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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
Commission File Number 1-13102
Date
of Report (date of earliest event reported): April 27, 2007
FIRST INDUSTRIAL REALTY TRUST, INC.
(Exact name of Registrant as specified in its Charter)
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Maryland
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36-3935116 |
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.) |
311 S. Wacker Drive, Suite 4000, Chicago, Illinois 60606
(Address of principal executive offices)
(312) 344-4300
(Registrants telephone number, including area code)
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 Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Item 8.01 OTHER EVENTS
Property
Acquisitions
First Industrial Realty Trust, Inc. and its subsidiaries (the Company) acquired 69
operating industrial properties from unrelated parties during the period January 1, 2006 through
December 31, 2006. The combined purchase price of the 69 operating industrial properties acquired
totaled approximately $376.1 million, excluding closing costs incurred in conjunction with the
acquisition of the industrial properties. The 69 operating industrial properties acquired are
described below. The acquisitions were funded with proceeds from property sales, borrowings under
the Companys $500.0 million unsecured revolving credit facility and/or working capital. The
Operating Partnership will operate the facilities as industrial rental property.
Properties Acquired by the Company:
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On January 5, 2006, the Company purchased five light industrial
properties and one regional warehouse totaling 101,746 square
feet, in the aggregate, located in the metropolitan area of San
Diego, CA. The aggregate purchase price was $13.4 million. The
properties were purchased from Wells Fargo Bank, N.A., as Trustee
of the Harold F. Hutton Trust. |
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On January 11, 2006, the Company purchased two bulk warehouses
totaling 396,639 square feet, in the aggregate, located in the
metropolitan areas of Indianapolis, IN and Denver, CO. The
aggregate purchase price for the properties was approximately
$11.2 million. The properties were purchased from SNKTW, LLC, a
Colorado limited liability company. |
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On January 12, 2006, the Company purchased a 150,000 square feet
light industrial property located in the metropolitan area of Los
Angeles, CA. The purchase price for the property was
approximately $14.0 million. The property was purchased from Saul
Leasing, LP. |
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On January 19, 2006, the Company purchased a 117,483 square feet
bulk warehouse located in the metropolitan area of Chicago, IL.
The purchase price for the property was approximately $3.8
million. The property was purchased from Dennis Investments,
Inc., a Delaware Corporation. |
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On January 20, 2006, the Company purchased a 60,500 square feet
regional warehouse located in the metropolitan area of St. Paul,
MN. The purchase price for the property was approximately $2.1
million. The property was purchased from 316 Lake Hazeltine Drive
Limited Partnership. |
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On January 31, 2006, the Company purchased a 84,026 square feet
light industrial property located in the metropolitan area of
North, NJ. The purchase price for the property was approximately
$1.8 million. The property was purchased from Robert Mark,
Associates. |
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On February 1, 2006, the Company purchased a 498,145 square feet
bulk warehouse located in the metropolitan area of Dallas, TX.
The purchase price for the property was approximately $41.8
million. The property was purchased from U.S. Distribution
Center, LLC, Dillon Drive Associates, LLC, Plainview Columbia,
LLC, Colorado Briargate Associates, LLC, and Pueblo Investment
Properties #1, LLC. |
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On February 28, 2006, the Company purchased a 133,237 square feet
bulk warehouse located in the metropolitan area of Los Angeles,
CA. The purchase price for the property was approximately $10.0
million. The property was purchased from Feed The Children
California, Inc. |
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On March 2, 2006, the Company purchased a 44,000 square feet light
industrial property located in the metropolitan area of North, NJ.
The purchase price for the property was approximately $1.5
million. The property was purchased from EHL Holdings, LLC. |
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On March 3, 2006, the Company purchased a 121,750 square
feet light industrial
property located in the metropolitan area of Salt Lake City, UT.
The purchase price for the property was approximately $4.5. The
property was purchased from 9th West Properties. |
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On March 17, 2006, the Company purchased a 90,089 square feet
regional warehouse located in the metropolitan area of Milwaukee,
WI. The purchase price for the property was approximately $3.2
million. The property was purchased from New Berlin Property,
LLC. |
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On April 12, 2006, the Company purchased a 77,011 square feet
manufacturing property located in the metropolitan area of
Detroit, MI. The purchase price for the property was
approximately $4.2 million. The property was purchased from RDM
Holdings, Ltd, a Michigan corporation. |
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On April 20, 2006, the Company purchased nineteen R&D/Flex
properties totaling 497,535 square feet, in the aggregate, located
in the metropolitan area of Tampa, FL. The aggregate purchase
price was approximately $40.1 million. The properties were
purchased from Bryan Dairy FlexxSpace, Ltd., Cross Bayou
FlexxSpace, Ltd., Pinebrook FlexxSpace, Ltd., and Joel Levy, as
Successor Trustee of Land Trust Number one under Unrecorded Land
Trust Agreement dated November 29, 1999. |
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On May 8, 2006, the Company purchased a 355,964 square
feet bulk warehouse
located in the metropolitan area of Omaha, NE. The purchase price
for the property was approximately $11.0 million. The property
was purchased from Firstar Fiber, Inc. |
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On May 12, 2006, the Company purchased a 56,626 square feet
R&D/Flex property located in the metropolitan area of Denver, CO.
The purchase price for the property was approximately $3.7
million. The property was purchased from Colorado Industrial
Portfolio, LLC, a Colorado limited liability company. |
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On May 12, 2006, the Company purchased a 128,600 square feet light
industrial property located in the metropolitan area of St. Louis,
MO. The purchase price for the property was approximately $3.7
million. The property was purchased from SLT Development
Corporation. |
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On July 24, 2006, the Company purchased six bulk warehouses
totaling 1,060,799 square feet, in the aggregate, located in the
metropolitan area of Cleveland, OH. The aggregate purchase price
was approximately $50.6 million. The properties were purchased
from Duke Realty Ohio, an Indiana general partnership. |
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On July 25, 2006, the Company purchased a 49,968 square feet
regional warehouse located in the metropolitan area of Denver, CO.
The purchase price for the property was approximately $2.0
million. The property was purchased from 5909 Broadway, No. 2
LLC, a Colorado limited liability company. |
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On July 31, 2006, the Company purchased a 60,597 square feet light
industrial property located in the metropolitan area of
Minneapolis, MN. The purchase price for the property was
approximately $5.5 million. The property was purchased from
Rycent, LLC, a Minnesota limited liability company. |
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On August 1, 2006 the Company purchased a 98,800 square feet
regional warehouse located in the metropolitan area of Cincinnati,
OH. The purchase price for the property was approximately $1.6
million. The property was purchased from Joseph A. Brant, Trustee
and Renrel III Investments, PLL. |
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On August 1, 2006, the Company purchased a 79,800 square feet
regional warehouse located in the metropolitan area of Cincinnati,
OH. The purchase price for the property was approximately $2.7
million. The property was purchased from RM Fisher Investments
Limited Partnership and CFL-TEN, LLC. |
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On August 30, 2006, the Company purchased two light industrial
properties totaling 81,200 square feet, in the aggregate, located
in the metropolitan area of Philadelphia, PA. The aggregate
purchase price was approximately $5.8 million. The properties
were purchased from Kusic Capital Group III, LLC. |
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On September 7, 2006, the Company purchased a 67,528 square feet
light industrial property located in the metropolitan area of Los
Angeles, CA. The purchase price for the property was
approximately $7.9 million. The property was purchased from
Vector Associates, LLC. |
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On September 15, 2006, the Company purchased a 120,838 square feet
bulk warehouse located in the metropolitan area of Salt Lake City,
UT. The purchase price for the property was approximately $5.3
million. The property was purchased from Eckman Midgley
Associates, a Utah partnership. |
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On September 28, 2006, the Company purchased two regional
warehouses totaling 192,000 square feet, in the aggregate, located
in the metropolitan area of Atlanta, GA. The aggregate purchase
price was approximately $7.8 million. The properties were
purchased from Real Estate Exchange Services, Inc. |
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On October 3, 2006, the Company purchased three bulk warehouses
totaling 472,685 square feet, in the aggregate, located in the
metropolitan area of Salt Lake City, UT. The aggregate purchase
price was approximately $22.6 million. The properties were
purchased from Ninigret Park Development, LC, a Utah limited
company. |
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On October 5, 2006, the Company purchased a 153,600
square feet bulk warehouse
located in the metropolitan area of Phoenix, AZ. The purchase
price for the property was approximately $8.1 million. The
property was purchased from Roosevelt Business Park, LLC. |
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On October 10, 2006, the Company purchased a 59,492 square feet
regional warehouse located in the metropolitan area of
Minneapolis, MN. The purchase price for the property was
approximately $4.1 million. The property was purchased from South
North Plymouth, LLC. |
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On October 10, 2006, the Company purchased a 1,057,823 square feet
bulk warehouse located in the metropolitan area of Chicago, IL.
The purchase price for the property was approximately $39.0
million. The property was purchased from Lanter Company. |
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On October 19, 2006, the Company purchased a 56,817 square feet
regional warehouse located in the metropolitan area of Phoenix,
AZ. The purchase price for the property was approximately $4.3
million. The property was purchased from O. Glen Klemp. |
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On October 24, 2006, the Company purchased a 125,541 square feet
bulk warehouse located in the metropolitan area of Los Angeles,
CA. The purchase price for the property was approximately $10.5
million. The property was purchased from Scott Valencia Property,
CO. |
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On November 30, 2006, the Company purchased a 101,436 square feet
bulk warehouse and a 8,125 square feet light industrial property
located in the metropolitan area of Los Angeles, CA. The
aggregate purchase price was approximately $10.5 million. The
property was purchased from Arthur Hale. |
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On November 30, 2006, the Company purchased a 207,827 square feet
bulk warehouse located in the metropolitan area of Cincinnati, OH.
The purchase price for the property was approximately $8.6
million. The property was purchased from 2150 Investment, Co. |
The Company also acquired 22 operating industrial properties from unrelated parties during the
period January 1, 2006 through December 31, 2006, which are not included in the above list as the
properties were vacant upon purchase, leased back to the seller(s) upon purchase or subsequently
sold before December 31, 2006. The combined purchase price of the 22 operating industrial
properties acquired totaled approximately $197.3 million.
Risk
Factor
The following reflects changes to a risk factor previously disclosed in the Companys Form 10-K
for the year ended December 31, 2006:
If the IRS were to disagree with our characterization of certain arrangements entered
into by the Company as reimbursements or the timing of certain assignments of contracts by the
Company, the Company could be subject to a penalty tax or fail to remain qualified as a REIT.
The Company believes that it has operated and intends to continue to operate so as
to qualify as a REIT under the Code. Although the Company believes that it is organized and has
operated in a manner so as to qualify as a REIT, qualification as a REIT involves the satisfaction
of numerous requirements, some of which must be met on a recurring basis. These requirements are
established under highly technical and complex Code provisions of which there are only limited
judicial or administrative interpretations and involve the determination of various factual matters
and circumstances not entirely within the Companys control.
The Company (through one of its subsidiary partnerships) entered into certain
development agreements in 2000 through 2003, the performance of which has been completed. Under
these agreements, the Company provided services to unrelated third parties and certain payments
were made by the unrelated third parties for services provided by certain contractors hired by the
Company. The Company believes that these payments were properly characterized by it as
reimbursements for costs incurred by it on behalf of the third parties and do not constitute gross
income and did not prevent the Company from satisfying the gross income requirements of the REIT
provisions (the gross income tests). The Company brought this matter to the attention of the
Internal Revenue Service (the IRS). The IRS did not challenge or express any interest in
challenging the Companys view on this matter.
Employees of the First Industrial, L.P., a subsidiary partnership of the Company (the
Service Employees), were providing certain acquisition and disposition services since 2004 and
certain leasing and property management services since 1997 to one of the Companys taxable REIT
subsidiaries (the TRS), and have also been providing certain of these services (or similar
services) to joint ventures in which First Industrial, L.P. owns a minority interest or to
unrelated parties. In determining whether it satisfied the gross income tests for certain years,
the Company has taken and intends to take the position that the costs of the Service Employees
should be shared between the Operating Partnership and the TRS and that no fee income should be
imputed to the Company as a result of such arrangement. However, because certain of these services
(or similar services) have also been performed for the joint ventures or unrelated parties
described above, there can be no assurance that the IRS will not successfully challenge this
position. First Industrial, L.P. believes that it has taken appropriate steps to address this issue
going forward, but there can be no assurance that such steps will adequately resolve this issue.
During 2006, the Company determined that the Operating Partnerships fee income to be derived
in 2006 and subsequent years from joint ventures with third parties (joint venture fee income)
might materially exceed joint venture fee income in prior years. If steps were not taken, this
increased fee income might have caused the Company to violate the gross income tests in 2006 and
subsequent years. The Company decided to address this issue by transferring employees providing
the services, and assigning the service contracts giving rise to the fee income, from the Operating
Partnership to the TRS. The Company believes that these transfers were completed early enough in
2006 to have avoided this potential gross income issue for 2006.
The employees were transferred promptly to the TRS. However, the documentation for the assignment
of the service contracts was completed later because changes were required to the transaction
documentation for each of the joint ventures involved and, in some cases, consent of the respective
joint venture partner was needed. It is therefore possible that the IRS could raise an issue as to
when the service activity generating the joint venture fee income shifted to the TRS for U.S.
federal income tax purposes. In light of this possibility, the Company presently intends to seek
clarification from the IRS in the form of a private letter ruling or closing agreement. The
Company intends to ask the IRS to confirm that (i) the transfers were made early enough in 2006 to
have avoided any potential violation of the gross income tests or alternatively, that (ii) if the
transfers occurred later in 2006 than the Company intended, the gross income tests were satisfied
in any event.
If the IRS were to challenge either of the positions described in the second and third
paragraphs and were successful, or the IRS were unwilling to provide the clarification described in
the fourth paragraph, the Company could be found not to have satisfied the gross income tests in
one or more of its taxable years. If the Company were found not to have satisfied the gross income
tests, it could be subject to a penalty tax as a result of any such violations, but the Company
does not believe that any such penalty tax would be material. However, such noncompliance should
not adversely affect the Companys qualification as a REIT as long as such noncompliance was due to
reasonable cause and not to willful neglect and certain other requirements were met. The Company
believes that, in all three situations, any such noncompliance was due to reasonable cause and not
willful neglect and that such other requirements will have been met.
If the Company were to fail to qualify as a REIT in any taxable year, it would be subject to
federal income tax, including any applicable alternative minimum tax, on its taxable income at
corporate rates. This could result in a discontinuation or substantial reduction in dividends to
stockholders and in cash to pay interest and principal on debt securities that the Company issues.
Unless entitled to relief under certain statutory provisions, the Company would be disqualified
from electing treatment as a REIT for the four taxable years following the year during which it
failed to qualify as a REIT.
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Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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Financial Statements: |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition A Properties (Unaudited). |
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Historical Summary of Gross Income and Direct Operating Expenses for the 2006
Acquisition I Property and Notes thereto with Independent Auditors report dated
January 19, 2007. |
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Historical Summary of Gross Income and Direct Operating Expenses for the 2006
Acquisition II Property and Notes thereto with Independent Auditors report dated
January 10, 2007. |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006
Acquisition III Property and Notes thereto with Independent Auditors report dated
April 9, 2007. |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition IV Properties and Notes thereto with Independent Auditors report dated
March 19, 2007. |
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Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition V Property and Notes thereto with Independent Auditors report dated
January 23, 2007. |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition VI Properties and Notes thereto with Independent Auditors report dated
March 8, 2007. |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006
Acquisition VII Property and Notes thereto with Independent Auditors report
dated April 18, 2007. |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006
Acquisition VIII Property and Notes thereto with Independent Auditors report
dated January 23, 2007. |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition IX Properties and Notes thereto with Independent Auditors report
dated January 19, 2007. |
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Historical Summaries of Gross Income and Direct Operating Expenses for the
2006 Acquisition X Property and Notes thereto with Independent Auditors report dated
March 5, 2007. |
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Pro Forma Financial Information (Unaudited): |
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Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 2006. |
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Pro Forma Consolidated Statement of Operations for the Year Ended December 31, 2005. |
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Exhibit. |
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Exhibit No. |
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Description |
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Consent of PricewaterhouseCoopers LLP |
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INDEX TO FINANCIAL STATEMENTS
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2006 Acquisition A Properties |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for
the 2006 Acquisition A Properties for the Years Ended
December 31, 2006 (Unaudited)
and 2005 (Unaudited) |
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2006 Acquisition I Property |
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Report of Independent Auditors |
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Historical Summary of Gross Income and Direct Operating Expenses for
the 2006 Acquisition I Property for the Year Ended December 31, 2005 |
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Notes to Historical Summary of Gross Income and Direct Operating
Expenses |
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2006 Acquisition II Property |
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Report of Independent Auditors |
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Historical
Summary of Gross Income and Direct Operating Expenses for the 2006
Acquisition II Property for the Year Ended December 31, 2005 |
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Notes to
Historical Summary of Gross Income and Direct Operating Expenses |
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2006 Acquisition III Property |
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Report of Independent Auditors |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006
Acquisition III Property for the Three Months Ended March 31, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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Notes to Historical Summaries of Gross Income and Direct Operating Expenses |
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2006 Acquisition IV Properties |
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Report of Independent Auditors |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for
the 2006 Acquisition IV Properties for the Six Months Ended June 30, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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Notes to Combined Historical Summaries of Gross Income and Direct Operating Expenses |
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2006 Acquisition V Property |
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Report of Independent Auditors |
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Historical Summaries of Gross Income and Direct Operating Expenses for
the 2006 Acquisition V Property for the Six Months Ended June 30, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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27 |
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Notes to Historical Summaries of Gross Income and Direct Operating Expenses |
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28 |
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2006 Acquisition VI Properties |
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Report of Independent Auditors |
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30 |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses for
the 2006 Acquisition VI Properties for the Nine Months Ended September 30, 2006
(Unaudited) and the Year Ended December 31, 2005 |
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31 |
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Notes to Combined Historical Summaries of Gross Income and Direct Operating Expenses |
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2006 Acquisition VII Property |
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Report of Independent Auditors |
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34 |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006 |
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Acquisition VII Property for the Nine Months Ended September 30, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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Notes to Historical Summaries of Gross Income and Direct Operating Expenses |
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36 |
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2006 Acquisition VIII Property |
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Report of Independent Auditors |
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38 |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006 |
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Acquisition VIII Property for the Nine Months Ended September 30, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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39 |
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Notes to Historical Summaries of Gross Income and Direct Operating Expenses |
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40 |
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2006 Acquisition IX Properties |
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Report of Independent Auditors |
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42 |
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Combined Historical Summaries of Gross Income and Direct Operating Expenses
for the 2006 Acquisition IX Properties for the Nine Months Ended
September 30, 2006 (Unaudited) and the Year Ended December 31, 2005 |
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43 |
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Notes to Combined Historical Summaries of Gross Income and Direct
Operating Expenses |
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44 |
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2006 Acquisition X Property |
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Report of Independent Auditors |
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46 |
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Historical Summaries of Gross Income and Direct Operating Expenses for the 2006
Acquisition X Property for the Nine Months Ended September 30, 2006 (Unaudited)
and the Year Ended December 31, 2005 |
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47 |
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Notes to Historical Summaries of Gross Income and Direct Operating Expenses |
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48 |
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Pro Forma Financial Information (Unaudited) |
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Pro Forma Financial Information |
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Pro Forma Consolidated Statement of Operations for the Year Ended
December 31, 2006 |
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51 |
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Notes to Pro Forma Financial Statements |
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52 |
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Pro Forma Consolidated Statement of Operations for the Year Ended
December 31, 2005 |
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55 |
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Notes to Pro Forma Financial Statement |
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8
2006 ACQUISITION A PROPERTIES
Combined Historical Summaries of Gross Income and Direct Operating Expenses
For the Years Ended December 31, 2006 and 2005
(Unaudited, Dollars in thousands)
The Combined Historical Summaries of Gross Income and Direct Operating Expenses as shown
below, present the summarized results of operations of 52 of 69 operating industrial properties
acquired during the period January 1, 2006 through December 31, 2006 (the 2006 Acquisition A
Properties) by First Industrial Realty Trust, Inc. (together with its subsidiaries, the
Company). The Combined Historical Summary of Gross Income and Direct Operating Expenses for the
Year Ended December 31, 2006 include operations only for the periods for which the 2006 Acquisition
A Properties were not owned by the Company. These statements are exclusive of one operating
industrial property (the 2006 Acquisition I Property), one operating industrial property (the
2006 Acquisition II Property), one operating industrial property (the 2006 Acquisition III
Property), six operating industrial properties (the 2006 Acquisition IV Properties), one
operating industrial property (the 2006 Acquisition V Property), two operating industrial
properties (the 2006 Acquisition VI Properties), one operating industrial property (the 2006
Acquisition VII Property), one operating industrial property (the 2006 Acquisition VIII
Property), two operating industrial properties (the 2006 Acquisition IX Properties) and one
operating industrial property (the 2006 Acquisition X Property) acquired by the Company during
the period January 1, 2006 through December 31, 2006 which have been audited and are included
elsewhere in this Form 8-K.
The 2006 Acquisition A Properties were acquired for an aggregate purchase price of
approximately $168.4 million and have an aggregate gross
leasable area of 3,049,710 square feet (unaudited). A
description of each property is included in Item 8.01.
|
|
|
|
|
|
|
|
|
|
|
For the |
|
|
For the |
|
|
|
Year Ended |
|
|
Year Ended |
|
|
|
December 31, 2006 |
|
|
December 31, 2005 |
|
|
|
(Unaudited) |
|
|
(Unaudited) |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
4,566 |
|
|
$ |
12,299 |
|
Tenant Recoveries and Other Income |
|
|
276 |
|
|
|
2,937 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
4,842 |
|
|
|
15,236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
720 |
|
|
|
3,086 |
|
Repairs and Maintenance |
|
|
201 |
|
|
|
499 |
|
Utilities |
|
|
88 |
|
|
|
332 |
|
Insurance |
|
|
89 |
|
|
|
282 |
|
Other |
|
|
246 |
|
|
|
1,419 |
|
|
|
|
|
|
|
|
Total Direct
Operating Expenses |
|
|
1,344 |
|
|
|
5,618 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
3,498 |
|
|
$ |
9,618 |
|
|
|
|
|
|
|
|
9
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition I Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition I Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition I Propertys revenues and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition I Property
for the year ended December 31, 2005, in conformity with accounting principles generally accepted
in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
January 19, 2007
10
2006 ACQUISITION I PROPERTY (201 Manville)
Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
Gross Income: |
|
|
|
|
Rental Income |
|
$ |
826 |
|
Tenant Recoveries |
|
|
96 |
|
|
|
|
|
Total Gross Income |
|
|
922 |
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
Real Estate Taxes |
|
|
85 |
|
|
|
|
|
Total Direct Operating Expenses |
|
|
85 |
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
837 |
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
11
2006 ACQUISITION I PROPERTY (201 Manville)
Notes to Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
1. Basis of Presentation.
The Historical Summary of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on January 12, 2006 (the 2006 Acquisition I Property).
The 2006 Acquisition I Property was acquired for a purchase price of approximately $14.0
million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Los Angeles, CA
|
|
|
1 |
|
|
|
150,000 |
|
|
January 12, 2006 |
The Historical Summary has been prepared on the accrual basis of accounting. The
Historical Summary has been prepared for the purpose of complying with the rules and regulations of
the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summary is not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition I
Property. The Historical Summary excludes certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition I Property that may not be comparable to the expenses expected to be incurred
in future operations. Management is not aware of any material factors relating to this property
which would cause the reported financial information not to be necessarily indicative of future
operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summary, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes and other property operating expenses, if applicable, and is recognized as
revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition I
Property and include real estate taxes that are expected to continue in the ongoing operation of
the 2006 Acquisition I Property. Expenditures for maintenance and repairs, utilities, and
insurance are paid directly by the tenant.
12
2006 ACQUISITION I PROPERTY (201 Manville)
Notes to Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
3. Future Rental Revenues.
The 2006 Acquisition I Property is leased to a tenant under a net operating lease. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under the noncancelable
operating lease in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition I |
|
|
|
Amount |
|
2006 |
|
|
858 |
|
2007 |
|
|
|
|
2008 |
|
|
|
|
2009 |
|
|
|
|
2010 |
|
|
|
|
Thereafter |
|
|
|
|
|
|
|
|
Total |
|
$ |
858 |
|
|
|
|
|
Federal Express Corporation is the sole tenant, occupying 100% of the Property, and
therefore represents 100% of the total gross income reported.
4. Subsequent Event.
On November 30, 2006 Federal Express Corporation renewed their lease for a portion of the
premise. Federal Express Corporation will occupy 62,250 square feet (unaudited) during the period
from February 1, 2007 through November 30, 2011. Annual base rent over the new lease term will be
$653,640.
13
REPORT OF INDEPENDENT AUDITORS
|
|
|
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc. |
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition II Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition II Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition II Propertys revenues and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006
Acquisition II Property for the year ended December 31, 2005, in conformity with accounting
principles generally accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
January 10, 2007
14
2006 ACQUISITION II PROPERTY (5801 Martin Luther King Boulevard)
Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
Gross Income: |
|
|
|
|
Rental Income |
|
$ |
3,929 |
|
Tenant Recoveries |
|
|
535 |
|
|
|
|
|
Total Gross Income |
|
|
4,464 |
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
Real Estate Taxes |
|
|
535 |
|
Insurance |
|
|
5 |
|
|
|
|
|
Total Direct Operating Expenses |
|
|
540 |
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
3,924 |
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
15
2006 ACQUISITION II PROPERTY (5801 Martin Luther King Boulevard)
Notes to Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
1. Basis of Presentation.
The Historical Summary of Gross Income and Direct Operating Expenses present the 2005 results
of operations of one operating industrial property acquired by First Industrial Realty Trust, Inc.
and its subsidiaries (the Company) on February 1, 2006 (the 2006 Acquisition II Property).
The 2006 Acquisition II Property was acquired for an aggregate purchase price of approximately
$41.8 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Dallas, TX
|
|
|
1 |
|
|
|
498,145 |
|
|
February 1, 2006 |
The Historical Summary has been prepared on the accrual basis of accounting. The Historical
Summary has been prepared for the purpose of complying with the rules and regulations of the
Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the Company
and future registration statements filed by the Company. The Historical Summary is not intended to
be a complete presentation of the revenues and expenses of the 2006 Acquisition II Property. The
Historical Summary excludes certain expenses such as interest, depreciation and amortization,
professional fees, and other costs not directly related to the future operations of the 2006
Acquisition II Property that may not be comparable to the expenses expected to be incurred in
future operations. Management is not aware of any material factors relating to this property which
would cause the reported financial information not to be necessarily indicative of future operating
results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summary, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rent concessions, if any, are recognized on a straight-line basis over
the term of the tenants lease. Tenant recovery income includes payments from tenants for real
estate taxes and other property expenses, if applicable, and is recognized as revenue in the same
period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition II
Property and include real estate taxes and insurance that are expected to continue in the ongoing
operation of the 2006 Acquisition II Property. Expenditures for maintenance and repairs and
utilities are paid directly by the tenant.
16
2006 ACQUISITION II PROPERTY (5801 Martin Luther King Boulevard)
Notes to Historical Summary of Gross Income and Direct Operating Expenses
For the Year Ended December 31, 2005
(Dollars in thousands)
3. Future Rental Revenues.
The 2006 Acquisition II Property is leased to a tenant under a net operating lease. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under the noncancelable
operating lease in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition II |
|
|
|
Amount |
|
2006 |
|
|
3,453 |
|
2007 |
|
|
3,453 |
|
2008 |
|
|
3,453 |
|
2009 |
|
|
3,482 |
|
2010 |
|
|
3,988 |
|
Thereafter |
|
|
41,781 |
|
|
|
|
|
Total |
|
$ |
59,610 |
|
|
|
|
|
Llano Logistics, Inc. is the sole tenant, occupying 100% of the Property, and therefore,
represents 100% of the total gross income reported.
17
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition III Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition III Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition III Propertys revenues and
expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition III
Property for the year ended December 31, 2005, in conformity with accounting principles generally
accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
April 9, 2007
18
2006 ACQUISITION III PROPERTY (10330 I Street)
Historical Summaries of Gross Income and Direct Operating Expenses
For the Three Months Ended March 31, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Three |
|
|
For the |
|
|
|
Months Ended |
|
|
Year Ended |
|
|
|
March 31, 2006 |
|
|
December 31, 2005 |
|
|
|
(Unaudited) |
|
|
|
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
220 |
|
|
$ |
714 |
|
Tenant Recoveries |
|
|
45 |
|
|
|
86 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
265 |
|
|
|
800 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
43 |
|
|
|
170 |
|
Repairs And Maintenance |
|
|
2 |
|
|
|
7 |
|
Utilities |
|
|
20 |
|
|
|
137 |
|
Insurance |
|
|
4 |
|
|
|
20 |
|
Other |
|
|
|
|
|
|
19 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
69 |
|
|
|
353 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
196 |
|
|
$ |
447 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
19
2006 ACQUISITION III PROPERTY (10330 I Street)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Three Months Ended March 31, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
1. Basis of Presentation.
The Historical Summaries of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on May 8, 2006 (the 2006 Acquisition III Property).
The 2006 Acquisition III Property was acquired for a purchase price of approximately $11.0
million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Omaha, Nebraska
|
|
|
1 |
|
|
|
355,964 |
|
|
May 8, 2006 |
The Historical Summaries have been prepared on the accrual basis of accounting. The
Historical Summaries have been prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summaries are not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition III
Property. The Historical Summaries exclude certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition III Property that may not be comparable to the expenses expected to be
incurred in future operations. Management is not aware of any material factors relating to this
property which would cause the reported financial information not to be necessarily indicative of
future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summaries, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition III
Property and include real estate taxes, repairs and maintenance, utilities, and insurance expense that are expected to continue in the ongoing operation of
the 2006 Acquisition III Property. Expenditures for maintenance and repairs are charged to operations as incurred.
20
2006 ACQUISITION III PROPERTY (10330 I Street)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Three Months Ended March 31, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
3. |
|
Future Rental Revenues. |
The 2006 Acquisition III Property is leased to a tenant under a gross operating lease.
Minimum lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition III |
|
|
|
Amount |
|
2006 |
|
|
865 |
|
2007 |
|
|
841 |
|
2008 |
|
|
841 |
|
2009 |
|
|
374 |
|
2010 |
|
|
374 |
|
Thereafter |
|
|
3,362 |
|
|
|
|
|
Total |
|
$ |
6,657 |
|
|
|
|
|
The following three tenants represent more than 10% of the gross income for the year
ended December 31, 2005:
|
|
|
|
|
|
|
% Gross Income |
|
|
|
Year ended |
|
Tenant |
|
December 31, 2005 |
|
Firstar Fiber, Inc |
|
|
52.14% |
|
Tra-Mel Leasing |
|
|
18.13% |
|
Lovebox Company |
|
|
24.10% |
|
The
following two tenants represent more than 10% of the gross income for the three
months ended March 31, 2006 (Unaudited):
|
|
|
|
|
|
|
% Gross Income |
|
|
|
Three months ended |
|
Tenant |
|
March 31, 2006
(Unaudited) |
|
Powermate Corp. |
|
|
52.63% |
|
Firstar Fiber, Inc |
|
|
42.05% |
|
4.
Related Party Transactions.
In
2005 Firstar Fiber, Inc and Tra-Mel Leasing each owned 55% and 45% respectively of
the membership interest in Central Omaha Real Estate L.L.C., the owner of the property. During
2005, Firstar Fiber, Inc acquired Tra-Mel Leasings ownership in Central Omaha Real Estate
L.L.C. At time of sale, Firstar Fiber, Inc was the owner of 100% of the membership interest
in Central Omaha Real Estate L.L.C.
5. |
|
Historical Summary of Gross Income and Direct Operating Expenses for the Three Months Ended
March 31, 2006 (Unaudited). |
The Historical Summary of Gross Income and Direct Operating Expenses for the three months
ended March 31, 2006 is unaudited. In the opinion of management, all significant adjustments
necessary for a fair presentation of the historical summary for the interim period have been
included. The results of operations for the interim period are not necessarily indicative of the
results of operations to be expected for the full year for the operations of the Property.
21
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Combined Historical Summary of Gross Income and Direct
Operating Expenses (Combined Historical Summary) of the 2006 Acquisition IV Properties as
described in Note 1 for the year ended December 31, 2005. This Combined Historical Summary is the
responsibility of the 2006 Acquisition IV Properties management. Our responsibility is to express
an opinion on this Combined Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Combined Historical Summary is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
Combined Historical Summary. An audit also includes assessing the accounting principles used and
the significant estimates made by management, as well as evaluating the overall presentation of the
Combined Historical Summary. We believe that our audit provides a reasonable basis for our
opinion.
The accompanying Combined Historical Summary was prepared for the purpose of complying with
certain rules and regulations of the Securities and Exchange Commission as described in Note 1 and
is not intended to be a complete presentation of the 2006 Acquisition IV Properties revenues and
expenses.
In our opinion, the Combined Historical Summary referred to above presents fairly, in all
material respects, the gross income and direct operating expenses described in Note 1 of the 2006
Acquisition IV Properties for the year ended December 31, 2005, in conformity with accounting
principles generally accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
March 19, 2007
22
2006 ACQUISITION IV PROPERTIES (Duke Industrial Portfolio)
Combined Historical Summaries of Gross Income and Direct Operating Expenses
For the Six Months Ended June 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Six |
|
|
For the |
|
|
|
Months Ended |
|
|
Year Ended |
|
|
|
June 30, 2006 |
|
|
December 31, 2005 |
|
|
|
(Unaudited) |
|
|
|
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
2,157 |
|
|
$ |
3,529 |
|
Tenant Recoveries |
|
|
530 |
|
|
|
705 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
2,687 |
|
|
|
4,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
200 |
|
|
|
457 |
|
Repairs and Maintenance |
|
|
223 |
|
|
|
366 |
|
Utilities |
|
|
101 |
|
|
|
123 |
|
Insurance |
|
|
29 |
|
|
|
38 |
|
Other Expenses |
|
|
9 |
|
|
|
40 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
562 |
|
|
|
1,024 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
2,125 |
|
|
$ |
3,210 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
23
2006 ACQUISITION IV PROPERTIES (Duke Industrial Portfolio)
Notes to Combined Historical Summaries of Gross Income and
Direct Operating Expenses
For the Six Months Ended June 30, 2006 (unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. Basis of Presentation.
The Combined Historical Summaries of Gross Income and Direct Operating Expenses combine the
results of operations of six operating industrial properties acquired by First Industrial Realty
Trust, Inc. and its subsidiaries (the Company) on July 24, 2006 (the 2006 Acquisition IV
Properties).
The 2006 Acquisition IV Properties were acquired for an aggregate purchase price of
approximately $50.6 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Cleveland, OH
|
|
|
6 |
|
|
|
1,060,799 |
|
|
July 24, 2006 |
The Combined Historical Summaries have been prepared on the accrual basis of accounting.
The Combined Historical Summaries have been prepared for the purpose of complying with the rules
and regulations of the Securities and Exchange Commission and for
inclusion in this current report on
Form 8-K of the Company and future registration statements filed by the Company. The Combined
Historical Summaries are not intended to be a complete presentation of the revenues and expenses of
the 2006 Acquisition IV Properties. The Combined Historical Summaries exclude certain expenses
such as interest, depreciation and amortization, professional fees, and other costs not directly
related to the future operations of the 2006 Acquisition IV Properties that may not be comparable
to the expenses expected to be incurred in future operations. Management is not aware of any
material factors relating to these properties which would cause the reported financial information
not to be necessarily indicative of future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Combined Historical Summaries, is required to make estimates and assumptions that affect the
reported amounts of revenues and certain expenses during the reporting period. Actual results
could differ from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the 2006 Acquisition
IV Properties.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition IV
Properties and include real estate taxes, utilities, insurance, and other expenses that are
expected to continue in the ongoing operation of the 2006 Acquisition IV Properties. Expenditures
for repairs and maintenance are charged to operations as incurred.
24
2006 ACQUISITION IV PROPERTIES (Duke Industrial Portfolio)
Notes to Combined Historical Summaries of Gross Income and
Direct Operating Expenses
For the Six Months Ended June 30, 2006 (unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
3. Future Rental Revenues.
The
2006 Acquisition IV Properties are leased to tenants under net and
gross operating leases. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition IV |
|
|
|
Amount |
|
2006 |
|
|
4,458 |
|
2007 |
|
|
4,073 |
|
2008 |
|
|
3,755 |
|
2009 |
|
|
3,307 |
|
2010 |
|
|
3,073 |
|
Thereafter |
|
|
5,469 |
|
|
|
|
|
Total |
|
$ |
24,135 |
|
|
|
|
|
The
following three tenants represent more than 10% of the total gross
income reported for the six months ended June 30, 2006 (unaudited)
and year ended December 31, 2005:
|
|
|
|
|
|
|
|
|
|
|
% Gross Income |
|
|
|
|
|
Six months ended |
|
|
% Gross Income |
|
|
|
June 30, 2006 |
|
|
Year ended |
|
Tenant |
|
(Unaudited) |
|
|
December 31, 2005 |
|
Best Buy Stores |
|
|
33% |
|
|
|
39% |
|
Stride Tool |
|
|
14% |
|
|
|
18% |
|
The Home Depot |
|
|
16% |
|
|
|
4% |
|
4. Combined Historical Summary of Gross Income and Direct Operating Expenses for the Six
Months Ended June 30, 2006 (Unaudited).
The Combined Historical Summary of Gross Income and Direct Operating Expenses for the six
months ended June 30, 2006 is unaudited. In the opinion of management, all significant adjustments
necessary for a fair presentation of the combined historical summary for the interim period have
been included. The combined results of operations for the interim period are not necessarily
indicative of the combined results of operations to be expected for a full year for the operations
of the Properties.
25
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition V Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition V Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition V Propertys revenues and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition V Property
for the year ended December 31, 2005, in conformity with accounting principles generally accepted
in the United States of America.
PricewaterhouseCoopers
LLP
Chicago, Illinois
January 23, 2007
26
2006 ACQUISITION V PROPERTY (6455 City West Parkway)
Historical Summaries of Gross Income and Direct Operating Expenses
For the Six Months Ended June 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Six |
|
|
|
|
|
|
Months Ended |
|
|
For the |
|
|
|
June 30, 2006 |
|
|
Year Ended |
|
|
|
(Unaudited) |
|
|
December 31, 2005 |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
295 |
|
|
$ |
589 |
|
Tenant Recoveries |
|
|
67 |
|
|
|
135 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
362 |
|
|
|
724 |
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
67 |
|
|
|
135 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
67 |
|
|
|
135 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
295 |
|
|
$ |
589 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
27
2006 ACQUISITION V PROPERTY (6455 City West Parkway)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Six Months Ended June 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. |
|
Basis of Presentation. |
The Historical Summaries of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on July 31, 2006 (the 2006 Acquisition V Property).
The 2006 Acquisition V Property was acquired for an aggregate purchase price of approximately
$5.5 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Minneapolis, MN |
|
|
1 |
|
|
|
60,597 |
|
|
July 31, 2006 |
The Historical Summaries have been prepared on the accrual basis of accounting. The
Historical Summaries have been prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summaries are not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition V
Property. The Historical Summaries exclude certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition V Property that may not be comparable to the expenses expected to be incurred
in future operations. Management is not aware of any material factors relating to this property
which would cause the reported financial information not to be necessarily indicative of future
operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summaries, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. |
|
Summary of Significant Accounting Policies. |
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition V
Property and include real estate taxes that are expected to continue in the ongoing operation of
the 2006 Acquisition V Property. Expenditures for maintenance and repairs, utilities, and
insurance are paid directly by the tenant.
28
2006 ACQUISITION V PROPERTY (6455 City West Parkway)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Six Months Ended June 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
3. |
|
Future Rental Revenues. |
The 2006 Acquisition V Property is leased to a tenant under a net operating lease. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition V |
|
|
|
Amount |
|
2006 |
|
|
589 |
|
2007 |
|
|
540 |
|
2008 |
|
|
|
|
2009 |
|
|
|
|
2010 |
|
|
|
|
Thereafter |
|
|
|
|
|
|
|
|
Total |
|
$ |
1,129 |
|
|
|
|
|
GATX Financial Corporation is the sole tenant, occupying 100% of the Property, and
therefore represents 100% of the total gross income reported for the year ended December 31, 2005
and six months ended June 30, 2006 (unaudited).
4. |
|
Historical Summary of Gross Income and Direct Operating Expenses for the Six Months Ended June
30, 2006 (Unaudited). |
The Historical Summary of Gross Income and Direct Operating Expenses for the six months ended
June 30, 2006 is unaudited. In the opinion of management, all significant adjustments necessary
for a fair presentation of the historical summary for the interim period have been included. The
results of operations for the interim period are not necessarily indicative of the results of
operations to be expected for a full year for the operations of the Property.
29
REPORT OF INDEPENDENT AUDITORS
To the
Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Combined Historical Summary of Gross Income and Direct
Operating Expenses (Combined Historical Summary) of the 2006 Acquisition VI Properties as
described in Note 1 for the year ended December 31, 2005. This Combined Historical Summary is the
responsibility of the 2006 Acquisition VI Properties management. Our responsibility is to express
an opinion on this Combined Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Combined Historical Summary is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
Combined Historical Summary. An audit also includes assessing the accounting principles used and
the significant estimates made by management, as well as evaluating the overall presentation of the
Combined Historical Summary. We believe that our audit provides a reasonable basis for our
opinion.
The accompanying Combined Historical Summary was prepared for the purpose of complying with
certain rules and regulations of the Securities and Exchange Commission as described in Note 1 and
is not intended to be a complete presentation of the 2006 Acquisition VI Properties revenues and
expenses.
In our opinion, the Combined Historical Summary referred to above presents fairly, in all
material respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition VI
Properties for the year ended December 31, 2005, in conformity with accounting principles generally
accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
March 8, 2007
30
2006 ACQUISITION VI PROPERTIES (Ninigret IX AB & C)
Combined Historical Summaries of Gross Income and
Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Nine |
|
|
|
|
|
|
Months Ended |
|
|
For the |
|
|
|
September 30, 2006 |
|
|
Year Ended |
|
|
|
(Unaudited) |
|
|
December 31, 2005 |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
1,023 |
|
|
$ |
1,173 |
|
Tenant Recoveries and Other Income |
|
|
232 |
|
|
|
217 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
1,255 |
|
|
|
1,390 |
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
130 |
|
|
|
129 |
|
Repairs and Maintenance |
|
|
74 |
|
|
|
70 |
|
Utilities |
|
|
21 |
|
|
|
41 |
|
Insurance |
|
|
47 |
|
|
|
53 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
272 |
|
|
|
293 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
983 |
|
|
$ |
1,097 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
31
2006
ACQUISITION VI PROPERTIES (Ninigret IX AB & C)
Notes to Combined Historical Summaries of Gross Income
and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. |
|
Basis of Presentation. |
The Combined Historical Summaries of Gross Income and Direct Operating Expenses present the
results of operations of two operating industrial properties acquired by First Industrial Realty
Trust, Inc. and its subsidiaries (the Company) on October 3, 2006 (the 2006 Acquisition VI
Properties).
The 2006 Acquisition VI Properties were acquired for an aggregate purchase price of
approximately $18.7 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Salt Lake City, UT |
|
|
2 |
|
|
|
389,981 |
|
|
October 3, 2006 |
The Combined Historical Summaries have been prepared on the accrual basis of accounting.
The Combined Historical Summaries have been prepared for the purpose of complying with the rules
and regulations of the Securities and Exchange Commission and for
inclusion in this current report on
Form 8-K of the Company and future registration statements filed by the Company. The Combined
Historical Summaries are not intended to be a complete presentation of the revenues and expenses of
the 2006 Acquisition VI Properties. The Combined Historical Summary excludes certain expenses such
as interest, depreciation and amortization, professional fees, and other costs not directly related
to the future operations of the 2006 Acquisition VI Properties that may not be comparable to the
expenses expected to be incurred in future operations. Management is not aware of any material
factors relating to this property which would cause the reported financial information not to be
necessarily indicative of future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Combined Historical Summaries, is required to make estimates and assumptions that affect the
reported amounts of revenues and certain expenses during the reporting period. Actual results
could differ from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Properties.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition VI
Properties and include real estate taxes, repairs and maintenance, utilities, and insurance
expenses that are expected to continue in the ongoing operation of the 2006 Acquisition VI
Properties.
32
2006 ACQUISITION VI PROPERTIES (Ninigret IX AB & C)
Notes to Combined Historical Summaries of Gross Income
and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
3. |
|
Future Rental Revenues. |
The 2006 Acquisition VI Properties are leased to tenants under gross operating leases.
Minimum lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition VI |
|
|
|
Amount |
|
2006 |
|
|
1,283 |
|
2007 |
|
|
1,364 |
|
2008 |
|
|
1,083 |
|
2009 |
|
|
591 |
|
2010 |
|
|
389 |
|
Thereafter |
|
|
849 |
|
|
|
|
|
Total |
|
$ |
5,559 |
|
|
|
|
|
The following three tenants represent more than 10% of the total gross income reported
for the nine months ended September 30, 2006 (unaudited) and year ended December 31, 2005:
|
|
|
|
|
|
|
|
|
|
|
% Gross Income |
|
|
|
Nine Months ended |
|
% Gross Income |
|
|
September 30, 2006 |
|
Year ended |
Tenant |
|
(Unaudited) |
|
December 31, 2005 |
United Stationers |
|
|
37.43 |
% |
|
|
39.96 |
% |
Inline Plastic |
|
|
13.74 |
% |
|
|
17.95 |
% |
Black Diamond |
|
|
13.62 |
% |
|
|
13.72 |
% |
4. |
|
Combined Historical Summary of Gross Income and Direct Operating Expenses for the Nine
Months Ended September 30, 2006 (Unaudited) |
The Combined Historical Summary of Gross Income and Direct Operating Expenses for the nine
months ended September 30, 2006 is unaudited. In the opinion of management, all significant
adjustments necessary for a fair presentation of the combined historical summary for the interim
period have been included. The results of operations for the interim period are not necessarily
indicative of the results of operations to be expected for the full year for the operations of the
Properties.
33
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition VII Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition VII Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition VII Propertys revenues and
expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006
Acquisition VII Property for the year ended December 31, 2005, in conformity with accounting
principles generally accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
April 18, 2007
34
2006 ACQUISITION VII PROPERTY (7102 W. Roosevelt)
Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Nine |
|
|
|
|
|
|
Months Ended |
|
|
For the |
|
|
|
September 30, 2006 |
|
|
Year Ended |
|
|
|
(Unaudited) |
|
|
December 31, 2005 |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
225 |
|
|
$ |
258 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
225 |
|
|
|
258 |
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
103 |
|
|
|
134 |
|
Repairs and Maintenance |
|
|
13 |
|
|
|
19 |
|
Utilities |
|
|
15 |
|
|
|
17 |
|
Insurance |
|
|
9 |
|
|
|
16 |
|
Other Expenses |
|
|
13 |
|
|
|
18 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
153 |
|
|
|
204 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
72 |
|
|
$ |
54 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
35
2006 ACQUISITION VII PROPERTY (7102 W. Roosevelt)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
1. |
|
Basis of Presentation. |
The Historical Summaries of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on October 5, 2006 (the 2006 Acquisition VII Property).
The 2006 Acquisition VII Property was acquired for a purchase price of approximately $8.1
million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Phoenix, AZ |
|
|
1 |
|
|
|
153,600 |
|
|
October 5, 2006 |
The Historical Summaries have been prepared on the accrual basis of accounting. The
Historical Summaries have been prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summaries are not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition VII
Property. The Historical Summaries exclude certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition VII Property that may not be comparable to the expenses expected to be
incurred in future operations. Management is not aware of any material factors relating to this
property which would cause the reported financial information not to be necessarily indicative of
future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summaries, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. |
|
Summary of Significant Accounting Policies. |
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition VII
Property and include real estate taxes, repairs and maintenance, utilities, insurance, and other
property expenses that are expected to continue in the ongoing operation of the 2006 Acquisition
VII Property. Expenditures for maintenance and repairs are charged to operations as incurred.
3. |
|
Future Rental Revenues. |
The 2006 Acquisition VII Property was leased to a tenant under a gross operating lease.
Minimum lease payments receivable under noncancelable operating leases in effect as of December 31,
2005 are approximately as follows:
36
2006 ACQUISITION VII PROPERTY (7102 W. Roosevelt)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and the
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition VII |
|
|
|
Amount |
|
2006 |
|
|
250 |
|
2007 |
|
|
|
|
2008 |
|
|
|
|
2009 |
|
|
|
|
2010 |
|
|
|
|
Thereafter |
|
|
|
|
|
|
|
|
Total |
|
$ |
250 |
|
|
|
|
|
CSK Auto, Inc. was the sole tenant through November 5, 2006 and therefore represented
100% of the total gross income reported.
4. |
|
Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months Ended
September 30, 2006 (Unaudited). |
The Historical Summary of Gross Income and Direct Operating Expenses for the nine months ended
September 30, 2006 is unaudited. In the opinion of management, all significant adjustments
necessary for a fair presentation of the historical summary for the interim period have been
included. The results of operations for the interim period are not necessarily indicative of the
results of operations to be expected for the full year for the operations of the Property.
37
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition VIII Property as described in Note 1 for
the year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition VIII Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition VIII Propertys revenues and
expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition VIII
Property for the year ended December 31, 2005, in conformity with accounting principles generally
accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
January 23, 2007
38
2006 ACQUISITION VIII PROPERTY (21-25 Gateway Commerce Center)
Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Nine |
|
|
|
|
|
|
Months Ended |
|
|
For the |
|
|
|
September 30, 2006 |
|
|
Year Ended |
|
|
|
(Unaudited) |
|
|
December 31, 2005 |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
1,950 |
|
|
$ |
2,008 |
|
Tenant Recoveries |
|
|
459 |
|
|
|
594 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
2,409 |
|
|
|
2,602 |
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
459 |
|
|
|
594 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
459 |
|
|
|
594 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
1,950 |
|
|
$ |
2,008 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
39
2006 ACQUISITION VIII PROPERTY (21-25 Gateway Commerce Center)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. |
|
Basis of Presentation. |
The Historical Summaries of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on October 10, 2006 (the 2006 Acquisition VIII Property).
The 2006 Acquisition VIII Property was acquired for an aggregate purchase price of
approximately $39.0 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Chicago, IL |
|
|
1 |
|
|
|
1,057,823 |
|
|
October 10, 2006 |
The Historical Summaries have been prepared on the accrual basis of accounting. The
Historical Summaries have been prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summaries are not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition VIII
Property. The Historical Summary excludes certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition VIII Property that may not be comparable to the expenses expected to be
incurred in future operations. Management is not aware of any material factors relating to this
property which would cause the reported financial information not to be necessarily indicative of
future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summaries, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. |
|
Summary of Significant Accounting Policies. |
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition VIII
Property and include real estate taxes that are expected to continue in the ongoing operation of
the 2006 Acquisition VIII Property. Expenditures for maintenance and repairs, utilities, and
insurance are paid directly by the tenant.
40
2006 ACQUISITION VIII PROPERTY (21-25 Gateway Commerce Center)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
3. Future Rental Revenues.
The 2006 Acquisition VIII Property is leased to a tenant under a net operating lease. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition VIII |
|
|
|
Amount |
|
2006 |
|
|
1,879 |
|
2007 |
|
|
1,989 |
|
2008 |
|
|
1,989 |
|
2009 |
|
|
1,989 |
|
2010 |
|
|
1,989 |
|
Thereafter |
|
|
6,453 |
|
|
|
|
|
Total |
|
$ |
16,288 |
|
|
|
|
|
Ozburn-Hessey Logistics, LLC is the sole tenant and therefore represents 100% of the
total gross income reported for the year ended December 31, 2005 and nine months ended September
30, 2006 (unaudited). During 2006, construction was completed on the expansion of the property for an
additional 409,948 square feet (unaudited). Ozburn-Hessey executed a three year lease which
commenced on June 1, 2006 for the additional 409,948 square feet (unaudited).
4. |
|
Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months Ended
September 30, 2006 (Unaudited). |
The Historical Summary of Gross Income and Direct Operating Expenses for the nine months ended
September 30, 2006 is unaudited. In the opinion of management, all significant adjustments
necessary for a fair presentation of the historical summary for the interim period have been
included. The results of operations for the interim period are not necessarily indicative of the
results of operations to be expected for the full year for the operations of the Property.
41
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Combined Historical Summary of Gross Income and Direct
Operating Expenses (Combined Historical Summary) of the 2006 Acquisition IX Properties as
described in Note 1 for the year ended December 31, 2005. This Combined Historical Summary is the
responsibility of the 2006 Acquisition IX Properties management. Our responsibility is to express
an opinion on this Combined Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Combined Historical Summary is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
Combined Historical Summary. An audit also includes assessing the accounting principles used and
the significant estimates made by management, as well as evaluating the overall presentation of the
Combined Historical Summary. We believe that our audit provides a reasonable basis for our
opinion.
The accompanying Combined Historical Summary was prepared for the purpose of complying with
certain rules and regulations of the Securities and Exchange Commission as described in Note 1 and
is not intended to be a complete presentation of the 2006 Acquisition IX Properties revenues and
expenses.
In our opinion, the Combined Historical Summary referred to above presents fairly, in all
material respects, the gross income and direct operating described in Note 1 of the 2006 Acquisition IX
Properties for the year ended December 31, 2005, in conformity with accounting principles generally
accepted in the United States of America.
PricewaterhouseCoopers LLP
Chicago, Illinois
January 19, 2007
42
2006 ACQUISITION IX PROPERTIES (2610 & 2660 Columbia and 433 Alaska)
Combined Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Nine |
|
|
|
|
|
|
Months Ended |
|
|
For the |
|
|
|
September 30, 2006 |
|
|
Year Ended |
|
|
|
(Unaudited) |
|
|
December 31, 2005 |
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
466 |
|
|
$ |
613 |
|
Tenant Recoveries |
|
|
86 |
|
|
|
109 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
552 |
|
|
|
722 |
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
68 |
|
|
|
85 |
|
Insurance |
|
|
18 |
|
|
|
24 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
86 |
|
|
|
109 |
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
466 |
|
|
$ |
613 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
43
2006 ACQUISITION IX PROPERTIES (2610 & 2660 Columbia and 433 Alaska)
Notes to Combined Historical Summaries of Gross Income and
Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. |
|
Basis of Presentation. |
The Combined Historical Summaries of Gross Income and Direct Operating Expenses combine the
results of operations of two operating industrial properties acquired by First Industrial Realty
Trust, Inc. and its subsidiaries (the Company) on November 30, 2006 (the 2006 Acquisition IX
Properties).
The 2006 Acquisition IX Properties were acquired for an aggregate purchase price of
approximately $10.5 million.
.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Los Angeles, CA |
|
|
2 |
|
|
|
109,561 |
|
|
November 30, 2006 |
The Combined Historical Summaries have been prepared on the accrual basis of accounting.
The Combined Historical Summaries have been prepared for the purpose of complying with the rules
and regulations of the Securities and Exchange Commission and for inclusion in this current report on
Form 8-K of the Company and future registration statements filed by the Company. The Combined
Historical Summaries are not intended to be a complete presentation of the revenues and expenses of
the 2006 Acquisition IX Properties. The Combined Historical Summaries exclude certain expenses
such as interest, depreciation and amortization, professional fees, and other costs not directly
related to the future operations of the 2006 Acquisition IX Properties that may not be comparable
to the expenses expected to be incurred in future operations. Management is not aware of any
material factors relating to these properties which would cause the reported financial information
not to be necessarily indicative of future operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Combined Historical Summaries, is required to make estimates and assumptions that affect the
reported amounts of revenues and certain expenses during the reporting period. Actual results
could differ from these estimates.
44
2006 ACQUISITION IX PROPERTIES (2610 & 2660 Columbia and 433 Alaska)
Notes to Combined Historical Summaries of Gross Income and
Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
2. |
|
Summary of Significant Accounting Policies. |
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition IX
Properties and include real estate taxes and insurance expenses that are expected to continue in
the ongoing operation of the 2006 Acquisition IX Properties. Expenditures for maintenance and
repairs and utilities are paid directly by the tenant.
3. |
|
Future Rental Revenues. |
The 2006 Acquisition IX Properties are leased to tenants under net operating leases. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition IX |
|
|
|
Amount |
|
2006 |
|
|
625 |
|
2007 |
|
|
249 |
|
2008 |
|
|
62 |
|
2009 |
|
|
63 |
|
2010 |
|
|
|
|
Thereafter |
|
|
|
|
|
|
|
|
Total |
|
$ |
999 |
|
|
|
|
|
Severn Trent Services accounts for approximately 90% of rental income for the
year ended December 31, 2005 and nine months ended
September 30, 2006 (unaudited).
4. |
|
Combined Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months
Ended September 30, 2006 (Unaudited). |
The Combined Historical Summary of Gross Income and Direct Operating Expenses for the nine
months ended September 30, 2006 is unaudited. In the opinion of management, all significant
adjustments necessary for a fair presentation of the combined historical summary for the interim
period have been included. The combined results of
operations for the interim period are not necessarily indicative of the combined results of
operations to be expected for a full year for the operations of the Properties.
45
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.
We have audited the accompanying Historical Summary of Gross Income and Direct Operating
Expenses (Historical Summary) of the 2006 Acquisition X Property as described in Note 1 for the
year ended December 31, 2005. This Historical Summary is the responsibility of the 2006
Acquisition X Propertys management. Our responsibility is to express an opinion on this
Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting principles used and the significant
estimates made by management, as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with certain
rules and regulations of the Securities and Exchange Commission as described in Note 1 and is not
intended to be a complete presentation of the 2006 Acquisition X Propertys revenues and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material
respects, the gross income and direct operating expenses described in Note 1 of the 2006 Acquisition X Property
for the year ended December 31, 2005, in conformity with accounting principles generally accepted
in the United States of America.
PricewaterhouseCoopers
LLP
Chicago, Illinois
March 5, 2007
46
2006 ACQUISITION X PROPERTY (4600 South Hamilton)
Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
For the Nine |
|
|
For the |
|
|
|
Months Ended |
|
|
Year Ended |
|
|
|
September 30, 2006 |
|
|
December 31, 2005 |
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Income: |
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
624 |
|
|
$ |
833 |
|
Tenant Recoveries |
|
|
15 |
|
|
|
20 |
|
|
|
|
|
|
|
|
Total Gross Income |
|
|
639 |
|
|
|
853 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Operating Expenses: |
|
|
|
|
|
|
|
|
Real Estate Taxes |
|
|
15 |
|
|
|
20 |
|
|
|
|
|
|
|
|
Total Direct Operating Expenses |
|
|
15 |
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Income in Excess of Direct Operating Expenses |
|
$ |
624 |
|
|
$ |
833 |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the financial statements.
47
2006 ACQUISITION X PROPERTY (4600 South Hamilton)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
1. Basis of Presentation.
The Historical Summaries of Gross Income and Direct Operating Expenses present the results of
operations of one operating industrial property acquired by First Industrial Realty Trust, Inc. and
its subsidiaries (the Company) on November 30, 2006 (the 2006 Acquisition X Property).
The 2006 Acquisition X Property was acquired for an aggregate purchase price of approximately
$8.6 million.
|
|
|
|
|
|
|
|
|
|
|
Square |
|
|
|
|
# of |
|
Feet |
|
Date |
Metropolitan Area |
|
Properties |
|
(Unaudited) |
|
Acquired |
Cincinnati, OH
|
|
1
|
|
207,827
|
|
November 30, 2006 |
The Historical Summaries have been prepared on the accrual basis of accounting. The
Historical Summaries have been prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission and for inclusion in this current report on Form 8-K of the
Company and future registration statements filed by the Company. The Historical Summaries are not
intended to be a complete presentation of the revenues and expenses of the 2006 Acquisition X
Property. The Historical Summary excludes certain expenses such as interest, depreciation and
amortization, professional fees, and other costs not directly related to the future operations of
the 2006 Acquisition X Property that may not be comparable to the expenses expected to be incurred
in future operations. Management is not aware of any material factors relating to this property
which would cause the reported financial information not to be necessarily indicative of future
operating results.
Use of Estimates
In order to conform with generally accepted accounting principles, management, in preparation
of the Historical Summaries, is required to make estimates and assumptions that affect the reported
amounts of revenues and certain expenses during the reporting period. Actual results could differ
from these estimates.
2. Summary of Significant Accounting Policies.
Revenue and Expense Recognition
Rental income is recorded when due from tenants based upon lease terms. The effects of
scheduled rent increases and rental concessions, if any, are recognized on a straight-line basis
over the term of the tenants lease. Tenant recovery income includes payments from tenants for
real estate taxes, insurance and other property operating expenses, if applicable, and is
recognized as revenue in the same period the related expenses are incurred by the Property.
Direct operating expenses represent the direct expenses of operating the 2006 Acquisition X
Property and include real estate taxes that are expected to continue in the ongoing operation of
the 2006 Acquisition X Property. Expenditures for maintenance and repairs, utilities, and
insurance are paid directly by the tenant.
48
2006 ACQUISITION X PROPERTY (4600 South Hamilton)
Notes to Historical Summaries of Gross Income and Direct Operating Expenses
For the Nine Months Ended September 30, 2006 (Unaudited) and
Year Ended December 31, 2005
(Dollars in thousands)
3. Future Rental Revenues.
The
2006 Acquisition X Property is leased to a tenant under a net operating lease. Minimum
lease payments receivable, excluding tenant reimbursement of expenses, under noncancelable
operating leases in effect as of December 31, 2005 are approximately as follows:
|
|
|
|
|
|
|
2006 |
|
|
|
Acquisition X |
|
|
|
Amount |
|
2006 |
|
|
833 |
|
2007 |
|
|
833 |
|
2008 |
|
|
833 |
|
2009 |
|
|
833 |
|
2010 |
|
|
833 |
|
Thereafter |
|
|
4,094 |
|
|
|
|
|
Total |
|
$ |
8,259 |
|
|
|
|
|
Sofa Express, Inc. is the sole tenant and therefore represents 100% of the total gross
income reported for the year ended December 31, 2005 and nine
months ended September 30, 2006 (unaudited).
4. Historical Summary of Gross Income and Direct Operating Expenses for the Nine Months Ended September 30, 2006 (Unaudited).
The Historical Summary of Gross Income and Direct Operating Expenses for the nine months ended
September 30, 2006 is unaudited. In the opinion of management, all significant adjustments
necessary for a fair presentation of the historical summary for the interim period have been
included. The results of operations for the interim period are not necessarily indicative of the
results of operations to be expected for the full year for the operations of the Property.
49
FIRST INDUSTRIAL REALTY TRUST, INC.
Pro Forma Financial Information
(Unaudited, Dollars in thousands, except share and per share data)
Background
First Industrial Realty Trust, Inc. (together with its subsidiaries, the Company) was
organized in the state of Maryland on August 10, 1993. The Company is a real estate investment
trust (REIT) as defined in the Internal Revenue Code.
The Company acquired 69 operating industrial properties from unrelated parties during the
period January 1, 2006 through December 31, 2006. The combined purchase price of the 69 operating
industrial properties acquired totaled approximately $376.1 million, excluding closing costs
incurred in conjunction with the acquisition of the industrial properties. The 69 operating
industrial properties acquired were funded with proceeds from property sales, borrowings under the
Companys $500 million unsecured revolving credit facility (the Unsecured Line of Credit) and/or
working capital. The Company will operate the facilities as industrial rental property. The
Company also acquired 22 operating industrial properties from unrelated parties during the period
January 1, 2006 through December 31, 2006, which are not included in the accompanying unaudited pro
forma statements of operations for the years ended December 31, 2006 and 2005, as the properties
were vacant upon purchase, leased back to the seller(s) upon purchase or subsequently sold before
December 31, 2006. The combined purchase price of the 22 operating industrial properties acquired
totaled approximately $197.3 million.
The accompanying unaudited pro forma statement of operations for the year ended December 31,
2006 reflects the historical operations of the Company for the period January 1, 2006 through
December 31, 2006, adjusted by the operations from the acquisition of 52 industrial properties (the
2006 Acquisition A Properties), one operating industrial property (the 2006 Acquisition I
Property), one operating industrial property (the 2006 Acquisition II Property), one operating
industrial property (the 2006 Acquisition III Property), six operating industrial properties (the
2006 Acquisition IV Properties), one operating industrial property (the 2006 Acquisition V
Property), two operating industrial properties (the 2006 Acquisition VI Properties), one
operating industrial property (the 2006 Acquisition VII Property), one operating industrial
property (the 2006 Acquisition VIII Property), two operating industrial properties (the 2006
Acquisition IX Properties), and one operating industrial property (the 2006 Acquisition X
Property), collectively referred to as the 2006 Acquisition Properties, during the period
January 1, 2006 through December 31, 2006.
The accompanying unaudited pro forma statement of operations for the year ended December 31,
2005 reflects the historical operations of the Company for the period January 1, 2005 through
December 31, 2005, adjusted by the operations from the acquisition of the 2006 Acquisition
Properties during the period January 1, 2006 through December 31, 2006.
The
accompanying unaudited pro forma statements of operations for the year ended December 31,
2006 and the year ended December 31, 2005 have been prepared as if the following transactions that
occurred subsequent to December 31, 2005; (i) the acquisition of real estate properties, (ii) the
receipt of net proceeds from the disposition of real estate (offset by any provided seller
financing), (iii) the issuance of preferred stock and (iv) the issuance of debt, had occurred on
January 1, 2005.
The unaudited pro forma information is not necessarily indicative of the Companys
consolidated results that would have occurred if the transactions and adjustments reflected therein
had been consummated in the period or on the date presented, or on any particular date in the
future, nor does it purport to present the Companys financial position, results of operations or
cash flows for future periods.
50
FIRST INDUSTRIAL REALTY TRUST, INC.
Pro Forma Consolidated Statement of Operations
For the Year Ended December 31, 2006
(Unaudited, Dollars in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Industrial |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
|
|
|
|
First |
|
|
|
Realty Trust, |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Other |
|
|
Industrial |
|
|
|
Inc. |
|
|
A |
|
|
I |
|
|
II |
|
|
III |
|
|
IV |
|
|
V |
|
|
VI |
|
|
VII |
|
|
VIII |
|
|
IX |
|
|
X |
|
|
Pro Forma |
|
|
Realty Trust, |
|
|
|
(Historical) |
|
|
Properties |
|
|
Property |
|
|
Property |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Adjustments |
|
|
Inc. |
|
|
|
Note 1 (a) |
|
|
Note 1 (b) |
|
|
Note 1 (c) |
|
|
Note 1 (d) |
|
|
Note 1 (e) |
|
|
Note 1 (f) |
|
|
Note 1 (g) |
|
|
Note 1 (h) |
|
|
Note 1 (i) |
|
|
Note 1 (j) |
|
|
Note 1 (k) |
|
|
Note 1 (l) |
|
|
Note 1 (m) |
|
|
Pro Forma |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
274,907 |
|
|
$ |
4,566 |
|
|
$ |
27 |
|
|
$ |
334 |
|
|
$ |
313 |
|
|
$ |
2,443 |
|
|
$ |
346 |
|
|
$ |
1,034 |
|
|
$ |
233 |
|
|
$ |
2,021 |
|
|
$ |
570 |
|
|
$ |
763 |
|
|
$ |
671 |
|
|
$ |
288,228 |
|
Tenant Recoveries and Other Income |
|
|
110,589 |
|
|
|
276 |
|
|
|
3 |
|
|
|
45 |
|
|
|
64 |
|
|
|
600 |
|
|
|
78 |
|
|
|
235 |
|
|
|
|
|
|
|
476 |
|
|
|
105 |
|
|
|
18 |
|
|
|
|
|
|
|
112,489 |
|
Revenues from Build to Suit Development for Sale |
|
|
10,540 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,540 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues |
|
|
396,036 |
|
|
|
4,842 |
|
|
|
30 |
|
|
|
379 |
|
|
|
377 |
|
|
|
3,043 |
|
|
|
424 |
|
|
|
1,269 |
|
|
|
233 |
|
|
|
2,497 |
|
|
|
675 |
|
|
|
781 |
|
|
|
671 |
|
|
|
411,257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EXPENSES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Expenses |
|
|
130,230 |
|
|
|
1,344 |
|
|
|
3 |
|
|
|
45 |
|
|
|
98 |
|
|
|
637 |
|
|
|
78 |
|
|
|
275 |
|
|
|
157 |
|
|
|
476 |
|
|
|
105 |
|
|
|
18 |
|
|
|
|
|
|
|
133,466 |
|
General and Administrative |
|
|
77,497 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
77,497 |
|
Amortization of Deferred Financing Costs |
|
|
2,666 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,666 |
|
Depreciation and Other Amortization |
|
|
145,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,774 |
|
|
|
156,680 |
|
Expenses from Build to Suit Development for Sale |
|
|
10,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses |
|
|
366,562 |
|
|
|
1,344 |
|
|
|
3 |
|
|
|
45 |
|
|
|
98 |
|
|
|
637 |
|
|
|
78 |
|
|
|
275 |
|
|
|
157 |
|
|
|
476 |
|
|
|
105 |
|
|
|
18 |
|
|
|
10,774 |
|
|
|
380,572 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME/EXPENSE: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Income |
|
|
1,614 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
1,623 |
|
Mark-to-Market/(Loss) Gain on Settlement of Interest
Rate Protection Agreements |
|
|
(3,112 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,112 |
) |
Interest Expense |
|
|
(121,141 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,009 |
|
|
|
(99,132 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Income/ Expense |
|
|
(122,639 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,018 |
|
|
|
(100,621 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations Before Equity in
Income of Joint Ventures, Gain on Sale of Real Estate,
Income Tax Benefit, and (Expense) Income Allocated to
Minority Interest |
|
|
(93,165 |
) |
|
|
3,498 |
|
|
|
27 |
|
|
|
334 |
|
|
|
279 |
|
|
|
2,406 |
|
|
|
346 |
|
|
|
994 |
|
|
|
76 |
|
|
|
2,021 |
|
|
|
570 |
|
|
|
763 |
|
|
|
11,915 |
|
|
|
(69,936 |
) |
Equity in Income of Joint Ventures |
|
|
30,673 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30,673 |
|
Gain on Sale of Real Estate |
|
|
6,071 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,071 |
|
Income Tax Benefit (Expense) Allocable to Continuing
Operations |
|
|
6,801 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(11,652 |
) |
|
|
(4,851 |
) |
Minority Interest Allocable to Continuing Operations |
|
|
9,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,626 |
) |
|
|
6,655 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations |
|
|
(40,339 |
) |
|
|
3,498 |
|
|
|
27 |
|
|
|
334 |
|
|
|
279 |
|
|
|
2,406 |
|
|
|
346 |
|
|
|
994 |
|
|
|
76 |
|
|
|
2,021 |
|
|
|
570 |
|
|
|
763 |
|
|
|
(2,363 |
) |
|
|
(31,388 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Preferred Dividends |
|
|
(21,424 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,668 |
) |
|
|
(24,092 |
) |
Less: Redemption of Preferred Stock |
|
|
(672 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(672 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations Available to
Common Stockholders |
|
$ |
(62,435 |
) |
|
|
3,498 |
|
|
|
27 |
|
|
|
334 |
|
|
|
279 |
|
|
|
2,406 |
|
|
|
346 |
|
|
|
994 |
|
|
|
76 |
|
|
|
2,021 |
|
|
|
570 |
|
|
|
763 |
|
|
|
(5,031 |
) |
|
$ |
(56,152 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST INDUSTRIAL REALTY TRUST, INC.
Notes to Pro Forma Financial Statements
(Unaudited, Dollars in thousands, except share and per share data)
1. |
|
Statement of Operations Pro Forma Assumptions and Adjustments For the Twelve
Months Ended
December 31, 2006 |
|
(a) |
|
Reflects the operations of the Company for the period January 1, 2006 through December 31,
2006 as reported in the Companys Form 10-K filed March 1, 2007. |
|
|
(b) |
|
Reflects the operations of the 2006 Acquisition A Properties for the period January 1,
2006 through each of the propertys respective acquisition dates. |
|
|
(c) |
|
Reflects the operations of the 2006 Acquisition I Property for the period January 1,
2006 through January 12, 2006, its acquisition date. |
|
|
(d) |
|
Reflects the operations of the 2006 Acquisition II Property for the period January 1,
2006 through February 1, 2006, its acquisition date. |
|
|
(e) |
|
Reflects the operations of the 2006 Acquisition III Property for the period January 1,
2006 through May 8, 2006, its acquisition date. |
|
|
(f) |
|
Reflects the operations of the 2006 Acquisition IV Properties for the period January 1,
2006 through July 24, 2006, their acquisition date. |
|
|
(g) |
|
Reflects the operations of the 2006 Acquisition V Property for the period January 1,
2006 through July 31, 2006, its acquisition date. |
|
|
(h) |
|
Reflects the operations of the 2006 Acquisition VI Properties for the period January 1,
2006 through October 3, 2006, their acquisition date. |
|
|
(i) |
|
Reflects the operations of the 2006 Acquisition VII Property for the period January 1,
2006 through October 5, 2006, its acquisition date. |
|
|
(j) |
|
Reflects the operations of the 2006 Acquisition VIII Property for the period January 1,
2006 through October 10, 2006, its acquisition date. |
|
|
(k) |
|
Reflects the operations of the 2006 Acquisition IX Properties for the period January 1,
2006 through November 30, 2006, their acquisition date. |
|
|
(l) |
|
Reflects the operations of the 2006 Acquisition X Property for the period January 1,
2006 through November 30, 2006, its acquisition date. |
|
|
(m) |
|
Pursuant to the purchase price allocations for all 2006 Acquisition Properties, the
depreciation and amortization adjustment is the incremental depreciation and amortization
expense that would have been recorded for the year ended December 31, 2006 if the 2006
Acquisition Properties were purchased on January 1, 2005. The rental income adjustment
relates to the incremental amortization of above and below market lease intangibles that
would have been recorded for the year ended December 31, 2006 if the 2006 Acquisition
Properties were purchased on January 1, 2005. The following
table sets forth the purchase price allocations (building and other
costs includes amounts allocated to above-market lease intangible
assets and below-market lease intangible liabilities): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Building and |
|
|
|
|
|
|
Depreciation and |
|
|
Above (Below) |
|
|
|
Acquisition Date |
|
|
Land |
|
|
Other Costs |
|
|
Total Costs |
|
|
Amortization |
|
|
Market Rent |
|
|
Acquisition I Property |
|
January 12, 2006 |
|
|
7,639 |
|
|
|
6,361 |
|
|
|
14,000 |
|
|
|
(47 |
) |
|
|
7 |
|
Acquisition II Property |
|
February 1, 2006 |
|
|
1,119 |
|
|
|
40,631 |
|
|
|
41,750 |
|
|
|
(142 |
) |
|
|
(7 |
) |
Acquisition III Property |
|
May 8, 2006 |
|
|
1,988 |
|
|
|
9,053 |
|
|
|
11,041 |
|
|
|
(280 |
) |
|
|
24 |
|
Acquisition IV Properties |
|
July 24, 2006 |
|
|
4,803 |
|
|
|
45,823 |
|
|
|
50,626 |
|
|
|
(1,784 |
) |
|
|
76 |
|
Acquisition V Property |
|
July 31, 2006 |
|
|
659 |
|
|
|
4,793 |
|
|
|
5,452 |
|
|
|
(677 |
) |
|
|
42 |
|
Acquisition VI Properties |
|
October 3, 2006 |
|
|
2,611 |
|
|
|
16,039 |
|
|
|
18,650 |
|
|
|
(789 |
) |
|
|
142 |
|
Acquisition VII Property |
|
October 5, 2006 |
|
|
1,613 |
|
|
|
6,451 |
|
|
|
8,064 |
|
|
|
(193 |
) |
|
|
|
|
Acquisition VIII Property |
|
October 10, 2006 |
|
|
1,874 |
|
|
|
37,126 |
|
|
|
39,000 |
|
|
|
(1,773 |
) |
|
|
49 |
|
Acquisition IX Properties |
|
November 30, 2006 |
|
|
3,689 |
|
|
|
6,811 |
|
|
|
10,500 |
|
|
|
(1,369 |
) |
|
|
125 |
|
Acquisition X Property |
|
November 30, 2006 |
|
|
681 |
|
|
|
7,919 |
|
|
|
8,600 |
|
|
|
(355 |
) |
|
|
(11 |
) |
Acquisition A Properties |
|
Various |
|
|
41,648 |
|
|
|
126,723 |
|
|
|
168,371 |
|
|
|
(3,365 |
) |
|
|
224 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
68,324 |
|
|
|
307,730 |
|
|
|
376,054 |
|
|
|
(10,774 |
) |
|
|
671 |
|
|
|
|
The preferred dividends adjustment reflects an increase in preferred dividends assuming the
Company had issued the 6,000,000 Depositary Shares, each representing 1/10,000th of a share
of the Companys 7.25%, $.01 par value, Series J Cumulative Redeemable Preferred Stock (the
Series J Preferred Stock) and the 2,000,000 Depositary Shares, each representing 1/10,000th
of a share of the Companys 7.25%, $.01 par value, Series K Flexible Cumulative Redeemable
Preferred Stock (the Series K Preferred Stock) on January 1, 2005. |
|
|
|
|
The interest expense adjustment reflects an overall reduction in interest expense due to the
following interest expense adjustments: |
|
|
|
an increase in interest expense of $1.2 million due to $29.1
million in mortgages assumed (weighted average interest rate of 5.88%)
relating to certain 2006 Acquisition Properties as if the mortgages
were assumed on January 1, 2005; |
|
|
|
|
an increase in interest expense of $8.6 million assuming the
Company had borrowed on the Unsecured Line of Credit on
January 1, 2006 related to property acquisitions that occurred
from January 1, 2006 through December 31, 2006 as if the
acquisitions occurred on January 1, 2005; |
|
|
|
|
an increase in interest expense of $0.3 million assuming the
Company had issued the $200.0 million of senior unsecured debt which
matures on January 15, 2016 and bears interest at a rate of 5.75% (the
2016 Notes) on January 1, 2005; |
|
|
|
|
an increase in interest expense of $6.8 million assuming the
Company had issued the $200.0 million of senior unsecured debt which
matures on September 15, 2011 (unless previously redeemed or
repurchased by the Company or exchanged in accordance with their terms
prior to such date) and bears interest at a rate of 4.625% (the 2011
Exchangeable Notes) on January 1, 2005; |
|
|
|
|
a decrease in interest expense of $27.9 million related to the
assumed repayment of the Unsecured Line of Credit borrowings on
January 1, 2006 from the proceeds from the sale of industrial
properties (net of seller financing provided by the Company) that
occurred from January 1, 2006 through December 31, 2006 as if the
sales occurred on January 1, 2005; |
|
|
|
|
a decrease in interest expense of $11.0 million related to the
assumed repayment of the Unsecured Line of Credit borrowings
from the proceeds from the issuance of the 2016 Notes, the 2011
Exchangeable Notes, the Series J Preferred Stock, and the Series K
Preferred Stock as if the issuances occurred on January 1, 2005. |
|
|
|
The interest income adjustment reflects an increase in interest income from seller financing
provided by the Company on property sales that occurred from January 1, 2006 through December
31, 2006 as if the seller financing occurred on January 1, 2005. |
|
|
|
|
The adjusted income allocated to minority interest reflects the incremental income
attributable to Units owned by unitholders other than the Company based upon the adjustments
noted above. The minority interest adjustment reflects a weighted average 13.0% minority
interest for the year ended December 31, 2006. |
53
|
(n) |
|
The calculation of basic and diluted Loss from Continuing Operations per share is
presented below: |
|
|
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
|
(Historical) |
|
|
(Pro Forma) |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2006 |
|
Numerator: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations |
|
$ |
(40,339 |
) |
|
$ |
(31,388 |
) |
Less: Preferred Stock Dividends |
|
|
(21,424 |
) |
|
|
(24,092 |
) |
Less: Redemption of Preferred Stock |
|
|
(672 |
) |
|
|
(672 |
) |
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest For Basic and Diluted EPS |
|
|
(62,435 |
) |
|
|
(56,152 |
) |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
|
|
|
Weighted Average Shares Basic |
|
|
44,011,503 |
|
|
|
44,011,503 |
|
Weighted Average Shares Diluted |
|
|
44,011,503 |
|
|
|
44,011,503 |
|
|
|
|
|
|
|
|
|
|
Basic EPS: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest |
|
$ |
(1.42 |
) |
|
$ |
(1.28 |
) |
|
|
|
|
|
|
|
Diluted EPS: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest |
|
$ |
(1.42 |
) |
|
$ |
(1.28 |
) |
|
|
|
|
|
|
|
54
FIRST INDUSTRIAL REALTY TRUST, INC.
Pro Forma Consolidated Statement of Operations
For the Year Ended December 31, 2005
(Unaudited, Dollars in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
First |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Industrial |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
2006 |
|
|
|
|
|
|
First |
|
|
|
Realty Trust, |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Acquisition |
|
|
Other |
|
|
Industrial |
|
|
|
Inc. |
|
|
A |
|
|
I |
|
|
II |
|
|
III |
|
|
IV |
|
|
V |
|
|
VI |
|
|
VII |
|
|
VIII |
|
|
IX |
|
|
X |
|
|
Pro Forma |
|
|
Realty Trust, |
|
|
|
(Historical) |
|
|
Properties |
|
|
Property |
|
|
Property |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Property |
|
|
Properties |
|
|
Property |
|
|
Adjustments |
|
|
Inc. |
|
|
|
Note 1 (a) |
|
|
Note 1 (b) |
|
|
Note 1 (c) |
|
|
Note 1 (d) |
|
|
Note 1 (e) |
|
|
Note 1 (f) |
|
|
Note 1 (g) |
|
|
Note 1 (h) |
|
|
Note 1 (i) |
|
|
Note 1 (j) |
|
|
Note 1 (k) |
|
|
Note 1 (l) |
|
|
Note 1 (m) |
|
|
Pro Forma |
|
REVENUES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rental Income |
|
$ |
223,572 |
|
|
$ |
12,299 |
|
|
$ |
826 |
|
|
$ |
3,929 |
|
|
$ |
714 |
|
|
$ |
3,529 |
|
|
$ |
589 |
|
|
$ |
1,173 |
|
|
$ |
258 |
|
|
$ |
2,008 |
|
|
$ |
613 |
|
|
$ |
833 |
|
|
$ |
(747 |
) |
|
$ |
249,596 |
|
Tenant Recoveries and Other Income |
|
|
85,717 |
|
|
|
2,937 |
|
|
|
96 |
|
|
|
535 |
|
|
|
86 |
|
|
|
705 |
|
|
|
135 |
|
|
|
217 |
|
|
|
|
|
|
|
594 |
|
|
|
109 |
|
|
|
20 |
|
|
|
|
|
|
|
91,151 |
|
Revenues from Build to Suit Development for Sale |
|
|
16,241 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,241 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues |
|
|
325,530 |
|
|
|
15,236 |
|
|
|
922 |
|
|
|
4,464 |
|
|
|
800 |
|
|
|
4,234 |
|
|
|
724 |
|
|
|
1,390 |
|
|
|
258 |
|
|
|
2,602 |
|
|
|
722 |
|
|
|
853 |
|
|
|
(747 |
) |
|
|
356,988 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EXPENSES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property Expenses |
|
|
108,464 |
|
|
|
5,618 |
|
|
|
85 |
|
|
|
540 |
|
|
|
353 |
|
|
|
1,024 |
|
|
|
135 |
|
|
|
293 |
|
|
|
204 |
|
|
|
594 |
|
|
|
109 |
|
|
|
20 |
|
|
|
|
|
|
|
117,439 |
|
General and Administrative |
|
|
55,812 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
55,812 |
|
Amortization of Deferred Financing Costs |
|
|
2,125 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,125 |
|
Depreciation and Other Amortization |
|
|
105,720 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,936 |
|
|
|
131,656 |
|
Expenses from Build to Suit Development for Sale |
|
|
15,574 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,574 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses |
|
|
287,695 |
|
|
|
5,618 |
|
|
|
85 |
|
|
|
540 |
|
|
|
353 |
|
|
|
1,024 |
|
|
|
135 |
|
|
|
293 |
|
|
|
204 |
|
|
|
594 |
|
|
|
109 |
|
|
|
20 |
|
|
|
25,936 |
|
|
|
322,606 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME/EXPENSE: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Income |
|
|
1,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
852 |
|
|
|
2,338 |
|
Mark-to-Market/(Loss) Gain on Settlement of Interest
Rate Protection Agreements |
|
|
811 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
811 |
|
Gain From Early Retirement of Debt |
|
|
82 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
82 |
|
Interest Expense |
|
|
(108,339 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
47,676 |
|
|
|
(60,663 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Income/ Expense |
|
|
(105,960 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
48,528 |
|
|
|
(57,432 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations Before Equity in
Income of Joint Ventures, Gain on Sale of Real Estate,
Income Tax Benefit, and (Expense) Income Allocated to
Minority Interest |
|
|
(68,125 |
) |
|
|
9,618 |
|
|
|
837 |
|
|
|
3,924 |
|
|
|
447 |
|
|
|
3,210 |
|
|
|
589 |
|
|
|
1,097 |
|
|
|
54 |
|
|
|
2,008 |
|
|
|
613 |
|
|
|
833 |
|
|
|
21,845 |
|
|
|
(23,050 |
) |
Equity in Income of Joint Ventures |
|
|
3,699 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,699 |
|
Gain on Sale of Real Estate |
|
|
29,550 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,550 |
|
Income Tax Benefit (Expense) Allocable to Continuing
Operations |
|
|
3,151 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(23,274 |
) |
|
|
(20,123 |
) |
Minority Interest Allocable to Continuing Operations |
|
|
5,522 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,964 |
) |
|
|
(1,558 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations |
|
|
(26,203 |
) |
|
|
9,618 |
|
|
|
837 |
|
|
|
3,924 |
|
|
|
447 |
|
|
|
3,210 |
|
|
|
589 |
|
|
|
1,097 |
|
|
|
54 |
|
|
|
2,008 |
|
|
|
613 |
|
|
|
833 |
|
|
|
(5,393 |
) |
|
|
(8,366 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Preferred Dividends |
|
|
(10,688 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(14,500 |
) |
|
|
(25,188 |
) |
Less: Redemption of Preferred Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from Continuing Operations Available to
Common Stockholders |
|
$ |
(36,891 |
) |
|
$ |
9,618 |
|
|
$ |
837 |
|
|
$ |
3,924 |
|
|
$ |
447 |
|
|
$ |
3,210 |
|
|
$ |
589 |
|
|
$ |
1,097 |
|
|
$ |
54 |
|
|
$ |
2,008 |
|
|
$ |
613 |
|
|
$ |
833 |
|
|
$ |
(19,893 |
) |
|
$ |
(33,554 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST INDUSTRIAL REALTY TRUST, INC.
Notes to Pro Forma Financial Statements
(Unaudited, Dollars in thousands, except share and per share data)
1. |
|
Statement of Operations Pro Forma Assumptions and Adjustments For the Twelve
Months Ended
December 31, 2005 |
|
(a) |
|
Reflects the operations of the Company for the period January 1, 2005 through December
31, 2005 as reported in the Companys Form 10-K filed March 1, 2007. |
|
|
(b) |
|
Reflects the operations of the 2006 Acquisition A Properties for the period January 1,
2005 through December 31, 2005. |
|
|
(c) |
|
Reflects the operations of the 2006 Acquisition I Property for the period January 1,
2005 through December 31, 2005. |
|
|
(d) |
|
Reflects the operations of the 2006 Acquisition II Property for the period January 1,
2005 through December 31, 2005. |
|
|
(e) |
|
Reflects the operations of the 2006 Acquisition III Property for the period January 1,
2005 through December 31, 2005. |
|
|
(f) |
|
Reflects the operations of the 2006 Acquisition IV Properties for the period January 1,
2005 through December 31, 2005. |
|
|
(g) |
|
Reflects the operations of the 2006 Acquisition V Property for the period January 1,
2005 through December 31, 2005. |
|
|
(h) |
|
Reflects the operations of the 2006 Acquisition VI Properties for the period January 1,
2005 through December 31, 2005. |
|
|
(i) |
|
Reflects the operations of the 2006 Acquisition VII Property for the period January 1,
2005 through December 31, 2005. |
|
|
(j) |
|
Reflects the operations of the 2006 Acquisition VIII Property for the period January 1,
2005 through December 31, 2005. |
|
|
(k) |
|
Reflects the operations of the 2006 Acquisition IX Properties for the period January 1,
2005 through December 31, 2005. |
|
|
(l) |
|
Reflects the operations of the 2006 Acquisition X Property for the period January 1,
2005 through December 31, 2005. |
|
|
(m) |
|
Pursuant to the purchase price allocations for all 2006 Acquisition Properties, the
depreciation and amortization adjustment is the incremental depreciation and amortization
expense that would have been recorded for the year ended December 31, 2005 if the 2006
Acquisition Properties were purchased on January 1, 2005. The rental income adjustment
relates to the incremental amortization of above and below market lease intangibles that
would have been recorded for the year ended December 31, 2005 if the 2006 Acquisition
Properties were purchased on January 1, 2005. The following
table sets forth the purchase price allocations (building and other
costs includes amounts allocated to above-market lease intangible
assets and below-market lease intangible liabilities): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Building and |
|
|
|
|
|
|
Depreciation and |
|
|
Above (Below) |
|
|
|
Acquisition Date |
|
|
Land |
|
|
Other Costs |
|
|
Total Costs |
|
|
Amortization |
|
|
Market Rent |
|
|
Acquisition I Property |
|
January 12, 2006 |
|
|
7,639 |
|
|
|
6,361 |
|
|
|
14,000 |
|
|
|
(1,422 |
) |
|
|
226 |
|
Acquisition II Property |
|
February 1, 2006 |
|
|
1,119 |
|
|
|
40,631 |
|
|
|
41,750 |
|
|
|
(1,700 |
) |
|
|
(81 |
) |
Acquisition III Property |
|
May 8, 2006 |
|
|
1,988 |
|
|
|
9,053 |
|
|
|
11,041 |
|
|
|
(842 |
) |
|
|
73 |
|
Acquisition IV Properties |
|
July 24, 2006 |
|
|
4,803 |
|
|
|
45,823 |
|
|
|
50,626 |
|
|
|
(3,077 |
) |
|
|
132 |
|
Acquisition V Property |
|
July 31, 2006 |
|
|
659 |
|
|
|
4,793 |
|
|
|
5,452 |
|
|
|
(1,355 |
) |
|
|
84 |
|
Acquisition VI Properties |
|
October 3, 2006 |
|
|
2,611 |
|
|
|
16,039 |
|
|
|
18,650 |
|
|
|
(1,051 |
) |
|
|
189 |
|
Acquisition VII Property |
|
October 5, 2006 |
|
|
1,613 |
|
|
|
6,451 |
|
|
|
8,064 |
|
|
|
(258 |
) |
|
|
|
|
Acquisition VIII Property |
|
October 10, 2006 |
|
|
1,874 |
|
|
|
37,126 |
|
|
|
39,000 |
|
|
|
(2,364 |
) |
|
|
66 |
|
Acquisition IX Properties |
|
November 30, 2006 |
|
|
3,689 |
|
|
|
6,811 |
|
|
|
10,500 |
|
|
|
(1,642 |
) |
|
|
149 |
|
Acquisition X Property |
|
November 30, 2006 |
|
|
681 |
|
|
|
7,919 |
|
|
|
8,600 |
|
|
|
(426 |
) |
|
|
(13 |
) |
Acquisition A Properties |
|
Various |
|
|
41,648 |
|
|
|
126,723 |
|
|
|
168,371 |
|
|
|
(11,799 |
) |
|
|
(1,572 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
68,324 |
|
|
|
307,730 |
|
|
|
376,054 |
|
|
|
(25,936 |
) |
|
|
(747 |
) |
|
|
|
The preferred dividends adjustment reflects an increase in preferred dividends assuming the
Company had issued the Series J Preferred Stock and the Series K Preferred Stock on January
1, 2005. |
|
|
|
|
The interest expense adjustment reflects an overall reduction in interest expense due to the
following interest expense adjustments: |
|
|
|
an increase in interest expense of $1.7 million due to $29.1
million in mortgages assumed (weighted average interest rate of 5.88%)
relating to certain 2006 Acquisition Properties as if the mortgages
were assumed on January 1, 2005; |
|
|
|
|
an increase in interest expense of $20.8 million assuming the
Company had borrowed on the Unsecured Line of Credit on
January 1, 2006 related to property acquisitions that occurred
from January 1, 2006 through December 31, 2006 as if the
acquisitions occurred on January 1, 2005; |
|
|
|
|
an increase in interest expense of $11.5 million assuming the
Company had issued the $200.0 million of senior unsecured debt which
matures on January 15, 2016 and bears interest at a rate of 5.75% (the
2016 Notes) on January 1, 2005; |
|
|
|
|
an increase in interest expense of $9.3 million assuming the
Company had issued the $200.0 million of senior unsecured debt which
matures on September 15, 2011 (unless previously redeemed or
repurchased by the Company or exchanged in accordance with their terms
prior to such date) and bears interest at a rate of 4.625% (the 2011
Exchangeable Notes) on January 1, 2005; |
|
|
|
|
a decrease in interest expense of $56.0 million related to the
assumed repayment of the Unsecured Line of Credit borrowings on
January 1, 2006 from the proceeds from the sale of industrial
properties (net of seller financing provided by the Company) that
occurred from January 1, 2006 through December 31, 2006 as if the
sales occurred on January 1, 2005; |
|
|
|
|
a decrease in interest expense of $35.0 million related to the
assumed repayment of the Unsecured Line of Credit borrowings
from the proceeds from the issuance of the 2016 Notes, the 2011
Exchangeable Notes, the Series J Preferred Stock, and the Series K
Preferred Stock as if the issuances occurred on January 1, 2005. |
|
|
|
The interest income adjustment reflects an increase in interest income from seller financing
provided by the Company on property sales that occurred from January 1, 2005 through December
31, 2005 as if the seller financing occurred on January 1, 2005. |
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|
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|
The adjusted income allocated to minority interest reflects the incremental income
attributable to Units owned by unitholders other than the Company based upon the adjustments
noted above. The minority interest adjustment reflects a weighted average 13.0% minority
interest for the year ended December 31, 2005. |
57
|
(n) |
|
The calculation of basic and diluted Loss from Continuing Operations per share is
presented below: |
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended |
|
|
|
(Historical) |
|
|
(Pro Forma) |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2005 |
|
|
2005 |
|
Numerator: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations |
|
$ |
(26,203 |
) |
|
$ |
(8,366 |
) |
Less: Preferred Stock Dividends |
|
|
(10,688 |
) |
|
|
(25,188 |
) |
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest For Basic and Diluted EPS |
|
|
(36,891 |
) |
|
|
(33,554 |
) |
|
|
|
|
|
|
|
Denominator: |
|
|
|
|
|
|
|
|
Weighted Average Shares Basic |
|
|
42,431,109 |
|
|
|
42,431,109 |
|
Weighted Average Shares Diluted |
|
|
42,431,109 |
|
|
|
42,431,109 |
|
|
|
|
|
|
|
|
|
|
Basic EPS: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest |
|
$ |
(0.87 |
) |
|
$ |
(0.79 |
) |
|
|
|
|
|
|
|
Diluted EPS: |
|
|
|
|
|
|
|
|
Loss from Continuing Operations Available to Common Stockholders, Net
Of Minority Interest |
|
$ |
(0.87 |
) |
|
$ |
(0.79 |
) |
|
|
|
|
|
|
|
58
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.
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|
|
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|
|
FIRST INDUSTRIAL REALTY TRUST, INC. |
|
|
|
|
|
|
|
|
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|
|
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|
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|
April 30, 2007 |
|
By: |
|
/s/ Scott A. Musil |
|
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|
|
Scott A. Musil |
|
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|
Chief Accounting Officer
|
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|
|
|
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|
|
|
(Principal Accounting Officer) |
|
|
59
EXHIBIT INDEX
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|
|
Exhibit No. |
|
Description |
|
23.1 |
|
|
Consent of PricewaterhouseCoopers LLP |
60