Gladstone Commercial Corporation Reports Results for the First Quarter Ended March 31, 2011

- Reported funds from operations ("FFO") for the first quarter of 2011 of $3.8 million, an increase of 12.6% over the first quarter of 2010.

- Issued common stock for net proceeds of approximately $14.3 million.

MCLEAN, Va., May 2, 2011 /PRNewswire/ -- Gladstone Commercial Corporation (NASDAQ: GOOD) (the "Company") today reported financial results for the quarter ended March 31, 2011.  A description of FFO, a relative non–GAAP (generally accepted accounting principles in the United States) financial measure, is located at the end of this earnings release.  All per share references are to fully-diluted weighted average shares of common stock, unless otherwise noted.

(Logo: https://photos.prnewswire.com/prnh/20101005/GLADSTONECOMMERCIAL)

FFO for Quarter: FFO for the three months ended March 31, 2011 was approximately $3.8 million, or $0.41 per share, which is a 12.6% increase, compared to the same period one year ago.  The increase in FFO for the quarter was primarily a result of an out of period adjustment recorded during the quarter for $250,000, which related to due diligence costs that were expensed related to the Company's acquisition during the quarter ended December 31, 2010, which should have been capitalized into the cost of the property.  These expenses were costs borne by the seller of the property that were inadvertently expensed by us. In addition, there was a decrease in total operating expenses, primarily as a result of the decrease in the net incentive fee.  The net incentive fee decreased due to the $250,000 out of period adjustment, coupled with the fact that there were more common shares outstanding during the quarter.

Net Income for Quarter: Net income to common stockholders for the three months ended March 31, 2011 was approximately $442,000, or $0.05 per share, compared to net income available to common stockholders of approximately $63,000, or $0.01 per share for the same period one year ago.  A reconciliation of FFO to net income for the quarter ended March 31, 2011, which the Company believes is the most directly comparable GAAP measure to FFO, and a computation of basic and diluted FFO per weighted average share of common stock and basic and diluted net income per weighted average share of common stock is set forth below:  




                                     For the three months ended March 31,

                                     2011     2010

                                     (Dollars in Thousands, Except Per Share
                                     Data)



Net income                           $ 1,480  $ 1,086

Less: Distributions attributable to
preferred and senior common stock    (1,038)  (1,023)

Net income available to common
stockholders                         442      63



Add: Real estate depreciation and
amortization                         3,370    3,322

FFO available to common
stockholders                         $ 3,812  $ 3,385





Weighted average shares outstanding
- basic                              9,258    8,559

Weighted average shares outstanding
- diluted                            9,310    8,559



Basic net income per weighted
average share of common stock        $ 0.05   $ 0.01

Diluted net income per weighted
average share of common stock        $ 0.05   $ 0.01



Basic FFO per weighted average
share of common stock                $ 0.41   $ 0.40

Diluted FFO per weighted average
share of common stock                $ 0.41   $ 0.40



Distributions declared per share of
common stock                         $ 0.375  $ 0.375



Percentage of FFO paid per share of
common stock                         91%      95%





Comments from the President and Chief Investment Officer, Chip Stelljes: "During the quarter, we focused on raising capital to expand our portfolio.  We were able to put the equity capital to work and acquired a property with these funds just after the quarter ended, and we continue to actively search for additional properties.  We remain optimistic about our future and continue to see signs of improvement and stabilization in both the equity and debt capital markets. We are working hard to re-tenant our three vacant buildings and remain pleased with the overall performance of our portfolio. We look forward to an active 2011."

Asset Characteristics: The Company currently owns 66 properties totaling approximately 6.9 million square feet for a total net investment of approximately $381.3 million. Currently, 63 of the Company's properties are fully leased, or approximately 96.4% of the portfolio's total square footage, and these tenants are current and paying in accordance with the terms of their leases.

Mortgage Maturities: The Company has a $2.8 million balloon principal payment due in May 2011 on debt collateralized by one of its vacant properties. In addition, the Company has $45.2 million of balloon principal payments due on one of its long-term mortgages in September 2011; however, the mortgage has two remaining annual extension options through 2013, which the Company currently intends to exercise.  The Company has no other balloon principal payments due on any of its mortgages until 2013.

Lease Expirations: The Company has no leases that expire in 2011; however, two leases expired during 2010, and one of its tenants declared bankruptcy in 2010 and that building is now vacant. Rental income from these three tenants is 3.2% of the Company's total annualized rental income.  The Company is taking the appropriate action to re-tenant these properties.

Highlights for the Quarter:

    --  Common Stock Issued: Issued 833,750 shares of common stock through an
        underwritten public offering for net proceeds of approximately $14.3
        million, after deducting underwriting discounts and other offering
        expenses;
    --  Lease Extension:Extended the lease with one tenant occupying five of its
        properties in Georgia until 2031. In addition, the Company received a
        payment of $750,000 in exchange for modification of certain covenants
        under this lease; and
    --  Distributions:Paid monthly distributions for the quarter totaling $0.375
        per share on the common stock, $0.484 per share on the Series A
        Preferred Stock, $0.469 per share on the Series B Preferred Stock, and
        $0.263 per share on the Senior Common Stock.


Activity Subsequent to the end of the Quarter:

    --  Property Acquisition: Acquired a 60,000 square foot property in Hickory,
        North Carolina for $10.7 million. The property was built to suit for its
        current tenant, Fiserv Solutions, Inc., a public, investment grade
        corporation; and
    --  Distributions:Declared monthly cash distributions of $0.125 per share on
        the common stock, $0.1614583 per share on the Series A Preferred Stock,
        $0.15625 per share on the Series B Preferred Stock, and $0.0875 per
        share on the Senior Common Stock, for each of the months of April, May
        and June 2011.


Conference Call: The Company will hold a conference call on Tuesday, May 3, 2011 at 8:30 a.m. ET to discuss its earnings results.  Please call (800) 860-2442 to enter the conference.  An operator will monitor the call and set a queue for the questions. The conference call replay will be available one hour after the call and will be accessible through June 3, 2011.  To hear the replay, please dial (877) 344-7529 and use conference number 449392.

The live audio broadcast of Gladstone Commercial's quarterly conference call will be available online at www.GladstoneCommercial.com. The event will be archived and available for replay on the Company's website through July 5, 2011.

Who we are: Gladstone Commercial Corporation is a publicly-traded real estate investment trust that focuses on investing in and owning triple-net leased industrial and commercial real estate properties and selectively making long-term mortgage loans. Information on the business activities of all the Gladstone funds can be found at www.gladstonecompanies.com.

Investor Relations: For Investor Relations inquiries related to any of the monthly dividend paying Gladstone funds, please visit www.gladstone.com.

Non-GAAP Financial Measure – FFO: The National Association of Real Estate Investment Trusts ("NAREIT") developed FFO as a relative non-GAAP supplemental measure of operating performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP.  FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures.  FFO does not represent cash flows from operating activities determined in accordance with GAAP and should not be considered an alternative to net income as an indication of the Company's performance or to cash flow from operations as a measure of liquidity or ability to make distributions.  The Company believes that FFO per share provides investors with an additional context for evaluating the Company's financial performance and as a supplemental measure to compare the Company to other REITs; however, comparisons of the Company's FFO to the FFO of other REITs may not necessarily be meaningful due to potential differences in the application of the NAREIT definition used by such other REITs.  To learn more about FFO, please refer to the Company's Form 10-Q for the quarter ended March 31, 2011, as filed with the SEC today.

Warning: The financial statements attached below are without footnotes so readers should obtain and carefully review the Company's Quarterly Report on Form 10-Q (the "Form 10-Q") for the quarter ended March 31, 2011, including the footnotes to the financial statements contained therein. The Company filed the Form 10-Q today with the Securities and Exchange Commission ("SEC") and the Form 10-Q can be retrieved from the SEC's website at www.sec.gov or the Company's website at www.GladstoneCommercial.com.  

The statements in this press release regarding the Company's ability, plans or intentions to re-tenant its unoccupied properties, extend the respective maturity dates of  its long-term mortgages, grow its portfolio and FFO, renegotiate leases and make capital improvements to certain of its properties  and raise additional capital are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  These forward-looking statements inherently involve certain risks and uncertainties, although they are based on the Company's current plans that are believed to be reasonable as of the date of this press release.  Factors that may cause actual results to differ materially from these forward-looking statements include, but are not limited to, its ability to raise additional capital, the duration of, or further downturns in, the current economic environment, the performance of its tenants and significant changes in interest rates. Additional factors that could cause actual results to differ materially from those stated or implied by the Company's forward-looking statements are disclosed under the caption "Risk factors" of the Company's Form 10-K for the fiscal year ended December 31, 2010, as filed with the SEC on March 8, 2011.  The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Gladstone Commercial Corporation

Consolidated Balance Sheets

(Dollars in Thousands, Except Share and Per Share Amounts)

(Unaudited)



                                              March 31, 2011  December 31, 2010



ASSETS

Real estate, at cost                          $ 397,873       $ 401,017

Less: accumulated depreciation                46,049          43,659

Total real estate, net                        351,824         357,358



Lease intangibles, net                        29,431          26,747

Cash and cash equivalents                     14,323          7,062

Restricted cash                               2,733           2,288

Funds held in escrow                          2,899           2,621

Deferred rent receivable                      10,655          10,373

Deferred financing costs, net                 3,105           3,326

Other assets                                  1,178           834



TOTAL ASSETS                                  $ 416,148       $ 410,609



LIABILITIES AND STOCKHOLDERS’ EQUITY



LIABILITIES

Mortgage notes payable                        $ 260,032       $ 260,869

Borrowings under line of credit               20,900          27,000

Deferred rent liability                       3,025           2,276

Asset retirement obligation liability         3,101           3,063

Accounts payable and accrued expenses         2,070           2,683

Due to Adviser                                952             965

Other liabilities                             2,646           2,378



Total Liabilities                             292,726         299,234



STOCKHOLDERS’ EQUITY

Redeemable preferred stock, $0.001 par
value; $25 liquidation preference;

2,300,000 shares authorized and 2,150,000
shares issued and outstanding at March 31,
2011 and December 31, 2010, respectively      2               2

Senior common stock, $0.001 par value;
7,500,000 shares authorized and

59,057 shares issued and outstanding at
March 31, 2011 and December 31, 2010,
respectively                                  -               -

Common stock, $0.001 par value, 40,200,000
shares authorized and

9,571,379 and 8,724,613 shares issued and
outstanding at March 31, 2011 and December
31, 2010, respectively                        10              9

Additional paid in capital                    188,819         174,261

Notes receivable - employees                  (432)           (963)

Distributions in excess of accumulated
earnings                                      (64,977)        (61,934)



Total Stockholders’ Equity                  123,422         111,375



TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $ 416,148       $ 410,609








Gladstone Commercial Corporation

Consolidated Statements of Operations

(Dollars in Thousands, Except Per Share Data)

(Unaudited)



                                         For the three months ended March 31,

                                         2011      2010

Operating revenues

Rental income                            $ 10,435  $ 10,415

Interest income from mortgage note
receivable                               -         188

Tenant recovery revenue                  84        82

Total operating revenues                 10,519    10,685



Operating expenses

Depreciation and amortization            3,370     3,322

Property operating expenses              297       244

Due diligence expense                    (138)     22

Base management fee                      352       313

Incentive fee                            832       846

Administration fee                       256       232

General and administrative               454       381

Total operating expenses before credits
from Adviser                             5,423     5,360



Credit to incentive fee                  (486)     -

Total operating expenses                 4,937     5,360



Other income (expense)

Interest income - employee loans         10        43

Other income                             44        3

Interest expense                         (4,156)   (4,285)

Total other expense                      (4,102)   (4,239)





Net income                               1,480     1,086



Distributions attributable to preferred
stock                                    (1,023)   (1,023)

Distributions attributable to senior
common stock                             (15)      -



Net income available to common
stockholders                             $ 442     $ 63



Earnings per weighted average share of
common stock

Basic                                    $ 0.05    $ 0.01

Diluted                                  $ 0.05    $ 0.01



Weighted average shares of common stock
outstanding

Basic                                    9,258     8,559

Diluted                                  9,310     8,559



Earnings per weighted average share of
senior common stock                      $ 0.25    $ 0.00

Weighted average shares of senior common
stock outstanding - basic                59        0






Gladstone Commercial Corporation

Consolidated Statements of Cash Flows

(Dollars in Thousands)

(Unaudited)



                                           For the three months ended March 31,

                                           2011      2010



Cash flows from operating activities:

Net income                                 $ 1,480   $ 1,086

Adjustments to reconcile net income to
net cash

provided by operating activities:

Depreciation and amortization              3,370     3,322

Amortization of deferred financing costs   231       272

Amortization of deferred rent asset and
liability, net                             (176)     (180)

Amortization of discount on assumed debt   33        -

Asset retirement obligation expense        38        37

Increase in other assets                   (44)      (430)

Increase in deferred liability             988       -

Increase in deferred rent receivable       (344)     (447)

Decrease in accounts payable, accrued
expenses, and amount due Adviser           (626)     (287)

(Decrease) increase in other liabilities   (209)     216

Net cash provided by operating activities  4,741     3,589



Cash flows from investing activities:

Real estate investments                    (521)     (342)

Leasing commissions paid                   -         (4)

Receipts from lenders for reserves held
in escrow                                  187       404

Payments to lenders for reserves held in
escrow                                     (465)     (482)

Increase in restricted cash                (445)     (324)

Deposits on future acquisitions            (300)     -

Deposits refunded                          -         250

Net cash used in investing activities      (1,544)   (498)



Cash flows from financing activities:

Proceeds from issuance of common stock     15,543    -

Offering costs                             (984)     -

Principal repayments on mortgage notes
payable                                    (837)     (644)

Principal repayments on employee notes
receivable                                 531       43

Borrowings from line of credit             19,200    4,200

Repayments on line of credit               (25,300)  (2,500)

Receipts from tenants for reserves         526       525

Payments to tenants from reserves          (30)      (202)

Decrease in security deposits              (51)      -

Payments for deferred financing costs      (11)      (50)

Distributions paid for common, senior
common and preferred                       (4,523)   (4,232)

Net cash provided by (used in) financing
activities                                 4,064     (2,860)



Net increase in cash and cash equivalents  7,261     231



Cash and cash equivalents, beginning of
period                                     7,062     3,096



Cash and cash equivalents, end of period   $ 14,323  $ 3,327



NON-CASH OPERATING, INVESTING AND
FINANCING INFORMATION



Forfeiture of common stock in
satisfaction of employee note receivable   $ -       $ 244





SOURCE Gladstone Commercial Corporation