Americold Realty Trust Announces Fourth Quarter 2021 Results


ATLANTA, Feb. 24, 2022 (GLOBE NEWSWIRE) -- Americold Realty Trust (NYSE: COLD) (the “Company”), the world’s largest publicly traded REIT focused on the ownership, operation, acquisition and development of temperature-controlled warehouses, today announced financial and operating results for the fourth quarter ended December 31, 2021.

Fourth Quarter 2021 Highlights

  • Total revenue increased 36.8% to $716.5 million.
  • Total NOI increased 5.9% to $161.4 million.
  • Core EBITDA increased 5.6% on an actual basis, and 7.5% on a constant currency basis, to $123.7 million.
  • Net loss of $8.0 million, or $0.03 loss per diluted common share.
  • Core FFO of $70.2 million, or $0.26 per diluted common share.
  • AFFO of $82.2 million, or $0.31 per diluted common share.
  • Global Warehouse segment revenue increased 35.9% to $554.2 million.
  • Global Warehouse segment NOI increased 3.6% to $150.9 million.
  • Global Warehouse segment same store revenue increased 2.5%, or 2.7% on a constant currency basis, Global Warehouse segment same store NOI decreased by 8.2%, or 8.1% on a constant currency basis.
  • On November 12, 2021, closed on the acquisition of a recently constructed cold-storage facility in Denver for $53.6 million. At the end of the year the Company exited a smaller leased facility in this market.
  • On November 15, 2021, closed on the acquisition of Lago Cold Stores in Brisbane, Australia for A$106.4 million, or $75.1 million USD. Lago consists of a 5.4 million cubic feet owned facility, generating approximately 78% of its total NOI, and two leased facilities.
  • On December 10, 2021, entered into an agreement to increase our revolving credit facility by $150 million and our Term Loan Tranche A-1 by $50 million.
  • Announced the expansion of our Barcelona facility with an expected cost of $15 million to add 3.3 million cubic feet to support the growth of existing and new customers in consumer packaged goods, protein and dairy commodities, and food service sector. The expansion is expected to be completed by the fourth quarter of 2022.
  • Announced appointment of George Chappelle as permanent Chief Executive Officer by the Board of Trustees.

Full Year 2021 Highlights

  • Total revenue increased 36.6% to $2.71 billion.
  • Total NOI increased 14.2% to $629.7 million.
  • Core EBITDA increased 11.4% to $474.5 million, or 11.0% on a constant currency basis.
  • Net loss of $30.3 million, or $0.12 loss per diluted common share.
  • Core FFO of $232.8 million, or $0.89 per diluted common share.
  • AFFO of $299.5 million, or $1.15 per diluted common share.
  • Global Warehouse segment revenue increased 34.6% to $2.09 billion.
  • Global Warehouse segment NOI increased 12.7% to $586.4 million.
  • Global Warehouse segment same store revenue increased 1.3%, or 0.3% on a constant currency basis, Global Warehouse segment same store NOI decreased 4.9%, or 5.8% on a constant currency basis.

Fourth Quarter 2021 Total Company Financial Results
Total revenue for the fourth quarter of 2021 was $716.5 million, a 36.8% increase from the same quarter of the prior year. This growth was primarily driven by the incremental revenue from acquisitions, including warehouse and transportation operations, our recently completed expansion and development projects and contractual and market-driven rate escalations. These increases are partially offset by the continued impacts of COVID-19 and resulting supply chain disruption which impacted our holdings across our network as food production has been unable to keep up with steady consumer demand.

Total NOI for the fourth quarter of 2021 was $161.4 million, an increase of 5.9% from the same quarter of the prior year. This increase is primarily as a result of the acquisitions completed during late 2020 and 2021, partially offset by continued disruption in the food supply chain, labor shortages and wage and other inflationary pressure on costs across our global portfolio.

Core EBITDA was $123.7 million for the fourth quarter of 2021, compared to $117.2 million for the same quarter of the prior year. This reflects a 5.6% increase over prior year on an actual basis, and 7.5% on a constant currency basis, driven primarily from an increase in total NOI, partially offset by incremental selling, general and administrative costs.

For the fourth quarter of 2021, the Company reported net loss of $8.0 million, or $0.03 per diluted share, compared to net loss of $44.0 million, or $0.21 per diluted share, for the same quarter of the prior year.

For the fourth quarter of 2021, Core FFO was $70.2 million, or $0.26 per diluted share, compared to $81.9 million, or $0.39 per diluted share, for same quarter of the prior year.

For the fourth quarter of 2021, AFFO was $82.2 million, or $0.31 per diluted share, compared to $76.9 million, or $0.37 per diluted share, for the same quarter of the prior year.

Please see the Company’s supplemental financial information for the definitions and reconciliations of non-GAAP financial measures to the most comparable GAAP financial measures.

Fourth Quarter 2021 Global Warehouse Segment Results
For the fourth quarter of 2021, Global Warehouse segment revenue was $554.2 million, an increase of $146.3 million, or 36%, compared to $407.8 million for the fourth quarter of 2020. This growth was driven by the recently completed acquisitions and ramp of recently completed development projects, paired with contractual and market-driven rate escalations, partially offset by the impact of food supply chain disruption resulting in lower economic occupancy and throughput in our same store portfolio.

Global Warehouse segment NOI was $150.9 million for the fourth quarter of 2021, an increase of 3.6%. The increase in Global Warehouse segment NOI is driven by our recently completed acquisitions, largely offset by the impact of inflationary pressures across our portfolio. Global Warehouse segment margin was 27.2% for the fourth quarter of 2021, an 849 basis point decrease compared to the same quarter of the prior year, due to lower-margin acquisitions and inflationary cost pressures.

We had 160 same stores for the three months ended December 31, 2021. The following table presents revenues, cost of operations, contribution (NOI) and margins for our same stores and non-same stores with a reconciliation to the total financial metrics of our warehouse segment for the three months ended December 31, 2021. Amounts related to the Agro, AM-C, Bowman Stores, Caspers, ColdCo, Hall’s, KMT Brrr!, Lago Cold Stores, Liberty Freezers and Newark Facility Management acquisitions are reflected within non-same store results.

 Three Months Ended December 31, Change
Dollars in thousands2021 actual 2021 constant
currency
(1)
 2020 actual Actual Constant
currency
          
TOTAL WAREHOUSE SEGMENT         
Number of total warehouses(2) 241     229  n/a  n/a 
Global Warehouse revenue:           
Rent and storage$233,367  $234,150  $173,822  34.3% 34.7%
Warehouse services 320,788   321,873   233,989  37.1% 37.6%
Total revenue$554,155  $556,023  $407,811  35.9% 36.3%
Global Warehouse contribution (NOI)$150,884  $151,472  $145,672  3.6% 4.0%
Global Warehouse margin 27.2%  27.2%  35.7% -849 bps  -848 bps 
Units in thousands except per pallet data         
Global Warehouse rent and storage metrics:         
Average economic occupied pallets 4,206  n/a   3,367  24.9% n/a 
Average physical occupied pallets 3,861  n/a   3,075  25.6% n/a 
Average physical pallet positions 5,409  n/a   4,252  27.2% n/a 
Economic occupancy percentage 77.8% n/a   79.2% -144 bps  n/a 
Physical occupancy percentage 71.4% n/a   72.3% -94 bps  n/a 
Total rent and storage revenue per economic occupied pallet$55.48  $55.67  $51.62  7.5% 7.8%
Total rent and storage revenue per physical occupied pallet$60.43  $60.64  $56.52  6.9% 7.3%
Global Warehouse services metrics:         
Throughput pallets 10,346  n/a   8,290  24.8% n/a 
Total warehouse services revenue per throughput pallet$31.01  $31.11  $28.23  9.9% 10.2%
           
SAME STORE WAREHOUSE          
Number of same store warehouses 160     160  n/a  n/a 
Global Warehouse same store revenue:         
Rent and storage$159,917  $160,263  $155,469  2.9% 3.1%
Warehouse services 218,898   219,164   213,940  2.3% 2.4%
Total same store revenue$378,815  $379,427  $369,409  2.5% 2.7%
Global Warehouse same store contribution (NOI)$125,901  $126,073  $137,139  (8.2)% (8.1)%
Global Warehouse same store margin 33.2%  33.2%  37.1% -389 bps  -390 bps 
Units in thousands except per pallet data           
Global Warehouse same store rent and storage metrics:           
Average economic occupied pallets 2,977  n/a   3,029  (1.7)% n/a 
Average physical occupied pallets 2,653  n/a   2,752  (3.6)% n/a 
Average physical pallet positions 3,746  n/a   3,751  (0.1)% n/a 
Economic occupancy percentage 79.5% n/a   80.8% -129 bps  n/a 
Physical occupancy percentage 70.8% n/a   73.4% -255 bps  n/a 
Same store rent and storage revenue per economic occupied pallet$53.72  $53.84  $51.33  4.7% 4.9%
Same store rent and storage revenue per physical occupied pallet$60.29  $60.42  $56.50  6.7% 6.9%
Global Warehouse same store services metrics:           
Throughput pallets 7,340  n/a   7,440  (1.3)% n/a 
Same store warehouse services revenue per throughput pallet$29.82  $29.86  $28.76  3.7% 3.8%
                  
                  


 Three Months Ended December 31, Change
Dollars in thousands2021 actual 2021 constant
currency
(1)
 2020 actual Actual Constant
currency
          
          
NON-SAME STORE WAREHOUSE         
Number of non-same store warehouses(3) 81     69  n/a  n/a 
Global Warehouse non-same store revenue:           
Rent and storage$73,450  $73,887  $18,353  300.2% 302.6%
Warehouse services 101,890   102,709   20,049  408.2% 412.3%
Total non-same store revenue$175,340  $176,596  $38,402  356.6% 359.9%
Global Warehouse non-same store contribution (NOI)$24,983  $25,399  $8,533  192.8% 197.7%
Global Warehouse non-same store margin 14.2%  14.4%  22.2% -797 bps  -784 bps 
Units in thousands except per pallet data            
Global Warehouse non-same store rent and storage metrics:              
Average economic occupied pallets 1,229  n/a   338  263.3% n/a 
Average physical occupied pallets 1,209  n/a   324  273.6% n/a 
Average physical pallet positions 1,663  n/a   501  232.0% n/a 
Economic occupancy percentage 73.9% n/a   67.5% 636 bps  n/a 
Physical occupancy percentage 72.7% n/a   64.6% 810 bps  n/a 
Non-same store rent and storage revenue per economic occupied pallet$59.75  $60.11  $54.24  10.2% 10.8%
Non-same store rent and storage revenue per physical occupied pallet$60.76  $61.12  $56.72  7.1% 7.8%
Global Warehouse non-same store services metrics:            
Throughput pallets 3,006  n/a   850  253.6% n/a 
Non-same store warehouse services revenue per throughput pallet$33.89  $34.16  $23.58  43.7% 44.9%

(1) The adjustments from our U.S. GAAP operating results to calculate our operating results on a constant currency basis are the effect of changes in foreign currency exchange rates relative to the comparable prior period.
(2) Total warehouse count of 241 includes three warehouses acquired through the Lago acquisition on November 15, 2021, one recently leased warehouse in Australia, one warehouse acquired through the Newark Facility Management acquisition on September 1, 2021, two facilities acquired through the ColdCo acquisition on August 2, 2021, one warehouse acquired through the Bowman Stores acquisition on May 28, 2021, two warehouses acquired through the KMT Brrr! acquisition on May 5, 2021, four warehouses acquired through the Liberty acquisition on March 1, 2021, 46 warehouses acquired through the Agro acquisition on December 30, 2020, eight warehouses acquired through the Hall’s acquisition on November 2, 2020, three warehouses acquired through the Casper’s and AM-C warehouse acquisitions on August 31, 2020, and five warehouses acquired through the Nova Cold and Newport acquisitions on January 2, 2020. The results of these acquisitions are reflected in the results above since date of ownership.
(3) Non-same store warehouse count of 81 one recently leased warehouse in Australia, one recently constructed facility in Denver that we purchased in November 2021, three warehouses acquired through the Lago Cold Stores acquisition on November 15, 2021, one warehouse acquired through the Newark Facility Management acquisition on September 1, 2021, two facilities acquired through the ColdCo acquisition on August 2, 2021, one warehouse acquired through the Bowman stores acquisition on May 28, 2021, two warehouses acquired through the KMT Brrr! acquisition on May 5, 2021, four warehouses acquired through the Liberty Freezers acquisition on March 1, 2021, 46 warehouses acquired through the Agro acquisition on December 30, 2020, eight warehouses acquired through the Hall’s acquisition on November 2, 2020, three warehouses acquired through the Casper’s and AM-C warehouse acquisitions on August 31, 2020 and ten legacy facilities. During the third quarter of 2021, a leased facility from the Liberty Freezers acquisition was exited upon expiration of the lease. The results of these acquisitions are reflected in the results above since date of ownership.
(n/a = not applicable)

 
 
 Year Ended December 31, Change
Dollars in thousands2021 actual 2021 constant
currency
(1)
 2020 actual Actual Constant
currency
          
TOTAL WAREHOUSE SEGMENT         
Number of total warehouses(2) 241     229  n/a  n/a 
Global Warehouse revenue:         
Rent and storage$876,153  $867,924  $666,150  31.5% 30.3%
Warehouse services 1,209,234   1,191,387   883,164  36.9% 34.9%
Total revenue$2,085,387  $2,059,311  $1,549,314  34.6% 32.9%
Global Warehouse contribution (NOI)$586,436  $579,189  $520,333  12.7% 11.3%
Global Warehouse margin 28.1%  28.1%  33.6% -546 bps  -546 bps 
Units in thousands except per pallet data           
Global Warehouse rent and storage metrics:           
Average economic occupied pallets 4,048  n/a   3,233  25.2% n/a 
Average physical occupied pallets 3,701  n/a   2,966  24.8% n/a 
Average physical pallet positions 5,290  n/a   4,095  29.2% n/a 
Economic occupancy percentage 76.5% n/a   78.9% -244 bps  n/a 
Physical occupancy percentage 70.0% n/a   72.4% -246 bps  n/a 
Total rent and storage revenue per economic occupied pallet$216.46  $214.43  $206.03  5.1% 4.1%
Total rent and storage revenue per physical occupied pallet$236.72  $234.50  $224.60  5.4% 4.4%
Global Warehouse services metrics:         
Throughput pallets 39,937  n/a   32,124  24.3% n/a 
Total warehouse services revenue per throughput pallet$30.28  $29.83  $27.49  10.1% 8.5%
          
SAME STORE WAREHOUSE         
Number of same store warehouses 160     160  n/a  n/a 
Global Warehouse same store revenue:         
Rent and storage$615,387  $612,311  $613,933  0.2% (0.3)%
Warehouse services 849,049   836,973   831,679  2.1% 0.6%
Total same store revenue$1,464,436  $1,449,284  $1,445,612  1.3% 0.3%
Global Warehouse same store contribution (NOI)$477,521  $473,248  $502,256  (4.9)% (5.8)%
Global Warehouse same store margin 32.6%  32.7%  34.7% -214 bps  -209 bps 
Units in thousands except per pallet data          
Global Warehouse same store rent and storage metrics:          
Average economic occupied pallets 2,886  n/a   3,003  (3.9)% n/a 
Average physical occupied pallets 2,564  n/a   2,747  (6.6)% n/a 
Average physical pallet positions 3,748  n/a   3,741  0.2% n/a 
Economic occupancy percentage 77.0% n/a   80.3% -327 bps  n/a 
Physical occupancy percentage 68.4% n/a   73.4% -500 bps  n/a 
Same store rent and storage revenue per economic occupied pallet$213.22  $212.16  $204.43  4.3% 3.8%
Same store rent and storage revenue per physical occupied pallet$240.00  $238.80  $223.52  7.4% 6.8%
Global Warehouse same store services metrics:         
Throughput pallets 29,096  n/a   29,949  (2.8)% n/a 
Same store warehouse services revenue per throughput pallet$29.18  $28.77  $27.77  5.1% 3.6%
                  
                  


 Year Ended December 31, Change
Dollars in thousands2021 actual 2021 constant
currency
(1)
 2020 actual Actual Constant
currency
          
          
NON-SAME STORE WAREHOUSE         
Number of non-same store warehouses(3) 81     69  n/a  n/a 
Global Warehouse non-same store revenue:         
Rent and storage$260,766  $255,613  $52,216  399.4% 389.5%
Warehouse services 360,185   354,414   51,486  599.6% 588.4%
Total non-same store revenue$620,951  $610,027  $103,702  498.8% 488.2%
Global Warehouse non-same store contribution (NOI)$108,915  $105,941  $18,077  502.5% 486.1%
Global Warehouse non-same store margin 17.5%  17.4%  17.4% 11 bps  -7 bps 
Units in thousands except per pallet data         
Global Warehouse non-same store rent and storage metrics:           
Average economic occupied pallets 1,161  n/a   230  405.0% n/a 
Average physical occupied pallets 1,137  n/a   219  418.6% n/a 
Average physical pallet positions 1,542  n/a   354  335.6% n/a 
Economic occupancy percentage 75.3% n/a   65.0% 1036 bps  n/a 
Physical occupancy percentage 73.7% n/a   61.9% 1180 bps  n/a 
Non-same store rent and storage revenue per economic occupied pallet$224.51  $220.07  $227.03  (1.1)% (3.1)%
Non-same store rent and storage revenue per physical occupied pallet$229.33  $224.80  $238.15  (3.7)% (5.6)%
Global Warehouse non-same store services metrics:          
Throughput pallets 10,841  n/a   2,175  398.4% n/a 
Non-same store warehouse services revenue per throughput pallet$33.22  $32.69  $23.67  40.4% 38.1%

(1) The adjustments from our U.S. GAAP operating results to calculate our operating results on a constant currency basis are the effect of changes in foreign currency exchange rates relative to the comparable prior period.
(2) Total warehouse count of 241 includes three warehouses acquired through the Lago acquisition on November 15, 2021, one recently leased warehouse in Australia, one warehouse acquired through the Newark Facility Management acquisition on September 1, 2021, two facilities acquired through the ColdCo acquisition on August 2, 2021, one warehouse acquired through the Bowman Stores acquisition on May 28, 2021, two warehouses acquired through the KMT Brrr! acquisition on May 5, 2021, four warehouses acquired through the Liberty acquisition on March 1, 2021, 46 warehouses acquired through the Agro acquisition on December 30, 2020, eight warehouses acquired through the Hall’s acquisition on November 2, 2020, three warehouses acquired through the Casper’s and AM-C warehouse acquisitions on August 31, 2020, and five warehouses acquired through the Nova Cold and Newport acquisitions on January 2, 2020. The results of these acquisitions are reflected in the results above since date of ownership.
(3) Non-same store warehouse count of 81 one recently leased warehouse in Australia, one recently constructed facility in Denver that we purchased in November 2021, three warehouses acquired through the Lago Cold Stores acquisition on November 15, 2021, one warehouse acquired through the Newark Facility Management acquisition on September 1, 2021, two facilities acquired through the ColdCo acquisition on August 2, 2021, one warehouse acquired through the Bowman stores acquisition on May 28, 2021, two warehouses acquired through the KMT Brrr! acquisition on May 5, 2021, four warehouses acquired through the Liberty Freezers acquisition on March 1, 2021, 46 warehouses acquired through the Agro acquisition on December 30, 2020, eight warehouses acquired through the Hall’s acquisition on November 2, 2020, three warehouses acquired through the Casper’s and AM-C warehouse acquisitions on August 31, 2020 and ten legacy facilities. During the third quarter of 2021, a leased facility from the Liberty Freezers acquisition was exited upon expiration of the lease. The results of these acquisitions are reflected in the results above since date of ownership.
(n/a = not applicable)

Fixed Commitment Rent and Storage Revenue
As of December 31, 2021, $356.5 million of the Company’s annualized rent and storage revenue were derived from customers with fixed commitment storage contracts. This compares to $345.8 million at the end of the third quarter of 2021 and $283.6 million at the end of the fourth quarter of 2020. The Company’s recent acquisitions had a lower percentage of fixed committed contracts as a percentage of rent and storage revenue. On a combined pro forma basis, assuming a full twelve months of acquisitions revenue, 39.3% of rent and storage revenue was generated from fixed commitment storage contracts.

Economic and Physical Occupancy
Contracts that contain fixed commitments are designed to ensure the Company’s customers have space available when needed. For the fourth quarter of 2021, economic occupancy for the total warehouse segment was 77.8% and warehouse segment same store pool was 79.5%, representing a 637 basis point and 866 basis point increase above physical occupancy, respectively. Economic occupancy for the total warehouse segment decreased 144 basis points, and the warehouse segment same store pool decreased 129 basis points as compared to the fourth quarter of 2020, as we were impacted by continued supply chain disruption and the impact of the Omicron variant late in the fourth quarter resulting in lower food production.

Real Estate Portfolio
As of December 31, 2021, the Company’s portfolio consists of 250 facilities. The Company ended the fourth quarter of 2021 with 241 facilities in its Global Warehouse segment portfolio and nine facilities in its Third-party managed segment. During the fourth quarter of 2021, the Company added three facilities through the Lago Cold Stores acquisition, and purchased a recently constructed facility in Denver. Additionally, during the fourth quarter, the Company strategically exited a leased facility in Denver and a leased facility in Canada that was acquired initially in connection with the Nova Cold acquisition in 2020. The same store population consists of 160 facilities for the quarter ended December 31, 2021. The remaining 81 non-same store population includes the 70 facilities that were acquired in connection with the Agro, AM-C, Bowman Stores, Caspers, ColdCo, Hall’s, KMT Brrr!, Lago Cold Stores, Liberty Freezers and Newark acquisitions, the purchase of a recently constructed facility in Denver, the recently leased facility in Australia and ten legacy facilities, offset by the planned exit of the leased facility in Canada that stemmed from the Liberty Freezers acquisition.

Balance Sheet Activity and Liquidity
As of December 31, 2021, the Company had total liquidity of approximately $803.1 million, including cash and capacity on its revolving credit facility. Total debt outstanding was $3.1 billion (inclusive of $276.5 million of financing leases/sale lease-backs and exclusive of unamortized deferred financing fees), of which 82% was in an unsecured structure. The Company has no material debt maturities until 2023. At quarter end, its net debt to pro forma Core EBITDA was approximately 6.1x. The Company’s total debt outstanding includes $2.9 billion of real estate debt, which excludes sale-leaseback and capitalized lease obligations. The Company’s real estate debt has a remaining weighted average term of 6.2 years and carries a weighted average contractual interest rate of 2.84%. As of December 31, 2021, 75% of the Company’s total debt outstanding was at a fixed rate.

Dividend
On December 7, 2021, the Company’s Board of Trustees declared a dividend of $0.22 per share for the fourth quarter of 2021, which was paid on January 14, 2022 to common shareholders of record as of December 31, 2021.

2022 Outlook
The Company announced its 2022 annual AFFO per share guidance to within the range of $1.00 - $1.10. Refer to page 45 of our Financial Supplement for the details of our annual guidance. The Company’s guidance is provided for informational purposes based on current plans and assumptions and is subject to change. The ranges for these metrics do not include the impact of acquisitions, dispositions, or capital markets activity beyond that which has been previously announced.

Investor Webcast and Conference Call
The Company will hold a webcast and conference call on Thursday, February 24, 2022 at 5:00 p.m. Eastern Time to discuss fourth quarter 2021 results. A live webcast of the call will be available via the Investors section of Americold Realty Trust’s website at www.americold.com. To listen to the live webcast, please go to the site at least five minutes prior to the scheduled start time in order to register, download and install any necessary audio software. Shortly after the call, a replay of the webcast will be available for 90 days on the Company’s website.

The conference call can also be accessed by dialing 1-877-407-3982 or 1-201-493-6780. The telephone replay can be accessed by dialing 1-844-512-2921 or 1-412-317-6671 and providing the conference ID# 13726533. The telephone replay will be available starting shortly after the call until March 10, 2022.

The Company’s supplemental package will be available prior to the conference call in the Investors section of the Company’s website at http://ir.americold.com

About the Company
Americold is the world’s largest publicly traded REIT focused on the ownership, operation, acquisition and development of temperature-controlled warehouses. Based in Atlanta, Georgia, Americold owns and operates 250 temperature-controlled warehouses, with approximately 1.5 billion refrigerated cubic feet of storage, in North America, Europe, Asia-Pacific, and South America. Americold’s facilities are an integral component of the supply chain connecting food producers, processors, distributors and retailers to consumers.

Non-GAAP Financial Measures
This press release contains non-GAAP financial measures, including FFO, core FFO, AFFO, EBITDAre, Core EBITDA and same store segment revenue and contribution (NOI). A reconciliation from U.S. GAAP net (loss) income available to common shareholders to FFO, a reconciliation from FFO to core FFO and AFFO, and definitions of FFO, and core FFO are included within the supplemental. A reconciliation from U.S. GAAP net (loss) income available to common shareholders to EBITDAre and Core EBITDA, a definition of Core EBITDA and definitions of net debt to Core EBITDA are included within the supplemental.

Forward-Looking Statements
This document contains statements about future events and expectations that constitute forward-looking statements. Forward-looking statements are based on our beliefs, assumptions and expectations of our future financial and operating performance and growth plans, taking into account the information currently available to us. These statements are not statements of historical fact. Forward-looking statements involve risks and uncertainties that may cause our actual results to differ materially from the expectations of future results we express or imply in any forward-looking statements, and you should not place undue reliance on such statements. Factors that could contribute to these differences include the following: the impact of supply chain disruptions, including, among others, the impact of labor availability, raw material availability, manufacturing and food production and transportation; uncertainties and risks related to public health crises, including the ongoing COVID-19 pandemic; adverse economic or real estate developments in our geographic markets or the temperature-controlled warehouse industry; general economic conditions; risks associated with the ownership of real estate generally and temperature-controlled warehouses in particular; acquisition risks, including the failure to identify or complete attractive acquisitions or the failure of acquisitions to perform in accordance with projections and to realize anticipated cost savings and revenue improvements; our failure to realize the intended benefits from our recent acquisitions, and including synergies, or disruptions to our plans and operations or unknown or contingent liabilities related to our recent acquisitions; risks related to expansions of existing properties and developments of new properties, including failure to meet budgeted or stabilized returns within expected time frames, or at all, in respect thereof; a failure of our information technology systems, systems conversions and integrations, cybersecurity attacks or a breach of our information security systems, networks or processes could cause business disruptions or loss of confidential information; risks related to privacy and data security concerns, and data collection and transfer restrictions and related foreign regulations; defaults or non-renewals of significant customer contracts, including as a result of the ongoing COVID-19 pandemic; uncertainty of revenues, given the nature of our customer contracts; increased interest rates and operating costs, including as a result of the ongoing COVID-19 pandemic; our failure to obtain necessary outside financing; risks related to, or restrictions contained in, our debt financings; decreased storage rates or increased vacancy rates; risks related to current and potential international operations and properties; difficulties in expanding our operations into new markets, including international markets; risks related to the partial ownership of properties, including as a result of our lack of control over such investments and the failure of such entities to perform in accordance with projections; our failure to maintain our status as a REIT; possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently or previously owned by us; financial market fluctuations; actions by our competitors and their increasing ability to compete with us; inflation and rising interest rates; labor and power costs; labor shortages; changes in applicable governmental regulations and tax legislation, including in the international markets; additional risks with respect to the addition of European operations and properties; changes in real estate and zoning laws and increases in real property tax rates; our relationship with our associates, including the occurrence of any work stoppages or any disputes under our collective bargaining agreements and employment related litigation; liabilities as a result of our participation in multi-employer pension plans; uninsured losses or losses in excess of our insurance coverage; the potential liabilities, costs and regulatory impacts associated with our in-house trucking services and the potential disruptions associated with our use of third-party trucking service providers to provide transportation services to our customers; the cost and time requirements as a result of our operation as a publicly traded REIT; changes in foreign currency exchange rates; the impact of anti-takeover provisions in our constituent documents and under Maryland law, which could make an acquisition of us more difficult, limit attempts by our shareholders to replace our trustees and affect the price of our common shares of beneficial interest, $0.01 par value per share, of our common shares; the potential dilutive effect of our common share offerings; and risks related to any forward sale agreements, including substantial dilution to our earnings per share or substantial cash payment obligations.

Words such as “anticipates,” “believes,” “continues,” “estimates,” “expects,” “goal,” “objectives,” “intends,” “may,” “opportunity,” “plans,” “potential,” “near-term,” “long-term,” “projections,” “assumptions,” “projects,” “guidance,” “forecasts,” “outlook,” “target,” “trends,” “should,” “could,” “would,” “will” and similar expressions are intended to identify such forward-looking statements. Examples of forward-looking statements included in this document include, among others, statements about our expected acquisition and expected expansion and development pipeline and our targeted return on invested capital on expansion and development opportunities. We qualify any forward-looking statements entirely by these cautionary factors. Other risks, uncertainties and factors, including those discussed under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020, could cause our actual results to differ materially from those projected in any forward-looking statements we make. We assume no obligation to update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Contacts:

Americold Realty Trust
Investor Relations
Telephone: 678-459-1959
Email: investor.relations@americold.com

 
 
Americold Realty Trust and Subsidiaries
Consolidated Balance Sheets (Unaudited)
(In thousands, except shares and per share amounts)
 December 31, December 31,
  2021   2020 
Assets   
Property, buildings and equipment:   
Land$807,495  $662,885 
Buildings and improvements 4,152,763   4,004,824 
Machinery and equipment 1,352,399   1,177,572 
Assets under construction 450,153   303,531 
  6,762,810   6,148,812 
Accumulated depreciation (1,634,909)  (1,382,298)
     Property, buildings and equipment – net 5,127,901   4,766,514 
    
Operating lease right-of-use assets 377,536   291,797 
Accumulated depreciation – operating leases (57,483)  (24,483)
Operating leases – net 320,053   267,314 
    
Financing leases:   
Buildings and improvements 13,552   60,513 
Machinery and equipment 146,341   109,416 
  159,893   169,929 
Accumulated depreciation – financing leases (58,165)  (40,937)
     Financing leases – net 101,728   128,992 
Cash, cash equivalents and restricted cash 82,958   621,051 
Accounts receivable – net of allowance of $18,755 and $12,286 at December 31, 2021 and December 31, 2020, respectively 380,014   324,221 
Identifiable intangible assets – net 980,966   797,423 
Goodwill 1,072,980   794,335 
Investments in partially owned entities 37,458   44,907 
Other assets 112,139   86,394 
Total assets$8,216,197  $7,831,151 
Liabilities and equity   
Liabilities:   
Borrowings under revolving line of credit$399,314  $ 
Accounts payable and accrued expenses 559,412   552,547 
Mortgage notes, senior unsecured notes and term loans – net of deferred financing costs of $11,050 and $15,952 in the aggregate, at December 31, 2021 and December 31, 2020, respectively 2,443,806   2,648,266 
Sale-leaseback financing obligations 178,817   185,060 
Financing lease obligations 97,633   125,926 
Operating lease obligations 301,765   269,147 
Unearned revenue 26,143   19,209 
Pension and postretirement benefits 2,843   9,145 
Deferred tax liability – net 169,209   220,502 
Multiemployer pension plan withdrawal liability 8,179   8,528 
Total liabilities 4,187,121   4,038,330 
Equity   
Shareholders’ equity:   
Common shares of beneficial interest, $0.01 par value – 500,000,000 and 325,000,000 authorized shares; 268,282,592 and 251,702,603 issued and outstanding at December 31, 2021 and December 31, 2020, respectively 2,683   2,517 
Paid-in capital 5,171,690   4,687,823 
Accumulated deficit and distributions in excess of net earnings (1,157,888)  (895,521)
Accumulated other comprehensive income (loss) 4,522   (4,379)
Total shareholders’ equity 4,021,007   3,790,440 
Noncontrolling interests:   
Noncontrolling interests in operating partnership and consolidated joint venture 8,069   2,381 
Total equity 4,029,076   3,792,821 
    
Total liabilities and equity$8,216,197  $7,831,151 


 
 
Americold Realty Trust and Subsidiaries
Consolidated Statements of Operations (Unaudited)
(In thousands, except per share amounts)
 Three Months Ended
December 31,
 Year Ended December 31,
  2021   2020   2021   2020 
Revenues:       
Rent, storage and warehouse services$554,155  $407,811  $2,085,387  $1,549,314 
Third-party managed services 84,284   78,538   317,311   291,751 
Transportation services 78,041   37,329   312,092   142,203 
Other          4,459 
Total revenues 716,480   523,678   2,714,790   1,987,727 
Operating expenses:       
Rent, storage and warehouse services cost of operations 403,271   262,139   1,498,951   1,028,981 
Third-party managed services cost of operations 80,946   76,771   303,347   279,523 
Transportation services cost of operations 70,869   32,286   282,716   123,396 
Cost of operations related to other revenues 27   43   109   4,329 
Depreciation and amortization 87,601   58,319   319,840   215,891 
Selling, general and administrative 49,004   39,536   182,076   144,738 
Acquisition, litigation and other, net 20,567   26,535   51,578   36,306 
Impairment of long-lived assets    1,954   3,312   8,236 
Gain from sale of real estate    (676)     (22,124)
Total operating expenses 712,285   496,907   2,641,929   1,819,276 
        
Operating income 4,195   26,771   72,861   168,451 
        
Other (expense) income:       
Interest expense (21,339)  (21,367)  (99,177)  (91,481)
Loss on debt extinguishment, modifications and termination of derivative instruments (638)  (9,194)  (5,689)  (9,975)
Interest income 91   135   841   1,162 
Bridge loan commitment fees    (2,438)     (2,438)
Foreign currency exchange loss, net (294)  (44,905)  (610)  (45,278)
Other income (expense), net 1,230   (2,395)  1,900   (2,563)
Gain from sale of partially owned entities           
(Loss) income from investments in partially owned entities (753)  4   (2,004)  (250)
(Loss) income before income tax benefit (expense) (17,508)  (53,389)  (31,878)  17,628 
Income tax benefit (expense)       
Current (625)  18   (7,578)  (6,805)
Deferred 10,151   9,379   9,147   13,732 
Total income tax benefit (expense) 9,526   9,397   1,569   6,927 
        
Net (loss) income$(7,982) $(43,992) $(30,309) $24,555 
Net (loss) income attributable to non controlling interests (18)  15   146   15 
Net (loss) income attributable to Americold Realty Trust$(7,964) $(44,007) $(30,455) $24,540 
        
Weighted average common shares outstanding – basic 267,499   205,984   259,056   203,255 
Weighted average common shares outstanding – diluted 268,179   209,928   261,126   206,940 
        
Net (loss) income per common share of beneficial interest - basic$(0.03) $(0.21) $(0.12) $0.11 
Net (loss) income per common share of beneficial interest - diluted$(0.03) $(0.21) $(0.12) $0.11 


 
 
Reconciliation of Net (Loss) Income to NAREIT FFO, Core FFO, and AFFO 
(In thousands, except per share amounts - unaudited)
 Three Months Ended Year Ended
 Q4 21Q3 21Q2 21Q1 21Q4 20  2021  2020 
Net (loss) income$(7,982)$5,308 $(13,399)$(14,236)$(43,992) $(30,309)$24,555 
Adjustments:        
Real estate related depreciation 54,816  48,217  44,871  52,280  39,128   200,184  146,417 
Net gain on sale of real estate, net of withholding taxes(a)         (676)    (21,759)
Net loss (gain) on asset disposals 65  (1) (13) (39) 888   12  2,045 
Impairment charges on real estate assets   224  1,528    2,449   1,752  5,630 
Our share of reconciling items related to partially owned entities 822  463  861  266  182   2,412  449 
NAREIT Funds from operations$47,721 $54,211 $33,848 $38,271 $(2,021)  174,051  157,337 
Adjustments:        
Net loss (gain) on sale of non-real estate assets 861  (171) (304) (119) 1,112   267  595 
Acquisition, litigation and other 20,567  6,338  3,922  20,751  26,535   51,578  36,306 
Non-core asset impairment         (495)    2,606 
Share-based compensation expense, IPO grants       163  200   163  972 
Loss on debt extinguishment, modifications and termination of derivative instruments 638  627  925  3,499  9,194   5,689  9,975 
Bridge loan commitment fees         2,438     2,438 
Foreign currency exchange loss (gain) 294  349  140  (173) 44,905   610  45,278 
Our share of reconciling items related to partially owned entities 74  122  89  154  39   439  194 
Core FFO applicable to common shareholders$70,155 $61,476 $38,620 $62,546 $81,907   232,797  255,701 
Adjustments:        
Amortization of deferred financing costs and pension withdrawal liability 1,104  1,088  1,085  1,148  1,202   4,425  5,147 
Non-real estate asset impairment   1,560         1,560   
Amortization of below/above market leases 843  1,017  362  39  37   2,261  152 
Straight-line net rent (302) 411  (170) (155) (324)  (216) (628)
Deferred income tax (benefit) expense (10,151) (3,562) 6,568  (2,002) (9,379)  (9,147) (13,732)
Share-based compensation expense, excluding IPO grants 9,112  4,291  5,467  4,867  4,371   23,737  16,939 
Non-real estate depreciation and amortization 32,785  22,352  39,588  24,931  19,191   119,656  69,474 
Maintenance capital expenditures(b) (20,808) (18,938) (20,488) (15,731) (20,291)  (75,965) (65,547)
Our share of reconciling items related to partially owned entities (502) (100) 711  278  168   387  371 
Adjusted FFO applicable to common shareholders$82,236 $69,595 $71,743 $75,921 $76,882   299,495  267,877 


 
 
Reconciliation of Net (Loss) Income to NAREIT FFO, Core FFO, and AFFO (continued) 
(In thousands except per share amounts - unaudited)
 Three Months EndedYear Ended
 Q4 21Q3 21Q2 21Q1 21Q4 20  2021 2020
         
NAREIT Funds from operations$47,721$54,211$33,848$38,271$(2,021) $174,051$157,337
Core FFO applicable to common shareholders$70,155$61,476$38,620$62,546$81,907  $232,797$255,701
Adjusted FFO applicable to common shareholders$82,236$69,595$71,743$75,921$76,882  $299,495$267,877
         
Reconciliation of weighted average shares:        
Weighted average basic shares for net income calculation 267,499 261,865 253,213 252,938 205,984   259,056 203,255
Dilutive stock options, unvested restricted stock units, equity forward contracts 680 685 3,544 3,226 3,944   2,070 3,685
Weighted average dilutive shares 268,179 262,550 256,757 256,164 209,928   261,126 206,940
         
NAREIT FFO - basic per share$0.18$0.21$0.13$0.15$(0.01) $0.67$0.77
NAREIT FFO - diluted per share$0.18$0.21$0.13$0.15$(0.01) $0.67$0.76
         
Core FFO - basic per share$0.26$0.23$0.15$0.25$0.40  $0.90$1.26
Core FFO - diluted per share$0.26$0.23$0.15$0.24$0.39  $0.89$1.24
         
Adjusted FFO - basic per share$0.31$0.27$0.28$0.30$0.37  $1.16$1.32
Adjusted FFO - diluted per share$0.31$0.27$0.28$0.30$0.37  $1.15$1.29


(a) Loss (gain) on sale of real estate, net of withholding tax include withholding tax on the sale of Sydney land which is included in income tax expense on the Consolidated Statement of Operations during 2020.
(b) Maintenance capital expenditures include capital expenditures made to extend the life of, and provide future economic benefit from, our existing temperature-controlled warehouse network and its existing supporting personal property and information technology.


 
 
Reconciliation of Net (Loss) Income to EBITDA, NAREIT EBITDAre, and Core EBITDA 
(In thousands - unaudited)
 Three Months Ended Year Ended
 Q4 21Q3 21Q2 21Q1 21Q4 20  2021  2020 
Net (loss) income$(7,982)$5,308 $(13,399)$(14,236)$(43,992) $(30,309)$24,555 
Adjustments:        
Depreciation and amortization 87,601  70,569  84,459  77,211  58,319   319,840  215,891 
Interest expense 21,339  25,303  26,579  25,956  21,367   99,177  91,481 
Income tax (benefit) expense (9,526) (226) 8,974  (791) (9,397)  (1,569) (7,292)
EBITDA$91,432 $100,954 $106,613 $88,140 $26,297  $387,139 $324,635 
Adjustments:        
Net gain on sale of real estate, net of withholding taxes         (676)    (21,759)
Adjustment to reflect share of EBITDAre of partially owned entities 4,625  1,854  1,838  649  432   8,966  1,022 
NAREIT EBITDAre$96,057 $102,808 $108,451 $88,789 $26,053  $396,105 $303,898 
Adjustments:        
Acquisition, litigation and other 20,567  6,338  3,922  20,751  26,535   51,578  36,306 
Loss (income) from investments in partially owned entities 753  490  61  700  (4)  2,004  250 
Asset impairment   1,784  1,528    1,954   3,312  8,236 
Foreign currency exchange loss (gain) 294  349  140  (173) 44,905   610  45,278 
Share-based compensation expense 9,112  4,291  5,467  5,030  4,571   23,900  17,911 
Loss on debt extinguishment, modifications and termination of derivative instruments 638  627  925  3,499  9,194   5,689  9,975 
Bridge loan commitment fees         2,438     2,438 
Loss (gain) on real estate and other asset disposals 926  (172) (317) (158) 1,999   279  2,640 
Reduction in EBITDAre from partially owned entities (4,625) (1,854) (1,838) (649) (432)  (8,966) (1,022)
Core EBITDA$123,722 $114,661 $118,339 $117,789 $117,213  $474,511 $425,910 


 
 
Revenue and Contribution (NOI) by Segment
(in thousands - unaudited)
 Three Months Ended December 31, Year Ended December 31,
  2021   2020   2021   2020 
Segment revenues:       
Warehouse$554,155  $407,811  $2,085,387  $1,549,314 
Third-party managed 84,284   78,538   317,311   291,751 
Transportation 78,041   37,329   312,092   142,203 
Other          4,459 
Total revenues 716,480   523,678   2,714,790   1,987,727 
        
Segment contribution (NOI):       
Warehouse 150,884   145,672   586,436   520,333 
Third-party managed 3,338   1,767   13,964   12,228 
Transportation 7,172   5,043   29,376   18,807 
Other (27)  (43)  (109)  130 
Total segment contribution (NOI) 161,367   152,439   629,667   551,498 
        
Reconciling items:       
Depreciation and amortization (87,601)  (58,319)  (319,840)  (215,891)
Selling, general and administrative (49,004)  (39,536)  (182,076)  (144,738)
Acquisition, litigation and other, net (20,567)  (26,535)  (51,578)  (36,306)
Impairment of long-lived assets    (1,954)  (3,312)  (8,236)
Gain from sale of real estate    676      22,124 
Interest expense (21,339)  (21,367)  (99,177)  (91,481)
Loss on debt extinguishment, modifications and termination of derivative instruments (638)  (9,194)  (5,689)  (9,975)
Interest income 91   135   841   1,162 
Bridge loan commitment fees    (2,438)     (2,438)
Foreign currency exchange loss, net (294)  (44,905)  (610)  (45,278)
Other income (expense), net 1,230   (2,395)  1,900   (2,563)
(Loss) income from investments in partially owned entities (753)  4   (2,004)  (250)
(Loss) income before income tax benefit (expense)$(17,508) $(53,389) $(31,878) $17,628 

We view and manage our business through three primary business segments—warehouse, third-party managed and transportation. Our core business is our warehouse segment, where we provide temperature-controlled warehouse storage and related handling and other warehouse services. In our warehouse segment, we collect rent and storage fees from customers to store their frozen and perishable food and other products within our real estate portfolio. We also provide our customers with handling and other warehouse services related to the products stored in our buildings that are designed to optimize their movement through the cold chain, such as the placement of food products for storage and preservation, the retrieval of products from storage upon customer request, blast freezing, case-picking, kitting and repackaging and other recurring handling services.

Under our third-party managed segment, we manage warehouses on behalf of third parties and provide warehouse management services to several leading food retailers and manufacturers in customer-owned facilities, including some of our largest and longest-standing customers. We believe using our third-party management services allows our customers to increase efficiency, reduce costs, reduce supply-chain risks and focus on their core businesses. We also believe that providing third-party management services to many of our key customers underscores our ability to offer a complete and integrated suite of services across the cold chain.

In our transportation segment, we broker and manage transportation of frozen and perishable food and other products for our customers. Our transportation services include consolidation services (i.e., consolidating a customer’s products with those of other customers for more efficient shipment), freight under management services (i.e., arranging for and overseeing transportation of customer inventory) and dedicated transportation services, each designed to improve efficiency and reduce transportation and logistics costs to our customers. We provide these transportation services at cost plus a service fee or, in the case of our consolidation services, we charge a fixed fee.

In addition to our primary business segments, we owned a limestone quarry in Carthage, Missouri. We do not view the operation of the quarry as an integral part of our business, and as a result this business segment was subsequently sold on July 1, 2020.

Notes and Definitions
We calculate funds from operations, or FFO, in accordance with the standards established by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as net income or loss determined in accordance with U.S. GAAP, excluding extraordinary items as defined under U.S. GAAP and gains or losses from sales of previously depreciated operating real estate assets, plus specified non-cash items, such as real estate asset depreciation, asset disposals, impairment, and our share of reconciling items for partially owned entities. We believe that FFO is helpful to investors as a supplemental performance measure because it excludes the effect of depreciation, amortization and gains or losses from sales of real estate, all of which are based on historical costs, which implicitly assumes that the value of real estate diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, FFO can facilitate comparisons of operating performance between periods and among other equity REITs.

We calculate core funds from operations, or Core FFO, as FFO adjusted for the effects of gain or loss on the sale of non-real estate assets, acquisition, litigation and other, net, non-core asset impairment, share-based compensation expense for the IPO retention grants, bridge loan commitment fees, loss on debt extinguishment, modifications and termination of derivative instruments and foreign currency exchange gain or loss. We also adjust for the impact of Core FFO attributable to partially owned entities. We have elected to reflect our share of Core FFO attributable to partially owned entities since the Brazil joint ventures are strategic partnerships which we continue to actively participate in on an ongoing basis. The previous joint venture, the China JV, was considered for disposition during the periods presented. We believe that Core FFO is helpful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant earnings volatility, but which do not directly relate to our core business operations. We believe Core FFO can facilitate comparisons of operating performance between periods, while also providing a more meaningful predictor of future earnings potential.

However, because FFO and Core FFO add back real estate depreciation and amortization and do not capture the level of maintenance capital expenditures necessary to maintain the operating performance of our properties, both of which have material economic impacts on our results from operations, we believe the utility of FFO and Core FFO as a measure of our performance may be limited.

We calculate adjusted funds from operations, or Adjusted FFO, as Core FFO adjusted for the effects of amortization of deferred financing costs and pension withdrawal liability, non-real estate asset impairment, amortization of above or below market leases, straight-line net rent, provision or benefit from deferred income taxes, share-based compensation expense, excluding IPO grants, non-real estate depreciation and amortization, and maintenance capital expenditures. We also adjust for AFFO attributable to our share of reconciling items of partially owned entities. We believe that Adjusted FFO is helpful to investors as a meaningful supplemental comparative performance measure of our ability to make incremental capital investments in our business and to assess our ability to fund distribution requirements from our operating activities.

FFO, Core FFO and Adjusted FFO are used by management, investors and industry analysts as supplemental measures of operating performance of equity REITs. FFO, Core FFO and Adjusted FFO should be evaluated along with U.S. GAAP net income and net income per diluted share (the most directly comparable U.S. GAAP measures) in evaluating our operating performance. FFO, Core FFO and Adjusted FFO do not represent net income or cash flows from operating activities in accordance with U.S. GAAP and are not indicative of our results of operations or cash flows from operating activities as disclosed in our consolidated statements of operations included in our annual and quarterly reports. FFO, Core FFO and Adjusted FFO should be considered as supplements, but not alternatives, to our net income or cash flows from operating activities as indicators of our operating performance. Moreover, other REITs may not calculate FFO in accordance with the NAREIT definition or may interpret the NAREIT definition differently than we do. Accordingly, our FFO may not be comparable to FFO as calculated by other REITs. In addition, there is no industry definition of Core FFO or Adjusted FFO and, as a result, other REITs may also calculate Core FFO or Adjusted FFO, or other similarly-captioned metrics, in a manner different than we do. The table above reconciles FFO, Core FFO and Adjusted FFO to net income, which is the most directly comparable financial measure calculated in accordance with U.S. GAAP.

We calculate EBITDA for Real Estate, or EBITDAre, in accordance with the standards established by the Board of Governors of NAREIT, defined as, earnings before interest expense, taxes, depreciation and amortization, net gain on sale of real estate, net of withholding taxes and adjustment to reflect our share of EBITDAre of partially owned entities. EBITDAre is a measure commonly used in our industry, and we present EBITDAre to enhance investor understanding of our operating performance. We believe that EBITDAre provides investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles and useful life of related assets among otherwise comparable companies.

We also calculate our Core EBITDA as EBITDAre further adjusted for acquisition, litigation and other, net, loss on partially owned entities, asset impairment, foreign currency exchange gain or loss, share-based compensation expense, loss on debt extinguishment, modifications and termination of derivative instruments, bridge loan commitment fees, net loss on other asset disposals and reduction in EBITDAre from partially owned entities. We believe that the presentation of Core EBITDA provides a measurement of our operations that is meaningful to investors because it excludes the effects of certain items that are otherwise included in EBITDA but which we do not believe are indicative of our core business operations. EBITDA and Core EBITDA are not measurements of financial performance under U.S. GAAP, and our EBITDA and Core EBITDA may not be comparable to similarly titled measures of other companies. You should not consider our EBITDA and Core EBITDA as alternatives to net income or cash flows from operating activities determined in accordance with U.S. GAAP. Our calculations of EBITDA and Core EBITDA have limitations as analytical tools, including:
  • these measures do not reflect our historical or future cash requirements for maintenance capital expenditures or growth and expansion capital expenditures;
  • these measures do not reflect changes in, or cash requirements for, our working capital needs;
  • these measures do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on our indebtedness;
  • these measures do not reflect our tax expense or the cash requirements to pay our taxes; and
  • although depreciation and amortization are non-cash charges, the assets being depreciated will often have to be replaced in the future and these measures do not reflect any cash requirements for such replacements.
We use Core EBITDA and EBITDAre as measures of our operating performance and not as measures of liquidity. The table on page 21 of our financial supplement reconciles EBITDA, EBITDAre and Core EBITDA to net income, which is the most directly comparable financial measure calculated in accordance with U.S. GAAP.

All quarterly amounts and non-GAAP disclosures within this filing shall be deemed unaudited.