SAN FRANCISCO, July 19, 2021 /PRNewswire/ -- Prologis, Inc. (NYSE: PLD), the global leader in logistics real estate, today reported results for the second quarter of 2021.

Net earnings per diluted share was $0.81 for the quarter compared with $0.54 for the second quarter of 2020. Core funds from operations (Core FFO)* per diluted share was $1.01 for the quarter compared with $1.11 for the same period in 2020. The second quarter of 2021 included no net promote income, while the same period in 2020 had $0.23 of net promote income.

"Our exceptional quarter reflects the quality of our global portfolio, deep customer relationships and strong execution by the team," said Hamid R. Moghadam, chairman and CEO, Prologis. "Demand for logistics space is robust and diverse, and operating conditions remain the healthiest in our 38-year history. Vacancies in our markets are at all-time lows, contributing to record rent growth and valuation increases."

OPERATING PERFORMANCE 

Owned & Managed

2Q21

Notes

Average Occupancy

96.0%

Up 60bps from Q1 2021, 97.2% leased as of June 30, 2021

Leases Commenced

49.0MSF

44.9MSF operating portfolio and 4.1MSF development portfolio

Retention

70.8%

In line with company strategy to deliver high rent change

 

Prologis Share

2Q21

Notes

Net Effective Rent Change

31.5%

 

Cash Rent Change

15.5%

 

Cash Same Store NOI*

5.8%

US at 5.6%; Intl. at 6.6%

DEPLOYMENT ACTIVITY

Prologis Share

2Q21

Building Acquisitions

$128M

     Weighted avg stabilized cap rate

4.0%

Development Stabilizations

$687M

     Estimated weighted avg yield

6.0%

     Estimated weighted avg margin

38.8%

     Estimated value creation

$267M

     % Build-to-suit

46.3%

Development Starts

$610M

     Estimated weighted avg yield

5.6%

     Estimated weighted avg margin

32.1%

     Estimated value creation

$196M

      % Build-to-suit

12.5%

Total Dispositions and Contributions

$1,121M

      Weighted avg stabilized cap rate (excluding land and other real estate)

4.6%

BALANCE SHEET & LIQUIDITY
During the second quarter, Prologis and its co-investment ventures issued $3.8 billion of debt, including $766 million of senior notes issued at a weighted average interest rate of 1.08% percent and a weighted average term of approximately 14.5 years. This activity includes $658 million in green bond raises.

At June 30, 2021, debt as a percentage of total market capitalization was 17.4 percent, and the company's weighted average interest rate on its share of total debt was 1.8 percent with a weighted average term of 10.7 years. The combined investment capacity of Prologis and its open-ended ventures, at levels in line with their current ratings, is approximately $14 billion.

2021 GUIDANCE 
"We increased our guidance again across the board and now expect year-over-year Core FFO growth at the midpoint, excluding promotes, of 12.8 percent and free cash flow after dividends of approximately $1.3 billion," said Thomas S. Olinger, chief financial officer, Prologis. "Our outlook is equally promising, supported by our in-place-to-market spread of nearly 17 percent; a land portfolio with a build-out potential of about $18 billion; and an industry-leading balance sheet."

2021 GUIDANCE1  

Earnings (per diluted share)

Previous

Revised

Change at M.P.

Net Earnings

$2.80 to $2.90

$3.08 to $3.14

9.1%

Core FFO*

$3.96 to $4.02

$4.04 to $4.08

1.8%

Core FFO, excluding net promote income*

$3.98 to $4.04

$4.02 to $4.06

0.7%

 

Operations 

Average occupancy

96.25% to 96.75%

96.25% to 96.75%

-

Cash Same Store NOI* - PLD share

4.5% to 5.0%

5.25% to 5.75%

75bps

 

Strategic Capital (in millions) 

Strategic capital revenue, excl promote revenue

$450 to $460

$465 to $475

3.3%

Net promote income

($16)

$15

$31

 

G&A (in millions)

General & administrative expenses

$295 to $305

$295 to $305

-

       

 Capital Deployment – Prologis Share (in millions)

Previous

Revised

Change at M.P.

Development stabilizations

$2,000 to $2,200

$2,200 to $2,400

9.5%

Development starts

$2,750 to $3,050

$3,050 to $3,350

10.3%

Building acquisitions

$600 to $800

$700 to $900

14.3%

Building contributions

$1,650 to $1,950

$1,850 to $2,150

11.1%

Building and land dispositions

$1,600 to $1,900

$2,050 to $2,350

25.7%

Net proceeds (Uses)         

$0 to ($100)

$150 to $250

$250

Realized development gains

$700 to $800

$775 to $825

6.7%

 

1.    At the midpoint, this includes approximately 10 basis points of bad debt expense.

*      This is a non-GAAP financial measure. See the Notes and Definitions in our supplemental information for further explanation and a reconciliation to the most directly comparable GAAP measure.

The earnings guidance described above includes potential gains recognized from real estate transactions but excludes any future or potential foreign currency or derivative gains or losses as our guidance assumes constant foreign currency rates. In reconciling from net earnings to Core FFO*, Prologis makes certain adjustments, including but not limited to real estate depreciation and amortization expense, gains (losses) recognized from real estate transactions and early extinguishment of debt, impairment charges, deferred taxes and unrealized gains or losses on foreign currency or derivative activity. The difference between the company's Core FFO* and net earnings guidance for 2021 relates predominantly to these items. Please refer to our second quarter Supplemental Information, which is available on our Investor Relations website at https://ir.prologis.com and on the SEC's website at www.sec.gov for a definition of Core FFO* and other non-GAAP measures used by Prologis, along with reconciliations of these items to the closest GAAP measure for our results and guidance.

July 19, 2021, CALL DETAILS
The call will take place on Monday, July 19, 2021, at 9:00 a.m. PT/12:00 p.m. ET. To access a live broadcast of the call, please dial +1 (833) 968-2252 (toll-free from the United States and Canada) or +1 (778) 560-2807 (from all other countries) and enter conference code 2095953. A live webcast can be accessed from the Investor Relations section of www.prologis.com.

ABOUT PROLOGIS
Prologis, Inc. is the global leader in logistics real estate with a focus on high-barrier, high-growth markets. As of June 30, 2021, the company owned or had investments in, on a wholly owned basis or through co-investment ventures, properties and development projects expected to total approximately 995 million square feet (92 million square meters) in 19 countries. Prologis leases modern logistics facilities to a diverse base of approximately 5,500 customers principally across two major categories: business-to-business and retail/online fulfillment.

FORWARD-LOOKING STATEMENTS
The statements in this document that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which we operate as well as management's beliefs and assumptions. Such statements involve uncertainties that could significantly impact our financial results. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," and "estimates," including variations of such words and similar expressions, are intended to identify such forward-looking statements, which generally are not historical in nature. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future — including statements relating to rent and occupancy growth, development activity, contribution and disposition activity, general conditions in the geographic areas where we operate, our debt, capital structure and financial position, our ability to form new co-investment ventures and the availability of capital in existing or new co-investment ventures — are forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and, therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. Some of the factors that may affect outcomes and results include, but are not limited to: (i) national, international, regional and local economic and political climates; (ii) changes in global financial markets, interest rates and foreign currency exchange rates; (iii) increased or unanticipated competition for our properties; (iv) risks associated with acquisitions, dispositions and development of properties; (v) maintenance of real estate investment trust status, tax structuring and changes in income tax laws and rates; (vi) availability of financing and capital, the levels of debt that we maintain and our credit ratings; (vii) risks related to our investments in our co-investment ventures, including our ability to establish new co-investment ventures; (viii) risks of doing business internationally, including currency risks; (ix) environmental uncertainties, including risks of natural disasters; (x) risks related to the current coronavirus pandemic; and (xi) those additional factors discussed in reports filed with the Securities and Exchange Commission by us under the heading "Risk Factors." We undertake no duty to update any forward-looking statements appearing in this document except as may be required by law.

 

dollars in millions, except per share/unit data

Three Months ended June 30,

 

Six Months ended June 30,

         

2021

2020

 

2021

2020

 

Rental and other revenues

$1,022

$945

 

$2,050

$1,827

 

Strategic capital revenues

129

321

 

249

417

   

Total revenues

1,151

1,266

 

2,299

2,244

 

Net earnings attributable to common stockholders

599

405

 

964

894

 

Core FFO attributable to common stockholders/unitholders*

775

853

 

1,517

1,453

 

AFFO attributable to common stockholders/unitholders*

807

822

 

1,617

1,555

 

Adjusted EBITDA attributable to common stockholders/unitholders*

1,112

1,111

 

2,184

2,123

 

Estimated value creation from development stabilizations - Prologis Share

267

111

 

436

381

 

Common stock dividends and common limited partnership unit distributions

482

444

 

965

888

                   
 

Per common share - diluted:

         
   

Net earnings attributable to common stockholders

$0.81

$ 0.54

 

$1.30

$1.23

   

Core FFO attributable to common stockholders/unitholders*

1.01

1.11

 

1.98

1.95

   

Business line reporting:

         
     

Real estate operations* 

0.93

0.82

 

1.82

1.58

     

Strategic capital* 

0.08

0.29

 

0.16

0.37

     

Core FFO attributable to common stockholders/unitholders*

1.01

1.11

 

1.98

1.95

     

Realized development gains, net of taxes*

0.22

0.08

 

0.44

0.30

 

Dividends and distributions per common share/unit

0.63

0.58

 

1.26

1.16

                   
 

* This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.

                       
 

in thousands

June 30, 2021

 

March 31, 2021

 

December 31, 2020

 
 

Assets:

           
   

Investments in real estate properties:

           
     

Operating properties

$43,998,614

 

$43,545,616

 

$43,507,619

 
     

Development portfolio

2,174,088

 

2,031,716

 

1,882,611

 
     

Land

1,960,962

 

1,699,738

 

1,606,358

 
     

Other real estate investments

3,388,899

 

3,182,295

 

3,387,740

 
           

51,522,563

 

50,459,365

 

50,384,328

 
     

Less accumulated depreciation

7,108,954

 

6,823,824

 

6,539,156

 
         

Net investments in real estate properties

44,413,609

 

43,635,541

 

43,845,172

 
   

Investments in and advances to unconsolidated entities

7,811,448

 

7,514,840

 

7,602,014

 
   

Assets held for sale or contribution

692,072

 

1,055,751

 

1,070,724

 
         

Net investments in real estate

52,917,129

 

52,206,132

 

52,517,910

 
                       
   

Cash and cash equivalents

601,446

 

676,074

 

598,086

 
   

Other assets

2,922,810

 

2,850,603

 

2,949,009

 
         

Total assets

$56,441,385

 

$55,732,809

 

$56,065,005

 
                       
 

Liabilities and Equity:

           
   

Liabilities:

           
     

Debt 

$16,985,305

 

$16,503,458

 

$16,849,076

 
     

Accounts payable, accrued expenses and other liabilities

2,975,276

 

2,844,148

 

2,891,349

 
         

Total liabilities

19,960,581

 

19,347,606

 

19,740,425

 
                       
   

Equity:

           
     

Stockholders' equity

32,105,713

 

32,008,517

 

31,971,547

 
     

Noncontrolling interests

3,497,798

 

3,473,462

 

3,483,526

 
     

Noncontrolling interests - limited partnership unitholders

877,293

 

903,224

 

869,507

 
         

Total equity

36,480,804

 

36,385,203

 

36,324,580

 
                       
         

Total liabilities and equity

$56,441,385

 

$55,732,809

 

$56,065,005

 
   

Three Months Ended

 

Six Months Ended

 
         

June 30,

 

June 30,

 
 

in thousands, except per share amounts

2021

2020

 

2021

2020

 
 

Revenues:

           
   

Rental

$1,014,763

$944,366

 

$2,036,419

$1,823,173

 
   

Strategic capital 

129,387

320,658

 

249,348

417,249

 
   

Development management and other 

6,692

1,100

 

13,391

3,943

 
     

 Total revenues 

1,150,842

1,266,124

 

2,299,158

2,244,365

 
 

Expenses:

           
   

Rental 

245,133

232,109

 

523,017

459,727

 
   

Strategic capital 

45,099

81,545

 

94,549

128,119

 
   

General and administrative 

74,342

64,664

 

152,374

134,353

 
   

Depreciation and amortization

392,736

398,195

 

790,311

744,165

 
   

Other

7,194

7,979

 

10,638

22,553

 
     

Total expenses

764,504

784,492

 

1,570,889

1,488,917

 
                     
 

Operating income before gains on real estate transactions, net

386,338

481,632

 

728,269

755,448

 
   

Gains on dispositions of development properties and land, net

187,361

86,416

 

361,004

249,166

 
   

Gains on other dispositions of investments in real estate, net (excluding development properties and land)

127,167

43,939

 

143,790

75,430

 
 

Operating income

700,866

611,987

 

1,233,063

1,080,044

 
 

Other income (expense):

           
   

Earnings from unconsolidated co-investment ventures, net

57,330

47,443

 

116,007

94,558

 
   

Earnings from other unconsolidated ventures, net

15,089

6,699

 

23,461

48,314

 
   

Interest expense

(68,412)

(81,298)

 

(139,693)

(156,940)

 
   

Foreign currency and derivative gains (losses) and interest and other income, net

(5,365)

(59,809)

 

79,533

53,890

 
   

Losses on early extinguishment of debt, net

-

(23,573)

 

(187,453)

(66,340)

 
     

Total other income (expense)

(1,358)

(110,538)

 

(108,145)

(26,518)

 
                     
 

Earnings before income taxes

699,508

501,449

 

1,124,918

1,053,526

 
   

Current income tax expense

(36,499)

(48,673)

 

(61,054)

(76,593)

 
   

Deferred income tax benefit (expense)

(12,696)

2,162

 

(13,858)

(831)

 
 

Consolidated net earnings

650,313

454,938

 

1,050,006

976,102

 
 

Net earnings attributable to noncontrolling interests

(33,284)

(37,115)

 

(55,362)

(53,256)

 
 

Net earnings attributable to noncontrolling interests - limited partnership units

(16,853)

(11,650)

 

(27,121)

(25,620)

 
 

Net earnings attributable to controlling interests

600,176

406,173

 

967,523

897,226

 
 

Preferred stock dividends

(1,551)

(1,634)

 

(3,083)

(3,269)

 
 

Net earnings attributable to common stockholders 

$598,625

$404,539

 

$964,440

$893,957

 
 

Weighted average common shares outstanding - Diluted

764,652

765,830

 

764,724

746,027

 
 

Net earnings per share attributable to common stockholders - Diluted

$0.81

$0.54

 

$1.30

$1.23

 
                     
                   
   

Three Months Ended

 

Six Months Ended

         

June, 30

 

June, 30

 

in thousands

2021

2020

 

2021

2020

 

Net earnings attributable to common stockholders

$598,625

$404,539

 

$964,440

$893,957

 

Add (deduct) NAREIT defined adjustments:

         
   

Real estate related depreciation and amortization

381,865

389,072

 

769,553

725,004

   

Gains on other dispositions of investments in real estate, net (excluding development properties and land)

(127,167)

(43,939)

 

(143,790)

(75,430)

   

Reconciling items related to noncontrolling interests

(153)

602

 

(19,148)

(14,791)

   

Our share of reconciling items related to unconsolidated co-investment ventures

75,840

65,613

 

148,781

130,977

   

Our share of reconciling items related to other unconsolidated ventures

7,741

8,061

 

14,624

10,846

 

NAREIT defined FFO attributable to common stockholders/unitholders*

$936,751

$823,948

 

$1,734,460

$1,670,563

                   
 

Add (deduct) our defined adjustments:

         
   

Unrealized foreign currency and derivative losses (gains), net

(1,885)

66,791

 

(83,318)

(42,756)

   

Deferred income tax expense (benefit)

12,696

(2,162)

 

13,858

831

   

Current income tax expense on dispositions related to acquired tax liabilities

427

-

 

2,992

-

   

Reconciling items related to noncontrolling interests

(210)

(234)

 

(421)

(419)

   

Our share of reconciling items related to unconsolidated co-investment ventures

(1,861)

2,037

 

(2,020)

3,315

 

FFO, as modified by Prologis attributable to common stockholders/unitholders*

$945,918

$890,380

 

$1,665,551

$1,631,534

                   
 

Adjustments to arrive at Core FFO attributable to common stockholders/unitholders*:

         
   

Gains on dispositions of development properties and land, net

(187,361)

(86,416)

 

(361,004)

(249,166)

   

Current income tax expense on dispositions

16,678

22,993

 

24,564

29,718

   

Losses on early extinguishment of debt and other, net

-

26,573

 

187,453

74,340

   

Reconciling items related to noncontrolling interests

(22)

(52)

 

(24)

(2,597)

   

Our share of reconciling items related to unconsolidated co-investment ventures

2,661

(30)

 

2,587

2,671

   

Our share of reconciling items related to other unconsolidated ventures

(2,630)

3

 

(2,054)

(33,830)

 

Core FFO attributable to common stockholders/unitholders*

$775,244

$853,451

 

$1,517,073

$1,452,670

                   
 

Adjustments to arrive at Adjusted FFO ("AFFO") attributable to common stockholders/unitholders*,
including our share of unconsolidated ventures less noncontrolling interest:

         
   

Gains on dispositions of development properties and land, net

187,361

86,416

 

361,004

249,166

   

Current income tax expense on dispositions

(16,678)

(22,993)

 

(24,564)

(29,718)

   

Straight-lined rents and amortization of lease intangibles

(37,275)

(31,229)

 

(75,806)

(56,732)

   

Property improvements

(33,058)

(37,817)

 

(41,129)

(51,456)

   

Turnover costs

(76,897)

(45,488)

 

(148,037)

(84,884)

   

Amortization of debt premium, financing costs and management contracts, net

2,531

2,701

 

5,078

4,194

   

Stock compensation amortization expense

23,946

27,998

 

58,521

59,806

   

Reconciling items related to noncontrolling interests

8,294

9,302

 

15,159

14,349

   

Our share of reconciling items related to unconsolidated ventures

(26,587)

(20,216)

 

(50,731)

(2,134)

 

AFFO attributable to common stockholders/unitholders*

$806,881

$822,125

 

$1,616,568

$1,555,261

                   
 

* This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.

                   
   

Three Months Ended

 

Six Months Ended

         

June 30, 

 

June 30, 

 

in thousands

2021

2020

 

2021

2020

 

Net earnings attributable to common stockholders

$598,625

$404,539

 

$964,440

$893,957

     

Gains on other dispositions of investments in real estate, net (excluding development properties and land)

(127,167)

(43,939)

 

(143,790)

(75,430)

     

Depreciation and amortization expense

392,736

398,195

 

790,311

744,165

     

Interest expense 

68,412

81,298

 

139,693

156,940

     

Current and deferred income tax expense, net

49,195

46,511

 

74,912

77,424

     

Net earnings attributable to noncontrolling interests - limited partnership units

16,853

11,650

 

27,121

25,620

     

Pro forma adjustments

(2,682)

2,394

 

(3,632)

53,602

     

Preferred stock dividends

1,551

1,634

 

3,083

3,269

     

Unrealized foreign currency and derivative losses (gains), net

(1,885)

66,791

 

(83,318)

(42,756)

     

Stock compensation amortization expense

23,946

27,998

 

58,521

59,806

     

Losses on early extinguishment of debt and other, net

-

26,573

 

187,453

74,340

 

Adjusted EBITDA, consolidated*

$1,019,584

$1,023,644

 

$2,014,794

$1,970,937

                   
     

Reconciling items related to noncontrolling interests

(17,092)

(11,635)

 

(46,679)

(44,003)

     

Our share of reconciling items related to unconsolidated ventures

109,357

98,657

 

215,436

196,475

 

Adjusted EBITDA attributable to common stockholders/unitholders*

$1,111,849

$1,110,666

 

$2,183,551

$2,123,409

   
 

* This is a non-GAAP financial measure. Please see our Notes and Definitions for further explanation.

Adjusted EBITDA. We use Adjusted EBITDA attributable to common stockholders/unitholders ("Adjusted EBITDA"), a non-GAAP financial measure, as a measure of our operating performance. The most directly comparable GAAP measure to Adjusted EBITDA is net earnings.

We calculate Adjusted EBITDA by beginning with consolidated net earnings attributable to common stockholders and removing the effect of:  interest expense, income taxes, depreciation and amortization, impairment charges, gains or losses from the disposition of investments in real estate (excluding development properties and land), gains from the revaluation of equity investments upon acquisition of a controlling interest, gains or losses on early extinguishment of debt and derivative contracts (including cash charges), similar adjustments we make to our FFO measures (see definition below), and other items, such as, amortization of stock based compensation and unrealized gains or losses on foreign currency and derivatives. We also include a pro forma adjustment to reflect a full period of NOI on the operating properties we acquire or stabilize during the quarter and to remove NOI on properties we dispose of during the quarter, assuming all transactions occurred at the beginning of the quarter. The pro forma adjustment also includes economic ownership changes in our ventures to reflect the full quarter at the new ownership percentage.

We believe Adjusted EBITDA provides investors relevant and useful information because it permits investors to view our operating performance, analyze our ability to meet interest payment obligations and make quarterly preferred stock dividends on an unleveraged basis before the effects of income tax, depreciation and amortization expense, gains and losses on the disposition of non-development properties and other items (outlined above), that affect comparability. While all items are not infrequent or unusual in nature, these items may result from market fluctuations that can have inconsistent effects on our results of operations. The economics underlying these items reflect market and financing conditions in the short-term but can obscure our performance and the value of our long-term investment decisions and strategies.

We calculate our Adjusted EBITDA, based on our proportionate ownership share of both our unconsolidated and consolidated ventures.  We reflect our share of our Adjusted EBITDA measures for unconsolidated ventures by applying our average ownership percentage for the period to the applicable reconciling items on an entity by entity basis.  We reflect our share for consolidated ventures in which we do not own 100% of the equity by adjusting our Adjusted EBITDA measures to remove the noncontrolling interests share of the applicable reconciling items based on our average ownership percentage for the applicable periods.

While we believe Adjusted EBITDA is an important measure, it should not be used alone because it excludes significant components of net earnings, such as our historical cash expenditures or future cash requirements for working capital, capital expenditures, distribution requirements, contractual commitments or interest and principal payments on our outstanding debt and is therefore limited as an analytical tool.

Our computation of Adjusted EBITDA may not be comparable to EBITDA reported by other companies in both the real estate industry and other industries. We compensate for the limitations of Adjusted EBITDA by providing investors with financial statements prepared according to GAAP, along with this detailed discussion of Adjusted EBITDA and a reconciliation to Adjusted EBITDA from consolidated net earnings attributable to common stockholders.

Business Line Reporting is a non-GAAP financial measure. Core FFO and development gains are generated by our three lines of business: (i) real estate operations; (ii) strategic capital; and (iii) development.  The real estate operations line of business represents total Prologis Core FFO, less the amount allocated to the strategic capital line of business.  The amount of Core FFO allocated to the strategic capital line of business represents the third party share of asset management fees, Net Promotes and transactional fees that we earn from our consolidated and unconsolidated co-investment ventures less costs directly associated with our strategic capital group.  Realized development gains include our share of gains on dispositions of development properties and land, net of taxes. To calculate the per share amount, the amount generated by each line of business is divided by the weighted average diluted common shares outstanding used in our Core FFO per share calculation. Management believes evaluating our results by line of business is a useful supplemental measure of our operating performance because it helps the investing public compare the operating performance of Prologis' respective businesses to other companies' comparable businesses. Prologis' computation of FFO by line of business may not be comparable to that reported by other real estate investment trusts as they may use different methodologies in computing such measures.

Calculation of Per Share Amounts

 

Three Months Ended

   

Six Months Ended

 
 

Jun. 30,

   

Jun. 30,

 

in thousands, except per share amount

 

2021

   

2020

     

2021

   

2020

 

Net earnings

                         

Net earnings attributable to common stockholders

$

598,625

 

$

404,539

   

$

964,440

 

$

893,957

 

Noncontrolling interest attributable to exchangeable limited

 partnership units

 

16,921

   

11,763

     

27,241

   

25,812

 

Adjusted net earnings attributable to common stockholders - Diluted

$

615,546

 

$

416,302

   

$

991,681

 

$

919,769

 

Weighted average common shares outstanding - Basic

 

739,190

   

737,992

     

739,105

   

718,278

 

Incremental weighted average effect on exchange of

 limited partnership units

 

21,179

   

21,539

     

21,084

   

20,884

 

Incremental weighted average effect of equity awards

 

4,283

   

6,299

     

4,535

   

6,865

 

Weighted average common shares outstanding - Diluted

 

764,652

   

765,830

     

764,724

   

746,027

 

Net earnings per share - Basic

$

0.81

 

$

0.55

   

$

1.30

 

$

1.24

 

Net earnings per share - Diluted

$

0.81

 

$

0.54

   

$

1.30

 

$

1.23

 

Core FFO

                         

Core FFO attributable to common stockholders/unitholders

$

775,244

 

$

853,451

   

$

1,517,073

 

$

1,452,670

 

Noncontrolling interest attributable to exchangeable limited

 partnership units

$

137

   

187

   

$

262

   

330

 

Core FFO attributable to common stockholders/unitholders - Diluted

$

775,381

 

$

853,638

   

$

1,517,335

 

$

1,453,000

 

Weighted average common shares outstanding - Basic

 

739,190

   

737,992

     

739,105

   

718,278

 

Incremental weighted average effect on exchange of

 limited partnership units

 

21,179

   

21,539

     

21,084

   

20,884

 

Incremental weighted average effect of equity awards

 

4,283

   

6,299

     

4,535

   

6,865

 

Weighted average common shares outstanding - Diluted

 

764,652

   

765,830

     

764,724

   

746,027

 

Core FFO per share - Diluted

$

1.01

 

$

1.11

   

$

1.98

 

$

1.95

 

Estimated Value Creation represents the value that we expect to create through our development and leasing activities. We calculate Estimated Value Creation by estimating the Stabilized NOI that the property will generate and applying a stabilized capitalization rate applicable to that property. Estimated Value Creation is calculated as the amount by which the value exceeds our TEI and does not include any fees or promotes we may earn. Estimated Value Creation for our Value-Added Properties that are sold includes the realized economic gain.

Estimated Weighted Average Margin is calculated on development properties as Estimated Value Creation, less estimated closing costs and taxes, if any, on properties expected to be sold or contributed, divided by TEI.

Estimated Weighted Average Stabilized Yield is calculated on the properties in the Development Portfolio as Stabilized NOI divided by TEI. The yields on a Prologis Share basis were as follows:

 

Pre-Stabilized

Developments

 

2021 Expected Completion

 

2022 and Thereafter Expected Completion

 

Total Development Portfolio

 

U.S.

 

5.9

%

 

6.4

%

 

5.6

%

 

6.0

%

Other Americas

 

8.1

%

 

7.3

%

 

7.1

%

 

7.2

%

Europe

 

4.6

%

 

5.6

%

 

4.9

%

 

5.3

%

Asia

 

5.1

%

 

5.4

%

 

5.3

%

 

5.4

%

Total

 

5.4

%

 

5.9

%

 

5.5

%

 

5.7

%

FFO, as modified by Prologis attributable to common stockholders/unitholders ("FFO, as modified by Prologis"); Core FFO attributable to common stockholders/unitholders ("Core FFO"); AFFO attributable to common stockholders/unitholders ("AFFO"); (collectively referred to as "FFO"). FFO is a non-GAAP financial measure that is commonly used in the real estate industry. The most directly comparable GAAP measure to FFO is net earnings.

The National Association of Real Estate Investment Trusts ("NAREIT") defines FFO as earnings computed under GAAP to exclude historical cost depreciation and gains and losses from the sales, along with impairment charges, of previously depreciated properties. We also exclude the gains on revaluation of equity investments upon acquisition of a controlling interest and the gain recognized from a partial sale of our investment, as these are similar to gains from the sales of previously depreciated properties. We exclude similar adjustments from our unconsolidated entities and the third parties' share of our consolidated co-investment ventures.

Our FFO Measures

Our FFO measures begin with NAREIT's definition and we make certain adjustments to reflect our business and the way that management plans and executes our business strategy.  While not infrequent or unusual, the additional items we adjust for in calculating FFO, as modified by Prologis, Core FFO and AFFO, as defined below, are subject to significant fluctuations from period to period. Although these items may have a material impact on our operations and are reflected in our financial statements, the removal of the effects of these items allows us to better understand the core operating performance of our properties over the long term.  These items have both positive and negative short-term effects on our results of operations in inconsistent and unpredictable directions that are not relevant to our long-term outlook.

We calculate our FFO measures, as defined below, based on our proportionate ownership share of both our unconsolidated and consolidated ventures.  We reflect our share of our FFO measures for unconsolidated ventures by applying our average ownership percentage for the period to the applicable reconciling items on an entity by entity basis.  We reflect our share for consolidated ventures in which we do not own 100% of the equity by adjusting our FFO measures to remove the noncontrolling interests share of the applicable reconciling items based on our average ownership percentage for the applicable periods.

These FFO measures are used by management as supplemental financial measures of operating performance and we believe that it is important that stockholders, potential investors and financial analysts understand the measures management uses. We do not use our FFO measures as, nor should they be considered to be, alternatives to net earnings computed under GAAP, as indicators of our operating performance, as alternatives to cash from operating activities computed under GAAP or as indicators of our ability to fund our cash needs.

We analyze our operating performance principally by the rental revenues of our real estate and the revenues from our strategic capital business, net of operating, administrative and financing expenses. This income stream is not directly impacted by fluctuations in the market value of our investments in real estate or debt securities. 

FFO, as modified by Prologis

To arrive at FFO, as modified by Prologis, we adjust the NAREIT defined FFO measure to exclude the impact of foreign currency related items and deferred tax, specifically:

(i)

deferred income tax benefits and deferred income tax expenses recognized by our subsidiaries;

(ii)

current income tax expense related to acquired tax liabilities that were recorded as deferred tax liabilities in an acquisition, to the extent the expense is offset with a deferred income tax benefit in earnings that is excluded from our defined FFO measure;

(iii)

foreign currency exchange gains and losses resulting from (a) debt transactions between us and our foreign entities, (b) third-party debt that is used to hedge our investment in foreign entities, (c) derivative financial instruments related to any such debt transactions, and (d) mark-to-market adjustments associated with other derivative financial instruments.

We use FFO, as modified by Prologis, so that management, analysts and investors are able to evaluate our performance against other REITs that do not have similar operations or operations in jurisdictions outside the U.S.

Core FFO

In addition to FFO, as modified by Prologis, we also use Core FFO. To arrive at Core FFO, we adjust FFO, as modified by Prologis, to exclude the following recurring and nonrecurring items that we recognize directly in FFO, as modified by Prologis:

(i)

gains or losses from the disposition of land and development properties that were developed with the intent to contribute or sell;

(ii)

income tax expense related to the sale of investments in real estate;

(iii)

impairment charges recognized related to our investments in real estate generally as a result of our change in intent to contribute or sell these properties;

(iv)

gains or losses from the early extinguishment of debt and redemption and repurchase of preferred stock; and

(v)

expenses related to natural disasters.

We use Core FFO, including by segment and region, to: (i) assess our operating performance as compared to other real estate companies; (ii) evaluate our performance and the performance of our properties in comparison with expected results and results of previous periods; (iii) evaluate the performance of our management; (iv) budget and forecast future results to assist in the allocation of resources; (v) provide guidance to the financial markets to understand our expected operating performance; and (vi) evaluate how a specific potential investment will impact our future results.

AFFO

To arrive at AFFO, we adjust Core FFO to include realized gains from the disposition of land and development properties and recurring capital expenditures and exclude the following items that we recognize directly in Core FFO:

(i)

straight-line rents;

(ii)

amortization of above- and below-market lease intangibles;

(iii)

amortization of management contracts;

(iv)

amortization of debt premiums and discounts and financing costs, net of amounts capitalized, and;

(v)

stock compensation amortization expense.

We use AFFO to (i) assess our operating performance as compared to other real estate companies; (ii) evaluate our performance and the performance of our properties in comparison with expected results and results of previous periods; (iii) evaluate the performance of our management; (iv) budget and forecast future results to assist in the allocation of resources; and (v) evaluate how a specific potential investment will impact our future results.

Limitations on the use of our FFO measures

While we believe our modified FFO measures are important supplemental measures, neither NAREIT's nor our measures of FFO should be used alone because they exclude significant economic components of net earnings computed under GAAP and are, therefore, limited as an analytical tool. Accordingly, these are only a few of the many measures we use when analyzing our business.  Some of the limitations are:

  • The current income tax expenses that are excluded from our modified FFO measures represent the taxes that are payable.
  • Depreciation and amortization of real estate assets are economic costs that are excluded from FFO. FFO is limited, as it does not reflect the cash requirements that may be necessary for future replacements of the real estate assets. Furthermore, the amortization of capital expenditures and leasing costs necessary to maintain the operating performance of logistics facilities are not reflected in FFO.
  • Gains or losses from property dispositions and impairment charges related to expected dispositions represent changes in value of the properties. By excluding these gains and losses, FFO does not capture realized changes in the value of disposed properties arising from changes in market conditions.
  • The deferred income tax benefits and expenses that are excluded from our modified FFO measures result from the creation of a deferred income tax asset or liability that may have to be settled at some future point. Our modified FFO measures do not currently reflect any income or expense that may result from such settlement.
  • The foreign currency exchange gains and losses that are excluded from our modified FFO measures are generally recognized based on movements in foreign currency exchange rates through a specific point in time. The ultimate settlement of our foreign currency-denominated net assets is indefinite as to timing and amount. Our FFO measures are limited in that they do not reflect the current period changes in these net assets that result from periodic foreign currency exchange rate movements.
  • The gains and losses on extinguishment of debt or preferred stock that we exclude from our Core FFO, may provide a benefit or cost to us as we may be settling our obligation at less or more than our future obligation.
  • The natural disaster expenses that we exclude from Core FFO are costs that we have incurred.

We compensate for these limitations by using our FFO measures only in conjunction with net earnings computed under GAAP when making our decisions. This information should be read with our complete Consolidated Financial Statements prepared under GAAP. To assist investors in compensating for these limitations, we reconcile our modified FFO measures to our net earnings computed under GAAP.

Guidance. The following is a reconciliation of our annual guided Net Earnings per share to our guided Core FFO per share:

 

Low

 

High

 

Net Earnings (a)

$

3.08

 

$

3.14

 

Our share of:

           

Depreciation and amortization

 

2.24

   

2.28

 

Net gains on real estate transactions, net of taxes

 

(1.44)

   

(1.50)

 

Unrealized foreign currency losses, loss on early extinguishment of debt and other, net

 

0.16

   

0.16

 

Core FFO

$

4.04

 

$

4.08

 
   

(a)

Earnings guidance includes potential future gains recognized from real estate transactions, but excludes future foreign currency or derivative gains or losses as these items are difficult to predict.

Owned and Managed represents the consolidated properties and properties owned by our unconsolidated co-investment ventures, which we manage.

Prologis Share represents our proportionate economic ownership of each entity included in our total Owned and Managed portfolio whether consolidated or unconsolidated.

Rent Change (Cash) represents the percentage change in starting rental rates per the lease agreement, on new and renewed leases, commenced during the period compared with the previous ending rental rates in that same space. This measure excludes any short-term leases of less than one-year, holdover payments, free rent periods and introductory (teaser rates) defined as 50% or less of the stabilized rate.

Rent Change (Net Effective) represents the percentage change in net effective rental rates (average rate over the lease term), on new and renewed leases, commenced during the period compared with the previous net effective rental rates in that same space. This measure excludes any short-term leases of less than one year and holdover payments.

Retention is the square footage of all leases commenced during the period that are rented by existing tenants divided by the square footage of all expiring and in-place leases during the reporting period. The square footage of tenants that default or buy-out prior to expiration of their lease and short-term leases of less than one year, are not included in the calculation.

Same Store. Our same store metrics are non-GAAP financial measures, which are commonly used in the real estate industry and expected from the financial community, on both a net effective and cash basis. We evaluate the performance of the operating properties we own and manage using a "same store" analysis because the population of properties in this analysis is consistent from period to period, which allows us and investors to analyze our ongoing business operations. We determine our same store metrics on property NOI, which is calculated as rental revenue less rental expense for the applicable properties in the same store population for both consolidated and unconsolidated properties based on our ownership interest, as further defined below.

We define our same store population for the three months ended June 30, 2021 as the properties in our Owned and Managed Operating Portfolio, including the property NOI for both consolidated properties and properties owned by the unconsolidated co-investment ventures at January 1, 2020 and owned throughout the same three-month period in both 2020 and 2021. We believe the drivers of property NOI for the consolidated portfolio are generally the same for the properties owned by the ventures in which we invest and therefore we evaluate the same store metrics of the Owned and Managed portfolio based on Prologis' ownership in the properties ("Prologis Share"). The same store population excludes properties held for sale to third parties, along with development properties that were not stabilized at the beginning of the period (January 1, 2020) and properties acquired or disposed of to third parties during the period. To derive an appropriate measure of period-to-period operating performance, we remove the effects of foreign currency exchange rate movements by using the reported period-end exchange rate to translate from local currency into the U.S. dollar, for both periods.

As non-GAAP financial measures, the same store metrics have certain limitations as an analytical tool and may vary among real estate companies. As a result, we provide a reconciliation of Rental Revenues less Rental Expenses ("Property NOI") (from our Consolidated Financial Statements prepared in accordance with U.S. GAAP) to our Same Store Property NOI measures, as follows:

 

Three Months Ended

 
   

Jun. 30,

 

dollars in thousands

2021

 

2020

 

Change (%)

 

Reconciliation of Consolidated Property NOI to Same Store Property NOI measures:

                 

Rental revenues

$

1,014,763

 

$

944,366

       

Rental expenses

 

(245,133)

   

(232,109)

       

Consolidated Property NOI

$

769,630

 

$

712,257

       

Adjustments to derive same store results:

                 
 

Property NOI from consolidated properties not included in same store portfolio and other adjustments (a)

 

(237,532)

   

(202,113)

       
 

Property NOI from unconsolidated co-investment ventures included in same store portfolio (a)(b)

 

573,330

   

540,866

       
 

Third parties' share of Property NOI from properties included in same store portfolio (a)(b)

 

(460,569)

   

(443,052)

       

Prologis Share of Same Store Property NOI – Net Effective (b)

$

644,859

 

$

607,958

   

6.1

%

 

Consolidated properties straight-line rent and fair value lease adjustments included in the same store portfolio (c)

 

(13,335)

   

(11,577)

       
 

Unconsolidated co-investment ventures straight-line rent and fair value lease adjustments included in the same store portfolio (c)

 

(11,833)

   

(12,770)

       
 

Third parties' share of straight-line rent and fair value lease adjustments included in the same store portfolio (b)(c)

 

9,239

   

10,650

       

Prologis Share of Same Store Property NOI – Cash (b)(c)

$

628,930

 

$

594,261

   

5.8

%

   

(a)

We exclude properties held for sale to third parties, along with development properties that were not stabilized at the beginning of the period and properties acquired or disposed of to third parties during the period. We also exclude net termination and renegotiation fees to allow us to evaluate the growth or decline in each property's rental revenues without regard to one-time items that are not indicative of the property's recurring operating performance. Net termination and renegotiation fees represent the gross fee negotiated to allow a customer to terminate or renegotiate their lease, offset by the write-off of the asset recorded due to the adjustment to straight-line rents over the lease term. Same Store Property NOI is adjusted to include an allocation of property management expenses for our consolidated properties based on the property management services provided to each property (generally, based on a percentage of revenues). On consolidation, these amounts are eliminated and the actual costs of providing property management and leasing services are recognized as part of our consolidated rental expense.

(b)

We include the Property NOI for the same store portfolio for both consolidated properties and properties owned by the co-investment ventures based on our investment in the underlying properties. In order to calculate our share of Same Store Property NOI from the co-investment ventures in which we own less than 100%, we use the co-investment ventures' underlying Property NOI for the same store portfolio and apply our ownership percentage at June 30, 2021 to the Property NOI for both periods, including the properties contributed during the period. We adjust the total Property NOI from the same store portfolio of the co-investment ventures by subtracting the third parties' share of both consolidated and unconsolidated co-investment ventures.

 

During the periods presented, certain wholly owned properties were contributed to a co-investment venture and are included in the same store portfolio. Neither our consolidated results nor those of the co-investment ventures, when viewed individually, would be comparable on a same store basis because of the changes in composition of the respective portfolios from period to period (e.g. the results of a contributed property are included in our consolidated results through the contribution date and in the results of the venture subsequent to the contribution date based on our ownership interest at the end of the period). As a result, only line items labeled "Prologis Share of Same Store Property NOI" are comparable period over period.

(c) 

We further remove certain noncash items (straight-line rent and amortization of fair value lease adjustments) included in the financial statements prepared in accordance with U.S. GAAP to reflect a Same Store Property NOI – Cash measure.

 

We manage our business and compensate our executives based on the same store results of our Owned and Managed portfolio at 100% as we manage our portfolio on an ownership blind basis. We calculate those results by including 100% of the properties included in our same store portfolio.

Weighted Average Interest Rate is based on the effective rate, which includes the amortization of related premiums and discounts and finance costs. 

Weighted Average Stabilized Capitalization ("Cap") Rate is calculated as Stabilized NOI divided by the Acquisition Price. 

Prologis. (PRNewsFoto/Prologis, Inc.) (PRNewsFoto/Prologis, Inc.)

 

SOURCE Prologis, Inc.

Media contact & resources

Jennifer Nelson

VP, Head of Global Corporate Communications
+1 (415) 733 9409
[email protected]
San Francisco, California USA

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