Bluerock Residential Growth REIT, Inc.

CIK:0001442626|SEC Filings

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenues
Rental and other property revenues	$ 58,515	$ 49,721	$ 115,014	$ 100,803
Interest income from loan and ground lease investments	1,073	4,114	7,825	8,835
Total revenues	59,588	53,835	122,839	109,638
Expenses
Property operating	21,806	18,909	41,690	38,841
Property management fees	2,104	1,247	3,974	2,528
General and administrative	7,284	6,595	15,204	13,240
Acquisition and pursuit costs	71	3	116	15
Weather-related losses, net				400
Depreciation and amortization	21,425	19,926	43,456	40,250
Total expenses	52,690	46,680	104,440	95,274
Operating income	6,898	7,155	18,399	14,364
Other income (expense)
Other income	198	57	1,184	209
Preferred returns on unconsolidated real estate joint ventures	4,547	2,329	8,364	4,616
Provision for credit losses	134	(26)	930	(567)
Gain on sale of real estate investments		19,429	0	88,342
Gain on sale of unconsolidated joint ventures	2,802		6,694	0
Transaction costs	(2,158)		(9,703)
Loss on extinguishment of debt and debt modification costs	0	(647)	0	(3,687)
Interest expense, net	(13,373)	(13,460)	(24,918)	(27,294)
Total other (expense) income	(7,850)	7,682	(17,449)	61,619
Net (loss) income	(952)	14,837	950	75,983
Preferred stock dividends	(18,557)	(14,367)	(37,129)	(28,984)
Preferred stock accretion	(5,639)	(7,290)	(10,845)	(14,312)
Net (loss) income attributable to noncontrolling interests
Operating Partnership units	(6,108)	(1,978)	(11,924)	8,182
Partially owned properties	(1,766)	587	(2,430)	6,353
Net (loss) income attributable to noncontrolling interests	(7,874)	(1,391)	(14,354)	14,535
Net (loss) income attributable to common stockholders	$ (17,274)	$ (5,429)	$ (32,670)	$ 18,152
Net (loss) income per common share - Basic	$ (0.59)	$ (0.21)	$ (1.14)	$ 0.68
Net (loss) income per common share - Diluted	$ (0.59)	$ (0.21)	$ (1.14)	$ 0.68
Weighted average basic common shares outstanding	30,022,451	28,129,862	29,239,514	25,623,537
Weighted average diluted common shares outstanding	30,022,451	28,129,862	29,239,514	25,688,530

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities
Net income	$ 950	$ 75,983
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	45,401	42,005
Amortization of fair value adjustments	(764)	(563)
Preferred returns on unconsolidated real estate joint ventures	(8,364)	(4,616)
Gain on sale of real estate investments	0	(88,342)
Gain on sale of unconsolidated joint ventures	(6,694)	0
Fair value adjustment of interest rate caps	(2,084)	(15)
Loss on extinguishment of debt and debt modification costs	0	3,687
Provision for credit losses	(930)	567
Amortization of deferred interest income on mezzanine loan	(2,996)	(997)
Distributions of income and preferred returns from preferred equity investments and unconsolidated real estate joint ventures	4,171	5,884
Share-based compensation attributable to equity incentive plan	4,253	4,159
Share-based compensation attributable to executive salaries	534	439
Share-based compensation attributable to restricted stock grants	176	190
Share-based expense to BRE - LTIP Units	824	786
Changes in operating assets and liabilities:
Due to affiliates, net	707	117
Accounts receivable, prepaids and other assets	124	(5,083)
Notes and accrued interest receivable	4,531	(1,813)
Accounts payable and other accrued liabilities	4,336	7,631
Net cash provided by operating activities	44,175	40,019
Cash flows from investing activities:
Acquisitions of real estate investments	(108,203)	(76,998)
Capital expenditures	(14,427)	(10,130)
Investment in notes receivable and ground lease	(9,783)	(27,228)
Repayments on notes receivable and related promote interest	161,169	12,426
Proceeds from sale of real estate investments	0	224,051
Proceeds from sale and redemption of unconsolidated real estate joint ventures	30,123	31,412
Investment in unconsolidated real estate joint venture interests	(59,842)	(34,881)
Net cash (used in) provided by investing activities	(963)	118,652
Cash flows from financing activities:
Distributions to common stockholders	(9,190)	(7,599)
Distributions to noncontrolling interests	(5,396)	(14,541)
Distributions to preferred stockholders	(37,248)	(29,838)
Contributions from noncontrolling interests	4,477	4,147
Borrowings on mortgages payable	37,342	12,880
Repayments on mortgages payable including prepayment penalties	(6,476)	(87,501)
Proceeds from credit facilities	49,407	30,000
Repayments on credit facilities	0	(63,000)
Payments of deferred financing fees	(3,517)	(1,139)
Miscellaneous offering costs	(60)	(626)
Net proceeds from issuance of Class A common stock	0	19
Repurchase of Class A common stock	0	(85,825)
Shares withheld for employee taxes upon vesting of awards	(182)	(129)
Payments to redeem Operating Partnership Units	(9)	(5)
Net cash provided by (used in) financing activities	36,012	(104,558)
Net increase in cash, cash equivalents and restricted cash	79,224	54,113
Cash, cash equivalents and restricted cash, beginning of year	196,507	118,961
Cash, cash equivalents and restricted cash, end of period	275,731	173,074
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	244,924	136,766
Restricted cash	30,807	36,308
Total cash, cash equivalents and restricted cash, end of period	275,731	173,074
Supplemental disclosure of cash flow information
Cash paid for interest (net of interest capitalized)	25,447	26,516
Supplemental disclosure of non-cash investing and financing activities
Distributions payable - declared and unpaid	15,590	13,879
Mortgages assumed upon property acquisition	0	45,515
Mortgages assumed by buyer upon sale of real estate assets	0	(67,268)
Capital expenditures held in accounts payable and other accrued liabilities	(2,051)	595
Series A Preferred Stock [Member]
Cash flows from financing activities:
Payments to redeem Redeemable Preferred Stock	0	(55,055)
Series B Preferred Stock [Member]
Cash flows from financing activities:
Payments to redeem Redeemable Preferred Stock	0	(79)
Net proceeds from issuance of Warrants associated with the Series B Redeemable Preferred Stock	8,663	179
Payments to redeem Redeemable Preferred Stock	(929)	(28)
Series T Preferred Stock [Member]
Cash flows from financing activities:
Payments to redeem Redeemable Preferred Stock	0	(126)
Net proceeds from issuance of 6.150% Series T Redeemable Preferred Stock	0	193,714
Payments to redeem Redeemable Preferred Stock	$ (870)	$ (6)

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Net Real Estate Investments
Land	$ 307,341	$ 287,406
Buildings and improvements	1,989,363	1,894,745
Furniture, fixtures and equipment	95,102	89,270
Total Gross Real Estate Investments	2,391,806	2,271,421
Accumulated depreciation	(264,286)	(224,123)
Total Net Real Estate Investments	2,127,520	2,047,298
Cash and cash equivalents	244,924	166,492
Restricted cash	30,807	30,015
Notes and accrued interest receivable, net	23,118	173,489
Due from affiliates	1,536	711
Accounts receivable, prepaids and other assets, net	48,543	43,108
Preferred equity investments and investments in unconsolidated real estate joint ventures, net	165,556	135,690
In-place lease intangible assets, net	97	2,530
Total Assets	2,642,101	2,599,333
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Mortgages payable	1,393,076	1,364,991
Revolving credit facilities	49,407
Accounts payable	3,184	3,824
Other accrued liabilities	50,095	52,947
Due to affiliates	595	599
Distributions payable	15,590	15,345
Total Liabilities	1,511,947	1,437,706
Stockholders' Equity
Additional paid-in-capital	353,155	344,003
Distributions in excess of cumulative earnings	(369,705)	(327,270)
Total Stockholders' Equity	50,622	83,874
Noncontrolling Interests
Operating Partnership units	(4,922)	5,889
Partially owned properties	40,098	39,630
Total Noncontrolling Interests	35,176	45,519
Total Equity	85,798	129,393
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY	2,642,101	2,599,333
Preferred Stock [Member]
Stockholders' Equity
Preferred Stock Value
Class A Common Stock
Stockholders' Equity
Common Stock Value	304	273
Class C Common Stock
Stockholders' Equity
Common Stock Value	1	1
Cumulative Redeemable Preferred Stock \| Series A [Member]
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Redeemable Preferred Stock	0	0
Cumulative Redeemable Preferred Stock \| Series C [Member]
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Redeemable Preferred Stock	57,002	56,823
Cumulative Redeemable Preferred Stock \| Series D [Member]
Stockholders' Equity
Preferred Stock Value	66,867	66,867
Redeemable Preferred Stock \| Series B [Member]
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Redeemable Preferred Stock	338,444	331,983
Redeemable Preferred Stock \| Series T
LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Redeemable Preferred Stock	$ 648,910	$ 643,428