$ |
299,495 |
$ |
267,877 |
|
|
|
|
|
|
|
|
|
Reconciliation of
weighted average shares: |
|
|
|
|
|
|
|
|
Weighted average basic shares
for net income calculation |
|
267,499 |
|
261,865 |
|
253,213 |
|
252,938 |
|
205,984 |
|
|
|
259,056 |
|
203,255 |
Dilutive stock options,
unvested restricted stock units, equity forward contracts |
|
680 |
|
685 |
|
3,544 |
|
3,226 |
|
3,944 |
|
|
|
2,070 |
|
3,685 |
Weighted average dilutive
shares |
|
268,179 |
|
262,550 |
|
256,757 |
|
256,164 |
|
209,928 |
|
|
|
261,126 |
|
206,940 |
|
|
|
|
|
|
|
|
|
NAREIT FFO - basic per
share |
$ |
0.18 |
$ |
0.21 |
$ |
0.13 |
$ |
0.15 |
$ |
(0.01 |
) |
|
$ |
0.67 |
$ |
0.77 |
NAREIT FFO - diluted per
share |
$ |
0.18 |
$ |
0.21 |
$ |
0.13 |
$ |
0.15 |
$ |
(0.01 |
) |
|
$ |
0.67 |
$ |
0.76 |
|
|
|
|
|
|
|
|
|
Core FFO - basic per
share |
$ |
0.26 |
$ |
0.23 |
$ |
0.15 |
$ |
0.25 |
$ |
0.40 |
|
|
$ |
0.90 |
$ |
1.26 |
Core FFO - diluted per
share |
$ |
0.26 |
$ |
0.23 |
$ |
0.15 |
$ |
0.24 |
$ |
0.39 |
|
|
$ |
0.89 |
$ |
1.24 |
|
|
|
|
|
|
|
|
|
Adjusted FFO - basic per
share |
$ |
0.31 |
$ |
0.27 |
$ |
0.28 |
$ |
0.30 |
$ |
0.37 |
|
|
$ |
1.16 |
$ |
1.32 |
Adjusted FFO - diluted per
share |
$ |
0.31 |
$ |
0.27 |
$ |
0.28 |
$ |
0.30 |
$ |
0.37 |
|
|
$ |
1.15 |
$ |
1.29 |
(a) |
Loss (gain) on sale of real
estate, net of withholding tax include withholding tax on the sale
of Sydney land which is included in income tax expense on the
Consolidated Statement of Operations during 2020. |
(b) |
Maintenance capital expenditures
include capital expenditures made to extend the life of, and
provide future economic benefit from, our existing
temperature-controlled warehouse network and its existing
supporting personal property and information technology. |
|
|
Reconciliation of Net (Loss) Income to EBITDA, NAREIT EBITDAre, and
Core EBITDA |
(In thousands - unaudited) |
|
Three Months Ended |
|
Year Ended |
|
Q4 21 |
Q3 21 |
Q2 21 |
Q1 21 |
Q4 20 |
|
|
2021 |
|
|
2020 |
|
Net (loss) income |
$ |
(7,982 |
) |
$ |
5,308 |
|
$ |
(13,399 |
) |
$ |
(14,236 |
) |
$ |
(43,992 |
) |
|
$ |
(30,309 |
) |
$ |
24,555 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
87,601 |
|
|
70,569 |
|
|
84,459 |
|
|
77,211 |
|
|
58,319 |
|
|
|
319,840 |
|
|
215,891 |
|
Interest expense |
|
21,339 |
|
|
25,303 |
|
|
26,579 |
|
|
25,956 |
|
|
21,367 |
|
|
|
99,177 |
|
|
91,481 |
|
Income tax (benefit) expense |
|
(9,526 |
) |
|
(226 |
) |
|
8,974 |
|
|
(791 |
) |
|
(9,397 |
) |
|
|
(1,569 |
) |
|
(7,292 |
) |
EBITDA |
$ |
91,432 |
|
$ |
100,954 |
|
$ |
106,613 |
|
$ |
88,140 |
|
$ |
26,297 |
|
|
$ |
387,139 |
|
$ |
324,635 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Net gain on sale of real estate, net of withholding taxes |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(676 |
) |
|
|
— |
|
|
(21,759 |
) |
Adjustment to reflect share of EBITDAre of partially owned
entities |
|
4,625 |
|
|
1,854 |
|
|
1,838 |
|
|
649 |
|
|
432 |
|
|
|
8,966 |
|
|
1,022 |
|
NAREIT EBITDAre |
$ |
96,057 |
|
$ |
102,808 |
|
$ |
108,451 |
|
$ |
88,789 |
|
$ |
26,053 |
|
|
$ |
396,105 |
|
$ |
303,898 |
|
Adjustments: |
|
|
|
|
|
|
|
|
Acquisition, litigation and other |
|
20,567 |
|
|
6,338 |
|
|
3,922 |
|
|
20,751 |
|
|
26,535 |
|
|
|
51,578 |
|
|
36,306 |
|
Loss (income) from investments in partially owned entities |
|
753 |
|
|
490 |
|
|
61 |
|
|
700 |
|
|
(4 |
) |
|
|
2,004 |
|
|
250 |
|
Asset impairment |
|
— |
|
|
1,784 |
|
|
1,528 |
|
|
— |
|
|
1,954 |
|
|
|
3,312 |
|
|
8,236 |
|
Foreign currency exchange loss (gain) |
|
294 |
|
|
349 |
|
|
140 |
|
|
(173 |
) |
|
44,905 |
|
|
|
610 |
|
|
45,278 |
|
Share-based compensation expense |
|
9,112 |
|
|
4,291 |
|
|
5,467 |
|
|
5,030 |
|
|
4,571 |
|
|
|
23,900 |
|
|
17,911 |
|
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
638 |
|
|
627 |
|
|
925 |
|
|
3,499 |
|
|
9,194 |
|
|
|
5,689 |
|
|
9,975 |
|
Bridge loan commitment fees |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,438 |
|
|
|
— |
|
|
2,438 |
|
Loss (gain) on real estate and other asset disposals |
|
926 |
|
|
(172 |
) |
|
(317 |
) |
|
(158 |
) |
|
1,999 |
|
|
|
279 |
|
|
2,640 |
|
Reduction in EBITDAre from partially owned entities |
|
(4,625 |
) |
|
(1,854 |
) |
|
(1,838 |
) |
|
(649 |
) |
|
(432 |
) |
|
|
(8,966 |
) |
|
(1,022 |
) |
Core EBITDA |
$ |
123,722 |
|
$ |
114,661 |
|
$ |
118,339 |
|
$ |
117,789 |
|
$ |
117,213 |
|
|
$ |
474,511 |
|
$ |
425,910 |
|
|
|
Revenue and Contribution (NOI) by Segment |
(in thousands - unaudited) |
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
Segment revenues: |
|
|
|
|
|
|
|
Warehouse |
$ |
554,155 |
|
|
$ |
407,811 |
|
|
$ |
2,085,387 |
|
|
$ |
1,549,314 |
|
Third-party managed |
|
84,284 |
|
|
|
78,538 |
|
|
|
317,311 |
|
|
|
291,751 |
|
Transportation |
|
78,041 |
|
|
|
37,329 |
|
|
|
312,092 |
|
|
|
142,203 |
|
Other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,459 |
|
Total revenues |
|
716,480 |
|
|
|
523,678 |
|
|
|
2,714,790 |
|
|
|
1,987,727 |
|
|
|
|
|
|
|
|
|
Segment contribution
(NOI): |
|
|
|
|
|
|
|
Warehouse |
|
150,884 |
|
|
|
145,672 |
|
|
|
586,436 |
|
|
|
520,333 |
|
Third-party managed |
|
3,338 |
|
|
|
1,767 |
|
|
|
13,964 |
|
|
|
12,228 |
|
Transportation |
|
7,172 |
|
|
|
5,043 |
|
|
|
29,376 |
|
|
|
18,807 |
|
Other |
|
(27 |
) |
|
|
(43 |
) |
|
|
(109 |
) |
|
|
130 |
|
Total segment contribution (NOI) |
|
161,367 |
|
|
|
152,439 |
|
|
|
629,667 |
|
|
|
551,498 |
|
|
|
|
|
|
|
|
|
Reconciling items: |
|
|
|
|
|
|
|
Depreciation and
amortization |
|
(87,601 |
) |
|
|
(58,319 |
) |
|
|
(319,840 |
) |
|
|
(215,891 |
) |
Selling, general and
administrative |
|
(49,004 |
) |
|
|
(39,536 |
) |
|
|
(182,076 |
) |
|
|
(144,738 |
) |
Acquisition, litigation and
other, net |
|
(20,567 |
) |
|
|
(26,535 |
) |
|
|
(51,578 |
) |
|
|
(36,306 |
) |
Impairment of long-lived
assets |
|
— |
|
|
|
(1,954 |
) |
|
|
(3,312 |
) |
|
|
(8,236 |
) |
Gain from sale of real
estate |
|
— |
|
|
|
676 |
|
|
|
— |
|
|
|
22,124 |
|
Interest expense |
|
(21,339 |
) |
|
|
(21,367 |
) |
|
|
(99,177 |
) |
|
|
(91,481 |
) |
Loss on debt extinguishment,
modifications and termination of derivative instruments |
|
(638 |
) |
|
|
(9,194 |
) |
|
|
(5,689 |
) |
|
|
(9,975 |
) |
Interest income |
|
91 |
|
|
|
135 |
|
|
|
841 |
|
|
|
1,162 |
|
Bridge loan commitment
fees |
|
— |
|
|
|
(2,438 |
) |
|
|
— |
|
|
|
(2,438 |
) |
Foreign currency exchange
loss, net |
|
(294 |
) |
|
|
(44,905 |
) |
|
|
(610 |
) |
|
|
(45,278 |
) |
Other income (expense),
net |
|
1,230 |
|
|
|
(2,395 |
) |
|
|
1,900 |
|
|
|
(2,563 |
) |
(Loss) income from investments
in partially owned entities |
|
(753 |
) |
|
|
4 |
|
|
|
(2,004 |
) |
|
|
(250 |
) |
(Loss) income before income tax benefit (expense) |
$ |
(17,508 |
) |
|
$ |
(53,389 |
) |
|
$ |
(31,878 |
) |
|
$ |
17,628 |
|
We view and manage our business through three
primary business segments—warehouse, third-party managed and
transportation. Our core business is our warehouse segment, where
we provide temperature-controlled warehouse storage and related
handling and other warehouse services. In our warehouse segment, we
collect rent and storage fees from customers to store their frozen
and perishable food and other products within our real estate
portfolio. We also provide our customers with handling and other
warehouse services related to the products stored in our buildings
that are designed to optimize their movement through the cold
chain, such as the placement of food products for storage and
preservation, the retrieval of products from storage upon customer
request, blast freezing, case-picking, kitting and repackaging and
other recurring handling services.
Under our third-party managed segment, we manage
warehouses on behalf of third parties and provide warehouse
management services to several leading food retailers and
manufacturers in customer-owned facilities, including some of our
largest and longest-standing customers. We believe using our
third-party management services allows our customers to increase
efficiency, reduce costs, reduce supply-chain risks and focus on
their core businesses. We also believe that providing third-party
management services to many of our key customers underscores our
ability to offer a complete and integrated suite of services across
the cold chain.
In our transportation segment, we broker and
manage transportation of frozen and perishable food and other
products for our customers. Our transportation services include
consolidation services (i.e., consolidating a customer’s products
with those of other customers for more efficient shipment), freight
under management services (i.e., arranging for and overseeing
transportation of customer inventory) and dedicated transportation
services, each designed to improve efficiency and reduce
transportation and logistics costs to our customers. We provide
these transportation services at cost plus a service fee or, in the
case of our consolidation services, we charge a fixed fee.
In addition to our primary business segments, we
owned a limestone quarry in Carthage, Missouri. We do not view the
operation of the quarry as an integral part of our business, and as
a result this business segment was subsequently sold on July 1,
2020.
Notes and Definitions |
We calculate funds from operations, or FFO, in accordance with the
standards established by the Board of Governors of the National
Association of Real Estate Investment Trusts, or NAREIT. NAREIT
defines FFO as net income or loss determined in accordance with
U.S. GAAP, excluding extraordinary items as defined under
U.S. GAAP and gains or losses from sales of previously
depreciated operating real estate assets, plus specified non-cash
items, such as real estate asset depreciation, asset disposals,
impairment, and our share of reconciling items for partially owned
entities. We believe that FFO is helpful to investors as a
supplemental performance measure because it excludes the effect of
depreciation, amortization and gains or losses from sales of real
estate, all of which are based on historical costs, which
implicitly assumes that the value of real estate diminishes
predictably over time. Since real estate values instead have
historically risen or fallen with market conditions, FFO can
facilitate comparisons of operating performance between periods and
among other equity REITs. |
We calculate core funds from operations, or Core FFO, as FFO
adjusted for the effects of gain or loss on the sale of non-real
estate assets, acquisition, litigation and other, net, non-core
asset impairment, share-based compensation expense for the IPO
retention grants, bridge loan commitment fees, loss on debt
extinguishment, modifications and termination of derivative
instruments and foreign currency exchange gain or loss. We also
adjust for the impact of Core FFO attributable to partially owned
entities. We have elected to reflect our share of Core FFO
attributable to partially owned entities since the Brazil joint
ventures are strategic partnerships which we continue to actively
participate in on an ongoing basis. The previous joint venture, the
China JV, was considered for disposition during the periods
presented. We believe that Core FFO is helpful to investors as a
supplemental performance measure because it excludes the effects of
certain items which can create significant earnings volatility, but
which do not directly relate to our core business operations. We
believe Core FFO can facilitate comparisons of operating
performance between periods, while also providing a more meaningful
predictor of future earnings potential. |
However, because FFO and Core FFO add back real estate depreciation
and amortization and do not capture the level of maintenance
capital expenditures necessary to maintain the operating
performance of our properties, both of which have material economic
impacts on our results from operations, we believe the utility of
FFO and Core FFO as a measure of our performance may be
limited. |
We calculate adjusted funds from operations, or Adjusted FFO, as
Core FFO adjusted for the effects of amortization of deferred
financing costs and pension withdrawal liability, non-real estate
asset impairment, amortization of above or below market leases,
straight-line net rent, provision or benefit from deferred income
taxes, share-based compensation expense, excluding IPO grants,
non-real estate depreciation and amortization, and maintenance
capital expenditures. We also adjust for AFFO attributable to our
share of reconciling items of partially owned entities. We believe
that Adjusted FFO is helpful to investors as a meaningful
supplemental comparative performance measure of our ability to make
incremental capital investments in our business and to assess our
ability to fund distribution requirements from our operating
activities. |
FFO, Core FFO and Adjusted FFO are used by management, investors
and industry analysts as supplemental measures of operating
performance of equity REITs. FFO, Core FFO and Adjusted FFO should
be evaluated along with U.S. GAAP net income and net income
per diluted share (the most directly comparable U.S. GAAP
measures) in evaluating our operating performance. FFO, Core FFO
and Adjusted FFO do not represent net income or cash flows from
operating activities in accordance with U.S. GAAP and are not
indicative of our results of operations or cash flows from
operating activities as disclosed in our consolidated statements of
operations included in our annual and quarterly reports. FFO, Core
FFO and Adjusted FFO should be considered as supplements, but not
alternatives, to our net income or cash flows from operating
activities as indicators of our operating performance. Moreover,
other REITs may not calculate FFO in accordance with the NAREIT
definition or may interpret the NAREIT definition differently than
we do. Accordingly, our FFO may not be comparable to FFO as
calculated by other REITs. In addition, there is no industry
definition of Core FFO or Adjusted FFO and, as a result, other
REITs may also calculate Core FFO or Adjusted FFO, or other
similarly-captioned metrics, in a manner different than we do. The
table above reconciles FFO, Core FFO and Adjusted FFO to net
income, which is the most directly comparable financial measure
calculated in accordance with U.S. GAAP. |
We calculate EBITDA for Real Estate, or EBITDAre, in accordance
with the standards established by the Board of Governors of NAREIT,
defined as, earnings before interest expense, taxes, depreciation
and amortization, net gain on sale of real estate, net of
withholding taxes and adjustment to reflect our share of EBITDAre
of partially owned entities. EBITDAre is a measure commonly used in
our industry, and we present EBITDAre to enhance investor
understanding of our operating performance. We believe that
EBITDAre provides investors and analysts with a measure of
operating results unaffected by differences in capital structures,
capital investment cycles and useful life of related assets among
otherwise comparable companies. |
We also calculate our Core EBITDA as EBITDAre further adjusted for
acquisition, litigation and other, net, loss on partially owned
entities, asset impairment, foreign currency exchange gain or loss,
share-based compensation expense, loss on debt extinguishment,
modifications and termination of derivative instruments, bridge
loan commitment fees, net loss on other asset disposals and
reduction in EBITDAre from partially owned entities. We believe
that the presentation of Core EBITDA provides a measurement of our
operations that is meaningful to investors because it excludes the
effects of certain items that are otherwise included in EBITDA but
which we do not believe are indicative of our core business
operations. EBITDA and Core EBITDA are not measurements of
financial performance under U.S. GAAP, and our EBITDA and Core
EBITDA may not be comparable to similarly titled measures of other
companies. You should not consider our EBITDA and Core EBITDA as
alternatives to net income or cash flows from operating activities
determined in accordance with U.S. GAAP. Our calculations of EBITDA
and Core EBITDA have limitations as analytical tools,
including: |
- these measures do
not reflect our historical or future cash requirements for
maintenance capital expenditures or growth and expansion capital
expenditures;
- these measures do not reflect
changes in, or cash requirements for, our working capital
needs;
- these measures do not reflect the
interest expense, or the cash requirements necessary to service
interest or principal payments, on our indebtedness;
- these measures do not reflect our
tax expense or the cash requirements to pay our taxes; and
- although
depreciation and amortization are non-cash charges, the assets
being depreciated will often have to be replaced in the future and
these measures do not reflect any cash requirements for such
replacements.
We use Core EBITDA and EBITDAre as measures of our operating
performance and not as measures of liquidity. The table on page 21
of our financial supplement reconciles EBITDA, EBITDAre and Core
EBITDA to net income, which is the most directly comparable
financial measure calculated in accordance with U.S. GAAP. |
All quarterly amounts and non-GAAP disclosures within this filing
shall be deemed unaudited. |
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