Form 8-K - Current report

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 7, 2024

ONE LIBERTY PROPERTIES, INC.

(Exact name of Registrant as specified in charter)

Maryland		001-09279		13-3147497
(State or other jurisdiction of incorporation)		(Commission file No.)		(IRS Employer I.D. No.)

60 Cutter Mill Road, Suite 303, Great Neck, New York		11021
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: 516-466-3100

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-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		OLP		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 standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On May 7, 2024, we issued a press release announcing our results of operations for the quarter ended March 31, 2024. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

This information and the exhibit attached hereto are being furnished pursuant to Item 2.02 of Form 8-K and are not to be considered "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall not be incorporated by reference into any previous or future filing by the registrant under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description of Exhibit
99.1		Press release dated May 7, 2024.
101		Cover Page Interactive Data File - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL.

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.

	ONE LIBERTY PROPERTIES, INC.

Date: May 7, 2024	By:	/s/ Isaac Kalish
		Isaac Kalish,
		Senior Vice President and
		Chief Financial Officer

Exhibit 99.1

ONE LIBERTY PROPERTIES REPORTS FIRST QUARTER

2024 RESULTS

— Closes Acquisition of Industrial Property—

— Sells Two Assets and Secures Contracts for Three Additional Sales —

GREAT NECK, New York, May 7, 2024 — One Liberty Properties, Inc. (the “Company” or “One Liberty”) (NYSE: OLP), a real estate investment trust focused on net leased properties, today announced operating results for the quarter ended March 31, 2024.

“We remained focused on the goal of transforming our portfolio towards industrial ownership in the first quarter, working to execute on targeted and opportunistic sales and strategic acquisitions. These efforts led to the sale during the quarter of a restaurant, and subsequent to quarter end, to the addition of an industrial property, along with the sales and pending sales of four assets, including the sales of two retail properties and a restaurant,” stated Patrick J. Callan, Jr., One Liberty’s President and Chief Executive Officer. “While the macro-economic outlook remains uncertain, we believe our thoughtful and disciplined approach will allow us over-time to continue strengthening our portfolio and sustainably growing our cashflow.”

Operating Results:

Rental income was $22.4 million in the first quarter of 2024 compared to $23.0 million in the same prior year quarter. The change is due primarily to the sale of properties in 2023.

Total operating expenses were relatively flat at $14.5 million in the first quarter of 2024 compared to $14.4 million in 2023.

Net income attributable to One Liberty in the first quarter of 2024 was $5.2 million, or $0.23 per diluted share, compared to $5.4 million, or $0.25 per diluted share, in the first quarter of 2023. Net income for the 2024 quarter includes a $1.8 million, or $0.08 per diluted share, gain on sale of real estate. Net income for the 2023 quarter includes a $1.5 million, or $0.07 per diluted share, gain on sale of real estate.

Funds from Operations, or FFO¹, was $9.6 million, or $0.45 per diluted share, for the first quarter of 2024, compared to $10.1 million, or $0.47 per diluted share, in the first quarter of 2023. The change is due primarily to a decrease in rental income; the Company had previously communicated that it anticipated such reduction due to the sale of 11 assets in 2023.

Adjusted Funds from Operations, or AFFO, was $10.2 million, or $0.48 per diluted share, for the quarter ended March 31, 2024, compared to $10.8 million, or $0.50 per diluted share, for the corresponding quarter in the prior year. The change in AFFO is due primarily to the factors contributing to the changes in FFO.

^1.	A description and reconciliation of non-GAAP financial measures (i.e., FFO and AFFO) to GAAP financial measures is presented later in this release.

Balance Sheet:

At March 31, 2024, the Company had $27.4 million of cash and cash equivalents, total assets of $755.7 million, total debt of $416.5 million, and total One Liberty Properties, Inc. stockholders’ equity of $304.8 million.

At May 1, 2024, One Liberty’s available liquidity was $115.1 million, including $15.1 million of cash and cash equivalents and $100.0 million available under the credit facility.

Transactions:

Dispositions

During the quarter, the Company sold a pad site at a multi-tenant retail shopping center in Lakewood, Colorado, which it owned through a consolidated joint venture, for $2.9 million, and recognized its $1.6 million share of the gain on the sale.

Subsequent to quarter end, the Company sold a restaurant for a sales price of $2.8 million and an expected gain of approximately $1.0 million. In addition, the sale of two retail properties, one of which is vacant, and an industrial property are expected to be completed in the second quarter for a sales price of $16.1 million and an anticipated gain of $5.4 million. The sale of these four properties, after the repayment of mortgage debt, will generate net proceeds of approximately $13 million to $14 million. During 2023, these four properties contributed $1.1 million of rental income and $557,000 of operating expenses, including $477,000 of depreciation and amortization expense.

Acquisition

On April 24, 2024, the Company acquired a 63,421 square foot industrial property located on a 5.28-acre lot in Albuquerque, New Mexico for $6.5 million. The lease currently provides for an annual base rent of $431,000, with annual increases of 1.5%. The property is well-located 0.5 miles from I-25 and 1.5 miles from Albuquerque Sunport, the largest airport in New Mexico. The building has high clear heights of 25 feet to 32 feet and ample loading with 17 dock doors. The property is triple-net leased through 2031 to Quality Custom Distribution Services, Inc, a nationwide distributor of products to quick service restaurants and the lease is guaranteed by Golden State Enterprises Inc.

Non-GAAP Financial Measures:

One Liberty computes FFO in accordance with the “White Paper on Funds from Operations” issued by the National Association of Real Estate Investment Trusts (“NAREIT”) and NAREIT’s related guidance. FFO is defined in the White Paper as net income (calculated 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, impairment write-downs of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO on the same basis. In computing FFO, management does not add back to net income the amortization of costs in connection with its financing activities or depreciation of non-real estate assets.

One Liberty computes AFFO by adjusting from FFO for straight-line rent accruals and amortization of lease intangibles, deducting from income additional rent from ground lease tenant, income on settlement of litigation, income on insurance recoveries from casualties, lease termination and assignment fees, and adding back amortization of restricted stock and restricted stock unit compensation expense, amortization of costs in connection with its financing activities (including its share of its unconsolidated joint ventures), debt prepayment costs and amortization of lease incentives and mortgage intangible assets. Since the NAREIT White Paper does not provide guidelines for computing AFFO, the computation of AFFO varies from one REIT to another.

One Liberty believes that FFO and AFFO are useful and standard supplemental measures of the operating performance for equity REITs and are used frequently by securities analysts, investors and other interested parties in evaluating equity REITs, many of which present FFO and AFFO when reporting their operating results. FFO and AFFO are intended to exclude GAAP historical cost depreciation and amortization of real estate assets, which assumes that the value of real estate assets diminish predictability over time. In fact, real estate values have historically risen and fallen with market conditions. As a result, management believes that FFO and AFFO provide a performance measure that when compared year-over-year, should reflect the impact to operations from trends in occupancy rates, rental rates, operating costs, interest costs and other matters without the inclusion of depreciation and amortization, providing a perspective that may not be necessarily apparent from net income. Management also considers FFO and AFFO to be useful in evaluating potential property acquisitions.

FFO and AFFO do not represent net income or cash flows from operating, investing or financing activities as defined by GAAP. FFO and AFFO should not be considered an alternative to net income as a reliable measure of our operating performance nor as an alternative to cash flows from operating, investing or financing activities as measures of liquidity. FFO and AFFO do not measure whether cash flow is sufficient to fund all of the Company’s cash needs, including principal amortization, capital improvements and distributions to stockholders.

Management recognizes that there are limitations in the use of FFO and AFFO. In evaluating the Company’s performance, management is careful to examine GAAP measures such as net income and cash flows from operating, investing and financing activities.

Forward Looking Statement:

Certain information contained in this press release, together with other statements and information publicly disseminated by One Liberty Properties, Inc. is forward looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. We intend such forward looking statements to be covered by the safe harbor provision for forward looking statements contained in the Private Securities Litigation Reform Act of 1995 and include this statement for the purpose of complying with these safe harbor provisions. Forward looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “may,” “will,” “could,” “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” or similar expressions or variations thereof. Information regarding important factors that could cause actual outcomes or other events to differ materially from any such forward looking statements appear in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and the reports filed with the Securities and Exchange Commission thereafter; in particular, the sections of such reports entitled “Cautionary Note Regarding Forward Looking Statements”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, included therein. In addition, estimates of base rent or rental income for 2024 or thereafter excludes any related variable rent, anticipated property purchases and/or sales may not be completed during the period indicated or at all, and estimates of gains from property sales are subject to adjustment, among other things, because actual closing costs may differ from the estimated costs. You should not rely on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and which could materially affect the Company’s actual results, financial condition, cash flows, performance or future achievements.

About One Liberty Properties:

One Liberty is a self-administered and self-managed real estate investment trust incorporated in Maryland in 1982. The Company acquires, owns and manages a geographically diversified portfolio consisting primarily of industrial properties. Many of these properties are subject to long-term net leases under which the tenant is typically responsible for the property’s real estate taxes, insurance and ordinary maintenance and repairs.

Contact:

One Liberty Properties

Investor Relations

Phone: (516) 466-3100

www.onelibertyproperties.com

ONE LIBERTY PROPERTIES, INC.

CONDENSED BALANCE SHEETS

(Amounts in Thousands)

	(Unaudited)
	March 31,			December 31,
	2024			2023
ASSETS
Real estate investments, at cost	$	864,624		$	864,655
Accumulated depreciation		(187,346	)		(182,705	)
Real estate investments, net		677,278			681,950

Investment in unconsolidated joint ventures		2,104			2,051
Cash and cash equivalents		27,373			26,430
Unbilled rent receivable		16,872			16,661
Unamortized intangible lease assets, net		13,650			14,681
Other assets		18,392			19,833
Total assets	$	755,669		$	761,606

LIABILITIES AND EQUITY
Liabilities:
Mortgages payable, net	$	416,539		$	418,347
Line of credit		—			—
Unamortized intangible lease liabilities, net		9,679			10,096
Other liabilities		23,401			25,418
Total liabilities		449,619			453,861

Total One Liberty Properties, Inc. stockholders’ equity		304,834			306,703
Non-controlling interests in consolidated joint ventures		1,216			1,042
Total equity		306,050			307,745
Total liabilities and equity	$	755,669		$	761,606

ONE LIBERTY PROPERTIES, INC. (NYSE: OLP)

(Amounts in Thousands, Except Per Share Data)

(Unaudited)

	Three Months Ended
	March 31,
	2024			2023
Revenues:
Rental income, net	$	22,446		$	22,952
Lease termination fee		250			—
Total revenues		22,696			22,952

Operating expenses:
Depreciation and amortization		6,021			6,145
General and administrative		3,923			4,039
Real estate expenses		4,470			4,124
State taxes		63			68
Total operating expenses		14,477			14,376

Other operating income
Gain on sale of real estate, net		1,784			1,534
Operating income		10,003			10,110

Other income and expenses:
Equity in earnings of unconsolidated joint ventures		53			85
Other income		267			15
Interest:
Expense		(4,717	)		(4,600	)
Amortization and write-off of deferred financing costs		(226	)		(202	)

Net income		5,380			5,408
Net income attributable to non-controlling interests		(225	)		(22	)
Net income attributable to One Liberty Properties, Inc.	$	5,155		$	5,386

Net income per share attributable to common stockholders - diluted	$	.23		$	.25

Funds from operations - Note 1	$	9,559		$	10,113
Funds from operations per common share - diluted - Note 2	$	.45		$	.47

Adjusted funds from operations - Note 1	$	10,210		$	10,803
Adjusted funds from operations per common share - diluted - Note 2	$	.48		$	.50

Weighted average number of common shares outstanding:
Basic		20,509			20,514
Diluted		20,579			20,579

ONE LIBERTY PROPERTIES, INC. (NYSE: OLP)

(Amounts in Thousands, Except Per Share Data)

(Unaudited)

	Three Months Ended
	March 31,
Note 1:	2024			2023
NAREIT funds from operations is summarized in the following table:
GAAP net income attributable to One Liberty Properties, Inc.	$	5,155		$	5,386
Add: depreciation and amortization of properties		5,832			5,969
Add: our share of depreciation and amortization of unconsolidated joint ventures		6			130
Add: amortization of deferred leasing costs		189			176
Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures		—			4
Deduct: gain on sale of real estate, net		(1,784	)		(1,534	)
Adjustments for non-controlling interests		161			(18	)
NAREIT funds from operations applicable to common stock		9,559			10,113
Deduct: straight-line rent accruals and amortization of lease intangibles		(661	)		(893	)
Deduct: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures		(1	)		(5	)
Deduct: lease termination fee income		(250	)		—
Deduct: other income		(27	)		—
Add: amortization of restricted stock and RSU compensation		1,272			1,328
Add: amortization and write-off of deferred financing costs		226			202
Add: amortization of lease incentives		30			31
Add: amortization of mortgage intangible assets		34			23
Add: our share of amortization of deferred financing costs of unconsolidated joint venture		—			4
Adjustments for non-controlling interests		28			—
Adjusted funds from operations applicable to common stock	$	10,210		$	10,803

Note 2:
NAREIT funds from operations is summarized in the following table:
GAAP net income attributable to One Liberty Properties, Inc.	$	.23		$	.25
Add: depreciation and amortization of properties		.28			.27
Add: our share of depreciation and amortization of unconsolidated joint ventures		—			.01
Add: amortization of deferred leasing costs		.01			.01
Add: our share of amortization of deferred leasing costs of unconsolidated joint ventures		—			—
Deduct: gain on sale of real estate, net		(.08	)		(.07	)
Adjustments for non-controlling interests		.01			—
NAREIT funds from operations per share of common stock - diluted (a)		.45			.47
Deduct: straight-line rent accruals and amortization of lease intangibles		(.03	)		(.04	)
Deduct: our share of straight-line rent accruals and amortization of lease intangibles of unconsolidated joint ventures		—			—
Deduct: lease termination fee income		(.01	)		—
Deduct: other income		—			—
Add: amortization of restricted stock and RSU compensation		.06			.06
Add: amortization and write-off of deferred financing costs		.01			.01
Add: amortization of lease incentives		—			—
Add: amortization of mortgage intangible assets		—			—
Add: our share of amortization of deferred financing costs of unconsolidated joint venture		—			—
Adjustments for non-controlling interests		—			—
Adjusted funds from operations per share of common stock - diluted (a)	$	.48		$	.50

(a)

The weighted average number of diluted common shares used to compute FFO and AFFO applicable to common stock includes unvested restricted shares that are excluded from the computation of diluted EPS.

Cover	May 07, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 07, 2024
Entity File Number	001-09279
Entity Registrant Name	ONE LIBERTY PROPERTIES, INC.
Entity Central Index Key	0000712770
Entity Tax Identification Number	13-3147497
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	60 Cutter Mill Road
Entity Address, Address Line Two	Suite 303
Entity Address, City or Town	Great Neck
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11021
City Area Code	516
Local Phone Number	466-3100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	OLP
Security Exchange Name	NYSE
Entity Emerging Growth Company	false