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Form 8-K BRT Apartments Corp. For: Dec 14

December 14, 2017 4:47 PM


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT


Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): December 14, 2017

BRT APARTMENTS CORP.
(Exact name of Registrant as specified in charter)

Maryland
 
001-07172
 
13-2755856
(State or other jurisdiction of incorporation)
 
(Commission file No.)
 
(IRS Employer I.D. No.)


60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code 516-466-3100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)

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

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








Item 2.02 and Item 7.01. Results of Operations and Financial Condition; Regulation FD Disclosure.

On December 14. 2017, we issued a press release announcing our results of operations for the three months and year ended September 30, 2017. The press release refers to certain supplemental financial information available on our website. The press release and the supplemental financial information are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. The information in this Item 2.02 and 7.01, including the information included in Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and shall not be incorporated by reference into any registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits relating to Items 2.02 and 7.01 of this Current Report on Form 8-K are intended to be furnished to, not filed with, the SEC.

Exhibit
No.        Description
99.1Press release dated December 14, 2017.
99.2Supplemental Financial Information.






SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



 
 
BRT APARTMENTS CORP.
 
 
 
December 14, 2017
 
By: /s/ George Zweier
 
 
George Zweier, Vice President
 
 
and Chief Financial Officer
 
 
 
 
 
 





BRT APARTMENTS CORP.
REPORTS FOURTH QUARTER AND
FISCAL YEAR 2017 RESULTS

~ Reports Net Income of $0.97 per Diluted Share for 2017 ~
~ Completes More than $253 Million of Acquisitions in 2017 ~
~ Initiated a Quarterly Dividend ~

Great Neck, New York - December 14, 2017 - BRT APARTMENTS CORP. (NYSE: BRT) today announced its results of operations for the quarter and fiscal year ended September 30, 2017.

Jeffrey A. Gould, President and Chief Executive Officer of BRT commented: “It was a successful and active transactional year for us with $253 million of acquisitions as we continued to strengthen our portfolio and position the Company for continued success. We also initiated a quarterly dividend which demonstrates our confidence in our business model. We enter 2018 with a positive outlook for our portfolio and on our ability to continue to source accretive transactions as we prepare for the next stage of BRT’s growth.”

Results for the Three Months Ended September 30, 2017:

Net income attributable to common stockholders for the fourth quarter of 2017 was $5.5 million, or $0.39 per diluted share, compared to net income attributable to common stockholders of $2.9 million, or $0.21 per diluted share, for the 2016 period. Net income for the 2017 period includes $16.8 million of gain on sale of real estate. In accordance with an industry wide change in accounting standards, property acquisition costs of $377,000 were capitalized. Net income for the 2016 period includes $11.4 million of gain on sale of real estate and reflects expenses of $1.4 million of property acquisition costs.

Funds from Operations, or FFO, were $3.1 million or $0.22 per diluted share, in the fourth quarter of 2017, compared to $824,000, or $0.06 per diluted share, in the 2016 period. Adjusted Funds from Operations, or AFFO, were $3.9 million, or $0.27 per diluted share, in the fourth quarter of 2017, compared to AFFO of $2.4 million, or $0.18 per diluted share, in the 2016 period.

Total revenues for the three months ended September 30, 2017 grew 9.7% to $28.4 million from $25.9 million for the three months ended September 30, 2016. Total revenues increased primarily due to the operations of the multi-family properties acquired in 2017 and 2016. Total expenses for the current three months were $32.5 million compared to $28.9 million for the three months ended September 30, 2016 primarily due to additional operating expenses, interest expense and depreciation relating to multi-family properties acquired in 2017 and 2016.
  
Results for the Year Ended September 30, 2017:

Net income attributable to common stockholders in 2017 was $13.6 million, or $0.97 per diluted share, compared to net income of $31.3 million, or $2.23 per diluted share, in 2016. Net income for 2017 includes $52.6 million of gain on sale of real estate. In accordance with the industry wide change in accounting standards, property acquisition costs of $3.4 million were capitalized. The 2016 results include $12.7 million of income from the discontinued operations of the Newark Joint Venture, $46.5 million of gain on sale of real estate and $3.9 million of property acquisition costs, which were expensed.
FFO was $9.3 million, or $0.67 per diluted share, in 2017, compared to $6.6 million, or $0.47 per diluted share, in 2016. AFFO was $12.3 million, or $0.88 per diluted share, in 2017, compared to $10.9 million, or $0.78 per diluted share, in 2016.

Total revenues rose 7.4% to $105.8 million from $98.5 million in 2016. The increase is due to the revenues generated by multi-family properties acquired in 2017 and 2016.

Total expenses were $119.3 million as compared to $107.7 million in 2016 due primarily to additional operating expenses, depreciation and interest expense related to the multi-family properties acquired in 2017 and 2016.

Transaction Activity:

The Company continued to actively manage its portfolio through its opportunistic purchase and sale activities in 2017, completing over $423 million in cumulative transactions. Acquisitions contributed approximately $253.4 million of the total and dispositions of assets totaled approximately $169.8 million. Net proceeds from the dispositions are being reinvested in assets with longer-term potential. The Company’s weighted average internal rate of return for the sales completed in 2017 is 27.9%.






At September 30, 2017, BRT owns 33 multi-family properties with an aggregate of 9,568 units. The majority of the Company’s properties are located in the Southeast United States and Texas.

Capital Markets:

On September 12, 2017, the Board of Directors renewed, effective October 1, 2017, the Company’s stock buyback plan which authorizes the Company to repurchase up to $5 million of common stock. The repurchase program will be in effect through September 30, 2019.

Balance Sheet:

    At September 30, 2017, the Company had $12.4 million of cash and cash equivalents, total assets of $993.9 million, total debt of $734.8 million, net of $6.7 million of deferred costs, and total stockholders’ equity of $166.0 million. At November 30, 2017, the Company had approximately $20.3 million of cash and cash equivalents.

Dividend Initiation:

On September 12, 2017, the Board of Directors initiated and declared a dividend of $0.18 per share of common stock. The dividend was payable on October 4, 2017 to stockholders of record on September 25, 2017.

On December 5, 2017, the Board of Directors declared a dividend of $0.18 per share, payable on January 5, 2018 to stockholders of record on December 22, 2017.

Subsequent Events:

Subsequent to September 30, 2017, the Company sold Waverly Place Apartments, a multi-family property located in Melbourne, Florida, for a sales price of $22.3 million. The Company estimates that its share of the gain, which will be recognized in the first quarter of fiscal 2018, will be approximately $9.9 million.

On December 7, 2017, BRT, through a joint venture in which it has an 80% ownership interest, purchased a 204 unit, multi-family property located in Madison, Alabama for $18.4 million, including a ten year, 4.08% fixed rate mortgage of $15 million. The property, Magnolia Pointe at Madison, was built in 1991 and features large units with up to four bedrooms.

Supplemental Financial Information:

In an effort to enhance its financial disclosures to investors, BRT has posted a supplemental financial information report which can be accessed on the Company’s website at www.brtapartments.com under the caption “Investor Relations - Financial Statements and SEC Filings.”

Non-GAAP Financial Measures:

BRT discloses FFO and AFFO because it believes that such metrics are widely recognized and appropriate measure of the performance of an equity REIT. 

BRT computes FFO in accordance with the "White Paper on Funds from Operations" issued by the National Association of Real Estate Investment Trusts ("NAREIT") and NAREIT's related guidance.  FFO is defined in the White Paper as net income (loss) (computed in accordance with generally accepting accounting principles), excluding gains (or losses) from sales of property, plus depreciation and amortization, plus impairment write-downs of depreciable real estate and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect funds from operations on the same basis. In computing FFO, BRT does not add back to net income the amortization of costs in connection with its financing activities or depreciation of non-real estate assets. BRT computes AFFO by adjusting FFO for loss on extinguishment of debt, straight-line rent accruals, restricted stock and restricted stock unit expense and deferred mortgage costs (including its share of its unconsolidated joint ventures). Since the NAREIT White Paper only provides guidelines for computing FFO, the computation of AFFO may vary from one REIT to another.

BRT believes that FFO and AFFO are useful and standard supplemental measures of the operating performance for equity REITs and are used frequently by securities analysts, investors and other interested parties in evaluating equity REITs, many of which present FFO and AFFO when reporting their operating results. FFO and AFFO are intended to exclude GAAP





historical cost depreciation and amortization of real estate assets, which assures that the value of real estate assets diminish predictability over time. In fact, real estate values have historically risen and fallen with market conditions. As a result, BRT believes that FFO and AFFO provide a performance measure that when compared year over year, should reflect the impact to operations from trends in occupancy rates, rental rates, operating costs, interest costs and other matters without the inclusion of depreciation and amortization, providing a perspective that may not be necessarily apparent from net income. BRT also considers FFO and AFFO to be useful in evaluating potential property acquisitions.

FFO and AFFO do not represent net income or cash flows from operations as defined by GAAP. FFO and AFFO should not be considered to be an alternative to net income as a reliable measure of our operating performance; nor should FFO and AFFO be considered an alternative to cash flows from operating, investing or financing activities (as defined by GAAP) as measures of liquidity.  FFO and AFFO do not measure whether cash flow is sufficient to fund all of our cash needs, including principal amortization and capital improvements.

Management recognizes that there are limitations in the use of FFO and AFFO. In evaluating BRT’s performance, management is careful to examine GAAP measures such as net income (loss) and cash flows from operating, investing and financing activities. Management also reviews the reconciliation of net income (loss) to FFO and AFFO.

Forward Looking Information:

Certain information contained herein is forward looking 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.  BRT intends such forward looking statements to be covered by the safe harbor provisions for forward looking statements contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe harbor provisions.  Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “may,” “will,” “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “apparent,” “experiencing” or similar expressions or variations thereof.  Forward looking statements, including statements with respect to BRT’s multi-family property acquisition and ownership activities, involve known and unknown risks, uncertainties and other factors, which, in some cases, are beyond BRT’s control and could materially affect actual results, performance or achievements.  Investors are cautioned not to place undue reliance on any forward-looking statements and to carefully review the section entitled “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended September 30, 2017.

Additional information:

BRT is a real estate investment trust that owns, operates and develops multi-family properties, and owns, operates and develops other commercial and mixed use real estate assets.  Interested parties are urged to review the Form 10-K filed with the Securities and Exchange Commission for the year ended September 30, 2017 for further details. The Form 10-K can also be linked through the “Investor Relations” section of BRT’s website. For additional information on BRT’s operations, activities and properties, please visit its website at www.brtapartments.com.

Contact:  Investor Relations

BRT APARTMENTS CORP.
60 Cutter Mill Road
Suite 303
Great Neck, New York 11021
Telephone (516) 466-3100
Telecopier (516) 466-3132
www.BRTApartments.com







BRT APARTMENTS CORP. AND SUBSIDIARIES
CONDENSED BALANCE SHEETS
(Dollars in thousands)

 
 
 
 
 
September 30,
2017
 
September 30,
2016
ASSETS
 
 
 
Real estate properties, net of accumulated depreciation
$
902,281

 
$
759,576

Real estate loan
5,500

 
19,500

Cash and cash equivalents
12,383

 
27,399

Restricted cash
6,151

 
7,383

Other assets
58,613

 
27,045

Real estate properties held for sale
8,969

 
33,996

Total Assets
$
993,897

 
$
874,899

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Mortgages payable
$
697,826

 
$
588,457

Junior subordinated notes
37,018

 
36,998

Accounts payable and accrued liabilities
22,348

 
20,716

Mortgage payable held for sale

 
27,052

Total Liabilities
757,192

 
673,223

 
 
 
 
Total BRT Apartments Corp. stockholders’ equity
165,996

 
151,290

Non-controlling interests
70,709

 
50,386

Total Equity
236,705

 
201,676

Total Liabilities and Equity
$
993,897

 
$
874,899







BRT APARTMENTS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share data)
 
Three Months Ended September 30,
 
Twelve Months Ended
September 30,
 
2017
 
2016
 
2017
 
2016
Revenues:
 
 
 
 
 
 
 
Rental and other revenues from real estate properties
28,073

 
25,211

 
$
104,477

 
$
95,202

Other income
314

 
678

 
1,294

 
3,319

Total revenues
28,387

 
25,889

 
105,771

 
98,521

Expenses:
 
 
 
 
 
 
 
Real estate operating expenses
13,641

 
12,342

 
51,279

 
47,519

Interest expense
7,902

 
6,284

 
28,171

 
23,878

Advisor’s fees, related party

 

 

 
693

Property acquisition costs

 
1,434

 

 
3,852

General and administrative
2,100

 
2,134

 
9,396

 
8,536

Depreciation
8,861

 
6,693

 
30,491

 
23,180

  Total expenses
32,504

 
28,887

 
119,337

 
107,658

Total revenue less total expenses
(4,117
)
 
(2,998
)
 
(13,566
)
 
(9,137
)
   Equity in loss of unconsolidated joint ventures
(77
)
 

 
(384
)
 

   Gain on sale of real estate
16,763

 
11,379

 
52,601

 
46,477

Gain on sale of partnership interest

 

 

 
386

Loss on extinguishment of debt
(664
)
 
(1,879
)
 
(1,463
)
 
(4,547
)
Income from continuing operations
11,905

 
6,502

 
37,188

 
33,179

Provision for taxes
61

 
700

 
1,560

 
700

Income from continuing operations, net of taxes
11,844

 
5,802

 
35,628

 
32,479

Income (loss) from discontinued operations

 

 

 
12,679

  Net income (loss)
11,844

 
5,802

 
35,628

 
45,158

(Income) attributable to non-controlling interests
(6,383
)
 
(2,895
)
 
(22,028
)
 
$
(13,869
)
Net income (loss) attributable to common stockholders
$
5,461

 
$
2,907

 
13,600

 
31,289

 
 
 
 
 
 
 
 
Basic and diluted per share amounts attributable to common stockholders:
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
0.39

 
$
0.21

 
$
0.97

 
$
1.21

Income (loss) from discontinued operations

 

 

 
1.02

Basic and diluted earnings (loss) per share
$
0.39

 
$
0.21

 
$
0.97

 
$
2.23

 
 
 
 
 
 
 
 
Funds from operations - Note 1
3,080

 
824

 
$
9,349

 
$
6,643

Funds from operations per common share - diluted - Note 2
$
0.22

 
$
0.06

 
$
0.67

 
$
0.47

 
 
 
 
 
 
 
 
Adjusted funds from operations - Note 1
$
3,880

 
$
2,414

 
$
12,298

 
$
10,911

Adjusted funds from operations per common share - diluted -Note 2
$
0.27

 
$
0.18

 
$
0.88

 
$
0.78

 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
 
Basic
14,023,735

 
13,903,639

 
13,993,638

 
14,017,279

Diluted
14,123,735

 
13,903,639

 
14,018,843

 
14,017,279











BRT APARTMENTS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share data)
 
Three Months Ended September 30,
 
Twelve Months Ended
September 30,
 
2017
 
2016
 
2017
 
2016
Note 1:
 
 
 
 
 
 
 
Funds from operations is summarized in the following table:
 
 
 
 
 
 
 
Net income attributable to common stockholders
$
5,461

 
$
2,907

 
$
13,600

 
$
31,289

Add: depreciation of properties
8,861

 
6,693

 
30,491

 
24,329

Add: our share of depreciation in unconsolidated joint ventures
216

 
5

 
737

 
20

Add: amortization of deferred leasing costs

 

 

 
15

Deduct: gain on sale of real estate and partnership
(16,763
)
 
(11,378
)
 
(52,601
)
 
(62,330
)
Adjustments for non-controlling interests
5,305

 
2,597

 
17,122

 
13,320

   NAREIT Funds from operations attributable to common stockholders
$
3,080

 
$
824

 
$
9,349

 
$
6,643

 
 
 
 
 
 
 
 
Adjustments for straight line rent accruals
(10
)
 
(70
)
 
(56
)
 
(200
)
Add: loss on extinguishment of debt
664

 
1,879

 
1,463

 
4,547

Add: amortization of restricted stock and restricted stock units
155

 
316

 
1,218

 
1,005

Add: amortization of deferred mortgage costs
370

 
229

 
1,244

 
1,645

Adjustments for non-controlling interests
(379
)
 
(764
)
 
(920
)
 
(2,729
)
    Adjusted funds from operations attributable to common shareholders
$
3,880

 
$
2,414

 
$
12,298

 
$
10,911

 
 
 
 
 
 
 
 
Note 2:
 
 
 
 
 
 
 
Funds from operations per share is summarized in the following table:
 
 
 
 
 
 
 
GAAP Net income attributable to common shareholders
$
0.39

 
$
0.21

 
$
0.97

 
$
2.23

Add: depreciation of properties
0.62

 
0.48

 
2.18

 
1.74

Add: our share of depreciation in unconsolidated joint ventures
0.02

 

 
0.05

 

Add: amortization of deferred leasing costs

 

 

 

Deduct: gain on sale of real estate asset
(1.19
)
 
(0.82
)
 
(3.75
)
 
(4.45
)
Adjustments for non-controlling interests
0.38

 
0.19

 
1.22

 
0.95

   NAREIT Funds from operations per common share basic and diluted
$
0.22

 
$
0.06

 
$
0.67

 
$
0.47

 
 
 
 
 
 
 
 
Adjustments for straight line rent accruals

 
(0.01
)
 

 
(0.01
)
Add: loss on extinguishment of debt
0.04

 
0.14

 
0.10

 
0.32

Add: amortization of restricted stock and restricted stock units
0.01

 
0.02

 
0.09

 
0.07

Add: amortization of deferred mortgage costs
0.03

 
0.02

 
0.09

 
0.12

Adjustments for non-controlling interests
(0.03
)
 
(0.05
)
 
(0.07
)
 
(0.19
)
    Adjusted funds from operations per common share basic and diluted
$
0.27

 
$
0.18

 
$
0.88

 
$
0.78




4Q 2017 SUPPLEMENTAL FINANCIAL INFORMATION December 14, 2017 BRT APARTMENTS CORP. 60 Cutter Mill Rd., Great Neck, NY 11021


 
Forward Looking Statements The information set forth herein contains forward-looking information within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. Forward-looking information included herein that is not historical fact is subject to a number of risks and uncertainties, depending upon the risks and uncertainties described in the Company's filings with the Securities and Exchange Commission (SEC), and actual results realized by the Company could differ materially from the forward-looking information included herein. Existing and prospective investors are cautioned not to place undue reliance on this forward-looking information, which speak only as of the date hereof. The Company undertakes no obligation to update or revise the information herein, whether as a result of new information, future events or circumstances, or otherwise. The Company recommends that existing and prospective investors review the information set forth in its Annual Report on Form 10-K filed contemporaneously herewith. Unless otherwise indicated or the context otherwise requires, (i) our fiscal year ends on September 30 and all references to a quarter or year refer to the applicable fiscal quarter or year and (ii) the information presented herein relates solely to the Company’s multi-family property segment.


 
Table of Contents Table of Contents Page Number Financial Highlights 1 Operating Results 2 Funds From Operations 3 Balance Sheets 4 Multi-Family Portfolio Data by Region 5 Same Store Comparison (Fourth Quarter) 6 Same Store Comparison (Fiscal Year End) 7 Acquisitions and Dispositions 8 Debt Analysis 9 Non-GAAP Financial Measures, Definitions, and Reconciliations 10-11 Portfolio Table 12


 
Financial Highlights 1 2017 2016 2015 2014 Market Information Market capitalization 150,320,535$ 111,190,680$ 99,976,487$ 107,273,903$ Shares outstanding 14,022,438 13,898,835 14,101,056 14,303,187 Closing share price 10.72$ 8.00$ 7.09$ 7.50$ Dividend declared per share 0.18$ -$ -$ -$ Portfolio Multi-family properties owned 33 33 28 27 Units 9,568 9,420 8,300 7,609 Average occupancy (1) 93.8% 92.8% 94.5% 94.0% Average monthly rental revenue per occupied unit (1) $933 $852 $810 $785 2017 (Unaudited) 2016 (Unaudited) 2017 (Unaudited) 2016 (Unaudited) Per Share Data Earnings per share (basic and diluted) (2) 0.39$ 0.21$ 0.97$ 2.23$ FFO per hare of common stock (3) 0.22$ 0.06$ 0.67$ 0.47$ AFFO per share of common stock (3) 0.27$ 0.18$ 0.88$ 0.78$ (1) Includes, for the applicable period, stabilized properties (except for average occupancy which excludes Retreat at Cinco Ranch due to damage suffered from Hurricane Harvey). (2) See note A on page 2 with respect to the capitalization of property acquisition costs. (3) See the reconciliation of Funds From Operations, or FFO, and Adjusted Funds From Operations, or AFFO, to net income, as calculated in accordance with GAAP, at page 3, and the definitions of such terms at page 11. Quarter ended September 30, As of September 30, Year ended September 30,


 
Operating Results (dollars in thousands, except per share amounts) 2 2017 (Unaudited) 2016 (Unaudited) 2017 2016 Revenues Rental and other revenue from real estate properties 28,073$ 25,211$ 104,477$ 95,202$ Other income 314 678 1,294 3,319 Total revenues 28,387 25,889 105,771 98,521 Expenses Real estate operating expenses 13,641 12,342 51,279 47,519 Interest expense 7,902 6,284 28,171 23,878 Advisor's fees, related party - - - 693 Property acquisition costs (1) - 1,434 - 3,852 General and administrative 2,100 2,134 9,396 8,536 Depreciation 8,861 6,693 30,491 23,180 Total expenses 32,504 28,887 119,337 107,658 Total revenues less total expenses (4,117) (2,998) (13,566) (9,137) Equity in loss of unconsolidated joint ventures (77) - (384) - Gain on sale of real estate 16,763 11,379 52,601 46,477 Gain on sale of partnership interest - - - 386 Loss on extinguishment of debt (664) (1,879) (1,463) (4,547) Income from continuing operations 11,905 6,502 37,188 33,179 Provision for taxes 61 700 1,560 700 Income from continuing operations, net of taxes 11,844 5,802 35,628 32,479 Discontinued operations: Loss from discontinued operations - - - (2,788) Gain on sale of partnership interest - - - 15,467 Income from discontinued operations - - - 12,679 Net income 11,844 5,802 35,628 45,158 (Income) attributable to non-controlling interests (6,383) (2,895) (22,028) (13,869) Net income attributable to common stockholders 5,461$ 2,907$ 13,600$ 31,289$ Basic and diluted per share amounts attributable to common stockholders: Income from continuing operations 0.39$ 0.21$ 0.97$ 1.21$ Income from discontinued operations - - - 1.02 Basic and diluted earnings per share 0.39$ 0.21$ 0.97$ 2.23$ Weighted avera e number of shares of common stock outstanding: Basic 14,023,735 13,903,639 13,993,638 14,017,279 Diluted 14,123,735 13,903,639 14,018,843 14,017,279 Quarter ended September 30, Year ended September 30, (1) Effective with the quarter ended December 31, 2016, BRT capitalizes property acquisition costs in accordance with ASU 2017-01, Business Combinations: Clarifying the Definition of a Business.


 
Funds From Operations (dollars in thousands, except per share amounts) 3 2017 (Unaudited) 2016 (Unaudited) 2017 (Unaudited) 2016 (Unaudited) GAAP Net income attributable to common stockholders 5,461$ 2,907$ 13,600$ 31,289$ Add: depreciation of properties 8,861 6,693 30,491 24,329 Add: our share of depreciation in unconsoliated joint ventures 216 5 737 20 Add: amortization of deferred leasing costs - - - 15 Deduct: gain on sales of real estate and partnership interests (16,763) (11,378) (52,601) (62,330) Adjustment for non-controlling interest 5,305 2,597 17,122 13,320 Funds from operations (FFO) attributable to 3,080$ 824$ 9,349$ 6,643$ common stockholders Adjust for straight line rent accruals (10) (70) (56) (200) Add: loss on extinguishment of debt 664 1,879 1,463 4,547 Add: amortization of restricted stock and RSU expense 155 316 1,218 1,005 Add: amortization of deferred mortgage costs 370 229 1,244 1,645 Adjustment for non-controlling interest (379) (764) (920) (2,729) Adjusted funds from operations (AFFO) 3,880$ 2,414$ 12,298$ 10,911$ attributable to common stockholders Per share data GAAP Net income attributable to common stockholders 0.39$ 0.21$ 0.97$ 2.23$ Add: depreciation of properties 0.62 0.48 2.18 1.74 Add: our share of depreciation in unconsoliated joint ventures 0.02 - 0.05 - Deduct: gain on sales of real estate and partnership interests (1.19) (0.82) (3.75) (4.45) Adjustment for non-controlling interest 0.38 0.19 1.22 0.95 Funds from operations (FFO) attributable to 0.22$ 0.06$ 0.67$ 0.47$ common stockholders Adjust for straight line rent accruals - (0.01) - (0.01) Add: loss on extinguishment of debt 0.04 0.14 0.10 0.32 Add: amortiz ti n of restricted stock and RSU expense 0.01 0.02 0.09 0.07 Add: amortization of deferred mortgage costs 0.03 0.02 0.09 0.12 Adjustment for non-controlling interest (0.03) (0.05) (0.07) (0.19) Adjusted funds from operations (AFFO) 0.27$ 0.18$ 0.88$ 0.78$ attributable to common stockholders Quarter Ended September 30, Year ended September 30,


 
Consolidated Balance Sheets (amounts in thousands) 4 2017 2016 2015 Assets Real estate properties, net of accumulated depreciation 902,281$ 759,576$ 591,727$ Real estate loan 5,500 19,500 - Cash and cash equivalents 12,383 27,399 15,556 Restricted cash 6,151 7,383 6,518 Deposits and escrows 27,839 18,972 12,782 Investment in unconsolidated joint ventures 21,415 298 - Other assets 9,359 7,775 6,882 Assets of discontinued operations - - 163,545 Real estate properties held for sale 8,969 33,996 23,859 Total Assets 993,897$ 874,899$ 820,869$ Liabilities and equity Liabilities Mortgage payable, net of deferred costs 697,826$ 588,457$ 451,159$ Junior subordinated notes, net of deferred costs 37,018 36,998 36,978 Accounts payable and accrued liabilities 22,348 20,716 14,780 Liabilities of discontinued operations - - 138,530 Mortgage payable held for sale - 27,052 19,248 Total liabilities 757,192 673,223 660,695 Equity 133 - - Shares of beneficial interest, $3 per value - 39,696 40,285 Additional paid in capital 201,910 161,321 161,842 Accumulated other comprehensive income (loss) 1,000 (1,602) (58) Accumulated deficit (37,047) (48,125) (79,414) Total BRT Apartments Corp. stockholders' equity 165,996 151,290 122,655 Non-controlling interests 70,709 50,386 37,519 Total Equity 236,705 201,676 160,174 Total Liabilities and Equity 993,897$ 874,899$ 820,869$ Common Stock, $.01 par value, 300,000 shares authorized; 13,336 shares issued at June 30, 2017 As at September 30,


 
Portfolio Data by State (dollars in thousands, except monthly rent amounts) 5 2017 Results Units (1) Revenues Property Operating Expenses NOI (2) % of NOI Contribution Average Occupancy (3) Weighted Average Monthly Rent per Occupied Unit Texas 2,695 $ 32,011 $ 17,894 $ 14,118 26.5% 91.5% 963$ Florida 1,268 15,339 7,421 7,918 14.9% 94.3% 1,149 Georgia 959 11,842 5,545 6,297 11.8% 94.7% 940 Alabama 826 7,849 3,757 4,092 7.7% 94.9% 735 Mississippi 776 8,310 3,248 5,062 9.5% 96.5% 858 Missouri 775 7,694 3,652 4,041 7.6% 93.1% 944 South Carolina 683 6,305 3,555 2,749 5.2% 94.1% 985 Indiana 400 3,418 2,082 1,335 2.5% 92.0% 652 Tennessee 300 4,239 1,363 2,876 5.4% 96.9% 1,045 Ohio 264 2,671 1,220 1,451 2.7% 96.8% 801 Virginia 220 3,160 996 2,164 4.1% 95.0% 1,246 Other (4) - 1,639 546 1,093 2.1% N/A N/A Totals 9,166 $ 104,477 $ 51,279 $ 53,198 100% 93.8% 933$ (1) Excludes 402 units under development in West Nashville, TN. (3) Average occupancy excludes properties that are not stabilized and Retreat at Cinco Ranch. (2) See the reconciliation of NOI to net income, as calculated in accordance with GAAP, at page 10 and the definition at page 10. (4) Primarily reflects amounts from properties included in the Company's other assets segment including revenues of $1,298 and expenses of $225 related to a commercial leasehold position in Yonkers, NY.


 
Same Store Comparisons Fourth Quarter 2017 and 2016 (dollars in thousands, except monthly rent amounts) 6 Quarter ended September 30, 2017 Units Q4 2017 Q4 2016 Growth Q4 2017 Q4 2016 Growth Q4 2017 Q4 2016 Growth Texas (1) 1,630 $ 4,719 $ 4,537 4.0% $ 2,717 $ 2,482 9.5% $ 2,002 $ 2,055 (2.6%) Florida 1,026 3,824 3,662 4.4% 1,733 1,703 1.8% 2,091 1,959 6.8% Alabama 826 1,988 1,899 4.7% 914 958 (4.6%) 1,073 941 14.1% Georgia 688 1,917 1,780 7.7% 800 811 (1.4%) 1,117 969 15.2% Missouri 420 1,139 1,101 3.5% 615 532 15.5% 525 569 (7.7%) South Carolina 412 1,324 1,298 2.0% 686 660 3.9% 639 638 0.1% Indiana 400 934 883 5.8% 562 518 8.6% 373 366 1.9% Mississippi 392 1,038 1,007 3.0% 424 386 9.9% 614 621 (1.2%) Tennessee 300 1,020 1,006 1.3% 345 416 (17.0%) 674 590 14.2% Ohio 264 679 646 5.2% 291 328 (11.2%) 388 318 22.1% Totals 4,728 $ 18,582 $ 17,819 4.3% $ 9,086 $ 8,794 3.3% $ 9,496 $ 9,026 5.2% Quarter ended September 30, 2017 Q4 2017 Q4 2016 Growth Q4 2017 Q4 2016 Growth Texas (1) 92.7% 91.2% 1.7% $ 918 $ 887 3.6% Florida 95.5% 95.3% 0.3% 1,172 1,116 5.0% Alabama 94.9% 95.6% (0.7%) 735 715 2.7% Georgia 97.2% 96.5% 0.8% 854 795 7.3% Missouri 94.4% 93.9% 0.5% 793 816 (2.8%) South Carolina 92.8% 94.7% (2.0%) 1,004 994 1.1% Indiana 97.7% 93.7% 4.3% 682 660 3.3% Mississippi 97.1% 97.2% (0.1%) 843 821 2.7% Tennessee 97.9% 98.2% (0.3%) 1,077 1,062 1.5% Ohio 96.9% 96.0% 0.9% 827 775 6.8% Totals 95.1% 94.5% 0.6% $ 908 $ 878 3.4% See definition of Same Store on page 11 (2) Generally, negative variances in NOI are, among other things, due to higher turnover, changes in occupancy, and/or increases in taxes. (1) Excludes Retreat at Cinco Ranch in Katy, TX that suffered significant damage as a result of Hurricane Harvey. Average Occupancy Weighted Average Monthly Rent per Occupied Unit Revenues Property Operating Expenses NOI (2)


 
Same Store Comparisons Years Ended September 30, 2017 and 2016 (dollars in thousands, except monthly rent amounts) 7 2017 Results Units 2017 2016 Growth 2017 2016 Growth 2017 2016 Growth Florida 1,026 $ 14,971 $ 14,358 4.3% $ 7,179 $ 6,713 6.9% $ 7,792 $ 7,645 1.9% Texas 848 9,655 9,603 0.5% 5,611 5,275 6.4% 4,045 4,328 (6.6%) Alabama 826 7,849 7,319 7.2% 3,757 3,552 5.8% 4,092 3,767 8.6% Missouri 420 4,328 4,163 4.0% 2,022 1,980 2.1% 2,306 2,182 5.7% Indiana 400 3,418 3,421 (0.1%) 2,082 1,857 12.1% 1,335 1,564 (14.6%) Tennessee 300 3,991 3,898 2.4% 1,562 1,528 2.2% 2,429 2,369 2.5% Ohio 264 2,671 2,563 4.2% 1,220 1,211 0.8% 1,451 1,352 7.3% Georgia 212 2,682 2,469 8.6% 1,116 1,157 (3.6%) 1,566 1,312 19.3% South Carolina 208 3,032 2,839 6.8% 1,435 1,445 (0.7%) 1,597 1,394 14.5% Totals 4,504 $ 52,597 $ 50,633 3.9% $ 25,985 $ 24,719 5.1% $ 26,612 $ 25,914 2.7% 2017 Results 2017 2016 Growth 2017 2016 Growth Florida 94.4% 95.4% (1.1%) $ 1,165 $ 1,097 6.2% Texas 91.7% 92.8% (1.2%) 915 904 1.2% Alabama 94.9% 92.2% 2.9% 730 715 2.1% Missouri 92.9% 91.8% 1.2% 789 788 0.1% Indiana 92.0% 94.1% (2.2%) 652 642 1.5% Tennessee 97.3% 97.8% (0.5%) 1,066 1,032 3.4% Ohio 96.8% 96.9% (0.1%) 801 762 5.2% Georgia 97.6% 94.6% 3.2% 979 920 6.4% South Carolina 94.5% 93.3% 1.3% 969 970 (0.1%) Totals 94.1% 94.0% 0.1% $ 918 $ 888 3.4% (1) Generally, negative variances in NOI are, among other things, due to higher turnover, changes in occupancy, and/or increases in taxes. See definition of Same Store on page 11 Average Occupancy Weighted Average Monthly Rent per Occupied Unit Revenues Property Operating Expenses NOI (1)


 
Multi-Family Acquisitions and Dispositions Year Ended September 30, 2017 (dollars in thousands) 8 Acquisitions Location Purchase Date No. of Units Contract Purchase Price Acquisition Mortgage Debt Initial BRT Equity Ownership Percentage Capitalized Acquisition Costs Fredricksburg, VA 11/4/2016 220 38,490$ 29,900$ 8,720$ 80.0% 643$ Saint Louis, MO 2/28/2017 128 27,000 20,000 6,001 75.5% 423 Saint Louis, MO 2/28/2017 53 8,000 6,200 2,002 75.5% 134 Creve Coeur, MO 4/4/2017 174 39,600 29,000 9,408 78.4% 569 Nashville, TN 6/2/2017 402 5,228 - 4,800 58.1% 226 Farmers Branch, TX 6/29/2017 509 85,698 55,200 16,200 50.0% 992 Tallahassee, FL 8/30/2017 242 27,588 21,524 7,015 80.0% 377 1,728 231,604$ 161,824$ 54,146$ 3,364$ Acquisitions Subsequent to September 30, 2017 Location Purchase Date No. of Units Contract Purchase Price Acquisition Mortgage Debt Initial BRT Equity Ownership Percentage Capitalized Acquisition Costs Huntsville, AL 12/7/2017 204 18,420$ 15,000$ 4,456$ 80.0% 174$ Dispositions Location Sale Date No. of Units Sales Price Gain on Sale BRT Portion of Gain on Sale (1) Mortgage Prepayment Charge BRT Portion of Mortgage Prepayment Charge Greenville, SC 10/19/2016 350 68,000$ 18,483$ 9,153$ - - Panama City, FL 10/26/2016 160 14,720 7,393 3,914 799$ 423$ Atlanta, GA 11/21/2016 350 36,750 8,905 4,738 - - Hixson, TN 11/30/2016 156 10,775 608 456 - - Humble, TX 7/11/2017 160 11,300 4,767 2,825 195 115 Humble, TX 7/11/2017 260 18,000 7,707 4,564 305 181 Pasadena, TX 7/28/2017 144 9,750 4,289 1,660 164 63 1,580 169,295$ 52,152$ 27,310$ 1,463$ 782$ Dispositions Subsequent to September 30, 2017 Location Sale Date No. of Units Sales Price Estimated Gain BRT Portion of Estimated Gain Mortgage Prepayment Charge BRT Portion of Mortgage Prepayment Charge Melbourne, FL 10/25/2017 208 22,250$ 12,700$ 9,900$ 260$ 200$ (1) BRT's gain is calculated from the property gain of $52,152 less the non-controlling interest of $24,842.


 
Debt Analysis (in thousands, except property data amounts) 9 Mortgage Debt Year Total Principal Payments Scheduled Amortization Principal Payments Due at Maturity Percent of Total Principal Payments Due At Maturity Weighted Average Interest Rate (1) 2018 35,016$ 6,016$ 29,000$ 5% 3.73% 2019 59,858 6,432 53,426 8% 3.86% 2020 61,875 6,804 55,071 9% 3.22% 2021 22,279 8,278 14,001 2% 4.29% 2022 40,428 8,356 32,072 5% 4.40% Thereafter 484,715 38,581 446,134 71% 4.19% Total 704,171$ 74,467$ 629,704$ 100% Weighted Average Remaining Term to Maturity 6.9 years Weighted Average Interest Rate 4.03% Debt Service Coverage Ratio (2) 1.41 (2) See definition of Debt Service Coverage Ratio on page 11 Junior Subordinated Notes Principal Balance $37,400 Interest Rate 3 month LIBOR + 2.00% (i.e, 3.31% at 9/30/2017) Maturity April 30, 2036 (1) Is based on balloon payments at maturity


 
NON-GAAP FINANCIAL MEASURES DEFINITIONS AND RECONCILIATIONS (dollars in thousands) 10 We define NOI as total property revenues less total property operating expenses. Property operating expenses exclude, among other things, depreciation and interest expense on the related property. Other REIT’s may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REIT’s. We believe NOI provides an operating perspective not immediately apparent from GAAP operating income or net (loss) income. NOI is one of the measures we use to evaluate our performance because it (i) measures the core operations of property performance by excluding corporate level expenses and other items unrelated to property operating performance and (ii) captures trends in rental housing and property operating expenses. However, NOI should only be used as an alternative measure of our financial performance. The following table provides a reconciliation of NOI to net income attributable to common stock holders as computed in accordance with GAAP for the periods presented: 2017 (Unaudited) 2016 (Unaudited) 2017 (Unaudited) 2016 (Unaudited) GAAP Net income attributable to common stockholders 5,461$ 2,907$ 13,600$ 31,289$ Less: Other Income (314) (678) (1,294) (3,319) Add: Interest expense 7,902 6,284 28,171 23,878 Advisor's fees, related party - - - 693 Property acquisition costs - 1,434 - 3,852 General and administrative 2,101 2,134 9,396 8,536 Depreciation 8,861 6,693 30,491 23,180 Less: Gain on sale of real estate (16,763) (11,379) (52,601) (46,477) Gain on sale of partnership interest - - - (386) Add: Loss on extinguishment of debt 664 1,879 1,463 4,547 Equity i l ss of unconsolidated joint ventures 77 - 384 Pr visio for taxes 61 700 1,560 700 Discontinued operations: Loss from discontinued operations - - - 2,788 Less: Gain on sale of partnership interest - - - (15,467) Add: Net income attributable to non-controlling interests 6,383 2,895 22,028 13,869 Net Operating Income 14,433$ 12,869$ 53,198$ 47,683$ Quarter ended September 30, Year ended September 30,


 
NON-GAAP FINANCIAL MEASURES DEFINITIONS AND RECONCILIATIONS (dollars in thousands) 11 Funds from Operations (FFO) FFO is a non-GAAP financial performance measure defined by the National Association of Real Estate Investment Trusts and is widely recognized by investors and analysts as one measure of operating performance of a REIT. The FFO calculation excludes items such as real estate depreciation and amortization, gains and losses on the sale of real estate assets and impairment on depreciable assets. Historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, it is management’s view, and we believe the view of many industry investors and analysts, that the presentation of operating results for a REIT using the historical accounting for depreciation is insufficient. FFO excludes gains and losses from the sale of real estate, which we believe provides management and investors with a helpful additional measure of the performance of our real estate portfolio, as it allows for comparisons, year to year, that reflect the impact on operations from trends in items such as occupancy rates, rental rates, operating costs, general, administrative and other expenses, and interest expenses. Adjusted Funds from Operations (AFFO) AFFO, as defined by us, excludes from FFO straight line rent adjustments, loss on extinguishment of debt, amortization of restricted stock and RSU expense and amortization of deferred mortgage costs. Management believes that excluding acquisition-related expenses from AFFO provides investors with supplemental performance information that is consistent with the performance models and analysis used by management and provides investors a view of the performance of our portfolio over time, including after the time we cease to acquire properties on a frequent and regular basis. We believe that AFFO enables investors to compare the performance of our portfolio with other REITs that have not recently engaged in acquisitions, as well as a comparison of our performance with that of other non-traded REITs, as AFFO, or an equivalent measure is routinely reported by non-traded REITs, and we believe often used by analysts and investors for comparison purposes. Debt Service Coverage Ratio Debt service coverage ratio is net operating income ("NOI") divided by total debt service. Total Debt Service Total debt service is the cash required to cover the repayment of interest and principal on a debt for a particular period. Total debt service is used in the calculation of the debt service coverage ratio which is used to determine the borrower’s ability to make debt service payments. Same Store Same store refers to stabilized properties that we and our consolidated joint ventures owned and operated for the entirety of both periods being compared. Newly constructed, lease-up, development and redevelopment properties, are deemed stabilized upon attainment of 90% physical occupancy. Cinco Ranch is not deemed a stabilized property because of the damage it suffered in Hurricane Harvey.


 
Portfolio Table As of 12/13/2017 12 Property City State Year Built Property Age No. of Units Q4 2017 Avg. Occupancy Q4 Avg Rent per Occ. Unit % Ownership Fountains Palm Beach Gardens FL 1970 48 542 95% 1,329$ 80% Silvana Oaks North Charleston SC 2010 8 208 96% 1,123 100% Avondale Station Decatur GA 1950 68 212 98% 1,002 100% Stonecrossing Houston TX 1978 40 240 90% 874 91% Pathway Houston TX 1979 39 144 85% 915 91% Brixworth at Bridgestreet Huntsville AL 1985 33 208 96% 702 80% Newbridge Commons Columbus OH 1999 19 264 97% 827 100% Waterside at Castleton Indianapolis IN 1983 35 400 98% 682 80% Crossings of Bellevue Nashville TN 1985 33 300 98% 1,077 80% Kendall Manor Houston TX 1981 37 272 93% 826 80% Avalon Pensacola FL 2008 10 276 94% 967 98% Apartments at Venue Valley AL 2008/2009 10 618 94% 746 61% Parkway Grande San Marcos TX 2014 4 192 97% 1,065 80% Cedar Lakes Lake St. Louis MO 1985 33 420 94% 793 80% Factory at Garco North Charleston SC 2017 1 271 57% 954 65% Woodland Trails LaGrange GA 2010 8 236 98% 892 100% Retreat at Cinco Ranch Katy TX 2008 10 268 81% 976 75% Grove at River Place Macon GA 1988 30 240 96% 681 80% Civic Center 1 Southaven MS 2002 16 392 97% 843 60% Verandas at Shavano Park San Antonio TX 2014 4 288 96% 989 65% Chatham Court and Reflections Dallas TX 1986 32 494 92% 889 50% Waters Edge at Harbison Columbia SC 1996 22 204 89% 874 80% Pointe at Lenox Park Atlanta GA 1989 29 271 93% 1,165 74% Civic Center 2 Southaven MS 2005 13 384 98% 893 60% Verandas at Alamo Ranch San Antonio TX 2015 3 288 94% 984 72% Kilburn Crossing Fredericksburg VA 2005 13 220 95% 1,262 80% OPOP Towers St. Louis MO 2014 4 128 95% 1,459 76% OPOP Lofts St. Louis MO 2014 4 53 92% 1,512 76% Vanguard Heights Creve Coeur MO 2016 2 174 81% 1,638 78% Mercer Crossing Dallas TX 2014/2016 3 509 92% 1,194 50% Jackson Square Tallahassee FL 1996 22 242 94% 1,062 80% Magnolia Pointe Huntsville AL 1991 27 204 N/A N/A 80% Total/Weighted Average 21.4 9,162 Development Projects Bell's Bluff Nashville TN N/A N/A 402 N/A N/A 58% Total (Including Development Projects) 9,564 Unconsolidated Joint Ventures City State Year Built Property Age No. of Units % Ownership Canalside Sola (1) Columbia SC N/A N/A 338 46% Canalside Lofts Columbia SC 2008/2013 8 374 32% Gateway Oaks Forney TX 2016 2 313 50% Total 1,025 (1) Development project


 

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