CIO City Office REIT Inc

VANCOUVER, March 3, 2016 /PRNewswire/ -- City Office REIT, Inc. (NYSE: CIO) (the "Company" or "City Office"), today announced its results for the quarter and full year ended December 31, 2015. 

Fourth Quarter Highlights

• Achieved Core Funds From Operations ("Core FFO") of $5.9 million, or $0.37 per fully diluted share;
• Reported Adjusted Funds From Operations ("AFFO") of $4.5 million, or $0.28 per fully diluted share;
• Achieved same store net operating income ("NOI") growth of 12.7% versus the fourth quarter last year;
• In-place occupancy closed the quarter at 94.8%;
• Executed approximately 41,000 square feet of new and renewal leases during the quarter, including leases which will commence subsequent to quarter end;
• Declared a fourth quarter dividend of $0.235 per share paid on January 20, 2016; and
• Subsequent to quarter end, closed on the internalization of management effective February 1, 2016.

"City Office delivered our strongest quarter yet with impressive growth in net operating income, Core FFO and AFFO," commented James Farrar, City Office's Chief Executive Officer.  "Throughout 2015, our focus was on building our portfolio of properties and creating long term value by raising rental rates and increasing occupancy with strong tenants. Our fourth quarter same store NOI increased to $7.5 million, a 13% increase over the same quarter in the prior year.  Core FFO per share increased to $0.37, a 42% increase over the $0.26 earned for the fourth quarter of 2014.  Similarly, AFFO per share increased to $0.28 representing a 22% increase over the fourth quarter of 2014."

A reconciliation of certain non-GAAP financial measures, including Core FFO, AFFO and NOI, to GAAP net income can be found at the end of this release.

Financial Results for the Fourth Quarter 2015

Core FFO was $5.9 million, or $0.37 per fully diluted share.  AFFO was $4.5 million, or $0.28 per fully diluted share.  Net loss attributable to the Company for the three months ended December 31, 2015 was $1.6 million, or ($0.12) per share. 

Portfolio Operations

The Company reported that its total portfolio as of December 31, 2015 contained 3.3 million net rentable square feet and was 94.8% occupied.

City Office's NOI was $10.9 million on a GAAP basis and $9.8 million on a cash basis during the fourth quarter of 2015.  The straight line rent adjustment related to the Dun & Bradstreet Corporation lease at the Company's Corporate Parkway property was approximately $0.7 million during the period.  NOI for the quarter benefited from $385,000 of unspent lease incentives and a lease departure payment for two leases that expired on December 31, 2015.  These amounts were included in rental income for the fourth quarter of 2015. 

Leasing Activity

During the fourth quarter of 2015, the Company commenced six new leases for 22,000 square feet and one renewal for 6,000 square feet.  New leases for 5,000 square feet and early renewals for 8,000 square feet were signed in the fourth quarter which will commence subsequent to quarter end, taking the total leasing activity in the quarter to 41,000 square feet.

New Leasing – During the fourth quarter of 2015, the Company signed 11,000 square feet of new leases with a weighted average lease term of 4.2 years at an average rent per square foot of $21.69 and at an average cost of $4.64 per square foot per year.

Renewal Leasing – The Company signed 8,000 square feet of renewal leases at an average rent per square foot of $14.28 and at an average cost of $5.04 per square foot per year.

Central Fairwinds Earn-Out Liability

As part of the IPO formation transactions, the Central Fairwinds property in downtown Orlando included an earn-out liability linked to achieving future cash flow and leasing milestones triggered at 70%/80%/90% occupancy levels.  As a result of the faster than anticipated leasing results, the Company increased the expected value of the earn-out liability by $0.2 million to $5.7 million at December 31, 2015.  Also during the quarter, the 80% occupancy and NOI thresholds were achieved and $3.8 million of earn-out consideration will be paid in common stock and operating partnership units during the first quarter of 2016.  A corresponding amount will be reduced from the earn-out liability.

Management Internalization

On February 1, 2016, City Office completed the previously announced internalization of the Company's management as described in the November 2, 2015 press release.   

Pursuant to the closing under the agreements, City Office acquired its former external advisor, City Office Real Estate Management Inc., in exchange for an aggregate of 297,321 shares of City Office common stock.  Pursuant to the terms of the Stock Purchase Agreement, a further $1 million payment was triggered by the Company achieving a $200 million fully diluted market capitalization based on its closing stock price on March 1, 2016.  The Company expects this cash payment will be made to the sellers in March 2016.  

In addition to entering into employment agreements with its Chief Executive Officer, Jamie Farrar, its President and Chief Operating Officer, Greg Tylee, and its Chief Financial Officer, Secretary and Treasurer, Tony Maretic, the Company has hired eleven other employees who previously worked for the former external advisor.

Capital Structure

As of December 31, 2015, the Company had total outstanding debt of approximately $344.7 million. 81.4% of the Company's outstanding debt was fixed rate, with a weighted average maturity of 5.8 years. 

Dividend

On December 18, 2015, the Company's board of directors declared a cash dividend of $0.235 per share for the three months ended December 31, 2015.  The dividend was paid on January 20, 2016 to stockholders and common unitholders of record as of January 6, 2016.

2016 Outlook

For 2016, the Company expects Core FFO in the range of $1.19 to $1.25 per diluted share.  This outlook reflects management's view of current and future market conditions, including assumptions such as rental rates, occupancy levels, operating and general administrative expenses, weighted average diluted shares outstanding and interest rates.  This guidance was determined based on incorporating the full year of results for all 14 properties owned at January 1, 2016 as well as the reconciliation items noted below.  No acquisitions or divestitures of properties have been included.

Full-year 2016 Guidance:

• Properties GAAP NOI: $40.0 - $41.0 million
• General & administrative expenses and base management fee: $3.9 - $4.1 million
• Interest expense, net: $15.5 - $15. 9 million
• Core FFO per diluted share: $1.19 to $1.25
• Straight Line Rent Adjustment: $3.3 - $3.7 million

Material Considerations:

I.            The downtime associated with re-tenanting two material properties has reduced our normalized full year 2016 guidance. St. Lukes Regional Medical Center, Ltd. has leased 147,657 square feet at our Washington Group Plaza property in Boise, Idaho.  The prior tenant's lease expired on December 31, 2015 and St. Luke's premise is currently being built-out with a scheduled occupancy in Q3 of 2016.  Kaiser Foundation Health Plan, Inc. has leased 33,424 square feet at our AmberGlen property in Portland, Oregon.  The prior tenant's lease also expired on December 31, 2015 and Kaiser's premise is currently being built-out with a scheduled lease commencement date in Q2 of 2016. No rental revenue will be received during the construction period on either of these two leases.  As a result, Q1 GAAP NOI is expected in the range of $9.6 million to $9.8 million before building back up in the last half of the year.

II.            Straight-line rent in 2016 is materially impacted by two renewal leases. Dun & Bradstreet executed a 10 year lease extension in June 2015.  Terms of the lease provide a rent abatement until August 2016 which results in an overall $1.4 million straight-line rent adjustment in 2016.  United Health Care, Inc. completed a seven year lease extension that commences in March 2016.  Terms of the lease provide a rent abatement until May 2016 which results in a $1.3 million straight-line rent adjustment. 

III.            2016 annual weighted average diluted shares outstanding (inclusive of shares issued for the internalization of management and Central Fairwinds earn-out payment) are assumed to be 16.4 - 16.6 million.

Webcast and Conference Call Details

City Office's management will hold a conference call at 11:00 am Eastern Time on March 3, 2016. 

The webcast will be available under the "Investor Relations" section of the Company's website at www.cityofficereit.com.  The conference call can be accessed by dialing 1-866-262-0919 for domestic callers and 1-412-902-4106 for international callers.  

A replay of the call will be available later in the day on March 3, 2016, continuing through 11:59pm Eastern Time on June 3, 2016 and can be accessed by dialing 1-877-344-7529 for domestic callers and 1-412-317-0088 for international callers.  The passcode for the replay is 10078515.  A replay will also be available for twelve months following the call at "Webcasts & Events" in the "Investor Relations" section of the Company's website.

A supplemental financial package to accompany the discussion of the results will be posted on www.cityofficereit.com under the "Investor Relations" section.

Non-GAAP Financial Measures

FFO, Core FFO, AFFO and NOI are supplemental non-GAAP financial measures. 

Funds from Operations ("FFO") – The National Association of Real Estate Investment Trusts ("NAREIT") states FFO should represent net income or loss (computed in accordance with GAAP) plus real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments of unconsolidated partnerships and joint ventures, gains or losses on the sale of property and impairments to real estate. 

The Company uses FFO as a supplemental performance measure because it believes that FFO is beneficial to investors as a starting point in measuring the Company's operational performance.  We also believe that, as a widely recognized measure of the performance of REITs, FFO will be used by investors as a basis to compare the Company's operating performance with that of other REITs.

However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the Company's properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of the Company's properties, all of which have real economic effects and could materially impact the Company's results from operations, the utility of FFO as a measure of the Company's performance is limited.  In addition, other equity REITs may not calculate FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company's FFO may not be comparable to such other REITs' FFO.  Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company's performance.

Core Funds from Operations ("Core FFO") – We calculate Core FFO by using FFO as defined by NAREIT and adjusting for certain other non-core items.   We also exclude from our Core FFO calculation acquisition costs, loss on early extinguishment of debt, changes in the fair value of the earn-out and the amortization of stock based compensation.

Adjusted Funds From Operations ("AFFO") – We compute AFFO by adding to Core FFO the non-cash amortization of deferred financing fees, and non-real estate depreciation, and then subtracting cash paid for recurring tenant improvements, leasing commissions, and capital expenditures, and eliminating the net effect of straight-line rents, deferred market rent and debt fair value amortization.  Recurring capital expenditures exclude development / redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property.  We exclude first generation leasing costs within the first two years of our initial public offering or acquisition, which are generally to fill vacant space in properties we acquire or were planned at acquisition.  We have further excluded all costs associated with tenant improvements, leasing commissions and capital expenditures which were funded by the entity contributing the properties at closing.

Forward-looking Statements
This press release contains "forward looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws.  All statements that are not statements of historical facts are, or may be deemed to be, forward looking statements.  These factors include, but are not limited to, the Company's ability to source and acquire properties on attractive terms, or at all; the Company's expectations and forecasts of future leasing activity at its current and future properties, and the Company's ability to accurately model the income yield, capitalization rate, and other financial metrics used to evaluate its properties. These and other material risks are described in the Company's Annual Report on 10-K for the year ended December 31, 2014 and any other documents filed by the Company from time to time, which are available from the Company and from the SEC, and you should read and understand these risks when evaluating any forward-looking statement. The Company does not have any obligation to publicly update any forward looking statements to reflect subsequent events or circumstances.

Contact

City Office REIT, Inc.
Anthony Maretic, CFO
+1-604-806-3366
investorrelations@cityofficereit.com

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SOURCE City Office REIT, Inc.