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During the second quarter of 2017, the Company acquired 10 real estate properties totaling approximately 203,000 square feet for an aggregate purchase price of approximately $36.2 million, including cash consideration of approximately $35.9 million. Upon acquisition, the properties were 100% leased in the aggregate with lease expirations ranging from 2019 through 2032.
On July 26, 2017, the Company completed a public offering of 4,887,500 shares of its common stock, including 637,500 shares of common stock issued in connection with the exercise in full of the underwriters' option to purchase additional shares, and received net proceeds of approximately $108.9 million after deducting underwriting discount and commissions and estimated offering expenses payable by the Company. Proceeds from the offering were used to repay the outstanding balance on our revolving credit facility totaling $58.0 million. The remaining proceeds will be used to fund our future investments and for general corporate and working capital purposes.
On August 7, 2017, the Company’s Board of Directors declared a quarterly common stock dividend in the amount of $0.3925 per share. The dividend is payable on September 1, 2017 to stockholders of record on August 28, 2017.
On February 27, 2017, Timothy Wallace, the Company’s Chairman, Chief Executive Officer and President, entered into a new 10b5-1 trading plan pursuant to which he may acquire additional shares of the Company's common stock from time to time. The new 10b5-1 trading plan replaced Mr. Wallace's 10b5-1 trading plan dated February 29, 2016, which expired on December 31, 2016. The new 10b5-1 trading plan became effective April 3, 2017. Under the 10b5-1 trading plan, Mr. Wallace is able to purchase up to the lesser of $2,000,000 or 100,000 shares of the Company's common stock, subject to timing, price and trading limitations.
June 30, 2017
December 31, 2016
Real estate properties:
Land and land improvements
Buildings, improvements, and lease intangibles
Total real estate properties
Less accumulated depreciation
Total real estate properties, net
Cash and cash equivalents
Mortgage note receivable, net
Other assets, net
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued liabilities
Commitments and contingencies
Preferred stock, $0.01 par value; 50,000,000 shares authorized; none issued and outstanding
Common stock, $0.01 par value; 450,000,000 shares authorized; 13,121,163 and 12,988,482 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively
Additional paid-in capital
Cumulative net income
Accumulated other comprehensive loss
Total stockholders’ equity
Total liabilities and stockholders' equity
The Condensed Consolidated Balance Sheets do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.
Three Months Ended June 30,
Six Months Ended June 30,
General and administrative
Depreciation and amortization
OTHER INCOME (EXPENSE)
Interest and other income, net
NET INCOME PER COMMON SHARE:
Net income per common share – Basic
Net income per common share – Diluted
WEIGHTED AVERAGE COMMON SHARE OUTSTANDING-BASIC
WEIGHTED AVERAGE COMMON SHARE OUTSTANDING-DILUTED
The Condensed Consolidated Statements of Income do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.
Three Months Ended June 30,
Real estate depreciation and amortization
Funds From Operations
Transaction costs (2)
Normalized Funds From Operations
Straight line rent
Funds from Operations per Common Share-Diluted
Normalized Funds From Operations Per Common Share-Diluted
AFFO Per Common Share-Diluted
Weighted Average Common Shares Outstanding-Diluted
Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. However, since real estate values have historically risen or fallen with market conditions, many industry investors deem presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. For that reason, the Company considers funds from operations ("FFO"), normalized FFO and adjusted funds from operations ("AFFO") to be appropriate measures of operating performance of an equity real estate investment trust ("REIT"). In particular, the Company believes that normalized FFO and AFFO are useful because they allow investors, analysts and Company management to compare the Company's operating performance to the operating performance of other real estate companies and between periods on a consistent basis without having to account for differences caused by unanticipated items and other events.
The Company uses the National Association of Real Estate Investment Trusts, Inc. ("NAREIT") definition of FFO. FFO and FFO per share are operating performance measures adopted by NAREIT. NAREIT defines FFO as the most commonly accepted and reported measure of a REIT's operating performance equal to "net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures." The Company has included normalized FFO which it has defined as FFO excluding certain expenses related to closing costs of properties acquired accounted for as business combinations and mortgages funded and has included AFFO which it has defined as normalized FFO excluding straight-line rent and deferred compensation and may include other non-cash items from time to time. Normalized FFO and AFFO presented herein may not be comparable to similar measures presented by other real estate companies due to the fact that not all real estate companies use the same definitions.
FFO, normalized FFO and AFFO should not be considered as alternatives to net income (determined in accordance with GAAP) as indicators of the Company's financial performance or as alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of the Company’s liquidity, nor are they necessarily indicative of sufficient cash flow to fund all of the Company’s needs. The Company believes that in order to facilitate a clear understanding of the consolidated historical operating results of the Company, FFO, normalized FFO and AFFO should be examined in conjunction with net income as presented elsewhere herein.
Upon the adoption of Accounting Standards Update ("ASU") No, 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, on January 1, 2017, the Company expects that substantially all of its acquisitions will be accounted for as asset acquisitions. As such, transaction costs related to its acquisitions will be capitalized into the real estate property.
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