Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
 
FORM 8-K  
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 2, 2016 
 
REXFORD INDUSTRIAL REALTY, INC.
(Exact name of registrant as specified in its charter) 
 
 
Maryland
 
001-36008
 
46-2024407
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
 

11620 Wilshire Boulevard, Suite 1000, Los Angeles, California
 
90025
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (310) 966-1680

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

 






ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 2, 2016, Rexford Industrial Realty, Inc. (“Rexford Industrial”) issued a press release announcing its earnings for the quarter ended September 30, 2016 and distributed certain supplemental financial information. On November 2, 2016, Rexford Industrial also posted the supplemental financial information on its website located at www.rexfordindustrial.com.  Copies of the press release and supplemental financial information are furnished herewith as Exhibits 99.1 and 99.2, respectively.
The information included in this Current Report on Form 8-K under this Item 2.02 (including Exhibits 99.1 and 99.2 hereto) are being “furnished” and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of the Exchange Act, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 7.01 REGULATION FD DISCLOSURE  
As discussed in Item 2.02 above, Rexford Industrial issued a press release announcing its earnings for the quarter ended September 30, 2016 and distributed certain supplemental information.  On November 2, 2016, Rexford Industrial also posted the supplemental financial information on its website located at www.rexfordindustrial.com.  
The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1 and 99.2 hereto) is being “furnished” and shall not be deemed to be “filed” for the purposes of the Exchange Act, or otherwise subject to the liabilities of the Exchange Act, nor shall it be incorporated by reference into a filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1 and 99.2 hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)    Exhibits.
 
99.1
Press Release dated November 2, 2016
 
 
99.2
Third Quarter 2016 Supplemental Financial Report






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Rexford Industrial Realty, Inc.
November 2, 2016
 
/s/ Michael S. Frankel
 
Michael S. Frankel
Co-Chief Executive Officer
(Principal Executive Officer)
 
 
 
Rexford Industrial Realty, Inc.
November 2, 2016
 
/s/ Howard Schwimmer
 
Howard Schwimmer
Co-Chief Executive Officer
(Principal Executive Officer)






EXHIBIT INDEX

Exhibit
Number
  
Description
99.1
  
Press Release dated November 2, 2016
 
 
 
99.2
  
Third Quarter 2016 Supplemental Financial Report



Exhibit
Exhibit 99.1


 https://cdn.kscope.io/6f972662d6f6b22d3f704eb9c87278b0-rexrlogopressreleasea02.jpg


REXFORD INDUSTRIAL ANNOUNCES THIRD QUARTER 2016 FINANCIAL RESULTS

- Net Income of $0.03 per Diluted Share for Third Quarter 2016 -
- Third Quarter 2016 Core FFO of $0.22 per Diluted Share -
- Same Property Portfolio NOI Up 8.2% Compared to Third Quarter 2015 -
- Stabilized Same Property Portfolio Occupancy at 96.3%, Up 530 Basis Points Year-Over-Year -
- Increases Company Share of Core FFO 2016 Guidance to $0.87 to $0.89 per diluted share -

Los Angeles, California - November 2, 2016 - Rexford Industrial Realty, Inc. (the “Company” or “Rexford Industrial”) (NYSE: REXR), a real estate investment trust (“REIT”) that specializes in acquiring, owning and operating industrial properties located in Southern California infill markets, today announced financial results for the third quarter 2016.


Third Quarter 2016 Financial and Operational Highlights:

Net Income attributable to common stockholders of $0.03 per diluted share for the quarter ended September 30, 2016.
Core Funds From Operations (FFO) of $0.22 per diluted share for the quarter ended September 30, 2016. Adjusting for non-core expenses, FFO was $0.21 per diluted share for the quarter ended September 30, 2016.
Total rental revenues of $32.9 million, which represents an increase of 41.2% year-over-year. Property Net Operating Income (NOI) of $24.0 million, which represents an increase of 40.2% year-over-year.
Same Property Portfolio NOI increased 8.2% in the third quarter of 2016 compared to the third quarter of 2015, driven by an 8.4% increase in Same Property Portfolio total rental revenue and an 8.9% increase in Same Property Portfolio operating expenses. Same Property Portfolio Cash NOI increased 6.8% compared to the third quarter of 2015.
Signed new and renewal leases totaling 837,391 rentable square feet. Rental rates on new and renewal leases were 15.6% higher than prior rents on a GAAP basis and 7.0% higher on a cash basis.
Stabilized Same Property Portfolio occupancy was 96.3%, which represents an increase of 530 basis points year-over-year. Same Property Portfolio occupancy was 93.7%, which represents an increase of 370 basis points year-over-year.
At September 30, 2016, the consolidated portfolio including repositioning assets was 90.6% leased and 89.7% occupied, which represents an increase in occupancy of 90 basis points year-over-year. At September 30, 2016, the consolidated portfolio, excluding repositioning assets aggregating 932,163 rentable square feet, was 96.7% leased and 95.8% occupied.
During the third quarter of 2016, the Company acquired three industrial properties for an aggregate purchase price of $80.8 million. During the first nine months of 2016, the Company acquired 16 properties for an aggregate purchase price of $311.5 million.
Issued 3.6 million shares of its 5.875% Series A Cumulative Redeemable Preferred Stock at $25.00 per share, for net proceeds of approximately $86.7 million.






“We are pleased with our third quarter operating and financial performance, which included a 40.2% increase in consolidated NOI and an 8.2% increase in Same Property Portfolio NOI over the prior year period,” stated Michael Frankel and Howard Schwimmer, Co-Chief Executive Officers of the Company. “We continue to realize robust organic growth through strong re-leasing spreads, occupancy gains and increased cash flow from the completion and lease-up of value-add repositioned properties. Strong, accretive external growth has also contributed to a 41.2% increase in total revenue and a 10% increase in Core FFO per share. Year to date, we have acquired in excess of $311 million of high-quality industrial assets within our supply constrained target in-fill submarkets, with $80.8 million of property acquired during the quarter. Additionally, with our recent preferred equity offering, we have accessed a new source of capital and added additional capacity to our strong balance sheet. Measured by occupancy, rental rates and per-square-foot values, the infill Southern California industrial market also remains the strongest in the nation, with increasing tenant demand and robust ecommerce growth. Market vacancy continues at historically low levels as high-barriers and the lack of developable land severely limit the development of new buildings for lease within infill Southern California. As evidenced by our increased Core FFO per share guidance, we believe we have strong momentum and remain excited about our favorable secular growth profile as we look forward into future periods.”


Financial Results:

The Company reported net income attributable to common stockholders of $2.3 million, or $0.03 per diluted share, for the three months ended September 30, 2016, as compared to net income attributable to common stockholders of $0.5 million, or $0.01 per diluted share, for the three months ended September 30, 2015.

The Company reported net income attributable to common stockholders of $15.9 million, or $0.26 per diluted share, for the nine months ended September 30, 2016, as compared to net income attributable to common stockholders of $0.7 million, or $0.01 per diluted share, for the nine months ended September 30, 2015. Net income for the nine months ended September 30, 2016 included $11.6 million of gains on sale of real estate, for which there was no comparable amount for the nine months ended September 30, 2015.

The Company reported Company share of Core FFO of $14.2 million, or $0.22 per diluted share of common stock, for the three months ended September 30, 2016, as compared to Company share of Core FFO of $11.2 million, or $0.20 per diluted share of common stock, for the three months ended September 30, 2015. Adjusting for non-core expenses ($0.4 million reported during the third quarter of 2016 and $0.4 million reported during the third quarter of 2015), Company share of FFO was $13.9 million, or $0.21 per diluted share of common stock, as compared to Company share of FFO of $10.8 million, or $0.20 per diluted share of common stock, for the three months ended September 30, 2015.

The Company reported Company share of Core FFO of $40.1 million, or $0.65 per diluted share of common stock, for the nine months ended September 30, 2016, as compared to Company share of Core FFO of $32.4 million, or $0.60 per diluted share of common stock, for the nine months ended September 30, 2015. Adjusting for non-core expenses ($0.8 million reported during the first nine months of 2016 and $2.0 million during the first nine months of 2015), Company share of FFO was $39.3 million, or $0.64 per diluted share of common stock, as compared to Company share of FFO of $30.5 million, or $0.57 per diluted share of common stock, for the nine months ended September 30, 2015.

For the three months ended September 30, 2016, the Company’s Same Property Portfolio NOI increased 8.2% compared to the third quarter of 2015, driven by an 8.4% increase in Same Property Portfolio total rental revenue, and an 8.9% increase in Same Property Portfolio expenses. Same Property Portfolio Cash NOI increased 6.8% compared to the third quarter 2015.

Operating Results:

In the third quarter of 2016, the Company signed 134 new and renewal leases in its consolidated portfolio, totaling 837,391 rentable square feet. Average rental rates on comparable new and renewal leases were up 15.6% on a GAAP basis and up 7.0% on a cash basis. The Company signed 59 new leases for 519,212 rentable square feet, with GAAP rents up 17.6% compared to the prior in-place leases. The Company signed 75 renewal leases for 318,179 rentable square feet, with GAAP rents up 14.4% compared to the prior in-place leases. For the 59 new leases, cash rents were up 10.7%, and for the 75 renewal leases, cash rents were up 4.9%, compared to the ending cash rents for the prior leases.






The Company has included in a supplemental information package the detailed results and operating statistics that reflect the activities of the Company for the three months ended September 30, 2016. See below for information regarding the supplemental information package. 

Transaction Activity:

In the third quarter 2016, the Company acquired three industrial properties, for an aggregate purchase price of $80.8 million, as detailed below.

In July 2016, the Company acquired the remaining 85% joint venture interest in 3233 Mission Oaks Boulevard, a two-building industrial property containing 457,693 square feet in the Ventura County submarket for $21.8 million, based on 85% of the total purchase price of $25.7 million, or approximately $56 per square foot.

In August 2016, the Company acquired 1600 Orangethorpe, a five-building industrial complex containing 345,756 square feet in the Orange County North submarket for $40.1 million, or approximately $116 per square foot. 

In September 2016, the Company acquired 14742-14750 E. Nelson Avenue, a two-building industrial property containing 145,531 square feet, with excess land available for development, in the San Gabriel Valley submarket for $15.0 million, or approximately $103 per square foot.

 
Balance Sheet:
 
In August 2016, the Company issued 3.6 million shares of its 5.875% Series A Cumulative Redeemable Preferred Stock at $25.00 per share, for net proceeds of approximately $86.7 million after deducting the underwriting discount and offering expenses.
  
At September 30, 2016, the Company had $503 million of outstanding debt, with an average interest rate of 3.087% and an average term-to-maturity of 5.6 years. At September 30, 2016, $160 million of the Company’s floating-rate debt has been effectively fixed at 3.461% through the use of interest rate swaps. As a result of interest rate swaps and the issuance of $100 million of fixed-rate notes last year, approximately $278 million, or 55%, of the Company’s outstanding debt was fixed-rate with an average interest rate of 3.86% and an average term-to-maturity of 5.0 years. The remaining $225 million, or 45%, of the Company’s outstanding debt was floating-rate, with an average interest rate of LIBOR + 1.60% and an average term-to-maturity of 6.3 years. If the forward-starting portions of the two interest rate swaps noted above were effective as of September 30, 2016, then 100% of the Company's debt would be effectively fixed.

Guidance

The Company is increasing its full year 2016 guidance range for Company share of Core FFO to a range of $0.87 to $0.89 per diluted share of common stock. This Core FFO guidance refers only to the Company's in-place portfolio as of November 2, 2016, and does not include any assumptions for acquisitions, dispositions or balance sheet activities that may or may not occur later during the year. Increased full year guidance assumes the following: year-end Same Property Portfolio occupancy within a range of 94% to 95%, Same Property Portfolio NOI growth for the year of 7% to 8% and general & administrative expenses of $17.5 to $17.8 million.

The Company does not provide a reconciliation for its guidance range of Core FFO per diluted share to net income attributable to common stockholders per diluted share, the most directly comparable forward-looking GAAP financial measure, because it is impractical to provide a meaningful or accurate estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and/or amount of various items that would impact net income available to common stockholders per diluted share, including, for example, acquisition costs, gains on sales of depreciable real estate and other items that have not yet occurred and are out of the Company’s control. For the same reasons, the Company is unable to address the probable significance of the unavailable information and believes that providing a reconciliation for its guidance range of Core FFO per diluted share would imply a degree of precision as to its forward-looking net income available to common stockholders per diluted share that would be confusing or misleading to investors.





Dividend:

On November 1, 2016, the Board of Directors declared a dividend of $0.135 per share for the fourth quarter of 2016, payable in cash on January 17, 2017, to common stockholders and common unit holders of record as of December 30, 2016. On November 1, 2016, the Board of Directors declared a cash dividend of $0.55078 per share payable to its Series A Cumulative Redeemable Preferred stockholders, payable in cash on December 30, 2016, to stockholders of record as of December 15, 2016.

Supplemental Information:

Details regarding these results can be found in the Company’s supplemental financial package available on the Company’s investor relations website at www.ir.rexfordindustrial.com.

Earnings Release, Investor Conference Webcast and Conference Call:

The Company will host a webcast and conference call on Wednesday, November 2, 2016, at 5:00 p.m. Eastern Time to review third quarter results and discuss recent events. The live webcast will be available on the Company’s investor relations website at ir.rexfordindustrial.com. To participate in the call, please dial 877-407-0789 (domestic) or 201-689-8562 (international). A replay of the conference call will be available through December 2, 2016, by dialing 877-870-5176 (domestic) or 858-384-5517 (international) and entering the pass code 13647191.

About Rexford Industrial:

Rexford Industrial is a real estate investment trust focused on owning and operating industrial properties in Southern California infill markets. The Company owns 134 properties with approximately 14.6 million rentable square feet and manages an additional 19 properties with approximately 1.2 million rentable square feet.
For additional information, visit www.rexfordindustrial.com.

Forward Looking Statements:

This press release may contain forward-looking statements within the meaning of the federal securities laws, which are based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," or "potential" or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. While forward-looking statements reflect the Company's good faith beliefs, assumptions and expectations, they are not guarantees of future performance. For a further discussion of these and other factors that could cause the Company's future results to differ materially from any forward-looking statements, see the reports and other filings by the Company with the U.S. Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, and subsequent filings with the Securities and Exchange Commission. The Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes.
  




Definitions / Discussion of Non-GAAP Financial Measures:

Funds from Operations (FFO): We calculate FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO represents net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable operating property, impairment losses, real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures. Management uses FFO as a supplemental performance measure because, in excluding real estate related depreciation and amortization, gains and losses from property dispositions, other than temporary impairments of unconsolidated real estate entities, and impairment on our investment in real estate, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We also believe that, as a widely recognized measure of performance used by other REITs, FFO may be used by investors as a basis to compare our operating performance with that of other REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effects and could materially impact our results from operations, the utility of FFO as a measure of our performance is limited. Other equity REITs may not calculate or interpret FFO in accordance with the NAREIT definition as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO. FFO should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends. FFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance. A reconciliation of net income, the nearest GAAP equivalent, to FFO is set forth below.

Core Funds from Operations (Core FFO): We calculate Core FFO by adjusting FFO to exclude the impact of certain items that we do not consider reflective of our core revenue or expense streams. These adjustments consist of acquisition expenses and legal expenses or reimbursements related to prior litigation. For more information on prior litigation, see Item 3. Legal Proceedings in our 2014 Annual Report on Form 10-K. Management believes that Core FFO is a useful supplemental measure as it provides a more meaningful and consistent comparison of operating performance and allows investors to more easily compare the Company's operating results. Because certain of these adjustments have a real economic impact on our financial condition and results from operations, the utility of Core FFO as a measure of our performance is limited. Other REITs may not calculate Core FFO in a consistent manner. Accordingly, our Core FFO may not be comparable to other REITs' Core FFO. Core FFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance. A reconciliation of FFO to Core FFO is set forth below.

Net Operating Income (NOI): NOI is a non-GAAP measure, which includes the revenue and expense directly attributable to our real estate properties. NOI is calculated as total revenue from real estate operations including i) rental revenues, ii) tenant reimbursements and iii) other income less property expenses (before interest expense, depreciation and amortization). We use NOI as a supplemental performance measure because, in excluding real estate depreciation and amortization expense and gains (or losses) from property dispositions, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We also believe that NOI will be useful to investors as a basis to compare our operating performance with that of other REITs. However, because NOI excludes depreciation and amortization expense and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties (all of which have real economic effect and could materially impact our results from operations), the utility of NOI as a measure of our performance is limited. Other equity REITs may not calculate NOI in a similar manner and, accordingly, our NOI may not be comparable to such other REITs’ NOI. Accordingly, NOI should be considered only as a supplement to net income as a measure of our performance. NOI should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs.

NOI should not be used as a substitute for cash flow from operating activities in accordance with GAAP. We use NOI to help evaluate the performance of the Company as a whole, as well as the performance of our Same Property Portfolio. A calculation of NOI for our Same Property Portfolio, as well as a reconciliation of NOI for our Same Property Portfolio to net income, is set forth below.

Cash NOI: Cash NOI is a non-GAAP measure, which we calculate by adding or subtracting from NOI i) fair value lease revenue and ii) straight-line rent adjustments. We use Cash NOI, together with NOI, as a supplemental performance measure. Cash NOI should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. Cash NOI should not be used as a substitute for cash flow from operating activities computed in accordance




with GAAP. We use Cash NOI to help evaluate the performance of the Company as a whole, as well as the performance of our Same Property Portfolio. A calculation of Cash NOI for our Same Property Portfolio, as well as a reconciliation of Cash NOI for our Same Property Portfolio to net income, is set forth below.

Same Property Portfolio: Our Same Property Portfolio is a subset of our consolidated portfolio and includes properties that were wholly-owned by us as of January 1, 2015, and still owned by us as of September 30, 2016. Therefore, we excluded from our Same Properties Portfolio any properties that were acquired or sold during the period from January 1, 2015 through September 30, 2016. The Company’s computation of same property performance may not be comparable to other REITs.

Stabilized Same Property Portfolio: Our Stabilized Same Property Portfolio represents the properties included in our Same Property Portfolio, adjusted to exclude space at properties that were in various stages of repositioning (defined below) or lease-up. As of September 30, 2016, space aggregating 262,625 rentable square feet at five of our Same Property Portfolio properties were in various stages of repositioning or lease-up.

Properties and Space Under Repositioning: Typically defined as properties or units where a significant amount of space is held vacant in order to implement capital improvements that improve the functionality (not including basic refurbishments, i.e., paint and carpet), cash flow and value of that space. We define a significant amount of space in a building as the lower of (i) 20,000 square feet of space or (ii) 50% of a building’s square footage. Typically, we would include properties or space where the repositioning and lease-up time frame is estimated to be greater than six months. A repositioning is considered complete once the investment is fully or nearly fully deployed and the property is marketable for leasing. We consider a property to be stabilized once it reaches 95% occupancy.



Contact:
Investor Relations:

Stephen Swett
424 256 2153 ext 401
investorrelations@rexfordindustrial.com




Rexford Industrial Realty, Inc.
Consolidated Balance Sheets
(In thousands except share data)
 
 
September 30, 2016
 
December 31, 2015
 
(unaudited)
 
 
ASSETS
 
 
 
Land
$
659,641

 
$
492,704

Buildings and improvements
778,066

 
650,075

Tenant improvements
36,687

 
28,977

Furniture, fixtures, and equipment
175

 
188

Construction in progress
23,300

 
16,822

Total real estate held for investment
1,497,869

 
1,188,766

Accumulated depreciation
(126,601
)
 
(103,623
)
Investments in real estate, net
1,371,268

 
1,085,143

Cash and cash equivalents
55,263

 
5,201

Notes receivable
5,817

 

Rents and other receivables, net
2,633

 
3,040

Deferred rent receivable, net
10,913

 
7,827

Deferred leasing costs, net
8,064

 
5,331

Deferred loan costs, net
996

 
1,445

Acquired lease intangible assets, net
38,093

 
30,383

Acquired indefinite-lived intangible
5,215

 
5,271

Other assets
5,522

 
5,523

Acquisition related deposits
400

 

Investment in unconsolidated real estate entities

 
4,087

Total Assets
$
1,504,184

 
$
1,153,251

LIABILITIES & EQUITY
 
 
 
Liabilities
 
 
 
Notes payable
$
500,428

 
$
418,154

Interest rate swap liability
5,938

 
3,144

Accounts payable, accrued expenses and other liabilities
18,433

 
12,631

Dividends payable
9,214

 
7,806

Acquired lease intangible liabilities, net
5,722

 
3,387

Tenant security deposits
14,946

 
11,539

Prepaid rents
3,945

 
2,846

Total Liabilities
558,626

 
459,507

Equity
 
 
 
Rexford Industrial Realty, Inc. stockholders' equity
 
 
 
Preferred stock, $0.01 par value, 10,000,000 shares authorized; 5.875% series A cumulative redeemable preferred stock, liquidation preference $25.00 per share, 3,600,000 and zero shares outstanding at September 30, 2016 and December 31, 2015, respectively
86,664

 

Common Stock, $0.01 par value 490,000,000 shares authorized and 66,048,341 and 55,598,684 shares outstanding at September 30, 2016 and December 31, 2015, respectively
658

 
553

Additional paid in capital
898,354

 
722,722

Cumulative distributions in excess of earnings
(56,651
)
 
(48,103
)
Accumulated other comprehensive loss
(5,764
)
 
(3,033
)
Total stockholders' equity
923,261

 
672,139

Noncontrolling interests
22,297

 
21,605

Total Equity
945,558

 
693,744

Total Liabilities and Equity
$
1,504,184

 
$
1,153,251





Rexford Industrial Realty, Inc.
Consolidated Statements of Operations
(Unaudited and in thousands, except per share data)


 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
2016
 
2015
RENTAL REVENUES
 
 
 
 
 
 
 
Rental income
$
28,285

 
$
20,617

 
$
77,903

 
$
58,449

Tenant reimbursements
4,467

 
2,377

 
12,144

 
7,405

Other income
192

 
341

 
764

 
693

TOTAL RENTAL REVENUES
32,944

 
23,335

 
90,811

 
66,547

Management, leasing and development services
131

 
186

 
376

 
479

Interest income
228

 
153

 
228

 
710

TOTAL REVENUES
33,303

 
23,674

 
91,415

 
67,736

OPERATING EXPENSES
 
 
 
 
 
 
 
Property expenses
8,978

 
6,237

 
24,480

 
17,882

General and administrative
5,067

 
3,778

 
13,190

 
11,064

Depreciation and amortization
13,341

 
10,642

 
37,165

 
31,016

TOTAL OPERATING EXPENSES
27,386

 
20,657

 
74,835

 
59,962

OTHER EXPENSES
 
 
 
 
 
 
 
Acquisition expenses
380

 
528

 
1,490

 
1,608

Interest expense
3,804

 
2,245

 
10,774

 
5,729

TOTAL OTHER EXPENSES
4,184

 
2,773

 
12,264

 
7,337

TOTAL EXPENSES
31,570

 
23,430

 
87,099

 
67,299

Equity in income from unconsolidated real estate entities
1,328

 
45

 
1,451

 
58

Gain from early repayment of note receivable

 
581

 

 
581

Loss on extinguishment of debt

 
(253
)
 

 
(182
)
Gains on sale of real estate

 

 
11,563

 

NET INCOME
3,061

 
617

 
17,330

 
894

Less: net income attributable to noncontrolling interest
(63
)
 
(24
)
 
(533
)
 
(36
)
NET INCOME ATTRIBUTABLE TO REXFORD INDUSTRIAL REALTY, INC.
2,998

 
593

 
16,797

 
858

Less: preferred stock dividends
(661
)
 

 
(661
)
 

Less: earnings attributable to participating securities
(70
)
 
(53
)
 
(223
)
 
(152
)
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
$
2,267

 
$
540

 
$
15,913

 
$
706

Net income available to common stockholders per share - basic and diluted
$
0.03

 
$
0.01

 
$
0.26

 
$
0.01





Rexford Industrial Realty, Inc.
Same Property Portfolio Occupancy and NOI and Cash NOI
(Unaudited, dollars in thousands)
 
 

Same Property Portfolio Occupancy:
 
 
 
 
 
 
 
September 30, 2016
 
September 30, 2015
 
Change (basis points)
 
Same Property
Portfolio
 
Stabilized
Same
Property
Portfolio
(1)
 
Same Property
Portfolio
 
Stabilized
Same
Property
Portfolio
(1)
 
Same Property
Portfolio
 
Stabilized
Same
Property
Portfolio
(1)
Occupancy:
 
 
 
 
 
 
 
 
 
 
 
Los Angeles County
94.0%
 
96.8%
 
88.8%
 
88.5%
 
520 bps
 
830 bps
Orange County
85.6%
 
94.4%
 
84.3%
 
93.0%
 
130 bps
 
140 bps
San Bernardino County
96.3%
 
96.3%
 
97.0%
 
97.0%
 
(70) bps
 
(70) bps
San Diego County
96.9%
 
96.9%
 
90.4%
 
90.4%
 
650 bps
 
650 bps
Ventura County
95.9%
 
95.9%
 
95.0%
 
95.0%
 
90 bps
 
90 bps
Total/Weighted Average
93.7%
 
96.3%
 
90.0%
 
91.0%
 
370 bps
 
530 bps
 
(1)
Reflects the occupancy of our Same Property Portfolio adjusted for space aggregating 262,625 rentable square feet at five properties that were in various stages of repositioning or lease-up as of September 30, 2016.


Same Property Portfolio NOI and Cash NOI
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
$ Change
 
% Change
 
2016
 
2015
 
$ Change
 
% Change
Rental income
$
19,871

 
$
18,270

 
$
1,601

 
8.8%
 
$
58,124

 
$
54,052

 
$
4,072

 
7.5%
Tenant reimbursements
2,540

 
2,203

 
337

 
15.3%
 
7,735

 
7,212

 
523

 
7.3%
Other income
121

 
314

 
(193
)
 
(61.5)%
 
474

 
633

 
(159
)
 
(25.1)%
Total rental revenues
22,532

 
20,787

 
1,745

 
8.4%
 
66,333

 
61,897

 
4,436

 
7.2%
Property expenses
6,216

 
5,706

 
510

 
8.9%
 
17,994

 
16,966

 
1,028

 
6.1%
Same property portfolio NOI
$
16,316

 
$
15,081

 
$
1,235

 
8.2%
 
$
48,339

 
$
44,931

 
$
3,408

 
7.6%
Straight-line rents
(631
)
 
(408
)
 
(223
)
 
54.7%
 
(1,105
)
 
(1,149
)
 
44

 
(3.8)%
Amort. above/below market leases
30

 
41

 
(11)
 
(26.8)%
 
94

 
114

 
(20
)
 
(17.5)%
Same property portfolio cash NOI
$
15,715

 
$
14,714

 
$
1,001

 
6.8%
 
$
47,328

 
$
43,896

 
$
3,432

 
7.8%






Rexford Industrial Realty, Inc.
Reconciliation of Same Property Portfolio Cash NOI and Same Property Portfolio NOI to Net Income
(Unaudited and in thousands)



 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
2016
 
2015
Same property portfolio cash NOI
$
15,715

 
$
14,714

 
$
47,328

 
$
43,896

Straight-line rents
631

 
408

 
1,105

 
1,149

Amort. above/below market leases
(30
)
 
(41
)
 
(94
)
 
(114
)
Same property portfolio NOI
16,316

 
15,081

 
48,339

 
44,931

Non-comparable property operating revenues
10,412

 
2,548

 
24,478

 
4,650

Non-comparable property expenses
(2,762
)
 
(531
)
 
(6,486
)
 
(916
)
Total consolidated portfolio NOI
23,966

 
17,098

 
66,331

 
48,665

Add:
 
 
 
 
 
 
 
Management, leasing and development services
131

 
186

 
376

 
479

Interest income
228

 
153

 
228

 
710

Equity in income from unconsolidated real estate entities
1,328

 
45

 
1,451

 
58

Gain from early repayment of note receivable

 
581

 

 
581

Gains on sale of real estate

 

 
11,563

 

Deduct:
 
 
 
 
 
 
 
General and administrative
5,067

 
3,778

 
13,190

 
11,064

Depreciation and amortization
13,341

 
10,642

 
37,165

 
31,016

Acquisition expenses
380

 
528

 
1,490

 
1,608

Interest expense
3,804

 
2,245

 
10,774

 
5,729

Loss on extinguishment of debt

 
253

 

 
182

Net income
$
3,061

 
$
617

 
$
17,330

 
$
894






Rexford Industrial Realty, Inc.
Reconciliation of Net Income to Funds From Operations and Core Funds From Operations
(Unaudited and in thousands, except share data)

 
 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
2016
 
2015
 
 

 
 

 
 

 
 

Net income
$
3,061

 
$
617

 
$
17,330

 
$
894

Add:
 
 
 
 
 

 
 

Depreciation and amortization
13,341

 
10,642

 
37,165

 
31,016

Depreciation and amortization from unconsolidated joint ventures(1)

 
4

 
10

 
52

Deduct:
 
 
 
 
 
 
 
Gains on sale of real estate

 

 
11,563

 

Gain on acquisition of unconsolidated joint venture property
1,332

 

 
1,332

 

Funds From Operations (FFO)
$
15,070

 
$
11,263

 
$
41,610

 
$
31,962

Less: preferred stock dividends
(661
)
 

 
(661
)
 

Less: FFO attributable to noncontrolling interest(2)
(424
)
 
(407
)
 
(1,294
)
 
(1,225
)
Less: FFO attributable to participating securities(3)
(111
)
 
(76
)
 
(349
)
 
(223
)
Company share of FFO
$
13,874

 
$
10,780

 
$
39,306

 
$
30,514

 
 
 
 
 
 
 
 
FFO
$
15,070

 
$
11,263

 
$
41,610

 
$
31,962

Add:
 
 
 
 
 
 
 
Legal fees (reimbursements)

 
(88
)
 
(643
)
 
345

Acquisition expenses
380

 
528

 
1,490

 
1,608

Core FFO
$
15,450

 
$
11,703

 
$
42,457

 
$
33,915

Less: preferred stock dividends
(661
)
 

 
(661
)
 

Less: Core FFO attributable to noncontrolling interest(2)
(435
)
 
(423
)
 
(1,318
)
 
(1,303
)
Less: Core FFO attributable to participating securities(3)
(114
)
 
(79
)
 
(356
)
 
(236
)
Company share of Core FFO
$
14,240

 
$
11,201

 
$
40,122

 
$
32,376

 
 
 
 
 
 
 
 
Weighted-average shares outstanding - basic and diluted
65,707,476

 
55,145,963

 
61,694,835

 
53,613,874

 
(1)
Amount represents our 15% ownership interest in a joint venture that owned the property located at 3233 Mission Oaks Boulevard for all periods prior to July 6, 2016, when we acquired the remaining 85% ownership interest.
(2)
Noncontrolling interest represent holders of outstanding common units of the Company's operating partnership that are owned by unit holders other than the Company.
(3)
Participating securities include unvested shares of restricted stock, unvested LTIP units and unvested performance units.


Exhibit
Exhibit 99.2

 
 
 
 
 
https://cdn.kscope.io/6f972662d6f6b22d3f704eb9c87278b0-suppcoverq3.jpg

Rexford Industrial Realty, Inc.
NYSE: REXR
11620 Wilshire Blvd
Suite 1000
Los Angeles, CA 90025
310-966-1680
www.RexfordIndustrial.com
 
 
 
 
 



Table of Contents
 
 
 
 
 
Section
Page
 
 
Corporate Data:
 
Investor Company Summary
3
Financial and Portfolio Highlights and Common Stock Data
4
Consolidated Financial Results:
 
Consolidated Balance Sheets
5
Consolidated Statement of Operations
6-7
Non‐GAAP FFO, Core FFO and AFFO Reconciliations
8-9
Statement of Operations Reconciliations
10-11
Same Property Portfolio Performance
12-13
Joint Venture Financial Summary
14-15
Capitalization Summary
16
Debt Summary
17
Debt Covenants
18
Portfolio Data:
 
Portfolio Overview
19
Occupancy and Leasing Trends
20
Leasing Statistics
21-22
Top Tenants and Lease Segmentation
23
Capital Expenditure Summary
24
Properties and Space Under Repositioning
25-26
Current Year Acquisitions and Dispositions Summary
27
Net Asset Value Components
28
Fixed Charge Coverage Ratio
29
Definitions / Discussion of Non‐GAAP Financial Measures
30-31
Disclosures:
Forward Looking Statements: This supplemental package contains “forward‐looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We caution investors that any forward‐looking statements presented herein are based on management’s beliefs and assumptions and information currently available to management. Such statements are subject to risks, uncertainties and assumptions and may be affected by known and unknown risks, trends, uncertainties and factors that are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. These risks and uncertainties include, without limitation: general risks affecting the real estate industry (including, without limitation, the market value of our properties, the inability to enter into or renew leases at favorable rates, dependence on tenants’ financial condition, and competition from other developers, owners and operators of real estate); risks associated with the disruption of credit markets or a global economic slowdown; risks associated with the potential loss of key personnel (most importantly, members of senior management); risks associated with our failure to maintain our status as a Real Estate Investment Trust under the Internal Revenue Code of 1986, as amended; possible adverse changes in tax and environmental laws; litigation, including costs associated with prosecuting or defending pending or threatened claims and any adverse outcomes, and potential liability for uninsured losses and environmental contamination.
For a further discussion of these and other factors that could cause our future results to differ materially from any forward‐looking statements, see Item 1A. Risk Factors in our 2015 Annual Report on Form 10‐K, which was filed with the Securities and Exchange Commission (“SEC”) on February 25, 2016. We disclaim any obligation to publicly update or revise any forward‐looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes.

Third Quarter 2016
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Investor Company Summary
 
 
 
 
 
Senior Management Team
Howard Schwimmer
 
Co‐Chief Executive Officer, Director
Michael S. Frankel
 
Co‐Chief Executive Officer, Director
Adeel Khan
 
Chief Financial Officer
David Lanzer
 
General Counsel
Patrick Schlehuber
 
Senior Vice President, Acquisitions
Bruce Herbkersman
 
Senior Vice President, Development & Construction
Shannon Lewis
 
Senior Vice President, Leasing
Tara Denman
 
Senior Vice President, Human Resources
Board of Directors
Richard Ziman
 
Chairman
Howard Schwimmer
 
Co‐Chief Executive Officer, Director
Michael S. Frankel
 
Co‐Chief Executive Officer, Director
Robert L. Antin
 
Director
Steven C. Good
 
Director
Peter Schwab
 
Director
Tyler H. Rose
 
Director
Company Contact Information
11620 Wilshire Blvd, Suite 1000
Los Angeles, CA 90025
 310‐966‐1680
 www.RexfordIndustrial.com
Investor Relations Information
ICR
Stephen Swett
www.icrinc.com
212-849-3882
Equity Research Coverage
Bank of America Merrill Lynch
 
Juan C. Sanabria
Capital One
 
Thomas J. Lesnick, CFA
Citigroup Investment Research
 
Emmanuel Korchman
D.A Davidson
 
Barry Oxford
J.P. Morgan
 
Michael W. Mueller, CFA
Jefferies LLC
 
Jonathan Petersen
National Securities Corporation
 
John R. Benda
Stifel Nicolaus & Co.
 
John W. Guinee
Wells Fargo Securities
 
Blaine Heck
Wunderlich Securities
 
Craig Kucera
Disclaimer: This list may not be complete and is subject to change as firms add or delete coverage of our company. Please note that any opinions, estimates, forecasts or predictions regarding our historical or predicted performance made by these analysts are theirs alone and do not represent opinions, estimates, forecasts or predictions of Rexford Industrial Realty, Inc. or its management. We are providing this listing as a service to our stockholders and do not by listing these firms imply our endorsement of, or concurrence with, such information, conclusions or recommendations. Interested persons may obtain copies of analysts’ reports on their own; we do not distribute these reports.

Third Quarter 2016
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Financial and Portfolio Highlights and Common Stock Data (1)
 
 
(in thousands except share and per share data and portfolio statistics)

 
Three Months Ended
 
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
 
Financial Results:
 
 
 
 
 
 
 
 
 
 
Total rental revenues
$
32,944

 
$
30,497

 
$
27,370

 
$
26,059

 
$
23,335

 
Net income
$
3,061

 
$
12,792

 
$
1,477

 
$
1,056

 
$
617

 
Net income per common share-basic and diluted
$
0.03

 
$
0.19

 
$
0.02

 
$
0.02

 
$
0.01

 
Company share of Core FFO
$
14,240

 
$
13,920

 
$
11,962

 
$
11,870

 
$
11,201

 
Core FFO per common share-basic and diluted
$
0.22

 
$
0.22

 
$
0.22

 
$
0.21

 
$
0.20

 
Company share of FFO
$
13,874

 
$
13,309

 
$
12,123

 
$
11,365

 
$
10,780

 
FFO per share-basic and diluted
$
0.21

 
$
0.21

 
$
0.22

 
$
0.21

 
$
0.20

 
Adjusted EBITDA
$
20,622

 
$
19,679

 
$
17,074

 
$
16,385

 
$
14,607

 
Dividend declared per common share
$
0.135

 
$
0.135

 
$
0.135

 
$
0.135

 
$
0.135

 
Portfolio Statistics:
 
 
 
 
 
 
 
 
 
 
Portfolio SF - consolidated
14,588,101

 
13,640,820

 
12,152,138

 
11,955,455

 
11,078,912

 
Ending occupancy - consolidated portfolio
89.7
%
 
90.1
%
 
88.1
%
 
89.2
 %
 
88.8
 %
 
Leased percentage - consolidated portfolio
90.6
%
 
90.3
%
 
88.4
%
 
89.3
 %
 
90.5
 %
 
Leasing spreads-GAAP
15.6
%
 
23.5
%
 
13.6
%
 
12.9
 %
 
16.3
 %
 
Leasing spreads-cash
7.0
%
 
11.0
%
 
5.6
%
 
6.4
 %
 
5.4
 %
 
Same Property Performance:
 
 
 
 
 
 
 
 
 
 
Same Property Portfolio SF
9,644,030

 
9,643,837

 
9,828,422

 
6,083,359

 
6,083,359

 
Total rental revenue growth
8.4
%
 
5.3
%
 
8.4
%
 
2.8
 %
 
5.0
 %
 
Total property expense growth
8.9
%
 
1.0
%
 
8.7
%
 
-2.2
 %
 
-3.2
 %
 
NOI growth
8.2
%
 
6.9
%
 
8.3
%
 
4.8
 %
 
8.4
 %
 
Cash NOI growth
6.8
%
 
9.1
%
 
8.2
%
 
7.5
 %
 
7.1
 %
 
Same Property Portfolio ending occupancy
93.7
%
 
92.5
%
 
91.7
%
 
94.4
 %
 
93.7
 %
 
Stabilized Same Property Portfolio ending occupancy
96.3
%
 
95.7
%
 
95.1
%
 
95.6
 %
 
94.8
 %
 
Same Property Portfolio occupancy growth (basis points) (2)
370 bps
 
350 bps

 
100 bps

 
160 bps

 
240 bps

 
Capitalization:
 
 
 
 
 
 
 
 
 
 
Common stock price at quarter end
$
22.89

 
$
21.09

 
$
18.16

 
$
16.36

 
$
13.79

 
Common shares issued and outstanding
65,725,504

 
65,679,483

 
55,276,567

 
55,265,243

 
55,198,780

 
Total shares and units issued and outstanding at period end (3)
67,704,346

 
67,679,046

 
57,303,209

 
57,291,885

 
57,265,484

 
Weighted average shares outstanding ‐ basic and diluted
65,707,476

 
64,063,337

 
55,269,598

 
55,244,664

 
55,145,963

 
Total equity market capitalization
$
1,549,752

 
$
1,427,351

 
$
1,040,626

 
$
937,295

 
$
789,691

 
Total consolidated debt
$
502,776

 
$
503,009

 
$
445,611

 
$
418,698

 
$
335,904

 
Total combined market capitalization (net debt and equity)
$
2,087,265

 
$
1,901,183

 
$
1,479,835

 
$
1,350,792

 
$
1,120,512

 
Ratios:
 
 
 
 
 
 
 
 
 
 
Net debt to total combined market capitalization
21.4
%
 
24.9
%
 
29.7
%
 
30.6
 %
 
29.5
 %
 
Net debt to Adjusted EBITDA (quarterly results annualized)
5.4x

 
6.0x

 
6.4x

 
6.3x

 
5.7x

 
(1)For a definition and discussion of non-GAAP financial measures and reconciliations to their nearest GAAP equivalents, see the definitions section and reconciliation section beginning on page 30 and page 8 of this report, respectively.
(2) 
Represents the year over year percentage point change in ending occupancy of the Same Property Portfolio for the reported period. See page 13 for a summary of our current period Same Property Portfolio and page 29 for a definition of Same Property Portfolio. For prior periods ending in 2015, the Same Property Portfolio includes all properties that were wholly‐owned by us as of January 1, 2014 and still owned by us as of the reporting date.
(3) 
Includes the following number of OP Units held by noncontrolling interests: 1,978,842 (Sep 30, 2016), 1,999,563 (Jun 30, 2016), 2,026,642 (Mar 31, 2016), 2,026,642 (Dec 31, 2015) and 2,066,704 (Sep 30, 2015). Excludes the following number of shares of unvested restricted stock: 322,837 (Sep 30, 2016), 356,249 (Jun 30, 2016), 380,861 (Mar 31, 2016), 333,441 (Dec 31, 2015) and 389,123 (Sep 30, 2015). Excludes 166,669 unvested LTIP Units and 315,998 unvested performance units granted during Q4-15.

Third Quarter 2016
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Consolidated Balance Sheets
 
 
 
 
(unaudited and in thousands)
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Assets
 
 
 
 
 
 
 
 
 
Land
$
659,641

 
$
605,694

 
$
501,972

 
$
492,704

 
$
445,454

Buildings and improvements
778,066

 
745,968

 
667,675

 
650,075

 
620,341

Tenant improvements
36,687

 
33,873

 
30,305

 
28,977

 
26,539

Furniture, fixtures, and equipment
175

 
175

 
188

 
188

 
188

Construction in progress
23,300

 
23,714

 
17,662

 
16,822

 
14,265

  Total real estate held for investment
1,497,869

 
1,409,424

 
1,217,802

 
1,188,766

 
1,106,787

Accumulated depreciation
(126,601
)
 
(117,590
)
 
(111,167
)
 
(103,623
)
 
(96,403
)
Investments in real estate, net
1,371,268

 
1,291,834

 
1,106,635

 
1,085,143

 
1,010,384

Cash and cash equivalents
55,263

 
29,177

 
6,402

 
5,201

 
5,083

Restricted cash

 
17,979

 

 

 

Notes receivable
5,817

 

 

 

 

Rents and other receivables, net
2,633

 
3,010

 
2,939

 
3,040

 
2,221

Deferred rent receivable
10,913

 
9,585

 
8,670

 
7,827

 
7,009

Deferred leasing costs, net
8,064

 
6,531

 
6,001

 
5,331

 
5,044

Deferred loan costs, net
996

 
1,146

 
1,296

 
1,445

 
1,595

Acquired lease intangible assets, net(1)
38,093

 
37,789

 
28,802

 
30,383

 
27,838

Indefinite‐lived intangible
5,215

 
5,271

 
5,271

 
5,271

 
5,271

Other assets
5,522

 
5,589

 
5,580

 
5,523

 
5,491

Acquisition related deposits
400

 
400

 
400

 

 
1,250

Investment in unconsolidated real estate entities

 
4,203

 
4,144

 
4,087

 
4,056

Total Assets
$
1,504,184

 
$
1,412,514

 
$
1,176,140

 
$
1,153,251

 
$
1,075,242

Liabilities
 
 
 
 
 
 
 
 
 
Notes payable
$
500,428

 
$
500,608

 
$
444,010

 
$
418,154

 
$
335,058

Interest rate swap liability
5,938

 
7,551

 
4,949

 
3,144

 
4,716

Accounts payable and accrued expenses
18,433

 
10,877

 
14,897

 
12,631

 
13,886

Dividends and distributions payable
9,214

 
9,212

 
7,814

 
7,806

 
7,504

Acquired lease intangible liabilities, net(2)
5,722

 
4,346

 
3,307

 
3,387

 
2,700

Tenant security deposits
14,946

 
13,769

 
11,995

 
11,539

 
10,523

Prepaid rents
3,945

 
3,367

 
2,667

 
2,846

 
1,935

Total Liabilities
558,626

 
549,730

 
489,639

 
459,507

 
376,322

Equity
 
 
 
 
 
 
 
 
 
Preferred stock, net ($90,000 liquidation preference)
86,664

 

 

 

 

Common stock
658

 
657

 
554

 
553

 
552

Additional paid in capital
898,354

 
897,991

 
723,074

 
722,722

 
722,102

Cumulative distributions in excess of earnings
(56,651
)
 
(50,733
)
 
(54,192
)
 
(48,103
)
 
(41,613
)
Accumulated other comprehensive loss
(5,764
)
 
(7,328
)
 
(4,728
)
 
(3,033
)
 
(4,546
)
Total stockholders’ equity
923,261

 
840,587

 
664,708

 
672,139

 
676,495

Noncontrolling interests
22,297

 
22,197

 
21,793

 
21,605

 
22,425

Total Equity
945,558

 
862,784

 
686,501

 
693,744

 
698,920

Total Liabilities and Equity
$
1,504,184

 
$
1,412,514

 
$
1,176,140

 
$
1,153,251

 
$
1,075,242

(1) 
Includes net above-market tenant lease intangibles of $6,204 (September 30, 2016), $6,348 (June 30, 2016), $5,818 (March 31, 2016), $6,225 (December 31, 2015) and $5,621 (September 30, 2015).
(2) 
Includes net below-market tenant lease intangibles of $5,533 (September 30, 2016), $4,149 (June 30, 2016), 3,102 (March 31, 2016), $3,174 (December 31, 2015) and $2,479 (September 30, 2015).

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Consolidated Statements of Operations
 
 
Quarterly Results
 
(unaudited and in thousands, except share and per share data)

 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Revenues
 
 
 
 
 
 
 
 
 
Rental income
$
28,285

 
$
26,119

 
$
23,499

 
$
22,665

 
$
20,617

Tenant reimbursements
4,467

 
4,119

 
3,558

 
3,074

 
2,377

Other income
192

 
259

 
313

 
320

 
341

Total Rental Revenues
32,944

 
30,497

 
27,370

 
26,059

 
23,335

Management, leasing, and development services
131

 
111

 
134

 
105

 
186

Interest income
228

 

 

 

 
153

Total Revenues
33,303

 
30,608

 
27,504

 
26,164

 
23,674

Operating Expenses
 
 
 
 
 
 
 
 
 
Property expenses
8,978

 
7,959

 
7,543

 
7,118

 
6,237

General and administrative
5,067

 
4,521

 
3,602

 
3,952

 
3,778

Depreciation and amortization
13,341

 
12,610

 
11,214

 
10,821

 
10,642

Total Operating Expenses
27,386

 
25,090

 
22,359

 
21,891

 
20,657

Other Expenses
 
 
 
 
 
 
 
 
 
Acquisition expenses
380

 
635

 
475

 
528

 
528

Interest expense
3,804

 
3,716

 
3,254

 
2,724

 
2,245

Total Other Expenses
4,184

 
4,351

 
3,729

 
3,252

 
2,773

Total Expenses
31,570

 
29,441

 
26,088

 
25,143

 
23,430

Equity in income from unconsolidated real estate entities
1,328

 
62

 
61

 
35

 
45

Gain from early repayment of note receivable

 

 

 

 
581

Loss on extinguishment of debt

 

 

 

 
(253
)
Gains on sale of real estate

 
11,563

 

 

 

Net Income
3,061

 
12,792

 
1,477

 
1,056

 
617

 Less: net income attributable to noncontrolling interest
(63
)
 
(418
)
 
(52
)
 
(40
)
 
(24
)
Net income attributable to Rexford Industrial Realty, Inc.
2,998

 
12,374

 
1,425

 
1,016

 
593

 Less: preferred stock dividends
(661
)
 

 

 

 

 Less: earnings allocated to participating securities
(70
)
 
(75
)
 
(78
)
 
(71
)
 
(53
)
Net income attributable to common stockholders
$
2,267

 
$
12,299

 
$
1,347

 
$
945

 
$
540

 
 
 
 
 
 
 
 
 
 
Earnings per Common Share ‐ Basic and Diluted
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
$
0.03

 
$
0.19

 
$
0.02

 
$
0.02

 
$
0.01

Weighted average shares outstanding ‐ basic and diluted
65,707,476
 
64,063,337
 
55,269,598
 
55,244,664
 
55,145,963



Third Quarter 2016
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Supplemental Financial Reporting Package
 


Consolidated Statements of Operations
 
 
Quarterly Results
 
(unaudited and in thousands)
 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
2016
 
2015
Rental Revenues
 
 
 
 
 
 
 
Rental income
$
28,285

 
$
20,617

 
$
77,903

 
$
58,449

Tenant reimbursements
4,467

 
2,377

 
12,144

 
7,405

Other income
192

 
341

 
764

 
693

Total Rental Revenues
32,944

 
23,335

 
90,811

 
66,547

Management, leasing, and development services
131

 
186

 
376

 
479

Interest income
228

 
153

 
228

 
710

Total Revenues
33,303

 
23,674

 
91,415

 
67,736

Operating Expenses
 
 
 
 
 
 
 
Property expenses
8,978

 
6,237

 
24,480

 
17,882

General and administrative
5,067

 
3,778

 
13,190

 
11,064

Depreciation and amortization
13,341

 
10,642

 
37,165

 
31,016

Total Operating Expenses
27,386

 
20,657

 
74,835

 
59,962

Other Expenses
 
 
 
 
 
 
 
Acquisition expenses
380

 
528

 
1,490

 
1,608

Interest expense
3,804

 
2,245

 
10,774

 
5,729

Total Other Expenses
4,184

 
2,773

 
12,264

 
7,337

Total Expenses
31,570

 
23,430

 
87,099

 
67,299

Equity in income from unconsolidated real estate entities
1,328

 
45

 
1,451

 
58

Gain from early repayment of note receivable

 
581

 

 
581

Loss on extinguishment of debt

 
(253
)
 

 
(182
)
Gains on sale of real estate

 

 
11,563

 

Net Income
3,061

 
617

 
17,330

 
894

 Less: net income attributable to noncontrolling interest
(63
)
 
(24
)
 
(533
)
 
(36
)
Net income attributable to Rexford Industrial Realty, Inc.
2,998

 
593

 
16,797

 
858

Less: preferred stock dividends
(661
)
 

 
(661
)
 

 Less: earnings allocated to participating securities
(70
)
 
(53
)
 
(223
)
 
(152
)
Net income attributable to common stockholders
$
2,267

 
$
540

 
$
15,913

 
$
706


Third Quarter 2016
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Supplemental Financial Reporting Package
 


Non-GAAP FFO and Core FFO Reconciliations(1)
 
 
 
 
(unaudited and in thousands, except share and per share data)
 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Net Income
$
3,061

 
$
12,792

 
$
1,477

 
$
1,056

 
$
617

Add:
 
 
 
 
 
 
 
 
 
Depreciation and amortization
13,341

 
12,610

 
11,214

 
10,821

 
10,642

Depreciation and amortization from unconsolidated joint ventures

 
5

 
5

 
5

 
4

Deduct:
 
 
 
 
 
 
 
 
 
Gains on sale of real estate

 
11,563

 

 

 

Gain on acquisition of unconsolidated joint venture property
1,332

 

 

 

 

Funds From Operations (FFO) (2)
15,070

 
13,844

 
12,696

 
11,882

 
11,263

Less: preferred stock dividends
(661
)
 

 

 

 

Less: FFO attributable to noncontrolling interests(3)
(424
)
 
(421
)
 
(449
)
 
(418
)
 
(407
)
Less: FFO attributable to participating securities(4)
(111
)
 
(114
)
 
(124
)
 
(99
)
 
(76
)
Company share of FFO
$
13,874

 
$
13,309

 
$
12,123

 
$
11,365

 
$
10,780

 
 
 
 
 
 
 
 
 
 
FFO per share‐basic and diluted
$
0.21

 
$
0.21

 
$
0.22

 
$
0.21

 
$
0.20

 
 
 
 
 
 
 
 
 
 
FFO
$
15,070

 
$
13,844

 
$
12,696

 
$
11,882

 
$
11,263

Adjust:
 
 
 
 
 
 
 
 
 
Legal fee reimbursements(5)

 

 
(643
)
 

 
(88
)
Acquisition expenses
380

 
635

 
475

 
528

 
528

Core FFO (2)
15,450

 
14,479

 
12,528

 
12,410

 
11,703

Less: preferred stock dividends
(661
)
 

 

 

 

Less: Core FFO attributable to noncontrolling interests(3)
(435
)
 
(440
)
 
(443
)
 
(437
)
 
(423
)
Less: Core FFO attributable to participating securities(4)
(114
)
 
(119
)
 
(123
)
 
(103
)
 
(79
)
Company share of Core FFO
$
14,240

 
$
13,920

 
$
11,962

 
$
11,870

 
$
11,201

 
 
 
 
 
 
 
 
 
 
Core FFO per share‐basic and diluted
$
0.22

 
$
0.22

 
$
0.22

 
$
0.21

 
$
0.20

 
 
 
 
 
 
 
 
 
 
Weighted‐average shares outstanding‐basic and diluted
65,707,476

 
64,063,337

 
55,269,598

 
55,244,664

 
55,145,963

(1) 
For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
FFO and Core FFO for the three months ended September 30, 2015, includes the following: (i) $581 thousand gain from the early repayment of the Calle Perfecto note receivable and (ii) $253 thousand loss on extinguishment of debt.
(3) 
Noncontrolling interests represent holders of outstanding common units of the Company’s operating partnership that are owned by unit holders other than us.
(4) 
Participating securities include unvested shares of restricted stock, unvested LTIP units and unvested performance units.
(5) 
Legal fee reimbursements relate to prior litigation of the Company. For more information, see Item 3. Legal Proceedings in our 2014 Annual Report on Form 10-K.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Non-GAAP AFFO Reconciliation(1)
 
 
 
 
(unaudited and in thousands, except share and per share data)
 
Rexford Industrial Realty, Inc.
 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Funds From Operations(2)
$
15,070

 
$
13,844

 
$
12,696

 
$
11,882

 
$
11,263

Add:
 
 
 
 
 
 
 
 
 
Amortization of deferred financing costs
263

 
264

 
221

 
194

 
200

Net fair value lease revenue (expense)
(39
)
 
60

 
(4
)
 
48

 
69

Non‐cash stock compensation
992

 
953

 
934

 
494

 
443

Straight line corporate office rent expense adjustment
(12
)
 
(11
)
 
(1
)
 
(1
)
 
21

Loss on extinguishment of debt

 

 

 

 
253

Deduct:
 
 
 
 
 
 
 
 
 
Preferred stock dividends
661

 

 

 

 

Straight line rental revenue adjustment(3)
1,395

 
922

 
1,095

 
1,409

 
1,039

Capitalized payments(4)
833

 
735

 
795

 
651

 
548

Note receivable discount amortization

 

 

 

 
38

Note payable premium amortization
60

 
59

 
59

 
33

 
33

Gain from early repayment of note receivable

 

 

 

 
581

Recurring capital expenditures(5)
691

 
848

 
586

 
1,346

 
921

2nd generation tenant improvements and leasing commissions(6)
1,988

 
1,483

 
461

 
762

 
701

Unconsolidated joint venture AFFO adjustments
2

 
9

 
3

 
4

 
5

Adjusted Funds From Operations (AFFO)
$
10,644

 
$
11,054

 
$
10,847

 
$
8,412

 
$
8,383


(1) 
For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
A reconciliation of net income to Funds From Operations is set forth on page 8 of this report.
(3) 
The straight line rental revenue adjustment includes concessions of $1,072, $767, $848, $727, and $870 for the three months ended September 30, 2016, June 30, 2016, March 31, 2016, December 31, 2015 and September 30, 2015, respectively. The straight line rental revenue adjustment includes $245 and $554 of free rent under a license agreement at one of our properties for the three months ended March 31, 2016 and December 31, 2015, respectively.
(4) 
Includes capitalized interest, and leasing and construction development compensation.
(5) 
Excludes nonrecurring capital expenditures of $7,030, $5,430, $4,238, $4,018, and $4,222 for the three months ended September 30, 2016, June 30, 2016, March 31, 2016, December 31, 2015 and September 30, 2015, respectively.
(6) 
Excludes 1st generation tenant improvements/space preparation and leasing commissions of $1,407, $1,064, $989, $418 and $624 for the three months ended September 30, 2016, June 30, 2016, March 31, 2016, December 31, 2015 and September 30, 2015, respectively.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Statement of Operations Reconciliations - NOI and Cash NOI(1)
 
 
(unaudited and in thousands)
 
Rexford Industrial Realty, Inc.
 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Rental income
$
28,285

 
$
26,119

 
$
23,499

 
$
22,665

 
$
20,617

Tenant reimbursements
4,467

 
4,119

 
3,558

 
3,074

 
2,377

Other income
192

 
259

 
313

 
320

 
341

Total Rental Revenues
32,944

 
30,497

 
27,370

 
26,059

 
23,335

Property Expenses
8,978

 
7,959

 
7,543

 
7,118

 
6,237

Net Operating Income (NOI)
$
23,966


$
22,538


$
19,827


$
18,941


$
17,098

Net fair value lease revenue (expense)
(39
)
 
60

 
(4
)
 
48

 
69

Straight line rental revenue adjustment
(1,395
)
 
(922
)
 
(1,095
)
 
(1,409
)
 
(1,039
)
Cash NOI
$
22,532

 
$
21,676

 
$
18,728

 
$
17,580

 
$
16,128

 
 
 
 
 
 
 
 
 
 
Net Income
$
3,061

 
$
12,792

 
$
1,477

 
$
1,056

 
$
617

Add:
 
 
 
 
 
 
 
 
 
General and administrative
5,067

 
4,521

 
3,602

 
3,952

 
3,778

Depreciation and amortization
13,341

 
12,610

 
11,214

 
10,821

 
10,642

Acquisition expenses
380

 
635

 
475

 
528

 
528

Interest expense
3,804

 
3,716

 
3,254

 
2,724

 
2,245

Loss on extinguishment of debt

 

 

 

 
253

Subtract:
 
 
 
 
 
 
 
 
 
Management, leasing, and development services
131

 
111

 
134

 
105

 
186

Interest income
228

 

 

 

 
153

Equity in income from unconsolidated real estate entities
1,328

 
62

 
61

 
35

 
45

Gain from early repayment of note receivable

 

 

 

 
581

Gains on sale of real estate

 
11,563

 

 

 

NOI
$
23,966


$
22,538


$
19,827


$
18,941


$
17,098

Net fair value lease revenue (expense)
(39
)
 
60

 
(4
)
 
48

 
69

Straight line rental revenue adjustment
(1,395
)
 
(922
)
 
(1,095
)
 
(1,409
)
 
(1,039
)
Cash NOI
$
22,532

 
$
21,676

 
$
18,728

 
$
17,580

 
$
16,128

(1) 
For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Statement of Operations Reconciliations - EBITDA and Adjusted EBITDA (1)
 
 
(unaudited and in thousands)
 
Rexford Industrial Realty, Inc.
 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Net income
$
3,061

 
$
12,792

 
$
1,477

 
$
1,056

 
$
617

Interest expense
3,804

 
3,716

 
3,254

 
2,724

 
2,245

Depreciation and amortization
13,341

 
12,610

 
11,214

 
10,821

 
10,642

Proportionate share of real estate related depreciation and
 
 
 
 
 
 
 
 
 
amortization from unconsolidated joint ventures

 
5

 
5

 
5

 
4

EBITDA
$
20,206

 
$
29,123

 
$
15,950

 
$
14,606

 
$
13,508

Stock‐based compensation amortization
992

 
953

 
934

 
494

 
443

Gains on sale of real estate

 
(11,563
)
 

 

 

Gain on sale of real estate from unconsolidated joint ventures
(1,332
)
 

 

 

 

Loss on extinguishment of debt

 

 

 

 
253

Gain from early repayment of note receivable

 

 

 

 
(581
)
Legal fees reimbursements(2)

 

 
(643
)
 

 
(88
)
Acquisition expenses
380

 
635

 
475

 
528

 
528

Pro forma effect of acquisitions(3)
376

 
567

 
358

 
757

 
544

Pro forma effect of dispositions(4)

 
(36
)
 

 

 

Adjusted EBITDA
$
20,622

 
$
19,679

 
$
17,074

 
$
16,385

 
$
14,607

(1) 
For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
Legal fees (reimbursements) relate to prior litigation of the Company. For more information, see Item 3. Legal Proceedings in our 2014 Annual Report on Form 10-K.
(3) 
Represents the estimated impact on EBITDA of Q3’16 acquisitions as if they had been acquired July 1, 2016, Q2’16 acquisitions as if they had been acquired April 1, 2016, Q1’16 acquisitions as if they had been acquired January 1, 2016, Q4’15 acquisitions as if they had been acquired October 1, 2015 and Q3’15 acquisitions as if they had been acquired July 1, 2015. We have made a number of assumptions in such estimates and there can be no assurance that we would have generated the projected levels of EBITDA had we owned the acquired entities as of the beginning of each period.
(4) 
Represents the impact on Q2’16 EBITDA of Q2’16 dispositions as if they had been sold as of April 1, 2016. See page 27 for a detail of disposition properties.


Third Quarter 2016
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Supplemental Financial Reporting Package
 


Same Property Portfolio Performance (1)
 
 
NOI and Cash NOI and Reconciliation to Net Income
 
(unaudited and in thousands)
Same Property Portfolio NOI and Cash NOI:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
$ Change
 
% Change
 
2016
 
2015
 
$ Change
 
% Change
Rental income
$
19,871

 
$
18,270

 
$
1,601

 
8.8%
 
$
58,124

 
$
54,052

 
$
4,072

 
7.5%
Tenant reimbursements
2,540

 
2,203

 
337

 
15.3%
 
7,735

 
7,212

 
523

 
7.3%
Other income
121

 
314

 
(193
)
 
(61.5)%
 
474

 
633

 
(159
)
 
(25.1)%
Total rental revenues
22,532

 
20,787

 
1,745

 
8.4%
 
66,333

 
61,897

 
4,436

 
7.2%
Property expenses
6,216

 
5,706

 
510

 
8.9%
 
17,994

 
16,966

 
1,028

 
6.1%
Same property portfolio NOI
$
16,316

 
$
15,081

 
$
1,235

 
8.2%
 
$
48,339

 
$
44,931

 
$
3,408

 
7.6%
Straight-line rents
(631
)
 
(408
)
 
(223)
 
54.7%
 
(1,105
)
 
(1,149
)
 
44

 
(3.8)%
Amort. above/below market leases
30

 
41

 
(11)
 
(26.8)%
 
94

 
114

 
(20
)
 
(17.5)%
Same property portfolio Cash NOI
$
15,715

 
$
14,714

 
$
1,001

 
6.8%
 
$
47,328

 
$
43,896

 
$
3,432

 
7.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Same Property Portfolio Cash NOI and Same Property Portfolio NOI to Net Income:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine months ended September 30,
 
2016
 
2015
 
$ Change
 
% Change
 
2016
 
2015
 
$ Change
 
% Change
Same property portfolio cash NOI
$
15,715

 
14,714

 
 
 
 
 
$
47,328

 
43,896

 
 
 
 
Straight-line rents
631

 
408

 
 
 
 
 
1,105

 
1,149

 
 
 
 
Amort. above/below market leases
(30
)
 
(41
)
 
 
 
 
 
(94
)
 
(114
)
 
 
 
 
Same property portfolio NOI
$
16,316

 
$
15,081

 
$
1,235

 
8.2%
 
$
48,339

 
$
44,931

 
$
3,408

 
7.6%
Non-comparable property operating revenues
10,412

 
2,548

 
 
 
 
 
24,478

 
4,650

 
 
 
 
Non-comparable property expenses
(2,762
)
 
(531
)
 
 
 
 
 
(6,486
)
 
(916
)
 
 
 
 
Total consolidated portfolio NOI
$
23,966

 
$
17,098

 
$
6,868

 
40.2%
 
$
66,331

 
$
48,665

 
$
17,666

 
36.3%
Add:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Management, leasing and development services
131

 
186

 
 
 
 
 
376

 
479

 
 
 
 
Interest income
228

 
153

 
 
 
 
 
228

 
710

 
 
 
 
Equity in income from unconsolidated real estate entities
1,328

 
45

 
 
 
 
 
1,451

 
58

 
 
 
 
Gain from early repayment of note receivable

 
581

 
 
 
 
 

 
581

 
 
 
 
Gains on sale of real estate

 

 
 
 
 
 
11,563

 

 
 
 
 
Deduct:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative
5,067

 
3,778

 
 
 
 
 
13,190

 
11,064

 
 
 
 
Depreciation and amortization
13,341

 
10,642

 
 
 
 
 
37,165

 
31,016

 
 
 
 
Acquisition expenses
380

 
528

 
 
 
 
 
1,490

 
1,608

 
 
 
 
Interest expense
3,804

 
2,245

 
 
 
 
 
10,774

 
5,729

 
 
 
 
Loss on extinguishment of debt

 
253

 
 
 
 
 

 
182

 
 
 
 
Net income
$
3,061

 
$
617

 
$
2,444

 
396.1%
 
$
17,330

 
$
894

 
$
16,436

 
1,838.5%
(1) For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Same Property Portfolio Performance (1)
 
 
Portfolio Summary and Occupancy
 
(unaudited and dollars in thousands)
Same Property Portfolio Summary:
 
 
 
 
 
 
Same Property Portfolio
 
Stabilized Same
Property Portfolio(2)
 
Number of properties
96
 
91
 
Square Feet
9,644,030
 
9,381,405
 
Same Property Portfolio Occupancy:
 
 
 

 
 
 
 
 
 
 
 
 
September 30, 2016
 
September 30, 2015
 
Change (basis points)
 
Same Property
Portfolio
 
Stabilized Same Property Portfolio(2)
 
Same Property
Portfolio
 
Stabilized Same Property Portfolio(2)
 
Same Property
Portfolio
 
Stabilized Same Property Portfolio(2)
Occupancy:
 
 
 
 
 
 
 
 
 
 
 
Los Angeles County
94.0%
 
96.8%
 
88.8%
 
88.5%
 
520 bps
 
830 bps
Orange County
85.6%
 
94.4%
 
84.3%
 
93.0%
 
130 bps
 
140 bps
San Bernardino County
96.3%
 
96.3%
 
97.0%
 
97.0%
 
(70) bps
 
(70) bps
San Diego County
96.9%
 
96.9%
 
90.4%
 
90.4%
 
650 bps
 
650 bps
Ventura County
95.9%
 
95.9%
 
95.0%
 
95.0%
 
90 bps
 
90 bps
Total/Weighted Average
93.7%
 
96.3%
 
90.0%
 
91.0%
 
370 bps
 
530 bps
(1) 
For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
Reflects the square footage and occupancy of our Same Property Portfolio adjusted for space aggregating 262,625 rentable square feet at five of our properties that were classified as repositioning or lease-up as of September 30, 2016. For additional details, refer to pages 25 -26 of this report.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Joint Venture Financial Summary
 
 
Balance Sheet
 
(unaudited and in thousands)
 
Mission Oaks (1)
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Assets:
 
 
 
 
 
 
 
 
 
Investments in real estate, net
$

 
$
21,532

 
$
21,416

 
$
21,558

 
$
21,153

Cash and cash equivalents
74

 
2,702

 
2,837

 
2,474

 
2,631

Rents and other receivables, net
29

 
100

 
61

 
34

 
5

Deferred rent receivable

 
85

 
65

 
61

 
39

Deferred leasing costs and acquisition related intangible assets, net

 
156

 
177

 
140

 
152

Other assets

 
4

 
14

 
13

 
16

Total Assets
$
103

 
$
24,579

 
$
24,570

 
$
24,280

 
$
23,996

 
 
 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable, accrued expenses and other liabilities
$
68

 
$
157

 
$
603

 
$
646

 
$
686

Tenant security deposits

 
436

 
436

 
436

 
429

Prepaid rents

 
33

 
43

 
168

 
130

Total Liabilities
68

 
626

 
1,082

 
1,250

 
1,245

 
 
 
 
 
 
 
 
 
 
Equity:
 
 
 
 
 
 
 
 
 
Equity
(19,084
)
 
8,202

 
8,202

 
8,202

 
8,202

Accumulated deficit and distributions
19,119

 
15,751

 
15,286

 
14,828

 
14,549

Total Equity
35

 
23,953

 
23,488

 
23,030

 
22,751

Total Liabilities and Equity
$
103

 
$
24,579

 
$
24,570

 
$
24,280

 
$
23,996

Rexford Industrial Realty, Inc. Ownership %:
15%
 
15%
 
15%
 
15%
 
15%
 
 
 
 
 
 
 
 
 
 
(1) 
On July 6, 2016, we acquired the remaining 85% ownership interest in the joint venture property, not previously owned by us. These financial statements represent the entire amounts attributable to the joint venture entity and do not represent our 15% proportionate share.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Joint Venture Financial Summary(1)
 
 
Statement of Operations
 
(unaudited and in thousands)
 
 
 
Statement of Operations
 
 
 
Mission Oaks (2)
 
Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Income Statement
 
 
 
 
 
 
 
 
 
Rental revenues
$
8

 
$
526

 
$
549

 
$
526

 
$
502

Tenant reimbursements
4

 
121

 
80

 
106

 
191

Other operating revenues
(4
)
 
9

 
3

 
(2
)
 
2

Total revenue
8

 
656

 
632

 
630

 
695

Property expenses
27

 
160

 
121

 
288

 
334

General and administrative
7

 
(2
)
 
19

 
36

 
3

Depreciation and amortization
2

 
33

 
34

 
27

 
27

Total Operating Expenses
36

 
191

 
174

 
351

 
364

Gain on sale of assets/investments
3,396

 

 

 

 

Net Income
$
3,368

 
$
465

 
$
458

 
$
279

 
$
331

 
 
 
 
 
 
 
 
 
 
NOI
 
 
 
 
 
 
 
 
 
Total revenue
8

 
656

 
632

 
630

 
695

Total property expenses
27

 
160

 
121

 
288

 
334

NOI
$
(19
)
 
$
496

 
$
511

 
$
342

 
$
361

 
 
 
 
 
 
 
 
 
 
EBITDA
 
 
 
 
 
 
 
 
 
Net income
$
3,368

 
$
465

 
$
458

 
$
279

 
$
331

Depreciation and amortization
2

 
33

 
34

 
27

 
27

EBITDA
$
3,370

 
$
498

 
$
492

 
$
306

 
$
358

 
 
 
 
 
 
 
 
 
 
Rexford Industrial Realty, Inc. Ownership %:
15%
 
15%
 
15%
 
15%
 
15%
 
 
 
 
 
 
 
 
 
 
Reconciliation - Equity Income in Joint Venture
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
$
3,368

 
$
465

 
$
458

 
$
279

 
$
331

 
 
 
 
 
 
 
 
 
 
Rexford Industrial Realty, Inc. Ownership %:
15
%
 
15
%
 
15
%
 
15
%
 
15
%
Company share
505

 
69

 
69

 
42

 
50

Intercompany eliminations/basis adjustments
(1,119
)
 
(7
)
 
(8
)
 
(7
)
 
(5
)
Distributions from joint venture in excess of investment carrying amount
1,942

 

 

 

 

Equity in net income from unconsolidated real estate entities
$
1,328

 
$
62

 
$
61

 
$
35

 
$
45

(1) 
For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
On July 6, 2016, we acquired the remaining 85% ownership interest in the joint venture property not previously owned by us. These financial statements represent the entire amounts attributable to the joint venture entity and do not represent our 15% proportionate share.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Capitalization Summary
 
 
 
 
(unaudited and in thousands, except share and per share data)
 
 
 
Capitalization as of September 30, 2016
 
 
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Description
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
Common shares outstanding (1)
 
65,725,504

 
65,679,483

 
55,276,567

 
55,265,243

 
55,198,780

Operating partnership units outstanding(2)
 
1,978,842

 
1,999,563

 
2,026,642

 
2,026,642

 
2,066,704

Total shares and units outstanding at period end
 
67,704,346

 
67,679,046

 
57,303,209

 
57,291,885

 
57,265,484

Share price at end of quarter
 
$
22.89

 
$
21.09

 
$
18.16

 
$
16.36

 
$
13.79

Common Stock and Operating Partnership Units - Capitalization
 
$
1,549,752

 
$
1,427,351

 
$
1,040,626

 
$
937,295

 
$
789,691

5.875% Series A Cumulative Redeemable Preferred Stock(3)
 
$
90,000

 
$

 
$

 
$

 
$

Total Equity Market Capitalization
 
$
1,639,752

 
$
1,427,351

 
$
1,040,626

 
$
937,295

 
$
789,691

 
 
 
 
 
 
 
 
 
 
 
Total Debt
 
$
502,776

 
$
503,009

 
$
445,611

 
$
418,698

 
$
335,904

Less: Cash and cash equivalents
 
(55,263
)
 
(29,177
)
 
(6,402
)
 
(5,201
)
 
(5,083
)
Net Debt
 
$
447,513

 
$
473,832

 
$
439,209

 
$
413,497

 
$
330,821

 
 
 
 
 
 
 
 
 
 
 
Total Combined Market Capitalization (Net Debt and Equity)
 
$
2,087,265

 
$
1,901,183

 
$
1,479,835

 
$
1,350,792

 
$
1,120,512

 
 
 
 
 
 
 
 
 
 
 
Net debt to total combined market capitalization
 
21.4
%
 
24.9
%
 
29.7
%
 
30.6
%
 
29.5
%
Net debt to Adjusted EBITDA (quarterly results annualized)(4)
 
5.4x

 
6.0x

 
6.4x

 
6.3x

 
5.7x

(1) 
Excludes the following number of shares of unvested restricted stock: 322,837 (Sep 30, 2016), 356,249 (Jun 30, 2016), 380,861 (Mar 31, 2016), 333,441 (Dec 31, 2015) and 389,123 (Sep 30, 2015).
(2) 
Represents outstanding common units of the Company’ s operating partnership, Rexford Industrial Realty, LP, that are owned by unit holders other than Rexford Industrial Realty, Inc. Represents the noncontrolling interest in our operating partnership. Excludes 166,669 unvested LTIP Units and 315,998 unvested performance units which were granted during 4Q-2015.
(3) 
Value based on 3,600,000 outstanding shares of preferred stock at a liquidation preference of $25.00 per share.
(4) 
For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Debt Summary
 
 
 
 
(unaudited and dollars in thousands)
 
 
 
Debt Detail:
 
 
As of September 30, 2016
 
 
Debt Description
 
Maturity Date
 
Stated Interest Rate
 
Effective
Interest Rate
(1)
 
Principal Balance
 
Maturity Date of Effective Swaps
Secured Debt:
 
 
 
 
 
 
 
 
 
 
$60M Term Loan
 
    8/1/2019(2)
 
LIBOR + 1.90%
 
3.818%
 
$
59,870

 
2/15/2019
Gilbert/La Palma
 
3/1/2031
 
5.125%
 
5.125%
 
2,943

 
--
12907 Imperial Highway
 
4/1/2018
 
5.950%
 
5.950%
 
5,212

 
--
1065 Walnut St
 
    2/1/2019(3)
 
4.550%
 
4.550%
 
9,751

 
--
Unsecured Debt:
 
 
 
 
 
 
 
 
 
 
$100M Term Loan Facility
 
6/11/2019
 
LIBOR +1.35%(4)
 
3.248%
 
100,000

 
12/14/2018
$200M Revolving Credit Facility(5)
 
    6/11/2018(2)
 
LIBOR +1.40%(4)
 
1.931%
 

 
--
$225M Term Loan Facility(6)
 
1/14/2023
 
LIBOR +1.60%(4)
 
2.131%
 
225,000

 
--
$100M Senior Notes
 
8/6/2025
 
4.290%
 
4.290%
 
100,000

 
--
Total Consolidated:
 
 
 
 
 
3.087%
 
$
502,776

 
 
(1)
Includes the effect of interest rate swaps effective as of September 30, 2016, and excludes the effect of discounts/premiums, deferred loan costs and the unused commitment fee.
(2)
One additional one‐year extension is available, provided that certain conditions are satisfied.
(3)
One additional five‐year extension is available, provided that certain conditions are satisfied.
(4)
The applicable LIBOR margin will range from 1.30% to 1.90% for the revolving credit facility, 1.25% to 1.85% for the $100M term loan facility and 1.50% to 2.25% for the $225M term loan facility depending on the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value, which is measured on a quarterly basis. As a result, the effective interest rate will fluctuate from period to period.
(5)
The credit facility is subject to an unused commitment fee which is calculated as 0.30% or 0.20% of the daily unused commitment if the balance is under $100M or over $100M, respectively.
(6)
We have executed two interest rate swaps that will effectively fix this $225M term loan as follows: (i) $125M at 1.349% plus the applicable LIBOR margin from 2/14/18 to 1/14/22 and (ii) $100M at 1.406% plus the applicable LIBOR margin from 8/14/18 to 1/14/22.
Debt Composition:
 
 
 
 
 
 
 
 
 
 
Category
 
Avg. Term Remaining (yrs)(1)
 
Stated
Interest Rate
 
Effective Interest Rate
 
Balance
 
% of Total
Fixed(2)
 
5.0
 
3.86%
 
3.86%
 
$277,776
 
55%
Variable(2)
 
6.3
 
LIBOR + 1.60%
 
2.13%
 
$225,000
 
45%
Secured
 
3.1
 
 
 
4.10%
 
$77,776
 
15%
Unsecured
 
6.0
 
 
 
2.90%
 
$425,000
 
85%
(1)
The weighted average remaining term to maturity of our consolidated debt is 5.6 years.
(2)
If all of our interest rate swaps were effective as of September 30, 2016, our consolidated debt would be 100% fixed and 0% variable. See footnote (6) above.
Debt Maturity Schedule:
 
 
 
 
 
 
 
 
 
 
Year
 
Secured(1)
 
Unsecured Debt
 
Total(1)
 
% Total
 
Effective Interest Rate
2016-2017
 
$

 
$

 
$

 
%
 
%
2018
 
5,212

 

 
5,212

 
1
%
 
5.950
%
2019
 
69,621

 
100,000

 
169,621

 
34
%
 
3.524
%
Thereafter
 
2,943

 
325,000

 
327,943

 
65
%
 
2.816
%
Total
 
$
77,776

 
$
425,000

 
$
502,776

 
100
%
 
3.087
%
(1)
Excludes the effect of scheduled monthly principal payments on amortizing loans.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Debt Covenants
 
 
 
 
(unaudited results)
 
 
 
Unsecured Revolving Credit Facility and Term Loan Facility Covenants(1)
 
 
 
Covenant
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
Maximum Leverage Ratio
less than 60%
 
40.2%
 
36.2%
 
37.8%
 
36.3%
 
Maximum Secured Leverage Ratio
less than 45%
 
5.3%
 
5.6%
 
6.6%
 
5.9%
 
Maximum Secured Recourse Debt
less than 15%
 
—%
 
—%
 
—%
 
—%
 
Minimum Tangible Net Worth
$582,432,000
 
$1,014,321
 
$913,570,000
 
$755,296,000
 
$753,641,000
 
Minimum Fixed Charge Coverage Ratio
at least 1.50 to 1.00
 
3.40 to 1.00
 
4.40 to 1.00
 
4.42 to 1.00
 
4.72 to 1.00
 
Unencumbered Leverage Ratio
less than 60%
 
31.7%
 
34.1%
 
35.4%
 
33.6%
 
Unencumbered Interest Coverage Ratio
at least 1.75 to 1.00
 
3.41 to 1.00
 
3.20 to 1.00
 
3.15 to 1.00
 
3.31 to 1.00
 
(1) 
Our actual performance for each covenant is calculated based on the definitions set forth in the loan agreement.


Third Quarter 2016
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Supplemental Financial Reporting Package
 


Portfolio Overview
 
 
at 9/30/16
 
(unaudited results)
 
 
 
Consolidated Portfolio:
 
 
 
 
 
 
Rentable Square Feet
 
Occupancy
 
Annualized Base Rent
Market
 
# Properties
 
Same Properties Portfolio
 
Non-Same Properties Portfolio
 
Total Portfolio
 
Same Properties Portfolio
 
Non-Same Properties Portfolio
 
Total Portfolio
 
Total Portfolio Excluding Repositioning(1)
 
Total
(in thousands)(2)
 
per SF
Central LA
 
4
 
238,153

 
149,157

 
387,310

 
80.1
%
 
100.0
%
 
87.7
%
 
100.0
%
 
$
3,502

 
$10.31
Greater San Fernando Valley
 
25
 
2,449,846

 
347,953

 
2,797,799

 
93.5
%
 
56.8
%
 
89.0
%
 
96.5
%
 
23,631

 
$9.49
Mid-Counties
 
9
 
369,350

 
302,740

 
672,090

 
96.2
%
 
100.0
%
 
97.9
%
 
97.9
%
 
6,065

 
$9.22
San Gabriel Valley
 
15
 
1,213,095

 
666,500

 
1,879,595

 
98.8
%
 
78.2
%
 
91.5
%
 
99.1
%
 
12,657

 
$7.36
South Bay
 
12
 
636,397

 
337,082

 
973,479

 
90.6
%
 
100.0
%
 
93.9
%
 
96.2
%
 
8,405

 
$9.20
Los Angeles County
 
65
 
4,906,841

 
1,803,432

 
6,710,273

 
94.0
%
 
83.6
%
 
91.2
%
 
97.5
%
 
54,260

 
$8.87
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
North Orange County
 
7
 
579,446

 
410,326

 
989,772

 
98.7
%
 
97.6
%
 
98.2
%
 
98.2
%
 
8,195

 
$8.43
OC Airport
 
8
 
511,419

 
243,371

 
754,790

 
73.8
%
 
100.0
%
 
82.2
%
 
98.1
%
 
5,879

 
$9.47
South Orange County
 
3
 
46,178

 
283,280

 
329,458

 
%
 
100.0
%
 
86.0
%
 
86.0
%
 
2,442

 
$8.62
West Orange County
 
3
 
170,865

 
322,865

 
493,730

 
100.0
%
 
100.0
%
 
100.0
%
 
100.0
%
 
4,304

 
$8.72
Orange County
 
21
 
1,307,908

 
1,259,842

 
2,567,750

 
85.6
%
 
99.2
%
 
92.3
%
 
96.9
%
 
20,821

 
$8.79
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inland Empire East
 
2
 
85,282

 

 
85,282

 
100.0
%
 
%
 
100.0
%
 
100.0
%
 
569

 
$6.68
Inland Empire West
 
13
 
961,184

 
568,109

 
1,529,293

 
96.0
%
 
95.6
%
 
95.8
%
 
95.8
%
 
10,536

 
$7.19
San Bernardino County
 
15
 
1,046,466

 
568,109

 
1,614,575

 
96.3
%
 
95.6
%
 
96.1
%
 
96.1
%
 
11,105

 
$7.16
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ventura
 
12
 
1,057,369

 
542,982

 
1,600,351

 
95.9
%
 
67.4
%
 
86.2
%
 
86.2
%
 
11,645

 
$8.44
Ventura County
 
12
 
1,057,369

 
542,982

 
1,600,351

 
95.9
%
 
67.4
%
 
86.2
%
 
86.2
%
 
11,645

 
$8.44
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Central San Diego
 
13
 
664,487

 
769,706

 
1,434,193

 
98.2
%
 
49.6
%
 
72.1
%
 
97.5
%
 
11,621

 
$11.24
North County San Diego
 
6
 
584,258

 

 
584,258

 
95.0
%
 
%
 
95.0
%
 
95.0
%
 
5,417

 
$9.76
South County San Diego
 
1
 
76,701

 

 
76,701

 
99.4
%
 
%
 
99.4
%
 
99.4
%
 
706

 
$9.26
San Diego County
 
20
 
1,325,446

 
769,706

 
2,095,152

 
96.9
%
 
49.6
%
 
79.5
%
 
96.8
%
 
17,744

 
$10.65
CONSOLIDATED TOTAL / WTD AVG
 
133
 
9,644,030

 
4,944,071

 
14,588,101

 
93.7
%
 
81.9
%
 
89.7
%
 
95.8
%
 
$
115,575

 
$8.83

(1) 
Excludes space aggregating 932,163 square feet at eight of our properties that were in various stages of repositioning or lease-up as of September 30, 2016. See pages 25 - 26 for additional details on these properties.
(2) 
Calculated for each property as monthly contracted base rent per the terms of the lease(s) at such property, as of September 30, 2016, multiplied by 12 and then multiplied by our ownership interest for such property, and then aggregated by market. Excludes billboard and antenna revenue and rent abatements.

Third Quarter 2016
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Supplemental Financial Reporting Package
 


Occupancy and Leasing Trends
 
 
 
 
(unaudited results, data represents consolidated portfolio only)
 
 
 
Occupancy by County:
 
 
 
 
Sep 30, 2016
 
June 30, 2016
 
Mar 31, 2016
 
Dec 31, 2015
 
Sep 30, 2015
Occupancy: (1)
 
 
 
 
 
 
 
 
 
 
Los Angeles County
 
91.2%
 
90.6%
 
89.3%
 
91.4%
 
86.1%
Orange County
 
92.3%
 
91.8%
 
88.1%
 
86.4%
 
85.1%
San Bernardino County
 
96.1%
 
97.9%
 
96.7%
 
97.0%
 
97.2%
Ventura County
 
86.2%
 
91.8%
 
91.6%
 
95.3%
 
94.7%
San Diego County
 
79.5%
 
79.9%
 
77.2%
 
75.8%
 
91.7%
Total/Weighted Average
 
89.7%
 
90.1%
 
88.1%
 
89.2%
 
88.8%
 
 
 
 
 
 
 
 
 
 
 
Consolidated Portfolio SF
 
14,588,101
 
13,640,820
 
12,152,138
 
11,955,455
 
11,078,912
Leasing Activity:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
Sep 30, 2016
 
June 30, 2016
 
Mar 31, 2016
 
Dec 31, 2015
 
Sep 30, 2015
Leasing Activity (SF): (2)
 
 
 
 
 
 
 
 
 
 
New leases
 
519,212
 
476,858
 
248,520
 
343,876
 
216,499
Renewal
 
318,179
 
598,301
 
712,771
 
237,935
 
323,085
Gross leasing
 
837,391
 
1,075,159
 
961,291
 
581,811
 
539,584
 
 
 
 
 
 
 
 
 
 
 
Expiring leases
 
619,461
 
936,655
 
1,071,075
 
378,694
 
455,677
Net absorption
 
217,930
 
138,504
 
(109,784)
 
203,117
 
83,907
Retention rate (3)
 
51%
 
64%
 
67%
 
63%
 
71%

Weighted Average New/Renewal Leasing Spreads:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
Sep 30, 2016
 
June 30, 2016
 
Mar 31, 2016
 
Dec 31, 2015
 
Sep 30, 2015
GAAP Rent Change
 
15.6%
 
23.5%
 
13.6%
 
12.9%
 
16.3%
Cash Rent Change
 
7.0%
 
11.0%
 
5.6%
 
6.4%
 
5.4%
(1) 
See page 19 for the occupancy by county of our total consolidated portfolio excluding repositioning space.
(2) 
Excludes month-to-month tenants.
(3) 
Excluding four leases totaling 27,250 rentable square feet where the tenant relocated within the portfolio and two leases totaling 38,478 rentable square feet where we are performing value-add space improvements, our retention rate was 57% for the three months ended September 30, 2016.



Third Quarter 2016
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Leasing Statistics
 
 
 
 
(unaudited results, data represents consolidated portfolio only)
 
 
 
Leasing Activity:
 
 
 
 
# Leases Signed
 
SF of Leasing
 
Weighted Average Lease Term (Years)
 
Third Quarter 2016:
 
 
 
 
 
 
 
New
 
59
 
519,212
 
4.3
 
Renewal
 
75
 
318,179
 
3.0
 
Total/Weighted Average
 
134
 
837,391
 
3.8
 

Change in Annual Rental Rates for Current Quarter Leases
 
 
 
 
 
 
GAAP Rent
 
Cash Rent
Third Quarter 2016:
 
Current Lease
 
Prior Lease
 
Rent Change - GAAP
 
Weighted Average Abatement (Months)
 
Starting Cash Rent - Current Lease
 
Expiring Cash Rent - Prior Lease
 
Rent Change - Cash
New(1)
 
$11.09
 
$9.43
 
17.6%
 
1.5
 
$10.85
 
$9.80
 
10.7%
Renewal (2)
 
$10.54
 
$9.21
 
14.4%
 
1.0
 
$10.37
 
$9.89
 
4.9%
Total/Weighted Average
 
$10.74
 
$9.29
 
15.6%
 
1.2
 
$10.55
 
$9.85
 
7.0%

Uncommenced Leases by County:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Market
 
Leased SF
 
Uncommenced Leases
Annual Base Rent
(in thousands)
 
Total Pro Forma
Annualized Base Rent
(in thousands)
 
Pro Forma
Occupancy
 
Pro Forma Occupancy Excluding Repositioning
 
Pro Forma
Annualized Base
Rent per SF
Los Angeles County
 
17,993

 
$
263

 
$
54,523

 
91.5
%
 
97.8
%
 

$8.88

Orange County
 

 

 
20,821

 
92.3
%
 
96.9
%
 

$8.79

San Bernardino County
 
1,920

 
19

 
11,124

 
96.2
%
 
96.2
%
 

$7.16

San Diego County
 
17,417

 
218

 
17,962

 
80.3
%
 
97.8
%
 

$10.67

Ventura County
 
86,334

 
689

 
12,334

 
91.6
%
 
91.6
%
 

$8.41

Total/Weighted Average
 
123,664

 
$
1,189

 
$
116,764

 
90.6
%
 
96.7
%
 

$8.84

(1) 
GAAP and cash rent statistics for new leases excludes 23 leases aggregating 369,294 rentable square feet for which there was no comparable lease data. Of these 23 excluded leases, 4 leases aggregating 150,738 rentable square feet relate to recently completed repositioning projects and 2 leases aggregating 110,248 relate to one of the properties we acquired during the current quarter. Comparable leases generally exclude: (i) space that has never been occupied under our ownership, (ii) repositioned/redeveloped space, (iii) space that has been vacant for over one year, (iv) space with different lease structures (for example a change from a gross lease to a modified gross lease or a increase or decrease in the leased square footage) or (v) lease terms shorter than six months.
(2) 
GAAP and cash statistics for renewal leases excludes 7 leases aggregating 58,248 rentable square feet for which there was no comparable lease data, due to either (i) space with different lease structures or (ii) lease terms shorter than six months.


Third Quarter 2016
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Leasing Statistics (Continued)
 
 
 
 
(unaudited results, data represents consolidated portfolio only)
 
 
 
Lease Expiration Schedule for Leases in Place as of September 30, 2016:
 
 
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Year of Lease Expiration
 
# of Leases Expiring
 
Total Rentable SF
 
Annualized Base Rent
(in thousands)
 
Annualized Base
Rent per SF
Available
 
 
1,378,574
 
$

 
$—
MTM Tenants
 
104
 
220,743
 
2,768

 
$12.54
Remainder of 2016
 
118
 
1,031,976
 
8,398

 
$8.14
2017
 
387
 
2,549,990
 
22,663

 
$8.89
2018
 
321
 
1,751,409
 
16,545

 
$9.45
2019
 
194
 
1,811,416
 
15,958

 
$8.81
2020
 
66
 
1,555,910
 
13,166

 
$8.46
2021
 
79
 
2,247,132
 
18,643

 
$8.30
2022
 
14
 
455,403
 
3,068

 
$6.74
2023
 
10
 
287,155
 
3,518

 
$12.25
2024
 
8
 
535,587
 
4,359

 
$8.14
2025
 
4
 
260,467
 
2,539

 
$9.75
Thereafter
 
8
 
502,339
 
5,139

 
$10.23
Total Portfolio
 
1,313
 
14,588,101
 
$
116,764

 
$8.84

Third Quarter 2016
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Top Tenants and Lease Segmentation
 
 
 
 
(unaudited results, data represents consolidated portfolio only)
 
 
 
Top 10 Tenants:
 
 
Tenant
 
Submarket
 
Leased SF
 
% of Total Ann.
Base Rent
 
Ann. Base Rent
per SF
 
Lease Expiration
32 Cold, LLC
 
Central LA
 
149,157
 
1.8%
 
$14.02
 
3/31/2026(1)
Money Mailer Holding Corporation
 
West Orange County
 
207,953
 
1.7%
 
$9.71
 
12/31/2016
Cosmetic Laboratories of America, LLC
 
Greater San Fernando Valley
 
319,348
 
1.6%
 
$5.95
 
6/30/2020
Technicolor Home Entertainment Services, Inc.
 
Ventura
 
144,465
 
1.2%
 
$9.92
 
5/31/2017
Valeant Pharmaceuticals International, Inc.
 
West Orange County
 
170,865
 
1.2%
 
$8.24
 
12/31/2019
Triscenic Production Services, Inc.
 
Greater San Fernando Valley
 
186,988
 
1.2%
 
$7.49
 
9/30/2021(2)
Triumph Processing, Inc.
 
South Bay
 
164,662
 
1.1%
 
$8.22
 
5/31/2030
Senior Operations, Inc.
 
Greater San Fernando Valley
 
130,800
 
1.0%
 
$8.88
 
11/30/2024
Cox Communications California, LLC
 
South Orange County
 
102,299
 
1.0%
 
$11.16
 
9/30/2021
Biosense Webster
 
San Gabriel Valley
 
89,920
 
1.0%
 
$12.62
 
10/31/2020(3)
Top 10 Total / Weighted Average
 
 
 
1,666,457
 
12.8%
 
$9.03
 
 
(1) 
Includes (i) 78,280 rentable square feet expiring September 30, 2025 and (ii) 70,877 rentable square feet expiring March 31, 2026.
(2) 
Includes (i) 39,670 rentable square feet expiring November 30, 2019 and (ii) 147,318 rentable square feet expiring September 30, 2021.
(3) 
Includes (i) 12,800 rentable square feet expiring September 30, 2017, (ii) 1,120 rentable square feet expiring September 30, 2019 and (iii) 76,000 rentable square feet expiring October 31, 2020.

Lease Segmentation by Size:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Square Feet
 
Number of Leases
 
Rentable SF
 
Leased %
 
Leased % Excluding Repositioning
 
Ann. Base Rent
(in thousands)
 
% of Total Ann.
Base Rent
 
Ann. Base Rent
per SF
<4,999
 
900
 
2,014,797
 
91.4%
 
91.8%
 
$
20,482

 
17.5%
 
$11.12
5,000‐9,999
 
154
 
1,113,363
 
94.9%
 
95.7%
 
11,148

 
9.5%
 
$10.56
10,000‐24,999
 
154
 
2,734,670
 
89.9%
 
95.6%
 
23,166

 
19.9%
 
$9.42
25,000‐49,999
 
45
 
1,825,357
 
87.7%
 
93.0%
 
14,992

 
12.9%
 
$9.36
>50,000
 
60
 
6,899,914
 
90.6%
 
100.0%
 
46,976

 
40.2%
 
$7.51
Total / Weighted Average
 
1,313
 
14,588,101
 
90.6%
 
96.7%
 
$
116,764

 
100.0%
 
$8.84


Third Quarter 2016
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Capital Expenditure Summary
 
 
(unaudited results, in thousands, except square feet and per square foot data)
(data represents consolidated portfolio only)
 
 
 
Three Months Ended September 30, 2016
 
 
 
Amount
 
SF(1)
 
PSF
Tenant Improvements and Space Preparation:
 
 
 
 
 
New Leases‐1st Generation
$
366

 
155,022

 
$
2.36

New Leases‐2nd Generation
$
955

 
486,532

 
$
1.96

Renewals
$
76

 
139,029

 
$
0.55

Leasing Commissions & Lease Costs:
 
 
 
 
 
New Leases‐1st Generation
$
1,041

 
487,514

 
$
2.14

New Leases‐2nd Generation
$
383

 
203,051

 
$
1.89

Renewals
$
574

 
562,841

 
$
1.02

Total Recurring Capex:
 
 
 
 
 
Recurring Capex
$
691

 
14,251,237

 
$
0.05

Recurring Capex % of NOI
2.9
%
 
 
 
 
Recurring Capex % of Operating Revenue
2.1
%
 
 
 
 
Nonrecurring Capex
$
7,030

 
6,823,346

 
$
1.03

 
 
 
 
 
 
Nine months ended September 30, 2016
 
 
 
 
 
 
 
 
 
 
 
 
Amount
 
SF(1)
 
PSF
Tenant Improvements and Space Preparation:
 
 
 
 
 
New Leases ‐1st Generation(2)
$
1,362

 
430,017

 
$
3.17

New Leases‐2nd Generation
$
1,737

 
847,180

 
$
2.05

Renewals
$
178

 
236,951

 
$
0.75

Leasing Commissions & Lease Costs:
 
 
 
 
 
New Leases‐1st Generation
$
2,098

 
1,079,609

 
$
1.94

New Leases‐2nd Generation
$
1,164

 
677,875

 
$
1.72

Renewals
$
853

 
1,299,345

 
$
0.66

Total Recurring Capex:
 
 
 
 
 
Recurring Capex
$
2,125

 
13,225,517

 
$
0.16

Recurring Capex % NOI
3.2
%
 
 
 
 
Recurring Capex % Operating Revenue
2.3
%
 
 
 
 
Nonrecurring Capex
$
16,698

 
8,202,659

 
$
2.04

(1) 
For tenant improvements and leasing commissions, reflects the aggregate square footage of the leases in which we incurred such costs, excluding new/renewal leases in which there were no tenant improvements and/or leasing commissions. For recurring capex, reflects the weighted average square footage of our consolidated portfolio for the period. For nonrecurring capex, reflects the aggregate square footage of the properties in which we incurred such capital expenditures.
(2) 
Includes a tenant improvement allowance payment of $499 thousand to a tenant located at 2431-2433 Impala during Q2-2016. Excluding this allowance payment, 1st generation tenant improvements were $864 thousand for 417,548 SF or $2.07 PSF for the nine months ended September 30, 2016.

Third Quarter 2016
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Properties and Space Under Repositioning(1)
 
 
As of September 30, 2016
 
(unaudited results, in thousands, except square feet)
Repositioning Properties
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Est. Construction Period
 
Costs Incurred
 
 
 
 
 
 
 
 
Property (Submarket)
 
Total Property Rentable
Square Feet
 
Space Under Repositioning/Lease-Up
 
Total Property Occ %
9/30/16
 
Same Property Portfolio
 
Start
 
Target Completion
 
Purchase
Price
 
Repositioning
 
Cumulative
Investment
to date(2)
 
Projected Total
Investment
(3)
 
Actual
Cash
NOI
3Q‐2016
(4)
 
Est. Annual
Stabilized
Cash NOI(5)
 
Est.Period until
Stabilized
(months)(6)
CURRENT REPOSITIONING:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1601 Alton Pkwy. (OC Airport)
 
124,000
 
74,667
 
40%
 
Y
 
4Q-2014
 
4Q-2016(6)
 
$
13,276

 
$
4,694

 
$
17,970

 
$
19,078

 
$
97

 
$
1,330

 
4 - 10(7)
9615 Norwalk Blvd. (Mid-Counties)(8)
 
38,362
 
 
100%
 
N
 
3Q-2015
 
TBD(7)
 
$
9,642

 
$
188

 
$
9,830

 
$
23,682

 
$
120

 
$
1,556

 
 See footnote (8)
2535 Midway Drive Phase I (Central SD)
 
233,951
 
233,951
 
0%
 
N
 
4Q-2015
 
4Q-2017
 
$
19,295

 
$
635

 
$
19,930

 
$
42,599

 
$
(83
)
 
$
2,806

 
 24 - 26
2535 Midway Drive Phase II (Central SD)
 
139,793
 
139,793
 
0%
 
N
 
4Q-2017
 
2Q-2018
 
$

 
$

 
$

 
$
16,814

 
$

 
$
2,795

 
 31 - 33
2535 Midway Drive - Total Phases I & II
 
373,744
 
373,744
 
0%
 
N
 

 

 
$
19,295

 
$
635

 
$
19,930

 
$
59,413

 
$
(83
)
 
$
5,601

 

24955 Avenue Kearny (SF Valley)(9)
 
138,980
 
69,219
 
50%
 
Y
 
3Q-2016
 
1Q-2017
 
$
11,510

 
$
8

 
$
11,518

 
$
12,260

 
$
112

 
$
959

 
7 - 10
14750 Nelson (San Gabriel Valley)
 
145,531
 
145,531
(10) 
0%
 
N
 
3Q-2016
 
1Q-2018
 
$
15,000

 
$
16

 
$
15,016

 
$
26,743

 
$
(7
)
 
$
1,774

 
23 - 29
TOTAL/WEIGHTED AVERAGE
 
820,617
 
663,161
 
19%
 
 
 
 
 
 
 
$
68,723

 
$
5,541

 
$
74,264

 
$
141,176

 
$
239

(11) 
$
11,220

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LEASE-UP:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2610 & 2701 S. Birch St. (OC Airport)
 
98,230
 
47,500
 
52%
 
Y
 
2Q-2015
 
4Q-2015
 
$
11,000

 
$
2,606

 
$
13,606

 
$
13,606

 
$
(81
)
 
$
965

 
0 - 5
9401 De Soto Avenue (SF Valley)
 
150,263
 
150,263
 
0%
 
N
 
2Q-2015
 
1Q-2016
 
$
14,075

 
$
2,594

 
$
16,669

 
$
16,992

 
$
(43
)
 
$
1,165

 
0 - 6
679-691 S. Anderson Street (Central LA)
 
47,490
 
47,490
 
0%
 
Y
 
1Q-2016
 
3Q-2016
 
$
6,490

 
$
635

 
$
7,125

 
$
7,125

 
$
(10
)
 
$
437

 
0 - 6
TOTAL/WEIGHTED AVERAGE
 
295,983
 
245,253
 
17%
 
 
 
 
 
 
 
$
31,565

 
$
5,835

 
$
37,400

 
$
37,723

 
$
(134
)
(11) 
$
2,567

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
COMPLETED DURING 3Q-2016:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
24105 Frampton Avenue (South Bay)
 
49,841
 
 
100%
 
Y
 
2Q-2015
 
3Q-2016
 
$
3,930

 
$
1,741

 
$
5,671

 
$
5,671

 
$
26

 
$
396

 
--
12247 Lakeland Road (Mid-Counties)
 
24,875
 
 
100%
 
N
 
1Q-2016
 
3Q-2016
 
$
4,257

 
$
517

 
$
4,774

 
$
4,925

 
$
24

 
$
313

 
--
TOTAL/WEIGHTED AVERAGE
 
74,716
 
 
100%
 
 
 
 
 
 
 
$
8,187

 
$
2,258

 
$
10,445

 
$
10,596

 
$
50

(11) 
$
709

 
 
(1)
See page 31 for a definition of Properties and Space Under Repositioning.
(2)
Cumulative investment‐to‐date includes the purchase price of the property and subsequent costs incurred for nonrecurring capital expenditures.
(3)
Projected total investment includes the purchase price of the property and an estimate of total expected nonrecurring capital expenditures to be incurred on each repositioning project to reach completion.
(4)
Represents the actual cash NOI for each property for the three months ended September 30, 2016. For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.
(5)
Represents management’s estimate of each property’s cash NOI upon stabilization. Actual results may vary materially from our estimates. The Company does not provide a reconciliation to net income on a consolidated basis, because it is unable to provide a meaningful or accurate estimation of reconciling items due to the inherent difficulty of forecasting the timing and/or amount of various items that would impact net income.
(6)
Represents the estimated remaining number of months, as of September 30, 2016, for the property to reach stabilization. Includes time to complete construction and lease-up the property. Actual number of months required to reach stabilization may vary materially from our estimates.
(7)
Construction on three units totaling 60,667 square feet will be completed in October 2016 and we expect to lease these units by year-end. Construction on one additional 14,000 square foot unit will be completed in December 2016 and we expect to lease this unit in 2017.
(8)
9615 Norwalk has 10.26 acres of partially paved storage yard/industrial land that is currently under a month-to-month lease and generating $79 thousand per month in short term rent. The current projected total investment and estimated stabilized cash NOI reflects the construction and lease-up of a new approximately 200,000 square foot building after the month-to-month lease terminates. We expect the building to be completed and leased-up between 19 and 25 months from the commencement of the construction date.
(9)
We are currently in the permitting and design phase of the repositioning project at 24955 Avenue Kearny. As of the filing date of this report, we are also in negotiations to lease the entire building to an existing tenant in our portfolio. The current projected total investment and estimated stabilized cash NOI reflects the completion and lease-up of the repositioned building, and assumes that we do not execute a lease in the near term.
(10)
Represents the square footage of the existing acquired building. Upon completion of the project, the property will be approximately 200,000 square feet, which reflects an increase in square footage from the construction of two additional buildings on the excess land.
(11)
Actual NOI for the three months ended September 30, 2016, reflects the capitalization of $135 thousand of real estate property taxes and insurance for current repositioning, $54 thousand for lease-up properties and $18 thousand for completed properties, respectively. We will continue to capitalize real estate property taxes and insurance during the period in which construction is taking place to get each repositioning property ready for its intended use.

Third Quarter 2016
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Properties and Space Under Repositioning(1) (Continued)
As of September 30, 2016
 
(unaudited results, in thousands, except square feet)

Repositioning Space
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Construction Period
 
Costs Incurred
 
 
 
 
 
 
 
 
 
 
Property (Submarket)
 
Rentable Square Feet
 
Space Under Repositioning
 
Same Property Portfolio
 
Start
 
Target Completion
 
Repositioning
 
Projected Total
Investment
(2)
 
Occ %
9/30/16
 
Actual Cash
NOI
3Q‐2016
(3)
 
Est. Annual
Stabilized
Cash NOI
(4)
 
Est.Period until
Stabilized
(months)
(5)
CURRENT REPOSITIONING:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
228th Street (South Bay)(6)
 
89,236
 
23,749
 
Y
 
1Q-2016
 
2Q-2017
 
$
966

 
$
1,550

 
66%
 
$
(7
)
(7) 
$
207

 
 6 - 9
COMPLETED:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15140 & 15148 Bledsoe St. (SF Valley)
 
133,356
 
 
Y
 
1Q-2015
 
2Q-2016
 
$
1,437

 
$
1,437

 
100%
 
$
124

(7) 
$
882

 
--
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Completed and Leased Repositionings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property (Submarket)
 
 
 
Rentable Square Feet
 
 
 
 
 
Stabilized Period
 
 
 
 
Stabilized Yield
7110 Rosecrans Ave. (South Bay)
 
 
 
73,439
 
 
 
 
 
2Q-2015
 
 
 
 
7.9%
7900 Nelson Rd. (SF Valley)
 
 
 
202,905
 
 
 
 
 
4Q-2015
 
 
 
 
6.6%
605 8th Street (SF Valley)
 
 
 
55,715
 
 
 
 
 
4Q-2015
 
 
 
 
6.8%
24105 Frampton Ave. (South Bay)
 
 
 
49,841
 
 
 
 
 
3Q-2016
 
 
 
 
7.0%
12247 Lakeland Rd. (Mid-Counties)
 
 
 
24,875
 
 
 
 
 
3Q-2016
 
 
 
 
6.4%
TOTAL/WEIGHTED AVERAGE
 

 
406,775
 
 
 
 
 
 
 
 
 
 
 
 
6.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1)
See page 31 for a definition of Properties and Space Under Repositioning.
(2)
Projected total investment includes the purchase price of the property and an estimate of total expected nonrecurring capital expenditures to be incurred on each repositioning project to reach completion.
(3)
Represents the actual net operating income for each property for the three months ended September 30, 2016. For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.
(4)
Based on current management estimates. Actual results may vary materially from our estimates. The Company does not provide a reconciliation to net income on a consolidated basis, because it is unable to provide a meaningful or accurate estimation of reconciling items due to the inherent difficulty of forecasting the timing and/or amount of various items that would impact net income.
(5)
Represents the estimated remaining number of months, as of September 30, 2016, for the property to reach stabilization. Includes time to complete construction and lease-up the property. Actual number of months required to reach stabilization may vary materially from our estimates.
(6)
The property located at 228th Street includes eight buildings, of which three buildings aggregating 23,749 rentable square feet were under repositioning as of September 30, 2016. The amounts presented on this page represent the actual and estimated costs and cash NOI of only these three buildings.
(7)
Actual NOI for the three months ended September 30, 2016, reflects the capitalization of $18 thousand for repositioning space. We will continue to capitalize real estate property taxes and insurance during the period in which construction is taking place to get each repositioning property ready for its intended use.


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Current Year Acquisitions and Dispositions Summary
 
 
 
(unaudited results, data represents consolidated portfolio only)
2016 Acquisitions
Acquisition Date
 
Property Address
 
County
 
Submarket
 
Rentable Square Feet
 
Acquisition Price
($ in MM)
 
Occ. % at Acquisition
 
Occ.% at September 30, 2016
3/15/2016
 
8525 Camino Santa Fe
 
San Diego
 
Central San Diego
 
59,399
 
$8.45
 
100%
 
89%
3/29/2016
 
28454 Livingston Avenue
 
Valencia
 
Greater San Fernando Valley
 
134,287
 
$16.00
 
100%
 
100%
4/15/2016
 
REIT Portfolio
 
Various(1)
 
Various(1)
 
1,530,814
 
$191.00
 
100%
 
100%
5/3/2016
 
10750-10826 Lower Azusa Road
 
Los Angeles
 
San Gabriel Valley
 
79,050
 
$7.66
 
92%
 
100%
6/30/2016
 
525 Park Avenue
 
Los Angeles
 
Greater San Fernando Valley
 
63,403
 
$7.55
 
100%
 
100%
7/6/2016
 
3233 Mission Oaks Boulevard(2)
 
Ventura
 
Ventura
 
457,693
 
$25.70
 
66%
 
66%
8/24/2016
 
1600 Orangethorpe Avenue
 
Orange County
 
North Orange County
 
345,756
 
$40.14
 
97%
 
97%
9/8/2016
 
14742-14750 Nelson Avenue
 
Los Angeles
 
San Gabriel Valley
 
145,531
 
$15.00
 
—%
 
—%
 
 
 
 
 
 
 
 
2,815,933
 
$311.50
 
 
 
 
(1) 
The REIT Portfolio consists of nine properties located in four of the Company’s core infill submarkets, including Orange County, Los Angeles - San Gabriel Valley, Inland Empire West and Central San Diego. For more information, see our Form 8-K filed on April 11, 2016 with the SEC.
(2) 
On July 6, 2016, we acquired the remaining 85% ownership interest in the joint venture property located at 3233 Mission Oaks Boulevard.
2016 Dispositions
Disposition Date
 
Property Address
 
County
 
Submarket
 
Rentable Square Feet
 
Sale Price
($ in MM)
 
Reason for Selling
5/2/2016
 
6010 North Paramount Boulevard
 
Los Angeles
 
South Bay
 
16,534
 
$2.48
 
User Sale
5/25/2016
 
1840 Dana Street
 
Los Angeles
 
Greater San Fernando Valley
 
13,497
 
$4.25
 
User Sale
6/7/2016
 
12910 East Mulberry Drive
 
Los Angeles
 
Mid-Counties
 
153,080
 
$15.00
 
User Sale
 
 
 
 
 
 
 
 
183,111
 
$21.73
 
 
 
 


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Net Asset Value Components
 
 
  At 9/30/2016
 
(unaudited and in thousands, except share data)
Net Operating Income
 
 
 
 
 
ProForma Net Operating Income (NOI)(1)
Three Months Ended September 30, 2016
 
Total operating revenues
$
32,944

 
Property operating expenses
(8,978
)
 
Pro forma effect of uncommenced leases(2)
297

 
Pro forma effect of acquisitions(3)
376

 
Pro forma NOI effect of properties and space under repositioning(4)
3,625

 
ProForma NOI
28,264

 
Fair value lease revenue
(39
)
 
Straight line rental revenue adjustment
(1,395
)
 
ProForma Cash NOI
$
26,830

 
 
 
 
Balance Sheet Items
 
 
 
 
 
Other assets and liabilities
September 30, 2016
 
Cash and cash equivalents
$
55,263

 
Notes receivable
5,817

 
Rents and other receivables, net
2,633

 
Other assets
5,522

 
Acquisition related deposits
400

 
Accounts payable, accrued expenses and other liabilities
(18,433
)
 
Dividends payable
(9,214
)
 
Tenant security deposits
(14,946
)
 
Prepaid rents
(3,945
)
 
Total other assets and liabilities
$
23,097

 
 
 
 
Debt and Shares Outstanding
 
 
 
 
 
Total consolidated debt(5)
$
502,776

 
Preferred stock - liquidation preference
90,000

 
 
 
 
Common shares outstanding(6)
65,725,504

 
Operating partnership units outstanding(7)
1,978,842

 
Total common shares and operating partnership units outstanding
67,704,346

 
(1) 
For a definition and discussion of non‐GAAP financial measures, see the definitions section beginning on page 30 of this report.
(2) 
Represents the estimated incremental base rent from uncommenced leases as if they had commenced as of July 1, 2016.
(3) 
Represents the estimated incremental NOI from Q3’16 acquisitions as if they had been acquired on July 1, 2016. We have made a number of assumptions in such estimates and there can be no assurance that we would have generated the projected levels of NOI had we actually owned the acquired entities as of July 1, 2016.
(4) 
Represents the estimated incremental NOI from the properties that were classified as repositioning/lease-up or that were not fully stabilized as of September 30, 2016, assuming that all repositioning work had been completed and the properties/space were fully stabilized as of July 1, 2016. See pages 25 - 26 for the properties included. We have made a number of assumptions in such estimates and there can be no assurance that we would have generated the projected levels of NOI had these properties actually been stabilized as of July 1, 2016.
(5) 
Excludes net deferred loan fees and net loan premium aggregating $2.3 million.
(6) 
Represents outstanding shares of common stock of the Company, which excludes 322,837 shares of unvested restricted stock.
(7) 
Represents outstanding common units of the Company’s operating partnership, Rexford Industrial Realty, L.P., that are owned by unit holders other than Rexford Industrial Realty, Inc.

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Fixed Charge Coverage Ratio
 
 
 at 9/30/16
 
(unaudited and in thousands)
 
 
 
 
For the Three Months Ended
 
September 30, 2016
 
June 30, 2016
 
March 31, 2016
 
December 31, 2015
 
September 30, 2015
EBITDA(1)
20,206

 
29,123

 
15,950

 
14,606

 
13,508

Cash distributions from unconsolidated joint ventures
(4
)
 
75

 
74

 
46

 
54

Fair value lease expense
(39
)
 
60

 
(4
)
 
48

 
69

Non‐cash stock compensation
992

 
953

 
934

 
494

 
443

Straight line corporate office rent expense adjustment
(12
)
 
(11
)
 
(1
)
 
(1
)
 
21

Gains on sale of real estate

 
(11,563
)
 

 

 

Loss on extinguishment of debt

 

 

 

 
253

Straight line rental revenue adjustment
(1,395
)
 
(922
)
 
(1,095
)
 
(1,409
)
 
(1,039
)
Capitalized payments
(400
)
 
(292
)
 
(356
)
 
(345
)
 
(296
)
Note receivable discount amortization

 

 

 

 
(38
)
Gain from early repayment of note receivable

 

 

 

 
(581
)
Recurring capital expenditures
(691
)
 
(848
)
 
(586
)
 
(1,346
)
 
(921
)
2nd generation tenant improvements and leasing commissions
(1,988
)
 
(1,483
)
 
(461
)
 
(762
)
 
(701
)
Unconsolidated joint venture AFFO adjustments
(2
)
 
(9
)
 
(3
)
 
(4
)
 
(5
)
Cash flow for fixed charge coverage calculation
16,667

 
15,083

 
14,452

 
11,327

 
10,767

Cash interest expense calculation detail:
 
 
 
 
 
 
 
 
 
Interest expense
3,804

 
3,716

 
3,254

 
2,724

 
2,245

Capitalized interest
433

 
443

 
439

 
306

 
252

Note payable premium amortization
60

 
59

 
59

 
33

 
33

Amortization of deferred financing costs
(263
)
 
(264
)
 
(221
)
 
(194
)
 
(200
)
Cash interest expense
4,034

 
3,954

 
3,531

 
2,869

 
2,330

Preferred stock dividends
661

 

 

 

 

Fixed charges
4,695

 
3,954

 
3,531

 
2,869

 
2,330

 
 
 
 
 
 
 
 
 
 
Fixed Charge Coverage Ratio
3.5
x
 
3.8
x
 
4.1
x
 
3.9
x
 
4.6
x
(1)For a definition and discussion of non-GAAP financial measures and reconciliations to their nearest GAAP equivalents, see the definitions section and reconciliation section beginning on page 30 and page 8 of this report, respectively.


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Definitions / Discussion of Non‐GAAP Financial Measures
 
 
 

Adjusted Funds from Operations (AFFO): We calculate adjusted funds from operations, or AFFO, by adding to or subtracting from FFO, as defined below, the following items: (i) certain non‐cash operating revenues and expenses, (ii) capitalized operating expenditures such as leasing and construction payroll, (iii) recurring capital expenditures required to maintain and re‐tenant our properties, (iv) capitalized interest costs resulting from the repositioning/redevelopment of certain of our properties, (v) 2nd generation tenant improvements and leasing commissions, (vi) gain (loss) on extinguishment of debt and (vii) gain from early repayment of note receivable. Management uses AFFO as a supplemental performance measure because it provides a performance measure that, when compared year over year, captures trends in portfolio operating results. We also believe that, as a widely recognized measure of the performance of REITs, AFFO will be used by investors as a basis to assess our performance in comparison to other REITs. However, because AFFO may exclude certain non‐recurring capital expenditures and leasing costs, the utility of AFFO as a measure of our performance is limited. Additionally, other Equity REITs may not calculate AFFO using the method we do. As a result, our AFFO may not be comparable to such other Equity REITs’ AFFO. AFFO should be considered only as a supplement to net income (as computed in accordance with GAAP) as a measure of our performance.
Annualized Base Rent: Calculated for each lease as the latest monthly contracted base rent per the terms of such lease multiplied by 12. Excludes billboard and antenna revenue and rent abatements.
Capital Expenditures, Non‐recurring: Expenditures made in respect of a property for improvement to the appearance of such property or any other major upgrade or renovation of such property, and further includes capital expenditures for seismic upgrades, or capital expenditures for deferred maintenance existing at the time such property was acquired.
Capital Expenditures, Recurring: Expenditures made in respect of a property for maintenance of such property and replacement of items due to ordinary wear and tear including, but not limited to, expenditures made for maintenance or replacement of parking lot, roofing materials, mechanical systems, HVAC systems and other structural systems. Recurring capital expenditures shall not include any of the following: (a) improvements to the appearance of such property or any other major upgrade or renovation of such property not necessary for proper maintenance or marketability of such property; (b) capital expenditures for seismic upgrades; or (c) capital expenditures for deferred maintenance for such property existing at the time such property was acquired.
Capital Expenditures, First Generation: Capital expenditures for newly acquired space, newly developed or redeveloped space, or change in use.
Cash NOI: Cash basis NOI is a non‐GAAP measure, which we calculate by adding or subtracting from NOI (i) fair value lease revenue and (ii) straight‐line rent adjustment. We use Cash NOI, together with NOI, as a supplemental performance measure. Cash NOI should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. Cash NOI should not be used as a substitute for cash flow from operating activities computed in accordance with GAAP. We use Cash NOI to help evaluate the performance of the Company as a whole, as well as the performance of our Same Property Portfolio.
Core Funds From Operations (Core FFO): We calculate Core FFO by adjusting FFO, as defined below, to exclude the impact of certain items that we do not consider reflective of our core revenue or expense streams. These adjustments consist of acquisition expenses and legal expenses or reimbursements related to prior litigation. For more information on prior litigation, see Item 3. Legal Proceedings in our 2014 Annual Report on Form 10-K. Management believes that Core FFO is a useful supplemental measure as it provides a more meaningful and consistent comparison of operating performance and allows investors to more easily compare the Company's operating results. Because certain of these adjustments have a real economic impact on our financial condition and results from operations, the utility of core FFO as a measure of our performance is limited. Other REITs may not calculate core FFO in a consistent manner. Accordingly, our core FFO may not be comparable to other REITs' core FFO. Core FFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.
EBITDA and Adjusted EBITDA: EBITDA is calculated as earnings (net income) before interest expense, tax expense and depreciation and amortization, including our proportionate share from our unconsolidated joint venture. We calculate Adjusted EBITDA by adding or subtracting from EBITDA the following items: (i) non‐cash stock based compensation expense, (ii) gains on sale of real estate (including our proportionate share from our unconsolidated joint venture), (iii) gain (loss) on extinguishment of debt, (iv) gain from early repayment of note receivable, (v) legal expenses or reimbursements related to prior litigation, (vi) acquisition expenses and (vii) the pro‐forma effects of acquisitions and dispositions. We believe that EBITDA and Adjusted EBITDA are helpful to investors as a supplemental measure of our operating performance as a real estate company because it is a direct measure of the actual operating results of our industrial properties. We also use these measures in ratios to compare our performance to that of our industry peers. In addition, we believe EBITDA and Adjusted EBITDA are frequently used by securities analysts, investors and other interested parties in the evaluation of Equity REITs. However, because EBITDA and Adjusted EBITDA are calculated before recurring cash charges including interest expense and income taxes, and are not adjusted for capital expenditures or other recurring cash requirements of our business, their utility as a measure of our liquidity is limited. Accordingly, EBITDA and Adjusted EBITDA should not be considered alternatives to cash flow from operating activities (as computed in accordance with GAAP) as a measure of our liquidity. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income or loss as an indicator of our operating performance. Other Equity REITs may calculate EBITDA and Adjusted EBITDA differently than we do; accordingly, our EBITDA and Adjusted EBITDA may not be comparable to such other Equity REITs’ EBITDA and Adjusted EBITDA. EBITDA and Adjusted EBITDA should be considered only as supplements to net income (as computed in accordance with GAAP) as a measure of our performance.





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Definitions / Discussion of Non‐GAAP Financial Measures
 
 
 

Funds from Operations (FFO): We calculate FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO represents net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable operating property, real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures. Management uses FFO as a supplemental performance measure because, in excluding real estate related depreciation and amortization, gains and losses from property dispositions, other than temporary impairments of unconsolidated real estate entities, and impairment on our investment in real estate, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We also believe that, as a widely recognized measure of performance used by other REITs, FFO may be used by investors as a basis to compare our operating performance with that of other REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effects and could materially impact our results from operations, the utility of FFO as a measure of our performance is limited. Other equity REITs may not calculate or interpret FFO in accordance with the NAREIT definition as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO. FFO should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends. FFO should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.
Net Operating Income (NOI): NOI is a non-GAAP measure which includes the revenue and expense directly attributable to our real estate properties. NOI is calculated as total revenue from real estate operations including i) rental revenues ii) tenant reimbursements, and iii) other income less property-level operating expenses. We use NOI as a supplemental performance measure because, in excluding real estate depreciation and amortization expense, general and administrative expenses, interest expense, gains (or losses) on sale of real estate and other non-operating items, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. We also believe that NOI will be useful to investors as a basis to compare our operating performance with that of other REITs. However, because NOI excludes depreciation and amortization expense and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties (all of which have real economic effect and could materially impact our results from operations), the utility of NOI as a measure of our performance is limited. Other equity REITs may not calculate NOI in a similar manner and, accordingly, our NOI may not be comparable to such other REITs’ NOI. Accordingly, NOI should be considered only as a supplement to net income as a measure of our performance. NOI should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. NOI should not be used as a substitute for cash flow from operating activities in accordance with GAAP. We use NOI to help evaluate the performance of the Company as a whole, as well as the performance of our Same Property Portfolio.
Proforma NOI: Proforma NOI is calculated by adding to NOI the following adjustments: (i) the estimated impact on NOI of uncommenced leases as if they had commenced as the beginning of the reportable period, (ii) the estimated impact on NOI of current period acquisitions as if they had been acquired at the beginning of the reportable period, (iiI) the actual NOI of properties sold during the current period and (iv) the estimated incremental NOI from properties that were classified as repositioning/lease-up properties as of the end of the reporting period, assuming that all repositioning work had been completed and the properties/space were fully stabilized as of the beginning of the reportable period. These estimates do not purport to be indicative of what operating results would have been had the acquisitions actually occurred at the beginning of the reportable period and may not be indicative of future operating results.
Properties and Space Under Repositioning: Typically defined as properties or units where a significant amount of space is held vacant in order to implement capital improvements that improve the functionality (not including basic refurbishments, i.e., paint and carpet), cash flow and value of that space. We define a significant amount of space in a building as the lower of (i) 20,000 square feet of space or (ii) 50% of a building’s square footage. Typically, we would include properties or space where the repositioning and lease-up time frame is estimated to be greater than six months. A repositioning is considered complete once the investment is fully or nearly fully deployed and the property is marketable for leasing. We consider a property to be stabilized once it reaches 95% occupancy.
Rent Change ‐ Cash: Compares the first month cash rent excluding any abatement on new leases to the last month rent for the most recent expiring lease. Data included for comparable leases only. Comparable leases generally exclude properties under repositioning, short‐term leases, and space that has been vacant for over one year.
Rent Change ‐ GAAP: Compares GAAP rent, which straightlines rental rate increases and abatement, on new leases to GAAP rent for the most recent expiring lease. Data included for comparable leases only. Comparable leases generally exclude properties under repositioning, short‐term leases, and space that has been vacant for over one year.
Same Property Portfolio: Our Same Property Portfolio is a subset of our consolidated portfolio and includes properties that were wholly‐owned by us as of January 1, 2015, and still owned by us as of September 30, 2016. The Company’s computation of same property performance may not be comparable to other REITs.
Stabilized Same Property Portfolio: Our Stabilized Same Property Portfolio represents the properties included in our Same Property Portfolio, adjusted to exclude space at properties that were in various stages of repositioning or lease-up.
Uncommenced Leases: Reflects signed leases that have not yet commenced as of the reporting date.


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