Wednesday, September 7, 2011

Real Estate Mututal Fund

Disclosing Net Asset Value


When investors talk, publicly traded companies listen. A number of real estate companies

have responded to investor and analyst interest by disclosing their calculation of net asset

value (NAV) on a per-common-share basis. Investors and analysts look to a real estate

company's per-share NAV and the relationship of this value with the market value of the

company's common stock as a way to determine whether the shares are trading at a

premium or discount to the value of net assets underlying "shareholders' equity."

In addition, investors and analysts can evaluate a company's historic NAV growth and the

past relationship of NAV per share with the company's common stock price. The results

of this analysis can also be used for peer group and sector comparisons.

However, as the article "An Inexact Science" in this issue points out, estimating NAV

may be done in more than one way. Described below are current practices in calculating

and reporting NAV and suggestions for appropriate disclosures.

NAV Components

Although much of the data an investor or analyst requires to calculate NAV is available

in a company's financial statements or notes, many companies are facilitating the process

by presenting their own calculations and by showing the components and assumptions

used within quarterly supplemental operating and financial reports. Some of the

companies that have disclosed their NAV components and/or calculations include:

Acadia Realty Trust (NYSE: AKR), Apartment Investment & Management Co.

(NYSE: AIV), Archstone-Smith (NYSE: ASN), First Industrial Realty Trust, Inc.

(NYSE: FR), Home Properties of New York, Inc. (NYSE: HME), ProLogis (NYSE:

PLD), Sun Communities, Inc. (NYSE: SUI) and United Dominion Realty Trust

(NYSE: UDR).

There are several figures common in a typical NAV calculation. The components

generally include: net operating income (NOI) generated by the consolidated property

portfolio; cash flows from properties owned in unconsolidated subsidiaries; management

or other fee income; values for other assets; liabilities; preferred stock (if any); and the

number of diluted common shares and operating partnership units outstanding at the

valuation date. In some cases, property NOI and cash flows are categorized by property

type and/or location.

The NOI used as a basis for valuing properties generally represents a 12-month-forward

estimate, adjusted for portfolio occupancy normalization, as well as straight-line rents, if

applicable. Additional adjustments may reflect normalized capital expenditures,

dispositions, acquisitions and developments added to the operating portfolio, or other

changes in NOI from the existing portfolio. Management or other fee income generally

represents cash flow from short-term contracts.

Other assets would include development projects, land held for future development or

sale, other investments in unconsolidated subsidiaries, cash and cash equivalents, and

miscellaneous items. The value of properties under development typically reflects the

historical cost-carrying amount adjusted to reflect potential increases or decreases in

value depending on the outlook for the projects' success. The value may be estimated

based on projected net cash flows and current investor yield requirements for the related

assets. Land that is held for development or sale may be similarly valued. Any remaining

assets, as well as liabilities and preferred stock, are usually included in NAV at historical

cost net book value.

The number of common shares and operating partnership units would be measured on a

diluted basis at the date of valuation, reflecting any convertible securities that would

dilute earnings per common share if converted.

NAV Calculation

As shown in the accompanying table, the first step in calculating NAV is to estimate a

value for the consolidated property portfolio by applying a capitalization rate to NOI. A

similar calculation is made for the cash flows generated by properties owned in

unconsolidated subsidiaries. The capitalization rate, which is derived from recent market

transactions and represents current investor yield requirements, is adjusted to reflect the

characteristics of a company's portfolio. Relevant characteristics include property type,

class, age, and location, as well as the quality of in-place leases/tenants. In some cases, a

capitalization rate may be developed based on characteristics of individual or groups of

properties. To take into account capital expenditures, companies may either adjust NOI or

the capitalization rate.

Sample NAV Components and Calculation

($ in thousands)

NOI – Forward 12-month estimate $345,678

Adjustment for straight-line rents (if applicable) (12,345)

NOI from property portfolio* $ 333,333

Divide by NOI capitalization rate 8.5%

Value of property portfolio $3,921,565

Management or other fee income $9,876

Divide by appropriate capitalization rate 20.0%

Value of management or fee income $49,380

Add other assets:

Development projec $654,321

Land held for future development or sale $123,456

Other investments in unconsolidated

subsidiaries

$56,789

Cash and equivalents $45,456

Other miscellaneous assets $54,321

Gross value of assets $4,905,288

Deduct:

Total liabilities

$1,889,899

Preferred stock $150,000

Net Asset Value $2,865,389

Divided by total diluted common

shares/operating partnership units 123,456

Net Asset Value per share $23.21

Sensitivity analysis:

Net Asset Value per share based on NOI

capitalization rate 50 basis points higher than

calculated above $ 21.45

Net Asset Value per share based on NOI

capitalization rate 50 basis points lower than

calculated above $ 25.20

* Operating properties, including properties owned in unconsolidated subsidiaries

The next step in calculating NAV would be to estimate a value for the management or fee

income by applying a capitalization rate to projected cash flows.

The values for all other assets are added to the estimated value of the property portfolio

and management or fee income to calculate the gross value of the company's assets. Then

total liabilities and preferred stock are deducted to arrive at the net value of the

company's assets. Finally, total diluted common shares/operating partnership units are

divided by the NAV to determine NAV per share.

Cautions and Conclusions

Some observers have cautioned against relying on NAV because the estimate is based on

a degree of subjectivity. Others suggest that NAV is a necessary analytical tool because a

real estate company's net assets measured by depreciated historical cost is irrelevant to an

analysis of the relationship between the company's underlying net assets and its common

share price.

To enhance the reliability of property valuations, actual operating results generated in

periods immediately preceding the valuation date are generally used to calculate 12-

month-forward NOI estimates. To compensate for the subjectivity of capitalization rate

selection, a company could provide a sensitivity analysis of the NAV calculation. For

example, the analysis could calculate per-share NAV using a range of capitalization rates

that would provide a per-share NAV range based on reducing or increasing capitalization

rates by 25 or 50 basis points.

Another consideration in the analysis of NAV is that the calculation usually looks at only

one point in time and therefore may exclude important company transactions. This can be

addressed by making adjustments for the potential impact on NAV from recent or

pending acquisitions, dispositions, and debt or equity financing transactions. By applying

qualitative judgment to quantitative analysis, NAV can be one of many tools available

from an investor's or analyst's toolbox used to evaluate the investment quality of a real

estate company's common shares.

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