Marc Smernoff
Analyst · SunTrust. Please proceed with your questions
Thank you, Fred, and good afternoon, everyone. Today, we will provide updates on our actual performance as well as certain metrics on a constant currency basis as our results were meaningfully impacted by the strength of the U.S. dollar this quarter. In addition, certain items may not be comparable to prior year due to the changes in our capital structure in the first quarter of 2018. For the first quarter 2019, we reported total revenue of 393 million and total contribution or NOI of 99 million, which reflects a 0.5% increase and a 1.4% increase over the prior year, respectively. On a constant currency basis, these growth rates would have been 2.8% and 3%, respectively. Core EBITDA was 71 million for the first quarter of 2019, a slight decrease of 0.8% year-over-year. As a result, our core EBITDA margin contracted by 24.3 basis points to 18.1%. On a constant currency basis, core EBITDA would have been 72 million, an increase of 0.7% year-over-year. While our overall operations remain on plan, in addition to currency, we had certain items this quarter that impacted our comparison year-over-year. With regard to workers’ comp, we had a 1 million unfavorable comparison year-over-year. Recall that in 2018 in the first quarter, we had a 1 million favorable comparison for workers’ comp that did not recur. Also, healthcare costs were higher by 1 million year-over-year driven by the timing and nature of activity incurred during the first quarter of 2019. It is important to remember that these modest quarterly variations are normal in our business, which is one of the reasons we believe it is important to look at our results on an annual basis. We reported a net loss of 5 million compared to a net loss of 9 million for the same quarter of the prior year. Please note, our net income was impacted by several items including a 12.6 million asset impairment charge related to our redevelopment in Atlanta and the sale of an idle facility, the acceleration of equity grants due to changes in Board and management composition and related severance charges. Our first quarter core FFO was 40 million or $0.26 per diluted share. Our first quarter AFFO was 44 million or $0.29 per diluted share. Add backs to core FFO include the same items as previously listed. As a reminder, the full definition and reconciliation of core EBITDA, core FFO and the AFFO to reported net income can be found in our supplemental. For the first quarter 2019, Global Warehouse segment revenues were 290 million, which reflects growth of 1.1% year-over-year or 3.4% on a constant currency basis. Segment NOI was 91 million, which reflects growth of 1.4% or 2.7% on a constant currency basis. Global Warehouse margin was 31.4% for the first quarter, a modest improvement compared to 31.3% for the same quarter in the prior year. At quarter-end, 43% of our rent and storage revenue or 222 million on an annualized basis were derived from customers with fixed commitment storage contract. This compares to $220 million in the fourth quarter 2018 and $198 million in the first quarter of 2018, which translates to an increase of 20 basis points and 410 basis points on our fixed commitments percentage, respectively. I will now turn to our same-store results in our Global Warehouse segment. We define same-store as facilities that have at least 24 months of normalized operation. For the first quarter 2019, 137 of our 144 warehouses were included within our same-store pool. Our same-store pool has two additions this quarter, Dallas and Houston [ph] and one removal of a leased facility in Idaho that was moved to non-same-store in anticipation of our exit from that lease in the third quarter of 2019. We continue to focus on owning and controlling our assets and therefore are currently working with the tenants of that building to transition their business to other sites within our portfolio. Additionally, we would note that our same-store results, specifically our volume metrics this quarter reflect two items, the timing of the Easter holiday relative to the first quarter of last year and one less working day during the quarter. Again, the seasonal basis of our business is why we believe that our annual results are the best way to track our progress. For the first quarter 2019, our same-store Global Warehouse segment revenues were 282 million, which reflects growth of 0.4% year-over-year and 2.7% on a constant currency basis. Global same-store rent and storage revenue grew by 0.2% year-over-year or 2.1% on a constant currency basis. For the first quarter, our same-store economic occupancy was 78.6%, which reflects the decline of 186 basis points from the prior year while partially offsetting a 249 basis points decline in physical occupancy. As we continue to make progress with our fixed commitment storage contract, our first quarter same-store economic occupancy was 424 basis points higher than our corresponding physical occupancy of 74.3%. We would remind you that our reported physical occupancy is the weighted average across our portfolio and reflects seasonal fluctuation. Global same-store warehouse services revenue for the first quarter increased 0.6% year-over-year or 3.2% on a constant currency basis. Our favorable mix resulted in growth of 3.2% in our same-store warehouse services revenue for throughput pallet offsetting the 2.5% lower throughput pallet volume associated with mix as well as the timing of Easter and one less business day in the quarter. Our same-store warehouse services contribution was 6 million, a decrease of 1 million or 14.4%. Warehouse services contribution margin decreased 62.8 basis points to 3.6% in the quarter, which again was impacted by the unfavorable prior year comparison for workers’ comp and current period healthcare costs. In total, our first quarter 2019 Global same-store warehouse NOI was 88 million, up 0.2% over the prior year results driven by the same factors previously discussed. On a constant currency basis, same store NOI grew by 1.5% and adjusting for the workers’ comp benefit realized in the first quarter of 2018, same-store NOI growth would have been 2.6%. Within our Global Warehouse segment, we had no material changes to the composition of our top 25 customers who account for approximate 64% of our Global Warehouse revenue and who have been with us on average for over 30 years. Additionally, our first quarter churn rate was approximately 5% of total warehouse revenue, a 100 basis point increase from the first quarter of 2018 driven by active portfolio management, our 410 basis point growth in fixed storage commitment and normal first movement by smaller market customers. Corporate SG&A totaled 31.1 million for the first quarter of 2019 as compared to 28.1 million for the comparable prior year quarter. This increase is primarily a result of higher public company costs in the first quarter and stock-based compensation, partially offset by the impact of foreign currency translation. We would also note that our SG&A as a percent of revenue will vary from quarter-to-quarter and should be viewed on an annual basis. We still expect to be within our previously provided guidance range for the full year. Additionally, we reported a new financial statement line item referred to as acquisition, litigation and other within our statement of operations for the first quarter of 2019 due to various material charges incurred in the quarter, which totaled 8.5 million. Additionally, we reclassified certain costs from SG&A in the comparable prior quarter to conform with this new presentation. This caption represents certain corporate costs that are highly variable from period to period and further details can be found in our supplement. Now let me update you on the development and acquisition spending during the first quarter for the projects Fred outlined to you. In Chicago, our total estimated cost and stabilized returns remained consistent with our previously stated range and we are on-boarding customers into Phase 1. We do want to point out that unlike our build-to-suit facility in Middleborough, Massachusetts which was fully occupied upon completion, there will be time and costs associated with operating our facility in Chicago before it reaches stabilization. In Australia, we completed the purchase of a land site in Sydney for 39.7 million. In Savannah, we completed our $36 million acquisition of PortFresh and the associated land parcels this quarter and incurred only nominal costs associated with our development project. We expect to break ground in the second quarter of 2019. Turning now to our balance sheet and capital markets activity. We continue to work to max [ph] fund our new growth opportunities with our capital raising activity while maintaining strong liquidity, capacity and flexibility to execute our strategic plan. In March, we completed a secondary offering of 46.5 million shares held by our legacy financial sponsors including the exercise of the underwriters’ option for $27.75 per share. As Fred mentioned with this offering, our legacy financial sponsors, Yucaipa and Goldman Sachs fully exited their investment and Americold did not receive any proceeds. Regarding our transaction activity post quarter-end, let me now discuss the financial impact of our Cloverleaf and Lanier acquisition as well as our related capital markets activity. On May 1, we closed our acquisition of Cloverleaf Cold Storage for a purchase price of 1.24 billion, which translates to a 17.9x pro forma run rate 2018 EBITDA multiple and a corresponding 5.6% EBITDA yield. This purchase price resulted in an approximate 7% NOI entry yield, which is exclusive of SG&A expense. The transaction is accretive day one on a leverage-neutral basis and we expect this acquisition will take three years to stabilize. We believe Cloverleaf represents a meaningful value creation opportunity when taking into account the following factors. We expect to fully integrate this acquisition and begin the implementation of the Americold operating system, our commercial processes and our engineered standards. As we implement these programs over the next 36 months, we expect this new portfolio will achieve the same-store revenue and NOI growth trajectory as our existing same-store portfolio. On the cost side, we believe the synergies are meaningful, but will take time to be fully realized. Specifically, we have identified at least 10 million in cost savings that we expect to eliminate. Our target is to capture 70% to 80% of these costs in the next 12 months, but keep in mind we expect a small J-curve with elevated expenses incurred in the near term to achieve these eventual savings. We expect to realize the remainder of the 10 million in cost savings in year two. With the Cloverleaf acquisition, we acquired an in-process development pipeline. The total cost for the three expansions and one entitled development is expected to be approximately 90 million to 100 million, of which 13 million has been spent. We expect the returns on these projects after providing for one year of stabilization to be consistent with our stated return on projects of these types. Additionally, on May 1, we closed our acquisition of Lanier Cold Storage for a purchase price of 82 million, which translates to a 13.7x entry EBITDA multiple and a 7.3% EBITDA yield. This purchase price resulted in an approximate 7.9% NOI entry yield, which is exclusive of SG&A expenses. Similar to Cloverleaf, we expect to fully integrate Lanier into our platform and realize cost synergies and drive incremental growth through the implementation of the Americold operating system, our commercial processes and our engineered standard which will increase our yield over the long term. As of March 31, 2019, our portfolio consisted of 155 mission critical facilities. This reflects the acquisition of PortFresh in Savannah, which closed during the first quarter and the expiration of our managed agreement for a site in Sioux Falls, South Dakota. We would note that the run rate EBITDA associated with Sioux Falls was 0.6 million in 2018. Inclusive of the 22 facilities we purchased with our acquisition of Cloverleaf and the two facilities we acquired from Lanier, our total portfolio consists of 179 facilities. Of these, 167 are in our Warehouse segment and 12 are managed, and our total portfolio exceeds over 1 billion cubic feet. To fund our recently announced growth activity in April, we completed a follow-on offering of 50.31 million shares including the exercise of the underwriters’ option at $29.75 per share. The 50.31 million shares is inclusive of a forward contract for 8.25 million shares to be settled within one year. At closing, net proceeds to the company were 1.2 billion, prior to the forward offering which we used to fund the bulk of the purchase price for Cloverleaf and Lanier. We expect to use the proceeds from the forward contracts to fund our Atlanta major market expansion and the development pipeline associated with Cloverleaf. Subsequent to quarter-end, we also priced 350 million of senior unsecured notes in an institutional private placement offering at an interest rate of 4.1% and a duration of 10.7 years. We expect to use the funds as long-term debt financing for the Cloverleaf and Lanier acquisition. We expect to close the private placement this week, subject to customary closing conditions. Pro forma for our post quarter-end capital markets activity inclusive of our equity offering and debt private placement and pro forma for the recent closings of Cloverleaf and Lanier, we had total liquidity of 1.5 billion. This is inclusive of 139 million and 237 million of net proceeds from our September 2018 and our April 2019 equity forwards, respectively. Our total debt outstanding was 1.9 billion of which 75% was in an unsecured structure and 80% was at a fixed rate. Our net debt to core EBITDA was approximately 4.0x. Our real estate debt has a weighted average term of seven years and carries a weighted average contractual interest rate of 4.54%. Before I turn the call back to Fred, we would like to provide some perspective on our outlook for 2019, which we’re updating to reflect our recent activity. In 2019, we expect the following. We reiterate our Global Warehouse segment same-store revenue growth range between 2% to 4% and we continue to expect same-store NOI growth to range between 100 basis points to 200 basis points higher than the associated revenue growth, both on a constant currency basis. This is unchanged and not impacted by our investment activity. Selling, general and administrative expense as a percent of total revenue is expected to range between 6.8% and 7.2%. This range is unchanged, but reflects the inclusion of both Cloverleaf and Lanier. Recurring maintenance and IT capital expenditures are expected in the range of 56 million to 66 million, which reflects the addition of Cloverleaf and Lanier portfolios. Growth and expansion capital expenditures are expected to be 275 million to 350 million. This includes spending related to the company’s announced projects in Chicago, Savannah, Atlanta and Australia as well as the three expansions associated with Cloverleaf. Anticipated AFFO payout ratio of 67% to 70% reflecting the recently increased dividend and capital markets activity. Full year weighted average fully diluted share count of 182 million to 186 million share, reflective of our capital markets activity and inclusive of the 6 million share equity forward issued in September 2018 with an outstanding settlement date of no later than September 2019. I will now turn the call back to Fred.