PEI-C Pennsylvania Real Estate Investment Trust

 

 

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): March 14, 2022

Pennsylvania Real Estate Investment Trust

(Exact Name of Registrant as Specified in its Charter)

Pennsylvania		001-6300				23-6216339
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)				(IRS Employer Identification No.)
One Commerce Square 2005 Market Street, Suite 1000 Philadelphia, Pennsylvania				19103
(Address of Principal Executive Offices)				(Zip Code)

Registrant's telephone number, including area code: (215) 875-0700

 

(Former Name or Former Address, if Changed Since Last Report)

 

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:

 

☐	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))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Shares of Beneficial Interest, par value $1.00 per share	PEI	New York Stock Exchange
Series B Preferred Shares, par value $0.01 per share	PEIPrB	New York Stock Exchange
Series C Preferred Shares, par value $0.01 per share	PEIPrC	New York Stock Exchange
Series D Preferred Shares, par value $0.01 per share	PEIPrD	New York Stock Exchange

 

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 March 14, 2022, Pennsylvania Real Estate Investment Trust issued a press release reporting its financial results for the fourth quarter ended December 31, 2021. A copy of the press release is attached as Exhibit 99.1 to this report.

The information furnished under this "Item 2.02. Results of Operations and Financial Condition" shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01	Financial Statements and Exhibits.
99.1	Press release dated March 14, 2022
104	Cover Page Interactive Data File, formatted in Inline XBRL (embedded within the Inline XBRL document).

 

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 hereunto duly authorized.

 

 

					PENNSYLVANIA REAL ESTATE INVESTMENT TRUST
Date: March 15, 2022					By:	/s/ Lisa M. Most
						Lisa M. Most
						Executive Vice President, Secretary and General Counsel

 

 

 

 

 

 

 

 

---

 

 

PREIT / 1

 

CONTACT: AT THE COMPANY

Mario Ventresca

EVP & CFO

(215) 875-0703

 

Heather Crowell

EVP, Strategy and Communications

(215) 454-1241

heather.crowell@preit.com

 

PREIT Reports Fourth Quarter and Full Year 2021 Results

 

 

Core Mall Sales Per Square Foot Reach $614 in January, up from $603 at Year End

 

Cherry Hill Mall Sales Near $1,000 per square foot

 

Strong Total Core Mall Leased Space at 94.3%

 

 

Philadelphia, March 14, 2022 - PREIT (NYSE: PEI) today reported results for the three months and year ended December 31, 2021. A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is provided in the tables accompanying this release.

 

		Three Months Ended December 31,								Year Ended December 31,
(per share amounts)		2021				2020				2021				2020
Net loss - basic and diluted		$	(0.43	)		$	(2.62	)		$	(2.04	)		$	(3.72	)
FFO			0.17				(0.22	)			0.05				(0.02	)
FFO, as adjusted			0.17				(0.13	)			(0.04	)			(0.01	)

 

“Strong demand continued to drive record operating results for the quarter and year in sales, leasing activity, traffic and net operating income,” said Joseph F. Coradino, Chairman and CEO of PREIT. “We are focused on unlocking value for our stakeholders, we will continue to drive portfolio improvement, operating performance and execution on our plan to improve our capital position through asset sales and incremental revenue generation. Our progress on capital-raising initiatives is palpable with new contracts executed and closing dates set for the first half of the year.”

 

 

---

 

 

PREIT / 2

 

Leasing and Redevelopment

 

Primary Factors Affecting Financial Results for the Three Months Ended December 31, 2021 and 2020

 

---

 

 

PREIT / 3

 

All NOI and FFO amounts referenced as primary factors affecting financial results above include our share of unconsolidated properties’ revenues and expenses. Additional information regarding changes in operating results for the three months and year ended December 31, 2021 and 2020 is included on page 14.

 

Liquidity and Financing Activities

As of December 31, 2021, the Company had $75.5 million available under its First Lien Revolving Credit Facility. The Company’s corporate cash balances, when combined with available credit, provides total liquidity of $110.6 million.

 

In December, the mortgage loan secured by Woodland Mall was extended for one year. Subsequent to the close of the quarter, the one year extension option on the mortgage loan secured by Gloucester Premium Outlets was completed.

 

The Company’s 10-K for 2021 will include a going concern footnote in connection with potential future obligations related specifically to the FDP Term Loan.

 

Asset Dispositions

Multifamily Land Parcels: The Company has executed agreements of sale for land parcels for anticipated multi-family development in the amount of $82.5 million. The agreements are with multiple buyers across six properties for over 2,200 units as part of the Company’s previously announced multi-family land sale plan. Closing on the transactions is subject to customary due diligence provisions and securing entitlements.

 

Hotel Parcels: The Company has an executed agreement of sale to convey a land parcel for anticipated hotel development in the amount of $2.5 million for approximately 125 rooms. The Company has an executed LOI for the sale of a parcel for hotel development at Springfield Town Center for $2.5 million. Closing on these transactions is subject to customary due diligence provisions and securing entitlements.

 

Other Parcels: In November 2021, the Company closed on the sale of the last remaining parcel at the previously-owned Monroe Power Center for $1.0 million. In February, we completed the redemption of preferred equity issued as part of the sale of our New Garden land parcel. In connection with this settlement, we received approximately $2.5 million. The Company expects to close on the sale of an anchor box at Valley View Mall in the second quarter for $2.8 million.

 

2022 Outlook

The Company is not issuing detailed guidance at this time.

 

 

 

Conference Call Information

Management has scheduled a conference call for 11:00 a.m. Eastern Time on Tuesday
March 15, 2022, to review the Company’s results and future outlook. To listen to the call, please dial 1(888) 330-2024 (domestic toll free), or 1(646) 960-0187 (international), and request to join the PREIT call, Conference ID 9326912, at least fifteen minutes before the scheduled start time as callers could experience delays. Investors can also access the call in a "listen only" mode via the internet at the Company’s website, preit.com. Please allow extra time prior to the call to visit

 

---

 

 

PREIT / 4

the site and download the necessary software to listen to the Internet broadcast. Financial and statistical information expected to be discussed on the call will also be available on the Company’s website.

 

For interested individuals unable to join the conference call, the online archive of the webcast will also be available for one year following the call.

 

 

About PREIT

PREIT (NYSE:PEI) is a publicly traded real estate investment trust that owns and manages innovative properties developed to be thoughtful, community-centric hubs. PREIT's robust portfolio of carefully curated, ever-evolving properties generates success for its tenants and meaningful impact for the communities it serves by keenly focusing on five core areas of established and emerging opportunity: multi-family & hotel, health & tech, retail, essentials & grocery and experiential. Located primarily in densely-populated regions, PREIT is a top operator of high quality, purposeful places that serve as one-stop destinations for customers to shop, dine, play and stay. Additional information is available at www.preit.com or on Twitter, Instagram or LinkedIn.

 

Rounding

Certain summarized information in the tables included may not total due to rounding.

 

Definitions

 

Funds From Operations (“FFO”)

 

The National Association of Real Estate Investment Trusts (“NAREIT”) defines Funds From Operations (“FFO”), which is a non-GAAP measure commonly used by REITs, as net income (computed in accordance with GAAP) excluding (i) depreciation and amortization of real estate, (ii) gains and losses on sales of certain real estate assets, (iii) gains and losses from change in control and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We compute FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition, or that interpret the current NAREIT definition differently than we do. NAREIT’s established guidance provides that excluding impairment write downs of depreciable real estate is consistent with the NAREIT definition.

FFO is a commonly used measure of operating performance and profitability among REITs. We use FFO and FFO per diluted share and unit of limited partnership interest in our operating partnership (“OP Unit”) in measuring our performance against our peers and as one of the performance measures for determining incentive compensation amounts earned under certain of our performance-based executive compensation programs.

FFO does not include gains and losses on sales of operating real estate assets or impairment write downs of depreciable real estate (including development land parcels), which are included in the determination of net loss in accordance with GAAP. Accordingly, FFO is not a comprehensive measure of our operating cash flows. In addition, since FFO does not include depreciation on real estate assets, FFO may not be a useful performance measure when comparing our operating performance to that of other non-real estate commercial enterprises. We compensate for these limitations by using FFO in conjunction with other GAAP financial performance measures, such as net loss and net cash used in operating activities, and other non-GAAP financial performance measures, such as NOI. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net loss (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of

 

---

 

 

PREIT / 5

funds available for our cash needs, including our ability to make cash distributions. We believe that net loss is the most directly comparable GAAP measurement to FFO.

When applicable, we also present FFO, as adjusted, and FFO per diluted share and OP Unit, as adjusted, which are non-GAAP measures, for the three and twelve months ended December 31, 2021 and 2020, to show the effect of such items as gain or loss on debt extinguishment (including accelerated amortization of financing costs), impairment of assets, provision for employee separation expense, insurance recoveries or losses, net, gain on derecognition of property, gain or loss on hedge ineffectiveness and reorganization expenses which had an effect on our results of operations, but are not, in our opinion, indicative of our ongoing operating performance.

We believe that FFO is helpful to management and investors as a measure of operating performance because it excludes various items included in net loss that do not relate to or are not indicative of operating performance, such as gains on sales of operating real estate and depreciation and amortization of real estate, among others. We believe that Funds From Operations, as adjusted, is helpful to management and investors as a measure of operating performance because it adjusts FFO to exclude items that management does not believe are indicative of our operating performance, such as provision for employee separation expense, gain on hedge ineffectiveness and reorganization expenses.

 

Net Operating Income (“NOI”)

 

NOI (a non-GAAP measure) is derived from real estate revenue (determined in accordance with GAAP, including lease termination revenue), minus property operating expenses (determined in accordance with GAAP), plus our pro rata share of revenue and property operating expenses of our unconsolidated partnership investments. NOI does not represent cash generated from operating activities in accordance with GAAP and should not be considered to be an alternative to net loss (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity. It is not indicative of funds available for our cash needs, including our ability to make cash distributions. We believe NOI is helpful to management and investors as a measure of operating performance because it is an indicator of the return on property investment, and provides a method of comparing property performance over time. We believe that net loss is the most directly comparable GAAP measure to NOI. NOI excludes other income, depreciation and amortization, general and administrative expenses, insurance recoveries and losses, net, provision for employee separation expenses, project costs and other expenses, interest expense, reorganization expenses, impairment of assets, equity in loss/income of partnerships, gain on extinguishment of debt, gain/loss on sale of real estate and gain/loss on sales of non-operating real estate.

Same Store NOI is calculated using retail properties owned for the full periods presented and excludes properties acquired or disposed of, under redevelopment, or designated as non-core during the periods presented. Non Same Store NOI is calculated using the retail properties excluded from the calculation of Same Store NOI.

 

Unconsolidated Properties and Proportionate Financial Information

 

The non-GAAP financial measures of FFO and NOI presented in this press release incorporate financial information attributable to our share of unconsolidated properties. This proportionate financial information is non-GAAP financial information, but we believe that it is helpful information because it reflects the pro rata contribution from our unconsolidated properties that are owned through investments accounted for under GAAP using the equity method of accounting. Under such method, earnings from these unconsolidated partnerships are recorded in our statements of operations prepared in accordance with GAAP under the caption entitled “Equity in (loss) income of partnerships.”

 

To derive the proportionate financial information from our unconsolidated properties,” we multiplied the percentage of our economic interest in each partnership on a property-by-property basis by each line item. Under the partnership

 

---

 

 

PREIT / 6

agreements relating to our current unconsolidated partnerships with third parties, we own a 25% to 50% economic interest in such partnerships, and there are generally no provisions in such partnership agreements relating to special non-pro rata allocations of income or loss, and there are no preferred or priority returns of capital or other similar provisions. While this method approximates our indirect economic interest in our pro rata share of the revenue and expenses of our unconsolidated partnerships, we do not have a direct legal claim to the assets, liabilities, revenues or expenses of the unconsolidated partnerships beyond our rights as an equity owner in the event of any liquidation of such entity. Our percentage ownership is not necessarily indicative of the legal and economic implications of our ownership interest. Accordingly, NOI and FFO results based on our share of the results of unconsolidated partnerships do not represent cash generated from our investments in these partnerships.

 

Core Properties

 

Core Properties include all operating retail properties except for Exton Square Mall. Valley View Mall was previously designated a non-core property, as we no longer operate this property. Core Malls excludes these properties, power centers and Gloucester Premium Outlets.

 

Forward Looking Statements

This press release contains certain forward-looking statements that can be identified by the use of words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “project,” and similar expressions. Forward-looking statements relate to expectations, beliefs, projections, future plans, strategies, anticipated events, trends and other matters that are not historical facts. These forward-looking statements reflect our current views about future events, achievements, results, cost reductions and the impact of COVID-19 and are subject to risks, uncertainties and changes in circumstances that might cause future events, achievements or results to differ materially from those expressed or implied by the forward-looking statements. In particular, our business might be materially and adversely affected by the following:

 

 

---

 

 

PREIT / 7

 

Additional factors that might cause future events, achievements or results to differ materially from those expressed or implied by our forward-looking statements include those discussed herein and in our Annual Report on Form 10-K for the year ended December 31, 2020 in the section entitled “Item 1A. Risk Factors” and any subsequent reports we file with the SEC. Any forward-looking statements made by us speak only as of the date on which they are made, and we do not intend to update or revise any forward-looking statements to reflect new information, future events or otherwise.

 

 

 

** Quarterly supplemental financial and operating **

** information will be available on www.preit.com **

 

 

---

 

 

PREIT / 8 Pennsylvania Real Estate Investment Trust

Selected Financial Data

 

		Three Months Ended  December 31,								Year Ended  December 31,
(in thousands of dollars)		2021				2020				2021				2020
REVENUE:
Real estate revenue:
Lease revenue		$	76,502			$	58,828			$	270,065			$	237,141
Expense reimbursements			4,078				4,142				16,514				15,462
Other real estate revenue			4,462				3,529				9,290				8,333
Total real estate revenue			85,042				66,499				295,869				260,936
Other income			131				123				561				887
Total revenue			85,173				66,622				296,430				261,823
EXPENSES:
Operating expenses:
Property operating expenses:
CAM and real estate taxes			(26,034	)			(26,104	)			(105,933	)			(106,522	)
Utilities			(2,901	)			(2,858	)			(12,473	)			(11,829	)
Other property operating expenses			(2,596	)			(2,848	)			(9,176	)			(8,547	)
Total property operating expenses			(31,531	)			(31,810	)			(127,582	)			(126,898	)
Depreciation and amortization			(29,319	)			(30,765	)			(117,986	)			(126,362	)
General and administrative expenses			(9,751	)			(19,480	)			(49,570	)			(50,272	)
Provision for employee separation expenses			(25	)			(55	)			(305	)			(1,227	)
Insurance recoveries, net			(1	)			-				669				586
Project costs and other expenses			(104	)			(7	)			(309	)			(294	)
Total operating expenses			(70,731	)			(82,117	)			(295,083	)			(304,467	)
Interest expense, net			(32,896	)			(30,042	)			(128,031	)			(84,341	)
(Loss) gain on debt extinguishment, net			-				(1,487	)			4,587				(1,487	)
Gain on derecognition of property			-				1,121				-				8,127
Impairment of assets			(8,374	)			-				(9,938	)			-
Reorganization expenses			-				(3,769	)			(267	)			(3,769	)
Total expenses			(112,001	)			(116,294	)			(428,732	)			(385,938	)
Loss before equity in loss of partnerships, loss on remeasurement of assets by equity method investee, gain on sales of real estate by equity method investee, gain on sales of real estate, net, and gain on sales of interests in non operating real estate			(26,828	)			(49,672	)			(132,302	)			(124,115	)
Equity in loss of partnerships			(1,303	)			(2,746	)			(3,732	)			(5,544	)
Loss on remeasurement of assets by equity method investee			-				(148,545	)			-				(148,545	)
Gain on sales of real estate by equity method investee			-				—				1,337				—
(Loss) gain on sales of real estate, net			11				274				(1,180	)			11,444
Gain on sales of interests in non operating real estate			10				228				10				54
Net loss			(28,110	)			(200,461	)			(135,867	)			(266,706	)
Less: net loss attributable to noncontrolling interest			443				5,192				3,130				7,189
Net loss attributable to PREIT			(27,667	)			(195,269	)			(132,737	)			(259,517	)
Less: preferred share dividends			(6,844	)			(6,844	)			(27,375	)			(27,375	)
Net loss attributable to PREIT common shareholders		$	(34,511	)		$	(202,113	)		$	(160,112	)		$	(286,892	)

 

 

 

 

---

 

 

PREIT / 9 Pennsylvania Real Estate Investment Trust

Selected Financial Data

 

		Three Months Ended  December 31,								Year Ended  December 31,
(in thousands, except per share amounts)		2021				2020				2021				2020
Net loss		$	(28,110	)		$	(200,462	)		$	(135,867	)		$	(266,706	)
Noncontrolling interest			443				5,193				3,130				7,189
Cumulative preferred share dividends			(6,844	)			(6,844	)			(27,375	)			(27,375	)
Dividends on unvested restricted shares			—				—				—				(363	)
Net loss used to calculate loss per share—basic and diluted		$	(34,511	)		$	(202,112	)		$	(160,112	)		$	(287,255	)
Basic and diluted loss per share:		$	(0.43	)		$	(2.62	)		$	(2.04	)		$	(3.72	)
(in thousands of shares)
Weighted average shares outstanding—basic			79,379				77,457				78,595				77,227
Effect of common share equivalents(1)			—				—				—				—
Weighted average shares outstanding—diluted			79,379				77,457				78,595				77,227

(1) The Company had net losses in all periods presented. Therefore, the effects of common share equivalents are excluded from the calculation of diluted loss per share for these periods because they would be antidilutive.

 

 

		Three Months Ended  December 31,								Year Ended  December 31,
(in thousands of dollars)		2021				2020				2021				2020
Comprehensive loss:
Net loss		$	(28,110	)		$	(200,461	)		$	(135,867	)		$	(266,706	)
Unrealized gain (loss) on derivatives			4,096				4,498				11,999				(11,252	)
Reclassification adjustment of loss from de-designated interest rate swaps			—				2,818				—				2,818
Amortization of settled swaps			2				2				11				75
Total comprehensive loss			(24,012	)			(193,143	)			(123,857	)			(275,065	)
Less: comprehensive loss attributable to noncontrolling interest			392				5,083				2,910				7,484
Comprehensive loss attributable to PREIT		$	(23,620	)		$	(188,060	)		$	(120,947	)		$	(267,581	)

 

 

---

 

 

PREIT / 10 Pennsylvania Real Estate Investment Trust

Selected Financial Data

The following table presents a reconciliation of net loss determined in accordance with GAAP to (i) FFO attributable to common shareholders and OP Unit holders, (ii) FFO, as adjusted, attributable to common shareholders and OP Unit holders, (iii) FFO attributable to common shareholders and OP Unit holders per diluted share and OP Unit, (iv) and FFO, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit for the three months and year ended December 31, 2021 and 2020:

 

 

 

		Three Months Ended December 31,								Year Ended December 31,
(in thousands, except per share amounts)		2021				2020				2021				2020
Net loss		$	(28,109	)		$	(200,462	)		$	(135,867	)		$	(266,706	)
Depreciation and amortization on real estate:
Consolidated properties			28,993				30,402				116,646				124,940
PREIT’s share of equity method investments			4,320				4,245				13,577				16,641
Gain on sales of real estate by equity method investee			-				-				(1,337	)			-
Loss (gain) on sales of real estate, net			-				(275	)			1,180				(11,444	)
Loss on remeasurement of assets by equity method investee			-				148,545				-				148,545
Impairment of Assets:
Consolidated properties			8,374				-				9,938				-
PREIT’s share of equity method investments			-				-				264				-
Dividend on preferred shares			-				-				-				(13,687	)
Funds from operations attributable to common shareholders and OP Unit holders		$	13,578			$	(17,545	)		$	4,401			$	(1,711	)
Insurance recoveries, net			-				-				(669	)			(586	)
Reorganization expenses			-				3,769				267				3,769
Loss (gain) on debt extinguishment, net			-				1,487				(4,587	)			1,487
Gain on derecognition of property			-				(1,121	)			-				(8,127	)
Loss on hedge ineffectiveness			(406	)			2,912				(2,735	)			2,912
Provision for employee separation expenses			26				55				305				1,227
Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders		$	13,198			$	(10,443	)		$	(3,018	)		$	(1,029	)
Funds from operations attributable to common shareholders and OP Unit holders per diluted share and OP Unit		$	0.17			$	(0.22	)		$	0.05			$	(0.02	)
Funds from operations, as adjusted, attributable to common shareholders and OP Unit holders per diluted share and OP Unit		$	0.17			$	(0.13	)		$	(0.04	)		$	(0.01	)
(in thousands of shares)
Weighted average number of shares outstanding			79,379				77,457				78,595				77,227
Weighted average effect of full conversion of OP Units			1,031				1,979				1,549				2,012
Effect of common share equivalents			1,081				285				943				380
Total weighted average shares outstanding, including OP Units			81,490				79,721				81,086				79,619

 

 

---

 

 

PREIT / 11 Pennsylvania Real Estate Investment Trust

Selected Financial Data

NOI for the three months ended December 31, 2021 and 2020:

 

		Same Store								Change								Non Same Store								Total
(in thousands of dollars)		2021				2020				$				%				2021				2020				2021				2020
NOI from consolidated properties		$	53,405			$	34,095			$	19,310				56.6	%		$	106			$	594			$	53,511			$	34,689
NOI attributable to equity method investments, at ownership share			8,696				6,291				2,405				38.2	%			(3	)			(29	)			8,693				6,262
Total NOI			62,101				40,386				21,715				53.8	%			103				565				62,204				40,951
Less: lease termination revenue			580				32				548				1,712.5	%			-				-				580				32
Total NOI excluding lease termination revenue		$	61,521			$	40,354			$	21,167				52.5	%		$	103			$	565			$	61,624			$	40,919

 

 

NOI for the year ended December 31, 2021 and 2020:

 

		Same Store								Change								Non Same Store								Total
(in thousands of dollars)		2021				2020				$				%				2021				2020				2021				2020
NOI from consolidated properties		$	167,694			$	132,264			$	35,430				26.8	%		$	593			$	1,774			$	168,287			$	134,038
NOI attributable to equity method investments, at ownership share			32,178				24,564				7,614				31.0	%			(7	)			(8	)			32,171				24,556
Total NOI			199,872				156,828				43,044				27.4	%			586				1,766				200,458				158,594
Less: lease termination revenue			4,491				2,268				2,223				98.0	%			138				-				4,629				2,268
Total NOI excluding lease termination revenue		$	195,381			$	154,560			$	40,821				26.4	%		$	448			$	1,766			$	195,829			$	156,326

 

 

 

 

 

 

 

 

---

 

 

PREIT / 12 Pennsylvania Real Estate Investment Trust

Selected Financial Data

The table below reconciles net loss to NOI of our consolidated properties for the three months and year ended December 31, 2021 and 2020.

 

		Three Months Ended December 31,								Year Ended December 31,
(in thousands of dollars)		2021				2020				2021				2020
Net loss		$	(28,109	)		$	(200,461	)		$	(135,867	)		$	(266,706	)
Other income			(131	)			(123	)			(561	)			(887	)
Depreciation and amortization			29,319				30,765				117,986				126,362
General and administrative expenses			9,751				19,480				49,570				50,271
Insurance recoveries, net			-				-				(669	)			(586	)
Provision for employee separation expense			26				55				305				1,228
Project costs and other expenses			103				7				309				294
Interest expense, net			32,896				30,042				128,031				84,341
Impairment of assets			8,374				-				9,938				-
Gain on debt extinguishment, net			-				1,487				(4,587	)			1,487
Gain on derecognition of property			-				(1,121	)			-				(8,127	)
Reorganization expenses			-				3,769				267				3,769
Equity in loss of partnerships			1,303				2,746				3,732				5,544
Loss on remeasurement of assets by equity method investee			-				148,545				-				148,545
Gain on sales of real estate by equity method investee			-				-				(1,337	)			-
Loss on sales of interests in real estate, net			(11	)			(274	)			1,180				(11,444	)
Loss on sales of interest in non operating real estate			(10	)			(228	)			(10	)			(54	)
NOI from consolidated properties			53,512				34,689				168,287				134,038
Less: Non Same Store NOI of consolidated properties			107				594				592				1,774
Same Store NOI from consolidated properties			53,405				34,095				167,695				132,264
Less: Same Store lease termination revenue			580				14				4,491				2,268
Same Store NOI excluding lease termination revenue		$	52,825			$	34,081			$	163,204			$	129,996

 

The table below reconciles equity in loss of partnerships to NOI of equity method investments at ownership share for the three months and year ended December 31, 2021 and 2020:

 

		Three Months Ended December 31,								Year Ended December 31,
		2021				2020				2021				2020
Equity in loss of partnerships		$	(1,303	)		$	(2,746	)		$	(3,732	)		$	(5,544	)
Other income			-				(10	)			-				(48	)
Depreciation and amortization			4,320				4,244				13,577				16,640
Impairment of assets			-				-				265				-
Interest and other expenses			5,676				4,774				22,061				13,508
Net operating income from equity method investments at ownership share			8,693				6,262				32,171				24,556
Less: Non Same Store NOI from equity method investments at ownership share			(3	)			(29	)			(7	)			(8	)
Same Store NOI of equity method investments at ownership share			8,696				6,291				32,178				24,564
Less: Same Store lease termination revenue			358				18				2,920				18
Same Store NOI from equity method investments excluding lease termination revenue at ownership share		$	8,338			$	5,341			$	29,258			$	22,851

 

 

---

 

 

PREIT / 13 Pennsylvania Real Estate Investment Trust

Selected Financial Data

 

		December 31,
		2021				2020
(in thousands of dollars)
ASSETS:
INVESTMENTS IN REAL ESTATE, at cost:
Operating properties		$	3,156,194			$	3,168,536
Construction in progress			45,828				46,285
Land held for development			4,339				5,516
Total investments in real estate			3,206,361				3,220,337
Accumulated depreciation			(1,405,260	)			(1,308,427	)
Net investments in real estate			1,801,101				1,911,910
INVESTMENTS IN PARTNERSHIPS, at equity:			16,525				27,066
OTHER ASSETS:
Cash and cash equivalents			43,852				43,309
Tenant and other receivables, net			42,501				54,532
Intangible assets			10,054				11,392
Deferred costs and other assets, net			128,923				127,593
Assets held for sale			8,780				1,384
Total assets		$	2,051,736			$	2,177,186
LIABILITIES:
Mortgage loans payable, net		$	851,283			$	884,503
Term Loans, net			959,137				908,473
Revolving Facility			54,549				54,830
Tenants’ deposits and deferred rent			10,180				8,899
Distributions in excess of partnership investments			71,570				76,586
Fair value of derivative liabilities			8,427				23,292
Accrued expenses and other liabilities			89,543				93,663
Total liabilities			2,044,689				2,050,246
EQUITY:
Total equity			7,047				126,940
Total liabilities and equity		$	2,051,736			$	2,177,186

 

 

---

 

 

PREIT / 14 Pennsylvania Real Estate Investment Trust

Selected Financial Data

Changes in Funds from Operations for the three months and year ended December 31, 2021 as compared to the three months and year ended December 31, 2020 (all per share amounts on a diluted basis unless otherwise noted; per share amounts rounded to the nearest half penny; amounts may not total due to rounding)

(in thousands, except per share amounts)		Three Months Ended December 31				Per Diluted Share and OP Unit				Year Ended December 31				Per Diluted Share and OP Unit
Funds from Operations, as adjusted December 31, 2020		$	(10,442	)		$	0.13			$	(1,029	)		$	(0.01	)
Changes - Q4 2020 to Q4 2021
Contribution from anchor replacements and new box tenants			939				0.01				3,032				0.04
Impact from bankruptcies			227				0.01				1,165				0.02
Other leasing activity, including base rent and net CAM and real estate tax recoveries			6,734				0.09				7,002				0.09
Lease termination revenue			208				0.01				(679	)			(0.01	)
Credit losses			10,010				0.13				24,518				0.31
Other			1,192				0.02				392				0.01
Same Store NOI from unconsolidated properties			2,405				0.03				7,614				0.10
Same Store NOI			21,715				0.27				43,044				0.54
Non Same Store NOI			(462	)			(0.01	)			(1,181	)			(0.02	)
General and administrative expenses			9,729				0.12				702				0.01
Capitalization of leasing costs			173				-				84				-
Gain on sales of non-operating real estate			10				-				10				-
Other			(3,774	)			(0.05	)			7,601				0.10
Interest expense, net			(3,751	)			(0.05	)			(52,249	)			(0.66	)
Increase in weighted average shares			-				(0.27	)			-				-
Funds from Operations, as adjusted December 31, 2021		$	13,198			$	0.16			$	(3,018	)		$	(0.04	)
Provision for employee separation expense			(26	)			-				(305	)			(0.01	)
Gain on hedge ineffectiveness			406				0.01				2,735				0.04
Gain on debt extinguishment, net			-				-				4,587				0.06
Insurance recoveries, net			-				-				669				0.01
Reorganization expenses			-				-				(267	)			(0.01	)
Funds from Operations December 31, 2021		$	13,578			$	0.17			$	4,401			$	0.05

 

 

---

v3.22.0.1

Document and Entity Information	Mar. 14, 2022
Document And Entity Information [Line Items]
Amendment Flag	false
Entity Central Index Key	0000077281
Document Type	8-K
Document Period End Date	Mar. 14, 2022
Entity Registrant Name	Pennsylvania Real Estate Investment Trust
Entity Incorporation State Country Code	PA
Entity File Number	001-6300
Entity Tax Identification Number	23-6216339
Entity Address, Address Line One	One Commerce Square
Entity Address, Address Line Two	2005 Market Street
Entity Address, Address Line Three	Suite 1000
Entity Address, City or Town	Philadelphia
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19103
City Area Code	215
Local Phone Number	875-0700
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Shares Of Beneficial Interest Par Value 1.00 Per Share [Member]
Document And Entity Information [Line Items]
Security 12b Title	Shares of Beneficial Interest, par value $1.00 per share
Trading Symbol	PEI
Security Exchange Name	NYSE
Series B Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Series B Preferred Shares, par value $0.01 per share
Trading Symbol	PEIPrB
Security Exchange Name	NYSE
Series C Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Series C Preferred Shares, par value $0.01 per share
Trading Symbol	PEIPrC
Security Exchange Name	NYSE
Series D Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Series D Preferred Shares, par value $0.01 per share
Trading Symbol	PEIPrD
Security Exchange Name	NYSE

This regulatory filing also includes additional resources:
pei-ex99_1.pdf