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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended June 30, 2024

OR

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period From _______to ________

Commission File Number: 001-38106

PLYMOUTH INDUSTRIAL REIT, INC.

(Exact name of registrant as specified in its charter)

 

Maryland   27-5466153
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
     
20 Custom House Street, 11th Floor, Boston, MA 02110   (617) 340-3814
(Address of principal executive offices)   (Registrant’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class Trading Symbol Name of Each Exchange
on Which Registered
Common Stock, par value $0.01 per share PLYM New York Stock Exchange

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑   No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☑   No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☑      Accelerated filer ☐      Non-accelerated Filer ☐      Smaller reporting company ☐      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. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes ☐   No ☑

As of July 29, 2024, the Registrant had outstanding 45,396,286 shares of common stock.

 

 

 

Plymouth Industrial REIT, Inc.

INDEX TO QUARTERLY REPORT ON FORM 10-Q

 

PART I. FINANCIAL INFORMATION PAGE
     
ITEM 1. Financial Statements (Unaudited)  
     
  Condensed Consolidated Balance Sheets at June 30, 2024 and December 31, 2023 1
     
  Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023 2
     
  Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2024 and 2023 3
     
  Condensed Consolidated Statements of Changes in Preferred Stock and Equity for the Three and Six Months Ended June 30, 2024 and 2023 4
     
  Condensed Consolidated Statements of Cash Flows for the Three and Six Months Ended June 30, 2024 and 2023 6
     
  Notes to Condensed Consolidated Financial Statements 7
     
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 20
     
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk 29
     
ITEM 4. Controls and Procedures 29
     
PART II. OTHER INFORMATION 30
     
SIGNATURES 31

 

 

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
UNAUDITED
(In thousands, except share and per share amounts)

 

           
   June 30,
2024		   December 31,
2023		 
Assets          
Real estate properties   $1,548,517   $1,567,866 
Net investment in sales-type lease    21,396    — 
Less accumulated depreciation    (292,454)   (268,046)
Real estate properties, net    1,277,459    1,299,820 
           
Cash    23,548    14,493 
Cash held in escrow    5,598    4,716 
Restricted cash    6,983    6,995 
Deferred lease intangibles, net    42,434    51,474 
Other assets    40,445    42,734 
Interest rate swaps    25,328    21,667 
Total assets   $1,421,795   $1,441,899 
           
Liabilities and Equity          
Liabilities:          
Secured debt, net   $262,834   $266,887 
Unsecured debt, net    448,326    447,990 
Borrowings under line of credit    155,400    155,400 
Accounts payable, accrued expenses and other liabilities    67,492    73,904 
Deferred lease intangibles, net    5,134    6,044 
Financing lease liability    2,284    2,271 
Interest rate swaps   5    1,161 
Total liabilities    941,475    953,657 
Commitments and contingencies (Note 11)          
           
Equity:          
Common stock, $0.01 par value: 900,000,000 shares authorized; 45,396,286 and 45,250,184 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively    454    452 
Additional paid in capital    624,810    644,938 
Accumulated deficit    (175,074)   (182,606)
Accumulated other comprehensive income    24,998    20,233 
Total stockholders' equity    475,188    483,017 
Non-controlling interest    5,132    5,225 
Total equity    480,320    488,242 
Total liabilities and equity   $1,421,795   $1,441,899 

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

1 

 

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
(In thousands, except share and per share amounts)

 

                 
   For the Three Months
Ended June 30,		   For the Six Months
Ended June 30,		 
   2024   2023   2024   2023 
                 
Rental revenue  $48,649   $49,899   $98,839   $99,270 
Management fee revenue and other income   37    —    75    29 
Total revenues   48,686    49,899    98,914    99,299 
                     
Operating expenses:                    
Property   13,569    15,690    30,211    31,644 
Depreciation and amortization   21,347    23,417    43,715    47,217 
General and administrative   3,880    3,842    7,244    7,289 
Total operating expenses   38,796    42,949    81,170    86,150 
                     
Other income (expense):                    
Interest expense   (9,411)   (9,584)   (19,009)   (19,119)
Gain on sale of real estate   849    —    8,879    — 
Total other income (expense)   (8,562)   (9,584)   (10,130)   (19,119)
                     
Net income (loss)   1,328    (2,634)   7,614    (5,970)
Less: Net income (loss) attributable to non-controlling interest   14    (30)   82    (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc.   1,314    (2,604)   7,532    (5,902)
Less: Preferred Stock dividends   —    916    —    1,832 
Less: Loss on extinguishment of Series A Preferred Stock   —    —    —    2 
Less: Amount allocated to participating securities   94    82    188    170 
Net income (loss) attributable to common stockholders  $1,220   $(3,602)  $7,344   $(7,906)
Net income (loss) per share attributable to common stockholders — basic  $0.03   $(0.08)  $0.16   $(0.19)
Net income (loss) per share attributable to common stockholders — diluted  $0.03   $(0.08)  $0.16   $(0.19)
                     
Weighted-average common shares outstanding — basic   44,991,220    42,646,535    44,963,908    42,625,768 
Weighted-average common shares outstanding — diluted   45,027,503    42,646,535    44,994,060    42,625,768 

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

2 

 

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
UNAUDITED
(In thousands, except share and per share amounts)

 

                 
   For the Three Months
Ended June 30,		   For the Six Months
Ended June 30,		 
   2024   2023   2024   2023 
                 
Net income (loss)  $1,328   $(2,634)  $7,614   $(5,970)
                     
Other comprehensive income (loss):                    
Unrealized (loss) gain on interest rate swaps   (870)   8,135    4,817    1,065 
Other comprehensive (loss) income   (870)   8,135    4,817    1,065 
Comprehensive income (loss)   458    5,501    12,431    (4,905)
Less: Net income (loss) attributable to non-controlling interest   14    (30)   82    (68)
Less: Other comprehensive (loss) income attributable to non-controlling interest   (9)   93    52    12 
Comprehensive income (loss) attributable to Plymouth Industrial REIT, Inc.  $453   $5,438   $12,297   $(4,849)

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

3 

 

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PREFERRED STOCK AND EQUITY
UNAUDITED
(In thousands, except share and per share amounts)

 

                                         
   Common Stock,
$0.01 Par Value		   Additional
Paid in		   Accumulated   Accumulated
Other
Comprehensive		   Stockholders’   Non-
controlling		   Total 
   Shares   Amount   Capital   Deficit   Income   Equity   Interest   Equity 
Balance, January 1, 2024    -45,250,184   $452   $644,938   $(182,606)  $20,233   $483,017   $5,225   $488,242 
Net proceeds from common stock    —    —    (245)   —    —    (245)   —    (245)
Stock based compensation    —    —    914    —    —    914    —    914 
Restricted shares issued (forfeited)    131,892    1    (1)   —    —    —    —    — 
Dividends and distributions    —    —    (10,904)   —    —    (10,904)   (118)   (11,022)
Other comprehensive income    —    —    —    —    5,626    5,626    61    5,687 
Reallocation of non-controlling interest    —    —    (51)   —    —    (51)   51    — 
Net income (loss)    -—    —    —    6,218    —    6,218    68    6,286 
Balance, March 31, 2024    -45,382,076   $453   $634,651   $(176,388)  $25,859   $484,575   $5,287   $489,862 
Net proceeds from common stock    —    —    (65)   —    —    (65)   —    (65)
Stock based compensation    —    —    1,111    —    —    1,111    —    1,111 
Restricted shares issued (forfeited)    14,210    1    (1)   —    —    —    —    — 
Dividends and distributions    —    —    (10,928)   —    —    (10,928)   (118)   (11,046)
Other comprehensive income    —    —    —    —    (861)   (861)   (9)   (870)
Reallocation of non-controlling interest    —    —    42    —    —    42    ( 42)   — 
Net income (loss)    -—    —    —    1,314    —    1,314    14    1,328 
Balance, June 30, 2024    -45,396,286   $454   $624,810   $(175,074)  $24,998   $475,188   $5,132   $480,320 

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

4 

 

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PREFERRED STOCK AND EQUITY
UNAUDITED
(In thousands, except share and per share amounts)

 

                                                           
  Preferred Stock
Series A
$0.01 Par Value		     Common Stock,
$0.01 Par Value		   Additional
Paid in		   Accumulated   Accumulated
Other
Comprehensive		   Stockholders’   Non-
controlling		   Total  
  Shares   Amount     Shares   Amount   Capital   Deficit   Income   Equity   Interest   Equity  
Balance, January 1, 2023 1,955,513   $ 46,844     42,849,489   $ 428   $ 635,068   $ (194,243 ) $ 29,739   $ 470,992   $ 5,389   $ 476,381  
Repurchase and extinguishment of Series A Preferred Stock (1,730 )    (41 )   —     —     —     (2 )   —     (2 )   —     (2 )
Net proceeds from common stock —     —     —     —     (137 )    —     —     (137 )    —     (137 ) 
Stock based compensation —     —     —     —     585     —     —     585     —     585  
Restricted shares issued (forfeited) —     —     181,375     2     (2 )   —     —     —     —     —  
Dividends and distributions —     —     —     —     (10,598 )   —     —     (10,598 )   (110 )   (10,708 )
Other comprehensive income —     —     —     —     —     —     (6,989 )    (6,989 )    (81 )    (7,070 ) 
Reallocation of non-controlling interest —     —     —     —     26     —     —     26     (26 )   —  
Net income (loss) —     —     —     —     —     (3,298 )   —     (3,298 )   (38 )   (3,336 )
Balance, March 31, 2023 1,953,783   $ 46,803  -   43,030,864   $ 430   $ 624,942   $ (197,543 ) $ 22,750   $ 450,579   $ 5,134   $ 455,713  
Net proceeds from common stock —     —     70,000     1     1,384     —     —     1,385     —     1,385  
Stock based compensation —     —     —     —     716     —     —     716     —     716  
Dividends and distributions —     —     —     —     (10,625 )   —     —     (10,625 )   (110 )   (10,735 )
Other comprehensive income —     —     —     —     —     —     8,042     8,042     93     8,135  
Reallocation of non-controlling interest —     —     —     —     (3 )   —     —     (3 )   3     —  
Net income (loss) —     —  -   —     —     —     (2,604 )   —     (2,604 )   (30 )   (2,634 )
Balance, June 30, 2023 1,953,783   $ 46,803     43,100,864   $ 431   $ 616,414   $ (200,147 ) $ 30,792   $ 447,490   $ 5,090   $ 452,580  

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

5 

 

PLYMOUTH INDUSTRIAL REIT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
(In thousands)

 

           
   For the Six Months Ended
June 30,		 
   2024   2023 
Operating activities          
Net income (loss)   $7,614   $(5,970)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:          
Depreciation and amortization    43,715    47,217 
Straight line rent adjustment    1,029    (1,617)
Intangible amortization in rental revenue, net    (611)   (1,403)
Amortization of debt related costs    876    1,138 
Stock based compensation    2,025    1,301 
Gain on sale of real estate   (8,879)   — 
Changes in operating assets and liabilities:          
Other assets    (365)   1,595 
Deferred leasing costs    (1,802)   (2,812)
Accounts payable, accrued expenses and other liabilities    (7,125)   50 
Net cash provided by operating activities   36,477    39,499 
           
Investing activities          
Real estate improvements    (9,335)   (18,520)
Proceeds from sale of real estate   8,439    — 
Net investment in sales-type lease    85    — 
Net cash used in investing activities    (811)   (18,520)
           
Financing activities          
(Payment) Proceeds from issuance of common stock, net    (310)   1,248 
Repayment of secured debt    (4,130)   (3,695)
Proceeds from line of credit facility    —    10,000 
Repurchase of Series A Preferred Stock    —    (43)
Debt issuance costs    —    (27)
Dividends and distributions paid    (21,301)   (21,158)
Net cash used in financing activities    (25,741)   (13,675)
           
Net increase (decrease) in cash, cash held in escrow, and restricted cash    9,925    7,304 
Cash, cash held in escrow, and restricted cash at beginning of period    26,204    31,213 
Cash, cash held in escrow, and restricted cash at end of period   $36,129   $38,517 
           
Supplemental Cash Flow Disclosures:          
Cash paid for interest   $18,732   $18,215 
           
Supplemental Non-cash Financing and Investing Activities:          
Dividends declared included in accounts payable, accrued expenses and other liabilities   $10,975   $9,709 
Distribution payable to non-controlling interest holder   $118   $110 
Real estate improvements included in accounts payable, accrued expenses and other liabilities  $2,037   $4,050 
Deferred leasing costs included in accounts payable, accrued expenses and other liabilities   $414   $1,048 

 

The accompanying notes are an integral part of the condensed consolidated financial statements.

6 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

1. Nature of the Business and Basis of Presentation

Business

Plymouth Industrial REIT, Inc., (the “Company”, “we” or the “REIT”) is a Maryland corporation formed on March 7, 2011. The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns substantially all of its assets and conducts substantially all of its business through its operating partnership, Plymouth Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). The Company, as general partner of the Operating Partnership, controls the Operating Partnership and consolidates the assets, liabilities, and results of operations of the Operating Partnership. As of June 30, 2024 and December 31, 2023, the Company owned a 98.9% equity interest in the Operating Partnership.

The Company is a real estate investment trust focused on the acquisition, ownership and management of single and multi-tenant industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties, located in primary and secondary markets within the main industrial, distribution and logistics corridors of the United States. As of June 30, 2024, the Company, through its subsidiaries, owned 155 industrial properties comprising 210 buildings with an aggregate of approximately 33.8 million square feet, and our regional property management office building located in Columbus, Ohio totaling approximately 17,260 square feet.

2. Summary of Significant Accounting Policies

The accounting policies underlying the accompanying unaudited condensed consolidated financial statements are those set forth in the Company's audited financial statements for the years ended December 31, 2023 and 2022. Additional information regarding the Company’s significant accounting policies related to the accompanying interim financial statements is as follows:

Basis of Presentation

The Company’s interim condensed consolidated financial statements include the accounts of the Company, the Operating Partnership and their subsidiaries. The interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. These interim condensed consolidated financial statements include adjustments of a normal and recurring nature considered necessary by management to fairly state the Company's financial position and results of operations. These interim condensed consolidated financial statements may not be indicative of financial results for the full year. These interim condensed consolidated financial statements and notes thereto should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto for the years ended December 31, 2023 and 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the United States Securities and Exchange Commission on February 22, 2024.

Consolidation

We consolidate all entities that are wholly owned and those in which we own less than 100% but control, as well as any Variable Interest Entities (“VIEs”) in which we are the primary beneficiary. We evaluate our ability to control an entity and whether the entity is a VIE and we are the primary beneficiary through consideration of the substantive terms of the arrangement to identify which enterprise has the power to direct the activities of a VIE that most significantly impacts the entity’s economic performance and the obligation to absorb losses of the entity or the right to receive benefits from the entity. Investments in entities in which we do not control but over which we have the ability to exercise significant influence over operating and financial policies are presented under the equity method. Investments in entities that we do not control and over which we do not exercise significant influence are carried at the lower of cost or fair value, as appropriate. Our ability to correctly assess our influence and/or control over an entity affects the presentation of these investments in our condensed consolidated financial statements.

Consolidated VIEs are those for which the Company is considered to be the primary beneficiary of a VIE. The primary beneficiary is the entity that has a controlling financial interest in the VIE, which is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance and (2) the obligation to absorb losses or the right to receive the returns from the VIE that could potentially be significant to the VIE. The Company has determined that the Operating Partnership is a VIE and the Company is the primary beneficiary. The Company's only significant asset is its investment in the Operating Partnership, and therefore, substantially all of the Company’s assets and liabilities are the assets and liabilities of the Operating Partnership.

Risks and Uncertainties

The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial position. Should the Company experience a significant decline in operational performance, it may affect the Company’s ability to make distributions to its stockholders, service debt, or meet other financial obligations.

7 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions, impairments of long-lived assets and its stock-based compensation. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions.

Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash and restricted cash, which includes tenant security deposits and cash collateral for its borrowings discussed in Note 5, and cash held in escrow for real estate tax, insurance, tenant capital improvements and leasing commissions, in bank deposit accounts, which at times may exceed federally insured limits. As of June 30, 2024, the Company has not realized any losses in such cash accounts and believes it mitigates its risk of loss by depositing its cash and restricted cash in highly rated financial institutions or within accounts that are below the federally insured limits.

The following table presents a reconciliation of cash, cash held in escrow, and restricted cash reported within our condensed consolidated balance sheets to amounts reported within our condensed consolidated statements of cash flows:

   June 30,   December 31, 
   2024   2023 
Cash   $23,548   $14,493 
Cash held in escrow    5,598    4,716 
Restricted cash    6,983    6,995 
Cash, cash held in escrow, and restricted cash   $36,129   $26,204 

 

Debt Issuance Costs

Debt issuance costs other than those associated with the revolving line of credit facility are reflected as a reduction to the respective loan amounts in the form of a debt discount. Amortization of this expense is included in interest expense in the condensed consolidated statements of operations.

Debt issuance costs amounted to $6,787 at June 30, 2024 and December 31, 2023, and related accumulated amortization amounted to $4,109 and $3,603 at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, the Company has classified net unamortized debt issuance costs of $1,005 and $1,469, respectively, related to borrowings under the line of credit to other assets in the condensed consolidated balance sheets.

Derivative Instruments and Hedging Activities

We record all derivatives on the accompanying condensed consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply, or we elect not to apply hedge accounting.

In accordance with fair value measurement guidance, we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting arrangements on a net basis by the counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract. We minimize the credit risk in our derivative financial instruments by entering into transactions with various high-quality counterparties. Our exposure to credit risk at any point is generally limited to amounts recorded as assets on the accompanying condensed consolidated balance sheets.

8 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

Earnings (Loss) per Share

The Company follows the two-class method when computing net earnings (loss) per common share as the Company has issued shares that meet the definition of participating securities. The two-class method determines net earnings (loss) per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. See Note 10 for details.

Fair Value of Financial Instruments

The Company applies various valuation approaches in determining the fair value of its financial assets and liabilities within a hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the source of inputs as follows:

Level 1 — Quoted prices for identical instruments in active markets.

Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 — Significant inputs to the valuation model are unobservable.

The availability of observable inputs can vary among the various types of financial assets and liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level input that is significant to the overall fair value measurement. Level 3 inputs are applied in determining the fair value of our debt, interest rate swaps and performance stock units discussed in Notes 5, 6 and 9 respectively.

Financial instruments, including cash, restricted cash, cash held in escrow, accounts receivable, accounts payable, accrued expenses and other current liabilities, are considered Level 1 in fair value hierarchy. The amounts reported on the condensed consolidated balance sheets for these financial instruments approximate their fair value due to their relatively short maturities and prevailing interest rates. Derivative financial instruments are considered Level 2 in the fair value hierarchy as discussed in Note 6.

Leases

For leases in which we are the lessee, a right of use asset and lease liability is recorded on the condensed consolidated balance sheets equal to the present value of the fixed lease payments of the corresponding lease. To determine our operating right of use asset and lease liability, we estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases by utilizing a market-based approach. Since the terms under our ground leases are significantly longer than the terms of borrowings available to us on a fully collateralized basis, the estimate of this rate requires significant judgment, and considers factors such as market-based pricing on longer duration financing instruments.

Revenue Recognition

Minimum rental revenue from real estate operations is recognized on a straight-line basis. The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the term of the individual leases. In accordance with ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term. If our assessment of collectability changes during the lease term, any difference between the revenue that would have been received under the straight-line method and the lease payments that have been collected will be recognized as a current period adjustment to rental revenue. Rental revenue associated with leases where collectability has been deemed less than probable is recognized on a cash basis in accordance with ASC 842.

Segments

The Company has one reportable segment, industrial properties. These properties have similar economic characteristics and meet the other criteria that permit the properties to be aggregated into one reportable segment.

Stock Based Compensation

The Company grants stock-based compensation awards to our employees and directors typically in the form of restricted shares of common stock, and performance stock units for certain executive officers and key employees. The Company measures stock-based compensation expense based on the fair value of the awards on the grant date and recognizes the expense ratably over the vesting period. Forfeitures of unvested shares are recognized in the period the forfeiture occurs.

9 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

3. Real Estate Properties, Net

Real estate properties, net consisted of the following at June 30, 2024 and December 31, 2023:

   June 30,   December 31, 
   2024   2023 
Land   $223,049   $226,020 
Buildings and improvements    1,185,488    1,203,355 
Site improvements    128,463    130,638 
Construction in progress    11,517    7,853 
Real estate properties at cost    1,548,517    1,567,866 
Net investment in sales-type lease    21,396    — 
Less: accumulated depreciation    (292,454)   (268,046)
Real estate properties, net   $1,277,459   $1,299,820 

 

Depreciation expense was $16,813 and $16,891 for the three months ended June 30, 2024 and 2023, respectively, and $34,244 and $33,762 for the six months ended June 30, 2024 and 2022, respectively.

Acquisition of Properties

There were no acquisitions of properties during the six months ended June 30, 2024.

Sale of Real Estate

During the six months ended June 30, 2024, the Company sold a single, 221,911 square foot property located in Kansas City, MO for approximately $9,150, recognizing a net gain of $849. There were no sales of real estate for the six months ended June 30, 2023.

4. Leases

As a Lessor

Operating Leases

We lease our properties to tenants under agreements that are typically classified as operating leases. We recognize the total minimum lease payments provided for under the leases on a straight-line basis over the lease term. Many of our leases have triple net provisions or modified gross lease expense reimbursement provisions in order to recover certain operating expenses such as common area maintenance, insurance, real estate taxes and utilities from our tenants. The recovery of such operating expenses is recognized in rental revenue in the condensed consolidated statements of operations. Some of our tenants’ leases are subject to changes in the Consumer Price Index (“CPI”).

The Company includes accounts receivable and straight-line rent receivables within other assets in the condensed consolidated balance sheets. For the six months ended June 30, 2024 and 2023, rental revenue was derived from various tenants. As such, future receipts are dependent upon the financial strength of the lessees and their ability to perform under the lease agreements.

Rental revenue is comprised of the following:

                     
  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
   2024   2023   2024   2023 
Income from leases  $37,321   $36,440   $74,212   $72,380 
Straight-line rent adjustments   (1,044)   705    (1,029)   1,617 
Tenant recoveries   11,759    12,085    24,618    23,870 
Amortization of above market leases   (133)   (166)   (269)   (336)
Amortization of below market leases   426    835    880    1,739 
Total  $48,329   $49,899   $98,412   $99,270 

 

Tenant recoveries included within rental revenue for the six months ended June 30, 2024 and 2023 are variable in nature.

10 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

Sales Type Leases

During the six months ended June 30, 2024, the tenant occupying a single tenant industrial property located in Columbus, Ohio, provided notice of its intention to exercise its option to purchase the property at a fixed price of $21,480. We believe the exercise of the purchase option is reasonably probable and therefore, in accordance with ASC 842, Leases, there is a lease modification. As a result, we reclassified the respective real estate property to net investment in sales-type lease totaling $21,480 on our condensed consolidated balance sheets, effective as of the date of tenant notice, in the following amounts: (i) $19,605 from Real estate properties, (ii) $8,094 from Accumulated depreciation, (iii) $877 from net Deferred lease intangible assets, and (iv) $1,062 from Other assets. Further, we recognized a Gain on sale of real estate of $8,030 during the six months ended June 30, 2024 related to this transaction.

Earnings from our Net investment in sales-type lease are included in Rental revenue in the condensed consolidated statements of operations and totaled $320 and $0 for the three months ended June 30, 2024 and 2023, respectively, and $427 and $0 for the six months ended June 30, 2024 and 2023, respectively. Prior to this reclassification to Net investment in sales-type lease, earnings from this lease were recognized in Rental revenue in the condensed consolidated statements of operations.

Net investment in sales-type lease is summarized as follows:

   June 30,   December 31, 
   2024   2023 
Lease payments receivable(1)   $21,608   $— 
Less: unearned rental revenue    (212)   — 
Total   $21,396   $— 

______________

(1) Includes estimated purchase price and total contractual rents through the anticipated close date.

 

Net investment in sales-type leases are assessed for credit loss allowances. No such allowances were recorded as of June 30, 2024 or December 31, 2023.

Scheduled future lease payments to be received (exclusive of expenses paid by) under sales-type leases at June 30, 2024 are as follows:

      
July 1, 2024 – December 31, 2024   $21,608 
2025   — 
2026   — 
2027   — 
2028   — 
Thereafter    — 
Total   $21,608 

 

As a Lessee

Operating Leases

As of June 30, 2024, we have five office space operating leases and a single ground operating sublease. The office lease agreements do not contain residual value guarantees or an option to renew. The ground sublease agreement does not contain residual value guarantees and includes multiple options to extend the sublease between nineteen and twenty years for each respective option. The operating leases have remaining lease terms ranging from 0.2 to 31.5 years, which includes the exercise of a single twenty-year renewal option pertaining to the ground sublease. The Company's condensed consolidated balance sheets include the total operating right of use assets within other assets, and lease liabilities within accounts payable, accrued expenses and other liabilities. Total operating right of use assets and lease liabilities were approximately $4,639 and $5,491, respectively, as of June 30, 2024 and $4,829 and $5,789, respectively, as of December 31, 2023. The operating lease liability as of June 30, 2024 represents a weighted-average incremental borrowing rate of 4.1% over the weighted-average remaining lease term of 8.0 years. The incremental borrowing rate is our estimated borrowing rate on a fully-collateralized basis for the term of the respective leases.

11 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

The following table summarizes the operating lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Operating lease expense included in general and administrative expense attributable to office leases  $222   $190   $422   $382 
Operating lease expense included in property expense attributable to ground sublease   9    9    18    18 
Non-cash adjustment due to straight-line rent adjustments   44    35    87    69 
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)  $275   $234   $527   $469 

 

The following table summarizes the maturity analysis of our operating leases, which is discounted by our incremental borrowing rate to calculate the lease liability as included in accounts payable, accrued expenses and other liabilities in the Company’s condensed consolidated balance sheets for the operating leases in which we are the lessee:

         
July 1, 2024 – December 31, 2024   $ 654  
2025     965  
2026     876  
2027     894  
2028     865  
Thereafter     2,658  
Total minimum operating lease payments   $ 6,912  
Less imputed interest     (1,421 )
Total operating lease liability   $ 5,491  

 

Financing Leases

As of June 30, 2024, we have a single finance lease in which we are the sublessee for a ground lease. The Company includes the financing lease right of use asset in the amount of $832 and $845 as of June 30, 2024 and December 31, 2023, respectively, within real estate properties and the corresponding liability within financing lease liability in the condensed consolidated balance sheets. The ground sublease agreement does not contain a residual value guarantee and includes multiple options to extend the sublease between nineteen and twenty years for each respective option. The lease has a remaining lease term of approximately 31.5 years, which includes the exercise of a single twenty-year renewal option. The financing lease liability in the amount of $2,284 and $2,271 as of June 30, 2024 and December 31, 2023, respectively, represents a weighted-average incremental borrowing rate of 7.8% over the weighted-average remaining lease term, which as of June 30 2024 was 31.5 years. The incremental borrowing rate is our estimated borrowing rate on a fully-collateralized basis for the term of the respective lease.

The following table summarizes the financing lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Depreciation/amortization of financing lease right-of-use assets  $7   $6   $14   $13 
Interest expense for financing lease liability   45    45    90    89 
Total financing lease cost  $52   $51   $104   $102 

 

12 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

The following table summarizes the maturity analysis of our financing lease:

         
July 1, 2024 – December 31, 2024   $ 77  
2025     170  
2026     170  
2027     170  
2028     170  
Thereafter     6,195  
Total minimum financing lease payments   $ 6,952  
Less imputed interest     (4,668 )
Total financing lease liability   $ 2,284  

 

5. Indebtedness

The following table sets forth a summary of the Company’s borrowings outstanding under its respective secured debt, unsecured line of credit and unsecured debt as of June 30, 2024 and December 31, 2023.

    Outstanding Balance at     Interest rate at    
Debt   June 30,
2024		     December 31,
2023		     June 30,
2024		   Final
Maturity Date
Secured debt:                        
Ohio National Life Mortgage     18,078       18,409     4.14%   August 1, 2024
Allianz Loan     60,679       61,260     4.07%   April 10, 2026
Nationwide Loan     14,791       14,948     2.97%   October 1, 2027
Lincoln Life Gateway Mortgage     28,800       28,800     3.43%   January 1, 2028
Minnesota Life Memphis Industrial Loan     54,374       54,956     3.15%   January 1, 2028
Midland National Life Insurance Mortgage     10,559       10,665     3.50%   March 10, 2028
Minnesota Life Loan     19,337       19,569     3.78%   May 1, 2028
Transamerica Loan     57,217       59,357     4.35%   August 1, 2028
Total secured debt   $ 263,835     $ 267,964          
Unamortized debt issuance costs, net     (1,003 )     (1,174 )        
Unamortized premium/(discount), net     2       97          
Total secured debt, net   $ 262,834     $ 266,887          
                         
Unsecured debt:                        
$100m KeyBank Term Loan     100,000       100,000     3.00%(1)(2)   August 11, 2026
$200m KeyBank Term Loan     200,000       200,000     3.03%(1)(2)   February 11, 2027
$150m KeyBank Term Loan     150,000       150,000     4.40%(1)(2)   May 2, 2027
Total unsecured debt   $ 450,000     $ 450,000          
Unamortized debt issuance costs, net     (1,674 )     (2,010 )        
Total unsecured debt, net   $ 448,326     $ 447,990          
                         
Borrowings under line of credit:                        
KeyBank unsecured line of credit     155,400       155,400     6.51%(1)(3)   August 11, 2025
Total borrowings under line of credit   $ 155,400     $ 155,400          

_______________

(1) For the month of June 2024, the one-month term SOFR for our unsecured debt was 5.328% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.328%. The spread over the applicable rate for the $100m, $150m, and $200m KeyBank Term Loans and KeyBank unsecured line of credit is based on the Company’s total leverage ratio plus the 0.1% SOFR index adjustment.
(2) The one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
(3) $100 million of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%.

 

Financial Covenant Considerations

The Company is in compliance with all respective financial covenants for our secured and unsecured debt and unsecured line of credit as of June 30, 2024.

Fair Value of Debt

The fair value of our debt and borrowings under line of credit was estimated using Level 3 inputs by calculating the present value of principal and interest payments, using discount rates that best reflect current market interest rates for financings with similar characteristics and credit quality, and assuming each loan is outstanding through its maturity.

13 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

The following table summarizes the aggregate principal outstanding under the Company’s indebtedness and the corresponding estimate of fair value as of June 30, 2024 and December 31, 2023:

   June 30, 2024   December 31, 2023 
Indebtedness  Principal Outstanding   Fair Value   Principal Outstanding   Fair Value 
Secured debt   $263,835   $248,521   $267,964   $254,114 
Unsecured debt    450,000    450,000    450,000    455,229 
Borrowings under line of credit, net    155,400    155,400    155,400    155,599 
Total    869,235   $853,921    873,364   $864,942 
Unamortized debt issuance cost, net    (2,677)        (3,184)     
Unamortized premium/(discount), net    2         97      
Total carrying value   $866,560        $870,277      

 

6. Derivative Financial Instruments

Risk Management Objective of Using Derivatives

The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.  During 2024 and 2023, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt.

The following table sets forth a summary of our interest rate swaps as of June 30, 2024 and December 31, 2023.

                      Notional Value(1)     Fair Value(2)  
Interest Rate Swap
Counterparty		   Trade
Date		   Effective
Date		   Maturity
Date		   SOFR Interest
Strike Rate		     June 30,
2024		     December 31,
2023		     June 30,
2024		     December 31,
2023		  
Capital One, N.A.   July 13, 2022   July 1, 2022   Feb. 11, 2027   1.527%     $ 200,000     $ 200,000     $ 13,852     $ 12,539  
JPMorgan Chase Bank, N.A.   July 13, 2022   July 1, 2022   Aug. 8, 2026   1.504%     $ 100,000     $ 100,000     $ 5,976     $ 5,692  
JPMorgan Chase Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 75,000     $ 75,000     $ 2,751     $ 1,723  
Wells Fargo Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,375     $ 861  
Capital One, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,373     $ 852  
Wells Fargo Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.750%     $ 50,000     $ 50,000     $ 1     $ (577 )
JPMorgan Chase Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (3)     $ (292 )
Capital One, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (2)     $ (292 )

_______________

(1) Represents the notional value of interest rate swaps effective as of June 30, 2024.
(2) As of June 30, 2024, the fair value of six of the interest rate swaps were in an asset position of approximately $25.3 million and the remaining two interest rate swaps were in a liability position of approximately $0.005 million.

 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (“AOCI”) and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $16,740 will be reclassified as a decrease to interest expense.

14 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

The following table sets forth the impact of our interest rate swaps on our condensed consolidated financial statements for the three and six months ended June 30, 2024 and 2023.

                     
   For the Three Months
Ended June 30,		   For the Six Months
Ended June 30,		 
Interest Rate Swaps in Cash Flow Hedging Relationships:  2024   2023   2024   2023 
Amount of unrealized gain (loss) recognized in AOCI on derivatives   $(870)  $8,135   $4,817   $1,065 
Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded  $3,944   $3,414   $7,902   $6,266 

 

Fair Value of Interest Rate Swaps

The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of June 30, 2024 and December 31, 2023, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following tables summarize the Company’s interest rate swaps that are accounted for at fair value on a recurring basis as of June 30, 2024 and December 31, 2023.

       Fair Value Measurements as of June 30, 2024 
Balance Sheet Line Item  Fair Value as of
June 30,
2024		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $25,328   $—   $25,328   $— 
Interest rate swaps - Liability   $(5)  $—   $(5)   $— 

 

       Fair Value Measurements as of December 31, 2023 
Balance Sheet Line Item  Fair Value as of
December 31, 2023		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $21,667   $—   $21,667   $— 
Interest rate swaps - Liability   $(1,161)  $—   $(1,161)  $— 

 

Non-designated Hedges

The Company does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as hedges. Changes in the fair value of derivatives not designated in hedging relationships would be recorded directly in earnings.

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. Specifically, the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company's default on the indebtedness.

As of June 30, 2024, the fair value of two of the eight interest rate swaps were in a net liability position. As of June 30, 2024, the Company has not posted any collateral related to these agreements. If the Company had breached any of these provisions at June 30, 2024, it could have been required to settle its obligations under the agreements at their termination value.

15 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

7. Common Stock

ATM Program

On February 27, 2024, the Company entered into a distribution agreement with certain sales agents pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross proceeds of $200,000 through an “at-the-market” equity offering program (the “2024 $200 Million ATM Program”). The 2024 $200 Million ATM Program replaced the previous $200 million ATM program, which was entered on February 28, 2023 (“2023 $200 Million ATM Program”).

For the six months ended June 30, 2024, the Company did not issue shares of its common stock under the 2024 $200 Million ATM Program and 2023 $200 Million ATM Program. The Company has approximately $200,000 available for issuance under the 2024 $200 Million ATM Program.

Common Stock Dividends

The following table sets forth the common stock dividends that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

   Cash Dividends
Declared
per Share		   Aggregate
Amount		 
2024          
First quarter   $0.2400   $10,904 
Second quarter    0.2400    10,928 
Total   $0.4800   $21,832 
           
2023          
First quarter   $0.2250   $9,682 
Second quarter    0.2250    9,709 
Third quarter    0.2250    10,193 
Fourth quarter    0.2250    10,193 
Total   $0.9000   $39,777 

 

8. Non-Controlling Interests

Operating Partnership Units

In connection with prior acquisitions of real estate property, the Company, through its Operating Partnership, had issued Operating Partnership Units (“OP Units”) to the former owners as part of the acquisition price. The holders of the OP Units are entitled to receive distributions concurrent with the dividends paid on our common stock. The holders of the OP Units can also convert their respective OP Units for the Company’s common stock on a 1-to-1 basis. Upon conversion, the Company adjusts the carrying value of non-controlling interest to reflect its modified share of the book value of the Operating Partnership. Such adjustments are recorded to additional paid-in capital as a reallocation of non-controlling interest on the accompanying condensed consolidated statements of changes in preferred stock and equity.

OP Units outstanding as of June 30, 2024 and December 31, 2023 was 490,299.

The following table sets forth the OP Unit distributions that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

    Cash Distributions
Declared per
OP Unit		     Aggregate
Amount		  
2024                
First quarter   $ 0.2400     $ 118  
Second quarter     0.2400       118  
Total   $ 0.4800     $ 236  
                 
2023                
First quarter   $ 0.2250     $ 110  
Second quarter     0.2250       110  
Third quarter     0.2250       110  
Fourth quarter     0.2250       110  
Total   $ 0.9000     $ 440  

 

16 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

The proportionate share of the income (loss) attributed to the OP Units was $14 and ($30) for the three months ended June 30, 2024 and 2023, respectively, and $82 and ($68) for the six months ended June 30, 2024 and 2023, respectively.

9. Incentive Award Plan

Restricted Stock

The following table is a summary of the total restricted shares granted, forfeited and vested for the six months ended June 30, 2024:

    Shares  
Unvested restricted stock at January 1, 2024     370,843  
    Granted     146,102  
    Forfeited     —  
    Vested     (126,578 )
Unvested restricted stock at June 30, 2024     390,367  

 

The Company recorded equity-based compensation expense related to restricted stock in the amount of $822 and $691 for the three months ended June 30, 2024 and 2023, respectively, and $1,584 and $1,276 for the six months ended June 30, 2024 and 2023, respectively which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. Equity-based compensation expense for shares issued to employees and directors is based on the grant-date fair value of the award and recognized on a straight-line basis over the requisite period of the award. The unrecognized compensation expense associated with the Company’s restricted shares of common stock at June 30, 2024 was approximately $7,051 and is expected to be recognized over a weighted average period of approximately 2.9 years. The fair value of the 146,102 restricted shares granted during the six months ended June 30, 2024 was approximately $3,192 with a weighted average fair value of $21.85 per share.

Performance Stock Units

On April 15, 2024, the compensation committee of the board of directors approved, and the Company granted, 85,983 Performance Stock Units (“PSUs”) under the 2014 Incentive Award Plan to certain executive officers and key employees of the Company. The PSUs are subject to performance-based criteria including the Company’s total shareholder return (35%) and total shareholder return compared to the MSCI US REIT Index (65%) over a three-year performance period. Upon conclusion of the performance period, the final number of PSUs vested will range between zero to a maximum of 171,966 PSUs. All vested performance stock units will convert into shares of common stock on a 1-to-1 basis. Equity-based compensation expense is charged to earnings ratably from the grant date through to the end of the performance period.

The fair value of the PSUs of $1,757 was determined using a lattice-binomial option-pricing model based on a Monte Carlo simulation applying Level 3 inputs as described in Note 2. The significant inputs into the model were: grant date of April 15, 2024, volatility of 29.0%, an expected annual dividend of 4.2%, and an annual risk-free interest rate of 4.87%.

The following table summarizes activity related to the Company’s unvested PSUs during the six months ended June 30, 2024 and year ended December 31, 2023.

Unvested Performance Stock Units  Performance
Stock Units		   Weighted Average
Grant Date
Fair Value per Unit		 
Balance at December 31, 2022    —   $— 
    Granted    51,410    30.15 
    Vested    —    — 
    Forfeited    —    — 
Balance at December 31, 2023    51,410   $30.15 
    Granted    85,983    20.44 
    Vested    —    — 
    Forfeited    —    — 
Balance at June 30, 2024    137,393   $24.07 

 

The Company recorded equity-based compensation expense related to the PSUs in the amount of $289 and $25 for the three months ended June 30, 2024 and 2023, respectively and $441 and $25 for the six months ended June 30, 2024 and 2023, respectively, which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. The unrecognized compensation expense associated with the Company’s PSUs at June 30, 2024 was approximately $2,537 and is expected to be recognized over a weighted average period of approximately 2.2 years.

17 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

10. Earnings per Share

Net Income (Loss) per Common Share

Basic and diluted earnings per share attributable to common stockholders was calculated as follows:

                 
   Three Months Ended
June 30,		   Six Months Ended
June 30,		 
   2024   2023   2024   2023 
Numerator                
Net income (loss)  $1,328   $(2,634)  $7,614   $(5,970)
Less: Net income (loss) attributable to non-controlling interest   14    (30)   82    (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc.   1,314    (2,604)   7,532    (5,902)
Less: Preferred Stock dividends   —    916    —    1,832 
Less: Loss on extinguishment/redemption of Series A Preferred Stock   —    —    —    2 
Less: Amount allocated to participating securities   94    82    188    170 
Net income (loss) attributable to common stockholders  $1,220   $(3,602)  $7,344   $(7,906)
Denominator                    
Weighted-average common shares outstanding — basic   44,991,220    42,646,535    44,963,908    42,625,768 
Effect of dilutive securities                    
Add: Stock-based compensation(1)   36,283    —    30,152    — 
Weighted-average common shares outstanding — diluted    45,027,503    42,646,535    44,994,060    42,625,768 
Net income (loss) per share – basic and diluted                    
Net income (loss) per share attributable to common stockholders — basic  $0.03   $(0.08)  $0.16   $(0.19)
Net income (loss) per share attributable to common stockholders — diluted  $0.03   $(0.08)  $0.16   $(0.19)

_______________

(1) During the three and six months ended June 30, 2024, there were approximately 156 and 32,144, respectively, unvested restricted shares of common stock on a weighted average basis that were not included in the computation of diluted earnings per share as including these shares would be anti-dilutive. During the three and six months ended June 30, 2023, all unvested restricted shares of common stock were deemed to be anti-dilutive due to the net loss attributable to common stockholders.

 

The Company uses the two-class method of computing earnings per common share in which participating securities are included within the basic earnings per share (“EPS”) calculation. The amount allocated to participating securities is according to dividends declared (whether paid or unpaid). The restricted stock does not have any participatory rights in undistributed earnings. The unvested shares of restricted stock are accounted for as participating securities as they contain nonforfeitable rights to dividends. PSUs, which are subject to vesting based on the Company achieving certain total shareholder return thresholds over a three-year performance period, are included as contingently issuable shares in the calculation of diluted EPS when the total shareholder return thresholds are achieved at or above the threshold levels specific in the award agreements, assuming the reporting period is the end of the performance period, and the effect is dilutive.

In periods where there is a net loss attributable to common stockholders, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company’s potential dilutive securities for the three and six months ended June 30, 2024 include the 390,367 shares of restricted common stock and 60,973 PSUs. The restricted common shares and PSUs have been excluded from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2023 as the effect of including them would reduce the net loss per share.

18 

 

Plymouth Industrial REIT, Inc.
Notes to Condensed Consolidated Financial Statements
Unaudited
(all dollar amounts in thousands, except share and per share data)

11. Commitments and Contingencies

Employment Agreements

The Company has entered into employment agreements with the Company’s Chief Executive Officer, Managing Director, Chief Financial Officer, and Executive Vice President Asset Management. As approved by the compensation committee of the Board of Directors the agreements provide for base salaries ranging from $350 to $650 annually with discretionary cash and stock performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.

Legal Proceedings

The Company is not currently party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses, as incurred, the costs related to such legal proceedings.

Contingent Liability

Under the terms of the Plymouth MIR JV II LLC agreement executed July 6, 2023, the majority partner has the right to require us to purchase its 98% interest in the 297,583 square foot property located in Atlanta, GA at the greater of the property’s then-current fair market value, or, 150% of aggregate capital contributions made by the majority partner. Such right can be executed by the majority partner no sooner than June 1, 2025, and no later than August 29, 2025. As of June 30, 2024, the projected fair market value of the property at the date the put option is exercisable is expected to exceed the 150% of the aggregate capital contributions made by the majority partner, and as such, there is no contingent liability to recognize.

12. Subsequent Events

On July 18, 2024, the Company acquired a multi-building, multi-tenant industrial property, consisting of approximately 1,621,000 square feet, located in Memphis, TN for an aggregate purchase price of $100,500.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Note Regarding Forward-Looking Statements

We make statements in this Quarterly Report on Form 10-Q that are forward-looking statements, which are usually identified by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “will,” and variations of such words or similar expressions. Our forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by our forward-looking statements are reasonable, we can give no assurance that our plans, intentions, expectations, strategies or prospects will be attained or achieved and you should not place undue reliance on these forward-looking statements. Additionally, unforeseen factors emerge from time to time, and we cannot predict which factors will arise or their ultimate impact on our business or the extent to which any such factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Furthermore, actual results may differ materially from those described in the forward-looking statements and may be affected by a variety of risks and factors including, without limitation:

  • the general level of interest rates;
  • financing risks, including the risks that our cash flows from operations may be insufficient to meet required payments of principal and interest and we may be unable to refinance our existing debt upon maturity or obtain new financing on attractive terms or at all;
  • the uncertainty and economic impact of pandemics, epidemics or other public health emergencies or fear of such events, such as the outbreak of COVID-19, including, without limitation, its impact on the Company’s ability to pay common stock dividends and/or the amount and frequency of the dividends;
  • the competitive environment in which we operate;
  • real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for tenants in such markets;
  • decreased rental rates or increasing vacancy rates;
  • potential defaults on or non-renewal of leases by tenants;
  • potential bankruptcy or insolvency of tenants;
  • acquisition risks, including failure of such acquisitions to perform in accordance with projections;
  • the timing of acquisitions and dispositions;
  • potential natural disasters such as earthquakes, wildfires or floods;
  • national, international, regional and local economic conditions;
  • potential changes in the law or governmental regulations that affect us and interpretations of those laws and regulations, including changes in real estate and zoning or REIT tax laws, and potential increases in real property tax rates;
  • lack of or insufficient amounts of insurance;
  • our ability to maintain our qualification as a REIT;
  • litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and
  • possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by us.

Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The following discussion and analysis is based on, and should be read in conjunction with our unaudited financial statements and notes thereto for the periods ended June 30, 2024 and 2023 included elsewhere in this Quarterly Report, as well as information contained in our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 10-K”) filed with the United States Securities and Exchange Commission (the “SEC”) on February 22, 2024, including the audited historical financial statements and related notes thereto as of and for the years ended December 31, 2023 and 2022 contained therein, which is accessible on the SEC’s website at www.sec.gov.

Overview

We are a full service, vertically integrated real estate investment company focused on the acquisition, ownership, and management of single and multi-tenant industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties, located in primary and secondary markets within the main industrial, distribution and logistics corridors of the United States. Our mission is to provide tenants with cost effective space that is functional, flexible and safe.

As of June 30, 2024, the Company, through its subsidiaries, owned 155 industrial properties comprising 210 buildings with an aggregate of approximately 33.8 million square feet, and our property management office building located in Columbus, Ohio, totaling approximately 17,260 square feet.

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We are also evaluating diversifying our portfolio of real estate assets to include the origination or acquisition of mortgage, bridge or mezzanine loans, all of which would be collateralized by properties that meet investment criteria that are substantially the same as our real estate portfolio or that are complementary to our existing assets.  The Company believes expanding its investment strategy to include these types of real estate-related assets will enable it to deploy its capital efficiently to continue to grow at times when acquisitions of industrial properties are limited due either to availability or cost.

We seek to generate attractive risk-adjusted returns for our stockholders through a combination of dividends and capital appreciation.

Factors That May Influence Future Results of Operations

Business and Strategy

Our core investment strategy is to acquire industrial properties located in primary and secondary markets across the U.S, as well as select sub-markets across the U.S. We expect to acquire these properties through third-party purchases and structured sale-leasebacks where we believe we can achieve attractive initial yields and strong ongoing cash-on-cash returns.

Our target markets are located in primary and secondary markets, as well as select sub-markets, because we believe these markets tend to have less occupancy and rental rate volatility and less buyer competition relative to gateway markets. We also believe that the systematic aggregation of such properties will result in a diversified portfolio that will produce sustainable risk-adjusted returns. Future results of operations may be affected, either positively or negatively, by our ability to effectively execute this strategy.

We also intend to continue pursuing joint venture arrangements with institutional partners which could provide management fee income, a residual profit-sharing income and the ability to purchase properties out of the joint venture over time. Such joint ventures may involve investing in industrial assets that would be characterized as opportunistic or value-add investments. These may involve development or redevelopment strategies that may require significant up-front capital expenditures, lengthy lease-up periods and result in inconsistent cash flows. As such, these properties’ risk profiles and return metrics would likely differ from the non-joint venture properties that we target for acquisition.

Rental Revenue and Tenant Recoveries

We receive income primarily from rental revenue from our properties. The amount of rental revenue generated by the Company’s portfolio depends principally on the occupancy levels and lease rates at our properties, our ability to lease currently available space and space that becomes available as a result of lease expirations and on the rental rates at our properties. As of June 30, 2024, the Company’s portfolio was approximately 97.0% occupied. Our occupancy rate is impacted by general market conditions in the geographic areas which our properties are located and the financial condition of tenants in our target markets.

Scheduled Lease Expirations & Leasing Activity

Our ability to re-lease space subject to expiring leases will impact our results of operations and will be affected by economic and competitive conditions in the markets in which we operate and by the desirability of our individual properties. During the period from July 1, 2024 through to December 31, 2026, an aggregate of 44.1% of the annualized base rent leases in the Company’s portfolio are scheduled to expire, which we believe will provide us an opportunity to adjust below market leases to reflect current market conditions.

The table below reflects certain data about our new and renewed leases with terms of greater than six months executed and commenced during the six months ended June 30, 2024. 

Six Months Ended
June 30, 2024		   Square
Footage		   % of Total Square Footage   Expiring
Rent		   New 
Rent		   % Change   Tenant Improvements $/SF/YR   Lease
Commissions
$/SF/YR
Renewals   2,539,003   79.3%   $ 4.32   $ 4.91   13.7%   $ 0.11   $ 0.11
New Leases   660,913   20.7%   $ 4.19   $ 5.69   35.8%   $ 0.34   $ 0.33
Total/weighted average   3,199,916   100.0%   $ 4.29   $ 5.07   18.2%   $ 0.16   $ 0.16

Conditions in Our Markets

The Company’s portfolio is located in various primary and secondary markets within the main industrial distribution and logistics corridors of the United States. Positive or negative changes in economic or other conditions, adverse weather conditions and natural disasters in these markets are likely to affect our overall performance.

Property Expenses

Our rental expenses generally consist of utilities, real estate taxes, insurance and repair and maintenance costs. For the majority of the Company’s portfolio, property expenses are controlled, in part, by either the triple net provisions or modified gross lease expense reimbursement provisions in tenant leases. However, the terms of our tenant leases vary and in some instances the leases may provide that we are responsible for certain property expenses. Accordingly, our overall financial results will be impacted by the extent to which we are able to pass-through property expenses to our tenants.

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Critical Accounting Policies

Our financial statements are prepared in accordance with GAAP. The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes significant estimates regarding the allocation of tangible and intangible assets or business acquisitions, impairments of long-lived assets and stock-based compensation. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions.

Our critical accounting policies are described under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Significant Judgments and Estimates” in our Annual Report on Form 10-K filed with the SEC on February 22, 2024, and the notes to the financial statements appearing elsewhere in this Quarterly Report on Form 10-Q. Accordingly, we believe the policies set forth in our 2023 10-K are critical to fully understand and evaluate our financial condition and results of operations. If actual results or events differ materially from the estimates, judgments and assumptions used by us in applying these policies, our reported financial condition and results of operations could be materially affected. During the six months ended June 30, 2024, there were no material changes to our critical accounting policies.

Results of Operations (dollars in thousands)

Our condensed consolidated results of operations are often not comparable from period to period due to the effect of property acquisitions and dispositions completed during the comparative reporting periods. Our Total Portfolio represents all of the properties owned during the reported periods. To eliminate the effect of changes in our Total Portfolio due to acquisitions, dispositions and other, and to highlight the operating results of our on-going business, we have separately presented the results of our Same Store Portfolio and Acquisitions, Dispositions and Other.

For the three and six months ended June 30, 2024 and 2023, we define the Same Store Portfolio as a subset of our Total Portfolio and includes properties that were wholly owned by us for the entire period presented. We define Acquisitions, Dispositions and Other as any properties that were acquired, sold, placed into service or held for development or repositioning during the period from January 1, 2023 through June 30, 2024.

Three Months Ended June 30, 2024, Compared to Three Months Ended June 30, 2023

The following table summarizes the results of operations for our Same Store Portfolio, our Acquisitions, Dispositions and Other and total portfolio for the three months ended June 30, 2024 and 2023:

  Same Store Portfolio   Acquisitions, Dispositions and Other   Total Portfolio  
  Three Months Ended
June 30,		   Change   Three Months Ended
June 30,		   Change   Three Months Ended
June 30,		   Change  
  2024   2023   $   %   2024   2023   $   %   2024   2023   $   %  
Revenue:                                                
Rental revenue $ 45,657   $ 45,715   $ (58 )   (0.1% ) $ 2,992   $ 4,184   $ (1,192 )   (28.5% ) $ 48,649   $ 49,899   $ (1,250 )   (2.5% )
Management fee revenue and other income   —     —     —     —     37     —     37     0.0%     37     —     37     —  
Total revenues   45,657     45,715     (58 )   (0.1% )   3,029     4,184     (1,155 )   (27.6% )_   48,686     49,899     (1,213 )   (2.4% )
                                                                         
Property expenses   13,294     14,392     (1,098 )   (7.6% )   275     1,298     (1,023 )   (78.8% )   13,569     15,690     (2,121 )   (13.5% )
Depreciation and amortization                                                   21,347     23,417     (2,070 )   (8.8% )
General and administrative                                                   3,880     3,842     38     1.0%  
Total operating expenses                                                   38,796     42,949     (4,153 )   (9.7% )
                                                                         
Other income (expense):                                                                        
Interest expense                                                   (9,411 )   (9,584 )   173     (1.8% )
Gain on sale of real estate                                                   849     —     849     —  
Total other income (expense)                                                (8,562 )    (9,584 )   1,022     (10.7% )
                                                                         
Net income (loss)                                                 $ 1,328   $ (2,634 ) $ 3,962     150.4%  

Rental revenue: Rental revenue decreased by $1,250 to $48,649 for the three months ended June 30, 2024 as compared to $49,899 for the three months ended June 30, 2023. This was primarily related to a net decrease of $58 within the Same Store Portfolio primarily due to an increase in rent income of $1,504 due to scheduled rent steps and leasing activities, an increase of $339 in tenant recoveries, partially offset by a decrease in non-cash rent adjustments of $1,901 and a net decrease of $1,192 within Acquisitions, Dispositions and Other primarily driven by a decrease in average occupancy during Q2 2024 compared to Q2 2023 and a decrease rental revenue and reimbursements from disposition activity which occurred between Q3 2023 and Q2 2024.

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Property expenses: Property expenses decreased $2,121 for the three months ended June 30, 2024 to $13,569 as compared to $15,690 for the three months ended June 30, 2023. This was primarily due to property expenses for the Same Store Portfolio decreasing approximately $1,098 driven primarily by a decrease in real estate taxes and utilities of $2,701, partially offset by an increase of $1,603 in operating expenses, and a net decrease of $1,023 within Acquisitions, Dispositions and Other primarily due to a decrease in real estate taxes.

Depreciation and amortization: Depreciation and amortization expense decreased by $2,070 to $21,347 for the three months ended June 30, 2024 as compared to $23,417 for the three months ended June 30 2023, primarily due to a net decrease of $1,681 for the Same Store Portfolio and $389 within Acquisitions, Dispositions and Other due to full depreciation and amortization of certain assets during the three months ended June 30, 2024.

General and administrative: General and administrative expenses increased approximately $38 to $3,880 for the three months ended June 30, 2024 as compared to $3,842 for the three months ended June 30, 2023. The increase is attributable primarily to an increase in professional fees of $20.

Interest expense: Interest expense decreased by approximately $173 to $9,411 for the three months ended June 30, 2024, as compared to $9,584 for the three months ended June 30, 2023. The schedule below is a comparative analysis of the components of interest expense for the three months ended June 30, 2024 and 2023.

   Three Months Ended
June 30,		 
   2024   2023 
Changes in accrued interest   $(316)  $158 
Amortization of debt related costs    438    570 
Total change in accrued interest and amortization of debt related costs    122    728 
Cash interest paid    9,395    9,207 
Capitalized interest    (106)   (351)
Total interest expense   $9,411   $9,584 

Gain on sale of real estate: Gain on sale of real estate of $849 represents the gain recognized related to the sale of a single, 221,911 square foot property located in Kansas City, MO for approximately $9,150, recognizing a net gain of $849 for the three months ended June 30, 2024. No sales of real estate occurred during the three months ended June 30, 2023.

Six Months Ended June 30, 2024, Compared to Six Months Ended June 30, 2023

The following table summarizes the results of operations for our Same Store Portfolio, our Acquisitions, Dispositions and Other and total portfolio for the six months ended June 30, 2024 and 2023:

  Same Store Portfolio   Acquisitions, Dispositions and Other   Total Portfolio  
  Six Months Ended
June 30,		   Change   Six Months Ended
June 30,		   Change   Six Months Ended
June 30,		   Change  
  2024   2023   $   %   2024   2023   $   %   2024   2023   $   %  
Revenue:                                                
Rental revenue $ 92,588   $ 91,057   $ 1,531     1.7%   $ 6,251   $ 8,213   $ (1,962 )   (23.9% ) $ 98,839   $ 99,270   $ (431 )   (0.4% )
Management fee revenue and other income   —     —     —     —     75     29     46     158.6%     75     29     46     158.6%  
Total revenues   92,588     91,057     1,531     1.7%     6,326     8,242     (1,916 )   (23.2% )   98,914     99,299     (385 )   (0.4% )
                                                                         
Property expenses   28,507     28,763     (256 )   (0.9% )   1,704     2,881     (1,177 )   (40.9% )   30,211     31,644     (1,433 )   (4.5% )
Depreciation and amortization                                                   43,715     47,217     (3,502 )   (7.4% )
General and administrative                                                   7,244     7,289     (45 )   (0.6% )
Total operating expenses                                                   81,170     86,150     (4,980 )   (5.8% )
                                                                         
Other income (expense):                                                                        
Interest expense                                                   (19,009 )   (19,119 )   110     (0.6% )
Gain on sale of real estate                                                   8,879     —     8,879     —  
Total other income (expense)                                                (10,130 )    (19,119 )   8,989     (47.0% )
                                                                         
Net income (loss)                                                 $ 7,614   $ (5,970 ) $ 13,584     227.5%  

Rental revenue: Rental revenue decreased by $431 to $98,839 for the six months ended June 30, 2024 as compared to $99,270 for the six months ended June 30, 2023. This was primarily related to a net increase of $1,531 within the Same Store Portfolio primarily due to an increase in rent income of $2,657 due to scheduled rent steps and leasing activities, an increase of $1,953 in tenant recoveries, partially offset by a decrease in non-cash rent adjustments of $3,079 and a net decrease of $1,962 within Acquisitions, Dispositions and Other primarily driven by a decrease in average occupancy during the first half of 2024 compared to the first half of 2023 and a decrease in rental revenue and reimbursements from disposition activity which occurred between Q3 2023 and Q2 2024.

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Property expenses: Property expenses decreased $1,433 for the six months ended June 30, 2024 to $30,211 as compared to $31,644 for the six months ended June 30, 2023. This was primarily due to property expenses for the Same Store Portfolio decreasing approximately $256 driven primarily by a decrease in real estate taxes of $1,792, partially offset by an increase in utilities and operating expenses of $1,536, and a net decrease of $1,177 within Acquisitions, Dispositions and Other driven primarily by a decrease in real estate taxes and utilities of $2,850, partially offset by an increase in operating expenses of $1,673.

Depreciation and amortization: Depreciation and amortization expense decreased by $3,502 to $43,715 for the six months ended June 30, 2024 as compared to $47,217 for the six months ended June 30 2023, primarily due to a net decrease of $2,919 for the Same Store Portfolio and $583 within Acquisitions, Dispositions and Other due to full depreciation and amortization of certain assets during the six months ended June 30, 2024.

General and administrative: General and administrative expenses decreased approximately $45 to $7,244 for the six months ended June 30, 2024 as compared to $7,289 for the six months ended June 30, 2023. The decrease is attributable primarily to a decrease in acquisition expenses of $85, partially offset by an increase in professional fees of $17.

Interest expense: Interest expense decreased by approximately $110 to $19,009 for the six months ended June 30, 2024, as compared to $19,119 for the six months ended June 30, 2023. The schedule below is a comparative analysis of the components of interest expense for the six months ended June 30, 2024 and 2023.

   Six Months Ended
June 30,		 
   2024   2023 
Changes in accrued interest   $(418)  $452 
Amortization of debt related costs    876    1,138 
Total change in accrued interest and amortization of debt related costs    458    1,590 
Cash interest paid    18,732    18,215 
Capitalized interest    (181)   (686)
Total interest expense   $19,009   $19,119 

Gain on sale of real estate: Gain on sale of real estate of $8,879 represents the gain recognized upon a tenant’s notice to exercise its purchase option and the reclassification of the property to net investment in sales-type lease, recognizing a net gain of $8,030, and from the sale of a single, 221,911 square foot property located in Kansas City, MO for approximately $9,150, recognizing a net gain of $849 for the six months ended June 30, 2024. No sales of real estate occurred during the six months ended June 30, 2023.

Supplemental Earnings Measures (dollars in thousands)

Investors in and industry analysts following the real estate industry utilize supplemental earnings measures such as net operating income (“NOI”), earnings before interest, taxes, depreciation and amortization for real estate (“EBITDAre”), funds from operations (“FFO”), core funds from operations (“Core FFO”) and adjusted funds from operations (“AFFO”) as supplemental operating performance measures of an equity REIT. Historical cost accounting for real estate assets in accordance with accounting principles generally accepted in the United States of America (“GAAP”) implicitly assumes that the value of real estate assets diminishes predictably over time through depreciation. Since real estate values instead have historically risen or fallen with market conditions, many industry analysts and investors prefer to supplement operating results that use historical cost accounting with measures such as NOI, EBITDAre, FFO, Core FFO and AFFO, among others. We provide information related to NOI, EBITDAre, FFO, Core FFO and AFFO both because such industry analysts are interested in such information, and because our management believes NOI, EBITDAre, FFO, Core FFO and AFFO are important performance measures. NOI, EBITDAre, FFO, Core FFO and AFFO are factors used by management in measuring our performance. Neither NOI, EBITDAre, FFO, Core FFO or AFFO should be considered as a substitute for net income, or any other measures derived in accordance with GAAP. Neither NOI, EBITDAre, FFO, Core FFO or AFFO represents cash generated from operating activities in accordance with GAAP and neither should be considered as an alternative to cash flow from operating activities as a measure of our liquidity, nor is either indicative of funds available for our cash needs, including our ability to make cash distributions.

NOI

We consider net operating income, or NOI, to be an appropriate supplemental measure to net income in that it helps both investors and management understand the core operations of our properties. We define NOI as total revenue (including rental revenue and tenant recoveries) less property-level operating expenses. NOI excludes depreciation and amortization, general and administrative expenses, impairments, gain/loss on sale of real estate, interest expense, and other non-operating items.

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The following is a reconciliation from historical reported net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to NOI:

   For the Three Months   For the Six Months 
(In thousands)  Ended June 30,   Ended June 30, 
   2024   2023   2024   2023 
NOI:                
Net income (loss)   $1,328   $(2,634)  $7,614   $(5,970)
General and administrative    3,880    3,842    7,244    7,289 
Depreciation and amortization    21,347    23,417    43,715    47,217 
Interest expense    9,411    9,584    19,009    19,119 
Gain on sale of real estate    (849)   —    (8,879)   — 
Management fee revenue and other income    (37)   —    (75)   (29)
NOI   $35,080   $34,209   $68,628   $67,626 

EBITDAre

We define earnings before interest, taxes, depreciation and amortization for real estate in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”). EBITDAre represents net income (loss), computed in accordance with GAAP, before interest expense, tax, depreciation and amortization, gains or losses on the sale of rental property, appreciation (depreciation) of warrants, loss on impairments, and loss on extinguishment of debt. We believe that EBITDAre is helpful to investors as a supplemental measure of our operating performance as a real estate company as it is a direct measure of the actual operating results of our industrial properties. The following table sets forth a reconciliation of our historical net income (loss) to EBITDAre for the periods presented:

   For the Three Months   For the Six Months 
(In thousands)  Ended June 30,   Ended June 30, 
   2024   2023   2024   2023 
EBITDAre:                
Net income (loss)   $1,328   $(2,634)  $7,614   $(5,970)
Depreciation and amortization    21,347    23,417    43,715    47,217 
Interest expense    9,411    9,584    19,009    19,119 
Gain on sale of real estate    (849)   —    (8,879)   — 
EBITDAre   $31,237   $30,367   $61,459   $60,366 

FFO

Funds from operations, or FFO, is a non-GAAP financial measure that is widely recognized as a measure of a REIT’s operating performance, thereby, providing investors the potential to compare our operating performance with that of other REITs. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. In December 2018, NAREIT issued a white paper restating the definition of FFO. The purpose of the restatement was not to change the fundamental definition of FFO, but to clarify existing NAREIT guidance. The restated definition of FFO is as follows: Net Income (Loss) (calculated in accordance with GAAP), excluding: (i) Depreciation and amortization related to real estate, (ii) Gains and losses from the sale of certain real estate assets, (iii) Gain and losses from change in control, and (iv) 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 the entity. We define FFO, consistent with the NAREIT definition. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. Other equity REITs may not calculate FFO as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO. FFO should not be used as a measure of our liquidity and is not indicative of funds available for our cash needs, including our ability to pay dividends.

We calculate Core FFO by adjusting FFO for non-comparable items such as dividends paid (or declared) to holders of our preferred stock, acquisition and transaction related expenses for transactions not completed, and certain non-cash operating expenses such as impairment on real estate lease, appreciation/(depreciation) of warrants and loss on extinguishment of debt. We believe that Core FFO is a useful supplemental measure in addition to FFO by adjusting for items that are not considered by us to be part of the period-over-period operating performance of our property portfolio, thereby, providing a more meaningful and consistent comparison of our operating and financial performance during the periods presented below. As with FFO, our reported Core FFO may not be comparable to other REITs’ Core FFO, should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends.

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The following table sets forth a reconciliation of our historical net income (loss) FFO and Core FFO for the periods presented:

   For the Three Months   For the Six Months 
(In thousands)  Ended June 30,   Ended June 30, 
   2024   2023   2024   2023 
FFO:                
Net income (loss)   $1,328   $(2,634)  $7,614   $(5,970)
Gain on sale of real estate    (849)   —    (8,879)   — 
Depreciation and amortization    21,347    23,417    43,715    47,217 
FFO  $21,826   $20,783   $42,450   $41,247 
Preferred stock dividends    —    (916)   —    (1,832)
Acquisition expenses    —    4    —    85 
Core FFO   $21,826   $19,871   $42,450   $39,500 

AFFO

Adjusted funds from operations, or AFFO, is presented in addition to Core FFO. AFFO is defined as Core FFO, excluding certain non-cash operating revenues and expenses, capitalized interest and recurring capitalized expenditures. Recurring capitalized expenditures include expenditures required to maintain and re-tenant our properties, tenant improvements and leasing commissions. AFFO further adjusts Core FFO for certain other non-cash items, including the amortization or accretion of above or below market rents included in revenues, straight line rent adjustments, non-cash equity compensation and non-cash interest expense.

We believe AFFO provides a useful supplemental measure of our operating performance because it provides a consistent comparison of our operating performance across time periods that is comparable for each type of real estate investment and is consistent with management’s analysis of the operating performance of our properties. As a result, we believe that the use of AFFO, together with the required GAAP presentations, provide a more complete understanding of our operating performance.

As with Core FFO, our reported AFFO may not be comparable to other REITs’ AFFO, should not be used as a measure of our liquidity, and is not indicative of funds available for our cash needs, including our ability to pay dividends.

The following table sets forth a reconciliation of FFO attributable to common stockholders and unit holders to AFFO.

   For the Three Months   For the Six Months 
(In thousands)  Ended June 30,   Ended June 30, 
   2024   2023   2024   2023 
AFFO:                
Core FFO   $21,826   $19,871    42,450   $39,500 
Amortization of debt related costs    438    570    876    1,138 
Non-cash interest expense    (316)   158    (418)   452 
Stock compensation    1,111    716    2,025    1,301 
Capitalized interest    (106)   (351)   (181)   (686)
Straight line rent    1,044    (705)   1,029    (1,617)
Above/below market lease rents    (293)   (669)   (611)   (1,403)
Recurring capital expenditures (1)    (1,407)   (1,092)   (2,401)   (2,898)
AFFO:   $22,297   $18,498   $42,769   $35,787 

______________

(1)  Excludes non-recurring capital expenditures of $5,753 and $7,640 for the three months ended June 30, 2024 and 2023, respectively, and $8,753 and $16,053 for the six months ended June 30, 2024 and 2023, respectively.

Cash Flow (dollars in thousands)

A summary of our cash flows for the six months ended June 30, 2024 and 2023 are as follows:

   Six Months Ended
June 30,		 
   2024   2023 
Net cash provided by operating activities   $36,477   $39,499 
Net cash used in investing activities   $(811)  $(18,520)
Net cash used in financing activities   $(25,741)  $(13,675)

Operating activities: Net cash provided by operating activities for the six months ended June 30, 2024 decreased approximately $3,022 compared to the six months ended June 30, 2023. The decrease was primarily attributable to an increase in cash used for Accounts payable, accrued expenses and other due to the timing of cash payments, partially offset by the incremental operating cash flows from developments placed in service between Q3 2023 and Q2 2024 and Same Store properties.

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Investing activities: Net cash used in investing activities for the six months ended June 30, 2024 decreased approximately $17,709 compared to the six months ended June 30, 2023 primarily due to an increase in proceeds from the sale of real estate of $8,439, net investment in sales-type lease of $85 and a decrease in capital expenditures of $9,185.

Financing activities: Net cash used in financing activities for the six months ended June 30, 2024 increased $12,066 compared to the six months ended June 30, 2023. The change was predominantly driven by a decrease of $10,000 in net proceeds from the line of credit facility and a decrease of $1,558 in proceeds from common stock.

Liquidity and Capital Resources

We intend to make reserve contributions as necessary to aid our objective of preserving capital for our investors by supporting the maintenance and viability of properties we acquire in the future. If reserves and any other available income become insufficient to cover our operating expenses and liabilities, it may be necessary to obtain additional funds by borrowing, refinancing properties or liquidating our investments.

Our short-term liquidity requirements consist primarily of funds to pay for operating expenses and other expenditures directly associated with our properties, including:

  • property expenses that are not borne by our tenants under our leases;
  • principal and interest expense on outstanding indebtedness;
  • general and administrative expenses; and
  • capital expenditures for tenant improvements and leasing commissions.

We intend to satisfy our short-term liquidity requirements through our existing cash, cash flow from operating activities and the net proceeds of any potential future offerings.

Our long-term liquidity needs consist primarily of funds necessary to pay for acquisitions, recurring and non-recurring capital expenditures and scheduled debt maturities. We intend to satisfy our long-term liquidity needs through cash flow from operations, long-term secured and unsecured borrowings, future issuances of equity and debt securities, property dispositions and joint venture transactions, and, in connection with acquisitions of additional properties, the issuance of OP units.

As of June 30, 2024, we had available liquidity of approximately $223.7 million, comprised of $29.1 million in cash and cash equivalents and $194.6 million of borrowing capacity on our KeyBank unsecured line of credit. The Company anticipates it will have sufficient liquidity and access to capital resources to meet its current obligations and to meet any scheduled debt maturities.

Existing Indebtedness as of June 30, 2024

The following is a schedule of our indebtedness as of June 30, 2024 ($ in thousands):

Debt   Outstanding
Balance		     Interest rate at
June 30, 2024		   Final
Maturity Date
Secured debt:                
Ohio National Life Mortgage     18,078     4.14%   August 1, 2024
Allianz Loan     60,679     4.07%   April 10, 2026
Nationwide Loan     14,791     2.97%   October 1, 2027
Lincoln Life Gateway Mortgage     28,800     3.43%   January 1, 2028
Minnesota Life Memphis Industrial Loan     54,374     3.15%   January 1, 2028
Midland National Life Insurance Mortgage     10,559     3.50%   March 10, 2028
Minnesota Life Loan     19,337     3.78%   May 1, 2028
Transamerica Loan     57,217     4.35%   August 1, 2028
Total secured debt   $ 263,835          
Unamortized debt issuance costs, net     (1,003 )        
Unamortized premium/(discount), net     2          
Secured debt, net   $ 262,834          
Unsecured debt:                
$100m KeyBank Term Loan     100,000             3.00%(1)(2)   August 11, 2026
$200m KeyBank Term Loan     200,000             3.03%(1)(2)   February 11, 2027
$150m KeyBank Term Loan     150,000             4.40%(1)(2)   May 2, 2027
Total unsecured debt   $ 450,000          
Unamortized debt issuance costs, net     (1,674 )        
Unsecured debt, net   $ 448,326          
                 
Borrowings under line of credit:                
KeyBank unsecured line of credit     155,400         6.51%(1)(3)   August 11, 2025
Total borrowings under line of credit   $ 155,400          

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_______________

(1) For the month of June 2024, the one-month term SOFR for our unsecured debt was 5.328% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.328%. The spread over the applicable rate for the $100m, $150m, and $200m KeyBank Term Loans and KeyBank unsecured line of credit is based on the Company’s total leverage ratio plus the 0.1% SOFR index adjustment.
(2) The one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
(3) $100 million of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%.

The KeyBank unsecured line of credit contains certain financial covenants including limitations on total leverage, unsecured interest coverage and fixed charge coverage charges ratios. Our access to borrowings may be limited if we fail to meet any of these covenants. We are in compliance with our financial covenants as of June 30, 2024, and we anticipate that we will be able to operate in compliance with our financial covenants for the next twelve months.

Stock Issuances (dollars in thousands)

Universal Shelf S-3 Registration Statement

On February 27, 2024, the Company and Operating Partnership filed an automatic shelf registration statement on Form S-3 (“2024 $750 Million S-3 Filing”) with the SEC registering an aggregate of $750,000 of securities, consisting of an indeterminate amount of common stock, preferred stock, depository shares, warrants, rights to purchase our common stock and debt securities.

As June 30, 2024, the Company has $750,000 available for issuance under the 2024 $750 Million S-3 Filing.

ATM Program

On February 27, 2024, the Company entered into a distribution agreement with certain sales agents pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross proceeds of $200,000 through an “at-the-market” equity offering program (the “2024 $200 Million ATM Program”). The 2024 $200 Million ATM Program replaced the previous $200 million ATM program, which was entered on February 28, 2023 (“2023 $200 Million ATM Program”).

For the six months ended June 30, 2024, the Company did not issue shares of its common stock under the 2024 $200 Million ATM Program and 2023 $200 Million ATM Program. The Company has approximately $200,000 available for issuance under the 2024 $200 Million ATM Program.

Off-Balance Sheet Arrangements

As of June 30, 2024, we have no off-balance sheet arrangements.

Inflation

Prior to 2021, the rate of inflation was low and had minimal impact on the performance of our industrial properties in the markets in which we operate, however, inflation has significantly increased in recent periods and may remain at an elevated level or increase further. The majority of our leases are either triple net or provide for tenant recoveries for costs related to real estate taxes and operating expenses. In addition, most of the leases provide for fixed rent increases. We believe that inflationary increases may be at least partially offset by the contractual rent increases and tenant payment of taxes and expenses described above. We do not believe that inflation has had a material impact on our historical financial position or results of operations.

Interest Rate Risk (dollars in thousands)

The Company uses interest rate swap agreements as a derivative instrument to manage interest rate risk and is recognized on the condensed consolidated balance sheets at fair value. As of June 30, 2024, all our outstanding variable rate debt was fixed with interest rate swaps through maturity with the exception of the balance of $55,400 under the KeyBank unsecured line of credit. We recognize all derivatives within the condensed consolidated balance sheets at fair value. If the derivative is a hedge, depending on the nature of the hedge, changes in the fair value of derivatives are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in other comprehensive income, which is a component of stockholders’ equity. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. As of June 30, 2024, the Company had entered into eight interest rate swap agreements.

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The following table details our outstanding interest rate swaps as of June 30, 2024:

Interest Rate               SOFR Interest     Notional Value(1)     Fair Value(2)  
Swap Counterparty   Trade Date   Effective Date   Maturity Date   Strike Rate     June 30, 2024  
Capital One, N.A.   July 13, 2022   July 1, 2022   February 11, 2027     1.527%     $ 200,000     $ 13,852  
JPMorgan Chase Bank, N.A.   July 13, 2022   July 1, 2022   August 8, 2026     1.504%     $ 100,000     $ 5,976  
JPMorgan Chase Bank, N.A.   August 19, 2022   September 1, 2022   May 2, 2027     2.904%     $ 75,000     $ 2,751  
Wells Fargo Bank, N.A.   August 19, 2022   September 1, 2022   May 2, 2027     2.904%     $ 37,500     $ 1,375  
Capital One, N.A.   August 19, 2022   September 1, 2022   May 2, 2027     2.904%     $ 37,500     $ 1,373  
Wells Fargo Bank, N.A.   November 10, 2023   November 10, 2023   November 1, 2025     4.750%     $ 50,000     $ 1  
JPMorgan Chase Bank, N.A.   November 10, 2023   November 10, 2023   November 1, 2025     4.758%     $ 25,000     $ (2)  
Capital One, N.A.   November 10, 2023   November 10, 2023   November 1, 2025     4.758%     $ 25,000     $ (3)  

_______________

(1) Represents the notional value of interest rate swaps effective as of June 30, 2024.
(2) As of June 30, 2024, the fair value of six of the interest rate swaps were in an asset position of approximately $25.3 million and the remaining two interest rate swaps were in a liability position of approximately $0.005 million.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of June 30, 2024, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

During the next twelve months, the Company estimates that an additional $16,740 will be reclassified as a decrease to interest expense. No assurance can be given that any future hedging activities by us will have the desired beneficial effect on our results of operations or financial condition.

At June 30, 2024, we had $605,400 of outstanding variable rate debt. As of June 30, 2024, all our outstanding variable debt was fixed with interest rate swaps through maturity, with the exception of the KeyBank unsecured line of credit which had only $100,000 of its $155,400 balance fixed with interest rate swaps through maturity. The KeyBank unsecured line of credit was subject to a weighted average interest rate of 6.88% during the six months ended June 30, 2024. Based on the variable rate borrowings for our KeyBank unsecured line of credit outstanding during the six months ended June 30, 2024, we estimate that had the average interest rate on our weighted average borrowings increased by 25 basis points for the six months ended June 30, 2024, our interest expense for the quarter would have increased by approximately $35. This estimate assumes the interest rate of each borrowing is raised by 25 basis points. The impact on future interest expense as a result of future changes in interest rates will depend largely on the gross amount of our borrowings at that time.

For fixed rate debt, changes in interest rates generally affect the fair value of the debt, but not our earnings or cash flows. The interest rate risk and changes in fair market value of fixed rate debt generally do not have a significant impact on us until we are required to refinance such debt. See Note 5 to the Condensed Consolidated Financial Statements for a discussion of the maturity dates of our various fixed rate debt.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK (amounts in thousands)

Our future income, cash flows and fair values relevant to financial instruments are dependent upon prevailing market interest rates. Market risk refers to the risk of loss from adverse changes in market prices and interest rates. The primary market risk we are exposed to is interest rate risk. We have used derivative financial instruments to manage, or hedge, interest rate risks related to some of our borrowings, primarily through interest rate swaps. For additional detail, refer to Interest Rate Risk section within Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” above.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management has evaluated, under supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2024. Based on the evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of June 30, 2024, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2024 that have materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. Legal Proceedings

The nature of our business exposes our properties, us and our Operating Partnership to the risk of claims and litigation in the normal course of business. Other than routine litigation arising out of the ordinary course of business, we are not presently subject to any material litigation nor, to our knowledge, is any material litigation threatened against us.

ITEM 1A. Risk Factors

There have been no material changes to the risk factors disclosed in our annual report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 22, 2024. For a full description of these risk factors, please refer to “Item 1A. Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2023.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

ITEM 3. Defaults Upon Senior Securities

None.

ITEM 4. Mine Safety Disclosures

None.

ITEM 5. Other Information

(a) None.

(b) None.

(c) None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarter ended June 30, 2024.

ITEM 6. Exhibits

31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
   
31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
   
32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002
   
32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002
   
101 The financial information from the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024 formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iv) Condensed Consolidated Statements of Changes in Preferred Stock and Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
   
104 Cover Page Interactive Data File formatted in Inline XBRL and contained in Exhibit 101.

 

30 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on our behalf by the undersigned, hereunto duly authorized.

PLYMOUTH INDUSTRIAL REIT, INC.

By: /s/ Jeffrey E. Witherell

Jeffrey E. Witherell,

Chief Executive Officer and
Chairman of the Board of Directors

By: /s/ Anthony Saladino

Anthony Saladino,

Chief Financial Officer

Dated: July 31, 2024

 

31 

 

 

 

Exhibit 31.1

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Jeffrey E. Witherell, certify that:

 

1.I have reviewed this quarterly report on Form 10-Q of Plymouth Industrial REIT, Inc;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: July 31, 2024

/s/ JEFFREY E. WITHERELL

Jeffrey E. Witherell

Chief Executive Officer and

Chairman of the Board of Directors

 

Exhibit 31.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Anthony Saladino, certify that:

 

1.I have reviewed this quarterly report on Form 10-Q of Plymouth Industrial REIT, Inc;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: July 31, 2024

/s/ ANTHONY SALADINO

Anthony Saladino

Chief Financial Officer

Exhibit 32.1

 

Certification pursuant to 18 U.S.C. Section 1350, as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

In connection with the Quarterly Report on Form 10-Q of Plymouth Industrial REIT, Inc. (the "Registrant") for the quarter ended June 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned, Jeffrey E. Witherell, Chairman of the Board, Chief Executive Officer and Director of the Registrant, hereby certifies, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge and belief:

 

1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Date: July 31, 2024

/s/ JEFFREY E. WITHERELL

Jeffrey E. Witherell

Chief Executive Officer and

Chairman of the Board of Directors

 

Exhibit 31.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Anthony Saladino, certify that:

 

1.I have reviewed this quarterly report on Form 10-Q of Plymouth Industrial REIT, Inc;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: July 31, 2024

/s/ ANTHONY SALADINO

Anthony Saladino

Chief Financial Officer

 

v3.24.2
Cover - shares
 6 Months Ended
Jun. 30, 2024
Jul. 29, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2024  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2024  
Current Fiscal Year End Date --12-31  
Entity File Number 001-38106  
Entity Registrant Name PLYMOUTH INDUSTRIAL REIT, INC.  
Entity Central Index Key 0001515816  
Entity Tax Identification Number 27-5466153  
Entity Incorporation, State or Country Code MD  
Entity Address, Address Line One 20 Custom House Street  
Entity Address, Address Line Two 11th Floor  
Entity Address, City or Town Boston  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 02110  
City Area Code (617)  
Local Phone Number 340-3814  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol PLYM  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   45,396,286
v3.24.2
CONDENSED CONSOLIDATED BALANCE SHEETS UNAUDITED - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Assets    
Real estate properties $ 1,548,517 $ 1,567,866
Net investment in sales-type lease 21,396
Less accumulated depreciation (292,454) (268,046)
Real estate properties, net 1,277,459 1,299,820
Cash 23,548 14,493
Cash held in escrow 5,598 4,716
Restricted cash 6,983 6,995
Deferred lease intangibles, net 42,434 51,474
Other assets 40,445 42,734
Interest rate swaps 25,328 21,667
Total assets 1,421,795 1,441,899
Liabilities:    
Secured debt, net 262,834 266,887
Unsecured debt, net 448,326 447,990
Borrowings under line of credit 155,400 155,400
Accounts payable, accrued expenses and other liabilities 67,492 73,904
Deferred lease intangibles, net 5,134 6,044
Financing lease liability 2,284 2,271
Interest rate swaps 5 1,161
Total liabilities 941,475 953,657
Equity:    
Common stock, $0.01 par value: 900,000,000 shares authorized; 45,396,286 and 45,250,184 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively 454 452
Additional paid in capital 624,810 644,938
Accumulated deficit (175,074) (182,606)
Accumulated other comprehensive income 24,998 20,233
Total stockholders' equity 475,188 483,017
Non-controlling interest 5,132 5,225
Total equity 480,320 488,242
Total liabilities and equity $ 1,421,795 $ 1,441,899
v3.24.2
CONDENSED CONSOLIDATED BALANCE SHEETS UNAUDITED (Parenthetical) - $ / shares
Jun. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 900,000,000 900,000,000
Common stock, shares issued 45,396,286 45,250,184
Common stock, shares outstanding 45,396,286 45,250,184
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS UNAUDITED - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Income Statement [Abstract]        
Rental revenue $ 48,649 $ 49,899 $ 98,839 $ 99,270
Management fee revenue and other income 37 75 29
Total revenues 48,686 49,899 98,914 99,299
Operating expenses:        
Property 13,569 15,690 30,211 31,644
Depreciation and amortization 21,347 23,417 43,715 47,217
General and administrative 3,880 3,842 7,244 7,289
Total operating expenses 38,796 42,949 81,170 86,150
Other income (expense):        
Interest expense (9,411) (9,584) (19,009) (19,119)
Gain on sale of real estate 849 8,879
Total other income (expense) (8,562) (9,584) (10,130) (19,119)
Net income (loss) 1,328 (2,634) 7,614 (5,970)
Less: Net income (loss) attributable to non-controlling interest 14 (30) 82 (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc. 1,314 (2,604) 7,532 (5,902)
Less: Preferred Stock dividends 916 1,832
Less: Loss on extinguishment of Series A Preferred Stock 2
Less: Amount allocated to participating securities 94 82 188 170
Net income (loss) attributable to common stockholders $ 1,220 $ (3,602) $ 7,344 $ (7,906)
Net income (loss) per share attributable to common stockholders — basic $ 0.03 $ (0.08) $ 0.16 $ (0.19)
Net income (loss) per share attributable to common stockholders — diluted $ 0.03 $ (0.08) $ 0.16 $ (0.19)
Weighted-average common shares outstanding — basic 44,991,220 42,646,535 44,963,908 42,625,768
Weighted-average common shares outstanding — diluted 45,027,503 42,646,535 44,994,060 42,625,768
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) UNAUDITED - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Income Statement [Abstract]        
Net income (loss) $ 1,328 $ (2,634) $ 7,614 $ (5,970)
Other comprehensive income (loss):        
Unrealized (loss) gain on interest rate swaps (870) 8,135 4,817 1,065
Other comprehensive (loss) income (870) 8,135 4,817 1,065
Comprehensive income (loss) 458 5,501 12,431 (4,905)
Less: Net income (loss) attributable to non-controlling interest 14 (30) 82 (68)
Less: Other comprehensive (loss) income attributable to non-controlling interest (9) 93 52 12
Comprehensive income (loss) attributable to Plymouth Industrial REIT, Inc. $ 453 $ 5,438 $ 12,297 $ (4,849)
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PREFERRED STOCK AND EQUITY UNAUDITED - USD ($)
$ in Thousands
Preferred Stock Series A [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Parent [Member]
Noncontrolling Interest [Member]
Total
Beginning balance, value at Dec. 31, 2022 $ 46,844 $ 428 $ 635,068 $ (194,243) $ 29,739 $ 470,992 $ 5,389 $ 476,381
Beginning balance, shares at Dec. 31, 2022 1,955,513 42,849,489            
Repurchase and extinguishment of Series A Preferred Stock $ (41) (2) (2) (2)
Repurchase and extinguishment of Series A Preferred Stock, shares (1,730)              
Net proceeds from common stock (137) (137) (137)
Net proceeds from common stock, shares              
Stock based compensation 585 585 585
Restricted shares issued (forfeited) $ 2 (2)
Restricted shares issued (forfeited), shares   181,375            
Dividends and distributions (10,598) (10,598) (110) (10,708)
Other comprehensive income (6,989) (6,989) (81) (7,070)
Reallocation of non-controlling interest 26 26 (26)
Net income (loss) (3,298) (3,298) (38) (3,336)
Ending balance, value at Mar. 31, 2023 $ 46,803 $ 430 624,942 (197,543) 22,750 450,579 5,134 455,713
Ending balance, shares at Mar. 31, 2023 1,953,783 43,030,864            
Net proceeds from common stock $ 1 1,384 1,385 1,385
Net proceeds from common stock, shares   70,000            
Stock based compensation 716 716 716
Dividends and distributions (10,625) (10,625) (110) (10,735)
Other comprehensive income 8,042 8,042 93 8,135
Reallocation of non-controlling interest (3) (3) 3
Net income (loss) (2,604) (2,604) (30) (2,634)
Ending balance, value at Jun. 30, 2023 $ 46,803 $ 431 616,414 (200,147) 30,792 447,490 5,090 452,580
Ending balance, shares at Jun. 30, 2023 1,953,783 43,100,864            
Beginning balance, value at Dec. 31, 2023 $ 452 644,938 (182,606) 20,233 483,017 5,225 488,242
Beginning balance, shares at Dec. 31, 2023   45,250,184            
Net proceeds from common stock   (245) (245) (245)
Net proceeds from common stock, shares              
Stock based compensation   914 914 914
Restricted shares issued (forfeited)   $ 1 (1)
Restricted shares issued (forfeited), shares   131,892            
Dividends and distributions   (10,904) (10,904) (118) (11,022)
Other comprehensive income   5,626 5,626 61 5,687
Reallocation of non-controlling interest   (51) (51) 51
Net income (loss) 6,218 6,218 68 6,286
Ending balance, value at Mar. 31, 2024 $ 453 634,651 (176,388) 25,859 484,575 5,287 489,862
Ending balance, shares at Mar. 31, 2024   45,382,076            
Net proceeds from common stock   (65) (65) (65)
Net proceeds from common stock, shares              
Stock based compensation   1,111 1,111 1,111
Restricted shares issued (forfeited)   $ 1 (1)
Restricted shares issued (forfeited), shares   14,210            
Dividends and distributions   (10,928) (10,928) (118) (11,046)
Other comprehensive income   (861) (861) (9) (870)
Reallocation of non-controlling interest   42 42 42
Net income (loss) 1,314 1,314 14 1,328
Ending balance, value at Jun. 30, 2024 $ 454 $ 624,810 $ (175,074) $ 24,998 $ 475,188 $ 5,132 $ 480,320
Ending balance, shares at Jun. 30, 2024   45,396,286            
v3.24.2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Operating activities    
Net income (loss) $ 7,614 $ (5,970)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:    
Depreciation and amortization 43,715 47,217
Straight line rent adjustment 1,029 (1,617)
Intangible amortization in rental revenue, net (611) (1,403)
Amortization of debt related costs 876 1,138
Stock based compensation 2,025 1,301
Gain on sale of real estate (8,879)
Changes in operating assets and liabilities:    
Other assets (365) 1,595
Deferred leasing costs (1,802) (2,812)
Accounts payable, accrued expenses and other liabilities (7,125) 50
Net cash provided by operating activities 36,477 39,499
Investing activities    
Real estate improvements (9,335) (18,520)
Proceeds from sale of real estate 8,439
Net investment in sales-type lease 85
Net cash used in investing activities (811) (18,520)
Financing activities    
(Payment) Proceeds from issuance of common stock, net (310) 1,248
Repayment of secured debt (4,130) (3,695)
Proceeds from line of credit facility 10,000
Repurchase of Series A Preferred Stock (43)
Debt issuance costs (27)
Dividends and distributions paid (21,301) (21,158)
Net cash used in financing activities (25,741) (13,675)
Net increase (decrease) in cash, cash held in escrow, and restricted cash 9,925 7,304
Cash, cash held in escrow, and restricted cash at beginning of period 26,204 31,213
Cash, cash held in escrow, and restricted cash at end of period 36,129 38,517
Supplemental Cash Flow Disclosures:    
Cash paid for interest 18,732 18,215
Supplemental Non-cash Financing and Investing Activities:    
Dividends declared included in accounts payable, accrued expenses and other liabilities 10,975 9,709
Distribution payable to non-controlling interest holder 118 110
Real estate improvements included in accounts payable, accrued expenses and other liabilities 2,037 4,050
Deferred leasing costs included in accounts payable, accrued expenses and other liabilities $ 414 $ 1,048
v3.24.2
Nature of the Business and Basis of Presentation
 6 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of the Business and Basis of Presentation

1. Nature of the Business and Basis of Presentation

Business

Plymouth Industrial REIT, Inc., (the “Company”, “we” or the “REIT”) is a Maryland corporation formed on March 7, 2011. The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns substantially all of its assets and conducts substantially all of its business through its operating partnership, Plymouth Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). The Company, as general partner of the Operating Partnership, controls the Operating Partnership and consolidates the assets, liabilities, and results of operations of the Operating Partnership. As of June 30, 2024 and December 31, 2023, the Company owned a 98.9% equity interest in the Operating Partnership.

The Company is a real estate investment trust focused on the acquisition, ownership and management of single and multi-tenant industrial properties, including distribution centers, warehouses, light industrial and small bay industrial properties, located in primary and secondary markets within the main industrial, distribution and logistics corridors of the United States. As of June 30, 2024, the Company, through its subsidiaries, owned 155 industrial properties comprising 210 buildings with an aggregate of approximately 33.8 million square feet, and our regional property management office building located in Columbus, Ohio totaling approximately 17,260 square feet.
v3.24.2
Summary of Significant Accounting Policies
 6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The accounting policies underlying the accompanying unaudited condensed consolidated financial statements are those set forth in the Company's audited financial statements for the years ended December 31, 2023 and 2022. Additional information regarding the Company’s significant accounting policies related to the accompanying interim financial statements is as follows:

Basis of Presentation

The Company’s interim condensed consolidated financial statements include the accounts of the Company, the Operating Partnership and their subsidiaries. The interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. These interim condensed consolidated financial statements include adjustments of a normal and recurring nature considered necessary by management to fairly state the Company's financial position and results of operations. These interim condensed consolidated financial statements may not be indicative of financial results for the full year. These interim condensed consolidated financial statements and notes thereto should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto for the years ended December 31, 2023 and 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the United States Securities and Exchange Commission on February 22, 2024.

Consolidation

We consolidate all entities that are wholly owned and those in which we own less than 100% but control, as well as any Variable Interest Entities (“VIEs”) in which we are the primary beneficiary. We evaluate our ability to control an entity and whether the entity is a VIE and we are the primary beneficiary through consideration of the substantive terms of the arrangement to identify which enterprise has the power to direct the activities of a VIE that most significantly impacts the entity’s economic performance and the obligation to absorb losses of the entity or the right to receive benefits from the entity. Investments in entities in which we do not control but over which we have the ability to exercise significant influence over operating and financial policies are presented under the equity method. Investments in entities that we do not control and over which we do not exercise significant influence are carried at the lower of cost or fair value, as appropriate. Our ability to correctly assess our influence and/or control over an entity affects the presentation of these investments in our condensed consolidated financial statements.

Consolidated VIEs are those for which the Company is considered to be the primary beneficiary of a VIE. The primary beneficiary is the entity that has a controlling financial interest in the VIE, which is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance and (2) the obligation to absorb losses or the right to receive the returns from the VIE that could potentially be significant to the VIE. The Company has determined that the Operating Partnership is a VIE and the Company is the primary beneficiary. The Company's only significant asset is its investment in the Operating Partnership, and therefore, substantially all of the Company’s assets and liabilities are the assets and liabilities of the Operating Partnership.

Risks and Uncertainties

The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial position. Should the Company experience a significant decline in operational performance, it may affect the Company’s ability to make distributions to its stockholders, service debt, or meet other financial obligations.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions, impairments of long-lived assets and its stock-based compensation. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions.

Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash and restricted cash, which includes tenant security deposits and cash collateral for its borrowings discussed in Note 5, and cash held in escrow for real estate tax, insurance, tenant capital improvements and leasing commissions, in bank deposit accounts, which at times may exceed federally insured limits. As of June 30, 2024, the Company has not realized any losses in such cash accounts and believes it mitigates its risk of loss by depositing its cash and restricted cash in highly rated financial institutions or within accounts that are below the federally insured limits.

The following table presents a reconciliation of cash, cash held in escrow, and restricted cash reported within our condensed consolidated balance sheets to amounts reported within our condensed consolidated statements of cash flows:

   June 30,   December 31, 
   2024   2023 
Cash   $23,548   $14,493 
Cash held in escrow    5,598    4,716 
Restricted cash    6,983    6,995 
Cash, cash held in escrow, and restricted cash   $36,129   $26,204 

 

Debt Issuance Costs

Debt issuance costs other than those associated with the revolving line of credit facility are reflected as a reduction to the respective loan amounts in the form of a debt discount. Amortization of this expense is included in interest expense in the condensed consolidated statements of operations.

Debt issuance costs amounted to $6,787 at June 30, 2024 and December 31, 2023, and related accumulated amortization amounted to $4,109 and $3,603 at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, the Company has classified net unamortized debt issuance costs of $1,005 and $1,469, respectively, related to borrowings under the line of credit to other assets in the condensed consolidated balance sheets.

Derivative Instruments and Hedging Activities

We record all derivatives on the accompanying condensed consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply, or we elect not to apply hedge accounting.

In accordance with fair value measurement guidance, we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting arrangements on a net basis by the counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract. We minimize the credit risk in our derivative financial instruments by entering into transactions with various high-quality counterparties. Our exposure to credit risk at any point is generally limited to amounts recorded as assets on the accompanying condensed consolidated balance sheets.

Earnings (Loss) per Share

The Company follows the two-class method when computing net earnings (loss) per common share as the Company has issued shares that meet the definition of participating securities. The two-class method determines net earnings (loss) per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. See Note 10 for details.

Fair Value of Financial Instruments

The Company applies various valuation approaches in determining the fair value of its financial assets and liabilities within a hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the source of inputs as follows:

Level 1 — Quoted prices for identical instruments in active markets.

Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 — Significant inputs to the valuation model are unobservable.

The availability of observable inputs can vary among the various types of financial assets and liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level input that is significant to the overall fair value measurement. Level 3 inputs are applied in determining the fair value of our debt, interest rate swaps and performance stock units discussed in Notes 5, 6 and 9 respectively.

Financial instruments, including cash, restricted cash, cash held in escrow, accounts receivable, accounts payable, accrued expenses and other current liabilities, are considered Level 1 in fair value hierarchy. The amounts reported on the condensed consolidated balance sheets for these financial instruments approximate their fair value due to their relatively short maturities and prevailing interest rates. Derivative financial instruments are considered Level 2 in the fair value hierarchy as discussed in Note 6.

Leases

For leases in which we are the lessee, a right of use asset and lease liability is recorded on the condensed consolidated balance sheets equal to the present value of the fixed lease payments of the corresponding lease. To determine our operating right of use asset and lease liability, we estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases by utilizing a market-based approach. Since the terms under our ground leases are significantly longer than the terms of borrowings available to us on a fully collateralized basis, the estimate of this rate requires significant judgment, and considers factors such as market-based pricing on longer duration financing instruments.

Revenue Recognition

Minimum rental revenue from real estate operations is recognized on a straight-line basis. The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the term of the individual leases. In accordance with ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term. If our assessment of collectability changes during the lease term, any difference between the revenue that would have been received under the straight-line method and the lease payments that have been collected will be recognized as a current period adjustment to rental revenue. Rental revenue associated with leases where collectability has been deemed less than probable is recognized on a cash basis in accordance with ASC 842.

Segments

The Company has one reportable segment, industrial properties. These properties have similar economic characteristics and meet the other criteria that permit the properties to be aggregated into one reportable segment.

Stock Based Compensation

The Company grants stock-based compensation awards to our employees and directors typically in the form of restricted shares of common stock, and performance stock units for certain executive officers and key employees. The Company measures stock-based compensation expense based on the fair value of the awards on the grant date and recognizes the expense ratably over the vesting period. Forfeitures of unvested shares are recognized in the period the forfeiture occurs.
v3.24.2
Real Estate Properties, Net
 6 Months Ended
Jun. 30, 2024
Real Estate [Abstract]  
Real Estate Properties, Net

3. Real Estate Properties, Net

Real estate properties, net consisted of the following at June 30, 2024 and December 31, 2023:

   June 30,   December 31, 
   2024   2023 
Land   $223,049   $226,020 
Buildings and improvements    1,185,488    1,203,355 
Site improvements    128,463    130,638 
Construction in progress    11,517    7,853 
Real estate properties at cost    1,548,517    1,567,866 
Net investment in sales-type lease    21,396    — 
Less: accumulated depreciation    (292,454)   (268,046)
Real estate properties, net   $1,277,459   $1,299,820 

 

Depreciation expense was $16,813 and $16,891 for the three months ended June 30, 2024 and 2023, respectively, and $34,244 and $33,762 for the six months ended June 30, 2024 and 2022, respectively.

Acquisition of Properties

There were no acquisitions of properties during the six months ended June 30, 2024.

Sale of Real Estate

During the six months ended June 30, 2024, the Company sold a single, 221,911 square foot property located in Kansas City, MO for approximately $9,150, recognizing a net gain of $849. There were no sales of real estate for the six months ended June 30, 2023.
v3.24.2
Leases
 6 Months Ended
Jun. 30, 2024
Leases  
Leases

4. Leases

As a Lessor

Operating Leases

We lease our properties to tenants under agreements that are typically classified as operating leases. We recognize the total minimum lease payments provided for under the leases on a straight-line basis over the lease term. Many of our leases have triple net provisions or modified gross lease expense reimbursement provisions in order to recover certain operating expenses such as common area maintenance, insurance, real estate taxes and utilities from our tenants. The recovery of such operating expenses is recognized in rental revenue in the condensed consolidated statements of operations. Some of our tenants’ leases are subject to changes in the Consumer Price Index (“CPI”).

The Company includes accounts receivable and straight-line rent receivables within other assets in the condensed consolidated balance sheets. For the six months ended June 30, 2024 and 2023, rental revenue was derived from various tenants. As such, future receipts are dependent upon the financial strength of the lessees and their ability to perform under the lease agreements.

Rental revenue is comprised of the following:

                     
  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
   2024   2023   2024   2023 
Income from leases  $37,321   $36,440   $74,212   $72,380 
Straight-line rent adjustments   (1,044)   705    (1,029)   1,617 
Tenant recoveries   11,759    12,085    24,618    23,870 
Amortization of above market leases   (133)   (166)   (269)   (336)
Amortization of below market leases   426    835    880    1,739 
Total  $48,329   $49,899   $98,412   $99,270 

 

Tenant recoveries included within rental revenue for the six months ended June 30, 2024 and 2023 are variable in nature.

Sales Type Leases

During the six months ended June 30, 2024, the tenant occupying a single tenant industrial property located in Columbus, Ohio, provided notice of its intention to exercise its option to purchase the property at a fixed price of $21,480. We believe the exercise of the purchase option is reasonably probable and therefore, in accordance with ASC 842, Leases, there is a lease modification. As a result, we reclassified the respective real estate property to net investment in sales-type lease totaling $21,480 on our condensed consolidated balance sheets, effective as of the date of tenant notice, in the following amounts: (i) $19,605 from Real estate properties, (ii) $8,094 from Accumulated depreciation, (iii) $877 from net Deferred lease intangible assets, and (iv) $1,062 from Other assets. Further, we recognized a Gain on sale of real estate of $8,030 during the six months ended June 30, 2024 related to this transaction.

Earnings from our Net investment in sales-type lease are included in Rental revenue in the condensed consolidated statements of operations and totaled $320 and $0 for the three months ended June 30, 2024 and 2023, respectively, and $427 and $0 for the six months ended June 30, 2024 and 2023, respectively. Prior to this reclassification to Net investment in sales-type lease, earnings from this lease were recognized in Rental revenue in the condensed consolidated statements of operations.

Net investment in sales-type lease is summarized as follows:

   June 30,   December 31, 
   2024   2023 
Lease payments receivable(1)   $21,608   $— 
Less: unearned rental revenue    (212)   — 
Total   $21,396   $— 

______________

(1) Includes estimated purchase price and total contractual rents through the anticipated close date.

 

Net investment in sales-type leases are assessed for credit loss allowances. No such allowances were recorded as of June 30, 2024 or December 31, 2023.

Scheduled future lease payments to be received (exclusive of expenses paid by) under sales-type leases at June 30, 2024 are as follows:

      
July 1, 2024 – December 31, 2024   $21,608 
2025   — 
2026   — 
2027   — 
2028   — 
Thereafter    — 
Total   $21,608 

 

As a Lessee

Operating Leases

As of June 30, 2024, we have five office space operating leases and a single ground operating sublease. The office lease agreements do not contain residual value guarantees or an option to renew. The ground sublease agreement does not contain residual value guarantees and includes multiple options to extend the sublease between nineteen and twenty years for each respective option. The operating leases have remaining lease terms ranging from 0.2 to 31.5 years, which includes the exercise of a single twenty-year renewal option pertaining to the ground sublease. The Company's condensed consolidated balance sheets include the total operating right of use assets within other assets, and lease liabilities within accounts payable, accrued expenses and other liabilities. Total operating right of use assets and lease liabilities were approximately $4,639 and $5,491, respectively, as of June 30, 2024 and $4,829 and $5,789, respectively, as of December 31, 2023. The operating lease liability as of June 30, 2024 represents a weighted-average incremental borrowing rate of 4.1% over the weighted-average remaining lease term of 8.0 years. The incremental borrowing rate is our estimated borrowing rate on a fully-collateralized basis for the term of the respective leases.

The following table summarizes the operating lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Operating lease expense included in general and administrative expense attributable to office leases  $222   $190   $422   $382 
Operating lease expense included in property expense attributable to ground sublease   9    9    18    18 
Non-cash adjustment due to straight-line rent adjustments   44    35    87    69 
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)  $275   $234   $527   $469 

 

The following table summarizes the maturity analysis of our operating leases, which is discounted by our incremental borrowing rate to calculate the lease liability as included in accounts payable, accrued expenses and other liabilities in the Company’s condensed consolidated balance sheets for the operating leases in which we are the lessee:

         
July 1, 2024 – December 31, 2024   $ 654  
2025     965  
2026     876  
2027     894  
2028     865  
Thereafter     2,658  
Total minimum operating lease payments   $ 6,912  
Less imputed interest     (1,421 )
Total operating lease liability   $ 5,491  

 

Financing Leases

As of June 30, 2024, we have a single finance lease in which we are the sublessee for a ground lease. The Company includes the financing lease right of use asset in the amount of $832 and $845 as of June 30, 2024 and December 31, 2023, respectively, within real estate properties and the corresponding liability within financing lease liability in the condensed consolidated balance sheets. The ground sublease agreement does not contain a residual value guarantee and includes multiple options to extend the sublease between nineteen and twenty years for each respective option. The lease has a remaining lease term of approximately 31.5 years, which includes the exercise of a single twenty-year renewal option. The financing lease liability in the amount of $2,284 and $2,271 as of June 30, 2024 and December 31, 2023, respectively, represents a weighted-average incremental borrowing rate of 7.8% over the weighted-average remaining lease term, which as of June 30 2024 was 31.5 years. The incremental borrowing rate is our estimated borrowing rate on a fully-collateralized basis for the term of the respective lease.

The following table summarizes the financing lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Depreciation/amortization of financing lease right-of-use assets  $7   $6   $14   $13 
Interest expense for financing lease liability   45    45    90    89 
Total financing lease cost  $52   $51   $104   $102 

 

The following table summarizes the maturity analysis of our financing lease:

         
July 1, 2024 – December 31, 2024   $ 77  
2025     170  
2026     170  
2027     170  
2028     170  
Thereafter     6,195  
Total minimum financing lease payments   $ 6,952  
Less imputed interest     (4,668 )
Total financing lease liability   $ 2,284  

 
v3.24.2
Indebtedness
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Indebtedness

5. Indebtedness

The following table sets forth a summary of the Company’s borrowings outstanding under its respective secured debt, unsecured line of credit and unsecured debt as of June 30, 2024 and December 31, 2023.

    Outstanding Balance at     Interest rate at    
Debt   June 30,
2024		     December 31,
2023		     June 30,
2024		   Final
Maturity Date
Secured debt:                        
Ohio National Life Mortgage     18,078       18,409     4.14%   August 1, 2024
Allianz Loan     60,679       61,260     4.07%   April 10, 2026
Nationwide Loan     14,791       14,948     2.97%   October 1, 2027
Lincoln Life Gateway Mortgage     28,800       28,800     3.43%   January 1, 2028
Minnesota Life Memphis Industrial Loan     54,374       54,956     3.15%   January 1, 2028
Midland National Life Insurance Mortgage     10,559       10,665     3.50%   March 10, 2028
Minnesota Life Loan     19,337       19,569     3.78%   May 1, 2028
Transamerica Loan     57,217       59,357     4.35%   August 1, 2028
Total secured debt   $ 263,835     $ 267,964          
Unamortized debt issuance costs, net     (1,003 )     (1,174 )        
Unamortized premium/(discount), net     2       97          
Total secured debt, net   $ 262,834     $ 266,887          
                         
Unsecured debt:                        
$100m KeyBank Term Loan     100,000       100,000     3.00%(1)(2)   August 11, 2026
$200m KeyBank Term Loan     200,000       200,000     3.03%(1)(2)   February 11, 2027
$150m KeyBank Term Loan     150,000       150,000     4.40%(1)(2)   May 2, 2027
Total unsecured debt   $ 450,000     $ 450,000          
Unamortized debt issuance costs, net     (1,674 )     (2,010 )        
Total unsecured debt, net   $ 448,326     $ 447,990          
                         
Borrowings under line of credit:                        
KeyBank unsecured line of credit     155,400       155,400     6.51%(1)(3)   August 11, 2025
Total borrowings under line of credit   $ 155,400     $ 155,400          

_______________

(1) For the month of June 2024, the one-month term SOFR for our unsecured debt was 5.328% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.328%. The spread over the applicable rate for the $100m, $150m, and $200m KeyBank Term Loans and KeyBank unsecured line of credit is based on the Company’s total leverage ratio plus the 0.1% SOFR index adjustment.
(2) The one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
(3) $100 million of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%.

 

Financial Covenant Considerations

The Company is in compliance with all respective financial covenants for our secured and unsecured debt and unsecured line of credit as of June 30, 2024.

Fair Value of Debt

The fair value of our debt and borrowings under line of credit was estimated using Level 3 inputs by calculating the present value of principal and interest payments, using discount rates that best reflect current market interest rates for financings with similar characteristics and credit quality, and assuming each loan is outstanding through its maturity.

The following table summarizes the aggregate principal outstanding under the Company’s indebtedness and the corresponding estimate of fair value as of June 30, 2024 and December 31, 2023:

   June 30, 2024   December 31, 2023 
Indebtedness  Principal Outstanding   Fair Value   Principal Outstanding   Fair Value 
Secured debt   $263,835   $248,521   $267,964   $254,114 
Unsecured debt    450,000    450,000    450,000    455,229 
Borrowings under line of credit, net    155,400    155,400    155,400    155,599 
Total    869,235   $853,921    873,364   $864,942 
Unamortized debt issuance cost, net    (2,677)        (3,184)     
Unamortized premium/(discount), net    2         97      
Total carrying value   $866,560        $870,277      

 
v3.24.2
Derivative Financial Instruments
 6 Months Ended
Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments

6. Derivative Financial Instruments

Risk Management Objective of Using Derivatives

The Company is exposed to certain risk arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.  During 2024 and 2023, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt.

The following table sets forth a summary of our interest rate swaps as of June 30, 2024 and December 31, 2023.

                      Notional Value(1)     Fair Value(2)  
Interest Rate Swap
Counterparty		   Trade
Date		   Effective
Date		   Maturity
Date		   SOFR Interest
Strike Rate		     June 30,
2024		     December 31,
2023		     June 30,
2024		     December 31,
2023		  
Capital One, N.A.   July 13, 2022   July 1, 2022   Feb. 11, 2027   1.527%     $ 200,000     $ 200,000     $ 13,852     $ 12,539  
JPMorgan Chase Bank, N.A.   July 13, 2022   July 1, 2022   Aug. 8, 2026   1.504%     $ 100,000     $ 100,000     $ 5,976     $ 5,692  
JPMorgan Chase Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 75,000     $ 75,000     $ 2,751     $ 1,723  
Wells Fargo Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,375     $ 861  
Capital One, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,373     $ 852  
Wells Fargo Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.750%     $ 50,000     $ 50,000     $ 1     $ (577 )
JPMorgan Chase Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (3)     $ (292 )
Capital One, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (2)     $ (292 )

_______________

(1) Represents the notional value of interest rate swaps effective as of June 30, 2024.
(2) As of June 30, 2024, the fair value of six of the interest rate swaps were in an asset position of approximately $25.3 million and the remaining two interest rate swaps were in a liability position of approximately $0.005 million.

 

For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (“AOCI”) and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $16,740 will be reclassified as a decrease to interest expense.

The following table sets forth the impact of our interest rate swaps on our condensed consolidated financial statements for the three and six months ended June 30, 2024 and 2023.

                     
   For the Three Months
Ended June 30,		   For the Six Months
Ended June 30,		 
Interest Rate Swaps in Cash Flow Hedging Relationships:  2024   2023   2024   2023 
Amount of unrealized gain (loss) recognized in AOCI on derivatives   $(870)  $8,135   $4,817   $1,065 
Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded  $3,944   $3,414   $7,902   $6,266 

 

Fair Value of Interest Rate Swaps

The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of June 30, 2024 and December 31, 2023, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following tables summarize the Company’s interest rate swaps that are accounted for at fair value on a recurring basis as of June 30, 2024 and December 31, 2023.

       Fair Value Measurements as of June 30, 2024 
Balance Sheet Line Item  Fair Value as of
June 30,
2024		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $25,328   $—   $25,328   $— 
Interest rate swaps - Liability   $(5)  $—   $(5)   $— 

 

       Fair Value Measurements as of December 31, 2023 
Balance Sheet Line Item  Fair Value as of
December 31, 2023		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $21,667   $—   $21,667   $— 
Interest rate swaps - Liability   $(1,161)  $—   $(1,161)  $— 

 

Non-designated Hedges

The Company does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as hedges. Changes in the fair value of derivatives not designated in hedging relationships would be recorded directly in earnings.

Credit-risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. Specifically, the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company's default on the indebtedness.

As of June 30, 2024, the fair value of two of the eight interest rate swaps were in a net liability position. As of June 30, 2024, the Company has not posted any collateral related to these agreements. If the Company had breached any of these provisions at June 30, 2024, it could have been required to settle its obligations under the agreements at their termination value.
v3.24.2
Common Stock
 6 Months Ended
Jun. 30, 2024
Common Stock  
Common Stock

7. Common Stock

ATM Program

On February 27, 2024, the Company entered into a distribution agreement with certain sales agents pursuant to which the Company may issue and sell, from time to time, shares of its common stock, with aggregate gross proceeds of $200,000 through an “at-the-market” equity offering program (the “2024 $200 Million ATM Program”). The 2024 $200 Million ATM Program replaced the previous $200 million ATM program, which was entered on February 28, 2023 (“2023 $200 Million ATM Program”).

For the six months ended June 30, 2024, the Company did not issue shares of its common stock under the 2024 $200 Million ATM Program and 2023 $200 Million ATM Program. The Company has approximately $200,000 available for issuance under the 2024 $200 Million ATM Program.

Common Stock Dividends

The following table sets forth the common stock dividends that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

   Cash Dividends
Declared
per Share		   Aggregate
Amount		 
2024          
First quarter   $0.2400   $10,904 
Second quarter    0.2400    10,928 
Total   $0.4800   $21,832 
           
2023          
First quarter   $0.2250   $9,682 
Second quarter    0.2250    9,709 
Third quarter    0.2250    10,193 
Fourth quarter    0.2250    10,193 
Total   $0.9000   $39,777 

 
v3.24.2
Non-Controlling Interests
 6 Months Ended
Jun. 30, 2024
Noncontrolling Interest [Abstract]  
Non-Controlling Interests

8. Non-Controlling Interests

Operating Partnership Units

In connection with prior acquisitions of real estate property, the Company, through its Operating Partnership, had issued Operating Partnership Units (“OP Units”) to the former owners as part of the acquisition price. The holders of the OP Units are entitled to receive distributions concurrent with the dividends paid on our common stock. The holders of the OP Units can also convert their respective OP Units for the Company’s common stock on a 1-to-1 basis. Upon conversion, the Company adjusts the carrying value of non-controlling interest to reflect its modified share of the book value of the Operating Partnership. Such adjustments are recorded to additional paid-in capital as a reallocation of non-controlling interest on the accompanying condensed consolidated statements of changes in preferred stock and equity.

OP Units outstanding as of June 30, 2024 and December 31, 2023 was 490,299.

The following table sets forth the OP Unit distributions that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

    Cash Distributions
Declared per
OP Unit		     Aggregate
Amount		  
2024                
First quarter   $ 0.2400     $ 118  
Second quarter     0.2400       118  
Total   $ 0.4800     $ 236  
                 
2023                
First quarter   $ 0.2250     $ 110  
Second quarter     0.2250       110  
Third quarter     0.2250       110  
Fourth quarter     0.2250       110  
Total   $ 0.9000     $ 440  

 

The proportionate share of the income (loss) attributed to the OP Units was $14 and ($30) for the three months ended June 30, 2024 and 2023, respectively, and $82 and ($68) for the six months ended June 30, 2024 and 2023, respectively.
v3.24.2
Incentive Award Plan
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Incentive Award Plan

9. Incentive Award Plan

Restricted Stock

The following table is a summary of the total restricted shares granted, forfeited and vested for the six months ended June 30, 2024:

    Shares  
Unvested restricted stock at January 1, 2024     370,843  
    Granted     146,102  
    Forfeited     —  
    Vested     (126,578 )
Unvested restricted stock at June 30, 2024     390,367  

 

The Company recorded equity-based compensation expense related to restricted stock in the amount of $822 and $691 for the three months ended June 30, 2024 and 2023, respectively, and $1,584 and $1,276 for the six months ended June 30, 2024 and 2023, respectively which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. Equity-based compensation expense for shares issued to employees and directors is based on the grant-date fair value of the award and recognized on a straight-line basis over the requisite period of the award. The unrecognized compensation expense associated with the Company’s restricted shares of common stock at June 30, 2024 was approximately $7,051 and is expected to be recognized over a weighted average period of approximately 2.9 years. The fair value of the 146,102 restricted shares granted during the six months ended June 30, 2024 was approximately $3,192 with a weighted average fair value of $21.85 per share.

Performance Stock Units

On April 15, 2024, the compensation committee of the board of directors approved, and the Company granted, 85,983 Performance Stock Units (“PSUs”) under the 2014 Incentive Award Plan to certain executive officers and key employees of the Company. The PSUs are subject to performance-based criteria including the Company’s total shareholder return (35%) and total shareholder return compared to the MSCI US REIT Index (65%) over a three-year performance period. Upon conclusion of the performance period, the final number of PSUs vested will range between zero to a maximum of 171,966 PSUs. All vested performance stock units will convert into shares of common stock on a 1-to-1 basis. Equity-based compensation expense is charged to earnings ratably from the grant date through to the end of the performance period.

The fair value of the PSUs of $1,757 was determined using a lattice-binomial option-pricing model based on a Monte Carlo simulation applying Level 3 inputs as described in Note 2. The significant inputs into the model were: grant date of April 15, 2024, volatility of 29.0%, an expected annual dividend of 4.2%, and an annual risk-free interest rate of 4.87%.

The following table summarizes activity related to the Company’s unvested PSUs during the six months ended June 30, 2024 and year ended December 31, 2023.

Unvested Performance Stock Units  Performance
Stock Units		   Weighted Average
Grant Date
Fair Value per Unit		 
Balance at December 31, 2022    —   $— 
    Granted    51,410    30.15 
    Vested    —    — 
    Forfeited    —    — 
Balance at December 31, 2023    51,410   $30.15 
    Granted    85,983    20.44 
    Vested    —    — 
    Forfeited    —    — 
Balance at June 30, 2024    137,393   $24.07 

 

The Company recorded equity-based compensation expense related to the PSUs in the amount of $289 and $25 for the three months ended June 30, 2024 and 2023, respectively and $441 and $25 for the six months ended June 30, 2024 and 2023, respectively, which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. The unrecognized compensation expense associated with the Company’s PSUs at June 30, 2024 was approximately $2,537 and is expected to be recognized over a weighted average period of approximately 2.2 years.
v3.24.2
Earnings per Share
 6 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
Earnings per Share

10. Earnings per Share

Net Income (Loss) per Common Share

Basic and diluted earnings per share attributable to common stockholders was calculated as follows:

                 
   Three Months Ended
June 30,		   Six Months Ended
June 30,		 
   2024   2023   2024   2023 
Numerator                
Net income (loss)  $1,328   $(2,634)  $7,614   $(5,970)
Less: Net income (loss) attributable to non-controlling interest   14    (30)   82    (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc.   1,314    (2,604)   7,532    (5,902)
Less: Preferred Stock dividends   —    916    —    1,832 
Less: Loss on extinguishment/redemption of Series A Preferred Stock   —    —    —    2 
Less: Amount allocated to participating securities   94    82    188    170 
Net income (loss) attributable to common stockholders  $1,220   $(3,602)  $7,344   $(7,906)
Denominator                    
Weighted-average common shares outstanding — basic   44,991,220    42,646,535    44,963,908    42,625,768 
Effect of dilutive securities                    
Add: Stock-based compensation(1)   36,283    —    30,152    — 
Weighted-average common shares outstanding — diluted    45,027,503    42,646,535    44,994,060    42,625,768 
Net income (loss) per share – basic and diluted                    
Net income (loss) per share attributable to common stockholders — basic  $0.03   $(0.08)  $0.16   $(0.19)
Net income (loss) per share attributable to common stockholders — diluted  $0.03   $(0.08)  $0.16   $(0.19)

_______________

(1) During the three and six months ended June 30, 2024, there were approximately 156 and 32,144, respectively, unvested restricted shares of common stock on a weighted average basis that were not included in the computation of diluted earnings per share as including these shares would be anti-dilutive. During the three and six months ended June 30, 2023, all unvested restricted shares of common stock were deemed to be anti-dilutive due to the net loss attributable to common stockholders.

 

The Company uses the two-class method of computing earnings per common share in which participating securities are included within the basic earnings per share (“EPS”) calculation. The amount allocated to participating securities is according to dividends declared (whether paid or unpaid). The restricted stock does not have any participatory rights in undistributed earnings. The unvested shares of restricted stock are accounted for as participating securities as they contain nonforfeitable rights to dividends. PSUs, which are subject to vesting based on the Company achieving certain total shareholder return thresholds over a three-year performance period, are included as contingently issuable shares in the calculation of diluted EPS when the total shareholder return thresholds are achieved at or above the threshold levels specific in the award agreements, assuming the reporting period is the end of the performance period, and the effect is dilutive.

In periods where there is a net loss attributable to common stockholders, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company’s potential dilutive securities for the three and six months ended June 30, 2024 include the 390,367 shares of restricted common stock and 60,973 PSUs. The restricted common shares and PSUs have been excluded from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2023 as the effect of including them would reduce the net loss per share.
v3.24.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

11. Commitments and Contingencies

Employment Agreements

The Company has entered into employment agreements with the Company’s Chief Executive Officer, Managing Director, Chief Financial Officer, and Executive Vice President Asset Management. As approved by the compensation committee of the Board of Directors the agreements provide for base salaries ranging from $350 to $650 annually with discretionary cash and stock performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.

Legal Proceedings

The Company is not currently party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses, as incurred, the costs related to such legal proceedings.

Contingent Liability

Under the terms of the Plymouth MIR JV II LLC agreement executed July 6, 2023, the majority partner has the right to require us to purchase its 98% interest in the 297,583 square foot property located in Atlanta, GA at the greater of the property’s then-current fair market value, or, 150% of aggregate capital contributions made by the majority partner. Such right can be executed by the majority partner no sooner than June 1, 2025, and no later than August 29, 2025. As of June 30, 2024, the projected fair market value of the property at the date the put option is exercisable is expected to exceed the 150% of the aggregate capital contributions made by the majority partner, and as such, there is no contingent liability to recognize.
v3.24.2
Subsequent Events
 6 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events

12. Subsequent Events

On July 18, 2024, the Company acquired a multi-building, multi-tenant industrial property, consisting of approximately 1,621,000 square feet, located in Memphis, TN for an aggregate purchase price of $100,500.
v3.24.2
Summary of Significant Accounting Policies (Policies)
 6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The Company’s interim condensed consolidated financial statements include the accounts of the Company, the Operating Partnership and their subsidiaries. The interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. These interim condensed consolidated financial statements include adjustments of a normal and recurring nature considered necessary by management to fairly state the Company's financial position and results of operations. These interim condensed consolidated financial statements may not be indicative of financial results for the full year. These interim condensed consolidated financial statements and notes thereto should be read in conjunction with the Company's audited consolidated financial statements and the notes thereto for the years ended December 31, 2023 and 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the United States Securities and Exchange Commission on February 22, 2024.
Consolidation

Consolidation

We consolidate all entities that are wholly owned and those in which we own less than 100% but control, as well as any Variable Interest Entities (“VIEs”) in which we are the primary beneficiary. We evaluate our ability to control an entity and whether the entity is a VIE and we are the primary beneficiary through consideration of the substantive terms of the arrangement to identify which enterprise has the power to direct the activities of a VIE that most significantly impacts the entity’s economic performance and the obligation to absorb losses of the entity or the right to receive benefits from the entity. Investments in entities in which we do not control but over which we have the ability to exercise significant influence over operating and financial policies are presented under the equity method. Investments in entities that we do not control and over which we do not exercise significant influence are carried at the lower of cost or fair value, as appropriate. Our ability to correctly assess our influence and/or control over an entity affects the presentation of these investments in our condensed consolidated financial statements.

Consolidated VIEs are those for which the Company is considered to be the primary beneficiary of a VIE. The primary beneficiary is the entity that has a controlling financial interest in the VIE, which is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance and (2) the obligation to absorb losses or the right to receive the returns from the VIE that could potentially be significant to the VIE. The Company has determined that the Operating Partnership is a VIE and the Company is the primary beneficiary. The Company's only significant asset is its investment in the Operating Partnership, and therefore, substantially all of the Company’s assets and liabilities are the assets and liabilities of the Operating Partnership.
Risks and Uncertainties

Risks and Uncertainties

The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial position. Should the Company experience a significant decline in operational performance, it may affect the Company’s ability to make distributions to its stockholders, service debt, or meet other financial obligations.
Use of Estimates

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management makes significant estimates regarding the allocation of tangible and intangible assets and liabilities for real estate acquisitions, impairments of long-lived assets and its stock-based compensation. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management adjusts such estimates when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from those estimates and assumptions.
Cash Equivalents and Restricted Cash

Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash and restricted cash, which includes tenant security deposits and cash collateral for its borrowings discussed in Note 5, and cash held in escrow for real estate tax, insurance, tenant capital improvements and leasing commissions, in bank deposit accounts, which at times may exceed federally insured limits. As of June 30, 2024, the Company has not realized any losses in such cash accounts and believes it mitigates its risk of loss by depositing its cash and restricted cash in highly rated financial institutions or within accounts that are below the federally insured limits.

The following table presents a reconciliation of cash, cash held in escrow, and restricted cash reported within our condensed consolidated balance sheets to amounts reported within our condensed consolidated statements of cash flows:

   June 30,   December 31, 
   2024   2023 
Cash   $23,548   $14,493 
Cash held in escrow    5,598    4,716 
Restricted cash    6,983    6,995 
Cash, cash held in escrow, and restricted cash   $36,129   $26,204 

 
Debt Issuance Costs

Debt Issuance Costs

Debt issuance costs other than those associated with the revolving line of credit facility are reflected as a reduction to the respective loan amounts in the form of a debt discount. Amortization of this expense is included in interest expense in the condensed consolidated statements of operations.

Debt issuance costs amounted to $6,787 at June 30, 2024 and December 31, 2023, and related accumulated amortization amounted to $4,109 and $3,603 at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, the Company has classified net unamortized debt issuance costs of $1,005 and $1,469, respectively, related to borrowings under the line of credit to other assets in the condensed consolidated balance sheets.
Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

We record all derivatives on the accompanying condensed consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply, or we elect not to apply hedge accounting.

In accordance with fair value measurement guidance, we made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting arrangements on a net basis by the counterparty portfolio. Credit risk is the risk of failure of the counterparty to perform under the terms of the contract. We minimize the credit risk in our derivative financial instruments by entering into transactions with various high-quality counterparties. Our exposure to credit risk at any point is generally limited to amounts recorded as assets on the accompanying condensed consolidated balance sheets.
Earnings (Loss) per Share

Earnings (Loss) per Share

The Company follows the two-class method when computing net earnings (loss) per common share as the Company has issued shares that meet the definition of participating securities. The two-class method determines net earnings (loss) per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. See Note 10 for details.
Fair Value of Financial Instruments

Fair Value of Financial Instruments

The Company applies various valuation approaches in determining the fair value of its financial assets and liabilities within a hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the source of inputs as follows:

Level 1 — Quoted prices for identical instruments in active markets.

Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 — Significant inputs to the valuation model are unobservable.

The availability of observable inputs can vary among the various types of financial assets and liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level input that is significant to the overall fair value measurement. Level 3 inputs are applied in determining the fair value of our debt, interest rate swaps and performance stock units discussed in Notes 5, 6 and 9 respectively.

Financial instruments, including cash, restricted cash, cash held in escrow, accounts receivable, accounts payable, accrued expenses and other current liabilities, are considered Level 1 in fair value hierarchy. The amounts reported on the condensed consolidated balance sheets for these financial instruments approximate their fair value due to their relatively short maturities and prevailing interest rates. Derivative financial instruments are considered Level 2 in the fair value hierarchy as discussed in Note 6.
Leases

Leases

For leases in which we are the lessee, a right of use asset and lease liability is recorded on the condensed consolidated balance sheets equal to the present value of the fixed lease payments of the corresponding lease. To determine our operating right of use asset and lease liability, we estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases by utilizing a market-based approach. Since the terms under our ground leases are significantly longer than the terms of borrowings available to us on a fully collateralized basis, the estimate of this rate requires significant judgment, and considers factors such as market-based pricing on longer duration financing instruments.
Revenue Recognition

Revenue Recognition

Minimum rental revenue from real estate operations is recognized on a straight-line basis. The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the term of the individual leases. In accordance with ASC 842, we assess the collectability of lease receivables (including future minimum rental payments) both at commencement and throughout the lease term. If our assessment of collectability changes during the lease term, any difference between the revenue that would have been received under the straight-line method and the lease payments that have been collected will be recognized as a current period adjustment to rental revenue. Rental revenue associated with leases where collectability has been deemed less than probable is recognized on a cash basis in accordance with ASC 842.
Segments

Segments

The Company has one reportable segment, industrial properties. These properties have similar economic characteristics and meet the other criteria that permit the properties to be aggregated into one reportable segment.
Stock Based Compensation

Stock Based Compensation

The Company grants stock-based compensation awards to our employees and directors typically in the form of restricted shares of common stock, and performance stock units for certain executive officers and key employees. The Company measures stock-based compensation expense based on the fair value of the awards on the grant date and recognizes the expense ratably over the vesting period. Forfeitures of unvested shares are recognized in the period the forfeiture occurs.
v3.24.2
Summary of Significant Accounting Policies (Tables)
 6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Summary of significant accounting policies - schedule of cash, cash equivalents and restricted cash

The following table presents a reconciliation of cash, cash held in escrow, and restricted cash reported within our condensed consolidated balance sheets to amounts reported within our condensed consolidated statements of cash flows:

   June 30,   December 31, 
   2024   2023 
Cash   $23,548   $14,493 
Cash held in escrow    5,598    4,716 
Restricted cash    6,983    6,995 
Cash, cash held in escrow, and restricted cash   $36,129   $26,204 
v3.24.2
Real Estate Properties, Net (Tables)
 6 Months Ended
Jun. 30, 2024
Real Estate [Abstract]  
Real estate properties - schedule of real estate properties

Real estate properties, net consisted of the following at June 30, 2024 and December 31, 2023:

   June 30,   December 31, 
   2024   2023 
Land   $223,049   $226,020 
Buildings and improvements    1,185,488    1,203,355 
Site improvements    128,463    130,638 
Construction in progress    11,517    7,853 
Real estate properties at cost    1,548,517    1,567,866 
Net investment in sales-type lease    21,396    — 
Less: accumulated depreciation    (292,454)   (268,046)
Real estate properties, net   $1,277,459   $1,299,820 
v3.24.2
Leases (Tables)
 6 Months Ended
Jun. 30, 2024
Leases  
Leases - schedule of rental revenue components

Rental revenue is comprised of the following:

                     
  

Three Months Ended

June 30,

  

Six Months Ended

June 30,

 
   2024   2023   2024   2023 
Income from leases  $37,321   $36,440   $74,212   $72,380 
Straight-line rent adjustments   (1,044)   705    (1,029)   1,617 
Tenant recoveries   11,759    12,085    24,618    23,870 
Amortization of above market leases   (133)   (166)   (269)   (336)
Amortization of below market leases   426    835    880    1,739 
Total  $48,329   $49,899   $98,412   $99,270 
Leases - schedule of net investment in sales-type lease

Net investment in sales-type lease is summarized as follows:

   June 30,   December 31, 
   2024   2023 
Lease payments receivable(1)   $21,608   $— 
Less: unearned rental revenue    (212)   — 
Total   $21,396   $— 

______________

(1) Includes estimated purchase price and total contractual rents through the anticipated close date.
Leases - schedule of finite-lived intangible assets, future amortization expense

Scheduled future lease payments to be received (exclusive of expenses paid by) under sales-type leases at June 30, 2024 are as follows:

      
July 1, 2024 – December 31, 2024   $21,608 
2025   — 
2026   — 
2027   — 
2028   — 
Thereafter    — 
Total   $21,608 
Leases - schedule of lease costs

The following table summarizes the operating lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Operating lease expense included in general and administrative expense attributable to office leases  $222   $190   $422   $382 
Operating lease expense included in property expense attributable to ground sublease   9    9    18    18 
Non-cash adjustment due to straight-line rent adjustments   44    35    87    69 
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows)  $275   $234   $527   $469 
Leases - schedule of lessee future minimum rental commitments under non-cancellable leases

The following table summarizes the maturity analysis of our operating leases, which is discounted by our incremental borrowing rate to calculate the lease liability as included in accounts payable, accrued expenses and other liabilities in the Company’s condensed consolidated balance sheets for the operating leases in which we are the lessee:

         
July 1, 2024 – December 31, 2024   $ 654  
2025     965  
2026     876  
2027     894  
2028     865  
Thereafter     2,658  
Total minimum operating lease payments   $ 6,912  
Less imputed interest     (1,421 )
Total operating lease liability   $ 5,491  
Leases - schedule of finance lease expense

The following table summarizes the financing lease expense recognized during the three and six months ended June 30, 2024 and 2023 included in the Company’s condensed consolidated statements of operations.

                 
   Three Months Ended June 30,   Six Months Ended June 30, 
   2024   2023   2024   2023 
Depreciation/amortization of financing lease right-of-use assets  $7   $6   $14   $13 
Interest expense for financing lease liability   45    45    90    89 
Total financing lease cost  $52   $51   $104   $102 
Leases - schedule of finance lease, liability, fiscal year maturity

The following table summarizes the maturity analysis of our financing lease:

         
July 1, 2024 – December 31, 2024   $ 77  
2025     170  
2026     170  
2027     170  
2028     170  
Thereafter     6,195  
Total minimum financing lease payments   $ 6,952  
Less imputed interest     (4,668 )
Total financing lease liability   $ 2,284  
v3.24.2
Indebtedness (Tables)
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Indebtedness - schedule of secured and unsecured debt outstanding

The following table sets forth a summary of the Company’s borrowings outstanding under its respective secured debt, unsecured line of credit and unsecured debt as of June 30, 2024 and December 31, 2023.

    Outstanding Balance at     Interest rate at    
Debt   June 30,
2024		     December 31,
2023		     June 30,
2024		   Final
Maturity Date
Secured debt:                        
Ohio National Life Mortgage     18,078       18,409     4.14%   August 1, 2024
Allianz Loan     60,679       61,260     4.07%   April 10, 2026
Nationwide Loan     14,791       14,948     2.97%   October 1, 2027
Lincoln Life Gateway Mortgage     28,800       28,800     3.43%   January 1, 2028
Minnesota Life Memphis Industrial Loan     54,374       54,956     3.15%   January 1, 2028
Midland National Life Insurance Mortgage     10,559       10,665     3.50%   March 10, 2028
Minnesota Life Loan     19,337       19,569     3.78%   May 1, 2028
Transamerica Loan     57,217       59,357     4.35%   August 1, 2028
Total secured debt   $ 263,835     $ 267,964          
Unamortized debt issuance costs, net     (1,003 )     (1,174 )        
Unamortized premium/(discount), net     2       97          
Total secured debt, net   $ 262,834     $ 266,887          
                         
Unsecured debt:                        
$100m KeyBank Term Loan     100,000       100,000     3.00%(1)(2)   August 11, 2026
$200m KeyBank Term Loan     200,000       200,000     3.03%(1)(2)   February 11, 2027
$150m KeyBank Term Loan     150,000       150,000     4.40%(1)(2)   May 2, 2027
Total unsecured debt   $ 450,000     $ 450,000          
Unamortized debt issuance costs, net     (1,674 )     (2,010 )        
Total unsecured debt, net   $ 448,326     $ 447,990          
                         
Borrowings under line of credit:                        
KeyBank unsecured line of credit     155,400       155,400     6.51%(1)(3)   August 11, 2025
Total borrowings under line of credit   $ 155,400     $ 155,400          

_______________

(1) For the month of June 2024, the one-month term SOFR for our unsecured debt was 5.328% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.328%. The spread over the applicable rate for the $100m, $150m, and $200m KeyBank Term Loans and KeyBank unsecured line of credit is based on the Company’s total leverage ratio plus the 0.1% SOFR index adjustment.
(2) The one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
(3) $100 million of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%.
Indebtedness - schedule of fair value of debt instruments

The following table summarizes the aggregate principal outstanding under the Company’s indebtedness and the corresponding estimate of fair value as of June 30, 2024 and December 31, 2023:

   June 30, 2024   December 31, 2023 
Indebtedness  Principal Outstanding   Fair Value   Principal Outstanding   Fair Value 
Secured debt   $263,835   $248,521   $267,964   $254,114 
Unsecured debt    450,000    450,000    450,000    455,229 
Borrowings under line of credit, net    155,400    155,400    155,400    155,599 
Total    869,235   $853,921    873,364   $864,942 
Unamortized debt issuance cost, net    (2,677)        (3,184)     
Unamortized premium/(discount), net    2         97      
Total carrying value   $866,560        $870,277      
v3.24.2
Derivative Financial Instruments (Tables)
 6 Months Ended
Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative financial instruments - schedule of interest rate derivatives

The following table sets forth a summary of our interest rate swaps as of June 30, 2024 and December 31, 2023.

                      Notional Value(1)     Fair Value(2)  
Interest Rate Swap
Counterparty		   Trade
Date		   Effective
Date		   Maturity
Date		   SOFR Interest
Strike Rate		     June 30,
2024		     December 31,
2023		     June 30,
2024		     December 31,
2023		  
Capital One, N.A.   July 13, 2022   July 1, 2022   Feb. 11, 2027   1.527%     $ 200,000     $ 200,000     $ 13,852     $ 12,539  
JPMorgan Chase Bank, N.A.   July 13, 2022   July 1, 2022   Aug. 8, 2026   1.504%     $ 100,000     $ 100,000     $ 5,976     $ 5,692  
JPMorgan Chase Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 75,000     $ 75,000     $ 2,751     $ 1,723  
Wells Fargo Bank, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,375     $ 861  
Capital One, N.A.   Aug. 19, 2022   Sept. 1, 2022   May 2, 2027   2.904%     $ 37,500     $ 37,500     $ 1,373     $ 852  
Wells Fargo Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.750%     $ 50,000     $ 50,000     $ 1     $ (577 )
JPMorgan Chase Bank, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (3)     $ (292 )
Capital One, N.A.   Nov. 10, 2023   Nov. 10, 2023   Nov. 1, 2025   4.758%     $ 25,000     $ 25,000     $ (2)     $ (292 )

_______________

(1) Represents the notional value of interest rate swaps effective as of June 30, 2024.
(2) As of June 30, 2024, the fair value of six of the interest rate swaps were in an asset position of approximately $25.3 million and the remaining two interest rate swaps were in a liability position of approximately $0.005 million.
Derivative financial instruments - schedule of cash flow hedges included in accumulated other comprehensive income (loss)

The following table sets forth the impact of our interest rate swaps on our condensed consolidated financial statements for the three and six months ended June 30, 2024 and 2023.

                     
   For the Three Months
Ended June 30,		   For the Six Months
Ended June 30,		 
Interest Rate Swaps in Cash Flow Hedging Relationships:  2024   2023   2024   2023 
Amount of unrealized gain (loss) recognized in AOCI on derivatives   $(870)  $8,135   $4,817   $1,065 
Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded  $3,944   $3,414   $7,902   $6,266 
Derivative financial instruments - schedule of derivative assets at fair value

The following tables summarize the Company’s interest rate swaps that are accounted for at fair value on a recurring basis as of June 30, 2024 and December 31, 2023.

       Fair Value Measurements as of June 30, 2024 
Balance Sheet Line Item  Fair Value as of
June 30,
2024		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $25,328   $—   $25,328   $— 
Interest rate swaps - Liability   $(5)  $—   $(5)   $— 

 

       Fair Value Measurements as of December 31, 2023 
Balance Sheet Line Item  Fair Value as of
December 31, 2023		   Level 1   Level 2   Level 3 
Interest rate swaps - Asset   $21,667   $—   $21,667   $— 
Interest rate swaps - Liability   $(1,161)  $—   $(1,161)  $— 
v3.24.2
Common Stock (Tables)
 6 Months Ended
Jun. 30, 2024
Common Stock  
Common stock - schedule of common stock dividends declared

The following table sets forth the common stock dividends that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

   Cash Dividends
Declared
per Share		   Aggregate
Amount		 
2024          
First quarter   $0.2400   $10,904 
Second quarter    0.2400    10,928 
Total   $0.4800   $21,832 
           
2023          
First quarter   $0.2250   $9,682 
Second quarter    0.2250    9,709 
Third quarter    0.2250    10,193 
Fourth quarter    0.2250    10,193 
Total   $0.9000   $39,777 
v3.24.2
Non-Controlling Interests (Tables)
 6 Months Ended
Jun. 30, 2024
Noncontrolling Interest [Abstract]  
Non-controlling interest - schedule of redeemable non-controlling interest

The following table sets forth the OP Unit distributions that were declared during the six months ended June 30, 2024 and the year ended December 31, 2023.

    Cash Distributions
Declared per
OP Unit		     Aggregate
Amount		  
2024                
First quarter   $ 0.2400     $ 118  
Second quarter     0.2400       118  
Total   $ 0.4800     $ 236  
                 
2023                
First quarter   $ 0.2250     $ 110  
Second quarter     0.2250       110  
Third quarter     0.2250       110  
Fourth quarter     0.2250       110  
Total   $ 0.9000     $ 440  
v3.24.2
Incentive Award Plan (Tables)
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Incentive award plan - schedule of nonvested restricted stock shares activity

The following table is a summary of the total restricted shares granted, forfeited and vested for the six months ended June 30, 2024:

    Shares  
Unvested restricted stock at January 1, 2024     370,843  
    Granted     146,102  
    Forfeited     —  
    Vested     (126,578 )
Unvested restricted stock at June 30, 2024     390,367  
Incentive award plan - schedule of unvested restricted stock units activity

The following table summarizes activity related to the Company’s unvested PSUs during the six months ended June 30, 2024 and year ended December 31, 2023.

Unvested Performance Stock Units  Performance
Stock Units		   Weighted Average
Grant Date
Fair Value per Unit		 
Balance at December 31, 2022    —   $— 
    Granted    51,410    30.15 
    Vested    —    — 
    Forfeited    —    — 
Balance at December 31, 2023    51,410   $30.15 
    Granted    85,983    20.44 
    Vested    —    — 
    Forfeited    —    — 
Balance at June 30, 2024    137,393   $24.07 
v3.24.2
Earnings per Share (Tables)
 6 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
Earnings per Share - schedule of earnings per share

Basic and diluted earnings per share attributable to common stockholders was calculated as follows:

                 
   Three Months Ended
June 30,		   Six Months Ended
June 30,		 
   2024   2023   2024   2023 
Numerator                
Net income (loss)  $1,328   $(2,634)  $7,614   $(5,970)
Less: Net income (loss) attributable to non-controlling interest   14    (30)   82    (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc.   1,314    (2,604)   7,532    (5,902)
Less: Preferred Stock dividends   —    916    —    1,832 
Less: Loss on extinguishment/redemption of Series A Preferred Stock   —    —    —    2 
Less: Amount allocated to participating securities   94    82    188    170 
Net income (loss) attributable to common stockholders  $1,220   $(3,602)  $7,344   $(7,906)
Denominator                    
Weighted-average common shares outstanding — basic   44,991,220    42,646,535    44,963,908    42,625,768 
Effect of dilutive securities                    
Add: Stock-based compensation(1)   36,283    —    30,152    — 
Weighted-average common shares outstanding — diluted    45,027,503    42,646,535    44,994,060    42,625,768 
Net income (loss) per share – basic and diluted                    
Net income (loss) per share attributable to common stockholders — basic  $0.03   $(0.08)  $0.16   $(0.19)
Net income (loss) per share attributable to common stockholders — diluted  $0.03   $(0.08)  $0.16   $(0.19)

_______________

(1) During the three and six months ended June 30, 2024, there were approximately 156 and 32,144, respectively, unvested restricted shares of common stock on a weighted average basis that were not included in the computation of diluted earnings per share as including these shares would be anti-dilutive. During the three and six months ended June 30, 2023, all unvested restricted shares of common stock were deemed to be anti-dilutive due to the net loss attributable to common stockholders.
v3.24.2
Nature of the Business and Basis of Presentation (Details Narrative)
 6 Months Ended 12 Months Ended
Jun. 30, 2024
ft²
Number
Dec. 31, 2023
Jul. 06, 2023
ft²
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]      
Real estate properites, approximate square feet     297,583
Industrial Properties [Member]      
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]      
Number of real estate properties | Number 155    
Number of units in real estate property | Number 210    
Real estate properites, approximate square feet 33,800,000    
Property Management Office - Columbus, OH [Member]      
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]      
Real estate properites, approximate square feet 17,260    
Plymouth Industrial Operating Partners, LP [Member]      
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]      
Ownership equity interest in the operating partnership 98.90% 98.90%  
v3.24.2
Summary of significant accounting policies - schedule of cash, cash equivalents and restricted cash (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Jun. 30, 2023
Dec. 31, 2022
Accounting Policies [Abstract]        
Cash $ 23,548 $ 14,493    
Cash held in escrow 5,598 4,716    
Restricted cash 6,983 6,995    
Cash, cash held in escrow, and restricted cash $ 36,129 $ 26,204 $ 38,517 $ 31,213
v3.24.2
Summary of Significant Accounting Policies (Details Narrative) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Line of Credit Facility [Line Items]    
Debt issuance costs $ 6,787 $ 6,787
Accumulated amortization 4,109 3,603
Revolving Credit Facility [Member]    
Line of Credit Facility [Line Items]    
Unamortized debt issuance expense $ 1,005 $ 1,469
v3.24.2
Real estate properties - schedule of real estate properties (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Real Estate [Abstract]    
Land $ 223,049 $ 226,020
Buildings and improvements 1,185,488 1,203,355
Site improvements 128,463 130,638
Construction in progress 11,517 7,853
Real estate properties at cost  1,548,517 1,567,866
Net investment in sales-type lease 21,396
Less: accumulated depreciation (292,454) (268,046)
Real estate properties, net $ 1,277,459 $ 1,299,820
v3.24.2
Real Estate Properties, Net (Details Narrative)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
ft²
Jun. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
ft²
Jun. 30, 2023
USD ($)
Jul. 06, 2023
ft²
Depreciation expense $ 16,813 $ 16,891 $ 34,244 $ 33,762  
Real estate properites, approximate square feet | ft²         297,583
Real Estate Property Sold Kansas City MO [Member]          
Real estate properites, approximate square feet | ft² 221,911   221,911    
Proceeds from sale of real estate     $ 9,150    
Gain on sale of real estate, net     $ 849    
v3.24.2
Leases - schedule of rental revenue components (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Leases        
Income from leases $ 37,321 $ 36,440 $ 74,212 $ 72,380
Straight-line rent adjustments (1,044) 705 (1,029) 1,617
Tenant recoveries 11,759 12,085 24,618 23,870
Amortization of above market leases (133) (166) (269) (336)
Amortization of below market leases 426 835 880 1,739
Total $ 48,329 $ 49,899 $ 98,412 $ 99,270
v3.24.2
Leases - schedule of net investment in sales-type lease (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Leases    
Lease payments receivable [1] $ 21,608
Less: unearned rental revenue (212)
Total $ 21,396
[1] Includes estimated purchase price and total contractual rents through the anticipated close date.
v3.24.2
Leases - schedule of finite-lived intangible assets, future amortization expense (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Leases  
July 1, 2024 – December 31, 2024 $ 21,608
2025
2026
2027
2028
Thereafter
Total $ 21,608
v3.24.2
Leases - schedule of lease costs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Leases        
Operating lease expense included in general and administrative expense attributable to office leases $ 222 $ 190 $ 422 $ 382
Operating lease expense included in property expense attributable to ground sublease 9 9 18 18
Non-cash adjustment due to straight-line rent adjustments 44 35 87 69
Cash paid for amounts included in the measurement of lease liabilities (operating cash flows) $ 275 $ 234 $ 527 $ 469
v3.24.2
Leases - schedule of lessee future minimum rental commitments under non-cancellable leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Leases    
July 1, 2024 – December 31, 2024 $ 654  
2025 965  
2026 876  
2027 894  
2028 865  
Thereafter 2,658  
Total minimum operating lease payments 6,912  
Less imputed interest (1,421)  
Total operating lease liability $ 5,491 $ 5,789
v3.24.2
Leases - schedule of finance lease expense (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Leases        
Depreciation/amortization of financing lease right-of-use assets $ 7 $ 6 $ 14 $ 13
Interest expense for financing lease liability 45 45 90 89
Total financing lease cost $ 52 $ 51 $ 104 $ 102
v3.24.2
Leases - schedule of finance lease, liability, fiscal year maturity (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Leases    
July 1, 2024 – December 31, 2024 $ 77  
2025 170  
2026 170  
2027 170  
2028 170  
Thereafter 6,195  
Total minimum financing lease payments 6,952  
Less imputed interest (4,668)  
Total financing lease liability $ 2,284 $ 2,271
v3.24.2
Leases (Details Narrative) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Net investment in sales-type lease $ 21,480   $ 21,480    
Gain on sale of real estate     8,030    
Earnings from our net investment in salestype lease 320 $ 0 $ 427 $ 0  
Lessee, Operating Lease, Description     five    
Operating Lease, Right-of-Use Asset 4,639   $ 4,639   $ 4,829
Operating Lease, Liability $ 5,491   $ 5,491   5,789
Operating Lease, Weighted Average Discount Rate, Percent 4.10%   4.10%    
Operating Lease, Weighted Average Remaining Lease Term 8 years   8 years    
Finance Lease, Right-of-Use Asset, after Accumulated Amortization $ 832   $ 832   845
Lessee, Finance Lease, Option to Extend     includes multiple options to extend the sublease between nineteen and twenty years for each respective option.    
Lessee, Finance Lease, Remaining Lease Term 31 years 6 months   31 years 6 months    
Finance Lease, Liability $ 2,284   $ 2,284   $ 2,271
Finance Lease, Weighted Average Discount Rate, Percent 7.80%   7.80%    
Finance Lease, Weighted Average Remaining Lease Term 31 years 6 months   31 years 6 months    
Minimum [Member]          
Lessee, Operating Lease, Remaining Lease Term 2 months 12 days   2 months 12 days    
Maximum [Member]          
Lessee, Operating Lease, Remaining Lease Term 31 years 6 months   31 years 6 months    
Real Estate Properties [Member]          
Net investment in sales-type lease $ 19,605   $ 19,605    
Accumulated Depreciation And Amortization [Member]          
Net investment in sales-type lease 8,094   8,094    
Deferred Lease Intangible Assets [Member]          
Net investment in sales-type lease 877   877    
Other Assets [Member]          
Net investment in sales-type lease $ 1,062   $ 1,062    
v3.24.2
Indebtedness - schedule of secured and unsecured debt outstanding (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Secured Debt $ 263,835 $ 267,964
Debt Instrument, Unamortized Discount (Premium), Net 2 97
Secured Long-Term Debt, Noncurrent 262,834 266,887
Unsecured Debt 450,000 450,000
Unsecured Long-Term Debt, Noncurrent 448,326 447,990
Long-Term Line of Credit $ 155,400 155,400
Revolving Credit Facility [Member] | KeyBank Unsecured Line of Credit [Member]    
Debt Instrument [Line Items]    
Maturity date Aug. 11, 2025  
Interest rate [1],[2] 6.51%  
Unsecured Line of Credit $ 155,400 155,400
Secured Debt [Member]    
Debt Instrument [Line Items]    
Secured Debt 263,835 267,964
Debt Issuance Costs, Noncurrent, Net (1,003) (1,174)
Debt Instrument, Unamortized Discount (Premium), Net 2 97
Secured Debt [Member] | Ohio National Life Mortgage [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 18,078 18,409
Interest rate 4.14%  
Maturity date Aug. 01, 2024  
Secured Debt [Member] | Allianz Loan [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 60,679 61,260
Interest rate 4.07%  
Maturity date Apr. 10, 2026  
Secured Debt [Member] | Nationwide Loan [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 14,791 14,948
Interest rate 2.97%  
Maturity date Oct. 01, 2027  
Secured Debt [Member] | Lincoln Life Gateway Mortgage [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 28,800 28,800
Interest rate 3.43%  
Maturity date Jan. 01, 2028  
Secured Debt [Member] | Minnesota Life Memphis Industrial Loan [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 54,374 54,956
Interest rate 3.15%  
Maturity date Jan. 01, 2028  
Secured Debt [Member] | Midland National Life Insurance Mortgage [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 10,559 10,665
Interest rate 3.50%  
Maturity date Mar. 10, 2028  
Secured Debt [Member] | Minnesota Life Loan [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 19,337 19,569
Interest rate 3.78%  
Maturity date May 01, 2028  
Secured Debt [Member] | Transamerica Loan [Member]    
Debt Instrument [Line Items]    
Secured Debt $ 57,217 59,357
Interest rate 4.35%  
Maturity date Aug. 01, 2028  
Unsecured Debt [Member]    
Debt Instrument [Line Items]    
Debt Issuance Costs, Noncurrent, Net $ (1,674) (2,010)
Unsecured Debt $ 450,000 450,000
Unsecured Debt [Member] | $100m KeyBank Term Loan [Member]    
Debt Instrument [Line Items]    
Maturity date Aug. 11, 2026  
Unsecured Debt $ 100,000 100,000
Interest rate [2],[3] 3.00%  
Unsecured Debt [Member] | $200m KeyBank Term Loan [Member]    
Debt Instrument [Line Items]    
Maturity date Feb. 11, 2027  
Unsecured Debt $ 200,000 200,000
Interest rate [2],[3] 3.03%  
Unsecured Debt [Member] | $150m KeyBank Term Loan [Member]    
Debt Instrument [Line Items]    
Maturity date May 02, 2027  
Unsecured Debt $ 150,000 $ 150,000
Interest rate [2],[3] 4.40%  
[1] $100 million of the outstanding borrowings under the KeyBank unsecured line of credit was swapped to a fixed USD-SOFR rate at a weighted average of 4.754%.
[2] For the month of June 2024, the one-month term SOFR for our unsecured debt was 5.328% and the one-month term SOFR for our borrowings under line of credit was at a weighted average of 5.328%. The spread over the applicable rate for the $100m, $150m, and $200m KeyBank Term Loans and KeyBank unsecured line of credit is based on the Company’s total leverage ratio plus the 0.1% SOFR index adjustment.
[3] The one-month term SOFR for the $100m, $150m and $200m KeyBank Term Loans was swapped to a fixed rate of 1.504%, 2.904%, and 1.527%, respectively.
v3.24.2
Indebtedness - schedule of fair value of debt instruments (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Debt Disclosure [Abstract]    
Secured debt $ 263,835 $ 267,964
Secured debt, fair value 248,521 254,114
Unsecured debt 450,000 450,000
Unsecured debt, fair value 450,000 455,229
Borrowings under line of credit, net 155,400 155,400
Borrowings under line of credit, net, fair value 155,400 155,599
Total 869,235 873,364
Total fair value 853,921 864,942
Unamortized debt issuance cost, net (2,677) (3,184)
Unamortized premium/(discount), net 2 97
Total carrying value $ 866,560 $ 870,277
v3.24.2
Derivative financial instruments - schedule of interest rate derivatives (Details) - Interest Rate Swap [Member] - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Capital One, N.A. [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date July 13, 2022  
Effective date Jul. 01, 2022  
Maturity date Feb. 11, 2027  
Notional value [1] $ 200,000 $ 200,000
Fair value [2] $ 13,852 12,539
Capital One, N.A. [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 1.527%  
JPMorgan Chase Bank, N.A. [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date July 13, 2022  
Effective date Jul. 01, 2022  
Maturity date Aug. 08, 2026  
Notional value [1] $ 100,000 100,000
Fair value [2] $ 5,976 5,692
JPMorgan Chase Bank, N.A. [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 1.504%  
JPMorgan Chase Bank, N.A. #2 [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Aug. 19, 2022  
Effective date Sep. 01, 2022  
Maturity date May 02, 2027  
Notional value [1] $ 75,000 75,000
Fair value [2] $ 2,751 1,723
JPMorgan Chase Bank, N.A. #2 [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 2.904%  
Wells Fargo Bank, N.A. [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Aug. 19, 2022  
Effective date Sep. 01, 2022  
Maturity date May 02, 2027  
Notional value [1] $ 37,500 37,500
Fair value [2] $ 1,375 861
Wells Fargo Bank, N.A. [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 2.904%  
Capital One, N.A. #2 [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Aug. 19, 2022  
Effective date Sep. 01, 2022  
Maturity date May 02, 2027  
Notional value [1] $ 37,500 37,500
Fair value [2] $ 1,373 852
Capital One, N.A. #2 [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 2.904%  
Wells Fargo Bank Na One [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Nov. 10, 2023  
Effective date Nov. 10, 2023  
Maturity date Nov. 01, 2025  
Notional value [1] $ 50,000 50,000
Fair value [2] $ 1 (577)
Wells Fargo Bank Na One [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 4.75%  
Jp Morgan Chase Bank Na Three [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Nov. 10, 2023  
Effective date Nov. 10, 2023  
Maturity date Nov. 01, 2025  
Notional value [1] $ 25,000 25,000
Fair value [2] $ (3) (292)
Jp Morgan Chase Bank Na Three [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 4.758%  
Capital One Na Three [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
Trade date Nov. 10, 2023  
Effective date Nov. 10, 2023  
Maturity date Nov. 01, 2025  
Notional value [1] $ 25,000 25,000
Fair value [2] $ (2) $ (292)
Capital One Na Three [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]    
Derivative Instruments, Gain (Loss) [Line Items]    
SOFR interest strike rate 4.758%  
[1] Represents the notional value of interest rate swaps effective as of June 30, 2024.
[2] As of June 30, 2024, the fair value of six of the interest rate swaps were in an asset position of approximately $25.3 million and the remaining two interest rate swaps were in a liability position of approximately $0.005 million.
v3.24.2
Derivative financial instruments - schedule of cash flow hedges included in accumulated other comprehensive income (loss) (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]        
Amount of unrealized gain (loss) recognized in AOCI on derivatives $ (870) $ 8,135 $ 4,817 $ 1,065
Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded $ 3,944 $ 3,414 $ 7,902 $ 6,266
v3.24.2
Derivative financial instruments - schedule of derivative assets at fair value (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Platform Operator, Crypto Asset [Line Items]    
Fair value $ 25,328 $ 21,667
Interest rate swaps - Liability (5) (1,161)
Fair Value, Inputs, Level 1 [Member]    
Platform Operator, Crypto Asset [Line Items]    
Fair value
Interest rate swaps - Liability
Fair Value, Inputs, Level 2 [Member]    
Platform Operator, Crypto Asset [Line Items]    
Fair value 25,328 21,667
Interest rate swaps - Liability (5) (1,161)
Fair Value, Inputs, Level 3 [Member]    
Platform Operator, Crypto Asset [Line Items]    
Fair value
Interest rate swaps - Liability
v3.24.2
Common stock - schedule of common stock dividends declared (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Mar. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 30, 2023
Jun. 30, 2024
Dec. 31, 2023
Common Stock                
Cash dividends declared, per share $ 0.2400 $ 0.2400 $ 0.2250 $ 0.2250 $ 0.2250 $ 0.2250 $ 0.4800 $ 0.9000
Common stock dividends declared, aggregate amount $ 10,928 $ 10,904 $ 10,193 $ 10,193 $ 9,709 $ 9,682 $ 21,832 $ 39,777
v3.24.2
Common Stock (Details Narrative) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Feb. 27, 2024
The 2024 Two Hundred Million Atm Program [Member]    
Subsidiary, Sale of Stock [Line Items]    
Available for issue under the ATM Program $ 200,000 $ 200,000
Shares issued 0  
The 2023 Two Hundred Million Atm Program [Member]    
Subsidiary, Sale of Stock [Line Items]    
Shares issued 0  
v3.24.2
Non-controlling interest - schedule of redeemable non-controlling interest (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Mar. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 30, 2023
Jun. 30, 2024
Dec. 31, 2023
Noncontrolling Interest [Abstract]                
Cash Distributions Declared per OP Unit $ 0.2400 $ 0.2400 $ 0.2250 $ 0.2250 $ 0.2250 $ 0.2250 $ 0.4800 $ 0.9000
Aggregate amount $ 118 $ 118 $ 110 $ 110 $ 110 $ 110 $ 236 $ 440
v3.24.2
Non-Controlling Interests (Details Narrative) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Noncontrolling Interest [Abstract]          
Operating partnership units, outstanding 490,299   490,299   490,299
Loss attributed to non-controlling interest $ 14 $ (30) $ 82 $ (68)  
v3.24.2
Incentive award plan - schedule of nonvested restricted stock shares activity (Details)
 6 Months Ended
Jun. 30, 2024
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Granted 146,102
Restricted Stock [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unvested restricted stock at beginning 370,843
Granted 146,102
Forfeited
Vested (126,578)
Unvested restricted stock at ending 390,367
v3.24.2
Incentive award plan - schedule of unvested restricted stock units activity (Details) - $ / shares
 6 Months Ended 12 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Granted 146,102  
Weighted average grant date fair value per unit, Granted $ 21.85  
Performance Stock Units [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unvested restricted stock at beginning 51,410
Weighted average grant date fair value per unit, beginning $ 30.15
Granted 85,983 51,410
Weighted average grant date fair value per unit, Granted $ 20.44 $ 30.15
Vested
Weighted average grant date fair value per unit, Vested
Forfeited
Weighted average grant date fair value per unit, Forfeited
Unvested restricted stock at ending 137,393 51,410
Weighted average grant date fair value per unit, ending $ 24.07 $ 30.15
v3.24.2
Incentive Award Plan (Details Narrative) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Apr. 15, 2024
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Equity-based compensation expense   $ 822 $ 691 $ 1,584 $ 1,276  
Unrecognized compensation expense   7,051   $ 7,051    
Weighted average period for recognition       2 years 10 months 24 days    
Shares granted       146,102    
Weighted average fair value       $ 3,192    
Weighted average fair value, per share       $ 21.85    
Performance Stock Units [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]            
Unrecognized compensation expense   2,537   $ 2,537    
Weighted average period for recognition       2 years 2 months 12 days    
Shares granted       85,983   51,410
Weighted average fair value $ 1,757          
Weighted average fair value, per share       $ 20.44   $ 30.15
Shares granted 85,983          
Volatility 29.00%          
Dividend 4.20%          
Risk free interest rate 4.87%          
Equity-based compensation expenses   $ 289 $ 25 $ 441 $ 25  
v3.24.2
Earnings per Share - schedule of earnings per share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Numerator        
Net income (loss) $ 1,328 $ (2,634) $ 7,614 $ (5,970)
Less: Net income (loss) attributable to non-controlling interest 14 (30) 82 (68)
Net income (loss) attributable to Plymouth Industrial REIT, Inc. 1,314 (2,604) 7,532 (5,902)
Less: Preferred Stock dividends 916 1,832
Less: Loss on extinguishment/redemption of Series A Preferred Stock 2
Less: Amount allocated to participating securities 94 82 188 170
Net income (loss) attributable to common stockholders $ 1,220 $ (3,602) $ 7,344 $ (7,906)
Denominator        
Weighted-average common shares outstanding — basic 44,991,220 42,646,535 44,963,908 42,625,768
Effect of dilutive securities        
Add: Stock-based compensation [1] 36,283 30,152
Weighted-average common shares outstanding — diluted 45,027,503 42,646,535 44,994,060 42,625,768
Net income (loss) per share – basic and diluted        
Net income (loss) per share attributable to common stockholders — basic $ 0.03 $ (0.08) $ 0.16 $ (0.19)
Net income (loss) per share attributable to common stockholders — diluted $ 0.03 $ (0.08) $ 0.16 $ (0.19)
[1] During the three and six months ended June 30, 2024, there were approximately 156 and 32,144, respectively, unvested restricted shares of common stock on a weighted average basis that were not included in the computation of diluted earnings per share as including these shares would be anti-dilutive. During the three and six months ended June 30, 2023, all unvested restricted shares of common stock were deemed to be anti-dilutive due to the net loss attributable to common stockholders.
v3.24.2
Earnings per Share (Details Narrative) - shares
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Restricted Stock [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities 390,367 390,367
Performance Stock Units [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities 60,973 60,973
v3.24.2
Commitments and Contingencies (Details Narrative) - ft²
 6 Months Ended
Jun. 30, 2024
Jul. 06, 2023
Commitments and Contingencies Disclosure [Abstract]    
Employment agreements As approved by the compensation committee of the Board of Directors the agreements provide for base salaries ranging from $350 to $650 annually with discretionary cash and stock performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.  
Equity Method Investment, Ownership Percentage   98.00%
Area of Real Estate Property   297,583
v3.24.2
Subsequent Events (Details Narrative)
$ in Thousands
 1 Months Ended
Jul. 18, 2024
USD ($)
ft²
Jul. 06, 2023
ft²
Real Estate Properties [Line Items]    
Real estate properites, approximate square feet   297,583
Real Estate Property Memphis TN [Member]    
Real Estate Properties [Line Items]    
Real estate properites, approximate square feet 1,621,000  
Aggregate purchase price | $ $ 100,500  
Plymouth Industrial REIT (AMEX:PLYM-A)
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