Colony Capital 2019 Annual Report
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2019 Annual Report Dear Fellow Stockholders, Before I highlight Colony Capital’s 2019 performance, I want to start by addressing the COVID-19 pandemic. First and foremost, our hearts go out to those affected, both directly and indirectly. Like many others, our company has been working diligently to address this health and economic crisis. We have put in place a number of measures to safeguard the health and wellbeing of our employees, tenants, and business partners, and we are closely monitoring developments. In addition, we have positioned our business and portfolio of assets not just to manage through this crisis, but also to capitalize on emerging opportunities, such as those we’ve identified and are pursuing through our focus on digital real estate. As this crisis unfolds here in the United States and around the world, I am confident we have the right foundation and dedicated team to persevere and emerge even stronger. Colony Capital is an asset rich company with a global footprint, a strong balance sheet and a three-decade long track record of success. As an owner, operator and investor in real assets, we have a unique investment platform differentiated by our consistent first mover advantage, proprietary access to transactions and relationships, and disciplined underwriting standards. We have a proven history of identifying compelling growth opportunities across the globe and adapting our business to capture potential value. Having invested more than $100 billion in over 20 countries in the last 29 years, Colony Capital is defined by our pioneering contrarian investments. To build on and extend this legacy, in 2019 our Board’s Strategic Asset Review Committee conducted a comprehensive review of our portfolio. Through this process, we validated the compelling opportunity in digital infrastructure and real estate. With the agreement of our full Board and management team, we are now strategically repositioning and transforming Colony into a focused leader in digital real estate, serving the world’s largest technology companies. The fundamental demand for digital infrastructure is only increasing, as nearly every meaningful innovation – 5G, Internet of Things, cloud, autonomous vehicles – requires substantial bandwidth and connectivity. The rise of the global COVID-19 pandemic has further underscored the importance of, and society’s reliance on, digital infrastructure. In the current digital environment, Colony is strategically poised to become the leading digital real estate provider and funding source across the digital ecosystem. EXECUTING OUR TRANSFORMATION TO DIGITAL REAL ESTATE AND INFRASTRUCTURE In 2019, we made significant progress in transforming the Company into a leading platform for digital real estate and the only global REIT that owns, manages, and operates across all components of the digital ecosystem (towers, data centers and fiber). Key accomplishments include: • Digital Colony Partners (“DCP”): Closed on $4.1 billion of commitments for Digital Colony Partners, surpassing our $3.0 billion target size. DCP is the largest first-time fund for digital real estate in history and is 73% committed. • Digital Bridge: Acquired Digital Bridge Holdings, the investment manager of Digital Colony Partners and six digital portfolio companies, and merged its world-class team of investment professionals with Colony’s. • DataBank: Purchased 20.4% interest in DataBank, the leading private owner/manager of Edge Data Centers in the U.S. for approximately $185 million. • Zayo: Digital Colony Partners completed in 2020 the $14.3 billion acquisition of Zayo Group, the leading provider of mission critical bandwidth to the world’s most impactful companies, representing the second largest leveraged buyout transaction since 2008. • CEO Succession: Designated Marc Ganzi as Colony Capital’s next CEO, effective July 1, 2020. • Board Appointment: Announced the nomination of Jeannie Diefenderfer to our Board of Directors for election at the 2020 annual stockholders meeting in March 2020. MAXIMIZING OUR LEGACY VALUE AND FORTIFYING OUR BALANCE SHEET We also took actions to harvest or realign valuable non-digital businesses and generate liquidity, including: • Industrial: Completed the sale of the light industrial platform for $5.7 billion, delivering a 17% IRR while utilizing modest leverage. • Other Debt & Equity: Sold $717 million of assets with net equity proceeds of $566 million. NRE: Completed the sale of NRE delivering a 16% IRR since inception and generating gross proceeds of $160 million. • Credit: Closed a $1.0 billion CRE CLO at Colony Credit Real Estate, Inc.; and held a closing of the Company’s fifth global real estate credit fund, with total capital commitments of $428 million. • G&A Reduction: Achieved well over 100% of the expected total $50 million to $55 million previously announced cost savings on a run rate basis. • Healthcare: Refinanced an aggregate $2.3 billion of debt, including the $1.725 billion US GAHR loan. • Hospitality: Refinanced three portfolios totaling $1.1 billion of debt on accretive terms that extend maturities 4-7 years. • Investment Management: Completed the sale of the Company’s 27.2% ownership interest in RXR Realty, a non-wholly owned real estate investment management platform, for approximately $200 million resulting in a realized pre-tax gain of $106 million. Last year alone, we generated more than $2.3 billion of liquidity that can be deployed toward prescient investments in digital real estate and infrastructure opportunities, in support of our ongoing digital pivot. Our differentiated strategy, which thoughtfully utilizes our well-regarded brand, access to permanent capital, global reach, best-in-class tenant relationships and digital real estate operating expertise, is expected to drive compelling total returns for Colony’s shareholders and limited partners. In 2020, we remain committed to maximizing the value of our legacy assets and further advancing our digital evolution. This year will be transformational for Colony Capital. With Marc at the helm beginning in July, we will continue to accelerate our digital pivot and drive value as an industry pioneer. Thank you for your continued support and trust during this pivotal moment in our Company’s history. Sincerely, Thomas J. Barrack, Jr. Executive Chairman & Chief Executive Officer [THIS PAGE INTENTIONALLY LEFT BLANK] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-37980 COLONY CAPITAL, INC. (Exact Name of Registrant as Specified in Its Charter) Maryland 46-4591526 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 515 South Flower Street, 44th Floor Los Angeles, California 90071 (Address of Principal Executive Offices, Including Zip Code) (310) 282-8820 (Registrant’s Telephone Number, Including Area Code) Securities registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Which Title of Class Trading Symbol(s) Registered Class A Common Stock, $0.01 par value CLNY New York Stock Exchange Preferred Stock, 7.50% Series G Cumulative Redeemable, $0.01 par value CLNY.PRG New York Stock Exchange Preferred Stock, 7.125% Series H Cumulative Redeemable, $0.01 par value CLNY.PRH New York Stock Exchange Preferred Stock, 7.15% Series I Cumulative Redeemable, $0.01 par value CLNY.PRI New York Stock Exchange Preferred Stock, 7.125% Series J Cumulative Redeemable, $0.01 par value CLNY.PRJ New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes No Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer Accelerated Filer Non-Accelerated Filer Smaller Reporting Company Emerging Growth Company If 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 pursuant to Section 13(a) of the Exchange Act. Yes No Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No The aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2019, was approximately $2.41 billion. As of February 25, 2020, 486,636,319 shares of the Registrant's class A common stock and 733,931 shares of class B common stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company’s Proxy Statement with respect to its 2019 Annual Meeting of Stockholders to be filed not later than 120 days after the end of the Company’s fiscal year ended December 31, 2019 are incorporated by reference into Part III of this Annual Report on Form 10-K.