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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549  

FORM 8-K  

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 29, 2019

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbols		Name of each exchange on which registered
Common Stock, $0.01 par value		REXR		New York Stock Exchange
5.875% Series A Cumulative Redeemable Preferred Stock		REXR-PA		New York Stock Exchange
5.875% Series B Cumulative Redeemable Preferred Stock		REXR-PB		New York Stock Exchange
5.625% Series C Cumulative Redeemable Preferred Stock		REXR-PC		New York Stock Exchange

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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

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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 29, 2019, Rexford Industrial Realty, Inc. (“Rexford Industrial”) issued a press release announcing its earnings for the quarter ended September 30, 2019, and distributed certain supplemental financial information. On October 29, 2019, 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, 2019 and distributed certain supplemental information. On October 29, 2019, 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.

 

Exhibit Number		Description
99.1		Press Release Dated October 29, 2019
99.2		Third Quarter 2019 Supplemental Financial Report
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.
October 29, 2019	/s/ Michael S. Frankel
	Michael S. Frankel Co-Chief Executive Officer (Principal Executive Officer)
	Rexford Industrial Realty, Inc.
October 29, 2019	/s/ Howard Schwimmer
	Howard Schwimmer Co-Chief Executive Officer (Principal Executive Officer)

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EXHIBIT INDEX

Exhibit Number		Description
99.1		Press Release Dated October 29, 2019
99.2		Third Quarter 2019 Supplemental Financial Report
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

•	Net income attributable to common stockholders of $0.09 per diluted share for the quarter ended September 30, 2019, compared to $0.07 per diluted share for the third quarter of last year.

•	Company share of Core FFO increased 30.0% year-over-year to $33.9 million for the quarter ended September 30, 2019.

•	Company share of Core FFO per diluted share increased 10.7% year-over-year to $0.31 per diluted share for the quarter ended September 30, 2019.

•	Total rental income of $67.0 million, which represents an increase of 23.0% year-over-year.

•	Consolidated Portfolio Net Operating Income (NOI) of $50.9 million, which represents an increase of 23.5% year-over-year.

•	Consolidated Portfolio Cash NOI of $46.7 million, which represents an increase of 22.2% year-over-year.

•	Same Property Portfolio NOI increased 5.2% compared to the third quarter of 2018, driven by a 4.8% increase in Same Property Portfolio rental income and a 3.7% increase in Same Property Portfolio operating expenses.

•	Same Property Portfolio Cash NOI increased 6.8% compared to the third quarter of 2018.

•	Stabilized Same Property Portfolio NOI increased 2.7% compared to the third quarter of 2018.

•	Stabilized Same Property Portfolio Cash NOI increased 4.1% compared to the third quarter of 2018.

•	Signed new and renewal leases totaling 1,015,097 rentable square feet. Rental rates on new and renewal leases were 31.2% higher than prior rents on a GAAP basis and 19.4% higher on a cash basis.

•	At September 30, 2019, the Stabilized Same Property Portfolio occupancy was 97.7% and the Same Property Portfolio occupancy, inclusive of assets in value-add repositioning, was 97.0%.

•	At September 30, 2019, the consolidated portfolio, including repositioning assets, was 95.0% leased and 94.9% occupied and the consolidated portfolio, excluding repositioning assets aggregating approximately 0.7 million rentable square feet, was 97.6% leased and 97.5% occupied.

•	The Company ended the quarter with low leverage measured by a debt-to-enterprise value ratio of 11.2%.

•	During the third quarter of 2019, the Company acquired nine industrial properties for an aggregate purchase price of $226.5 million.

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•	3340 N. San Fernando Road, a one-acre paved land parcel located in the Los Angeles - San Fernando Valley submarket, for $3.0 million, or $69 per land square foot. The land parcel is part of the Company's Glendale Commerce Center industrial park and was previously operated under a ground lease.

•	5725 Eastgate Drive, a single-tenant industrial building containing 27,267 square feet on 3.78 acres of land, located in the Central San Diego submarket, for $8.2 million, or $299 per square foot. At closing, the Company signed a new long-term lease with a national tenant providing for immediate occupancy.

•	18115 S. Main Street, a 100% leased single-tenant industrial building containing 42,270 square feet on 2.74 acres of land, located in the Los Angeles - South Bay submarket, for $6.8 million, or $160 per square foot.

•	3150 E. Ana Street, a 100% leased single-tenant industrial building containing 105,970 square feet on 6.06 acres of land, located in the Los Angeles - South Bay submarket, for $18.8 million, or $177 per square foot.

•	1402 Avenida Del Oro, a 100% leased single-tenant industrial building containing 311,995 square feet on 38.6 acres of land, located in the North San Diego submarket, for $73.6 million, or $236 per square foot.

•	9607-9623 Imperial Highway, a 100% leased 3.68-acre trucking and container yard located in the Los Angeles - Mid-Counties submarket, for $10.5 million, or $65 per land square foot.

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•	12200 Bellflower Boulevard, a 100% leased 5.87-acre land site containing 54,161 square feet of buildings, located in the Los Angeles - Mid-Counties submarket, for $16.3 million, or $64 per land square foot.

•	Storm Parkway, a 91% leased industrial complex containing four single-tenant buildings and four two-tenant buildings totaling 267,503 square feet on 14.23 acres of land, located in the Los Angeles - South Bay submarket, for $66.2 million or $247 per square foot.

•	2328 Teller Road, a 93% leased multi-tenant industrial complex containing 126,317 square feet on 8.11 acres of land, located in the Ventura County submarket, for $23.3 million or $184 per square foot.

•	Net income attributable to common stockholders increased to a range of $0.41 to $0.43 per diluted share

•	Company share of Core FFO increased to a range of $1.20 to $1.22 per diluted share

•	Year-end Same Property Portfolio occupancy within a range of 96.0% to 97.0%

•	Year-end Stabilized Same Property Portfolio occupancy within a range of 97.0% to 97.5%

•	Same Property Portfolio NOI growth for the year increased to a range of 5.5% to 6.5%

•	Stabilized Same Property Portfolio NOI growth for the year within a range of 3.5% to 4.0%

•	General and administrative expenses increased to a range of $29.5 million to $30.0 million

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(1)	Reflects the occupancy of our Same Property Portfolio as of September 30, 2019, adjusted for total space of 135,429 rentable square feet at three properties that were in various stages of repositioning or lease-up as of September 30, 2019.

(2)	Reflects the occupancy of our Same Property Portfolio as of September 30, 2018, adjusted for space aggregating 378,040 rentable square feet at six properties that were in various stages of repositioning or lease-up as of September 30, 2018.

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(1)	Noncontrolling interests relate to interests in the Company’s operating partnership, represented by common units and preferred units (Series 1 CPOP units) of partnership interests in the operating partnership that are owned by unit holders other than the Company.

(2)	Participating securities include unvested shares of restricted stock, unvested LTIP units and unvested performance units.

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(1)	For definition/discussion of non-GAAP financial measures and reconciliations to their nearest GAAP equivalents, see the definitions section and reconciliation section beginning on page 26 and page 8 of this report, respectively.

(2)	Represents the year over year percentage change in NOI and Cash NOI for the Same Property Portfolio and Stabilized Same Property Portfolio. For comparability, NOI growth and Cash NOI growth for Q1’19 and Q2’19 has been restated to remove the results of Orangethorpe (sold Q2’19) and Poinsettia Unit 301 (sold Q3’19). See page 23 for a list of dispositions completed during 2019.

(3)

Includes the following number of OP Units and vested LTIP units held by noncontrolling interests: 2,421,857 (Sep 30, 2019), 2,423,229 (Jun 30, 2019), 2,463,229 (Mar 31, 2019), 2,415,811 (Dec 31, 2018) and 2,003,104 (Sep 30, 2018). Excludes the following number of shares of unvested restricted stock: 214,995 (Sep 30, 2019), 219,789 (Jun 30, 2019), 223,476 (Mar 31, 2019), 200,398 (Dec 31, 2018) and 209,214 (Sep 30, 2018). Excludes unvested LTIP units and unvested performance units.

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(1)	Includes net above-market tenant lease intangibles of $5,517 (September 30, 2019), $5,450 (June 30, 2019), $5,410 (March 31, 2019), $4,647 (December 31, 2018) and $4,453 (September 30, 2018).

(2)	In connection with the adoption of Financial Accounting Standards Board Topic 842 - Leases on January 1, 2019, we recognized operating lease right-of-use assets and lease liabilities related to our ground and office leases. As of September 30, 2019 we have operating lease right-of-use assets and lease liabilities of of $3.7 million and $3.9 million, respectively.

(3)	As of September 30, 2019, our property located at 13914-13932 East Valley Boulevard was classified as held for sale.

(4)	Includes net below-market tenant lease intangibles of $56,151 (September 30, 2019), $55,084 (June 30, 2019), $52,426 (March 31, 2019), $52,610 (December 31, 2018) and $52,164 (September 30, 2018).

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(1)	See footnote (1) on the next page (page 7) for details related to our presentation of “Rental income” in the consolidated statements of operations for all periods presented.

(2)

In connection with the adoption of Financial Accounting Standards Board Topic 842, Leases (“ASC 842”), beginning in 2019 we are required to expense internal leasing costs that were previously allowed to be capitalized under prior lease accounting guidance (“ASC 840”). If we had adopted ASC 842 as of January 1, 2018, we would have expensed internal leasing costs (in thousands) of $288 and $288 for the three months ended December 31, 2018 and September 30, 2018, respectively.

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(1)

On January 1, 2019, we adopted ASC 842 and, among other practical expedients, elected the “non-separation practical expedient” in ASC 842, which allows us to avoid separating lease and non-lease rental income. As a result of this election, all rental income earned pursuant to tenant leases, including tenant reimbursements, in 2019 is reflected as one line, “Rental income,” in the 2019 consolidated statements of operations. Prior to the adoption of ASC 842, we presented rental revenues, tenant reimbursements and other income related to leases separately in our consolidated statements of operations. To facilitate comparability, we have reclassified 2018 amounts to conform with 2019 presentation. Under the section “Rental Income” on page 28 in the definitions section of this report, we include a presentation of rental revenues, tenant reimbursements and other income for all periods because we believe this information is frequently used by management, investors, securities analysts and other interested parties to evaluate our performance.

(2)	In connection with the adoption of ASC 842, beginning in 2019 we are required to expense internal leasing costs that were previously allowed to be capitalized under ASC 840. If we had adopted ASC 842 as of January 1, 2018, we would have expensed internal leasing costs of $288 thousand and $704 thousand during the three and nine months ended September 30, 2018, respectively.

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(1)	For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 26 of this report.

(2)	Noncontrolling interests relate to interests in the Company’s operating partnership, represented by common units and preferred units (Series 1 CPOP units) of partnership interests in the 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.

(4)	Weighted-average shares outstanding-diluted includes adjustments for unvested performance units if the effect is dilutive for the reported period.

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(1)	For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 26 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 $1,057, $916, $1,399, $1,039 and $914 for the three months ended September 30, 2019, June 30, 2019, March 31, 2019, December 31, 2018, and September 30, 2018, respectively.

(4)	Includes capitalized interest, taxes, insurance and leasing and construction development compensation.

(5)	Excludes nonrecurring capital expenditures of $8,816, $6,672, $7,779, $10,529 and $14,211 for the three months ended September 30, 2019, June 30, 2019, March 31, 2019, December 31, 2018, and September 30, 2018, respectively.

(6)	Excludes 1st generation tenant improvements/space preparation and leasing commissions of $1,164, $2,791, $282, $1,014 and $805 for the three months ended September 30, 2019, June 30, 2019, March 31, 2019, December 31, 2018, and September 30, 2018, respectively.

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(1)	For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 26 of this report.

(2)	See footnote (1) on page 7 for details related to our presentation of “Rental income” in the consolidated statements of operations for all periods presented.

(3)

Represents the estimated impact on Q3'19 EBITDAre of Q3'19 acquisitions as if they had been acquired on July 1, 2019, the impact on Q2'19 EBITDAre of Q2'19 acquisitions as if they had been acquired on April 1, 2019, the impact on Q1'19 EBITDAre of Q1'19 acquisitions as if they had been acquired on January 1, 2019, the impact on Q4'18 EBITDAre of Q4'18 acquisitions as if they had been acquired on October 1, 2018, and the impact on Q3'18 EBITDAre of Q3'18 acquisitions as if they had been acquired on July 1, 2018. 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 EBITDAre had we owned the acquired entities as of the beginning of each period.

(4)	Represents the impact on Q3'19 EBITDAre of Q3'19 dispositions as if they had been sold as of July 1, 2019, Q2'19 EBITDAre of Q2'19 dispositions as if they had been sold as of April 1, 2019 and the impact on Q4'18 EBITDAre of Q4'18 dispositions as if they had been sold as of October 1, 2018. See page 23 for details related to current year disposition properties.

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(1)	For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 26 of this report.

(2)	See “Same Property Portfolio Rental Income” on page 28 of the definitions section of this report for a breakdown of rental income into rental revenues, tenant reimb. and other income for 2018 & 2019.

(3)

Rental income includes lease termination fees of zero and $49 thousand for the three months ended September 30, 2019 and 2018, respectively, and $2 thousand and $172 thousand for the nine months ended September 30, 2019 and 2018, respectively. Excluding these lease termination fees, Same Property Portfolio NOI increased by approximately 5.4% and 6.8% and Same Property Portfolio Cash NOI increased by approximately 7.0% and 9.5% during the three and nine months ended September 30, 2019, compared to the three and nine months ended September 30, 2018, respectively.

(4)	Excludes the operating results of properties under repositioning or lease-up in 2018 and 2019 (see page 29 for a list of these properties).

(5)	Reflects the occupancy of our Same Property Portfolio as of Sep 30, 2019, adjusted for space totaling 135,429 RSF at three properties that were classified as repositioning or lease-up as of Sep 30, 2019. For additional details, refer to pages 20-21 of this report.

(6)	Reflects the occupancy of our Same Portfolio Property as of Sep 30, 2018, adjusted for space totaling 378,040 RSF at six properties that were classified as repositioning or lease-up as of Sep 30, 2018.

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(1)	Excludes the following number of shares of unvested restricted stock: 214,995 (Sep 30, 2019), 219,789 (Jun 30, 2019), 223,476 (Mar 31, 2019), 200,398 (Dec 31, 2018) and 209,214 (Sep 30, 2018).

(2)

Represents outstanding common units of the Company’s operating partnership, Rexford Industrial Realty, LP, that are owned by unitholders other than Rexford Industrial Realty, Inc. Represents the noncontrolling interest in our operating partnership. As of Sep 30, 2019, includes 276,674 vested LTIP Units & 263,236 vested performance units & excludes 334,178 unvested LTIP Units & 591,767 unvested performance units.

(3)	Values based on liquidation preference of $25.00 per share and the following number of outstanding shares of preferred stock: Series A (3,600,000); Series B (3,000,000); Series C (3,450,000).

(4)	Value based on 593,960 outstanding preferred units (Series 1 CPOP Units) at a liquidation preference of $45.50952 per unit.

(5)	For a definition and discussion of non-GAAP financial measures, see the definitions section beginning on page 26 of this report.

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(1)	Includes the effect of interest rate swaps effective as of September 30, 2019, and excludes the effect of discounts, deferred loan costs and the credit facility fee.

(2)	Excludes unamortized debt issuance costs and discounts aggregating $3.3 million as of September 30, 2019.

(3)	One two-year extension is available, provided that certain conditions are satisfied.

(4)	The credit facility is subject to a facility fee which is calculated as a percentage of the total commitment amount, regardless of usage. The facility fee ranges from 0.15% to 0.30% depending on the ratio of our outstanding indebtedness to the value of our gross asset value, which is measured on a quarterly basis.

(5)	Two additional six-month extensions are available, provided that certain conditions are satisfied.

(6)

The applicable LIBOR margin ranges from 1.10% to 1.50% for the revolving credit facility, 1.20% to 1.70% for the $100M term loan facility, 1.20% to 1.70% for the $225M term loan facility and 1.50% to 2.20% for the $150M term loan facility depending on the ratio of our outstanding debt to the value of our gross asset value (measured quarterly). As a result, the effective interest rate will fluctuate from period to period.

(1)	The weighted average remaining term to maturity of our consolidated debt is 5.8 years.

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

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(1)	Excludes space aggregating 666,559 square feet at nine of our properties that were in various stages of repositioning or lease-up as of September 30, 2019. See pages 20-21 for additional details on these properties.

(2)	See page 26 for definition and details on how these amounts are calculated.

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(1)	See page 14 for the occupancy by County of our total consolidated portfolio excluding repositioning space.

(2)	Excludes month-to-month tenants.

(3)	Renewal leasing activity for Q3'19, Q2'19, Q1'19, Q4'18 and Q3'18 excludes relocations/expansions within Rexford’s portfolio totaling 7,028, 32,496, 34,737, 7,537 and 42,716 rentable square feet, respectively, which are included as part of new leasing activity.

(4)	Retention rate is calculated as renewal lease square footage plus relocation/expansion square footage noted in (3) above, divided by expiring lease square footage (excluding expiring lease square footage placed into repositioning).

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(1)

GAAP and cash rent statistics and turnover costs for new leases exclude 11 leases aggregating 231,045 rentable square feet for which there was no comparable lease data. Of these 11 excluded leases, five leases for 139,535 rentable square feet relates to current year repositioning/redevelopment properties. 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 or (iv) lease terms shorter than six months.

(2)	GAAP and cash rent statistics and turnover costs for renewal leases excludes one lease for 2,240 rentable square feet for which there was no comparable lease data, due to either (i) space with different lease structures or (ii) lease term shorter than six months.

(3)	Turnover costs include estimated tenant improvement and leasing costs associated with leases executed during the current period. Excludes costs for first generation leases.

(4)	Reflects the square footage of renewal and new leases, respectively, that have been signed but have not yet commenced as of September 30, 2019.

(5)	Includes $0.4 million of annualized base rent under Uncommenced New Leases and $2.7 million of incremental annualized base rent under Uncommenced Renewal Leases.

(6)	See page 26 for further details on how these amounts are calculated.

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(1)	Represents space at six of our properties that were classified as current repositioning as of September 30, 2019. Excludes completed repositioning properties, pre-leased repositioning space, properties in lease-up and future repositioning properties. See pages 20-21 for additional details on these properties.

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(1)	Includes (i) 30,160 rentable square feet expiring September 30, 2027, (ii) 42,270 rentable square feet expiring October 31, 2030, (iii) 311,995 rentable square feet expiring February 28, 2031, and (vi) 143,436 rentable square feet expiring November 30, 2032.

(2)	Includes (i) 38,766 rentable square feet expiring November 30, 2019, (ii) 147,318 rentable square feet expiring September 30, 2021, (iii) 69,219 rentable square feet expiring March 31, 2022, and (iv) 28,970 rentable square feet expiring September 30, 2024.

(3)	Includes (i) 78,280 rentable square feet expiring September 30, 2025, and (ii) 70,877 rentable square feet expiring March 31, 2026.

(1)	See page 26 for further details on how these amounts are calculated.

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(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 (including properties that were sold during the period). For nonrecurring capex, reflects the aggregate square footage of the properties in which we incurred such capital expenditures.

(2)	Includes capital expenditures related to properties that were under development or repositioning as of September 30, 2019. For details on these properties see pages 20-21.

(3)	Includes capital expenditures related to other space under repositioning or renovation that are not included on pages 20-21 due to smaller space size or limited downtime for completion.

(4)	Includes other nonrecurring capital expenditures including, but not limited to, costs incurred for replacements of either roof or parking lots, and ADA related construction.

(5)	Includes the following capitalized costs: (i) compensation costs of personnel directly responsible for and who spend their time on development, renovation and rehabilitation activity and (ii) interest, property taxes and insurance costs incurred during the development and construction periods of repositioning or development projects.

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(1)	See page 28 for a definition of Properties and Space Under Repositioning.

(2)	Represents the estimated rentable square footage to be added upon completion of current development projects.

(3)	Represents the estimated remaining number of months, as of September 30, 2019, 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. See page 29 for a definition of Stabilization Date - Properties and Space Under Repositioning.

(4)	Includes contractual purchase price plus closing costs.

(5)	Projected total investment includes the purchase price of the property and our current estimate of total expected nonrecurring capital expenditures to be incurred on each repositioning and development project to reach completion. We expect to update our estimates upon completion of the project, or sooner if there are any significant changes to expected costs from quarter to quarter.

(6)	Cumulative investment-to-date includes the purchase price of the property and subsequent costs incurred for nonrecurring capital expenditures.

(7)	Represents the actual cash NOI for each property for the three months ended September 30, 2019. For a definition/discussion of non-GAAP financial measures, see the definitions section beginning on pg. 26 of this report.

(8)	Represents management’s estimate of each property’s annual cash NOI once the property has reached stabilization and initial rental concessions, if any, have elapsed. Actual results may vary materially from our estimates.

(9)	We expect to demolish the existing 49,976 RSF building and construct a new 89,270 RSF multi-unit building.

(10)	The Merge is a fully entitled industrial development site on which we plan to build six industrial buildings totaling 333,491 RSF.

(11)	Actual NOI for the three months ended September 30, 2019, reflects the capitalization of $369 thousand of real estate property taxes and insurance for current repositioning and $46 thousand for stabilized properties. We will continue to capitalize taxes and insurance during the period in which construction is taking place to get each repositioning property ready for its intended use.

(12)	We acquired Conejo Spectrum Business Park, a nine-building property, during 1Q-2019. Amounts presented on this page represent one of the nine buildings, located at 2455 Conejo Spectrum Street.

(13)	9615 Norwalk is a 10.26 acre storage-yard with three buildings totaling 38,362 RSF. In January 2019, we converted the tenant’s MTM land lease to a term lease with an expiration date of June 30, 2020. We will demolish the existing buildings and construct a new 201,808 RSF building upon termination of the land lease.

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(1)	See page 28 for a definition of Properties and Space Under Repositioning.

(2)	Represents the estimated remaining number of months, as of September 30, 2019, for the space to reach stabilization. Includes time to complete construction and lease-up the space. Actual number of months required to reach stabilization may vary materially from our estimates.

(3)	Projected repositioning cost represents the estimated nonrecurring capital expenditures to be incurred for the repositioning to reach completion. Excludes historical cost of the land and building. We expect to update our estimates upon completion of the project, or sooner if there are any significant changes to expected costs from quarter to quarter.

(4)	Represents the actual cash NOI of repositioning space for the three months ended September 30, 2019. For a definition & discussion of non-GAAP financial measures, see the definitions section beginning on page 26.

(5)

Based on management estimates of annual cash NOI for the repositioning space, once the property has reached stabilization and initial rental concessions, if any, have elapsed. 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)

As of September 30, 2019, we have completed the repositioning of space aggregating 109,636 RSF at 3233 Mission Oaks which is comprised of eight units. The amounts presented on this page represent the actual and projected construction costs and the actual and estimated stabilized cash NOI of only the space under repositioning vs. the entire property. As of September 30, 2019, five units totaling 70,426 RSF have been leased and three units totaling 39,210 RSF are available for lease.

(7)	As of September 30, 2019, we have completed the repositioning of a 37,417 RSF unit at 7110 Rosecrans Avenue. The amounts presented on this page represent the actual and projected construction costs and the actual and estimated stabilized cash NOI of only the space under repositioning vs. the entire property.

(8)	Actual NOI for the three months ended September 30, 2019, reflects the capitalization of $24 thousand of real estate property taxes and insurance for lease-up space. We capitalize real estate property taxes and insurance during the period in which construction is taking place to get each repositioning space ready for its intended use.

(9)	We are unable to provide a meaningful stabilized yield for this completed project as this was a partial repositioning of a larger property.

(10)	Represents the yield based on 87% occupancy as of the stabilization date, which is one year after the completion of repositioning construction work. With the lease-up of the final unit during Q2-19, the property is 100% leased and has a stabilized yield of 7.5%.

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(1)

In exchange for the property located at 1515 15th Street, the seller received 593,960 Series 1 CPOP Units, which are convertible by the holder at any time or by the Company beginning five years after issuance, in each case, into common units of the Operating Partnership on a one-for-one basis. The transaction was priced based upon a stock price of $31.56, equal to the trailing 30-day average closing price of the Company's common stock as of the letter of intent date. The Series 1 CPOP Units are entitled to cumulative cash distributions at a rate of 4.43937% per year using a per unit stated value of $45.50952 (a 44.2% premium to the $31.56 per share described above), all as more particularly described in the Current Report on Form 8-K filed with the SEC on April 10, 2019.

(2)	The Merge is a fully entitled industrial development site on which we plan to build six industrial buildings totaling 333,491 RSF. We have retained the seller as fee developer to construct the project. The acquisition price includes $5.1 million of consideration held back in escrow to be released to the seller/developer upon meeting certain developer milestones.

(3)	We acquired fee title to the parcel of land located at 3340 North San Fernando Road. Prior to the acquisition, we leased the parcel of land from the seller under a long-term ground lease.

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(1)	Our Net income and Core FFO guidance refers to the Company's in-place portfolio as of October 29, 2019, and does not include any assumptions for acquisitions, dispositions or balance sheet activities that may or may not occur later during the year.

(2)	See page 29 for a reconciliation of the Company’s 2019 guidance range of net income attributable to common stockholders per diluted share, the most directly comparable forward-looking GAAP financial measure, to Core FFO per diluted share.

(3)

Our Same Property Portfolio is a subset of our consolidated portfolio and consists of 146 properties aggregating 18,248,342 rentable square feet that were wholly-owned by us as of January 1, 2018, and still owned by us as of September 30, 2019. Our Stabilized Same Property Portfolio represents the properties included in our Same Property Portfolio, adjusted to exclude eight of our properties that were or will be in various stages of repositioning or lease-up during 2018 and 2019. See page 29 for the definition of Stabilized Same Property Portfolio which includes a list of these eight properties.

(4)	Our general and administrative expense guidance includes (i) estimated non-cash equity compensation expense of $10.2 million and (ii) estimated internal leasing costs of $1.3 million that will be expensed during 2019 as a result of the adoption of ASC 842 effective January 1, 2019.

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(1)	For a definition and discussion of non-GAAP financial measures, see the notes and definitions section beginning on page 26 of this report.

(2)	Represents the estimated incremental base rent from uncommenced new and renewal leases as if they had commenced as of July 1, 2019.

(3)	Represents the estimated incremental NOI from Q3'19 acquisitions as if they had been acquired on July 1, 2019. 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, 2019.

(4)	Represents the deduction of actual Q3'19 NOI for the property that was sold during the current quarter. See page 23 for a detail of current year disposition properties.

(5)

Represents the estimated incremental NOI from the properties that were classified as current or future repositioning or lease-up during the three months ended September 30, 2019, assuming that all repositioning work had been completed and all of the properties/space were fully stabilized as of July 1, 2019. See pages 20-21 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, 2019.

(6)	Excludes unamortized loan discount and debt issuance costs totaling $3.3 million.

(7)	Represents outstanding shares of common stock of the Company, which excludes 214,995 shares of unvested restricted stock.

(8)	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. Includes 276,674 vested LTIP Units and excludes 334,178 unvested LTIP Units and 591,767 unvested performance units.

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