DDR Reports Operating FFO Per Diluted Share Of $0.28 For The Quarter Ended June 30, 2014

BEACHWOOD, Ohio, July 30, 2014 /PRNewswire/ -- DDR Corp. (NYSE: DDR) today announced operating results for the second quarter ended June 30, 2014. 

(Logo: http://photos.prnewswire.com/prnh/20131217/DDRLOGO )

Significant Second Quarter Activity:

  • Generated Operating FFO of $0.28 per diluted share, a 3.7% increase from the second quarter of 2013
  • Executed 364 new leases and renewals for 3.1 million square feet
  • Increased the U.S. portfolio leased rate by 20 basis points to 95.3%, from 95.1% at March 31, 2014 and by 80 basis points from 94.5% at June 30, 2013
  • Generated positive new leasing spreads of 18.8% on a pro rata basis, and positive renewal leasing spreads of 7.5% on a pro rata basis
  • Generated same store net operating income growth of 3.2% at both 100% ownership and on a pro rata basis compared to the prior year
  • Acquired $265 million of wholly-owned prime power centers
  • Sold $79 million of non-prime assets; DDR's pro rata gross proceeds were $51 million
  • Closed on the sale of DDR's 50% ownership interest in Sonae Sierra Brazil BV Sarl ("SSB") for gross proceeds of $344 million
  • Closed on a $75 million, seven-year non-recourse mortgage loan secured by a shopping center in Puerto Rico with an interest rate of 3.59%
  • Redeemed the remaining $55 million of 7.375% Class H Preferred Shares
  • Formed a joint venture with Blackstone to acquire 76 shopping centers for $1.975 billion which is expected to close in the third quarter of 2014

"We are very pleased with our quarterly results highlighted by our ninth consecutive quarter of same store net operating income growth in excess of 3%," commented DDR's Chief Executive Officer Daniel B. Hurwitz.  "We are also optimistic regarding the continued leasing momentum within our portfolio, the expansion of our relationship with Blackstone and the profitable disposition of our interests in Brazil.  Tenant demand for high quality assets remains robust and we expect to benefit as a result going forward."

Financial Highlights

  • Second quarter operating funds from operations attributable to common shareholders ("Operating FFO") increased $15.2 million to $101.3 million, or $0.28 per diluted share, compared to $86.1 million, or $0.27 per diluted share, for the prior-year comparable period.
  • Second quarter net income attributable to common shareholders was $67.8 million, or $0.19 per diluted share, which compares to net loss of $36.0 million, or $0.11 per diluted share, for the prior-year comparable period.

Significant Second Quarter Operating Activity

  • Executed 153 new leases totaling 695,000 square feet at positive spreads of 18.8% on a pro rata basis
  • Executed 211 renewal leases totaling 2.4 million square feet at positive spreads of 7.5% on a pro rata basis
  • Increased the annualized base rent per occupied square foot to $13.50 as of June 30, 2014 as compared to $12.92 at June 30, 2013

Significant Second Quarter Transactional Activity

  • Acquired four consolidated prime power centers totaling 1.2 million square feet for $264.8 million. The acquisitions were funded primarily with proceeds from the sale of the Company's interest in SSB, asset dispositions and the issuance of 1.0 million operating partnership units valued at $17.9 million.
  • Sold seven consolidated non-prime operating shopping centers totaling 341,000 square feet and six consolidated non-income producing assets. Gross proceeds were $44.6 million. A net gain of $8.0 million was recorded related to these sales.
  • Sold four unconsolidated operating shopping centers totaling 409,000 square feet for $34.0 million, of which the Company's pro rata share was $6.3 million. A net gain of $2.0 million was recorded related to these sales, of which the Company's pro rata share was $0.8 million.
  • Sold its entire ownership interest in SSB for gross proceeds of $343.6 million, and recorded a gain on sale in the second quarter of $83.8 million.
  • Closed on a $75 million non-recourse mortgage loan secured by Plaza Escorial, a 636,000-square-foot shopping center in Puerto Rico. The loan obtained from a leading life insurance company, includes a seven-year term and an interest rate of 3.59%.
  • Redeemed the remaining $55.0 million of the Company's 7.375% Class H Cumulative Redeemable Preferred Shares and recorded a charge of $1.9 million to net income attributable to common shareholders related to the write-off of the Class H Preferred Shares' original issuance costs.
  • Formed a joint venture with Blackstone to acquire 76 shopping centers from American Realty Capital Properties, Inc. in a transaction valued at $1.975 billion, including assumed debt of $461 million and approximately $800 million of new financings. An affiliate of Blackstone will own 95% of the common equity of the joint venture and an affiliate of DDR will own the remaining 5%. DDR also is expected to invest up to $300 million in preferred equity in the joint venture with a fixed dividend rate of 8.5% and will provide customary leasing and management services. In addition, DDR will have the right of first offer to acquire ten of the assets under specified conditions consistent with past transactions with Blackstone. The acquisition is expected to close in the third quarter of 2014.

2014 Guidance

  • There has been no change in Operating FFO per share guidance since the last update provided on March 10, 2014.  The Company continues to estimate a range of $1.14 to $1.18 for 2014 Operating FFO per diluted share.  

Non-GAAP Disclosures

FFO is a supplemental non-GAAP financial measurement used as a standard in the real estate industry and a widely accepted measure of real estate investment trust ("REIT") performance.  Management believes that FFO and Operating FFO provide additional indicators of the financial performance of a REIT.  The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group.  Neither FFO nor Operating FFO represents cash generated from operating activities in accordance with generally accepted accounting principles ("GAAP"), is necessarily indicative of cash available to fund cash needs and should be considered as an alternative to net income computed in accordance with GAAP as an indicator of the Company's operating performance or as an alternative to cash flow as a measure of liquidity.

FFO is defined and calculated by the Company as net income, adjusted to exclude:  (i) preferred share dividends, (ii) gains and losses from disposition of depreciable real estate property, which are presented net of taxes, (iii) impairment charges on depreciable real estate property and related investments, (iv) extraordinary items and (v) certain non-cash items.  These non-cash items principally include real property depreciation and amortization of intangibles, equity income from joint ventures and equity income from non-controlling interests and the Company's proportionate share of FFO from its unconsolidated joint ventures and non-controlling interests, determined on a consistent basis.  The Company calculates Operating FFO by excluding the non-operating charges and gains described below.  The Company computes FFO in accordance with the NAREIT definition.  Other real estate companies may calculate FFO and Operating FFO in a different manner.  Operating FFO is useful to investors as the Company removes these charges and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio.  A reconciliation of net income (loss) to FFO and Operating FFO is presented herein.

Safe Harbor

DDR Corp. considers portions of the information in this press release to be 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, both as amended, with respect to the Company's expectation for future periods.  Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.  For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements.  There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area; competition from other available space; dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant; constructing properties or expansions that produce a desired yield on investment; our ability to buy or sell assets on commercially reasonable terms; our ability to complete acquisitions or dispositions of assets under contract, including the ability of the joint venture between DDR and Blackstone to successfully complete the acquisition of the portfolio from American Realty Capital Properties, Inc.; our ability to secure equity or debt financing on commercially acceptable terms or at all; our ability to enter into definitive agreements with regard to our financing and joint venture arrangements or our failure to satisfy conditions to the completion of these arrangements; the success of our capital recycling strategy; and the finalization of the financial statements for the three-month period ended June 30, 2014.  For additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Company's Form 10-K for the year ended December 31, 2013, as amended.  The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

About DDR Corp.

DDR is an owner and manager of 390 value-oriented shopping centers representing 108 million square feet in 39 states and Puerto Rico.  The Company's assets are concentrated in high barrier-to-entry markets with stable populations and high growth potential and its portfolio is actively managed to create long-term shareholder value. DDR is a self-administered and self-managed REIT operating as a fully integrated real estate company, and is publicly traded on the New York Stock Exchange under the ticker symbol DDR.  Additional information about the Company is available at www.ddr.com, as well as on Twitter, LinkedIn and Facebook.

Conference Call and Supplemental Information

A copy of the Company's Supplemental package is available upon request to Brooke Vanek at the Company's corporate office, 3300 Enterprise Parkway, Beachwood, Ohio 44122 or at www.ddr.com.

The Company will hold its quarterly conference call tomorrow, July 31, 2014, at 10:00 a.m. Eastern Time.  To participate, please dial 866.515.2914 (domestic), or 617.399.5128 (international) at least ten minutes prior to the scheduled start of the call.  When prompted, provide the passcode: 24154621.  Access to the live call and replay will also be available through the Company's website.  The replay will be available through August 7, 2014.

 

 


DDR Corp.

Income Statement: Consolidated Interests






$ in thousands, except per share







2Q14


2Q13


6M14


6M13

Revenues:









Minimum rents (1)


$178,140


$139,784


$353,049


$275,671

Percentage rent


643


674


2,316


2,364

Recoveries


58,264


44,742


118,324


89,437

Ancillary income


6,146


7,415


12,482


13,025

Other revenues (2)


2,588


4,894


4,484


5,518



245,781


197,509


490,655


386,015

Expenses (3):









Operating and maintenance


35,436


32,871


73,583


64,535

Real estate taxes


36,578


26,258


72,042


52,318



72,014


59,129


145,625


116,853










Net operating income


173,767


138,380


345,030


269,162










Other income (expense):









Fee income


7,879


10,191


16,102


20,912

Interest income


3,158


5,797


6,285


13,674

Interest expense (4)


(62,573)


(53,626)


(125,207)


(105,835)

Depreciation and amortization


(99,826)


(67,047)


(208,295)


(132,671)

General and administrative (5)


(19,085)


(20,117)


(39,338)


(39,877)

Other income (expense), net (6)


(4,510)


1,895


(9,124)


(1,005)

Impairment charges (7)


(14,342)


(13,642)


(24,615)


(13,642)

(Loss) income before earnings from equity method investments and other items


(15,532)


1,831


(39,162)


10,718










Equity in net income (loss) of joint ventures


1,131


(1,191)


6,621


1,763

Impairment of joint venture investments


0


0


(9,100)


0

Gain on sale and change in control of interests, net


83,830


1,066


83,830


1,066

Income (loss) from discontinued operations (8)


6,643


(21,596)


17,280


(26,526)

Tax expense


(649)


(1,703)


(1,335)


(2,063)

Gain (loss) on disposition of real estate, net of tax


1,472


(1,525)


383


(1,582)

Net  income (loss)


76,895


(23,118)


58,517


(16,624)

(Loss) income attributable to non-controlling interests


(878)


(195)


860


(386)

Net  income (loss) attributable to DDR


76,017


(23,313)


59,377


(17,010)

Write-off of preferred share original issuance costs


(1,943)


(5,246)


(1,943)


(5,246)

Preferred dividends


(6,259)


(7,475)


(12,867)


(14,505)

Net income (loss) attributable to Common Shareholders


67,815


(36,034)


44,567


(36,761)

FFO:









Net income (loss) attributable to common shareholders


67,815


(36,034)


44,567


(36,761)

Depreciation and amortization of real estate investments


97,677


68,122


204,744


135,138

Equity in net (income) loss of joint ventures


(1,131)


1,191


(6,621)


(1,763)

Joint ventures' FFO


7,377


12,146


16,120


24,372

Non-controlling interests (OP units)


223


54


285


108

Impairment of depreciable real estate


1,102


32,422


11,491


40,101

(Gain) loss on disposition of depreciable real estate, net


(90,937)


2,063


(102,648)


1,285

FFO attributable to Common Shareholders


82,126


79,964


167,938


162,480

Non-operating items, net (9)


19,137


6,130


34,035


9,666

Operating FFO


$101,263


$86,094


$201,973


$172,146

FFO per share – Diluted (10)


$0.23


$0.25


$0.47


$0.51

Operating FFO per share – Diluted (10)


$0.28


$0.27


$0.56


$0.54

 

 

DDR Corp.

Balance Sheet: Consolidated Interests



$ in thousands

At Quarter End


2Q14


4Q13

Assets:




Land

$2,213,794


$2,209,970

Buildings

6,996,560


6,949,440

Fixtures and tenant improvements

621,490


599,221


9,831,844


9,758,631

Less: Accumulated depreciation

(1,918,681)


(1,823,199)


7,913,163


7,935,432

Land held for development and construction in progress

520,167


452,980

Real estate held for sale, net

0


12,670

Real estate, net

8,433,330


8,401,082





Investments in and advances to joint ventures

199,380


448,008

Cash

359,340


86,664

Restricted cash

31,625


33,476

Notes receivable, net

58,863


78,338

Receivables, including straight-line rent, net

121,919


129,513

Other assets, net (11)

477,364


515,992

Total Assets

9,681,821


9,693,073





Liabilities and Equity:




Revolving credit facilities

28,623


29,133

Unsecured debt

2,759,931


2,754,120

Unsecured term loan

350,000


350,000

Mortgage and other secured debt

2,190,384


2,161,421


5,328,938


5,294,674

Dividends payable

61,302


55,107

Other liabilities (12)

442,767


415,413

Total Liabilities

5,833,007


5,765,194





Preferred shares

350,000


405,000

Common shares

35,964


35,938

Paid-in-capital

5,421,087


5,417,363

Accumulated distributions in excess of net income

(1,982,326)


(1,915,638)

Deferred compensation obligation

16,961


16,702

Accumulated other comprehensive income

(11,943)


(36,493)

Less: Common shares in treasury at cost

(16,208)


(18,211)

Non-controlling interests

35,279


23,218

Total Equity

3,848,814


3,927,879





Total Liabilities and Equity

$9,681,821


$9,693,073

 

 


DDR Corp.

Income Statement: Unconsolidated Interests at 100%





$ in thousands





2Q14


2Q13


6M14


6M13

Revenues:








Minimum rents

$92,008


$128,093


$199,448


$256,074

Percentage rent

365


434


775


1,059

Recoveries

23,987


30,874


48,612


62,528

Other revenues

7,929


15,628


23,716


32,137


124,289


175,029


272,551


351,798

Expenses:








Operating and maintenance

30,068


41,207


68,724


80,135

Real estate taxes

14,479


20,289


29,038


40,896


44,547


61,496


97,762


121,031









Net operating income

79,742


113,533


174,789


230,767









Other income (expense):








Interest expense

(45,753)


(55,610)


(99,748)


(113,278)

Depreciation and amortization

(38,652)


(55,766)


(84,063)


(116,832)

Impairment charges

(600)


(38,323)


(600)


(38,323)

Tax expense

(2,425)


(7,238)


(6,565)


(13,853)

Other income (expense), net

235


620


(2,837)


(313)


(87,195)


(156,317)


(193,813)


(282,599)









Loss from continuing operations

(7,453)


(42,784)


(19,024)


(51,832)

Loss from discontinued operations

(373)


(8,410)


(1,053)


(11,611)

Gain (loss) on disposition of discontinued operations, net

2,038


(369)


23,511


(5,906)

Gain on disposition of real estate, net

0


164


0


643

Net (loss) income

(5,788)


(51,399)


3,434


(68,706)

Loss attributable to non-controlling interests

(535)


(6,695)


(2,023)


(13,914)

Net (loss) income attributable to unconsolidated joint ventures

(6,323)


(58,094)


1,411


(82,620)

Depreciation and amortization of real estate investments

38,272


57,591


82,447


122,365

Impairments on depreciable real estate

600


44,563


600


44,563

(Gain) loss on disposition of depreciable real estate, net

(1,947)


369


(23,420)


5,427

FFO

30,602


44,429


61,038


89,735

FFO at DDR's ownership interest

7,377


12,146


16,120


24,372

Operating FFO at DDR's ownership interests

7,158


11,640


16,253


24,082









Net income (loss) at DDR's ownership interests

1,436


(1,522)


6,167


1,528

Basis differences

(305)


331


454


235

Equity in net income (loss) of joint ventures

$1,131


$(1,191)


$6,621


$1,763

 

 


DDR Corp.

Balance Sheet: Unconsolidated Interests at 100%



$ in thousands

At Quarter End


2Q14


4Q13

Assets:




Land

$1,158,271


$1,275,232

Buildings

3,166,873


3,940,806

Fixtures and tenant improvements

171,229


266,851


4,496,373


5,482,889

Less: Accumulated depreciation

(803,548)


(839,867)


3,692,825


4,643,022

Land held for development and construction in progress

60,621


116,088

Real estate, net

3,753,446


4,759,110

Cash and restricted cash

93,386


282,866

Receivables, including straight-line rent, net

63,493


101,003

Other assets, net

145,677


196,615

Total Assets

4,056,002


5,339,594





Liabilities and Equity:




Mortgage debt

2,834,997


3,282,643

Notes and accrued interest payable to DDR

138,256


127,679

Other liabilities

158,833


245,368

Total Liabilities

3,132,086


3,655,690





Redeemable preferred equity

72,470


71,771

Accumulated equity

851,446


1,612,133

Total Liabilities and Equity

$4,056,002


$5,339,594

 

 


DDR Corp.

Financial Statements: Footnotes





$ in millions, except per share




Includes discontinued operations

2Q14


2Q13


6M14


6M13










(1)

Minimum rents:









Straight-line rent, net

$1.5


$1.7


$2.5


$3.1


Below-market rent, net

0.7


0.0


0.6


(0.1)


Ground lease revenue

8.1


5.9


16.0


11.6










(2)

Other revenues:









Lease termination fees

2.0


4.7


3.3


5.2


Other miscellaneous

0.6


0.2


1.2


0.3










(3)

Operating expenses:









Recoverable expenses (excludes discontinued operations)

(65.1)


(50.2)


(130.9)


(100.0)


Non-recoverable expenses (excludes discontinued operations)

(6.9)


(8.9)


(14.7)


(16.9)


Straight-line ground rent expense

(0.3)


(0.3)


(0.6)


(0.6)


Expensed costs of suspended developments

(0.3)


(0.5)


(0.7)


(1.1)










(4)

Non-cash interest expense:









Convertible debt accretion

(2.8)


(2.7)


(5.6)


(5.3)


Debt fair value amortization

4.1


0.6


8.4


1.2


Loan cost amortization

(3.1)


(2.9)


(6.3)


(5.9)


Interest expense (capitalized)

2.2


2.1


4.0


4.8










(5)

General and administrative expenses:









Stock compensation expenses

(2.0)


(1.9)


(3.9)


(3.7)


Internal leasing expenses

(1.8)


(1.8)


(3.8)


(3.9)


Construction administrative costs (capitalized)

2.5


2.3


4.9


4.5










(6)

Other income (expense):









Transactions and other

(3.8)


0.0


(8.1)


(0.6)


Litigation expenses

(0.7)


(0.4)


(1.0)


(0.7)


Debt extinguishment, net

0.0


2.3


0.0


0.3










(7)

Impairment charges:









Land held for development

13.2


0.0


13.2


0.0


Undeveloped land

0.0


2.6


0.4


2.6


Assets marketed for sale

1.1


11.0


11.0


11.0










(8)

Discontinued operations:









Revenues

0.3


11.1


3.2


23.5


Expenses

(0.2)


(9.3)


(2.5)


(19.5)


Impairments

0.0


(21.3)


(0.6)


(29.0)


Gain (loss) on disposition of real estate, net

6.5


(2.1)


17.2


(1.5)


Net income (loss)

6.6


(21.6)


17.3


(26.5)

 

 

DDR Corp.

Financial Statements: Footnotes





$ in millions, except per share




Includes discontinued operations

2Q14


2Q13


6M14


6M13










(9)

Non-operating items excluded from Operating FFO:









Non-cash impairment charges – non-depreciable assets

$13.2


$2.6


$22.8


$2.6


Transaction, litigation, debt extinguishment costs, other

4.5


(1.6)


9.3


1.5


Joint ventures – currency, other

(0.2)


(0.5)


0.1


(0.3)


(Gain) loss on sale of non-depreciable real estate, net

(0.3)


1.5


(0.1)


1.8


Non-cash gain on sale and change in control of interests, net

0.0


(1.1)


0.0


(1.1)


Non-cash write-off of preferred share original issuance costs

1.9


5.2


1.9


5.2



19.1


6.1


34.0


9.7










(10)

Outstanding per share information:









Common shares (at quarter end)

359.6


320.1


359.6


320.1


OP units (at quarter end)

1.4


0.4


1.4


0.4


Total shares and units (at quarter end)

361.0


320.5


361.0


320.5


Weighted average shares and units – Basic  – EPS

357.8


317.0


357.7


315.1


Assumed conversion of dilutive securities

0.5


0.0


0.5


0.0


Weighted average shares and units – Diluted – EPS

358.3


317.0


358.2


315.1


Weighted average shares and units – Basic – FFO & OFFO

360.1


319.6


359.8


317.8


Assumed conversion of dilutive securities

0.5


0.5


0.5


0.5


Weighted average shares and units – Diluted – FFO & OFFO

360.6


320.1


360.3


318.3


Earnings per common share – Basic

$0.19


$(0.11)


$0.12


$(0.12)


Earnings per common share – Diluted

$0.19


$(0.11)


$0.12


$(0.12)


FFO per share – Basic

$0.23


$0.25


$0.47


$0.51


FFO per share – Diluted

$0.23


$0.25


$0.47


$0.51


Operating FFO per share – Diluted

$0.28


$0.27


$0.56


$0.54


Common stock dividends declared, per share

$0.155


$0.135


$0.31


$0.27










(11)

Intangible assets, net (at quarter and year end)





377.1


409.6










(12)

Below-market leases, net (at quarter and year end)





135.1


123.9










Additional financial information:


















Capital expenditures (DDR share):









Leasing

$9.3


$10.6


$20.6


$20.3


Maintenance

2.1


1.9


3.2


2.5


Maintenance PSF of owned GLA





0.10


0.08











Miscellaneous (DDR share):









Est. value of land owned adjacent to existing centers (at 12/31/13)





$35.0




Cost basis of headquarters (non-income producing, at quarter end)





42.0












 

 

SOURCE DDR Corp.



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