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): August 6, 2024

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 August 6, 2024 announcing its financial results for the quarter ended June 30, 2024. 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, or the Exchange Act except as set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.


			(d)			Exhibits.


Exhibit No.						Document
99.1						Press Release of Postal Realty Trust, Inc. dated August 6 , 2024.
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: August 6, 2024


			POSTAL REALTY TRUST, INC.

			By:			/s/ Jeremy Garber
						Name: Jeremy Garber
						Title: President, Treasurer and Secretary

EXHIBIT 99.1

POSTAL REALTY TRUST, INC. REPORTS SECOND QUARTER 2024 RESULTS

- Acquired 70 USPS Properties for $28.3 Million -

- Acquired at a Weighted Average Capitalization Rate of 7.6% -

- Collected 100% of Contractual Rents -

Cedarhurst, New York, August 6, 2024 (GLOBE NEWSWIRE) — Postal Realty Trust, Inc. (NYSE: PSTL) (the “Company”), an internally managed real estate investment trust that owns and manages over 1,950 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 June 30, 2024.

Highlights for the Quarter Ended June 30, 2024

•Acquired 70 USPS properties for approximately $28.3 million, excluding closing costs, at a weighted average capitalization rate of 7.6%

•17% growth in revenues from second quarter 2023 to second quarter 2024

•Net income attributable to common shareholders of $0.8 million, or $0.02 per diluted share

•Funds from Operations ("FFO") of $6.5 million, or $0.23 per diluted share

•Adjusted Funds from Operations ("AFFO") of $7.5 million, or $0.26 per diluted share

•Subsequent to quarter end, the Company announced a quarterly dividend of $0.24 per share

"We delivered another successful quarter, building on the steady performance our investors have come to expect and I am optimistic that the remainder of the year will follow suit", stated Andrew Spodek, Chief Executive Officer. "We have made good progress with our 2023 leases and importantly, these new five-year leases include 3% annual rent escalations through the new lease term. We acquired 70 properties during the second quarter and we are on track to end the year at or above a 7.5% weighted average cap rate. We are in a strong financial position with minimal near-term debt maturities and plenty of available liquidity to continue expanding our portfolio. Our focus remains on organic growth, augmented by accretive acquisitions."

Property Portfolio & Acquisitions

The Company’s owned portfolio was 99.6% occupied, comprised of 1,607 properties across 49 states and one territory with approximately 6.2 million net leasable interior square feet and a weighted average rental rate of $9.67 per leasable square foot based on rents in place as of June 30, 2024. The weighted average rental rate consisted of $11.78 per leasable square foot on last-mile and flex properties, and $3.57 on industrial properties.

During the second quarter, the Company acquired 70 last-mile and flex properties leased to the USPS for approximately $28.3 million, excluding closing costs, comprising approximately

176,000 net leasable interior square feet at a weighted average rental rate of $12.55 per leasable square foot based on rents in place as of June 30, 2024.

Balance Sheet & Capital Markets Activity

As of June 30, 2024, the Company had approximately $3 million of cash and property-related reserves, and approximately $272 million of net debt with a weighted average interest rate of 4.48%. At the end of the quarter, 85% of the Company's debt outstanding was set to fixed rates (when taking into account interest rate hedges), and $108 million of the Company's revolving credit facility was undrawn.

During the second quarter and subsequent to quarter end, the Company issued 364,701 shares of common stock through its at-the-market equity offering program and 61,998 common units in its operating partnership for a portfolio acquisition for total gross proceeds of approximately $6.1 million at an average gross price per share/unit of $14.35.

Dividend

On July 23, 2024, the Company declared a quarterly dividend of $0.24 per share of Class A common stock. The dividend equates to $0.96 per share on an annualized basis. The dividend will be paid on August 30, 2024 to stockholders of record as of the close of business on August 2, 2024.

Subsequent Events

Subsequent to quarter end and through July 29, 2024, the Company acquired nine properties comprising approximately 26,000 net leasable interior square feet for approximately $3.4 million, excluding closing costs. The Company had another 16 properties totaling approximately $4.7 million under definitive contracts.

Webcast and Conference Call Details

The Company will host a webcast and conference call to discuss the second quarter 2024 financial results on Tuesday, August 6, 2024, at 4:30 P.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 1-844-825-9789. International callers should dial 1-412-317-5180.

Replay

A telephonic replay of the call will be available starting at 8:30 P.M. Eastern Time on Tuesday, August 6, 2024, through 11:59 P.M. Eastern Time on Tuesday, August 20, 2024, by dialing 1-844-512-2921 in the United States and Canada or 1-412-317-6671 internationally. The passcode for the replay is 10190629.

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 for replacements of roof or parking lots, (iv) are considered infrequent or extraordinary in nature, or (v) 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 June 30, 2024 is calculated as total debt of approximately $275 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, 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 1,950 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 share and per share data)


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2024		2023		2024		2023
Revenues:
Rental income	$	17,364	$	14,762	$	33,969	$	29,261
Fee and other	686		695		1,369		1,344
Total revenues	18,050		15,457		35,338		30,605

Operating expenses:
Real estate taxes	2,385		2,029		4,687		4,012
Property operating expenses	2,118		1,414		4,471		3,038
General and administrative	3,920		3,610		8,213		7,769
Depreciation and amortization	5,518		4,781		10,819		9,618
Total operating expenses	13,941		11,834		28,190		24,437

Income from operations	4,109		3,623		7,148		6,168

Other income	15		125		65		239

Interest expense, net:
Contractual interest expense	(2,888)		(2,302)		(5,525)		(4,347)
Write-off and amortization of deferred financing fees	(181)		(165)		(362)		(330)

Interest income	5		1		6		1
Total interest expense, net	(3,064)		(2,466)		(5,881)		(4,676)

Income before income tax expense	1,060		1,282		1,332		1,731
Income tax expense	(28)		(21)		(44)		(37)

Net income	1,032		1,261		1,288		1,694
Net income attributable to operating partnership unitholders’ non-controlling interests	(215)		(249)		(265)		(334)

Net income attributable to common stockholders	$	817	$	1,012	$	1,023	$	1,360

Net income per share:
Basic and Diluted	$	0.02	$	0.03	$	0.01	$	0.04

Weighted average common shares outstanding:
Basic and Diluted	22,339,245		19,544,833		22,192,277		19,417,304

Postal Realty Trust, Inc.

Consolidated Balance Sheets

(Unaudited)

(In thousands, except par value and share data)


	June 30, 2024		December 31, 2023

Assets
Investments:
Real estate properties, at cost:
Land	$	118,696	$	106,074
Building and improvements	479,232		443,470
Tenant improvements	7,219		6,977
Total real estate properties, at cost	605,147		556,521
Less: Accumulated depreciation	(50,767)		(43,791)
Total real estate properties, net	554,380		512,730
Investment in financing leases, net	15,994		16,042
Total real estate investments, net	570,374		528,772
Cash	1,743		2,235
Escrow and reserves	868		632
Rent and other receivables	4,043		4,750
Prepaid expenses and other assets, net	14,061		13,369
Goodwill	1,536		1,536
Deferred rent receivable	1,754		1,542
In-place lease intangibles, net	13,479		14,154
Above market leases, net	308		355
Total Assets	$	608,166	$	567,345

Liabilities and Equity
Liabilities:
Term loans, net	$	198,968	$	198,801
Revolving credit facility	42,000		9,000
Secured borrowings, net	32,730		32,823
Accounts payable, accrued expenses and other, net	10,672		11,996
Below market leases, net	14,264		13,100
Total Liabilities	298,634		265,720

Commitments and Contingencies

Equity:
Class A common stock, par value $0.01 per share; 500,000,000 shares authorized; 22,717,706 and 21,933,005 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively	228		219
Class B common stock, par value $0.01 per share; 27,206 shares authorized; 27,206 shares issued and outstanding as of June 30, 2024 and December 31, 2023	—		—
Additional paid-in capital	296,886		287,268
Accumulated other comprehensive income	6,899		4,621
Accumulated deficit	(58,533)		(48,546)
Total Stockholders’ Equity	245,480		243,562
Operating partnership unitholders’ non-controlling interests	64,052		58,063
Total Equity	309,532		301,625
Total Liabilities and Equity	$	608,166	$	567,345

Postal Realty Trust, Inc.

Reconciliation of Net Income to FFO and AFFO

(Unaudited)

(In thousands, except share and per share data)


	For the Three Months Ended June 30, 2024
Net income	$	1,032
Depreciation and amortization of real estate assets	5,491
FFO	$	6,523
Recurring capital expenditures	(135)
Write-off and amortization of deferred financing fees	181
Straight-line rent and other adjustments	162
Fair value lease adjustments	(799)
Acquisition-related and other expenses	99
Income on insurance recoveries from casualties	(15)
Non-real estate depreciation and amortization	27
Non-cash components of compensation expense	1,439
AFFO	$	7,482
FFO per common share and common unit outstanding	$	0.23
AFFO per common share and common unit outstanding	$	0.26
Weighted average common shares and common units outstanding, basic and diluted	28,893,283

Cover	Aug. 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 06, 2024
Entity Registrant Name	POSTAL REALTY TRUST, INC.
Entity Incorporation, State or Country Code	MD
Entity File Number	001-38903
Entity Tax Identification Number	83-2586114
Entity Address, Address Line One	75 Columbia Avenue
Entity Address, City or Town	Cedarhurst
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11516
City Area Code	516
Local Phone Number	295-7820
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, par value $0.01 per share
Trading Symbol	PSTL
Security Exchange Name	NYSE
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001759774
Amendment Flag	false