SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2017-05-01 | Period of Report: 2017-05-01 SEC Accession No. 0001581068-17-000017 (HTML Version on secdatabase.com) FILER Brixmor Property Group Inc. Mailing Address Business Address 450 LEXINGTON AVENUE 450 LEXINGTON AVENUE CIK:1581068| IRS No.: 452433192 | State of Incorp.:DE | Fiscal Year End: 1231 NEW YORK NY 10017 NEW YORK NY 10017 Type: 8-K | Act: 34 | File No.: 001-36160 | Film No.: 17801009 (212) 869-3000 SIC: 6798 Real estate investment trusts Brixmor Operating Partnership LP Mailing Address Business Address 420 LEXINGTON AVENUE 420 LEXINGTON AVENUE CIK:1630031| IRS No.: 800831163 | State of Incorp.:DE | Fiscal Year End: 1231 NEW YORK NY 10170 NEW YORK NY 10170 Type: 8-K | Act: 34 | File No.: 333-201464-01 | Film No.: 17801010 212-869-3000 SIC: 6798 Real estate investment trusts Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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): May 1, 2017 Brixmor Property Group Inc. Brixmor Operating Partnership LP (Exact Name of Registrant as Specified in its Charter) Maryland (Brixmor Property Group Inc.) 001-36160 45-2433192 Delaware (Brixmor Operating Partnership LP) 333-201464-01 80-0831163 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 450 Lexington Avenue New York, New York 10017 (Address of Principal Executive Offices) (Zip Code) (212) 869-3000 (Registrant’s Telephone Number, Including Area Code) 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: ☐ 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)) Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company. See the definitions of “emerging growth company” in Rule 12b-2 of the Exchange Act. Brixmor Property Group Inc. Yes ☐ No þ Brixmor Operating Partnership LP Yes ☐ No þ 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. Brixmor Property Group Inc. ☐ Brixmor Operating Partnership LP ☐ Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 2.02 Results of Operations and Financial Condition. On May 1, 2017, Brixmor Property Group Inc. (the "Company") issued a press release announcing its financial results and Supplemental Disclosure pertaining to its operations for the first quarter ended March 31, 2017. The press release is furnished as Exhibit 99.1 to this Report and the Supplemental Disclosure is furnished as Exhibit 99.2 to this Report. As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibits 99.1 and 99.2 to this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. Item 9.01 Financial Statements and Exhibits (d) The following exhibits are attached to this Current Report on Form 8-K 99.1 Press release issued May 1, 2017. 99.2 Brixmor Property Group Inc. Supplemental Financial Information for the first quarter ended March 31, 2017. Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. Date: May 1, 2017 BRIXMOR PROPERTY GROUP INC. By: /s/Steven F. Siegel Name: Steven F. Siegel Title: Executive Vice President, General Counsel and Secretary BRIXMOR OPERATING PARTNERSHIP LP By: Brixmor OP GP LLC, its general partner By: BPG Subsidiary Inc., its sole member By: /s/Steven F. Siegel Name: Steven F. Siegel Title: Executive Vice President, General Counsel and Secretary Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document EXHIBIT INDEX Exhibit No. Description 99.1 Press release issued May 1, 2017. 99.2 Brixmor Property Group Inc. Supplemental Financial Information for the first quarter ended March 31, 2017. Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 99.1 450 Lexington Avenue : New York, NY 10017 : 800.468.7526 FOR IMMEDIATE RELEASE CONTACT: Stacy Slater Senior Vice President, Investor Relations 800.468.7526 [email protected] BRIXMOR PROPERTY GROUP REPORTS FIRST QUARTER 2017 RESULTS - Achieves Highest First Quarter New and Renewal Leasing Volume - - Continues ot Drive Robust Cash Leasing Spreads - NEW YORK, May 1, 2017 - Brixmor Property Group Inc. (NYSE: BRX) (“Brixmor” or the “Company”) announced today its operating results for the three months ended March 31, 2017. For the three months ended March 31, 2017, net income attributable to common stockholders was $0.23 per diluted share compared with $0.20 per diluted share in the comparable 2016 period. Key highlights for the three months ended March 31, 2017 include: • Grew FFO per diluted share 4.4% year-over-year, excluding non-cash GAAP adjustments and lease termination eesf • Generated same property NOI growth of 3.2% • Executed 1.9 million square feet of new and renewal leases at comparable rent spreads of 16.4% • Increased leased occupancy by 10 basis points year-over-year to 92.5% • Increased small shop leased occupancy by 90 basis points year-over-year to 84.8% • Added $42.5 million of value enhancing reinvestment projects to the in process pipeline at an expected average incremental NOI yield of 10% • Completed four anchor space repositioning projects and three outparcel developments for a total investment of $14.5 million at an average incremental NOI yield of 14% • Completed $104.5 million of acquisitions and $35.5 million of dispositions • Issued $400.0 million of 3.90% Senior Notes due 2027 and utilized proceeds to prepay a portion of the Company’s Tranche A Term Loan maturing July 31, 2018 “While the overall retail environment brought an increase in announced retail bankruptcies and store closings, our portfolio continued to benefit from healthy tenant demand, resulting in 1.9 million square feet of new and renewal leases executed in the first quarter at blended comparable rent spreads of 16.4%,” commented James Taylor, Chief Executive Officer and President. “Importantly, our leasing Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document and redevelopment activity continues to demonstrate the upside embedded in our portfolio given our locations, below market rent basis and accretive redevelopment potential, all of which eprr esent distinct ompec titive advantages in today’s environment.” FINANCIAL HIGHLIGHTS Net Income • For the three months ended March 31, 2017 and 2016, net income attributable to common stockholders was $71.6 million, or $0.23 per diluted share, and $60.5 million, or $0.20 per diluted share, respectively. i Copyright © 2017 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 450 Lexington Avenue : New York, NY 10017 : 800.468.7526 NAREIT FFO • For the three months ended March 31, 2017 and 2016, NAREIT FFO was $161.6 million, or $0.53 per diluted share, and $161.3 million, or $0.53 per diluted share, respectively. Same Property NOI Growth • Same property NOI for the three months ended March 31, 2017 increased 3.2% from the comparable 2016 period. • Same property base rent for the three months ended March 31, 2017 contributed 250 basis points to same property NOI growth. Dividend • The Company’s Board of Directors declared a quarterly cash dividend of $0.26 per common share (equivalent to $1.04 per annum) for the second quarter of 2017. • The dividend is payable on July 17, 2017 to stockholders of record on July 6, 2017, representing an ex-dividend date of July 3, 2017. PORTFOLIO AND INVESTMENT ACTIVITY Value Enhancing Reinvestment Opportunities • During the three months ended March 31, 2017, the Company completed four anchor space repositioning projects and added five new projects to its in process pipeline. At March 31, 2017, the anchor space repositioning in process pipeline was comprised of 17 projects with an aggregate net estimated cost of approximately $33.1 million at expected average incremental NOI yields of 13 to 15%. • During the three months ended March 31, 2017, the Company completed three outparcel developments and added three new projects to its in process pipeline. At March 31, 2017, the outparcel development in process pipeline was comprised of seven projects with an aggregate net estimated cost of approximately $9.6 million at an expected average incremental NOI yield of 13%.