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W. P. Carey Inc. Announces Fourth Quarter and Full Year 2019 Financial Results

February 21, 2020 7:30 AM

NEW YORK, Feb. 21, 2020 /PRNewswire/ -- W. P. Carey Inc. (NYSE: WPC) (W. P. Carey or the Company), a net lease real estate investment trust, today reported its financial results for the fourth quarter and full year ended December 31, 2019.

Total Company

  • Net income attributable to W. P. Carey of $129.4 million, or $0.75 per diluted share, for the fourth quarter and $305.2 million, or $1.78 per diluted share, for 2019
  • AFFO of $222.0 million, or $1.28 per diluted share, for the fourth quarter and $856.5 million, or $5.00 per diluted share, for 2019
  • Quarterly cash dividend raised to $1.038 per share, equivalent to an annualized dividend rate of $4.152 per share
  • 2020 full year AFFO guidance range of $4.86 to $5.01 per diluted share announced, including Real Estate AFFO of between $4.74 and $4.89 per diluted share

Business Segments

Real Estate

  • Segment net income attributable to W. P. Carey of $124.3 million for the fourth quarter and $272.1 million for 2019
  • Segment AFFO of $210.2 million, or $1.21 per diluted share, for the fourth quarter and $811.2 million, or $4.74 per diluted share, for 2019
  • Investment volume of $411.7 million during the fourth quarter, bringing total investment volume for 2019 to $868.1 million
  • Active capital investment projects of $371.2 million outstanding at year end, including $242.6 million expected to be completed in 2020
  • Gross disposition proceeds of $347.8 million during the fourth quarter, bringing total dispositions for 2019 to $383.9 million
  • Portfolio occupancy of 98.8%
  • Weighted-average lease term increased to 10.7 years

Investment Management

  • Segment net income attributable to W. P. Carey of $5.0 million for the fourth quarter and $33.2 million for 2019
  • Segment AFFO of $11.8 million, or $0.07 per diluted share, for the fourth quarter and $45.3 million, or $0.26 per diluted share, for 2019
  • CWI 1 and CWI 2 proposed merger further progressed and is expected to close toward the end of the 2020 first quarter

Balance Sheet and Capitalization

  • Reduced secured debt outstanding by $1.29 billion during 2019, including $324.3 million during the fourth quarter, lowering the Company's consolidated secured debt to gross assets ratio to 9.7%
  • Amended and restated existing unsecured credit facility in February 2020, increasing capacity to $2.1 billion

MANAGEMENT COMMENTARY

"During 2019, we continued to execute on our strategy, growing and enhancing the quality of our earnings, our real estate portfolio and our balance sheet," said Jason Fox, Chief Executive Officer of W. P. Carey. "Real Estate AFFO per diluted share increased 8% even as we reduced leverage, driven by the full-year impact of our merger with CPA:17 and our 2019 net investment activity. Within our portfolio, we increased the proportion of rent from industrial and warehouse properties as well as from investment grade tenants, lowered our top 10 tenant concentration and extended our weighted-average lease term. We have ample liquidity, low leverage and established access to various forms of capital, all of which support our ability to execute on our investment pipeline. And we're off to a good start in 2020, reflecting a continuation of the momentum we saw in the fourth quarter, and have a healthy number of capital projects scheduled for completion this year."

QUARTERLY FINANCIAL RESULTS

Revenues

  • Total Company: Revenues, including reimbursable costs, for the 2019 fourth quarter totaled $311.2 million, up 13.8% from $273.4 million for the 2018 fourth quarter.
  • Real Estate: Real Estate revenues, including reimbursable costs, for the 2019 fourth quarter were $296.4 million, up 19.4% from $248.3 million for the 2018 fourth quarter, due primarily to additional lease revenues from properties acquired in the Company's merger with CPA:17 on October 31, 2018 (the CPA:17 Merger) and net acquisitions.

Note: While it has no impact on net income or AFFO, in accordance with Accounting Standards Update 2016-02, Leases (Topic 842), which the Company has adopted effective as of January 1, 2019, operating expenses reimbursed by tenants are included within lease revenues on the consolidated statements of income (for both current and prior year periods). Prior to that date the Company presented revenues excluding reimbursable costs.

  • Investment Management: Investment Management revenues, including reimbursable costs, for the 2019 fourth quarter were $14.9 million, down 40.6% from $25.1 million for the 2018 fourth quarter, due primarily to lower structuring and other advisory revenues, as well as the cessation of asset management revenue previously earned from CPA:17.

Net Income Attributable to W. P. Carey

  • Net income attributable to W. P. Carey for the 2019 fourth quarter was $129.4 million, down 33.1% from $193.3 million for the 2018 fourth quarter. Net income from Investment Management attributable to W. P. Carey decreased, due primarily to a gain on change in control of interests recognized during the prior year period in connection with the CPA:17 Merger, as well as the cessation of revenues and distributions previously earned from CPA:17. Net income from Real Estate attributable to W. P. Carey also decreased, due primarily to a lower aggregate gain on sale of real estate and a gain on change in control of interests recognized during the prior year period in connection with the CPA:17 Merger, partly offset by merger expenses related to the CPA:17 Merger recognized during the prior year period, a mark-to-market gain of $36.1 million for the Company's investment in shares of a cold storage operator and the impact of properties acquired in the CPA:17 Merger and net acquisitions. The increase in revenues from properties acquired in the CPA:17 Merger and acquisitions was partly offset by corresponding increases in depreciation and amortization, interest expense and property expenses.

Adjusted Funds from Operations (AFFO)

  • AFFO for the 2019 fourth quarter was $1.28 per diluted share, down 3.8% from $1.33 per diluted share for the 2018 fourth quarter. AFFO from the Company's Real Estate segment (Real Estate AFFO) increased, due primarily to the accretive impact of properties acquired in the CPA:17 Merger and net acquisitions, partly offset by the dilutive impact of shares issued through the Company's ATM program. AFFO from the Company's Investment Management segment declined, due primarily to the cessation of revenues and distributions previously earned from CPA:17, as well as lower structuring and other advisory revenues.

Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.

Dividend

  • As previously announced, on December 18, 2019 the Company's Board of Directors declared a quarterly cash dividend of $1.038 per share, equivalent to an annualized dividend rate of $4.152 per share. The dividend was paid on January 15, 2020 to stockholders of record as of December 31, 2019.

FULL YEAR FINANCIAL RESULTS

Revenues

  • Total Company: Revenues, including reimbursable costs, for the 2019 full year totaled $1.23 billion, up 39.2% from $885.7 million for the 2018 full year.
  • Real Estate: Real Estate revenues, including reimbursable costs, for the 2019 full year totaled $1.17 billion, up 50.5% from $779.1 million for the 2018 full year, due primarily to additional lease revenues from properties acquired in the CPA:17 Merger and net acquisitions, as well as higher lease termination and other income.
  • Investment Management: Investment Management revenues, including reimbursable costs, for the 2019 full year totaled $59.9 million, down 43.8% from $106.6 million for the 2018 full year, due primarily to the cessation of asset management revenue previously earned from CPA:17, as well as lower structuring and other advisory revenues.

Net Income Attributable to W. P. Carey

  • Net income attributable to W. P. Carey for the 2019 full year totaled $305.2 million, down 25.9% from $411.6 million for the 2018 full year. Net income from Investment Management attributable to W. P. Carey decreased, due primarily to the cessation of revenues and distributions previously earned from CPA:17, as well as a gain on change in control of interests recognized during the prior year in connection with the CPA:17 Merger. Net income from Real Estate attributable to W. P. Carey also decreased, due primarily to a lower aggregate gain on sale of real estate, higher impairment charges and a loss on change in control of interests recognized during the current year in connection with the CPA:17 Merger (as compared to a gain on change in control of interests recognized during the prior year), partly offset by the impact of properties acquired in the CPA:17 Merger and net acquisitions, merger expenses related to the CPA:17 Merger recognized during the prior year and a mark-to-market gain of $32.9 million for the Company's investment in shares of a cold storage operator. The increase in revenues from properties acquired in the CPA:17 Merger and acquisitions was partly offset by corresponding increases in depreciation and amortization, interest expense and property expenses.

AFFO

  • AFFO for the 2019 full year was $5.00 per diluted share, down 7.2% compared to $5.39 per diluted share for the 2018 full year. Real Estate AFFO increased, due primarily to the accretive impact of properties acquired in the CPA:17 Merger and net acquisitions, partly offset by the dilutive impact of shares issued through the Company's ATM program. Investment Management AFFO declined, due primarily to the cessation of revenues and distributions previously earned from CPA:17, as well as lower structuring and other advisory revenues.

Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.

Dividend

  • Dividends declared during 2019 totaled $4.14 per share, an increase of 1.2% compared to total dividends declared during 2018 of $4.09 per share.

AFFO GUIDANCE

  • For the 2020 full year, the Company expects to report total AFFO of between $4.86 and $5.01 per diluted share, including Real Estate AFFO of between $4.74 and $4.89 per diluted share, based on the following key assumptions:

(i) investments for the Company's Real Estate portfolio of between $750 million and $1.25 billion;

(ii) dispositions from the Company's Real Estate portfolio of between $300 million and $500 million; and

(iii) total general and administrative expenses of between $80 million and $84 million.

Note: The Company does not provide guidance on net income. The Company only provides guidance on total AFFO (and Real Estate AFFO) and does not provide a reconciliation of this forward-looking non-GAAP guidance to net income due to the inherent difficulty in quantifying certain items necessary to provide such reconciliation as a result of their unknown effect, timing and potential significance. Examples of such items include impairments of assets, gains and losses from sales of assets and depreciation and amortization from new acquisitions.

BALANCE SHEET AND CAPITALIZATION

Mortgage / Secured Debt Repayment

  • During 2019, the Company reduced secured debt outstanding by $1.29 billion, with a weighted-average interest rate of approximately 4.8%, including $324.3 million during the 2019 fourth quarter, with a weighted-average interest rate of approximately 4.5%, primarily through mortgage prepayments and repayments at maturity, lowering its consolidated secured debt to gross assets ratio to 9.7%.

Senior Unsecured Credit Facility – Subsequent to Year End

  • As previously announced, on February 20, 2020, the Company amended and restated its senior unsecured credit facility, increasing the capacity under the facility to $2.1 billion. The facility comprises a $1.8 billion multi-currency revolving line of credit, a £150 million term loan and a $105 million delayed draw term loan, in each case maturing in five years. The delayed draw term loan may be drawn within one year and allows for borrowing in U.S. dollars, euros and British pounds sterling.

REAL ESTATE

Investments

  • During the 2019 fourth quarter, the Company completed investments totaling $411.7 million, consisting of 11 acquisitions for $367.8 million in aggregate and three completed capital investment projects at a total cost of $43.9 million, bringing total investment volume for the year ended December 31, 2019 to $868.1 million.
  • As of December 31, 2019, the Company had 12 capital investment projects outstanding for an expected total investment of approximately $371.2 million, of which nine projects totaling $242.6 million are currently expected to be completed during 2020, including the three projects completed year-to-date 2020 discussed below.
  • Year-to-date 2020, the Company has completed five investments totaling $206.1 million, consisting of two acquisitions for $139.3 million in aggregate and three completed capital investment projects at a total cost of $66.8 million.

Dispositions

  • During the 2019 fourth quarter, the Company disposed of 12 properties for gross proceeds of $347.8 million, bringing total disposition proceeds for the year ended December 31, 2019 to $383.9 million.
  • Year-to-date 2020, the Company has completed four dispositions totaling $116.3 million, including one of its two hotel operating properties for gross proceeds of $114.5 million.

Composition

  • As of December 31, 2019, the Company's net lease portfolio consisted of 1,214 properties, comprising 140.0 million square feet leased to 345 tenants, with a weighted-average lease term of 10.7 years and an occupancy rate of 98.8%. In addition, the Company owned 19 self-storage and two hotel operating properties, totaling approximately 1.6 million square feet.

INVESTMENT MANAGEMENT

  • W. P. Carey is the advisor to CPA:18 – Global (CPA:18), Carey Watermark Investors Incorporated (CWI 1), Carey Watermark Investors 2 Incorporated (CWI 2) and Carey European Student Housing Fund I, L.P. (CESH) (collectively, the Managed Programs). As of December 31, 2019, the Managed Programs had total assets under management of approximately $7.5 billion.

Proposed Merger of CWI 1 and CWI 2

  • On January 13, 2020, the joint proxy statement / prospectus on Form S-4 previously filed with the Securities and Exchange Commission by CWI 1 and CWI 2 was declared effective. Each of CWI 1 and CWI 2 has scheduled a special meeting of stockholders for March 26, 2020, and, if approved, the merger is expected to close shortly thereafter.

* * * * *

Supplemental Information

The Company has provided supplemental unaudited financial and operating information regarding the 2019 fourth quarter and certain prior quarters, including a description of non-GAAP financial measures and reconciliations to GAAP measures, in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on February 21, 2020.

* * * * *

Live Conference Call and Audio Webcast Scheduled for 10:00 a.m. Eastern TimePlease dial in at least 10 minutes prior to the start time.

Date/Time: Friday, February 21, 2020 at 10:00 a.m. Eastern TimeCall-in Number: 1-877-465-1289 (U.S.) or +1-201-689-8762 (international)

Live Audio Webcast and Replay: www.wpcarey.com/earnings

* * * * *

W. P. Carey Inc.

W. P. Carey ranks among the largest net lease REITs with an enterprise value of approximately $20 billion and a diversified portfolio of operationally-critical commercial real estate that includes 1,214 net lease properties covering approximately 140 million square feet. For over four decades, the company has invested in high-quality single-tenant industrial, warehouse, office, retail and self-storage properties subject to long-term net leases with built-in rent escalators. Its portfolio is located primarily in the U.S. and Northern and Western Europe and is well-diversified by tenant, property type, geographic location and tenant industry.

www.wpcarey.com

* * * * *

Cautionary Statement Concerning Forward-Looking Statements

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of W. P. Carey and can be identified by the use of words such as "may," "will," "should," "would," "assume," "outlook," "seek," "plan," "believe," "expect," "anticipate," "intend," "estimate," "forecast" and other comparable terms. These forward-looking statements include, but are not limited to, statements made by Mr. Fox with regard to our investment pipeline. These statements are based on the current expectations of the management of W. P. Carey. It is important to note that W. P. Carey's actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of W. P. Carey. Discussions of some of these other important factors and assumptions are contained in W. P. Carey's filings with the SEC and are available at the SEC's website at http://www.sec.gov, including Part I, Item 1A. Risk Factors in W. P. Carey's Annual Report on Form 10-K for the year ended December 31, 2019. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.

* * * * *

W. P. CAREY INC.

Consolidated Balance Sheets

(in thousands, except share and per share amounts)

December 31,

2019

2018

Assets

Investments in real estate:

Land, buildings and improvements (a)

$

9,856,191

$

9,251,396

Net investments in direct financing leases

896,549

1,306,215

In-place lease intangible assets and other

2,186,851

2,009,628

Above-market rent intangible assets

909,139

925,797

Investments in real estate

13,848,730

13,493,036

Accumulated depreciation and amortization (b)

(2,035,995)

(1,564,182)

Assets held for sale, net (c)

104,010

Net investments in real estate

11,916,745

11,928,854

Equity investments in the Managed Programs and real estate (d)

324,004

329,248

Cash and cash equivalents

196,028

217,644

Due from affiliates

57,816

74,842

Other assets, net

631,637

711,507

Goodwill

934,688

920,944

Total assets

$

14,060,918

$

14,183,039

Liabilities and Equity

Debt:

Senior unsecured notes, net

$

4,390,189

$

3,554,470

Unsecured revolving credit facility

201,267

91,563

Non-recourse mortgages, net

1,462,487

2,732,658

Debt, net

6,053,943

6,378,691

Accounts payable, accrued expenses and other liabilities

487,405

403,896

Below-market rent and other intangible liabilities, net

210,742

225,128

Deferred income taxes

179,309

173,115

Dividends payable

181,346

172,154

Total liabilities

7,112,745

7,352,984

Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued

Common stock, $0.001 par value, 450,000,000 shares authorized; 172,278,242 and 165,279,642 shares, respectively, issued and outstanding

172

165

Additional paid-in capital

8,717,535

8,187,335

Distributions in excess of accumulated earnings

(1,557,374)

(1,143,992)

Deferred compensation obligation

37,263

35,766

Accumulated other comprehensive loss

(255,667)

(254,996)

Total stockholders' equity

6,941,929

6,824,278

Noncontrolling interests

6,244

5,777

Total equity

6,948,173

6,830,055

Total liabilities and equity

$

14,060,918

$

14,183,039

________

(a)

Includes $83.1 million and $470.7 million of amounts attributable to operating properties as of December 31, 2019 and 2018, respectively.

(b)

Includes $961.7 million and $734.8 million of accumulated depreciation on buildings and improvements as of December 31, 2019 and 2018, respectively, and $1,074.3 million and $829.4 million of accumulated amortization on lease intangibles as of December 31, 2019 and 2018, respectively.

(c)

At December 31, 2019, we had one hotel operating property classified as Assets held for sale, net, which was sold in January 2020.

(d)

Our equity investments in real estate joint ventures totaled $194.4 million and $221.7 million as of December 31, 2019 and 2018, respectively. Our equity investments in the Managed Programs totaled $129.6 million and $107.6 million as of December 31, 2019 and 2018, respectively.

W. P. CAREY INC.

Quarterly Consolidated Statements of Income

(in thousands, except share and per share amounts)

Three Months Ended

December 31, 2019

September 30, 2019

December 31, 2018

Revenues

Real Estate:

Lease revenues

$

274,795

$

278,839

$

233,632

Lease termination income and other

12,317

14,377

2,952

Operating property revenues

9,250

9,538

11,707

296,362

302,754

248,291

Investment Management:

Asset management revenue

9,732

9,878

11,954

Reimbursable costs from affiliates

4,072

4,786

5,042

Structuring and other advisory revenue

1,061

587

8,108

14,865

15,251

25,104

311,227

318,005

273,395

Operating Expenses

Depreciation and amortization

111,607

109,517

93,321

General and administrative

17,069

17,210

17,449

Reimbursable tenant costs

12,877

15,611

10,145

Property expenses, excluding reimbursable tenant costs

9,341

10,377

8,319

Operating property expenses

8,000

8,547

7,844

Impairment charges

6,758

25,781

Stock-based compensation expense

4,939

4,747

3,902

Reimbursable costs from affiliates

4,072

4,786

5,042

Subadvisor fees (a)

1,964

1,763

2,226

Merger and other expenses (b)

(811)

70

37,098

175,816

198,409

185,346

Other Income and Expenses

Interest expense

(53,667)

(58,626)

(57,250)

Other gains and (losses) (c)

43,593

(12,402)

13,215

Gain on sale of real estate, net

17,501

71

99,618

Equity in earnings of equity method investments in the Managed Programs

and real estate

8,018

5,769

15,268

(Loss) gain on change in control of interests (d) (e)

(8,416)

47,814

15,445

(73,604)

118,665

Income before income taxes

150,856

45,992

206,714

Provision for income taxes

(21,064)

(4,157)

(11,436)

Net Income

129,792

41,835

195,278

Net income attributable to noncontrolling interests

(420)

(496)

(2,015)

Net Income Attributable to W. P. Carey

$

129,372

$

41,339

$

193,263

Basic Earnings Per Share

$

0.75

$

0.24

$

1.33

Diluted Earnings Per Share

$

0.75

$

0.24

$

1.33

Weighted-Average Shares Outstanding

Basic

173,153,811

172,235,066

145,480,858

Diluted

173,442,101

172,486,506

145,716,583

Dividends Declared Per Share

$

1.038

$

1.036

$

1.030

W. P. CAREY INC.

Full Year Consolidated Statements of Income

(in thousands, except share and per share amounts)

Years Ended December 31,

2019

2018

Revenues

Real Estate:

Lease revenues

$

1,086,375

$

744,498

Operating property revenues

50,220

28,072

Lease termination income and other

36,268

6,555

1,172,863

779,125

Investment Management:

Asset management revenue

39,132

63,556

Reimbursable costs from affiliates

16,547

21,925

Structuring and other advisory revenue

4,224

21,126

59,903

106,607

1,232,766

885,732

Operating Expenses

Depreciation and amortization

447,135

291,440

General and administrative

75,293

68,337

Reimbursable tenant costs

55,576

28,076

Property expenses, excluding reimbursable tenant costs

39,545

22,773

Operating property expenses

38,015

20,150

Impairment charges

32,539

4,790

Stock-based compensation expense

18,787

18,294

Reimbursable costs from affiliates

16,547

21,925

Subadvisor fees (a)

7,579

9,240

Merger and other expenses (b)

101

41,426

731,117

526,451

Other Income and Expenses

Interest expense

(233,325)

(178,375)

Other gains and (losses)

31,475

29,913

Equity in earnings of equity method investments in the Managed Programs

and real estate

23,229

61,514

Gain on sale of real estate, net

18,143

118,605

(Loss) gain on change in control of interests (d) (e)

(8,416)

47,814

(168,894)

79,471

Income before income taxes

332,755

438,752

Provision for income taxes

(26,211)

(14,411)

Net Income

306,544

424,341

Net income attributable to noncontrolling interests

(1,301)

(12,775)

Net Income Attributable to W. P. Carey

$

305,243

$

411,566

Basic Earnings Per Share

$

1.78

$

3.50

Diluted Earnings Per Share

$

1.78

$

3.49

Weighted-Average Shares Outstanding

Basic

171,001,430

117,494,969

Diluted

171,299,414

117,706,445

Dividends Declared Per Share

$

4.140

$

4.090

__________

(a)

Primarily comprised of fees paid to subadvisors for CWI 1 and CWI 2. Refer to the Managed Programs Fee Summary section in Exhibit 99.2 of the Current Report on Form 8-K filed on February 21, 2020 for further information.

(b)

Amounts for the three months and year ended December 31, 2018 are primarily comprised of costs incurred in connection with the CPA:17 Merger.

(c)

Amount for the three months ended December 31, 2019 is primarily comprised of mark-to-market adjustment for our investment in shares of a cold storage operator of $36.1 million, realized gains on foreign currency exchange derivatives of $4.2 million and net gains on foreign currency transactions of $3.6 million.

(d)

Amounts for the three months ended September 30, 2019 and year ended December 31, 2019 represent a loss recognized on the purchase of the remaining interest in an investment from CPA:17 in the CPA:17 Merger, which we had previously accounted for under the equity method. We recognized this loss because we identified certain measurement period adjustments during the third quarter of 2019 that impacted the provisional accounting for this investment.

(e)

Amounts for the three months and year ended December 31, 2018 include a gain of $18.8 million recognized on the purchase of the remaining interests in six investments from CPA:17 in the CPA:17 Merger, which we had previously accounted for under the equity method. Amounts for the three months and year ended December 31, 2018 also include a gain of $29.0 million recognized on our previously held interest in shares of CPA:17 common stock in connection with the CPA:17 Merger.

W. P. CAREY INC.

Quarterly Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)

(in thousands, except share and per share amounts)

Three Months Ended

December 31, 2019

September 30, 2019

December 31, 2018

Net income attributable to W. P. Carey

$

129,372

$

41,339

$

193,263

Adjustments:

Depreciation and amortization of real property

110,354

108,279

92,018

Gain on sale of real estate, net

(17,501)

(71)

(99,618)

Impairment charges

6,758

25,781

Loss (gain) on change in control of interests (a) (b)

8,416

(47,814)

Proportionate share of adjustments to equity in net income of partially owned entities (c)

2,703

4,210

3,225

Proportionate share of adjustments for noncontrolling interests (d)

(4)

(4)

(762)

Total adjustments

102,310

146,611

(52,951)

FFO (as defined by NAREIT) Attributable to W. P. Carey (e)

231,682

187,950

140,312

Adjustments:

Other (gains) and losses (f)

(38,196)

18,618

(9,001)

Above- and below-market rent intangible lease amortization, net

17,037

14,969

14,985

Tax expense (benefit) – deferred and other (g) (h)

12,874

(1,039)

6,288

Straight-line and other rent adjustments (i)

(11,184)

(6,370)

(6,096)

Stock-based compensation

4,939

4,747

3,902

Amortization of deferred financing costs

3,225

2,991

2,572

Merger and other expenses (j)

(811)

70

37,098

Other amortization and non-cash items

546

379

468

Proportionate share of adjustments to equity in net income of partially owned entities (c)

1,908

1,920

3,192

Proportionate share of adjustments for noncontrolling interests (d)

(5)

(12)

140

Total adjustments

(9,667)

36,273

53,548

AFFO Attributable to W. P. Carey (e)

$

222,015

$

224,223

$

193,860

Summary

FFO (as defined by NAREIT) attributable to W. P. Carey (e)

$

231,682

$

187,950

$

140,312

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (e)

$

1.34

$

1.09

$

0.96

AFFO attributable to W. P. Carey (e)

$

222,015

$

224,223

$

193,860

AFFO attributable to W. P. Carey per diluted share (e)

$

1.28

$

1.30

$

1.33

Diluted weighted-average shares outstanding

173,442,101

172,486,506

145,716,583

W. P. CAREY INC.

Quarterly Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)

(in thousands, except share and per share amounts)

Three Months Ended

December 31, 2019

September 30, 2019

December 31, 2018

Net income from Real Estate attributable to W. P. Carey

$

124,333

$

33,556

$

151,611

Adjustments:

Depreciation and amortization of real property

110,354

108,279

92,018

Gain on sale of real estate, net

(17,501)

(71)

(99,618)

Impairment charges

6,758

25,781

Loss (gain) on change in control of interests (a) (b)

8,416

(18,792)

Proportionate share of adjustments to equity in net income of partially owned entities (c)

2,703

4,210

3,225

Proportionate share of adjustments for noncontrolling interests (d)

(4)

(4)

(762)

Total adjustments

102,310

146,611

(23,929)

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (e)

226,643

180,167

127,682

Adjustments:

Other (gains) and losses (f)

(38,546)

18,956

(11,269)

Above- and below-market rent intangible lease amortization, net

17,037

14,969

14,985

Straight-line and other rent adjustments (i)

(11,184)

(6,370)

(6,096)

Tax expense (benefit) – deferred and other

9,748

(1,414)

(3,949)

Stock-based compensation

3,531

3,435

2,774

Amortization of deferred financing costs

3,225

2,991

2,572

Merger and other expenses (j)

(811)

70

37,098

Other amortization and non-cash items

348

180

260

Proportionate share of adjustments to equity in net income of partially owned entities (c)

202

(113)

(260)

Proportionate share of adjustments for noncontrolling interests (d)

(5)

(12)

140

Total adjustments

(16,455)

32,692

36,255

AFFO Attributable to W. P. Carey – Real Estate (e)

$

210,188

$

212,859

$

163,937

Summary

FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (e)

$

226,643

$

180,167

$

127,682

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (e)

$

1.31

$

1.04

$

0.87

AFFO attributable to W. P. Carey – Real Estate (e)

$

210,188

$

212,859

$

163,937

AFFO attributable to W. P. Carey per diluted share – Real Estate (e)

$

1.21

$

1.23

$

1.12

Diluted weighted-average shares outstanding

173,442,101

172,486,506

145,716,583

W. P. CAREY INC.

Full Year Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)

(in thousands, except share and per share amounts)

Years Ended December 31,

2019

2018

Net income attributable to W. P. Carey

$

305,243

$

411,566

Adjustments:

Depreciation and amortization of real property

442,096

286,164

Impairment charges

32,539

4,790

Gain on sale of real estate, net

(18,143)

(118,605)

Loss (gain) on change in control of interests (a) (b)

8,416

(47,814)

Proportionate share of adjustments to equity in net income of partially owned entities (c)

15,826

4,728

Proportionate share of adjustments for noncontrolling interests (d)

(69)

(8,966)

Total adjustments

480,665

120,297

FFO (as defined by NAREIT) Attributable to W. P. Carey (e)

785,908

531,863

Adjustments:

Above- and below-market rent intangible lease amortization, net

64,383

52,314

Straight-line and other rent adjustments (i)

(31,787)

(14,460)

Stock-based compensation

18,787

18,294

Amortization of deferred financing costs

11,714

6,184

Other (gains) and losses (f)

(8,924)

(15,704)

Tax expense – deferred and other (g) (h)

5,974

1,079

Other amortization and non-cash items

3,198

920

Merger and other expenses (j)

101

41,426

Proportionate share of adjustments to equity in net income of partially owned entities (c)

7,165

12,439

Proportionate share of adjustments for noncontrolling interests (d)

(49)

231

Total adjustments

70,562

102,723

AFFO Attributable to W. P. Carey (e)

$

856,470

$

634,586

Summary

FFO (as defined by NAREIT) attributable to W. P. Carey (e)

$

785,908

$

531,863

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (e)

$

4.59

$

4.52

AFFO attributable to W. P. Carey (e)

$

856,470

$

634,586

AFFO attributable to W. P. Carey per diluted share (e)

$

5.00

$

5.39

Diluted weighted-average shares outstanding

171,299,414

117,706,445

W. P. CAREY INC.

Full Year Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)

(in thousands, except share and per share amounts)

Years Ended December 31,

2019

2018

Net income from Real Estate attributable to W. P. Carey

$

272,065

$

307,236

Adjustments:

Depreciation and amortization of real property

442,096

286,164

Impairment charges

32,539

4,790

Gain on sale of real estate, net

(18,143)

(118,605)

Loss (gain) on change in control of interests (a) (b)

8,416

(18,792)

Proportionate share of adjustments to equity in net income of partially owned entities (c)

15,826

4,728

Proportionate share of adjustments for noncontrolling interests (d)

(69)

(8,966)

Total adjustments

480,665

149,319

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (e)

752,730

456,555

Adjustments:

Above- and below-market rent intangible lease amortization, net

64,383

52,314

Straight-line and other rent adjustments (i)

(31,787)

(14,460)

Stock-based compensation

13,248

10,450

Amortization of deferred financing costs

11,714

6,184

Other (gains) and losses (f)

(9,773)

(18,025)

Tax expense (benefit) – deferred and other

7,971

(18,790)

Other amortization and non-cash items

2,540

330

Merger and other expenses (j)

101

41,426

Proportionate share of adjustments to equity in net income of partially owned entities (c)

115

287

Proportionate share of adjustments for noncontrolling interests (d)

(49)

231

Total adjustments

58,463

59,947

AFFO Attributable to W. P. Carey – Real Estate (e)

$

811,193

$

516,502

Summary

FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (e)

$

752,730

$

456,555

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (e)

$

4.39

$

3.88

AFFO attributable to W. P. Carey – Real Estate (e)

$

811,193

$

516,502

AFFO attributable to W. P. Carey per diluted share – Real Estate (e)

$

4.74

$

4.39

Diluted weighted-average shares outstanding

171,299,414

117,706,445

__________

(a)

Amounts for the three months ended September 30, 2019 and year ended December 31, 2019 represent a loss recognized on the purchase of the remaining interest in a real estate investment from CPA:17 in the CPA:17 Merger, which we had previously accounted for under the equity method. We recognized this loss because we identified certain measurement period adjustments during the third quarter of 2019 that impacted the provisional accounting for this investment.

(b)

AFFO and Real Estate AFFO amounts for the three months and year ended December 31, 2018 include a gain recognized on the purchase of the remaining interests in six investments from CPA:17 in the CPA:17 Merger, which we had previously accounted for under the equity method. AFFO amounts for the three months and year ended December 31, 2018 include a gain recognized on our previously held interest in shares of CPA:17 common stock in connection with the CPA:17 Merger.

(c)

Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Equity in earnings of equity method investments in the Managed Programs and real estate on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.

(d)

Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.

(e)

FFO and AFFO are non-GAAP measures. See below for a description of FFO and AFFO.

(f)

AFFO amount for the three months ended December 31, 2019 is primarily comprised of gain on marketable securities of $35.4 million and gains from foreign currency movements of $3.6 million. Real Estate AFFO amount for the three months ended December 31, 2019 is primarily comprised of mark-to-market adjustment for our investment in shares of a cold storage operator of $36.1 million and gains from foreign currency movements of $3.6 million. Beginning in the second quarter of 2019, we aggregated (gain) loss on extinguishment of debt and realized (gains) losses on foreign currency (both of which were previously disclosed as separate AFFO adjustment line items), as well as certain other adjustments, within this line item, which is comprised of adjustments related to Other gains and (losses) on our consolidated statements of income. Prior period amounts have been reclassified to conform to the current period presentation.

(g)

Amount for the year ended December 31, 2019 includes a current tax benefit, which is excluded from AFFO as it was incurred as a result of the CPA:17 Merger.

(h)

Amounts for the three months and year ended December 31, 2018 include one-time taxes incurred upon the recognition of taxable income associated with the accelerated vesting of shares previously issued by CPA:17 – Global to us for asset management services performed, in connection with the CPA:17 Merger.

(i)

Amounts for the three months and year ended December 31, 2019 include an adjustment to exclude $6.2 million of non-cash lease termination revenue, which will be collected and reflected within AFFO over the remaining master lease term.

(j)

Amounts for the three months and year ended December 31, 2018 are primarily comprised of costs incurred in connection with the CPA:17 Merger.

Non-GAAP Financial Disclosure

Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)

Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (NAREIT), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.

We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO.

We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line and other non-cash rent adjustments, stock-based compensation, non-cash environmental accretion expense and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt, restructuring and related compensation expenses and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange transactions (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs that are currently not engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.

We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, or as alternatives to net cash provided by operating activities computed under GAAP, or as indicators of our ability to fund our cash needs.

Institutional Investors:Peter SandsW. P. Carey Inc.212-492-1110[email protected]

Individual Investors:W. P. Carey Inc.212-492-8920[email protected]

Press Contact:Guy LawrenceRoss & Lawrence212-308-3333[email protected]

W. P. Carey Inc. Logo. (PRNewsFoto/W. P. Carey Inc.)

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