Toggle SGML Header (+)


Section 1: 8-K (8-K)

8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
February 17, 2016

URBAN EDGE PROPERTIES
(Exact name of Registrant as specified in its charter)
Maryland
 
No. 001-36523
 
47-6311266
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)
 
888 Seventh Avenue
 
 
New York, NY 10019
 
 
(Address of Principal Executive offices) (Zip Code)
 
Registrant’s telephone number including area code: (212) 956-2556
 
Former name or former address, if changed since last report: N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.):
o  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 2.02 Results of Operations and Financial Condition

On February 17, 2016, Urban Edge Properties (the "Company") announced its financial results for the three and twelve months ended December 31, 2015. A copy of the Company's earnings press release is furnished as Exhibit 99.1 to this report on Form 8-K. A copy of the Company's Supplemental Disclosure Package is furnished as Exhibit 99.2 to this report on Form 8-K. The information contained in this report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed "filed" with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

Item 7.01 Regulation FD Disclosure

On February 17, 2016, the Company announced its financial results for the three and twelve months ended December 31, 2015 and made available on its website the press release and Supplemental Disclosure Package described in Item 2.02 above. The information contained in this report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed "filed" with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:
99.1 - Earnings Press Release of Urban Edge Properties dated February 17, 2016.
99.2 - Supplemental Disclosure Package of Urban Edge Properties as of December 31, 2015.






SIGNATURE

Pursuant to the requirements 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.

 
 
URBAN EDGE PROPERTIES
 
 
(Registrant)
 
 
 
 
 
 
Date: February 17, 2016
By:
/s/ Mark Langer
 
 
Mark Langer, Executive Vice President and Chief Financial Officer







INDEX TO EXHIBITS

Exhibit Number
 
Document
 
 
 
99.1
 
Earnings Press Release of Urban Edge Properties dated February 17, 2016
99.2
 
Supplemental Disclosure Package of Urban Edge Properties as of December 31, 2015



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


 
Exhibit 99.1
 
 
 
 
Urban Edge Properties
For additional information:
888 Seventh Avenue
Mark Langer, EVP and
New York, NY 10019
Chief Financial Officer
212-956-2556
 
 
 
 
 
 
 
 
 
FOR IMMEDIATE RELEASE:
 
 
 
 
Urban Edge Properties Reports Fourth Quarter and Full Year 2015 Operating Results


                                    
NEW YORK, NY, February 17, 2016 - Urban Edge Properties (NYSE:UE) (the "Company") announced today its financial results for the three and twelve months ended December 31, 2015.

Highlights of the Quarter and Full Year include:
Generated Recurring Funds from Operations of $0.31 per diluted share for the quarter, and $1.21 per diluted share for the twelve months ended December 31, 2015
Generated Funds from Operations ("FFO") of $0.30 per diluted share for the quarter and $0.93 per diluted share for the twelve months ended December 31, 2015
Increased same-property Net Operating Income (“NOI”) by 5.3% (5.2% including properties in redevelopment) as compared to the fourth quarter of 2014, and by 4.1% (4.0% including properties in redevelopment) for the twelve months ended December 31, 2015 as compared to the same period in 2014
Increased same-property retail portfolio occupancy by 90 basis points to 97.2% as compared to December 31, 2014 and by 60 basis points as compared to September 30, 2015
Consolidated retail portfolio occupancy increased by 40 basis points to 96.2% as compared to December 31, 2014 and by 10 basis points compared to September 30, 2015
Executed 28 new leases, renewals, and options during the quarter totaling 360,000 square feet. Same-space leases totaled 316,500 square feet at an average rent spread of 9.0%.
Increased active development, redevelopment and anchor repositioning projects to $122.8 million, up $17.1 million since September 30, 2015. Expecting to generate an unleveraged yield of approximately 12% on these projects.
Shadow development and redevelopment pipeline consists of approximately $200.0 million of projects to be completed over the next several years. Expecting to generate an unleveraged yield of approximately 8% on these projects.
Acquired Pan Bay Center, a 46,000 square foot neighborhood street retail and office property located in Queens, New York for $27.0 million on December 23, 2015.
Ended the quarter with $169.0 million cash and cash equivalents and no amounts drawn on the $500 million revolving credit facility

Financial Highlights:
Recurring FFO was $32.7 million, or $0.31 per diluted share, for the fourth quarter of 2015 and was $127.9 million, or $1.21 per diluted share, for the twelve months ended December 31, 2015.
FFO was $31.7 million, or $0.30 per diluted share, for the fourth quarter of 2015 which includes $1.6 million of transaction costs and $0.7 million of severance costs, offset by $0.7 million of tenant bankruptcy settlement income and $0.5 million of real estate tax settlement income related to prior periods. FFO was $98.0 million, or $0.93 per diluted share, for the twelve months ended December 31, 2015 and includes $29.0 million of transaction costs and one-time equity awards associated with our spin-off from Vornado, $2.2 million of other transaction costs including costs associated with the acquisition of Pan Bay, $1.4 million of environmental remediation costs, $1.0 million of debt restructuring costs and $0.7 million of severance costs, partially offset by $3.7 million of tenant bankruptcy settlement income and $0.5 million of real estate tax settlement income related to prior periods.

1



Net income attributable to common shareholders was $15.2 million, or $0.15 per diluted share, for the quarter ended December 31, 2015, and $38.8 million, or $0.39 per diluted share, for the twelve months ended December 31, 2015. A reconciliation of net income attributable to common shareholders to FFO and the reconciling components of FFO to Recurring FFO are provided in the tables accompanying this press release.

Operating Highlights:
Same-property NOI increased 5.3% for the fourth quarter of 2015 as compared to the fourth quarter of 2014 due to higher occupancy, new rent commencements, contractual rent increases, higher recoveries and lower landlord expenses. Same-property NOI increased 4.1% for the twelve months ended December 31, 2015 as compared to the same period of 2014. Same-property NOI growth benefited from $0.7 million of non-recurring landlord costs associated with deferred maintenance on vacancies incurred in the fourth quarter of 2014. Excluding these costs, same-property NOI would have increased 3.7% in the fourth quarter of 2015 as compared to the fourth quarter of 2014 and would have increased 3.8% for the twelve months ended December 31, 2015 as compared to the same period in 2014. No such landlord costs were incurred prior to the fourth quarter of 2014.
Same-property NOI including properties under redevelopment increased 5.2% for the fourth quarter of 2015 as compared to the fourth quarter in 2014. Same-property NOI including properties under redevelopment increased 4.0% for the twelve months ended December 31, 2015 as compared to the same period of 2014. Excluding the impact of the previously described expenses incurred in the fourth quarter of 2014, same-property NOI including properties under redevelopment would have increased 3.8% for the fourth quarter of 2015 as compared to the fourth quarter in 2014 and would have increased 3.6% for the twelve months ended December 31, 2015 as compared to the same period in 2014. A reconciliation of income before income taxes to same-property NOI is provided in the tables accompanying this press release.
On a same-property basis, retail portfolio occupancy was 97.2%, up 90 basis points compared to December 31, 2014, and up 60 basis points as compared to September 30, 2015. As of December 31, 2015, occupancy for the Company’s consolidated retail portfolio was 96.2%, up 40 basis points compared to December 31, 2014, and up 10 basis points compared to September 30, 2015.
During the fourth quarter of 2015, the Company executed 28 new leases, renewals and options totaling 360,000 square feet. On a same-space basis, 24 leases were executed comprising 316,500 square feet at an average rental rate of $24.18 per square foot, resulting in an average increase of 9.0% from prior cash rents (excluding the impact of straight-line rents). Noteworthy leases executed during the fourth quarter of 2015 include 99 Ranch at Hackensack (60,000 sf), Home Depot renewal and expansion at Freeport (155,000 sf), Petsmart at Garfield (18,000 sf), AAA at North Plainfield (9,000 sf) and Z Gallerie at Walnut Creek (7,000 sf).
For the twelve months ended December 31, 2015, the Company executed 91 leases representing 1,025,000 square feet on a same space basis at a weighted average increase of 8.5% from prior cash rents.

Development, Redevelopment and Anchor Repositioning:
The Company had approximately $122.8 million of active development, redevelopment and anchor repositioning projects underway of which $91.0 million remains to be funded as of December 31, 2015. Active development, redevelopment and anchor repositioning projects increased $17.1 million during the quarter ended December 31, 2015 related to new pad development projects at North Plainfield, NJ and Glen Burnie, MD, as well as anchor repositioning at Hackensack, NJ, Walnut Creek (Mt. Diablo), CA, Freeport, NY and East Hanover, NJ. The Company is expecting to generate an unleveraged yield of approximately 12% on these projects.
The Company continues to focus on its redevelopment pipeline, which includes approximately $200.0 million of planned expansions and renovations the Company expects to complete over the next several years. The Company is expecting to generate an unleveraged yield of approximately 8% on these projects.

Balance Sheet Highlights:
At December 31, 2015, the Company’s total market capitalization (including debt and equity) was $3.7 billion comprised of 105.4 million shares of common shares outstanding (on a fully diluted basis) valued at approximately $2.5 billion and approximately $1.2 billion of debt. The Company's ratio of net debt (net of cash) to total market capitalization was 28.9%. The Company's net debt to annualized Adjusted Earnings before interest, tax, depreciation and amortization ("EBITDA") was 5.8x as of December 31, 2015. At December 31, 2015, the Company had approximately $169.0 million of cash and cash equivalents on hand and nothing drawn on its $500.0 million revolving credit facility.



2



Non-GAAP Financial Measures
The Company believes FFO (combined with the primary GAAP presentations) is a useful, supplemental measure of its operating performance that is a recognized metric used extensively by the real estate industry and, in particular REITs. The National Association of Real Estate Investment Trusts ("NAREIT") stated in its April 2002 White Paper on FFO, "Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry investors have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves." The Company also believes that Recurring FFO is a useful supplemental measure of its core operating performance that facilitates comparability of historical financial periods. FFO, as defined by NAREIT and the Company, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of, or impairment charges related to, depreciable operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. The Company makes certain adjustments to FFO, which it refers to as Recurring FFO, to account for items it does not believe are representative of ongoing operating results, including transaction costs associated with acquisition and disposition activity and non-recurring revenue and expenses. The Company believes that financial analysts, investors and stockholders are better served by the presentation of comparable period operating results generated from its FFO and Recurring FFO measures. The Company's method of calculating FFO and Recurring FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
The Company uses NOI, which is a non-GAAP financial measure, internally as a performance measure and believes NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level and when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates and operating costs on an unleveraged basis, providing perspective not immediately apparent from our operating income or net income.
In this release, the Company has provided NOI on a same-property basis, which includes the results of properties that were owned and operated for the entirety of the reporting periods being compared. Information on a same-property basis excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area is taken out of service and properties acquired, sold, or are in the foreclosure process during the periods being compared. While there is judgment surrounding changes in designations, a property is removed from the same-property pool when a property is considered to be a redevelopment property because it is undergoing significant renovation or retenanting pursuant to a formal plan and is expected to have a significant impact on property operating income based on the retenanting that is occurring. A development or redevelopment property is moved back to the same-property pool once a substantial portion of the growth expected from the development or redevelopment is reflected in both the current and comparable prior year period, generally the first full year in which the property is 90% leased. Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. The Company has also provided NOI on a same-property basis adjusted to include redevelopment properties. The Company calculates same-property NOI using operating income as defined by GAAP reflecting only those income and expense items that are incurred at the property level, adjusted for the following items: lease termination fees, bankruptcy settlement income, non-cash rental income and ground rent expense and income or expenses that we do not believe are representative of ongoing operating results, if any.
Earnings before interest, tax, depreciation and amortization ("EBITDA") and Adjusted EBITDA are supplemental, non-GAAP measures utilized in various financial ratios. EBITDA and Adjusted EBITDA are presented to assist investors in the evaluation of REITs and as a measure of the Company's operational performance as they exclude various items that do not relate to or are not indicative of our operating performance. Accordingly, the Company believes that the use of EBITDA and Adjusted EBITDA as opposed to income before income taxes in various ratios, provides a meaningful performance measure as it relates to the Company's ability to meet various coverage tests for the stated periods.
FFO, Recurring FFO, NOI, same-property NOI, EBITDA and Adjusted EBITDA are presented to assist investors in analyzing the Company’s operating performance. Neither FFO nor Recurring FFO (i) represents cash flow from operations as defined by GAAP, (ii) is indicative of cash available to fund all cash flow needs, including the ability to make distributions, (iii) is an alternative to cash flow as a measure of liquidity, or (iv) should be considered as an alternative to net income (which is determined in accordance with GAAP) for purposes of evaluating the Company’s operating performance. The Company believes net income attributable to common shareholders is the most directly comparable GAAP financial measure to FFO and Recurring FFO while income before income taxes is the most directly comparable GAAP financial measure to NOI and same-property NOI and net income (loss) is the most directly comparable GAAP financial measure to EBITDA and Adjusted EBITDA. Reconciliations of these measures to their respective comparable GAAP measures have been provided in the tables accompanying this press release.

3



ADDITIONAL INFORMATION
For a copy of the Company’s supplemental disclosure package, please access the "Investors" section of UE’s website at www.uedge.com. Our website also includes other financial information, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports.

ABOUT URBAN EDGE
Urban Edge Properties is a NYSE listed real estate investment trust focused on managing, acquiring, developing, and redeveloping retail real estate in urban communities, primarily in the New York metropolitan region. Urban Edge owns 84 properties totaling 14.8 million square feet of gross leasable area.

FORWARD-LOOKING STATEMENTS
Certain statements contained in this Press Release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximates,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “would,” “may” or other similar expressions in this Press Release. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict; these factors include, among others, the Company's ability to complete its active development and redevelopment projects, the Company's ability to engage in the projects in its planned expansion and redevelopment pipeline and the Company's ability to achieve the estimated unleveraged returns for such projects. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2014, as amended.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Press Release. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Press Release.




4



URBAN EDGE PROPERTIES
CONSOLIDATED AND COMBINED BALANCE SHEETS
(Amounts in thousands, except share and per share amounts) 
 
December 31,
 
December 31,
 
2015
 
2014
ASSETS
 
 
 

Real estate, at cost:
 

 
 

Land
$
389,080

 
$
378,096

Buildings and improvements
1,630,539

 
1,632,228

Construction in progress
61,147

 
8,545

Furniture, fixtures and equipment
3,876

 
3,935

Total
2,084,642

 
2,022,804

Accumulated depreciation and amortization
(509,112
)
 
(467,503
)
Real estate, net
1,575,530

 
1,555,301

Cash and cash equivalents
168,983

 
2,600

Cash held in escrow and restricted cash
9,042

 
9,967

Tenant and other receivables, net of allowance for doubtful accounts of $1,926 and $2,432, respectively
10,364

 
11,424

Receivable arising from the straight-lining of rents, net of allowance for doubtful accounts of $148 and $0, respectively
88,778

 
89,199

Identified intangible assets, net of accumulated amortization of $22,090 and $20,672, respectively
33,953

 
34,775

Deferred leasing costs, net of accumulated amortization of $12,987 and $12,121, respectively
18,455

 
17,653

Prepaid expenses and other assets
10,988

 
10,257

Deferred financing costs, net of accumulated amortization of $709 and $0, respectively
2,838

 

Total assets
$
1,918,931

 
$
1,731,176

 
 
 
 
LIABILITIES AND EQUITY
 

 
 

Liabilities:
 
 
 
Mortgages payable, net of unamortized debt issuance costs of $8,282 and $10,353, respectively
$
1,233,983

 
$
1,278,182

Identified intangible liabilities, net of accumulated amortization of $65,220 and $62,395, respectively
154,855

 
160,667

Accounts payable and accrued expenses
45,331

 
26,924

Other liabilities
13,308

 
6,540

Total liabilities
1,447,477

 
1,472,313

Commitments and contingencies
 
 
 
Shareholders’ equity:
 
 
 
Common shares: $0.01 par value; 500,000,000 shares authorized and 99,290,952 shares issued and outstanding
993

 

Additional paid-in capital
475,369

 

Accumulated earnings (deficit)
(38,442
)
 

Noncontrolling interests:
 
 
 
Redeemable noncontrolling interests
33,177

 

Noncontrolling interest in consolidated subsidiaries
357

 
341

Vornado equity

 
258,522

Total equity
471,454

 
258,863

Total liabilities and equity
$
1,918,931

 
$
1,731,176


5



URBAN EDGE PROPERTIES
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME
(Unaudited, in thousands, except per share data)
 
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2015
 
2014
 
2015
 
2014
REVENUE
 

 
 

 
 
 
 
Property rentals
$
58,790

 
$
59,417

 
$
231,867

 
$
232,592

Tenant expense reimbursements
20,675

 
20,136

 
84,617

 
81,887

Management and development fees
482

 
137

 
2,261

 
535

Other income
675

 
118

 
4,200

 
662

Total revenue
80,622

 
79,808

 
322,945

 
315,676

EXPENSES
 

 
 

 
 
 
 
Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

Real estate taxes
11,743

 
12,605

 
49,311

 
49,835

Property operating
12,593

 
13,015

 
50,595

 
51,988

General and administrative
6,541

 
3,545

 
32,044

 
17,820

Ground rent
2,523

 
2,501

 
10,129

 
10,304

Transaction costs
1,574

 
3,921

 
24,011

 
8,604

Provision for doubtful accounts
387

 
278

 
1,526

 
1,032

Total expenses
51,046

 
49,074

 
224,869

 
193,236

Operating income
29,576

 
30,734

 
98,076

 
122,440

Interest income
49

 
9

 
150

 
35

Interest and debt expense
(13,563
)
 
(14,389
)
 
(55,584
)
 
(54,960
)
Income before income taxes
16,062

 
16,354

 
42,642

 
67,515

Income tax expense
105

 
(146
)
 
(1,294
)
 
(1,721
)
Net income
16,167

 
16,208

 
41,348

 
65,794

Less net income attributable to noncontrolling interests in:
 
 
 
 
 
 
 
Operating partnership
(942
)
 

 
(2,547
)
 

Consolidated subsidiaries
1

 
(6
)
 
(16
)
 
(22
)
Net income attributable to common shareholders
$
15,226

 
$
16,202

 
$
38,785

 
$
65,772

 
 
 
 
 
 
 
 
Earnings per common share - Basic:
$
0.15

 
$
0.16

 
$
0.39

 
$
0.66

Earnings per common share - Diluted:
$
0.15

 
$
0.16

 
$
0.39

 
$
0.66

Weighted average shares outstanding - Basic
99,256

 
99,248

 
99,252

 
99,248

Weighted average shares outstanding - Diluted
99,291

 
99,248

 
99,278

 
99,248



6



Reconciliation of Net Income Attributable to Common Shareholders to FFO and Recurring FFO

The following table reflects the reconciliation of FFO and Recurring FFO to net income attributable to common shareholders, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015.
 
Three Months Ended December 31, 2015
 
Twelve Months Ended December 31, 2015
 
(in thousands)
 
(in thousands)
Net income attributable to common shareholders
$
15,226

 
$
38,785

Adjustments:
 
 
 
Rental property depreciation and amortization
15,517

 
56,619

Limited partnership interests in operating partnership
942

 
2,547

FFO Applicable to diluted common shareholders
31,685

 
97,951

FFO per diluted common share(1)
0.30

 
0.93

 
 
 
 
Transaction costs
1,574

 
24,011

One-time equity awards related to the spin-off

 
7,143

Environmental remediation costs

 
1,379

Severance costs
693

 
693

Tenant bankruptcy settlement income
(704
)
 
(3,738
)
Real estate tax settlement income related to prior periods
(532
)
 
(532
)
Debt restructuring expenses

 
1,034

Recurring FFO Applicable to diluted common shareholders
$
32,716

 
$
127,941

Recurring FFO per diluted common share(1)
$
0.31

 
$
1.21

 
 
 
 
Weighted average diluted common shares(1)
105,441

 
105,375


(1) Weighted average diluted shares used to calculate FFO per share and Recurring FFO per share for all periods presented is higher than the GAAP weighted average diluted shares as a result of the dilutive impact of the 6.1 million Operating Partnership and LTIP units which are redeemable into our common shares. These redeemable units are not included in the weighted average diluted share count for the periods presented for GAAP purposes because their inclusion is anti-dilutive.

FFO and Recurring FFO are non-GAAP financial measures. The Company believes that FFO, as defined by NAREIT, is a widely used and appropriate supplemental measure of operating performance for REITs, and that it provides a relevant basis for comparison among REITs. The Company believes that Recurring FFO provides additional comparability between historical financial periods. Refer to “Non-GAAP Financial Measures” above.
 


7



Reconciliation of Income before Income Taxes to NOI and Same-Property NOI

The following table reflects the reconciliation of NOI, same-property NOI (with and without redevelopment) to income before income taxes, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015 and 2014.

 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(Amounts in thousands)
2015
 
2014
 
2015
 
2014
Income before income taxes
$
16,062

 
$
16,354

 
$
42,642

 
$
67,515

  Interest income
(49
)
 
(9
)
 
(150
)
 
(35
)
  Interest and debt expense
13,563

 
14,389

 
55,584

 
54,960

Operating income
29,576

 
30,734

 
98,076

 
122,440

Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

General and administrative expense
6,541

 
3,545

 
32,044

 
17,820

Transaction costs
1,574

 
3,921

 
24,011

 
8,604

Subtotal
53,376

 
51,409

 
211,384

 
202,517

    Less: non-cash rental income
(1,727
)
 
(3,555
)
 
(7,468
)
 
(10,880
)
    Add: non-cash ground rent expense
331

 
355

 
1,346

 
1,531

NOI
51,980

 
48,209

 
205,262

 
193,168

Adjustments:
 
 
 
 
 
 
 
NOI related to properties being redeveloped
(3,868
)
 
(3,711
)
 
(16,039
)
 
(15,598
)
Tenant bankruptcy settlement and lease termination income
(815
)
 

 
(4,022
)
 
(260
)
Environmental remediation costs

 
(272
)
 
1,379

 
(272
)
Real estate tax settlement income related to prior periods
(532
)
 

 
(532
)
 

NOI related to properties acquired, disposed, or in foreclosure
(177
)
 
(62
)
 
(611
)
 
(471
)
Management and development fee income from non-owned properties
(482
)
 
(137
)
 
(2,261
)
 
(535
)
Other
101

 
(144
)
 
(69
)
 
(53
)
    Subtotal adjustments
(5,773
)
 
(4,326
)
 
(22,155
)
 
(17,189
)
Same-property NOI
$
46,207

 
$
43,883

 
$
183,107

 
$
175,979

Adjustments:

 

 

 

NOI related to properties being redeveloped
3,868

 
3,711

 
16,039

 
15,598

Same-property NOI including properties in redevelopment
$
50,075

 
$
47,594

 
$
199,146

 
$
191,577


NOI and same-property NOI are non-GAAP financial measures. The Company believes that same-property NOI is a widely used and appropriate supplemental measure of operating performance for comparison among REITs. Refer to “Non-GAAP Financial Measures” above.


8



Reconciliation of Net Income to EBITDA and Adjusted EBITDA

The following table reflects the reconciliation of EBITDA and Adjusted EBITDA to net income, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015 and 2014.
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(Amounts in thousands)
2015
 
2014
 
2015
 
2014
Net income
$
16,167

 
$
16,208

 
$
41,348

 
$
65,794

Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

Interest and debt expense
13,563

 
14,389

 
55,584

 
54,960

Income tax expense
(105
)
 
146

 
1,294

 
1,721

EBITDA
45,310

 
43,952

 
155,479

 
176,128

Adjustments for Adjusted EBITDA:
 
 
 
 
 
 
 
Transaction costs
1,574

 
3,921

 
24,011

 
8,604

One-time equity awards related to the spin-off

 

 
7,143

 

Environmental remediation costs

 

 
1,379

 

Severance costs
693

 

 
693

 

Tenant bankruptcy settlement income
(704
)
 

 
(3,738
)
 

Real estate tax settlement income related to prior periods
(532
)
 

 
(532
)
 

Adjusted EBITDA
$
46,341

 
$
47,873

 
$
184,435

 
$
184,732

 
 
 
 
 
 
 
 


9
(Back To Top)

Section 3: EX-99.2 (EXHIBIT 99.2)

Exhibit

Exhibit 99.2




 
 
URBAN EDGE PROPERTIES
 
SUPPLEMENTAL DISCLOSURE
PACKAGE
 
December 31, 2015
 
 







 
 
 
 
Urban Edge Properties
888 7th Avenue, New York, NY 10019
NY Office: 212-956-2556
www.uedge.com
 







URBAN EDGE PROPERTIES
SUPPLEMENTAL DISCLOSURE
December 31, 2015
(unaudited)
 
 
TABLE OF CONTENTS
 
Page
Press Release
 
Fourth Quarter 2015 Earnings Press Release
1
Disclosures
8
 
 
Overview
 
Summary Financial Results and Ratios
10
 
 
Consolidated and Combined Financial Statements
 
Consolidated and Combined Balance Sheets
11
Consolidated and Combined Statements of Income
12
 
 
Non-GAAP Financial Measures and Supplemental Data
 
Supplemental Schedule of Net Operating Income
13
Earnings Before Interest, Taxes, Depreciation and Amortization
14
Consolidated Statements of Funds from Operations
15
Market Capitalization, Debt Ratios and Liquidity
16
Additional Disclosures
17
 
 
Leasing Data
 
Tenant Concentration - Top Twenty-Five Tenants
18
Leasing Activity
19
Retail Portfolio Lease Expiration Schedules
20
 
 
Property Data
 
Property Status Report
22
Property Acquisitions and Dispositions
26
Development, Redevelopment and Anchor Repositioning Projects
27
 
 
Debt Schedules
 
Debt Summary
29
Mortgage Debt Summary and Maturity Schedule
30
 
 








 
 
 
 
 
 
Urban Edge Properties
For additional information:
888 Seventh Avenue
Mark Langer, EVP and
New York, NY 10019
Chief Financial Officer
212-956-2556
 
 
 
 
 
 
 
 
 
FOR IMMEDIATE RELEASE:
 
 
 
 
Urban Edge Properties Reports Fourth Quarter and Full Year 2015 Operating Results

                                    
NEW YORK, NY, February 17, 2016 - Urban Edge Properties (NYSE:UE) announced today its financial results for the three and twelve months ended December 31, 2015.

Highlights of the Quarter and Full Year include:
Generated Recurring Funds from Operations of $0.31 per diluted share for the quarter, and $1.21 per diluted share for the twelve months ended December 31, 2015
Generated Funds from Operations ("FFO") of $0.30 per diluted share for the quarter and $0.93 per diluted share for the twelve months ended December 31, 2015
Increased same-property Net Operating Income (“NOI”) by 5.3% (5.2% including properties in redevelopment) as compared to the fourth quarter of 2014, and by 4.1% (4.0% including properties in redevelopment) for the twelve months ended December 31, 2015 as compared to the same period in 2014
Increased same-property retail portfolio occupancy by 90 basis points to 97.2% as compared to December 31, 2014 and by 60 basis points as compared to September 30, 2015
Consolidated retail portfolio occupancy increased by 40 basis points to 96.2% as compared to December 31, 2014 and by 10 basis points compared to September 30, 2015
Executed 28 new leases, renewals, and options during the quarter totaling 360,000 square feet. Same-space leases totaled 316,500 square feet at an average rent spread of 9.0%.
Increased active development, redevelopment and anchor repositioning projects to $122.8 million, up $17.1 million since September 30, 2015. Expecting to generate an unleveraged yield of approximately 12% on these projects.
Shadow development and redevelopment pipeline consists of approximately $200.0 million of projects to be completed over the next several years. Expecting to generate an unleveraged yield of approximately 8% on these projects.
Acquired Pan Bay Center, a 46,000 square foot neighborhood street retail and office property located in Queens, New York for $27.0 million on December 23, 2015.
Ended the quarter with $169.0 million cash and cash equivalents and no amounts drawn on the $500 million revolving credit facility

Financial Highlights:
Recurring FFO was $32.7 million, or $0.31 per diluted share, for the fourth quarter of 2015 and was $127.9 million, or $1.21 per diluted share, for the twelve months ended December 31, 2015.
FFO was $31.7 million, or $0.30 per diluted share, for the fourth quarter of 2015 which includes $1.6 million of transaction costs and $0.7 million of severance costs, offset by $0.7 million of tenant bankruptcy settlement income and $0.5 million of real estate tax settlement income related to prior periods. FFO was $98.0 million, or $0.93 per diluted share, for the twelve months ended December 31, 2015 and includes $29.0 million of transaction costs and one-time equity awards associated with our spin-off from Vornado, $2.2 million of other transaction costs including costs associated with the acquisition of Pan Bay, $1.4 million of environmental remediation costs, $1.0 million of debt restructuring costs and $0.7 million of severance costs, partially offset by $3.7 million of tenant bankruptcy settlement income and $0.5 million of real estate tax settlement income related to prior periods.

1


Net income attributable to common shareholders was $15.2 million, or $0.15 per diluted share, for the quarter ended December 31, 2015, and $38.8 million, or $0.39 per diluted share, for the twelve months ended December 31, 2015. A reconciliation of net income attributable to common shareholders to FFO and the reconciling components of FFO to Recurring FFO are provided in the tables accompanying this press release.

Operating Highlights:
Same-property NOI increased 5.3% for the fourth quarter of 2015 as compared to the fourth quarter of 2014 due to higher occupancy, new rent commencements, contractual rent increases, higher recoveries and lower landlord expenses. Same-property NOI increased 4.1% for the twelve months ended December 31, 2015 as compared to the same period of 2014. Same-property NOI growth benefited from $0.7 million of non-recurring landlord costs associated with deferred maintenance on vacancies incurred in the fourth quarter of 2014. Excluding these costs, same-property NOI would have increased 3.7% in the fourth quarter of 2015 as compared to the fourth quarter of 2014 and would have increased 3.8% for the twelve months ended December 31, 2015 as compared to the same period in 2014. No such landlord costs were incurred prior to the fourth quarter of 2014.
Same-property NOI including properties under redevelopment increased 5.2% for the fourth quarter of 2015 as compared to the fourth quarter in 2014. Same-property NOI including properties under redevelopment increased 4.0% for the twelve months ended December 31, 2015 as compared to the same period of 2014. Excluding the impact of the previously described expenses incurred in the fourth quarter of 2014, same-property NOI including properties under redevelopment would have increased 3.8% for the fourth quarter of 2015 as compared to the fourth quarter in 2014 and would have increased 3.6% for the twelve months ended December 31, 2015 as compared to the same period in 2014. A reconciliation of income before income taxes to same-property NOI is provided in the tables accompanying this press release.
On a same-property basis, retail portfolio occupancy was 97.2%, up 90 basis points compared to December 31, 2014, and up 60 basis points as compared to September 30, 2015. As of December 31, 2015, occupancy for the Company’s consolidated retail portfolio was 96.2%, up 40 basis points compared to December 31, 2014, and up 10 basis points compared to September 30, 2015.
During the fourth quarter of 2015, the Company executed 28 new leases, renewals and options totaling 360,000 square feet. On a same-space basis, 24 leases were executed comprising 316,500 square feet at an average rental rate of $24.18 per square foot, resulting in an average increase of 9.0% from prior cash rents (excluding the impact of straight-line rents). Noteworthy leases executed during the fourth quarter of 2015 include 99 Ranch at Hackensack (60,000 sf), Home Depot renewal and expansion at Freeport (155,000 sf), Petsmart at Garfield (18,000 sf), AAA at North Plainfield (9,000 sf) and Z Gallerie at Walnut Creek (7,000 sf).
For the twelve months ended December 31, 2015, the Company executed 91 leases representing 1,025,000 square feet on a same space basis at a weighted average increase of 8.5% from prior cash rents.

Development, Redevelopment and Anchor Repositioning:
The Company had approximately $122.8 million of active development, redevelopment and anchor repositioning projects underway of which $91.0 million remains to be funded as of December 31, 2015. Active development, redevelopment and anchor repositioning projects increased $17.1 million during the quarter ended December 31, 2015 related to new pad development projects at North Plainfield, NJ and Glen Burnie, MD, as well as anchor repositioning at Hackensack, NJ, Walnut Creek (Mt. Diablo), CA, Freeport, NY and East Hanover, NJ. The Company is expecting to generate an unleveraged yield of approximately 12% on these projects.
The Company continues to focus on its redevelopment pipeline, which includes approximately $200.0 million of planned expansions and renovations the Company expects to complete over the next several years. The Company is expecting to generate an unleveraged yield of approximately 8% on these projects.

Balance Sheet Highlights:
At December 31, 2015, the Company’s total market capitalization (including debt and equity) was $3.7 billion comprised of 105.4 million shares of common shares outstanding (on a fully diluted basis) valued at approximately $2.5 billion and approximately $1.2 billion of debt. The Company's ratio of net debt (net of cash) to total market capitalization was 28.9%. The Company's net debt to annualized Adjusted Earnings before interest, tax, depreciation and amortization ("EBITDA") was 5.8x as of December 31, 2015. At December 31, 2015, the Company had approximately $169.0 million of cash and cash equivalents on hand and nothing drawn on its $500.0 million revolving credit facility.


2


Non-GAAP Financial Measures
The Company believes FFO (combined with the primary GAAP presentations) is a useful, supplemental measure of its operating performance that is a recognized metric used extensively by the real estate industry and, in particular REITs. The National Association of Real Estate Investment Trusts ("NAREIT") stated in its April 2002 White Paper on FFO, "Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry investors have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves." The Company also believes that Recurring FFO is a useful supplemental measure of its core operating performance that facilitates comparability of historical financial periods. FFO, as defined by NAREIT and the Company, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of, or impairment charges related to, depreciable operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. The Company makes certain adjustments to FFO, which it refers to as Recurring FFO, to account for items it does not believe are representative of ongoing operating results, including transaction costs associated with acquisition and disposition activity and non-recurring revenue and expenses. The Company believes that financial analysts, investors and stockholders are better served by the presentation of comparable period operating results generated from its FFO and Recurring FFO measures. The Company's method of calculating FFO and Recurring FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
The Company uses NOI, which is a non-GAAP financial measure, internally as a performance measure and believes NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level and when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates and operating costs on an unleveraged basis, providing perspective not immediately apparent from our operating income or net income.
In this release, the Company has provided NOI on a same-property basis, which includes the results of properties that were owned and operated for the entirety of the reporting periods being compared. Information on a same-property basis excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of the gross leasable area is taken out of service and properties acquired, sold, or are in the foreclosure process during the periods being compared. While there is judgment surrounding changes in designations, a property is removed from the same-property pool when a property is considered to be a redevelopment property because it is undergoing significant renovation or retenanting pursuant to a formal plan and is expected to have a significant impact on property operating income based on the retenanting that is occurring. A development or redevelopment property is moved back to the same-property pool once a substantial portion of the growth expected from the development or redevelopment is reflected in both the current and comparable prior year period, generally the first full year in which the property is 90% leased. Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. The Company has also provided NOI on a same-property basis adjusted to include redevelopment properties. The Company calculates same-property NOI using operating income as defined by GAAP reflecting only those income and expense items that are incurred at the property level, adjusted for the following items: lease termination fees, bankruptcy settlement income, non-cash rental income and ground rent expense and income or expenses that we do not believe are representative of ongoing operating results, if any.
Earnings before interest, tax, depreciation and amortization ("EBITDA") and Adjusted EBITDA are supplemental, non-GAAP measures utilized in various financial ratios. EBITDA and Adjusted EBITDA are presented to assist investors in the evaluation of REITs and as a measure of the Company's operational performance as they exclude various items that do not relate to or are not indicative of our operating performance. Accordingly, the Company believes that the use of EBITDA and Adjusted EBITDA as opposed to income before income taxes in various ratios, provides a meaningful performance measure as it relates to the Company's ability to meet various coverage tests for the stated periods.
FFO, Recurring FFO, NOI, same-property NOI, EBITDA and Adjusted EBITDA are presented to assist investors in analyzing the Company’s operating performance. Neither FFO nor Recurring FFO (i) represents cash flow from operations as defined by GAAP, (ii) is indicative of cash available to fund all cash flow needs, including the ability to make distributions, (iii) is an alternative to cash flow as a measure of liquidity, or (iv) should be considered as an alternative to net income (which is determined in accordance with GAAP) for purposes of evaluating the Company’s operating performance. The Company believes net income attributable to common shareholders is the most directly comparable GAAP financial measure to FFO and Recurring FFO while income before income taxes is the most directly comparable GAAP financial measure to NOI and same-property NOI and net income (loss) is the most directly comparable GAAP financial measure to EBITDA and Adjusted EBITDA. Reconciliations of these measures to their respective comparable GAAP measures have been provided in the tables accompanying this press release.

3


Reconciliation of Net Income Attributable to Common Shareholders to FFO and Recurring FFO

The following table reflects the reconciliation of FFO and Recurring FFO to net income attributable to common shareholders, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015.
 
Three Months Ended December 31, 2015
 
Twelve Months Ended December 31, 2015
 
(in thousands)
 
(in thousands)
Net income attributable to common shareholders
$
15,226

 
$
38,785

Adjustments:
 
 
 
Rental property depreciation and amortization
15,517

 
56,619

Limited partnership interests in operating partnership
942

 
2,547

FFO Applicable to diluted common shareholders
31,685

 
97,951

FFO per diluted common share(1)
0.30

 
0.93

 
 
 
 
Transaction costs
1,574

 
24,011

One-time equity awards related to the spin-off

 
7,143

Environmental remediation costs

 
1,379

Severance costs
693

 
693

Tenant bankruptcy settlement income
(704
)
 
(3,738
)
Real estate tax settlement income related to prior periods
(532
)
 
(532
)
Debt restructuring expenses

 
1,034

Recurring FFO Applicable to diluted common shareholders
$
32,716

 
$
127,941

Recurring FFO per diluted common share(1)
$
0.31

 
$
1.21

 
 
 
 
Weighted average diluted common shares(1)
105,441

 
105,375


(1) Weighted average diluted shares used to calculate FFO per share and Recurring FFO per share for all periods presented is higher than the GAAP weighted average diluted shares as a result of the dilutive impact of the 6.1 million Operating Partnership and LTIP units which are redeemable into our common shares. These redeemable units are not included in the weighted average diluted share count for the periods presented for GAAP purposes because their inclusion is anti-dilutive.

FFO and Recurring FFO are non-GAAP financial measures. The Company believes that FFO, as defined by NAREIT, is a widely used and appropriate supplemental measure of operating performance for REITs, and that it provides a relevant basis for comparison among REITs. The Company believes that Recurring FFO provides additional comparability between historical financial periods. Refer to “Non-GAAP Financial Measures” above.
 


4


Reconciliation of Income before Income Taxes to NOI and Same-Property NOI

The following table reflects the reconciliation of NOI, same-property NOI (with and without redevelopment) to income before income taxes, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015 and 2014.

 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(Amounts in thousands)
2015
 
2014
 
2015
 
2014
Income before income taxes
$
16,062

 
$
16,354

 
$
42,642

 
$
67,515

  Interest income
(49
)
 
(9
)
 
(150
)
 
(35
)
  Interest and debt expense
13,563

 
14,389

 
55,584

 
54,960

Operating income
29,576

 
30,734

 
98,076

 
122,440

Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

General and administrative expense
6,541

 
3,545

 
32,044

 
17,820

Transaction costs
1,574

 
3,921

 
24,011

 
8,604

Subtotal
53,376

 
51,409

 
211,384

 
202,517

    Less: non-cash rental income
(1,727
)
 
(3,555
)
 
(7,468
)
 
(10,880
)
    Add: non-cash ground rent expense
331

 
355

 
1,346

 
1,531

NOI
51,980

 
48,209

 
205,262

 
193,168

Adjustments:
 
 
 
 
 
 
 
NOI related to properties being redeveloped
(3,868
)
 
(3,711
)
 
(16,039
)
 
(15,598
)
Tenant bankruptcy settlement and lease termination income
(815
)
 

 
(4,022
)
 
(260
)
Environmental remediation costs

 
(272
)
 
1,379

 
(272
)
Real estate tax settlement income related to prior periods
(532
)
 

 
(532
)
 

NOI related to properties acquired, disposed, or in foreclosure
(177
)
 
(62
)
 
(611
)
 
(471
)
Management and development fee income from non-owned properties
(482
)
 
(137
)
 
(2,261
)
 
(535
)
Other
101

 
(144
)
 
(69
)
 
(53
)
    Subtotal adjustments
(5,773
)
 
(4,326
)
 
(22,155
)
 
(17,189
)
Same-property NOI
$
46,207

 
$
43,883

 
$
183,107

 
$
175,979

Adjustments:

 

 

 

NOI related to properties being redeveloped
3,868

 
3,711

 
16,039

 
15,598

Same-property NOI including properties in redevelopment
$
50,075

 
$
47,594

 
$
199,146

 
$
191,577


NOI and same-property NOI are non-GAAP financial measures. The Company believes that same-property NOI is a widely used and appropriate supplemental measure of operating performance for comparison among REITs. Refer to “Non-GAAP Financial Measures” above.


5


Reconciliation of Net Income to EBITDA and Adjusted EBITDA

The following table reflects the reconciliation of EBITDA and Adjusted EBITDA to net income, the most directly comparable GAAP measure, for the three and twelve months ended December 31, 2015 and 2014.
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
(Amounts in thousands)
2015
 
2014
 
2015
 
2014
Net income
$
16,167

 
$
16,208

 
$
41,348

 
$
65,794

Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

Interest and debt expense
13,563

 
14,389

 
55,584

 
54,960

Income tax expense
(105
)
 
146

 
1,294

 
1,721

EBITDA
45,310

 
43,952

 
155,479

 
176,128

Adjustments for Adjusted EBITDA:
 
 
 
 
 
 
 
Transaction costs
1,574

 
3,921

 
24,011

 
8,604

One-time equity awards related to the spin-off

 

 
7,143

 

Environmental remediation costs

 

 
1,379

 

Severance costs
693

 

 
693

 

Tenant bankruptcy settlement income
(704
)
 

 
(3,738
)
 

Real estate tax settlement income related to prior periods
(532
)
 

 
(532
)
 

Adjusted EBITDA
$
46,341

 
$
47,873

 
$
184,435

 
$
184,732

 
 
 
 
 
 
 
 


6


ADDITIONAL INFORMATION
For a copy of the Company’s supplemental disclosure package, please access the "Investors" section of UE’s website at www.uedge.com. Our website also includes other financial information, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports.

ABOUT URBAN EDGE
Urban Edge Properties is a NYSE listed real estate investment trust focused on managing, acquiring, developing, and redeveloping retail real estate in urban communities, primarily in the New York metropolitan region. Urban Edge owns 84 properties totaling 14.8 million square feet of gross leasable area.

FORWARD-LOOKING STATEMENTS
Certain statements contained in this Press Release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximates,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “would,” “may” or other similar expressions in this Press Release. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict; these factors include, among others, the Company's ability to complete its active development and redevelopment projects, the Company's ability to engage in the projects in its planned expansion and redevelopment pipeline and the Company's ability to achieve the estimated unleveraged returns for such projects. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2014, as amended.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Press Release. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Press Release.


7



URBAN EDGE PROPERTIES
 
 
 
DISCLOSURES
 
 
 
As of December 31, 2015
 
 
 
 
 
 
 

Forward Looking Statements
Certain statements contained in this Supplemental Disclosure Package constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as “approximates,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “would,” “may” or other similar expressions in this Supplemental Disclosure Package. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict; these factors include, among others, the Company's ability to complete its active development and redevelopment projects, the Company's ability to engage in the projects in its planned expansion and redevelopment pipeline and the Company's ability to achieve the estimated unleveraged returns for such projects. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2014, as amended.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this Supplemental Disclosure Package. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this Supplemental Disclosure Package.
Basis of Presentation
The information contained in the Supplemental Disclosure Package does not purport to disclose all items required by GAAP and is unaudited information. This Supplemental Disclosure Package should be read in conjunction with the Company's most recent Form 10-K and Form 10-Q. The results of operations of any property acquired are included in the Company's financial statements since the date of its acquisition, although such properties may be excluded from certain metrics disclosed in this Supplemental Disclosure Package.
Use of Funds from Operations, Net Operating Income and Earnings Before Interest, Taxes, Depreciation and Amortization as a Non-GAAP Financial Measure
Urban Edge Properties ("we", "our", the "Company") believes Funds From Operations (FFO) (combined with the primary GAAP presentations) is a useful supplemental measure of its operating performance that is a recognized metric used extensively by the real estate industry and, in particular REITs. The National Association of Real Estate Investment Trusts (“NAREIT”) stated in its April 2002 White Paper on FFO, “Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry investors have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.” The Company also believes that Recurring FFO is a useful supplemental measure of its core operating performance that facilitates comparability of historical financial periods. FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of, or impairment charges related to, depreciable operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. The Company makes certain adjustments to FFO, which it refers to as Recurring FFO, to account for items it does not believe are representative of ongoing operating results, including transaction costs associated with acquisition and disposition activity and non-recurring revenue and expenses. The Company believes that financial analysts, investors and stockholders are better served by the presentation of comparable period operating results generated from its FFO and Recurring FFO measures. The Company's method of calculating FFO and Recurring FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

The Company uses NOI, which is a non-GAAP financial measure, internally as a performance measure and believes NOI provides useful information to investors regarding the Company’s financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level and when compared across periods, reflects the impact on operations from trends in occupancy rates, rental rates and operating costs on an unleveraged basis, providing perspective not immediately apparent from our operating income or net income.

In this Supplemental Disclosure Package, the Company has provided NOI on a same-property basis, which includes the results of properties that were owned and operated for the entirety of the reporting periods being compared. Information on a same-property basis excludes properties under development, redevelopment or that involve anchor repositioning where a substantial portion of

8


the gross leasable area is taken out of service and properties acquired, sold, or are in the foreclosure process during the periods being compared. While there is judgment surrounding changes in designations, a property is removed from the same-property pool when a property is considered to be a redevelopment property because it is undergoing significant renovation or retenanting pursuant to a formal plan and is expected to have a significant impact on property operating income based on the retenanting that is occurring. A development or redevelopment property is moved back to the same-property pool once a substantial portion of the growth expected from the development or redevelopment is reflected in both the current and comparable prior year period, generally the first full year in which the property is 90% leased. Acquisitions are moved into the same-property pool once we have owned the property for the entirety of the comparable periods and the property is not under significant development or redevelopment. The Company has also provided NOI on a same-property basis adjusted to include redevelopment properties.

The Company calculates same-property NOI using operating income as defined by GAAP reflecting only those income and expense items that are incurred at the property level, adjusted for the following items: lease termination fees, bankruptcy settlement income, non-cash rental income and ground rent expense, and income or expenses that we do not believe are representative of ongoing operating results, if any.

Earnings before interest, taxes, depreciation and amortization (EBITDA) is a widely used performance measure and is provided as a supplemental measure of operating performance. The Company makes certain adjustments to EBITDA, which it refers to as Adjusted EBITDA, to account for items it does not believe are representative of ongoing operating results. Given the nature of the Company's business as a real estate owner and operator, it believes that the use of EBITDA and Adjusted EBITDA as opposed to earnings in various financial ratios is helpful to investors as a measure of its operational performance because these computations exclude various items included in income before income taxes that do not relate to or are not indicative of its operating performance, such as gains and losses on sales of real estate and depreciation and amortization, and includes the results of operations of real estate properties that were sold either during or subsequent to the end of a particular reporting period, which are included in earnings on a net basis. Accordingly, the Company believes that the use of EBITDA and Adjusted EBITDA as opposed to earnings in various ratios, provides a meaningful performance measure as it relates to the Company's ability to meet various coverage tests for the stated periods.

EBITDA and Adjusted EBITDA should not be considered as an alternative to earnings as an indicator of the Company's financial performance, or as an alternative to cash flow from operating activities as a measure of its liquidity. The Company's computation of EBITDA and Adjusted EBITDA may differ from the methodology utilized by other companies. Investors are cautioned that items excluded from EBITDA and Adjusted EBITDA are significant components in understanding and assessing the Company’s financial performance.

FFO, Recurring FFO, NOI, same-property NOI, EBITDA and Adjusted EBITDA are presented to assist investors in analyzing the Company’s operating performance. Neither FFO nor Recurring FFO (i) represents cash flow from operations as defined by GAAP, (ii) is indicative of cash available to fund all cash flow needs, including the ability to make distributions, (iii) is an alternative to cash flow as a measure of liquidity, or (iv) should be considered as an alternative to net income (which is determined in accordance with GAAP) for purposes of evaluating the Company’s operating performance. The Company believes net income attributable to common shareholders is the most directly comparable GAAP financial measure to FFO and Recurring FFO while income before income taxes is the most directly comparable GAAP financial measure to NOI and same-property NOI and net income (loss) is the most directly comparable GAAP financial measure to EBITDA and adjusted EBITDA. Reconciliations of these measures to their respective comparable GAAP measures have been provided in the accompanying tables.


9



URBAN EDGE PROPERTIES
 
 
SUMMARY FINANCIAL RESULTS AND RATIOS
 
 
For the three and twelve months ended December 31, 2015 (unaudited)
 
(in thousands, except per share, sf, rent psf and financial ratio data)
 
 
 
 
 
 
 
Three months ended
 
Twelve months ended
 
 
December 31, 2015
 
December 31, 2015
Summary Financial Results
 
 
 
 
Total revenue
 
$
80,622

 
$
322,945

General & administrative expenses (G&A) - Adjusted(1)
 
$
6,541

 
$
24,901

Adjusted EBITDA(9)
 
$
46,341

 
$
184,435

Net income attributable to common shareholders
 
$
15,226

 
$
38,785

Earnings per diluted share
 
$
0.15

 
$
0.39

Funds from operations (FFO)
 
$
31,685

 
$
97,951

FFO per diluted share
 
$
0.30

 
$
0.93

Recurring FFO
 
$
32,716

 
$
127,941

Recurring FFO per diluted share
 
$
0.31

 
$
1.21

Total dividends paid per share
 
$
0.20

 
$
0.80

Stock closing price low-high range
 
$21.58 to $24.33

 
$20.12 to $24.67

Weighted average diluted shares used in EPS computations(2)
 
99,291

 
99,278

Weighted average diluted shares used in FFO computations(2)
 
105,441

 
105,375

 
 
 
 
 
Summary Property, Operating and Financial Data
 
 
 
 
# of Total properties / # of Retail properties
 
84 / 83

 
 
Gross leasable area (GLA) sf - retail portfolio(4)(6)
 
13,901,000

 
 
Weighted average annual in-place rent psf - retail portfolio(4)(6)(8)
 
$
16.64

 
 
Consolidated occupancy at end of period
 
95.1
%
 
 
Consolidated retail portfolio occupancy at end of period(6)
 
96.2
%
 
 
Same-property retail portfolio occupancy at end of period(6)(3)
 
97.2
%
 
 
Same-property retail portfolio physical occupancy at end of period(5)(6)(3)
 
95.8
%
 
 
Same-property NOI growth - cash basis(3)
 
5.3
%
 
4.1
%
Same-property NOI growth, including redevelopment properties
 
5.2
%
 
4.0
%
Cash NOI margin - Total portfolio
 
65.7
%
 
64.8
%
Expense recovery ratio - Total Portfolio, including redevelopment
 
95.4
%
 
94.2
%
New, renewal and option rent spread - cash basis
 
9.0
%
 
8.5
%
Net debt to total market capitalization(7)
 
28.9
%
 
28.9
%
Net debt to Adjusted EBITDA(7)
 
5.8
x
 
5.8
x
Adjusted EBITDA to interest expense(9)
 
3.6
x
 
3.5
x
Adjusted EBITDA to fixed charges(9)
 
2.6
x
 
2.6
x
 
 
 
 
 
(1) G&A expenses excludes $1.7 million and $6.7 million reclassified to property operating expenses for the three and twelve months ended December 31, 2015, respectively, and an additional $7.1 million for one-time equity expenses associated with the spin-off for the twelve months ended December 31, 2015.
(2) Weighted average diluted shares used to calculate FFO per share and Recurring FFO per share for the periods presented is higher than the GAAP weighted average diluted shares as a result of the dilutive impact of the 6.1 million units of limited partnership interests in the operating partnership which are redeemable for our common shares. These redeemable units are not included in the weighted average diluted share count for GAAP purposes for the periods presented because their inclusion is anti-dilutive.
(3) The same-property pool for both NOI and occupancy includes retail properties the Company consolidated, owned and operated for the entirety of both periods being compared and excludes properties under development, redevelopment or that involve significant anchor repositioning where a substantial portion of the gross leasable area is taken out of service and properties acquired, sold, or are in the foreclosure process during the periods being compared.
(4) GLA - retail portfolio excludes 942,000 square feet of warehouses. Weighted average annual rent per square foot for our retail portfolio and warehouses was $16.27.
(5) Physical occupancy includes tenants that have access to their leased space and includes dark and paying tenants.
(6) Our retail portfolio includes shopping centers and malls and excludes warehouses.
(7) See computation on page 16.
(8) Excludes signed leases that have not commenced for all retail properties.
(9) See computation on page 14.

10



URBAN EDGE PROPERTIES
 
 
CONSOLIDATED AND COMBINED BALANCE SHEETS
 
 
As of December 31, 2015 and December 31, 2014
 
 
(in thousands)
 
 
 
 
 
 
December 31,
 
December 31,
 
2015
 
2014
ASSETS
 
 
 

Real estate, at cost:
 

 
 

Land
$
389,080

 
$
378,096

Buildings and improvements
1,630,539

 
1,632,228

Construction in progress
61,147

 
8,545

Furniture, fixtures and equipment
3,876

 
3,935

Total
2,084,642

 
2,022,804

Accumulated depreciation and amortization
(509,112
)
 
(467,503
)
Real estate, net
1,575,530

 
1,555,301

Cash and cash equivalents
168,983

 
2,600

Cash held in escrow and restricted cash
9,042

 
9,967

Tenant and other receivables, net of allowance for doubtful accounts of $1,926 and $2,432, respectively
10,364

 
11,424

Receivable arising from the straight-lining of rents, net of allowance for doubtful accounts of $148 and $0, respectively
88,778

 
89,199

Identified intangible assets, net of accumulated amortization of $22,090 and $20,672, respectively
33,953

 
34,775

Deferred leasing costs, net of accumulated amortization of $12,987 and $12,121, respectively
18,455

 
17,653

Prepaid expenses and other assets
10,988

 
10,257

Deferred financing costs, net of accumulated amortization of $709 and $0, respectively
2,838

 

Total assets
$
1,918,931

 
$
1,731,176

 
 
 
 
LIABILITIES AND EQUITY
 

 
 

Liabilities:
 
 
 
Mortgages payable, net of unamortized debt issuance costs of $8,282 and $10,353, respectively
$
1,233,983

 
$
1,278,182

Identified intangible liabilities, net of accumulated amortization of $65,220 and $62,395, respectively
154,855

 
160,667

Accounts payable and accrued expenses
45,331

 
26,924

Other liabilities
13,308

 
6,540

Total liabilities
1,447,477

 
1,472,313

Commitments and contingencies
 
 
 
Shareholders’ equity:
 
 
 
Common shares: $0.01 par value; 500,000,000 shares authorized and 99,290,952 shares issued and outstanding
993

 

Additional paid-in capital
475,369

 

Accumulated earnings (deficit)
(38,442
)
 

Noncontrolling interests:
 
 
 
Redeemable noncontrolling interests
33,177

 

Noncontrolling interest in consolidated subsidiaries
357

 
341

Vornado equity

 
258,522

Total equity
$
471,454

 
$
258,863

Total liabilities and equity
$
1,918,931

 
$
1,731,176


11



URBAN EDGE PROPERTIES
 
 
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME
 
 
For the three and twelve months ended December 31, 2015 and 2014
 
(in thousands, except per share amounts)
 
 
 
 
 

 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2015
 
2014
 
2015
 
2014
REVENUE
 

 
 

 
 
 
 
Property rentals
$
58,790

 
$
59,417

 
$
231,867

 
$
232,592

Tenant expense reimbursements
20,675

 
20,136

 
84,617

 
81,887

Management and development fees
482

 
137

 
2,261

 
535

Other income
675

 
118

 
4,200

 
662

Total revenue
80,622

 
79,808

 
322,945

 
315,676

EXPENSES
 

 
 

 
 
 
 
Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

Real estate taxes
11,743

 
12,605

 
49,311

 
49,835

Property operating
12,593

 
13,015

 
50,595

 
51,988

General and administrative
6,541

 
3,545

 
32,044

 
17,820

Ground rent
2,523

 
2,501

 
10,129

 
10,304

Transaction costs
1,574

 
3,921

 
24,011

 
8,604

Provision for doubtful accounts
387

 
278

 
1,526

 
1,032

Total expenses
51,046

 
49,074

 
224,869

 
193,236

Operating income
29,576

 
30,734

 
98,076

 
122,440

Interest income
49

 
9

 
150

 
35

Interest and debt expense
(13,563
)
 
(14,389
)
 
(55,584
)
 
(54,960
)
Income before income taxes
16,062

 
16,354

 
42,642

 
67,515

Income tax expense
105

 
(146
)
 
(1,294
)
 
(1,721
)
Net income
16,167

 
16,208

 
41,348

 
65,794

Less net income attributable to noncontrolling interests in:
 
 
 
 
 
 
 
Operating partnership
(942
)
 

 
(2,547
)
 

Consolidated subsidiaries
1

 
(6
)
 
(16
)
 
(22
)
Net income attributable to common shareholders
$
15,226

 
$
16,202

 
$
38,785

 
$
65,772

 
 
 
 
 
 
 
 
Earnings per common share - Basic:
$
0.15

 
$
0.16

 
$
0.39

 
$
0.66

Earnings per common share - Diluted:
$
0.15

 
$
0.16

 
$
0.39

 
$
0.66

Weighted average shares outstanding - Basic
99,256

 
99,248

 
99,252

 
99,248

Weighted average shares outstanding - Diluted
99,291

 
99,248

 
99,278

 
99,248



12



URBAN EDGE PROPERTIES
 
 
SUPPLEMENTAL SCHEDULE OF NET OPERATING INCOME
 
 
For the three and twelve months ended December 31, 2015 and 2014
 
(in thousands)
 
 
 
 
 
 
Three Months Ended December 31,
 
Percent Change
 
Twelve Months Ended December 31,
 
Percent Change
 
2015
 
2014
 
 
2015
 
2014
 
Total cash NOI(1)
 
 
 
 
 
 
 
 
 
 
 
Total revenue
$
78,413

 
$
76,116

 
3.0%
 
$
313,216

 
$
304,261

 
2.9%
Total property operating expenses
(26,915
)
 
(28,044
)
 
(4.0)%
 
(110,215
)
 
(111,628
)
 
(1.3)%
Cash NOI - total portfolio
$
51,498

 
$
48,072

 
7.1%
 
$
203,001

 
$
192,633

 
5.4%
 
 
 
 
 
 
 
 
 
 
 
 
NOI margin (NOI / Total revenue)
65.7
%
 
63.2
%
 
 
 
64.8
%
 
63.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-property cash NOI(2)
 
 
 
 
 
 
 
 
 
 
 
Property rentals
$
51,305

 
$
50,142

 
 
 
$
202,808

 
$
199,309

 
 
Tenant expense reimbursements
19,243

 
18,898

 
 
 
78,661

 
75,960

 
 
Percentage rent
469

 
414

 
 
 
1,024

 
1,079

 
 
Total revenue
71,017

 
69,454

 
2.3%
 
282,493

 
276,348

 
2.2%
Real estate taxes
(11,553
)
 
(11,670
)
 
 
 
(46,933
)
 
(46,212
)
 
 
Property operating
(10,792
)
 
(11,674
)
 
 
 
(42,686
)
 
(44,907
)
 
 
Ground rent
(2,192
)
 
(2,145
)
 
 
 
(8,783
)
 
(8,666
)
 
 
Provision for doubtful accounts(4)
(273
)
 
(82
)
 
 
 
(984
)
 
(584
)
 
 
Total property operating expenses
(24,810
)
 
(25,571
)
 
(3.0)%
 
(99,386
)
 
(100,369
)
 
(1.0)%
Same-property cash NOI(3)
$
46,207

 
$
43,883

 
5.3%
 
$
183,107

 
$
175,979

 
4.1%
 
 
 
 
 
 
 
 
 
 
 
 
NOI related to properties being redeveloped
$
3,868

 
$
3,711

 
 
 
$
16,039

 
$
15,598

 
 
Same-property cash NOI including properties in redevelopment
$
50,075

 
$
47,594

 
5.2%
 
$
199,146

 
$
191,577

 
4.0%
 
 
 
 
 
 
 
 
 
 
 
 
Same-property physical occupancy(3)
95.8
%
 
95.8
%
 
 
 
 
 
 
 
 
Same-property leased occupancy(3)
97.2
%
 
96.3
%
 
 
 
 
 
 
 
 
Number of properties included in same-property analysis
79

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Total revenues and property operating expense amounts have been adjusted to exclude management and development fee income and non-cash amounts. Revenue includes cash received from tenant bankruptcy settlements and lease termination fees.
(2) Excludes management and development fee income, lease termination fees, bankruptcy settlement income, non-cash rental income and ground rent expense and income or expenses that we do not believe are representative of ongoing operating results, if any.
(3) The same-property pool for both NOI and occupancy includes retail properties the Company consolidated, owned and operated for the entirety of both periods being compared and excludes properties under development, redevelopment or that involve significant anchor repositioning where a substantial portion of the gross leasable area is taken out of service and properties acquired, sold, or are in the foreclosure process during the periods being compared. Same-property occupancy includes dark and paying tenants.
(4)  
Excludes $0.1 million and $0.4 million of bad debt expense related to non-cash straight-line rents for the three and twelve months ended December 31, 2015, respectively. No such reserve was recorded in 2014.

13



URBAN EDGE PROPERTIES
 
 
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION and AMORTIZATION (EBITDA)
For the three and twelve months ended December 31, 2015 and 2014
 
(in thousands)
 
 
 
 
 

 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2015
 
2014
 
2015
 
2014
Net income
$
16,167

 
$
16,208

 
$
41,348

 
$
65,794

Depreciation and amortization
15,685

 
13,209

 
57,253

 
53,653

Interest expense
12,904

 
13,945

 
52,846

 
53,300

Amortization of deferred financing costs
659

 
444

 
2,738

 
1,660

Income tax expense
(105
)
 
146

 
1,294

 
1,721

EBITDA
45,310

 
43,952

 
155,479

 
176,128

Adjustments for Adjusted EBITDA:
 
 
 
 
 
 
 
Transaction costs
1,574

 
3,921

 
24,011

 
8,604

One-time equity awards related to the spin-off

 

 
7,143

 

Environmental remediation costs

 

 
1,379

 

Severance costs
693

 

 
693

 

Tenant bankruptcy settlement income
(704
)
 

 
(3,738
)
 

Real estate tax settlement income related to prior periods
(532
)
 

 
(532
)
 

Adjusted EBITDA
$
46,341

 
$
47,873

 
$
184,435

 
$
184,732

 
 
 
 
 
 
 
 
Interest expense
$
12,904

 
$
13,945

 
$
52,846

 
$
53,300

 
 
 
 
 
 
 
 
Adjusted EBITDA to interest expense
3.6
x
 
3.4
x
 
3.5
x
 
3.5
x
 
 
 
 
 
 
 
 
Fixed charges
 
 
 
 
 
 
 
Interest and debt expense(1)
$
13,563

 
$
14,389

 
$
55,584

 
$
54,960

Scheduled principal amortization
3,982

 
3,600

 
15,588

 
14,409

Total fixed charges
$
17,545

 
$
17,989

 
$
71,172

 
$
69,369

 
 
 
 
 
 
 
 
Adjusted EBITDA to fixed charges
2.6
x
 
2.7
x
 
2.6
x
 
2.7
x
 
 
 
 
 
 
 
 
(1) Includes amortization of deferred financing costs


14



URBAN EDGE PROPERTIES
 
 
CONSOLIDATED STATEMENTS OF FUNDS FROM OPERATIONS
 
For the three and twelve months ended December 31, 2015 and 2014
 
(in thousands, except per share data)
 
 
 
 
 
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2015
2014
 
2015
2014
Net income attributable to common shareholders
$
15,226

$
16,202

 
$
38,785

$
65,772

Adjustments:
 
 
 
 
 
Rental property depreciation and amortization
15,517

13,116

 
56,619

53,223

Limited partnership interests in operating partnership(1)
942


 
2,547


FFO Applicable to diluted common shareholders
31,685

29,318

 
97,951

118,995

FFO per diluted common share(2)
0.30

0.28

 
0.93

1.13

Adjustments for Recurring FFO:
 
 
 
 
 
Transaction costs
1,574

3,921

 
24,011

8,604

One-time equity awards related to the spin-off


 
7,143


Environmental remediation costs


 
1,379


Severance costs
693


 
693


Tenant bankruptcy settlement income
(704
)

 
(3,738
)