FIRST INDUSTRIAL REALTY TRUST INC
10-Ks and 10-Qs
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Table of Contents
UNITED STATES SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
Washington, D.C. 20549
Form 10-K
|
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
| For the fiscal year ended December 31, 2009 | ||
|
or
|
||
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
| For the transition period from to | ||
Commission File Number 1-13102
FIRST INDUSTRIAL REALTY TRUST,
INC.
(Exact name of Registrant as
specified in its Charter)
|
Maryland
|
36-3935116 | |
|
(State or other jurisdiction
of
incorporation or organization) |
(I.R.S. Employer
Identification No.) |
|
|
311 S. Wacker Drive,
Suite 3900, Chicago, Illinois (Address of principal executive offices) |
60606
(Zip Code) |
(312) 344-4300
(Registrant’s telephone
number, including area code)
Securities registered pursuant to Section 12(b) of the
Act:
Common Stock
(Title of Class)
New York Stock Exchange
(Name of exchange on which
registered)
Depositary
Shares Each Representing 1/10,000 of a Share of 7.25%
Series J Cumulative Preferred Stock
Depositary Shares Each Representing 1/10,000 of a Share of 7.25% Series K Cumulative Preferred Stock
Depositary Shares Each Representing 1/10,000 of a Share of 7.25% Series K Cumulative Preferred Stock
(Title of class)
New York Stock Exchange
(Name of exchange on which
registered)
Securities registered pursuant to Section 12(g) of the
Act:
None
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes
o
No
þ
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Securities
Exchange Act of
1934. Yes
o
No
þ
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been
subject to such filing requirements for the past
90 days. Yes
þ
No
o
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any,
every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of
Regulation S-T
(§ 232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant
was required to submit and post such
files). Yes
o
No
o
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of
Regulation S-K
is not contained herein, and will not be contained, to the best
of registrant’s knowledge, in definitive proxy or
information statements incorporated by reference in
Part III of this
Form 10-K
or any amendment to this
Form 10-K.
o
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of
“large accelerated filer,” “accelerated
filer” and “smaller reporting company” in Rule
12b-2 of the Exchange Act. (Check one):
|
Large accelerated filer
o
|
Accelerated filer þ |
Non-accelerated filer
o
(Do not check if a smaller reporting company) |
Smaller Reporting company o |
Indicate by check mark whether the registrant is a shell company
(as defined in
Rule 12b-2
of the Exchange
Act). Yes
o
No
þ
The aggregate market value of the voting and non-voting stock
held by non-affiliates of the Registrant was approximately
$175.4 million based on the closing price on the New York
Stock Exchange for such stock on June 30, 2009.
At February 26, 2010, 61,819,661 shares of the
Registrant’s Common Stock, $0.01 par value, were
outstanding.
DOCUMENTS
INCORPORATED BY REFERENCE
Part III incorporates certain information by reference to
the Registrant’s definitive proxy statement expected to be
filed with the Securities and Exchange Commission no later than
120 days after the end of the Registrant’s fiscal year.
FIRST
INDUSTRIAL REALTY TRUST, INC.
TABLE OF
CONTENTS
2
Table of Contents
This report contains certain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934. We
intend such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in
the Private Securities Litigation Reform Act of 1995 and are
including this statement for purposes of complying with those
safe harbor provisions. Forward-looking statements, which are
based on certain assumptions and describe future plans,
strategies and expectations of the Company, are generally
identifiable by use of the words “believe,”
“expect,” “intend,” “anticipate,”
“estimate,” “project,” “seek,”
“target,” “potential,” “focus,”
“may,” “should” or similar expressions. Our
ability to predict results or the actual effect of future plans
or strategies is inherently uncertain. Factors which could have
a materially adverse effect on our operations and future
prospects include, but are not limited to: changes in national,
international, regional and local economic conditions generally
and real estate markets specifically; changes in
legislation/regulation (including changes to laws governing the
taxation of real estate investment trusts) and actions of
regulatory authorities (including the Internal Revenue Service);
our ability to qualify and maintain our status as a real estate
investment trust; the availability and attractiveness of
financing (including both public and private capital) to us and
to our potential counterparties; the availability and
attractiveness of terms of additional debt repurchases; interest
rates; our credit agency ratings; our ability to comply with
applicable financial covenants; competition; changes in supply
and demand for industrial properties (including land, the supply
and demand for which is inherently more volatile than other
types of industrial property) in the Company’s current and
proposed market areas; difficulties in consummating acquisitions
and dispositions; risks related to our investments in properties
through joint ventures; environmental liabilities; slippages in
development or
lease-up
schedules; tenant creditworthiness;
higher-than-expected
costs; changes in asset valuations and related impairment
charges; changes in general accounting principles, policies and
guidelines applicable to real estate investment trusts;
international business risks and those additional factors
described in Item 1A, “Risk Factors” and in our
other filings with the Securities and Exchange Commission (the
“SEC”). We caution you not to place undue reliance on
forward looking statements, which reflect our outlook only and
speak only as of the date of this report or the dates indicated
in the statements. We assume no obligation to update or
supplement forward-looking statements. Unless the context
otherwise requires, the terms “Company,”
“we,” “us,” and “our” refer to
First Industrial Realty Trust, Inc., First Industrial, L.P. and
their controlled subsidiaries. We refer to our operating
partnership, First Industrial, L.P., as the “Operating
Partnership.” Effective September 1, 2009, our taxable
real estate investment trust subsidiary, First Industrial
Investment, Inc. (the “old TRS”) merged into First
Industrial Investment II, LLC (“FI LLC”), which is
wholly owned by the Operating Partnership. Immediately
thereafter, certain assets and liabilities of FI LLC were
contributed to a new subsidiary, FR Investment Properties, LLC
(“FRIP”). FRIP is 1% owned by FI LLC and 99% owned by
a new taxable real estate investment trust subsidiary, First
Industrial Investment Properties, Inc. (the “new TRS,”
which, collectively with the old TRS and certain wholly owned
taxable real estate investment trust subsidiaries of FI LLC,
will be referred to as the “TRSs”), which is wholly
owned by FI LLC (see Note 12 to the Consolidated Financial
Statements).
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Table of Contents
THE
COMPANY
| Item 1. | Business |
General
First Industrial Realty Trust, Inc. is a Maryland corporation
organized on August 10, 1993, and is a real estate
investment trust (“REIT”) as defined in the Internal
Revenue Code of 1986 (the “Code”). We are a
self-administered and fully integrated real estate company which
owns, manages, acquires, sells, develops, and redevelops
industrial real estate. As of December 31, 2009, our
in-service portfolio consisted of 369 light industrial
properties, 131 R&D/flex properties, 174 bulk warehouse
properties, 89 regional warehouse properties and 20
manufacturing properties containing approximately
69.2 million square feet of gross leasable area
(“GLA”) located in 28 states in the United States
and one province in Canada. Beginning January 1, 2009, our
in-service portfolio includes all properties other than
developed, redeveloped and acquired properties that have not yet
reached stabilized occupancy (generally defined as properties
that are 75% leased). Properties which are at least 75% occupied
at acquisition are placed in-service. Acquired properties less
than 75% occupied are placed in-service upon the earlier of
reaching 90% occupancy or one year from the acquisition date.
Development properties are placed in-service upon the earlier of
reaching 90% occupancy or one year from the date construction is
completed. Redevelopments (generally projects which require
capital expenditures exceeding 25% of basis) are placed
in-service upon the earlier of reaching 90% occupancy or one
year from the completion of renovation construction.
Our interests in our properties and land parcels are held
through partnerships, corporations, and limited liability
companies controlled, directly or indirectly, by the Company,
including the Operating Partnership, of which we are the sole
general partner with an approximate 92.0% and 88.5% ownership
interest at December 31, 2009 and December 31, 2008,
respectively, and through the old TRS prior to September 1,
2009, and FI LLC, the new TRS and FRIP subsequent to
September 1, 2009, all of whose operating data is
consolidated with that of the Company as presented herein.
We also own noncontrolling equity interests in, and provide
various services to, seven joint ventures whose purpose is to
invest in industrial properties (the “2003 Net Lease Joint
Venture,” the “2005 Development/Repositioning Joint
Venture,” the “2005 Core Joint Venture,” the
“2006 Net Lease Co-Investment Program,” the “2006
Land/Development Joint Venture,” the “2007 Canada
Joint Venture,” and the “2007 Europe Joint
Venture”; together the “Joint Ventures”). The
Joint Ventures are accounted for under the equity method of
accounting. The 2007 Europe Joint Venture does not own any
properties.
The operating data of our Joint Ventures is not consolidated
with that of the Company as presented herein.
We utilize an operating approach which combines the
effectiveness of decentralized, locally-based property
management, acquisition, sales and development functions with
the cost efficiencies of centralized acquisition, sales and
development support, capital markets expertise, asset management
and fiscal control systems. At February 26, 2010, we had
229 employees.
We maintain a website at www.firstindustrial.com. Information on
this website shall not constitute part of this
Form 10-K.
Copies of our annual report on
Form 10-K,
quarterly reports on
Form 10-Q,
current reports on
Form 8-K
and amendments to such reports are available without charge on
our website as soon as reasonably practicable after such reports
are filed with or furnished to the SEC. In addition, our
Corporate Governance Guidelines, Code of Business Conduct and
Ethics, Audit Committee Charter, Compensation Committee Charter,
Nominating/Corporate Governance Committee Charter, along with
supplemental financial and operating information prepared by us,
are all available without charge on our website or upon request
to us. Amendments to, or waivers from, our Code of Business
Conduct and Ethics that apply to our executive officers or
directors will also be posted to our website. We also post or
otherwise make available on our
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Table of Contents
website from time to time other information that may be of
interest to our investors. Please direct requests as follows:
First Industrial Realty Trust, Inc.
311 S. Wacker, Suite 3900
Chicago, IL 60606
Attention: Investor Relations
Business
Objectives and Growth Plans
Our fundamental business objective is to maximize the total
return to our stockholders through per share distributions and
increases in the value of our properties and operations. Our
long-term business growth plans include the following elements:
| • | Internal Growth. We seek to grow internally by (i) increasing revenues by renewing or re-leasing spaces subject to expiring leases at higher rental levels; (ii) increasing occupancy levels at properties where vacancies exist and maintaining occupancy elsewhere; (iii) controlling and minimizing property operating and general and administrative expenses; and (iv) renovating existing properties. | |
| • | External Growth. We seek to grow externally through (i) additional joint venture investments; (ii) the development of industrial properties; (iii) the acquisition of portfolios of industrial properties, industrial property businesses or individual properties which meet our investment parameters and target markets; and (iv) the expansion of our properties. |
Our ability to pursue our long-term growth plans is affected by
market conditions and our financial condition and operating
capabilities.
Business
Strategies
We utilize the following seven strategies in connection with the
operation of our business:
| • | Organization Strategy. We implement our decentralized property operations strategy through the deployment of experienced regional management teams and local property managers. We provide acquisition, development and financing assistance, asset management oversight and financial reporting functions from our headquarters in Chicago, Illinois to support our regional operations. We believe the size of our portfolio enables us to realize operating efficiencies by spreading overhead among many properties and by negotiating purchasing discounts. | |
| • | Market Strategy. Our market strategy is to concentrate on the top industrial real estate markets in the United States and select industrial real estate markets in Canada. These markets have one or more of the following characteristics: (i) strong industrial real estate fundamentals, including increased industrial demand expectations; (ii) a history of and outlook for continued economic growth and industry diversity; and (iii) sufficient size to provide for ample transaction volume. | |
| • | Leasing and Marketing Strategy. We have an operational management strategy designed to enhance tenant satisfaction and portfolio performance. We pursue an active leasing strategy, which includes broadly marketing available space, seeking to renew existing leases at higher rents per square foot and seeking leases which provide for the pass-through of property-related expenses to the tenant. We also have local and national marketing programs which focus on the business and real estate brokerage communities and national tenants. | |
| • | Acquisition/Development Strategy. Our acquisition/development strategy is to invest in properties and other assets with higher yield potential in the top industrial real estate markets in the United States and select industrial real estate markets in Canada. | |
| • | Disposition Strategy. We continuously evaluate local market conditions and property-related factors in all of our markets for purposes of identifying assets suitable for disposition. |
5
Table of Contents
| • | Financing Strategy. To finance acquisitions and developments, as market conditions permit, we utilize a portion of proceeds from property sales, proceeds from mortgage financings, borrowings under our unsecured line of credit (the “Unsecured Line of Credit”) and proceeds from the issuance, when and as warranted, of additional debt and equity securities. We also continually evaluate joint venture arrangements as another source of capital. As of February 26, 2010, we had approximately $7.5 million available for additional borrowings under our Unsecured Line of Credit. | |
| • | Liquidity Strategy. We plan to enhance our liquidity, and reduce our indebtedness, through a combination of capital retention, mortgage and equity financings, asset sales and debt reduction: |
| • | Capital Retention — We plan to retain capital by distributing the minimum amount of dividends required to maintain our REIT status. We did not pay a common stock dividend in 2009 and may not pay dividends in 2010 depending on our taxable income. If, to maintain our REIT status, we are required to pay common stock dividends with respect to 2010, we may elect to do so by distributing a combination of cash and common shares. Also, if we are not required to pay preferred stock dividends to maintain our REIT status, we may elect to suspend some or all preferred stock dividends for one or more fiscal quarters, which would aid compliance with the fixed charge coverage covenant under our Unsecured Line of Credit. | |
| • | Mortgage Financing — During the year ended December 31, 2009, we originated $339.8 million in mortgage financings with maturities ranging from September 2012 to January 2020 and interest rates ranging from 6.42% to 7.87% (see Note 6 to the Consolidated Financial Statements). We believe these mortgage financings comply with all covenants contained in our Unsecured Line of Credit and our senior debt securities, including coverage ratios and total indebtedness, total unsecured indebtedness and total secured indebtedness limitations. We continue to engage various lenders regarding the origination of additional mortgage financings and the terms and conditions thereof. To the extent additional mortgage financing is originated, we expect the proceeds received will be used to pay down our other debt. No assurances can be made that additional mortgage financing will be obtained. | |
| • | Equity Financing — During the year ended December 31, 2009, we sold 3,034,120 shares of the Company’s common stock, generating $15.9 million in net proceeds, under the direct stock purchase component of the Company’s Dividend Reinvestment and Direct Stock Purchase Plan (“DRIP”). On October 5, 2009, we sold in an underwritten public offering 13,635,700 shares of the Company’s common stock at a price to the public of $5.25 per share. Total proceeds to us, net of underwriters’ discount and total expenses, were $67.8 million (see Note 7 to the Consolidated Financial Statements). We may opportunistically access the equity markets again, subject to contractual restrictions, and may continue to issue shares under the direct stock purchase component of the DRIP. To the extent additional equity offerings occur, we expect to use the proceeds received to reduce our indebtedness. | |
| • | Asset Sales — During the year ended December 31, 2009, we sold 15 industrial properties and several land parcels for gross proceeds of $100.2 million (see Note 9 to the Consolidated Financial Statements). We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale throughout 2010. We expect to use sales proceeds to reduce our indebtedness. If we are unable to sell properties on an advantageous basis, this may impair our liquidity and our ability to meet our financial covenants. | |
| • | Debt Reduction — During the year ended December 31, 2009, we repurchased $271.5 million of our senior unsecured notes (including $19.3 million of our 2009 Notes prior to their repayment at maturity on June 15, 2009) (see Note 6 to the Consolidated Financial Statements). On February 8, 2010, we consummated a tender offer pursuant to which we purchased $72.7 million of our 2011 Notes, $66.2 million of our 2012 Notes and $21.1 million of our 2014 Notes. In connection with the tender offer, we will recognize approximately $0.4 million as gain on early retirement of debt. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, future tax liability and results of operations. |
6
Table of Contents
Although we believe we will be successful in meeting our
liquidity needs and maintaining compliance with other debt
covenants through a combination of capital retention, mortgage
and equity financings, asset sales and debt repurchases, if we
were to be unsuccessful in executing one or more of the
strategies outlined above, our financial condition and operating
results could be materially adversely affected.
Recent
Developments
During 2009, we placed in-service developments totaling 14
industrial properties and acquired one parcel of land for a
total investment of approximately $218.1 million. We also
sold 15 industrial properties and several parcels of land for an
aggregate gross sales price of $100.2 million. At
December 31, 2009, we owned 783 in-service industrial
properties containing approximately 69.2 million square
feet of GLA.
During 2009, we repurchased and retired $271.5 million of
our senior unsecured notes and recognized a gain on early debt
retirement of $34.6 million.
During 2009, we obtained $339.8 million in mortgage
financings at a weighted average interest rate of 7.47%, with
maturities ranging between September 2012 and January 2020.
Every quarter beginning March 31, 2009, the coupon rate of
our Series F Preferred Stock resets at 2.375% plus the
greater of i) the 30 Year U.S. Treasury rate,
ii) the 10 Year U.S. Treasury rate or
iii) 3-Month
LIBOR (see Note 7 to the Consolidated Financial
Statements). In October 2008, we entered into an interest rate
swap agreement (the “Series F Agreement”) to
mitigate our exposure to floating interest rates related to the
forecasted reset rate of our Series F Preferred Stock. The
Series F Agreement has a notional value of
$50.0 million and is effective from April 1, 2009
through October 1, 2013. The Series F Agreement fixes
the
30-year
U.S. Treasury rate at 5.2175%. We recorded
$3.2 million in mark to market gain, offset by
$0.5 million in quarterly payments, which is included in
Mark-to-Market
Gain on Interest Rate Protection Agreements on the Consolidated
Statements of Operations for the year ended December 31,
2009.
During the year ended December 31, 2009, we sold
3,034,120 shares of the Company’s common stock,
generating approximately $15.9 million in net proceeds,
under the direct stock purchase component of the DRIP. On
October 5, 2009, we sold in an underwritten public offering
13,635,700 shares of the Company’s common stock at a
price to the public of $5.25 per share. Total proceeds to us,
net of underwriters’ discount and total expenses, were
$67.8 million.
On August 24, 2009, the Company received a private letter
ruling from the IRS granting favorable loss treatment under
Sections 331 and 336 of the Code on the tax liquidation of
our old TRS. As a result, the Company completed a transaction on
September 1, 2009 whereby approximately 75% of the assets
formerly held by the old TRS are now held by FI LLC (which is
wholly owned by the Operating Partnership). The remaining 25% of
the assets are now held by FRIP (which is 99% owned by the new
TRS). On November 6, 2009, legislation was enacted that
allows businesses with net operating losses for 2008 or 2009 to
carry back those losses for up to five years. In the fourth
quarter of 2009 we received a federal tax refund from the IRS of
$40.4 million associated with the tax liquidation of the
old TRS.
We committed to a plan to reduce organizational and overhead
costs in October 2008 and have subsequently modified that plan
with the goal of further reducing these costs. On
February 25 and September 25, 2009, we committed to
additional modifications to the plan consisting of further
organizational and overhead cost reductions. For the year ended
December 31, 2009, we recorded as restructuring costs a
pre-tax charge of $7.8 million to provide for employee
severance and benefits ($5.2 million), costs associated
with the termination of certain office leases
($1.9 million) and other costs ($0.7 million)
associated with implementing the restructuring plan.
Future
Property Acquisitions, Developments and Property Sales
We and our Joint Ventures have acquisition and development
programs through which we seek to identify portfolio and
individual industrial property acquisitions and developments.
7
Table of Contents
We and our Joint Ventures also sell properties based on market
conditions and property related factors. As a result, we and our
Joint Ventures, other than our 2007 Europe Joint Venture, are
currently engaged in negotiations relating to the possible sale
of certain industrial properties in our portfolio.
When evaluating potential industrial property acquisitions and
developments, as well as potential industrial property sales, we
will consider such factors as: (i) the geographic area and
type of property; (ii) the location, construction quality,
condition and design of the property; (iii) the potential
for capital appreciation of the property; (iv) the ability
of the Company to improve the property’s performance
through renovation; (v) the terms of tenant leases,
including the potential for rent increases; (vi) the
potential for economic growth and the tax and regulatory
environment of the area in which the property is located;
(vii) the potential for expansion of the physical layout of
the property
and/or
the
number of sites; (viii) the occupancy and demand by tenants
for properties of a similar type in the vicinity; and
(ix) competition from existing properties and the potential
for the construction of new properties in the area.
INDUSTRY
Industrial properties are typically used for the design,
assembly, packaging, storage and distribution of goods
and/or
the
provision of services. As a result, the demand for industrial
space in the United States is related to the level of economic
output. Historically, occupancy rates for industrial property in
the United States have been higher than office property. We
believe that the higher occupancy rate in the industrial
property sector is a result of the
construction-on-demand
nature of, and the comparatively short development time required
for, industrial property. For the five years ended
December 31, 2009, the national occupancy rate for
industrial properties in the United States has ranged from
86.1%*to 90.7%*, with an occupancy rate of 86.1%* at
December 31, 2009.
* Source: CBRE Econometric Advisors
8
Table of Contents
| Item 1A. | Risk Factors |
Risk
Factors
Our operations involve various risks that could adversely affect
our financial condition, results of operations, cash flow,
ability to pay distributions on our common stock and the market
price of our common stock. These risks, among others contained
in our other filings with the SEC, include:
Ongoing
disruptions in the financial markets could affect our ability to
obtain financing and may negatively impact our liquidity,
financial condition and operating results.
The capital and credit markets in the United States and other
countries have experienced significant price volatility,
dislocations and liquidity disruptions, which have caused market
prices of many securities to fluctuate substantially and the
spreads on prospective debt financings to widen considerably.
These circumstances have materially impacted liquidity in the
financial markets, making terms for certain financings less
attractive, and in some cases have resulted in the
unavailability of financing. A majority of our existing
indebtedness was sold through capital markets transactions. We
anticipate that the capital markets could be a source of
refinancing of our existing indebtedness in the future,
including our 7.375% Notes due on March 15, 2011 in
the aggregate amount of $143.5 million and
$70.8 million as of December 31, 2009 and
February 26, 2010, respectively (see Note 20 to the
Consolidated Financial Statements), and our 4.625% Exchangeable
Notes due on September 15, 2011 in the aggregate amount of
$146.9 million as of December 31, 2009. This source of
refinancing may not be available if capital market volatility
and disruption continues, which could have a material adverse
effect on our liquidity. Furthermore, we could potentially lose
access to our current available liquidity under our Unsecured
Line of Credit if one or more participating lenders default on
their commitments. While the ultimate outcome of these market
conditions cannot be predicted, they may have a material adverse
effect on our liquidity and financial condition if our ability
to borrow money under our Unsecured Line of Credit or to issue
additional debt or equity securities to finance future
acquisitions, developments and redevelopments and Joint Venture
activities were to be impaired.
In addition, the continuing capital and credit market price
volatility could make the valuation of our properties and those
of our unconsolidated Joint Ventures more difficult. There may
be significant uncertainty in the valuation, or in the stability
of the value, of our properties and those of our unconsolidated
Joint Ventures, that could result in a substantial decrease in
the value of our properties and those of our unconsolidated
Joint Ventures. As a result, we may not be able to recover the
carrying amount of our properties or our investments in Joint
Ventures, which may require us to recognize an impairment loss
in earnings.
Real
estate investments’ value fluctuates depending on
conditions in the general economy and the real estate business.
These conditions may limit the Company’s revenues and
available cash.
The factors that affect the value of our real estate and the
revenues we derive from our properties include, among other
things:
| • | general economic conditions; | |
| • | local, regional, national and international economic conditions and other events and occurrences that affect the markets in which we own properties; | |
| • | local conditions such as oversupply or a reduction in demand in an area; | |
| • | the attractiveness of the properties to tenants; | |
| • | tenant defaults; | |
| • | zoning or other regulatory restrictions; | |
| • | competition from other available real estate; | |
| • | our ability to provide adequate maintenance and insurance; and | |
| • | increased operating costs, including insurance premiums and real estate taxes. |
9
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These factors may be amplified in light of the disruption of the
global credit markets. Our investments in real estate assets are
concentrated in the industrial sector, and the demand for
industrial space in the United States is related to the
level of economic output. Accordingly, reduced economic output
may lead to lower occupancy rates for our properties. In
addition, if any of our tenants experiences a downturn in its
business that weakens its financial condition, delays lease
commencement, fails to make rental payments when due, becomes
insolvent or declares bankruptcy, the result could be a
termination of the tenant’s lease, which could adversely
affect our cash flow from operations.
Many
real estate costs are fixed, even if income from properties
decreases.
Our financial results depend on leasing space to tenants on
terms favorable to us. Our income and funds available for
distribution to our stockholders will decrease if a significant
number of our tenants cannot pay their rent or we are unable to
lease properties on favorable terms. In addition, if a tenant
does not pay its rent, we may not be able to enforce our rights
as landlord without delays and we may incur substantial legal
costs. Costs associated with real estate investment, such as
real estate taxes and maintenance costs, generally are not
reduced when circumstances cause a reduction in income from the
investment.
The
Company may be unable to sell properties when appropriate
because real estate investments are not as liquid as certain
other types of assets.
Real estate investments generally cannot be sold quickly and,
therefore, will tend to limit our ability to adjust our property
portfolio promptly in response to changes in economic or other
conditions. The inability to respond promptly to changes in the
performance of our property portfolio could adversely affect our
financial condition and ability to service debt and make
distributions to our stockholders. In addition, like other
companies qualifying as REITs under the Code, we must comply
with the safe harbor rules relating to the number of properties
disposed of in a year, their tax basis and the cost of
improvements made to the properties, or meet other tests which
enable a REIT to avoid punitive taxation on the sale of assets.
Thus, our ability at any time to sell assets may be restricted.
The
Company may be unable to sell properties on advantageous
terms.
We have sold to third parties a significant number of properties
in recent years and, as part of our business, we intend to
continue to sell properties to third parties. Our ability to
sell properties on advantageous terms depends on factors beyond
our control, including competition from other sellers and the
availability of attractive financing for potential buyers of our
properties. If we are unable to sell properties on favorable
terms or redeploy the proceeds of property sales in accordance
with our business strategy, then our financial condition,
results of operations, cash flow and ability to pay dividends
on, and the market price of, our common stock could be adversely
affected.
We have also sold to our Joint Ventures a significant number of
properties in recent years and, as part of our business, we
intend to continue to sell or contribute properties to our Joint
Ventures as opportunities arise. If we do not have sufficient
properties available that meet the investment criteria of
current or future Joint Ventures, or if the Joint Ventures have
reduced or do not have access to capital on favorable terms,
then such sales could be delayed or prevented, adversely
affecting our financial condition, results of operations, cash
flow and ability to pay dividends on, and the market price of,
our common stock.
The
Company may be unable to complete development and re-development
projects on advantageous terms.
As part of our business, we develop new and re-develop existing
properties. In addition, we have sold to third parties or sold
to our Joint Ventures a significant number of development and
re-development properties in recent years, and we intend to
continue to sell such properties to third parties or to sell or
contribute such properties to our Joint Ventures as
opportunities arise. The real estate development and
re-development
10
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business involves significant risks that could adversely affect
our financial condition, results of operations, cash flow and
ability to pay dividends on, and the market price of, our common
stock, which include:
| • | we may not be able to obtain financing for development projects on favorable terms and complete construction on schedule or within budget, resulting in increased debt service expense and construction costs and delays in leasing the properties and generating cash flow; | |
| • | we may not be able to obtain, or may experience delays in obtaining, all necessary zoning, land-use, building, occupancy and other governmental permits and authorizations; | |
| • | the properties may perform below anticipated levels, producing cash flow below budgeted amounts and limiting our ability to sell such properties to third parties or to sell such properties to our Joint Ventures. |
The
Company may be unable to renew leases or find other
lessees.
We are subject to the risks that, upon expiration, leases may
not be renewed, the space subject to such leases may not be
relet or the terms of renewal or reletting, including the cost
of required renovations, may be less favorable than expiring
lease terms. If we were unable to promptly renew a significant
number of expiring leases or to promptly relet the space covered
by such leases, or if the rental rates upon renewal or reletting
were significantly lower than the current rates, our financial
condition, results of operation, cash flow and ability to pay
dividends on, and the market price of, our common stock could be
adversely affected. As of December 31, 2009, leases with
respect to approximately 11.8 million, 9.5 million and
8.7 million square feet of GLA, representing 21%, 17% and
15% of GLA, expire in 2010, 2011 and 2012, respectively.
The
Company may be unable to acquire properties on advantageous
terms or acquisitions may not perform as the Company
expects.
We acquire and intend to continue to acquire primarily
industrial properties. The acquisition of properties entails
various risks, including the risks that our investments may not
perform as expected and that our cost estimates for bringing an
acquired property up to market standards may prove inaccurate.
Further, we face significant competition for attractive
investment opportunities from other well-capitalized real estate
investors, including both publicly-traded REITs and private
investors. This competition increases as investments in real
estate become attractive relative to other forms of investment.
As a result of competition, we may be unable to acquire
additional properties as we desire or the purchase price may be
elevated. In addition, we expect to finance future acquisitions
through a combination of borrowings under the Unsecured Line of
Credit, proceeds from equity or debt offerings and debt
originations by the Company and proceeds from property sales,
which may not be available and which could adversely affect our
cash flow. Any of the above risks could adversely affect our
financial condition, results of operations, cash flow and
ability to pay dividends on, and the market value of, our common
stock.
The
Company might fail to qualify or remain qualified as a
REIT.
We intend to operate so as to qualify as a REIT under the Code.
Although we believe that we are organized and will operate in a
manner so as to qualify as a REIT, qualification as a REIT
involves the satisfaction of numerous requirements, some of
which must be met on a recurring basis. These requirements are
established under highly technical and complex Code provisions
of which there are only limited judicial or administrative
interpretations and involve the determination of various factual
matters and circumstances not entirely within our control.
If we were to fail to qualify as a REIT in any taxable year, we
would be subject to federal income tax, including any applicable
alternative minimum tax, on our taxable income at corporate
rates. This could result in a discontinuation or substantial
reduction in dividends to stockholders and in cash to pay
interest and principal on debt securities that we issue. Unless
entitled to relief under certain statutory provisions, we would
be disqualified from electing treatment as a REIT for the four
taxable years following the year during which we failed to
qualify as a REIT.
11
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Certain
property transfers may generate prohibited transaction income,
resulting in a penalty tax on the gain attributable to the
transaction.
As part of our business, we sell properties to third parties or
sell properties to our Joint Ventures as opportunities arise.
Under the Code, a 100% penalty tax could be assessed on the gain
resulting from sales of properties that are deemed to be
prohibited transactions. The question of what constitutes a
prohibited transaction is based on the facts and circumstances
surrounding each transaction. The Internal Revenue Service
(“IRS”) could contend that certain sales of properties
by us are prohibited transactions. While we do not believe that
the IRS would prevail in such a dispute, if the matter were
successfully argued by the IRS, the 100% penalty tax could be
assessed against the profits from these transactions. In
addition, any income from a prohibited transaction may adversely
affect our ability to satisfy the income tests for qualification
as a REIT.
The
REIT distribution requirements may limit the Company’s
ability to retain capital and require the Company to turn to
external financing sources.
We could, in certain instances, have taxable income without
sufficient cash to enable us to meet the distribution
requirements of the REIT provisions of the Code. In that
situation, we could be required to borrow funds or sell
properties on adverse terms in order to meet those distribution
requirements. In addition, because we must distribute to our
stockholders at least 90% of our REIT taxable income each year,
our ability to accumulate capital may be limited. Thus, to
provide capital resources for our ongoing business, and to
satisfy our debt repayment obligations and other liquidity
needs, we may be more dependent on outside sources of financing,
such as debt financing or issuances of additional capital stock,
which may or may not be available on favorable terms. Additional
debt financings may substantially increase our leverage and
additional equity offerings may result in substantial dilution
of stockholders’ interests.
Debt
financing, the degree of leverage and rising interest rates
could reduce the Company’s cash flow.
Where possible, we intend to continue to use leverage to
increase the rate of return on our investments and to allow us
to make more investments than we otherwise could. Our use of
leverage presents an additional element of risk in the event
that the cash flow from our properties is insufficient to meet
both debt payment obligations and the distribution requirements
of the REIT provisions of the Code. In addition, rising interest
rates would reduce our cash flow by increasing the amount of
interest due on our floating rate debt and on our fixed rate
debt as it matures and is refinanced.
Failure
to comply with covenants in our debt agreements could adversely
affect our financial condition.
The terms of our agreements governing our Unsecured Line of
Credit and other indebtedness require that we comply with a
number of financial and other covenants, such as maintaining
debt service coverage and leverage ratios and maintaining
insurance coverage. Complying with such covenants may limit our
operational flexibility. Moreover, our failure to comply with
these covenants could cause a default under the applicable debt
agreement even if we have satisfied our payment obligations.
Upon the occurrence of an event of default, the lenders under
our Unsecured Line of Credit will not be required to lend any
additional amounts to us, and our outstanding senior debt
securities as well as all outstanding borrowings under the
Unsecured Line of Credit, together with accrued and unpaid
interest and fees, could be accelerated and declared to be
immediately due and payable. Furthermore, our Unsecured Line of
Credit and senior debt securities contain certain cross-default
provisions, which are triggered in the event that our other
material indebtedness is in default. These cross-default
provisions may require us to repay or restructure the Unsecured
Line of Credit and the senior debt securities or other debt that
is in default, which could adversely affect our financial
condition, results of operations, cash flow and ability to pay
dividends on, and the market price of, our stock. If repayment
of any of our borrowings is accelerated, we cannot provide
assurance that we will have sufficient assets to repay such
indebtedness or that we would be able to borrow sufficient funds
to refinance such indebtedness. Even if we are able to obtain
new financing, it may not be on commercially reasonable terms,
or terms that are acceptable to us.
12
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Moreover, the provisions of credit agreements and other debt
instruments are complex, and some are subject to varying
interpretations. Breaches of these provisions may be identified
or occur in the future, and such provisions may be interpreted
by the lenders under our Unsecured Line of Credit, or the
trustee with respect to the senior debt securities, in a manner
that could impose material costs on us.
Cross-collateralization
of mortgage loans could result in foreclosure on substantially
all of the Company’s properties if the Company is unable to
service its indebtedness.
We intend to obtain additional mortgage debt financing in the
future, if it is available to us. These mortgages may be issued
on a recourse, non-recourse or cross-collateralized basis.
Cross-collateralization makes all of the subject properties
available to the lender in order to satisfy our debt. Holders of
indebtedness that is so secured will have a claim against these
properties. To the extent indebtedness is cross-collateralized,
lenders may seek to foreclose upon properties that are not the
primary collateral for their loan, which may, in turn, result in
acceleration of other indebtedness secured by properties.
Foreclosure of properties would result in a loss of income and
asset value to us, making it difficult for us to meet both debt
payment obligations and the distribution requirements of the
REIT provisions of the Code. At December 31, 2009, none of
our existing indebtedness was cross-collateralized with the
exception of three mortgage loans payable, totaling
$20.4 million, that were originated in September 2009 (see
Note 6 to the Consolidated Financial Statements).
The
Company may have to make lump-sum payments on its existing
indebtedness.
We are required to make the following lump-sum or
“balloon” payments under the terms of some of our
indebtedness, including indebtedness of the Operating
Partnership:
| • | $35.0 million aggregate principal amount of 7.750% Notes due 2032 (the “2032 Notes”) | |
| • | $190.0 million aggregate principal amount of 7.600% Notes due 2028 (the “2028 Notes”) | |
| • | Approximately $13.6 million aggregate principal amount of 7.150% Notes due 2027 (the “2027 Notes”) | |
| • | Approximately $117.8 million aggregate principal amount of 5.950% Notes due 2017 (the “2017 II Notes”) | |
| • | Approximately $87.3 million aggregate principal amount of 7.500% Notes due 2017 (the “2017 Notes”) | |
| • | Approximately $160.2 million aggregate principal amount of 5.750% Notes due 2016 (the “2016 Notes”) | |
| • | Approximately $91.9 million aggregate principal amount of 6.420% Notes due 2014 (the “2014 Notes”); (see Note 20 to the Consolidated Financial Statements) | |
| • | Approximately $77.8 million aggregate principal amount of 6.875% Notes due 2012 (the “2012 Notes”); (see Note 20 to the Consolidated Financial Statements) | |
| • | $146.9 million aggregate principal amount of 4.625% Notes due 2011 (the “2011 Exchangeable Notes”) | |
| • | Approximately $70.8 million aggregate principal amount of 7.375% Notes due 2011 (the “2011 Notes”); (see Note 20 to the Consolidated Financial Statements) | |
| • | $353.5 million in mortgage loans payable, in the aggregate, due between December 2010 and January 2020 on certain of our mortgage loans payable. | |
| • | a $500.0 million Unsecured Line of Credit under which we may borrow to finance the acquisition of additional properties and for other corporate purposes, including working capital. |
The Unsecured Line of Credit provides for the repayment of
principal in a lump-sum or “balloon” payment at
maturity in 2012. As of December 31, 2009,
$455.2 million was outstanding under the Unsecured Line of
Credit at a weighted average interest rate of 1.256%.
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Our ability to make required payments of principal on
outstanding indebtedness, whether at maturity or otherwise, may
depend on our ability either to refinance the applicable
indebtedness or to sell properties. We have no commitments to
refinance the 2011 Notes, the 2011 Exchangeable Notes, the 2012
Notes, the 2014 Notes, the 2016 Notes, the 2017 Notes, the 2017
II Notes, the 2027 Notes, the 2028 Notes, the 2032 Notes, the
Unsecured Line of Credit or the mortgage loans. Our existing
mortgage loan obligations are secured by our properties and
therefore such obligations will permit the lender to foreclose
on those properties in the event of a default.
There
is no limitation on debt in the Company’s organizational
documents.
As of December 31, 2009, our ratio of debt to our total
market capitalization was 76.1%. We compute that percentage by
calculating our total consolidated debt as a percentage of the
aggregate market value of all outstanding shares of our common
stock, assuming the exchange of all limited partnership units of
the Operating Partnership for common stock, plus the aggregate
stated value of all outstanding shares of preferred stock and
total consolidated debt. Our organizational documents do not
contain any limitation on the amount or percentage of
indebtedness we may incur. Accordingly, we could become more
highly leveraged, resulting in an increase in debt service that
could adversely affect our ability to make expected
distributions to stockholders and in an increased risk of
default on our obligations.
Rising
interest rates on the Company’s Unsecured Line of Credit
could decrease the Company’s available cash.
Our Unsecured Line of Credit bears interest at a floating rate.
As of December 31, 2009, our Unsecured Line of Credit had
an outstanding balance of $455.2 million at a weighted
average interest rate of 1.256%. Our Unsecured Line of Credit
presently bears interest at the prime rate plus 0.15% or at the
LIBOR plus 1.0%, at our election. Based on the outstanding
balance on our Unsecured Line of Credit as of December 31,
2009, a 10% increase in interest rates would increase interest
expense by $0.5 million on an annual basis. Increases in
the interest rate payable on balances outstanding under our
Unsecured Line of Credit would decrease our cash available for
distribution to stockholders.
The
Company’s mortgages may impact the Company’s ability
to sell encumbered properties on advantageous terms or at
all.
As part of our plan to enhance liquidity and pay down our debt,
we have originated numerous mortgage financings and we are in
active discussions with various lenders regarding the
origination of additional mortgage financings. Certain of our
mortgages contain, and it is anticipated that some future
mortgages will contain, substantial prepayment premiums which we
would have to pay upon the sale of a property, thereby reducing
the net proceeds to us from the sale of any such property. As a
result, our willingness to sell certain properties and the price
at which we may desire to sell a property may be impacted by the
terms of any mortgage financing encumbering a property. If we
are unable to sell properties on favorable terms or redeploy the
proceeds of property sales in accordance with our business
strategy, then our financial condition, results of operations,
cash flow and ability to pay dividends on, and the market price
of, our common stock could be adversely affected.
Adverse
market and economic conditions could cause us to recognize
additional impairment charges.
We regularly review our real estate assets for impairment
indicators, such as a decline in a property’s occupancy
rate. If we determine that indicators of impairment are present,
we review the properties affected by these indicators to
determine whether an impairment charge is required. We use
considerable judgment in making determinations about
impairments, from analyzing whether there are indicators of
impairment to the assumptions used in calculating the fair value
of the investment. Accordingly, our subjective estimates and
evaluations may not be accurate, and such estimates and
evaluations are subject to change or revision.
Ongoing adverse market and economic conditions and market
volatility will likely continue to make it difficult to value
the real estate assets owned by us as well as the value of our
interests in unconsolidated joint
14
Table of Contents
ventures. There may be significant uncertainty in the valuation,
or in the stability of the cash flows, discount rates and other
factors related to such assets due to the adverse market and
economic conditions that could result in a substantial decrease
in their value. We may be required to recognize additional asset
impairment charges in the future, which could materially and
adversely affect our business, financial condition and results
of operations.
Earnings
and cash dividends, asset value and market interest rates affect
the price of the Company’s common stock.
As a REIT, the market value of our common stock, in general, is
based primarily upon the market’s perception of our growth
potential and our current and potential future earnings and cash
dividends. The market value of our common stock is based
secondarily upon the market value of our underlying real estate
assets. For this reason, shares of our common stock may trade at
prices that are higher or lower than our net asset value per
share. To the extent that we retain operating cash flow for
investment purposes, working capital reserves, or other
purposes, these retained funds, while increasing the value of
our underlying assets, may not correspondingly increase the
market price of our common stock. Our failure to meet the
market’s expectations with regard to future earnings and
cash dividends likely would adversely affect the market price of
our common stock. Further, the distribution yield on the common
stock (as a percentage of the price of the common stock)
relative to market interest rates may also influence the price
of our common stock. An increase in market interest rates might
lead prospective purchasers of our common stock to expect a
higher distribution yield, which would adversely affect the
market price of our common stock.
The
Company may incur unanticipated costs and liabilities due to
environmental problems.
Under various federal, state and local laws, ordinances and
regulations, an owner or operator of real estate may be liable
for the costs of
clean-up
of
certain conditions relating to the presence of hazardous or
toxic materials on, in or emanating from a property, and any
related damages to natural resources. Environmental laws often
impose liability without regard to whether the owner or operator
knew of, or was responsible for, the presence of hazardous or
toxic materials. The presence of such materials, or the failure
to address those conditions properly, may adversely affect the
ability to rent or sell the property or to borrow using a
property as collateral. Persons who dispose of or arrange for
the disposal or treatment of hazardous or toxic materials may
also be liable for the costs of
clean-up
of
such materials, or for related natural resource damages, at or
from an off-site disposal or treatment facility, whether or not
the facility is owned or operated by those persons. No assurance
can be given that existing environmental assessments with
respect to any of our properties reveal all environmental
liabilities, that any prior owner or operator of any of the
properties did not create any material environmental condition
not known to us or that a material environmental condition does
not otherwise exist as to any of our Company’s properties.
In addition, changes to existing environmental regulation to
address, to among other things, climate change, could increase
the scope of our potential liabilities.
The
Company’s insurance coverage does not include all potential
losses.
We currently carry comprehensive insurance coverage including
property, boiler & machinery, liability, fire, flood,
terrorism, earthquake, extended coverage and rental loss as
appropriate for the markets where each of our properties and
their business operations are located. The insurance coverage
contains policy specifications and insured limits customarily
carried for similar properties and business activities. We
believe our properties are adequately insured. However, there
are certain losses, including losses from earthquakes,
hurricanes, floods, pollution, acts of war, acts of terrorism or
riots, that are not generally insured against or that are not
generally fully insured against because it is not deemed to be
economically feasible or prudent to do so. If an uninsured loss
or a loss in excess of insured limits occurs with respect to one
or more of our properties, we could experience a significant
loss of capital invested and potential revenues from these
properties, and could potentially remain obligated under any
recourse debt associated with the property.
15
Table of Contents
The
Company is subject to risks and liabilities in connection with
its investments in properties through Joint
Ventures.
As of December 31, 2009, six of our Joint Ventures owned
approximately 22.6 million square feet of properties. As of
December 31, 2009, our net investment in Joint Ventures was
$5.8 million in the aggregate, and for the year ended
December 31, 2009, our Equity in Net Loss of Joint Ventures
was $(6.5) million. Our organizational documents do not
limit the amount of available funds that we may invest in Joint
Ventures and we intend to continue to develop and acquire
properties through Joint Ventures with other persons or entities
when warranted by the circumstances. Joint venture investments,
in general, involve certain risks, including:
| • | co-members or joint venturers may share certain approval rights over major decisions; | |
| • | co-members or joint venturers might fail to fund their share of any required capital commitments; | |
| • | co-members or joint venturers might have economic or other business interests or goals that are inconsistent with our business interests or goals that would affect our ability to operate the property; | |
| • | co-members or joint venturers may have the power to act contrary to our instructions, requests, policies or objectives, including our current policy with respect to maintaining our qualification as a real estate investment trust; | |
| • | the joint venture agreements often restrict the transfer of a member’s or joint venturer’s interest or “buy-sell” or may otherwise restrict our ability to sell the interest when we desire or on advantageous terms; | |
| • | disputes between us and our co-members or joint venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and directors from focusing their time and effort on our business and subject the properties owned by the applicable joint venture to additional risk; and | |
| • | we may in certain circumstances be liable for the actions of our co-members or joint venturers. |
The occurrence of one or more of the events described above
could adversely affect our financial condition, results of
operations, cash flow and ability to pay dividends on, and the
market price of, our common stock.
In addition, joint venture investments in real estate involve
all of the risks related to the ownership, acquisition,
development, sale and financing of real estate discussed in the
risk factors above. To the extent our investments in Joint
Ventures are adversely affected by such risks our financial
condition, results of operations, cash flow and ability to pay
dividends on, and the market price of, our common stock could be
adversely affected.
We are
subject to risks associated with our international
operations.
Under our market strategy, we plan to acquire and develop
properties in Canada. Our international operations will be
subject to risks inherent in doing business abroad, including:
| • | exposure to the economic fluctuations in the locations in which we invest; | |
| • | difficulties and costs associated with complying with a wide variety of complex laws, treaties and regulations; | |
| • | revisions in tax treaties or other laws and regulations, including those governing the taxation of our international revenues; | |
| • | obstacles to the repatriation of earnings and funds; | |
| • | currency exchange rate fluctuations between the United States dollar and foreign currencies; | |
| • | restrictions on the transfer of funds; and | |
| • | national, regional and local political uncertainty. |
16
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When we acquire properties located outside of the United States,
we may face risks associated with a lack of market knowledge or
understanding of the local economy, forging new business
relationships in the area and unfamiliarity with local
government and permitting procedures. We work to mitigate such
risks through extensive diligence and research and associations
with experienced partners; however, there can be no guarantee
that all such risks will be eliminated.
We also have offices outside of the United States. Our ability
to effectively establish, staff and manage these offices is
subject to risks associated with employment practices, labor
issues, and cultural factors that differ from those with which
we are familiar. In addition, we may be subject to regulatory
requirements and prohibitions that differ between jurisdictions.
To the extent we expand our business globally, we may have
difficulty anticipating and effectively managing these and other
risks that our international operations may face, which may
adversely affect our business outside the United States and our
financial condition and results of operations.
| Item 1B. | Unresolved SEC Comments |
None.
| Item 2. | Properties |
General
At December 31, 2009, we owned 783 in-service industrial
properties containing an aggregate of approximately
69.2 million square feet of GLA in 28 states and one
province in Canada, with a diverse base of approximately 2,000
tenants engaged in a wide variety of businesses, including
manufacturing, retail, wholesale trade, distribution and
professional services. The average annual rental per square foot
on a portfolio basis, calculated at December 31, 2009, was
$4.51. The properties are generally located in business parks
that have convenient access to interstate highways
and/or
rail
and air transportation. The weighted average age of the
properties as of December 31, 2009 was approximately
20 years. We maintain insurance on our properties that we
believe is adequate.
We classify our properties into five industrial categories:
light industrial, R&D/flex, bulk warehouse, regional
warehouse and manufacturing. While some properties may have
characteristics which fall under more than one property type, we
use what we believe is the most dominant characteristic to
categorize the property.
The following describes, generally, the different industrial
categories:
| • | Light industrial properties are of less than 100,000 square feet, have a ceiling height of 16-21 feet, are comprised of 5%-50% of office space, contain less than 50% of manufacturing space and have a land use ratio of 4:1. The land use ratio is the ratio of the total property area to the area occupied by the building. | |
| • | R&D/flex buildings are of less than 100,000 square feet, have a ceiling height of less than 16 feet, are comprised of 50% or more of office space, contain less than 25% of manufacturing space and have a land use ratio of 4:1. | |
| • | Bulk warehouse buildings are of more than 100,000 square feet, have a ceiling height of at least 22 feet, are comprised of 5%-15% of office space, contain less than 25% of manufacturing space and have a land use ratio of 2:1. | |
| • | Regional warehouses are of less than 100,000 square feet, have a ceiling height of at least 22 feet, are comprised of 5%-15% of office space, contain less than 25% of manufacturing space and have a land use ratio of 2:1. | |
| • | Manufacturing properties are a diverse category of buildings that have a ceiling height of 10-18 feet, are comprised of 5%-15% of office space, contain at least 50% of manufacturing space and have a land use ratio of 4:1. |
17
Table of Contents
Each of the properties is wholly owned by us or our consolidated
subsidiaries. The following tables summarize certain information
as of December 31, 2009, with respect to our in-service
properties.
Property
Summary
| Light Industrial | R&D/Flex | Bulk Warehouse | Regional Warehouse | Manufacturing | ||||||||||||||||||||||||||||||||||||
|
Number of
|
Number of
|
Number of
|
Number of
|
Number of
|
||||||||||||||||||||||||||||||||||||
|
Metropolitan Area
|
GLA | Properties | GLA | Properties | GLA | Properties | GLA | Properties | GLA | Properties | ||||||||||||||||||||||||||||||
|
Atlanta, GA
|
666,544 | 11 | 206,826 | 5 | 3,742,667 | 14 | 386,207 | 5 | 847,950 | 4 | ||||||||||||||||||||||||||||||
|
Baltimore, MD
|
848,536 | 14 | 198,230 | 6 | 683,135 | 4 | — | — | 171,000 | 1 | ||||||||||||||||||||||||||||||
|
Central PA
|
1,134,145 | 9 | — | — | 3,151,350 | 6 | 117,599 | 3 | — | — | ||||||||||||||||||||||||||||||
|
Chicago, IL
|
1,009,429 | 16 | 248,090 | 4 | 2,729,716 | 15 | 172,851 | 4 | 421,000 | 2 | ||||||||||||||||||||||||||||||
|
Cincinnati, OH
|
893,839 | 10 | — | — | 1,103,830 | 4 | 130,870 | 2 | — | — | ||||||||||||||||||||||||||||||
|
Cleveland, OH
|
64,000 | 1 | — | — | 1,317,799 | 7 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Columbus, OH
|
217,612 | 2 | — | — | 2,666,547 | 8 | 98,800 | 1 | — | — | ||||||||||||||||||||||||||||||
|
Dallas, TX
|
2,301,003 | 41 | 511,075 | 19 | 2,470,542 | 18 | 677,433 | 10 | 128,478 | 1 | ||||||||||||||||||||||||||||||
|
Denver, CO
|
1,276,308 | 23 | 1,053,097 | 24 | 400,498 | 3 | 343,516 | 5 | — | — | ||||||||||||||||||||||||||||||
|
Detroit, MI
|
2,448,835 | 86 | 487,418 | 16 | 630,780 | 6 | 759,851 | 18 | 116,250 | 1 | ||||||||||||||||||||||||||||||
|
Houston, TX
|
289,407 | 6 | 132,997 | 6 | 2,041,527 | 12 | 446,318 | 6 | — | — | ||||||||||||||||||||||||||||||
|
Indianapolis, IN
|
860,781 | 17 | 38,200 | 3 | 2,590,469 | 10 | 222,710 | 5 | 71,600 | 2 | ||||||||||||||||||||||||||||||
|
Inland Empire, CA
|
66,934 | 1 | — | — | 804,355 | 3 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Los Angeles, CA
|
544,033 | 13 | 184,064 | 2 | 749,008 | 5 | 281,921 | 4 | — | — | ||||||||||||||||||||||||||||||
|
Miami, FL
|
88,820 | 1 | — | — | 142,804 | 1 | 281,626 | 6 | — | — | ||||||||||||||||||||||||||||||
|
Milwaukee, WI
|
431,508 | 9 | 93,705 | 2 | 1,726,929 | 7 | 90,089 | 1 | — | — | ||||||||||||||||||||||||||||||
|
Minneapolis/St.
|
1,281,625 | 14 | 172,862 | 2 | 2,095,407 | 11 | 323,805 | 4 | 355,056 | 4 | ||||||||||||||||||||||||||||||
|
Paul, MN
|
||||||||||||||||||||||||||||||||||||||||
|
N. New Jersey
|
659,849 | 11 | 289,967 | 6 | 329,593 | 2 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Nashville, TN
|
205,205 | 3 | — | — | 1,715,773 | 6 | — | — | 109,058 | 1 | ||||||||||||||||||||||||||||||
|
Philadelphia, PA
|
166,082 | 5 | 36,802 | 2 | 799,287 | 3 | 71,912 | 2 | 178,000 | 2 | ||||||||||||||||||||||||||||||
|
Phoenix, AZ
|
38,560 | 1 | — | — | 710,403 | 5 | 354,327 | 5 | — | — | ||||||||||||||||||||||||||||||
|
S. New Jersey
|
627,680 | 5 | — | — | 281,100 | 2 | 158,867 | 2 | — | — | ||||||||||||||||||||||||||||||
|
Salt Lake City, UT
|
706,201 | 35 | 146,937 | 6 | 279,179 | 1 | — | — | — | — | ||||||||||||||||||||||||||||||
|
San Diego, CA
|
213,538 | 8 | — | — | — | — | 108,701 | 3 | — | — | ||||||||||||||||||||||||||||||
|
Seattle, WA
|
— | — | — | — | 100,611 | 1 | 139,435 | 2 | — | — | ||||||||||||||||||||||||||||||
|
St. Louis, MO
|
823,655 | 11 | — | — | 1,728,295 | 7 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Tampa, FL
|
234,679 | 7 | 689,782 | 27 | 209,500 | 1 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Toronto, ON
|
57,540 | 1 | — | — | 559,773 | 2 | — | — | — | — | ||||||||||||||||||||||||||||||
|
Other(a)
|
696,547 | 8 | 40,000 | 1 | 1,951,456 | 10 | 88,000 | 1 | 425,017 | 2 | ||||||||||||||||||||||||||||||
|
Total
|
18,852,895 | 369 | 4,530,052 | 131 | 37,712,333 | 174 | 5,254,838 | 89 | 2,823,409 | 20 | ||||||||||||||||||||||||||||||
| (a) | Properties are located in Wichita, KS, Grand Rapids, MI, Des Moines, IA, Austin, TX, Orlando, FL, Horn Lake, MS, Shreveport, LA, Kansas City, MO, San Antonio, TX, Birmingham, AL, Omaha, NE, Jefferson County, KY, Greenville, KY, Sumner, IA, and Winchester, VA. |
18
Table of Contents
In-Service
Property Summary Totals
| Totals | ||||||||||||||||||||
|
Average
|
GLA as a %
|
Encumbrances
|
||||||||||||||||||
|
Number of
|
Occupancy at
|
of Total
|
at 12/31/09
|
|||||||||||||||||
|
Metropolitan Area
|
GLA | Properties | 12/31/09 | Portfolio | ($ in 000s)(b) | |||||||||||||||
|
Atlanta, GA
|
5,850,194 | 39 | 73 | % | 8.5 | % | $ | 31,541 | ||||||||||||
|
Baltimore, MD
|
1,900,901 | 25 | 81 | % | 2.8 | % | 7,950 | |||||||||||||
|
Central PA
|
4,403,094 | 18 | 79 | % | 6.4 | % | 18,309 | |||||||||||||
|
Chicago, IL
|
4,581,086 | 41 | 81 | % | 6.6 | % | 27,453 | |||||||||||||
|
Cincinnati, OH
|
2,128,539 | 16 | 82 | % | 3.1 | % | 1,691 | |||||||||||||
|
Cleveland, OH
|
1,381,799 | 8 | 95 | % | 2.0 | % | — | |||||||||||||
|
Columbus, OH
|
2,982,959 | 11 | 78 | % | 4.3 | % | — | |||||||||||||
|
Dallas, TX
|
6,088,531 | 89 | 77 | % | 8.8 | % | 29,982 | |||||||||||||
|
Denver, CO
|
3,073,419 | 55 | 86 | % | 4.4 | % | 26,236 | |||||||||||||
|
Detroit, MI
|
4,443,134 | 127 | 88 | % | 6.4 | % | — | |||||||||||||
|
Houston, TX
|
2,910,249 | 30 | 96 | % | 4.2 | % | 21,035 | |||||||||||||
|
Indianapolis, IN
|
3,783,760 | 37 | 89 | % | 5.5 | % | 8,531 | |||||||||||||
|
Inland Empire, CA
|
871,289 | 4 | 33 | % | 1.3 | % | — | |||||||||||||
|
Los Angeles, CA
|
1,759,026 | 24 | 89 | % | 2.5 | % | 32,540 | |||||||||||||
|
Miami, FL
|
513,250 | 8 | 42 | % | 0.7 | % | — | |||||||||||||
|
Milwaukee, WI
|
2,342,231 | 19 | 90 | % | 3.4 | % | 35,142 | |||||||||||||
|
Minneapolis/St. Paul, MN
|
4,228,755 | 35 | 80 | % | 6.1 | % | 49,158 | |||||||||||||
|
N. New Jersey
|
1,279,409 | 19 | 90 | % | 1.9 | % | 16,188 | |||||||||||||
|
Nashville, TN
|
2,030,036 | 10 | 87 | % | 2.9 | % | 8,558 | |||||||||||||
|
Philadelphia, PA
|
1,252,083 | 14 | 95 | % | 1.8 | % | 5,242 | |||||||||||||
|
Phoenix, AZ
|
1,103,290 | 11 | 69 | % | 1.6 | % | 4,199 | |||||||||||||
|
S. New Jersey
|
1,067,647 | 9 | 73 | % | 1.5 | % | 8,667 | |||||||||||||
|
Salt Lake City, UT
|
1,132,317 | 42 | 83 | % | 1.6 | % | 10,567 | |||||||||||||
|
San Diego, CA
|
322,239 | 11 | 91 | % | 0.5 | % | 2,237 | |||||||||||||
|
Seattle, WA
|
240,046 | 3 | 100 | % | 0.4 | % | 6,499 | |||||||||||||
|
St. Louis, MO
|
2,551,950 | 18 | 87 | % | 3.7 | % | 29,393 | |||||||||||||
|
Tampa, FL
|
1,133,961 | 35 | 75 | % | 1.6 | % | 9,859 | |||||||||||||
|
Toronto, ON
|
617,313 | 3 | 77 | % | 0.9 | % | — | |||||||||||||
|
Other(a)
|
3,201,020 | 22 | 82 | % | 4.6 | % | 11,080 | |||||||||||||
|
Total or Average
|
69,173,527 | 783 | 82 | % | 100.0 | % | $ | 402,057 | ||||||||||||
| (a) | Properties are located in Wichita, KS, Grand Rapids, MI, Des Moines, IA, Austin, TX, Orlando, FL, Horn Lake, MS, Shreveport, LA, Kansas City, MO, San Antonio, TX, Birmingham, AL, Omaha, NE, Jefferson County, KY, Greenville, KY, Sumner, IA, and Winchester, VA. | |
| (b) | Certain properties are pledged as collateral under our secured financings at December 31, 2009 (see Note 6 to the Consolidated Financial Satements). For purposes of this table, the total principal balance of a secured financing that is collateralized by a pool of properties is allocated among the properties in the pool based on each property’s investment balance. In addition to the amounts included in the table, we also have a $0.9 million encumbrance which is secured by a letter of credit. |
19
Table of Contents
Property
Acquisition & Development Activity
During 2009, we acquired one land parcel for an aggregate
purchase price of approximately $0.2 million. During 2009,
we placed in-service 14 developments totaling approximately
4.0 million square feet of GLA at a total cost of
approximately $217.9 million, or approximately $54.48 per
square foot. The developments placed in-service have the
following characteristics:
|
Occupancy at
|
||||||||||||
|
Metropolitan Area
|
GLA |
Property Type
|
12/31/09 | |||||||||
|
Baltimore, MD
|
300,000 | Bulk Warehouse | 21.0 | % | ||||||||
|
Central PA
|
300,000 | Bulk Warehouse | 0.0 | % | ||||||||
|
Central PA
|
1,279,530 | Bulk Warehouse | 63.4 | % | ||||||||
|
Dallas, TX
|
435,179 | Bulk Warehouse | 35.4 | % | ||||||||
|
Denver, CO
|
33,413 | Light Industrial | 66.7 | % | ||||||||
|
Denver, CO
|
39,434 | Light Industrial | 81.9 | % | ||||||||
|
Denver, CO
|
33,419 | Light Industrial | 77.9 | % | ||||||||
|
Denver, CO
|
37,043 | R&D/Flex | 100.0 | % | ||||||||
|
Indianapolis, IN
|
71,281 | Light Industrial | 50.0 | % | ||||||||
|
Los Angeles, CA
|
141,100 | Bulk Warehouse | 0.0 | % | ||||||||
|
Miami, FL
|
88,820 | Light Industrial | 18.9 | % | ||||||||
|
Milwaukee, WI
|
388,800 | Bulk Warehouse | 100.0 | % | ||||||||
|
Minneapolis/St. Paul, MN
|
133,166 | Bulk Warehouse | 78.2 | % | ||||||||
|
Nashville, TN
|
700,000 | Bulk Warehouse | 100 | % | ||||||||
|
Total
|
3,981,185 | |||||||||||
Property
Sales
During 2009, we sold 15 industrial properties totaling
approximately 1.9 million square feet of GLA and several
land parcels. Total gross sales proceeds approximated
$100.2 million. The 15 industrial properties sold have the
following characteristics:
|
Number of
|
||||||||||||
|
Metropolitan Area
|
Properties | GLA |
Property Type
|
|||||||||
|
Baltimore, MD
|
1 | 71,572 | Light Industrial | |||||||||
|
Columbus, OH
|
1 | 307,200 | Bulk Warehouse | |||||||||
|
Dallas, TX
|
1 | 20,045 | Light Industrial | |||||||||
|
Denver, CO
|
1 | 126,384 | Manufacturing | |||||||||
|
Indianapolis, IN
|
3 | 628,400 | Light Industrial | |||||||||
|
Los Angeles, CA
|
1 | 100,000 | Light Industrial | |||||||||
|
Milwaukee, WI
|
1 | 39,468 | Regional Warehouse | |||||||||
|
N. New Jersey
|
1 | 49,707 | Light Industrial | |||||||||
|
Philadelphia, PA
|
1 | 22,095 | Light Industrial | |||||||||
|
Phoenix, AZ
|
1 | 82,288 | Regional Warehouse | |||||||||
|
Salt Lake City, UT
|
1 | 81,000 | Light Industrial | |||||||||
|
S. New Jersey
|
1 | 52,800 | Light Industrial | |||||||||
|
Toronto, ON
|
1 | 342,830 | Bulk Warehouse | |||||||||
|
Total
|
15 | 1,923,789 | ||||||||||
20
Table of Contents
Property
Acquisitions and Sales Subsequent to Year End
From January 1, 2010 to February 26, 2010, we sold two
industrial properties comprising approximately 0.2 million
square feet of GLA and several land parcels. Gross proceeds from
the sale of the two industrial properties and several land
parcels were approximately $27.4 million. There were no
industrial properties acquired during this period.
Tenant
and Lease Information
We have a diverse base of approximately 2,000 tenants engaged in
a wide variety of businesses including manufacturing, retail,
wholesale trade, distribution and professional services. Most
leases have an initial term of between three and six years and
provide for periodic rent increases that are either fixed or
based on changes in the Consumer Price Index. Industrial tenants
typically have net or
semi-net
leases and pay as additional rent their percentage of the
property’s operating costs, including the costs of common
area maintenance, property taxes and insurance. As of
December 31, 2009, approximately 82% of the GLA of our
in-service properties was leased, and no single tenant or group
of related tenants accounted for more than 2.6% of our rent
revenues, nor did any single tenant or group of related tenants
occupy more than 2.0% of the total GLA of our in-service
properties as of December 31, 2009.
Lease
Expirations(1)
The following table shows scheduled lease expirations for all
leases for our in-service properties as of December 31,
2009.
|
Number of
|
Percentage of
|
Annual Base Rent
|
Percentage of Total
|
|||||||||||||||||
|
Year of
|
Leases
|
GLA
|
GLA
|
Under Expiring
|
Annual Base Rent
|
|||||||||||||||
|
Expiration
|
Expiring | Expiring(2) | Expiring(2) | Leases(3) | Expiring(3) | |||||||||||||||
| (In thousands) | ||||||||||||||||||||
|
2010
|
600 | 11,839,452 | 21 | % | $ | 53,217 | 21 | % | ||||||||||||
|
2011
|
422 | 9,526,823 | 17 | % | 46,878 | 18 | % | |||||||||||||
|
2012
|
366 | 8,729,363 | 15 | % | 40,881 | 16 | % | |||||||||||||
|
2013
|
237 | 6,122,501 | 11 | % | 30,961 | 12 | % | |||||||||||||
|
2014
|
166 | 6,739,334 | 12 | % | 26,949 | 11 | % | |||||||||||||
|
2015
|
99 | 3,420,540 | 6 | % | 14,336 | 6 | % | |||||||||||||
|
2016
|
38 | 2,818,936 | 5 | % | 10,827 | 4 | % | |||||||||||||
|
2017
|
20 | 1,009,228 | 2 | % | 5,357 | 2 | % | |||||||||||||
|
2018
|
23 | 1,218,795 | 2 | % | 5,721 | 2 | % | |||||||||||||
|
2019
|
17 | 1,026,464 | 2 | % | 5,801 | 2 | % | |||||||||||||
|
Thereafter
|
22 | 4,132,774 | 7 | % | 14,544 | 6 | % | |||||||||||||
|
Total
|
2,010 | 56,584,210 | 100 | % | $ | 255,472 | 100 | % | ||||||||||||
| (1) | Includes leases that expire on or after December 31, 2009 and assumes tenants do not exercise existing renewal, termination or purchase options. | |
| (2) | Does not include existing vacancies of 12,589,317 aggregate square feet. | |
| (3) | Annualized base rent is calculated as monthly base rent (cash basis) per the terms of the lease, as of December 31, 2009, multiplied by 12. If free rent is granted, then the first positive rent value is used. Leases denominated in foreign currencies are translated using the currency exchange rate at December 31, 2009. |
21
Table of Contents
| Item 3. | Legal Proceedings |
We are involved in legal proceedings arising in the ordinary
course of business. All such proceedings, taken together, are
not expected to have a material impact on the results of
operations, financial position or liquidity of the Company.
| Item 4. | Reserved |
None.
| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
Market
Information
The following table sets forth for the periods indicated the
high and low closing prices per share and distributions declared
per share for our common stock, which trades on the New York
Stock Exchange under the trading symbol “FR.”
|
Distribution
|
||||||||||||
|
Quarter Ended
|
High | Low | Declared | |||||||||
|
December 31, 2009
|
$ | 5.95 | $ | 4.06 | $ | 0.0000 | ||||||
|
September 30, 2009
|
$ | 6.79 | $ | 3.68 | $ | 0.0000 | ||||||
|
June 30, 2009
|
$ | 6.30 | $ | 2.40 | $ | 0.0000 | ||||||
|
March 31, 2009
|
$ | 7.42 | $ | 1.91 | $ | 0.0000 | ||||||
|
December 31, 2008
|
$ | 28.39 | $ | 5.10 | $ | 0.2500 | ||||||
|
September 30, 2008
|
$ | 32.13 | $ | 21.94 | $ | 0.7200 | ||||||
|
June 30, 2008
|
$ | 32.68 | $ | 27.47 | $ | 0.7200 | ||||||
|
March 31, 2008
|
$ | 36.54 | $ | 28.83 | $ | 0.7200 | ||||||
We had 667 common stockholders of record registered with our
transfer agent as of February 26, 2010.
For tax purposes, 100% of our 2009 preferred stock dividends
qualified as capital gain income.
In order to comply with the REIT requirements of the Code, we
are generally required to make common share distributions and
preferred share dividends (other than capital gain
distributions) to our shareholders in amounts that together at
least equal i) the sum of a) 90% of our “REIT
taxable income” computed without regard to the dividends
paid deduction and net capital gains and b) 90% of net
income (after tax), if any, from foreclosure property, minus
ii) certain excess non-cash income. Under a recently issued
revenue procedure, the IRS will allow us to treat a stock
distribution to our shareholders in 2009, under a
stock-or-cash
election that meets specified conditions, including a minimum
10% cash distribution component, as a distribution qualifying
for the dividends paid deduction.
Our common share distribution policy is determined by our board
of directors and is dependent on multiple factors, including
cash flow and capital expenditure requirements, as well as
ensuring that we meet the minimum distribution requirements set
forth in the Code. We met the minimum distribution requirements
with the preferred distributions made with respect to 2009. For
2010, we intend to meet our minimum distribution requirements.
We plan to retain capital by distributing the minimum amount of
dividends required to maintain our REIT status. We did not pay a
common stock dividend in 2009 and may not pay dividends in 2010
depending on our taxable income. If, to maintain our REIT
status, we are required to pay common stock dividends with
respect to 2010, we may elect to do so by distributing a
combination of cash and common shares. Also, if we are not
required to pay preferred stock dividends to maintain our REIT
status, we may elect to suspend some or all preferred stock
dividends for one or more fiscal quarters, which would aid
compliance with the fixed charge coverage covenant under our
Unsecured Line of Credit.
22
Table of Contents
During 2009, the Operating Partnership did not issue any Units.
Subject to
lock-up
periods and certain adjustments, Units of the Operating
Partnership are convertible into common stock of the Company on
a
one-for-one
basis or cash at the option of the Company.
Equity
Compensation Plans
The following table sets forth information regarding our equity
compensation plans.
|
Number of Securities
|
Number of Securities
|
|||||||||||
|
to be Issued
|
Weighted-Average
|
Remaining Available
|
||||||||||
|
Upon Exercise of
|
Exercise Price of
|
for Further Issuance
|
||||||||||
|
Outstanding Options,
|
Outstanding Options,
|
Under Equity
|
||||||||||
|
Plan Category
|
Warrants and Rights | Warrants and Rights | Compensation Plans | |||||||||
|
Equity Compensation Plans Approved by Security Holders
|
— | — | 1,221,475 | |||||||||
|
Equity Compensation Plans Not Approved by Security Holders(1)
|
139,700 | $ | 31.89 | 186,640 | ||||||||
|
Total
|
139,700 | $ | 31.89 | 1,408,115 | ||||||||
| (1) | See Note 16 of the Notes to Consolidated Financial Statements contained herein for a description of the plan. |
23
Table of Contents
Performance
Graph*
The following graph provides a comparison of the cumulative
total stockholder return among the Company, the NAREIT Equity
REIT Total Return Index (the “NAREIT Index”) and the
Standard & Poor’s 500 Index (“S&P
500”). The comparison is for the periods from
December 31, 2004 to December 31, 2009 and assumes the
reinvestment of any dividends. The closing price for our Common
Stock quoted on the NYSE at the close of business on
December 31, 2004 was $40.73 per share. The NAREIT Index
includes REITs with 75% or more of their gross invested book
value of assets invested directly or indirectly in the equity
ownership of real estate. Upon written request, we will provide
stockholders with a list of the REITs included in the NAREIT
Index. The historical information set forth below is not
necessarily indicative of future performance. The following
graph was prepared at our request by Research Data Group, Inc.,
San Francisco, California.
COMPARISON
OF 5 YEAR CUMULATIVE TOTAL RETURN*
Among First Industrial Realty Trust, Inc., The S&P 500 Index
And The FTSE NAREIT Equity REITs Index
Among First Industrial Realty Trust, Inc., The S&P 500 Index
And The FTSE NAREIT Equity REITs Index
*$100 invested on 12/31/04 in stock or index, including
reinvestment of dividends.
Fiscal year ending December 31.
Fiscal year ending December 31.
Copyright
©
2010 S&P, a division of The McGraw-Hill Companies Inc. All
rights reserved.
| 12/04 | 12/05 | 12/06 | 12/07 | 12/08 | 12/09 | |||||||||||||||||||
|
FIRST INDUSTRIAL REALTY TRUST, INC.
|
$ | 100.00 | $ | 101.45 | $ | 131.97 | $ | 104.62 | $ | 25.42 | $ | 17.61 | ||||||||||||
|
S&P 500
|
100.00 | 104.91 | 121.48 | 128.16 | 80.74 | 102.11 | ||||||||||||||||||
|
FTSE NAREIT Equity REITs
|
100.00 | 112.16 | 151.49 | 127.72 | 79.53 | 101.79 | ||||||||||||||||||
* The information provided in this performance graph shall
not be deemed to be “soliciting material,” to be
“filed” or to be incorporated by reference into any
filing under the Securities Act of 1933 or the Securities
Exchange Act of 1934 unless specifically treated as such.
24
Table of Contents
| Item 6. | Selected Financial Data |
The following sets forth selected financial and operating data
for the Company on a historical consolidated basis. The
following data should be read in conjunction with the
Consolidated Financial Statements and Notes thereto and
Management’s Discussion and Analysis of Financial Condition
and Results of Operations included elsewhere in this
Form 10-K.
The historical statements of operations for the years ended
December 31, 2009, 2008, 2007, 2006 and 2005 include the
results of operations of the Company as derived from our audited
financial statements, adjusted for discontinued operations and
the implementation of new guidance relating to business
combinations, convertible debt, noncontrolling interests and
participating securities. The results of operations of
properties sold are presented in discontinued operations if they
met both of the following criteria: (a) the operations and
cash flows of the property have been (or will be) eliminated
from the ongoing operations of the Company as a result of the
disposition and (b) we will not have any significant
involvement in the operations of the property after the disposal
transaction. The historical balance sheet data and other data as
of December 31, 2009, 2008, 2007, 2006 and 2005 include the
balances of the Company as derived from our audited financial
statements.
|
(As Adjusted)
|
(As Adjusted)
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||||||||
| 12/31/09 | 12/31/08 | 12/31/07 | 12/31/06 | 12/31/05 | ||||||||||||||||
| (In thousands, except per share and property data) | ||||||||||||||||||||
|
Statement of Operations Data:
|
||||||||||||||||||||
|
Total Revenues
|
$ | 411,958 | $ | 514,321 | $ | 369,874 | $ | 293,769 | $ | 237,406 | ||||||||||
|
Interest Income
|
3,084 | 3,690 | 1,926 | 1,614 | 1,486 | |||||||||||||||
|
Mark-to-Market
Gain (Loss) on Settlement of Interest Rate Protection Agreements
|
3,667 | (3,073 | ) | — | (3,112 | ) | 811 | |||||||||||||
|
Property Expenses
|
(123,819 | ) | (121,737 | ) | (107,653 | ) | (96,691 | ) | (77,324 | ) | ||||||||||
|
General and Administrative Expense
|
(37,835 | ) | (84,896 | ) | (92,101 | ) | (77,497 | ) | (55,812 | ) | ||||||||||
|
Restructuring Costs
|
(7,806 | ) | (27,349 | ) | — | — | — | |||||||||||||
|
Impairment of Real Estate
|
(6,934 | ) | — | — | — | — | ||||||||||||||
|
Interest Expense
|
(115,421 | ) | (113,139 | ) | (120,894 | ) | (121,536 | ) | (108,339 | ) | ||||||||||
|
Amortization of Deferred Financing Costs
|
(3,030 | ) | (2,840 | ) | (3,171 | ) | (2,656 | ) | (2,125 | ) | ||||||||||
|
Depreciation and Other Amortization
|
(147,216 | ) | (156,070 | ) | (133,354 | ) | (112,426 | ) | (79,019 | ) | ||||||||||
|
Construction Expenses
|
(52,720 | ) | (139,539 | ) | (34,553 | ) | (10,263 | ) | (15,574 | ) | ||||||||||
|
Gain (Loss) from Early Retirement from Debt
|
34,562 | 2,749 | (393 | ) | — | 82 | ||||||||||||||
|
Equity in (Loss) Income of Joint Ventures
|
(6,470 | ) | (33,178 | ) | 30,045 | 30,673 | 3,699 | |||||||||||||
|
Income Tax Benefit
|
25,155 | 12,958 | 11,200 | 10,092 | 14,334 | |||||||||||||||
|
Loss from Continuing Operations
|
(22,825 | ) | (148,103 | ) | (79,074 | ) | (88,033 | ) | (80,375 | ) | ||||||||||
|
Income from Discontinued Operations (Including Gain on Sale of
Real Estate of $24,206, $172,167, $244,962, $213,442 and
$132,139 for the Years Ended December 31, 2009, 2008, 2007,
2006 and 2005, respectively)
|
28,596 | 187,351 | 283,950 | 260,605 | 184,344 | |||||||||||||||
|
Provision for Income Taxes Allocable to Discontinued Operations
(Including $1,462, $3,732, $36,032, $47,511 and $20,529
allocable to Gain on Sale of Real Estate for the Years Ended
December 31, 2009, 2008, 2007, 2006 and 2005, respectively)
|
(1,816 | ) | (4,887 | ) | (38,673 | ) | (51,312 | ) | (23,895 | ) | ||||||||||
|
Gain on Sale of Real Estate
|
374 | 12,008 | 9,425 | 6,071 | 29,550 | |||||||||||||||
|
Provision for Income Taxes Allocable to Gain on Sale of Real
Estate
|
(143 | ) | (3,782 | ) | (3,082 | ) | (2,119 | ) | (10,871 | ) | ||||||||||
|
Net Income
|
4,186 | 42,587 | 172,546 | 125,212 | 98,753 | |||||||||||||||
|
Less: Net Loss (Income) Attributable to the Noncontrolling
Interest
|
1,547 | (2,990 | ) | (18,841 | ) | (13,465 | ) | (11,649 | ) | |||||||||||
|
Net Income Attributable to First Industrial Realty Trust,
Inc.
|
5,733 | 39,597 | 153,705 | 111,747 | 87,104 | |||||||||||||||
|
Preferred Dividends
|
(19,516 | ) | (19,428 | ) | (21,320 | ) | (21,424 | ) | (10,688 | ) | ||||||||||
|
Redemption of Preferred Stock
|
— | — | (2,017 | ) | (672 | ) | — | |||||||||||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders and Participating Securities
|
$ | (13,783 | ) | $ | 20,169 | $ | 130,368 | $ | 89,651 | $ | 76,416 | |||||||||
|
Basic and Diluted Earnings Per Weighted Average Common Share
Outstanding:
|
||||||||||||||||||||
|
Loss from Continuing Operations Available to First Industrial
Realty Trust, Inc.’s Common Stockholders
|
$ | (0.78 | ) | $ | (3.23 | ) | $ | (1.90 | ) | $ | (2.10 | ) | $ | (1.48 | ) | |||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders
|
$ | (0.28 | ) | $ | 0.41 | $ | 2.90 | $ | 1.99 | $ | 1.75 | |||||||||
|
Distributions Per Share
|
$ | 0.00 | $ | 2.410 | $ | 2.850 | $ | 2.810 | $ | 2.785 | ||||||||||
|
Basic and Diluted Weighted Average Number of Common
Shares Outstanding
|
48,695 | 43,193 | 44,086 | 44,012 | 42,431 | |||||||||||||||
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|
(As Adjusted)
|
(As Adjusted)
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||||||||
| 12/31/09 | 12/31/08 | 12/31/07 | 12/31/06 | 12/31/05 | ||||||||||||||||
| (In thousands, except per share and property data) | ||||||||||||||||||||
|
Net Income
|
$ | 4,186 | $ | 42,587 | $ | 172,546 | $ | 125,212 | $ | 98,753 | ||||||||||
|
Comprehensive Income:
|
||||||||||||||||||||
|
Reclassification of Settlement of Interest Rate Protection
Agreements to Net Income
|
— | — | — | — | (159 | ) | ||||||||||||||
|
Mark-to-Market
of Interest Rate Protection Agreements, Net of Tax
|
(383 | ) | (8,676 | ) | 3,819 | (2,800 | ) | (1,414 | ) | |||||||||||
|
Amortization of Interest Rate Protection Agreements
|
796 | (792 | ) | (916 | ) | (912 | ) | (1,085 | ) | |||||||||||
|
Write-off of Unamortized Settlement Amounts of Interest Rate
Protection Agreements
|
523 | 831 | — | — | — | |||||||||||||||
|
Settlement of Interest Rate Protection Agreements
|
— | — | (4,261 | ) | (1,729 | ) | — | |||||||||||||
|
Foreign Currency Translation Adjustment, Net of Tax
|
1,503 | (2,792 | ) | 2,134 | — | — | ||||||||||||||
|
Comprehensive Income
|
6,625 | 31,158 | 173,322 | 119,771 | 96,095 | |||||||||||||||
|
Comprehensive Loss (Income) Attributable to Noncontrolling
Interest
|
1,299 | (1,599 | ) | (18,983 | ) | (12,767 | ) | (10,812 | ) | |||||||||||
|
Comprehensive Income Attributable to First Industrial Realty
Trust, Inc.
|
$ | 7,924 | $ | 29,559 | $ | 154,339 | $ | 107,004 | $ | 85,283 | ||||||||||
|
Balance Sheet Data (End of Period):
|
||||||||||||||||||||
|
Real Estate, Before Accumulated Depreciation
|
$ | 3,319,764 | $ | 3,385,597 | $ | 3,326,268 | $ | 3,219,728 | $ | 3,260,761 | ||||||||||
|
Real Estate, After Accumulated Depreciation
|
2,724,869 | 2,862,489 | 2,816,287 | 2,754,310 | 2,850,195 | |||||||||||||||
|
Real Estate Held for Sale, Net
|
37,305 | 21,117 | 37,875 | 115,961 | 16,840 | |||||||||||||||
|
Total Assets
|
3,204,586 | 3,223,501 | 3,257,888 | 3,224,215 | 3,226,243 | |||||||||||||||
|
Mortgage Loans Payable, Net, Unsecured Lines of Credit and
Senior Unsecured Debt, Net
|
1,998,332 | 2,032,635 | 1,940,747 | 1,827,155 | 1,813,702 | |||||||||||||||
|
Total Liabilities
|
2,130,339 | 2,232,785 | 2,177,832 | 2,041,370 | 2,020,361 | |||||||||||||||
|
Total Equity
|
1,074,247 | 990,716 | 1,080,056 | 1,182,845 | 1,205,882 | |||||||||||||||
|
Other Data:
|
||||||||||||||||||||
|
Cash Flow From Operating Activities
|
$ | 142,179 | $ | 71,185 | $ | 92,989 | $ | 59,551 | $ | 49,350 | ||||||||||
|
Cash Flow From Investing Activities
|
4,777 | 6,274 | 126,909 | 129,147 | (371,654 | ) | ||||||||||||||
|
Cash Flow From Financing Activities
|
32,724 | (79,754 | ) | (230,276 | ) | (180,800 | ) | 325,617 | ||||||||||||
|
Total In-Service Properties
|
783 | 728 | 804 | 858 | 884 | |||||||||||||||
|
Total In-Service GLA, in Square Feet
|
69,173,527 | 60,580,250 | 64,028,533 | 68,610,505 | 70,193,161 | |||||||||||||||
|
In-Service Occupancy Percentage
|
82 | % | 92 | %* | 95 | %* | 94 | %* | 92 | %* | ||||||||||
| * | Percentage is calculated under the in-service definition in place as of the respective year end. |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations |
The following discussion should be read in conjunction with
“Selected Financial Data” and the Consolidated
Financial Statements and Notes thereto appearing elsewhere in
this
Form 10-K.
In addition, the following discussion contains certain
forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. We
intend such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in
the Private Securities Litigation Reform Act of 1995 and are
including this statement for purposes of complying with those
safe harbor provisions. Forward-looking statements, which are
based on certain assumptions and describe future plans,
strategies and expectations of the Company, are generally
identifiable by use of the words “believe,”
“expect,” “intend,” “anticipate,”
“estimate,” “project,” “seek,”
“target,” “potential,” “focus,”
“may,” “should” or similar expressions. Our
ability to predict results or the actual effect of future plans
or strategies is inherently uncertain. Factors which could have
a materially adverse effect on our operations and future
prospects include, but are not limited to: changes in national,
international, regional and local economic conditions generally
and real estate markets specifically; changes in
legislation/regulation (including changes to laws governing the
taxation of REITs) and actions of regulatory authorities
(including the IRS); our ability to qualify and maintain our
status as a REIT; the availability and attractiveness of
financing (including both public and private capital) to us and
to our potential counterparties; the availability and
attractiveness of terms of additional debt repurchases; interest
rates; our credit agency ratings; our ability to comply with
applicable financial covenants; competition; changes in supply
and demand for industrial properties (including land, the supply
and demand for which is inherently more volatile than other
types of industrial property) in the Company’s current and
proposed market areas; difficulties in consummating acquisitions
and dispositions; risks related to our investments in properties
through joint ventures; environmental liabilities; slippages in
development or
lease-up
schedules; tenant creditworthiness;
higher-than-expected
costs; changes in asset valuations and related impairment
charges; changes in general accounting principles,
26
Table of Contents
policies and guidelines applicable to REITs; international
business risks and those additional factors described in
Item 1A, “Risk Factors” and in our other filings
with the Securities and Exchange Commission (the
“SEC”). We caution you not to place undue reliance on
forward looking statements, which reflect our outlook only and
speak only as of the date of this report or the dates indicated
in the statements. We assume no obligation to update or
supplement forward-looking statements.
The Company was organized in the state of Maryland on
August 10, 1993. We are a REIT, as defined in the Code. We
began operations on July 1, 1994. Our interests in our
properties and land parcels are held through partnerships,
corporations, and limited liability companies controlled,
directly or indirectly, by us, including First Industrial, L.P.
(the “Operating Partnership”), of which we are the
sole general partner, and through the old TRS prior to
September 1, 2009, and FI LLC, the new TRS and FRIP
subsequent to September 1, 2009. We also conduct operations
through other partnerships, corporations, and limited liability
companies, the operating data of which, together with that of
the Operating Partnership, FI LLC, FRIP and the TRSs, are
consolidated with that of the Company, as presented herein.
We also own noncontrolling equity interests in, and provide
services to, seven joint ventures whose purpose is to invest in
industrial properties (the “2003 Net Lease Joint
Venture,” the “2005 Development/Repositioning Joint
Venture,” the “2005 Core Joint Venture,” the
“2006 Net Lease Co-Investment Program,” the “2006
Land/Development Joint Venture,” the “2007 Canada
Joint Venture,” and the “2007 Europe Joint
Venture”; together the “Joint Ventures”). The
Joint Ventures are accounted for under the equity method of
accounting. The 2007 Europe Joint Venture does not own any
properties.
The operating data of our Joint Ventures is not consolidated
with that of the Company as presented herein.
We believe our financial condition and results of operations
are, primarily, a function of our performance and our Joint
Ventures’ performance in four key areas: leasing of
industrial properties, acquisition and development of additional
industrial properties, disposition of industrial properties,
debt reduction and access to external capital.
We generate revenue primarily from rental income and tenant
recoveries from long-term (generally three to six years)
operating leases of our industrial properties and our Joint
Ventures’ industrial properties. Such revenue is offset by
certain property specific operating expenses, such as real
estate taxes, repairs and maintenance, property management,
utilities and insurance expenses, along with certain other costs
and expenses, such as depreciation and amortization costs and
general and administrative and interest expenses. Our revenue
growth is dependent, in part, on our ability to
(i) increase rental income, through increasing either or
both occupancy rates and rental rates at our properties and our
Joint Ventures’ properties, (ii) maximize tenant
recoveries and (iii) minimize operating and certain other
expenses. Revenues generated from rental income and tenant
recoveries are a significant source of funds, in addition to
income generated from gains/losses on the sale of our properties
and our Joint Ventures’ properties (as discussed below),
for our liquidity. The leasing of property, in general, and
occupancy rates, rental rates, operating expenses and certain
non-operating expenses, in particular, are impacted, variously,
by property specific, market specific, general economic and
other conditions, many of which are beyond our control. The
leasing of property also entails various risks, including the
risk of tenant default. If we were unable to maintain or
increase occupancy rates and rental rates at our properties and
our Joint Ventures’ properties or to maintain tenant
recoveries and operating and certain other expenses consistent
with historical levels and proportions, our revenue would
decline. Further, if a significant number of our tenants and our
Joint Ventures’ tenants were unable to pay rent (including
tenant recoveries) or if we or our Joint Ventures were unable to
rent our properties on favorable terms, our financial condition,
results of operations, cash flow and ability to pay dividends
on, and the market price of, our common stock would be adversely
affected.
Our revenue growth is also dependent, in part, on our ability
and our Joint Ventures’ ability to acquire existing, and
acquire and develop new, additional industrial properties on
favorable terms. The Company itself, and through our various
Joint Ventures, seeks to identify opportunities to acquire
existing industrial properties on favorable terms, and, when
conditions permit, also seeks to identify opportunities to
acquire and develop new industrial properties on favorable
terms. Existing properties, as they are acquired, and acquired
and developed properties, as they are leased, generate revenue
from rental income, tenant recoveries and fees, income from
which, as discussed above, is a source of funds for our
distributions. The acquisition and
27
Table of Contents
development of properties is impacted, variously, by property
specific, market specific, general economic and other
conditions, many of which are beyond our control. The
acquisition and development of properties also entails various
risks, including the risk that our investments and our Joint
Ventures’ investments may not perform as expected. For
example, acquired existing and acquired and developed new
properties may not sustain
and/or
achieve anticipated occupancy and rental rate levels. With
respect to acquired and developed new properties, we may not be
able to complete construction on schedule or within budget,
resulting in increased debt service expense and construction
costs and delays in leasing the properties. Also, we, as well as
our Joint Ventures, face significant competition for attractive
acquisition and development opportunities from other
well-capitalized real estate investors, including both
publicly-traded REITs and private investors. Further, as
discussed below, we and our Joint Ventures may not be able to
finance the acquisition and development opportunities we
identify. If we and our Joint Ventures were unable to acquire
and develop sufficient additional properties on favorable terms,
or if such investments did not perform as expected, our revenue
growth would be limited and our financial condition, results of
operations, cash flow and ability to pay dividends on, and the
market price of, our common stock would be adversely affected.
We also generate income from the sale of our properties and our
Joint Ventures’ properties (including existing buildings,
buildings which we or our Joint Ventures have developed or
re-developed on a merchant basis and land). The gain/loss on,
and fees from, the sale of such properties are included in our
income and can be a significant source of funds, in addition to
revenues generated from rental income and tenant recoveries, for
our operations. Currently, a significant portion of our proceeds
from sales are being used to repay outstanding debt. Market
conditions permitting, however, a significant portion of our
proceeds from such sales may also be used to fund the
acquisition of existing, and the acquisition and development of
new, industrial properties. The sale of properties is impacted,
variously, by property specific, market specific, general
economic and other conditions, many of which are beyond our
control. The sale of properties also entails various risks,
including competition from other sellers and the availability of
attractive financing for potential buyers of our properties and
our Joint Ventures’ properties. Further, our ability to
sell properties is limited by safe harbor rules applying to
REITs under the Code which relate to the number of properties
that may be disposed of in a year, their tax bases and the cost
of improvements made to the properties, along with other tests
which enable a REIT to avoid punitive taxation on the sale of
assets. If we and our Joint Ventures were unable to sell
properties on favorable terms, our income growth would be
limited and our financial condition, results of operations, cash
flow and ability to pay dividends on, and the market price of,
our common stock would be adversely affected.
We utilize a portion of the net sales proceeds from property
sales, borrowings under our unsecured line of credit (the
“Unsecured Line of Credit”) and proceeds from the
issuance when and as warranted, of additional debt and equity
securities to finance future acquisitions and developments,
refinance debt and to fund our equity commitments to our Joint
Ventures. Access to external capital on favorable terms plays a
key role in our financial condition and results of operations,
as it impacts our cost of capital and our ability and cost to
refinance existing indebtedness as it matures and to fund
acquisitions, developments and contributions to our Joint
Ventures or through the issuance, when and as warranted, of
additional equity securities. Our ability to access external
capital on favorable terms is dependent on various factors,
including general market conditions, interest rates, credit
ratings on our capital stock and debt, the market’s
perception of our growth potential, our current and potential
future earnings and cash distributions and the market price of
our capital stock. If we were unable to access external capital
on favorable terms, our financial condition, results of
operations, cash flow and ability to pay dividends on, and the
market price of, our common stock would be adversely affected.
Current
Business Risks and Uncertainties
The real estate markets have been significantly impacted by the
disruption of the global credit markets. The current recession
has resulted in downward pressure on our net operating income
and has impaired our ability to sell properties.
Our Unsecured Line of Credit and the indentures under which our
senior unsecured indebtedness is, or may be, issued contain
certain financial covenants, including, among other things,
coverage ratios and limitations on our ability to incur total
indebtedness and secured and unsecured indebtedness. Consistent
with
28
Table of Contents
our prior practice, we will, in the future, continue to
interpret and certify our performance under these covenants in a
good faith manner that we deem reasonable and appropriate.
However, these financial covenants are complex and there can be
no assurance that these provisions would not be interpreted by
our lenders in a manner that could impose and cause us to incur
material costs. Any violation of these covenants would subject
us to higher finance costs and fees, or accelerated maturities.
In addition, our credit facilities and senior debt securities
contain certain cross-default provisions, which are triggered in
the event that our other material indebtedness is in default.
Under the Unsecured Line of Credit, an event of default can also
occur if the lenders, in their good faith judgment, determine
that a material adverse change has occurred which could prevent
timely repayment or materially impair our ability to perform our
obligations under the loan agreement.
We believe that we were in compliance with our financial
covenants as of December 31, 2009, and we anticipate that
we will be able to operate in compliance with our financial
covenants throughout 2010 based upon our earnings projections.
Our belief that we will continue to meet our financial covenants
through 2010 is based on internal projections of EBITDA, as
defined in our Unsecured Line of Credit and our unsecured notes,
which include a number of assumptions, including, among others,
assumptions regarding occupancy rates, tenant retention and
rental rates as well as internal projections of interest expense
and preferred dividends. However, our ability to meet our
financial covenants may be reduced if economic and credit market
conditions limit our property sales and reduce our net operating
income below our projections. We plan to enhance our liquidity,
and reduce our indebtedness, through a combination of capital
retention, mortgage and equity financings, asset sales and debt
reduction.
| • | Capital Retention — We plan to retain capital by distributing the minimum amount of dividends required to maintain our REIT status. We did not pay a common stock dividend in 2009 and may not pay dividends in 2010 depending on our taxable income. If, to maintain our REIT status, we are required to pay common stock dividends with respect to 2010, we may elect to do so by distributing a combination of cash and common shares. Also, if we are not required to pay preferred stock dividends to maintain our REIT status, we may elect to suspend some or all preferred stock dividends for one or more fiscal quarters, which would aid compliance with the fixed charge coverage covenant under our Unsecured Line of Credit. | |
| • | Mortgage Financing — During the year ended December 31, 2009, we originated $339.8 million in mortgage financings with maturities ranging from September 2012 to January 2020 and interest rates ranging from 6.42% to 7.87% (see Note 6 to the Consolidated Financial Statements). We believe these mortgage financings comply with all covenants contained in our Unsecured Line of Credit and our senior debt securities, including coverage ratios and total indebtedness, total unsecured indebtedness and total secured indebtedness limitations. We continue to engage various lenders regarding the origination of additional mortgage financings and the terms and conditions thereof. To the extent additional mortgage financing is originated, we expect the proceeds received will be used to pay down our other debt. No assurances can be made that additional mortgage financing will be obtained. | |
| • | Equity Financing — During the year ended December 31, 2009, we sold 3,034,120 shares of the Company’s common stock, generating approximately $15.9 million in net proceeds, under the direct stock purchase component of the DRIP. On October 5, 2009, we sold in an underwritten public offering 13,635,700 shares of the Company’s common stock at a price to the public of $5.25 per share. Total proceeds to us, net of underwriters’ discount and total expenses, were $67.8 million (see Note 7 to the Consolidated Financial Statements). We may opportunistically access the equity markets again, subject to contractual restrictions, and may continue to issue shares under the direct stock purchase component of the DRIP. To the extent additional equity offerings occur, we expect to use the proceeds received to reduce our indebtedness. | |
| • | Asset Sales — During the year ended December 31, 2009, we sold 15 industrial properties and several land parcels for gross proceeds of $100.2 million (see Note 9 to the Consolidated Financial Statements). We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale throughout 2010. We expect to use sales |
29
Table of Contents
| proceeds to pay down additional debt. If we are unable to sell properties on an advantageous basis, this may impair our liquidity and our ability to meet our financial covenants. |
| • | Debt Reduction — During the year ended December 31, 2009, we repurchased $271.5 million of our senior unsecured notes (including $19.3 million of our 2009 Notes prior to their repayment at maturity on June 15, 2009) (see Note 6 to the Consolidated Financial Statements). On February 8, 2010, we consummated a tender offer pursuant to which we purchased $72.7 million of our 2011 Notes, $66.2 million of our 2012 Notes and $21.1 million of our 2014. In connection with the tender offer, we will recognize approximately $0.4 million as gain on early retirement of debt. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, future tax liability and results of operations. |
Although we believe we will be successful in meeting our
liquidity needs and maintaining compliance with our debt
covenants through a combination of capital retention, mortgage
and equity financings, asset sales and debt repurchases, if we
were to be unsuccessful in executing one or more of the
strategies outlined above, our financial condition and operating
results would be materially adversely affected.
CRITICAL
ACCOUNTING POLICIES
Our significant accounting policies are described in more detail
in Note 4 to the consolidated financial statements. We
believe the following critical accounting policies affect our
more significant judgments and estimates used in the preparation
of our consolidated financial statements.
| • | We maintain an allowance for doubtful accounts which is based on estimates of potential losses which could result from the inability of our tenants to satisfy outstanding billings with us. The allowance for doubtful accounts is an estimate based on our assessment of the creditworthiness of our tenants. | |
| • | Properties are classified as held for sale when all criteria within the Financial Accounting Standards Board’s (the “FASB”) guidance relating to the disposal of long lived assets are met for such properties. When properties are classified as held for sale, we cease depreciating the properties and estimate the values of such properties and measure them at the lower of depreciated cost or fair value, less costs to dispose. If circumstances arise that were previously considered unlikely, and, as a result, we decide not to sell a property previously classified as held for sale, we will reclassify such property as held and used. We estimate the value of such property and measure it at the lower of its carrying amount (adjusted for any depreciation and amortization expense that would have been recognized had the property been continuously classified as held and used) or fair value at the date of the subsequent decision not to sell. Fair value is determined by deducting from the estimated sales price of the property the estimated costs to close the sale. | |
| • | We review our properties on a periodic basis for possible impairment and provide a provision if impairments are determined. We utilize the guidelines established under the FASB’s guidance for accounting for the impairment of long lived assets to determine if impairment conditions exist. We review the expected undiscounted cash flows of each property to determine if there are any indications of impairment. If the expected undiscounted cash flows of a particular property are less than the net book basis of the property, we will recognize an impairment charge equal to the amount of carrying value of the property that exceeds the fair value of the property. Fair value is determined by discounting the future expected cash flows of the property. The preparation of the undiscounted cash flows and the calculation of fair value involve subjective assumptions such as estimated occupancy, rental rates, ultimate residual value and hold period. The discount rate used to present value the cash flows for determining fair value is also subjective. | |
| • | We analyze our investments in Joint Ventures to determine whether the joint venture should be accounted for under the equity method of accounting or consolidated into our financial statements based on standards set forth under the FASB’s guidance relating to the consolidation of variable interest entities. Based on the guidance set forth in these pronouncements, we do not consolidate any of our |
30
Table of Contents
| joint venture investments because either the joint venture has been determined to be a variable interest entity but we are not the primary beneficiary or the joint venture has been determined not to be a variable interest entity and we lack control of the joint venture. Our assessment of whether we are the primary beneficiary of a variable interest entity involves the consideration of various factors including the form of our ownership interest, our representation on the entity’s governing body, the size of our investment and future cash flows of the entity. |
| • | On a periodic basis, we assess whether there are any indicators that the value of our investments in Joint Ventures may be impaired. An investment is impaired only if our estimate of the value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. To the extent impairment has occurred, the loss shall be measured as the excess of the carrying amount of the investment over the fair value of the investment. Our estimates of fair value for each investment are based on a number of subjective assumptions that are subject to economic and market uncertainties including, among others, demand for space, market rental rates and operating costs, the discount rate used to value the cash flows of the properties and the discount rate used to value the Joint Ventures’ debt. | |
| • | We capitalize (direct and certain indirect) costs incurred in developing, renovating, acquiring and rehabilitating real estate assets as part of the investment basis. Costs incurred in making certain other improvements are also capitalized. During the land development and construction periods, we capitalize interest costs, real estate taxes and certain general and administrative costs of the personnel performing development, renovations or rehabilitation up to the time the property is substantially complete. The determination and calculation of certain costs requires estimates by us. Amounts included in capitalized costs are included in the investment basis of real estate assets. | |
| • | We are engaged in the acquisition of individual properties as well as multi-property portfolios. We are required to allocate purchase price between land, building, tenant improvements, leasing commissions, in-place leases, tenant relationship and above and below market leases. Above-market and below-market lease values for acquired properties are recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) our estimate of fair market lease rents for each corresponding in-place lease. Acquired above and below market leases are amortized over the remaining non-cancelable terms of the respective leases as an adjustment to rental income. In-place lease and tenant relationship values for acquired properties are recorded based on our evaluation of the specific characteristics of each tenant’s lease and our overall relationship with the respective tenant. The value allocated to in-place lease intangible assets is amortized to depreciation and amortization expense over the remaining lease term of the respective lease. The value allocated to tenant relationship is amortized to depreciation and amortization expense over the expected term of the relationship, which includes an estimate of the probability of lease renewal and its estimated term. We also must allocate purchase price on multi-property portfolios to individual properties. The allocation of purchase price is based on our assessment of various characteristics of the markets where the property is located and the expected cash flows of the property. | |
| • | In the preparation of our consolidated financial statements, significant management judgment is required to estimate our current and deferred income tax liabilities, and our compliance with REIT qualification requirements. Our estimates are based on our interpretation of tax laws. These estimates may have an impact on the income tax expense recognized. Adjustments may be required by a change in assessment of our deferred income tax assets and liabilities, changes due to audit adjustments by federal and state tax authorities, our inability to qualify as a REIT, and changes in tax laws. Adjustments required in any given period are included within the income tax provision. | |
| • | In assessing the need for a valuation allowance against our deferred tax assets, we estimate future taxable income, considering the feasibility of ongoing tax planning strategies and the realizability of tax loss carryforwards. In the event we were to determine that we would not be able to realize all or a portion of our deferred tax assets in the future, we would reduce such amounts through a charge to |
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Table of Contents
| income in the period in which that determination is made. Conversely, if we were to determine that we would be able to realize our deferred tax assets in the future in excess of the net carrying amounts, we would decrease the recorded valuation allowance through an increase to income in the period in which that determination is made. |
RESULTS
OF OPERATIONS
Comparison
of Year Ended December 31, 2009 to Year Ended
December 31, 2008
Our net (loss) income available to First Industrial Realty
Trust, Inc.’s common stockholders and participating
securities was $(13.8) million and $20.2 million for
the years ended December 31, 2009 and 2008, respectively.
Basic and diluted net (loss) income available to First
Industrial Realty Trust, Inc.’s common stockholders were
$(0.28) per share for the year ended December 31, 2009 and
$0.41 per share for the year ended December 31, 2008.
The tables below summarize our revenues, property and
construction expenses and depreciation and other amortization by
various categories for the years ended December 31, 2009
and December 31, 2008. Same store properties are properties
owned prior to January 1, 2008 and held as an operating
property through December 31, 2009 and developments and
redevelopments that were placed in service prior to
January 1, 2008 or were substantially completed for the
12 months prior to January 1, 2008. Properties which
are at least 75% occupied at acquisition are placed in service.
All other properties are placed in service as they reach the
earlier of a) stabilized occupancy (generally defined as
90% occupied), or b) one year subsequent to acquisition or
development completion. Acquired properties are properties that
were acquired subsequent to December 31, 2007 and held as
an operating property through December 31, 2009. Sold
properties are properties that were sold subsequent to
December 31, 2007. (Re)Developments and land are land
parcels and developments and redevelopments that were not:
a) substantially complete 12 months prior to
January 1, 2008 or b) stabilized prior to
January 1, 2008. Other revenues are derived from the
operations of our maintenance company, fees earned from our
Joint Ventures and other miscellaneous revenues. Construction
revenues and expenses represent revenues earned and expenses
incurred in connection with the old TRS acting as general
contractor or development manager to construct industrial
properties, including industrial properties for the 2006
Development/Repositioning Joint Venture, and also include
revenues and expenses related to the development of properties
for third parties. Other expenses are derived from the
operations of our maintenance company and other miscellaneous
regional expenses.
Our future financial condition and results of operations,
including rental revenues, may be impacted by the future
acquisition and sale of properties. Our future revenues and
expenses may vary materially from historical rates.
For the years ended December 31, 2009 and December 31,
2008, the occupancy rates of our same store properties were
84.2% and 88.6%, respectively.
32
Table of Contents
| 2009 | 2008 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
REVENUES
|
||||||||||||||||
|
Same Store Properties
|
$ | 291,812 | $ | 310,791 | $ | (18,979 | ) | (6.1 | )% | |||||||
|
Acquired Properties
|
28,594 | 15,202 | 13,392 | 88.1 | % | |||||||||||
|
Sold Properties
|
5,458 | 38,208 | (32,750 | ) | (85.7 | )% | ||||||||||
|
(Re)Developments and Land, Not Included Above
|
23,043 | 14,894 | 8,149 | 54.7 | % | |||||||||||
|
Other
|
17,558 | 28,893 | (11,335 | ) | (39.2 | )% | ||||||||||
| $ | 366,465 | $ | 407,988 | $ | (41,523 | ) | (10.2 | )% | ||||||||
|
Discontinued Operations
|
(9,464 | ) | (40,966 | ) | 31,502 | (76.9 | )% | |||||||||
|
Subtotal Revenues
|
$ | 357,001 | $ | 367,022 | $ | (10,021 | ) | (2.7 | )% | |||||||
|
Construction Revenues
|
54,957 | 147,299 | (92,342 | ) | (62.7 | )% | ||||||||||
|
Total Revenues
|
$ | 411,958 | $ | 514,321 | $ | (102,363 | ) | (19.9 | )% | |||||||
Revenues from same store properties decreased $19.0 million
due primarily to a decrease in occupancy and a decrease in
tenant recoveries due to a decrease in property expenses.
Revenues from acquired properties increased $13.4 million
due to the 26 industrial properties acquired subsequent to
December 31, 2007 totaling approximately 3.1 million
square feet of GLA, as well as acquisitions of land parcels in
September and October 2008 for which we receive ground rents.
Revenues from sold properties decreased $32.8 million due
to the 129 industrial properties sold subsequent to
December 31, 2007 totaling approximately 11.1 million
square feet of GLA. Revenues from (re)developments and land
increased $8.1 million primarily due to an increase in
occupancy. Other revenues decreased $11.3 million due
primarily to a decrease in development fees earned from our
Joint Ventures and a decrease in fees earned related to us
assigning our interest in certain purchase contracts to third
parties for consideration. Construction revenues decreased
$92.3 million primarily due to the substantial completion
of certain development projects for which we were acting in the
capacity of development manager, offset by a development project
that commenced in August 2008 for which we are acting in the
capacity of development manager.
| 2009 | 2008 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
PROPERTY AND CONSTRUCTION EXPENSES
|
||||||||||||||||
|
Same Store Properties
|
$ | 95,140 | $ | 101,999 | $ | (6,859 | ) | (6.7 | )% | |||||||
|
Acquired Properties
|
6,852 | 3,324 | 3,528 | 106.1 | % | |||||||||||
|
Sold Properties
|
1,437 | 12,428 | (10,991 | ) | (88.4 | )% | ||||||||||
|
(Re) Developments and Land, Not Included Above
|
8,588 | 7,444 | 1,144 | 15.4 | % | |||||||||||
|
Other
|
14,229 | 10,422 | 3,807 | 36.5 | % | |||||||||||
| $ | 126,246 | $ | 135,617 | $ | (9,371 | ) | (8.6 | )% | ||||||||
|
Discontinued Operations
|
(2,427 | ) | (13,880 | ) | 11,453 | (82.5 | )% | |||||||||
|
Property Expenses
|
$ | 123,819 | $ | 121,737 | $ | 2,082 | 1.7 | % | ||||||||
|
Construction Expenses
|
52,720 | 139,539 | (86,819 | ) | (62.2 | )% | ||||||||||
|
Total Property and Construction Expenses
|
$ | 176,539 | $ | 261,276 | $ | (84,737 | ) | (32.4 | )% | |||||||
Property expenses include real estate taxes, repairs and
maintenance, property management, utilities, insurance and other
property related expenses. Property expenses from same store
properties decreased $6.9 million due primarily to a
decrease in real estate tax expense and repairs and maintenance
expense. Property expenses from acquired properties increased
$3.5 million due to properties acquired subsequent to
December 31, 2007. Property expenses from sold properties
decreased $11.0 million due to properties sold
33
Table of Contents
subsequent to December 31, 2007. Property expenses from
(re)developments and land increased $1.1 million due to an
increase in the substantial completion of developments. Expenses
are no longer capitalized to the basis of a property once the
development is substantially complete. The $3.8 million
increase in other expense is primarily attributable to an
increase in incentive compensation. Construction expenses
decreased $86.8 million primarily due to the substantial
completion of certain development projects for which we were
acting in the capacity of development manager, offset by a
development project that commenced in August 2008 for which we
are acting in the capacity of development manager.
General and administrative expense decreased $47.1 million,
or 55.4%, due primarily to a decrease in compensation resulting
from the reduction in employee headcount occurring in 2008 and
during 2009 as well as a decrease in professional services,
marketing, travel and entertainment expenses and costs
associated with the pursuit of acquisitions of real estate that
were abandoned.
We committed to a plan to reduce organizational and overhead
costs in October 2008 and have subsequently modified that plan
with the goal of further reducing these costs. On
February 25 and September 25, 2009, we committed to
additional modifications to the plan consisting of further
organizational and overhead cost reductions. For the year ended
December 31, 2009, we recorded as restructuring costs a
pre-tax charge of $7.8 million to provide for employee
severance and benefits ($5.2 million), costs associated
with the termination of certain office leases
($1.9 million) and other costs ($0.7 million)
associated with implementing the restructuring plan. Due to the
nature of certain expenses, we expect to record a total of
approximately $0.7 million of additional restructuring
charges in subsequent quarters. We also anticipate a continued
reduction of general and administrative expense in 2010 compared
to 2009 as a result of the employee terminations and office
closings that have been a part of our restructuring plan in 2009.
For the year ended December 31, 2008, we incurred
$27.3 million in restructuring charges related to employee
severance and benefits ($24.8 million), costs associated
with the termination of certain office leases
($1.2 million) and contract cancellation and other costs
($1.3 million) related to our restructuring plan to reduce
overhead costs.
In connection with our periodic review of the carrying values of
our properties and due to continuing softness of the economy in
certain markets, we determined in the third quarter of 2009 that
an impairment loss in the amount of $6.9 million should be
recorded on one property in the Inland Empire market. The
non-cash impairment charge is based upon the difference between
the fair value of the property and its carrying value.
Additional impairments may be necessary in the future in the
event that market conditions continue to deteriorate and impact
the factors used to estimate fair value.
| 2009 | 2008 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
DEPRECIATION AND OTHER AMORTIZATION
|
||||||||||||||||
|
Same Store Properties
|
$ | 120,865 | $ | 135,553 | $ | (14,688 | ) | (10.8 | )% | |||||||
|
Acquired Properties
|
13,657 | 11,038 | 2,619 | 23.7 | % | |||||||||||
|
Sold Properties
|
2,000 | 11,173 | (9,173 | ) | (82.1 | )% | ||||||||||
|
(Re) Developments and Land, Not Included Above
|
11,149 | 7,951 | 3,198 | 40.2 | % | |||||||||||
|
Corporate Furniture, Fixtures and Equipment
|
2,192 | 2,257 | (65 | ) | (2.9 | )% | ||||||||||
| $ | 149,863 | $ | 167,972 | $ | (18,109 | ) | (10.8 | )% | ||||||||
|
Discontinued Operations
|
(2,647 | ) | (11,902 | ) | 9,255 | (77.8 | )% | |||||||||
|
Total Depreciation and Other Amortization
|
$ | 147,216 | $ | 156,070 | $ | (8,854 | ) | (5.7 | )% | |||||||
Depreciation and other amortization for same store properties
decreased $14.7 million due primarily to accelerated
depreciation and amortization taken during the year ended
December 31, 2008 attributable to certain tenants who
terminated their lease early. Depreciation and other
amortization from acquired properties increased
$2.6 million due to properties acquired subsequent to
December 31, 2007. Depreciation and other
34
Table of Contents
amortization from sold properties decreased $9.2 million
due to properties sold subsequent to December 31, 2007.
Depreciation and other amortization for (re)developments and
land and other increased $3.2 million due primarily to an
increase in the substantial completion of developments.
Interest income decreased $0.6 million, or 16.4%, due
primarily to a decrease in the weighted average interest rate
earned on our cash accounts during the year ended
December 31, 2009, as compared to the year ended
December 31, 2008, partially offset by an increase in the
weighted average mortgage loans receivable balance outstanding
for the year ended December 31, 2009.
Interest expense increased $2.3 million, or 2.0%, primarily
due to an increase in the weighted average debt balance
outstanding for the year ended December 31, 2009
($2,050.5 million), as compared to the year ended
December 31, 2008 ($2,026.5 million) and a decrease in
capitalized interest for the year ended December 31, 2009
due to a decrease in development activities, partially offset by
a decrease in the weighted average interest rate for the year
ended December 31, 2009 (5.64%), as compared to the year
ended December 31, 2008 (5.97%) .
Amortization of deferred financing costs increased
$0.2 million, or 6.7%, due primarily to loan fees related
to $339.8 million in mortgage loan payables we obtained
during the year ended December 31, 2009, partially offset
by the write-off of loan fees related to the repurchase and
retirement of certain of our senior unsecured debt.
In October 2008, we entered into an interest rate swap agreement
(the “Series F Agreement”) to mitigate our
exposure to floating interest rates related to the coupon reset
of the Company’s Series F Preferred Stock. The
Series F Agreement has a notional value of
$50.0 million and is effective from April 1, 2009
through October 1, 2013. The Series F Agreement fixes
the
30-year
U.S. Treasury rate at 5.2175%. We recorded
$3.2 million in mark to market gain, offset by
$0.5 million payments, which is included in
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements for the year
ended December 31, 2009. We recorded $3.1 million in
mark to market loss which is included in
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements for the year
ended December 31, 2008.
In January 2008, we entered into two forward starting swaps each
with a notional value of $59.8 million, which fixed the
interest rate on forecasted debt offerings. We designated both
swaps as cash flow hedges. The rates on the forecasted debt
issuances underlying the swaps locked on March 20, 2009
(the “Forward Starting Agreement 1”) and on
April 6, 2009 (the “Forward Starting Agreement
2”), and as such, the swaps ceased to qualify for hedge
accounting. The change in value of Forward Starting Agreement 1
and Forward Starting Agreement 2 from the respective day the
interest rate on the underlying debt locked until settlement is
$1.0 million and is included in
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements for the year
ended December 31, 2009.
For the years ended December 31, 2009 and 2008, we
recognized a net gain from early retirement of debt of
$34.6 million and $2.7 million, respectively, due to
the partial repurchase of certain series of our senior unsecured
debt.
Equity in loss of Joint Ventures decreased approximately
$26.7 million, or 80.5%, due primarily to a decrease in
impairment loss during the year ended December 31, 2009 as
compared to the twelve months ended December 31, 2008.
During 2008, we recorded impairment losses of
$25.8 million, $10.1 million, $3.2 million,
$2.2 million and $1.2 million related to the 2005
Development/Repositioning Joint Venture, 2006 Land/Development
Joint Venture, the 2005 Core Joint Venture, the 2006 Net Lease
Co-Investment Program and the 2003 Net Lease Joint Venture,
respectively. During 2009, we recorded impairment losses of
$5.6 million and $1.6 million related to the 2006 Net
Lease Co-Investment Program and the 2003 Net Lease Joint
Venture, respectively. The decrease in impairment loss recorded
is offset by a decrease in our pro rata share of gain on sale of
real estate and earn outs on property sales from the 2005 Core
Joint Venture and from the 2005 Development/Repositioning Joint
Venture during the year ended December 31, 2009 as compared
to the year ended December 31, 2008.
The income tax benefit (included in continuing operations,
discontinued operations and gain on sale) increased
$18.9 million, or 440.8%, due primarily to a loss carryback
generated from the tax liquidation of the
35
Table of Contents
old TRS and a decrease in state income taxes due to the reversal
of prior tax expense related to a favorable court decision on
business loss carryforwards in the State of Michigan.
The following table summarizes certain information regarding the
industrial properties included in our discontinued operations
for the years ended December 31, 2009 and December 31,
2008.
| 2009 | 2008 | |||||||
| ($ in 000’s) | ||||||||
|
Total Revenues
|
$ | 9,464 | $ | 40,966 | ||||
|
Property Expenses
|
(2,427 | ) | (13,880 | ) | ||||
|
Depreciation and Amortization
|
(2,647 | ) | (11,902 | ) | ||||
|
Gain on Sale of Real Estate
|
24,206 | 172,167 | ||||||
|
Provision for Income Taxes
|
(1,816 | ) | (4,887 | ) | ||||
|
Income from Discontinued Operations
|
$ | 26,780 | $ | 182,464 | ||||
Income from discontinued operations for the year ended
December 31, 2009 reflects the results of operations and
gain on sale of real estate relating to 15 industrial properties
that were sold during the year ended December 31, 2009 and
the results of operations of the seven industrial properties
identified as held for sale at December 31, 2009.
Income from discontinued operations for the year ended
December 31, 2008 reflects the results of operations and
gain on sale of real estate relating to 114 industrial
properties that were sold during the year ended
December 31, 2008, the results of operations of 15
industrial properties that were sold during the year ended
December 31, 2009 and the results of operations of the
seven industrial properties identified as held for sale at
December 31, 2009.
The $0.4 million gain on sale of real estate for the year
ended December 31, 2009 resulted from the sale of several
land parcels that do not meet the criteria established for
inclusion in discontinued operations. The $12.0 million
gain on sale of real estate for the year ended December 31,
2008 resulted from the sale of one industrial property and
several land parcels that do not meet the criteria for inclusion
in discontinued operations.
Comparison
of Year Ended December 31, 2008 to Year Ended
December 31, 2007
Our net income available to First Industrial Realty Trust,
Inc.’s common stockholders and participating securities was
$20.2 million and $130.4 million for the years ended
December 31, 2008 and 2007, respectively. Basic and diluted
net income available to First Industrial Realty Trust,
Inc.’s common stockholders were $0.41 per share for
the year ended December 31, 2008 and $2.90 per share for
the year ended December 31, 2007.
The tables below summarize our revenues, property expenses and
depreciation and other amortization by various categories for
the years ended December 31, 2008 and December 31,
2007. Same store properties are properties owned prior to
January 1, 2007 and held as an operating property through
December 31, 2008 and developments and redevelopments that
were placed in service prior to January 1, 2007 or were
substantially completed for the 12 months prior to
January 1, 2007. Prior to January 1, 2009, properties
are placed in service as they reach stabilized occupancy
(generally defined as 90% occupied). Acquired properties are
properties that were acquired subsequent to December 31,
2006 and held as an operating property through December 31,
2008. Sold properties are properties that were sold subsequent
to December 31, 2006. (Re)Developments and land are land
parcels and developments and redevelopments that were not:
a) substantially complete 12 months prior to
January 1, 2007 or b) stabilized prior to
January 1, 2007. Other revenues are derived from the
operations of our maintenance company, fees earned from our
Joint Ventures and other miscellaneous revenues. Construction
revenues and expenses represent revenues earned and expenses
incurred in connection with the old TRS acting as general
contractor or development manager to construct industrial
properties, including industrial properties for the 2005
Development/Repositioning Joint Venture, and also
36
Table of Contents
include revenues and expenses related to the development of
properties for third parties. Other expenses are derived from
the operations of our maintenance company and other
miscellaneous regional expenses.
Our future financial condition and results of operations,
including rental revenues, may be impacted by the future
acquisition and sale of properties. Our future revenues and
expenses may vary materially from historical rates.
For the years ended December 31, 2008 and December 31,
2007, the occupancy rates of our same store properties were
91.1% and 91.7%, respectively.
| 2008 | 2007 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
REVENUES
|
||||||||||||||||
|
Same Store Properties
|
$ | 288,329 | $ | 281,350 | $ | 6,979 | 2.5 | % | ||||||||
|
Acquired Properties
|
47,138 | 19,408 | 27,730 | 142.9 | % | |||||||||||
|
Sold Properties
|
27,150 | 96,536 | (69,386 | ) | (71.9 | )% | ||||||||||
|
(Re)Developments and Land, Not Included Above
|
16,475 | 9,086 | 7,389 | 81.3 | % | |||||||||||
|
Other
|
28,896 | 36,888 | (7,992 | ) | (21.7 | )% | ||||||||||
| $ | 407,988 | $ | 443,268 | $ | (35,280 | ) | (8.0 | )% | ||||||||
|
Discontinued Operations
|
(40,966 | ) | (109,022 | ) | 68,056 | (62.4 | )% | |||||||||
|
Subtotal Revenues
|
$ | 367,022 | $ | 334,246 | $ | 32,776 | 9.8 | % | ||||||||
|
Construction Revenues
|
147,299 | 35,628 | 111,671 | 313.4 | % | |||||||||||
|
Total Revenues
|
$ | 514,321 | $ | 369,874 | $ | 144,447 | 39.1 | % | ||||||||
Revenues from same store properties increased $7.0 million
due primarily to an increase in rental rates and an increase in
tenant recoveries, partially offset by a decrease in occupancy.
Revenues from acquired properties increased $27.7 million
due to the 131 industrial properties acquired subsequent to
December 31, 2006 totaling approximately 11.7 million
square feet of GLA, as well as an acquisition of land parcels in
September and October 2008 for which we receive ground rents.
Revenues from sold properties decreased $69.4 million due
to the 278 industrial properties sold subsequent to
December 31, 2006 totaling approximately 22.8 million
square feet of GLA. Revenues from (re)developments and land
increased $7.4 million due to an increase in occupancy.
Other revenues decreased by $8.0 million due primarily to a
decrease in fees earned from our Joint Ventures and a decrease
in fees earned related to us assigning our interest in certain
purchase contracts to third parties for consideration.
Construction revenues increased $111.7 million for the year
ended December 31, 2008 due primarily to three development
projects that commenced in September 2007, April 2008 and August
2008 for which we are acting in the capacity of development
manager.
37
Table of Contents
| 2008 | 2007 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
PROPERTY AND CONSTRUCTION EXPENSES
|
||||||||||||||||
|
Same Store Properties
|
$ | 92,937 | $ | 87,065 | $ | 5,872 | 6.7 | % | ||||||||
|
Acquired Properties
|
15,367 | 4,952 | 10,415 | 210.3 | % | |||||||||||
|
Sold Properties
|
9,531 | 29,975 | (20,444 | ) | (68.2 | )% | ||||||||||
|
(Re) Developments and Land, Not Included Above
|
7,360 | 4,914 | 2,446 | 49.8 | % | |||||||||||
|
Other
|
10,422 | 16,603 | (6,181 | ) | (37.2 | )% | ||||||||||
| $ | 135,617 | $ | 143,509 | $ | (7,892 | ) | (5.5 | )% | ||||||||
|
Discontinued Operations
|
(13,880 | ) | (35,856 | ) | 21,976 | (61.3 | )% | |||||||||
|
Property Expenses
|
$ | 121,737 | $ | 107,653 | $ | 14,084 | 13.1 | % | ||||||||
|
Construction Expenses
|
139,539 | 34,553 | 104,986 | 303.8 | % | |||||||||||
|
Total Property and Construction Expenses
|
$ | 261,276 | $ | 142,206 | $ | 119,070 | 83.7 | % | ||||||||
Property expenses include real estate taxes, repairs and
maintenance, property management, utilities, insurance, other
property related expenses and construction expenses. Property
expenses from same store properties increased $5.9 million
due primarily to an increase in real estate tax expense, bad
debt expense and repairs and maintenance expense. Property
expenses from acquired properties increased by
$10.4 million due to properties acquired subsequent to
December 31, 2006. Property expenses from sold properties
decreased by $20.4 million due to properties sold
subsequent to December 31, 2006. Property expenses from
(re)developments and land increased $2.4 million due to an
increase in the substantial completion of developments. Expenses
are no longer capitalized to the basis of a property once the
development is substantially complete. The $6.2 million
decrease in other expense is primarily attributable to a
decrease in incentive compensation expense. Construction
expenses increased $105.0 million for the year ended
December 31, 2008 due primarily to three development
projects that commenced in September 2007, April 2008 and August
2008 for which we are acting in the capacity of development
manager.
General and administrative expense decreased $7.2 million,
or 7.8%, due to a decrease in incentive compensation.
For the year ended December 31, 2008, we incurred
$27.3 million in restructuring charges related to employee
severance and benefits ($24.8 million), costs associated
with the termination of certain office leases
($1.2 million) and contract cancellation and other costs
($1.3 million) related to our restructuring plan to reduce
overhead costs.
| 2008 | 2007 | $ Change | % Change | |||||||||||||
| ($ in 000’s) | ||||||||||||||||
|
DEPRECIATION AND OTHER AMORTIZATION
|
||||||||||||||||
|
Same Store Properties
|
$ | 111,671 | $ | 117,781 | $ | (6,110 | ) | (5.2 | )% | |||||||
|
Acquired Properties
|
39,839 | 14,095 | 25,744 | 182.6 | % | |||||||||||
|
Sold Properties
|
6,136 | 29,401 | (23,265 | ) | (79.1 | )% | ||||||||||
|
(Re) Developments and Land, Not Included Above
|
8,069 | 4,418 | 3,651 | 82.6 | % | |||||||||||
|
Corporate Furniture, Fixtures and Equipment
|
2,257 | 1,837 | 420 | 22.9 | % | |||||||||||
| $ | 167,972 | $ | 167,532 | $ | 440 | 0.3 | % | |||||||||
|
Discontinued Operations
|
(11,902 | ) | (34,178 | ) | 22,276 | (65.2 | )% | |||||||||
|
Total Depreciation and Other Amortization
|
$ | 156,070 | $ | 133,354 | $ | 22,716 | 17.0 | % | ||||||||
38
Table of Contents
Depreciation and other amortization for same store properties
decreased $6.1 million primarily due to accelerated
depreciation and amortization taken during the year ended
December 31, 2007 attributable to certain tenants who
terminated their lease early or did not renew their lease.
Depreciation and other amortization from acquired properties
increased by $25.7 million due to properties acquired
subsequent to December 31, 2006. Depreciation and other
amortization from sold properties decreased by
$23.3 million due to properties sold subsequent to
December 31, 2006. Depreciation and other amortization for
(re)developments and land increased by $3.7 million due
primarily to an increase in the substantial completion of
developments.
Interest income increased $1.8 million, or 91.6%, due
primarily to an increase in the average mortgage loans
receivable outstanding during the year ended December 31,
2008, as compared to the year ended December 31, 2007.
Interest expense decreased by approximately $7.8 million,
or 6.4%, primarily due to a decrease in the weighted average
interest rate for the year ended December 31, 2008 (5.97%),
as compared to the year ended December 31, 2007 (6.55%),
partially offset by an increase in the weighted average debt
balance outstanding for the year ended December 31, 2008
($2,026.5 million), as compared to the year ended
December 31, 2007 ($1,974.7 million) and a decrease in
capitalized interest for the year ended December 31, 2008
due to a decrease in development activities.
Amortization of deferred financing costs decreased by
$0.3 million, or 10.4%, due primarily to the amendment of
our Unsecured Line of Credit in September 2007 which extended
the maturity from September 2008 to September 2012. The net
unamortized deferred financing fees related to the prior line of
credit are amortized over the extended amortization period,
except for $0.1 million, which represents the write off of
unamortized deferred financing costs associated with certain
lenders who did not renew the line of credit and is included in
loss from early retirement of debt for the year ended
December 31, 2007.
In October 2008, we entered into the Series F Agreement to
mitigate our exposure to floating interest rates related to the
forecasted reset rate of the Company’s Series F
Preferred Stock. The Series F Agreement has a notional
value of $50.0 million and is effective from April 1,
2009 through October 1, 2013. The Series F Agreement
fixes the
30-year
U.S. Treasury rate at 5.2175%. We recorded
$3.1 million in mark to market loss which is included in
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements for the year
ended December 31, 2008.
For the year ended December 31, 2008, we recognized a
$2.7 million gain from early retirement of debt due to the
partial repurchases of our senior unsecured notes at a discount
to carrying value. For the year ended December 31, 2007, we
incurred a $0.4 million loss from early retirement of debt.
This includes a $0.1 million write-off of financing fees
associated with our previous line of credit agreement which was
amended and restated on September 28, 2007. The loss from
early retirement of debt also includes $0.3 million due to
early payoffs on mortgage loans.
Equity in income of Joint Ventures decreased $63.2 million,
or 210.4%, primarily due to impairment losses of
$25.8 million, $10.1 million, $3.2 million,
$2.2 million and $1.2 million we recorded to the 2005
Development/Repositioning Joint Venture, the 2006
Land/Development Joint Venture, the 2005 Core Joint Venture, the
2006 Net Lease Co-Investment Program and the 2003 Net Lease
Joint Venture, respectively, as a result of adverse conditions
in the credit and real estate markets as well as a decrease in
our pro rata share of gain on sale of real estate and earn outs
on property sales from the 2005 Core Joint Venture and from the
2005 Development/Repositioning Joint Venture during the twelve
months ended December 31, 2008 as compared to the twelve
months ended December 31, 2007. Additionally, we recognized
our pro rata share ($2.7 million) of impairment losses for
the 2006 Net Lease to Investment Program and the 2005
Development/Repositioning Joint Venture during the year ended
December 31, 2008.
The year to date income tax provision (included in continuing
operations, discontinued operations and gain on sale) decreased
$34.8 million in the aggregate, or 114.0%, due primarily to
a decrease in gains on the sale of real estate within the TRS, a
decrease in equity in income of Joint Ventures and costs
incurred related to the restructuring. Net income of the TRS
decreased $111.6 million, or 229.0%, for the year ended
December 31, 2008 compared to the year ended
December 31, 2007. Included in net income for the TRS for
39
Table of Contents
the year ended December 31, 2008 is $39.1 million of
impairment loss in Equity in Income of Joint Ventures. We
recorded a valuation allowance to offset the deferred tax asset
that was created by these impairments during the year ended
December 31, 2008.
The following table summarizes certain information regarding the
industrial properties included in our discontinued operations
for the years ended December 31, 2008 and December 31,
2007.
| 2008 | 2007 | |||||||
| ($ in 000’s) | ||||||||
|
Total Revenues
|
$ | 40,966 | $ | 109,022 | ||||
|
Property Expenses
|
(13,880 | ) | (35,856 | ) | ||||
|
Depreciation and Amortization
|
(11,902 | ) | (34,178 | ) | ||||
|
Gain on Sale of Real Estate
|
172,167 | 244,962 | ||||||
|
Provision for Income Taxes
|
(4,887 | ) | (38,673 | ) | ||||
|
Income from Discontinued Operations
|
$ | 182,464 | $ | 245,277 | ||||
Income from discontinued operations for the year ended
December 31, 2008 reflects the results of operations and
gain on sale of real estate relating to 113 industrial
properties that were sold during the year ended
December 31, 2008, the results of operations of 15
industrial properties that were sold during the year ended
December 31, 2009 and the results of operations of the
seven industrial properties identified as held for sale at
December 31, 2009.
Income from discontinued operations for the year ended
December 31, 2007 reflects the results of operations and
gain on sale of real estate relating to 161 industrial
properties that were sold during the year ended
December 31, 2007, the results of operations of 113
industrial properties that were sold during the year ended
December 31, 2008, the results of operations of 15
industrial properties that were sold during the year ended
December 31, 2009 and the results of operations of the
seven industrial properties identified as held for sale at
December 31, 2009.
The $12.0 million gain on sale of real estate for the year
ended December 31, 2008 resulted from the sale of one
industrial property and several land parcels that do not meet
the criteria for inclusion in discontinued operations. The
$9.4 million gain on sale of real estate for the year ended
December 31, 2007, resulted from the sale of three
industrial properties and several land parcels that do not meet
the criteria for inclusion in discontinued operations.
LIQUIDITY
AND CAPITAL RESOURCES
At December 31, 2009, our cash and cash equivalents was
approximately $182.9 million.
We have considered our short-term (one year or less) liquidity
needs and the adequacy of our estimated cash flow from
operations and other expected liquidity sources to meet these
needs. We believe that our principal short-term liquidity needs
are to fund normal recurring expenses, property acquisitions,
developments, renovations, expansions and other nonrecurring
capital improvements, debt service requirements, mortgage
financing maturities and the minimum distributions required to
maintain our REIT qualification under the Code. We anticipate
that these needs will be met with cash flows provided by
operating and investing activities, including the disposition of
select assets. In addition, we plan to retain capital by
distributing the minimum amount of dividends required to
maintain our REIT status. We did not pay a common stock dividend
in 2009 and may not pay common stock dividends in 2010 depending
on our taxable income. If we are required to pay common stock
dividends in 2010, we may elect to satisfy this obligation by
distributing a combination of cash and common shares. Also, if
we are not required to pay preferred stock dividends to maintain
our REIT qualification under the Code, we may elect to suspend
some or all preferred stock dividends for one or more fiscal
quarters.
We expect to meet long-term (greater than one year) liquidity
requirements such as property acquisitions, developments,
scheduled debt maturities, major renovations, expansions and
other nonrecurring capital
40
Table of Contents
improvements through the disposition of select assets, long-term
unsecured and secured indebtedness and the issuance of
additional equity securities.
We also have financed the development or acquisition of
additional properties through borrowings under our Unsecured
Line of Credit and may finance the development or acquisition of
additional properties through such borrowings, to the extent
capacity is available, in the future. At December 31, 2009,
borrowings under our Unsecured Line of Credit bore interest at a
weighted average interest rate of 1.256%. Our Unsecured Line of
Credit bears interest at a floating rate of LIBOR plus 1.0% or
the prime rate plus 0.15%, at our election. As of
February 26, 2010, we had approximately $7.5 million
available for additional borrowings under our Unsecured Line of
Credit. Our Unsecured Line of Credit contains certain financial
covenants including limitations on incurrence of debt and debt
service coverage. Our access to borrowings may be limited if we
fail to meet any of these covenants. We believe that we were in
compliance with our financial covenants as of December 31,
2009, and we anticipate that we will be able to operate in
compliance with our financial covenants in 2010. However, these
financial covenants are complex and there can be no assurance
that these provisions would not be interpreted by our lenders in
a manner that could impose and cause us to incur material costs.
In addition, our ability to meet our financial covenants may be
reduced if economic and credit market conditions limit our
property sales and reduce our net operating income below our
plan. Any violation of these covenants would subject us to
higher finance costs and fees, or accelerated maturities. In
addition, our credit facilities and senior debt securities
contain certain cross-default provisions, which are triggered in
the event that our other material indebtedness is in default.
We currently have credit ratings from Standard &
Poor’s, Moody’s and Fitch Ratings of BB/Ba3/BB-,
respectively. In the event of a downgrade, we believe we would
continue to have access to sufficient capital; however, our cost
of borrowing would increase and our ability to access certain
financial markets may be limited.
Year
Ended December 31, 2009
Net cash provided by operating activities of approximately
$142.2 million for the year ended December 31, 2009
was comprised primarily of net income before noncontrolling
interest of approximately $4.2 million, the non-cash
adjustments of approximately $113.4 million, net change in
operating assets and liabilities of approximately
$24.9 million and distributions from Joint Ventures of
$2.3 million, partially offset by repayments of discount on
senior unsecured debt of approximately $2.6 million. The
adjustments for the non-cash items of approximately
$113.4 million are primarily comprised of depreciation and
amortization of approximately $167.9 million, the provision
for bad debt of approximately $3.3 million, the impairment
of real estate of $6.9 million and equity in loss of Joint
Ventures of approximately $6.5 million, partially offset by
the gain on sale of real estate of approximately
$24.6 million, the gain on the early retirement of debt of
approximately $34.6 million, mark to market gain related to
the Series F Agreement and the Forward Starting Swap
Agreement 1 and Forward Starting Agreement 2 of approximately
$3.7 million and the effect of the straight-lining of
rental income of approximately $8.3 million.
Net cash provided by investing activities of approximately
$4.8 million for the year ended December 31, 2009 was
comprised primarily of net proceeds from the sale of real
estate, distributions from our Joint Ventures and the repayments
on our mortgage loan receivables, partially offset by the
development and acquisition of real estate, capital expenditures
related to the improvement of existing real estate and
contributions to, and investments in, our Joint Ventures.
We invested approximately $3.7 million in, and received
total distributions of approximately $8.7 million from, our
Joint Ventures. As of December 31, 2009, our industrial
real estate Joint Ventures owned 119 industrial properties
comprising approximately 22.6 million square feet of GLA
and several land parcels.
During the year ended December 31, 2009, we sold 15
industrial properties comprising approximately 1.9 million
square feet of GLA and several land parcels. Proceeds from the
sales of the 15 industrial properties and several land parcels,
net of closing costs and seller financing provided to the
buyers, were approximately $75.0 million.
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Table of Contents
Net cash provided by financing activities of approximately
$32.7 million for the year ended December 31, 2009 was
comprised primarily of proceeds from the origination of mortgage
loans payable, net proceeds from the issuance of common stock
and net borrowings on our Unsecured Line of Credit, partially
offset by repayments on our unsecured notes and mortgage loans
payable, common and preferred stock dividends and unit
distributions, debt issuance costs and costs incurred in
connection with the early retirement of debt, settlement of
interest rate protection agreements, offering costs, the
repurchase of restricted stock from our employees to pay for
withholding taxes on the vesting of restricted stock and the
repurchase of the equity component of the exchangeable notes.
During the year ended December 31, 2009, we received
proceeds from the origination of $339.8 million in mortgage
financing. During the year ended December 31, 2009, we paid
off and retired the remaining $105.7 million outstanding
2009 Notes at their maturity. During the year ended
December 31, 2009, we repurchased and retired
$271.5 million of our Unsecured Notes at an aggregate
purchase price of $233.1 million, including the repurchase
of $19.3 million of our 2009 Notes prior to maturity.
During the year ended December 31, 2009, we issued
3,034,120 shares of the Company’s common stock under
the direct stock purchase component of the DRIP and
13,635,700 shares of the Company’s common stock
through a public offering resulting in proceeds of approximately
$84.5 million.
Contractual
Obligations and Commitments
The following table lists our contractual obligations and
commitments as of December 31, 2009 (in thousands):
| Payments Due by Period | ||||||||||||||||||||
|
Less Than
|
||||||||||||||||||||
| Total | 1 Year | 1-3 Years | 3-5 Years | Over 5 Years | ||||||||||||||||
|
Operating and Ground Leases(1)
|
$ | 38,957 | $ | 3,001 | $ | 3,761 | $ | 2,869 | $ | 29,326 | ||||||||||
|
Long-term Debt
|
2,008,498 | 18,650 | 924,154 | 235,352 | 830,342 | |||||||||||||||
|
Interest Expense on Long-Term Debt(1)(2)
|
765,275 | 104,920 | 170,584 | 140,250 | 349,521 | |||||||||||||||
|
Total
|
$ | 2,812,730 | $ | 126,571 | $ | 1,098,499 | $ | 378,471 | $ | 1,209,189 | ||||||||||
| (1) | Not on balance sheet. | |
| (2) | Does not include interest expense on our Unsecured Line of Credit. |
Off-Balance
Sheet Arrangements
Letters of credit are issued in most cases as pledges to
governmental entities for development purposes. At
December 31, 2009, we have $6.2 million in outstanding
letters of credit, none of which are reflected as liabilities on
our balance sheet. We have no other off-balance sheet
arrangements other than those disclosed on the Contractual
Obligations and Commitments table above.
Environmental
We incurred environmental costs of approximately
$0.3 million and $1.0 million in 2009 and 2008,
respectively. We estimate 2010 costs of approximately
$1.1 million. We estimate that the aggregate cost which
needs to be expended in 2010 and beyond with regard to currently
identified environmental issues will not exceed approximately
$3.3 million.
Inflation
For the last several years, inflation has not had a significant
impact on the Company because of the relatively low inflation
rates in our markets of operation. Most of our leases require
the tenants to pay their share of operating expenses, including
common area maintenance, real estate taxes and insurance,
thereby reducing our exposure to increases in costs and
operating expenses resulting from inflation. In addition, many
42
Table of Contents
of the outstanding leases expire within six years which may
enable us to replace existing leases with new leases at higher
base rentals if rents of existing leases are below the
then-existing market rate.
Market
Risk
The following discussion about our risk-management activities
includes “forward-looking statements” that involve
risk and uncertainties. Actual results could differ materially
from those projected in the forward-looking statements. Our
business subjects us to market risk from interest rates, and to
a much lesser extent, foreign currency fluctuations.
Interest
Rate Risk
This analysis presents the hypothetical gain or loss in
earnings, cash flows or fair value of the financial instruments
and derivative instruments which are held by us at
December 31, 2009 that are sensitive to changes in the
interest rates. While this analysis may have some use as a
benchmark, it should not be viewed as a forecast.
In the normal course of business, we also face risks that are
either non-financial or non-quantifiable. Such risks principally
include credit risk and legal risk and are not represented in
the following analysis.
At December 31, 2009, approximately $1,593.1 million
(approximately 79.7% of total debt at December 31,
2009) of our debt was fixed rate debt (including
$50.0 million of borrowings under the Unsecured Line of
Credit in which the interest rate was fixed via an interest rate
protection agreement) and approximately $405.2 million
(approximately 20.3% of total debt at December 31,
2009) was variable rate debt. Currently, we do not enter
into financial instruments for trading or other speculative
purposes.
For fixed rate debt, changes in interest rates generally affect
the fair value of the debt, but not our earnings or cash flows.
Conversely, for variable rate debt, changes in the base interest
rate used to calculate the all-in interest rate generally do not
impact the fair value of the debt, but would affect our future
earnings and cash flows. The interest rate risk and changes in
fair market value of fixed rate debt generally do not have a
significant impact on us until we are required to refinance such
debt. See Note 6 to the Consolidated Financial Statements
for a discussion of the maturity dates of our various fixed rate
debt.
Based upon the amount of variable rate debt outstanding at
December 31, 2009, a 10% increase or decrease in the
interest rate on our variable rate debt would decrease or
increase, respectively, future net income and cash flows by
approximately $0.5 million per year. The foregoing
calculation assumes an instantaneous increase or decrease in the
rates applicable to the amount of borrowings outstanding under
our Unsecured Line of Credit at December 31, 2009. One
consequence of the disruption in the capital markets has been
sudden and dramatic changes in LIBOR, which could result in an
increase to such rates. In addition, the calculation does not
account for our option to elect the lower of two different
interest rates under our borrowings or other possible actions,
such as prepayment, that we might take in response to any rate
increase. A 10% increase in interest rates would decrease the
fair value of the fixed rate debt at December 31, 2009 by
approximately $54.2 million to $1,313.9 million. A 10%
decrease in interest rates would increase the fair value of the
fixed rate debt at December 31, 2009 by approximately
$59.3 million to $1,427.4 million.
The use of derivative financial instruments allows us to manage
risks of increases in interest rates with respect to the effect
these fluctuations would have on our earnings and cash flows. As
of December 31, 2009, we had one outstanding interest rate
protection agreement with a notional amount of
$50.0 million which fixes the interest rate on borrowings
on our Unsecured Line of Credit and one outstanding interest
rate protection agreement with a notional amount of
$50.0 million which mitigates our exposure to floating
interest rates related to the reset rate of our Series F
Preferred Stock. See Note 17 to the Consolidated Financial
Statements.
Foreign
Currency Exchange Rate Risk
Owning, operating and developing industrial property outside of
the United States exposes us to the possibility of volatile
movements in foreign exchange rates. Changes in foreign
currencies can affect the operating results of international
operations reported in U.S. dollars and the value of the
foreign assets reported in U.S. dollars. The economic
impact of foreign exchange rate movements is complex because
such changes
43
Table of Contents
are often linked to variability in real growth, inflation,
interest rates, governmental actions and other factors. At
December 31, 2009, we owned several land parcels for which
the U.S. dollar was not the functional currency. These land
parcels are located in Ontario, Canada and use the Canadian
dollar as their functional currency. Additionally, the 2007
Canada Joint Venture owned three industrial properties and
several land parcels for which the functional currency is the
Canadian dollar.
Subsequent
Events
From January 1, 2010 to February 26, 2010, we sold two
industrial properties comprising approximately 0.2 million
square feet of GLA and several land parcels. Gross proceeds from
the sale of the two industrial properties and several land
parcels were approximately $27.4 million. There were no
industrial properties acquired during this period.
On February 8, 2010, we consummated a tender offer pursuant
to which we purchased $72.7 million of our 2011 Notes,
$66.2 million of our 2012 Notes and $21.1 million of
our 2014 Notes. In connection with the tender offer, we will
recognize approximately $0.4 million as gain on early
retirement of debt.
Subsequent to January 1, 2010, we obtained four mortgage
loans in the amounts of $7.8 million, $7.2 million,
$4.3 million and $8.3 million. The mortgages are
collateralized by four industrial properties totaling
approximately 0.8 million square feet of GLA. The mortgages
bear interest at a fixed rate of 7.40%. The mortgages mature
between February, 2015 and March, 2015.
On February 26, 2010, the IRS notified us of its intent to
examine the tax returns filed by the old TRS for the years ended
December 31, 2008 and December 31, 2009.
Related
Party Transactions
We periodically engage in transactions for which CB Richard
Ellis, Inc. acts as a broker. A relative of Michael W. Brennan,
the former President and Chief Executive Officer and a former
director of the Company, is an employee of CB Richard Ellis,
Inc. For the years ended December 31, 2008 and 2007, this
relative received approximately $0.1 million and
$0.2 million, respectively, in brokerage commissions or
other fees for transactions with the Company and the Joint
Ventures.
Other
In June 2009, the FASB issued new guidance which revises and
updates previously issued guidance related to variable interest
entities. This new guidance, which became effective
January 1, 2010, revises the previous guidance by
eliminating the exemption for qualifying special purpose
entities, by establishing a new approach for determining who
should consolidate a variable-interest entity and by changing
when it is necessary to reassess who should consolidate a
variable-interest entity. We are currently assessing the
potential impact that the adoption of this guidance will have on
our financial position and results of operations.
Effective January 1, 2009 we adopted newly issued guidance
from the FASB relating to noncontrolling interests within
consolidated financial statements. This guidance establishes
requirements for ownership interests in subsidiaries held by
parties other than the Company (formerly called “minority
interests”) to be clearly identified, presented, and
disclosed in the consolidated statement of financial position
within equity, but separate from the parent’s equity.
Changes in a parent’s ownership interest (and transactions
with noncontrolling interest holders) while the parent retains
its controlling financial interest in its subsidiary should be
accounted for as equity transactions. The carrying amount of the
noncontrolling interest shall be adjusted to reflect the change
in its ownership interest in the subsidiary, with the offset to
equity attributable to the parent. As a result of transactions
with noncontrolling interest holders and changes in ownership
percentages that occurred during the year ended
December 31, 2009, we decreased noncontrolling interest and
increased Additional
Paid-in-Capital
by $49,126, which represents the cumulative impact of historical
changes in the parent’s ownership in the subsidiary. This
guidance was effective, on a prospective basis, for fiscal years
beginning after December 15, 2008, however, presentation
and disclosure requirements need to be retrospectively applied
to comparative financial statements. See Note 4 to the
Consolidated Financial Statements for additional disclosures.
44
Table of Contents
Effective January 1, 2009 we adopted newly issued guidance
from the Emerging Issues Task Force (“EITF”) regarding
the determination of whether instruments granted in share-based
payment transactions are participating securities. The guidance
required retrospective application. Under this guidance,
unvested share-based payment awards that contain non-forfeitable
rights to dividends or dividend equivalents are participating
securities and, therefore, are included in the computation of
earnings per share (“EPS”) pursuant to the two-class
method. The two-class method determines EPS for each class of
common stock and participating securities according to dividends
or dividend equivalents and their respective participation
rights in undistributed earnings. Certain restricted stock
awards granted to employees and directors are considered
participating securities as they receive non-forfeitable
dividend or dividend equivalents at the same rate as common
stock. The impact of adopting this guidance decreased previously
filed basic and diluted EPS by $0.06, $0.06, $0.05 and $0.05 for
the years ended December 31, 2008, 2007, 2006 and 2005,
respectively.
Effective January 1, 2009 we adopted newly issued guidance
from the FASB regarding business combinations. This guidance
states that direct costs of a business combination of an
operating property, such as transaction fees, due diligence and
consulting fees no longer qualify to be capitalized as part of
the business combination. Instead, these direct costs need to be
recognized as expense in the period in which they are incurred.
Accordingly, we retroactively expensed these types of costs in
2008 related to future operating property acquisitions.
Effective January 1, 2009 we adopted newly issued guidance
from the Accounting Principles Board (“APB”) regarding
accounting for convertible debt instruments that may be settled
for cash upon conversion. This guidance requires the liability
and equity components of convertible debt instruments to be
separately accounted for in a manner that reflects the
issuer’s nonconvertible debt borrowing rate. The guidance
requires that the value assigned to the debt component be the
estimated fair value of a similar bond without the conversion
feature, which would result in the debt being recorded at a
discount. The resulting debt discount is then amortized over the
period during which the debt is expected to be outstanding
(i.e., through the first optional redemption date) as additional
non-cash interest expense. Retrospective application to all
periods presented is required.
The equity component of the 2011 Exchangeable Notes was
$7.9 million and therefore we retroactively adjusted our
Senior Unsecured Debt by this amount as of September 2006. This
debt discount has been subsequently amortized and as of
December 31, 2009 the principal amount of the 2011
Exchangeable Notes, its unamortized discount and the net
carrying amount is $146.9 million, $2.0 million and
$144.9 million, respectively. In addition, we reclassified
$0.2 million of the original finance fees incurred in
relation to the 2011 Exchangeable Notes to equity as of
September 2006. For the year ended December 31, 2009, we
recognized $10.6 million of interest expense related to the
2011 Exchangeable Notes of which $9.1 million relates to
the coupon rate and $1.5 million relates to the debt
discount amortization. We anticipate amortizing the remaining
debt discount into interest expense through maturity in
September 2011. We recognized $3.6 million and
$(0.1) million as an adjustment to total equity as of
December 31, 2008 that represents amortization expense of
the discount and the loan fees, respectively, which would have
been recognized had the new guidance regarding accounting for
convertible debt instruments been effective since the issuance
date of our 2011 Exchangeable Notes.
The impact to net income and the loss from continuing
operations, before noncontrolling interest, related to the
adoption of the guidance regarding business combinations for the
year ended December 31, 2008 was an increase to general and
administrative expense of $0.3 million. The impact to net
income and the loss from continuing operations, before
noncontrolling interest, related to the adoption of the guidance
regarding convertible debt instruments for each of the years
ended December 31, 2008 and 2007 was an increase to
interest expense of $1.6 million and a decrease to
amortization of deferred financing fees of $0.1 million.
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Table of Contents
The impact to the balance sheet as of December 31, 2008
related to the adoption of the guidance regarding business
combinations and convertible debt instruments is as follows:
|
Adjustments
|
||||||||||||||||
|
|
Related to
|
Adjustments
|
Balance Sheet
|
|||||||||||||
|
Previously
|
Adoption of
|
Related to
|
as
|
|||||||||||||
|
Filed - as of
|
Business
|
Adoption of
|
Adjusted - as of
|
|||||||||||||
|
December 31,
|
Combination
|
Convertible Debt
|
December 31,
|
|||||||||||||
| 2008 | Guidance | Instrument Guidance | 2008 | |||||||||||||
|
Deferred Financing Costs, Net
|
$ | 12,197 | $ | — | $ | (106 | ) | $ | 12,091 | |||||||
|
Prepaid Expenses and Other Assets, Net
|
$ | 174,743 | $ | (269 | ) | $ | — | $ | 174,474 | |||||||
|
Senior Unsecured Debt, Net
|
$ | 1,516,298 | $ | — | $ | (4,343 | ) | $ | 1,511,955 | |||||||
|
Additional
Paid-in-Capital
|
$ | 1,390,358 | $ | — | $ | 7,666 | $ | 1,398,024 | ||||||||
|
Distributions in Excess of Accumulated Earnings
|
$ | (366,962 | ) | $ | (255 | ) | $ | (3,012 | ) | $ | (370,229 | ) | ||||
|
Total First Industrial Realty Trust, Inc.’s
Stockholders’ Equity
|
$ | 864,200 | $ | (255 | ) | $ | 4,654 | $ | 868,599 | |||||||
|
Noncontrolling Interest
|
122,548 | (14 | ) | (417 | ) | 122,117 | ||||||||||
|
Total Equity
|
$ | 986,748 | $ | (269 | ) | $ | 4,237 | $ | 990,716 | |||||||
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk |
Response to this item is included in Item 7
“Management’s Discussion and Analysis of Financial
Condition and Results of Operations” above.
| Item 8. | Financial Statements and Supplementary Data |
See Index to Financial Statements and Financial Statement
Schedule included in Item 15.
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
None.
| Item 9A. | Controls and Procedures |
Evaluation
of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed
to ensure that information required to be disclosed in our
periodic reports pursuant to the Securities Exchange Act of 1934
(the “Exchange Act”) is recorded, processed,
summarized, and reported within the time periods specified in
the SEC’s rules and forms, and that such information is
accumulated and communicated to our management, including our
principal executive officer and principal financial officer, as
appropriate, to allow timely decisions regarding required
financial disclosure.
We carried out an evaluation, under the supervision and with the
participation of our management, including the principal
executive officer and principal financial officer, of the
effectiveness of the design and operation of our disclosure
controls and procedures pursuant to Exchange Act
Rule 13a-15(b)
as of the end of the period covered by this report. Based upon
this evaluation, our principal executive officer and principal
financial officer concluded that our disclosure controls and
procedures were effective as of the end of the period covered by
this report.
Management’s
Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining
adequate internal control over financial reporting. Our internal
control over financial reporting is a process designed to
provide reasonable assurance
46
Table of Contents
regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in
accordance with generally accepted accounting principles.
Our management has assessed the effectiveness of our internal
control over financial reporting as of December 31, 2009.
In making its assessment of internal control over financial
reporting, management used the criteria described in the
Internal Control-Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission.
Our management has concluded that, as of December 31, 2009,
our internal control over financial reporting was effective.
The effectiveness of our internal control over financial
reporting as of December 31, 2009 has been audited by
PricewaterhouseCoopers LLP, an independent registered public
accounting firm, as stated in their report which appears herein
within Item 15. See Report of Independent Registered Public
Accounting Firm.
Changes
in Internal Control Over Financial Reporting
There has been no change in our internal control over financial
reporting that occurred during the fourth quarter of 2009 that
has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting.
| Item 9B. | Other Information |
None.
The information required by Item 10, Item 11,
Item 12, Item 13 and Item 14 is hereby
incorporated or furnished, solely to the extent required by such
item, from the Company’s definitive proxy statement, which
is expected to be filed with the SEC no later than 120 days
after the end of the Company’s fiscal year. Information
from the Company’s definitive proxy statement shall not be
deemed to be “filed” or “soliciting
material,” or subject to liability for purposes of
Section 18 of the Securities Exchange Act of 1934 to the
maximum extent permitted under the Exchange Act.
| Item 15. | Exhibits and Financial Statement Schedules |
(a)
Financial Statements, Financial Statement Schedule
and Exhibits
(1 & 2) See Index to Financial Statements and
Financial Statement Schedule.
(3)
Exhibits:
|
Exhibits
|
Description
|
|||
| 3 | .1 | Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .2 | Amended and Restated Bylaws of the Company, dated September 4, 1997 (incorporated by reference to Exhibit 1 of the Company’s Form 8-K, dated September 4, 1997, as filed on September 29, 1997, File No. 1-13102) | ||
47
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|
Exhibits
|
Description
|
|||
| 3 | .3 | Articles of Amendment to the Company’s Articles of Incorporation, dated June 20, 1994 (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .4 | Articles of Amendment to the Company’s Articles of Incorporation, dated May 31, 1996 (incorporated by reference to Exhibit 3.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .5 | Articles Supplementary relating to the Company’s 6.236% Series F Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 3 | .6 | Articles Supplementary relating to the Company’s 7.236% Series G Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 3 | .7 | Articles Supplementary relating to the Company’s Junior Participating Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.10 of Form S-3 of the Company and First Industrial, L.P. dated September 24, 1997, Registration No. 333-29879) | ||
| 3 | .8 | Articles Supplementary relating to the Company’s 7.25% Series J Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company filed January 17, 2006, File No. 1-13102) | ||
| 3 | .9 | Articles Supplementary relating to the Company’s 7.25% Series K Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 1.6 of the Form 8-A of the Company, as filed on August 18, 2006, File No. 1-13102) | ||
| 4 | .1 | Deposit Agreement, dated May 27, 2004, by and among the Company, EquiServe Inc. and EquiServe Trust Company, N.A. and holders from time to time of Series F Depositary Receipts (incorporated by reference to Exhibit 4.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 4 | .2 | Deposit Agreement, dated May 27, 2004, by and among the Company, EquiServe Inc. and EquiServe Trust Company, N.A. and holders from time to time of Series G Depositary Receipts (incorporated by reference to Exhibit 4.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 4 | .3 | Remarketing Agreement, dated May 27,2004, relating to 50,000 depositary shares, each representing 1/100 of a share of the Series F Flexible Cumulative Redeemable Preferred Stock, by and among Lehman Brothers Inc., the Company and First Industrial, L.P. (incorporated by reference to Exhibit 1.2 of the Form 8-K of the Company, dated May 27, 2004, File No. 1-13102) | ||
| 4 | .4 | Remarketing Agreement, dated May 27,2004, relating to 25,000 depositary shares, each representing 1/100 of a share of the Series G Flexible Cumulative Redeemable Preferred Stock, by and among Lehman Brothers Inc., the Company and First Industrial, L.P. (incorporated by reference to Exhibit 1.3 of the Form 8-K of the Company, dated May 27, 2004, File No. 1-13102) | ||
| 4 | .5 | Deposit Agreement, dated January 13,2006, by and among the Company, Computershare Shareholder Services, Inc. and Computershare Trust Company, N.A., as depositary, and holders from time to time of Series J Depositary Receipts (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, filed January 17, 2006, File No. 1-13102) | ||
| 4 | .6 | Deposit Agreement, dated August 21, 2006, by and among the Company, Computershare Shareholder Services, Inc. and Computershare Trust Company, N.A., as depositary, and holders from time to time of Series K Depositary Receipts (incorporated by reference to Exhibit 1.7 of the Form 8-A of the Company, as filed on August 18, 2006, File No. 1-13102) | ||
| 4 | .7 | Indenture, dated as of May 13, 1997,between First Industrial, L.P. and First Trust National Association, as Trustee (incorporated by reference to Exhibit 4.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102) | ||
48
Table of Contents
|
Exhibits
|
Description
|
|||
| 4 | .8 | Supplemental Indenture No. 1, dated as of May 13, 1997, between First Industrial, L.P. and First Trust National Association as Trustee relating to $100 million of 7.15% Notes due 2027 (incorporated by reference to Exhibit 4.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102) | ||
| 4 | .9 | Supplemental Indenture No. 2, dated as of May 22, 1997, between First Industrial, L.P. and First Trust National Association as Trustee relating to $100 million of 7 3/8% Notes due 2011(incorporated by reference to Exhibit 4.4 of the Form 10-Q of First Industrial, L.P. for the fiscal quarter ended March 31, 1997, File No. 333-21873) | ||
| 4 | .10 | Supplemental Indenture No. 3 dated October 28, 1997 between First Industrial, L.P. and First Trust National Association providing for the issuance of Medium-Term Notes due Nine Months or more from Date of Issue (incorporated by reference to Exhibit 4.1 of Form 8-K of First Industrial, L.P., dated November 3, 1997, as filed November 3, 1997, File No. 333-21873) | ||
| 4 | .11 | 7.50% Medium-Term Note due 2017 in principal amount of $100 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.19 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1997, File No. 1-13102) | ||
| 4 | .12 | Trust Agreement, dated as of May 16, 1997, between First Industrial, L.P. and First Bank National Association, as Trustee (incorporated by reference to Exhibit 4.5 of the Form 10-Q of First Industrial, L.P. for the fiscal quarter ended March 31, 1997, File No. 333-21873) | ||
| 4 | .13 | 7.60% Notes due 2028 in principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.2 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873) | ||
| 4 | .14 | Supplemental Indenture No. 5, dated as of July 14, 1998, between First Industrial, L.P. and U.S. Bank Trust National Association, relating to First Industrial, L.P.’s 7.60% Notes due July 15, 2028 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873) | ||
| 4 | .15 | 7.375% Note due 2011 in principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.15 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .16 | Supplemental Indenture No. 6, dated as of March 19, 2001, between First Industrial, L.P. and U.S. Bank Trust National Association, relating to First Industrial, L.P.’s 7.375% Notes due March 15, 2011 (incorporated by reference to Exhibit 4.16 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .17 | Registration Rights Agreement, dated as of March 19, 2001, among First Industrial, L.P. and Credit Suisse First Boston Corporation, Chase Securities, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Salomon Smith Barney, Inc., Banc of America Securities LLC, Banc One Capital Markets, Inc. and UBS Warburg LLC (incorporated by reference to Exhibit 4.17 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .18 | Supplemental Indenture No. 7 dated as of April 15, 2002, between First Industrial, L.P. and U.S. Bank National Association, relating to First Industrial, L.P.’s 6.875% Notes due 2012 and 7.75% Notes due 2032 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated April 4, 2002, File No. 333-21873) | ||
| 4 | .19 | Form of 6.875% Notes due in 2012 in the principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.2 of the Form 8-K of First Industrial, L.P., dated April 4, 2002, File No. 333-21873) | ||
| 4 | .20 | Form of 7.75% Notes due 2032 in the principal amount of $50.0 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.3 of the Form 8-K of First Industrial, L.P., dated April 4, 2002, File No. 333-21873) | ||
| 4 | .21 | Supplemental Indenture No. 8, dated as of May 17, 2004, relating to 6.42% Senior Notes due June 1, 2014, by and between First Industrial, L.P. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P., dated May 27, 2004, File No. 333-21873) | ||
49
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|
Exhibits
|
Description
|
|||
| 4 | .22 | Supplemental Indenture No. 9, dated as of June 14, 2004, relating to 5.25% Senior Notes due 2009, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P., dated June 17, 2004, File No. 333-21873) | ||
| 4 | .23 | Supplemental Indenture No. 10, dated as of January 10, 2006, relating to 5.75% Senior Notes due 2016, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed January 11, 2006, File No. 1-13102) | ||
| 4 | .24 | Indenture dated as of September 25, 2006 among First Industrial, L.P., as issuer, the Company, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .25 | Form of 4.625% Exchangeable Senior Note due 2011 (incorporated by reference to Exhibit 4.2 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .26 | Registration Rights Agreement dated September 25, 2006 among the Company, First Industrial, L.P. and the Initial Purchasers named therein (incorporated by reference to Exhibit 10.1 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .27 | Supplemental Indenture No. 11, dated as of May 7, 2007, relating to 5.95% Senior Notes due 2017, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed May 5, 2007, File No. 1-13102) | ||
| 10 | .1 | Eleventh Amended and Restated Partnership Agreement of First Industrial, L.P. dated August 21, 2006 (the “LP Agreement”) (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company, filed August 22, 2006, File No. 1-13102) | ||
| 10 | .2 | Sales Agreement by and among the Company, First Industrial, L.P. and Cantor Fitzgerald & Co. dated September 16, 2004 (incorporated by reference to Exhibit 1.1 of the Form 8-K of the Company, dated September 16, 2004, File No. 1-13102) | ||
| 10 | .3 | Registration Rights Agreement, dated April 29, 1998, relating to the Company’s Common Stock, par value $0.01 per share, between the Company, the Operating Partnership and Merrill Lynch, Pierce, Fenner & Smith Incorporated (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company dated May 1, 1998, File No. 1-13102) | ||
| 10 | .4 | Non-Competition Agreement between Jay H. Shidler and First Industrial Realty Trust, Inc. (incorporated by reference to Exhibit 10.16 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1994, File No. 1-13102) | ||
| 10 | .5 | Form of Non-Competition Agreement between each of Michael T. Tomasz, Paul T. Lambert, Michael J. Havala, Michael W. Brennan, Michael G. Damone, Duane H. Lund, and Johannson L. Yap and First Industrial Realty Trust, Inc. (incorporated by reference to Exhibit 10.14 to the Company’s Registration Statement on Form S-11, File No. 33-77804) | ||
| 10 | .6† | 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.37 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1994, File No. 1-13102) | ||
| 10 | .7† | First Industrial Realty Trust, Inc. Deferred Income Plan (incorporated by reference to Exhibit 10 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1996, File No. 1-13102) | ||
| 10 | .8 | Contribution Agreement, dated March 19, 1996, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, dated April 3, 1996, File No. 1-13102) | ||
| 10 | .9 | Contribution Agreement, dated January 31, 1997, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.58 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996, File No. 1-13102) | ||
| 10 | .10† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and Michael W. Brennan dated November 26, 2008 (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed November 28, 2008, File No. 1-13102) | ||
| 10 | .11† | 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.62 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996, File No. 1-13102) | ||
50
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|
Exhibits
|
Description
|
|||
| 10 | .12† | 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.34 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2001, File No. 1-13102) | ||
| 10 | .13† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and Michael J. Havala dated December 22, 2008 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed December 23, 2008, File No. 1-13102) | ||
| 10 | .14† | Employment Agreement, dated March 31, 2002, between First Industrial Realty Trust, Inc. and Johannson L. Yap (incorporated by reference to Exhibit 10.2 of the Form 10-Q of First Industrial Realty Trust, Inc. for the fiscal quarter ended March 31, 2002, File No. 1-13102) | ||
| 10 | .15† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and David P. Draft dated November 25, 2008 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed November 28, 2008, File No. 1-13102) | ||
| 10 | .16† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .17† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.4 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .18† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.5 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .19† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.6 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .20 | Fifth Amended and Restated Unsecured Revolving Credit Agreement, dated as of September 28, 2007, among First Industrial, L.P., First Industrial Realty Trust, Inc., JP Morgan Chase Bank, NA and certain other banks (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed October 1, 2007, File No. 1-13102) | ||
| 10 | .21† | Form of Restricted Stock Agreement (Director’s Annual Retainer) (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed May 19, 2006, File No. 1-13102) | ||
| 10 | .22† | Amendment No. 1 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2006, File No. 1-13102) | ||
| 10 | .23† | Amendment No. 2 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2007, File No. 1-13102) | ||
| 10 | .24† | Amendment No. 1 to the Company’s 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.24 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .25† | Amendment No. 1 to the Company’s 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .26† | Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.26 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .27† | Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .28† | Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.28 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .29† | Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.29 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .30† | Amendment No. 3 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102) | ||
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|
Exhibits
|
Description
|
|||
| 10 | .31† | Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102) | ||
| 10 | .32 | First Amendment, dated as of August 18, 2008, to the Fifth Amended and Restated Unsecured Revolving Credit Agreement dated as of September 28, 2007 among the Operating Partnership, the Company, JPMorgan Chase Bank, N.A. and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed August 20, 2008, File No. 1-13102) | ||
| 10 | .33† | First Amendment, dated as of December 29, 2008, to Employment Agreement, dated March 31, 2002, between First Industrial Realty Trust, Inc. and Johannson L. Yap (incorporated by reference to Exhibit 10.33 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 1-13102) | ||
| 10 | .34† | Employment Agreement dated January 30, 2006 between First Industrial Development Services, Inc. and Gerald A. Pientka (incorporated by reference to Exhibit 10.30 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .35† | First Amendment, dated as of December 29, 2008, to Employment Agreement, dated January 30, 2006, between First Industrial Realty Trust, Inc. and Gerald A. Pientka (incorporated by reference to Exhibit 10.35 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 1-13102) | ||
| 10 | .36† | Employment Agreement dated as of January 9, 2009 among First Industrial Realty Trust, Inc., First Industrial L.P. and Bruce W. Duncan (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed January 12, 2009, File No. 1-13102) | ||
| 10 | .37† | Restricted Stock Unit Award Agreement dated as of January 9, 2009 between First Industrial Realty Trust, Inc. and Bruce W. Duncan (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed January 12, 2009, File No. 1-13102) | ||
| 10 | .38† | Letter agreement dated October 24, 2008 between the Compensation Committee and W. Ed Tyler (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed October 30, 2008, File No. 1-13102) | ||
| 10 | .39† | Severance Agreement and Release and Waiver of Claims between Jerry Pientka and First Industrial Investment, Inc. dated February 27, 2009 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed March 2, 2009, File No. 1-13102) | ||
| 10 | .40† | 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q for the period ended June 30, 2009, File No. 1-13102) | ||
| 10 | .41† | Form of Employee Service Based Bonus Agreement (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed July 15, 2009, File No. 1-13102) | ||
| 10 | .42† | Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed July 15, 2009, File No. 1-13102) | ||
| 10 | .43† | Amendment No. 1, dated as of February 5, 2009, to the Restricted Stock Unit Award Agreement, dated as of January 9, 2009, by and between First Industrial Realty Trust, Inc. and Bruce W. Duncan (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q for the period ended March 31, 2009, File No. 1-13102) | ||
| 21 | * | Subsidiaries of the Registrant | ||
| 23 | * | Consent of PricewaterhouseCoopers LLP | ||
| 31 | .1* | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended | ||
| 31 | .2* | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended | ||
| 32 | ** | Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||
| * | Filed herewith. | |
| ** | Furnished herewith. | |
| † | Indicates a compensatory plan or arrangement contemplated by Item 15 a (3) of Form 10-K. |
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EXHIBIT INDEX
|
Exhibits
|
Description
|
|||
| 3 | .1 | Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .2 | Amended and Restated Bylaws of the Company, dated September 4, 1997 (incorporated by reference to Exhibit 1 of the Company’s Form 8-K, dated September 4, 1997, as filed on September 29, 1997, File No. 1-13102) | ||
| 3 | .3 | Articles of Amendment to the Company’s Articles of Incorporation, dated June 20, 1994 (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .4 | Articles of Amendment to the Company’s Articles of Incorporation, dated May 31, 1996 (incorporated by reference to Exhibit 3.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102) | ||
| 3 | .5 | Articles Supplementary relating to the Company’s 6.236% Series F Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 3 | .6 | Articles Supplementary relating to the Company’s 7.236% Series G Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 3 | .7 | Articles Supplementary relating to the Company’s Junior Participating Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.10 of Form S-3 of the Company and First Industrial, L.P. dated September 24, 1997, Registration No. 333-29879) | ||
| 3 | .8 | Articles Supplementary relating to the Company’s 7.25% Series J Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company filed January 17, 2006, File No. 1-13102) | ||
| 3 | .9 | Articles Supplementary relating to the Company’s 7.25% Series K Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 1.6 of the Form 8-A of the Company, as filed on August 18, 2006, File No. 1-13102) | ||
| 4 | .1 | Deposit Agreement, dated May 27, 2004, by and among the Company, EquiServe Inc. and EquiServe Trust Company, N.A. and holders from time to time of Series F Depositary Receipts (incorporated by reference to Exhibit 4.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 4 | .2 | Deposit Agreement, dated May 27, 2004, by and among the Company, EquiServe Inc. and EquiServe Trust Company, N.A. and holders from time to time of Series G Depositary Receipts (incorporated by reference to Exhibit 4.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 4 | .3 | Remarketing Agreement, dated May 27,2004, relating to 50,000 depositary shares, each representing 1/100 of a share of the Series F Flexible Cumulative Redeemable Preferred Stock, by and among Lehman Brothers Inc., the Company and First Industrial, L.P. (incorporated by reference to Exhibit 1.2 of the Form 8-K of the Company, dated May 27, 2004, File No. 1-13102) | ||
| 4 | .4 | Remarketing Agreement, dated May 27,2004, relating to 25,000 depositary shares, each representing 1/100 of a share of the Series G Flexible Cumulative Redeemable Preferred Stock, by and among Lehman Brothers Inc., the Company and First Industrial, L.P. (incorporated by reference to Exhibit 1.3 of the Form 8-K of the Company, dated May 27, 2004, File No. 1-13102) | ||
| 4 | .5 | Deposit Agreement, dated January 13,2006, by and among the Company, Computershare Shareholder Services, Inc. and Computershare Trust Company, N.A., as depositary, and holders from time to time of Series J Depositary Receipts (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, filed January 17, 2006, File No. 1-13102) | ||
| 4 | .6 | Deposit Agreement, dated August 21, 2006, by and among the Company, Computershare Shareholder Services, Inc. and Computershare Trust Company, N.A., as depositary, and holders from time to time of Series K Depositary Receipts (incorporated by reference to Exhibit 1.7 of the Form 8-A of the Company, as filed on August 18, 2006, File No. 1-13102) | ||
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|
Description
|
|||
| 4 | .7 | Indenture, dated as of May 13, 1997,between First Industrial, L.P. and First Trust National Association, as Trustee (incorporated by reference to Exhibit 4.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102) | ||
| 4 | .8 | Supplemental Indenture No. 1, dated as of May 13, 1997, between First Industrial, L.P. and First Trust National Association as Trustee relating to $100 million of 7.15% Notes due 2027 (incorporated by reference to Exhibit 4.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102) | ||
| 4 | .9 | Supplemental Indenture No. 2, dated as of May 22, 1997, between First Industrial, L.P. and First Trust National Association as Trustee relating to $100 million of 7 3/8% Notes due 2011(incorporated by reference to Exhibit 4.4 of the Form 10-Q of First Industrial, L.P. for the fiscal quarter ended March 31, 1997, File No. 333-21873) | ||
| 4 | .10 | Supplemental Indenture No. 3 dated October 28, 1997 between First Industrial, L.P. and First Trust National Association providing for the issuance of Medium-Term Notes due Nine Months or more from Date of Issue (incorporated by reference to Exhibit 4.1 of Form 8-K of First Industrial, L.P., dated November 3, 1997, as filed November 3, 1997, File No. 333-21873) | ||
| 4 | .11 | 7.50% Medium-Term Note due 2017 in principal amount of $100 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.19 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1997, File No. 1-13102) | ||
| 4 | .12 | Trust Agreement, dated as of May 16, 1997, between First Industrial, L.P. and First Bank National Association, as Trustee (incorporated by reference to Exhibit 4.5 of the Form 10-Q of First Industrial, L.P. for the fiscal quarter ended March 31, 1997, File No. 333-21873) | ||
| 4 | .13 | 7.60% Notes due 2028 in principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.2 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873) | ||
| 4 | .14 | Supplemental Indenture No. 5, dated as of July 14, 1998, between First Industrial, L.P. and U.S. Bank Trust National Association, relating to First Industrial, L.P.’s 7.60% Notes due July 15, 2028 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873) | ||
| 4 | .15 | 7.375% Note due 2011 in principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.15 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .16 | Supplemental Indenture No. 6, dated as of March 19, 2001, between First Industrial, L.P. and U.S. Bank Trust National Association, relating to First Industrial, L.P.’s 7.375% Notes due March 15, 2011 (incorporated by reference to Exhibit 4.16 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .17 | Registration Rights Agreement, dated as of March 19, 2001, among First Industrial, L.P. and Credit Suisse First Boston Corporation, Chase Securities, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Salomon Smith Barney, Inc., Banc of America Securities LLC, Banc One Capital Markets, Inc. and UBS Warburg LLC (incorporated by reference to Exhibit 4.17 of First Industrial, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2000, File No. 333-21873) | ||
| 4 | .18 | Supplemental Indenture No. 7 dated as of April 15, 2002, between First Industrial, L.P. and U.S. Bank National Association, relating to First Industrial, L.P.’s 6.875% Notes due 2012 and 7.75% Notes due 2032 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated April 4, 2002, File No. 333-21873) | ||
| 4 | .19 | Form of 6.875% Notes due in 2012 in the principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.2 of the Form 8-K of First Industrial, L.P., dated April 4, 2002, File No. 333-21873) | ||
| 4 | .20 | Form of 7.75% Notes due 2032 in the principal amount of $50.0 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.3 of the Form 8-K of First Industrial, L.P., dated April 4, 2002, File No. 333-21873) | ||
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|
Exhibits
|
Description
|
|||
| 4 | .21 | Supplemental Indenture No. 8, dated as of May 17, 2004, relating to 6.42% Senior Notes due June 1, 2014, by and between First Industrial, L.P. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P., dated May 27, 2004, File No. 333-21873) | ||
| 4 | .22 | Supplemental Indenture No. 9, dated as of June 14, 2004, relating to 5.25% Senior Notes due 2009, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P., dated June 17, 2004, File No. 333-21873) | ||
| 4 | .23 | Supplemental Indenture No. 10, dated as of January 10, 2006, relating to 5.75% Senior Notes due 2016, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed January 11, 2006, File No. 1-13102) | ||
| 4 | .24 | Indenture dated as of September 25, 2006 among First Industrial, L.P., as issuer, the Company, as guarantor, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .25 | Form of 4.625% Exchangeable Senior Note due 2011 (incorporated by reference to Exhibit 4.2 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .26 | Registration Rights Agreement dated September 25, 2006 among the Company, First Industrial, L.P. and the Initial Purchasers named therein (incorporated by reference to Exhibit 10.1 of the current report on Form 8-K of First Industrial, L.P. dated September 25, 2006, File No. 333-21873) | ||
| 4 | .27 | Supplemental Indenture No. 11, dated as of May 7, 2007, relating to 5.95% Senior Notes due 2017, by and between the Operating Partnership and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed May 5, 2007, File No. 1-13102) | ||
| 10 | .1 | Eleventh Amended and Restated Partnership Agreement of First Industrial, L.P. dated August 21, 2006 (the “LP Agreement”) (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company, filed August 22, 2006, File No. 1-13102) | ||
| 10 | .2 | Sales Agreement by and among the Company, First Industrial, L.P. and Cantor Fitzgerald & Co. dated September 16, 2004 (incorporated by reference to Exhibit 1.1 of the Form 8-K of the Company, dated September 16, 2004, File No. 1-13102) | ||
| 10 | .3 | Registration Rights Agreement, dated April 29, 1998, relating to the Company’s Common Stock, par value $0.01 per share, between the Company, the Operating Partnership and Merrill Lynch, Pierce, Fenner & Smith Incorporated (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company dated May 1, 1998, File No. 1-13102) | ||
| 10 | .4 | Non-Competition Agreement between Jay H. Shidler and First Industrial Realty Trust, Inc. (incorporated by reference to Exhibit 10.16 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1994, File No. 1-13102) | ||
| 10 | .5 | Form of Non-Competition Agreement between each of Michael T. Tomasz, Paul T. Lambert, Michael J. Havala, Michael W. Brennan, Michael G. Damone, Duane H. Lund, and Johannson L. Yap and First Industrial Realty Trust, Inc. (incorporated by reference to Exhibit 10.14 to the Company’s Registration Statement on Form S-11, File No. 33-77804) | ||
| 10 | .6† | 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.37 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1994, File No. 1-13102) | ||
| 10 | .7† | First Industrial Realty Trust, Inc. Deferred Income Plan (incorporated by reference to Exhibit 10 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1996, File No. 1-13102) | ||
| 10 | .8 | Contribution Agreement, dated March 19, 1996, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, dated April 3, 1996, File No. 1-13102) | ||
| 10 | .9 | Contribution Agreement, dated January 31, 1997, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.58 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996, File No. 1-13102) | ||
55
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|
Exhibits
|
Description
|
|||
| 10 | .10† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and Michael W. Brennan dated November 26, 2008 (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed November 28, 2008, File No. 1-13102) | ||
| 10 | .11† | 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.62 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996, File No. 1-13102) | ||
| 10 | .12† | 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.34 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2001, File No. 1-13102) | ||
| 10 | .13† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and Michael J. Havala dated December 22, 2008 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed December 23, 2008, File No. 1-13102) | ||
| 10 | .14† | Employment Agreement, dated March 31, 2002, between First Industrial Realty Trust, Inc. and Johannson L. Yap (incorporated by reference to Exhibit 10.2 of the Form 10-Q of First Industrial Realty Trust, Inc. for the fiscal quarter ended March 31, 2002, File No. 1-13102) | ||
| 10 | .15† | Separation and Release Agreement between First Industrial Realty Trust, Inc. and David P. Draft dated November 25, 2008 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed November 28, 2008, File No. 1-13102) | ||
| 10 | .16† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .17† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.4 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .18† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.5 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .19† | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.6 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102) | ||
| 10 | .20 | Fifth Amended and Restated Unsecured Revolving Credit Agreement, dated as of September 28, 2007, among First Industrial, L.P., First Industrial Realty Trust, Inc., JP Morgan Chase Bank, NA and certain other banks (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed October 1, 2007, File No. 1-13102) | ||
| 10 | .21† | Form of Restricted Stock Agreement (Director’s Annual Retainer) (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed May 19, 2006, File No. 1-13102) | ||
| 10 | .22† | Amendment No. 1 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2006, File No. 1-13102) | ||
| 10 | .23† | Amendment No. 2 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2007, File No. 1-13102) | ||
| 10 | .24† | Amendment No. 1 to the Company’s 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.24 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .25† | Amendment No. 1 to the Company’s 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .26† | Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.26 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .27† | Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .28† | Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.28 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
56
Table of Contents
|
Exhibits
|
Description
|
|||
| 10 | .29† | Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.29 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .30† | Amendment No. 3 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102) | ||
| 10 | .31† | Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102) | ||
| 10 | .32 | First Amendment, dated as of August 18, 2008, to the Fifth Amended and Restated Unsecured Revolving Credit Agreement dated as of September 28, 2007 among the Operating Partnership, the Company, JPMorgan Chase Bank, N.A. and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed August 20, 2008, File No. 1-13102) | ||
| 10 | .33† | First Amendment, dated as of December 29, 2008, to Employment Agreement, dated March 31, 2002, between First Industrial Realty Trust, Inc. and Johannson L. Yap (incorporated by reference to Exhibit 10.33 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 1-13102) | ||
| 10 | .34† | Employment Agreement dated January 30, 2006 between First Industrial Development Services, Inc. and Gerald A. Pientka (incorporated by reference to Exhibit 10.30 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102) | ||
| 10 | .35† | First Amendment, dated as of December 29, 2008, to Employment Agreement, dated January 30, 2006, between First Industrial Realty Trust, Inc. and Gerald A. Pientka (incorporated by reference to Exhibit 10.35 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 1-13102) | ||
| 10 | .36† | Employment Agreement dated as of January 9, 2009 among First Industrial Realty Trust, Inc., First Industrial L.P. and Bruce W. Duncan (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed January 12, 2009, File No. 1-13102) | ||
| 10 | .37† | Restricted Stock Unit Award Agreement dated as of January 9, 2009 between First Industrial Realty Trust, Inc. and Bruce W. Duncan (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed January 12, 2009, File No. 1-13102) | ||
| 10 | .38† | Letter agreement dated October 24, 2008 between the Compensation Committee and W. Ed Tyler (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed October 30, 2008, File No. 1-13102) | ||
| 10 | .39† | Severance Agreement and Release and Waiver of Claims between Jerry Pientka and First Industrial Investment, Inc. dated February 27, 2009 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed March 2, 2009, File No. 1-13102) | ||
| 10 | .40† | 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q for the period ended June 30, 2009, File No. 1-13102) | ||
| 10 | .41† | Form of Employee Service Based Bonus Agreement (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed July 15, 2009, File No. 1-13102) | ||
| 10 | .42† | Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed July 15, 2009, File No. 1-13102) | ||
| 10 | .43† | Amendment No. 1, dated as of February 5, 2009, to the Restricted Stock Unit Award Agreement, dated as of January 9, 2009, by and between First Industrial Realty Trust, Inc. and Bruce W. Duncan (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q for the period ended March 31, 2009, File No. 1-13102) | ||
| 21 | * | Subsidiaries of the Registrant | ||
| 23 | * | Consent of PricewaterhouseCoopers LLP | ||
57
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|
Exhibits
|
Description
|
|||
| 31 | .1* | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended | ||
| 31 | .2* | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended | ||
| 32 | ** | Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | ||
| * | Filed herewith. | |
| ** | Furnished herewith. | |
| † | Indicates a compensatory plan or arrangement contemplated by Item 15 a (3) of Form 10-K. |
58
FIRST
INDUSTRIAL REALTY TRUST, INC.
INDEX TO
FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
| Page | ||||
|
FINANCIAL STATEMENTS
|
||||
| 60 | ||||
| 61 | ||||
| 62 | ||||
| 63 | ||||
| 64 | ||||
| 65 | ||||
| 66 | ||||
|
FINANCIAL STATEMENT SCHEDULE
|
||||
| S-1 | ||||
59
Table of Contents
Report of
Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.:
In our opinion, the consolidated financial statements listed in
the index appearing under Item 15(a) (1) present
fairly, in all material respects, the financial position of
First Industrial Realty Trust, Inc. and its subsidiaries (the
“Company”) at December 31, 2009 and 2008, and the
results of their operations and their cash flows for each of the
three years in the period ended December 31, 2009 in
conformity with accounting principles generally accepted in the
United States of America. In addition, in our opinion, the
financial statement schedule listed in the index appearing under
Item 15(a)(2) presents fairly, in all material respects,
the information set forth therein when read in conjunction with
the related consolidated financial statements. Also in our
opinion, the Company maintained, in all material respects,
effective internal control over financial reporting as of
December 31, 2009, based on criteria established in
Internal Control — Integrated Framework
issued
by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). The Company’s management is responsible
for these financial statements and financial statement schedule,
for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of
internal control over financial reporting, included in
Management’s Report on Internal Control Over Financial
Reporting appearing under Item 9A. Our responsibility is to
express opinions on these financial statements, on the financial
statement schedule, and on the Company’s internal control
over financial reporting based on our integrated audits. We
conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are
free of material misstatement and whether effective internal
control over financial reporting was maintained in all material
respects. Our audits of the financial statements included
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by
management, and evaluating the overall financial statement
presentation. Our audit of internal control over financial
reporting included obtaining an understanding of internal
control over financial reporting, assessing the risk that a
material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the
assessed risk. Our audits also included performing such other
procedures as we considered necessary in the circumstances. We
believe that our audits provide a reasonable basis for our
opinions.
As discussed in Note 4 to the consolidated financial
statements, on January 1, 2009, the Company changed the
manner in which it accounts for noncontrolling interests, the
manner in which it calculates earnings per share for
participating securities under the two class method, the manner
in which it accounts for debt instruments with conversion
options, and the manner in which it accounts for business
combinations.
A company’s internal control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s
internal control over financial reporting includes those
policies and procedures that (i) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the
company; (ii) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of
management and directors of the company; and (iii) provide
reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the
financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.
/s/ PricewaterhouseCoopers
LLP
Chicago, Illinois
March 1, 2010
60
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
|
(As Adjusted)
|
||||||||
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
| (In thousands except share and per share data) | ||||||||
|
ASSETS
|
||||||||
|
Assets:
|
||||||||
|
Investment in Real Estate:
|
||||||||
|
Land
|
$ | 751,479 | $ | 776,991 | ||||
|
Buildings and Improvements
|
2,543,573 | 2,551,450 | ||||||
|
Construction in Progress
|
24,712 | 57,156 | ||||||
|
Less: Accumulated Depreciation
|
(594,895 | ) | (523,108 | ) | ||||
|
Net Investment in Real Estate
|
2,724,869 | 2,862,489 | ||||||
|
Real Estate and Other Assets Held for Sale, Net of Accumulated
Depreciation and Amortization of $3,341 and $2,251 at
December 31, 2009 and December 31, 2008, respectively
|
37,305 | 21,117 | ||||||
|
Cash and Cash Equivalents
|
182,943 | 3,182 | ||||||
|
Restricted Cash
|
102 | 109 | ||||||
|
Tenant Accounts Receivable, Net
|
2,243 | 10,414 | ||||||
|
Investments in Joint Ventures
|
8,788 | 16,299 | ||||||
|
Deferred Rent Receivable, Net
|
39,220 | 32,984 | ||||||
|
Deferred Financing Costs, Net
|
15,333 | 12,091 | ||||||
|
Deferred Leasing Intangibles, Net
|
60,160 | 90,342 | ||||||
|
Prepaid Expenses and Other Assets, Net
|
133,623 | 174,474 | ||||||
|
Total Assets
|
$ | 3,204,586 | $ | 3,223,501 | ||||
|
LIABILITIES AND EQUITY
|
||||||||
|
Liabilities:
|
||||||||
|
Mortgage and Other Loans Payable, Net
|
$ | 402,974 | $ | 77,396 | ||||
|
Senior Unsecured Debt, Net
|
1,140,114 | 1,511,955 | ||||||
|
Unsecured Line of Credit
|
455,244 | 443,284 | ||||||
|
Accounts Payable, Accrued Expenses and Other Liabilities, Net
|
80,684 | 128,828 | ||||||
|
Deferred Leasing Intangibles, Net
|
24,754 | 30,754 | ||||||
|
Rents Received in Advance and Security Deposits
|
26,117 | 26,181 | ||||||
|
Leasing Intangibles Held for Sale, Net of Accumulated
Amortization of $0 and $254 at December 31, 2009 and
December 31, 2008, respectively
|
— | 541 | ||||||
|
Dividends Payable
|
452 | 13,846 | ||||||
|
Total Liabilities
|
2,130,339 | 2,232,785 | ||||||
|
Commitments and Contingencies
|
— | — | ||||||
|
Equity:
|
||||||||
|
First Industrial Realty Trust Inc.’s
Stockholders’ Equity:
|
||||||||
|
Preferred Stock ($0.01 par value, 10,000,000 shares
authorized, 500, 250, 600, and 200 shares of Series F,
G, J, and K Cumulative Preferred Stock, respectively, issued and
outstanding at December 31, 2009 and December 31,
2008, having a liquidation preference of $100,000 per share
($50,000), $100,000 per share ($25,000), $250,000 per share
($150,000), and $250,000 per share ($50,000), respectively)
|
— | — | ||||||
|
Common Stock ($0.01 par value, 100,000,000 shares
authorized, 66,169,328 and 48,976,296 shares issued and
61,845,214 and 44,652,182 shares outstanding at
December 31, 2009 and December 31, 2008, respectively)
|
662 | 490 | ||||||
|
Additional
Paid-in-Capital
|
1,551,218 | 1,398,024 | ||||||
|
Distributions in Excess of Accumulated Earnings
|
(384,013 | ) | (370,229 | ) | ||||
|
Accumulated Other Comprehensive Loss
|
(18,408 | ) | (19,668 | ) | ||||
|
Treasury Shares at Cost (4,324,114 shares at
December 31, 2009 and December 31, 2008)
|
(140,018 | ) | (140,018 | ) | ||||
|
Total First Industrial Realty Trust, Inc.’s
Stockholders’ Equity
|
1,009,441 | 868,599 | ||||||
|
Noncontrolling Interest
|
64,806 | 122,117 | ||||||
|
Total Equity
|
1,074,247 | 990,716 | ||||||
|
Total Liabilities and Equity
|
$ | 3,204,586 | $ | 3,223,501 | ||||
The accompanying notes are an integral part of the consolidated
financial statements.
61
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
| (In thousands except per share data) | ||||||||||||
|
Revenues:
|
||||||||||||
|
Rental Income
|
$ | 266,419 | $ | 262,274 | $ | 232,659 | ||||||
|
Tenant Recoveries and Other Income
|
90,582 | 104,748 | 101,587 | |||||||||
|
Construction Revenues
|
54,957 | 147,299 | 35,628 | |||||||||
|
Total Revenues
|
411,958 | 514,321 | 369,874 | |||||||||
|
Expenses:
|
||||||||||||
|
Property Expenses
|
123,819 | 121,737 | 107,653 | |||||||||
|
General and Administrative
|
37,835 | 84,896 | 92,101 | |||||||||
|
Restructuring Costs
|
7,806 | 27,349 | — | |||||||||
|
Impairment of Real Estate
|
6,934 | — | — | |||||||||
|
Depreciation and Other Amortization
|
147,216 | 156,070 | 133,354 | |||||||||
|
Construction Expenses
|
52,720 | 139,539 | 34,553 | |||||||||
|
Total Expenses
|
376,330 | 529,591 | 367,661 | |||||||||
|
Other Income (Expense):
|
||||||||||||
|
Interest Income
|
3,084 | 3,690 | 1,926 | |||||||||
|
Interest Expense
|
(115,421 | ) | (113,139 | ) | (120,894 | ) | ||||||
|
Amortization of Deferred Financing Costs
|
(3,030 | ) | (2,840 | ) | (3,171 | ) | ||||||
|
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements
|
3,667 | (3,073 | ) | — | ||||||||
|
Gain (Loss) From Early Retirement of Debt
|
34,562 | 2,749 | (393 | ) | ||||||||
|
Total Other Income (Expense)
|
(77,138 | ) | (112,613 | ) | (122,532 | ) | ||||||
|
Loss from Continuing Operations Before Equity in (Loss) Income
of Joint Ventures and Income Tax Benefit
|
(41,510 | ) | (127,883 | ) | (120,319 | ) | ||||||
|
Equity in (Loss) Income of Joint Ventures
|
(6,470 | ) | (33,178 | ) | 30,045 | |||||||
|
Income Tax Benefit
|
25,155 | 12,958 | 11,200 | |||||||||
|
Loss from Continuing Operations
|
(22,825 | ) | (148,103 | ) | (79,074 | ) | ||||||
|
Income from Discontinued Operations (Including Gain on Sale of
Real Estate of $24,206, $172,167, and $244,962 for the Years
Ended December 31, 2009, 2008 and 2007, respectively)
|
28,596 | 187,351 | 283,950 | |||||||||
|
Provision for Income Taxes Allocable to Discontinued Operations
(including $1,462, $3,732, and $36,032 allocable to Gain on Sale
of Real Estate for the Years Ended December 31, 2009, 2008
and 2007, respectively)
|
(1,816 | ) | (4,887 | ) | (38,673 | ) | ||||||
|
Income Before Gain on Sale of Real Estate
|
3,955 | 34,361 | 166,203 | |||||||||
|
Gain on Sale of Real Estate
|
374 | 12,008 | 9,425 | |||||||||
|
Provision for Income Taxes Allocable to Gain on Sale of Real
Estate
|
(143 | ) | (3,782 | ) | (3,082 | ) | ||||||
|
Net Income
|
4,186 | 42,587 | 172,546 | |||||||||
|
Less: Net Loss (Income) Attributable to the Noncontrolling
Interest
|
1,547 | (2,990 | ) | (18,841 | ) | |||||||
|
Net Income Attributable to First Industrial Realty Trust,
Inc.
|
5,733 | 39,597 | 153,705 | |||||||||
|
Less: Preferred Dividends
|
(19,516 | ) | (19,428 | ) | (21,320 | ) | ||||||
|
Less: Redemption of Preferred Stock
|
— | — | (2,017 | ) | ||||||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders and Participating Securities
|
$ | (13,783 | ) | $ | 20,169 | $ | 130,368 | |||||
|
Basic and Diluted Earnings Per Share:
|
||||||||||||
|
Loss from Continuing Operations Available to First Industrial
Realty Trust, Inc.’s Common Stockholders
|
$ | (0.78 | ) | $ | (3.23 | ) | $ | (1.90 | ) | |||
|
Income from Discontinued Operations Attributable to First
Industrial Realty Trust, Inc.’s Common Stockholders
|
$ | 0.49 | $ | 3.64 | $ | 4.80 | ||||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders
|
$ | (0.28 | ) | $ | 0.41 | $ | 2.90 | |||||
|
Weighted Average Shares Outstanding
|
48,695 | 43,193 | 44,086 | |||||||||
The accompanying notes are an integral part of the consolidated
financial statements.
62
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
| (Dollars in thousands) | ||||||||||||
|
Net Income
|
$ | 4,186 | $ | 42,587 | $ | 172,546 | ||||||
|
Settlement of Interest Rate Protection Agreements
|
— | — | (4,261 | ) | ||||||||
|
Mark-to-Market
on Interest Rate Protection Agreements, Net of Income Tax
(Provision) Benefit of $(450), $610 and $254 for the years ended
December 31, 2009, 2008 and 2007, respectively
|
(383 | ) | (8,676 | ) | 3,819 | |||||||
|
Amortization of Interest Rate Protection Agreements
|
796 | (792 | ) | (916 | ) | |||||||
|
Write-off of Unamortized Settlement Amounts of Interest Rate
Protection Agreements
|
523 | 831 | — | |||||||||
|
Foreign Currency Translation Adjustment, Net of Tax (Provision)
Benefit of $(2,817), $3,498 and $(1,149) for the years ended
December 31, 2009, 2008 and 2007, respectively
|
1,503 | (2,792 | ) | 2,134 | ||||||||
|
Comprehensive Income
|
6,625 | 31,158 | 173,322 | |||||||||
|
Comprehensive Loss (Income) Attributable to Noncontrolling
Interest
|
1,299 | (1,599 | ) | (18,983 | ) | |||||||
|
Comprehensive Income Attributable to First Industrial Realty
Trust, Inc.
|
$ | 7,924 | $ | 29,559 | $ | 154,339 | ||||||
The accompanying notes are an integral part of the consolidated
financial statements.
63
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
| (Dollars in thousands) | ||||||||||||
|
Preferred Stock — Beginning of Year
|
$ | — | $ | — | $ | — | ||||||
|
Issuance of Preferred Stock
|
— | — | — | |||||||||
|
Redemption of Preferred Stock
|
— | — | — | |||||||||
|
Preferred Stock — End of Year
|
$ | — | $ | — | $ | — | ||||||
|
Common Stock — Beginning of Year
|
$ | 490 | $ | 480 | $ | 475 | ||||||
|
Net Proceeds from the Issuance of Common Stock
|
169 | — | — | |||||||||
|
Issuance of Restricted Stock
|
— | 6 | 5 | |||||||||
|
Repurchase and Retirement of Common Stock
|
(1 | ) | (2 | ) | — | |||||||
|
Conversion of Units to Common Stock
|
4 | 6 | — | |||||||||
|
Common Stock — End of Year
|
$ | 662 | $ | 490 | $ | 480 | ||||||
|
Additional
Paid-In-Capital —
Beginning of Year
|
$ | 1,398,024 | $ | 1,362,375 | $ | 1,396,015 | ||||||
|
Offering Costs
|
(909 | ) | (321 | ) | (46 | ) | ||||||
|
Issuance of Common Stock
|
84,535 | 174 | 613 | |||||||||
|
Issuance of Restricted Stock
|
— | (6 | ) | (5 | ) | |||||||
|
Repurchase and Retirement of Restricted Stock/Common Stock
|
(737 | ) | (4,579 | ) | (3,210 | ) | ||||||
|
Redemption of Preferred Stock
|
— | — | (47,997 | ) | ||||||||
|
Conversion of Units to Common Stock
|
7,813 | 14,575 | 2,855 | |||||||||
|
Amortization of Restricted Stock and Restricted Unit Awards
|
13,399 | 25,806 | 14,150 | |||||||||
|
Repurchase of Equity Component of Exchangeable Notes
|
(33 | ) | — | — | ||||||||
|
Reallocation of Partnership Interest
|
49,126 | — | — | |||||||||
|
Additional
Paid-In-Capital —
End of Year
|
$ | 1,551,218 | $ | 1,398,024 | $ | 1,362,375 | ||||||
|
Dist. In Excess of Accum. Earnings — Beginning of Year
|
$ | (370,229 | ) | $ | (283,268 | ) | $ | (285,290 | ) | |||
|
Preferred Stock Dividends
|
(19,516 | ) | (19,428 | ) | (21,320 | ) | ||||||
|
Distributions $2.41 and $2.85 per Share/Unit at
December 31, 2008 and 2007, respectively)
|
— | (121,882 | ) | (146,126 | ) | |||||||
|
Redemption of Preferred Stock
|
— | — | (2,017 | ) | ||||||||
|
Repurchase and Retirement of Restricted Stock/Common Stock
|
(1 | ) | (266 | ) | (728 | ) | ||||||
|
Net Income Before Noncontrolling Interest
|
4,186 | 42,587 | 172,546 | |||||||||
|
Noncontrolling Interest:
|
||||||||||||
|
Allocation of Loss (Income)
|
1,547 | (2,990 | ) | (18,841 | ) | |||||||
|
Distributions ($2.41 and $2.85 per Unit at December 31,
2008 and 2007, respectively)
|
— | 15,018 | 18,508 | |||||||||
|
Dist. In Excess of Accum. Earnings — End of Year
|
$ | (384,013 | ) | $ | (370,229 | ) | $ | (283,268 | ) | |||
|
Treasury Shares, at cost — Beginning of Year
|
$ | (140,018 | ) | $ | (140,018 | ) | $ | (70,588 | ) | |||
|
Purchase of Treasury Shares
|
— | — | (69,430 | ) | ||||||||
|
Treasury Shares, at cost — End of Year
|
$ | (140,018 | ) | $ | (140,018 | ) | $ | (140,018 | ) | |||
|
Accum. Other Comprehensive Loss — Beginning of Year
|
$ | (19,668 | ) | $ | (9,630 | ) | $ | (10,264 | ) | |||
|
Settlement of Interest Rate Protection Agreements
|
— | — | (4,261 | ) | ||||||||
|
Mark-to-Market
of Interest Rate Protection Agreements, Net of Tax
|
(383 | ) | (8,676 | ) | 3,819 | |||||||
|
Amortization of Interest Rate Protection Agreements
|
796 | (792 | ) | (916 | ) | |||||||
|
Write-off of Unamortized Settlement Amounts of Interest Rate
Protection Agreements
|
523 | 831 | — | |||||||||
|
Foreign Currency Translation Adjustment, Net of Tax
|
1,503 | (2,792 | ) | 2,134 | ||||||||
|
Other Comprehensive Loss (Income) Allocable to Noncontrolling
Interest
|
(248 | ) | 1,391 | (142 | ) | |||||||
|
Reallocation of Partnership Interest
|
(931 | ) | — | — | ||||||||
|
Accum. Other Comprehensive Loss — End of Year
|
$ | (18,408 | ) | $ | (19,668 | ) | $ | (9,630 | ) | |||
|
Total Stockholders’ Equity at End of Year
|
$ | 1,009,441 | $ | 868,599 | $ | 929,939 | ||||||
The accompanying notes are an integral part of the consolidated
financial statements.
64
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||||
|
Net Income
|
$ | 4,186 | $ | 42,587 | $ | 172,546 | ||||||
|
Adjustments to Reconcile Net Income to Net Cash Provided by
Operating Activities:
|
||||||||||||
|
Depreciation
|
112,241 | 114,925 | 121,584 | |||||||||
|
Amortization of Deferred Financing Costs
|
3,030 | 2,840 | 3,171 | |||||||||
|
Other Amortization
|
52,646 | 72,035 | 56,136 | |||||||||
|
Impairment of Real Estate
|
6,934 | — | — | |||||||||
|
Provision for Bad Debt
|
3,259 | 3,346 | 2,212 | |||||||||
|
Mark-to-Market
(Gain) Loss on Interest Rate Protection Agreements
|
(3,667 | ) | 3,073 | — | ||||||||
|
(Gain) Loss on Early Retirement of Debt
|
(34,562 | ) | (2,749 | ) | 393 | |||||||
|
Equity in Loss (Income) of Joint Ventures
|
6,470 | 33,178 | (30,045 | ) | ||||||||
|
Distributions from Joint Ventures
|
2,319 | 1,520 | 31,365 | |||||||||
|
Decrease in Developments for Sale Costs
|
812 | 1,527 | 1,209 | |||||||||
|
Gain on Sale of Real Estate
|
(24,580 | ) | (184,175 | ) | (254,387 | ) | ||||||
|
Decrease (Increase) in Tenant Accounts Receivable, Prepaid
Expenses and Other Assets, Net
|
51,641 | (12,665 | ) | (20,140 | ) | |||||||
|
Increase in Deferred Rent Receivable
|
(8,350 | ) | (7,189 | ) | (9,710 | ) | ||||||
|
(Decrease) Increase in Accounts Payable, Accrued Expenses, Other
Liabilities, Rents Received in Advance and Security Deposits
|
(27,631 | ) | (216 | ) | 18,408 | |||||||
|
Decrease (Increase) in Restricted Cash
|
7 | 90 | (6 | ) | ||||||||
|
Repayments of Discount on Senior Unsecured Debt
|
(2,576 | ) | — | — | ||||||||
|
Cash Book Overdraft.
|
— | 3,058 | 253 | |||||||||
|
Net Cash Provided by Operating Activities
|
142,179 | 71,185 | 92,989 | |||||||||
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||||||
|
Purchases of and Additions to Investment in Real Estate and
Lease Costs
|
(75,947 | ) | (583,414 | ) | (677,461 | ) | ||||||
|
Net Proceeds from Sales of Investments in Real Estate
|
74,982 | 502,929 | 800,147 | |||||||||
|
Contributions to and Investments in Joint Ventures
|
(3,742 | ) | (17,327 | ) | (27,696 | ) | ||||||
|
Distributions from Joint Ventures
|
6,333 | 20,985 | 22,863 | |||||||||
|
Funding of Notes Receivable
|
— | (10,325 | ) | (8,385 | ) | |||||||
|
Repayment of Notes Receivable
|
3,151 | 68,722 | 26,350 | |||||||||
|
Decrease (Increase) in Restricted Cash
|
— | 24,704 | (8,909 | ) | ||||||||
|
Net Cash Provided by Investing Activities
|
4,777 | 6,274 | 126,909 | |||||||||
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||||
|
Offering Costs
|
(764 | ) | (321 | ) | (46 | ) | ||||||
|
Proceeds from the Issuance of Common Stock
|
84,465 | 174 | 613 | |||||||||
|
Redemption of Preferred Stock
|
— | — | (50,014 | ) | ||||||||
|
Repurchase and Retirement of Restricted Stock
|
(739 | ) | (4,847 | ) | (3,938 | ) | ||||||
|
Proceeds from Senior Unsecured Debt
|
— | — | 149,595 | |||||||||
|
Payments on Interest Rate Swap Agreement
|
(320 | ) | — | — | ||||||||
|
Settlement of Interest Rate Protection Agreements
|
(7,491 | ) | — | (4,261 | ) | |||||||
|
Repayments on Senior Unsecured Debt
|
(336,196 | ) | (32,525 | ) | (150,000 | ) | ||||||
|
Dividends/Distributions
|
(12,614 | ) | (145,347 | ) | (146,660 | ) | ||||||
|
Preferred Stock Dividends
|
(20,296 | ) | (19,428 | ) | (26,023 | ) | ||||||
|
Purchase of Treasury Shares
|
— | — | (69,430 | ) | ||||||||
|
Repayments on Mortgage Loans Payable
|
(13,513 | ) | (3,271 | ) | (41,475 | ) | ||||||
|
Proceeds from Origination of Mortgage Loans Payable
|
339,783 | — | — | |||||||||
|
Proceeds from Unsecured Line of Credit
|
180,000 | 550,920 | 879,129 | |||||||||
|
Repayments on Unsecured Line of Credit
|
(172,000 | ) | (425,030 | ) | (764,000 | ) | ||||||
|
Debt Issuance Costs and Costs Incurred in Connection with the
Early Retirement of Debt
|
(7,558 | ) | (79 | ) | (3,766 | ) | ||||||
|
Repurchase of Equity Component Exchangeable Notes
|
(33 | ) | — | — | ||||||||
|
Net Cash Provided by (Used in) Financing Activities
|
32,724 | (79,754 | ) | (230,276 | ) | |||||||
|
Net Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
81 | (280 | ) | — | ||||||||
|
Net Increase (Decrease) in Cash and Cash Equivalents
|
179,680 | (2,295 | ) | (10,378 | ) | |||||||
|
Cash and Cash Equivalents, Beginning of Year
|
3,182 | 5,757 | 16,135 | |||||||||
|
Cash and Cash Equivalents, End of Year
|
$ | 182,943 | $ | 3,182 | $ | 5,757 | ||||||
The accompanying notes are an integral part of the consolidated
financial statements.
65
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
(Dollars
in thousands except share and per share data)
| 1. | Organization and Formation of Company |
First Industrial Realty Trust, Inc. (the “Company”)
was organized in the state of Maryland on August 10, 1993.
The Company is a real estate investment trust (“REIT”)
as defined in the Internal Revenue Code of 1986 (the
“Code”). Unless the context otherwise requires, the
terms “Company,” “we,” “us,” and
“our” refer to First Industrial Realty Trust, Inc.,
First Industrial, L.P. and their other controlled subsidiaries.
We refer to our operating partnership, First Industrial, L.P.,
as the “Operating Partnership.” Effective
September 1, 2009, our taxable real estate investment trust
subsidiary, First Industrial Investment, Inc. (the “old
TRS”) merged into First Industrial Investment II, LLC
(“FI LLC”), which is wholly owned by the Operating
Partnership. Immediately thereafter, certain assets and
liabilities of FI LLC were contributed to a new subsidiary, FR
Investment Properties, LLC (“FRIP”). FRIP is 1% owned
by FI LLC and 99% owned by a new taxable real estate investment
trust subsidiary, First Industrial Investment Properties, Inc.
(the “new TRS,” which, collectively with the old TRS
and certain wholly owned taxable real estate investment trust
subsidiaries of FI LLC, will be referred to as the
“TRSs”), which is wholly owned by FI LLC (see
Note 12).
We began operations on July 1, 1994. Our operations are
conducted primarily through the Operating Partnership, of which
we are the sole general partner, and through the old TRS prior
to September 1, 2009, and through FI LLC, the new TRS and
FRIP subsequent to September 1, 2009. We also conduct
operations through other partnerships, corporations, and limited
liability companies, the operating data of which, together with
that of the Operating Partnership, FI LLC, FRIP and the TRSs, is
consolidated with that of the Company as presented herein.
We also own noncontrolling equity interests in, and provide
various services to, seven joint ventures whose purpose is to
invest in industrial properties (the “2003 Net Lease Joint
Venture,” the “2005 Development/Repositioning Joint
Venture,” the “2005 Core Joint Venture,” the
“2006 Net Lease Co-Investment Program,” the “2006
Land/Development Joint Venture,” the “2007 Canada
Joint Venture,” and the “2007 Europe Joint
Venture”; together the “Joint Ventures”). The
Joint Ventures are accounted for under the equity method of
accounting. The 2007 Europe Joint Venture does not own any
properties.
The operating data of our Joint Ventures is not consolidated
with that of the Company as presented herein.
As of December 31, 2009, we owned 784 industrial properties
(inclusive of developments in progress) located in
28 states in the United States and one province in Canada,
containing an aggregate of approximately 69.2 million
square feet of gross leasable area (“GLA”).
Any references to the number of buildings and square footage in
the financial statement footnotes are unaudited.
| 2. | Current Business Risks and Uncertainties |
The real estate markets have been significantly impacted by
disruption in the global capital markets. The current recession
has resulted in downward pressure on our net operating income
and has impaired our ability to sell properties.
Our unsecured revolving credit facility that has a borrowing
capacity of $500,000 (the “Unsecured Line of Credit”)
and the indentures under which our senior unsecured indebtedness
is, or may be, issued, contain certain financial covenants,
including, among other things, coverage ratios and limitations
on our ability to incur total indebtedness and secured and
unsecured indebtedness. Consistent with our prior practice, we
will, in the future, continue to interpret and certify our
performance under these covenants in a good faith manner that we
deem reasonable and appropriate. However, these financial
covenants are complex and there can be no assurance that these
provisions would not be interpreted by our lenders in a manner
that could impose and cause us to incur material costs. Any
violation of these covenants would subject us to higher finance
costs and
66
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
fees, or accelerated maturities. In addition, our credit
facilities and senior debt securities contain certain
cross-default provisions, which are triggered in the event that
our other material indebtedness is in default. Under the
Unsecured Line of Credit, an event of default can also occur if
the lenders, in their good faith judgment, determine that a
material adverse change has occurred which could prevent timely
repayment or materially impair our ability to perform our
obligations under the loan agreement.
We believe that we were in compliance with our financial
covenants as of December 31, 2009, and we anticipate that
we will be able to operate in compliance with our financial
covenants throughout 2010 based upon our earnings projections.
Our belief that we will continue to meet our financial covenants
through 2010 is based on internal projections of EBITDA, as
defined in our Unsecured Line of Credit and our unsecured notes,
which include a number of assumptions, including, among others,
assumptions regarding occupancy rates, tenant retention and
rental rates as well as internal projections of interest expense
and preferred dividends. However, our ability to meet our
financial covenants may be reduced if economic and credit market
conditions limit our property sales and reduce our net operating
income below our projections. We plan to enhance our liquidity,
and reduce our indebtedness, through a combination of capital
retention, mortgage and equity financings, asset sales and debt
reduction.
| • | Capital Retention — We plan to retain capital by distributing the minimum amount of dividends required to maintain our REIT status. We did not pay a common stock dividend in 2009 and may not pay dividends in 2010 depending on our taxable income. If, to maintain our REIT status, we are required to pay common stock dividends with respect to 2010, we may elect to do so by distributing a combination of cash and common shares. Also, if we are not required to pay preferred stock dividends to maintain our REIT status, we may elect to suspend some or all preferred stock dividends for one or more fiscal quarters, which would aid compliance with the fixed charge coverage covenant under our Unsecured Line of Credit. | |
| • | Mortgage Financing — During the year ended December 31, 2009, we originated $339,783 in mortgage financings with maturities ranging from September 2012 to January 2020 and interest rates ranging from 6.42% to 7.87% (see Note 6). We believe these mortgage financings comply with all covenants contained in our Unsecured Line of Credit and our senior debt securities, including coverage ratios and total indebtedness, total unsecured indebtedness and total secured indebtedness limitations. We continue to engage various lenders regarding the origination of additional mortgage financings and the terms and conditions thereof. To the extent additional mortgage financing is originated, we expect to use proceeds received to pay down our other debt. No assurances can be made that additional mortgage financing will be obtained. | |
| • | Equity Financing — During the year ended December 31, 2009, we sold 3,034,120 shares of the Company’s common stock, generating $15,920 in net proceeds, under the direct stock purchase component of the Company’s Dividend Reinvestment and Direct Stock Purchase Plan (“DRIP”). On October 5, 2009, we sold in an underwritten public offering 13,635,700 shares of the Company’s common stock at a price to the public of $5.25 per share. Total proceeds to us, net of underwriter’s discount and total expenses were $67,780 (see Note 7). We may opportunistically access the equity markets again, subject to contractual restrictions, and may continue to issue shares under the direct stock purchase component of the DRIP. To the extent additional equity offerings occur, we expect to use the proceeds received to reduce our indebtedness. | |
| • | Asset Sales — During the year ended December 31, 2009 we sold 15 industrial properties and several land parcels for gross proceeds of $100,194 (see Note 9). We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale throughout 2010. We expect to use sales proceeds to pay down additional debt. If we are unable to sell properties on an advantageous basis, this may impair our liquidity and our ability to meet our financial covenants. |
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NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| • | Debt Reduction — During the year ended December 31, 2009, we repurchased $271,474 of our senior unsecured notes (including $19,279 of our 2009 Notes prior to their repayment at maturity on June 15, 2009) (see Note 6). On February 8, 2010, we consummated a tender offer pursuant to which we purchased $72,702 of our 2011 Notes, $66,236 of our 2012 Notes and $21,062 of our 2014 Notes. In connection with the tender offer, we will recognize approximately $0.4 million as gain on early retirement of debt. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, future tax liability and results of operations. |
Although we believe we will be successful in meeting our
liquidity needs and maintaining compliance with other debt
covenants through a combination of capital retention, mortgage
and equity financings, asset sales and debt repurchases, if we
were to be unsuccessful in executing one or more of the
strategies outlined above, our financial condition and operating
results could be materially adversely affected.
| 3. | Basis of Presentation |
First Industrial Realty Trust, Inc. is the sole general partner
of the Operating Partnership, with an approximate 92.0% and
88.5% common ownership interest at December 31, 2009 and
2008, respectively. Noncontrolling interest at December 31,
2009 and 2008 represents the approximate 8.0% and 11.5%,
respectively, aggregate partnership interest in the Operating
Partnership held by the limited partners thereof.
Our consolidated financial statements at December 31, 2009
and 2008 and for each of the years ended December 31, 2009,
2008 and 2007 include the accounts and operating results of the
Company and our subsidiaries. Such financial statements present
our noncontrolling equity interests in our Joint Ventures under
the equity method of accounting. All intercompany transactions
have been eliminated in consolidation.
| 4. | Summary of Significant Accounting Policies |
In order to conform with generally accepted accounting
principles, we are required in preparation of our financial
statements to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities as of December 31, 2009
and 2008, and the reported amounts of revenues and expenses for
each of the years ended December 31, 2009, 2008 and 2007.
Actual results could differ from those estimates.
Cash
and Cash Equivalents
Cash and cash equivalents include all cash and liquid
investments with an initial maturity of three months or less.
The carrying amount approximates fair value due to the short
term maturity of these investments. At December 31, 2009,
approximately $1,000 is subject to a compensating balance
arrangement. The related balance, however, is not subject to any
withdrawal restrictions.
Restricted
Cash
At December 31, 2009 and 2008, restricted cash includes
cash held in escrow in connection with mortgage debt
requirements. The carrying amount approximates fair value due to
the short term maturity of these investments.
Investment
in Real Estate and Depreciation
Investment in Real Estate is carried at cost. We review our
properties on a periodic basis for impairment and provide a
provision if impairments are found. To determine if an
impairment may exist, we review our properties and identify
those that have had either an event of change or event of
circumstances warranting
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NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
further assessment of recoverability (such as a decrease in
occupancy). If further assessment of recoverability is needed,
we estimate the future net cash flows expected to result from
the use of the property and its eventual disposition, on an
individual property basis. If the sum of the expected future net
cash flows (undiscounted and without interest charges) is less
than the carrying amount of the property on an individual
property basis, we will recognize an impairment loss based upon
the estimated fair value of such property. For properties we
consider held for sale, we cease depreciating the properties and
value the properties at the lower of depreciated cost or fair
value, less costs to dispose. If circumstances arise that were
previously considered unlikely, and, as a result, we decide not
to sell a property previously classified as held for sale, we
will reclassify such property as held and used. Such property is
measured at the lower of its carrying amount (adjusted for any
depreciation and amortization expense that would have been
recognized had the property been continuously classified as held
and used) or fair value at the date of the subsequent decision
not to sell. To calculate the fair value of properties held for
sale, we deduct from the estimated sales price of the property
the estimated costs to close the sale. We classify properties as
held for sale when all criteria within the Financial Accounting
Standards Board’s (the “FASB”) guidance on the
impairment or disposal of long-lived assets are met.
Interest costs, real estate taxes, compensation costs of
development personnel and other directly related costs incurred
during construction periods are capitalized and depreciated
commencing with the date the property is substantially
completed. Upon substantial completion, we reclassify
construction in progress to building, tenant improvements and
leasing commissions. Such costs begin to be capitalized to the
development projects from the point we are undergoing necessary
activities to get the development ready for its intended use and
ceases when the development projects are substantially completed
and held available for occupancy. Depreciation expense is
computed using the straight-line method based on the following
useful lives:
| Years | ||
|
Buildings and Improvements
|
8 to 50 | |
|
Land Improvements
|
3 to 20 | |
|
Furniture, Fixtures and Equipment
|
5 to 10 |
Construction expenditures for tenant improvements, leasehold
improvements and leasing commissions (inclusive of compensation
costs of personnel attributable to leasing) are capitalized and
amortized over the terms of each specific lease. Capitalized
compensation costs of personnel attributable to leasing relate
to time directly attributable to originating leases with
independent third parties that result directly from and are
essential to originating those leases and would not have been
incurred had these leasing transactions not occurred. Repairs
and maintenance are charged to expense when incurred.
Expenditures for improvements are capitalized.
We account for all acquisitions entered into subsequent to
June 30, 2001 in accordance with the FASB’s guidance
on business combinations. Upon acquisition of a property, we
allocate the purchase price of the property based upon the fair
value of the assets acquired and liabilities assumed, which
generally consists of land, buildings, tenant improvements,
leasing commissions and intangible assets including in-place
leases, above market and below market leases and tenant
relationships. We allocate the purchase price to the fair value
of the tangible assets of an acquired property by valuing the
property as if it were vacant. Acquired above and below market
leases are valued based on the present value of the difference
between prevailing market rates and the in-place rates measured
over a period equal to the remaining term of the lease for above
market leases and the initial term plus the term of any below
market fixed rate renewal options for below market leases that
are considered bargain renewal options. The above market lease
values are amortized as a reduction of rental revenue over the
remaining term of the respective leases, and the below market
lease values are amortized as an increase to base rental revenue
over the remaining initial terms plus the terms of any below
market fixed rate renewal options that are considered bargain
renewal options of the respective leases.
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NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The purchase price is further allocated to in-place lease values
and tenant relationships based on our evaluation of the specific
characteristics of each tenant’s lease and our overall
relationship with the respective tenant. The value of in-place
lease intangibles and tenant relationships, which are included
as components of Deferred Leasing Intangibles, Net (see below)
are amortized over the remaining lease term (and expected
renewal periods of the respective lease for tenant
relationships) as adjustments to depreciation and other
amortization expense. If a tenant terminates its lease early,
the unamortized portion of the tenant improvements, leasing
commissions, above and below market leases, the in-place lease
value and tenant relationships is immediately written off.
Deferred Leasing Intangibles, exclusive of deferred leasing
intangibles held for sale, included in our total assets consist
of the following:
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
In-Place Leases
|
$ | 69,785 | $ | 84,424 | ||||
|
Less: Accumulated Amortization
|
(32,788 | ) | (30,350 | ) | ||||
| $ | 36,997 | $ | 54,074 | |||||
|
Above Market Leases
|
$ | 7,298 | $ | 15,830 | ||||
|
Less: Accumulated Amortization
|
(2,341 | ) | (2,607 | ) | ||||
| $ | 4,957 | $ | 13,223 | |||||
|
Tenant Relationships
|
$ | 26,278 | $ | 28,717 | ||||
|
Less: Accumulated Amortization
|
(8,072 | ) | (5,672 | ) | ||||
| $ | 18,206 | $ | 23,045 | |||||
|
Total Deferred Leasing Intangibles, Net
|
$ | 60,160 | $ | 90,342 | ||||
Deferred Leasing Intangibles, exclusive of deferred leasing
intangibles held for sale, included in our total liabilities
consist of the following:
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
Below Market Leases
|
$ | 39,125 | $ | 42,856 | ||||
|
Less: Accumulated Amortization
|
(14,371 | ) | (12,102 | ) | ||||
|
Total Deferred Leasing Intangibles, Net
|
$ | 24,754 | $ | 30,754 | ||||
Amortization expense related to in-place leases and tenant
relationships of deferred leasing intangibles was $18,932,
$30,228, and $23,913 for the years ended December 31, 2009,
2008, and 2007, respectively. Rental revenues increased by
$3,414, $8,100 and $4,265 related to net amortization of
above/(below) market leases for the years ended
December 31, 2009, 2008, and 2007, respectively. We will
recognize net
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NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
amortization expense related to deferred leasing intangibles
over the next five years, for properties owned as of
December 31, 2009, as follows:
|
Estimated Net Increase to
|
||||||||
|
Estimated Net Amortization
|
Rental Revenues Related to
|
|||||||
|
of In-Place Leases and
|
Above and Below Market
|
|||||||
| Tenant Relationships | Leases | |||||||
|
2010
|
$ | 11,658 | $ | 3,272 | ||||
|
2011
|
8,960 | 1,787 | ||||||
|
2012
|
7,409 | 1,292 | ||||||
|
2013
|
6,284 | 994 | ||||||
|
2014
|
4,886 | 828 | ||||||
Construction
Revenues and Expenses
Construction revenues and expenses represent revenues earned and
expenses incurred in connection with the old TRS acting as
general contractor or development manager to construct
industrial properties, including industrial properties for the
2006 Development/Repositioning Joint Venture, and also include
revenues and expenses related to the development of properties
for third parties. We use the
percentage-of-completion
contract method to recognize revenue. Using this method,
revenues are recorded based on estimates of the percentage of
completion of individual contracts. The percentage of completion
estimates are based on a comparison of the contract expenditures
incurred to the estimated final costs. Changes in job
performance, job conditions and estimated profitability may
result in revisions to costs and income and are recognized in
the period in which the revisions are determined.
Foreign
Currency Transactions and Translation
At December 31, 2009, we owned several land parcels located
in Toronto, Canada for which the functional currency was
determined to be the Canadian dollar. Additionally, the 2007
Canada Joint Venture owns three industrial properties and
several land parcels in Canada for which the functional currency
is the Canadian dollar. The assets and liabilities of these
industrial properties and land parcels are translated to
U.S. dollars from the Canadian dollar based on the current
exchange rate prevailing at each balance sheet date. The income
statement accounts of the industrial properties and the land
parcels are translated using the average exchange rate for the
period. The resulting translation adjustments are included in
Accumulated Other Comprehensive Income. For the years ended
December 31, 2009 and 2008, we recorded $4,320 and $(6,290)
in foreign currency translation gain (loss), respectively,
offset by $(2,817) and $3,498 of income tax (provision) benefit,
respectively.
Deferred
Financing Costs
Deferred financing costs include fees and costs incurred to
obtain long-term financing. These fees and costs are being
amortized over the terms of the respective loans. Accumulated
amortization of deferred financing costs was $17,447 and $17,918
at December 31, 2009 and 2008, respectively. Unamortized
deferred financing costs are written-off when debt is retired
before the maturity date.
Investments
in Joint Ventures
Investments in Joint Ventures represent our noncontrolling
equity interests in our Joint Ventures. We account for our
Investments in Joint Ventures under the equity method of
accounting, as we do not have operational control or a majority
voting interest. Under the equity method of accounting, our
share of earnings or losses of our Joint Ventures is reflected
in income as earned and contributions or distributions increase
or decrease our Investments in Joint Ventures as paid or
received, respectively. Differences between our carrying
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INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
value of our Investments in Joint Ventures and our underlying
equity of such Joint Ventures are amortized over the respective
lives of the underlying assets.
On a periodic basis, we assess whether there are any indicators
that the value of our Investments in Joint Ventures may be
impaired. An investment is impaired only if our estimate of the
value of the investment is less than the carrying value of the
investment, and such decline in value is deemed to be other than
temporary. To the extent impairment has occurred, the loss shall
be measured as the excess of the carrying amount of the
investment over the fair value of the investment. Our estimates
of fair value for each investment are based on a number of
subjective assumptions that are subject to economic and market
uncertainties including, among others, demand for space, market
rental rates and operating costs, the discount rate used to
value the cash flows of the properties and the discount rate
used to value the Joint Ventures’ debt. As these factors
are difficult to predict and are subject to future events that
may alter our assumptions, our fair values estimated in the
impairment analyses may not be realized.
Stock
Based Compensation
We account for stock based compensation using the modified
prospective application method, which requires measurement of
compensation cost for all stock-based awards at fair value on
the date of grant and recognition of compensation over the
service period for awards expected to vest.
Revenue
Recognition
Rental income is recognized on a straight-line method under
which contractual rent increases are recognized evenly over the
lease term. Tenant recovery income includes payments from
tenants for real estate taxes, insurance and other property
operating expenses and is recognized as revenue in the same
period the related expenses are incurred by us.
Revenue is recognized on payments received from tenants for
early lease terminations after we determine that all the
necessary criteria have been met in accordance with the
FASB’s guidance on accounting for leases.
Interest income on mortgage loans receivable is recognized based
on the accrual method unless a significant uncertainty of
collection exists. If a significant uncertainty exists, interest
income is recognized as collected.
We provide an allowance for doubtful accounts against the
portion of tenant accounts receivable which is estimated to be
uncollectible. Accounts receivable in the consolidated balance
sheets are shown net of an allowance for doubtful accounts of
$3,235 and $2,918 as of December 31, 2009 and 2008,
respectively. For accounts receivable we deem uncollectible, we
use the direct write-off method.
Gain
on Sale of Real Estate
Gain on sale of real estate is recognized using the full accrual
method, when appropriate. Gains relating to transactions which
do not meet the full accrual method of accounting are deferred
and recognized when the full accrual method of accounting
criteria are met or by using the installment or deposit methods
of profit recognition, as appropriate in the circumstances. As
the assets are sold, their costs and related accumulated
depreciation are written off with resulting gains or losses
reflected in net income or loss. Estimated future costs to be
incurred by us after completion of each sale are included in the
determination of the gain on sales.
Income
Taxes
We have elected to be taxed as a REIT under Sections 856
through 860 of the Code. As a result, we generally are not
subject to federal income taxation to the extent of the income
which we distribute if we satisfy the requirements set forth in
Section 856 of the Code (pertaining to its organization and
types of
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INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
income and assets) necessary to maintain our status as a REIT.
We are required to distribute annually at least 90% of our REIT
taxable income, as defined in the Code, to our stockholders and
we satisfy certain other requirements.
A benefit/provision has been made for federal income taxes in
the accompanying consolidated financial statements for
activities conducted in the TRSs, which has been accounted for
under the FASB’s guidance on accounting for income taxes.
In accordance with the guidance, the total benefit/provision has
been separately allocated to income from continuing operations,
income from discontinued operations and gain on sale of real
estate.
We and certain of our subsidiaries are subject to certain state
and local income, excise and franchise taxes. The provision for
excise and franchise taxes has been reflected in general and
administrative expense in the consolidated statements of
operations and has not been separately stated due to its
insignificance. State and local income taxes are included in the
benefit/provision for income taxes which is allocated to income
from continuing operations, income from discontinued operations
and gain on sale of real estate.
We file income tax returns in the U.S., and various states and
foreign jurisdictions. In general, the statutes of limitations
for income tax returns remain open for the years 2006 through
2009.
Participating
Securities
Net income net of preferred dividends is allocated to common
stockholders and participating securities based upon their
proportionate share of weighted average shares plus weighted
average participating securities. Participating securities are
unvested share-based payment awards that contain non-forfeitable
rights to dividends or dividend equivalents. Certain restricted
stock awards and restricted unit awards granted to employees and
directors are considered participating securities as they
receive non-forfeitable dividend or dividend equivalents at the
same rate as common stock. See Note 11 for further
disclosure about participating securities.
Earnings
Per Share (“EPS”)
Basic net income (loss) per common share is computed by dividing
net (loss) income available to common shareholders by the
weighted average number of common shares outstanding for the
period. Diluted net (loss) income per common share is computed
by dividing net (loss) income available to common shareholders
by the sum of the weighted average number of common shares
outstanding and any dilutive non-participating securities for
the period. See Note 11 for further disclosure about EPS.
Derivative
Financial Instruments
Historically, we have used interest rate protection agreements
(“Agreements”) to fix the interest rate on anticipated
offerings of senior unsecured debt or convert floating rate debt
to fixed rate debt. Receipts or payments that result from the
settlement of Agreements used to fix the interest rate on
anticipated offerings of senior unsecured debt are amortized
over the life of the derivative or the life of the debt and
included in interest expense. Receipts or payments resulting
from Agreements used to convert floating rate debt to fixed rate
debt are recognized as a component of interest expense.
Agreements which qualify for hedge accounting are
marked-to-market
and any gain or loss that is effective is recognized in other
comprehensive income (shareholders’ equity). Agreements
which do not qualify for hedge accounting are
marked-to-market
and any gain or loss is recognized in net (loss) income
immediately. Amounts accumulated in other comprehensive income
during the hedge period are reclassified to earnings in the same
period during which the forecasted transaction or hedged item
affects net income (loss). The credit risks associated with
Agreements are controlled through the evaluation and monitoring
of the creditworthiness of the counterparty. In the event that
the counterparty fails to meet the terms of Agreements, our
exposure is limited to the current value of the
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INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
interest rate differential, not the notional amount, and our
carrying value of Agreements on the balance sheet. See
Note 17 for more information on Agreements.
Fair
Value of Financial Instruments
Financial instruments other than our derivatives (see preceding
paragraph) include short-term investments, tenant accounts
receivable, net, mortgage notes receivable, accounts payable,
other accrued expenses, mortgage and other loans payable,
unsecured line of credit and senior unsecured debt. The fair
values of the short-term investments, tenant accounts
receivable, net, accounts payable and other accrued expenses
approximate their carrying or contract values. See Note 6
for the fair values of the mortgage and other loans payable,
unsecured line of credit and senior unsecured debt and see
Note 9 for the fair value of our mortgage notes receivable.
Discontinued
Operations
The FASB’s guidance on financial reporting for the disposal
of long lived assets requires that the results of operations and
gains or losses on the sale of property or property held for
sale be presented in discontinued operations if both of the
following criteria are met: (a) the operations and cash
flows of the property have been (or will be) eliminated from the
ongoing operations of the Company as a result of the disposal
transaction and (b) we will not have any significant
continuing involvement in the operations of the property after
the disposal transaction. The guidance also requires prior
period results of operations for these properties to be
reclassified and presented in discontinued operations in prior
consolidated statements of operations.
Segment
Reporting
Management views the Company as a single segment based on its
method of internal reporting.
Recent
Accounting Pronouncements
In June 2009, the Financial Accounting Standards Board (the
“FASB”) issued new guidance which revises and updates
previously issued guidance related to variable interest
entities. This new guidance, which became effective
January 1, 2010, revises the previous guidance by
eliminating the exemption for qualifying special purpose
entities, by establishing a new approach for determining who
should consolidate a variable-interest entity and by changing
when it is necessary to reassess who should consolidate a
variable-interest entity. We will adopt this new guidance
January 1, 2010. We are currently assessing the potential
impact that the adoption of this guidance will have on our
financial position and results of operations.
Effective January 1, 2009 we adopted newly issued guidance
from the FASB relating to noncontrolling interests within
consolidated financial statements. This guidance establishes
requirements for ownership interests in subsidiaries held by
parties other than the Company (formerly called “minority
interests”) to be clearly identified, presented, and
disclosed in the consolidated statement of financial position
within equity, but separate from the parent’s equity.
Changes in a parent’s ownership interest (and transactions
with noncontrolling interest holders) while the parent retains
its controlling financial interest in its subsidiary should be
accounted for as equity transactions. The carrying amount of the
noncontrolling interest shall be adjusted to reflect the change
in its ownership interest in the subsidiary, with the offset to
equity attributable to the parent. As a result of transactions
with noncontrolling interest holders and changes in ownership
percentages that occurred during the year ended
December 31, 2009, we decreased noncontrolling interest and
increased Additional
Paid-in-Capital
by $49,126, which represents the cumulative impact of historical
changes in the parent’s ownership in the subsidiary. This
guidance was effective, on a prospective basis, for fiscal years
beginning after December 15, 2008, however, presentation
and disclosure requirements need to be retrospectively applied
to comparative financial statements. See Note 7 for
additional disclosures.
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NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Effective January 1, 2009 we adopted newly issued guidance
from the FASB relating to disclosures about derivatives and
hedging activities. This guidance expands the current disclosure
requirements and entities must now provide enhanced disclosures
on an interim basis and annual basis regarding how and why the
entity uses derivatives, how derivatives and related hedged
items are accounted for and how derivatives and related hedged
items affect the entity’s financial position, financial
results and cash flow. See Note 17 for the required
disclosures. This guidance does not impact the consolidated
financial results as it is disclosure-only in nature.
Effective January 1, 2009 we adopted newly issued guidance
from the Emerging Issues Task Force (“EITF”) regarding
the determination of whether instruments granted in share-based
payment transactions are participating securities. The guidance
required retrospective application. Under this guidance,
unvested share-based payment awards that contain non-forfeitable
rights to dividends or dividend equivalents are participating
securities and, therefore, are included in the computation of
EPS pursuant to the two-class method. The two-class method
determines EPS for each class of common stock and participating
securities according to dividends or dividend equivalents and
their respective participation rights in undistributed earnings.
Certain restricted stock awards granted to employees and
directors are considered participating securities as they
receive non-forfeitable dividend or dividend equivalents at the
same rate as common stock. The impact of adopting this guidance
decreased previously filed basic and diluted EPS by $0.06 and
$0.06 for the years ended December 31, 2008 and 2007,
respectively.
Effective January 1, 2009 we adopted newly issued guidance
from the FASB regarding business combinations. This guidance
states that direct costs of a business combination of an
operating property, such as transaction fees, due diligence and
consulting fees no longer qualify to be capitalized as part of
the business combination. Instead, these direct costs need to be
recognized as expense in the period in which they are incurred.
Accordingly, we retroactively expensed these types of costs in
2008 related to future operating property acquisitions.
Effective January 1, 2009 we adopted newly issued guidance
from the Accounting Principles Board (“APB”) regarding
accounting for convertible debt instruments that may be settled
for cash upon conversion. This guidance requires the liability
and equity components of convertible debt instruments to be
separately accounted for in a manner that reflects the
issuer’s nonconvertible debt borrowing rate. The guidance
requires that the value assigned to the debt component be the
estimated fair value of a similar bond without the conversion
feature, which would result in the debt being recorded at a
discount. The resulting debt discount is then amortized over the
period during which the debt is expected to be outstanding
(i.e., through the first optional redemption date) as additional
non-cash interest expense. Retrospective application to all
periods presented is required.
The equity component of our convertible unsecured notes (the
“2011 Exchangeable Notes”) was $7,898 and therefore we
retroactively adjusted our Senior Unsecured Debt by this amount
as of September 2006. This debt discount has been subsequently
amortized and as of December 31, 2009 the principal amount
of the 2011 Exchangeable Notes, its unamortized discount and the
net carrying amount after repurchases is $146,900, $2,030 and
$144,870, respectively. In addition, we reclassified $194 of the
original finance fees incurred in relation to the 2011
Exchangeable Notes to equity as of September 2006. For the year
ended December 31, 2009, we recognized $10,569 of interest
expense related to the 2011 Exchangeable Notes of which $9,039
relates to the coupon rate and $1,530 relates to the debt
discount amortization. We anticipate amortizing the remaining
debt discount into interest expense through maturity in
September 2011. We recognized $3,555 and $(88) as an adjustment
to total equity as of December 31, 2008 that represents
amortization expense of the discount and the loan fees,
respectively, which would have been recognized had the new
guidance regarding accounting for convertible debt instruments
been effective since the issuance date of our 2011 Exchangeable
Notes.
The impact to net income and the loss from continuing
operations, before noncontrolling interest, related to the
adoption of the guidance regarding business combinations for the
year ended December 31, 2008 was
75
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
an increase to general and administrative expense of $269. The
impact to net income and the loss from continuing operations,
before noncontrolling interest, related to the adoption of the
guidance regarding convertible debt instruments for the years
ended December 31, 2008 and 2007 was an increase to interest
expense of $1,580 and a decrease to amortization of deferred
financing fees of $39.
The impact to the balance sheet as of December 31, 2008
related to the adoption of the guidance regarding business
combinations and convertible debt instruments is as follows:
|
Adjustments
|
||||||||||||||||
|
Related to
|
Adjustments
|
|||||||||||||||
|
Balance Sheet as
|
Adoption of
|
Related to
|
Balance Sheet as
|
|||||||||||||
|
Previously
|
Business
|
Adoption of
|
Adjusted - as of
|
|||||||||||||
|
Filed - as of
|
Combination
|
Convertible Debt
|
December 31,
|
|||||||||||||
| December 31, 2008 | Guidance | Instrument Guidance | 2008 | |||||||||||||
|
Deferred Financing Costs, Net
|
$ | 12,197 | $ | — | $ | (106 | ) | $ | 12,091 | |||||||
|
Prepaid Expenses and Other Assets, Net
|
$ | 174,743 | $ | (269 | ) | $ | — | $ | 174,474 | |||||||
|
Senior Unsecured Debt, Net
|
$ | 1,516,298 | $ | — | $ | (4,343 | ) | $ | 1,511,955 | |||||||
|
Additional
Paid-in-Capital
|
$ | 1,390,358 | $ | — | $ | 7,666 | $ | 1,398,024 | ||||||||
|
Distributions in Excess of Accumulated Earnings
|
$ | (366,962 | ) | $ | (255 | ) | $ | (3,012 | ) | $ | (370,229 | ) | ||||
|
Total First Industrial Realty Trust, Inc.’s
Stockholders’ Equity
|
$ | 864,200 | $ | (255 | ) | $ | 4,654 | $ | 868,599 | |||||||
|
Noncontrolling Interest
|
122,548 | (14 | ) | (417 | ) | 122,117 | ||||||||||
|
Total Equity
|
$ | 986,748 | $ | (269 | ) | $ | 4,237 | $ | 990,716 | |||||||
| 5. | Investments in Joint Ventures and Property Management Services |
On September 28, 1998, we entered into the 1998 Core Joint
Venture with an institutional investor to invest in industrial
properties. At December 31, 2006, we owned a 10% equity
interest in the 1998 Core Joint Venture and provided property
and asset management services to the 1998 Core Joint Venture. On
January 31, 2007, we purchased the remaining 90% equity
interest from the institutional investor in the 1998 Core Joint
Venture. We paid $18,458 in cash and assumed $30,340 in mortgage
loans payable. As of December 31, 2007, we paid off and
retired the mortgage loan payable. In connection with the early
repayment of the mortgage loans payable, we incurred prepayment
penalties and a write-off of unamortized deferred financing fees
totaling $265.
On May 16, 2003, we entered into the 2003 Net Lease Joint
Venture with an institutional investor to invest in industrial
properties. We own a 15% equity interest in and provide property
management services to the 2003 Net Lease Joint Venture. During
the year ended December 31, 2009, we recorded an impairment
loss of $243 in equity in income of Joint Ventures which
represents our proportionate share of the impairment loss
related to one industrial property owned by the 2003 Net Lease
Joint Venture. Additionally, for the year ended
December 31, 2009, we recorded an impairment loss on our
investment in the 2003 Net Lease Joint Venture of $1,315 in
equity in income. For the year ended December 31, 2008, we
recorded an impairment loss on the investment in one industrial
property owned by the 2003 Net Lease Joint Venture of $1,249 in
equity in income of Joint Ventures. As of December 31,
2009, the 2003 Net Lease Joint Venture owned 10 industrial
properties comprising approximately 5.1 million square feet
of GLA.
On March 18, 2005, we entered into the 2005
Development/Repositioning Joint Venture with an institutional
investor to invest in, own, develop, redevelop and operate
certain industrial properties. We own a 10% equity interest in
and provide property management, asset management, development
management, disposition, incentive and leasing management
services to the 2005 Development/Repositioning Joint Venture.
During the year ended December 31, 2008, we recorded an
impairment loss of $483 in equity in income of
76
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Joint Ventures which represents our proportionate share of
impairment loss related to two industrial properties and one
land parcel owned by the 2005 Development/Repositioning Joint
Venture. Additionally, for the year ended December 31, 2008
we recorded an impairment loss on our investment in the 2005
Development/Repositioning Joint Venture of $25,332 in equity in
income of Joint Ventures. As of December 31, 2009, the 2005
Development/Repositioning Joint Venture owned 46 industrial
properties comprising approximately 8.2 million square feet
of GLA and several land parcels.
On September 7, 2005, we entered into the 2005 Core Joint
Venture with an institutional investor to invest in, own and
operate certain industrial properties. We own a 10% equity
interest in and provide property management, asset management,
development management, disposition, incentive and leasing
management services to the 2005 Core Joint Venture. For the year
ended December 31, 2008, we recorded an impairment loss on
our investment in the 2005 Core Joint Venture of $3,153 in
equity in income of Joint Ventures. As of December 31,
2009, the 2005 Core Joint Venture owned 48 industrial properties
comprising approximately 3.9 million square feet of GLA and
several land parcels.
On March 21, 2006, we entered into the 2006 Net Lease
Co-Investment Program with an institutional investor to invest
in industrial properties. We own a 15% equity interest in and
provide property management, asset management and leasing
management services to the 2006 Net Lease Co-Investment Program.
On September 18, 2009, we received a notice from the
counterparty in the 2006 Net Lease Co-Investment Program that
such counterparty is exercising the buy/sell provision in the
program’s governing agreement to either purchase our 15%
interests in the real property assets currently owned by the
program or sell to us its interests in some or all of such
assets, along with an additional real property asset in another
program which we manage but in which we have no ownership
interest. We have accepted the investor’s offered price. As
a result, during the year ended December 31, 2009, we
recorded an impairment loss of $1,747 in equity in loss of Joint
Ventures which represents our proportionate share of the
impairment loss related to one industrial property owned by the
2006 Net Lease Co-Investment Program and an impairment loss on
our investment in the 2006 Net Lease
Co-Investment
Program of $3,879. During the year ended December 31, 2008,
we recorded an impairment loss of $2,216 in equity in income of
Joint Ventures which represents our proportionate share of the
impairment loss related to two industrial properties owned by
the 2006 Net Lease Co-Investment Program. As of
December 31, 2009, the 2006 Net Lease Co-Investment Program
owned 11 industrial properties comprising approximately
4.4 million square feet of GLA.
On July 21, 2006, we entered into the 2006 Land/Development
Joint Venture with an institutional investor to invest in land
and vertical development. We own a 10% equity interest in and
provide property management, asset management, development
management and leasing management services to the 2006
Land/Development Joint Venture. For the year ended
December 31, 2008 we recorded an impairment loss on our
investment in the 2006 Land/Development Joint Venture of $10,105
in equity in income of Joint Ventures. As of December 31,
2009, the 2006 Land/Development Joint Venture owned one
industrial property comprising approximately 0.8 million
square feet of GLA and several land parcels.
During July 2007, we entered into a management arrangement with
an institutional investor to provide property management,
leasing, acquisition, disposition and portfolio management
services for industrial properties (the “July 2007
Fund”). We do not own an equity interest in the July 2007
Fund, however we are entitled to incentive payments if certain
economic thresholds related to the industrial properties are
achieved. Effective September 2, 2009, we are no longer
providing management services for two of the assets in the July
2007 Fund. We received a one-time fee of approximately $866 in
the third quarter of 2009 from the termination of the management
agreement.
During December 2007, we entered into the 2007 Canada Joint
Venture and the 2007 Europe Joint Venture with an institutional
investor to invest in, own, develop, redevelop and operate
industrial properties. We own a 10% equity interest in and will
provide property management, asset management, development
management and leasing management services to the 2007 Canada
Joint Venture and the 2007 Europe Joint
77
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Venture. As of December 31, 2009, and the 2007 Canada Joint
Venture owned three industrial properties comprising
approximately 0.2 million square feet of GLA and several
land parcels. As of December 31, 2009, the 2007 Europe
Joint Venture did not own any properties.
The 2003 Net Lease Joint Venture, 2005 Development/Repositioning
Joint Venture, 2006 Land/Development Joint Venture, July 2007
Fund and the 2007 Canada Joint Venture are considered variable
interest entities in accordance with the FASB’s guidance on
the consolidation of variable interest entities. However, we are
not considered the primary beneficiary for the ventures. As of
December 31, 2009, our investments in the 2003 Net Lease
Joint Venture, 2005 Development/Repositioning Joint Venture,
2006 Land/Development Joint Venture and the 2007 Canada Joint
Venture are $3,154, ($2,785), $133 and $1,532, respectively. Our
maximum exposure to loss is equal to our investment balance of
each venture as of year end plus any future contributions we
make to the ventures.
During the year ended December 31, 2008, we earned
acquisition fees from the 2006 Land/Development Joint Venture.
During the year ended December 31, 2007, we earned
acquisition fees from the 2006 Land/Development Joint Venture
and the July 2007 Fund. During the year ended December 31,
2006, we earned acquisition fees from the 2003 Net Lease Joint
Venture, the 2005 Core Joint Venture, the 2006 Net Lease
Co-Investment Program and the July 2007 Fund. We deferred 15% of
the acquisition fees earned from the 2003 Net Lease Joint
Venture and the 2006 Net Lease Co-Investment Program activity
and 10% of the acquisition fees earned from the 2005 Core Joint
Venture and the 2006 Land/Development Joint Venture activity.
The deferrals reduced our investment in the Joint Ventures and
are amortized into income over the life of the underlying
properties, generally 25 to 40 years.
At December 31, 2009 and 2008, we have a receivable from
the Joint Ventures and the July 2007 Fund of $1,218 and $3,939,
respectively, which mainly relates to development, leasing,
property management and asset management fees due to us from the
Joint Ventures and the July 2007 Fund and reimbursement for
development expenditures made by the TRSs who are acting in the
capacity of the general contractor for development projects for
the 2005 Development/Repositioning Joint Venture. These amounts
are included in Prepaid Expenses and Other Assets, Net.
During the years ended December 31, 2009, 2008 and 2007, we
invested the following amounts in, as well as received
distributions from, our Joint Ventures and recognized fees from
acquisition, disposition, leasing, development, incentive,
property management and asset management services from our Joint
Ventures and the July 2007 Fund in the following amounts:
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Contributions
|
$ | 3,742 | $ | 16,623 | $ | 25,482 | ||||||
|
Distributions
|
$ | 8,652 | $ | 22,505 | $ | 54,228 | ||||||
|
Fees
|
$ | 11,174 | $ | 19,757 | $ | 25,116 | ||||||
78
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The combined summarized financial information of the investments
in Joint Ventures is as follows:
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
Condensed Combined Balance Sheets
|
||||||||
|
Gross Real Estate Investment
|
$ | 1,785,713 | $ | 1,967,717 | ||||
|
Less: Accumulated Depreciation
|
(126,685 | ) | (93,215 | ) | ||||
|
Net Real Estate
|
1,659,028 | 1,874,502 | ||||||
|
Other Assets
|
159,659 | 186,881 | ||||||
|
Total Assets
|
$ | 1,818,687 | $ | 2,061,383 | ||||
|
Debt
|
$ | 1,452,339 | $ | 1,442,464 | ||||
|
Other Liabilities
|
70,544 | 130,407 | ||||||
|
Equity
|
295,804 | 488,512 | ||||||
|
Total Liabilities and Equity
|
$ | 1,818,687 | $ | 2,061,383 | ||||
|
Company’s share of Equity
|
$ | 34,310 | $ | 56,066 | ||||
|
Basis Differentials(1)
|
(28,507 | ) | (39,767 | ) | ||||
|
Carrying Value of the Company’s investments in Joint
Ventures
|
$ | 5,803 | $ | 16,299 | ||||
| (1) | This amount represents the aggregate difference between our historical cost basis and the basis reflected at the joint venture level. Basis differentials are primarily comprised of impairments we recorded to reduce certain of our investments in Joint Ventures to fair value, a gain deferral related to a property we sold to the 2003 Net Lease Joint Venture, deferred fees and certain equity costs which are not reflected at the joint venture level. |
| Year Ended December 31, | ||||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Condensed Combined Statements of Operations
|
||||||||||||
|
Total Revenues
|
$ | 94,143 | $ | 87,900 | $ | 80,917 | ||||||
|
Expenses:
|
||||||||||||
|
Operating and Other
|
42,968 | 37,331 | 27,070 | |||||||||
|
Interest
|
42,880 | 53,617 | 46,974 | |||||||||
|
Depreciation and Amortization
|
50,956 | 46,944 | 43,887 | |||||||||
|
Impairment Loss
|
150,804 | 9,951 | — | |||||||||
|
Total Expenses
|
287,608 | 147,843 | 117,931 | |||||||||
|
Income from Discontinued Operations (Including Gain on Sale of
Real Estate of $1,177, $34,885 and $92,652 for the years ended
December 31, 2009, 2008 and 2007, respectively)
|
1,291 | 24,932 | 85,687 | |||||||||
|
Gain on Sale of Real Estate
|
8,603 | 17,093 | 15,523 | |||||||||
|
Net (Loss) Income
|
$ | (183,571 | ) | $ | (17,918 | ) | $ | 64,196 | ||||
|
Company’s Share of Net (Loss) Income
|
(1,276 | ) | 6,661 | 30,045 | ||||||||
|
Impairment on the Company’s Investments in Joint Ventures
|
(5,194 | ) | (39,839 | ) | — | |||||||
|
Equity in (Loss) Income of Joint Ventures
|
$ | (6,470 | ) | $ | (33,178 | ) | $ | 30,045 | ||||
79
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 6. | Mortgage and Other Loans Payable, Net, Senior Unsecured Notes, Net and Unsecured Line of Credit |
The following table discloses certain information regarding our
mortgage and other loans, senior unsecured notes and Unsecured
Line of Credit:
|
Outstanding
|
Effective
|
|||||||||||||||||||
| Balance at |
Interest
|
Interest
|
||||||||||||||||||
|
(As Adjusted)
|
Rate at
|
Rate at
|
||||||||||||||||||
|
December 31,
|
December 31,
|
December 31,
|
December 31,
|
Maturity
|
||||||||||||||||
| 2009 | 2008 | 2009 | 2009 | Date | ||||||||||||||||
|
Mortgage and Other Loans Payable, Net
|
$ | 402,974 | $ | 77,396 | 5.92% | - 9.25% | 4.93% | -9.25% |
December 2010 -
September 2024 |
|||||||||||
|
Unamortized Premiums
|
(1,025 | ) | (1,717 | ) | ||||||||||||||||
|
Mortgage Loans Payable, Gross
|
$ | 401,949 | $ | 75,679 | ||||||||||||||||
|
Senior Unsecured Notes, Net
|
||||||||||||||||||||
|
2016 Notes
|
$ | 159,843 | $ | 194,524 | 5.750% | 5.91% | 01/15/16 | |||||||||||||
|
2017 Notes
|
87,187 | 99,914 | 7.500% | 7.52% | 12/01/17 | |||||||||||||||
|
2027 Notes
|
13,559 | 15,056 | 7.150% | 7.11% | 05/15/27 | |||||||||||||||
|
2028 Notes
|
189,862 | 199,846 | 7.600% | 8.13% | 07/15/28 | |||||||||||||||
|
2011 Notes
|
143,447 | 199,868 | 7.375% | 7.39% | 03/15/11 | |||||||||||||||
|
2012 Notes
|
143,837 | 199,546 | 6.875% | 6.85% | 04/15/12 | |||||||||||||||
|
2032 Notes
|
34,651 | 49,480 | 7.750% | 7.87% | 04/15/32 | |||||||||||||||
|
2009 Notes
|
— | 124,980 | 5.250% | 4.10% | 06/15/09 | |||||||||||||||
|
2014 Notes
|
105,253 | 114,921 | 6.420% | 6.54% | 06/01/14 | |||||||||||||||
|
2011 Exchangeable Notes*
|
144,870 | 195,657 | 4.625% | 4.63% | 09/15/11 | |||||||||||||||
|
2017 II Notes
|
117,605 | 118,163 | 5.950% | 6.37% | 05/15/17 | |||||||||||||||
|
Subtotal
|
$ | 1,140,114 | $ | 1,511,955 | ||||||||||||||||
|
Unamortized Discounts
|
11,191 | 16,545 | ||||||||||||||||||
|
Senior Unsecured Notes, Gross
|
$ | 1,151,305 | $ | 1,528,500 | ||||||||||||||||
|
Unsecured Line of Credit
|
$ | 455,244 | $ | 443,284 | 1.256% | 1.256% | 09/28/12 | |||||||||||||
| * | The 2011 Exchangeable Notes have an initial exchange rate of 19.6356 shares of our common stock per $1,000 principal amount, representing an exchange price of approximately $50.93 per common share which is an exchange premium of approximately 20% based on the last reported sale price of $42.44 per share of our common stock on September 19, 2006. In connection with our offering of the 2011 Exchangeable Notes, we entered into capped call transactions (the “capped call transactions”) with affiliates of two of the initial purchasers of the 2011 Exchangeable Notes (the “option counterparties”) in order to increase the effective exchange price of the 2011 Exchangeable Notes to $59.42 per share of our common stock, which represents an exchange premium of approximately 40% based on the last reported sale price of $42.44 per share of the our common stock on September 19, 2006. The aggregate cost of the capped call transactions was approximately $6,835. The capped call transactions are expected to reduce the potential dilution with respect to our common stock upon exchange of the 2011 Exchangeable Notes to the extent the then market value per share of our common stock does not exceed the cap price of the capped call transaction during the observation period relating to an exchange. The cost of the capped call is accounted for as a hedge and included in First Industrial Realty Trust, Inc.’s Stockholders’ Equity because the derivative is indexed to our own stock and meets the scope exception within the derivative guidance. |
80
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Mortgage
and Other Loans Payable, Net
During year ended December 31, 2009, we obtained the
following mortgage loans:
|
Number of
|
Property
|
|||||||||||||||||||||||||||
|
Principal
|
Industrial
|
Carrying
|
||||||||||||||||||||||||||
|
Balance at
|
Properties
|
Value at
|
||||||||||||||||||||||||||
|
Mortgage
|
December 31,
|
Interest
|
Origination
|
Maturity
|
Amortization
|
Collateralizing
|
GLA
|
December 31,
|
||||||||||||||||||||
|
Financing
|
2009 | Rate | Date | Date | Period | Mortgage | (In millions) | 2009 | ||||||||||||||||||||
|
I
|
$ | 14,680 | 7.50 | % | May 7, 2009 | June 5, 2016 | 25-year | 1 | 0.6 | $ | 21,992 | |||||||||||||||||
|
II
|
$ | 62,500 | 7.75 | % | May 8, 2009 | June 1, 2016 | 25-year | 26 | 3.1 | $ | 92,982 | |||||||||||||||||
|
III
|
$ | 77,000 | 7.87 | % | June 3, 2009 | July 1, 2019 | 30-year | 28 | 2.6 | $ | 125,691 | |||||||||||||||||
|
IV
|
$ | 2,000 | 7.50 | % | August 27, 2009 | September 5, 2014 | 22-year | 1 | 0.1 | $ | 3,582 | |||||||||||||||||
| $ | 5,850 | 7.60 | % | August 27, 2009 | September 5, 2016 | 25-year | 1 | 0.2 | $ | 9,862 | ||||||||||||||||||
| $ | 5,000 | 7.60 | % | August 26, 2009 | September 5, 2016 | 25-year | 1 | 0.2 | $ | 6,562 | ||||||||||||||||||
|
V
|
$ | 7,350 | 6.95 | % | September 21, 2009 | October 15, 2014 | 25-year | 7 | 0.2 | $ | 8,271 | |||||||||||||||||
| $ | 4,100 | 7.05 | % | September 21, 2009 | October 15, 2014 | 25-year | 1 | 0.1 | $ | 5,020 | ||||||||||||||||||
| $ | 8,900 | 7.05 | % | September 21, 2009 | October 15, 2014 | 25-year | 5 | 0.5 | $ | 11,885 | ||||||||||||||||||
|
VI
|
$ | 13,880 | 6.42 | % | September 24, 2009 | November 1, 2014 | 25-year | 5 | 0.3 | $ | 17,812 | |||||||||||||||||
|
VII
|
$ | 27,780 | 7.50 | % | October 1, 2009 | October 1, 2014 | 30-year | 8 | 0.7 | $ | 34,505 | |||||||||||||||||
|
VIII
|
$ | 14,818 | 6.75 | % | October 1, 2009 | September 30, 2012* | 25-year | 5 | 0.8 | $ | 19,725 | |||||||||||||||||
|
IX
|
$ | 11,375 | 7.60 | % | October 15, 2009 | November 5, 2014 | 25-year | 1 | 0.4 | $ | 14,929 | |||||||||||||||||
|
X
|
$ | 38,200 | 7.50 | % | December 4, 2009 | January 1, 2020 | 30-year | 11 | 1.2 | $ | 56,261 | |||||||||||||||||
|
XI
|
$ | 27,500 | 6.70 | % | December 18, 2009 | January 1, 2015 | 25-year | 10 | 0.8 | $ | 33,814 | |||||||||||||||||
|
XII
|
$ | 18,850 | 7.50 | % | December 29, 2009 | December 29, 2014 | 30-year | 14 | 0.6 | $ | 27,249 | |||||||||||||||||
| $ | 339,783 | $ | 490,142 | |||||||||||||||||||||||||
| * | This mortgage loan has two one-year extension options. |
For Mortgage Financings I, II, III, IV, VII, IX,
X and XI, principal prepayments are prohibited for certain time
periods up to 60 months after loan origination, depending
on the agreement. For Mortgage Financings V, VI, VIII and
XII, principal prepayments are allowed at any time. Prepayment
premiums range from 5% to 0.5% of the loan balance (or a yield
maintenance amount), typically decreasing as the loan matures.
On June 1, 2009 we paid off and retired our secured
mortgage debt maturing in July 2009 in the amount of $5,025.
On December 11, 2009 we prepaid and retired without penalty
our secured mortgage debt maturing in December 2019 in the
amount of $4,550.
As of December 31, 2009, mortgage and other loans payable
of $402,974 are collateralized by industrial properties with a
net carrying value of $583,300 and one letter of credit.
Additionally, the industrial properties that are the collateral
for Mortgage Financing V are cross-collateralized. We believe
the Operating Partnership and the Company were in compliance
with all covenants relating to mortgage loans payable as of
December 31, 2009.
Senior
Unsecured Notes, Net
On June 15, 2009, we paid off and retired our 2009 Notes in
the amount of $105,721.
81
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
During the years ended December 31, 2009 and
December 31, 2008, we repurchased and retired the following
senior unsecured debt prior to its maturity:
| Principal Amount Repurchased | Purchase Price | |||||||||||||||
|
For the
|
For the
|
For the
|
For the
|
|||||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
Year Ended
|
|||||||||||||
|
December 31,
|
December 31,
|
December 31,
|
December 31,
|
|||||||||||||
| 2009 | 2008 | 2009 | 2008 | |||||||||||||
|
2009 Notes
|
$ | 19,279 | $ | — | $ | 19,064 | $ | — | ||||||||
|
2011 Notes
|
56,502 | — | 52,465 | — | ||||||||||||
|
2011 Exchangeable Notes
|
53,100 | — | 48,938 | — | ||||||||||||
|
2012 Notes
|
55,935 | — | 48,519 | — | ||||||||||||
|
2014 Notes
|
12,000 | — | 8,810 | — | ||||||||||||
|
2016 Notes
|
34,821 | 5,000 | 24,511 | 4,488 | ||||||||||||
|
2017 Notes
|
12,747 | — | 10,399 | — | ||||||||||||
|
2017 II Notes
|
590 | 31,570 | 439 | 28,037 | ||||||||||||
|
2027 Notes
|
1,500 | — | 1,078 | — | ||||||||||||
|
2028 Notes
|
10,000 | — | 7,548 | — | ||||||||||||
|
2032 Notes
|
15,000 | — | 11,313 | — | ||||||||||||
| $ | 271,474 | $ | 36,570 | $ | 233,084 | $ | 32,525 | |||||||||
In connection with these repurchases prior to maturity, we
recognized $34,562 and $2,749 as gain on early retirement of
debt for the years ended December 31, 2009 and
December 31, 2008, respectively, which is the difference
between the repurchase amount of $233,084 and $32,525,
respectively, and the principal amount retired of $271,474 and
$36,570, respectively, net of the pro rata write off of the
unamortized debt issue discount, the unamortized loan fees and
the unamortized settlement amount of the interest rate
protection agreements related to the repurchases of $2,052,
$1,286 and $523, respectively, and $89, $376 and $831,
respectively. In addition, we allocated $33 of the purchase
price for our 2011 Exchangeable Notes to the reacquisition of
the 2011 Exchangeable Notes equity component for the year ended
December 31, 2009.
All of our senior unsecured debt (except for the 2011
Exchangeable Notes) contains certain covenants, including
limitations on incurrence of debt and debt service coverage. We
believe the Operating Partnership and the Company were in
compliance with all covenants relating to senior unsecured debt
as of December 31, 2009. However, these financial covenants
are complex and there can be no assurance that these provisions
would not be interpreted by our noteholders in a manner that
could impose and cause us to incur material costs.
Unsecured
Line of Credit
We have maintained our Unsecured Line of Credit since 1997. The
Unsecured Line of Credit matures on September 28, 2012, has
a borrowing capacity of $500,000 and bears interest at a
floating rate of LIBOR plus 1.0%, or the prime rate plus 0.15%,
at our election. At December 31, 2009, borrowings under the
Unsecured Line of Credit bore interest at a weighted average
interest rate of 1.256%. The portion of the Unsecured Line of
Credit available in multiple currencies is $161,000. The
Unsecured Line of Credit contains certain covenants, including
limitations on incurrence of debt and debt service coverage.
Under the Unsecured Line of Credit, an event of default can also
occur if the lenders, in their good faith judgment, determine
that a material adverse change has occurred which could prevent
timely repayment or materially impair our ability to perform our
obligations under the loan agreement. We believe that the
Operating Partnership and the Company were in compliance with
all covenants relating to the Unsecured Line of Credit as of
December 31, 2009. However,
82
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
these financial covenants are complex and there can be no
assurance that these provisions would not be interpreted by our
lenders in a manner that could impose and cause us to incur
material costs.
Our belief that we will continue to meet our financial covenants
through 2010 is based on internal projections of EBITDA, as
defined in our Unsecured Line of Credit and our unsecured notes,
which include a number of assumptions, including, among others,
assumptions regarding occupancy rates, tenant retention and
rental rates as well as internal projections of interest expense
and preferred dividends.
The following is a schedule of the stated maturities and
scheduled principal payments of the mortgage and other loans
payable, senior unsecured debt and Unsecured Line of Credit,
exclusive of premiums and discounts, for the next five years
ending December 31, and thereafter:
| Amount | ||||
|
2010
|
$ | 18,650 | ||
|
2011
|
301,691 | |||
|
2012
|
622,463 | |||
|
2013
|
6,912 | |||
|
2014
|
228,440 | |||
|
Thereafter
|
830,342 | |||
|
Total
|
$ | 2,008,498 | ||
Fair
Value
At December 31, 2009 and 2008, the fair value of our
mortgage and other loans payable, senior unsecured debt and
Unsecured Line of Credit were as follows:
| December 31, 2009 | December 31, 2008 | |||||||||||||||
|
(As Adjusted)
|
||||||||||||||||
|
Carrying
|
Fair
|
Carrying
|
Fair
|
|||||||||||||
| Amount | Value | Amount | Value | |||||||||||||
|
Mortgage and Other Loans Payable
|
$ | 402,974 | $ | 407,706 | $ | 77,396 | $ | 75,817 | ||||||||
|
Senior Unsecured Debt
|
1,140,114 | 960,452 | 1,511,955 | 1,101,217 | ||||||||||||
|
Unsecured Line of Credit
|
455,244 | 422,561 | 443,284 | 400,849 | ||||||||||||
|
Total
|
$ | 1,998,332 | $ | 1,790,719 | $ | 2,032,635 | $ | 1,577,883 | ||||||||
The fair values of our mortgage loans payable were determined by
discounting the future cash flows using the current rates at
which similar loans would be made to borrowers with similar
credit ratings and for the same remaining maturities. The fair
value of the senior unsecured debt was determined by quoted
market prices. The fair value of the Unsecured Line of Credit
was determined by discounting the future cash flows using
current rates at which similar loans would be made to borrowers
with similar credit ratings and for the same remaining term,
assuming no repayment until maturity.
| 7. | Stockholders’ Equity |
Preferred
Stock
On June 6, 1997, we issued 2,000,000 Depositary Shares,
each representing 1/100th of a share of our
8
5
/
8
%,
$0.01 par value, Series C Cumulative Preferred Stock
(the “Series C Preferred Stock”), at an initial
offering price of $25.00 per Depositary Share. On June 6,
2007, the Series C Preferred Stock became redeemable for
cash at our option, in whole or in part, at a redemption price
equivalent to $25 per Depositary Share, or $50,000 in the
aggregate, plus dividends accrued and unpaid to the redemption
date. We redeemed the Series C Preferred Stock on
June 7, 2007, at a redemption price of $25.00 per
Depositary Share, and paid
83
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
a prorated second quarter dividend of $0.40729 per Depositary
Share, totaling approximately $815. Due to the redemption of the
Series C Preferred Stock, the initial offering costs
associated with the issuance of the Series C Preferred
Stock of $2,017 were reflected as a deduction from net income to
arrive at net income available to common stockholders in
determining earnings per share for the year ended
December 31, 2007.
On May 27, 2004, we issued 50,000 Depositary Shares, each
representing 1/100th of a share of our 6.236%,
$0.01 par value, Series F Flexible Cumulative
Redeemable Preferred Stock (the “Series F Preferred
Stock”), at an initial offering price of $1,000.00 per
Depositary Share. Dividends on the Series F Preferred Stock
are cumulative from the date of initial issuance and are payable
semi-annually in arrears for the period from the date of
original issuance through March 31, 2009 (the
“Series F Initial Fixed Rate Period”), commencing
on September 30, 2004, at a rate of 6.236% per annum of the
liquidation preference (the “Series F Initial
Distribution Rate”) (equivalent to $62.36 per Depositary
Share). The coupon rate of our Series F Preferred Stock
resets every quarter beginning March 31, 2009 at 2.375%
plus the greater of (i) the 30 year U.S. Treasury
rate, (ii) the 10 year U.S. Treasury rate or
(iii) 3-month
LIBOR. On October 1, 2009, the new coupon rate was 6.405%.
Dividends on the Series F Preferred Stock are payable
semi-annually in arrears for fixed rate periods subsequent to
the Series F Initial Fixed Rate Period and quarterly in
arrears for floating rate periods. With respect to the payment
of dividends and amounts upon liquidation, dissolution or
winding up, the Series F Preferred Stock ranks senior to
payments on our Common Stock and pari passu with our
Series G Preferred Stock (hereinafter defined),
Series J Preferred Stock (hereinafter defined) and
Series K Preferred Stock (hereinafter defined). On or after
March 31, 2009, subject to any conditions on redemption
applicable in any fixed rate period subsequent to the
Series F Initial Fixed Rate Period, the Series F
Preferred Stock is redeemable for cash at our option, in whole
or in part, at a redemption price equivalent to $1,000.00 per
Depositary Share, or $50,000 in the aggregate, plus dividends
accrued and unpaid to the redemption date. The Series F
Preferred Stock has no stated maturity and is not convertible
into any other securities of the Company. In October 2008, we
entered into an interest rate swap agreement to mitigate our
exposure to floating interest rates related to the forecasted
reset rate of the coupon rate of our Series F Preferred
Stock (see Note 17 for further information on the
agreement).
On May 27, 2004, we issued 25,000 Depositary Shares, each
representing 1/100th of a share our 7.236%, $0.01 par
value, Series G Flexible Cumulative Redeemable Preferred
Stock (the “Series G Preferred Stock”), at an
initial offering price of $1,000.00 per Depositary Share.
Dividends on the Series G Preferred Stock are cumulative
from the date of initial issuance and are payable semi-annually
in arrears for the period from the date of original issuance of
the Series G Preferred Stock through March 31, 2014
(the “Series G Initial Fixed Rate Period”),
commencing on September 30, 2004, at a rate of 7.236% per
annum of the liquidation preference (the “Series G
Initial Distribution Rate”) (equivalent to $72.36 per
Depositary Share). On or after March 31, 2014, the
Series G Initial Distribution Rate is subject to reset, at
our option, subject to certain conditions and parameters, at
fixed or floating rates and periods. Fixed rates and periods
will be determined through a remarketing procedure. Floating
rates during floating rate periods will equal 2.500% (the
initial credit spread), plus the greater of (i) the
3-month
LIBOR Rate, (ii) the
10-year
Treasury CMT Rate (as defined in the
Articles Supplementary), and (iii) the
30-year
Treasury CMT Rate (the adjustable rate) (as defined in the
Articles Supplementary), reset quarterly. Dividends on the
Series G Preferred Stock are payable semi-annually in
arrears for fixed rate periods subsequent to the Series G
Initial Fixed Rate Period and quarterly in arrears for floating
rate periods. With respect to the payment of dividends and
amounts upon liquidation, dissolution or winding up, the
Series G Preferred Stock ranks senior to payments on our
Common Stock and pari passu with our Series F Preferred
Stock, Series J Preferred Stock (hereinafter defined) and
Series K Preferred Stock (hereinafter defined). On or after
March 31, 2014, subject to any conditions on redemption
applicable in any fixed rate period subsequent to the
Series G Initial Fixed Rate Period, the Series G
Preferred Stock is redeemable for cash at our option, in whole
or in part, at a redemption price equivalent to $1,000.00 per
Depositary Share, or $25,000 in the aggregate, plus dividends
accrued and unpaid to the redemption date. The Series G
Preferred Stock has no stated maturity and is not convertible
into any other securities of the Company.
84
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
On January 13, 2006, we issued 6,000,000 Depositary Shares,
each representing 1/10,000th of a share of our 7.25%,
$.01 par value, Series J Cumulative Redeemable
Preferred Stock (the “Series J Preferred Stock”),
at an initial offering price of $25.00 per Depositary Share.
Dividends on the Series J Preferred Stock, represented by
the Depositary Shares, are cumulative from the date of initial
issuance and are payable quarterly in arrears. However, during
any period that both (i) the depositary shares are not
listed on the NYSE or AMEX, or quoted on NASDAQ, and
(ii) we are not subject to the reporting requirements of
the Exchange Act, but the preferred shares are outstanding, we
will increase the dividend on the preferred shares to a rate of
8.25% of the liquidation preference per year. However, if at any
time both (i) the depositary shares cease to be listed on
the NYSE or the AMEX, or quoted on NASDAQ, and (ii) we
cease to be subject to the reporting requirements of the
Exchange Act, but the preferred shares are outstanding, then the
preferred shares will be redeemable, in whole but not in part at
our option, within 90 days of the date upon which the
depositary shares cease to be listed and we cease to be subject
to such reporting requirements, at a redemption price equivalent
to $25.00 per Depositary Share, plus all accrued and unpaid
dividends to the date of redemption. With respect to the payment
of dividends and amounts upon liquidation, dissolution or
winding up, the Series J Preferred Stock ranks senior to
payments on our Common Stock and pari passu with our
Series F Preferred Stock, Series G Preferred Stock and
Series K Preferred Stock (hereinafter defined). The
Series J Preferred Stock is not redeemable prior to
January 15, 2011. On or after January 15, 2011, the
Series J Preferred Stock is redeemable for cash at our
option, in whole or in part, at a redemption price equivalent to
$25.00 per Depositary Share, or $150,000 in the aggregate, plus
dividends accrued and unpaid to the redemption date. The
Series J Preferred Stock has no stated maturity and is not
convertible into any other securities of the Company.
On August 21, 2006, we issued 2,000,000 Depositary Shares,
each representing 1/10,000th of a share of our 7.25%,
$.01 par value, Series K Flexible Cumulative
Redeemable Preferred Stock (the “Series K Preferred
Stock”), at an initial offering price of $25.00 per
Depositary Share. Dividends on the Series K Preferred
Stock, represented by the Depositary Shares, are cumulative from
the date of initial issuance and are payable quarterly in
arrears. With respect to the payment of dividends and amounts
upon liquidation, dissolution or winding up, the Series K
Preferred Stock ranks senior to payments on our Common Stock and
pari passu with our Series F Preferred Stock, Series G
Preferred Stock and Series J Preferred Stock. The
Series K Preferred Stock is not redeemable prior to
August 15, 2011. On or after August 15, 2011, the
Series K Preferred Stock is redeemable for cash at our
option, in whole or in part, at a redemption price equivalent to
$25.00 per Depositary Share, or $50,000 in the aggregate, plus
dividends accrued and unpaid to the redemption date. The
Series K Preferred Stock has no stated maturity and is not
convertible into any other securities of the Company.
The following table summarizes certain information regarding our
preferred stock:
| Stated Value at | ||||||||
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
Series F Preferred Stock
|
$ | 50,000 | $ | 50,000 | ||||
|
Series G Preferred Stock
|
25,000 | 25,000 | ||||||
|
Series J Preferred Stock
|
150,000 | 150,000 | ||||||
|
Series K Preferred Stock
|
50,000 | 50,000 | ||||||
|
Total
|
$ | 275,000 | $ | 275,000 | ||||
Shares
of Common Stock
For the years ended December 31, 2009, 2008 and 2007,
415,466, 632,492, and 119,747, shares of common stock,
respectively, were converted from an equivalent number of
limited partnership interests in the Operating Partnership
(“Units”), resulting in a reclassification of $7,817,
$14,581 and $2,855, respectively, of noncontrolling interest to
First Industrial Realty Trust Inc.’s
Stockholders’ Equity.
85
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
On August 8, 2008, the Company’s DRIP became
effective. Under the terms of the DRIP, stockholders who
participate may reinvest all or part of their dividends in
additional shares of the Company at a discount from the market
price, at our discretion, when the shares are issued and sold
directly by us from authorized but unissued shares of the
Company’s common stock. Stockholders and non-stockholders
may also purchase additional shares at a discounted price, at
our discretion, when the shares are issued and sold directly by
us from authorized but unissued shares of the Company’s
common stock, by making optional cash payments, subject to
certain dollar thresholds. During the year ended
December 31, 2009, we issued 3,034,120 shares under
the direct stock purchase component of the DRIP for $15,920.
On October 5, 2009, we sold in an underwritten public
offering 13,635,700 shares of the Company’s common
stock at a price of $5.25 per share. Gross offering proceeds
from the issuance were $71,587 in the aggregate. Proceeds to us,
net of underwriters’ discount of $3,042 and total expenses
of $765, were approximately $67,780.
During the year ended December 31, 2009, we awarded
50,445 shares of common stock to certain directors. The
common stock shares had a fair value of approximately $240 upon
issuance.
Treasury
Stock
In March 2000 and in September 2007, our Board of Directors
authorized a stock repurchase plan pursuant to which we are
permitted to purchase up to $100,000 (the “March 2000
Program”) and $100,000, respectively, of our outstanding
common stock. We may make purchases from time to time in the
open market or in privately negotiated transactions, depending
on market and business conditions. During the year ended
December 31, 2007, we repurchased 1,797,714 shares at
an average price per share of $38.62, including brokerage
commissions. During November 2007, we completed the March 2000
Program.
Non-Qualified
Employee Stock Options
For the year ended December 31, 2007, certain employees of
the Company exercised 19,600 non-qualified employee stock
options. Proceeds to us were approximately $613.
For the year ended December 31, 2008, certain employees of
the Company exercised 6,300 non-qualified employee stock
options. Proceeds to us were approximately $174.
Restricted
Stock/Units
During the years ended December 31, 2009, 2008, and 2007 we
awarded 0, 583,871, and 442,008 restricted shares of common
stock, respectively, as well as 1,473,600, 4,757, and 0
restricted stock units, respectively, to certain employees of
the Company and 35,145, 21,945, and 17,139 restricted shares of
common stock, respectively, to certain directors of the Company.
See Note 16 for further disclosure on our stock based
compensation.
86
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table is a roll-forward of our shares of common
stock outstanding, including unvested restricted shares of
common stock for the three years ended December 31, 2009:
|
Shares of
|
||||
|
Common Stock
|
||||
| Outstanding | ||||
|
Balance at December 31, 2006
|
45,010,630 | |||
|
Stock Option Exercises
|
19,600 | |||
|
Issuance of Restricted Stock Shares
|
459,147 | |||
|
Repurchase of Treasury Shares
|
(1,797,714 | ) | ||
|
Repurchase and Retirement of Restricted Stock Shares
|
(139,261 | ) | ||
|
Conversion of Operating Partnership Units
|
119,747 | |||
|
Balance at December 31, 2007
|
43,672,149 | |||
|
Stock Option Exercises
|
6,300 | |||
|
Issuance of Common Stock
|
138 | |||
|
Issuance of Restricted Stock Shares
|
605,816 | |||
|
Repurchase and Retirement of Restricted Stock Shares
|
(264,713 | ) | ||
|
Conversion of Operating Partnership Units
|
632,492 | |||
|
Balance at December 31, 2008
|
44,652,182 | |||
|
Issuance of Common Stock
|
16,874,884 | |||
|
Issuance of Restricted Stock Shares
|
35,145 | |||
|
Repurchase and Retirement of Restricted Stock Shares
|
(132,463 | ) | ||
|
Conversion of Operating Partnership Units
|
415,466 | |||
|
Balance at December 31, 2009
|
61,845,214 | |||
Dividends/Distributions
The coupon rate of our Series F Preferred Stock resets
every quarter beginning March 31, 2009 at 2.375% plus the
greater of (i) the 30 year U.S. Treasury rate,
(ii) the 10 year U.S. Treasury rate or
(iii) 3-month
LIBOR. On October 1, 2009, the new coupon rate was 6.405%.
See Note 16 for additional derivative information related
to the Series F Preferred Stock coupon rate reset.
The following table summarizes dividends/distributions declared
for the past three years:
| Year Ended 2009 | Year Ended 2008 | Year Ended 2007 | ||||||||||||||||||||||
|
Dividend/
|
Dividend/
|
Dividend/
|
||||||||||||||||||||||
|
Distribution
|
Total
|
Distribution
|
Total
|
Distribution
|
Total
|
|||||||||||||||||||
|
per Share/
|
Dividend/
|
per Share/
|
Dividend/
|
per Share/
|
Dividend/
|
|||||||||||||||||||
| Unit | Distribution | Unit | Distribution | Unit | Distribution | |||||||||||||||||||
|
Common Stock/Operating Partnership Units
|
$ | 0.0000 | $ | — | $ | 2.4100 | $ | 121,882 | $ | 2.8500 | $ | 146,126 | ||||||||||||
|
Series C Preferred Stock
|
$ | N/A | $ | N/A | $ | N/A | $ | N/A | $ | 94.6353 | $ | 1,893 | ||||||||||||
|
Series F Preferred Stock
|
$ | 6,414.5700 | $ | 3,207 | $ | 6,236.0000 | $ | 3,118 | $ | 6,236.0000 | $ | 3,118 | ||||||||||||
|
Series G Preferred Stock
|
$ | 7,236.0000 | $ | 1,809 | $ | 7,236.0000 | $ | 1,809 | $ | 7,236.0000 | $ | 1,809 | ||||||||||||
|
Series J Preferred Stock
|
$ | 18,125.2000 | $ | 10,875 | $ | 18,125.2000 | $ | 10,875 | $ | 18,125.2000 | $ | 10,875 | ||||||||||||
|
Series K Preferred Stock
|
$ | 18,125.2000 | $ | 3,625 | $ | 18,125.2000 | $ | 3,625 | $ | 18,125.2000 | $ | 3,625 | ||||||||||||
87
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table summarizes the changes in Noncontrolling
Interest for the years ended December 31, 2009, 2008 and
2007:
| Year Ended | ||||||||||||
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Noncontrolling Interest, Beginning of Year
|
$ | 122,117 | $ | 150,117 | $ | 152,497 | ||||||
|
Net (Loss) Income
|
(1,547 | ) | 2,990 | 18,841 | ||||||||
|
Other Comprehensive Loss (Income)
|
248 | (1,391 | ) | 142 | ||||||||
|
Comprehensive Loss (Income)
|
(1,299 | ) | 1,599 | 18,983 | ||||||||
|
Conversion of Units to Common Stock
|
(7,817 | ) | (14,581 | ) | (2,855 | ) | ||||||
|
Reallocation — Additional Paid In Capital
|
(49,126 | ) | — | — | ||||||||
|
Reallocation — Other Comprehensive Income
|
931 | — | — | |||||||||
|
Distributions
|
— | (15,018 | ) | (18,508 | ) | |||||||
|
Noncontrolling Interest, End of Year
|
$ | 64,806 | $ | 122,117 | $ | 150,117 | ||||||
| 8. | Acquisition and Development of Real Estate |
In 2007, we acquired 105 industrial properties comprising, in
the aggregate, approximately 8.6 million square feet of GLA
and several land parcels, including 41 industrial properties
comprising approximately 1.3 million square feet of GLA in
connection with the purchase of the 90% equity interest from the
institutional investor of the 1998 Core Joint Venture and one
industrial property comprising 0.3 million square feet of
GLA in connection with the redemption of the 85% equity interest
in one property from the institutional investor in the 2003 Net
Lease Joint Venture. The purchase price of these acquisitions
totaled approximately $470,784, excluding costs incurred in
conjunction with the acquisition of the industrial properties
and land parcels. We also substantially completed development of
15 properties comprising approximately 3.7 million square
feet of GLA at a cost of approximately $144,790. We reclassed
the costs of the substantially completed developments from
construction in progress to building, tenant improvements and
leasing commissions.
In 2008, we acquired 26 industrial properties comprising, in the
aggregate, approximately 3.1 million square feet of GLA and
several land parcels. The purchase price of these acquisitions
totaled approximately $339,650, excluding costs incurred in
conjunction with the acquisition of the industrial properties
and land parcels. We also substantially completed development of
eight properties comprising approximately 4.5 million
square feet of GLA at a cost of approximately $148,236. We
reclassed the costs of the substantially completed developments
from construction in progress to building, tenant improvements
and leasing commissions.
In 2009, we acquired one land parcel. The purchase price of the
land parcel was approximately $208, excluding costs incurred in
conjunction with the acquisition of the land parcel. We also
substantially completed the development of two industrial
properties comprising approximately 1.1 million square feet
of GLA at a cost of approximately $41,258. We reclassed the
costs of the substantially completed developments from
construction in progress to building, tenant improvements and
leasing commissions.
88
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Intangible
Assets Subject To Amortization in the Period of
Acquisition
The fair value of in-place leases, above market leases, tenant
relationships and below market leases recorded due to real
estate properties acquired for the years ended December 31,
2009 and 2008 is as follows:
|
Year Ended
|
Year Ended
|
|||||||
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
In-Place Leases
|
$ | — | $ | 21,054 | ||||
|
Above Market Leases
|
$ | — | $ | 61 | ||||
|
Tenant Relationships
|
$ | — | $ | 7,163 | ||||
|
Below Market Leases
|
$ | — | $ | (7,070 | ) | |||
The weighted average life in months of in-place leases, above
market leases, tenant relationships and below market leases
recorded as a result of the real estate properties acquired for
the years ended December 31, 2009 and 2008 is as follows:
|
Year Ended
|
Year Ended
|
|||||||
|
December 31,
|
December 31,
|
|||||||
| 2009 | 2008 | |||||||
|
In-Place Leases
|
N/A | 115 | ||||||
|
Above Market Leases
|
N/A | 43 | ||||||
|
Tenant Relationships
|
N/A | 99 | ||||||
|
Below Market Leases
|
N/A | 137 | ||||||
| 9. | Sale of Real Estate, Real Estate Held for Sale and Discontinued Operations |
In 2007, we sold 164 industrial properties comprising
approximately 13.7 million square feet of GLA and several
land parcels. Gross proceeds from the sales of the 164
industrial properties and several land parcels were
approximately $881,278. The gain on sale of real estate was
approximately $254,387, of which $244,962 is shown in
discontinued operations. One-hundred sixty-one of the 164 sold
industrial properties meet the criteria to be included in
discontinued operations. Therefore the results of operations and
gain on sale of real estate for the 161 sold industrial
properties are included in discontinued operations. The results
of operations and gain on sale of real estate for the three
industrial properties and several land parcels that do not meet
the criteria to be included in discontinued operations are
included in continuing operations.
In 2008, we sold 114 industrial properties comprising
approximately 9.1 million square feet of GLA and several
land parcels. Gross proceeds from the sales of the 114
industrial properties and several land parcels were
approximately $583,211. The gain on sale of real estate was
approximately $184,175, of which $172,167 is shown in
discontinued operations. One-hundred thirteen of the 114 sold
industrial properties meet the criteria to be included in
discontinued operations. Therefore the results of operations and
gain on sale of real estate for the 113 sold industrial
properties that meet the criteria are included in discontinued
operations. The results of operations and gain on sale of real
estate for the one industrial property and several land parcels
that do not meet the criteria to be included in discontinued
operations are included in continuing operations.
In 2009, we sold 15 industrial properties comprising
approximately 1.9 million square feet of GLA and several
land parcels. Gross proceeds from the sales of the 15 industrial
properties and several land parcels were approximately $100,194.
The gain on sale of real estate was approximately $24,580, of
which $24,206 is shown in discontinued operations. The 15 sold
industrial properties meet the criteria to be included in
discontinued operations. Therefore the results of operations and
gain on sale of real estate for the 15 sold industrial
properties are included in discontinued operations. The results
of operations and gain on sale of real estate for the several
land parcels that do not meet the criteria to be included in
discontinued operations are included in continuing operations.
89
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
At December 31, 2009, we had seven industrial properties
comprising approximately 0.6 million square feet of GLA
held for sale. The results of operations of the seven industrial
properties held for sale at December 31, 2009 are included
in discontinued operations. There can be no assurance that such
industrial properties held for sale will be sold.
The following table discloses certain information regarding the
industrial properties included in our discontinued operations
for the years ended December 31, 2009, 2008 and 2007.
| Year Ended December 31, | ||||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Total Revenues
|
$ | 9,464 | $ | 40,966 | $ | 109,022 | ||||||
|
Property Expenses
|
(2,427 | ) | (13,880 | ) | (35,856 | ) | ||||||
|
Depreciation and Amortization
|
(2,647 | ) | (11,902 | ) | (34,178 | ) | ||||||
|
Gain on Sale of Real Estate
|
24,206 | 172,167 | 244,962 | |||||||||
|
Provision for Income Taxes
|
(1,816 | ) | (4,887 | ) | (38,673 | ) | ||||||
|
Income from Discontinued Operations
|
$ | 26,780 | $ | 182,464 | $ | 245,277 | ||||||
At December 31, 2009 and 2008, we had notes receivables
outstanding of approximately $60,029 and $37,512, net of a
discount of $449 and $0, respectively, which is included as a
component of Prepaid Expenses and Other Assets, Net. At
December 31, 2009 and 2008, the fair value of the notes
receivables were $56,812 and $31,061, respectively. The fair
values of our notes receivables were determined by discounting
the future cash flows using the current rates at which similar
loans with similar remaining maturities would be made to other
borrowers.
90
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 10. | Supplemental Information to Statements of Cash Flows |
Supplemental disclosure of cash flow information:
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Interest paid, net of capitalized interest
|
$ | 115,990 | $ | 113,062 | $ | 118,909 | ||||||
|
Capitalized Interest
|
$ | 281 | $ | 7,775 | $ | 8,413 | ||||||
|
Income Taxes (Refunded) Paid
|
$ | (54,173 | ) | $ | 2,355 | $ | 42,169 | |||||
|
Supplemental schedule of noncash investing and financing
activities:
|
||||||||||||
|
Distribution payable on common stock/Units
|
$ | — | $ | 12,614 | $ | 36,079 | ||||||
|
Distribution payable on preferred stock
|
$ | 452 | $ | 1,232 | $ | 1,232 | ||||||
|
Exchange of units for common stock:
|
||||||||||||
|
Noncontrolling interest
|
$ | (7,817 | ) | $ | (14,581 | ) | $ | (2,855 | ) | |||
|
Common stock
|
4 | 6 | — | |||||||||
|
Additional
paid-in-capital
|
7,813 | 14,575 | 2,855 | |||||||||
| $ | — | $ | — | $ | — | |||||||
|
In conjunction with property and land acquisitions, the
following liabilities were assumed:
|
||||||||||||
|
Accounts payable and accrued expenses
|
$ | — | $ | (464 | ) | $ | (6,095 | ) | ||||
|
Mortgage debt
|
$ | — | $ | (7,852 | ) | $ | (38,590 | ) | ||||
|
Write-off of fully depreciated assets
|
$ | (55,089 | ) | $ | (72,406 | ) | $ | (45,031 | ) | |||
|
In conjunction with certain property sales, we provided seller
financing or assigned a mortgage loan payable:
|
||||||||||||
|
Notes receivable
|
$ | 20,645 | $ | 62,613 | $ | 48,282 | ||||||
|
Mortgage Note Payable
|
$ | — | $ | — | $ | 769 | ||||||
91
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 11. | Earnings Per Share (“EPS”) |
The computation of basic and diluted EPS is presented below:
|
(As Adjusted)
|
(As Adjusted)
|
|||||||||||
|
Year Ended
|
Year Ended
|
Year Ended
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Numerator:
|
||||||||||||
|
Loss from Continuing Operations, Net of Income Tax
|
$ | (22,825 | ) | $ | (148,103 | ) | $ | (79,074 | ) | |||
|
Noncontrolling Interest Allocable to Continuing Operations
|
4,297 | 20,656 | 12,964 | |||||||||
|
Loss from Continuing Operations, Net of Noncontrolling Interest
and Income Tax
|
(18,528 | ) | (127,447 | ) | (66,110 | ) | ||||||
|
Gain on Sale of Real Estate
|
374 | 12,008 | 9,425 | |||||||||
|
Income Tax Provision Allocable to Gain on Sale of Real Estate
|
(143 | ) | (3,782 | ) | (3,082 | ) | ||||||
|
Noncontrolling Interest Allocable to Gain on Sale of Real Estate
|
(24 | ) | (1,020 | ) | (802 | ) | ||||||
|
Preferred Stock Dividends
|
(19,516 | ) | (19,428 | ) | (21,320 | ) | ||||||
|
Redemption of Preferred Stock
|
— | — | (2,017 | ) | ||||||||
|
Loss from Continuing Operations Available to First Industrial
Realty Trust, Inc.’s Common Stockholders
|
$ | (37,837 | ) | $ | (139,669 | ) | $ | (83,906 | ) | |||
|
Income from Discontinued Operations
|
$ | 28,596 | $ | 187,351 | $ | 283,950 | ||||||
|
Income Tax Provision Allocable to Discontinued Operations
|
(1,816 | ) | (4,887 | ) | (38,673 | ) | ||||||
|
Noncontrolling Interest Allocable to Discontinued Operations
|
(2,726 | ) | (22,626 | ) | (31,003 | ) | ||||||
|
Discontinued Operations Allocable to Participating Securities
|
— | (2,553 | ) | (2,597 | ) | |||||||
|
Discontinued Operations Attributable to First Industrial Realty
Trust, Inc.
|
$ | 24,054 | $ | 157,285 | $ | 211,677 | ||||||
|
Net (Loss) Income Available
|
(13,783 | ) | 20,169 | 130,368 | ||||||||
|
Net Income Allocable to Participating Securities
|
— | (2,553 | ) | (2,597 | ) | |||||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders
|
$ | (13,783 | ) | $ | 17,616 | $ | 127,771 | |||||
|
Denominator:
|
||||||||||||
|
Weighted Average Shares — Basic and Diluted
|
48,695,317 | 43,192,969 | 44,085,998 | |||||||||
|
Basic and Diluted EPS:
|
||||||||||||
|
Loss from Continuing Operations Available to First Industrial
Realty Trust, Inc.’s Common Stockholders
|
$ | (0.78 | ) | $ | (3.23 | ) | $ | (1.90 | ) | |||
|
Discontinued Operations Attributable to First Industrial Realty
Trust, Inc.’s Common Stockholders
|
$ | 0.49 | $ | 3.64 | $ | 4.80 | ||||||
|
Net (Loss) Income Available to First Industrial Realty Trust,
Inc.’s Common Stockholders
|
$ | (0.28 | ) | $ | 0.41 | $ | 2.90 | |||||
Participating securities include unvested restricted stock
awards and restricted unit awards outstanding that participate
in non-forfeitable dividends of the Company.
92
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
|
Allocation of
|
Allocation of
|
Allocation of
|
||||||||||||||||||||||
|
Net Income
|
Net Income
|
Net Income
|
||||||||||||||||||||||
|
Available to
|
Available to
|
Available to
|
||||||||||||||||||||||
|
Participating
|
Participating
|
Participating
|
||||||||||||||||||||||
|
Securities For
|
Securities For
|
Securities For
|
||||||||||||||||||||||
|
Unvested Awards
|
the Year
|
Unvested Awards
|
the Year
|
Unvested Awards
|
the Year
|
|||||||||||||||||||
|
Outstanding at
|
Ended
|
Outstanding at
|
Ended
|
Outstanding at
|
Ended
|
|||||||||||||||||||
|
December 31,
|
December 31,
|
December 31,
|
December 31,
|
December 31,
|
December 31,
|
|||||||||||||||||||
| 2009 | 2009 | 2008 | 2008 | 2007 | 2007 | |||||||||||||||||||
|
Participating Securities:
|
||||||||||||||||||||||||
|
Restricted Stock Awards
|
355,645 | 757,041 | 909,966 | |||||||||||||||||||||
|
Restricted Unit Awards
|
— | 4,619 | — | |||||||||||||||||||||
| 355,645 | $ | — | 761,660 | $ | 482 | 909,966 | $ | 2,597 | ||||||||||||||||
Participating security holders are not obligated to share in
losses, therefore, none of the loss was allocated to
participating securities for the year ended December 31,
2009.
The number of weighted average shares — diluted is the
same as the number of weighted average shares — basic
for the years ended December 31, 2009, 2008 and 2007 as the
effect of stock options and restricted stock/unit awards was
excluded as its inclusion would have been antidilutive to the
loss from continuing operations available to First Industrial
Realty Trust, Inc.’s common stockholders. The following
awards were anti-dilutive and could be dilutive in future
periods:
|
Number of
|
Number of
|
Number of
|
||||||||||
|
Awards
|
Awards
|
Awards
|
||||||||||
|
Outstanding At
|
Outstanding At
|
Outstanding At
|
||||||||||
|
December 31,
|
December 31,
|
December 31,
|
||||||||||
| 2009 | 2008 | 2007 | ||||||||||
|
Non-Participating Securities:
|
||||||||||||
|
Restricted Unit Awards
|
1,218,800 | — | — | |||||||||
|
Options
|
139,700 | 278,601 | 355,901 | |||||||||
The 2011 Exchangeable Notes are convertible into common shares
of the Company at a price of $50.93 and were not included in the
computation of diluted EPS as our average stock price did not
exceed the strike price of the conversion feature.
| 12. | Income Taxes |
For income tax purposes, distributions paid to common
shareholders are classified as ordinary income, capital gain,
return of capital or qualified dividends. We did not pay common
share distributions for the year ended December 31, 2009.
For the years ended December 31, 2008 and 2007, the
distributions per common share were classified as follows:
|
As a Percentage
|
As a Percentage
|
|||||||||||||||
| 2008 | of Distributions | 2007 | of Distributions | |||||||||||||
|
Ordinary income
|
$ | 0.1127 | 4.68 | % | $ | 0.6158 | 21.61 | % | ||||||||
|
Long-term capital gains
|
1.3166 | 54.63 | % | 1.2950 | 45.44 | % | ||||||||||
|
Unrecaptured Section 1250 gain
|
0.8141 | 33.78 | % | 0.6721 | 23.58 | % | ||||||||||
|
Return of capital
|
— | 0.00 | % | 0.2671 | 9.37 | % | ||||||||||
|
Qualified Dividends
|
0.1666 | 6.91 | % | — | 0.00 | % | ||||||||||
| $ | 2.4100 | 100.00 | % | $ | 2.8500 | 100.00 | % | |||||||||
93
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
For income tax purposes, distributions paid to preferred
shareholders are classified as ordinary income, capital gain, or
qualified dividends. For the years ended December 31, 2009,
2008 and 2007, the preferred distributions per depositary share
were classified as follows:
|
As a Percentage
|
||||||||
|
Series C Preferred Stock
|
2007 | of Distributions | ||||||
|
Ordinary income
|
$ | 0.1285 | 23.84 | % | ||||
|
Long-term capital gains
|
0.2703 | 50.14 | % | |||||
|
Unrecaptured Section 1250 gain
|
0.1403 | 26.02 | % | |||||
|
Qualified Dividends
|
— | 0.00 | % | |||||
| $ | 0.5391 | 100.00 | % | |||||
|
As a Percentage
|
As a Percentage
|
As a Percentage
|
||||||||||||||||||||||
|
Series J Preferred Stock
|
2009 | of Distributions | 2008 | of Distributions | 2007 | of Distributions | ||||||||||||||||||
|
Ordinary income
|
$ | — | 0.00 | % | $ | 0.0847 | 4.68 | % | $ | 0.4322 | 23.84 | % | ||||||||||||
|
Long-term capital gains
|
1.3697 | 75.57 | % | 0.9902 | 54.63 | % | 0.9087 | 50.14 | % | |||||||||||||||
|
Unrecaptured Section 1250 gain
|
0.4428 | 24.43 | % | 0.6123 | 33.78 | % | 0.4716 | 26.02 | % | |||||||||||||||
|
Qualified Dividends
|
— | 0.00 | % | 0.1253 | 6.91 | % | — | 0.00 | % | |||||||||||||||
| $ | 1.8125 | 100.00 | % | $ | 1.8125 | 100.00 | % | $ | 1.8125 | 100.00 | % | |||||||||||||
|
As a Percentage
|
As a Percentage
|
As a Percentage
|
||||||||||||||||||||||
|
Series K Preferred Stock
|
2009 | of Distributions | 2008 | of Distributions | 2007 | of Distributions | ||||||||||||||||||
|
Ordinary income
|
$ | — | 0.00 | % | $ | 0.0847 | 4.68 | % | $ | 0.4322 | 23.84 | % | ||||||||||||
|
Long-term capital gains
|
1.3697 | 75.57 | % | 0.9902 | 54.63 | % | 0.9087 | 50.14 | % | |||||||||||||||
|
Unrecaptured Section 1250 gain
|
0.4428 | 24.43 | % | 0.6123 | 33.78 | % | 0.4716 | 26.02 | % | |||||||||||||||
|
Qualified Dividends
|
— | 0.00 | % | 0.1253 | 6.91 | % | — | 0.00 | % | |||||||||||||||
| $ | 1.8125 | 100.00 | % | $ | 1.8125 | 100.00 | % | $ | 1.8125 | 100.00 | % | |||||||||||||
The components of income tax benefit (expense) for the TRSs for
the years ended December 31, 2009, 2008 and 2007 are
comprised of the following:
| 2009 | 2008 | 2007 | ||||||||||
|
Current:
|
||||||||||||
|
Federal
|
$ | 38,703 | $ | 5,114 | $ | (28,209 | ) | |||||
|
State
|
372 | 814 | (4,934 | ) | ||||||||
|
Foreign
|
(835 | ) | (649 | ) | — | |||||||
|
Deferred:
|
||||||||||||
|
Federal
|
(15,816 | ) | (526 | ) | 3,977 | |||||||
|
State
|
(557 | ) | (107 | ) | 571 | |||||||
|
Foreign
|
9 | 671 | — | |||||||||
| $ | 21,876 | $ | 5,317 | $ | (28,595 | ) | ||||||
In addition to income tax benefit (expense) recognized by the
TRSs, $1,320, $(1,028) and $(1,960) of state income tax benefit
(expense) was recognized by the Company and is included in
income tax benefit
94
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
(expense) on the consolidated statement of operations for the
years ended December 31, 2009, 2008 and 2007, respectively.
On August 24, 2009, we received a private letter ruling
from the IRS granting favorable loss treatment under
Sections 331 and 336 of the Code on the tax liquidation of
our old TRS. As a result, the Company completed a transaction on
September 1, 2009 whereby approximately 75% of the assets
formerly held by the old TRS are now held by FI LLC (which is
wholly owned by the Operating Partnership). The remaining 25% of
the assets are now held by FRIP (which is 99% owned by the new
TRS). On November 6, 2009, legislation was signed that
allows businesses with net operating losses for 2008 or 2009 to
carry back those losses for up to five years. As a result, we
received a refund from the IRS of $40,418 in the fourth quarter
of 2009 due to the tax liquidation of the old TRS.
Deferred income taxes represent the tax effect of the temporary
differences between the book and tax basis of assets and
liabilities. Deferred tax assets (liabilities) of the TRSs
include the following as of December 31, 2009 and 2008.
| 2009 | 2008 | |||||||
|
Bad debt expense
|
$ | 1 | $ | 196 | ||||
|
Investment in Joint Ventures
|
1,679 | 19,621 | ||||||
|
Fixed assets
|
1,074 | 9,625 | ||||||
|
Prepaid rent
|
114 | 494 | ||||||
|
Capitalized general and administrative expense under 263A
|
— | 3,711 | ||||||
|
Deferred losses/gains
|
— | 71 | ||||||
|
Accrued contingency loss
|
— | 377 | ||||||
|
Restricted stock
|
34 | 2,326 | ||||||
|
Accrual for Restructuring Costs
|
— | 751 | ||||||
|
Abandoned Project Costs
|
— | 1,150 | ||||||
|
Federal net operating loss carrying forward
|
345 | — | ||||||
|
State net operating loss carrying forward
|
11 | 131 | ||||||
|
Foreign net operating loss carrying forward
|
77 | — | ||||||
|
Valuation Allowance
|
(1,299 | ) | (19,501 | ) | ||||
|
Other
|
752 | 836 | ||||||
|
Total deferred tax assets
|
$ | 2,788 | $ | 19,788 | ||||
|
Straight-line rent
|
(507 | ) | (1,936 | ) | ||||
|
Fixed assets
|
(1,358 | ) | (53 | ) | ||||
|
Capitalized interest under 263A
|
— | (362 | ) | |||||
|
Other
|
(3 | ) | (243 | ) | ||||
|
Total deferred tax liabilities
|
$ | (1,868 | ) | $ | (2,594 | ) | ||
|
Total net deferred tax asset
|
$ | 920 | $ | 17,194 | ||||
As of December 31, 2009 and 2008, the TRSs had net deferred
tax assets of $920 and $17,194, after valuation allowances of
$1,299 and $19,501, respectively. Included in net income for the
old TRS for the year ended December 31, 2008 is $39,073 of
impairment loss in Equity in Income of Joint Ventures. We
recorded a valuation allowance to offset the deferred tax asset
that was created by these impairments during the year ended
December 31, 2008. The deferred tax assets and liabilities
of the old TRS were eliminated on September 1, 2009 as FI
LLC is a nontaxable entity. The deferred tax assets and
liabilities as of December 31,
95
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
2009 represent those of the new TRS, and we have recorded a
valuation allowance to offset the net deferred tax assets of the
new TRS.
The new TRS has a net operating loss carryforward related to
federal, state and foreign taxes of $433 and a tax credit
carryforward of $684 at December 31, 2009.
The TRSs’ components of income tax benefit (expense) for
the years ended December 31, 2009, 2008 and 2007 are as
follows:
| 2009 | 2008 | 2007 | ||||||||||
|
Tax expense associated with income from operations on sold
properties which is included in discontinued operations
|
$ | (354 | ) | $ | (1,155 | ) | $ | (2,641 | ) | |||
|
Tax expense associated with gains and losses on the sale of real
estate which is included in discontinued operations
|
(1,462 | ) | (3,732 | ) | (36,032 | ) | ||||||
|
Tax expense associated with gains and losses on the sale of real
estate
|
(143 | ) | (3,782 | ) | (3,082 | ) | ||||||
|
Income tax benefit
|
23,835 | 13,986 | 13,160 | |||||||||
|
Income tax benefit (expense)
|
$ | 21,876 | $ | 5,317 | $ | (28,595 | ) | |||||
The income tax benefit pertaining to income from continuing
operations and gain on sale of real estate for the TRSs differs
from the amounts computed by applying the applicable federal
statutory rate as follows:
| 2009 | 2008 | 2007 | ||||||||||
|
Tax benefit at federal rate related to continuing operations
|
$ | 8,343 | $ | 28,377 | $ | 8,659 | ||||||
|
State tax (expense) benefit, net of federal benefit
|
493 | 2,799 | 1,066 | |||||||||
|
Non-deductible permanent items
|
(1,652 | ) | (1,852 | ) | (121 | ) | ||||||
|
Prior year provision to return adjustments
|
— | 7 | 436 | |||||||||
|
Change in valuation allowance
|
16,269 | (19,501 | ) | — | ||||||||
|
Foreign taxes, net
|
345 | 344 | — | |||||||||
|
Old TRS liquidation
|
70 | — | — | |||||||||
|
Other
|
(176 | ) | 30 | 38 | ||||||||
|
Net income tax benefit
|
$ | 23,692 | $ | 10,204 | $ | 10,078 | ||||||
Michigan
Tax Issue
As of December 31, 2008, we had paid approximately $1,400
(representing tax and interest for the years
1997-2000)
to the State of Michigan regarding business loss carryforwards
the appropriateness of which is the subject of current
litigation initiated by us. On December 11, 2007, the
Michigan Court of Claims rendered a decision against us
regarding the business loss carryforwards. Also, the court ruled
against us on an alternative position involving Michigan’s
Capital Acquisition Deduction. We filed an appeal to the
Michigan Appeals Court in January 2008; however, as a result of
the lower court’s decision approximately $800 (representing
tax and interest for the year 2001) had been accrued
through June 30, 2009 for both tax and financial statement
purposes.
On August 18, 2009, the Michigan Appeals Court issued a
decision in our favor on the business loss carryforward issue.
The Michigan Department of Treasury appealed the decision to the
Michigan Supreme Court on September 29, 2009; however, we
believe there is a very low probability that the Michigan
Supreme Court will accept the case. Therefore, in September 2009
the Company reversed its accrual of $800 (related to the 2001
tax year) and set up a receivable of $1,400 for the amount paid
in 2006 (related to the
1997-2000
tax years), resulting in an aggregate reversal of prior tax
expense of $2,200.
96
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
We had no unrecognized tax benefits as of December 31, 2009
and 2008. To the extent we have unrecognized tax benefits in the
future, it will be our policy to recognize interest and
penalties related to unrecognized tax benefits in income tax
expense.
| 13. | Impairment Charges |
We adopted the fair value measurement provisions as of
January 1, 2009, for the impairment of long-lived assets
recorded at fair value. The new guidance establishes a
three-tier fair value hierarchy, which prioritizes the inputs
used in measuring fair value. These tiers include: Level 1,
defined as observable inputs such as quoted prices in active
markets; Level 2, defined as inputs other than quoted
prices in active markets that are either directly or indirectly
observable; and Level 3, defined as unobservable inputs in
which little or no market data exists, therefore requiring an
entity to develop its own assumptions.
In connection with our periodic review of the carrying values of
our properties and due to continuing softness of the economy in
certain markets, we determined in the third quarter of 2009 that
an impairment loss in the amount of $6,934 should be recorded to
a certain property comprised of 0.2 million square feet of
GLA in the Inland Empire market in California (“Inland
Empire Property”).
Additionally, during the year ended December 31, 2009, we
recorded $5,194 in impairment charges on our interest in the
2006 Net Lease Co-Investment Program and the 2003 Net Lease
Joint Venture (see Note 5).
The following table presents information about our impairment
charges that were measured on a fair value basis for the year
ended December 31, 2009. The table indicates the fair value
hierarchy of the valuation techniques we utilized to determine
fair value.
|
Fair Value Measurements at
|
||||||||||||||||||||
| December 31, 2009 Using: | ||||||||||||||||||||
|
Quoted Prices in
|
||||||||||||||||||||
|
Active Markets for
|
Significant Other
|
Unobservable
|
Total
|
|||||||||||||||||
|
December 31,
|
Identical Assets
|
Observable Inputs
|
Inputs
|
Gains
|
||||||||||||||||
|
Description
|
2009 | (Level 1) | (Level 2) | (Level 3) | (Losses) | |||||||||||||||
|
Inland Empire Property
|
$ | 3,830 | — | — | $ | 3,830 | $ | (6,934 | ) | |||||||||||
|
Unconsolidated Joint Venture investments
|
$ | 3,910 | — | — | $ | 3,910 | $ | (5,194 | ) | |||||||||||
The non-cash impairment charge related to the Inland Empire
Property is based upon the difference between the fair value of
the property and its carrying value. The non-cash impairment
charge related to our unconsolidated Joint Venture investments
is based upon the difference between the fair value of our
equity interest and our carrying value. The valuation of
impaired real estate assets and investments is determined using
widely accepted valuation techniques including discounted cash
flow analysis on expected cash flows, the income capitalization
approach considering prevailing market capitalization rates,
analysis of recent comparable sale transactions
and/or
consideration of the amount that currently would be required to
replace the asset, as adjusted for obsolescence. In general, we
consider multiple valuation techniques when measuring the fair
value of an investment, however; in certain circumstances, a
single valuation technique may be appropriate.
97
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table presents a reconciliation for our impairment
charges classified as Level 3 at December 31, 2009:
|
Fair Value Measurements
|
||||
|
Using Significant
|
||||
|
Unobservable Inputs
|
||||
|
(Level 3)
|
||||
| Impairment Charges | ||||
|
Beginning balance at December 31, 2008
|
$ | — | ||
|
Total unrealized losses:
|
||||
|
Impairment on Real Estate
|
(12,128 | ) | ||
|
Ending balance at December 31, 2009
|
$ | (12,128 | ) | |
| 14. | Restructuring Costs |
We committed to a plan to reduce organizational and overhead
costs in October 2008 and have subsequently modified that plan
with the goal of further reducing these costs. On
February 25 and September 25, 2009, we committed to
additional modifications to the plan consisting of further
organizational and overhead cost reductions.
For the year ended December 31, 2009, we recorded as
restructuring costs a pre-tax charge of $7,806 to provide for
employee severance and benefits ($5,186), costs associated with
the termination of certain office leases ($1,867) and other
costs ($753) associated with implementing the restructuring
plan. Included in employee severance costs is $2,931 of non-cash
costs which represents the accelerated recognition of restricted
stock expense for certain employees for the year ended
December 31, 2009. At December 31, 2009, we have
$2,884 included in Accounts Payable, Accrued Expenses and Other
Liabilities, Net related to severance obligations, remaining
lease payments and other costs incurred but not yet paid.
For the year ended December 31, 2008, we recorded as
reorganization costs, a pre-tax charge of $27,349 to provide for
employee severance and benefits ($24,825), costs associated with
the termination of certain office leases ($1,162) and contract
cancellation and other costs ($1,362) associated with
implementing the restructuring plan. Included in employee
severance costs is $9,585 of non-cash costs which represents the
accelerated recognition of restricted stock for certain
employees. At December 31, 2008 the Company has $6,695
included in Accounts Payable, Accrued Expenses and Other
Liabilities, Net related to severance obligations, remaining
lease payments and other costs incurred but not yet paid.
| 15. | Future Rental Revenues |
Our properties are leased to tenants under net and
semi-net
operating leases. Minimum lease payments receivable, excluding
tenant reimbursements of expenses, under non-cancelable
operating leases in effect as of December 31, 2009 are
approximately as follows:
|
2010
|
$ | 239,435 | ||
|
2011
|
198,847 | |||
|
2012
|
157,722 | |||
|
2013
|
120,792 | |||
|
2014
|
88,445 | |||
|
Thereafter
|
407,387 | |||
|
Total
|
$ | 1,212,628 | ||
98
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 16. | Stock Based Compensation |
We maintain four stock incentive plans (the “Stock
Incentive Plans”) which are administered by the
Compensation Committee of the Board of Directors. There are
approximately 10.4 million shares reserved under the Stock
Incentive Plans. Only officers, certain employees, our
Independent Directors and our affiliates generally are eligible
to participate in the Stock Incentive Plans.
The Stock Incentive Plans authorize (i) the grant of stock
options that qualify as incentive stock options under
Section 422 of the Code, (ii) the grant of stock
options that do not so qualify, (iii) restricted stock/Unit
awards, (iv) performance share awards and (v) dividend
equivalent rights. The exercise price of the stock options is
determined by the Compensation Committee. Special provisions
apply to awards granted under the Stock Incentive Plans in the
event of a change in control in the Company. As of
December 31, 2009, stock options and restricted stock/Units
covering 1.7 million shares were outstanding and
1.4 million shares were available under the Stock Incentive
Plans. At December 31, 2009, all outstanding stock options
are vested. Stock option transactions are summarized as follows:
|
Weighted
|
||||||||||||||||
|
Average
|
Exercise
|
Aggregate
|
||||||||||||||
|
Exercise
|
Price
|
Intrinsic
|
||||||||||||||
| Shares | Price | per Share | Value | |||||||||||||
|
Outstanding at December 31, 2007
|
355,901 | $ | 31.68 | $ | 25.13-$33.15 | $ | 3,669 | |||||||||
|
Exercised
|
(6,300 | ) | $ | 27.58 | $ | 25.13-$31.13 | $ | 24 | ||||||||
|
Expired or Terminated
|
(71,000 | ) | $ | 31.13 | $ | 31.13-$31.13 | ||||||||||
|
Outstanding at December 31, 2008
|
278,601 | $ | 31.92 | $ | 27.25-$33.15 | $ | — | |||||||||
|
Expired or Terminated
|
(138,901 | ) | $ | 31.94 | $ | 27.69-$33.13 | ||||||||||
|
Outstanding at December 31, 2009
|
139,700 | $ | 31.89 | $ | 27.25-$33.15 | $ | — | |||||||||
The following table summarizes currently outstanding and
exercisable options as of December 31, 2009:
|
Number
|
Weighted
|
Weighted
|
||||||||||
|
Outstanding
|
Average
|
Average
|
||||||||||
|
and
|
Remaining
|
Exercise
|
||||||||||
|
Range of Exercise Price
|
Exercisable | Contractual Life | Price | |||||||||
|
$27.25 - $30.53
|
42,900 | 1.18 | $ | 30.07 | ||||||||
|
$31.05 - $33.15
|
96,800 | 1.40 | $ | 32.70 | ||||||||
In September 1994, the Board of Directors approved and we
adopted a 401(k)/Profit Sharing Plan. Under our 401(k)/Profit
Sharing Plan, all eligible employees may participate by making
voluntary contributions. We may make, but are not required to
make, matching contributions. For the years ended
December 31, 2009, 2008 and 2007, we made matching
contributions of $0, $0, and $542, respectively.
For the years ended December 31, 2009, 2008 and 2007, we
awarded 1,473,600, 588,628, and 442,008 restricted stock and
unit awards to our employees having a fair value at grant date
of $7,406, $18,860, and $20,882, respectively. We also awarded
35,145, 21,945, and 17,139 restricted stock awards to our
directors having a fair value at grant date of $149, $603, and
$688, respectively. Restricted stock awards granted to employees
generally vest over a period of three to four years and
restricted stock awards granted to directors generally vest over
a period of five years. For the years ended December 31,
2009, 2008 and 2007, we recognized $13,015, $25,883, and $14,150
in restricted stock amortization related to restricted stock
awards, of which $45, $1,519, and $1,707, respectively, was
capitalized in connection with development activities. At
December 31, 2009, we have $9,747 in unearned compensation
related to unvested restricted stock awards. The weighted
average period that the unrecognized compensation is expected to
be incurred is 1.22 years. We did not award options to our
employees or our directors during the years ended
December 31, 2009, 2008 and 2007 and all outstanding
options are fully vested; therefore, no stock-based employee
compensation expense
99
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FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
related to options is included in Net (Loss) Income Available to
First Industrial Realty Trust, Inc.’s Common Stockholders
and Participating Securities.
Restricted stock award and restricted stock unit award
transactions for the years ended December 31, 2009 and 2008
are summarized as follows:
|
Weighted
|
||||||||
|
Average
|
||||||||
|
Grant Date
|
||||||||
| Shares | Fair Value | |||||||
|
Outstanding at December 31, 2007
|
909,966 | $ | 41.88 | |||||
|
Issued
|
610,573 | $ | 31.88 | |||||
|
Vested
|
(733,666 | ) | $ | 22.97 | ||||
|
Forfeited
|
(25,213 | ) | $ | 35.17 | ||||
|
Outstanding at December 31, 2008
|
761,660 | $ | 36.00 | |||||
|
Issued
|
1,508,745 | $ | 5.01 | |||||
|
Vested
|
(571,149 | ) | $ | 28.79 | ||||
|
Forfeited
|
(124,811 | ) | $ | 7.51 | ||||
|
Outstanding at December 31, 2009
|
1,574,445 | $ | 11.17 | |||||
During the year ended December 31, 2009, we made a grant of
1,000,000 restricted stock units to our Chief Executive Officer.
These restricted stock units had a fair value of approximately
$6,014 on the date of issuance. Of these restricted stock units,
a total of 600,000 (the “Service Awards”) vest in four
equal installments on the first, second, third and fourth year
anniversary of December 31, 2008, and a total of
400,000 (the “Performance Awards I”) vest in four
installments of up to 100,000 on the first, up to 200,000 on the
second, up to 300,000 on the third and up to 400,000 on the
fourth year anniversary of December 31, 2008, to the
extent certain market conditions are met. The market conditions
are met when certain stock price levels are achieved and
maintained for certain time periods between the award issuance
date and December 31, 2013. Both the Service Awards and
Performance Awards I require the Chief Executive Officer to be
employed by the Company at the applicable vesting dates, subject
to certain clauses in the award agreement. The Service Awards
are amortized over the four year service period. The Performance
Awards I are amortized over the service period of each
installment.
During the year ended December 31, 2009, we made a grant of
473,600 restricted stock units to certain members of management
(the “Performance Awards II”). The Performance
Awards II had a fair value of approximately $1,392 on the
date of issuance and will vest in four installments on the
first, second, third and fourth anniversary of June 30,
2009, to the extent certain service periods and market
conditions are both met. The market conditions are met when
certain stock price levels are achieved and maintained for
certain time periods between the award issuance date and
June 30, 2014. The Performance Awards II are amortized
over the service period of each installment. In conjunction with
the issuance of the Performance Awards II, the members of
management were also granted cash awards with a fair value of
$792. The cash awards vest on June 30, 2010 and
compensation expense is recognized on a straight-line basis over
the service period. In order to receive the Performance
Awards II and the cash awards, the members of management
are required to be employed by the Company at the applicable
vesting dates, subject to certain clauses in the award
agreements.
100
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The fair value of the Performance Awards I and the Performance
Awards II at issuance was determined using a Monte Carlo
simulation model with the following assumptions:
| Performance Awards I | Performance Awards II | |||
|
Expected dividend yield
|
0.0% | 0.0% | ||
|
Expected stock volatility
|
57.18% to 119.55% | 76.29% to 162.92% | ||
|
Risk-free interest rate
|
0.40% to 1.84% | 0.43% to 2.38% | ||
|
Expected life (years)
|
1-4 | 1-4 | ||
|
Fair value
|
$4.49 | $2.94 |
On October 23, 2008, we granted stock appreciation rights
(“SARs”) to our former interim Chief Executive Officer
(who is currently Chairman of the Board of Directors of the
Company) that entitles him to a special cash payment equal to
the appreciation in value of 75,000 shares of our common
stock. The payment is to be based on the excess of the closing
price of our common stock on October 22, 2009 over $7.94,
the closing price on the grant date. The award fully vested
during the three months ended December 31, 2008 upon his
acceptance of the position. Since the closing price of our stock
on October 22, 2009 was less than $7.94, no payment was
made. During the years ended December 31, 2009 and 2008, we
recognized compensation expense of $(197) and $197 relating to
the SARs.
| 17. | Derivatives |
Our objectives in using interest rate derivatives are to add
stability to interest expense and to manage our cash flow
volatility exposure to interest rate movements. To accomplish
this objective, we primarily use interest rate swaps as part of
our interest rate risk management strategy. Interest rate swaps
designated as cash flow hedges involve the receipt of
variable-rate amounts from a counterparty in exchange for
fixed-rate payments over the life of the agreements without
exchange of the underlying notional amount.
In January 2008, we entered into two forward starting swaps each
with a notional value of $59,750, which fixed the interest rate
on forecasted debt offerings. We designated both swaps as cash
flow hedges. The rates on the forecasted debt issuances
underlying the swaps locked on March 20, 2009 (the
“Forward Starting Agreement 1”) and on April 6,
2009 (the “Forward Starting Agreement 2”), and as
such, the swaps ceased to qualify for hedge accounting. On
March 20, 2009, the fair value of Forward Starting
Agreement 1 was a liability of $4,442 and on April 6, 2009,
the fair value of Forward Starting Agreement 2 was a liability
of $4,023. These amounts are included in Other Comprehensive
Income (“OCI”) and will be amortized over five years,
which was the original life of the Forward Starting Agreement 1
and Forward Starting Agreement 2, as an increase to interest
expense. On May 8, 2009, we settled the Forward Starting
Agreement 1 and paid the counterparty $4,105 and on June 3,
2009 we settled the Forward Starting Agreement 2 and paid the
counterparty $3,386. The change in value of Forward Starting
Agreement 1 and Forward Starting Agreement 2 from the respective
day the interest rate on the underlying debt was locked until
settlement is $974 for the year ended December 31, 2009 and
is included in
Mark-to-Market
Gain (Loss) on Interest Rate Protection Agreements in the
statement of operations.
The effective portion of changes in the fair value of
derivatives designated and that qualify as cash flow hedges is
recorded in OCI and is subsequently reclassified to earnings
through interest expense over the life of the derivative or over
the life of the debt. In the next 12 months, we will
amortize approximately $2,026 into net income by increasing
interest expense for the Forward Starting Agreement 1 and
Forward Starting Agreement 2 and similar interest rate
protection agreements we settled in previous periods.
As of December 31, 2009, we also have an interest rate swap
agreement with a notional value of $50,000 which fixed the LIBOR
rate on a portion of our outstanding borrowings on our Unsecured
Line of Credit at 2.4150% (the “Interest Rate Swap
Agreement”). Monthly payments or receipts are treated as a
component of interest expense. We designated the Interest Rate
Swap Agreement as a cash flow hedge. We anticipate, based
101
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
on ongoing evaluation of effectiveness, that the Interest Rate
Swap Agreement has been and will continue to be highly
effective, and, as a result, the change in the fair value is
shown in OCI.
The coupon rate of our Series F Preferred Stock resets
every quarter beginning March 31, 2009 at 2.375% plus the
greater of (i) the 30 year U.S. Treasury rate,
(ii) the 10 year U.S. Treasury rate or
(iii) 3-month
LIBOR. On October 1, 2009, the new coupon rate was 6.405%
(see Note 7). In October 2008, we entered into an interest
rate swap agreement with a notional value of $50,000 to mitigate
our exposure to floating interest rates related to the
forecasted reset rate of the coupon rate of our Series F
Preferred Stock (the “Series F Agreement”). This
Series F Agreement fixes the
30-year
U.S. Treasury rate at 5.2175%. Accounting guidance for
derivatives does not permit hedge accounting treatment related
to equity instruments and therefore the mark to market gains or
losses related to this agreement are recorded in the statement
of operations. Quarterly payments or receipts are treated as a
component of the mark to market gains or losses and for the year
ended December 31, 2009, and we incurred $472, of which
$152 was outstanding at December 31, 2009.
The following is a summary of the terms of the forward starting
swaps and the interest rate swaps and their fair values, which
are included in Accounts Payable, Accrued Expenses and Other
Liabilities, Net on the accompanying consolidated balance sheet
as of December 31, 2009:
|
Fair Value As of
|
Fair Value As of
|
|||||||||||||||||||||||
|
Fixed
|
Trade
|
Maturity
|
December 31,
|
December 31,
|
||||||||||||||||||||
|
Hedge Product
|
Notional Amount | Pay Rate | Date | Date | 2009 | 2008 | ||||||||||||||||||
|
Derivatives designated as hedging instruments:
|
||||||||||||||||||||||||
|
Forward-Starting Agreement 1
|
$ | 59,750 | 4.0725 | % | January 2008 | May 8, 2009 | $ | — | $ | (3,429 | ) | |||||||||||||
|
Forward-Starting Agreement 2
|
59,750 | 4.0770 | % | January 2008 | June 3, 2009 | — | (3,452 | ) | ||||||||||||||||
|
Interest Rate Swap Agreement
|
50,000 | 2.4150 | % | March 2008 | April 1, 2010 | (267 | ) | (858 | ) | |||||||||||||||
|
Total derivatives designated as hedging instruments:
|
$ | 169,500 | $ | (267 | ) | $ | (7,739 | ) | ||||||||||||||||
|
Derivatives not designated as hedging instruments:
|
||||||||||||||||||||||||
|
Series F Agreement*
|
50,000 | 5.2175 | % | October 2008 | October 1, 2013 | 93 | (3,073 | ) | ||||||||||||||||
|
Total Derivatives
|
$ | 219,500 | Total | $ | (174 | ) | $ | (10,812 | ) | |||||||||||||||
| * | Fair value excludes quarterly settlement payment due on Series F Agreement. As of December 31, 2009, the outstanding payable was $152. |
The following is a summary of the impact of the derivatives in
cash flow hedging relationships on the statement of operations
and the statement of OCI for the years ended December 31,
2009 and December 31, 2008.
| Year Ended | ||||||||||
|
December 31,
|
December 31,
|
|||||||||
|
Interest Rate Products
|
Location on Statement
|
2009 | 2008 | |||||||
|
Loss Recognized in OCI
|
||||||||||
|
(Effective Portion)
|
Mark-to-Market on Interest Rate Protection Agreements (OCI) | $ | (993 | ) | $ | (7,739 | ) | |||
|
Amortization Reclassified from OCI into Income
|
Interest Expense | $ | (796 | ) | $ | 792 | ||||
|
Gain Recognized in Income (Unhedged Position)
|
Mark-to-Market Gain on Interest Rate Protection Agreements | $ | 974 | $ | — | |||||
102
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Additionally as of December 31, 2009, one of the Joint
Ventures has interest rate protection agreements outstanding
which effectively convert floating rate debt to fixed rate debt
on a portion of its total variable debt. The hedge relationships
are considered highly effective and as such, for the years ended
December 31, 2009 and 2008, we recorded $1,060 and $(1,547)
in unrealized gain (loss), respectively, representing our 10%
share, offset by $(450) and $610 of income tax (provision)
benefit, respectively, which is shown in
Mark-to-Market
on Interest Rate Protection Agreements, Net of Income Tax, in
OCI.
Our agreements with our derivative counterparties contain
provisions where if we default on any of our indebtedness, then
we could also be declared in default on our derivative
obligations subject to certain thresholds.
We adopted the fair value measurement provisions as of
January 1, 2008, for financial instruments recorded at fair
value. The new guidance establishes a three-tier fair value
hierarchy, which prioritizes the inputs used in measuring fair
value. These tiers include: Level 1, defined as observable
inputs such as quoted prices in active markets; Level 2,
defined as inputs other than quoted prices in active markets
that are either directly or indirectly observable; and
Level 3, defined as unobservable inputs in which little or
no market data exists, therefore requiring an entity to develop
its own assumptions.
The following table sets forth our financial liabilities that
are accounted for at fair value on a recurring basis as of
December 31, 2009:
|
Fair Value Measurements at Reporting
|
||||||||||||||||
| Date Using: | ||||||||||||||||
|
Quoted Prices in
|
||||||||||||||||
|
Active Markets for
|
Significant Other
|
Unobservable
|
||||||||||||||
|
December 31,
|
Identical Assets
|
Observable Inputs
|
Inputs
|
|||||||||||||
|
Description
|
2009 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
|
Liabilities:
|
||||||||||||||||
|
Interest Rate Swap Agreement
|
$ | 267 | — | $ | 267 | — | ||||||||||
|
Series F Agreement
|
$ | 59 | — | — | $ | 59 | ||||||||||
The valuation of the Interest Rate Swap Agreement is determined
using widely accepted valuation techniques including discounted
cash flow analysis on the expected cash flows of the instrument.
This analysis reflects the contractual terms of the agreements
including the period to maturity, and uses observable
market-based inputs, including interest rate curves and implied
volatilities. In adjusting the fair value of the interest rate
protection agreements for the effect of nonperformance risk, we
have considered the impact of netting and any applicable credit
enhancements. To comply with the provisions of fair value
measurement, we incorporated a credit valuation adjustment
(“CVA”) to appropriately reflect both our own
nonperformance risk and the respective counterparty’s
nonperformance risk in the fair value measurements. However,
assessing significance of inputs is a matter of judgment that
should consider a variety of factors. One factor we consider is
the CVA and its materiality to the overall valuation of the
derivatives on the balance sheet and to their related changes in
fair value. We believe the inputs obtained related to our CVAs
are observable and therefore fall under Level 2 of the fair
value hierarchy. Accordingly, the liabilities related to the
Interest Rate Swap Agreement are classified as Level 2
amounts.
The valuation of the Series F Agreement utilizes the same
valuation technique as the Interest Rate Swap Agreement,
however, we consider the Series F Agreement to be
classified as Level 3 in the fair value hierarchy due to a
significant number of unobservable inputs. The Series F
Agreement swaps a fixed rate 5.2175% for floating rate payments
based on
30-year
Treasury. No market observable prices exist for long-dated
Treasuries past 30 years. Therefore, we have classified the
Series F Agreement in its entirety as a Level 3.
103
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The following table presents a reconciliation for our
liabilities classified as Level 3 at December 31, 2009:
|
Fair Value Measurements
|
||||
|
Using Significant
|
||||
|
Unobservable Inputs
|
||||
|
(Level 3)
|
||||
| Derivatives | ||||
|
Beginning liability balance at December 31, 2008
|
$ | (3,073 | ) | |
|
Total realized gains:
|
||||
|
Mark-to-Market
on Series F Agreement
|
3,014 | |||
|
Ending liability balance at December 31, 2009
|
$ | (59 | ) | |
| 18. | Related Party Transactions |
We periodically engage in transactions for which CB Richard
Ellis, Inc. acts as a broker. A relative of Michael W. Brennan,
the former President and Chief Executive Officer and a former
director of the Company, is an employee of CB Richard Ellis,
Inc. For the years ended December 31, 2008 and 2007 this
relative received approximately $95 and $240, respectively, in
brokerage commissions or other fees for transactions with the
Company and the Joint Ventures.
| 19. | Commitments and Contingencies |
Currently, we are the defendant in a suit brought in February
2009 by the trustee in the bankruptcy of a former tenant. The
trustee is seeking the return of $5,000 related to letters of
credit that we drew down when the tenant defaulted on its
leases. The suit is in the early stages and, at this time, we
are not in a position to assess what, if any, ultimate liability
we may have to the bankruptcy estate. We plan to vigorously
defend the suit. In addition, in the normal course of business,
we are involved in other legal actions arising from the
ownership of our industrial properties. Except as disclosed
herein, in our opinion, the liabilities, if any, that may
ultimately result from such legal actions are not expected to
have a materially adverse effect on our consolidated financial
position, operations or liquidity.
At December 31, 2008 our investment in the 2005
Development/Repositioning Joint Venture was $0. This investment
balance was written down to $0 due to impairment losses we
recorded in the year ended December 31, 2008. At
December 31, 2009 our investment in the 2005
Development/Repositioning Joint Venture is $(2,785) and is
included within Accounts Payable, Accrued Expenses and Other
Liabilities, Net due to our current commitment to fund
operations to this venture.
Ten properties have leases granting the tenants options to
purchase the property. Such options are exercisable at various
times at appraised fair market value or at a fixed purchase
price in excess of our depreciated cost of the asset. We have no
notice of any exercise of any tenant purchase option.
At December 31, 2009, we had 17 letters of credit
outstanding in the aggregate amount of $6,230. These letters of
credit expire between January 2010 and November 2010.
Ground
and Operating Lease Agreements
For the years ended December 31, 2009, 2008 and 2007, we
recognized $4,181, $4,072 and $3,102 in operating and ground
lease expense.
104
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
Future minimum rental payments under the terms of all
non-cancelable ground and operating leases under which we are
the lessee, offset by
sub-lease
rental payments under non-cancelable operating leases, as of
December 31, 2009, are as follows:
|
2010
|
$ | 3,001 | ||
|
2011
|
2,121 | |||
|
2012
|
1,640 | |||
|
2013
|
1,541 | |||
|
2014
|
1,328 | |||
|
Thereafter
|
29,326 | |||
|
Total
|
$ | 38,957 | ||
| 20. | Subsequent Events |
From January 1, 2010 to February 26, 2010, we sold two
industrial properties comprising approximately 0.2 million
square feet of GLA and several land parcels. Gross proceeds from
the sale of the two industrial properties and several land
parcels were approximately $27,433. There were no industrial
properties acquired during this period.
On February 8, 2010, we consummated a tender offer pursuant
to which we purchased $72,702 of our 2011 Notes, $66,236 of our
2012 Notes and $21,062 of our 2014 Notes. In connection with the
tender offer, we will recognize approximately $0.4 million
as gain on early retirement of debt.
Subsequent to January 1, 2010, we obtained four mortgage
loans in the amounts of $7,780, $7,200, $4,300 and $8,250. The
mortgages are collateralized by four industrial properties
totaling approximately 0.8 million square feet of GLA. The
mortgages bear interest at a fixed rate of 7.40%. The mortgages
mature between February, 2015 and March, 2015.
On February 26, 2010, the IRS notified us of its intent to
examine the tax returns filed by the old TRS for the years ended
December 31, 2008 and December 31, 2009.
105
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| 21. | Quarterly Financial Information (unaudited) |
The following table summarizes our quarterly financial
information. The first, second and third fiscal quarters of 2009
and all fiscal quarters in 2008 have been revised in accordance
with guidance on accounting for discontinued operations.
Net income available to common stockholders and basic and
diluted EPS from net income available to common stockholders has
not been affected.
| Year Ended December 31, 2009 | ||||||||||||||||
|
First
|
Second
|
Third
|
Fourth
|
|||||||||||||
| Quarter | Quarter | Quarter | Quarter | |||||||||||||
|
Total Revenues
|
$ | 110,881 | $ | 106,529 | $ | 104,428 | $ | 90,120 | ||||||||
|
Equity in Income (Loss) of Joint Ventures
|
29 | 1,551 | (5,889 | ) | (2,161 | ) | ||||||||||
|
Noncontrolling Interest Allocable to Continuing Operations
|
2,658 | 1,457 | 1,039 | (857 | ) | |||||||||||
|
(Loss) Income from Continuing Operations, Net of Income Tax and
Noncontrolling Interest
|
(15,755 | ) | (7,138 | ) | (4,041 | ) | 8,406 | |||||||||
|
Income from Discontinued Operations, Net of Income Tax
|
5,410 | 4,784 | 7,751 | 8,835 | ||||||||||||
|
Noncontrolling Interest Allocable to Discontinued Operations
|
(626 | ) | (532 | ) | (839 | ) | (729 | ) | ||||||||
|
Gain (Loss) on Sale of Real Estate, Net of Income Tax
|
477 | — | 101 | (347 | ) | |||||||||||
|
Noncontrolling Interest Allocable to Gain (Loss) on Sale of Real
Estate
|
(50 | ) | — | (7 | ) | 33 | ||||||||||
|
Net (Loss) Income Attributable to First Industrial Realty Trust,
Inc.
|
(10,544 | ) | (2,886 | ) | 2,965 | 16,198 | ||||||||||
|
Preferred Stock Dividends
|
(4,857 | ) | (4,824 | ) | (4,913 | ) | (4,922 | ) | ||||||||
|
Net (Loss) Income Available
|
$ | (15,401 | ) | $ | (7,710 | ) | $ | (1,948 | ) | $ | 11,276 | |||||
|
Income from Continuing Operations Allocable to Participating
Securities
|
— | — | — | (18 | ) | |||||||||||
|
Discontinued Operations Allocable to Participating Securities
|
— | — | — | (48 | ) | |||||||||||
|
Net (Loss) Income Available to Common Stockholders
|
$ | (15,401 | ) | $ | (7,710 | ) | $ | (1,948 | ) | $ | 11,210 | |||||
|
Basic and Diluted Earnings Per Share:
|
||||||||||||||||
|
(Loss) Income From Continuing Operations Available
|
$ | (0.46 | ) | $ | (0.27 | ) | $ | (0.20 | ) | $ | 0.05 | |||||
|
Income from Discontinued Operations
|
$ | 0.11 | $ | 0.10 | $ | 0.15 | $ | 0.13 | ||||||||
|
Net (Loss) Income Available to Common Stockholders
|
$ | (0.35 | ) | $ | (0.17 | ) | $ | (0.04 | ) | $ | 0.18 | |||||
|
Weighted Average Shares Outstanding
|
44,147 | 44,439 | 45,360 | 60,690 | ||||||||||||
106
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
| (As Adjusted) | ||||||||||||||||
| Year Ended December 31, 2008 | ||||||||||||||||
|
First
|
Second
|
Third
|
Fourth
|
|||||||||||||
| Quarter | Quarter | Quarter | Quarter | |||||||||||||
|
Total Revenues
|
$ | 109,301 | $ | 126,421 | $ | 136,047 | $ | 145,552 | ||||||||
|
Equity in Income (Loss) of Joint Ventures
|
3,302 | 3,268 | 725 | (40,473 | ) | |||||||||||
|
Noncontrolling Interest Allocable to Continuing Operations
|
3,794 | 3,482 | 2,549 | 11,134 | ||||||||||||
|
Loss from Continuing Operations, Net of Income Tax and
Noncontrolling Interest
|
(21,090 | ) | (19,349 | ) | (12,734 | ) | (73,971 | ) | ||||||||
|
Income from Discontinued Operations, Net of Income Tax
|
79,744 | 71,600 | 24,196 | 6,924 | ||||||||||||
|
Noncontrolling Interest Allocable to Discontinued Operations
|
(10,175 | ) | (8,900 | ) | (3,003 | ) | (831 | ) | ||||||||
|
Gain on Sale of Real Estate, Net of Income Tax
|
5,438 | 2,788 | — | — | ||||||||||||
|
Noncontrolling Interest Allocable to Gain Sale of Real Estate
|
(694 | ) | (346 | ) | — | — | ||||||||||
|
Net Income (Loss) Attributable to First Industrial Realty Trust,
Inc
|
53,223 | 45,793 | 8,459 | (67,878 | ) | |||||||||||
|
Preferred Stock Dividends
|
(4,857 | ) | (4,857 | ) | (4,857 | ) | (4,857 | ) | ||||||||
|
Net Income (Loss) Available
|
$ | 48,366 | $ | 40,936 | $ | 3,602 | $ | (72,735 | ) | |||||||
|
Discontinued Operations Allocable to Participating Securities
|
(1,016 | ) | (1,087 | ) | (841 | ) | — | |||||||||
|
Net Income (Loss) Available to Common Stockholders
|
$ | 47,350 | $ | 39,849 | $ | 2,761 | $ | (72,735 | ) | |||||||
|
Basic and Diluted Earnings Per Share:
|
||||||||||||||||
|
Loss From Continuing Operations Available
|
$ | (0.49 | ) | $ | (0.50 | ) | $ | (0.41 | ) | $ | (1.81 | ) | ||||
|
Income from Discontinued Operations
|
$ | 1.59 | $ | 1.43 | $ | 0.47 | $ | 0.14 | ||||||||
|
Net Income (Loss) Available to Common Stockholders
|
$ | 1.10 | $ | 0.92 | $ | 0.06 | $ | (1.67 | ) | |||||||
|
Weighted Average Shares Outstanding
|
42,984 | 43,128 | 43,151 | 43,506 | ||||||||||||
| 22. | Pro Forma Financial Information (unaudited) |
The following Pro Forma Condensed Statements of Operations for
the years ended December 31, 2008 and 2007 (the “Pro
Forma Statements”) are presented as if the acquisition of
20 operating industrial properties between January 1, 2008
and December 31, 2008 had occurred at the beginning of each
year. The Pro Forma Statements do not include acquisitions
between January 1, 2008 and December 31, 2008 for
industrial properties that were vacant upon purchase, were
leased back to the sellers upon purchase or were subsequently
sold before December 31, 2008. The Pro Forma Condensed
Statements of Operations include all necessary adjustments to
reflect the occurrence of purchases and sales of properties
during 2008 as of January 1, 2008 and 2007.
107
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
NOTES TO
CONSOLIDATED FINANCIAL
STATEMENTS — (Continued)
The Pro Forma Statements are not necessarily indicative of what
our results of operations would have been for the years ended
December 31, 2008 and 2007, nor do they purport to present
our future results of operations.
Pro Forma
Condensed Statements of Operations
| (As Adjusted) | (As Adjusted) | |||||||
|
Year Ended
|
Year Ended
|
|||||||
|
December 31,
|
December 31,
|
|||||||
| 2008 | 2007 | |||||||
|
Pro Forma Revenues
|
$ | 519,691 | $ | 387,662 | ||||
|
Pro Forma Loss from Continuing Operations Available to Common
Stockholders, Net of Noncontrolling Interest and Income Taxes
|
$ | (136,468 | ) | $ | (64,859 | ) | ||
|
Pro Forma Net Income Available to Common Stockholders
|
$ | 23,371 | $ | 149,415 | ||||
|
Per Share Data:
|
||||||||
|
Pro Forma Basic and Diluted Earnings Per Share Data:
|
||||||||
|
Loss from Continuing Operations Available to Common Stockholders
|
$ | (3.16 | ) | $ | (1.47 | ) | ||
|
Net Income Available to Common Stockholders
|
$ | 0.48 | $ | 3.32 | ||||
108
Table of Contents
FIRST
INDUSTRIAL REALTY TRUST, INC.
REAL
ESTATE AND ACCUMULATED DEPRECIATION
As of
December 31, 2009
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
Atlanta
|
||||||||||||||||||||||||||||||||||||||||||||
|
4250 River Green Parkway
|
Duluth, GA | $ | — | $ | 264 | $ | 1,522 | $ | 209 | $ | 264 | $ | 1,731 | $ | 1,995 | $ | 648 | 1994 | (l | ) | ||||||||||||||||||||||||
|
3450 Corporate Parkway
|
Duluth, GA | — | 506 | 2,904 | 459 | 506 | 3,363 | 3,869 | 1,412 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1650 Highway 155
|
McDonough, GA | — | 788 | 4,544 | 366 | 788 | 4,910 | 5,698 | 1,855 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1665 Dogwood Drive
|
Conyers, GA | — | 635 | 3,662 | 314 | 635 | 3,976 | 4,611 | 1,491 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1715 Dogwood
|
Conyers, GA | — | 288 | 1,675 | 1,287 | 288 | 2,962 | 3,250 | 766 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
11235 Harland Drive
|
Covington, GA | — | 125 | 739 | 183 | 125 | 922 | 1,047 | 325 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
4051 Southmeadow Parkway
|
Atlanta, GA | — | 726 | 4,130 | 875 | 726 | 5,005 | 5,731 | 1,765 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
4071 Southmeadow Parkway
|
Atlanta, GA | — | 750 | 4,460 | 1,301 | 828 | 5,683 | 6,511 | 2,100 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
4081 Southmeadow Parkway
|
Atlanta, GA | — | 1,012 | 5,918 | 1,652 | 1,157 | 7,425 | 8,582 | 2,691 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
5570 Tulane Dr(d)
|
Atlanta, GA | 2,112 | 527 | 2,984 | 699 | 546 | 3,664 | 4,210 | 1,241 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
955 Cobb Place
|
Kennesaw, GA | 2,952 | 780 | 4,420 | 684 | 804 | 5,080 | 5,884 | 1,666 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1005 Sigman Road
|
Conyers, GA | 2,246 | 566 | 3,134 | 419 | 574 | 3,545 | 4,119 | 871 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
2050 East Park Drive
|
Conyers, GA | — | 452 | 2,504 | 184 | 459 | 2,681 | 3,140 | 671 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
1256 Oakbrook Drive
|
Norcross, GA | 1,268 | 336 | 1,907 | 286 | 339 | 2,190 | 2,529 | 544 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1265 Oakbrook Drive
|
Norcross, GA | 1,348 | 307 | 1,742 | 637 | 309 | 2,377 | 2,686 | 661 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1280 Oakbrook Drive
|
Norcross, GA | 1,227 | 281 | 1,592 | 275 | 283 | 1,865 | 2,148 | 429 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1300 Oakbrook Drive
|
Norcross, GA | 1,738 | 420 | 2,381 | 241 | 423 | 2,619 | 3,042 | 539 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1325 Oakbrook Drive
|
Norcross, GA | 1,437 | 332 | 1,879 | 304 | 334 | 2,181 | 2,515 | 550 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1351 Oakbrook Drive
|
Norcross, GA | — | 370 | 2,099 | 375 | 373 | 2,471 | 2,844 | 569 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1346 Oakbrook Drive
|
Norcross, GA | — | 740 | 4,192 | 693 | 744 | 4,881 | 5,625 | 1,032 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1412 Oakbrook Drive
|
Norcross, GA | — | 313 | 1,776 | 262 | 315 | 2,036 | 2,351 | 480 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
3060 South Park Blvd
|
Ellenwood, GA | — | 1,600 | 12,464 | 1,743 | 1,603 | 14,204 | 15,807 | 2,560 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
Greenwood Industrial Park
|
McDonough, GA | 4,533 | 1,550 | — | 7,485 | 1,550 | 7,485 | 9,035 | 1,007 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
46 Kent Drive
|
Cartersville GA | 1,761 | 794 | 2,252 | 6 | 798 | 2,254 | 3,052 | 387 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
100 Dorris Williams
|
Villa Rica GA | 2,235 | 401 | 3,754 | 42 | 406 | 3,791 | 4,197 | 993 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
605 Stonehill Drive
|
Atlanta, GA | 1,621 | 485 | 1,979 | (38 | ) | 490 | 1,936 | 2,426 | 792 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
5095 Phillip Lee Drive
|
Atlanta, GA | — | 735 | 3,627 | 254 | 740 | 3,876 | 4,616 | 1,175 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
6514 Warren Drive
|
Norcross, GA | — | 510 | 1,250 | (66 | ) | 513 | 1,181 | 1,694 | 182 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
6544 Warren Drive
|
Norcross, GA | — | 711 | 2,310 | (49 | ) | 715 | 2,257 | 2,972 | 374 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
S-1
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
720 Industrial Blvd
|
Dublin, GA | — | 250 | 2,632 | 40 | 255 | 2,667 | 2,922 | 1,371 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
5356 E. Ponce De Leon
|
Stone Mountain, GA | 2,855 | 604 | 3,888 | 227 | 610 | 4,109 | 4,719 | 1,018 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
5390 E. Ponce De Leon
|
Stone Mountain, GA | — | 397 | 1,791 | 31 | 402 | 1,817 | 2,219 | 392 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
195 & 197 Collins Boulevard
|
Athens, GA | — | 1,410 | 5,344 | (553 | ) | 1,426 | 4,775 | 6,201 | 1,809 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
1755 Enterprise Drive
|
Buford, GA | 1,596 | 712 | 2,118 | 60 | 716 | 2,174 | 2,890 | 412 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
4555 Atwater Court
|
Buford, GA | 2,612 | 881 | 3,550 | 591 | 885 | 4,137 | 5,022 | 768 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
80 Liberty Industrial Parkway
|
McDonough, GA | — | 756 | 3,695 | 213 | 763 | 3,901 | 4,664 | 473 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
596 Bonnie Valentine
|
Pendergrass, GA | — | 2,580 | 21,730 | 1,434 | 2,594 | 23,150 | 25,744 | 1,596 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
11415 Old Roswell Road
|
Alpharetta, GA | — | 2,403 | 1,912 | 46 | 2,428 | 1,933 | 4,361 | 160 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Baltimore
|
||||||||||||||||||||||||||||||||||||||||||||
|
1820 Portal
|
Baltimore, MD | — | 884 | 4,891 | 454 | 899 | 5,330 | 6,229 | 1,551 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
9700 Martin Luther King Hwy
|
Lanham, MD | — | 700 | 1,920 | 513 | 700 | 2,433 | 3,133 | 638 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
9730 Martin Luther King Hwy
|
Lanham, MD | — | 500 | 955 | 498 | 500 | 1,453 | 1,953 | 431 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
4621 Boston Way
|
Lanham, MD | — | 1,100 | 3,070 | 605 | 1,100 | 3,675 | 4,775 | 921 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
4720 Boston Way
|
Lanham, MD | — | 1,200 | 2,174 | 575 | 1,200 | 2,749 | 3,949 | 784 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
9800 Martin Luther King Hwy
|
Lanham, MD | — | 1,200 | 2,457 | 298 | 1,200 | 2,755 | 3,955 | 662 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
22520 Randolph Drive
|
Dulles, VA | 7,950 | 3,200 | 8,187 | (162 | ) | 3,208 | 8,017 | 11,225 | 1,314 | 2004 | (l | ) | |||||||||||||||||||||||||||||||
|
22630 Dulles Summit Court
|
Dulles, VA | — | 2,200 | 9,346 | 133 | 2,206 | 9,473 | 11,679 | 1,796 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
4201 Forbes Boulevard
|
Lanham, MD | — | 356 | 1,823 | 323 | 375 | 2,127 | 2,502 | 365 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4370-4383
Lottsford Vista Rd
|
Lanham, MD | — | 279 | 1,358 | 215 | 296 | 1,556 | 1,852 | 287 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4400 Lottsford Vista Rd
|
Lanham, MD | — | 351 | 1,955 | 174 | 372 | 2,108 | 2,480 | 330 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4420 Lottsford Vista Road
|
Lanham, MD | — | 539 | 2,196 | 327 | 568 | 2,494 | 3,062 | 491 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
11204 McCormick Road
|
Hunt Valley, MD | — | 1,017 | 3,132 | 67 | 1,038 | 3,178 | 4,216 | 623 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
11110 Pepper Road
|
Hunt Valley, MD | — | 918 | 2,529 | 258 | 938 | 2,767 | 3,705 | 567 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
11100-11120
Gilroy Road
|
Hunt Valley, MD | — | 901 | 1,455 | 57 | 919 | 1,494 | 2,413 | 404 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
318 Clubhouse Lane
|
Hunt Valley, MD | — | 701 | 1,691 | 14 | 718 | 1,688 | 2,406 | 476 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
10709 Gilroy Road
|
Hunt Valley, MD | — | 913 | 2,705 | 46 | 913 | 2,751 | 3,664 | 737 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
10707 Gilroy Road
|
Hunt Valley, MD | — | 1,111 | 3,819 | 127 | 1,136 | 3,921 | 5,057 | 1,031 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
38 Loveton Circle
|
Sparks, MD | — | 1,648 | 2,151 | (250 | ) | 1,690 | 1,859 | 3,549 | 326 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
7120-7132
Ambassador Road
|
Baltimore, MD | — | 829 | 1,329 | 255 | 847 | 1,566 | 2,413 | 445 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7142 Ambassador Road
|
Hunt Valley, MD | — | 924 | 2,876 | 444 | 942 | 3,302 | 4,244 | 464 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7144-7162
Ambassador Road
|
Baltimore, MD | — | 979 | 1,672 | 188 | 1,000 | 1,839 | 2,839 | 480 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7223-7249
Ambassador Road
|
Woodlawn, MD | — | 1,283 | 2,674 | 92 | 1,311 | 2,738 | 4,049 | 764 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7200 Rutherford Road
|
Baltimore, MD | — | 1,032 | 2,150 | 22 | 1,054 | 2,150 | 3,204 | 411 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
2700 Lord Baltimore Road
|
Baltimore, MD | — | 875 | 1,826 | 753 | 897 | 2,557 | 3,454 | 625 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
S-2
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
1225 Bengies Road
|
Baltimore, MD | — | 2,640 | 270 | 13,266 | 2,823 | 13,353 | 16,176 | 949 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Central Pennsylvania
|
||||||||||||||||||||||||||||||||||||||||||||
|
1214-B Freedom Road
|
Cranberry Township, PA | — | 31 | 994 | 613 | 200 | 1,438 | 1,638 | 986 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
401 Russell Drive
|
Middletown, PA | 1,280 | 262 | 857 | 1,670 | 287 | 2,502 | 2,789 | 1,549 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2700 Commerce Drive
|
Middletown, PA | — | 196 | 997 | 714 | 206 | 1,701 | 1,907 | 1,078 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2701 Commerce Drive
|
Middletown, PA | — | 141 | 859 | 1,174 | 164 | 2,010 | 2,174 | 1,109 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2780 Commerce Drive
|
Middletown, PA | — | 113 | 743 | 1,218 | 209 | 1,865 | 2,074 | 1,187 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
350 Old Silver Spring Road
|
Mechanicsburg, PA | — | 510 | 2,890 | 5,778 | 541 | 8,637 | 9,178 | 2,484 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
16522 Hunters Green Parkway
|
Hagerstown, MD | 13,538 | 1,390 | 13,104 | 3,903 | 1,863 | 16,534 | 18,397 | 2,719 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
18212 Shawley Drive
|
Hagerstown, MD | — | 1,000 | 5,847 | 1,567 | 1,016 | 7,398 | 8,414 | 1,214 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
37 Valleyview Business Park
|
Jessup, PA | — | 542 | — | 2,962 | 532 | 2,972 | 3,504 | 374 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
301 Railroad Avenue
|
Shiremanstown, PA | — | 1,181 | 4,447 | 1,562 | 1,328 | 5,862 | 7,190 | 1,760 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
431 Railroad Avenue
|
Shiremanstown, PA | — | 1,293 | 7,164 | 1,869 | 1,341 | 8,985 | 10,326 | 1,815 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
6951 Allentown Blvd
|
Harrisburg, PA | — | 585 | 3,176 | 132 | 601 | 3,292 | 3,893 | 569 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
320 Museum Road
|
Washington, PA | — | 201 | 1,819 | 57 | 208 | 1,869 | 2,077 | 457 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1351 Eisenhower Blvd., Bldg 1
|
Harrisburg, PA | 2,070 | 382 | 2,343 | 98 | 387 | 2,436 | 2,823 | 342 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
1351 Eisenhower Blvd., Bldg 2
|
Harrisburg, PA | 1,421 | 436 | 1,587 | 22 | 443 | 1,602 | 2,045 | 250 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
1490 Commerce Avenue
|
Carlisle, PA | — | 1,500 | — | 12,846 | 2,341 | 12,005 | 14,346 | 760 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
600 First Avenue
|
Gouldsboro, PA | — | 7,022 | — | 57,413 | 7,019 | 57,416 | 64,435 | 1,896 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
225 Cross Farm Lane
|
York, PA | — | 4,718 | — | 23,566 | 4,715 | 23,569 | 28,284 | 1,332 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Chicago
|
||||||||||||||||||||||||||||||||||||||||||||
|
720-730
Landwehr Road
|
Northbrook, IL | — | 521 | 2,982 | 1,118 | 521 | 4,100 | 4,621 | 1,754 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
20W201 101st Street
|
Lemont, IL | 4,000 | 967 | 5,554 | 816 | 968 | 6,369 | 7,337 | 2,338 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
3600 West Pratt Avenue
|
Lincolnwood, IL | — | 1,050 | 5,767 | 1,200 | 1,050 | 6,967 | 8,017 | 2,649 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
6750 South Sayre Avenue
|
Bedford Park, IL | — | 224 | 1,309 | 642 | 224 | 1,951 | 2,175 | 834 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
585 Slawin Court
|
Mount Prospect, IL | 3,299 | 611 | 3,505 | 2,065 | 615 | 5,566 | 6,181 | 1,922 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2300 Windsor Court
|
Addison, IL | — | 688 | 3,943 | 1,012 | 696 | 4,947 | 5,643 | 1,716 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
3505 Thayer Court
|
Aurora, IL | — | 430 | 2,472 | 91 | 430 | 2,563 | 2,993 | 980 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
305-311
Era
Drive
|
Northbrook, IL | — | 200 | 1,154 | 935 | 205 | 2,084 | 2,289 | 527 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
3150-3160
MacArthur Boulevard
|
Northbrook, IL | — | 429 | 2,518 | 33 | 429 | 2,551 | 2,980 | 992 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
365 North Avenue
|
Carol Stream, IL | — | 1,081 | 6,882 | 3,897 | 1,111 | 10,749 | 11,860 | 4,232 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
12241 Melrose Street
|
Franklin Park, IL | — | 332 | 1,931 | 1,307 | 469 | 3,101 | 3,570 | 1,084 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
11939 S Central Avenue
|
Alsip, IL | — | 1,208 | 6,843 | 2,191 | 1,305 | 8,937 | 10,242 | 2,577 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
405 East Shawmut
|
LaGrange, IL | — | 368 | 2,083 | 602 | 388 | 2,665 | 3,053 | 760 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1010-50
Sesame Street
|
Bensenville, IL | — | 979 | 5,546 | 2,833 | 1,048 | 8,310 | 9,358 | 2,190 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
S-3
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
7501 South Pulaski
|
Chicago, IL | — | 318 | 2,038 | 1,516 | 318 | 3,554 | 3,872 | 952 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
2120-24
Roberts
|
Broadview, IL | — | 220 | 1,248 | 479 | 231 | 1,716 | 1,947 | 707 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
800 Business Center Drive
|
Mount Prospect, IL | — | 631 | 3,493 | 292 | 666 | 3,750 | 4,416 | 840 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
580 Slawin Court
|
Mount Prospect, IL | — | 233 | 1,292 | 325 | 254 | 1,596 | 1,850 | 349 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1150 Feehanville Drive
|
Mount Prospect, IL | — | 260 | 1,437 | 169 | 273 | 1,593 | 1,866 | 363 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
19W661 101st Street
|
Lemont, IL | 5,407 | 1,200 | 6,643 | 2,286 | 1,220 | 8,909 | 10,129 | 2,461 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
175 Wall Street
|
Glendale Heights, IL | 1,482 | 427 | 2,363 | 163 | 433 | 2,520 | 2,953 | 517 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
800-820
Thorndale Avenue
|
Bensenville, IL | 4,409 | 751 | 4,159 | 2,103 | 761 | 6,252 | 7,013 | 1,387 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
251 Airport Road
|
North Aurora, IL | — | 983 | — | 6,767 | 983 | 6,767 | 7,750 | 1,247 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
1661 Feehanville Drive
|
Mount Prospect, IL | — | 985 | 5,455 | 2,053 | 1,044 | 7,449 | 8,493 | 1,980 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
1850 Touhy & 1158 McCage Ave
|
Elk Grove Village, IL | — | 1,500 | 4,842 | (201 | ) | 1,514 | 4,627 | 6,141 | 846 | 2004 | (l | ) | |||||||||||||||||||||||||||||||
|
1088-1130
Thorndale Avenue
|
Bensenville, IL | — | 2,103 | 3,674 | 145 | 2,108 | 3,814 | 5,922 | 926 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
855-891
Busse Rd
|
Bensenville, IL | — | 1,597 | 2,767 | (217 | ) | 1,601 | 2,546 | 4,147 | 538 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
1060-1074 W. Thorndale
Ave
|
Bensenville, IL | — | 1,704 | 2,108 | 183 | 1,709 | 2,286 | 3,995 | 639 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
400 Crossroads Pkwy
|
Bolingbrook, IL | 5,824 | 1,178 | 9,453 | 1,252 | 1,181 | 10,702 | 11,883 | 2,159 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7609 W. Industrial Drive
|
Forest Park, IL | — | 1,207 | 2,343 | 300 | 1,213 | 2,637 | 3,850 | 640 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7801 W. Industrial Drive
|
Forest Park, IL | — | 1,215 | 3,020 | 20 | 1,220 | 3,035 | 4,255 | 776 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
825 E. 26th Street
|
LaGrange, IL | — | 1,547 | 2,078 | 2,761 | 1,617 | 4,769 | 6,386 | 1,193 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
725 Kimberly Drive
|
Carol Stream, IL | — | 793 | 1,395 | 249 | 801 | 1,636 | 2,437 | 318 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
17001 S. Vincennes
|
Thornton, IL | — | 497 | 504 | 103 | 513 | 591 | 1,104 | 233 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1111 Davis Road
|
Elgin, IL | — | 998 | 1,859 | 833 | 1,046 | 2,644 | 3,690 | 977 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2900 W. 166th Street
|
Markham, IL | — | 1,132 | 4,293 | 746 | 1,134 | 5,037 | 6,171 | 822 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
555 W. Algonquin Rd
|
Arlington Heights, IL | 1,988 | 574 | 741 | 2,053 | 579 | 2,789 | 3,368 | 286 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
7000 W. 60th Street
|
Chicago, IL | 1,044 | 609 | 932 | 106 | 667 | 980 | 1,647 | 298 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9501 Nevada
|
Franklin Park, IL | — | 2,721 | 5,630 | 502 | 2,737 | 6,116 | 8,853 | 673 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
1501 Oakton Street
|
Elk Grove Village, IL | — | 3,369 | 6,121 | 139 | 3,482 | 6,147 | 9,629 | 586 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
16500 W. 103rd Street
|
Woodridge, IL | — | 744 | 2,458 | 140 | 760 | 2,583 | 3,343 | 231 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Cincinnati
|
||||||||||||||||||||||||||||||||||||||||||||
|
9900-9970
Princeton
|
Cincinnati, OH | — | 545 | 3,088 | 1,836 | 566 | 4,903 | 5,469 | 1,862 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
2940 Highland Avenue
|
Cincinnati, OH | — | 1,717 | 9,730 | 2,263 | 1,772 | 11,938 | 13,710 | 3,922 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
4700-4750
Creek Road
|
Blue Ash, OH | — | 1,080 | 6,118 | 998 | 1,109 | 7,087 | 8,196 | 2,332 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
901 Pleasant Valley Drive
|
Springboro, OH | — | 304 | 1,721 | 333 | 316 | 2,042 | 2,358 | 630 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
4436 Mulhauser Road
|
Hamilton, OH | — | 630 | — | 5,046 | 630 | 5,046 | 5,676 | 982 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
4438 Mulhauser Road
|
Hamilton, OH | — | 779 | — | 6,792 | 779 | 6,792 | 7,571 | 1,504 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
420 Wards Corner Road
|
Loveland, OH | — | 600 | 1,083 | 932 | 606 | 2,009 | 2,615 | 662 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
S-4
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
422 Wards Corner Road
|
Loveland, OH | — | 600 | 1,811 | 155 | 605 | 1,961 | 2,566 | 647 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
4663 Dues Drive
|
Westchester, OH | — | 858 | 2,273 | 1,265 | 875 | 3,521 | 4,396 | 1,605 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
9345 Princeton-Glendale Road
|
Westchester, OH | 1,691 | 818 | 1,648 | 428 | 840 | 2,054 | 2,894 | 617 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
9525 Glades Drive
|
Westchester, OH | — | 347 | 1,323 | 87 | 355 | 1,402 | 1,757 | 237 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9776-9876
Windisch Road
|
Westchester, OH | — | 392 | 1,744 | 24 | 394 | 1,766 | 2,160 | 208 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9810-9822
Windisch Road
|
Westchester, OH | — | 395 | 2,541 | 6 | 397 | 2,545 | 2,942 | 212 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9842-9862
Windisch Road
|
Westchester, OH | — | 506 | 3,148 | 31 | 508 | 3,177 | 3,685 | 309 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9872-9898
Windisch Road
|
Westchester, OH | — | 546 | 3,039 | 65 | 548 | 3,102 | 3,650 | 296 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9902-9922
Windisch Road
|
Westchester, OH | — | 623 | 4,003 | 173 | 627 | 4,172 | 4,799 | 496 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Cleveland
|
||||||||||||||||||||||||||||||||||||||||||||
|
2368 E. Enterprise Pkwy
|
Twinsburg, OH | — | 294 | 1,857 | (153 | ) | 298 | 1,700 | 1,998 | 361 | 2006 | (l | ) | |||||||||||||||||||||||||||||||
|
30311 Emerald Valley Pkwy
|
Glenwillow, OH | — | 681 | 11,838 | 1,055 | 691 | 12,883 | 13,574 | 1,767 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
30333 Emerald Valley Pkwy
|
Glenwillow, OH | — | 466 | 5,447 | 103 | 475 | 5,541 | 6,016 | 840 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
7800 Cochran Road
|
Glenwillow, OH | — | 972 | 7,033 | 146 | 991 | 7,160 | 8,151 | 1,077 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
7900 Cochran Road
|
Glenwillow, OH | — | 775 | 6,244 | 136 | 792 | 6,363 | 7,155 | 909 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
7905 Cochran Road
|
Glenwillow, OH | — | 920 | 6,174 | 103 | 945 | 6,252 | 7,197 | 873 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
30600 Carter Street
|
Solon, OH | — | 989 | 3,042 | 805 | 1,022 | 3,814 | 4,836 | 1,346 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
8181 Darrow Road
|
Twinsburg, OH | — | 2,478 | 6,791 | 604 | 2,496 | 7,378 | 9,874 | 640 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Columbus
|
||||||||||||||||||||||||||||||||||||||||||||
|
3800 Lockbourne Industrial Pkwy
|
Columbus, OH | — | 1,045 | 6,421 | 647 | 1,045 | 7,068 | 8,113 | 2,260 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
3880 Groveport Road
|
Columbus, OH | — | 1,955 | 12,154 | 311 | 1,955 | 12,465 | 14,420 | 4,062 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1819 North Walcutt Road
|
Columbus, OH | — | 637 | 4,590 | 474 | 634 | 5,067 | 5,701 | 1,540 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4115 Leap Road(d)
|
Hillard, OH | — | 756 | 4,297 | 1,413 | 756 | 5,710 | 6,466 | 1,622 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
3300 Lockbourne
|
Columbus, OH | — | 708 | 3,920 | 1,234 | 710 | 5,152 | 5,862 | 1,392 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1076 Pittsburgh Drive
|
Delaware, OH | — | 2,265 | 4,733 | (234 | ) | 2,273 | 4,491 | 6,764 | 1,053 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
6150 Huntly Road
|
Columbus, OH | — | 920 | 4,810 | 8 | 925 | 4,813 | 5,738 | 724 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4985 Frusta Drive
|
Obetz, OH | — | 318 | 837 | 255 | 326 | 1,084 | 1,410 | 242 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
4311 Janitrol Road
|
Columbus, OH | — | 681 | 5,941 | (221 | ) | 670 | 5,731 | 6,401 | 723 | 2006 | (l | ) | |||||||||||||||||||||||||||||||
|
4600 S. Hamilton Road
|
Groveport, OH | — | 662 | 4,332 | 1,114 | 675 | 5,433 | 6,108 | 819 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Dallas/Fort Worth
|
||||||||||||||||||||||||||||||||||||||||||||
|
2406-2416
Walnut Ridge
|
Dallas, TX | — | 178 | 1,006 | 558 | 172 | 1,570 | 1,742 | 367 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
2401-2419
Walnut Ridge
|
Dallas, TX | — | 148 | 839 | 278 | 142 | 1,123 | 1,265 | 314 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
900-906
Great Southwest Pkwy
|
Arlington, TX | — | 237 | 1,342 | 575 | 270 | 1,884 | 2,154 | 651 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3000 West Commerce
|
Dallas, TX | — | 456 | 2,584 | 723 | 469 | 3,294 | 3,763 | 915 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3030 Hansboro
|
Dallas, TX | — | 266 | 1,510 | 535 | 276 | 2,035 | 2,311 | 561 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
S-5
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
405-407
113th
|
Arlington, TX | — | 181 | 1,026 | 475 | 185 | 1,497 | 1,682 | 383 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
816 111th Street
|
Arlington, TX | 873 | 251 | 1,421 | 128 | 258 | 1,542 | 1,800 | 466 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
7427 Dogwood Park
|
Richland Hills, TX | — | 96 | 532 | 572 | 102 | 1,098 | 1,200 | 387 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7348-54
Tower Street
|
Richland Hills, TX | — | 88 | 489 | 225 | 94 | 708 | 802 | 188 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7339-41
Tower Street
|
Richland Hills, TX | — | 98 | 541 | 175 | 104 | 710 | 814 | 189 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7437-45
Tower Street
|
Richland Hills, TX | — | 102 | 563 | 113 | 108 | 670 | 778 | 178 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7331-59
Airport Freeway
|
Richland Hills, TX | — | 354 | 1,958 | 381 | 372 | 2,321 | 2,693 | 683 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7338-60
Dogwood Park
|
Richland Hills, TX | — | 106 | 587 | 128 | 112 | 709 | 821 | 194 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7450-70
Dogwood Park
|
Richland Hills, TX | — | 106 | 584 | 157 | 112 | 735 | 847 | 197 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7423-49
Airport Freeway
|
Richland Hills, TX | — | 293 | 1,621 | 387 | 308 | 1,993 | 2,301 | 572 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7400 Whitehall Street
|
Richland Hills, TX | — | 109 | 603 | 61 | 115 | 658 | 773 | 182 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1602-1654
Terre Colony
|
Dallas, TX | 1,870 | 458 | 2,596 | 801 | 468 | 3,387 | 3,855 | 739 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
3330 Duncanville Road
|
Dallas, TX | — | 197 | 1,114 | 69 | 199 | 1,181 | 1,380 | 280 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2351-2355
Merritt Drive
|
Garland, TX | — | 101 | 574 | 129 | 103 | 701 | 804 | 158 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
701-735
North Plano Road
|
Richardson, TX | — | 696 | 3,944 | 530 | 705 | 4,465 | 5,170 | 1,023 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2220 Merritt Drive
|
Garland, TX | — | 352 | 1,993 | 1,069 | 356 | 3,058 | 3,414 | 790 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2010 Merritt Drive
|
Garland, TX | — | 350 | 1,981 | 559 | 357 | 2,533 | 2,890 | 692 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2363 Merritt Drive
|
Garland, TX | — | 73 | 412 | 191 | 74 | 602 | 676 | 129 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2447 Merritt Drive
|
Garland, TX | — | 70 | 395 | 77 | 71 | 471 | 542 | 109 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2465-2475
Merritt Drive
|
Garland, TX | — | 91 | 514 | 145 | 92 | 658 | 750 | 143 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2485-2505
Merritt Drive
|
Garland, TX | — | 431 | 2,440 | 547 | 436 | 2,982 | 3,418 | 677 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2081 Hutton Drive — Bldg 1(e)
|
Carrolton, TX | 1,875 | 448 | 2,540 | 460 | 453 | 2,995 | 3,448 | 654 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2110 Hutton Drive
|
Carrolton, TX | — | 374 | 2,117 | 436 | 377 | 2,550 | 2,927 | 698 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2025 McKenzie Drive
|
Carrolton, TX | 1,583 | 437 | 2,478 | 348 | 442 | 2,821 | 3,263 | 666 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2019 McKenzie Drive
|
Carrolton, TX | 1,891 | 502 | 2,843 | 553 | 507 | 3,391 | 3,898 | 780 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1420 Valwood Parkway — Bldg 1(d)
|
Carrolton, TX | — | 460 | 2,608 | 751 | 466 | 3,353 | 3,819 | 732 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1620 Valwood Parkway(e)
|
Carrolton, TX | — | 1,089 | 6,173 | 1,354 | 1,100 | 7,516 | 8,616 | 1,633 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1505 Luna Road — Bldg II
|
Carrolton, TX | — | 167 | 948 | 68 | 169 | 1,014 | 1,183 | 230 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1625 West Crosby Road
|
Carrolton, TX | — | 617 | 3,498 | 584 | 631 | 4,068 | 4,699 | 951 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2029-2035
McKenzie Drive
|
Carrolton, TX | — | 306 | 1,870 | 698 | 306 | 2,568 | 2,874 | 919 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1840 Hutton Drive(d)
|
Carrolton, TX | — | 811 | 4,597 | 849 | 819 | 5,438 | 6,257 | 1,228 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
1420 Valwood Pkwy — Bldg II
|
Carrolton, TX | — | 373 | 2,116 | 348 | 377 | 2,460 | 2,837 | 582 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2015 McKenzie Drive
|
Carrolton, TX | 2,086 | 510 | 2,891 | 434 | 516 | 3,319 | 3,835 | 772 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2009 McKenzie Drive
|
Carrolton, TX | — | 476 | 2,699 | 431 | 481 | 3,125 | 3,606 | 749 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
S-6
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
1505 Luna Road — Bldg I
|
Carrolton, TX | — | 521 | 2,953 | 505 | 529 | 3,450 | 3,979 | 896 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
2104 Hutton Drive
|
Carrolton, TX | — | 246 | 1,393 | 184 | 249 | 1,574 | 1,823 | 340 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
900-1100
Avenue S
|
Grand Prairie, TX | 2,668 | 623 | 3,528 | 1,349 | 629 | 4,871 | 5,500 | 853 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
Plano Crossing(f)
|
Plano, TX | 7,474 | 1,961 | 11,112 | 672 | 1,981 | 11,764 | 13,745 | 2,294 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7413A-C Dogwood Park
|
Richland Hills, TX | — | 110 | 623 | 150 | 111 | 772 | 883 | 140 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7450 Tower Street
|
Richland Hills, TX | — | 36 | 204 | 191 | 36 | 395 | 431 | 134 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7436 Tower Street
|
Richland Hills, TX | — | 57 | 324 | 162 | 58 | 485 | 543 | 147 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7426 Tower Street
|
Richland Hills, TX | — | 76 | 429 | 59 | 76 | 488 | 564 | 84 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7427-7429
Tower Street
|
Richland Hills, TX | — | 75 | 427 | 130 | 76 | 556 | 632 | 86 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
2840-2842
Handley Ederville Rd
|
Richland Hills, TX | — | 112 | 635 | 59 | 113 | 693 | 806 | 134 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7451-7477
Airport Freeway
|
Richland Hills, TX | — | 256 | 1,453 | 235 | 259 | 1,685 | 1,944 | 342 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7415 Whitehall Street
|
Richland Hills, TX | — | 372 | 2,107 | 425 | 375 | 2,529 | 2,904 | 505 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7450 Whitehall Street
|
Richland Hills, TX | — | 104 | 591 | 110 | 105 | 700 | 805 | 122 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
300 Wesley Way
|
Richland Hills, TX | 916 | 208 | 1,181 | 18 | 211 | 1,196 | 1,407 | 217 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
7451 Dogwood Park
|
Richland Hills, TX | — | 133 | 753 | 43 | 134 | 795 | 929 | 155 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
825-827
Avenue H(d)
|
Arlington, TX | — | 600 | 3,006 | 229 | 604 | 3,231 | 3,835 | 808 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
1013-31
Avenue M
|
Grand Prairie, TX | — | 300 | 1,504 | 89 | 302 | 1,591 | 1,893 | 418 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
1172-84
113th Street(d)
|
Grand Prairie, TX | 2,321 | 700 | 3,509 | 156 | 704 | 3,661 | 4,365 | 827 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
1200-16
Avenue H(d)
|
Arlington, TX | 1,885 | 600 | 2,846 | 136 | 604 | 2,978 | 3,582 | 731 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
1322-66 N. Carrier
Parkway(e)
|
Grand Prairie, TX | — | 1,000 | 5,012 | 223 | 1,006 | 5,229 | 6,235 | 1,164 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
2401-2407
Centennial Dr
|
Arlington, TX | 1,951 | 600 | 2,534 | 217 | 604 | 2,747 | 3,351 | 713 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
3111 West Commerce Street
|
Dallas, TX | — | 1,000 | 3,364 | 63 | 1,011 | 3,416 | 4,427 | 872 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
9150 West Royal Lane
|
Irving, TX | — | 818 | 3,767 | 351 | 820 | 4,116 | 4,936 | 828 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
13800 Senlac Drive
|
Farmers Ranch, TX | — | 823 | 4,042 | 12 | 825 | 4,052 | 4,877 | 1,084 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
801-831
S
Great Southwest Pkwy(g)
|
Grand Prairie, TX | — | 2,581 | 16,556 | (1,307 | ) | 2,586 | 15,244 | 17,830 | 3,659 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
801-842
Heinz Way
|
Grand Prairie, TX | — | 599 | 3,327 | 293 | 601 | 3,618 | 4,219 | 814 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
901-937
Heinz Way
|
Grand Prairie, TX | — | 493 | 2,758 | (14 | ) | 481 | 2,756 | 3,237 | 694 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
2900 Avenue E
|
Arlington, TX | — | 296 | — | 2,139 | 296 | 2,139 | 2,435 | 325 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
3730 Wheeler Avenue
|
Fort Smith, AR | — | 720 | 2,800 | 28 | 726 | 2,822 | 3,548 | 356 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
3301 Century Circle
|
Irving, TX | 2,589 | 760 | 3,856 | 204 | 771 | 4,049 | 4,820 | 336 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
First Garland Dist Ctr
|
Garland, TX | — | 1,912 | — | 14,612 | 1,947 | 14,577 | 16,524 | 847 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
202-210 N. Great
Southwesst Pkwy
|
Grand Prairie, TX | — | 870 | 2,754 | 75 | 892 | 2,807 | 3,699 | 659 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
S-7
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
Denver
|
||||||||||||||||||||||||||||||||||||||||||||
|
4785 Elati
|
Denver, CO | — | 173 | 981 | 109 | 175 | 1,088 | 1,263 | 344 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4770 Fox Street
|
Denver, CO | — | 132 | 750 | 72 | 134 | 820 | 954 | 245 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3871 Revere
|
Denver, CO | 1,465 | 361 | 2,047 | 612 | 368 | 2,652 | 3,020 | 932 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4570 Ivy Street
|
Denver, CO | 1,045 | 219 | 1,239 | 145 | 220 | 1,383 | 1,603 | 434 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5855 Stapleton Drive North
|
Denver, CO | 1,421 | 288 | 1,630 | 262 | 290 | 1,890 | 2,180 | 611 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5885 Stapleton Drive North
|
Denver, CO | 1,885 | 376 | 2,129 | 388 | 380 | 2,513 | 2,893 | 768 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5977-5995
North Broadway
|
Denver, CO | — | 268 | 1,518 | 350 | 271 | 1,865 | 2,136 | 568 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
2952-5978
North Broadway
|
Denver, CO | — | 414 | 2,346 | 795 | 422 | 3,133 | 3,555 | 925 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4721 Ironton Street
|
Denver, CO | — | 232 | 1,313 | 7 | 236 | 1,316 | 1,552 | 458 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
East 47th Drive — A
|
Denver, CO | — | 441 | 2,689 | (34 | ) | 441 | 2,655 | 3,096 | 850 | 1997 | (l | ) | |||||||||||||||||||||||||||||||
|
9500 West 49th Street — A
|
Wheatridge, CO | — | 283 | 1,625 | 8 | 287 | 1,629 | 1,916 | 539 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
9500 West 49th Street — B
|
Wheatridge, CO | — | 225 | 1,272 | 108 | 227 | 1,378 | 1,605 | 438 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
9500 West 49th Street — C
|
Wheatridge, CO | — | 600 | 3,409 | 93 | 601 | 3,501 | 4,102 | 1,116 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
9500 West 49th Street — D
|
Wheatridge, CO | — | 246 | 1,537 | 294 | 247 | 1,830 | 2,077 | 565 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
451-591
East
124th Avenue
|
Littleton, CO | — | 383 | 2,145 | 518 | 383 | 2,663 | 3,046 | 990 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
608 Garrison Street
|
Lakewood, CO | — | 265 | 1,501 | 355 | 269 | 1,852 | 2,121 | 573 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
610 Garrison Street
|
Lakewood, CO | — | 264 | 1,494 | 341 | 268 | 1,831 | 2,099 | 561 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
15000 West 6th Avenue
|
Golden, CO | — | 913 | 5,174 | 859 | 918 | 6,028 | 6,946 | 1,919 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
14998 West 6th Avenue Bldg E
|
Golden, CO | — | 565 | 3,199 | 173 | 570 | 3,367 | 3,937 | 1,029 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
14998 West 6th Avenue Bldg F
|
Englewood, CO | — | 269 | 1,525 | 31 | 273 | 1,552 | 1,825 | 475 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
12503 East Euclid Drive
|
Denver, CO | — | 1,208 | 6,905 | 1,165 | 1,208 | 8,070 | 9,278 | 2,529 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
6547 South Racine Circle
|
Englewood, CO | 2,996 | 739 | 4,241 | 400 | 739 | 4,641 | 5,380 | 1,495 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1600 South Abilene
|
Aurora, CO | — | 465 | 2,633 | 72 | 467 | 2,703 | 3,170 | 832 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1620 South Abilene
|
Aurora, CO | — | 268 | 1,520 | 64 | 270 | 1,582 | 1,852 | 486 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1640 South Abilene
|
Aurora, CO | — | 368 | 2,085 | 108 | 382 | 2,179 | 2,561 | 669 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
13900 East Florida Ave
|
Aurora, CO | — | 189 | 1,071 | 113 | 190 | 1,183 | 1,373 | 381 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
11701 East 53rd Avenue
|
Denver, CO | — | 416 | 2,355 | 193 | 422 | 2,542 | 2,964 | 836 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5401 Oswego Street
|
Denver, CO | — | 273 | 1,547 | 222 | 278 | 1,764 | 2,042 | 569 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
14818 West 6th Avenue Bldg A
|
Golden, CO | — | 468 | 2,799 | 372 | 468 | 3,171 | 3,639 | 1,023 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
14828 West 6th Avenue Bldg B
|
Golden, CO | — | 503 | 2,942 | 375 | 503 | 3,317 | 3,820 | 1,120 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
445 Bryant Street
|
Denver, CO | 6,856 | 1,829 | 10,219 | 2,083 | 1,829 | 12,302 | 14,131 | 3,615 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
3811 Joliet
|
Denver, CO | — | 735 | 4,166 | 448 | 752 | 4,597 | 5,349 | 1,330 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
12055 E 49th Ave/4955 Peoria
|
Denver, CO | — | 298 | 1,688 | 446 | 305 | 2,127 | 2,432 | 638 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
4940-4950
Paris
|
Denver, CO | — | 152 | 861 | 184 | 156 | 1,041 | 1,197 | 313 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
S-8
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
4970 Paris
|
Denver, CO | — | 95 | 537 | 121 | 97 | 656 | 753 | 188 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
7367 South Revere Parkway
|
Englewood, CO | 3,299 | 926 | 5,124 | 750 | 934 | 5,866 | 6,800 | 1,765 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
8200 East Park Meadows Drive(d)
|
Lone Tree, CO | — | 1,297 | 7,348 | 861 | 1,304 | 8,202 | 9,506 | 2,019 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
3250 Quentin(d)
|
Aurora, CO | — | 1,220 | 6,911 | 669 | 1,230 | 7,570 | 8,800 | 1,797 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
Highpoint Bus Ctr B
|
Littleton, CO | — | 739 | — | 3,566 | 781 | 3,524 | 4,305 | 871 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1130 W. 124th Ave
|
Westminster, CO | — | 441 | — | 4,489 | 441 | 4,489 | 4,930 | 1,697 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1070 W. 124th Ave
|
Westminster, CO | — | 374 | — | 3,042 | 374 | 3,042 | 3,416 | 650 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1020 W. 124th Ave
|
Westminster, CO | — | 374 | — | 2,924 | 374 | 2,924 | 3,298 | 747 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
Jeffco Bus Ctr Phase I
|
Broomfield, CO | — | 312 | — | 1,403 | 370 | 1,345 | 1,715 | 289 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
960 W. 124th Ave
|
Westminster, CO | — | 441 | — | 3,753 | 441 | 3,753 | 4,194 | 1,075 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
8820 W. 116th Street
|
Broomfield, CO | — | 338 | 1,918 | 282 | 372 | 2,166 | 2,538 | 386 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
8835 W. 116th Street
|
Broomfield, CO | — | 1,151 | 6,523 | 1,106 | 1,304 | 7,476 | 8,780 | 1,361 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
18150 E. 32nd Street
|
Aurora, CO | 2,217 | 563 | 3,188 | 819 | 572 | 3,998 | 4,570 | 1,183 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
3400 Fraser Street
|
Aurora, CO | 2,492 | 616 | 3,593 | 9 | 620 | 3,598 | 4,218 | 697 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7005 E. 46th Avenue Drive
|
Denver, CO | 1,513 | 512 | 2,025 | 60 | 517 | 2,080 | 2,597 | 331 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4001 Salazar Way
|
Frederick, CO | — | 1,271 | 6,508 | 26 | 1,276 | 6,529 | 7,805 | 1,006 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
1690 S. Abilene
|
Aurora, CO | — | 406 | 2,814 | 47 | 411 | 2,856 | 3,267 | 467 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
5909-5915
N. Broadway
|
Denver, CO | 1,047 | 495 | 1,268 | 176 | 500 | 1,439 | 1,939 | 317 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
555 Corporate Circle
|
Golden, CO | — | 499 | 2,673 | 63 | 559 | 2,676 | 3,235 | 392 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
Detroit
|
||||||||||||||||||||||||||||||||||||||||||||
|
1731 Thorncroft
|
Troy, MI | — | 331 | 1,904 | 143 | 331 | 2,047 | 2,378 | 793 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1653 E. Maple
|
Troy, MI | — | 192 | 1,104 | 156 | 192 | 1,260 | 1,452 | 477 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
47461 Clipper
|
Plymouth Township, MI | — | 122 | 723 | 103 | 122 | 826 | 948 | 338 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
238 Executive Drive
|
Troy, MI | — | 52 | 173 | 514 | 100 | 639 | 739 | 546 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
301 Executive Drive
|
Troy, MI | — | 71 | 293 | 657 | 133 | 888 | 1,021 | 823 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
449 Executive Drive
|
Troy, MI | — | 125 | 425 | 944 | 218 | 1,276 | 1,494 | 1,169 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
501 Executive Drive
|
Troy, MI | — | 71 | 236 | 616 | 129 | 794 | 923 | 546 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
451 Robbins Drive
|
Troy, MI | — | 96 | 448 | 861 | 192 | 1,213 | 1,405 | 1,082 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1095 Crooks Road
|
Troy, MI | — | 331 | 1,017 | 2,238 | 360 | 3,226 | 3,586 | 1,706 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1416 Meijer Drive
|
Troy, MI | — | 94 | 394 | 520 | 121 | 887 | 1,008 | 684 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1624 Meijer Drive
|
Troy, MI | — | 236 | 1,406 | 940 | 373 | 2,209 | 2,582 | 1,660 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1972 Meijer Drive
|
Troy, MI | — | 315 | 1,301 | 738 | 372 | 1,982 | 2,354 | 1,400 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1621 Northwood Drive
|
Troy, MI | — | 85 | 351 | 1,014 | 215 | 1,235 | 1,450 | 1,134 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1707 Northwood Drive
|
Troy, MI | — | 95 | 262 | 1,383 | 239 | 1,501 | 1,740 | 1,117 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1788 Northwood Drive
|
Troy, MI | — | 50 | 196 | 507 | 103 | 650 | 753 | 574 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
S-9
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
1821 Northwood Drive
|
Troy, MI | — | 132 | 523 | 744 | 220 | 1,179 | 1,399 | 1,149 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1826 Northwood Drive
|
Troy, MI | — | 55 | 208 | 472 | 103 | 632 | 735 | 541 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1864 Northwood Drive
|
Troy, MI | — | 57 | 190 | 489 | 107 | 629 | 736 | 560 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2277 Elliott Avenue
|
Troy, MI | — | 48 | 188 | 536 | 104 | 668 | 772 | 567 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2451 Elliott Avenue
|
Troy, MI | — | 78 | 319 | 766 | 164 | 999 | 1,163 | 912 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2730 Research Drive
|
Rochester Hills, MI | — | 903 | 4,215 | 1,402 | 903 | 5,617 | 6,520 | 3,446 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2791 Research Drive
|
Rochester Hills, MI | — | 557 | 2,731 | 719 | 560 | 3,447 | 4,007 | 2,106 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2871 Research Drive
|
Rochester Hills, MI | — | 324 | 1,487 | 824 | 327 | 2,308 | 2,635 | 1,344 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
3011 Research Drive
|
Rochester Hills, MI | — | 457 | 2,104 | 376 | 457 | 2,480 | 2,937 | 1,671 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2870 Technology Drive
|
Rochester Hills, MI | — | 275 | 1,262 | 280 | 279 | 1,538 | 1,817 | 1,028 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2900 Technology Drive
|
Rochester Hills, MI | — | 214 | 977 | 536 | 219 | 1,508 | 1,727 | 935 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2930 Technology Drive
|
Rochester Hills, MI | — | 131 | 594 | 379 | 138 | 966 | 1,104 | 545 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2950 Technology Drive
|
Rochester Hills, MI | — | 178 | 819 | 374 | 185 | 1,186 | 1,371 | 706 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23014 Commerce Drive
|
Farmington Hills, MI | — | 39 | 203 | 216 | 56 | 402 | 458 | 260 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23028 Commerce Drive
|
Farmington Hills, MI | — | 98 | 507 | 278 | 125 | 758 | 883 | 550 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23035 Commerce Drive
|
Farmington Hills, MI | — | 71 | 355 | 247 | 93 | 580 | 673 | 419 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23042 Commerce Drive
|
Farmintgon Hills, MI | — | 67 | 277 | 273 | 89 | 528 | 617 | 397 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23065 Commerce Drive
|
Farmington Hills, MI | — | 71 | 408 | 207 | 93 | 593 | 686 | 425 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23070 Commerce Drive
|
Farmington Hills, MI | — | 112 | 442 | 346 | 125 | 775 | 900 | 573 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23079 Commerce Drive
|
Farmington Hills, MI | — | 68 | 301 | 289 | 79 | 579 | 658 | 373 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23093 Commerce Drive
|
Farmington Hills, MI | — | 211 | 1,024 | 844 | 295 | 1,784 | 2,079 | 1,375 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23135 Commerce Drive
|
Farmington Hills, MI | — | 146 | 701 | 377 | 158 | 1,066 | 1,224 | 653 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23163 Commerce Drive
|
Farmington Hills, MI | — | 111 | 513 | 341 | 138 | 827 | 965 | 547 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23177 Commerce Drive
|
Farmington Hills, MI | — | 175 | 1,007 | 593 | 254 | 1,521 | 1,775 | 1,034 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23206 Commerce Drive
|
Farmington Hills, MI | — | 125 | 531 | 307 | 137 | 826 | 963 | 572 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
23370 Commerce Drive
|
Farmington Hills, MI | — | 59 | 233 | 175 | 66 | 401 | 467 | 333 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
6515 Cobb Drive
|
Sterling Heights, MI | — | 305 | 1,753 | 258 | 305 | 2,011 | 2,316 | 744 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1451 East Lincoln Avenue
|
Madison Heights, MI | — | 299 | 1,703 | 273 | 306 | 1,969 | 2,275 | 747 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
4400 Purks Drive
|
Auburn Hills, MI | — | 602 | 3,410 | 3,201 | 612 | 6,601 | 7,213 | 2,204 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
32450 N Avis Drive
|
Madison Heights, MI | — | 281 | 1,590 | 193 | 286 | 1,778 | 2,064 | 604 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
12707 Eckles Road
|
Plymouth Township, MI | — | 255 | 1,445 | 237 | 267 | 1,670 | 1,937 | 529 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9300-9328
Harrison Rd
|
Romulus, MI | — | 147 | 834 | 395 | 154 | 1,222 | 1,376 | 358 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9330-9358
Harrison Rd
|
Romulus, MI | — | 81 | 456 | 280 | 85 | 732 | 817 | 246 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28420-28448
Highland Rd
|
Romulus, MI | — | 143 | 809 | 113 | 149 | 916 | 1,065 | 292 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28450-28478
Highland Rd
|
Romulus, MI | — | 81 | 461 | 500 | 85 | 957 | 1,042 | 233 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
S-10
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
28421-28449
Highland Rd
|
Romulus, MI | — | 109 | 617 | 385 | 114 | 997 | 1,111 | 305 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28451-28479
Highland Rd
|
Romulus, MI | — | 107 | 608 | 335 | 112 | 938 | 1,050 | 314 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28825-28909
Highland Rd
|
Romulus, MI | — | 70 | 395 | 306 | 73 | 698 | 771 | 235 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28933-29017
Highland Rd
|
Romulus, MI | — | 112 | 634 | 286 | 117 | 915 | 1,032 | 298 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28824-28908
Highland Rd
|
Romulus, MI | — | 134 | 760 | 220 | 140 | 974 | 1,114 | 321 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
28932-29016
Highland Rd
|
Romulus, MI | — | 123 | 694 | 315 | 128 | 1,004 | 1,132 | 341 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9710-9734
Harrison Rd
|
Romulus, MI | — | 125 | 706 | 172 | 130 | 873 | 1,003 | 260 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9740-9772
Harrison Rd
|
Romulus, MI | — | 132 | 749 | 219 | 138 | 962 | 1,100 | 288 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9840-9868
Harrison Rd
|
Romulus, MI | — | 144 | 815 | 169 | 151 | 977 | 1,128 | 337 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9800-9824
Harrison Rd
|
Romulus, MI | — | 117 | 664 | 165 | 123 | 823 | 946 | 281 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29265-29285
Airport Dr
|
Romulus, MI | — | 140 | 794 | 226 | 147 | 1,013 | 1,160 | 333 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29185-29225
Airport Dr
|
Romulus, MI | — | 140 | 792 | 323 | 146 | 1,109 | 1,255 | 366 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29149-29165
Airport Dr
|
Romulus, MI | — | 216 | 1,225 | 265 | 226 | 1,480 | 1,706 | 500 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29101-29115
Airport Dr
|
Romulus, MI | — | 130 | 738 | 272 | 136 | 1,004 | 1,140 | 341 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29031-29045
Airport Dr
|
Romulus, MI | — | 124 | 704 | 166 | 130 | 864 | 994 | 301 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29050-29062
Airport Dr
|
Romulus, MI | — | 127 | 718 | 153 | 133 | 865 | 998 | 287 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29120-29134
Airport Dr
|
Romulus, MI | — | 161 | 912 | 296 | 169 | 1,200 | 1,369 | 410 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
29200-29214
Airport Dr
|
Romulus, MI | — | 170 | 963 | 297 | 178 | 1,252 | 1,430 | 426 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
9301-9339
Middlebelt Rd
|
Romulus, MI | — | 124 | 703 | 239 | 130 | 936 | 1,066 | 327 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
26980 Trolley Industrial Drive
|
Taylor, MI | — | 450 | 2,550 | 926 | 463 | 3,463 | 3,926 | 1,155 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
32975 Capitol Avenue
|
Livonia, MI | — | 135 | 748 | 332 | 144 | 1,071 | 1,215 | 382 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
2725 S. Industrial Highway
|
Ann Arbor, MI | — | 660 | 3,654 | 497 | 704 | 4,107 | 4,811 | 1,212 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
32920 Capitol Avenue
|
Livonia, MI | — | 76 | 422 | 103 | 82 | 519 | 601 | 148 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
11923 Brookfield Avenue
|
Livonia, MI | — | 120 | 665 | 278 | 128 | 935 | 1,063 | 326 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
11965 Brookfield Avenue
|
Livonia, MI | — | 120 | 665 | 67 | 128 | 724 | 852 | 210 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
13405 Stark Road
|
Livonia, MI | — | 46 | 254 | 85 | 49 | 336 | 385 | 89 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1170 Chicago Road
|
Troy, MI | — | 249 | 1,380 | 255 | 266 | 1,618 | 1,884 | 464 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1200 Chicago Road
|
Troy, MI | — | 268 | 1,483 | 284 | 286 | 1,749 | 2,035 | 494 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
450 Robbins Drive
|
Troy, MI | — | 166 | 920 | 260 | 178 | 1,168 | 1,346 | 340 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1230 Chicago Road
|
Troy, MI | — | 271 | 1,498 | 156 | 289 | 1,636 | 1,925 | 474 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
12886 Westmore Avenue
|
Livonia, MI | — | 190 | 1,050 | 194 | 202 | 1,232 | 1,434 | 355 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
12898 Westmore Avenue
|
Livonia, MI | — | 190 | 1,050 | 244 | 202 | 1,282 | 1,484 | 348 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
33025 Industrial Road
|
Livonia, MI | — | 80 | 442 | 108 | 85 | 545 | 630 | 153 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
47711 Clipper Street
|
Plymouth Township, MI | — | 539 | 2,983 | 265 | 575 | 3,212 | 3,787 | 932 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
32975 Industrial Road
|
Livonia, MI | — | 160 | 887 | 196 | 171 | 1,072 | 1,243 | 311 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
S-11
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
32985 Industrial Road
|
Livonia, MI | — | 137 | 761 | 154 | 147 | 905 | 1,052 | 271 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
32995 Industrial Road
|
Livonia, MI | — | 160 | 887 | 187 | 171 | 1,063 | 1,234 | 302 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
12874 Westmore Avenue
|
Livonia, MI | — | 137 | 761 | 206 | 147 | 957 | 1,104 | 314 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
33067 Industrial Road
|
Livonia, MI | — | 160 | 887 | 324 | 171 | 1,200 | 1,371 | 395 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1775 Bellingham
|
Troy, MI | — | 344 | 1,902 | 365 | 367 | 2,244 | 2,611 | 618 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1785 East Maple
|
Troy, MI | — | 92 | 507 | 162 | 98 | 663 | 761 | 172 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1807 East Maple
|
Troy, MI | — | 321 | 1,775 | 375 | 342 | 2,129 | 2,471 | 593 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
980 Chicago
|
Troy, MI | — | 206 | 1,141 | 176 | 220 | 1,303 | 1,523 | 363 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1840 Enterprise Drive
|
Rochester Hills, MI | — | 573 | 3,170 | 323 | 611 | 3,455 | 4,066 | 994 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1885 Enterprise Drive
|
Rochester Hills, MI | — | 209 | 1,158 | 146 | 223 | 1,290 | 1,513 | 375 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1935-55
Enterprise Drive
|
Rochester Hills, MI | — | 1,285 | 7,144 | 664 | 1,371 | 7,722 | 9,093 | 2,253 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
5500 Enterprise Court
|
Warren, MI | — | 675 | 3,737 | 636 | 721 | 4,327 | 5,048 | 1,308 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
750 Chicago Road
|
Troy, MI | — | 323 | 1,790 | 483 | 345 | 2,251 | 2,596 | 651 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
800 Chicago Road
|
Troy, MI | — | 283 | 1,567 | 351 | 302 | 1,899 | 2,201 | 530 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
850 Chicago Road
|
Troy, MI | — | 183 | 1,016 | 261 | 196 | 1,264 | 1,460 | 367 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
2805 S. Industrial Highway
|
Ann Arbor, MI | — | 318 | 1,762 | 689 | 340 | 2,429 | 2,769 | 720 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
6833 Center Drive
|
Sterling Heights, MI | — | 467 | 2,583 | 218 | 493 | 2,775 | 3,268 | 826 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
32201 North Avis Drive
|
Madison Heights, MI | — | 345 | 1,911 | 232 | 349 | 2,139 | 2,488 | 629 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1100 East Mandoline Road
|
Madison Heights, MI | — | 888 | 4,915 | 1,686 | 897 | 6,592 | 7,489 | 1,753 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
30081 Stephenson Highway
|
Madison Heights, MI | — | 271 | 1,499 | 353 | 274 | 1,849 | 2,123 | 544 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1120 John A. Papalas Drive(e)
|
Lincoln Park, MI | — | 366 | 3,241 | 1,351 | 469 | 4,489 | 4,958 | 1,296 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
4872 S. Lapeer Road
|
Lake Orion Twsp, MI | — | 1,342 | 5,441 | 792 | 1,412 | 6,163 | 7,575 | 1,882 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
22701 Trolley Industrial
|
Taylor, MI | — | 795 | — | 7,366 | 849 | 7,312 | 8,161 | 1,738 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
1400 Allen Drive
|
Troy, MI | — | 209 | 1,154 | 338 | 212 | 1,489 | 1,701 | 399 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1408 Allen Drive
|
Troy, MI | — | 151 | 834 | 133 | 153 | 965 | 1,118 | 226 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1305 Stephenson Hwy
|
Troy, MI | — | 345 | 1,907 | 255 | 350 | 2,157 | 2,507 | 471 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
32505 Industrial Drive
|
Madison Heights, MI | — | 345 | 1,910 | 695 | 351 | 2,599 | 2,950 | 817 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
1799-1813
Northfield Drive(d)
|
Rochester Hills, MI | — | 481 | 2,665 | 282 | 490 | 2,938 | 3,428 | 672 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
28435 Automation Blvd
|
Wixom, MI | — | 621 | — | 3,810 | 628 | 3,803 | 4,431 | 577 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
32200 N Avis Drive
|
Madison Heights, MI | — | 503 | 3,367 | 1,370 | 503 | 4,737 | 5,240 | 563 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
100 Kay Industrial Drive
|
Rion Township, MI | — | 677 | 2,018 | 404 | 685 | 2,414 | 3,099 | 840 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1849 West Maple Road
|
Troy, MI | — | 1,688 | 2,790 | (99 | ) | 1,700 | 2,679 | 4,379 | 402 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
35000 Capitol Avenue
|
Livonia, MI | — | 258 | 1,032 | 324 | 260 | 1,354 | 1,614 | 134 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
32650 Capitol Avenue
|
Livonia, MI | — | 282 | 1,128 | 55 | 284 | 1,181 | 1,465 | 148 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
11800 Sears Drive
|
Livonia, MI | — | 693 | 1,507 | 2,053 | 703 | 3,550 | 4,253 | 755 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
S-12
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
1099 Chicago Road
|
Troy, MI | — | 1,277 | 1,332 | 183 | 1,316 | 1,476 | 2,792 | 530 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
42555 Merrill Road
|
Sterling Heights, MI | — | 1,080 | 2,300 | 3,702 | 1,090 | 5,992 | 7,082 | 1,032 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2441 N. Opdyke Road
|
Auburn Hills, MI | — | 530 | 737 | 16 | 538 | 745 | 1,283 | 212 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
200 Northpointe Drive
|
Orion Township, MI | — | 723 | 2,063 | 36 | 734 | 2,088 | 2,822 | 348 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
Houston
|
||||||||||||||||||||||||||||||||||||||||||||
|
2102-2314
Edwards Street
|
Houston, TX | — | 348 | 1,973 | 1,547 | 382 | 3,486 | 3,868 | 1,017 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3351 Rauch St
|
Houston, TX | — | 272 | 1,541 | 267 | 278 | 1,802 | 2,080 | 523 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3851 Yale St
|
Houston, TX | — | 413 | 2,343 | 584 | 425 | 2,915 | 3,340 | 1,003 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3337-3347
Rauch Street
|
Houston, TX | 943 | 227 | 1,287 | 220 | 233 | 1,501 | 1,734 | 443 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
8505 N Loop East
|
Houston, TX | 1,724 | 439 | 2,489 | 626 | 449 | 3,105 | 3,554 | 885 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4749-4799
Eastpark Dr
|
Houston, TX | 2,459 | 594 | 3,368 | 1,107 | 611 | 4,458 | 5,069 | 1,295 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4851 Homestead Road
|
Houston, TX | — | 491 | 2,782 | 899 | 504 | 3,668 | 4,172 | 1,083 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
3365-3385
Rauch Street
|
Houston, TX | — | 284 | 1,611 | 398 | 290 | 2,003 | 2,293 | 596 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5050 Campbell Road
|
Houston, TX | 1,685 | 461 | 2,610 | 401 | 470 | 3,002 | 3,472 | 899 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
4300 Pine Timbers
|
Houston, TX | — | 489 | 2,769 | 666 | 499 | 3,425 | 3,924 | 1,031 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
2500-2530
Fairway Park Drive
|
Houston, TX | 3,174 | 766 | 4,342 | 1,434 | 792 | 5,750 | 6,542 | 1,595 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
6550 Longpointe
|
Houston, TX | 1,393 | 362 | 2,050 | 458 | 370 | 2,500 | 2,870 | 731 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1815 Turning Basin Dr
|
Houston, TX | 1,885 | 487 | 2,761 | 637 | 531 | 3,354 | 3,885 | 988 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1819 Turning Basin Dr
|
Houston, TX | — | 231 | 1,308 | 489 | 251 | 1,777 | 2,028 | 585 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1805 Turning Basin Drive
|
Houston, TX | 2,201 | 564 | 3,197 | 775 | 616 | 3,920 | 4,536 | 1,160 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
9835A Genard Road
|
Houston, TX | — | 1,505 | 8,333 | 3,100 | 1,581 | 11,357 | 12,938 | 2,548 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
9835B Genard Road
|
Houston, TX | — | 245 | 1,357 | 646 | 256 | 1,992 | 2,248 | 485 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
11505 State Highway 225
|
LaPorte City, TX | 4,769 | 940 | 4,675 | 615 | 940 | 5,290 | 6,230 | 910 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1500 E. Main Street
|
Houston, TX | — | 201 | 1,328 | 24 | 204 | 1,349 | 1,553 | 432 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
700 Industrial Blvd
|
Sugar Land, TX | — | 608 | 3,679 | 341 | 617 | 4,011 | 4,628 | 444 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
7230-7238
Wynnwood
|
Houston, TX | — | 254 | 764 | 79 | 259 | 838 | 1,097 | 159 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
7240-7248
Wynnwood
|
Houston, TX | — | 271 | 726 | 77 | 276 | 798 | 1,074 | 150 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
7250-7260
Wynnwood
|
Houston, TX | — | 200 | 481 | 35 | 203 | 513 | 716 | 86 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
6400 Long Point
|
Houston, TX | 802 | 188 | 898 | (6 | ) | 188 | 892 | 1,080 | 159 | 2007 | (l | ) | |||||||||||||||||||||||||||||||
|
12705 S. Kirkwood, Ste
100-150
|
Stafford, TX | — | 154 | 626 | 20 | 155 | 645 | 800 | 103 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
12705 S. Kirkwood, Ste
200-220
|
Stafford, TX | — | 404 | 1,698 | 109 | 413 | 1,798 | 2,211 | 288 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
8850 Jameel
|
Houston, TX | — | 171 | 826 | 70 | 171 | 896 | 1,067 | 164 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
8800 Jameel
|
Houston, TX | — | 163 | 798 | — | 163 | 798 | 961 | 113 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
8700 Jameel
|
Houston, TX | — | 170 | 1,020 | 190 | 170 | 1,210 | 1,380 | 161 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
8600 Jameel
|
Houston, TX | — | 163 | 818 | (30 | ) | 163 | 788 | 951 | 105 | 2007 | (l | ) | |||||||||||||||||||||||||||||||
S-13
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
Indianapolis
|
||||||||||||||||||||||||||||||||||||||||||||
|
2900 N Shadeland Avenue
|
Indianapolis, IN | — | 2,057 | 13,565 | 4,106 | 2,057 | 17,671 | 19,728 | 6,249 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1445 Brookville Way
|
Indianapolis, IN | — | 459 | 2,603 | 693 | 476 | 3,279 | 3,755 | 1,101 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1440 Brookville Way
|
Indianapolis, IN | — | 665 | 3,770 | 1,091 | 685 | 4,841 | 5,526 | 1,898 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1240 Brookville Way
|
Indianapolis, IN | — | 247 | 1,402 | 346 | 258 | 1,737 | 1,995 | 616 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1345 Brookville Way
|
Indianapolis, IN | — | 586 | 3,321 | 808 | 601 | 4,114 | 4,715 | 1,443 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1350 Brookville Way
|
Indianapolis, IN | — | 205 | 1,161 | 308 | 212 | 1,462 | 1,674 | 482 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1341 Sadlier Circle E Dr
|
Indianapolis, IN | — | 131 | 743 | 197 | 136 | 935 | 1,071 | 313 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1322-1438
Sadlier Circle E Dr
|
Indianapolis, IN | — | 145 | 822 | 188 | 152 | 1,003 | 1,155 | 328 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1327-1441
Sadlier Circle E Dr
|
Indianapolis, IN | — | 218 | 1,234 | 383 | 225 | 1,610 | 1,835 | 595 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1304 Sadlier Circle E Dr
|
Indianapolis, IN | — | 71 | 405 | 181 | 75 | 582 | 657 | 169 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1402 Sadlier Circle E Dr
|
Indianapolis, IN | — | 165 | 934 | 349 | 171 | 1,277 | 1,448 | 485 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1504 Sadlier Circle E Dr
|
Indianapolis, IN | — | 219 | 1,238 | 391 | 226 | 1,622 | 1,848 | 519 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1311 Sadlier Circle E Dr
|
Indianapolis, IN | — | 54 | 304 | 109 | 57 | 410 | 467 | 151 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1365 Sadlier Circle E Dr
|
Indianapolis, IN | — | 121 | 688 | 295 | 126 | 978 | 1,104 | 357 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1352-1354
Sadlier Circle E Dr
|
Indianapolis, IN | — | 178 | 1,008 | 348 | 184 | 1,350 | 1,534 | 488 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1335 Sadlier Circle E Dr
|
Indianapolis, IN | — | 81 | 460 | 326 | 85 | 782 | 867 | 295 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1327 Sadlier Circle E Dr
|
Indianapolis, IN | — | 52 | 295 | 51 | 55 | 343 | 398 | 116 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1425 Sadlier Circle E Dr
|
Indianapolis, IN | — | 21 | 117 | 39 | 23 | 154 | 177 | 53 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
6951 E 30th St
|
Indianapolis, IN | — | 256 | 1,449 | 222 | 265 | 1,662 | 1,927 | 574 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
6701 E 30th St
|
Indianapolis, IN | — | 78 | 443 | 59 | 82 | 498 | 580 | 167 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
6737 E 30th St
|
Indianapolis, IN | — | 385 | 2,181 | 307 | 398 | 2,475 | 2,873 | 921 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
6555 E 30th St
|
Indianapolis, IN | 3,611 | 484 | 4,760 | 1,521 | 484 | 6,281 | 6,765 | 2,286 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
8402-8440
E
33rd St
|
Indianapolis, IN | — | 222 | 1,260 | 542 | 230 | 1,794 | 2,024 | 595 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
8520-8630
E
33rd St
|
Indianapolis, IN | — | 326 | 1,848 | 595 | 336 | 2,433 | 2,769 | 832 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
8710-8768
E
33rd St
|
Indianapolis, IN | — | 175 | 993 | 506 | 187 | 1,487 | 1,674 | 471 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
3316-3346 N. Pagosa
Court
|
Indianapolis, IN | 1,430 | 325 | 1,842 | 512 | 335 | 2,344 | 2,679 | 924 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
7901 West 21st St.
|
Indianapolis, IN | — | 1,048 | 6,027 | 248 | 1,048 | 6,275 | 7,323 | 1,959 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1225 Brookville Way
|
Indianapolis, IN | — | 60 | — | 461 | 68 | 453 | 521 | 153 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
6751 E 30th St
|
Indianapolis, IN | — | 728 | 2,837 | 271 | 741 | 3,095 | 3,836 | 934 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
9200 East 146th Street
|
Noblesville, IN | — | 181 | 1,221 | 872 | 181 | 2,093 | 2,274 | 625 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
6575 East 30th Street
|
Indianapolis, IN | — | 118 | — | 2,081 | 128 | 2,071 | 2,199 | 589 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
6585 East 30th Street
|
Indianapolis, IN | — | 196 | — | 3,192 | 196 | 3,192 | 3,388 | 944 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
9210 E. 146th Street
|
Noblesville, IN | — | 66 | 684 | 818 | 66 | 1,502 | 1,568 | 751 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
5705-97
Park
Plaza Ct
|
Indianapolis, IN | 2,236 | 600 | 2,194 | 409 | 609 | 2,594 | 3,203 | 554 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
S-14
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
9319-9341
Castlegate Drive
|
Indianapolis, IN | — | 530 | 1,235 | 1,083 | 544 | 2,304 | 2,848 | 698 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
1133 Northwest L Street
|
Richmond, IN | 1,254 | 201 | 1,358 | (90 | ) | 208 | 1,261 | 1,469 | 432 | 2006 | (l | ) | |||||||||||||||||||||||||||||||
|
14425 Bergen Blvd
|
Noblesville, IN | — | 647 | — | 3,861 | 743 | 3,765 | 4,508 | 310 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Inland Empire
|
||||||||||||||||||||||||||||||||||||||||||||
|
3411 N. Perris Boulevard
|
Riverside, CA | — | 8,125 | 7,150 | 99 | 8,560 | 6,814 | 15,374 | 1,423 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
100 West Sinclair
|
Riverside, CA | — | 6,042 | 4,298 | (5,789 | ) | 2,245 | 2,306 | 4,551 | 754 | 2007 | (l | ) | |||||||||||||||||||||||||||||||
|
14050 Day Street
|
Moreno Valley, CA | — | 2,538 | 2,538 | 288 | 2,565 | 2,798 | 5,363 | 222 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
12925 Marlay Avenue
|
Fontana, CA | — | 6,072 | 7,891 | (28 | ) | 6,090 | 7,845 | 13,935 | 771 | 2008 | (l | ) | |||||||||||||||||||||||||||||||
|
Los Angeles
|
||||||||||||||||||||||||||||||||||||||||||||
|
1944 Vista Bella Way
|
Rancho Domingue, CA | 3,444 | 1,746 | 3,148 | 584 | 1,822 | 3,656 | 5,478 | 729 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
2000 Vista Bella Way
|
Rancho Domingue, CA | 1,397 | 817 | 1,673 | 295 | 853 | 1,932 | 2,785 | 382 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
2835 East Ana Street
|
Rancho Domingue, CA | 3,015 | 1,682 | 2,750 | 141 | 1,772 | 2,801 | 4,573 | 708 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
665 N. Baldwin Park Blvd.
|
City of Industry, CA | 4,575 | 2,124 | 5,219 | 1,662 | 2,143 | 6,862 | 9,005 | 873 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
27801 Avenue Scott
|
Santa Clarita, CA | — | 2,890 | 7,020 | 580 | 2,902 | 7,588 | 10,490 | 927 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2610&2660 Columbia St
|
Torrance, CA | 4,749 | 3,008 | 5,826 | 344 | 3,031 | 6,147 | 9,178 | 717 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
433 Alaska Avenue
|
Torrance, CA | — | 681 | 168 | 5 | 684 | 170 | 854 | 78 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
4020 S. Compton Ave
|
Los Angeles, CA | — | 3,800 | 7,330 | 71 | 3,825 | 7,376 | 11,201 | 760 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
21730-21748
Marilla St.
|
Chatsworth, CA | 3,129 | 2,585 | 3,210 | 149 | 2,608 | 3,336 | 5,944 | 415 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
8015 Paramount
|
Pico Rivera, CA | — | 3,616 | 3,902 | 61 | 3,657 | 3,922 | 7,579 | 495 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
3365 E. Slauson
|
Vernon, CA | — | 2,367 | 3,243 | 40 | 2,396 | 3,254 | 5,650 | 433 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
3015 East Ana
|
Rancho Domingue, CA | — | 19,678 | 9,321 | 7,451 | 20,144 | 16,306 | 36,450 | 1,522 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
19067 Reyes Ave
|
Rancho Domingue, CA | — | 9,281 | 3,920 | 119 | 9,381 | 3,939 | 13,320 | 602 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1250 Rancho Conejo Blvd.
|
Thousand Oaks, CA | — | 1,435 | 779 | 36 | 1,441 | 809 | 2,250 | 111 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1260 Rancho Conejo Blvd.
|
Thousand Oaks, CA | — | 1,353 | 722 | 227 | 1,359 | 943 | 2,302 | 102 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1270 Rancho Conejo Blvd.
|
Thousand Oaks, CA | — | 1,224 | 716 | 21 | 1,229 | 732 | 1,961 | 116 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1280 Rancho Conejo Blvd.
|
Thousand Oaks, CA | 3,213 | 2,043 | 3,408 | 40 | 2,051 | 3,440 | 5,491 | 397 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1290 Rancho Conejo Blvd
|
Thousand Oaks, CA | 2,769 | 1,754 | 2,949 | 35 | 1,761 | 2,977 | 4,738 | 346 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
18201-18291
Santa Fe
|
Rancho Domingue, CA | — | 6,720 | — | 8,946 | 6,897 | 8,769 | 15,666 | 451 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
1011 Rancho Conejo
|
Thousand Oaks, CA | 6,249 | 7,717 | 2,518 | 46 | 7,752 | 2,528 | 10,280 | 447 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
2300 Corporate Center Drive
|
Thousand Oaks, CA | — | 6,506 | 4,885 | 51 | 6,541 | 4,901 | 11,442 | 624 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
20700 Denker Avenue
|
Rancho Domingue, CA | — | 5,767 | 2,538 | 2,458 | 5,964 | 4,800 | 10,764 | 317 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
18408 Laurel Park Road
|
Rancho Domingue, CA | — | 2,850 | 2,850 | 643 | 2,874 | 3,469 | 6,343 | 204 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
19021 S. Reyes Ave
|
Rancho Domingue, CA | — | 8,183 | 7,501 | 549 | 8,545 | 7,688 | 16,233 | 310 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Miami
|
||||||||||||||||||||||||||||||||||||||||||||
|
4700 NW 15th Ave
|
Ft. Lauderdale, FL | — | 908 | 1,883 | 155 | 912 | 2,034 | 2,946 | 234 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
S-15
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
4710 NW 15th Ave
|
Ft. Lauderdale, FL | — | 830 | 2,722 | 194 | 834 | 2,912 | 3,746 | 296 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
4720 NW 15th Ave
|
Ft. Lauderdale, FL | — | 937 | 2,455 | 105 | 942 | 2,555 | 3,497 | 262 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
4740 NW 15th Ave
|
Ft. Lauderdale, FL | — | 1,107 | 3,111 | 209 | 1,112 | 3,315 | 4,427 | 328 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
4750 NW 15th Ave
|
Ft. Lauderdale, FL | — | 947 | 3,079 | 521 | 951 | 3,596 | 4,547 | 346 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
4800 NW 15th Ave
|
Ft. Lauderdale, FL | — | 1,092 | 3,308 | 367 | 1,097 | 3,670 | 4,767 | 542 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Medley Industrial Center
|
Medley, FL | — | 857 | 3,428 | 2,826 | 864 | 6,247 | 7,111 | 383 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Pan American Business Park
|
Medley, FL | — | 2,521 | — | 7,105 | 2,588 | 7,038 | 9,626 | — | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Milwaukee
|
||||||||||||||||||||||||||||||||||||||||||||
|
N25 W23050 Paul Road
|
Pewaukee, WI | — | 474 | 2,723 | 1,937 | 485 | 4,649 | 5,134 | 1,906 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
N25 W23255 Paul Road
|
Pewaukee, WI | 2,231 | 569 | 3,270 | 379 | 573 | 3,645 | 4,218 | 1,329 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
6523 N Sydney Place
|
Glendale, WI | — | 172 | 976 | 356 | 176 | 1,328 | 1,504 | 482 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
5355 South Westridge Drive
|
New Berlin, WI | 5,674 | 1,630 | 7,058 | 46 | 1,646 | 7,088 | 8,734 | 1,197 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
320-334 W. Vogel
Avenue
|
Milwaukee, WI | — | 506 | 3,199 | 46 | 508 | 3,243 | 3,751 | 938 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4950 South 6th Avenue
|
Milwaukee, WI | — | 299 | 1,565 | 47 | 301 | 1,610 | 1,911 | 556 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1711 Paramount Court
|
Waukesha, WI | 1,327 | 308 | 1,762 | 41 | 311 | 1,800 | 2,111 | 317 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
17005 W. Ryerson Road
|
New Berlin, WI | — | 403 | 3,647 | 16 | 405 | 3,661 | 4,066 | 860 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
W140 N9059 Lilly Road
|
Menomonee Falls, WI | — | 343 | 1,153 | 248 | 366 | 1,378 | 1,744 | 383 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
200 W. Vogel Avenue-Bldg B
|
Milwaukee, WI | — | 301 | 2,150 | — | 302 | 2,149 | 2,451 | 537 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
4921 S. 2nd Street
|
Milwaukee, WI | — | 101 | 713 | 15 | 101 | 728 | 829 | 182 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1500 Peebles Drive
|
Richland Center, WI | — | 1,577 | 1,018 | (211 | ) | 1,603 | 781 | 2,384 | 620 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
16600 West Glendale Ave
|
New Berlin, WI | — | 704 | 1,923 | 436 | 715 | 2,348 | 3,063 | 658 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2905 S. 160th Street
|
New Berlin, WI | — | 261 | 672 | 153 | 265 | 821 | 1,086 | 157 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
2855 S. 160th Street
|
New Berlin, WI | — | 221 | 628 | 128 | 225 | 752 | 977 | 163 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
2485 Commerce Drive
|
New Berlin, WI | — | 483 | 1,516 | 216 | 491 | 1,724 | 2,215 | 267 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
14518 Whittaker Way
|
Menomonee Falls, WI | — | 437 | 1,082 | 83 | 445 | 1,157 | 1,602 | 254 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Rust-Oleum BTS
|
Kenosha, WI | 14,561 | 4,100 | — | 18,448 | 3,212 | 19,336 | 22,548 | 556 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Menomonee Falls-Barry Land
|
Menomonee Falls, WI | 11,349 | 1,188 | — | 14,076 | 1,204 | 14,060 | 15,264 | 335 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Minneapolis/St. Paul
|
||||||||||||||||||||||||||||||||||||||||||||
|
6201 West 111th Street
|
Bloomington, MN | 4,700 | 1,358 | 8,622 | 5,013 | 1,499 | 13,494 | 14,993 | 7,867 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
7251-7267
Washington Avenue
|
Edina, MN | — | 129 | 382 | 624 | 182 | 953 | 1,135 | 736 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
7301-7325
Washington Avenue
|
Edina, MN | — | 174 | 391 | (55 | ) | 193 | 317 | 510 | 79 | 1994 | (l | ) | |||||||||||||||||||||||||||||||
|
7101 Winnetka Avenue North
|
Brooklyn Park, MN | 5,955 | 2,195 | 6,084 | 3,996 | 2,228 | 10,047 | 12,275 | 5,913 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
9901 West 74th Street
|
Eden Prairie, MN | 3,484 | 621 | 3,289 | 3,271 | 639 | 6,542 | 7,181 | 4,371 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1030 Lone Oak Road
|
Eagan, MN | 2,326 | 456 | 2,703 | 541 | 456 | 3,244 | 3,700 | 1,168 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
1060 Lone Oak Road
|
Eagan, MN | 3,118 | 624 | 3,700 | 635 | 624 | 4,335 | 4,959 | 1,747 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
S-16
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
5400 Nathan Lane
|
Plymouth, MN | 2,981 | 749 | 4,461 | 935 | 757 | 5,388 | 6,145 | 1,983 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
6655 Wedgewood Road
|
Maple Grove, MN | 6,878 | 1,466 | 8,342 | 3,196 | 1,466 | 11,538 | 13,004 | 3,942 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
10120 W 76th Street
|
Eden Prairie, MN | — | 315 | 1,804 | 1,404 | 315 | 3,208 | 3,523 | 845 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
12155 Nicollet Ave
|
Burnsville, MN | — | 286 | — | 1,731 | 288 | 1,729 | 2,017 | 619 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
4100 Peavey Road
|
Chaska, MN | — | 277 | 2,261 | 843 | 277 | 3,104 | 3,381 | 1,047 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
5205 Highway 169
|
Plymouth, MN | — | 446 | 2,525 | 988 | 740 | 3,219 | 3,959 | 1,059 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
7100-7198
Shady Oak Road
|
Eden Prairie, MN | — | 715 | 4,054 | 1,209 | 736 | 5,242 | 5,978 | 1,628 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
7500-7546
Washington Square
|
Eden Prairie, MN | — | 229 | 1,300 | 830 | 235 | 2,124 | 2,359 | 613 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
7550-7558
Washington Square
|
Eden Prairie, MN | — | 153 | 867 | 203 | 157 | 1,066 | 1,223 | 325 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
5240-5300
Valley Industrial Blvd S
|
Shakopee, MN | — | 362 | 2,049 | 801 | 371 | 2,841 | 3,212 | 1,015 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
500-530
Kasota Avenue SE
|
Minneapolis, MN | — | 415 | 2,354 | 775 | 434 | 3,110 | 3,544 | 935 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
2530-2570
Kasota Avenue
|
St. Paul, MN | — | 407 | 2,308 | 972 | 467 | 3,220 | 3,687 | 975 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
5775 12th Avenue
|
Shakopee, MN | 4,034 | 590 | — | 5,827 | 590 | 5,827 | 6,417 | 1,389 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1157 Valley Park Drive
|
Shakopee, MN | 4,487 | 760 | — | 6,377 | 888 | 6,249 | 7,137 | 1,627 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
9600 West 76th Street
|
Eden Prairie, MN | — | 1,000 | 2,450 | 48 | 1,034 | 2,464 | 3,498 | 464 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
9700 West 76th Street
|
Eden Prairie, MN | — | 1,000 | 2,709 | 170 | 1,038 | 2,841 | 3,879 | 532 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
7600 69th Avenue
|
Greenfield, MN | — | 1,500 | 8,328 | 1,808 | 1,510 | 10,126 | 11,636 | 2,041 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
5017 Boone Avenue North
|
New Hope, MN | 1,676 | 1,000 | 1,599 | (57 | ) | 1,009 | 1,533 | 2,542 | 400 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
2300 West Highway 13
|
Burnsville, MN | — | 2,517 | 6,069 | (499 | ) | 2,524 | 5,563 | 8,087 | 1,936 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
1087 Park Place
|
Shakopee, MN | — | 1,195 | 4,891 | (114 | ) | 1,198 | 4,774 | 5,972 | 968 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
5391 12th Avenue SE
|
Shakopee, MN | 4,995 | 1,392 | 8,149 | (10 | ) | 1,395 | 8,136 | 9,531 | 1,405 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
4701 Valley Industrial Blvd S
|
Shakopee, MN | — | 1,296 | 7,157 | (99 | ) | 1,299 | 7,055 | 8,354 | 1,598 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
316 Lake Hazeltine Drive
|
Chaska, MN | — | 714 | 944 | 84 | 729 | 1,013 | 1,742 | 317 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
6455 City West Parkway
|
Eden Prairie, MN | — | 659 | 3,189 | (304 | ) | 665 | 2,879 | 3,544 | 405 | 2006 | (l | ) | |||||||||||||||||||||||||||||||
|
1225 Highway 169 North
|
Plymouth, MN | — | 1,190 | 1,979 | 391 | 1,207 | 2,353 | 3,560 | 508 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
7102 Winnetka Avene North
|
Brooklyn Park, MN | 4,524 | 1,275 | — | 6,849 | 1,343 | 6,781 | 8,124 | 628 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
9200 10th Avenue
|
Golden Valley, MN | — | 892 | 2,306 | 102 | 902 | 2,398 | 3,300 | 467 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
139 Eva Street
|
St. Paul, MN | — | 2,132 | 3,105 | 90 | 2,175 | 3,152 | 5,327 | 201 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Nashville
|
||||||||||||||||||||||||||||||||||||||||||||
|
1621 Heil Quaker Boulevard
|
Nashville, TN | 2,451 | 413 | 2,383 | 1,699 | 430 | 4,065 | 4,495 | 1,666 | 1995 | (l | ) | ||||||||||||||||||||||||||||||||
|
3099 Barry Drive
|
Portland, TN | — | 418 | 2,368 | 162 | 421 | 2,527 | 2,948 | 836 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
3150 Barry Drive
|
Portland, TN | — | 941 | 5,333 | 5,954 | 981 | 11,247 | 12,228 | 2,096 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
5599 Highway 31 West
|
Portland, TN | — | 564 | 3,196 | 288 | 571 | 3,477 | 4,048 | 1,104 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1650 Elm Hill Pike
|
Nashville, TN | — | 329 | 1,867 | 349 | 332 | 2,213 | 2,545 | 698 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1931 Air Lane Drive
|
Nashville, TN | — | 489 | 2,785 | 276 | 493 | 3,057 | 3,550 | 940 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
S-17
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
4640 Cummings Park
|
Nashville, TN | — | 360 | 2,040 | 375 | 365 | 2,410 | 2,775 | 587 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
1740 River Hills Drive
|
Nashville, TN | 3,223 | 848 | 4,383 | 1,161 | 888 | 5,504 | 6,392 | 1,812 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
211 Ellery Court
|
Nashville, TN | 2,884 | 606 | 3,192 | 488 | 616 | 3,670 | 4,286 | 586 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Rockdale BTS
|
Gallatin, TN | — | 1,778 | — | 24,216 | 1,778 | 24,216 | 25,994 | 584 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Northern New Jersey
|
||||||||||||||||||||||||||||||||||||||||||||
|
14 World’s Fair Drive
|
Franklin, NJ | — | 483 | 2,735 | 574 | 503 | 3,289 | 3,792 | 1,091 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
12 World’s Fair Drive
|
Franklin, NJ | — | 572 | 3,240 | 554 | 593 | 3,773 | 4,366 | 1,153 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
22 World’s Fair Drive
|
Franklin, NJ | — | 364 | 2,064 | 614 | 375 | 2,667 | 3,042 | 855 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
26 World’s Fair Drive
|
Franklin, NJ | — | 361 | 2,048 | 423 | 377 | 2,455 | 2,832 | 778 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
24 World’s Fair Drive
|
Franklin, NJ | — | 347 | 1,968 | 519 | 362 | 2,472 | 2,834 | 873 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
20 World’s Fair Drive Lot 13
|
Sumerset, NJ | — | 9 | — | 2,544 | 691 | 1,862 | 2,553 | 446 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
45 Route 46
|
Pine Brook, NJ | — | 969 | 5,491 | 948 | 978 | 6,430 | 7,408 | 1,619 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
43 Route 46
|
Pine Brook, NJ | — | 474 | 2,686 | 273 | 479 | 2,954 | 3,433 | 662 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
39 Route 46
|
Pine Brook, NJ | — | 260 | 1,471 | 198 | 262 | 1,667 | 1,929 | 394 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
26 Chapin Road
|
Pine Brook, NJ | — | 956 | 5,415 | 759 | 965 | 6,165 | 7,130 | 1,467 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
30 Chapin Road
|
Pine Brook, NJ | — | 960 | 5,440 | 778 | 969 | 6,209 | 7,178 | 1,605 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
20 Hook Mountain Road
|
Pine Brook, NJ | — | 1,507 | 8,542 | 2,892 | 1,534 | 11,407 | 12,941 | 2,597 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
30 Hook Mountain Road
|
Pine Brook, NJ | — | 389 | 2,206 | 377 | 396 | 2,576 | 2,972 | 654 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
55 Route 46
|
Pine Brook, NJ | — | 396 | 2,244 | 157 | 403 | 2,394 | 2,797 | 575 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
16 Chapin Rod
|
Pine Brook, NJ | 3,804 | 885 | 5,015 | 412 | 901 | 5,411 | 6,312 | 1,229 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
20 Chapin Road
|
Pine Brook, NJ | 4,861 | 1,134 | 6,426 | 506 | 1,154 | 6,912 | 8,066 | 1,688 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
Sayreville Lot 4
|
Sayreville, NJ | 3,632 | 944 | — | 4,630 | 944 | 4,630 | 5,574 | 867 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
Sayreville Lot 3
|
Sayreville, NJ | — | 996 | — | 5,337 | 996 | 5,337 | 6,333 | 741 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
309-319
Pierce Street
|
Somerset, NJ | 3,891 | 1,300 | 4,628 | 1,069 | 1,309 | 5,688 | 6,997 | 1,160 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
Philadelphia
|
||||||||||||||||||||||||||||||||||||||||||||
|
230-240
Welsh Pool Road
|
Exton, PA | — | 154 | 851 | 294 | 170 | 1,129 | 1,299 | 297 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
264 Welsh Pool Road
|
Exton, PA | — | 147 | 811 | 293 | 162 | 1,089 | 1,251 | 303 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
254 Welsh Pool Road
|
Exton, PA | — | 152 | 842 | 403 | 184 | 1,213 | 1,397 | 329 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
251 Welsh Pool Road
|
Exton, PA | — | 144 | 796 | 498 | 159 | 1,279 | 1,438 | 381 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
253-255
Welsh Pool Road
|
Exton, PA | — | 113 | 626 | 152 | 125 | 766 | 891 | 213 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
151-161
Philips Road
|
Exton, PA | — | 191 | 1,059 | 257 | 229 | 1,278 | 1,507 | 391 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
216 Philips Road
|
Exton, PA | — | 199 | 1,100 | 218 | 220 | 1,297 | 1,517 | 379 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
14 McFadden Road
|
Palmer, PA | 1,686 | 600 | 1,349 | 56 | 625 | 1,380 | 2,005 | 420 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
2801 Red Lion Road
|
Philadelphia, PA | — | 950 | 5,916 | (542 | ) | 964 | 5,360 | 6,324 | 1,188 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
3240 S. 78th Street
|
Philadelphia, PA | — | 515 | 1,245 | 71 | 540 | 1,291 | 1,831 | 260 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
S-18
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
200 Cascade Drive, Bldg. 1
|
Allen Town, PA | — | 2,133 | 17,562 | 902 | 2,769 | 17,828 | 20,597 | 2,476 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
200 Cascade Drive, Bldg. 2
|
Allen Town, PA | — | 310 | 2,268 | 117 | 316 | 2,379 | 2,695 | 285 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
6300 Bristol Pike
|
Levittown, PA | — | 1,074 | 2,642 | 71 | 1,077 | 2,710 | 3,787 | 556 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
2455 Boulevard of Generals
|
Norristown, PA | 3,556 | 1,200 | 4,800 | 1,088 | 1,226 | 5,862 | 7,088 | 571 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Phoenix
|
||||||||||||||||||||||||||||||||||||||||||||
|
1045 South Edward Drive
|
Tempe, AZ | — | 390 | 2,160 | 164 | 396 | 2,318 | 2,714 | 586 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
50 South 56th Street
|
Chandler, AZ | — | 1,206 | 3,218 | 98 | 1,207 | 3,315 | 4,522 | 590 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
4701 W. Jefferson
|
Phoenix, AZ | — | 926 | 2,195 | 443 | 929 | 2,635 | 3,564 | 685 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7102 W. Roosevelt
|
Phoenix, AZ | — | 1,613 | 6,451 | 1,028 | 1,620 | 7,472 | 9,092 | 1,229 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
4137 West Adams Street
|
Phoenix, AZ | — | 990 | 2,661 | 146 | 1,033 | 2,764 | 3,797 | 385 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
245 W. Lodge
|
Tempe, AZ | — | 898 | 3,066 | 78 | 914 | 3,128 | 4,042 | 281 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1590 E Riverview Dr.
|
Phoenix, AZ | — | 1,293 | 5,950 | 69 | 1,292 | 6,020 | 7,312 | 392 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
14131 N. Rio Vista Dr.
|
Peoria, AZ | — | 2,563 | 9,388 | 676 | 2,563 | 10,064 | 12,627 | 722 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
8716 W. Ludlow Drive
|
Peoria, AZ | — | 2,709 | 10,970 | 160 | 2,709 | 11,130 | 13,839 | 654 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
3815 W. Washington St.
|
Phoenix, AZ | 4,199 | 1,675 | 4,514 | 146 | 1,719 | 4,616 | 6,335 | 231 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
690 91st Avenue
|
Tolleson, AZ | — | 1,904 | 6,805 | 2,101 | 1,923 | 8,887 | 10,810 | 549 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Salt Lake City
|
||||||||||||||||||||||||||||||||||||||||||||
|
512 Lawndale Drive(i)
|
Salt Lake City, UT | — | 2,705 | 15,749 | 2,746 | 2,705 | 18,495 | 21,200 | 5,610 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
1270 West 2320 South
|
West Valley, UT | — | 138 | 784 | 142 | 143 | 921 | 1,064 | 308 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1275 West 2240 South
|
West Valley, UT | — | 395 | 2,241 | 474 | 408 | 2,702 | 3,110 | 878 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1288 West 2240 South
|
West Valley, UT | — | 119 | 672 | 111 | 123 | 779 | 902 | 236 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
2235 South 1300 West
|
West Valley, UT | — | 198 | 1,120 | 270 | 204 | 1,384 | 1,588 | 530 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1293 West 2200 South
|
West Valley, UT | — | 158 | 896 | 99 | 163 | 990 | 1,153 | 299 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1279 West 2200 South
|
West Valley, UT | — | 198 | 1,120 | 156 | 204 | 1,270 | 1,474 | 355 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1272 West 2240 South
|
West Valley, UT | — | 336 | 1,905 | 258 | 347 | 2,152 | 2,499 | 609 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1149 West 2240 South
|
West Valley, UT | — | 217 | 1,232 | 100 | 225 | 1,324 | 1,549 | 405 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1142 West 2320 South
|
West Valley, UT | — | 217 | 1,232 | 77 | 225 | 1,301 | 1,526 | 401 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
1152 West 2240 South
|
West Valley, UT | — | 2,067 | — | 2,517 | 1,083 | 3,501 | 4,584 | 884 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
2323 South 900 W
|
Salt Lake City, UT | — | 886 | 2,995 | 59 | 898 | 3,042 | 3,940 | 822 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
1815-1957
South 4650 West
|
Salt Lake City, UT | 7,240 | 1,707 | 10,873 | 116 | 1,713 | 10,983 | 12,696 | 1,259 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2100 Alexander Street
|
West Valley, UT | 1,225 | 376 | 1,670 | — | 376 | 1,670 | 2,046 | 170 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1815-1957
South 4650 West
|
West Valley, UT | 2,102 | 864 | 2,771 | 82 | 869 | 2,848 | 3,717 | 308 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
San Diego
|
||||||||||||||||||||||||||||||||||||||||||||
|
16275 Technology Drive
|
San Diego, CA | — | 2,848 | 8,641 | 42 | 2,859 | 8,672 | 11,531 | 1,376 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
6305 El Camino Real
|
Carlsbad, CA | — | 1,590 | 6,360 | 7,497 | 1,590 | 13,857 | 15,447 | 1,187 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
S-19
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
2325 Camino Vida Roble
|
Carlsbad, CA | — | 1,441 | 1,239 | 651 | 1,446 | 1,885 | 3,331 | 230 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2335 Camino Vida Roble
|
Carlsbad, CA | — | 817 | 762 | 97 | 821 | 855 | 1,676 | 162 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2345 Camino Vida Roble
|
Carlsbad, CA | — | 562 | 456 | 58 | 565 | 511 | 1,076 | 104 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2355 Camino Vida Roble
|
Carlsbad, CA | — | 481 | 365 | 70 | 483 | 433 | 916 | 100 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
2365 Camino Vida Roble
|
Carlsbad, CA | — | 1,098 | 630 | (16 | ) | 1,102 | 610 | 1,712 | 123 | 2006 | (l | ) | |||||||||||||||||||||||||||||||
|
2375 Camino Vida Roble
|
Carlsbad, CA | — | 1,210 | 874 | 149 | 1,214 | 1,019 | 2,233 | 213 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
6451 El Camino Real
|
Carlsbad, CA | — | 2,885 | 1,931 | 344 | 2,895 | 2,265 | 5,160 | 378 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
8572 Spectrum Lane
|
San Diego, CA | 2,237 | 806 | 3,225 | 429 | 807 | 3,653 | 4,460 | 323 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
13100 Gregg Street
|
Poway, CA | — | 1,040 | 4,160 | 474 | 1,073 | 4,601 | 5,674 | 531 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Seattle
|
||||||||||||||||||||||||||||||||||||||||||||
|
1901 Raymond Ave SW
|
Renton, WA | 2,228 | 4,458 | 2,659 | 197 | 4,594 | 2,720 | 7,314 | 215 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
19014 64th Avenue South
|
Kent, WA | 3,382 | 1,990 | 3,979 | 177 | 2,042 | 4,105 | 6,147 | 309 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
18640 68th Ave. South
|
Kent, WA | 889 | 1,218 | 1,950 | 84 | 1,258 | 1,994 | 3,252 | 164 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Southern New Jersey
|
||||||||||||||||||||||||||||||||||||||||||||
|
8 Springdale Road
|
Cherry Hill, NJ | — | 258 | 1,436 | 771 | 258 | 2,207 | 2,465 | 647 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
111 Whittendale Drive
|
Morrestown, NJ | 1,781 | 522 | 2,916 | 112 | 522 | 3,028 | 3,550 | 787 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
7851 Airport Highway
|
Pennsauken, NJ | — | 160 | 508 | 368 | 163 | 873 | 1,036 | 268 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
103 Central
|
Mt. Laurel, NJ | — | 610 | 1,847 | 1,143 | 619 | 2,981 | 3,600 | 772 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
999 Grand Avenue
|
Hammonton, NJ | 5,555 | 969 | 8,793 | 1,018 | 979 | 9,801 | 10,780 | 2,151 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
7890 Airport Hwy/7015 Central
|
Pennsauken, NJ | 1,331 | 300 | 989 | 511 | 425 | 1,375 | 1,800 | 401 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
600 Creek Road
|
Delanco, NJ | — | 2,125 | 6,504 | (5 | ) | 2,127 | 6,497 | 8,624 | 1,259 | 2007 | (l | ) | |||||||||||||||||||||||||||||||
|
1070 Thomas Busch Mem Hwy
|
Pennsauken, NJ | — | 1,054 | 2,278 | 318 | 1,084 | 2,566 | 3,650 | 449 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
1601 Schlumberger Drive
|
Moorestown, NJ | — | 560 | 2,240 | 733 | 608 | 2,925 | 3,533 | 335 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
St. Louis
|
||||||||||||||||||||||||||||||||||||||||||||
|
8921-8971
Fost Avenue
|
Hazelwood, MO | — | 431 | 2,479 | 437 | 431 | 2,916 | 3,347 | 983 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
9043-9083
Frost Avenue
|
Hazelwood, MO | — | 319 | 1,838 | 2,210 | 319 | 4,048 | 4,367 | 975 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
10431-10449
Midwest Industrial Blvd
|
Olivette, MO | — | 237 | 1,360 | 373 | 237 | 1,733 | 1,970 | 616 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
10751 Midwest Industrial Boulevard
|
Olivette, MO | — | 193 | 1,119 | 570 | 194 | 1,688 | 1,882 | 735 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
6951 N Hanley(d)
|
Hazelwood, MO | — | 405 | 2,295 | 1,480 | 419 | 3,761 | 4,180 | 1,139 | 1996 | (l | ) | ||||||||||||||||||||||||||||||||
|
1067 Warson-Bldg A
|
St. Louis, MO | — | 246 | 1,359 | 696 | 251 | 2,050 | 2,301 | 453 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
1067 Warson-Bldg B
|
St. Louis, MO | — | 380 | 2,103 | 1,975 | 388 | 4,070 | 4,458 | 809 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
1067 Warson-Bldg C
|
St. Louis, MO | — | 303 | 1,680 | 1,256 | 310 | 2,929 | 3,239 | 691 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
1067 Warson-Bldg D
|
St. Louis, MO | — | 353 | 1,952 | 949 | 360 | 2,894 | 3,254 | 605 | 2002 | (l | ) | ||||||||||||||||||||||||||||||||
|
6821-6857
Hazelwood Avenue
|
Berkeley, MO | 4,977 | 985 | 6,205 | 917 | 985 | 7,122 | 8,107 | 1,545 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
S-20
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
13701 Rider Trail North
|
Earth City, MO | — | 800 | 2,099 | 700 | 804 | 2,795 | 3,599 | 732 | 2003 | (l | ) | ||||||||||||||||||||||||||||||||
|
1908-2000
Innerbelt(d)
|
Overland, MO | — | 1,590 | 9,026 | 984 | 1,591 | 10,009 | 11,600 | 2,719 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
9060 Latty Avenue
|
Berkeley, MO | — | 687 | 1,947 | 30 | 694 | 1,970 | 2,664 | 938 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
21-25
Gateway Commerce Center
|
Edwardsville, IL | 24,416 | 1,874 | 31,958 | 191 | 1,928 | 32,095 | 34,023 | 3,052 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
601 Cannonball Lane
|
O’Fallon, MO | — | 584 | 2,336 | 522 | 595 | 2,847 | 3,442 | 208 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
6647 Romiss Court
|
St. Louis, MO | — | 230 | 681 | 72 | 241 | 742 | 983 | 97 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Tampa
|
||||||||||||||||||||||||||||||||||||||||||||
|
5313 Johns Road
|
Tampa, FL | — | 204 | 1,159 | 231 | 257 | 1,337 | 1,594 | 431 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5525 Johns Road
|
Tampa, FL | — | 192 | 1,086 | 355 | 200 | 1,433 | 1,633 | 478 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5709 Johns Road
|
Tampa, FL | — | 192 | 1,086 | 165 | 200 | 1,243 | 1,443 | 377 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5711 Johns Road
|
Tampa, FL | — | 243 | 1,376 | 172 | 255 | 1,536 | 1,791 | 470 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5453 W Waters Avenue
|
Tampa, FL | — | 71 | 402 | 135 | 82 | 526 | 608 | 153 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5455 W Waters Avenue
|
Tampa, FL | — | 307 | 1,742 | 390 | 326 | 2,113 | 2,439 | 643 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5553 W Waters Avenue
|
Tampa, FL | — | 307 | 1,742 | 423 | 326 | 2,146 | 2,472 | 659 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5501 W Waters Avenue
|
Tampa, FL | — | 215 | 871 | 446 | 242 | 1,290 | 1,532 | 380 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5503 W Waters Avenue
|
Tampa, FL | — | 98 | 402 | 162 | 110 | 552 | 662 | 159 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5555 W Waters Avenue
|
Tampa, FL | — | 213 | 1,206 | 215 | 221 | 1,413 | 1,634 | 416 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5557 W Waters Avenue
|
Tampa, FL | — | 59 | 335 | 44 | 62 | 376 | 438 | 111 | 1997 | (l | ) | ||||||||||||||||||||||||||||||||
|
5463 W Waters Avenue
|
Tampa, FL | — | 497 | 2,751 | 647 | 560 | 3,335 | 3,895 | 945 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
5461 W Waters
|
Tampa, FL | — | 261 | — | 1,438 | 265 | 1,434 | 1,699 | 436 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
5481 W. Waters Avenue
|
Tampa, FL | — | 558 | — | 2,496 | 561 | 2,493 | 3,054 | 596 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
4515-4519
George Road
|
Tampa, FL | 2,528 | 633 | 3,587 | 820 | 640 | 4,400 | 5,040 | 995 | 2001 | (l | ) | ||||||||||||||||||||||||||||||||
|
6089 Johns Road
|
Tampa, FL | 898 | 180 | 987 | 77 | 186 | 1,058 | 1,244 | 217 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6091 Johns Road
|
Tampa, FL | 715 | 140 | 730 | 134 | 144 | 860 | 1,004 | 187 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6103 Johns Road
|
Tampa, FL | 1,133 | 220 | 1,160 | 148 | 226 | 1,302 | 1,528 | 253 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6201 Johns Road
|
Tampa, FL | 1,028 | 200 | 1,107 | 124 | 205 | 1,226 | 1,431 | 278 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6203 Johns Road
|
Tampa, FL | 1,314 | 300 | 1,460 | 118 | 311 | 1,567 | 1,878 | 446 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6205 Johns Road
|
Tampa, FL | 1,342 | 270 | 1,363 | 75 | 278 | 1,430 | 1,708 | 213 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6101 Johns Road
|
Tampa, FL | 901 | 210 | 833 | 107 | 216 | 934 | 1,150 | 238 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
4908 Tampa West Blvd
|
Tampa, FL | — | 2,622 | 8,643 | (337 | ) | 2,635 | 8,293 | 10,928 | 1,592 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
7201-7245
Bryan Dairy Road(d)
|
Largo, FL | — | 1,895 | 5,408 | 570 | 1,879 | 5,994 | 7,873 | 984 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
11701 Belcher Road South
|
Largo, FL | — | 1,657 | 2,768 | 628 | 1,669 | 3,384 | 5,053 | 551 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
4900-4914
Creekside Drive(h)
|
Clearwater, FL | — | 3,702 | 7,338 | 645 | 3,730 | 7,955 | 11,685 | 1,276 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
12345 Starkey Road
|
Largo, FL | — | 898 | 2,078 | 395 | 905 | 2,466 | 3,371 | 374 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
S-21
Table of Contents
|
(c)
|
||||||||||||||||||||||||||||||||||||||||||||
|
Costs
|
||||||||||||||||||||||||||||||||||||||||||||
|
Capitalized
|
||||||||||||||||||||||||||||||||||||||||||||
|
Subsequent to
|
||||||||||||||||||||||||||||||||||||||||||||
|
Acquisition or
|
Gross Amount Carried
|
|||||||||||||||||||||||||||||||||||||||||||
|
(b)
|
Completion
|
At Close of Period 12/31/09 |
Accumulated
|
Year
|
Depreciable
|
|||||||||||||||||||||||||||||||||||||||
|
Location
|
(a)
|
Initial Cost |
and Valuation
|
Building and
|
Depreciation
|
Acquired/
|
Lives
|
|||||||||||||||||||||||||||||||||||||
|
Building Address
|
(City/State)
|
Encumbrances | Land | Buildings | Provision | Land | Improvements | Total | 12/31/2009 | Constructed | (Years) | |||||||||||||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||||||||||||||||
|
Toronto
|
||||||||||||||||||||||||||||||||||||||||||||
|
135 Dundas Street
|
Cambridge, ON | — | 3,128 | 4,958 | (700 | ) | 3,179 | 4,207 | 7,386 | 1,420 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
678 Erie Street
|
Stratford, ON | — | 786 | 557 | (236 | ) | 829 | 278 | 1,107 | 205 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
114 Packham Rd
|
Stratford, ON | — | 1,000 | 3,526 | 525 | 1,012 | 4,039 | 5,051 | 1,275 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Other
|
||||||||||||||||||||||||||||||||||||||||||||
|
3501 Maple Street
|
Abilene, TX | — | 67 | 1,057 | 1,478 | 266 | 2,336 | 2,602 | 1,269 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
4200 West Harry Street(e)
|
Wichita, KS | — | 193 | 2,224 | 1,777 | 532 | 3,662 | 4,194 | 2,407 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
5050 Kendrick Court
|
Grand Rapids, MI | — | 1,721 | 11,433 | 7,579 | 1,721 | 19,012 | 20,733 | 7,310 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
5015 52nd Street SE
|
Grand Rapids, MI | — | 234 | 1,321 | 70 | 234 | 1,391 | 1,625 | 547 | 1994 | (l | ) | ||||||||||||||||||||||||||||||||
|
2250 Delaware Ave
|
Des Moines, IA | — | 277 | 1,609 | 591 | 277 | 2,200 | 2,477 | 598 | 1998 | (l | ) | ||||||||||||||||||||||||||||||||
|
9601A Dessau Road
|
Austin, TX | 1,139 | 255 | — | 1,782 | 366 | 1,671 | 2,037 | 421 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
9601C Dessau Road
|
Austin, TX | 1,406 | 248 | — | 2,265 | 355 | 2,158 | 2,513 | 967 | 1999 | (l | ) | ||||||||||||||||||||||||||||||||
|
9601B Dessau Road
|
Austin, TX | 1,175 | 248 | — | 1,852 | 355 | 1,745 | 2,100 | 459 | 2000 | (l | ) | ||||||||||||||||||||||||||||||||
|
6266 Hurt Road
|
Horn Lake, MS | — | 427 | — | 3,537 | 427 | 3,537 | 3,964 | 361 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6266 Hurt Road Building B
|
Horn Lake, MS | — | — | — | 868 | 99 | 769 | 868 | 180 | 2004 | (l | ) | ||||||||||||||||||||||||||||||||
|
6301 Hazeltine National Drive
|
Orlando, FL | 4,090 | 909 | 4,613 | 262 | 920 | 4,864 | 5,784 | 921 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
12626 Silicon Drive
|
San Antonio, TX | 3,270 | 768 | 3,448 | 266 | 779 | 3,703 | 4,482 | 798 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
3100 Pinson Valley Parkway
|
Birmingham, AL | — | 303 | 742 | 22 | 310 | 757 | 1,067 | 161 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
1021 W. First Street, Hwy 93
|
Sumner, IA | — | 99 | 2,540 | (96 | ) | 101 | 2,442 | 2,543 | 538 | 2005 | (l | ) | |||||||||||||||||||||||||||||||
|
1245 N. Hearne Avenue
|
Shreveport, LA | — | 99 | 1,263 | 34 | 102 | 1,294 | 1,396 | 326 | 2005 | (l | ) | ||||||||||||||||||||||||||||||||
|
10330 I Street
|
Omaha, NE | — | 1,808 | 8,340 | 15 | 1,809 | 8,354 | 10,163 | 2,450 | 2006 | (l | ) | ||||||||||||||||||||||||||||||||
|
3200 Pond Station
|
Jefferson County, KY | — | 2,074 | — | 9,679 | 2,119 | 9,634 | 11,753 | 654 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Ozburn Hessey Logistics
|
Winchester, VA | — | 2,320 | — | 10,855 | 2,401 | 10,774 | 13,175 | 689 | 2007 | (l | ) | ||||||||||||||||||||||||||||||||
|
Pure Fishing BTS
|
Kansas City, MO | — | 4,152 | — | 13,602 | 4,228 | 13,526 | 17,754 | 411 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
600 Greene Drive
|
Greenville, KY | — | 294 | 8,570 | 3 | 296 | 8,571 | 8,867 | 1,462 | 2008 | (l | ) | ||||||||||||||||||||||||||||||||
|
Redevelopments /Developments / Developable Land(j)
|
— | 183,630 | 1,048 | 7,675 | (m) | 186,848 | 5,508 | 192,356 | 340 | |||||||||||||||||||||||||||||||||||
|
Total
|
$ | 402,057 | $ | 753,454 | $ | 1,860,763 | $ | 712,694 | $ | 767,724 | (k) | $ | 2,559,190 | (k) | $ | 3,326,914 | $ | 597,461 | (k) | |||||||||||||||||||||||||
S-22
Table of Contents
NOTES:
| (a) | See description of encumbrances in Note 6 to Notes to Consolidated Financial Statements. |
| (b) | Initial cost for each respective property is tangible purchase price allocated in accordance with FASB’s guidance on business combinations. | |
| (c) | Improvements are net of write-off of fully depreciated assets. | |
| (d) | Comprised of two properties. | |
| (e) | Comprised of three properties. | |
| (f) | Comprised of four properties. | |
| (g) | Comprised of five properties. | |
| (h) | Comprised of eight properties. | |
| (i) | Comprised of 28 properties. | |
| (j) | These properties represent developable land and redevelopments that have not been placed in service. | |
| (k) |
|
Gross Amount
|
||||||||||||
|
Amounts
|
Carried At
|
|||||||||||
|
Included
|
Amounts Within
|
Close of Period
|
||||||||||
|
in Real Estate
|
Net Investment
|
December 31,
|
||||||||||
| Held for Sale | in Real Estate* | 2009* | ||||||||||
|
Land
|
$ | 16,245 | $ | 751,479 | $ | 767,724 | ||||||
|
Buildings & Improvements
|
15,617 | 2,543,573 | 2,559,190 | |||||||||
|
Accumulated Depreciation
|
(2,566 | ) | (594,895 | ) | (597,461 | ) | ||||||
|
Subtotal
|
29,296 | 2,700,157 | 2,729,453 | |||||||||
|
Construction in Progress
|
— | 24,712 | 24,712 | |||||||||
|
Net Investment in Real Estate
|
29,296 | 2,724,869 | 2,754,165 | |||||||||
|
Leasing Commissions, Net, Deferred Leasing Intangibles, Net and
Deferred Rent Receivable, Net
|
8,009 | |||||||||||
|
Total at December 31, 2009
|
$ | 37,305 | ||||||||||
| * | Amounts exclude $60,160 of above market and other deferred leasing intangibles, net. |
| (l) | Depreciation is computed based upon the following estimated lives: |
|
Buildings and Improvements
|
8 to 50 years | |
|
Tenant Improvements, Leasehold Improvements
|
Life of lease |
| (m) | Includes foreign currency translation adjustments. |
S-23
Table of Contents
At December 31, 2009, the aggregate cost of land and
buildings and equipment for federal income tax purpose was
approximately $3.1 billion (excluding construction in
progress.)
The changes in total real estate assets, including real estate
held for sale, for the three years ended December 31, 2009
are as follows:
| 2009 | 2008 | 2007 | ||||||||||
| (Dollars in thousands) | ||||||||||||
|
Balance, Beginning of Year
|
$ | 3,406,729 | $ | 3,365,500 | $ | 3,331,382 | ||||||
|
Acquisition of Real Estate Assets
|
208 | 319,431 | 440,664 | |||||||||
|
Construction Costs and Improvements
|
47,716 | 186,997 | 237,135 | |||||||||
|
Disposition of Real Estate Assets
|
(73,015 | ) | (429,106 | ) | (619,785 | ) | ||||||
|
Write-off of Fully Depreciated Assets
|
(30,012 | ) | (36,093 | ) | (23,896 | ) | ||||||
|
Balance, End of Year
|
$ | 3,351,626 | $ | 3,406,729 | $ | 3,365,500 | ||||||
The changes in accumulated depreciation, including accumulated
depreciation for real estate held for sale, for the three years
ended December 31, 2009 are as follows:
| 2009 | 2008 | 2007 | ||||||||||
|
Balance, Beginning of Year
|
$ | 524,865 | $ | 512,781 | $ | 473,882 | ||||||
|
Depreciation for Year
|
112,241 | 114,795 | 121,714 | |||||||||
|
Disposition of Assets
|
(9,633 | ) | (66,618 | ) | (58,919 | ) | ||||||
|
Write-off of Fully Depreciated Assets
|
(30,012 | ) | (36,093 | ) | (23,896 | ) | ||||||
|
Balance, End of Year
|
$ | 597,461 | $ | 524,865 | $ | 512,781 | ||||||
S-24
Table of Contents
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.
FIRST INDUSTRIAL REALTY TRUST, INC.
| By: |
/s/ Bruce
W. Duncan
|
Bruce W. Duncan
President, Chief Executive Officer and Director
(Principal Executive Officer)
Date: March 1, 2010
| By: |
/s/ Scott
A. Musil
|
Scott A. Musil
Chief Financial and Accounting Officer
(Principal Financial and Accounting Officer)
Date: March 1, 2010
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the
dates indicated.
|
Signature
|
Title
|
Date
|
||||
|
/s/ W.
Edwin Tyler
|
Chairman of the Board of Directors | March 1, 2010 | ||||
|
/s/ Bruce
W. Duncan
|
President, Chief Executive Officer and Director | March 1, 2010 | ||||
|
/s/ Michael
G. Damone
|
Director of Strategic Planning and Director | March 1, 2010 | ||||
|
/s/ H.
Patrick Hackett, Jr.
|
Director | March 1, 2010 | ||||
|
/s/ Kevin
W. Lynch
|
Director | March 1, 2010 | ||||
|
/s/ John
E. Rau
|
Director | March 1, 2010 | ||||
|
/s/ Jay
H. Shidler
|
Director | March 1, 2010 | ||||
|
/s/ Robert
J. Slater
|
Director | March 1, 2010 | ||||
|
/s/ J.
Steven Wilson
|
Director | March 1, 2010 | ||||
S-25
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Sec CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. ReservedPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10, 11, 12, 13 and 14Part IVItem 15. Exhibits and Financial Statement Schedules