Document


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

 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 28, 2017
 
 
COLONY NORTHSTAR, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
Maryland
 
001-37980
 
46-4591526
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 
 
 
 
515 S. Flower Street, 44th Floor
Los Angeles, California
 
90071
 
 
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (310) 282-8820
Not Applicable
(Former name or former address, if changed since last report.)
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-(b))
 
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-(c))











Item 2.02
Results of Operations and Financial Condition.
On February 28, 2017, Colony NorthStar, Inc. (the “Company”) issued a press release announcing the financial position as of December 31, 2016, and the financial results for the fourth quarter of 2016 for each of NorthStar Asset Management Group Inc., its predecessor, Colony Capital, Inc. (“Colony”) and NorthStar Realty Finance Corp. (“NRF”), which closed their merger on January 10, 2017. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On February 28, 2017, the Company made available Supplemental Financial Disclosures for the quarter ended December 31, 2016 for each of Colony and NRF on the Company’s website at www.clns.com. Copies of the Supplemental Financial Disclosure for each of Colony and NRF are attached as Exhibit 99.2 and 99.3, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.
Item 7.01
Regulation FD Disclosure.
As of February 28, 2017, representatives of the Company will begin making presentations using slides containing the information attached to this Current Report on Form 8-K as Exhibit 99.4. The Company expects to use these slides, including on the Company’s website, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others.
By filing this Current Report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality of any information in this presentation that is required to be disclosed solely by reason of Regulation FD. The information contained in the slides is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that it may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this presentation, although it may do so from time to time as its management believes is warranted. Any such updating, if applicable, may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.
In accordance with General Instructions B.2 and B.6 of Form 8-K, the information included in this Current Report on Form 8-K (including Exhibits 99.1, 99.2, 99.3 and 99.4 hereto), shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Use of Website to Distribute Material Company Information
The Company’s website address is www.clns.com. The Company uses its website as a channel of distribution for important company information. Important information, including press releases, analyst presentations and financial information regarding the Company, is routinely posted on and accessible on the Public Shareholders subpage of its website, which is accessible by clicking on the tab labeled “Public Shareholders” on the website home page. The Company also uses its website to expedite public access to time-critical information regarding the Company in advance of or in lieu of distributing a press release or a filing with the SEC disclosing the same information. Therefore, investors should look to the Public Shareholders subpage of the Company’s website for important and time-critical information. Visitors to the Company’s website can also register to receive automatic e-mail and other notifications alerting them when new information is made available on the Public Shareholders subpage of the website.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being furnished herewith to this Current Report on Form 8-K.





Exhibit No.
 
Description
99.1
 
Press Release dated February 28, 2017
99.2
 
Supplemental Financial Disclosure for the quarter ended December 31, 2016 for Colony
99.3
 
Supplemental Financial Disclosure for the quarter ended December 31, 2016 for NRF
99.4
 
Investor Presentation dated February 28, 2017
 





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:
February 28, 2017
COLONY NORTHSTAR, INC.
 
 
 
 
 
 
By:
/s/ Darren J. Tangen
 
 
 
Darren J. Tangen
 
 
 
Chief Financial Officer









EXHIBIT INDEX
 
Exhibit No.
 
Description
99.1
 
Press Release dated February 28, 2017
99.2
 
Supplemental Financial Disclosure for the quarter ended December 31, 2016 for Colony
99.3
 
Supplemental Financial Disclosure for the quarter ended December 31, 2016 for NRF
99.4
 
Investor Presentation dated February 28, 2017



Exhibit
                
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Exhibit 99.1
COLONY NORTHSTAR ANNOUNCES
FOURTH QUARTER 2016 FINANCIAL RESULTS
AND POST-MERGER UPDATE

Los Angeles, CA and New York, NY, February 28, 2017 - Colony NorthStar, Inc. (NYSE:CLNS) and subsidiaries (collectively, “Colony NorthStar” or the “Company”) today announced fourth quarter 2016 financial results for its predecessor, NorthStar Asset Management Group Inc. (“NSAM”), Colony Capital, Inc. (“Colony”) and NorthStar Realty Finance Corp. (“NRF”), which closed their merger on January 10, 2017. Because the merger closed after December 31, 2016, these results reflect the pre-merger, stand-alone results for each of the three companies.

Updates
Completed largest real estate merger announced in 2016 to create Colony NorthStar, Inc., a global, diversified equity REIT with $56 billion of assets under management
Merger integration substantially complete with greater than 75% of the originally identified $115 million of annualized synergies and greater than 65% of the estimated $80 million of annualized cash synergies achieved to date with the balance expected to be achieved by year end on a run rate basis
Declared a quarterly cash dividend of $0.27 per CLNS common share of Class A and Class B common stock for the first quarter of 2017, which will be prorated to $0.24 per share for the period from January 11, 2017 to March 31, 2017
In January 2017, former Colony and NRF stockholders received stub dividends for the period from January 1, 2017 through January 10, 2017 and former NSAM stockholders received a one-time special dividend of $1.16 per NSAM common share
Completed or under contract asset monetizations include the following:
Completed a $783 million sale of a portfolio of medical office buildings, at an approximate 5.6% cap rate, resulting in net proceeds of $81 million;
Completed a sale of an 18.7% preferred joint venture interest in the Company’s healthcare portfolio resulting in net proceeds of $340 million, representing an implied 6.1% cap rate; and
Under contract for the sale of entire manufactured housing communities portfolio for $2.0 billion, which is expected to generate net proceeds of $615 million
Significant liquidity of approximately $1.2 billion, including $615 million expected from the sale of the manufactured housing communities portfolio, and more than $1 billion of additional liquidity expected throughout 2017 from future monetizations of existing non-core investments available for deployment in core verticals and other real estate investments, stock repurchases and/or debt paydowns
Repaid $921 million of term loans at NSAM and NRF
Increased revolving credit facility to $1.0 billion from $850 million
CLNS Board of Directors authorized $300 million common stock repurchase program
CLNS added to the MSCI U.S. REIT Index (RMZ) as a top quartile constituent by equity market capitalization
Updating Core FFO guidance for the year ending 2017 to a range of $1.40 to $1.58 per share

“We're off and running as Colony NorthStar Inc. and couldn't be more excited about our future,” said Richard B. Saltzman, Chief Executive Officer. “With the tri-party merger closing last month now behind us, we're focused completely on realizing the many benefits of significantly improved scale and capabilities all efficiently housed under one roof. Simultaneously, our aim is to simplify our portfolio investments and business lines as quickly as possible. The resultant streamlined organization will be a leading diversified equity REIT with a concentration in select areas demonstrating the most favorable supply/demand dynamics globally that further benefits from an embedded best-in-class investment management operation. We expect to make substantial progress towards this goal during 2017 and have all of this in place no later than the end of next year.”



                
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NSAM Fourth Quarter 2016 Financial and Selected Operating Results
For the fourth quarter 2016, NSAM reported net loss attributable to common stockholders of $(11.1) million, or $(0.06) per basic share. CAD was $37.7 million, or $0.20 per share.

NSAM’s net loss attributable to common stockholders and CAD for the fourth quarter 2016 compared to the third quarter 2016 included, among other things, higher compensation expenses incurred in connection with the closing of the merger of approximately $(15) million, or $(0.08) per share.

For more information and a reconciliation of net income/(loss) to common stockholders to CAD, please refer to the non-GAAP financial measure definitions and tables at the end of this press release.
Retail Companies
Total aggregate asset management and other fees of $20.7 million earned during the fourth quarter 2016
Cash available for investment of $459.2 million as of December 31, 2016
Total capital raised of approximately $76.5 million during the fourth quarter 2016 and approximately $398.8 million during 2016
Total investments of $169.6 million during the fourth quarter 2016
(in millions, except as noted)
NorthStar
Income
NorthStar
Healthcare
NorthStar
Income II
NorthStar/RXR
NY Metro Real Estate
Total
 
 
 
 
 
 
Capital Raising Status
Completed
July 2013
Completed
January 2016
Completed
November 2016
Active
 
Primary Strategy
CRE Debt
Healthcare Equity and Debt
CRE Debt
NY Metro Area CRE Equity and Debt
 
Offering Size
$1.2 billion(1)
$2.1 billion(1)
$1.65 billion(1)
$2.0 billion(1)
$6.95 billion
Capital Raised
 
 
 
 
 
Q4 2016
$10.6
$16.9
$42.5
$6.5
$76.5
Full Year 2016
43.5
68.6
278.2
8.5
398.8
Inception to 12-31-16
1,283.7
1,869.3
1,139.5
10.5
4,303.0
Investments(2)
 
 
 
 
 
During Q4 2016
46.5
57.5
59.5
6.1
169.6
As of 12-31-16
1,693.5
3,277.7
1,760.7
11.0
6,742.9
Cash as of 12-31-16
153.4
223.1
78.1
4.6
459.2
Fees earned during Q4 2016
 
 
 
 
 
Asset management fees
5.0
8.4
5.3
18.7
Acquisition fees
0.4
0.1
0.2
0.7
Disposition fees
1.1
0.1
0.1
1.3
Total fees
$6.5
$8.6
$5.6
$—
$20.7
___________________________________________________
1)
Represents dollar amount of shares registered to offer pursuant to each company's public offering, distribution reinvestment plan, and follow-on public offering.
2)
Based on cost for real estate equity investments, which includes net purchase price allocation related to intangibles, deferred costs and other assets, if any, committed principal amount for real estate debt and securities and carrying value plus deferred acquisition prices for limited partnership interests in private equity funds.



                
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New Retail Products
NorthStar Real Estate Capital Income Fund, a closed-end fund with an aggregate proposed offering amount of $3.2 billion, which has a registration statement that was declared effective by the SEC in May 2016, will focus mainly on commercial real estate debt investments. This information does not constitute an offer to sell or to purchase any securities.
NorthStar/Townsend Institutional Real Estate Fund Inc. is a closed-end interval fund with an aggregate proposed offering amount of $1.0 billion, which filed with the SEC a registration statement on Form N-2. This information does not constitute an offer to sell or to purchase any securities.

Townsend
During the fourth quarter 2016, Townsend generated $19.3 million of revenues and $9.8 million of Adjusted EBITDA, on a 100% consolidated basis. The Company has an approximate 84% interest in Townsend.

NorthStar Realty Europe (NYSE: NRE)
Base management fee of $3.5 million earned during the fourth quarter 2016.

Colony Fourth Quarter 2016 Financial and Selected Operating Results
For the fourth quarter 2016, Colony reported net loss attributable to common stockholders of $(16.8) million, or $(0.15) per basic share. Core FFO was $49.4 million, or $0.37 per basic share, and FFO was $(1.0) million, or $(0.01) per basic share.

Colony’s net loss attributable to common stockholders, FFO and Core FFO for the fourth quarter 2016 compared to the third quarter 2016 included, among other things, increased tax provisions of approximately $(4) million, or $(0.03) per basic share and increased provisions for loan losses, which are not expected to be recurring, of approximately $(6) million, or $(0.05) per basic share.

For more information and a reconciliation of net income/(loss) to common stockholders to FFO and Core FFO, please refer to the non-GAAP financial measure definitions and tables at the end of this press release.

Fourth Quarter 2016 Operating Results and Investment Activity by Segment
Colony held investment interests in five reportable segments: Industrial, Single Family Residential Rentals, Other Real Estate Equity, Real Estate Debt and Investment Management.

Equity: Industrial
Colony’s interest in the U.S. industrial portfolio (“Colony U.S. Industrial”) was an average 52% during the fourth quarter of 2016. With additional commitments drawn in the open-end fund during the fourth quarter of 2016, Colony’s interest in Colony U.S. Industrial is approximately 49% as of December 31, 2016. The Company continues to own a 100% interest in the related operating platform. Colony U.S. Industrial primarily invests in light industrial properties in infill locations in major U.S. metropolitan markets targeting multi-tenant buildings of up to 500,000 square feet and single tenant buildings of up to 250,000 square feet with an office buildout of less than 20%.

As of December 31, 2016, Colony U.S. Industrial’s portfolio consisted of 346 primarily light industrial buildings totaling 37.6 million square feet across 15 major U.S. markets and was 96% leased. During the fourth quarter, Colony U.S. Industrial’s same store portfolio produced recurring revenue growth of 2.5% and net operating income growth of 9.1% over the same period last year and sequential quarter-over-quarter recurring revenue growth of 0.5% and net operating income growth of 0.6%. Colony U.S. Industrial’s same store portfolio is defined as buildings in operation throughout the full periods presented under the comparison and included 307 and 322 properties in the year-over-year and quarter-over-quarter comparisons, respectively. During the fourth quarter 2016, this segment’s net loss attributable to common stockholders was $(5.2) million, while Core FFO was $12.2 million.

On September 30, 2016, Colony held a closing for its first open-end fund, which invests in the U.S. industrial market and has received $311 million of third-party commitments to date representing a 22% interest in the Colony U.S. Industrial portfolio. The Company holds a 49% interest in Colony U.S. Industrial and other long-term third party capital represents the balance of ownership.



                
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Equity: Single Family Residential Rentals
Colony’s investment in Single Family Residential Rentals included 15.1 million shares in Colony Starwood Homes (NYSE:SFR), which represents a 14.0% ownership based on the total common shares and OP units outstanding. Separately, Colony owned a $58 million share of the net book value in Colony American Finance, which represents a 17.4% ownership. As of December 31, 2016, Colony’s interest in SFR had a carrying value of $316 million. Based on SFR’s closing share price of $32.54 on February 24, 2017, the Company’s interest in SFR was valued at $492 million. During the fourth quarter 2016, this segment’s net loss attributable to common stockholders was $(0.5) million, while Core FFO was $8.6 million.

Other Real Estate Equity
Colony’s investment in Other Real Estate Equity included triple net lease investments, real estate acquired in settlement of loans, common equity in real estate or related companies, and preferred equity investments meeting certain risk and return profiles. During the fourth quarter 2016, this segment’s net income attributable to common stockholders was $11.9 million and Core FFO was $18.8 million.

Real Estate Debt
Colony’s investment in Real Estate Debt included originations and acquisitions of senior loans and subordinated debt, including preferred equity investments meeting certain risk and fixed return parameters. During the fourth quarter 2016, this segment’s net income attributable to common stockholders was $31.9 million and Core FFO was $46.5 million.

Real Estate Investment Management
Colony’s Real Estate Investment Management segment included the business and operations of managing Colony-sponsored funds and other investment vehicles for third-party investors. As of December 31, 2016, Colony had $16.8 billion of AUM and $6.9 billion of FEEUM compared to $18.1 billion of AUM and $7.8 billion of FEEUM as of September 30, 2016. AUM and FEEUM decreased primarily due to the investment realizations in legacy funds being in excess of both new capital commitments and an increase of the fair value of investments under management. For the fourth quarter 2016, this segment’s net income attributable to common stockholders for the quarter was $3.6 million while Core FFO was $6.4 million.
NRF Fourth Quarter 2016 Financial and Selected Operating Results
For the fourth quarter 2016, NRF reported net income attributable to common stockholders of $61.6 million, or $0.34 per basic share. CAD was $48.4 million, or $0.26 per share.

NRF net income attributable to common stockholders and CAD for the fourth quarter 2016 compared to the third quarter 2016 included, among other things, the following items: 1) lower earnings due to seasonality in the hotel business of approximately $(19) million, or $(0.11) per share; 2) loss of income from assets sold in the third and fourth quarters of approximately $(7) million, or $(0.04) per share; 3) lower income from interests in private equity funds of approximately $(4) million, or $(0.02) per share; and 4) non-recurring audit and other general and administrative expenses of approximately $(3) million, or $(0.02) per share.

For more information and a reconciliation of net income to common stockholders to CAD, please refer to the non-GAAP financial measure definitions and tables at the end of this press release.

NRF Portfolio Results
Same-store results are presented for direct real estate properties that NRF owned during the full quarter ended December 31, 2016 and full quarter ended December 31, 2015. Portfolio results exclude the manufactured housing communities portfolio, which is under contract to be sold.

Healthcare Real Estate
For the fourth quarter 2016, combined healthcare portfolio NOI was $91.8 million. Same store fourth quarter 2016 NOI was $80.4 million compared to same store fourth quarter 2015 NOI of $79.5 million. Applying the average currency exchange rates from the fourth quarter 2015, same store 2016 NOI would have been $81.5 million.



                
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The following table presents NOI and selected operating metrics by property types in our healthcare real estate segment:
 
NOI
 
NOI - Same Store
 
Occupancy % - Same Store (2)
 
Lease (EBITDAR) Coverage - Same Store (2)
(In millions)
Q4 2016
 
Q4 2016
Q4 2015
 
Q4 2016
Q4 2015
 
Q4 2016
Q4 2015
Medical Office Buildings
$
26.2

 
$
14.8

$
15.0

 
85.8
%
87.7
%
 
 N/A
 N/A
Senior Housing - Operating
18.3

 
18.3

17.0

 
88.1
%
90.2
%
 
 N/A
 N/A
Senior Housing - Triple Net Lease (1)
14.0

 
14.0

15.0

 
86.6
%
88.1
%
 
1.6x
1.5x
Skilled Nursing Facilities
28.2

 
28.2

27.5

 
84.2
%
85.2
%
 
1.4x
1.4x
Hospitals
5.1

 
5.1

5.0

 
62.8
%
67.2
%
 
3.3x
3.0x
Healthcare Real Estate Total
$
91.8

 
$
80.4

$
79.5

 
 
 
 
 
 
___________________________________________________
(1)
Applying the average currency exchange rates from the fourth quarter 2015, same store 2016 Senior Housing - Triple Net Lease NOI would have been $15.1 million and same store 2016 total healthcare real estate NOI would have been $81.5 million for the fourth quarter 2016.
(2)
Occupancy % for Senior Housing - Operating represents average of the presented quarter, MOB’s is as of last day in the quarter and for other types represents average of the prior quarter. Lease (EBITDAR) Coverage reflects the ratio of EBITDAR to cash rent on a trailing 12 month basis, as of September 30, 2016 and September 30, 2015.

Hotels
For the fourth quarter 2016, EBITDA was $57.7 million, RevPAR was $85, WA occupancy was 69.4% and EBITDA margin was 30.4% compared to EBITDA of $60.9 million, RevPAR of $86, WA occupancy of 70.3% and EBITDA margin of 32.1% for the fourth quarter 2015.

Net Lease Real Estate
For the fourth quarter 2016, NOI was $5.7 million, compared to NOI of $6.2 million for the fourth quarter 2015. Excluding rent concessions provided to a tenant that renewed its lease during 2016, fourth quarter 2016 NOI would have been $6.1 million.

Multifamily Real Estate
For the fourth quarter 2016, NOI was $2.1 million. For the fourth quarter 2016, same store NOI was $1.7 million, compared to same store NOI of $1.6 million for the fourth quarter 2015.

Multi-tenant Office Real Estate
For the fourth quarter 2016, NOI was $2.5 million, compared to NOI of $2.8 million for the fourth quarter 2015.
Interest in Private Equity Funds
For the fourth quarter 2016, aggregate gross distributions were $63.5 million, of which $14.3 million was income earned, and aggregate contributions totaled $0.2 million. As of December 31, 2016, aggregate portfolio net carrying value was $413.8 million.
Balance Sheet Real Estate Debt
For the fourth quarter 2016, aggregate portfolio income was $5.0 million. During the fourth quarter 2016, asset sales and repayments totaled $2.9 million. As of December 31, 2016, aggregate portfolio carrying value was $195.9 million.

Subsequent to the fourth quarter 2016, the Company sold a loan at carrying value for $34.0 million.
Repurchased N-Star CDO Bonds and Other Securities
For the fourth quarter 2016, aggregate portfolio income earned was $13.3 million, which includes $3.7 million related to repurchased CDO bonds that are eliminated in consolidation. As of December 31, 2016, the principal amount of the portfolio, excluding repurchased CDO bonds that are eliminated in consolidation, was $429.8 million. As of December 31, 2016, the principal amount of repurchased CDO bonds that are eliminated in consolidation was $139.1 million.

N-Star CDO Equity and Other Income
For the fourth quarter 2016, aggregate CDO equity distributions and other income was $12.1 million.



                
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Asset Monetizations
During the fourth quarter 2016, NRF sold five multifamily properties for $158 million, at an approximate 6.5% cap rate, which resulted in net proceeds of approximately $43 million.

During the fourth quarter 2016 and first quarter 2017, NRF sold a subset of its medical office building portfolio for $783 million, at an approximate 5.6% cap rate, which resulted in net proceeds of approximately $81 million. This sale included 35 of the original 38 properties expected to be sold.

Subsequent to the fourth quarter 2016, the Company completed the previously announced sale of an 18.7% preferred joint venture interest in its healthcare real estate portfolio, which resulted in net proceeds of approximately $340 million, representing an implied 6.1% cap rate.

Post-Merger: Colony NorthStar Update

2017 Updated Guidance
The Company is updating its Core FFO guidance for the year ending 2017 to a range of $1.40 to $1.58 per share, but does not intend to provide updates to Core FFO guidance going forward. In comparison to the original 2017 guidance that was provided in the Investor Presentation related to the merger filed on June 7, 2016, the update includes lower earnings due primarily to: 1) less third party capital raising; 2) less cash available to deploy into investments resulting from the increase of the NSAM special dividend among other reasons; and, 3) accelerating the replacement of higher-yielding, non-core investments with lower-yielding investments that better fit the strategic direction of the Company. The updated 2017 guidance included in this press release is subject to the cautionary statements and limitations described in the Cautionary Statement Regarding Forward-Looking Statements section at the end of this press release.

Common Stock Repurchase Program
On February 23, 2017, the Company’s Board of Directors authorized the Company to purchase up to $300 million of its outstanding common stock through February 22, 2018.

Common Dividends
On January 20, 2017, the Company paid (i) a dividend of $0.04444 per share of common stock to former Colony stockholders representing a pro rata dividend for the period from January 1, 2017 through January 10, 2017 of the quarterly dividend rate of $0.40 per Colony share and (ii) a dividend of $0.04444 per share of common stock to former NRF stockholders representing a pro rata dividend for the period from January 1, 2017 through January 10, 2017 of the quarterly dividend rate of $0.40 per NRF share.

On January 27, 2017, the Company paid a one-time special dividend of $1.16 per share of NSAM common stock to former NSAM stockholders.

On February 23, 2017, the Company’s Board of Directors declared a quarterly cash dividend of $0.27 per share of Class A and Class B common stock for the first quarter of 2017, which will be prorated to $0.24 per share for the period from January 11, 2017 to March 31, 2017 and paid on April 17, 2017 to respective stockholders of record on March 31, 2017.

Preferred Dividends
On January 16, 2017, the Company paid quarterly cash dividends of (i) $0.53125 per share of 8.50% Series F Cumulative Redeemable Perpetual Preferred Stock, (ii) $0.46875 per share of 7.50% Series G Cumulative Redeemable Perpetual Preferred Stock, and (iii) $0.4453 per share of 7.125% Series H Cumulative Redeemable Perpetual Preferred Stock, in each case, to respective stockholders of record on December 30, 2016.

On February 15, 2017, the Company paid quarterly cash dividends of (iv) $0.54688 per share of 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock, (v) $0.51563 per share of 8.25% Series B Cumulative Redeemable Perpetual Preferred Stock, (vi) $0.55469 per share of 8.875% Series C Cumulative Redeemable Perpetual Preferred Stock, (vii) $0.53125 per share of 8.50% Series D Cumulative Redeemable Perpetual Preferred Stock, and (viii) $0.54688 per share of 8.75% Series E Cumulative Redeemable Perpetual Preferred Stock, in each case, to respective stockholders of record on February 10, 2017.



                
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On February 23, 2017, the Company’s Board of Directors declared (i) quarterly cash dividends of (a) $0.54688 per share of 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock, (b) $0.51563 per share of 8.25% Series B Cumulative Redeemable Perpetual Preferred Stock, (c) $0.55469 per share of 8.875% Series C Cumulative Redeemable Perpetual Preferred Stock, (d) $0.53125 per share of 8.50% Series D Cumulative Redeemable Perpetual Preferred Stock, and (e) $0.54688 per share of 8.75% Series E Cumulative Redeemable Perpetual Preferred Stock, in each case, payable on May 15, 2017 to respective stockholders of record on May 10, 2017 and (ii) quarterly cash dividends of (f) $0.53125 per share of 8.50% Series F Cumulative Redeemable Perpetual Preferred Stock, (g) $0.46875 per share of 7.50% Series G Cumulative Redeemable Perpetual Preferred Stock, and (h) $0.4453 per share of 7.125% Series H Cumulative Redeemable Perpetual Preferred Stock, in each case, payable on April 17, 2017 to respective stockholders of record on March 31, 2017.

Asset Monetizations
The Company has entered into a definitive agreement to sell its entire manufactured housing communities portfolio for $2.0 billion, which will result in net proceeds of approximately $615 million. This transaction is expected to close in the first quarter 2017; however, there is no assurance this transaction will close on the terms anticipated, if at all.

Liquidity, Financing and Capital Markets
Concurrent with the closing of the merger, NSAM and NRF repaid in entirety their term loan borrowings of $0.5 billion and $0.4 billion, respectively, and Colony NorthStar amended and restated Colony’s revolving credit facility increasing commitments from $850 million to $1.0 billion and renewing the initial term to four years with two 6-month extension options.

As of February 24, 2017, the Company had a total of approximately $135 million of unrestricted cash, $500 million of undrawn capacity on its $1.0 billion revolving credit facility and expects to receive $615 million of net proceeds from the sale of the manufactured housing communities portfolio.

Stockholders’ Equity
As of February 24, 2017, the Company had approximately 564.3 million Class A and B common stock and restricted stock units outstanding and the Company’s operating partnership had approximately 34.3 million operating company units outstanding held by members other than the Company or its subsidiaries.
Assets Under Management (“AUM”)
As of December 31, 2016 the Company had $56 billion of AUM, pro forma for NRF asset monetizations as of February 24, 2017:
(In billions)
Amount
 
% of
Grand Total
 
 
 
 
Balance Sheet (CLNS Pro Rata Share):
 
 
 
Healthcare
$
3.9

 
7.0
%
Industrial
1.2

 
2.1
%
Hospitality
3.5

 
6.2
%
Other Equity and Debt
6.5

 
11.6
%
Balance Sheet Subtotal
15.1

 
26.9
%
 
 
 
 
Investment Management:
 
 
 
Institutional Funds
11.0

 
19.6
%
Retail Companies
6.8

 
12.1
%
NorthStar Realty Europe (NYSE:NRE)
2.0

 
3.6
%
Townsend
14.6

 
26.0
%
Pro Rata Corporate Investments
6.6

 
11.8
%
Investment Management Subtotal
41.0

 
73.1
%
 
 
 
 
Grand Total
$
56.1

 
100.0
%



                
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Non-GAAP Financial Measures and Definitions
Colony Fee-Earning Equity Under Management (“FEEUM”)
Colony Fee-Earning Equity Under Management refers to the equity for which Colony provided investment management services and from which it derived management fees and/or performance allocations. FEEUM is presented as of December 31, 2016, and included $0.3 billion of uncalled limited partner capital commitments which did not bear fees. Additionally, $0.3 billion pertained to FEEUM of Colony’s equity-method investment in a German-based asset management platform. Colony’s calculations of FEEUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.

Colony Assets Under Management
Colony Assets Under Management refers to the assets for which Colony provided investment management services and included assets for which it may or may not charge management fees and/or performance allocations. AUM is presented as of December 31, 2016 and equaled the sum of: a) the gross fair value of investments held directly by Colony or managed by Colony on behalf of its private funds, co-investments, or other investment vehicles; b) leverage, inclusive of debt held by investments and deferred purchases prices; c) uncalled limited partner capital commitments which Colony was entitled to call from investors during the given commitment period at its discretion pursuant to the terms of their respective funds; and d) with respect to majority-owned and substantially controlled investments consolidated by Colony, gross assets attributable to third-party investors. Colony’s calculations of AUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.

CLNS Assets Under Management
Refers to assets which the Company and its affiliates provides investment management services, including assets for which the Company may or may not charge management fees and/or performance allocations. AUM is generally based on reported gross carrying value or cost basis of managed investments as reported by each underlying vehicle at December 31, 2016, proforma for NRF asset monetizations, while legacy NRF real estate assets are based on preliminary merger purchase price accounting figures and retail companies and NorthStar Realty Europe are presented as of February 24, 2017. AUM further includes a) uncalled capital commitments and b) for corporate investments in affiliates with asset and investment management functions, includes the Company’s pro-rata share assets of each affiliate as presented and calculated by the affiliate. Affiliates include RXR Realty LLC, SteelWave, LLC, American Healthcare Investors and Hamburg Trust. The Company's calculations of AUM may differ materially from the calculations of other asset managers, and as a result, this measure may not be comparable to similar measures presented by other asset managers.

NSAM Cash Available for Distribution (“CAD”)
NSAM believed that CAD provides investors and management with a meaningful indicator of operating performance. NSAM Management also used CAD, among other measures, to evaluate profitability. In addition, the incentive fees to which NSAM was entitled to pursuant to its prior management agreements with each of its NorthStar Listed Companies were determined using such NorthStar Listed Company’s CAD as a performance metric. NSAM believed that CAD is useful because it adjusted for a variety of items that are consistent with presenting a measure of operating performance (such as transaction costs, depreciation and amortization, equity-based compensation, unrealized gain (loss) on investments and other, realized gain (loss) on investments and other and asset impairment). NSAM adjusted for transaction costs because these costs are not a meaningful indicator of its operating performance. For instance, these transaction costs include costs such as professional fees associated with new investments or restructuring of investments, which are expenses related to specific transactions.

NSAM calculated CAD by subtracting from or adding to net income (loss) attributable to common stockholders, non-controlling interests attributable to NSAM’s Operating Partnership and the following items: equity-based compensation, depreciation and amortization related items, amortization of deferred financing costs, foreign currency gains (losses), impairment on goodwill and other intangible assets, straight-line rent, adjustments for joint ventures and investment funds, unrealized (gain) loss from fair value adjustments, realized gain (loss) on investments and transaction and other costs. These items, if applicable, included any adjustments for unconsolidated ventures. NSAM management also believed that quarterly distributions were principally based on operating performance and its board of directors included CAD as one of several metrics it reviewed to determine quarterly distributions to stockholders.



                
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CAD should not be considered as an alternative to net income (loss) attributable to common stockholders, determined in accordance with U.S. GAAP, as an indicator of operating performance. In addition, NSAM’s methodology for calculating CAD involved subjective judgment and discretion and may differ from the methodologies used by other comparable companies when calculating the same or similar supplemental financial measures and may not be comparable with these companies.

NRF Cash Available for Distribution
NRF believed that CAD provides investors and management with a meaningful indicator of operating performance. NRF also believed that CAD was useful because it adjusted for a variety of items that are consistent with presenting a measure of operating performance (such as transaction costs, N-Star CDO equity interests, depreciation and amortization, equity-based compensation, realized gain (loss) on investments, provision for loan losses, asset impairment, non-recurring bad debt expense and certain interest income and expense items). NRF adjusted for transaction costs because these costs were not a meaningful indicator of its operating performance. For instance, these transaction costs included costs such as professional fees associated with new investments or restructuring of investments, which are expenses related to specific transactions. NRF adjusted for N-Star CDO equity interests to represent the net economic interest generated from the N-Star CDO equity interests. This adjustment was a component of NRF’s ongoing return on such investments, and therefore, was adjusted in CAD as it provided investors and management with a meaningful indicator of NRF’s operating performance. Furthermore, CAD adjusted N-Star CDO bond discounts to record such investments on an effective yield basis over the expected weighted average life of the investment. N-Star CDO bond discounts related to repurchased CDO bonds of consolidated CDO financing transactions at a discount to par. These CDO bonds typically have a low interest rate and the majority of the return was generated from repurchasing the CDO bonds at a discount to expected recovery value. Because the return generated through the accretion of the discount was a meaningful contributor to NRF’s operating performance, such accretion was adjusted in CAD. The computation for the accretion of the discount under U.S. GAAP and CAD was the same. However, for CDO financing transactions that are consolidated under U.S. GAAP, the CDO bonds were not presented as an investment but rather were eliminated in NRF’s consolidated financial statements. In addition, NRF adjusted for distributions and adjustments to joint venture partners, which represented the net return generated from NRF investments allocated to our non-controlling interests. For NRF’s owned hotels, NRF’s CAD calculation did not make an adjustment for furniture, fixtures and equipment (FF&E) reserves. CAD fluctuated from period to period based upon a variety of factors, including, but not limited to, the timing and amount of investments, repayments and asset sales, capital raised, use of leverage, changes in the expected yield of investments and the overall conditions in commercial real estate and the economy generally. Management also believed that quarterly distributions were principally based on operating performance and NRF’s board of directors included CAD as one of several metrics it reviewed to determine quarterly distributions to stockholders.

NRF calculated CAD by subtracting from or adding to net income (loss) attributable to common stockholders, non-controlling interests and the following items: depreciation and amortization items including straight-line rental income or expense, amortization of above/below market leases, amortization of deferred financing costs, amortization of discount on financings and other and equity-based compensation; net economic interest generated from N-Star CDO equity interests; accretion of consolidated N-Star CDO bond discounts; net interest income in consolidated N-Star CDOs; unrealized gain (loss) from the change in fair value; realized gain (loss) on investments and other, excluding accelerated amortization related to sales of CDO bonds or other investments; provision for loan losses, net; impairment on depreciable property; non-recurring bad debt expense; acquisition gains or losses; distributions and adjustments related to joint venture partners; transaction costs; foreign currency gains (losses); impairment on goodwill and other intangible assets; and one-time events pursuant to changes in U.S. GAAP and certain other non-recurring items.

CAD should not be considered as an alternative to net income (loss) attributable to common stockholders, determined in accordance with U.S. GAAP, as an indicator of operating performance. In addition, NRF’s methodology for calculating CAD involved subjective judgment and discretion and may differ from the methodologies used by other comparable companies, including other REITs, when calculating the same or similar supplemental financial measures and may not be comparable with these companies.

Colony Funds From Operations (“FFO”) and Core Funds From Operations (“Core FFO”)
Colony calculated funds from operations ("FFO") in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts, which defines FFO as net income or loss calculated in accordance with GAAP, excluding extraordinary items, as defined by GAAP, gains and losses from sales of depreciable real estate and impairment write-downs associated with depreciable real estate, plus real estate-related depreciation and amortization, and after similar adjustments for unconsolidated partnerships and joint ventures. Included in FFO are gains and losses from sales of assets which are not depreciable real estate such as loans receivable, investments in unconsolidated joint ventures as well as investments in debt and other equity securities, as applicable.



                
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Colony computed core funds from operations ("Core FFO") by adjusting FFO for the following items, including Colony’s share of these items recognized by its unconsolidated partnerships and joint ventures: (i) gains and losses from sales of depreciable real estate, net of depreciation, amortization and impairment previously adjusted for FFO; (ii) stock compensation expense; (iii) effects of straight-line rent revenue and straight-line rent expense on ground leases; (iv) amortization of acquired above- and below-market lease values; (v) amortization of deferred financing costs and debt premiums and discounts; (vi) unrealized fair value gains or losses on derivative instruments and on foreign currency remeasurements; (vii) acquisition-related expenses, merger and integration costs; (viii) amortization and impairment of finite-lived intangibles related to investment management contracts and customer relationships; (ix) gain on remeasurement of consolidated investment entities and the effect of amortization thereof; (x) non-real estate depreciation and amortization; (xi) change in fair value of contingent consideration; and (xii) deferred tax effect on the foregoing adjustments. Also, beginning with the first quarter of 2016, Colony’s share of Core FFO from its interest in Colony Starwood Homes (NYSE: SFR) represented its percentage interest multiplied by SFR's reported Core FFO, which may differ from Colony’s calculation of Core FFO. Refer to SFR's filings for its definition and calculation of Core FFO.

FFO and Core FFO should not be considered alternatives to GAAP net income as indications of operating performance, or to cash flows from operating activities as measures of liquidity, nor as indications of the availability of funds for our cash needs, including funds available to make distributions. FFO and Core FFO should not be used as supplements to or substitutes for cash flow from operating activities computed in accordance with GAAP. Colony’s calculations of FFO and Core FFO may differ from methodologies utilized by other REITs for similar performance measurements, and, accordingly, may not be comparable to those of other REITs.

Colony used FFO and Core FFO as supplemental performance measures because, in excluding real estate depreciation and amortization and gains and losses from property dispositions, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates, and operating costs. Colony also believed that, as widely recognized measures of the performance of REITs, FFO and Core FFO would be used by investors as a basis to compare its operating performance with that of other REITs. However, because FFO and Core FFO excludes depreciation and amortization and captures neither the changes in the value of Colony’s properties that resulted from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of its properties, all of which have real economic effect and could materially impact Colony’s results from operations, the utility of FFO and Core FFO as measures of Colony’s performance was limited. Other equity REITs may not calculate FFO and Core FFO in accordance with the NAREIT definition and, accordingly, Colony’s FFO and Core FFO may not be comparable to such other REITs’ FFO and Core FFO. Accordingly, FFO and Core FFO should be considered only as supplements to net income as a measure of Colony’s performance.

NRF Net Operating Income (“NOI”)
NRF believed NOI was a useful metric of the operating performance of its real estate portfolio in the aggregate. Portfolio results and performance metrics represented 100% for all consolidated investments and represented NRF’s ownership percentage for unconsolidated joint ventures. Net operating income represented total property and related revenues, adjusted for: (i) amortization of above/below market rent; (ii) straight line rent; (iii) other items such as adjustments related to joint ventures and non-recurring bad debt expense; and (iv) less property operating expenses. However, the usefulness of NOI is limited because it excluded general and administrative costs, interest expense, transaction costs, depreciation and amortization expense, realized gains (losses) from the sale of properties and other items under U.S. GAAP and capital expenditures and leasing costs necessary to maintain the operating performance of properties, all of which may be significant economic costs. NOI may fail to capture significant trends in these components of U.S. GAAP net income (loss) which further limits its usefulness.

NOI should not be considered as an alternative to net income (loss), determined in accordance with U.S. GAAP, as an indicator of operating performance. In addition, NRF’s methodology for calculating NOI involved subjective judgment and discretion and may differ from the methodologies used by other comparable companies, including other REITs, when calculating the same or similar supplemental financial measures and may not be comparable with these companies.


                
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Fourth Quarter 2016 Conference Call
The Company will conduct a conference call to discuss the financial results on Wednesday, March 1, 2017 at 7:00 a.m. PT / 10:00 a.m. ET. To participate in the event by telephone, please dial (877) 407-4018 ten minutes prior to the start time (to allow time for registration). International callers should dial (201) 689-8471. The call will also be broadcast live over the Internet and can be accessed on the Investor Relations section of the Company’s website at http://www.clns.com. A webcast of the call will be available for 90 days on the Company’s website.

For those unable to participate during the live call, a replay will be available starting March 1, 2017, at 10:00 a.m. PT / 1:00 p.m. ET, through March 8, 2017, at 8:59 p.m. PT / 11:59 p.m. ET. To access the replay, dial (844) 512-2921 (U.S.), and use passcode 13653984. International callers should dial (412) 317-6671 and enter the same conference ID number.

About Colony NorthStar, Inc.
Colony NorthStar, Inc. (NYSE:CLNS) is a leading global real estate and investment management firm. The Company resulted from the January 2017 merger between Colony Capital, Inc., NorthStar Asset Management Group Inc. and NorthStar Realty Finance Corp. The Company has significant property holdings in the healthcare, industrial and hospitality sectors, opportunistic equity and debt investments and an embedded institutional and retail investment management business. The Company currently has assets under management in excess of $56 billion and manages capital on behalf of its stockholders, as well as institutional and retail investors in private funds, non-traded and traded real estate investment trusts and registered investment companies. In addition, the Company owns NorthStar Securities, LLC, a captive broker-dealer platform which raises capital in the retail market. The firm maintains principal offices in Los Angeles and New York, with more than 500 employees in offices located across 17 cities in ten countries. The Company will elect to be taxed as a REIT for U.S. federal income tax purposes. For additional information regarding the Company and its management and business, please refer to www.clns.com.

Cautionary Statement Regarding Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of the federal securities laws.  Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts.  In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters.  Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond our control, and may cause actual results to differ significantly from those expressed in any forward-looking statement.  Factors that might cause such a difference include, without limitation, our failure to achieve anticipated synergies in and benefits of the completed merger among NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp., Colony NorthStar’s liquidity, including its ability to complete identified monetization transactions and other potential sales of non-core investments, whether Colony NorthStar will be able to achieve a streamlined organization as a leading diversified equity REIT with a concentration in select areas demonstrating the most favorable supply/demand dynamics globally that further benefits from an embedded best-in-class investment management operation in the anticipated timeframe or ever, the timing of and ability to deploy available capital, the timing of and ability to complete repurchases of Colony NorthStar’s stock, Colony NorthStar’s ability perform on the RMZ, Colony NorthStar’s leverage, including the timing and amount of borrowings under its credit facility, increased interest rates and operating costs, adverse economic or real estate developments in Colony NorthStar’s markets, Colony NorthStar’s failure to successfully operate or lease acquired properties, decreased rental rates, increased vacancy rates or failure to renew or replace expiring leases, defaults on or non-renewal of leases by tenants, the impact of economic conditions on the borrowers of Colony NorthStar’s commercial real estate debt investments and the commercial mortgage loans underlying its commercial mortgage backed securities, adverse general and local economic conditions, an unfavorable capital market environment, decreased leasing activity or lease renewals, and other risks and uncertainties detailed in our filings with the Securities and Exchange Commission (“SEC”). All forward-looking statements reflect the Company’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance.  Additional information about these and other factors can be found in Colony NorthStar’s reports filed from time to time with the Securities and Exchange Commission.



                
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Colony NorthStar cautions investors not to unduly rely on any forward-looking statements.  The forward-looking statements speak only as of the date of this press release.  Colony NorthStar is under no duty to update any of these forward-looking statements after the date of this press release, nor to conform prior statements to actual results or revised expectations, and Colony NorthStar does not intend to do so.

Investor Contacts:

Colony NorthStar, Inc.
Darren Tangen
Executive Vice President and Chief Financial Officer
310-552-7230

or

Addo Investor Relations
Lasse Glassen
(310) 829-5400

(FINANCIAL TABLES FOLLOW)




                
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NORTHSTAR ASSET MANAGEMENT GROUP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)

 
December 31,
 
2016
 
2015
Assets
 
 
 
Cash
$
131,666

 
$
84,707

Restricted cash
22,477

 
36,780

Receivables, net
71,423

 
93,809

Investments in unconsolidated ventures
55,836

 
88,069

Securities, at fair value
44,210

 
46,215

Intangible assets, net
201,631

 

Goodwill
243,328

 

Other assets
80,056

 
25,241

Total assets
$
850,627

 
$
374,821

Liabilities
 
 
 
Term loan, net
$
468,425

 
$

Credit facility

 
100,000

Accounts payable and accrued expenses
85,503

 
90,160

Commission payable
5,662

 
6,988

Other liabilities
30,847

 
930

Total liabilities
590,437

 
198,078

Commitments and contingencies


 


Redeemable non-controlling interests
74,525

 

Equity
 
 
 
NorthStar Asset Management Group Inc. Stockholders’ Equity
 
 
 
Performance common stock
52

 
42

Preferred stock

 

Common stock
1,884

 
1,857

Additional paid-in capital
250,997

 
208,318

Accumulated other comprehensive income (loss)
(280
)
 

Retained earnings (accumulated deficit)
(68,541
)
 
(35,152
)
Total NorthStar Asset Management Group Inc. stockholders’ equity
184,112

 
175,065

Non-controlling interests
1,553

 
1,678

Total equity
185,665

 
176,743

Total liabilities and equity
$
850,627

 
$
374,821




                
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NORTHSTAR ASSET MANAGEMENT GROUP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

 
Three Months Ended December 31,
 
2016
 
2015
Revenues
 
 
 
Asset management and other fees
$
90,276

 
$
77,257

Selling commission and dealer manager fees
7,688

 
39,543

Other income
1,555

 
75

Total revenues
99,519

 
116,875

Expenses
 
 
 
Commission expense
7,629

 
36,379

Interest expense
6,947

 
778

Transaction costs
15,314

 
8,018

Other expenses
2,311

 
669

General and administrative expenses
 
 
 
Compensation expense (1)
52,273

 
33,941

Other general and administrative expenses
10,224

 
10,462

Total general and administrative expenses
62,497

 
44,403

Depreciation and amortization
2,666

 
525

Total expenses
97,364

 
90,772

Unrealized gain (loss) on investments and other
5,706

 
(3,852
)
Realized gain (loss) on investments and other
(15,353
)
 

Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense)
(7,492
)
 
22,251

Equity in earnings (losses) of unconsolidated ventures
(688
)
 
2,461

Income (loss) before income tax benefit (expense)
(8,180
)
 
24,712

Income tax benefit (expense)
(1,691
)
 
(5,701
)
Net income (loss)
(9,871
)
 
19,011

Net (income) loss attributable to non-controlling interests
91

 
(182
)
Net (income) loss attributable to redeemable non-controlling interests
(1,280
)
 

Net income (loss) attributable to NorthStar Asset Management Group Inc. common stockholders
$
(11,060
)
 
$
18,829

Earnings (loss) per share:
 
 
 
Basic
$
(0.06
)
 
$
0.10

Diluted
$
(0.06
)
 
$
0.10

Weighted average number of shares:
 
 
 
Basic
183,552

 
186,278

Diluted
185,316

 
188,576

___________________________________________________
(1)
The three months ended December 31, 2016 and 2015 includes $16.0 million and $14.3 million of equity-based compensation expense, respectively.








                
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NORTHSTAR ASSET MANAGEMENT GROUP INC.
CASH AVAILABLE FOR DISTRIBUTION
(In thousands, except per share data)
(Unaudited)

 
 
Three Months Ended December 31,
 
 
2016
 
2015 (As Revised) (1)
Net income (loss) attributable common stockholders
 
$
(11,060
)
 
$
18,829

Non-controlling interests attributable to NSAM's Operating Partnership
 
(91
)
 
182

Adjustments:
 
 
 
 
Equity-based compensation (2)
 
16,040

 
14,290

Adjustment related to joint ventures (3)
 
3,524

 
4,232

Unrealized (gain) loss from fair value adjustments and other (4)
 
(5,706
)
 
3,852

Realized (gain) loss from fair value adjustments and other (5)
 
15,353

 

Transaction costs and other (6)
 
15,954

 
8,220

Depreciation and amortization items(7)
 
3,714

 
859

CAD
 
$
37,728

 
$
50,464

CAD per share (8)
 
$
0.20

 
$
0.27

___________________________________________________
(1)
CAD presented for the three months ended December 31, 2015 has been revised from previously reported numbers by $(1.9) million related to deferred taxes which had been a previous adjustment in the computation of CAD. This revision is related to a change in calculation methodology of CAD made during 2016. NSAM had previously reported CAD of $52.3 million, or $0.27 per share.
(2)
The three months ended December 31, 2016 includes equity-based compensation expense related to grants of NorthStar Realty stock issued prior to the NSAM Spin-off of $2.4 million, one-time grants issued in connection with the NSAM Spin-off of $5.8 million, annual grants issued to executives and employees of $7.4 million and other grants to non-employees of $0.4 million. The three months ended December 31, 2015 includes equity-based compensation expense related to grants of NorthStar Realty stock issued prior to the NSAM Spin-off of $3.0 million, one-time grants issued in connection with the NSAM Spin-off of $7.7 million, annual grants issued to executives and employees of $3.5 million and other grants to non-employees of $0.1 million.
(3)
The three months ended December 31, 2016 includes an adjustment to add $1.0 million of equity-based compensation expense, $2.7 million of depreciation and amortization expense related to unconsolidated ventures and a reduction of $(0.1) million related to net unrealized and realized gains (losses) on the Townsend Funds. The three months ended December 31, 2015 includes an adjustment to add $0.2 million of equity-based compensation expense and $4.0 million of depreciation and amortization expense related to unconsolidated ventures.
(4)
Represents the change in fair value for NSAM's investment in NorthStar Listed Companies common stock and foreign exchange gains (losses).
(5)
For the three months ended December 31, 2016, amount related to the sale of NSAM's interest in Island Hospitality Management Inc.
(6)
The three months ended December 31, 2016 includes an adjustment to add back transaction costs of $15.3 million which related to the merger with NorthStar Realty and Colony and an impairment of $0.7 million. The three months ended December 31, 2015 includes $(0.2) million of straight-line rental expense and $8.4 million of one-time expenses and transaction costs which includes a buyout and satisfaction of all participating interests related to NorthStar Income for $8.1 million.
(7)
The three months ended December 31, 2016 includes an adjustment to exclude depreciation of $2.7 million and amortization of deferred financing costs of $1.0 million. The three months ended December 31, 2015 includes an adjustment to exclude depreciation of $0.5 million and amortization of deferred financing costs of $0.4 million.
(8)
CAD per share does not take into account any potential dilution from certain restricted stock units and performance stock subject to market based performance metrics not currently achieved.





                
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COLONY CAPITAL, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)
 
 
 
December 31,
 
 
2016
 
2015
ASSETS
 
 
 
 
Cash
 
$
376,005

 
$
185,854

Loans receivable, net
 
 
 
 
     Held for investment
 
3,432,992

 
4,048,477

     Held for sale
 
29,353

 
75,002

Real estate assets, net
 
 
 
 
Held for investment
 
3,243,631

 
3,132,218

Held for sale
 
223,954

 
297,887

Equity method investments
 
953,259

 
824,597

Other investments
 
123,182

 
99,868

Goodwill
 
680,127

 
678,267

Deferred leasing costs and intangible assets, net
 
299,980

 
325,513

Due from affiliates
 
9,971

 
11,713

Other assets
 
388,538

 
359,914

Total assets
 
$
9,760,992

 
$
10,039,310

LIABILITIES AND EQUITY
 
 
 
 
Liabilities:
 
 
 
 
Accrued and other liabilities
 
$
321,225

 
$
325,589

Due to affiliates—contingent consideration
 
41,250

 
52,990

Dividends and distributions payable
 
65,972

 
65,688

Debt, net
 
3,122,792

 
3,587,724

Convertible senior notes, net
 
592,826

 
591,079

Total liabilities
 
4,144,065

 
4,623,070

Commitments and contingencies
 
 
 
 
Equity:
 
 
 
 
Stockholders’ equity:
 
 
 
 
Preferred stock
 
250

 
250

Common stock
 
1,140

 
1,123

Additional paid-in capital
 
3,050,582

 
2,995,243

Distributions in excess of earnings
 
(246,064
)
 
(131,278
)
Accumulated other comprehensive loss
 
(32,109
)
 
(18,422
)
Total stockholders’ equity
 
2,773,799

 
2,846,916

Noncontrolling interests in investment entities
 
2,453,938

 
2,138,925

Noncontrolling interests in Operating Company
 
389,190

 
430,399

Total equity
 
5,616,927

 
5,416,240

Total liabilities and equity
 
$
9,760,992

 
$
10,039,310






                
https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-capturea04.jpg
 
 
                    

COLONY CAPITAL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

 
 
Three Months Ended December 31,
 
 
2016
 
2015
Income
 
 
 
 
Interest income
 
$
94,355

 
$
127,629

Property operating income
 
91,612

 
86,413

Income from equity method investments
 
27,149

 
3,421

Fee income
 
18,384

 
20,745

Other income
 
4,122

 
3,274

Total income
 
235,622

 
241,482

Expenses
 
 
 
 
Investment and servicing expenses
 
6,218

 
7,986

Transaction and merger integration costs
 
21,967

 
20,736

Interest expense
 
43,448

 
37,550

Property operating expenses
 
28,992

 
32,182

Depreciation and amortization
 
42,406

 
39,368

Provision for loan losses
 
17,593

 
6,538

Impairment loss
 
6,256

 
10,425

Compensation expense
 
31,149

 
29,513

Administrative expenses
 
12,939

 
11,507

Total expenses
 
210,968

 
195,805

Gain on sale of real estate assets, net
 
5,502

 
2,490

Other gain, net
 
146

 
3,112

Income before income taxes
 
30,302

 
51,279

Income tax (expense) benefit
 
(5,647
)
 
6,697

Net income
 
24,655

 
57,976

Net income (loss) attributable to noncontrolling interests:
 
 
 
 
Investment entities
 
32,576

 
23,543

Operating Company
 
(3,204
)
 
3,595

Net (loss) income attributable to Colony Capital, Inc.
 
(4,717
)
 
30,838

Preferred dividends
 
12,093

 
12,093

Net (loss) income attributable to common stockholders
 
$
(16,810
)
 
$
18,745

(Loss) Earnings per common share:
 
 
 
 
Basic
 
$
(0.15
)
 
$
0.17

Diluted
 
$
(0.15
)
 
$
0.17

Weighted average number of common shares outstanding:
 
 
 
 
Basic
 
112,539

 
111,444

Diluted
 
112,539

 
111,444





                
https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-capturea04.jpg
 
 
                    

COLONY CAPITAL, INC.
FUNDS FROM OPERATIONS AND CORE FUNDS FROM OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
 
Three Months Ended December 31,
 
 
2016
 
2015
(As Revised)(1)
Net (loss) income attributable to common stockholders
 
$
(16,810
)
 
$
18,745

Adjustments for FFO attributable to common interests in Operating Company:
 
 
 
 
Net (loss) income attributable to noncontrolling common interests in Operating Company
 
(3,204
)
 
3,595

Real estate depreciation and amortization
 
44,457

 
40,700

Impairment of real estate
 
6,286

 
8,790

Gain on sales of real estate
 
(19,920
)
 
(2,673
)
Less: Adjustments attributable to noncontrolling interests in investment entities
 
(11,830
)
 
(15,277
)
FFO attributable to common interests in Operating Company and common stockholders
 
$
(1,021
)
 
$
53,880

 
 
 
 
 
Additional adjustments for Core FFO attributable to common interests in Operating Company and common stockholders:
Gain on sales of real estate, net of depreciation, amortization and impairment previously adjusted for FFO
 
14,119

 
1,866

Noncash equity compensation expense
 
3,442

 
2,468

Straight-line rent revenue
 
(3,022
)
 
(3,293
)
Loss (gain) on change in fair value of contingent consideration
 
1,900

 
(750
)
Amortization of acquired above- and below-market lease intangibles, net
 
81

 
177

Amortization of deferred financing costs and debt premiums and discounts
 
11,624

 
6,865

Unrealized gain on derivatives
 
(1,933
)
 
(3,748
)
Acquisition-related expenses, merger and integration costs
 
21,930

 
22,930

Amortization and impairment of investment management intangibles
 
3,689

 
9,367

Non-real estate depreciation and amortization
 
1,214

 
1,206

Amortization of gain on remeasurement of consolidated investment entities, net
 
22,427

 
29,573

Deferred tax benefit, net (3)
 
(2,947
)
 
(4,179
)
Net loss on SFR's non-performing loans business (4)
 
1,460

 

Less: Adjustments attributable to noncontrolling interests in investment entities
 
(23,574
)
 
(40,722
)
Core FFO attributable to common interests in Operating Company and common stockholders
 
$
49,389

 
$
75,640

 
 
 
 
 
FFO per common share / common OP Unit (5)
 
$
(0.01
)
 
$
0.40

FFO per common share / common OP Unit—Diluted (5)
 
$
(0.01
)
 
$
0.38

Core FFO per common share / common OP Unit (5)
 
$
0.37

 
$
0.56

Core FFO per common share / common OP Unit—Diluted (5)
 
$
0.35

 
$
0.52

Weighted average number of common Units outstanding used for FFO and Core FFO per common share and OP Unit (5)
 
134,699

 
133,993

Weighted average number of common Units outstanding used for FFO per common share and OP Unit—Diluted (5)(6)
 
134,699

 
158,687

Weighted average number of common Units outstanding used for Core FFO per common share and OP Unit—Diluted (5)
 
159,648

 
158,687

__________
(1)
FFO and Core FFO for the three months ended December 31, 2015 have been revised from previously reported numbers to reflect the changes as further described in Notes (2) and (3). The Company had previously reported FFO of $54,272, Core FFO of $76,698, Basic FFO per share of $0.41, Diluted FFO per share of $0.39, Core FFO per share of $0.57 and Diluted Core FFO per share of $0.53.
(2)
Adjustments attributable to noncontrolling interests in investment entities for the three months ended December 31, 2016 and 2015 include a cumulative correction of allocation of loss to noncontrolling interests of $4,343 and ($392), respectively.
(3)
Adjustment represents the deferred tax effect of noncash equity compensation expense and amortization and impairment of investment management intangibles. Core FFO for the three months ended December 31, 2015 has been revised to include an adjustment of $666 attributable to the deferred tax effect of noncash equity compensation expense.
(4)
Represents OP's share of SFR's net gain on its legacy SWAY non-performing loans business, which is classified as discontinued operations for SFR.
(5)
Calculated based on weighted average shares outstanding including participating securities (nonvested shares) and assuming the exchange of all common OP units outstanding for common shares.



                
https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-capturea04.jpg
 
 
                    

(6)
For the three months ended December 31, 2016, excluded from the calculation of diluted FFO per share is the effect of adding back $6.8 million of interest expense and 24.9 million weighted average shares for the assumed conversion of convertible notes as their inclusion would be antidilutive.



                
https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-capturea04.jpg
 
 
                    

NORTHSTAR REALTY FINANCE CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)

 
December 31,
 
2016
 
2015
Assets

 
 
Cash and cash equivalents
$
1,104,950


$
224,101

Restricted cash
166,394

 
299,288

Operating real estate, net
7,397,231


8,702,259

Real estate debt investments, net
296,544


501,474

Real estate debt investments, held for sale
34,000

 
224,677

Investments in private equity funds, at fair value
416,919


1,101,650

Investments in unconsolidated ventures
167,778


155,737

Real estate securities, available for sale
445,363


702,110

Receivables, net
52,548

 
66,197

Receivables, related parties
1,058

 
2,850

Intangible assets, net
333,000

 
527,277

Assets of properties held for sale
1,668,305


2,742,635

Other assets
132,799

 
154,146

Total assets
$
12,216,889

 
$
15,404,401

Liabilities
 
 
 
Mortgage and other notes payable
$
6,290,200

 
$
7,164,576

Credit facilities and term borrowings
421,584

 
654,060

CDO bonds payable, at fair value
256,544

 
307,601

Exchangeable senior notes
27,410

 
29,038

Junior subordinated notes, at fair value
194,980

 
183,893

Accounts payable and accrued expenses
106,120

 
170,120

Due to related party
874

 
50,903

Derivative liabilities, at fair value
123,472

 
103,293

Intangible liabilities, net
110,661

 
149,642

Liabilities of properties held for sale
1,291,275

 
2,209,689

Other liabilities
59,934

 
165,856

Total liabilities
8,883,054


11,188,671

Commitments and contingencies

 

Equity
 
 
 
NorthStar Realty Finance Corp. Stockholders’ Equity
 
 
 
Preferred stock
939,118


939,118

Common stock
1,806

 
1,832

Additional paid-in capital
5,120,061

 
5,149,349

Retained earnings (accumulated deficit)
(2,901,966
)
 
(2,309,564
)
Accumulated other comprehensive income (loss)
(77,523
)
 
18,485

Total NorthStar Realty Finance Corp. stockholders’ equity
3,081,496

 
3,799,220

Non-controlling interests
252,339

 
416,510

Total equity
3,333,835


4,215,730

Total liabilities and equity
$
12,216,889

 
$
15,404,401





                
https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-capturea04.jpg
 
 
                    

NORTHSTAR REALTY FINANCE CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended December 31,
 
2016 (1)
 
2015 (1)
Property and other revenues
 
 
 
Rental and escalation income
$
151,657

 
$
194,384

Hotel related income
189,864

 
189,912

Resident fee income
73,813

 
71,930

Other revenue
4,709

 
18,129

Total property and other revenues
420,043

 
474,355

Net interest income
 
 
 
Interest income
29,391

 
41,497

Interest expense on debt and securities
1,495

 
2,986

Net interest income on debt and securities
27,896

 
38,511

Expenses
 
 
 
Management fee, related party
46,810

 
47,435

Interest expense—mortgage and corporate borrowings
111,337

 
126,559

Real estate properties—operating expenses
225,944

 
241,369

Other expenses
4,364

 
6,315

Transaction costs
5,885

 
5,573

Impairment losses
4,363

 
31,951

Provision for (reversal of) loan losses, net
2,620

 
3,381

General and administrative expenses
 
 
 
Compensation expense (2)
9,154

 
10,302

Other general and administrative expenses
5,890

 
4,711

Total general and administrative expenses
15,044

 
15,013

Depreciation and amortization
77,648

 
116,731

Total expenses
494,015

 
594,327

Other income (loss)
 
 
 
Unrealized gain (loss) on investments and other
85,482

 
(25,270
)
Realized gain (loss) on investments and other
22,457

 
(1,671
)
Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense)
61,863

 
(108,402
)
Equity in earnings (losses) of unconsolidated ventures
22,880

 
47,339

Income tax benefit (expense)
(1,506
)
 
(4,715
)
Income (loss) from continuing operations
83,237

 
(65,778
)
Income (loss) from discontinued operations

 
5,756

Net income (loss)
83,237

 
(60,022
)
Net (income) loss attributable to non-controlling interests
(534
)
 
8,799

Preferred stock dividends
(21,060
)
 
(21,059
)
Net income (loss) attributable to NorthStar Realty Finance Corp. common stockholders
$
61,643

 
$
(72,282
)
Earnings (loss) per share:
 
 
 
Income (loss) per share from continuing operations
$
0.34

 
$
(0.42
)
Income (loss) per share from discontinued operations

 
0.03

Basic
$
0.34

 
$
(0.39
)
Diluted
$
0.34

 
$
(0.39
)
Weighted average number of shares: (3)
 
 
 
Basic
$
179,956

 
$
185,957

Diluted
$
181,811

 
$
187,828

___________________________________________________
(1)
The consolidated financial statements for the three months ended December 31, 2016 represent the Company’s results of operations following the NRE Spin-off on October 31, 2015. The three months ended December 31, 2015 include a carve-out of revenues and expenses attributable to NorthStar Europe recorded in discontinued operations.



                
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(2)
The three months ended December 31, 2016 and 2015 includes $6.4 million and $3.0 million of equity-based compensation expense, respectively.
(3)
Adjusted for the one-for-two reverse stock split completed on November 1, 2015.



                
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NORTHSTAR REALTY FINANCE CORP.
CASH AVAILABLE FOR DISTRIBUTION
(In thousands, except per share data)
(Unaudited)

 
Three Months Ended December 31,
 
2016
 
2015 (As Revised) (1)
Net income (loss) attributable to common stockholders
$
61,643

 
$
(72,282
)
Non-controlling interests
534

 
(8,799
)
 
 
 
 
Adjustments:
 
 
 
Depreciation and amortization items (2)
93,001

 
145,950

N-Star CDO bond discounts (3)
3,740

 
4,483

Net interest income in consolidated N-Star CDOs
(8,210
)
 
(10,196
)
Unrealized (gain) loss from fair value adjustments / Provision for (reversal of) loan losses, net
(83,652
)
 
25,837

Realized (gain) loss on investments (4)
(22,457
)
 
3,296

Distributions / adjustments to joint venture partners
(7,839
)
 
(11,357
)
Transaction costs and other (5)
11,632

 
45,555

Adjustments related to discontinued operations (6)

 
1,364

CAD
$
48,392

 
$
123,851

CAD per share (7)
$
0.26

 
$
0.66

___________________________________________________
(1)
CAD presented for the three months ended December 31, 2015 has been revised from previously reported numbers by $(5.9) million related to deferred taxes which had been a previous adjustment in the computation of CAD. This revision is related to a change in calculation methodology of CAD made during 2016. NRF had previously reported CAD of $118.0 million, or $0.63 per share.
(2)
The three months ended December 31, 2016 includes an adjustment to exclude depreciation and amortization of $77.8 million (including $0.2 million related to unconsolidated ventures), straight-line rental income of $(5.1) million, amortization of above/below market leases of $1.4 million, amortization of deferred financing costs of $12.1 million, amortization of discount on financings and other of $0.4 million and amortization of equity-based compensation of $6.4 million. The three months ended December 31, 2015 includes an adjustment to exclude depreciation and amortization of $117.6 million (including $0.2 million related to unconsolidated ventures and $0.7 million of cash flow related to community fees), straight-line rental income of $(7.0) million, amortization of above/below market leases of $2.9 million, amortization of deferred financing costs of $15.3 million, amortization of discount on financings and other of $14.0 million (primarily related to an early loan payoff and $1.2 million of net year end adjustments) and amortization of equity-based compensation of $3.0 million.
(3)
For CAD, discounts expected to be realized on N-Star CDO bonds for consolidated CDOs are accreted on an effective yield basis based on expected maturity. For deconsolidated N-Star CDOs, N-Star CDO bond accretion is already included in net income attributable to common stockholders.
(4)
The three months ended December 31, 2016 includes an adjustment to exclude a $30.0 million net gain related to the sale of real estate investments, a $22.4 million gain related to the foreclosure of real estate, $(29.3) million non-cash loss related to securities in NRF's consolidated CDOs, $(1.4) million loss related to the sale of manufactured homes and $0.8 million of other real estate gains. The three months ended December 31, 2015 excludes $(4.6) million related to securities in NRF's consolidated CDOs, $0.1 million of foreign currency and $1.3 million of other real estate gains and includes $0.7 million related to the liquidation of CDO IV, $0.6 million related to losses in an unconsolidated venture and $0.3 million related to tax recovery.
(5)
The three months ended December 31, 2016 includes an adjustment to exclude $5.9 million of transaction costs, $4.4 million of impairment and include $1.3 million related to N-Star CDO equity interests. The three months ended December 31, 2015 includes an adjustment to exclude $5.6 million of transaction costs, $32.0 million of impairment (including $25.5 million of goodwill impairment) and $2.4 million of bad debt expense and include $5.6 million related to N-Star CDO equity interests.
(6)
The three months ended December 31, 2015 includes one month of activity of NorthStar Europe prior to the NRE Spin-off with an adjustment of $1.4 million to discontinued operations.
(7)
CAD per share does not take into account any potential dilution from NRF's outstanding exchangeable notes or restricted stock units subject to performance metrics not currently achieved.






                
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NorthStar Realty Finance Corp.
Reconciliation of Net Income (Loss) to NOI/EBITDA
The following tables present: (1) a reconciliation of NOI to property and other related revenues less property operating expenses for NRF's property types in our real estate segment and (2) a reconciliation of NOI of NRF's real estate segment to net income (loss) for the three months ended December 31, 2016:

(Unaudited, in thousands)
Total
Healthcare(6)
Hotel
Manufactured
Housing(6)
Net Lease
Multifamily(6)
Multi-tenant
Office
Property and Other Revenues:
 
 
 
 
 
 
 
Rental and escalation income
$
151,657

$
86,525

$
33

$
49,387

$
7,381

$
3,364

$
4,967

Hotel related income
189,864


189,864





Resident fee income
73,813

73,813






Other revenue (1)
3,485

858

875

1,348

71

160

173

Total property and other revenues
418,819

161,196

190,772

50,735

7,452

3,524

5,140

Real estate properties - operating expenses
225,944

67,939

132,198

19,792

1,612

2,068

2,335

Adjustments:
 
 
 
 
 
 
 
Interest income (2)
2,882

1,375


1,507




Equity in earnings (3)
238




(84
)
322


Amortization and other items (4)
(3,661
)
(2,795
)
(909
)

(51
)
368

(274
)
NOI (5)
$
192,334

$
91,837

$
57,665

$
32,450

$
5,705

$
2,146

$
2,531



(Unaudited, in thousands)
 
NOI
$
192,334

Adjustments:
 
Straight-line rental revenue and amortization of above/below-market leases
3,720

Interest expense - mortgage and corporate borrowings
(101,526
)
Other expenses
(3,942
)
Depreciation and amortization
(77,459
)
Unrealized gain (loss) on investments and other
(26,985
)
Realized gain (loss) on investments and other
52,499

Equity in earnings (losses) of unconsolidated ventures
22,608

Impairment losses
(4,363
)
Income tax benefit (expense)
(1,569
)
Other items
(283
)
Net income (loss) - Real estate segment
$
55,034

Remaining segments (7)
28,203

Net income (loss)
$
83,237

___________________________________________________
(1)
Certain other revenue earned is not included as part of NOI, including collateral management fees for administrative services in NRF's N-Star CDOs, that are not part of NRF's real estate segment.
(2)
Primarily represents interest income earned from notes receivable on manufactured homes and loans in NRF's healthcare portfolio.
(3)
Includes an adjustment related to NRF's interest in an unconsolidated joint venture in a net lease and multifamily property.
(4)
Primarily includes amortization of straight-line rental income, amortization of above/below market leases and non-recurring bad debt.
(5)
NRF considers NOI for hotels to be a proxy for earnings before interest, tax, depreciation and amortization (EBITDA).
(6)
During 2016, NRF entered into definitive agreements to sell certain of its real estate portfolios, including ten multifamily properties of which all properties were sold as of December 31, 2016, its manufactured housing portfolio and a portion of its medical office building portfolio, of which 34 properties were sold as of December 31, 2016.
(7)
Represents the net income (loss) of NRF's remaining segments to reconcile to total net income (loss).





                
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The following table presents NOI by asset class within NRF's healthcare property type for the three months ended December 31, 2016:

(Unaudited, in thousands)
Total
Medical Office
Buildings
Senior Housing
- Operating
Senior Housing
- Triple Net Lease
Skilled Nursing
Facilities
Hospitals
Property and Other Revenues:
 
 
 
 
 
 
Rental and escalation income
$
86,525

$
38,377

$

$
13,561

$
28,865

$
5,722

Resident fee income
73,813


68,100


5,713


Other revenue
858

846


10


2

Total property and other revenues
161,196

39,223

68,100

13,571

34,578

5,724

Real estate properties - operating expenses
67,939

11,577

50,030

153

6,039

140

Adjustments:
 
 
 
 
 
 
Interest income
1,375

7


1,070


298

Amortization and other items
(2,795
)
(1,429
)
221

(459
)
(371
)
(757
)
NOI
$
91,837

$
26,224

$
18,291

$
14,029

$
28,168

$
5,125





Exhibit











https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-supplementalcover4q18.jpg













 
 Forward-Looking Statements
 
 

This presentation may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters.
Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond our control, and may cause actual results to differ significantly from those expressed in any forward-looking statement. Factors that might cause such a difference include, without limitation, our failure to achieve anticipated synergies in the completed merger among NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp., Colony NorthStar’s liquidity, including its ability to complete identified monetization transactions and other potential sales of non-core investments, the timing of and ability to deploy available capital, the timing of and ability to complete repurchases of Colony NorthStar’s stock, Colony NorthStar’s ability perform on the RMZ, Colony NorthStar’s leverage, including the timing and amount of borrowings under its credit facility, increased interest rates and operating costs, adverse economic or real estate developments in Colony NorthStar’s markets, Colony NorthStar’s failure to successfully operate or lease acquired properties, decreased rental rates, increased vacancy rates or failure to renew or replace expiring leases, defaults on or non-renewal of leases by tenants, the impact of economic conditions on the borrowers of Colony NorthStar’s commercial real estate debt investments and the commercial mortgage loans underlying its commercial mortgage backed securities, adverse general and local economic conditions, an unfavorable capital market environment, decreased leasing activity or lease renewals, and other risks and uncertainties detailed in our filings with the Securities and Exchange Commission (“SEC”). All forward-looking statements reflect the Colony NorthStar’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance. Additional information about these and other factors can be found in Colony NorthStar’s reports filed from time to time with the SEC.
Colony NorthStar cautions investors not to unduly rely on any forward-looking statements. The forward-looking statements speak only as of the date of this presentation. Colony NorthStar is under no duty to update any of these forward-looking statements after the date of this presentation, nor to conform prior statements to actual results or revised expectations, and Colony NorthStar does not intend to do so.
This presentation may contain statistics and other data that has been obtained or compiled from information made available by third-party service providers. Colony NorthStar has not independently verified such statistics or data.
 
This presentation is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Colony NorthStar. This information is not intended to be indicative of future results. Actual performance of Colony NorthStar may vary materially.
The endnotes herein contain important information that is material to an understanding of this presentation and you should read this presentation only with and in context of the endnotes.





 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 1 |












 
 Important Note Regarding Non-GAAP Financial Measures
 
 

This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles, or GAAP, including funds from operations, or FFO, and core funds from operations, or Core FFO and pro rata financial information.

The Company calculates funds from operations ("FFO") in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts, which defines FFO as net income or loss calculated in accordance with GAAP, excluding gains and losses from sales of depreciable real estate and impairment write-downs associated with depreciable real estate, plus real estate-related depreciation and amortization, and after similar adjustments for unconsolidated partnerships and joint ventures. Included in FFO are gains and losses from sales of assets which are not depreciable real estate such as loans receivable, investments in unconsolidated joint ventures as well as investments in debt and other equity securities, as applicable.

The Company computes core funds from operations ("Core FFO") by adjusting FFO for the following items, including the Company's share of these items recognized by unconsolidated partnerships and joint ventures: (i) gains and losses from sales of depreciable real estate, net of depreciation, amortization and impairment previously adjusted for FFO; (ii) stock compensation expense; (iii) effects of straight-line rent revenue and straight-line rent expense on ground leases; (iv) amortization of acquired above- and below-market lease values; (v) amortization of deferred financing costs and debt premiums and discounts; (vi) unrealized fair value gains or losses on derivative instruments and on foreign currency remeasurements; (vii) acquisition-related expenses, merger and integration costs; (viii) amortization and impairment of finite-lived intangibles related to investment management contracts and customer relationships; (ix) gain on remeasurement of consolidated investment entities and the effect of amortization thereof; (x) non-real estate depreciation and amortization; (xi) change in fair value of contingent consideration; and (xii) deferred tax effect on the foregoing adjustments. Also, beginning with the first quarter of 2016, the Company's share of Core FFO from its interest in Colony Starwood Homes (NYSE:SFR) will represent its percentage interest multiplied by SFR's reported Core FFO, which may differ from the Company's calculation of Core FFO. Refer to SFR's filings for its definition and calculation of Core FFO.

FFO and Core FFO should not be considered alternatives to GAAP net income as indications of operating performance, or to cash flows from operating activities as measures of liquidity, nor as indications of the availability of funds for the Company's cash needs, including funds available to make distributions. FFO and Core FFO should not be used as supplements to or substitutes for cash flow from operating activities computed in accordance with GAAP. The Company's calculations of FFO and Core FFO may differ from methodologies utilized by other REITs for similar performance measurements, and, accordingly, may not be comparable to those of other REITs.

The Company uses FFO and Core FFO as supplemental performance measures because, in excluding real estate depreciation and amortization and gains and losses from property dispositions, it provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates, and operating costs. The Company also believes that, as widely recognized measures of the performance of REITs, FFO and Core FFO will be used by investors as a basis to compare its operating performance with that of other REITs. However, because FFO and Core FFO excludes depreciation and amortization and captures neither the changes in the value of the Company’s properties that results from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of its properties, all of which have real economic effect and could materially impact the Company’s results from operations, the utility of FFO and Core FFO as measures of the Company’s performance is limited. Our calculation of FFO and Core FFO may differ from methodologies utilized by other REITs for similar performance measurements, and, accordingly, may not be comparable to those of other REITs. Accordingly, FFO and Core FFO should be considered only as supplements to net income as a measure of the Company’s performance.

The Company presents pro rata financial information, which is not, and is not intended to be, a presentation in accordance with GAAP. The Company computes pro rata financial information by applying its economic interest to each financial statement line item on an investment-by-investment basis.  Similarly, noncontrolling interests’ share of assets, liabilities, profits and losses was computed by applying noncontrolling interests’ economic interest to each financial statement line item.  The Company provides pro rata financial information because it may assist investors and analysts in estimating the Company’s economic interest in its investments.  However, pro rata financial information as an analytical tool has limitations.  Other equity REITs may not calculate their pro rata information in the same methodology, and accordingly, the Company’s pro rata information may not be comparable to such other REITs' pro rata information. As such, the pro rata financial information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP, but may be used as a supplement to financial information as reported under GAAP.







 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 2 |












 
 Table of Contents
 
 
 
 
 
Page
 
 
 
 
Page
I.
Overview
 
 
V.
Single Family Residential Rentals
 
 
a.
Summary Metrics
 
 
a.
Summary Metrics
 
b.
Summary of Segments
 
VI.
Other Real Estate Equity
 
II.
Financial Results
 
 
 
a.
Summary Metrics
 
a.
Consolidated Income Statement
 
 
b.
Portfolio Overview
 
b.
Consolidated Segment Balance Sheet

 
 
 
 
 
 
c.
Noncontrolling Interests' Share Segment Balance Sheet

 
VII.
Real Estate Debt
 
 
d.
Consolidated Segment Operating Results

 
 
a.
Summary Metrics
 
e.

Noncontrolling Interests' Share Segment Operating Results
 
 
b.
Portfolio Overview by Loan Type
 
f.
Segment Reconciliation of Net Income to FFO & Core FFO
 
 
c.
Portfolio Overview by Collateral Type
III.
Capitalization
 
 
VIII.

Investment Management

 
 
a.
Overview
 
 
a.

Summary Metrics

 
b.
Debt Overview
 
IX.

Definitions

 
c.
Debt Maturity and Amortization Schedules
 
 
 
 
 
 
d.
Investment-Level Debt Overview
 
 
 
 
 
 
e.
Credit Facility, Convertible Debt & Preferred Equity Overview
 
 
 
 
 
IV.
Industrial
 
 
 
 
 
 
 
a.
Summary Metrics
 
 
 
 
 
 
b.
Portfolio & Lease Overview
 
 
 
 
 
 
 
 
 
 
 
 
 
 



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 3 |












 
 Ia. Overview—Summary Metrics
 
 
($ and shares in thousands, except per share data)
 
Three months ended           December 31, 2016
 
Twelve months ended December 31, 2016
Financial data
 
 
 
 
Net income attributable to common stockholders
$
(16,810
)
$
67,159

Net income attributable to common stockholders per basic share
 
(0.15
)
 
0.58

Core FFO
 
49,389

 
272,275

Core FFO per basic share
 
0.37

 
2.02

FFO
 
(1,021
)
 
158,462

FFO per basic share
 
(0.01
)
 
1.18


Balance sheet, capitalization and trading statistics
 
 
 
 
Total consolidated assets
$
9,760,992

 
 
CLNY OP share of consolidated assets
 
6,256,046

 
 
Total consolidated debt (1)
 
3,757,646

 
 
CLNY OP share of consolidated debt (1)
 
2,765,824

 
 
Shares and OP units outstanding as of 1/10/2017
 
135,654

 
 
Share price as of 1/10/2017
 
21.52

 
 
Market value of common equity & OP units
 
2,919,274

 
 
Liquidation preference of preferred equity
 
625,750

 
 
Insider ownership of shares and OP units
 
18.1
%
 
 
AUM
 
16.8 billion

 
 
FEEUM
 
6.9 billion

 
 
________
Note: See appendix for definitions and acronyms.
(1)
Represents principal balance and excludes debt issuance costs, discounts and premiums.



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 4 |












 
 Ib. Overview—Summary of Segments
 
 
($ in thousands, unless otherwise noted; as of or for the three months ended December 31, 2016)
 
Consolidated     amount
 
 
CLNY OP share of consolidated amount
Industrial
 
 
 
 
 
1) Undepreciated cost basis of real estate assets (1)(2)
$
2,245,564

 
$
1,104,961

Investment-level non-recourse financing (3)
 
1,010,514

 
 
497,237

2) Carrying value of Industrial operating platform
 
20,000

 
 
20,000

Net income attributable to common stockholders
 
 
 
 
(5,215
)
Core FFO
 
 
 
 
12,179

Single Family Residential Rentals
 
 
 
 
 
1) Equity method investments - Colony Starwood Homes (Represents 14.0% interest in SFR)
$
316,113

 
$
316,113

Colony Starwood Homes shares beneficially owned by OP and common stockholders
 
15.1 million

 
 
15.1 million

2) Equity method investments - Colony American Finance (Represents 17.4% interest in CAF)
 
57,754

 
 
57,754

Net loss attributable to common stockholders
 
 
 
 
(509
)
Core FFO

 
 
 
 
8,617

Other Real Estate Equity
 
 
 
 
 
1) Undepreciated cost basis of real estate assets, held for investment (1)(2)
$
1,451,754

 
$
901,981

2) Undepreciated cost basis of real estate assets, held for sale (1)(2)
 
150,515

 
 
65,347

Investment-level non-recourse financing (3)
 
908,497

 
 
569,167

3) Equity method investments
 
241,987

 
 
193,990

4) Other investments - Albertsons investment
 
99,736

 
 
49,861

Net income attributable to common stockholders
 
 
 
 
11,885

Core FFO

 
 
 
 
18,793

Real Estate Debt
 
 
 
 
 
1) Loans receivable held for investment, net
$
3,432,992

 
$
2,208,852

2) Loans receivable held for sale, net
 
29,353

 
 
28,223

Investment-level financing (3)
 
772,387

 
 
633,172

3) Carrying value of real estate assets (REO within debt portfolio) (1)(2)
 
77,938

 
 
25,113

4) Equity method investments
 
305,878

 
 
135,636

5) Other investments
 
23,446

 
 
4,771

Net income attributable to common stockholders
 
 
 
 
31,879

Core FFO

 
 
 
 
46,491

Investment Management
 
 
 
 
 
AUM
 
 
 
$
16.8 billion

FEEUM
 
 
 
 
6.9 billion

 Credit Funds
 
 
 
 
3.6 billion

 Core Plus / Value-Add Funds
 
 
 
 
1.6 billion

 Opportunity Funds
 
 
 
 
1.7 billion

Net income attributable to common common stockholders
 
 
 
 
3,586

Core FFO


 
 
 
 
6,423

________
(1) Includes all components related to real estate assets, including tangible real estate and lease-related intangibles.
(2) Excludes accumulated depreciation.
(3) Represents unpaid principal balance.



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 5 |












 
 IIa. Financial Results—Consolidated Income Statements
 
 
 
 
2016
($ in thousands, except per share data)
 
Q1
 
Q2
 
Q3
 
Q4
Income
 
 
 
 
 
 
 
 
Interest income
 
$
89,361

 
$
103,860

 
$
98,275

 
$
94,355

Property operating income
 
91,617

 
95,348

 
92,505

 
91,612

Income from equity method investments
 
2,429

 
53,113

 
16,684

 
27,149

Fee income
 
16,609

 
15,505

 
17,233

 
18,384

Other income
 
3,202

 
2,815

 
4,054

 
4,122

Total income
 
203,218

 
270,641

 
228,751

 
235,622

Expenses
 
 
 
 
 
 
 
 
Transaction, merger integration, investment and servicing expenses
 
11,421

 
13,360

 
11,305

 
28,185

Interest expense
 
41,871

 
42,568

 
42,196

 
43,448

Property operating expenses
 
30,786

 
29,780

 
28,903

 
28,992

Depreciation and amortization
 
46,142

 
39,541

 
43,593

 
42,406

Provision for loan losses
 
4,630

 
6,213

 
6,569

 
17,593

Impairment loss
 
2,079

 
2,441

 
941

 
6,256

Compensation expense
 
26,867

 
24,240

 
29,582

 
31,149

Administrative expenses
 
12,771

 
13,098

 
12,891

 
12,939

Total expenses
 
176,567

 
171,241

 
175,980

 
210,968

Gain on sale of real estate assets, net
 
51,119

 
5,844

 
11,151

 
5,502

Other (loss) gain, net
 
14,045

 
(348
)
 
4,573

 
146

Income before income taxes
 
91,815

 
104,896

 
68,495

 
30,302

Income tax (provision) benefit
 
(784
)
 
(1,760
)
 
3,409

 
(5,647
)
Net income
 
91,031

 
103,136

 
71,904

 
24,655

Net income attributable to noncontrolling interests—Investment entities
 
57,595

 
40,169

 
32,744

 
32,576

Net income attributable to noncontrolling interests—Operating Company
 
3,421

 
7,918

 
4,189

 
(3,204
)
Net income attributable to Colony Capital, Inc.
 
30,015

 
55,049

 
34,971

 
(4,717
)
Preferred dividends
 
11,880

 
12,093

 
12,093

 
12,093

Net income attributable to common stockholders
 
$
18,135

 
$
42,956

 
$
22,878

 
$
(16,810
)
Net income per common share—Basic
 
$
0.16

 
$
0.38

 
$
0.20

 
$
(0.15
)
Net income per common share—Diluted
 
$
0.16

 
$
0.36

 
$
0.20

 
$
(0.15
)
Weighted average number of common shares outstanding—Basic
 
111,660

 
112,306

 
112,423

 
112,539

Weighted average number of common shares outstanding—Diluted
 
111,660

 
137,255

 
112,423

 
112,539

FFO attributable to common interests in Operating Company and common stockholders (1)
 
$
36,348

 
$
76,857

 
$
46,278

 
$
(1,021
)
FFO per common share / common OP Unit (1)
 
$
0.27

 
$
0.57

 
$
0.34

 
$
(0.01
)
Core FFO attributable to common interests in Operating Company and common stockholders (1)(2)
 
$
54,935

 (2)

$
98,671

 
$
69,280

 
$
49,389

   Core per common share / common OP Unit (1)(2)
 
$
0.41

 (2)

$
0.73

 
$
0.51

 
$
0.37


__________
(1)
Total FFO and Core FFO attributable to common interests in Operating Company and common stockholders have been adjusted from previously reported figures to reflect the correction of over-allocation of loss to noncontrolling interests as follows: reduction of $0.4 million, $1.7 million, $0.7 million for the quarters ended March 31, 2016, June 30, 2016 and September 30, 2016, respectively.
(2)
In Q2 2016, the Company added the deferred tax effect related to Core FFO adjustments to the definition of Core FFO. As such, the Company has presented revised Core FFO and Core FFO per basic common share / common OP Unit for prior periods to exclude such deferred tax effects to conform to the current quarter calculation of Core FFO.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 6 |












 
 IIb. Financial Results—Consolidated Segment Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
($ in thousands; as of December 31, 2016)
Industrial
 
 Single-Family Residential Rentals
 
 Other Real Estate Equity
 
 Real Estate Debt
 
 Investment Management
 
 Amounts not allocated to segments
 
ASSETS
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash
$
132,524

 
$

 
$
75,945

 
$
145,631

 
$
15,704

 
$
6,201

 
$
376,005

Loans receivable, net
 
 
 
 
 
 
 
 
 
 
 
 
 
    Held for investment

 

 

 
3,432,992

 

 

 
3,432,992

    Held for sale

 

 

 
29,353

 

 

 
29,353

Real estate assets, net
 
 
 
 
 
 
 
 
 
 
 
 
 
    Held for investment
1,969,247

 

 
1,266,132

 
8,252

 

 

 
3,243,631

    Held for sale
23,504

 

 
130,929

 
69,521

 

 

 
223,954

Equity method investments

 
373,867

 
241,987

 
305,878

 
13,187

 
18,340

 
953,259

Other investments

 

 
99,736

 
23,446

 

 

 
123,182

Goodwill
20,000

 

 

 

 
660,127

 

 
680,127

Deferred leasing costs and intangible assets, net
86,308

 

 
142,811

 
165

 
70,696

 

 
299,980

Due from affiliates and other assets
36,089

 

 
45,294

 
231,125

 
22,138

 
63,863

 
398,509

   Total assets
$
2,267,672

 
$
373,867

 
$
2,002,834

 
$
4,246,363

 
$
781,852

 
$
88,404

 
$
9,760,992

LIABILITIES & EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued and other liabilities
$
51,456

 
$

 
$
72,779

 
$
73,511

 
$
70,482

 
$
31,935

 
$
300,163

Intangible liabilities, net
12,134

 

 
8,928

 

 

 

 
21,062

Due to affiliates—contingent consideration

 

 

 

 

 
41,250

 
41,250

Dividends and distributions payable

 

 

 

 

 
65,972

 
65,972

Debt, net
999,560

 

 
892,604

 
766,880

 

 
463,748

 
3,122,792

Convertible senior notes, net

 

 

 

 

 
592,826

 
592,826

    Total liabilities
1,063,150

 

 
974,311

 
840,391

 
70,482

 
1,195,731

 
4,144,065

Equity:
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' equity
529,424

 
327,865

 
544,561

 
1,719,186

 
623,839

 
(971,076
)
 
2,773,799

Noncontrolling interests in investment entities
600,815

 

 
407,555

 
1,445,568

 

 

 
2,453,938

Noncontrolling interests in Operating Company
74,283

 
46,002

 
76,407

 
241,218

 
87,531

 
(136,251
)
 
389,190

    Total equity
1,204,522

 
373,867

 
1,028,523

 
3,405,972

 
711,370

 
(1,107,327
)
 
5,616,927

    Total liabilities and equity
$
2,267,672

 
$
373,867

 
$
2,002,834

 
$
4,246,363

 
$
781,852

 
$
88,404

 
$
9,760,992







 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 7 |












 
 IIc. Financial Results—Noncontrolling Interests' Share Segment Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total noncontrolling interest share
($ in thousands; as of December 31, 2016)
Industrial
 
 Single-Family Residential Rentals
 
 Other Real Estate Equity
 
 Real Estate Debt
 
 Investment Management
 
 Amounts not allocated to segments
 
ASSETS
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash
$
67,314

 
$

 
$
42,320

 
$
77,867

 
$

 
$

 
$
187,501

Loans receivable held for investment, net

 

 

 

 

 

 
 
    Held for investment

 

 

 
1,224,140

 

 

 
1,224,140

    Held for sale

 

 

 
1,130

 

 

 
1,130

Real estate assets, net

 

 

 

 

 

 
 
    Held for investment
1,000,252

 

 
465,168

 
4,448

 

 

 
1,469,868

    Held for sale
11,939

 

 
76,481

 
48,295

 

 

 
136,715

Equity method investments

 

 
47,997

 
170,242

 

 

 
218,239

Other investments

 

 
49,875

 
18,675

 

 

 
68,550

Goodwill

 

 

 

 

 

 

Deferred leasing costs and intangible assets, net
43,839

 

 
60,341

 
82

 

 

 
104,262

Due from affiliates and other assets
18,640

 

 
16,871

 
59,030

 

 

 
94,541

   Total assets
$
1,141,984

 
$

 
$
759,053

 
$
1,603,909

 
$

 
$

 
$
3,504,946

LIABILITIES & EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued and other liabilities
$
27,290

 
$

 
$
14,893

 
$
20,524

 
$

 
$

 
$
62,707

Intangible liabilities, net
6,164

 

 
5,248

 

 

 

 
11,412

Due to affiliates—contingent consideration

 

 

 

 

 

 

Dividends and distributions payable

 

 

 

 

 

 

Debt, net
507,715

 

 
331,357

 
137,817

 

 

 
976,889

Convertible senior notes, net

 

 

 

 

 

 

    Total liabilities
541,169

 

 
351,498

 
158,341

 

 

 
1,051,008

Equity:
 
 
 
 
 
 
 
 
 
 
 
 
 
Stockholders' equity

 

 

 

 

 

 

Noncontrolling interests in investment entities
600,815

 

 
407,555

 
1,445,568

 

 

 
2,453,938

Noncontrolling interests in Operating Company

 

 

 

 

 

 

    Total equity
600,815

 

 
407,555

 
1,445,568

 

 

 
2,453,938

    Total liabilities and equity
$
1,141,984

 
$

 
$
759,053

 
$
1,603,909

 
$

 
$

 
$
3,504,946







 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 8 |












 
 IId. Financial Results—Consolidated Segment Operating Results
 
 
 
 
 
($ in thousands; for the three months ended December 31, 2016)
 
Industrial
 
 Single-Family Residential Rentals
 
 Other Real Estate Equity
 
 Real Estate Debt
 
 Investment Management
 
 Amounts not allocated to segments
 
Total
Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
 
$
2

 
$

 
$

 
$
94,317

 
$

 
$
36

 
$
94,355

Property operating income
 
51,977

 

 
38,288

 
1,347

 

 

 
91,612

(Loss) income from equity method investments
 

 
(604
)
 
19,264

 
8,633

 
(792
)
 
648

 
27,149

Fee income
 

 

 

 

 
18,384

 

 
18,384

Other income
 
422

 

 
197

 
1,985

 
600

 
918

 
4,122

Total income
 
52,401

 
(604
)
 
57,749

 
106,282

 
18,192

 
1,602

 
235,622

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transaction, merger integration, investment and servicing expenses
 
36

 

 
214

 
6,381

 
648

 
20,906

 
28,185

Interest expense
 
13,928

 

 
9,145

 
9,255

 

 
11,120

 
43,448

Property operating expenses
 
14,288

 

 
13,161

 
1,543

 

 

 
28,992

Depreciation and amortization
 
23,393

 

 
14,076

 
71

 
3,684

 
1,182

 
42,406

Provision for loan losses
 

 

 

 
17,593

 

 

 
17,593

Impairment loss
 
270

 

 
2,308

 
3,678

 

 

 
6,256

Compensation expense
 
2,923

 

 
826

 
2,536

 
9,557

 
15,307

 
31,149

Administrative expenses
 
595

 

 
1,732

 
1,686

 
1,132

 
7,794

 
12,939

Total expenses
 
55,433

 

 
41,462

 
42,743

 
15,021

 
56,309

 
210,968

Gain on sale of real estate assets, net
 
139

 

 
4,138

 
1,225

 

 

 
5,502

Other (loss) gain, net
 
(213
)
 

 
2,741

 
(314
)
 
(168
)
 
(1,900
)
 
146

(Loss) income before income taxes
 
(3,106
)
 
(604
)
 
23,166

 
64,450

 
3,003

 
(56,607
)
 
30,302

Income tax (expense) benefit
 
(549
)
 

 
(5,591
)
 
(152
)
 
1,244

 
(599
)
 
(5,647
)
Net (loss) income
 
(3,655
)
 
(604
)
 
17,575

 
64,298

 
4,247

 
(57,206
)
 
24,655

Net (loss) income attributable to noncontrolling interests:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment entities
 
2,520

 

 
3,498

 
26,558

 

 

 
32,576

Operating Company
 
(960
)
 
(95
)
 
2,192

 
5,861

 
661

 
(10,863
)
 
(3,204
)
Net (loss) income attributable to Colony Capital, Inc.
 
(5,215
)
 
(509
)
 
11,885

 
31,879

 
3,586

 
(46,343
)
 
(4,717
)
Preferred dividends
 

 

 

 

 

 
12,093

 
12,093

Net (loss) income attributable to common stockholders
 
$
(5,215
)
 
$
(509
)
 
$
11,885

 
$
31,879

 
$
3,586

 
$
(58,436
)
 
$
(16,810
)



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 9 |












 
 IIe. Financial Results—Noncontrolling Interests' Share Segment Operating Results
 
 
 
 
 
($ in thousands; for the three months ended December 31, 2016)
 
Industrial
 
 Single-Family Residential Rentals
 
 Other Real Estate Equity
 
 Real Estate Debt
 
 Investment Management
 
 Amounts not allocated to segments
 
Total noncontrolling interest share
Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
 
$
1

 
$

 
$

 
$
39,532

 
$

 
$

 
$
39,533

Property operating income
 
25,156

 

 
16,057

 
552

 

 

 
41,765

Income from equity method investments
 

 

 
3,191

 
4,901

 

 

 
8,092

Fee income
 

 

 

 

 

 

 

Other income
 
4,113

 

 
74

 
1,472

 

 

 
5,659

Total income
 
29,270

 

 
19,322

 
46,457

 

 

 
95,049

Expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transaction, merger integration, investment and servicing expenses
 
17

 

 
85

 
3,917

 

 

 
4,019

Interest expense
 
6,663

 

 
3,549

 
1,285

 

 

 
11,497

Property operating expenses
 
7,127

 

 
7,600

 
840

 

 

 
15,567

Depreciation and amortization
 
11,174

 

 
5,984

 
14

 

 

 
17,172

Provision for loan losses
 

 

 

 
10,357

 

 

 
10,357

Impairment loss
 
129

 

 
1,567

 
2,805

 

 

 
4,501

Compensation expense
 
1,057

 

 
115

 
426

 

 

 
1,598

Administrative expenses
 
284

 

 
510

 
863

 

 

 
1,657

Total expenses
 
26,451

 

 
19,410

 
20,507

 

 

 
66,368

Gain on sale of real estate assets, net
 
66

 

 
2,670

 
703

 

 

 
3,439

Other (loss) gain, net
 
(102
)
 

 
1,514

 
(89
)
 

 

 
1,323

Income before income taxes
 
2,783

 

 
4,096

 
26,564

 

 

 
33,443

Income tax (expense) benefit
 
(263
)
 

 
(598
)
 
(8
)
 

 

 
(869
)
Net income (loss) attributable to noncontrolling interests in investment entities
 
$
2,520

 
$

 
$
3,498

 
$
26,556

 
$

 
$

 
$
32,574




 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 10 |












 
 IIf. Financial Results—Segment Reconciliation of Net Income to FFO & Core FFO
 
 
 
OP pro rata share by segment
 
Amounts attributable to noncontrolling interests
 
CLNY consolidated as reported
($ in thousands; for the three months ended December 31, 2016)
Industrial
 
 Single-Family Residential Rentals
 
 Other Real Estate Equity
 
 Real Estate Debt
 
 Investment Management
 
 Amounts not allocated to segments
 
Total OP pro rata share
 
 
Net income (loss) attributable to common stockholders
$
(5,215
)
 
$
(509
)
 
$
11,885

 
$
31,879

 
$
3,586

 
$
(58,436
)
 
$
(16,810
)
 
$

 
$
(16,810
)
Net income (loss) attributable to noncontrolling common interests in Operating Company
(960
)
 
(95
)
 
2,192

 
5,861

 
661

 
(10,863
)
 
(3,204
)
 

 
(3,204
)
Net income (loss) attributable to common interests in Operating Company and common stockholders
(6,175
)
 
(604
)
 
14,077

 
37,740

 
4,247

 
(69,299
)
 
(20,014
)
 

 
(20,014
)
Adjustments for FFO:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Real estate depreciation and amortization
12,182

 
5,991

 
8,819

 
40

 

 

 
27,032

 
17,425

 
44,457

Impairment of real estate
141

 
30

 
691

 
881

 

 

 
1,743

 
4,543

 
6,286

Gain on sales of real estate
(72
)
 
(184
)
 
(13,320
)
 
(549
)
 

 

 
(14,125
)
 
(5,795
)
 
(19,920
)
Less: Adjustments attributable to noncontrolling interests in investment entities (1)
4,343

 

 

 

 

 

 
4,343

 
(16,173
)
 
(11,830
)
FFO attributable to common interests in Operating Company and common stockholders
$
10,419

 
$
5,233

 
$
10,267

 
$
38,112

 
$
4,247

 
$
(69,299
)
 
$
(1,021
)
 
$

 
$
(1,021
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional adjustments for Core FFO:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain on sale of real estate, net of depreciation, amortization and impairment previously adjusted for FFO
(65
)
 

 
10,076

 
422

 

 

 
10,433

 
3,686

 
14,119

Noncash equity compensation expense
104

 
130

 
74

 
184

 
907

 
2,043

 
3,442

 

 
3,442

Straight-line rent revenue
(894
)
 

 
(906
)
 

 

 

 
(1,800
)
 
(1,222
)
 
(3,022
)
Loss on change in fair value of contingent consideration

 

 

 

 

 
1,900

 
1,900

 

 
1,900

Amortization of acquired above- and below-market lease intangibles, net
159

 

 
(290
)
 

 

 

 
(131
)
 
212

 
81

Amortization of deferred financing costs and debt premium and discounts
2,419

 
1,737

 
678

 
2,561

 

 
932

 
8,327

 
3,297

 
11,624

Unrealized loss (gain) on derivatives

 
94

 
(1,210
)
 

 

 

 
(1,116
)
 
(817
)
 
(1,933
)
Acquisition-related expenses, merger and integration costs

 
(37
)
 

 
434

 

 
20,469

 
20,866

 
1,064

 
21,930

Amortization and impairment of investment management intangibles

 

 

 

 
3,689

 

 
3,689

 

 
3,689

Non-real estate depreciation and amortization
37

 

 

 

 

 
1,177

 
1,214

 

 
1,214

Amortization of gain on remeasurement of consolidated investment entities, net

 

 
188

 
4,885

 

 

 
5,073

 
17,354

 
22,427

Deferred tax benefit, net

 

 
(84
)
 
(107
)
 
(2,420
)
 
(336
)
 
(2,947
)
 

 
(2,947
)
Net loss on SFR's non-performing loans business

 
1,460

 

 

 

 

 
1,460

 

 
1,460

Less: Adjustments attributable to noncontrolling interests in investment entities

 

 

 

 

 

 

 
(23,574
)
 
(23,574
)
Core FFO attributable to common interests in Operating Company and common stockholders
$
12,179

 
$
8,617

 
$
18,793

 
$
46,491

 
$
6,423

 
$
(43,114
)
 
$
49,389

 
$

 
$
49,389

__________
(1)
Adjustment attributable to noncontrolling interests in investment entities for the Industrial Platform includes a cumulative correction of an over-allocation of loss to noncontrolling interests in prior periods.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 11 |












 
 IIIa. Capitalization—Overview
 
 

($ in thousands, except share and per share data; as of December 31, 2016, unless otherwise noted)
 
 
 
 
 
 
 
Debt (UPB)
 
 
 
 
Consolidated amount
 
CLNY OP share of consolidated amount
$850,000 Revolving credit facility
 
 
 
 
$
422,600

 
$
422,600

5.0% Convertible senior notes due 2023
 
 
 
 
200,000

 
200,000

3.875% Convertible senior notes due 2021
 
 
 
 
402,500

 
402,500

Corporate aircraft promissory note
 
 
 
 
41,148

 
41,148

Investment-level debt
 
 
 
 
2,691,398

 
1,699,576

Total CLNY OP share of debt
 
 
 
 
3,757,646

 
2,765,824

Preferred equity
 
 
 
 
 
 
 
Series A 8.5% cumulative redeemable perpetual preferred stock, redemption value
 
 
 
 
252,000

 
252,000

Series B 7.5% cumulative redeemable perpetual preferred stock, redemption value
 
 
 
 
86,250

 
86,250

Series C 7.125% cumulative redeemable perpetual preferred stock, redemption value
 
 
 
 
287,500

 
287,500

Total redemption value of preferred equity
 
 
 
 
625,750

 
625,750

Common equity (as of 1/10/17)
Price per share

 
Shares / Units

 
 
 
 
Class A common stock
$
21.52

 
114,467

 
2,463,330

 
2,463,330

Class B common stock
21.52

 
525

 
11,298

 
11,298

OP units
21.52

 
20,662

 
444,646

 
444,646

Total market value of common equity
 
 

 
2,919,274

 
2,919,274

 
 
 
 
 
 
 
 
Total capitalization
 
 
 
 
$
7,302,670

 
$
6,310,848

















 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 12 |












 
 IIIb. Capitalization—Debt Overview
 
 
($ in thousands; as of or for the three months ended December 31, 2016)

 
 
 
 
 
 
 
 
 
 
 
 
Debt overview
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
CLNY OP share of consolidated amount
 
 
 Type
 
 
Unpaid principal balance
 
Deferred financing costs and discount / premium
 
Carrying value
 
Unpaid Principal balance
 
Deferred financing costs and discount / premium
 
Carrying value
 
 Weighted-average years remaining to maturity
 
 Weighted-average interest rate
Investment-level debt by segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Industrial
 
Non-recourse
 
 
$
1,010,514

 
$
(10,954
)
 
$
999,560

 
$
497,237

 
$
(5,392
)
 
$
491,845

 
11.0

 
3.46
%
Other Real Estate Equity
 
Non-recourse
 
 
908,497

 
(15,893
)
 
892,604

 
569,167

 
(7,920
)
 
561,247

 
7.4

 
3.61
%
Real Estate Debt
 
Partial recourse (1)
 
 
772,387

 
(5,507
)
 
766,880

 
633,172

 
(4,109
)
 
629,063

 
14.9

 
3.04
%
Total investment-level debt
 
 
 
 
 
 
2,691,398

 
(32,354
)
 
2,659,044

 
1,699,576

 
(17,421
)
 
1,682,155

 
11.3

 
3.35
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit
 
Recourse
 
 
422,600

 

 
422,600

 
422,600

 

 
422,600

 
5.0

 
3.02
%
5.0% Convertible senior notes
 
Recourse
 
 
200,000

 
(4,364
)
 
195,636

 
200,000

 
(4,364
)
 
195,636

 
6.3

 
5.00
%
3.875% Convertible senior notes
 
Recourse
 
 
402,500

 
(5,310
)
 
397,190

 
402,500

 
(5,310
)
 
397,190

 
4.0

 
3.88
%
Corporate aircraft promissory note
 
Recourse
 
 
41,148

 

 
41,148

 
41,148

 

 
41,148

 
8.9

 
5.02
%
Total corporate debt
 
 
 
 
 
 
1,066,248

 
(9,674
)
 
1,056,574

 
1,066,248

 
(9,674
)
 
1,056,574

 
5.0

 
3.79
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt outstanding
 
 
 
 
 
 
$
3,757,646

 
$
(42,028
)
 
$
3,715,618

 
$
2,765,824

 
$
(27,095
)
 
$
2,738,729

 
7.3

 
3.52
%
























__________
(1) $24 million is recourse debt.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 13 |












 
 IIIc. Capitalization—Debt Maturity and Amortization Schedules
 
 
($ in thousands; as of or for the three months ended December 31, 2016)

 
 
 
 
 
 
 
 
 
 
 
Consolidated debt maturity and amortization schedule
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payments due by period (1)
 
2017
 
2018
 
2019
 
2020
 
2021
 
2022 and after
 
Total
Line of credit (2)
$

 
$

 
$

 
$

 
$

 
$
422,600

 
$
422,600

Convertible senior notes

 

 

 

 
402,500

 
200,000

 
602,500

Warehouse facilities
17,598

 
27,860

 

 

 

 

 
45,458

Corporate aircraft promissory note
1,930

 
2,029

 
2,134

 
2,244

 
2,360

 
30,451

 
41,148

CMBS securitization debt

 

 

 

 

 
497,525

 
497,525

Scheduled amortization payments on investment-level debt
7,281

 
7,473

 
6,046

 
6,109

 
5,720

 
32,389

 
65,018

Balloon payments on investment-level debt
183,821

 
297,457

 
444,924

 
52,094

 
103,471

 
1,001,630

 
2,083,397

Total
$
210,630

 
$
334,819

 
$
453,104

 
$
60,447

 
$
514,051

 
$
2,184,595

 
$
3,757,646



Pro rata debt maturity and amortization schedule
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payments due by period (1)
 
2017
 
2018
 
2019
 
2020
 
2021
 
2022 and after
 
Total
Line of credit (2)
$

 
$

 
$

 
$

 
$

 
$
422,600

 
$
422,600

Convertible senior notes

 

 

 

 
402,500

 
200,000

 
602,500

Warehouse facilities
16,938

 
27,860

 

 

 

 

 
44,798

Corporate aircraft promissory note
1,930

 
2,029

 
2,134

 
2,244

 
2,360

 
30,451

 
41,148

CMBS securitization debt

 

 

 

 

 
489,907

 
489,907

Scheduled amortization payments on investment-level debt
5,812

 
5,919

 
5,502

 
5,563

 
5,434

 
32,294

 
60,524

Balloon payments on investment-level debt
74,428

 
83,341

 
213,603

 
26,047

 
49,655

 
657,273

 
1,104,347

Total
$
99,108

 
$
119,149

 
$
221,239

 
$
33,854

 
$
459,949

 
$
1,832,525

 
$
2,765,824














__________
(1) Based on initial maturity dates or extended maturity dates to the extent criteria are met and the extension option is at the borrower's discretion.
(2) On January 10, 2017, the Company amended and restated its JPM Credit Agreement, which extended the maturity date to January 11, 2021, with two 6-month extension options.



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 14 |












 
 IIId. Capitalization—Investment Level Debt Overview
 
 
($ and  in thousands; as of December 31, 2016)
 
 
 
 
 
 
 
 
Industrial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial / current
maturity date
 
Fully extended
maturity date
 
Interest
rate
 
Maximum
principal amount
 
Consolidated
amount
 
CLNY OP share of consolidated amount
Industrial acquisition financing
 
 
 
 
 
Dec-2018
 
Dec-2019
 
    L + 2.25%

(1) 
N/A
 
$
413,012

 
$
203,228

Industrial fixed rate mortgage
 
 
 
 
 
Aug-2025
 
Aug-2025
 
3.80%

 
N/A
 
165,750

 
81,559

Industrial credit facility (2)
 
 
 
 
 
Apr-2017
 
Apr-2017
 
L + 2.25%

 
100,000
 

 

Industrial fixed rate mortgage
 
 
 
 
 
Apr-2028
 
Apr-2028
 
4.04%

 
N/A
 
93,450

 
45,983

Industrial fixed rate mortgage
 
 
 
 
 
Aug-2029

 
Aug-2029
 
4.11%

 
N/A
 
43,687

 
21,497

Industrial fixed rate mortgage
 
 
 
 
 
Oct-2031

 
Oct-2031
 
3.60%

 
N/A
 
93,000

 
45,762

Industrial fixed rate mortgage
 
 
 
 
 
Oct-2031

 
Oct-2031
 
3.65%

 
N/A
 
59,000

 
29,032

Industrial fixed rate mortgage
 
 
 
 
 
Oct-2031

 
Oct-2031
 
3.65%

 
N/A
 
25,000

 
12,302

Industrial fixed rate mortgage
 
 
 
 
 
Nov-2054
 
Nov-2054
 
3.60%

 
N/A
 
71,460

 
35,163

Industrial fixed rate mortgage
 
 
 
 
 
Dec-2051
 
Dec-2051
 
3.60%

 
N/A
 
46,155

 
22,711

Total UPB of debt related to Industrial segment
 
 
 
 
 
 
1,010,514

 
497,237

Debt issuance costs
 
 
 
 
 
 
 
 
 
 
 
 
 
(10,954
)
 
(5,392
)
Total carrying value of debt related to Industrial segment
 
 
 
 
 
$
999,560

 
$
491,845

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Real Estate Equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial / current
maturity date
 
Fully extended
maturity date
 
Interest
rate
 
Maximum
principal amount
 
Consolidated
amount
 
CLNY OP share of consolidated amount


NNN investments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office - Minnesota
 
 
 
 
 
Jan-2024
 
Jan-2024
 
4.84
%
 
N/A
 
$
86,836

 
$
86,185

Office - France
 
 
 
 
 
Nov-2022
 
Nov-2022
 
1.89
%
 
N/A
 
16,542

 
16,542

Office - Norway
 
 
 
 
 
Jun-2025
 
Jun-2025
 
3.91
%
 
N/A
 
185,600

 
185,600

Education - Switzerland
 
 
 
Dec-2029
 
Dec-2029
 
2.72
%
 
N/A
 
115,368

 
115,368

Total UPB of debt related to NNN investments, held for investment
 
 
 
 
 
404,346

 
403,695

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other real estate assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office - Arizona
 
Jul-2018
 
Jul-2020
 
L + 2.65%

 
N/A
 
15,431

 
7,716

Mixed use - Italy
 
 
 
 
 
Nov-2018
 
Nov-2018
 
4.02%

 
N/A
 
82,974

(3) 
23,257

Industrial - Spain
 
 
 
 
Jan-2021
 
Jan-2021
 
3M EUR + 3.00%

 
N/A
 
47,195

 
21,429

Industrial - Spain
 
 
 
 
Jun-2022
 
Jun-2022
 
3M EUR + 2.80%

 
N/A
 
24,274

 
11,022

Office portfolio - UK
 
 
 
 
 
Aug-2018
 
Aug-2020
 
3M GBP L + 2.50%

 
N/A
 
66,874

 
33,437

Office - UK
 
 
 
 
 
Feb-2020
 
Feb-2020
 
3M GBP L + 2.35%

 
N/A
 
11,688

 
5,844

Office, Industrial and Retail Portfolio - UK
 
 
 
 
 
Jul-2020
 
Jul-2020
 
3M GBP L + 2.50%

 
N/A
 
24,975

 
12,488

Office, Industrial and Retail Portfolio - UK

 
 
 
 
 
Nov-2018
 
Nov-2020
 
3M GBP L + 3.28%

 
N/A
 
171,510

 
34,108

Total UPB of debt related to other real estate assets, held for investment
 
 
 
 
 
444,921

 
149,301

 
 
 
 
 
 
 
 
 
Total UPB of debt related to other real estate assets, held for sale
 
 
 
 
 
59,230

 
16,171

Total UPB of debt related to Other Real Estate Equity segment
 
 
 
 
 
908,497

 
569,167

Total debt issuance costs and discount
 
 
 
 
 
(15,893
)
 
(7,920
)
Total carrying value of debt related to Other Real Estate Equity segment
 
 
 
 
 
$
892,604

 
$
561,247

__________
(1)     Interest rate increases to 1-month LIBOR plus 2.5% after December 2018.
(2)     In February 2017, the Company extended the maturity date to April 2017.
(3)
Seller provided zero-interest financing on acquired portfolio of properties, requiring principal payments of €15,750, €35,438 and €27,562 in Nov 2016, Nov 2017 and Nov 2018, respectively, of which CLNY and OP share is 28%. A discount was established at inception and is being accreted to debt principal as interest expense. As of December 31, 2016, the Company was in negotiations with the seller to restructure the financing arrangement and no principal payment was made in November 2016.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 15 |












 
 IIId. Capitalization—Investment Level Debt Overview (cont'd)
 
 
($ in thousands; as of December 31, 2016)
 
 
 
 
 
 
 
 
Real Estate Debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial / current
maturity date
 
Fully-extended
maturity date
 
Interest rate
 
Maximum
principal amount
 
Consolidated amount
 
CLNY OP share of consolidated amount
Non-PCI
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CMBS 2015-FL3
 
 
 
Sept-2032
 
Sept-2032
 
L + 2.36%
 
N/A

 
$
200,070

 
$
200,070

CMBS 2014-FL2
 
 
 
Nov-2031
 
Nov-2031
 
L + 2.01%
 
N/A

 
145,421

 
139,965

CMBS MF2014-1
 
 
 
Apr-2050
 
Apr-2050
 
2.54%
 
N/A

 
94,408

 
94,408

CMBS 2014-FL1
 
 
 
Apr-2031
 
Apr-2031
 
L + 1.78%
 
N/A

 
57,626

 
55,464

April 2015 warehouse facility
 
 
 
Apr-2018
 
Apr-2019
 
L + 2.50% - L+2.75%
 
$
250,000

 
27,860

 
27,860

Freddie Mac portfolio
 
 
 
Dec-2017
 
Dec-2019
 
L + 2.85%
 
N/A

 
46,252

 
33,795

February 2014 warehouse facility (1)
 
 
 
Mar-2017
 
Mar-2017
 
L + 2.50%
 
150,000

 
17,598

 
16,937

Austin Hotel (2)
 
 
 
Oct-2019
 
Oct-2021
 
L + 3.50%
 
N/A

 
58,183

 
29,092

Total UPB of debt related to Non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
$
647,418

 
$
597,591

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
PCI
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Project London loan portfolio
 
 
 
Apr-2017
 
Apr-2019
 
L + 3.75%
 
N/A

 
$
20,770

 
$
10,385

Metro loan portfolio
 
 
 
Apr-2017
 
Apr-2018
 
L + 3.75%
 
N/A

 
6,843

 
3,421

California first mortgage portfolio I
 
 
 
Aug-2017
 
Aug-2018
 
L + 3.75%
 
N/A

 
2,897

 
1,448

Midwest loan portfolio
 
 
 
Jun-2017
 
Jun-2017
 
L + 4.00%
 
N/A

 
3,268

 
1,761

California first mortgage portfolio II
 
 
 
Sept-2017
 
Sept-2018
 
L + 3.25%
 
N/A

 
2,686

 
1,343

CRE loan portfolio 2016
 
 
 
Dec-2020
 
Dec-2022
 
L + 2.50%
 
N/A

 
35,750

 
7,275

Total UPB of debt related to PCI loans
 
 
 
 
 
 
 
 
 
 
 
$
72,214

 
$
25,633

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Subscription line
 
 
 
Apr-2017
 
Apr-2016
 
L + 1.60%
 
N/A

 
52,755

 
9,948

Total UPB of debt related to Real Estate Debt segment
 
 
 
 
 
 
 
$
772,387

 
$
633,172

Total debt issuance costs
 
 
 
 
 
 
 
 
 
 
 
(5,507
)
 
(4,109
)
Total carrying value of debt related to Real Estate Debt segment
 
 
 
 
 
$
766,880

 
$
629,063











__________
(1)
In February 2017, the Company extended the maturity date to March 2017.
(2)
A mortgage loan originated by the Company was restructured into a senior and junior note, with the senior note assumed by a third party lender. The Company accounted for the transfer of the senior note as a financing transaction. The senior note bears interest at 1-month LIBOR plus 3.5% or at a minimum of 4.0%, and is subject to two 1-year extension options on its initial term exercisable by the borrower.




 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 16 |












 
 IIIe. Capitalization—Credit Facility, Convertible Debt & Preferred Stock Overview
 
 
($ and shares in thousands; as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
 
 
 
 
Credit facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revolving credit facility (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum principal amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
850,000

Amount outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
422,600

Initial maturity
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31, 2020
 
Fully-extended maturity
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31, 2021
 
Interest rate
 
 
 
 
 
 
 
 
 
 
 
 
 
LIBOR + 2.25%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Covenant level
 
Actual level at December 31, 2016
Financial covenants as defined in the Credit Agreement:
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Tangible Net Worth
 
 
 
 
 
 
 
 
Minimum $1,915 million
 
$2,523 million

Consolidated Fixed Charge Coverage Ratio
 
 
 
 
 
 
 
 
Minimum 1.50 to 1.00
 
2.61 to 1.00

Consolidated Interest Coverage Ratio
 
 
 
 
 
 
 
 
Minimum 3.00 to 1.00
 
15.01 to 1.00

Consolidated Leverage Ratio
 
 
 
 
 
 
 
 
 
 
 
Maximum 0.65 to 1.00
 
0.40 to 1.00

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Description
 
Outstanding
principal
 
Issuance date
 
Due date
 
Interest rate
 
Conversion price
(per share of common stock)
 
Conversion
ratio
 
Conversion
shares
 
Redemption date
5.0% Convertible senior notes
 
$
200,000

 
April 2013
 
April 15, 2023
 
5.00% fixed
 
$
23.35

 
42.8183

 
8,564

 
On or after April 22, 2020
3.875% Convertible senior notes
 
402,500

 
January and June 2014
 
January 15, 2021
 
3.875% fixed
 
$
24.56

 
40.7089

 
16,385

 
On or after January 22, 2019
 
 
$
602,500

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred stock
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Description
 
 
 
 
 
 
 
Liquidation preference
 
Issuance date
 
Dividend rate
 
Shares
outstanding
 
Redemption period
Series A 8.5% cumulative redeemable perpetual
 
 
 
$
252,000

 
March 2012
 
8.500
%
 
10,080

 
On or after March 27, 2017
Series B 7.5% cumulative redeemable perpetual
 
 
 
86,250

 
June 2014
 
7.500
%
 
3,450

 
On or after June 19, 2019
Series C 7.125% cumulative redeemable perpetual
 
 
 
287,500

 
April 2015
 
7.125
%
 
11,500

 
On or after April 13, 2020
 
 
 
 
 
 
 
 
$
625,750

 
 
 
 
 
25,030

 
 



__________
(1)
On January 10, 2017, the Company amended and restated its JPM Credit Agreement, which increased the principal amount provided for under its secured revolving credit facility to $1 billion, with an option for additional increase up to $1.5 billion, subject to agreement by the lenders and customary closing conditions. The maturity date on the credit facility was extended to January 11, 2021, with two 6-month extension options, each subject to a fee of 0.10% of the commitment amount upon exercise. There was no change to the existing interest rate and unused commitment fee rates on the credit facility.



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 17 |












 
 IVa. Industrial—Summary Metrics
 
 
($ in thousands, except per share; as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
 
Financial results related to the segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income attributable to common stockholders
 
 
 
 
 
 
 
 
 
$
(5,215
)
Net Income attributable to common stockholders per basic share
 
 
 
(0.05
)
Core FFO
 
 
 
 
 
 
 
 
 
12,179

Core FFO per basic common share
 
 
 
0.09

FFO
 
 
 
 
 
10,419

FFO per basic common share
 
 
 
0.08

 
 
 
 
 
 
 
Portfolio overview
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of buildings
 
 
 
 
 
 
 
 
 
 
 
 
 
346

Rentable square feet
 
 
 
 
 
 
 
 
 
 
 
 
 
37,613

% leased at end of period
 
 
 
 
 
 
 
 
 

 
 
 
96
%
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated amount
 
CLNY OP share of consolidated amount
Undepreciated cost basis of real estate assets (1)
 
 
 
 
$
2,245,564

 
$
1,104,961

Debt (UPB)
 
 
 
 
 
1,010,514

 
497,237

Debt / undepreciated cost basis
 
 
 
 
 
45
%
 
45
%
Carrying value of Industrial operating platform
 
 
 
 
 
$
20,000

 
$
20,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recent acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property / portfolio name
 
 
 
 
 
Acquisition
date
 
Number of
buildings
 
Rentable
square feet
 
%
leased
 
Purchase
price
Q4 2016 acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dallas industrial portfolio
 
 
 
 
 
Oct-2016
 
3

 
230,391

 
88
%
 
$
20,950

Orlando industrial portfolio
 
 
 
 
 
Oct-2016
 
3

 
479,100

 
84
%
 
47,900

Dallas industrial portfolio
 
 
 
 
 
Dec-2016
 
2

 
250,317

 
100
%
 
19,300

Orlando industrial property
 
 
 
 
 
Dec-2016
 
1

 
163,200

 
100
%
 
13,800

Orlando industrial portfolio
 
 
 
 
 
Dec-2016
 
3

 
218,413

 
100
%
 
10,525

Total
 
 
 
 
 
 
 
12

 
1,341,421

 
92
%
 
$
112,475

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q1 2017 acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Austin industrial portfolio
 
 
 
 
 
Jan-2017
 
3

 
468,405

 
100
%
 
50,600

Orlando industrial portfolio
 
 
 
 
 
Feb-2017
 
4

 
946,379

 
100
%
 
67,100

Total
 
 
 
 
 
 
 
7

 
1,414,784

 
100
%
 
$
117,700


__________
(1) Includes all components related to the real estate assets, including tangible real estate and lease-related intangibles. Excludes accumulated depreciation.




 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 18 |












 
 IVb. Industrial—Portfolio and Lease Overview
 
 
(As of or for the three months ended December 31, 2016)
 
 
 
 
 
 
 
Location Markets
 
Property type
 
Number of buildings
 
Rentable
square feet
(in thousands)
 
Annualized
base rent
(in thousands)
 
Percentage leased
 
Number of leases
 
Lease expiration
 
Year acquired
United States
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Atlanta
 
Industrial
 
82

 
8,105

 
$
32,998

 
96
%
 
237

 
1/2017 to 4/2030
 
2014-2015
Austin
 
Industrial
 
4

 
236

 
1,614

 
96
%
 
14

 
2/2017 to 8/2025
 
2014
Chicago
 
Industrial
 
34

 
3,972

 
16,744

 
94
%
 
50

 
1/2017 to 12/2026
 
2014
Dallas
 
Industrial
 
70

 
7,191

 
29,643

 
97
%
 
186

 
2/2017 to 1/2027
 
2014-2016
Denver
 
Industrial
 
8

 
1,128

 
4,935

 
99
%
 
24

 
1/2017 to 3/2026
 
2014
Houston
 
Industrial
 
21

 
1,713

 
8,863

 
96
%
 
51

 
1/2017 to 8/2026
 
2014
Kansas City
 
Industrial
 
9

 
1,664

 
5,976

 
100
%
 
23

 
4/2017 to 11/2024
 
2014
Baltimore
 
Industrial
 
5

 
431

 
2,014

 
89
%
 
8

 
5/2017 to 5/2027
 
2015-2016
Minneapolis
 
Industrial
 
18

 
2,814

 
13,186

 
96
%
 
59

 
1/2017 to 10/2025
 
2014-2016
New Jersey South/Philadelphia
 
Industrial
 
30

 
3,328

 
14,081

 
93
%
 
67

 
1/2017 to 4/2027
 
2014-2015
Orlando
 
Industrial
 
14

 
2,085

 
10,009

 
96
%
 
38

 
1/2017 to 12/2027
 
2014-2016
Phoenix
 
Industrial
 
18

 
1,705

 
8,000

 
97
%
 
53

 
1/2017 to 8/2024
 
2014-2016
Salt Lake City
 
Industrial
 
16

 
1,269

 
5,150

 
93
%
 
33

 
1/2017 to 11/2023
 
2014
St. Louis
 
Industrial
 
8

 
1,355

 
4,681

 
90
%
 
16

 
6/2017 to 7/2024
 
2014
Tampa
 
Industrial
 
9

 
617

 
3,208

 
97
%
 
35

 
1/2017 to 1/2024
 
2014
Total / Weighted average
 
 
 
346

 
37,613

 
$
161,102

 
96
%
 
894

 
 
 
 

https://cdn.kscope.io/73e2881ad709eae77129ba73ed3ebeda-a4q16v9a01.jpg


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 19 |












 
 Va. Single Family Residential Rentals—Summary Metrics
 
 
($ in thousands, except per share and unless otherwise noted; as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
Financial results related to the segment
 
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
 
$
(509
)
Net income attributable to common stockholders per basic share
 
0.00

Core FFO
 
8,617

Core FFO per basic common share
 
0.06

FFO
 
5,233

FFO per basic common share
 
0.04

Balance sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investments - Colony Starwood Homes
 
$
316,113

Equity method investments - Colony American Finance
 
57,754

Ownership in SFR and CAF
 
 
 
 
 
 
 
 
 
Colony Starwood Homes shares beneficially owned by OP and common stockholders
 
15.1 million

CLNY OP interest in SFR as of December 31, 2016
 
 
 
 
 
 
 
 
 
14.0%

CLNY OP interest in CAF as of December 31, 2016
 
 
 
 
 
 
 
 
 
17.4%


_____________
Note: Refer to SFR filing for additional information.




 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 20 |



 VIa. Other Real Estate Equity—Summary Metrics
 
 
($ in thousands, except per share data; as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
Financial results related to the segment
 
 
 
 
 
 
 
 
 
 
 
 
Net Income attributable to common stockholders
 
 
 
 
 
 
 
 
 
$
11,885

Net Income attributable to common stockholders per basic share
 
 
 
 
 
0.11

Core FFO
 
 
 
 
 
 
 
 
 
18,793

Core FFO per basic share
 
 
 
 
 
0.14

FFO
 
 
 
 
 
 
 
 
 
10,267

FFO per basic share
 
 
 
 
 
0.08

Portfolio overview
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Real estate assets (cost basis)
 
 
 
 
 
 
 
Consolidated amount
 
CLNY OP share of consolidated amount
NNN assets held for investment (1)(2)
 
 
 
 
 
 
 
 
 
$
624,059

 
$
623,139

Other real estate assets held for investment (1)
 
 
 
 
 
 
 
 
827,695

 
278,842

Real estate assets held for sale (1)
 
 
 
 
 
 
 
 
 
 
150,515

 
65,347

Total real estate assets (cost basis)
 
 
 
 
1,602,269

 
967,328

Investment-level non-recourse financing (UPB)
 
 
 
 
 
 
 
 
 
 
NNN investments held for investment
 
 
 
 
 
 
 
 
 
 
$
404,346

 
$
403,695

Other real estate assets held for investment
 
 
 
 
 
 
 
444,921

 
149,301

Other real estate assets held for sale
 
 
 
 
 
 
 
59,230

 
16,171

Total investment-level non-recourse financing (UPB)
 
 
 
 
 
 
 
908,497

 
569,167

Unconsolidated investments
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investments
 
 
 
 
 
$
241,987

 
$
193,990

Other investments - Albertsons investment
 
 
 
 
 
 
 
99,736

 
49,861

Number of post-IPO shares in Albertsons pursuant to preliminary prospectus dated October 2, 2015
 
 
 
 
 
N/A

 
8.45 million

CLNY OP % ownership interest in post-IPO AB Acquisition LLC based on preliminary prospectus dated October 2, 2015
 
N/A

 
2.17
%

_____________
(1)
Includes all components related to the asset, including tangible real estate and lease-related intangibles.
(2)
CLNY OP share of Q4 NOI was $10.3 million.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 21 |



 VIb. Other Real Estate Equity—Portfolio Overview
 
 
($ in thousands; as of December 31, 2016)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Summary of real estate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
CLNY OP share of consolidated amount
 
 
 
 
 
 
 
 
Location
 
 
Property type
 
Number of
buildings
 
Rentable
square feet (thousands)
 
Real estate assets & intangibles, net (1)
 
Cost basis of real estate assets (1)(2)
 
Investment-level non-recourse debt (UPB)
 
Real estate assets & intangibles, net (1)
 
Cost basis of real estate assets (1)(2)
 
Investment-level non-recourse debt (UPB)
 
Percentage
leased
(end of period)
 
Number of
leases
 
Lease
expiration
 
Year acquired or foreclosed
NNN investments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minnesota
 
 
Office
 
1

 
502

 
$
107,416

 
$
122,750

 
$
86,836

 
$
106,611

 
$
121,830

 
$
86,185

 
100%
 
1

 
9/2020
 
2013
France
 
 
Office
 
3

 
187

 
34,079

 
35,259

 
16,542

 
34,079

 
35,259

 
16,542

 
100%
 
1

 
11/2027
 
2015
Norway
 
 
Office
 
26

 
1,291

 
307,492

(4) 
293,319

 
185,600

 
307,492

 
293,319

 
185,600

 
100%
 
1

 
6/2030
 
2015
Switzerland
 
 
Education
 
20

 
304

 
163,722

 
172,731

 
115,368

 
163,722

 
172,731

 
115,368

 
100%
 
2

 
1/2035
 
2015
Total NNN investments
 
 
 
50

 
2,284

 
612,709

 
624,059

 
404,346

 
611,904

 
623,139

 
403,695

 
 
 
 
 
 
 
 
Other real estate assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Arizona
 
 
Office
 
1

 
458

 
41,315

 
46,428

 
15,431

 
20,657

 
23,214

 
7,716

 
64%
 
20

 
3/2017 to 6/2022
 
2013
Italy (3)
 
 
Mixed Use
 
77

 
570

 
124,880

 
129,723

 
82,974

 
35,005

 
36,362

 
23,257

 
34%
 
43

 
6/2018 to 5/2023
 
2014
Spain
 
 
Industrial
 
36

 
2,608

 
132,204

 
139,079

 
71,469

 
60,027

 
63,148

 
32,451

 
100%
 
36

 
12/2017 to12/2029
 
2014, 2016
United Kingdom & France
 
Office
 
38

 
1,114

 
132,875

 
144,872

 
78,562

 
61,405

 
67,336

 
39,281

 
78%
 
109

 
2/2017 to 11/2070
 
2014, 2015, 2016
United Kingdom
 
Mixed Use
 
55

 
2,872

 
349,703

 
367,593

 
196,485

 
84,655

 
88,782

 
46,596

 
89%
 
244

 
1/2017 to 3/2040
 
2015, 2016
Total other real estate assets
 
207

 
7,622

 
780,977

 
827,695

 
444,921

 
261,749

 
278,842

 
149,301

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total other real estate assets held for investment
257

 
9,906

 
1,393,686

 
1,451,754

 
849,267

 
873,653

 
901,981

 
552,996

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total other real estate assets held for sale
 
49

 
1,931

 
137,258

 
150,515

 
59,230

 
60,549

 
65,347

 
16,171

 
 
 
 
 
 
 
 
Total real estate assets
306

 
11,837

 
$
1,530,944

 
$
1,602,269

 
$
908,497

 
$
934,202

 
$
967,328

 
$
569,167

 
 
 
 
 
 
 
 















_____________
(1)
Includes all components related to the asset, including tangible real estate and lease-related intangibles.
(2)
Excludes accumulated depreciation.
(3)
Excludes one building with approximately 218,000 square feet that is subject to development.
(4)
The carrying value of real estate assets and intangibles, net includes $27.5 million of capitalized taxes, for which there is a corresponding and offsetting deferred tax liability.
    



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 22 |












 
 VIIa. Real Estate Debt—Summary Metrics
 
 
($ in thousands, except per share data; as of or for the three months ended December 31, 2016)
 
 
 
 
 
Financial results related to the segment
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
 
 
 
 
 
 
$
31,879

Net income attributable to common stockholders per basic share
 
 
0.28

Core FFO
 
 
 
 
 
 
46,491

Core FFO per basic common share
 
 
0.35

FFO
 
 
38,112

FFO per basic common share
 
 
0.28

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Portfolio Overview
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated amount
 
CLNY OP share of consolidated amount
Loans receivables held for investment, net
 
 
 
 
 
$
2,963,560

 
$
2,050,650

Loans receivables held for sale, net
 
 
 
 
 
29,353

 
28,223

Non-recourse investment-level financing (UPB)
 
 
 
 
 
647,418

 
597,591

Equity method investments
 
 
 
 
 
302,364

 
132,122

PCI loans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans receivables held for investment, net
 
 
 
 
 
469,432

 
158,202

Non-recourse investment-level financing (UPB)
 
 
 
 
 
72,214

 
25,633

Equity method investments
 
 
 
 
 
3,514

 
3,514

Other
 
 
 
 
 
 
 
 
Carrying value of real estate (1)
 
 
 
 
 
77,938

 
25,113

Other investments
 
 
 
 
 
23,446

 
4,771

Subscription line (UPB)
 
 
 
 
 
52,755

 
9,948


___________
(1) Includes all components related to the asset, including tangible real estate and lease-related intangibles.


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 23 |












 
 VIIb. Real Estate Debt—Portfolio by Loan Type
 
 
($ in thousands, as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
 
 
 
 
 
Loans receivable held for investment by loan type
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
CLNY OP share of consolidated amount
Non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
Unpaid principal
balance
 
Net
carrying amount
 
Unpaid principal balance
 
Net carrying amount
 
Weighted average coupon
 
Weighted average
maturity in years
Fixed rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
First mortgage loans
 
 
 
 
 
 
 
 
 
 
 
$
688,789

 
$
669,907

 
$
329,940

 
$
319,542

 
8.4
%
 
3.9

Securitized mortgage loans
 
 
 
 
 
 
 
 
 
 
 
105,586

 
107,609

 
105,586

 
107,609

 
6.4
%
 
15.4

Second mortgage loans / B-notes
 
 
 
 
 
 
 
 
 
 
 
205,443

 
211,848

 
121,530

 
124,686

 
9.7
%
 
4.0

Mezzanine loans
 
 
 
 
 
 
 
 
 
 
 
372,247

 
369,207

 
174,055

 
173,651

 
11.9
%
 
2.7

Total fixed rate non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
1,372,065

 
1,358,571

 
731,111

 
725,488

 
9.2
%
 
5.3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Variable rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
First mortgage loans
 
 
 
 
 
 
 
 
 
 
 
458,622

 
451,844

 
359,185

 
357,856

 
8.4
%
 
0.7

Securitized mortgage loans
 
 
 
 
 
 
 
 
 
 
 
775,963

 
776,156

 
762,501

 
762,645

 
5.7
%
 
2.7

Second mortgage loans / B-notes
 
 
 
 
 
 
 
 
 
 
 
36,175

 
35,807

 
18,088

 
17,903

 
9.6
%
 
1.4

Mezzanine loans
 
 
 
 
 
 
 
 
 
 
 
348,035

 
347,469

 
192,911

 
192,562

 
11.1
%
 
0.7

Total variable rate non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
1,618,795

 
1,611,276

 
1,332,685

 
1,330,966

 
7.3
%
 
1.9

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total non-PCI loans
 
 
 
 
 
 
 
 
 
 
 
2,990,860

 
2,969,847

 
2,063,796

 
2,056,454

 
 
 
 
Allowance for loan losses
 
 
 
 
 
 
 
 
 
 
 

 
(6,287
)
 

 
(5,804
)
 
 
 
 
Total non-PCI loans, net of allowance for loan losses
 
 
 
 
 
 
2,990,860

 
2,963,560

 
2,063,796

 
2,050,650

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
PCI loans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mortgage loans
 
 
 
 
 
 
 
 
 
 
 
748,930

 
521,905

 
238,015

 
168,284

 
 
 
 
Securitized mortgage loans
 
 
 
 
 
 
 
 
 
 
 
8,146

 
6,836

 
8,146

 
6,836

 
 
 
 
Total PCI loans
 
 
 
 
 
 
 
 
 
 
 
757,076

 
528,741

 
246,161

 
175,120

 
 
 
 
Allowance for loan losses
 
 
 
 
 
 
 
 
 
 
 

 
(59,309
)
 

 
(16,918
)
 
 
 
 
Total PCI loans, net of allowance for loan losses
 
 
 
 
 
 
757,076

 
469,432

 
246,161

 
158,202

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total loans receivable, net of allowance for loan losses
 
 
 
$
3,747,936

 
$
3,432,992

 
$
2,309,957

 
$
2,208,852

 
 
 
 



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 24 |












 
 VIIc. Real Estate Debt—Portfolio by Collateral Type
 
 
($ in thousands, as of or for the three months ended December 31, 2016)
 
 
 
 
 
 
 
 
 
Loans receivable held for investment by collateral type
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated
 
CLNY OP share of consolidated amount
 
 
Unpaid principal
balance
 
Net
carrying amount
 
Unpaid principal balance
 
Net carrying amount
 
Weighted average coupon
Non-PCI Loans
 
 
 
 
 
 
 
 
 
 
Residential
 
$
59,574

 
$
59,343

 
$
29,787

 
$
29,672

 
12.8
%
Multifamily
 
459,507

 
453,541

 
419,841

 
415,417

 
5.7
%
Office
 
523,665

 
517,287

 
370,941

 
370,832

 
7.2
%
Retail
 
681,355

 
678,888

 
504,305

 
502,940

 
8.1
%
Hospitality
 
875,659

 
867,231

 
503,137

 
497,740

 
9.4
%
Industrial
 
9,390

 
9,397

 
9,197

 
9,204

 
5.7
%
Other commercial
 
209,633

 
208,950

 
140,550

 
140,383

 
8.1
%
Land
 
172,077

 
168,923

 
86,038

 
84,462

 
11.2
%
Total non-PCI loans, net of allowance for loan losses
 
2,990,860

 
2,963,560

 
2,063,796

 
2,050,650

 
7.9
%
 
 
 
 
 
 
 
 
 
 
 
PCI Loans
 
 
 
 
 
 
 
 
 
 
Residential
 
48,861

 
25,934

 
16,498

 
10,158

 
 
Multifamily
 
191,733

 
135,319

 
65,548

 
47,639

 
 
Office
 
85,098

 
42,192

 
39,081

 
15,545

 
 
Retail
 
132,940

 
100,250

 
49,128

 
39,750

 
 
Hospitality
 
60,169

 
42,625

 
11,195

 
7,932

 
 
Industrial
 
82,681

 
63,893

 
31,356

 
25,148

 
 
Other commercial
 
85,316

 
42,854

 
18,066

 
8,243

 
 
Land
 
70,278

 
16,365

 
15,289

 
3,787

 
 
Total PCI loans, net of allowance for loan losses
 
757,076

 
469,432

 
246,161

 
158,202

 
 
 
 
 
 
 
 
 
 
 
 
 
Total loans receivable, net of allowance for loan losses
 
$
3,747,936

 
$
3,432,992

 
$
2,309,957

 
$
2,208,852

 
 



 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 25 |












 
 VIIIa. Investment Management—Summary Metrics
 
 
($ in thousands unless otherwise noted; as of or for three months ended December 31, 2016)
 
 
 
 
AUM
 
$
16.8 billion

FEEUM
 
 
6.9 billion

Credit Funds
 
3.6 billion

Core Plus / Value-Add Funds
 
1.6 billion

Opportunity Funds
 
1.7 billion

 
 
 
 
Income:
 
 
 
Total income
 
$
18,192

Expenses:
 
 
 
Transaction, integration, investment and servicing expenses
 
648

   Amortization
 
3,684

   Compensation expense
 
9,557

   Administrative expenses
 
1,132

Total expenses
 
15,021

   Other gain, net
 
(168
)
   Income tax benefit
 
1,244

Net income attributable to common interests in OP and common stockholders
 
 
4,247

Add: Noncash equity compensation expense
 
907

Add: Unrealized gain on derivatives
 

Add: Amortization of investment management intangibles
 
3,689

Deduct: Deferred tax benefit effect on amortization and impairment of investment management intangibles
 
(2,420
)
Core FFO
$
6,423






 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 26 |












 
IX. Definitions
 
 

a)
Assets Under Management ("AUM") refers to the assets for which the Company provides investment management services and includes assets for which it may or may not charge management fees and/or performance allocations. AUM is presented as of December 31, 2016 and equals the sum of: a) the gross fair value of investments held directly by the Company or managed by the Company on behalf of its private funds, co-investments, or other investment vehicles; b) leverage, inclusive of debt held by investments and deferred purchases prices; c) uncalled limited partner capital commitments which the Company is entitled to call from investors during the given commitment period at its discretion pursuant to the terms of their respective funds; and d) with respect to majority-owned and substantially controlled investments the Company consolidates gross assets attributable to third-party investors. The Company's calculations of AUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.
b)
Colony Capital, Inc. ("CLNY")
c)
Colony Starwood Homes ("SFR")
d)
Colony American Finance ("CAF")
e)
Fee-Earning Equity Under Management ("FEEUM") refers to the equity for which the Company provides investment management services and from which it derives management fees and/or performance allocations. FEEUM is presented as of December 31, 2016. FEEUM includes $0.3 billion of uncalled limited partner capital commitments which will not bear fees until such capital is called at the Company’s discretion. Additionally, $0.3 billion pertains to FEEUM of our equity-method investment in a German-based asset management platform. The Company's calculations of FEEUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.
f)
Net Operating Income ("NOI") is property operating income less property operating expenses adjusted for non-cash items, including straight-line rents and above/below market lease amortization.
g)
Operating Company ("OP") refers to Colony Capital Operating Company, LLC, an operating subsidiary of the Company. The Company is structured as an umbrella partnership real estate investment trust, or UPREIT, in which its wholly-controlled subsidiary, Colony Capital Operating Company, LLC (the “OP”), directly or indirectly holds substantially all of the Company’s assets and directly or indirectly conducts substantially all of the Company’s business.
h)
Purchased Credit-Impaired ("PCI") loans are loans that were acquired at a discount with evidence of underlying credit deterioration and for which it is probable that all contractually required payments will not be collected.
i)
Unpaid Principal Balance ("UPB")


 
 
Colony Capital, Inc. Fourth Quarter 2016 Supplemental Financial Report
| 27 |
exhibit9932016nrfsupplem
Supplemental Information Fourth Quarter 2016 February 28, 2017 399 Park Avenue, 18th Floor, New York, NY 10022 | 212.547.2600


 
Cautionary Statement Regarding Forward- Looking Statements This presentation may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond our control, and may cause actual results to differ significantly from those expressed in any forward-looking statement. Factors that might cause such a difference include, without limitation, our failure to achieve anticipated synergies in the completed merger among NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp., Colony NorthStar’s liquidity, including its ability to complete identified monetization transactions and other potential sales of non-core investments, the timing of and ability to deploy available capital, the timing of and ability to complete repurchases of Colony NorthStar’s stock, Colony NorthStar’s ability perform on the RMZ, Colony NorthStar’s leverage, including the timing and amount of borrowings under its credit facility, increased interest rates and operating costs, adverse economic or real estate developments in Colony NorthStar’s markets, Colony NorthStar’s failure to successfully operate or lease acquired properties, decreased rental rates, increased vacancy rates or failure to renew or replace expiring leases, defaults on or non-renewal of leases by tenants, the impact of economic conditions on the borrowers of Colony NorthStar’s commercial real estate debt investments and the commercial mortgage loans underlying its commercial mortgage backed securities, adverse general and local economic conditions, an unfavorable capital market environment, decreased leasing activity or lease renewals, and other risks and uncertainties detailed in our filings with the Securities and Exchange Commission (“SEC”). All forward-looking statements reflect the Colony NorthStar’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance. Additional information about these and other factors can be found in Colony NorthStar’s reports filed from time to time with the SEC. Colony NorthStar cautions investors not to unduly rely on any forward-looking statements. The forward-looking statements speak only as of the date of this presentation. Colony NorthStar is under no duty to update any of these forward-looking statements after the date of this presentation, nor to conform prior statements to actual results or revised expectations, and Colony NorthStar does not intend to do so. This presentation may contain statistics and other data that has been obtained or compiled from information made available by third-party service providers. Colony NorthStar has not independently verified such statistics or data. This presentation is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Colony NorthStar. This information is not intended to be indicative of future results. Actual performance of Colony NorthStar may vary materially. The endnotes herein contain important information that is material to an understanding of this presentation and you should read this presentation only with and in context of the endnotes.


 
2 Table of Contents I. CLNS Merger Update II. NRF Fourth Quarter Highlights III. Financial Statements • Balance Sheet • Income Statement • CAD Reconciliation IV. Capitalization V. Real Estate Financing Overview Real Estate Portfolio VI. Real Estate Fourth Quarter and Full Year 2016 NOI / EBITDA Summary VII. Real Estate – Healthcare VIII. Real Estate – Hotel IX. Real Estate – Net Lease X. Real Estate PE Investments XI. Real Estate Debt Investments XII. Repurchased NorthStar Realty CDO Bonds XIII. CDO Real Estate Investments Appendix Presentation Endnotes Q4 2016 and Full Year 2016 NOI / EBITDA Reconciliation


 
3 CLNS Merger Update  Completed largest real estate merger announced in 2016 to create Colony NorthStar, Inc. (“CLNS”), a global, diversified equity REIT with $56 billion of assets under management  Merger integration substantially complete with greater than 75% of the originally identified $115 million of annualized synergies and greater than 65% of the estimated $80 million of annualized cash synergies achieved to date with the balance expected to be achieved by year end on a run rate basis  CLNS declared a quarterly cash dividend of $0.27 per CLNS common share of Class A and Class B common stock for the first quarter of 2017, which will be prorated to $0.24 per share for the period from January 11, 2017 to March 31, 2017  In January 2017, former Colony and NRF stockholders received stub dividends for the period from January 1, 2017 through January 10, 2017 and former NSAM stockholders received a one-time special dividend of $1.16 per NSAM common share  Significant liquidity of approximately $1.2 billion, including $615 million expected from the sale of the manufactured housing communities portfolio, and more than $1 billion of additional liquidity expected throughout 2017 from future monetizations of existing non-core investments available for deployment in core verticals and other real estate investments, stock repurchases and/or debt paydowns  Repaid $921 million of term loans at NSAM and NRF  CLNS increased revolving credit facility to $1.0 billion from $850 million  CLNS Board of Directors authorized $300 million common stock repurchase program  CLNS added to the MSCI U.S. REIT Index (RMZ) as a top quartile constituent by equity market capitalization


 
4 NRF Fourth Quarter Highlights  Because the merger closed after December 31, 2016, results in this presentation reflect the pre-merger, stand-alone results for NRF  U.S. GAAP net income of $0.34 per basic share  Cash available for distribution (“CAD”) of $0.26 per share  Completed or under contract asset monetizations include the following:  Completed a $783 million sale of a portfolio of medical office buildings, at an approximate 5.6% cap rate, resulting in net proceeds of $81 million;  Completed a sale of an 18.7% preferred joint venture interest in the Company’s healthcare portfolio resulting in net proceeds of $340 million, representing an implied 6.1% cap rate; and  Under contract for the sale of entire manufactured housing communities portfolio for $2.0 billion, which is expected to generate net proceeds of $615 million


 
As of December 31, 2016 ASSETS Cash and cash equivalents 1,105$ Restricted cash 166 Operating real estate, net 7,397 Real estate debt investments, net 297 Real estate debt investments, held for sale 34 Investments in private equity funds, at fair value 417 Investments in unconsolidated ventures 168 Real estate securities, available for sale 445 Receivables, net 53 Receivables, related parties 1 Intangible assets, net 333 Assets of properties held for sale 1,668 Other assets 133 Total Assets 12,217$ LIABILITIES Mortgage and other notes payable 6,290$ Credit facilities and term borrowings 422 CDO bonds payable, at fair value 257 Exchangeable senior notes 27 Junior subordinated notes, at fair value 195 Accounts payable and accrued expenses 106 Due to related party 1 Derivative liabilities, at fair value 123 Intangible liabilities, net 111 Liabilities of properties held for sale 1,291 Other liabilities 60 Total Liabilities 8,883 EQUITY NorthStar Realty Finance Corp. Stockholders' Equity Preferred stock 939 Common stock 2 Additional paid-in capital 5,120 Retained earnings (accumulated deficit) (2,902) Accumulated other comprehensive income (loss) (77) Total NorthStar Realty Finance Corp. Stockholders' Equity 3,082 Non-controlling interests 252 Total Equity 3,334 Total Liabilities and Equity 12,217$ ($ in millions, except per share data) (Unaudited) 5 Financial Statements Balance Sheet


 
Three Months Ended December 31, 2016 Property and other revenues Rental and escalation income 151$ Hotel related income 190 Resident fee income 74 Other revenue 5 Total property and other revenues 420 Net interest income Interest income 29 Interest expense on debt and securities 1 Net interest income on debt and securities 28 Expenses Management fee, related party 47 Interest expense - mortgage and corporate borrowings 111 Real estate properties – operating expenses 226 Other expenses 4 Transaction costs 6 Impairment losses 4 Provision for (reversal of) loan losses, net 3 General and administrative expenses Compensation expense 9 Other general and administrative expenses 6 Total general and administrative expenses 15 Depreciation and amortization 78 Total expenses 494 Other income (loss) Unrealized gain (loss) on investments and other 86 Realized gain (loss) on investments and other 22 Income (loss) before equity in earnings (losses) of unconsolidated ventures and income tax benefit (expense) 62 Equity in earnings (losses) of unconsolidated ventures 23 Income tax benefit (expense) (2) Income (loss) from continuing operations 83 Net income (loss) 83 Net (income) loss attributable to non-controlling interests (0) Preferred stock dividends (21) Net income (loss) attributable to NorthStar Realty Finance Corp. common stockholders 62$ Earnings (loss) per share: Income (loss) per share from continuing operations 0.34$ Basic 0.34$ Diluted 0.34$ Weighted average number of shares (in millions): Basic 180 Diluted 182 ($ in millions, except per share) (Unaudited) 6 Financial Statements Income Statement • Compensation expense includes $6.4 million of equity-based compensation expense. *


 
Three Months Ended December 31, 2016 Net income (loss) attributable to common stockholders 62$ Non-controlling interests 0 Adjustments: Depreciation and amortization items 93 N-Star CDO bond discounts 4 Net interest income in consolidated N-Star CDOs (8) Unrealized (gain) loss from fair value adjustments / Provision for (reversal of) loan losses, net (84) Realized (gain) loss on investments (23) Distributions / adjustments to joint venture partners (8) Transaction costs and other 12 CAD 48$ CAD per share 0.26$ Weighted average shares (in millions) 183.2 ($ in millions, except per share data) (unaudited) 7 Financial Statements CAD Reconciliation(1)


 
As of February 24, 2017 ($ in millions) Debt Mortgage Notes 7,575$ 6,301$ Unconsolidated Real Estate JV Mortgage Notes 49 37 Loan Facilities (non-recourse amount) 52 52 Non-Recourse Debt Subtotal 7,676 6,390 Exchangeable Senior Notes 29 29 Corporate Term Facility 425 - Trust Preferred Securities 195 195 Recourse Debt Subtotal 649 224 Total Debt 8,325 6,614 Equity Common Equity (NYSE: NRF) including LTIP units and RSUs not subject to performance hurdles 2,957 2,957 Class A Preferred Stock 63 63 Class B Preferred Stock 351 351 Class C Preferred Stock 127 127 Class D Preferred Stock 205 205 Class E Preferred Stock 260 260 Preferred Stock 1,006 1,006 Joint Venture Minority Interests 252 252 Total Equity 4,215 4,215 Total Capitalization 12,540$ 10,829$ Market Value December 31, 2016 Amount Pro Forma Amount Pro Forma Amount 8 Capitalization(2) * Pro forma for mortgage notes of assets sold subsequent to the fourth quarter 2016 and the payoff of the corporate term facility in January 2017. ** Common equity reflects data as of market close on January 10, 2017 (date prior to merger closing) and preferred stock reflects data as of February 24, 2017. * ** ** * *


 
Type Principal Amount % of Total WA Current Interest Rate WA Maturity (in years) Pro Forma for Asset Monetization Initiatives % of Total Pro Forma WA Current Interest Rate Pro Forma WA Maturity (in years) Healthcare 3,367$ 44% 4.7% 4.2 3,356$ 53% 4.7% 4.2 Hotel 2,628 34% 4.2% 3.3 2,628 41% 4.2% 3.3 Manufactured Housing 1,263 17% 4.3% 6.7 - - - - Net Lease 179 2% 5.0% 4.5 167 3% 5.0% 4.8 Multifamily 72 1% 3.9% 6.6 72 1% 3.9% 6.6 Multi-Tenant Office 115 2% 2.9% 3.5 115 2% 2.9% 3.5 Non-Recourse Real Estate Financing Total 7,624$ 100% 4.4% 4.3 6,338$ 100% 4.5% 3.9 December 31, 2016 February 24, 2017 Year of Maturity Principal Amount % of Total WA Current Interest Rate Pro Forma for Asset Monetization Initiatives % of Total Pro Forma WA Current Interest Rate 2017 110$ 1% 5.4% 95$ 1% 5.7% 2018 300 4% 5.0% 281 4% 5.0% 2019 4,720 62% 4.3% 4,688 74% 4.3% 2020 380 5% 4.5% 358 6% 4.5% 2021 and thereafter 2,114 28% 4.5% 916 14% 4.8% Non-Recourse Real Estate Financing Total 7,624$ 100% 4.4% 6,338$ 100% 4.5% February 24, 2017December 31, 2016 9 Real Estate Financing Overview(3) ($ in millions) Real Estate Financing by Type Real Estate Financing Scheduled Principal Repayments and Maturities


 
10 Real Estate Portfolio


 
# of Properties/ NOI/EBITDA Type Hotels/Communities Q4 2016 FY 2016 Healthcare Senior Housing - Operating 109 18$ 76$ Triple-Net Lease Senior Housing 82 14 58 Skilled Nursing Facilities 107 28 114 Hospitals 14 5 20 Subtotal Triple-Net Lease 203 47 192 MOB's 114 15 58 Healthcare Total 426 80 326 Hotel Total 167 58 284 Net Lease Total 21 6 22 Multifamily Total 2 2 7 Multi-tenant Office Total 13 3 12 Real Estate NOI/EBITDA Grand Total 629 149$ 651$ 11 Real Estate Fourth Quarter and Full Year 2016 NOI / EBITDA Summary (4) Real Estate 2016 Summary* ($ in millions) • Pro forma for asset monetization initiatives (including in contract) from January 1, 2016 through February 24, 2017; please refer to endnote #4 in the Appendix for additional information. *


 
9/30/16 TTM Type # of Properties Q4 2016 Occupancy Lease (EBITDAR) Coverage Avg. Remaining Lease Term as of 12/31/16 NOI NOI Margin Senior Housing - Operating 109 6,300 Units 88% n/a n/a 18$ 27% Triple-Net Lease Senior Housing 82 4,305 Units 87% 1.6x 11.6 14 n/a Skilled Nursing Facilities 107 12,554 Beds 84% 1.4x 7.7 28 n/a Hospitals 14 817 Beds 63% 3.3x 12.0 5 n/a Subtotal Triple-Net Lease 203 17,676 Bed/Units 84% 1.7x 9.6 47 MOB's 114 4,024 Sq. Ft.(in '000s) 86% n/a 4.9 26 n/a Total 426 1.7x 7.9 92$ 27% Q4 2016 Capacity Location # of Properties # of Beds MOB Sq. Ft. (in '000s) Florida 28 3,089 172 Illinois 39 3,060 319 United Kingdom 43 2,127 0 Indiana 55 2,070 936 Pennsylvania 11 1,911 0 Oregon 31 1,875 0 California 18 1,221 75 Ohio 35 1,108 272 Texas 32 1,053 554 Georgia 22 923 300 North Carolina 10 808 0 Virginia 8 723 0 Tennessee 8 631 62 Remainder 86 3,377 1,334 Total 426 23,976 4,024 12 Real Estate Healthcare(5) Healthcare Real Estate Summary by Type ($ in millions) Healthcare Real Estate by Geography Property Geographic Distribution


 
# of Property Type Properties 4Q 2016 4Q 2015 9/30/2016 9/30/2015 Senior Housing - Operating 109 88% 90% n/a n/a Triple-Net Lease Senior Housing 82 87% 88% 1.6x 1.5x Skilled Nursing Facilities 107 84% 85% 1.4x 1.4x Hospitals 14 63% 67% 3.3x 3.0x Subtotal Triple-Net Lease 203 84% 85% 1.7x 1.6x MOB's 114 86% 88% n/a n/a Total 426 1.7x 1.6x Occupancy TTM Lease (EBITDAR) Coverage Property Type 4Q 2016 4Q 2015 % Change Senior Housing - Operating 18.3$ 17.0$ 7.7% Triple-Net Lease Senior Housing 14.0 15.0 -6.5% Skilled Nursing Facilities 28.2 27.5 2.6% Hospitals 5.1 5.0 3.3% Subtotal Triple-Net Lease 47.3 47.4 -0.2% MOB's 14.8 15.0 -1.8% Total 80.4$ 79.5$ 1.2% 13 Real Estate Healthcare – Same Property Results(5) Same Property NOI Year over Year Comparison ($ in millions) Same Property Operating Metrics Year over Year Comparison • Applying the average currency exchange rates from the fourth quarter 2015, same store 2016 Senior Housing - Triple Net Lease NOI would have been $15.1 million and same store 2016 total healthcare real estate NOI would have been $81.5 million for the fourth quarter 2016. * *


 
9/30/16 TTM Operator / Tenant Property Type Primary Segment # of Properties Capacity Q4 2016 Occupancy Lease (EBITDAR) Coverage Avg. Remaining Lease Term as of 12/31/16 NOI % of Total NOI Senior Lifestyle Sr. Housing RIDEA 82 4,920 88% n/a n/a 14$ 16% Caring Homes (UK) Sr. Housing NNN 43 2,127 90% 1.8x 14.3 7 8% Mid-Atlantic Healthcare SNF NNN 11 1,911 90% 1.5x 12.3 5 5% Wellington Healthcare SNF NNN 11 1,364 90% 1.1x 10.1 4 5% Frontier Sr. Housing RIDEA/NNN 20 1,347 86% n/a n/a 4 4% Miller SNF NNN 28 2,070 73% 2.1x 0.5 4 4% Symphony / NuCare SNF NNN 9 1,540 77% 1.1x 5.0 3 4% Consulate SNF NNN 10 1,107 94% 1.4x 11.0 3 3% Opis SNF NNN 11 1,515 90% 1.3x 7.0 3 3% Grace SNF NNN 9 1,228 85% 1.0x 4.0 3 3% Top 10 Operators/Tenants by NOI Total 234 19,129 1.5x 8.6 50$ 54% Q4 2016 Property Type Private Pay Medicare Medicaid Senior Housing - Operating 85% 4% 11% Triple-Net Lease Senior Housing 64% 0% 36% Skilled Nursing Facilities 22% 20% 58% Hospitals 13% 37% 50% Subtotal Triple-Net Lease 33% 16% 51% MOB's 100% 0% 0% Total 62% 9% 29% 9/30/16 TTM 14 Real Estate Healthcare(5) ($ in millions) Top 10 Operators/Tenants by NOI Revenue Mix


 
9/30/16 TTM Lease Coverage # of Leases Senior Housing Skilled Nursing Facilities & Hospitals % Total NOI Avg. Remaining Lease Term as of 12/31/16 (Years) Less than 0.99x 1 2% - 2% 6 yrs 1.00x - 1.09x 4 2% 8% 10% 6 yrs 1.10x - 1.19x 2 - 6% 6% 10 yrs 1.20x - 1.29x 2 2% 3% 5% 9 yrs 1.30x - 1.39x - - - - -- 1.40x - 1.49x 3 - 9% 9% 12 yrs 1.50x and greater 6 9% 10% 19% 7 yrs Total 18 15% 36% 51% 10 yrs % of Total Portfolio Annualized 4Q 2016 NOI 15 Real Estate Healthcare Triple-Net Lease Portfolio Coverage(5) Triple-Net Lease Coverage


 
Q4 2016 Location # of Hotels # of Rooms Select Service Extended Stay Full Service EBITDA California 18 2,254 1,243 1,011 - 10$ Florida 12 2,060 1,186 291 583 6 Texas 28 3,230 1,952 1,278 - 5 New Jersey 12 1,884 718 942 224 5 New York 8 1,010 710 300 - 3 North Carolina 7 981 831 150 - 3 Washington 5 664 160 504 - 3 Virginia 11 1,473 1,210 263 - 3 Michigan 6 809 601 208 - 2 Georgia 7 974 694 280 - 2 New Hampshire 6 662 339 323 - 2 Maryland 7 953 666 132 155 2 Connecticut 5 604 412 192 - 1 Pennsylvania 5 610 394 216 - 1 Other 30 3,923 2,078 1,845 - 10 Total 167 22,091 13,194 7,935 962 58$ # of Rooms by Type: Type # of Hotels # of Rooms Occupancy Avg. Daily Rate (ADR) RevPAR EBITDA EBITDA Margin Select Service 97 13,194 66% 118$ 79$ 31$ 29% Extended Stay 66 7,935 74% 129 96 24 35% Full Service 4 962 71% 139 98 3 17% Total 167 22,091 69% 123$ 85$ 58$ 30% Q4 2016 16 Real Estate Hotel(6) Hotel Real Estate Summary by Type ($ in millions) Hotel Real Estate by Geography


 
# of # of Brand Hotel Rooms Q4 2016 Q4 2015 % Change Courtyard 64 9,455 22.1$ 22.6$ -2.4% Residence Inn 47 5,733 18.7 20.5 -8.5% Homewood Suites 9 1,110 3.2 2.6 24.0% Hilton Garden Inn 8 1,095 3.0 2.8 10.6% Hampton Inn 11 1,268 2.8 3.5 -21.0% Hyatt House 5 650 2.7 2.8 -3.7% Other 23 2,780 5.1 6.1 -16.6% Total 167 22,091 57.7$ 60.9$ -5.3% EBITDA # of # of Brand Hotel Rooms Q4 2016 Q4 2015 Q4 2016 Q4 2015 Q4 2016 Q4 2015 Courtyard 64 9,455 65% 66% 118$ 117$ 77$ 77$ Residence Inn 47 5,733 75% 76% 131 128 98 98 Homewood Suites 9 1,110 77% 73% 119 113 92 82 Hilton Garden Inn 8 1,095 72% 69% 128 127 92 88 Hampton Inn 11 1,268 72% 73% 115 116 83 85 Hyatt House 5 650 78% 79% 149 145 116 115 Other 23 2,780 67% 69% 125 126 83 87 Total 167 22,091 69% 70% 123$ 122$ 85$ 86$ Occupancy ADR RevPAR 17 Real Estate Hotel – Same Property Results(6) ($ in millions) Same Property Operating Metrics Year over Year Comparison Same Property EBITDA Year over Year Comparison


 
Brand Segment Hotels Rooms % of Total Rooms Select Service 64 9,455 43% Extended Stay 47 5,733 26% Select Service 6 509 2% Select Service 4 389 2% Full Service 1 367 2% Full Service 1 224 1% 4ps Full Service 1 216 1% Select Service 2 241 1% Select Service 11 1,268 6% Select Service 8 1,095 5% Extended Stay 9 1,110 5% Marriott and Hilton Total 157 20,932 95% Full Service 1 155 <1% Extended Stay 2 170 <1% 18 Real Estate Hotel


 
Type # of Properties Sq. Ft. (in '000s) Occupancy Avg. Remaining Lease Term (in years) NOI Office 11 1,710 91% 4.4 4$ Retail 10 468 100% 7.1 2 Total 21 2,178 93% 5.0 6$ Q4 2016 Location # of Properties Sq. Ft. (in '000s) Colorado 4 590 California 2 179 Indiana 2 388 Ohio 1 199 South Carolina 1 165 New Jersey 1 121 Utah 1 118 New Hampshire 3 116 Massachusetts 2 104 Maine 1 53 Total 18 2,033 19 Real Estate Net Lease(7) ($ in millions) Net Lease Real Estate Summary by Type Top 10 Net Lease Real Estate by Geography


 
Tenant # of Properties Sq. Ft. (in '000s) Avg. Remaining Lease Term (in years) NOI Dick's Sporting Goods, Inc. / PetSmart, Inc. 10 468 7.1 1$ Northrop Grumman Space & Mission Systems Corp. 1 184 5.9 <1 Credence Systems Corp. 2 179 0.2 <1 Covance, Inc. 1 338 9.0 <1 Alliance Data Systems Corp. 1 199 0.9 <1 CitiFinancial 1 165 3.8 <1 GSA 1 118 2.1 <1 Quantum 3 406 4.0 <1 Party City 1 121 6.1 <1 Top Tenants by NOI Total 21 2,178 5.0 6$ Q4 2016 Q4 2016 Q4 2015 % Change Occupancy 93.0% 96.4% -3.5% Avg. Remaining Lease Term (in years) 5.0 5.1 -1.3% NOI 5.7$ 6.2$ -8.3% 20 Real Estate Net Lease(7) ($ in millions) Top Tenants by NOI Same Property Operating Metrics/NOI Year over Year Comparison • Excluding rent concessions provided to a tenant that renewed its lease during 2016, fourth quarter 2016 NOI would have been $6.1 million. *


 
($ in millions) December 31, 2016 Aggregate / Wtd. Avg. Aggregate Number of funds 102 Three Months Ended December 31, 2016 Number of general partners 66 Income 14$ Underlying assets, at cost 24,400$ Return of capital 49 Implied leverage 43% Total distributions 63 Expected remaining future capital contribution 4$ Contributions 0 Net 63$ Initial Closing Date through December 31, 2016 Income 508$ Return of capital 966 Total distributions 1,474 Contributions 110 Net 1,364$ 21 Real Estate PE Investments(8) Private Equity Investments by Underlying Investment Type & Geography


 
February 24, 2017 Carrying Location Value New York 115$ California 27 Texas 7 Illinois 6 Various 3 Bahamas 3 Pennsylvania 1 Total 162$ Underlying Carrying WA Yield Collateral Type Value on Equity Hotel 115$ 12% Corporate 26 15% Office 13 12% Multifamily 5 7% Other 3 0% Total 162$ 12% February 24, 2017 22 Real Estate Debt Investments(9) Loans by Underlying Collateral Type ($ in millions) Loans by Geographic Locations


 
Owned CDO Bonds and Other Securities: (excluding CDO bonds eliminated in consolidation) Principal Principal amount 430$ Amortized cost basis 201 Weighted average yield 18% Owned CDO Bonds Eliminated in Consolidation Principal amount 139$ Owned CDO Bonds: Based on original credit rating: AAA 109$ AA through BBB 241 Below investment grade 160 Total Owned NorthStar Realty CDO Bonds 510$ Total Repurchased NorthStar Realty CDO Bonds 376$ Weighted average original credit rating of repurchased CDO bonds A / A2 Weighted average purchase price of repurchased CDO bonds 37% 23 Repurchased NorthStar Realty CDO Bond and Other Securities(10) Balance Sheet Holdings of NorthStar Realty CDO Bonds and Other Securities as of February 24, 2017 ($ in millions)


 
N-Star VI N-Star VIII CapLease CSE Issue/Acquisition Date Mar-06 Dec-06 Aug-11 Jul-10 Total Balance sheet as of December 31, 2016 Assets, principal amount 158$ 481$ 114$ 382$ 1,136$ CDO bonds, principal amount 97 325 98 338 859 Net Assets 62$ 156$ 16$ 43$ 277$ CDO quarterly cash distributions and coverage tests Equity notes and subordinate bonds -$ 1.3$ 0.6$ 0.5$ 2.4$ Collateral management and other fees 0.1 0.5 0.1 0.1 0.8 Interest coverage cushion (0.3) 1.9 0.3 0.5 Overcollateralization cushion 39 138 10 4 At offering 17 42 6 (152) 24 CDO Real Estate Investments(11) CDOs Primarily Backed by CRE Debt ($ in millions)


 
25 Appendix


 
26 Presentation Endnotes 1. CAD Reconciliation: a) The three months ended December 31, 2016 includes an adjustment to exclude depreciation and amortization of $77.8 million (including $0.2 million related to unconsolidated ventures), straight-line rental income of $(5.1) million, amortization of above/below market leases of $1.4 million, amortization of deferred financing costs of $12.1 million, amortization of discount on financings and other of $0.1 million and amortization of equity- based compensation of $6.4 million. b) For CAD, discounts expected to be realized on N-Star CDO bonds for consolidated CDOs are accreted on an effective yield basis based on expected maturity. For deconsolidated N-Star CDOs, N-Star CDO bond accretion is already included in net income attributable to common stockholders. c) The three months ended December 31, 2016 includes an adjustment to exclude a $30.0 million net gain related to the sale of real estate investments, a $22.4 million gain related to the foreclosure of real estate, $(29.3) million non-cash loss related to securities in our consolidated CDOs, $(1.4) million loss related to the sale of manufactured homes, $0.8 million of other real estate gains. d) The three months ended December 31, 2016 includes an adjustment to exclude $5.9 million of transaction costs, $4.4 million of impairment and include $1.3 million related to N-Star CDO equity interests. e) CAD per share does not take into account any potential dilution from our outstanding exchangeable notes or restricted stock units subject to performance metrics not currently achieved. 2. Capitalization & Liquidity: a) Mortgage Notes: Pro forma for mortgage notes of assets sold and in contract subsequent to the fourth quarter 2016, including $11 million related to a medical office building, $1.3 billion related to the manufactured housing portfolio and $12 million related to a partial paydown of mortgage debt in a net lease property. b) Loan Facilities (non-recourse amount): Reflects $52 million of Other Secured Borrowings. c) Corporate Term Facility: Pro forma for the payoff of the corporate term facility in January 2017. d) TruPS: Reflects fair value as of December 31, 2016. e) Common Equity: Market value reflects stock price (NYSE: NRF) as of January 10, 2017 of NorthStar Realty common shares, LTIP units and RSUs not subject to performance hurdles. f) Preferred Stock: Reflects closing stock price as of February 24, 2017 excluding accrued interest. g) Excludes $359 million of non-recourse CDO bonds related to CDO’s consolidated on NorthStar Realty’s financial statements. 3. Real Estate Financing Overview: a) Includes $49 million of unconsolidated joint venture debt ($33 million related to the Multifamily portfolio and $16 million related to Net Lease portfolio). Pro forma for mortgage notes of assets sold and in contract subsequent to the fourth quarter 2016, including $11 million related to a medical office building, $1.3 billion related to the manufactured housing portfolio and $12 million related to a partial paydown of mortgage debt in a net lease property. b) Current interest rate is based on current LIBOR for floating rate liabilities.


 
4. Real Estate 2016 NOI / EBITDA Summary: a) NOI / EBITDA represents 100% for all consolidated investments and represents NorthStar Realty’s ownership percentage for unconsolidated joint ventures. The below table represents NorthStar Realty’s approximate weighted average ownership percentage in each portfolio as of December 31, 2016 and pro forma for asset monetization initiatives as of February 24, 2017. b) Full year 2016 average USD-GBP exchange rate was 1.40 c) NOI is pro forma for asset monetizations initiatives (including in contract) which include the following: i. Healthcare • full year 2016 NOI excludes $8.5 million of NOI related to a portfolio of senior housing assets sold during the first quarter 2016; • Q4 2016 and full year 2016 NOI excludes $11.0 million and $43.1 million of NOI, respectively, related to a portfolio of medical office buildings sold during the fourth quarter 2016; • Q4 2016 and full year 2016 NOI excludes $0.4 million and $1.6 million of NOI, respectively, related to a healthcare property in which the purchase option was exercised by the tenant in 2016; ii. Net Lease • full year 2016 NOI excludes $22.0 million of NOI related to the net lease industrial portfolio sold during the third quarter 2016; • full year 2016 NOI excludes $0.2 million of NOI related to a net lease office building which the related mortgage matured in October 2015 and the property was conveyed back to the lender in 2016; iii. Multifamily • Q4 2016 and full year 2016 NOI excludes $0.4 million and $13.2 million of NOI, respectively, related to the 10 multifamily properties NorthStar Realty entered into agreements to sell, of which all 10 properties were sold throughout 2016; and iv. Manufactured Housing • the entire manufactured housing communities portfolio, which is under contract to be sold. 27 Presentation Endnotes (continued) December 31, 2016 February 24, 2017 Sector Amount Pro forma for asset monetizations Healthcare 87.7% 71.3% Hotels 93.8% 93.8% Net Lease 100.0% 100.0% Multifamily 94.6% 94.6% Multi-Tenant Office 95.0% 95.0%


 
28 Presentation Endnotes (continued) 5. Real Estate – Healthcare: a) Q4 2016 occupancy metrics for Senior Housing - Operating represents average fourth quarter 2016, MOB’s is as of December 31, 2016 and for Triple-Net Lease represents average third quarter 2016. Q4 2015 occupancy metrics for Senior Housing - Operating represents average fourth quarter 2015, MOB’s is as of December 31, 2015 and for Triple-Net Lease represents average third quarter 2015. Occupancy represents real estate property operator’s patient occupancy for all types except MOB. b) Q4 2016 NOI includes $1.4 million related to interest earned from healthcare real estate development loans that are recorded in the Interest Income line item on NorthStar Realty’s financial statements. c) Fourth quarter 2016 and 2015 average USD-GBP exchange rates were 1.36 and 1.53, respectively. d) Revenue Mix: Represents percentage of revenues derived from private, Medicare and Medicaid payor sources. The payor source percentages for the hospital category excludes two operating partners, whom do not track or report payor source data and totals approximately one-third of NOI in the hospital category. Overall percentages are weighted by NOI exposure in each category. e) Top 10 Operators/Tenants by NOI: Caring Homes (U.K.) lease (EBITDAR) coverage includes additional collateral provided by the operator. f) Triple-Net Lease Coverage: Coverage reflects the ratio of EBITDAR to cash rent on a trailing 12 month basis, as of September 30, 2016. Represents leases with EBITDAR coverage in each listed range. Excludes interest income associated with triple-net lease senior housing and hospital types. Caring Homes (U.K.) lease (EBITDAR) coverage includes additional collateral provided by the operator. 6. Real Estate - Hotel: Q4 2016 EBITDA excludes FF&E reserve amounts of $8 million. a) Occupancy metrics represent average occupancy during the reported quarter. 7. Real Estate – Net Lease: a) Occupancy metrics represent occupancy as of the last day in the reported quarter. b) Excludes one office building which the related mortgage matured in October 2015 and the property was conveyed back to the lender in 2016 and the net lease real estate industrial portfolio sold during the third quarter 2016. 8. Real Estate PE Investments: a) Amounts presented exclude a minimal economic interest retained in a real estate private equity fund portfolio which NorthStar Realty sold in the fourth quarter 2015. b) Number of General Partners: Includes 12 funds and 16 general partners held across multiple PE Investments. c) Implied Leverage: Represents implied leverage for funds with investment-level financing, calculated as debt divided by assets at fair value. d) Expected Remaining Future Capital Contributions: Represents the estimated amount of expected future capital contributions to funds as of December 31, 2016.


 
29 Presentation Endnotes (continued) 9. Real Estate Debt Investments: Based on December 31, 2016 carrying value of $297 million, less $4 million of debt investments in consolidated CDOs, $79 million of real estate development loans related to our healthcare real estate portfolio and $52 million of assets associated with secured borrowing. WA yield on equity calculation excludes debt investments in consolidated CDOs, real estate development loans related to our healthcare real estate portfolio, debt investments held for sale and assets associated with secured borrowings. 10. Repurchased NorthStar Realty CDO Bonds: a) Owned CDO bonds total principal amount represents the maximum amount of principal proceeds that could be received. There is no assurance we will receive the maximum amount of principal proceeds. b) Other Securities reflects $59 million principal amount of CMBS and other securities as of December 31, 2016. c) $139 million of total principal amount of owned CDO bonds are eliminated in the consolidated financial statements. 11. CDO Real Estate Investments: a) Data based on remittance report issued on date nearest to December 31, 2016. b) Includes all outstanding CDO bonds payable to third parties and all CDO bonds owned by us. c) IC and OC coverage to the most constrained class. d) CapLease OC at Offering: Based on trustee report as of August 31, 2011, closest to the date of acquisition. e) CSE OC at Offering: Based on trustee report as of June 24, 2010, closest to the date of acquisition. 12. Q4 2016 and Full Year 2016 NOI Reconciliation: a) Full Year 2016 NOI is pro forma for asset monetizations which include the following: a portfolio of senior housing assets sold during the first quarter 2016; a portfolio of medical office buildings sold during the fourth quarter 2016; the net lease industrial portfolio sold during the third quarter 2016; 10 multifamily properties sold throughout 2016; and a net lease office building which the related mortgage matured in October 2015 and the property was conveyed back to the lender in 2016. b) Certain other revenue earned is not included as part of NOI, including collateral management fees for administrative services in our N-Star CDOs, that are not part of our real estate segment. c) Primarily represents interest income earned from notes receivable on manufactured homes and loans in our healthcare portfolio. d) Includes an adjustment related to our interest in an unconsolidated joint venture in a net lease and multifamily property. e) Primarily includes amortization of straight-line rental income, amortization of above/below market leases and non-recurring bad debt. f) We consider NOI for hotels to be a proxy for earnings before interest, tax, depreciation & amortization (EBITDA). g) During 2016, we entered into definitive agreements to sell certain of our real estate portfolios, including ten multifamily properties of which all ten properties were sold as of December 31, 2016, our manufactured housing portfolio and a portion of our medical office building portfolio of which 34 properties were sold as of December 31, 2016. h) Represents the net income (loss) of our remaining segments to reconcile to total net income (loss).


 
Total Healthcare Hotel Manufactured Housing Net Lease Multifamily Multi-tenant Office Property and Other Revenues: Rental and escalation income 151,657$ 86,525$ 33$ 49,387$ 7,381$ 3,364$ 4,967$ Hotel related income 189,864 - 189,864 - - - - Resident fee income 73,813 73,813 - - - - - Other revenue 3,485 858 875 1,348 71 160 173 Total property and other revenues 418,819 161,196 190,772 50,735 7,452 3,524 5,140 Real estate properties - operating expenses: 225,944 67,939 132,198 19,792 1,612 2,068 2,335 Adjustments: Interest income 2,882 1,375 - 1,507 - - - Equity in earnings 238 - - - (84) 322 - Amortization and other items (3,661) (2,795) (909) - (51) 368 (274) NOI 192,334$ 91,837$ 57,665$ 32,450$ 5,705$ 2,146$ 2,531$ Total Medical Office Buildings Senior Housing - Operating Senior Housing - Triple Net Lease Skilled Nursing Facilities Hospitals Property and Other Revenues: Rental and escalation income 86,525$ 38,377$ -$ 13,561$ 28,865$ 5,722$ Resident fee income 73,813 - 68,100 - 5,713 - Other revenue 858 846 - 10 - 2 Total property and other revenues 161,196 39,223 68,100 13,571 34,578 5,724 Real estate properties - operating expenses: 67,939 11,577 50,030 153 6,039 140 Adjustments: Interest income 1,375 7 - 1,070 - 298 Amortization and other items (2,795) (1,429) 221 (459) (371) (757) NOI 91,837$ 26,224$ 18,291$ 14,029$ 28,168$ 5,125$ 30 Q4 2016 NOI/EBITDA Reconciliation(12) Reconciliation of Q4 2016 NOI to Property and Other Related Revenues less Property Operating Expenses ($ in thousands) (unaudited) Reconciliation of Q4 2016 Healthcare Property Type NOI to Property and Other Related Revenues less Property Operating Expenses


 
Total NOI 192,334$ Adjustments: Straight-line rental revenue and amortization of above/below-market leases 3,720 Interest expense - mortgage and corporate borrowings (101,526) Other expenses (3,942) Depreciation and amortization (77,459) Unrealized gains (loss) on investments and other (26,985) Realized gains (loss) on investments and other 52,499 Equity in earnings (losses) of unconsolidated ventures 22,608 Impairment losses (4,363) Income tax benefit (expense) (1,569) Other Items (282) Net income (loss) - Real estate segment 55,034 Remaining Segments 28,203 Net income (loss) 83,237$ 31 Q4 2016 NOI/EBITDA Reconciliation(12) Reconciliation of Q4 2016 NOI to Segment Reporting Net Income (Loss) ($ in thousands) (unaudited)


 
Total Healthcare Hotel Manufactured Housing Net Lease Multifamily Multi-tenant Office Asset Monetizations Property and Other Revenues: Rental and escalation income 678,909$ 291,727$ 55$ 197,066$ 29,681$ 6,745$ 21,157$ 132,478$ Hotel related income 826,147 - 826,147 - - - - - Resident fee income 293,006 293,006 - - - - - - Other revenue 11,938 1,768 1,005 5,651 401 1,654 638 821 Total property and other revenues 1,810,000 586,501 827,207 202,717 30,082 8,399 21,795 133,299 Real estate properties - operating expenses: 935,702 256,101 542,049 77,827 6,511 4,400 9,132 39,682 Adjustments: Interest income 11,290 5,687 22 5,563 5 - 8 5 Equity in earnings 842 - - - (315) 1,157 - - Amortization and other items (16,872) (10,563) (965) - (818) 1,480 (1,027) (4,979) NOI 869,558$ 325,524$ 284,215$ 130,453$ 22,443$ 6,636$ 11,644$ 88,643$ 32 Full Year 2016 NOI/EBITDA Reconciliation(12) Reconciliation of Full Year 2016 NOI to Property and Other Related Revenues less Property Operating Expenses ($ in thousands) (unaudited) Reconciliation of Full Year 2016 Healthcare Property Type NOI to Property and Other Related Revenues less Property Operating Expenses Total Medical Office Buildings Senior Housing - Operating Senior Housing - Triple Net Lease Skilled Nursing Facilities Hospitals Property and Other Revenues: Rental and escalation income 291,727$ 93,952$ -$ 56,861$ 116,000$ 24,914$ Resident fee income 293,006 - 270,813 - 22,193 - Other revenue 1,768 1,738 1 20 1 8 Total property and other revenues 586,501 95,690 270,814 56,881 138,194 24,922 Real estate properties - operating expenses: 256,101 35,811 195,754 715 22,198 1,623 Adjustments: Interest income 5,687 16 4 4,270 210 1,187 Amortization and other items (10,563) (1,828) 882 (2,854) (2,517) (4,246) NOI 325,524$ 58,067$ 75,946$ 57,582$ 113,689$ 20,240$


 
Total NOI 869,558$ Adjustments: Straight-line rental revenue and amortization of above/below-market leases 20,768 Interest expense - mortgage and corporate borrowings (426,715) Other expenses (21,565) Depreciation and amortization (337,178) Unrealized gains (loss) on investments and other (67,124) Realized gains (loss) on investments and other 66,629 Equity in earnings (losses) of unconsolidated ventures 123,796 Impairment losses (79,869) Income tax benefit (expense) (13,303) Other Items (4,396) Net income (loss) - Real estate segment 130,601 Remaining Segments (353,317) Net income (loss) (222,716)$ 33 Full Year 2016 NOI/EBITDA Reconciliation(12) Reconciliation of Full Year 2016 NOI to Segment Reporting Net Income (Loss) ($ in thousands) (unaudited)


 
34 399 Park Avenue, 18th Floor, New York, NY 10022 | 212.547.2600


 
exhibit9942016investorpr
Investor Presentation March 1, 2017 NYSE: CLNS | A Diversified Equity REIT


 
Colony NorthStar, Inc. 1 Cautionary Statement Regarding Forward-Looking Statements This presentation may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. Forward-looking statements involve known and unknown risks, uncertainties, assumptions and contingencies, many of which are beyond our control, and may cause actual results to differ significantly from those expressed in any forward-looking statement. Factors that might cause such a difference include, without limitation, our failure to achieve anticipated synergies in the completed merger among NorthStar Asset Management Group Inc., Colony Capital, Inc. and NorthStar Realty Finance Corp., Colony NorthStar’s liquidity, including its ability to complete identified monetization transactions and other potential sales of non-core investments, the timing of and ability to deploy available capital, the timing of and ability to complete repurchases of Colony NorthStar’s stock, Colony NorthStar’s ability perform on the RMZ, Colony NorthStar’s leverage, including the timing and amount of borrowings under its credit facility, increased interest rates and operating costs, adverse economic or real estate developments in Colony NorthStar’s markets, Colony NorthStar’s failure to successfully operate or lease acquired properties, decreased rental rates, increased vacancy rates or failure to renew or replace expiring leases, defaults on or non-renewal of leases by tenants, the impact of economic conditions on the borrowers of Colony NorthStar’s commercial real estate debt investments and the commercial mortgage loans underlying its commercial mortgage backed securities, adverse general and local economic conditions, an unfavorable capital market environment, decreased leasing activity or lease renewals, and other risks and uncertainties detailed in our filings with the Securities and Exchange Commission (“SEC”). All forward-looking statements reflect the Colony NorthStar’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance. Additional information about these and other factors can be found in Colony NorthStar’s reports filed from time to time with the SEC. Colony NorthStar cautions investors not to unduly rely on any forward-looking statements. The forward-looking statements speak only as of the date of this presentation. Colony NorthStar is under no duty to update any of these forward-looking statements after the date of this presentation, nor to conform prior statements to actual results or revised expectations, and Colony NorthStar does not intend to do so. This presentation may contain statistics and other data that has been obtained or compiled from information made available by third-party service providers. Colony NorthStar has not independently verified such statistics or data. This presentation is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Colony NorthStar. This information is not intended to be indicative of future results. Actual performance of Colony NorthStar may vary materially. The endnotes herein contain important information that is material to an understanding of this presentation and you should read this presentation only with and in context of the endnotes. Forward Looking Statements


 
Colony NorthStar, Inc. 2 Colony NorthStar Highlights World-Class Real Estate and Investment Management Platform Improving Balance Sheet and Liquidity with Path to Reduced Cost of Capital Strategic Transition to Simplify Balance Sheet and Focus on Core Property Verticals Scaled, Dynamic and Diversified Real Estate Portfolio Currently Concentrated in Healthcare, Industrial, Hospitality and High Yielding Other Equity & Debt Near-Term Significant Improvement in Operating Efficiency Proven Ability to Find Relative Value and Produce Attractive Risk-adjusted Returns in Real Estate Investments Across the Globe Broad Investment Management Platform to Bolster Core Property Verticals and Pursue Balance Sheet-Light Tactical Strategies Best-in-Class Corporate Governance


 
Colony NorthStar, Inc. 3 Colony NorthStar Overview Leading global equity REIT with an embedded investment management platform NYSE:CLNS / RMZ Constituent $56 Billion of AUM 500+ Employees | 17 Offices Globally $18 Billion Total Capitalization3 $8 Billion Equity Market Capitalization2 Quick Facts Business Segments $0.27 Quarterly Dividend1 | 7.6% Dividend Yield2 1. Q1 2017 dividend will be prorated to $0.24 per share for the period from January 11, 2017 to March 31,2017. This is in-line with an annualized dividend of $1.08 per share. In early January 2017, former Colony Capital, Inc. (“CLNY”) and NorthStar Realty Finance Corp. (“NRF”) stockholders received stub dividends for the days in January 2017 prior to the merger closing. NorthStar Asset Management Group, Inc. (“NSAM”) shareholders received a special dividend of $1.16 per share. 2. Based on share price as of 2/24/2017. 3. Total market capitalization based on debt balances as of 12/31/16 (excluding recourse debt repaid in connection with the merger closing and non-recourse debt on the manufactured housing portfolio currently under contract), preferred equity at liquidation preference and equity market capitalization as of 2/24/17. 4. Represents balance sheet and third-party AUM as of 12/31/2016. Third party AUM represents capital invested alongside balance sheet, but excludes private equity and retail company interests, which are included in Investment Management AUM. U.S. HOSPITALITYGLOBAL HEALTHCARE GLOBAL INVESTMENT MANAGEMENT ~$5 Billion diversified portfolio4 Senior Housing, MOB, SNFs, Hospitals ~$3 Billion hotel portfolio4 Extended Stay and Premium-Branded Select Service Hotels GLOBAL OTHER EQUITY & DEBTU.S. INDUSTRIAL $2 Billion light-industrial portfolio4 State-of-the-art properties – critical “last mile” of logistics chain ~$7 Billion equity and debt portfolio4 SFR, net lease and other properties, real estate debt and real estate-related investments $56 Billion of AUM inclusive of Segment AUM Manages company-sponsored private equity funds, retail and other vehicles Enhances and supports balance sheet segments


 
Colony NorthStar, Inc. 4 Highly experienced, cohesive team with demonstrated track record and unwavering commitment to create shareholder value Highly Experienced Management Team Thomas J. Barrack, Jr. – Executive Chairman – Executive Chairman of Colony Capital, the investment firm he founded in 1991 – Principal with the Robert M. Bass Group David T. Hamamoto – Executive Vice Chairman – Executive Chairman of NorthStar, the investment firm he founded in 1997 – Co-Founder and Partner of Goldman Sachs Real Estate Principal Investments (Whitehall Funds) Richard B. Saltzman – Chief Executive Officer and President – Chief Executive Officer, President and Director of Colony Capital, Inc. (Colony Financial, Inc. pre-April 2015) since June 2009; joined Colony Capital as President in 2003 – Vice Chairman and Chief Operating Officer of Investment Banking and Global Head of Real Estate at Merrill Lynch Darren J. Tangen – Executive Vice President, Chief Financial Officer – Chief Financial Officer of Colony Capital, Inc. (Colony Financial, Inc. pre-April 2015) since June 2009; joined Colony Capital in 2002 Mark M. Hedstrom – Executive Vice President, Chief Operating Officer – Chief Operating Officer of Colony Capital, Inc. since April 2015; joined Colony Capital in 1993 Kevin P. Traenkle – Executive Vice President, Chief Investment Officer – Chief Investment Officer of Colony Capital, Inc. (Colony Financial, Inc. pre-April 2015) since 2009; joined Colony Capital in 1993


 
Colony NorthStar, Inc. 5 $7 $3 $4 $1 $39 $1 $1 Investment Management Other Hospitality Healthcare Industrial AUM Breakdown (1) In $ billions $15 $41Total AUM $15 Billion(1) Balance Sheet AUM (at share) Colony NorthStar Portfolio Notes: 1. Please reference the endnotes of this presentation for a definition of AUM. AUM excludes cash, cash expected from the sale of the manufactured housing portfolio, other assets and the investment management platform. 2. SFR AUM represents CLNS cost basis of equity plus its 14% share of debt on SFR’s balance sheet as of 12/31/16. Colony NorthStar will shift balance sheet exposure away from Other Equity & Debt investments towards strategic property verticals Current Real Estate Segments Other Equity & Debt Hospitality Industrial Healthcare Capital to be recycled into core verticals Balance Sheet AUM 3rd Party AUM $2 $5 $3 $7 $39 $56 Total Direct Property & Net Lease $1.6bn CRE Loans $2.8bn PE Fund Interests & Other $1.2bn SFR 2 $0.9bn $3.9bn $3.5bn $1.2bn


 
Colony NorthStar, Inc. 6  Raises 3rd party capital in partnership with balance sheet for core property verticals as well as distinct tactical balance sheet-light strategies  Growing, stable fees generate diversified income stream  Provides flexibility in accessing growth capital throughout cycles  Entrepreneurial and opportunistic mindset balanced by institutional best practices & risk management  Scalable fully-integrated platform  Long-term discipline and focus  Proven track record across all property types  Vast network of industry relationships  Best in-class corporate governance  Global infrastructure and deal sourcing Benefits of Being a REIT & Investment Manager  Permanent capital vehicle  Focused property-type verticals  Large and diversified real estate portfolio  Wide access to attractively priced capital  Strong balance sheet and liquidity  Attractive yield and potential for multiple expansion Public REIT Investment Manager


 
Colony NorthStar, Inc. 7 20+ Countries invested across the globe since 1991 $100B+ total capital invested over 26 years 25+ years of experience managing real estate The Colony NorthStar Advantage Differentiated access to public and private capital provides attractively priced growth equity throughout the cycle Proven capital allocation skills across property sectors, the capital stack, and the globe1 2 22% 9% 69% 50% 11% 39% US Real Estate Capital Raised Average All-REIT NAV Premium-15% +15% Private Equity Public REITs NTRs Private Equity Public REITs NTRs Falling Asset Values Jul ‘07 – May ‘09 Jun ‘09 – Jun ‘13 Rising Asset Values Sources: Robert A. Stanger & Co., Inc.; Preqin, SNL; Green Street Advisors Sources: Robert A. Stanger & Co., Inc.; Preqin, SNL; Green Street Advisors  Extensive network of relationships  Deep knowledge across property types  Global context and perspective  Unrivaled experience across the capital stack Access to and relative attractiveness of public vs. private equity is dynamic throughout the real estate cycle


 
Colony NorthStar, Inc. 8 BALANCE SHEET-LIGHTBALANCE SHEET-HEAVY Longer-Term Strategic Initiatives CORE STRATEGIC VERTICALS MULTIPLE ASSET CLASSES TACTICAL STRATEGIES HOSPITALITYHEALTHCARE NEW VERTICAL(S) INDUSTRIAL  3 to 5 vertically-integrated + scalable segments over long-term  Focused on real estate sectors with very favorable fundamentals  Commit significant balance sheet capital  Target third-party capital on a 2:1 ratio or greater  Focused on attractive risk adjusted total return from investments that do not fit into core verticals  Future investments made via "balance sheet-light" model  Targeting third-party capital on a ~10:1 ratio or greater Reduce exposure to Other Equity and Debt investments while focusing on three to five core strategic real estate verticals and balance sheet-light "Tactical Strategies" Our embedded investment management platform will allow us to scale our core segments while providing revenue diversification POTENTIAL STRATEGIC VERTICALS


 
Colony NorthStar, Inc. 9 8 10 12 14 16 18 20 22 Strategic Transition Colony NorthStar has a clear, actionable path to capturing significant valuation upside Colony NorthStar Alternative Asset Managers Colony NorthStar’s Path to Multiple Expansion Colony NorthStar’s path to a simpler REIT structure will create more value per dollar of cash flow F or w ar d -1 2 -M o n th Co re F F O M u lt ip le REIT Peer Average Hybrid Peer Average Sources: Green Street Advisors, Bloomberg, and SNL as of February 14, 2016 Note: Alternative asset managers multiple based on Price to forward Economic Net Income. REIT and Hybrid peer multiples based on Price to forward FFO. 21.2x 18.7x 14.9x 13.7x Acadia Prologis Brookfield WP Carey Hybrid Peer Average: 17.1x Lower Leverage Simpler Structure Better Alignment 3-5 Sector Verticals Shift Balance Sheet Towards Strategic Property Verticals With Strong Growth Prospects


 
Colony NorthStar, Inc. 10 Near-Term Priorities Asset Sales  Successfully closed the sale of a medical office portfolio and an equity interest in the Healthcare portfolio between December ‘16 – January ‘17  Complete sale of Manufactured Housing portfolio  Accelerate monetization of non-core assets within Other Equity & Debt segment Synergies  More than 75% and 65% already achieved on total and cash synergies, respectively, with balance expected to be achieved by yearend on a run-rate basis  Potential to exceed $115 million ($80 million cash) annual cost synergies target Balance Sheet Optimization  Simplify capital structure and upgrade credit profile  Reduce leverage through monetization of non-core assets  Extend and stagger near-term debt maturities Fundraising  Target in excess of $2 billion of third party capital raising in 2017 through retail and institutional channels Simplification  Increase balance sheet exposure to core real estate verticals  Reduce balance sheet exposure to opportunistic and non-core investments Enhanced Coverage & Exposure  Increase visibility with investors, research analysts and rating agencies  Develop best-in-class disclosure and reporting 1 2 3 4 5 6


 
Colony NorthStar, Inc. 11 Senior Housing 40% SNF 35% MOB 19% Hospital 6% <1.0x 3% 1.0x - 1.5x 59% >1.5x 38%Private Pay 62% Medicaid 29% Medicare 9% Platform and Strategy Overview  Diversified portfolio across senior housing facilities (operating and triple net), medical office buildings, skilled nursing facilities and hospitals  Approximately 43% of senior housing facilities and all skilled nursing facilities and hospitals are net leased to over 25 highly experienced third party operators  Recently completed the sale of a 19% preferred joint venture interest in the Company’s share of the healthcare portfolio to a top tier global financial institution Attractive and Scaled Portfolio  $5+ billion consolidated portfolio spread across 33 states in the U.S. and U.K.  Healthcare business is scaled with best in class acquisitions and operating infrastructure  Manages a healthcare focused non-traded REIT with $3+ billion of AUM Healthcare Portfolio Overview Sub-Sector Composition 4 Revenue Mix 5 NNN Rent Coverage 2 Note: Data as of December 31, 2016 unless otherwise noted. 1. Senior housing operating metrics represents average fourth quarter 2016 occupancy. 2. Coverage reflects the ratio of EBITDAR to cash rent on a trailing 12 month basis, as of 9/30/16. 3. Consolidated NOI at 100% share, current CLNS share is approximately 71%. 2016 full-year NOI is pro forma for asset sales completed during the year. 4. Portfolio composition based on NOI for the quarter ended 12/31/2016, excluding the medical office building portfolio sold in Q4 2016. 5. Overall percentages are weighted by 9/30/16 trailing twelve month NOI exposure in each category. Key Stats Property Count 426 Beds / Units ~24,000 MOB Total SF (MM) 4.0 Occupancy (Operating Facilities Only) 1 88.1% NNN WALT (years) 9.6 NNN Rent Coverage 2 1.7x 2016A NOI 3 $326M Approximately 43% of senior housing facilities are net leased


 
Colony NorthStar, Inc. 12 Geographic Overview (% of 2016 Property Count) PA: 3% KY: <1% TX: 8% CO: 2% WA: 2% GA: 5% IL: 9% MI: 1% MD: <1% NC: 2% AL: <1% TN: 2% OH: 8% NM: <1% AZ: <1% MA: 2% VA: 2% UT: <1% SC: <1% OR: 7% OK: 2% NE: <1% MO: <1% MS: <1% MN: 3% KS: <1% IN: 13% ID: <1% FL: 7% CA: 4% AR: 1% HI: <1% UK: 10% LA: 1%


 
Colony NorthStar, Inc. 13 Healthcare Portfolio – Select Photos Carriage Court Senior Housing Memphis, TN The Durham Senior Housing Durham, NC Liberty Heights Senior Housing Colorado Springs, CO Mooresville Senior Housing Mooresville, IN Wakarusa SNF Wakarusa, IN Tuscola Senior Housing Tuscola, IL


 
Colony NorthStar, Inc. 14 Industrial Portfolio Overview Platform and Strategy Overview  Vertically integrated, industrial operating platform  Invest in U.S. light industrial properties, which are the critical and essential “last mile” of the logistics chain and are experiencing high demand due to the e-commerce boom  Limited new supply in fragmented industry which is ripe for consolidation  Over $650 million of third party capital including over $300 million in a new evergreen open-end fund structure and over $600 million of CLNS balance sheet equity invested Attractive and Scaled Portfolio  $2+ billion portfolio composed of over 37 million square feet in 15 major markets across the U.S.  Diverse tenant base with over 800 tenants and no one tenant representing more than 1% of cash rents  Staggered lease expirations with no more than 16% rolling in a given year Tenant Type Tenant Use Diversified Tenant Base Key Stats Buildings 346 properties Rentable Square Feet 37+ million Leased 96% 2016 Same-Store Revenue Growth 5.5% 2016A NOI 1 $135M Note: Data as of December 31, 2016 unless otherwise noted. 1. Consolidated NOI at 100% share, CLNS share as of 12/31/16 is approximately 49%. Building count increased from 325 to 346 year-over-year.


 
Colony NorthStar, Inc. 15 Geographic Overview (% of 2016 NOI) Philadelphia/ New Jersey: 10% Denver: 3% Atlanta: 22% Baltimore: 1% Phoenix: 6% Austin: 1% Salt Lake City: 4% Kansas City: 4% St. Louis: 3% Minneapolis: 7% Chicago: 11% Houston: 6% Dallas: 17% Orlando: 3% Tampa: 2%


 
Colony NorthStar, Inc. 16 Industrial Portfolio – Select Photos Parc 114 – Dallas, TX Commerce Center – Phoenix, AZ Meadows at Bluegrass – Atlanta, GA Mission Park – Phoenix, AZ CrownPointe I-IV – Orlando, FL GSW & Alliance – Dallas, TX


 
Colony NorthStar, Inc. 17 Hospitality Portfolio Overview Attractive Select Service Portfolio  Well-diversified across 26 states, including California (17% of 2016 EBITDA), Florida (11%) and New Jersey (7%)  95% branded with Marriott or Hilton  Well-maintained with over $200 million (~$9,000/key) in recent renovations and capital improvements from 2014-2016 and approximately $102 million budgeted for 2017 (~$4,600/key) Strong Cash Flow Profile The Portfolio is expected to continue to generate high risk-adjusted returns as a function of its strong, stable RevPAR, market-leading positioning, high operating margins and efficient financing  Select service hotels generate higher operating margins and have less volatile cash flow streams relative to full-service hotels  Portfolio achieved a 35% EBITDA margin in 2016 Hotel Type 2 Brand 2 Chain Scale 2 Key Stats Hotels 167 hotels Keys 22,091 keys 2016 Occupancy 74% 2016 RevPAR $94 2016 EBITDA Margin 35% 2016A EBITDA 1 $284M Q4 2016A EBITDA 1 $58M Note: Data as of December 31, 2016 unless otherwise noted. 1. Consolidated EBITDA at 100% share, CLNS share as of 12/31/16 is approximately 94%. Fourth quarter 2016 hospitality EBITDA reflects expected seasonal trends in quarterly NOI. 2. Based on room count. Select Service 60% Extended Stay 36% Full Service 4% 79% 16% 4% 1% Upscale 87% Upper Midscale 9% Upper Upscale 3%


 
Colony NorthStar, Inc. 18 Geographic Overview (% of 2016 NOI) NJ: 7% NY: 5% PA: 2% KY: 2% CO: 3% GA: 4% IL: 1% MI: 4% San Francisco/ San Jose: 9% CT: 2% MD: 3% NC: 4% AL: <1% TN: 3% OH: 2% NM: <1% AZ: 2% NH: 4% MA: 3% CA: 17% WA: 5% FL: 11% TX: 9% LA: 1% VA: 5% ME: <1% * Los Angeles/ Long Beach/ Anaheim: 5% * Seattle: 5% * Miami Airport/ South Florida: 6% *Greater Dallas/Fort Worth: 5% * OK: <1%


 
Colony NorthStar, Inc. 19 Hospitality Portfolio – Select Photos Aloft – Chapel Hill, NC Courtyard – Miami, FL Residence Inn – San Jose, CA Courtyard – West Palm Beach, FL Courtyard – Seattle, WA Hyatt House – Los Angeles, CA


 
Colony NorthStar, Inc. 20 Gross Net AUM AUM 1 Investment Category Category ($ in mm) ($ in mm) 1. Colony Starwood Homes Equity: SFR $919 $388 2. Floating Rate 1st Mortgage Securitization Debt: Loan Originations 847 316 3. Private Equity Secondaries Equity: PE Fund Interests 417 417 4. Statoil Global Headquarters Equity: Net Lease 296 111 5. Multifamily Loan Portfolio Securitization Debt : Loan Acquisitions 193 94 6. Multi-Tenant Office Portfolio Equity: Direct Property 190 81 7. Swiss NNN Properties Equity: Net Lease 176 57 8. National Hotel Mezzanine Loan Debt: Loan Originations 167 167 9. Repurchased CDO Bonds Debt: CRE Securities 150 150 10. Midwest NNN Property Equity: Net Lease 124 37 Remaining Equity and Debt 3,057 2,387 Total Equity and Debt $6,536 $4,205 SFR, 14% PE Fund Interests, 6% Net Lease, 15% Loan Acquisitions, 10% CRE Securities, 3% Loan Originations, 32% Direct Property, 10% Other, 9% Top Ten Equity & Debt Investments Other Equity & Debt Segment Portfolio Composition Majority of this segment represents liquid, secure and short-duration (<1-2 years on average) investments that are scheduled to pay off or be divested expeditiously but without sacrificing value 1. Represents Gross AUM net of investment level debt, except for the Company’s interest in Colony Starwood Homes (SFR). Note there is no debt on the Company’s SFR position. Net AUM for SFR represents the Company’s cost basis of equity and Gross AUM for SFR represents the Company’s cost basis of equity plus its 14% share of debt on SFR’s balance sheet as of 12/31/16. Equity & Debt Investments $6.5 billion AUM


 
Colony NorthStar, Inc. 21  Manager of public / private vehicles  Sponsor of private equity funds  Embedded broker-dealer  Sponsor of retail vehicles  Investment management segments may include the full spectrum of real assets (e.g. real estate, infrastructure, energy, etc.) $41 Billion 3rd PARTY AUM Investment Management Segment Target Strategy DebtEquity Hybrid   Distribution Channel Retail (Private) Institutional (Private) Public   Product Duration Closed-End Funds Open-End Funds Permanent Vehicles   Vehicle Structure Commingled Funds Separate Accounts Public Entities   Platform CapabilitiesPlatform Overview Scalable platform that supports growth of core property verticals and balance sheet-light tactical strategies Near-Term Priority  Continue to grow industrial open-end fund, and accelerate fundraising in new retail vehicles and private equity funds


 
Colony NorthStar, Inc. 22 12/31/2016 Segment Products AUM ($bn) Description Institutional Funds ● Credit funds ● Core plus / value-added ● Opportunistic ● Colony Industrial open-end fund ● Other special accounts and co- investment vehicles 11.0 ● 25 years of institutional investment management experience ● Sponsorship of private equity funds and vehicles earnings asset management fees and performance fees ● More than 300 investor relationships ● $10 billion of private equity capital raised since the beginning of 2008; $24 billion of private equity capital raised since inception Retail Companies ● NorthStar Income I ● NorthStar Healthcare ● NorthStar Income II ● NorthStar/RXR NY Metro Real Estate ● NorthStar Real Estate Capital Income ● NorthStar/Townsend Institutional Real Estate Fund 6.8 ● Wholly-owned broker-deal subsidiary engaged as dealer- manager for all retail product offerings ● Over $4 billion of capital raised to date with over $5 billion of effective products ● Manage public non-traded vehicles earning asset management, performance, acquisition and disposition fees Public Company ● NorthStar Realty Europe Corp. 2.0 ● Manage NYSE-listed European equity REIT ● Earns base management fee with potential for incentive fees Townsend ● Segregrated Mandates ● Commingled Funds ● Advisory Services 14.6 ● 84% investment in The Townsend Group ● Manage custom portfolios and fund-of-funds primary invested in direct real estate funds ● Source co-investments and joint ventures alongside GPs ● Fees comprised of recurring investment management fees, recurring advisory fees, and performance fees Pro Rata Corporate Investments ● RXR Realty, LLC ● American Healthcare Investors ● Steelwave ● Hamburg Trust ● Other Joint Ventures 6.6 ● CLNS recognizes at-share earnings from underlying pro rata corporate investments ● 27% investment in RXR Realty, a real estate owner, developer and investment management company with over $12 billion of AUM ● 43% investment in American Healthcare Investors, a healthcare investment management firm and sponsor of non-traded vehicles with $2.5 billion of AUM Total $41.0 Investment Management Segment (cont’d)


 
Colony NorthStar, Inc. 23 Initial Dividend Capital Structure1 Capital Structure 1. Total market capitalization based on debt balances as of 12/31/16 (pro forma for the sale of the manufactured housing portfolio and excluding recourse debt repaid in connection with the merger closing), preferred equity at liquidation preference and equity market capitalization as of 2/24/17. 2. Q1 2017 dividend will be prorated to $0.24 per share for the period from January 11, 2017 to March 31,2017. This is in-line with an annualized dividend of $1.08 per share. In early January 2017, former Colony Capital, Inc. and NorthStar Realty Finance Corp. stockholders received stub dividends for the days in January 2017 prior to the merger closing. NorthStar Asset Management Group, Inc. shareholders received a special dividend of $1.16 per share. 3. Based on share price as of 2/24/2017. Proactive Near-Term Debt Strategy  Completed upsize and amendment to corporate credit facility  Extend and stagger debt maturities  Limit floating-rate debt exposure  Limited recourse debt financing (currently 7% of total capital structure)  Maintain strong relationships with banks and other lending sources  Position CLNS for investment grade profile  $0.27 quarterly dividend per share 2 / 7.6% Dividend Yield 3 Total Debt/Total Capitalization < 50% Total Debt / EBITDA ±6.0x Target Leverage $8.5B 46% $1.6B 9% $1.4B 7% $7.0B 38% Total Capitalization $18.5B Common Equity Preferred Equity Recourse Corporate Debt Investment-Level Non-Recourse Debt Debt Strategy Target


 
Colony NorthStar, Inc. 24 Best-in-Class Corporate Governance Colony NorthStar has implemented best-in-class corporate governance policies, which align the interests of the Board and management with the interests of public REIT shareholders. Policies Highlight Alignment with Public Shareholders Opted out of MUTA No Classified Board Majority Independent Board 7% Insider Ownership a a a Majority of Voting Standard for Election of Directors Stockholders May Amend Bylaws Proxy Access a a a a


 
APPENDIX


 
Colony NorthStar, Inc. 26 Attractive Sector Fundamentals  Strong Demand – Light Industrial properties are the critical “last mile” and an essential part of the logistics chain  Smaller infill locations are vital for e-commerce and other tenants that require increasingly quick delivery times  Limited New Supply – As of 12/31/16, annual deliveries of new light industrial development is ~1% of inventory (compared to ~5% for Bulk Industrial) and is well below its peak over the past 15 years1 Long-Term, 3rd Party Capital Alongside Significant Balance Sheet Investment  Third Party Capital – Successfully launched evergreen open-end fund in Q3 2016, providing channel for additional third-party institutional fundraising to continue growth of platform  Closed on $311 million of commitments to date in open-end fund, bringing total third party capital in the platform to $669 million  CLNS ownership reduced to ~49% from 62%; targeting ~25% through additional fundraising over time  Significant Balance Sheet Investment – Over $618 million of balance sheet capital invested  Potential to increase balance sheet investment to $1 to 2 billion as the platform grows over time Scalable, Vertically Integrated Business  Large Market – Accounts for 63% of U.S. industrial market1  Fragmented Industry – Fragmented ownership of light industrial universe ripe for consolidation with limited competition from institutional investors  Demonstrated Acquisition Capability – Portfolio scaled to over 37 million sf, including over 7 million sf acquired since Colony’s initial entrance to the business  Vertically Integrated – Internally managed by Colony Industrial team  Led by Lew Friedland, who founded Colony Industrial’s predecessor and assembled the portfolio over the past 14 years Core Property Vertical Case Study – Colony Industrial Source: Company filings as of 12/31/16. 1) CoStar Q4 2016 industrial data Colony Industrial serves as the template for execution of Colony NorthStar’s strategy for Core Strategic Real Estate Verticals


 
Colony NorthStar, Inc. 27 Capital Formation Initial Acquisition (Q4 2014)  Colony, in partnership with three institutional co-investors, acquired a $1.6 billion light industrial portfolio  $950 million of total equity commitments, including $390 million of dry powder Current  On September 30, 2016, Colony successfully launched an open-end sector fund, closing on $311 million of commitments from institutional investors to date  Evergreen vehicle with ability to continually raise equity with recurring management fees  Open-end fund equity raised at NAV, which represents a premium to CLNS’s original cost basis  Targeting ~20% CLNS ownership as platform grows through additional fundraising Operational Execution Since Initial Acquisition (Q4 2014)  CLNS is executing on its business plan, and performance is ahead of original underwriting  Significant NOI growth since acquisition, including 14.9% year-over-year same store growth in Q3 2016, compared to an average of 5.3% for the major public industrial REITs1  Occupancy increased 630 basis points from 89.4% in Q4 2014 to 95.7% in Q4 2016  Over 350 signed leases (new and renewal) totaling over 10.5 million sf  Portfolio size increased to over 37mm sf as of Q4 2016, an increase of 6+ million sf (7+ million sf of acquisitions and 1+ million sf of dispositions to date)  Terming out floating-rate acquisition debt with attractive, long term fixed-rate debt Core Property Vertical Case Study – Colony Industrial (Cont.) Colony NorthStar has executed on its operational business plan while raising long-term capital alongside its balance sheet investment 62% 49% 20% 38% 51% 80% Q4 2016 Future CLNS 3rd Party Capital At Acquisition Platform Ownership $358 $669 At Acquisition Q4 2016 Third Party Capital ($mm) 89.4% 95.7% At Acquisition Q4 2016 Occupancy $94 $106 2015 2016 Same Store NOI ($mm) Source: Company filings as of 12/31/16. 1) Includes PLD, EGP, DCT, FR and PSB. Weighted average based on average total assets over comparison period.


 
Colony NorthStar, Inc. 28 Core Property Vertical Case Study – Colony Starwood Homes Colony Starwood Homes is the successful culmination of building a platform/vertical from the “ground up” including capital formation, management team recruitment and property aggregation Thesis  Colony American Homes (“CAH”) launched in March 2012  Generational mispricing opportunity – Historic housing price decline following Global Financial Crisis; homes priced at significant discount to replacement cost  Highly fragmented sector – 16+ million single family homes for rent with <1% institutional ownership  Strong fundamentals – Demographic / economic conditions encouraging increased rentership; limited new supply Successful Capital Formation  Successful Capital Formation – $550 million of balance sheet (Colony Financial, Inc.) committed at the time alongside $1.7 billion of new limited partner capital - ~3:1 third party to balance sheet ratio  Quick Execution – Final closing occurred in May 2013, which was approximately one year from initial capital raise launch Evolution  Ground-up Operations – Built a vertically-integrated platform from the “ground up”, including acquisitions, construction management, leasing, property management and IT with experienced management team in place  SFR Lending Platform – Created Colony American Finance, a lending platform that provides loans to single family home for rent investors  Scaled Portfolio – Scaled portfolio to over 19,000 homes owned and managed prior to merging with SWAY  Merger with SWAY – Merged CAH with SWAY and internalized SWAY’s external manager in January 2016, forming a combined company with $7.7 billion of asset value and over 30,000 homes


 
Colony NorthStar, Inc. 29 Core Property Vertical Case Study – Colony Starwood Homes (Cont.) Through Colony’s stewardship, Colony Starwood Homes is now a leading independent publicly traded REIT (NYSE: SFR) focused on single family homes for rent with over 35,000 homes Structure & Consideration  Merger closing date: January 2016  Consideration: 100% stock-for-stock transaction / fixed exchange ratio in an NAV- to-NAV merger Pro Forma Ownership  Pro forma ownership: 59% legacy Colony investors / 41% legacy SWAY  Colony NorthStar ownership: 14% of SFR Management & Board  Management: Significant legacy Colony representation on Board and within management  Co-Chairman: Thomas J. Barrack Jr.  CEO: Fred Tuomi  CFO: Arik Prawer Synergies  Achieved all of targeted merger synergies by June 2016 on run-rate basis, ahead of expectations SFR Trading 43% increase since announcement of merger in September 2015, significantly closing the gap between NAV and trading price CAH/SWAY Merger Highlights $15.00 $20.00 $25.00 $30.00 $35.00 Se p- 15 Oc t-1 5 No v-1 5 De c-1 5 Ja n- 16 Fe b- 16 M ar -1 6 Ap r-1 6 M ay -1 6 Ju n- 16 Ju l-1 6 Au g- 16 Se p- 16 Oc t-1 6 No v-1 6 De c-1 6 Ja n- 17 Fe b- 17


 
Colony NorthStar, Inc. 30 Notes: 1. Pro forma for asset monetizations which include the following: a portfolio of senior housing assets sold during the first quarter 2016; a portfolio of medical office buildings sold during the fourth quarter 2016; the net lease industrial portfolio sold during the third quarter 2016; 10 multifamily properties sold throughout 2016; and a net lease office building which the related mortgage matured in October 2015 and the property was conveyed back to the lender in 2016. 2. Certain other revenue earned is not included as part of NOI, including collateral management fees for administrative services in our N-Star CDOs, that are not part of our real estate segment. 3. Primarily represents interest income earned from notes receivable on manufactured homes and loans in our healthcare portfolio. 4. Includes an adjustment related to our interest in an unconsolidated joint venture in a net lease and multifamily property. 5. Primarily includes amortization of straight-line rental income, amortization of above/below market leases and non-recurring bad debt. 6. We consider NOI for hotels to be a proxy for earnings before interest, tax, depreciation and amortization (EBITDA). 7. Represents the net income (loss) of our remaining segments to reconcile to total net income (loss). NOI Reconciliation – Healthcare & Hotels (Historical NRF) ($ in thousands) Healthcare Hotel Other Real Estate Asset Monetizations (1) Total Real Estate Property and other revenues: Rental and escalation income 291,727$ 55$ 254,649$ 132,478$ 678,909$ Hotel related income - 826,147 - - 826,147 Resident fee income 293,006 - - - 293,006 Other revenue (2) 1,768 1,005 8,344 821 11,938 Total property and other revenues 586,501 827,207 262,993 133,299 1,810,000 Real estate properties - operating expenses (256,101) (542,049) (97,870) (39,682) (935,702) Interest income (3) 5,687 22 5,576 5 11,290 Equity in earnings (4) - - 842 - 842 Amortization and other items (5) (10,563) (965) (365) (4,979) (16,872) NOI (6) 325,523$ 284,215$ 171,176$ 88,643$ 869,558$ ($ in thousands) Total NOI 869,558$ - Adjustments: Straight-line rental revenue and amortization of above/below-market leases 20,768 Interest expense - mortgage and corporate borrowings (426,715) Other expenses (21,565) Depreciation and amortization (337,178) Unrealized loss on investments and other (67,124) Realized gains on investments and other 66,629 Equity in earnings of unconsolidated ventures 123,796 Impairment losses (79,869) Income tax expense (13,303) Other items (4,396) Net income - Real estate segment 130,601 Remaining Segments (7) (353,317) Net loss (222,716)$


 
Colony NorthStar, Inc. 31 NOI Reconciliation – Industrial (Historical CLNY) ($ in thousands) Industrial Property operating income 194,670$ Other income 1,685 Straight-line rent revenue and amortization of acquired above- and below-market lease intangibles, net (3,798) Total income 192,557 Property operating expenses (57,797) (1) NOI 134,760$ ($ in thousands) Total NOI 134,760$ Adjustments: Interest income 2 Straight-line rent revenue and amortization of acquired above- and below-market lease intangibles, net 3,798 Transaction expenses (921) Investment and servicing expenses (167) Interest expense (44,834) Depreciation and amortization (88,854) Impairment loss (407) Compensation expense (5,983) (1) Administrative expenses (2,699) Gain on sale of real estate, net 2,888 Income tax expense (586) Industrial net loss (3,003)$ Net income (loss) of other reporting segments: Single Family Residential Rentals (9,722) Other Real Estate Equity 131,397 Real Estate Debt 305,994 Investment Management 21,287 Amounts Not Allocated to Segments (155,227) Net income 290,726$ Note: 1. Property operating expenses include, and compensation expense adjustment excludes, $1.9 million of compensation expense related to property operations.


 
Colony NorthStar, Inc. 32 Presentation Endnotes Assets Under Management (“AUM”): Refers to assets which the Company and its affiliates provides investment management services, including assets for which the Company may or may not charge management fees and/or performance allocations. AUM is generally based on reported gross carrying value or cost basis of managed investments as reported by each underlying vehicle at December 31, 2016, proforma for NRF asset monetizations, while legacy NRF real estate assets are based on preliminary merger purchase price accounting figures and for retail companies and NorthStar Realty Europe presented as of February 24, 2017. AUM further includes a) uncalled capital commitments and b) for corporate investments in affiliates with asset and investment management functions, includes the Company’s pro-rata share assets of each affiliate as presented and calculated by the affiliate. Affiliates include RXR Realty LLC, SteelWave, LLC, American Healthcare Investors and Hamburg Trust. The Company's calculations of AUM may differ materially from the calculations of other asset managers, and as a result, this measure may not be comparable to similar measures presented by other asset managers.