Grubb & Ellis Company Reports Second Quarter and First-Half 2008 Results

* Reuters is not responsible for the content in this press release.

Tue Aug 5, 2008 8:16am EDT

SANTA ANA, Calif., Aug. 5 /PRNewswire-FirstCall/ -- Grubb & Ellis Company
(NYSE: GBE), a leading real estate services and investment firm, today
reported revenue of $167.0 million for the second quarter of 2008.  Revenue
for the six-month period ended June 30, 2008 was $327.5 million.
    The Company reported a net loss of $5.1 million, or $0.08 per share, for
the second quarter.  The net loss for the first six months of 2008 was $11.0
million, or $0.17 per share, which included a second quarter non-cash charge
of $8.9 million for catch-up depreciation and amortization related to the
reclassification of assets held for sale to assets held for investment.  In
addition, both the second quarter and year-to-date results include
merger-related and integration costs of $4.7 million and $7.6 million,
respectively, resulting from the Company's December 2007 merger with NNN
Realty Advisors, LLC.
    Earnings before interest, taxes, depreciation and amortization (EBITDA)
for the second quarter of 2008 was $7.6 million, compared with EBITDA for the
combined companies of $24.8 million in the same period a year ago.  For the
first half of 2008 EBITDA was $8.0 million, compared with a combined $30.1
million in the same period a year ago.  Excluding certain non-cash and other
items described throughout the release and on pages 12 and 14, second quarter
and first-half 2008 adjusted EBITDA was $12.4 million and $20.1 million,
respectively.  (Combined non-GAAP supplemental disclosure follows this
release.)
    "We continue to execute on our strategy and leverage our strong brand to
maximize Company performance, despite very challenging market conditions,"
said Gary Hunt, interim Chief Executive Officer.  "Our solid results and
continued financial strength highlight the benefits associated with, and need
for, the expansion of our platform and revenue stream that we achieved through
the merger. Going forward, we will continue to identify synergies and
eliminate redundancies throughout the organization, further streamlining the
business to operate efficiently in a turbulent environment."
    Business Highlights
    -- Raised an aggregate of approximately $252 million in the Company's
investment programs during the second quarter, bringing the total equity
raised for the year to approximately $516 million.
    -- Increased annualized cost saving synergies as a direct result of the
merger during the second quarter to $17.5 million.
    -- Completed 21 property acquisitions totaling approximately $497.5
million for the Company's investment programs during the second quarter of
2008.
    -- During the first-half of 2008, the Company entered into selling
agreements for the Grubb & Ellis Healthcare REIT with three of the nation's
top five independent broker-dealers, increasing the number of registered
representatives marketing this public non-traded REIT by approximately 50
percent.
    -- Enhanced the Company's management team with the addition of seven
executives in key management and operational roles.
    -- Grubb & Ellis Board of Directors authorized a share repurchase program
of up to $25 million and suspended quarterly dividend payments following the
payment of the second quarter dividend on July 22, 2008.
    -- Appointed Devin Murphy, a 22-year finance and real estate investment
banking veteran, to the Company's Board of Directors.
    "We remain on track with the integration process and continue to see
additional value in the combination of the two companies," said Richard W.
Pehlke, Executive Vice President and Chief Financial Officer.  "We are a much
stronger organization, both operationally and financially, than we were a year
ago, and remain excited about the opportunities ahead.  With sustained
strength in key areas, including the Healthcare REIT, we continue to expect
that our diversified platform will position the Company to reach an adjusted
EBITDA for fiscal 2008 that meets or exceeds the combined companies' adjusted
EBITDA of $74.8 million for 2007 on a non-GAAP basis."
    The merger between Grubb & Ellis and NNN Realty Advisors was consummated
on December 7, 2007.  As required by generally accepted accounting principles
(GAAP), the transaction was accounted for as a reverse merger.  The Company's
results of operations commencing and subsequent to December 7, 2007 include
the operations of the combined entity.  Reported results of operations prior
to December 7, 2007, including second quarter 2007 results, reflect only the
operations of NNN Realty Advisors.
    COMBINED COMPANIES SUPPLEMENTAL DISCLOSURE
    In an effort to present a more complete financial and narrative
description of the results of operations, the Company has also provided
non-GAAP financial measures.  The non-GAAP financial measures are intended to
reflect the Company's results of operations on a combined basis, exclusive of
the total financial or accounting impact associated with the merger
transaction, such as amortization associated with purchase price adjustments
or identified intangible assets.  The non-GAAP combined results for the three
months ended June 30, 2007 do not purport to show the results as if the
companies were merged as of January 1, 2007, but rather represent an
arithmetic combination of results of the two companies, Grubb & Ellis and NNN
Realty Advisors.  Results do not reflect the elimination of transactions
between the two companies and certain estimated synergies and expenses related
to the combination of the two companies for the periods presented.  (Please
refer to the Combined Statements of Operations tables that follow.)
    Second Quarter Operations
    For the second quarter of 2008, the Company generated revenue of $167.0
million, compared with combined revenue of $182.7 million in the second
quarter of 2007.  The Company posted a second quarter net loss of $5.1 million
in 2008, compared with net income of $11.3 million for the companies on a
combined basis in the same period of 2007.  EBITDA was $7.6 million for the
second quarter of 2008, compared with combined EBITDA of $24.8 million in the
second quarter of 2007.  The 2008 EBITDA includes charges of $4.7 million in
merger-related expenses, $3.2 million of non-cash stock based compensation,
$0.6 million for amortization of certain intangible assets related to contract
rights and $1.5 million of recognized loss on marketable equity securities due
to other than temporary impairment, which were partially offset by $4.9
million of rental-related operations and other non-cash items.  Excluding
these items, adjusted EBITDA for the second quarter of 2008 was $12.4 million,
compared with combined companies' adjusted EBITDA of $27.4 million on the same
basis for the second quarter of 2007. (See Tables)
    Six-Month Operations
    For the first six months of 2008, the Company generated revenue of $327.5
million, compared with combined revenue of $331.2 million for the same period
in 2007.  The Company posted a net loss of $11.0 million during the first six
months of 2008, compared with net income of $11.8 million for the companies on
a combined basis in the first six months of 2007.  EBITDA was $8.0 million for
the first six months of 2008, compared with combined EBITDA of $30.1 million
in the first six months of 2007.  EBITDA for the first six months of 2008
includes the previously announced $5.8 million charge related to the Company's
write-off of its sponsorship of Grubb & Ellis Realty Advisors, $7.6 million in
merger-related expenses, $5.7 million of non-cash stock based compensation,
$1.0 million for amortization of certain intangible assets related to contract
rights and $1.6 million of recognized loss on marketable equity securities due
to other than temporary impairment.  These charges were partially offset by
$9.5 million of rental-related operations and other non-cash items.  Excluding
these items, adjusted EBITDA for the first six months of 2008 was $20.1
million, compared with combined companies' adjusted EBITDA of $34.1 million
for the first six months of 2007. (See Tables)
    OPERATING SEGMENTS
    Transaction Services
    Transaction Services revenue for the second quarter of 2008, including
brokerage commission, valuation and consulting revenue, was $56.5 million,
compared with $82.4 million for the combined companies for same period a year
ago.  For the six month period ended June 30, 2008, the segment generated
revenue of $115.7 million, compared with $145.6 million for the combined
companies during the first six months of 2007.
    The Company's Transaction Services business was negatively impacted by the
current economic environment, which has reduced commercial real estate
transaction velocity, particularly investment sales.  This decrease in
brokerage activity was partially offset by higher fees generated by the
Company's Corporate Services Group, which generates recurring revenue from
real estate services provided to large corporate clients.  During the first
six months of 2008, the Corporate Services Group secured several significant
new assignments and retained and expanded many of its existing relationships.
    Investment Management
    Investment Management revenue for the second quarter of 2008, which
includes transaction fees, captive management fees and dealer-manager fees,
totaled $35.4 million, compared with fees of $41.0 million in the same period
a year ago.  Investment Management revenue for the first six months of 2008
totaled $61.5 million, compared with $70.5 million during the first six months
of 2007.  The growth in acquisition and management fees were offset by a
decrease in disposition fees due to lower transaction volume year-over-year.
    In total, approximately $252 million in equity was raised for the
Company's investment programs in the second quarter of 2008, compared with
$221 million in the second quarter of 2007.  For the six-month period ended
June 30, 2008, approximately $516 million was raised for the Company's
investment programs, compared with $365 million raised during the first six
months of 2007.  This increase in equity raised was driven by additional
equity raised by the Company's non-traded public REITs as well as its new
Wealth Management platform.  During the first six months of 2008, the
Company's non-traded public REIT programs raised approximately $212.8 million,
compared with $140.8 million in the same period of 2007.  The Wealth
Management platform placed $188.4 million in high quality real estate
investments on behalf of investors during the first-half of 2008.  The
Company's tenant-in-common 1031 exchange programs raised $106.7 million in
equity during the first-half of 2008, compared with $224.4 million in the same
period of 2007.  At June 30, 2008, the value of the Company's assets under
management was $6.5 billion, up from $6.1 billion at March 31, 2008.
    Management Services
    Management Services revenue includes asset and property management fees as
well as reimbursed salaries, wages and benefits from the Company's captive
management and third party property management and facilities outsourcing
services, along with business services fees.  Management Services revenue was
$60.6 million for the second quarter of 2008, compared with $52.9 million for
the combined companies for the same period a year ago.  For the first six
months of 2008, the Company reported Management Services revenue of $122.4
million, compared with $104.6 million for the combined companies in the same
period of 2007.  The increase is primarily a result of the Company's strategy
to transfer the management of a significant portion of Grubb & Ellis Realty
Investors' (formerly Triple Net Properties, LLC, a wholly owned subsidiary of
NNN Realty Advisors) captive property portfolio to Grubb & Ellis Management
Services, Inc.  Since the close of the merger in December 2007, Grubb & Ellis
Management Services has assumed management of approximately 25.8 million
square feet of Grubb & Ellis Realty Investors' 42.9 million-square-foot
captive investment management portfolio.  At June 30, 2008, Grubb & Ellis
managed 218 million square feet of property, up from 178.1 million square feet
at June 30, 2007.
    Rental-Related Operations
    Rental-related revenue and rental-related expense includes revenue and the
related expense from the warehousing of properties held for investment or sale
primarily related to the Company's Investment Management programs and the
Company's prior affiliate Grubb & Ellis Realty Advisors, Inc., which has been
liquidated and dissolved.  The combined benefit from the operations for the
properties held for sale is included in the Reconciliation of Net Income to
EBITDA disclosure which follows the release and is identified as real estate
operations.  These line items also include pass-through revenue and related
expense for master lease accommodations related to the Company's
tenant-in-common programs.
    Conference Call & Webcast
    The Company's 2008 second quarter earnings conference call will be held
today at 11 a.m. ET. A live webcast will be accessible through the Investor
Relations section of the Company's Web site at http://www.grubb-ellis.com. The
direct dial-in number for the conference call is 1.800.591.6945 for domestic
callers and 1.617.614.4911 for international callers. The conference call ID
number is 80067069. An audio replay will be available beginning today at 1
p.m. ET until 7 p.m. ET on Tues., August 12, and can be accessed by dialing:
1.888.286.8010, and 1.617.801.6888 for international callers and entering
conference call ID 26954360. In addition, the conference call audio will be
archived on the company's Web site following the call.
    About Grubb & Ellis
    Grubb & Ellis Company (NYSE: GBE) is one of the largest and most respected
commercial real estate services and investment companies. With more than 130
owned and affiliate offices worldwide, Grubb & Ellis offers property owners,
corporate occupants and investors comprehensive integrated real estate
solutions, including transaction, management, consulting and investment
advisory services supported by proprietary market research and extensive local
market expertise.
    Grubb & Ellis and its subsidiaries are leading sponsors of real estate
investment programs that provide individuals and institutions the opportunity
to invest in a broad range of real estate investment vehicles, including
tax-deferred 1031 tenant-in-common (TIC) exchanges, public non-traded real
estate investment trusts (REITs) and real estate investment funds. As of June
30, 2008, more than $3.6 billion in investor equity has been raised for these
investment programs. The Company and its subsidiaries currently manage a
growing portfolio of more than 218 million square feet of real estate. In
2007, Grubb & Ellis was selected from among 15,000 vendors as Microsoft
Corporation's Vendor of the Year. For more information regarding Grubb & Ellis
Company, please visit http://www.grubb-ellis.com.
    Forward-looking Statement
    Certain statements included in this announcement may constitute
forward-looking statements regarding, among other things, future revenue
growth, market trends, new business opportunities and investment programs,
synergies resulting from the merger of Grubb & Ellis Company and NNN Realty
Advisors, certain combined financial information regarding Grubb & Ellis
Company and NNN Realty Advisors, new hires, results of operations, changes in
expense levels and profitability and effects on the Company of changes in the
real estate markets. These statements involve known and unknown risks,
uncertainties and other factors that may cause the Company's actual results
and performance in future periods to be materially different from any future
results or performance suggested by these statements. Such factors which could
adversely affect the Company's ability to obtain these results include, among
other things: (i) the volume of sales and leasing transactions and prices for
real estate in the real estate markets generally; (ii) a general or regional
economic downturn that could create a recession in the real estate markets;
(iii) the Company's debt level and its ability to make interest and principal
payments; (iv) an increase in expenses related to new initiatives, investments
in people, technology and service improvements; (v) the success of current and
new investment programs; (vi) the success of new initiatives and investments;
(vii) the inability to attain expected levels of revenue, performance, brand
equity and expense synergies resulting from the merger of Grubb & Ellis
Company and NNN Realty Advisors; and (viii) other factors described in the
Company's annual report on Form 10-K for the fiscal year ending December 31,
2007 and 10-Q for the quarter ended March 31, 2008, filed with the SEC.
    Non-GAAP Financial Information
    In addition to the results reported in accordance with U.S. generally
accepted accounting principles (GAAP) included within this press release,
Grubb & Ellis has provided certain information, which includes non-GAAP
financial measures. Such information is reconciled to its closest GAAP measure
in accordance with the Securities and Exchange Commission rules and is
included in the attached supplemental data. Management believes that these
non-GAAP financial measures are useful to both management and the Company's
stockholders in their analysis of the business and operating performance of
the Company. Management also uses this information for operational planning
and decision-making purposes. Non-GAAP financial measures are not and should
not be considered a substitute for any GAAP measures. Additionally, non-GAAP
financial measures as presented by Grubb & Ellis may not be comparable to
similarly titled measures reported by other companies.

                                TABLES FOLLOW



                            Grubb & Ellis Company
                           Statements of Operations
                                (in thousands)
                                 (Unaudited)

                               Three Months Ended       Six Months Ended
                             June 30,      June 30,  June 30,      June 30,
                               2008        2007 (1)    2008        2007 (1)
     REVENUE
          Transaction
           services           $56,540          $-    $115,689          $-
          Investment
           management (2)      35,433        41,001    61,527        70,466
          Management services  60,620           -     122,376           -
          Rental related       14,372         4,411    27,926         8,060
     TOTAL REVENUE            166,965        45,412   327,518        78,526

     OPERATING EXPENSE
          Compensation costs   38,100        10,987    73,095        22,124
          Transaction
           commissions and
           related costs       38,429           -      78,793           -
          Reimbursable
           salaries, wages,
           and benefits        44,125         3,323    89,117         5,777
          General and
           administrative      22,419        10,456    44,110        19,720
          Depreciation and
           amortization        13,419           483    18,475         1,006
          Rental related        9,479         3,137    18,615         6,056
          Interest              4,438         1,963    10,124         3,485
          Merger related
           costs                4,691            61     7,560            61
                Total
                 operating
                 expense      175,100        30,410   339,889        58,229

     OPERATING (LOSS) INCOME   (8,135)       15,002   (12,371)       20,297

     OTHER (EXPENSE) INCOME
          Equity in (losses)
           earnings of
           unconsolidated
           entities              (184)          310    (6,198)          479
          Interest income         217           722       523         1,267
          Other (expense)
           income              (1,971)          937    (1,988)        1,068
                Total other
                 (expense)
                 income        (1,938)        1,969    (7,663)        2,814

     (Loss) income from
      continuing operations
      before income tax
      provision               (10,073)       16,971   (20,034)       23,111
     Income tax benefit
      (provision)               4,943        (6,895)    9,088        (9,384)
     (Loss) income from
      continuing operations    (5,130)       10,076   (10,946)       13,727
     Loss from discontinued
      operations                   16           158       (36)          144
     NET (LOSS) INCOME        $(5,114)      $10,234  $(10,982)      $13,871

     Basic earnings per
      share:
          (Loss) income from
           continuing
           operations          $(0.08)        $0.24    $(0.17)        $0.33
          Loss from
           discontinued
           operations            0.00          0.00     (0.00)         0.00
          Net (loss) earnings
           per share           $(0.08)        $0.24    $(0.17)        $0.33

     Diluted earnings per
      share:
          (Loss) income from
           continuing
           operations          $(0.08)        $0.24    $(0.17)        $0.33
          Loss from
           discontinued
           operations            0.00          0.00     (0.00)         0.00
          Net (loss) earnings
           per share           $(0.08)        $0.24    $(0.17)        $0.33

     Shares used in computing
      basic net earnings per
      share                    63,600 (3)    41,943    63,561 (3)    41,943
     Shares used in computing
      diluted net earnings
      per share                63,600        42,056    63,561        42,022


    (1) In accordance with Generally Accepted Accounting Principles (GAAP),
        the operating results for the three and six months ended June 30, 2007
        only includes the results of legacy NNN Realty Advisors.

    (2) The investment management segment represents legacy NNN Realty
        Advisors' transaction, management and dealer-manager businesses.

    (3) The affect of common stock equivalents were excluded from the
        computation of diluted earnings per share as they were anti-dilutive.



                            Grubb & Ellis Company
                         Condensed Balance Sheet Data
                                (in thousands)
                                 (Unaudited)

                                                   June 30,       December 31,
                                                     2008             2007

     Cash and cash equivalents                     $29,702           $49,072
     Real estate held for investment and
      other related assets, net                    324,858           341,279
     Goodwill and identified intangible
      assets, net *                                274,901           274,791
     Total assets                                  869,179           975,732
     Line of credit                                 63,000             8,000
     Mortgage loans secured by real
      estate held for investment                   227,500           257,500
     Total liabilities                             469,109           548,362
     Stockholders' equity                          391,141           408,645

     * Excludes identified intangible assets related to real estate held for
       investment


    Real estate held for investment primarily consists of five properties
previously held for sale known as Danbury Corporate Center, 6400 Shafer,
Abrams Centre, 200 Galleria and Avallon.  These properties generated combined
revenue of approximately $10.3 million and $19.7 million, rental-related
expenses of approximately $5.4 million and $10.2 million and interest expense
of approximately $3.2 million and $8.0 million, for the three and six months
ended June 30, 2008, respectively.  The Company also recorded depreciation and
amortization expense related to these properties of approximately $9.6 million
during the six months ended June 30, 2008 which included an $8.9 million
charge for catch-up depreciation and amortization for those assets previously
classified as held for sale.


                            Grubb & Ellis Company
                      Combined Statements of Operations
                                (in thousands)

                                            Three
                                           Months
                                            Ended      Three Months Ended
                                           June 30,      June 30, 2007
                                            2008          (Unaudited)
                                         (Unaudited)
                                            Grubb &   NNN    Grubb &  Combined
                                            Ellis    Realty  Ellis   Companies
                                           Company  Advisors Company    (1)
     REVENUE
          Transaction services              $56,540     $-   $82,377  $82,377
          Investment management (2)          35,433   41,001     -     41,001
          Management services                60,620      -    52,873   52,873
          Rental related                     14,372    4,411   2,046    6,457
     TOTAL REVENUE                          166,965   45,412 137,296  182,708

     OPERATING EXPENSES
          Compensation costs                 38,100   10,987  23,183   34,170
          Transaction commissions and
           related costs                     38,429      -    54,495   54,495
          Reimbursable salaries, wages, and
           benefits                          44,125    3,323  37,616   40,939
          General and administrative         22,419   10,456  12,548   23,004
          Depreciation and amortization      13,419      483   2,434    2,917
          Rental related                      9,479    3,137   1,252    4,389
          Interest                            4,438    1,963   1,459    3,422
          Merger related costs                4,691       61   2,337    2,398
                  Total operating expense   175,100   30,410 135,324  165,734

     OPERATING (LOSS) INCOME                 (8,135)  15,002   1,972   16,974

     OTHER (EXPENSE) INCOME
          Equity in (losses) earnings of
           unconsolidated entities             (184)     310      74      384
          Interest income                       217      722      97      819
          Other (expense) income             (1,971)     937     -        937
                  Total other (expense)
                   income                    (1,938)   1,969     171    2,140

     (Loss) income from continuing
      operations before income tax
      provision                             (10,073)  16,971   2,143   19,114
     Income tax benefit (provision)           4,943   (6,895) (1,113)  (8,008)
     (Loss) income from continuing
      operations                             (5,130)  10,076   1,030   11,106
     Loss from discontinued operations           16      158     -        158
     NET (LOSS) INCOME                      $(5,114) $10,234  $1,030  $11,264


    (1) To provide additional insight into its underlying results of
        operations, the Company has also presented selected non-GAAP financial
        measures intended to reflect its results of operations on a combined
        basis and such numbers are exclusive of the total financial or
        accounting impact associated with the merger transaction, such as
        amortization associated with purchase price adjustments or identified
        intangible assets. These non-GAAP combined results do not purport to
        show the results as if the companies were merged as of January 1,
        2007, but rather is an arithmetic combination of the results of the
        two companies, Grubb & Ellis and NNN Realty Advisors.  Results do not
        reflect the elimination of transactions between the two companies and
        certain estimated synergies and expenses related to the combination of
        the two companies for the periods presented.

    (2) The investment management segment represents legacy NNN Realty
        Advisors' transaction, management and dealer-manager businesses.



                            Grubb & Ellis Company
           Reconciliation of Combined Net Income to Adjusted EBITDA
                                (in thousands)

                                            Three
                                           Months
                                            Ended      Three Months Ended
                                           June 30,      June 30, 2007
                                            2008          (Unaudited)
                                         (Unaudited)
                                            Grubb &   NNN   Grubb &  Combined
                                            Ellis    Realty  Ellis   Companies
                                           Company  Advisors Company    (1)

    Net (loss) income                     $(5,114) $10,234  $1,030  $11,264
    Interest expense                        4,438    1,963   1,459    3,422
    Interest income                          (217)    (722)    (97)    (819)
    Depreciation and amortization          13,419      483   2,434    2,917
    Taxes                                  (4,943)   6,895   1,113    8,008
        EBITDA (2)                          7,583   18,853   5,939   24,792

    Stock based compensation                3,150    1,155     988    2,143
    Loss (gain) on marketable securities    1,524     (974)      0     (974)
    Merger related costs                    4,691       61   2,337    2,398
    Amortization of contract rights           563    1,014       0    1,014
    Real estate operations                 (4,943)  (1,455)   (794)  (2,249)
    Other                                    (125)     362     (75)     287
        Adjusted EBITDA (2)               $12,443  $19,016  $8,395  $27,411


    (1) To provide additional insight into its underlying results of
        operations, the Company has also presented selected non-GAAP financial
        measures intended to reflect its results of operations on a combined
        basis and such numbers are exclusive of the total financial or
        accounting impact associated with the merger transaction, such as
        amortization associated with purchase price adjustments or identified
        intangible assets. These non-GAAP combined results do not purport to
        show the results as if the companies were merged as of January 1,
        2007, but rather is an arithmetic combination of the results of the
        two companies, Grubb & Ellis and NNN Realty Advisors.  Results do not
        reflect the elimination of transactions between the two companies and
        certain estimated synergies and expenses related to the combination of
        the two companies for the periods presented.

    (2) EBITDA represents earnings before net interest expense, interest
        income, realized gains or losses on sales of marketable securities,
        income taxes, depreciation and amortization. Management believes
        EBITDA is useful in evaluating our performance compared to that of
        other companies in our industry because the calculation of EBITDA
        generally eliminates the effects of financing and income taxes and the
        accounting effects of capital spending and acquisition, which items
        may vary for different companies for reasons unrelated to overall
        operating performance. As a result, management uses EBITDA as an
        operating measure to evaluate the operating performance of the
        Company's various business lines and for other discretionary purposes,
        including as a significant component when measuring performance under
        employee incentive programs.

        However, EBITDA is not a recognized measurement under U.S. generally
        accepted accounting principles, or GAAP, and when analyzing the
        Company's operating performance, readers should use EBITDA in addition
        to, and not as an alternative for, net income as determined in
        accordance with GAAP. Because not all companies use identical
        calculations, our presentation of EBITDA may not be comparable to
        similarly titled measures of other companies. Furthermore, EBITDA is
        not intended to be a measure of free cash flow for management's
        discretionary use, as it does not consider certain cash requirements
        such as tax and debt service payments. The amounts shown for EBITDA
        also differ from the amounts calculated under similarly titled
        definitions in the Company's debt instruments, which are further
        adjusted to reflect certain other cash and non-cash charges and are
        used to determine compliance with financial covenants and the
        Company's ability to engage in certain activities, such as incurring
        additional debt and making certain restricted payments.



                            Grubb & Ellis Company
                      Combined Statements of Operations
                                (in thousands)

                                          Six
                                         Months
                                          Ended       Six Months Ended
                                         June 30,      June 30, 2007
                                          2008          (Unaudited)
                                       (Unaudited)
                                          Grubb &   NNN     Grubb &  Combined
                                          Ellis    Realty    Ellis   Companies
                                         Company  Advisors  Company     (1)
     REVENUE
          Transaction services          $115,689     $-    $145,558  $145,558
          Investment management (2)       61,527   70,466       -      70,466
          Management services            122,376      -     104,640   104,640
          Rental related                  27,926    8,060     2,524    10,584
     TOTAL REVENUE                       327,518   78,526   252,722   331,248

     OPERATING EXPENSES
          Compensation costs              73,095   22,124    46,282    68,406
          Transaction commissions and
           related costs                  78,793      -      96,516    96,516
          Reimbursable salaries, wages,
           and benefits                   89,117    5,777    76,116    81,893
          General and administrative      44,110   19,720    26,481    46,201
          Depreciation and amortization   18,475    1,006     4,856     5,862
          Rental related                  18,615    6,056     1,581     7,637
          Interest                        10,124    3,485     1,954     5,439
          Merger related costs             7,560       61     2,337     2,398
                  Total operating
                   expense               339,889   58,229   256,123   314,352

     OPERATING (LOSS) INCOME             (12,371)  20,297    (3,401)   16,896

     OTHER (EXPENSE) INCOME
          Equity in (losses) earnings
           of unconsolidated entities     (6,198)     479       209       688
          Interest income                    523    1,267       360     1,627
          Other (expense) income          (1,988)   1,068       -       1,068
                  Total other (expense)
                   income                 (7,663)   2,814       569     3,383

     (Loss) income from continuing
      operations before income
      tax provision                      (20,034)  23,111    (2,832)   20,279
     Income tax benefit (provision)        9,088   (9,384)      777    (8,607)
     (Loss) income from continuing
      operations                         (10,946)  13,727    (2,055)   11,672
     Loss from discontinued operations       (36)     144       -         144
     NET (LOSS) INCOME                  $(10,982) $13,871   $(2,055)  $11,816


    (1) To provide additional insight into its underlying results of
        operations, the Company has also presented selected non-GAAP financial
        measures intended to reflect its results of operations on a combined
        basis and such numbers are exclusive of the total financial or
        accounting impact associated with the merger transaction, such as
        amortization associated with purchase price adjustments or identified
        intangible assets. These non-GAAP combined results do not purport to

        show the results as if the companies were merged as of January 1,
        2007, but rather is an arithmetic combination of the results of the
        two companies, Grubb & Ellis and NNN Realty Advisors.  Results do not
        reflect the elimination of transactions between the two companies and
        certain estimated synergies and expenses related to the combination of
        the two companies for the periods presented.

    (2) The investment management segment represents legacy NNN Realty
        Advisors' transaction, management and dealer-manager businesses.



                            Grubb & Ellis Company
           Reconciliation of Combined Net Income to Adjusted EBITDA
                                (in thousands)

                                            Six
                                           Months
                                            Ended       Six Months Ended
                                           June 30,      June 30, 2007
                                            2008          (Unaudited)
                                         (Unaudited)
                                            Grubb &   NNN    Grubb &  Combined
                                            Ellis    Realty   Ellis  Companies
                                           Company  Advisors Company     (1)

     Net (loss) income                    $(10,982) $13,871  $(2,055) $11,816
     Interest expense                       10,124    3,485    1,954    5,439
     Interest income                          (523)  (1,267)    (360)  (1,627)
     Depreciation and amortization          18,475    1,006    4,856    5,862
     Taxes                                  (9,088)   9,384     (777)   8,607
         EBITDA (2)                          8,006   26,479    3,618   30,097

     Write off of investment in Grubb &
      Ellis Realty Advisors, net             5,828      -        -        -
     Stock based compensation                5,681    2,598    1,155    3,753
     Loss (gain) on marketable securities    1,614   (1,112)     -     (1,112)
     Merger related costs                    7,560       61    2,337    2,398
     Amortization of contract rights           986    1,821      -      1,821
     Real estate operations                 (9,512)  (2,441)    (943)  (3,384)
     Other                                     (75)     738     (210)     528
         Adjusted EBITDA (2)               $20,088  $28,144   $5,957  $34,101


    (1) To provide additional insight into its underlying results of
        operations, the Company has also presented selected non-GAAP financial
        measures intended to reflect its results of operations on a combined
        basis and such numbers are exclusive of the total financial or
        accounting impact associated with the merger transaction, such as
        amortization associated with purchase price adjustments or identified
        intangible assets. These non-GAAP combined results do not purport to
        show the results as if the companies were merged as of January 1,
        2007, but rather is an arithmetic combination of the results of the
        two companies, Grubb & Ellis and NNN Realty Advisors.  Results do not
        reflect the elimination of transactions between the two companies and
        certain estimated synergies and expenses related to the combination of
        the two companies for the periods presented.

    (2) EBITDA represents earnings before net interest expense, interest
        income, realized gains or losses on sales of marketable securities,
        income taxes, depreciation and amortization. Management believes
        EBITDA is useful in evaluating our performance compared to that of
        other companies in our industry because the calculation of EBITDA
        generally eliminates the effects of financing and income taxes and the
        accounting effects of capital spending and acquisition, which items
        may vary for different companies for reasons unrelated to overall
        operating performance. As a result, management uses EBITDA as an
        operating measure to evaluate the operating performance of the
        Company's various business lines and for other discretionary purposes,
        including as a significant component when measuring performance under
        employee incentive programs. However, EBITDA is not a recognized
        measurement under U.S. generally accepted accounting principles, or
        GAAP, and when analyzing the Company's operating performance, readers
        should use EBITDA in addition to, and not as an alternative for, net
        income as determined in accordance with GAAP. Because not all
        companies use identical calculations, our presentation of EBITDA may
        not be comparable to similarly titled measures of other companies.
        Furthermore, EBITDA is not intended to be a measure of free cash flow
        for management's discretionary use, as it does not consider certain
        cash requirements such as tax and debt service payments. The amounts
        shown for EBITDA also differ from the amounts calculated under
        similarly titled definitions in the Company's debt instruments, which
        are further adjusted to reflect certain other cash and non-cash
        charges and are used to determine compliance with financial covenants
        and the Company's ability to engage in certain activities, such as
        incurring additional debt and making certain restricted payments.



                            Grubb & Ellis Company
                              Supplemental Data
                                (in thousands)
                                 (Unaudited)

                                  Three Months Ended      Six Months Ended
                                  June 30,    June 30,    June 30,    June 30,
                                    2008       2007        2008        2007
    Investment management revenue:
    Acquisition fees              $14,046     $12,775     $24,928     $20,669
    Property and asset
     management fees                9,491       8,859      17,315      17,307
    Disposition fees (excluding
     amortization of intangible
     contract rights)               4,370       7,920       5,113      12,251
    Amortization of intangible
     contract rights                 (563)     (1,014)       (986)     (1,821)
    Other (1)                       8,089      12,461      15,157      22,060
    Total investment
     management revenue           $35,433     $41,001     $61,527     $70,466

    Investment management data:
    Total properties acquired          21          18          41          36
    Total aggregate purchase
     price                       $497,456    $444,518    $846,382    $923,548

    Total properties disposed           5           8           7          15
    Total aggregate sales
     value at disposition        $143,350    $267,575    $179,425    $521,732

    Total square feet under
     management                    45,402      36,115      45,402      36,115

    Assets under management    $6,507,080  $4,886,032  $6,507,080  $4,886,032

    Equity raise:
    Tenant-in-common              $54,617    $120,648    $106,726    $224,396
    Non-traded real estate
     investment trust             138,665     100,505     212,844     140,787
    Wealth management              51,073         -       188,439         -
    Other                           7,521         -         7,521         -
    Total equity raise           $251,876    $221,153    $515,530    $365,183

    (1) Decrease in other investment management revenue a result of lower
        tenant-in-common equity raise.

SOURCE  Grubb & Ellis Company

Janice McDill of Grubb & Ellis Company, +1-312-698-6707,
janice.mcdill@grubb-ellis.com
Comments (0)
This discussion is now closed. We welcome comments on our articles for a limited period after their publication.