Biggest changeCash provided by financing activities in 2021 was primarily related to the issuance of the 2031 Senior Notes, revolving credit facility borrowings, mortgage proceeds, issuances of common shares and cash contributions from noncontrolling interests, offset by the redemption of the 2023 Senior Notes, dividend and debt service payments. Public and Private Equity and Debt Markets .
Biggest changeCash provided by financing activities in 2023 was primarily related to the receipt of proceeds from the issuance of the 2028 Senior Notes and borrowings on the credit facility, offset by the repurchase of common shares to settle tax obligations, the purchase of a noncontrolling interest and dividend and debt service payments, Cash used in financing activities in 2022 was primarily related to the repurchase of common shares, the purchase of a noncontrolling interest and dividend and debt service payments, offset by common share issuances and contributions from noncontrolling interests. 46 Table of Contents Public and Private Equity and Debt Markets We access the public and private equity and debt markets on an opportunistic basis when we (1) believe conditions are favorable and (2) have a compelling use of proceeds.
As a result of the competition for income producing single-tenant warehouse/distribution assets, in 2017, we began selectively investing in development projects. We believe we can achieve higher yields from development projects than we can by purchasing existing leased properties. Our development activities have been focused on speculative development and purchasing newly-developed properties with vacancy.
As a result of the competition for income producing single-tenant warehouse/distribution assets, in 2017, we began selectively investing in development projects. We believe we can generally achieve higher yields from development projects than we can by purchasing existing leased properties. Our development activities have been focused on speculative development and purchasing newly-developed properties with vacancy.
A summary of our significant accounting policies which are important to the portrayal of our financial condition and results of operations is set forth in Note 2 to the Consolidated Financial Statements, which are included in “Financial Statements and Supplementary Data” in Part II, Item 8 of this Annual Report. Acquisition of Real Estate .
A summary of our significant accounting policies which are important to the portrayal of our financial condition and results of operations is set forth in Note 2 to the Consolidated Financial Statements, which are included in “Financial Statements and Supplementary Data” in Part II, Item 8 of this Annual Report. Acquisition and Development of Real Estate .
We have entered into co-investment programs and joint ventures with institutional investors to mitigate our risk in certain assets and increase our return on equity to the extent we earn management or other fees.
Institutional Fund Management: We have entered into co-investment programs and joint ventures with institutional investors to mitigate our risk in certain assets and increase our return on equity to the extent we earn management or other fees.
The underlying drivers that impact our working capital, and therefore cash flows from operations, are the timing of collection of rents, including reimbursements from tenants, payment of interest on mortgage debt and payment of operating and general and administrative costs.
The underlying drivers that impact our working capital, and therefore cash flows from operations, are the timing of collection of rents, including reimbursements from tenants, payment of interest on debt and payment of operating and general and administrative costs.
Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions may result in significant unanticipated expenditures or may otherwise adversely affect the operations of the tenants of properties in which we have an interest. Results of Operations Year ended December 31, 2022 compared with December 31, 2021.
Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions may result in significant unanticipated expenditures or may otherwise adversely affect the operations of the tenants of properties in which we have an interest. Results of Operations Year ended December 31, 2023 compared with December 31, 2022.
While our methodology for purchase price allocation did not change during the year ended December 31, 2022, the real estate market is fluid and our assumptions are based on information currently available in the market at the time of acquisition.
While our methodology for purchase price allocation did not change during the year ended December 31, 2023, the real estate market is fluid and our assumptions are based on information currently available in the market at the time of acquisition.
Introduction The following is a discussion and analysis of the consolidated financial condition and results of operations of LXP Industrial Trust for the years ended December 31, 2022 and 2021, and significant factors that could affect its prospective financial condition and results of operations.
Introduction The following is a discussion and analysis of the consolidated financial condition and results of operations of LXP Industrial Trust for the years ended December 31, 2023 and 2022, and significant factors that could affect its prospective financial condition and results of operations.
We regularly evaluate the extent and impact of any credit deterioration that could affect performance and the value of our investment in a sales-type leases, as well as the financial and operating capability of the tenant.
We regularly evaluate the extent and impact of any credit deterioration that could affect performance and the value of our investment in a sales-type lease, as well as the financial and operating capability of the tenant.
Impairment charges During 2022 and 2021, we incurred impairment charges, of $3.0 million and $5.5 million, respectively, on certain of our assets due to each asset's carrying value being below its estimated fair value. Most of the impairment charges in 2022 and 2021 were incurred on non-core assets due to anticipated shortened holding periods.
Impairment charges During 2023 and 2022, we incurred impairment charges, of $16.5 million and $3.0 million, respectively, on certain of our assets due to each asset's carrying value being below its estimated fair value. Most of the impairment charges in 2023 and 2022 were incurred on non-core assets due to anticipated shortened holding periods.
Our principal sources of liquidity have been (1) undistributed cash flows generated from our investments, (2) proceeds from the sales of our investments, (3) the public and private equity and debt markets, (4) corporate level borrowings, (5) property specific debt, and (6) commitments from co-investment partners.
Liquidity and Capital Resources Overview : Our principal sources of liquidity have been (1) undistributed cash flows generated from our investments, (2) proceeds from the sales of our investments, (3) the public and private equity and debt markets, (4) corporate level borrowings, (5) property specific debt, and (6) commitments from co-investment partners.
We estimate undiscounted cash flows and fair value using observable and unobservable data such as operating income, hold periods, estimated 45 Table of Contents capitalization and discount rates, or relevant market multiples, leasing prospects and local market information and whether certain impairments are other-than-temporary. Allowance for Credit Losses.
We estimate undiscounted cash flows and fair value using observable and unobservable data such as operating income, hold periods, estimated capitalization and discount rates, or relevant market multiples, leasing prospects and local market information and whether certain impairments are other-than-temporary. Allowance for Credit Losses.
In August 2022, our Board of Trustees authorized the repurchase of up to an additional 10.0 million common shares under our share repurchase program, which does not have an expiration date. During 2022, 12.1 million common shares were repurchased and retired for an average price of $10.78 per share. During 2021, there were no share repurchases.
In August 2022, our Board of Trustees authorized the repurchase of up to an additional 10.0 million common shares under our share repurchase program, which does not have an expiration date. During 2022, 12.1 million common shares were repurchased and retired for an average price of $10.78 per share. No shares were repurchased in 2023.
In addition, we may procure credit tenant lease financing in certain situations where we are able to monetize all or a significant portion of the rental revenues of a property at an attractive rate. Institutional Fund Management .
In addition, we may procure credit tenant lease financing in certain situations where we are able to monetize all or a significant portion of the rental revenues of a property at an attractive rate.
The administrator of the plan, Computershare Trust Company, N.A., purchases common shares for the accounts of the participants under the plan, at our discretion, either directly from us, on the open market or through a combination of those two options. No shares were purchased from us under the plan in 2022 and 2021. 47 Table of Contents Share Repurchase Program.
The administrator of the plan, Computershare Trust Company, N.A., purchases common shares for the accounts of the participants under the plan, at our discretion, either directly from us, on the open market or through a combination of those two options. No shares were purchased from us under the plan in 2023 and 2022. Share Repurchase Program.
We paid approximately $142.5 million in cash dividends to our common and preferred shareholders in 2022. Although our property owner subsidiaries receive the majority of our base rental payments on a monthly basis, we intend to continue paying dividends quarterly. Amounts accumulated in advance of each quarterly distribution are invested by us in short-term money market or other suitable instruments.
We paid approximately $151.9 million in cash dividends to our common and preferred shareholders in 2023. Although our property owner subsidiaries receive the majority of our base rental payments on a monthly basis, we intend to continue paying dividends quarterly. Amounts accumulated in advance of each quarterly distribution are invested by us in short-term money market or other suitable instruments.
The analysis of the results of operations for the year ended December 31, 2021 compared with December 31, 2020 is included in our 2021 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission, on February 24, 2022. 52 Table of Contents Same-Store Results Same-store net operating income, or NOI, which is a non-GAAP measure, represents the NOI for consolidated properties that were owned and included in our portfolio for two comparable reporting periods.
The analysis of the results of operations for the year ended December 31, 2022 compared with December 31, 2021 is included in our 2022 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission, on February 16, 2023. 51 Table of Contents Same-Store Results Same-store net operating income, or NOI, which is a non-GAAP measure, represents the NOI for consolidated properties that were owned, stabilized and included in our portfolio for two comparable reporting periods.
Our ability to incur additional debt to fund acquisitions is dependent upon our existing leverage, the value of the assets we are attempting to leverage, our revenues and general economic and credit market conditions, which may be outside of management's control or influence. Cash Flows .
Our ability to incur additional debt to fund acquisitions and the cost of any such debt is dependent upon our existing leverage, the value of the assets we are attempting to leverage, our revenues and general economic and credit market conditions, which may be outside of management's control or influence.
However, there are many factors beyond management's control that could offset these items including, without limitation, changes in economic conditions such as the recent economic uncertainty primarily caused by the COVID-19 pandemic, increased interest rates and tenant monetary defaults and the other risks described in this Annual Report.
However, there are many factors beyond management's control that could offset these items including, without limitation, changes in economic conditions such as the recent economic uncertainty increased interest rates and tenant monetary defaults and the other risks described in this Annual Report.
We also evaluate the tenant’s competency in managing and operating the secured property and consider the overall economic environment, real estate sector and geographic sub-market in which the secured property is located.
We also evaluate the tenant’s competency in managing and operating the secured property and consider the overall economic environment, real estate sector 45 Table of Contents and geographic sub-market in which the secured property is located.
While we believe the industrial market will continue to grow, there continues to be competition for the acquisition of industrial properties, specifically warehouse/distribution properties. In addition, recessionary fears may cause tenants to reevaluate expansion and growth plans. We continue to prioritize development and acquiring vacancy over acquisitions of leased properties due to the increased yield that development generally provides.
While we believe the industrial market will continue to grow, there continues to be competition for the acquisition of industrial properties, specifically warehouse/distribution properties. In addition, recessionary fears may cause tenants to reevaluate expansion and growth plans. We continue to prioritize development, specifically build-to-suit projects, over acquisitions of leased properties due to the higher yield that development generally provides.
With respect to mortgages encumbering properties where the expected lease rental revenues are sufficient to provide an estimated property value in excess of the mortgage balance, we believe our property owner subsidiaries have sufficient sources of liquidity to meet these obligations through future cash flows from operations, the credit markets and, if determined appropriate by us, a capital contribution from us from either cash on hand ($54.4 million at December 31, 2022), property sale proceeds or borrowing capacity on our primary credit facility ($600.0 million as of December 31, 2022, subject to covenant compliance).
With respect to mortgages encumbering properties where the expected lease rental revenues are sufficient to provide an estimated property value in excess of the mortgage balance, we believe our property owner subsidiaries have sufficient sources of liquidity to meet these obligations through future cash flows from operations, the credit markets and, if determined appropriate by us, a capital contribution from us from either cash on hand and short-term investments ($199.2 million and $130.1 million, respectively, at December 31, 2023), property sale proceeds or borrowing capacity on our primary credit facility ($600.0 million as of December 31, 2023, subject to covenant compliance).
In addition, we expect to recycle out of certain warehouse and distribution facilities located outside of our target markets and use the proceeds to satisfy indebtedness and invest in our target markets.
In addition, we expect to recycle out of certain warehouse and distribution facilities located outside of our target markets over time and use the proceeds to reduce indebtedness and invest in our target markets.
If we are unable to satisfy our contractual obligations and other operating costs with our cash flow from operations, we intend to use borrowings and proceeds from issuances of equity or debt securities.
We expect to pay our non-maturity debt service obligations from cash flow from operations. If we are unable to satisfy our contractual obligations and other operating costs with our cash flow from operations, we intend to use borrowings and proceeds from issuances of equity or debt securities.
The impairment is the difference between estimated fair value of the asset and the carrying amount. We record impairments of our real estate assets classified as held for sale at the lower of the carrying amount or estimated fair value using the estimated or contracted sales price less costs to sell.
We record impairments of our real estate assets classified as held for sale at the lower of the carrying amount or estimated fair value using the estimated or contracted sales price less costs to sell.
However, we believe that, over the long term, our focus on industrial assets will result in significant savings compared to investing in office assets due to the lower operating and retenanting costs of industrial assets compared to office assets. 50 Table of Contents Property Expansions .
However, we believe that, over the long term, our focus on industrial assets will result in significant savings compared to investing in office assets due to the lower operating and re-tenanting costs of industrial assets compared to office assets. Property Expansions .
The following Senior Notes were outstanding as of December 31, 2022: Issue Date Face Amount (millions) Interest Rate Maturity Date Issue Price August 2021 $ 400.0 2.375 % October 2031 99.758 % August 2020 400.0 2.70 % September 2030 99.233 % May 2014 198.9 4.40 % June 2024 99.883 % $ 998.9 The Senior Notes are unsecured and pay interest semi-annually in arrears.
The following Senior Notes were outstanding as of December 31, 2023: Issue Date Face Amount (millions) Interest Rate Maturity Date Issue Price November 2023 $ 300.0 6.750 % November 2028 99.423 % August 2021 400.0 2.375 % October 2031 99.758 % August 2020 400.0 2.70 % September 2030 99.233 % May 2014 198.9 4.40 % June 2024 99.883 % $ 1,298.9 The Senior Notes are unsecured and pay interest semi-annually in arrears.
The collection and timing of tenant rents are closely monitored by management as part of our cash management program. Net cash used in investing activities totaled $236.9 million in 2022 and $337.8 million in 2021.
The collection and timing of tenant rents are closely monitored by management as part of our cash management program. Net cash used in investing activities totaled $183.5 million in 2023 and $236.9 million in 2022.
We have guaranteed such obligations for certain of our non-consolidated entities with respect to $552.8 million of such non-recourse debt.
We have guaranteed such obligations for certain of our non-consolidated entities with respect to $458.6 million of such non-recourse debt.
Other properties We continue to recycle our other real estate investments into warehouse/distribution assets. As of December 31, 2022, we owned seven consolidated other real estate assets consisting of office properties, a land ground lease and a heavy manufacturing facility.
Other properties We continue to recycle our other real estate investments into warehouse/distribution assets. As of December 31, 2023, we owned three consolidated other real estate assets consisting of two office properties and a land ground lease.
We believe that cash flows from operations will continue to provide adequate capital to fund our operating and administrative expenses, regular debt service obligations and all dividend payments in accordance with applicable REIT requirements in both the short-term and long-term. However, our cash flow from operations may be negatively affected in the near term if we experience tenant defaults.
Cash Flows: We believe that cash flows from operations will continue to provide adequate capital to fund our operating and administrative expenses, regular debt service obligations and all dividend payments in accordance with applicable REIT requirements in both the short-term and long-term.
The increase in property operating expense of $7.6 million was primarily due to an increase in operating expense responsibilities at certain properties. The increase in general and administrative expense of $3.3 million was primarily due to an increase of $1.4 million in costs incurred related to the Board of Trustees' strategic alternatives review and costs related to shareholder activism.
The increase in property operating expense of $3.5 million was primarily due to an increase in operating expense responsibilities at certain properties. 50 Table of Contents The decrease of $2.4 million in general and administrative expense was primarily related to a decrease of $2.6 million in costs incurred related to the Board of Trustees' strategic alternatives review and consulting costs related to shareholder activism in 2022.
Our industrial investment underwriting focuses less on tenant credit than our historical office investment underwriting as we focus on real estate characteristics such as location and related demographic and local economic trends.
Our industrial investment underwriting focuses more on real estate characteristics such as location and related demographic and local economic trends than it does on tenant credit.
We believe capital recycling (1) provides cost effective and timely capital to deleverage and to support for our investment activities and (2) allows us to maintain line capacity and cash in advance of our development commitments. Liquidity Needs .
We believe capital recycling (1) provides cost effective and timely capital to deleverage and to support for our investment activities and (2) allows us to maintain line capacity and cash in advance of our development commitments. Liquidity Needs: Our principal liquidity needs are debt maturities, interest payment obligations, the payment of dividends to our shareholders and funding our development projects.
As a result, the obligations of our property owner subsidiaries on new leases and newly renewed or extended leases may increase to include, among other items, some form of responsibility for operating expenses and/or capital repairs and replacements. Tenant Credit.
Developers are similarly motivated when signing leases with tenants due to the significant competition in the industrial space. As a result, the obligations of our property owner subsidiaries on new leases and newly renewed or extended leases may increase to include, among other items, some form of responsibility for operating expenses and/or capital repairs and replacements. Tenant Credit.
We recognize operating lease revenue on a straight-line basis over the term of the lease unless another systematic and rational basis is more representative of the time pattern in which the use benefit is derived from the leased property. We commence revenue recognition when possession or control of the space is turned over to the tenant.
We recognize operating lease revenue on a straight-line basis over the term of the lease when it is probable that the lease revenue is collectible over the remaining term of the lease unless another systematic and rational basis is more representative of the time pattern in which the use benefit is derived from the leased property.
As of December 31, 2022, we have a limited number of consolidated properties subject to mortgages. Our property owner subsidiaries do not have mortgage maturities with balloon payments due until 2031.
As of December 31, 2023, there were $129.1 million of these securities outstanding. Property Specific Debt . As of December 31, 2023, we have a limited number of consolidated properties subject to mortgages. Our property owner subsidiaries do not have mortgage maturities with balloon payments due until 2031.
Our secured debt decreased to approximately $73.2 million at December 31, 2022 compared to $84.4 million at December 31, 2021.
Our secured debt decreased to approximately $60.9 million at December 31, 2023 compared to $73.2 million at December 31, 2022.
We believe the likelihood of making any payments under such guaranties is remote and we generally have an agreement from each partner to reimburse us for its proportionate share of any liability related to a guarantee trigger unless such trigger is caused solely by us. Capital Recycling.
We believe the likelihood of making any payments under such guaranties is remote and we generally have an agreement from each partner to reimburse us for its proportionate share of any liability related to a guarantee trigger unless such trigger is caused solely by us. 48 Table of Contents Capital Recycling: Part of our strategy to effectively manage our balance sheet involves pursuing and executing well on property dispositions and recycling of capital.
See Part I, Item 1A “Risk Factors”, of this Annual Report. 44 Table of Contents Critical Accounting Estimates In preparing the consolidated financial statements we have made estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
Critical Accounting Estimates In preparing the consolidated financial statements we have made estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
A property owner subsidiary's ability to accomplish such goals will be affected by numerous economic factors affecting the real estate industry, including the risks described under “Risk Factors” in Part I, Item 1A of this Annual Report.
A property owner subsidiary's ability to accomplish such goals will be affected by numerous economic factors affecting the real estate industry, including the risks described under “Risk Factors” in Part I, Item 1A of this Annual Report. We expect to be able to satisfy the maturity of our 4.40% Senior Notes from cash and cash equivalent and short-term investments.
Cash provided by investing activities primarily related to net proceeds received from the disposition of real estate and distributions from non-consolidated entities. Net cash (used in) provided by financing activities totaled ($93.9) million in 2022 and $129.1 million in 2021.
Cash provided by investing activities primarily related to net proceeds received from the disposition of real estate and distributions from non-consolidated entities and the receipt of principal payments on a note receivable and changes in real estate deposits, net. Net cash provided by (used in) financing activities totaled $119.0 million in 2023 and ($93.9) million in 2022.
As we near the completion of the capital recycling of our non-industrial assets, we have recycled, and we expect to continue our recycling efforts with respect to our older industrial assets and/or those outside our target markets.
The proceeds of our capital recycling efforts were primarily used to (1) fund the development pipeline and (2) make investments in real property. As we near the completion of the capital recycling of our non-industrial assets, we have recycled, and we expect to continue our recycling efforts with respect to our older industrial assets and/or those outside our target markets.
One of the main drivers of growth in the industrial real estate market has been e-commerce. We believe that growth is also being driven by companies increasing their inventories in the United States to keep up with demand and to protect against future disruptions in the supply chain.
The main drivers of growth in the industrial real estate market have been e-commerce and near shoring, where companies increase their inventories in the United States to keep up with demand and to protect against future disruptions in the supply chain.
As of December 31, 2022 and 2021, our historical same-store square footage leased was 99.8% and 99.7%, respectively. 53 Table of Contents Below is a reconciliation of net income to same-store NOI for periods presented: Year ended December 31, 2022 2021 Net income $ 116,243 $ 385,091 Interest and amortization expense 45,417 46,708 Provision for income taxes 1,102 1,293 Depreciation and amortization 180,567 176,714 General and administrative 38,714 35,458 Transaction costs 4,177 432 Non-operating/advisory fee income (6,550) (4,402) Gains on sales of properties (59,094) (367,274) Impairment charges 3,037 5,541 Selling profit from sales-type leases (47,059) — Debt satisfaction losses, net 119 13,894 Equity in (earnings) losses of non-consolidated entities (16,006) 190 Lease termination income, net (238) (14,972) Straight-line adjustments (11,412) (12,324) Lease incentives 518 780 Amortization of above/below market leases (1,865) (1,551) Sales-type lease adjustments (249) — NOI 247,421 265,578 Less NOI: Acquisitions and dispositions (44,162) (71,618) Same-Store NOI $ 203,259 $ 193,960 Funds From Operations We believe that Funds from Operations, or FFO, which is a non-GAAP measure, is a widely recognized and appropriate measure of the performance of an equity REIT.
As of December 31, 2023 and 2022, our historical same-store square footage leased was 100% and 99.8%, respectively. 52 Table of Contents Below is a reconciliation of net income to same-store NOI for periods presented: Years ended December 31, 2023 2022 Net income $ 35,923 $ 116,243 Interest and amortization expense 46,389 45,417 Provision for income taxes 703 1,102 Depreciation and amortization 183,524 180,567 General and administrative 36,334 38,714 Transaction costs 4 4,177 Non-operating/advisory fee income (7,319) (6,550) Gains on sales of properties (33,010) (59,094) Impairment charges 16,490 3,037 Selling profit from sales-type leases — (47,059) Debt satisfaction losses, net 132 119 Equity in earnings losses of non-consolidated entities (1,366) (16,006) Lease termination income, net — (238) Straight-line adjustments (9,688) (11,412) Lease incentives 439 518 Amortization of above/below market leases (1,796) (1,865) Sales-type lease adjustments (2,231) (249) NOI 264,528 247,421 Less NOI: Acquisitions, development and dispositions (39,241) (30,858) Same-Store NOI $ 225,287 $ 216,563 Funds From Operations We believe that Funds from Operations, or FFO, which is a non-GAAP measure, is a widely recognized and appropriate measure of the performance of an equity REIT.
Cash used in investing activities related primarily to acquisitions of real estate, investments in real estate under construction, land held for development, capital expenditures, lease costs, investments in non-consolidated entities, investment in a note receivable and changes in real estate deposits, net.
Cash used in investing activities related primarily to acquisitions of real estate, investments in real estate under construction, capital expenditures, lease costs, investments in non-consolidated entities.
We are unable to estimate the timing of any required fundings for potential development projects on these parcels. Capital Resources General . Due to the net-lease structure of a majority of our investments, our property owner subsidiaries historically have not incurred significant expenditures in the ordinary course of business to maintain the properties in which we have an interest.
Due to the net-lease structure of a majority of our investments, our property owner subsidiaries historically have not incurred significant expenditures in the ordinary course of business to maintain the properties in which we have an interest.
These measures should not be considered as an alternative to net income as an indicator of our operating performance or as an alternative to cash flow as a measure of liquidity. 54 Table of Contents The following presents a reconciliation of net income attributable to common shareholders to FFO available to common shareholders and unitholders and Adjusted Company FFO available to all equityholders and unitholders for 2022 and 2021 (dollars in thousands, except share and per share amounts): Year Ended December31, 2022 2021 FUNDS FROM OPERATIONS: Basic and Diluted: Net income attributable to common shareholders $ 107,307 $ 375,848 Adjustments: Depreciation and amortization 177,725 173,833 Impairment charges - real estate, including our share of non-consolidated entities 8,137 5,541 Noncontrolling interests - OP units 156 1,672 Amortization of leasing commissions 2,842 2,881 Joint venture and noncontrolling interest adjustment 11,112 8,370 Gains on sales of properties, including our share of non-consolidated entities (83,562) (367,274) FFO available to common shareholders and unitholders - basic 223,717 200,871 Preferred dividends 6,290 6,290 Amount allocated to participating securities 186 510 FFO available to all equityholders and unitholders - diluted 230,193 207,671 Selling profit from sales-type leases (1) (47,059) — Allowance for credit losses 93 — Transaction costs (2) 4,177 432 Debt satisfaction losses, net, including our share of non-consolidated entities 1,615 13,894 Other non-recurring costs (3) 2,573 1,199 Noncontrolling interest adjustments 1,469 — Adjusted Company FFO available to all equityholders and unitholders - diluted $ 193,061 $ 223,196 Per Common Share and Unit Amounts Basic: FFO $ 0.80 $ 0.72 Diluted: FFO $ 0.80 $ 0.72 Adjusted Company FFO $ 0.67 $ 0.78 Weighted-Average Common Shares: Basic: Weighted-average common shares outstanding - basic EPS 279,887,760 277,640,835 Operating partnership units (4) 853,259 1,918,845 Weighted-average common shares outstanding - basic FFO 280,741,019 279,559,680 Diluted: Weighted-average common shares outstanding - diluted EPS 282,473,458 287,369,742 Unvested share-based payment awards 17,381 44,261 Preferred shares - Series C 4,710,570 — Weighted-average common shares outstanding - diluted FFO 287,201,409 287,414,003 (1) Aggregate gains recognized upon entering into a sales-type lease and exercises of tenant's purchase options in leases.
Also, because not all companies calculate FFO, Adjusted Company FFO and NOI the same way, comparisons with other companies’ measures with similar titles may not be meaningful. 54 Table of Contents The following presents a reconciliation of net income attributable to common shareholders to FFO available to common shareholders and unitholders and Adjusted Company FFO available to all equityholders and unitholders for 2023 and 2022 (dollars in thousands, except share and per share amounts): Years Ended December31, 2023 2022 FUNDS FROM OPERATIONS: Basic and Diluted: Net income attributable to common shareholders $ 23,863 $ 107,307 Adjustments: Depreciation and amortization related to real estate 179,554 177,725 Impairment charges - real estate, including our share of non-consolidated entities 17,859 8,137 Noncontrolling interests - OP units (58) 156 Amortization of leasing commissions 3,970 2,842 Joint venture and noncontrolling interest adjustment 13,168 11,112 Gains on sales of properties, including our share of non-consolidated entities (38,796) (83,562) FFO available to common shareholders and unitholders - basic 199,560 223,717 Preferred dividends 6,290 6,290 Amount allocated to participating securities 230 186 FFO available to all equityholders and unitholders - diluted 206,080 230,193 Selling profit from sales-type leases (1) — (47,059) Allowance for credit losses (32) 93 Transaction costs (2) 4 4,177 Debt satisfaction losses, net, including our share of non-consolidated entities 138 1,615 Other non-recurring costs (3) — 2,573 Noncontrolling interest adjustments 1 1,469 Adjusted Company FFO available to all equityholders and unitholders - diluted $ 206,191 $ 193,061 Per Common Share and Unit Amounts Basic: FFO $ 0.69 $ 0.80 Diluted: FFO $ 0.70 $ 0.80 Adjusted Company FFO $ 0.70 $ 0.67 Weighted-Average Common Shares: Basic: Weighted-average common shares outstanding - basic EPS 290,245,877 279,887,760 Operating partnership units (4) 820,386 853,259 Weighted-average common shares outstanding - basic FFO 291,066,263 280,741,019 Diluted: Weighted-average common shares outstanding - diluted EPS 291,193,514 282,473,458 Unvested share-based payment awards — 17,381 Preferred shares - Series C 4,710,570 4,710,570 Weighted-average common shares outstanding - diluted FFO 295,904,084 287,201,409 (1) Aggregate gains recognized upon entering into a sales-type lease and exercises of tenant's purchase options in leases.
During 2022, we issued 3.6 million common shares previously sold on a forward basis in the first quarter of 2021 on the maturity date of the contracts and received $38.5 million of net proceeds.
As of December 31, 2023, common shares with an aggregate value of $295.0 million remain available for issuance under the ATM program. During 2022, we issued 3.6 million common shares previously sold on a forward basis under our ATM program in the first quarter of 2021 on the maturity date of the contracts and received $38.5 million of net proceeds.
We cannot estimate if we will incur, or the amount of, future impairment charges on our assets.
We cannot estimate if we will incur, or the amount of, future impairment charges on our assets. See Part I, Item 1A “Risk Factors”, of this Annual Report.
We believe our ratio of dividends to Adjusted Company Funds From Operations is conservative, and allows us to retain cash flow for internal growth.
We believe our dividend policy is conservative, and allows us to retain cash flow for internal growth.
A summary of the maturity dates and interest rates under our unsecured credit agreement, as of December 31, 2022, are as follows: Maturity Date Interest Rate $600.0 Million Revolving Credit Facility (1) 07/2026 SOFR + 0.85% $300.0 Million Term Loan (2) 01/2025 Term SOFR + 1.00% (1) Maturity date of the revolving credit facility can be extended to July 2027 at our option.
We may redeem the Senior Notes at our option at any time prior to maturity in whole or in part by paying the principal amount of the Senior Notes being redeemed plus a make-whole premium. 47 Table of Contents A summary of the maturity dates and interest rates under our unsecured credit agreement, as of December 31, 2023, are as follows: Maturity Date Interest Rate $600.0 Million Revolving Credit Facility (1) 07/2026 SOFR + 0.85% $300.0 Million Term Loan (2) 01/2027 Term SOFR + 1.00% (1) Maturity date of the revolving credit facility can be extended to July 2027, subject to certain conditions.
As we grow our development pipeline, we expect that development activities will become a greater part of our liquidity needs. 49 Table of Contents As of December 31, 2022, we had approximately $1.5 billion of indebtedness, consisting of mortgages and notes payable outstanding, a term loan, 2.375%, 2.70%, and 4.40% Senior Notes and Trust Preferred Securities, with a weighted-average interest rate of approximately 3.2%.
As of December 31, 2023, we had approximately $1.8 billion of indebtedness, consisting of mortgages and notes payable outstanding, a term loan, 6.75%, 2.375%, 2.70%, and 4.40% Senior Notes and Trust Preferred Securities, with a weighted-average interest rate of approximately 3.9%.
The interest rate ranges from SOFR plus 0.725% to 1.40%. At December 31, 2022, we had no borrowings outstanding and availability of $600.0 million, subject to covenant compliance. (2) The Term SOFR portion of the interest rate was swapped to obtain a current fixed rate of 2.722% per annum.
The interest rate ranges from SOFR (plus a 0.10% index adjustment) plus 0.725% to 1.40%. At December 31, 2023, we had no borrowings outstanding and availability of $600.0 million, subject to covenant compliance. (2) In November 2023, we amended the agreement governing our $300 million term loan.
In addition, we anticipate that cash on hand, borrowings under our unsecured revolving credit facility, capital recycling proceeds, issuances of equity, mortgage proceeds and other debt, as well as other available alternatives, will provide the necessary capital required by our business. 46 Table of Contents Cash flows from operations as reported in the consolidated statements of cash flows totaled $194.3 million for 2022 and $220.3 million for 2021.
However, our cash flow from operations may be negatively affected in the near term if we experience tenant defaults. In addition, we anticipate that cash on hand, borrowings under our unsecured revolving credit facility, capital recycling proceeds, issuances of equity, mortgage proceeds and other debt, as well as other available alternatives, will provide the necessary capital required by our business.
Significant increases or decreases in these key estimates, particularly with regards to cash flow projections and discount and capitalization rates, would result in a significantly lower or higher fair value measurement of the real estate assets being acquired. Revenue Recognition .
Significant increases or decreases in these key estimates, particularly with regards to cash flow projections and discount and capitalization rates, would result in a significantly lower or higher fair value measurement of the real estate assets being acquired. 44 Table of Contents For properties under development, costs associated with development (i.e., land, construction costs, interest expense, property taxes and other costs associated with development) are aggregated into the total capitalized costs of the property.
Contractual Obligations As of December 31, 2022, we had six ongoing consolidated development projects and expect to incur approximately $107.0 million of costs in 2023, excluding noncontrolling interests' share, to substantially complete the construction of such projects. As of December 31, 2022, we had three consolidated and two non-consolidated subsidiaries that owned land parcels held for industrial development.
As of December 31, 2023, we expect to incur approximately $53.2 million of costs, excluding noncontrolling interests' share and potential developer fees or partner buyouts, to substantially fund our consolidated development project commitments. As of December 31, 2023, we had three consolidated and two non-consolidated subsidiaries that owned land parcels held for industrial development.
The decrease in net income attributable to common shareholders of $268.5 million was primarily due to the items discussed below. The decrease in total gross revenues of $22.8 million was primarily a result of a decrease of $15.1 million of termination income.
The decrease in net income attributable to common shareholders of $83.4 million was primarily due to the items discussed below.
During 2021, we amended the terms of our ATM offering program, under which we may, from time to time, sell up to $350.0 million common shares over the term of the program. As of December 31, 2022, common shares with an aggregate value of $295.0 million remain available for issuance under the ATM program. Underwritten equity offerings.
Equity: At-The-Market Offering Program. We maintain an At-The-Market offering program, or ATM program, under which we can issue common shares, including through forward contracts. During 2021, we amended the terms of our ATM offering program, under which we may, from time to time, sell up to $350.0 million common shares over the term of the program.
As of December 31, 2022, we were in compliance with the financial covenants contained in our corporate level debt agreements. During 2007, we issued $200.0 million in Trust Preferred Securities, which bore interest at a fixed rate of 6.804% through April 2017 and, thereafter, bears interest at a variable rate of three month LIBOR plus 170 basis points.
During 2007, we issued $200.0 million in Trust Preferred Securities, which bore interest at a fixed rate of 6.804% through April 2017 and, thereafter, bears interest at a variable rate of three-month SOFR plus a 26 basis point adjustment plus 170 basis points. These securities are (1) classified as debt, (2) due in 2037 and (3) currently redeemable by us.
The initial rent is $5.2 million per annum and escalate by 4% annually. As of December 31, 2022, we had two single-tenant leases in our industrial portfolio where the lease term is scheduled to expire in 2023, covering approximately 0.9 million square feet.
We expect rents in our target markets to remain above existing rents due to strong demand and low vacancy. As of December 31, 2023, we had 11 single-tenant leases in our industrial portfolio where the lease term is scheduled to expire in 2024, covering approximately 2.9 million square feet.
The following presents our consolidated same-store NOI, for the years ended December 31, 2022 and 2021 ($000): Year Ended December 31, 2022 2021 Total cash base rent $ 207,087 $ 197,684 Tenant reimbursements 35,221 33,186 Property operating expenses (39,049) (36,910) Same-store NOI $ 203,259 $ 193,960 Our reported same-store NOI increased from 2021 to 2022 by 4.8% primarily due to an increase in occupancy and cash base rents.
The following presents our consolidated same-store NOI, for the years ended December 31, 2023 and 2022 ($000): Years Ended December 31, 2023 2022 Total cash base rent $ 227,323 $ 218,772 Tenant reimbursements 43,928 37,148 Property operating expenses (45,964) (39,357) Same-store NOI $ 225,287 $ 216,563 Our reported same-store NOI increased from 2022 to 2023 by 4.0% primarily due to an increase in occupancy and cash base rents.
Impairment of Real Estate . We record impairments of our real estate assets classified as held for use when triggering events dictate that an asset may be impaired. An impairment is recorded when the carrying amount of the asset exceeds the sum of its undiscounted future operating and residual cash flows.
We commence revenue recognition when possession or control of the space is turned over to the tenant. Impairment of Real Estate . We record impairments of our real estate assets classified as held for use when triggering events dictate that an asset may be impaired.
The increase in selling profit from sales-type leases of $47.1 million was due to three leases qualifying as sales-type leases in 2022 with no comparable transactions in 2021. 51 Table of Contents The increase in equity in earnings (losses) of non-consolidated entities of $16.2 million was primarily due to recognizing our share of gains on sale of five properties from NNN Office JV L.P. in 2022 in the amount of $24.5 million with no property sales at our non-consolidated entities in 2021.
The decrease in selling profit from sales-type lease of $47.1 million was due to three leases qualifying as sales-type leases in 2022 with no comparable transaction in 2023. The decrease in equity in earnings (losses) of non-consolidated entities of $14.6 million was primarily due to the timing of property sales within our non-consolidated entities.
We define NOI as operating revenues (rental income (less GAAP rent adjustments, non-cash income related to sales-type leases and lease termination income, net), and other property income) less property operating expenses. As same-store NOI excludes the change in NOI from acquired and disposed of properties, it highlights operating trends such as occupancy levels, rental rates and operating costs on properties.
We define NOI as operating revenues (rental income (less GAAP rent adjustments, non-cash income related to sales-type leases and lease termination income, net), and other property income) less property operating expenses. Other REITs may use different methodologies for calculating same-store NOI, and accordingly same-store NOI may not be comparable to other REITs.
We access the public and private equity and debt markets on an opportunistic basis when we (1) believe conditions are favorable and (2) have a compelling use of proceeds. We expect to continue to access debt and equity markets in the future to implement our business strategy and to fund future growth when market conditions are favorable.
We expect to continue to access debt and equity markets in the future to implement our business strategy and to fund future growth when market conditions are favorable. However, the volatility in the capital markets primarily resulting from the effects of rising interest rates and rising inflation have negatively affect our ability to access these capital markets.
In 2022, we acquired or completed and placed into service $195.2 million of warehouse and distribution assets, which is a decrease of $690.4 million compared to 2021 investment activity of $885.6 million. The decrease was primarily due to the substantial completion of our portfolio transformation efforts and related capital recycling and the disruptions in the capital markets.
Over the last several years, we have focused our investment activity primarily on income producing single-tenant warehouse and distribution assets and speculative development of warehouse and distribution assets. In 2023, we acquired or completed and placed into service $146.4 million of warehouse and distribution assets, which is a decrease of $48.8 million compared to 2022 investment activity of $195.2 million.
The increase was primarily offset by recognizing our share of impairment charges and losses on debt satisfaction related to NNN Office JV L.P. in 2022 in the amount of $5.1 million and $1.5 million, respectively. The increase in net income or decrease in net loss in future periods will be closely tied to the level of acquisitions made by us.
The increase was offset by $1.5 million allocated to noncontrolling interest holders for their share of selling profit on a sales-type lease in 2022, with no comparable transactions in 2023. The increase in net income or decrease in net loss in future periods will be closely tied to the level of acquisitions made by us.
Our target markets are experiencing low vacancy rates. Despite an increase in construction in recent years, we believe there is sufficient tenant demand for our development projects. 43 Table of Contents Leasing General . Re-leasing properties that are currently vacant or become vacant as leases expire at favorable effective rates is a primary area of focus for our asset management.
We believe this will result in lower supply in the future and may provide opportunity for more build-to-suit investment. Leasing General . Re-leasing properties that are currently vacant or become vacant as leases expire at favorable effective rates is a primary area of focus for our asset management.
During 2022, we entered into 18 new leases and lease extensions encompassing approximately 4.1 million square feet. The average base rent on these extended leases was approximately $5.36 per square foot compared to the average base rent on these leases before extension of $4.26 per square foot.
The average fixed rent on the second generation new and extended leases was $5.40 per square foot compared to the average fixed rent on these leases before extension of $3.85 per square foot.
A majority of our leases require tenants to pay operating expenses, including maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses. However, certain of our leases provide for some level of landlord responsibility for capital repairs and replacements, the cost of which is generally factored into the rental rate.
The average escalation rate of these leases based on the next rent step was 2.6% as of December 31, 2023. A majority of our leases require tenants to pay operating expenses, including maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses.
During 2021, we entered into forward sales contracts for the sale of 16.0 million common shares at a public offering price of $12.11 per common share in an underwritten equity offering. In December 2022, we issued 16.0 million common shares and we received $183.4 million of net proceeds.
We did not issue common shares under the ATM program during 2023. Underwritten equity offerings. In December 2022, we issued 16.0 million common shares and we received $183.4 million of net proceeds related to an underwritten equity offering in 2021, which was sold on a forward basis. There were no underwritten equity offerings in 2023. Direct Share Purchase Plan .
While tenants of these properties are generally responsible for increases over base year expenses, our property owner subsidiaries are generally responsible for the base-year expenses and capital expenditures, and are responsible for all expenses related to vacant space, at these properties. Vacant Properties .
While tenants of these properties are generally responsible for operating expenses in their spaces, but we are responsible for all expenses related to vacant space and certain non-reimbursable building expenses, at these properties. Vacant Properties .
As of December 31, 2022, 6.9 million common shares remain available for repurchase under this authorization. Operating Partnership Units .
As of December 31, 2023, 6.9 million common shares remain available for repurchase under this authorization. Debt: Corporate Borrowings . In 2023, we issued $300.0 million aggregate principal amount of our 2028 Senior Notes.
However, investments in certain co-investment programs and joint ventures limit our ability to make investment decisions unilaterally relating to the assets and limit our ability to deploy capital. During 2021, we recapitalized a portfolio of 22 special purpose industrial properties, primarily manufacturing assets, through the formation of an institutional joint venture.
However, investments in certain co-investment programs and joint ventures limit our ability to make investment decisions unilaterally relating to the assets and limit our ability to deploy capital. The real estate investments owned by our institutional joint ventures are generally financed with non-recourse debt.
The decrease was partially offset by an increase in interest expense related to increased interest rates on our variable-rate unsecured debt and increased amounts of unsecured debt during 2022 compared to 2021. The decrease in debt satisfaction losses, net, of $13.8 million was primarily related to the redemption of the 2023 Senior Notes during 2021.
These increases were partially offset by an increase of $3.8 million in capitalized interest primarily related to our development projects and a decrease of $2.1 million of interest expense incurred due to a decrease in borrowings on the credit facility during 2023 compared to 2022.
Our motivation to release vacant space requires us to meet market demands with respect to rental rates, tenant concessions and landlord responsibilities. Developers are similarly motivated when signing leases with tenants due to the significant competition in the industrial space.
However, certain of our leases provide for some level of landlord responsibility for capital repairs and replacements, the cost of which is generally factored into the rental rate. Our motivation to release vacant space requires us to meet market demands with respect to rental rates, tenant concessions and landlord responsibilities.
The decrease in impairment charges of $2.5 million was primarily due to the timing of impairment charges taken on certain properties. The impairments were primarily due to shortened hold periods, rising interest rates, vacancy and lack of leasing prospects.
The increase in impairment charges of $13.5 million was primarily related to the timing of impairment charges recognized on certain properties. The impairments in 2023 were taken on office assets primarily due to potential sales. The decrease in gains on sales of properties of $26.1 million was related to the timing of property dispositions.
The weighted-average cost of tenant improvements and lease commissions during 2022 was approximately $7.82 per square foot for new leases and $0.91 per square foot for extended leases. In addition, we ground leased approximately 100 acres in the Phoenix, Arizona market for 20 years (with three, 10-year extension options).
The weighted-average cost of tenant improvements and lease commissions was $12.31 per square foot for new first generation leases and $1.82 per square foot for second generation new and extended leases.
The decrease was primarily related to property sales and a decrease in termination fee income, partially offset by cash flow generated from acquiring properties.
Cash flows from operations as reported in the consolidated statements of cash flows totaled $209.4 million for 2023 and $194.3 million for 2022. The increase was primarily related to increased rental revenue related to lease extensions and placing development properties into service, partially offset by a decrease in cash flow due to property sales.