OUTSIDE
LETTER TO SHAREHOLDERS
Thank you for your interest in EastGroup
Properties. We’re working on our 2023 chapter
and the opportunities and challenges that lie
ahead, but before we turn the page, I’m pleased
to share an overview of 2022. This past year was a
record year for the Company from several vantage
points — funds from operations per share, average
annual occupancy and releasing spreads. These
led to a 13.6% dividend increase. Unfortunately,
despite these ‘micro’ wins, the overall ‘macro’
environment led to negative shareholder returns.
STRATEGY
As we’ve stated before, our strategy
is simple, straightforward, market-
cycle tested and it works. We develop,
acquire and operate multi-tenant
business distribution parks for
customers who are location-sensitive.
Our properties are designed for users
primarily in the 20,000 to 100,000
square foot range and are clustered
around major transportation features
in supply constrained submarkets
in the historically high growth major
Sunbelt metropolitan markets.
EastGroup’s customer base is large and
diverse, which we believe increases the
stability of our earnings. At year-end,
we had approximately 1,600 customers.
It is also important to note that
EastGroup’s customers, whether
national or local, primarily distribute
to the metropolitan area in which
their space is located rather than to a
larger regional or national piece of the
supply chain. This means the economic
vibrancy and growth of these metro
areas is a major determinant of our
customers’ success and our results.
This is the reason we are investing
in the fast-growing major Sunbelt
markets. Additionally, being near the
consumer adds stability. While supply
chains evolve, we strive to be near the
consumer. And ideally, we are located
near an ever growing number of well
educated and affluent consumers.
Sacramento
San Francisco
Fresno
Las
Vegas
Denver
Los Angeles
San Diego
Phoenix
Tucson
Dallas/Ft. Worth
Jackson
El Paso
San Antonio
Austin
New Orleans
Houston
Properties Corporate Headquarters Regional Offices
Charlotte
Atlanta
Greenville
Jacksonville
Orlando
Tampa
Ft. Myers
Broward/
Palm Beach
Miami
Grand West Crossing, Houston, Texas
CORPORATE
HEADQUARTERS
400 West Parkway Place
Suite 100
Ridgeland, MS 39157
601.354.3555
Regional Offices
6565 N. MacArthur Boulevard
Suite 255
Irving, TX 75039
972.386.8700
10250 Constellation Boulevard
Suite 2300
Los Angeles, CA 90067
323.457.0648
3495 Piedmont Road, NE
Building 11, Suite 350
Atlanta, GA 30305
404.301.2670
www.eastgroup.net
EGP1006F-AR22_6-panel cover wrap_032923_to BR NEW.indd 1-4
3/29/23 3:40 PM
[This page intentionally left blank]
LETTER TO SHAREHOLDERS
Thank you for your interest in EastGroup
Properties. We’re working on our 2023 chapter
and the opportunities and challenges that lie
ahead, but before we turn the page, I’m pleased
to share an overview of 2022. This past year was a
record year for the Company from several vantage
points — funds from operations per share, average
annual occupancy and releasing spreads. These
led to a 13.6% dividend increase. Unfortunately,
despite these ‘micro’ wins, the overall ‘macro’
environment led to negative shareholder returns.
STRATEGY
As we’ve stated before, our strategy
is simple, straightforward, market-
cycle tested and it works. We develop,
acquire and operate multi-tenant
business distribution parks for
customers who are location-sensitive.
Our properties are designed for users
primarily in the 20,000 to 100,000
square foot range and are clustered
around major transportation features
in supply constrained submarkets
in the historically high growth major
Sunbelt metropolitan markets.
EastGroup’s customer base is large and
diverse, which we believe increases the
stability of our earnings. At year-end,
we had approximately 1,600 customers.
It is also important to note that
EastGroup’s customers, whether
national or local, primarily distribute
to the metropolitan area in which
their space is located rather than to a
larger regional or national piece of the
supply chain. This means the economic
vibrancy and growth of these metro
areas is a major determinant of our
customers’ success and our results.
This is the reason we are investing
in the fast-growing major Sunbelt
markets. Additionally, being near the
consumer adds stability. While supply
chains evolve, we strive to be near the
consumer. And ideally, we are located
near an ever growing number of well
educated and affluent consumers.
Sacramento
San Francisco
Fresno
Las
Vegas
Denver
Los Angeles
San Diego
Phoenix
Charlotte
Atlanta
Greenville
Tucson
Dallas/Ft. Worth
Jackson
El Paso
San Antonio
Austin
New Orleans
Houston
Properties Corporate Headquarters Regional Offices
Jacksonville
Orlando
Tampa
Ft. Myers
Broward/
Palm Beach
Miami
developments are subsequent phases
of existing multi-building industrial
parks; therefore, we view the risks to be
materially lower versus traditional “edge
of town” greenfield developments.
Further reducing our risk is our
approach to not bank excessive
land on our balance sheet. In other
words, we work to minimize the time
between closing and ground-breaking
— “just in time delivery” if we were
a manufacturer. Within our phased
business park developments, we
typically start construction as leasing
within the park dictates. For example,
if we have more prospects than space,
we have optimism about the next
building as opposed to relying on a
consultant’s market study. As a result,
we basically “restock the shelves” to
borrow a retail vernacular.
Due to strong industrial property
fundamentals and our own leasing
success, we began construction
on 14 projects in 2022 containing
2.7 million square feet. During the year,
we transferred 19 properties with
3.6 million square feet, which were
99% leased as of December 31, 2022,
into our operating portfolio.
We believe our development program
will continue as a major creator of
shareholder value. We have the right
land, permitted buildings, available
capital and an experienced and
proven development team. As always,
however, any future development will
be set by our own leasing activity as
opposed to set targets or simply high-
level market research.
The niche of “last mile, shallow bay
distribution” uniquely positions
EastGroup among its peers. The
majority of our institutional industrial
peers develop large, big box (500,000
square feet and above) properties,
with few in-fill projects. In contrast, our
typical buildings are 80,000 to 150,000
square feet in in-fill locations near
transportation hubs and in the path
of population growth, making them
ideally suited for the prospective new
and growing demand source as well
as our traditional users.
RESULTS
Funds from Operations (“FFO”) for 2022
were $7.00 per share as compared to
$6.09 per share in 2021, an increase
of 14.9%. This represented the 12th
consecutive year of FFO per share
growth as compared to the previous
year’s results.
Portfolio leasing and occupancy were
98.7% and 98.3% at December 31, 2022,
respectively. We experienced a 39%
increase in rents for leases (both new
and renewal) executed in 2022 with
straight-lining (average rent over the life
of the lease) and a 24.7% increase on a
cash basis. This marked a record annual
straight-line rent increase and was our
eighth consecutive year of double digit
straight-line rental rate increases.
EGP
FTSE Nareit Equity REITs
S&P 500
$60,000
$50,000
$40,000
$30,000
$20,000
$10,000
FINANCIAL STRENGTH
At December 31, 2022, our quarterly
debt-to-EBITDA ratio was 5.1 times,
and our floating rate bank debt was
approximately 2% of total market
capitalization. For the year, our interest
and fixed charge coverage ratio was
8.8 times.
Moody’s Investors Service has assigned
EastGroup’s issuer rating of Baa2 with
a stable outlook.
We primarily use our lines of credit
to fund development and new
investments. Then, as market
conditions permit, we issue equity
and/or longer-term debt to replace
the short-term, variable interest rate
bank borrowings.
In summary, we remain committed
to maintaining a healthy balance
sheet and to the value creation our
development program produces.
DEVELOPMENT
EastGroup’s development program
has a long and successful record of
creating value for our shareholders.
We have added over 27 million square
feet of quality, state-of-the-art assets
comprising roughly 48% of our
portfolio.
Ideally, we will develop parks with the
potential for multiple buildings where
we create and control a uniform high
quality environment or sense of place.
This allows us the flexibility to serve
our customers by meeting their
evolving space needs over time.
EastGroup is an “in-fill” site
developer. We are comfortable
initiating speculative development
in submarkets where we have an
existing successful presence. These
development submarkets generally
are supply constrained due to limited
land for new industrial development
or have cost or zoning barriers to entry.
In addition, the vast majority of our
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
8
1
0
2
9
1
0
2
0
2
0
2
1
2
0
2
2
2
0
2
Mesa Gateway Commerce Center, Phoenix, Arizona
VALUE CREATION
As we evaluate value creation
opportunities, we look across the
spectrum. This ranges from raw
development land to vacant buildings
(typically where construction was
recently completed) to existing partially
vacant projects and finally, to fully
leased buildings with near term leases
expiring at below market rates. In other
words, we look into the “headlights” to
evaluate what income creation we can
add in those first years of ownership.
While we consider long-term trends in a
city and within our sub-markets, we shy
away from being too quantitative with
those projections given the difficulty
of predicting an economic downturn
much less one a handful of years or
more into the future. Or as our founder,
Leland Speed, used to say, “I never met
a pro forma I didn’t like”.
PRIORITIES
During 2022, we remained focused on
environmental, social and governance
(“ESG”) initiatives. Our commitment to
corporate responsibility is strong and
an ongoing process. We continue to
grow our community outreach, develop
properties to high sustainability
standards and remain committed to
high standards of governance and
ethical conduct. Our latest company-
wide ESG report is available on the
Company’s website.
Included in the ESG report, you’ll see
photos of our team participating in
community service, tenant outreach
and Earth Day events. Our report
also describes environmentally-
friendly features incorporated into our
properties and the data management
platform we implemented during 2022
to track energy and water consumption
at our properties. 2022 also brought
further enhancements to our employee
benefits program, including an
employee equity award program.
As a company, we are committed to
furthering our ESG program, and we
discuss ESG matters at least quarterly
with our Board and management team.
DIVIDENDS
In September, EastGroup raised its
quarterly dividend by 13.6% to $1.25
per share. The fourth quarter dividend
was our 172nd consecutive quarterly
cash distribution to shareholders. We
have increased or maintained our
dividend for 30 consecutive years and
raised it 27 years (including the last 11)
over that period.
THE FUTURE
Before looking forward, I want to
thank two people who helped build
this Company. David Hoster and
Hayden Eaves will not be standing
for re-election as directors at our
upcoming 2023 Annual Meeting of
Shareholders. Hayden joined our board
in 2002 and has not only provided us
with decades of sound advice but is a
model of what our culture has become.
David joined the Company in 1983,
later serving as CEO and Chair of the
Board. He has shaped and guided the
Company over many decades. Hayden
and David will be greatly missed
after leaving an indelible mark on
the Company.
Now looking ahead, we achieved the
highest FFO per share in EastGroup’s
history. We achieved this with high
occupancy levels and record rent
growth, and by successfully bringing
new investments online, all while
maintaining a conservative balance
sheet. And though we are proud of
what we achieved in 2022, we are
excited about the prospects for 2023.
Economic uncertainty has raised
interest rates and materially slowed
new development. After a number of
strong years in the market, a period
of uncertainty may be helpful. It is in a
choppy market where we’ve historically
found our best opportunities. We
will be patient and disciplined when
evaluating new investments, but are
excited about what we may uncover
in a period of uncertainty.
In closing, we have a strong and
experienced management team with
a cycle-proven track record. We believe
we are well positioned to continue
positive momentum through 2023
and future years.
MARSHALL LOEB
Chief Executive Officer
Front Row: Marshall Loeb, Chief Executive Officer; Brent Wood, Chief Financial Officer
Second Row: Bill Gray, CPA, Vice President; Michelle Rayner, CPA, Vice President; Staci Tyler, CPA, Chief Accounting Officer;
John Coleman, Executive Vice President; Reid Dunbar, Senior Vice President; Ryan Collins, Senior Vice President; Alex Vargas
Vila, Vice President; Kevin Sager, Vice President; Stephanie Shaw, CPA, Vice President; Brian Laird, CPA, Vice President
Back Row: John Ratliff, Vice President; Chris Segrest, Vice President; David Hicks, Vice President; John Travis,
Vice President; Barry Anderson, CPA, Vice President; Farrah Kennedy, CPA, Vice President; Mike Sacco, Vice President
Basswood 35, Fort Worth, Texas
developments are subsequent phases
of existing multi-building industrial
parks; therefore, we view the risks to be
materially lower versus traditional “edge
of town” greenfield developments.
Further reducing our risk is our
approach to not bank excessive
land on our balance sheet. In other
words, we work to minimize the time
between closing and ground-breaking
— “just in time delivery” if we were
a manufacturer. Within our phased
business park developments, we
typically start construction as leasing
within the park dictates. For example,
if we have more prospects than space,
we have optimism about the next
building as opposed to relying on a
consultant’s market study. As a result,
we basically “restock the shelves” to
borrow a retail vernacular.
Due to strong industrial property
fundamentals and our own leasing
success, we began construction
on 14 projects in 2022 containing
2.7 million square feet. During the year,
we transferred 19 properties with
3.6 million square feet, which were
99% leased as of December 31, 2022,
into our operating portfolio.
We believe our development program
will continue as a major creator of
shareholder value. We have the right
land, permitted buildings, available
capital and an experienced and
proven development team. As always,
however, any future development will
be set by our own leasing activity as
opposed to set targets or simply high-
level market research.
The niche of “last mile, shallow bay
distribution” uniquely positions
EastGroup among its peers. The
majority of our institutional industrial
peers develop large, big box (500,000
square feet and above) properties,
with few in-fill projects. In contrast, our
typical buildings are 80,000 to 150,000
square feet in in-fill locations near
transportation hubs and in the path
of population growth, making them
ideally suited for the prospective new
and growing demand source as well
as our traditional users.
RESULTS
Funds from Operations (“FFO”) for 2022
were $7.00 per share as compared to
$6.09 per share in 2021, an increase
of 14.9%. This represented the 12th
consecutive year of FFO per share
growth as compared to the previous
year’s results.
Portfolio leasing and occupancy were
98.7% and 98.3% at December 31, 2022,
respectively. We experienced a 39%
increase in rents for leases (both new
and renewal) executed in 2022 with
straight-lining (average rent over the life
of the lease) and a 24.7% increase on a
cash basis. This marked a record annual
straight-line rent increase and was our
eighth consecutive year of double digit
straight-line rental rate increases.
EGP
FTSE Nareit Equity REITs
S&P 500
$60,000
$50,000
$40,000
$30,000
$20,000
$10,000
FINANCIAL STRENGTH
At December 31, 2022, our quarterly
debt-to-EBITDA ratio was 5.1 times,
and our floating rate bank debt was
approximately 2% of total market
capitalization. For the year, our interest
and fixed charge coverage ratio was
8.8 times.
Moody’s Investors Service has assigned
EastGroup’s issuer rating of Baa2 with
a stable outlook.
We primarily use our lines of credit
to fund development and new
investments. Then, as market
conditions permit, we issue equity
and/or longer-term debt to replace
the short-term, variable interest rate
bank borrowings.
In summary, we remain committed
to maintaining a healthy balance
sheet and to the value creation our
development program produces.
DEVELOPMENT
EastGroup’s development program
has a long and successful record of
creating value for our shareholders.
We have added over 27 million square
feet of quality, state-of-the-art assets
comprising roughly 48% of our
portfolio.
Ideally, we will develop parks with the
potential for multiple buildings where
we create and control a uniform high
quality environment or sense of place.
This allows us the flexibility to serve
our customers by meeting their
evolving space needs over time.
EastGroup is an “in-fill” site
developer. We are comfortable
initiating speculative development
in submarkets where we have an
existing successful presence. These
development submarkets generally
are supply constrained due to limited
land for new industrial development
or have cost or zoning barriers to entry.
In addition, the vast majority of our
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
8
1
0
2
9
1
0
2
0
2
0
2
1
2
0
2
2
2
0
2
Mesa Gateway Commerce Center, Phoenix, Arizona
VALUE CREATION
As we evaluate value creation
opportunities, we look across the
spectrum. This ranges from raw
development land to vacant buildings
(typically where construction was
recently completed) to existing partially
vacant projects and finally, to fully
leased buildings with near term leases
expiring at below market rates. In other
words, we look into the “headlights” to
evaluate what income creation we can
add in those first years of ownership.
While we consider long-term trends in a
city and within our sub-markets, we shy
away from being too quantitative with
those projections given the difficulty
of predicting an economic downturn
much less one a handful of years or
more into the future. Or as our founder,
Leland Speed, used to say, “I never met
a pro forma I didn’t like”.
PRIORITIES
During 2022, we remained focused on
environmental, social and governance
(“ESG”) initiatives. Our commitment to
corporate responsibility is strong and
an ongoing process. We continue to
grow our community outreach, develop
properties to high sustainability
standards and remain committed to
high standards of governance and
ethical conduct. Our latest company-
wide ESG report is available on the
Company’s website.
Included in the ESG report, you’ll see
photos of our team participating in
community service, tenant outreach
and Earth Day events. Our report
also describes environmentally-
friendly features incorporated into our
properties and the data management
platform we implemented during 2022
to track energy and water consumption
at our properties. 2022 also brought
further enhancements to our employee
benefits program, including an
employee equity award program.
As a company, we are committed to
furthering our ESG program, and we
discuss ESG matters at least quarterly
with our Board and management team.
DIVIDENDS
In September, EastGroup raised its
quarterly dividend by 13.6% to $1.25
per share. The fourth quarter dividend
was our 172nd consecutive quarterly
cash distribution to shareholders. We
have increased or maintained our
dividend for 30 consecutive years and
raised it 27 years (including the last 11)
over that period.
THE FUTURE
Before looking forward, I want to
thank two people who helped build
this Company. David Hoster and
Hayden Eaves will not be standing
for re-election as directors at our
upcoming 2023 Annual Meeting of
Shareholders. Hayden joined our board
in 2002 and has not only provided us
with decades of sound advice but is a
model of what our culture has become.
David joined the Company in 1983,
later serving as CEO and Chair of the
Board. He has shaped and guided the
Company over many decades. Hayden
and David will be greatly missed
after leaving an indelible mark on
the Company.
Now looking ahead, we achieved the
highest FFO per share in EastGroup’s
history. We achieved this with high
occupancy levels and record rent
growth, and by successfully bringing
new investments online, all while
maintaining a conservative balance
sheet. And though we are proud of
what we achieved in 2022, we are
excited about the prospects for 2023.
Economic uncertainty has raised
interest rates and materially slowed
new development. After a number of
strong years in the market, a period
of uncertainty may be helpful. It is in a
choppy market where we’ve historically
found our best opportunities. We
will be patient and disciplined when
evaluating new investments, but are
excited about what we may uncover
in a period of uncertainty.
In closing, we have a strong and
experienced management team with
a cycle-proven track record. We believe
we are well positioned to continue
positive momentum through 2023
and future years.
MARSHALL LOEB
Chief Executive Officer
Front Row: Marshall Loeb, Chief Executive Officer; Brent Wood, Chief Financial Officer
Second Row: Bill Gray, CPA, Vice President; Michelle Rayner, CPA, Vice President; Staci Tyler, CPA, Chief Accounting Officer;
John Coleman, Executive Vice President; Reid Dunbar, Senior Vice President; Ryan Collins, Senior Vice President; Alex Vargas
Vila, Vice President; Kevin Sager, Vice President; Stephanie Shaw, CPA, Vice President; Brian Laird, CPA, Vice President
Back Row: John Ratliff, Vice President; Chris Segrest, Vice President; David Hicks, Vice President; John Travis,
Vice President; Barry Anderson, CPA, Vice President; Farrah Kennedy, CPA, Vice President; Mike Sacco, Vice President
Basswood 35, Fort Worth, Texas
[This page intentionally left blank]
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED
December 31, 2022
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
1-07094
EASTGROUP PROPERTIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Maryland
(State or other jurisdiction of incorporation or organization)
13-2711135
(I.R.S. Employer Identification No.)
400 W Parkway Place
Suite 100
Ridgeland, Mississippi
(Address of principal executive offices)
39157
(Zip code)
Registrant’s telephone number: (601) 354-3555
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common stock, $0.0001 par value per share
Trading
symbol(s)
EGP
Name of each exchange on which registered
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☒ No ☐
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange
Act. Yes ☐ No ☒
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 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, a smaller
reporting company, or an emerging growth company. See 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 has filed a report on and attestation to its management’s assessment of the
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to
§240.10D-1(b). ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to
the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of June 30,
2022, the last business day of the Registrant’s most recently completed second fiscal quarter: $6,624,688,557.
The number of shares of common stock, $0.0001 par value, outstanding as of February 14, 2023 was 43,554,350.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s Proxy Statement relating to its 2023 Annual Meeting of Stockholders are incorporated by reference
into Part III. The Registrant intends to file such Proxy Statement with the Securities and Exchange Commission not later than
120 days after the end of the fiscal year ended December 31, 2022.
2
PART I
Forward-Looking Statements
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
PART II
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Business
Risk Factors
Unresolved Staff Comments
Properties
Legal Proceedings
Mine Safety Disclosures
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
[Reserved]
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Quantitative and Qualitative Disclosures About Market Risk
Financial Statements and Supplementary Data
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A.
Controls and Procedures
Item 9B.
Item 9C.
PART III
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
PART IV
Item 15.
Item 16.
Other Information
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Directors, Executive Officers and Corporate Governance
Executive Compensation
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Certain Relationships and Related Transactions, and Director Independence
Principal Accounting Fees and Services
Exhibits and Financial Statement Schedules
Form 10-K Summary
Page
4
5
10
16
16
17
17
18
19
20
42
43
43
43
43
43
44
44
44
44
44
45
100
3
FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K includes “forward-looking statements” (within the meaning of the federal securities laws,
Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”)) that reflect EastGroup Properties, Inc.’s (the “Company” or “EastGroup”)
expectations and projections about the Company’s future results, performance, prospects, plans and opportunities. The
Company has attempted to identify these forward-looking statements by the use of words such as “may,” “will,” “seek,”
“expects,” “anticipates,” “believes,” “targets,” “intends,” “should,” “estimates,” “could,” “continue,” “assume,” “projects,”
“goals,” “plans” or variations of such words and similar expressions or the negative of such words, although not all forward-
looking statements contain such words. These forward-looking statements are based on information currently available to the
Company and are subject to a number of known and unknown assumptions, risks, uncertainties and other factors that may cause
the Company’s actual results, performance, plans or achievements to be materially different from any future results,
performance or achievements expressed or implied by these forward-looking statements. These factors include, among other
things, those discussed below. The Company intends for all such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act,
as applicable by law. The Company does not undertake to publicly update or revise any forward-looking statements, whether as
a result of changes in underlying assumptions or new information, future events or otherwise, except as may be required by law.
The following are some, but not all, of the risks, uncertainties and other factors that could cause the Company’s actual results to
differ materially from those presented in the Company’s forward-looking statements (the Company refers to itself as “we,” “us”
or “our” in the following):
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international, national, regional and local economic conditions;
disruption in supply and delivery chains;
construction costs could increase as a result of inflation impacting the costs to develop properties;
availability of financing and capital, increase in interest rates, and ability to raise equity capital on attractive terms;
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;
our ability to retain our credit agency ratings;
our ability to comply with applicable financial covenants;
the competitive environment in which the Company operates;
fluctuations of occupancy or rental rates;
potential defaults (including bankruptcies or insolvency) on or non-renewal of leases by tenants, or our ability to
lease space at current or anticipated rents, particularly in light of the impacts of inflation;
potential changes in the law or governmental regulations and interpretations of those laws and regulations,
including changes in real estate laws or real estate investment trust (“REIT”) or corporate income tax laws, and
potential increases in real property tax rates;
our ability to maintain our qualification as a REIT;
acquisition and development risks, including failure of such acquisitions and development projects to perform in
accordance with projections;
natural disasters such as fires, floods, tornadoes, hurricanes and earthquakes;
pandemics, epidemics or other public health emergencies, such as the coronavirus pandemic;
the terms of governmental regulations that affect us and interpretations of those regulations, including the costs of
compliance with those regulations, changes in real estate and zoning laws and increases in real property tax rates;
credit risk in the event of non-performance by the counterparties to our interest rate swaps;
the discontinuation of LIBOR (as defined herein);
lack of or insufficient amounts of insurance;
litigation, including costs associated with prosecuting or defending claims and any adverse outcomes;
our ability to attract and retain key personnel;
risks related to the failure, inadequacy or interruption of our data security systems and processes;
potentially catastrophic events such as acts of war, civil unrest and terrorism; and
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.
All forward-looking statements should be read in light of the risks identified in Part I, Item 1A. Risk Factors within this Annual
Report on Form 10-K for the year ended December 31, 2022.
4 PART I
ITEM 1. BUSINESS.
The Company
EastGroup Properties, Inc., which we refer to in this Annual Report as the “Company,” “EastGroup,” “we,” “us” or “our,” is an
internally-managed equity real estate investment trust (“REIT”) first organized in 1969. EastGroup is focused on the
development, acquisition and operation of industrial properties in major Sunbelt markets throughout the United States,
primarily in the states of Florida, Texas, Arizona, California and North Carolina. EastGroup’s strategy for growth is based on
ownership of premier distribution facilities generally clustered near major transportation features in supply-constrained
submarkets. EastGroup is a Maryland corporation, and its common stock is publicly traded on the New York Stock Exchange
(“NYSE”) under the symbol “EGP.” The Company has elected to be taxed and intends to continue to qualify as a REIT under
the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”).
Available Information
The Company maintains a website at www.eastgroup.net. The Company posts its annual reports on Form 10-K, quarterly
reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section
13(a) of the Exchange Act as soon as reasonably practicable after it electronically files or furnishes such materials to the
Securities and Exchange Commission (the “SEC”). In addition, the Company’s website includes items related to corporate
governance matters, including, among other things, the Company’s corporate governance guidelines, charters of various
committees of the Board of Directors, and the Company’s code of business conduct and ethics applicable to all employees,
officers and directors. The Company intends to disclose on its website any amendment to, or waiver of, any provision of this
code of business conduct and ethics applicable to the Company’s directors and executive officers that would otherwise be
required to be disclosed under the rules of the SEC or the New York Stock Exchange. Copies of these reports and corporate
governance documents may be obtained, free of charge, from the Company’s website. We are providing our website address
solely for the information of investors, and the information on our website is not a part of or incorporated by reference into this
annual report on Form 10-K or our other filings with the SEC.
You may also access any materials we file with the SEC through the EDGAR database on the SEC’s website at www.sec.gov.
Administration
EastGroup maintains its principal executive office and headquarters in Ridgeland, Mississippi. The Company also has regional
offices in Atlanta, Dallas and Los Angeles and asset management offices in Orlando, Miami, Houston and Phoenix. EastGroup
has property management offices in Jacksonville, Tampa, Charlotte and San Antonio. Offices at these locations allow the
Company to provide property management services to 75% of the Company’s operating portfolio on a square foot basis. In
addition, the Company currently provides property administration (accounting of operations) for its entire portfolio. The
regional offices in Georgia, Texas and California provide oversight of the Company’s development and value-add program.
Properties that are either acquired but not stabilized or can be converted to a higher and better use are considered value-add
properties. As of February 14, 2023, EastGroup had 87 full-time employees.
Business Overview
EastGroup’s goal is to maximize shareholder value by being a leading provider in its markets of functional, flexible and quality
business distribution space for location-sensitive customers (primarily in the 20,000 to 100,000 square foot range). The
Company develops, acquires and operates distribution facilities, the majority of which are clustered around major transportation
features in supply-constrained submarkets in major Sunbelt regions. The Company’s core markets are in the states of Florida,
Texas, Arizona, California and North Carolina.
As of December 31, 2022, EastGroup owned 487 industrial properties and one office building in 11 states. As of that same
date, the Company’s portfolio, including development projects and value-add properties in lease-up and under construction,
included approximately 56.0 million square feet consisting of 449 business distribution properties containing 51.2 million
square feet, 14 bulk distribution properties containing 3.8 million square feet, and 25 business service properties containing 1.0
million square feet (which includes one office building). As of December 31, 2022, EastGroup’s operating portfolio was 98.7%
leased to approximately 1,600 tenants, with no single tenant accounting for more than approximately 2.1% of the Company’s
income from real estate operations for the year ended December 31, 2022. As of February 14, 2023, the properties which were
in the development and value-add program at year-end were approximately 38% leased.
During 2022, EastGroup increased its holdings in real estate properties through its acquisition and development programs. The
Company acquired 2,750,000 square feet of operating and value-add properties and 456.3 acres of land for a total of
$605,768,000. Also during 2022, the Company began construction of 14 development projects containing 2.7 million square
5 feet and transferred 19 projects, which contain 3.6 million square feet and had costs of $461,329,000 at the date of transfer,
from its development and value-add program to real estate properties.
During 2022, EastGroup sold three operating properties containing 287,000 square feet, which generated gross proceeds of
$52,410,000.
The Company typically initially funds its development and acquisition programs through its unsecured bank credit facilities; the
total capacity of which was increased in January 2023 by $200,000,000, from $475,000,000 to $675,000,000 (as discussed
under the heading Liquidity and Capital Resources in Part II, Item 7 of this Annual Report on Form 10-K). As market
conditions permit, EastGroup issues equity or employs fixed rate debt, including variable rate debt that has been swapped to an
effectively fixed rate through the use of interest rate swaps, to replace short-term bank borrowings. Moody’s Investors Service
has assigned the Company’s issuer rating of Baa2 with a stable outlook. A security rating is not a recommendation to buy, sell,
or hold securities and may be subject to revision or withdrawal at any time by the assigning rating agency. Each rating should
be evaluated independently of any other rating. For future debt issuances, the Company intends to issue primarily unsecured
fixed rate debt, including variable rate debt that has been swapped to an effectively fixed rate through the use of interest rate
swaps. The Company may also access the public debt market in the future as a means to raise capital.
EastGroup holds its properties as long-term investments but may determine to sell certain properties that no longer meet its
investment criteria. The Company may provide financing to a prospective purchaser in connection with such sales of property
if market conditions require. In addition, the Company may provide financing to a partner or co-owner in connection with an
acquisition of real estate in certain situations.
Subject to the requirements necessary to maintain EastGroup’s qualifications as a REIT, the Company may acquire securities of
entities engaged in real estate activities or securities of other issuers, including for the purpose of exercising control over those
entities.
EastGroup has no present intention of acting as an underwriter of offerings of securities of other issuers. The strategies and
policies set forth above were determined and are subject to review by EastGroup’s Board of Directors, which may change such
strategies or policies based upon its evaluation of the state of the real estate market, the performance of EastGroup’s assets,
capital and credit market conditions, and other relevant factors.
Competition
The market for the leasing of industrial real estate is competitive. We experience competition for tenants from existing
properties in proximity to our buildings as well as from new development. Institutional investors, other REITs and local real
estate operators generally own such properties; however, no single competitor or small group of competitors is dominant in our
current markets. Even so, as a result of competition, we may have to provide concessions, incur charges for tenant
improvements or offer other inducements, all of which may have an adverse impact on our results of operations. The market
for the acquisition of industrial real estate is also competitive. We compete for real property investments with other REITs and
institutional investors such as pension funds and their advisors, private real estate investment funds, insurance company
investment accounts, private investment companies, individuals and other entities engaged in real estate investment activities.
Regulations
Compliance with various governmental regulations has an impact on EastGroup’s business, including EastGroup’s capital
expenditures, earnings and competitive position, which can be material. EastGroup incurs costs to monitor and take actions to
comply with governmental regulations that are applicable to its business, which include, among others, federal securities laws
and regulations, applicable stock exchange requirements, REIT and other tax laws and regulations, environmental and health
and safety laws and regulations, local zoning, usage and other regulations relating to real property, and the Americans with
Disabilities Act of 1990 (“ADA”).
Under various federal, state and local laws, ordinances and regulations, an owner of real estate may be liable for the costs of
removal or remediation of certain hazardous or toxic substances on or in such property. Many such laws impose liability
without regard to whether the owner knows of, or was responsible for, the presence of such hazardous or toxic substances. The
presence of such substances, or the failure to properly remediate such substances, may adversely affect the owner’s ability to
sell or rent such property or to use such property as collateral in its borrowings. EastGroup’s properties have generally been
subject to Phase I Environmental Site Assessments (“ESAs”) by independent environmental consultants and, as necessary, have
been subjected to Phase II ESAs. These reports have not revealed any potential significant environmental liability. Our
management is not aware of any environmental liability that would have a material adverse effect on EastGroup’s business,
assets, financial position or results of operations.
6 See “Item 1A. Risk Factors“ in this Annual Report for a discussion of material risks to EastGroup, including related to
governmental regulations and environmental matters.
Environmental, Social and Governance (“ESG”) Matters
EastGroup’s commitment to ESG initiatives is evidenced by its building standards, corporate policies and procedures and
company culture. At EastGroup, protecting the environment is important to the Company’s employees, customers and
communities. The Company strives to support sustainability through its commitment to build high performance and
environmentally responsible properties. Through EastGroup’s continued efforts, numerous properties have been Leadership in
Energy and Environmental Design (“LEED”), Building Owners and Managers Association 360 and ENERGY STAR certified,
and while formal certification is not always pursued, the Company builds all of its development properties with the intention of
meeting LEED certifiable standards. The Company consistently invests in energy-efficient improvements throughout its
portfolio, such as LED lighting, skylights, white reflective roofing, electric vehicle charging stations and smart sensor irrigation
systems. The Company strives for efficiency in operating properties with innovative solutions that are intended to lower
operational costs and reduce the environmental footprint. In June 2021, the Company amended and restated its unsecured
revolving credit facility and unsecured working cash credit facility. The new credit facilities provide for an incremental
reduction in borrowing costs if a certain sustainability-linked metric is achieved. This metric is based on a target number of
newly-constructed buildings with qualifying electric vehicle charging stations as a percentage of total qualifying buildings for
each fiscal year and allows for the reduction of the applicable interest margin by one basis point upon satisfaction of these
targets. The baseline, which will be measured annually beginning with the year ended December 31, 2022, was determined to
be 20% based on activity during the year ended December 31, 2021. The Company exceeded the target of 20% for the year
ended December 31, 2022. The Company believes that its continued commitment to pursue environmentally conscious
performance and standards through sustainability best practices creates positive impacts on the environment and creates long-
term value for the Company and its stakeholders.
During 2021, EastGroup hired a full-time Director of Corporate Sustainability to focus on all aspects of the Company's ESG
initiatives. During 2022, the Company furthered its commitment to ESG initiatives by partnering with a sustainability
consulting firm and also beginning to utilize an environmental data management platform, with the goal of more reliably
tracking and benchmarking operational performance. The Company released a Corporate Green Office Guide during 2022,
which contains best environmental practices for its corporate offices, and it continues to seek additional ways to engage with
tenants on environmental matters, including recycling initiatives, Earth Day celebrations, and other tenant appreciation events at
certain properties.
In addition, EastGroup and its employees are committed to social responsibility and are active participants in the communities
where they live and work. EastGroup’s employees volunteer for numerous charities, and the Company coordinates volunteer
opportunities for its employees and provides paid time off for volunteering in order to encourage participation and increase
social engagement in all of the communities in which it operates.
EastGroup operates on the premise that good corporate governance is fundamental to the Company’s business and core values,
and the Company believes its corporate governance policies and practices are well aligned with the interests of stakeholders.
The honesty and integrity of the Company’s management and Board of Directors are critical assets in maintaining the trust of
the Company’s investors, employees, customers, vendors and the communities in which the Company operates.
Readers are encouraged to visit the “Priorities” page of the Company's website and review its 2022 Environmental, Social &
Governance Report for more detail regarding EastGroup's ESG programs and initiatives. Nothing on the Company's website or
in the referenced report shall be deemed to be incorporated by reference into this Annual Report on Form 10-K.
Human Capital Matters
We believe our employees are a critical component of the success and sustainability of our Company, and we are committed to
providing a diverse and inclusive work environment that encourages collaboration and teamwork.
• Workforce Diversity: As of February 14, 2023, we employed 87 team members located in 12 offices in Arizona,
California, Florida, Georgia, Mississippi, North Carolina and Texas. As of February 14, 2023, 100% of our
employees were full-time and none were members of a union or subject to a collective bargaining agreement. Our
team is comprised of the following types of personnel:
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asset, construction and property managers;
accounting, administrative, human resources and information technology professionals; and
our corporate leadership team.
7 Our current employee base is gender diverse with 76% identifying as women and 91% of new hires in 2022
identifying as women. The officer group is comprised of 42% women and 58% men. 18% of our employees
identify as racial or ethnic minorities. Our Board of Directors is 22% comprised of women, and one of nine Board
members identifies as a racial or ethnic minority. With 87 employees and 9 directors, each team member plays a
vital role in the success of the Company.
Employee Tenure: We believe our culture supports our employees and creates a positive, professional
environment that encourages longevity for our team members. We seek to develop leaders and promote from
within the organization when opportunities arise. As of February 14, 2023, 79% of our employees at the manager
level and above were promoted from within the Company. The average tenure of our workforce is 9 years, and 12
years for our officers. Our voluntary turnover rate was 5.7% in 2022.
Compensation, Benefits, Health and Safety: We offer a comprehensive employee benefits program and what
we believe are socially-responsible policies and practices in order to support the overall well-being of our
employees and create a safe, professional and inclusive work environment. Some of the benefits we offer include
a robust 401(k) matching program, company-wide equity award program, generous personal leave policy, paid
parental leave, flexible work schedules, paid time off for volunteering, annual health and wellness checkups,
employer-paid health insurance for all full-time employees, tobacco cessation program, athletic club and tuition
reimbursement programs, and a competitive pay structure. All of our employees are salaried employees and are
eligible for performance-based annual bonuses based on a percentage of salary.
Training and Development: We have a formal, certificate-based learning program for all employees; learning
objectives include topics such as diversity and inclusion, unconscious bias, anti-harassment and data security. Our
employees are provided with training, education and peer mentoring programs to further develop their
professional skill set, enhancing the level of customer service provided to our customers and the quality of
information disclosed to our stakeholders.
Policies: We have various policies and practices in place, including a Code of Ethics and Business Conduct,
Whistleblower Program, Equal Opportunity and Commitment to Diversity, Human Rights Statement, Vendor
Code of Conduct, ADA & Reasonable Accommodation, Commitment to Safety, Community Service, Family
Medical Leave, Maternity and Paternity Leave, Standards of Conduct, Corporate Green Office Guide, Workplace
Violence Prevention, Healthy, Wealthy, Wise Benefits Summary, and Cybersecurity.
Company and Board Engagement: We value our employees, and our focus on human capital management and
other socially-responsible initiatives is at the forefront of discussions and decisions with both management and the
Board of Directors. On a regular basis, Company management holds ESG-related discussions with the Board of
Directors; in 2022, our management and the Board of Directors formally met to discuss these topics four times.
The Nominating and Corporate Governance Committee of the Board of Directors has direct oversight over ESG
and met for one formal discussion on ESG and also received periodic updates from Company management.
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Supplemental U.S. Federal Income Tax Considerations
The following discussion supplements and updates the disclosures under “Certain United States Federal Income Tax
Considerations” in the prospectus dated December 16, 2022, contained in our Registration Statement on Form S-3 filed with the
SEC on December 16, 2022. Capitalized terms herein that are not otherwise defined shall have the same meaning as when used
in such disclosures (as supplemented).
On December 29, 2022, the IRS promulgated final Treasury Regulations under Sections 897, 1441, 1445, and 1446 of the Code
that were, in part, intended to coordinate various withholding regimes for non-U.S. stockholders. The new Treasury Regulations
provide that:
(i) The withholding rules applicable to ordinary REIT dividends paid to a non-U.S. stockholder (generally, a 30%
rate of withholding on gross amounts unless otherwise reduced by treaty or effectively connected with such non-
U.S. stockholder’s trade or business within the U.S. and proper certifications are provided) will apply to (a) that
portion of any distribution paid by us that is not designated as a capital gain dividend, a return of basis or a
distribution in excess of the non-U.S. stockholder’s adjusted basis in its stock that is treated as gain from the
disposition of such stock and (b) any portion of a capital gain dividend paid by us that is not treated as gain
attributable to the sale or exchange of a U.S. real property interest by reason of the recipient not owning more than
10% of a class of our stock that is regularly traded on an established securities market during the one-year period
ending on the date of the capital gain dividend.
8 (ii) The withholding rules under FIRPTA will apply to a distribution paid by us in excess of a non-U.S. stockholder’s
adjusted basis in our stock, unless the interest in our stock is not a U.S. real property interest (for example,
because we are a domestically controlled qualified investment entity) or the distribution is paid to a “withholding
qualified holder.” A “withholding qualified holder” means a qualified holder (as defined below) and a foreign
partnership all of the interests of which are held by qualified holders, including through one or more partnerships.
(iii) The withholding rules under FIRPTA will apply to any portion of a capital gain dividend paid to a non-U.S.
stockholder that is attributable to the sale or exchange of a U.S. real property interest, unless it is paid to a
withholding qualified holder.
In the case of FIRPTA withholding under clause (ii) above, the applicable withholding rate is currently 15%, and in the case of
FIRPTA withholding under clause (iii) above the withholding rate is currently 21%. For purposes of FIRPTA withholding
under clause (iii), whether a capital gain dividend is attributable to the sale or exchange of a U.S. real property interest is
determined taking into account the general exception from FIRPTA distribution treatment for distributions paid to certain non-
U.S. stockholders under which any distribution by us to a non-U.S. stockholder with respect to any class of stock which is
regularly traded on an established securities market located in the United States is not treated as gain recognized from the sale
or exchange of a U.S. real property interest if such non-U.S. stockholder did not own more than 10% of such class of stock at
any time during the 1-year period ending on the date of such distribution. To the extent inconsistent, these Treasury Regulations
supersede the discussion on withholding contained in the above-referenced disclosures (as supplemented) under the heading
“Taxation of Non-U.S. Shareholders.” However, if, notwithstanding these Treasury Regulations, we encounter difficulties in
properly characterizing a distribution for purposes of the withholding rules, we may decide to withhold on such distribution at
the highest possible U.S. federal withholding rate that we determine could apply.
New Treasury Regulations also provide new guidance regarding qualified foreign pension funds. Accordingly, the discussion
contained in the paragraph under “Certain United States Federal Income Tax Considerations – Taxation of Non-U.S.
Shareholders – Qualified Foreign Pension Funds” is hereby deleted and replaced with the following:
Qualified Foreign Pension Funds. In general, for FIRPTA purposes, and subject to the discussion below regarding
“qualified holders,” neither a “qualified foreign pension fund” (as defined below) nor any entity all of the interests of
which are held by a qualified foreign pension fund is treated as a foreign person, thereby exempting such entities from
tax under FIRPTA. A “qualified foreign pension fund” is an organization or arrangement (i) created or organized in a
foreign country, (ii) established by a foreign country (or one or more political subdivisions thereof) or one or more
employers to provide retirement or pension benefits to current or former employees (including self-employed
individuals) or their designees as a result of, or in consideration for, services rendered, (iii) which does not have a
single participant or beneficiary that has a right to more than 5% of its assets or income, (iv) which is subject to
government regulation and with respect to which annual information about its beneficiaries is provided, or is otherwise
available, to relevant local tax authorities and (v) with respect to which, under its local laws, (A) contributions that
would otherwise be subject to tax are deductible or excluded from its gross income or taxed at a reduced rate, or (B)
taxation of its investment income is deferred, or such income is excluded from its gross income or taxed at a reduced
rate. Under Treasury Regulations, subject to the discussion below regarding “qualified holders,” a “qualified controlled
entity” also is not generally treated as a foreign person for purposes of FIRPTA. A qualified controlled entity generally
includes a trust or corporation organized under the laws of a foreign country all of the interests of which are held by
one or more qualified foreign pension funds either directly or indirectly through one or more qualified controlled
entities.
Treasury Regulations further require that a qualified foreign pension fund or qualified controlled entity will not be
exempt from FIRPTA with respect to dispositions of U.S. real property interests or REIT distributions attributable to
the same unless the qualified foreign pension fund or qualified controlled entity is a “qualified holder.” To be a
qualified holder, a qualified foreign pension fund or qualified controlled entity must satisfy one of two alternative tests
at the time of the disposition of the U.S. real property interest or the REIT distribution. Under the first test, a qualified
foreign pension fund or qualified controlled entity is a qualified holder if it owned no U.S. real property interests as of
the earliest date during an uninterrupted period ending on the date of the disposition or distribution during which it
qualified as a qualified foreign pension fund or qualified controlled entity. Alternatively, if a qualified foreign pension
fund or qualified controlled entity held U.S. real property interests as of the earliest date during the period described in
the preceding sentence, it can be a qualified holder only if it satisfies certain testing period requirements.
Treasury Regulations also provide that a foreign partnership all of the interests of which are held by qualified holders,
including through one or more partnerships, may certify its status as such and will not be treated as a foreign person
for purposes of withholding under Section 1445 of the Code (and Section 1446 of the Code, as applicable).
9 ITEM 1A. RISK FACTORS.
In addition to the other information contained or incorporated by reference in this document, readers should carefully consider
the following risk factors. Any of these risks or the occurrence of any one or more of the uncertainties described below could
have a material adverse effect on the Company’s financial condition and the performance of its business. Additional risks and
uncertainties not presently known to the Company or that the Company currently deems immaterial also may impair its
business operations.
Real Estate Industry Risks
We face risks associated with local real estate conditions in areas where we own properties. We may be adversely affected by
general economic conditions and local real estate conditions. For example, an oversupply of industrial properties in a local area
or a decline in the attractiveness of our properties to tenants would have a negative effect on us. Other factors that may affect
general economic conditions or local real estate conditions include:
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population and demographic trends;
employment and personal income trends;
income and other tax laws;
changes in interest rates and availability and costs of financing;
increased operating costs, including insurance premiums, utilities and real estate taxes, due to inflation and other
factors which may not necessarily be offset by increased rents;
changes in the price of oil;
construction costs; and
weather-related events.
We may be unable to compete for properties and tenants. The real estate business is highly competitive. We compete for
interests in properties with other real estate investors and purchasers, some of whom have greater financial resources, revenues
and geographical diversity than we have. Furthermore, we compete for tenants with other property owners. All of our
industrial properties are subject to significant local competition. We also compete with a wide variety of institutions and other
investors for capital funds necessary to support our investment activities and asset growth.
We are subject to significant regulation that constrains our activities. Local zoning and land use laws, environmental statutes
and other governmental requirements restrict our expansion, rehabilitation and reconstruction activities. These regulations may
prevent us from taking advantage of economic opportunities. Legislation such as the ADA may require us to modify our
properties, and noncompliance could result in the imposition of fines or an award of damages to private litigants. Future
legislation may impose additional requirements. We cannot predict what requirements may be enacted or what changes may be
implemented to existing legislation.
Risks Associated with Our Properties
We may be unable to lease space on favorable terms or at all. When a lease expires, a tenant may elect not to renew it. We
may not be able to re-lease the property on favorable terms, if we are able to re-lease the property at all. The terms of renewal
or re-lease (including the cost of required renovations and/or concessions to tenants) may be less favorable to us than the prior
lease. We also routinely develop properties with no pre-leasing. If we are unable to lease all or a substantial portion of our
properties, or if the rental rates upon such leasing are significantly lower than expected rates, our cash generated before debt
repayments and capital expenditures and our ability to make expected distributions to stockholders may be adversely affected.
We may be affected negatively by tenant bankruptcies and leasing delays. At any time, a tenant may experience a downturn in
its business that may weaken its financial condition. Similarly, a general decline in the economy may result in a decline in the
demand for space at our industrial properties. As a result, our tenants may delay lease commencement, fail to make rental
payments when due, or declare bankruptcy. Any such event could result in the termination of that tenant’s lease and losses to
us, and funds available for distribution to investors may decrease. We receive a substantial portion of our income as rents under
mid-term and long-term leases. If tenants are unable to comply with the terms of their leases for any reason, including because
of rising costs or falling sales, we may deem it advisable to modify lease terms to allow tenants to pay a lower rent or a smaller
share of taxes, insurance and other operating costs. If a tenant becomes insolvent or bankrupt, we cannot be sure that we could
recover the premises from the tenant promptly or from a trustee or debtor-in-possession in any bankruptcy proceeding relating
to the tenant. We also cannot be sure that we would receive rent in the proceeding sufficient to cover our expenses with respect
to the premises. If a tenant becomes bankrupt, the federal bankruptcy code will apply and, in some instances, may restrict the
10 amount and recoverability of our claims against the tenant. A tenant’s default on its obligations to us could adversely affect our
financial condition and the cash we have available for distribution.
We face risks associated with our property development. We intend to continue to develop properties where we believe market
conditions warrant such investment. Once made, our investments may not produce results in accordance with our
expectations. Risks associated with our current and future development and construction activities include:
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the availability of favorable financing alternatives;
the risk that we may not be able to obtain land on which to develop or that due to the increased cost of land, our
activities may not be as profitable;
construction costs exceeding original estimates due to rising interest rates and increases in the costs of materials and
labor;
disruption in supply and delivery chains;
construction and lease-up delays resulting in increased debt service, fixed expenses and construction costs;
expenditure of funds and devotion of management’s time to projects that we do not complete;
fluctuations of occupancy and rental rates at newly completed properties, which depend on a number of factors,
including market and economic conditions, resulting in lower than projected rental rates and a corresponding lower
return on our investment; and
complications (including building moratoriums and anti-growth legislation) in obtaining necessary zoning,
occupancy and other governmental permits.
We face risks associated with property acquisitions. We acquire individual properties and portfolios of properties and intend to
continue to do so. Our acquisition activities and their success are subject to the following risks:
•
•
•
•
•
•
when we are able to locate a desired property, competition from other real estate investors may significantly increase
the purchase price;
acquired properties may fail to perform as we project;
the actual costs of repositioning or redeveloping acquired properties may be higher than our estimates;
acquired properties may be located in new markets where we face risks associated with an incomplete knowledge or
understanding of the local market, a limited number of established business relationships in the area and a relative
unfamiliarity with local governmental and permitting procedures;
we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of
properties, into our existing operations, and as a result, our results of operations and financial condition could be
adversely affected; and
we may acquire properties subject to liabilities and without any recourse, or with only limited recourse, to the
transferor with respect to unknown liabilities. As a result, if a claim were asserted against us based upon ownership
of those properties, we might have to pay substantial sums to settle it, which could adversely affect our cash flow.
Coverage under our existing insurance policies may be inadequate to cover losses. We generally maintain insurance policies
related to our business, including casualty, general liability and other policies, covering our business operations, employees and
assets as appropriate for the markets where our properties and business operations are located. However, we would be required
to bear all losses that are not adequately covered by insurance. In addition, there may be certain losses that are not generally
insured against or that are not generally fully insured against because it is not deemed economically feasible or prudent to do so,
including losses due to floods, wind, earthquakes, acts of war, acts of terrorism or riots. If an uninsured loss or a loss in excess
of insured limits occurs with respect to one or more of our properties, then we could lose the capital we invested in the
properties, as well as the anticipated future revenue from the properties. In addition, if the damaged properties are subject to
recourse indebtedness, we would continue to be liable for the indebtedness, even if these properties were irreparably damaged.
We face risks due to lack of geographic and real estate sector diversity. Substantially all of our properties are located in the
Sunbelt region of the United States with an emphasis in the states of Florida, Texas, Arizona, California and North Carolina.
As of December 31, 2022, our largest markets were Houston and Dallas. We owned operating properties totaling 6.2 million
square feet in Houston and 4.9 million square feet in Dallas, which represent 12.0% and 9.3%, respectively, of the Company’s
total Real estate properties on a square foot basis. A downturn in general economic conditions and local real estate conditions
in these geographic regions, as a result of oversupply of or reduced demand for industrial properties, local business climate,
business layoffs and changing demographics, would have a particularly strong adverse effect on us. In addition, our
investments in real estate assets are concentrated in the industrial distribution sector. This concentration may expose us to the
risk of economic downturns in this sector to a greater extent than if our business activities included other sectors of the real
estate industry.
11 We face risks due to the illiquidity of real estate which may limit our ability to vary our portfolio. Real estate investments are
relatively illiquid. Our ability to vary our portfolio in response to changes in economic and other conditions will therefore be
limited. In addition, because of our status as a REIT, the Internal Revenue Code limits our ability to sell our properties. If we
must sell an investment, we cannot ensure that we will be able to dispose of the investment on terms favorable to the Company.
We are subject to environmental laws and regulations. Current and previous real estate owners and operators may be required
under various federal, state and local laws, ordinances and regulations to investigate and clean up hazardous substances released
at the properties they own or operate. They may also be liable to the government or to third parties for substantial property or
natural resource damage, investigation costs and cleanup costs. Such laws often impose liability without regard to whether the
owner or operator knew of, or was responsible for, the release or presence of such hazardous substances. In addition, some
environmental laws create a lien on the contaminated site in favor of the government for damages and costs the government
incurs in connection with the contamination. Contamination may adversely affect the owner’s ability to use, sell or lease real
estate or to borrow using the real estate as collateral. We have no way of determining at this time the magnitude of any
potential liability to which we may be subject arising out of environmental conditions or violations with respect to the
properties we currently or formerly owned. Environmental laws today can impose liability on a previous owner or operator of a
property that owned or operated the property at a time when hazardous or toxic substances were disposed of, released from, or
present at the property. A conveyance of the property, therefore, may not relieve the owner or operator from
liability. Although ESAs have been conducted at our properties to identify potential sources of contamination at the properties,
such ESAs do not reveal all environmental liabilities or compliance concerns that could arise from the properties. Moreover,
material environmental liabilities or compliance concerns may exist, of which we are currently unaware, that in the future may
have a material adverse effect on our business, assets or results of operations.
Climate change and its effects, including compliance with new laws or regulations such as “green” building codes, may
require us to make improvements to our existing properties or result in unanticipated losses that could affect our business and
financial condition. To the extent that climate change causes an increase in catastrophic weather events, such as severe storms,
fires or floods, our properties may be susceptible to an increase in weather-related damage. Even in the absence of direct
physical damage to our properties, the occurrence of any natural disasters or a changing climate in the area of any of our
properties could have a material adverse effect on business, supply chains and the economy generally. Climate change could
cause an increase in property and casualty insurance premiums. The potential impacts of future climate change on our
properties could adversely affect our ability to lease, develop or sell our properties or to borrow using our properties as
collateral. In addition, any proposed legislation enacted to address climate change could increase the costs of energy, utilities
and overall development. The resulting costs of any proposed legislation may adversely affect our financial position, results of
operations and cash flows.
Financing Risks
We face risks associated with the use of debt to fund acquisitions and developments, including refinancing risk. We are subject
to the risks normally associated with debt financing, including the risk that our cash flow will be insufficient to meet required
payments of principal and interest. In addition, certain of our debt will have significant outstanding principal balances on their
maturity dates, commonly known as “balloon payments.” Therefore, we will likely need to refinance at least a portion of our
outstanding debt as it matures. There is a risk that we may not be able to refinance existing debt or that the terms of any
refinancing will not be as favorable as the terms of the existing debt.
We face risks associated with our dependence on external sources of capital. In order to qualify as a REIT, we are required
each year to distribute to our stockholders at least 90% of our ordinary taxable income, and we are subject to tax on our income
to the extent it is not distributed. Because of this distribution requirement, we may not be able to fund all future capital needs
from cash retained from operations. As a result, to fund capital needs, we rely on third-party sources of capital, which we may
not be able to obtain on favorable terms, if at all. Our access to third-party sources of capital depends upon a number of factors,
including (i) general market conditions; (ii) the market’s perception of our growth potential; (iii) our current and potential future
earnings and cash distributions; and (iv) the market price of our capital stock. Additional debt financing may negatively impact
our financial ratios, such as our debt-to-total market capitalization ratio, our debt-to-EBITDAre ratio and our fixed charge
coverage ratio. Additional equity financing may dilute the holdings of our current stockholders.
Covenants in our credit agreements could limit our flexibility and adversely affect our financial condition. The terms of our
various credit agreements and other indebtedness require us to comply with a number of customary financial and other
covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage. These covenants
may limit our flexibility in our operations, and breaches of these covenants could result in defaults under the instruments
governing the applicable indebtedness even if we had satisfied our payment obligations. If we are unable to refinance our
indebtedness at maturity or meet our payment obligations, the amount of our distributable cash flow and our financial condition
would be adversely affected.
12 Adverse changes in our credit ratings could impair our ability to obtain additional debt and equity financing on favorable
terms, if at all. Our credit ratings are based on our operating performance, liquidity and leverage ratios, overall financial
position and other factors employed by the credit rating agencies in their rating analysis of us. Our credit ratings can affect the
amount and type of capital we can access, as well as the terms of any financings we may obtain. There can be no assurance that
we will be able to maintain our current credit ratings. In the event our current credit ratings deteriorate, it may be more difficult
or expensive to obtain additional financing or refinance existing obligations and commitments. Also, a downgrade in our credit
ratings would trigger additional costs or other potentially negative consequences under our current and future credit facilities
and debt instruments.
Increases in interest rates would increase our interest expense. At December 31, 2022, we had $170,000,000 of variable rate
debt outstanding not protected by interest rate hedge contracts. We may incur additional variable rate debt in the future. If
interest rates increase, then so would the interest expense on our unhedged variable rate debt, which would adversely affect our
financial condition and results of operations. From time to time, we manage our exposure to interest rate risk with interest rate
hedge contracts that effectively fix or cap a portion of our variable rate debt. In addition, we refinance fixed rate debt at times
when we believe rates and terms are appropriate. Our efforts to manage these exposures may not be successful. Our use of
interest rate hedge contracts to manage risk associated with interest rate volatility may expose us to additional risks, including a
risk that a counterparty to a hedge contract may fail to honor its obligations. Developing an effective interest rate risk strategy
is complex and no strategy can completely insulate us from risks associated with interest rate fluctuations. There can be no
assurance that our hedging activities will have the desired beneficial impact on our results of operations or financial condition.
Termination of interest rate hedge contracts typically involves costs, such as transaction fees or breakage costs.
The discontinuation of London Interbank Offered Rate (“LIBOR”) and the replacement of LIBOR with an alternative reference
rate may adversely affect our borrowing costs and could impact our business and results of operations. In the U.S., the
Alternative Reference Rates Committee (“AARC”), which was convened by the Federal Reserve Board and the Federal
Reserve Bank of New York, has recommended the Secured Overnight Financing Rate (“SOFR”) plus a recommended spread
adjustment as its preferred alternative to USD-LIBOR-BBA. There are significant differences between LIBOR and SOFR, such
as LIBOR being an unsecured lending rate while SOFR is a secured rate, and SOFR is an overnight rate while LIBOR reflects
term rates at different maturities. We expect that all LIBOR settings relevant to us will cease to be published or will no longer
be representative after June 30, 2023. As a result, any of our LIBOR-based borrowings and hedges that extend beyond such
date have been amended to modify the index from LIBOR to SOFR. Concurrently, the related swaps were amended to
reference SOFR rather than LIBOR. While we expect LIBOR to be available in substantially its current form until June 30,
2023, it is possible that LIBOR will become unavailable prior to that point. This could result, for example, if sufficient banks
decline to make submissions to the LIBOR administrator. In that case, the risks associated with the transition to an alternative
reference rate will be accelerated and magnified.
The lack of certain limitations on our debt could result in our becoming more highly leveraged. Our governing documents do
not limit the amount of indebtedness we may incur. Accordingly, we may incur additional debt and would do so, for example,
if it were necessary to maintain our status as a REIT. We might become more highly leveraged as a result, and our financial
condition and cash available for distribution to stockholders might be negatively affected and the risk of default on our
indebtedness could increase.
Other Risks
Inflation and related volatility in the economy could negatively impact our tenants, our results of operations and the value of
our publicly-traded equity securities. Inflation in the United States accelerated rapidly in 2022 and is expected to continue at an
elevated level in the near-term. Inflation and its related impacts, including increased prices for services and goods and higher
interest rates and wages, and any fiscal or other policy interventions by the U.S. government in reaction to such events, could
negatively impact our tenants’ businesses or our results of operations. Most of our leases require the tenants to pay their pro rata
share of operating expenses, including real estate taxes, insurance and common area maintenance, although a limited number of
tenants have capped the amount of these operating expenses they are responsible for under their lease. As a result, we believe
that most of our leases mitigate our exposure to increases in costs and operating expenses resulting from inflation. However,
there can be no assurance that our tenants would be able to absorb these expense increases and be able to continue to pay us
their portion of operating expenses, capital expenditures and rent. In addition, while most of our leases provide for scheduled
rent increases, high levels of inflation could outpace these increases. As a result, our business, financial condition, results of
operations, cash flows, liquidity and ability to satisfy our debt service obligations and to pay dividends and distributions to
shareholders could be adversely affected over time. There is no guarantee that we will be able to mitigate the effects of inflation
and related impacts, and the duration and extent of any prolonged periods of inflation, and any related adverse effects on our
results of operations and financial condition, remain unknown at this time.
13 Additionally, inflationary pricing may have a negative effect on the construction costs necessary to complete our development
projects, including, but not limited to, costs of construction materials, labor and services from third-party contractors and
suppliers. Higher construction costs could adversely impact our investments in real estate assets and our expected yields on
development and value-add projects. Although the Company has an obligation to complete development projects currently
under construction, the Company does not have any obligation to start new development projects in the future. EastGroup
evaluates new development projects on a case-by-case basis including many factors such as construction costs, potential yields,
and tenant demand, and no assurance can be given that inflationary pricing will not have a material adverse impact on our
development pipeline and future results.
Inflation may also cause increased volatility in financial markets, which could affect our ability to access the capital markets or
impact the cost or timing at which we are able to do so. To the extent our exposure to increases in interest rates on any of our
debt is not eliminated through interest rate swaps and interest rate protection agreements, such increases will result in higher
debt service costs, which will adversely affect our cash flows. Our exposure to increases in interest rates in the short term
includes our variable-rate borrowings. With the exception of the unsecured bank credit facilities, all of the Company’s debt has
an effectively fixed interest rate. See “Financing Risks – Increases in interest rates would increase our interest expense.”
Increases in interest rates could also increase our debt financing costs over time, either through near-term borrowings on our
existing unsecured bank credit facilities or refinancing of our existing borrowings that may incur incrementally higher interest
rates.
One of the factors that may influence the trading price of our publicly-traded common stock is the interest rate on our debt and
the dividend yield on our common stock relative to market interest rates. As market interest rates rise, unless we eliminate our
exposure to such increases, our borrowing costs may rise and result in less funds being available for distribution. Therefore, we
may not be able to, or we may choose not to, provide a higher distribution rate on our common stock. In addition, fluctuations
in interest rates could adversely affect the market value of our properties. These factors could result in a decline in the market
prices of our common stock. There is no guarantee we will be able to mitigate the impact of inflation.
The market value of our common stock could decrease based on our performance and market perception and conditions. The
market value of our common stock may be affected by the market’s perception of our operating results, growth potential, and
current and future cash dividends and may also be affected by the real estate market value of our underlying assets. The market
price of our common stock may also be influenced by the dividend on our common stock relative to market interest
rates. Rising interest rates may lead potential buyers of our common stock to expect a higher dividend rate, which would
adversely affect the market price of our common stock. In addition, rising interest rates would result in increased expense,
thereby adversely affecting cash flow and our ability to service our indebtedness and pay dividends.
The state of the economy or other adverse changes in general or local economic conditions may adversely affect our operating
results and financial condition. Turmoil in the global financial markets may have an adverse impact on the availability of credit
to businesses generally and could lead to a further weakening of the U.S. and global economies. Currently these conditions
have not impaired our ability to access credit markets and finance our operations. However, our ability to access the capital
markets may be restricted at a time when we would like, or need, to raise financing, which could have an impact on our
flexibility to react to changing economic and business conditions. Furthermore, deteriorating economic conditions including
business layoffs, downsizing, industry slowdowns and other similar factors that affect our customers could negatively impact
commercial real estate fundamentals and result in lower occupancy, lower rental rates and declining values in our real estate
portfolio and in the collateral securing any loan investments we may make. Additionally, an adverse economic situation could
have an impact on our lenders or customers, causing them to fail to meet their obligations to us. No assurances can be given
that the effects of an adverse economic situation will not have a material adverse effect on our business, financial condition and
results of operations.
We may fail to qualify as a REIT. If we fail to qualify as a REIT, we will not be allowed to deduct dividends to stockholders in
computing our taxable income and will be subject to federal income tax at regular corporate rates. In addition, we may be
barred from qualification as a REIT for the four years following disqualification. The additional tax incurred at regular
corporate rates would significantly reduce the cash flow available for distribution to stockholders and for debt service.
Furthermore, we would no longer be required by the Internal Revenue Code to make any dividends to our stockholders as a
condition of REIT qualification. If we were to fail to qualify as a REIT, subject to certain limitations in the Internal Revenue
Code, corporate stockholders may be eligible for the dividends received deduction, and individual, trust and estate stockholders
may be eligible to treat the dividends received from us as qualified dividend income taxable as net capital gains under the
provisions of Section 1(h)(11) of the Internal Revenue Code. However, non-corporate stockholders (including individuals) will
not be able to deduct 20% of certain dividends they receive from us. The REIT qualification requirements are extremely
complex, and interpretation of the U.S. federal income tax laws governing REIT qualification is limited. Although we believe
we have operated and intend to operate in a manner that will continue to qualify us as a REIT, we cannot be certain that we
have been or will be successful in continuing to be taxed as a REIT. In addition, facts and circumstances that may be beyond
14 our control may affect our ability to qualify as a REIT. We cannot assure you that new legislation, regulations, administrative
interpretations or court decisions will not change the tax laws significantly with respect to our qualification as a REIT or with
respect to the federal income tax consequences of qualification.
Legislative or regulatory action with respect to tax laws and regulations could adversely affect the Company and our
stockholders. We are subject to state and local tax laws and regulations. Changes in state and local tax laws or regulations may
result in an increase in our tax liability. A shortfall in tax revenues for states and municipalities in which we operate may lead to
an increase in the frequency and size of such changes. If such changes occur, we may be required to pay additional taxes on our
assets or income. These increased tax costs could adversely affect our financial condition, results of operations and the amount
of cash available for the payment of dividends. In addition, in recent years, numerous legislative, judicial and administrative
changes have been made to the federal income tax laws applicable to investments in REITs and similar entities. Additional
changes to tax laws are likely to continue to occur in the future, and we cannot assure our stockholders that any such changes
will not adversely affect the taxation of a stockholder. We cannot assure you that future changes to tax laws and regulations will
not have an adverse effect on an investment in our stock.
To maintain our status as a REIT, we limit the amount of shares any one stockholder can own. The Internal Revenue Code
imposes certain limitations on the ownership of the stock of a REIT. For example, not more than 50% in value of our
outstanding shares of capital stock may be owned, directly or indirectly, by five or fewer individuals (as defined in the Internal
Revenue Code) during the last half of any taxable year. To protect our REIT status, our charter prohibits any holder from
acquiring more than 9.8% (in value or in number, whichever is more restrictive) of our outstanding equity stock (defined as all
of our classes of capital stock, except our excess stock (of which there is none outstanding)) unless our Board of Directors
grants a waiver. The ownership limit may limit the opportunity for stockholders to receive a premium for their shares of
common stock that might otherwise exist if an investor were attempting to assemble a block of shares in excess of 9.8% of the
outstanding shares of equity stock or otherwise effect a change in control.
Certain tax and anti-takeover provisions of our charter and bylaws may inhibit a change of our control. Certain provisions
contained in our charter and bylaws and the Maryland General Corporation Law may discourage a third party from making a
tender offer or acquisition proposal to us. If this were to happen, it could delay, deter or prevent a change in control or the
removal of existing management. These provisions also may delay or prevent our stockholders from receiving a premium for
their common shares over then-prevailing market prices. These provisions include:
•
•
•
•
the REIT ownership limit described above;
special meetings of our stockholders may be called only by the chairman of the board, the chief executive officer,
the president, a majority of the board or by stockholders possessing a majority of all the votes entitled to be cast at
the meeting;
our Board of Directors may authorize and issue securities without stockholder approval; and
advance-notice requirements for proposals to be presented at stockholder meetings.
In addition, Maryland law provides protection for Maryland corporations against unsolicited takeovers by limiting, among other
things, the duties of the directors in unsolicited takeover situations and certain “business combinations” and “control share
acquisitions.” Our bylaws contain provisions exempting us from the Maryland Control Share Acquisition Act and the
Maryland Business Combination Act. Our bylaws prohibit the repeal, amendment or alteration of our Maryland Control Share
Acquisition opt out without the approval by the Company’s stockholders; however, there can be no assurance that this provision
will not be amended or eliminated at some time in the future.
The Company faces risks in attracting and retaining key personnel. Many of our senior executives have strong industry
reputations, which aid us in identifying acquisition and development opportunities and negotiating with tenants and sellers of
properties. The loss of the services of these key personnel could affect our operations because of diminished relationships with
existing and prospective tenants, property sellers and industry personnel. In addition, attracting new or replacement personnel
may be difficult in a competitive market.
We have severance and change in control agreements with certain of our officers that may deter changes in control of the
Company. If, within a certain time period (as set in the officer’s agreement) following a change in control, we terminate the
officer’s employment other than for cause, or if the officer elects to terminate his or her employment with us for reasons
specified in the agreement, we will make a severance payment equal to the officer’s average annual compensation times an
amount specified in the officer’s agreement, together with the officer’s base salary and vacation pay that have accrued but are
unpaid through the date of termination. These agreements may deter a change in control because of the increased cost for a
third party to acquire control of us.
15
We rely on information technology in our operations, and any material failure, inadequacy, interruption or cyber-attack of that
technology could harm our business. We rely on information technology networks and systems, including the internet, to
process, transmit and store electronic information, and to manage or support a variety of business processes, including financial
transactions and records, and to maintain personal identifying information and customer and lease data. We purchase some of
our information technology from vendors, on whom our systems depend. We rely on commercially available systems,
software, tools and monitoring to provide security for processing, transmission and storage of data relating to our business
operations (including our financial transactions and records) and confidential customer data (including individually identifiable
information relating to financial accounts). Although we have taken steps to protect the security of our information systems and
the data maintained in those systems, it is possible that our safety and security measures will not prevent the systems’ improper
functioning or damage, or the improper access or disclosure of our business operations or personally identifiable information
such as in the event of cyber-attacks. Security breaches, including physical or electronic break-ins, computer viruses, phishing
or spoofing attacks by hackers and similar breaches, can create system disruptions, shutdowns, misappropriation of assets or
unauthorized disclosure of confidential information. In some cases, it may be difficult to anticipate or immediately detect such
incidents and the damage they cause. Any failure to maintain proper function, security and availability of our information
systems could interrupt our operations, damage our reputation, subject us to liability claims or regulatory penalties and could
have a materially adverse effect on our business, financial condition and results of operations.
We may be impacted by changes in U.S. social, political, regulatory and economic conditions or laws and policies. Any
changes to U.S. tax laws, foreign trade, manufacturing, and development and investment in the territories and countries where
our customers operate could adversely affect our operating results and our business.
Pandemics, such as COVID-19, and mitigation efforts to control their spread may impact our business, financial condition,
results of operations and cash flows. The COVID-19 pandemic, including the ongoing emergence of viral variants, has caused
and could continue to cause widespread disruptions to the U.S. and global economy and has contributed to significant volatility
and negative pressure in financial markets. Our financial condition, results of operations and cash flows are affected by our
ability to lease our properties and collect rental revenues, renew our leases or lease vacant space on favorable terms, and the
health and well-being of our customers, employees and other stakeholders, all of which could be adversely affected by
COVID-19 or other pandemics. In addition, to the extent the COVID-19 pandemic, its macroeconomic effects or the
government responses thereto adversely affect our business, financial condition, results of operations and cash flows, they may
also have the effect of heightening many of the other risks described in “Item 1A. Risk Factors” in this Annual Report on Form
10-K.
ITEM 1B. UNRESOLVED STAFF COMMENTS.
None.
ITEM 2. PROPERTIES.
EastGroup owned 487 industrial properties and one office building at December 31, 2022. These properties are located
primarily in the Sunbelt states of Florida, Texas, Arizona, California and North Carolina, and the majority are clustered around
major transportation features in supply constrained submarkets. As of February 14, 2023, EastGroup’s operating portfolio was
98.4% leased and 98.0% occupied by approximately 1,600 tenants, with no single tenant accounting for more than
approximately 2.1% of the Company’s income from real estate operations. The Company has developed approximately 48% of
its total portfolio (on a square foot basis), which includes real estate properties and development and value-add properties in
lease-up and under construction. The Company’s focus is the ownership of business distribution space (91% of the total
portfolio) with the remainder in bulk distribution space (7%) and business service space (2%). Business distribution space
properties are typically multi-tenant buildings with a building depth of 200 feet or less, clear height of 24-30 feet, office finish
of 10-25% and truck courts with a depth of 100-120 feet. See Consolidated Financial Statement Schedule III – Real Estate
Properties and Accumulated Depreciation for a detailed listing of the Company’s properties.
At December 31, 2022, EastGroup did not own any single property with a book value that was 10% or more of total book value
or with gross revenues that were 10% or more of total gross revenues.
16 The Company’s lease expirations are detailed below:
Years Ending December 31,
2023 (3)
2024
2025
2026
2027
2028
2029
2030
2031
2032 and beyond
Number of Leases
Expiring (1)
Total Area of Leases
Expiring
(in Square Feet) (1)
Annualized Current
Base Rent of Leases
Expiring (1) (2)
% of Total Base Rent of
Leases Expiring (1)
249
297
300
279
256
98
56
30
20
38
5,299,000 $
7,905,000 $
8,073,000 $
8,800,000 $
8,461,000 $
3,728,000 $
2,695,000 $
1,592,000 $
934,000 $
3,859,000 $
38,289,000
55,420,000
60,176,000
67,607,000
66,376,000
25,752,000
19,518,000
8,779,000
8,559,000
20,602,000
10.3%
14.9%
16.2%
18.2%
17.9%
6.9%
5.3%
2.4%
2.3%
5.6%
(1) Does not include lease renewal options.
(2) Represents the monthly cash rental rates, excluding tenant expense reimbursements, as of December 31, 2022, multiplied by 12
months.
(3) Includes month-to-month leases.
ITEM 3. LEGAL PROCEEDINGS.
The Company is not presently involved in any material litigation nor, to its knowledge, is any material litigation threatened
against the Company or its properties, other than routine litigation arising in the ordinary course and other actions not deemed
to be material. Of these matters, substantially all of which are to be covered by the Company’s liability insurance and which, in
the aggregate, are not expected to have a material adverse effect on the Company’s financial condition or results of operations.
The Company cannot predict the outcome of any litigation with certainty, and some lawsuits, claims or proceedings may be
disposed of unfavorably to the Company, which could materially affect its financial condition or results of operations.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
17
PART II. OTHER INFORMATION
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES.
The Company’s shares of common stock are listed for trading on the NYSE under the symbol “EGP.” As of February 14,
2023, there were 408 holders of record of the Company’s 43,554,350 outstanding shares of common stock. The Company
distributed all of its 2022 and 2021 taxable income to its stockholders. We generally pay quarterly cash dividends to holders of
our common stock at the discretion of our Board of Directors. Our future distributions may vary and will be determined by the
Board of Directors based upon the circumstances prevailing at the time, including our financial condition, operating results,
estimated taxable income and REIT distribution requirements, and may be adjusted at the discretion of the Board of Directors.
Accordingly, no significant provisions for income taxes were necessary. The following table summarizes the federal income
tax treatment for all distributions by the Company for the years 2022 and 2021.
Federal Income Tax Treatment of Share Distributions
Common Share Distributions:
Ordinary dividends
Nondividend distributions
Unrecaptured Section 1250 capital gain
Other capital gain
Total Common Distributions
Years Ended December 31,
2022
2021
(Per share)
$
4.53746
3.61656
—
—
—
—
—
—
$
4.53746
3.61656
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Period
October 1, 2022 through October 31, 2022 (1)
November 1, 2022 through November 30, 2022
December 1, 2022 through December 31, 2022
Total
Total Number
of Shares
Purchased
Average Price
Paid Per Share
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans or
Programs
Maximum Number
of Shares That May
Yet Be Purchased
Under the Plans or
Programs
37 $
151.39
—
—
37 $
—
—
151.39
—
—
—
—
—
—
—
(1) As permitted under the Company’s equity compensation plan, these shares were withheld by the Company to satisfy the tax
withholding obligations in connection with the issuance of shares of common stock.
18
Performance Graph
The following graph compares, over the five years ended December 31, 2022, the cumulative total shareholder return on
EastGroup’s common stock with the cumulative total return of the Standard & Poor’s 500 Total Return Index (S&P 500 Total
Return) and the FTSE Equity REIT index prepared by the National Association of Real Estate Investment Trusts (FTSE Nareit
Equity REITs).
The performance graph and related information shall not be deemed “soliciting material” or be deemed to be “filed” with the
SEC, nor shall such information be incorporated by reference into any future filing, except to the extent that the Company
specifically incorporates it by reference into such filing.
EastGroup
FTSE Nareit Equity REITs
S&P 500 Total Return
Fiscal years ended December 31,
2017
2018
2019
2020
2021
2022
$ 100.00
106.93
158.47
169.09
284.82
190.63
100.00
100.00
95.38
120.18
110.57
158.38
119.78
95.62
125.73
148.86
191.60
156.90
The information above assumes that the value of the investment in shares of EastGroup’s common stock and each index was
$100 on December 31, 2017, and that all dividends were reinvested.
ITEM 6. [RESERVED].
Not applicable.
Period EndedIndex ValueEastGroupFTSE Nareit Equity REITsS&P 500 Total Return12/31/1712/31/1812/31/1912/31/2012/31/2112/31/22$80$100$120$140$160$180$200$220$240$260$280$30019
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.
The following discussion and analysis of results of operations and financial condition should be read in conjunction with the
consolidated financial statements and notes thereto appearing elsewhere in this Annual Report on Form 10-K.
OVERVIEW
EastGroup’s goal is to maximize shareholder value by being a leading provider in its markets of functional, flexible and quality
business distribution space for location-sensitive customers (primarily in the 20,000 to 100,000 square foot range). The
Company develops, acquires and operates distribution facilities, the majority of which are clustered around major transportation
features in supply-constrained submarkets in major Sunbelt regions. The Company’s core markets are in the states of Florida,
Texas, Arizona, California and North Carolina.
During 2022, economic uncertainty and stock market volatility increased due to a number of factors, including the ongoing
COVID-19 pandemic, lingering supply chain disruptions, rising inflation, and increasing interest rates. While these factors have
not had a significant adverse impact on EastGroup's operations to date, they may adversely impact the Company in the future.
Most of the Company’s leases require the tenants to pay their pro rata share of operating expenses, including real estate taxes,
insurance and common area maintenance, thereby reducing the Company’s exposure to increases in operating expenses
resulting from inflation or other factors. Additionally, most of the Company's leases include scheduled rent increases. In the
event inflation causes increases in the Company’s general and administrative expenses, or higher interest rates increase the
Company’s cost of doing business, such increased costs would not be passed through to tenants and could adversely affect the
Company’s results of operations. The Company continues to monitor these supply chain, inflation and interest rate factors, as
well as the uncertainty resulting from the overall economic environment.
The Company believes its current operating cash flow and unsecured bank credit facilities provide the capacity to fund the
operations of the Company, and the Company also believes it can issue common and/or preferred equity and obtain debt
financing on currently acceptable terms. During 2022, EastGroup issued 393,406 shares of common stock through its
continuous common equity offering program, providing net proceeds to the Company of $75,375,000. Also during 2022, the
Company closed $525,000,000 of unsecured debt with a weighted average effectively fixed interest rate of 3.82% in four
separate transactions. EastGroup’s financing and equity issuances are further described in Liquidity and Capital Resources
below.
The Company’s primary revenue is rental income. During 2022, EastGroup executed leases on 9,220,000 square feet of
operating properties (17.7% of EastGroup’s total square footage of 52,003,000 as of December 31, 2022). For new and renewal
leases signed during 2022, average rental rates increased by 39.0% as compared to the former leases on the same spaces.
On a diluted per share basis, Net Income Attributable to EastGroup Properties, Inc. Common Stockholders was $4.36 for the
twelve months ended December 31, 2022, compared to $3.90 for the same period of 2021, an 11.8% increase.
Property Net Operating Income (“PNOI”) Excluding Income from Lease Terminations from same properties (defined as
operating properties owned during the entire current and prior year reporting periods – January 1, 2021 through December 31,
2022), increased 7.2% for 2022 compared to 2021.
EastGroup’s operating portfolio was 98.7% leased at December 31, 2022 and 2021. Occupancy at the end of 2022 for the
operating portfolio was 98.3% compared to 97.4% at December 31, 2021. As of February 14, 2023, the operating portfolio was
98.4% leased and 98.0% occupied. As of December 31, 2022, leases scheduled to expire in 2023 were 10.3% of the operating
portfolio as a percentage of total base rent of leases expiring during the year 2023, and this percentage was reduced to 8.5% as
of February 14, 2023.
The Company generates new sources of leasing revenue through its acquisitions and also its development and value-add
program. The Company mitigates risks associated with development through a Board-approved maximum level of land held
for development and by adjusting development start dates according to leasing activity.
During the year ended December 31, 2022, EastGroup closed the acquisition of Tulloch Corporation, the owner of an industrial
real estate portfolio that included 14 operating properties located in Sacramento and San Francisco containing 1,706,000 square
feet. The portfolio also included two land parcels located in Sacramento and San Francisco totaling 10.5 acres. As
consideration in connection with the acquisition, EastGroup assumed a loan with an outstanding principal balance of
$60,000,000, which the Company immediately repaid with no penalty in June 2022, and issued 1,868,809 shares of the
20 Company’s common stock. In connection with the acquisition, the Company recorded real estate properties and development
land totaling $365,731,000.
During 2022, EastGroup also acquired 1,044,000 square feet of value-add properties in Houston, Phoenix, San Francisco and
Greenville for $122,921,000. In addition to the two land parcels obtained in the acquisition of Tulloch Corporation, the
Company also purchased 445.8 acres of land in eight cities for a total of $117,116,000. The Company began construction of 14
development projects containing 2,668,000 square feet in 10 cities. Also in 2022, the Company transferred 19 development and
value-add properties (3,638,000 square feet) in 14 cities from its development and value-add program to real estate properties
with costs of $461,329,000 at the date of transfer. As of December 31, 2022, EastGroup’s development and value-add program
consisted of 20 projects (3,981,000 square feet) located in 12 cities. The projected total cost for the development and value-add
projects, which were collectively 38% leased as of February 14, 2023, is $494,100,000, of which $169,269,000 remained to be
invested as of December 31, 2022.
During 2022, EastGroup sold 287,000 square feet of operating properties, generating gross sales proceeds of $52,410,000. The
Company recognized $40,999,000 in Gain on sales of real estate investments during 2022.
The Company typically initially funds its development and acquisition programs through its unsecured bank credit facilities; the
total capacity of which was increased in January 2023 by $200,000,000, from $475,000,000 to $675,000,000 (as discussed
below in Liquidity and Capital Resources). As market conditions permit, EastGroup issues equity and/or employs fixed rate
debt, including variable rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, to
replace short-term bank borrowings. Moody's Investors Service has assigned the Company’s issuer rating of Baa2 with a stable
outlook. A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal
at any time by the assigning rating agency. Each rating should be evaluated independently of any other rating. For future debt
issuances, the Company intends to issue primarily unsecured fixed rate debt, including variable rate debt that has been swapped
to an effectively fixed rate through the use of interest rate swaps. The Company may also access the public debt market in the
future as a means to raise capital.
EastGroup has one reportable segment – industrial properties, consistent with the Company’s manner of internal reporting,
measurement of operating results and allocation of the Company’s resources. The Company’s chief decision makers use two
primary measures of operating results in making decisions: (1) funds from operations attributable to common stockholders
(“FFO”), and (2) property net operating income (“PNOI”).
FFO is computed in accordance with standards established by the National Association of Real Estate Investment Trusts, Inc.
(“Nareit”). Nareit’s guidance allows preparers an option as it pertains to whether gains or losses on sale, or impairment charges,
on real estate assets incidental to a REIT’s business are excluded from the calculation of FFO. EastGroup has made the election
to exclude activity related to such assets that are incidental to our business.
FFO is calculated as net income (loss) attributable to common stockholders computed in accordance with U.S. generally
accepted accounting principles (“GAAP”), excluding gains and losses from sales of real estate property (including other assets
incidental to the Company’s business) and impairment losses, adjusted for real estate related depreciation and amortization, and
after adjustments for unconsolidated partnerships and joint ventures. FFO is not considered as an alternative to net income
(determined in accordance with GAAP) as an indication of the Company’s financial performance, nor is it a measure of the
Company’s liquidity or indicative of funds available to provide for the Company’s cash needs, including its ability to make
distributions. The Company’s key drivers affecting FFO are changes in PNOI (as discussed below), interest rates, the amount
of leverage the Company employs and general and administrative expenses.
PNOI is defined as Income from real estate operations less Expenses from real estate operations (including market-based
internal management fee expense) plus the Company’s share of income and property operating expenses from its less-than-
wholly-owned real estate investments.
EastGroup sometimes refers to PNOI from Same Properties as “Same PNOI”; the Company also presents Same PNOI
Excluding Income from Lease Terminations. Same Properties is defined as operating properties owned during the entire
current period and prior year reporting period. Properties developed or acquired are excluded until held in the operating
portfolio for both the current and prior year reporting periods. Properties sold during the current or prior year reporting periods
are also excluded. For the year ended December 31, 2022, Same Properties includes properties which were included in the
operating portfolio for the entire period from January 1, 2021 through December 31, 2022. The Company presents Same PNOI
and Same PNOI Excluding Income from Lease Terminations as a property-level supplemental measure of performance used to
evaluate the performance of the Company’s investments in real estate assets and its operating results on a same property basis.
21 FFO and PNOI are supplemental industry reporting measurements used to evaluate the performance of the Company’s
investments in real estate assets and its operating results. The Company believes that the exclusion of depreciation and
amortization in the calculations of PNOI and FFO provides supplemental indicators of the properties’ performance since real
estate values have historically risen or fallen with market conditions. PNOI and FFO as calculated by the Company may not be
comparable to similarly titled but differently calculated measures for other real estate investment trusts (“REITs”). Investors
should be aware that items excluded from or added back to FFO are significant components in understanding and assessing the
Company’s financial performance. These non-GAAP figures should not be considered a substitute for, and should only be
considered together with and as a supplement to, the Company’s financial information presented in accordance with GAAP.
The following table presents reconciliations of Net Income to PNOI, Same PNOI and Same PNOI Excluding Income from
Lease Terminations for the three fiscal years ended December 31, 2022, 2021 and 2020.
NET INCOME
Gain on sales of real estate investments
Interest income
Other revenue
Indirect leasing costs
Depreciation and amortization
Company’s share of depreciation from unconsolidated investment
Interest expense
General and administrative expense
Noncontrolling interest in PNOI of consolidated joint ventures
PROPERTY NET OPERATING INCOME (“PNOI”)
PNOI from 2021 and 2022 acquisitions
PNOI from 2021 and 2022 development and value-add properties
PNOI from 2021 and 2022 operating property dispositions
Other PNOI
SAME PNOI
Net lease termination fee income from same properties
SAME PNOI EXCLUDING INCOME FROM LEASE
TERMINATIONS
$
Years Ended December 31,
2022
2021
2020
(In thousands)
186,274
(40,999)
(100)
(208)
546
153,638
124
38,499
16,362
(105)
354,031
(17,146)
(37,329)
(237)
323
299,642
(1,426)
157,638
(38,859)
(6)
(63)
700
127,099
136
32,945
15,704
(61)
295,233
(2,252)
(9,937)
(3,263)
(223)
279,558
(1,411)
108,391
(13,145)
(101)
(354)
661
116,359
137
33,927
14,404
(171)
260,108
*
*
*
*
*
*
$
298,216
278,147
*
* Same property metrics are not applicable to the year ended December 31, 2020, as the same property metrics for 2022 and 2021 are based
on operating properties owned during the entire current and prior year reporting periods (January 1, 2021 through December 31, 2022).
PNOI was calculated as follows for the three fiscal years ended December 31, 2022, 2021 and 2020.
Income from real estate operations
Expenses from real estate operations
Noncontrolling interest in PNOI of consolidated joint ventures
PNOI from 50% owned unconsolidated investment
PROPERTY NET OPERATING INCOME (“PNOI”)
Years Ended December 31,
2021
2022
2020
(In thousands)
$
486,817
409,412
362,669
(133,915)
(105)
1,234
354,031
(115,078)
(61)
960
295,233
(103,368)
(171)
978
260,108
$
Income from real estate operations is comprised of rental income, net of reserves for uncollectible rent, expense reimbursement
pass-through income and other real estate income including lease termination fees. Expenses from real estate operations is
comprised of property taxes, insurance, utilities, repair and maintenance expenses, management fees and other operating
costs. Generally, the Company’s most significant operating expenses are property taxes and insurance. Tenant leases may be
net leases in which the total operating expenses are recoverable, modified gross leases in which some of the operating expenses
are recoverable, or gross leases in which no expenses are recoverable (gross leases represent only a small portion of the
22
Company’s total leases). Increases in property operating expenses are fully recoverable under net leases and recoverable to a
high degree under modified gross leases. Modified gross leases often include base year amounts, and expense increases over
these amounts are recoverable. The Company’s exposure to property operating expenses is primarily due to vacancies and
leases for occupied space that limit the amount of expenses that can be recovered.
The following table presents reconciliations of Net Income Attributable to EastGroup Properties, Inc. Common Stockholders to
FFO Attributable to Common Stockholders for the three fiscal years ended December 31, 2022, 2021 and 2020.
2022
Years Ended December 31,
2021
(In thousands, except per share data)
2020
NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC.
COMMON STOCKHOLDERS
Depreciation and amortization
Company’s share of depreciation from unconsolidated investment
Depreciation and amortization from noncontrolling interest
Gain on sales of real estate investments
FUNDS FROM OPERATIONS (“FFO”) ATTRIBUTABLE TO COMMON
STOCKHOLDERS
Net income attributable to common stockholders per diluted share
Funds from operations (“FFO”) attributable to common stockholders
per diluted share
$
$
$
$
Diluted shares for earnings per share and funds from operations
186,182
153,638
124
(17)
(40,999)
157,557
127,099
136
—
(38,859)
298,928
4.36
7.00
42,712
245,933
3.90
6.09
40,377
108,363
116,359
137
(142)
(13,145)
211,572
2.76
5.38
39,296
The Company analyzes the following performance trends in evaluating the revenues and expenses of the Company:
•
•
•
•
•
•
•
•
On a diluted per share basis, Net Income Attributable to EastGroup Properties, Inc. Common Stockholders was $4.36
for the twelve months ended December 31, 2022, compared to $3.90 for the same period of 2021, an 11.8% increase.
The change in FFO per share represents the increase or decrease in FFO per share from the current year compared to
the prior year. For 2022, FFO was $7.00 per share compared with $6.09 per share for 2021, an increase of 14.9%.
For the year ended December 31, 2022, PNOI increased by $58,798,000, or 19.9%, compared to 2021. PNOI
increased $27,392,000 from newly developed and value-add properties, $20,084,000 from same property operations
and $14,894,000 from 2021 and 2022 acquisitions; PNOI decreased $3,026,000 from operating properties sold in 2021
and 2022.
The change in Same PNOI represents the PNOI increase or decrease for the same operating properties owned during
the entire current and prior year reporting periods (January 1, 2021 through December 31, 2022). Same PNOI,
excluding income from lease terminations, increased 7.2% for the year ended December 31, 2022, compared to 2021.
Same property average occupancy represents the average month-end percentage of leased square footage for which the
lease term has commenced as compared to the total leasable square footage for the same operating properties owned
during the entire current and prior year reporting periods (January 1, 2021 through December 31, 2022). Same
property average occupancy for the year ended December 31, 2022 was 98.2% compared to 97.5% for 2021.
Occupancy is the percentage of leased square footage for which the lease term has commenced as compared to the
total leasable square footage as of the close of the reporting period. Occupancy at December 31, 2022 was
98.3%. Quarter-end occupancy ranged from 97.4% to 98.5% over the previous four quarters ended December 31,
2021 to September 30, 2022.
Rental rate change represents the rental rate increase or decrease on new and renewal leases compared to the prior
leases on the same space. For the year 2022, rental rate increases on new and renewal leases (17.7% of total square
footage) averaged 39.0%.
Lease termination fee income is included in Income from real estate operations. For the year 2022, lease termination
fee income was $2,708,000 compared to $1,411,000 for 2021.
23
•
The Company records reserves for uncollectible rent as reductions to Income from real estate operations; recoveries
for uncollectible rent are recorded as additions to Income from real estate operations. The Company recorded net
reserves for uncollectible rent of $138,000 in 2022 compared to net recoveries for uncollectible rent of $475,000 in
2021. We evaluate the collectability of rents and other receivables for individual leases at each reporting period based
on factors including, among others, tenant’s payment history, the financial condition of the tenant, business conditions
and trends in the industry in which the tenant operates and economic conditions in the geographic area where the
property is located. If evaluation of these factors or others indicates it is not probable we will collect substantially all
rent, we recognize an adjustment to rental revenue. If our judgment or estimation regarding probability of collection
changes, we may adjust or record additional rental revenue in the period such conclusion is reached. The Company
followed its normal process for recording reserves for uncollectible rent during the year ended December 31, 2022.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The Company’s management considers the following accounting policies and estimates to be critical to the reported operations
of the Company.
Acquisition and Development of Real Estate Properties
The Financial Accounting Standards Board (“FASB”) Codification provides guidance on how to properly determine the
allocation of the purchase price among the individual components of both the tangible and intangible assets based on their
respective fair values. Factors considered by management in allocating the cost of the properties acquired include an estimate
of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar
leases. The allocation to tangible assets (land, building and improvements) is based upon management’s determination of the
value of the property as if it were vacant using discounted cash flow models. Land is valued using comparable land sales
specific to the applicable market, provided by a third party. The Company determines whether any financing assumed is above
or below market based upon comparison to similar financing terms for similar properties. The cost of the properties acquired
may be adjusted based on indebtedness assumed from the seller that is determined to be above or below market rates.
The purchase price is also allocated among the following categories of intangible assets: the above or below market component
of in-place leases, the value of in-place leases and the value of customer relationships. The value allocable to the above or
below market component of an acquired in-place lease is determined based upon the present value (using a discount rate
reflecting the risks associated with the acquired leases) of the difference between (i) the contractual amounts to be paid pursuant
to the lease over its remaining term, and (ii) management’s estimate of the amounts that would be paid using current market
rents over the remaining term of the lease. The amounts allocated to above and below market lease intangibles are included in
Other assets and Other liabilities, respectively, on the Consolidated Balance Sheets and are amortized to rental income over the
remaining terms of the respective leases. The total amount of intangible assets is further allocated to in-place lease values and
customer relationship values based upon management’s assessment of their respective values. These intangible assets are
included in Other assets on the Consolidated Balance Sheets and are amortized over the remaining term of the existing lease, or
the anticipated life of the customer relationship, as applicable.
The significance of this accounting policy will fluctuate given the transaction activity during the period.
For properties under development and value-add properties acquired in the development stage, costs associated with
development (i.e., land, construction costs, interest expense, property taxes and other costs associated with development) are
aggregated into the total capitalized costs of the property. Included in these costs are management’s estimates for the portions
of internal costs (primarily personnel costs) deemed related to such development activities. The internal costs are allocated to
specific development projects based on development activity.
FINANCIAL CONDITION
EastGroup’s Total Assets were $4,035,837,000 at December 31, 2022, an increase of $820,501,000 from December 31,
2021. Total Liabilities increased $438,522,000 to $2,082,398,000, and Total Equity increased $381,979,000 to $1,953,439,000
during the same period. The following paragraphs explain these changes in greater detail.
24 Assets
Real Estate Properties
Real estate properties increased $849,261,000 during the year ended December 31, 2022. The increase was primarily due to:
(i) the transfer of 19 properties from Development and value-add properties to Real estate properties (as detailed under
Development and Value-Add Properties below); (ii) the acquisition of 14 operating properties; (iii) capital improvements at the
Company’s properties; and (iv) costs incurred on development and value-add projects subsequent to transfer to Real estate
properties discussed below. These increases were partially offset by the operating property sales discussed below.
During 2022, EastGroup acquired the following operating properties:
OPERATING PROPERTIES ACQUIRED IN 2022
Location
Size
(Square feet)
Date
Acquired
Cost (1)
(In thousands)
Cebrian Distribution Center and Reed Distribution
Center (2)
6th Street Business Center, Benicia Distribution
Center 1-5, Ettie Business Center, Laura
Alice Business Center, Preston
Distribution Center, Sinclair Distribution
Center, Transit Distribution Center and
Whipple Business Center (2)
Sacramento, CA
329,000
06/01/2022
$
49,726
San Francisco, CA
1,377,000
06/01/2022
309,404
Total operating property acquisitions
1,706,000
$
359,130
(1) Cost is calculated in accordance with FASB Accounting Standards Codification (“ASC”) 805, Business Combinations, and
represents the sum of the purchase price, closing costs and capitalized acquisition costs. Refer to Note 1(j) and 2 in the Notes to
Consolidated Financial Statements.
(2) The Company acquired these operating properties along with two land parcels, also in Sacramento, CA and San Francisco, CA, in
connection with its acquisition of Tulloch Corporation in June 2022. Size and cost are presented on an aggregate basis for the
properties located in Sacramento, CA and San Francisco, CA, respectively. In consideration for this acquisition, the Company
assumed a $60,000,000 loan and issued 1,868,809 shares of the Company’s common stock.
During the year ended December 31, 2022, the Company made capital improvements of $39,444,000 on existing and acquired
properties (included in the Capital Expenditures table under Results of Operations). Also, the Company incurred costs of
$10,989,000 on development and value-add projects subsequent to transfer to Real estate properties; the Company records
these expenditures as development and value-add costs on the Consolidated Statements of Cash Flows.
Also, during the year ended December 31, 2022, EastGroup sold 287,000 square feet of operating properties, generating gross
sales proceeds of $52,410,000. The Company recognized $40,999,000 in Gain on sales of real estate investments during the
year ended December 31, 2022.
Development and Value-Add Properties
EastGroup’s investment in Development and value-add properties at December 31, 2022 consisted of properties in lease-up and
under construction of $324,831,000 and prospective development (primarily land) of $213,618,000. The Company’s total
investment in Development and value-add properties at December 31, 2022 was $538,449,000 compared to $504,614,000 at
December 31, 2021. Total capital invested for development and value-add properties during 2022 was $494,073,000, which
primarily consisted of costs of $384,541,000 as detailed in the Development and Value-Add Properties Activity table below,
$110,623,000 as detailed in the Development and Value-Add Properties Transferred to the Real Estate Properties Portfolio
During 2022 table below and costs of $10,989,000 on projects subsequent to transfer to Real estate properties. These costs
were partially offset by development spending prepaid in prior periods. Additionally, the Company acquired development land
in the acquisition of Tulloch Corporation through the issuance of shares of the Company's common stock and the assumption of
certain indebtedness, which was immediately repaid. The capitalized costs incurred on development and value-add projects
subsequent to transfer to Real estate properties include capital improvements at the properties and do not include other
capitalized costs associated with development (i.e., interest expense, property taxes and internal personnel costs).
EastGroup capitalized internal development costs of $9,985,000 during the year ended December 31, 2022, compared to
$7,713,000 during 2021.
25
During 2022, EastGroup acquired the following value-add properties:
VALUE-ADD PROPERTIES ACQUIRED IN 2022
Location
Size
(Square feet)
Date
Acquired
Cost (1)
(In thousands)
Cypress Preserve 1 & 2
Zephyr Distribution Center
Mesa Gateway Commerce Center
Access Point 3
Houston, TX
San Francisco, CA
Phoenix, AZ
Greenville, SC
$
516,000
82,000
03/28/2022
04/08/2022
147,000
04/15/2022
299,000
07/12/2022
54,462
29,017
18,315
21,127
Total value-add property acquisitions
1,044,000
$
122,921
(1) Cost is calculated in accordance with FASB ASC 805, Business Combinations, and represents the sum of the purchase price,
closing costs and capitalized acquisition costs. Refer to Note 1(j) and 2 in the Notes to Consolidated Financial Statements.
Also during 2022, EastGroup purchased 456.3 acres of development land in 10 cities for $123,717,000. Costs associated with
these acquisitions are included in the Development and Value-Add Properties Activity table. These increases were offset by the
transfer of 19 development projects to Real estate properties during 2022 with a total investment of $461,329,000 as of the date
of transfer.
26
The activity of the Company's Development and Value-Add Properties for the year ended December 31, 2022 follows:
Costs Incurred
Costs
Transferred
in 2022 (1)
For the
Year Ended
12/31/22
Cumulative
as of
12/31/22
Projected
Total Costs (2)
(In thousands)
Anticipated
Building
Conversion
Date
DEVELOPMENT AND
VALUE-ADD PROPERTIES
ACTIVITY
LEASE-UP
Cypress Preserve 1 & 2, Houston, TX (3)
Grand West Crossing 1, Houston, TX
Zephyr, San Francisco, CA (3)
Access Point 3, Greenville, SC (3)
McKinney 3 & 4, Dallas, TX
Grand Oaks 75 4, Tampa, FL
Total Lease-Up
UNDER CONSTRUCTION
SunCoast 11, Fort Myers, FL
Arlington Tech 3, Fort Worth, TX
Gateway 2, Miami, FL
Hillside 1, Greenville, SC
I-20 West Business Center, Atlanta, GA
LakePort 4 & 5, Dallas, TX
Horizon West 1, Orlando, FL
Steele Creek 11 & 12, Charlotte, NC
Springwood 1 & 2, Houston, TX
Stonefield 35 1-3, Austin, TX
SunCoast 10, Fort Myers, FL
Basswood 3-5, Fort Worth, TX
McKinney 1 & 2, Dallas, TX
Cass White 1 & 2, Atlanta, GA
Total Under Construction
Total Lease-Up and Under Construction
Building Size
(Square feet)
516,000 $
121,000
82,000
299,000
212,000
185,000
1,415,000
79,000
77,000
133,000
122,000
155,000
177,000
97,000
241,000
292,000
274,000
100,000
351,000
172,000
296,000
2,566,000
3,981,000
—
—
—
—
—
—
—
1,524
1,980
8,049
632
—
—
3,730
2,857
6,741
10,279
1,624
7,476
4,261
3,534
52,687
52,687
PROSPECTIVE DEVELOPMENT
(PRIMARILY LAND)
Estimated
Building Size
(Square feet)
Phoenix, AZ
Sacramento, CA
San Francisco, CA
Fort Myers, FL
Miami, FL
Orlando, FL
Tampa, FL
Atlanta, GA
Jackson, MS
Charlotte, NC
Greenville, SC
Austin, TX
Dallas, TX
Fort Worth, TX
Houston, TX
San Antonio, TX
—
—
—
(3,148)
(8,049)
(9,906)
—
(3,534)
—
(2,857)
(632)
(10,279)
(4,261)
(9,456)
(11,247)
—
(63,369)
Total Prospective Development
Total Development and Value-Add Properties
(10,682)
The Development and Value-Add Properties table is continued on the following page.
655,000
82,000
65,000
364,000
510,000
1,053,000
32,000
1,490,000
28,000
1,146,000
476,000
1,557,000
—
313,000
1,536,000
423,000
9,730,000
13,711,000 $
03/23
04/23
04/23
07/23
07/23
09/23
04/23
02/24
02/24
02/24
02/24
02/24
03/24
04/24
05/24
06/24
06/24
08/24
08/24
10/24
57,800
15,700
29,800
25,400
27,000
17,900
173,600
9,900
10,300
23,700
11,600
15,500
24,000
13,200
25,900
33,300
35,300
13,600
45,000
27,300
31,900
320,500
494,100
54,081
4,168
29,028
22,632
13,714
9,637
133,260
7,651
6,420
10,139
8,846
10,175
10,767
5,839
13,923
16,232
6,040
1,344
886
2,240
1,795
102,297
235,557
15,395
3,130
3,561
2,693
18,035
8,338
—
13,189
—
1,475
5,353
50,699
457
1,376
17,110
8,173
148,984
384,541
54,081
13,037
29,028
22,632
24,152
16,015
158,945
9,175
8,400
18,188
9,478
13,139
18,705
9,569
16,780
22,973
16,319
2,968
8,362
6,501
5,329
165,886
324,831
15,395
3,130
3,561
7,843
24,317
24,670
825
14,713
706
13,722
6,457
46,851
4,594
7,247
30,696
8,891
213,618
538,449
27
DEVELOPMENT AND VALUE-ADD
PROPERTIES TRANSFERRED TO
THE REAL ESTATE PROPERTIES
PORTFOLIO DURING 2022
Costs
Transferred
in 2022 (1)
Costs Incurred
For the
Year Ended
12/31/22
(In thousands)
Cumulative
as of
12/31/22 (4)
Building Size
(Square feet)
Access Point 1, Greenville, SC (3)
Speed Distribution Center, San Diego, CA
Access Point 2, Greenville, SC (3)
Grand Oaks 75 3, Tampa, FL
Siempre Viva 3-6, San Diego, CA (3)
Steele Creek 8, Charlotte, NC
CreekView 9 & 10, Dallas, TX
Gateway 3, Miami, FL
Ridgeview 3, San Antonio, TX
Americas Ten 2, El Paso, TX
Horizon West 2 & 3, Orlando, FL
Mesa Gateway, Phoenix, AZ (3)
World Houston 47, Houston, TX
45 Crossing, Austin, TX
Basswood 1 & 2, Fort Worth, TX
Horizon West 4, Orlando, FL
SunCoast 12, Fort Myers, FL
Tri-County Crossing 5, San Antonio, TX
Tri-County Crossing 6, San Antonio, TX
156,000 $
519,000
159,000
136,000
547,000
72,000
145,000
133,000
88,000
169,000
210,000
147,000
139,000
177,000
237,000
295,000
79,000
106,000
124,000
—
—
—
—
—
—
—
—
—
—
—
—
4,506
—
—
6,176
—
—
—
7
2,884
601
1,205
595
5,142
4,210
4,903
3,513
5,254
1,597
18,696
12,517
7,998
7,237
18,201
3,928
5,544
6,591
Total Transferred to Real Estate Properties
3,638,000 $
10,682
110,623
12,529
70,702
12,232
11,397
133,283
7,870
15,546
18,069
9,317
14,354
18,787
18,696
17,023
25,058
22,466
24,377
8,106
11,144
10,373
461,329
Building
Conversion
Date
01/22
03/22
05/22
06/22
06/22
07/22
08/22
08/22
08/22
09/22
09/22
11/22
11/22
12/22
12/22
12/22
12/22
12/22
12/22
(1) Represents costs transferred from Prospective Development (primarily land) to Under Construction during the period. Negative amounts represent
(2)
land inventory costs transferred to Under Construction.
Included in these costs are development obligations of $134.8 million and tenant improvement obligations of $15.0 million on properties under
development.
(3) Represents value-add acquisitions.
(4) Represents cumulative costs at the date of transfer.
Accumulated Depreciation
Accumulated depreciation on real estate, development and value-add properties increased $115,197,000 during 2022 due
primarily to depreciation expense of $125,199,000, offset by the sale of three operating properties totaling 287,000 square feet
during 2022.
Real Estate Assets Held for Sale
Real estate assets held for sale decreased $5,695,000 during 2022. As of December 31, 2021, the Company owned one
operating property, Metro Business Park, that was classified as held for sale on the December 31, 2021 Consolidated Balance
Sheet. The property was sold, and a gain on the sale was recorded in the three months ended March 31, 2022. The Company
did not classify any properties as held for sale as of December 31, 2022.
28
Other Assets
Other assets increased $62,724,000 during 2022. A summary of Other assets follows:
Leasing costs (principally commissions)
Accumulated amortization of leasing costs
Leasing costs (principally commissions), net of accumulated amortization
Acquired in-place lease intangibles
Accumulated amortization of acquired in-place lease intangibles
Acquired in-place lease intangibles, net of accumulated amortization
Acquired above market lease intangibles
Accumulated amortization of acquired above market lease intangibles
Acquired above market lease intangibles, net of accumulated amortization
Straight-line rents receivable
Accounts receivable
Interest rate swap assets
Right of use assets – Office leases (operating)
Escrow deposits and prepaid costs for pending transactions
Goodwill
Prepaid insurance
Receivable for tenant improvement cost reimbursements
Prepaid expenses and other assets
Total Other assets
December 31,
2022
2021
(In thousands)
$
140,273
(48,249)
92,024
37,181
(16,276)
20,905
496
(251)
245
61,452
9,568
38,352
2,050
2,522
990
2,681
364
13,791
116,772
(42,193)
74,579
31,561
(13,038)
18,523
885
(508)
377
51,970
7,133
2,237
1,984
3,864
990
7,793
7,680
5,090
$
244,944
182,220
Liabilities
Unsecured bank credit facilities, net of debt issuance costs decreased $38,612,000 during the year ended December 31, 2022,
mainly due to repayments of $981,383,000 and new debt issuance costs incurred during the year, partially offset by borrowings
of $942,173,000 and the amortization of debt issuance costs during the year. The Company’s credit facilities are described in
greater detail below under Liquidity and Capital Resources.
Unsecured debt, net of debt issuance costs increased $448,689,000 during the year ended December 31, 2022, primarily due to
closing $525,000,000 of unsecured debt and the amortization of debt issuance costs, partially offset by the repayment of a
$75,000,000 term loan in February and new debt issuance costs incurred during the period. The borrowings and repayments on
Unsecured debt, net of debt issuance costs are described in greater detail under Liquidity and Capital Resources.
Secured debt, net of debt issuance costs decreased $111,000 during the year ended December 31, 2022. The decrease resulted
from regularly scheduled principal payments of $96,000 and amortization of premiums on Secured debt, partially offset by the
amortization of debt issuance costs during the year. Also during the year ended December 31, 2022, the Company assumed a
$60,000,000 loan in the acquisition of operating properties and development land, which was repaid with no penalty during the
same period.
29
Accounts payable and accrued expenses increased $27,228,000 during 2022. A summary of the Company’s Accounts payable
and accrued expenses follows:
Property taxes payable
$
Development costs payable
Retainage payable
Real estate improvements and capitalized leasing costs payable
Interest payable
Dividends payable
Book overdraft (1)
Other payables and accrued expenses
December 31,
2022
2021
(In thousands)
6,823
21,305
11,011
5,182
9,597
55,952
13,370
13,748
4,494
17,529
10,576
5,798
6,547
46,864
4,845
13,107
Total Accounts payable and accrued expenses
$
136,988
109,760
(1) Represents checks written before the end of the period which have not cleared the bank; therefore, the bank has not yet advanced
cash to the Company. When the checks clear the bank, they will be funded through the Company’s working cash line of credit,
which is included in the Company’s Unsecured bank credit facilities. See Note 1(p) in the Notes to Consolidated Financial
Statements.
Other liabilities increased $1,328,000 during 2022. A summary of the Company’s Other liabilities follows:
December 31,
2022
2021
(In thousands)
Security deposits
$
Prepaid rent and other deferred income
Operating lease liabilities — Ground leases
Operating lease liabilities — Office leases
Acquired below market lease intangibles
Accumulated amortization of acquired below-market lease intangibles
Acquired below market lease intangibles, net of accumulated amortization
Interest rate swap liabilities
Tenant improvement cost liabilities
Other liabilities
Total Other liabilities
Equity
Additional paid-in capital increased $364,701,000 during the year ended December 31, 2022 primarily due to: (i) the issuance
of 1,868,809 shares of common stock in connection with the acquisition of Tulloch Corporation, the owner of an industrial real
estate portfolio comprised of 14 operating properties and two parcels of land, in the net amount of $303,682,000 (see Note 2 in
the Notes to Consolidated Financial Statements for details); (ii) the issuance of common stock under the Company’s continuous
common equity offering program (as discussed in Liquidity and Capital Resources); and (iii) activity related to stock-based
compensation (as discussed in Note 10 in the Notes to Consolidated Financial Statements). EastGroup issued 393,406 shares of
common stock under its continuous common equity offering program with net proceeds to the Company of $75,375,000.
During 2022, Distributions in excess of earnings increased $16,842,000 as a result of dividends on common stock of
$203,024,000 exceeding Net Income Attributable to EastGroup Properties, Inc. Common Stockholders of $186,182,000.
34,272
17,004
19,906
2,139
10,735
(3,957)
6,778
1,981
1,570
16
$
83,666
28,343
16,401
22,898
2,032
8,124
(2,707)
5,417
935
2,796
3,516
82,338
30
Accumulated other comprehensive income increased $35,069,000 during 2022. The increase resulted from the change in fair
value of the Company’s interest rate swaps (cash flow hedges) which are further discussed in Notes 11 and 12 in the Notes to
Consolidated Financial Statements.
31 RESULTS OF OPERATIONS
2022 Compared to 2021
Net Income Attributable to EastGroup Properties, Inc. Common Stockholders for the year ended December 31, 2022 was
$186,182,000 ($4.37 per basic and $4.36 per diluted share) compared to $157,557,000 ($3.91 per basic and $3.90 per diluted
share) for the year ended December 31, 2021. The following paragraphs explain the change:
•
•
•
PNOI increased by $58,798,000 ($1.38 per diluted share) for 2022 as compared to 2021. PNOI increased
$27,392,000 from newly developed and value-add properties, $20,084,000 from same property operations and
$14,894,000 from 2021 and 2022 acquisitions; PNOI decreased $3,026,000 from operating properties sold in 2021 and
2022. For the year 2022, lease termination fee income was $2,708,000 compared to $1,411,000 for 2021. The
Company recorded net reserves for uncollectible rent of $138,000 in 2022 and net recoveries for uncollectible rent of
$475,000 in 2021. Straight-lining of rent increased PNOI by $9,991,000 and $8,698,000 in 2022 and 2021,
respectively.
EastGroup recognized gains on sales of real estate investments of $40,999,000 ($0.96 per diluted share) during 2022
compared to $38,859,000 ($0.96 per diluted share) during 2021.
Depreciation and amortization expense increased by $26,539,000 ($0.62 per diluted share) during 2022 compared to
2021.
EastGroup entered into 114 leases with certain rent concessions on 4,798,000 square feet during 2022 with total rent
concessions of $7,378,000 over the lives of the leases, compared to 174 leases with rent concessions on 5,677,000 square feet
with total rent concessions of $11,007,000 over the lives of the leases in 2021.
The Company’s percentage of leased square footage for the operating portfolio was 98.7% at both December 31, 2022 and
2021. Occupancy at the end of 2022 for the operating portfolio was 98.3% compared to 97.4% at December 31, 2021.
Same property average occupancy represents the average month-end percentage of leased square footage for which the lease
term has commenced as compared to the total leasable square footage for the same operating properties owned during the entire
current and prior year reporting periods (January 1, 2021 through December 31, 2022). Same property average occupancy for
the year ended December 31, 2022, was 98.2% compared to 97.5% for the year ended December 31, 2021.
The same property average rental rate calculated in accordance with GAAP represents the average annual rental rates of leases
in place for the same operating properties owned during the entire current and prior year reporting periods (January 1, 2021
through December 31, 2022). The same property average rental rate was $7.06 per square foot for the year ended
December 31, 2022, compared to $6.64 per square foot for the year ended December 31, 2021.
32 Interest Expense increased $5,554,000 for the year ended December 31, 2022 compared to the year ended December 31,
2021. The following table presents the components of Interest Expense for 2022 and 2021:
VARIABLE RATE INTEREST EXPENSE
Unsecured bank credit facilities interest - variable rate
Years Ended December 31,
2022
2021
(In thousands)
Increase
(Decrease)
(excluding amortization of facility fees and debt issuance costs)
4,241
3,279
962
$
Amortization of facility fees - unsecured bank credit facilities
Amortization of debt issuance costs - unsecured bank credit facilities
Total variable rate interest expense
FIXED RATE INTEREST EXPENSE
Unsecured debt interest (1) (excluding amortization of debt issuance costs)
Secured debt interest (excluding amortization of debt issuance costs)
Amortization of debt issuance costs - unsecured debt
Amortization of debt issuance costs - secured debt
Total fixed rate interest expense
Total interest
713
650
5,604
44,492
89
704
3
45,288
50,892
751
606
2,319
37,443
1,521
589
101
39,654
41,973
Less capitalized interest
(12,393)
(9,028)
TOTAL INTEREST EXPENSE
$
38,499
32,945
(38)
44
3,285
7,049
(1,432)
115
(98)
5,634
8,919
(3,365)
5,554
(1) Includes interest on the Company’s unsecured debt with fixed interest rates per the debt agreements or effectively fixed interest
rates due to interest rate swaps, as discussed in Note 12 in the Notes to Consolidated Financial Statements.
EastGroup’s variable rate interest expense increased by $3,285,000 for 2022 as compared to 2021 primarily due to increases in
the Company’s average borrowings and weighted average variable interest rates on its unsecured bank credit facilities as shown
in the following table:
Average borrowings on unsecured bank credit facilities - variable rate
Weighted average variable interest rates
(excluding amortization of facility fees and debt issuance costs)
Years Ended December 31,
2022
2021
Increase
(Decrease)
(In thousands, except rates of interest)
$
182,478
95,629
86,849
2.32 %
1.01 %
The Company’s fixed rate interest expense increased by $5,634,000 for 2022 as compared to 2021 as a result of the unsecured
debt and secured debt described below.
33
Interest expense from fixed rate unsecured debt increased by $7,049,000 during 2022 as compared to 2021 as a result of the
Company’s unsecured debt activity described below. The details of the unsecured debt obtained in 2021 and 2022 are shown in
the following table:
NEW UNSECURED DEBT IN 2021 and 2022
Effectively Fixed
Interest Rate
Date Obtained
Maturity Date
Amount
(In thousands)
$50 Million Senior Unsecured Term Loan (1)
$125 Million Senior Unsecured Notes
$100 Million Senior Unsecured Term Loan (2)
$150 Million Senior Unsecured Notes
$50 Million Senior Unsecured Term Loan (3)
$75 Million Senior Unsecured Term Loan (4)
$75 Million Senior Unsecured Notes
$75 Million Senior Unsecured Notes
Weighted Average/Total Amount for 2021 and 2022
1.58%
2.74%
3.06%
3.03%
4.09%
4.00%
4.90%
4.95%
3.46%
03/18/2025
$
50,000
03/18/2021
06/10/2021
03/31/2022
04/20/2022
08/31/2022
08/31/2022
10/12/2022
06/10/2031
09/29/2028
04/20/2032
08/30/2024
08/31/2027
10/12/2033
10/12/2022
10/12/2034
125,000
100,000
150,000
50,000
75,000
75,000
75,000
$
700,000
(1) The interest rate on this unsecured term loan is comprised of Term SOFR plus 110 basis points subject to a pricing grid for changes
in the Company’s coverage ratings. The Company entered into an interest rate swap to convert the loan’s Term SOFR rate to a
fixed interest rate, providing the Company a weighted average effectively fixed interest rate on the term loan of 1.58% as of
December 31, 2022. See Note 12 in the Notes to Consolidated Financial Statements for additional information on the interest rate
swaps.
(2) The interest rate on this unsecured term loan is comprised of Term SOFR plus 140 basis points subject to a pricing grid for changes
in the Company’s coverage ratings. The Company entered into an interest rate swap to convert the loan’s Term SOFR rate to a
fixed interest rate, providing the Company an effectively fixed interest rate on the term loan of 3.06% as of December 31, 2022. See
Note 12 in the Notes to Consolidated Financial Statements for additional information on the interest rate swaps.
(3) The interest rate on this unsecured term loan is comprised of Term SOFR plus 95 basis points subject to a pricing grid for changes
in the Company’s coverage ratings. The Company entered into an interest rate swap to convert the loan’s Term SOFR rate to a
fixed interest rate, providing the Company an effectively fixed interest rate on the term loan of 4.09% as of December 31, 2022. See
Note 12 in the Notes to Consolidated Financial Statements for additional information on the interest rate swaps.
(4) The interest rate on this unsecured term loan is comprised of Term SOFR plus 95 basis points subject to a pricing grid for changes
in the Company’s coverage ratings. The Company entered into an interest rate swap to convert the loan’s Term SOFR rate to a
fixed interest rate, providing the Company an effectively fixed interest rate on the term loan of 4.00% as of December 31, 2022. See
Note 12 in the Notes to Consolidated Financial Statements for additional information on the interest rate swaps.
The increase in interest expense from the new unsecured debt was partially offset by the repayment of the following unsecured
loans during 2021 and 2022:
UNSECURED DEBT REPAID IN 2021 AND 2022
Interest Rate
Date Repaid
$40 Million Senior Unsecured Term Loan
$75 Million Senior Unsecured Term Loan
Weighted Average/Total Amount for 2021 and 2022
2.34%
3.03%
2.79%
07/30/2021
02/28/2022
Payoff Amount
(In thousands)
$
$
40,000
75,000
115,000
EastGroup also closed on the refinance of a $100,000,000 senior unsecured term loan in March 2022 reducing the effectively
fixed interest rate by approximately 60 basis points. This refinance partially offset the increase in interest expense from fixed
rate unsecured debt.
The increase in interest expense from unsecured debt was partially offset by a decrease in secured debt interest expense, which
decreased by $1,432,000 in 2022 as compared to 2021 as a result of regularly scheduled principal payments and the payoffs
described in the table below. Regularly scheduled principal payments on secured debt were $96,000 during 2022 and
$2,989,000 in 2021. During 2022, the Company assumed a $60,000,000 loan in partial consideration of the acquisition of
operating properties and development land, which was repaid with no penalty during the same period. There was no other
secured debt obtained or repaid in 2022.
34
The details of the secured debt repaid in 2021 are shown in the following table:
SECURED DEBT REPAID IN 2021
Interest Rate
Date Repaid
Payoff Amount
(In thousands)
Colorado Crossing Distribution Center, Interstate Warehouse 1-3, Rojas
Commerce Park, Steele Creek Commerce Park 1 & 2, Venture
Warehouses and World Houston Int’l Business Ctr 3, 4 & 6-9
Arion Business Park 18, Beltway Crossing Business Park 6 & 7,
Commerce Park Center 2 & 3, Concord Distribution Center,
Interstate Warehouse 5-7, Lakeview Business Center, Ridge Creek
Distribution Center 2, Southridge Commerce Park 4 & 5 and World
Houston Int’l Business Ctr 32
Weighted Average/Total Amount for 2021
EastGroup did not obtain any new secured debt during 2021.
4.75%
03/08/2021
$
40,841
4.09%
4.45%
10/07/2021
33,090
73,931
$
Interest costs during the period of construction of real estate properties are capitalized and offset against interest expense.
Capitalized interest increased by $3,365,000 for 2022 as compared to 2021, due to increased borrowing rates and changes in
development spending.
Depreciation and amortization expense increased $26,539,000 for 2022 compared to 2021 primarily due to the operating
properties acquired by the Company during 2021 and 2022 and the properties transferred from Development and value-add
properties in 2021 and 2022, partially offset by operating properties sold in 2021 and 2022.
Gain on sales of real estate investments, which includes gains on the sales of operating properties, increased $2,140,000 for
2022 as compared to 2021. The Company’s 2021 and 2022 sales transactions are described below in Real Estate Sold and Held
for Sale.
Real Estate Improvements
Real estate improvements for EastGroup’s operating properties for the years ended December 31, 2022 and 2021 were as
follows:
Upgrade on Acquisitions
40 yrs
$
618
1,337
Estimated
Useful Life
Years Ended December 31,
2022
2021
(In thousands)
Tenant Improvements:
New Tenants
Renewal Tenants
Other:
Building Improvements
Roofs
Parking Lots
Other
Total Real Estate Improvements (1)
Lease Life
Lease Life
5-40 yrs
5-15 yrs
3-5 yrs
5 yrs
13,224
3,687
9,853
6,611
3,482
1,969
13,603
3,935
8,044
8,007
1,570
1,399
$
39,444
37,895
(1) Reconciliation of Total Real Estate Improvements to Real Estate Improvements on the Consolidated Statements of Cash Flows:
Total Real Estate Improvements
Change in Real Estate Property Payables
Change in Construction in Progress
$
Real Estate Improvements on the Consolidated Statements of Cash Flows
$
Years Ended December 31,
2022
2021
(In thousands)
39,444
197
1,210
40,851
37,895
(26)
(1,204)
36,665
35
Capitalized Leasing Costs
The Company’s leasing costs (principally commissions) are capitalized and included in Other assets. The costs are amortized
over the terms of the associated leases, and the amortization is included in Depreciation and amortization expense. Capitalized
leasing costs for the years ended December 31, 2022 and 2021 were as follows:
Estimated
Useful Life
Years Ended December 31,
2022
2021
Development and Value-Add
Lease Life
$
New Tenants
Renewal Tenants
Total Capitalized Leasing Costs (1)
Amortization of Leasing Costs
Lease Life
Lease Life
$
$
(In thousands)
14,366
10,392
12,095
36,853
18,950
12,280
10,990
10,111
33,381
16,209
(1) Reconciliation of Total Capitalized Leasing Costs to Leasing commissions on the Consolidated Statements of Cash Flows:
Total Capitalized Leasing Costs
Change in Leasing Commissions Payables
Leasing Commissions on the
Consolidated Statements of Cash Flows
Years Ended December 31,
2022
2021
(In thousands)
36,853
419
33,381
(80)
37,272
33,301
$
$
Real Estate Sold and Held for Sale
The Company considers a real estate property to be held for sale when it meets the criteria established under ASC 360,
Property, Plant and Equipment, including when it is probable that the property will be sold within a year. Real estate properties
held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated
while they are held for sale. The Company did not classify any properties as held for sale as of December 31, 2022. As of
December 31, 2021, the Company owned one operating property, Metro Business Park, that was classified as held for sale on
the December 31, 2021 Consolidated Balance Sheet. The property was sold in the first quarter of 2022, and the Company
recorded a gain on the sale in the three months ended March 31, 2022.
In accordance with ASC 360 and ASC 205, the Company would report a disposal of a component of an entity or a group of
components of an entity in discontinued operations if the disposal represents a strategic shift that has (or will have) a major
effect on an entity’s operations and financial results when the component or group of components meets the criteria to be
classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In
addition, the Company would provide additional disclosures about both discontinued operations and the disposal of an
individually significant component of an entity that does not qualify for discontinued operations presentation in the financial
statements. EastGroup performs an analysis of properties sold to determine whether the sales qualify for discontinued
operations presentation.
The Company does not consider its sales in 2021 and 2022, or the property classified as held for sale as of December 31, 2021,
to be disposals of a component of an entity or a group of components of an entity representing a strategic shift that has (or will
have) a major effect on the entity’s operations and financial results.
36
A summary of Gain on sales of real estate investments for the years ended December 31, 2022 and 2021 follows:
REAL ESTATE PROPERTIES
SOLD
2022
Metro Business Park
Cypress Creek Business Park (1)
World Houston 15 East
Total for 2022
2021
Jetport Commerce Park
Location
Size
Date Sold
(In square feet)
Net Sales
Price
Basis
(In thousands)
Recognized
Gain
Phoenix, AZ
Fort Lauderdale, FL
Houston, TX
189,000
56,000
42,000
287,000
01/06/2022
03/31/2022
05/11/2022
$ 32,851
5,282
12,873
$ 51,006
5,880
1,901
2,226
10,007
26,971
3,381
10,647
40,999
Tampa, FL
284,000
11/09/2021
$ 44,260
5,401
38,859
(1) Cypress Creek Business Park is located on a ground lease. In conjunction with the sale of the property, the Company fully
amortized the associated right-of-use asset and liability of $1,745,000.
The Company did not sell any land during the years ended December 31, 2022 and 2021.
Gains and losses on the sales of operating properties are included in Gain on sales of real estate investments on the
Consolidated Statements of Income and Comprehensive Income. See Notes 1(f) and 2 in the Notes to Consolidated Financial
Statements for more information related to discontinued operations and gains and losses on sales of real estate investments.
2021 Compared to 2020
A discussion of changes in the Company’s results of operations between 2021 and 2020 has been omitted from this Form 10-K
and can be found in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” under
“2021 Compared to 2020” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and is
incorporated herein by reference.
RECENT ACCOUNTING PRONOUNCEMENTS
EastGroup has evaluated all FASB Accounting Standards Updates (“ASU”) recently released by the FASB through the date the
financial statements were issued and determined that the following ASUs apply to the Company.
ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial
Reporting, applies to the Company. Also, in December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of
Topic 848 (“ASU 2022-06”) which was issued to defer the sunset date of Topic 848 to December 31, 2024. ASU 2022-06 is
effective immediately for all companies. ASU 2022-06 had no impact on the Company’s consolidated financial statements for
the year ended December 31, 2022. See Note 12 in the Consolidated Financial Statements for further evaluation of these ASUs.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $316,501,000 for the year ended December 31, 2022. The primary other sources
of cash were from borrowings on unsecured bank credit facilities; proceeds from unsecured debt; proceeds from common stock
offerings; and net proceeds from sales of real estate investments. The Company distributed $193,936,000 in common stock
dividends during 2022. Other primary uses of cash were for repayments on unsecured bank credit facilities, unsecured debt and
secured debt; the construction and development of properties; purchases of real estate; capital improvements at various
properties; and leasing commissions.
The Company anticipates that its current cash balance, operating cash flows, borrowings under its unsecured bank credit
facilities, proceeds from new debt and/or proceeds from the issuance of equity instruments will be adequate for (i) operating
and administrative expenses, (ii) normal repair and maintenance expenses at its properties, (iii) debt service obligations, (iv)
maintaining compliance with its debt covenants, (v) distributions to stockholders, (vi) capital improvements, (vii) purchases of
properties, (viii) development, and (ix) any other normal business activities of the Company, both in the short-term and long-
term. The Company expects liquidity sources and needs in future years to be consistent in nature with those for the year ended
December 31, 2022.
37
As of December 31, 2022, the Company was contractually obligated to pay the dividend declared in December 2022, which
was paid in January 2023. An amount for dividends payable of $55,952,000 was included in Accounts payable and accrued
expenses at December 31, 2022, which includes dividends payable on unvested restricted stock of $1,610,000, which are
subject to continued service and will be paid upon vesting in future periods.
Total debt at December 31, 2022 and 2021 is detailed below. The Company’s unsecured bank credit facilities and unsecured
debt instruments have certain restrictive covenants, such as maintaining debt service coverage and leverage ratios and
maintaining insurance coverage, and the Company was in compliance with all of its debt covenants at December 31, 2022 and
2021.
Unsecured bank credit facilities - variable rate, carrying amount (1)
Unamortized debt issuance costs
Unsecured bank credit facilities, net of debt issuance costs
Unsecured debt - fixed rate, carrying amount (2) (3)
Unamortized debt issuance costs
Unsecured debt, net of debt issuance costs
Secured debt - fixed rate, carrying amount (2) (4)
Unamortized debt issuance costs
Secured debt, net of debt issuance costs
December 31,
2022
2021
(In thousands)
$
170,000
(1,546)
168,454
209,210
(2,144)
207,066
1,695,000
1,245,000
(3,741)
(2,430)
1,691,259
1,242,570
2,041
(10)
2,031
2,156
(14)
2,142
Total debt, net of debt issuance costs
$
1,861,744
1,451,778
(1) The Company’s balances under its unsecured bank credit facilities change depending on the Company’s cash needs and, as such,
both the principal amounts and the interest rates are subject to variability.
(2) These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps.
(3) As of December 31, 2022, obligations due in less than one year include maturing principal balances of $115,000,000 and interest of
$53,414,000; remaining principal balances maturing in greater than one year include $1,580,000,000 and interest of
$284,744,000.
(4) As of December 31, 2022, obligations due in less than one year include principal amortization of $119,000 and interest of $76,000;
remaining principal maturing in greater than one year includes $1,922,000 and interest of $203,000.
Until June 29, 2021, EastGroup had $350,000,000 and $45,000,000 unsecured bank credit facilities with margins over LIBOR
of 100 basis points, facility fees of 20 basis points and maturity dates of July 30, 2022. The Company amended and restated
these credit facilities on June 29, 2021, expanding their capacities to $425,000,000 and $50,000,000, respectively, as detailed
below.
The Company’s $425,000,000 unsecured bank credit facility is with a group of nine banks and has a maturity date of July 30,
2025. The credit facility contains options for two six-month extensions (at the Company’s election) and a $325,000,000
accordion (with agreement by all parties). The interest rate on each tranche is reset on a monthly basis and as of December 31,
2022, was LIBOR plus 77.5 basis points with an annual facility fee of 15 basis points. As of December 31, 2022, the Company
had $170,000,000 of variable rate borrowings on this unsecured bank credit facility with a weighted average interest rate of
5.146%. The Company has a standby letter of credit of $67,000 pledged on this facility.
The Company’s $50,000,000 unsecured bank credit facility has a maturity date of July 30, 2025, or such later date as designated
by the bank; the Company also has two six-month extensions available if the extension options in the $425,000,000 facility are
exercised. The interest rate is reset on a daily basis and as of December 31, 2022, was LIBOR plus 77.5 basis points with an
annual facility fee of 15 basis points. As of December 31, 2022, the interest rate was 5.167% with no outstanding balance.
During the twelve months ended December 31, 2022, EastGroup amended its unsecured bank credit facilities, effective January
2023, to expand the total capacity on its unsecured bank credit facilities from $475,000,000 to $675,000,000 and to replace
LIBOR with SOFR as the benchmark interest rate. The maturity date remains July 30, 2025.
38
For both facilities, the margin and facility fee are subject to changes in the Company’s credit ratings. Although the Company’s
current credit rating is Baa2, given the strength of the Company’s key credit metrics, initial pricing for the credit facilities is
based on the BBB+/Baa1 credit ratings level. This favorable pricing level will be retained provided that the Company’s
consolidated leverage ratio, as defined in the applicable agreements, remains less than 32.5%. The facilities also include a
sustainability-linked pricing component pursuant to which the applicable interest margin will be reduced by one basis point if
the Company meets certain sustainability performance targets.
As market conditions permit, EastGroup issues equity and/or employs fixed rate debt, including variable rate debt that has been
swapped to an effectively fixed rate through the use of interest rate swaps, to replace the short-term bank borrowings. The
Company believes its current operating cash flow and unsecured bank credit facilities provide the capacity to fund the
operations of the Company. The Company also believes it can obtain debt financing and issue common and/or preferred equity.
For future debt issuances, the Company intends to issue primarily unsecured fixed rate debt, including variable rate debt that
has been swapped to an effectively fixed rate through the use of interest rate swaps. The Company may also access the public
debt market in the future as a means to raise capital.
In January 2022, the Company and a group of lenders agreed to terms on the private placement of $150,000,000 of senior
unsecured notes with a fixed interest rate of 3.03% and a 10-year term. The notes were issued and sold on April 20, 2022 and
require interest-only payments. The notes will not be and have not been registered under the Securities Act, and may not be
offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
In February 2022, EastGroup repaid a $75,000,000 unsecured term loan at maturity with an effectively fixed interest rate of
3.03%.
In March 2022, the Company closed a $100,000,000 senior unsecured term loan with a 6.5-year term and interest only
payments, which bears interest at the annual rate of SOFR plus an applicable margin (1.40% as of December 31, 2022) based
on the Company’s senior unsecured long-term debt rating. The Company also entered into an interest rate swap agreement to
convert the loan’s SOFR rate component to a fixed interest rate for the entire term of the loan providing a total effectively fixed
interest rate of 3.06%.
Also during March 2022, the Company closed on the refinance of a $100,000,000 senior unsecured term loan with five years
remaining. The amended term loan provides for interest only payments currently at an interest rate of SOFR plus 95 basis
points, based on the Company’s current credit ratings and consolidated leverage ratio, which is a 60 basis point reduction in the
credit spread compared to the original term loan. The Company has an interest rate swap agreement which converts the loan’s
SOFR rate component to a fixed interest rate for the entire term of the loan, providing a total effectively fixed interest rate of
1.80%.
In June 2022, the Company assumed a $60,000,000 loan in connection with the acquisition of Tulloch Corporation, the owner
of an industrial real estate portfolio comprised of 14 operating properties and two parcels of land, which was immediately
repaid with no penalty during June 2022.
In August 2022, the Company closed a $125,000,000 senior unsecured term loan with interest only payments, bearing interest
at the annual rate of SOFR plus an applicable margin based on the Company’s senior unsecured long-term debt rating and
consolidated leverage ratio. The loan has a $75,000,000 tranche with a five-year term and a $50,000,000 tranche with a two-
year term. The Company also entered into interest rate swap agreements to convert the loans’ SOFR rate components to fixed
interest rates for the entire term of the loans, providing total effectively fixed interest rates of 4.00% and 4.09% on the
$75,000,000 and $50,000,000 tranches, respectively. These term loans also include a sustainability-linked pricing component
pursuant to which, if the Company meets certain sustainability performance targets, the applicable interest margin will be
reduced by one basis point.
In July 2022, the Company and a group of lenders agreed to terms on the private placement of two senior unsecured notes
totaling $150,000,000. One note for $75,000,000 has an 11-year term and a fixed interest rate of 4.90% with semi-annual
interest-only payments. The other $75,000,000 note has a 12-year term and a fixed interest rate of 4.95% with semi-annual
interest-only payments. The notes, dated August 16, 2022, were issued and sold on October 12, 2022. The notes will not be and
have not been registered under the Securities Act, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.
During the year ended December 31, 2022, the Company agreed to terms on a $100,000,000 senior unsecured term loan with
interest only payments, bearing interest at the annual rate of SOFR plus an applicable margin based on the Company’s senior
39 unsecured long-term debt rating. The loan closed and funded in January 2023, subsequent to year end, and has a seven-year
term. The Company also entered into an interest rate swap agreement to convert the loan’s SOFR rate component to a fixed
interest rate for the entire term of the loan, providing a total effectively fixed interest rate of 5.27%.
In July 2017, the Financial Conduct Authority announced it intended to stop compelling banks to submit rates for the
calculation of LIBOR after 2021. In March 2021, the ICE Benchmark Administration, the administrator of LIBOR, announced
its intention to cease publication of certain LIBOR settings after 2021, while continuing to publish overnight and one-, three-,
six-, and twelve-month U.S. dollar LIBOR rates through June 30, 2023. While this announcement extended the transition period
to June 2023, the United States Federal Reserve Board and other regulatory bodies concurrently issued guidance encouraging
banks and other financial market participants to cease entering into new contracts that use U.S. dollar LIBOR as a reference rate
as soon as practicable and in any event no later than December 31, 2021. In the U.S., the AARC, which was convened by the
Federal Reserve Board and the Federal Reserve Bank of New York, has recommended that SOFR plus a recommended spread
adjustment as its preferred alternative to LIBOR. There are significant differences between LIBOR and SOFR, such as LIBOR
being an unsecured lending rate while SOFR is a secured rate, and SOFR is an overnight rate while LIBOR reflects term rates at
different maturities.
We expect that all LIBOR settings relevant to us will cease to be published or will no longer be representative after June 30,
2023. As a result, all of the Company’s LIBOR-based borrowings and hedges that extend beyond such date have been amended
to modify the index from LIBOR to SOFR. Concurrently, the related swaps were amended to reference SOFR rather than
LIBOR. The transition did not have a material impact on our consolidated financial statements. While we expect LIBOR to be
available in substantially its current form until June 30, 2023, it is possible that LIBOR will become unavailable prior to that
point. This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator. In that case,
the risks associated with the transition to an alternative reference rate will be accelerated and may be magnified.
On December 20, 2019, EastGroup entered into sales agreements (the “December 2019 Sales Agreements”) with each of BNY
Mellon Capital Markets, LLC; BofA Securities, Inc.; BTIG, LLC; Jefferies LLC; Raymond James & Associates, Inc.; Regions
Securities LLC; and Wells Fargo Securities, LLC in connection with the establishment of a new continuous common equity
offering program pursuant to which the Company may sell shares of its common stock with an aggregate gross sales price of up
to $750,000,000 from time to time (the “Prior Program”). On July 28, 2021, the Company entered into a sales agreement
(together with the December 2019 Sales Agreements, the “Prior Sales Agreements”) with TD Securities (USA) LLC, which is
substantially similar to the December 2019 Sales Agreements, and entered into corresponding amendments to the December
2019 Sales Agreements to include TD Securities (USA) LLC as a participating sales agent. Pursuant to these Prior Sales
Agreements, the shares could be offered and sold in transactions that are deemed to be “at the market” offerings as defined in
Rule 415 of the Securities Act of 1933, as amended. Since its establishment in 2019, the Company sold an aggregate of
2,654,511 shares of common stock under the Prior Program with gross proceeds of $444,533,000.
During the year ended December 31, 2022, EastGroup issued and sold 393,406 shares of common stock under its Prior Program
at an average price of $194.17 per share with gross proceeds to the Company of $76,386,000. The Company incurred offering-
related costs of $1,011,000 during the year, resulting in net proceeds to the Company of $75,375,000.
On December 16, 2022, EastGroup entered into a sales agreement (the “2022 Sales Agreement”) with each of Robert W. Baird
& Co. Incorporated; BNY Mellon Capital Markets, LLC; BofA Securities, Inc.; BTIG, LLC; Jefferies LLC; Raymond James &
Associates, Inc.; Regions Securities LLC; Samuel A. Ramirez & Company, Inc.; TD Securities (USA) LLC; and Wells Fargo
Securities, LLC in connection with the establishment of a new continuous common equity offering program pursuant to which
the Company may sell shares of its common stock with an aggregate gross sales price of up to $750,000,000 from time to time
(the “Current Program”). Upon entry into the 2022 Sales Agreement, EastGroup terminated the Prior Program pursuant to the
Prior Sales Agreements, and the Current Program replaced the Prior Program. As of February 15, 2023, the Company has not
sold any shares of common stock under the Current Program; therefore, under the Current Program, EastGroup may in the
future offer and sell shares of its common stock having an aggregate offering price of up to $750,000,000 through the sales
agents.
During the year ended December 31, 2022, the Company issued 1,868,809 shares of common stock in the acquisition of
operating properties and development land in the gross amount of $303,756,000. The Company incurred issuance-related costs
of $74,000.
40 EastGroup’s other material cash requirements from known contractual and other obligations as of December 31, 2022 were as
follows:
Real estate property obligations (2)
Development and value-add obligations (3)
Tenant improvements obligations (4)
Total
Cash
Requirements (1)
(In thousands)
$
16,097
134,844
36,580
$
187,521
(1) Cash requirement due in less than one year; there were no related long-term cash requirements.
(2) Represents commitments on real estate properties, except for tenant improvement allowance obligations.
(3) Represents commitments on properties in the Company’s development and value-add program, except for tenant improvement
allowance obligations.
(4) Represents tenant improvement allowance obligations.
The Company has no material off-balance sheet arrangements that have had or are reasonably likely to have a material current
or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources.
41
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The Company is exposed to interest rate changes primarily as a result of its unsecured bank credit facilities and long-term debt
maturities. This debt is used to maintain liquidity and fund capital expenditures and expansion of the Company’s real estate
investment portfolio and operations. The Company’s objective for interest rate risk management is to limit the impact of
interest rate changes on earnings and cash flows and to lower its overall borrowing costs. The Company has two variable rate
unsecured bank credit facilities as discussed under the heading Liquidity and Capital Resources in Part II, Item 7 of this Annual
Report on Form 10-K. As market conditions permit, EastGroup issues equity and/or employs fixed rate debt, including variable
rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, to replace the short-term bank
borrowings. The Company’s interest rate swaps are discussed in Note 12 in the Notes to Consolidated Financial Statements.
The table below presents the principal payments due and weighted average interest rates, which include the impact of interest
rate swaps, for both the fixed rate and variable rate debt as of December 31, 2022.
Unsecured bank credit
facilities - variable
rate (in thousands)
Weighted average
interest rate
Unsecured debt - fixed
rate (in thousands)
Weighted average
interest rate
Secured debt - fixed
rate (in thousands)
Weighted average
interest rate
2023
2024
2025
2026
2027
Thereafter
Total
Fair Value
$
—
—
—
170,000
(1)
—
5.15% (3)
—
—
—
—
—
170,000
169,684 (2)
—
5.15%
$ 115,000
170,000
145,000
140,000
175,000
950,000
1,695,000 1,548,221 (4)
2.96%
3.65%
3.12%
2.57%
2.74%
3.44%
3.26%
$
119
122
128
1,672
3.85%
3.85%
3.85%
3.85%
—
—
—
—
2,041
1,918 (4)
3.85%
(1) The variable rate unsecured bank credit facilities mature in July 2025 and as of December 31, 2022, have balances of
$170,000,000 on the $425 million unsecured bank credit facility and $0 on the $50 million unsecured bank credit facility.
(2) The fair value of the Company’s variable rate debt is estimated by discounting expected cash flows at current market rates,
excluding the effects of debt issuance costs.
(3) Represents the weighted average interest rate for the Company’s variable rate unsecured bank credit facilities as of
December 31, 2022.
(4) The fair value of the Company’s fixed rate debt, including variable rate debt that has been swapped to an effectively fixed rate
through the use of interest rate swaps, is estimated by discounting expected cash flows at the rates currently offered to the
Company for debt of the same remaining maturities, as advised by the Company’s bankers, excluding the effects of debt issuance
costs.
As the table above incorporates only those exposures that existed as of December 31, 2022, it does not consider those exposures
or positions that could arise after that date. If the weighted average interest rate on the variable rate unsecured bank credit
facilities, as shown above, changes by 10%, or approximately 52 basis points, interest expense and cash flows would increase
or decrease by approximately $876,000 annually. This does not include variable rate debt that has been effectively fixed
through the use of interest rate swaps.
As of December 31, 2022, the Company’s unsecured bank credit facilities were indexed to LIBOR. Subsequent to year end,
effective January 10, 2023, these were amended to replace LIBOR with SOFR. As of February 15, 2023, all of the Company's
LIBOR-based borrowings and hedges that extend beyond June 30, 2023 (the date LIBOR is expected to cease being published)
have been amended to replace LIBOR with SOFR. For a discussion of the risks associated with the discontinuation of LIBOR,
see “Risk Factors—Financing Risks—The discontinuation of LIBOR and the replacement of LIBOR with an alternative
reference rate may adversely affect our borrowing costs and could impact our business and results of operations” in Part I, Item
1A of this Annual Report on Form 10-K.
Most of the Company’s leases include scheduled rent increases. Additionally, most of the Company’s leases require the tenants
to pay their pro rata share of operating expenses, including real estate taxes, insurance and common area maintenance, thereby
reducing the Company’s exposure to increases in operating expenses resulting from inflation or other factors. In the event
inflation causes increases in the Company’s general and administrative expenses or the level of interest rates, such increased
costs would not be passed through to tenants and could adversely affect the Company’s results of operations.
42
EastGroup’s financial results are affected by general economic conditions in the markets in which the Company’s properties are
located. The state of the economy, or other adverse changes in general or local economic conditions resulting from the
inability of some of the Company’s existing tenants to make lease payments and may therefore increase the reserves for
uncollectible rent. It may also impact the Company’s ability to (i) renew leases or re-lease space as leases expire, or (ii) lease
development space. In addition, an economic downturn or recession, could also lead to an increase in overall vacancy rates or a
decline in rents the Company can charge to re-lease properties upon expiration of current leases. In all of these cases,
EastGroup’s cash flows would be adversely affected.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The information required by this Item 8 is hereby incorporated by reference to the Company’s Consolidated Financial
Statements beginning on page 45 of this Annual Report on Form 10-K. There were no material retrospective changes to the
Consolidated Statements of Income and Comprehensive Income in any quarters in the two most recent fiscal years that would
require disclosure of supplementary financial data.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.
None.
ITEM 9A. CONTROLS AND PROCEDURES.
(i) Disclosure Controls and Procedures.
The Company carried out an evaluation, under the supervision and with the participation of the Company’s management,
including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation
of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the
Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2022, the Company’s disclosure
controls and procedures were effective in timely alerting them to material information relating to the Company (including its
consolidated subsidiaries) required to be included in the Company’s periodic SEC filings.
(ii) Internal Control Over Financial Reporting.
(a)
Management’s annual report on internal control over financial reporting.
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is
defined in Exchange Act Rule 13a-15(f). EastGroup’s Management Report on Internal Control Over Financial Reporting is set
forth in Part IV, Item 15 of this Form 10-K on page 50 and is incorporated herein by reference.
(b) Report of the independent registered public accounting firm.
The report of KPMG LLP, the Company’s independent registered public accounting firm, on the Company’s internal control
over financial reporting is set forth in Part IV, Item 15 of this Form 10-K on page 51 and is incorporated herein by reference.
(c) Changes in internal control over financial reporting.
There was no change in the Company’s internal control over financial reporting during the Company’s fourth fiscal quarter
ended December 31, 2022 that has materially affected, or is reasonably likely to materially affect, the Company’s internal
control over financial reporting.
ITEM 9B. OTHER INFORMATION.
Not applicable.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.
Not applicable.
43
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
The information required by Item 10 will be included in the Company’s definitive proxy statement to be filed with the SEC
relating to the Company’s 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION.
The information required by Item 11 will be included in the Company’s definitive proxy statement to be filed with the SEC
relating to the Company’s 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.
The information required by Item 12 will be included in the Company’s definitive proxy statement to be filed with the SEC
relating to the Company’s 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
The information required by Item 13 will be included in the Company’s definitive proxy statement to be filed with the SEC
relating to the Company’s 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
Our independent registered public accounting firm is KPMG LLP, Jackson, MS, Auditor Firm ID: 185.
The information required by Item 14 will be included in the Company’s definitive proxy statement to be filed with the SEC
relating to the Company’s 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
44 PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
Financial Statements
The following documents are filed as part of this Annual Report on Form 10-K:
Report of Independent Registered Public Accounting Firm
Management Report on Internal Control Over Financial Reporting
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets – December 31, 2022 and 2021
Consolidated Statements of Income and Comprehensive Income – Years ended December 31, 2022,
2021 and 2020
Consolidated Statements of Changes in Equity – Years ended December 31, 2022, 2021 and 2020
Consolidated Statements of Cash Flows – Years ended December 31, 2022, 2021 and 2020
Notes to Consolidated Financial Statements
Financial Statement Schedules
The following documents are filed as part of this Annual Report on Form 10-K:
Schedule III – Real Estate Properties and Accumulated Depreciation
Page
48
50
51
52
53
54
55
56
Page
83
All other schedules for which provision is made in the applicable accounting regulations of the SEC are not
required under the related instructions or are inapplicable, and therefore have been omitted, or the required
information is included in the Notes to Consolidated Financial Statements.
45
Exhibits
The following exhibits are included in this Annual Report on Form 10-K for the fiscal year ended December 31, 2022:
Exhibit Number
3.1
3.2
4.1
10.1*
10.2*
10.3*
10.4*
10.5
10.6
10.7
10.8
10.9*
10.10*
10.11*
10.12
10.13
21.1
23.1
Description
Articles of Amendment and Restatement of EastGroup Properties, Inc. (incorporated by reference to
Exhibit 3.1 of the Company’s Current Report on Form 8-K filed May 28, 2021).
Amended and Restated Bylaws of EastGroup Properties, Inc. (incorporated by reference to Exhibit 3.2 of
the Company’s Current Report on Form 8-K filed May 28, 2021).
Description of Securities (incorporated by reference to exhibit 4.1 to the Company’s Annual Report on
Form 10-K filed February 16, 2022).
EastGroup Properties, Inc. 2013 Equity Incentive Plan, as amended and restated as of March 3, 2017
(incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed March 3, 2017).
Form of Severance and Change in Control Agreement entered into by and between the Company and each
of Marshall A. Loeb, Brent W. Wood and John F. Coleman (incorporated by reference to Exhibit 10.1 to
the Company’s Current Report on Form 8-K filed May 18, 2016).
Form of Severance and Change in Control Agreement by and between the Company and each of Ryan M.
Collins and R. Reid Dunbar (incorporated by reference to Exhibit 10.2 to the Company’s Current Report
on Form 8-K filed May 18, 2016).
EastGroup Properties, Inc. Director Compensation Program Including the Independent Director
Compensation Policy, as amended and restated as of May 26, 2022, pursuant to the 2013 Equity Incentive
Plan (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed
July 27, 2022).
Note Purchase Agreement, dated as of August 28, 2013, by and among EastGroup Properties, L.P., the
Company and each of the Purchasers of the Notes party thereto (incorporated by reference to Exhibit 10.1
to the Company’s Current Report on Form 8-K filed August 30, 2013).
Fifth Amended and Restated Credit Agreement, dated as of June 29, 2021 among EastGroup Properties,
L.P.; the Company; PNC Bank, National Association, as Administrative Agent; Regions Bank, as
Syndication Agent, Wells Fargo Bank, National Association, Bank of America, N.A. and U.S. Bank
National Association, as Co-Documentation Agents; PNC Capital Markets LLC as Sustainability Agent;
PNC Capital Markets LLC and Regions Capital Markets, as Joint Lead Arrangers and Joint Bookrunners
and the Lenders party thereto (incorporated by reference to Exhibit 10.1 of the Company’s Current Report
on Form 8-K filed July 1, 2021).
First Amendment to Fifth Amended and Restated Credit Agreement, dated as of January 10, 2023 among
EastGroup Properties, L.P.; the Company; PNC Bank, National Association, as Administrative Agent;
Regions Bank, as Syndication Agent, Wells Fargo Bank, National Association, Bank of America, N.A.,
U.S. Bank National Association and TD Bank, N.A. as Co-Documentation Agents; PNC Capital Markets
LLC as Sustainability Agent; PNC Capital Markets LLC and Regions Capital Markets, as Joint Lead
Arrangers and Joint Bookrunners and the Lenders party thereto (incorporated by reference to Exhibit 10.1
of the Company’s Current Report on Form 8-K filed January 13, 2023).
Note Purchase Agreement, dated as of August 17, 2020, among EastGroup Properties, L.P., the Company
and the purchasers of the notes party thereto (including the form of the 2.61% Series A Senior Notes due
October 14, 2030 and the 2.71% Series B Senior Notes due October 14, 2032) (incorporated by reference
to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 21, 2020).
Form of Indemnification Agreement entered into by and between the Company and each of its directors
and executive officers (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on
Form 10-Q filed October 28, 2020).
Form of First Amendment to the Severance and Change in Control Agreement, entered into by and
between the Company and each of R. Reid Dunbar and Ryan M. Collins (incorporated by reference to
Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed October 28, 2020).
Form of Severance and Change in Control Agreement, entered into by and between the Company and
Staci H. Tyler (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-
Q filed October 28, 2020).
Note Purchase Agreement, dated as of February 3, 2022, among EastGroup Properties, L.P., the Company
and the purchasers of the notes party thereto (including the form of the 3.03% Senior Notes due April 20,
2032) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed
February 8, 2022).
Note Purchase Agreement, dated as of August 16, 2022, among EastGroup Properties, L.P., the Company
and the purchasers of the notes party thereto (including the forms of the 4.90% Series A Senior Notes due
2033 and the 4.95% Series B Senior Notes due 2034) (incorporated by reference to Exhibit 10.1 of the
Company’s Current Report on Form 8-K filed August 19, 2022).
Subsidiaries of the Company (filed herewith).
Consent of KPMG LLP (filed herewith).
46
Exhibit Number
Description
24.1
31.1
31.2
32.1
32.2
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
104
Powers of attorney (included on signature page hereto).
Rule 13a-14(a)/15d-14(a) Certifications (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) of
Marshall A. Loeb, Chief Executive Officer (filed herewith).
Rule 13a-14(a)/15d-14(a) Certifications (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) of
Brent W. Wood, Chief Financial Officer (filed herewith).
Section 1350 Certifications (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) of Marshall A.
Loeb, Chief Executive Officer (furnished herewith).
Section 1350 Certifications (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) of Brent W.
Wood, Chief Financial Officer (furnished herewith).
Inline XBRL Taxonomy Extension Schema Document (filed herewith).
Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith).
Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith).
Inline XBRL Taxonomy Extension Label Linkbase Document (filed herewith).
Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith).
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension
information contained in Exhibits 101.*) (filed herewith).
*
Indicates a management contract or any compensatory plan, contract or arrangement.
47 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE STOCKHOLDERS AND THE BOARD OF DIRECTORS
EASTGROUP PROPERTIES, INC.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of EastGroup Properties, Inc. and subsidiaries (the Company)
as of December 31, 2022 and 2021, the related consolidated statements of income and comprehensive income, changes in
equity, and cash flows for each of the years in the three-year period ended December 31, 2022, and the related notes and
financial statement schedule III (collectively, the consolidated financial statements). In our opinion, the consolidated financial
statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and
the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022, in
conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in
Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission, and our report dated February 15, 2023 expressed an unqualified opinion on the effectiveness of the Company’s
internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the
PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the
consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such
procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial
statements. Our audits also included evaluating the accounting principles used and significant estimates made by management,
as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a
reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or
disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or
complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Estimated fair value assigned to land in an asset acquisition
As discussed in Note 1(j) to the consolidated financial statements, the Company acquired $482,051,000 of real estate properties
and development and value-add properties during 2022 that were accounted for as asset acquisitions, of which $127,402,000 of
the total purchase price was allocated to land. The purchase price in an asset acquisition is allocated among the individual
components of both tangible and intangible assets and liabilities acquired based on their relative fair values.
We identified the estimated fair value of land as a critical audit matter. Specifically, evaluating the relevance of comparable
land sales used in the Company’s determination of the estimated fair value involved subjective auditor judgment. Professionals
with specialized skills and knowledge were utilized to evaluate the relevance of a selection of the comparable land sales.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested
the operating effectiveness over the Company’s control to review identified publicly available comparable land sales used to
estimate fair value of land in an asset acquisition. We evaluated the Company’s estimate of fair value of land by comparing to
48 our independently established ranges of comparable land sales developed using publicly available market data and involved
valuation professionals with specialized skills and knowledge who assisted in this evaluation for a selection of acquisitions.
/s/ KPMG LLP
We have served as the Company’s auditor since 1970.
Jackson, Mississippi
February 15, 2023
49
MANAGEMENT REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
EastGroup’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as
such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of management,
including the Chief Executive Officer and Chief Financial Officer, EastGroup conducted an evaluation of the effectiveness of
internal control over financial reporting based on the framework in Internal Control – Integrated Framework (2013) issued by
the Committee of Sponsoring Organizations of the Treadway Commission. The design of any system of internal control over
financial reporting is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential future conditions. Based on EastGroup’s evaluation
under the framework in Internal Control – Integrated Framework (2013), management concluded that our internal control over
financial reporting was effective as of December 31, 2022.
/s/ EASTGROUP PROPERTIES, INC.
Ridgeland, Mississippi
February 15, 2023
50
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS
EASTGROUP PROPERTIES, INC.:
Opinion on Internal Control Over Financial Reporting
We have audited EastGroup Properties, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of
December 31, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee
of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects,
effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control –
Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the consolidated balance sheets of the Company as of December 31, 2022 and 2021, the related consolidated
statements of income and comprehensive income, changes in equity, and cash flows for each of the years in the three-year
period ended December 31, 2022, and the related notes and financial statement schedule III (collectively, the consolidated
financial statements), and our report dated February 15, 2023 expressed an unqualified opinion on those consolidated financial
statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management Report
on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control
over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Jackson, Mississippi
February 15, 2023
/s/ KPMG LLP
51
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
Real estate properties
Development and value-add properties
Less accumulated depreciation
Real estate assets held for sale
Unconsolidated investment
Cash
Other assets
TOTAL ASSETS
LIABILITIES AND EQUITY
LIABILITIES
Unsecured bank credit facilities, net of debt issuance costs
Unsecured debt, net of debt issuance costs
Secured debt, net of debt issuance costs
Accounts payable and accrued expenses
Other liabilities
Total Liabilities
EQUITY
Stockholders’ Equity:
Common stock; $0.0001 par value; 70,000,000 shares authorized;
43,575,539 shares issued and outstanding at December 31, 2022 and
41,268,846 at December 31, 2021
Excess shares; $0.0001 par value; 30,000,000 shares authorized;
zero shares issued
Additional paid-in capital
Distributions in excess of earnings
Accumulated other comprehensive income
Total Stockholders’ Equity
Noncontrolling interest in joint ventures
Total Equity
TOTAL LIABILITIES AND EQUITY
See accompanying Notes to Consolidated Financial Statements.
December 31,
2022
2021
(In thousands, except share and per
share data)
$
4,395,972
3,546,711
538,449
504,614
4,934,421
4,051,325
(1,150,814)
(1,035,617)
3,783,607
3,015,708
—
7,230
56
5,695
7,320
4,393
244,944
4,035,837
$
182,220
3,215,336
$
168,454
207,066
1,691,259
1,242,570
2,031
136,988
83,666
2,142
109,760
82,338
2,082,398
1,643,876
4
—
4
—
2,251,521
1,886,820
(334,898)
(318,056)
36,371
1,302
1,952,998
1,570,070
441
1,953,439
$
4,035,837
1,390
1,571,460
3,215,336
52
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
REVENUES
Income from real estate operations
Other revenue
EXPENSES
Expenses from real estate operations
Depreciation and amortization
General and administrative
Indirect leasing costs
Years Ended December 31,
2022
2021
2020
(In thousands, except per share data)
$
486,817
208
487,025
133,915
153,638
16,362
546
304,461
409,412
63
409,475
115,078
127,099
15,704
700
258,581
362,669
354
363,023
103,368
116,359
14,404
661
234,792
OTHER INCOME (EXPENSE)
Interest expense
(38,499)
(32,945)
(33,927)
Gain on sales of real estate investments
Other
NET INCOME
40,999
1,210
38,859
830
13,145
942
186,274
157,638
108,391
Net income attributable to noncontrolling interest in joint ventures
(92)
(81)
(28)
NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON
STOCKHOLDERS
Other comprehensive income (loss) – interest rate swaps
TOTAL COMPREHENSIVE INCOME
BASIC PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO
EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
Net income attributable to common stockholders
Weighted average shares outstanding
DILUTED PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO
EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
Net income attributable to common stockholders
Weighted average shares outstanding
186,182
35,069
157,557
12,054
108,363
(13,559)
$
221,251
169,611
94,804
$
$
4.37
42,599
3.91
40,255
2.77
39,185
4.36
42,712
3.90
40,377
2.76
39,296
See accompanying Notes to Consolidated Financial Statements.
53
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Common
Shares
Additional
Paid-In
Capital
Distributions
In Excess
Of Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Noncontrolling
Interest in
Joint Ventures
Total
(In thousands, except share and per share data)
BALANCE, DECEMBER 31, 2019
$
4
1,514,055
(316,302)
BALANCE, DECEMBER 31, 2020
4
1,610,053
(329,667)
(10,752)
880
1,270,518
Net income
Net unrealized change in fair value of interest rate
swaps
Common dividends declared – $3.08 per share
Stock-based compensation, net of forfeitures
Issuance of 709,924 shares of common stock,
common stock offering, net of expenses
Withheld 36,445 shares of common stock to satisfy
tax withholding obligations in connection with
the vesting of restricted stock
Contributions from noncontrolling interest
Net distributions to noncontrolling interest
Sale of noncontrolling interest in joint venture
—
—
—
—
—
—
—
—
—
—
—
—
8,502
92,663
(4,939)
—
—
(228)
Net income
Net unrealized change in fair value of interest rate
swaps
Common dividends declared – $3.58 per share
Stock-based compensation, net of forfeitures
Issuance of 1,551,181 shares of common stock,
common stock offering, net of expenses
Withheld 30,252 shares of common stock to satisfy
tax withholding obligations in connection with
the vesting of restricted stock
Contributions from noncontrolling interest
Net distributions to noncontrolling interest
—
—
—
—
—
—
—
—
—
—
—
9,847
271,155
(4,240)
—
5
108,363
2,807
—
—
(13,559)
(121,728)
—
—
—
—
—
—
—
—
—
—
—
—
—
157,557
—
—
12,054
(145,946)
—
—
—
—
—
186,182
—
—
—
—
—
—
1,302
—
BALANCE, DECEMBER 31, 2021
4
1,886,820
(318,056)
Net income
Net unrealized change in fair value of interest rate
swaps
Common dividends declared – $4.70 per share
Stock-based compensation, net of forfeitures
Issuance of 393,406 shares of common stock,
common stock offering, net of expenses
Issuance of 1,868,809 shares of common stock, net
of expenses in the purchase of real estate
Withheld 34,251 shares of common stock to satisfy
tax withholding obligations in connection with
the vesting of restricted stock
Withheld 770 shares of common stock to satisfy
tax withholding obligations in connection with
the issuance of common stock
Net distributions to noncontrolling interest
Purchase of noncontrolling interest in joint venture
—
—
—
—
—
—
—
—
—
10,802
75,375
303,682
—
(7,265)
—
—
—
(111)
—
(17,782)
—
35,069
(203,024)
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
1,765
1,202,329
28
—
—
—
—
—
20
(115)
(818)
108,391
(13,559)
(121,728)
8,502
92,663
(4,939)
20
(115)
(1,046)
81
—
—
—
—
157,638
12,054
(145,946)
9,847
271,155
—
584
(155)
(4,240)
584
(150)
1,390
1,571,460
92
—
—
—
—
—
186,274
35,069
(203,024)
10,802
75,375
303,682
—
(7,265)
—
(220)
(821)
(111)
(220)
(18,603)
BALANCE, DECEMBER 31, 2022
$
4
2,251,521
(334,898)
36,371
441
1,953,439
See accompanying Notes to Consolidated Financial Statements.
54
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
OPERATING ACTIVITIES
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
Stock-based compensation expense
Gain on sales of real estate investments
Gain on casualties and involuntary conversion on real estate assets
Changes in operating assets and liabilities:
Accrued income and other assets
Accounts payable, accrued expenses and prepaid rent
Other
NET CASH PROVIDED BY OPERATING ACTIVITIES
INVESTING ACTIVITIES
Development and value-add properties
Purchases of real estate
Real estate improvements
Net proceeds from sales of real estate investments
Leasing commissions
Proceeds from casualties and involuntary conversion on real estate assets
Repayments on mortgage loans receivable
Changes in accrued development costs
Changes in other assets and other liabilities
NET CASH USED IN INVESTING ACTIVITIES
FINANCING ACTIVITIES
Proceeds from unsecured bank credit facilities
Repayments on unsecured bank credit facilities
Proceeds from unsecured debt
Repayments on unsecured debt
Repayments on secured debt
Debt issuance costs
Distributions paid to stockholders (not including dividends accrued)
Proceeds from common stock offerings
Common stock offering related costs
Other
NET CASH PROVIDED BY FINANCING ACTIVITIES
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
CASH AND CASH EQUIVALENTS AT END OF YEAR
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest, net of amounts capitalized of $12,393, $9,028, and $9,651
for 2022, 2021 and 2020, respectively
Cash paid for operating lease liabilities
Common stock issued in the purchase of real estate
Debt assumed in the purchase of real estate
NON-CASH OPERATING ACTIVITY
$
$
2022
Years Ended December 31,
2021
(In thousands)
2020
$
186,274
157,638
108,391
153,638
8,292
(40,999)
—
(9,291)
17,176
1,411
316,501
(494,073)
(2,049)
(40,851)
51,006
(37,272)
—
—
4,211
(2,120)
(521,148)
942,173
(981,383)
525,000
(75,000)
(60,096)
(2,067)
(193,936)
75,622
(247)
(29,756)
200,310
(4,337)
4,393
56
34,110
1,793
303,682
60,000
127,099
7,511
(38,859)
—
(11,572)
13,298
1,377
256,492
(418,855)
(108,149)
(36,665)
44,260
(33,301)
—
—
21,678
1,769
(529,263)
625,520
(541,310)
175,000
(40,000)
(76,920)
(2,678)
(131,759)
273,409
(312)
(3,807)
277,143
4,372
21
4,393
31,658
1,707
—
—
116,359
6,579
(13,145)
(161)
(4,615)
(18,851)
1,728
196,285
(195,446)
(49,199)
(33,131)
21,565
(17,516)
242
1,679
(5,339)
(11,111)
(288,256)
625,387
(613,097)
275,000
(105,000)
(54,306)
(1,090)
(119,765)
91,055
(334)
(6,082)
91,768
(203)
224
21
32,362
1,476
—
—
Operating lease liabilities arising from obtaining right of use assets
$
559
13,056
495
See accompanying Notes to Consolidated Financial Statements.
55
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2022, 2021 and 2020
(1) SIGNIFICANT ACCOUNTING POLICIES
(a) Principles of Consolidation
The consolidated financial statements include the accounts of EastGroup Properties, Inc. (“EastGroup” or “the Company”), its
wholly owned subsidiaries and the investee of any joint ventures in which the Company has a controlling interest.
As of December 31, 2020, EastGroup held a controlling interest in two joint venture arrangements, 6.5 acres of land in San
Diego, known by the Company as the Miramar land, and 41.6 acres of land in San Diego, known by the Company as the Otay
Mesa land. During the year ended December 31, 2021, EastGroup began construction of Speed Distribution Center, a 519,000
square foot building on the Otay Mesa land, which was completed and transferred to the Company's operating portfolio during
the first quarter of 2022. As of December 31, 2021, EastGroup had a 95% controlling interest in the Miramar land and a 99%
controlling interest in Speed Distribution Center. During the three months ended December 31, 2022, EastGroup acquired the
1% noncontrolling interest in Speed Distribution Center; the Company continues to control and now owns 100% of the
property. As of December 31, 2022, EastGroup held a controlling interest in one joint venture arrangement, a 95% controlling
interest in the Miramar land.
The Company records 100% of the assets, liabilities, revenues and expenses of the properties held in joint ventures with the
noncontrolling interests provided for in accordance with the joint venture agreements.
The equity method of accounting is used for the Company’s 50% undivided tenant-in-common interest in Industry Distribution
Center II. All significant intercompany transactions and accounts have been eliminated in consolidation.
(b) Income Taxes
EastGroup, a Maryland corporation, has qualified as a real estate investment trust (“REIT”) under Sections 856-860 of the
Internal Revenue Code and intends to continue to qualify as such. To maintain its status as a REIT, the Company is required to,
among other things, distribute at least 90% of its ordinary taxable income to its stockholders. If the Company has a capital
gain, it has the option of (i) deferring recognition of the capital gain through a tax-deferred exchange, (ii) declaring and paying a
capital gain dividend on any recognized net capital gain resulting in no corporate level tax, or (iii) retaining and paying
corporate income tax on its net long-term capital gain, with the shareholders reporting their proportional share of the
undistributed long-term capital gain and receiving a credit or refund of their share of the tax paid by the Company. The
Company distributed all of its 2022, 2021 and 2020 taxable income to its stockholders. Accordingly, no significant provisions
for income taxes were necessary. The Company’s income tax treatment of share distributions is based on its taxable income,
calculated in accordance with the Internal Revenue Code, which differs from U.S. generally accepted accounting principles
(“GAAP”). The following table summarizes the federal income tax treatment for all distributions by the Company for the years
ended 2022, 2021 and 2020.
Federal Income Tax Treatment of Share Distributions
Common Share Distributions:
Ordinary dividends
Nondividend distributions
Unrecaptured Section 1250 capital gain
Other capital gain
Years Ended December 31,
2022
2021
(Per share)
2020
$
4.53746
3.61656
3.32868
—
—
—
—
—
—
—
—
—
Total Common Share Distributions
$
4.53746
3.61656
3.32868
EastGroup applies the principles of Financial Accounting Standards Board “FASB” Accounting Standards Codification “ASC”
740, Income Taxes, when evaluating and accounting for uncertainty in income taxes. With few exceptions, the Company’s
2018 and earlier tax years are closed for examination by U.S. federal, state and local tax authorities. In accordance with the
provisions of ASC 740, the Company had no significant uncertain tax positions as of December 31, 2022 and 2021.
(c) Income Recognition
The Company’s primary revenue is rental income from business distribution space. Minimum rental income from real estate
operations is recognized on a straight-line basis. The straight-line rent calculation on leases includes the effects of rent
56
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the lives of the
individual leases. The Company maintains allowances for doubtful accounts receivable, including straight-line rents receivable,
based upon estimates determined by management. Management specifically analyzes aged receivables, customer credit-
worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. Reserves for
uncollectible accounts are recorded as a reduction to revenue. Revenue is recognized on payments received from tenants for
early terminations after all criteria have been met in accordance with ASC 842, Leases.
The Company’s primary revenue is rental income; as such, the Company is a lessor on a significant number of leases. The
Company applies the principles of ASC 842, Leases. Initial direct costs (primarily legal costs related to lease negotiations) are
expensed rather than capitalized. EastGroup recorded Indirect leasing costs of $546,000, $700,000 and $661,000 on the
Consolidated Statements of Income and Comprehensive Income during the years ended December 31, 2022, 2021 and 2020,
respectively.
As permitted by ASC 842, Leases, EastGroup made an accounting policy election by class of underlying asset to not separate
non-lease components (such as common area maintenance) of a contract from the lease component to which they relate when
specific criteria are met. The Company believes its leases meet the criteria.
The table below presents the components of Income from real estate operations for the years ended December 31, 2022, 2021
and 2020:
Lease income — operating leases
Variable lease income (1)
Income from real estate operations
2022
Years Ended December 31,
2021
(In thousands)
2020
$
$
364,957
121,860
486,817
306,658
102,754
409,412
271,094
91,575
362,669
(1) Primarily includes tenant reimbursements for real estate taxes, insurance and common area maintenance.
Future Minimum Rental Receipts Under Non-Cancelable Leases
The Company’s leases with its customers may include various provisions such as scheduled rent increases, renewal options and
termination options. The majority of the Company’s leases include defined rent increases rather than variable payments based
on an index or unknown rate. In calculating the disclosures presented below, the Company included the fixed, non-cancelable
terms of the leases. The following schedule indicates approximate future minimum rental receipts under non-cancelable leases
for real estate properties by year as of December 31, 2022:
Years Ending December 31,
2023
2024
2025
2026
2027
Thereafter
Total minimum receipts
$
(In thousands)
390,062
355,906
300,660
237,066
159,994
383,192
$
1,826,880
The Company recognizes gains on sales of real estate in accordance with the principles set forth in the Codification. For each
transaction, the Company evaluates whether the guidance in ASC 606, Revenue from Contracts with Customers, or ASC 610,
Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets, is applicable. Upon closing of real estate
transactions, the provisions of the Codification require consideration of whether the seller has a controlling financial interest in
the entity that holds the nonfinancial asset after the transaction. In addition, the seller evaluates whether a contract exists under
ASC 606 and whether the counterparty obtained control of each nonfinancial asset that is sold. If a contract exists and the
counterparty obtained control of each nonfinancial asset, the seller derecognizes the assets at the close of the transaction with
resulting gains or losses reflected on the Consolidated Statements of Income and Comprehensive Income.
(d) Real Estate Properties
EastGroup has one reportable segment – industrial properties, consistent with the Company’s manner of internal reporting,
measurement of operating results and allocation of the Company’s resources.
57
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate the carrying
amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the
carrying amount of an asset to future undiscounted net cash flows (including estimated future expenditures necessary to
substantially complete the asset) expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated
future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair
value of the asset. During the years ended December 31, 2022, 2021 and 2020, the Company did not identify any impairment
charges which should be recorded.
Depreciation of buildings and other improvements is computed using the straight-line method over estimated useful lives of
generally 40 years for buildings and 3 to 15 years for improvements. Building improvements are capitalized, while
maintenance and repair expenses are charged to expense as incurred. Significant renovations and improvements that improve
or extend the useful life of the assets are capitalized. Depreciation expense was $125,199,000, $104,910,000 and $96,290,000
for 2022, 2021 and 2020, respectively.
(e) Development and Value-Add Properties
For development and value-add properties (defined in Note 2) acquired in the development stage, costs associated with
development (i.e., land, construction costs, interest expense, property taxes and other direct and indirect costs associated with
development) are aggregated into the total capitalized costs of the property. Included in these costs are management’s estimates
for the portions of internal costs (primarily personnel costs) deemed related to such development activities. The internal costs
are allocated to specific development projects based on development activity. As the property becomes occupied, depreciation
commences on the occupied portion of the building, and costs are capitalized only for the portion of the building that remains
vacant. The Company transfers properties from the development and value-add program to Real estate properties as follows:
(i) for development properties, at the earlier of 90% occupancy or one year after completion of the shell construction, and (ii)
for value-add properties, at the earlier of 90% occupancy or one year after acquisition. Upon the earlier of 90% occupancy or
one year after completion/value-add acquisition date of the shell construction, capitalization of development costs, including
interest expense, property taxes and internal personnel costs, ceases and depreciation commences on the entire property
(excluding the land).
(f) Real Estate Held for Sale
The Company considers a real estate property to be held for sale when it meets the criteria established under ASC 360,
Property, Plant and Equipment, including when it is probable that the property will be sold within a year. Real estate properties
held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated
while they are held for sale. The Company did not classify any properties as held for sale as of December 31, 2022. As of
December 31, 2021, the Company owned one operating property that was classified as held for sale on the December 31, 2021
Consolidated Balance Sheet. As discussed in Note 2, the property was sold and a gain on the sale was recorded in the three
months ended March 31, 2022.
In accordance with ASC 360 and ASC 205, Presentation of Financial Statements, the Company would report a disposal of a
component of an entity or a group of components of an entity in discontinued operations if the disposal represents a strategic
shift that has (or will have) a major effect on an entity’s operations and financial results when the component or group of
components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by
sale or other than by sale. In addition, the Company would provide additional disclosures about both discontinued operations
and the disposal of an individually significant component of an entity that does not qualify for discontinued operations
presentation in the financial statements. EastGroup performs an analysis of properties sold to determine whether the sales
qualify for discontinued operations presentation.
(g) Derivative Instruments and Hedging Activities
EastGroup applies ASC 815, Derivatives and Hedging, which requires all entities with derivative instruments to disclose
information regarding how and why the entity uses derivative instruments and how derivative instruments and related hedged
items affect the entity’s financial position, financial performance and cash flows. See Note 12 for a discussion of the
Company’s derivative instruments and hedging activities.
58 EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(h) Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash
equivalents.
(i) Amortization
Debt origination costs are deferred and amortized over the term of each loan using the effective interest method. Amortization
of debt issuance costs was $1,358,000, $1,296,000 and $1,418,000 for 2022, 2021 and 2020, respectively. Amortization of
facility fees was $713,000, $751,000 and $790,000 for 2022, 2021 and 2020, respectively.
Leasing costs are deferred and amortized using the straight-line method over the term of the lease. Leasing costs amortization
expense was $18,950,000, $16,209,000 and $14,449,000 for 2022, 2021 and 2020, respectively.
Amortization expense for in-place lease intangibles is disclosed below in Real Estate Property Acquisitions and Acquired
Intangibles.
(j) Real Estate Property Acquisitions and Acquired Intangibles
Upon acquisition of real estate properties, EastGroup applies the principles of ASC 805, Business Combinations. The FASB
Codification provides a framework for determining whether transactions should be accounted for as acquisitions of assets or
businesses. Under the guidance, companies are required to utilize an initial screening test to determine whether substantially all
of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets;
if so, the set is not a business. Criteria considered in grouping similar assets include geographic location, market and
operational risks and the physical characteristics of the assets. EastGroup determined that its real estate property acquisitions in
2022, 2021 and 2020 are considered to be acquisitions of groups of similar identifiable assets; therefore, the acquisitions are not
considered to be acquisitions of a business. As a result, the Company has capitalized acquisition costs related to its 2022, 2021
and 2020 acquisitions.
The FASB Codification also provides guidance on how to properly determine the allocation of the purchase price among the
individual components of both the tangible and intangible assets based on their relative fair values. The allocation to tangible
assets (land, building and improvements) is based upon management’s determination of the value of the property as if it were
vacant using discounted cash flow models. Land is valued using comparable land sales specific to the applicable market,
provided by a third-party. The Company determines whether any financing assumed is above or below market based upon
comparison to similar financing terms for similar properties. The cost of the properties acquired may be adjusted based on
indebtedness assumed from the seller that is determined to be above or below market rates.
The purchase price is also allocated among the following categories of intangible assets: the above or below market component
of in-place leases, the value of in-place leases, and the value of customer relationships. The value allocable to the above or
below market component of an acquired in-place lease is determined based upon the present value (using a discount rate
reflecting the risks associated with the acquired leases) of the difference between (i) the contractual amounts to be paid pursuant
to the lease over its remaining term, and (ii) management’s estimate of the amounts that would be paid using current market
rents over the remaining term of the lease.
The amounts allocated to above and below market lease intangibles are included in Other assets and Other liabilities,
respectively, on the Consolidated Balance Sheets and are amortized to rental income over the remaining terms of the respective
leases. The total amount of intangible assets is further allocated to in-place lease values and customer relationship values based
upon management’s assessment of their respective values. Factors considered by management in the allocation include an
estimate of foregone rents and avoided leasing costs during the expected lease-up periods considering current market conditions
and costs to execute similar leases. These intangible assets are included in Other assets on the Consolidated Balance Sheets and
are amortized over the remaining term of the existing lease, or the anticipated life of the customer relationship, as applicable.
Amortization of above and below market lease intangibles increased rental income by $2,565,000, $1,048,000 and $1,451,000
in 2022, 2021 and 2020, respectively. Amortization expense for in-place lease intangibles was $9,489,000, $5,980,000 and
$5,620,000 for 2022, 2021 and 2020, respectively.
59
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Projected amortization of in-place lease intangibles for the next five years as of December 31, 2022 is as follows:
Years Ending December 31,
(In thousands)
2023
2024
2025
2026
2027
$
7,353
5,561
4,343
2,482
652
EastGroup acquired real estate properties during 2022, 2021 and 2020 as discussed in Note 2.
The following table summarizes the allocation of the total consideration for the acquired assets and assumed liabilities in
connection with the real estate property acquisitions during the years ended December 31, 2022, 2021 and 2020.
ACQUIRED ASSETS AND ASSUMED LIABILITIES
2022
2021
2020
Costs Incurred During the Years Ended December 31,
Land
Buildings and building improvements
Tenant and other improvements
Right of use assets — Ground leases (operating)
Total real estate properties acquired
In-place lease intangibles (1)
Above market lease intangibles (1)
Below market lease intangibles (2)
Operating lease liabilities — Ground leases (3)
$
127,402
335,335
11,502
—
474,239
11,871
—
(In thousands)
42,554
225,645
4,907
12,708
285,814
9,949
6
(4,059)
—
(3,836)
(12,708)
23,565
42,024
7,971
—
73,560
3,257
104
(403)
—
Total assets acquired, net of liabilities assumed
$
482,051
279,225
76,518
(1)
In-place lease intangibles and above market lease intangibles are each included in Other assets on the Consolidated Balance
Sheets. These costs are amortized over the remaining lives of the associated leases in place at the time of acquisition.
(2) Below market lease intangibles are included in Other liabilities on the Consolidated Balance Sheets. These costs are amortized
over the remaining lives of the associated leases in place at the time of acquisition.
(3) Operating lease liabilities - Ground leases are included in Other liabilities on the Consolidated Balance Sheets.
The leases in the properties acquired during 2022, 2021 and 2020 had a weighted average remaining lease term at acquisition of
approximately 3.9 years, 2.9 years, and 3.9 years, respectively.
The Company periodically reviews the recoverability of goodwill (at least annually) and the recoverability of other intangibles
(on a quarterly basis) for possible impairment. No impairment of goodwill and other intangibles existed during the years
ended December 31, 2022, 2021 and 2020.
(k) Stock-Based Compensation
EastGroup applies the provisions of ASC 718, Compensation – Stock Compensation, to account for its stock-based
compensation plans. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized
in the financial statements and that the cost be measured on the fair value of the equity or liability instruments issued. The cost
for market-based awards and awards that only require service are expensed on a straight-line basis over the requisite service
periods. The cost for performance-based awards is determined using the graded vesting attribution method which recognizes
each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period. This
method accelerates the expensing of the award compared to the straight-line method. For awards with a performance condition,
compensation expense is recognized when the performance condition is considered probable of achievement.
The total compensation expense for service and performance based awards is based upon the fair market value of the shares on
the grant date. The grant date fair value for awards that have been granted and are subject to a future market condition (total
shareholder return) are determined using a Monte Carlo simulation pricing model developed to specifically accommodate the
unique features of the awards.
60
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
During the restricted period for awards no longer subject to contingencies, the Company accrues dividends and holds the
certificates for the shares; however, the employee can vote the shares. Share certificates and dividends are delivered to the
employee as they vest. Forfeitures of awards are recognized as they occur.
(l) Earnings Per Share
The Company applies ASC 260, Earnings Per Share, which requires companies to present basic and diluted earnings per share
(“EPS”). Basic EPS represents the amount of earnings for the period attributable to each share of common stock outstanding
during the reporting period. The Company’s basic EPS is calculated by dividing Net Income Attributable to EastGroup
Properties, Inc. Common Stockholders by the weighted average number of common shares outstanding. The weighted average
number of common shares outstanding does not include any potentially dilutive securities or any unvested restricted shares of
common stock. These unvested restricted shares, although classified as issued and outstanding, are considered forfeitable until
the restrictions lapse and will not be included in the basic EPS calculation until the shares are vested.
Diluted EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the
reporting period and to each share that would have been outstanding assuming the issuance of common shares for all dilutive
potential common shares outstanding during the reporting period. The Company calculates diluted EPS by dividing Net Income
Attributable to EastGroup Properties, Inc. Common Stockholders by the weighted average number of common shares
outstanding plus the dilutive effect of unvested restricted stock. The dilutive effect of unvested restricted stock is determined
using the treasury stock method.
(m) Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets, liabilities, revenues and expenses during the reporting period and to disclose material
contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.
(n) Risks and Uncertainties
The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial
position. Should EastGroup experience a significant decline in operational performance, it may affect the Company’s ability to
make distributions to its shareholders, service debt or meet other financial obligations.
(o) Recent Accounting Pronouncements
EastGroup has evaluated all FASB Accounting Standards Updates (“ASU”) recently released by the FASB through the date the
financial statements were issued and determined that the following ASUs apply to the Company.
ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial
Reporting, applies to the Company. Also, in December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of
Topic 848 (“ASU 2022-06”) which was issued to defer the sunset date of Topic 848 to December 31, 2024. ASU 2022-06 is
effective immediately for all companies. ASU 2022-06 had no impact on the Company’s consolidated financial statements for
the year ended December 31, 2022. See Note 12 for further evaluation of these ASUs.
(p) Classification of Book Overdraft on Consolidated Statements of Cash Flows
The Company classifies changes in book overdraft in which the bank has not advanced cash to the Company to cover
outstanding checks as an operating activity. Such amounts are included in Accounts payable, accrued expenses and prepaid
rent in the Operating Activities section on the Consolidated Statements of Cash Flows.
(q) Reclassifications
Certain reclassifications have been made in the 2021 and 2020 consolidated financial statements to conform to the 2022
presentation.
61
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(2) REAL ESTATE PROPERTIES AND DEVELOPMENT AND VALUE-ADD PROPERTIES
The Company’s Real estate properties and Development and value-add properties at December 31, 2022 and 2021 were as
follows:
Real estate properties:
Land
Buildings and building improvements
Tenant and other improvements
Right of use assets — Ground leases (operating) (1)
Development and value-add properties (2)
Less accumulated depreciation
December 31,
2022
2021
(In thousands)
$
730,445
3,012,319
633,817
19,391
538,449
4,934,421
544,505
2,408,944
570,627
22,635
504,614
4,051,325
(1,150,814)
3,783,607
$
(1,035,617)
3,015,708
(1) See Ground Leases discussion below for information regarding the Company’s right of use assets for ground leases.
(2) Value-add properties are defined as properties that are either acquired but not stabilized or can be converted to a higher and better
use. Acquired properties meeting either of the following two conditions are considered value-add properties: (1) Less than 75%
occupied as of the acquisition date (or will be less than 75% occupied within one year of acquisition date based on near term lease
roll), or (2) 20% or greater of the acquisition cost will be spent to redevelop the property.
62
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A summary of real estate properties acquired for the years ended December 31, 2022, 2021 and 2020 follows:
REAL ESTATE PROPERTIES ACQUIRED
Location
Size
(Square feet)
Date Acquired
Cost (1)
(In thousands)
2022
OPERATING PROPERTIES ACQUIRED (2)
Cebrian Distribution Center and Reed Distribution Center (3)
6th Street Business Center, Benicia Distribution
Center 1-5, Ettie Business Center, Laura
Alice Business Center, Preston
Distribution Center, Sinclair Distribution
Center, Transit Distribution Center and
Whipple Business Center (3)
Total operating property acquisitions
VALUE-ADD PROPERTIES ACQUIRED (4)
Cypress Preserve 1 & 2
Zephyr Distribution Center
Mesa Gateway Commerce Center
Access Point 3
Total value-add property acquisitions
Total acquired assets in 2022 (5)
2021
OPERATING PROPERTIES ACQUIRED (2)
Southpark Distribution Center 2
DFW Global Logistics Centre
Progress Center 3
Texas Avenue
Total operating property acquisitions
VALUE-ADD PROPERTIES ACQUIRED (4)
Access Point 1
Northpoint 200
Access Point 2
Cherokee 75 Business Center 2
Siempre Viva Distribution Center 3-6
Total value-add property acquisitions
Total acquired assets in 2021 (5)
2020
OPERATING PROPERTIES ACQUIRED (2)
Wells Point One
Cherokee 75 Business Center 1
The Rock at Star Business Park
Total operating property acquisitions
VALUE-ADD PROPERTIES ACQUIRED (4)
Rancho Distribution Center
Total acquired assets in 2020 (5)
Sacramento, CA
329,000
06/01/2022
$
49,726
San Francisco, CA
Houston, TX
San Francisco, CA
Phoenix, AZ
Greenville, SC
Phoenix, AZ
Dallas, TX
Atlanta, GA
Austin, TX
Greenville, SC
Atlanta, GA
Greenville, SC
Atlanta, GA
San Diego, CA
Austin, TX
Atlanta, GA
Dallas, TX
Los Angeles, CA
1,377,000
1,706,000
516,000
82,000
147,000
299,000
1,044,000
2,750,000
79,000
611,000
50,000
20,000
760,000
156,000
79,000
159,000
105,000
547,000
1,046,000
1,806,000
50,000
85,000
212,000
347,000
162,000
509,000
06/01/2022
03/28/2022
04/08/2022
04/15/2022
07/12/2022
06/10/2021
08/26/2021
09/23/2021
10/15/2021
01/15/2021
01/21/2021
05/19/2021
06/17/2021
12/01/2021
02/28/2020
12/15/2020
12/17/2020
10/15/2020
$
$
$
$
$
309,404
359,130
54,462
29,017
18,315
21,127
122,921
482,051
9,177
89,829
5,000
4,143
108,149
10,501
6,516
10,743
8,837
134,479
171,076
279,225
6,231
8,323
34,102
48,656
27,862
76,518
(1) Cost is calculated in accordance with FASB ASC 805, Business Combinations, and represents the sum of the purchase price, closing costs
and capitalized acquisition costs.
(2) Operating properties are defined as stabilized real estate properties (land including buildings and improvements) in the Company’s
operating portfolio; included in Real estate properties on the Consolidated Balance Sheets.
(3) The Company acquired these operating properties along with two land parcels, also in Sacramento, CA and San Francisco, CA, in
connection with its acquisition of Tulloch Corporation in June 2022. Size and cost are presented on an aggregate basis for the properties
located in Sacramento, CA and San Francisco, CA, respectively. In consideration for this acquisition, the Company assumed a
$60,000,000 loan and issued 1,868,809 shares of the Company’s common stock. The acquisition date fair value of the loan assumed was
$60,000,000, and the acquisition date fair value of the common shares, which was based on the closing share price on the acquisition date,
was $303,756,000.
(4) Value-add properties are defined in Note 2.
(5) Excludes acquired development land as detailed below.
63
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Also during 2022, EastGroup purchased 456.3 acres of development land in 10 cities for $123,717,000. The land acquisitions in
San Francisco and Sacramento were acquired in connection with the Company's acquisition of Tulloch Corporation in June
2022.
Also in the three months ended December 31, 2022, the Company acquired the 1% noncontrolling partnership interest in Speed
Distribution Center in San Diego for $18,599,000. EastGroup continues to control and now owns 100% of the property.
Sales of Real Estate
The Company sold operating properties during 2022, 2021 and 2020 as shown in the table below. The results of operations and
gains and losses on sales for the properties sold during the periods presented are reported in continuing operations on the
Consolidated Statements of Income and Comprehensive Income. The gains and losses on sales are included in Gain on sales of
real estate investments. The Company did not consider its sales in 2022, 2021 or 2020 to be disposals of a component of an
entity or a group of components of an entity representing a strategic shift that has (or will have) a major effect on the entity’s
operations and financial results.
A summary of Gain on sales of real estate investments for the years ended December 31, 2022, 2021 and 2020 follows:
Real Estate Properties
Location
Size
(Square
Feet)
Date Sold
Net Sales
Price
Recognized
Gain
Basis
(In thousands)
2022
Metro Business Park
Cypress Creek Business Park (1)
World Houston 15 East
Total for 2022
2021
Jetport Commerce Park
2020
University Business Center 120 (2)
Central Green
Total for 2020
Phoenix, AZ
Fort Lauderdale, FL
Houston, TX
189,000 01/06/2022
56,000 03/31/2022
42,000 05/11/2022
$ 32,851
5,282
12,873
$ 51,006
5,880
1,901
2,226
10,007
26,971
3,381
10,647
40,999
Tampa, FL
284,000 11/09/2021
$ 44,260
5,401
38,859
Santa Barbara, CA
46,000 12/01/2020
$ 10,342
Houston, TX
80,000 12/23/2020
10,168
$ 20,510
4,007
3,358
7,365
6,335
6,810
13,145
(1) Cypress Creek Business Park is located on a ground lease. In conjunction with the sale of the property, the Company fully
amortized the associated right-of-use asset and liability of $1,745,000.
(2) EastGroup owned 80% of University Business Center 120 through a joint venture partnership. EastGroup sold its 80% share of the
joint venture, and the partnership was dissolved. The information shown for this transaction represents EastGroup’s 80%
ownership.
The table above includes sales of operating properties. During 2022, 2021 and 2020, there were no land sales.
Development and Value-Add Properties
The Company’s development and value-add program as of December 31, 2022, was comprised of the properties detailed in the
table below. Costs incurred include capitalization of interest costs during the period of construction. The interest costs
capitalized on development projects for 2022 were $12,393,000 compared to $9,028,000 for 2021 and $9,651,000 for 2020. In
addition, EastGroup capitalized internal development costs of $9,985,000 during the year ended December 31, 2022, compared
to $7,713,000 during 2021 and $6,689,000 in 2020.
Total capital invested for development and value-add properties during 2022 was $494,073,000, which primarily consisted of
costs of $384,541,000 as detailed in the Development and Value-Add Properties Activity table below, $110,623,000 as detailed
in the Development and Value-Add Properties Transferred to the Real Estate Properties Portfolio During 2022 table below and
costs of $10,989,000 on projects subsequent to transfer to Real estate properties. These costs were partially offset by
development spending prepaid in prior periods. Additionally, the Company acquired development land in the acquisition of
Tulloch Corporation through the issuance of shares of the Company's common stock and the assumption of certain
indebtedness, which was immediately repaid. The capitalized costs incurred on development projects subsequent to transfer to
Real estate properties include capital improvements at the properties and do not include other capitalized costs associated with
development (i.e., interest expense, property taxes and internal personnel costs).
64
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The activity of the Company's Development and Value-Add Properties for the year ended December 31, 2022 follows:
DEVELOPMENT AND
VALUE-ADD PROPERTIES
ACTIVITY
LEASE-UP
Cypress Preserve 1 & 2, Houston, TX (3)
Grand West Crossing 1, Houston, TX
Zephyr, San Francisco, CA (3)
Access Point 3, Greenville, SC (3)
McKinney 3 & 4, Dallas, TX
Grand Oaks 75 4, Tampa, FL
Total Lease-Up
UNDER CONSTRUCTION
SunCoast 11, Fort Myers, FL
Arlington Tech 3, Fort Worth, TX
Gateway 2, Miami, FL
Hillside 1, Greenville, SC
I-20 West Business Center, Atlanta, GA
LakePort 4 & 5, Dallas, TX
Horizon West 1, Orlando, FL
Steele Creek 11 & 12, Charlotte, NC
Springwood 1 & 2, Houston, TX
Stonefield 35 1-3, Austin, TX
SunCoast 10, Fort Myers, FL
Basswood 3-5, Fort Worth, TX
McKinney 1 & 2, Dallas, TX
Cass White 1 & 2, Atlanta, GA
Total Under Construction
Total Lease-Up and Under Construction
Phoenix, AZ
Sacramento, CA
San Francisco, CA
Fort Myers, FL
Miami, FL
Orlando, FL
Tampa, FL
Atlanta, GA
Jackson, MS
Charlotte, NC
Greenville, SC
Austin, TX
Dallas, TX
Fort Worth, TX
Houston, TX
San Antonio, TX
Costs
Transferred
in 2022 (1)
Costs Incurred
For the
Year Ended
12/31/22
Cumulative
as of
12/31/22
Projected
Total Costs (2)
Anticipated
Building
Conversion
Date
(In thousands)
(Unaudited)
Building Size
(Square feet)
516,000 $
121,000
82,000
299,000
212,000
185,000
1,415,000
79,000
77,000
133,000
122,000
155,000
177,000
97,000
241,000
292,000
274,000
100,000
351,000
172,000
296,000
2,566,000
3,981,000
—
—
—
—
—
—
—
1,524
1,980
8,049
632
—
—
3,730
2,857
6,741
10,279
1,624
7,476
4,261
3,534
52,687
52,687
655,000
82,000
65,000
364,000
510,000
1,053,000
32,000
1,490,000
28,000
1,146,000
476,000
1,557,000
—
313,000
1,536,000
423,000
9,730,000
—
—
—
(3,148)
(8,049)
(9,906)
—
(3,534)
—
(2,857)
(632)
(10,279)
(4,261)
(9,456)
(11,247)
—
(63,369)
(10,682)
(Unaudited)
(Unaudited)
03/23
04/23
04/23
07/23
07/23
09/23
04/23
02/24
02/24
02/24
02/24
02/24
03/24
04/24
05/24
06/24
06/24
08/24
08/24
10/24
57,800
15,700
29,800
25,400
27,000
17,900
173,600
9,900
10,300
23,700
11,600
15,500
24,000
13,200
25,900
33,300
35,300
13,600
45,000
27,300
31,900
320,500
494,100
54,081
4,168
29,028
22,632
13,714
9,637
133,260
7,651
6,420
10,139
8,846
10,175
10,767
5,839
13,923
16,232
6,040
1,344
886
2,240
1,795
102,297
235,557
15,395
3,130
3,561
2,693
18,035
8,338
—
13,189
—
1,475
5,353
50,699
457
1,376
17,110
8,173
148,984
384,541
54,081
13,037
29,028
22,632
24,152
16,015
158,945
9,175
8,400
18,188
9,478
13,139
18,705
9,569
16,780
22,973
16,319
2,968
8,362
6,501
5,329
165,886
324,831
15,395
3,130
3,561
7,843
24,317
24,670
825
14,713
706
13,722
6,457
46,851
4,594
7,247
30,696
8,891
213,618
538,449
PROSPECTIVE DEVELOPMENT
(PRIMARILY LAND)
Estimated
Building Size
(Square feet)
Total Prospective Development
Total Development and Value-Add Properties
The Development and Value-Add Properties table is continued on the following page.
13,711,000 $
65
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DEVELOPMENT AND VALUE-ADD
PROPERTIES TRANSFERRED TO THE
REAL ESTATE PROPERTIES
PORTFOLIO DURING 2022
(Unaudited)
Building Size
(Square feet)
Costs
Transferred
in 2022 (1)
Costs Incurred
For the
Year Ended
12/31/22
(In thousands)
Cumulative
as of
12/31/22 (4)
Access Point 1, Greenville, SC (3)
Speed Distribution Center, San Diego, CA
Access Point 2, Greenville, SC (3)
Grand Oaks 75 3, Tampa, FL
Siempre Viva 3-6, San Diego, CA (3)
Steele Creek 8, Charlotte, NC
CreekView 9 & 10, Dallas, TX
Gateway 3, Miami, FL
Ridgeview 3, San Antonio, TX
Americas Ten 2, El Paso, TX
Horizon West 2 & 3, Orlando, FL
Mesa Gateway, Phoenix, AZ (3)
World Houston 47, Houston, TX
45 Crossing, Austin, TX
Basswood 1 & 2, Fort Worth, TX
Horizon West 4, Orlando, FL
SunCoast 12, Fort Myers, FL
Tri-County Crossing 5, San Antonio, TX
Tri-County Crossing 6, San Antonio, TX
156,000 $
519,000
159,000
136,000
547,000
72,000
145,000
133,000
88,000
169,000
210,000
147,000
139,000
177,000
237,000
295,000
79,000
106,000
124,000
—
—
—
—
—
—
—
—
—
—
—
—
4,506
—
—
6,176
—
—
—
7
2,884
601
1,205
595
5,142
4,210
4,903
3,513
5,254
1,597
18,696
12,517
7,998
7,237
18,201
3,928
5,544
6,591
Total Transferred to Real Estate Properties
3,638,000 $
10,682
110,623
12,529
70,702
12,232
11,397
133,283
7,870
15,546
18,069
9,317
14,354
18,787
18,696
17,023
25,058
22,466
24,377
8,106
11,144
10,373
461,329
(Unaudited)
Building
Conversion
Date
01/22
03/22
05/22
06/22
06/22
07/22
08/22
08/22
08/22
09/22
09/22
11/22
11/22
12/22
12/22
12/22
12/22
12/22
12/22
(1) Represents costs transferred from Prospective Development (primarily land) to Under Construction during the period. Negative amounts represent
(2)
land inventory costs transferred to Under Construction.
Included in these costs are development obligations of $134.8 million and tenant improvement obligations of $15.0 million on properties under
development.
(3) Represents value-add acquisitions.
(4) Represents cumulative costs at the date of transfer.
Ground Leases
As of December 31, 2021, the Company operated two properties in Florida, four properties in Texas and one property in
Arizona that are subject to ground leases. During the year ended December 31, 2022, EastGroup sold Cypress Business Park,
which was located on a ground lease. In conjunction with the sale of the property, the lease was transferred to the buyer and the
Company fully amortized the associated right-of-use asset and liability of $1,745,000. The remaining properties with ground
leases have terms of 40 to 50 years, expiration dates of August 2031 to October 2058, and renewal options of 15 to 35 years,
except for the one lease in Arizona which is automatically and perpetually renewed annually. The Company has included
renewal options in the lease terms for calculating the ground lease assets and liabilities as the Company is reasonably certain it
will exercise these options. Total ground lease expenditures for the years ended December 31, 2022, 2021 and 2020 were
$1,755,000, $1,354,000 and $1,051,000, respectively. Payments are subject to increases at 3 to 10 year intervals based upon the
agreed or appraised fair market value of the leased premises on the adjustment date or the Consumer Price Index percentage
increase since the base rent date. These future changes in payments will be considered variable payments and will not impact
the assessment of the asset or liability unless there is a significant event that triggers reassessment, such as amendment with a
change in the terms of the lease. The weighted-average remaining lease term as of December 31, 2022, for the ground leases is
36 years.
EastGroup applies ASC 842, Leases, for its ground leases, which are classified as operating leases. There were no new ground
leases in 2022 or 2020. In August 2021, the Company acquired DFW Global Logistics Centre in Dallas, which is located on
land under a ground lease. The Company recorded a right of use asset of $12,708,000 in connection with this acquisition. As
of December 31, 2022 and 2021, the unamortized balances of the Company’s right of use assets for its ground leases were
$19,391,000 and $22,635,000, respectively. The right of use assets for ground leases are included in Real estate properties on
the Consolidated Balance Sheets.
66
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following schedule indicates approximate future minimum ground lease payments for these properties by year as of
December 31, 2022:
Future Minimum Ground Lease Payments as of December 31, 2022
Years Ending December 31,
(In thousands)
2023
2024
2025
2026
2027
Thereafter
Total minimum payments
Imputed interest (1)
Total ground lease liabilities
$
$
1,519
1,572
1,606
1,643
1,643
53,758
61,741
(41,835)
19,906
(1) As the Company’s leases do not provide an implicit rate, in order to calculate the present value of the remaining ground lease
payments, the Company used its incremental borrowing rate, adjusted for a number of factors, including the long-term nature of
the ground leases, the Company’s estimated borrowing costs, and the estimated fair value of the underlying land, to determine the
imputed interest for its ground leases.
(3) UNCONSOLIDATED INVESTMENT
The Company owns a 50% undivided tenant-in-common interest in Industry Distribution Center II, a 309,000 square foot
warehouse distribution building in the City of Industry (Los Angeles), California. The building was constructed in 1998 and is
100% leased through December 2026 to a single tenant who owns the other 50% interest in the property. This investment is
accounted for under the equity method of accounting and had a carrying value of $7,230,000 at December 31, 2022, and
$7,320,000 at December 31, 2021.
67
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(4) OTHER ASSETS
A summary of the Company’s Other assets follows:
December 31,
2022
2021
(In thousands)
Leasing costs (principally commissions)
$
140,273
Accumulated amortization of leasing costs
Leasing costs (principally commissions), net of accumulated amortization
Acquired in-place lease intangibles
Accumulated amortization of acquired in-place lease intangibles
Acquired in-place lease intangibles, net of accumulated amortization
Acquired above market lease intangibles
Accumulated amortization of acquired above market lease intangibles
Acquired above market lease intangibles, net of accumulated amortization
Straight-line rents receivable
Accounts receivable
Interest rate swap assets
Right of use assets - Office leases (operating)
Escrow deposits and prepaid costs for pending transactions
Goodwill
Prepaid insurance
Receivable for tenant improvement cost reimbursements
Prepaid expenses and other assets
(48,249)
92,024
37,181
(16,276)
20,905
496
(251)
245
61,452
9,568
38,352
2,050
2,522
990
2,681
364
13,791
116,772
(42,193)
74,579
31,561
(13,038)
18,523
885
(508)
377
51,970
7,133
2,237
1,984
3,864
990
7,793
7,680
5,090
Total Other assets
$
244,944
182,220
(5) UNSECURED BANK CREDIT FACILITIES
Until June 29, 2021, EastGroup had $350,000,000 and $45,000,000 unsecured bank credit facilities with margins over LIBOR
of 100 basis points, facility fees of 20 basis points and maturity dates of July 30, 2022. The Company amended and restated
these credit facilities on June 29, 2021, expanding the capacity to $425,000,000 and $50,000,000, as detailed below.
The $425,000,000 unsecured bank credit facility is with a group of nine banks and has a maturity date of July 30, 2025. The
credit facility contains options for two six-month extensions (at the Company’s election) and a $325,000,000 accordion (with
agreement by all parties). The interest rate on each tranche is reset on a monthly basis and as of December 31, 2022, was
LIBOR plus 77.5 basis points with an annual facility fee of 15 basis points. As of December 31, 2022, the Company had
$170,000,000 of variable rate borrowings on this unsecured bank credit facility with a weighted average interest rate of
5.146%. The Company has a standby letter of credit of $67,000 pledged on this facility.
The Company’s $50,000,000 unsecured bank credit facility has a maturity date of July 30, 2025, or such later date as designated
by the bank; the Company also has two six-month extensions available if the extension options in the $425,000,000 facility are
exercised. The interest rate is reset on a daily basis and as of December 31, 2022, was LIBOR plus 77.5 basis points with an
annual facility fee of 15 basis points. As of December 31, 2022, the interest rate was 5.167% with no outstanding balance.
For both facilities, the margin and facility fee are subject to changes in the Company’s credit ratings. Although the Company’s
current credit rating is Baa2, given the strength of the Company’s key credit metrics, initial pricing for the credit facilities is
based on the BBB+/Baa1 credit ratings level. This favorable pricing level will be retained provided that the Company’s
consolidated leverage ratio, as defined in the applicable agreements, remains less than 32.5%. The facilities also include a
68
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
sustainability-linked pricing component pursuant to which, if the Company meets certain sustainability performance targets, the
applicable interest margin will be reduced by one basis point.
Average unsecured bank credit facilities borrowings were $182,478,000 in 2022, $95,629,000 in 2021 and $87,095,000 in
2020, with weighted average interest rates (excluding amortization of facility fees and debt issuance costs) of 2.32% in 2022,
1.01% in 2021 and 1.86% in 2020. Amortization of facility fees was $713,000, $751,000 and $790,000 for 2022, 2021 and
2020, respectively. Amortization of debt issuance costs for the Company’s unsecured bank credit facilities was $650,000,
$606,000 and $561,000 for 2022, 2021 and 2020, respectively.
The Company’s unsecured bank credit facilities have certain restrictive covenants, such as maintaining debt service coverage
and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt
covenants at December 31, 2022.
See Note 6 for a detail of the outstanding balances of the Company’s Unsecured bank credit facilities as of December 31, 2022
and 2021.
(6) UNSECURED AND SECURED DEBT
The Company’s debt is detailed below:
Unsecured bank credit facilities - variable rate, carrying amount
Unamortized debt issuance costs
Unsecured bank credit facilities, net of debt issuance costs
Unsecured debt - fixed rate, carrying amount (1)
Unamortized debt issuance costs
Unsecured debt, net of debt issuance costs
Secured debt - fixed rate, carrying amount (1)
Unamortized debt issuance costs
Secured debt, net of debt issuance costs
December 31,
2022
2021
(In thousands)
$
170,000
(1,546)
168,454
209,210
(2,144)
207,066
1,695,000
1,245,000
(3,741)
(2,430)
1,691,259
1,242,570
2,041
(10)
2,031
2,156
(14)
2,142
Total debt, net of debt issuance costs
$
1,861,744
1,451,778
(1) These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps.
69
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A summary of the carrying amount of Unsecured debt follows:
Margin
Interest Rate
Maturity Date
2022
2021
(In thousands)
Balance at December 31,
$75 Million Unsecured Term Loan (1)
$65 Million Unsecured Term Loan (1)
$70 Million Senior Unsecured Notes:
$50 Million Notes
$20 Million Notes
$60 Million Senior Unsecured Notes
$100 Million Senior Unsecured Notes:
$60 Million Notes
$40 Million Notes
$25 Million Senior Unsecured Notes
$50 Million Senior Unsecured Notes
$60 Million Senior Unsecured Notes
$80 Million Senior Unsecured Notes
$35 Million Senior Unsecured Notes
$75 Million Senior Unsecured Notes
$100 Million Unsecured Term Loan (2) (3)
$100 Million Unsecured Term Loan (2) (4)
$100 Million Senior Unsecured Notes
$75 Million Senior Unsecured Notes
$50 Million Unsecured Term Loan (2) (5)
$125 Million Senior Unsecured Notes
$100 Million Unsecured Term Loan (2)
$150 Million Senior Unsecured Notes
$125 Million Unsecured Term Loans (2):
$50 Million Loan
$75 Million Loan
$150 Million Senior Unsecured Notes:
$75 Million Notes
$75 Million Notes
1.40%
1.10%
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
Not applicable
0.95%
0.95%
Not applicable
Not applicable
1.10%
Not applicable
1.40%
Not applicable
0.95%
0.95%
Not applicable
Not applicable
3.03%
2.31%
3.80%
3.80%
3.46%
3.48%
3.75%
3.97%
3.99%
3.93%
4.27%
3.54%
3.47%
2.10%
1.80%
2.61%
2.71%
1.58%
2.74%
3.06%
3.03%
4.09%
4.00%
4.90%
4.95%
02/28/2022
$
—
04/01/2023
65,000
08/28/2023
08/28/2025
12/13/2024
12/15/2024
12/15/2026
10/01/2025
10/07/2025
04/10/2028
03/28/2029
08/15/2031
08/19/2029
10/10/2026
03/25/2027
10/14/2030
10/14/2032
03/18/2025
06/10/2031
09/29/2028
04/20/2032
08/30/2024
08/31/2027
10/12/2033
10/12/2034
50,000
20,000
60,000
60,000
40,000
25,000
50,000
60,000
80,000
35,000
75,000
100,000
100,000
100,000
75,000
50,000
125,000
100,000
150,000
50,000
75,000
75,000
75,000
75,000
65,000
50,000
20,000
60,000
60,000
40,000
25,000
50,000
60,000
80,000
35,000
75,000
100,000
100,000
100,000
75,000
50,000
125,000
—
—
—
—
—
—
$ 1,695,000
1,245,000
(1) The interest rates on these unsecured term loans are comprised of LIBOR plus a margin which is subject to a pricing grid for
changes in the Company’s coverage ratings. The Company entered into interest rate swap agreements (further described in Note
12) to convert the loans’ LIBOR rates to effectively fixed interest rates. The interest rates in the table above are the effectively
fixed interest rates for the loans, including the effects of the interest rate swaps, as of December 31, 2022.
(2) The interest rates on these unsecured term loans are comprised of Term Secured Overnight Financing Rate (“SOFR”) plus a
margin which is subject to a pricing grid for changes in the Company’s coverage ratings. The Company entered into interest rate
swap agreements (further described in Note 12) to convert the loans’ Term SOFR rates to effectively fixed interest rates. The
interest rates in the table above are the effectively fixed interest rates for the loans, including the effects of the interest rate
swaps, as of December 31, 2022.
(3) This term loan was refinanced effective October 10, 2021. The margin above LIBOR was reduced by 65 basis points, changing
the effectively fixed rate from 2.75% to 2.10%. Also, effective August 31, 2022, the loan was amended to replace LIBOR with
Term SOFR.
(4) This term loan was amended and refinanced effective March 25, 2022. The margin was reduced by approximately 60 basis
points, changing the effectively fixed rate from 2.39% to 1.80%, and LIBOR was replaced with Term SOFR.
(5) This term loan was amended effective December 19, 2022 to replace LIBOR with Term SOFR.
70
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
In January 2022, the Company and a group of lenders agreed to terms on the private placement of $150,000,000 of senior
unsecured notes with a fixed interest rate of 3.03% and a 10-year term. The notes were issued and sold on April 20, 2022 and
require interest-only payments. The notes will not be and have not been registered under the Securities Act of 1933, as amended
(the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from
the registration requirements.
In February 2022, EastGroup repaid a $75,000,000 unsecured term loan at maturity with an effectively fixed interest rate of
3.03%.
In March 2022, the Company closed a $100,000,000 senior unsecured term loan with a 6.5-year term and interest only
payments, which bears interest at an annual rate of the SOFR plus an applicable margin (1.40% as of December 31, 2022) based
on the Company’s senior unsecured long-term debt rating. The Company also entered into an interest rate swap agreement to
convert the loan’s SOFR rate component to a fixed interest rate for the entire term of the loan providing a total effectively fixed
interest rate of 3.06%.
Also during March 2022, the Company closed on the refinance of a $100,000,000 senior unsecured term loan with five years
remaining. The amended term loan provides for interest only payments currently at an interest rate of SOFR plus 95 basis
points, based on the Company’s current credit ratings and consolidated leverage ratio, which is a 60 basis point reduction in the
credit spread compared to the original term loan. The Company has an interest rate swap agreement which converts the loan’s
SOFR rate component to a fixed interest rate for the entire term of the loan, providing a total effectively fixed interest rate of
1.80%.
In June 2022, the Company assumed a $60,000,000 loan in connection with the acquisition of Tulloch Corporation, the owner
of an industrial real estate portfolio comprised of 14 operating properties and two parcels of land, which was immediately
repaid with no penalty during June 2022.
In August 2022, the Company closed a $125,000,000 senior unsecured term loan with interest only payments, bearing interest
at the annual rate of SOFR plus an applicable margin (0.95% as of December 31, 2022) based on the Company’s senior
unsecured long-term debt rating and consolidated leverage ratio. The loan has a $75,000,000 tranche with a five-year term and a
$50,000,000 tranche with a two-year term. The Company also entered into interest rate swap agreements to convert the loans’
SOFR rate components to fixed interest rates for the entire term of the loans, providing total effectively fixed interest rates of
4.00% and 4.09% on the $75,000,000 and $50,000,000 tranches, respectively. These term loans also include a sustainability-
linked pricing component pursuant to which, if the Company meets certain sustainability performance targets, the applicable
interest margin will be reduced by one basis point.
In July 2022, the Company and a group of lenders agreed to terms on the private placement of two senior unsecured notes
totaling $150,000,000. One note for $75,000,000 has an 11-year term and a fixed interest rate of 4.90% with semi-annual
interest-only payments. The other $75,000,000 note has a 12-year term and a fixed interest rate of 4.95% with semi-annual
interest-only payments. The notes, dated August 16, 2022, were issued and sold on October 12, 2022. The notes will not be and
have not been registered under the Securities Act, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.
During the year ended December 31, 2021, EastGroup closed on a total of $175,000,000 of new unsecured debt with a weighted
average effectively fixed interest rate of 2.40%, refinanced a $100,000,000 unsecured term loan reducing the interest rate by 65
basis points, and repaid a $40,000,000 unsecured term loan with an effectively fixed interest rate of 2.34%.
The Company’s unsecured debt instruments have certain restrictive covenants, such as maintaining debt service coverage and
leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt covenants
at December 31, 2022 and 2021.
A summary of the carrying amount of Secured debt follows:
Property
Monthly
Principal &
Interest
Payment
Interest
Rate
Maturity
Date
Carrying Amount
of Securing
Real Estate at
December 31, 2022
Balance at December 31,
2022
(In thousands)
2021
Ramona Distribution Center
3.85% $ 16,287
11/30/2026
$
8,333
2,041
2,156
71
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company currently intends to repay its debt obligations, both in the short-term and long-term, through its operating cash
flows, borrowings under its unsecured bank credit facilities, proceeds from new debt (primarily unsecured), and/or proceeds
from the issuance of equity instruments.
Scheduled principal payments on long-term debt, including Unsecured debt, net of debt issuance costs and Secured debt, net of
debt issuance costs (not including Unsecured bank credit facilities, net of debt issuance costs), as of December 31, 2022 are as
follows:
Years Ending December 31,
2023
2024
2025
2026
2027
(7) ACCOUNTS PAYABLE AND ACCRUED EXPENSES
A summary of the Company’s Accounts payable and accrued expenses follows:
Property taxes payable
$
Development costs payable
Retainage payable
Real estate improvements and capitalized leasing costs payable
Interest payable
Dividends payable
Book overdraft (1)
Other payables and accrued expenses
Total Accounts payable and accrued expenses
(In thousands)
$
115,119
170,122
145,128
141,672
175,000
December 31,
2022
2021
(In thousands)
6,823
21,305
11,011
5,182
9,597
55,952
13,370
13,748
4,494
17,529
10,576
5,798
6,547
46,864
4,845
13,107
$
136,988
109,760
(1) Represents checks written before the end of the period which have not cleared the bank; therefore, the bank has not yet advanced
cash to the Company. When the checks clear the bank, they will be funded through the Company’s working cash line of credit,
which is included in the Company’s Unsecured bank credit facilities. See Note 1(p).
72
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) OTHER LIABILITIES
A summary of the Company’s Other liabilities follows:
Security deposits
Prepaid rent and other deferred income
Operating lease liabilities — Ground leases
Operating lease liabilities — Office leases
Acquired below-market lease intangibles
Accumulated amortization of acquired below-market lease intangibles
Acquired below-market lease intangibles, net of accumulated amortization
Interest rate swap liabilities
Tenant improvement cost liabilities
Other liabilities
Total Other liabilities
(9) COMMON STOCK ACTIVITY
December 31,
2022
2021
(In thousands)
$
34,272
17,004
19,906
2,139
10,735
(3,957)
6,778
1,981
1,570
16
$
83,666
28,343
16,401
22,898
2,032
8,124
(2,707)
5,417
935
2,796
3,516
82,338
The following table presents the common stock activity for the three years ended December 31, 2022:
Years Ended December 31,
2022
2021
2020
Common Stock (in shares)
Shares outstanding at beginning of year
41,268,846
39,676,828
38,925,953
Common stock offerings
393,406
1,551,181
709,924
Common stock issued in the purchase of real estate
Incentive restricted stock granted
Incentive restricted stock forfeited
Director common stock awarded
Director restricted stock granted
Employee common stock awarded
Stock withheld for tax obligations
1,868,809
71,217
—
161
5,696
2,425
—
66,623
—
4,466
—
—
—
69,446
(440)
8,182
208
—
(35,021)
(30,252)
(36,445)
Shares outstanding at end of year
43,575,539
41,268,846
39,676,828
The Company had an at the market equity program that allowed it to issue and sell shares of its common stock with an
aggregate gross sales price of up to $750,000,000 (the Prior ATM Program") through sales agents from time to time. The
following table presents the common stock issuance activity pursuant to the Company's prior ATM program for the three years
ended December 31, 2022:
Years Ended December 31,
2022
2021
2020
Number of Shares of
Common Stock Issued
Net Proceeds
(In thousands)
393,406 $
1,551,181
709,924
75,375
271,155
92,663
73
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(10) STOCK-BASED COMPENSATION
Equity Incentive Plan
In May 2004, the stockholders of the Company approved the EastGroup Properties, Inc. 2004 Equity Incentive Plan (the “2004
Plan”) that authorized the issuance of up to 1,900,000 shares of common stock to employees in the form of options, stock
appreciation rights, restricted stock, deferred stock units, performance shares, bonus stock or stock in lieu of cash
compensation. The 2004 Plan was further amended by the Board of Directors in September 2005 and December 2006.
In April 2013, the Board of Directors adopted the EastGroup Properties, Inc. 2013 Equity Incentive Plan (the “2013 Equity
Plan”) upon the recommendation of the Compensation Committee; the 2013 Equity Plan was approved by the Company’s
stockholders and became effective May 29, 2013. The 2013 Equity Plan was further amended by the Board of Directors in
March 2017. The 2013 Equity Plan permits the grant of awards to employees and directors with respect to 2,000,000 shares of
common stock.
There were 1,422,437, 1,477,241 and 1,527,382 total shares available for grant under the 2013 Equity Plan as of December 31,
2022, 2021 and 2020, respectively. Typically, the Company issues new shares to fulfill stock grants.
Employee Equity Awards
The Company’s restricted stock program is designed to provide incentives for management to achieve goals established by the
Compensation Committee of the Company’s Board of Directors (the “Committee”). The awards act as a retention device, as
they vest over time, allowing participants to benefit from dividends on shares as well as potential stock appreciation. Equity
awards align management’s interests with the long-term interests of shareholders.
The Committee approves long-term and annual equity compensation awards for the Company’s executive officers. The vesting
periods of the Company’s restricted stock plans vary, as determined by the Committee. Restricted stock is granted to executive
officers subject to both continued service and the satisfaction of certain annual performance goals and multi-year market
conditions as determined by the Committee.
Long-term equity compensation awards
The long-term compensation awards include components based on the Company’s total shareholder return over the upcoming
three-year period and the employee’s continued service as of the vesting dates. The total shareholder return component is
subject to bright-line tests that compare the Company’s total shareholder return to the Nareit Equity Index and to the member
companies of the Nareit industrial index.
The following table summarizes the assumptions used in the Monte Carlo simulation pricing model used to determine the grant
date fair value of the multi-year market conditions component of the long-term compensation awards for 2022, 2021 and 2020:
Valuation date
Risk-free interest rate
Expected share price volatility for the Company
Expected share price volatility for peer group companies - low end of range
Expected share price volatility for peer group companies - high end of range
Expected dividend yield
Number of simulation paths
Grant date fair value (in thousands)
2022 Award
2021 Award
2020 Award
3/3/2022
2/25/2021
3/6/2020
1.64 %
30.01 %
26.32 %
50.10 %
2.27 %
0.39 %
30.51 %
26.87 %
54.25 %
2.27 %
0.62 %
16.72 %
14.40 %
49.23 %
2.28 %
1,000,000
1,000,000
1,000,000
$
2,912
2,941
2,037
The risk-free interest rate is based on zero coupon risk-free rates matching the three-year time period of the market performance
period. The expected share price volatilities are based on a mix of the historical and implied volatilities of the Company and the
peer group companies. The expected dividend yield is based on the expected annual cash dividend as of the valuation date
divided by the Company’s stock price on the valuation date. These market based awards are expensed on a straight-line basis
over the requisite service period (75% vests at the end of the three-year performance period and 25% vests the following year).
74
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the total shareholder return component of the long-term compensation awards for the four years
ended December 31, 2022:
2022 Award
2021 Award
2020 Award
2019 Award
Grant date
Performance period
3/3/2022
2/25/2021
3/6/2020
3/7/2019
1/1/22 - 12/31/24 1/1/21 - 12/31/23 1/1/20 - 12/31/22 1/1/19 - 12/31/21
Range of earnable shares - low end of range
Range of earnable shares - high end of range
Shares determined
—
27,212
—
36,400
—
25,261
N/A (1)
N/A (1)
N/A (1)
—
33,442
30,990
(1) The performance conditions for this award have not yet been satisfied and the number of shares have not yet been determined.
The long term awards subject only to continuing employment are expensed on a straight-line basis over the requisite service
period (25% vests in each of the following four years). The following table presents the service only component of the long-
term compensation awards for the four years ended December 31, 2022:
Grant date
Shares granted
Grant date share price
2022 Award
2021 Award
2020 Award
2019 Award
3/3/2022
2/25/2021
3/6/2020
3/7/2019
5,830
193.54
$
7,801
138.93
7,217
131.36
9,947
105.97
Annual equity compensation awards
The annual equity compensation awards include components based on certain annual Company performance measures and
individual annual performance goals over the upcoming year. The certain Company performance measures for 2022 are: (i)
funds from operations “FFO” per share, (ii) cash same property net operating income change, (iii) debt-to-EBITDAre ratio, and
(iv) fixed charge coverage. The Company begins recognizing expense for its estimate of the shares that could be earned
pursuant to these awards on the grant date; the expense is adjusted to estimated performance levels during the performance
period and to actual upon the determination of the awards. The shares are expensed using the graded vesting attribution method
which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite
service period (34% vests at the end of the one-year performance period and 33% vests in each of the following two years).
The following table presents the Company performance measures component of the annual equity compensation awards for the
three years ended December 31, 2022:
Grant date
Performance period
Range of earnable shares - low end of range
Range of earnable shares - high end of range
Shares determined
Grant date share price
2022 Award
2021 Award
2020 Award
3/3/2022
2/25/2021
3/6/2020
1/1/22 - 12/31/22 1/1/21 - 12/31/21 1/1/20 - 12/31/20
—
13,289
N/A (1)
$
193.54
—
19,052
18,798
138.93
—
19,282
18,380
131.36
(1) The performance conditions for this award have not yet been satisfied and the number of shares have not yet been determined.
Any shares issued pursuant to the individual annual performance goals are determined by the Committee in its discretion
following the performance period. The Company begins recognizing the expense for the shares on the grant date and expenses
on a straight-line basis over the remaining service period (34% vests at the end of the one-year performance period and 33%
vests in each of the following two years).
75
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the individual performance goals component of the annual equity compensation awards for the
three years ended December 31, 2022:
Grant date
Performance period
Range of earnable shares - low end of range
Range of earnable shares - high end of range
Shares determined
Grant date share price
2022 Award
2021 Award
2020 Award
N/A (1)
2/16/2022
2/17/2021
1/1/22 - 12/31/22 1/1/21 - 12/31/21 1/1/20 - 12/31/20
—
3,323
N/A (1)
N/A (1)
—
4,756
4,374
$
190.89
—
4,812
4,156
142.89
(1) The performance conditions for this award have not yet been satisfied and the grant date and number of shares have not yet
been determined.
Equity compensation is also awarded to the Company’s non-executive officers, which are subject to service only conditions and
expensed on a straight-line basis over the requisite service period (20% vests in each of the following five years). The total
compensation expense is based upon the fair market value of the shares on the grant date. The following table presents the
compensation awards to non-executive officers for the three years ended December 31, 2022:
Grant date
Shares granted
Grant date share price
2022 Award
2021 Award
2020 Award
6/20/2022
7/7/2021
5/6/2020
11,225
148.48
$
9,200
168.35
12,300
105.30
The Committee has adopted an Equity Award Retirement Policy (the “retirement policy”) which allows for accelerated vesting
of unvested shares for retirement-eligible employees (defined as employees who meet certain age and years of service
requirements). In order to qualify for accelerated vesting upon retirement, the eligible employees must provide required
notification under the retirement policy and must retire from the Company. The Company has adjusted its stock-based
compensation expense to accelerate the recognition of expense for retirement-eligible employees.
Stock-based compensation cost for employees was $10,236,000, $9,136,000 and $7,605,000 for 2022, 2021 and 2020,
respectively, of which $2,510,000, $2,336,000 and $1,923,000 were capitalized as part of the Company’s development costs for
the respective years. As of December 31, 2022, there was $4,177,000 of unrecognized compensation cost related to unvested
restricted stock compensation for employees and directors that is expected to be recognized over a weighted average period of
2.6 years.
During the restricted period for awards no longer subject to contingencies, dividends are accrued based upon the number of
shares expected to be awarded. As of December 31, 2022, 2021 and 2020, accrued dividends on unvested restricted stock were
$1,610,000, $1,585,000 and $1,433,000, respectively. Of the shares that vested in 2022, 2021 and 2020, 34,251 shares, 30,252
shares and 36,445 shares, respectively, were withheld by the Company to satisfy the tax obligations for those employees who
elected this option as permitted under the applicable equity plan.
76
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Following is a summary of the total restricted shares granted, forfeited and delivered (vested) to employees with the related
weighted average grant date fair value share prices for 2022, 2021 and 2020. As of the grant dates, the aggregate fair value of
shares that were granted during 2022, 2021 and 2020 was $8,655,000, $7,682,000 and $7,028,000, respectively. As of the
vesting dates, the aggregate fair value of shares that vested during 2022, 2021 and 2020 was $17,124,000, $10,322,000 and
$11,754,000, respectively.
Restricted Stock Activity:
Shares
Years Ended December 31,
2022
2021
2020
Weighted
Average
Grant Date
Fair Value
Shares
Weighted
Average
Grant Date
Fair Value
Shares
Weighted
Average
Grant Date
Fair Value
Unvested at beginning of year
Granted (1) (2)
Forfeited
Vested
Unvested at end of year
106,056 $
116.37
113,125 $
100.86
130,884 $
82.78
71,217
121.52
66,623
115.30
69,446
—
(80,565)
96,708
—
102.42
131.79
—
(73,692)
106,056
—
91.59
116.37
(440)
(86,765)
113,125
101.19
112.14
73.80
100.86
(1) Includes shares granted in prior years for which performance conditions have been satisfied and the number of shares have been
determined.
(2) Does not include the restricted shares that may be earned if the performance goals established in 2020 and 2021 for long-term
performance and in 2022 for annual and long-term performance are achieved. Depending on the actual level of achievement of the
goals at the end of the open performance periods, the number of shares earned could range from zero to 105,485.
Following is a vesting schedule of the total unvested shares for employees as of December 31, 2022:
Unvested Shares Vesting Schedule
Number of Shares
2023
2024
2025
2026
2027
Total Unvested Shares
51,937
27,034
9,951
5,541
2,245
96,708
Directors Equity Awards
The Board of Directors has adopted a policy under the 2013 Equity Plan pursuant to which awards will be made to non-
employee Directors. The current policy provides that the Company shall automatically award an annual restricted share award
to each non-employee Director who has been elected or re-elected as a member of the Board of Directors at the Annual
Meeting. The number of shares shall be equal to $110,000 divided by the fair market value of a share on the date of such
election. If a non-employee Director is elected or appointed to the Board of Directors other than at an Annual Meeting of the
Company, the annual restricted share award shall be pro rated. The restricted shares vest in full on the earlier of the one-year
anniversary of the date of grant or the next annual meeting of shareholders following the date of grant, subject to the non-
employee director’s continued service on the Board through such vesting date, subject to certain exceptions. The shares are
expensed on a straight-line basis over the service period. The policy also provides that each new non-employee Director
appointed or elected will receive an automatic award of restricted shares of Common Stock on the effective date of election or
appointment equal to $25,000 divided by the fair market value of the Company’s Common Stock on such date. These restricted
shares will vest 25% per year over a four-year period upon the performance of future service as a Director, subject to certain
exceptions. The shares are expensed on a straight-line basis over the service period.
Directors were granted 5,568 shares of common stock as annual restricted share awards for 2022. Directors were issued 4,466
shares and 8,182 shares of common stock as annual retainer awards for 2021 and 2020, respectively.
Stock-based compensation expense for directors was $566,000, $711,000 and $897,000 for 2022, 2021 and 2020, respectively.
77
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Following is a summary of the total restricted shares granted, forfeited and delivered (vested) to directors with the related
weighted average grant date fair value share prices for 2022, 2021 and 2020. As of the vesting dates, the fair value of shares
that vested during 2022, 2021 and 2020 was $8,000, $21,000 and $9,000, respectively.
Restricted Stock Activity:
Shares
Years Ended December 31,
2022
2021
2020
Weighted
Average
Grant Date
Fair Value
Shares
Weighted
Average
Grant Date
Fair Value
Shares
Weighted
Average
Grant Date
Fair Value
Unvested at beginning of year
156 $
120.39
278 $
112.45
140 $
88.86
Granted
Forfeited
Vested
Unvested at end of year
5,696
—
(52)
5,800
159.00
—
120.39
158.31
—
—
—
—
(122)
156
102.30
120.39
208
—
(70)
278
120.39
—
88.86
112.45
(11) COMPREHENSIVE INCOME
Total Comprehensive Income is comprised of net income plus all other changes in equity from non-owner sources and is
presented on the Consolidated Statements of Income and Comprehensive Income. The components of Accumulated other
comprehensive income (loss) for 2022, 2021 and 2020 are presented in the Company’s Consolidated Statements of Changes in
Equity and are summarized below. See Note 12 for information regarding the Company’s interest rate swaps.
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS):
(In thousands)
Balance at beginning of year
Other comprehensive income (loss) - interest rate swaps
Balance at end of year
$
$
1,302
35,069
36,371
(10,752)
2,807
12,054
1,302
(13,559)
(10,752)
Years Ended December 31,
2022
2021
2020
(12) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The Company is exposed to certain risks 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 risk, including interest rate, liquidity and credit risk primarily by managing the
amount, sources and duration of its debt funding and, to a limited extent, the use of derivative instruments.
Specifically, the Company has entered into derivative instruments to manage exposures that arise from business activities that
result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The
Company’s derivative instruments, described below, are used to manage differences in the amount, timing and duration of the
Company’s known or expected cash payments principally related to certain of the Company’s borrowings.
The Company’s objective in using interest rate derivatives is to change variable interest rates to fixed interest rates by using
interest rate swaps. Interest rate swaps designated as cash flow hedges involve the receipt of variable rate 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.
As of December 31, 2022, EastGroup had eight interest rate swaps outstanding, all of which are used to hedge the variable cash
flows associated with unsecured loans. All of the Company’s interest rate swaps convert the related loans’ LIBOR or SOFR
rate components to effectively fixed interest rates, and the Company has concluded that each of the hedging relationships is
highly effective.
78
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The changes in the fair value of derivatives designated and qualifying as cash flow hedges are recorded in Other comprehensive
income (loss) and are subsequently reclassified into earnings through Interest expense as interest payments are made or received
on the Company’s variable rate debt in the period that the hedged forecasted transaction affects earnings. The Company
estimates that an additional $16,024,000 will be reclassified from Accumulated other comprehensive income (loss) as a decrease
to Interest expense over the next twelve months.
During the year ended December 31, 2021, the Company’s valuation methodology for over-the-counter (“OTC”) derivatives
was to discount cash flows based on Overnight Index Swap (“OIS”) rates. Uncollateralized or partially-collateralized trades
were discounted at OIS rates, but included appropriate economic adjustments for funding costs and credit risk. During the year
ended December 31, 2022, the Company discontinued using OIS discount factors, and replaced them with SOFR discount
factors primarily as a result of recent developments in market conditions. The Company calculates its derivative values using
mid-market prices.
In July 2017, the Financial Conduct Authority announced it intended to stop compelling banks to submit rates for the
calculation of LIBOR after 2021. In March 2021, the ICE Benchmark Administration, the administrator of LIBOR, announced
its intention to cease publication of certain LIBOR settings after 2021, while continuing to publish overnight and one-, three-,
six-, and twelve-month U.S. dollar LIBOR rates through June 30, 2023. While this announcement extended the transition period
to June 2023, the United States Federal Reserve Board and other regulatory bodies concurrently issued guidance encouraging
banks and other financial market participants to cease entering into new contracts that use U.S. dollar LIBOR as a reference rate
as soon as practicable and in any event no later than December 31, 2021. In the U.S., the Alternative Reference Rates
Committee, which was convened by the Federal Reserve Board and the Federal Reserve Bank of New York, has recommended
that the SOFR plus a recommended spread adjustment as its preferred alternative to USD-LIBOR. There are significant
differences between LIBOR and SOFR, such as LIBOR being an unsecured lending rate while SOFR is a secured rate, and
SOFR is an overnight rate while LIBOR reflects term rates at different maturities.
We expect that all LIBOR settings relevant to us will cease to be published or will no longer be representative after June 30,
2023. As a result, all of the Company’s LIBOR-based borrowings and hedges that extend beyond such date have been amended
to modify the index from LIBOR to SOFR. Concurrently, the related swaps were amended to reference SOFR rather than
LIBOR. The transition did not have a material impact on our consolidated financial statements. While we expect LIBOR to be
available in substantially its current form until June 30, 2023, it is possible that LIBOR will become unavailable prior to that
point. This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator. In that case,
the risks associated with the transition to an alternative reference rate will be accelerated and may be magnified.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference
Rate Reform on Financial Reporting. ASU 2020-04 contains practical expedients for reference rate reform related activities that
impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as
reference rate reform activities occur. The Company elected to apply the hedge accounting expedients related to probability and
the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged
transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the
presentation of derivatives consistent with past presentation. In December 2022, the FASB issued ASU 2022-06, Deferral of the
Sunset Date of Topic 848, which was issued to defer the sunset date of Topic 848 to December 31, 2024. ASU 2022-06 is
effective immediately for all companies. ASU 2022-06 has no impact on the Company’s consolidated financial statements for
the year ended December 31, 2022. The Company continues to evaluate the impact of the guidance and may apply other
elections as applicable as additional changes in the market occur.
As of December 31, 2022 and 2021, the Company had the following outstanding interest rate derivatives that are designated as
cash flow hedges of interest rate risk:
Interest Rate Derivative
Notional Amount as of December 31, 2022
Notional Amount as of December 31, 2021
(In thousands)
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
Interest Rate Swap
—
$65,000
$100,000
$100,000
$50,000
$100,000
$75,000
$50,000
$100,000
$75,000
$65,000
$100,000
$100,000
$50,000
—
—
—
—
79 EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the
Consolidated Balance Sheets as of December 31, 2022 and 2021. See Note 16 for additional information on the fair value of
the Company’s interest rate swaps.
Derivatives
As of December 31, 2022
Derivatives
As of December 31, 2021
Balance Sheet Location
Fair Value
Balance Sheet Location
Fair Value
(In thousands)
Derivatives designated as cash flow hedges:
Interest rate swap assets
Interest rate swap liabilities
Other assets
Other liabilities
$
38,352 Other assets
1,981 Other liabilities
$
2,237
935
The table below presents the effect of the Company’s derivative financial instruments on the Consolidated Statements of
Income and Comprehensive Income for the years ended December 31, 2022, 2021 and 2020:
Years Ended December 31,
2022
2021
2020
(In thousands)
DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS
Interest Rate Swaps:
Amount of income (loss) recognized in Other comprehensive income (loss)
on derivatives
Amount of (income) loss reclassified from Accumulated other
comprehensive income (loss) into Interest expense
$
37,563
7,747
(17,364)
(2,494)
4,307
3,805
See Note 11 for additional information on the Company’s Accumulated other comprehensive income (loss) resulting from its
interest rate swaps.
Derivative financial agreements expose the Company to credit risk in the event of non-performance by the counterparties under
the terms of the interest rate hedge agreements. The Company believes it minimizes the credit risk by transacting with financial
institutions the Company regards as credit-worthy.
The Company has an agreement with its derivative counterparties containing a provision stating that the Company could be
declared in default on its derivative obligations if the Company defaults on any of its indebtedness, including default where
repayment of the indebtedness has not been accelerated by the lender. If the Company breached any of these provisions it
would be required to settle its obligations under the agreements at their termination value of $36,959,000 as of December 31,
2022.
(13) EARNINGS PER SHARE
The Company applies ASC 260, Earnings Per Share, which requires companies to present basic and diluted earnings per share
(“EPS”). Basic EPS represents the amount of earnings for the period attributable to each share of common stock outstanding
during the reporting period. The Company’s basic EPS is calculated by dividing Net Income Attributable to EastGroup
Properties, Inc. Common Stockholders by the weighted average number of common shares outstanding. The weighted average
number of common shares outstanding does not include any potentially dilutive securities or any unvested restricted shares of
common stock. These unvested restricted shares, although classified as issued and outstanding, are considered forfeitable until
the restrictions lapse and will not be included in the basic EPS calculation until the shares are vested.
Diluted EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the
reporting period and to each share that would have been outstanding assuming the issuance of common shares for all dilutive
potential common shares outstanding during the reporting period. The Company calculates diluted EPS by dividing Net Income
Attributable to EastGroup Properties, Inc. Common Stockholders by the weighted average number of common shares
outstanding plus the dilutive effect of unvested restricted stock. The dilutive effect of unvested restricted stock is determined
using the treasury stock method.
80
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Reconciliation of the numerators and denominators in the basic and diluted EPS computations is as follows:
BASIC EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TO
EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
Numerator – net income attributable to common stockholders
Denominator – weighted average shares outstanding
DILUTED EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE
TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS
2022
2021
2020
(In thousands)
$ 186,182
42,599
157,557
40,255
108,363
39,185
Numerator – net income attributable to common stockholders
$ 186,182
157,557
108,363
Denominator:
Weighted average shares outstanding
Unvested restricted stock
Diluted weighted average shares outstanding
(14) DEFINED CONTRIBUTION PLAN
42,599
113
42,712
40,255
122
40,377
39,185
111
39,296
EastGroup maintains a 401(k) plan for its employees. The Company makes matching contributions of 50% of the employee’s
contribution (limited to 10% of compensation as defined by the plan) and may also make annual discretionary
contributions. The Company’s total expense for this plan was $1,158,000, $1,106,000 and $851,000 for 2022, 2021 and 2020,
respectively.
(15) LEGAL MATTERS
The Company is not presently involved in any material litigation nor, to its knowledge, is any material litigation threatened
against the Company or its properties, other than routine litigation arising in the ordinary course of business.
(16) FAIR VALUE OF FINANCIAL INSTRUMENTS
ASC 820, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. ASC 820 also provides guidance for
using fair value to measure financial assets and liabilities. The Codification requires disclosure of the level within the fair value
hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical
assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar
instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the
market (Level 3).
81
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments in
accordance with ASC 820 at December 31, 2022 and 2021.
Financial Assets:
Cash and cash equivalents
Interest rate swap assets
Financial Liabilities:
Unsecured bank credit facilities - variable rate (2)
Unsecured debt (2)
Secured debt (2)
Interest rate swap liabilities
December 31,
2022
2021
Carrying
Amount (1)
Fair
Value
Carrying
Amount (1)
Fair
Value
(In thousands)
$
56
56
38,352
38,352
4,393
2,237
4,393
2,237
170,000
169,684
209,210
209,202
1,695,000
1,548,221
1,245,000
1,267,702
2,041
1,981
1,918
1,981
2,156
935
2,269
935
(1) Carrying amounts shown in the table are included in the Consolidated Balance Sheets under the indicated captions, except as
indicated in the notes below.
(2) Carrying amounts and fair values shown in the table exclude debt issuance costs (see Notes 5 and 6 for additional information).
The following methods and assumptions were used to estimate the fair value of each class of financial instruments:
Cash and cash equivalents: The carrying amounts approximate fair value due to the short maturity of those instruments.
Interest rate swap assets (included in Other assets on the Consolidated Balance Sheets): The instruments are recorded at fair
value based on models using inputs, such as interest rate yield curves, and LIBOR or SOFR swap curves, observable for
substantially the full term of the contract (Level 2 input). See Note 12 for additional information on the Company’s interest rate
swaps.
Unsecured bank credit facilities: The fair value of the Company’s unsecured bank credit facilities is estimated by discounting
expected cash flows at current market rates (Level 2 input), excluding the effects of debt issuance costs.
Unsecured debt: The fair value of the Company’s unsecured debt is estimated by discounting expected cash flows at the rates
currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers (Level 2
input), excluding the effects of debt issuance costs.
Secured debt: The fair value of the Company’s secured debt is estimated by discounting expected cash flows at the rates
currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers (Level 2
input), excluding the effects of debt issuance costs.
Interest rate swap liabilities (included in Other liabilities on the Consolidated Balance Sheets): The instruments are recorded
at fair value based on models using inputs, such as interest rate yield curves, and LIBOR or SOFR swap curves, observable for
substantially the full term of the contract (Level 2 input). See Note 12 for additional information on the Company’s interest rate
swaps.
(17) SUBSEQUENT EVENTS
During the year ended December 31, 2022, the Company agreed to terms on a $100,000,000 senior unsecured term loan with
interest only payments, bearing interest at the annual rate of SOFR plus an applicable margin based on the Company’s senior
unsecured long-term debt rating. The loan closed and funded in January 2023, subsequent to year end, and has a seven-year
term. The Company also entered into an interest rate swap agreement to convert the loan’s SOFR rate component to a fixed
interest rate for the entire term of the loan, providing a total effectively fixed interest rate of 5.27%.
Also during the year ended December 31, 2022, EastGroup amended its unsecured bank credit facilities, effective January
2023, to expand the total capacity on its unsecured bank credit facilities from $475,000,000 to $675,000,000, subsequent to year
end. In conjunction with the amendment, LIBOR was replaced by SOFR as the benchmark interest rate. There were no other
significant changes, and the maturity date remains July 30, 2025.
82
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98
(a) Changes in Real Estate Properties and Development and Value-Add Properties follow:
Balance at beginning of year
Purchases of real estate properties
Development of real estate properties and value-add properties
Improvements to real estate properties
Right-of-use assets, net – ground leases
Real estate assets held for sale
Carrying amount of investments sold
Write-off of improvements
Balance at end of year (1)
Years Ended December 31,
2022
2021
2020
(In thousands)
$
4,051,325
3,519,085
3,264,566
353,221
506,154
40,654
(3,244)
—
(9,811)
(3,878)
104,205
415,260
36,692
11,562
(18,233)
(15,288)
(1,958)
46,240
195,446
33,522
(924)
—
(17,182)
(2,583)
$
4,934,421
4,051,325
3,519,085
(1) Includes noncontrolling interest in joint ventures of $700,000, $1,379,000 and $852,000 at December 31, 2022, 2021
and 2020, respectively.
Changes in the accumulated depreciation on real estate properties follow:
Balance at beginning of year
Depreciation expense
Real estate assets held for sale
Accumulated depreciation on assets sold
Other
Balance at end of year
Years Ended December 31,
2022
2021
2020
(In thousands)
$
1,035,617
125,199
—
(6,068)
(3,934)
955,328
104,910
(12,538)
(10,178)
(1,905)
871,139
96,290
—
(9,599)
(2,502)
$
1,150,814
1,035,617
955,328
(b) The estimated aggregate cost of real estate properties at December 31, 2022 for federal income tax purposes was
approximately $4,569,758,000 before estimated accumulated tax depreciation of $870,204,000. The federal income tax
return for the year ended December 31, 2022, has not been filed and accordingly, this estimate is based on preliminary data.
(c) The Company computes depreciation using the straight-line method over the estimated useful lives of the buildings
(generally 40 years) and improvements (generally 3 to 15 years).
(d) The Company transfers properties from the development and value-add program to Real estate properties as follows: (i) for
development properties, at the earlier of 90% occupancy or one year after completion of the shell construction, and (ii) for
value-add properties, at the earlier of 90% occupancy or one year after acquisition. Upon the earlier of 90% occupancy or
one year after completion of the shell construction, capitalization of development costs, including interest expense, property
taxes and internal personnel costs, ceases and depreciation commences on the entire property (excluding the land).
99
ITEM 16. FORM 10-K SUMMARY.
None.
100 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
SIGNATURES
EASTGROUP PROPERTIES, INC.
By: /s/ MARSHALL A. LOEB
Marshall A. Loeb, Chief Executive Officer, President and Director
February 15, 2023
We, the undersigned officers and directors of EastGroup Properties, Inc., hereby severally constitute and appoint Brent W.
Wood as our true and lawful attorney, with full power to sign for us and in our names in the capacities indicated below, any and
all amendments to this Annual Report on Form 10-K and generally to do all such things in our name and behalf in such capacity
to enable EastGroup Properties, Inc. to comply with the applicable provisions of the Securities Exchange Act of 1934, as
amended, and we hereby ratify and confirm our signatures as they may be signed by our said attorney to any and all such
amendments.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the Registrant and in the capacities and on the dates indicated.
/s/ D. Pike Aloian
D. Pike Aloian, Director
February 15, 2023
/s/ Donald F. Colleran
Donald F. Colleran, Director
February 15, 2023
/s/ David M. Fields
David M. Fields, Director
February 15, 2023
/s/ Katherine M. Sandstrom
Katherine M. Sandstrom, Director
February 15, 2023
/s/ H. Eric Bolton, Jr.
H. Eric Bolton, Jr., Director
February 15, 2023
/s/ Hayden C. Eaves III
Hayden C. Eaves III, Director
February 15, 2023
/s/ Mary Elizabeth McCormick
Mary Elizabeth McCormick, Director
February 15, 2023
/s/ David H. Hoster II
David H. Hoster II, Chairman of the Board
February 15, 2023
101
/s/ MARSHALL A. LOEB
Marshall A. Loeb, Chief Executive Officer,
President and Director
(Principal Executive Officer)
February 15, 2023
/s/ STACI H. TYLER
Staci H. Tyler, Senior Vice-President, Chief Accounting Officer
and Secretary
(Principal Accounting Officer)
February 15, 2023
/s/ BRENT W. WOOD
Brent W. Wood, Executive Vice-President,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
February 15, 2023
102
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The niche of “last mile, shallow bay
The niche of “last mile, shallow bay
distribution” uniquely positions
distribution” uniquely positions
EastGroup among its peers. The
EastGroup among its peers. The
majority of our institutional industrial
majority of our institutional industrial
peers develop large, big box (500,000
peers develop large, big box (500,000
square feet and above) properties,
square feet and above) properties,
with few in-fill projects. In contrast, our
with few in-fill projects. In contrast, our
typical buildings are 80,000 to 150,000
typical buildings are 80,000 to 150,000
square feet in in-fill locations near
square feet in in-fill locations near
transportation hubs and in the path
transportation hubs and in the path
of population growth, making them
of population growth, making them
ideally suited for the prospective new
ideally suited for the prospective new
and growing demand source as well
and growing demand source as well
as our traditional users.
as our traditional users.
RESULTS
RESULTS
FINANCIAL STRENGTH
FINANCIAL STRENGTH
At December 31, 2022, our quarterly
At December 31, 2022, our quarterly
debt-to-EBITDA ratio was 5.1 times,
debt-to-EBITDA ratio was 5.1 times,
and our floating rate bank debt was
and our floating rate bank debt was
approximately 2% of total market
approximately 2% of total market
capitalization. For the year, our interest
capitalization. For the year, our interest
and fixed charge coverage ratio was
and fixed charge coverage ratio was
8.8 times.
8.8 times.
Moody’s Investors Service has assigned
Moody’s Investors Service has assigned
EastGroup’s issuer rating of Baa2 with
EastGroup’s issuer rating of Baa2 with
Funds from Operations (“FFO”) for 2022
Funds from Operations (“FFO”) for 2022
a stable outlook.
a stable outlook.
were $7.00 per share as compared to
were $7.00 per share as compared to
$6.09 per share in 2021, an increase
$6.09 per share in 2021, an increase
of 14.9%. This represented the 12th
of 14.9%. This represented the 12th
consecutive year of FFO per share
consecutive year of FFO per share
growth as compared to the previous
growth as compared to the previous
year’s results.
year’s results.
Portfolio leasing and occupancy were
Portfolio leasing and occupancy were
98.7% and 98.3% at December 31, 2022,
98.7% and 98.3% at December 31, 2022,
respectively. We experienced a 39%
respectively. We experienced a 39%
increase in rents for leases (both new
increase in rents for leases (both new
and renewal) executed in 2022 with
and renewal) executed in 2022 with
straight-lining (average rent over the life
straight-lining (average rent over the life
of the lease) and a 24.7% increase on a
of the lease) and a 24.7% increase on a
cash basis. This marked a record annual
cash basis. This marked a record annual
straight-line rent increase and was our
straight-line rent increase and was our
eighth consecutive year of double digit
eighth consecutive year of double digit
straight-line rental rate increases.
straight-line rental rate increases.
We primarily use our lines of credit
We primarily use our lines of credit
to fund development and new
to fund development and new
investments. Then, as market
investments. Then, as market
conditions permit, we issue equity
conditions permit, we issue equity
and/or longer-term debt to replace
and/or longer-term debt to replace
the short-term, variable interest rate
the short-term, variable interest rate
bank borrowings.
bank borrowings.
In summary, we remain committed
In summary, we remain committed
to maintaining a healthy balance
to maintaining a healthy balance
sheet and to the value creation our
sheet and to the value creation our
development program produces.
development program produces.
DEVELOPMENT
DEVELOPMENT
EastGroup’s development program
EastGroup’s development program
has a long and successful record of
has a long and successful record of
creating value for our shareholders.
creating value for our shareholders.
EGP
EGP
FTSE Nareit Equity REITs
FTSE Nareit Equity REITs
S&P 500
S&P 500
$60,000
$60,000
$50,000
$50,000
$40,000
$40,000
$30,000
$30,000
$20,000
$20,000
$10,000
$10,000
feet of quality, state-of-the-art assets
feet of quality, state-of-the-art assets
comprising roughly 48% of our
comprising roughly 48% of our
portfolio.
portfolio.
Ideally, we will develop parks with the
Ideally, we will develop parks with the
potential for multiple buildings where
potential for multiple buildings where
we create and control a uniform high
we create and control a uniform high
quality environment or sense of place.
quality environment or sense of place.
This allows us the flexibility to serve
This allows us the flexibility to serve
our customers by meeting their
our customers by meeting their
evolving space needs over time.
evolving space needs over time.
EastGroup is an “in-fill” site
EastGroup is an “in-fill” site
developer. We are comfortable
developer. We are comfortable
initiating speculative development
initiating speculative development
in submarkets where we have an
in submarkets where we have an
existing successful presence. These
existing successful presence. These
development submarkets generally
development submarkets generally
are supply constrained due to limited
are supply constrained due to limited
land for new industrial development
land for new industrial development
or have cost or zoning barriers to entry.
or have cost or zoning barriers to entry.
In addition, the vast majority of our
In addition, the vast majority of our
developments are subsequent phases
developments are subsequent phases
of existing multi-building industrial
of existing multi-building industrial
parks; therefore, we view the risks to be
parks; therefore, we view the risks to be
materially lower versus traditional “edge
materially lower versus traditional “edge
of town” greenfield developments.
of town” greenfield developments.
Further reducing our risk is our
Further reducing our risk is our
approach to not bank excessive
approach to not bank excessive
land on our balance sheet. In other
land on our balance sheet. In other
words, we work to minimize the time
words, we work to minimize the time
between closing and ground-breaking
between closing and ground-breaking
— “just in time delivery” if we were
— “just in time delivery” if we were
a manufacturer. Within our phased
a manufacturer. Within our phased
business park developments, we
business park developments, we
typically start construction as leasing
typically start construction as leasing
within the park dictates. For example,
within the park dictates. For example,
if we have more prospects than space,
if we have more prospects than space,
we have optimism about the next
we have optimism about the next
building as opposed to relying on a
building as opposed to relying on a
consultant’s market study. As a result,
consultant’s market study. As a result,
we basically “restock the shelves” to
we basically “restock the shelves” to
borrow a retail vernacular.
borrow a retail vernacular.
Due to strong industrial property
Due to strong industrial property
fundamentals and our own leasing
fundamentals and our own leasing
success, we began construction
success, we began construction
on 14 projects in 2022 containing
on 14 projects in 2022 containing
2.7 million square feet. During the year,
2.7 million square feet. During the year,
we transferred 19 properties with
we transferred 19 properties with
3.6 million square feet, which were
3.6 million square feet, which were
99% leased as of December 31, 2022,
99% leased as of December 31, 2022,
into our operating portfolio.
into our operating portfolio.
We believe our development program
We believe our development program
shareholder value. We have the right
shareholder value. We have the right
land, permitted buildings, available
land, permitted buildings, available
capital and an experienced and
capital and an experienced and
proven development team. As always,
proven development team. As always,
however, any future development will
however, any future development will
THE FUTURE
THE FUTURE
Before looking forward, I want to
Before looking forward, I want to
thank two people who helped build
thank two people who helped build
this Company. David Hoster and
this Company. David Hoster and
Hayden Eaves will not be standing
Hayden Eaves will not be standing
for re-election as directors at our
for re-election as directors at our
upcoming 2023 Annual Meeting of
upcoming 2023 Annual Meeting of
Shareholders. Hayden joined our board
Shareholders. Hayden joined our board
in 2002 and has not only provided us
in 2002 and has not only provided us
with decades of sound advice but is a
with decades of sound advice but is a
VALUE CREATION
VALUE CREATION
As we evaluate value creation
As we evaluate value creation
opportunities, we look across the
opportunities, we look across the
spectrum. This ranges from raw
spectrum. This ranges from raw
development land to vacant buildings
development land to vacant buildings
(typically where construction was
(typically where construction was
recently completed) to existing partially
recently completed) to existing partially
vacant projects and finally, to fully
vacant projects and finally, to fully
leased buildings with near term leases
leased buildings with near term leases
expiring at below market rates. In other
expiring at below market rates. In other
words, we look into the “headlights” to
words, we look into the “headlights” to
evaluate what income creation we can
evaluate what income creation we can
add in those first years of ownership.
add in those first years of ownership.
While we consider long-term trends in a
While we consider long-term trends in a
city and within our sub-markets, we shy
city and within our sub-markets, we shy
away from being too quantitative with
away from being too quantitative with
those projections given the difficulty
those projections given the difficulty
of predicting an economic downturn
of predicting an economic downturn
much less one a handful of years or
much less one a handful of years or
more into the future. Or as our founder,
more into the future. Or as our founder,
Leland Speed, used to say, “I never met
Leland Speed, used to say, “I never met
a pro forma I didn’t like”.
a pro forma I didn’t like”.
PRIORITIES
PRIORITIES
corporate responsibility is strong and
corporate responsibility is strong and
model of what our culture has become.
model of what our culture has become.
an ongoing process. We continue to
an ongoing process. We continue to
David joined the Company in 1983,
David joined the Company in 1983,
grow our community outreach, develop
grow our community outreach, develop
later serving as CEO and Chair of the
later serving as CEO and Chair of the
properties to high sustainability
properties to high sustainability
Board. He has shaped and guided the
Board. He has shaped and guided the
standards and remain committed to
standards and remain committed to
Company over many decades. Hayden
Company over many decades. Hayden
high standards of governance and
high standards of governance and
and David will be greatly missed
and David will be greatly missed
ethical conduct. Our latest company-
ethical conduct. Our latest company-
after leaving an indelible mark on
after leaving an indelible mark on
wide ESG report is available on the
wide ESG report is available on the
the Company.
the Company.
Company’s website.
Company’s website.
Now looking ahead, we achieved the
Now looking ahead, we achieved the
Included in the ESG report, you’ll see
Included in the ESG report, you’ll see
highest FFO per share in EastGroup’s
highest FFO per share in EastGroup’s
photos of our team participating in
photos of our team participating in
history. We achieved this with high
history. We achieved this with high
community service, tenant outreach
community service, tenant outreach
occupancy levels and record rent
occupancy levels and record rent
and Earth Day events. Our report
and Earth Day events. Our report
also describes environmentally-
also describes environmentally-
growth, and by successfully bringing
growth, and by successfully bringing
new investments online, all while
new investments online, all while
friendly features incorporated into our
friendly features incorporated into our
maintaining a conservative balance
maintaining a conservative balance
properties and the data management
properties and the data management
sheet. And though we are proud of
sheet. And though we are proud of
platform we implemented during 2022
platform we implemented during 2022
what we achieved in 2022, we are
what we achieved in 2022, we are
to track energy and water consumption
to track energy and water consumption
excited about the prospects for 2023.
excited about the prospects for 2023.
at our properties. 2022 also brought
at our properties. 2022 also brought
Economic uncertainty has raised
Economic uncertainty has raised
further enhancements to our employee
further enhancements to our employee
interest rates and materially slowed
interest rates and materially slowed
benefits program, including an
benefits program, including an
employee equity award program.
employee equity award program.
new development. After a number of
new development. After a number of
strong years in the market, a period
strong years in the market, a period
As a company, we are committed to
As a company, we are committed to
of uncertainty may be helpful. It is in a
of uncertainty may be helpful. It is in a
furthering our ESG program, and we
furthering our ESG program, and we
choppy market where we’ve historically
choppy market where we’ve historically
be set by our own leasing activity as
be set by our own leasing activity as
During 2022, we remained focused on
During 2022, we remained focused on
discuss ESG matters at least quarterly
discuss ESG matters at least quarterly
found our best opportunities. We
found our best opportunities. We
opposed to set targets or simply high-
opposed to set targets or simply high-
environmental, social and governance
environmental, social and governance
with our Board and management team.
with our Board and management team.
will be patient and disciplined when
will be patient and disciplined when
level market research.
level market research.
(“ESG”) initiatives. Our commitment to
(“ESG”) initiatives. Our commitment to
DIVIDENDS
DIVIDENDS
In September, EastGroup raised its
In September, EastGroup raised its
quarterly dividend by 13.6% to $1.25
quarterly dividend by 13.6% to $1.25
per share. The fourth quarter dividend
per share. The fourth quarter dividend
was our 172nd consecutive quarterly
was our 172nd consecutive quarterly
cash distribution to shareholders. We
cash distribution to shareholders. We
have increased or maintained our
have increased or maintained our
dividend for 30 consecutive years and
dividend for 30 consecutive years and
raised it 27 years (including the last 11)
raised it 27 years (including the last 11)
over that period.
over that period.
evaluating new investments, but are
evaluating new investments, but are
excited about what we may uncover
excited about what we may uncover
in a period of uncertainty.
in a period of uncertainty.
In closing, we have a strong and
In closing, we have a strong and
experienced management team with
experienced management team with
a cycle-proven track record. We believe
a cycle-proven track record. We believe
we are well positioned to continue
we are well positioned to continue
positive momentum through 2023
positive momentum through 2023
and future years.
and future years.
MARSHALL LOEB
MARSHALL LOEB
Chief Executive Officer
Chief Executive Officer
We have added over 27 million square
We have added over 27 million square
will continue as a major creator of
will continue as a major creator of
Front Row: Marshall Loeb, Chief Executive Officer; Brent Wood, Chief Financial Officer
Front Row: Marshall Loeb, Chief Executive Officer; Brent Wood, Chief Financial Officer
Second Row: Bill Gray, CPA, Vice President; Michelle Rayner, CPA, Vice President; Staci Tyler, CPA, Chief Accounting Officer;
Second Row: Bill Gray, CPA, Vice President; Michelle Rayner, CPA, Vice President; Staci Tyler, CPA, Chief Accounting Officer;
John Coleman, Executive Vice President; Reid Dunbar, Senior Vice President; Ryan Collins, Senior Vice President; Alex Vargas
John Coleman, Executive Vice President; Reid Dunbar, Senior Vice President; Ryan Collins, Senior Vice President; Alex Vargas
Vila, Vice President; Kevin Sager, Vice President; Stephanie Shaw, CPA, Vice President; Brian Laird, CPA, Vice President
Vila, Vice President; Kevin Sager, Vice President; Stephanie Shaw, CPA, Vice President; Brian Laird, CPA, Vice President
Back Row: John Ratliff, Vice President; Chris Segrest, Vice President; David Hicks, Vice President; John Travis,
Back Row: John Ratliff, Vice President; Chris Segrest, Vice President; David Hicks, Vice President; John Travis,
Vice President; Barry Anderson, CPA, Vice President; Farrah Kennedy, CPA, Vice President; Mike Sacco, Vice President
Vice President; Barry Anderson, CPA, Vice President; Farrah Kennedy, CPA, Vice President; Mike Sacco, Vice President
2
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6
1
1
0
0
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2
6
7
1
1
0
0
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2
7
8
1
1
0
0
2
2
8
9
1
1
0
0
2
2
9
0
1
2
0
0
2
2
1
0
2
2
0
0
2
2
1
2
2
2
0
0
2
2
2
2
0
2
Mesa Gateway Commerce Center, Phoenix, Arizona
Mesa Gateway Commerce Center, Phoenix, Arizona
Basswood 35, Fort Worth, Texas
Basswood 35, Fort Worth, Texas
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OUTSIDE
OUTSIDE
LETTER TO SHAREHOLDERS
LETTER TO SHAREHOLDERS
Thank you for your interest in EastGroup
Thank you for your interest in EastGroup
Properties. We’re working on our 2023 chapter
Properties. We’re working on our 2023 chapter
and the opportunities and challenges that lie
and the opportunities and challenges that lie
ahead, but before we turn the page, I’m pleased
ahead, but before we turn the page, I’m pleased
to share an overview of 2022. This past year was a
to share an overview of 2022. This past year was a
record year for the Company from several vantage
record year for the Company from several vantage
points — funds from operations per share, average
points — funds from operations per share, average
annual occupancy and releasing spreads. These
annual occupancy and releasing spreads. These
led to a 13.6% dividend increase. Unfortunately,
led to a 13.6% dividend increase. Unfortunately,
despite these ‘micro’ wins, the overall ‘macro’
despite these ‘micro’ wins, the overall ‘macro’
environment led to negative shareholder returns.
environment led to negative shareholder returns.
STRATEGY
STRATEGY
As we’ve stated before, our strategy
As we’ve stated before, our strategy
is simple, straightforward, market-
is simple, straightforward, market-
cycle tested and it works. We develop,
cycle tested and it works. We develop,
acquire and operate multi-tenant
acquire and operate multi-tenant
business distribution parks for
business distribution parks for
customers who are location-sensitive.
customers who are location-sensitive.
Our properties are designed for users
Our properties are designed for users
primarily in the 20,000 to 100,000
primarily in the 20,000 to 100,000
square foot range and are clustered
square foot range and are clustered
around major transportation features
around major transportation features
in supply constrained submarkets
in supply constrained submarkets
in the historically high growth major
in the historically high growth major
Sunbelt metropolitan markets.
Sunbelt metropolitan markets.
EastGroup’s customer base is large and
EastGroup’s customer base is large and
diverse, which we believe increases the
diverse, which we believe increases the
stability of our earnings. At year-end,
stability of our earnings. At year-end,
we had approximately 1,600 customers.
we had approximately 1,600 customers.
It is also important to note that
It is also important to note that
EastGroup’s customers, whether
EastGroup’s customers, whether
national or local, primarily distribute
national or local, primarily distribute
to the metropolitan area in which
to the metropolitan area in which
their space is located rather than to a
their space is located rather than to a
larger regional or national piece of the
larger regional or national piece of the
supply chain. This means the economic
supply chain. This means the economic
vibrancy and growth of these metro
vibrancy and growth of these metro
areas is a major determinant of our
areas is a major determinant of our
customers’ success and our results.
customers’ success and our results.
This is the reason we are investing
This is the reason we are investing
in the fast-growing major Sunbelt
in the fast-growing major Sunbelt
markets. Additionally, being near the
markets. Additionally, being near the
consumer adds stability. While supply
consumer adds stability. While supply
chains evolve, we strive to be near the
chains evolve, we strive to be near the
consumer. And ideally, we are located
consumer. And ideally, we are located
near an ever growing number of well
near an ever growing number of well
educated and affluent consumers.
educated and affluent consumers.
Sacramento
Sacramento
San Francisco
San Francisco
Fresno
Fresno
Las
Las
Vegas
Vegas
Denver
Denver
Los Angeles
Los Angeles
San Diego
San Diego
Phoenix
Phoenix
Charlotte
Charlotte
Atlanta
Atlanta
Greenville
Greenville
Tucson
Tucson
Dallas/Ft. Worth
Dallas/Ft. Worth
Jackson
Jackson
El Paso
El Paso
San Antonio
San Antonio
Austin
Austin
Jacksonville
Jacksonville
New Orleans
New Orleans
Orlando
Orlando
Houston
Houston
Tampa
Tampa
Ft. Myers
Ft. Myers
Broward/
Broward/
Palm Beach
Palm Beach
Miami
Miami
Properties Corporate Headquarters Regional Offices
Properties Corporate Headquarters Regional Offices
Grand West Crossing, Houston, Texas
Grand West Crossing, Houston, Texas
CORPORATE
CORPORATE
HEADQUARTERS
HEADQUARTERS
400 West Parkway Place
400 West Parkway Place
Suite 100
Suite 100
Ridgeland, MS 39157
Ridgeland, MS 39157
601.354.3555
601.354.3555
Regional Offices
Regional Offices
6565 N. MacArthur Boulevard
6565 N. MacArthur Boulevard
Suite 255
Suite 255
Irving, TX 75039
Irving, TX 75039
972.386.8700
972.386.8700
10250 Constellation Boulevard
10250 Constellation Boulevard
Suite 2300
Suite 2300
Los Angeles, CA 90067
Los Angeles, CA 90067
323.457.0648
323.457.0648
3495 Piedmont Road, NE
Building 11, Suite 350
Atlanta, GA 30305
404.301.2670
3495 Piedmont Road, NE
Building 11, Suite 350
Atlanta, GA 30305
404.301.2670
www.eastgroup.net
www.eastgroup.net
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