SECURITIES AND EXCHANGE COMMISSION

~~Maryland (First~~First Industrial Realty Trust, Inc.)

Maryland

36-3935116 ~~(First Industrial Realty Trust, Inc.)~~

~~Delaware (~~ First Industrial, L.P.)

Delaware

36-3924586 ~~(First Industrial, L.P.)~~

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

~~311 S. Wacker Drive,~~

~~Suite 3900, Chicago, Illinois~~

~~60606~~

~~(Address of principal executive offices)~~

~~(Zip Code)~~

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $.01 per share

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

First Industrial Realty Trust, Inc.

Yesþ

☑

Noo

☐

First Industrial, L.P.

Yesþ

☑

Noo

☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

First Industrial Realty Trust, Inc.

Yesþ

☑

Noo

☐

First Industrial, L.P.

Yesþ

☑

Noo

☐

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

First Industrial Realty Trust, Inc.:

Large accelerated filer

þ☑

Accelerated filer

o☐

Non-accelerated filer

o☐

(Do not check if a smaller reporting company)

Smaller reporting company

o☐

Emerging growth company

o☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

First Industrial Realty Trust, Inc.

Yeso

☐

Noo

☐

First Industrial, L.P.

Yeso

☐

Noo

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

First Industrial Realty Trust, Inc.

Yeso

☐

Noþ

☑

First Industrial, L.P.

Yeso

☐

Noþ

☑

At October ~~26, 2017, 119,846,991~~20, 2023, 132,274,973 shares of First Industrial Realty Trust, Inc.’s's Common Stock, $0.01 par value, were outstanding.

EXPLANATORY NOTE

This report combines the Quarterly Reports on Form 10-Q for the period ended September 30, ~~2017~~2023 of First Industrial Realty Trust, Inc., a Maryland corporation (the "Company"), and First Industrial, L.P., a Delaware limited partnership (the "Operating Partnership"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including the Operating Partnership and its consolidated subsidiaries.

The Company is a real estate investment trust and the general partner of the Operating Partnership. At September 30, ~~2017,~~2023, the Company owned an approximate ~~96.7%~~97.5% common general partnership interest in the Operating Partnership. The remaining approximate ~~3.3%~~2.5% common limited partnership interests in the Operating Partnership are owned by ~~certain~~ limited partners. The limited partners of the Operating Partnership primarily include persons or entities who contributed their direct or indirect interests in properties to the Operating Partnership in exchange for limited partnership interests in the Operating Partnership and recipients of RLP Units (as defined in Note 6 to the Consolidated Financial Statements) of the Operating Partnership pursuant to the Company's stock incentive plan. As the sole general partner of the Operating Partnership, the Company exercises exclusive and complete discretion over the Operating ~~Partnership’s~~Partnership's day-to-day management and control and can cause it to enter into certain major transactions, including acquisitions, dispositions and refinancings. The management of the Company consists of the same members as the management of the Operating Partnership.

The Company and the Operating Partnership are managed and operated as one enterprise. The financial results of the Operating Partnership are consolidated into the financial statements of the Company. The Company has no significant assets other than its investment in the Operating Partnership. Substantially all of the ~~Company’s~~Company's assets are held by, and its operations are conducted through, the Operating Partnership and its subsidiaries. Therefore, the assets and liabilities of the Company and the Operating Partnership are substantially the same.

We believe it is important to understand the differences between the Company and the Operating Partnership in the context of how the Company and the Operating Partnership operate as an interrelated, consolidated company. The main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership are:

~~Stockholders’~~ •Equity, Noncontrolling Interest and ~~Partners’~~Partners' Capital. The ~~3.3%~~2.5% equity interest in the Operating Partnership held by persons or entities other than the Company is classified within ~~partners’~~partners' capital in the Operating ~~Partnership’s~~Partnership's financial statements and as a noncontrolling interest in the Company's financial statements.

•Relationship to Other Real Estate Partnerships. The Company's operations are conducted primarily through the Operating Partnership and its subsidiaries, although operations are also conducted through ~~eight~~several other limited partnerships, which are referred to as the "Other Real Estate Partnerships." The Operating Partnership is a limited partner, holding at least a 99% interest, and the Company is a general partner, holding at least a .01% general partnership interest through ~~eight~~several separate wholly-owned corporations, in each of the Other Real Estate Partnerships. The Other Real Estate Partnerships are variable interest entities that both the Company and the Operating Partnership consolidate. The Company's direct general partnership interest in the Other Real Estate Partnerships is reflected as noncontrolling interest within the Operating Partnership's financial statements.

•Relationship to Service Subsidiary. The Company has a direct wholly-owned subsidiary that does not own any real estate but provides services to various other entities owned by the Company. Since the Operating Partnership does not have an ownership interest in this entity, its operations are reflected in the consolidated results of the Company but not the Operating Partnership. Also, this entity owes certain amounts to the Operating Partnership, for which a receivable is included on the Operating ~~Partnership’s~~Partnership's balance sheet but is eliminated on the ~~Company’s~~Company's consolidated balance sheet, since both this entity and the Operating Partnership are fully consolidated by the Company.

We believe combining the ~~Company’s~~Company's and Operating ~~Partnership’s~~Partnership's quarterly reports into this single report results in the following benefits:

•enhances investors' understanding of the Company and the Operating Partnership by enabling them to view the business as a whole and in the same manner as management views and operates the business;

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports; and

•eliminates duplicative disclosures and provides a more streamlined and readable presentation for our investors to review since a substantial portion of the ~~Company’s~~Company's disclosure applies to both the Company and the Operating Partnership.

To help investors understand the differences between the Company and the Operating Partnership, this report provides the following ~~separate~~ disclosures for each of the Company and the Operating Partnership:

•consolidated financial statements;

•a single set of consolidated notes to such financial statements that includes separate discussions of each ~~entity’s stockholders’~~entity's stockholders' equity or ~~partners’~~partners' capital, as applicable; and

•a combined ~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations section that includes distinct information related to each entity.

This report also includes separate Part I, Item 4, Controls and Procedures sections and separate Exhibit 31 and 32 certifications for the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the Company and the Operating Partnership are both compliant with Rule 13a-15 and Rule 15d-15 of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.

FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.

FORM 10-Q

FOR THE PERIOD ENDED SEPTEMBER 30, ~~2017~~2023

INDEX



		Page
PART I: FINANCIAL INFORMATION		3
Item 1.	Financial Statements	3
	First Industrial Realty Trust, Inc.
	Consolidated Balance Sheets as of September 30, ~~2017~~2023 and December 31, ~~2016~~2022	3
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	4
	Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	5
	Consolidated ~~Statement~~Statements of Changes in ~~Stockholders’~~ Equity for the Three and Nine Months Ended September 30, ~~2017~~2023 and 2022	6
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	78
	First Industrial, L.P.
	Consolidated Balance Sheets as of September 30, ~~2017~~2023 and December 31, ~~2016~~2022	810
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	911
	Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	1012
	Consolidated ~~Statement~~Statements of Changes in ~~Partner's~~Partners' Capital for the Three and Nine Months Ended September 30, ~~2017~~2023 and 2022	1113
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	1215
	First Industrial Realty Trust, Inc. and First Industrial, L.P.
	Notes to the Consolidated Financial Statements	1417
	1. Organization	17
	2. Summary of Significant Accounting Policies	18
	3. Investment in Real Estate	19
	4. Indebtedness	20
	5. Variable Interest Entities	22
	6. Equity of the Company and Partners' Capital of the Operating Partnership	24
	7. Accumulated Other Comprehensive Income	25
	8. Earnings Per Share and Earnings Per Unit ("EPS"/"EPU")	26
	9. Long-Term Compensation	27
	10. Derivative Instruments	28
	11. Related Party Transactions	29
	12. Commitments and Contingencies	29
	13. Subsequent Events	29
Item 2.	~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations	2630
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3946
Item 4.	Controls and Procedures	3946
PART II: OTHER INFORMATION		4047
Item 1.	Legal Proceedings	4047
Item 1A.	Risk Factors	4047
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4047
Item 3.	Defaults Upon Senior Securities	4047
Item 4.	Mine Safety Disclosures	4047
Item 5.	Other Information	4047
Item 6.	Exhibits	4047
~~SIGNATURES~~EXHIBIT INDEX		4148
~~EXHIBIT INDEX~~SIGNATURES		4249

PART I: FINANCIAL INFORMATION



Item 1.			Financial Statements

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)


	September 30, 2017			December 31, 2016				September 30, 2023		December 31, 2022
	(Unaudited)							(Unaudited)
ASSETS							ASSETS
Assets:							Assets:
Investment in Real Estate:							Investment in Real Estate:
Land	$	870,151		$	794,821		Land	$	1,734,634	$	1,646,179
Buildings and Improvements	2,554,194			2,523,015			Buildings and Improvements	3,673,618		3,442,957
Construction in Progress	68,302			67,078			Construction in Progress	248,085		253,903
Less: Accumulated Depreciation	(794,672		)	(796,492		)	Less: Accumulated Depreciation	(1,002,239)		(921,480)
Net Investment in Real Estate	2,697,975			2,588,422			Net Investment in Real Estate	4,654,098		4,421,559
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $20,110 and $1,471	18,646			2,354

Operating Lease Right-of-Use Assets							Operating Lease Right-of-Use Assets	24,244		24,580
Cash and Cash Equivalents	9,496			9,859			Cash and Cash Equivalents	54,252		133,244
Restricted Cash	5,102			11,602			Restricted Cash	—		11,874
Tenant Accounts Receivable, Net	4,533			4,757
Deferred Rent Receivable, Net	69,623			67,382
Deferred Leasing Intangibles, Net	31,108			29,499
Tenant Accounts Receivable							Tenant Accounts Receivable	6,491		7,135
Investment in Joint Venture							Investment in Joint Venture	41,940		8,822
Deferred Rent Receivable							Deferred Rent Receivable	138,831		122,918

Prepaid Expenses and Other Assets, Net	91,343			79,388			Prepaid Expenses and Other Assets, Net	231,808		224,190
Total Assets	$	2,927,826		$	2,793,263		Total Assets	$	5,151,664	$	4,954,322
LIABILITIES AND EQUITY							LIABILITIES AND EQUITY
Liabilities:							Liabilities:
Indebtedness:							Indebtedness:
Mortgage Loans Payable, Net	$	452,551		$	495,956
Mortgage Loan Payable							Mortgage Loan Payable	$	10,059	$	10,299
Senior Unsecured Notes, Net	301,602			204,998			Senior Unsecured Notes, Net	994,282		993,742
Unsecured Term Loans, Net	457,138			456,638			Unsecured Term Loans, Net	920,460		919,260
Unsecured Credit Facility	157,000			189,500			Unsecured Credit Facility	275,000		143,000
Accounts Payable, Accrued Expenses and Other Liabilities	82,184			84,412			Accounts Payable, Accrued Expenses and Other Liabilities	177,289		194,031
Deferred Leasing Intangibles, Net	10,735			10,400
Operating Lease Liabilities							Operating Lease Liabilities	22,019		22,266

Rents Received in Advance and Security Deposits	45,495			43,300			Rents Received in Advance and Security Deposits	101,523		100,166
Dividends and Distributions Payable	26,848			23,434			Dividends and Distributions Payable	44,329		41,259
Total Liabilities	1,533,553			1,508,638			Total Liabilities	2,544,961		2,424,023
Commitments and Contingencies	—			—
Commitments and Contingencies (see Note 12)							Commitments and Contingencies (see Note 12)
Equity:							Equity:
First Industrial Realty Trust Inc.’s Stockholders’ Equity:
Common Stock ($0.01 par value, 225,000,000 and 150,000,000 shares authorized and 119,848,432 and 117,107,746 shares issued and outstanding)	1,199			1,172
Additional Paid-in-Capital	1,964,965			1,886,771
Distributions in Excess of Accumulated Earnings	(614,493		)	(641,859		)
Accumulated Other Comprehensive Loss	(3,153		)	(4,643		)
Total First Industrial Realty Trust, Inc.’s Stockholders’ Equity	1,348,518			1,241,441
Noncontrolling Interest	45,755			43,184
First Industrial Realty Trust Inc.'s Equity:							First Industrial Realty Trust Inc.'s Equity:
Common Stock ($0.01 par value, 225,000,000 shares authorized and 132,274,973 and 132,141,503 shares issued and outstanding)							Common Stock ($0.01 par value, 225,000,000 shares authorized and 132,274,973 and 132,141,503 shares issued and outstanding)	1,323		1,321
Additional Paid-in Capital							Additional Paid-in Capital	2,407,348		2,401,334
Retained Earnings							Retained Earnings	80,856		23,131
Accumulated Other Comprehensive Income							Accumulated Other Comprehensive Income	45,674		33,412
Total First Industrial Realty Trust, Inc.'s Equity							Total First Industrial Realty Trust, Inc.'s Equity	2,535,201		2,459,198
Noncontrolling Interests							Noncontrolling Interests	71,502		71,101
Total Equity	1,394,273			1,284,625			Total Equity	2,606,703		2,530,299
Total Liabilities and Equity	$	2,927,826		$	2,793,263		Total Liabilities and Equity	$	5,151,664	$	4,954,322

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

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited; in thousands, except per share data)

Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Revenues:
Rental Income $ 76,497
$ 72,092
$ 227,217
$ 216,115
Tenant Recoveries and Other Income 22,813
21,470
67,055
63,929
Total Revenues 99,310
93,562
294,272
280,044
Expenses:
Property Expenses 28,452
27,539
83,835
82,781
General and Administrative 6,492
5,983
21,310
20,090
Acquisition Costs —
119
—
338
Depreciation and Other Amortization 29,696
28,815
87,230
88,668
Total Expenses 64,640
62,456
192,375
191,877
Other Income (Expense):
Gain on Sale of Real Estate 23,271
16,802
52,140
60,828
Interest Expense (14,376 ) (14,407 ) (43,660 ) (45,255 )
Amortization of Deferred Financing Costs (778 ) (782 ) (2,336 ) (2,437 )
Mark-to-Market Gain on Interest Rate Protection Agreements 1,848
—
1,848
—
Loss from Retirement of Debt —
—
(1,653 ) —
Total Other Income (Expense) 9,965
1,613
6,339
13,136
Income from Operations Before Income Tax Provision 44,635
32,719
108,236
101,303
Income Tax Benefit (Provision) 21
(51 ) (1,236 ) (232 )
Net Income 44,656
32,668
107,000
101,071
Less: Net Income Attributable to the Noncontrolling Interest (1,458 ) (1,149 ) (3,531 ) (3,635 )
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 43,198
$ 31,519
$ 103,469
$ 97,436
Basic Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.88
$ 0.85
Diluted Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.87
$ 0.85
Dividends/Distributions Per Share $ 0.21
$ 0.19
$ 0.63
$ 0.57
Weighted Average Shares Outstanding - Basic 119,446
116,467
117,870
114,491
Weighted Average Shares Outstanding - Diluted 119,990
116,864
118,352
114,809


	Three Months Ended September 30, 2023		Three Months Ended September 30, 2022		Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
Revenues:
Lease Revenue	$	152,517	$	137,744	$	448,073	$	391,613
Joint Venture Fees	822		438		3,738		512
Other Revenue	1,766		1,571		4,940		3,190
Total Revenues	155,105		139,753		456,751		395,315
Expenses:
Property Expenses	42,559		35,775		124,498		106,050
General and Administrative	8,456		8,227		27,330		25,217

Joint Venture Development Services Expense	559		318		2,690		318
Depreciation and Other Amortization	41,146		38,332		121,508		108,712
Total Expenses	92,720		82,652		276,026		240,297
Other Income (Expense):
Gain on Sale of Real Estate	34,368		83,907		47,421		84,204
Interest Expense	(19,906)		(13,094)		(53,923)		(33,104)
Amortization of Debt Issuance Costs	(905)		(801)		(2,714)		(2,287)


Total Other Income (Expense)	13,557		70,012		(9,216)		48,813
Income from Operations Before Equity in Income (Loss) of Joint Venture and Income Tax Provision	75,942		127,113		171,509		203,831
Equity in Income (Loss) of Joint Venture	1,530		(7)		30,598		118,182
Income Tax Provision	(333)		(231)		(7,959)		(24,339)
Net Income	77,139		126,875		194,148		297,674
Less: Net Income Attributable to the Noncontrolling Interests	(2,127)		(2,987)		(8,533)		(20,537)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	75,012	$	123,888	$	185,615	$	277,137
Net Income Allocable to Participating Securities	(74)		(124)		(174)		(258)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	74,938	$	123,764	$	185,441	$	276,879
Basic and Diluted Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	0.57	$	0.94	$	1.40	$	2.10



Weighted Average Shares Outstanding - Basic	132,264		132,092		132,241		131,986
Weighted Average Shares Outstanding - Diluted	132,339		132,176		132,325		132,057

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

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited; in thousands)


	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016				Three Months Ended September 30, 2023		Three Months Ended September 30, 2022		Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
Net Income	$	44,656		$	32,668		$	107,000		$	101,071		Net Income	$	77,139	$	126,875	$	194,148	$	297,674
Mark-to-Market Gain (Loss) on Interest Rate Protection Agreements	621			3,768			1,364			(13,848		)
Amortization of Interest Rate Protection Agreements	24			96			180			294

Mark-to-Market Gain on Derivative Instruments													Mark-to-Market Gain on Derivative Instruments	7,536		24,466		12,352		41,257
Amortization of Derivative Instruments													Amortization of Derivative Instruments	103		103		308		308
Comprehensive Income	45,301			36,532			108,544			87,517			Comprehensive Income	84,778		151,444		206,808		339,239
Comprehensive Income Attributable to Noncontrolling Interest	(1,479		)	(1,295		)	(3,582		)	(3,147		)
Comprehensive Income Attributable to Noncontrolling Interests													Comprehensive Income Attributable to Noncontrolling Interests	(2,319)		(3,555)		(8,851)		(21,501)
Comprehensive Income Attributable to First Industrial Realty Trust, Inc.	$	43,822		$	35,237		$	104,962		$	84,370		Comprehensive Income Attributable to First Industrial Realty Trust, Inc.	$	82,459	$	147,889	$	197,957	$	317,738

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

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN ~~STOCKHOLDERS’~~ EQUITY

(Unaudited; in ~~thousands)~~thousands, except per share data)

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)

(Unaudited; in thousands, except per share data)

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


FIRST INDUSTRIAL REALTY TRUST, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; in thousands)
	Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	194,148	$	297,674
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation	96,808		88,286
Amortization of Debt Issuance Costs	2,714		2,287
Other Amortization, Including Equity Based Compensation	25,136		24,779


Equity in Income of Joint Venture	(30,598)		(118,182)
Distributions from the Joint Venture	6,584		118,027
Gain on Sale of Real Estate	(47,421)		(84,204)




Straight-line Rental Income and Expense, Net	(15,891)		(16,895)

Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net	(3,835)		(6,917)

Increase in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits	12,799		41,167

Net Cash Provided by Operating Activities	240,444		346,022
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate	(93,504)		(272,508)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs	(280,536)		(384,004)
Net Proceeds from Sales of Investments in Real Estate	58,440		122,516


Contributions to and Investments in Joint Venture	(10,060)		(2,798)
Distributions from the Joint Venture	—		29,363

Decrease (Increase) in Escrow Deposits and Other Investing Activity	2,780		(4,036)
Net Cash Used in Investing Activities	(322,880)		(511,467)
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs	(9)		(5,060)
Proceeds from the Issuance of Common Stock, Net of Underwriter's Discount	—		12,823

Tax Paid on Vested Equity Compensation	(2,510)		(2,942)
Common Stock Dividends and Unit Distributions Paid	(126,148)		(115,619)

Repayments on Mortgage Loans Payable	(240)		(69,387)



Proceeds from Unsecured Term Loans	—		165,000

Proceeds from Unsecured Credit Facility	278,000		600,000
Repayments on Unsecured Credit Facility	(146,000)		(322,000)
Contributions from Noncontrolling Interests	—		103
Distributions to Noncontrolling Interests	(11,523)		(4,418)

Net Cash (Used in) Provided by Financing Activities	(8,430)		258,500
Net (Decrease) Increase in Cash, Cash Equivalents and Restricted Cash	(90,866)		93,055
Cash, Cash Equivalents and Restricted Cash, Beginning of Year	145,118		58,780
Cash, Cash Equivalents and Restricted Cash, End of Period	$	54,252	$	151,835

FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 107,000
$ 101,071
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation 70,697
72,317
Amortization of Deferred Financing Costs 2,336
2,437
Other Amortization, including Stock Based Compensation 22,059
21,699
Provision for Bad Debt 181
567
Gain on Sale of Real Estate (52,140 ) (60,828 )
Loss from Retirement of Debt 1,653
—
Mark-to-Market Gain on Interest Rate Protection Agreements (1,848 ) —
Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net (6,792 ) (2,830 )
Increase in Deferred Rent Receivable, Net (4,104 ) (5,121 )
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits 9,152
(1,545 )
Payments of Prepayment Penalties and Discounts Associated with Retirement of Debt (1,453 ) (554 )
Net Cash Provided by Operating Activities 146,741
127,213
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate (160,065 ) (95,157 )
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs (104,658 ) (117,630 )
Net Proceeds from Sales of Investments in Real Estate 95,233
133,602
Repayments of Notes Receivable 51
43
Decrease in Escrows 4,805
11,051
Net Cash Used in Investing Activities (164,634 ) (68,091 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs (1,918 ) (375 )
Proceeds from the Issuance of Common Stock, Net of Underwriter’s Discount 74,880
124,936
Repurchase and Retirement of Restricted Stock (2,401 ) (5,242 )
Common Stock Dividends and Unit Distributions Paid (74,508 ) (59,678 )
Repayments on Mortgage Loans Payable (44,152 ) (66,551 )
Proceeds from Senior Unsecured Notes 200,000
—
Repayments of Senior Unsecured Notes (101,871 ) (159,125 )
Proceeds from Unsecured Credit Facility 326,000
397,000
Repayments on Unsecured Credit Facility (358,500 ) (286,000 )
Net Cash Provided by (Used in) Financing Activities 17,530
(55,035 )
Net (Decrease) Increase in Cash and Cash Equivalents (363 ) 4,087
Cash and Cash Equivalents, Beginning of Year 9,859
3,987
Cash and Cash Equivalents, End of Period $ 9,496
$ 8,074

FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
Interest Expense Capitalized in Connection with Development Activity $ 3,014
$ 2,279
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Common Stock Dividends and Unit Distributions Payable $ 26,848
$ 23,357
Exchange of Limited Partnership Units for Common Stock:
Noncontrolling Interest $ (39 ) $ (819 )
Common Stock —
1
Additional Paid-in-Capital 39
818
Total $ —
$ —
Assumption of Indebtedness and Other Liabilities in Connection with the Acquisition of Real Estate $ 1,138
$ 5,227
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate $ 23,247
$ 28,788
Write-off of Fully Depreciated Assets $ (27,455 ) $ (34,360 )


FIRST INDUSTRIAL REALTY TRUST, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (Unaudited; in thousands)
	Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
Interest Expense Capitalized in Connection with Development Activity and Joint Venture Investment	$	11,013	$	12,551
Cash Paid for Operating Lease Liabilities	$	2,501	$	2,571
Supplemental Schedule of Non-Cash Operating Activities:
Operating Lease Liabilities Arising from Obtaining Right-of-Use Assets	$	661	$	366
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Common Stock Dividends and Unit Distributions Payable	$	44,329	$	40,794

Exchange of Limited Partnership Units for Common Stock:
Noncontrolling Interests	$	(1,060)	$	(2,712)
Common Stock	—		1
Additional Paid-in Capital	1,060		2,711
Total	$	—	$	—








Assumption of Liabilities in Connection with the Acquisition of Real Estate	$	351	$	2,085
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate	$	66,855	$	112,739
Tenant Improvements Funded by Tenant	$	3,366	$	1,680
Write-off of Fully Depreciated Assets	$	(21,557)	$	(28,686)

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

FIRST INDUSTRIAL, L.P.

CONSOLIDATED BALANCE SHEETS

(In thousands, except Unit data)

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

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited; in thousands, except per Unit data)

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

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited; in thousands)

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

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CHANGES IN ~~PARTNERS’~~PARTNERS' CAPITAL

(Unaudited; in ~~thousands)~~thousands, except per Unit data)

General
Partner
Units

Limited
Partner
Units

Accumulated
Other
Comprehensive
Loss
Noncontrolling Interest Total
Balance as of December 31, 2016 $ 1,219,755
$ 79,156
$ (4,804 ) $ 956
$ 1,295,063
Contribution of General Partner Units, Net of Issuance Costs 74,661
—
—
—
74,661
Stock Based Compensation Activity 4,366
—
—
—
4,366
Conversion of Limited Partner Units to General Partner Units 39
(39 ) —
—
—
Unit Distributions (75,379 ) (2,544 ) —
—
(77,923 )
Contributions from Noncontrolling Interest —
—
—
29
29
Distributions to Noncontrolling Interest —
—
—
(284 ) (284 )
Net Income 103,373
3,531
—
96
107,000
Other Comprehensive Income —
—
1,544
—
1,544
Balance as of September 30, 2017 $ 1,326,815
$ 80,104
$ (3,260 ) $ 797
$ 1,404,456
FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (Continued)

(Unaudited; in thousands, except per Unit data)


Nine Months Ended September 30, 2022:	General Partner Units		Limited Partner Units		Accumulated Other Comprehensive (Loss) Income		Noncontrolling Interests		Total
Balance as of December 31, 2021	$	2,175,549	$	81,435	$	(4,331)	$	4,954	$	2,257,607
Net Income	36,237		868		—		18		37,123
Other Comprehensive Income	—		—		11,197		—		11,197
Contribution of General Partner Units, Net of Issuance Costs	12,746		—		—		—		12,746
Stock Based Compensation Activity	(1,680)		4,401		—		—		2,721
Unit Distributions ($0.295 Per Unit)	(39,009)		(878)		—		—		(39,887)
Conversion of Limited Partner Units to General Partner Units	36		(36)		—		—		—

Contributions from Noncontrolling Interests	—		—		—		112		112
Distributions to Noncontrolling Interests	—		—		—		(40)		(40)
Balance as of March 31, 2022	$	2,183,879	$	85,790	$	6,866	$	5,044	$	2,281,579
Net Income	116,969		2,450		—		14,257		133,676
Other Comprehensive Income	—		—		5,799		—		5,799

Stock Based Compensation Activity	1,074		2,819		—		—		3,893
Unit Distributions ($0.295 Per Unit)	(39,008)		(758)		—		—		(39,766)
Conversion of Limited Partner Units to General Partner Units	1,235		(1,235)		—		—		—

Contributions from Noncontrolling Interests	—		—		—		1		1
Distributions to Noncontrolling Interests	—		—		—		(4,449)		(4,449)
Balance as of June 30, 2022	$	2,264,149	$	89,066	$	12,665	$	14,853	$	2,380,733
Net Income	123,866		2,923		—		86		126,875
Other Comprehensive Income	—		—		24,569		—		24,569

Stock Based Compensation Activity	1,127		2,457		—		—		3,584
Unit Distributions ($0.295 Per Unit)	(39,101)		(1,042)		—		—		(40,143)
Conversion of Limited Partner Units to General Partner Units	1,441		(1,441)		—		—		—

Contributions from Noncontrolling Interests	—		—		—		129		129
Distributions to Noncontrolling Interests	—		—		—		(11)		(11)
Balance as of September 30, 2022	$	2,351,482	$	91,963	$	37,234	$	15,057	$	2,495,736

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

FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 107,000
$ 101,071
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation 70,697
72,317
Amortization of Deferred Financing Costs 2,336
2,437
Other Amortization, including Stock Based Compensation 22,059
21,699
Provision for Bad Debt 181
567
Gain on Sale of Real Estate (52,140 ) (60,828 )
Loss from Retirement of Debt 1,653
—
Mark-to-Market Gain on Interest Rate Protection Agreements (1,848 ) —
Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net (6,537 ) (2,680 )
Increase in Deferred Rent Receivable, Net (4,104 ) (5,121 )
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits 9,152
(1,545 )
Payments of Prepayment Penalties and Discounts Associated with Retirement of Debt

(1,453 ) (554 )
Net Cash Provided by Operating Activities 146,996
127,363
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate (160,065 ) (95,157 )
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs (104,658 ) (117,630 )
Net Proceeds from Sales of Investments in Real Estate 95,233
133,602
Repayments of Notes Receivable 51
43
Decrease in Escrows 4,805
11,051
Net Cash Used in Investing Activities (164,634 ) (68,091 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs (1,918 ) (375 )
Contribution of General Partner Units 74,880
124,936
Repurchase and Retirement of Restricted Units (2,401 ) (5,242 )
Unit Distributions Paid (74,508 ) (59,678 )
Contributions from Noncontrolling Interests 29
114
Distributions to Noncontrolling Interests (284 ) (264 )
Repayments on Mortgage Loans Payable (44,152 ) (66,551 )
Proceeds from Senior Unsecured Notes 200,000
—
Repayments of Senior Unsecured Notes (101,871 ) (159,125 )
Proceeds from Unsecured Credit Facility 326,000
397,000
Repayments on Unsecured Credit Facility (358,500 ) (286,000 )
Net Cash Provided by (Used in) Financing Activities 17,275
(55,185 )
Net (Decrease) Increase in Cash and Cash Equivalents (363 ) 4,087
Cash and Cash Equivalents, Beginning of Year 9,859
3,987
Cash and Cash Equivalents, End of Period $ 9,496
$ 8,074


FIRST INDUSTRIAL, L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; in thousands)
	Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	194,148	$	297,674
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation	96,808		88,286
Amortization of Debt Issuance Costs	2,714		2,287
Other Amortization, Including Equity Based Compensation	25,136		24,779


Equity in Income of Joint Venture	(30,598)		(118,182)
Distributions from the Joint Venture	6,584		118,027
Gain on Sale of Real Estate	(47,421)		(84,204)




Straight-line Rental Income and Expense, Net	(15,891)		(16,895)

Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net	(3,851)		(6,974)

Increase in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits	12,799		41,167

Net Cash Provided by Operating Activities	240,428		345,965
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate	(93,504)		(272,508)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs	(280,536)		(384,004)
Net Proceeds from Sales of Investments in Real Estate	58,440		122,516


Contributions to and Investments in the Joint Venture	(10,060)		(2,798)
Distributions from the Joint Venture	—		29,363

Decrease (Increase) in Escrow Deposits and Other Investing Activity	2,780		(4,036)
Net Cash Used in Investing Activities	(322,880)		(511,467)
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs	(9)		(5,060)
Contribution of General Partner Units	—		12,823

Tax Paid on Vested Equity Compensation	(2,510)		(2,942)
Unit Distributions Paid	(126,148)		(115,619)

Contributions from Noncontrolling Interests	27		242
Distributions to Noncontrolling Interests	(11,534)		(4,500)
Repayments on Mortgage Loans Payable	(240)		(69,387)



Proceeds from Unsecured Term Loans	—		165,000
Proceeds from Unsecured Credit Facility	278,000		600,000
Repayments on Unsecured Credit Facility	(146,000)		(322,000)

Net Cash (Used in) Provided by Financing Activities	(8,414)		258,557
Net (Decrease) Increase in Cash, Cash Equivalents and Restricted Cash	(90,866)		93,055
Cash, Cash Equivalents and Restricted Cash, Beginning of Year	145,118		58,780
Cash, Cash Equivalents and Restricted Cash, End of Period	$	54,252	$	151,835

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited; in thousands)

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited; in thousands)

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

FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited; dollars in thousands, except per share and Unit data)

First Industrial Realty Trust, Inc. (the "Company") is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of ~~1986.~~1986 (the "Code"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including its operating partnership, First Industrial, L.P. (the "Operating Partnership"), and its consolidated subsidiaries.

We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate ~~96.7%~~97.5% ownership interest ("General Partner Units") at September 30, ~~2017.~~2023. The Operating Partnership also conducts operations through ~~eight~~several other limited partnerships (the "Other Real Estate Partnerships"), numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Operating Partnership holds at least a 99% limited partnership interest in each of the Other Real Estate Partnerships. The general partners of the Other Real Estate Partnerships are separate corporations, wholly-owned by the Company, each with at least a .01% general partnership interest in the Other Real Estate Partnerships. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. ~~Noncontrolling~~The Company's noncontrolling interest in the Operating Partnership of approximately ~~3.3%~~2.5% at September 30, ~~2017~~2023 represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units"). The limited partners of the Operating Partnership are persons or entities who contributed their direct or indirect interests in properties to the Operating Partnership in exchange for common Limited Partner Units of the Operating Partnership and/or recipients of RLP Units of the Operating Partnership (see Note 6) pursuant to the Company's stock incentive plan.

Through a wholly-owned TRS of the Operating Partnership, we own an equity interest in a joint venture (the "Joint Venture"). We also provide various services to the Joint Venture. The Joint Venture is accounted for under the equity method of accounting. The operating data of the Joint Venture is not consolidated with that of the Company or the Operating Partnership as presented herein. See Note 5 for more information related to the Joint Venture.

Profits, losses and distributions of the Operating Partnership, the LLCs, the Other Real Estate Partnerships, the TRSs and the ~~TRSs~~Joint Venture are allocated to the general partner and the limited partners, the members or the shareholders, as applicable, of such entities in accordance with the provisions contained within their respective organizational documents.

As of September 30, ~~2017,~~2023, we owned ~~516~~434 industrial properties located in 2218 states, containing an aggregate of approximately ~~62.8~~67.2 million square feet of gross leasable area ("GLA").Of the ~~516~~434 properties owned on a consolidated basis, none of them are directly owned by the Company.

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, ~~2016~~2022 ("~~2016~~2022 Form 10-K") and should be read in conjunction with such consolidated financial statements and related notes. The ~~2016~~2022 year end consolidated balance sheet data included in this Form 10-Q filing was derived from the audited consolidated financial statements in our ~~2016~~2022 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). The following notes to these interim consolidated financial statements highlight significant changes to the notes included in the December 31, ~~2016~~2022 audited consolidated financial statements included in our ~~2016~~2022 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission.

In order to conform with GAAP, in preparation of our consolidated financial statements we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, and the reported amounts of revenues and expenses for the three and nine months ended September 30, ~~2017~~2023 and ~~2016.~~2022. Actual results could differ from those estimates. In our opinion, the accompanying unaudited interim consolidated financial statements reflect all adjustments necessary for a fair statement of our financial position as of September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, the results of our operations and comprehensive income for each of the three and nine months ended September 30, ~~2017~~2023 and ~~2016,~~2022, and our cash flows for each of the nine months ended September 30, ~~2017~~2023 and ~~2016.~~2022. All adjustments are of a normal recurring nature.

~~Investment in Real Estate and Depreciation~~

~~Effective January 1, 2017, we adopted Accounting Standards Update ("ASU") No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition~~Deferred Leasing Intangibles, Net as of a Business" ("ASU 2017-01"). ASU 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. We applied ASU 2017-01 prospectively. We anticipate that our acquisitions of real estate in the future will generally not meet the definition of a business combination and, accordingly; transaction costs whichDecember 31, 2022 have ~~historically~~ been ~~expensed will be capitalized as part of the basis of the real estate assets acquired.~~

~~Recent Accounting Pronouncements~~

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 requires entities to recognize revenue when they transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual periods beginning after December 15, 2017. We will adopt the new standard effective January 1, 2018 and expect to utilize the modified retrospective approach upon adoption. While lease contracts with customers, which constitute a vast majority of our revenues, are a specific scope exception, certain of our revenue streams may be impacted by the new guidance, however we do not believe there will be a material financial statement impact or that our pattern of revenue recognition will be materially impacted by the adoption of ASU 2014-09.

In February 2016, the Financial Accounting Standards Board (the "FASB") issued ASU No. 2016-02, "Leases" ("ASU 2016-02"), which amends the existing accounting standards for lease accounting and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract. Under ASU 2016-02, lessees will be required to record a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term and a lease liability, which is a lessee’s right to use, or control the use of, a specified asset for the lease term. We are a lessee on certain ground and operating leases as disclosed in Note 14reclassified to the ~~consolidated financial statements in our 2016 Form 10-K. While we expect~~Prepaid Expenses and Other Assets, Net line item and to ~~record a right-of-use asset~~the Accounts Payable, Accrued Expenses and lease liability upon adoption of this standard, we anticipate the impact will not be material to our overall financial condition and results of operations. We are the lessor on a significant number of leases, however, we believe that ASU 2016-02 will have minimal impact to our financial condition or results of operations as leases where we are the lessor will continue to be accounted for as operating leases. The most significant changes ASU 2016-02 will have to lessor accounting will be the requirement that lessors expense certain initial direct costs that are not incremental in negotiating a lease as incurred as well bifurcating lease generated revenue into lease and non-lease components. ASU 2016-02 requires the use of a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest period presentedOther Liabilities line item in the consolidated ~~financial statements, with certain practical expedients available. If practical expedients are elected, we would not be required~~balance sheets to ~~reassess (1) whether an expired or existing contract meets~~conform to the definition of a lease; (2) the lease classification for expired or existing leases; and (3) whether costs previously capitalized as initial direct costs would continue to be amortized. We are continuing the process of evaluating and quantifying the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures. We will adopt ASU 2016-02 on January 1, 2019 and anticipate electing the practical expedients.2023 presentation.

In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” ("ASU 2016-15"). ASU 2016-15 addresses eight specific cash flow issues and intends to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual periods beginning after December 15, 2017 with retrospective application required. We expect ASU 2016-15 to impact the presentation of our consolidated statement of cash flows and we will adopt ASU 2016-15 on January 1, 2018.

In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). ASU 2016-18 requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents when reconciling the beginning- of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017. We expect ASU 2016-18 to impact the presentation of our consolidated statement of cash flows and we will adopt ASU 2016-18 on January 1, 2018.

In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeting Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 is intended to better align financial reporting for hedging activities with the economic objectives of those activities. As a result of the transition guidance, cumulative ineffectiveness that has been previously recognized on cash flow and net investment hedges that are still outstanding and designated as of the date of adoption will be adjusted and removed from beginning retained earnings and placed in accumulated other comprehensive income. ASU 2017-12 is effective for annual periods beginning after December 15, 2018. We continue to assess all the potential impacts of ASU 2017-12, however, we do not expect the adoption to have a material impact on our financial condition or results of operations.

3. Investment in Real Estate

~~REIT Acquisition~~

On August 15, 2017, via a stock purchase agreement, we acquired a private real estate investment trust that owns one industrial property consisting of 0.2 million square feet of GLA from a third party seller in exchange for $20,962, exclusive of closing costs and credits (“REIT Acquisition”). As part of the REIT Acquisition, we acquired 100% of the private REIT’s common stock.

Acquisitions

During the nine months ended September 30, ~~2017,~~2023, we acquired ~~six~~two industrial properties comprised of approximately ~~0.9~~0.03 million square feet of GLA ~~(inclusive~~and five land parcels. We accounted for the properties and land parcels as asset acquisitions and capitalized transaction costs to the basis of the ~~REIT Acquisition) and several land parcels.~~acquired assets. The following table summarizes the ~~amounts recognized for~~allocation of the purchase price, excluding transaction costs, to each major ~~class of~~ asset ~~and liability~~class for the industrial properties and land parcels acquired during the nine months ended September 30, ~~2017:~~2023:

Purchase Price Weighted Average Life (in Months)
Land $ 90,429
N/A
Building and Improvements 61,973
(A)
Other Assets 1,195
(B)
In-Place Leases 6,670
70
Above Market Leases 127
34
Below Market Leases (1,420 ) 85
Total Purchase Price (C) $ 158,974

~~(A) See Note 2 to the consolidated financial statements in our 2016 Form 10-K for the disclosure of useful lives of our Investment in Real Estate and our Depreciation policy.~~

~~(B) Represents leasing commissions, which are included in prepaid expenses and other assets, net on the consolidated balance sheets and amortized over the remaining term of each lease.~~

~~(C) Excludes costs incurred in conjunction with the acquisition of the industrial properties and land parcels.~~

~~The revenue and net income associated with the acquisition of the industrial properties, since their respective acquisition dates, are not significant for the nine months ended September 30, 2017.~~

~~Real Estate Held for Sale~~

~~As of September 30, 2017, we had eight industrial properties comprised of approximately 1.1 million square feet of GLA and one land parcel held for sale.~~


Land	$	84,181
Building and Improvements	3,403
In-Place Leases	993

Below Market Leases	(1,093)
Other Assets	170

Total Purchase Price	$	87,654

Sales

During the nine months ended September 30, ~~2017,~~2023, we sold 30four industrial properties comprised of approximately ~~1.9~~0.2 million square feet of ~~GLA.~~GLA and two land parcels. Gross proceeds from the sales ~~of these industrial properties~~ were ~~$99,279. The~~$61,443 and the gain on sale of real estate attributable to these sales was ~~$52,140.~~

$47,421.

4. Indebtedness

The following table discloses certain information regarding our indebtedness:


	Outstanding Balance at				Interest Rate at September 30, 2023	Effective Interest Rate at Issuance	Maturity Date
	September 30, 2023		December 31, 2022
Mortgage Loan Payable	$	10,059	$	10,299	4.17%	4.17%	8/1/2028



Senior Unsecured Notes, Gross
2027 Notes	6,070		6,070		7.15%	7.11%	5/15/2027
2028 Notes	31,901		31,901		7.60%	8.13%	7/15/2028
2032 Notes	10,600		10,600		7.75%	7.87%	4/15/2032
2027 Private Placement Notes	125,000		125,000		4.30%	4.30%	4/20/2027
2028 Private Placement Notes	150,000		150,000		3.86%	3.86%	2/15/2028
2029 Private Placement Notes	75,000		75,000		4.40%	4.40%	4/20/2029
2029 II Private Placement Notes	150,000		150,000		3.97%	4.23%	7/23/2029
2030 Private Placement Notes	150,000		150,000		3.96%	3.96%	2/15/2030
2030 II Private Placement Notes	100,000		100,000		2.74%	2.74%	9/17/2030
2032 Private Placement Notes	200,000		200,000		2.84%	2.84%	9/17/2032
Subtotal	$	998,571	$	998,571
Unamortized Debt Issuance Costs	(4,241)		(4,777)
Unamortized Discounts	(48)		(52)
Senior Unsecured Notes, Net	$	994,282	$	993,742
Unsecured Term Loans, Gross
2021 Unsecured Term Loan (A)	200,000		200,000		1.81%	N/A	7/7/2026
2022 Unsecured Term Loan (A)	425,000		425,000		3.64%	N/A	10/18/2027
2022 Unsecured Term Loan II (A)(B)	300,000		300,000		4.88%	N/A	8/12/2025
Subtotal	$	925,000	$	925,000
Unamortized Debt Issuance Costs	(4,540)		(5,740)
Unsecured Term Loans, Net	$	920,460	$	919,260
Unsecured Credit Facility (C)	$	275,000	$	143,000	6.18%	N/A	7/7/2025

Outstanding Balance at
Interest
Rate at
September 30, 2017

Effective
Interest
Rate at
Issuance

Maturity
Date
September 30, 2017
December 31,
2016

Mortgage Loans Payable, Gross $ 454,283
$ 498,435
4.03% – 8.26% 3.82% – 8.26%
June 2018 –
September 2022
Unamortized Deferred Financing Costs (2,033 ) (2,905 )
Unamortized Premiums 301
426

Mortgage Loans Payable, Net $ 452,551
$ 495,956

Senior Unsecured Notes, Gross
2017 Notes 54,981
54,981
7.50% 7.52% 12/1/2017
2027 Notes 6,070
6,070
7.15% 7.11% 5/15/2027
2028 Notes 31,901
31,901
7.60% 8.13% 7/15/2028
2032 Notes 10,600
10,600
7.75% 7.87% 4/15/2032
2017 II Notes —
101,871
N/A N/A 5/15/2017
2027 Private Placement Notes 125,000
—
4.30% 4.30% 4/20/2027
2029 Private Placement Notes 75,000
—
4.40% 4.40% 4/20/2029
Subtotal $ 303,552
$ 205,423

Unamortized Deferred Financing Costs (1,864 ) (320 )
Unamortized Discounts (86 ) (105 )
Senior Unsecured Notes, Net $ 301,602
$ 204,998

Unsecured Term Loans, Gross

2014 Unsecured Term Loan (A)
$ 200,000
$ 200,000
3.99% N/A 1/29/2021
2015 Unsecured Term Loan (A)
260,000
260,000
3.39% N/A 9/12/2022
Subtotal $ 460,000
$ 460,000

Unamortized Deferred Financing Costs (2,862 ) (3,362 )
Unsecured Term Loans, Net $ 457,138
$ 456,638

Unsecured Credit Facility (B) $ 157,000
$ 189,500
2.39% N/A 3/11/2019
_______________

(A) The interest rate at September 30, ~~2017 reflects~~2023 includes the ~~interest rate protection agreements we entered into to~~impact of derivative instruments which effectively convert the variable rate of the debt to a fixed rate. See Note 10.

(B) ~~The~~ At our option, we may extend the maturity ~~date may be extended an additional year at our election,~~pursuant to two, one-year extension options, subject to certain ~~restrictions.~~conditions.

(C) At our option, we may extend the maturity pursuant to two, six-month extension options, subject to certain conditions. Amounts exclude unamortized ~~deferred financing~~debt issuance costs of ~~$1,881~~$2,315 and ~~$2,876~~$3,285 as of September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, respectively, which are included in ~~prepaid expenses~~the line item Prepaid Expenses and ~~other assets on the consolidated balance sheets.~~Other Assets, Net.

Mortgage ~~Loans~~Loan Payable ~~Net~~

During the nine months ended September 30, 2017, we paid off mortgage loans in the amount of $36,108. In connection with the mortgage loans paid off during the nine months ended September 30, 2017, we recognized $1,653 as loss from retirement of debt representing prepayment penalties and the write-off of unamortized deferred financing costs.

As of September 30, ~~2017,~~2023, mortgage ~~loans~~loan payable ~~are~~is collateralized ~~and in some instances cross-collateralized,~~ by industrial properties with a net carrying value of ~~$580,202.~~$31,222. We believe the Operating Partnership and the Company were in compliance with all covenants relating to our mortgage ~~loans~~loan as of September 30, ~~2017.~~2023.

~~Senior~~Amendments of Unsecured ~~Notes, Net~~Credit Facility and Unsecured Term Loan Agreements

~~During the nine months ended September 30, 2017, the Operating Partnership issued $125,000 of 4.30% Series A Guaranteed Senior Notes due April 20, 2027~~On May 31, 2023, we amended our $750,000 revolving credit agreement (the ~~“2027 Private Placement Notes”~~"Unsecured Credit Facility") and ~~$75,000 of 4.40% Series B Guaranteed Senior Notes due April 20, 2029~~our $200,000 term loan agreement (the ~~“2029 Private Placement Notes”~~"2021 Unsecured Term Loan") ~~(collectively,~~to replace LIBOR with SOFR as the ~~"Private Placement Notes") in~~benchmark interest rate. Borrowings under the Unsecured Credit Facility bear interest at SOFR, plus a ~~private placement pursuant~~10 basis point adjustment, plus a credit spread, which is currently 77.5 basis points. Borrowings under the 2021 Unsecured Term Loan bear interest at SOFR, plus a 10 basis point adjustment, plus a credit spread, which is currently 85 basis points. The credit spreads for each debt instrument are subject to ~~a Note~~adjustment based on our leverage and Guaranty Agreement dated February 21, 2017. The 2027 Private Placement Notes and the 2029 Private Placement Notes are unsecured obligations of the Operating Partnership that are fully and unconditionally guaranteed by the Company and require semi-annual interest payments.investment grade rating.

~~Additionally, during the nine months ended September 30, 2017, we paid off and retired our 2017 II Notes (as described in the table above), at maturity in the amount of $101,871.~~

Indebtedness

The following is a schedule of the stated maturities and scheduled principal payments of our indebtedness, exclusive of ~~premiums,~~ discounts, debt issuance costs and ~~deferred financing costs,~~the impact of extension options, for the next five years as of September 30, and thereafter:

Amount
Remainder of 2017 $ 57,662
2018 165,449
2019 236,329
2020 58,762
2021 266,818
Thereafter 589,815
Total $ 1,374,835


	Amount
Remainder of 2023	$	80
2024	335
2025	575,349
2026	200,364
2027	556,449
Thereafter	876,053
Total	$	2,208,630

Our ~~unsecured credit facility (the "Unsecured~~Unsecured Credit ~~Facility"), the~~Facility, our Unsecured Term Loans, ~~(as defined~~our senior notes issued in ~~Note 10), the~~ private placements ("Private Placement ~~Notes~~Notes") and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility and the Unsecured Term Loans, an event of default can occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred, which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreements. We believe ~~that~~ the Operating Partnership and the Company were in compliance with all covenants relating to the Unsecured Credit Facility, the Unsecured Term Loans, the Private Placement Notes and the indentures governing our senior unsecured notes as of September 30, ~~2017. However,~~2023; however, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our lenders and noteholders in a manner that could impose and cause us to incur material costs.

Fair Value

At September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, the fair value of our indebtedness was as follows:


	September 30, 2023				December 31, 2022
	Carrying Amount (A)		Fair Value		Carrying Amount (A)		Fair Value
Mortgage Loan Payable	$	10,059	$	9,520	$	10,299	$	9,765
Senior Unsecured Notes, Net	998,523		850,483		998,519		883,444
Unsecured Term Loans	925,000		925,000		925,000		909,187
Unsecured Credit Facility	275,000		275,000		143,000		143,000
Total	$	2,208,582	$	2,060,003	$	2,076,818	$	1,945,396

September 30, 2017 December 31, 2016

Carrying
Amount (A)

Fair
Value

Carrying
Amount (A)

Fair
Value
Mortgage Loans Payable, Net $ 454,584
$ 466,999
$ 498,861
$ 513,540
Senior Unsecured Notes, Net 303,466
325,580
205,318
222,469
Unsecured Term Loans 460,000
468,089
460,000
458,602
Unsecured Credit Facility 157,000
157,116
189,500
189,500
Total $ 1,375,050
$ 1,417,784
$ 1,353,679
$ 1,384,111
_______________

(A) The carrying amounts include unamortized ~~premiums and~~ discounts and exclude unamortized ~~deferred financing~~debt issuance costs.

The fair ~~values~~value of our mortgage ~~loans~~loan payable ~~were~~was determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar remaining maturities. The current market ~~rates~~rate we utilized ~~were~~was internally estimated. The fair value of the senior unsecured notes ~~were~~was determined by using rates, as advised by our bankers, that are based upon recent trades within the same series of the senior unsecured notes, recent trades for senior unsecured notes with comparable maturities, recent trades for fixed rate unsecured notes from companies with profiles similar to ours, as well as overall economic conditions. The fair value of the Unsecured Credit Facility and the Unsecured Term Loans was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. We have concluded that our determination of fair value for our mortgage loan payable, each of our ~~mortgage loans payable,~~ senior unsecured notes and the Unsecured Term Loans ~~and the Unsecured Credit Facility~~ was primarily based upon Level 3 inputs.

5. Variable Interest Entities

Other Real Estate Partnerships

The Other Real Estate Partnerships are variable interest entities ("VIEs") of the Operating Partnership and the Operating Partnership is the primary beneficiary, thus causing the Other Real Estate Partnerships to be consolidated by the Operating Partnership. In addition, the Operating Partnership is a VIE of the Company and the Company is the primary beneficiary.

The following table summarizes the assets and liabilities of the Other Real Estate Partnerships included in our consolidated balance sheets, net of intercompany amounts:


	September 30, 2023		December 31, 2022
ASSETS
Assets:
Net Investment in Real Estate	$	310,450	$	313,245


Operating Lease Right-of-Use Assets	12,933		13,000
Cash and Cash Equivalents	2,938		2,915

Deferred Rent Receivable	15,336		13,261
Prepaid Expenses and Other Assets, Net	14,284		12,919
Total Assets	$	355,941	$	355,340
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:

Accounts Payable, Accrued Expenses and Other Liabilities	$	11,601	$	18,148
Operating Lease Liabilities	10,226		10,249
Rents Received in Advance and Security Deposits	7,869		7,917
Partners' Capital	326,245		319,026
Total Liabilities and Partners' Capital	$	355,941	$	355,340

Joint Venture

Through a wholly-owned TRS of the Operating Partnership, we own a 43% interest in the Joint Venture. Since we own our interest in the Joint Venture through a partnership with a third party and we hold the power to direct the activities that most significantly impact the economic performance of the partnership, we consolidate the partnership and reflect our partner's 6% interest in the Joint Venture within the financial statements (see Note 6). The Joint Venture was formed for the purpose of developing, leasing, operating and selling land located in the Phoenix, Arizona metropolitan area.

Under the operating agreement for the Joint Venture, we act as the managing member and are entitled to receive fees for providing management, leasing, development, construction supervision, disposition and asset management services. In addition, the Joint Venture's operating agreement provides us the ability to earn incentive fees based on the ultimate financial performance of the Joint Venture.

September 30, 2017 December 31, 2016
ASSETS
Assets:
Net Investment in Real Estate $ 279,626
$ 278,398
Other Assets, Net 23,976
24,401
Total Assets $ 303,602
$ 302,799
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage Loans Payable, Net $ 61,586
$ 70,366
Other Liabilities, Net 9,602
9,138
Partners’ Capital 232,414
223,295
Total Liabilities and Partners’ Capital $ 303,602
$ 302,799

During the nine months ended September 30, 2023 and 2022, we earned fees of $4,693 and $699, respectively, from the Joint Venture, related to asset management, property management and development services, of which we deferred recognition of $955 and $187, respectively, due to our economic interest in the Joint Venture. During the nine months ended September 30, 2023 and 2022, we incurred fees of $2,690 and $318, respectively, related to third-party development management services associated with the Joint Venture. At September 30, 2023 and December 31, 2022, we had a receivable from the Joint Venture of $122 and $34, respectively.

Net income of the Joint Venture for the nine months ended September 30, 2023 and 2022 was $44,334 and $176,169, respectively. Included in net income during the nine months ended September 30, 2023 was $3,283 of lease revenue as well as gain on sale of real estate of $40,283 related to the sale of approximately 31 acres of land. Our economic share of the lease revenue and gain on sale was $1,609 and $19,739, respectively. Included in net income during the nine months ended September 30, 2022 is gain on sale of real estate of $176,281 related to the sale of approximately 391 acres of land for which our economic share of the gain on sale was $86,378. For the nine months ended September 30, 2023 and 2022, we earned incentive fees of $8,903 and $32,276, respectively, from the Joint Venture, which is reflected in the Equity In Income of Joint Venture line item in the Consolidated Statements of Operations.

The Joint Venture has three buildings under development comprising an aggregate 1.8 million square feet (the "Project") at September 30, 2023. During the year ended December 31, 2022, in connection with the Project, the Joint Venture entered into a construction loan with a capacity of $149,514 with a third party lender (the "Joint Venture Loan"). As of September 30, 2023, the balance of the Joint Venture Loan is $79,741, excluding $845 of unamortized debt issuance costs. With respect to the Joint Venture Loan, we provided a completion guarantee to the lender and our third-party joint venture partner that requires the Company to timely complete construction of the Project. Total estimated investment for the Project is approximately $210,300 and the Joint Venture is using a third-party contractor to develop the buildings pursuant to a guaranteed maximum price contract. We also provided a guarantee to the lender related to typical non-recourse exceptions and an environmental indemnity. It is not possible to estimate the amount of additional costs, if any, that we may incur in connection with our completion guarantees to the third party lender and/or our joint venture partner as well as the non-recourse exception and environmental indemnity guarantees; however, we do not expect that we will be required to make any significant payments in satisfaction of these guarantees.

6. ~~Stockholders’~~ Equity of the Company and Partners' Capital of the Operating Partnership

~~Issuance~~Noncontrolling Interest of ~~Shares~~the Company

The equity positions of various individuals and entities that contributed their properties to the Operating Partnership in exchange for Limited Partner Units, as well as the equity positions of the holders of Limited Partner Units issued in connection with the grant of restricted limited partner Units ("RLP Units") pursuant to the Company's stock incentive plan, are collectively referred to as the “Noncontrolling Interests.” An RLP Unit is a class of limited partnership interest of the Operating Partnership that is structured as a “profits interest” for U.S. federal income tax purposes and is an award that is granted under our stock incentive plan (see Note 9). Generally, RLP Units entitle the holder to receive distributions from the Operating Partnership that are equivalent to the dividends and distributions that would be made with respect to the number of shares of Common Stock underlying such RLP Units, though receipt of such distributions may be delayed or made contingent on vesting. Once an RLP Unit has vested and received allocations of book income sufficient to increase the book capital account balance associated with such RLP Unit (which will initially be zero) equal to, on a per-unit basis, the book capital account balance associated with a "common" Limited Partner Unit of the Operating Partnership, it automatically becomes a common Limited Partner Unit that is convertible by the holder to one share of Common Stock or a cash equivalent, at the Company's option. Net income is allocated to the Noncontrolling Interests based on the weighted average ownership percentage during the period.

Noncontrolling Interest - Joint Venture

Our ownership interest in the Joint Venture is held through a partnership with a third party. We concluded that we hold the power to direct the activities that most significantly impact the economic performance of the partnership. As a result, we consolidate the partnership and reflect the third party's interest in the partnership that invests in the Joint Venture as a Noncontrolling Interest. Our partner's share of the partnership's income was $196 and $63 for the three months ended September 30, 2023 and 2022, respectively, and $3,746 and $14,294 for the nine months ended September 30, 2023 and 2022, respectively, and was reflected in the Equity in Income of Joint Venture and the Noncontrolling Interests line items in the Consolidated Statements of Operations. The Noncontrolling Interests line item in the Consolidated Balance Sheets includes our third party partner's interest of $6,241 and $14,018 at September 30, 2023 and December 31, 2022, respectively.

ATM Program

On February 24, 2023, we entered into three-year distribution agreements with certain sales agents to sell up to 16,000,000 shares of the Company's common stock, for up to $800,000 aggregate gross sales proceeds, from time to time in "at-the-market" offerings (the "ATM"). Under the terms of the ATM, sales are to be made through transactions that are deemed to be "at-the-market" offerings, including sales made directly on the New York Stock Exchange, sales made through a market maker other than on an exchange or sales made through privately negotiated transactions. During the nine months ended September 30, ~~2017, the Company issued 2,560,000~~2023, we did not issue any shares of the Company's common stock ~~in an underwritten public offering. Proceeds to~~under the Company, net of the underwriter's discount, were $74,880. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units and are reflected in the financial statements as a general partner contribution.

~~Increased Authorized Shares of Common Stock~~

On May 11, 2017, we filed an amendment to the Company’s articles of incorporation, increasing the number of shares of the Company’s common stock authorized for issuance from 150 million to 225 million shares.

~~Noncontrolling Interest of the Company~~

~~The following table summarizes the changes in noncontrolling interest for the Company for the nine months ended September 30, 2017 and 2016:~~ATM.

2017 2016
Balance as of December 31 $ 43,184
$ 42,035
    Net Income 3,531
3,635
    Unit Distributions (2,544 ) (2,436 )
    Other Comprehensive Income 51
(449 )
    Conversion of Limited Partner Units to Common Stock (A) (39 ) (819 )
    Reallocation - Additional Paid-in-Capital 1,569
2,489
    Reallocation - Other Comprehensive Income 3
—
Balance as of September 30 $ 45,755
$ 44,455

(A) For the nine months ended September 30, 2017 and 2016, 3,437 and 76,674 Limited Partner Units, respectively, were converted into an equivalent number of shares of common stock of the Company, resulting in a reclassification of $39 and $819, respectively, of noncontrolling interest to the Company’s stockholders’ equity.

~~Noncontrolling Interest of the Operating Partnership~~

~~The following table summarizes the changes in noncontrolling interest for the Operating Partnership for the nine months ended September 30, 2017 and 2016:~~

2017 2016
Balance as of December 31 $ 956
$ 1,096
    Net Income 96
112
    Contributions 29
114
    Distributions (284 ) (264 )
Balance as of September 30 $ 797
$ 1,058

~~Dividends/Distributions~~

~~During the nine months ended September 30, 2017, we declared $77,923 common stock dividends and Unit distributions.~~

7. Accumulated Other Comprehensive ~~Loss~~Income

The following table summarizes the changes in accumulated other comprehensive ~~loss~~income by component for the Company and the Operating Partnership for the nine months ended September 30, ~~2017:~~2023:

Interest Rate Protection Agreements Accumulated Other Comprehensive Loss of the Operating Partnership Comprehensive Loss Attributable to Noncontrolling Interest of the Company Accumulated Other Comprehensive Loss of the Company
Balance as of December 31, 2016 $ (4,804 ) $ (4,804 ) $ 161
(4,643 )
Other Comprehensive Income Before Reclassifications (2,122 ) (2,122 ) (54 ) (2,176 )
Amounts Reclassified from Accumulated Other Comprehensive Loss 3,666
3,666
—
3,666
Net Current Period Other Comprehensive Income 1,544
1,544
(54 ) 1,490
Balance as of September 30, 2017 $ (3,260 ) $ (3,260 ) $ 107
$ (3,153 )


	Derivative Instruments		Accumulated Other Comprehensive Income of the Operating Partnership		Comprehensive (Loss) Income Attributable to Noncontrolling Interest of the Company		Accumulated Other Comprehensive Income of the Company
Balance as of December 31, 2022	$	34,186	$	34,186	$	(774)	$	33,412
Other Comprehensive Income Before Reclassifications	27,728		27,728		(398)		27,330
Amounts Reclassified from Accumulated Other Comprehensive Income	(15,068)		(15,068)		—		(15,068)
Net Current Period Other Comprehensive Income	12,660		12,660		(398)		12,262
Balance as of September 30, 2023	$	46,846	$	46,846	$	(1,172)	$	45,674

The following table summarizes the reclassifications out of accumulated other comprehensive ~~loss~~income for both the Company and the Operating Partnership for the three and nine months ended September 30, ~~2017~~2023 and ~~2016:~~2022:

Amounts Reclassified from Accumulated
Other Comprehensive Loss

Details about Accumulated
Other Comprehensive Loss Components
Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Affected Line Items in the
Consolidated Statements of Operations
Interest Rate Protection Agreements:
Amortization of Interest Rate Protection Agreements (Previously Settled) $ 24
$ 96
$ 180
$ 294
Interest Expense
Settlement Payments to our Counterparties 912
1,774
3,486
5,425
Interest Expense
Total $ 936
$ 1,870
$ 3,666
$ 5,719


	Amounts Reclassified from Accumulated Other Comprehensive (Income) Loss
Details about Accumulated Other Comprehensive Income Components	Three Months Ended September 30, 2023		Three Months Ended September 30, 2022		Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022		Affected Line Items in the Consolidated Statements of Operations
Derivative Instruments:
Amortization of Previously Settled Derivative Instruments	$	103	$	103	$	308	$	308	Interest Expense
Net Settlement (Receipts) Payments to our Counterparties	(6,003)		(801)		(15,376)		1,472		Interest Expense

Total	$	(5,900)	$	(698)	$	(15,068)	$	1,780

The ~~effective portion of~~ changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in other comprehensive income ~~(loss)~~ and is subsequently reclassified to earnings through interest expense over the life of the derivative or over the life of the debt. In the next 12 months, we expect to amortize approximately ~~$95~~$410 into net income by increasing interest expense for ~~interest rate protection agreements~~derivative instruments we settled in previous periods. Additionally, recurring settlement amounts on the ~~2014~~2021 Swaps, the 2022 Swaps and ~~2015~~the 2022 II Swaps ~~(as~~(all defined in Note 10) will also be reclassified to net income. ~~See Note 10 for more information about our derivatives.~~

8. Earnings Per Share and Earnings Per Unit ("EPS"/"EPU")

The computation of basic and diluted EPS of the Company is presented below:

Three Months Ended
September 30, 2017

Three Months Ended
September 30, 2016

Nine Months Ended
September 30, 2017

Nine Months Ended
September 30, 2016
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 43,198
$ 31,519
$ 103,469
$ 97,436
Net Income Allocable to Participating Securities (145 ) (110 ) (327 ) (329 )
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 43,053
$ 31,409
$ 103,142
$ 97,107
Denominator (In Thousands):
Weighted Average Shares - Basic 119,446
116,467
117,870
114,491
Effect of Dilutive Securities:
LTIP Unit Awards (As Defined in Note 9) 544
397
482
318
Weighted Average Shares - Diluted 119,990
116,864
118,352
114,809
Basic EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.88
$ 0.85
Diluted EPS:

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.87
$ 0.85


	Three Months Ended September 30, 2023		Three Months Ended September 30, 2022		Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	75,012	$	123,888	$	185,615	$	277,137
Net Income Allocable to Participating Securities	(74)		(124)		(174)		(258)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	74,938	$	123,764	$	185,441	$	276,879
Denominator (In Thousands):
Weighted Average Shares - Basic	132,264		132,092		132,241		131,986
Effect of Dilutive Securities:
Performance Units (See Note 9)	75		84		84		71
Weighted Average Shares - Diluted	132,339		132,176		132,325		132,057
Basic and Diluted EPS:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	0.57	$	0.94	$	1.40	$	2.10

The computation of basic and diluted EPU of the Operating Partnership is presented below:


	Three Months Ended September 30, 2023		Three Months Ended September 30, 2022		Nine Months Ended September 30, 2023		Nine Months Ended September 30, 2022
Numerator:
Net Income Available to Unitholders and Participating Securities	$	76,917	$	126,789	$	190,334	$	283,313
Net Income Allocable to Participating Securities	(199)		(307)		(478)		(664)
Net Income Available to Unitholders	$	76,718	$	126,482	$	189,856	$	282,649
Denominator (In Thousands):
Weighted Average Units - Basic	134,704		134,282		134,697		134,212
Effect of Dilutive Securities:
Performance Units and certain Performance RLP Units (See Note 9)	462		479		517		404
Weighted Average Units - Diluted	135,166		134,761		135,214		134,616
Basic EPU:
Net Income Available to Unitholders	$	0.57	$	0.94	$	1.41	$	2.11
Diluted EPU:
Net Income Available to Unitholders	$	0.57	$	0.94	$	1.40	$	2.10

Three Months Ended
September 30, 2017

Three Months Ended
September 30, 2016

Nine Months Ended
September 30, 2017

Nine Months Ended
September 30, 2016
Numerator:
Net Income Available to Unitholders and Participating Securities $ 44,613
$ 32,630
$ 106,904
$ 100,959
Net Income Allocable to Participating Securities (145 ) (110 ) (327 ) (328 )
Net Income Available to Unitholders $ 44,468
$ 32,520
$ 106,577
$ 100,631
Denominator (In Thousands):
Weighted Average Units - Basic 123,483
120,740
121,909
118,781
Effect of Dilutive Securities that Result in the Issuance of General Partner Units:
LTIP Unit Awards (As Defined in Note 9) 544
397
482
318
Weighted Average Units - Diluted 124,027
121,137
122,391
119,099
Basic EPU:
Net Income Available to Unitholders $ 0.36
$ 0.27
$ 0.87
$ 0.85
Diluted EPU:
Net Income Available to Unitholders $ 0.36
$ 0.27
$ 0.87
$ 0.84

~~Participating securities include 401,217 and 406,855 of unvested restricted stock or restricted Unit awards outstanding at~~At September 30, ~~2017~~2023 and ~~2016,~~2022, participating securities for the Company included 129,019 and 144,121, respectively, of Service Awards (see Note 9), which participate in non-forfeitable distributions. At September 30, 2023 and 2022, participating securities for the Operating Partnership included 351,796 and 337,071, respectively, of Service Awards and certain Performance Awards (see Note 9), which participate in non-forfeitable distributions. Under the ~~two class~~two-class method, participating security holders are allocated income, in proportion to total weighted average shares or Units outstanding, based upon the greater of net income or common stock dividends or Unit distributions declared.

9. ~~Benefit Plans~~Long-Term Compensation

~~Restricted Stock or Restricted Unit~~ Awards with Performance Measures

~~For~~During the nine months ended September 30, ~~2017,~~2023, 44,821 performance units ("Performance Units") and 280,083 RLP Units ("Performance RLP Units" and, together with the ~~Company awarded 252,213 shares of restricted stock awards to certain employees, which had an aggregate fair value of $6,631 on~~Performance Units, collectively the ~~date such awards~~"Performance Awards") were approved by the Compensation Committee of the Board of Directors. These restricted stock awards were granted based upon the achievement of certain corporate performance goals and generally vest over a period of three years. Additionally, during the nine months ended September 30, 2017, the Company awarded 15,108 shares of restricted stock to non-employee members of the Board of Directors, which had an aggregate fair value of $420 on the date of approval. These restricted stock awards vest over a one-year period. The Operating Partnership issued restricted Unit awards to the Company in the same amount for both restricted stock awards.

Compensation expense is charged to earnings over the vesting periods for the restricted stock or restricted Unit awards expected to vest except if the recipient is not required to provide future service in exchange for vesting of such restricted stock or restricted Unit awards. If vesting of a recipient's restricted stock or restricted Unit awards is not contingent upon future service, the expense is recognized immediately at the date of grant. During both the nine months ended September 30, 2017 and 2016, we recognized $1,590 of compensation expense related to restricted stock or restricted Unit awards granted to our former Chief Executive Officer for which future service was not required.

~~LTIP Unit Awards~~

~~For the nine months ended September 30, 2017, the Company~~ granted to certain employees ~~195,951 Long-Term Incentive Program ("LTIP") performance units ("LTIP Unit Awards"),~~based on performance-based criteria, which had a fair value of ~~$2,473~~approximately $8,054 on the grant date as determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. ~~The LTIP Unit Awards vest~~A portion of each Performance Award vests based upon the ~~relative~~ total shareholder return ("TSR") of the Company's common stock compared to the ~~TSRs~~TSR of the ~~MSCI US REIT~~FTSE Nareit All Equity Index and the ~~NAREIT Industrial Index over~~remainder vests based upon the TSR of the Company’s common stock compared to a specified group of peer industrial real estate companies. The performance period offor these Performance Awards is three years. Compensation expense is charged to earnings ~~on a straight-line basis~~ over the ~~performance period.~~applicable vesting period for the Performance Awards. At the end of the ~~performance~~measuring period, ~~each participant will be issued~~vested Performance Units convert into shares of common stock.

Service Based Awards

For the ~~Company's common~~nine months ended September 30, 2023, 56,236 shares of restricted stock ~~equal~~units ("Service Units") and 98,342 RLP Units ("Service RLP Units" and together with the Service Units, collectively the "Service Awards") were granted to certain employees and outside directors based on service-based criteria, which had an aggregate fair value of approximately $7,948 on the ~~maximum shares issuable to~~grant date. The fair value of the ~~participant for the performance period multiplied by a percentage, ranging from 0% to 100%,~~Service Awards is based on the Company's ~~TSR as compared to~~stock price on the ~~TSRs~~date such awards were approved by the Compensation Committee of the ~~MSCI US REIT Index~~Board of Directors. The Service Awards awarded to employees were based on the prior achievement of certain corporate performance goals and generally vest ratably over three years based on continued employment. Service Awards granted to outside directors vest after one year. Compensation expense is charged to earnings over the ~~NAREIT Industrial Index. The Operating Partnership issues General Partner~~vesting periods for the Service Awards. At the end of the service period, vested Service Units convert into shares of common stock.

Retirement Eligibility

All award agreements issued underlying Performance Awards and Service Awards contain a retirement eligibility policy for employees with at least 10 years of continuous service and are at least 60 years old. For employees that meet the age and service eligibility requirements, their awards are non-forfeitable. As such, during the nine months ended September 30, 2023, we expensed 100% of the awards granted to retirement-eligible employees at the ~~Company in~~grant date as if fully vested. For employees who will meet the ~~same amounts~~age and service eligibility requirements during the normal vesting periods, the grants are amortized over the shorter service period. Additionally, our Chief Executive Officer's employment agreement contains a retirement provision, which provides for ~~vested LTIP Unit Awards.~~all of his outstanding Performance Awards and Service Awards to be non-forfeitable effective December 31, 2024. As such, his Performance Awards and Service Awards granted during the nine months ended September 30, 2023 are amortized over two years versus three years.

Outstanding ~~Restricted Stock or Restricted Unit~~Performance Awards and ~~LTIP Unit~~Service Awards

We recognized ~~$1,844~~$3,437 and ~~$1,428~~$3,584 for the three months ended September 30, ~~2017~~2023 and ~~2016,~~2022, respectively, and ~~$6,767~~$12,846 and ~~$5,898~~$12,578 for the nine months ended September 30, ~~2017~~2023 and ~~2016~~2022, respectively, in ~~amortization~~compensation expense related to ~~restricted stock or restricted Unit awards~~the amortization of the Service Awards and ~~LTIP Unit~~the Performance Awards. ~~Restricted stock or restricted Unit award~~Service Award and ~~LTIP Unit~~Performance Award amortization capitalized in connection with development activities was ~~not significant.~~$456 and $887 for the three months ended September 30, 2023 and 2022, respectively, and $2,592 and $3,214 for the nine months ended September 30, 2023 and 2022, respectively. At September 30, ~~2017,~~2023, we had ~~$9,629~~$13,645 in unrecognized compensation related to unvested ~~restricted stock or restricted Unit awards~~Service Awards and ~~LTIP Unit~~Performance Awards. The weighted average period ~~that~~over which the unrecognized compensation is expected to be recognized is ~~0.94~~0.77 years.

10. ~~Derivatives~~Derivative Instruments

Our objectives in using derivatives are to add stability to interest expense and to manage our cash flow volatility and exposure to interest rate movements. To accomplish ~~this objective,~~these objectives, we primarily use ~~interest rate protection agreements~~derivative instruments as part of our interest rate risk management strategy. ~~Interest rate protection agreements~~Derivative instruments designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

We have interest rate swaps to manage our exposure to changes in SOFR related to our Unsecured Term Loans. We have three interest rate swaps with an aggregate notional value of $200,000, that fix the SOFR rate component at 0.99% and mature on February 2, 2026 (the "2021 Swaps"). During the nine months ended September 30, 2023, we amended our 2021 Unsecured Term Loan to replace LIBOR with SOFR as the benchmark interest rate. Borrowings under the 2021 Unsecured Term Loan bear interest at SOFR, plus a 10 basis point adjustment plus a credit spread which is currently 85 basis points.

We have eight interest rate swaps with an aggregate notional value of $425,000 that fix the SOFR rate component at 2.69% and mature on September 30, 2027 (the "2022 Swaps").

We have seven interest rate swaps, with an aggregate notional value of $300,000 that fix the SOFR rate component at 3.93% (the "2022 II Swaps"). $150,000 of the 2022 II Swaps' aggregate notional value matures on December 1, 2025 and the remaining $150,000 of the 2022 II Swaps' aggregate notional value matures on August 1, 2027. We have designated the 2021 Swaps, the 2022 Swaps and the 2022 II Swaps as cash flow hedges.

Our agreements with our derivative counterparties contain certain cross-default provisions ~~whereby a default on any of~~that may be triggered in the event that our other indebtedness ~~could cause us to be declared~~is in default, ~~on our derivative obligations~~ subject to certain thresholds. As of September 30, ~~2017,~~2023, we had not posted any collateral related to these agreements and were not in breach of any of the provisions of these agreements. If we had breached these agreements, we could have been required to settle our obligations under the agreements at their termination value.

~~Fair Value Hedges~~

In connection with the originations of the seven-year, $200,000 unsecured loan (the "2014 Unsecured Term Loan") and the seven-year, $260,000 unsecured loan (the "2015 Unsecured Term Loan" and together with the 2014 Unsecured Term Loan, the "Unsecured Term Loans") (See Note 4) , we entered into interest rate protection agreements to manage our exposure to changes in the one month LIBOR rate. The four interest rate protection agreements, which fix the variable rate of the 2014 Unsecured Term Loan, have an aggregate notional value of $200,000, mature on January 29, 2021 and fix the LIBOR rate at a weighted average rate of 2.29% (the "2014 Swaps"). The six interest rate protection agreements, which fix the variable rate of the 2015 Unsecured Term Loan, have an aggregate notional value of $260,000, mature on September 12, 2022 and fix the LIBOR rate at a weighted average rate of 1.79% (the "2015 Swaps"). We designated the 2014 Swaps and 2015 Swaps as cash flow hedges.

~~Derivative Instruments Not Designated for Hedge Accounting Treatment~~

In September 2017, we entered into two interest rate protection agreements (the "Treasury Locks"), with an aggregate notional value of $100,000, in order to fix the interest rate on an anticipated unsecured debt offering. The Treasury Locks fix the ten year U.S. Treasury rate at a weighted average rate of approximately 2.18% and are required to be cash settled by March 2, 2018. Due to the strict requirements surrounding the application of hedge accounting, we elected not to designate the Treasury Locks as hedges. As such, the full change in the fair value of the Treasury Locks during the third quarter is recorded as a mark-to-market gain on interest rate protection agreements within the income statement as opposed to being recorded in other comprehensive income. For the three months ended September 30, 2017, we recognized $1,848 in mark-to-market gain on interest rate protection agreements related to the Treasury Locks.

The following table sets forth our financial assets ~~and liabilities~~ related to the ~~2015~~2021 Swaps, the 2022 Swaps and the ~~Treasury Locks, which are included in prepaid expenses and other assets on the consolidated balance sheets, and the 2014~~2022 II Swaps, which are included in ~~accounts payable, accrued expenses~~the line items Prepaid Expenses and ~~other liabilities on the consolidated balance sheets,~~Other Assets, Net or Accounts Payable, Accrued Expenses and ~~all of which~~Other Liabilities and are accounted for at fair value on a recurring basis as of September 30, ~~2017:~~2023 and December 31, 2022:


				Fair Value Measurements at Reporting Date Using:								Fair Value Measurements:
Description	Fair Value			Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)			Unobservable Inputs (Level 3)	Description	Fair Value at September 30, 2023		Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Derivatives designated as a hedging instrument:									Derivatives designated as a hedging instrument:
Assets:									Assets:
2015 Swaps	$	1,174		—	$	1,174		—
2021 Swaps									2021 Swaps	$	17,201	—	$	17,201	—
2022 Swaps									2022 Swaps	$	26,286	—	$	26,286	—
2022 II Swaps									2022 II Swaps	$	5,645	—	$	5,645	—

										Fair Value at December 31, 2022
Derivatives designated as a hedging instrument:									Derivatives designated as a hedging instrument:
Assets:									Assets:
2021 Swaps									2021 Swaps	$	17,976	—	$	17,976	—
2022 Swaps									2022 Swaps	$	19,057	—	$	19,057	—
Liabilities:									Liabilities:
2014 Swaps	$	(3,405	)	—	$	(3,405	)	—
2022 II Swaps									2022 II Swaps	$	(253)	—	$	(253)	—

Derivatives not designated as a hedging instrument:
Assets:
Treasury Locks	$	1,848		—	$	1,848		—

There was no ineffectiveness recorded on the ~~2014~~2021 Swaps, ~~and 2015~~the 2022 Swaps or the 2022 II Swaps during the nine months ended September 30, ~~2016.~~2023. See Note 7 for more information regarding our derivatives.

The estimated fair value of the ~~2014~~2021 Swaps, ~~2015~~the 2022 Swaps and the ~~Treasury Locks~~2022 II Swaps was determined using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments are incorporated in the fair value to account for potential non-performance risk, including our own non-performance risk and the respective ~~counterparty’s~~counterparty's non-performance risk. We determined that the significant inputs used to value the ~~2014~~2021 Swaps, the ~~2015~~2022 Swaps and the ~~Treasury Locks~~2022 II Swaps fell within Level 2 of the fair value hierarchy.

11. Related Party Transactions

At September 30, ~~2017~~2023 and December 31, ~~2016,~~2022, the Operating Partnership had receivable balances of ~~$10,194~~$9,303 and ~~$10,448,~~$9,285, respectively, from a direct wholly-owned subsidiary of the Company.

Additionally, see Note 5 for transactions with our joint venture.

12. Commitments and Contingencies

In the normal course of business, we are involved in legal actions arising from the ownership of our industrial properties. In our opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a materially adverse effect on our consolidated financial position, operations or liquidity.

In conjunction with the development of industrial properties, we have entered into agreements with general contractors for the construction of industrial properties. At September 30, ~~2017,~~2023, we had ~~nine industrial properties~~seven development projects totaling approximately ~~2.7~~2.2 million square feet of GLA under construction. The estimated total investment as of September 30, ~~2017~~2023 is approximately ~~$192,600.~~$345,000. Of this amount, approximately ~~$120,900~~$152,600 remains to be funded. There can be no assurance that the actual completion cost will not exceed the estimated total investment.

During the year ended December 31, 2016, a fire significantly destroyed one industrial property totaling approximately 0.03 million square feet of GLA located in San Diego, California (the “2016 Fire”). In a separate event, on April 3, 2017, a fire caused significant damage to one industrial property totaling approximately 0.08 million square feet of GLA located in Los Angeles, California (the “2017 Fire”). During the respective periods in which the fires occurred, we wrote off the unamortized net book value of the building improvements for the damaged portions of the industrial properties and recorded a receivable from our insurance company for the amount of the write off, less our $25 deductible per occurrence. As of September 30, 2017, we have an aggregate receivable outstanding from the insurance company for both the 2016 Fire and the 2017 Fire of $8,830. While we believe the damages incurred due to the 2016 Fire and 2017 Fire are fully insured and reimbursable in accordance with our insurance policies, subject to the deductibles, there can be no assurance that the cost to repair the damages will be collected.

13. Subsequent Events

~~From October 1, 2017 to October 26, 2017, we sold nine industrial properties for approximately $54,075.~~

~~From October 1, 2017 to October 26, 2017, we acquired one industrial property for a purchase price of approximately $8,235, excluding costs and credits incurred in conjunction with~~We have evaluated subsequent events through the ~~acquisition of~~date that the ~~property.~~

consolidated financial statements were issued, noting none.



Item 2.			~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q. Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to First Industrial Realty Trust, Inc. (the "Company") and its subsidiaries, including First Industrial, L.P. (the "Operating Partnership") and its consolidated subsidiaries.

Forward-Looking Statements

The following discussion may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). We intend for such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on certain assumptions and describe our future plans, strategies and expectations, and are generally identifiable by use of the words "believe," "expect," "plan," "intend," "anticipate," "estimate," "project," "seek," "target," "potential," "focus," "may," "will," "should" or similar words. Although we believe the expectations reflected in forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be attained or that results will not materially differ.

Factors ~~which~~that could have a materially adverse effect on our operations and future prospects include, but are not limited to:

•changes in national, international, regional and local economic conditions generally and real estate markets specifically;

•changes in legislation/regulation (including changes to laws governing the taxation of real estate investment trusts) and actions of regulatory authorities;

•our ability to qualify and maintain our status as a real estate investment trust;

•the availability and attractiveness of financing (including both public and private capital) and changes in interest rates;

•the availability and attractiveness of terms of additional debt repurchases;

~~changes in~~•our ability to retain our credit agency ratings;

•our ability to comply with applicable financial covenants;

•our competitive environment;

•changes in supply, demand and valuation of industrial properties and land in our current and potential market areas;

~~difficulties in identifying and consummating acquisitions and dispositions;~~•our ability to identify, acquire, develop and/or manage properties on favorable terms;

•our ability to dispose of properties on favorable terms;

•our ability to manage the integration of properties we acquire;

•potential liability relating to environmental matters;

•defaults on or non-renewal of leases by our tenants;

•decreased rental rates or increased vacancy rates;

•higher-than-expected real estate construction costs and delays in development or lease-up schedules;

~~changes~~•the uncertainty and economic impact of pandemics, epidemics or other public health emergencies or fear of such events, such as the outbreak of COVID-19;

•potential natural disasters and other potentially catastrophic events such as acts of war and/or terrorism;

•technological developments, particularly those affecting supply chains and logistics;

•litigation, including costs associated with prosecuting or defending claims and any adverse outcomes;

•risks associated with our investments in ~~general accounting principles, policies~~joint ventures, including our lack of sole decision-making authority; and ~~guidelines applicable to real estate investment trusts; and~~

•other risks and uncertainties described in this report, in Item 1A, "Risk Factors" and elsewhere in our annual report on Form 10-K for the year ended December 31, ~~2016~~2022 as well as those risks and uncertainties discussed from time to time in our other Exchange Act reports and in our other public filings with the Securities and Exchange Commission (the ~~“SEC”~~"SEC").

We caution you not to place undue reliance on forward-looking statements, which reflect our outlook only and speak only as of the date of this report. We assume no obligation to update or supplement forward-looking statements.

The Company is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of 1986 (the "Code"). As of September 30, 2023, we owned 434 industrial properties located in 18 states, containing an aggregate of approximately 67.2 million square feet of gross leasable area ("GLA").Of the 434 properties owned on a consolidated basis, none of them are directly owned by the Company.

We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate ~~96.7%~~97.5% ownership interest ("General Partner Units") at September 30, ~~2017.~~2023. The Operating Partnership also conducts operations through ~~eight~~several other limited partnerships (the "Other Real Estate Partnerships"), numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Operating Partnership holds at least a 99% limited partnership interest in each of the Other Real Estate Partnerships. The general partners of the Other Real Estate Partnerships are separate corporations, wholly-owned by the Company, each with at least a .01% general partnership interest in the Other Real Estate Partnerships. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. ~~Noncontrolling~~The noncontrolling interest in the Operating Partnership of approximately ~~3.3%~~2.5% at September 30, ~~2017~~2023 represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units").

~~Profits, losses and distributions~~Through a wholly-owned TRS of the Operating Partnership, ~~the LLCs, the Other Real Estate Partnerships and the TRSs are allocated~~we own an equity interest in a joint venture (the "Joint Venture"). We also provide various services to the ~~general partner and~~Joint Venture. The Joint Venture is accounted for under the ~~limited partners,~~equity method of accounting. The operating data of the ~~members~~Joint Venture is not consolidated with that of the Operating Partnership or the ~~shareholders,~~Company as ~~applicable, of such entities in accordance with the provisions contained within their respective organizational documents.~~

~~As of September 30, 2017, we owned 516 industrial properties located in 22 states, containing an aggregate of approximately 62.8 million square feet of gross leasable area ("GLA").Of the 516 properties owned on a consolidated basis, none of them are directly owned by the Company.~~presented herein.

Available Information

We maintain a website at www.firstindustrial.com. Information on this website shall not constitute part of this Form 10-Q. Copies of our respective annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports are available without charge on our website as soon as reasonably practicable after such reports are filed with or furnished to the SEC. You may also read and copy any document filed at the public reference facilities of the SEC at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at (800) SEC-0330 for further information about the public reference facilities. These documents also may be accessed through the ~~SEC’s~~SEC's Interactive Data Electronic Application via the SEC's home page on the Internet (www.sec.gov). In addition, the Company's Corporate Governance Guidelines, Code of Business Conduct and Ethics, Audit Committee Charter, Compensation Committee Charter and Nominating/Corporate Governance Committee Charter, along with supplemental financial and operating information prepared by us, are all available without charge on the Company's website or upon request to the Company. Amendments to, or waivers from, our Code of Business Conduct and Ethics that apply to our executive officers or directors will also be posted to our website. We also post or otherwise make available on our website from time to time other information that may be of interest to our investors. ~~Please direct requests as follows:~~

~~First Industrial Realty Trust, Inc.~~

~~311 S. Wacker Drive, Suite 3900~~

~~Chicago, IL 60606~~

~~Attention: Investor Relations~~

Management's Overview

Business Objectives and Growth Plans

Our fundamental business objective is to maximize the total return to the Company's stockholders and the Operating Partnership's partners by increasing our cash flow and property values. Our long-term business growth plans include the following elements:

•Internal Growth.We ~~believe~~seek to grow internally by (i) increasing revenues by renewing or re-leasing spaces subject to expiring leases at higher rental levels; (ii) obtaining contractual rent escalations on our ~~financial condition~~long-term leases; (iii) increasing occupancy levels at properties where vacancies exist and ~~results of operations are, primarily, a function of our performance in four key areas: leasing of industrial properties, acquisition~~maintaining occupancy elsewhere; (iv) controlling and ~~development of additional industrial properties, disposition of industrial properties and access to external capital.~~

~~We generate revenue primarily from rental income and tenant recoveries from operating leases of our industrial properties. Such revenue is offset by certain~~minimizing property ~~specific~~ operating expenses, ~~such as real estate taxes, repairs and maintenance, property management, utilities and insurance expenses, along with certain other costs and expenses, such as depreciation and amortization costs and~~ general and administrative and interest expenses. Our revenue growth is dependent, in part, on our ability to: (i) increase rental income, through increasing either or both occupancy rates and rental rates at our properties; (ii) maximize tenant recoveries; and (iii) minimize operating and certain other expenses. Revenues generated from rental income and tenant recoveries are a significant source of funds, in addition to income generated from gains on the sale of our properties (as discussed below), for our liquidity. The leasing of property, in general, and occupancy rates, rental rates, operating expenses and ~~certain non-operating expenses, in particular, are impacted, variously, by property specific, market specific, general economic~~releasing costs; and other conditions, many of which are beyond our control. The leasing of property also entails various risks, including the risk of tenant default. If we were unable to maintain or increase occupancy rates and rental rates at our properties or to maintain tenant recoveries and operating and certain other expenses consistent with historical levels and proportions, our revenue would decline. Further, if a significant number of our tenants were unable to pay rent (including tenant recoveries) or if we were unable to rent our properties on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.(v) renovating existing properties.

~~Our revenue growth is also dependent, in part, on our ability to acquire existing, and develop new industrial properties on favorable terms.~~•External Growth. We seek to identify opportunities to acquire existing industrial properties on favorable terms, and, when conditions permit, also seek to acquire and develop new industrial properties on favorable terms. Existing properties, as they are acquired, and acquired and developed properties, as they are leased, generate revenue from rental income, tenant recoveries and fees, which, as discussed above, are sources of funds for our distributions to our stockholders and Unitholders. The acquisition andgrow externally through (i) the development of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The acquisition and development of properties also entails various risks, including the risk that our investments may not perform as expected. For example, acquired existing and acquired and developed new properties may not sustain and/or achieve anticipated occupancy and rental rate levels. With respect to acquired and developed new properties, we may not be able to complete construction on schedule or within budget, resulting in increased debt service expense and construction costs and delays in leasing the properties. Also, we face significant competition for attractive acquisition and development opportunities from other well-capitalized real estate investors, including publicly-traded REITs and private investors. Further, as discussed below, we may not be able to finance the acquisition and development opportunities we identify. If we were unable to acquire and develop sufficient additional properties on favorable terms, or if such investments did not perform as expected, our revenue growth would be limited and our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.

We also generate income from the sale of our properties (including existing buildings, buildings which we have developed or re-developed on a merchant basis and land). The gain or loss on, and fees from, the sale of such properties are included in our income and can be a significant source of funds, in addition to revenues generated from rental income and tenant recoveries. Proceeds from sales are used to repay outstanding debt and, market conditions permitting, may be used to fund the acquisition of existingbest-in-class industrial properties and the acquisition ~~and development~~ of ~~new~~individual or portfolios of industrial ~~properties. The sale of~~ properties ~~is impacted, variously, by property specific, market specific, general economic and other conditions, many of~~ which ~~are beyond~~meet our ~~control. The sale of properties also entails various risks, including competition from other sellers and~~investment parameters within our 15 target markets with a primary emphasis on coastal markets; (ii) the ~~availability of attractive financing for potential buyers~~expansion of our ~~properties. Further,~~existing properties; and (iii) securing additional joint venture investments.

•Portfolio Enhancement. We continually seek to upgrade our ability to sell properties is limited by safe harbor rules applying to REITs under the Code which relate to the number of properties that may be disposed of in a year, their tax bases and the cost of improvements made to the properties, along with other tests which enable a REIT to avoid punitive taxation onoverall portfolio via new investments as well as through the sale of ~~assets. If~~select assets that we ~~are unable~~believe do not exhibit favorable characteristics for long-term cash flow growth. We target new investments in 15 key logistic markets where developable land is more scarce and which exhibit desirable long-term growth characteristics. We seek to ~~sell~~refine our portfolio over the coming years by focusing on bulk and regional warehouses properties ~~on favorable terms,~~and downsizing our ~~income~~light industrial holdings.

Our ability to pursue our long-term growth ~~would be limited~~plans is affected by market conditions and our financial condition ~~results~~and operating capabilities.

Business Strategies

We utilize the following strategies in connection with the operation of our business:

•Organizational Strategy. We implement a decentralized property operations ~~cash flow~~strategy through the deployment of experienced regional management teams and local property managers. We provide acquisition, development and financing assistance, asset management oversight and financial reporting functions from our headquarters in Chicago, Illinois to support our regional operations. We believe the size of our portfolio enables us to realize operating efficiencies by spreading overhead among many properties and by negotiating purchasing discounts.

•Market Strategy. Our market strategy is to concentrate on 15 industrial real estate markets in the United States with a primary emphasis on coastal markets. These markets have one or more of the following characteristics: (i) favorable industrial real estate fundamentals, including improving industrial demand and constrained future supply that can lead to long-term rent growth; (ii) favorable economic and business environments that should benefit from increases in distribution activity driven by growth in global trade and local consumption; (iii) population growth as it generally drives industrial demand; (iv) natural barriers to entry and scarcity of land which are key elements in delivering future rent growth; and (v) sufficient size to provide ample opportunity for growth through incremental investments as well as offer asset liquidity.

•Leasing and Marketing Strategy. We have an operational management strategy designed to enhance tenant satisfaction and portfolio performance. We pursue an active leasing strategy, which includes broadly marketing available space, seeking to renew existing leases at higher rents while minimizing re-leasing costs and seeking leases which provide for the pass-through of property-related expenses to the tenant. We also have local and national marketing programs which focus on the business and real estate brokerage communities and multi-national tenants.

•Acquisition/Development Strategy. Our investment strategy is primarily focused on developing and acquiring industrial properties in 15 key logistics markets in the United States, with an emphasis on markets with a coastal orientation, through the deployment of experienced regional management teams. When evaluating potential industrial property acquisitions and developments, we consider such factors as: (i) the geographic area and type of property; (ii) the location, construction quality, functionality, condition and design of the property; (iii) the terms of tenant leases, including the potential for rent increases; (iv) the potential for economic growth and the general business, tax and regulatory environment of the area in which the property is located; (v) the occupancy and demand by tenants for properties of a similar type in the vicinity; (vi) competition from existing properties and the

potential for the construction of new properties in the area; (vii) the potential for capital appreciation of the property; (viii) the ability to ~~make distributions to our stockholders~~improve the property's performance through renovation; and ~~Unitholders,~~(ix) the ~~market price~~potential for expansion of the ~~Company's common stock and the market value~~physical layout of the ~~Units could be adversely affected.~~property and/or the number of sites.

•Disposition Strategy. We continually evaluate local market conditions and property-related factors in all of our markets for purposes of identifying assets suitable for disposition. We look to sell properties with lower rent growth prospects and/or assets with less than optimal functionality and redeploy the capital into higher rent growth assets in key logistics markets primarily with a coastal orientation. We also seek to shrink our holdings of light industrial assets over time.

We•Financing Strategy. To finance acquisitions, developments and debt maturities, as market conditions permit, we may utilize a portion of ~~the net sales~~ proceeds from property sales, unsecured debt offerings, term loans, mortgage financings and line of credit borrowings under our $750.0 million unsecured revolving credit ~~facility~~agreement (the "Unsecured Credit Facility"), and proceeds from the issuance, when and as warranted, of additional ~~debt and~~ equity ~~securities~~securities. We also continually evaluate joint venture arrangements as another source of capital to ~~refinance debt and~~ finance ~~future~~ acquisitions and developments. Access to external capital on favorable terms plays a key role in our financial condition and results of operations, as it impacts our cost of capital and our ability and cost to refinance existing indebtedness as it matures and our ability to fund acquisitions and developments. Our ability to access external capital on favorable terms is dependent on various factors, including general market conditions, interest rates, credit ratings on our debt, the market’s perception of our growth potential, our current and potential future earnings and cash distributions and the market price of the Company's common stock. If we were unable to access external capital on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.

Summary of ~~Significant Transactions During~~ the Nine Months Ended September 30, ~~2017~~2023

Our operating results remained strong during the nine months ended September 30, 2023. Our quarter end in-service occupancy was 95.4% and for leases that commenced during the nine months ended September 30, 2023, we increased cash rental rates by 58.9% on new and renewal leasing (39.4% during the third quarter). At September 30, 2023, we had seven projects comprising 2.2 million square feet of GLA under development with an estimated investment of approximately $345 million.

During the nine months ended September 30, ~~2017,~~2023, we completed the following significant real estate ~~transactions and financing~~ activities:

•We acquired ~~six~~two industrial properties comprised of approximately ~~0.9~~0.03 million square feet of GLA located in our Southern California market for an aggregate purchase price of $11.2 million, excluding transaction costs.

•We acquired approximately 230.3 acres of land for development located in our Nashville, Philadelphia, South Florida and Southern California markets for an aggregate purchase price of $76.5 million, excluding transaction costs.

•We commenced speculative development of three industrial buildings comprised of 0.7 million square feet of GLA in our Philadelphia, South Florida and Southern California markets.

•We sold four industrial properties comprising approximately 0.2 million square feet of GLA and ~~several~~two land parcels for ~~an aggregate purchase price of approximately $159.0 million, excluding costs incurred in conjunction with the acquisition.~~

~~We sold 30 industrial properties comprised of approximately 1.9 million square feet of GLA for total~~ gross ~~sales~~ proceeds of $61.4 million.

•Our Joint Venture sold approximately ~~$99.3~~31 acres of land located in Phoenix for gross proceeds of $50 million.

~~We issued ten-year, $125.0~~ Our pro-rata share of the gain was $17.3 million ~~private placement notes at a rate~~and we recognized an incentive fee of ~~4.30% and twelve-year, $75.0 million private placement notes at a rate of 4.40%.~~

~~We paid off and retired~~$7.1 million. These amounts exclude our ~~2017 II Notes, at maturity,~~partner's 6% share in the ~~amount of $101.9 million~~Joint Venture that we consolidate and report in our financial statements as ~~well as $36.1 million in mortgage loans payable.~~Noncontrolling Interest.

Our significant financing activities during the nine months ended September 30, 2023 were:

•We declared a first, second and third quarter cash ~~dividend~~dividends of ~~$0.21~~$0.32 per common share or Unit per quarter, an increase of ~~10.5%~~8.5% from the ~~2016~~2022 quarterly rate.

~~We issued 2,560,000 shares of the Company's common stock in an underwritten public offering. Proceeds to~~•On May 31, 2023, the Company ~~net~~amended its Unsecured Credit Facility agreement and its $200.0 million term loan agreement (the "2021 Unsecured Term Loan") to replace LIBOR with SOFR as the benchmark interest rate. Borrowings under the Unsecured Credit Facility bear interest at SOFR, plus a 10 basis point adjustment, plus a credit spread, which is currently 77.5 basis points. Borrowings under the 2021 Unsecured Term Loan bear interest at SOFR, plus a 10 basis point adjustment, plus a credit spread, which is currently 85 basis points. The credit spreads for each debt instrument are subject to adjustment based on our leverage and investment grade rating.

•At September 30, 2023, we had $472.4 million available for additional borrowings under our Unsecured Credit Facility and cash and cash equivalents of ~~the underwriter's discount, were $74.9 million.~~$53.2 million, after excluding our Joint Venture partner's 6% share of cash and cash equivalents that we consolidate and report in our financial statements.

Results of Operations

The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the three and nine months ended September 30, ~~2017~~2023 and ~~2016.~~2022. Same store properties are properties owned prior to January 1, ~~2016~~2022 and held as an in-service property through September 30, ~~2017~~2023 and developments and redevelopments that were placed in service prior to January 1, ~~2016 or were substantially completed for the 12 months prior to January 1, 2016.~~2022. Properties ~~which~~that are at least 75% occupied at acquisition are placed in ~~service. Acquisitions~~service, unless we anticipate tenant move-outs within two years of ownership would drop occupancy below 75%. Properties that are less than 75% occupied at the date of acquisition ~~developments and redevelopments~~ are placed in service as they reach the earlier of ~~a) stabilized~~90% occupancy ~~(generally defined as 90% occupied),~~ or b) one year subsequent to ~~acquisition~~acquisition. Developments, redevelopments and acquired income-producing land parcels for which our ultimate intent is to redevelop or develop on the land parcel are placed in service as they reach the earlier of 90% occupancy or one year subsequent to development/redevelopment construction completion. Acquired properties with occupancy greater than 75% at acquisition, but with tenants that we anticipate will move out ~~in the first year~~within two years of ownership, will be placed in service upon the earlier of reaching 90% occupancy or twelve months after move out. Properties are moved from the same store classification to the redevelopment classification when capital expenditures for a project are estimated to exceed 25% of the undepreciated gross book value of the property. Acquired properties are properties that were acquired subsequent to December 31, ~~2015~~2021 and held as an operating property through September 30, ~~2017.~~2023. Sold properties are properties that were sold subsequent to December 31, ~~2015. (Re)~~2021. Developments ~~include developments~~ and redevelopments (collectively referred to as "(Re)Developments") include (re)developments that were not: a) substantially complete 12 months prior to January 1, ~~2016;~~2022; or b) stabilized prior to January 1, ~~2016.~~2022. Other revenues are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company, interest income, joint venture fees and other miscellaneous revenues. Other property expenses are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company, vacant land expenses and other miscellaneous regional expenses.

Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition, (re)development and sale of properties. Our future revenues and expenses may vary materially from historical rates.

Comparison of Nine Months Ended September 30, ~~2017~~2023 to Nine Months Ended September 30, ~~2016~~2022

Our net income was ~~$107.0~~$194.1 million and ~~$101.1~~$297.7 million for the nine months ended September 30, ~~2017~~2023 and ~~2016,~~2022, respectively.

For the nine months ended September 30, ~~2017~~2023 and ~~2016,~~2022, the average daily occupancy ~~rates~~rate of our same store properties ~~were 96.1%~~was 97.7% and ~~96.4%~~97.9%, respectively.


	Nine Months Ended September 30,
	2023		2022		$ Change		% Change
	($ in 000's)
REVENUES
Same Store Properties	$	392,491	$	362,516	$	29,975	8.3	%
Acquired Properties	7,798		2,730		5,068		185.6	%
Sold Properties	564		11,125		(10,561)		(94.9)	%
(Re)Developments	40,509		10,694		29,815		278.8	%
Other	15,389		8,250		7,139		86.5	%


Total Revenues	$	456,751	$	395,315	$	61,436	15.5	%

Nine Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
REVENUES
Same Store Properties $ 263,974
$ 256,431
$ 7,543
2.9 %
Acquired Properties 5,460
1,423
4,037
283.7 %
Sold Properties 3,605
15,143
(11,538 ) (76.2 )%
(Re) Developments 18,684
5,309
13,375
251.9 %
Other 2,549
1,738
811
46.7 %
Total Revenues $ 294,272
$ 280,044
$ 14,228
5.1 %

Revenues from same store properties increased ~~$7.5~~$30.0 million primarily due to ~~an increase~~increases in rental rates and tenant recoveries, ~~slightly~~ offset by a slight decrease in occupancy. Revenues from acquired ~~propertie~~sproperties increased ~~$4.0 million~~$5.1 million due to the 1213 industrial properties acquired subsequent to December 31, ~~2015~~2021 totaling approximately ~~1.6~~0.5 million square feet of GLA. Revenues from sold properties decreased ~~$11.5~~$10.6 million due to the 9313 industrial properties sold subsequent to December 31, ~~2015~~2021 totaling approximately ~~5.8~~2.4 million square feet of GLA. Revenues from (re)developments increased ~~$13.4~~$29.8 million due to an increase in ~~occupancy. Other revenues~~occupancy and tenant recoveries. Revenues from other increased ~~$0.8~~$7.1 million primarily due to ~~an increase~~joint venture fees, legal settlement proceeds, interest income earned on cash balances and revenues from income-producing land parcels for which our ultimate intent is to redevelop or develop in ~~occupancy related to two properties acquired in 2015 and placed in service during 2016.~~the future.


	Nine Months Ended September 30,
	2023		2022		$ Change		% Change
	($ in 000's)
PROPERTY EXPENSES
Same Store Properties	$	96,848	$	90,084	$	6,764	7.5	%
Acquired Properties	1,657		593		1,064		179.4	%
Sold Properties	161		2,660		(2,499)		(93.9)	%
(Re)Developments	12,405		1,753		10,652		607.6	%
Other	13,427		10,960		2,467		22.5	%


Total Property Expenses	$	124,498	$	106,050	$	18,448	17.4	%

Nine Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
PROPERTY EXPENSES
Same Store Properties $ 70,269
$ 68,145
$ 2,124
3.1 %
Acquired Properties 1,442
283
1,159
409.5 %
Sold Properties 1,578
5,937
(4,359 ) (73.4 )%
(Re) Developments 4,003
1,515
2,488
164.2 %
Other 6,543
6,901
(358 ) (5.2 )%
Total Property Expenses $ 83,835
$ 82,781
$ 1,054
1.3 %

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties increased ~~$2.1~~$6.8 million primarily due to an increase in real estate tax expense and insurance expense. Property expenses from acquired ~~properties~~properties increased ~~$1.2~~$1.1 million due to properties acquired subsequent to December 31, ~~2015.~~2021. Property expenses from sold ~~properties~~properties decreased ~~$4.4~~$2.5 million due to properties sold subsequent to December 31, ~~2015.~~2021. Property expenses from (re)developments increased ~~$2.5~~$10.7 million primarily due to the substantial completion of developments. ~~Other property~~Property expenses ~~decreased $0.4~~from other increased $2.5 million due to ~~a decrease~~an increase in real estate tax expense related to land parcels purchased in 2021 and 2022 and an increase in certain miscellaneous expenses.

General and administrative expense increased ~~$1.2~~by $2.1 million, or ~~6.1%~~8.4%, due to an increase in ~~incentive~~ compensation and other professional costs.

Joint Venture development services expense ~~slightly offset~~increased by ~~a decrease in professional services expense.~~

As discussed in Note 2 to the Consolidated Financial Statements, we adopted a new accounting standard relating to the definition of a business on January 1, 2017. We anticipate that our acquisitions of real estate in the future generally will not meet the definition of a business combination. Accordingly, acquisition costs, which historically have been expensed, will be capitalized as part of the basis of the real estate assets acquired. We applied this new accounting standard prospectively. For$2.4 million, or 745.9%, for the nine months ended September 30, ~~2016, we recognized $0.3 million~~2023, which relates to expenses paid to a third party to assist with the development of ~~expenses related to costs associated with acquiring industrial~~ properties ~~from third parties.~~

in the Joint Venture.


	Nine Months Ended September 30,										Nine Months Ended September 30,
	2017		2016		$ Change			% Change			2023		2022		$ Change		% Change
	($ in 000’s)										($ in 000's)
DEPRECIATION AND OTHER AMORTIZATION										DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties	$	76,246	$	77,229	$	(983	)	(1.3	)%	Same Store Properties	$	97,861	$	96,568	$	1,293	1.3	%
Acquired Properties	2,876		773		2,103			272.1	%	Acquired Properties	3,395		1,502		1,893		126.0	%
Sold Properties	1,135		4,766		(3,631		)	(76.2	)%	Sold Properties	87		2,821		(2,734)		(96.9)	%
(Re) Developments	5,254		4,199		1,055			25.1	%
(Re)Developments										(Re)Developments	16,554		5,105		11,449		224.3	%
Corporate Furniture, Fixtures and Equipment and Other	1,719		1,701		18			1.1	%	Corporate Furniture, Fixtures and Equipment and Other	3,611		2,716		895		33.0	%
Total Depreciation and Other Amortization	$	87,230	$	88,668	$	(1,438	)	(1.6	)%	Total Depreciation and Other Amortization	$	121,508	$	108,712	$	12,796	11.8	%

Depreciation and other amortization from same store properties ~~decreased $1.0 million due to accelerated depreciation and amortization taken during the nine months ended September 30, 2016 attributable to certain tenants who terminated their lease early.~~remained relatively unchanged. Depreciation and other amortization from acquired properties increased ~~$2.1~~$1.9 million due to properties acquired subsequent to December 31, ~~2015.~~2021. Depreciation and other amortization from sold properties decreased ~~$3.6~~$2.7 million due to properties sold subsequent to December 31, ~~2015.~~2021. Depreciation and other amortization from (re)developments increased ~~$1.1~~$11.4 million primarily due to an increase in depreciation and amortization related to completed ~~developments offset by accelerated depreciation on one property in Rancho Dominguez, CA which was razed during the first quarter of 2016.~~developments. Depreciation from corporate furniture, fixtures and equipment and ~~other remained relatively unchanged.~~other increased $0.9 million due to depreciation and amortization related to properties acquired that were not yet stabilized at December 31, 2021 and therefore are not yet included in the same store pool.

For the nine months ended September 30, ~~2017,~~2023, we recognized ~~$52.1~~$47.4 million of gain on sale of real estate related to the sale of 30four industrial properties comprised of approximately ~~1.9~~0.2 million square feet of ~~GLA.~~GLA and two land parcels. For the nine months ended September 30, ~~2016,~~2022, we recognized ~~$60.8~~$84.2 million of gain on sale of real estate related to the sale of 50eight industrial properties comprised of approximately ~~2.6~~1.6 million square feet of ~~GLA.~~GLA and one land parcel.

Interest expense ~~decreased $1.6~~increased by $20.8 million, or ~~3.5%~~62.9%, ~~primarily~~ due to ~~a decrease~~an increase in the weighted average interest rate for the nine months ended September 30, 2023 (4.03%) as compared to the nine months ended September 30, 2022 (3.26%), an increase in the weighted average debt balance outstanding for the nine months ended September 30, ~~2017~~2023 ($~~1,396.2~~2,155.3 million) as compared to the nine months ended September 30, ~~2016~~2022 ($~~1,411.4~~1,871.7 million), ~~an increase~~and a decrease in capitalized interest of ~~$0.7~~$1.5 million ~~for~~during the nine months ended September 30, ~~2017~~2023 as compared to the nine months ended September 30, 2016 due to an increase in development activities and a slight decrease in the weighted average interest rate for the nine months ended September 30, 2017 (4.47%) as compared to the nine months ended September 30, 2016 (4.50%).2022.

Amortization of ~~deferred financing~~debt issuance costs ~~remained relatively unchanged.~~

In September 2017, we entered into two interest rate protection agreements (the “Treasury Locks”) in order to fix the interest rate on an anticipated unsecured debt offering. Due to the strict requirements surrounding the application of hedge accounting, we elected not to designate the Treasury Locks as hedges. As such, the full change in the fair value of the Treasury Locks during the third quarter is recorded as a mark-to-market gain on interest rate protection agreements within the income statement as opposed to being recorded in other comprehensive income. Mark-to-market gain was $1.8increased $0.4 million, ~~for the nine months ended September 30, 2017.~~

~~For the nine months ended September 30, 2017, we recognized a loss from retirement of debt of $1.7 million~~or 18.7%, due to ~~the early payoff of certain mortgage loans related to prepayment penalties and the write-off of unamortized deferred financing costs.~~

~~Income tax provision increased $1.0 million, or 432.8%,~~debt issuance costs incurred during the nine months ended September 30, ~~2017 as compared~~2022 related to the issuance of the $300.0 million term loan, offset by a decrease in amortization expense related to issuance costs on mortgages paid off during the nine months ended September 30, ~~2016~~2022.

Equity in income of joint venture decreased $87.6 million, or 74.1%, due to ~~an increase~~a decrease in ~~taxable~~our pro-rata share of gain from the sale of real estate and an incentive fee, partially offset by an increase in rental and interest income we earned from the Joint Venture. These amounts include our partner's 6% interest in the Joint Venture that we consolidate and report within our financial statements.

Income tax expense decreased $16.4 million, or 67.3%, primarily due to a decrease in taxable gains and an incentive fee, partially offset by an increase in rental and interest income recognized by one of our ~~TRSs.~~TRSs from its share of equity in income from the Joint Venture.

Comparison of Three Months Ended September 30, ~~2017~~2023 to Three Months Ended September 30, ~~2016~~2022

Our net income was ~~$44.7~~$77.1 million and ~~$32.7~~$126.9 million for the three months ended September 30, ~~2017~~2023 and ~~2016,~~2022, respectively.

For the three months ended September 30, ~~2017~~2023 and ~~2016,~~2022, the average daily occupancy ~~rates~~rate of our same store properties ~~were 96.0%~~was 97.1% and ~~96.1%~~98.1%, respectively.


	Three Months Ended September 30,
	2023		2022		$ Change		% Change
	($ in 000's)
REVENUES
Same Store Properties	$	132,846	$	123,705	$	9,141	7.4	%
Acquired Properties	2,585		1,742		843		48.4	%
Sold Properties	13		3,528		(3,515)		(99.6)	%
(Re)Developments	14,813		6,765		8,048		119.0	%
Other	4,848		4,013		835		20.8	%


Total Revenues	$	155,105	$	139,753	$	15,352	11.0	%

Three Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
REVENUES
Same Store Properties $ 88,524
$ 86,064
$ 2,460
2.9 %
Acquired Properties 2,746
731
2,015
275.6 %
Sold Properties 316
3,598
(3,282 ) (91.2 )%
(Re) Developments 6,770
2,498
4,272
171.0 %
Other 954
671
283
42.2 %
Total Revenues $ 99,310
$ 93,562
$ 5,748
6.1 %

Revenues from same store properties increased ~~$2.5~~$9.1 million primarily due to ~~an increase~~increases in rental ~~rates.~~ rates and tenant recoveries, offset by a decrease in occupancy. Revenues from acquired properties increased ~~$2.0 millio~~n$0.8 million due to the 1213 industrial properties acquired subsequent to December 31, ~~2015~~2021 totaling approximately ~~1.6~~0.5 million square feet of GLA. Revenues from sold properties decreased ~~$3.3~~$3.5 million due to the 9313 industrial properties sold subsequent to December 31, ~~2015~~2021 totaling approximately ~~5.8~~2.4 million square feet of GLA. Revenues from (re)developments increased ~~$4.3~~$8.0 million due to an increase in ~~occupancy. Other revenues~~occupancy and tenant recoveries. Revenues from other increased $~~0.3 million~~$0.8 million primarily due to ~~an increase in occupancy related to two properties acquired in 2015~~joint venture fees and ~~placed in service during 2016.~~interest income earned on cash balances.

Three Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
PROPERTY EXPENSES
Same Store Properties $ 24,062
$ 23,057
$ 1,005
4.4 %
Acquired Properties 751
132
619
468.9 %
Sold Properties 157
1,489
(1,332 ) (89.5 )%
(Re) Developments 1,450
427
1,023
239.6 %
Other 2,032
2,434
(402 ) (16.5 )%
Total Property Expenses $ 28,452
$ 27,539
$ 913
3.3 %

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties ~~increased $1.0 million~~increased $2.9 million primarily due to an increase in real estate tax ~~expense.~~expense and insurance. Property expenses from acquired ~~properties~~properties increased ~~$0.6~~$0.1 million due to properties acquired subsequent to December 31, ~~2015.~~2021. Property expenses from sold ~~properties~~properties decreased ~~$1.3 million~~$0.9 million due to properties sold subsequent to December 31, ~~2015.~~2021. Property expenses from (re)developments ~~increased $1.0 millio~~nincreased $4.0 million primarily due to the substantial completion of developments. ~~Other property~~Property expenses ~~decreased $0.4~~from other increased $0.7 million due to ~~a decrease~~an increase in ~~certain miscellaneous expenses.~~real estate tax expense related to land parcels purchased in 2021 and 2022.

General and administrative expense remained relatively unchanged.

Joint Venture development services expense increased ~~$0.5~~by $0.2 million, or ~~8.5%~~75.8%, ~~primarily due to an increase in incentive compensation expense.~~

~~For~~for the three months ended September 30, ~~2016, we recognized $0.1 million~~2023, which relates to expenses paid to a third party to assist with the development of ~~expenses related to costs associated with acquiring industrial~~ properties ~~from third parties.~~

in the Joint Venture.

Depreciation and other amortization from same store properties remained relatively unchanged. Depreciation and other amortization from acquired properties increased ~~$1.1~~$0.1 million due to properties acquired subsequent to December 31, ~~2015.~~2021. Depreciation and other amortization from sold properties decreased ~~$1.1~~$0.6 million due to properties sold subsequent to December 31, ~~2015.~~2021. Depreciation and other amortization from (re)developments increased ~~$1.0~~$3.1 million primarily due to an increase in depreciation and amortization related to completed developments. Depreciation from corporate furniture, fixtures and equipment and other remained relatively unchanged.

For the three months ended September 30, ~~2017,~~2023, we recognized ~~$23.3~~$34.4 million of gain on sale of real estate related to the sale of 10three industrial properties comprised of approximately ~~0.9~~0.03 million square feet of ~~GLA.~~GLA and one land parcel. For the three months ended September 30, ~~2016,~~2022, we recognized ~~$16.8~~$83.9 million of gain on sale of real estate related to the sale of 19eight industrial properties comprised of approximately ~~0.7~~1.6 million square feet of GLA.

Interest expense ~~and amortization of deferred financing costs each remained relatively unchanged.~~

~~Mark-to-market gain on~~increased by $6.8 million, or 52.0%, due to an increase in the weighted average interest rate ~~protection agreements relates to the Treasury Locks and was $1.8 million~~ for the three months ended September 30, ~~2017.~~2023 (4.10%) as compared to the three months ended September 30, 2022 (3.36%), an increase in the weighted average debt balance outstanding for the three months ended September 30, 2023 ($2,233.0 million) as compared to the three months ended September 30, 2022 ($2,030.1 million), and a decrease in capitalized interest of $0.9 million during the three months ended September 30, 2023 as compared to the three months ended September 30, 2022.

Amortization of debt issuance costs increased $0.1 million, or 13.0%, primarily due to debt issuance costs incurred during the nine months ended September 30, 2022 related to the issuance of the $300.0 million term loan.

Equity in income of joint venture for the three months ended September 30, 2023 was $1.5 million which was primarily comprised of rental and interest income recognized by one of our TRSs from its share of equity in income from the Joint Venture. This amount includes our partner's 6% interest in the Joint Venture that we consolidate and report within our financial statements.

Income tax ~~benefit (provision)~~provision for both the three months ended September 30, 2023 and 2022 was not ~~significant in either period.~~

The following table provides a summary of our commenced leases for the three and nine months ended September 30, ~~2017.~~2023. The table does not include month-to-month leases or leases with terms less than twelve months.

(A) Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.

(B) Straight line basis rent growth is a ratio of the change in net rent (including straight line rent adjustments) on a new or renewal lease compared to the net rent (including straight line rent adjustments) of the comparable lease. New leases where there were no prior comparable leases are excluded.

(D) Lease costs are comprised of the costs incurred or capitalized for improvements of vacant and renewal spaces, as well as the commissions paid and costs capitalized for leasing transactions. Lease costs per square foot represent the total turnover costs expected to be incurred on the leases that commenced during the period and do not reflect actual expenditures for the period.

(E) Represents the weighted average ~~square feet of tenants renewing their respective leases.~~

~~During the three and nine months ended September 30, 2017, 26 and 75 new leases commenced with free rent periods during the lease term with such leases constituting 0.7 million and 1.5 million~~ square feet of ~~GLA. Total free rent concessions~~tenants renewing their respective leases.

The following table provides a summary of ~~$0.7 million and $1.6 million were associated with these new leases. During the three and nine months ended September 30, 2017, one and two renewal~~our leases that commenced with free rent periods during the lease terms with such leases constituting 0.03 and 0.1 million square feet of GLA. Total free rent concessions of $0.01 and $0.02 million were associated with these renewal leases. Additionally, during the three and nine months ended September 30, ~~2017, five and nine development and acquisition leases commenced with free~~2023, which included rent ~~periods~~concessions during the lease term with such leases constituting 0.5 million and 1.5 million square feet of GLA, respectively. Total free rent concessions of $0.5 million and $2.5 million were associated with these development and acquisition leases.


Three Months Ended	Number of Leases With Rent Concessions	Square Feet (in 000's)	Rent Concessions ($)
New Leases	15	254	$	295
Renewal Leases	2	23	22
Development / Acquisition Leases	3	537	1,835
Total	20	814	$	2,152

Nine Months Ended
New Leases	40	1,303	$	2,681
Renewal Leases	11	798	1,212
Development / Acquisition Leases	12	1,338	4,898
Total	63	3,439	$	8,791

Liquidity and Capital Resources

At September 30, ~~2017,~~2023, our cash and cash equivalents was approximately $53.2 million, after excluding our Joint Venture partner's share of cash and ~~restricted~~ cash ~~were approximately $9.5 million~~equivalents that we consolidate and $5.1 million, respectively. Restricted cash is comprised of gross proceeds from the sales of certain industrial properties. These sale proceeds will be disbursed as we exchange industrial properties under Section 1031 of the Code.report in our financial statements. We also had ~~$463.2~~$472.4 million available for additional borrowings under our Unsecured Credit Facility as of September 30, ~~2017.~~2023.

We have considered our short-term (through September 30, ~~2018)~~2024) liquidity needs and the adequacy of our estimated cash flow from operations and other expected liquidity sources to meet these needs. Our 7.50%, 2017 Notes (described in Note 4 to the Consolidated Financial Statements), in the aggregate principal amount of $55.0 million are due December 1, 2017. Also, we have $159.5 million in mortgage loans payable outstanding at September 30, 2017 that mature prior to September 30, 2018. We ~~expect to satisfy these payment obligations with borrowings under our Unsecured Credit Facility. With the exception of these payment obligations, we~~ believe that our principal short-term liquidity needs are to fund normal recurring expenses, property acquisitions, developments, renovations, expansions and other nonrecurring capital improvements, debt service requirements, the minimum distributions required to maintain the Company's REIT qualification under the Code and distributions approved by the Company's Board of Directors. We anticipate that these needs will be met with cash flows provided by operating activities as well as the disposition of select assets. These needs may also be met by the issuance of ~~additional~~other debt or equity ~~or debt~~ securities, ~~or long-term unsecured indebtedness,~~ subject to market conditions, ~~and contractual restrictions~~ or borrowings under our Unsecured Credit Facility.

We expect to meet long-term (after September 30, ~~2018)~~2024) liquidity requirements such as property acquisitions, developments, scheduled debt maturities, major renovations, expansions and other nonrecurring capital improvements through the disposition of select assets, long-term unsecured and secured indebtedness and the issuance of additional equity ~~or debt~~ securities, subject to market conditions.

At September 30, 2017, borrowings under our Unsecured Credit Facility bore interest at a weighted average interest rate of 2.39%. As of October 26, 2017, we had approximately $415.2 million available for additional borrowings under our Unsecured Credit Facility. Our Unsecured Credit Facility contains certain financial covenants including limitations on incurrence of debt and debt service coverage. Our access to borrowings may be limited if we fail to meet any of these covenants. We believe that we were in compliance with our financial covenants as of September 30, ~~2017,~~2023, and we anticipate that we will be able to operate in compliance with our financial covenants for the ~~remainder~~next twelve months.

As of ~~2017.~~October 20, 2023, we had approximately $419.4 million available for additional borrowings under our Unsecured Credit Facility.

Our senior unsecured notes have been assigned credit ratings from Standard & ~~Poor’s, Moody’s~~Poor's, Moody's and Fitch Ratings of ~~BBB-/Baa3/BBB,~~BBB/Stable, Baa2/Stable and BBB/Stable, respectively. In the event of a downgrade, we believe we would continue to have access to sufficient ~~capital; however,~~capital. However, our cost of borrowing would increase and our ability to access certain financial markets may be limited.

~~Nine Months Ended September 30, 2017~~

~~Net~~Cash Flow Activity

The following table summarizes our cash ~~provided by operating activities~~flow activity for the Company ~~of approximately $146.7 million (net cash provided by operating activities for the Operating Partnership of approximately $147.0 million)~~ for the nine months ended September 30, ~~2017 was comprised primarily of~~2023 and 2022:


	2023		2022
	(In thousands)
Net cash provided by operating activities	$	240,444	$	346,022
Net cash used in investing activities	(322,880)		(511,467)
Net cash (used in) provided by financing activities	(8,430)		258,500

The following table summarizes our cash flow activity for the ~~non-cash adjustments of approximately $38.9~~Operating Partnership for the nine months ended September 30, 2023 and 2022:


	2023		2022
	(In thousands)
Net cash provided by operating activities	$	240,428	$	345,965
Net cash used in investing activities	(322,880)		(511,467)
Net cash (used in) provided by financing activities	(8,414)		258,557

Changes in cash flow for the nine months ended September 30, 2023, compared to the prior year comparable period are described as follows:

Operating Activities: Cash provided by operating activities decreased $105.6 million ~~net income of approximately $107.0 million and the net change in the Company's operating assets and liabilities of approximately $2.3 million ($2.6~~(decreased $105.5 million for the Operating Partnership), primarily due to the following:

•decrease in distributions from our Joint Venture of $111.4 million in 2023 as compared to 2022;

•increase of $20.8 million in interest expense; and

•decrease in accounts payable, accrued expenses, other liabilities, rents received in advance and security deposits due to timing of cash payments; offset ~~by the payments~~by:

◦increase in NOI from same store properties, acquired properties and recently developed properties of prepayment penalties associated with the retirement of debt of approximately $1.5 million. The adjustments for the non-cash items of approximately $38.9 million are primarily comprised of depreciation and amortization of approximately $95.0 million, the loss from retirement of debt of approximately $1.7 million and the provision for bad debt of approximately $0.2$46.4 million offset by a decrease in NOI due to the ~~gain on sale~~disposition of real estate of ~~approximately $52.1~~$8.1 million; and

◦decrease of $16.4 million ~~mark-to-market gain on interest rate protection agreements of approximately $1.8 million and the effect of the straight-lining of rental~~in income ~~of approximately $4.1 million.~~tax provision.

~~Net cash~~Investing Activities: Cash used in investing activities ~~for both~~decreased $188.6 million, primarily due to the ~~Company~~following:

•decrease of $282.5 million related to the acquisition, development and investment in real estate attributable to fewer acquisitions and a reduction in expenditures related to developments under construction during the ~~Operating Partnership~~nine months ended September 30, 2023 as compared to the nine months ended September 30, 2022; partially offset by:

◦decrease of ~~approximately $164.6~~$64.1 million in net proceeds received from the disposition of real estate in 2023 as compared to 2022; and

◦decrease of $36.6 million in net distributions from and contributions to our Joint Venture in 2023 as compared to 2022.

Financing Activities: Cash used in financing activities was $8.4 million for the nine months ended September 30, ~~2017 was comprised primarily of the acquisition of several land parcels and six industrial properties comprised of approximately 0.9~~2023 compared to $258.5 million square feet of GLA, the development of real estate, capital expenditures related to the improvement of existing real estate and payments related to leasing activities, offset by net proceeds from the sale of real estate and a decrease in escrows (primarily related to sales proceeds held by third party intermediaries to be disbursed as we exchange into properties under Section 1031 of the Code).

During the nine months ended September 30, 2017, we sold 30 industrial properties comprised of approximately 1.9 million square feet of GLA. Proceeds from the sales of these 30 industrial properties, net of closing costs, were approximately $95.2 million. We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale for the remainder of 2017.

~~Net cash~~ provided by financing activities ~~for the Company of approximately $17.5 million (net cash provided by financing activities for the Operating Partnership of approximately $17.3 million)~~ for the nine months ended September 30, ~~2017 was comprised~~2022, resulting in a decrease of cash provided by financing activities of $266.9 million ($267.0 million for the Operating Partnership) primarily due to the following:

•decrease of ~~the net~~$165.0 million in proceeds from refinancing the ~~origination~~expiring $260.0 million unsecured term loan with a $425.0 million unsecured term loan in 2022;

•decrease in net borrowings under our Unsecured Credit Facility of ~~$200.0~~$146.0 million in 2023 as compared to 2022;

•decrease of ~~private placement notes as well as the~~$12.8 million related to net proceeds from the issuance of common stock or General Partner Units offset by the repayments on our senior unsecured notes and mortgage loans payable, net repayment on our Unsecured Credit Facility, common stock and Unit distributions, payments of financing and equity issuance costs, the repurchase and retirement of restricted stock and restricted Units and solely with respect to the Operating Partnership, the Operating Partnership's net distributions to noncontrolling interests.

During the nine months ended September 30, 2017, the Operating Partnership issued $125 million of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the “2027 Private Placement Notes”) and $75 million of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the “2029 Private Placement Notes”) in a private placement pursuant to a Note and Guaranty Agreement dated February 21, 2017. The 2027 Private Placement Notes and the 2029 Private Placement Notes are unsecured obligations of the Operating Partnership that are fully and unconditionally guaranteed by the Company and require semi-annual interest payments.

~~During the nine months ended September 30, 2017, the Company issued 2,560,000~~218,230 shares of the Company's common stock ~~through a public offering, resulting~~under our ATM in ~~proceeds, net~~2022;

•increase in distributions to noncontrolling interests of ~~the underwriter's discount,~~$7.1 million in 2023 as compared to 2022; and



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



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


Nine Months Ended September 30, 2023:	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interests		Total
Balance as of December 31, 2022	$	1,321	$	2,401,334	$	23,131	$	33,412	$	71,101	$	2,530,299
Net Income	—		—		55,967		—		4,808		60,775
Other Comprehensive Loss	—		—		—		(12,592)		(326)		(12,918)

Stock Based Compensation Activity	1		(412)		(710)		—		5,748		4,627
Common Stock Dividends and Unit Distributions ($0.320 Per Share/Unit)	—		—		(42,401)		—		(1,059)		(43,460)
Conversion of Limited Partner Units to Common Stock	—		513		—		—		(513)		—


Distributions to Noncontrolling Interests	—		—		—		—		(11,358)		(11,358)
Reallocation - Additional Paid-in Capital	—		(1,166)		—		—		1,166		—
Reallocation - Other Comprehensive Income	—		—		—		(88)		88		—
Balance as of March 31, 2023	$	1,322	$	2,400,269	$	35,987	$	20,732	$	69,655	$	2,527,965
Net Income	—		—		54,636		—		1,598		56,234
Other Comprehensive Income	—		—		—		17,487		452		17,939

Stock Based Compensation Activity	1		1,288		(2)		—		1,931		3,218
Common Stock Dividends and Unit Distributions ($0.320 Per Share/Unit)	—		—		(42,404)		—		(1,049)		(43,453)
Conversion of Limited Partner Units to Common Stock	—		151		—		—		(151)		—


Distributions to Noncontrolling Interests	—		—		—		—		(64)		(64)
Reallocation - Additional Paid-in Capital	—		1,689		—		—		(1,689)		—

Balance as of June 30, 2023	$	1,323	$	2,403,397	$	48,217	$	38,219	$	70,683	$	2,561,839
Net Income	—		—		75,012		—		2,127		77,139
Other Comprehensive Income	—		—		—		7,447		192		7,639

Stock Based Compensation Activity	—		1,277		—		—		2,160		3,437
Common Stock Dividends and Unit Distributions ($0.320 Per Share/Unit)	—		—		(42,373)		—		(877)		(43,250)
Conversion of Limited Partner Units to Common Stock	—		396		—		—		(396)		—


Distributions to Noncontrolling Interests	—		—		—		—		(101)		(101)
Reallocation - Additional Paid-in Capital	—		2,278		—		—		(2,278)		—
Reallocation - Other Comprehensive Income	—		—		—		8		(8)		—
Balance as of September 30, 2023	$	1,323	$	2,407,348	$	80,856	$	45,674	$	71,502	$	2,606,703



	Common Stock		Additional Paid-in- Capital			Distributions in Excess of Accumulated Earnings			Accumulated Other Comprehensive Loss			Noncontrolling Interest			Total
Balance as of December 31, 2016	$	1,172	$	1,886,771		$	(641,859	)	$	(4,643	)	$	43,184		$	1,284,625
Issuance of Common Stock, Net of Issuance Costs	25		74,636			—			—			—			74,661
Stock Based Compensation Activity	2		5,088			(724		)	—			—			4,366
Conversion of Limited Partner Units to Common Stock	—		39			—			—			(39		)	—
Reallocation - Additional Paid-in-Capital	—		(1,569		)	—			—			1,569			—
Common Stock Dividends and Unit Distributions	—		—			(75,379		)	—			(2,544		)	(77,923		)
Net Income	—		—			103,469			—			3,531			107,000
Reallocation - Other Comprehensive Income	—		—			—			(3		)	3			—
Other Comprehensive Income	—		—			—			1,493			51			1,544
Balance as of September 30, 2017	$	1,199	$	1,964,965		$	(614,493	)	$	(3,153	)	$	45,755		$	1,394,273



	Purchase Price			Weighted Average Life (in Months)
Land	$	90,429		N/A
Building and Improvements	61,973			(A)
Other Assets	1,195			(B)
In-Place Leases	6,670			70
Above Market Leases	127			34
Below Market Leases	(1,420		)	85
Total Purchase Price (C)	$	158,974



	Outstanding Balance at						Interest Rate at September 30, 2017	Effective Interest Rate at Issuance	Maturity Date
	September 30, 2017			December 31, 2016			Interest Rate at September 30, 2017	Effective Interest Rate at Issuance	Maturity Date
Mortgage Loans Payable, Gross	$	454,283		$	498,435		4.03% – 8.26%	3.82% – 8.26%	June 2018 – September 2022
Unamortized Deferred Financing Costs	(2,033		)	(2,905		)
Unamortized Premiums	301			426
Mortgage Loans Payable, Net	$	452,551		$	495,956
Senior Unsecured Notes, Gross
2017 Notes	54,981			54,981			7.50%	7.52%	12/1/2017
2027 Notes	6,070			6,070			7.15%	7.11%	5/15/2027
2028 Notes	31,901			31,901			7.60%	8.13%	7/15/2028
2032 Notes	10,600			10,600			7.75%	7.87%	4/15/2032
2017 II Notes	—			101,871			N/A	N/A	5/15/2017
2027 Private Placement Notes	125,000			—			4.30%	4.30%	4/20/2027
2029 Private Placement Notes	75,000			—			4.40%	4.40%	4/20/2029
Subtotal	$	303,552		$	205,423
Unamortized Deferred Financing Costs	(1,864		)	(320		)
Unamortized Discounts	(86		)	(105		)
Senior Unsecured Notes, Net	$	301,602		$	204,998
Unsecured Term Loans, Gross
2014 Unsecured Term Loan (A)	$	200,000		$	200,000		3.99%	N/A	1/29/2021
2015 Unsecured Term Loan (A)	260,000			260,000			3.39%	N/A	9/12/2022
Subtotal	$	460,000		$	460,000
Unamortized Deferred Financing Costs	(2,862		)	(3,362		)
Unsecured Term Loans, Net	$	457,138		$	456,638
Unsecured Credit Facility (B)	$	157,000		$	189,500		2.39%	N/A	3/11/2019



	Amount
Remainder of 2017	$	57,662
2018	165,449
2019	236,329
2020	58,762
2021	266,818
Thereafter	589,815
Total	$	1,374,835



	2017			2016
Balance as of December 31	$	43,184		$	42,035
Net Income	3,531			3,635
Unit Distributions	(2,544		)	(2,436		)
Other Comprehensive Income	51			(449		)
Conversion of Limited Partner Units to Common Stock (A)	(39		)	(819		)
Reallocation - Additional Paid-in-Capital	1,569			2,489
Reallocation - Other Comprehensive Income	3			—
Balance as of September 30	$	45,755		$	44,455



	Interest Rate Protection Agreements			Accumulated Other Comprehensive Loss of the Operating Partnership			Comprehensive Loss Attributable to Noncontrolling Interest of the Company			Accumulated Other Comprehensive Loss of the Company
Balance as of December 31, 2016	$	(4,804	)	$	(4,804	)	$	161		(4,643		)
Other Comprehensive Income Before Reclassifications	(2,122		)	(2,122		)	(54		)	(2,176		)
Amounts Reclassified from Accumulated Other Comprehensive Loss	3,666			3,666			—			3,666
Net Current Period Other Comprehensive Income	1,544			1,544			(54		)	1,490
Balance as of September 30, 2017	$	(3,260	)	$	(3,260	)	$	107		$	(3,153	)



	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities	$	43,198		$	31,519		$	103,469		$	97,436
Net Income Allocable to Participating Securities	(145		)	(110		)	(327		)	(329		)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	43,053		$	31,409		$	103,142		$	97,107
Denominator (In Thousands):
Weighted Average Shares - Basic	119,446			116,467			117,870			114,491
Effect of Dilutive Securities:
LTIP Unit Awards (As Defined in Note 9)	544			397			482			318
Weighted Average Shares - Diluted	119,990			116,864			118,352			114,809
Basic EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	0.36		$	0.27		$	0.88		$	0.85
Diluted EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	0.36		$	0.27		$	0.87		$	0.85


Three Months Ended	Number of Leases Commenced	Square Feet Commenced (in 000’s)	Net Rent Per Square Foot (1)		GAAP Basis Rent Growth (2)		Weighted Average Lease Term (3)	Lease Costs Per Square Foot (4)		Weighted Average Tenant Retention (5)		Three Months Ended	Number of Leases Commenced	Square Feet Commenced (in 000's)	Net Rent Per Square Foot (A)		Straight Line Basis Rent Growth (B)		Weighted Average Lease Term (C)	Lease Costs Per Square Foot (D)		Weighted Average Tenant Retention (E)
New Leases	35	765	$	5.28	27.2	%	6.3	$	4.81	N/A		New Leases	21	309	$	11.53	67.4	%	4.8	$	6.43	N/A
Renewal Leases	38	639	$	7.13	16.4	%	4.2	$	1.56	68.8	%	Renewal Leases	28	510	$	9.43	54.5	%	4.4	$	1.83	48.0	%
Development / Acquisition Leases	5	536	$	4.64	N/A		4.8	N/A		N/A		Development / Acquisition Leases	3	537	$	12.75	N/A		10.0	N/A		N/A
Total / Weighted Average	78	1,940	$	5.71	21.3	%	5.2	$	3.33	N/A		Total / Weighted Average	52	1,356	$	11.22	59.7	%	6.7	$	3.56	48.0	%

Nine Months Ended												Nine Months Ended
New Leases - Year to Date	110	2,085	$	5.26	22.8	%	5.4	$	4.34	N/A
Renewal Leases - Year to Date	146	5,569	$	4.79	15.4	%	3.7	$	0.91	81.0	%
Development / Not In Service Acquisition Leases - Year to Date	9	1,502	$	5.00	N/A		7.1	N/A		N/A
Year to Date - Total / Weighted Average	265	9,156	$	4.93	17.5	%	4.7	$	1.84	N/A
New Leases												New Leases	55	1,751	$	13.23	117.2	%	5.3	$	6.77	N/A
Renewal Leases												Renewal Leases	93	3,877	$	9.12	67.0	%	5.0	$	2.22	59.8	%
Development / Acquisition Leases												Development / Acquisition Leases	12	1,338	$	12.98	N/A		9.1	N/A		N/A
Total / Weighted Average												Total / Weighted Average	160	6,966	$	10.89	83.8	%	5.9	$	3.64	59.8	%


~~(1)~~	~~Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.~~


~~(2)~~	GAAP basis rent growth is a ratio of the change in net rent (on a GAAP basis, including straight-line rent adjustments as required by GAAP) on a new or renewal lease compared to the net rent (on a GAAP basis) of the comparable lease. New leases where there were no prior comparable leases are excluded.


~~(3)~~	~~The lease term is expressed in years. Assumes no exercise of lease renewal options, if any.~~


~~(4)~~	Lease costs are comprised of the costs incurred or capitalized for improvements of vacant and renewal spaces, as well as the commissions paid and costs capitalized for leasing transactions. Lease costs per square foot represent the total turnover costs expected to be incurred on the leases signed during the period and do not reflect actual expenditures for the period.



	~~FIRST INDUSTRIAL, L.P.~~

	~~By:~~	~~FIRST INDUSTRIAL REALTY TRUST, INC.~~
		~~as general partner~~

	~~By:~~	~~/S/ SCOTT A. MUSIL~~
		~~Scott A. Musil~~ ~~Chief Financial Officer~~ ~~(Principal Financial Officer)~~

	~~By:~~	~~/S/ SARA E. NIEMIEC~~
		~~Sara E. Niemiec~~ ~~Chief Accounting Officer~~ ~~(Principal Accounting Officer)~~



~~Exhibits~~	~~Description~~

31.1*	Certification of Principal Executive Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.2*		Certification of Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.3*		Certification of Principal Executive Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.4*		Certification of Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

32.1**		Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**		Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.1*		The following financial statements from First Industrial Realty Trust, Inc.’s's and First Industrial L.P.'s Quarterly Report on Form 10-Q for the quarter ended September 30, ~~2017,~~2023, formatted in XBRL: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Statements of Operations (unaudited), (iii) Consolidated Statements of Comprehensive Income (unaudited), (iv) Consolidated Statement of Changes in ~~Stockholders’~~ Equity / Consolidated Statement of Changes in Partners' Capital (unaudited), (v) Consolidated Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Financial Statements (unaudited)

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


	By:	/S/ SCOTT A. MUSIL
**	~~Furnished herewith.~~	Scott A. Musil Chief Financial Officer (Principal Financial Officer)

	By:	/S/ SARA E. NIEMIEC
		Sara E. Niemiec Chief Accounting Officer (Principal Accounting Officer)


			FIRST INDUSTRIAL, L.P.

			By:			FIRST INDUSTRIAL REALTY TRUST, INC.
						as general partner

			By:			/S/ SCOTT A. MUSIL
						Scott A. Musil Chief Financial Officer (Principal Financial Officer)

			By:			/S/ SARA E. NIEMIEC
						Sara E. Niemiec Chief Accounting Officer (Principal Accounting Officer)