0001759774False00017597742023-10-302023-10-30
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): October 30, 2023
POSTAL REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | | | | | | | | | | | | |
Maryland | | 001-38903 | | 83-2586114 |
(State or other jurisdiction of Incorporation or organization) | | Commission File Number | | (I.R.S. Employer Identification No.) |
| | | | 75 Columbia Avenue | | | |
| | | | Cedarhurst, NY 11516 | | | |
| | (Address of principal executive offices and zip code) | |
| | | | (516) 295-7820 | | | |
| | (Registrant’s telephone number) | |
| | Not Applicable | |
| | (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 (see General Instruction A.2. below):
| | | | | |
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-I2 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.I4d-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 |
Class A Common Stock, par value $0.01 per share | | PSTL | | 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.
Postal Realty Trust, Inc. (the “Company”) issued a press release on October 30, 2023 announcing its financial results for the quarter ended September 30, 2023. A copy of the press release is furnished herewith and attached hereto as Exhibit 99.1. The information in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act except as set forth by specific reference in such filing.
Item 8.01. Other Events.
On October 30, 2023, the Company filed with the Securities and Exchange Commission (“SEC”) a prospectus supplement, dated October 30, 2023, pursuant to Rule 424(b) under the Securities Act (the “ATM Prospectus”), relating to the offer and sale of up to $117.3 million aggregate gross offering price of shares of the Company’s Class A common stock, par value $0.01 per share, remaining unsold under the Company’s previously disclosed at-the-market equity offering program (the “Shares”). The ATM Prospectus was filed as a result of the Company filing with the SEC a new shelf registration statement on Form S-3 (No. 333-275134) on October 23, 2023, which was declared effective on October 30, 2023. An opinion of Venable LLP with respect to the validity of the Shares is filed herewith as Exhibit 5.1.
Item 9.01. Financial Statements and Exhibits.
| | | | | | | | |
Exhibit No. | | Document |
5.1 | | |
23.1 | | |
99.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
Date: October 30, 2023
| | | | | | | | |
| POSTAL REALTY TRUST, INC. |
| | |
| By: | /s/ Jeremy Garber |
| | Name: Jeremy Garber |
| | Title: President, Treasurer and Secretary |
Exhibit 5.1
[LETTERHEAD OF VENABLE LLP]
October 30, 2023
Postal Realty Trust, Inc.
75 Columbia Avenue
Cedarhurst, NY 11516
Re: Registration Statement on Form S-3
Ladies and Gentlemen:
We have served as Maryland counsel to Postal Realty Trust, Inc., a Maryland corporation (the “Company”), in connection with certain matters of Maryland law relating to the registration by the Company of shares (the “Shares”) of Class A common stock, $0.01 par value per share (the “Common Stock”), of the Company having a maximum aggregate offering price of up to $150,000,000, which may be sold from time to time pursuant to Open Market Sale Agreements, dated November 4, 2022, as amended by those certain Amendments No. 2 to the Open Market Sale Agreements, dated August 8, 2023 (the “Sale Agreements”), each by and among the Company, Postal Realty LP, a Delaware limited partnership, and each of BMO Capital Markets Corp. (“BMO”), Janney Montgomery Scott LLC, Jefferies LLC (“Jefferies”), Stifel, Nicolaus & Company, Incorporated and Truist Securities, Inc. (“Truist”), as sales agents (each, a “sales agent” and, collectively, the “sales agents”), each of Bank of Montreal, Jefferies and Truist Bank, as forward purchasers (each, a “forward purchaser” and, collectively, the “forward purchasers”), and each of BMO, Jefferies and Truist, as forward sellers (each, in its capacity as agent for its affiliated forward purchaser, a “forward seller” and, collectively, the “forward sellers”), relating to the offer and sale of the Shares. This firm did not participate in the drafting or negotiation of the Sale Agreements or the Forward Confirmation (as defined below).
In connection with our representation of the Company, and as a basis for the opinion hereinafter set forth, we have examined originals, or copies certified or otherwise identified to our satisfaction, of the following documents (hereinafter collectively referred to as the “Documents”):
1.The Registration Statement on Form S-3 (File No. 333-275134), and all amendments thereto (the “Registration Statement”) and the related form of prospectus included therein and all supplements thereto, substantially in the form in which it was transmitted to the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”);
2.The Prospectus Supplement, dated October 30, 2023, substantially in the form to be filed with the Commission under the Securities Act;
3.The charter of the Company (the “Charter”), certified by the State Department of Assessments and Taxation of Maryland (the “SDAT”);
4.The Amended and Restated Bylaws of the Company, certified as of the date hereof by an officer of the Company;
Postal Realty Trust, Inc.
October 30, 2023
Page 2
5.A certificate of the SDAT as to the good standing of the Company, dated as of a recent date;
6.Resolutions adopted by the Board of Directors of the Company relating to, among other matters, (a) the authorization of the execution and delivery by the Company of the Sale Agreements and any Forward Confirmation and (b) the sale and issuance of the Shares (the “Resolutions”), certified as of the date hereof by an officer of the Company;
7.The Sale Agreements;
8.The form of Master Forward Confirmation and the related Supplemental Confirmation which may be entered into by and between the Company and the applicable Forward Purchaser in relation to any forward purchase transaction (each, as defined in the applicable Sale Agreement) (the “Forward Confirmation”);
9.A certificate executed by an officer of the Company, dated as of the date hereof; and
10.Such other documents and matters as we have deemed necessary or appropriate to express the opinion set forth below, subject to the assumptions, limitations and qualifications stated herein.
In expressing the opinion set forth below, we have assumed the following:
1.Each individual executing any of the Documents, whether on behalf of such individual or another person, is legally competent to do so.
2.Each individual executing any of the Documents on behalf of a party (other than the Company) is duly authorized to do so.
3.Each of the parties (other than the Company) executing any of the Documents has duly and validly executed and delivered each of the Documents to which such party is a signatory, and such party’s obligations set forth therein are legal, valid and binding and are enforceable in accordance with all stated terms.
4.All Documents submitted to us as originals are authentic. The form and content of all Documents submitted to us as unexecuted drafts do not differ in any respect relevant to this opinion from the form and content of such Documents as executed and delivered. All Documents submitted to us as certified or photostatic copies conform to the original documents. All signatures on all Documents are genuine. All public records reviewed or relied upon by us or on our behalf are true and complete. All representations, warranties, statements and information contained in the Documents are true and complete. There has been no oral or written modification of or amendment to any of the Documents, and there has been no waiver of any provision of any of the Documents, by action or omission of the parties or otherwise.
5.Upon the issuance of any Shares and any Forward Settlement Shares (as defined in the Sale Agreements), the total number of shares of Common Stock issued and
Postal Realty Trust, Inc.
October 30, 2023
Page 3
outstanding will not exceed the total number of shares of Common Stock that the Company is then authorized to issue under the Charter.
6.None of the Shares or the Forward Settlement Shares will be issued, sold or transferred in violation of the restrictions on transfer and ownership contained in the Charter.
Based upon the foregoing, and subject to the assumptions, limitations and qualifications stated herein, it is our opinion that:
1.The Company is a corporation duly incorporated and existing under and by virtue of the laws of the State of Maryland and is in good standing with the SDAT.
2.The issuance of the Shares and the Forward Settlement Shares has been duly authorized and, when issued and delivered by the Company in accordance with the Resolutions, the Registration Statement, the Sales Agreement and, if applicable, any Forward Confirmation against payment of the consideration set forth therein, the Shares and the Forward Settlement Shares will be validly issued, fully paid and nonassessable.
The foregoing opinion is limited to the laws of the State of Maryland, and we do not express any opinion herein concerning any federal or other state law. We express no opinion as to the applicability or effect of federal or state securities laws, including the securities laws of the State of Maryland, or as to federal or state laws regarding fraudulent transfers. To the extent that any matter as to which our opinion is expressed herein would be governed by the laws of any jurisdiction other than the State of Maryland, we do not express any opinion on such matter. The opinion expressed herein is subject to the effect of any judicial decision which may permit the introduction of parol evidence to modify the terms or the interpretation of agreements.
The opinion expressed herein is limited to the matters specifically set forth herein and no other opinion shall be inferred beyond the matters expressly stated. We assume no obligation to supplement this opinion if any applicable law changes after the date hereof or if we become aware of any fact that might change the opinion expressed herein after the date hereof.
This opinion is being furnished to you for submission to the Commission as an exhibit to the Company’s Current Report on Form 8-K relating to the Shares (the “Current Report”), which is incorporated by reference in the Registration Statement. We hereby consent to the filing of this opinion as an exhibit to the Current Report and to the use of the name of our firm therein. In giving this consent, we do not admit that we are within the category of persons whose consent is required by Section 7 of the Securities Act.
Very truly yours,
/s/ Venable LLP
142383-518857
Exhibit 99.1
POSTAL REALTY TRUST, INC. REPORTS THIRD QUARTER 2023 RESULTS
- Acquired 70 USPS Properties for $24.2 Million -
- 100% of Debt Set to Fixed Rates -
- Collected 100% of Contractual Rents -
Cedarhurst, New York, October 30, 2023 (GLOBE NEWSWIRE) — Postal Realty Trust, Inc. (NYSE: PSTL) (the “Company”), an internally managed real estate investment trust that owns and manages over 1,800 properties leased primarily to the United States Postal Service (the “USPS”), ranging from last-mile post offices to industrial facilities, today announced results for the quarter ended September 30, 2023.
Highlights for the Quarter Ended September 30, 2023
•Acquired 70 USPS properties for approximately $24.2 million, excluding closing costs
•17% growth in revenues from third quarter 2022 to third quarter 2023
•Net income attributable to common shareholders was $1.2 million, or $0.04 per diluted share
•Funds from Operations ("FFO") was $6.3 million, or $0.25 per diluted share
•Adjusted Funds from Operations ("AFFO") was $6.9 million, or $0.27 per diluted share
•Subsequent to quarter end, the Company announced a quarterly dividend of $0.2375 per share
"We delivered another successful quarter, adding over $24 million of postal properties to our portfolio and bringing us closer to achieving our 2023 acquisition target of $80 million. We are encouraged by the increase to transaction volumes and have managed to acquire at the top of our weighted average cap rate range this quarter,” stated Andrew Spodek, Chief Executive Officer. “Although we are optimistic about acquisition activity over the long-term, we will remain patient and diligent with deploying capital. Our business occupies a unique and niche space that has proved its resilience in past and present economic cycles, and we have invested in the growth of our company while maintaining conservative leverage. We are in a strong financial position with plenty of available liquidity and the financial flexibility to continue expanding our portfolio.”
Property Portfolio & Acquisitions
The Company’s owned portfolio was 99.7% occupied, comprised of 1,434 properties across 49 states and one territory with approximately 5.7 million net leasable interior square feet and a weighted average rental rate of $9.27 per leasable square foot based on rents in place as of September 30, 2023. The weighted average rental rate consisted of $11.46 per leasable square foot on last-mile and flex properties, and $3.55 on industrial properties.
During the third quarter, the Company acquired 70 last-mile and flex properties leased to the USPS for approximately $24.2 million, excluding closing costs, comprising approximately 165,000 net leasable interior square feet at a weighted average rental rate of $13.24 per leasable square foot based on rents in place as of September 30, 2023.
Balance Sheet & Capital Markets Activity
As of September 30, 2023, the Company had approximately $2.8 million of cash and property-related reserves, and approximately $230 million of net debt with a weighted average interest rate of 4.04%. At the end of the third quarter, 100% of the Company's debt outstanding was set to fixed rates (when taking into account interest rate hedges), and the Company's $150 million revolving credit facility was completely undrawn.
On July 24, 2023, the Company amended its credit facilities to, among other things, add a daily simple SOFR-based option as a benchmark rate. The Company further exercised $25.0 million of term loan accordion under the term loan maturing in January 2027 and, on a delayed-draw basis, $10.0 million of term loan accordion under the term loan maturing in February 2028. In connection with the accordion exercise, the Company also entered into an interest rate swap that effectively fixed the interest rate on the $25.0 million of term loan through January 2027 at a current rate of 5.736%. On September 27, 2023, the Company fixed the interest rate on the $10.0 million of term loan through February 2028 at 6.049%. The Company used the proceeds from the term loan accordion and cash to repay the outstanding balance on the revolving credit facility and fund acquisitions.
During the third quarter and through October 20, 2023, the Company issued 1,313,844 shares of common stock through its at-the-market equity offering program for total gross proceeds of approximately $19.7 million at a weighted average gross price of $15.02 per share. The Company entered into forward sales transactions for 798,847 of the shares, and as of October 20, 2023, all shares had been settled. During the third quarter and through October 20, 2023, the Company issued 240,511 common units in its operating partnership at an average price of $13.37 per unit as part of consideration for property acquisitions.
Dividend
On October 23, 2023, the Company declared a quarterly dividend of $0.2375 per share of Class A common stock. The dividend equates to $0.95 per share on an annualized basis. The dividend will be paid on November 30, 2023 to stockholders of record as of the close of business on November 1, 2023.
Subsequent Events
Subsequent to quarter end and through October 20, 2023, the Company acquired five leased properties comprising approximately 12,000 net leasable interior square feet for approximately $1.3 million, excluding closing costs. The Company had another 15 properties totaling approximately $3.9 million under definitive contracts.
Webcast and Conference Call Details
The Company will host a webcast and conference call to discuss the third quarter 2023 financial results on Tuesday, October 31, 2023, at 9:00 A.M. Eastern Time. A live audio webcast of the conference call will be available on the Company’s investor website at https://
investor.postalrealtytrust.com/Investors/events-and-presentations/default.aspx. To participate in the conference call, callers from the United States and Canada should dial-in ten minutes prior to the scheduled call time at 1-877-407-9208. International callers should dial 1-201-493-6784.
Replay
A telephonic replay of the call will be available starting at 1:00 P.M. Eastern Time on Tuesday, October 31, 2023, through 11:59 P.M. Eastern Time on Tuesday, November 14, 2023, by dialing 1-844-512-2921 in the United States and Canada or 1-412-317-6671 internationally. The passcode for the replay is 13734924.
Non-GAAP Supplemental Financial Information
An explanation of certain non-GAAP financial measures used in this press release, including, FFO, AFFO and net debt, as well as reconciliations of those non-GAAP financial measures, to the most directly comparable GAAP financial measure, is included below.
The Company calculates FFO in accordance with the current National Association of Real Estate Investment Trusts (“NAREIT”) definition. NAREIT currently defines FFO as follows: net income (loss) (computed in accordance with GAAP) excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control, and 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 an entity. Other REITs may not define FFO in accordance with the NAREIT definition or may interpret the current NAREIT definition differently than the Company does and therefore the Company’s computation of FFO may not be comparable to such other REITs.
The Company calculates AFFO by starting with FFO and adjusting for recurring capital expenditures (defined as all capital expenditures and leasing costs that are recurring in nature, excluding expenditures that (i) are for items identified or existing at the time a property was acquired or contributed (including through the Company’s formation transactions), (ii) are part of a strategic plan intended to increase the value or revenue-generating ability of a property, (iii) are considered infrequent or extraordinary in nature, or (iv) for casualty damage), acquisition-related expenses (defined as expenses that are incurred for investment purposes and business acquisitions and do not correlate with the ongoing operations of the Company’s existing portfolio, including due diligence costs for acquisitions not consummated and certain professional fees incurred that were directly related to completed acquisitions or dispositions and integration of acquired business) that are not capitalized, and certain other non-recurring expenses and then adding back non-cash items including: write-off and amortization of deferred financing fees, straight-line rent and other adjustments (including lump sum catch up amounts for increased rents, net of any lease incentives), fair value lease adjustments, income on insurance recoveries from casualties, non-real estate depreciation and amortization and non-cash components of compensation expense. AFFO is a non-GAAP financial measure and should not be viewed as an alternative to net income calculated in accordance with GAAP as a measurement of the Company’s operating performance. The Company believes that AFFO is widely used by other REITs and is helpful to investors as a meaningful additional measure of the
Company’s ability to make capital investments. Other REITs may not define AFFO in the same manner as the Company does and therefore the Company’s calculation of AFFO may not be comparable to such other REITs.
The Company calculates its net debt as total debt less cash and property-related reserves. Net debt as of September 30, 2023 is calculated as total debt of approximately $233 million less cash and property-related reserves of approximately $3 million.
These metrics are non-GAAP financial measures and should not be viewed as an alternative measurement of the Company’s operating performance to net income. Management believes that accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered the presentation of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. As a result, the Company believes that the additive use of FFO and AFFO, together with the required GAAP presentation, is widely-used by the Company’s competitors and other REITs and provides a more complete understanding of the Company’s performance and a more informed and appropriate basis on which to make investment decisions.
Forward-Looking and Cautionary Statements
This press release contains “forward-looking statements.” Forward-looking statements include statements identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements, including, among others, statements regarding the Company’s anticipated growth and ability to obtain financing and close on pending transactions on the terms or timing it expects, if at all, are based on the Company’s current expectations and assumptions regarding capital market conditions, the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the USPS’s terminations or non-renewals of leases, changes in demand for postal services delivered by the USPS, the solvency and financial health of the USPS, competitive, financial market and regulatory conditions, disruption in market, economic and financial conditions as a result of the COVID-19 pandemic, general real estate market conditions, the Company’s competitive environment and other factors set forth under “Risk Factors” in the Company’s filings with the Securities and Exchange Commission. Any forward-looking statement made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.
About Postal Realty Trust, Inc.
Postal Realty Trust, Inc. is an internally managed real estate investment trust that owns and manages over 1,800 properties leased primarily to the USPS. More information is available at postalrealtytrust.com.
Contact:
Investor Relations and Media Relations
Email: Investorrelations@postalrealtytrust.com
Phone: 516-232-8900
Postal Realty Trust, Inc.
Consolidated Statements of Operations
(Unaudited)
(in thousands, except per share data)
| | | | | | | | | | | | | | | | | | | | | | | |
| For the Three Months Ended September 30, | | For the Nine Months Ended September 30, |
| 2023 | | 2022 | | 2023 | | 2022 |
Revenues: | | | | | |
Rental income | $ | 15,438 | | | $ | 13,181 | | | $ | 44,699 | | | $ | 36,665 | |
Fee and other | 668 | | | 594 | | | 2,012 | | | 1,765 | |
Total revenues | 16,106 | | | 13,775 | | | 46,711 | | | 38,430 | |
| | | | | | | |
Operating expenses: | | | | | | | |
Real estate taxes | 2,089 | | | 1,836 | | | 6,101 | | | 5,131 | |
Property operating expenses | 1,917 | | | 1,346 | | | 4,955 | | | 4,106 | |
General and administrative | 3,352 | | | 3,040 | | | 11,121 | | | 9,990 | |
Depreciation and amortization | 4,919 | | | 4,637 | | | 14,537 | | | 12,966 | |
Total operating expenses | 12,277 | | | 10,859 | | | 36,714 | | | 32,193 | |
| | | | | | | |
Income from operations | 3,829 | | | 2,916 | | | 9,997 | | | 6,237 | |
| | | | | | | |
Other income | 246 | | | 44 | | | 485 | | | 718 | |
| | | | | | | |
Interest expense, net: | | | | | | | |
Contractual interest expense | (2,446) | | | (1,670) | | | (6,793) | | | (3,467) | |
Write-off and amortization of deferred financing fees | (174) | | | (156) | | | (504) | | | (440) | |
| | | | | | | |
Interest income | — | | | — | | | 1 | | | 1 | |
Total interest expense, net | (2,620) | | | (1,826) | | | (7,296) | | | (3,906) | |
| | | | | | | |
Income before income tax (expense) benefit | 1,455 | | | 1,134 | | | 3,186 | | | 3,049 | |
Income tax (expense) benefit | (19) | | | 16 | | | (56) | | | (13) | |
| | | | | | | |
Net income | 1,436 | | | 1,150 | | | 3,130 | | | 3,036 | |
Net income attributable to Operating Partnership unitholders’ non-controlling interests | (270) | | | (219) | | | (604) | | | (557) | |
| | | | | | | |
Net income attributable to common stockholders | $ | 1,166 | | | $ | 931 | | | $ | 2,526 | | | $ | 2,479 | |
| | | | | | | |
Net income per share: | | | | | | | |
Basic and Diluted | $ | 0.04 | | | $ | 0.04 | | | $ | 0.08 | | | $ | 0.10 | |
| | | | | | | |
Weighted average common shares outstanding: | | | | | | | |
Basic and Diluted | 20,277,417 | | | 18,554,578 | | | 19,712,504 | | | 18,467,581 | |
| | | | | | | |
Postal Realty Trust, Inc.
Consolidated Balance Sheets
(Unaudited)
(In thousands, except par value and share data) | | | | | | | | | | | |
| September 30, 2023 | | December 31, 2022 |
| | | |
Assets | | | |
Investments: | | | |
Real estate properties, at cost: | | | |
Land | $ | 100,979 | | | $ | 90,020 | |
Building and improvements | 426,230 | | | 378,596 | |
Tenant improvements | 6,825 | | | 6,375 | |
Total real estate properties, at cost | 534,034 | | | 474,991 | |
Less: Accumulated depreciation | (40,464) | | | (31,257) | |
Total real estate properties, net | 493,570 | | | 443,734 | |
Investment in financing leases, net | 16,062 | | | 16,130 | |
Total real estate investments, net | 509,632 | | | 459,864 | |
Cash | 2,462 | | | 1,495 | |
Escrow and reserves | 425 | | | 547 | |
Rent and other receivables | 5,344 | | | 4,613 | |
Prepaid expenses and other assets, net | 18,144 | | | 15,968 | |
Goodwill | 1,536 | | | 1,536 | |
Deferred rent receivable | 1,443 | | | 1,194 | |
In-place lease intangibles, net | 14,313 | | | 15,687 | |
Above market leases, net | 401 | | | 399 | |
Total Assets | $ | 553,700 | | | $ | 501,303 | |
| | | |
Liabilities and Equity | | | |
Liabilities: | | | |
Term loans, net | $ | 198,718 | | | $ | 163,753 | |
| | | |
Secured borrowings, net | 32,823 | | | 32,909 | |
Accounts payable, accrued expenses and other, net | 10,610 | | | 9,109 | |
Below market leases, net | 12,214 | | | 11,821 | |
Total Liabilities | 254,365 | | | 217,592 | |
| | | |
Commitments and Contingencies | | | |
| | | |
Equity: | | | |
Class A common stock, par value $0.01 per share; 500,000,000 shares authorized; 21,512,970 and 19,528,066 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 215 | | | 195 | |
Class B common stock, par value $0.01 per share; 27,206 shares authorized: 27,206 shares issued and outstanding as of September 30, 2023 and December 31, 2022 | — | | | — | |
Additional paid-in capital | 279,585 | | | 254,107 | |
Accumulated other comprehensive income | 9,614 | | | 7,486 | |
Accumulated deficit | (44,529) | | | (32,557) | |
Total Stockholders’ Equity | 244,885 | | | 229,231 | |
Operating Partnership unitholders’ non-controlling interests | 54,450 | | | 54,480 | |
Total Equity | 299,335 | | | 283,711 | |
Total Liabilities and Equity | $ | 553,700 | | | $ | 501,303 | |
Postal Realty Trust, Inc.
Reconciliation of Net Income to FFO and AFFO
(Unaudited)
(In thousands, except share data)
| | | | | | | | | | |
| | For the Three Months Ended September 30, 2023 |
Net income | | $ | 1,436 | | | |
Depreciation and amortization of real estate assets | | 4,893 | | | |
FFO | | $ | 6,329 | | | |
Recurring capital expenditures | | (97) | | | |
Write-off and amortization of deferred financing fees | | 174 | | |
Straight-line rent and other adjustments | | (42) | | | |
Fair value lease adjustments | | (632) | | | |
Acquisition-related and other expenses | | 81 | | | |
Income on insurance recoveries from casualties | | (246) | | | |
Non-real estate depreciation and amortization | | 26 | | | |
Non-cash components of compensation expense | | 1,321 | | | |
AFFO | | $ | 6,914 | | | |
FFO per common share and common unit outstanding | | $ | 0.25 | | | |
AFFO per common share and common unit outstanding | | $ | 0.27 | | | |
Weighted average common shares and common units outstanding, basic and diluted | | 25,632,016 | | | |
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