Americold Realty Trust, Inc. (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
third quarter ended September 30, 2022.
Third Quarter 2022
Highlights
- Total revenue increased 6.9% to
$757.8 million.
- Total NOI increased 16.3% to $181.2
million.
- Core EBITDA increased 15.0% to
$131.9 million, and increased 16.9% on a constant currency
basis.
- Net loss of $8.9 million, or $0.03
loss per diluted common share.
- Core FFO of $67.1 million, or $0.25
per diluted common share.
- AFFO of $79.3 million, or $0.29 per
diluted common share.
- Global Warehouse segment revenue
increased 10.5% to $599.0 million.
- Global Warehouse segment NOI
increased 14.9% to $166.7 million.
- Global Warehouse segment same store
revenue increased 7.1%, or 9.6% on a constant currency basis,
Global Warehouse segment same store NOI increased by 12.5%, or
14.4% on a constant currency basis.
- On July 1, we completed the
acquisition of De Bruyn Cold Storage Pty Ltd, consisting of a
facility in Tasmania, Australia for approximately A$24.9
million.
- On August 1, we completed the
purchase of our previously leased Christchurch, New Zealand
facility for N$18 million (inclusive of estimated N$5 million
in-process renovation).
- On August 23, we completed the
refinancing of our Senior Unsecured Credit Facility, upsizing from
approximately $1.5 billion to $2.0 billion, and extended the
maturities of our Term Loans and Revolving Credit Facility. The new
facility also includes a sustainability-linked pricing component,
with pricing subject to adjustment based on an annual GRESB rating.
Additionally, the Company entered into interest rate swaps to fix
the base interest rate for a substantial portion of the Term Loans.
A portion of the incremental borrowings were used on November 1 to
repay the 2013 CMBS debt which became prepayable at par on that
date and the remainder was used for general corporate
purposes.
Year to Date 2022
Highlights
- Total revenue increased 9.8% to
$2.2 billion.
- Total NOI increased 8.4% to $507.7
million.
- Core EBITDA increased 3.5% to
$362.9 million, or 5.1% on a constant currency basis.
- Net loss of $22.4 million, or $0.08
loss per diluted common share.
- Core FFO of $178.8 million, or
$0.66 per diluted common share.
- AFFO of $222.1 million, or $0.82
per diluted common share.
- Global Warehouse segment revenue
increased 11.3% to $1.7 billion.
- Global Warehouse segment NOI
increased 6.5% to $463.9 million.
- Global Warehouse segment same store
revenue increased 5.9%, or 7.9% on a constant currency basis,
Global Warehouse segment same store NOI increased 3.0%, or 4.4% on
a constant currency basis.
Third Quarter 2022 Total Company
Financial Results
Total revenue for the third quarter of 2022 was
$757.8 million, a 6.9% increase from the same quarter of the prior
year. This growth was driven by our core warehouse business which
benefited from our pricing initiatives and rate escalations, higher
economic occupancy, incremental revenue from acquisitions and
recently completed expansion and development projects, partially
offset by slightly lower throughput volume in our same store
portfolio. Revenue growth was also driven by our transportation
segment which benefited from our pricing initiatives. Total revenue
was impacted by unfavorable foreign currency translation as the USD
strengthened against the currencies of our foreign operations.
Total NOI for the third quarter of 2022 was
$181.2 million, an increase of 16.3% from the same quarter of the
prior year. This increase is a result of the same factors driving
the increase in revenue mentioned above, partially offset by
inflationary pressure on operating costs and labor
inefficiencies.
Core EBITDA was $131.9 million for the third
quarter of 2022, compared to $114.7 million for the same quarter of
the prior year. This reflects a 15.0% increase over prior year on
an actual basis, and 16.9% on a constant currency basis. The
increase is due to the same factors driving the increase in NOI
mentioned above, partially offset by an increase in selling,
general and administrative costs.
During the third quarter of 2022, we recorded
impairment charges totaling $6.6 million, which included a
‘Goodwill’ impairment charge of $3.2 million as we are
strategically shifting our focus to our core warehouse portfolio,
and terminating and winding down business with one of the largest
customers in the Third-party managed segment. It also included an
impairment charge for ‘Assets under construction’ of
$2.2 million which was associated with a development project
which management determined it would no longer pursue and an
impairment charge of $1.2 million for Warehouse segment assets
which we reduced the carrying value of in anticipation of the exit
of certain leased facilities.
Additionally, as part of the 2019 Cloverleaf
acquisition, we acquired a small, production-advantaged facility
subject to a customer purchase option that was exercisable at the
time of the transaction, which gave this customer the option to
acquire the facility during the lease term. During the third
quarter of 2022, the customer notified us of their intent to
exercise the option prior to the end of the lease in late 2024. As
a result, we recorded a non-cash $5.7 million loss from the sale of
real estate for the excess book value for the third quarter of
2022.
For the third quarter of 2022, the Company
reported net loss of $8.9 million, or $0.03 loss per diluted share,
compared to net income of $5.3 million, or $0.02 per diluted share,
for the same quarter of the prior year.
For the third quarter of 2022, Core FFO was
$67.1 million, or $0.25 per diluted share, compared to $61.5
million, or $0.23 per diluted share, for the same quarter of the
prior year.
For the third quarter of 2022, AFFO was $79.3
million, or $0.29 per diluted share, compared to $69.6 million, or
$0.27 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.
Third Quarter 2022 Global Warehouse
Segment Results
For the third quarter of 2022, Global Warehouse
segment revenue was $599.0 million, an increase of $56.9 million,
or 10.5%, compared to $542.0 million for the third quarter of 2021.
This growth was principally driven by growth in our same store pool
resulting from our pricing initiative and rate escalations and
higher economic occupancy as compared to 2021, incremental revenue
from acquisitions, and recently completed development projects.
This was partially offset by the unfavorable impact of foreign
currency translation and slightly lower throughput in our same
store pool.
Global Warehouse segment NOI was $166.7 million
for the third quarter of 2022 as compared to $145.0 million for the
third quarter of 2021. Global Warehouse segment NOI increased
period-over-period due to the drivers of warehouse revenue increase
mentioned above, offset by the impact of inflationary pressures,
start-up costs for our developments, labor inefficiencies, and the
unfavorable impact of foreign currency translation. Global
Warehouse segment margin was 27.8% for the third quarter of 2022, a
108 basis point increase compared to the same quarter of the prior
year.
We had 212 same store warehouses for the three
and nine months ended September 30, 2022. The following table
presents revenues, cost of operations, contribution (NOI) and
margins for our same store and non-same store warehouses with a
reconciliation to the total financial metrics of our warehouse
segment for the three and nine months ended September 30,
2022. Results related to the acquisitions of Bowman Stores, ColdCo,
De Bruyn Cold Storage, KMT Brrr!, Lago Cold Stores, Liberty
Freezers and Newark Facility Management, one recently leased
warehouse in Australia, a recently constructed facility in Denver
purchased in November 2021, two leased facilities which we
purchased during 2022, as well as certain expansion and development
projects not yet stabilized are reflected within non-same store
results.
|
Three Months Ended September 30, |
|
Change |
Dollars and units in
thousands, except per pallet data |
2022 Actual |
|
2022 Constant Currency(1) |
|
2021 Actual |
|
Actual |
|
Constant Currency |
|
|
|
|
|
|
|
|
|
|
TOTAL WAREHOUSE
SEGMENT |
|
|
|
|
|
|
|
|
|
Number of total
warehouses(2) |
|
240 |
|
|
|
|
|
239 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
260,249 |
|
|
$ |
266,362 |
|
|
$ |
225,234 |
|
|
15.5 |
% |
|
18.3 |
% |
Warehouse services |
|
338,728 |
|
|
|
347,209 |
|
|
|
316,813 |
|
|
6.9 |
% |
|
9.6 |
% |
Total revenue |
$ |
598,977 |
|
|
$ |
613,571 |
|
|
$ |
542,047 |
|
|
10.5 |
% |
|
13.2 |
% |
Global Warehouse
contribution (NOI) |
$ |
166,662 |
|
|
$ |
169,837 |
|
|
$ |
144,992 |
|
|
14.9 |
% |
|
17.1 |
% |
Global Warehouse
margin |
|
27.8 |
% |
|
|
27.7 |
% |
|
|
26.7 |
% |
|
108 bps |
|
|
93 bps |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse rent
and storage metrics: |
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
4,357 |
|
|
n/a |
|
|
4,061 |
|
|
7.3 |
% |
|
n/a |
|
Average physical occupied pallets |
|
4,043 |
|
|
n/a |
|
|
3,709 |
|
|
9.0 |
% |
|
n/a |
|
Average physical pallet positions |
|
5,441 |
|
|
n/a |
|
|
5,351 |
|
|
1.7 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
80.1 |
% |
|
n/a |
|
|
75.9 |
% |
|
419 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
74.3 |
% |
|
n/a |
|
|
69.3 |
% |
|
500 bps |
|
|
n/a |
|
Total rent and storage revenue
per economic occupied pallet |
$ |
59.73 |
|
|
$ |
61.14 |
|
|
$ |
55.46 |
|
|
7.7 |
% |
|
10.2 |
% |
Total rent and storage revenue
per physical occupied pallet |
$ |
64.37 |
|
|
$ |
65.88 |
|
|
$ |
60.73 |
|
|
6.0 |
% |
|
8.5 |
% |
Global Warehouse
services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
10,209 |
|
|
n/a |
|
|
10,142 |
|
|
0.7 |
% |
|
n/a |
|
Total warehouse services
revenue per throughput pallet |
$ |
33.18 |
|
|
$ |
34.01 |
|
|
$ |
31.24 |
|
|
6.2 |
% |
|
8.9 |
% |
|
|
|
|
|
|
|
|
|
|
SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of same store
warehouses |
|
212 |
|
|
|
|
|
212 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse same
store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
225,588 |
|
|
$ |
230,422 |
|
|
$ |
201,574 |
|
|
11.9 |
% |
|
14.3 |
% |
Warehouse services |
|
304,091 |
|
|
|
311,587 |
|
|
|
293,052 |
|
|
3.8 |
% |
|
6.3 |
% |
Total same store revenue |
$ |
529,679 |
|
|
$ |
542,009 |
|
|
$ |
494,626 |
|
|
7.1 |
% |
|
9.6 |
% |
Global Warehouse same
store contribution (NOI) |
$ |
156,511 |
|
|
$ |
159,159 |
|
|
$ |
139,066 |
|
|
12.5 |
% |
|
14.4 |
% |
Global Warehouse same
store margin |
|
29.5 |
% |
|
|
29.4 |
% |
|
|
28.1 |
% |
|
143 bps |
|
|
125 bps |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse same
store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
3,910 |
|
|
n/a |
|
|
3,699 |
|
|
5.7 |
% |
|
n/a |
|
Average physical occupied pallets |
|
3,644 |
|
|
n/a |
|
|
3,375 |
|
|
8.0 |
% |
|
n/a |
|
Average physical pallet positions |
|
4,847 |
|
|
n/a |
|
|
4,848 |
|
|
— |
% |
|
n/a |
|
Economic occupancy
percentage |
|
80.7 |
% |
|
n/a |
|
|
76.3 |
% |
|
437 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
75.2 |
% |
|
n/a |
|
|
69.6 |
% |
|
555 bps |
|
|
n/a |
|
Same store rent and storage
revenue per economic occupied pallet |
$ |
57.69 |
|
|
$ |
58.93 |
|
|
$ |
54.50 |
|
|
5.9 |
% |
|
8.1 |
% |
Same store rent and storage
revenue per physical occupied pallet |
$ |
61.91 |
|
|
$ |
63.24 |
|
|
$ |
59.72 |
|
|
3.7 |
% |
|
5.9 |
% |
Global Warehouse same
store services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
9,146 |
|
|
n/a |
|
|
9,263 |
|
|
(1.3 |
)% |
|
n/a |
|
Same store warehouse services
revenue per throughput pallet |
$ |
33.25 |
|
|
$ |
34.07 |
|
|
$ |
31.64 |
|
|
5.1 |
% |
|
7.7 |
% |
|
Three Months Ended September 30, |
|
Change |
Dollars and units in
thousands, except per pallet data |
2022 Actual |
|
2022ConstantCurrency(1) |
|
2021 Actual |
|
Actual |
|
ConstantCurrency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of non-same store
warehouses(3) |
|
28 |
|
|
|
|
|
27 |
|
|
n/a |
|
n/a |
Global Warehouse
non-same store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
34,661 |
|
|
$ |
35,940 |
|
|
$ |
23,660 |
|
|
n/r |
|
n/r |
Warehouse services |
|
34,637 |
|
|
|
35,622 |
|
|
|
23,761 |
|
|
n/r |
|
n/r |
Total non-same store
revenue |
$ |
69,298 |
|
|
$ |
71,562 |
|
|
$ |
47,421 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store contribution (NOI) |
$ |
10,151 |
|
|
$ |
10,678 |
|
|
$ |
5,926 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store margin |
|
14.6 |
% |
|
|
14.9 |
% |
|
|
12.5 |
% |
|
n/r |
|
n/r |
|
|
|
|
|
|
|
|
|
|
Global
Warehouse non-same store rent and storage metrics: |
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
447 |
|
|
n/a |
|
|
362 |
|
|
n/r |
|
n/a |
Average physical occupied pallets |
|
399 |
|
|
n/a |
|
|
334 |
|
|
n/r |
|
n/a |
Average physical pallet positions |
|
593 |
|
|
n/a |
|
|
504 |
|
|
n/r |
|
n/a |
Economic occupancy
percentage |
|
75.3 |
% |
|
n/a |
|
|
71.9 |
% |
|
n/r |
|
n/a |
Physical occupancy
percentage |
|
67.3 |
% |
|
n/a |
|
|
66.3 |
% |
|
n/r |
|
n/a |
Non-same store rent and
storage revenue per economic occupied pallet |
$ |
77.60 |
|
|
$ |
80.46 |
|
|
$ |
65.30 |
|
|
n/r |
|
n/r |
Non-same store rent and
storage revenue per physical occupied pallet |
$ |
86.85 |
|
|
$ |
90.06 |
|
|
$ |
70.88 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
1,063 |
|
|
n/a |
|
|
879 |
|
|
n/r |
|
n/a |
Non-same store warehouse
services revenue per throughput pallet |
$ |
32.58 |
|
|
$ |
33.51 |
|
|
$ |
27.03 |
|
|
n/r |
|
n/r |
(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 240 includes a facility acquired through the De
Bruyn Cold Storage acquisition on July 1, 2022, three warehouses
acquired through the Lago acquisition on November 15, 2021
(including one leased facility from the Lago Cold Stores
acquisition that was exited upon expiration during the first
quarter of 2022 and another leased facility early terminated in the
third quarter of 2022), 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 and four warehouses acquired through the Liberty acquisition
on March 1, 2021 (including one leased facility that was exited
upon expiration during the third quarter of 2022). The results of
these acquisitions are reflected in the results above since date of
ownership.(3) Non-same store warehouse count of 28 includes a
facility acquired through the De Bruyn Cold Storage acquisition on
July 1, 2022, a facility previously leased that we bought during
the third quarter of 2022, one recently leased warehouse in
Australia, one recently constructed facility in Denver that we
purchased in November 2021, one facility previously leased that we
bought during the second quarter of 2022, three warehouses acquired
through the Lago Cold Stores acquisition on November 15, 2021
(including one leased facility that was exited upon expiration
during the first quarter of 2022 and another leased facility early
terminated in the third quarter of 2022), 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 remaining warehouses
acquired through the Liberty Freezers acquisition on March 1, 2021
(including one leased facility that was exited during the third
quarter of 2021), 12 warehouses in expansion or redevelopment and
one warehouse which we ceased operations within as it is being
prepared for lease to a third-party. The results of the facilities
exited are included in the results above, and the results of these
acquisitions are reflected in the results above since date of
ownership. (n/a = not applicable)(n/r = not relevant)
|
Nine Months Ended September 30, |
|
Change |
Dollars and units in
thousands, except per pallet data |
2022 Actual |
|
2022 Constant Currency(1) |
|
2021 Actual |
|
Actual |
|
Constant Currency |
|
|
|
|
|
|
|
|
|
|
TOTAL WAREHOUSE
SEGMENT |
|
|
|
|
|
|
|
|
|
Number of total
warehouses(2) |
|
240 |
|
|
|
|
|
239 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse
revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
732,357 |
|
|
$ |
746,033 |
|
|
$ |
642,787 |
|
|
13.9 |
% |
|
16.1 |
% |
Warehouse services |
|
971,924 |
|
|
|
992,712 |
|
|
|
888,445 |
|
|
9.4 |
% |
|
11.7 |
% |
Total revenue |
$ |
1,704,281 |
|
|
$ |
1,738,745 |
|
|
$ |
1,531,232 |
|
|
11.3 |
% |
|
13.6 |
% |
Global Warehouse
contribution (NOI) |
$ |
463,905 |
|
|
$ |
471,404 |
|
|
$ |
435,552 |
|
|
6.5 |
% |
|
8.2 |
% |
Global Warehouse
margin |
|
27.2 |
% |
|
|
27.1 |
% |
|
|
28.4 |
% |
|
-122 bps |
|
|
-133 bps |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse rent
and storage metrics: |
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
4,245 |
|
|
n/a |
|
|
3,994 |
|
|
6.3 |
% |
|
n/a |
|
Average physical occupied pallets |
|
3,912 |
|
|
n/a |
|
|
3,648 |
|
|
7.2 |
% |
|
n/a |
|
Average physical pallet positions |
|
5,437 |
|
|
n/a |
|
|
5,250 |
|
|
3.5 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
78.1 |
% |
|
n/a |
|
|
76.1 |
% |
|
201 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
72.0 |
% |
|
n/a |
|
|
69.5 |
% |
|
248 bps |
|
|
n/a |
|
Total rent and storage revenue
per economic occupied pallet |
$ |
172.51 |
|
|
$ |
175.73 |
|
|
$ |
160.93 |
|
|
7.2 |
% |
|
9.2 |
% |
Total rent and storage revenue
per physical occupied pallet |
$ |
187.22 |
|
|
$ |
190.72 |
|
|
$ |
176.21 |
|
|
6.2 |
% |
|
8.2 |
% |
Global Warehouse
services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
30,124 |
|
|
n/a |
|
|
29,591 |
|
|
1.8 |
% |
|
n/a |
|
Total warehouse services
revenue per throughput pallet |
$ |
32.26 |
|
|
$ |
32.95 |
|
|
$ |
30.02 |
|
|
7.5 |
% |
|
9.8 |
% |
|
|
|
|
|
|
|
|
|
|
SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of same store
warehouses |
|
212 |
|
|
|
|
|
212 |
|
|
n/a |
|
|
n/a |
|
Global Warehouse same
store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
638,320 |
|
|
$ |
649,070 |
|
|
$ |
587,474 |
|
|
8.7 |
% |
|
10.5 |
% |
Warehouse services |
|
868,332 |
|
|
|
886,843 |
|
|
|
835,748 |
|
|
3.9 |
% |
|
6.1 |
% |
Total same store revenue |
$ |
1,506,652 |
|
|
$ |
1,535,913 |
|
|
$ |
1,423,222 |
|
|
5.9 |
% |
|
7.9 |
% |
Global Warehouse same
store contribution (NOI) |
$ |
438,118 |
|
|
$ |
444,320 |
|
|
$ |
425,471 |
|
|
3.0 |
% |
|
4.4 |
% |
Global Warehouse same
store margin |
|
29.1 |
% |
|
|
28.9 |
% |
|
|
29.9 |
% |
|
-82 bps |
|
|
-97 bps |
|
|
|
|
|
|
|
|
|
|
|
Global Warehouse same
store rent and storage metrics: |
|
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
3,821 |
|
|
n/a |
|
|
3,694 |
|
|
3.4 |
% |
|
n/a |
|
Average physical occupied pallets |
|
3,522 |
|
|
n/a |
|
|
3,373 |
|
|
4.4 |
% |
|
n/a |
|
Average physical pallet positions |
|
4,853 |
|
|
n/a |
|
|
4,844 |
|
|
0.2 |
% |
|
n/a |
|
Economic occupancy
percentage |
|
78.7 |
% |
|
n/a |
|
|
76.2 |
% |
|
249 bps |
|
|
n/a |
|
Physical occupancy
percentage |
|
72.6 |
% |
|
n/a |
|
|
69.6 |
% |
|
296 bps |
|
|
n/a |
|
Same store rent and storage
revenue per economic occupied pallet |
$ |
167.06 |
|
|
$ |
169.87 |
|
|
$ |
159.05 |
|
|
5.0 |
% |
|
6.8 |
% |
Same store rent and storage
revenue per physical occupied pallet |
$ |
181.22 |
|
|
$ |
184.27 |
|
|
$ |
174.16 |
|
|
4.0 |
% |
|
5.8 |
% |
Global Warehouse same
store services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
26,999 |
|
|
n/a |
|
|
27,304 |
|
|
(1.1 |
)% |
|
n/a |
|
Same store warehouse services
revenue per throughput pallet |
$ |
32.16 |
|
|
$ |
32.85 |
|
|
$ |
30.61 |
|
|
5.1 |
% |
|
7.3 |
% |
|
Nine Months Ended September 30, |
|
Change |
Dollars and units in
thousands, except per pallet data |
2022 Actual |
|
2022 Constant Currency(1) |
|
2021 Actual |
|
Actual |
|
Constant Currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-SAME STORE
WAREHOUSE |
|
|
|
|
|
|
|
|
|
Number of non-same store
warehouses(3) |
|
28 |
|
|
|
|
|
27 |
|
|
n/a |
|
n/a |
Global Warehouse
non-same store revenue: |
|
|
|
|
|
|
|
|
|
Rent and storage |
$ |
94,036 |
|
|
$ |
96,963 |
|
|
$ |
55,313 |
|
|
n/r |
|
n/r |
Warehouse services |
|
103,593 |
|
|
|
105,868 |
|
|
|
52,697 |
|
|
n/r |
|
n/r |
Total non-same store
revenue |
$ |
197,629 |
|
|
$ |
202,831 |
|
|
$ |
108,010 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store contribution (NOI) |
$ |
25,787 |
|
|
$ |
27,083 |
|
|
$ |
10,081 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store margin |
|
13.0 |
% |
|
|
13.4 |
% |
|
|
9.3 |
% |
|
n/r |
|
n/r |
|
|
|
|
|
|
|
|
|
|
Global
Warehouse non-same store rent and storage metrics: |
|
|
|
|
|
|
|
|
Average economic occupied pallets |
|
424 |
|
|
n/a |
|
|
|
301 |
|
|
n/r |
|
n/a |
Average physical occupied pallets |
|
389 |
|
|
n/a |
|
|
|
275 |
|
|
n/r |
|
n/a |
Average physical pallet positions |
|
584 |
|
|
n/a |
|
|
|
406 |
|
|
n/r |
|
n/a |
Economic occupancy
percentage |
|
72.7 |
% |
|
n/a |
|
|
|
74.0 |
% |
|
n/r |
|
n/a |
Physical occupancy
percentage |
|
66.7 |
% |
|
n/a |
|
|
|
67.6 |
% |
|
n/r |
|
n/a |
Non-same store rent and
storage revenue per economic occupied pallet |
$ |
221.62 |
|
|
$ |
228.52 |
|
|
$ |
184.03 |
|
|
n/r |
|
n/r |
Non-same store rent and
storage revenue per physical occupied pallet |
$ |
241.54 |
|
|
$ |
249.06 |
|
|
$ |
201.39 |
|
|
n/r |
|
n/r |
Global Warehouse
non-same store services metrics: |
|
|
|
|
|
|
|
|
|
Throughput pallets |
|
3,126 |
|
|
n/a |
|
|
|
2,287 |
|
|
n/r |
|
n/a |
Non-same store warehouse
services revenue per throughput pallet |
$ |
33.14 |
|
|
$ |
33.87 |
|
|
$ |
23.04 |
|
|
n/r |
|
n/r |
(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 240 includes a facility acquired through the De
Bruyn Cold Storage acquisition on July 1, 2022, three warehouses
acquired through the Lago acquisition on November 15, 2021
(including one leased facility from the Lago Cold Stores
acquisition that was exited upon expiration during the first
quarter of 2022 and another leased facility early terminated in the
third quarter of 2022), 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 and four warehouses acquired through the Liberty acquisition
on March 1, 2021 (including one leased facility that was exited
upon expiration during the third quarter of 2022). The results of
these acquisitions are reflected in the results above since date of
ownership.(3) Non-same store warehouse count of 28 includes a
facility acquired through the De Bruyn Cold Storage acquisition on
July 1, 2022, a facility previously leased that we bought during
the third quarter of 2022, one recently leased warehouse in
Australia, one recently constructed facility in Denver that we
purchased in November 2021, one facility previously leased that we
bought during the second quarter of 2022, three warehouses acquired
through the Lago Cold Stores acquisition on November 15, 2021
(including one leased facility that was exited upon expiration
during the first quarter of 2022 and another leased facility early
terminated in the third quarter of 2022), 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 remaining warehouses
acquired through the Liberty Freezers acquisition on March 1, 2021
(including one leased facility that was exited during the third
quarter of 2021), 12 warehouses in expansion or redevelopment and
one warehouse which we ceased operations within as it is being
prepared for lease to a third-party. The results of the facilities
exited are included in the results above, and 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 September 30, 2022, $396.4 million of
the Company’s annualized rent and storage revenue were derived from
customers with fixed commitment storage contracts. This compares to
$379.3 million at the end of the second quarter of 2022 and $345.8
million at the end of the third quarter of 2021. We continue to
make progress on commercializing business under this type of
arrangement. On a combined pro forma basis, assuming a full twelve
months of acquisitions revenue, 40.9% 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 third quarter of 2022, economic occupancy for
the total warehouse segment was 80.1% and warehouse segment same
store pool was 80.7%, representing a 577 basis point and 549 basis
point increase above physical occupancy, respectively. Economic
occupancy for the total warehouse segment increased 419 basis
points, and the warehouse segment same store pool increased 437
basis points as compared to the third quarter of 2021. The growth
in occupancy reflects our customers’ increased food production
levels driven by improvement in the labor market.
Real Estate Portfolio As of
September 30, 2022, the Company’s portfolio consists of 249
facilities. The Company ended the third quarter of 2022 with 240
facilities in its Global Warehouse segment portfolio and nine
facilities in its Third-party managed segment. The same store
population consists of 212 facilities for the quarter ended
September 30, 2022. The remaining 28 non-same store population
includes the 12 facilities that were acquired in connection with
the Bowman Stores, Brighton, ColdCo, De Bruyn Cold Storage, KMT
Brrr!, Lago Cold Stores, Liberty Freezers and Newark acquisitions,
a temporarily leased facility in Australia, 12 facilities in
expansion or redevelopment, two facilities we previously leased and
purchased during 2022 and a facility in which we ceased operations
during the first quarter of 2022, in order to prepare for leasing
to a third-party.
Balance Sheet Activity and
LiquidityAs of September 30, 2022, the Company had
total liquidity of approximately $700.1 million, including cash and
capacity on its revolving credit facility. Total debt outstanding
was $3.2 billion (inclusive of $256.7 million of financing
leases/sale lease-backs and exclusive of unamortized deferred
financing fees), of which 84% was in an unsecured structure. At
quarter end, net debt to pro forma Core EBITDA was approximately
6.5x. The Company’s total debt outstanding includes $3.0 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 5.6 years and carries a weighted average
contractual interest rate of 3.73%. As of September 30, 2022,
80% of the Company’s total debt outstanding was at a fixed rate.
Subsequent to quarter end, the Company drew upon its Delayed Draw
Term Loan and use the proceeds to repay its 2013 CMBS on November
1, 2022. As a result, the Company has no material debt maturities
until 2026, inclusive of extension options.
DividendOn September 1, 2022,
the Company’s Board of Directors declared a dividend of $0.22 per
share for the third quarter of 2022, which was paid on October 14,
2022 to common stockholders of record as of September 30,
2022.
2022 Outlook The Company
revised its 2022 annual AFFO per share guidance to be within the
range of $1.08 - $1.12. Refer to page 43 of this 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, November 3, 2022 at 5:00 p.m. Eastern Time to
discuss its third quarter 2022 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# 13730919. The telephone replay will be
available starting shortly after the call until November 17,
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
249 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; same store segment revenue
and contribution (NOI); real estate debt and maintenance capital
expenditures. Definitions of these non-GAAP metrics are included
beginning on page 44, and reconciliations of these non-GAAP
measures to their most comparable GAAP metrics are included herein.
Each of the non-GAAP measures included in this report has
limitations as an analytical tool and should not be considered in
isolation or as a substitute for an analysis of the Company’s
results calculated in accordance with GAAP. In addition, because
not all companies use identical calculations, the Company’s
presentation of non-GAAP measures in this report may not be
comparable to similarly titled measures disclosed by other
companies, including other REITs.
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 on labor availability, raw
material availability, manufacturing and food production;
construction materials 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; rising interest rates and inflation in operating costs,
including as a result of the COVID-19 pandemic; general economic
conditions; labor and power costs; labor shortages; 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 targeted completion dates and
budgeted or stabilized returns within expected time frames, or at
all, in respect thereof; risks related to our joint ventures; 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; 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; changes in applicable governmental
regulations and tax legislation, including in the international
markets; geopolitical conflicts, such as the ongoing conflict
between Russia and Ukraine; 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 stockholders to replace our directors and
affect the price of our common stock, $0.01 par value per share, of
our common stock; and the potential dilutive effect of our common
stock offerings.
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, 2021 and in our Quarterly Report on Form 10-Q
for the quarter ended March 31, 2022, 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 Trust, Inc.Investor Relations Telephone:
678-459-1959Email: investor.relations@americold.com
Americold Realty Trust, Inc. and Subsidiaries |
Consolidated Balance Sheets |
(In thousands, except shares and per share amounts) |
|
September 30, |
|
December 31, |
|
2022 |
|
2021 |
Assets |
|
|
|
Property, buildings and equipment: |
|
|
|
Land |
$ |
770,775 |
|
|
$ |
807,495 |
|
Buildings and improvements |
|
4,159,993 |
|
|
|
4,152,763 |
|
Machinery and equipment |
|
1,368,207 |
|
|
|
1,352,399 |
|
Assets under construction |
|
520,702 |
|
|
|
450,153 |
|
|
|
6,819,677 |
|
|
|
6,762,810 |
|
Accumulated depreciation |
|
(1,825,107 |
) |
|
|
(1,634,909 |
) |
Property, buildings and equipment – net |
|
4,994,570 |
|
|
|
5,127,901 |
|
|
|
|
|
Operating lease right-of-use assets |
|
356,260 |
|
|
|
377,536 |
|
Accumulated depreciation – operating leases |
|
(72,632 |
) |
|
|
(57,483 |
) |
Operating leases – net |
|
283,628 |
|
|
|
320,053 |
|
|
|
|
|
Financing leases: |
|
|
|
Buildings and improvements |
|
13,556 |
|
|
|
13,552 |
|
Machinery and equipment |
|
130,530 |
|
|
|
146,341 |
|
|
|
144,086 |
|
|
|
159,893 |
|
Accumulated depreciation – financing leases |
|
(56,409 |
) |
|
|
(58,165 |
) |
Financing leases – net |
|
87,677 |
|
|
|
101,728 |
|
Cash, cash equivalents and restricted cash |
|
45,693 |
|
|
|
82,958 |
|
Accounts receivable – net of allowance of $12,423 and $18,755 at
September 30, 2022 and December 31, 2021,
respectively |
|
441,739 |
|
|
|
380,014 |
|
Identifiable intangible assets – net |
|
919,052 |
|
|
|
980,966 |
|
Goodwill |
|
1,009,330 |
|
|
|
1,072,980 |
|
Investments in partially owned entities |
|
70,130 |
|
|
|
37,458 |
|
Other assets |
|
150,085 |
|
|
|
112,139 |
|
Total assets |
$ |
8,001,904 |
|
|
$ |
8,216,197 |
|
Liabilities and equity |
|
|
|
Liabilities: |
|
|
|
Borrowings under revolving line of credit |
$ |
468,286 |
|
|
$ |
399,314 |
|
Accounts payable and accrued expenses |
|
516,728 |
|
|
|
559,412 |
|
Mortgage notes, senior unsecured notes and term loans – net of
deferred financing costs of $12,025 and $11,050 in the aggregate,
at September 30, 2022 and December 31, 2021, respectively |
|
2,493,004 |
|
|
|
2,443,806 |
|
Sale-leaseback financing obligations |
|
173,344 |
|
|
|
178,817 |
|
Financing lease obligations |
|
83,353 |
|
|
|
97,633 |
|
Operating lease obligations |
|
271,433 |
|
|
|
301,765 |
|
Unearned revenue |
|
34,205 |
|
|
|
26,143 |
|
Pension and postretirement benefits |
|
2,624 |
|
|
|
2,843 |
|
Deferred tax liability – net |
|
128,404 |
|
|
|
169,209 |
|
Multiemployer pension plan withdrawal liability |
|
7,932 |
|
|
|
8,179 |
|
Total liabilities |
|
4,179,313 |
|
|
|
4,187,121 |
|
Equity |
|
|
|
Stockholders’ equity: |
|
|
|
Common stock, $0.01 par value – 500,000,000 authorized shares;
269,395,574 and 268,282,592 issued and outstanding at
September 30, 2022 and December 31, 2021, respectively |
|
2,694 |
|
|
|
2,683 |
|
Paid-in capital |
|
5,189,215 |
|
|
|
5,171,690 |
|
Accumulated deficit and distributions in excess of net
earnings |
|
(1,359,106 |
) |
|
|
(1,157,888 |
) |
Accumulated other comprehensive (loss) income |
|
(23,194 |
) |
|
|
4,522 |
|
Total stockholders’ equity |
|
3,809,609 |
|
|
|
4,021,007 |
|
Noncontrolling interests: |
|
|
|
Noncontrolling interests in operating partnership |
|
12,982 |
|
|
|
8,069 |
|
Total equity |
|
3,822,591 |
|
|
|
4,029,076 |
|
|
|
|
|
Total liabilities and equity |
$ |
8,001,904 |
|
|
$ |
8,216,197 |
|
Americold Realty Trust, Inc. and Subsidiaries |
Consolidated Statements of Operations |
(In thousands, except per share amounts) |
|
Three Months EndedSeptember 30, |
|
Nine Months EndedSeptember 30, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
Revenues: |
|
|
|
|
|
|
|
Rent, storage and warehouse services |
$ |
598,977 |
|
|
$ |
542,047 |
|
|
$ |
1,704,281 |
|
|
$ |
1,531,232 |
|
Third-party managed services |
|
82,436 |
|
|
|
87,782 |
|
|
|
251,782 |
|
|
|
233,027 |
|
Transportation services |
|
76,367 |
|
|
|
78,979 |
|
|
|
237,168 |
|
|
|
234,051 |
|
Total revenues |
|
757,780 |
|
|
|
708,808 |
|
|
|
2,193,231 |
|
|
|
1,998,310 |
|
Operating expenses: |
|
|
|
|
|
|
|
Rent, storage and warehouse services cost of operations |
|
432,315 |
|
|
|
397,055 |
|
|
|
1,240,376 |
|
|
|
1,095,680 |
|
Third-party managed services cost of operations |
|
78,776 |
|
|
|
83,231 |
|
|
|
240,900 |
|
|
|
222,401 |
|
Transportation services cost of operations |
|
65,531 |
|
|
|
72,728 |
|
|
|
204,218 |
|
|
|
211,847 |
|
Depreciation and amortization |
|
83,669 |
|
|
|
70,569 |
|
|
|
248,979 |
|
|
|
232,239 |
|
Selling, general and administrative |
|
57,119 |
|
|
|
45,545 |
|
|
|
170,994 |
|
|
|
133,072 |
|
Acquisition, litigation and other, net |
|
4,874 |
|
|
|
6,338 |
|
|
|
20,612 |
|
|
|
31,011 |
|
Impairment of long-lived assets |
|
6,616 |
|
|
|
1,784 |
|
|
|
6,616 |
|
|
|
3,312 |
|
Total operating expenses |
|
734,610 |
|
|
|
677,250 |
|
|
|
2,138,405 |
|
|
|
1,929,562 |
|
|
|
|
|
|
|
|
|
Operating income |
|
23,170 |
|
|
|
31,558 |
|
|
|
54,826 |
|
|
|
68,748 |
|
|
|
|
|
|
|
|
|
Other (expense) income: |
|
|
|
|
|
|
|
Interest expense |
|
(30,402 |
) |
|
|
(25,303 |
) |
|
|
(82,720 |
) |
|
|
(77,838 |
) |
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
(1,040 |
) |
|
|
(627 |
) |
|
|
(2,284 |
) |
|
|
(5,051 |
) |
Other, net |
|
(2,593 |
) |
|
|
(57 |
) |
|
|
(1,197 |
) |
|
|
1,021 |
|
Loss from investments in partially owned entities |
|
(1,440 |
) |
|
|
(489 |
) |
|
|
(7,199 |
) |
|
|
(1,250 |
) |
Loss before income taxes |
|
(12,305 |
) |
|
|
5,082 |
|
|
|
(38,574 |
) |
|
|
(14,370 |
) |
Income tax benefit
(expense) |
|
|
|
|
|
|
|
Current |
|
(1,006 |
) |
|
|
(3,336 |
) |
|
|
(3,004 |
) |
|
|
(6,953 |
) |
Deferred |
|
4,374 |
|
|
|
3,562 |
|
|
|
19,149 |
|
|
|
(1,004 |
) |
Total income tax benefit
(expense) |
|
3,368 |
|
|
|
226 |
|
|
|
16,145 |
|
|
|
(7,957 |
) |
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
(8,937 |
) |
|
$ |
5,308 |
|
|
$ |
(22,429 |
) |
|
$ |
(22,327 |
) |
Net (loss) income attributable
to noncontrolling interests |
|
(25 |
) |
|
|
14 |
|
|
|
(45 |
) |
|
|
163 |
|
Net income (loss) attributable
to Americold Realty Trust |
$ |
(8,912 |
) |
|
$ |
5,294 |
|
|
$ |
(22,384 |
) |
|
$ |
(22,490 |
) |
|
|
|
|
|
|
|
|
Weighted average common stock
outstanding – basic |
|
269,586 |
|
|
|
261,865 |
|
|
|
269,467 |
|
|
|
256,129 |
|
Weighted average common stock
outstanding – diluted |
|
269,586 |
|
|
|
262,550 |
|
|
|
269,467 |
|
|
|
256,129 |
|
|
|
|
|
|
|
|
|
Net income (loss) per common
stock of beneficial interest - basic |
$ |
(0.03 |
) |
|
$ |
0.02 |
|
|
$ |
(0.08 |
) |
|
$ |
(0.09 |
) |
Net income (loss) per common
stock of beneficial interest - diluted |
$ |
(0.03 |
) |
|
$ |
0.02 |
|
|
$ |
(0.08 |
) |
|
$ |
(0.09 |
) |
Reconciliation of Net Income (Loss) to NAREIT FFO, Core FFO, and
AFFO |
(In thousands, except per share amounts) |
|
Three Months Ended |
|
YTD |
|
Q3 22 |
Q2 22 |
Q1 22 |
Q4 21 |
Q3 21 |
|
2022 |
Net income (loss) |
$ |
(8,937 |
) |
$ |
3,953 |
|
$ |
(17,445 |
) |
$ |
(7,982 |
) |
$ |
5,308 |
|
|
$ |
(22,429 |
) |
Adjustments: |
|
|
|
|
|
|
|
Real estate related depreciation |
|
53,139 |
|
|
51,738 |
|
|
52,200 |
|
|
54,816 |
|
|
48,217 |
|
|
|
157,077 |
|
Net gain on sale of real estate, net of withholding taxes(a) |
|
5,710 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
5,710 |
|
Net loss (gain) on asset disposals |
|
893 |
|
|
4 |
|
|
63 |
|
|
65 |
|
|
(1 |
) |
|
|
960 |
|
Impairment charges on real estate assets |
|
3,407 |
|
|
— |
|
|
— |
|
|
— |
|
|
224 |
|
|
|
3,407 |
|
Our share of reconciling items related to partially owned
entities |
|
822 |
|
|
1,346 |
|
|
1,033 |
|
|
822 |
|
|
463 |
|
|
|
3,201 |
|
NAREIT Funds from
operations |
$ |
55,034 |
|
$ |
57,041 |
|
$ |
35,851 |
|
$ |
47,721 |
|
$ |
54,211 |
|
|
$ |
147,926 |
|
Adjustments: |
|
|
|
|
|
|
|
Net loss (gain) on sale of non-real estate assets |
|
310 |
|
|
72 |
|
|
(235 |
) |
|
861 |
|
|
(171 |
) |
|
|
147 |
|
Acquisition, litigation and other |
|
4,874 |
|
|
5,663 |
|
|
10,075 |
|
|
20,567 |
|
|
6,338 |
|
|
|
20,612 |
|
Goodwill impairment |
|
3,209 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
3,209 |
|
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
1,040 |
|
|
628 |
|
|
616 |
|
|
638 |
|
|
627 |
|
|
|
2,284 |
|
Foreign currency exchange loss (gain) |
|
2,488 |
|
|
1,290 |
|
|
(325 |
) |
|
294 |
|
|
349 |
|
|
|
3,453 |
|
Gain on extinguishment of New Market Tax Credit Structure |
|
— |
|
|
(3,410 |
) |
|
— |
|
|
— |
|
|
— |
|
|
|
(3,410 |
) |
Loss on deconsolidation of subsidiary contributed to LATAM joint
venture |
|
— |
|
|
4,148 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
4,148 |
|
Our share of reconciling items related to partially owned
entities |
|
136 |
|
|
(36 |
) |
|
347 |
|
|
74 |
|
|
122 |
|
|
|
447 |
|
Core FFO applicable to common
shareholders |
$ |
67,091 |
|
$ |
65,396 |
|
$ |
46,329 |
|
$ |
70,155 |
|
$ |
61,476 |
|
|
$ |
178,816 |
|
Adjustments: |
|
|
|
|
|
|
|
Amortization of deferred financing costs and pension withdrawal
liability |
|
1,222 |
|
|
1,160 |
|
|
1,146 |
|
|
1,104 |
|
|
1,088 |
|
|
|
3,528 |
|
Non-real estate asset impairment |
|
540 |
|
|
549 |
|
|
508 |
|
|
843 |
|
|
1,017 |
|
|
|
1,597 |
|
Amortization of below/above market leases |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1,560 |
|
|
|
— |
|
Straight-line net rent |
|
133 |
|
|
77 |
|
|
204 |
|
|
(302 |
) |
|
411 |
|
|
|
414 |
|
Deferred income tax (benefit) expense |
|
(4,374 |
) |
|
(12,886 |
) |
|
(1,889 |
) |
|
(10,151 |
) |
|
(3,562 |
) |
|
|
(19,149 |
) |
Share-based compensation expense, excluding IPO grants |
|
6,720 |
|
|
7,032 |
|
|
8,349 |
|
|
9,112 |
|
|
4,291 |
|
|
|
22,101 |
|
Non-real estate depreciation and amortization |
|
30,530 |
|
|
30,952 |
|
|
30,420 |
|
|
32,785 |
|
|
22,352 |
|
|
|
91,902 |
|
Maintenance capital expenditures(a) |
|
(22,586 |
) |
|
(20,118 |
) |
|
(16,106 |
) |
|
(20,808 |
) |
|
(18,938 |
) |
|
|
(58,810 |
) |
Our share of reconciling items related to partially owned
entities |
|
57 |
|
|
1,713 |
|
|
(107 |
) |
|
(502 |
) |
|
(100 |
) |
|
|
1,663 |
|
Adjusted FFO applicable to
common shareholders |
$ |
79,333 |
|
$ |
73,875 |
|
$ |
68,854 |
|
$ |
82,236 |
|
$ |
69,595 |
|
|
$ |
222,062 |
|
Reconciliation of Net Income (Loss) to NAREIT FFO, Core FFO, and
AFFO (continued) |
(In thousands except per share amounts) |
|
Three Months Ended |
YTD |
|
Q3 22 |
Q2 22 |
Q1 22 |
Q4 21 |
Q3 21 |
|
2022 |
|
|
|
|
|
|
|
|
NAREIT Funds from operations |
$ |
55,034 |
$ |
57,041 |
$ |
35,851 |
$ |
47,721 |
$ |
54,211 |
|
$ |
147,926 |
Core FFO applicable to common
shareholders |
$ |
67,091 |
$ |
65,396 |
$ |
46,329 |
$ |
70,155 |
$ |
61,476 |
|
$ |
178,816 |
Adjusted FFO applicable to
common shareholders |
$ |
79,333 |
$ |
73,875 |
$ |
68,854 |
$ |
82,236 |
$ |
69,595 |
|
$ |
222,062 |
|
|
|
|
|
|
|
|
Reconciliation of
weighted average shares: |
|
|
|
|
|
|
|
Weighted average basic shares
for net income calculation |
|
269,586 |
|
269,497 |
|
269,164 |
|
267,499 |
|
261,865 |
|
|
269,467 |
Dilutive stock options,
unvested restricted stock units, equity forward contracts |
|
1,105 |
|
887 |
|
835 |
|
680 |
|
685 |
|
|
1,086 |
Weighted average dilutive
shares |
|
270,691 |
|
270,384 |
|
269,999 |
|
268,179 |
|
262,550 |
|
|
270,553 |
|
|
|
|
|
|
|
|
NAREIT FFO - basic per
share |
$ |
0.20 |
$ |
0.21 |
$ |
0.13 |
$ |
0.18 |
$ |
0.21 |
|
$ |
0.55 |
NAREIT FFO - diluted per
share |
$ |
0.20 |
$ |
0.21 |
$ |
0.13 |
$ |
0.18 |
$ |
0.21 |
|
$ |
0.55 |
|
|
|
|
|
|
|
|
Core FFO - basic per
share |
$ |
0.25 |
$ |
0.24 |
$ |
0.17 |
$ |
0.26 |
$ |
0.23 |
|
$ |
0.66 |
Core FFO - diluted per
share |
$ |
0.25 |
$ |
0.24 |
$ |
0.17 |
$ |
0.26 |
$ |
0.23 |
|
$ |
0.66 |
|
|
|
|
|
|
|
|
Adjusted FFO - basic per
share |
$ |
0.29 |
$ |
0.27 |
$ |
0.26 |
$ |
0.31 |
$ |
0.27 |
|
$ |
0.82 |
Adjusted FFO - diluted per
share |
$ |
0.29 |
$ |
0.27 |
$ |
0.26 |
$ |
0.31 |
$ |
0.27 |
|
$ |
0.82 |
(a) |
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 |
|
Trailing Twelve Months Ended |
|
Q3 22 |
Q2 22 |
Q1 22 |
Q4 21 |
Q3 21 |
|
Q3 22 |
Net (loss) income |
$ |
(8,937 |
) |
$ |
3,953 |
|
$ |
(17,445 |
) |
$ |
(7,982 |
) |
$ |
5,308 |
|
|
$ |
(30,411 |
) |
Adjustments: |
|
|
|
|
|
|
|
Interest expense |
|
30,402 |
|
|
26,545 |
|
|
25,773 |
|
|
21,339 |
|
|
25,303 |
|
|
|
104,059 |
|
Income tax (benefit) expense |
|
(3,368 |
) |
|
(12,069 |
) |
|
(708 |
) |
|
(9,526 |
) |
|
(226 |
) |
|
|
(25,671 |
) |
Depreciation and amortization |
|
83,669 |
|
|
82,690 |
|
|
82,620 |
|
|
87,601 |
|
|
70,569 |
|
|
|
336,580 |
|
EBITDA |
$ |
101,766 |
|
$ |
101,119 |
|
$ |
90,240 |
|
$ |
91,432 |
|
$ |
100,954 |
|
|
$ |
384,557 |
|
Adjustments: |
|
|
|
|
|
|
|
Net gain on sale of real estate, net of withholding taxes |
|
5,710 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
5,710 |
|
Adjustment to reflect share of EBITDAre of partially owned
entities |
|
3,383 |
|
|
6,215 |
|
|
3,198 |
|
|
4,625 |
|
|
1,854 |
|
|
|
17,421 |
|
NAREIT EBITDAre |
$ |
110,859 |
|
$ |
107,334 |
|
$ |
93,438 |
|
$ |
96,057 |
|
$ |
102,808 |
|
|
$ |
407,688 |
|
Adjustments: |
|
|
|
|
|
|
|
Acquisition, litigation and other |
|
4,874 |
|
|
5,663 |
|
|
10,075 |
|
|
20,567 |
|
|
6,338 |
|
|
|
41,179 |
|
Loss from investments in partially owned entities |
|
1,440 |
|
|
3,647 |
|
|
2,112 |
|
|
753 |
|
|
490 |
|
|
|
7,952 |
|
Impairment of indefinite and long-lived assets |
|
6,616 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,784 |
|
|
|
6,616 |
|
Foreign currency exchange (gain) loss |
|
2,488 |
|
|
1,290 |
|
|
(325 |
) |
|
294 |
|
|
349 |
|
|
|
3,747 |
|
Share-based compensation expense |
|
6,720 |
|
|
7,032 |
|
|
8,349 |
|
|
9,112 |
|
|
4,291 |
|
|
|
31,213 |
|
Loss on debt extinguishment, modifications and termination of
derivative instruments |
|
1,040 |
|
|
628 |
|
|
616 |
|
|
638 |
|
|
627 |
|
|
|
2,922 |
|
Loss (gain) on real estate and other asset disposals |
|
1,203 |
|
|
76 |
|
|
(172 |
) |
|
926 |
|
|
(172 |
) |
|
|
2,033 |
|
Gain on extinguishment of New Market Tax Credit Structure |
|
— |
|
|
(3,410 |
) |
|
— |
|
|
— |
|
|
— |
|
|
|
(3,410 |
) |
Loss on deconsolidation of subsidiary contributed to LATAM joint
venture |
|
— |
|
|
4,148 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
4,148 |
|
Reduction in EBITDAre from partially owned entities |
|
(3,383 |
) |
|
(6,215 |
) |
|
(3,198 |
) |
|
(4,625 |
) |
|
(1,854 |
) |
|
|
(17,421 |
) |
Core EBITDA |
$ |
131,857 |
|
$ |
120,193 |
|
$ |
110,895 |
|
$ |
123,722 |
|
$ |
114,661 |
|
|
$ |
486,667 |
|
Revenue and Contribution (NOI) by Segment |
(in thousands) |
|
Three Months Ended September 30, |
|
Nine Months Ended September 30, |
|
2022 |
|
2021 |
|
2022 |
|
2021 |
Segment revenues: |
|
|
|
|
|
|
|
Warehouse |
$ |
598,977 |
|
|
$ |
542,047 |
|
|
$ |
1,704,281 |
|
|
$ |
1,531,232 |
|
Third-party managed |
|
82,436 |
|
|
|
87,782 |
|
|
|
251,782 |
|
|
|
233,027 |
|
Transportation |
|
76,367 |
|
|
|
78,979 |
|
|
|
237,168 |
|
|
|
234,051 |
|
Total revenues |
|
757,780 |
|
|
|
708,808 |
|
|
|
2,193,231 |
|
|
|
1,998,310 |
|
|
|
|
|
|
|
|
|
Segment contribution
(NOI): |
|
|
|
|
|
|
|
Warehouse |
|
166,662 |
|
|
|
144,992 |
|
|
|
463,905 |
|
|
|
435,552 |
|
Third-party managed |
|
3,660 |
|
|
|
4,551 |
|
|
|
10,882 |
|
|
|
10,626 |
|
Transportation |
|
10,836 |
|
|
|
6,251 |
|
|
|
32,950 |
|
|
|
22,204 |
|
Total segment contribution (NOI) |
|
181,158 |
|
|
|
155,794 |
|
|
|
507,737 |
|
|
|
468,382 |
|
|
|
|
|
|
|
|
|
Reconciling items: |
|
|
|
|
|
|
|
Depreciation and
amortization |
|
(83,669 |
) |
|
|
(70,569 |
) |
|
|
(248,979 |
) |
|
|
(232,239 |
) |
Selling, general and
administrative |
|
(57,119 |
) |
|
|
(45,545 |
) |
|
|
(170,994 |
) |
|
|
(133,072 |
) |
Acquisition, litigation and
other, net |
|
(4,874 |
) |
|
|
(6,338 |
) |
|
|
(20,612 |
) |
|
|
(31,011 |
) |
Impairment of indefinite and
long-lived assets |
|
(6,616 |
) |
|
|
(1,784 |
) |
|
|
(6,616 |
) |
|
|
(3,312 |
) |
Interest expense |
|
(30,402 |
) |
|
|
(25,303 |
) |
|
|
(82,720 |
) |
|
|
(77,838 |
) |
Loss on debt extinguishment,
modifications and termination of derivative instruments |
|
(1,040 |
) |
|
|
(627 |
) |
|
|
(2,284 |
) |
|
|
(5,051 |
) |
Other, net |
|
(2,593 |
) |
|
|
(57 |
) |
|
|
(1,197 |
) |
|
|
1,021 |
|
Loss from investments in
partially owned entities |
|
(1,440 |
) |
|
|
(489 |
) |
|
|
(7,199 |
) |
|
|
(1,250 |
) |
(Loss) income before income taxes |
$ |
(12,305 |
) |
|
$ |
5,082 |
|
|
$ |
(38,574 |
) |
|
$ |
(14,370 |
) |
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.
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 and
amortization, real estate asset 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,
goodwill impairment, share-based compensation expense for the IPO
retention grants, loss on debt extinguishment, modifications and
termination of derivative instruments, foreign currency exchange
gain or loss, gain on extinguishment of New Market Tax Credit
structure and loss on deconsolidation of subsidiary contributed to
LATAM joint venture. 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, loss on sale of real
estate 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
or income from investments in partially owned entities, impairment
of indefinite and long-lived assets, foreign currency exchange gain
or loss, share-based compensation expense, loss on debt
extinguishment, modifications and termination of derivative
instruments, loss or gain on real estate and asset disposals, gain
on extinguishment of New Market Tax Credit structure, loss on
deconsolidation of subsidiary contributed to LATAM joint venture
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 22 reconciles EBITDA, EBITDAre and Core EBITDA to net
income, which is the most directly comparable financial measure
calculated in accordance with U.S. GAAP.
We define our “same store” population once a
year at the beginning of the current calendar year. Our same store
population includes properties that were owned or leased for the
entirety of two comparable periods and that have reported at least
twelve months of consecutive normalized operations prior to January
1 of the prior calendar year. We define “normalized operations” as
properties that have been open for operation or lease after
development or significant modification, including the expansion of
a warehouse footprint or a warehouse rehabilitation subsequent to
an event, such as a natural disaster or similar event causing
disruption to operations. In addition, our definition of
“normalized operations” takes into account changes in the ownership
structure (e.g., purchase of acquired properties will be included
in the “same store” population if owned by us as of the first
business day of each year, of the prior calendar year and still
owned by us as of the end of the current reporting period, unless
the property is under development). The “same store” pool is also
adjusted to remove properties that were sold or entering
development subsequent to the beginning of the current calendar
year. As such, the “same store” population for the period ended
September 30, 2022 includes all properties that we owned at
January 3, which had both been owned and had reached “normalized
operations” by January 3, 2022.
We calculate “same store revenue” as revenues
for the same store population. We calculate “same store
contribution (NOI)” as revenues for the same store population less
its cost of operations (excluding any depreciation and
amortization, impairment charges, corporate-level selling, general
and administrative expenses, corporate-level acquisition,
litigation and other, net and gain or loss on sale of real estate).
In order to derive an appropriate measure of period-to-period
operating performance, we also calculate our same store
contribution (NOI) on a constant currency basis to remove the
effects of foreign currency exchange rate movements by using the
comparable prior period exchange rate to translate from local
currency into U.S. dollars for both periods. We evaluate the
performance of the warehouses we own or lease using a “same store”
analysis, and we believe that same store contribution (NOI) is
helpful to investors as a supplemental performance measure because
it includes the operating performance from the population of
properties that is consistent from period to period and also on a
constant currency basis, thereby eliminating the effects of changes
in the composition of our warehouse portfolio and currency
fluctuations on performance measures. Same store contribution (NOI)
is not a measurement of financial performance under U.S. GAAP. In
addition, other companies providing temperature-controlled
warehouse storage and handling and other warehouse services may not
define same store or calculate same store contribution (NOI) in a
manner consistent with our definition or calculation. Same store
contribution (NOI) should be considered as a supplement, but not as
an alternative, to our results calculated in accordance with U.S.
GAAP. The tables beginning on page 34 provide reconciliations for
same store revenues and same store contribution
(NOI).
We define “maintenance capital expenditures” as
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. 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. Maintenance capital expenditures do not
include acquisition costs contemplated when underwriting the
purchase of a building or costs which are incurred to bring a
building up to Americold’s operating standards. See the tables on
page 31 for additional information regarding our maintenance
capital expenditures.
We define “total real estate debt” as the
aggregate of the following: mortgage notes, senior unsecured notes,
term loans and borrowings under our revolving line of credit. We
define “total debt outstanding” as the aggregate of the following:
total real estate debt, sale-leaseback financing obligations and
financing lease obligations. See the tables on page 24 for
additional information regarding our indebtedness.
All quarterly amounts and non-GAAP disclosures
within this filing shall be deemed unaudited.
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