Document
false0001025378 0001025378 2020-07-31 2020-07-31


 

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): July 31, 2020
W. P. Carey Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
001-13779
45-4549771
(State of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
 
50 Rockefeller Plaza,
 
 
New York,
New York
 
10020
(Address of principal executive offices)
 
(Zip Code)
 

Registrant’s telephone number, including area code: (212) 492-1100

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 Par Value
 
WPC
 
New York Stock Exchange

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):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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).
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.

 





Item 2.02 Results of Operations and Financial Condition.

On July 31, 2020, W. P. Carey Inc. (together with its predecessors, the “Company”) issued an earnings release announcing its financial results for the quarter ended June 30, 2020. A copy of the earnings release is attached as Exhibit 99.1.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Item 7.01 Regulation FD Disclosure.

On July 31, 2020, the Company made available certain unaudited supplemental financial information at June 30, 2020. Copies of this supplemental information are attached as Exhibits 99.2 and 99.3.

The information furnished pursuant to this Item 7.01, including Exhibits 99.2 and 99.3, shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section, and shall not be incorporated by reference into any filing under the Securities Act or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.
 
Description
99.1
 
 
 
 
99.2
 
 
 
 
99.3
 
 
 
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).






SIGNATURES

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, thereunto duly authorized.

 
 
 
W. P. Carey Inc.
 
 
 
 
Date:
July 31, 2020
By:
/s/ ToniAnn Sanzone
 
 
 
ToniAnn Sanzone
 
 
 
Chief Financial Officer


Exhibit
Exhibit 99.1


FOR IMMEDIATE RELEASE

Institutional Investors:
Peter Sands
W. P. Carey Inc.
212-492-1110
institutionalir@wpcarey.com

Individual Investors:
W. P. Carey Inc.
212-492-8920
ir@wpcarey.com

Press Contact:
Guy Lawrence
Ross & Lawrence
212-308-3333
gblawrence@rosslawpr.com

W. P. Carey Inc. Announces Second Quarter 2020 Financial Results


New York, NY – July 31, 2020 – 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 second quarter ended June 30, 2020.

Total Company
Net income attributable to W. P. Carey of $105.3 million, or $0.61 per diluted share
AFFO of $197.9 million, or $1.14 per diluted share
Quarterly cash dividend raised to $1.042 per share, equivalent to an annualized dividend rate of $4.168 per share
2020 AFFO guidance remains withdrawn

Business Segments

Real Estate
Overall collection rate of 96% for 2020 second quarter rent due and 98% for July rent due
Segment net income attributable to W. P. Carey of $81.8 million
Segment AFFO of $191.7 million, or $1.10 per diluted share
Investment volume of $148.2 million, bringing investment volume for the first half of 2020 to $403.9 million
Active capital investment projects of $42.4 million expected to be completed in 2020, of which $30.3 million remains to be funded
Portfolio occupancy of 98.9%
Weighted-average lease term of 10.7 years


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 1


Investment Management
Segment net income attributable to W. P. Carey of $23.5 million
Segment AFFO of $6.2 million, or $0.04 per diluted share
CWI 1 and CWI 2 merger and management internalization closed in April 2020

Balance Sheet and Capitalization
Completed an underwritten public offering of common stock under forward sale agreements for gross proceeds of approximately $382 million, of which $100 million was settled during the second quarter
Well-positioned balance sheet, with significant liquidity, limited near-term debt maturities and minimal funding commitments remaining on the Company’s capital investment projects


MANAGEMENT COMMENTARY

“Our second quarter results reflect the consistently strong rent collections we achieved throughout the period, which have continued into July, and are a direct result of our disciplined investment process and diversified approach,” said Jason Fox, Chief Executive Officer of W. P. Carey. “With substantial liquidity, enhanced by the equity forward we successfully completed in June, we’re ideally positioned and motivated to dial up investment activity in the second half of the year.”


QUARTERLY FINANCIAL RESULTS

Revenues

Total Company: Revenues, including reimbursable costs, for the 2020 second quarter totaled $290.5 million, down 4.8% from $305.2 million for the 2019 second quarter.

Real Estate: Real Estate revenues, including reimbursable costs, for the 2020 second quarter were $283.6 million, down 2.7% from $291.5 million for the 2019 second quarter. Lease revenues increased, primarily through the combined impact of net acquisitions, rent escalations and the conversion of certain self-storage operating properties to net leases commencing June 1, 2019, which was partly offset by the impact of the COVID-19 pandemic on rent collections during the 2020 second quarter. In addition to the conversion of self-storage properties to net leases, operating revenues also reflected the disposition of a hotel operating property in the 2020 first quarter. Lease termination and other income included an elevated level of lease-related settlements in the 2019 second quarter.

Investment Management: Investment Management revenues, including reimbursable costs, for the 2020 second quarter were $6.9 million, down 49.6% from $13.7 million for the 2019 second quarter, due primarily to lower asset management revenues resulting from the management internalization by CWI 1 and CWI 2.

Net Income Attributable to W. P. Carey

Net income attributable to W. P. Carey for the 2020 second quarter was $105.3 million, up 59.5% from $66.0 million for the 2019 second quarter. Net income from Investment Management attributable to W. P. Carey increased, due primarily to a non-cash net gain of $33.0 million recognized within equity earnings during the current year period upon the redemption of the Company’s special general partner interests in CWI 1 and CWI 2 in connection with the CWI 1 and CWI 2 merger. Net income from Real Estate attributable to W. P. Carey increased, due primarily to the impact of net acquisitions and lower interest expense.


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 2


Adjusted Funds from Operations (AFFO)

AFFO for the 2020 second quarter was $1.14 per diluted share, down 6.6% from $1.22 per diluted share for the 2019 second quarter. AFFO from the Company’s Real Estate segment (Real Estate AFFO) decreased due primarily to the impact of COVID-19 on rent collections during the 2020 second quarter, partly offset by the accretive impact of net investment activity and rent escalations. AFFO from the Company’s Investment Management segment reflected the Company’s continued move out of Investment Management through the management internalization by CWI 1 and CWI 2, resulting in lower asset management fees and distributions from the Company’s special general partner interests, which was substantially offset by the reallocation of general and administrative expenses to the Company’s Real Estate segment.

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 June 11, 2020 the Company’s Board of Directors declared a quarterly cash dividend of $1.042 per share, equivalent to an annualized dividend rate of $4.168 per share. The dividend was paid on July 15, 2020 to stockholders of record as of June 30, 2020.


AFFO GUIDANCE

The Company’s previous 2020 AFFO guidance remains withdrawn.


BALANCE SHEET AND CAPITALIZATION

Forward Equity Offering

As previously announced, on June 22, 2020, the Company completed an underwritten public offering of an aggregate of 5,462,500 shares of common stock under forward sale agreements (which included the full exercise of the underwriters' option to purchase additional shares) at a gross offering price of $70.00 per share, which was sold on a forward basis at an initial forward sale price of $68.35 per share in connection with certain forward sale agreements, for gross proceeds of approximately $382 million (anticipated net proceeds of approximately $373 million at closing).

During the 2020 second quarter, the Company settled a portion of the forward sale agreements, issuing 1,463,500 shares for net proceeds of $100 million. The Company has the ability to settle the remaining 3,999,000 shares under the forward sale agreements by December 17, 2021, for anticipated net proceeds of approximately $269 million as of June 30, 2020.

Balance Sheet Positioning

The Company’s balance sheet remained well-positioned at the end of the 2020 second quarter, with significant liquidity, limited near-term debt maturities and minimal funding commitments remaining on its capital investment projects, as follows:

approximately $2.2 billion of total liquidity, including $1.8 billion of capacity available on the Company’s Senior Unsecured Credit Facility, available net proceeds under the forward sale agreements of $269 million and cash and cash equivalents of $137 million;

$110 million of non-recourse (mortgage) debt due in 2020 and $241 million due in 2021;

no unsecured debt maturities until 2023; and

$30.3 million remaining to be funded on active capital investment projects expected to be completed in 2020.



W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 3


REAL ESTATE

COVID-19 Update on Rent Collections

The Company received 96% of contractual base rent that was due in the 2020 second quarter and 98% of contractual base rent that was due in July.

2020 second quarter collection rates by property type were:
Industrial
98%
Warehouse
94%
Office
99%
Retail
98%
Fitness, movie theaters and restaurants
37%
Self Storage (net lease)
100%
Other
98%

2020 second quarter collection rates by geography were:
U.S.
96%
Europe
97%
Other
100%

Note: Given the significant uncertainty regarding the duration and severity of the impact of COVID-19, the Company is unable to predict the impact COVID-19 will have on its tenants’ continued ability to pay rent. Therefore, information provided regarding historical rent collections should not serve as an indication of expected future rent collections. Additional details regarding the Company’s update relating to COVID-19 can be found in a presentation furnished as Exhibit 99.3 of the Current Report on Form 8-K filed on July 31, 2020.

Investments

During the 2020 second quarter, the Company completed three capital investment projects at a total cost of $148.2 million, bringing total investment volume for the six months ended June 30, 2020 to $403.9 million.

As of June 30, 2020, the Company had six capital investment projects outstanding for an expected total investment of approximately $170.9 million, of which three projects totaling $42.4 million (with $30.3 million remaining to be funded) are currently expected to be completed during 2020.

Dispositions

During the 2020 second quarter, the Company did not dispose of any properties. Total disposition proceeds for the six months ended June 30, 2020 were $116.3 million.

Composition

As of June 30, 2020, the Company’s net lease portfolio consisted of 1,216 properties, comprising 142 million square feet leased to 352 tenants, with a weighted-average lease term of 10.7 years and an occupancy rate of 98.9%. In addition, the Company owned 19 self-storage operating properties and one hotel operating property, totaling approximately 1.4 million square feet.



W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 4


INVESTMENT MANAGEMENT

Merger and Internalization of CWI 1 and CWI 2

The Carey Watermark Investors Incorporated (CWI 1) and Carey Watermark Investors 2 Incorporated (CWI 2) merger was approved by their stockholders on April 8, 2020 and closed on April 13, 2020, with CWI 2 as the surviving entity. In connection with the merger, the Company entered into an internalization agreement and a transition services agreement. Following the close of the merger, CWI 2 was renamed Watermark Lodging Trust, Inc., and the Company received 1,300,000 shares of CWI 2 preferred stock with a fair value of $46.3 million and 2,840,549 shares in CWI 2 common stock with a fair value of $11.6 million.


* * * * *


Supplemental Information

The Company has provided supplemental unaudited financial and operating information regarding the 2020 second 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 July 31, 2020.


* * * * *


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

Date/Time: Friday, July 31, 2020 at 10:00 a.m. Eastern Time
Call-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 $18 billion and a diversified portfolio of operationally-critical commercial real estate that includes 1,216 net lease properties covering approximately 142 million square feet as of June 30, 2020. 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


* * * * *



W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 5


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 regarding W. P. Carey’s potential investment activity in the second half of 2020. These statements are based on the current expectations of our management and it is important to note that our 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 risks or uncertainties, like the risks related to the effects of pandemics and global outbreaks of contagious diseases or the fear of such outbreaks (such as the current COVID-19 pandemic) and those additional risk factors discussed in reports that we have filed with the SEC could also have material adverse effects on our future results, performance or achievements. 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 II, Item 1A. Risk Factors in W. P. Carey’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and 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. 6/30/2020 Earnings Release 8-K – 6


W. P. CAREY INC.
Consolidated Balance Sheets (Unaudited)
(in thousands, except share and per share amounts)
 
June 30, 2020
 
December 31, 2019
Assets
 
 
 
Investments in real estate:
 
 
 
Land, buildings and improvements (a)
$
10,287,575

 
$
9,856,191

Net investments in direct financing leases
752,630

 
896,549

In-place lease intangible assets and other
2,197,714

 
2,186,851

Above-market rent intangible assets
896,051

 
909,139

Investments in real estate
14,133,970

 
13,848,730

Accumulated depreciation and amortization (b)
(2,257,551
)
 
(2,035,995
)
Assets held for sale, net (c)

 
104,010

Net investments in real estate
11,876,419

 
11,916,745

Equity investments in the Managed Programs and real estate (d)
284,643

 
324,004

Cash and cash equivalents
137,157

 
196,028

Due from affiliates
11,074

 
57,816

Other assets, net
747,878

 
631,637

Goodwill
898,842

 
934,688

Total assets
$
13,956,013

 
$
14,060,918

 
 
 
 
Liabilities and Equity
 
 
 
Debt:
 
 
 
Senior unsecured notes, net
$
4,384,879

 
$
4,390,189

Unsecured term loans, net
290,827

 

Unsecured revolving credit facility
22,366

 
201,267

Non-recourse mortgages, net
1,424,195

 
1,462,487

Debt, net
6,122,267

 
6,053,943

Accounts payable, accrued expenses and other liabilities
515,811

 
487,405

Below-market rent and other intangible liabilities, net
197,223

 
210,742

Deferred income taxes
134,519

 
179,309

Dividends payable
183,738

 
181,346

Total liabilities
7,153,558

 
7,112,745

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

 

Common stock, $0.001 par value, 450,000,000 shares authorized; 173,890,427 and 172,278,242 shares, respectively, issued and outstanding
174

 
172

Additional paid-in capital
8,815,108

 
8,717,535

Distributions in excess of accumulated earnings
(1,765,892
)
 
(1,557,374
)
Deferred compensation obligation
42,014

 
37,263

Accumulated other comprehensive loss
(290,613
)
 
(255,667
)
Total stockholders’ equity
6,800,791

 
6,941,929

Noncontrolling interests
1,664

 
6,244

Total equity
6,802,455

 
6,948,173

Total liabilities and equity
$
13,956,013

 
$
14,060,918

________
(a)
Includes $83.3 million and $83.1 million of amounts attributable to operating properties as of June 30, 2020 and December 31, 2019, respectively.
(b)
Includes $1.1 billion and $1.0 billion of accumulated depreciation on buildings and improvements as of June 30, 2020 and December 31, 2019, respectively, and $1.2 billion and $1.1 billion of accumulated amortization on lease intangibles as of June 30, 2020 and December 31, 2019, 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 totaled $235.7 million and $194.4 million as of June 30, 2020 and December 31, 2019, respectively. Our equity investments in the Managed Programs totaled $48.9 million and $129.6 million as of June 30, 2020 and December 31, 2019, respectively.


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 7


W. P. CAREY INC.
Quarterly Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
June 30, 2020
 
March 31, 2020
 
June 30, 2019
Revenues
 
 
 
 
 
Real Estate:
 
 
 
 
 
Lease revenues
$
280,303

 
$
282,110

 
$
269,802

Lease termination income and other
1,917

 
6,509

 
6,304

Operating property revenues
1,427

 
5,967

 
15,436

 
283,647

 
294,586

 
291,542

Investment Management:
 
 
 
 
 
Asset management revenue
4,472

 
9,889

 
9,790

Reimbursable costs from affiliates
2,411

 
4,030

 
3,821

Structuring and other advisory revenue

 
494

 
58

 
6,883

 
14,413

 
13,669

 
290,530

 
308,999

 
305,211

Operating Expenses
 

 
 
 
 

Depreciation and amortization
107,477

 
116,194

 
113,632

General and administrative
17,472

 
20,745

 
19,729

Reimbursable tenant costs
13,796

 
13,175

 
13,917

Property expenses, excluding reimbursable tenant costs
11,651

 
10,075

 
9,915

Stock-based compensation expense
2,918

 
2,661

 
4,936

Reimbursable costs from affiliates
2,411

 
4,030

 
3,821

Operating property expenses
1,388

 
5,223

 
10,874

Merger and other expenses
1,074

 
187

 
696

Subadvisor fees
192

 
1,277

 
1,650

Impairment charges

 
19,420

 

 
158,379

 
192,987

 
179,170

Other Income and Expenses
 

 
 
 
 

Interest expense
(52,182
)
 
(52,540
)
 
(59,719
)
Equity in earnings (losses) of equity method investments in the Managed
   Programs and real estate (a)
33,983

 
(45,790
)
 
3,951

Other gains and (losses) (b)
8,847

 
(4,423
)
 
(671
)
Gain (loss) on sale of real estate, net

 
11,751

 
(362
)
 
(9,352
)
 
(91,002
)
 
(56,801
)
Income before income taxes
122,799

 
25,010

 
69,240

(Provision for) benefit from income taxes
(7,595
)
 
41,692

 
(3,119
)
Net Income
115,204

 
66,702

 
66,121

Net income attributable to noncontrolling interests (a)
(9,904
)
 
(612
)
 
(83
)
Net Income Attributable to W. P. Carey
$
105,300

 
$
66,090

 
$
66,038

 
 
 
 
 
 
Basic Earnings Per Share
$
0.61

 
$
0.38

 
$
0.39

Diluted Earnings Per Share
$
0.61

 
$
0.38

 
$
0.38

Weighted-Average Shares Outstanding
 

 
 
 
 

Basic
173,401,749

 
173,249,236

 
171,304,112

Diluted
173,472,755

 
173,460,053

 
171,490,625

 
 
 
 
 
 
Dividends Declared Per Share
$
1.042

 
$
1.040

 
$
1.034


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 8


W. P. CAREY INC.
Year-to-Date Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Six Months Ended June 30,
 
2020
 
2019
Revenues
 
 
 
Real Estate:
 
 
 
Lease revenues
$
562,413

 
$
532,741

Lease termination income and other
8,426

 
9,574

Operating property revenues
7,394

 
31,432

 
578,233

 
573,747

Investment Management:
 
 
 
Asset management revenue
14,361

 
19,522

Reimbursable costs from affiliates
6,441

 
7,689

Structuring and other advisory revenue
494

 
2,576

 
21,296

 
29,787

 
599,529

 
603,534

Operating Expenses
 

 
 

Depreciation and amortization
223,671

 
226,011

General and administrative
38,217

 
41,014

Reimbursable tenant costs
26,971

 
27,088

Property expenses, excluding reimbursable tenant costs
21,726

 
19,827

Impairment charges
19,420

 

Operating property expenses
6,611

 
21,468

Reimbursable costs from affiliates
6,441

 
7,689

Stock-based compensation expense
5,579

 
9,101

Subadvisor fees
1,469

 
3,852

Merger and other expenses
1,261

 
842

 
351,366

 
356,892

Other Income and Expenses
 

 
 

Interest expense
(104,722
)
 
(121,032
)
Equity in (losses) earnings of equity method investments in the Managed Programs
   and real estate (a)
(11,807
)
 
9,442

Gain on sale of real estate, net
11,751

 
571

Other gains and (losses)
4,424

 
284

 
(100,354
)
 
(110,735
)
Income before income taxes
147,809

 
135,907

Benefit from (provision for) income taxes
34,097

 
(990
)
Net Income
181,906

 
134,917

Net income attributable to noncontrolling interests (a)
(10,516
)
 
(385
)
Net Income Attributable to W. P. Carey
$
171,390

 
$
134,532

 
 
 
 
Basic Earnings Per Share
$
0.99

 
$
0.79

Diluted Earnings Per Share
$
0.99

 
$
0.79

Weighted-Average Shares Outstanding
 

 
 

Basic
173,325,493

 
169,280,360

Diluted
173,514,894

 
169,520,508

 
 
 
 
Dividends Declared Per Share
$
2.082

 
$
2.066

__________
(a)
Amounts for the three and six months ended June 30, 2020 include a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(b)
Amount for the three months ended June 30, 2020 is primarily comprised of realized gains on foreign currency exchange derivatives of $4.4 million and a net release of our allowance for credit losses reserve of $3.6 million.

W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 9


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
 
June 30, 2020
 
March 31, 2020
 
June 30, 2019
Net income attributable to W. P. Carey
$
105,300

 
$
66,090

 
$
66,038

Adjustments:
 
 
 
 
 
Depreciation and amortization of real property
106,264

 
114,913

 
112,360

Impairment charges

 
19,420

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
362

Proportionate share of adjustments to equity in net income of partially owned entities (a) (b) (c)
(19,117
)
 
50,477

 
4,489

Proportionate share of adjustments for noncontrolling interests (d)
(588
)
 
578

 
(31
)
Total adjustments
86,559

 
173,637

 
117,180

FFO (as defined by NAREIT) Attributable to W. P. Carey (e)
191,859

 
239,727

 
183,218

Adjustments:
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
12,956

 
11,780

 
16,450

Straight-line and other rent adjustments (f)
(11,720
)
 
(7,092
)
 
(7,975
)
Other (gains) and losses (g)
(4,259
)
 
9,815

 
5,724

Amortization of deferred financing costs
2,993

 
3,089

 
2,774

Stock-based compensation
2,918

 
2,661

 
4,936

Merger and other expenses
1,074

 
187

 
696

Other amortization and non-cash items
488

 
408

 
1,706

Tax benefit – deferred and other (h) (i) (j)
(229
)
 
(47,923
)
 
(933
)
Proportionate share of adjustments to equity in net income of partially owned entities (b) (k)
1,251

 
3,895

 
1,876

Proportionate share of adjustments for noncontrolling interests (d)
579

 
(7
)
 
(7
)
Total adjustments
6,051

 
(23,187
)
 
25,247

AFFO Attributable to W. P. Carey (e)
$
197,910

 
$
216,540

 
$
208,465

 
 
 
 
 
 
Summary
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey (e)
$
191,859

 
$
239,727

 
$
183,218

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (e)
$
1.11

 
$
1.38

 
$
1.07

AFFO attributable to W. P. Carey (e)
$
197,910

 
$
216,540

 
$
208,465

AFFO attributable to W. P. Carey per diluted share (e)
$
1.14

 
$
1.25

 
$
1.22

Diluted weighted-average shares outstanding
173,472,755

 
173,460,053

 
171,490,625























W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 10


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
 
June 30, 2020
 
March 31, 2020
 
June 30, 2019
Net income from Real Estate attributable to W. P. Carey
$
81,825

 
$
100,914

 
$
60,768

Adjustments:
 
 
 
 
 
Depreciation and amortization of real property
106,264

 
114,913

 
112,360

Impairment charges

 
19,420

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
362

Proportionate share of adjustments to equity in net income of partially owned entities (b)
3,352

 
3,365

 
4,489

Proportionate share of adjustments for noncontrolling interests (d)
(588
)
 
578

 
(31
)
Total adjustments
109,028

 
126,525

 
117,180

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (e)
190,853

 
227,439

 
177,948

Adjustments:
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
12,956

 
11,780

 
16,450

Straight-line and other rent adjustments (f)
(11,720
)
 
(7,092
)
 
(7,975
)
Other (gains) and losses (g)
(5,437
)
 
10,973

 
5,888

Tax benefit – deferred and other (i)
(3,051
)
 
(37,956
)
 
(853
)
Amortization of deferred financing costs
2,993

 
3,089

 
2,774

Stock-based compensation
2,918

 
1,970

 
3,482

Merger and other expenses
935

 
(132
)
 
696

Other amortization and non-cash items
488

 
209

 
1,510

Proportionate share of adjustments to equity in net income (loss) of partially owned entities (c) (k)
166

 
(274
)
 
(89
)
Proportionate share of adjustments for noncontrolling interests (d)
579

 
(7
)
 
(7
)
Total adjustments
827

 
(17,440
)
 
21,876

AFFO Attributable to W. P. Carey – Real Estate (e)
$
191,680

 
$
209,999

 
$
199,824

 
 
 
 
 
 
Summary
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (e)
$
190,853

 
$
227,439

 
$
177,948

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (e)
$
1.10

 
$
1.31

 
$
1.04

AFFO attributable to W. P. Carey – Real Estate (e)
$
191,680

 
$
209,999

 
$
199,824

AFFO attributable to W. P. Carey per diluted share – Real Estate (e)
$
1.10

 
$
1.21

 
$
1.17

Diluted weighted-average shares outstanding
173,472,755

 
173,460,053

 
171,490,625


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 11


W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
 
Six Months Ended June 30,
 
2020
 
2019
Net income attributable to W. P. Carey
$
171,390

 
$
134,532

Adjustments:
 
 
 
Depreciation and amortization of real property
221,177

 
223,463

Impairment charges
19,420

 

Gain on sale of real estate, net
(11,751
)
 
(571
)
Proportionate share of adjustments to equity in net income of partially owned entities (a) (b) (c)
31,360

 
8,913

Proportionate share of adjustments for noncontrolling interests (d)
(10
)
 
(61
)
Total adjustments
260,196

 
231,744

FFO (as defined by NAREIT) Attributable to W. P. Carey (e)
431,586

 
366,276

Adjustments:
 
 
 
Tax benefit – deferred and other (h) (i) (j) (l)
(48,152
)
 
(5,861
)
Above- and below-market rent intangible lease amortization, net
24,736

 
32,377

Straight-line and other rent adjustments (f)
(18,812
)
 
(14,233
)
Amortization of deferred financing costs
6,082

 
5,498

Stock-based compensation
5,579

 
9,101

Other (gains) and losses
5,556

 
10,654

Merger and other expenses
1,261

 
842

Other amortization and non-cash items
896

 
2,273

Proportionate share of adjustments to equity in net income of partially owned entities (b) (k)
5,146

 
3,337

Proportionate share of adjustments for noncontrolling interests (d)
572

 
(32
)
Total adjustments
(17,136
)
 
43,956

AFFO Attributable to W. P. Carey (e)
$
414,450

 
$
410,232

 
 
 
 
Summary
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey (e)
$
431,586

 
$
366,276

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (e)
$
2.49

 
$
2.16

AFFO attributable to W. P. Carey (e)
$
414,450

 
$
410,232

AFFO attributable to W. P. Carey per diluted share (e)
$
2.39

 
$
2.42

Diluted weighted-average shares outstanding
173,514,894

 
169,520,508


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 12


W. P. CAREY INC.
Year-to-Date 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)
 
Six Months Ended June 30,
 
2020
 
2019
Net income from Real Estate attributable to W. P. Carey
$
182,739

 
$
114,176

Adjustments:
 
 
 
Depreciation and amortization of real property
221,177

 
223,463

Impairment charges
19,420

 

Gain on sale of real estate, net
(11,751
)
 
(571
)
Proportionate share of adjustments to equity in net income of partially owned entities (b)
6,717

 
8,913

Proportionate share of adjustments for noncontrolling interests (d)
(10
)
 
(61
)
Total adjustments
235,553

 
231,744

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (e)
418,292

 
345,920

Adjustments:
 
 
 
Tax benefit – deferred and other (i)
(41,007
)
 
(363
)
Above- and below-market rent intangible lease amortization, net
24,736

 
32,377

Straight-line and other rent adjustments (f)
(18,812
)
 
(14,233
)
Amortization of deferred financing costs
6,082

 
5,498

Other (gains) and losses
5,536

 
9,817

Stock-based compensation
4,888

 
6,282

Merger and other expenses
803

 
842

Other amortization and non-cash items
697

 
2,012

Proportionate share of adjustments to equity in net income of partially owned entities (b) (k)
(108
)
 
26

Proportionate share of adjustments for noncontrolling interests (d)
572

 
(32
)
Total adjustments
(16,613
)
 
42,226

AFFO Attributable to W. P. Carey – Real Estate (e)
$
401,679

 
$
388,146

 
 
 
 
Summary
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (e)
$
418,292

 
$
345,920

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (e)
$
2.41

 
$
2.04

AFFO attributable to W. P. Carey – Real Estate (e)
$
401,679

 
$
388,146

AFFO attributable to W. P. Carey per diluted share – Real Estate (e)
$
2.31

 
$
2.29

Diluted weighted-average shares outstanding
173,514,894

 
169,520,508

__________
(a)
Amounts for the three and six months ended June 30, 2020 include a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(b)
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.
(c)
Amounts for the three months ended March 31, 2020 and six months ended June 30, 2020 include non-cash other-than-temporary impairment charges totaling $47.1 million recognized on our equity investments in CWI 1 and CWI 2.
(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)
Amounts for the three months ended March 31, 2020 and six months ended June 30, 2020 include straight-line rent write-offs totaling $3.1 million, based on a collectibility analysis.
(g)
AFFO amount for the three months ended June 30, 2020 is primarily comprised of a net release of our allowance for credit losses reserve of $3.6 million, gains from foreign currency movements of $3.4 million, unrealized loss on derivatives of $(1.4) million and loss on marketable securities of $(1.2) million. Real Estate AFFO amount for the three months ended June 30, 2020 is primarily comprised of a net release of allowance for credit losses reserve of $3.6 million, losses from foreign currency movements of $3.3 million and unrealized loss on derivatives of $(1.4) million. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(h)
Amounts for the three and six months ended June 30, 2020 include one-time taxes incurred upon the recognition of taxable income associated with the accelerated vesting of shares previously issued by CWI 1 and CWI 2 to us for asset management services performed, in connection with the CWI 1 and CWI 2 merger.
(i)
Amounts for the three months ended March 31, 2020 and six months ended June 30, 2020 include a non-cash deferred tax benefit of $37.2 million as a result of the release of a deferred tax liability relating to our investment in shares of a cold storage operator, which converted to a REIT during that period and is therefore no longer subject to federal income taxes.
(j)
Amounts for the three months ended March 31, 2020 and six months ended June 30, 2020 include a one-time tax benefit of $7.2 million as a result of carrying back certain net operating losses in accordance with the CARES Act, which was enacted on March 27, 2020.
(k)
Beginning with the first quarter of 2020, this adjustment includes dividends received from CWI 1 and CWI 2 for AFFO (through April 13, 2020, the closing date of the CWI 1 and CWI 2 merger) and from WLT for both AFFO and Real Estate AFFO (after April 13, 2020) in place of our pro rata share of net income from our ownership of shares of CWI 1, CWI 2, and WLT, as applicable. We did not receive any such dividends during the second quarter of 2020, due to the adverse effect of COVID-19.
(l)
Amount for the six months ended June 30, 2019 includes a current tax benefit, which is excluded from AFFO as it was incurred as a result of the CPA:17 Merger.

W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 13


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 rent and related reserves, other non-cash rent adjustments, allowance for credit losses, 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 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.


W. P. Carey Inc. 6/30/2020 Earnings Release 8-K – 14
Exhibit
Exhibit 99.2

W. P. Carey Inc.
Supplemental Information
Second Quarter 2020







Important Disclosures About This Supplemental Package

As used in this supplemental package, the terms “W. P. Carey,” “WPC,” “we,” “us” and “our” include W. P. Carey Inc., its consolidated subsidiaries and its predecessors, unless otherwise indicated. “REIT” means real estate investment trust. “CPA:17 – Global” means Corporate Property Associates 17 – Global Incorporated. “CPA:18 – Global” means Corporate Property Associates 18 – Global Incorporated. “CWI 1” means Carey Watermark Investors Incorporated and “CWI 2” means Carey Watermark Investors 2 Incorporated. “Managed Programs” means CPA:18 – Global and Carey European Student Housing Fund I, L.P. (“CESH”). “CPA:17 Merger” means our merger with CPA:17 – Global, which was completed on October 31, 2018. CPA:17 – Global was included in the Managed Programs prior to the CPA:17 Merger. “CWI 1 and CWI 2 Merger” means the merger between CWI 1 and CWI 2, which closed on April 13, 2020. Subsequently, the combined company was renamed Watermark Lodging Trust, Inc. (“WLT”). CWI 1 and CWI 2 were included in the Managed Programs prior to the CWI 1 and CWI 2 Merger. “U.S.” means United States. “AUM” means assets under management. “ABR” means contractual minimum annualized base rent. “SEC” means Securities and Exchange Commission.

Amounts may not sum to totals due to rounding.

Important Note Regarding Non-GAAP Financial Measures

This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles (“GAAP”), including funds from operations (“FFO”); adjusted funds from operations (“AFFO”); earnings before interest, taxes, depreciation and amortization (“EBITDA”); adjusted EBITDA; pro rata cash net operating income (“pro rata cash NOI”); normalized pro rata cash NOI; and same store pro rata rental income. A description of these non-GAAP financial measures and reconciliations to their most directly comparable GAAP measures, as well as a description of other metrics presented, are provided within the Appendix to this supplemental package. FFO is a non-GAAP measure defined by the National Association of Real Estate Investments Trusts, Inc. (“NAREIT”), an industry trade group.




W. P. Carey Inc.
Supplemental Information – Second Quarter 2020
Table of Contents
Overview
 
 
 
Financial Results
 
Statements of Income – Last Five Quarters
 
FFO and AFFO – Last Five Quarters
 
 
 
Balance Sheets and Capitalization
 
 
 
Real Estate
 
Investment Activity
 
 
 
Investment Management
 
 
 
Appendix
 
Adjusted EBITDA  Last Five Quarters
 



W. P. Carey Inc.
Overview – Second Quarter 2020
Summary Metrics
As of or for the three months ended June 30, 2020.
Financial Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment
 
 
 
 
 
 
 
Owned
Real Estate
 
Investment Management
 
Total
Revenues, including reimbursable costs – consolidated ($000s)
 
$
283,647

 
$
6,883

 
$
290,530

Net income attributable to W. P. Carey ($000s)
 
81,825

 
23,475

 
105,300

Net income attributable to W. P. Carey per diluted share
 
0.47

 
0.14

 
0.61

Normalized pro rata cash NOI from real estate ($000s) (a) (b)
 
263,624

 
N/A

 
263,624

Adjusted EBITDA ($000s) (a) (b)
 
250,536

 
7,318

 
257,854

AFFO attributable to W. P. Carey ($000s) (a) (b)
 
191,680

 
6,230

 
197,910

AFFO attributable to W. P. Carey per diluted share (a) (b)
 
1.10

 
0.04

 
1.14

 
 
 
 
 
 
 
 
 
 
Dividends declared per share – current quarter
 
 
 
 
 
1.042

Dividends declared per share – current quarter annualized
 
 
 
 
 
4.168

Dividend yield – annualized, based on quarter end share price of $67.65
 
 
 
 
 
6.2
%
Dividend payout ratio – for the six months ended June 30, 2020 (c)
 
 
 
 
 
87.1
%
 
 
 
 
 
 
 
 
 
 
Balance Sheet and Capitalization
 
 
 
 
 
 
 
 
 
Equity market capitalization – based on quarter end share price of $67.65 ($000s)
 
 
 
 
 
$
11,763,687

Pro rata net debt ($000s) (d)
 
 
 
 
 
 
 
 
6,221,613

Enterprise value ($000s)
 
 
 
 
 
 
 
 
17,985,300

 
 
 
 
 
 
 
 
 
 
Total consolidated debt ($000s)
 
 
 
 
 
 
 
 
6,122,267

Gross assets ($000s) (e)
 
 
 
 
 
 
 
 
15,041,075

Liquidity ($000s) (f)
 
 
 
 
 
 
 
 
2,183,920

 
 
 
 
 
 
 
 
 
 
Pro rata net debt to enterprise value (b)
 
 
 
 
 
 
 
 
34.6
%
Pro rata net debt to adjusted EBITDA (annualized) (a) (b)
 
 
 
 
 
6.0x

Total consolidated debt to gross assets
 
 
 
 
 
 
 
 
40.7
%
Total consolidated secured debt to gross assets
 
 
 
 
 
 
 
 
9.5
%
 
 
 
 
 
 
 
 
 
 
Weighted-average interest rate (b)
 
 
 
 
 
 
 
 
3.2
%
Weighted-average debt maturity (years) (b)
 
 
 
 
 
 
 
 
4.7

 
 
 
 
 
 
 
 
 
 
Moody's Investors Service – corporate rating
 
 
 
 
 
 
 
 
Baa2 (stable)

Standard & Poor's Ratings Services – issuer rating
 
 
 
 
 
 
 
 
BBB (stable)

 
 
 
 
 
 
 
 
 
 
Real Estate Portfolio (Pro Rata)
 
 
 
 
 
 
 
 
 
ABR – total portfolio ($000s) (g) (h)
 
 
 
 
 
 
 
 
$
1,134,356

ABR – unencumbered portfolio ($000s) (g) (i)
 
 
 
 
 
 
 
 
$
835,544

Number of net-leased properties
 
 
 
 
 
 
 
 
1,216

Number of operating properties (j)
 
 
 
 
 
 
 
 
20

Number of tenants – net-leased properties
 
 
 
 
 
 
 
 
352

 
 
 
 
 
 
 
 
 
 
ABR from investment grade tenants as a % of total ABR – net-leased properties (k)
 
 
 
 
 
29.7
%
 
 
 
 
 
 
 
 
 
 
Net-leased properties – square footage (millions)
 
 
 
 
 
 
 
 
141.9

 
 
 
 
 
 
 
 
 
 
Occupancy – net-leased properties
 
 
 
 
 
 
 
 
98.9
%
Weighted-average lease term (years)
 
 
 
 
 
 
 
 
10.7

 
 
 
 
 
 
 
 
 
 
Maximum commitment for capital investment projects expected to be completed during 2020 ($000s)
 
 
 
$
42,417

Acquisitions and completed capital investment projects – current quarter ($000s)
 
 
 
148,180

Dispositions – current quarter ($000s)
 
 
 
 
 
 
 
 

________
(a)
Normalized pro rata cash NOI, adjusted EBITDA and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures and for details on how certain non-GAAP measures are calculated.
(b)
Presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Represents dividends declared per share divided by AFFO per diluted share on a year-to-date basis.

 
 
Investing for the long runTM | 1


W. P. Carey Inc.
Overview – Second Quarter 2020

(d)
Represents total pro rata debt outstanding less consolidated cash and cash equivalents. See the Terms and Definitions section in the Appendix for a description of pro rata.
(e)
Gross assets represent consolidated total assets before accumulated depreciation on buildings and improvements. Gross assets are net of accumulated amortization on in-place lease intangible assets of $752.5 million and above-market rent intangible assets of $420.0 million.
(f)
Represents (i) availability under our Senior Unsecured Credit Facility, (ii) consolidated cash and cash equivalents, and (iii) available proceeds under our forward sale agreements (based on 3,999,000 remaining shares and a net offering price of $67.30 as of June 30, 2020, which will be updated at each quarter end).
(g)
See the Terms and Definitions section in the Appendix for a description of ABR.
(h)
On an annualized basis, contractual rental income for the current quarter from leases totaling (i) less than 0.1% of ABR was deemed collectible but unpaid as of July 31, 2020, (ii) 1.7% of ABR was deferred and/or in a free rent period as of June 30, 2020, and (iii) 1.6% of ABR was unpaid and does not meet the requirements for collectibility under US GAAP.
(i)
Represents ABR from properties unencumbered by non-recourse mortgage debt.
(j)
Comprised of 19 self-storage properties and one hotel.
(k)
Percentage of portfolio is based on ABR, as of June 30, 2020. Includes tenants or guarantors with investment grade ratings (22.2%) and subsidiaries of non-guarantor parent companies with investment grade ratings (7.5%). Investment grade refers to an entity with a rating of BBB- or higher from Standard & Poor’s Ratings Services or Baa3 or higher from Moody’s Investors Service. See the Terms and Definitions section in the Appendix for a description of ABR.


 
 
Investing for the long runTM | 2


W. P. Carey Inc.
Overview – Second Quarter 2020
Components of Net Asset Value
Dollars in thousands, except per share amounts.
Real Estate
 
 
Three Months Ended
Jun. 30, 2020
 
Annualized
Normalized pro rata cash NOI (a) (b)
 
 
$
263,624

 
$
1,054,496

 
 
 
 
 
 
Investment Management
 
 
 
 
 
Adjusted EBITDA (a) (b)
 
 
7,318

 
29,272

Selected Components of Adjusted EBITDA:
 
 
 
 
 
Asset management revenue (c)
 
 
3,605

 
14,420

Operating partnership interest in real estate cash flow of CPA:18 – Global (d)

 
2,029

 
8,116

Back-end fees and interests associated with the Managed Programs
 
 
 
 
 
 
 
 
Balance Sheet – Selected Information (Consolidated Unless Otherwise Stated)
 
As of Jun. 30, 2020
Assets
 
 
 
 
 
Book value of real estate excluded from normalized pro rata cash NOI (e)
 
 
 
$
150,958

Cash and cash equivalents
 
 
 
 
137,157

Due from affiliates
 
 
 
 
11,074

Other assets, net:
 
 
 
 
 
Straight-line rent adjustments
 
 
 
 
$
158,336

Investment in shares of a cold storage operator
 
 
 
 
146,190

Restricted cash, including escrow
 
 
 
 
66,835

Office lease right-of-use assets, net
 
 
 
 
65,352

Deferred charges
 
 
 
 
48,339

Taxes receivable
 
 
 
 
42,707

Non-rent tenant and other receivables
 
 
 
 
41,404

Loans receivable
 
 
 
 
36,737

Securities and derivatives
 
 
 
 
28,742

Deposits for construction
 
 
 
 
20,942

Prepaid expenses
 
 
 
 
13,982

Deferred income taxes
 
 
 
 
9,486

Investment in shares of Guggenheim Credit Income Fund
 
 
 
 
7,570

Other intangible assets, net
 
 
 
 
6,293

Rent receivables
 
 
 
 
4,538

Leasehold improvements, furniture and fixtures
 
 
 
3,408

Other
 
 
 
 
705

Total other assets, net (excluding investment in preferred shares of WLT, as disclosed below)
 
$
701,566

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Total pro rata debt outstanding (b) (f)
 
 
 
 
$
6,358,770

Dividends payable
 
 
 
 
183,738

Deferred income taxes
 
 
 
 
134,519

Accounts payable, accrued expenses and other liabilities:
 
 
 
 
 
Accounts payable and accrued expenses
 
 
 
 
$
154,799

Operating lease liabilities
 
 
 
 
144,078

Prepaid and deferred rents
 
 
 
 
87,481

Tenant security deposits
 
 
 
 
49,325

Accrued taxes payable
 
 
 
 
39,048

Securities and derivatives
 
 
 
 
7,112

Other
 
 
 
 
33,968

Total accounts payable, accrued expenses and other liabilities
 
 
 
 
$
515,811


 
 
Investing for the long runTM | 3


W. P. Carey Inc.
Overview – Second Quarter 2020
Other
Ownership %
 
Estimated Value / Carrying Value
Ownership in Managed Programs: (g)
 
 


CPA:18 – Global (h)
4.1
%
 
$
51,494

CESH (i)
2.4
%
 
3,492

 
 
 
54,986

Ownership in WLT: (j)
 
 
 
Investment in common shares of WLT
5.3
%
 
49,210

Investment in preferred shares of WLT
N/A

 
46,312

 
 
 
95,522

 
 
 
$
150,508

________
(a)
Normalized pro rata cash NOI and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures and for details on how they are calculated.
(b)
Presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Asset management revenue in this table for the three months ended June 30, 2020 excludes $0.5 million and $0.4 million from CWI 1 and CWI 2, respectively, which were recognized prior to the CWI 1 and CWI 2 Merger on April 13, 2020.
(d)
We are entitled to receive distributions of up to 10% of the Available Cash of CPA:18 – Global, as defined in its operating partnership agreement.
(e)
Represents the value of real estate not included in normalized pro rata cash NOI, such as vacant assets, in-progress build-to-suit properties, real estate under construction for certain expansion projects at existing properties and a common equity interest in a Las Vegas retail center.
(f)
Excludes unamortized discount, net totaling $25.3 million and unamortized deferred financing costs totaling $21.5 million as of June 30, 2020.
(g)
Separate from operating partnership interest in our affiliate, CPA:18 – Global, and our interests in unconsolidated real estate joint ventures with CPA:18 Global.
(h)
The estimated value of CPA:18 Global is based on its net asset value per share (“NAV”) of $8.29 as of March 31, 2020, which was calculated by relying in part on an estimate of the fair market value of the real estate portfolio adjusted to give effect to mortgage loans, both provided by third parties, as well as other adjustments. Refer to the SEC filings of CPA:18 Global for the calculation methodology of its NAV.
(i)
We own limited partnership units of CESH at its private placement price of $1,000 per unit; we do not intend to calculate a NAV for CESH.
(j)
In connection with the CWI 1 and CWI 2 Merger, the operating partnerships of each of CWI 1 and CWI 2 redeemed the special general partner interests that we previously held, for which we received 1,300,000 shares of CWI 2 preferred stock and 2,840,549 shares in CWI 2 common stock. In addition, our 6,074,046 shares in CWI 1 common stock were exchanged for 5,531,025 shares in WLT common stock at the time of the merger, and prior to merger, we owned 3,836,669 shares in CWI 2 common stock. Our total investment in 12,208,243 common shares of WLT is included in Equity investments in the Managed Programs and real estate (as an equity investment in real estate) on our consolidated balance sheets. Our investment in 1,300,000 preferred shares of WLT is included in Other assets, net on our consolidated balance sheets as available-for-sale debt securities. Both investments are included within our Real Estate segment.

 
 
Investing for the long runTM | 4




W. P. Carey Inc.
Financial Results
Second Quarter 2020









 
 
Investing for the long runTM | 5


W. P. Carey Inc.
Financial Results – Second Quarter 2020
Consolidated Statements of Income – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Revenues
 
 
 
 
 
 
 
 
 
Real Estate:
 
 
 
 
 
 
 
 
 
Lease revenues
$
280,303

 
$
282,110

 
$
274,795

 
$
278,839

 
$
269,802

Lease termination income and other
1,917

 
6,509

 
12,317

 
14,377

 
6,304

Operating property revenues
1,427

 
5,967

 
9,250

 
9,538

 
15,436

 
283,647

 
294,586

 
296,362

 
302,754

 
291,542

Investment Management:
 
 
 
 
 
 
 
 
 
Asset management revenue
4,472

 
9,889

 
9,732

 
9,878

 
9,790

Reimbursable costs from affiliates
2,411

 
4,030

 
4,072

 
4,786

 
3,821

Structuring and other advisory revenue

 
494

 
1,061

 
587

 
58

 
6,883

 
14,413

 
14,865

 
15,251

 
13,669

 
290,530

 
308,999

 
311,227

 
318,005

 
305,211

Operating Expenses
 
 
 
 
 
 
 
 
 
Depreciation and amortization
107,477

 
116,194

 
111,607

 
109,517

 
113,632

General and administrative
17,472

 
20,745

 
17,069

 
17,210

 
19,729

Reimbursable tenant costs
13,796

 
13,175

 
12,877

 
15,611

 
13,917

Property expenses, excluding reimbursable tenant costs
11,651

 
10,075

 
9,341

 
10,377

 
9,915

Stock-based compensation expense
2,918

 
2,661

 
4,939

 
4,747

 
4,936

Reimbursable costs from affiliates
2,411

 
4,030

 
4,072

 
4,786

 
3,821

Operating property expenses
1,388

 
5,223

 
8,000

 
8,547

 
10,874

Merger and other expenses
1,074

 
187

 
(811
)
 
70

 
696

Subadvisor fees
192

 
1,277

 
1,964

 
1,763

 
1,650

Impairment charges

 
19,420

 
6,758

 
25,781

 

 
158,379

 
192,987

 
175,816

 
198,409

 
179,170

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Interest expense
(52,182
)
 
(52,540
)
 
(53,667
)
 
(58,626
)
 
(59,719
)
Equity in earnings (losses) of equity method investments in the Managed Programs and real estate (a)
33,983

 
(45,790
)
 
8,018

 
5,769

 
3,951

Other gains and (losses) (b)
8,847

 
(4,423
)
 
43,593

 
(12,402
)
 
(671
)
Gain (loss) on sale of real estate, net

 
11,751

 
17,501

 
71

 
(362
)
Loss on change in control of interests (c)

 

 

 
(8,416
)
 

 
(9,352
)
 
(91,002
)
 
15,445

 
(73,604
)
 
(56,801
)
Income before income taxes
122,799

 
25,010

 
150,856

 
45,992

 
69,240

(Provision for) benefit from income taxes
(7,595
)
 
41,692

 
(21,064
)
 
(4,157
)
 
(3,119
)
Net Income
115,204

 
66,702

 
129,792

 
41,835

 
66,121

Net income attributable to noncontrolling interests (a)
(9,904
)
 
(612
)
 
(420
)
 
(496
)
 
(83
)
Net Income Attributable to W. P. Carey
$
105,300

 
$
66,090

 
$
129,372

 
$
41,339

 
$
66,038

 
 
 
 
 
 
 
 
 
 
Basic Earnings Per Share
$
0.61

 
$
0.38

 
$
0.75

 
$
0.24

 
$
0.39

Diluted Earnings Per Share
$
0.61

 
$
0.38

 
$
0.75

 
$
0.24

 
$
0.38

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
173,401,749

 
173,249,236

 
173,153,811

 
172,235,066

 
171,304,112

Diluted
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

 
 
 
 
 
 
 
 
 
 
Dividends Declared Per Share
$
1.042

 
$
1.040

 
$
1.038

 
$
1.036

 
$
1.034

________
(a)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(b)
Amount for the three months ended June 30, 2020 is primarily comprised of realized gains on foreign currency exchange derivatives of $4.4 million and a net release of our allowance for credit losses reserve of $3.6 million.
(c)
Amount for the three months ended September 30, 2019 represents 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.

 
 
Investing for the long runTM | 6


W. P. Carey Inc.
Financial Results – Second Quarter 2020
Statements of Income, Real Estate – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Revenues
 
 
 
 
 
 
 
 
 
Lease revenues
$
280,303

 
$
282,110

 
$
274,795

 
$
278,839

 
$
269,802

Lease termination income and other
1,917

 
6,509

 
12,317

 
14,377

 
6,304

Operating property revenues
1,427

 
5,967

 
9,250

 
9,538

 
15,436

 
283,647

 
294,586

 
296,362

 
302,754

 
291,542

Operating Expenses
 
 
 
 
 
 
 
 
 
Depreciation and amortization (a)
107,477

 
115,207

 
110,648

 
108,573

 
112,666

General and administrative (a)
17,472

 
14,922

 
12,634

 
13,973

 
15,001

Reimbursable tenant costs
13,796

 
13,175

 
12,877

 
15,611

 
13,917

Property expenses, excluding reimbursable tenant costs
11,651

 
10,075

 
9,341

 
10,377

 
9,915

Stock-based compensation expense (a)
2,918

 
1,970

 
3,531

 
3,435

 
3,482

Operating property expenses
1,388

 
5,223

 
8,000

 
8,547

 
10,874

Merger and other expenses
935

 
(132
)
 
(811
)
 
70

 
696

Impairment charges

 
19,420

 
6,758

 
25,781

 

 
155,637

 
179,860

 
162,978

 
186,367

 
166,551

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Interest expense
(52,182
)
 
(52,540
)
 
(53,667
)
 
(58,626
)
 
(59,719
)
Other gains and (losses)
9,942

 
(5,776
)
 
43,581

 
(12,938
)
 
(1,362
)
Equity in earnings of equity method investments in real estate
211

 
1,565

 
1,631

 
578

 
230

Gain (loss) on sale of real estate, net

 
11,751

 
17,501

 
71

 
(362
)
Loss on change in control of interests (b)

 

 

 
(8,416
)
 

 
(42,029
)
 
(45,000
)
 
9,046

 
(79,331
)
 
(61,213
)
Income before income taxes
85,981

 
69,726

 
142,430

 
37,056

 
63,778

(Provision for) benefit from income taxes
(4,117
)
 
31,800

 
(18,113
)
 
(3,511
)
 
(3,019
)
Net Income from Real Estate
81,864


101,526


124,317


33,545


60,759

Net (income) loss attributable to noncontrolling interests
(39
)

(612
)

16


11


9

Net Income from Real Estate Attributable to W. P. Carey
$
81,825

 
$
100,914

 
$
124,333

 
$
33,556

 
$
60,768

 
 
 
 
 
 
 
 
 
 
Basic Earnings Per Share
$
0.47

 
$
0.58

 
$
0.72

 
$
0.19

 
$
0.36

Diluted Earnings Per Share
$
0.47

 
$
0.58

 
$
0.72

 
$
0.19

 
$
0.35

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
173,401,749

 
173,249,236

 
173,153,811

 
172,235,066

 
171,304,112

Diluted
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

________
(a)
Beginning with the second quarter of 2020, general and administrative expenses attributed to our Investment Management segment are comprised of the incremental costs of providing services to the Managed Programs, which are fully reimbursed by those funds (resulting in no net expense for us). All other general and administrative expenses are attributed to our Real Estate segment. In addition, beginning with the second quarter of 2020, stock-based compensation expense and depreciation and amortization expense are fully recognized within our Real Estate segment. In light of the termination of the advisory agreements with CWI 1 and CWI 2 in connection with the WLT management internalization, we now view essentially all assets, liabilities and operational expenses as part of our Real Estate segment, other than incremental activities that are expected to wind down as we manage CPA:18 – Global and CESH through the end of their respective life cycles.
(b)
Amount for the three months ended September 30, 2019 represents 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.

 
 
Investing for the long runTM | 7


W. P. Carey Inc.
Financial Results – Second Quarter 2020
Statements of Income, Investment Management – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Revenues
 
 
 
 
 
 
 
 
 
Asset management revenue
$
4,472

 
$
9,889

 
$
9,732

 
$
9,878

 
$
9,790

Reimbursable costs from affiliates
2,411

 
4,030

 
4,072

 
4,786

 
3,821

Structuring and other advisory revenue

 
494

 
1,061

 
587

 
58

 
6,883

 
14,413

 
14,865

 
15,251

 
13,669

Operating Expenses
 
 
 
 
 
 
 
 
 
Reimbursable costs from affiliates
2,411

 
4,030

 
4,072

 
4,786

 
3,821

Subadvisor fees
192

 
1,277

 
1,964

 
1,763

 
1,650

Merger and other expenses
139

 
319

 

 

 

General and administrative (a)

 
5,823

 
4,435

 
3,237

 
4,728

Depreciation and amortization (a)

 
987

 
959

 
944

 
966

Stock-based compensation expense (a)

 
691

 
1,408

 
1,312

 
1,454

 
2,742

 
13,127

 
12,838

 
12,042

 
12,619

Other Income and Expenses
 
 
 
 
 
 
 
 
 
Equity in earnings (losses) of equity method investments in the Managed Programs (b)
33,772

 
(47,355
)
 
6,387

 
5,191

 
3,721

Other gains and (losses)
(1,095
)
 
1,353

 
12

 
536

 
691

 
32,677

 
(46,002
)
 
6,399

 
5,727

 
4,412

Income (loss) before income taxes
36,818

 
(44,716
)
 
8,426

 
8,936

 
5,462

(Provision for) benefit from income taxes
(3,478
)
 
9,892

 
(2,951
)
 
(646
)
 
(100
)
Net Income (Loss) from Investment Management
33,340

 
(34,824
)
 
5,475

 
8,290

 
5,362

Net income attributable to noncontrolling interests (b)
(9,865
)
 

 
(436
)
 
(507
)
 
(92
)
Net Income (Loss) from Investment Management Attributable to W. P. Carey
$
23,475

 
$
(34,824
)
 
$
5,039

 
$
7,783

 
$
5,270

 
 
 
 
 
 
 
 
 
 
Basic Earnings (Loss) Per Share
$
0.14

 
$
(0.20
)
 
$
0.03

 
$
0.05

 
$
0.03

Diluted Earnings (Loss) Per Share
$
0.14

 
$
(0.20
)
 
$
0.03

 
$
0.05

 
$
0.03

Weighted-Average Shares Outstanding
 
 
 
 
 
 
 
 
 
Basic
173,401,749

 
173,249,236

 
173,153,811

 
172,235,066

 
171,304,112

Diluted
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

________
(a)
Beginning with the second quarter of 2020, general and administrative expenses attributed to our Investment Management segment are comprised of the incremental costs of providing services to the Managed Programs, which are fully reimbursed by those funds (resulting in no net expense for us). All other general and administrative expenses are attributed to our Real Estate segment. In addition, beginning with the second quarter of 2020, stock-based compensation expense and depreciation and amortization expense are fully recognized within our Real Estate segment. In light of the termination of the advisory agreements with CWI 1 and CWI 2 in connection with the WLT management internalization, we now view essentially all assets, liabilities and operational expenses as part of our Real Estate segment, other than incremental activities that are expected to wind down as we manage CPA:18 – Global and CESH through the end of their respective life cycles.
(b)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.


 
 
Investing for the long runTM | 8


W. P. Carey Inc.
Financial Results – Second Quarter 2020
FFO and AFFO, Consolidated – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income attributable to W. P. Carey
$
105,300

 
$
66,090

 
$
129,372

 
$
41,339

 
$
66,038

Adjustments:
 
 
 
 
 
 
 
 
 
Depreciation and amortization of real property
106,264

 
114,913

 
110,354

 
108,279

 
112,360

Impairment charges

 
19,420

 
6,758

 
25,781

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
(17,501
)
 
(71
)
 
362

Loss on change in control of interests (a)

 

 

 
8,416

 

Proportionate share of adjustments to equity in net income of partially owned entities (b) (c) (d)
(19,117
)
 
50,477

 
2,703

 
4,210

 
4,489

Proportionate share of adjustments for noncontrolling interests (e)
(588
)
 
578

 
(4
)
 
(4
)
 
(31
)
Total adjustments
86,559

 
173,637

 
102,310

 
146,611

 
117,180

FFO (as defined by NAREIT) Attributable to W. P. Carey (f)
191,859

 
239,727

 
231,682

 
187,950

 
183,218

Adjustments:
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
12,956

 
11,780

 
17,037

 
14,969

 
16,450

Straight-line and other rent adjustments (g)
(11,720
)
 
(7,092
)
 
(11,184
)
 
(6,370
)
 
(7,975
)
Other (gains) and losses (h)
(4,259
)
 
9,815

 
(38,196
)
 
18,618

 
5,724

Amortization of deferred financing costs
2,993

 
3,089

 
3,225

 
2,991

 
2,774

Stock-based compensation
2,918

 
2,661

 
4,939

 
4,747

 
4,936

Merger and other expenses
1,074

 
187

 
(811
)
 
70

 
696

Other amortization and non-cash items
488

 
408

 
546

 
379

 
1,706

Tax (benefit) expense – deferred and other (i) (j) (k)
(229
)
 
(47,923
)
 
12,874

 
(1,039
)
 
(933
)
Proportionate share of adjustments to equity in net income of partially owned entities (d) (l)
1,251

 
3,895

 
1,908

 
1,920

 
1,876

Proportionate share of adjustments for noncontrolling interests (c)
579

 
(7
)
 
(5
)
 
(12
)
 
(7
)
Total adjustments
6,051

 
(23,187
)
 
(9,667
)
 
36,273

 
25,247

AFFO Attributable to W. P. Carey (f)
$
197,910

 
$
216,540

 
$
222,015

 
$
224,223

 
$
208,465

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey (f)
$
191,859

 
$
239,727

 
$
231,682

 
$
187,950

 
$
183,218

FFO (as defined by NAREIT) attributable to W. P. Carey
   per diluted share (f)
$
1.11

 
$
1.38

 
$
1.34

 
$
1.09

 
$
1.07

AFFO attributable to W. P. Carey (f)
$
197,910

 
$
216,540

 
$
222,015

 
$
224,223

 
$
208,465

AFFO attributable to W. P. Carey per diluted share (f)
$
1.14

 
$
1.25

 
$
1.28

 
$
1.30

 
$
1.22

Diluted weighted-average shares outstanding
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

________
(a)
Amount for the three months ended September 30, 2019 represents 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)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(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)
Amount for the three months ended March 31, 2020 includes non-cash other-than-temporary impairment charges totaling $47.1 million recognized on our equity investments in CWI 1 and CWI 2.
(e)
Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(f)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(g)
Amount for the three months ended March 31, 2020 includes straight-line rent write-offs totaling $3.1 million, based on a collectibility analysis. Amount for the three months ended December 31, 2019 includes 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.
(h)
Amount for the three months ended June 30, 2020 is primarily comprised of a net release of our allowance for credit losses reserve of $3.6 million, gains from foreign currency movements of $3.4 million, unrealized loss on derivatives of $(1.4) million and loss on marketable securities of $(1.2) million. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(i)
Amount for the three months ended June 30, 2020 includes one-time taxes incurred upon the recognition of taxable income associated with the accelerated vesting of shares previously issued by CWI 1 and CWI 2 to us for asset management services performed, in connection with the CWI 1 and CWI 2 Merger.


 
 
Investing for the long runTM | 9


W. P. Carey Inc.
Financial Results – Second Quarter 2020

(j)
Amount for the three months ended March 31, 2020 includes a non-cash deferred tax benefit of $37.2 million as a result of the release of a deferred tax liability relating to our investment in shares of a cold storage operator, which converted to a REIT during that period and is therefore no longer subject to federal income taxes.
(k)
Amount for the three months ended March 31, 2020 includes a one-time tax benefit of $7.2 million as a result of carrying back certain net operating losses in accordance with the CARES Act, which was enacted on March 27, 2020.
(l)
Beginning with the first quarter of 2020, this adjustment includes dividends received from CWI 1 and CWI 2 (through April 13, 2020, the date of the CWI 1 and CWI 2 Merger) and from WLT (after April 13, 2020) in place of our pro rata share of net income from our ownership of shares of CWI 1, CWI 2, and WLT, as applicable. We did not receive any such dividends during the second quarter of 2020, due to the adverse effect of COVID-19.

 
 
Investing for the long runTM | 10


W. P. Carey Inc.
Financial Results – Second Quarter 2020
FFO and AFFO, Real Estate – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income from Real Estate attributable to W. P. Carey
$
81,825

 
$
100,914

 
$
124,333

 
$
33,556

 
$
60,768

Adjustments:
 
 
 
 
 
 
 
 
 
Depreciation and amortization of real property
106,264

 
114,913

 
110,354

 
108,279

 
112,360

Impairment charges

 
19,420

 
6,758

 
25,781

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
(17,501
)
 
(71
)
 
362

Loss on change in control of interests (a)

 

 

 
8,416

 

Proportionate share of adjustments to equity in net income of partially owned entities (b)
3,352

 
3,365

 
2,703

 
4,210

 
4,489

Proportionate share of adjustments for noncontrolling interests (c)
(588
)
 
578

 
(4
)
 
(4
)
 
(31
)
Total adjustments
109,028

 
126,525

 
102,310

 
146,611

 
117,180

FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (d)
190,853

 
227,439

 
226,643

 
180,167

 
177,948

Adjustments:
 
 
 
 
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
12,956

 
11,780

 
17,037

 
14,969

 
16,450

Straight-line and other rent adjustments (e)
(11,720
)
 
(7,092
)
 
(11,184
)
 
(6,370
)
 
(7,975
)
Other (gains) and losses (f)
(5,437
)
 
10,973

 
(38,546
)
 
18,956

 
5,888

Tax (benefit) expense – deferred and other (g)
(3,051
)
 
(37,956
)
 
9,748

 
(1,414
)
 
(853
)
Amortization of deferred financing costs
2,993

 
3,089

 
3,225

 
2,991

 
2,774

Stock-based compensation
2,918

 
1,970

 
3,531

 
3,435

 
3,482

Merger and other expenses
935

 
(132
)
 
(811
)
 
70

 
696

Other amortization and non-cash items
488

 
209

 
348

 
180

 
1,510

Proportionate share of adjustments to equity in net income of partially owned entities (b) (h)
166

 
(274
)
 
202

 
(113
)
 
(89
)
Proportionate share of adjustments for noncontrolling interests (c)
579

 
(7
)
 
(5
)
 
(12
)
 
(7
)
Total adjustments
827

 
(17,440
)
 
(16,455
)
 
32,692

 
21,876

AFFO Attributable to W. P. Carey – Real Estate (d)
$
191,680

 
$
209,999

 
$
210,188

 
$
212,859

 
$
199,824

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (d)
$
190,853

 
$
227,439

 
$
226,643

 
$
180,167

 
$
177,948

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (d)
$
1.10

 
$
1.31

 
$
1.31

 
$
1.04

 
$
1.04

AFFO attributable to W. P. Carey – Real Estate (d)
$
191,680

 
$
209,999

 
$
210,188

 
$
212,859

 
$
199,824

AFFO attributable to W. P. Carey per diluted share – Real Estate (d)
$
1.10

 
$
1.21

 
$
1.21

 
$
1.23

 
$
1.17

Diluted weighted-average shares outstanding
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

________
(a)
Amount for the three months ended September 30, 2019 represents 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)
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.
(c)
Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(d)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(e)
Amount for the three months ended March 31, 2020 includes straight-line rent write-offs totaling $3.1 million, based on a collectibility analysis. Amount for the three months ended December 31, 2019 includes 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.
(f)
Amount for the three months ended June 30, 2020 is primarily comprised of a net release of our allowance for credit losses reserve of $3.6 million, losses from foreign currency movements of $3.3 million and unrealized loss on derivatives of $(1.4) million. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(g)
Amount for the three months ended March 31, 2020 includes a non-cash deferred tax benefit of $37.2 million as a result of the release of a deferred tax liability relating to our investment in shares of a cold storage operator, which converted to a REIT during that period and is therefore no longer subject to federal income taxes.
(h)
Subsequent to the CWI 1 and CWI 2 Merger on April 13, 2020, this adjustment includes dividends received from WLT in place of our pro rata share of net income from our ownership of shares of WLT. We did not receive any such dividends during the second quarter of 2020, due to the adverse effect of COVID-19.

 
 
Investing for the long runTM | 11


W. P. Carey Inc.
Financial Results – Second Quarter 2020
FFO and AFFO, Investment Management – Last Five Quarters
In thousands, except share and per share amounts.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income (loss) from Investment Management attributable to W. P. Carey
$
23,475

 
$
(34,824
)
 
$
5,039

 
$
7,783

 
$
5,270

Adjustments:
 
 
 
 
 
 
 
 
 
Proportionate share of adjustments to equity in net income of partially owned entities (a) (b) (c)
(22,469
)
 
47,112

 

 

 

Total adjustments
(22,469
)
 
47,112

 

 

 

FFO (as defined by NAREIT) Attributable to W. P. Carey – Investment Management (d)
1,006

 
12,288

 
5,039

 
7,783

 
5,270

Adjustments:
 
 
 
 
 
 
 
 
 
Tax expense (benefit) – deferred and other (e) (f)
2,822

 
(9,967
)
 
3,126

 
375

 
(80
)
Other (gains) and losses (g)
1,178

 
(1,158
)
 
350

 
(338
)
 
(164
)
Merger and other expenses
139

 
319

 

 

 

Stock-based compensation

 
691

 
1,408

 
1,312

 
1,454

Other amortization and non-cash items

 
199

 
198

 
199

 
196

Proportionate share of adjustments to equity in net income of partially owned entities (b) (h)
1,085

 
4,169

 
1,706

 
2,033

 
1,965

Total adjustments
5,224

 
(5,747
)
 
6,788

 
3,581

 
3,371

AFFO Attributable to W. P. Carey – Investment Management (d)
$
6,230

 
$
6,541

 
$
11,827

 
$
11,364

 
$
8,641

 
 
 
 
 
 
 
 
 
 
Summary
 
 
 
 
 
 
 
 
 
FFO (as defined by NAREIT) attributable to W. P. Carey – Investment Management (d)
$
1,006

 
$
12,288

 
$
5,039

 
$
7,783

 
$
5,270

FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Investment Management (d)
$
0.01

 
$
0.07

 
$
0.03

 
$
0.05

 
$
0.03

AFFO attributable to W. P. Carey – Investment Management (d)
$
6,230

 
$
6,541

 
$
11,827

 
$
11,364

 
$
8,641

AFFO attributable to W. P. Carey per diluted share – Investment Management (d)
$
0.04

 
$
0.04

 
$
0.07

 
$
0.07

 
$
0.05

Diluted weighted-average shares outstanding
173,472,755

 
173,460,053

 
173,442,101

 
172,486,506

 
171,490,625

________
(a)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(b)
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.
(c)
Amount for the three months ended March 31, 2020 represents non-cash other-than-temporary impairment charges recognized on our equity investments in CWI 1 and CWI 2.
(d)
FFO and AFFO are non-GAAP measures. See the Terms and Definitions section in the Appendix for a description of our non-GAAP measures.
(e)
Amount for the three months ended June 30, 2020 includes one-time taxes incurred upon the recognition of taxable income associated with the accelerated vesting of shares previously issued by CWI 1 and CWI 2 to us for asset management services performed, in connection with the CWI 1 and CWI 2 Merger.
(f)
Amount for the three months ended March 31, 2020 includes a one-time tax benefit of $7.2 million as a result of carrying back certain net operating losses in accordance with the CARES Act, which was enacted on March 27, 2020.
(g)
Amount for the three months ended June 30, 2020 is primarily comprised of loss on marketable securities of $(1.2) million. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(h)
For the first quarter of 2020, and through April 13, 2020 (the date of the CWI 1 and CWI 2 Merger), this adjustment includes dividends received from CWI 1 and CWI 2 in place of our pro rata share of net income from our ownership of shares of CWI 1 and CWI 2.

 
 
Investing for the long runTM | 12


W. P. Carey Inc.
Financial Results – Second Quarter 2020
Elements of Pro Rata Statement of Income and AFFO Adjustments
In thousands. For the three months ended June 30, 2020.

We believe that the table below is useful for investors to help them better understand our business by illustrating the impact of each of our AFFO adjustments on our GAAP statement of income line items. This presentation is not an alternative to the GAAP statement of income, nor is AFFO an alternative to net income as determined by GAAP.
 
Equity
Investments (a)
 
Noncontrolling
Interests (b)
 
AFFO
Adjustments
 
Revenues
 
 
 
 
 
 
Real Estate:
 
 
 
 
 
 
Lease revenues
$
4,950

 
$
(30
)
 
$
1,400

(c) 
Lease termination income and other
65

 

 

 
Operating property revenues:
 
 
 
 
 
 
Hotel revenues

 

 

 
Self-storage revenues
1,247

 

 

 
 

 

 

 
Investment Management:
 
 
 
 
 
 
Asset management revenue

 

 

 
Reimbursable costs from affiliates

 

 

 
Structuring and other advisory revenue

 

 

 
 

 

 

 
Operating Expenses
 
 
 
 
 
 
Depreciation and amortization
3,090

 
(4
)
 
(109,550
)
(d) 
General and administrative
7

 

 

 
Reimbursable tenant costs
513

 
(7
)
 
170

 
Property expenses, excluding reimbursable tenant costs
201

 

 
(399
)
(e) 
Stock-based compensation expense

 

 
(2,918
)
(e) 
Reimbursable costs from affiliates

 

 

 
Operating property expenses:
 
 
 
 
 
 
Hotel expenses

 

 

 
Self-storage expenses
760

 

 
(25
)
 
Merger and other expenses

 

 
(1,075
)
 
Subadvisor fees

 

 

 
 

 

 

 
Other Income and Expenses
 
 
 
 
 
 
Interest expense
(1,343
)
 

 
2,906

(f) 
Equity in earnings of equity method investments in the Managed Programs and real estate:
 
 
 
 
 
Income related to our ownership in the Managed Programs

 
(9,865
)
 
(21,384
)
(g) 
Income related to our general partnership interest in CPA:18 – Global

 

 

 
Income related to our ownership in WLT

 

 

(h) 
Income related to joint ventures
(358
)
 

 
456

(i) 
Other gains and (losses)
17

 
6

 
(4,272
)
(j) 
 

 

 

 
Provision for income taxes
(7
)
 

 
(293
)
(k) 
Net income attributable to noncontrolling interests

 
9,878

 

 
________
(a)
Represents the break-out by line item of amounts recorded in Equity in earnings of equity method investments in the Managed Programs and real estate.
(b)
Represents the break-out by line item of amounts recorded in Net income attributable to noncontrolling interests.
(c)
Represents the reversal of amortization of above- or below-market lease intangibles of $13.0 million and the elimination of non-cash amounts related to straight-line rent and other of $11.6 million.
(d)
Adjustment is a non-cash adjustment excluding corporate depreciation and amortization.
(e)
Adjustment to exclude a non-cash item.
(f)
Represents the elimination of non-cash components of interest expense, such as deferred financing costs, debt premiums and discounts.

 
 
Investing for the long runTM | 13


W. P. Carey Inc.
Financial Results – Second Quarter 2020

(g)
Includes adjustment to exclude a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment. Also represents adjusted modified funds from operations (“Adjusted MFFO”) from CPA:18 – Global in place of our pro rata share of net income from our ownership in CPA:18 – Global. Adjusted MFFO is defined as MFFO adjusted for deferred taxes and excluding the adjustment for realized gains and losses on hedges.
(h)
Represents dividends received from WLT in place of our pro rata share of net income from our ownership of shares of WLT. We did not receive any such dividends during the second quarter of 2020, due to the adverse effect of COVID-19.
(i)
Adjustments to include our pro rata share of AFFO adjustments from equity investments.
(j)
Represents eliminations of gains (losses) related to the extinguishment of debt, unrealized foreign currency gains (losses), unrealized gains (losses) on derivatives, gains (losses) on marketable securities, allowance for credit losses and other items.
(k)
Primarily represents the elimination of deferred taxes. Adjustment also includes one-time taxes incurred upon the recognition of taxable income associated with the accelerated vesting of shares previously issued by CWI 1 and CWI 2 to us for asset management services performed, in connection with the CWI 1 and CWI 2 Merger.

 
 
Investing for the long runTM | 14


W. P. Carey Inc.
Financial Results – Second Quarter 2020
Capital Expenditures
In thousands. For the three months ended June 30, 2020.
Tenant Improvements and Leasing Costs
 
Tenant improvements
$
2,749

Leasing costs
107

Tenant Improvements and Leasing Costs
2,856

 
 
Maintenance Capital Expenditures
 
Net-lease properties
542

Operating properties
206

Maintenance Capital Expenditures
748

 
 
Total: Tenant Improvements and Leasing Costs, and Maintenance Capital Expenditures
$
3,604

 
 
Non-Maintenance Capital Expenditures
 
Net-lease properties
$
3,364

Operating properties

Non-Maintenance Capital Expenditures
$
3,364

 
 
Pre-Development Capital Expenditures
 
Net-lease properties
$
1,038

Operating properties

Pre-Development Capital Expenditures
$
1,038



 
 
Investing for the long runTM | 15




W. P. Carey Inc.
Balance Sheets and Capitalization
Second Quarter 2020








 
 
Investing for the long runTM | 16


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2020
Consolidated Balance Sheets
In thousands, except share and per share amounts.
 
Jun. 30, 2020
 
Dec. 31, 2019
Assets
 
 
 
Investments in real estate:
 
 
 
Land, buildings and improvements (a)
$
10,287,575

 
$
9,856,191

Net investments in direct financing leases
752,630

 
896,549

In-place lease intangible assets and other
2,197,714

 
2,186,851

Above-market rent intangible assets
896,051

 
909,139

Investments in real estate
14,133,970

 
13,848,730

Accumulated depreciation and amortization (b)
(2,257,551
)
 
(2,035,995
)
Assets held for sale, net (c)

 
104,010

Net investments in real estate
11,876,419

 
11,916,745

Equity investments in the Managed Programs and real estate (d)
284,643

 
324,004

Cash and cash equivalents
137,157

 
196,028

Due from affiliates
11,074

 
57,816

Other assets, net
747,878

 
631,637

Goodwill
898,842

 
934,688

Total assets
$
13,956,013

 
$
14,060,918

 
 
 
 
Liabilities and Equity
 
 
 
Debt:
 
 
 
Senior unsecured notes, net
$
4,384,879

 
$
4,390,189

Unsecured term loans, net
290,827

 

Unsecured revolving credit facility
22,366

 
201,267

Non-recourse mortgages, net
1,424,195

 
1,462,487

Debt, net
6,122,267

 
6,053,943

Accounts payable, accrued expenses and other liabilities
515,811

 
487,405

Below-market rent and other intangible liabilities, net
197,223

 
210,742

Deferred income taxes
134,519

 
179,309

Dividends payable
183,738

 
181,346

Total liabilities
7,153,558

 
7,112,745

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

 

Common stock, $0.001 par value, 450,000,000 shares authorized; 173,890,427 and 172,278,242 shares, respectively, issued and outstanding
174

 
172

Additional paid-in capital
8,815,108

 
8,717,535

Distributions in excess of accumulated earnings
(1,765,892
)
 
(1,557,374
)
Deferred compensation obligation
42,014

 
37,263

Accumulated other comprehensive loss
(290,613
)
 
(255,667
)
Total stockholders' equity
6,800,791

 
6,941,929

Noncontrolling interests
1,664

 
6,244

Total equity
6,802,455

 
6,948,173

Total liabilities and equity
$
13,956,013

 
$
14,060,918

________
(a)
Includes $83.3 million and $83.1 million of amounts attributable to operating properties as of June 30, 2020 and December 31, 2019, respectively.
(b)
Includes $1.1 billion and $1.0 billion of accumulated depreciation on buildings and improvements as of June 30, 2020 and December 31, 2019, respectively, and $1.2 billion and $1.1 billion of accumulated amortization on lease intangibles as of June 30, 2020 and December 31, 2019, 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 totaled $235.7 million and $194.4 million as of June 30, 2020 and December 31, 2019, respectively. Our equity investments in the Managed Programs totaled $48.9 million and $129.6 million as of June 30, 2020 and December 31, 2019, respectively.

 
 
Investing for the long runTM | 17


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2020
Capitalization
In thousands, except share and per share amounts. As of June 30, 2020.
Description
 
Shares
 
Share Price
 
Market Value
Equity
 
 
 
 
 
 
 
Common equity
 
 
 
173,890,427

 
$
67.65

 
$
11,763,687

Preferred equity
 
 
 
 
 
 
 

Total Equity Market Capitalization
 
 
 
 
 
11,763,687

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding Balance (a)
Pro Rata Debt
 
 
 
 
 
 
 
Non-recourse mortgages
 
 
 
 
 
 
 
1,619,752

Unsecured term loans (due February 20, 2025)
 
 
 
 
 
 
292,152

Unsecured revolving credit facility (due February 20, 2025)
 
 
 
 
 
 
22,366

Senior unsecured notes:
 
 
 
 
 
 
 
Due January 20, 2023 (EUR)
 
 
 
 
 
559,900

Due April 1, 2024 (USD)
 
 
 
 
 
500,000

Due July 19, 2024 (EUR)
 
 
 
 
 
559,900

Due February 1, 2025 (USD)
 
 
 
 
 
450,000

Due April 9, 2026 (EUR)
 
 
 
 
 
559,900

Due October 1, 2026 (USD)
 
 
 
 
 
350,000

Due April 15, 2027 (EUR)
 
 
 
 
 
559,900

Due April 15, 2028 (EUR)
 
 
 
 
 
559,900

Due July 15, 2029 (USD)
 
 
 
 
 
325,000

Total Pro Rata Debt
 
 
 
 
 
6,358,770

 
 
 
 
 
 
 
 
 
Total Capitalization
 
 
 
 
 
$
18,122,457

________
(a)
Excludes unamortized discount, net totaling $25.3 million and unamortized deferred financing costs totaling $21.5 million as of June 30, 2020.

 
 
Investing for the long runTM | 18


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2020
Debt Overview
Dollars in thousands. Pro rata. As of June 30, 2020.
 
USD-Denominated
 
 
EUR-Denominated
 
 
Other Currencies (a)
 
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding Balance
 
 
 
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Out-standing Balance
(in USD)
 
Weigh-ted
Avg. Interest
Rate
 
 
Amount
(in USD)
 
%
of Total
 
Weigh-ted
Avg. Interest
Rate
 
Weigh-ted
Avg. Maturity (Years)
Non-Recourse Debt (b) (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed
$
1,113,647

 
5.1
%
 
 
$
177,324

 
3.7
%
 
 
$
27,166

 
4.8
%
 
 
$
1,318,137

 
20.7
%
 
4.9
%
 
2.7

Variable:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Swapped
75,167

 
4.8
%
 
 
142,187

 
2.2
%
 
 

 
%
 
 
217,354

 
3.5
%
 
3.1
%
 
3.2

Floating

 
%
 
 
55,990

 
1.3
%
 
 
15,693

 
2.7
%
 
 
71,683

 
1.1
%
 
1.6
%
 
2.2

Capped

 
%
 
 
12,578

 
1.6
%
 
 

 
%
 
 
12,578

 
0.2
%
 
1.6
%
 
3.1

Total Pro Rata Non-Recourse Debt
1,188,814

 
5.1
%
 
 
388,079

 
2.7
%
 
 
42,859

 
4.0
%
 
 
1,619,752

 
25.5
%
 
4.5
%
 
2.7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recourse Debt (b) (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed – Senior unsecured notes:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Due January 20, 2023

 
%
 
 
559,900

 
2.0
%
 
 

 
%
 
 
559,900

 
8.8
%
 
2.0
%
 
2.6

Due April 1, 2024
500,000

 
4.6
%
 
 

 
%
 
 

 
%
 
 
500,000

 
7.9
%
 
4.6
%
 
3.8

Due July 19, 2024

 
%
 
 
559,900

 
2.3
%
 
 

 
%
 
 
559,900

 
8.8
%
 
2.3
%
 
4.1

Due February 1, 2025
450,000

 
4.0
%
 
 

 
%
 
 

 
%
 
 
450,000

 
7.1
%
 
4.0
%
 
4.6

Due April 9, 2026

 
%
 
 
559,900

 
2.3
%
 
 

 
%
 
 
559,900

 
8.8
%
 
2.3
%
 
5.8

Due October 1, 2026
350,000

 
4.3
%
 
 

 
%
 
 

 
%
 
 
350,000

 
5.4
%
 
4.3
%
 
6.3

Due April 15, 2027

 
%
 
 
559,900

 
2.1
%
 
 

 
%
 
 
559,900

 
8.8
%
 
2.1
%
 
6.8

Due April 15, 2028

 
%
 
 
559,900

 
1.4
%
 
 

 
%
 
 
559,900

 
8.8
%
 
1.4
%
 
7.8

Due July 15, 2029
325,000

 
3.9
%
 
 

 
%
 
 

 
%
 
 
325,000

 
5.1
%
 
3.9
%
 
9.0

Total Senior Unsecured Notes
1,625,000

 
4.2
%
 
 
2,799,500

 
2.0
%
 
 

 
%
 
 
4,424,500

 
69.5
%
 
2.8
%
 
5.5

Variable:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unsecured term loans (due February 20, 2025) (d)

 
%
 
 
108,061

 
1.0
%
 
 
184,091

 
1.4
%
 
 
292,152

 
4.6
%
 
1.3
%
 
4.6

Unsecured revolving credit facility (due February 20, 2025) (e)

 
%
 
 

 
%
 
 
22,366

 
0.9
%
 
 
22,366

 
0.4
%
 
0.9
%
 
4.6

Total Recourse Debt
1,625,000

 
4.2
%
 
 
2,907,561

 
2.0
%
 
 
206,457

 
1.4
%
 
 
4,739,018

 
74.5
%
 
2.7
%
 
5.4

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Pro Rata Debt Outstanding
$
2,813,814

 
4.6
%
 
 
$
3,295,640

 
2.1
%
 
 
$
249,316

 
1.8
%
 
 
$
6,358,770

 
100.0
%
 
3.2
%
 
4.7

________
(a)
Other currencies include debt denominated in British pound sterling, Norwegian krone and Japanese yen.
(b)
Debt data is presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata.
(c)
Excludes unamortized discount, net totaling $25.3 million and unamortized deferred financing costs totaling $21.5 million as of June 30, 2020.
(d)
We incurred interest at Euro Interbank Offered Rate (“EURIBOR”) plus 0.95% or British pound sterling (“GBP”) London Interbank Offered Rate (“LIBOR”) plus 0.95% on our Unsecured term loans.
(e)
We incurred interest at Japanese yen (“JPY”) LIBOR plus 0.85% on our Unsecured revolving credit facility. JPY LIBOR has a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility was approximately $1.8 billion as of June 30, 2020.

 
 
Investing for the long runTM | 19


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2020
Debt Maturity
Dollars in thousands. Pro rata. As of June 30, 2020.
 
 
Real Estate
 
Debt
 
 
Number of Properties (a)
 
 
 
Weighted-
Average
Interest Rate
 
 
 
Total Outstanding Balance (b) (c)
 
% of Total Outstanding Balance
Year of Maturity
 
 
ABR (a)
 
 
Balloon
 
 
Non-Recourse Debt
 
 
 
 
 
 
 
 
 
 
 
 
Remaining 2020
 
9

 
$
15,218

 
4.9
%
 
$
109,784

 
$
110,569

 
1.7
%
2021
 
53

 
46,012

 
5.0
%
 
241,082

 
246,619

 
3.9
%
2022
 
37

 
78,065

 
4.8
%
 
418,349

 
440,827

 
6.9
%
2023
 
39

 
74,336

 
3.6
%
 
345,910

 
386,881

 
6.1
%
2024
 
48

 
45,057

 
4.0
%
 
178,606

 
222,442

 
3.5
%
2025
 
17

 
21,161

 
4.7
%
 
86,075

 
116,936

 
1.8
%
2026
 
9

 
12,476

 
6.1
%
 
31,535

 
52,249

 
0.8
%
2027
 
2

 
2,507

 
4.7
%
 
21,450

 
29,922

 
0.5
%
2028
 
1

 
3,042

 
7.0
%
 

 
9,797

 
0.2
%
2031
 
1

 
938

 
6.0
%
 

 
3,510

 
0.1
%
Total Pro Rata Non-Recourse Debt
 
216

 
$
298,812

 
4.5
%
 
$
1,432,791

 
1,619,752

 
25.5
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Recourse Debt
 
 
 
 
 
 
 
 
 
 
 
 
Fixed – Senior unsecured notes:
 
 
 
 
 
 
 
 
 
 
 
 
Due January 20, 2023 (EUR)
 
2.0
%
 
 
 
559,900

 
8.8
%
Due April 1, 2024 (USD)
 
4.6
%
 
 
 
500,000

 
7.9
%
Due July 19, 2024 (EUR)
 
2.3
%
 
 
 
559,900

 
8.8
%
Due February 1, 2025 (USD)
 
4.0
%
 
 
 
450,000

 
7.1
%
Due April 9, 2026 (EUR)
 
2.3
%
 
 
 
559,900

 
8.8
%
Due October 1, 2026 (USD)
 
4.3
%
 
 
 
350,000

 
5.4
%
Due April 15, 2027 (EUR)
 
2.1
%
 
 
 
559,900

 
8.8
%
Due April 15, 2028 (EUR)
 
1.4
%
 
 
 
559,900

 
8.8
%
Due July 15, 2029 (USD)
 
3.9
%
 
 
 
325,000

 
5.1
%
Total Senior Unsecured Notes
 
2.8
%
 
 
 
4,424,500

 
69.5
%
Variable:
 
 
 
 
 
 
 
 
 
 
 
 
Unsecured term loans (due February 20, 2025) (d)
 
1.3
%
 
 
 
292,152

 
4.6
%
Unsecured revolving credit facility (due February 20, 2025) (e)
 
0.9
%
 
 
 
22,366

 
0.4
%
Total Recourse Debt
 
2.7
%
 
 
 
4,739,018

 
74.5
%
 
 
 
 
 
 
 
 
 
Total Pro Rata Debt Outstanding
 
3.2
%
 
 
 
$
6,358,770

 
100.0
%
________
(a)
Represents the number of properties and ABR associated with the debt that is maturing in each respective year.
(b)
Debt maturity data is presented on a pro rata basis. See the Terms and Definitions section in the Appendix for a description of pro rata. Total outstanding balance includes balloon payments and scheduled amortization for our non-recourse debt.
(c)
Excludes unamortized discount, net totaling $25.3 million and unamortized deferred financing costs totaling $21.5 million as of June 30, 2020.
(d)
We incurred interest at EURIBOR plus 0.95% or GBP LIBOR plus 0.95% on our Unsecured term loans.
(e)
We incurred interest at JPY LIBOR plus 0.85% on our Unsecured revolving credit facility. JPY LIBOR have a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility was approximately $1.8 billion as of June 30, 2020.


 
 
Investing for the long runTM | 20


W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2020
Senior Unsecured Notes
As of June 30, 2020.

Ratings
 
 
Issuer / Corporate
 
Senior Unsecured Notes
Ratings Agency
 
Rating
 
Outlook
 
Rating
Moody's
 
Baa2
 
Stable
 
Baa2
Standard & Poor's
 
BBB
 
Stable
 
BBB

Senior Unsecured Note Covenants

The following is a summary of the key financial covenants for the Senior Unsecured Notes, along with our estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants for the Senior Unsecured Notes.
Covenant
 
Metric
 
Required
 
As of
Jun. 30, 2020
Limitation on the incurrence of debt
 
"Total Debt" /
"Total Assets"
 
≤ 60%
 
40.9%
Limitation on the incurrence of secured debt
 
"Secured Debt" /
"Total Assets"
 
≤ 40%
 
9.5%
Limitation on the incurrence of debt based on consolidated EBITDA to annual debt service charge
 
"Consolidated EBITDA" /
"Annual Debt Service Charge"
 
≥ 1.5x
 
5.1x
Maintenance of unencumbered asset value
 
"Unencumbered Assets" / "Total Unsecured Debt"
 
≥ 150%
 
241.3%


 
 
Investing for the long runTM | 21




W. P. Carey Inc.
Real Estate
Second Quarter 2020







 
 
Investing for the long runTM | 22


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Investment Activity – Capital Investment Projects (a)
Dollars in thousands. Pro rata.
 
 
 
 
Primary Transaction Type
 
Property Type
 
Expected Completion Date
 
Estimated Change in Square Footage
 
Lease Term (Years)
 
Funded During Three Months Ended Jun. 30, 2020
 
Total Funded Through Jun. 30, 2020
 
Maximum Commitment
Tenant
 
Location
 
 
 
 
 
 
 
 
Remaining
 
Total
Sonae MC (b)
 
Azambuja, Portugal
 
Expansion
 
Warehouse
 
Q3 2020
 
303,940

 
20

 
$
1,620

 
$
1,620

 
$
25,143

 
$
26,763

Boot Barn Holdings, Inc.
 
Wichita, KS
 
Expansion
 
Warehouse
 
Q3 2020
 
43,248

 
15

 

 

 
3,000

 
3,000

Hellweg Die Profi-Baumärkte GmbH
& Co. KG
(b) (c)
 
Various, Germany
 
Renovation
 
Retail
 
Q4 2020
 
N/A

 
17

 

 
10,510

 
2,144

 
12,654

Expected Completion Date 2020 Total
 
 
 
 
 
347,188

 
 
 
1,620

 
12,130

 
30,287

 
42,417

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
American Axle & Manufacturing, Inc. (b) (d)
 
Langen, Germany
 
Build-to-Suit
 
Industrial
 
Q1 2021
 
168,000

 
20

 
7,113

 
28,245

 
26,954

 
55,990

Stress Engineering Services, Inc. (d)
 
Mason, OH
 
Expansion
 
Office
 
Q1 2021
 
6,810

 
20

 
85

 
88

 
2,411

 
2,500

Henkel AG & Co.
 
Bowling Green, KY
 
Renovation
 
Warehouse
 
Q4 2021
 
N/A

 
15

 
2,275

 
28,132

 
41,868

 
70,000

Expected Completion Date 2021 Total
 
 
 
 
 
174,810

 
 
 
9,473

 
56,465

 
71,233

 
128,490

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
521,998

 
 
 
$
11,093

 
$
68,595

 
$
101,520

 
$
170,907

________
(a)
This schedule includes future estimates for which we can give no assurance as to timing or amounts. Completed capital investment projects are included in the Investment Activity – Acquisitions and Completed Capital Investment Projects section. Funding amounts exclude capitalized construction interest.
(b)
Commitment amounts are based on the applicable exchange rate at period end.
(c)
We started receiving partial rent for this project prior to June 30, 2020.
(d)
We earn interest from this tenant, which is accrued through the construction period and deducted from the remaining commitment.

 
 
Investing for the long runTM | 23


W. P. Carey Inc.
Real Estate Second Quarter 2020
Investment Activity – Acquisitions and Completed Capital Investment Projects
Dollars in thousands. Pro rata. For the six months ended June 30, 2020.
 
 
 
 
Gross Investment Amount
 
Closing Date / Asset Completion Date
 
Property
Type(s)
 
Gross Square Footage
Tenant / Lease Guarantor
 
Property Location(s)
 
 
 
 
Acquisitions
 
 
 
 
 
 
 
 
 
 
1Q20
 
 
 
 
 
 
 
 
 
 
DSG International PLC (a)
 
Newark, United Kingdom
 
$
111,546

 
Jan-20
 
Warehouse
 
726,216

Columbia Helicopters, Inc. (b)
 
Aurora, OR
 
23,755

 
Jan-20
 
Industrial
 
187,016

Leoni AG (a)
 
Kitzingen, Germany
 
53,666

 
Mar-20
 
Office
 
272,286

1Q20 Total
 
 
 
188,967

 
 
 
 
 
1,185,518

 
 
 
 
 
 
 
 
 
 
 
2Q20 (N/A)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total
 
 
 
188,967

 
 
 
 
 
1,185,518

Completed Capital Investment Projects
 
 
 
 
 
 
1Q20
 
 
 
 
 
 
 
 
 
 
Clayco, Inc.
 
St. Louis, MO
 
4,000

 
Jan-20
 
Office
 
N/A

Astellas US Holding, Inc.
 
Westborough, MA
 
52,172

 
Jan-20
 
Laboratory
 
10,063

Danske Fragtmænd A/S (a)
 
Vojens, Denmark
 
10,611

 
Jan-20
 
Warehouse
 
88,620

1Q20 Total
 
 
 
66,783

 
 
 
 
 
98,683

 
 
 
 
 
 
 
 
 
 
 
2Q20
 
 
 
 
 
 
 
 
 
 
Fresenius Medical Care Holdings, Inc.
 
Knoxville, TN
 
66,045

 
Jun-20
 
Warehouse
 
614,069

Cuisine Solutions, Inc. (c)
 
San Antonio, TX
 
73,951

 
Jun-20
 
Industrial
 
312,303

Hilite Europe GmbH (a)
 
Marktheidenfeld, Germany
 
8,184

 
Jun-20
 
Warehouse
 
71,607

2Q20 Total
 
 
 
148,180

 
 
 
 
 
997,979

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total
 
 
 
214,963

 
 
 
 
 
1,096,662

 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Acquisitions and Completed Capital Investment Projects
 
$
403,930

 
 
 
 
 
2,282,180

________
(a)
Amount reflects the applicable exchange rate on the date of the transaction.
(b)
Amount excludes approximately $5.0 million in contingent consideration that will be released to the tenant/seller upon the tenant securing an easement on the property.
(c)
Amount excludes $4.0 million related to a purchase option for land at the property that we have not yet exercised.

 
 
Investing for the long runTM | 24


W. P. Carey Inc.
Real Estate Second Quarter 2020
Investment Activity – Dispositions
Dollars in thousands. Pro rata. For the six months ended June 30, 2020.


Tenant / Lease Guarantor
 
Property Location(s)
 
Gross Sale Price
 
Closing Date
 
Property
Type(s)
 
Gross Square Footage
1Q20
 
 
 
 
 
 
 
 
 
 
Blue Cross and Blue Shield of Minnesota, Inc.
 
Aurora, MN
 
$
150

 
Jan-20
 
Office
 
10,263

Shelborne Hotel (sold 95.45% controlling interest)
 
Miami, FL
 
114,540

 
Jan-20
 
Operating Hotel
 
N/A

Vacant
 
Greenville, SC
 
1,050

 
Feb-20
 
Warehouse
 
108,524

Fraikin SAS (a)
 
Chambray-les-Tours, France
 
579

 
Feb-20
 
Industrial
 
11,405

1Q20 Total
 
 
 
116,319

 
 
 
 
 
130,192

 
 
 
 
 
 
 
 
 
 
 
2Q20 (N/A)
 
 
 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year-to-Date Total Dispositions
 
$
116,319

 
 
 
 
 
130,192

________
(a)
Amount reflects the applicable exchange rate on the date of the transaction.

 
 
Investing for the long runTM | 25


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Joint Ventures
Dollars in thousands. As of June 30, 2020.
Joint Venture or JV
(Principal Tenant)
 
JV Partnership
 
Consolidated
 
Pro Rata (a)
 
Partner
 
WPC %
 
Debt Outstanding (b)
 
ABR
 
Debt Outstanding (c)
 
ABR
Unconsolidated Joint Ventures (Equity Method Investments) (d)
 
 
 
 
 
 
 
 
Kesko Senukai (e)
 
Third party
 
70.00%
 
$
117,396

 
$
13,983

 
$
82,177

 
$
9,788

State Farm Mutual Automobile Insurance Co.
 
CPA:18 – Global
 
50.00%
 
72,800

 
7,836

 
36,400

 
3,918

Bank Pekao (e)
 
CPA:18 – Global
 
50.00%
 
53,649

 
8,877

 
26,825

 
4,438

Apply Sørco AS (e)
 
CPA:18 – Global
 
49.00%
 
36,738

 
3,819

 
18,002

 
1,872

Fortenova Grupa d.d. (formerly Konzum d.d.) (e)
 
CPA:18 – Global
 
20.00%
 
25,591

 
4,299

 
5,118

 
860

Total Unconsolidated Joint Ventures
 
 
 
306,174

 
38,814

 
168,522

 
20,876

 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Joint Ventures
 
 
 
 
 
 
 
 
 
 
 
McCoy-Rockford, Inc.
 
Third party
 
90.00%
 

 
886

 

 
798

Total Consolidated Joint Ventures
 
 
 

 
886

 

 
798

Total Unconsolidated and Consolidated Joint Ventures
 
$
306,174

 
$
39,700

 
$
168,522

 
$
21,674

________
(a)
See the Terms and Definitions section in the Appendix for a description of pro rata.
(b)
Excludes unamortized deferred financing costs totaling $0.2 million and unamortized discount, net totaling $0.2 million as of June 30, 2020.
(c)
Excludes unamortized deferred financing costs totaling $0.1 million and unamortized discount, net totaling $0.1 million as of June 30, 2020.
(d)
Excludes (i) a 90.00% equity position in a jointly owned investment, Johnson Self Storage (comprised of nine self-storage operating properties), which did not have debt outstanding as of June 30, 2020, (ii) a 15.00% common equity interest in a jointly owned investment, BPS Nevada, LLC, and (iii) our equity investment in common shares of WLT, as described in the Components of Net Asset Value section.
(e)
Amounts are based on the applicable exchange rate at the end of the period.


 
 
Investing for the long runTM | 26


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Top Ten Tenants
Dollars in thousands. Pro rata. As of June 30, 2020.
Tenant / Lease Guarantor
 
Description
 
Number of Properties
 
ABR
 
ABR %
 
Weighted-Average Lease Term (Years)
U-Haul Moving Partners Inc. and Mercury Partners, LP
 
Net lease self-storage properties in the U.S.
 
78

 
$
38,751

 
3.4
%
 
3.8

Hellweg Die Profi-Baumärkte GmbH & Co. KG (a)
 
Do-it-yourself retail properties in Germany
 
42

 
33,381

 
2.9
%
 
16.7

State of Andalucía (a)
 
Government office properties in Spain
 
70

 
28,726

 
2.5
%
 
14.5

Metro Cash & Carry Italia S.p.A. (a)
 
Business-to-business wholesale stores in Italy and Germany
 
20

 
27,124

 
2.4
%
 
6.8

Pendragon PLC (a)
 
Automotive dealerships in the United Kingdom
 
69

 
20,866

 
1.8
%
 
9.9

Extra Space Storage, Inc.
 
Net lease self-storage properties in the U.S.
 
27

 
20,332

 
1.8
%
 
23.8

Marriott Corporation
 
Net lease hotel properties in the U.S.
 
18

 
20,065

 
1.8
%
 
3.4

Nord Anglia Education, Inc.
 
K-12 private schools in the U.S.
 
3

 
19,138

 
1.7
%
 
23.2

Forterra, Inc. (a) (b)
 
Industrial properties in the U.S. and Canada
 
27

 
18,713

 
1.7
%
 
23.0

Advance Auto Parts, Inc.
 
Distribution facilities in the U.S.
 
30

 
18,345

 
1.6
%
 
12.6

Total (c)
 
 
 
384

 
$
245,441

 
21.6
%
 
12.9

________
(a)
ABR amounts are subject to fluctuations in foreign currency exchange rates.
(b)
Of the 27 properties leased to Forterra, Inc., 25 are located in the United States and two are located in Canada.
(c)
See the Terms and Definitions section in the Appendix for a description of pro rata.


 
 
Investing for the long runTM | 27


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Diversification by Property Type
In thousands, except percentages. Pro rata. As of June 30, 2020.
 
 
Total Net-Lease Portfolio
Property Type
 
ABR
 
 ABR %
 
Square Footage (a)
 
Sq. ft. %
U.S.
 
 
 
 
 
 
 
 
Industrial
 
$
202,945

 
17.9
%
 
38,087

 
26.8
%
Office
 
165,681

 
14.6
%
 
10,585

 
7.5
%
Warehouse
 
146,151

 
12.9
%
 
30,268

 
21.3
%
Retail (b)
 
47,099

 
4.2
%
 
3,016

 
2.2
%
Self Storage (net lease)
 
59,083

 
5.2
%
 
5,810

 
4.1
%
Other (c)
 
97,805

 
8.6
%
 
5,588

 
3.9
%
U.S. Total
 
718,764

 
63.4
%
 
93,354

 
65.8
%
 
 
 
 
 
 
 
 
 
International
 
 
 
 
 
 
 
 
Industrial
 
71,503

 
6.3
%
 
10,577

 
7.5
%
Office
 
90,703

 
8.0
%
 
6,614

 
4.6
%
Warehouse
 
104,857

 
9.2
%
 
16,805

 
11.9
%
Retail (b)
 
148,519

 
13.1
%
 
14,530

 
10.2
%
Self Storage (net lease)
 

 
%
 

 
%
Other (c)
 
10

 
%
 

 
%
International Total
 
415,592

 
36.6
%
 
48,526

 
34.2
%
 
 
 
 
 
 
 
 
 
Total
 
 
 
 
 
 
 
 
Industrial
 
274,448

 
24.2
%
 
48,664

 
34.3
%
Office
 
256,384

 
22.6
%
 
17,199

 
12.1
%
Warehouse
 
251,008

 
22.1
%
 
47,073

 
33.2
%
Retail (b)
 
195,618

 
17.3
%
 
17,546

 
12.4
%
Self Storage (net lease)
 
59,083

 
5.2
%
 
5,810

 
4.1
%
Other (c)
 
97,815

 
8.6
%
 
5,588

 
3.9
%
Total (d)
 
$
1,134,356

 
100.0
%
 
141,880

 
100.0
%
________
(a)
Includes square footage for vacant properties.
(b)
Includes automotive dealerships.
(c)
Includes ABR from tenants with the following property types: education facility, hotel (net lease), fitness facility, laboratory, theater and student housing (net lease).
(d)
See the Terms and Definitions section in the Appendix for a description of pro rata.


 
 
Investing for the long runTM | 28


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Diversification by Tenant Industry
In thousands, except percentages. Pro rata. As of June 30, 2020.
 
 
Total Net-Lease Portfolio
Industry Type
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
Retail Stores (a)
 
$
253,684

 
22.4
%
 
32,667

 
23.0
%
Consumer Services
 
98,538

 
8.7
%
 
7,482

 
5.3
%
Automotive
 
76,936

 
6.8
%
 
12,579

 
8.9
%
Cargo Transportation
 
61,076

 
5.4
%
 
9,313

 
6.6
%
Business Services
 
60,938

 
5.4
%
 
5,312

 
3.7
%
Grocery
 
57,243

 
5.0
%
 
6,549

 
4.6
%
Healthcare and Pharmaceuticals
 
55,579

 
4.9
%
 
4,905

 
3.5
%
Construction and Building
 
42,642

 
3.8
%
 
7,673

 
5.4
%
Beverage, Food, and Tobacco
 
42,034

 
3.7
%
 
5,175

 
3.6
%
Capital Equipment
 
40,064

 
3.5
%
 
6,550

 
4.6
%
Hotel and Leisure
 
39,861

 
3.5
%
 
2,254

 
1.6
%
Sovereign and Public Finance
 
39,394

 
3.5
%
 
3,364

 
2.4
%
Containers, Packaging, and Glass
 
36,007

 
3.2
%
 
6,186

 
4.4
%
High Tech Industries
 
29,696

 
2.6
%
 
3,347

 
2.4
%
Durable Consumer Goods
 
28,987

 
2.5
%
 
6,657

 
4.7
%
Insurance
 
25,032

 
2.2
%
 
1,749

 
1.2
%
Banking
 
19,442

 
1.7
%
 
1,247

 
0.9
%
Telecommunications
 
16,771

 
1.5
%
 
1,571

 
1.1
%
Aerospace and Defense
 
16,493

 
1.4
%
 
1,504

 
1.1
%
Media: Advertising, Printing, and Publishing
 
14,782

 
1.3
%
 
1,615

 
1.1
%
Non-Durable Consumer Goods
 
14,356

 
1.3
%
 
5,235

 
3.7
%
Media: Broadcasting and Subscription
 
12,878

 
1.1
%
 
784

 
0.5
%
Wholesale
 
12,420

 
1.1
%
 
2,005

 
1.4
%
Chemicals, Plastics, and Rubber
 
12,235

 
1.1
%
 
1,403

 
1.0
%
Other (b)
 
27,268

 
2.4
%
 
4,754

 
3.3
%
Total (c)
 
$
1,134,356


100.0
%

141,880

 
100.0
%
________
(a)
Includes automotive dealerships.
(b)
Includes ABR from tenants in the following industries: metals and mining, oil and gas, environmental industries, electricity, consumer transportation, forest products and paper, real estate and finance. Also includes square footage for vacant properties.
(c)
See the Terms and Definitions section in the Appendix for a description of pro rata.

 
 
Investing for the long runTM | 29


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Diversification by Geography
In thousands, except percentages. Pro rata. As of June 30, 2020.
 
 
Total Net-Lease Portfolio
Region
 
ABR
 
 ABR %
 
Square Footage (a)
 
Sq. ft. %
U.S.
 
 
 
 
 
 
 
 
South
 
 
 
 
 
 
 
 
Texas
 
$
102,877

 
9.1
%
 
11,723

 
8.3
%
Florida
 
47,753

 
4.2
%
 
4,033

 
2.8
%
Georgia
 
29,005

 
2.6
%
 
4,024

 
2.8
%
Tennessee
 
19,330

 
1.7
%
 
2,874

 
2.0
%
Alabama
 
15,382

 
1.4
%
 
2,397

 
1.7
%
Other (b)
 
12,855

 
1.1
%
 
2,263

 
1.6
%
Total South
 
227,202

 
20.1
%
 
27,314

 
19.2
%
East
 
 
 
 
 
 
 
 
North Carolina
 
32,902

 
2.9
%
 
8,052

 
5.7
%
Pennsylvania
 
26,503

 
2.3
%
 
3,210

 
2.3
%
Massachusetts
 
21,309

 
1.9
%
 
1,407

 
1.0
%
New Jersey
 
19,554

 
1.7
%
 
1,100

 
0.8
%
South Carolina
 
15,383

 
1.4
%
 
4,321

 
3.0
%
Virginia
 
13,567

 
1.2
%
 
1,430

 
1.0
%
New York
 
13,347

 
1.2
%
 
1,392

 
1.0
%
Other (b)
 
34,095

 
3.0
%
 
6,594

 
4.6
%
Total East
 
176,660

 
15.6
%
 
27,506

 
19.4
%
Midwest
 
 
 
 
 
 
 
 
Illinois
 
49,906

 
4.4
%
 
5,973

 
4.2
%
Minnesota
 
25,964

 
2.3
%
 
2,352

 
1.7
%
Indiana
 
18,308

 
1.6
%
 
2,827

 
2.0
%
Wisconsin
 
15,920

 
1.4
%
 
3,164

 
2.2
%
Ohio
 
14,866

 
1.3
%
 
3,153

 
2.2
%
Michigan
 
14,171

 
1.2
%
 
2,132

 
1.5
%
Other (b)
 
27,088

 
2.4
%
 
4,697

 
3.3
%
Total Midwest
 
166,223

 
14.6
%
 
24,298

 
17.1
%
West
 
 
 
 
 
 
 
 
California
 
60,906

 
5.4
%
 
5,183

 
3.7
%
Arizona
 
34,123

 
3.0
%
 
3,648

 
2.6
%
Other (b)
 
53,650

 
4.7
%
 
5,405

 
3.8
%
Total West
 
148,679

 
13.1
%
 
14,236

 
10.1
%
U.S. Total
 
718,764

 
63.4
%
 
93,354

 
65.8
%
International
 
 
 
 
 
 
 
 
Germany
 
66,504

 
5.9
%
 
7,113

 
5.0
%
Poland
 
52,303

 
4.6
%
 
7,215

 
5.1
%
The Netherlands
 
50,388

 
4.4
%
 
6,853

 
4.8
%
Spain
 
49,458

 
4.4
%
 
4,226

 
3.0
%
United Kingdom
 
45,260

 
4.0
%
 
4,035

 
2.8
%
Italy
 
25,523

 
2.2
%
 
2,386

 
1.7
%
Croatia
 
16,745

 
1.5
%
 
1,784

 
1.3
%
Denmark
 
14,862

 
1.3
%
 
2,408

 
1.7
%
France
 
13,487

 
1.2
%
 
1,347

 
0.9
%
Canada
 
12,769

 
1.1
%
 
2,103

 
1.5
%
Finland
 
11,404

 
1.0
%
 
949

 
0.7
%
Other (c)
 
56,889

 
5.0
%
 
8,107

 
5.7
%
International Total
 
415,592

 
36.6
%
 
48,526

 
34.2
%
Total (d)
 
$
1,134,356

 
100.0
%
 
141,880

 
100.0
%
________
(a)
Includes square footage for vacant properties.
(b)
Other properties within South include assets in Louisiana, Arkansas, Oklahoma and Mississippi. Other properties within East include assets in Kentucky, Maryland, Connecticut, West Virginia, New Hampshire and Maine. Other properties within Midwest include assets in Missouri, Kansas, Nebraska, Iowa, North Dakota and South Dakota. Other properties within West include assets in Colorado, Utah, Oregon, Washington, Nevada, Hawaii, New Mexico, Wyoming, Montana and Alaska.
(c)
Includes assets in Lithuania, Mexico, Norway, Hungary, the Czech Republic, Austria, Portugal, Sweden, Japan, Slovakia, Latvia, Belgium and Estonia.
(d)
See the Terms and Definitions section in the Appendix for a description of pro rata.

 
 
Investing for the long runTM | 30


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Contractual Rent Increases
In thousands, except percentages. Pro rata. As of June 30, 2020.
 
 
Total Net-Lease Portfolio
Rent Adjustment Measure
 
ABR
 
 ABR %
 
Square Footage
 
Sq. ft. %
(Uncapped) CPI
 
$
441,929

 
39.0
%
 
51,371

 
36.2
%
Fixed
 
372,387

 
32.8
%
 
51,801

 
36.5
%
CPI-based
 
260,556

 
23.0
%
 
32,769

 
23.1
%
Other (a)
 
50,056

 
4.4
%
 
3,677

 
2.6
%
None
 
9,428

 
0.8
%
 
634

 
0.4
%
Vacant
 

 
%
 
1,628

 
1.2
%
Total (b)
 
$
1,134,356

 
100.0
%
 
141,880

 
100.0
%
________
(a)
Represents leases attributable to percentage rent.
(b)
See the Terms and Definitions section in the Appendix for a description of pro rata.

 
 
Investing for the long runTM | 31


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Same Store Analysis
Dollars in thousands. Pro rata.

Contractual Same Store Growth

Same store portfolio includes leases that were continuously in place during the period from June 30, 2019 to June 30, 2020. Excludes leases for properties that were acquired, sold or vacated, or were subject to lease renewals, extensions or modifications at any time that affected ABR during that period. For purposes of comparability, ABR is presented on a constant currency basis using exchange rates as of June 30, 2020.
 
ABR
 
As of
Jun. 30, 2020
 
As of
Jun. 30, 2019
 
Increase
 
% Increase
Property Type
 
 
 
 
 
 
 
Office
$
236,097

 
$
232,509

 
$
3,588

 
1.5
%
Industrial
231,055

 
226,508

 
4,547

 
2.0
%
Warehouse
201,006

 
197,669

 
3,337

 
1.7
%
Retail (a)
188,914

 
186,587

 
2,327

 
1.2
%
Self Storage (net lease)
52,868

 
49,627

 
3,241

 
6.5
%
Other (b)
95,312

 
94,054

 
1,258

 
1.3
%
Total
$
1,005,252

 
$
986,954

 
$
18,298

 
1.9
%
 
 
 
 
 
 
 
 
Rent Adjustment Measure
 
 
 
 
 
 
 
(Uncapped) CPI
$
402,817

 
$
394,751

 
$
8,066

 
2.0
%
Fixed
306,746

 
301,857

 
4,889

 
1.6
%
CPI-based
244,254

 
239,509

 
4,745

 
2.0
%
Other (c)
45,122

 
44,524

 
598

 
1.3
%
None
6,313

 
6,313

 

 
%
Total
$
1,005,252

 
$
986,954

 
$
18,298

 
1.9
%
 
 
 
 
 
 
 
 
Geography
 
 
 
 
 
 
 
U.S.
$
631,716

 
$
618,868

 
$
12,848

 
2.1
%
Europe
352,938

 
347,822

 
5,116

 
1.5
%
Other International (d)
20,598

 
20,264

 
334

 
1.6
%
Total
$
1,005,252

 
$
986,954

 
$
18,298

 
1.9
%
 
 
 
 
 
 
 
 
Same Store Portfolio Summary
 
 
 
 
 
 
 
Number of properties
1,110

 
 
 
 
 
 
Square footage (in thousands)
119,105

 
 
 
 
 
 


 
 
Investing for the long runTM | 32


W. P. Carey Inc.
Real Estate – Second Quarter 2020

Comprehensive Same Store Growth

Same store portfolio includes leased properties that were continuously owned and in place during the quarter ended June 30, 2019 through June 30, 2020. Excludes properties that were acquired, sold or listed as capital investment projects (see Investment Activity – Capital Investment Projects section) during that period. For purposes of comparability, same store pro rata rental income is presented on a constant currency basis using average exchange rates for the three months ended June 30, 2020. Same store pro rata rental income is a non-GAAP measure. See the Terms and Definitions section in the Appendix for a description of same store pro rata rental income and for details on how it is calculated.
 
Same Store Pro Rata Rental Income
 
Three Months Ended Jun. 30, 2020
 
Three Months Ended Jun. 30, 2019
 
Increase
 
% Increase
Property Type
 
 
 
 
 
 
 
Office
$
61,772

 
$
61,433

 
$
339

 
0.6
 %
Industrial
57,840

 
59,240

 
(1,400
)
 
(2.4
)%
Warehouse
49,893

 
51,561

 
(1,668
)
 
(3.2
)%
Retail (a)
44,772

 
45,065

 
(293
)
 
(0.7
)%
Self Storage (net lease)
9,688

 
9,002

 
686

 
7.6
 %
Other (b)
19,729

 
23,771

 
(4,042
)
 
(17.0
)%
Total (e)
$
243,694

 
$
250,072

 
$
(6,378
)
 
(2.6
)%
 
 
 
 
 
 
 
 
Rent Adjustment Measure
 
 
 
 
 
 
 
(Uncapped) CPI
$
98,243

 
$
101,537

 
$
(3,294
)
 
(3.2
)%
Fixed
75,363

 
78,244

 
(2,881
)
 
(3.7
)%
CPI-based
60,674

 
60,426

 
248

 
0.4
 %
Other (c)
7,595

 
7,368

 
227

 
3.1
 %
None
1,819

 
2,497

 
(678
)
 
(27.2
)%
Total (e)
$
243,694

 
$
250,072

 
$
(6,378
)
 
(2.6
)%
 
 
 
 
 
 
 
 
Geography
 
 
 
 
 
 
 
U.S.
$
153,915

 
$
159,151

 
$
(5,236
)
 
(3.3
)%
Europe
84,939

 
86,166

 
(1,227
)
 
(1.4
)%
Other International (d)
4,840

 
4,755

 
85

 
1.8
 %
Total (e)
$
243,694

 
$
250,072

 
$
(6,378
)
 
(2.6
)%
 
 
 
 
 
 
 
 
Same Store Portfolio Summary
 
 
 
 
 
 
 
Number of properties
1,121

 
 
 
 
 
 
Square footage (in thousands)
124,418

 
 
 
 
 
 


 
 
Investing for the long runTM | 33


W. P. Carey Inc.
Real Estate – Second Quarter 2020

The following table presents a reconciliation from lease revenues to same store pro rata rental income:
 
Three Months Ended
Jun. 30, 2020
 
Three Months Ended Jun. 30, 2019
Consolidated Lease Revenues
 
 
 
Total lease revenues – as reported (f)
$
280,303

 
$
269,802

Less: Reimbursable tenant costs – as reported
(13,796
)
 
(13,917
)
 
266,507

 
255,885

 
 
 
 
Adjustments for Pro Rata Ownership of Real Estate Joint Ventures:
 
 
 
Add: Pro rata share of adjustments from equity investments
4,424

 
5,360

Less: Pro rata share of adjustments for noncontrolling interests
(22
)
 
(22
)
 
4,402

 
5,338

 
 
 
 
Adjustments for Pro Rata Non-Cash Items:
 
 
 
Add: Above- and below-market rent intangible lease amortization
12,956

 
16,450

Less: Straight-line and other rent adjustments
(11,720
)
 
(7,975
)
Less: Adjustments for pro rata ownership
(6
)
 
(38
)
 
1,230

 
8,437

 
 
 
 
Adjustment to normalize for (i) properties not continuously owned since April 1, 2019 and (ii) constant currency presentation for prior year quarter (g)
(28,445
)
 
(19,588
)
 
 
 
 
Same Store Pro Rata Rental Income (e)
$
243,694

 
$
250,072

________
(a)
Includes automotive dealerships.
(b)
Includes ABR or same store pro rata rental income from tenants with the following property types: education facility, hotel (net lease), fitness facility, laboratory, theater and student housing (net lease).
(c)
Represents leases attributable to percentage rent.
(d)
Includes assets in Canada, Mexico and Japan.
(e)
For the three months ended June 30, 2020, approximately $0.5 million of same store pro rata rental income (0.2% of the total) has been deferred and is expected to be collected within one year. Remaining same store pro rata rental income for that period has been collected as of July 31, 2020.
(f)
Lease revenue (including straight-line lease revenue) is only recognized when deemed probable of collection. Collectibility is assessed for each tenant receivable using various criteria, including credit ratings, guarantees, past collection issues and the current economic and business environment affecting the tenant. If collectibility of the contractual rent stream is not deemed probable, revenue will only be recognized upon receipt of cash from the tenant.
(g)
This adjustment excludes amounts attributable to properties that were acquired, sold or listed as capital investment projects (see Investment Activity – Capital Investment Projects section) that were not continuously owned and in place during the quarter ended June 30, 2019 through June 30, 2020. In addition, for the three months ended June 30, 2019, an adjustment is made to reflect average exchange rates for the three months ended June 30, 2020 for purposes of comparability, since same store pro rata rental income is presented on a constant currency basis.

 
 
Investing for the long runTM | 34


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Leasing Activity
For the three months ended June 30, 2020, except ABR. Pro rata.
Lease Renewals and Extensions (a)
 
 
 
 
 
 
 
Expected Tenant Improvements ($000s)
 
Leasing Commissions ($000s)
 
 
 
 
 
 
 
 
ABR
 
 
 
 
Property Type
 
Square Feet
 
Number of Leases
 
Prior Lease ($000s)
 
New Lease ($000s) (b) (c)
 
Releasing Spread
 
 
 
Incremental Lease Term
Industrial
 

 

 
$

 
$

 
 %
 
$

 
$

 
N/A
Office
 

 

 

 

 
 %
 

 

 
N/A
Warehouse
 
3,813,524

 
3

 
14,650

 
13,979

 
(4.6
)%
 
2,176

 
1,295

 
4.1 years
Retail
 

 

 

 

 
 %
 

 

 
N/A
Self Storage (net lease)
 

 

 

 

 
 %
 

 

 
N/A
Other
 

 

 

 

 
 %
 

 

 
N/A
Total / Weighted Average (d)
 
3,813,524

 
3

 
$
14,650

 
$
13,979

 
(4.6
)%
 
$
2,176

 
$
1,295

 
4.1 years
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q2 Summary
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prior Lease ABR (% of Total Portfolio)
 
1.3
%
 
 
 
 
 
 
 
 
 
 
_______
(a)
Excludes lease extensions for a period of one year or less.
(b)
Excludes a rent deferral that was negotiated as part of a lease extension on a portfolio of properties. The deferred rent will be paid back over a five-year period starting in the fourth quarter of 2020. ABR on this portfolio increased from $11.0 million to $12.1 million as a result of the deferral.
(c)
New lease amounts are based on in-place rents at time of lease commencement and exclude any free rent periods.
(d)
Weighted average refers to the incremental lease term.

 
 
 
 
 
 
 
 
 
 
 
 
 


 
 
Investing for the long runTM | 35


W. P. Carey Inc.
Real Estate – Second Quarter 2020
Lease Expirations
In thousands, except percentages and number of leases. Pro rata. As of June 30, 2020.
Year of Lease Expiration (a)
 
Number of Leases Expiring
 
Number of Tenants with Leases Expiring
 
ABR
 
ABR %
 
Square Footage
 
Sq. ft. %
Remaining 2020
 
18

 
16

 
$
8,683

 
0.8
%
 
1,221

 
0.9
%
2021
 
33

 
23

 
29,631

 
2.6
%
 
3,011

 
2.1
%
2022
 
31

 
29

 
48,085

 
4.2
%
 
4,048

 
2.9
%
2023
 
36

 
30

 
48,033

 
4.2
%
 
6,046

 
4.3
%
2024
 
78

 
52

 
112,555

 
9.9
%
 
14,295

 
10.1
%
2025
 
64

 
32

 
60,023

 
5.3
%
 
7,411

 
5.2
%
2026
 
36

 
23

 
52,611

 
4.6
%
 
7,837

 
5.5
%
2027
 
44

 
27

 
72,039

 
6.4
%
 
8,226

 
5.8
%
2028
 
42

 
24

 
61,233

 
5.4
%
 
4,829

 
3.4
%
2029
 
31

 
18

 
36,554

 
3.2
%
 
4,561

 
3.2
%
2030
 
27

 
21

 
68,852

 
6.1
%
 
6,104

 
4.3
%
2031
 
66

 
16

 
67,927

 
6.0
%
 
8,154

 
5.7
%
2032
 
36

 
15

 
46,866

 
4.1
%
 
6,640

 
4.7
%
2033
 
21

 
15

 
57,661

 
5.1
%
 
7,707

 
5.4
%
Thereafter (>2033)
 
222

 
90

 
363,603

 
32.1
%
 
50,162

 
35.4
%
Vacant
 

 

 

 
%
 
1,628

 
1.1
%
Total (b)
 
785

 


 
$
1,134,356

 
100.0
%
 
141,880

 
100.0
%

________
(a)
Assumes tenants do not exercise any renewal options or purchase options.
(b)
See the Terms and Definitions section in the Appendix for a description of pro rata.

 
 
Investing for the long runTM | 36




W. P. Carey Inc.
Investment Management
Second Quarter 2020








 
 
Investing for the long runTM | 37


W. P. Carey Inc.
Investment Management – Second Quarter 2020
Selected Information and Fee Summary – Managed Programs
Dollars and square footage in thousands. As of or for the three months ended June 30, 2020.
 
CPA:18 – Global
 
CESH
 
Total
Selected Information
 
 
 
 
 
General
 
 
 
 
 
Year established
2013

 
2016

 
 
AUM – current quarter (a)
$
2,362,611

 
$
325,393

 
$
2,688,004

Net-lease AUM – current quarter
$
1,258,514

 
$
115,664

 
$
1,374,178

Fundraising status
Closed

 
Closed

 
 
 
 
 
 
 
 
Portfolio
 
 
 
 
 
Investment type
Net lease /
Diversified REIT

 
Student Housing

 
 
Number of operating properties
70

 
1

 
 
Number of net-leased properties
47

 
3

 
 
Number of active build-to-suit projects
12

 
4

 
 
Number of tenants – net-leased properties
65

 
1

 
 
Square footage – net-leased properties
9,623

 
415

 
 
Occupancy (b)
98.7
%
 
100.0
%
 
 
 
 
 
 
 
 
Balance Sheet (Book Value)
 
 
 
 
 
Total assets
$
2,173,708

 
$
340,916

 
 
Total debt
$
1,207,475

 
$
131,609

 
 
Total debt / total assets
55.5
%
 
38.6
%
 
 
 
 
 
 
 
 
Fee Summary
 
 
 
 
 
Asset Management Fees
 
 
 
 
 
Asset management fee, gross (% of average AUM, per annum)
0.50% (c)
 
1.00% (d)
 
 
Average AUM (of current quarter and prior quarter)
$
2,423,351

 
$
332,055

 
$
2,755,406

Asset management revenue – current quarter (e)
$
2,877

 
$
728

 
$
3,605

 
 
 
 
 
 
Operating Partnership Interests (f)
 
 
 
 
 
Operating partnership interests, gross (% of Available Cash)
10.00%
 
N/A
 
 
Equity in earnings of equity method investments in the Managed Programs (profits interest) – current quarter
$
2,029

 
N/A
 
$
2,029

________
(a)
Represents appraised value of real estate assets as of March 31, 2020 (plus cash and cash equivalents, less distributions payable as of June 30, 2020) for CPA:18 – Global. Represents appraised value of real estate assets as of December 31, 2019 (plus cash and cash equivalents as of June 30, 2020) for CESH. These values were used to calculate asset management fees during the three months ended June 30, 2020 in accordance with the respective advisory agreements.
(b)
Represents occupancy for single-tenant net-leased properties.
(c)
Based on average market value of assets. CPA:18 – Global has an option to pay asset management fees in cash or shares upon our recommendation, under the terms of the advisory agreement with CPA:18 – Global. Asset management fees are recorded in Asset management revenue in our consolidated financial statements.
(d)
Based on gross assets at fair value.
(e)
Total amount excludes $0.5 million and $0.4 million of asset management revenues from CWI 1 and CWI 2, respectively, prior to the CWI 1 and CWI 2 Merger on April 13, 2020.
(f)
Available Cash means cash generated by operating partnership operations and investments, excluding cash from sales and refinancings, after the payment of debt service and other operating expenses, but before distributions to partners. Amounts are recorded in Equity in earnings of equity method investments in the Managed Programs and real estate in our consolidated financial statements.

 
 
Investing for the long runTM | 38


W. P. Carey Inc.
Investment Management – Second Quarter 2020
Summary of Future Liquidity Considerations for the Managed Programs
As of June 30, 2020.

Future Liquidity Strategies for the Managed Programs

The timeframes in the table below are based on general liquidation guidelines set forth in CPA:18 – Global’s and CESH’s respective offering documents. Ultimately, the liquidation of CPA:18 – Global is approved by its board of directors and the liquidation of CESH is determined by its general partner.
 
General Liquidation Guideline
 
CPA:18 – Global
 
CESH
Timeframe
Beginning after the seventh anniversary of the closing of the initial public offering in 2015
 
Beginning five years after raising the minimum offering amount in 2016


Back-End Fees for / Interest in the Managed Programs

The overview below is intended to provide a summary of current disclosures regarding various back-end fees and interests that we may be entitled to upon each Managed Program’s liquidity event. Such a liquidity event for CPA:18 – Global is at the discretion of CPA:18 – Global’s board of directors and there is no assurance that any of the fees or interests described below will be realized. Please refer to CPA:18 – Global’s filings with the SEC for a complete description of its liquidity strategy.
 
Back-End Fees and Interests
 
CPA:18 – Global
 
CESH
Disposition Fees
Equal to the lesser of (i) 50% of the brokerage commission paid or (ii) 3% of the contract sales price of a property. (a)
 
N/A
Interest in Disposition Proceeds
Special general partner interest entitled to receive distributions of up to 15% of the net proceeds from the sale, exchange or other disposition of operating partnership assets remaining after the corporation has received a return of 100% of its initial investment in the operating partnership, through certain liquidity events or distributions, plus the 6% preferred return rate.
 
Available Cash (as defined in In “Principal Terms”), subject to any other limitations provided for herein, will be initially apportioned among the Limited Partners in proportion to their respective capital contributions and the General Partner as provided in connection with its Carried Interest and distributed. (b)

Purchase of Special GP Interest
Lesser of (i) 5.0x the distributions of the last completed fiscal year and (ii) the discounted value of expected future distributions from point of valuation to March 2025 using a discount rate used by the independent third-party valuation firm to determine the most recent appraisal.
 
N/A
Distribution Related to Ownership of Shares
4.1% ownership as of 6/30/2020
 
2.4% ownership as of 6/30/2020
________
(a)
Not applicable to dispositions of individual assets.
(b)
Order of distributions are as follows: (1) First, to a Limited Partner until it has received an amount equal to its total capital contributions or deemed capital contribution with respect to the Advisor Units in the case of the Advisor (or a wholly owned subsidiary of the Advisor); (2) Second, to a Limited Partner until such Limited Partner has received a cumulative, non-compounding, annual 10% return on its unreturned capital contributions (the “Preferred Return”); (3) Third, to the General Partner until the General Partner has received 20% of the aggregate amounts distributed pursuant to clause (2) and this clause (3); (4) Thereafter, 80% to such Limited Partner and 20% to the General Partner (together with the amounts received under clause (3), the General Partner’s “Carried Interest”). The Advisor’s capital contribution for purposes of the Partnership Agreement will be deemed to be the value of the Advisor Units upon their issuance.


 
 
Investing for the long runTM | 39




W. P. Carey Inc.
Appendix
Second Quarter 2020







 
 
Investing for the long runTM | 40


W. P. Carey Inc.
Appendix – Second Quarter 2020
Normalized Pro Rata Cash NOI
In thousands. From real estate.

Three Months Ended
Jun. 30, 2020
Consolidated Lease Revenues

Total lease revenues – as reported
$
280,303

Less: Consolidated Reimbursable and Non-Reimbursable Property Expenses

Reimbursable property expenses – as reported
13,796

Non-reimbursable property expenses – as reported
11,651


254,856



Plus: NOI from Operating Properties

Hotel revenues
58

Hotel expenses
(839
)
 
(781
)
 
 
Self-storage revenues
1,369

Self-storage expenses
(549
)
 
820

 
 

254,895



Adjustments for Pro Rata Ownership of Real Estate Joint Ventures:

Add: Pro rata share of NOI from equity investments
4,714

Less: Pro rata share of NOI attributable to noncontrolling interests
(22
)

4,692




259,587



Adjustments for Pro Rata Non-Cash Items:

Add: Above- and below-market rent intangible lease amortization
12,956

Less: Straight-line rent amortization
(11,720
)
Add: Other non-cash items
399


1,635



Pro Rata Cash NOI (a)
261,222



Adjustment to normalize for intra-period completed capital investment projects (b)
2,402



Normalized Pro Rata Cash NOI (a)
$
263,624


 
 
Investing for the long runTM | 41


W. P. Carey Inc.
Appendix – Second Quarter 2020

The following table presents a reconciliation from Net income from Real Estate attributable to W. P. Carey to Normalized pro rata cash NOI:
 
Three Months Ended
Jun. 30, 2020
Net Income from Real Estate Attributable to W. P. Carey
 
Net income from Real Estate attributable to W. P. Carey – as reported
$
81,825

Adjustments for Consolidated Operating Expenses
 
Add: Operating expenses – as reported
155,637

Less: Property expenses, excluding reimbursable tenant costs – as reported
(11,651
)
Less: Operating property expenses – as reported
(1,388
)
 
142,598

 
 
Adjustments for Other Consolidated Revenues and Expenses:
 
Less: Lease termination income and other – as reported
(1,917
)
Less: Reimbursable property expenses – as reported
(13,796
)
Add: Other income and (expenses)
42,029

Add: Provision for income taxes
4,117

 
30,433

 
 
Other Adjustments:
 
Add: Above- and below-market rent intangible lease amortization
12,956

Less: Straight-line rent amortization
(11,720
)
Add: Adjustments for pro rata ownership
4,774

Adjustment to normalize for intra-period completed capital investment projects (b)
2,402

Add: Property expenses, excluding reimbursable tenant costs, non-cash
356

 
8,768

 
 
Normalized Pro Rata Cash NOI (a)
$
263,624

________
(a)
Pro rata cash NOI and normalized pro rata cash NOI are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures and for details on how pro rata cash NOI and normalized pro rata cash NOI are calculated.
(b)
For capital investment projects completed during the three months ended June 30, 2020, the adjustment modifies our pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter.

 
 
Investing for the long runTM | 42


W. P. Carey Inc.
Appendix – Second Quarter 2020
Adjusted EBITDA, Consolidated – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income
$
115,204

 
$
66,702

 
$
129,792

 
$
41,835

 
$
66,121

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Depreciation and amortization
107,477

 
116,194

 
111,607

 
109,517

 
113,632

Interest expense
52,182

 
52,540

 
53,667

 
58,626

 
59,719

Provision for (benefit from) income taxes
7,595

 
(41,692
)
 
21,064

 
4,157

 
3,119

Consolidated EBITDA (a)
282,458

 
193,744

 
316,130

 
214,135

 
242,591

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Other (gains) and losses (c)
(4,259
)
 
9,815

 
(38,196
)
 
18,618

 
5,724

Stock-based compensation expense
2,918

 
2,661

 
4,939

 
4,747

 
4,936

Above- and below-market rent intangible and straight-line rent adjustments (d)
1,236

 
4,680

 
12,046

 
8,591

 
8,467

Merger and other expenses
1,074

 
187

 
(811
)
 
70

 
696

Other amortization and non-cash charges (e)
382

 
304

 
(5,791
)
 
422

 
415

Impairment charges

 
19,420

 
6,758

 
25,781

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
(17,501
)
 
(71
)
 
362

Loss on change in control of interests (f)

 

 

 
8,416

 

 
1,351

 
25,316

 
(38,556
)
 
66,574

 
20,600

 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Real Estate Joint Ventures:
 
 
 
 
 
 
 
 
 
Add: Pro rata share of adjustments for equity investments
4,884

 
4,475

 
4,300

 
5,471

 
5,744

Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests
(22
)
 
(22
)
 
(459
)
 
(530
)
 
(117
)
 
4,862

 
4,453

 
3,841

 
4,941

 
5,627

Equity Investments in the Managed Programs: (g)
 
 
 
 
 
 
 
 
 
Less: (Income) loss from equity investments in the Managed Programs (h) (i)
(31,743
)
 
49,271

 
173

 
288

 
45

Add: Distributions received from equity investments in the Managed Programs
926

 
2,196

 
2,089

 
1,980

 
1,870

 
(30,817
)
 
51,467

 
2,262

 
2,268

 
1,915

Adjusted EBITDA (a)
$
257,854

 
$
274,980

 
$
283,677

 
$
287,918

 
$
270,733

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Primarily comprised of unrealized gains and losses on derivatives, allowance for credit losses and gains and losses from foreign currency movements, extinguishment of debt and marketable securities. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(d)
Straight-line rent adjustments relate to our net-leased properties subject to operating leases. Amount for the three months ended March 31, 2020 includes straight-line rent write-offs totaling $3.1 million, based on a collectibility analysis.
(e)
Amount for the three months ended December 31, 2019 includes an adjustment to exclude $6.2 million of non-cash lease termination revenue, which will be collected and reflected within adjusted EBITDA over the remaining master lease term.
(f)
Amount for the three months ended September 30, 2019 represents 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.
(g)
Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs.
(h)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(i)
Amount for the three months ended March 31, 2020 includes non-cash other-than-temporary impairment charges totaling $47.1 million recognized on our equity investments in CWI 1 and CWI 2.

 
 
Investing for the long runTM | 43


W. P. Carey Inc.
Appendix – Second Quarter 2020
Adjusted EBITDA, Real Estate – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income from Real Estate
$
81,864

 
$
101,526

 
$
124,317

 
$
33,545

 
$
60,759

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Depreciation and amortization
107,477

 
115,207

 
110,648

 
108,573

 
112,666

Interest expense
52,182

 
52,540

 
53,667

 
58,626

 
59,719

Provision for (benefit from) income taxes
4,117

 
(31,800
)
 
18,113

 
3,511

 
3,019

Consolidated EBITDA – Real Estate (a)
245,640

 
237,473

 
306,745

 
204,255

 
236,163

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Other (gains) and losses (c)
(5,437
)
 
10,973

 
(38,546
)
 
18,956

 
5,888

Stock-based compensation expense
2,918

 
1,970

 
3,531

 
3,435

 
3,482

Above- and below-market rent intangible and straight-line rent adjustments (d)
1,236

 
4,680

 
12,046

 
8,591

 
8,467

Merger and other expenses
935

 
(132
)
 
(811
)
 
70

 
696

Other amortization and non-cash charges (e)
382

 
304

 
(5,791
)
 
422

 
415

Impairment charges

 
19,420

 
6,758

 
25,781

 

(Gain) loss on sale of real estate, net

 
(11,751
)
 
(17,501
)
 
(71
)
 
362

Loss on change in control of interests (f)

 

 

 
8,416

 

 
34

 
25,464

 
(40,314
)
 
65,600

 
19,310

 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Real Estate Joint Ventures:
 
 
 
 
 
 
 
 
 
Add: Pro rata share of adjustments for equity investments
4,884

 
4,475

 
4,300

 
5,471

 
5,744

Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests
(22
)
 
(22
)
 
(459
)
 
(530
)
 
(117
)
 
4,862

 
4,453

 
3,841

 
4,941

 
5,627

Adjusted EBITDA – Real Estate (a)
$
250,536

 
$
267,390

 
$
270,272

 
$
274,796

 
$
261,100

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Primarily comprised of unrealized gains and losses on derivatives, allowance for credit losses and gains and losses from foreign currency movements, extinguishment of debt and marketable securities. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(d)
Straight-line rent adjustments relate to our net-leased properties subject to operating leases. Amount for the three months ended March 31, 2020 includes straight-line rent write-offs totaling $3.1 million, based on a collectibility analysis.
(e)
Amount for the three months ended December 31, 2019 includes an adjustment to exclude $6.2 million of non-cash lease termination revenue, which will be collected and reflected within adjusted EBITDA over the remaining master lease term.
(f)
Amount for the three months ended September 30, 2019 represents 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.


 
 
Investing for the long runTM | 44


W. P. Carey Inc.
Appendix – Second Quarter 2020
Adjusted EBITDA, Investment Management – Last Five Quarters
In thousands.
 
Three Months Ended
 
Jun. 30, 2020
 
Mar. 31, 2020
 
Dec. 31, 2019
 
Sep. 30, 2019
 
Jun. 30, 2019
Net income (loss) from Investment Management
$
33,340

 
$
(34,824
)
 
$
5,475

 
$
8,290

 
$
5,362

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Consolidated EBITDA
 
 
 
 
 
 
 
 
 
Provision for (benefit from) income taxes
3,478

 
(9,892
)
 
2,951

 
646

 
100

Depreciation and amortization

 
987

 
959

 
944

 
966

Consolidated EBITDA – Investment Management (a)
36,818

 
(43,729
)
 
9,385

 
9,880

 
6,428

 
 
 
 
 
 
 
 
 
 
Adjustments to Derive Adjusted EBITDA (b)
 
 
 
 
 
 
 
 
 
Other (gains) and losses (c)
1,178

 
(1,158
)
 
350

 
(338
)
 
(164
)
Merger and other expenses
139

 
319

 

 

 

Stock-based compensation expense

 
691

 
1,408

 
1,312

 
1,454

 
1,317

 
(148
)
 
1,758

 
974

 
1,290

 
 
 
 
 
 
 
 
 
 
Adjustments for Pro Rata Ownership
 
 
 
 
 
 
 
 
 
Equity Investments in the Managed Programs: (d)
 
 
 
 
 
 
 
 
 
Less: (Income) loss from equity investments in the Managed Programs (e) (f)
(31,743
)
 
49,271

 
173

 
288

 
45

Add: Distributions received from equity investments in the Managed Programs
926

 
2,196

 
2,089

 
1,980

 
1,870

 
(30,817
)
 
51,467

 
2,262

 
2,268

 
1,915

Adjusted EBITDA – Investment Management (a)
$
7,318

 
$
7,590

 
$
13,405

 
$
13,122

 
$
9,633

________
(a)
EBITDA and adjusted EBITDA are non-GAAP measures. See the Terms and Definitions section that follows for a description of our non-GAAP measures.
(b)
Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(c)
Primarily comprised of gains and losses from foreign currency movements and marketable securities. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(d)
Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs.
(e)
Amount for the three months ended June 30, 2020 includes a non-cash net gain of $33.0 million (inclusive of $9.9 million attributable to the redemption of a noncontrolling interest that the former subadvisors for CWI 1 and CWI 2 held in the special general partner interests) recognized in connection with consideration received at closing of the CWI 1 and CWI 2 Merger, which reflects the allocation of $34.3 million of goodwill within our Investment Management segment.
(f)
Amount for the three months ended March 31, 2020 includes non-cash other-than-temporary impairment charges totaling $47.1 million recognized on our equity investments in CWI 1 and CWI 2.

 
 
Investing for the long runTM | 45


W. P. Carey Inc.
Appendix – Second Quarter 2020
Terms and Definitions

Non-GAAP Financial Disclosures
FFO and AFFO
Due to certain unique operating characteristics of real estate companies, as discussed below, 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 rent and related reserves, other non-cash rent adjustments, allowance for credit losses, 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 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.
Same Store Pro Rata Rental Income
Same store pro rata rental income is a non-GAAP financial measure that is intended to reflect the performance of our net leased properties. We define this as contractual rents from our leased properties. Same store rental income excludes reimbursable tenant costs, amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present same store rental income on a pro rata basis to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that same store pro rata rental income is a helpful measure that both investors and management can use to evaluate the financial performance of our leased properties. Same store pro rata rental income should not be considered as an alternative to lease revenues as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present same store rental income and/or same store pro rata rental income may not be directly comparable to the way other REITs present such metrics.

Pro Rata Cash NOI
Cash net operating income (“cash NOI”) is a non-GAAP financial measure that is intended to reflect the performance of our net leased and operating properties. We define cash NOI as cash rents from our leased and operating properties less non-reimbursable property expenses. Cash NOI excludes amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present cash NOI on a pro rata basis (“pro rata cash NOI”) to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that pro rata cash NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our leased and operating properties and it allows for comparison of our operating performance between periods and to other REITs. Pro rata cash NOI should not be considered as an alternative to net income as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present cash NOI and/or pro rata cash NOI may not be directly comparable to the way other REITs present such metrics.

 
 
Investing for the long runTM | 46


W. P. Carey Inc.
Appendix – Second Quarter 2020

Normalized Pro Rata Cash NOI
Normalized pro rata cash NOI is pro rata cash NOI as defined above adjusted primarily to exclude our pro rata share of cash NOI from properties disposed of during the most recent quarter and to include a full quarter of pro rata cash NOI related to properties acquired or capital investment projects completed during the period, as applicable. We believe this measure provides a helpful representation of our net operating income from our in-place leased and operating properties.
Adjusted EBITDA
We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non-cash and non-core items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies.
Other Metrics
Pro Rata Metrics
This supplemental package contains certain metrics prepared under the pro rata consolidation method. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. Under the full consolidation method, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. Under the pro rata consolidation method, we present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.
ABR
ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of June 30, 2020. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.

 
 
Investing for the long runTM | 47
wpc2020q2covidupdateexh9
Exhibit 99.3 COVID-19 Update 2Q20 Investing for the long run®


 
July Rent Payment Status WPC has collected 98% of July rent due Total July Rent Due Property Type 0.1% % % of July rent 2% of total ABR due and paid (1) Industrial 24% 99% Warehouse 22% 98% Office 23% 99% Retail 17% 100% Fitness, Theater and Restaurants 2% 47% Self Storage (net lease) 5% 100% Other (2) 7% 97% Total 100% 98% 98% Geography % % of July rent of total ABR due and paid (1) % of ABR from U.S. 63% 98% July rent due (1) Rent Paid 98% Europe 35% 98% Rent Deferred (3) 0.1% Other (4) 2% 100% Rent Not Paid 2% Total 100% 98% Note: ABR presented as of June 30, 2020, unless otherwise noted. Percentages may not add to totals due to rounding. (1) Reflects payments from tenants with rental payments due from June 20, 2020 to July 19, 2020 expressed as a percentage of ABR. Excludes rent paid in advance of the July collection period. (2) Includes net lease lodging assets, education facilities, laboratories and student housing properties. (3) Represents ABR from properties with executed deferral agreements for the July collection period. (4) Includes Canada, Mexico and Japan. Investing for the Long Run® | 2


 
2Q20 Rent Payment Status WPC collected 96% of rent due in the second quarter Total Rent Due 2Q20 Property Type 2% 2% % % of 2Q20 rent of total ABR due and paid (2) Industrial 24% 98% Warehouse 22% 94% Office 23% 99% Retail 17% 98% Fitness, Theater and Restaurants 2% 37% Self Storage (net lease) 5% 100% Other (3) 7% 98% Total 100% 96% 96% Geography % of ABR from rent due in (1) % % of 2Q20 rent April May June 2Q20 of total ABR due and paid (2) Rent Paid 97% 96% 98% 96% U.S. 64% 96% (4) Rent Deferred 0% 2% 1% 2% Europe 34% 97% Rent Not Paid 3% 2% 1% 2% Other (5) 2% 100% Total 100% 100% 100% 100% Total 100% 96% Note: ABR presented as of March 31, 2020, unless otherwise noted. Percentages may not add to totals due to rounding. (1) Reflects payments from tenants with rental payments due from: March 20, 2020 to April 19, 2020 for the April rent period; April 20, 2020 to May 19, 2020 for the May rent period; May 20, 2020 to June 19, 2020 for the June rent period; and March 20, 2020 to June 19, 2020 for the 2Q20 rent period. Excludes rent paid in advance of the April, May, June and 2Q20 rent collection periods, respectively. (2) Reflects payments from tenants with rental payments due from March 20, 2020 to June 19, 2020 for the 2Q20 rent period, expressed as a percentage of ABR. Excludes rent paid in advance of the 2Q20 rent collection period. (3) Includes net lease lodging assets, education facilities, laboratories and student housing properties. (4) Represents ABR from properties with executed deferral agreements for the April, May, June and 2Q20 collection periods. (5) Includes Canada, Mexico and Japan. Investing for the Long Run® | 3


 
Diversified Portfolio WPC has a diversified portfolio, limited retail exposure and primarily large tenants W. P. Carey by Property Type Tenant Size by Revenue (1) 1% 2% 5% 5% 2% 3% 2% 12% 24% 21% 9% 17% 22% 23% 53% 97% of ABR from 21% tenants with revenue Retail, Lodging and Leisure >$100MM and % Government % of total ABR of total ABR Industrial 24% ≤$50MM 1% Warehouse 22% >$50MM ≤ $100MM 2% Office 23% >$100MM ≤ $500MM 12% Retail (2) 17% >$500MM ≤ $1B Lodging (Net Lease) 2% 9% Fitness, Theater and Restaurants 2% >$1B ≤ $10B 53% Self Storage (net lease) 5% >$10B+ 21% Other (3) 5% Government 3% Total 100% Total 100% Note: ABR presented as of June 30, 2020, unless otherwise noted. Percentages may not add to totals due to rounding. (1) ABR as of March 31, 2020. Includes tenant size for parent companies or subsidiaries based on 2019 year-end revenue or most recently available data. (2) Includes automotive dealerships. (3) Other property types include net lease education facilities, laboratories, and student housing. Investing for the Long Run® | 4


 
Liquidity and Debt Maturities (1) • Upsized revolver in 2020 to $1.8B and added Estimated Liquidity ($MM) ~$300MM in term loans $2.2B of • ~$1.8B of availability under credit facility Revolver $1,800 • $137MM of cash and cash equivalents on hand Liquidity Drawn ($22) • $269MM (~4.0MM shares) available under forward equity agreement (2) Availability Under Revolver $1,778 • Completed ~$382MM (~5.5MM shares) forward equity offering in June Cash and Equivalents $137 Forward • Settled $100MM of the forward equity issuance Equity in June Remaining Forward Equity (2) $269 • Forward allows flexibility to issue new shares at Offering any time during the 18 months following the closing of the offering Available Liquidity $2,184 Debt Maturity Schedule Principal at Maturity (3) 1,400 Mortgage Unsecured Unsecured Unsecured Unsecured Debt Bonds (EUR) Bonds (USD) Term Loans Revolver 1,200 1,000 500 22 800 350 292 $MM 600 560 560 400 450 560 560 560 200 418 346 325 241 86 32 21 110 179 0 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 (1) As of June 30, 2020. (2) In 2Q20, WPC closed on the issuance of 5,462,500 shares of our common stock through a forward offering. Subsequent to the closing, WPC settled 1,463,500 shares, generating net proceeds of $100MM. As of June 30, 2020, the shares remaining to be settled were valued at approximately $269MM. (3) Reflects amounts due at maturity, excluding unamortized discount and unamortized deferred financing costs. W. P. Carey has two additional fully amortizing mortgages due in 2028 ($10MM) and 2031 ($4MM). Investing for the Long Run® | 5


 
Balance Sheet and Leverage Capitalization and Leverage • Large, well-capitalized balance $18B sheet $12B (1) Enterprise value • Investment grade rated BBB by Equity Market Cap (2) S&P and Baa2 by Moody’s 26% 6.0x • Approximately $1.2B of equity 65% Net Debt to EBITDA 41% Debt / 9% raised since Q4 2018 has gross assets improved leverage profile (3) 41% Debt to Gross Assets Covenant • Significant balance sheet Equity (2) 65% / $11.8B flexibility based on covenant Unsecured Debt 26% / $4.7B compliance levels 35% Secured Debt 9% / $1.6B Net Debt / TEV Total 100% / $18.1B Investment Grade Unsecured Note Covenants (4) Covenant Metric Required 6/30/20 Total Debt / Total Leverage ≤60% 40.9% Total Assets Secured Debt / Total Secured Debt ≤40% 9.5% Total Assets Consolidated EBITDA / Fixed Charge Coverage ≥1.5x 5.1x Annual Debt Service Charge Unencumbered Assets / Unencumbered Asset Value ≥150% 241.3% Total Unsecured Debt (1) Total capitalization less cash and equivalents as of June 30, 2020. (2) Based on a closing stock price of $67.65, and 173,890,427 common shares outstanding as of June 30, 2020. (3) Includes approximately $825MM of at-the-market equity issuance, as well as a ~$382MM forward equity offering, which was completed in June 2020. (4) This is a summary of the key financial covenants for our Senior Unsecured Notes, along with estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants governing the Senior Unsecured Notes. Investing for the Long Run® | 6


 
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 regarding our corporate strategy and estimated or future economic performance and results, including our expectations surrounding the impact of the novel coronavirus (“COVID-19”) pandemic on our business, tenants, and prospects; underlying assumptions about our portfolio, including tenant rent collections; our future capital expenditure and leverage levels, debt service obligations, and plans to fund our liquidity needs; prospective statements regarding our access to the capital markets, including our credit ratings, our “at-the-market” program, and settlement of our forward equity offering. 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 risks and uncertainties, like the risks related to effects of pandemics and global outbreaks of contagious diseases or the fear of such outbreaks, like the current COVID-19 pandemic and those additional factors discussed in reports filed with the Securities and Exchange Commission (the “SEC”) by us under the heading “Risk 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 II, Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and 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. All data presented herein is as of June 30, 2020 unless otherwise noted. Amounts may not sum to totals due to rounding. Past performance does not guarantee future results. Investing for the Long Run® | 7


 
Disclosures (cont’d) The following non-GAAP financial measures are used in this presentation EBITDA and Adjusted EBITDA We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non-cash and non-core items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies. Other Metrics Pro Rata Metrics This supplemental package contains certain metrics prepared under the pro rata consolidation method. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. Under the full consolidation method, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. Under the pro rata consolidation method, we present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments. ABR ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of March 31, 2020 or June 30, 2020. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis. Investing for the Long Run® | 8


 
v3.20.2
Cover Page Document
Jul. 31, 2020
Cover page.  
Document Type 8-K
Document Period End Date Jul. 31, 2020
Entity Registrant Name W. P. Carey Inc.
Entity Incorporation, State or Country Code MD
Entity File Number 001-13779
Entity Tax Identification Number 45-4549771
Entity Address, Street Address 50 Rockefeller Plaza,
Entity Address, City New York,
Entity Address, State NY
Entity Address, Postal Zip Code 10020
City Area Code 212
Local Phone Number 492-1100
Title of each class Common Stock, $0.001 Par Value
Trading Symbol WPC
Name of each exchange on which registered NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001025378
Amendment Flag false