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Section 1: 8-K (8-K)

Document



 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 11, 2019
Brixmor Property Group Inc.
Brixmor Operating Partnership LP
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
Maryland (Brixmor Property Group Inc.)
 
001-36160
 
45-2433192
Delaware (Brixmor Operating Partnership LP)
 
333-201464-01
 
80-0831163
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
450 Lexington Avenue
New York, New York 10017
(Address of Principal Executive Offices) (Zip Code)
(212) 869-3000
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company. See the definitions of “emerging growth company” in Rule 12b-2 of the Exchange Act.     
Brixmor Property Group Inc. Yes No þ Brixmor Operating Partnership LP Yes No þ

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     
Brixmor Property Group Inc. Brixmor Operating Partnership LP




Item 2.02
Results of Operations and Financial Condition.

On February 11, 2019, Brixmor Property Group Inc. (the "Company") issued a press release announcing its financial results and Supplemental Disclosure pertaining to its operations for the fourth quarter and year ended December 31, 2018. The press release is furnished as Exhibit 99.1 to this Report and the Supplemental Disclosure is furnished as Exhibit 99.2 to this Report.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibits 99.1 and 99.2 to this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01
Financial Statements and Exhibits
(d)     The following exhibits are attached to this Current Report on Form 8-K
  
Press release issued February 11, 2019.
 
 
 
  
Brixmor Property Group Inc. Supplemental Financial Information for the fourth quarter and year ended December 31, 2018.





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
 
 
 
Date: February 11, 2019
BRIXMOR PROPERTY GROUP INC.
 
 
 
 
By:
/s/ Steven F. Siegel
 
Name:
Steven F. Siegel
 
Title:
Executive Vice President,
 
 
General Counsel and Secretary
 
 
 
 
BRIXMOR OPERATING PARTNERSHIP LP
 
 
 
 
By:
Brixmor OP GP LLC, its general partner
 
 
 
 
By:
BPG Subsidiary Inc., its sole member
 
 
 
 
By:
/s/ Steven F. Siegel
 
Name:
Steven F. Siegel
 
Title:
Executive Vice President,
 
 
General Counsel and Secretary



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
Exhibit 99.1
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450 Lexington Avenue : New York, NY 10017 : 800.468.7526





FOR IMMEDIATE RELEASE

CONTACT:
Stacy Slater                            
Senior Vice President, Investor Relations            
800.468.7526                             
[email protected]
BRIXMOR PROPERTY GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS
- Successful Execution in 2018 Sets Up Accelerating Growth -
- Delivers Record Annual New Lease Volume -

NEW YORK, FEBRUARY 11, 2019 - Brixmor Property Group Inc. (NYSE: BRX) (“Brixmor” or the “Company”) announced today its operating results for the three and twelve months ended December 31, 2018. For the three months ended December 31, 2018 and 2017, net income attributable to common stockholders was $0.26 per diluted share and $0.23 per diluted share, respectively.

Key highlights for the three months ended December 31, 2018 include:
Executed 2.1 million square feet of new and renewal leases at comparable rent spreads of 11.2%, including 0.9 million square feet of new leases at comparable rent spreads of 31.5%
Executed 3.1 million square feet of total leasing volume, including options, at comparable rent spreads of 9.5%
Realized total leased occupancy of 91.9%, reflecting the impact of 70 basis points of space rejected in the Sears / Kmart bankruptcy, net of executed backfills
Realized anchor leased occupancy of 94.6%, reflecting the impact of 100 basis points of space rejected in the Sears / Kmart bankruptcy, net of executed backfills
Increased small shop leased occupancy to 85.7%, a 120 basis point increase from the comparable 2017 period
Increased leased to billed occupancy spread to 350 basis points, the widest since IPO
Reported NAREIT FFO of $0.40 per diluted share, including a $0.02 per share SEC settlement, discussed below, and, as previously announced, a $0.06 per share loss on extinguishment of debt
Generated same property NOI growth of (0.2%), driven by a 190 basis point contribution from base rent, offset by a 220 basis point detraction from net recoveries and provision for doubtful accounts
The Sears / Kmart bankruptcy had an impact of approximately (90) basis points on same property NOI growth in the three months ended December 31, 2018
The three months ended December 31, 2017 benefited from significant tax appeal and refund activity and unusually low provision for doubtful accounts
Grew the total in process reinvestment pipeline to $352.2 million, while delivering $40.0 million of projects at an average incremental NOI yield of 8%
Completed $290.2 million of dispositions comprised of 3.0 million square feet
Acquired three adjacencies and terminated a ground lease and acquired the associated building at an existing center for $8.2 million, repurchased $22.7 million of common stock, excluding commissions, and repaid $375.8 million of secured indebtedness, excluding amortization
Amended and restated $1.25 billion unsecured revolving credit facility and $1.15 billion of unsecured term loan facilities; as a result, the Company now has no debt maturities until 2021




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Key highlights for the twelve months ended December 31, 2018 include:
Executed 8.5 million square feet of new and renewal leases at comparable rent spreads of 13.8%, including a record high of 3.9 million square feet of new leases at comparable rent spreads of 34.4%
Includes a record high 84 new anchor leases aggregating 2.5 million square feet at comparable rent spreads of 46.0%
Executed 12.4 million square feet of total leasing volume, including options, at comparable rent spreads of 11.8%
Reported NAREIT FFO of $1.85 per diluted share, including a $0.02 per share SEC settlement, discussed below, a $0.12 per share loss on extinguishment of debt, as previously announced, and $0.01 per share of litigation and other non-routine legal expenses
Generated same property NOI growth of 1.1%, driven by a 210 basis point contribution from base rent, offset by a 110 basis point detraction from net recoveries and provision for doubtful accounts
The Sears / Kmart bankruptcy had an impact of approximately (20) basis points on same property NOI growth in the twelve months ended December 31, 2018
Delivered $131.0 million of projects at an average incremental NOI yield of 9%
Completed $989.5 million of dispositions comprised of 9.3 million square feet
Acquired five adjacencies and terminated two ground leases and acquired the associated buildings at existing centers for $17.0 million, repurchased $104.6 million of common stock, excluding commissions, and repaid $881.4 million of secured indebtedness, excluding amortization

“I’m pleased to report that our team’s accomplishments in 2018, which exceeded the plan we set forth at our Investor Day in 2017, have set the table for accelerating growth in 2019 and beyond,” commented James Taylor, Chief Executive Officer and President. “We achieved record levels of leasing during the year at sector leading releasing spreads, capitalized on favorable private market valuations to sell nearly $1 billion of non-core assets, delivered $131 million in value enhancing reinvestments, expanded our accretive reinvestment pipeline to $352 million to capitalize on the embedded value in our well located centers, and substantially improved the financial and operating flexibility of our capital structure.”

FINANCIAL HIGHLIGHTS
Net Income
For the three months ended December 31, 2018 and 2017, net income attributable to common stockholders was $77.6 million, or $0.26 per diluted share, and $69.9 million, or $0.23 per diluted share, respectively.
For the twelve months ended December 31, 2018 and 2017, net income attributable to common stockholders was $366.3 million, or $1.21 per diluted share, and $300.3 million, or $0.98 per diluted share, respectively.

NAREIT FFO
For the three months ended December 31, 2018 and 2017, NAREIT FFO was $120.8 million, or $0.40 per diluted share, and $157.7 million, or $0.52 per diluted share, respectively. Results for the three months ended December 31, 2018 include a loss on extinguishment of debt related to the prepayment of secured indebtedness and the amendment and restatement of Brixmor Operating Partnership LP’s (the “Operating Partnership”) credit facilities, an SEC settlement and other items that impact FFO comparability of ($24.9) million, or ($0.08) per diluted share. Results for the three months ended December 31, 2017 include litigation and other non-routine legal expenses and other items that impact FFO comparability of ($2.3) million, or ($0.01) per diluted share.
For the twelve months ended December 31, 2018 and 2017, NAREIT FFO was $558.3 million, or $1.85 per diluted share, and $638.4 million, or $2.09 per diluted share, respectively. Results for the twelve months ended December 31, 2018 include a loss on extinguishment of



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debt related to the prepayment of secured indebtedness and the amendment and restatement of the Operating Partnership’s credit facilities, an SEC settlement, litigation and other non-routine legal expenses and other items that impact FFO comparability of ($47.1) million, or ($0.16) per diluted share. Results for the twelve months ended December 31, 2017 include litigation and other non-routine legal expenses and other items that impact FFO comparability of ($5.7) million, or ($0.02) per diluted share.

Same Property NOI Growth
Same property NOI growth for the three months ended December 31, 2018 was (0.2%) versus the comparable 2017 period.
Same property base rent for the three months ended December 31, 2018 contributed 190 basis points to same property NOI growth.
Net recoveries and provision for doubtful accounts for the three months ended December 31, 2018 negatively impacted same property NOI growth by 220 basis points, as the three months ended December 31, 2017 benefited from significant tax appeal and refund activity and unusually low provision for doubtful accounts.
The Sears / Kmart bankruptcy had an impact of approximately (90) basis points on same property NOI growth in the three months ended December 31, 2018.
Same property NOI growth for the twelve months ended December 31, 2018 was 1.1% versus the comparable 2017 period.
Same property base rent for the twelve months ended December 31, 2018 contributed 210 basis points to same property NOI growth.
Net recoveries and provision for doubtful accounts for the twelve months ended December 31, 2018 negatively impacted same property NOI growth by 110 basis points.
The Sears / Kmart bankruptcy had an impact of approximately (20) basis points on same property NOI growth in the twelve months ended December 31, 2018.

Dividend
The Company’s Board of Directors declared a quarterly cash dividend of $0.28 per common share (equivalent to $1.12 per annum) for the first quarter of 2019.
The dividend is payable on April 15, 2019 to stockholders of record on April 5, 2019, representing an ex-dividend date of April 4, 2019.

Other Matters
The Company and the staff of the Enforcement Division of the Securities Exchange Commission (“SEC”) have reached agreement on the material terms of a negotiated resolution relating to the SEC’s investigation of the matters disclosed in the Company’s February 8, 2016 Form 8-K relating to the Company’s prior management. The agreement with the SEC staff, which is subject to documentation and approval by the SEC, includes a civil penalty of $7.0 million. The Company has accrued an expense of $7.0 million for this contingent liability for the quarter ended December 31, 2018.
In addition, the Company believes that no additional proceedings relating to these matters will be brought against the Company.

PORTFOLIO AND INVESTMENT ACTIVITY
Value Enhancing Reinvestment Opportunities
During the three months ended December 31, 2018, the Company completed eight value enhancing reinvestment projects and added 11 new reinvestment opportunities to its in process pipeline.  Projects added include five anchor space repositioning projects, two outparcel development projects and four redevelopment projects, with a total aggregate net estimated cost of approximately $54.5 million at an expected average incremental NOI yield of 8%.



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At December 31, 2018, the value enhancing reinvestment in process pipeline was comprised of 60 projects with an aggregate net estimated cost of approximately $352.2 million.  The in process pipeline includes 33 anchor space repositioning projects with an aggregate net estimated cost of approximately $136.4 million at expected incremental NOI yields of 9 to 14%; 12 outparcel development projects with an aggregate net estimated cost of approximately $24.5 million at an expected average incremental NOI yield of 11%; and 15 redevelopment projects with an aggregate net estimated cost of approximately $191.3 million at an expected average incremental NOI yield of 9%.

Dispositions
During the three months ended December 31, 2018, the Company generated approximately $290.2 million of gross proceeds on the disposition of 20 assets and one land parcel comprised of 3.0 million square feet.
During the twelve months ended December 31, 2018, the Company generated approximately $989.5 million of gross proceeds on the disposition of 62 assets, as well as two partial properties and one land parcel, comprised of 9.3 million square feet.

Acquisitions and Share Repurchases
During the three months ended December 31, 2018, the Company acquired three adjacencies at existing centers and terminated a ground lease and acquired the associated building at an existing center for a combined purchase price of $8.2 million.
During the twelve months ended December 31, 2018, the Company acquired five adjacencies at existing centers and terminated ground leases and acquired the associated buildings at two existing centers for a combined purchase price of $17.0 million.
During the three months ended December 31, 2018, the Company repurchased 1.4 million shares of common stock under its share repurchase program at an average price per share of $16.07 for a total of approximately $22.7 million, excluding commissions. Since inception of the share repurchase program in December 2017, the Company has repurchased 6.6 million shares of common stock at an average price per share of $16.63 for a total of approximately $110.5 million, excluding commissions. As of December 31, 2018, the share repurchase program had $289.5 million of available repurchase capacity.

CAPITAL STRUCTURE
As previously announced, during the three months ended December 31, 2018, the Operating Partnership executed amendments and restatements to its credit facilities with an aggregate maximum principal amount of $2.4 billion (the “Facilities”), extending the weighted average maturity and lowering the aggregate pricing of the Facilities. The Facilities are comprised of the Operating Partnership’s $1.25 billion unsecured revolving credit facility and $1.15 billion of unsecured term loan facilities, comprised of three separate term loans.
Also as previously announced, on November 30, 2018, the Company repaid $181.6 million of secured indebtedness, excluding amortization, scheduled to mature in 2020 at a weighted average stated interest rate of 5.91% and on December 13, 2018, the Company repaid $194.2 million of secured indebtedness, excluding amortization, scheduled to mature in 2021 at a weighted average stated interest rate of 6.24%.
In aggregate during 2018, the Company repaid $881.4 million of secured indebtedness, excluding amortization, increasing its percent of unencumbered NOI to 99.9% from 76.1% at December 31, 2016.
As a result of capital transactions during 2018, the Company extended its weighted average maturity to 5.2 years at December 31, 2018 and has no debt maturities until 2021.







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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



GUIDANCE
The Company expects 2019 NAREIT FFO per diluted share of $1.86 - 1.94 and same property NOI growth of 2.75 - 3.25%.
The following table provides a bridge from the Company’s 2018 NAREIT FFO per diluted share to the Company’s 2019 estimated NAREIT FFO per diluted share:
  
 
Low
 
 
High
2018 NAREIT FFO per diluted share
 
$1.85
 
 
$1.85
Gain (loss) on extinguishment of debt, net
 
0.12
 
 
0.12
SEC settlement
 
0.02
 
 
0.02
Litigation and other non-routine legal expenses
 
0.01
 
 
0.01
2018 NAREIT FFO per diluted share, adjusted
 
$2.00
 
 
$2.00
 
 
 
 
 
 
Same property NOI growth
 
0.07
 
 
0.08
Non-cash GAAP rental adjustments 1
 
(0.04)
 
 
(0.03)
Impact of lease accounting change, ASC 842 (recognized through General & Administrative)
 
(0.03)
 
 
(0.03)
NOI dilution associated with 2018 asset sales
 
(0.18)
 
 
(0.18)
Impact of leverage reduction, share repurchase activity and other
 
0.07
 
 
0.10
2019E NAREIT FFO per diluted share, before prospective capital recycling 2
 
$1.89
 
 
$1.94
 
 
 
 
 
 
Prospective capital recycling
 
(0.03)
 
 
-
2019E NAREIT FFO per diluted share 2
 
$1.86
 
 
$1.94

1
Includes straight-line rental income, amortization of above- and below-market rent and tenant inducements and straight-line ground rent expense.
2
Does not include any expectations of one-time items, including, but not limited to, litigation and other non-routine legal expenses.

The following table provides a reconciliation of the range of the Company’s 2019 estimated net income attributable to common stockholders to NAREIT FFO:
 
 
2019E

 
2019E Per Diluted

(Unaudited, dollars in millions, except per share amounts)
 
 
 
Share

Net income attributable to common stockholders
 
$238 - $261

 
$0.80 - $0.88

Depreciation and amortization
 
315

 
1.06

NAREIT FFO
 
$553 - $576

 
$1.86 - $1.94


CONNECT WITH BRIXMOR
For additional information, please visit www.brixmor.com;
Follow Brixmor on Twitter at https://twitter.com/Brixmor, on Facebook at https://www.facebook.com/Brixmor/, on Instagram at
https://www.instagram.com/brixmorpopupshop/ and on YouTube at https://www.youtube.com/user/Brixmor; and
Find Brixmor on LinkedIn at www.linkedin.com/company/brixmor.








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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



CONFERENCE CALL AND SUPPLEMENTAL INFORMATION
The Company will host a teleconference on Tuesday, February 12, 2019 at 10:00 AM ET. To participate, please dial 877.705.6003 (domestic) or 201.493.6725 (international) within 15 minutes of the scheduled start of the call. The teleconference can also be accessed via a live webcast at www.brixmor.com in the Investors section. A replay of the teleconference will be available through midnight ET on February 26, 2019 by dialing 844.512.2921 (domestic) or 412.317.6671 (international) (Passcode: 13685137) or via the web through February 12, 2020 at www.brixmor.com in the Investors section.

The Company’s Supplemental Disclosure will be posted at www.brixmor.com in the Investors section.  These materials are also available to all interested parties upon request to the Company at [email protected] or 800.468.7526.

NON-GAAP DISCLOSURES
The Company presents the non-GAAP performance measures set forth below. These measures should not be considered as alternatives to, or more meaningful than, net income (presented in accordance with GAAP) or other GAAP financial measures, as an indicator of financial performance and are not alternatives to, or more meaningful than, cash flow from operating activities (presented in accordance with GAAP) as a measure of liquidity. Non-GAAP performance measures have limitations as they do not include all items of income and expense that affect operations, and accordingly, should always be considered as supplemental financial results to those presented in accordance with GAAP. The Company’s computation of these non-GAAP performance measures may differ in certain respects from the methodology utilized by other REITs and, therefore, may not be comparable to similarly titled measures presented by such other REITs. Investors are cautioned that items excluded from these non-GAAP performance measures are relevant to understanding and addressing financial performance. A reconciliation of these non-GAAP performance measures to net income is presented in the attached table.

NAREIT FFO
NAREIT FFO is a supplemental non-GAAP performance measure utilized to evaluate the operating and financial performance of real estate companies. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) presented in accordance with GAAP excluding (i) gain (loss) on disposition of operating properties, plus (ii) depreciation and amortization of operating properties, (iii) impairment of operating properties and real estate equity investments and (iv) after adjustments for unconsolidated joint ventures calculated to reflect FFO on the same basis. The Company believes NAREIT FFO assists investors in analyzing and comparing the operating and financial performance of a company’s real estate between periods.

Same Property NOI
Same property NOI is a supplemental, non-GAAP performance measure utilized to evaluate the operating performance of real estate companies. Same property NOI is calculated (using properties owned for the entirety of both periods excluding properties under development and completed development properties which have been stabilized for less than one year), as total property revenues ((i) base rent, ancillary and other, (ii) expense reimbursements, and (iii) percentage rents) less direct property operating expenses ((i) operating costs, (ii) real estate taxes, and (iii) provision for doubtful accounts). Same property NOI excludes (i) corporate level expenses (including G&A), (ii) lease termination fees, (iii) straight-line rental income, (iv) amortization of above- and below-market leases and tenant inducements, (v) straight-line ground rent expense, and (vi) income or expense associated with the Company’s captive insurance entity. The Company believes same property NOI assists investors in analyzing Brixmor’s comparative operating and financial performance because it eliminates disparities in NOI due to the acquisition, disposition or stabilization of development properties during the period presented and therefore provides a more consistent metric for comparing the operating performance of a company’s real estate between periods.



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ABOUT BRIXMOR PROPERTY GROUP
Brixmor (NYSE: BRX) is a real estate investment trust (REIT) that owns and operates a high-quality, national portfolio of open-air shopping centers. Its 425 retail centers comprise approximately 74 million square feet of prime retail space in established trade areas. The Company strives to own and operate shopping centers that reflect Brixmor’s vision “to be the center of the communities we serve” and are home to a diverse mix of thriving national, regional and local retailers. Brixmor is a proud real estate partner to more than 5,000 retailers including The TJX Companies, The Kroger Co., Publix Super Markets, Wal-Mart, Ross Stores and L.A. Fitness.

Brixmor announces material information to its investors in SEC filings and press releases and on public conference calls, webcasts and the “Investor” page of its website at www.brixmor.com. The Company also uses social media to communicate with its investors and the public, and the information Brixmor posts on social media may be deemed material information. Therefore, Brixmor encourages investors and others interested in the Company to review the information that it posts on its website and on its social media channels.

SAFE HARBOR LANGUAGE
This press release may contain 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. These statements include, but are not limited to, statements related to the Company’s expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the sections entitled “Forward-Looking Statements” and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the Company’s filings with the SEC. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

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CONSOLIDATED BALANCE SHEETS
Unaudited, dollars in thousands, except share information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of
 
As of
 
 
 
 
 
12/31/18
 
12/31/17
 
Assets
 
 
 
 
 
Real estate
 
 
 
 
 
 
Land
$
1,804,504

 
$
1,984,309

 
 
 
Buildings and tenant improvements
7,535,985

 
8,063,871

 
 
 
Construction in progress
90,378

 
81,214

 
 
 
Lease intangibles
667,910

 
792,097

 
 
 
 
 
10,098,777

 
10,921,491

 
 
 
Accumulated depreciation and amortization
(2,349,127
)
 
(2,361,070
)
 
 
Real estate, net
7,749,650

 
8,560,421

 
 
Cash and cash equivalents
41,745

 
56,938

 
 
Restricted cash
9,020

 
53,839

 
 
Marketable securities
30,243

 
28,006

 
 
Receivables, net of allowance for doubtful accounts of $21,724 and $17,205
228,297

 
232,111

 
 
Deferred charges and prepaid expenses, net
145,662

 
147,508

 
 
Real estate assets held for sale
2,901

 
27,081

 
 
Other assets
34,903

 
48,022

 
Total assets
$
8,242,421

 
$
9,153,926

 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
Debt obligations, net
$
4,885,863

 
$
5,676,238

 
 
Accounts payable, accrued expenses and other liabilities
520,459

 
569,340

 
Total liabilities
5,406,322

 
6,245,578

 
 
 
 
 
 
 
 
 
Equity
 
 
 
 
 
Common stock, $0.01 par value; authorized 3,000,000,000 shares;
 
 
 
 
 
 
305,130,472 and 304,947,144 shares issued and 298,488,516 and 304,620,186
 
 
 
 
 
 
shares outstanding
2,985

 
3,046

 
 
Additional paid-in capital
3,233,329

 
3,330,466

 
 
Accumulated other comprehensive income
15,973

 
24,211

 
 
Distributions in excess of net income
(416,188
)
 
(449,375
)
 
Total equity
2,836,099

 
2,908,348

 
Total liabilities and equity
$
8,242,421

 
$
9,153,926










 
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CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
Unaudited, dollars in thousands, except per share amounts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Twelve Months Ended
 
 
 
 
 
12/31/18
 
12/31/17
 
12/31/18
 
12/31/17
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
Rental income
$
229,541

 
$
247,113

 
$
956,090

 
$
997,089

 
 
Expense reimbursements
67,082

 
71,918

 
271,671

 
278,636

 
 
Other revenues
1,032

 
1,029

 
6,579

 
7,455

 
Total revenues
297,655

 
320,060

 
1,234,340

 
1,283,180

 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
 
 
Operating costs
34,877

 
35,137

 
136,217

 
136,092

 
 
Real estate taxes
42,018

 
43,490

 
177,401

 
179,097

 
 
Depreciation and amortization
85,345

 
89,988

 
352,245

 
375,028

 
 
Provision for doubtful accounts
3,624

 
1,300

 
10,082

 
5,323

 
 
Impairment of real estate assets
9,094

 
12,721

 
53,295

 
40,104

 
 
General and administrative
28,641

 
25,204

 
93,596

 
92,247

 
Total operating expenses
203,599

 
207,840

 
822,836

 
827,891

 
 
 
 
 
 
 
 
 
 
 
 
 
Other income (expense)
 
 
 
 
 
 
 
 
 
Dividends and interest
163

 
131

 
519

 
365

 
 
Interest expense
(49,290
)
 
(56,076
)
 
(215,025
)
 
(226,660
)
 
 
Gain on sale of real estate assets
50,125

 
13,927

 
209,168

 
68,847

 
 
Gain (loss) on extinguishment of debt, net
(16,914
)
 
10

 
(37,096
)
 
498

 
 
Other
(586
)
 
(316
)
 
(2,786
)
 
(2,907
)
 
Total other expense
(16,502
)
 
(42,324
)
 
(45,220
)
 
(159,857
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Income before equity in income of unconsolidated joint venture
77,554

 
69,896

 
366,284

 
295,432

 
Equity in income of unconsolidated joint venture

 

 

 
381

 
Gain on disposition of unconsolidated joint venture interest

 

 

 
4,556

 
Net income
77,554

 
69,896

 
366,284

 
300,369

 
Net income attributable to non-controlling interests

 

 

 
(76
)
 
Net income attributable to Brixmor Property Group Inc.
77,554

 
69,896

 
366,284

 
300,293

 
Preferred stock dividends

 

 

 
(39
)
 
Net income attributable to common stockholders
$
77,554

 
$
69,896

 
$
366,284

 
$
300,254

 
 
 
 
 
 
 
 
 
 
 
 
 
Per common share:
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders:
 
 
 
 
 
 
 
 
 
 
Basic
$
0.26

 
$
0.23

 
$
1.21

 
$
0.98

 
 
 
Diluted
$
0.26

 
$
0.23

 
$
1.21

 
$
0.98

 
 
Weighted average shares:
 
 
 
 
 
 
 
 
 
 
Basic
299,112

 
304,892

 
302,074

 
304,834

 
 
 
Diluted
299,438

 
305,265

 
302,339

 
305,281









 
ix
396695951_jpgstandardlogoa21.jpg



FUNDS FROM OPERATIONS (FFO)
 
 
 
 
Unaudited, dollars in thousands, except per share amounts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Twelve Months Ended
 
 
 
 
 
12/31/18
 
12/31/17
 
12/31/18
 
12/31/17
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
$
77,554

 
$
69,896

 
$
366,284

 
$
300,369

 
 
Gain on disposition of operating properties
(50,125
)
 
(13,927
)
 
(209,168
)
 
(68,847
)
 
 
Gain on disposition of unconsolidated joint venture interest

 

 

 
(4,556
)
 
 
Depreciation and amortization- real estate related- continuing operations
84,246

 
89,015

 
347,862

 
371,255

 
 
Depreciation and amortization- real estate related- unconsolidated joint venture

 

 

 
56

 
 
Impairment of operating properties
9,094

 
12,721

 
53,295

 
40,104

 
NAREIT FFO
$
120,769

 
$
157,705

 
$
558,273

 
$
638,381

 
 
 
 
 
 
 
 
 
 
 
 
 
NAREIT FFO per share/OP Unit - diluted
$
0.40

 
$
0.52

 
$
1.85

 
$
2.09

 
Weighted average shares/OP Units outstanding - basic and diluted
299,438

 
305,265

 
302,339

 
305,281

 
 
 
 
 
 
 
 
 
 
 
 
 
Items that impact FFO comparability
 
 
 
 
 
 
 
 
 
Gain (loss) on extinguishment of debt, net
$
(16,914
)
 
$
10

 
$
(37,096
)
 
$
498

 
 
SEC settlement
(7,000
)
 

 
(7,000
)
 

 
 
Litigation and other non-routine legal expenses
(851
)
 
(2,184
)
 
(2,506
)
 
(5,813
)
 
 
Transaction expenses
(173
)
 
(167
)
 
(467
)
 
(371
)
 
Total items that impact FFO comparability
$
(24,938
)
 
$
(2,341
)
 
$
(47,069
)
 
$
(5,686
)
 
Items that impact FFO comparability, net per share
$
(0.08
)
 
$
(0.01
)
 
$
(0.16
)
 
$
(0.02
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional Disclosures
 
 
 
 
 
 
 
 
 
Straight-line rental income, net (1)
$
3,456

 
$
3,965

 
$
15,352

 
$
18,449

 
 
Amortization of above- and below-market leases and tenant inducements, net (2)
5,063

 
6,011

 
23,313

 
27,460

 
 
Straight-line ground rent expense (3)
(31
)
 
(30
)
 
(131
)
 
(134
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends declared per share/ OP Unit
$
0.280

 
$
0.275

 
$
1.105

 
$
1.055

 
Share/OP Unit dividends declared
$
83,577

 
$
83,771

 
$
332,547

 
$
321,610

 
Share/OP Unit dividend payout ratio (as % of NAREIT FFO)
69.2
%
 
53.1
%
 
59.6
%
 
50.4
%
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes unconsolidated joint venture Montecito Marketplace straight-line rental expense, net of $2 at pro rata share for the twelve months ended December 31, 2017. Montecito Marketplace was sold on August 8, 2017.
(2) Includes unconsolidated joint venture Montecito Marketplace amortization of above- and below-market leases and tenant inducements, net of $15 at pro rata share for the twelve months ended December 31, 2017. Montecito
Marketplace was sold on August 8, 2017.
 
 
 
 
(3) Straight-line ground rent expense is included in Operating costs on the Consolidated Statements of Operations.
 
 
 
 









 
x
396695951_jpgstandardlogoa21.jpg



SAME PROPERTY NOI ANALYSIS
 
 
 
 
 
 
 
Unaudited, dollars in thousands
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
Twelve Months Ended
 
 
 
 
 
 
 
 
 
12/31/18
 
12/31/17
 
Change
 
12/31/18
 
12/31/17
 
Change
 
 
Same Property NOI Analysis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of properties
 
420

 
420

 
 
417

 
417

 
 
 
Percent billed
 
88.4
%
 
89.9
%
 
(1.5%)
 
88.4
%
 
89.9
%
 
(1.5%)
 
 
Percent leased
 
91.9
%
 
91.9
%
 
—%
 
91.9
%
 
91.9
%
 
—%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Base rent
 
$
209,513

 
$
205,672

 
 
 
$
822,778

 
$
806,190

 
 
 
 
 
Ancillary and other
 
4,278

 
4,087

 
 
 
16,145

 
14,371

 
 
 
 
 
Expense reimbursements
 
65,065

 
64,636

 
 
 
248,541

 
245,158

 
 
 
 
 
Percentage rents
 
838

 
924

 
 
 
6,014

 
6,609

 
 
 
 
 
 
 
 
 
279,694

 
275,319

 
0.6%
 
1,093,478

 
1,072,328

 
2.5%
 
 
Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating costs
 
(35,336
)
 
(34,035
)
 
 
 
(125,878
)
 
(121,064
)
 
 
 
 
 
Real estate taxes
 
(40,776
)
 
(39,416
)
 
 
 
(162,455
)
 
(158,844
)
 
 
 
 
 
Provision for doubtful accounts
 
(3,248
)
 
(1,165
)
 
 
 
(8,608
)
 
(4,503
)
 
 
 
 
 
 
 
 
 
(79,360
)
 
(74,616
)
 
6.4%
 
(296,941
)
 
(284,411
)
 
4.4%
 
 
Same property NOI
 
$
200,334

 
$
200,703

 
(0.2)%
 
$
796,537

 
$
787,917

 
1.1%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOI margin
 
71.6
%
 
72.9
%
 
 
 
72.8
%
 
73.5
%
 
 
 
 
Expense recovery ratio
 
85.5
%
 
88.0
%
 
 
 
86.2
%
 
87.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percent contribution to same property NOI growth:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Change
 
Percent Contribution
 
 
 
Change
 
Percent Contribution
 
 
 
 
 
Base rent
 
$
3,841

 
1.9%
 
 
 
$
16,588

 
2.1%
 
 
 
 
 
Ancillary and other
 
191

 
0.1%
 
 
 
1,774

 
0.2%
 
 
 
 
 
Net recoveries
 
(2,232
)
 
(1.2%)
 
 
 
(5,042
)
 
(0.6%)
 
 
 
 
 
Percentage rents
 
(86
)
 
(0.0%)
 
 
 
(595
)
 
(0.1%)
 
 
 
 
 
Provision for doubtful accounts
 
(2,083
)
 
(1.0%)
 
 
 
(4,105
)
 
(0.5%)
 
 
 
 
 
 
 
 
 
 
 
(0.2)%
 
 
 
 
 
1.1%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Income Attributable to Common Stockholders to Same Property NOI
 
 
 
 
 
 
 
 
 
 
Same property NOI
 
$
200,334

 
$
200,703

 
 
 
$
796,537

 
$
787,917

 
 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-same property NOI
 
7,005

 
28,418

 
 
 
71,897

 
122,127

 
 
 
 
 
Lease termination fees
 
1,309

 
1,066

 
 
 
3,672

 
6,542

 
 
 
 
 
Straight-line rental income, net
 
3,456

 
3,965

 
 
 
15,352

 
18,451

 
 
 
 
 
Amortization of above- and below-market leases and tenant inducements, net
 
5,063

 
6,011

 
 
 
23,313

 
27,445

 
 
 
 
 
Fee income
 

 

 
 
 

 
320

 
 
 
 
 
Straight-line ground rent expense
 
(31
)
 
(30
)
 
 
 
(131
)
 
(134
)
 
 
 
 
 
Depreciation and amortization
 
(85,345
)
 
(89,988
)
 
 
 
(352,245
)
 
(375,028
)
 
 
 
 
 
Impairment of real estate assets
 
(9,094
)
 
(12,721
)
 
 
 
(53,295
)
 
(40,104
)
 
 
 
 
 
General and administrative
 
(28,641
)
 
(25,204
)
 
 
 
(93,596
)
 
(92,247
)
 
 
 
 
 
Total other expense
 
(16,502
)
 
(42,324
)
 
 
 
(45,220
)
 
(159,857
)
 
 
 
 
 
Equity in income of unconsolidated joint venture
 

 

 
 
 

 
381

 
 
 
 
 
Gain on disposition of unconsolidated joint venture interest
 

 

 
 
 

 
4,556

 
 
 
 
 
Net income attributable to non-controlling interests
 

 

 
 
 

 
(76
)
 
 
 
 
 
Preferred stock dividends
 

 

 
 
 

 
(39
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
 
$
77,554

 
$
69,896

 
 
 
$
366,284

 
$
300,254

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





 
xi
396695951_jpgstandardlogoa21.jpg

(Back To Top)

Section 3: EX-99.2 (EXHIBIT 99.2)

Exhibit
Exhibit 99.2


396695951_q418suppcover.jpg



 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SUPPLEMENTAL DISCLOSURE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





TABLE OF CONTENTS
 
 
 
 
 
 
 
 
 
 
 
 
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note: Financial information is unaudited.
 
 
 
 
 
 
 
 
 
For additional information, please visit www.brixmor.com, follow Brixmor on Twitter at www.twitter.com/Brixmor or find Brixmor on LinkedIn at www.linkedin.com/company/brixmor.
 
 
 
 
 
 
 
This Supplemental Disclosure may contain 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. These statements include, but are not limited to, statements related to the Company’s expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the sections entitled "Forward-Looking Statements" and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document and in the Company’s filings with the SEC. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.


Supplemental Disclosure - Three Months Ended December 31, 2018
 
396695951_jpgstandardlogoa21.jpg          




GLOSSARY OF TERMS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Term
 
Definition
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Anchor Spaces
 
Spaces equal to or greater than 10,000 square feet ("SF") of GLA.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Anchor Space Repositioning
 
Anchor leasing that is primarily focused on reconfiguring or significantly remerchandising existing space with minimal work required outside of normal
 
 
 
 
tenant improvement costs.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annualized Base Rent ("ABR")
 
Monthly base rent as of a specified date, under leases which have been signed or commenced as of the specified date, multiplied by 12. Annualized
 
 
 
 
base rent (i) excludes tenant reimbursements of expenses, such as operating costs, real estate taxes and insurance expenses, (ii) excludes percentage
 
 
 
 
rent and ancillary income, and (iii) is calculated on a cash basis and differs from how rent is calculated in accordance with generally accepted
 
 
 
 
accounting principles in the United States of America (“GAAP”) for purposes of financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
ABR PSF
 
ABR divided by leased GLA, excluding the GLA of lessee owned leasehold improvements.
 
 
 
 
 
 
 
 
Billed GLA
 
Aggregate GLA of all commenced leases, as of a specified date.
 
 
 
 
 
 
 
 
Development & Redevelopment
 
Development and redevelopment projects are deemed stabilized upon the earlier of (i) reaching approximately 90% billed occupancy or (ii) one year
 
 
Stabilization

 
after the property is placed in service.

 
 
 
 
 
 
 
 
EBITDA, EBITDAre, Adjusted EBITDA &
Supplemental, non-GAAP performance measures. Please see below for more information on the limitations of non-GAAP performance measures.
 
 
Cash Adjusted EBITDA

 
A reconciliation of net income to each of these measures is provided on page 7.
 
 
 
 
EBITDA is calculated as the sum of net income (loss) presented in accordance with GAAP before (i) interest expense, (ii) federal and state taxes, and
 
 
 
 
(iii) depreciation and amortization. EBITDAre represents EBITDA as adjusted for (i) gain (loss) on disposition of operating properties and (ii) impairment
 
 
 
 
of real estate assets and real estate equity investments. Adjusted EBITDA represents EBITDAre as adjusted for (i) gain (loss) on extinguishment of debt
 
 
 
and (ii) other items that the Company believes are not indicative of the Company's operating performance. Cash Adjusted EBITDA represents
 
 
 
 
Adjusted EBITDA as adjusted for (i) straight-line rental income, (ii) amortization of above- and below-market leases and tenant inducements, and (iii)
 
 
 
 
straight-line ground rent expense. EBITDA, EBITDAre, Adjusted EBITDA & Cash Adjusted EBITDA include the Company's unconsolidated joint venture,
 
 
 
 
which was sold on August 8, 2017, at pro rata share.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Leasable Area ("GLA")
 
Represents the total amount of leasable property square footage.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Leased GLA
 
Aggregate GLA of all signed or commenced leases, as of a specified date.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBOR
 
London Interbank Offered Rate.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Metropolitan Statistical Area ("MSA")
Defined by the United States Office of Management and Budget as a region associated with at least one urbanized area that has a population of at
 
 
 
 
least 50,000 and comprises the central county or counties containing the core, plus adjacent outlying counties having a high degree of social and
 
 
 
 
economic integration with the central county or counties as measured through commuting.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAREIT
 
National Association of Real Estate Investment Trusts.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAREIT Funds From Operations (“FFO")
A supplemental, non-GAAP performance measure. Please see below for more information on the limitations of non-GAAP performance measures.
 
 
 
 
A reconciliation of net income to NAREIT FFO is provided on page 8.
 
 
 
 
NAREIT defines FFO as net income (loss) presented in accordance with GAAP excluding (i) gain (loss) on disposition of operating properties, plus (ii)
 
 
 
 
depreciation and amortization of operating properties, (iii) impairment of operating properties and real estate equity investments and (iv) after
 
 
 
 
adjustments for unconsolidated joint ventures calculated to reflect FFO on the same basis.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Effective Rent
Average ABR PSF over the lease term adjusted for tenant improvements and allowances, tenant specific landlord work and third party leasing
 
 
 
commissions.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Operating Income ("NOI")
 
A supplemental, non-GAAP performance measure. Please see below for more information on the limitations of non-GAAP performance measures.
 
 
 
 
A reconciliation of NOI to net income is provided on page 10.
 
 
 
 
Calculated as total property revenues (base rent, ancillary and other, expense reimbursements, and percentage rents) less direct property operating
 
 
 
 
expenses (operating costs, real estate taxes and provision for doubtful accounts). NOI excludes (i) corporate level expenses (including G&A),
 
 
 
 
(ii) lease termination fees, (iii) straight-line rental income, (iv) amortization of above- and below-market leases and tenant inducements,
 
 
 
 
(v) straight-line ground rent expense and (vi) the Company's unconsolidated joint venture, which was sold on August 8, 2017.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOI Yield
 
Calculated as the projected incremental NOI as a percentage of the incremental third party costs of a specified project, net of any project specific
 
 
 
 
credits (i.e. lease termination fees or other ancillary credits).
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-controlling Interests
 
Relate to the portion of Brixmor Operating Partnership LP ("OP”), a consolidated subsidiary, held by the non-controlling interest holders. As of December
 
 
 
 
31, 2018, the Company, through its 100% ownership of BPG Subsidiary, Inc., owns 100% of the OP.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-owned Major Tenant
 
Also known as a shadow anchor. Represents tenants that are situated on parcels which are owned by unrelated third parties, but, due to their location
 
 
 
 
within or immediately adjacent to a shopping center, appear to the consumer as a retail tenant of the shopping center and, as a result, attract
 
 
 
 
additional consumer traffic to the center.