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What changed in Plymouth Industrial REIT, Inc.'s 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of Plymouth Industrial REIT, Inc.'s 2023 and 2024 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 2024 report.

+398 added319 removedSource: 10-K (2025-03-03) vs 10-K (2024-02-22)

Top changes in Plymouth Industrial REIT, Inc.'s 2024 10-K

398 paragraphs added · 319 removed · 271 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeLegal 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.
Biggest changeFrom 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.
Investment Strategy We intend to continue to focus on the acquisition 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 we refer to as our target markets.
Investment Strategy We intend to continue to focus on the acquisition of industrial properties located in Primary Markets 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 we refer to as our target markets.
Access to those reports and other filings with the SEC may be obtained, free of charge from our website, www.plymouthreit.com or through the SEC’s website at www.sec.gov. These reports are available as soon as reasonably practicable after such material is electronically filed or furnished to the SEC. 4
Access to those reports and other filings with the SEC may be obtained, free of charge from our website, www.plymouthreit.com or through the SEC’s website at www.sec.gov. These reports are available as soon as reasonably practicable after such material is electronically filed or furnished to the SEC.
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.
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. 4 Regulation General Our properties are subject to various laws, ordinances and regulations, including regulations relating to common areas and fire and safety requirements.
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.
We also use data-driven and event-driven analytics and primary research to identify and pursue emerging investment opportunities. 3 Our investment strategy focuses on industrial properties in Primary Markets 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. 3 Human Capital As of December 31, 2023, we had forty-three 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. Human Capital As of December 31, 2024, we had forty-six full time 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.
As of December 31, 2024, females constituted approximately 56% of our workforce and 50% 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.
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 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 Americans with Disabilities Act of 1990 (the “ADA”) to the extent that such properties are “public accommodations” as defined thereunder.
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”).
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”).
Business Overview We are a full service, vertically integrated, self-administered and self-managed REIT focused on the acquisition, ownership, management, redevelopment and development of single and multi-tenant industrial properties, including distribution centers, warehouses, light industrial and small bay 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.
Business Overview Plymouth Industrial REIT, Inc., collectively with its consolidated subsidiaries (“Plymouth,” the “Company,” “we,” “us,” and “our”), is a full service, vertically integrated, self-administered and self-managed REIT focused on the acquisition, ownership, management, redevelopment and development of single and multi-tenant industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties, located in Primary Markets 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.
Tenant relations matters, including monitoring of tenant compliance with their property maintenance obligations and other lease provisions, will be handled by in-house personnel for most of our properties. Financing Strategy We intend to maintain a flexible and growth-oriented capital structure. We intend to use the net proceeds from our public offerings along with additional indebtedness to acquire industrial properties.
Tenant relations matters, including monitoring of tenant compliance with their property maintenance obligations and other lease provisions, will be handled by in-house personnel for most of our properties. Financing Strategy We intend to maintain a flexible and growth-oriented capital structure.
Environmental Matters The Company Portfolio is subject to various federal, state and local environmental laws. Under these laws, courts and government agencies have the authority to require us, as owner of a contaminated property, to clean up the property, even if we did not know of or were not responsible for the contamination.
Under these laws, courts and government agencies have the authority to require us, as owner of a contaminated property, to clean up the property, even if we did not know of or were not responsible for the contamination.
Insurance We carry commercial property, liability and terrorism coverage on all the properties in the Company Portfolio under a blanket insurance policy. Generally, we do not carry insurance for certain types of extraordinary losses, including, but not limited to, losses caused by riots, war, earthquakes and wildfires unless the property is in a higher risk area for those events.
Generally, we do not carry insurance for certain types of extraordinary losses, including, but not limited to, losses caused by riots, war, earthquakes and wildfires unless the property is in a higher risk area for those events.
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”.
The Company was founded in March 2011 by Jeffrey Witherell who has over 30 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 (the “NYSE”) under the symbol “PLYM”. Our headquarters and executive offices are located in Boston, Massachusetts.
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.
As of December 31, 2024, the Company’s portfolio consists of 129 industrial properties (the “Company Portfolio”) comprising of 199 buildings located in eleven states with an aggregate of approximately 29.3 million rentable square feet. The Company Portfolio was 92.3% leased to 443 different tenants across 34 industry types as of December 31, 2024.
Any net proceeds from our public offerings will be contributed to the Operating Partnership in exchange for OP units. Our interest in the Operating Partnership will generally entitle us to share in cash distributions from, and in the profits and losses of, our Operating Partnership in proportion to our percentage ownership.
Our interest in the Operating Partnership will generally entitle us to share in cash distributions from, and in the profits and losses of, our Operating Partnership in proportion to our percentage ownership.
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. 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.
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.
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.
Additionally, we have regional offices in Columbus, Ohio, Jacksonville, Florida, Memphis, Tennessee, and Atlanta, Georgia. 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”).
We also anticipate using OP units to acquire properties from existing owners interested in tax-deferred transactions. Competition In acquiring our properties, we compete with other public industrial property sector REITs, income oriented non-traded REITs, private real estate fund managers and local real estate investors and developers.
The Operating Partnership completed the Contribution on November 13, 2024. Competition In acquiring our properties, we compete with other public industrial property sector REITs, income oriented non-traded REITs, private real estate fund managers and local real estate investors and developers.
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.
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.
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.
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.
Lastly, some of these environmental laws restrict the use of a property or place conditions on various activities. An example would be laws that require a business using chemicals to manage them carefully and to notify local officials that the chemicals are being used. We could be responsible for any of the costs discussed above.
Furthermore, various court decisions have established that third parties may recover damages for injury caused by property contamination, and some environmental laws restrict the use of a property or place conditions on various activities. We could be responsible for any of the costs discussed above.
Our additional indebtedness may include unsecured arrangements such as our revolving credit facility and term loans, or, secured arrangements such as a mortgage. We believe that we will have the ability to leverage newly-acquired properties with our long-term target debt-to-value ratio of less than 50%.
We believe that we will have the ability to leverage newly-acquired properties with our long-term target debt-to-value ratio of less than 50%. We also anticipate using OP Units to acquire properties from existing owners interested in tax-deferred transactions.
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.
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.
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Our headquarters and executive offices are located in Boston, Massachusetts. Additionally, we have regional offices in Columbus, Ohio, Jacksonville, Florida, Memphis, Tennessee, and Atlanta, Georgia.
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As of December 31, 2024, the Company owned a 98.9% equity interest in the Operating Partnership. Any net proceeds from our public offerings will be contributed to the Operating Partnership in exchange for OP Units.
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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.
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We also own a 35% equity interest in, and provide services to, a joint venture through a wholly owned subsidiary of the Operating Partnership. The joint venture is accounted for using the equity method of accounting. As such, the operating data of the joint venture is not consolidated with that of the Company.
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Furthermore, various court decisions have established that third parties may recover damages for injury caused by property contamination. For instance, a person exposed to asbestos at one of our properties may seek to recover damages if he or she suffers injury from the asbestos.
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We intend to use the net proceeds from our public offerings and issuances of preferred stock along with additional indebtedness to acquire industrial properties. Our additional indebtedness may include unsecured arrangements such as our revolving credit facility and term loans, or, secured arrangements such as mortgages.
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The costs to clean up a contaminated property, to defend against a claim, or to comply with environmental laws could be material and could adversely affect the funds available for distribution to our stockholders. We usually require Phase I or similar environmental assessments by independent environmental consultants at the time of acquisition of a property.
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Joint Venture On August 26, 2024, the Operating Partnership, Isosceles JV Investments, LLC, an affiliate of Sixth Street Partners, LLC (the “Investor”), and Isosceles JV, LLC, an affiliate of Sixth Street Partners, LLC (the “Joint Venture”), entered into a Limited Liability Company Interest Contribution Agreement, pursuant to which the Operating Partnership ultimately contributed (the “Contribution”) 100% of its equity interests in directly and indirectly wholly-owned subsidiaries owning 34 properties located in and around the Chicago metropolitan statistical area (each, a “Chicago Property” and, collectively the “Chicago Properties”) to the Joint Venture, which is owned 35% by Plymouth Chicago Portfolio, LLC, a wholly-owned subsidiary of the Operating Partnership, and 65% by the Investor.
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We generally expect to continue to obtain a Phase I or similar environmental site assessments by independent environmental consultants on each property prior to acquiring it. However, these environmental assessments may not reveal all environmental costs that might have a material adverse effect on our business, assets, results of operations or liquidity and may not identify all potential environmental liabilities.
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See “Item 1A. Risk Factors—Risks Related to the Real Estate Industry and the Broader Economy.” Environmental Matters The Company Portfolio is subject to various federal, state and local environmental laws.
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We can make no assurances that (1) future laws, ordinances or regulations will not impose material environmental liabilities on us, or (2) the current environmental condition of our properties will not be affected by tenants, the condition of land or operations in the vicinity of our properties (such as releases from underground storage tanks), or by third parties unrelated to us.
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These and other risks related to environmental matters are described in more detail in “Item 1A. Risk Factors—Risks Related to the Real Estate Industry and the Broader Economy.” Insurance We carry commercial property, liability and terrorism coverage on all the properties in the Company Portfolio under a blanket insurance policy.
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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. 5 Legal Proceedings We are not currently a party, as plaintiff or defendant, to any material legal proceedings.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeRisks 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.
Biggest changeRisks Associated with Our Indebtedness: We have significant indebtedness outstanding, which may expose us to the risk of default under our debt obligations. Inflation, high interest rates or deflation could materially adversely impact our financial condition, results of operations and cash flows. 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, which would have a material adverse effect on our cash flows and financial condition. High mortgage rates and/or 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 net income and the amount of cash distributions we can make. Certain of our existing loan agreements, and some of our future financing arrangements are expected to, provide for balloon payment obligations, which may materially adversely affect our financial condition and our ability to make distributions. Certain of our loan agreements are secured by various properties within our Company Portfolio, and any uncured default under any of these loan documents could result in a loss of one or more of the secured properties. Our hedging strategies may not mitigate our risks associated with our variable-rate indebtedness.
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.
Risks Related to Our Business and Operations Our Company 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.
If the rental rates for our properties decrease, or if our existing tenants do not renew their leases or we do not re-lease a significant portion of our available space and space for which leases will expire, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock could be adversely affected.
If the rental rates for our properties decrease, if our existing tenants do not renew their leases or if we do not re-lease a significant portion of our available space and space for which leases will expire, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per-share trading price of, our stock could be adversely affected.
Our primary investment strategy involves the acquisition 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.
Our primary investment strategy involves the acquisition of industrial properties located in Primary Markets 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.
If we cannot operate acquired properties to meet our financial expectations, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock could be materially and adversely affected.
If we cannot operate acquired properties to meet our financial expectations, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per-share trading price of, our stock could be materially adversely affected.
If any of these events occur, our cash flow could be reduced. This, in turn, could reduce cash available for distribution to our stockholders and materially and adversely affect our ability to raise more capital by issuing additional equity securities or by borrowing more money.
If any of these events occur, our cash flow could be reduced. This, in turn, could reduce cash available for distribution to our stockholders and materially adversely affect our ability to raise more capital by issuing additional equity securities or by borrowing more money.
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.
Our existing loan agreements restrict our ability to engage in some business activities, which could put us at a competitive disadvantage and materially adversely affect our results of operations and financial condition.
As a result of all these factors, our failure to maintain our qualification as a REIT also could impair our ability to expand our business and raise capital and could materially and adversely affect the per share trading price of our stock.
As a result of all these factors, our failure to maintain our qualification as a REIT also could impair our ability to expand our business and raise capital and could materially adversely affect the per-share trading price of our stock.
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.
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 Company 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 the 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.
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.
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; 9 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 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 ability to acquire properties on favorable terms, or at all, may expose us to the following significant risks: we may incur significant costs and divert management attention in connection with evaluating and negotiating potential acquisitions, including ones that we are subsequently unable to complete; even if we enter into agreements for the acquisition of properties, these agreements are subject to conditions to closing, which we may be unable to satisfy; and we may be unable to finance any given acquisition on favorable terms or at all.
Our ability to acquire properties on favorable terms, or at all, may expose us to the following significant risks: 8 we may incur significant costs and divert management attention in connection with evaluating and negotiating potential acquisitions, including ones that we are subsequently unable to complete; even if we enter into agreements for the acquisition of properties, these agreements are subject to conditions to closing, which we may be unable to satisfy; and we may be unable to finance any given acquisition on favorable terms or at all.
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, 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, depending on fluctuations in asking rental rates at any given time, from time-to-time rental rates for expiring leases in our portfolio may be higher than starting rental rates for new leases. Our acquisition of properties or portfolios of properties through tax-deferred contribution transactions, which could result in stockholder dilution and limit our ability to sell such assets.
In addition, depending on fluctuations in asking rental rates at any given time, from time-to-time rental rates for expiring leases in our Company Portfolio may be higher than starting rental rates for new leases. Our acquisition of properties or portfolios of properties through tax-deferred contribution transactions, which could result in stockholder dilution and limit our ability to sell such assets.
Environmental liabilities could affect a tenant’s ability to make rental payments to us. In addition, changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially and adversely affect our operations, or those of our tenants, which could in turn have a material adverse effect on us.
Environmental liabilities could affect a tenant’s ability to make rental payments to us. In addition, changes in laws could increase the potential liability for noncompliance. This may result in significant unanticipated expenditures or may otherwise materially adversely affect our operations, or those of our tenants, which could in turn have a material adverse effect on us.
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.
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.
Adverse economic conditions and the dislocation in the credit markets 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. Ongoing challenging economic conditions have negatively impacted the lending and capital markets, particularly for real estate.
Adverse economic conditions and the dislocation in the credit markets 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 common stock. Ongoing challenging economic conditions have negatively impacted the lending and capital markets, particularly for real estate.
We are subject to the risk that the default, financial distress or bankruptcy of a single tenant could cause interruptions in the receipt of rental revenue and/or result in a vacancy, which is likely to result in the complete reduction in the operating cash flows generated by the property leased to that tenant and may decrease the value of that property.
We are therefore subject to the risk that the default, financial distress or bankruptcy of a single tenant could cause interruptions in the receipt of rental revenue and/or result in a vacancy, which is likely to result in the complete reduction in the operating cash flows generated by the property leased to that tenant and may decrease the value of that property.
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 strategies or could create a negative perception in the capital markets.
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 materially adversely affect our ability to manage our business and to implement our growth strategies or could create a negative perception in the capital markets.
Our existing loan agreements contain, and future indebtedness we incur may contain, various covenants, and the failure to comply with those covenants could materially and 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.
Certain of our existing loan agreements contain, and future indebtedness we incur may contain, various covenants, and the failure to comply with those covenants 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.
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.
A default under certain of the loan agreements could result in the foreclosure on all, or a material portion, of the properties within our Company Portfolio, which could leave us with insufficient cash to make debt service payments under our loan agreements and to make distributions to our stockholders.
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 Company 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.
A substantial majority of the leases in our portfolio are with tenants who have non-investment grade credit ratings. The ability of a non-investment grade tenant to meet its obligations to us cannot be considered as well assured as that of an investment grade tenant.
A substantial majority of the leases in our Company Portfolio are with tenants who have non-investment grade credit ratings. The ability of a non-investment grade tenant to meet its obligations to us cannot be considered as well assured as that of an investment grade tenant.
These events include many of the risks set forth above under “—Risks Related to Our Business and Operations,” as well as the following: local oversupply or reduction in demand for industrial space; adverse changes in financial conditions of buyers, sellers, and tenants of properties; vacancies or our inability to rent space on favorable terms, including possible market pressures to offer tenants rent abatements, tenant improvements, early termination rights or below-market renewal options, and the need to periodically repair, renovate and re-lease space; increased operating costs, including insurance premiums, utilities, real estate taxes and state and local taxes; civil unrest, acts of war, terrorist attacks and natural disasters, including earthquakes, floods, and wildfires, which may result in uninsured or underinsured losses; decreases in the underlying value of our real estate; changing submarket demographics; and changing traffic patterns.
These events include many of the risks set forth above under “—Risks Related to Our Business and Operations,” as well as the following: local oversupply or reduction in demand for industrial space; adverse changes in financial conditions of buyers, sellers, and tenants of properties; 16 vacancies or our inability to rent space on favorable terms, including possible market pressures to offer tenants rent abatements, tenant improvements, early termination rights or below-market renewal options, and the need to periodically repair, renovate and re-lease space; increased operating costs, including insurance premiums, utilities, real estate taxes and state and local taxes; civil unrest, acts of war, terrorist attacks and natural disasters, including earthquakes, floods, and wildfires, which may result in uninsured or underinsured losses; decreases in the underlying value of our real estate; changing sub-market demographics; and changing traffic patterns.
We carry commercial property, liability, and terrorism coverage on all the properties in our portfolio under a blanket insurance policy, in addition to other coverages that may be appropriate for certain of our properties.
We carry commercial property, liability, and terrorism coverage on all the properties in our Company Portfolio under a blanket insurance policy, in addition to other coverages that may be appropriate for certain of our properties.
See risk factor “—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.” We may obtain limited or no warranties when we purchase a property, which increases the risk that we may lose invested capital in or rental income from such property.
See risk factor “—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.” We may obtain limited or no warranties when we acquire a property, which increases the risk that we may lose invested capital in, or rental income from, such property.
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 materially 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 required to implement substantial control systems and procedures in order to maintain our qualification as a REIT, satisfy our periodic and current reporting requirements under applicable SEC regulations and comply with the Sarbanes-Oxley Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, or Dodd Frank, and the NYSE or other relevant listing standards.
We are required to implement substantial control systems and procedures in order to maintain our qualification as a REIT, satisfy our periodic and current reporting requirements under applicable SEC regulations and comply with the Sarbanes-Oxley Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd Frank Act”) and the NYSE or other relevant listing standards.
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. We intend to review the carrying value of our properties when circumstances, such as adverse market conditions, indicate a potential impairment may exist.
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 common stock. We review the carrying value of our properties when circumstances, such as adverse market conditions, indicate a potential impairment may exist.
Also, we have not always implemented actions recommended by these assessments, and recommended investigation and remediation of known or suspected contamination has not always been performed.
Also, we have not always implemented actions recommended by these assessments, and the recommended investigation and remediation of known or suspected contamination has not always been performed.
Also, many sellers of real estate are single-purpose entities without any other significant assets. The purchase of properties with limited warranties or from undercapitalized sellers increases the risk that we may lose some or all of our invested capital in the property as well as the loss of rental income from such property.
Also, many sellers of real estate are single-purpose entities without any other significant assets. The acquisition of properties with limited warranties or from undercapitalized sellers increases the risk that we may lose some or all of our invested capital in the property as well as the loss of rental income from such 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.
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. 17 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.
This geographic concentration could adversely affect our operating performance if conditions become less favorable in any of the markets in which we have a concentration of properties. We cannot assure you that any of our target markets will grow or that underlying real estate fundamentals will be favorable to owners and operators of industrial properties.
This geographic concentration could adversely affect our operating performance if conditions become less favorable in any of the markets in which we have a concentration of properties. We cannot assure you that any of these markets will grow or that underlying real estate fundamentals will be favorable to owners and operators of industrial properties.
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.
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 per-share trading price of our stock.
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.
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 activity could materially adversely affect us and our growth prospects.
We face significant competition in the leasing market, which may decrease or prevent increases of the occupancy and rental rates of our properties. We compete with numerous developers, owners, and operators of real estate, many of whom own properties similar to ours in the same submarkets in which our properties are located.
We face significant competition in the leasing market, which may decrease or prevent increases of the occupancy and rental rates of our properties. We compete with numerous developers, owners, and operators of real estate, many of whom own properties similar to ours in the same sub-markets in which our properties are located.
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.
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 21 “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.
As a result of various factors, including competitive pricing pressure in our submarkets, adverse conditions in our target markets, a general economic downturn and a decline in the desirability of our properties compared to other properties in our submarkets, we may be unable to realize the asking rents for properties in our portfolio.
As a result of various factors, including competitive pricing pressure in our sub-markets, adverse conditions in our target markets, a general economic downturn and a decline in the desirability of our properties compared to other properties in our sub-markets, we may be unable to realize the asking rents for properties in our Company Portfolio.
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 our charter, bylaws and 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.
Risks Related to Our Status as a REIT Failure to maintain our qualification as a REIT would have significant adverse consequences to us and the per share trading price of our stock.
Risks Related to Our Status as a REIT Failure to maintain our qualification as a REIT would have material adverse consequences to us and the per-share trading price of our stock.
We cannot assure you that costs or liabilities incurred as a result of environmental issues will not affect our ability to make distributions to you or that such costs or other remedial measures will not 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.
We cannot provide any assurance that costs or liabilities incurred as a result of environmental issues will not affect our ability to make distributions to you or that such costs or other remedial measures will not 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.
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.
The actual rents we receive for our properties may be less than our asking rents, and we may experience lease roll down from time to time.
Item 1A. Risk Factors The following risk factors and other information in this Annual Report on Form 10-K, including the Management’s Discussion and Analysis of Financial Condition and Results of Operations section, should be carefully considered. The risks and uncertainties described below are not the only risks we face.
Item 1A. Risk Factors The following risk factors and other information in this Annual Report on Form 10-K, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” should be carefully considered. The risks and uncertainties described below are not the only risks we face.
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.
This could materially adversely affect us and lead to a decline in the trading price of our stock. 12 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 existing loan agreements, and some of our future financing arrangements are expected to, involve balloon payment obligations, which may materially and adversely affect our financial condition and our ability to make distributions. Our existing loan agreements require, and some of our future financing arrangements may, require us to make a lump-sum or “balloon” payment at maturity.
Certain of our existing loan agreements, and some of our future financing arrangements are expected to, provide for balloon payment obligations, which may materially adversely affect our financial condition and our ability to make distributions. Our existing loan agreements require, and some of our future financing arrangements may require, us to make a lump-sum or “balloon” payment at maturity.
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.
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-leased, if at all. Our Company Portfolio is geographically concentrated in two of our Primary Markets and ten of our Secondary Markets, which causes us to be particularly susceptible to adverse developments in those markets.
Environmental laws also govern the presence, maintenance, and removal of asbestos-containing building materials, or ACBM, and may impose fines and penalties for failure to comply with these requirements.
Environmental laws also govern the presence, maintenance, and removal of asbestos-containing building materials (“ACBM”) and may impose fines and penalties for failure to comply with these requirements.
We cannot assure you that our leases will be renewed or that our properties will be re-leased at rental rates equal to or above the current average rental rates or that we will not offer substantial rent abatements, tenant improvements, early termination rights or below-market renewal options to attract new tenants or retain existing tenants.
We cannot provide any assurance that our leases will be renewed or that our properties will be re-leased at rental rates equal to or above the current average rental rates or that we will not offer substantial rent abatements, tenant improvements, early termination rights or below-market renewal options to attract new tenants or retain existing tenants.
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.
In addition, federal and state laws and regulations, including laws such as the ADA and the Fair Housing Amendment Act of 1988 (the “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.
We cannot assure you that the Phase I environmental site assessment or other environmental studies identified all potential environmental liabilities, or that we will not face significant remediation costs or other environmental contamination that makes it difficult to sell any affected properties.
We cannot provide any assurance that the Phase I environmental site assessment or other environmental studies identified all potential environmental liabilities, or that we will not face significant remediation costs or other environmental contamination that makes it difficult to sell any affected properties.
In order to maintain our qualification as a REIT, we are required under the Code, among other things, to distribute annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain.
In order to maintain our qualification as a REIT, we are required under the Internal Revenue Code of 1986, as amended (the “Code”), to, among other things, distribute annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain.
Further, the loss of a member of our senior management team could be negatively perceived in the capital markets. Any of these developments could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the value of, our stock.
Further, the loss of a member of our senior management team could be negatively perceived in the capital markets. Any of these developments 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.
New or amended laws, regulations, or administrative interpretations, could significantly and negatively affect our ability to qualify as a REIT or the federal income consequences of such qualification or may reduce the relative attractiveness of an investment in a REIT compared to other corporations not qualified as a REIT.
New or amended laws, regulations, or administrative interpretations, could materially adversely affect our ability to qualify as a REIT or the federal income consequences of such qualification or may reduce the relative attractiveness of an investment in a REIT compared to other corporations not qualified as a REIT.
Due to the uncertainty of market conditions which may affect the future disposition of our properties, we cannot assure you that we will be able to sell our properties at a profit in the future, which could adversely affect our financial condition, results of operations, cash flows and our ability to pay distributions on, and the value of, our stock.
Due to the uncertainty of market conditions which may affect the future disposition of our properties, we cannot assure you that we will be able to sell our properties at a profit in the future, which could materially 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.
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.
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; and we also could be subject to the federal alternative minimum tax (for taxable years prior to 2018) and possibly increased state and local taxes.
Risks Related to Our Status as a REIT: Failure to maintain our qualification as a REIT would have significant adverse consequences to us. If our operating partnership failed to qualify as a partnership or a disregarded entity for federal tax purposes, we would cease to qualify as a REIT. To maintain our REIT qualification, we may be forced to borrow funds during unfavorable market conditions. Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends. Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.
Risks Related to Our Status as a REIT: Failure to maintain our qualification as a REIT would have material adverse consequences to us and the per-share trading price of our stock. If our Operating Partnership failed to qualify as a partnership or a disregarded entity for federal tax purposes, we would cease to qualify as a REIT and suffer other adverse consequences. To maintain our REIT qualification, we may be forced to borrow funds during unfavorable market conditions. Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends. Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.
As a result, any delay or a weaker than anticipated economic recovery, particularly in our target markets, could materially and adversely affect us and our growth prospects. Furthermore, even if economic conditions generally improve, we cannot provide any assurances that demand for industrial space in our target markets will increase from current levels.
As a result, any delay or a weaker than anticipated economic activity, particularly in our target markets, could materially adversely affect us and our growth prospects. Furthermore, even if economic conditions are generally strong, we cannot provide any assurance that demand for industrial space in our target markets will increase from current levels.
A security breach or other significant disruption involving our IT related systems could disrupt the proper functioning of our systems; compromise the confidential information of our employees, tenants and vendors; result in misstated financial reports, violations of loan covenants and/or missed reporting deadlines; result in our inability to monitor our compliance with the rules and regulations regarding our qualification as a REIT; result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of proprietary, confidential, sensitive or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive or otherwise harmful purposes and outcomes; require significant management attention and resources to remedy any damages that result; subject us to claims for breach of contract or failure to safeguard personal information, damages, credits, penalties or termination of leases or other agreements; or damage our reputation among our tenants and investors generally.
A security breach or other significant disruption involving our IT related systems could disrupt the proper functioning of our systems; compromise the confidential information of our employees, tenants and vendors; result in misstated financial reports, violations of loan covenants and/or missed reporting deadlines; result in our inability to monitor our compliance with the rules and regulations regarding our qualification as a REIT; result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of proprietary, confidential, sensitive or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive or otherwise harmful purposes and outcomes; require significant management attention and resources to remedy any damages that result; subject us to claims for breach of contract or failure to safeguard personal information, damages, credits, penalties or termination of leases or other agreements; or damage our reputation among our tenants and investors generally. 13 An increased focus on metrics and reporting related to corporate responsibility, specifically related to ESG factors, may impose additional costs, and expose us to new risks.
Newly acquired properties may have characteristics or deficiencies unknown to us that could affect their valuation or revenue potential and such properties may not ultimately perform to our expectations. We cannot assure you that the operating performance of any newly acquired properties will not decline under our management.
Newly acquired properties may have characteristics or deficiencies unknown to us that could affect their valuation or revenue potential, and, as a result, such properties may not ultimately perform to our expectations. We cannot provide any assurance that the operating performance of any newly acquired properties will not decline under our management.
As a result, we will incur significant legal, accounting, and other expenses, and our management and other personnel will need to devote a substantial amount of time to comply with these rules and regulations and establish the corporate infrastructure and control systems and procedures demanded of a publicly traded REIT.
As a result, we incur significant legal, accounting, and other expenses, and our management and other personnel must devote a substantial amount of time to comply with these rules and regulations and maintain and enhance, as appropriate, the corporate infrastructure and control systems and procedures demanded of a publicly traded REIT.
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.
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 person insurance on any of our key personnel.
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.
Furthermore, we may be required to expend funds to correct defects or to make improvements before a property can be sold. We cannot provide any assurance that we will have funds available to correct such defects or to make such improvements.
If we are unable to finance property acquisitions or acquire properties on favorable terms, or at all, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per share trading price of, our stock could be adversely affected.
If we are unable to finance property acquisitions or acquire properties on favorable terms, or at all, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per-share trading price of, our stock could be adversely affected. In addition, failure to identify or complete acquisitions of suitable properties could limit our growth.
We may also be subject to financial and operating covenants. Failure to comply with any of these covenants would likely result in a default under the applicable indebtedness that would permit the acceleration of amounts due thereunder and under other indebtedness and foreclosure of properties, if any, serving as collateral therefor.
Failure to comply with any of these covenants would likely result in a default under the applicable indebtedness that would permit the acceleration of amounts due thereunder and under other indebtedness and foreclosure of properties, if any, serving as collateral therefor.
We cannot assure you that our hedging strategies and derivative financial instruments will adequately offset the risk of interest rate volatility or that such instruments will not result in losses that may adversely impact our financial condition.
We provide any assurance that our hedging strategies and derivative financial instruments will adequately offset the risk of interest rate volatility or that such instruments will not result in losses that may adversely impact our financial condition.
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.
This could result in difficulty maintaining current tenants upon expiration of their leases and attracting new tenants to available properties, which could have a material 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. 10 A substantial majority of the leases in our Company 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.
Our operations may also be affected if competing properties are built in our target markets.
Our operations may also be materially affected if competing properties are built in these markets.
If we are unable to obtain rental rates comparable to our asking rents for the properties in our portfolio, our ability to generate cash flow growth will be negatively impacted.
If we are unable to obtain rental rates comparable to our asking rents for the properties in our Company Portfolio, our ability to generate cash flow growth will be materially adversely affected.
Changes in the interest rates on a material portion of our variable rate debt (69.3%) have been hedged by interest rate swap agreements.
Changes in the interest rates on a material portion of our variable rate debt (95.7% of total variable rate debt) have been hedged by interest rate swap agreements.
If the outstanding balance of the debt secured by the mortgage exceeds our tax basis in the property, we would recognize taxable income on foreclosure, but would not receive any cash proceeds, which could hinder our ability to meet the REIT distribution requirements imposed by the Code.
If the outstanding balance of the debt secured by the mortgage exceeds our tax basis in the property, we would recognize taxable income on foreclosure, but would not receive any cash proceeds, which could hinder our ability to meet the REIT distribution requirements imposed by the Code. Our hedging strategies may not mitigate our risks associated with our variable-rate indebtedness.
Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, unless a sale or disposition qualifies under certain statutory safe harbors, such characterization is a factual determination, and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors.
Although we do not intend to hold any properties that would be characterized as held for sale to customers in the ordinary course of our business, unless a sale or disposition qualifies under certain statutory safe harbors, such characterization is a factual determination, and no guarantee can be given that the IRS would agree with our characterization of our properties or that we will always be able to make use of the available safe harbors. 25 Complying with REIT requirements may affect our profitability and may force us to liquidate or forgo otherwise attractive investments.
As a result, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the value of, our stock could be adversely affected.
As a result, our financial condition, results of operations, cash flows and our ability to pay distributions on, and the per-share trading price of, our stock could be materially adversely affected.
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.
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.
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.
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.
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%).
Our wholly owned Company Portfolio consists of holdings in the following markets (which accounted for the percentage of our total annualized rent indicated) as of December 31, 2024: Memphis (21.1%); Jacksonville (13.5%); Cleveland (13.1%); Indianapolis (11.3%); Cincinnati (10.3%); Columbus (9.4%); St. Louis (8.7%); Atlanta (7.7%); South Bend (2.2%); Boston (1.8%); and Charlotte (0.9%).
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.
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.
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.
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.
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.
If we are unable to enter into hedging arrangements with respect to, or otherwise refinance, this indebtedness with acceptable terms, the ultimate impact of future interest rate increases could result in significant unanticipated reductions in our net operating income.
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.
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. Uninsured losses relating to real property may adversely affect your returns.
We supplement our participation in these rating systems with public disclosures regarding our ESG activities, but investors and stakeholders may look for specific disclosures that we do not provide.
Further, the criteria used in these rating systems change frequently, and our scores may drop as criteria changes. We supplement our participation in these rating systems with public disclosures regarding our ESG activities, but investors and stakeholders may look for specific disclosures that we do not provide.
Our business strategy depends on achieving revenue growth and capital appreciation from anticipated near-term growth in demand for industrial space in our target markets as a result of improving demographic trends and supply and demand fundamentals.
Our business strategy depends on achieving revenue growth and capital appreciation from anticipated near-term increases in demand for industrial space in our target markets as a result of sustained or elevated demographic trends and generally favorable market conditions.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeInformation about cybersecurity risks and our risk management processes is collected, analyzed and considered as part of our overall enterprise risk management (“ERM”). 27 Key components of our cybersecurity risk management program include: risk assessments designed to help identify cybersecurity risks to our critical systems, information, services, and our broader enterprise IT environment; a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents; the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security processes; cybersecurity awareness training of our employees, incident response personnel and senior management; a cybersecurity incident response plan that includes procedures for responding to cybersecurity incidents; and a third-party cyber risk management process for vendors including, among other things, a security assessment and contracting program for vendors based on their risk profile.
Biggest changeKey components of our cybersecurity risk management program include: risk assessments designed to help identify cybersecurity risks to our critical systems, information, services, and our broader enterprise information technology (“IT”) environment; a security team principally responsible for managing (1) our cybersecurity risk assessment processes, (2) our security controls, and (3) our response to cybersecurity incidents; the use of external service providers, where appropriate, to assess, test or otherwise assist with aspects of our security processes; cybersecurity awareness training of our employees, incident response personnel and senior management; a cybersecurity incident response plan that includes procedures for responding to cybersecurity incidents; and a third-party cyber risk management process for vendors including, among other things, a security assessment and contracting program for vendors based on their risk profile. 28 At this time, we have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected us, including our operations, business strategy, results of operations, or financial condition.
Our Board of Directors considers cybersecurity risk as part of its risk oversight function and has delegated to the Cybersecurity Committee (“Committee”) oversight of cybersecurity and other information technology risks. The Committee oversees management’s implementation of our cybersecurity risk management program.
Our board of directors considers cybersecurity risk as part of its risk oversight function and has delegated to the Cybersecurity Committee (the “Committee”) oversight of cybersecurity and other information technology risks. The Committee oversees management’s implementation of our cybersecurity risk management program.
Our management cybersecurity committee is informed about and monitors the prevention, detection, mitigation, and remediation of cybersecurity risks and incidents through various means, which may include, among other things, briefings with internal security personnel, threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us, and alerts and reports produced by security tools deployed in our IT environment. 28
Our management cybersecurity committee is informed about and monitors the prevention, detection, mitigation, and remediation of cybersecurity risks and incidents through various means, which may include, among other things, briefings with internal security personnel, threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us, and alerts and reports produced by security tools deployed in our IT environment . 29
We face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition.
We face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us, including our operations, business strategy, results of operations, or financial condition. See “Item IA.
ITEM 1C. CYBERSECURITY Cybersecurity Risk Management and Strategy We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information. We design and assess our program based on the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF and AI Risk Management Framework).
ITEM 1C. CYBERSECURITY Cybersecurity Risk Management and Strategy We have developed and implemented a cybersecurity risk management program intended to protect the confidentiality, integrity, and availability of our critical systems and information. We design and assess our program based on the National Institute of Standards and Technology Cybersecurity Framework (the “NIST CSF”) and AI Risk Management Framework.
See “Risk Factors - We face risks associated with security breaches through cyber-attacks, cyber intrusions, as well as other significant disruptions of our information systems.” Cybersecurity Governance Our Board of Directors recognizes the critical importance of maintaining the trust and confidence of our tenants, business partners, investors, and employees.
Risk Factors— Risks Related to Our Business and Operations—We face risks associated with security breaches through cyber-attacks, cyber intrusions, as well as other significant disruptions of our information systems.” Cybersecurity Governance Our board of directors recognizes the critical importance of maintaining the trust and confidence of our tenants, business partners, investors, and employees.
Removed
At this time, we have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected us, including our operations, business strategy, results of operations, or financial condition.
Added
Information about cybersecurity risks and our risk management processes is collected, analyzed and considered as part of our overall enterprise risk management (“ERM”).

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeBrick 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.
Biggest changeMarket 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% $ 656,625 0.5% $ 4.38 1413 Lovers Lane Augusta GA Warehouse/Distribution 1999 200,000 100% $ 738,075 0.6% $ 3.69 1665 Dogwood Drive SW Conyers GA Warehouse/Distribution 1973 198,000 100% $ 745,707 0.6% $ 3.77 1715 Dogwood Drive Conyers GA Warehouse/Distribution 1973 100,000 100% $ 284,614 0.2% $ 2.85 11236 Harland Drive Covington GA Warehouse/Distribution 1988 32,361 100% $ 161,805 0.1% $ 5.00 40 Pinyon Road Covington GA Warehouse/Distribution 1997 60,148 100% $ 375,074 0.3% $ 6.24 32 Dart Road Newnan GA Warehouse/Light Manufacturing 1988/2014 194,800 100% $ 899,190 0.7% $ 4.62 Peachtree City Peachtree City GA Small Bay Industrial 1979 & 2013 297,926 100% $ 1,818,714 1.4% $ 6.11 Peachtree City II Peachtree City GA Small Bay Industrial 1989 117,000 98% $ 961,944 0.7% $ 8.38 6739 New Calhoun Highway NE Rome GA Warehouse/Distribution 1981/1996 & 2017 320,000 100% $ 1,014,400 0.8% $ 3.17 6777-6785 New Calhoun Highway NE Rome GA Warehouse/Distribution 2023 416,600 100% $ 2,454,346 1.9% $ 5.89 Boston 54-56 Milliken Portland ME Warehouse/Light Manufacturing 1966 & 2022/2013 268,713 100% $ 2,361,129 1.8% $ 8.79 Charlotte 1570 East P Street Extension Newton NC Warehouse/Light Manufacturing 2005 155,220 100% $ 1,229,184 0.9% $ 7.92 Cincinnati Cornell Commerce Center Blue Ash OH Small Bay Industrial 1976 165,521 98% $ 1,089,646 0.8% $ 6.74 1220-1230 Hillsmith Drive Cincinnati OH Warehouse/Distribution 1975 46,039 100% $ 260,034 0.2% $ 5.65 1-45 Techview Drive Cincinnati OH Warehouse/Distribution 1981-1982 86,462 91% $ 423,316 0.3% $ 5.35 4225-4331 Dues Drive Cincinnati OH Warehouse/Distribution 1972 303,000 100% $ 1,651,663 1.3% $ 5.45 613-637 Redna Terrace Cincinnati OH Warehouse/Distribution 1965 74,521 100% $ 459,401 0.4% $ 6.16 8080 Reading Road Cincinnati OH Warehouse/Distribution 2007 10,000 100% $ 68,000 0.1% $ 6.80 3741 Port Union Rd Fairfield OH Warehouse/Distribution 1995/2001 53,602 93% $ 313,167 0.2% $ 6.30 4115 Thunderbird Fairfield OH Warehouse/Distribution 1991 70,000 100% $ 278,567 0.2% $ 3.98 Fisher Industrial Park Fairfield OH Warehouse/Light Manufacturing 1946, 2023 1,403,932 99% $ 5,970,010 4.6% $ 4.31 Fairfield Business Center Fairfield OH Small Bay Industrial 1990 39,558 100% $ 248,029 0.2% $ 6.27 7585 Empire Drive Florence KY Warehouse/Light Manufacturing 1973 148,415 61% $ 361,460 0.3% $ 4.00 3825 Symmes Road Hamilton OH Warehouse/Distribution 1990/1994 41,060 100% $ 301,729 0.2% $ 7.35 11540-11630 Mosteller Sharonville OH Warehouse/Light Manufacturing 1959 358,386 66% $ 763,747 0.6% $ 3.23 2700 Kemper Road Sharonville OH Small Bay Industrial 1990 85,718 100% $ 663,648 0.5% $ 7.75 2800 Kemper Road Sharonville OH Small Bay Industrial 1989 82,832 94% $ 663,306 0.5% $ 8.50 Cleveland 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% $ 472,182 0.4% $ 5.21 1350 Moore Road Avon OH Warehouse/Distribution 1997 109,075 0% $ - 0.0% $ - 22209 Rockside Road Bedford OH Warehouse/Distribution 2008/2021 197,518 100% $ 1,121,902 0.9% $ 5.68 1120 West 130th St Brunswick OH Warehouse/Distribution 2000 100,301 100% $ 534,849 0.4% $ 5.33 4211 Shuffel Street NW Canton OH Warehouse/Light Manufacturing 1994 255,000 100% $ 1,473,502 1.1% $ 5.78 2100 International Parkway Canton OH Warehouse/Light Manufacturing 2000 274,464 0% $ - 0.0% $ - 2210 International Parkway Canton OH Warehouse/Distribution 2001 350,000 100% $ 1,568,000 1.2% $ 4.48 14801 County Rd 212 Findlay OH Warehouse/Distribution 1998 405,000 100% $ 1,560,804 1.2% $ 3.85 30339 Diamond Parkway Glenwillow OH Warehouse/Distribution 2007 400,184 100% $ 2,735,835 2.1% $ 6.84 Gilchrist Road I Mogadore OH Warehouse/Distribution 1961-1978 209,592 100% $ 882,291 0.7% $ 4.21 Gilchrist Road II Mogadore OH Warehouse/Distribution 1991-1994 473,046 100% $ 1,768,210 1.4% $ 3.74 Gilchrist Road III Mogadore OH Warehouse/Distribution 1994/1998 335,521 93% $ 1,252,039 1.0% $ 4.02 1366 Commerce Drive Stow OH Warehouse/Distribution 1960 216,000 93% $ 765,000 0.6% $ 3.83 1755 Enterprise Twinsburg OH Warehouse/Light Manufacturing 1978/2005 255,570 100% $ 1,426,236 1.1% $ 5.58 31000 Viking Parkway Westlake OH Small Bay Industrial 1998 100,150 100% $ 665,295 0.5% $ 6.64 Columbus 1650-1654 Williams Road Columbus OH Warehouse/Distribution 1973/1974 & 1975 772,450 100% $ 2,364,186 1.8% $ 3.06 2120-2138 New World Columbus OH Warehouse/Distribution 1971 121,200 100% $ 446,892 0.3% $ 3.69 2626 Port Road Columbus OH Warehouse/Distribution 1994 156,641 100% $ 531,358 0.4% $ 3.39 8273 Green Meadows Lewis Center OH Warehouse/Distribution 1996/2007 77,271 100% $ 417,934 0.3% $ 5.41 8288 Green Meadows Lewis Center OH Warehouse/Distribution 1988 300,000 100% $ 1,096,030 0.8% $ 3.65 Graphics Way Lewis Center OH Small Bay Industrial 2000 73,426 80% $ 393,506 0.3% $ 6.73 Orange Point Lewis Center OH Small Bay Industrial 2001 143,863 100% $ 833,791 0.6% $ 5.80 3100 Creekside Lockbourne OH Warehouse/Distribution 2000 340,000 100% $ 1,479,000 1.1% $ 4.35 100 Paragon Parkway Mansfield OH Warehouse/Distribution 1995 314,736 100% $ 975,000 0.7% $ 3.10 7001 Americana Reynoldsburg OH Warehouse/Distribution 1986/2007 & 2012 54,100 100% $ 273,151 0.2% $ 5.05 2800 Howard Street Sidney OH Warehouse/Distribution 2016 480,000 100% $ 1,695,809 1.3% $ 3.53 1520 Experiment Farm Road Troy OH Warehouse/Light Manufacturing 1997 160,000 100% $ 755,580 0.6% $ 4.72 2180 Corporate Drive Troy OH Warehouse/Light Manufacturing 1996 160,000 100% $ 740,176 0.6% $ 4.63 952 Dorset Road Troy OH Small Bay Industrial 1988/1999 76,800 100% $ 308,261 0.2% $ 4.01 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) Indianapolis 2900 Shadeland Indianapolis IN Warehouse/Distribution 1957/1992 933,439 80% $ 2,255,104 1.7% $ 3.01 3035 North Shadeland Indianapolis IN Warehouse/Distribution 1962/2001 & 2004 562,497 91% $ 1,794,542 1.4% $ 3.52 3169 North Shadeland Indianapolis IN Warehouse/Distribution 1979/1993 44,374 95% $ 223,570 0.2% $ 5.33 3333 N.
(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.
(3) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2024, by 12. (4) Represents the percentage of total annualized rent for properties owned as of December 31, 2024.
(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.
(5) Calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2024, by 12, and then dividing by leased square feet for such property as of December 31, 2024.
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.
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, 2024.
(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
(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, 2024. (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, 2024.
Item 2. Properties The following table provides certain information with respect to the Company Portfolio, as of December 31, 2023.
Item 2. Properties The following table provides certain information with respect to the Company Portfolio, as of December 31, 2024.
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.
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, 2024, there were 403 triple-net leases in the Company Portfolio, representing approximately 83.6% 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.
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, 2024, there were 51 modified net leases in the Company Portfolio, representing approximately 8.9% of our total annualized base rent.
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.
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, 2024.
Franklin Road Indianapolis IN Warehouse/Distribution 1967 276,240 100% $ 856,344 0.6% $ 3.10 3525 S.
Franklin Road Indianapolis IN Warehouse/Distribution 1967 276,240 100% $ 911,592 0.7% $ 3.30 3525 S.
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.
Louis MO Warehouse/Distribution 1999-2001 487,150 100% $ 2,207,586 1.7% $ 4.53 Existing Portfolio Industrial Properties 29,250,971 92.3% $ 130,898,135 100% $ 4.85 _______________ (1) Property listing includes all wholly owned properties as of December 31, 2024. (2) Renovation means significant upgrades, alterations, or additions to building areas, interiors, exteriors and/or systems.
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.
Tenant Market Industry # of Leases Total Leased Square Feet Expiration Annualized Base Rent/SF Annualized Base Rent Percent of Total Annualized Rent Accredo Health, Inc. Memphis Healthcare 7 250,731 3/31/2030 $ 12.13 $ 3,040,599 2.3% Geodis Logistics, LLC St. Louis Logistics & Transportation 1 624,159 8/31/2025 4.47 2,786,967 2.1% Royal Canin U.S.A, Inc. St.
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.
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.
Arlington 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.
Arlington Indianapolis IN Warehouse/Distribution 1990 219,104 100% $ 787,009 0.6% $ 3.59 6555 E 30th Street Indianapolis IN Warehouse/Distribution 1969/1997 314,775 100% $ 1,470,079 1.1% $ 4.67 6575 E 30th Street Indianapolis IN Warehouse/Distribution 1998 60,000 100% $ 331,200 0.3% $ 5.52 6585 E 30th Street Indianapolis IN Warehouse/Distribution 1998 100,000 100% $ 409,117 0.3% $ 4.09 6635 E 30th Street Indianapolis IN Warehouse/Distribution 1998 99,877 100% $ 476,039 0.4% $ 4.77 6701 E 30th Street Indianapolis IN Warehouse/Distribution 1990 7,820 100% $ 89,902 0.1% $ 11.50 6737 E 30th Street Indianapolis IN Warehouse/Distribution 1995 87,500 100% $ 476,917 0.4% $ 5.45 6751 E 30th Street Indianapolis IN Warehouse/Distribution 1997 100,000 100% $ 377,600 0.3% $ 3.78 6951 E 30th Street Indianapolis IN Warehouse/Distribution 1995 44,000 100% $ 222,825 0.2% $ 5.06 7750 Georgetown Road Indianapolis IN Warehouse/Distribution 2006 102,934 100% $ 715,649 0.5% $ 6.95 7901 W. 21st Street Indianapolis IN Warehouse/Distribution 1985/1994 353,000 72% $ 972,803 0.7% $ 3.83 Sam Jones Indianapolis IN Warehouse/Light Manufacturing 1970 484,879 100% $ 1,451,085 1.1% $ 2.99 3701 David Howarth Drive Lafayette IN Warehouse/Distribution 2008/2019 294,730 100% $ 1,828,913 1.4% $ 6.21 Jacksonville 8000-8001 Belfort Parkway Jacksonville FL Small bay Industrial 1999 85,920 100% $ 942,746 0.7% $ 10.97 8451 Western Way Jacksonville FL Warehouse/Light Manufacturing 1968/1975& 1986-1987 288,750 100% $ 2,162,786 1.7% $ 7.49 Center Point Business Park Jacksonville FL Small Bay Industrial 1990-1997 537,800 100% $ 4,617,667 3.5% $ 8.59 Liberty Business Park Jacksonville FL Small Bay Industrial 1996-2023 519,586 100% $ 5,678,136 4.3% $ 10.93 Salisbury Business Park Jacksonville FL Small Bay Industrial 2001-2023 209,372 100% $ 2,218,941 1.7% $ 10.60 265 Industrial Boulevard Midway GA Warehouse/Distribution 1988/1999 187,205 100% $ 748,820 0.6% $ 4.00 338 Industrial Boulevard Midway GA Warehouse/Distribution 1996/2001 309,084 100% $ 989,636 0.8% $ 3.20 430 Industrial Boulevard Midway GA Warehouse/Distribution 1988 47,599 100% $ 174,113 0.1% $ 3.66 Memphis 7585 AE Beaty Drive/2995 Appling Road Bartlett TN Warehouse/Distribution 2006 67,557 89% $ 586,698 0.4% $ 9.76 2950 Brother Boulevard Bartlett TN Warehouse/Distribution 1987/2019 232,375 85% $ 792,795 0.6% $ 4.00 210 American Jackson TN Warehouse/Distribution 1967/1981 & 2012 638,400 100% $ 1,489,872 1.1% $ 2.33 1590-1680 Century Center Parkway Memphis TN Warehouse/Distribution 1990-2004 520,052 95% $ 4,949,938 3.8% $ 10.06 1700-1710 Dunn Avenue Memphis TN Warehouse/Distribution 1957-1959/1963/1973 316,935 100% $ 925,018 0.7% $ 2.92 1814 S Third Street Memphis TN Warehouse/Distribution 1966 88,950 100% $ 195,690 0.1% $ 2.20 3635 Knight Road Memphis TN Warehouse/Distribution 1986 131,904 0% $ - 0.0% $ - 3650 Distriplex Drive Memphis TN Warehouse/Distribution 1997 330,253 100% $ 1,370,550 1.0% $ 4.15 3670 South Perkins Road Memphis TN Warehouse/Light Manufacturing 1974 74,582 100% $ 242,391 0.2% $ 3.25 3980 Premier Avenue Memphis TN Warehouse/Distribution 1964 141,256 98% $ 352,730 0.3% $ 2.56 4370-4450 South Mendenhall Road Memphis TN Warehouse/Distribution 1984 665,053 97% $ 2,934,683 2.2% $ 4.57 4575 Pleasant Hill Road Memphis TN Warehouse/Distribution 1991 320,186 100% $ 1,087,673 0.8% $ 3.40 4740 Shelby Drive Memphis TN Warehouse/Distribution 1991 115,950 55% $ 260,673 0.2% $ 4.05 5846 Distribution Drive Memphis TN Warehouse/Distribution 1984 34,560 100% $ 163,469 0.1% $ 4.73 6290 Shelby View Drive Memphis TN Warehouse/Distribution 1999/2003 74,665 100% $ 454,357 0.3% $ 6.09 Airport Business Park Memphis TN Small Bay Industrial 1985-1989 235,071 93% $ 2,739,280 2.1% $ 12.54 Collins Industrial Memphis Memphis TN Small Bay Industrial 1989-2001 247,217 95% $ 1,187,025 0.9% $ 5.05 Outland Center Memphis I Memphis TN Warehouse/Distribution 1988-1989 175,337 86% $ 698,790 0.5% $ 4.66 Outland Center Memphis II Memphis TN Warehouse/Distribution 1989 232,200 100% $ 822,009 0.6% $ 3.54 Outland/Burbank Industrial Memphis TN Warehouse/Distribution 1969-1996 367,416 100% $ 1,195,280 0.9% $ 3.25 Place Industrial Memphis Memphis TN Warehouse/Distribution 1980-1988 85,631 88% $ 333,811 0.3% $ 4.41 Shelby Distribution Memphis TN Warehouse/Distribution 1989 202,303 100% $ 734,115 0.6% $ 3.63 Shelby Distribution II Memphis TN Warehouse/Distribution 1998 113,240 100% $ 440,034 0.3% $ 3.89 South Park Memphis TN Warehouse/Distribution 1991/2005 566,281 100% $ 1,930,826 1.5% $ 3.41 Willow Lake Industrial Memphis TN Warehouse/Distribution 1989 75,643 100% $ 358,505 0.3% $ 4.74 10455 Marina Drive Olive Branch MS Warehouse/Light Manufacturing 1986 161,200 100% $ 547,149 0.4% $ 3.39 10682 Ridgewood Road Olive Branch MS Warehouse/Distribution 1985 90,000 100% $ 343,732 0.3% $ 3.82 7560 Priority Lane Olive Branch MS Warehouse/Distribution 1988 48,750 100% $ 195,195 0.1% $ 4.00 8970 Deerfield Drive Olive Branch MS Warehouse/Distribution 1977 51,320 100% $ 200,412 0.2% $ 3.91 South Bend 5681 Cleveland Road South Bend IN Warehouse/Distribution 1994 62,550 100% $ 227,057 0.2% $ 3.63 South Bend 4491 Mayflower South Bend IN Warehouse/Distribution 2000 77,000 100% $ 302,610 0.2% $ 3.93 South Bend 4955 Ameritech South Bend IN Warehouse/Distribution 2004 228,000 100% $ 1,096,680 0.8% $ 4.81 South Bend 5855 Carbonmill South Bend IN Warehouse/Distribution 2002 198,000 100% $ 920,700 0.7% $ 4.65 South Bend Brick Road South Bend IN Warehouse/Distribution 1998 101,450 100% $ 368,264 0.3% $ 3.63 St.
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.
Louis 12 72.0% 3,219,689 11.0% 11,427,406 8.7% Atlanta 11 99.9% 2,086,835 7.1% 10,110,495 7.7% Jacksonville 8 100.0% 2,185,316 7.5% 17,532,846 13.5% South Bend 5 100.0% 667,000 2.3% 2,915,310 2.2% Boston 1 100.0% 268,713 0.9% 2,361,129 1.8% Charlotte 1 100.0% 155,220 0.5% 1,229,184 0.9% Total Company Portfolio 129 92.3% 29,250,971 100% $ 130,898,135 100% 32 Industry Diversification The following tables set forth information relating to tenant diversification of the leased portion of the Company Portfolio by industry based on total square feet occupied and annualized rent as of December 31, 2024.
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.
The following table sets forth a summary schedule of lease expirations for lease space currently available as of December 31, 2024 and each of the ten full calendar years commencing after December 31, 2024. The information set forth in the table assumes that tenants exercise no renewal options and no early termination rights.
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.
Market Number of Properties Occupancy Total Rentable Square Feet Percentage of Rentable Square Feet Annualized Base Rent Percentage of Annualized Base Rent Memphis 29 94.6% 6,404,287 21.9% $ 27,532,700 21.1% Indianapolis 17 91.8% 4,085,169 14.0% 14,793,944 11.3% Cleveland 16 89.3% 3,979,209 13.6% 17,168,723 13.1% Cincinnati 15 92.7% 2,969,046 10.2% 13,515,723 10.3% Columbus 14 99.5% 3,230,487 11.0% 12,310,675 9.4% 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 9150 Latty Avenue Berkeley MO Warehouse/Distribution 1965/2018 142,364 70% $ 450,000 0.3% $ 4.50 160-275 Corporate Woods Place Bridgeton MO Warehouse/Distribution 1990 155,434 72% $ 464,227 0.4% $ 4.14 3051 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 521,171 100% $ 2,626,324 2.0% $ 5.04 349 Gateway Edwardsville IL Warehouse/Light Manufacturing 2016 624,159 100% $ 2,786,967 2.1% $ 4.47 3919 Lakeview Corporate Drive Edwardsville IL Warehouse/Distribution 2019 769,500 0% $ - 0.0% $ - 4848 Park 370 Boulevard Hazelwood MO Warehouse/Light Manufacturing 2006 76,092 100% $ 499,007 0.4% $ 6.56 31 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) Phantom Drive Hazelwood MO Warehouse/Distribution 1971 129,000 97% $ 558,931 0.4% $ 4.46 Metro St Louis Maryland Heights MO Warehouse/Light Manufacturing 1979 59,055 73% $ 237,246 0.2% $ 5.52 1901-1939 Beltway Dr Overland MO Warehouse/Light Manufacturing 1986 76,485 67% $ 529,216 0.4% $ 10.38 11646 Lakeside Crossing St.
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.
As of December 31, 2024, 29 of our 129 properties were encumbered by mortgage indebtedness totaling $176,400, excluding unamortized deferred financing fees and debt issuance costs. See “Note 7—Indebtedness” in the accompanying notes to Consolidated Financial Statements included in this Annual Report on Form 10-K for additional information.
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.
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 91 91.7% 20,062,452 68.6% $ 78,014,224 59.8% $ 4.24 Warehouse/Light Manufacturing 22 91.7% 6,170,759 21.1% 27,853,977 21.3% 4.92 Small Bay Industrial (1) 16 98.2% 3,017,760 10.3% 25,029,934 18.9% 8.45 Total Company Portfolio 129 92.3% 29,250,971 100% $ 130,898,135 100% $ 4.85 ______________ (1) Small bay industrial is inclusive of flex space totaling 603,134 rentable square feet and annualized base rent of $7,257,028.
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.
Columbus Automotive 1 480,000 12/31/2031 3.53 1,695,809 1.3% Ten Largest Tenants by Annualized Rent 25 5,190,916 $ 4.40 $ 22,815,745 17.3% All Other 472 21,819,625 4.95 108,082,390 82.7% Total Company Portfolio 497 27,010,541 $ 4.85 $ 130,898,135 100% 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.
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.
Louis Wholesale/Retail 1 521,171 12/31/2026 5.04 2,626,324 2.0% ODW Logistics, Inc. Columbus Logistics & Transportation 1 772,450 6/30/2025 3.06 2,364,186 1.8% Archway Marketing Holdings, Inc. South Bend Logistics & Transportation 3 503,000 3/31/2026 4.61 2,319,990 1.8% ASW Supply Chain Services, LLC Cleveland Logistics & Transportation 5 577,237 11/30/2027 3.74 2,158,177 1.6% Balta US, Inc.
Removed
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.
Added
Louis MO Warehouse/Distribution 2005 100,021 100% $ 748,492 0.6% $ 7.48 Grissom Drive St. Louis MO Warehouse/Light Manufacturing 1970 79,258 100% $ 319,410 0.3% $ 4.03 St. Louis Commerce Center St.
Removed
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.
Added
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 8,160,867 76 30.2% $ 33,911,975 25.9% $ 4.16 Automotive 2,156,884 23 8.0% 10,210,625 7.8% 4.73 Wholesale/Retail 2,060,636 29 7.6% 10,502,267 8.0% 5.10 Home & Garden 1,773,751 22 6.6% 6,106,583 4.7% 3.44 Construction 1,357,672 37 5.0% 6,730,160 5.1% 4.96 Healthcare 1,297,715 50 4.8% 9,448,831 7.2% 7.28 Printing & Paper 1,109,317 10 4.1% 3,811,799 2.9% 3.44 Plastics 1,268,619 17 4.7% 5,833,572 4.5% 4.60 Food & Beverage 930,068 17 3.4% 5,422,827 4.1% 5.83 Industrial Equipment Components 842,725 24 3.1% 4,159,659 3.2% 4.94 Other Industries 6,052,287 192 22.5% 34,759,837 26.6% 5.74 Total Company Portfolio 27,010,541 497 100% $ 130,898,135 100% $ 4.85 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, 2024.
Removed
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.
Added
Jacksonville Home & Garden 2 629,084 10/31/2029 3.19 2,004,036 1.5% Communications Test Design, Inc. Memphis Logistics & Transportation 2 566,281 12/31/2025 3.41 1,930,826 1.5% Winston Products, LLC Cleveland Wholesale/Retail 2 266,803 4/30/2032 7.08 1,888,831 1.4% Advanced Composites, Inc.
Removed
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.
Added
As of December 31, 2024, there were 43 gross leases in the Company Portfolio, representing approximately 7.5% of the annualized base rent. 33 Lease Expirations As of December 31, 2024, the weighted average in-place remaining lease term of the Company Portfolio was 3.2 years.
Removed
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.
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 2,240,430 7.7% $ — — $ — 2025 3,683,898 12.6% 18,325,271 14.0% 4.97 2026 5,555,784 19.0% 25,693,967 19.7% 4.62 2027 5,386,687 18.4% 25,707,343 19.7% 4.77 2028 3,668,517 12.5% 18,372,941 14.0% 5.01 2029 3,090,996 10.6% 14,350,431 11.0% 4.64 2030 2,664,814 9.1% 11,936,787 9.1% 4.48 2031 1,009,060 3.4% 4,889,979 3.7% 4.85 2032 1,143,592 3.9% 6,350,339 4.9% 5.55 2033 359,371 1.2% 2,147,342 1.6% 5.98 2034 40,592 0.1% 194,842 0.1% 4.80 Thereafter 407,230 1.5% 2,928,893 2.2% 7.19 Total Company Portfolio 29,250,971 100% $ 130,898,135 100% $ 4.85 ____________________ (1) Annualized rent is calculated by multiplying rental payments (defined as cash rents before abatements) for the month ended December 31, 2024, by 12.
Removed
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.
Removed
The information set forth in the table assumes that tenants exercise no renewal options and no early termination rights.
Removed
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

5 edited+0 added0 removed10 unchanged
Biggest changeWe intend to distribute at least 90% of our taxable income each year (subject to certain adjustments as described below) to our stockholders in order to qualify as a REIT under the Code and generally expect to distribute 100% of our REIT taxable income so as to avoid the excise tax on undistributed REIT taxable income.
Biggest changeWe intend to distribute at least 90% of our taxable income each year (subject to certain adjustments as described below) to our stockholders in order to qualify as a REIT under the Code and generally expect to meet the minimum distribution requirements set forth in the Code so as to avoid the excise tax on undistributed REIT taxable income.
To satisfy the requirements to qualify as a REIT, and to avoid paying tax on our income, we have paid and intend to continue to pay regular quarterly cash dividends of all or substantially all of our REIT taxable income (excluding net capital gains) to holders of our common stock.
To satisfy the requirements to qualify as a REIT, we have paid and intend to continue to pay regular quarterly cash dividends of all or substantially all of our REIT taxable income (excluding net capital gains) to holders of our common stock.
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 graph covers the period from December 31, 2019 to December 31, 2024 and assumes that $100 was invested in our common stock and in each index on December 31, 2019 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, 2023, the closing price of our common stock, as reported on the NYSE, was $24.07.
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, 2024, the closing price of our common stock, as reported on the NYSE, was $17.80.
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.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Stockholder Information As of February 27, 2025, we had 45,550,898 shares of common stock outstanding held of record by a total of approximately 133 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.

Item 7. Management's Discussion & Analysis

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

85 edited+43 added11 removed47 unchanged
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.
Biggest changeManagement's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 22, 2024. 40 Year Ended December 31, 2024, Compared to Year Ended December 31, 2023 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, 2024 and 2023: Same Store Portfolio Acquisitions, Dispositions and Other Total Portfolio Year Ended December 31, Change Year Ended December 31, Change Year Ended December 31, Change 2024 2023 $ % 2024 2023 $ % 2024 2023 $ % Revenue: Rental revenue $ 150,417 $ 147,635 $ 2,782 1.9% $ 47,146 $ 52,125 $ (4,979 ) (9.6% ) $ 197,563 $ 199,760 $ (2,197 ) (1.1% ) Management fee revenue and other income 792 88 704 800.0% 792 88 704 800.0% Total revenues 150,417 147,635 2,782 1.9% 47,938 52,213 (4,275 ) (8.2% ) 198,355 199,848 (1,493 ) (0.7% ) Property expenses 45,156 42,527 2,629 6.2% 16,562 20,015 (3,453 ) (17.3% ) 61,718 62,542 (824 ) (1.3% ) Depreciation and amortization 85,729 92,891 (7,162 ) (7.7% ) General and administrative 14,764 14,904 (140 ) (0.9% ) Total operating expenses 162,211 170,337 (8,126 ) (4.8% ) Other income (expense): Interest expense (37,412 ) (38,278 ) 866 (2.3% ) Loss in investment of unconsolidated joint ventures (5,145 ) (5,145 ) 100.0% Loss on extinguishment of debt (269 ) (72 ) (197 ) 273.6% Gain on sale of real estate 145,396 22,646 122,750 542.0% Gain on financing transaction 6,660 6,660 100.0% Loss on interest rate swap (481 ) (481 ) 100.0% Unrealized loss from interest rate swap (39 ) (39 ) 100.0% Total other income (expense) 108,710 (15,704 ) 124,414 792.2% Income tax provision (2,487 ) (2,487 ) 100.0% Net income (loss) $ 142,367 $ 13,807 $ 128,560 931.1% Rental revenue : Rental revenue decreased $2,197 to $197,563 for the year ended December 31, 2024 as compared to $199,760 for the year ended December 31, 2023.
Our target markets are located in primary and secondary markets, as well as select sub-markets, because we believe these markets tend to have less occupancy and rental rate volatility and less buyer competition relative to gateway markets. We also believe that the systematic aggregation of such properties will result in a diversified portfolio that will produce sustainable risk-adjusted returns.
Our target markets are located in Primary Markets and Secondary Markets, as well as select sub-markets, because we believe these markets tend to have less occupancy and rental rate volatility and less buyer competition relative to Gateway Markets. We also believe that the systematic aggregation of such properties will result in a diversified portfolio that will produce sustainable risk-adjusted returns.
In accordance with fair value measurement guidance, we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting arrangements on a net basis by counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract.
In accordance with fair value measurement guidance, we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting arrangements on a net basis by the counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract.
The restated definition of FFO is as follows: Net Income (calculated in accordance with GAAP), excluding: (i) Depreciation and amortization related to real estate, (ii) Gains and losses from the sale of certain real estate assets, (iii) Gain and losses from change in control, and (iv) Impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.
The restated definition of FFO is as follows: Net Income (Loss) (calculated in accordance with GAAP), excluding: (i) Depreciation and amortization related to real estate, (ii) Gains and losses from the sale of certain real estate assets, (iii) Gain and losses from change in control, and (iv) Impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.
We seek to generate attractive risk-adjusted returns for our stockholders through a combination of dividends and capital appreciation. Factors That May Influence Future Results of Operations Business and Strategy Our core investment strategy is to acquire industrial properties located in primary and secondary markets, as well as select sub-markets across the U.S.
We seek to generate attractive risk-adjusted returns for our stockholders through a combination of dividends and capital appreciation. 36 Factors That May Influence Future Results of Operations Business and Strategy Our core investment strategy is to acquire industrial properties located in Primary Markets and Secondary Markets across the U.S., as well as select sub-markets across the U.S.
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.
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.
Our strategy is to acquire, own and manage single and multi-tenant 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.
Investment Strategy Our strategy is to acquire, own and manage single and multi-tenant industrial properties located in Primary Markets 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.
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.
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.
We define FFO, consistent with the NAREIT definition. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. Other equity REITs may not calculate FFO as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO.
We define FFO, consistent with the NAREIT definition. Adjustments for unconsolidated joint ventures will be calculated to reflect FFO on the same basis. Other equity REITs may not calculate FFO as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO.
As with Core FFO, our reported AFFO may not be comparable to other REITs’ AFFO, 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.
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 funds available for our cash needs, including our ability to pay dividends.
As discussed below in “Critical Accounting Policies,” we allocate the purchase price of acquired real estate properties based upon the fair value of the assets acquired and liabilities assumed, which generally consist of land, buildings, tenant improvements, mortgage debt assumed, if applicable, and deferred leasing intangibles, which includes in-place leases, above market and below market leases, and tenant relationships, and is therefore subject to subjective analysis and uncertainty.
As discussed below in the section titled “Critical Accounting Policies,” we allocate the purchase price of acquired real estate properties based upon the fair value of the assets acquired and liabilities assumed, which generally consist of land, buildings, tenant improvements, mortgage debt assumed, if applicable, and deferred leasing intangibles, which includes in-place leases, above market and below market leases, and tenant relationships, and is therefore subject to subjective analysis and uncertainty.
The majority of our leases are either triple net or provide for tenant reimbursement for costs related to real estate taxes and operating expenses. In addition, most of the leases provide for fixed rent increases. We believe that inflationary increases may be at least partially offset by the contractual rent increases and tenant payment of taxes and expenses described above.
The majority of our leases are either triple net or provide for tenant recoveries for costs related to real estate taxes and operating expenses. In addition, most of the leases provide for fixed rent increases. We believe that inflationary increases may be at least partially offset by the contractual rent increases and tenant payment of taxes and expenses described above.
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.
Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the then-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 materially from those estimates and assumptions.
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.
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 with ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term.
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.
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, 2024 and 2023.
We minimize the credit risk in our derivative financial instruments by entering into transactions with various high-quality counterparties. Our exposure to credit risk at any point is generally limited to amounts recorded as assets on the accompanying consolidated balance sheets.
We minimize the credit risk in our derivative financial instruments by entering into transactions with various high-quality counterparties. Our exposure to credit risk at any point is generally limited to amounts recorded as assets or liabilities on the accompanying consolidated balance sheets.
Scheduled Lease Expirations Our ability to re-lease space subject to expiring leases will impact our results of operations and will be affected by economic and competitive conditions in the markets in which we operate and by the desirability of our individual properties.
Scheduled Lease Expirations & Leasing Activity Our ability to re-lease space subject to expiring leases will impact our results of operations and will be affected by economic and competitive conditions in the markets in which we operate and by the desirability of our individual properties.
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.
For the years ended December 31, 2024, and 2023, 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.
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.
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 We receive income primarily from rental revenue from our properties.
Liquidity and Capital Resources We intend to make reserve allocations as necessary to aid our objective of preserving capital for our investors by supporting the maintenance and viability of properties we acquire in the future.
Liquidity and Capital Resources We intend to make reserve contributions as necessary to aid our objective of preserving capital for our investors by supporting the maintenance and viability of properties we acquire in the future.
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.
However, as of December 31, 2024, 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.
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 ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. As of December 31, 2024, the Company had entered into eight interest rate swap agreements.
NOI We consider net operating income, or NOI, to be an appropriate supplemental measure to net income in that it helps both investors and management understand the core operations of our properties. We define NOI as total revenue (including rental revenue and tenant reimbursements) less property-level operating expenses.
NOI We consider net operating income to be an appropriate supplemental measure to net income in that it helps both investors and management understand the core operations of our properties. We define NOI as total revenue (including rental revenue and tenant recoveries) less property-level operating expenses.
We expect to acquire these properties through third-party purchases and structured sale-leasebacks where we believe we can achieve high initial yields and strong ongoing cash-on-cash returns.
We expect to acquire these properties through third-party purchases and structured sale-leasebacks where we believe we can achieve attractive initial yields and strong ongoing cash-on-cash returns.
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.
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, 2024.
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.
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 $13,009 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, 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.
Based on the variable rate borrowings for our KeyBank unsecured line of credit outstanding during the year ended December 31, 2024, we estimate that had the average interest rate on our weighted average borrowings increased by 25 basis points for the year ended December 31, 2024, our interest expense for the year would have increased by approximately $30.
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 following table details our outstanding interest rate swaps as of December 31, 2024: Interest Rate SOFR Interest Notional Value (1) Fair Value (2) Swap Counterparty Trade Date Effective Date Maturity Date Strike Rate December 31, 2024 Capital One, N.A. July 13, 2022 July 1, 2022 February 11, 2027 1.527% $ 200,000 $ 10,113 JPMorgan Chase Bank, N.A.
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.
The Company Portfolio was approximately 92.3% and 98.1% occupied as of December 31, 2024, and 2023, 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.
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.
As of December 31, 2024, all our outstanding variable rate debt was fixed with interest rate swaps through maturity with the exception of the balance of $20,000 under the KeyBank unsecured line of credit. We recognize all derivatives within the consolidated balance sheets at fair value.
November 10, 2023 November 10, 2023 November 1, 2025 4.758% $ 25,000 $ (292) _______________ (1) Represents the notional value of interest rate swaps effective as of December 31, 2023.
(3) November 10, 2023 November 10, 2023 November 1, 2025 4.758% $ 25,000 $ (131) _______________ (1) Represents the notional value of interest rate swaps effective as of December 31, 2024.
Future results of operations may be affected, either positively or negatively, by our ability to effectively execute this strategy. We also intend to continue pursuing joint venture arrangements with institutional partners which could provide management fee income as well as residual profit-sharing income.
Future results of operations may be affected, either positively or negatively, by our ability to effectively execute this strategy. We also intend to continue pursuing joint venture arrangements with institutional partners which could provide management fee income, residual profit-sharing income and the ability to purchase properties out of the joint venture over time.
August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 37,500 $ 852 Wells Fargo Bank, N.A. November 10, 2023 November 10, 2023 November 1, 2025 4.750% $ 50,000 $ (577) JPMorgan Chase Bank, N.A. November 10, 2023 November 10, 2023 November 1, 2025 4.758% $ 25,000 $ (292) Capital One, N.A.
August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 37,500 $ 921 Wells Fargo Bank, N.A. (3) November 10, 2023 November 10, 2023 November 1, 2025 4.750% $ 50,000 $ (258) JPMorgan Chase Bank, N.A. (3) November 10, 2023 November 10, 2023 November 1, 2025 4.758% $ 25,000 $ (131) Capital One, N.A.
We believe our most critical accounting policies are the regular evaluation of whether the value of a real estate asset has been impaired and accounting for acquisitions. Each of these items involves estimates that require management to make judgments that are subjective in nature.
We believe our most critical accounting policies are the regular evaluation of whether the value of a real estate asset and unconsolidated joint ventures has been impaired, accounting for acquisitions and the fair market value of warrants and forward contract assets. Each of these items involves estimates that require management to make judgments that are subjective in nature.
Critical Accounting Estimates The preparation of our consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.
Critical Accounting Estimates The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.
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.
Loss on extinguishment of debt of $72 for the year ended December 31, 2023 was due to the partial repayment of the Transamerica Loan.
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.
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.
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 define Acquisitions, Dispositions and Other as any properties that were acquired, sold, placed into service or held for development or repositioning during the period from January 1, 2023 through December 31, 2024.
Historical cost accounting for real estate assets in accordance with accounting principles generally accepted in the United States of America ("GAAP") implicitly assumes that the value of real estate assets diminishes predictably over time through depreciation.
Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time through depreciation.
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.
The following item requires significant estimation or judgement. 37 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.
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.
July 13, 2022 July 1, 2022 August 8, 2026 1.504% $ 100,000 $ 3,962 JPMorgan Chase Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 75,000 $ 1,843 Wells Fargo Bank, N.A. August 19, 2022 September 1, 2022 May 2, 2027 2.904% $ 37,500 $ 921 Capital One, N.A.
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.
As of December 31, 2024, we had available liquidity of approximately $499.5 million, comprised of $19.5 million in cash and cash equivalents and $480.0 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.
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.
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.
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.
Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions, impairments of long-lived assets and unconsolidated joint ventures, stock-based compensation, preferred unit forward contract asset and its warrant liability. These estimates and assumptions are based on management’s best estimates and judgment.
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”).
ATM Program On February 27, 2024, the Company and the Operating Partnership entered into a distribution agreement with certain sales agents, forward sellers and forward purchasers, as applicable, pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross proceeds not to exceed $200,000 through an “at-the-market” equity offering program (the “2024 $200 Million ATM Program”).
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.
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 Company determined there was no impairment of value of real estate properties as of December 31, 2024 and 2023.
The Company has approximately $149,292 available for issuance under the 2023 $200 Million ATM Program.
The Company has approximately $200,000 available for issuance under the 2024 $200 Million ATM Program.
AFFO further adjusts Core FFO for certain other non-cash items, including the amortization or accretion of above or below market rents included in revenues, straight line rent adjustments, non-cash equity compensation and non-cash interest expense.
AFFO further adjusts Core FFO for certain other non-cash items, including the amortization or accretion of above or below market rents included in revenues, straight line rent adjustments, non-cash equity compensation, non-cash interest expense and adjustments for unconsolidated partnerships and joint ventures. Our proportionate share of AFFO for unconsolidated joint ventures is calculated to reflect AFFO on the same basis.
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.
The decrease is attributable primarily to decreased compensation and professional expenses of $1,141, a decrease in acquisition expenses of $85, partially offset by an increase in non-cash stock compensation of $1,130. Interest expense : Interest expense decreased by approximately $866 to $37,412 for the year ended December 31, 2024, as compared to $38,278 for the year ended December 31, 2023.
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.
The decrease was primarily related to a net decrease in rental revenue from Acquisitions, Dispositions and Other of $4,979, offset by an increase of $2,782 from Same Store Portfolio primarily from an increase in rent income of $3,242 due to leasing activities, an increase of $2,946 in tenant recoveries, partially offset by a decrease in non-cash rent adjustments of $3,406 for the year ended December 31, 2024.
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 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: 42 (In thousands) Year Ended December 31, 2024 2023 2022 NOI: Net income (loss) $ 142,367 $ 13,807 $ (17,096 ) Income tax provision 2,487 General and administrative 14,764 14,904 15,939 Depreciation and amortization 85,729 92,891 95,312 Interest expense 37,412 38,278 32,217 Loss in investment of unconsolidated joint ventures 5,145 147 Loss on extinguishment of debt 269 72 2,176 Gain on sale of real estate (145,396 ) (22,646 ) Gain on financing transaction (6,660 ) Loss on interest rate swap 481 Unrealized loss from interest rate swap 39 Appreciation (depreciation) of warrants (1,760 ) Management fee revenue and other income (792 ) (88 ) (94 ) NOI $ 135,845 $ 137,218 $ 126,841 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 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 following table sets forth a reconciliation of our historical net income (loss) to EBITDAre for the periods presented: (In thousands) Year Ended December 31, 2024 2023 2022 EBITDA re : Net income (loss) $ 142,367 $ 13,807 $ (17,096 ) Income tax provision 2,487 Depreciation and amortization 85,729 92,891 95,312 Interest expense 37,412 38,278 32,217 Loss on extinguishment of debt 269 72 2,176 Gain on sale of real estate (145,396 ) (22,646 ) Gain on financing transaction (6,660 ) Loss on interest rate swap 481 Proportionate share of EBITDAre from unconsolidated joint ventures 6,309 Unrealized loss from interest rate swap 39 Appreciation (depreciation) of warrants (1,760 ) EBITDA re $ 123,037 $ 122,402 $ 110,849 FFO and Core FFO Funds from operations, or FFO, is a non-GAAP financial measure that is widely recognized as a measure of a REIT’s operating performance, thereby, providing investors the potential to compare our operating performance with that of other REITs.
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.
During the period from January 1, 2025, to December 31, 2026, an aggregate of 33.7% of the annualized base rent leases in the Company Portfolio are scheduled to expire, which we believe will provide us an opportunity to increase certain rents under below market leases to then-current rental rates.
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.
Property expenses: Property expenses decreased $824 for the year ended December 31, 2024 to $61,718 as compared to $62,542 for the year ended December 31, 2023 primarily due to a net decrease in expenses related to Acquisitions, Dispositions and Other of $3,453 and an increase of $2,629 from the Same Store Portfolio driven primarily by an increase in operating expenses and utilities of $3,071, partially offset by a decrease in real estate taxes of $442 .
We believe that EBITDA re is helpful to investors as a supplemental measure of our operating performance as a real estate company as it is a direct measure of the actual operating results of our industrial properties.
Our proportionate share of EBITDAre for unconsolidated joint ventures is calculated to reflect EBITDAre on the same basis. We believe that EBITDAre is helpful to investors as a supplemental measure of our operating performance as a real estate company as it is a direct measure of the actual operating results of our industrial properties.
Variable Interest Rates ($ 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.
Interest rate exposure relates primarily to the effect of interest rate changes on borrowings outstanding under our KeyBank unsecured line of credit and unsecured KeyBank Term Loans, which bear interest at a variable rate. 45 At December 31, 2024, we had $470,000 of outstanding variable rate debt.
(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.
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.
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.
Financing activities: Net cash used in financing activities for the year ended December 31, 2024, increased $79,308 compared to the year ended December 31, 2023.
The discussion of our Same Store Portfolio and our total portfolio for the comparison of the years ended December 31, 2022 and 2021 that are not included in this Form 10-K can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 23, 2023.
The discussion of our Same Store Portfolio and our total portfolio for the comparison of the years ended December 31, 2023 and 2022 that are not included in this Form 10-K can be found in “Item 7.
Real Estate Property Acquisitions The Company accounts for its real estate property acquisitions in accordance with Financial Accounting Standards Board (“FASB”) ASC 805. The Company has concluded that the acquisition of real estate properties will generally be accounted for as an asset acquisition as opposed to a business combination.
The Company has concluded that the acquisition of real estate properties will be accounted for as an asset acquisition as opposed to a business combination.
Accordingly, our overall financial results will be impacted by the extent to which we are able to pass-through property expenses to our tenants. General and Administrative Expenses We expect to incur increased general and administrative expenses, including legal, accounting, and other expenses related to corporate governance and public reporting and compliance.
Accordingly, our overall financial results will be impacted by the extent to which we are able to pass-through property expenses to our tenants.
The impact on future interest expense as a result of future changes in interest rates will depend largely on the gross amount of our borrowings at that time. 44 Existing Indebtedness as of December 31, 2023 The following is a schedule of our indebtedness as of December 31, 2023 ($ 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%.
Existing Indebtedness as of December 31, 2024 The following is a schedule of our indebtedness as of December 31, 2024 ($ in thousands): Loan Outstanding Balance Interest rate at December 31, 2024 Maturity Date Secured debt: Allianz Loan 60,085 4.07% April 10, 2026 Nationwide Loan 14,632 2.97% October 1, 2027 Lincoln Life Gateway Mortgage 28,800 3.43% January 1, 2028 Minnesota Life Memphis Industrial Loan 53,782 3.15% January 1, 2028 Minnesota Life Loan 19,101 3.78% May 1, 2028 Total secured debt $ 176,400 Unamortized debt issuance costs, net (408 ) Unamortized premium/(discount), net (12 ) Secured debt, net $ 175,980 Unsecured debt: $200m KeyBank Term Loan 200,000 3.03% (1)(2) February 11, 2027 $150m KeyBank Term Loan 150,000 4.40% (1)(2) May 2, 2027 $100m KeyBank Term Loan 100,000 3.00% (1)(2) November 6, 2028 Total unsecured debt $ 450,000 Unamortized debt issuance costs, net (2,259 ) Unsecured debt, net $ 447,741 Borrowings under line of credit: KeyBank unsecured line of credit 20,000 5.89% (1) November 6, 2028 Total borrowings under line of credit $ 20,000 ________________________ (1) For the month of December 2024, the one-month term SOFR for our unsecured debt was at a weighted average of 4.520% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 4.338%.
(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.
(2) As of December 31, 2024, 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. 2024 Debt Activity On November 13, 2024, the Company repaid in full, the outstanding principal balance of approximately $10,470 on the Midland National Life Insurance Mortgage.
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.
During the year ended December 31, 2024, no other-than-temporary impairment related to our unconsolidated joint ventures were identified. 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.
EBITDA re represents net income (loss), computed in accordance with GAAP, before interest expense, tax, depreciation and amortization, gains or losses on the sale of rental property, appreciation (depreciation) of warrants, loss on impairments, and loss on extinguishment of debt.
EBITDAre represents net income (loss), computed in accordance with GAAP, before interest expense, income tax provision, depreciation and amortization, gain on sale of real estate, appreciation (depreciation) of warrants, impairments, gain on financing transaction, loss on interest rate swap, unrealized loss from interest rate swap and loss on extinguishment of debt.
FFO should not be used as a measure of our liquidity and is not indicative of funds available for our cash needs, including our ability to pay dividends.
As with Core FFO, our reported AFFO may not be comparable to other REITs’ AFFO, should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends. The following table sets forth a reconciliation of FFO attributable to common stockholders and unit holders to AFFO.
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.
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, 2024 2023 2022 FFO: Net income (loss) $ 142,367 $ 13,807 $ (17,096 ) Gain on sale of real estate (145,396 ) (22,646 ) Depreciation and amortization 85,729 92,891 95,312 Proportionate share of FFO from unconsolidated joint ventures 5,826 268 FFO $ 88,526 $ 84,052 $ 78,484 Preferred stock dividends (2,509 ) (4,866 ) Redeemable non-controlling Series C Preferred Unit dividends (1,503 ) Income tax provision 2,487 Loss on extinguishment of debt 269 72 2,176 Gain on financing transaction (6,660 ) Loss on interest rate swap 481 Unrealized loss from interest rate swap 39 Acquisition expenses 85 201 Appreciation (depreciation) of warrants (1,760 ) Core FFO $ 83,639 $ 81,700 $ 74,235 AFFO Adjusted funds from operations, or AFFO, is presented in addition to Core FFO.
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.
Year Ended December 31, 2024 Square Footage % of Total Square Footage Expiring Rent New Rent % Change Tenant Improvements $/SF/YR Lease Commissions $/SF/YR Renewals 4,180,593 71.7% $ 4.02 $ 4.54 12.9% $ 0.15 $ 0.13 New Leases 1,646,543 28.3% $ 4.25 $ 5.45 28.2% $ 0.51 $ 0.29 Total/weighted average 5,827,136 100% $ 4.09 $ 4.79 17.1% $ 0.25 $ 0.17 Conditions in Our Markets The Company Portfolio is located in various Primary Markets and Secondary Markets within the main industrial distribution and logistics corridors of the United States.
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.
FFO should not be used as a measure of our liquidity and is not indicative of funds available for our cash needs, including our ability to pay dividends. 43 We calculate Core FFO by adjusting FFO for items such as dividends paid or accrued to holders of our preferred stock and redeemable non-controlling interest, acquisition and transaction related expenses for transactions not completed, gain on financing transaction, income tax provision, and certain non-cash operating expenses such as unrealized loss from interest rate swap, loss on interest rate swap, appreciation (depreciation) of warrants and loss on extinguishment of debt.
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.
The 2024 $200 Million ATM Program replaced the previous $200 million ATM program, which was entered into on February 28, 2023 (“2023 $200 Million ATM Program”). For the year ended December 31, 2024, the Company did not issue any shares of its common stock under the 2024 $200 Million ATM Program or 2023 $200 Million ATM Program.
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 change was predominantly driven by a decrease in net proceeds from the line of credit facility of $213,300, a decrease of $50,005 in net proceeds from common stock, an increase in debt issuance costs and dividends and distributions paid of $7,639, partially offset by an increase in net proceeds from financing transaction of $54,375, decrease in cash used for the repurchase and redemption of Series A Preferred Stock of $48,886 and a decrease in repayment of secured debt of $88,375.
(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.
(In thousands) Year Ended December 31, 2024 2023 2022 AFFO: Core FFO $ 83,639 $ 81,700 $ 74,235 Amortization of debt related costs 1,909 2,184 2,163 Non-cash interest expense (1,648 ) 984 2,248 Stock compensation 4,197 2,966 2,603 Capitalized interest (394 ) (1,102 ) (1,125 ) Straight line rent 761 (1,944 ) (3,682 ) Above/below market lease rents (1,204 ) (2,221 ) (3,151 ) Proportionate share of AFFO from unconsolidated joint ventures (189 ) Recurring capital expenditures (1) (7,278 ) (5,743 ) (6,793 ) AFFO $ 79,793 $ 76,824 $ 66,498 _______________ (1) Excludes non-recurring capital expenditures of $21,755, $30,366 and $60,350 for the years ended December 31, 2024, 2023 and 2022, respectively. 44 Cash Flow A summary of our cash flows for the years ended December 31, 2024 and 2023 are as follows: (In thousands) Year Ended December 31, 2024 2023 Net cash provided by operating activities $ 96,070 $ 81,872 Net cash provided by (used in) investing activities $ 87,463 $ (79 ) Net cash (used in) provided by financing activities $ (166,110 ) $ (86,802 ) Operating activities : Net cash provided by operating activities for the year ended December 31, 2024 increased approximately $14,198 compared to the year ended December 31, 2023.
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.
The schedule below is a comparative analysis of the components of interest expense for the years ended December 31, 2024 and 2023.
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.
As of December 31, 2024, all our outstanding variable debt was fixed with interest rate swaps through maturity, with the exception of the balance of $20,000 under the KeyBank unsecured line of credit. The KeyBank unsecured line of credit was subject to a weighted average interest rate of 5.89% during the year ended December 31, 2024.
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.
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. Our total portfolio represents all of the properties owned during the reported periods.
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 agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies. 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, 2024, we have an investment in an unconsolidated joint venture with our ownership percentage at 35%.
(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.
(In thousands) Year Ended December 31, 2024 2023 Changes in accrued interest $ (1,648 ) $ 984 Amortization of debt related costs 1,909 2,184 Total change in accrued interest and amortization of debt related costs 261 3,168 Cash interest paid 37,545 36,212 Capitalized interest (394 ) (1,102 ) Total interest expense $ 37,412 $ 38,278 Loss in investment of unconsolidated joint ventures: Loss in investment of unconsolidated joint ventures in the amount of $5,145 represents our share of loss related to our investment in unconsolidated joint ventures.
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.
Investing activities: Net cash provided by investing activities for the year ended December 31, 2024 increased approximately $87,542 compared to the year ended December 31, 2023 primarily due to an increase in net proceeds from the sale of real estate of $182,277, an increase in proceeds from net investment in sales-type lease of $21,244, and decrease in capital expenditures of $10,525, partially offset by an increase in property acquisitions completed during the year ended December 31, 2024 totaling $122,043 as opposed to $0 during the year ended December 31, 2023 and an increase in contributions to and investments in joint ventures of $4,461.
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.
In addition to the contractual obligations set forth in the table above, we have entered into employment agreements with certain of our executive officers. As approved by the compensation committee of the board of directors the agreements provide for base salaries ranging from $350 to $650 annually with discretionary cash and stock performance awards.
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.
Depreciation and amortization : Depreciation and amortization expense decreased by $7,162 to $85,729 for the year ended December 31, 2024, as compared to $92,891 for the year ended December 31, 2023, due to net decreases from Acquisitions, Dispositions and Other of $3,719 primarily due to the real estate properties contributed to the Joint Venture no longer being depreciated and amortized as of August 26, 2024, and net decreases from the Same Store Portfolio of $3,443 related to the full depreciation and amortization of certain assets during the year ended December 31, 2024.

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