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What changed in Terreno Realty Corp's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Terreno Realty Corp'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.

+320 added−303 removedSource: 10-K (2025-02-05) vs 10-K (2024-02-07)

Top changes in Terreno Realty Corp's 2024 10-K

320 paragraphs added · 303 removed · 260 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

92 edited+28 added−8 removed73 unchanged
Biggest changeLocation Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed 7045 NW 46th St 1 Miami, FL — 2,517 2,261 210 2,517 2,471 4,988 103 2022 1986 8050 NW 90th St — Medley, FL — 18,612 2,067 3,497 18,612 5,564 24,176 258 2022 N/A 12950 SW South River 1 Medley, FL — 1,971 4,029 843 1,971 4,872 6,843 1,089 2016 2000 Americas Gateway 5 Doral, FL — 9,088 9,552 5,326 9,088 14,878 23,966 5,154 2013 1978/1982 Americas Gateway 5 1 Doral, FL — 2,064 4,326 390 2,064 4,716 6,780 312 2013 2022 Countyline #24 & #25 2 Hialeah, FL — 15,552 27,898 6,636 15,552 34,534 50,086 3,260 2021 2021 & 2021 Countyline #26 1 Hialeah, FL — 11,826 24,407 4,958 11,826 29,365 41,191 2,397 2021 2021 Countyline #27 & #28 2 Hialeah, FL — 18,595 49,052 9,766 18,595 58,818 77,413 4,436 2021 2021 & 2021 Countyline #29 & #30 2 Hialeah, FL — 19,370 52,925 6,455 19,370 59,380 78,750 2,623 2022 2022 Countyline #41 1 Hialeah, FL — 14,044 31,261 385 14,044 31,646 45,690 53 2023 2023 Miami International Trade Center 4 Medley, FL — 5,063 10,958 2,791 5,063 13,749 18,812 3,514 2015 1996 Washington, D.C. 25th Place NE 1 Washington, D.C. — 7,845 4,932 — 7,845 4,932 12,777 79 2023 2023 75th Ave 5 Landover, MD — 10,658 18,615 6,391 10,658 25,006 35,664 6,880 2014 1987/1990 2920 V Street 1 Washington, D.C. — 2,248 1,670 1,499 2,248 3,169 5,417 670 2017 1958 3601 Pennsy 1 Landover, MD — 2,331 4,375 1,745 2,331 6,120 8,451 2,005 2013 1996 4230 Forbes 1 Lanham, MD — 1,736 2,395 1,374 1,736 3,769 5,505 1,080 2013 2003 4501 46th Street — Bladensburg, MD — 9,576 1,984 1,029 9,576 3,012 12,588 143 2021 1955 Business Parkway 1 Lanham, MD — 3,038 3,007 210 3,038 3,217 6,255 629 2016 2002 Eisenhower 3 Alexandria, VA — 36,755 23,768 2,438 36,755 26,206 62,961 1,412 2021 1974 Hampton Overlook 3 Capitol Heights, MD — 4,602 7,521 2,234 4,602 9,755 14,357 2,087 2016 1989/1990 Pickett 1 Alexandria, VA — 6,256 2,850 690 6,256 3,540 9,797 250 2021 1963 Tuxedo — Hyattsville, MD — 6,867 1,266 1,157 6,867 2,423 9,290 155 2021 1962 V Street 6 Washington, D.C. — 67,132 41,299 19,519 67,132 60,818 127,949 17,251 2015 1955/1963 Subtotal 259 — 1,995,494 1,211,327 350,205 1,995,494 1,561,532 3,557,026 287,541 Unamortized net premiums Unamortized net deferred financing costs Intangible assets 147,329 96,939 Total 259 $ — $ 1,995,494 $ 1,211,327 $ 350,205 $ 1,995,494 $ 1,561,532 $ 3,704,355 $ 384,480 6 Table of Contents Terreno Realty Corporation Schedule III Real Estate Investments and Accumulated Depreciation – (Continued) As of December 31, 2023 (in thousands) A summary of activity for real estate and accumulated depreciation for the years ended December 31, 2023 and 2022 is as follows: 2023 2022 Investment in Properties Balance at beginning of year $ 3,398,774 $ 2,946,826 Acquisition of properties 512,531 422,298 Disposition of properties (43,854) (65,379) Construction in progress 139,974 21,623 Improvements, net of write-offs 40,415 73,406 Balance at end of year $ 4,047,840 $ 3,398,774 2023 2022 Accumulated Depreciation Balance at beginning of year $ 323,631 $ 279,062 Amortization of lease intangible assets 15,008 14,253 Depreciation expense 56,765 48,771 Disposition of properties and write-offs (10,924) (18,455) Balance at end of year $ 384,480 $ 323,631 7 Table of Contents Exhibit Index Exhibit Number Exhibit Description 3.1 Articles of Amendment and Restatement of Registrant, as amended (previously filed as Exhibit 3.1 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 3.2 Articles Supplementary for Registrant’s 7.75% Series A Cumulative Redeemable Preferred Stock (previously filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K on July 19, 2012 and incorporated herein by reference). 3.3 Articles Supplementary (previously filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K on February 9, 2017 and incorporated herein by reference). 3.4 Amended and Restated Bylaws of Registrant (previously filed as Exhibit 3.2 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 3.5 First Amendment to Amended and Restated Bylaws of Registrant (previously filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K on February 9, 2017 and incorporated herein by reference). 4.1 Specimen Common Stock Certificate of Registrant (previously filed as Exhibit 4.1 to Amendment No. 3 to the Registrant’s Registration Statement on Form S-11 on January 15, 2010 and incorporated herein by reference). 4.2 Description of Securities of Registrant (previously filed as Exhibit 4.2 to the Registrant’s Annual Report on Form 10-K on February 6, 2020 and incorporated herein by reference). 10.1+ Amended and Restated Severance Agreement between Registrant and W.
Biggest changeLocation Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed 131st Street 1 Medley, FL — 2,903 5,729 1,408 2,903 7,137 10,040 2,176 2014 1999 7045 NW 46th St 1 Miami, FL — 2,517 2,261 210 2,517 2,471 4,988 193 2022 1986 8050 NW 90th St — Medley, FL — 18,612 2,067 3,478 18,612 5,545 24,157 549 2022 N/A 12950 SW South River 1 Medley, FL — 1,971 4,029 840 1,971 4,869 6,840 1,264 2016 2000 Americas Gateway 5 Doral, FL — 9,088 9,552 5,529 9,088 15,081 24,169 5,796 2013 1978/1982 Americas Gateway 5 1 Doral, FL — 2,064 4,326 355 2,064 4,681 6,745 445 2013 2022 Countyline #24 & #25 2 Hialeah, FL — 15,552 27,898 6,636 15,552 34,534 50,086 4,464 2021 2021 & 2021 Countyline #26 1 Hialeah, FL — 11,826 24,407 4,958 11,826 29,365 41,191 3,388 2021 2021 Countyline #27 & #28 2 Hialeah, FL — 18,595 49,052 9,847 18,595 58,899 77,494 6,764 2021 2021 & 2021 Countyline #29 & #30 2 Hialeah, FL — 19,370 52,925 6,530 19,370 59,455 78,825 4,526 2022 2022 Countyline 31 1 Hialeah, FL — 13,425 28,576 870 13,425 29,446 42,871 145 2023 2024 Countyline 38 1 Hialeah, FL — 36,898 67,304 — 36,898 67,304 104,202 1,623 2023 2024 Countyline 39 1 Hialeah, FL — 14,647 29,337 — 14,647 29,337 43,984 316 2023 2024 Countyline 40 1 Hialeah, FL — 12,151 28,265 — 12,151 28,265 40,416 650 2023 2024 Countyline 41 1 Hialeah, FL — 14,044 31,261 469 14,044 31,730 45,774 1,118 2023 2023 Doral Air Logistics Center 3 Doral, FL — 70,197 117,640 — 70,197 117,640 187,837 124 2024 2022 Miami International Trade Center 4 Medley, FL — 5,063 10,958 3,671 5,063 14,629 19,692 3,942 2015 1996 Washington, D.C. 25th Place NE 1 Washington, D.C. — 7,845 4,932 336 7,845 5,268 13,113 210 2023 2023 75th Ave 5 Landover, MD — 10,658 18,615 6,766 10,658 25,381 36,039 7,832 2014 1987/1990 2920 V Street 1 Washington, D.C. — 2,248 1,670 1,600 2,248 3,270 5,518 775 2017 1958 3000 V Street NE 1 Washington, D.C. — 5,171 2,745 594 5,171 3,339 8,510 27 2024 1960 3601 Pennsy 1 Landover, MD — 2,331 4,375 1,757 2,331 6,132 8,463 2,300 2013 1996 4230 Forbes 1 Lanham, MD — 1,736 2,395 1,387 1,736 3,782 5,518 1,223 2013 2003 4501 46th Street — Bladensburg, MD — 9,576 1,984 1,029 9,576 3,013 12,589 252 2021 1955 Business Parkway 1 Lanham, MD — 3,038 3,007 210 3,038 3,217 6,255 726 2016 2002 Eisenhower 3 Alexandria, VA — 36,755 23,768 2,506 36,755 26,274 63,029 2,241 2021 1974 Fleet 4 Alexandria, VA — 52,000 29,858 383 52,000 30,241 82,241 576 2024 1977 Hampton Overlook 3 Capitol Heights, MD — 4,602 7,521 2,579 4,602 10,100 14,702 2,585 2016 1989/1990 Pickett 1 Alexandria, VA — 6,256 2,850 702 6,256 3,552 9,808 429 2021 1963 Tuxedo — Hyattsville, MD — 6,867 1,266 1,104 6,867 2,370 9,237 280 2021 1962 7 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
Organization Terreno Realty Corporation (“Terreno”, and together with its subsidiaries, the “Company”) acquires, owns and operates industrial real estate in six major coastal U.S. markets: Los Angeles, Northern New Jersey/New York City, San Francisco Bay Area, Seattle, Miami, and Washington, D.C.
Organization Terreno Realty Corporation (“Terreno”, and together with its subsidiaries, the “Company”) acquires, owns and operates industrial real estate in six major coastal U.S. markets: New York City/Northern New Jersey, Los Angeles, Miami, San Francisco Bay Area, Seattle, and Washington, D.C.
During the year ended December 31, 2023, the Company issued an aggregate of 5,152,279 shares of common stock at a weighted average offering price of $61.15 per share under the $300 Million ATM Program and the $500 Million ATM Program, resulting in net proceeds of approximately $310.5 million and paying total compensation to the applicable sales agents of approximately $4.6 million.
During the year ended December 31, 2023, the Company issued an aggregate of 5,152,279 shares of common stock at a weighted average offering price of $61.15 per share under the Previous $500 Million ATM Program and the $300 Million ATM Program, resulting in net proceeds of approximately $310.5 million and paying total compensation to the applicable sales agents of approximately $4.6 million.
Actual results could differ significantly from the Company’s estimates. The discount rates used in the fair value estimates represent a rate commensurate with the indicated holding period with a premium layered on for risk. There were no impairment charges recorded to the carrying values of the Company’s properties during the years ended December 31, 2023, 2022 or 2021. Property Acquisitions.
Actual results could differ significantly from the Company’s estimates. The discount rates used in the fair value estimates represent a rate commensurate with the indicated holding period with a premium layered on for risk. There were no impairment charges recorded to the carrying values of the Company’s properties during the years ended December 31, 2024, 2023 or 2022. Property Acquisitions.
The Company has a share repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2024. Purchases made pursuant to the program will be made in either the open market or in privately negotiated transactions as permitted by federal securities laws and other legal requirements.
The Company has a share repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2026. Purchases made pursuant to the program will be made in either the open market or in privately negotiated transactions as permitted by federal securities laws and other legal requirements.
Tax benefits of positions not deemed to meet the more-likely-than-not threshold are recorded as a tax expense in the current year. As of December 31, 2023 and 2022, the Company did not have any unrecognized tax benefits and does not believe that there will be any material changes in unrecognized tax positions over the next 12 months.
Tax benefits of positions not deemed to meet the more-likely-than-not threshold are recorded as a tax expense in the current year. As of December 31, 2024 and 2023, the Company did not have any unrecognized tax benefits and does not believe that there will be any material changes in unrecognized tax positions over the next 12 months.
The fair values of the Company’s Senior Unsecured Notes were estimated by calculating the present value of principal and interest payments, based on borrowing rates available to the Company, which are Level 2 inputs, adjusted with a credit spread, as applicable, and assuming the loans are outstanding through maturity.
The fair values of the Company’s mortgage loan and Senior Unsecured Notes were estimated by calculating the present value of principal and interest payments, based on borrowing rates available to the Company, which are Level 2 inputs, adjusted with a credit spread, as applicable, and assuming the loans are outstanding through maturity.
The following table sets forth the wholly-owned industrial properties the Company acquired during the year ended December 31, 2023: 67 Table of Contents Property Name Location Acquisition Date Number of Buildings Square Feet Improved Land Acreage Purchase Price (in thousands) 1 Countyline Phase IV 2 Hialeah, FL February 23, 2023 — — 121.0 $ 173,600 9th Street Long Island City, NY March 6, 2023 1 45,000 — 23,000 Morton Newark, CA March 30, 2023 4 603,000 — 186,000 25th Place NE Washington DC May 23, 2023 1 33,000 — 13,400 East Garry Avenue 3 Santa Ana, CA September 6, 2023 — — 4.9 14,800 Santa Fe Redondo Beach, CA October 10, 2023 2 112,000 — 45,700 Van Dyke Red Hook, Brooklyn, NY October 11, 2023 1 96,000 — 27,500 Total/Weighted Average 9 889,000 125.9 $ 484,000 1 Excludes intangible liabilities.
Additionally, the Company assumed $46.3 million in liabilities. 70 Table of Contents The following table sets forth the wholly-owned industrial properties the Company acquired during the year ended December 31, 2023: Property Name Location Acquisition Date Number of Buildings Square Feet Improved Land Acreage Purchase Price (in thousands) 1 Countyline Phase IV 2 Hialeah, FL February 23, 2023 — — 121.0 $ 173,600 9th Street Long Island City, NY March 6, 2023 1 45,000 — 23,000 Morton Newark, CA March 30, 2023 4 603,000 — 186,000 25th Place NE Washington DC May 23, 2023 1 33,000 — 13,400 East Garry Avenue 3 Santa Ana, CA September 6, 2023 — — 4.9 14,800 Santa Fe Redondo Beach, CA October 10, 2023 2 112,000 — 45,700 Van Dyke Red Hook, Brooklyn, NY October 11, 2023 1 96,000 — 27,500 Total/Weighted Average 9 889,000 125.9 $ 484,000 1 Excludes intangible liabilities.
Outstanding borrowings under the Amended Facility are limited to the lesser of (i) the sum of the $400.0 million revolving credit facility, the $100.0 million term loan maturing in January 2027 and the $100.0 million term loan maturing in January 2028, or (ii) 60.0% of the value of the unencumbered properties.
Outstanding borrowings under the Amended Facility are limited to the lesser of (i) the sum of the $600.0 million revolving credit facility, the $100.0 million term loan maturing in January 2027 and the $100.0 million term loan maturing in January 2028, or (ii) 60.0% of the value of the unencumbered properties.
The estimation of expected future net cash flows is inherently uncertain and relies on assumptions, among other things, regarding current and future economic and market conditions and the availability of capital. The Company determines the estimated fair values based on its assumptions regarding rental rates, lease-up and holding periods, as well as sales prices.
The estimation of expected future net cash flows is inherently uncertain and relies on assumptions, among other things, regarding current and future economic and market conditions and the availability of capital. The Company determines the estimated fair values based on its assumptions regarding 65 Table of Contents rental rates, lease-up and holding periods, as well as sales prices.
The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to December 31, 2023 ranged from $14.20 to $78.33.
The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to December 31, 2024 ranged from $14.20 to $78.33.
The Amended Facility and the Senior Unsecured Notes include a series of financial and other covenants with which the Company must comply. The Company was in compliance with the covenants under the Amended Facility and the Senior Unsecured Notes as of December 31, 2023 and 2022.
The Amended Facility and the Senior Unsecured Notes include a series of financial and other covenants with which the Company must comply. The Company was in compliance with the covenants under the Amended Facility and the Senior Unsecured Notes as of December 31, 2024 and 2023.
When available, current market information is used to 63 Table of Contents determine capitalization and rental growth rates. If available, current comparative sales values may also be used to establish fair value. When market information is not readily available, the inputs are based on the Company’s understanding of market conditions and the experience of the Company’s management team.
When available, current market information is used to determine capitalization and rental growth rates. If available, current comparative sales values may also be used to establish fair value. When market information is not readily available, the inputs are based on the Company’s understanding of market conditions and the experience of the Company’s management team.
The total net impact to rental revenues due to the amortization of above and below-market leases was a net increase of approximately $13.9 million, $16.3 million and $7.7 million for the years ended December 31, 2023, 2022 and 2021, respectively. The origination value of in-place leases is based on costs to execute similar leases, including commissions and other related costs.
The total net impact to rental revenues due to the amortization of above and below-market leases was a net increase of approximately $17.3 million, $13.9 million and $16.3 million for the years ended December 31, 2024, 2023 and 2022, respectively. The origination value of in-place leases is based on costs to execute similar leases, including commissions and other related costs.
The aggregate amount of the Amended Facility may be increased by up to an additional $500.0 million to a maximum amount not to exceed $1.1 billion, subject to the approval of the administrative agent and the identification of lenders willing to make available additional amounts.
The aggregate amount of the Amended Facility may be increased by up to an additional $450.0 million to a maximum aggregate amount not to exceed $1.25 billion, subject to the approval of the administrative agent and the identification of lenders willing to make available additional amounts.
Meyer, dated as of February 18, 2014 (previously filed as Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K on February 8, 2017 and incorporated herein by reference). 10.22+ Deferred Compensation Plan of Registrant (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on November 8, 2019 and incorporated herein by reference). 10.23 Note Purchase Agreement, dated as of May 13, 2021, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on May 18, 2021 and incorporated herein by reference). 10.24 Note Purchase Agreement, dated as of August 17, 2021, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on August 23, 2021 and incorporated herein by reference). 21* Subsidiaries of Registrant. 23* Consent of Independent Registered Public Accounting Firm. 24.1* Power of Attorney (included on the signature page to this Annual Report on Form 10-K). 31.1* Rule 13a-14(a)/15d-14(a) Certification dated February 7, 2024. 31.2* Rule 13a-14(a)/15d-14(a) Certification dated February 7, 2024. 31.3* Rule 13a-14(a)/15d-14(a) Certification dated February 7, 2024. 9 Table of Contents 32.1** 18 U.S.C. § 1350 Certification dated February 7, 2024. 32.2** 18 U.S.C. § 1350 Certification dated February 7, 2024. 32.3** 18 U.S.C. § 1350 Certification dated February 7, 2024. 97* Terreno Realty Corporation Compensation Recovery Policy 101.SCH* Inline XBRL Taxonomy Extension Schema Document 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF* Inline XBRL Taxonomy Definition Linkbase Document 104* Cover Page Interactive Data File (formatted as inline XBRL and with applicable taxonomy extension information contained in Exhibits 101.*) ________________ * Filed herewith. ** Furnished herewith. + Exhibit is a management contract or compensatory plan or arrangement. 10 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bellevue, State of Washington, on February 7, 2024.
Meyer, dated as of February 18, 2014 (previously filed as Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K on February 8, 2017 and incorporated herein by reference). 10.22+ Deferred Compensation Plan of Registrant (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on November 8, 2019 and incorporated herein by reference). 10.23 Note Purchase Agreement, dated as of May 13, 2021, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on May 18, 2021 and incorporated herein by reference). 10.24 Note Purchase Agreement, dated as of August 17, 2021, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on August 23, 2021 and incorporated herein by reference). 11 Table of Contents 19* Terreno Realty Corporation Insider Trading Policy, including Special Trading Procedures for Insiders. 21* Subsidiaries of Registrant. 23* Consent of Independent Registered Public Accounting Firm. 24.1* Power of Attorney (included on the signature page to this Annual Report on Form 10-K). 31.1* Rule 13a-14(a)/15d-14(a) Certification dated February 5, 2025. 31.2* Rule 13a-14(a)/15d-14(a) Certification dated February 5 , 202 5 . 31.3* Rule 13a-14(a)/15d-14(a) Certification dated February 5, 2025. 32.1** 18 U.S.C. § 1350 Certification dated February 5, 2025. 32.2** 18 U.S.C. § 1350 Certification dated February 5, 2025. 32.3** 18 U.S.C. § 1350 Certification dated February 5, 2025. 97 Terreno Realty Corporation Compensation Recovery Policy (previously filed as Exhibit 97 to the Registrant's Annual Report on Form 10-K on February 7, 2024 and incorporated herein by reference). 101.SCH* Inline XBRL Taxonomy Extension Schema Document 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB* Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF* Inline XBRL Taxonomy Definition Linkbase Document 104* Cover Page Interactive Data File (formatted as inline XBRL and with applicable taxonomy extension information contained in Exhibits 101.*) ________________ * Filed herewith. ** Furnished herewith. + Exhibit is a management contract or compensatory plan or arrangement. 12 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bellevue, State of Washington, on February 5, 2025.
The Company’s non-vested shares of restricted stock are considered participating securities since these share-based awards contain non-forfeitable rights to dividends irrespective of whether the awards ultimately vest or expire. The Company had no antidilutive securities or dilutive restricted stock awards outstanding for the years ended December 31, 2023, 2022 and 2021.
The Company’s non-vested shares of restricted stock are considered participating securities since these share-based awards contain non-forfeitable rights to dividends irrespective of whether the awards ultimately vest or expire. The Company had no antidilutive securities or dilutive restricted stock awards outstanding for the three months and years ended December 31, 2024, 2023, and 2022.
Leasing The following is a schedule of minimum future cash rentals on tenant operating leases in effect as of December 31, 2023.
Leasing The following is a schedule of minimum future cash rentals on tenant operating leases in effect as of December 31, 2024.
The fair value of the restricted stock that was granted during the year ended December 31, 2023 was approximately $8.2 million and the vesting period for the restricted stock is typically between three and five years.
The fair value of the restricted stock that was granted during the year ended December 31, 2024 was approximately $8.8 million and the vesting period for the restricted stock is typically between three and five years.
As of December 31, 2023, the Company had approximately $14.4 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 3.1 years.
As of December 31, 2024, the Company had approximately $14.4 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 3.2 years.
The grant date fair value of the common stock was determined using the closing price of the Company’s common stock on the date of the grant. The Company recognized approximately $0.8 million in compensation costs for the year ended December 31, 2023 related to this issuance.
The grant date fair value of the common stock was determined using the closing price of the Company’s common stock on the date of the grant. The Company recognized approximately $0.6 million in compensation costs for the year ended December 31, 2024 related to this issuance.
The applicable SOFR margin will range from 1.10% to 1.55% (1.10% as of December 31, 2023) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2023) for the term loans, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value and includes a 10 basis points SOFR credit adjustment.
The applicable SOFR margin will range from 1.10% to 1.55% (1.10% as of December 31, 2024) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2024) for the term loans, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s 74 Table of Contents consolidated gross asset value and includes a 10 basis points SOFR credit adjustment.
The Company’s tax returns are subject to examination by federal, state and local tax jurisdictions, which as of December 31, 2023, include years 2019 to 2022 for federal purposes. Stock-Based Compensation and Other Long-Term Incentive Compensation.
The Company’s tax returns are subject to examination by federal, state and local tax jurisdictions, which as of December 31, 2024, include years 2020 to 2023 for federal purposes. Stock-Based Compensation and Other Long-Term Incentive Compensation.
Cannon dated as of February 18, 2014 (previously filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K on February 19, 2014 and incorporated herein by reference). 10.4+ Amended and Restated 2010 Equity Incentive Plan of Registrant (previously filed as Appendix A to the Registrant’s Definitive Proxy Statement on Schedule 14A on March 19, 2014 and incorporated herein by reference). 10.5+ Form of Restricted Stock Award Agreement for Executive Officers and Employees (previously filed as Exhibit 10.4 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.6+ Form of Restricted Stock Award Agreement for Non-Employee Directors (previously filed as Exhibit 10.5 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.7+ 2019 Equity Incentive Plan of Registrant (previously filed as Exhibit 4.7 to the Registrant’s Registration Statement on Form S-8 on April 30, 2019 and incorporated herein by reference). 10.8+ Form of Restricted Stock Award Agreement for Executive Officers and Employees (previously filed as Exhibit 4.8 to the Registrant’s Registration Statement on Form S-8 on April 30, 2019 and incorporated herein by reference). 10.9+ Form of Indemnification Agreement between Registrant and its Directors and Executive Officers (previously filed as Exhibit 10.6 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.10+ Amended and Restated Long-Term Incentive Plan of Registrant effective as of January 1, 2019 (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on January 14, 2019 and incorporated by reference herein). 10.11+ Form of Award Notice under the Amended and Restated Long-Term Incentive Plan of Registrant (previously filed as Exhibit 10.9 to the Registrant's Annual Report on Form 10-K on February 6, 2019 and incorporated by reference herein). 10.12+ Amended and Restated Long-Term Incentive Plan of Registrant, effective as of January 1, 2014 (previously filed as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K on February 19, 2014 and incorporated by reference herein). 8 Table of Contents 10.13+ Form of Award Notice under the Long-Term Incentive Plan of Registrant (previously filed as Exhibit 10.8 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated by reference herein). 10.14 Sixth Amended and Restated Senior Credit Agreement, dated as of August 20, 2021, among Terreno Realty LLC, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on August 26, 2021 and incorporated herein by reference). 10.15 First Amendment, dated as of June 29, 2022, to the Sixth Amended and Restated Senior Credit Agreement, among Terreno Realty LLC, as “Borrower”, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on July 5, 2022 and incorporated herein by reference). 10.16 Second Amendment, dated as of September 2, 2022, to the Sixth Amended and Restated Senior Credit Agreement, among Terreno Realty LLC, as “Borrower”, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on September 6, 2022 and incorporated herein by reference). 10.17 Note Purchase Agreement, dated as of June 7, 2017, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on June 12, 2017 and incorporated herein by reference). 10.18 Note Purchase Agreement, dated as of June 2, 2016, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on June 7, 2016 and incorporated herein by reference). 10.19 Note Purchase Agreement, dated as of September 1, 2015, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on September 8, 2015 and incorporated herein by reference). 10.20 Note Purchase Agreement, dated as of September 12, 2019, among the Registrant, Terreno Realty LLC and the institutions named in Schedule B thereto as purchasers (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on September 18, 2019 and incorporated herein by reference). 10.21+ Severance Agreement between the Registrant and John T.
Cannon dated as of February 18, 2014 (previously filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K on February 19, 2014 and incorporated herein by reference). 10.4+ Amended and Restated 2010 Equity Incentive Plan of Registrant (previously filed as Appendix A to the Registrant’s Definitive Proxy Statement on Schedule 14A on March 19, 2014 and incorporated herein by reference). 10.5+ Form of Restricted Stock Award Agreement for Executive Officers and Employees (previously filed as Exhibit 10.4 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.6+ Form of Restricted Stock Award Agreement for Non-Employee Directors (previously filed as Exhibit 10.5 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.7+ 2019 Equity Incentive Plan of Registrant (previously filed as Exhibit 4.7 to the Registrant’s Registration Statement on Form S-8 on April 30, 2019 and incorporated herein by reference). 10.8+ Form of Restricted Stock Award Agreement for Executive Officers and Employees (previously filed as Exhibit 4.8 to the Registrant’s Registration Statement on Form S-8 on April 30, 2019 and incorporated herein by reference). 10.9+ Form of Indemnification Agreement between Registrant and its Directors and Executive Officers (previously filed as Exhibit 10.6 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated herein by reference). 10.10+ Amended and Restated Long-Term Incentive Plan of Registrant effective as of January 1, 2019 (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on January 14, 2019 and incorporated by reference herein). 10.11+ Form of Award Notice under the Amended and Restated Long-Term Incentive Plan of Registrant (previously filed as Exhibit 10.9 to the Registrant's Annual Report on Form 10-K on February 6, 2019 and incorporated by reference herein). 10.12+ Amended and Restated Long-Term Incentive Plan of Registrant, effective as of January 1, 2014 (previously filed as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K on February 19, 2014 and incorporated by reference herein). 10 Table of Contents 10.13+ Form of Award Notice under the Long-Term Incentive Plan of Registrant (previously filed as Exhibit 10.8 to Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 on January 6, 2010 and incorporated by reference herein). 10.14 Sixth Amended and Restated Senior Credit Agreement, dated as of August 20, 2021, among Terreno Realty LLC, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K on August 26, 2021 and incorporated herein by reference). 10.15 First Amendment, dated as of June 29, 2022, to the Sixth Amended and Restated Senior Credit Agreement, among Terreno Realty LLC, as “Borrower”, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on July 5, 2022 and incorporated herein by reference). 10.16 Second Amendment, dated as of September 2, 2022, to the Sixth Amended and Restated Senior Credit Agreement, among Terreno Realty LLC, as “Borrower”, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, MUFG Union Bank, N.A., as co-syndication agent and joint lead arranger, PNC Bank, National Association, as co-syndication agent, PNC Capital Markets LLC, as joint lead arranger, Regions Bank, as co-syndication agent, Regions Capital Markets, as joint lead arranger and the several banks, financial institutions and other entities which may from time to time become parties as additional “Lenders” (previously filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K on September 6, 2022 and incorporated herein by reference). 10.17 Third Amendment, dated as of September 24, 2024, to the Sixth Amended and Restated Senior Credit Agreement, among Terreno Realty LLC, as “Borrower”, KeyBank National Association, both individually as a “Lender” and as “Administrative Agent”, KeyBanc Capital Markets, PNC Capital Markets LLC, Regions Capital Markets, U.S.
Fair Value Measurements ASC 820 requires disclosure of the level within the fair value hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the market (Level 3).
Fair Value Measurements ASC 820 requires disclosure of the level within the fair value hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the market (Level 3). 75 Table of Contents Financial Instruments Disclosed at Fair Value.
Under this method, allocations were made to 393,059, 322,866 and 245,075 of weighted average unvested restricted shares outstanding for the years ended December 31, 2023, 2022 and 2021, respectively. 76 Table of Contents Performance Share awards which may be payable in shares of the Company’s common stock after the conclusion of each pre-established performance measurement period are included as contingently issuable shares in the calculation of diluted weighted average common shares of stock outstanding assuming the reporting period is the end of the measurement period, and the effect is dilutive.
Under this method, allocations were made 429,748, 393,059 and 322,866 of weighted average unvested restricted shares outstanding for the years ended December 31, 2024, 2023 and 2022, respectively. 79 Table of Contents Performance Share awards which may be payable in shares of the Company’s common stock after the conclusion of each pre-established performance measurement period are included as contingently issuable shares in the calculation of diluted weighted average common shares of stock outstanding assuming the reporting period is the end of the measurement period, and the effect is dilutive.
Diluted shares related to the Performance Share awards were 202,071, 88,373 and 259,468 for the years ended December 31, 2023, 2022 and 2021, respectively. Note 11. Commitments and Contingencies Litigation . The Company is not involved in any material litigation nor, to its knowledge, is any material litigation threatened against it.
Diluted shares related to the Performance Share awards were 317,588, 202,071 and 88,373 for the years ended December 31, 2024, 2023 and 2022, respectively. Note 11. Commitments and Contingencies Litigation . The Company is not involved in any material litigation nor, to its knowledge, is any material litigation threatened against it.
Subsequent changes in the fair value of the shares are not recognized. During the years ended December 31, 2023, 2022 and 2021, 96,874, 150,867 and 136,503 shares of common stock, respectively, were deposited into the Deferred Compensation Plan.
Subsequent changes in the fair value of the shares are not recognized. During the years ended December 31, 2024, 2023 and 2022, 0 , 96,874 and 150,867 shares of common stock, respectively, were deposited into the Deferred Compensation Plan.
The Company has an at-the-market equity offering program (the "$500 Million ATM Program") pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $500.0 million ($305.8 million remaining as of December 31, 2023) in amounts and at times to be determined by the Company from time to time.
The Company has an at-the-market equity offering program (the "$500 Million ATM Program") pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $500.0 million (approximately $438.3 million remaining as of December 31, 2024) in amounts and at times to be determined by the Company from time to time.
Prior to the implementation of the $500 Million ATM Program, the Company had two previous at-the-market equity offering programs (the "$300 Million ATM Program", and the "Previous $300 Million ATM Program"), which were substantially utilized as of September 5, 2023 and June 10, 2021, respectively, and are no longer active.
Prior to the implementation of the $500 Million ATM Program, the Company had two previous at-the-market equity offering programs (the "Previous $500 Million ATM Program" and the "$300 Million ATM Program"), which were substantially utilized as of August 27, 2024 and September 5, 2023, respectively, and are no longer active.
On February 6, 2024, the Company’s board of directors declared a cash dividend in the amount of $0.45 per share of its common stock payable on April 5, 2024 to the stockholders of record as of the close of business on March 28, 2024. 77 Table of Contents Terreno Realty Corporation Schedule III Real Estate Investments and Accumulated Depreciation As of December 31, 2023 (in thousands) Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2023 Property Name No. of Bldgs.
On February 4, 2025, the Company’s board of directors declared a cash dividend in the amount of $0.49 per share of its common stock payable on April 4, 2025 to the stockholders of record as of the close of business on March 27, 2025. 80 Table of Contents Terreno Realty Corporation Schedule III Real Estate Investments and Accumulated Depreciation As of December 31, 2024 (in thousands) Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
As of both December 31, 2023 and December 31, 2022, there were no borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans.
As of December 31, 2024, there were $82.0 million of borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans. As of December 31, 2023, there were no borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans.
As of December 31, 2023, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the 2019 Plan, of which 500,490 were remaining and available for issuance.
As of December 31, 2024, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the 2019 Plan, of which 367,561 were remaining and available for issuance.
During the years ended December 31, 2023, 2022 and 2021, 5,876, 8,929 and 0 shares of common stock, respectively, were withdrawn from the Deferred Compensation Plan.
During the years ended December 31, 2024, 2023 and 2022, 11,473 , 5,876 and 8,929 shares of common stock, respectively, were withdrawn from the Deferred Compensation Plan.
The following table sets forth the carrying value and the estimated fair value of the Company’s debt as of December 31, 2023 and 2022 (dollars in thousands): Fair Value Measurement Using Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Carrying Value Liabilities Debt at: December 31, 2023 $ 721,269 $ — $ 721,269 $ — $ 771,563 December 31, 2022 $ 700,926 $ — $ 700,926 $ — $ 770,818 Note 9.
The following table sets forth the carrying value and the estimated fair value of the Company’s debt as of December 31, 2024 and 2023 (dollars in thousands): Fair Value Measurement Using Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Carrying Value Liabilities Debt at: December 31, 2024 $ 773,456 $ — $ 773,456 $ — $ 823,437 December 31, 2023 $ 721,269 $ — $ 721,269 $ — $ 771,563 Note 9.
The Company recorded revenues and net income for the year ended December 31, 2022 of approximately $11.4 million and $3.2 million, respectively, related to the 2022 acquisitions. The above assets and liabilities were recorded at fair value, which uses Level 3 inputs.
The Company recorded revenues and net income for the year ended December 31, 2023 of approximately $14.8 million and $4.9 million, respectively, related to the 2023 acquisitions. The above assets and liabilities were recorded at fair value, which uses Level 3 inputs.
Investments in Real Estate During the year ended December 31, 2023, the Company acquired seven industrial properties with a total initial investment, including acquisition costs, of approximately $512.5 million, of which $325.8 million was recorded to land, $156.6 million to buildings and improvements, and $30.1 million to intangible assets. Additionally, the Company assumed $46.3 million in liabilities.
During the year ended December 31, 2023, the Company acquired seven industrial properties with a total initial investment, including acquisition costs, of approximately $512.5 million, of which $325.8 million was recorded to land, $156.6 million to buildings and improvements, and $30.1 million to intangible assets.
Financial Instruments Disclosed at Fair Value As of December 31, 2023 and 2022, the fair values of cash and cash equivalents, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these investments or liabilities based on Level 1 inputs.
As of December 31, 2024 and 2023, the fair values of cash and cash equivalents, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these investments or liabilities based on Level 1 inputs.
In addition, the Company has awarded long-term incentive target awards (the “Performance Share awards”) under its Amended and Restated Long-Term Incentive Plan (as amended and restated, the “Amended LTIP”), which the Company amended and 66 Table of Contents restated on January 8, 2019, to its executives that may be payable in shares of the Company’s common stock after the conclusion of each pre-established performance measurement period, which is generally three years.
The amount of the expense may be subject to adjustment in future periods depending on the specific characteristics of the stock-based award. 68 Table of Contents In addition, the Company has awarded long-term incentive target awards (the “Performance Share awards”) under its Amended and Restated Long-Term Incentive Plan (as amended and restated, the “Amended LTIP”), which the Company amended and restated on January 8, 2019, to its executives that may be payable in shares of the Company’s common stock after the conclusion of each pre-established performance measurement period, which is generally three years.
Dividends: The following table sets forth the cash dividends paid or payable per share during the years ended December 31, 2023 and 2022: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2023 Common Stock $ 0.40 February 7, 2023 March 31, 2023 April 6, 2023 June 30, 2023 Common Stock $ 0.40 May 2, 2023 June 30, 2023 July 14, 2023 September 30, 2023 Common Stock $ 0.45 August 1, 2023 September 29, 2023 October 13, 2023 December 31, 2023 Common Stock $ 0.45 October 31, 2023 December 15, 2023 January 5, 2024 For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2022 Common Stock $ 0.34 February 8, 2022 March 25, 2022 April 8, 2022 June 30, 2022 Common Stock $ 0.34 May 3, 2022 June 30, 2022 July 14, 2022 September 30, 2022 Common Stock $ 0.40 August 2, 2022 September 30, 2022 October 14, 2022 December 31, 2022 Common Stock $ 0.40 November 1, 2022 December 30, 2022 January 13, 2023 Note 10.
Dividends: The following tables set forth the cash dividends paid or payable per share during the years ended December 31, 2024 and 2023: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2024 Common Stock $ 0.45 February 6, 2024 March 28, 2024 April 5, 2024 June 30, 2024 Common Stock $ 0.45 May 7, 2024 June 28, 2024 July 12, 2024 September 30, 2024 Common Stock $ 0.49 August 6, 2024 September 30, 2024 October 11, 2024 December 31, 2024 Common Stock $ 0.49 November 5, 2024 December 13, 2024 January 7, 2025 For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2023 Common Stock $ 0.40 February 7, 2023 March 31, 2023 April 6, 2023 June 30, 2023 Common Stock $ 0.40 May 2, 2023 June 30, 2023 July 14, 2023 September 30, 2023 Common Stock $ 0.45 August 1, 2023 September 29, 2023 October 13, 2023 December 31, 2023 Common Stock $ 0.45 October 31, 2023 December 15, 2023 January 5, 2024 Note 10.
As of December 31, 2023 and 2022, approximately $56.1 million and $48.0 million, respectively, of straight-line rent and accounts receivable, net of allowances of approximately $1.2 million and $0.6 million as of December 31, 2023 and 2022, respectively, were included as a component of other assets in the accompanying consolidated balance sheets. Deferred Financing Costs.
As of December 31, 2024 and 2023, approximately $62.9 million and $56.1 million, respectively, of straight-line rent and accounts receivable, net of allowances of approximately $3.4 million and $1.2 million as of December 31, 2024 and 2023, respectively, were included as a component of other assets in the accompanying consolidated balance sheets. Deferred Financing Costs.
Such annualized base rent is based on contractual monthly base rent per the leases, for all buildings and improved land parcels, excluding any partial or full rent abatements as of December 31, 2023, multiplied by 12. Other real estate companies compete with the Company in its real estate markets. This results in competition for tenants to occupy space.
Such annualized base rent is based on contractual monthly base rent per the leases, for all buildings and improved land parcels, excluding any partial or full rent abatements as of December 31, 2024, multiplied by 12. 69 Table of Contents Other real estate companies compete with the Company in its real estate markets.
Signature Title Date /s/ W. Blake Baird Chairman, Chief Executive Officer and Director (principal executive officer) February 7, 2024 W. Blake Baird /s/ Michael A. Coke President and Director February 7, 2024 Michael A. Coke /s/ Jaime J. Cannon Executive Vice President and Chief Financial Officer (principal financial officer) February 7, 2024 Jaime J.
Signature Title Date /s/ W. Blake Baird Chairman, Chief Executive Officer and Director (Principal Executive Officer) February 5, 2025 W. Blake Baird /s/ Michael A. Coke President and Director February 5, 2025 Michael A. Coke /s/ Jaime J. Cannon Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) February 5, 2025 Jaime J. Cannon /s/ Gary N.
The following table summarizes the components of the Company’s indebtedness as of December 31, 2023 and 2022 (dollars in thousands): 2023 2022 Margin Above SOFR Interest Rate 1 Contractual Maturity Date Unsecured Debt: Credit Facility $ — $ — 1.1% 2 n/a 8/20/2025 5-Year Term Loan 100,000 100,000 1.3% 2 6.6 % 1/15/2027 5-Year Term Loan 100,000 100,000 1.3% 2 6.6 % 1/15/2028 $100M 7-Year Unsecured 3 100,000 100,000 n/a 3.8 % 7/14/2024 $50M 10-Year Unsecured 3 50,000 50,000 n/a 4.0 % 7/7/2026 $50M 12-Year Unsecured 3 50,000 50,000 n/a 4.7 % 10/31/2027 $100M 7-Year Unsecured 3 100,000 100,000 n/a 2.4 % 7/15/2028 $100M 10-Year Unsecured 3 100,000 100,000 n/a 3.1 % 12/3/2029 $125M 9-Year Unsecured 3 125,000 125,000 n/a 2.4 % 8/17/2030 $50M 10-Year Unsecured 3 50,000 50,000 n/a 2.8 % 7/15/2031 Total Unsecured Debt 775,000 775,000 Less: Unamortized debt issuance costs (3,437) (4,182) Total $ 771,563 $ 770,818 1 Reflects the contractual interest rate under the terms of each loan as of December 31, 2023.
Debt The following table summarizes the components of the Company’s indebtedness as of December 31, 2024 and 2023 (dollars in thousands): 73 Table of Contents December 31, 2024 December 31, 2023 Margin Above SOFR Interest Rate 1 Contractual Maturity Date Unsecured Debt: Credit Facility $ 82,000 $ — 1.1% 2 5.4 % 1/15/2029 5-Year Term Loan 100,000 100,000 1.3% 2 5.6 % 1/15/2027 5-Year Term Loan 100,000 100,000 1.3% 2 5.8 % 1/15/2028 $100M 7-Year Unsecured 3, 4 — 100,000 n/a 3.8 % 7/14/2024 $50M 10-Year Unsecured 3 50,000 50,000 n/a 4.0 % 7/7/2026 $50M 12-Year Unsecured 3 50,000 50,000 n/a 4.7 % 10/31/2027 $100M 7-Year Unsecured 3 100,000 100,000 n/a 2.4 % 7/15/2028 $100M 10-Year Unsecured 3 100,000 100,000 n/a 3.1 % 12/3/2029 $125M 9-Year Unsecured 3 125,000 125,000 n/a 2.4 % 8/17/2030 $50M 10-Year Unsecured 3 50,000 50,000 n/a 2.8 % 7/15/2031 Total Unsecured Debt 757,000 775,000 Secured Debt: 280 Richards Street 72,879 — n/a 3.9 % 3/1/2028 Total Secured Debt 72,879 — Total Unsecured and Secured Debt 829,879 775,000 Less: Unamortized fair value adjustment and debt issuance costs (6,442) (3,437) Total $ 823,437 $ 771,563 1 Reflects the contractual interest rate under the terms of each loan as of December 31, 2024.
The following summarizes the reconciliation of cash and cash equivalents and restricted cash as presented in the accompanying consolidated statements of cash flows (dollars in thousands): For the Year Ended December 31, 2023 2022 2021 Beginning Cash and cash equivalents at beginning of year $ 26,393 $ 204,404 $ 107,180 Restricted cash 1,690 397 656 Cash and cash equivalents and restricted cash 28,083 204,801 107,836 Ending Cash and cash equivalents at end of year 165,400 26,393 204,404 Restricted cash 836 1,690 397 Cash and cash equivalents and restricted cash 166,236 28,083 204,801 Net increase (decrease) in cash and cash equivalents and restricted cash $ 138,153 $ (176,718) $ 96,965 65 Table of Contents Revenue Recognition.
The following summarizes the reconciliation of cash and cash equivalents and restricted cash as presented in the accompanying consolidated statements of cash flows (dollars in thousands): For the Year Ended December 31, 2024 2023 2022 Beginning Cash and cash equivalents at beginning of year $ 165,400 $ 26,393 $ 204,404 Restricted cash 836 1,690 397 Cash and cash equivalents and restricted cash 166,236 28,083 204,801 Ending Cash and cash equivalents at end of year 18,070 165,400 26,393 Restricted cash 282 836 1,690 Cash and cash equivalents and restricted cash 18,352 166,236 28,083 Net (decrease) increase in cash and cash equivalents and restricted cash $ (147,884) $ 138,153 $ (176,718) Revenue Recognition.
Segment Disclosure. ASC 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. The Company has determined that it has one reportable segment, with activities related to investing in real estate.
Segment Disclosure. ASC 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company acquires, owns and operates industrial real estate in six major coastal U.S. markets.
The remaining weighted average lease term related to these intangible assets and liabilities as of December 31, 2023 was 6.5 years.
The remaining weighted average lease term related to these intangible assets and liabilities as of December 31, 2024 was 7.0 years.
The properties were acquired from unrelated third parties using existing cash on hand, proceeds from property sales and the issuance of common stock and borrowings on the revolving credit facility. 69 Table of Contents As of December 31, 2023, the Company had seven properties under redevelopment that, upon completion, will consist of six buildings aggregating approximately 1.0 million square feet and one approximately 2.8-acre improved land parcel.
The properties were acquired from unrelated third parties using existing cash on hand, proceeds from property sales, the issuance of common stock and borrowings on the revolving credit facility. 71 Table of Contents As of December 31, 2024, the Company had six properties under development or redevelopment that, upon completion, will consist of nine buildings aggregating approximately 0.9 million square feet.
The following table summarizes certain information with respect to the Performance Share awards granted on or after January 1, 2019 and includes the forfeiture of certain of the Performance Share awards during 2022 (dollars in thousands): 75 Table of Contents Performance Share Period Fair Value on Date of Grant 1 Expense for the Year Ended December 31, 2023 2022 2021 January 1, 2019 - December 31, 2021 $ 4,829 $ — $ — $ 1,609 January 1, 2020 - December 31, 2022 4,882 — 1,168 1,858 January 1, 2021 - December 31, 2023 4,820 1,608 1,393 1,822 January 1, 2022 - December 31, 2024 5,789 1,928 1,929 — January 1, 2023 - December 31, 2025 9,040 3,012 — — Total $ 29,360 $ 6,548 $ 4,490 $ 5,289 1 Reflects the fair value on date of grant for all performance shares outstanding at December 31, 2023.
The following table summarizes certain information with respect to the Performance Share awards granted on or after January 1, 2019 and includes the forfeiture of certain of the Performance Share awards during 2024 (dollars in thousands): 78 Table of Contents Performance Share Period Fair Value on Date of Grant 1 Expense for the Year Ended December 31, 2024 2023 2022 January 1, 2020 - December 31, 2022 $ 4,882 $ — $ — $ 1,168 January 1, 2021 - December 31, 2023 4,820 — 1,608 1,393 January 1, 2022 - December 31, 2024 5,618 1,744 1,928 1,929 January 1, 2023 - December 31, 2025 8,583 2,670 3,012 — January 1, 2024 - December 31, 2026 9,261 3,070 — Total $ 33,164 $ 7,484 $ 6,548 $ 4,490 1 Reflects the fair value on date of grant for all performance shares outstanding at December 31, 2024.
As of December 31, 2023, the Company owned 43 buildings aggregating approximately 2.6 million square feet and 13 improved land parcels consisting of approximately 68.0 acres located in Northern New Jersey/New York City, which accounted for a combined percentage of approximately 24.6% of its annualized base rent.
As of December 31, 2024, the Company owned 65 buildings aggregating approximately 3.8 million square feet and 13 improved land parcels consisting of approximately 62.3 acres located in New York City/Northern New Jersey, which accounted for a combined percentage of approximately 27.9% of its annualized base rent.
The Company recognized compensation costs of approximately $6.3 million, $4.9 million and $3.6 million for the years ended December 31, 2023, 2022 and 2021, respectively, related to the restricted stock issuances. 74 Table of Contents The following is a summary of the total restricted shares granted to the Company’s executive officers and employees with the related weighted average grant date fair value share prices for the years ended December 31, 2023, 2022 and 2021: Restricted Stock Activity: Shares Weighted Average Grant Date Fair Value Non-vested shares outstanding as of December 31, 2020 203,729 $ 50.19 Granted 99,569 65.90 Forfeited (776) 59.29 Vested (13,336) 43.04 Non-vested shares outstanding as of December 31, 2021 289,186 55.90 Granted 136,903 66.35 Forfeited (29,391) 59.69 Vested (40,066) 56.06 Non-vested shares outstanding as of December 31, 2022 356,632 59.58 Granted 132,574 61.58 Forfeited (6,989) 66.95 Vested (63,160) 53.64 Non-vested shares outstanding as of December 31, 2023 419,057 $ 60.99 The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of December 31, 2023: Non-vested Shares Vesting Schedule Number of Shares 2024 116,172 2025 84,052 2026 62,146 2027 83,617 2028 73,070 Thereafter — Total Non-vested Shares 419,057 Long-Term Incentive Plan: As of December 31, 2023, there were three open performance measurement periods for the Performance Share awards: January 1, 2021 to December 31, 2023, January 1, 2022 to December 31, 2024, and January 1, 2023 to December 31, 2025.
The Company recognized compensation costs of approximately $6.8 million, $6.3 million and $4.9 million for the years ended December 31, 2024, 2023 and 2022, respectively, related to the restricted stock issuances. 77 Table of Contents The following is a summary of the total restricted shares granted to the Company’s executive officers and employees with the related weighted average grant date fair value share prices for the years ended December 31, 2024, 2023 and 2022: Restricted Stock Activity: Shares Weighted Average Grant Date Fair Value Non-vested shares outstanding as of December 31, 2021 289,186 $ 55.90 Granted 136,903 66.35 Forfeited (29,391) 59.69 Vested (40,066) 56.06 Non-vested shares outstanding as of December 31, 2022 356,632 $ 59.58 Granted 132,574 61.58 Forfeited (6,989) 66.95 Vested (63,160) 53.64 Non-vested shares outstanding as of December 31, 2023 419,057 $ 60.99 Granted 138,380 63.48 Forfeited (16,836) 66.98 Vested (114,213) 55.39 Non-vested shares outstanding as of December 31, 2024 426,388 $ 63.06 The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of December 31, 2024: Non-vested Shares Vesting Schedule Number of Shares 2025 97,728 2026 79,848 2027 104,572 2028 73,070 2029 71,170 Thereafter — Total Non-vested Shares 426,388 Long-Term Incentive Plan: As of December 31, 2024, there were three open performance measurement periods for the Performance Share awards: January 1, 2022 to December 31, 2024, January 1, 2023 to December 31, 2025, and January 1, 2024 to December 31, 2026.
Deferred financing costs related to the revolving credit facility and debt liabilities are carried at cost, net of accumulated amortization in the aggregate of approximately $13.5 million and $11.9 million as of December 31, 2023 and 2022, respectively. Income Taxes.
Deferred financing costs related to the revolving credit facility and debt liabilities are carried at cost, net of deferred financing costs and net of accumulated amortization in the aggregate of approximately $15.2 million and $13.5 million as of December 31, 2024 and 2023, respectively. Mortgage Fair Value Adjustment.
The Company recorded revenues and net income for the year ended December 31, 2023 of approximately $14.8 million and $4.9 million, respectively, related to the 2023 acquisitions.
The Company recorded revenues and net income for the year ended December 31, 2024 of approximately $26.0 million and $8.2 million, respectively, related to the 2024 acquisitions.
(31,788) (26,462) Retained earnings 95,578 88,272 Total stockholders’ equity 2,914,627 2,229,851 Total liabilities and equity $ 3,904,677 $ 3,164,441 The accompanying notes are an integral part of these consolidated financial statements. 58 Table of Contents Terreno Realty Corporation Consolidated Statements of Operations (in thousands – except share and per share data) For the Year Ended December 31, 2023 2022 2021 REVENUES Rental revenues and tenant expense reimbursements $ 323,590 $ 276,212 $ 221,930 Total revenues 323,590 276,212 221,930 COSTS AND EXPENSES Property operating expenses 79,085 68,903 56,248 Depreciation and amortization 73,219 65,763 50,687 General and administrative 37,935 31,192 26,964 Acquisition costs and other 218 1,465 172 Total costs and expenses 190,457 167,323 134,071 OTHER INCOME (EXPENSE) Interest and other income 4,964 809 822 Interest expense, including amortization (24,796) (23,850) (18,054) Gain on sales of real estate investments 38,156 112,166 16,627 Total other income (expense) 18,324 89,125 (605) Net income 151,457 198,014 87,254 Allocation to participating securities (712) (854) (311) Net income available to common stockholders $ 150,745 $ 197,160 $ 86,943 EARNINGS PER COMMON SHARE - BASIC AND DILUTED: Net income available to common stockholders - basic $ 1.81 $ 2.61 $ 1.23 Net income available to common stockholders - diluted $ 1.81 $ 2.61 $ 1.23 BASIC WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 83,169,028 75,498,107 70,534,202 DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 83,371,099 75,586,480 70,793,670 The accompanying notes are an integral part of these consolidated financial statements. 59 Table of Contents Terreno Realty Corporation Consolidated Statements of Comprehensive Income (in thousands) For the Year Ended December 31, 2023 2022 2021 Net income $ 151,457 $ 198,014 $ 87,254 Other comprehensive income: Cash flow hedge adjustment — — 183 Comprehensive income $ 151,457 $ 198,014 $ 87,437 The accompanying notes are an integral part of these consolidated financial statements. 60 Table of Contents Terreno Realty Corporation Consolidated Statements of Equity (in thousands – except share data) Common Stock Additional Paid- in Capital Common Shares Held in Deferred Compensation Plan Deferred Compensation Plan Retained Earnings Accumulated Other Comprehensive Loss Number of Shares Amount Total Balance as of December 31, 2020 68,376,364 $ 686 $ 1,589,301 139,224 $ (7,546) $ 5,926 $ (183) $ 1,588,184 Net income — — — — — 87,254 — 87,254 Issuance of common stock, net of issuance costs of $6,123 6,736,455 66 463,680 — — — — 463,746 Forfeiture of common stock related to employee awards (776) — — — — — — — Common shares acquired related to employee awards (6,534) — (582) — — — — (582) Issuance of restricted stock 99,569 — — — — — — — Stock-based compensation — — 9,554 — — — — 9,554 Common stock dividends ($1.26 per share) — — — — — (90,376) — (90,376) Deposits to deferred compensation plan (136,503) — 7,651 136,503 (7,651) — — — Other comprehensive income — — — — — — 183 183 Balance as of December 31, 2021 75,068,575 752 2,069,604 275,727 (15,197) 2,804 — 2,057,963 Net income — — — — — 198,014 — 198,014 Issuance of common stock, net of issuance costs of $1,557 1,444,156 13 77,281 — — — — 77,294 Forfeiture of common stock related to employee awards (29,391) — — — — — — — Common shares acquired related to employee awards (14,823) — (1,045) — — — — (1,045) Issuance of restricted stock 136,903 — — — — — — — Stock-based compensation — — 10,171 — — — — 10,171 Common stock dividends ($1.48 per share) — — — — — (112,546) — (112,546) Deposits to deferred compensation plan, net of withdrawals (141,938) — 11,265 141,938 (11,265) — — — Balance as of December 31, 2022 76,463,482 765 2,167,276 417,665 (26,462) 88,272 — 2,229,851 Net income — — — — — 151,457 — 151,457 Issuance of common stock, net of issuance costs of $5,830 11,012,883 111 665,406 — — — — 665,517 Forfeiture of common stock related to employee awards (6,989) — — — — — — — Common shares acquired related to employee awards (23,854) — (1,513) — — — — (1,513) Issuance of restricted stock 132,574 — — — — — — — Stock-based compensation — — 13,466 — — — — 13,466 Common stock dividends ($1.70 per share) — — — — — (144,151) — (144,151) Deposits to deferred compensation plan, net of withdrawals (90,998) — 5,326 90,998 (5,326) — — — Balance as of December 31, 2023 87,487,098 $ 876 $ 2,849,961 508,663 $ (31,788) $ 95,578 $ — $ 2,914,627 The accompanying notes are an integral part of these consolidated financial statements. 61 Table of Contents Terreno Realty Corporation Consolidated Statements of Cash Flows (in thousands) For the Year Ended December 31, 2023 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 151,457 $ 198,014 $ 87,254 Adjustments to reconcile net income to net cash provided by operating activities Straight-line rents (8,469) (9,353) (8,683) Amortization of lease intangibles (13,922) (16,271) (7,686) Depreciation and amortization 73,219 65,763 50,687 Gain on sales of real estate investments (38,156) (112,166) (16,627) Deferred financing cost amortization 1,545 1,371 1,335 Stock-based compensation 13,466 10,171 9,554 Changes in assets and liabilities Other assets (6,599) (1,368) (3,669) Accounts payable and other liabilities 7,136 7,049 20,043 Net cash provided by operating activities 179,677 143,210 132,208 CASH FLOWS FROM INVESTING ACTIVITIES Cash paid for property acquisitions (466,840) (407,558) (644,956) Proceeds from sales of real estate investments, net 73,077 162,145 41,082 Additions to construction in progress (123,570) (25,638) (11,274) Additions to buildings, improvements and leasing costs (53,055) (66,611) (51,290) Net cash used in investing activities (570,388) (337,662) (666,438) CASH FLOWS FROM FINANCING ACTIVITIES Issuance of common stock 671,347 78,851 462,386 Issuance costs on issuance of common stock (5,038) (1,163) (5,683) Repurchase of common stock related to employee awards (1,513) (1,045) (582) Borrowings on credit facility 82,000 208,000 75,000 Payments on credit facility (82,000) (208,000) (75,000) Borrowings on term loans payable — 100,000 — Borrowings on senior unsecured notes — — 275,000 Payments on senior unsecured notes — (50,000) — Payments on mortgage loan payable — — (11,271) Payment of deferred financing costs (80) (1,498) (4,027) Dividends paid to common stockholders (135,852) (107,411) (84,628) Net cash provided by financing activities 528,864 17,734 631,195 Net increase (decrease) in cash and cash equivalents and restricted cash 138,153 (176,718) 96,965 Cash and cash equivalents and restricted cash at beginning of year 28,083 204,801 107,836 Cash and cash equivalents and restricted cash at end of year $ 166,236 $ 28,083 $ 204,801 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid for interest, net of capitalized interest $ 31,713 $ 25,219 $ 15,144 Supplemental disclosures of non-cash transactions Accounts payable related to capital improvements 26,912 18,158 16,873 Non-cash issuance of common stock to the deferred compensation plan (5,326) (11,265) (7,651) Lease liability arising from recognition of right-of-use asset — 1,192 3,287 Reconciliation of cash paid for property acquisitions Acquisition of properties $ 512,531 $ 422,298 $ 681,970 Assumption of other assets and liabilities (45,691) (14,740) (37,014) Net cash paid for property acquisitions $ 466,840 $ 407,558 $ 644,956 The accompanying notes are an integral part of these consolidated financial statements. 62 Table of Contents Terreno Realty Corporation Notes to Consolidated Financial Statements Note 1.
(31,097) (31,788) Retained earnings 95,287 95,578 Total stockholders’ equity 3,662,332 2,914,627 Total liabilities and equity $ 4,770,156 $ 3,904,677 The accompanying notes are an integral part of these consolidated financial statements. 61 Table of Contents Terreno Realty Corporation Consolidated Statements of Operations (in thousands – except share and per share data) For the Year Ended December 31, 2024 2023 2022 REVENUES Rental revenues and tenant expense reimbursements $ 382,621 $ 323,590 $ 276,212 Total revenues 382,621 323,590 276,212 COSTS AND EXPENSES Property operating expenses 98,090 79,085 68,903 Depreciation and amortization 93,916 73,219 65,763 General and administrative 42,587 37,935 31,192 Acquisition costs and other 72 218 1,465 Total costs and expenses 234,665 190,457 167,323 OTHER INCOME (EXPENSE) Interest and other income 12,083 4,964 809 Interest expense, including amortization (20,921) (24,796) (23,850) Gain on sales of real estate investments 45,379 38,156 112,166 Total other income 36,541 18,324 89,125 Net income 184,497 151,457 198,014 Allocation to participating securities (791) (712) (854) Net income available to common stockholders $ 183,706 $ 150,745 $ 197,160 EARNINGS PER COMMON SHARE - BASIC AND DILUTED: Net income available to common stockholders - basic $ 1.92 $ 1.81 $ 2.61 Net income available to common stockholders - diluted $ 1.92 $ 1.81 $ 2.61 BASIC WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 95,524,549 83,169,028 75,498,107 DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 95,842,137 83,371,099 75,586,480 The accompanying notes are an integral part of these consolidated financial statements. 62 Table of Contents Terreno Realty Corporation Consolidated Statements of Equity (in thousands – except share data) Common Stock Additional Paid- in Capital Common Shares Held in Deferred Compensation Plan Deferred Compensation Plan Retained Earnings Number of Shares Amount Total Balance as of December 31, 2021 75,068,575 $ 752 $ 2,069,604 275,727 $ (15,197) $ 2,804 $ 2,057,963 Net income — — — — — 198,014 198,014 Issuance of common stock, net of issuance costs of $1,557 1,444,156 13 77,281 — — — 77,294 Forfeiture of common stock related to employee awards (29,391) — — — — — — Common shares acquired related to employee awards (14,823) — (1,045) — — — (1,045) Issuance of restricted stock 136,903 — — — — — — Stock-based compensation — — 10,171 — — — 10,171 Common stock dividends ($1.48 per share) — — — — — (112,546) (112,546) Deposits to deferred compensation plan, net of withdrawals (141,938) — 11,265 141,938 (11,265) — — Balance as of December 31, 2022 76,463,482 765 2,167,276 417,665 (26,462) 88,272 2,229,851 Net income — — — — — 151,457 151,457 Issuance of common stock, net of issuance costs of $5,830 11,012,883 111 665,406 — — — 665,517 Forfeiture of common stock related to employee awards (6,989) — — — — — — Common shares acquired related to employee awards (23,854) — (1,513) — — — (1,513) Issuance of restricted stock 132,574 — — — — — — Stock-based compensation — — 13,466 — — — 13,466 Common stock dividends ($1.70 per share) — — — — — (144,151) (144,151) Deposits to deferred compensation plan, net of withdrawals (90,998) — 5,326 90,998 (5,326) — — Balance as of December 31, 2023 87,487,098 876 2,849,961 508,663 (31,788) 95,578 2,914,627 Net income — — — — — 184,497 184,497 Issuance of common stock, net of issuance costs of $6,314 11,665,929 118 736,296 — — — 736,414 Forfeiture of common stock related to employee awards (16,836) — — — — — — Common shares acquired related to employee awards (48,041) — (3,344) — — — (3,344) Issuance of restricted stock 138,380 — — — — — — Stock-based compensation — — 14,926 — — — 14,926 Common stock dividends ($1.88 per share) — — — — — (184,788) (184,788) Withdrawals from deferred compensation plan 11,473 — (691) (11,473) 691 — — Balance as of December 31, 2024 99,238,003 $ 994 $ 3,597,148 497,190 $ (31,097) $ 95,287 $ 3,662,332 The accompanying notes are an integral part of these consolidated financial statements. 63 Table of Contents Terreno Realty Corporation Consolidated Statements of Cash Flows (in thousands) For the Year Ended December 31, 2024 2023 2022 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 184,497 $ 151,457 $ 198,014 Adjustments to reconcile net income to net cash provided by operating activities Straight-line rents (9,306) (8,469) (9,353) Amortization of lease intangibles (17,284) (13,922) (16,271) Depreciation and amortization 93,916 73,219 65,763 Gain on sales of real estate investments (45,379) (38,156) (112,166) Deferred financing cost and mortgage fair value adjustment amortization 1,762 1,545 1,371 Stock-based compensation 14,926 13,466 10,171 Changes in assets and liabilities Other assets (2,331) (6,599) (1,368) Accounts payable and other liabilities 11,886 7,136 7,049 Net cash provided by operating activities 232,687 179,677 143,210 CASH FLOWS FROM INVESTING ACTIVITIES Cash paid for property acquisitions (814,515) (466,840) (407,558) Proceeds from sales of real estate investments, net 71,899 73,077 162,145 Additions to construction in progress (126,428) (123,570) (25,638) Additions to buildings, improvements and leasing costs (46,433) (53,055) (66,611) Net cash used in investing activities (915,477) (570,388) (337,662) CASH FLOWS FROM FINANCING ACTIVITIES Issuance of common stock 742,728 671,347 78,851 Issuance costs on issuance of common stock (5,704) (5,038) (1,163) Repurchase of common stock related to employee awards (3,344) (1,513) (1,045) Borrowings on credit facility 110,000 82,000 208,000 Payments on credit facility (28,000) (82,000) (208,000) Borrowings on term loans payable — — 100,000 Payments on senior unsecured notes (100,000) — (50,000) Payment of deferred financing costs (5,805) (80) (1,498) Dividends paid to common stockholders (174,969) (135,852) (107,411) Net cash provided by financing activities 534,906 528,864 17,734 Net decrease in cash and cash equivalents and restricted cash (147,884) 138,153 (176,718) Cash and cash equivalents and restricted cash at beginning of year 166,236 28,083 204,801 Cash and cash equivalents and restricted cash at end of year $ 18,352 $ 166,236 $ 28,083 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid for interest, net of capitalized interest $ 20,898 $ 31,713 $ 25,219 Supplemental disclosures of non-cash transactions Accounts payable related to capital improvements 34,509 26,912 18,158 Non-cash issuance of common stock to the deferred compensation plan 691 (5,326) (11,265) Lease liability arising from recognition of right-of-use asset 2,264 — 1,192 Reconciliation of cash paid for property acquisitions Acquisition of properties $ 937,908 $ 512,531 $ 422,298 Assumption of mortgage loans payable (72,879) — — Unamortized mortgage fair value adjustment 3,650 — — Assumption of other assets and liabilities (54,164) (45,691) (14,740) Net cash paid for property acquisitions $ 814,515 $ 466,840 $ 407,558 The accompanying notes are an integral part of these consolidated financial statements. 64 Table of Contents Terreno Realty Corporation Notes to Consolidated Financial Statements Note 1.
On February 13, 2023, the Company completed a public offering of 5,750,000 shares of common stock at a price per share of $62.50, which included the underwriters’ full exercise of their option to purchase an additional 750,000 shares. The net proceeds of the offering were approximately $355.9 million after deducting the underwriting discount and offering costs of approximately $3.5 million.
The Company used the net proceeds for acquisitions. On February 13, 2023, the Company completed a public offering of 5,750,000 shares of common stock at a price per share of $62.50, which included the underwriters’ full exercise of their option to purchase an additional 750,000 shares.
Additionally, the Company owned approximately 62.7 acres of land entitled for future development that, upon completion, will consist of six buildings aggregating approximately 1.1 million square feet.
Additionally, the Company owned approximately 22.4 acres of land for future development that, upon completion, will consist of two buildings aggregating approximately 0.4 million square feet.
During the year ended December 31, 2021, the Company issued an aggregate of 2,569,771 shares of common stock at a weighted average offering price of $63.23 per share under the Previous $300 Million ATM Program and the $300 Million ATM Program, resulting in net proceeds of approximately $160.1 million, and paying total compensation to the applicable sales agents of approximately $2.4 million.
During the year ended December 31, 2024, the Company issued an aggregate of 5,329,544 shares of common stock at a weighted average offering price of $66.62 per share under the $500 Million ATM Program and the Previous $500 Million ATM Program, resulting in net proceeds of approximately $349.9 million and paying total compensation to the applicable sales agents of approximately $5.1 million.
Management does not expect that the liabilities, if any, that may ultimately result from such legal actions will have a material effect on the consolidated financial position, results of operations or cash flows of the Company. Contractual Commitments.
Management does not expect that the liabilities, if any, that may ultimately result from such legal actions will have a material effect on the consolidated financial position, results of operations or cash flows of the Company. Contractual Commitments. As of February 4, 2025, the Company did not have any outstanding contracts or non-binding letters of intent to acquire industrial properties.
The Company has a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) maintained for the benefit of select employees and members of the Company’s Board of Directors, in which certain of their cash and equity-based compensation may be deposited.
As of December 31, 2024, the Company had not repurchased any shares of common stock pursuant to its share repurchase program. The Company has a Non-Qualified Deferred Compensation Plan (the “Deferred Compensation Plan”) maintained for the benefit of select employees and members of the Company’s Board of Directors, in which certain of their cash and equity-based compensation may be deposited.
If tenants fail to make contractual lease payments that are greater than the Company’s allowance for doubtful accounts, security deposits and letters of credit, then the Company may have to recognize additional doubtful account charges in future periods. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis by reviewing their financial condition periodically as appropriate.
If tenants fail to make contractual lease payments that are greater than the Company’s allowance for doubtful 67 Table of Contents accounts, security deposits and letters of credit, then the Company may have to recognize additional doubtful account charges in future periods.
In connection with the Annual Meeting of Stockholders on May 2, 2023, the Company granted a total of 12,480 unrestricted shares of the Company's common stock to its independent directors under the 2019 Plan with a grant date fair value per share of $60.10.
The Company used the net proceeds for acquisitions. 76 Table of Contents In connection with the Annual Meeting of Stockholders on May 7, 2024, the Company granted a total of 11,385 unrestricted shares of the Company's common stock to its independent directors under the 2019 Plan with a grant date fair value per share of $54.90.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Los Angeles 104th Street 1 Los Angeles, CA $ — $ 3,701 $ 976 $ 206 $ 3,701 $ 1,182 $ 4,883 $ 233 2017 1951 5401 West 104th St 1 Los Angeles, CA — 15,721 1,463 45 15,721 1,508 17,230 46 2022 1951 139th Street 2 Carson, CA — 21,236 15,783 720 21,236 16,503 37,739 2,760 2017 1965/2003 630 Glasgow 1 Inglewood, CA — 2,245 1,855 475 2,245 2,330 4,575 966 2011 1988 747 Glasgow 1 Inglewood, CA — 1,759 1,555 475 1,759 2,030 3,789 689 2014 1981 1150 & 1250 W.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Los Angeles 104th Street 1 Los Angeles, CA $ — $ 3,701 $ 976 $ 175 $ 3,701 $ 1,151 $ 4,852 $ 215 2017 1951 5401 West 104th St 1 Los Angeles, CA — 15,721 1,463 164 15,721 1,627 17,348 99 2022 1951 139th Street — Carson, CA — — 15,783 340 — 16,123 16,123 9,150 2017 1965/2003 630 Glasgow 1 Inglewood, CA — 2,245 1,855 846 2,245 2,701 4,946 1,044 2011 1988 747 Glasgow 1 Inglewood, CA — 1,759 1,555 475 1,759 2,030 3,789 765 2014 1981 1150 & 1250 W.
Hackensack — Kearny, NJ — 25,901 — 1,263 25,901 1,263 27,164 332 2019 85 Doremus — Newark, NJ — 5,918 513 26 5,918 539 6,457 102 2018 87 Doremus — Newark, NJ — 21,595 550 197 21,595 747 22,342 32 2022 N/A 127 Doremus — Newark, NJ — 12,111 430 520 12,111 950 13,061 34 2022 N/A 97 Third Street — Kearny, NJ — 25,580 1,566 1,690 25,580 3,256 28,836 396 2021 1970 190 Morgan 1 Brooklyn, NY — 4,363 249 1,186 4,363 1,435 5,798 138 2021 1969 341 Michele 1 Carlstadt, NJ — 2,372 4,798 1,275 2,372 6,073 8,445 1,877 2013 1973 422 Frelinghuysen — Newark, NJ — 16,728 — 6,786 16,728 6,786 23,514 1,754 2017 465 Meadow 1 Carlstadt, NJ — 713 1,618 319 713 1,937 2,650 527 2013 1972 550 Delancy 1 Newark, NJ — 9,230 4,855 2,400 9,230 7,255 16,485 2,508 2013 1987 620 Division 1 Elizabeth, NJ — 6,491 3,568 6,898 6,491 10,466 16,957 4,273 2011 1980 629 Henry 1 Elizabeth, NJ — 13,734 1,690 394 13,734 2,084 15,818 61 2022 2004 900 Hart 1 Piscataway, NJ — 3,202 3,866 1,787 3,202 5,653 8,855 1,839 2014 1983 901 North 1 Elizabeth, NJ — 8,035 913 881 8,035 1,794 9,829 764 2016 2016 228 North Ave 1 Elizabeth, NJ — 40,671 5,218 1,691 40,671 6,909 47,580 502 2021 1975 256 Patterson Plank 1 Carlstadt, NJ — 9,478 1,284 1,754 9,478 3,038 12,516 335 2021 1960 293 Roanoke Avenue — Newark, NJ — 11,395 2,217 381 11,395 2,598 13,992 183 2022 N/A 2 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2023 Property Name No. of Bldgs.
Hackensack — Kearny, NJ — 25,901 — 1,263 25,901 1,263 27,164 465 2019 85 Doremus — Newark, NJ — 5,918 513 26 5,918 539 6,457 122 2018 87 Doremus — Newark, NJ — 21,595 550 764 21,595 1,314 22,909 68 2022 N/A 127 Doremus — Newark, NJ — 12,111 430 520 12,111 950 13,061 127 2022 N/A 97 Third Street — Kearny, NJ — 25,580 1,566 1,690 25,580 3,256 28,836 600 2021 1970 190 Morgan 1 Brooklyn, NY — 4,363 249 1,137 4,363 1,386 5,749 246 2021 1969 341 Michele 1 Carlstadt, NJ — 2,372 4,798 1,312 2,372 6,110 8,482 2,107 2013 1973 422 Frelinghuysen — Newark, NJ — 7,682 — 3,136 7,682 3,136 10,818 977 2017 465 Meadow 1 Carlstadt, NJ — 713 1,618 346 713 1,964 2,677 608 2013 1972 550 Delancy 1 Newark, NJ — 9,230 4,855 2,400 9,230 7,255 16,485 2,837 2013 1987 620 Division 1 Elizabeth, NJ — 6,491 3,568 7,746 6,491 11,314 17,805 4,664 2011 1980 629 Henry 1 Elizabeth, NJ — 13,734 1,690 394 13,734 2,084 15,818 174 2022 2004 900 Hart 1 Piscataway, NJ — 3,202 3,866 1,951 3,202 5,817 9,019 2,094 2014 1983 901 North — Elizabeth, NJ — 8,035 913 1,100 8,035 2,013 10,048 872 2016 2016 228 North Ave 1 Elizabeth, NJ — 40,671 5,218 1,683 40,671 6,901 47,572 884 2021 1975 256 Patterson Plank 1 Carlstadt, NJ — 9,478 1,284 1,766 9,478 3,050 12,528 468 2021 1960 293 Roanoke Avenue — Newark, NJ — 11,395 2,217 398 11,395 2,615 14,010 313 2022 N/A Avenue A 4 Carlstadt, NJ — 7,516 4,660 1,642 7,516 6,302 13,818 1,887 2017 1951/1957 Belleville 1 Kearny, NJ — 12,845 18,041 1,847 12,845 19,888 32,733 6,984 2011 2006 3 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
The SOFR margins will range from 1.10% to 1.55% (1.10% as of December 31, 2023) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2023) for the term loans, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value and includes a 10 basis points SOFR credit adjustment. 3 Collectively, the “Senior Unsecured Notes”. 71 Table of Contents The Company’s Sixth Amended and Restated Senior Credit Agreement (as amended, the “Amended Facility”) consists of a $400.0 million revolving credit facility that matures in August 2025, a $100.0 million term loan that matures in January 2027 and a $100.0 million term loan that matures in January 2028.
The SOFR margins will range from 1.10% to 1.55% (1.10% as of December 31, 2024) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2024) for the term loans, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value and includes a 10 basis points SOFR credit adjustment. 3 Collectively, the “Senior Unsecured Notes”. 4 In July 2024, the Company repaid the $100.0 million tranche of its 7-year Senior Unsecured Notes using existing cash on hand.
During the year ended December 31, 2023, the Company issued 97,825 shares of common stock at a price of $58.56 per share related to the Performance Share awards for the performance period from January 1, 2020 to December 31, 2022.
During the year ended December 31, 2024, the Company did not issue any shares of common stock related to the Performance Share awards for the performance period from January 1, 2022 to December 31, 2024.
Financial Statements of Terreno Realty Corporation Terreno Realty Corporation Consolidated Balance Sheets (in thousands – except share and per share data) December 31, 2023 December 31, 2022 ASSETS Investments in real estate Land $ 1,995,494 $ 1,850,860 Buildings and improvements 1,561,532 1,372,473 Construction in progress 343,485 51,896 Intangible assets 147,329 123,545 Total investments in properties 4,047,840 3,398,774 Accumulated depreciation and amortization (384,480) (323,631) Net investments in properties 3,663,360 3,075,143 Cash and cash equivalents 165,400 26,393 Restricted cash 836 1,690 Other assets, net 75,081 61,215 Total assets $ 3,904,677 $ 3,164,441 LIABILITIES AND EQUITY Liabilities Credit facility $ — $ — Term loans payable, net 199,145 198,993 Senior unsecured notes, net 572,418 571,825 Security deposits 32,934 27,454 Intangible liabilities, net 84,718 55,873 Dividends payable 39,052 30,753 Accounts payable and other liabilities 61,783 49,692 Total liabilities 990,050 934,590 Commitments and contingencies (Note 11) Equity Stockholders’ equity Common stock: $0.01 par value, 400,000,000 shares authorized, and 87,487,098 and 76,463,482 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively. 876 765 Additional paid-in capital 2,849,961 2,167,276 Common stock held in deferred compensation plan, 508,663 and 417,665 shares at December 31, 2023 and December 31, 2022, respectively.
Financial Statements of Terreno Realty Corporation Terreno Realty Corporation Consolidated Balance Sheets (in thousands – except share and per share data) December 31, 2024 December 31, 2023 ASSETS Investments in real estate Land $ 2,586,471 $ 1,995,494 Buildings and improvements 2,107,312 1,561,532 Construction in progress 219,652 343,485 Intangible assets 208,475 147,329 Total investments in properties 5,121,910 4,047,840 Accumulated depreciation and amortization (466,553) (384,480) Net investments in properties 4,655,357 3,663,360 Properties held for sale, net 6,258 — Net investments in real estate 4,661,615 3,663,360 Cash and cash equivalents 18,070 165,400 Restricted cash 282 836 Other assets, net 90,189 75,081 Total assets $ 4,770,156 $ 3,904,677 LIABILITIES AND EQUITY Liabilities Credit facility $ 82,000 $ — Term loans payable, net 199,380 199,145 Senior unsecured notes, net 472,953 572,418 Mortgage loan payable, net 69,104 — Security deposits 39,758 32,934 Intangible liabilities, net 116,542 84,718 Dividends payable 48,871 39,052 Accounts payable and other liabilities 79,216 61,783 Total liabilities 1,107,824 990,050 Commitments and contingencies (Note 11) Equity Stockholders’ equity Common stock: $0.01 par value, 400,000,000 shares authorized, and 99,238,003 and 87,487,098 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively. 994 876 Additional paid-in capital 3,597,148 2,849,961 Common stock held in deferred compensation plan: 497,190 and 508,663 shares at December 31, 2024 and December 31, 2023, respectively.
During the year ended December 31, 2023, the Company sold two properties located in the Northern New Jersey/New York City market for a total aggregate sales price of approximately $43.2 million, resulting in a gain of approximately $21.9 million, one property located in the Washington, D.C. market for a sales price of approximately $18.0 million, resulting in a gain of approximately $9.7 million and one property located in the Los Angeles market for a sales price of approximately $15.9 million, resulting in a gain of approximately $6.6 million.
The following table sets forth the markets in which the industrial properties were sold during 2023: Market Number of Properties Total Sales Price Total Gain New York City/Northern New Jersey 2 $ 43,200 $ 21,900 Los Angeles 1 15,900 6,600 Washington, D.C. 1 18,000 9,700 Total 4 $ 77,100 $ 38,200 During the year ended December 31, 2022, the Company sold four properties for a total aggregate sales price of approximately $168.3 million, resulting in a total aggregate gain of approximately $112.2 million.
As of December 31, 2023 and 2022, the Company’s intangible assets and liabilities, including properties held for sale (if any), consisted of the following (dollars in thousands): December 31, 2023 December 31, 2022 Gross Accumulated Amortization Net Gross Accumulated Amortization Net In-place leases $ 143,444 $ (93,476) $ 49,968 $ 119,959 $ (83,222) $ 36,737 Above-market leases 3,885 (3,463) 422 3,586 (3,558) 28 Below-market leases (137,047) 52,329 (84,718) (95,638) 39,765 (55,873) Total $ 10,282 $ (44,610) $ (34,328) $ 27,907 $ (47,015) $ (19,108) 64 Table of Contents Projected net amortization of the intangible assets and liabilities for the next five years and thereafter as of December 31, 2023 is as follows (dollars in thousands): 2024 $ 250 2025 (1,739) 2026 (2,686) 2027 (3,061) 2028 (3,015) Thereafter (24,077) Total $ (34,328) Depreciation and Useful Lives of Real Estate and Intangible Assets.
As of December 31, 2024 and 2023, the Company’s intangible assets and liabilities, including properties held for sale (if any), consisted of the following (dollars in thousands): December 31, 2024 December 31, 2023 Gross Accumulated Amortization Net Gross Accumulated Amortization Net In-place leases $ 203,386 $ (111,927) $ 91,459 $ 143,444 $ (93,476) $ 49,968 Above-market leases 5,089 (3,723) 1,366 3,885 (3,463) 422 Below-market leases (185,995) 69,453 (116,542) (137,047) 52,329 (84,718) Total $ 22,480 $ (46,197) $ (23,717) $ 10,282 $ (44,610) $ (34,328) Projected net amortization of the intangible assets and liabilities for the next five years and thereafter as of December 31, 2024 is as follows (dollars in thousands): 66 Table of Contents 2025 $ 3,339 2026 807 2027 (1,039) 2028 (1,626) 2029 (2,947) Thereafter (22,251) Total $ (23,717) Depreciation and Useful Lives of Real Estate and Intangible Assets.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Kent 192 1 Kent, WA — 12,752 20,642 533 12,752 21,175 33,927 2,511 2020 Kent 202 1 Kent, WA — 5,761 9,114 3,410 5,761 12,524 18,285 3,757 2015 1981 Kent 216 1 Kent, WA — 3,672 5,408 1,145 3,672 6,553 10,225 1,963 2014 1996 Kent Corporate Park 4 Kent, WA — 5,032 6,916 2,542 5,032 9,458 14,490 3,065 2015 1980/1981 Lucile 1 Seattle, WA — 4,498 3,504 1,674 4,498 5,178 9,676 1,398 2017 1976 Lund 1 Auburn, WA — 2,573 4,399 397 2,573 4,796 7,369 1,071 2016 1999 Occidental Avenue 3 Seattle, WA — 12,550 3,300 1,231 12,550 4,531 17,081 362 2021 1988 Olympic 1 Tukwila, WA — 1,499 1,431 713 1,499 2,144 3,643 843 2015 1978 MLK 9801 — Seattle, WA — 14,388 1,360 429 14,208 1,789 15,997 100 2021 MLK 9845 — Seattle, WA — 14,436 531 95 15,389 626 16,014 62 2021 MLK 9600 — Seattle, WA — 20,849 1,395 812 20,077 2,207 22,283 452 2021 1957 NE 91st 2 Redmond, WA — 7,944 1,866 — 7,944 1,866 9,810 84 2022 1986/1987 SeaTac 8th Avenue 1 Burien, WA — 2,501 4,020 2,098 2,501 6,118 8,619 2,102 2013 1988 SE 32nd Street 1 Bellevue, WA — 9,059 2,081 1,257 9,059 3,338 12,397 608 2020 1982 SW 16th Street — Renton, WA — 6,251 2,001 — 6,251 2,001 8,252 143 2021 1962 SW 34th 1 Renton, WA — 2,912 3,289 562 2,912 3,851 6,763 1,206 2014 1996/2010 Valley Corporate 2 Kent, WA — 5,264 9,096 2,253 5,264 11,349 16,613 4,567 2011 1987 Woodinville 1 Woodinville, WA — 12,490 12,244 2 12,490 12,246 24,736 695 2021 1996 Woodinville II 2 Woodinville, WA — 20,941 12,949 33 20,941 12,982 33,923 687 2021 1999 Willows — Redmond, WA — 3,067 581 179 3,067 760 3,827 47 2021 1970 8660 Willows Road — Redmond, WA — 18,034 2,180 1,360 18,034 3,540 21,574 173 2022 1987 Miami 26th Street 1 Miami, FL — 3,444 4,558 1,272 3,444 5,830 9,274 1,843 2012 1973 48th Avenue 2 Miami Gardens, FL — 4,322 2,187 1,028 4,322 3,215 7,537 932 2011 1987 70th Avenue 1 Miami, FL — 1,434 2,333 469 1,434 2,802 4,236 936 2011 1999 70th Avenue II 1 Miami, FL — 2,152 3,418 1,043 2,152 4,461 6,613 1,055 2016 1969 70th Avenue III 1 Miami, FL — 2,543 3,167 730 2,543 3,897 6,440 854 2016 1974 70th Avenue IV 1 Miami, FL — 1,119 1,456 672 1,119 2,128 3,247 407 2017 1969 70th Avenue V 1 Miami, FL — 5,036 3,419 2,455 5,036 5,874 10,910 911 2017 1974 73rd Street 2 Miami, FL — 6,130 13,932 453 6,130 14,385 20,515 691 2021 2022 74th Avenue 1 Miami, FL — 2,327 3,538 913 2,327 4,451 6,778 1,044 2016 1986 78th Avenue 1 Doral, FL — 2,445 1,755 3,015 2,445 4,770 7,215 1,808 2012 1977 81st Street 2 Medley, FL — 2,938 5,242 1,691 2,938 6,933 9,871 2,090 2015 1996/2003 94th Avenue 1 Doral, FL — 3,000 3,580 3,040 3,000 6,620 9,620 736 2017 1989 107th Avenue 1 Medley, FL — 2,787 2,036 902 2,787 2,938 5,725 1,091 2013 2001 101st Road 1 Medley, FL — 2,647 3,258 1,074 2,647 4,332 6,979 1,453 2013 2012 131st Street 1 Medley, FL — 2,903 5,729 1,285 2,903 7,014 9,917 1,932 2014 1999 5 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2023 Property Name No. of Bldgs.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Kent 188 1 Kent, WA — 3,251 4,719 3,065 3,251 7,784 11,035 2,970 2010 1979 Kent 190 1 Kent, WA — 4,560 5,561 1,522 4,560 7,083 11,643 2,099 2015 1992/1999 Kent 192 1 Kent, WA — 12,752 20,642 533 12,752 21,175 33,927 3,290 2020 Kent 202 1 Kent, WA — 5,761 9,114 4,528 5,761 13,642 19,403 4,190 2015 1981 Kent 216 1 Kent, WA — 3,672 5,408 1,145 3,672 6,553 10,225 2,198 2014 1996 Kent Corporate Park 4 Kent, WA — 5,032 6,916 2,677 5,032 9,593 14,625 3,493 2015 1980/1981 Lucile 1 Seattle, WA — 4,498 3,504 1,738 4,498 5,242 9,740 1,544 2017 1976 Lund 1 Auburn, WA — 2,573 4,399 596 2,573 4,995 7,568 1,250 2016 1999 Occidental Avenue 3 Seattle, WA — 12,550 3,300 1,261 12,550 4,561 17,111 556 2021 1988 Olympic 1 Tukwila, WA — 1,499 1,431 742 1,499 2,173 3,672 924 2015 1978 MLK 9801 — Seattle, WA — 14,388 1,360 429 14,388 1,789 16,177 140 2021 MLK 9845 — Seattle, WA — 14,436 531 95 14,436 626 15,062 120 2021 MLK 9600 — Seattle, WA — 20,849 1,395 812 20,849 2,207 23,056 722 2021 1957 NE 91st 2 Redmond, WA — 7,944 1,866 — 7,944 1,866 9,810 133 2022 1986/1987 SeaTac 8th Avenue 1 Burien, WA — 2,501 4,020 2,339 2,501 6,359 8,860 2,364 2013 1988 SE 32nd Street 1 Bellevue, WA — 9,059 2,081 1,549 9,059 3,630 12,689 910 2020 1982 SW 16th Street — Renton, WA — 6,251 2,001 1,307 6,251 3,308 9,559 216 2021 1962 SW 34th 1 Renton, WA — 2,912 3,289 540 2,912 3,829 6,741 1,350 2014 1996/2010 Valley Corporate 2 Kent, WA — 5,264 9,096 3,095 5,264 12,191 17,455 4,948 2011 1987 Woodinville 1 Woodinville, WA — 12,490 12,244 2 12,490 12,246 24,736 1,010 2021 1996 Woodinville II 2 Woodinville, WA — 20,941 12,949 182 20,941 13,131 34,072 1,029 2021 1999 Willows — Redmond, WA — 3,067 581 179 3,067 760 3,827 81 2021 1970 8660 Willows Road — Redmond, WA — 18,034 2,180 1,422 18,034 3,602 21,636 337 2022 1987 Miami 26th Street 1 Miami, FL — 3,444 4,558 1,272 3,444 5,830 9,274 2,066 2012 1973 48th Avenue 2 Miami Gardens, FL — 4,322 2,187 1,053 4,322 3,240 7,562 1,039 2011 1987 70th Avenue 1 Miami, FL — 1,434 2,333 469 1,434 2,802 4,236 1,030 2011 1999 70th Avenue II 1 Miami, FL — 2,152 3,418 1,025 2,152 4,443 6,595 1,181 2016 1969 70th Avenue III 1 Miami, FL — 2,543 3,167 848 2,543 4,015 6,558 1,005 2016 1974 70th Avenue IV 1 Miami, FL — 1,119 1,456 727 1,119 2,183 3,302 492 2017 1969 70th Avenue V 1 Miami, FL — 5,036 3,419 2,431 5,036 5,850 10,886 1,084 2017 1974 73rd Street 2 Miami, FL — 6,130 13,932 493 6,130 14,425 20,555 1,159 2021 2022 74th Avenue 1 Miami, FL — 2,327 3,538 965 2,327 4,503 6,830 1,219 2016 1986 81st Street 2 Medley, FL — 2,938 5,242 2,077 2,938 7,319 10,257 2,400 2015 1996/2003 94th Avenue 1 Doral, FL — 3,000 3,580 3,072 3,000 6,652 9,652 984 2017 1989 107th Avenue 1 Medley, FL — 2,787 2,036 933 2,787 2,969 5,756 1,224 2013 2001 101st Road 1 Medley, FL — 2,647 3,258 1,074 2,647 4,332 6,979 1,642 2013 2012 6 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Merced 4 San Leandro, CA — 25,621 9,318 5,689 25,621 15,007 40,628 2,507 2018 1958 Michele 1 South San Francisco, CA — 2,710 2,540 822 2,710 3,362 6,072 706 2016 1979 Minnesota and Tennessee 2 San Francisco, CA — 34,738 13,141 2,530 34,738 15,671 50,409 1,899 2019 1963 Morton 4 Newark, CA — 65,640 115,039 158 65,640 115,197 180,837 2,384 2023 2020 Old Bayshore — San Jose, CA — 10,244 1,609 149 10,244 1,758 12,002 265 2020 1955 San Clemente 1 Hayward, CA — 5,126 3,938 782 5,126 4,720 9,846 716 2018 1982 Teagarden 5 San Leandro, CA — 19,172 15,221 605 19,172 15,825 34,997 677 2022 1970/1972 Starlite 1 South San Francisco, CA — 3,738 144 2,379 3,738 2,523 6,261 153 2020 1966 & 1972 West 140th 2 San Leandro, CA — 9,578 6,297 3,745 9,578 10,042 19,620 2,380 2016 1959 Whitney 3 San Leandro, CA — 13,821 9,016 2,706 13,821 11,722 25,543 2,303 2018 1974 Wicks 1 San Leandro, CA — 2,224 298 86 2,224 384 2,608 79 2018 1976 Central Pacific Business Park I 3 Union City, CA — 8,468 14,165 2,287 8,468 16,452 24,920 4,734 2014 1989 Central Pacific Business Park II 4 Union City, CA — 13,642 23,658 7,788 13,642 31,446 45,088 9,791 2015 2015 Seattle 1st Ave 1 Seattle, WA — 29,441 30,537 8,835 29,441 39,372 68,812 3,684 2018 1937 & 1967 33rd Place 2 Bellevue, WA — 10,655 3,930 144 10,655 4,074 14,729 222 2022 1968-2009 6th Ave South 1 Seattle, WA — 7,215 8,670 163 7,215 8,833 16,048 1,108 2020 1960 68th Kent 2 Kent, WA — 7,465 2,263 155 7,465 2,418 9,883 187 2021 1976 84th Kent — Kent, WA — 4,552 136 283 4,552 419 4,971 147 2020 1963 & 2000 117th Place NE 1 Kirkland, WA — 23,846 9,842 1,242 23,846 11,084 34,930 850 2021 1978 917 Valley 1 Puyallup, WA — 2,203 4,551 373 2,203 4,924 7,127 614 2019 2006 3401 Lind 1 Renton, WA — 2,999 6,707 1,451 2,999 8,158 11,157 2,076 2014 1984/2012 4225 2nd Avenue 1 Seattle, WA — 4,236 4,049 2,258 4,236 6,307 10,543 1,657 2015 1957 4930 3rd Avenue South 1 Seattle, WA — 3,984 2,424 1,246 3,984 3,670 7,654 946 2016 1964 12119 East Marginal — Tukwila, WA — 4,950 1,740 — 4,950 1,740 6,690 149 2020 1996 17600 West Valley Highway 1 Tukwila, WA — 3,361 5,260 1,934 3,361 7,194 10,555 2,723 2012 1986 Auburn 400 1 Auburn, WA — 4,415 5,234 832 4,415 6,066 10,481 827 2019 2000 Auburn 1307 1 Auburn, WA — 4,253 5,034 718 4,253 5,752 10,005 1,625 2014 2002 Dawson 1 Seattle, WA — 3,902 278 435 3,902 713 4,615 292 2017 1964 Denver 1 Seattle, WA — 3,203 1,345 666 3,203 2,011 5,214 694 2016 1953 East Valley 1 Renton, WA — 2,693 2,959 381 2,693 3,340 6,033 490 2018 1991 East Marginal — Renton, WA — 2,618 380 198 2,618 578 3,196 133 2019 1991 Hudson 1 Seattle, WA — 4,471 912 323 4,471 1,235 5,706 146 2020 2006 Kent 188 1 Kent, WA — 3,251 4,719 2,340 3,251 7,059 10,310 2,668 2010 1979 Kent 190 1 Kent, WA — 4,560 5,561 1,522 4,560 7,083 11,643 1,811 2015 1992/1999 4 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2023 Property Name No. of Bldgs.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Hotchkiss 1 Fremont, CA — 4,163 3,152 1,259 4,163 4,411 8,574 792 2017 1997 Hotchkiss II 1 Fremont, CA — 3,042 3,081 586 3,042 3,667 6,709 694 2018 1997 Merced 4 San Leandro, CA — 25,621 9,318 7,597 25,621 16,915 42,536 3,177 2018 1958 Michele 1 South San Francisco, CA — 2,710 2,540 792 2,710 3,332 6,042 812 2016 1979 Minnesota and Tennessee 2 San Francisco, CA — 34,738 13,141 3,872 34,738 17,013 51,751 2,440 2019 1963 Morton 4 Newark, CA — 65,640 115,039 514 65,640 115,553 181,193 5,412 2023 2020 Old Bayshore — San Jose, CA — 10,244 1,609 415 10,244 2,024 12,268 353 2020 1955 San Clemente 1 Hayward, CA — 5,126 3,938 1,186 5,126 5,124 10,250 883 2018 1982 Teagarden 5 San Leandro, CA — 19,172 15,221 733 19,172 15,954 35,126 1,153 2022 1970/1972 Starlite 1 South San Francisco, CA — 3,738 144 2,373 3,738 2,517 6,255 238 2020 1966 & 1972 West 140th 2 San Leandro, CA — 9,578 6,297 4,572 9,578 10,869 20,447 2,699 2016 1959 Whitney 3 San Leandro, CA — 13,821 9,016 2,723 13,821 11,739 25,560 2,541 2018 1974 Wicks 1 San Leandro, CA — 2,224 298 114 2,224 412 2,636 104 2018 1976 Central Pacific Business Park I 1 Union City, CA — 6,629 11,088 1,790 6,629 12,878 19,507 3,913 2014 1989 Central Pacific Business Park II 4 Union City, CA — 13,642 23,658 7,980 13,642 31,638 45,280 10,852 2015 2015 Seattle 1st Ave 2 Seattle, WA — 29,441 30,537 8,942 29,441 39,479 68,920 5,497 2018 1937 & 1967 13045 SE 32nd Street 1 Bellevue, WA — 5,982 536 886 5,982 1,422 7,404 51 2024 1979 33rd Place 2 Bellevue, WA — 10,655 3,930 144 10,655 4,074 14,729 355 2022 1968-2009 6th Ave South 1 Seattle, WA — 7,215 8,670 480 7,215 9,150 16,365 1,446 2020 1960 68th Kent 2 Kent, WA — 7,465 2,263 210 7,465 2,473 9,938 261 2021 1976 84th Kent — Kent, WA — 4,552 136 310 4,552 446 4,998 187 2020 1963 & 2000 117th Place NE 1 Kirkland, WA — 23,846 9,842 1,329 23,846 11,171 35,017 1,226 2021 1978 917 Valley 1 Puyallup, WA — 2,203 4,551 373 2,203 4,924 7,127 787 2019 2006 3401 Lind 1 Renton, WA — 2,999 6,707 1,451 2,999 8,158 11,157 2,386 2014 1984/2012 4225 2nd Avenue 1 Seattle, WA — 4,236 4,049 2,283 4,236 6,332 10,568 1,877 2015 1957 4930 3rd Avenue South 1 Seattle, WA — 3,984 2,424 1,202 3,984 3,626 7,610 1,098 2016 1964 12119 East Marginal — Tukwila, WA — 4,950 1,740 — 4,950 1,740 6,690 198 2020 1996 17600 West Valley Highway 1 Tukwila, WA — 3,361 5,260 1,916 3,361 7,176 10,537 2,925 2012 1986 Auburn 400 1 Auburn, WA — 4,415 5,234 1,194 4,415 6,428 10,843 1,084 2019 2000 Auburn 1307 1 Auburn, WA — 4,253 5,034 743 4,253 5,777 10,030 1,859 2014 2002 Dawson 1 Seattle, WA — 3,902 278 654 3,902 932 4,834 330 2017 1964 East Valley 1 Renton, WA — 2,693 2,959 381 2,693 3,340 6,033 621 2018 1991 East Marginal — Renton, WA — 2,618 380 198 2,618 578 3,196 170 2019 1991 Hudson 1 Seattle, WA — 4,471 912 323 4,471 1,235 5,706 204 2020 2006 5 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
Each period the Company reviews its outstanding accounts receivable, including straight-line rents, for doubtful accounts and provides allowances as needed.
The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis by reviewing their financial condition periodically as appropriate. Each period the Company reviews its outstanding accounts receivable, including straight-line rents, for doubtful accounts and provides allowances as needed.
The following table summarizes certain information with respect to the properties under development or redevelopment and the land entitled for future development as of December 31, 2023: Property Name Location Total Expected Investment (in thousands) 1 Estimated Post-Development Square Feet Estimated Post-Development Acreage Properties under development or redevelopment: Countyline Phase IV Countyline Building 38 2 Hialeah, FL $ 88,800 506,215 — Countyline Building 39 2 Hialeah, FL 43,802 178,201 — Countyline Building 40 2 Hialeah, FL 41,968 186,107 — Maple III Rancho Dominguez, CA 28,071 — 2.8 147th Street Hawthorne, CA 18,095 31,378 — East Garry Avenue Santa Ana, CA 40,553 91,500 — Paterson Plank III Carlstadt, NJ 35,042 47,316 — Total $ 296,331 1,040,717 2.8 Land entitled for future development: Countyline Phase IV Countyline Phase IV Land 2 Hialeah, FL 295,700 1,137,121 — Total $ 295,700 1,137,121 — 1 Excludes below-market lease adjustments recorded at acquisition.
The following table summarizes certain information with respect to the properties under development or redevelopment and the land for future development as of December 31, 2024: Property Name Location Total Expected Investment (in thousands) 1 (unaudited) Estimated Post-Development Square Feet Properties under development or redevelopment: Countyline Phase IV 2 Countyline Building 32 Hialeah, FL $ 40,100 164,300 Countyline Building 33 Hialeah, FL 39,000 158,000 Countyline Building 34 Hialeah, FL 55,900 219,900 Paterson Plank III Carlstadt, NJ 35,200 47,300 East Garry Avenue Santa Ana, CA 41,000 91,500 139th Street 3 Gardena, CA 104,600 223,000 Total $ 315,800 904,000 Land entitled for future development: Countyline Phase IV 2 Countyline Phase IV Land Hialeah, FL 117,100 433,200 Total $ 117,100 433,200 1 Excludes below-market lease adjustments recorded at acquisition.
Pasquale Director February 7, 2024 Douglas M. Pasquale /s/ Dennis Polk Director February 7, 2024 Dennis Polk 2
Pasquale /s/ Dennis Polk Director February 5, 2025 Dennis Polk 2
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Avenue A 4 Carlstadt, NJ — 7,516 4,660 1,455 7,516 6,115 13,631 1,578 2017 1951/1957 Belleville 1 Kearny, NJ — 12,845 18,041 1,847 12,845 19,888 32,733 6,358 2011 2006 Commerce 1 Carlstadt, NJ — 1,656 1,544 345 1,656 1,889 3,545 259 2018 1969 Dell 1 Carlstadt, NJ — 6,641 771 888 6,641 1,659 8,300 545 2011 1972 Ethel 2 Piscataway, NJ — 2,748 3,801 2,643 2,748 6,444 9,192 2,100 2013 1981/1984 Interstate 2 South Brunswick, NJ — 13,686 12,135 13,879 13,686 26,014 39,700 9,109 2010/2013 1999/2014 JFK Airgate 4 Queens, NY — 18,282 32,933 9,325 18,282 42,258 60,540 13,641 2013 1986/1991 Manor 1 East Rutherford, NJ — 4,076 5,262 3,827 4,076 9,089 13,165 2,042 2015 1968 Morgan 2 Brooklyn, NY — 71,051 10,888 6,673 71,051 17,561 88,612 2,533 2019 1960/1980 & 1967 New Dutch 1 Fairfield, NJ — 4,773 2,004 — 4,773 2,004 6,777 473 2017 1976 Paterson Plank 1 Carlstadt, NJ — 4,127 455 1,470 4,127 1,925 6,052 297 2016 1998 Stockton — Newark, NJ — 12,327 1,282 536 12,327 1,818 14,145 723 2017 Terminal Way 2 Avenel, NJ — 3,537 3,598 1,334 3,537 4,932 8,469 1,358 2014 1950/1968 Van Dyke 1 Red Hook, Brooklyn, NY — 21,170 3,200 202 21,170 3,402 24,574 20 2023 1921 Whelan 1 East Rutherford, NJ — 6,366 5,704 598 6,366 6,302 12,668 891 2019 2005 Wilson 1 Newark, NJ — 2,016 484 813 2,016 1,297 3,313 535 2016 1970 Woodside 1 Queens, NY — 23,987 3,796 4,092 23,987 7,888 31,875 1,710 2018 2018 San Francisco Bay Area 20th Street 1 Oakland, CA — 18,092 6,730 2,030 18,092 8,760 26,852 1,279 2019 1970 & 2003 238/242 Lawrence 2 South San Francisco, CA — 6,674 2,655 2,131 6,674 4,786 11,460 2,258 2010 1986 240 Littlefield 1 South San Francisco, CA — 5,107 3,293 2,860 5,107 6,153 11,260 1,787 2013 2013 299 Lawrence 1 South San Francisco, CA — 1,352 1,198 571 1,352 1,769 3,121 781 2010 1968 631 Brennan 1 San Jose, CA — 1,932 2,245 1,040 1,932 3,285 5,217 1,184 2012 1975 3660 Thomas Road 1 Santa Clara, CA — 43,053 13,887 1,463 43,053 15,349 58,403 675 2022 1973 Ahern 2 Union City, CA — 3,246 2,749 1,730 3,246 4,479 7,725 1,859 2010 1986 Ahern II 1 Union City, CA — 2,467 4,527 844 2,467 5,371 7,838 1,430 2015 1997 Berryessa — San Jose, CA — 23,057 2,574 812 23,057 3,386 26,443 80 2021 Burroughs 3 San Leandro, CA — 5,400 7,092 1,736 5,400 8,828 14,228 2,634 2014 1966 Caribbean 3 Sunnyvale, CA — 17,483 14,493 2,965 17,483 17,458 34,941 6,097 2012 1980/1981 Carlton Court 1 South San Francisco, CA — 2,036 1,475 722 2,036 2,197 4,233 706 2012 1981 Clawiter 1 Hayward, CA — 5,964 1,159 189 5,964 1,348 7,312 391 2011 1967 East Gish — San Jose, CA — 6,759 726 2 6,759 729 7,487 67 2021 1959 Edison 3 San Leandro, CA — 14,797 2,806 2,203 14,797 5,008 19,805 483 2021 1975 Foley Street 2 Hayward, CA — 5,023 3,281 632 5,023 3,913 8,935 314 2021 1976 & 1972 Hotchkiss 1 Fremont, CA — 4,163 3,152 1,401 4,163 4,553 8,716 963 2017 1997 Hotchkiss II 1 Fremont, CA — 3,042 3,081 355 3,042 3,436 6,478 569 2018 1997 3 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2023 Property Name No. of Bldgs.
Location Encumbrances Land Buildings & Improvements Land Buildings & Improvements Total Accumulated Depreciation Year Acquired Year Constructed Commerce 1 Carlstadt, NJ — 1,656 1,544 443 1,656 1,987 3,643 360 2018 1969 Dell 1 Carlstadt, NJ — 6,641 771 888 6,641 1,659 8,300 642 2011 1972 Ethel 2 Piscataway, NJ — 2,748 3,801 2,667 2,748 6,468 9,216 2,262 2013 1981/1984 Interstate 2 South Brunswick, NJ — 13,686 12,135 13,923 13,686 26,058 39,744 10,105 2010/2013 1999/2014 JFK Airgate 4 Queens, NY — 18,282 32,933 9,605 18,282 42,538 60,820 15,573 2013 1986/1991 Manor 1 East Rutherford, NJ — 4,076 5,262 3,827 4,076 9,089 13,165 2,405 2015 1968 Morgan 2 Brooklyn, NY — 71,051 10,888 7,320 71,051 18,208 89,259 3,508 2019 1960/1980 & 1967 New Dutch 1 Fairfield, NJ — 4,773 2,004 — 4,773 2,004 6,777 551 2017 1976 Paterson Plank 1 Carlstadt, NJ — 4,127 455 1,472 4,127 1,927 6,054 393 2016 1998 Stockton — Newark, NJ — 12,327 1,282 536 12,327 1,818 14,145 843 2017 Terminal Way 2 Avenel, NJ — 3,537 3,598 1,350 3,537 4,948 8,485 1,615 2014 1950/1968 Van Dyke 1 Red Hook, Brooklyn, NY — 21,170 3,200 5,303 21,170 8,503 29,673 218 2023 1921 Whelan 1 East Rutherford, NJ — 6,366 5,704 616 6,366 6,320 12,686 1,137 2019 2005 Wilson 1 Newark, NJ — 2,016 484 1,001 2,016 1,485 3,501 609 2016 1970 Woodside 1 Queens, NY — 23,987 3,796 4,107 23,987 7,903 31,890 2,056 2018 2018 San Francisco Bay Area 1200-1220 San Mateo Avenue 1 South San Francisco, CA — 24,488 7,126 1,615 24,488 8,741 33,229 128 2024 1972 20th Street 1 Oakland, CA — 18,092 6,730 2,011 18,092 8,741 26,833 1,600 2019 1970 & 2003 20269-20281 Mack Street 1 Hayward, CA — 8,758 2,395 9 8,758 2,404 11,162 43 2024 1977 238/242 Lawrence 2 South San Francisco, CA — 6,674 2,655 2,534 6,674 5,189 11,863 2,466 2010 1986 240 Littlefield 1 South San Francisco, CA — 5,107 3,293 2,862 5,107 6,155 11,262 1,976 2013 2013 299 Lawrence 1 South San Francisco, CA — 1,352 1,198 600 1,352 1,798 3,150 840 2010 1968 3528 Arden Road 1 Hayward, CA — 15,272 10,100 26 15,272 10,126 25,398 168 2024 1999 631 Brennan 1 San Jose, CA — 1,932 2,245 1,060 1,932 3,305 5,237 1,311 2012 1975 3660 Thomas Road 1 Santa Clara, CA — 43,053 13,887 1,652 43,053 15,539 58,592 1,247 2022 1973 Ahern 2 Union City, CA — 3,246 2,749 2,220 3,246 4,969 8,215 2,095 2010 1986 Berryessa — San Jose, CA — 23,057 2,574 827 23,057 3,401 26,458 233 2021 Burroughs 3 San Leandro, CA — 5,400 7,092 1,736 5,400 8,828 14,228 2,986 2014 1966 Caribbean 3 Sunnyvale, CA — 17,483 14,493 4,359 17,483 18,852 36,335 6,689 2012 1980/1981 Carlton Court 1 South San Francisco, CA — 2,036 1,475 854 2,036 2,329 4,365 790 2012 1981 Clawiter 1 Hayward, CA — 5,964 1,159 189 5,964 1,348 7,312 427 2011 1967 East Gish — San Jose, CA — 6,759 726 2 6,759 728 7,487 92 2021 1959 Edison 3 San Leandro, CA — 14,797 2,806 3,386 14,797 6,192 20,989 766 2021 1975 Foley Street 2 Hayward, CA — 5,023 3,281 677 5,023 3,958 8,981 451 2021 1976 & 1972 4 Table of Contents Initial Cost to Company Costs Capitalized Subsequent to Acquisition Gross Amount Carried at December 31, 2024 Property Name No. of Bldgs.
As of December 31, 2023, the Company owned 259 buildings aggregating approximately 16.0 million square feet, 45 improved land parcels consisting of approximately 152.4 acres, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development.
As of December 31, 2024, the Company owned 299 buildings (including one building held for sale) aggregating approximately 19.3 million square feet, 47 improved land parcels consisting of approximately 150.6 acres, six properties under development or redevelopment and approximately 22.4 acres of land for future development.
The scheduled principal payments of the Company’s debt as of December 31, 2023 were as follows (dollars in thousands): Credit Facility Term Loan Senior Unsecured Notes Total Debt 2024 $ — $ — $ 100,000 $ 100,000 2025 — — — — 2026 — — 50,000 50,000 2027 — 100,000 50,000 150,000 2028 — 100,000 100,000 200,000 Thereafter — — 275,000 275,000 Total debt — 200,000 575,000 775,000 Deferred financing costs, net — (855) (2,582) (3,437) Total debt, net $ — $ 199,145 $ 572,418 $ 771,563 Weighted average interest rate n/a 6.6 % 3.1 % 4.0 % Note 7.
The scheduled principal payments of the Company’s debt as of December 31, 2024 were as follows (dollars in thousands): Credit Facility Term Loan Senior Unsecured Notes Mortgage Loan Payable Total Debt 2025 $ — $ — $ — $ — $ — 2026 — — 50,000 — 50,000 2027 — 100,000 50,000 — 150,000 2028 — 100,000 100,000 72,879 272,879 2029 82,000 — 100,000 — 182,000 Thereafter — — 175,000 — 175,000 Subtotal 82,000 200,000 475,000 72,879 829,879 Unamortized fair value adjustment — — — (3,590) (3,590) Total Debt 82,000 200,000 475,000 69,289 826,289 Deferred financing costs, net — (620) (2,047) (185) (2,852) Total Debt, net $ 82,000 $ 199,380 $ 472,953 $ 69,104 $ 823,437 Weighted average interest rate 5.4% 5.7% 3.0% 3.9% 4.0% Note 7.
During the year ended December 31, 2022, the Company acquired 20 industrial properties with a total initial investment, including acquisition costs, of approximately $422.3 million, of which $316.0 million was recorded to land, $94.4 million to buildings and improvements, and $11.9 million to intangible assets. Additionally, the Company assumed $17.1 million in liabilities.
The total aggregate initial investment, including acquisition costs, was approximately $937.9 million, of which $523.2 million was recorded to land, $356.3 million to buildings and improvements, and $58.4 million to intangible assets. Additionally, the Company assumed $54.3 million in liabilities.
Countyline Phase IV, a landfill redevelopment adjacent to Florida’s Turnpike and the southern terminus of I-75, is expected to contain ten LEED-certified industrial distribution buildings at completion. During 2023, the Company completed development and redevelopment activities for two properties.
Countyline Phase IV, a landfill redevelopment adjacent to Florida’s Turnpike and the southern terminus of I-75, is expected to contain ten LEED-certified industrial distribution buildings at completion. 3 This redevelopment property was initially acquired in 2017 for a total initial investment, including closing costs and acquisition costs, of approximately $39.9 million.
The existence of competing properties could have a material impact on the Company’s ability to lease space and on the level of rent that can be achieved. The Company had no tenant that accounted for greater than 10% of the Company's annualized base rent for the years ended 2023, 2022 and 2021. Note 4.
This results in competition for tenants to occupy space. The existence of competing properties could have a material impact on the Company’s ability to lease space and on the level of rent that can be achieved.
The schedule does not reflect future rental revenues from the renewal or replacement of existing leases and excludes property operating expense reimbursements (dollars in thousands): 2024 $ 248,905 2025 238,909 2026 206,494 2027 157,881 2028 115,596 Thereafter 268,754 Total $ 1,236,539 72 Table of Contents Note 8.
The schedule does not reflect future rental revenues from the renewal or replacement of existing leases and excludes property operating expense reimbursements (dollars in thousands): 2025 $ 314,663 2026 284,612 2027 230,841 2028 176,657 2029 130,700 Thereafter 350,450 Total $ 1,487,923 Note 8.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf the frequency of extreme weather events increases, our exposure to these events could increase. Some of our properties may be subject to risks from rising sea levels.
Biggest changeOur properties may be exposed to rare catastrophic weather events, such as severe storms, wildfires or floods, which may result in uninsured or underinsured losses. If the frequency of extreme weather events increases, our exposure to these events could increase. Some of our properties may also be subject to risks from rising sea levels.
Certain provisions of the Maryland General Corporation Law, or MGCL, may have the effect of inhibiting or deterring 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 limitations, prohibit certain business combinations between us and an “interested stockholder” (as defined under the MGCL) or an affiliate of an interested stockholder for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter may impose special stockholder voting requirements unless certain minimum price conditions are satisfied; and • “ Control Share ” provisions that provide that “control shares” of our company acquired in a “control share acquisition” (each as defined under the MGCL) have no voting rights except to the extent approved by our 19 Table of Contents stockholders by the affirmative vote of at least two-thirds of all the votes entitled to be cast on the matter, excluding all interested shares.
Certain provisions of the Maryland General Corporation Law, or MGCL, may have the effect of inhibiting or deterring 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 limitations, prohibit certain business combinations between us and an “interested stockholder” (as defined under the MGCL) or an affiliate of an interested stockholder for five years after the most recent date on which the stockholder becomes an interested stockholder, and thereafter may impose special stockholder voting requirements unless certain minimum price conditions are satisfied; and 19 Table of Contents • “ Control Share ” provisions that provide that “control shares” of our company acquired in a “control share acquisition” (each as defined under the MGCL) have no voting rights 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.
In addition, in general, no more than 5% of the value of our assets (other than government securities and qualified real estate assets) can consist of the securities of any one issuer, no more than 20% of the value of our total assets can be represented by the securities of one or more TRSs and no more than 25% of the value of our assets can be represented by unsecured debt of publicly offered REITs, in each case, at the close of each calendar quarter.
In addition, in general, no more than 5% of the value of our assets (other than government securities and qualified real estate assets) can consist of the securities of any one issuer, no more than 20% of the value of our total assets can be represented by the securities of one or more TRSs and no more than 25% of the value of our total assets can be represented by unsecured debt of publicly offered REITs, in each case, at the close of each calendar quarter.
Factors that may affect real estate values and cash flows include: • downturns in national, regional and local economic conditions (particularly increases in unemployment); • the attractiveness of our properties to potential tenants and competition from other industrial properties; • changes in supply of, or demand for, similar or competing properties in an area; • bankruptcies, financial difficulties or lease defaults by the tenants of our properties; • adverse capital and credit market conditions, which may restrict our operating activities; • changes in interest rates, availability and terms of debt financing, including periods of high or rising interest rates; • changes in operating costs and expenses and our ability to control rents, including periods of high and persistent inflation; • changes in, or increased costs of compliance with, governmental rules, regulations and fiscal policies, including changes in tax, real estate, environmental and zoning laws, and our potential liability thereunder; • increasing costs of maintaining, insuring, renovating and making improvements to our properties; 15 Table of Contents • unanticipated changes in costs associated with known adverse environmental conditions or retained liabilities for such conditions; • tenant turnover; • re-leasing that may require concessions or reduced rental rates under the new leases due to reduced demand; • our ability to renovate and reposition our properties due to changes in the business and logistical needs of our tenants; • technological changes, such as reconfiguration of supply chains, autonomous vehicles, robotics, 3D printing or other technologies; • disruptions in the global supply chain caused by political, regulatory or other factors, including terrorism and domestic terrorist attacks; • disruptions to political, governmental or regulatory systems, including shutdowns of the government and its agencies; and • the effects of deflation, including credit market dislocation, weakened consumer demand and a decline in general price levels.
Factors that may affect real estate values and cash flows include: • downturns in national, regional and local economic conditions (particularly increases in unemployment); • the attractiveness of our properties to potential tenants and competition from other industrial properties; • changes in supply of, or demand for, similar or competing properties in an area; • bankruptcies, financial difficulties or lease defaults by the tenants of our properties; • adverse capital and credit market conditions, which may restrict our operating activities; • changes in interest rates, availability and terms of debt financing, including periods of high or rising interest rates; • changes in operating costs and expenses and our ability to control rents, including periods of high and persistent inflation; • changes in, or increased costs of compliance with, governmental rules, regulations and fiscal policies, including changes in tax, tariff, real estate, environmental and zoning laws, and our potential liability thereunder; • increasing costs of maintaining, insuring, renovating and making improvements to our properties; 15 Table of Contents • unanticipated changes in costs associated with known adverse environmental conditions or retained liabilities for such conditions; • tenant turnover; • re-leasing that may require concessions or reduced rental rates under the new leases due to reduced demand; • our ability to renovate and reposition our properties due to changes in the business and logistical needs of our tenants; • technological changes, such as reconfiguration of supply chains, autonomous vehicles, robotics, 3D printing or other technologies; • disruptions in the global supply chain caused by political, regulatory or other factors, including terrorism and domestic terrorist attacks; • disruptions to political, governmental or regulatory systems, including shutdowns of the government and its agencies; and • the effects of deflation, including credit market dislocation, weakened consumer demand and a decline in general price levels.
We may also incur costs to bring a property into legal compliance even though the tenant may have been contractually required to comply and pay for the cost of compliance. We are exposed to the potential impacts of future climate change and climate-change related risks, which may result in unanticipated losses that could affect our business and financial condition.
We may also incur costs to bring a property into legal compliance even though the tenant may have been contractually required to comply and pay for the cost of compliance. We are exposed to the potential impacts of climate change and climate-change related risks, which may result in unanticipated losses that could affect our business and financial condition.
Although we would expect to acquire the secured property upon a borrower’s default, there is no assurance that we will successfully foreclose on a property, and any such foreclosure could result in significant expenses. Adverse changes in our credit rating could negatively affect our financing activity. Fitch Ratings assigned us an issuer rating of BBB with a positive outlook.
Although we would expect to acquire the secured property upon a borrower’s default, there is no assurance that we will successfully foreclose on a property, and any such foreclosure could result in significant expenses. Adverse changes in our credit rating could negatively affect our financing activity. Fitch Ratings assigned us an issuer rating of BBB+ with a stable outlook.
Our cash flows from operations may be insufficient to fund required distributions as a result of differences in timing between the actual receipt of income and the recognition of income for federal income tax purposes, the effect of non-deductible capital expenditures, the creation of reserves, required debt service or amortization payments.
Our cash flows from operations may be insufficient to fund required distributions as a result of differences in timing between the actual receipt of income and the recognition of income for U.S. federal income tax purposes, the effect of non-deductible capital expenditures, the creation of reserves, required debt service or amortization payments.
If we cease to be a REIT, we would become subject to federal and state corporate income tax on our taxable income and would no longer be required to distribute most of our taxable income to our stockholders, which may have adverse consequences on our total return to our stockholders and on the market price of our common stock.
If we cease to be a REIT, we would become subject to U.S. federal and state corporate income tax on our taxable income and would no longer be required to distribute most of our taxable income to our stockholders, which may have adverse consequences on our total return to our stockholders and on the market price of our common stock.
We may be subject to adverse legislative or regulatory tax changes that could reduce the market price of our common stock. At any time, the federal income tax laws governing REITs (or otherwise affecting our business or affecting our stockholders) or the administrative interpretations of those laws may be amended.
We may be subject to adverse legislative or regulatory tax changes that could reduce the market price of our common stock. At any time, the U.S. federal income tax laws governing REITs (or otherwise affecting our business or affecting our stockholders) or the administrative interpretations of those laws may be amended.
We may face risks in connection with Section 1031 Exchanges. We may engage in one or more real estate transactions intended to qualify for federal income tax deferral as a “like-kind exchange” under Section 1031 of the Code.
We may face risks in connection with Section 1031 Exchanges. We may engage in one or more real estate transactions intended to qualify for U.S. federal income tax deferral as a “like-kind exchange” under Section 1031 of the Code.
To qualify as a REIT for federal income tax purposes, we must continually satisfy tests concerning, among other things, the sources of our income, the nature and diversification of our assets, the amounts we distribute to our stockholders and the ownership of our capital stock.
To qualify as a REIT for U.S. federal income tax purposes, we must continually satisfy tests concerning, among other things, the sources of our income, the nature and diversification of our assets, the amounts we distribute to our stockholders and the ownership of our capital stock.
In the event that any of our properties incurs a casualty loss that is not fully covered by insurance, the value of our assets will be reduced by the amount of any such uninsured loss, and we could experience a significant loss of capital invested and potential revenues in these properties and could potentially remain obligated under any recourse debt associated with the property.
In the event that any of our properties incurs a casualty loss that is not fully covered by insurance, the value of our assets will be reduced by the amount of any such uninsured loss, and we 16 Table of Contents could experience a significant loss of capital invested and potential revenues in these properties and could potentially remain obligated under any recourse debt associated with the property.
Future legislation, new regulations, administrative interpretations or court decisions may significantly change the tax laws or the application of the tax laws with respect to qualification as a REIT for federal income tax purposes or the federal income tax consequences of such qualification.
Future legislation, new regulations, administrative interpretations or court decisions may significantly change the tax laws or the application of the tax laws with respect to qualification as a REIT for U.S. federal income tax purposes or the U.S. federal income tax consequences of such qualification.
Complying with REIT requirements may cause us to forego otherwise attractive opportunities or to liquidate otherwise attractive investments.
Complying with the REIT requirements may cause us to forego otherwise attractive opportunities or to liquidate otherwise attractive investments.
We cannot predict when or if any new federal income tax law, regulation, or administrative interpretation, or any amendment to any existing federal income tax law, regulation or administrative interpretation, will be adopted, promulgated or become effective and any such law, regulation, or interpretation may take effect retroactively.
We cannot predict when or if any new U.S. federal income tax law, regulation, or administrative interpretation, or any amendment to any existing U.S. federal income tax law, regulation or administrative interpretation, will be adopted, promulgated or become effective and any such law, regulation, or interpretation may take effect retroactively.
Even if none of our environmental assessments of our properties reveal an environmental liability that we believe would have a material adverse effect on our business, financial condition or results of operations taken 17 Table of Contents as a whole, we cannot give any assurance that such conditions do not exist or may not arise in the future.
Even if none of our environmental assessments of our properties reveal an environmental liability that we believe would have a material adverse effect on our business, financial condition or results of operations taken as a whole, we cannot give any assurance that such conditions do not exist or may not arise in the future.
If a transaction that is intended to qualify for deferral under Section 1031 is later determined to have been taxable, we may face adverse consequences. Additionally, if the laws applicable to such transactions are amended or repealed, we may not be able to dispose of properties on a tax-deferred basis.
If a transaction that is intended to qualify for deferral under Section 1031 is 22 Table of Contents later determined to have been taxable, we may face adverse consequences. Additionally, if the laws applicable to such transactions are amended or repealed, we may not be able to dispose of properties on a tax-deferred basis.
In addition, throughout 2023, we observed economic and geopolitical uncertainty in the United States and abroad.
In addition, throughout 2023 and 2024, we observed economic and geopolitical uncertainty in the United States and abroad.
If we are unable to obtain equity or debt financing from these or other sources, 12 Table of Contents or to refinance existing indebtedness upon maturity, our financial condition and results of operations would likely be adversely affected. Any additional debt we incur will increase our leverage and likelihood of default.
If we are unable to obtain equity or debt financing from these or other sources, or to refinance existing indebtedness upon maturity, our financial condition and results of operations would likely be adversely affected. Any additional debt we incur will increase our leverage and likelihood of default.
If a U.S. stockholder sells the stock that it receives as a dividend in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the 21 Table of Contents dividend, depending on the market price of our stock at the time of the sale.
If a U.S. stockholder sells the stock that it receives as a dividend in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the dividend, depending on the market price of our stock at the time of the sale.
Phase I assessments generally include a historical review, a public records review, an investigation of the surveyed site and surrounding properties, and preparation and issuance of a written report, but do not include soil sampling or subsurface investigations and typically do not include an asbestos survey.
Phase I assessments generally include a historical review, a public records review, an investigation of the surveyed site and surrounding properties, and preparation and issuance of a written report, but do not include soil sampling or subsurface investigations and typically do 17 Table of Contents not include an asbestos survey.
The agreements relating to our existing debt contain, and we expect that agreements relating to our future indebtedness will contain, covenants that could limit our operations and our ability to make distributions to our stockholders . 13 Table of Contents We have a credit facility, which consists of a $100.0 million term loan that matures in January 2027, a $100.0 million term loan that matures in January 2028 and a revolving credit facility with $400.0 million in borrowing capacity that matures in August 2025.
The agreements relating to our existing debt contain, and we expect that agreements relating to our future indebtedness will contain, covenants that could limit our operations and our ability to make distributions to our stockholders . 13 Table of Contents We have a credit facility, which consists of a $100.0 million term loan that matures in January 2027, a $100.0 million term loan that matures in January 2028 and a revolving credit facility with $600.0 million in borrowing capacity that matures in January 2029.
Inflation, changes in building codes and ordinances, environmental considerations 16 Table of Contents and other factors might also keep us from using insurance proceeds to replace or renovate a property after it has been damaged or destroyed.
Inflation, changes in building codes and ordinances, environmental considerations and other factors might also keep us from using insurance proceeds to replace or renovate a property after it has been damaged or destroyed.
If we fail to qualify as a REIT in any taxable year, and are unable to obtain relief under certain statutory provisions, we will face serious tax consequences that will substantially reduce the funds available for distributions to our stockholders because: • we would not be allowed a deduction for dividends paid to stockholders in computing our taxable income and would be subject to federal and state income tax at regular corporate rates; and • we could not elect to qualify as a REIT for four taxable years following the year during which we were disqualified.
If we fail to qualify as a REIT in any taxable year, and are unable to obtain relief under certain statutory provisions, we will face serious tax consequences that will substantially reduce the funds available for distributions to our stockholders because: • we would not be allowed a deduction for dividends paid to stockholders in computing our taxable income and would be subject to federal and state income tax at regular corporate rates; and • we could not elect to qualify as a REIT for four taxable years following the year during which we were disqualified. 20 Table of Contents In addition, we would no longer be required to pay distributions.
Certain of our debt, such as our term loans and senior unsecured notes, require that the principal be repaid at the maturity of the loan in a “balloon payment.” As of December 31, 2023, the financing arrangements of our outstanding indebtedness could require us to make lump-sum or “balloon” payments of approximately $775.0 million at maturity dates that range from 2024 to 2031.
Certain of our debt, such as our term loans, senior unsecured notes and mortgage loan, require that the principal be repaid at the maturity of the loan in a “balloon payment.” As of December 31, 2024, the financing arrangements of our outstanding indebtedness could require us to make lump-sum or “balloon” payments of approximately $829.9 million at maturity dates that range from 2026 to 2031.
Market conditions may make it difficult to obtain additional financing, and we cannot assure you that we will be able to obtain additional debt or equity financing or that we will be able to obtain it on favorable terms.
Market conditions may make it 12 Table of Contents difficult to obtain additional financing, and we cannot assure you that we will be able to obtain additional debt or equity financing or that we will be able to obtain it on favorable terms.
We and our stockholders could be adversely affected by any such change in, or any new, federal income tax law, regulation or administrative interpretation. 22 Table of Contents General Risks Our business could be adversely impacted if we have deficiencies in our disclosure controls and procedures or internal controls over financial reporting.
We and our stockholders could be adversely affected by any such change in, or any new, U.S. federal income tax law, regulation or administrative interpretation. General Risks Our business could be adversely impacted if we have deficiencies in our disclosure controls and procedures or internal controls over financial reporting.
We are required to comply with many regulations made by various regulatory entities, including (but not limited to) the Americans with Disabilities Act, The Fair Housing Amendment of 1988, various California energy efficiency standards such as 18 Table of Contents The Energy Efficiency Standards for Residential and Nonresidential Buildings, Title 24, and/or other similar regulations.
Compliance or failure to comply with regulatory requirements could result in substantial costs. 18 Table of Contents We are required to comply with many regulations made by various regulatory entities, including (but not limited to) the Americans with Disabilities Act, The Fair Housing Amendment of 1988, various California energy efficiency standards such as The Energy Efficiency Standards for Residential and Nonresidential Buildings, Title 24, and/or other similar regulations.
We have entered, and may in the future enter, into agreements and non-binding letters of intent with third-party sellers to acquire properties as more fully described under the heading “Material Cash Commitments” in this Annual Report on Form 10-K.
We may not acquire the industrial properties that we have entered into agreements or non-binding letters of intent to acquire. 11 Table of Contents We have entered, and may in the future enter, into agreements and non-binding letters of intent with third-party sellers to acquire properties as more fully described under the heading “Material Cash Commitments” in this Annual Report on Form 10-K.
While we anticipate that we will comply with these limitations in the event we acquire an interest in a TRS, we can provide no assurances in this regard. The ability of our board of directors to revoke our REIT qualification without stockholder approval may subject us to federal income tax and reduce distributions to our stockholders.
While we anticipate that we will comply with these limitations, we can provide no assurances in this regard. The ability of our board of directors to revoke our REIT qualification without stockholder approval may subject us to U.S. federal income tax and reduce distributions to our stockholders.
We also have $575.0 million of senior unsecured notes outstanding. We have agreed to guarantee the obligations of the borrower (a wholly-owned subsidiary) under our revolving credit facility, our term loans and our senior unsecured notes.
We have agreed to guarantee the obligations of the borrower (a wholly-owned subsidiary) under our revolving credit facility, our term loans and our senior unsecured notes.
These activities are subject to risks, including, but not limited to, the risks that: we will expend money and time on projects that do not perform as expected; the actual construction or operating costs, including labor and material costs, will be higher than originally estimated; we may experience delays in obtaining construction materials; we may fail to obtain, or experience delays in obtaining, any necessary permits and authorizations; permits and authorizations may be subject to stringent conditions that could impede or delay our progress; we are unable to complete construction on the timeframe we expect, or at all; occupancy and rental rates may not meet expectations; and we may be unable to obtain financing on favorable terms, or at all, for such projects. 11 Table of Contents We may not acquire the industrial properties that we have entered into agreements or non-binding letters of intent to acquire.
These activities are subject to risks, including, but not limited to, the risks that: we will expend money and time on projects that do not perform as expected; the actual construction or operating costs, including labor and material costs, will be higher than originally estimated; we may experience delays in obtaining construction materials; we may fail to obtain, or experience delays in obtaining, any necessary permits and authorizations; permits and authorizations may be subject to stringent conditions that could impede or delay our progress; we are unable to complete construction on the timeframe we expect, or at all; occupancy and rental rates may not meet expectations; and we may be unable to obtain financing on favorable terms, or at all, for such projects.
These actions could have the effect of reducing our income and amounts available for distribution to our stockholders. Our relationship with any TRS will be limited, and a failure to comply with the limits would jeopardize our REIT qualification and may result in the imposition of certain taxes.
These actions could have the effect of reducing our income and amounts available for distribution to our stockholders. A failure to comply with the limits relating to TRSs would jeopardize our REIT qualification and may result in the imposition of certain taxes.
We may be exposed to physical risks from possible future changes in climate, which could increase our operating costs, impact our tenants’ ability to pay rent and adversely affect our ability to lease, develop or dispose of our properties. Our properties may be exposed to rare catastrophic weather events, such as severe storms or floods.
We may be exposed to physical risks from possible future changes in climate, which could increase our operating costs, impact our tenants’ ability to pay rent and adversely affect our ability to lease, develop or dispose of our properties.
The more favorable rates applicable to regular corporate dividends could cause investors who are individuals to perceive investments in REITs to be relatively less attractive than investments in the stock of non-REIT corporations that pay dividends, which could adversely affect the value of the stock of REITs, including our common stock.
The more favorable rates applicable to regular corporate dividends could cause investors who are individuals, trusts and estates or are otherwise sensitive to these lower rates to perceive investments in REITs to be relatively 21 Table of Contents less attractive than investments in the stock of non-REIT corporations that pay dividends, which could adversely affect the value of the stock of REITs, including our common stock.
Additionally, to the extent such dividends are attributable to certain dividends that we receive from a TRS, such dividends generally will be eligible for the reduced rates that apply to qualified dividend income. While we currently do not own an interest in a TRS, we may own such an interest in the future.
Additionally, to the extent such dividends are attributable to certain dividends that we receive from a TRS, such dividends generally will be eligible for the reduced rates that apply to qualified dividend income.
For example, as of December 31, 2023, approximately 16.3% of our rentable square feet and approximately 44.6% of our improved land parcels were located in Northern New Jersey/New York City, representing a combined percentage of approximately 24.6% of our total annualized base rent.
For example, as of December 31, 2024, approximately 19.9% of our rentable square feet and approximately 41.4% of our improved land parcels were located in New York City/Northern New Jersey, representing a combined percentage of approximately 27.9% of our total annualized base rent.
As of December 31, 2023, we had total debt, net of deferred financing costs, of approximately $771.6 million, which consisted of revolving credit facility borrowings, term loan borrowings and senior unsecured note borrowings.
As of December 31, 2024, we had total debt, net of deferred financing costs and unamortized fair value adjustment, of approximately $823.4 million, which consisted of revolving credit facility borrowings, term loan borrowings, senior unsecured note borrowings and a mortgage loan payable.
Dividends payable by REITs generally do not qualify for reduced tax rates. Currently, the maximum tax rate for qualified dividends payable to individual U.S. stockholders is 20%. Dividends payable by REITs, however, are generally not eligible for such reduced rates.
Dividends payable by REITs generally do not qualify for reduced tax rates. Currently, the maximum tax rate for certain qualified dividends payable to U.S. stockholders that are individuals, trusts and estates generally is 20%. Ordinary dividends payable by REITs, however, are generally not eligible for such reduced rates and therefore are taxable as ordinary income when paid to such stockholders.
As a result of all these factors, our failure to qualify as a REIT could impair our ability to expand our business and raise capital, and it could adversely affect the value of our common stock. 20 Table of Contents Even if we qualify as a REIT, we may face other tax liabilities that reduce our cash flows.
As a result of all these factors, our failure to qualify as a REIT could impair our ability to expand our business and raise capital, and it could adversely affect the value of our common stock.
Removed
On October 16, 2023, DirectBuy Home Improvement, one of our top 20 customers, filed for Chapter 11 bankruptcy. We had fully reserved for all of their receivables as of December 31, 2023 and any ultimate recovery of past due rent is undetermined at this time.
Added
As of December 31, 2024, the revolving credit facility had an outstanding balance of approximately $82.0 million. We also have $475.0 million of senior unsecured notes outstanding as well as an outstanding mortgage loan with a total contractual principal amount of approximately $72.9 million.
Removed
Compliance or failure to comply with regulatory requirements could result in substantial costs.
Added
We carry property and rental loss, liability and terrorism insurance resulting from certain perils such as fire, windstorm, flood, earthquake and terrorism; commercial general liability insurance; and environmental insurance, as appropriate where each of our properties are located.
Removed
In addition, we would no longer be required to pay distributions.
Added
In addition, we currently hold certain of our properties indirectly through subsidiaries that intend to qualify as REITs for federal income tax purposes, and we may in the future hold other properties through REIT subsidiaries.
Removed
While we currently do not own an interest in a TRS, we may own such an interest in the future.
Added
Failure of any of these REIT subsidiaries to qualify as a REIT for U.S. federal income tax purposes could jeopardize our status as a REIT for U.S. federal income tax purposes. Even if we qualify as a REIT, we may face other tax liabilities that reduce our cash flows.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

5 edited+0 added−0 removed5 unchanged
Biggest changeWe rely on a managed IT service provider with a longstanding relationship with the Company to help manage cybersecurity risks. Our managed IT service provider conducts testing of our controls and environment, including penetration testing, to identify and remediate cybersecurity risks.
Biggest changeManagement of cybersecurity risks is a component of our overall risk management strategy, which is overseen by our senior management team and our board of directors. We rely on a managed IT service provider with a longstanding relationship with the Company to help manage cybersecurity risks.
We maintain back-ups and disaster recovery plans to restore our information in the event of an incident. Additionally, as a public company, we are subject to Sarbanes-Oxley Act (“SOX”) requirements and must undergo independent audits of information technology general controls in support of internal control over financial reporting.
Additionally, as a public company, we are subject to Sarbanes-Oxley Act (“SOX”) requirements and must undergo independent audits of information technology general controls in support of internal control over financial reporting.
Before contracting with certain third parties, such as our local property managers, or purchasing third party technology or other solutions that involve exposure to 23 Table of Contents sensitive company or tenant information, we conduct diligence on those third parties, which includes a security review.
Before contracting with certain third parties, such as our local property managers, or purchasing third party technology or other solutions that involve exposure to sensitive company or tenant information, we conduct diligence on those third parties, which includes a security review. We maintain back-ups and disaster recovery plans to restore our information in the event of an incident.
Item 1C. Cybersecurity. Cyber Risk Management and Strategy We rely on information technology in our operations, and any material failures, inadequacies, interruptions, security failures, social engineering attacks or cyber-attacks could harm our business. Management of cybersecurity risks is a component of our overall risk management strategy, which is overseen by our senior management team and our board of directors.
Item 1C. Cybersecurity. Cyber Risk Management and Strategy 23 Table of Contents We rely on information technology in our operations, and any material failures, inadequacies, interruptions, security failures, social engineering attacks or cyber-attacks could harm our business.
We have an employee education program that is designed to raise awareness of cybersecurity threats to reduce our vulnerability as well as to encourage consideration of cybersecurity risks across functions.
Our managed IT service provider conducts testing of our controls and environment, including penetration testing, to identify and remediate cybersecurity risks. We have an employee education program that is designed to raise awareness of cybersecurity threats to reduce our vulnerability as well as to encourage consideration of cybersecurity risks across functions.

Item 2. Properties

Properties — owned and leased real estate

13 edited+5 added−3 removed7 unchanged
Biggest changeAs needed, we hold discussions with the tenant’s management about their business and we conduct site visits of the tenant’s operations. 26 Table of Contents Our top 20 customers based on annualized base rent as of December 31, 2023 are as follows: Customer Leases Rentable Square Feet % of Total Rentable Square Feet Improved Land Acreage Annualized Base Rent (in thousands) 1 % of Total Annualized Base Rent 2 1 Amazon.com 5 471,880 2.9 % 2.8 $ 9,160 3.6 % 2 FedEx Corporation 5 242,889 1.5 % 7.7 5,181 2.0 % 3 O'Neill Logistics 2 429,692 2.7 % — 4,403 1.7 % 4 United States Government 8 300,732 1.9 % — 4,212 1.7 % 5 Danaher 3 171,707 1.1 % — 4,078 1.6 % 6 District of Columbia 8 245,888 1.5 % — 3,585 1.4 % 7 DirectBuy Home Improvement 3 1 230,891 1.4 % — 3,585 1.4 % 8 International Cargo Terminals Inc. 1 31,601 0.2 % — 3,300 1.3 % 9 Motivate LLC 3 101,234 0.6 % — 2,973 1.2 % 10 Meta Platforms, Inc. 1 225,678 1.4 % — 2,811 1.1 % 11 Lucid USA, Inc. 1 161,680 1.0 % — 2,598 1.0 % 12 Northrop Grumman Systems Corporation 2 148,458 0.9 % — 2,417 1.0 % 13 Sarcona Management Corporation 2 28,124 0.2 % 4.9 2,295 0.9 % 14 Port Kearny Security, Inc. 1 — — % 16.9 2,280 0.9 % 15 Triton Logistics Inc. 1 190,907 1.2 % — 2,273 0.9 % 16 Bar Logistics, Inc. 2 243,513 1.5 % — 2,180 0.9 % 17 L3 Harris Technologies, Inc. 2 170,114 1.1 % — 2,163 0.9 % 18 B&B Granite Block Sales, LLC 1 — — % 7.2 2,160 0.9 % 19 JAM'N Logistics Inc. 1 110,336 0.7 % — 2,145 0.8 % 20 Costco-Innovel Solutions LLC 1 219,910 1.4 % — 1,984 0.8 % Total 51 3,725,234 23.2 % 39.5 $ 65,783 26.0 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 2 Total annualized base rent is calculated as contractual monthly base rent per the leases, for all buildings and improved land parcels, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 3 On October 16, 2023, DirectBuy Home Improvement filed for Chapter 11 bankruptcy and we had fully reserved for all receivables as of December 31, 2023.
Biggest changeAs needed, we hold discussions with the tenant’s management about their business and we conduct site visits of the tenant’s operations. 27 Table of Contents Our top 20 customers based on annualized base rent as of December 31, 2024 are as follows: Customer Leases Rentable Square Feet % of Total Rentable Square Feet Improved Land Acreage Annualized Base Rent (in thousands) 1 % of Total Annualized Base Rent 2 1 Amazon.com 6 783,880 4.1 % 2.8 $ 17,673 5.5 % 2 FedEx Corporation 6 308,889 1.6 % 7.7 6,677 2.1 % 3 Imperial Bag & Paper Co LLC 1 505,729 2.6 % — 4,729 1.5 % 4 United States Government 8 316,796 1.6 % — 4,620 1.4 % 5 O'Neill Logistics 2 429,692 2.2 % — 4,546 1.4 % 6 Meta Platforms, Inc. 2 299,775 1.6 % — 4,496 1.4 % 7 Danaher 3 171,707 0.9 % — 4,201 1.3 % 8 District of Columbia 8 245,888 1.3 % — 3,692 1.2 % 9 MD Turbines Inc. 2 284,161 1.5 % — 3,580 1.1 % 10 International Cargo Terminals Inc. 1 31,601 0.2 % — 3,399 1.1 % 11 Motivate LLC 3 101,234 0.5 % — 3,070 1.0 % 12 Sentury Tire USA Inc. 1 161,787 0.8 % — 2,710 0.8 % 13 Lucid USA, Inc. 1 161,680 0.8 % — 2,676 0.8 % 14 Northrop Grumman Systems Corporation 2 148,458 0.8 % — 2,489 0.8 % 15 Port Kearny Security, Inc. 1 — — % 16.9 2,460 0.8 % 16 Sarcona Management Corporation 2 28,124 0.1 % 4.9 2,383 0.7 % 17 Triton Logistics Inc. 1 190,907 1.0 % — 2,349 0.7 % 18 B&B Granite Block Sales, LLC 1 — — % 7.2 2,246 0.7 % 19 JAM'N Logistics Inc. 1 110,336 0.6 % — 2,231 0.7 % 20 Fisica Inc.
Further, re-leased/renewed rental rates in a particular market may not be consistent with rental rates across our portfolio as a whole and re-leased/renewed rental rates for particular properties within a market may not be consistent with rental rates across our portfolio within a particular market, in each case due to a number of factors, including local real estate conditions, local supply and demand for industrial space, the condition of the property, the impact of leasing incentives, including free rent and tenant improvements, and whether the property, or space within the property, has been redeveloped. 28 Table of Contents
Further, re-leased/renewed rental rates in a particular market may not be consistent with rental rates across our portfolio as a whole and re-leased/renewed rental rates for particular properties within a market may not be consistent with rental rates across our portfolio within a particular market, in each case due to a number of factors, including local real estate conditions, local supply and demand for industrial space, the condition of the property, the impact of leasing incentives, including free rent and tenant improvements, and whether the property, or space within the property, has been redeveloped. 29 Table of Contents
We currently expect that, on average, the rental rates we are likely to achieve on new (re-leased) or renewed leases for our 2024 expirations will be above the rates currently being paid for the same space.
We currently expect that, on average, the rental rates we are likely to achieve on new (re-leased) or renewed leases for our 2025 expirations will be above the rates currently being paid for the same space.
Our ability to re-lease or renew expiring space at rental rates equal to or in excess of current rental rates will impact our results of operations. As of December 31, 2023, leases representing approximately 10.2% of the total annualized base rent of our portfolio are scheduled to expire during the year ending December 31, 2024.
Our ability to re-lease or renew expiring space at rental rates equal to or in excess of current rental rates will impact our results of operations. As of December 31, 2024, leases representing approximately 12.3% of the total annualized base rent of our portfolio are scheduled to expire during the year ending December 31, 2025.
In addition, approximately 95.7% of our leased space includes fixed rental increases or Consumer Price Index-based rental increases. Lease terms typically range from three to ten years.
In addition, approximately 97.3% of our leased space includes fixed rental increases or Consumer Price Index-based rental increases. Lease terms typically range from three to ten years.
As of December 31, 2023, the buildings and improved land parcels were approximately 98.5% and 94.6% leased, respectively, to 580 customers, the largest of which accounted for approximately 3.6% of our total annualized base rent. The properties are located in Los Angeles, Northern New Jersey/New York City, San Francisco Bay Area, Seattle, Miami, and Washington, D.C.
As of December 31, 2024, the buildings and improved land parcels were approximately 97.4% and 95.1% leased, respectively, to 670 customers, the largest of which accounted for approximately 5.5% of our total annualized base rent. The properties are located in New York City/Northern New Jersey, Los Angeles, Miami, San Francisco Bay Area, Seattle, and Washington, D.C.
Cash rent changes on new and renewed leases totaling approximately 0.3 million square feet and zero acres of improved land commencing during the three months ended December 31, 2023 were approximately 47.5% higher as compared to the previous rental rates for that same space, and cash rent changes on new and renewed leases totaling approximately 2.1 million square feet and 11.4 acres of improved land commencing during the year ended December 31, 2023 were approximately 55.5% higher as compared to the previous rental rates for that same space.
Cash rent changes on new and renewed leases totaling approximately 0.7 million square feet commencing during the three months ended December 31, 2024 were approximately 26.7% higher as compared to the previous rental rates for that same space, and cash rent changes on new and renewed leases totaling approximately 2.3 million square feet and 22.5 acres of improved land commencing during the year ended December 31, 2024 were approximately 36.5% higher as compared to the previous rental rates for that same space.
We had a tenant retention ratio for the operating portfolio of 75.6% and 57.7%, respectively, for the three months and year ended December 31, 2023. We had a tenant retention ratio for the improved land portfolio of 0% and 16.8%, respectively, for the three months and year ended December 31, 2023.
We had a tenant retention ratio for the operating portfolio of 82.4% and 61.6%, respectively, for the three months and year ended December 31, 2024. We had a tenant retention ratio for the improved land portfolio of 0% and 54.7%, respectively, for the three months and year ended December 31, 2024.
As of December 31, 2023, we owned seven properties under development or redevelopment that, upon completion, will consist of six buildings aggregating approximately 1.0 million square feet and one approximately 2.8-acre improved land parcel, and approximately 62.7 acres of land entitled for future development, with a total expected investment of approximately 25 Table of Contents $592.0 million, including redevelopment costs, capitalized interest and other costs.
As of December 31, 2024, we owned six properties under development or redevelopment that, upon completion, will consist of nine buildings aggregating approximately 0.9 million square feet and approximately 22.4 acres of land entitled for 26 Table of Contents future development, with a total expected investment of approximately $432.9 million, including redevelopment costs, capitalized interest and other costs.
Item 2. Properties. As of December 31, 2023, we owned a total of 259 buildings aggregating approximately 16.0 million square feet, 45 improved land parcels consisting of approximately 152.4 acres, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development.
Item 2. Properties. As of December 31, 2024, we owned a total of 299 buildings (including one building held for sale) aggregating approximately 19.3 million square feet, 47 improved land parcels consisting of approximately 150.6 acres, six properties under development or redevelopment and approximately 22.4 acres of land entitled for future development.
The following table summarizes by type our investments in real estate as of December 31, 2023: Type Number of Buildings or Improved Land Parcels Annualized Base Rent (in thousands) 1 % of Total Warehouse/distribution 225 $ 194,430 76.8 % Flex 14 9,381 3.7 % Transshipment 20 18,097 7.1 % Improved land 45 31,441 12.4 % Total 304 $ 253,349 100.0 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 24 Table of Contents The following table summarizes by market our investments in real estate as of December 31, 2023: Los Angeles Northern New Jersey/New York City San Francisco Bay Area Seattle Miami Washington, D.C.
See our “Consolidated Financial Statements, Schedule III-Real Estate Investments and Accumulated Depreciation” in this Annual Report on Form 10-K for a detailed listing of our properties. 24 Table of Contents The following table summarizes by type our investments in real estate as of December 31, 2024: Type Number of Buildings or Improved Land Parcels Annualized Base Rent (in thousands) 1 % of Total Warehouse/distribution 263 $ 255,722 79.7 % Flex 15 10,771 3.4 % Transshipment 21 19,312 6.0 % Improved land 47 34,891 10.9 % Total 346 $ 320,696 100.0 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12. 25 Table of Contents The following table summarizes by market our investments in real estate as of December 31, 2024: New York City/Northern New Jersey Los Angeles Miami San Francisco Bay Area Seattle Washington, D.C.
The following tables summarize the anticipated lease expirations for leases in place as of December 31, 2023, without giving effect to the exercise of unexercised renewal options or termination rights, if any, at or prior to the scheduled expirations: Buildings: Year Rentable Square Feet % of Total Rentable Square Feet Annualized Base Rent (in thousands) 2 % of Total Annualized Base Rent 3 2024 1 1,927,639 12.0 % $ 24,104 8.4 % 2025 2,204,921 13.7 % 34,196 12.0 % 2026 3,054,968 19.0 % 46,692 16.4 % 2027 2,463,641 15.4 % 40,968 14.4 % 2028 1,963,572 12.2 % 38,688 13.6 % Thereafter 4,190,133 26.2 % 63,938 22.3 % Total 15,804,874 98.5 % $ 248,586 87.1 % 27 Table of Contents Improved Land Parcels: Year Improved Land Acreage % of Total Improved Land Acreage Annualized Base Rent (in thousands) 2 % of Total Annualized Base Rent 3 2024 4 24.5 16.1 % $ 5,191 1.8 % 2025 14.9 9.8 % 3,626 1.3 % 2026 17.9 11.7 % 4,882 1.7 % 2027 12.2 8.0 % 4,156 1.5 % 2028 14.8 9.6 % 3,945 1.4 % Thereafter 60.1 39.4 % 14,980 5.2 % Total 144.4 94.6 % $ 36,780 12.9 % Total Buildings and Improved Land Parcels: Year Total Annualized Base Rent (in thousands) 3 % of Total Annualized Base Rent 3 2024 5 $ 29,295 10.2 % 2025 37,822 13.3 % 2026 51,574 18.1 % 2027 45,124 15.9 % 2028 42,633 15.0 % Thereafter 78,918 27.5 % Total $ 285,366 100.0 % 1 Includes leases that expire on or after December 31, 2023 and month-to-month leases totaling approximately 164,073 square feet. 2 Annualized base rent is calculated as contractual monthly base rent per the leases at expiration, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 3 Total annualized base rent is calculated as contractual monthly base rent per the leases at expiration, for all buildings and/or improved land parcels, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 4 Includes leases that expire on or after December 31, 2023 and month-to-month leases totaling approximately 2.4 acres. 5 Includes leases that expire on or after December 31, 2023 and month-to-month leases disclosed in footnotes 1 and 4 of the table.
The following tables summarize the anticipated lease expirations for leases in place as of December 31, 2024, without giving effect to the exercise of unexercised renewal options or termination rights, if any, at or prior to the scheduled expirations: Buildings: Year Rentable Square Feet % of Total Rentable Square Feet Annualized Base Rent (in thousands) 2 % of Total Annualized Base Rent 3 2025 1 2,384,048 12.4 % $ 39,774 10.9 % 2026 3,558,714 18.5 % 54,744 15.0 % 2027 2,969,391 15.4 % 49,972 13.7 % 2028 2,493,684 12.9 % 49,031 13.4 % 2029 2,120,147 11.0 % 42,295 11.6 % Thereafter 5,235,127 27.2 % 90,042 24.5 % Total 18,761,111 97.4 % $ 325,858 89.1 % 28 Table of Contents Improved Land Parcels: Year Improved Land Acreage % of Total Improved Land Acreage Annualized Base Rent (in thousands) 2 % of Total Annualized Base Rent 3 2025 4 20.0 13.3 % $ 5,234 1.4 % 2026 23.7 15.7 % 6,766 1.8 % 2027 15.8 10.5 % 5,175 1.4 % 2028 21.2 14.1 % 5,628 1.5 % 2029 14.2 9.4 % 3,366 0.9 % Thereafter 48.3 32.1 % 13,759 3.9 % Total 143.2 95.1 % $ 39,928 10.9 % Total Buildings and Improved Land Parcels: Year Total Annualized Base Rent (in thousands) 3 % of Total Annualized Base Rent 3 2025 5 $ 45,008 12.3 % 2026 61,510 16.8 % 2027 55,147 15.1 % 2028 54,660 14.9 % 2029 45,660 12.5 % Thereafter 103,801 28.4 % Total $ 365,786 100.0 % 1 Includes leases that expire on or after December 31, 2024 and month-to-month leases totaling approximately 42,876 square feet. 2 Annualized base rent is calculated as contractual monthly base rent per the leases at expiration, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12. 3 Total annualized base rent is calculated as contractual monthly base rent per the leases at expiration, for all buildings and/or improved land parcels, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12. 4 Includes leases that expire on or after December 31, 2024 and month-to-month leases totaling approximately 2.4 acres. 5 Includes leases that expire on or after December 31, 2024 and month-to-month leases disclosed in footnotes 1 and 4 of the table.
The following table summarizes our capital expenditures incurred during the three months and years ended December 31, 2023 and 2022 (dollars in thousands): For the Three Months Ended December 31, For the Year Ended December 31, 2023 2022 2023 2022 Building improvements $ 7,440 $ 6,165 $ 27,516 $ 40,337 Tenant improvements 1,386 252 5,959 11,533 Leasing commissions 2,454 4,410 11,821 19,584 Development, redevelopment, renovation and expansion 51,098 678 139,974 21,623 Total capital expenditures 1 $ 62,378 $ 11,505 $ 185,270 $ 93,077 1 Includes approximately $54.7 million and $6.2 million for the three months ended December 31, 2023 and 2022, respectively, and approximately $157.4 million and $61.1 million for the years ended December 31, 2023 and 2022, respectively, related to leasing acquired vacancy, redevelopment construction in progress and renovation and expansion projects (stabilization capital) at 23 and 20 properties for the three months ended December 31, 2023 and 2022, respectively, and at 30 and 34 properties for the years ended December 31, 2023 and 2022, respectively.
The following table summarizes our capital expenditures incurred during the three months and years ended December 31, 2024 and 2023 (dollars in thousands): For the Three Months Ended December 31, For the Year Ended December 31, 2024 2023 2024 2023 Operating Portfolio: Building and tenant improvements $ 10,476 $ 8,826 $ 37,853 $ 33,475 Leasing commissions 3,056 2,454 12,927 11,821 Total 1 $ 13,532 $ 11,280 $ 50,780 $ 45,296 Properties under development and redevelopment: Development, redevelopment, renovation and expansion $ 18,949 $ 51,098 $ 129,564 $ 139,974 1 Includes approximately $4.8 million and $3.6 million for the three months ended December 31, 2024 and 2023, respectively, and approximately $15.8 million and $17.4 million for the years ended December 31, 2024 and 2023, respectively, of costs incurred related to leasing acquired vacancy, renovation and expansion projects (stabilization capital).
Removed
See our “Consolidated Financial Statements, Schedule III-Real Estate Investments and Accumulated Depreciation” in this Annual Report on Form 10-K for a detailed listing of our properties.
Added
Total/Weighted Average Investments in Real Estate Number of Buildings 65 61 44 57 44 28 299 Rentable Square Feet 3,833,186 2,811,980 4,458,701 3,240,494 2,731,666 2,180,643 19,256,670 % of Total 19.9 % 14.6 % 23.2 % 16.8 % 14.2 % 11.3 % 100.0 % Occupancy % as of December 31, 2024 4 97.1 % 98.5 % 95.8 % 99.7 % 97.1 % 97.1 % 97.4 % Annualized Base Rent (in thousands) 1 $ 75,947 $ 40,612 $ 51,098 $ 51,362 $ 36,025 $ 30,761 $ 285,805 % of Total 26.5 % 14.2 % 17.9 % 18.0 % 12.6 % 10.8 % 100.0 % Annualized Base Rent 1 Per Occupied Square Foot $ 20.42 $ 14.66 $ 11.97 $ 15.90 $ 13.58 $ 14.52 $ 15.23 Weighted Average Remaining Lease Term (Years) 2 4.1 4.9 5.7 3.1 3.2 2.6 4.1 Investments in Improved Land Number of Land Parcels 13 15 3 4 10 2 47 Acres 62.3 30.9 9.9 14.3 25.9 7.3 150.6 % of Total 41.4 % 20.5 % 6.6 % 9.5 % 17.2 % 4.8 % 100.0 % Occupancy % as of December 31, 2024 100.0 % 96.4 % 100.0 % 100.0 % 75.7 % 100.0 % 95.1 % Annualized Base Rent (in thousands) 1 $ 13,480 $ 9,966 $ 2,153 $ 2,896 $ 4,984 $ 1,412 $ 34,891 % of Total 38.6 % 28.6 % 6.2 % 8.3 % 14.3 % 4.0 % 100.0 % Annualized Base Rent 1 Per Occupied Square Foot $ 4.96 $ 7.68 $ 5.00 $ 4.66 $ 5.83 $ 4.45 $ 5.57 Weighted Average Remaining Lease Term (Years) 2 3.7 2.4 8.2 5.5 3.2 8.5 4.1 Total Investments in Real Estate and Improved Land Annualized Base Rent (in thousands) 1 $ 89,427 $ 50,578 $ 53,251 $ 54,258 $ 41,009 $ 32,173 $ 320,696 % of Total Annualized Base Rent 1 27.9 % 15.8 % 16.6 % 16.9 % 12.8 % 10.0 % 100.0 % Gross Book Value (in thousands) 3 $ 1,337,642 $ 822,049 $ 1,081,104 $ 842,953 $ 617,045 $ 428,832 $ 5,129,625 % of Total Gross Book Value 26.1 % 16.0 % 21.1 % 16.4 % 12.0 % 8.4 % 100.0 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12.
Removed
Total/Weighted Average Investments in Real Estate Number of Buildings 55 43 56 44 38 23 259 Rentable Square Feet 2,834,338 2,612,120 3,040,325 2,753,247 3,006,585 1,795,019 16,041,634 % of Total 17.6 % 16.3 % 19.0 % 17.2 % 18.7 % 11.2 % 100.0 % Occupancy % as of December 31, 2023 4 98.9 % 99.7 % 96.2 % 97.5 % 100.0 % 99.3 % 98.5 % Annualized Base Rent (in thousands) 1 $ 37,986 $ 50,595 $ 44,966 $ 33,800 $ 31,549 $ 23,012 $ 221,908 % of Total 17.1 % 22.8 % 20.3 % 15.2 % 14.2 % 10.4 % 100.0 % Annualized Base Rent 1 Per Occupied Square Foot $ 13.55 $ 19.42 $ 15.38 $ 12.60 $ 10.49 $ 12.90 $ 14.04 Weighted Average Remaining Lease Term (Years) 2 5.2 4.2 3.5 3.3 4.9 3.0 4.1 Investments in Improved Land Number of Land Parcels 13 13 4 10 3 2 45 Acres 27.0 68.0 14.3 25.9 9.9 7.3 152.4 % of Total 17.7 % 44.6 % 9.4 % 17.0 % 6.5 % 4.8 % 100.0 % Occupancy % as of December 31, 2023 88.9 % 92.4 % 100.0 % 100.0 % 100.0 % 100.0 % 94.6 % Annualized Base Rent (in thousands) 1 $ 7,766 $ 11,850 $ 2,799 $ 6,053 $ 1,898 $ 1,075 $ 31,441 % of Total 24.7 % 37.7 % 8.9 % 19.3 % 6.0 % 3.4 % 100.0 % Annualized Base Rent 1 Per Occupied Square Foot $ 7.44 $ 4.52 $ 4.80 $ 5.60 $ 4.41 $ 3.69 $ 5.18 Weighted Average Remaining Lease Term (Years) 2 3.7 4.6 5.7 3.1 7.3 3.8 4.4 Total Investments in Real Estate and Improved Land Annualized Base Rent (in thousands) 1 $ 45,752 $ 62,445 $ 47,765 $ 39,853 $ 33,447 $ 24,087 $ 253,349 % of Total Annualized Base Rent 1 18.1 % 24.6 % 18.9 % 15.7 % 13.2 % 9.5 % 100.0 % Gross Book Value (in thousands) 3 $ 746,337 $ 813,382 $ 765,544 $ 608,519 $ 783,082 $ 330,976 $ 4,047,840 % of Total Gross Book Value 18.4 % 20.1 % 18.9 % 15.0 % 19.3 % 8.3 % 100.0 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2023, multiplied by 12. 2 Weighted average remaining lease term is calculated by summing the remaining lease term of each lease as of December 31, 2023, weighted by the respective square footage. 3 Includes seven properties under development or redevelopment that, upon completion, will consist of six buildings aggregating approximately 1.0 million square feet and one approximately 2.8-acre improved land parcel, and approximately 62.7 acres of land entitled for future development. 4 Occupancy increased during the three months ended December 31, 2023 due, in part, to approximately 29,000 square feet of vacant space at our 1st Avenue property in Seattle being removed from the operating portfolio and repurposed as additional parking.
Added
Annualized base rent for our New York City assets was $38.0 million as of December 31, 2024. 2 Weighted average remaining lease term is calculated by summing the remaining lease term of each lease as of December 31, 2024, weighted by the respective square footage. 3 Includes six properties under development or redevelopment that, upon completion, will consist of nine buildings aggregating approximately 0.9 million square feet and approximately 22.4 acres of land entitled for future development. 4 Occupancy decreased from 98.5% at December 31, 2023 to 97.4% at December 31, 2024 due, in part, to approximately 176,000 square feet of acquired vacancy, 42,000 square feet of which have leases that commence in January 2025.
Removed
Any ultimate recovery of past due rent is undetermined at this time. In January 2024, we commenced redevelopment of and executed a short-term lease for the existing property with an e-commerce firm that will expire in January 2026.
Added
(previously L3 Harris Applied Technologies, Inc.) 1 170,114 0.9 % — 2,230 0.7 % Total 53 4,450,758 23.1 % 39.5 $ 82,457 25.7 % 1 Annualized base rent is calculated as contractual monthly base rent per the leases, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12. 2 Total annualized base rent is calculated as contractual monthly base rent per the leases, for all buildings and improved land parcels, excluding any partial or full rent abatements, as of December 31, 2024, multiplied by 12.
Added
As of December 31, 2024, one of our properties with a net book value of approximately $179.1 million was encumbered by a mortgage loan payable with a total contractual principal amount of approximately $72.9 million which bears interest at a contractual fixed interest rate of 3.9% and matures in March 2028.
Added
The mortgage was assumed in an acquisition and was recorded at fair value in the amount of $69.2 million using an effective interest rate of 5.6%. The unamortized fair value adjustment as of December 31, 2024 was approximately $3.6 million.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

3 edited+1 added−1 removed9 unchanged
Biggest changeItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “TRNO”. As of February 1, 2024, there were approximately 69,112 holders of record of shares of our common stock.
Biggest changeItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is listed on the New York Stock Exchange under the symbol “TRNO”. As of January 28, 2025, there were approximately 144,652 holders of record of shares of our common stock.
The comparison assumes that $100 was invested on December 31, 2018 in our common stock and in each of the foregoing indices and assumes reinvestment of dividends, if any. 30 Table of Contents The performance graph and related information shall not be deemed “soliciting material” or be deemed to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing, except to the extent that the company specifically incorporates it by reference into such filing.
The comparison assumes that $100 was invested on December 31, 2019 in our common stock and in each of the foregoing indices and assumes reinvestment of dividends, if any. 31 Table of Contents The performance graph and related information shall not be deemed “soliciting material” or be deemed to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing, except to the extent that the company specifically incorporates it by reference into such filing.
Performance Graph The following graph compares the change in the cumulative total stockholder return on our common stock during the period from December 31, 2018 to December 31, 2023 with the cumulative total return of the Standard and Poor’s 500 Stock Index, the MSCI U.S. REIT Index and the FTSE Nareit Equity Industrial Index.
Performance Graph The following graph compares the change in the cumulative total stockholder return on our common stock during the period from December 31, 2019 to December 31, 2024 with the cumulative total return of the Standard and Poor’s 500 Stock Index, the MSCI U.S. REIT Index and the FTSE Nareit Equity Industrial Index.
Removed
Issuer Purchases of Equity Securities (a) Total Number of Shares of Common Stock Purchased (b) Average Price Paid per Common Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plan or Program October 1, 2023 - October 31, 2023 — $ — N/A N/A November 1, 2023 - November 30, 2023 144 54.47 N/A N/A December 1, 2023 - December 31, 2023 — — N/A N/A Total 144 1 $ 54.47 N/A N/A (1) Represents shares of common stock surrendered by employees to the Company to satisfy such employees’ tax withholding obligations in connection with the vesting of restricted stock.
Added
Recent Sales of Unregistered Securities None. Issuer Purchases of Equity Securities None.

Item 7. Management's Discussion & Analysis

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

104 edited+22 added−27 removed68 unchanged
Biggest changeBy presenting same store NOI and cash-basis same store NOI, the operating results on a same store basis are directly comparable from period to period. 49 Table of Contents The following table reflects the calculation of NOI, same store NOI and cash-basis same store NOI reconciled from net income for the three months and years ended December 31, 2023, 2022 and 2021 (dollars in thousands): For the Three Months Ended December 31, For the Three Months Ended December 31, 2023 2022 $ Change % Change 2022 2021 $ Change % Change Net income 1 $ 57,557 $ 58,880 $ (1,323) (2.2) % $ 58,880 $ 32,259 $ 26,621 82.5 % Depreciation and amortization 18,583 18,536 47 0.3 % 18,536 13,707 4,829 35.2 % General and administrative 9,730 8,193 1,537 18.8 % 8,193 7,716 477 6.2 % Acquisition costs and other 92 374 (282) (75.4) % 374 — 374 n/a Total other income and expenses (21,127) (29,059) 7,932 (27.3) % (29,059) (8,372) (20,687) 247.1 Net operating income 64,835 56,924 7,911 13.9 % 56,924 45,310 11,614 25.6 % Less non-same store NOI (12,675) 2 (7,807) 2 (4,868) 62.4 % (15,927) 3 (6,797) 3 (9,130) 134.3 % Same store NOI $ 52,160 4 $ 49,117 4 $ 3,043 6.2 % $ 40,997 5 $ 38,513 5 $ 2,484 6.4 % Less straight-line rents and amortization of lease intangibles 6 (2,021) (4,254) 2,233 (52.5) % (1,381) (2,652) 1,271 (47.9) % Cash-basis same store NOI $ 50,139 $ 44,863 $ 5,276 11.8 % $ 39,616 $ 35,861 $ 3,755 10.5 % Less termination fee income (155) (551) 396 (71.9) % (77) (148) 71 (48.0) % Cash-basis same store NOI excluding termination fees $ 49,984 $ 44,312 $ 5,672 12.8 % $ 39,539 $ 35,713 $ 3,826 10.7 % 1 Includes approximately $0.2 million, $0.6 million and $0.1 million of lease termination income for the three months ended December 31, 2023, 2022 and 2021, respectively. 2 Includes 2022 and 2023 acquisitions and dispositions, nine improved land parcels, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development. 3 Includes 2021 and 2022 acquisitions and dispositions, 22 improved land parcels and three properties under development or redevelopment. 4 Includes $0.2 million and $0.6 million of lease termination income for the three months ended December 31, 2023 and 2022, respectively. 5 Includes $0.1 million of lease termination income for both the three months ended December 31, 2022 and 2021. 6 Includes straight-line rents and amortization of lease intangibles for the same store pool only. 50 Table of Contents For the Year Ended December 31, For the Year Ended December 31, 2023 2022 $ Change % Change 2022 2021 $ Change % Change Net income 1 $ 151,457 $ 198,014 $ (46,557) (23.5) % $ 198,014 $ 87,254 $ 110,760 126.9 % Depreciation and amortization 73,219 65,763 7,456 11.3 % 65,763 50,687 15,076 29.7 % General and administrative 37,935 31,192 6,743 21.6 % 31,192 26,964 4,228 15.7 % Acquisition costs and other 218 1,465 (1,247) (85.1) % 1,465 172 1,293 751.7 % Total other income and expenses (18,324) (89,125) 70,801 (79.4) % (89,125) 605 (89,730) n/a Net operating income 244,505 207,309 37,196 17.9 % 207,309 165,682 41,627 25.1 % Less non-same store NOI (43,578) 2 (22,209) 2 (21,369) 96.2 % (48,152) 3 (17,479) 3 (30,673) 175.5 % Same store NOI 4 $ 200,927 4 $ 185,100 4 $ 15,827 8.6 % $ 159,157 5 $ 148,203 5 $ 10,954 7.4 % Less straight-line rents and amortization of lease intangibles 6 (10,009) (16,564) 6,555 (39.6) % (7,402) (11,006) 3,604 (32.7) % Cash-basis same store NOI $ 190,918 $ 168,536 $ 22,382 13.3 % $ 151,755 $ 137,197 $ 14,558 10.6 % Less termination fee income (293) (896) 603 (67.3) % (422) (764) 342 (44.8) % Cash-basis same store NOI excluding termination fees $ 190,625 $ 167,640 $ 22,985 13.7 % $ 151,333 $ 136,433 $ 14,900 10.9 % 1 Includes approximately $0.6 million, $0.9 million and $1.0 million of lease termination income for the years ended December 31, 2023, 2022 and 2021, respectively. 2 Includes 2022 and 2023 acquisitions and dispositions, nine improved land parcels, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development. 3 Includes 2021 and 2022 acquisitions and dispositions, 22 improved land parcels and three properties under development or redevelopment. 4 Includes approximately $0.3 million and $0.9 million of lease termination income for the years ended December 31, 2023 and 2022, respectively. 5 Includes approximately $0.4 million and $0.8 million of lease termination income for the years ended December 31, 2022 and 2021, respectively. 6 Includes straight-line rents and amortization of lease intangibles for the same store pool only.
Biggest changeBy presenting same store NOI and cash-basis same store NOI, the operating results on a same store basis are directly comparable from period to period. 51 Table of Contents The following table reflects the calculation of NOI, same store NOI and cash-basis same store NOI reconciled from net income for the three months and years ended December 31, 2024, 2023 and 2022 (dollars in thousands): For the Three Months Ended December 31, For the Three Months Ended December 31, 2024 2023 $ Change % Change 2023 2022 $ Change % Change Net income 1 $ 76,103 $ 57,557 $ 18,546 32.2 % $ 57,557 $ 58,880 $ (1,323) (2.2) % Depreciation and amortization 25,907 18,583 7,324 39.4 % 18,583 18,536 47 0.3 % General and administrative 10,759 9,730 1,029 10.6 % 9,730 8,193 1,537 18.8 % Acquisition costs and other 25 92 (67) (72.8) % 92 374 (282) (75.4) % Total other income and expenses (36,914) (21,127) (15,787) 74.7 % (21,127) (29,059) 7,932 (27.3) Net operating income 75,880 64,835 11,045 17.0 % 64,835 56,924 7,911 13.9 % Less non-same store NOI (17,356) 2 (6,919) 2 (10,437) 150.8 % (12,675) 3 (7,807) 3 (4,868) 62.4 % Same store NOI $ 58,524 4 $ 57,916 4 $ 608 1.0 % $ 52,160 5 $ 49,117 5 $ 3,043 6.2 % Less straight-line rents and amortization of lease intangibles 6 (2,390) (3,569) 1,179 (33.0) % (2,021) (4,254) 2,233 (52.5) % Cash-basis same store NOI $ 56,134 $ 54,347 $ 1,787 3.3 % $ 50,139 $ 44,863 $ 5,276 11.8 % Less termination fee income (168) (247) 79 (32.0) % (155) (551) 396 (71.9) % Cash-basis same store NOI excluding termination fees $ 55,966 $ 54,100 $ 1,866 3.4 % $ 49,984 $ 44,312 $ 5,672 12.8 % 1 Includes approximately $0.2 million, $0.2 million and $0.6 million of lease termination income for the three months ended December 31, 2024, 2023 and 2022, respectively. 2 Includes 2024 and 2023 acquisitions and dispositions, three improved land parcels consisting of approximately 11.1 acres, six properties under development or redevelopment, approximately 22.4 acres of land for future development and one building held for sale as of December 31, 2024. 3 Includes 2023 and 2022 acquisitions and dispositions, eleven improved land parcels consisting of approximately 37.3 acres and one property under redevelopment as of December 31, 2023. 4 Includes $0.2 million of lease termination income for both the three months ended December 31, 2024 and 2023. 5 Includes $0.2 million and $0.6 million of lease termination income for the three months ended December 31, 2023 and 2022, respectively. 6 Includes straight-line rents and amortization of lease intangibles for the same store pool only. 52 Table of Contents For the Year Ended December 31, For the Year Ended December 31, 2024 2023 $ Change % Change 2023 2022 $ Change % Change Net income 1 $ 184,497 $ 151,457 $ 33,040 21.8 % $ 151,457 $ 198,014 $ (46,557) (23.5) % Depreciation and amortization 93,916 73,219 20,697 28.3 % 73,219 65,763 7,456 11.3 % General and administrative 42,587 37,935 4,652 12.3 % 37,935 31,192 6,743 21.6 % Acquisition costs and other 72 218 (146) (67.0) % 218 1,465 (1,247) (85.1) % Total other income and expenses (36,541) (18,324) (18,217) 99.4 % (18,324) (89,125) 70,801 (79.4) Net operating income 284,531 244,505 40,026 16.4 % 244,505 207,309 37,196 17.9 % Less non-same store NOI (53,223) 2 (21,034) 2 (32,189) 153.0 % (43,578) 3 (22,209) 3 (21,369) 96.2 % Same store NOI $ 231,308 4 $ 223,471 4 $ 7,837 3.5 % $ 200,927 5 $ 185,100 5 $ 15,827 8.6 % Less straight-line rents and amortization of lease intangibles 6 (10,200) (18,365) 8,165 (44.5) % (10,009) (16,564) 6,555 (39.6) % Cash-basis same store NOI $ 221,108 $ 205,106 $ 16,002 7.8 % $ 190,918 $ 168,536 $ 22,382 13.3 % Less termination fee income (679) (416) (263) 63.2 % (293) (896) 603 (67.3) % Cash-basis same store NOI excluding termination fees $ 220,429 $ 204,690 $ 15,739 7.7 % $ 190,625 $ 167,640 $ 22,985 13.7 % 1 Includes approximately $0.7 million, $0.6 million and $0.9 million of lease termination income for the years ended December 31, 2024, 2023 and 2022, respectively. 2 Includes 2024 and 2023 acquisitions and dispositions, three improved land parcels consisting of approximately 11.1 acres, six properties under development or redevelopment, approximately 22.4 acres of land for future development and one building held for sale as of December 31, 2024. 3 Includes 2023 and 2022 acquisitions and dispositions, eleven improved land parcels consisting of approximately 37.3 acres and one property under redevelopment as of December 31, 2023. 4 Includes approximately $0.7 million and $0.4 million of lease termination income for the years ended December 31, 2024 and 2023, respectively. 5 Includes approximately $0.3 million and $0.9 million of lease termination income for the years ended December 31, 2023 and 2022, respectively. 6 Includes straight-line rents and amortization of lease intangibles for the same store pool only.
Our Investment Strategy We acquire, own and operate industrial real estate in six major coastal U.S. markets: Los Angeles, Northern New Jersey/New York City, San Francisco Bay Area, Seattle, Miami, and Washington, D.C. We invest in several types of industrial real estate, including warehouse/distribution, flex (including light industrial and R&D), transshipment and improved land.
Our Investment Strategy We acquire, own and operate industrial real estate in six major coastal U.S. markets: New York City/Northern New Jersey, Los Angeles, Miami, San Francisco Bay Area, Seattle, and Washington, D.C. We invest in several types of industrial real estate, including warehouse/distribution, flex (including light industrial and R&D), transshipment and improved land.
We define cash basis net operating income for the property as net operating income excluding straight-line rents and amortization of lease intangibles.
We define cash basis net operating income for the property as net operating income excluding straight-line rents and amortization of lease intangibles.
Tenant expense reimbursement income includes payments and amounts due from tenants pursuant to their leases for real estate taxes, insurance and other recoverable property operating expenses and is recognized as revenues during the same period the related expenses are incurred. Income Taxes.
Tenant expense reimbursement income includes payments and amounts due from tenants pursuant to their leases for real estate taxes, insurance and other recoverable property operating expenses and is recognized as revenues during the same period the related expenses are incurred.
We believe in the long-term operating prospects of our functional, extremely infill coastal assets. We believe in sound balance sheet management. We believe in the benefits of our market-leading corporate governance and exceptionally aligned executive management compensation. As a result, we are enthusiastic about the future and our ability to produce superior results for our shareholders over time.
We believe in the long-term prospects of our functional, extremely infill coastal assets. We believe in sound balance sheet management. We believe in the benefits of our market-leading corporate governance and exceptionally aligned executive management compensation. As a result, we are enthusiastic about the future and our ability to produce superior results for our shareholders over time.
Over the long-term, we intend to: • limit the sum of the outstanding principal amount of our consolidated indebtedness and the liquidation preference of any outstanding perpetual preferred stock to less than 35% of our total enterprise value; • maintain a fixed charge coverage ratio in excess of 2.0x; • maintain a net debt-to-adjusted EBITDA ratio below 5.0x; • limit the principal amount of our outstanding floating rate debt to less than 20% of our total consolidated indebtedness; and • have staggered debt maturities that are aligned to our expected average lease term (five to seven years), positioning us to re-price parts of our capital structure as our rental rates change with market conditions. 39 Table of Contents We intend to preserve a flexible capital structure with a long-term goal to maintain our investment grade rating and be in a position to issue additional unsecured debt and perpetual preferred stock.
Over the long-term, we intend to: • limit the sum of the outstanding principal amount of our consolidated indebtedness and the liquidation preference of any outstanding perpetual preferred stock to less than 35% of our total enterprise value; • maintain a fixed charge coverage ratio in excess of 2.0x; • maintain a net debt-to-adjusted EBITDA ratio below 5.0x; • limit the principal amount of our outstanding floating rate debt to less than 20% of our total consolidated indebtedness; and • have staggered debt maturities that are aligned to our expected average lease term (five to seven years), positioning us to re-price parts of our capital structure as our rental rates change with market conditions. 41 Table of Contents We intend to preserve a flexible capital structure with a long-term goal to maintain our investment grade rating and be in a position to issue additional unsecured debt and perpetual preferred stock.
While our net growth will remain limited to a size where we can make directly informed operational decisions, we feel more strongly today than we did thirteen years ago about the long-term investment merits of our strategy and the growth opportunities ahead. We are mindful, always, that it is per share rather than aggregate results that matter.
While our net growth will remain limited to a size where we can make directly informed operational decisions, we feel more strongly today than we did fifteen years ago about the long-term investment merits of our strategy and the growth opportunities ahead. We are mindful, always, that it is per share rather than aggregate results that matter.
Fitch Ratings assigned us an issuer rating of BBB with a positive outlook. A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time by the assigning rating agency. There can be no assurance that we will be able to maintain our current credit rating.
Fitch Ratings assigned us an issuer rating of BBB+ with a stable outlook. A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time by the assigning credit agency. There can be no assurance that we will be able to maintain our current credit rating.
Our primary cash expenses consist of our property operating expenses, which include: real estate taxes, repairs and maintenance, management expenses, insurance, utilities, general and administrative expenses, which include compensation costs, office expenses, professional fees and other administrative expenses, acquisition costs, which include third-party costs paid to brokers and consultants, and interest expense, primarily on our revolving credit facility, term loans and senior unsecured notes.
Our primary cash expenses consist of our property operating expenses, which include: real estate taxes, repairs and maintenance, management expenses, insurance, utilities, general and administrative expenses, which include compensation costs, office expenses, professional fees and other administrative expenses, acquisition costs, which include third-party costs paid to brokers and consultants, and interest expense, primarily on our revolving credit facility, term loans, mortgage loan and senior unsecured notes.
The same store pool for the comparison of the three months and years ended December 31, 2022 and 2021 includes all properties that were owned and in operation as of December 31, 2022 and since January 1, 2021 and excludes properties that were either disposed of prior to, held for sale to a third-party or in development or redevelopment as of December 31, 2022.
The same store pool for the comparison of the three months and years ended December 31, 2023 and 2022 includes all properties that were owned and in operation as of December 31, 2023 and since January 1, 2022 and excludes properties that were either disposed of prior to, held for sale to a third-party or in development or redevelopment as of December 31, 2023.
The applicable SOFR margin will range from 1.10% to 1.55% (1.10% as of December 31, 2023) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2023) for the term loans, depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value and includes a 10 basis points SOFR credit adjustment.
The applicable SOFR margin will range from 1.10% to 1.55% (1.10% as of December 31, 2024) for the revolving credit facility and 1.25% to 1.75% (1.25% as of December 31, 2024) for the term loans, depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value and includes a 10 basis points SOFR credit adjustment.
The same store pool for the comparison of the years ended December 31, 2023 and 2022 includes all properties that were owned and in operation as of December 31, 2023 and since January 1, 2022 and excludes properties that were either disposed of prior to, held for sale to a third party or in development or redevelopment as of December 31, 2023.
The same store pool for the comparison of the years ended December 31, 2024 and 2023 includes all properties that were owned and in operation as of December 31, 2024 and since January 1, 2023 and excludes properties that were either disposed of prior to, held for sale to a third party or in development or redevelopment as of December 31, 2024.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of net operating income and same store net operating income from net income and a discussion of why we believe net operating income and same store net operating income are useful supplemental measures of our operating performance. 38 Table of Contents Revenues.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of net operating income and same store net operating income from net income and a discussion of why we believe net operating income and same store net operating income are useful supplemental measures of our operating performance. 40 Table of Contents Revenues.
The same store pool includes all properties that were owned and in operation as of December 31, 2023 and since January 1, 2022 and excludes properties that were either disposed of prior to, held for sale to a third party or in development or redevelopment as of December 31, 2023.
The same store pool includes all properties that were owned and in operation as of December 31, 2024 and since January 1, 2023 and excludes properties that were either disposed of prior to, held for sale to a third party or in development or redevelopment as of December 31, 2024.
This increase in cash provided by operating activities is primarily attributable to additional cash flows generated from the properties acquired during 2023 and 2022 and increased rents on new and renewed leases at our same store properties. Cash From Investing Activities.
This increase in cash provided by operating activities is primarily attributable to additional cash flows generated from the properties acquired during 2024 and 2023 and increased rents on new and renewed leases at our same store properties. Cash From Investing Activities.
Outstanding borrowings under the Amended Facility are limited to the lesser of (i) the sum of the $400.0 million revolving credit facility, the $100.0 million term loan maturing in January 2027 and the $100.0 million term loan maturing in January 2028, or (ii) 60.0% of the value of the unencumbered properties.
Outstanding borrowings under the Amended Facility are limited to the lesser of (i) the sum of the $600.0 million revolving credit facility, the $100.0 million term loan maturing in January 2027 and the $100.0 million term loan maturing in January 2028, or (ii) 60.0% of the value of the unencumbered properties.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance. 7 Interest coverage is calculated as Adjusted EBITDA divided by interest expense, including amortization.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of 44 Table of Contents Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance. 7 Interest coverage is calculated as Adjusted EBITDA divided by interest expense, including amortization.
The estimation of expected future net cash flows is inherently uncertain and relies on assumptions, among other things, regarding current and future economic and market conditions and the availability of capital. We determine the estimated fair values based on its assumptions regarding rental rates, lease-up and holding periods, as well as sales prices.
The estimation of expected future net cash flows is inherently uncertain and relies on assumptions, among other things, regarding current and future economic and market conditions and the availability of capital. We determine the estimated fair values based on its assumptions regarding rental 46 Table of Contents rates, lease-up and holding periods, as well as sales prices.
We have no current intention to acquire undeveloped or unimproved industrial land or to pursue greenfield ground up development. Nevertheless, we pursue development, redevelopment, renovation and expansion opportunities of properties that 32 Table of Contents we own, acquire properties and improved land parcels with the intent to redevelop in the near-term, and acquire adjacent land to expand our existing facilities.
We have no current intention to acquire undeveloped or unimproved industrial land or to pursue greenfield ground up development. Nevertheless, we pursue development, redevelopment, renovation and expansion opportunities of properties that we own, acquire properties and improved land parcels with the intent to redevelop in the near-term, and acquire adjacent land to expand our existing facilities.
The Amended Facility and the Senior Unsecured Notes include a series of financial and other covenants with which we must comply. We were in compliance with the covenants under the Amended Facility and the Senior Unsecured Notes as of December 31, 2023 and 2022.
The Amended Facility and the Senior Unsecured Notes include a series of financial and other covenants with which we must comply. We were in compliance with the covenants under the Amended Facility and the Senior Unsecured Notes as of December 31, 2024 and 2023.
Financial Condition and Results of Operations We derive substantially all of our revenues from rents received from tenants under existing leases on each of our properties. These revenues include fixed base rents and recoveries of certain property operating expenses that we have incurred and that we pass through to the individual tenants.
Financial Condition and Results of Operations We derive substantially all of our revenues from rents received from tenants under existing leases on each of our properties. These revenues include fixed base rents and recoveries of certain property operating expenses that we have incurred 38 Table of Contents and that we pass through to the individual tenants.
FFO, Adjusted EBITDA, NOI, same store NOI and cash-basis same store NOI should not be considered in isolation or as a substitute for measures of performance in accordance with GAAP.
FFO, Adjusted EBITDA, NOI, same store NOI, cash-basis same store NOI and net debt should not be considered in isolation or as a substitute for measures of performance in accordance with GAAP.
For the three months ended December 31, 2023 and 2022, total contractual rent abatements of approximately $0.3 million and $1.3 million, respectively, were given to certain tenants in the same store pool and approximately $0.2 million and $0.6 million, respectively, in lease termination income was received from certain tenants in the same store pool.
For the three months ended December 31, 2024 and 2023, total contractual rent abatements of approximately $1.1 million and $0.3 million, respectively, were given to certain tenants in the same store pool and approximately $0.2 million and $0.2 million, respectively, in lease termination income was received from certain tenants in the same store pool.
Share Repurchase Program We have a share repurchase program authorizing us to repurchase up to 3,000,000 shares of our outstanding common stock from time to time through December 31, 2024.
Share Repurchase Program We have a share repurchase program authorizing us to repurchase up to 3,000,000 shares of our outstanding common stock from time to time through December 31, 2026.
Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered the presentation of operating results for real estate companies that use historical cost accounting alone to be insufficient.
Since real estate values have historically risen or fallen with market conditions, many industry investors 47 Table of Contents and analysts have considered the presentation of operating results for real estate companies that use historical cost accounting alone to be insufficient.
The aggregate amount of the Amended Facility may be increased by up to an additional $500.0 million to a maximum amount not to exceed $1.1 billion, subject to the approval of the administrative agent and the identification of lenders willing to make available additional amounts.
The aggregate amount of the Amended Facility may be increased by up to an additional $450.0 million to a maximum aggregate amount not to exceed $1.25 billion, subject to the approval of the administrative agent and the identification of lenders willing to make available additional amounts.
Further, our computation of FFO, Adjusted EBITDA, NOI, same store NOI and cash-basis same store NOI may not be comparable to FFO, Adjusted EBITDA, NOI, same store NOI and cash-basis same store NOI reported by other companies.
Further, our computation of FFO, Adjusted EBITDA, NOI, same store NOI, cash-basis same store NOI and net debt may not be comparable to FFO, Adjusted EBITDA, NOI, same store NOI, cash-basis same store NOI and net debt reported by other companies.
The analysis of our results below for the years ended December 31, 2023 and 2022 includes the changes attributable to same store properties.
The analysis of our results below for the years ended December 31, 2024 and 2023 includes the changes attributable to same store properties.
This expectation is based upon prevailing market conditions and may change over time in response to different prevailing market conditions. The properties we acquire may be stabilized (fully leased) or unstabilized (have near term lease expirations, be partially or fully vacant and may require physical repositioning).
This expectation is based upon prevailing market conditions and may change over time in response to different prevailing market conditions. 33 Table of Contents The properties we acquire may be stabilized (fully leased) or unstabilized (have near term lease expirations, be partially or fully vacant and may require physical repositioning).
As of December 31, 2023, we had not repurchased any shares of our common stock pursuant to our share repurchase program.
As of December 31, 2024, we had not repurchased any shares of our common stock pursuant to our share repurchase program.
Costs considered for capitalization include, but are not limited to, construction costs, interest, real estate taxes and insurance, if appropriate. These costs are capitalized only during the period in which activities necessary to ready an asset for its 43 Table of Contents intended use are in progress.
Costs considered for capitalization include, but are not limited to, construction costs, interest, real estate taxes and insurance, if appropriate. These costs are capitalized only during the period in which activities necessary to ready an asset for its intended use are in progress.
We compute FFO in accordance with standards established by Nareit, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding gains (losses) from sales of property and impairment write-downs of depreciable real estate, plus depreciation and amortization on real estate assets and after adjustments for unconsolidated partnerships and joint ventures (which are calculated to reflect FFO on the same basis).
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (“Nareit”), which defines FFO as net income (loss) (determined in accordance with GAAP), excluding gains (losses) from sales of property and impairment write-downs of depreciable real estate, plus depreciation and amortization on real estate assets and after adjustments for unconsolidated partnerships and joint ventures (which are calculated to reflect FFO on the same basis).
Comparison of the Year Ended December 31, 2022 to the Year Ended December 31, 2021: Discussion of the year ended December 31, 2022 compared to the year ended December 31, 2021 was included in our Annual Report on Form 10-K for the year ended December 31, 2022 on page 39 under Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations”, which was filed with the SEC on February 8, 2023.
Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022: Discussion of the year ended December 31, 2023 compared to the year ended December 31, 2022 was included in our Annual Report on Form 10-K for the year ended December 31, 2023 on page 38 under Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations”, which was filed with the SEC on February 7, 2024.
These estimated stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to 34 Table of Contents stabilized cap rates and those risk factors contained in this Annual Report on Form 10-K and in our other public filings. 4 Collectively, “Countyline Phase IV”, a 121-acre project entitled for 2.2 million square feet of industrial distribution buildings located in Countyline, immediately adjacent to our seven buildings within Countyline.
These estimated stabilized cap rates are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control, including risks related to our ability to meet our estimated forecasts related to stabilized cap rates and those risk factors contained in this Annual Report on Form 10-K and in our other public filings. 4 “Countyline Phase IV” is a 121-acre project entitled for 2.2 million square feet of industrial distribution buildings located in Miami’s Countyline Corporate Park (“Countyline”), immediately adjacent to our seven buildings within Countyline.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance. 9 Net debt-to-Adjusted EBITDA is calculated as total debt, net of deferred financing costs and cash and cash equivalents, divided by annualized Adjusted EBITDA.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance. 9 Net debt-to-Adjusted EBITDA is calculated as net debt divided by annualized Adjusted EBITDA.
For the years ended December 31, 2023 and 2022, total contractual rent abatements of approximately $3.2 million and $4.3 million, respectively, were given to certain tenants in the same-store pool and approximately $0.3 million and $0.9 million, respectively, in lease termination income was received from certain tenants in the same store pool.
For the years ended December 31, 2024 and 2023, total contractual rent abatements of approximately $2.2 million and $4.4 million, respectively, were given to certain tenants in the same-store pool and approximately $0.7 million and $0.4 million, respectively, in lease termination income was received from certain tenants in the same store pool.
We capitalized interest associated with development, redevelopment and expansion activities of approximately $8.5 million, $2.6 million and $0.7 million during the years ended December 31, 2023, 2022 and 2021, respectively.
We capitalized interest associated with development, redevelopment and expansion activities of approximately $11.0 million, $8.5 million and $2.6 million during the years ended December 31, 2024, 2023 and 2022, respectively.
Depreciation and amortization increased approximately $7.5 million during the year ended December 31, 2023 compared to the prior year primarily due to property acquisitions during 2023 and 2022. General and administrative expenses.
Depreciation and amortization increased approximately $20.7 million during the year ended December 31, 2024 compared to the prior year primarily due to property acquisitions during 2024 and 2023. General and administrative expenses.
Also includes 508,663 and 417,665 shares held in the Deferred Compensation Plan as of December 31, 2023 and 2022, respectively. 2 Closing price of a share of our common stock on the New York Stock Exchange on December 29, 2023 and December 30, 2022, respectively, in dollars per share. 3 Total debt-to-total investments in properties is calculated as total debt, net of deferred financing costs, divided by total investments in properties. 4 Total debt-to-total market capitalization is calculated as total debt, net of deferred financing costs, divided by total market capitalization. 5 Floating rate debt as a percentage of total debt is calculated as floating rate debt, net of deferred financing costs, divided by total debt, net of deferred financing costs. 6 Earnings before interest, taxes, gains (losses) from sales of property, depreciation and amortization, acquisition costs and stock-based compensation (“Adjusted EBITDA”) for the years ended December 31, 2023 and 2022, respectively.
Also includes 497,190 and 508,663 shares held in the Deferred Compensation Plan as of December 31, 2024 and 2023, respectively. 2 Closing price of a share of our common stock on the New York Stock Exchange on December 31, 2024 and December 29, 2023, respectively, in dollars per share. 3 Total debt-to-total investments in properties is calculated as total debt, net of deferred financing costs, divided by total investments in properties, including one property consisting of one building held for sale as of December 31, 2024. 4 Total debt-to-total market capitalization is calculated as total debt, net of deferred financing costs, divided by total market capitalization. 5 Floating rate debt as a percentage of total debt is calculated as floating rate debt, net of deferred financing costs, divided by total debt, net of deferred financing costs. 6 Earnings before interest, taxes, gains (losses) from sales of property, depreciation and amortization, acquisition costs and stock-based compensation (“Adjusted EBITDA”) for the years ended December 31, 2024 and 2023, respectively.
Our principal uses of cash are asset acquisitions, debt service, capital expenditures, operating costs, corporate overhead costs and common stock dividends. Cash From Operating Activities. Net cash provided by operating activities totaled approximately $179.7 million for the year ended December 31, 2023 compared to approximately $143.2 million for the year ended December 31, 2022.
Our principal uses of cash are asset acquisitions, developments and redevelopments, debt service, capital expenditures, operating costs, corporate overhead costs and common stock dividends. Cash From Operating Activities. Net cash provided by operating activities totaled approximately $232.7 million for the year ended December 31, 2024 compared to approximately $179.7 million for the year ended December 31, 2023.
A wide variety of industries and sectors have been, and will continue to be, affected by increasing commodity prices. In recent years, inflation has increased construction costs, including tenant improvements and capital projects, goods and labor, and operating costs.
A wide variety of industries and sectors have been, and will continue to be, affected by recently increasing commodity prices. Elevated inflation has, and may continue to, result in increased construction costs, including tenant improvements and capital projects, goods and labor, and operating costs.
As of both December 31, 2023 and December 31, 2022, there were no borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans.
As of December 31, 2024, there were $82.0 million of borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans. As of December 31, 2023, there were no borrowings outstanding on the revolving credit facility and $200.0 million of borrowings outstanding on the term loans.
In addition, approximately $0.3 million of the increase in cash-basis same store NOI for the three months ended December 31, 2023 related to properties that were acquired vacant or with near term expirations in 2021.
In addition, approximately $0.6 million of the increase in cash-basis same store NOI for the three months ended December 31, 2024 related to properties that were acquired vacant or with near term expirations in 2022.
The total aggregate initial investment was approximately $512.5 million, including $6.1 million in capitalized closing costs and acquisition costs and $42.9 million in assumed intangible liabilities and $20.5 million in other credits related to near term capital expenditures, free rent and tenant improvements at multiple properties. 2 Stabilized capitalization rates, referred to herein as stabilized cap rates, are calculated, at the time of acquisition, as annualized cash basis net operating income for the property stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.
The total aggregate initial investment was approximately $937.9 million, including $11.2 million in capitalized closing costs and acquisition costs and $49.5 million in assumed intangible liabilities, $3.7 million in assumed unamortized fair value adjustment and $3.6 million in other credits related to near term capital expenditures, free rent and tenant improvements at multiple properties. 2 Stabilized capitalization rates, referred to herein as stabilized cap rates, are calculated, at the time of acquisition, as annualized cash basis net operating income for the property stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.
Each period we review our outstanding accounts receivable, including straight-line rents, for doubtful accounts and provide 44 Table of Contents allowances as needed.
Each period we review our outstanding accounts receivable, including straight-line rents, for doubtful accounts and provide allowances as needed.
Cash-basis same store NOI increased by approximately $22.4 million for the year ended December 31, 2023 compared to the prior year primarily due to increased rental revenue on new and renewed leases.
Cash-basis same store NOI increased by approximately $16.0 million for the year ended December 31, 2024 compared to the prior year primarily due to increased rental revenue on new and renewed leases.
The properties were acquired from unrelated third parties using existing cash on hand, net proceeds from dispositions, net proceeds from the issuance of common stock and debt.
The properties were acquired from unrelated third parties using existing cash on hand, net proceeds from dispositions, net proceeds from the issuance of common stock, debt, and net of an assumed mortgage loan payable.
Total revenues increased approximately $47.4 million for the year ended December 31, 2023 compared to the prior year due primarily to increased revenue on new and renewed leases and property acquisitions during 2023 and 2022.
Total revenues increased approximately $59.0 million for the year ended December 31, 2024 compared to the prior year due primarily to increased revenue on new and renewed leases and property acquisitions during 2024 and 2023.
As of December 31, 2023 and 2022, our consolidated same store pool occupancy was approximately 98.5% and 98.8%, respectively.
As of December 31, 2024 and 2023, our consolidated same store pool occupancy was approximately 98.3% and 98.5%, respectively.
Cash-basis same store NOI increased by approximately $5.3 million for the three months ended December 31, 2023 compared to the same period from the prior year primarily due to increased rental revenue on new and renewed leases and contractual rent increases on pre-existing leases.
Cash-basis same store NOI increased by approximately $1.8 million for the three months ended December 31, 2024 compared to the prior year primarily due to increased rental revenue on new and renewed leases and contractual rent increases on pre-existing leases.
We recognized an aggregate gain of approximately $38.2 million from the sale of four properties during the year ended December 31, 2023, as compared to an aggregate gain of approximately $112.2 million from the sale of four properties in the prior year.
We recognized an aggregate gain of approximately $45.4 million from the sale of four properties during the year ended December 31, 2024, as compared to an aggregate gain of approximately $38.2 million from the sale of four properties during the prior year.
The following sets forth certain information regarding our current at-the-market common stock offering program as of December 31, 2023: ATM Stock Offering Program Date Implemented Maximum Aggregate Offering Price (in thousands) Aggregate Common Stock Available (in thousands) $500 Million ATM Program September 6, 2023 $ 500,000 $ 305,815 The following table sets forth the activity under our at-the-market common stock offering programs during the years ended December 31, 2023 and 2022, respectively: For the Year Ended Shares Sold Weighted Average Price Per Share Net Proceeds (in thousands) Sales Commissions (in thousands) December 31, 2023 5,152,279 $ 61.15 $ 310,502 $ 4,569 December 31, 2022 1,286,125 $ 61.31 $ 77,707 $ 1,143 40 Table of Contents Debt Sources of Liquidity As of December 31, 2023, we had $100.0 million of senior unsecured notes that mature in July 2024, $50.0 million of senior unsecured notes that mature in July 2026, $50.0 million of senior unsecured notes that mature in October 2027, $100.0 million of senior unsecured notes that mature in July 2028, $100.0 million of senior unsecured notes that mature in December 2029, $125.0 million of senior unsecured notes that mature in August 2030, and $50.0 million of senior unsecured notes that mature in July 2031 (collectively, the “Senior Unsecured Notes”).
The following sets forth certain information regarding our current at-the-market common stock offering program as of December 31, 2024: ATM Stock Offering Program Date Implemented Maximum Aggregate Offering Price (in thousands) Aggregate Common Stock Available (in thousands) $500 Million ATM Program August 28, 2024 $ 500,000 $ 438,258 The table below sets forth the activity under our at-the-market common stock offering programs during the years ended December 31, 2024 and 2023: For the Year Ended Shares Sold Weighted Average Price Per Share Net Proceeds (in thousands) Sales Commissions (in thousands) December 31, 2024 5,329,544 $ 66.62 $ 349,919 $ 5,148 December 31, 2023 5,152,279 $ 61.15 $ 310,502 $ 4,569 Debt Sources of Liquidity As of December 31, 2024, we had $50.0 million of senior unsecured notes that mature in July 2026, $50.0 million of senior unsecured notes that mature in October 2027, $100.0 million of senior unsecured notes that mature in July 2028, $100.0 million of senior unsecured notes that mature in December 2029, $125.0 million of senior unsecured notes that mature in August 2030, and $50.0 million of senior unsecured notes that mature in July 2031 (collectively, the “Senior Unsecured Notes”).
In addition, leases with respect to approximately 72.5% of our total rentable square feet expire within five years which enables us to seek to replace existing leases with new leases at the then-existing market rate.
In addition, leases with respect to approximately 71.6% of our total rentable square feet and improved land acerage expire within five years which enables us to seek to replace existing leases with new leases at the then-existing market rate.
For the years ended December 31, 2023 and 2022, approximately $7.7 million and $7.5 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants and approximately $0.6 million and $0.9 million, respectively, was recorded in lease termination revenue. Property operating expenses.
For the years ended December 31, 2024 and 2023, approximately $8.3 million and $7.7 million, respectively, was recorded in straight-line rental revenues related to contractual rent abatements given to certain tenants and approximately $0.7 million and $0.6 million, respectively, was recorded in lease termination revenue.
Under this method, allocations were made to 419,230, 356,796 and 288,976 of weighted average unvested restricted shares outstanding for the three months ended December 31, 2023, 2022 and 2021, respectively, and 393,059, 322,866 and 245,075 of weighted average unvested restricted shares outstanding for the years ended December 31, 2023, 2022 and 2021, respectively.
Under this method, allocations were made to 426,670, 419,230 and 356,796 of weighted average unvested restricted shares outstanding for the three months ended December 31, 2024, 2023 and 2022, respectively, and 429,748, 393,059 and 322,866 of weighted average unvested restricted shares outstanding for the years ended December 31, 2024, 2023 and 2022, respectively.
FFO increased by approximately $8.9 million and $34.6 million for the three months and year ended December 31, 2023, respectively, compared to the same periods from the prior year due primarily to property acquisitions during 2022 and 2023 as well as same store NOI growth of approximately $3.0 million and $15.8 million for the three months and year ended December 31, 2023, respectively, compared to the same periods from the prior year.
FFO increased by approximately $12.1 million and $46.4 million for the three months and year ended December 31, 2024, respectively, compared to the same periods from the prior year due primarily to property acquisitions during 2023 and 2024 as well as same store NOI growth of approximately $0.6 million and $7.8 million for the three months and year ended December 31, 2024, respectively, compared to the same periods from the prior year.
Prior to the implementation of the $500 Million ATM Program, we had a previous at-the-market equity program (the "$300 Million ATM Program"), which was substantially utilized as of September 5, 2023 and which is no longer active.
Prior to the implementation of the $500 Million ATM Program, we had a previous at-the-market equity offering program (the "Previous $500 Million ATM Program"), which was substantially utilized as of August 27, 2024 and which is no longer active.
As of December 31, 2023 and 2022, we held cash and cash equivalents totaling approximately $165.4 million and $26.4 million, respectively.
As of December 31, 2024 and 2023, we held cash and cash equivalents totaling approximately $18.1 million and $165.4 million, respectively.
We invest in several types of industrial real estate, including warehouse/distribution (approximately 76.8% of our total annualized base rent as of December 31, 2023), flex (including light industrial and research and development, or R&D) (approximately 3.7%), transshipment (approximately 7.1%) and improved land (approximately 12.4%).
We invest in several types of industrial real estate, including warehouse/distribution (approximately 79.7% of our total annualized base rent as of December 31, 2024), flex (including light industrial and research and development, or R&D) (approximately 3.4%), transshipment (approximately 6.0%) and improved land (approximately 10.9%).
The net proceeds of the offering were approximately $355.9 million after deducting the underwriting discount and offering costs of approximately $3.5 million. We used the net proceeds for acquisitions.
The net proceeds of the offering were approximately $387.1 million after deducting the underwriting discount and offering costs of approximately $5.0 million. We used the net proceeds for acquisitions.
Approxi m ately 95.7% of our leased space includes fixed rental increases or Consumer Price Index-based rental increases. Lease terms typically range from three to ten years.
Approximately 97.3% of our leased space includes fixed rental increases or Consumer Price Index-based rental increases. Lease terms typically range from three to ten years.
See “Note 2 - Significant Accounting Policies” in our notes to consolidated financial statements for more information regarding our adoption of this standard. 2 Includes 2022 and 2023 acquisitions and dispositions, nine improved land parcels, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development. 3 Includes straight-line rents and amortization of lease intangibles.
See “Note 2 - Significant Accounting Policies” in our notes to consolidated financial statements for more information regarding our adoption of this standard. 2 Includes 2024 and 2023 acquisitions and dispositions, three improved land parcels, six properties under development or redevelopment, approximately 22.4 acres of land entitled for future development and one building held for sale as of December 31, 2024. 3 Includes straight-line rents and amortization of lease intangibles.
We used the net proceeds for acquisitions. 35 Table of Contents ATM Program We have an at-the-market equity offering program (the "$500 Million ATM Program") pursuant to which we may issue and sell shares of our common stock having an aggregate offering price of up to $500.0 million ($305.8 million remaining as of December 31, 2023) in amounts and at times as we determine from time to time.
ATM Program We have an at-the-market equity offering program (the "$500 Million ATM Program") pursuant to which we may issue and sell shares of our common stock having an aggregate offering price of up to $500.0 million (approximately $438.3 million remaining as of December 31, 2024) in amounts and at times as we determine from time to time.
We entered 2024 with our balance sheet exceedingly well positioned for growth as we have no balance outstanding on our $400.0 million revolving credit facility and a cash balance of approximately $165.4 million. 36 Table of Contents Within our six markets we have increasingly focused on urban infill locations.
We entered 2025 with our balance sheet exceedingly well positioned for growth as we have $82.0 million outstanding on our $600.0 million revolving credit facility and a cash balance of approximately $18.1 million. Within our six markets we have increasingly focused on urban infill locations.
Dividend and Distribution Activity On February 6, 2024, our board of directors declared a cash dividend in the amount of $0.45 per share of our common stock payable on April 5, 2024 to the stockholders of record as of the close of business on March 28, 2024.
Dividend and Distribution Activity 37 Table of Contents On February 4, 2025, our board of directors declared a cash dividend in the amount of $0.49 per share of our common stock payable on April 4, 2025 to the stockholders of record as of the close of business on March 27, 2025.
Equity Sources of Liquidity On February 13, 2023, we completed a public offering of 5,750,000 shares of common stock at a price per share of $62.50, which included the underwriters’ full exercise of their option to purchase an additional 750,000 shares.
Equity Sources of Liquidity On March 27, 2024, we completed a public offering of 6,325,000 shares of common stock at a price per share of $62.00, which included the underwriters’ full exercise of their option to purchase an additional 825,000 shares.
The following table reflects the calculation of FFO reconciled from net income for the three months and years ended December 31, 2023, 2022 and 2021 (dollars in thousands except per share data): 46 Table of Contents For the Three Months Ended December 31, For the Three Months Ended December 31, 2023 2022 $ Change % Change 2022 2021 $ Change % Change Net income $ 57,557 $ 58,880 $ (1,323) (2.2) % $ 58,880 $ 32,259 $ 26,621 82.5 % Gain on sales of real estate investments (25,899) (36,118) 10,219 (28.3) % (36,118) (13,442) (22,676) 168.7 % Depreciation and amortization 18,583 18,536 47 0.3 % 18,536 13,707 4,829 35.2 % Non-real estate depreciation (40) (16) (24) 150.0 % (16) (22) 6 (27.3) % Allocation to participating securities 1 (243) (192) (51) 26.6 % (192) (126) (66) 52.4 % FFO attributable to common stockholders $ 49,958 $ 41,090 $ 8,868 21.6 % $ 41,090 $ 32,376 $ 8,714 26.9 % Basic FFO per common share $ 0.58 $ 0.54 $ 0.04 7.4 % $ 0.54 $ 0.44 $ 0.10 22.7 % Diluted FFO per common share $ 0.58 $ 0.54 $ 0.04 7.4 % $ 0.54 $ 0.44 $ 0.10 22.7 % Basic weighted average common shares outstanding 85,550,842 76,048,579 76,048,579 73,380,519 Diluted weighted average common shares outstanding 85,647,463 76,145,382 76,145,382 73,735,244 For the Year Ended December 31, For the Year Ended December 31, 2023 2022 $ Change % Change 2022 2021 $ Change % Change Net income $ 151,457 $ 198,014 $ (46,557) (23.5) % $ 198,014 $ 87,254 $ 110,760 126.9 % Gain on sales of real estate investments (38,156) (112,166) 74,010 (66.0) % (112,166) (16,627) (95,539) 574.6 % Depreciation and amortization 73,219 65,763 7,456 11.3 % 65,763 50,687 15,076 29.7 % Non-real estate depreciation (147) (72) (75) 104.2 % (72) (74) 2 (2.7) % Allocation to participating securities 1 (876) (656) (220) 33.5 % (656) (428) (228) 53.3 % FFO attributable to common stockholders $ 185,497 $ 150,883 $ 34,614 22.9 % $ 150,883 $ 120,812 $ 30,071 24.9 % Basic FFO per common share $ 2.23 $ 2.00 $ 0.23 11.5 % $ 2.00 $ 1.71 $ 0.29 17.0 % Diluted FFO per common share $ 2.22 $ 2.00 $ 0.22 11.0 % $ 2.00 $ 1.71 $ 0.29 17.0 % Basic weighted average common shares outstanding 83,169,028 75,498,107 75,498,107 70,534,202 Diluted weighted average common shares outstanding 83,371,099 75,586,480 75,586,480 70,793,670 1 To be consistent with our policies of determining whether instruments granted in share-based payment transactions are participating securities and accounting for earnings per share, the FFO per common share is adjusted for FFO distributed through declared dividends (if any) and allocated to all participating securities (weighted average common 47 Table of Contents shares outstanding and unvested restricted shares outstanding) under the two-class method.
The following table reflects the calculation of FFO reconciled from net income for the three months and years ended December 31, 2024, 2023 and 2022 (dollars in thousands except per share data): 48 Table of Contents For the Three Months Ended December 31, For the Three Months Ended December 31, 2024 2023 $ Change % Change 2023 2022 $ Change % Change Net income $ 76,103 $ 57,557 $ 18,546 32.2 % $ 57,557 $ 58,880 $ (1,323) (2.2) % Gain on sales of real estate investments (39,664) (25,899) (13,765) 53.1 % (25,899) (36,118) 10,219 (28.3) % Depreciation and amortization 25,907 18,583 7,324 39.4 % 18,583 18,536 47 0.3 % Non-real estate depreciation (35) (40) 5 (12.5) % (40) (16) (24) 150.0 % Allocation to participating securities 1 (266) (243) (23) 9.5 % (243) (192) (51) 26.6 % FFO attributable to common stockholders $ 62,045 $ 49,958 $ 12,087 24.2 % $ 49,958 $ 41,090 $ 8,868 21.6 % Basic FFO per common share $ 0.62 $ 0.58 $ 0.04 6.9 % $ 0.58 $ 0.54 $ 0.04 7.4 % Diluted FFO per common share $ 0.62 $ 0.58 $ 0.04 6.9 % $ 0.58 $ 0.54 $ 0.04 7.4 % Basic weighted average common shares outstanding 99,308,805 85,550,842 85,550,842 76,048,579 Diluted weighted average common shares outstanding 99,539,305 85,647,463 85,647,463 76,145,382 For the Year Ended December 31, For the Year Ended December 31, 2024 2023 $ Change % Change 2023 2022 $ Change % Change Net income $ 184,497 $ 151,457 $ 33,040 21.8 % $ 151,457 $ 198,014 $ (46,557) (23.5) % Gain on sales of real estate investments (45,379) (38,156) (7,223) 18.9 % (38,156) (112,166) 74,010 (66.0) % Depreciation and amortization 93,916 73,219 20,697 28.3 % 73,219 65,763 7,456 11.3 % Non-real estate depreciation (148) (147) (1) 0.7 % (147) (72) (75) 104.2 % Allocation to participating securities 1 (1,016) (876) (140) 16.0 % (876) (656) (220) 33.5 % FFO attributable to common stockholders $ 231,870 $ 185,497 $ 46,373 25.0 % $ 185,497 $ 150,883 $ 34,614 22.9 % Basic FFO per common share $ 2.43 $ 2.23 $ 0.20 9.0 % $ 2.23 $ 2.00 $ 0.23 11.5 % Diluted FFO per common share $ 2.42 $ 2.22 $ 0.20 9.0 % $ 2.22 $ 2.00 $ 0.22 11.0 % Basic weighted average common shares outstanding 95,524,549 83,169,028 83,169,028 75,498,107 Diluted weighted average common shares outstanding 95,842,137 83,371,099 83,371,099 75,586,480 1 To be consistent with our policies of determining whether instruments granted in share-based payment transactions are participating securities and accounting for earnings per share, the FFO per common share is adjusted for FFO distributed through declared dividends (if any) and allocated to all participating securities (weighted average common 49 Table of Contents shares outstanding and unvested restricted shares outstanding) under the two-class method.
Gain on sales of real estate investments decreased approximately $74.0 million for the year ended December 31, 2023 compared to the prior year.
Gain on sales of real estate investments increased approximately $7.2 million for the year ended December 31, 2024 compared to the prior year.
Cash From Financing Activities. Net cash provided by financing activities was approximately $528.9 million for the year ended December 31, 2023, which consisted primarily of approximately $666.3 million in net proceeds from the issuance of common stock, partially offset by approximately $135.9 million in equity dividend payments.
Net cash provided by financing activities was approximately $528.9 million for the year ended December 31, 2023, which consisted primarily of approximately $666.3 million in net proceeds from the issuance of common stock, partially offset by approximately $135.9 million in equity dividend payments. 45 Table of Contents Critical Accounting Policies And Estimates Below is a discussion of the accounting policies that we believe are critical.
Net cash used in investing activities was approximately $570.4 million and $337.7 million for the years ended December 31, 2023 and 2022, respectively, which consisted primarily of cash paid for property acquisitions of approximately $466.8 million and $407.6 million, respectively, additions to capital improvements of approximately $176.6 million and $92.2 million, respectively, and was partially offset by proceeds from dispositions of approximately $73.1 million and $162.1 million, respectively.
Net cash used in investing activities was approximately $915.5 million and $570.4 million for the years ended December 31, 2024 and 2023, respectively, which consisted primarily of cash paid for property acquisitions of approximately $814.5 million and $466.8 million, respectively, additions to capital improvements of approximately $172.9 million and $176.6 million, respectively, and was partially offset by proceeds from sales of real estate investments of approximately $71.9 million and $73.1 million, respectively.
As of December 31, 2023, our buildings and improved land parcels were approximately 98.5% and 94.6% leased, respectively, to 580 customers, the largest of which accounted for approximately 3.6% of our total annualized base rent.
As of December 31, 2024, our buildings and improved land parcels were approximately 97.4% and 95.1% leased, respectively, to 670 customers, the largest of which accounted for approximately 5.5% of our total annualized base rent.
The following table sets forth the cash dividends paid or payable per share during the year ended December 31, 2023: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2023 Common Stock $ 0.40 February 7, 2023 March 31, 2023 April 6, 2023 June 30, 2023 Common Stock $ 0.40 May 2, 2023 June 30, 2023 July 14, 2023 September 30, 2023 Common Stock $ 0.45 August 1, 2023 September 29, 2023 October 13, 2023 December 31, 2023 Common Stock $ 0.45 October 31, 2023 December 15, 2023 January 5, 2024 Contractual Commitments As of February 6, 2024, we had one outstanding contract with a third-party seller to acquire one industrial property for a total purchase price of approximately $12.0 million, as described under the heading “Material Cash Commitments” in this Annual Report on Form 10-K.
The following table sets forth the cash dividends paid or payable per share during the year ended December 31, 2024: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2024 Common Stock $ 0.45 February 6, 2024 March 28, 2024 April 5, 2024 June 30, 2024 Common Stock $ 0.45 May 7, 2024 June 28, 2024 July 12, 2024 September 30, 2024 Common Stock $ 0.49 August 6, 2024 September 30, 2024 October 11, 2024 December 31, 2024 Common Stock $ 0.49 November 5, 2024 December 13, 2024 January 7, 2025 Contractual Commitments As of February 4, 2025, we had no outstanding contracts or non-binding letters of intent to acquire industrial properties as described under the heading “Material Cash Commitments” in this Annual Report on Form 10-K.
Interest and other income increased approximately $4.2 million during the year ended December 31, 2023 compared to the prior year primarily due to higher interest rates on our cash and cash equivalent balances. Interest expense, including amortization. Interest expense increased approximately $0.9 million for the year ended December 31, 2023 compared to the prior year.
Interest and other income. Interest and other income increased approximately $7.1 million during the year ended December 31, 2024 compared to the prior year primarily due to higher cash and cash equivalent balances throughout 2024. Interest expense, including amortization. Interest expense decreased approximately $3.9 million for the year ended December 31, 2024 compared to the prior year.
As of December 31, 2023, the non-same store properties, which we acquired, developed or redeveloped, or sold during 2023 and 2022 or were held for sale or in development or redevelopment as of December 31, 2023, consisted of 35 buildings aggregating approximately 3.0 million square feet, nine improved land parcels consisting of approximately 38.7 acres, seven properties under development or redevelopment and approximately 62.7 acres of land entitled for future development.
As of December 31, 2024, the non-same store properties, which we acquired, developed or redeveloped, or sold during 2024 and 2023 or were held for sale or in development or redevelopment as of December 31, 2024, consisted of 57 buildings (including one building held for sale) aggregating approximately 4.7 million square feet, three improved land parcels consisting of approximately 11.1 acres, six properties under development or redevelopment and approximately 22.4 acres of land for future development.
We will continue to sell assets and redeploy the capital to enhance NAV per share growth or return the capital to shareholders.
Those conditions, not knowable in advance, will determine our results. We will continue to sell assets and redeploy the capital to enhance NAV per share growth or return the capital to shareholders.
General and administrative expenses increased approximately $6.7 million for the year ended December 31, 2023 compared to the prior year primarily due to increased compensation expenses including increased restricted stock amortization, LTIP expense and bonus expense, and an increase in the number of employees and salaries compared to the prior year. Acquisition costs and other.
General and administrative expenses increased approximately $4.7 million for the year ended December 31, 2024 compared to the prior year primarily due to increased compensation expenses including increased restricted stock amortization, LTIP expense and bonus expense, and an increase in the number of employees and salaries compared to the prior year as well as expenses related to our New York City office which opened in 2024.
In addition, approximately $2.0 million of the increase in cash-basis same store NOI for the year ended December 31, 2023 related to properties that were acquired vacant or with near term expirations in 2021. 51 Table of Contents
In addition, approximately $3.2 million of the increase in cash-basis same store NOI for the year ended December 31, 2024 related to properties that were acquired vacant or with near term expirations in 2023. 53 Table of Contents We compute net debt as total debt, less deferred financing costs and cash and cash equivalents.
Our outlook is subject to the risks set forth in this Annual Report on Form 10-K, including the risks set form in “Item 1A - Risk Factors”. Inflation The U.S. economy experienced a significant increase in inflation rates throughout 2022 and 2023.
Our outlook is subject to the risks set forth in this Annual Report on Form 10-K, including the risks set form in “Item 1A - Risk Factors”. Inflation The U.S. economy experienced a significant increase in inflation rates in recent years. While inflation levels began to decrease in 2024, they remain elevated relative to the years preceding 2021.
See “Non-GAAP Financial Measures” in this Annual Report on Form 10-K for a definition and reconciliation of Adjusted EBITDA from net income and a discussion of why we believe Adjusted EBITDA is a useful supplemental measure of our operating performance. 42 Table of Contents The following tables set forth the cash dividends paid or payable per share during the years ended December 31, 2023 and 2022: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2023 Common Stock $ 0.40 February 7, 2023 March 31, 2023 April 6, 2023 June 30, 2023 Common Stock $ 0.40 May 2, 2023 June 30, 2023 July 14, 2023 September 30, 2023 Common Stock $ 0.45 August 1, 2023 September 29, 2023 October 13, 2023 December 31, 2023 Common Stock $ 0.45 October 31, 2023 December 15, 2023 January 5, 2024 For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2022 Common Stock $ 0.34 February 8, 2022 March 25, 2022 April 8, 2022 June 30, 2022 Common Stock $ 0.34 May 3, 2022 June 30, 2022 July 14, 2022 September 30, 2022 Common Stock $ 0.40 August 2, 2022 September 30, 2022 October 14, 2022 December 31, 2022 Common Stock $ 0.40 November 1, 2022 December 30, 2022 January 13, 2023 Sources and Uses of Cash Our principal sources of cash are cash from operations, borrowings under loans payable, draws on our Amended Facility, common and preferred stock issuances, proceeds from property dispositions and issuances of unsecured notes.
The following tables set forth the cash dividends paid or payable per share during the years ended December 31, 2024 and 2023: For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2024 Common Stock $ 0.45 February 6, 2024 March 28, 2024 April 5, 2024 June 30, 2024 Common Stock $ 0.45 May 7, 2024 June 28, 2024 July 12, 2024 September 30, 2024 Common Stock $ 0.49 August 6, 2024 September 30, 2024 October 11, 2024 December 31, 2024 Common Stock $ 0.49 November 5, 2024 December 13, 2024 January 7, 2025 For the Three Months Ended Security Dividend per Share Declaration Date Record Date Date Paid March 31, 2023 Common Stock $ 0.40 February 7, 2023 March 31, 2023 April 6, 2023 June 30, 2023 Common Stock $ 0.40 May 2, 2023 June 30, 2023 July 14, 2023 September 30, 2023 Common Stock $ 0.45 August 1, 2023 September 29, 2023 October 13, 2023 December 31, 2023 Common Stock $ 0.45 October 31, 2023 December 15, 2023 January 5, 2024 Sources and Uses of Cash Our principal sources of cash are cash from operations, borrowings under loans payable, draws on our Amended Facility, common and preferred stock issuances, proceeds from property dispositions and issuances of unsecured notes.
The following table summarizes certain information with respect to the completed development and redevelopment properties during the year ended December 31, 2023: Property Name Location Total Investment (in thousands) 1 Estimated Stabilized Cap Rate 2 Post-Development Square Feet Post-Development Acreage Completion Quarter Berryessa San Jose, CA $ 26,296 4.9 % — 6.3 Q2 2023 Countyline Building 41 Hialeah, FL 41,200 5.1 % 190,907 — Q4 2023 Total/Weighted Average $ 67,496 5.0 % 190,907 6.3 1 Total investment for the properties includes the initial purchase price, buyer’s due diligence and closing costs, redevelopment expenditures, capitalized interest and leasing costs necessary to achieve stabilization. 2 Estimated stabilized cap rates are calculated as estimated annualized cash basis net operating income for the properties stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.
The following table summarizes certain information with respect to the completed development and redevelopment properties during the year ended December 31, 2024: Property Name Location Total Investment (in thousands) 1 Estimated Stabilized Cap Rate 2 Post-Development Square Feet Post-Development Acreage Completion Quarter Countyline Building 31 Hialeah, FL $ 42,100 6.0 % 161,787 — Q4 2024 Countyline Building 38 Hialeah, FL 88,500 5.0 % 506,215 — Q2 2024 Countyline Building 39 Hialeah, FL 43,800 5.8 % 178,201 — Q3 2024 Countyline Building 40 Hialeah, FL 43,800 6.3 % 186,107 — Q2 2024 147th Street Hawthorne, CA 15,600 5.6 % 31,378 — Q4 2024 Maple III Rancho Dominguez, CA 28,300 2.3 % — 2.8 Q4 2024 Total/Weighted Average $ 262,100 5.3 % 1,063,688 2.8 1 Total investment for the properties includes the initial purchase price, buyer’s due diligence and closing costs, redevelopment expenditures, capitalized interest and leasing costs necessary to achieve stabilization. 2 Estimated stabilized cap rates are calculated as estimated annualized cash basis net operating income for the properties stabilized to market occupancy (generally 95%) divided by the total acquisition cost for the property.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeAmounts borrowed under our Amended Facility bear interest at a variable rate based on SOFR plus an applicable SOFR margin. The weighted average interest rate on borrowings outstanding under our Amended Facility was 6.6% as of December 31, 2023.
Biggest changeAmounts borrowed under our Amended Facility bear interest at a variable rate based on SOFR plus an applicable SOFR margin. The weighted average interest rate on borrowings outstanding under our Amended Facility was 5.6% as of December 31, 2024.
We expect to replace variable rate debt on a regular basis with fixed rate, long-term debt to finance our assets and operations. As of December 31, 2023, we had $200.0 million of borrowings outstanding under our Amended Facility, none of which were subject to interest rate caps.
We expect to replace variable rate debt on a regular basis with fixed rate, long-term debt to finance our assets and operations. As of December 31, 2024, we had $282.0 million of borrowings outstanding under our Amended Facility, none of which were subject to interest rate caps.
If the SOFR rate were to fluctuate by 0.25%, interest expense would increase or decrease, depending on rate movement, future earnings and cash flows by approximately $0.5 million annually on the total of the outstanding balances on our Amended Facility as of December 31, 2023.
If the SOFR rate were to fluctuate by 0.25%, interest expense would increase or decrease, depending on rate movement, future earnings and cash flows by approximately $0.7 million annually on the total of the outstanding balances on our Amended Facility as of December 31, 2024.

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