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What changed in Plymouth Industrial REIT, Inc.'s 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of Plymouth Industrial REIT, Inc.'s 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+209 added−227 removedSource: 10-K (2024-02-22) vs 10-K (2023-02-23)

Top changes in Plymouth Industrial REIT, Inc.'s 2023 10-K

209 paragraphs added · 227 removed · 185 edited across 5 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeWe intend to continue utilizing a multifaceted recruiting, talent development, and internal promotion strategy to expand the diversity of our employee base across all roles and functions. 3 To attract and retain top talent in our highly competitive industry, we have designed our compensation and benefits programs to provide an effective reward structure aligned with the achievement of key business objectives.
Biggest changeTo attract and retain top talent in our highly competitive industry, we have designed our compensation and benefits programs to provide an effective reward structure aligned with the achievement of key business objectives. Our employees are eligible for medical and dental insurance, a savings/retirement plan, disability insurance and receive restricted stock grants per the 2014 Incentive Plan.
We believe that we have the necessary permits and approvals to operate each of our properties. 2 Americans with Disabilities Act Our properties must comply with Title III of the ADA to the extent that such properties are “public accommodations” as defined under the ADA.
We believe that we have the necessary permits and approvals to operate each of our properties. Americans with Disabilities Act Our properties must comply with Title III of the ADA to the extent that such properties are “public accommodations” as defined under the ADA.
We are structured as an umbrella partnership REIT, commonly called an UPREIT, and own substantially all of our assets and conduct substantially all of our business through Plymouth Industrial OP, LP, a Delaware limited partnership (the “Operating Partnership”). As of December 31, 2022, the Company owned a 98.9% equity interest in the Operating Partnership.
We are structured as an umbrella partnership REIT, commonly called an UPREIT, and own substantially all of our assets and conduct substantially all of our business through Plymouth Industrial OP, LP, a Delaware limited partnership (the “Operating Partnership”). As of December 31, 2023, the Company owned a 98.9% equity interest in the Operating Partnership.
The Company was founded in March 2011 by two of our executive officers, Jeffrey Witherell and Pendleton White, Jr., each of whom have over 25 years of experience acquiring, owning and operating commercial real estate properties. We are a Maryland corporation and our common stock is publicly traded on the New York Stock Exchange under the symbol “PLYM”.
The Company was founded in March 2011 by Jeffrey Witherell and Pendleton White, Jr., each of whom have over 25 years of experience acquiring, owning and operating commercial real estate properties. We are a Maryland corporation and our common stock is publicly traded on the New York Stock Exchange under the symbol “PLYM”.
We also use data-driven and event-driven analytics and primary research to identify and pursue emerging investment opportunities. 1 Our investment strategy focuses on industrial properties in primary and secondary markets, as well as select sub-markets, with access to large pools of skilled labor in the main industrial, distribution and logistics corridors of the United States for the following reasons: • investment yields for industrial properties located in our target markets are often greater than investment yields on both industrial properties and other commercial property types located in gateway markets; • we believe there is less competition for industrial properties in our target markets from institutional real estate buyers; our typical competitors are local investors who often do not have ready access to debt or equity capital; • the industrial markets that we target are highly fragmented with complex operating requirements, which we believe makes it difficult for less-experienced or less-focused operators to access comparable investment opportunities on a consistent basis; • we believe that there is a limited new supply of industrial space in our target markets; • our target markets generally have less occupancy and rental rate volatility than gateway markets; • we believe our target markets generally have more capital appreciation and growth potential at a lower cost basis than gateway markets; and • we believe that the demand for e-commerce-related properties, or e-fulfillment facilities, will continue to grow and play a significant role in our investing strategy.
Our investment strategy focuses on industrial properties in primary and secondary markets, as well as select sub-markets, with access to large pools of skilled labor in the main industrial, distribution and logistics corridors of the United States for the following reasons: • investment yields for industrial properties located in our target markets are often greater than investment yields on both industrial properties and other commercial property types located in gateway markets; • we believe there is less competition for industrial properties in our target markets from institutional real estate buyers; our typical competitors are local investors who often do not have ready access to debt or equity capital; • the industrial markets that we target are highly fragmented with complex operating requirements, which we believe makes it difficult for less-experienced or less-focused operators to access comparable investment opportunities on a consistent basis; • we believe that there is a limited new supply of industrial space in our target markets; • our target markets generally have less occupancy and rental rate volatility than gateway markets; • we believe our target markets generally have more capital appreciation and growth potential at a lower cost basis than gateway markets; and • we believe that the demand for e-commerce-related properties, or e-fulfillment facilities, will continue to grow and play a significant role in our investing strategy.
In addition, our title insurance policies may not insure for the current aggregate market value of the Company Portfolio, and we do not intend to increase our title insurance coverage as the market value of the Company Portfolio increases. Human Capital As of December 31, 2022, we had forty-four full time employees.
In addition, our title insurance policies may not insure for the current aggregate market value of the Company Portfolio, and we do not intend to increase our title insurance coverage as the market value of the Company Portfolio increases. 3 Human Capital As of December 31, 2023, we had forty-three full time employees.
We electronically file our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports with the United States Securities and Exchange Commission (“SEC”).
Our website is www.plymouthreit.com. We electronically file our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports with the United States Securities and Exchange Commission (“SEC”).
As of December 31, 2022, the Company’s portfolio consists of 157 industrial properties (the “Company Portfolio”) comprising of 208 buildings located in twelve states with an aggregate of approximately 33.8 million rentable square feet. The Company Portfolio was 99.0% leased to 478 different tenants across 33 industry types as of December 31, 2022.
As of December 31, 2023, the Company’s portfolio consists of 156 industrial properties (the “Company Portfolio”) comprising of 211 buildings located in twelve states with an aggregate of approximately 34.0 million rentable square feet. The Company Portfolio was 98.1% leased to 465 different tenants across 33 industry types as of December 31, 2023.
These may involve development or redevelopment strategies that may require significant up-front capital expenditures, lengthy lease-up periods and result in inconsistent cash flows. As such, these properties’ risk profiles and return metrics would likely differ from the non-joint venture properties that we target for acquisition.
These may involve development or redevelopment strategies that may require significant up-front capital expenditures, lengthy lease-up periods and result in inconsistent cash flows.
From time to time, we may become party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of our business. There can be no assurance that these matters that may arise in the future, individually or in the aggregate, will not have a material adverse effect on our financial condition or results of operations.
Legal Proceedings We are not currently a party, as plaintiff or defendant, to any material legal proceedings. From time to time, we may become party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of our business.
These individuals and companies give us access to significant deal flow—both those broadly marketed and those exposed through only limited marketing. The acquisition of properties will be transacted primarily from third-party owners of existing leased buildings and secondarily from owner-occupiers through sale-leaseback transactions.
These individuals and companies give us access to significant deal flow—both those broadly marketed and those exposed through only limited marketing.
Regulation General Our properties are subject to various laws, ordinances and regulations, including regulations relating to common areas and fire and safety requirements.
The acquisition of properties will be transacted primarily from third-party owners of existing leased buildings and secondarily from owner-occupiers through sale-leaseback transactions. 2 Regulation General Our properties are subject to various laws, ordinances and regulations, including regulations relating to common areas and fire and safety requirements.
Investment Criteria We believe that our market knowledge, operations systems and internal processes allow us to efficiently analyze the risks associated with an asset’s ability to produce cash flow going forward. We blend fundamental real estate analysis with corporate credit analysis to make an assessment of probable cash flows that will be realized in future periods.
As such, these properties’ risk profiles and return metrics would likely differ from the non-joint venture properties that we target for acquisition. 1 Investment Criteria We believe that our market knowledge, operations systems and internal processes allow us to efficiently analyze the risks associated with an asset’s ability to produce cash flow going forward.
Our Corporate Information Our principal executive offices are located at 20 Custom House Street, 11 th Floor, Boston, Massachusetts 02110. Our telephone number is (617) 340-3814. Our website is www.plymouthreit.com.
There can be no assurance that these matters that may arise in the future, individually or in the aggregate, will not have a material adverse effect on our financial condition or results of operations. Our Corporate Information Our principal executive offices are located at 20 Custom House Street, 11 th Floor, Boston, Massachusetts 02110. Our telephone number is (617) 340-3814.
As of December 31, 2022, females constituted approximately 40% of our workforce and 40% of our managerial employees.
As of December 31, 2023, females constituted approximately 40% of our workforce and 40% of our managerial employees. We intend to continue utilizing a multifaceted recruiting, talent development, and internal promotion strategy to expand the diversity of our employee base across all roles and functions.
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Our employees are eligible for medical and dental insurance, a savings/retirement plan, disability insurance and receive restricted stock grants per the 2014 Incentive Plan. Legal Proceedings We are not currently a party, as plaintiff or defendant, to any material legal proceedings.
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We blend fundamental real estate analysis with corporate credit analysis to make an assessment of probable cash flows that will be realized in future periods. We also use data-driven and event-driven analytics and primary research to identify and pursue emerging investment opportunities.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeSummary of Risk Factors Risks Related to Our Business and Operations: • Our assets are concentrated in the industrial real estate sector, and our business could be materially and adversely affected by an economic downturn in that sector. • Our assets are geographically concentrated in two primary and eleven secondary markets, which causes us to be especially susceptible to adverse developments in those markets. • Our assets are comprised entirely of industrial properties located in primary and secondary markets, as well as select sub-markets, with access to large pools of skilled labor in the main industrial, distribution and logistics corridors of the United States, which subjects us to risks associated with concentrating the Company’s portfolio on such assets. • We are subject to risks associated with single tenant leases, and the default by one or more tenants could materially and adversely affect our results of operations and financial results. • We are subject to risks related to tenant concentration, which could materially adversely affect our cash flows, result of operations and financial condition.
Biggest changeSummary of Risk Factors Risks Related to Our Business and Operations: • Our assets are concentrated in the industrial real estate sector, and our business could be materially and adversely affected by an economic downturn in that sector. • We are subject to risks associated with single tenant leases, and the default by one or more tenants could materially and adversely affect our results of operations and financial results. • We are subject to risks related to tenant concentration, which could materially adversely affect our cash flows, result of operations and financial condition. • Our assets are geographically concentrated in two of our primary markets and ten of our secondary markets, which causes us to be especially susceptible to adverse developments in those markets. • Our assets are comprised entirely of industrial properties located in primary and secondary markets, as well as select sub-markets, with access to large pools of skilled labor in the main industrial, distribution and logistics corridors of the United States, which subjects us to risks associated with concentrating the Company’s portfolio on such assets.
Our future acquisitions and our ability to successfully operate the properties we acquire in such acquisitions may be exposed to the following significant risks: • even if we are able to acquire a desired property, competition from other potential acquirers may significantly increase the purchase price; • we may acquire properties that are not accretive to our results upon acquisition, and we may not successfully manage and lease those properties to meet our expectations; • our cash flow may be insufficient to meet our required principal and interest payments; • we may spend more than budgeted amounts to make necessary improvements or renovations to acquired properties; • we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of properties, into our existing operations, and as a result our results of operations and financial condition could be adversely affected; • market conditions may result in higher-than-expected vacancy rates and lower than expected rental rates; and 8 • we may acquire properties subject to liabilities and without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for clean-up of undisclosed environmental contamination, claims by tenants, vendors or other persons dealing with the former owners of the properties, liabilities incurred in the ordinary course of business and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties.
Our future acquisitions and our ability to successfully operate the properties we acquire in such acquisitions may be exposed to the following significant risks: • even if we are able to acquire a desired property, competition from other potential acquirers may significantly increase the purchase price; • we may acquire properties that are not accretive to our results upon acquisition, and we may not successfully manage and lease those properties to meet our expectations; • our cash flow may be insufficient to meet our required principal and interest payments; • we may spend more than budgeted amounts to make necessary improvements or renovations to acquired properties; 8 • we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of properties, into our existing operations, and as a result our results of operations and financial condition could be adversely affected; • market conditions may result in higher-than-expected vacancy rates and lower than expected rental rates; and • we may acquire properties subject to liabilities and without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for clean-up of undisclosed environmental contamination, claims by tenants, vendors or other persons dealing with the former owners of the properties, liabilities incurred in the ordinary course of business and claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties.
These acquisitions may dilute our stockholders’ ownership interests, delay or prevent our profitability and may also expose us to risks such as: • the possibility that we may not be able to successfully integrate any future acquisitions into our portfolio; • the possibility that senior management may be required to spend considerable time negotiating agreements and integrating acquired properties, diverting their attention from our other objectives; • the possibility that we may overpay for a property; • the possible loss or reduction in value of acquired properties; and • the possibility of pre-existing undisclosed liabilities regarding acquired properties, including environmental or asbestos liability, for which our insurance may be insufficient or for which we may be unable to secure insurance coverage.
These acquisitions may dilute our stockholders’ ownership interests, delay or prevent our profitability and expose us to risks such as: • the possibility that we may not be able to successfully integrate any future acquisitions into our portfolio; • the possibility that senior management may be required to spend considerable time negotiating agreements and integrating acquired properties, diverting their attention from our other objectives; • the possibility that we may overpay for a property; • the possible loss or reduction in value of acquired properties; and • the possibility of pre-existing undisclosed liabilities regarding acquired properties, including environmental or asbestos liability, for which our insurance may be insufficient or for which we may be unable to secure insurance coverage.
Any resurgence of the COVID-19 pandemic or any future pandemic, epidemic or outbreak of infectious disease could have material and adverse effects on our business, financial condition, operating results and cash flows due to, among other factors, the following: · governmental authorities requiring the closure of offices or other businesses or instituting quarantines of personnel as a result of, or in order to avoid, exposure to a contagious disease; · disruption in supply and delivery chains; · a general decline in business activity and demand for real estate; · the repurposing or redevelopment of properties made obsolete by the pandemic; · reduced economic activity, general economic decline or recession, which may impact our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of their lease obligations; 14 · difficulty accessing debt and equity capital on attractive terms, or at all, and a significant disruption and instability in global financial markets or deteriorations in credit and financing conditions, which may affect our access to capital to fund business operations or address maturing liabilities on a timely basis; and · the potential negative impact on the health of our personnel, particularly if a significant number of our employees are impacted, which may result in a deterioration of our ability to maintain business continuity during a disruption.
Any resurgence of the COVID-19 pandemic or any future pandemic, epidemic or outbreak of infectious disease could have material and adverse effects on our business, financial condition, operating results, and cash flows due to, among other factors, the following: • governmental authorities requiring the closure of offices or other businesses or instituting quarantines of personnel as a result of, or in order to avoid, exposure to a contagious disease; • disruption in supply and delivery chains; • a general decline in business activity and demand for real estate; • the repurposing or redevelopment of properties made obsolete by the pandemic; • reduced economic activity, general economic decline, or recession, which may impact our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to make rent payments to us timely, or at all, or to otherwise seek modifications of their lease obligations; 15 • difficulty accessing debt and equity capital on attractive terms, or at all, and a significant disruption and instability in global financial markets or deteriorations in credit and financing conditions, which may affect our access to capital to fund business operations or address maturing liabilities on a timely basis; and • the potential negative impact on the health of our personnel, particularly if a significant number of our employees are impacted, which may result in a deterioration of our ability to maintain business continuity during a disruption.
If we lose our REIT qualification, we will face serious tax consequences that would substantially reduce the funds available for distribution to you for each of the years involved because: • we would not be allowed a deduction for distributions to stockholders in computing our taxable income and would be subject to federal income tax at regular corporate rates; • we also could be subject to the federal alternative minimum tax (for taxable years prior to 2018) and possibly increased state and local taxes; and 22 Any such corporate tax liability could be substantial and would reduce our cash available for, among other things, our operations and distributions to stockholders.
If we lose our REIT qualification, we will face serious tax consequences that would substantially reduce the funds available for distribution to you for each of the years involved because: • we would not be allowed a deduction for distributions to stockholders in computing our taxable income and would be subject to federal income tax at regular corporate rates; • we also could be subject to the federal alternative minimum tax (for taxable years prior to 2018) and possibly increased state and local taxes; and Any such corporate tax liability could be substantial and would reduce our cash available for, among other things, our operations and distributions to stockholders.
In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants or others if property damage or personal injury is alleged to have occurred. We may incur significant costs complying with various federal, state and local laws, regulations and covenants that are applicable to our properties.
In addition, the presence of significant mold or other airborne contaminants could expose us to liability from our tenants, employees of our tenants or others if property damage or personal injury is alleged to have occurred. 19 We may incur significant costs complying with various federal, state, and local laws, regulations and covenants that are applicable to our properties.
In addition, any taxable REIT subsidiaries that we own will be subject to tax as regular C corporations in the jurisdictions in which they operate. If our operating partnership failed to qualify as a partnership or a disregarded entity for federal income tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences.
In addition, any taxable REIT subsidiaries that we own will be subject to tax as regular C corporations in the jurisdictions in which they operate. 24 If our operating partnership failed to qualify as a partnership or a disregarded entity for federal income tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences.
Further, reconstruction or improvement of such a property would likely require significant upgrades to meet zoning and building code requirements. Environmental and legal restrictions could also restrict the rebuilding of our properties. We may be unable to sell a property if or when we decide to do so.
Further, reconstruction or improvement of such a property would likely require significant upgrades to meet zoning and building code requirements. Environmental and legal restrictions could also restrict the rebuilding of our properties. 10 We may be unable to sell a property if or when we decide to do so.
In addition, a 100% excise tax will be imposed on certain transactions between a taxable REIT subsidiary and its parent REIT that are not conducted on an arm’s length basis. 23 To maintain our REIT qualification, we may be forced to borrow funds during unfavorable market conditions.
In addition, a 100% excise tax will be imposed on certain transactions between a taxable REIT subsidiary and its parent REIT that are not conducted on an arm’s length basis. To maintain our REIT qualification, we may be forced to borrow funds during unfavorable market conditions.
Changes to our policies with regard to the foregoing could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 21 Our rights and the rights of our stockholders to take action against our directors and officers are limited.
Changes to our policies with regard to the foregoing could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. Our rights and the rights of our stockholders to take action against our directors and officers are limited.
Any decision to retain or invest the proceeds of any sales, rather than distribute such proceeds to our stockholders may reduce the amount of cash distributions you receive on your stock. 16 Uninsured losses relating to real property may adversely affect your returns. We attempt to ensure that all of our properties are adequately insured to cover casualty losses.
Any decision to retain or invest the proceeds of any sales, rather than distribute such proceeds to our stockholders may reduce the amount of cash distributions you receive on your stock. 17 Uninsured losses relating to real property may adversely affect your returns. We attempt to ensure that all of our properties are adequately insured to cover casualty losses.
Such contamination may arise from spills of petroleum or hazardous substances or releases from tanks used to store such materials. 17 From time to time, we may acquire properties with known adverse environmental conditions where we believe that the environmental liabilities associated with these conditions are quantifiable and that the acquisition will yield a superior risk-adjusted return.
Such contamination may arise from spills of petroleum or hazardous substances or releases from tanks used to store such materials. 18 From time to time, we may acquire properties with known adverse environmental conditions where we believe that the environmental liabilities associated with these conditions are quantifiable and that the acquisition will yield a superior risk-adjusted return.
Risks Related to Our Business and Operations Our portfolio is concentrated in the industrial real estate sector, and our business would be adversely affected by an economic downturn in that sector. Our Company Portfolio is comprised entirely of industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties.
Risks Related to Our Business and Operations Our portfolio is concentrated in the industrial real estate sector, and our business could be adversely affected by an economic downturn in that sector. Our Company Portfolio is comprised entirely of industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties.
As of December 31, 2022, we have 490,299 OP units outstanding, which were issued in connection with the acquisition of certain properties in our portfolio, and we may in the future, in connection with our acquisition of properties or otherwise, cause our operating partnership to issue additional OP units to third parties.
As of December 31, 2023, we have 490,299 OP units outstanding, which were issued in connection with the acquisition of certain properties in our portfolio, and we may in the future, in connection with our acquisition of properties or otherwise, cause our operating partnership to issue additional OP units to third parties.
The COVID-19 pandemic did not have a significant negative impact on our operations for the year ended December 31, 2022. We did not enter into any rent deferrals or rent abatements as a result of the pandemic during the year ended December 31, 2022.
The COVID-19 pandemic did not have a significant negative impact on our operations for the year ended December 31, 2023. We did not enter into any rent deferrals or rent abatements as a result of the pandemic during the year ended December 31, 2023.
Certain provisions of the Maryland General Corporate Law (“MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could provide the holders of shares of our common stock with the opportunity to realize a premium over the then-prevailing market price of such shares, including: • “business combination” provisions that, subject to certain exceptions, prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting stock at any time within the two-year period); and • “control share” provisions that provide that holders of “control shares” of our company (defined as shares that, when aggregated with other shares controlled by the stockholder, entitle the stockholder to exercise voting power in the election of directors within one of three increasing ranges) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of the voting power of issued and outstanding “control shares,” subject to certain exceptions) have no voting rights with respect to their control shares, except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
Certain provisions of the Maryland General Corporate Law (“MGCL”) may have the effect of inhibiting a third party from making a proposal to acquire us or of impeding a change of control under circumstances that otherwise could provide the holders of shares of our common stock with the opportunity to realize a premium over the then-prevailing market price of such shares, including: • “business combination” provisions that, subject to certain exceptions, prohibit certain business combinations between us and an “interested stockholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our shares or an affiliate thereof or an affiliate or associate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting stock at any time within the two-year period); and • “control share” provisions that provide that holders of “control shares” of our company (defined as shares that, when aggregated with other shares controlled by the stockholder, entitle the stockholder to exercise voting power in the election of directors within one of three increasing ranges) acquired in a “control share acquisition” (defined as the direct or indirect acquisition of ownership or control of the voting power of issued and outstanding “control shares,” subject to certain exceptions) have no voting rights with respect to their control shares, except to the extent approved by our stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares. 21 As permitted by the MGCL, our bylaws provide that we will not be subject to the control share provisions of the MGCL, and our board of directors has, by resolution, exempted us from the business combination between us and any other person.
Risks Associated with Our Indebtedness: • Debt service payments on our significant indebtedness may leave us with insufficient cash resources to operate our properties or pay dividends as current contemplated or necessary to maintain our REIT qualification. • Restrictive covenants in our debt instruments could restrict our operations and failure to comply with these restrictions could result in the acceleration of our debt. • Unavailability of mortgage debt may make it difficult for us to finance or refinance properties, which could reduce the number of properties we can acquire. • Our existing loan agreements contain balloon payment obligations, which may materially and adversely affect our financial condition and our ability to make distributions. • Our existing loan agreements are secured by various properties within our portfolio or the equity of our property-owning subsidiaries, so a default under any of these loan documents could result in a loss of the secured properties. • Our hedging strategies may not mitigate the risks related to our variable rate debt. • An increase in interest rates could adversely impact our financial condition, results of operations and cash flows.
Risks Associated with Our Indebtedness: • Debt service payments on our significant indebtedness may leave us with insufficient cash resources to operate our properties or pay dividends as current contemplated or necessary to maintain our REIT qualification. • Continued increases in interest rates, or a prolonged period with rates at current levels, could adversely impact our financial condition, results of operations and cash flows. • Our hedging strategies are subject to the risks that the counterparty fails to perform or that the contacts may not mitigate the risks related to our variable rate debt. • Restrictive covenants in our debt instruments could restrict our operations and failure to comply with these restrictions could result in the acceleration of our debt. • Unavailability of mortgage debt may make it difficult for us to finance or refinance properties, which could reduce the number of properties we can acquire. • Our existing loan agreements contain balloon payment obligations, which may materially and adversely affect our financial condition and our ability to make distributions. • Our existing loan agreements are secured by various properties within our portfolio or the equity of our property-owning subsidiaries, so a default under any of these loan documents could result in a loss of the secured properties.
Our wholly owned portfolio consists of holdings in the following markets (which accounted for the percentage of our total annualized rent indicated) as of December 31, 2022: Chicago (21.1%); Cleveland (12.6%); Memphis (12.1%); Indianapolis (10.7%); St. Louis (10.2%); Jacksonville (9.5%); Columbus (9.1%); Cincinnati (6.7%); Atlanta (4.7%); Boston (1.2%); Charlotte (0.8%); Philadelphia (0.7%); and Kansas City (0.6%).
Our wholly owned portfolio consists of holdings in the following markets (which accounted for the percentage of our total annualized rent indicated) as of December 31, 2023: Chicago (20.1%); Cleveland (12.3%); Memphis (11.8%); Jacksonville (10.4%); St. Louis (10.1%); Indianapolis (10.0%); Columbus (9.0%); Cincinnati (7.2%); Atlanta (6.5%); Boston (1.4%); Charlotte (0.8%); and Kansas City (0.4%).
Illiquidity of real estate investments could significantly impede our ability to respond to adverse changes in the performance of our properties and harm our financial condition. The real estate investments made, and to be made, by us are relatively difficult to sell quickly.
Risks Related to the Real Estate Industry and the Broader Economy Illiquidity of real estate investments could significantly impede our ability to respond to adverse changes in the performance of our properties and harm our financial condition. The real estate investments made, and to be made, by us are relatively difficult to sell quickly.
Witherell and White, or to attract suitable replacements should any member of our senior management leave, is dependent on the competitive nature of the employment market. We have not obtained and do not expect to obtain key man life insurance on any of our key personnel.
Our ability to retain our senior management, particularly Messrs. Witherell and Saladino, or to attract suitable replacements should any member of our senior management leave, is dependent on the competitive nature of the employment market. We have not obtained and do not expect to obtain key man life insurance on any of our key personnel.
Higher leverage also increases the risk of default on our obligations. In addition, a change in our investment policies, including the manner in which we allocate our resources across our portfolio or the types of assets in which we seek to invest, may increase our exposure to interest rate risk, real estate market fluctuations and liquidity risk.
In addition, a change in our investment policies, including the manner in which we allocate our resources across our portfolio or the types of assets in which we seek to invest, may increase our exposure to interest rate risk, real estate market fluctuations and liquidity risk.
These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of development or redevelopment activities once undertaken, any of which could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 15 Declining real estate valuations and impairment charges could materially adversely affect our financial condition, results of operations, cash flows and ability to pay distributions on, and the per share trading price of, our stock.
These risks could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of development or redevelopment activities once undertaken, any of which could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock.
Accordingly, unfavorable changes to our borrowing costs and stock price could significantly impact our ability to access new debt and equity capital going forward. At December 31, 2022, we had approximately $77.5 million (or 8.5% of our indebtedness then outstanding) in variable rate debt outstanding not hedged by interest rate swaps.
Accordingly, unfavorable changes to our borrowing costs and stock price could significantly impact our ability to access new debt and equity capital going forward. At December 31, 2023, we had approximately $55.4 million (or 6.3% of our indebtedness then outstanding) in variable rate debt outstanding not hedged by interest rate swaps.
Moreover, if we are compelled to liquidate our investments to meet any of these asset, income or distribution tests, or to repay obligations to our lenders, we may be unable to comply with one or more of the requirements applicable to REITs or may be subject to a 100% tax on any resulting gain if such sales constitute prohibited transactions. 24 Legislative, regulatory, or administrative changes could adversely affect us or our security holders.
Moreover, if we are compelled to liquidate our investments to meet any of these asset, income or distribution tests, or to repay obligations to our lenders, we may be unable to comply with one or more of the requirements applicable to REITs or may be subject to a 100% tax on any resulting gain if such sales constitute prohibited transactions.
The restrictions on ownership and transfer of our stock may: • discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests; or • result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares.
The restrictions on ownership and transfer of our stock may: • discourage a tender offer or other transactions or a change in management or of control that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests; or • result in the transfer of shares acquired in excess of the restrictions to a trust for the benefit of a charitable beneficiary and, as a result, the forfeiture by the acquirer of the benefits of owning the additional shares. 22 We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval.
We face risks associated with security breaches, whether through cyber-attacks, computer viruses, attachments to e-mails, phishing schemes, persons inside our organization or persons with access to systems inside of our organization, and other significant disruptions of our IT related systems.
Our IT related systems are essential to the operation of our business and our ability to perform day-to-day operations. We face risks associated with security breaches, whether through cyber-attacks, computer viruses, attachments to e-mails, phishing schemes, persons inside our organization or persons with access to systems inside of our organization, and other significant disruptions of our IT related systems.
Our charter authorizes our board of directors to take such actions as it determines are advisable, in its sole and absolute discretion, to preserve our qualification as a REIT.
Our charter contains certain ownership limits with respect to our stock. Our charter authorizes our board of directors to take such actions as it determines are advisable, in its sole and absolute discretion, to preserve our qualification as a REIT.
We cannot assure you that we will have access to such capital on favorable terms at the desired times, or at all, which may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, and could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock.
We cannot assure you that we will have access to such capital on favorable terms at the desired times, or at all, which may cause us to curtail our investment activities and/or to dispose of assets at inopportune times, and could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 25 Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends.
The tax laws or regulations governing REITs or the administrative interpretations thereof may be amended at any time. We cannot predict if or when any new or amended law, regulation, or administrative interpretation will be adopted, promulgated, or become effective, and any such change may apply retroactively.
Legislative, regulatory, or administrative changes could adversely affect us or our security holders. The tax laws or regulations governing REITs, or the administrative interpretations thereof, may be amended at any time. We cannot predict if or when any new or amended law, regulation, or administrative interpretation will be adopted, promulgated, or become effective, and any such change may apply retroactively.
If we cannot obtain capital from third-party sources, we may not be able to acquire or develop properties when strategic opportunities exist, meet the capital and operating needs of our portfolio, satisfy our debt service obligations or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT. 11 Risks Related to Our Indebtedness We have significant indebtedness outstanding, which may expose us to the risk of default under our debt obligations.
If we cannot obtain capital from third-party sources, we may not be able to acquire or develop properties when strategic opportunities exist, meet the capital and operating needs of our portfolio, satisfy our debt service obligations, or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT.
Therefore, we may not be able to vary our portfolio in response to economic or other conditions promptly or on favorable terms, which may adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock.
Therefore, we may not be able to vary our portfolio in response to economic or other conditions promptly or on favorable terms, which may adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 14 Our performance and value are subject to risks associated with real estate assets and the real estate industry.
Any further downward changes in the economy, whether local, national or global, resulting from COVID-19 or some other unforeseen event, could materially adversely affect the value of our properties and our financial condition and results of operations.
Any further downward changes in the economy, whether local, national or global, resulting from COVID-19 or some other unforeseen event, could materially adversely affect the value of our properties and our financial condition and results of operations. Any real estate development and redevelopment activities are subject to risks particular to development and redevelopment.
If we are unable to enter into hedge agreements with respect to, or otherwise refinance, this indebtedness with acceptable terms, the ultimate impact of future interest rate increases could result in unanticipated reductions in our net operating income. 13 Our hedging strategies may not mitigate our risks associated with variable interest rates Changes in the interest rates on a material portion of our variable rate debt (48.9%) have been hedged by interest rate swap agreements.
If we are unable to enter into hedge agreements with respect to, or otherwise refinance, this indebtedness with acceptable terms, the ultimate impact of future interest rate increases could result in unanticipated reductions in our net operating income. Our hedging strategies may not mitigate our risks associated with variable interest rates.
Under Delaware law, a general partner of a Delaware limited partnership has fiduciary duties of loyalty and care to the partnership and its partners and must discharge its duties and exercise its rights as general partner under the partnership agreement or Delaware law consistent with the obligation of good faith and fair dealing.
Our fiduciary duties and obligations as the general partner of our operating partnership may come into conflict with the duties of our directors and officers to our company. 20 Under Delaware law, a general partner of a Delaware limited partnership has fiduciary duties of loyalty and care to the partnership and its partners and must discharge its duties and exercise its rights as general partner under the partnership agreement or Delaware law consistent with the obligation of good faith and fair dealing.
Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer or prevent a change of control transaction. Our charter contains certain ownership limits with respect to our stock.
Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer, or prevent a change of control transaction.
Confidence in the reliability of our financial statements could also suffer if we or our independent registered public accounting firm were to report a material weakness in our internal controls over financial reporting. This could materially adversely affect us and lead to a decline in the market price of our stock.
Confidence in the reliability of our financial statements could also suffer if we or our independent registered public accounting firm were to report a material weakness in our internal controls over financial reporting.
The partnership agreement provides that, in the event of a conflict between the interests of our operating partnership or any partner, on the one hand, and the separate interests of our company or our stockholders, on the other hand, we, in our capacity as the general partner of our operating partnership, may give priority to the separate interests of our company or our stockholders (including with respect to tax consequences to limited partners, assignees or our stockholders), and, in the event of such a conflict, any action or failure to act on our part or on the part of our directors that gives priority to the separate interests of our company or our stockholders that does not result in a violation of the contract rights of the limited partners of our operating partnership under its partnership agreement does not violate the duty of loyalty or any other duty that we, in our capacity as the general partner of our operating partnership, owe to our operating partnership and its partners or violate the obligation of good faith and fair dealing. 19 Additionally, the partnership agreement provides that we generally will not be liable to our operating partnership or any partner for any action or omission taken in our capacity as general partner, for the debts or liabilities of our operating partnership or for the obligations of the operating partnership under the partnership agreement, except for liability for our fraud, willful misconduct or gross negligence, pursuant to any express indemnity we may give to our operating partnership or in connection with a redemption of our OP units.
The partnership agreement provides that, in the event of a conflict between the interests of our operating partnership or any partner, on the one hand, and the separate interests of our company or our stockholders, on the other hand, we, in our capacity as the general partner of our operating partnership, may give priority to the separate interests of our company or our stockholders (including with respect to tax consequences to limited partners, assignees or our stockholders), and, in the event of such a conflict, any action or failure to act on our part or on the part of our directors that gives priority to the separate interests of our company or our stockholders that does not result in a violation of the contract rights of the limited partners of our operating partnership under its partnership agreement does not violate the duty of loyalty or any other duty that we, in our capacity as the general partner of our operating partnership, owe to our operating partnership and its partners or violate the obligation of good faith and fair dealing.
Any characteristics or deficiencies in any newly acquired properties that adversely affect the value of the properties or their revenue-generation potential could have a material adverse effect on our results of operations and financial condition.
Any characteristics or deficiencies in any newly acquired properties that adversely affect the value of the properties or their revenue-generation potential could have a material adverse effect on our results of operations and financial condition. We may be unable to renew leases, lease vacant space or re-lease space as leases expire.
Furthermore, we may be required to expend funds to correct defects or to make improvements before a property can be sold.
Furthermore, we may be required to expend funds to correct defects or to make improvements before a property can be sold. We cannot assure you that we will have funds available to correct such defects or to make such improvements.
Any adverse economic or real estate developments in our target markets, or any decrease in demand for industrial space resulting from the regulatory environment, business climate or energy or fiscal problems, could materially and adversely impact our financial condition, results of operations, cash flow, our ability to satisfy our debt service obligations and our ability to pay distributions to our stockholders.
Any adverse economic or real estate developments in our target markets, or any decrease in demand for industrial space resulting from the regulatory environment, business climate or energy or fiscal problems, could materially and adversely impact our financial condition, results of operations, cash flow, our ability to satisfy our debt service obligations and our ability to pay distributions to our stockholders. 6 Our portfolio is comprised of industrial properties in primary and secondary markets, as well as select sub-markets which subjects us to risks associated with concentrating our portfolio on such assets.
Leases representing 9.7%, 19.4% and 21.9% of the rentable square footage of the industrial properties in our portfolio will expire in 2023, 2024 and 2025, respectively.
Leases representing 13.4%, 23.2% and 16.7% of the rentable square footage of the industrial properties in our portfolio will expire in 2024, 2025 and 2026, respectively.
Moreover, the fact that so many of our tenants are not investment grade may cause investors or lenders to view our cash flows as less stable, which may increase our cost of capital, limit our financing options or adversely affect the trading price of our stock. 9 The actual rents we receive for our portfolio may be less than our asking rents, and we may experience lease roll down from time to time.
Moreover, the fact that so many of our tenants are not investment grade may cause investors or lenders to view our cash flows as less stable, which may increase our cost of capital, limit our financing options, or adversely affect the trading price of our stock.
Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends. The maximum tax rate applicable to “qualified dividend income” payable to U.S. stockholders that are individuals, trusts and estates is 20%. Dividends payable by REITs, however, generally are not eligible for such reduced tax rates.
The maximum tax rate applicable to “qualified dividend income” payable to U.S. stockholders that are individuals, trusts and estates is 20%. Dividends payable by REITs, however, generally are not eligible for such reduced tax rates. Instead, our ordinary dividends generally are taxed at the higher tax rates applicable to ordinary income, the current maximum rate of which is 37%.
If our evaluation indicates that we may be unable to recover the carrying value of a real estate investment, an impairment loss will be recorded to the extent that the carrying value exceeds the estimated fair value of the property.
If our evaluation indicates that we may be unable to recover the carrying value of a real estate investment, an impairment loss will be recorded to the extent that the carrying value exceeds the estimated fair value of the property. 16 Impairment losses have a direct impact on our operating results because recording an impairment loss results in an immediate negative adjustment to our operating results.
Any developments or circumstances that adversely affect the value of such industrial properties generally could have a more significant adverse impact on us than if our portfolio was diversified by asset type, which could materially and adversely impact our financial condition, results of operations and ability to make distributions to our stockholders. 6 Our business strategy depends on achieving revenue growth from anticipated increases in demand for industrial space in our target markets; accordingly, any delay or a weaker than anticipated economic recovery could materially and adversely affect us and our growth prospects.
Any developments or circumstances that adversely affect the value of such industrial properties generally could have a more significant adverse impact on us than if our portfolio was diversified by asset type, which could materially and adversely impact our financial condition, results of operations and ability to make distributions to our stockholders.
A worsening real estate market may cause us to reevaluate the assumptions used in our impairment analysis. Impairment charges could materially adversely affect our financial condition, results of operations, cash flows and ability to pay distributions on, and the per share trading price of, our stock.
Impairment charges could materially adversely affect our financial condition, results of operations, cash flows and ability to pay distributions on, and the per share trading price of, our stock.
An increase in interest rates could adversely impact our financial condition, results of operations and cash flows. Our financial condition, results of operations and cash flows could be significantly affected by changes in interest rates and actions taken by the Federal Reserve or changes in the Secured Overnight Financing Rate (“SOFR”).
Our financial condition, results of operations and cash flows could be significantly negatively affected by increases in interest rates and other actions taken by the Federal Reserve or changes in the Secured Overnight Financing Rate (“SOFR”). The Federal Reserve raised interest rates by 525 basis points during the past two years.
Risks Related to Our Organizational Structure: • Our success depends on key personnel whose continued service is not guaranteed, and the departure of one or more of our key personnel could adversely affect our ability to manage our business and to implement our growth strategy. 5 • Conflicts of interest may exist or could arise in the future between the interests of our stockholders and the interests of the holders of the partnership interests of our operating partnership. • Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer, or prevent a change of control transaction. • Our charter contains certain ownership limits with respect to our stock. • We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval.
Risks Related to the Real Estate Industry and the Broader Economy: • The illiquidity of real estate assets could significantly impede our ability to response to adverse changes in the performance of our properties and harm our financial results. • Any resurgence of the COVID-19 pandemic or any unforeseen factor that emerges out of that pandemic or any other public health crisis could materially adversely affect our results of operations and financial results. • Declining real estate valuations and impairment charges could materially adversely affect our financial condition and results of operations. • Adverse economic conditions and any dislocations in the credit markets could materially adversely affect our financial condition and results of operations. 5 Risks Related to Our Organizational Structure: • Our success depends on key personnel whose continued service is not guaranteed, and the departure of one or more of our key personnel could adversely affect our ability to manage our business and to implement our growth strategy. • Conflicts of interest may exist or could arise in the future between the interests of our stockholders and the interests of the holders of the partnership interests of our operating partnership. • Our charter and bylaws, the partnership agreement of our operating partnership and Maryland law contain provisions that may delay, defer, or prevent a change of control transaction. • Our charter contains certain ownership limits with respect to our stock. • We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval.
In particular, an economic downturn affecting the market for industrial properties could have a material adverse effect on our results of operations, cash flows, financial condition and our ability to pay distributions to our stockholders. Our portfolio is geographically concentrated in two primary and eleven secondary markets, which causes us to be especially susceptible to adverse developments in those markets.
In particular, an economic downturn affecting the market for industrial properties could have a material adverse effect on our results of operations, cash flows, financial condition and our ability to pay distributions to our stockholders.
The Federal Reserve raised interest rates 350 basis points in 2022. Future increases in market interest rates would increase our interest expense under our unhedged variable rate borrowings and would increase the costs of refinancing existing indebtedness or obtaining new debt.
Future increases in market interest rates, or a prolonged period with rates at current levels, would increase our interest expense under our unhedged variable rate borrowings and would increase the costs of refinancing existing indebtedness or obtaining new debt.
Any real estate development and redevelopment activities are subject to risks particular to development and redevelopment. We may engage in development and redevelopment activities with respect to certain properties.
We may engage in development and redevelopment activities with respect to certain properties.
A default under certain of the loan agreements could result in the foreclosure on all, or a material portion, of the properties within our portfolio, which could leave us with insufficient cash to make debt service payments under our loan agreements and to make distributions to our stockholders. 12 Our existing loan agreements restrict our ability to engage in some business activities, which could put us at a competitive disadvantage and materially and adversely affect our results of operations and financial condition.
A default under certain of the loan agreements could result in the foreclosure on all, or a material portion, of the properties within our portfolio, which could leave us with insufficient cash to make debt service payments under our loan agreements and to make distributions to our stockholders.
Our growth depends on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all.
This could materially adversely affect us and lead to a decline in the market price of our stock. 11 Our growth depends on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all.
Our failure to obtain such permits, licenses and zoning relief or to comply with applicable laws could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 18 In addition, federal and state laws and regulations, including laws such as the Americans with Disabilities Act, or ADA, and the Fair Housing Amendment Act of 1988, or FHAA, impose further restrictions on our properties and operations.
Our failure to obtain such permits, licenses, and zoning relief or to comply with applicable laws could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock.
Furthermore, foreclosures could create taxable income without accompanying cash proceeds, which could hinder our ability to meet the REIT distribution requirements imposed by the Internal Revenue Code of 1986, as amended, or the Code.
Furthermore, foreclosures could create taxable income without accompanying cash proceeds, which could hinder our ability to meet the REIT distribution requirements imposed by the Internal Revenue Code of 1986, as amended, or the Code. 12 Continued increases in interest rates, or prolonged rates at current levels, could adversely impact our financial condition, results of operations and cash flows.
Further, our charter and bylaws do not limit the amount or percentage of indebtedness, funded or otherwise, that we may incur. Our board of directors may alter or eliminate our current policy on borrowing at any time without stockholder approval. If this policy changed, we could become more highly leveraged which could result in an increase in our debt service.
Our board of directors may alter or eliminate our current policy on borrowing at any time without stockholder approval. If this policy changed, we could become more highly leveraged which could result in an increase in our debt service. Higher leverage also increases the risk of default on our obligations.
Additional technical corrections, amendments or administrative guidance with respect to the Tax Cut and Jobs Act may be issued at any time, and we cannot predict the long-term impact of any future changes on REITs and their stockholders.
Additional technical corrections, amendments, or administrative guidance with respect to the Tax Cut and Jobs Act may be issued at any time, and we cannot predict the long-term impact of any future changes on REITs and their stockholders. 26 Other General Risks We face risks associated with security breaches through cyber-attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology systems.
This could result in non-renewals by tenants upon expiration of their leases, which could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock.
This could result in non-renewals by tenants upon expiration of their leases, which could have an adverse effect on our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock. 9 A substantial majority of the leases in our portfolio are with tenants who have non-investment grade credit ratings, which may result in our leasing to tenants that are more likely to default in their obligations to us than an entity with an investment grade credit rating.
Impairment losses have a direct impact on our operating results because recording an impairment loss results in an immediate negative adjustment to our operating results. The evaluation of anticipated cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results in future periods.
The evaluation of anticipated cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results in future periods. A worsening real estate market may cause us to reevaluate the assumptions used in our impairment analysis.
We cannot assure you that we will have funds available to correct such defects or to make such improvements. 10 Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers.
Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers.
We are a holding company with no direct operations and, as such, we will rely on funds received from our operating partnership to pay liabilities, and the interests of our stockholders will be structurally subordinated to all liabilities and obligations of our operating partnership and its subsidiaries.
Accordingly, in the event that actions taken in good faith by any of our directors or officers impede the performance of our company, your ability to recover damages from such director or officer will be limited. 23 We are a holding company with no direct operations and, as such, we will rely on funds received from our operating partnership to pay liabilities, and the interests of our stockholders will be structurally subordinated to all liabilities and obligations of our operating partnership and its subsidiaries.
Our continued success and our ability to manage anticipated future growth depend, in large part, upon the efforts of key personnel, particularly Mr. Jeffrey E. Witherell, our Chief Executive Officer, and Mr. Pendleton P.
Our continued success and our ability to manage anticipated future growth depend, in large part, upon the efforts of key personnel, particularly Mr. Jeffrey E. Witherell, our Chief Executive Officer, and Mr. Anthony Saladino, our Chief Financial Officer, who have extensive market knowledge and relationships and exercise substantial influence over our operational, financing, acquisition and disposition activity.
Our total consolidated indebtedness as of December 31, 2022 consists of approximately $918.7 million of indebtedness. We may incur significant additional debt to finance future acquisition and development activities.
Risks Related to Our Indebtedness We have significant indebtedness outstanding, which may expose us to the risk of default under our debt obligations. Our total consolidated indebtedness as of December 31, 2023 consists of approximately $873.4 million of indebtedness. We may incur significant additional debt to finance future acquisition and development activities.
Certain loan agreements are secured by various properties within our portfolio, so a default under any of these loan documents could result in a loss of the secured properties. Certain loan agreements are secured by a first lien mortgage on various properties within our portfolio.
Certain loan agreements are secured by a first lien mortgage on various properties within our portfolio.
Events and conditions generally applicable to owners and operators of real property that are beyond our control may decrease cash available for distribution and the value of our properties.
Our ability to pay expected dividends to our stockholders depends on our ability to generate revenues in excess of expenses, scheduled principal payments on debt and capital expenditure requirements. Events and conditions generally applicable to owners and operators of real property that are beyond our control may decrease cash available for distribution and the value of our properties.
While we believe that industrial properties in our targeted markets have shown positive trends, we cannot give any assurance that these trends will continue.
Our portfolio is comprised of industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties in primary and secondary markets, as well as select sub-markets. While we believe that industrial properties in our targeted markets have shown positive trends, we cannot give any assurance that these trends will continue.
These rights are more fully set forth in the articles supplementary governing our Series A Preferred Stock and include but are not limited to: (i) the right to receive a liquidation preference, prior to any distribution of our assets to the holders of our common stock and (ii) the right to cause us to redeem the shares of Series A Preferred Stock under certain circumstances. 20 Certain provisions of Maryland law could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that could trigger rights to require us to redeem our shares of common stock.
Certain provisions of Maryland law could inhibit changes in control, which may discourage third parties from conducting a tender offer or seeking other change of control transactions that could trigger rights to require us to redeem our shares of common stock.
We intend to review the carrying value of our properties when circumstances, such as adverse market conditions, indicate a potential impairment may exist. We intend to base our review on an estimate of the future cash flows (excluding interest charges) expected to result from the property’s use and eventual disposition on an undiscounted basis.
We intend to base our review on an estimate of the future cash flows (excluding interest charges) expected to result from the property’s use and eventual disposition on an undiscounted basis. We intend to consider factors such as future operating income, trends, and prospects, as well as the effects of leasing demand, competition and other factors.
The effect of a refinancing or sale could affect the rate of return to stockholders and the projected time of disposition of our assets. In addition, payments of principal and interest made to service our debts may leave us with insufficient cash to pay the distributions that we are required to pay to maintain our qualification as a REIT.
In addition, payments of principal and interest made to service our debts may leave us with insufficient cash to pay the distributions that we are required to pay to maintain our qualification as a REIT. 13 Certain loan agreements are secured by various properties within our portfolio, so a default under any of these loan documents could result in a loss of the secured properties.
Under the ADA and the FHAA, all public accommodations must meet federal requirements related to access and use by disabled persons. Some of our properties may currently be in non-compliance with the ADA or the FHAA.
In addition, federal and state laws and regulations, including laws such as the Americans with Disabilities Act, or ADA, and the Fair Housing Amendment Act of 1988, or FHAA, impose further restrictions on our properties and operations. Under the ADA and the FHAA, all public accommodations must meet federal requirements related to access and use by disabled persons.
Our board of directors may change our investment and financing policies without stockholder approval, and we may become more highly leveraged, which may increase our risk of default under our debt obligations. Our investment and financing policies are exclusively determined by our board of directors. Accordingly, our stockholders, do not control these policies.
The holders of our common stock bear the risk of our future offerings reducing the market price of our securities and diluting their proportionate ownership. Our board of directors may change our investment and financing policies without stockholder approval, and we may become more highly leveraged, which may increase our risk of default under our debt obligations.
Following a vacancy at a single-tenant property, we will be responsible for all of the operating costs at such property until it can be re-let, if at all. We may be unable to renew leases, lease vacant space or re-lease space as leases expire.
Following a vacancy at a single-tenant property, we will be responsible for all of the operating costs at such property until it can be re-let, if at all. Our portfolio is geographically concentrated in two of our primary markets and ten of our secondary markets, which causes us to be especially susceptible to adverse developments in those markets.
As a result, we and our stockholders may have more limited rights against our directors and officers than might otherwise exist. Accordingly, in the event that actions taken in good faith by any of our directors or officers impede the performance of our company, your ability to recover damages from such director or officer will be limited.
As a result, we and our stockholders may have more limited rights against our directors and officers than might otherwise exist.
Removed
Risks Related to the Real Estate Industry and the Broader Economy: • The illiquidity of real estate assets could significantly impede our ability to response to adverse changes in the performance of our properties and harm our financial results. • Any resurgence of the COVID-19 pandemic or any unforeseen factor that emerges out of that pandemic or any other public health crisis could materially adversely affect our results of operations and financial results. • Declining real estate valuations and impairment charges could materially adversely affect our financial condition and results of operations. • Adverse economic conditions and any dislocations in the credit markets could materially adversely affect our financial condition and results of operations.
Added
Our business strategy depends on achieving revenue growth from anticipated increases in demand for industrial space in our target markets; accordingly, any delay or a weaker than anticipated economic recovery could materially and adversely affect us and our growth prospects.
Removed
Our portfolio is comprised of industrial properties in primary and secondary markets, as well as select sub-markets which subjects us to risks associated with concentrating our portfolio on such assets. Our portfolio is comprised of industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties in primary and secondary markets, as well as select sub-markets.
Added
The actual rents we receive for our portfolio may be less than our asking rents, and we may experience lease roll down from time to time.
Removed
A substantial majority of the leases in our portfolio are with tenants who have non-investment grade credit ratings, which may result in our leasing to tenants that are more likely to default in their obligations to us than an entity with an investment grade credit rating.
Added
Changes in the interest rates on a material portion of our variable rate debt (69.3%) have been hedged by interest rate swap agreements.
Removed
Risks Related to the Real Estate Industry and the Broader Economy Our performance and value are subject to risks associated with real estate assets and the real estate industry. Our ability to pay expected dividends to our stockholders depends on our ability to generate revenues in excess of expenses, scheduled principal payments on debt and capital expenditure requirements.

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Item 2. Properties

Properties — owned and leased real estate

28 edited+2 added−1 removed0 unchanged
Biggest changeArlington Indianapolis IN Warehouse/Distribution 1990 219,104 100% $ 752,754 0.5% $ 3.44 3701 David Howarth Drive Lafayette IN Warehouse/Distribution 2008/2019 294,730 100% $ 1,788,238 1.2% $ 6.07 6555 E 30th Street Indianapolis IN Warehouse/Distribution 1969/1997 314,775 98% $ 1,431,078 1.0% $ 4.64 6575 E 30th Street Indianapolis IN Warehouse/Distribution 1998 60,000 100% $ 318,000 0.2% $ 5.30 6585 E 30th Street Indianapolis IN Warehouse/Distribution 1998 100,000 100% $ 389,404 0.3% $ 3.89 6635 E 30th Street Indianapolis IN Warehouse/Distribution 1998 99,877 100% $ 578,192 0.4% $ 5.79 6701 E 30th Street Indianapolis IN Warehouse/Distribution 1990 7,820 100% $ 86,411 0.1% $ 11.05 6737 E 30th Street Indianapolis IN Warehouse/Distribution 1995 87,500 100% $ 475,563 0.3% $ 5.44 6751 E 30th Street Indianapolis IN Warehouse/Distribution 1997 100,000 100% $ 448,502 0.3% $ 4.49 6951 E 30th Street Indianapolis IN Warehouse/Distribution 1995 44,000 100% $ 211,254 0.1% $ 4.80 7750 Georgetown Road Indianapolis IN Warehouse/Distribution 2006 102,934 100% $ 473,496 0.3% $ 4.60 7901 W. 21st Street Indianapolis IN Warehouse/Distribution 1985/1994 353,000 100% $ 1,251,254 0.9% $ 3.54 Sam Jones Indianapolis IN Warehouse/Light Manufacturing 1970 484,879 100% $ 1,382,595 1.0% $ 2.85 $ Jacksonville 265 Industrial Boulevard Midway GA Warehouse/Distribution 1988/1999 187,205 100% $ 334,350 0.2% 1.79 338 Industrial Boulevard Midway GA Warehouse/Distribution 1996/2001 309,084 100% $ 951,207 0.7% $ 3.08 430 Industrial Boulevard Midway GA Warehouse/Distribution 1988 47,599 100% $ 164,118 0.1% $ 3.45 8000-8001 Belfort Parkway Jacksonville FL Small bay Industrial 1999 85,920 100% $ 879,970 0.6% $ 10.24 8451 Western Way Jacksonville FL Warehouse/Light Manufacturing 1968/1975/ 1987 288,750 100% $ 2,107,798 1.5% $ 7.30 Center Point Business Park Jacksonville FL Small Bay Industrial 1990-1997 537,800 100% $ 4,106,548 2.9% $ 7.64 Liberty Business Park Jacksonville FL Small Bay Industrial 1996-1999 426,916 91% $ 3,599,559 2.5% $ 9.24 Salisbury Business Park Jacksonville FL Small Bay Industrial 2001-2012 168,800 100% $ 1,720,211 1.2% $ 10.19 Kansas City 5450 Deramus Avenue Kansas City MO Warehouse/Light Manufacturing 1976 221,911 100% $ 833,288 0.6% $ 3.76 Memphis 1700-1710 Dunn Avenue Memphis TN Warehouse/Distribution 1957-1959/ 1963/1973 316,935 100% $ 901,651 0.6% $ 2.84 210 American Jackson TN Warehouse/Distribution 1967/1981/ 2012 638,400 100% $ 1,432,570 1.0% $ 2.24 2950 Brother Boulevard Bartlett TN Warehouse/Distribution 1987/2019 232,375 87% $ 832,320 0.6% $ 4.13 6290 Shelby View Drive Memphis TN Warehouse/Distribution 1999/2003 74,665 100% $ 427,333 0.3% $ 5.72 7585 AE Beaty Drive/2995 Appling Road Barlett TN Warehouse/Distribution 2006 67,557 100% $ 626,968 0.4% $ 9.28 Airport Business Park Memphis TN Small Bay Industrial 1985-1989 235,071 88% $ 2,413,525 1.7% $ 11.69 Knight Road Memphis TN Warehouse/Distribution 1986 131,904 100% $ 428,322 0.3% $ 3.25 Shelby Distribution Memphis TN Warehouse/Distribution 1989 202,303 100% $ 630,349 0.4% $ 3.12 South Park Memphis TN Warehouse/Distribution 1991/2005 566,281 100% $ 1,855,850 1.3% $ 3.28 10455 Marina Drive Memphis MS Warehouse/Light Manufacturing 1986 161,200 100% $ 520,784 0.4% $ 3.23 10682 Ridgewood Road Memphis MS Warehouse/Distribution 1985 90,000 100% $ 324,000 0.2% $ 3.60 1814 S Third Street Memphis TN Warehouse/Distribution 1966 88,950 100% $ 175,200 0.1% $ 1.97 3650 Distriplex Drive Memphis TN Warehouse/Distribution 1997 330,253 100% $ 1,090,303 0.8% $ 3.30 3670 South Perkins Road Memphis TN Warehouse/Light Manufacturing 1974 74,582 100% $ 192,422 0.1% $ 2.58 3980 Premier Avenue Memphis TN Warehouse/Distribution 1964 141,256 98% $ 335,336 0.2% $ 2.43 5846 Distribution Drive Memphis TN Warehouse/Distribution 1984 34,560 100% $ 155,520 0.1% $ 4.50 7560 Priority Lane Memphis TN Warehouse/Distribution 1988 48,750 100% $ 210,974 0.1% $ 4.33 8970 Deerfield Drive Memphis TN Warehouse/Distribution 1977 51,320 100% $ 192,636 0.1% $ 3.75 Collins Industrial Memphis Memphis TN Small Bay Industrial 1989-2001 247,217 98% $ 1,097,250 0.8% $ 4.55 Outland/Burbank Industrial Memphis TN Warehouse/Distribution 1969-1996 367,416 100% $ 972,807 0.7% $ 2.65 Outland Center Memphis I Memphis TN Warehouse/Distribution 1988-1989 175,337 95% $ 839,222 0.6% $ 5.02 27 Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) Outland Center Memphis II Memphis TN Warehouse/Distribution 1989 232,200 100% $ 706,699 0.5% $ 3.04 Place Industrial Memphis Memphis TN Warehouse/Distribution 1980-1988 85,631 100% $ 380,197 0.3% $ 4.44 Shelby Distribution II Memphis TN Warehouse/Distribution 1998 113,240 100% $ 418,671 0.3% $ 3.70 Willow Lake Industrial Memphis TN Warehouse/Distribution 1989 75,643 100% $ 341,109 0.2% $ 4.51 $ $ Philadelphia 4 East Stow Marlton NJ Warehouse/Distribution 1986 156,634 100% $ 1,040,693 0.7% 6.66 $ St.
Biggest changeArlington Indianapolis IN Warehouse/Distribution 1990 219,104 100% $ 769,691 0.5% $ 3.51 3701 David Howarth Drive Lafayette IN Warehouse/Distribution 2008/2019 294,730 100% $ 1,795,934 1.2% $ 6.09 6555 E 30th Street Indianapolis IN Warehouse/Distribution 1969/1997 314,775 100% $ 1,486,940 1.0% $ 4.72 6575 E 30th Street Indianapolis IN Warehouse/Distribution 1998 60,000 100% $ 324,600 0.2% $ 5.41 6585 E 30th Street Indianapolis IN Warehouse/Distribution 1998 100,000 100% $ 399,139 0.3% $ 3.99 6635 E 30th Street Indianapolis IN Warehouse/Distribution 1998 99,877 100% $ 464,428 0.3% $ 4.65 6701 E 30th Street Indianapolis IN Warehouse/Distribution 1990 7,820 100% $ 88,139 0.1% $ 11.27 6737 E 30th Street Indianapolis IN Warehouse/Distribution 1995 87,500 100% $ 460,250 0.3% $ 5.26 6751 E 30th Street Indianapolis IN Warehouse/Distribution 1997 100,000 100% $ 460,439 0.3% $ 4.60 6951 E 30th Street Indianapolis IN Warehouse/Distribution 1995 44,000 100% $ 217,247 0.1% $ 4.94 7750 Georgetown Road Indianapolis IN Warehouse/Distribution 2006 102,934 100% $ 694,805 0.5% $ 6.75 7901 W. 21st Street Indianapolis IN Warehouse/Distribution 1985/1994 353,000 100% $ 1,284,774 0.9% $ 3.64 Sam Jones Indianapolis IN Warehouse/Light Manufacturing 1970 484,879 100% $ 1,399,951 0.9% $ 2.89 Jacksonville 265 Industrial Boulevard Midway GA Warehouse/Distribution 1988/1999 187,205 100% $ 334,350 0.2% $ 1.79 338 Industrial Boulevard Midway GA Warehouse/Distribution 1996/2001 309,084 100% $ 970,231 0.6% $ 3.14 430 Industrial Boulevard Midway GA Warehouse/Distribution 1988 47,599 100% $ 168,825 0.1% $ 3.55 8000-8001 Belfort Parkway Jacksonville FL Small bay Industrial 1999 85,920 90% $ 811,763 0.5% $ 10.55 8451 Western Way Jacksonville FL Warehouse/Light Manufacturing 1968/1975& 1986-1987 288,750 100% $ 2,104,112 1.4% $ 7.29 Center Point Business Park Jacksonville FL Small Bay Industrial 1990-1997 537,800 100% $ 4,320,700 3.0% $ 8.03 Liberty Business Park Jacksonville FL Small Bay Industrial 1996-2023 466,666 100% $ 4,722,609 3.2% $ 10.12 Salisbury Business Park Jacksonville FL Small Bay Industrial 2001-2023 209,372 100% $ 2,163,558 1.4% $ 10.33 30 Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) Kansas City 5450 Deramus Avenue Kansas City MO Warehouse/Light Manufacturing 1976/1986 & 1994 221,911 69% $ 557,666 0.4% $ 3.64 Memphis 1700-1710 Dunn Avenue Memphis TN Warehouse/Distribution 1957-1959/1963/1973 316,935 100% $ 902,295 0.6% $ 2.85 210 American Jackson TN Warehouse/Distribution 1967/1981 & 2012 638,400 100% $ 1,489,872 1.0% $ 2.33 2950 Brother Boulevard Bartlett TN Warehouse/Distribution 1987/2019 232,375 87% $ 884,313 0.6% $ 4.39 6290 Shelby View Drive Memphis TN Warehouse/Distribution 1999/2003 74,665 100% $ 427,333 0.3% $ 5.72 7585 AE Beaty Drive/2995 Appling Road Barlett TN Warehouse/Distribution 2006 67,557 89% $ 598,439 0.4% $ 9.96 Airport Business Park Memphis TN Small Bay Industrial 1985-1989 235,071 93% $ 2,653,705 1.8% $ 12.14 Knight Road Memphis TN Warehouse/Distribution 1986 131,904 100% $ 213,782 0.1% $ 1.62 Shelby Distribution Memphis TN Warehouse/Distribution 1989 202,303 100% $ 659,891 0.4% $ 3.26 South Park Memphis TN Warehouse/Distribution 1991/2005 566,281 100% $ 1,892,967 1.3% $ 3.34 10455 Marina Drive Olive Branch MS Warehouse/Light Manufacturing 1986 161,200 100% $ 533,804 0.4% $ 3.31 10682 Ridgewood Road Olive Branch MS Warehouse/Distribution 1985 90,000 100% $ 333,720 0.2% $ 3.71 1814 S Third Street Memphis TN Warehouse/Distribution 1966 88,950 100% $ 180,569 0.1% $ 2.03 3650 Distriplex Drive Memphis TN Warehouse/Distribution 1997 330,253 100% $ 1,370,550 0.9% $ 4.15 3670 South Perkins Road Memphis TN Warehouse/Light Manufacturing 1974 74,582 100% $ 198,388 0.1% $ 2.66 3980 Premier Avenue Memphis TN Warehouse/Distribution 1964 141,256 98% $ 343,895 0.2% $ 2.49 5846 Distribution Drive Memphis TN Warehouse/Distribution 1984 34,560 100% $ 159,322 0.1% $ 4.61 7560 Priority Lane Olive Branch MS Warehouse/Distribution 1988 48,750 100% $ 187,688 0.1% $ 3.85 8970 Deerfield Drive Olive Branch MS Warehouse/Distribution 1977 51,320 100% $ 196,488 0.1% $ 3.83 Collins Industrial Memphis Memphis TN Small Bay Industrial 1989-2001 247,217 95% $ 1,160,136 0.8% $ 4.93 Outland/Burbank Industrial Memphis TN Warehouse/Distribution 1969-1996 367,416 81% $ 818,100 0.5% $ 2.75 Outland Center Memphis I Memphis TN Warehouse/Distribution 1988-1989 175,337 92% $ 751,395 0.5% $ 4.66 Outland Center Memphis II Memphis TN Warehouse/Distribution 1989 232,200 100% $ 795,611 0.5% $ 3.43 Place Industrial Memphis Memphis TN Warehouse/Distribution 1980-1988 85,631 88% $ 326,920 0.2% $ 4.32 Shelby Distribution II Memphis TN Warehouse/Distribution 1998 113,240 100% $ 429,571 0.3% $ 3.79 Willow Lake Industrial Memphis TN Warehouse/Distribution 1989 75,643 100% $ 349,429 0.2% $ 4.62 St.
(3) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2022, by 12. (4) Represents the percentage of total annualized rent for properties owned as of December 31, 2022.
(3) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2023, by 12. (4) Represents the percentage of total annualized rent for properties owned as of December 31, 2023.
(5) Calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2022, by 12, and then dividing by leased square feet for such property as of December 31, 2022.
(5) Calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2023, by 12, and then dividing by leased square feet for such property as of December 31, 2023.
Lease Expirations As of December 31, 2022, the weighted average in-place remaining lease term of the Company Portfolio was 3.7 years. The following table sets forth a summary schedule of lease expirations for leases in place as of December 31, 2022, plus available space, for each of the ten full calendar years commencing December 31, 2022, and thereafter.
Lease Expirations As of December 31, 2023, the weighted average in-place remaining lease term of the Company Portfolio was 3.3 years. The following table sets forth a summary schedule of lease expirations for leases in place as of December 31, 2023, plus available space, for each of the ten full calendar years commencing December 31, 2023, and thereafter.
Geographic Diversification The following tables set forth information relating to geographic diversification of the Company Portfolio by market based on total annualized rent as of December 31, 2022.
Geographic Diversification The following tables set forth information relating to geographic diversification of the Company Portfolio by market based on total annualized rent as of December 31, 2023.
(2) Calculated as annualized base rent set forth in this table divided by total annualized base rent for the Company Portfolio as of December 31, 2022. (3) Calculated as annualized base rent for such leases divided by leased square feet for such leases at each of the properties so impacted by the lease expirations as of December 31, 2022.
(2) Calculated as annualized base rent set forth in this table divided by total annualized base rent for the Company Portfolio as of December 31, 2023. (3) Calculated as annualized base rent for such leases divided by leased square feet for such leases at each of the properties so impacted by the lease expirations as of December 31, 2023. 33
Item 2. Properties The following table provides certain information with respect to the Company Portfolio, as of December 31, 2022.
Item 2. Properties The following table provides certain information with respect to the Company Portfolio, as of December 31, 2023.
Gross lease: In our gross leases, the landlord is responsible for all aspects of and costs related to the property and its operation during the lease term. As of December 31, 2022, there were 62 gross leases in the Company Portfolio, representing approximately 10.4% of the annualized base rent.
Gross lease: In our gross leases, the landlord is responsible for all aspects of and costs related to the property and its operation during the lease term. As of December 31, 2023, there were 45 gross leases in the Company Portfolio, representing approximately 6.4% of the annualized base rent.
The landlord may have responsibility under the lease to perform or pay for certain capital repairs or replacements to the roof, structure, or certain building systems, such as heating and air conditioning and fire suppression. As of December 31, 2022, there were 405 triple-net leases in the Company Portfolio, representing approximately 78.8% of our total annualized base rent.
The landlord may have responsibility under the lease to perform or pay for certain capital repairs or replacements to the roof, structure, or certain building systems, such as heating and air conditioning and fire suppression. As of December 31, 2023, there were 402 triple-net leases in the Company Portfolio, representing approximately 81.0% of our total annualized base rent.
Modified net lease: In our modified net leases, the landlord is responsible for some property related expenses during the lease term, but the cost of most of the expenses is passed through to the tenant. As of December 31, 2022, there were 53 modified net leases in the Company Portfolio, representing approximately 10.8% of our total annualized base rent.
Modified net lease: In our modified net leases, the landlord is responsible for some property related expenses during the lease term, but the cost of most of the expenses is passed through to the tenant. As of December 31, 2023, there were 63 modified net leases in the Company Portfolio, representing approximately 12.6% of our total annualized base rent.
Tenant Market Industry # of Leases Total Leased Square Feet Expiration Annualized Base Rent/SF Annualized Base Rent Percent of Total Annualized Rent FedEx Supply Chain, Inc. St. Louis Logistics & Transportation 1 769,500 7/31/2024 $ 4.50 $ 3,461,981 2.4% Geodis Logistics, LLC St. Louis Logistics & Transportation 1 624,159 8/31/2025 4.25 2,652,676 1.8% Royal Canin U.S.A, Inc. St.
Tenant Market Industry # of Leases Total Leased Square Feet Expiration Annualized Base Rent/SF Annualized Base Rent Percent of Total Annualized Rent FedEx Supply Chain, Inc. St. Louis Logistics & Transportation 1 769,500 7/31/2024 $ 4.60 $ 3,539,875 2.3% Geodis Logistics, LLC St. Louis Logistics & Transportation 1 624,159 8/31/2025 4.36 2,718,993 1.8% Royal Canin U.S.A, Inc. St.
Charles IL Warehouse/Light Manufacturing 1987 146,959 100% $ 661,147 0.5% $ 4.50 4491 Mayflower Road South Bend IN Warehouse/Distribution 2000 77,000 100% $ 283,360 0.2% $ 3.68 4915 W 122 nd Alsip IL Small Bay Industrial 1972 153,368 100% $ 867,288 0.6% $ 5.65 4955 Ameritech Drive South Bend IN Warehouse/Distribution 2004 228,000 100% $ 1,050,300 0.7% $ 4.61 5110 South 6th Milwaukee WI Warehouse/Distribution 1972 58,500 100% $ 234,000 0.2% $ 4.00 5502 W.
Charles IL Warehouse/Light Manufacturing 1987 146,959 100% $ 677,676 0.4% $ 4.61 4491 Mayflower Road South Bend IN Warehouse/Distribution 2000 77,000 100% $ 295,680 0.2% $ 3.84 4915 W 122 nd Alsip IL Small Bay Industrial 1972 153,368 100% $ 889,407 0.6% $ 5.80 4955 Ameritech Drive South Bend IN Warehouse/Distribution 2004 228,000 100% $ 1,073,100 0.7% $ 4.71 5110 South 6th Milwaukee WI Warehouse/Distribution 1972 58,500 100% $ 234,000 0.2% $ 4.00 5502 W.
Louis MO Warehouse/Distribution 2005 100,021 100% $ 748,492 0.5% 7.48 160-275 Corporate Woods Place Bridgeton MO Warehouse/Distribution 1990 155,434 100% $ 608,300 0.4% $ 3.91 1901-1939 Beltway Dr Overland MO Warehouse/Distribution 1986 76,485 75% $ 548,939 0.4% $ 9.57 3051 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 521,171 100% $ 2,475,562 1.7% $ 4.75 349 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 624,159 100% $ 2,652,676 1.8% $ 4.25 3919 Lakeview Corporate Drive Edwardsville IL Warehouse/Distribution 2019 769,500 100% $ 3,461,981 2.4% $ 4.50 4848 Park 370 Boulevard Hazelwood MO Warehouse/Light Manufacturing 2006 76,092 100% $ 476,293 0.3% $ 6.26 9150 Latty Avenue Berkeley MO Warehouse/Distribution 1965/2018 142,364 100% $ 640,638 0.4% $ 4.50 Grissom Drive St.
Louis MO Warehouse/Distribution 2005 100,021 100% $ 748,492 0.5% $ 7.48 160-275 Corporate Woods Place Bridgeton MO Warehouse/Distribution 1990 155,434 100% $ 625,772 0.4% $ 4.03 1901-1939 Beltway Dr Overland MO Warehouse/Light Manufacturing 1986 76,485 81% $ 605,910 0.4% $ 9.84 3051 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 521,171 100% $ 2,549,828 1.7% $ 4.89 349 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 624,159 100% $ 2,718,992 1.8% $ 4.36 3919 Lakeview Corporate Drive Edwardsville IL Warehouse/Distribution 2019 769,500 100% $ 3,539,875 2.3% $ 4.60 4848 Park 370 Boulevard Hazelwood MO Warehouse/Light Manufacturing 2006 76,092 100% $ 487,650 0.3% $ 6.41 9150 Latty Avenue Berkeley MO Warehouse/Distribution 1965/2018 142,364 100% $ 640,638 0.4% $ 4.50 Grissom Drive St.
Louis MO Warehouse/Light Manufacturing 1970 79,258 100% $ 301,180 0.2% $ 3.80 Metro St Louis Maryland Heights MO Warehouse/Light Manufacturing 1979 59,055 100% $ 316,185 0.2% $ 5.35 Phantom Drive Hazelwood MO Warehouse/Distribution 1971 129,000 97% $ 541,002 0.4% $ 4.32 St. Louis Commerce Center St.
Louis MO Warehouse/Light Manufacturing 1970 79,258 100% $ 309,899 0.2% $ 3.91 Metro St Louis Maryland Heights MO Warehouse/Light Manufacturing 1979 59,055 100% $ 322,509 0.2% $ 5.46 Phantom Drive Hazelwood MO Warehouse/Distribution 1971 129,000 97% $ 546,002 0.4% $ 4.36 St. Louis Commerce Center St.
Functionality Diversification The following tables set forth information relating to functionality diversification by building type based on total square footage and annualized rent as of December 31, 2022.
See Note 7 in the accompanying Notes to the Consolidated Financial Statements for additional information. 31 Functionality Diversification The following tables set forth information relating to functionality diversification by building type based on total square footage and annualized rent as of December 31, 2023.
Louis Wholesale/Retail 1 521,171 5/31/2025 4.75 2,475,562 1.7% Houghton Mifflin Harcourt Company Chicago Education 1 513,512 3/31/2026 4.49 2,305,669 1.6% ODW Logistics, Inc. Columbus Logistics & Transportation 1 772,450 6/30/2025 2.93 2,261,284 1.6% Archway Marketing Holdings, Inc.
Louis Wholesale/Retail 1 521,171 12/31/2025 4.89 2,549,829 1.7% Houghton Mifflin Harcourt Company Chicago Education 1 513,512 3/31/2026 4.56 2,341,615 1.6% ODW Logistics, Inc. Columbus Logistics & Transportation 1 772,450 6/30/2025 2.99 2,312,163 1.5% Archway Marketing Holdings, Inc.
Brick Road South Bend IN Warehouse/Distribution 1998 101,450 100% $ 354,061 0.2% $ 3.49 5681 Cleveland Road South Bend IN Warehouse/Distribution 1994 62,550 100% $ 218,300 0.2% $ 3.49 5855 Carbonmill Road South Bend IN Warehouse/Distribution 2002 198,000 100% $ 881,100 0.6% $ 4.45 6000 West 73 rd Bedford Park IL Warehouse/Distribution 1974 148,091 100% $ 612,993 0.4% $ 4.14 6035 West Gross Point Road Niles IL Warehouse/Light Manufacturing 1956/1985 149,474 100% $ 614,338 0.4% $ 4.11 6510 West 73 rd Bedford Park IL Warehouse/Distribution 1974 306,552 100% $ 1,226,208 0.8% $ 4.00 6558 West 73 rd Bedford Park IL Warehouse/Light Manufacturing 1975 301,000 100% $ 1,587,629 1.1% $ 5.27 6751 Sayre Bedford Park IL Warehouse/Light Manufacturing 1973 242,690 100% $ 820,292 0.6% $ 3.38 7200 Mason Avenue Bedford Park IL Warehouse/Light Manufacturing 1974 207,345 100% $ 858,263 0.6% $ 4.14 7207 Mason Avenue Bedford Park IL Warehouse/Light Manufacturing 1970 84,195 100% $ 308,156 0.2% $ 3.66 7420 Meade Avenue Bedford Park IL Warehouse/Light Manufacturing 1970 52,344 100% $ 294,173 0.2% $ 5.62 800 Church Street Lake Zurich IL Warehouse/Distribution 1974/2020 116,467 100% $ 525,266 0.4% $ 4.51 Cincinnati 11540-11630 Mosteller Sharonville OH Warehouse/Light Manufacturing 1959 358,386 100% $ 1,184,374 0.8% $ 3.30 2700 Kemper Road Sharonville OH Small Bay Industrial 1990 85,718 97% $ 568,776 0.4% $ 6.83 2800 Kemper Road Sharonville OH Small Bay Industrial 1989 82,832 82% $ 564,891 0.4% $ 8.33 3741 Port Union Rd Fairfield OH Warehouse/Distribution 1995/2001 53,602 100% $ 227,018 0.2% $ 4.24 4115 Thunderbird Fairfield OH Warehouse/Distribution 1991 70,000 100% $ 267,750 0.2% $ 3.83 4225-4331 Dues Drive Cincinnati OH Warehouse/Distribution 1972 303,000 100% $ 1,216,337 0.8% $ 4.01 7585 Empire Drive Florence KY Warehouse/Light Manufacturing 1973 148,415 100% $ 440,769 0.3% $ 2.97 Cornell Commerce Center Blue Ash OH Small Bay Industrial 1976 165,521 100% $ 1,071,481 0.7% $ 6.47 Fairfield Business Center Fairfield OH Small Bay Industrial 1990 39,558 100% $ 238,535 0.2% $ 6.03 Fisher Industrial Park Fairfield OH Warehouse/Light Manufacturing 1946 1,249,240 98% $ 3,922,726 2.7% $ 3.19 Cleveland 1120 West 130 th St Brunswick OH Warehouse/Distribution 2000 100,301 100% $ 514,090 0.4% $ 5.13 1200 Chester Industrial Parkway N Avon OH Warehouse/Distribution 2007/2009 207,160 100% $ 942,578 0.7% $ 4.55 1200 Chester Industrial Parkway S Avon OH Warehouse/Light Manufacturing 1991 90,628 100% $ 443,600 0.3% $ 4.89 1350 Moore Road Avon OH Warehouse/Distribution 1997 109,075 100% $ 545,375 0.4% $ 5.00 1366 Commerce Drive Stow OH Warehouse/Distribution 1960 216,000 93% $ 730,000 0.5% $ 3.65 26 Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) 14801 County Rd 212 Findlay OH Warehouse/Distribution 1998 405,000 100% $ 1,500,196 1.0% $ 3.70 1755 Enterprise Twinsburg OH Warehouse/Light Manufacturing 1978/2005 255,570 100% $ 1,346,275 0.9% $ 5.27 2100 International Parkway Canton OH Warehouse/Light Manufacturing 2000 274,464 100% $ 1,329,778 0.9% $ 4.84 2210 International Parkway Canton OH Warehouse/Distribution 2001 350,000 100% $ 1,491,000 1.0% $ 4.26 22209 Rockside Road Bedford OH Warehouse/Distribution 2008/2021 197,518 100% $ 1,056,721 0.7% $ 5.35 30339 Diamond Parkway Glenwillow OH Warehouse/Distribution 2007 400,184 100% $ 2,607,673 1.8% $ 6.52 31000 Viking Parkway Westlake OH Small Bay Industrial 1998 100,150 100% $ 644,411 0.4% $ 6.43 4211 Shuffel Street NW Canton OH Warehouse/Light Manufacturing 1994 255,000 100% $ 1,402,500 1.0% $ 5.50 Gilchrist Road I Mogadore OH Warehouse/Distribution 1961-1978 209,592 100% $ 808,844 0.6% $ 3.86 Gilchrist Road II Mogadore OH Warehouse/Distribution 1991-1994 473,046 100% $ 1,669,461 1.2% $ 3.53 Gilchrist Road III Mogadore OH Warehouse/Distribution 1994/1998 335,521 92% $ 1,219,235 0.8% $ 3.95 Columbus 100 Paragon Parkway Mansfield OH Warehouse/Distribution 1995 314,736 100% $ 975,000 0.7% 3.10 1520 Experiment Farm Road Troy OH Warehouse/Light Manufacturing 1997 160,000 100% $ 726,240 0.5% $ 4.54 1650-1654 Williams Road Columbus OH Warehouse/Distribution 1973/1974/ 1975 772,450 100% $ 2,261,284 1.6% $ 2.93 2120-2138 New World Columbus OH Warehouse/Distribution 1971 121,200 100% $ 419,989 0.3% $ 3.47 2180 Corporate Drive Troy OH Warehouse/Light Manufacturing 1996 160,000 100% $ 711,434 0.5% $ 4.45 2626 Port Road Columbus OH Warehouse/Distribution 1994 156,641 100% $ 505,755 0.3% $ 3.23 2800 Howard Street Sidney OH Warehouse/Light Manufacturing 2016 480,000 100% $ 1,541,324 1.1% $ 3.21 3100 Creekside Lockbourne OH Warehouse/Distribution 2000 340,000 100% $ 1,394,000 1.0% $ 4.10 3500 Southwest Grove City OH Warehouse/Distribution 1992/2018 527,127 100% $ 1,505,475 1.0% $ 2.86 7001 Americana Reynoldsburg OH Warehouse/Distribution 1986/2007/ 2012 54,100 100% $ 205,039 0.1% $ 3.79 8273 Green Meadows Lewis Center OH Warehouse/Distribution 1996/2007 77,271 100% $ 397,796 0.3% $ 5.15 8288 Green Meadows Lewis Center OH Warehouse/Distribution 1988 300,000 100% $ 1,039,953 0.7% $ 3.47 952 Dorset Road Troy OH Small Bay Industrial 1988/1999 76,800 100% $ 268,922 0.2% $ 3.50 Graphics Way Lewis Center OH Small Bay Industrial 2000 73,426 100% $ 442,789 0.3% $ 6.03 Orange Point Lewis Center OH Small Bay Industrial 2001 143,863 100% $ 736,998 0.5% $ 5.12 Indianapolis 2900 Shadeland Indianapolis IN Warehouse/Distribution 1957/2001/ 2004 933,439 99% $ 2,888,634 2.0% $ 3.13 3035 North Shadeland Indianapolis IN Warehouse/Distribution 1962/2004 562,497 91% $ 1,735,742 1.2% $ 3.40 3169 North Shadeland Indianapolis IN Warehouse/Distribution 1979/1993 44,374 95% $ 211,831 0.1% $ 5.05 3333 N.
Brick Road South Bend IN Warehouse/Distribution 1998 101,450 100% $ 361,162 0.2% $ 3.56 5681 Cleveland Road South Bend IN Warehouse/Distribution 1994 62,550 100% $ 222,678 0.1% $ 3.56 5855 Carbonmill Road South Bend IN Warehouse/Distribution 2002 198,000 100% $ 900,900 0.6% $ 4.55 6000 West 73 rd Bedford Park IL Warehouse/Distribution 1974 148,091 100% $ 628,318 0.4% $ 4.24 6035 West Gross Point Road Niles IL Warehouse/Light Manufacturing 1956/1985 149,474 100% $ 631,233 0.4% $ 4.22 6558 West 73 rd Bedford Park IL Warehouse/Light Manufacturing 1975 301,000 100% $ 1,622,729 1.1% $ 5.39 6751 Sayre Bedford Park IL Warehouse/Light Manufacturing 1973 242,690 100% $ 839,707 0.6% $ 3.46 7200 Mason Avenue Bedford Park IL Warehouse/Light Manufacturing 1974 207,345 100% $ 879,720 0.6% $ 4.24 7207 Mason Avenue Bedford Park IL Warehouse/Light Manufacturing 1970 84,195 100% $ 323,564 0.2% $ 3.84 7420 Meade Avenue Bedford Park IL Warehouse/Light Manufacturing 1970 52,344 100% $ 302,025 0.2% $ 5.77 800 Church Street Lake Zurich IL Warehouse/Distribution 1974/2020 116,467 100% $ 538,398 0.4% $ 4.62 29 Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) Cincinnati 11540-11630 Mosteller Sharonville OH Warehouse/Light Manufacturing 1959 358,386 100% $ 1,216,271 0.8% $ 3.39 2700 Kemper Road Sharonville OH Small Bay Industrial 1990 85,718 100% $ 609,756 0.4% $ 7.12 2800 Kemper Road Sharonville OH Small Bay Industrial 1989 82,832 100% $ 673,622 0.4% $ 8.13 3741 Port Union Rd Fairfield OH Warehouse/Distribution 1995/2001 53,602 100% $ 229,288 0.2% $ 4.28 4115 Thunderbird Fairfield OH Warehouse/Distribution 1991 70,000 100% $ 273,105 0.2% $ 3.90 4225-4331 Dues Drive Cincinnati OH Warehouse/Distribution 1972 303,000 100% $ 1,400,169 0.9% $ 4.62 7585 Empire Drive Florence KY Warehouse/Light Manufacturing 1973 148,415 100% $ 578,577 0.4% $ 3.90 Cornell Commerce Center Blue Ash OH Small Bay Industrial 1976 165,521 95% $ 1,062,369 0.7% $ 6.75 Fairfield Business Center Fairfield OH Small Bay Industrial 1990 39,558 100% $ 243,282 0.2% $ 6.15 Fisher Industrial Park Fairfield OH Warehouse/Light Manufacturing 1946, 2023 1,403,932 91% $ 4,530,062 3.1% $ 3.55 Cleveland 1120 West 130 th St Brunswick OH Warehouse/Distribution 2000 100,301 100% $ 524,362 0.3% $ 5.23 1200 Chester Industrial Parkway N Avon OH Warehouse/Distribution 2007/2009 207,160 100% $ 942,578 0.6% $ 4.55 1200 Chester Industrial Parkway S Avon OH Warehouse/Light Manufacturing 1991 90,628 100% $ 447,720 0.3% $ 4.94 1350 Moore Road Avon OH Warehouse/Distribution 1997 109,075 100% $ 559,009 0.4% $ 5.12 1366 Commerce Drive Stow OH Warehouse/Distribution 1960 216,000 93% $ 750,000 0.5% $ 3.75 14801 County Rd 212 Findlay OH Warehouse/Distribution 1998 405,000 100% $ 1,530,200 1.0% $ 3.78 1755 Enterprise Twinsburg OH Warehouse/Light Manufacturing 1978/2005 255,570 98% $ 1,351,880 0.9% $ 5.40 2100 International Parkway Canton OH Warehouse/Light Manufacturing 2000 274,464 100% $ 1,356,374 0.9% $ 4.94 2210 International Parkway Canton OH Warehouse/Distribution 2001 350,000 100% $ 1,491,000 1.0% $ 4.26 22209 Rockside Road Bedford OH Warehouse/Distribution 2008/2021 197,518 100% $ 1,088,324 0.7% $ 5.51 30339 Diamond Parkway Glenwillow OH Warehouse/Distribution 2007 400,184 100% $ 2,674,630 1.8% $ 6.68 31000 Viking Parkway Westlake OH Small Bay Industrial 1998 100,150 93% $ 561,634 0.4% $ 6.01 4211 Shuffel Street NW Canton OH Warehouse/Light Manufacturing 1994 255,000 100% $ 1,437,563 1.0% $ 5.64 Gilchrist Road I Mogadore OH Warehouse/Distribution 1961-1978 209,592 100% $ 860,933 0.6% $ 4.11 Gilchrist Road II Mogadore OH Warehouse/Distribution 1991-1994 473,046 100% $ 1,720,216 1.1% $ 3.64 Gilchrist Road III Mogadore OH Warehouse/Distribution 1994/1998 335,521 92% $ 1,258,500 0.8% $ 4.08 Columbus 100 Paragon Parkway Mansfield OH Warehouse/Distribution 1995 314,736 100% $ 975,000 0.6% $ 3.10 1520 Experiment Farm Road Troy OH Warehouse/Light Manufacturing 1997 160,000 100% $ 740,765 0.5% $ 4.63 1650-1654 Williams Road Columbus OH Warehouse/Distribution 1973/1974 & 1975 772,450 100% $ 2,312,163 1.5% $ 2.99 2120-2138 New World Columbus OH Warehouse/Distribution 1971 121,200 100% $ 428,861 0.3% $ 3.54 2180 Corporate Drive Troy OH Warehouse/Light Manufacturing 1996 160,000 100% $ 725,663 0.5% $ 4.54 2626 Port Road Columbus OH Warehouse/Distribution 1994 156,641 100% $ 518,398 0.3% $ 3.31 2800 Howard Street Sidney OH Warehouse/Distribution 2016 480,000 100% $ 1,640,807 1.1% $ 3.42 3100 Creekside Lockbourne OH Warehouse/Distribution 2000 340,000 100% $ 1,434,800 1.0% $ 4.22 3500 Southwest Grove City OH Warehouse/Distribution 1992/2018 527,127 100% $ 1,535,584 1.0% $ 2.91 7001 Americana Reynoldsburg OH Warehouse/Distribution 1986/2007 & 2012 54,100 100% $ 267,795 0.2% $ 4.95 8273 Green Meadows Lewis Center OH Warehouse/Distribution 1996/2007 77,271 100% $ 407,741 0.3% $ 5.28 8288 Green Meadows Lewis Center OH Warehouse/Distribution 1988 300,000 100% $ 1,067,912 0.7% $ 3.56 952 Dorset Road Troy OH Small Bay Industrial 1988/1999 76,800 100% $ 296,841 0.2% $ 3.87 Graphics Way Lewis Center OH Small Bay Industrial 2000 73,426 100% $ 464,699 0.3% $ 6.33 Orange Point Lewis Center OH Small Bay Industrial 2001 143,863 100% $ 811,879 0.5% $ 5.64 Indianapolis 2900 Shadeland Indianapolis IN Warehouse/Distribution 1957/1992 933,439 87% $ 2,458,329 1.6% $ 3.04 3035 North Shadeland Indianapolis IN Warehouse/Distribution 1962/2001 & 2004 562,497 91% $ 1,761,689 1.2% $ 3.45 3169 North Shadeland Indianapolis IN Warehouse/Distribution 1979/1993 44,374 95% $ 217,668 0.1% $ 5.19 3333 N.
Louis MO Warehouse/Distribution 1999-2001 487,150 100% $ 2,072,160 1.4% $ 4.25 Existing Portfolio – Industrial Properties 33,836,673 99.0% $ 144,987,175 100% $ 4.33 _______________ (1) Property listing includes all wholly owned properties as of December 31, 2022. (2) Renovation means significant upgrades, alterations, or additions to building areas, interiors, exteriors and/or systems.
Louis MO Warehouse/Distribution 1999-2001 487,150 100% $ 2,117,316 1.4% $ 4.35 Existing Portfolio – Industrial Properties 34,025,101 98.1% $ 150,747,310 100% $ 4.52 _______________ (1) Property listing includes all wholly owned properties as of December 31, 2023. (2) Renovation means significant upgrades, alterations, or additions to building areas, interiors, exteriors and/or systems.
Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) Atlanta 11236 Harland Drive Covington GA Warehouse/Distribution 1988 32,361 100% $ 134,298 0.1% $ 4.15 1665 Dogwood Drive Conyers GA Warehouse/Distribution 1973 198,000 100% $ 702,900 0.5% $ 3.55 1715 Dogwood Drive Conyers GA Warehouse/Distribution 1973 100,000 100% $ 233,431 0.2% $ 2.33 32 Dart Road Newnan GA Warehouse/Light Manufacturing 1988/2014 194,800 100% $ 574,668 0.4% $ 2.95 40 Pinyon Road Covington GA Warehouse/Distribution 1997 60,148 100% $ 318,572 0.2% $ 5.30 Peachtree City Peachtree City GA Small Bay Industrial 1979-2013 297,926 100% $ 1,681,428 1.2% $ 5.66 Peachtree City II Peachtree City GA Small Bay Industrial 1989 117,000 99% $ 916,644 0.6% $ 7.92 1099 Dodds Avenue Adairsville GA Warehouse/Distribution 2005 150,000 100% $ 585,000 0.4% $ 3.90 1413 Lovers Lane Augusta GA Warehouse/Distribution 1999 200,000 100% $ 704,875 0.5% $ 3.52 6739 New Calhoun Highway NE Shannon GA Warehouse/Distribution 1981/1996/ 2017 320,000 100% $ 982,400 0.7% $ 3.07 Boston 54-56 Milliken Portland ME Warehouse/Light Manufacturing 1966/1995/ 2005/2013/2022 268,713 88% $ 1,729,152 1.2% $ 7.34 Charlotte 1570 East P Street Extension Newton NC Warehouse/Light Manufacturing 2005 155,220 100% $ 1,184,176 0.8% $ 7.63 Chicago 11351 W. 183rd Orland Park IL Warehouse/Distribution 2000 18,768 100% $ 206,800 0.1% $ 11.02 11601 Central Alsip IL Warehouse/Distribution 1970 260,000 100% $ 720,200 0.5% $ 2.77 11746 Austin Ave Alsip IL Warehouse/Light Manufacturing 1970 162,714 100% $ 711,299 0.5% $ 4.37 1301 Ridgeview Drive McHenry IL Warehouse/Light Manufacturing 1995/2020 218,064 100% $ 909,496 0.6% $ 4.17 13040 South Pulaski Alsip IL Warehouse/Distribution 1976 388,403 100% $ 1,932,337 1.3% $ 4.98 1355 Holmes Elgin IL Warehouse/Light Manufacturing 1976/1998 82,456 100% $ 437,309 0.3% $ 5.30 13970 West Laurel Lake Forest IL Small Bay Industrial 1990 70,196 100% $ 347,730 0.2% $ 4.95 144 Tower Drive Burr Ridge IL Warehouse/Distribution 1971/1988/ 2015 73,785 97% $ 483,240 0.3% $ 6.74 1445 Greenleaf Elk Grove Village IL Warehouse/Light Manufacturing 1968 150,000 98% $ 876,734 0.6% $ 5.96 1600 Fleetwood Elgin IL Warehouse/Distribution 1968/2016 247,000 100% $ 1,394,634 1.0% $ 5.65 16801 Exchange Avenue Lansing IL Warehouse/Light Manufacturing 1987 455,886 100% $ 1,658,372 1.1% $ 3.64 1717 West Harvester Road Chicago IL Warehouse/Distribution 1970 465,940 100% $ 1,715,424 1.2% $ 3.68 1750 South Lincoln Freeport IL Warehouse/Distribution 2001 499,200 100% $ 1,400,523 1.0% $ 2.81 1796 Sherwin Des Plaines IL Warehouse/Distribution 1964 98,879 100% $ 620,882 0.4% $ 6.28 1875 Holmes Elgin IL Warehouse/Light Manufacturing 1989 134,415 100% $ 629,786 0.4% $ 4.69 189 Seeger Ave Elk Grove IL Small Bay Industrial 1972 25,245 100% $ 155,860 0.1% $ 6.17 1900 S.
Market Property (1) City State Property Type Year Built/ Renovated (2) Square Footage Occupancy Annualized Rent (3) Percent of Total Annualized Rent (4) Annualized Rent/ Square Footage (5) Atlanta 1099 Dodds Avenue Adairsville GA Warehouse/Distribution 2005 150,000 100% $ 637,500 0.4% $ 4.25 11236 Harland Drive Covington GA Warehouse/Distribution 1988 32,361 100% $ 137,534 0.1% $ 4.25 1413 Lovers Lane Augusta GA Warehouse/Distribution 1999 200,000 100% $ 721,527 0.5% $ 3.61 1665 Dogwood Drive SW Conyers GA Warehouse/Distribution 1973 198,000 100% $ 723,987 0.5% $ 3.66 1715 Dogwood Drive Conyers GA Warehouse/Distribution 1973 100,000 100% $ 233,431 0.2% $ 2.33 32 Dart Road Newnan GA Warehouse/Light Manufacturing 1988/2014 194,800 100% $ 873,000 0.6% $ 4.48 40 Pinyon Road Covington GA Warehouse/Distribution 1997 60,148 100% $ 360,648 0.2% $ 6.00 6739 New Calhoun Highway NE Rome GA Warehouse/Distribution 1981/1996 & 2017 320,000 100% $ 998,400 0.7% $ 3.12 6777-6785 New Calhoun Highway NE Rome GA Warehouse/Distribution 2022 416,600 100% $ 2,386,950 1.6% $ 5.73 Peachtree City Peachtree City GA Small Bay Industrial 1979-2013 297,926 100% $ 1,743,901 1.2% $ 5.86 Peachtree City II Peachtree City GA Small Bay Industrial 1989 117,000 99% $ 937,516 0.6% $ 8.08 Boston 54-56 Milliken Portland ME Warehouse/Light Manufacturing 1966-2022/1995, 2005, 2013, 2022 268,713 100% $ 2,118,916 1.4% $ 7.89 Charlotte 1570 East P Street Extension Newton NC Warehouse/Light Manufacturing 2005 155,220 100% $ 1,229,184 0.8% $ 7.92 Chicago 11351 W. 183rd Orland Park IL Warehouse/Distribution 2000 18,768 100% $ 211,970 0.1% $ 11.29 11601 Central Alsip IL Warehouse/Distribution 1970 260,000 100% $ 780,000 0.5% $ 3.00 11746 Austin Ave Alsip IL Warehouse/Light Manufacturing 1970 162,714 100% $ 727,808 0.5% $ 4.47 1301 Ridgeview Drive McHenry IL Warehouse/Light Manufacturing 1995/2020 218,064 100% $ 931,994 0.6% $ 4.27 13040 South Pulaski Alsip IL Warehouse/Distribution 1976 388,403 100% $ 1,971,174 1.3% $ 5.08 1355 Holmes Elgin IL Warehouse/Light Manufacturing 1976/1998 82,456 100% $ 463,723 0.3% $ 5.62 13970 West Laurel Lake Forest IL Small Bay Industrial 1990 70,196 100% $ 356,423 0.2% $ 5.08 144 Tower Drive Burr Ridge IL Warehouse/Distribution 1971/1988 & 2015 73,785 97% $ 494,762 0.3% $ 6.90 1445 Greenleaf Elk Grove Village IL Warehouse/Light Manufacturing 1968 150,000 100% $ 981,007 0.7% $ 6.54 1600 Fleetwood Elgin IL Warehouse/Distribution 1968/2016 247,000 100% $ 1,421,086 0.9% $ 5.75 16801 Exchange Avenue Lansing IL Warehouse/Light Manufacturing 1987 455,886 100% $ 1,684,577 1.1% $ 3.70 1717 West Harvester Road Chicago IL Warehouse/Distribution 1970 465,940 100% $ 1,757,411 1.2% $ 3.77 1750 South Lincoln Freeport IL Warehouse/Distribution 2001 499,200 100% $ 1,638,144 1.1% $ 3.28 1796 Sherwin Des Plaines IL Warehouse/Distribution 1964 98,879 100% $ 639,508 0.4% $ 6.47 1875 Holmes Elgin IL Warehouse/Light Manufacturing 1989 134,415 100% $ 643,383 0.4% $ 4.79 189 Seeger Ave Elk Grove IL Small Bay Industrial 1972 25,245 100% $ 155,860 0.1% $ 6.17 1900 S.
Market Number of Properties Occupancy Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent Percentage of Annualized Base Rent Chicago 40 99.9% 6,930,887 20.4% $ 30,621,105 21.0% Memphis 25 98.4% 4,783,046 14.0% 17,502,017 12.1% Indianapolis 17 98.3% 4,085,169 12.1% 15,448,966 10.7% Cleveland 16 98.9% 3,979,209 11.8% 18,251,736 12.6% Columbus 15 100.0% 3,757,614 11.1% 13,131,996 9.1% St.
Market Number of Properties Occupancy Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent Percentage of Annualized Base Rent Chicago 39 99.6% 6,624,335 19.5% $ 30,279,237 20.1% Memphis 25 96.6% 4,783,046 14.1% 17,858,182 11.8% Indianapolis 17 95.6% 4,085,169 12.0% 15,140,367 10.0% Cleveland 16 98.6% 3,979,209 11.7% 18,554,921 12.3% Columbus 15 100.0% 3,757,614 11.0% 13,628,907 9.0% St.
Batavia Ave Geneva IL Warehouse/Distribution 1958/1989/ 2010 513,512 100% $ 2,305,669 1.6% $ 4.49 2401 Commerce Libertyville IL Small Bay Industrial 1994/2009 78,574 100% $ 642,767 0.4% $ 8.18 2600-2620 Commerce Drive Libertyville IL Warehouse/Distribution 2001 78,743 100% $ 554,578 0.4% $ 7.04 28160 North Keith Lake Forest IL Small Bay Industrial 1989 77,924 100% $ 386,012 0.3% $ 4.95 3 West College Arlington Heights IL Warehouse/Light Manufacturing 1978/2016 33,263 100% $ 282,735 0.2% $ 8.50 350 Armory Drive South Holland IL Warehouse/Light Manufacturing 1972 64,310 100% $ 385,880 0.3% $ 6.00 3841 Swanson Gurnee IL Small Bay Industrial 1978 99,625 100% $ 465,964 0.3% $ 4.68 3940 Stern St.
Batavia Ave Geneva IL Warehouse/Distribution 1958/1989 & 2010 513,512 100% $ 2,341,615 1.6% $ 4.56 2401 Commerce Libertyville IL Small Bay Industrial 1994/2009 78,574 100% $ 659,505 0.4% $ 8.39 2600-2620 Commerce Drive Libertyville IL Warehouse/Distribution 2001 78,743 100% $ 556,961 0.4% $ 7.07 28160 North Keith Lake Forest IL Small Bay Industrial 1989 77,924 100% $ 395,662 0.3% $ 5.08 3 West College Arlington Heights IL Warehouse/Light Manufacturing 1978/2016 33,263 100% $ 291,218 0.2% $ 8.76 350 Armory Drive South Holland IL Warehouse/Light Manufacturing 1972 64,310 100% $ 395,691 0.3% $ 6.15 3841 Swanson Gurnee IL Small Bay Industrial 1978 99,625 74% $ 359,458 0.2% $ 4.88 3940 Stern St.
Franklin Road Indianapolis IN Warehouse/Distribution 1967 276,240 100% $ 1,026,018 0.7% $ 3.71 3525 S.
Franklin Road Indianapolis IN Warehouse/Distribution 1967 276,240 100% $ 856,344 0.6% $ 3.10 3525 S.
Memphis Logistics & Transportation 2 566,281 12/31/2024 3.28 1,855,850 1.3% Winston Products, LLC Cleveland Automotive 2 266,803 4/30/2032 6.81 1,816,650 1.3% Ten Largest Tenants by Annualized Rent 19 5,743,197 $ 4.01 $ 23,041,669 15.9% All Other 501 27,765,168 4.39 121,945,506 84.1% Total Company Portfolio 520 33,508,365 $ 4.33 $ 144,987,175 100% Lease Overview Triple-net lease: In our triple-net leases, the tenant is responsible for all aspects of, and costs related to, the property and its operation during the lease term.
Memphis Logistics & Transportation 2 566,281 12/31/2024 3.34 1,892,967 1.3% Winston Products, LLC Cleveland Wholesale/Retail 2 266,803 4/30/2032 6.94 1,852,295 1.2% Ten Largest Tenants by Annualized Rent 19 5,743,197 $ 4.10 $ 23,562,921 15.6% All Other 491 27,622,480 4.60 127,184,389 84.4% Total Company Portfolio 510 33,365,677 $ 4.52 $ 150,747,310 100% Lease Overview Triple-net lease: In our triple-net leases, the tenant is responsible for all aspects of, and costs related to, the property and its operation during the lease term.
Chicago Logistics & Transportation 3 503,000 3/31/2026 4.40 2,213,260 1.5% ASW Supply Chain Services, LLC Cleveland Logistics & Transportation 5 577,237 12/31/2023 3.58 2,065,130 1.4% Balta US, Inc. Jacksonville Home & Garden 2 629,084 12/31/2028 3.07 1,933,607 1.3% Communications Test Design, Inc.
Chicago Logistics & Transportation 3 503,000 3/31/2026 4.51 2,268,180 1.5% ASW Supply Chain Services, LLC Cleveland Logistics & Transportation 5 577,237 11/30/2027 3.67 2,118,373 1.4% Balta US, Inc. Jacksonville Home & Garden 2 629,084 10/31/2029 3.13 1,968,631 1.3% Communications Test Design, Inc.
Louis 12 99.3% 3,219,689 9.5% 14,843,409 10.2% Cincinnati 10 98.6% 2,556,272 7.6% 9,702,657 6.7% Atlanta 10 99.9% 1,670,235 4.9% 6,834,217 4.7% Jacksonville 8 98.2% 2,052,074 6.1% 13,863,763 9.6% Kansas City 1 100.0% 221,911 0.7% 833,288 0.6% Boston 1 87.6% 268,713 0.8% 1,729,152 1.2% Philadelphia 1 99.8% 156,634 0.5% 1,040,693 0.7% Charlotte 1 100.0% 155,220 0.5% 1,184,176 0.8% Total Company Portfolio 157 99.0% 33,836,673 100% $ 144,987,175 100% 28 Industry Diversification The following tables set forth information relating to tenant diversification of the Company Leased Portfolio by industry based on total square feet occupied and annualized rent as of December 31, 2022.
Louis 12 99.4% 3,219,689 9.4% 15,212,883 10.1% Atlanta 11 99.9% 2,086,835 6.1% 9,754,395 6.5% Cincinnati 10 95.0% 2,710,964 8.0% 10,816,501 7.2% Jacksonville 8 99.6% 2,132,396 6.3% 15,596,150 10.4% Kansas City 1 69.1% 221,911 0.6% 557,666 0.4% Boston 1 100.0% 268,713 0.8% 2,118,917 1.4% Charlotte 1 100.0% 155,220 0.5% 1,229,184 0.8% Total Company Portfolio 156 98.1% 34,025,101 100% $ 150,747,310 100% Industry Diversification The following tables set forth information relating to tenant diversification of the Company Leased Portfolio by industry based on total square feet occupied and annualized rent as of December 31, 2023.
As of December 31, 2022, 72 of our 157 properties were encumbered by mortgage indebtedness totaling $391,228, excluding unamortized deferred financing fees and debt issuance costs. See Note 7 in the accompanying Notes to the Consolidated Financial Statements for additional information.
As of December 31, 2023, 51 of our 156 properties were encumbered by mortgage indebtedness totaling $267,964, excluding unamortized deferred financing fees and debt issuance costs.
Industry Total Leased Square Feet Number of Leases Percentage of Leased Square Feet Annualized Base Rent Percentage of Annualized Base Rent Annualized Base Rent per Square Foot Logistics & Transportation 9,807,690 89 29.3% $ 39,029,677 26.9% $ 3.98 Automotive 2,375,092 27 7.1% 10,766,624 7.4% 4.53 Wholesale/Retail 2,359,107 32 7.0% 10,514,719 7.3% 4.46 Food & Beverage 1,898,596 25 5.7% 8,803,442 6.1% 4.64 Printing & Paper 1,872,092 16 5.6% 7,075,496 4.9% 3.78 Home & Garden 1,841,386 18 5.5% 6,048,555 4.2% 3.28 Construction 1,773,623 42 5.3% 7,727,681 5.3% 4.36 Cardboard and Packaging 1,558,027 18 4.6% 6,018,467 4.2% 3.86 Light Manufacturing 1,234,493 12 3.7% 4,390,616 3.0% 3.56 Education 926,896 8 2.8% 4,402,215 3.0% 4.75 Other Industries 7,861,363 233 23.4% 40,209,683 27.7% 5.11 Total Company Portfolio 33,508,365 520 100% $ 144,987,175 100% $ 4.33 Tenants The following table sets forth information about the ten largest tenants in our Company Portfolio based on total annualized rent as of December 31, 2022.
Industry Total Leased Square Feet Number of Leases Percentage of Leased Square Feet Annualized Base Rent Percentage of Annualized Base Rent Annualized Base Rent per Square Foot Logistics & Transportation 9,856,430 86 29.5% $ 40,658,335 27.0% $ 4.13 Wholesale/Retail 2,239,538 28 6.7% 11,418,223 7.6% 5.10 Automotive 2,192,860 26 6.6% 9,884,416 6.6% 4.51 Printing & Paper 1,935,478 15 5.8% 7,332,446 4.9% 3.79 Home & Garden 1,972,186 20 5.9% 6,813,922 4.5% 3.46 Construction 1,784,318 41 5.3% 8,072,615 5.4% 4.52 Cardboard and Packaging 1,630,027 20 4.9% 6,688,586 4.4% 4.10 Food & Beverage 1,568,810 22 4.7% 7,956,872 5.3% 5.07 Light Manufacturing 1,234,493 12 3.7% 4,490,559 3.0% 3.64 Healthcare 1,017,495 39 3.0% 6,146,387 4.1% 6.04 Other Industries 7,934,042 201 23.9% 41,284,949 27.2% 5.20 Total Company Portfolio 33,365,677 510 100% $ 150,747,310 100% $ 4.52 32 Tenants The following table sets forth information about the ten largest tenants in our Company Portfolio based on total annualized rent as of December 31, 2023.
Property Type Number of Properties Occupancy Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent Percentage of Annualized Base Rent Annualized Base Rent per Square Foot Warehouse/Distribution 97 99.3% 21,724,130 64.2% $ 83,330,591 57.5% $ 3.86 Warehouse/Light Manufacturing 38 99.1% 8,723,093 25.8% $ 37,839,023 26.1% $ 4.38 Small Bay Industrial (1) 22 97.3% 3,389,450 10.0% $ 23,817,561 16.4% $ 7.22 Total Company Portfolio 157 99.0% 33,836,673 100% $ 144,987,175 100% $ 4.33 ______________ (1) Small bay industrial is inclusive of flex space totaling 553,277 rentable square feet and annualized base rent of $5,885,143.
Property Type Number of Properties Occupancy Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent Percentage of Annualized Base Rent Annualized Base Rent per Square Foot Warehouse/Distribution 96 98.3% 21,677,544 63.7% $ 84,902,285 56.3% $ 3.98 Warehouse/Light Manufacturing 38 97.6% 8,877,785 26.1% 39,790,739 26.4% 4.59 Small Bay Industrial (1) 22 97.7% 3,469,772 10.2% 26,054,286 17.3% 7.69 Total Company Portfolio 156 98.1% 34,025,101 100% $ 150,747,310 100% $ 4.52 ______________ (1) Small bay industrial is inclusive of flex space totaling 606,799 rentable square feet and annualized base rent of $6,930,211.
Removed
The information set forth in the table assumes that tenants exercise no renewal options and no early termination rights. 29 Year of Expiration Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent (1) Percentage of Annualized Base Rent (2) Annualized Base Rent per Square Foot (3) Available 328,308 1.0% $ — — $ — 2023 3,276,074 9.7% 13,700,025 9.4% 4.18 2024 6,565,204 19.4% 27,365,683 18.9% 4.17 2025 7,402,504 21.9% 31,382,815 21.6% 4.24 2026 4,447,610 13.1% 21,062,479 14.5% 4.74 2027 4,608,602 13.6% 20,093,596 13.9% 4.36 2028 2,167,689 6.4% 9,486,532 6.5% 4.38 2029 2,048,414 6.1% 8,222,849 5.7% 4.01 2030 379,260 1.1% 1,940,810 1.3% 5.12 2031 899,367 2.7% 2,981,564 2.1% 3.32 2032 480,000 1.4% 1,541,324 1.1% 3.21 Thereafter 1,233,641 3.6% 7,209,498 5.0% 5.84 Total Company Portfolio 33,836,673 100% $ 144,987,175 100% $ 4.33 ____________________ (1) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2022, by 12.
Added
The information set forth in the table assumes that tenants exercise no renewal options and no early termination rights.
Added
Year of Expiration Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent (1) Percentage of Annualized Base Rent (2) Annualized Base Rent per Square Foot (3) Available 659,424 1.9% $ — — $ — 2024 4,580,860 13.5% 20,209,067 13.4% 4.41 2025 7,914,431 23.3% 35,008,462 23.2% 4.42 2026 5,310,169 15.6% 25,270,933 16.7% 4.76 2027 4,422,175 13.0% 20,397,378 13.5% 4.61 2028 3,638,154 10.7% 16,117,289 10.7% 4.43 2029 3,319,346 9.8% 13,876,537 9.2% 4.18 2030 1,046,115 3.1% 4,935,476 3.3% 4.72 2031 1,202,167 3.5% 4,621,662 3.1% 3.84 2032 1,341,397 3.9% 6,790,894 4.5% 5.06 2033 206,055 0.6% 1,008,234 0.7% 4.89 Thereafter 384,808 1.1% 2,511,378 1.7% 6.53 Total Company Portfolio 34,025,101 100% $ 150,747,310 100% $ 4.52 ____________________ (1) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2023, by 12.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+1 added−2 removed10 unchanged
Biggest changeOur distributions may exceed our earnings and profits as determined for U.S. federal income tax purposes primarily due to depreciation and amortization. Our earnings and profits will be allocated first to our preferred stock dividends and then to our common stock dividends.
Biggest changeOur distributions may exceed our earnings and profits as determined for U.S. federal income tax purposes primarily due to depreciation and amortization.
The graph covers the period from December 31, 2017 to December 31, 2022 and assumes that $100 was invested in our common stock and in each index on December 31, 2017 and that all dividends were reinvested.
The graph covers the period from December 31, 2018 to December 31, 2023 and assumes that $100 was invested in our common stock and in each index on December 31, 2018 and that all dividends were reinvested.
The number of stockholders is based on the records of Continental Stock Transfer & Trust, which serves as our transfer agent. Market Information Our common stock is traded on the NYSE under the symbol “PLYM.” On December 31, 2022, the closing price of our common stock, as reported on the NYSE, was $19.18.
The number of stockholders is based on the records of Continental Stock Transfer & Trust, which serves as our transfer agent. Market Information Our common stock is traded on the NYSE under the symbol “PLYM.” On December 31, 2023, the closing price of our common stock, as reported on the NYSE, was $24.07.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Stockholder Information As of February 20, 2023, we had 43,030,864 shares of common stock outstanding held of record by a total of approximately 140 stockholders; however, because many shares of our common stock are held by brokers and other institutions on behalf of stockholders, we believe there are substantially more beneficial holders of our common stock than record holders.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Stockholder Information As of February 19, 2024, we had 45,382,076 shares of common stock outstanding held of record by a total of approximately 134 stockholders; however, because many shares of our common stock are held by brokers and other institutions on behalf of stockholders, we believe there are substantially more beneficial holders of our common stock than record holders.
Removed
Although we have no current intention to do so, we may in the future also choose to pay distributions in the form of our own shares. We maintain the Plymouth Industrial REIT, Inc. 2014 Incentive Award Plan (the “Plan”), as discussed in more detail in Note 12 in the accompanying Notes to Consolidated Financial Statements.
Added
Although we have no current intention to do so, we may in the future also choose to pay distributions in the form of our own shares. 35 Issuer Purchases of Equity Securities Performance Graph The following graph provides a comparison of the cumulative total return on our common stock with the cumulative total return on the Standard & Poor’s 500 Index and the MSCI US REIT Index.
Removed
As of December 31, 2022, the total shares issued under the Plan were as follows: # of Securities to be Issued Upon Exercise of Outstanding Options, Warrants, and Rights Weighted-Average Exercise Price of Outstanding Options, Warrants, and Rights # of Securities Remaining Available for Future Issuance Under Equity Compensation Plans Equity Compensation Plans Approved by Security Holders 280,074 (1) n/a 248,873 Equity Compensation Plans Not Approved by Security Holders n/a n/a n/a ___________________ (1) Consists of restricted stock awards granted to executive officers and certain employees. 31 Issuer Purchases of Equity Securities Performance Graph The following graph provides a comparison of the cumulative total return on our common stock with the cumulative total return on the Standard & Poor’s 500 Index and the MSCI US REIT Index.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeYear Ended December 31, 2022, Compared to Year Ended December 31, 2021 The following table summarizes the results of operations for our Same Store Portfolio, our acquisitions, dispositions and other and total portfolio for the years ended December 31, 2022 and 2021 (dollars in thousands): Same Store Portfolio Acquisitions, Dispositions and Other Total Portfolio Year Ended December 31, Change Year Ended December 31, Change Year Ended December 31, Change 2022 2021 $ % 2022 2021 $ % 2022 2021 $ % Revenue: Rental revenue $ 125,436 $ 120,826 $ 4,610 3.8% $ 58,006 $ 19,444 $ 38,562 198.3% $ 183,442 $ 140,270 $ 43,172 30.8% Management fee revenue and other income — — — — 94 348 (254 ) (73.0% ) 94 348 (254 ) (73.0% ) Total revenues 125,436 120,826 4,610 3.8% 58,100 19,792 38,308 193.6% 183,536 140,618 42,918 30.5% Property expenses 40,670 40,936 (266 ) (0.6%) 15,931 6,700 9,231 137.8% 56,601 47,636 8,965 18.8% Depreciation and amortization 95,312 70,642 24,670 34.9% General and administrative 15,939 12,920 3,019 23.4% Total operating expenses 167,852 131,198 36,654 27.9% Other income (expense): Interest expense (32,217 ) (19,968 ) (12,249 ) 61.3% Earnings (loss) in investment of unconsolidated joint venture (147 ) (850 ) 703 -82.7% Loss on extinguishment of debt (2,176 ) (523 ) (1,653 ) 316.1% Gain on sale of real estate — 1,775 (1,775 ) (100.0% ) (Appreciation) depreciation of warrants 1,760 (5,121 ) 6,881 (134.4% ) Total other income (expense) (32,780 ) (24,687 ) (8,093 ) 32.8% Net loss $ (17,096 ) $ (15,267 ) $ (1,829 ) 12.0% Rental revenue : Rental revenue increased $43,172 to $183,442 for the year ended December 31, 2022 as compared to $140,270 for the year ended December 31, 2021.
Biggest changeYear Ended December 31, 2023, Compared to Year Ended December 31, 2022 The following table summarizes the results of operations for our Same Store Portfolio, our acquisitions, dispositions and other and total portfolio for the years ended December 31, 2023 and 2022 (dollars in thousands): Same Store Portfolio Acquisitions, Dispositions and Other Total Portfolio Year Ended December 31, Change Year Ended December 31, Change Year Ended December 31, Change 2023 2022 $ % 2023 2022 $ % 2023 2022 $ % Revenue: Rental revenue $ 166,405 $ 160,391 $ 6,014 3.7% $ 33,355 $ 23,051 $ 10,304 44.7% $ 199,760 $ 183,442 $ 16,318 8.9% Management fee revenue and other income — — — — 88 94 (6 ) (6.4% ) 88 94 (6 ) (6.4% ) Total revenues 166,405 160,391 6,014 3.7% 33,443 23,145 10,298 44.5% 199,848 183,536 16,312 8.9% Property expenses 51,705 48,577 3,128 6.4% 10,837 8,024 2,813 35.1% 62,542 56,601 5,941 10.5% Depreciation and amortization 92,891 95,312 (2,421 ) (2.5% ) General and administrative 14,904 15,939 (1,035 ) (6.5% ) Total operating expenses 170,337 167,852 2,485 1.5% Other income (expense): Interest expense (38,278 ) (32,217 ) (6,061 ) 18.8% Earnings (loss) in investment of unconsolidated joint venture — (147 ) 147 (100.0% ) Loss on extinguishment of debt (72 ) (2,176 ) 2,104 (96.7% ) Gain on sale of real estate 22,646 — 22,646 0% (Appreciation) depreciation of warrants — 1,760 (1,760 ) (100.0% ) Total other income (expense) (15,704 ) (32,780 ) 17,076 52.1% Net income (loss) $ 13,807 $ (17,096 ) $ 30,903 180.8% Rental revenue : Rental revenue increased $16,318 to $199,760 for the year ended December 31, 2023 as compared to $183,442 for the year ended December 31, 2022.
Our Total Portfolio represents all of the properties owned during the reported periods. To eliminate the effect of changes in our Total Portfolio due to acquisitions, dispositions and other and to highlight the operating results of our on-going business, we have separately presented the results of our Same Store Properties Portfolio and Acquisitions, Dispositions and Other.
Our Total Portfolio represents all of the properties owned during the reported periods. To eliminate the effect of changes in our Total Portfolio due to acquisitions, dispositions and other and to highlight the operating results of our on-going business, we have separately presented the results of our Same Store Portfolio and Acquisitions, Dispositions and Other.
Stock Issuances Universal Shelf S-3 Registration Statement ($ in thousands) On June 11, 2021, the Company and Operating Partnership filed a shelf registration statement on Form S-3 (“2021 $750 Million S-3 Filing”) with the U.S.
Stock Issuances ($ in thousands) Universal Shelf S-3 Registration Statement On June 11, 2021, the Company and Operating Partnership filed a shelf registration statement on Form S-3 (“2021 $750 Million S-3 Filing”) with the U.S.
Rental revenue associated with leases where collectability has been deemed less than probable is recognized on a cash basis in accordance with ASC 842. 35 Results of Operations (dollars in thousands) Our consolidated results of operations are often not comparable from period to period due to the effect of property acquisitions and dispositions completed during the comparative reporting periods.
Rental revenue associated with leases where collectability has been deemed less than probable is recognized on a cash basis in accordance with ASC 842. Results of Operations (dollars in thousands) Our consolidated results of operations are often not comparable from period to period due to the effect of property acquisitions and dispositions completed during the comparative reporting periods.
Such inputs are Level 3 in the fair value hierarchy. The process for determining the allocation to these components requires management to make estimates and assumptions, including rental rates, land value, discount rates, and exit capitalization rates. Revenue Recognition Minimum rental revenue from real estate operations is recognized on a straight-line basis.
Such inputs are Level 3 in the fair value hierarchy. The process for determining the allocation to these components requires management to make estimates and assumptions, including rental rates, land value, discount rates, and exit capitalization rates. 39 Revenue Recognition Minimum rental revenue from real estate operations is recognized on a straight-line basis.
The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the lives of the individual leases. In accordance to ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term.
The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the term of the individual leases. In accordance to ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term.
Positive or negative changes in economic or other conditions, adverse weather conditions and natural disasters in these markets are likely to affect our overall performance. Property Expenses Our rental expenses generally consist of utilities, real estate taxes, insurance and repair and maintenance costs.
Positive or negative changes in economic or other conditions, adverse weather conditions and natural disasters in these markets are likely to affect our overall performance. 37 Property Expenses Our rental expenses generally consist of utilities, real estate taxes, insurance and repair and maintenance costs.
If our analysis indicates that the carrying value of the real estate asset is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property.
If our analysis indicates that the carrying value of the real estate property is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property.
As such, these properties’ risk profiles and return metrics would likely differ from the non-joint venture properties that we target for acquisition. 32 Rental Revenue and Tenant Recoveries We receive income primarily from rental revenue from our properties.
As such, these properties’ risk profiles and return metrics would likely differ from the non-joint venture properties that we target for acquisition. Rental Revenue and Tenant Recoveries We receive income primarily from rental revenue from our properties.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis is based on, and should be read in conjunction with our audited historical financial statements and related notes thereto as of and for the years ended December 31, 2022 and 2021.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis is based on, and should be read in conjunction with our audited historical financial statements and related notes thereto as of and for the years ended December 31, 2023 and 2022.
In addition, we anticipate that our staffing levels will increase from current levels as of December 31, 2022, during the subsequent 12 to 24 months and, as a result, our general and administrative expenses will increase further.
In addition, we anticipate that our staffing levels will increase from current levels as of December 31, 2023, during the subsequent 12 to 24 months and, as a result, our general and administrative expenses will increase further.
For the years ended December 31, 2022, and 2021, we define the Same Store Portfolio as a subset of our Total Portfolio and includes properties that were wholly owned by us for the entire period presented.
For the years ended December 31, 2023, and 2022, we define the Same Store Portfolio as a subset of our Total Portfolio and includes properties that were wholly owned by us for the entire period presented.
We define Acquisitions, Dispositions and Other as any properties that were acquired, sold, or held for development or repurposing during the period from January 1, 2021 through December 31, 2022.
We define Acquisitions, Dispositions and Other as any properties that were acquired, sold, or held for development or repurposing during the period from January 1, 2022 through December 31, 2023.
We do not believe that inflation has had a material impact on our historical financial position or results of operations. 42 Interest Rate Risk The Company uses interest rate swap agreements as a derivative instrument to manage interest rate risk and is recognized on the consolidated balance sheets at fair value.
We do not believe that inflation has had a material impact on our historical financial position or results of operations. Interest Rate Risk ($ in thousands) The Company uses interest rate swap agreements as a derivative instrument to manage interest rate risk and is recognized on the consolidated balance sheets at fair value.
However, as of December 31, 2022, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.
However, as of December 31, 2023, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.
We also enter into contracts for maintenance and other services at certain properties from time to time. Off-Balance Sheet Arrangements As of December 31, 2022, we have no off-balance sheet arrangements.
We also enter into contracts for maintenance and other services at certain properties from time to time. Off-Balance Sheet Arrangements As of December 31, 2023, we have no off-balance sheet arrangements.
The table below reflects certain data about our new and renewed leases with terms of greater than six months executed in the year ended December 31, 2022.
The table below reflects certain data about our new and renewed leases with terms of greater than six months executed in the year ended December 31, 2023.
Inflation Prior to 2021, the rate of inflation was low and had minimal impact on the performance of our industrial properties in the markets in which we operate, however, inflation has significantly increased during 2021 and 2022 and may remain at an elevated level or increase further.
Inflation Prior to 2021, the rate of inflation was low and had minimal impact on the performance of our industrial properties in the markets in which we operate, however, inflation has significantly increased during 2021 through 2023 and may remain at an elevated level or increase further.
As approved by the compensation committee of the Board of Directors the agreements provide for base salaries ranging from $300 to $550 annually with discretionary cash performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.
As approved by the compensation committee of the Board of Directors the agreements provide for base salaries ranging from $300 to $600 annually with discretionary cash and stock performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.
As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. During the next twelve months, the Company estimates that an additional $16,041 will be reclassified as a decrease to interest expense.
As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. During the next twelve months, the Company estimates that an additional $15,368 will be reclassified as a decrease to interest expense.
Based on the variable rate borrowings for our KeyBank unsecured line of credit outstanding during the year ended December 31, 2022, we estimate that had the average interest rate on our weighted average borrowings increased by 25 basis points for the year ended December 31, 2022, our interest expense for the year would have increased by approximately $709.
Based on the variable rate borrowings for our KeyBank unsecured line of credit outstanding during the year ended December 31, 2023, we estimate that had the average interest rate on our weighted average borrowings increased by 25 basis points for the year ended December 31, 2023, our interest expense for the year would have increased by approximately $214.
Fair value is determined through various valuation techniques, including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property based on market participant assumptions and quoted market values and third-party appraisals, where considered necessary.
Fair value is determined through various valuation techniques, including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property and quoted market values and third-party appraisals, where considered necessary.
The discussion of our Same Store Portfolio and our total portfolio for the comparison of the years ended December 31, 2021 and 2020 that are not included in this Form 10-K can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 23, 2022.
The discussion of our Same Store Portfolio and our total portfolio for the comparison of the years ended December 31, 2022 and 2021 that are not included in this Form 10-K can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 23, 2023.
As of December 31, 2022, all our outstanding variable rate debt, with the exception of the KeyBank unsecured line of credit, was fixed with interest rate swaps through maturity. We recognize all derivatives within the consolidated balance sheets at fair value.
As of December 31, 2023, all our outstanding variable rate debt was fixed with interest rate swaps through maturity with the exception of the balance of $55,400 under the KeyBank unsecured line of credit. We recognize all derivatives within the consolidated balance sheets at fair value.
During the period from January 1, 2023, through to December 31, 2024, an aggregate of 28.3% of the annualized base rent leases in the Company Portfolio are scheduled to expire, which we believe will provide us an opportunity to adjust below market leases to reflect current market conditions.
During the period from January 1, 2024, through to December 31, 2025, an aggregate of 36.6% of the annualized base rent leases in the Company Portfolio are scheduled to expire, which we believe will provide us an opportunity to adjust below market leases to reflect current market conditions.
The Company Portfolio was approximately 99.0% and 97.4% occupied as of December 31, 2022, and 2021, respectively. Our occupancy rate is impacted by general market conditions in the geographic areas which our properties are located and the financial condition of tenants in our target markets.
The Company Portfolio was approximately 98.1% and 99.0% occupied as of December 31, 2023, and 2022, respectively. Our occupancy rate is impacted by general market conditions in the geographic areas which our properties are located and the financial condition of tenants in our target markets.
Loss on extinguishment of debt: Loss on extinguishment of debt of $2,176 for the year ended December 31, 2022 was due to the repayment of the JPMorgan Chase Loan. Loss on extinguishment of debt of $523 for the year ended December 31, 2021 was due to the partial repayment of the Transamerica Loan.
Loss on extinguishment of debt: Loss on extinguishment of debt of $72 for the year ended December 31, 2023 was due to the partial repayment of the Transamerica Loan. Loss on extinguishment of debt of $2,176 for the year ended December 31, 2022 was due to the repayment of the JPMorgan Chase Loan.
Core FFO represents FFO reduced by dividends paid (or declared) to holders of our preferred stock, acquisition and transaction related expenses for transactions not completed, and certain non-cash operating expenses such as impairment on real estate lease, appreciation/(depreciation) of warrants and loss on extinguishment of debt.
We calculate Core FFO by adjusting FFO for non-comparable items such as dividends paid (or declared) to holders of our preferred stock, acquisition and transaction related expenses for transactions not completed, and certain non-cash operating expenses such as impairment on real estate lease, appreciation/(depreciation) of warrants and loss on extinguishment of debt.
Variable Interest Rates We are exposed to market risk from changes in interest rates. Interest rate exposure relates primarily to the effect of interest rate changes on borrowings outstanding under our KeyBank line of credit and unsecured KeyBank Term Loans, which bear interest at a variable rate. At December 31, 2022, we had $527,500 of outstanding variable rate debt.
Variable Interest Rates ($ in thousands) We are exposed to market risk from changes in interest rates. Interest rate exposure relates primarily to the effect of interest rate changes on borrowings outstanding under our KeyBank line of credit and unsecured KeyBank Term Loans, which bear interest at a variable rate.
As of December 31, 2022, we had available liquidity of approximately $303.7 million, comprised of $31.2 million in cash and cash equivalents and $272.5 million of borrowing capacity on our KeyBank unsecured line of credit. The Company anticipates it will have sufficient liquidity and access to capital resources to meet its current obligations and to meet any scheduled debt maturities.
As of December 31, 2023, we had available liquidity of approximately $220.8 million, comprised of $26.2 million in cash and cash equivalents and $194.6 million of borrowing capacity on our KeyBank unsecured line of credit. The Company anticipates it will have sufficient liquidity and access to capital resources to meet its current obligations and to meet any scheduled debt maturities.
The following item requires significant estimation or judgement. 33 Purchase Price Accounting We have determined that judgments regarding the allocation of the purchase price of acquired real estate properties based upon the fair value of the assets acquired and liabilities assumed to be a critical accounting estimate.
Purchase Price Accounting We have determined that judgments regarding the allocation of the purchase price of acquired real estate properties based upon the fair value of the assets acquired and liabilities assumed to be a critical accounting estimate.
As with FFO, our reported Core FFO may not be comparable to other REITs’ Core FFO, should not be used as a measure of our liquidity, and is not indicative of our funds available for our cash needs, including our ability to pay dividends. 38 The following table sets forth a reconciliation of our historical net loss to FFO and Core FFO for the periods presented: (In thousands) Year Ended December 31, 2022 2021 2020 FFO: Net loss $ (17,096 ) $ (15,267 ) $ (14,462 ) Gain on sale of real estate — (1,775 ) — Depreciation and amortization 95,312 70,642 56,428 Depreciation and amortization from unconsolidated joint venture 268 1,539 64 FFO $ 78,484 $ 55,139 $ 42,030 Preferred stock dividends (4,866 ) (6,608 ) (6,444 ) Acquisition expenses 201 — — Appreciation (depreciation) of warrants (1,760 ) 5,121 103 Loss on extinguishment of debt 2,176 523 — Impairment on real estate lease — — 311 Core FFO $ 74,235 $ 54,175 $ 36,000 AFFO Adjusted funds from operations, or AFFO, is presented in addition to Core FFO.
As with FFO, our reported Core FFO may not be comparable to other REITs’ Core FFO, should not be used as a measure of our liquidity, and is not indicative of our funds available for our cash needs, including our ability to pay dividends. 42 The following table sets forth a reconciliation of our historical net income (loss) to FFO and Core FFO for the periods presented: (In thousands) Year Ended December 31, 2023 2022 2021 FFO: Net income (loss) $ 13,807 $ (17,096 ) $ (15,267 ) Gain on sale of real estate (22,646 ) — (1,775 ) Depreciation and amortization 92,891 95,312 70,642 Depreciation and amortization from unconsolidated joint venture — 268 1,539 FFO $ 84,052 $ 78,484 $ 55,139 Preferred stock dividends (2,509 ) (4,866 ) (6,608 ) Acquisition expenses 85 201 — Appreciation (depreciation) of warrants — (1,760 ) 5,121 Loss on extinguishment of debt 72 2,176 523 Core FFO $ 81,700 $ 74,235 $ 54,175 AFFO Adjusted funds from operations, or AFFO, is presented in addition to Core FFO.
Certain estimates, judgments and assumptions are inherently subjective and based on the existing business and market conditions and are therefore continually evaluated based upon available information and experience.
Certain estimates, judgments and assumptions are inherently subjective and based on the existing business and market conditions and are therefore continually evaluated based upon available information and experience. The following item requires significant estimation or judgement.
July 13, 2022 July 1, 2022 August 8, 2026 1.504% (3) $ 100,000 $ 7,932 JPMorgan Chase Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 75,000 $ 2,565 Wells Fargo Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 37,500 $ 1,283 Capital One, N.A.
July 13, 2022 July 1, 2022 August 8, 2026 1.504% $ 100,000 $ 5,692 JPMorgan Chase Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 75,000 $ 1,723 Wells Fargo Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 37,500 $ 861 Capital One, N.A.
(In thousands) Year Ended December 31, 2022 2021 2020 AFFO: Core FFO $ 74,235 $ 54,175 $ 36,000 Amortization of debt related costs 2,163 1,605 1,467 Non-cash interest expense 2,248 191 148 Stock compensation 2,603 1,559 1,439 Capitalized interest (1,125 ) — — Straight line rent (3,682 ) (3,700 ) (1,963 ) Above/below market lease rents (3,151 ) (2,096 ) (2,075 ) Recurring capital expenditures (1) (6,793 ) (8,767 ) (3,263 ) AFFO $ 66,498 $ 42,967 $ 31,753 _______________ (1) Excludes non-recurring capital expenditures of $60,350, $22,547 and $5,427 for the years ended December 31, 2022, 2021 and 2020, respectively.
(In thousands) Year Ended December 31, 2023 2022 2021 AFFO: Core FFO $ 81,700 $ 74,235 $ 54,175 Amortization of debt related costs 2,184 2,163 1,605 Non-cash interest expense 984 2,248 191 Stock compensation 2,966 2,603 1,559 Capitalized interest (1,102 ) (1,125 ) — Straight line rent (1,944 ) (3,682 ) (3,700 ) Above/below market lease rents (2,221 ) (3,151 ) (2,096 ) Recurring capital expenditures (1) (5,743 ) (6,793 ) (8,767 ) AFFO $ 76,824 $ 66,498 $ 42,967 _______________ (1) Excludes non-recurring capital expenditures of $30,366, $60,350 and $22,547 for the years ended December 31, 2023, 2022 and 2021, respectively.
The following is a reconciliation from historical reported net loss, the most directly comparable financial measure calculated and presented in accordance with GAAP, to NOI: 37 (In thousands) Year Ended December 31, 2022 2021 2020 NOI: Net loss $ (17,096 ) $ (15,267 ) $ (14,462 ) General and administrative 15,939 12,920 10,362 Depreciation and amortization 95,312 70,642 56,428 Interest expense 32,217 19,968 18,931 (Earnings) loss in investment of unconsolidated joint venture 147 850 19 Loss on extinguishment of debt 2,176 523 — Gain on sale of real estate — (1,775 ) — Impairment on real estate lease — — 311 Appreciation (depreciation) of warrants (1,760 ) 5,121 103 Management fee revenue and other income (94 ) (348 ) (15 ) NOI $ 126,841 $ 92,634 $ 71,677 EBITDAre We define earnings before interest, taxes, depreciation and amortization for real estate in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”).
NOI excludes depreciation and amortization, general and administrative expenses, impairments, gain/loss on sale of real estate, interest expense, and other non-operating items. 41 The following is a reconciliation from historical reported net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to NOI: (In thousands) Year Ended December 31, 2023 2022 2021 NOI: Net income (loss) $ 13,807 $ (17,096 ) $ (15,267 ) General and administrative 14,904 15,939 12,920 Depreciation and amortization 92,891 95,312 70,642 Interest expense 38,278 32,217 19,968 (Earnings) loss in investment of unconsolidated joint venture — 147 850 Loss on extinguishment of debt 72 2,176 523 Gain on sale of real estate (22,646 ) — (1,775 ) Appreciation (depreciation) of warrants — (1,760 ) 5,121 Management fee revenue and other income (88 ) (94 ) (348 ) NOI $ 137,218 $ 126,841 $ 92,634 EBITDAre We define earnings before interest, taxes, depreciation and amortization for real estate in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”).
The schedule below is a comparative analysis of the components of interest expense for the years ended December 31, 2022 and 2021. 36 (In thousands) Year Ended December 31, 2022 2021 Changes in accrued interest $ 2,248 $ 191 Amortization of debt related costs 2,163 1,605 Total change in accrued interest and amortization of debt related costs 4,411 1,796 Cash interest paid 28,931 18,172 Capitalized interest (1,125 ) — Total interest expense $ 32,217 $ 19,968 Earnings (loss) in investment of unconsolidated joint venture: Earnings (loss) in investment of unconsolidated joint venture represents the Company’s pro-rata share of the net loss recognized by the former MIR JV, which was consolidated into the Company’s consolidated financial statements following the Company’s acquisition of the remaining 80% interest in the MIR JV from the MIR JV Partner on March 11, 2022.
(In thousands) Year Ended December 31, 2023 2022 Changes in accrued interest $ 984 $ 2,248 Amortization of debt related costs 2,184 2,163 Total change in accrued interest and amortization of debt related costs 3,168 4,411 Cash interest paid 36,212 28,931 Capitalized interest (1,102 ) (1,125 ) Total interest expense $ 38,278 $ 32,217 Earnings (loss) in investment of unconsolidated joint venture: Earnings (loss) in investment of unconsolidated joint venture represents the Company’s pro-rata share of the net loss recognized by the former MIR JV, which was consolidated into the Company’s consolidated financial statements following the Company’s acquisition of the remaining 80% interest in the MIR JV from the MIR JV Partner on March 11, 2022.
Cash Flow A summary of our cash flows for the years ended December 31, 2022 and 2021 are as follows: (In thousands) Year Ended December 31, 2022 2021 Net cash provided by operating activities $ 72,228 $ 57,940 Net cash used in investing activities $ (252,357 ) (356,080 ) Net cash provided by financing activities $ 167,968 $ 309,460 Operating activities : Net cash provided by operating activities for the year ended December 31, 2022 increased approximately $14,288 compared to the year ended December 31, 2021.
Cash Flow A summary of our cash flows for the years ended December 31, 2023 and 2022 are as follows: (In thousands) Year Ended December 31, 2023 2022 Net cash provided by operating activities $ 81,872 $ 72,228 Net cash used in investing activities $ (79 ) (252,357 ) Net cash (used in) provided by financing activities $ (86,802 ) $ 167,968 Operating activities : Net cash provided by operating activities for the year ended December 31, 2023 increased approximately $9,644 compared to the year ended December 31, 2022.
The following table sets forth a reconciliation of our historical net loss to EBITDA re for the periods presented: (In thousands) Year Ended December 31, 2022 2021 2020 EBITDA re : Net loss $ (17,096 ) $ (15,267 ) $ (14,462 ) Depreciation and amortization 95,312 70,642 56,428 Interest expense 32,217 19,968 18,931 Loss on extinguishment of debt 2,176 523 — Gain on sale of real estate — (1,775 ) — Appreciation (depreciation) of warrants (1,760 ) 5,121 103 EBITDA re $ 110,849 $ 79,212 $ 61,000 FFO Funds from operations, or FFO, is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance.
The following table sets forth a reconciliation of our historical net income (loss) to EBITDA re for the periods presented: (In thousands) Year Ended December 31, 2023 2022 2021 EBITDA re : Net income (loss) $ 13,807 $ (17,096 ) $ (15,267 ) Depreciation and amortization 92,891 95,312 70,642 Interest expense 38,278 32,217 19,968 Loss on extinguishment of debt 72 2,176 523 Gain on sale of real estate (22,646 ) — (1,775 ) Appreciation (depreciation) of warrants — (1,760 ) 5,121 EBITDA re $ 122,402 $ 110,849 $ 79,212 FFO and Core FFO Funds from operations, or FFO, is a non-GAAP financial measure that is widely recognized as a measure of an REIT’s operating performance, thereby, providing investors the potential to compare our operating performance with that of other REITs.
The impact on future interest expense as a result of future changes in interest rates will depend largely on the gross amount of our borrowings at that time. 40 Existing Indebtedness as of December 31, 2022 The following is a schedule of our indebtedness as of December 31, 2022 ($ in thousands): Loan Outstanding Balance Interest rate at December 31, 2022 Final Maturity Date Secured debt: AIG Loan $ 111,758 4.08% November 1, 2023 Transamerica Loan 67,398 4.35% August 1, 2028 Allianz Loan 62,388 4.07% April 10, 2026 Minnesota Life Loan 20,019 3.78% May 1, 2028 Minnesota Life Memphis Industrial Loan 56,000 3.15% January 1, 2028 Lincoln Life Gateway Mortgage 28,800 3.43% January 1, 2028 Ohio National Life Mortgage 19,045 4.14% August 1, 2024 Nationwide Loan 15,000 2.97% October 1, 2027 Midland National Life Insurance Mortgage 10,820 3.50% March 10, 2028 Total secured debt 391,228 Unamortized debt issuance costs, net (1,985 ) Unamortized premium/(discount), net 288 Secured debt, net 389,531 Unsecured debt: $100m KeyBank Term Loan 100,000 3.10% (1)(2) August 11, 2026 $200m KeyBank Term Loan 200,000 3.13% (1)(2) February 11, 2027 $150m KeyBank Term Loan 150,000 4.50% (1)(2) May 2, 2027 Total unsecured debt 450,000 Unamortized debt issuance costs, net (2,655 ) Unsecured debt, net 447,345 Borrowings under line of credit: KeyBank unsecured line of credit 77,500 5.77% (1) August 11, 2025 Total borrowings under line of credit $ 77,500 ________________________ (1) For the month of December 2022, the one-month term SOFR for our unsecured debt and borrowings under line of credit was 4.124%.
The impact on future interest expense as a result of future changes in interest rates will depend largely on the gross amount of our borrowings at that time. 44 Existing Indebtedness as of December 31, 2023 The following is a schedule of our indebtedness as of December 31, 2023 ($ in thousands): Loan Outstanding Balance Interest rate at December 31, 2023 Maturity Date Secured debt: Ohio National Life Mortgage $ 18,409 4.14% August 1, 2024 Allianz Loan 61,260 4.07% April 10, 2026 Nationwide Loan 14,948 2.97% October 1, 2027 Minnesota Life Memphis Industrial Loan 54,956 3.15% January 1, 2028 Lincoln Life Gateway Mortgage 28,800 3.43% January 1, 2028 Midland National Life Insurance Mortgage 10,665 3.50% March 10, 2028 Minnesota Life Loan 19,569 3.78% May 1, 2028 Transamerica Loan 59,357 4.35% August 1, 2028 Total secured debt $ 267,964 Unamortized debt issuance costs, net (1,174 ) Unamortized premium/(discount), net 97 Secured debt, net $ 266,887 Unsecured debt: $100m KeyBank Term Loan 100,000 3.10% (1)(2) August 11, 2026 $200m KeyBank Term Loan 200,000 3.13% (1)(2) February 11, 2027 $150m KeyBank Term Loan 150,000 4.50% (1)(2) May 2, 2027 Total unsecured debt $ 450,000 Unamortized debt issuance costs, net (2,010 ) Unsecured debt, net $ 447,990 Borrowings under line of credit: KeyBank unsecured line of credit 155,400 6.62% (1)(3) August 11, 2025 Total borrowings under line of credit $ 155,400 ________________________ (1) For the month of December 2023, the one-month term SOFR for our unsecured debt was 5.345% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.350%.
The Company Portfolio consists of 157 industrial properties located in eleven states with an aggregate of approximately 33.8 million rentable square feet leased to 478 different tenants.
The Company Portfolio consists of 156 industrial properties located in twelve states with an aggregate of approximately 34.0 million rentable square feet leased to 465 different tenants.
Interest Rate SOFR Interest Notional Value (1) Fair Value (2) Swap Counterparty Trade Date Effective Date Maturity Date Strike Rate December 31, 2022 Capital One, N.A. July 13, 2022 July 1, 2022 February 11, 2027 1.527% (3) $ 200,000 $ 17,062 JPMorgan Chase Bank, N.A.
The following table details our outstanding interest rate swaps as of December 31, 2023: Interest Rate SOFR Interest Notional Value (1) Fair Value (2) Swap Counterparty Trade Date Effective Date Maturity Date Strike Rate December 31, 2023 Capital One, N.A. July 13, 2022 July 1, 2022 February 11, 2027 1.527% $ 200,000 $ 12,539 JPMorgan Chase Bank, N.A.
The change was predominantly driven by an decrease of $116,148 in net proceeds from the issuance of common stock, secured and unsecured debt and the line of credit, and a decrease in debt issuance costs and repurchase and extinguishment of Series A Preferred stock of $1,850, offset by an increase of $15,000 in redemption of Series B Preferred Stock during 2022 and an increase of $8,494 in dividends paid.
The change was predominantly driven by a decrease of $8,714 in net proceeds from the issuance of common stock, a decrease in debt issuance costs of $1,743, a decrease of $1,685 in repurchase and extinguishment of Series A Preferred Stock, a decrease of $213,678 in net proceeds from secured and unsecured debt and the line of credit, offset by an increase of $1,963 in dividends paid, and an increase of $33,843 in redemption of preferred stock.
The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. As of December 31, 2022, the Company has entered into five interest rate swap agreements. The following table details our outstanding interest rate swaps as of December 31, 2022.
The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. As of December 31, 2023, the Company had entered into eight interest rate swap agreements.
The increase was primarily attributable to incremental operating cash flows from acquisitions completed during 2022 and same store properties. 39 Investing activities: Net cash used in investing activities for the year ended December 31, 2022 decreased approximately $103,723 compared to the year ended December 31, 2021 primarily due to a decrease in property acquisitions completed during 2022 totaling $197,085 as opposed to $337,030 during 2021, a decrease in proceeds from the sale of real estate property and land parcel of $6,036 during 2021, offset by an increase in capital expenditures of $30,186.
The increase was primarily attributable to incremental operating cash flows from developments placed in service between Q1 2023 and Q4 2023 and Same Store properties. 43 Investing activities: Net cash used in investing activities for the year ended December 31, 2023 decreased approximately $252,278 compared to the year ended December 31, 2022 primarily due to a decrease in property acquisitions completed during the year ended December 31, 2023 totaling $0 as opposed to $197,085 during the year ended December 31, 2022, a decrease in capital expenditures of $20,743, partially offset by an increase in net proceeds from the sale of real estate of $34,450.
Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties.
(2) As of December 31, 2023, the fair value of five of our interest rate swaps were in an asset position of approximately $21.7 million and the remaining three interest rate swaps were in a liability position of approximately $1.2 million. 46 Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties.
The increase was primarily related to a net increase in rental revenue from Acquisitions, Dispositions and Other of $38,562 and an increase of $4,610 from Same Store Portfolio primarily due to scheduled rent steps, leasing activities, and tenant reimbursements for the year ended December 31, 2022.
The increase was primarily related to a net increase in rental revenue from Acquisitions, Dispositions and Other of $10,304 and an increase of $6,014 from Same Store Portfolio primarily from an increase in rent income of $6,814 due to scheduled rent steps and leasing activities, an increase of $3,307 in tenant reimbursements, partially offset by a decrease in non-cash rent adjustments of $4,107 for the year ended December 31, 2023.
Critical Accounting Policies Our discussion and analysis of our company’s historical financial condition and results of operations are based upon its consolidated financial statements, which have been prepared in accordance with GAAP.
The Company determined there was no impairment of value of real estate properties as of December 31, 2023 and 2022. 38 Critical Accounting Policies Our discussion and analysis of our company’s historical financial condition and results of operations are based upon its consolidated financial statements, which have been prepared in accordance with GAAP.
Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions and impairments of long-lived assets. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment.
Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions, impairments of long-lived assets, stock-based compensation and its common stock warrants liability. These estimates and assumptions are based on management’s best estimates and judgment.
Financing activities : Net cash provided by financing activities for the year ended December 31, 2022 decreased approximately $141,492 compared to the year ended December 31, 2021.
Financing activities: Net cash (used in) provided by financing activities for the year ended December 31, 2023 decreased $254,770 compared to the year ended December 31, 2023.
Morgan Securities, LLC, National Securities Corporation, Wedbush Securities Inc and Wells Fargo Securities pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross sales proceeds of up to $200,000 through an “at-the-market” equity offering program (the “2021 $200 Million ATM Program”).
ATM Program On February 28, 2023, the Company entered into a distribution agreement with certain sales agents pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross proceeds of $200,000 through an “at-the-market” equity offering program (the “2023 $200 Million ATM Program”).
Securities and Exchange Commission (“SEC”) registering an aggregate of $750,000 of securities, consisting of an indeterminate amount of common stock, preferred stock, depository shares, warrants, rights to purchase our common stock and debt securities.
Securities and Exchange Commission (“SEC”) registering an aggregate of $750,000 of securities, consisting of an indeterminate amount of common stock, preferred stock, depository shares, warrants, rights to purchase our common stock and debt securities. As of December 31, 2023, the Company has $532,693 available for issuance under the 2021 $750 Million S-3 Filing.
During Q1 2022, all common stock warrants were fully exercised on a cash-less basis and no warrants remained outstanding as of December 31, 2022.
(Appreciation) depreciation of warrants: (Appreciation) depreciation of warrants represents the change in the fair market value of our common stock warrants. For the year ended December 31, 2022, the Company recorded depreciation of warrants of $1,760. During Q1 2022, all common stock warrants were fully exercised on a cash-less basis and no warrants remained outstanding as of December 31, 2023.
Gain on sale of real estate : Gain on sale of real estate of $1,775 represents the gain realized on the sale of real estate for the year ended December 31, 2021.
Gain on sale of real estate : Gain on sale of real estate of $22,646 represents the gain realized on the sale of real estate for the year ended December 31, 2023. No sales of real estate occurred during the year ended December 31, 2022.
Year Type Square Footage % of Total Square Footage Expiring Rent New Rent % Change Tenant Improvements $/SF/YR Lease Commissions $/SF/YR Year Ended December 31, 2022 Renewals 4,602,355 60.2% $ 4.31 $ 4.87 13.0% $ 0.15 $ 0.16 New Leases 3,041,526 39.8% $ 3.51 $ 4.51 28.5% $ 0.40 $ 0.23 Total 7,643,881 100% $ 3.99 $ 4.73 18.5% $ 0.25 $ 0.19 Conditions in Our Markets The Company Portfolio is located in various primary and secondary markets within the main industrial distribution and logistics corridors of the United States.
Year Type Square Footage % of Total Square Footage Expiring Rent New Rent % Change Tenant Improvements $/SF/YR Lease Commissions $/SF/YR Year Ended December 31, 2023 Renewals 3,945,024 70.4% $ 3.75 $ 4.36 16.3% $ 0.14 $ 0.15 New Leases 1,654,919 29.6% $ 3.82 $ 5.03 31.7% $ 0.35 $ 0.35 Total 5,599,943 100% $ 3.77 $ 4.56 21.0% $ 0.21 $ 0.21 Conditions in Our Markets The Company Portfolio is located in various primary and secondary markets within the main industrial distribution and logistics corridors of the United States.
Depreciation and amortization : Depreciation and amortization expense increased by approximately $24,670 to approximately $95,312 for the year ended December 31, 2022 as compared to $70,642 for the year ended December 31, 2021, primarily due to a net increase from Acquisitions, Dispositions and Other of $29,615 and a decrease of $4,945 for the Same Store Portfolio due to the full depreciation and amortization of certain assets during the year ended December 31, 2022.
Depreciation and amortization : Depreciation and amortization expense decreased by $2,421 to $92,891 for the year ended December 31, 2023 as compared to $95,312 for the year ended December 31, 2022, primarily due to a net increase from Acquisitions, Dispositions and Other of $3,083, offset by a decrease of $5,504 for the Same Store Portfolio due to the full depreciation and amortization of certain assets during the year ended December 31, 2023. 40 General and administrative: General and administrative expenses decreased approximately $1,035 to $14,904 for the year ended December 31, 2023 as compared to $15,939 for the year ended December 31, 2022.
Our long-term liquidity needs consist primarily of funds necessary to pay for acquisitions, recurring and non-recurring capital expenditures and scheduled debt maturities.
We intend to satisfy our short-term liquidity requirements through our existing cash, cash flow from operating activities and the net proceeds of any potential future offerings. Our long-term liquidity needs consist primarily of funds necessary to pay for acquisitions, recurring and non-recurring capital expenditures and scheduled debt maturities.
Impairment of Long-Lived Assets We assess the carrying values of our respective long-lived assets whenever events or changes in circumstances indicate the carrying amounts of these assets may not be fully recoverable. Recoverability of real estate assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows.
Impairment of Long-Lived Assets The Company assesses the carrying values of our respective long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Long-lived assets are primarily comprised of real estate properties.
As of December 31, 2022, all our outstanding variable debt, with the exception of the KeyBank unsecured line of credit which had a balance of $77,500, was fixed with interest rate swaps through maturity. The KeyBank unsecured line of credit was subject to a weighted average interest rate of 3.86% during the year ended December 31, 2022.
At December 31, 2023, we had $605,400 of outstanding variable rate debt. As of December 31, 2023, all our outstanding variable debt was fixed with interest rate swaps through maturity, with the exception of the KeyBank unsecured line of credit which had only $100,000 of its $155,400 balance fixed with interest rate swaps through maturity.
Property expenses: Property expenses increased $8,965 for the year ended December 31, 2022 to $56,601 as compared to $47,636 for the year ended December 31, 2021 primarily due to a net increase in expenses related to Acquisitions, Dispositions and Other of $9,231.
Property expenses: Property expenses increased $5,941 for the year ended December 31, 2023 to $62,542 as compared to $56,601 for the year ended December 31, 2022 primarily due to a net increase in expenses related to Acquisitions, Dispositions and Other of $2,813 and an increase of $3,128 from the Same Store Portfolio driven primarily by an increase in real estate taxes and operating expenses.
Contractual Obligations and Commitments The following table sets forth our obligations and commitments as of December 31, 2022: (in thousands) Payments Due by Period Total 2023 2024 2025 2026 2027 Thereafter Principal payments - secured debt $ 391,228 $ 116,598 $ 23,180 $ 4,961 $ 62,740 $ 17,650 $ 166,099 Principal payments - unsecured debt 450,000 — — — 100,000 350,000 — Principal payments - borrowings under line of credit 77,500 — — 77,500 — — — Interest payments - secured debt 50,584 14,649 10,062 9,374 7,606 6,595 2,298 Interest payments - unsecured debt 65,920 16,110 16,110 16,110 14,818 2,772 — Interest payments - borrowings under line of credit (1) 16,025 4,472 4,472 4,472 2,609 — — Office Leases 7,208 1,274 1,243 857 764 779 2,291 Ground Leases (2) 8,576 192 192 207 209 209 7,567 Total Contractual Obligations $ 1,067,041 $ 153,295 $ 55,259 $ 113,481 $ 188,746 $ 378,005 $ 178,255 ____________________ (1) Interest payments for the $100m, $150m and $200m KeyBank Term Loans are calculated using a fixed rate of 1.504%, 2.904%, and 1.5273%, respectively and 5.77% on the borrowings under line of credit.
No shares were issued under the 2021 $200 Million ATM Program for the year ended December 31, 2023. 45 Contractual Obligations and Commitments The following table sets forth our obligations and commitments as of December 31, 2023: (in thousands) Payments Due by Period Total 2024 2025 2026 2027 2028 Thereafter Principal payments - secured debt $ 267,964 $ 23,041 $ 4,810 $ 62,582 $ 17,486 $ 160,045 $ — Principal payments - unsecured debt 450,000 — — 100,000 350,000 — — Principal payments - borrowings under line of credit 155,400 — 155,400 — — — — Interest payments - secured debt 34,651 9,774 9,093 7,332 6,328 2,124 — Interest payments - unsecured debt 65,920 16,110 16,110 16,110 14,818 2,772 — Interest payments - borrowings under line of credit (1) 17,441 10,282 7,159 — — — — Office Leases 5,934 1,243 857 764 779 794 1,497 Ground Leases (2) 8,382 192 207 209 209 209 7,356 Total Contractual Obligations $ 1,005,692 $ 60,642 $ 193,636 $ 186,997 $ 389,620 $ 165,944 $ 8,853 ____________________ (1) Interest payments for the $100m, $150m and $200m KeyBank Term Loans are calculated using a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions. 34 Derivative Instruments and Hedging Activities We record all derivatives on the accompanying consolidated balance sheets at fair value.
Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions.
For the year ending December 31, 2022, the Company has issued 2,345,247 shares of its common stock under the 2021 $200 Million ATM Program for aggregate net proceeds of approximately $58,179. The Company has approximately $95,179 available for issuance under the 2021 $200 Million ATM Program.
The 2023 $200 Million ATM Program replaced the previous $200 Million ATM program, which was entered on November 9, 2021 (“2021 $200 Million ATM Program”). For the year ended December 31, 2023, the Company issued 2,200,600 shares of its common stock under the 2023 $200 Million ATM Program for aggregate net proceeds of approximately $49,465.
(2) As of December 31, 2022, the one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.5273%, respectively. 2022 Debt Activity On March 11, 2022, a wholly-owned subsidiary of the Operating Partnership assumed a mortgage (the “Minnesota Life Memphis Industrial Loan”) with a balance of $56,000 in conjunction with our acquisition of all outstanding interests in the entity owning the portfolio in Memphis, Tennessee.
(2) As of December 31, 2023, the one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, 1.527% respectively.
Interest expense : Interest expense increased by approximately $12,249 to $32,217 for the year ended December 31, 2022 as compared to $19,968 for the year ended December 31, 2021. The increase is primarily due to additional borrowings associated with our acquisition activity and increases in interest rates on our line of credit and term loan facility.
The increase is primarily due to increased interest rates and outstanding borrowings under the KeyBank unsecured line of credit for the year ended December 31, 2023 compared to the year ended December 31, 2022. The schedule below is a comparative analysis of the components of interest expense for the years ended December 31, 2023 and 2022.
Removed
In order to review our real estate assets for recoverability, we consider current market conditions, as well as our intent with respect to holding or disposing of the asset. Our intent with regard to the underlying assets might change as market conditions change, as well as other factors, especially in the current global economic environment.
Added
On a quarterly basis, management assesses whether there are any indicators, including changes in the anticipated holding period, general market conditions, and property operating performance, that may indicate an impairment exists.
Removed
The use of projected future cash flows is based on assumptions that are consistent with our estimates of future expectations and the strategic plan we use to manage our underlying business.
Added
Recoverability of real estate properties is measured by comparison of the carrying amount of the property to the estimated future undiscounted cash flows to be generated from the use and eventual disposition of that property.
Removed
Assumptions and estimates used in the recoverability analyses for future cash flows, discount rates and capitalization rates are complex and subjective. Changes in economic and operating conditions or our intent with regard to our investment that occurs subsequent to our impairment analyses could impact these assumptions and result in future impairment of our real estate properties.
Added
Derivative Instruments and Hedging Activities We record all derivatives on the accompanying consolidated balance sheets at fair value.
Removed
Management fee revenue: Management fee revenue and other income represents management fee income earned from the unconsolidated joint venture and other miscellaneous income.
Added
The decrease is attributable primarily to decreased compensation and professional expenses of $1,099, a decrease in acquisition expenses of $120, partially offset by an increase in non-cash stock compensation of $362. Interest expense : Interest expense increased by approximately $6,061 to $38,278 for the year ended December 31, 2023 as compared to $32,217 for the year ended December 31, 2022.
Removed
Property expenses for the Same Store Portfolio decreased approximately $266 primarily due to a decrease in real estate taxes and utilities, partially offset by an increase in other operating expenses.
Added
We believe that Core FFO is a useful supplemental measure in addition to FFO by adjusting for items that are not considered by us to be part of the period-over-period operating performance of our property portfolio, thereby, providing a more meaningful and consistent comparison of our operating and financial performance during the periods presented below.
Removed
General and administrative: General and administrative expenses increased approximately $3,019 to $15,939 for the year ended December 31, 2022 as compared to $12,920 for the year ended December 31, 2021.
Added
The KeyBank unsecured line of credit was subject to a weighted average interest rate of 6.67% during the year ended December 31, 2023.
Removed
The increase is attributable primarily to a net increase in payroll expense of $1,025 due to increased head count and compensation increases, an increase in professional fees of $440 and an increase in non-cash stock compensation of $1,045.
Added
(3) As of December 31, 2023, $100m of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%. 2023 Debt Activity On November 1, 2023, the Company repaid in full, the outstanding principal and interest balance of approximately $110,019 on the AIG Loan using proceeds from the KeyBank unsecured line of credit.
Removed
No sales of real estate occurred during the year ended December 31, 2022 (Appreciation) depreciation of warrants: (Appreciation) depreciation of warrants represents the change in the fair market value of our common stock warrants. For the years ended December 31, 2022 and 2021, the Company recorded a depreciation of warrants of $1,760 and an appreciation of warrants of $5,121, respectively.

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Other PLYM 10-K year-over-year comparisons