Biggest changeAlso, because not all companies calculate FFO, Adjusted Company FFO and NOI the same way, comparisons with other companies’ measures with similar titles may not be meaningful. 47 Table of Contents The following presents a reconciliation of net income attributable to common shareholders to FFO available to common shareholders and Adjusted Company FFO available to all equityholders for 2024 and 2023 (dollars in thousands, except share and per share amounts): Years Ended December 31, 2024 2023 FUNDS FROM OPERATIONS: Basic and Diluted: Net income attributable to common shareholders $ 37,922 $ 23,863 Adjustments: Depreciation and amortization related to real estate 187,109 179,554 Impairment charges - real estate, including our share of non-consolidated entities 295 17,859 Noncontrolling interests - OP units — (58) Amortization of leasing commissions 5,754 3,970 Joint venture and noncontrolling interest adjustment 5,836 13,168 Gains on sales of properties, including our share of non-consolidated entities (41,239) (38,796) Gain on change in control of a subsidiary (209) — FFO available to common shareholders - basic 195,468 199,560 Preferred dividends 6,290 6,290 Amount allocated to participating securities 322 230 FFO available to all equityholders - diluted 202,080 206,080 Sales-type lease income attributable to the exercise of a purchase option (1) (14,991) — Allowance for credit losses (61) (32) Transaction costs, including our share of non-consolidated entities (2) 518 4 Debt satisfaction losses, net, including our share of non-consolidated entities (552) 138 Non-recurring costs (3) 1,788 — Noncontrolling interest adjustments 578 1 Adjusted Company FFO available to all equityholders - diluted $ 189,360 $ 206,191 Per Common Share Amounts Basic: FFO $ 0.67 $ 0.69 Diluted: FFO $ 0.68 $ 0.70 Adjusted Company FFO $ 0.64 $ 0.70 Weighted-Average Common Shares: Basic: Weighted-average common shares outstanding - basic EPS 291,472,930 290,245,877 Operating partnership units (4) — 820,386 Weighted-average common shares outstanding - basic FFO 291,472,930 291,066,263 Diluted: Weighted-average common shares outstanding - diluted EPS 291,559,993 291,193,514 Preferred shares - Series C 4,710,570 4,710,570 Weighted-average common shares outstanding - diluted FFO 296,270,563 295,904,084 (1) Additional rental revenue recognized upon a tenant exercising its purchase option in a sales-type lease.
Biggest changeAlso, because not all companies calculate FFO, Adjusted Company FFO and NOI the same way, comparisons with other companies’ measures with similar titles may not be meaningful. 43 Table of Contents The following presents a reconciliation of net income attributable to common shareholders to FFO available to common shareholders and Adjusted Company FFO available to all equityholders for 2025 and 2024 (dollars in thousands, except share and per share amounts): Years Ended December 31, 2025 2024 FUNDS FROM OPERATIONS: Basic and Diluted: Net income attributable to common shareholders $ 106,469 $ 37,922 Adjustments: Depreciation and amortization related to real estate 189,822 187,109 Impairment charges - real estate, including our share of non-consolidated entities — 295 Amortization of leasing commissions 6,793 5,754 Joint venture and noncontrolling interest adjustment 11,186 5,836 Gain on sale or disposal of, and recovery on, real estate, net (145,627) (41,239) Gain on change in control of a subsidiary — (209) FFO available to common shareholders - basic 168,643 195,468 Preferred dividends 6,290 6,290 Amount allocated to participating securities 401 322 FFO available to all equityholders - diluted 175,334 202,080 Sales-type lease income attributable to the exercise of a purchase option — (14,991) Allowance for credit losses — (61) Transaction costs, including our share of non-consolidated entities (1) 178 518 Loss (gain) on debt satisfaction, net, including our share of non-consolidated entities 11,812 (552) Non-recurring costs (2) — 1,788 Noncontrolling interest adjustments — 578 Adjusted Company FFO available to all equityholders - diluted $ 187,324 $ 189,360 Per Common Share Amounts (3) Basic: FFO $ 2.89 $ 3.35 Diluted: FFO $ 2.95 $ 3.41 Adjusted Company FFO $ 3.15 $ 3.20 Weighted-Average Common Shares (3) : Basic: Weighted-average common shares outstanding - basic EPS 58,384,896 58,294,586 Weighted-average common shares outstanding - basic FFO 58,384,896 58,294,586 Diluted: Weighted-average common shares outstanding - diluted EPS 58,565,565 58,311,998 Preferred shares - Series C 942,114 942,114 Weighted-average common shares outstanding - diluted FFO 59,507,679 59,254,112 (1) Transaction costs include costs associated with terminated investments and the Reverse Split, such as non-refundable deposits and legal fees.
An impairment is recorded when the carrying amount of the asset exceeds the sum of its undiscounted future operating and residual cash flows. The impairment is the difference between estimated fair value of the asset and the carrying amount.
An impairment is recorded when the carrying amount of the asset exceeds the sum of its undiscounted future operating and residual cash flows. The impairment is the difference between the estimated fair value of the asset and the carrying amount.
Cash used in financing activities in 2024 was primarily related to the repayment of the 2024 Senior Notes, the purchase of a noncontrolling interest and dividend and debt service payments, offset by contributions from noncontrolling interests.
Cash used in financing activities in 2024 was related primarily to the repayment of the 2024 Senior Notes, the purchase of a noncontrolling interest and dividend and debt service payments, offset by contributions from noncontrolling interests.
This has allowed us to acquire certain short-term leased or vacant warehouse and distribution facilities, which may be acquired with greater total return potential than long-term leased warehouse and distribution facilities and allow for a value-add strategy through the lease renewal, lease up or a multi-tenanting process. Development .
This has allowed us to selectively acquire certain short-term leased or vacant warehouse and distribution facilities, which may be acquired with greater total return potential than long-term leased warehouse and distribution facilities and allow for a value-add strategy through the lease renewal, lease up or a multi-tenanting process. Development .
Management believes that same-store NOI is a useful supplemental measure of our operating performance because same-store NOI excludes the change in NOI from acquired and disposed of properties and it highlights operating trends such as occupancy levels, rental rates and operating costs on properties.
Management believes that same-store NOI is a useful supplemental measure of our operating performance because same-store NOI excludes the change in NOI from acquired, expanded and disposed of properties and it highlights operating trends such as occupancy levels, rental rates and operating costs on properties.
We are unable to estimate (1) the timing of any required fundings for such leasing costs until leases are executed and (2) the timing or amount of any additional costs related to the land parcels until we commit to such additional costs. Non-Development Capital Expenditures: General .
We are unable to estimate (1) the timing of any required fundings for leasing costs until leases are executed and (2) the timing or amount of any additional costs related to the development of our land parcels until we commit to such additional costs. Non-Development Capital Expenditures: General .
Additionally, the analysis includes considerable judgement in our estimates of hold periods, projected cash flows and discount and capitalization rates. Significant increases or decreases in any of these inputs, particularly with regards to cash flow projections and discount and capitalization rates, would result in a significantly lower or higher fair value measurement of the real estate assets being assessed.
Additionally, the analysis includes considerable judgment in our estimates of hold periods, projected cash flows and discount and capitalization rates. Significant increases or decreases in any of these inputs, particularly with regards to cash flow projections and discount and capitalization rates, would result in a significantly lower or higher fair value measurement of the real estate assets being assessed.
The administrator of the plan, Computershare Trust Company, N.A., purchases common shares for the accounts of the participants under the plan, at our discretion, either directly from us, on the open market or through a combination of those two options. No shares were purchased from us under the plan in 2024 and 2023. Share Repurchase Program.
The administrator of the plan, Computershare Trust Company, N.A., purchases common shares for the accounts of the participants under the plan, at our discretion, either directly from us, on the open market or through a combination of those two options. No shares were purchased from us under the plan in 2025 and 2024. Share Repurchase Program.
Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions may result in significant unanticipated expenditures or may otherwise adversely affect the operations of the tenants of properties in which we have an interest. Results of Operations Year ended December 31, 2024 compared with December 31, 2023.
Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions may result in significant unanticipated expenditures or may otherwise adversely affect the operations of the tenants of properties in which we have an interest. Results of Operations Year ended December 31, 2025 compared with December 31, 2024.
We define NOI as operating revenues (rental income (less GAAP rent adjustments, non-cash income and purchase option income related to sales-type leases and lease termination income, net), and other property income) less property operating expenses. Other REITs may use different methodologies for calculating same-store NOI, and accordingly same-store NOI may not be comparable to other REITs.
We define NOI as operating revenues (rental income (less GAAP rent adjustments, non-cash income related to sales-type leases and lease termination income, net, and other property income) less property operating expenses. Other REITs may use different methodologies for calculating same-store NOI, and accordingly same-store NOI may not be comparable to other REITs.
We continue to monitor the credit of tenants of properties in which we have an interest by (1) subscribing to rating agency information, so that we can monitor changes in the ratings of our rated tenants, (2) reviewing financial statements that are publicly available or that are required to be delivered to us under the applicable lease, (3) monitoring news reports regarding our tenants and their respective businesses, (4) monitoring the timeliness of rent collections and (5) meeting with our tenants.
We continue to monitor the credit of tenants of properties in which we have an interest by (1) subscribing to rating agency information, so that we can monitor changes in the ratings of our rated tenants, (2) reviewing financial statements that are publicly available or that are required to be delivered to us under the applicable lease, (3) monitoring news reports regarding our tenants and their respective businesses, (4) monitoring the timeliness of rent collections and (5) meeting with our tenants and observing their use of our facilities.
While our methodology for purchase price allocation did not change during the year ended December 31, 2024, the real estate market is fluid and our assumptions are based on information currently available in the market at the time of acquisition.
While our methodology for purchase price allocation did not change during the year ended December 31, 2025, the real estate market is fluid and our assumptions are based on information currently available in the market at the time of acquisition.
The main drivers of growth in the industrial real estate market have been e-commerce and nearshoring. In addition, certain of our target markets are benefiting from advanced manufacturing investments and business-friendly local and state governments. There continues to be competition for the acquisition of industrial properties, specifically warehouse and distribution facilities.
The main drivers of growth in the industrial real estate market have been e-commerce and nearshoring. In addition, certain of our target markets are benefiting from advanced manufacturing investments and business-friendly local and state governments. 32 Table of Contents There continues to be competition for the acquisition of industrial properties, specifically warehouse and distribution facilities.
We use considerable judgement in our estimates of cash flow projections, discount, capitalization and interest rates, fair market lease rates, carrying costs during hypothetical expected lease-up periods and costs to execute similar leases.
We use considerable judgment in our estimates of cash flow projections, discount, capitalization and interest rates, fair market lease rates, carrying costs during hypothetical expected lease-up periods and costs to execute similar leases.
However, our property owner subsidiaries are responsible for these payments (1) under certain leases without reimbursement and (2) at vacant properties. 43 Table of Contents Environmental Matters.
However, our property owner subsidiaries are responsible for these payments (1) under certain leases without reimbursement and (2) at vacant properties. 39 Table of Contents Environmental Matters.
The determination of the lease term also requires judgement because the probability of purchase options and renewals have to be analyzed to conclude if they are reasonably certain of being exercised.
The determination of the lease term also requires judgment because the probability of purchase options and renewals have to be analyzed to conclude if they are reasonably certain of being exercised.
We commence revenue recognition when possession or control of the space is turned over to the tenant. Impairment of Real Estate . We record impairments of our real estate assets classified as held for use when triggering events dictate that an asset may be impaired.
We commence revenue recognition when possession or control of the space is turned over to the tenant. 34 Table of Contents Impairment of Real Estate . We record impairments of our real estate assets classified as held for use when triggering events dictate that an asset may be impaired.
With respect to mortgages encumbering properties where the expected lease rental revenues are sufficient to provide an estimated property value in excess of the mortgage balance, we believe our property owner subsidiaries have sufficient sources of liquidity to meet these obligations through future cash flows from operations, the credit markets and, if determined appropriate by us, a capital contribution from us from either cash on hand ($101.8 million at December 31, 2024), property sale proceeds or borrowing capacity on our primary credit facility ($600.0 million as of December 31, 2024, subject to covenant compliance).
With respect to mortgages encumbering properties where the expected lease rental revenues are sufficient to provide an estimated property value in excess of the mortgage balance, we believe our property owner subsidiaries have sufficient sources of liquidity to meet these obligations through future cash flows from operations, the credit markets and, if determined appropriate by us, a capital contribution from us from either cash on hand ($170.4 million at December 31, 2025), property sale proceeds or borrowing capacity on our primary credit facility ($600.0 million as of December 31, 2025, subject to covenant compliance).
We believe a portion of these leases have below-market rents and we expect to mark the expiring rents to market, which should further increase our revenues. Tenant Credit.
We believe a portion of these leases have below-market rents and we expect to mark the expiring rents to market, which should further increase our revenues. 33 Table of Contents Tenant Credit.
This discussion should be read together with our accompanying consolidated financial statements included herein and notes thereto. Summary of 2024 Transactions The following summarizes certain of our transactions during 2024. Leasing Activity. • We entered into new leases and lease extensions encompassing 4.5 million square feet.
This discussion should be read together with our accompanying consolidated financial statements included herein and notes thereto. Summary of 2025 Transactions The following summarizes certain of our transactions during 2025. Leasing Activity. • Entered into new leases and lease extensions encompassing 4.9 million square feet.
In addition, we may continue to selectively recycle capital out of our target markets over time and as opportunities arise, and use the proceeds to reduce indebtedness and invest in our target markets. We do not expect capital recycling to have a material dilutive impact on earnings.
In addition, we may continue to selectively recycle capital out of our non-target markets over time and, as opportunities arise, use the proceeds to reduce indebtedness and invest in our target markets, primarily through our development activities. We do not expect capital recycling to have a material dilutive impact on earnings.
These dividends are expected to be paid from operating cash flows and/or from other sources. We paid approximately $158.2 million in cash dividends to our common and preferred shareholders in 2024. Although our property owner subsidiaries receive the majority of our base rental payments on a monthly basis, we intend to continue paying dividends quarterly.
These dividends are expected to be paid from operating cash flows and/or from other sources. We paid approximately $164.3 million in cash dividends to our common and preferred shareholders in 2025. Although our property owner subsidiaries receive the majority of our base rental payments on a monthly basis, we intend to continue paying dividends quarterly.
We expect to continue to access debt and equity markets in the future to implement our business strategy and to fund future growth when market conditions are favorable. However, the volatility in the capital markets primarily resulting from the effects of rising interest rates and rising inflation have negatively affect our ability to access these capital markets.
We expect to continue to access debt and equity markets in the future to implement our business strategy and to fund future growth when market conditions are favorable. However, the volatility in the capital markets primarily resulting from the effects of higher interest rates and inflation have negatively affected our ability to access these capital markets. Equity: At-The-Market Offering Program.
We have guaranteed such obligations for certain of our non-consolidated entities with respect to $432.3 million of such non-recourse debt.
We have guaranteed such obligations for certain of our non-consolidated entities with respect to $478.8 million of such non-recourse debt.
The increase in net income attributable to common shareholders of $14.2 million was primarily due to the items discussed below.
The increase in net income attributable to common shareholders of $68.6 million was primarily due to the items discussed below.
Inherent Growth. As of December 31, 2024, 98.5% of our leases had scheduled rent increases. The average escalation rate of these leases based on the next rent step was 2.8% as of December 31, 2024.
Inherent Growth. As of December 31, 2025, 99.3% of our leases had scheduled rent increases. The average escalation rate of these leases based on the next rent step was 2.8% as of December 31, 2025.
As of December 31, 2024, we had approximately $1.6 billion of indebtedness, consisting of mortgages and notes payable outstanding, a term loan, 6.75%, 2.375% and 2.70% Senior Notes and Trust Preferred Securities, with a weighted-average interest rate of approximately 3.7%. 42 Table of Contents We expect to pay our non-maturity debt service obligations from cash flow from operations.
As of December 31, 2025, we had approximately $1.4 billion of indebtedness, consisting of mortgages and notes payable outstanding, a term loan, Senior Notes and Trust Preferred Securities, with a weighted-average interest rate of approximately 3.6%. We expect to pay our non-maturity debt service obligations from cash flow from operations.
We may redeem the Senior Notes at our option at any time prior to maturity in whole or in part by paying the principal amount of the Senior Notes being redeemed plus a make-whole premium.
The Senior Notes are unsecured and pay interest semi-annually in arrears. We may redeem the Senior Notes at our option at any time prior to maturity in whole or in part by paying the principal amount of the Senior Notes being redeemed plus a make-whole premium.
As of December 31, 2024, we had 3.7 million square feet of vacancy in the consolidated portfolio, which upon lease up is expected to add revenue to the portfolio and decrease operating expenses. In addition, as of December 31, 2024, approximately 65% of our ABR was from leases scheduled to expire during 2025 through 2030.
As of December 31, 2025, we had 1.5 million square feet of vacancy in the consolidated portfolio, which upon lease up is expected to add revenue to the portfolio and decrease operating expenses. In addition, as of December 31, 2025, approximately 73.8% of our ABR was from leases scheduled to expire during 2026 through 2031.
Cash provided by investing activities primarily related to net proceeds received from the disposition of real estate, realization of the net investment in a sales-type lease, distributions from non-consolidated entities, loan receivable payments and redeeming investments in held-to-maturity securities.
Cash provided by investing activities in 2024 related primarily to net proceeds received from the disposition of real estate, realization of the net investment in a sales-type lease, distributions from non-consolidated entities, and redeeming investments in held-to-maturity securities offset by acquisitions of real estate, investments in real estate under construction, capital expenditures, lease costs, and investments in non-consolidated entities.
Cash flows from operations as reported on the consolidated statements of cash flows totaled $211.2 million for 2024 and $209.4 million for 2023.
Cash flows from operations as reported on the Consolidated Statements of Cash Flows totaled $188.7 million for 2025 and $211.2 million for 2024.
Equity: At-The-Market Offering Program. We maintain an At-The-Market offering program, or ATM program, under which we can issue common shares, including through forward contracts. We may, from time to time, sell up to $350.0 million of common shares over the term of the ATM program.
We maintain an At-The-Market offering program, or ATM program, under which we can issue common shares, including through forward contracts. We may, from time to time, sell up to $350.0 million of common shares over the term of the ATM program. During the years ended December 31, 2025 and 2024, we did not sell shares under the ATM program.
Same-Store Results Same-store net operating income, or NOI, which is a non-GAAP measure, represents the NOI for consolidated properties that were owned, stabilized and included in our portfolio for the entirety of the two comparable reporting periods.
Same-Store Results Same-store net operating income, or NOI, which is a non-GAAP measure, represents the NOI for consolidated properties that were owned, stabilized and included in our portfolio for the entirety of the period commencing January 1, 2024 and through the end of the current reporting period.
The collection and timing of tenant rents are closely monitored by management as part of our cash management program. Net cash provided by (used in) investing activities totaled $86.4 million in 2024 and $(183.5) million in 2023.
The collection and timing of tenant rents are closely monitored by management as part of our cash management program. 35 Table of Contents Net cash provided by investing activities totaled $298.2 million in 2025 and $86.4 million in 2024.
These agreements meet the criteria for recognition as leases under Accounting Standards Codification (“ASC”) 842, Leases . Lease classification tests require significant estimates and judgments by management in its application. Upon lease commencement or lease modification, we assess the lease classification to determine whether the lease should be classified as a direct financing, sales-type or operating lease.
Lease classification tests require significant estimates and judgments by management in its application. Upon lease commencement or lease modification, we assess the lease classification to determine whether the lease should be classified as a direct financing, sales-type or operating lease.
The internal costs are allocated to specific development projects based on development activities. 38 Table of Contents Revenue Recognition . We enter into agreements with tenants that convey the right to control the use of identified space at our properties in exchange for rental revenue.
The internal costs are allocated to specific development projects based on development activities. Revenue Recognition . We enter into agreements with tenants that convey the right to control the use of identified space at our properties in exchange for rental revenue. These agreements meet the criteria for recognition as leases under Accounting Standards Codification (“ASC”) 842, Leases .
The increase in benefit (provision) for income taxes of $0.8 million is primarily attributable to the receipt of tax refunds in 2024 with no comparable refunds in 2023.
The decrease in benefit (provision) for income taxes of $0.8 million is primarily attributable to the receipt of tax refunds during year ended December 31, 2024 with no comparable refunds during the year ended December 31, 2025.
The increase in total gross revenues of $18.0 million was primarily due to an aggregate increase of $39.8 million in rental revenue, primarily due to an additional $15.0 million of rental revenue recognized related to a tenant exercising a purchase option in a sales-type lease, and $24.8 million from properties placed into service, acquisitions of properties and leasing, partially offset by a decrease in rental revenue of $19.7 million due to property sales.
The decrease in total gross revenues of $8.2 million was primarily due to an aggregate decrease of $37.1 million primarily due to a decrease in additional $22.0 million of rental revenue related to a tenant exercising a purchase option in a sales-type lease during 2024 and $15.1 million due to property sales and vacancies, partially offset by an increase in rental revenue of $28.9 million due to properties placed in service, acquisitions and leasing.
The increase in depreciation and amortization expense of $9.3 million was primarily due to properties acquired and/or completed and placed in service. The increase in property operating expense of $2.1 million was primarily due to an increase in operating expense responsibilities at certain properties and carrying costs for vacant development facilities placed into service.
The increase in property operating expense of $3.9 million was primarily due to an increase in operating expense responsibilities at certain properties and carrying costs for vacant development facilities placed into service for the year ended December 31, 2025 compared to the year ended December 31, 2024.
Under the dividend reinvestment component, common shareholders may elect to automatically reinvest their dividends to purchase our common shares. Under the direct share purchase component, our current investors and new investors can make optional cash purchases of our common shares.
Under the direct share purchase component, our current investors and new investors can make optional cash purchases of our common shares.
We believe capital recycling (1) provides cost effective and timely capital to deleverage and to support our investment activities and (2) allows us to maintain line capacity and cash in advance of our development commitments.
We believe capital recycling (1) provides cost effective and timely capital to deleverage and to support our investment activities and (2) allows us to maintain line capacity and cash in advance of our development commitments. During 2025, we sold our interests in 11 industrial facilities for an aggregate gross disposition price of $389.1 million.
The increase was primarily related to increased rental revenue related to additional sales-type lease income, lease extensions and placing development properties into service, partially offset by a decrease in cash flow due to property sales and increased interest expense.
The decrease was related primarily to a decrease in cash flow due to property sales and vacancies, partially offset by rental revenue related to acquired properties, lease extensions and placing development properties into service during 2024 and the receipt of a lease termination fee.
As of December 31, 2024 and 2023, our historical same-store square footage leased was 99.7% and 100.0%, respectively. 45 Table of Contents Below is a reconciliation of net income to same-store NOI for periods presented ($000's): Years ended December 31, 2024 2023 Net income $ 42,835 $ 35,923 Interest and amortization expense 66,477 46,389 Provision (benefit) for income taxes (127) 703 Depreciation and amortization 192,863 183,524 General and administrative 40,045 36,334 Transaction costs 498 4 Non-operating/advisory fee income (11,812) (7,819) Gains on sales of properties (39,848) (33,010) Impairment charges — 16,490 Sales-type lease income attributable to the exercise of a purchase option (14,991) — Gain on change in control of a subsidiary (209) — Debt satisfaction losses, net — 132 Equity in (earnings) losses of non-consolidated entities 3,179 (1,366) Straight-line adjustments (7,272) (9,688) Lease incentives 1,330 439 Amortization of above/below market leases (2,654) (1,796) Sales-type lease adjustments (2,364) (2,231) NOI 267,950 264,028 Less NOI: Acquisitions, expansions, development and dispositions (28,417) (35,905) Same-Store NOI $ 239,533 $ 228,123 46 Table of Contents Funds From Operations We believe that Funds from Operations, or FFO, which is a non-GAAP measure, is a widely recognized and appropriate measure of the performance of an equity REIT.
As of December 31, 2025 and 2024, our historical same-store square footage leased was 97.3% and 99.5%, respectively. 41 Table of Contents Below is a reconciliation of net income to same-store NOI for periods presented ($000s): Years ended December 31, 2025 2024 Net income $ 117,610 $ 42,835 Interest and amortization expense 62,923 66,477 Provision (benefit) for income taxes 699 (127) Depreciation and amortization 196,615 192,863 General and administrative 40,053 40,045 Transaction costs 178 498 Non-operating/advisory fee income (6,920) (11,812) Gain on sale or disposal of, and recovery on, real estate, net (145,627) (39,848) Sales-type lease income attributable to the exercise of a purchase option — (14,991) Gain on change in control of a subsidiary — (209) Loss on debt satisfaction, net 11,809 — Equity in losses of non-consolidated entities 4,405 3,179 Lease termination income, net (276) — Straight-line adjustments (5,483) (7,272) Lease incentives 1,859 1,330 Amortization of above/below market leases (2,562) (2,654) Sales-type lease adjustments — (2,364) NOI 275,283 267,950 Less NOI: Acquisitions, expansions, development and dispositions (32,352) (31,883) Same-Store NOI $ 242,931 $ 236,067 42 Table of Contents Funds From Operations We believe that Funds from Operations, or FFO, which is a non-GAAP measure, is a widely recognized and appropriate measure of the performance of an equity REIT.
Important factors that could cause our results to differ, possibly materially, from those indicated in the forward-looking statements include, among others, those discussed above in “Risk Factors” in Part I, Item 1A of this Annual Report and “Cautionary Statements Concerning Forward-Looking Statements” in the beginning of this Annual Report.
Important factors that could cause our results to differ, possibly materially, from those indicated in the forward-looking statements include, among others, those discussed above in “Risk Factors” in Part I, Item 1A of this Annual Report and “Cautionary Statements Concerning Forward-Looking Statements” in the beginning of this Annual Report. 31 Table of Contents Introduction The following is a discussion and analysis of the consolidated financial condition and results of operations of LXP Industrial Trust for the years ended December 31, 2025 and 2024, and significant factors that could affect our prospective financial condition and results of operations.
Our development activities have been focused on build-to-suit projects, speculative development and purchasing newly-developed properties with vacancy. In 2025, we expect to continue to focus our development activities on build-to-suit projects and limit the amount of speculative development to markets where there is sufficient tenant demand.
Our development activities have been focused on build-to-suit projects, speculative development and purchasing newly-developed properties with vacancy. In 2026, we expect to continue to focus our development activities on build-to-suit projects and selective speculative development in markets with favorable industrial real estate fundamentals.
During the years ended December 31, 2024 and 2023, we did not sell shares under the ATM program. Underwritten Equity Offerings. We maintain a universal shelf-registration statement, which allows us to issue equity in a variety of offerings, including in an underwritten offering.
Underwritten Equity Offerings. We maintain a universal shelf-registration statement, which allows us to issue equity in a variety of offerings, including in an underwritten offering. We did not issue common shares as part of an underwritten offering in 2025 and 2024. Direct Share Purchase Plan .
A majority of our leases require tenants to pay operating expenses, including maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses. However, certain of our leases provide for some level of landlord responsibility for capital repairs and replacements, the cost of which is generally factored into the rental rate.
A majority of our leases require tenants to pay operating expenses, including maintenance, real estate taxes, insurance and utilities, thereby reducing our exposure to increases in costs and operating expenses.
A property owner subsidiary's ability to accomplish such goals will be affected by numerous economic factors affecting the real estate industry, including the risks described under “Risk Factors” in Part I, Item 1A of this Annual Report.
A property owner subsidiary's ability to accomplish such goals will be affected by numerous economic factors affecting the real estate industry, including the risks described under “Risk Factors” in Part I, Item 1A of this Annual Report. 38 Table of Contents If we are unable to satisfy our contractual obligations and other operating costs with our cash flow from operations, we intend to use borrowings and proceeds from issuances of equity or debt securities.
However, there are many factors beyond management's control that could offset these items including, without limitation, changes in economic conditions such as the recent economic uncertainty increased interest rates and tenant monetary defaults and the other risks described in this Annual Report. 44 Table of Contents The analysis of the results of operations for the year ended December 31, 2023 compared with the year ended December 31, 2022 is included in our 2023 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission, on February 15, 2024.
However, there are many factors beyond management's control that could offset these items including, without limitation, changes in economic conditions such as the recent economic uncertainty increased interest rates and tenant monetary defaults and the other risks described in this Annual Report.
Our ability to incur additional debt to fund acquisitions and the cost of any such debt is dependent upon our existing leverage, the value of the assets we are attempting to leverage, our revenues and general economic and credit market conditions, which may be outside of management's control or influence. 39 Table of Contents Cash Flows: We believe that cash flows from operations will continue to provide adequate capital to fund our operating and administrative expenses, regular debt service obligations and all dividend payments in accordance with applicable REIT requirements in both the short-term and long-term.
Our ability to incur additional debt to fund acquisitions and the cost of any such debt is dependent upon our existing leverage, the value of the assets we are attempting to leverage, our revenues and general economic and credit market conditions, which may be outside of management's control or influence.
As of December 31, 2024, we expect to incur approximately $29.8 million of costs, excluding noncontrolling interests' share and potential developer fees or partner buyouts, to substantially fund the leasing costs for our placed-in service development projects and infrastructure work for our consolidated and non-consolidated land parcels held for development.
Amounts accumulated in advance of each quarterly distribution are invested by us in short-term money market or other suitable instruments. As of December 31, 2025, we expect to incur approximately $18.3 million of costs, excluding noncontrolling interests' share and potential developer fees or partner buyouts, redevelopment projects and infrastructure work for our consolidated and non-consolidated land parcels held for development.
While we believe the industrial market will continue to grow, increased costs from international trade policy may cause some tenants to reevaluate expansion and growth plans. We continue to prioritize build-to-suit projects over (1) acquisitions of leased properties due to the relatively higher yield that build-to-suit projects generally provide and (2) speculative development due to the inherent leasing risk.
While we believe the industrial market will continue to grow, increased costs from international trade policy may continue to cause some tenants to reevaluate expansion and growth plans.
Cash used in investing activities related primarily to acquisitions of real estate, investments in real estate under construction, capital expenditures, lease costs, investments in non-consolidated entities and investments in held-to-maturity securities. Net cash provided by (used in) financing activities totaled $(395.0) million in 2024 and $119.0 million in 2023.
Cash provided by investing activities in 2025 related primarily to proceeds from property sales, receipt of insurance proceeds and distributions from non-consolidated entities, offset by acquisitions of real estate, investments in real estate under construction, capital expenditures, lease costs, investments in non-consolidated entities and changes in real estate deposits, net.
The following presents our consolidated same-store NOI, for the years ended December 31, 2024 and 2023 ($000): Years Ended December 31, 2024 2023 Total cash base rent $ 241,791 $ 230,527 Tenant reimbursements 51,178 49,351 Property operating expenses (53,436) (51,755) Same-store NOI $ 239,533 $ 228,123 Our same-store NOI increased for the year ended December 31, 2024 compared to the year ended December 31, 2023 by 5% primarily due to an increase in cash base rents.
The following presents our consolidated same-store NOI, for the years ended December 31, 2025 and 2024 ($000s): Years Ended December 31, 2025 2024 Total cash base rent $ 244,549 $ 237,716 Tenant reimbursements 54,468 51,666 Property operating expenses (56,086) (53,315) Same-store NOI $ 242,931 $ 236,067 Our same-store NOI increased for the year ended December 31, 2025 compared to the year ended December 31, 2024 by 2.9% primarily due to an increase in cash base rents partially offset by lower occupancy.
The average fixed rent on new and extended leases was $5.89 per square foot compared to the average fixed rent on these leases before extension of $4.22 per square foot excluding tenant reimbursements as part of the expiring rent in one lease and one lease with a fixed-rate renewal.
The average fixed rent on new and extended leases was $5.99 per square foot, compared to the average fixed rent on these leases before extension of $5.23 per square foot. The weighted-average cost of tenant improvements and lease commissions was $1.22 per square foot for new and extended leases. • Increased stabilized portfolio occupancy to 97.1%.
The increase in net income or decrease in net loss in future periods will be closely tied to the level of acquisitions made by us.
The increase in net (income) loss attributable to noncontrolling interest holders of $6.1 million was primarily related to the recognition of the noncontrolling interests' share of gains on the sale of real estate of two vacant development properties in 2025. 40 Table of Contents The increase in net income or decrease in net loss in future periods will be closely tied to the level of acquisitions made by us.
Cash provided by financing activities in 2023 was primarily related to the receipt of proceeds from the issuance of the 2028 Senior Notes and borrowings on the credit facility, offset by the repurchase of common shares to settle tax obligations, the purchase of a noncontrolling interest and dividend and debt service payments.
Cash used in financing activities in 2025 was related primarily to the partial repayment of the Term Loan, repurchase of the Trust Preferred Securities, a partial repurchase of the 6.750% Senior Notes due 2028, repurchase of common shares, distributions to noncontrolling interests, dividends, and debt service payments, offset by contributions from noncontrolling interests.
The disposition proceeds and distributions received from the non-consolidated joint ventures were primarily used to (1) fund the development pipeline and (2) make investments in real property in our target markets. Liquidity Needs: Our principal liquidity needs are debt maturities, interest payment obligations, the payment of dividends to our shareholders and funding our development projects.
Liquidity Needs: Our principal liquidity needs are debt maturities, interest payment obligations, the payment of dividends to our shareholders and funding our development and redevelopment projects.
This was offset by a decrease of $4.9 million of interest expense related to the 2024 Senior Notes that were paid off in June 2024 at maturity and a decrease of $1.1 million of interest expense related to the normal amortization of mortgages and notes payable.
The decrease in interest and amortization expense of $3.6 million was primarily due to a $4.4 million decrease in interest expense related to the Senior Notes due 2024 that were repaid in full during the year ended December 31, 2024 and a decrease in mortgage interest expense.
Re-leasing properties that are currently vacant or become vacant as leases expire at favorable effective rates is a primary area of focus for our asset management strategy. Renewals of industrial leases, particularly for warehouse and distribution facilities, are generally dependent on location and occupancy alternatives for our tenants.
Due to low construction starts in our target markets in recent years, we believe supply has decreased and demand is increasing, which may provide opportunity for more development investment. Leasing General . Re-leasing properties that are currently vacant or become vacant as leases expire at favorable effective rates is a primary area of focus for our asset management strategy.
As a result, the obligations of our property owner subsidiaries on new leases and newly renewed or extended leases may increase to include, among other items, some form of responsibility for operating expenses and/or capital repairs and replacements. 37 Table of Contents During the year ended December 31, 2024, we completed 4.5 million square feet of new leases, and lease extensions, raising base and cash base rents by 22.9% and 17.7%, respectively, and 46.5% and 39.7%, respectively, excluding tenant reimbursements in one lease and one lease with a fixed-rate renewal.
Developers may be similarly motivated when signing leases with tenants due to the significant competition in the industrial space. As a result, the obligations of our property owner subsidiaries on new leases and newly renewed or extended leases may increase to include, among other items, some form of responsibility for operating expenses and/or capital repairs and replacements.
We did not issue common shares as part of an underwritten offering in 2024 and 2023. 40 Table of Contents Direct Share Purchase Plan . We maintain a direct share purchase plan, which has two components, (i) a dividend reinvestment component and (ii) a direct share purchase component.
We maintain a direct share purchase plan, which has two components, (i) a dividend reinvestment component and (ii) a direct share purchase component. Under the dividend reinvestment component, common shareholders may elect to automatically reinvest their dividends to purchase our common shares.
(2) The Term SOFR portion of the interest rate was swapped to obtain a fixed-rate of 2.722% per annum, until January 31, 2025 and an aggregate amount of $250.0 million of the term loan is swapped to obtain an effective fixed interest rate of 4.31% from January 31, 2025 to January 31, 2027.
The SOFR portion of the interest rate was swapped to an average interest rate of 3.21% per annum until January 31, 2027 and the all-in interest rate following the January 2026 refinancing including the margin is 4.06% per annum until January 31, 2027.
Our property owner subsidiaries do not have mortgage maturities with balloon payments due until 2031.
As of December 31, 2025, the principal balance of our secured debt decreased to approximately $49.9 million compared to $55.5 million at December 31, 2024. Our property owner subsidiaries do not have mortgage maturities with balloon payments due until 2031.
We focus our investment activity primarily on income producing single-tenant warehouse and distribution assets and build-to-suit and speculative development of warehouse and distribution assets. In 2024, we acquired or completed and placed into service $550.5 million of warehouse facilities, which is an increase of $404.1 million compared to 2023 investment activity of $146.4 million.
Equity . • Completed the Reverse Split. • Repurchased and retired 0.1 million common shares for an average price of $49.04 per common share. Investment Trends General. We focus our investment activity primarily on income producing single-tenant warehouse and distribution assets and build-to-suit and speculative development of warehouse and distribution assets.
Our motivation to release vacant space requires us to meet market demands with respect to rental rates, tenant concessions and landlord responsibilities. Developers may be similarly motivated when signing leases with tenants due to the significant competition in the industrial space.
However, certain of our leases provide for some level of landlord responsibility for capital repairs and replacements, the cost of which is generally factored into the rental rate and our underwriting. Our motivation to release vacant space requires us to meet market demands with respect to rental rates, tenant concessions and landlord responsibilities.
We intend to maintain a weighted-average lease term longer than many comparable industrial companies and balance our lease expiration schedule because we favor certainty of cash flow over lease-rollover risk with single-tenant facilities. Our industrial investment underwriting focuses more on real estate characteristics such as location and related demographic and local economic trends than it does on tenant credit.
We believe we are well positioned to take advantage of market rental growth in our target markets which continue to outperform the coastal industrial real estate markets. Our industrial investment underwriting focuses more on real estate characteristics such as location and related demographic and local economic trends than it does on tenant credit.
A summary of the maturity dates and interest rates under our unsecured credit agreement, as of December 31, 2024, are as follows: Maturity Date Interest Rate $600.0 Million Revolving Credit Facility (1) July 2026 SOFR + 0.85% $300.0 Million Term Loan (2) January 2027 Term SOFR + 1.00% (1) Maturity date of the revolving credit facility can be extended to July 2027, subject to certain conditions.
The revolving credit facility had a maturity date in July 2026 and could be extended up to July 2027, subject to certain conditions. The interest rate ranged from SOFR (plus a 0.10% index adjustment) plus an interest rate spread ranging from 0.725% to 1.400%, based on our senior unsecured long-term credit rating.
The following Senior Notes were outstanding as of December 31, 2024: Issue Date Face Amount (millions) Interest Rate Maturity Date Issue Price November 2023 $ 300.0 6.750 % November 2028 99.423 % August 2020 400.0 2.700 % September 2030 99.233 % August 2021 400.0 2.375 % October 2031 99.758 % $ 1,100.0 The Senior Notes are unsecured and pay interest semi-annually in arrears.
As of December 31, 2025, 1.3 million common shares remain available for repurchase under this authorization. 36 Table of Contents Financings: The following presents our outstanding unsecured debt obligations as of December 31, 2025: Issue Date Face Amount (millions) Interest Rate Maturity Date Issue Price Term Loan $ 250.0 SOFR + 1.10% (1)(2) January 2027 — Senior Notes due 2028 160.0 6.750% (3) November 2028 99.423% Senior Notes due 2030 400.0 2.700% September 2030 99.233% Senior Notes due 2031 400.0 2.375% October 2031 99.758% Trust Preferred Securities 101.0 Three Month SOFR + 1.96% (4)(5) April 2037 — Total unsecured debt $ 1,311.0 (1) Spread includes a 0.10% daily SOFR adjustment.
The increase of $3.7 million in general and administrative expense was primarily related to $1.8 million in severance expense incurred after the completion of our portfolio transformation and an increase in deferred compensation expense during 2024. The increase in non-operating income of $4.7 million was primarily due to an increase in interest income earned from investing in short-term investments.
The decrease in non-operating income of $4.9 million for the year ended December 31, 2025 compared to the year ended December 31, 2024 was primarily due to lower interest income earned from short-term investments that matured in June 2024.