August 10, 2020

PREIT Reports Second Quarter 2020 Results

PHILADELPHIA, Aug. 10, 2020 /PRNewswire/ — PREIT (NYSE: PEI) today reported results for the three and six months ended June…

PHILADELPHIA, Aug. 10, 2020 /PRNewswire/ — PREIT (NYSE: PEI) today reported results for the three and six months ended June 30, 2020.  A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is located in the tables accompanying this release.



Three Months Ended

June 30,



Six Months Ended

June 30,


(per share amounts)


2020



2019



2020



2019


Net income (loss) – basic and diluted


$

(0.38)



$

(0.17)



$

(0.64)



$

(0.47)


FFO


$

(0.06)



$

0.24



$

0.08



$

0.41


FFO, as adjusted


$

(0.06)



$

0.22



$

0.09



$

0.48


FFO from assets sold in 2019


$



$

(0.01)



$



$

(0.02)


FFO, as adjusted for assets sold


$

(0.06)



$

0.21



$

0.09



$

0.46


“We continue to be appreciative of our PREIT associates for executing on all aspects of our plan to get through this challenging period.  Our resolve in creating the best overall consumer experience remains,” said Joseph F. Coradino, Chairman and CEO of PREIT. “Long before this pandemic hit, we were responding to changes in consumer behavior. Our properties have superior market positioning as dominant retail hubs and we believe they will continue to gain market share as we strengthen them into commerce districts that include apartments, hotels, storage and last-mile fulfillment, medical and other uses.  Our go-forward capital allocation priorities are to ensure that only the best opportunities to bolster our underlying earnings stream are pursued.”

  • Same Store NOI, excluding lease termination revenue, decreased 36.6% for the three months ended June 30, 2020 compared to June 30, 2019. 
    • The quarter was impacted by a decrease in revenue of $20.1 million primarily resulting from bankruptcies and related store closings, an increase in credit losses for challenged tenants, the accounting for rental abatements as well as decreased percentage sales revenue resulting from mall closures related to the COVID-19 pandemic.
  • Core Mall total occupancy was 92.4%, a decrease of 130 basis points compared to June 30, 2019. Core Mall non-anchor occupancy declined by only 40 basis points from last year despite the impact from bankruptcies and chain liquidations that resulted in 12 store closures for an aggregate 59,000 square feet during the first six months of 2020.
  • Non-anchor Leased space, at 90.3%, exceeds occupied space by 80 basis points when factoring in executed new leases slated for future occupancy, excluding Fashion District Philadelphia.
  •  Average renewal spreads for the quarter in our wholly-owned portfolio were 2.3% for spaces less than 10,000 square feet.  
  • The Company continues to make progress on liquidity-generating capital transactions including its multifamily and hotel land sales and the multi-property sale-leaseback transaction.  During June, the Company completed the remaining outparcel sales, generating $14.4 million
  • On July 27, 2020, the Company executed amendments to its Senior Credit Facilities that, among other things, suspended certain financial covenants effective as of June 30, 2020 until August 31, 2020, subject to extension until September 30, 2020 if the Company meets certain conditions.  The Company continues its discussions with lenders to agree upon a longer-term financing solution before August 31, 2020. 

Leasing and Redevelopment

  • Excluding Fashion District Philadelphia, 197,000 square feet of leases are signed for 2020 openings, which is expected to contribute annual gross rent of $11.7 million.
  • Key openings at recent redevelopment completions continue including: Kate Spade, Industrious and Francesca’s at Fashion District Philadelphia; Talbot’s Outlet, Restore Cryotherapy and Plymouth Performing Arts Center at Plymouth Meeting Mall; and Sephora and Jamba at Woodland Mall.

Property Re-openings and COVID-19 Response

  • As of July 3, 2020, all of PREIT’s malls have re-opened, excluding certain prohibited uses that vary by state.
  • Core mall physical in-line occupancy registered 83.1% as of August 7, 2020.
  • Core mall traffic at comparable properties is approximately 68% of 2019 non-holiday averages.
  • Cash collections for April through July totaled 53% of billings.
  • Deferral agreements have been reached with 60% of PREITs key national tenants by number.
  • As part of the Company’s plan to improve liquidity during the COVID-19 crisis, the Company has executed on corporate actions: In addition to previous one-time savings in G&A and operating expenses totaling $4.7 million, PREIT made permanent overhead reductions, that are expected to save the Company approximately $4.0 million annually in G&A expenses. Planned 2020 capital spending was reduced by $26 million. We also received deferral on approximately $11.6 million in real estate tax payments and entered into agreements that provide for forbearance or loan modifications on mortgage loans for eight of our properties.
  • In continuous support of its tenants, PREIT has developed and implemented its own contactless pick up solution, Mall2Go, and has developed a branded parking lot activation series, Park and Play, that will result in nearly two dozen events being held between late July and mid-September across its portfolio.
  • Across its portfolio, the Company has hosted blood drives and food donation drives, provided meals to area essential workers, and donated much needed protective supplies. Read more about our efforts here.
  • Shop Local webpages were developed by PREIT, aggregating ecommerce sites for all the small businesses throughout our portfolio. The offerings highlighted these businesses not only to the local audience, but to customers of the entire PREIT portfolio, leveraging the Company’s marketing power for local business partners.
  • Through PREIT’s SBA resources page and contact with tenants, the Company has continued to provide resources for smaller businesses to access the liquidity needed to make it through this challenging time.
  • PREIT’s mall websites now include job portals to collect information to pass along to our retail partners.

Primary Factors Affecting Financial Results for the Three Months Ended June 30, 2020 and 2019:

  • Net loss attributable to PREIT common shareholders was $29.2 million, or $0.38 per basic and diluted share for the three months ended June 30, 2020, compared to net loss attributable to PREIT common shareholders of $12.6 million, or $0.17 per basic and diluted share for the three months ended June 30, 2019.
  • Same Store NOI decreased by $18.6 million, or 36.4%. The decrease is primarily due to lost revenues from bankrupt tenants, an increase in credit losses, accounting for rental abatements and a decrease in percentage of sales revenue due to COVID-19 related mall closures, partially offset by new store openings, including contributions from replacement anchors.
  • Non Same Store NOI decreased by $2.7 million, primarily due to lost revenues from bankrupt tenants, an increase in credit losses and a decrease in percentage of sales revenue due to COVID-19 related mall closures. Other decreases in NOI from Non Same Store properties is due to the conveyance of Wyoming Valley Mall and lower contributions from Exton Square Mall, resulting from an anchor closing and related co-tenancy revenue adjustments, as well as the sale of an outparcel during the second quarter of 2019.
  • FFO for the three months ended June 30, 2020 was $(0.06) per diluted share and OP Unit compared to $0.24 per diluted share and OP Unit for the three months ended June 30, 2019. Adjustments to FFO in the second quarter of 2020 were less than $0.01 per share of provision for employee separation expenses. Adjustments to FFO in the 2019 quarter included $0.02 per share of Insurance recoveries.
  • General and administrative expenses decreased by $1.0 million compared to the second quarter of 2019 due to lower payroll and incentive compensation expenses.

All NOI and FFO amounts referenced as primary factors affecting financial results above include our share of unconsolidated properties’ revenues and expenses. Additional information regarding changes in operating results for the three months ended June 30, 2020 and 2019 is included on page 16.

Asset Dispositions

During June, the Company completed our single tenant outparcel sale initiative, closing on the remaining $14.4 million in sales, bringing the total outparcel sale effort gross proceeds to $27.8 million.

Sale/Leaseback: In February 2020, the Company entered into an agreement of sale for the sale and leaseback of five properties for $153.6 million.  Structured as a 99-year lease with an option to repurchase, the agreement   provides for release of parcels related to multifamily development and is subject to ongoing lease payments at 7% ($10.75 million) with annual 1.25% escalations.  Closing on the transaction is subject to customary closing conditions, including due diligence provisions.

Multifamily Land Parcels: The Company has executed agreements of sale for land parcels for anticipated multifamily development in the amount of $107.3 million.  The agreements are with three different buyers across five properties for 2,650 units as part of Phase I of the Company’s previously announced multifamily land sale plan.  Closing on the transactions is subject to customary due diligence provisions and securing entitlements.  One buyer for two other land parcels had terminated its agreement and PREIT has now executed letters of intent with another buyer.

Hotel Parcels: The Company has executed two agreements of sale to convey land parcels for anticipated hotel development in the amount of $3.75 million.  The agreements are with two separate buyers for approximately 250 rooms.  Closings on the transactions are subject to customary due diligence provisions and securing entitlements.

Retail Operations

Due to COVID-related mall closures impacting the majority of the quarter, the Company is not reporting tenant sales at this time.

2020 Outlook

On March 31, 2020, the Company withdrew its financial outlook for 2020 provided in its February 25, 2020 earnings press release.  The Company is not providing updated guidance at this time.

Conference Call Information

Management has scheduled a conference call for 9:00 a.m. Eastern Time on Tuesday August 11, 2020, to review the Company’s results and future outlook.  To listen to the call, please dial 1-844-885-9139 (domestic toll free), or 1-647-689-4441 (international), and request to join the PREIT call, Conference ID 4292929, at least fifteen minutes before the scheduled start time as callers could experience delays.  Investors can also access the call in a “listen only” mode via the internet at the Company’s website, preit.com.  Please allow extra time prior to the call to visit the site and download the necessary software to listen to the Internet broadcast.  Financial and statistical information expected to be discussed on the call will also be available on the Company’s website.

For interested individuals unable to join the conference call, the online archive of the webcast will also be available for one year following the call.

About PREIT

PREIT (NYSE:PEI) is a publicly traded real estate investment trust that owns and manages quality properties in compelling markets. PREIT’s robust portfolio of carefully curated retail and lifestyle offerings mixed with destination dining and entertainment experiences are located primarily in the densely-populated eastern U.S. with concentrations in the mid-Atlantic’s top MSAs. Since 2012, the Company has driven a transformation guided by an emphasis on portfolio quality and balance sheet strength driven by disciplined capital expenditures. Additional information is available at www.preit.com or on Twitter or LinkedIn.

Rounding

Certain summarized information in the tables above may not total due to rounding.

Definitions

Funds From Operations (FFO)

The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO, which is a non-GAAP measure commonly used by REITs, as net income (computed in accordance with GAAP) excluding (i) depreciation and amortization related to real estate, (ii) gains and losses from the sale of certain real estate assets, (iii) gains and losses from change in control, and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We compute FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition, or that interpret the current NAREIT definition differently than we do.

FFO is a commonly used measure of operating performance and profitability among REITs.  We use FFO and FFO per diluted share and unit of limited partnership interest in our operating partnership (“OP Unit”) and, when applicable, related measures such as Funds From Operations, as adjusted, in measuring our performance against our peers and as one of the performance measures for determining incentive compensation amounts earned under certain of our performance-based executive compensation programs. 

FFO does not include gains and losses on sales of operating real estate assets or impairment write downs of depreciable real estate, which are included in the determination of net income in accordance with GAAP. Accordingly, FFO is not a comprehensive measure of our operating cash flows. In addition, since FFO does not include depreciation on real estate assets, FFO may not be a useful performance measure when comparing our operating performance to that of other non-real estate commercial enterprises. We compensate for these limitations by using FFO in conjunction with other GAAP financial performance measures, such as net income and net cash provided by operating activities, and other non-GAAP financial performance measures, such as NOI. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net income (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available for our cash needs, including our ability to make cash distributions. We believe that net income is the most directly comparable GAAP measurement to FFO.

When applicable, we also present Funds From Operations, as adjusted, and Funds From Operations per diluted share and OP Unit, as adjusted, which are non-GAAP measures, to show the effect of such items as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, and insurance recoveries or losses, net, which can have a significant effect on our results of operations, but are not, in our opinion, indicative of our operating performance.  We also present FFO on a further adjusted basis to isolate the impact on FFO caused by property dispositions.

We believe that FFO is helpful to management and investors as a measure of operating performance because it excludes various items included in net income that do not relate to or are not indicative of operating performance, such as gains on sales of operating real estate and depreciation and amortization of real estate, among others. We believe that Funds From Operations, as adjusted, is helpful to management and investors as a measure of operating performance because it adjusts FFO to exclude items that management does not believe are indicative of our operating performance, such as provision for employee separation expense, loss on debt extinguishment (including accelerated amortization of financing costs) and insurance losses and recoveries.

Net Operating Income (“NOI”)

NOI (a non-GAAP measure) is derived from real estate revenue (determined in accordance with GAAP, including lease termination revenue), minus property operating expenses (determined in accordance with GAAP), plus our pro rata share of revenue and property operating expenses of our unconsolidated partnership investments. NOI does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net income (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity. It is not indicative of funds available for our cash needs, including our ability to make cash distributions.  We believe that NOI is helpful to management and investors as a measure of operating performance because it is an indicator of the return on property investment, and provides a method of comparing property performance over time. We believe that net income is the most directly comparable GAAP measurement to NOI.

NOI excludes other income, general and administrative expenses, provision for employee separation expenses, interest expense, depreciation and amortization, impairment of assets, equity in income of partnerships, gains/losses and adjustments to gains/losses on sales of interest in non operating real estate, gains/losses and adjustments to gains/losses on sales of interest in real estate by equity method investee, gains/losses on sales of interests in real estate, net, project costs, gain or loss on debt extinguishment, insurance losses or recoveries, net and other expenses.

Same Store NOI is calculated using retail properties owned for the full periods presented and excludes properties acquired, disposed, under redevelopment or designated as non-core during the periods presented.  In 2019, Wyoming Valley, Exton Square and Valley View Malls were designated as non-core and are excluded from Same Store NOI.  In 2020, Exton Square and Valley View Malls are designated as non-core and are excluded from Same Store NOI. Non Same Store NOI is calculated using the retail properties excluded from the calculation of Same Store NOI.

Financial Information of our Unconsolidated Properties

The non-GAAP financial measures of FFO and NOI presented in this press release incorporate financial information attributable to our share of unconsolidated properties. This proportionate financial information is also non-GAAP financial information, but we believe that it is helpful information because it reflects the proportionate contribution from our unconsolidated properties that are owned through investments accounted for under GAAP using the equity method of accounting. Under such method, earnings from these unconsolidated partnerships are recorded in our statements of operations prepared in accordance with GAAP under the caption entitled “Equity in income of partnerships.”

To derive the proportionate financial information from our unconsolidated properties, we multiplied the percentage of our economic interest in each partnership on a property-by-property basis by each line item.  Under the partnership agreements relating to our current unconsolidated partnerships with third parties, we own a 25% to 50% economic interest in such partnerships, and there are generally no provisions in such partnership agreements relating to special non-proportionate allocations of income or loss, and there are no preferred or priority returns of capital or other similar provisions.  While this method approximates our indirect economic interest in our pro rata share of the revenue and expenses of our unconsolidated partnerships, we do not have a direct legal claim to the assets, liabilities, revenues or expenses of the unconsolidated partnerships beyond our rights as an equity owner in the event of any liquidation of such entity.  Our percentage ownership is not necessarily indicative of the legal and economic implications of our ownership interest.  Accordingly, NOI and FFO results based on our share of the results of unconsolidated partnerships do not represent cash generated from our investments in these partnerships.

Core Properties

Core Properties include all operating retail properties except for Exton Square Mall, Valley View Mall and Fashion District Philadelphia.  Core Malls excludes these properties, power centers and Gloucester Premium Outlets.

Forward Looking Statements

This press release contains certain forward-looking statements that can be identified by the use of words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “project”  or similar expressions. Forward-looking statements relate to expectations, beliefs, projections, future plans, strategies, anticipated events, trends and other matters, including our expectations regarding the impact of COVID-19 on our business, that are not historical facts. These forward-looking statements reflect our current views about future events, achievements, results, cost reductions, dividend payments and the impact of COVID-19 and are subject to risks, uncertainties and changes in circumstances that might cause future events, achievements or results to differ materially from those expressed or implied by the forward-looking statements. In particular, our business might be materially and adversely affected by the following:

  • the COVID-19 global pandemic and the public health and governmental actions in response, which have and may continue to exacerbate many of the risks listed below;
  • our ability to implement plans and initiatives to adequately address the “going concern” considerations described in Note 1 to our consolidated financial statements in our Form 10-K for the year ended December 31, 2019;
  • changes in the retail and real estate industries, including consolidation and store closings, particularly among anchor tenants;
  • current economic conditions, including current high rates of unemployment and its effects on consumer confidence and spending, and the corresponding effects on tenant business performance, prospects, solvency and leasing decisions;
  • our inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise;
  • our ability to maintain and increase property occupancy, sales and rental rates;
  • increases in operating costs that cannot be passed on to tenants;
  • the effects of online shopping and other uses of technology on our retail tenants;
  • risks related to our development and redevelopment activities, including delays, cost overruns and our inability to reach projected occupancy or rental rates;
  • acts of violence at malls, including our properties, or at other similar spaces, and the potential effect on traffic and sales;
  • our ability to sell properties that we seek to dispose of or our ability to obtain prices we seek;
  • potential losses on impairment of certain long-lived assets, such as real estate, including losses that we might be required to record in connection with any disposition of assets;
  • our substantial debt and the liquidation preference of our preferred shares and our high leverage ratio and our ability to remain in compliance with our financial covenants and obtain additional debt covenant relief under our debt facilities;
  • our ability to refinance our existing indebtedness when it matures, on favorable terms or at all;
  • our ability to satisfy our indebtedness if such indebtedness were to be accelerated due to breach of covenants or payment default, as well as our ability to satisfy any other debt that was accelerated as a consequence;
  • our ability to raise capital, including through sales of properties or interests in properties and through the issuance of equity or equity-related securities if market conditions are favorable;
  • our ability to continue to pay dividends at current levels or at all; and
  • potential dilution from any capital raising transactions or other equity issuances.

Additional factors that might cause future events, achievements or results to differ materially from those expressed or implied by our forward-looking statements include those discussed herein and in the sections entitled “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020 and any subsequent reports we may file with the SEC. We do not intend to update or revise any forward-looking statements to reflect new information, future events or otherwise.

CONTACT: AT THE COMPANY

Mario Ventresca

EVP & CFO

(215) 875-0703

Heather Crowell

EVP, Strategy and Communications

(215) 454-1241

heather.crowell@preit.com

**     Quarterly supplemental financial and operating     **

**     information will be available on www.preit.com     **



Three Months Ended

June 30,



Six Months Ended

June 30,


(in thousands of dollars)


2020



2019



2020



2019


REVENUE:

















Real estate revenue:

















Lease revenue


$

52,119



$

73,744



$

119,840



$

150,358


Expense reimbursements



2,976




4,916




7,280




9,978


Other real estate revenue



1,543




2,417




3,467




5,417


Total real estate revenue



56,638




81,077




130,587




165,753


Other income



131




315




424




942


Total revenue



56,769




81,392




131,011




166,695


EXPENSES:

















Operating expenses:

















Property operating expenses:

















CAM and real estate taxes



(25,213)




(28,168)




(52,730)




(57,571)


Utilities



(2,519)




(3,681)




(5,442)




(7,341)


Other property operating expenses



(1,775)




(1,913)




(3,872)




(3,979)


Total property operating expenses



(29,507)




(33,762)




(62,044)




(68,891)


Depreciation and amortization



(30,908)




(31,946)




(61,177)




(66,849)


General and administrative expenses



(10,569)




(11,609)




(21,264)




(22,814)


Provision for employee separation expenses



(1,040)




(141)




(1,113)




(860)


Insurance recoveries, net



586




1,852




586




1,616


Project costs and other expenses



(66)




(130)




(161)




(187)


Total operating expenses



(71,504)




(75,736)




(145,173)




(157,985)


Interest expense, net



(17,182)




(15,554)




(34,040)




(31,452)


Loss on debt extinguishment, net












(4,768)


Impairment of development land parcel












(1,464)


Total expenses



(88,686)




(91,290)




(179,213)




(195,669)


Loss before equity in income of partnerships, gain (loss) on sales of real estate by equity method investee, gain on sales of real estate, net, and loss on sales of interests in non operating real estate



(31,917)




(9,898)




(48,202)




(28,974)


Equity in income of partnerships



(358)




2,316




461




4,605


Gain (loss) on sales of real estate by equity method investee






(11)







553


Gain on sales of real estate, net



9,300




1,513




11,263




1,513


Loss on sales of interests in non operating real estate



(144)







(190)





Net loss



(23,119)




(6,080)




(36,668)




(22,303)


Less: net loss attributable to noncontrolling interest



746




329




1,262




2,017


Net loss attributable to PREIT



(22,373)




(5,751)




(35,406)




(20,286)


Less: preferred share dividends



(6,844)




(6,844)




(13,688)




(13,688)


Net loss attributable to PREIT common shareholders


$

(29,217)



$

(12,595)



$

(49,094)



$

(33,974)






Three Months Ended

June 30,



Six Months Ended

June 30,


(in thousands, except per share amounts)


2020



2019



2020



2019


Net loss


$

(23,119)



$

(6,080)



$

(36,668)



$

(22,303)


Noncontrolling interest



746




329




1,262




2,017


Preferred share dividends



(6,844)




(6,844)




(13,688)




(13,688)


Dividends on unvested restricted shares



(13)




(224)




(363)




(441)


Net loss used to calculate loss per share—basic and diluted


$

(29,230)



$

(12,819)



$

(49,457)



$

(34,415)


Basic and diluted income (loss) per share:


$

(0.38)



$

(0.17)



$

(0.64)



$

(0.47)



















(in thousands of shares)

















Weighted average shares outstanding—basic



77,269




76,405




77,021




73,896


Effect of common share equivalents(1)













Weighted average shares outstanding—diluted



77,269




76,405




77,021




73,896




(1)

The Company had net losses for the three and six months ended June 30, 2020 and 2019, respectively, therefore, the effects of common share equivalents are excluded from the calculation of diluted loss per share for these periods because they would be antidilutive.

 



Three Months Ended

June 30,



Six Months Ended

June 30,


(in thousands of dollars)


2020



2019



2020



2019


Comprehensive loss:

















Net loss


$

(23,119)



$

(6,080)



$

(36,668)



$

(22,303)


Unrealized loss on derivatives



(52)




(11,723)




(19,803)




(18,231)


Amortization of settled swaps



65




76




70




78


Total comprehensive loss



(23,106)




(17,727)




(56,401)




(40,456)


Less: comprehensive loss attributable to noncontrolling interest



1,213




634




2,235




2,887


Comprehensive loss attributable to PREIT


$

(21,893)



$

(17,093)



$

(54,166)



$

(37,569)


The following table presents a reconciliation of net income (loss) determined in accordance with GAAP to (i) Funds from operations attributable to common shareholders and OP Unit holders, (ii) Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders, (iii) Funds from operations, as adjusted for assets sold, (iv) Funds from operations attributable to common shareholders and OP Unit holders per diluted share and OP Unit, (v) Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit, and (vi) Funds from operations, as adjusted for assets sold per diluted share and OP Unit for the three and six months ended June 30, 2020 and 2019, respectively:



Three Months Ended June 30,



Six Months Ended June 30,


(in thousands, except per share amounts)


2020



2019



2020



2019


Net loss


$

(23,119)



$

(6,080)



$

(36,668)



$

(22,303)


Depreciation and amortization on real estate:

















Consolidated properties



30,541




31,612




60,485




66,178


PREIT’s share of equity method investments



3,796




2,081




7,406




4,051


Gain on sales of interests in real estate, net



(9,301)




(1,513)




(11,263)




(1,513)


Dividend on preferred shares



(6,844)




(6,844)




(13,687)




(13,688)


Funds from operations attributable to common shareholders and OP Unit holders


$

(4,927)



$

19,256



$

6,273



$

32,725


Insurance recoveries, net



(586)




(1,852)




(586)




(1,616)


(Gain) Loss on debt extinguishment, net












4,768


Impairment of development land parcel












1,464


Provision for employee separation expenses



1,040




141




1,113




860


Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders


$

(4,473)



$

17,545



$

6,800



$

38,201


Less: Funds from operations from assets sold in 2019 and 2018













Funds from operations, as adjusted for assets sold


$

(4,473)



$

17,545



$

6,800



$

38,201



















Funds from operations attributable to common shareholders and OP Unit holders per diluted share and OP Unit


$

(0.06)



$

0.24



$

0.08



$

0.41


Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit


$

(0.06)



$

0.22



$

0.09



$

0.48


Funds from operations, as adjusted for assets sold per diluted share and OP Unit


$

(0.06)



$

0.22



$

0.09



$

0.48



















(in thousands of shares)

















Weighted average number of shares outstanding



77,269




76,405




75,221




73,896


Weighted average effect of full conversion of OP Units



2,023




2,023




3,221




4,440


Effect of common share equivalents



357




683




453




595


Total weighted average shares outstanding, including OP Units



79,649




79,111




78,895




78,931


NOI for the three months ended June 30, 2020 and 2019:



Same Store



Change



Non Same Store



Total




2020



2019



$



%



2020



2019



2020



2019


NOI from consolidated properties


$

27,077



$

44,082



$

(17,005)




-38.6

%


$

54



$

3,232



$

27,131



$

47,314


NOI attributable to equity method investments, at ownership share



5,477




7,067




(1,590)




-22.5

%



608




135




6,085




7,202


Total NOI



32,554




51,149




(18,595)




-36.4

%



662




3,367




33,216




54,516


Less: lease termination revenue



217




159




58




36.5

%






1




217




160


Total NOI excluding lease termination revenue


$

32,337



$

50,990



$

(18,653)




-36.6

%


$

662



$

3,366



$

32,999



$

54,356


NOI for the six months ended June 30, 2020 and 2019:



Same Store



Change



Non Same Store



Total




2020



2019



$



%



2020



2019



2020



2019


NOI from consolidated properties


$

67,507



$

89,353



$

(21,846)




-24.4

%


$

1,036



$

7,510



$

68,543



$

96,863


NOI attributable to equity method investments, at ownership share



12,090




14,119




(2,029)




-14.4

%



1,439




105




13,529




14,224


Total NOI



79,597




103,472




(23,875)




-23.1

%



2,475




7,615




82,072




111,087


Less: lease termination revenue



226




458




(232)




-50.7

%






17




226




475


Total NOI excluding lease termination revenue


$

79,371



$

103,014



$

(23,643)




-23.0

%


$

2,475



$

7,598



$

81,846



$

110,612


The table below reconciles net loss to NOI of our consolidated properties for the three and six months ended June 30, 2020 and 2019.



Three Months Ended

June 30,



Six Months Ended

June 30,


(in thousands of dollars)


2020



2019



2020



2019


Net loss


$

(23,119)



$

(6,080)



$

(36,668)



$

(22,303)


Other income



(131)




(315)




(424)




(942)


Depreciation and amortization



30,908




31,946




61,177




66,849


General and administrative expenses



10,569




11,609




21,263




22,814


Insurance recoveries, net



(586)




(1,852)




(586)




(1,616)


Provision for employee separation expense



1,040




141




1,113




860


Project costs and other expenses



66




129




161




188


Interest expense, net



17,182




15,554




34,040




31,452


Impairment of development land parcel












1,464


Loss on debt extinguishment, net












4,768


Equity in income of partnerships



358




(2,316)




(461)




(4,605)


(Gain) loss on sales of real estate by equity method investee






11







(553)


Gain on sales of interests in real estate, net



(9,300)




(1,513)




(11,263)




(1,513)


Loss on sales of interest in non operating real estate



144







190





NOI from consolidated properties



27,131




47,314




68,542




96,863


Less: Non Same Store NOI of consolidated properties



54




3,232




1,036




7,510


Same Store NOI from consolidated properties



27,077




44,082




67,506




89,353


Less: Same Store lease termination revenue



217




155







452


Same Store NOI excluding lease termination revenue


$

26,860



$

43,927



$

67,506



$

88,901


The table below reconciles equity in income of partnerships to NOI of equity method investments at ownership share for the three and six months ended June 30, 2020 and 2019:



Three Months Ended

June 30,



Six Months Ended

June 30,




2020



2019



2020



2019


Equity in income of partnerships


$

(358)



$

2,316



$

461



$

4,605


Other income



(12)




(11)




(26)




(23)


Depreciation and amortization



3,691




2,082




7,302




4,051


Interest and other expenses



2,764




2,815




5,792




5,591


Net operating income from equity method investments at ownership share



6,085




7,202




13,529




14,224


Less: Non Same Store NOI from equity method investments at ownership share



608




134




1,439




105


Same Store NOI of equity method investments at ownership share



5,477




7,068




12,090




14,119


Less: Same Store lease termination revenue






4







6


Same Store NOI from equity method investments excluding lease termination revenue at ownership share


$

5,477



$

7,064



$

12,090



$

14,113


 



June 30,

2020



December 31,

2019


(in thousands, except per share amounts)


(Unaudited)






ASSETS:









INVESTMENTS IN REAL ESTATE, at cost:









Operating properties


$

3,149,516



$

3,099,034


Construction in progress



80,733




106,011


Land held for development



5,881




5,881


Total investments in real estate



3,236,130




3,210,926


Accumulated depreciation



(1,259,740)




(1,202,722)


Net investments in real estate



1,976,390




2,008,204


INVESTMENTS IN PARTNERSHIPS, at equity:



173,448




159,993


OTHER ASSETS:









Cash and cash equivalents



41,418




12,211


Tenant and other receivables



70,329




41,261


Intangible assets (net of accumulated amortization of $19,338 and $18,248 at June 30, 2020 and December 31, 2019, respectively)



12,314




13,404


Deferred costs and other assets, net



100,206




103,688


Assets held for sale



1,445




12,506


Total assets


$

2,375,550



$

2,351,267


LIABILITIES:









Mortgage loans payable, net


$

893,775



$

899,753


Term Loans, net



542,345




548,025


Revolving Facilities



375,000




255,000


Tenants’ deposits and deferred rent



7,051




13,006


Distributions in excess of partnership investments



82,945




87,916


Fair value of derivative liabilities



31,747




13,126


Accrued expenses and other liabilities



100,518




107,016


Total liabilities



2,033,381




1,923,842


COMMITMENTS AND CONTINGENCIES:









EQUITY:









Series B Preferred Shares, $.01 par value per share; 25,000 shares authorized; 3,450 shares issued and outstanding at June 30, 2020 and December 31, 2019; liquidation preference of $86,250



35




35


Series C Preferred Shares, $.01 par value per share; 25,000 shares authorized; 6,900 shares issued and outstanding at June 30, 2020 and December 31, 2019; liquidation preference of $172,500



69




69


Series D Preferred Shares, $.01 par value per share; 25,000 shares authorized; 5,000 shares issued and outstanding at June 30, 2020 and December 31, 2019; liquidation preference of $125,000



50




50


Shares of beneficial interest, $1.00 par value per share; 200,000 shares authorized; 79,460 shares issued and outstanding at June 30, 2020 and 77,550 shares issued and outstanding at December 31, 2019



79,460




77,550


Capital contributed in excess of par



1,768,339




1,766,883


Accumulated other comprehensive (loss) income



(31,288)




(12,556)


Distributions in excess of net income



(1,475,528)




(1,408,352)


Total equity—Pennsylvania Real Estate Investment Trust



341,137




423,679


Noncontrolling interest



1,032




3,746


Total equity



342,169




427,425


Total liabilities and equity


$

2,375,550



$

2,351,267


Changes in Funds from Operations for the three and six months ended June 30, 2020 as compared to the three and six months ended June 30, 2019 (all per share amounts on a diluted basis unless otherwise noted; rounded to the nearest half penny; amounts may not total due to rounding)

 (in thousands, except per share amounts)


Three Months

Ended June 30,

2020



Per Diluted

Share and OP

Unit



Six Months

Ended June 30,

2020



Per Diluted

Share and OP

Unit


Funds from Operations, as adjusted June 30, 2019


$

19,256



$

0.24



$

32,725



$

0.41



















Changes – Q2 2019 to Q2 2020


































Other leasing activity, including base rent and net CAM and real estate tax recoveries



(12,731)




(0.160)




(15,895)




(0.200)


Lease termination revenue



62







(226)




(0.005)


Credit losses



(3,696)




(0.045)




(5,042)




(0.065)


Other



(640)




(0.010)




(683)




(0.010)


Same Store NOI from unconsolidated properties



(1,590)




(0.020)




(2,029)




(0.025)


Same Store NOI



(18,595)




(0.235)




(23,875)




(0.300)


Non Same Store NOI



(2,705)




(0.035)




(5,140)




(0.065)


Dilutive effect of asset sales



(483)




(0.005)




(956)




(0.010)


General and administrative expenses



1,039




0.015




1,550




0.020


Capitalization of leasing costs



8







430




0.005


Gain on sales of non-operating real estate









(743)




(0.010)


Other



(1,342)




(0.015)




5,728




0.075


Interest expense, net



(1,651)




(0.020)




(2,919)




(0.035)


Increase in weighted average shares













Funds from Operations, as adjusted June 30, 2020


$

(4,473)



$

(0.06)



$

6,800



$

0.09


Insurance recoveries, net



586




0.005




586




0.005


Provision for employee separation expense



(1,040)




(0.015)




(1,113)




(0.015)


Funds from Operations June 30, 2020


$

(4,927)



$

(0.06)



$

6,273



$

0.08


 

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