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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): November 12, 2024

 

 

 

MOBILE INFRASTRUCTURE CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   001-40415   98-1583957
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

30 W. 4th Street

Cincinnati, Ohio

  45202
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (513) 834-5110

 

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))
   
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

Common Stock, $0.0001 par value per share   BEEP   NYSE American LLC

 

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 November 12, 2024, Mobile Infrastructure Corporation (the “Company”) issued a press release (the “Earnings Press Release”) regarding the Company’s financial results for its third fiscal quarter ended September 30, 2024. A copy of the Earnings Press Release is furnished hereto as Exhibit 99.1.

 

The information contained in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit

Number

  Description
     
99.1   Earnings Press Release, dated November 12, 2024
     
104   Cover Page Interactive Data file (embedded within the Inline XBRL document)

 

 

 

SIGNATURES

 

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.

 

  MOBILE INFRASTRUCTURE CORPORATION
     
Date: November 12, 2024 By:

/s/ Stephanie Hogue

  Name: Stephanie Hogue
  Title: President

 

 

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

 

Mobile Infrastructure Reports Third Quarter 2024 Financial Results

 

—Continued Progress Across Key Operating and Financial Metrics—

 

—Secular Trends Should Begin to Benefit Q4 and Strengthen Comparisons in 2025—

 

—Re-affirms Full Year 2024 Guidance —

 

—Conference Call Will be Held November 13th at 8 AM ET—

 

CINCINNATI—(BUSINESSWIRE)—Mobile Infrastructure Corporation (NYSE American: BEEP), (“Mobile”, “Mobile Infrastructure” or the “Company”), owners of a diversified portfolio of parking assets throughout the United States, today reported results for the third quarter ended September 30, 2024.

 

Commenting on the results, Manuel Chavez III, Chief Executive Officer, said “Our asset portfolio performance was stable in the third quarter, with Net Operating Income increasing 3.8% from the same period last year. Recurring contract parking volumes showed continued strength, offsetting sluggish transient business conditions that affected utilization at hospitality and event locations. As the third quarter progressed, several secular trends began to emerge that we believe will modestly benefit fourth quarter results and have a more meaningful positive impact in 2025.

 

“First, COVID-related cancellations of corporate parking contracts, which have masked new business growth for much of 2024, are now mostly behind us. Second, we are seeing early indications of return to office trends in our markets, particularly in the healthcare, professional services and food and beverage sectors. Lastly, the first of many conversions of downtown office space to residential rentals in our markets has been completed, which is creating 24/7 parking demand at our adjacent location where we currently have substantial capacity. Several other similar projects are scheduled for completion in 2025 and 2026, providing us with considerable future growth opportunities.

 

“Also, in the third quarter, we took several actions that we expect to ultimately enhance shareholder value. These include securing a $40.4 million line of credit to provide the flexibility to fund future preferred stock redemptions in cash rather than common stock, paying all accrued dividends on the preferred stock to-date, and commencing a common stock repurchase plan. These actions are designed to narrow the gap between Mobile’s Net Asset Value (“NAV”) of $7.25 per share and its current market price.”

 

Third Quarter 2024 Highlights

 

Total revenue was $9.8 million as compared to $8.1 million in the prior-year period.
Net loss was $1.9 million as compared to $24.6 million loss in the prior-year period.
NOI* was $6.1 million as compared to $5.9 million in the prior-year period.
Adjusted EBITDA* was $4.5 million as compared to $4.4 million in the prior-year period.
Same location RevPAS was $227.60 as compared to $224.00 in the prior-year period

 

*An explanation of these items and reconciliation of non-GAAP financial measures are presented later in this press release.

 

30 West 4th Street, Cincinnati, OH, Phone: 212-509-4000

 

 

Third Quarter 2024 Financial Results

Page 2

 

Financial Results

 

Total revenue of $9.8 million during the third quarter of 2024 increased by 21.0% from $8.1 million in the prior-year quarter. Total property taxes and operating expenses for the third quarter of 2024 were $3.7 million, as compared to $2.2 million during the same period in 2023.

 

General and administrative expenses for the third quarter of 2024 of $2.7 million reflected $1.3 million of non-cash compensation, compared to general and administrative expenses for the third quarter of 2023 of $4.2 million, which reflected $3.1 million of non-cash compensation.

 

Interest expense for the third quarter of 2024 was $3.3 million, as compared to $3.6 million during the third quarter of 2023.

 

Net loss was $1.9 million, compared with $24.6 million in the comparable prior-year period.

 

Net Operating Income (“NOI”), defined by the Company as total revenues less property taxes and operating expenses, was $6.1 million for the third quarter of 2024, representing a 3.8% increase from the third quarter of 2023.

 

Adjusted EBITDA was $4.5 million for the third quarter of 2024, representing a 2.2% increase over the same year-ago period.

 

Same location Revenue Per Available Stall (“RevPAS”), which calculates Parking Revenue per stall for the comparable portfolio of assets under management agreements year-over-year, was $227.60 for the third quarter of 2024, representing a 1.6% increase from the same year-ago period.

 

As of September 30, 2024, the Company had $14.3 million in cash, cash equivalents and restricted cash. As of September 30, 2024, total debt outstanding, including outstanding borrowings on the credit facility, line of credit and notes payable, was $203.3 million, compared to total debt outstanding of $192.9 million as of December 31, 2023.

 

Summary and Outlook**

 

“Our year-to-date results reflect ongoing progress in managing our asset portfolio and gaining additional oversight on expense. This has enabled us to reaffirm our full year 2024 guidance of revenue of $38 million to $40 million and Net Operating Income of $22.5 million to $23.25 million.

 

We believe we are at an inflection point with respect to our same location RevPAS metric, where we saw positive year-on-year comparisons in the third quarter now that the COVID-related contract cancellations are mostly behind us. Also, throughout 2024, we have taken advantage of market opportunities to profitably sell certain non-core assets in our portfolio. We continue to progress on refinancing our portfolio and expect to have successful actions to share before year-end 2024. Once complete, we will be even better positioned to seek out expansion opportunities and partnerships, benefitting from our market expertise,” Mr. Chavez concluded.

 

**The Company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis, where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. Please see Discussion and Reconciliation of Non-GAAP Measures later in this press release for further discussion. Additional information regarding the Company’s Net Asset Value per share is presented later in this press release.

 

 

Third Quarter 2024 Financial Results

Page 3

 

Third Quarter 2024 Conference Call and Webcast Information

 

Mobile will hold a conference call to discuss its third quarter 2024 results on Wednesday, November 13, 2024, at 8:00 a.m. ET. To participate on the day of the call, dial 1-866-652-5200, or internationally 1-412-317-6060, approximately ten minutes before the call and tell the operator you wish to join the Mobile Infrastructure Conference Call.

 

A live webcast of the conference call will be available in the Investor Relations section of the Mobile Infrastructure website at 3Q24 Earnings Webcast. For those who are unable to listen to the live broadcast, an archived webcast will be available approximately two hours after the conclusion of the call, through January 13, 2025, on the Investor Relations website under “IR Calendar” under “News & Events”.

 

Forward-Looking Statements

 

Certain statements contained in this press release are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. All statements included in this press release that are not historical facts (including any statements concerning our net operating income and revenue projections, our assessment of various trends impacting our economic performance, the effects of implementation of strategic model changes, other plans and objectives of management for future operations or economic performance, or assumptions or forecasts related thereto) are forward-looking statements. Forward-looking statements are typically identified by the use of terms such as “may,” “should,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “potential” or the negative of such terms and other comparable terminology.

 

The forward-looking statements included herein are based upon the Company’s current expectations, plans, estimates, assumptions and beliefs, which involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, the actual results and performance could differ materially from those set forth in the forward-looking statements. Factors which could have a material adverse effect on operations and future prospects include, but are not limited to the fact that we previously incurred and may continue to incur losses, we may be unable to achieve our investment strategy or increase the value of our portfolio, our parking facilities face intense competition, which may adversely affect our revenues, we may not be able to access financing sources on attractive terms, or at all, which could adversely affect our ability to execute our business plan, and other risks and uncertainties discussed in the section titled “Risk Factors” of our final prospectus, filed with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 424(b) under the Securities Act of 1933 on April 12, 2024, in connection with our registration statement on Form S-11 and subsequent filings the Company makes with the SEC from time to time, particularly under the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” including the Company’s Annual Report on Form 10-K, filed with the SEC on March 22, 2024 and Quarterly Reports on Form 10-Q.

 

 

Third Quarter 2024 Financial Results

Page 4

 

Any of the assumptions underlying the forward-looking statements included herein could be inaccurate, and undue reliance should not be placed upon any forward-looking statements included herein. All forward-looking statements are made as of the date of this press release, and the risk that actual results will differ materially from the expectations expressed herein will increase with the passage of time. Except as otherwise required by the federal securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements made after the date of this press release, whether as a result of new information, future events, changed circumstances or any other reason. In light of the significant uncertainties inherent in the forward-looking statements included in this press release, the inclusion of such forward-looking statements should not be regarded as a representation by us or any other person that the objectives and plans set forth in this press release will be achieved.

 

About Mobile Infrastructure Corporation

 

Mobile Infrastructure Corporation is a Maryland corporation. The Company owns a diversified portfolio of parking assets primarily located in the Midwest and Southwest. As of September 30, 2024, the Company owned 41 parking facilities in 20 separate markets throughout the United States, with a total of 15,300 parking spaces and approximately 5.2 million square feet. The Company also owns approximately 0.2 million square feet of retail/commercial space adjacent to its parking facilities. Learn more at www.mobileit.com.

 

Mobile Contact

 

David Gold

Lynn Morgen

beepir@advisiry.com

(212) 750-5800

 

 

Third Quarter 2024 Financial Results

Page 5

 

MOBILE INFRASTRUCTURE CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

 

    As of September 30, 2024     As of December 31, 2023  
    (unaudited)        
ASSETS                
Investments in real estate                
Land and improvements   $ 159,785     $ 161,291  
Buildings and improvements     259,737       260,966  
Construction in progress     32       273  
Intangible assets     10,256       10,187  
      429,810       432,717  
Accumulated depreciation and amortization     (36,102 )     (29,838 )
Total investments in real estate, net     393,708       402,879  
                 
Cash     8,732       11,134  
Cash – restricted     5,568       5,577  
Accounts receivable, net     3,783       2,269  
Note receivable     3,120        
Other assets     3,280       1,378  
Total assets   $ 418,191     $ 423,237  
LIABILITIES AND EQUITY                
Liabilities                
Notes payable, net   $ 132,146     $ 134,380  
Revolving credit facility, net     53,256       58,523  
Preferred line of credit     17,935        
Accounts payable and accrued expenses     10,874       14,666  
Accrued preferred distributions and redemptions     5,603       10,464  
Earn-Out Liability     636       1,779  
Due to related parties     460       470  
Total liabilities     220,910       220,282  
                 
Equity                
Mobile Infrastructure Corporation Stockholders’ Equity                
Preferred stock Series A, $0.0001 par value, 50,000 shares authorized, 2,230 and 2,812 shares issued and outstanding, with a stated liquidation value of $2,229,000 and $2,812,000 as of September 30, 2024 and December 31, 2023, respectively            
Preferred stock Series 1, $0.0001 par value, 97,000 shares authorized, 27,426 and 36,677 shares issued and outstanding, with a stated liquidation value of $27,426,000 and $36,677,000 as of September 30, 2024 and December 31, 2023, respectively            
Preferred stock Series 2, $0.0001 par value, 60,000 shares authorized, 46,000 issued and converted (stated liquidation value of zero as of September 30, 2024 and December 31, 2023)            
Common stock, $0.0001 par value, 500,000,000 shares authorized, 31,724,535 and 27,858,539 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively     2       2  
Warrants issued and outstanding – 2,553,192 warrants as of September 30, 2024 and December 31, 2023     3,319       3,319  
Additional paid-in capital     270,504       262,184  
Accumulated deficit     (139,057 )     (134,291 )
Total Mobile Infrastructure Corporation Stockholders’ Equity     134,768       131,214  
Non-controlling interest     62,513       71,741  
Total equity     197,281       202,955  
Total liabilities and equity   $ 418,191     $ 423,237  

 

 

Third Quarter 2024 Financial Results

Page 6

 

MOBILE INFRASTRUCTURE CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share amounts, unaudited)

 

   

For the Three Months

Ended September 30,

   

For the Nine Months

Ended September 30,

 
    2024     2023     2024     2023  
Revenues                                
Managed property revenue   $ 7,981     $     $ 20,708     $  
Base rent income     1,538       2,009       4,704       6,040  
Percentage rental income     239       6,054       2,439       16,340  
Total revenues     9,758       8,063       27,851       22,380  
                                 
Operating expenses                                
Property taxes     1,829       1,802       5,542       5,300  
Property operating expense     1,835       390       5,180       1,441  
Depreciation and amortization     2,104       2,132       6,293       6,389  
General and administrative     2,684       4,154       8,610       9,218  
Preferred Series 2 - issuance expense           16,101             16,101  
Professional fees     396       326       1,345       1,121  
Organizational, offering and other costs           1,231             1,348  
Impairment           8,700       157       8,700  
Total expenses     8,848       34,836       27,127       49,618  
                                 
Other                                
Interest expense     (3,348 )     (3,618 )     (9,414 )     (10,893 )
(Loss) Gain on sale of real estate     (13 )           (55 )     660  
Other income, net     382       1,121       254       1,152  
Change in fair value of Earn-Out liability     179       4,628       1,143       4,628  
Total other expense     (2,800 )     2,131       (8,072 )     (4,453 )
                                 
Net loss     (1,890 )     (24,642 )     (7,348 )     (31,691 )
Net loss attributable to non-controlling interest     (579 )     (6,807 )     (2,582 )     (10,591 )
Net loss attributable to Mobile Infrastructure Corporation’s stockholders   $ (1,311 )   $ (17,835 )   $ (4,766 )   $ (21,100 )
                                 
Preferred stock distributions declared - Series A     (33 )     (48 )     (104 )     (156 )
Preferred stock distributions declared - Series 1     (407 )     (642 )     (1,350 )     (2,034 )
Preferred stock distributions declared - Series 2           (4,600 )           (4,600 )
Net loss attributable to Mobile Infrastructure Corporation’s common stockholders   $ (1,751 )   $ (23,125 )   $ (6,220 )   $ (27,890 )
                                 
Basic and diluted loss per weighted average common share:                                
Net loss per share attributable to Mobile Infrastructure Corporation’s common stockholders - basic and diluted   $ (0.06 )   $ (1.77 )   $ (0.21 )   $ (2.13 )
Weighted average common shares outstanding, basic and diluted     30,615,113       13,089,848       29,309,119       13,089,848  

 

 

Third Quarter 2024 Financial Results

Page 7

 

Discussion and Reconciliation of Non-GAAP Measures

 

Net Operating Income

 

Net Operating Income (“NOI”) is presented as a supplemental measure of our performance. The Company believes that NOI provides useful information to investors regarding our results of operations, as it highlights operating trends such as pricing and demand for our portfolio at the property level as opposed to the corporate level. NOI is calculated as total revenues less property operating expenses and property taxes. The Company uses NOI internally in evaluating property performance, measuring property operating trends, and valuing properties in our portfolio. Other real estate companies may use different methodologies for calculating NOI, and accordingly, the Company’s NOI may not be comparable to other real estate companies. NOI should not be viewed as an alternative measure of financial performance as it does not reflect the impact of general and administrative expenses, depreciation and amortization, interest expense, other income and expenses, or the level of capital expenditures necessary to maintain the operating performance of the Company’s properties that could materially impact results from operations.

 

EBITDA and Adjusted EBITDA

 

Earnings Before Interest Expense, Taxes, Depreciation and Amortization (“EBITDA”) reflects net income (loss) excluding the impact of the following items: interest expense, depreciation and amortization, and the provision for income taxes, for all periods presented. When applicable, Adjusted EBITDA also excludes certain recurring and non-recurring items from EBITDA, including, but not limited to gains or losses from disposition of real estate assets, impairment write-downs of depreciable property, non-cash changes in the fair value of the Earn-Out liability, merger-related charges and other expenses, gains or losses on settlements, and stock-based compensation expense.

 

The use of EBITDA and Adjusted EBITDA facilitates comparison with results from other companies because it excludes certain items that can vary widely across different industries or among companies within the same industry. For example, interest expense can be dependent on a company’s capital structure, debt levels, and credit ratings. The tax positions of companies can also vary because of their differing abilities to take advantage of tax benefits and because of the tax policies of the jurisdictions in which they operate. EBITDA and Adjusted EBITDA also exclude depreciation and amortization expense because differences in types, use, and costs of assets can result in considerable variability in depreciation and amortization expense among companies. The Company excludes stock-based compensation expense in all periods presented to address the considerable variability among companies in recording compensation expense because companies use stock-based payment awards differently, both in the type and quantity of awards granted. The Company uses EBITDA and Adjusted EBITDA as measures of operating performance which allows for comparison of earnings and evaluation of debt leverage and fixed cost coverage. These non-GAAP financial measures should be considered along with, but not as alternatives to, net income (loss), cash flow from operations or any other operating GAAP measure.

 

 

Third Quarter 2024 Financial Results

Page 8

 

Forward-Looking Basis

 

The Company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis, where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and/or amount of various items that would impact net income which is the most directly comparable forward-looking GAAP financial measure. This includes, for example, external growth factors and balance sheet items, that have not yet occurred, are out of the Company’s control and/or cannot be reasonably predicted. For the same reasons, the Company is unable to address the probable significance of the unavailable information. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

 

The following table presents NOI as well as a reconciliation of NOI to Net Loss, the most directly comparable financial measure under GAAP reported in our consolidated financial statements, for the three and nine months ended September 30, 2024 and 2023 (in thousands):

 

   

For the Three Months

Ended September 30,

         

For the Nine Months

Ended September 30,

       
    2024     2023     %     2024     2023     %  
Revenues                                                
Managed property revenue   $ 7,981     $             $ 20,708     $          
Base rent income     1,538       2,009               4,704       6,040          
Percentage rental income     239       6,054               2,439       16,340          
Total revenues     9,758       8,063       21.0 %     27,851       22,380       24.4 %
Less:                                                
Property taxes     1,829       1,802               5,542       5,300          
Property operating expense     1,835       390               5,180       1,441          
Net Operating Income     6,094       5,871       3.8 %     17,129       15,639       9.5 %
                                                 
Reconciliation                                                
Net loss     (1,890 )     (24,642 )             (7,348 )     (31,691 )        
Loss (gain) on sale of real estate     13                     55       (660 )        
Other income, net     (382 )     (1,121 )             (254 )     (1,152 )        
Change in fair value of Earn-Out liability     (179 )     (4,628 )             (1,143 )     (4,628 )        
Interest expense     3,348       3,618               9,414       10,893          
Depreciation and amortization     2,104       2,132               6,293       6,389          
General and administrative     2,684       4,154               8,610       9,218          
Preferred Series 2 - issuance expense           16,101                     16,101          
Professional fees     396       326               1,345       1,121          
Organizational, offering and other costs           1,231                     1,348          
Impairment           8,700               157       8,700          
Net Operating Income   $ 6,094     $ 5,871             $ 17,129     $ 15,639          

 

 

Third Quarter 2024 Financial Results

Page 9

 

The following table presents the calculation of EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023 (in thousands):

 

   

For the Three Months

Ended September 30,

   

For the Nine Months

Ended September 30,

 
    2024     2023     2024     2023  
Reconciliation of Net Loss to Adjusted EBITDA Attributable to the Company                                
Net loss   $ (1,890 )   $ (24,642 )   $ (7,348 )   $ (31,691 )
Interest expense     3,348       3,618       9,414       10,893  
Depreciation and amortization     2,104       2,132       6,293       6,389  
EBITDA Attributable to the Company   $ 3,562     $ (18,892 )   $ 8,359     $ (14,409 )
Organizational, offering and other costs           1,231             1,348  
Impairment of real estate           8,700       157       8,700  
Preferred Series 2 - Issuance Expense     -       16,101             16,101  
Change in fair value of Earn-Out liability     (179 )     (4,628 )     (1,143 )     (4,628 )
Gain on settlement of indemnification liability           (1,155 )           (1,155 )
Loss (gain) on sale of real estate     13             55       (660 )
Transaction costs     (235 )           59        
Equity based compensation     1,343       3,052       4,751       6,135  
Adjusted EBITDA Attributable to the Company   $ 4,504     $ 4,409     $ 12,238     $ 11,432  

 

Same location RevPAS

 

Revenue Per Available Stall (“RevPAS”) is used to evaluate parking operations and performance. RevPAS is defined as Parking Revenue (Parking Revenue less related Sales Tax/CC Fees) divided by the parking stalls in the locations the Parking Revenue was earned. Parking Revenue does not include Billboard or Commercial Rent, or revenue from locations that are under Lease Agreements. Parking Revenue is a meaningful component of revenue that is used to judge the performance of locations and the ability to manage each location. The Company believes RevPAS is a meaningful indicator of our performance because it measures the period-over-period change in revenues for comparable locations. Parking Revenue should not be viewed as an alternative measure of the Company’s financial performance as it does not reflect all components of revenue for the Company, which may be material.

 

Same location RevPAS represents Parking Revenue at our assets under management agreements prior to 2Q24 with the exception of two assets where the Company does not have sufficient historical data to calculate RevPAS for all periods presented. The Company believes same location RevPAS is a key performance measure that allows for review of fluctuations in revenue without the impact of portfolio transaction or changes in revenue structure.

 

In 2024, same location RevPAS represents Parking Revenue per stall at the managed locations. For years prior to 2024, same location RevPAS represents Parking Revenue at the locations as reported by operators. This does not represent Rent earned by the Company, as the locations were under lease agreements where Rent earned by the Company did not equal revenue received by the operators at the locations.

 

 

Third Quarter 2024 Financial Results

Page 10

 

Net Asset Value

 

The following table provides a breakdown of the major components of our total Net Asset Value attributable to the Company’s common stock, which were disclosed by the Company of June 30, 2024:

 

    Estimated Value  
Investments in real estate(a,b)   $ 546,130  
Cash and restricted cash     13,314  
Other assets     7,647  
Total assets     567,091  
Notes payable and revolving credit facility, net (at fair value)(b)     179,601  
Accrued preferred distributions     9,864  
Other liabilities(c)     11,758  
Total liabilities     201,223  
Preferred stock     33,782  
Total estimated net asset value   $ 332,086  
Fully diluted shares outstanding(d)     45,820,367  
Net asset value per fully diluted share   $ 7.25  

 

a) Estimated value was based on implied cap rate of 4.0% applied to TTM NOI for properties owned as of June 30, 2024.
b) Adjusted for noncontrolling interest related to certain properties.
c) Excludes certain liability classified equity instruments not expected to be settled in cash.
d) Includes all outstanding operating partnership units and excludes out-of-the-money equity instruments.

 

As with any valuation method, the methods used to determine our internally-prepared NAV per share were based upon a number of assumptions, estimates, forecasts and judgments that over time may prove to be incorrect, incomplete or may change materially. There are no rules or regulations that require us to calculate NAV in a certain manner. As a result, other public companies may use different methodologies or assumptions to determine NAV. In addition, NAV is not a measure used under GAAP and the valuations of and certain adjustments made to our assets and liabilities used in the determination of NAV will differ from GAAP. You should not consider NAV to be equivalent to stockholders’ equity or any other GAAP measure. The estimated value of the Company’s assets and liabilities is as of a specific date and such value is expected to fluctuate over time in response to future events, including, but not limited to, changes to commercial real estate values, changes in market interest rates for real estate debt, changes in capitalization rates, changes in laws or regulations, demographic changes, returns on competing investments, local and national economic factors, among other factors. Further, estimated NAV per share, if viewed in isolation, could create a misleading or incomplete view of the current value of the shares of the Company’s common stock. Our NAV is not a representation, warranty or guarantee that we would fully realize our NAV upon a sale of our assets or with respect to the trading price of our shares of common stock. Investors are advised to carefully review the Company’s disclosures filed with the SEC in evaluating the Company or making any investment decision related thereto.