
|
|
|
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(State or Other Jurisdiction of Incorporation)
|
(I.R.S. Employer Identification No.)
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|
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading
Symbol(s)
|
Name of each exchange on which registered
|
||
| (a) |
Not applicable
|
| (b) |
Not applicable
|
| (c) |
Not applicable.
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| (d) |
The following exhibit is furnished as part of this report:
|
|
Date: March 10, 2023
|
URSTADT BIDDLE PROPERTIES INC.
|
|
(Registrant)
|
|
|
/s/ John T. Hayes
|
|
|
John T. Hayes
|
|
|
Senior Vice President & Chief Financial Officer
|
|
•
|
We repurchased in the first quarter of fiscal 2023 in open market transactions 116,016 shares of our Class A Common stock at
an average price per share of $18.39 and 287 shares of our Common stock at an average price per share of $18.40.
|
|
•
|
$6.8 million net income attributable to Common and Class A Common stockholders ($0.18 per diluted Class A Common share).
|
|
•
|
$15.6 million of funds from operations (“FFO”) ($0.42 per diluted Class A Common share).(1)
|
|
•
|
94.1% of our consolidated portfolio gross leasable area (“GLA”) was leased at January 31, 2023, an increase of 1.1% from the
end of fiscal 2022.
|
|
•
|
4.6% average increase in base rental rates on 84,400 square feet of lease renewals signed in the first quarter of fiscal
2023.
|
|
•
|
10.3% average increase in base rental rates on 73,800 square feet of new leases signed in the first quarter of fiscal 2023.
|
|
•
|
On January 13, 2023, the company paid a $0.25 per share quarterly cash dividend on our Class A Common stock and a $0.225 per
share quarterly cash dividend on our Common stock.
|
|
•
|
$14.1 million of cash and cash equivalents currently on our balance sheet.
|
|
•
|
$87 million currently available on our unsecured revolving credit facility.
|
|
•
|
No mortgage debt maturing until 2024.
|
|
•
|
On December 14, 2022, the company’s Board of Directors declared a quarterly dividend of $0.25 per Class A Common share and
$0.225 per Common share that was paid on January 13, 2023 to holders of record on January 6, 2023. This dividend level represents an increase of $0.05 per share per annum on the Class A Common stock and $0.042 per share per annum on the
Common stock. The Board determined that this level of dividend is appropriate after taking into account, among other things, the continued strength of the company’s liquidity and financial position. Also, as a REIT, the company is required
to distribute at least 90% of the company’s taxable income to its stockholders. Based on the company’s estimates, this level of common stock dividend, when combined with the company’s preferred stock dividends, will satisfy that REIT
requirement (excluding any gains on sales of property). The Board will continue to monitor the operating results of the company, and make future dividend decisions, including at our next scheduled meeting on March 22, 2023, based on this
and other information available to it.
|
|
•
|
In addition, in December 2022, the Board declared the regular contractual quarterly dividend with respect to each of the
company’s Series H and Series K cumulative redeemable preferred stock that was paid on January 31, 2023 to shareholders of record on January 13, 2023.
|
|
Three Months Ended
January 31,
|
||||||||
|
2023
|
2022
|
|||||||
|
Revenues
|
||||||||
|
Lease income
|
$
|
35,739
|
$
|
34,087
|
||||
|
Lease termination
|
1,557
|
28
|
||||||
|
Other
|
1,001
|
1,440
|
||||||
|
Total Revenues
|
38,297
|
35,555
|
||||||
|
Expenses
|
||||||||
|
Property operating
|
6,965
|
7,002
|
||||||
|
Property taxes
|
5,918
|
5,923
|
||||||
|
Depreciation and amortization
|
8,404
|
7,144
|
||||||
|
General and administrative
|
2,726
|
2,680
|
||||||
|
Directors' fees and expenses
|
119
|
107
|
||||||
|
Total Operating Expenses
|
24,132
|
22,856
|
||||||
|
Operating Income
|
14,165
|
12,699
|
||||||
|
Non-Operating Income (Expense):
|
||||||||
|
Interest expense
|
(3,647
|
)
|
(3,302
|
)
|
||||
|
Equity in net income from unconsolidated joint ventures
|
420
|
267
|
||||||
|
Gain (loss) on sale of property
|
(4
|
)
|
2
|
|||||
|
Interest, dividends and other investment income
|
134
|
55
|
||||||
|
Net Income
|
11,068
|
9,721
|
||||||
|
Noncontrolling interests:
|
||||||||
|
Net income attributable to noncontrolling interests
|
(853
|
)
|
(911
|
)
|
||||
|
Net income attributable to Urstadt Biddle Properties Inc.
|
10,215
|
8,810
|
||||||
|
Preferred stock dividends
|
(3,413
|
)
|
(3,413
|
)
|
||||
|
|
||||||||
|
Net Income Applicable to Common and Class A Common Stockholders
|
$
|
6,802
|
$
|
5,397
|
||||
|
Basic Earnings Per Share:
|
||||||||
|
Per Common Share:
|
$
|
0.17
|
$
|
0.13
|
||||
|
Per Class A Common Share:
|
$
|
0.18
|
$
|
0.14
|
||||
|
Diluted Earnings Per Share:
|
||||||||
|
Per Common Share:
|
$
|
0.16
|
$
|
0.13
|
||||
|
Per Class A Common Share:
|
$
|
0.18
|
$
|
0.14
|
||||
|
Weighted Average Number of Shares Outstanding – (Diluted):
|
||||||||
|
Class A Common and Class A Common Equivalent
|
28,528
|
29,768
|
||||||
|
Common and Common Equivalent
|
9,798
|
9,710
|
||||||
|
Three Months Ended
|
Change Attributable to
|
|||||||||||||||||||||||
|
|
January 31,
|
Increase
|
Property
|
Properties Held In
|
||||||||||||||||||||
|
Revenues
|
2023
|
2022
|
(Decrease)
|
% Change
|
Acquisitions/Sales
|
Both Periods (Note 1)
|
||||||||||||||||||
|
Base rents
|
$
|
26,833
|
$
|
24,989
|
$
|
1,844
|
7.4
|
%
|
$
|
797
|
$
|
1,047
|
||||||||||||
|
Recoveries from tenants
|
8,886
|
9,274
|
(388
|
)
|
(4.2
|
)%
|
194
|
(582
|
)
|
|||||||||||||||
|
Uncollectable amounts in lease income
|
(104
|
)
|
(113
|
)
|
9
|
(8.0
|
)%
|
-
|
9
|
|||||||||||||||
|
ASC Topic 842 cash basis lease income reversal (including straight-line rent)
|
124
|
(63
|
)
|
187
|
(296.8
|
)%
|
-
|
187
|
||||||||||||||||
|
Total lease income
|
35,739
|
34,087
|
||||||||||||||||||||||
|
Lease termination
|
1,557
|
28
|
1,529
|
5,460.7
|
%
|
-
|
1,529
|
|||||||||||||||||
|
Other income
|
1,001
|
1,440
|
(439
|
)
|
(30.5
|
)%
|
(10
|
)
|
(429
|
)
|
||||||||||||||
|
|
||||||||||||||||||||||||
|
Operating Expenses
|
||||||||||||||||||||||||
|
Property operating
|
6,965
|
7,002
|
(37
|
)
|
(0.5
|
)%
|
158
|
(195
|
)
|
|||||||||||||||
|
Property taxes
|
5,918
|
5,923
|
(5
|
)
|
(0.1
|
)%
|
65
|
(70
|
)
|
|||||||||||||||
|
Depreciation and amortization
|
8,404
|
7,144
|
1,260
|
17.6
|
%
|
282
|
978
|
|||||||||||||||||
|
General and administrative
|
2,726
|
2,680
|
46
|
1.7
|
%
|
n/a
|
n/a
|
|||||||||||||||||
|
|
||||||||||||||||||||||||
|
Non-Operating Income/Expense
|
||||||||||||||||||||||||
|
Interest expense
|
3,647
|
3,302
|
345
|
10.4
|
%
|
-
|
345
|
|||||||||||||||||
|
Interest, dividends, and other investment income
|
134
|
55
|
79
|
143.6
|
%
|
n/a
|
n/a
|
|||||||||||||||||
|
•
|
does not represent cash flows from operating activities in accordance with GAAP (which, unlike FFO, generally reflects all cash effects of
transactions and other events in the determination of net income); and
|
|
•
|
should not be considered an alternative to net income as an indication of our performance.
|
|
Reconciliation of Net Income Available to Common and Class A Common Stockholders To Funds From Operations:
|
Three Months Ended
|
|||||||
|
January 31,
|
||||||||
|
2023
|
2022
|
|||||||
|
Net Income Applicable to Common and Class A Common Stockholders
|
$
|
6,802
|
$
|
5,397
|
||||
|
Real property depreciation
|
5,914
|
5,738
|
||||||
|
Amortization of tenant improvements and allowances
|
1,998
|
991
|
||||||
|
Amortization of deferred leasing costs
|
478
|
397
|
||||||
|
Depreciation and amortization on unconsolidated joint ventures
|
371
|
375
|
||||||
|
(Gain)/loss on sale of property
|
4
|
(2
|
)
|
|||||
|
Funds from Operations Applicable to Common and Class A Common Stockholders
|
$
|
15,567
|
$
|
12,896
|
||||
|
Funds from Operations (Diluted) Per Share:
|
||||||||
|
Common
|
$
|
0.38
|
$
|
0.30
|
||||
|
Class A Common
|
$
|
0.42
|
$
|
0.33
|
||||
|
Weighted Average Number of Shares Outstanding (Diluted):
|
||||||||
|
Common and Common Equivalent
|
9,798
|
9,710
|
||||||
|
Class A Common and Class A Common Equivalent
|
28,528
|
29,768
|
||||||
|
•
|
A $1.8 million increase in base rent for new leasing in the portfolio after the first quarter of fiscal 2022 predominantly at 10 properties.
|
|
•
|
The net operating income from our Shelton Square acquisition, which closed after the first quarter of fiscal 2022.
|
|
•
|
An increase in lease termination income of $1.5 million when
compared with the corresponding prior period, related predominantly to three lease termination settlements reached with three different tenants in the first quarter of fiscal 2023. Those tenants had vacated their premises and reached
agreement with the company to settle the remaining obligations under their leases.
|
|
•
|
An increase in interest expense of $345,000 when compared with the corresponding prior period. The increase was mainly the result of having
higher amounts drawn on our Facility coupled with higher interest rates, as interest on the Facility is calculated on a variable rate.
|
|
•
|
A $388,000 net decrease in recoveries from tenants (which represent reimbursements from tenants for operating expenses and property taxes) when
compared with the corresponding prior period, predominantly related to the recalculation of one tenant's real estate tax reimbursement calculations, which resulted in additional billings to that tenant in the first quarter of fiscal 2022,
which creates negative variance in the first quarter of fiscal 2023.
|
|
Three Months Ended January 31,
|
||||||||||||
|
2023
|
2022
|
% Change
|
||||||||||
|
Same Property Operating Results:
|
||||||||||||
|
Number of Properties (Note 1)
|
72 | |||||||||||
|
Revenue (Note 2)
|
||||||||||||
|
Base Rent (Note 3)
|
$
|
25,966
|
$
|
25,245
|
2.9
|
%
|
||||||
|
Uncollectable amounts in lease income-same property
|
(104
|
)
|
(113
|
)
|
(8.0
|
)%
|
||||||
|
ASC Topic 842 cash-basis
lease income reversal-same property
|
124
|
(87
|
)
|
(242.5
|
)%
|
|||||||
|
Recoveries from tenants
|
8,688
|
9,270
|
(6.3
|
)%
|
||||||||
|
Other property income
|
137
|
336
|
(59.2
|
)%
|
||||||||
|
34,811
|
34,651
|
0.5
|
%
|
|||||||||
|
Expenses
|
||||||||||||
|
Property operating
|
4,098
|
3,906
|
4.9
|
%
|
||||||||
|
Property taxes
|
5,893
|
5,913
|
(0.3
|
)%
|
||||||||
|
Other non-recoverable operating expenses
|
647
|
549
|
17.9
|
%
|
||||||||
|
10,638
|
10,368
|
2.6
|
%
|
|||||||||
|
Same Property Net Operating Income
|
$
|
24,173
|
$
|
24,283
|
(0.5
|
)%
|
||||||
|
Reconciliation of Same Property NOI to Most Directly Comparable GAAP Measure:
|
||||||||||||
|
Other reconciling items:
|
||||||||||||
|
Other non same-property net operating income
|
746
|
30
|
||||||||||
|
Other Interest income
|
180
|
125
|
||||||||||
|
Other Dividend Income
|
8
|
8
|
||||||||||
|
Consolidated lease termination income
|
1,557
|
28
|
||||||||||
|
Consolidated amortization of above and below market leases
|
183
|
174
|
||||||||||
|
Consolidated straight line rent income
|
372
|
5
|
||||||||||
|
Equity in net income of unconsolidated joint ventures
|
420
|
267
|
||||||||||
|
Taxable REIT subsidiary income/(loss)
|
(3
|
)
|
186
|
|||||||||
|
Solar income/(loss)
|
2
|
(211
|
)
|
|||||||||
|
Unrealized holding gains arising during the periods
|
-
|
-
|
||||||||||
|
Gain on marketable securities
|
-
|
-
|
||||||||||
|
Interest expense
|
(3,647
|
)
|
(3,302
|
)
|
||||||||
|
General and administrative expenses
|
(2,726
|
)
|
(2,680
|
)
|
||||||||
|
Uncollectable amounts in lease income
|
(104
|
)
|
(113
|
)
|
||||||||
|
Uncollectable amounts in lease income-same property
|
104
|
113
|
||||||||||
|
ASC Topic 842 cash-basis lease income reversal
|
124
|
(87
|
)
|
|||||||||
|
ASC Topic 842 cash-basis lease income reversal-same property
|
(124
|
)
|
87
|
|||||||||
|
Directors fees and expenses
|
(119
|
)
|
(107
|
)
|
||||||||
|
Depreciation and amortization
|
(8,404
|
)
|
(7,144
|
)
|
||||||||
|
Adjustment for intercompany expenses and other
|
(1,670
|
)
|
(1,943
|
)
|
||||||||
|
Total other -net
|
(13,101
|
)
|
(14,564
|
)
|
||||||||
|
Income from continuing operations
|
11,072
|
9,719
|
13.9
|
%
|
||||||||
|
Gain (loss) on sale of real estate
|
(4
|
)
|
2
|
|||||||||
|
Net income
|
11,068
|
9,721
|
13.9
|
%
|
||||||||
|
Net income attributable to noncontrolling interests
|
(853
|
)
|
(911
|
)
|
||||||||
|
Net income attributable to Urstadt Biddle Properties Inc.
|
$
|
10,215
|
$
|
8,810
|
15.9
|
%
|
||||||
|
Same Property Operating Expense Ratio (Note 4)
|
87.0
|
%
|
94.4
|
%
|
(7.5
|
)%
|
||||||
|
Urstadt Biddle Properties Inc.
|
||||||||
|
Balance Sheet Highlights
|
||||||||
|
(in thousands)
|
||||||||
|
January 31,
|
October 31,
|
|||||||
|
2023
|
2022
|
|||||||
|
(Unaudited)
|
||||||||
|
Assets
|
||||||||
|
Cash and Cash Equivalents
|
$
|
14,094
|
$
|
14,966
|
||||
|
Real Estate investments before accumulated depreciation
|
$
|
1,193,552
|
$
|
1,190,356
|
||||
|
Investments in and advances to unconsolidated joint ventures
|
$
|
28,601
|
$
|
29,586
|
||||
|
Total Assets
|
$
|
995,316
|
$
|
997,326
|
||||
|
Liabilities
|
||||||||
|
Revolving credit line
|
$
|
37,500
|
$
|
30,500
|
||||
|
Mortgage notes payable and other loans
|
$
|
300,500
|
$
|
302,316
|
||||
|
Total Liabilities
|
$
|
370,240
|
$
|
361,474
|
||||
|
Redeemable Noncontrolling Interests
|
$
|
61,206
|
$
|
61,550
|
||||
|
Preferred Stock
|
$
|
225,000
|
$
|
225,000
|
||||
|
Total Stockholders’ Equity
|
$
|
563,870
|
$
|
574,302
|
||||