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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): September 24, 2010
Terreno Realty Corporation
 
(Exact name of registrant as specified in its charter)
         
Maryland   001-34603   27-1262675
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
16 Maiden Lane, Fifth Floor
San Francisco, CA 94108

(Address of principal executive offices) (Zip Code)
(415) 655-4580
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

This Form 8-K/A amends and supplements the registrant’s Form 8-K, filed on September 27, 2010 reporting the acquisition of Middlebrook (the “Initial Report”), to include the historical financial statements and pro forma financial information required by Item 9.01(a) and (b) of Form 8-K. This Form 8-K/A should be read in conjunction with the Initial Report. This 8-K/A also includes the historical financial statements of 130 Interstate that was acquired on September 29, 2010 and for which we are also filing a Form 8-K/A.
Item 9.01. Financial Statements and Exhibits
         
(a) Financial Statements Under Rule 3-14 of Regulation S-X
       
(i) Statements of Revenues and Certain Expenses for Middlebrook
       
    3  
    4  
    5  
(ii) Statements of Revenues and Certain Expenses for 130 Interstate
       
    7  
    8  
    9  
 
(b) Unaudited Pro Forma Condensed Consolidated Information
       
    11  
    13  
    14  
    15  
 EX-23.1
(d) Exhibits
     
Exhibit    
Number   Title
 
23.1*
  Consent of Independent Registered Public Accounting Firm
 
  Filed herewith

 


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Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders of
Terreno Realty Corporation
San Francisco, California
We have audited the accompanying statement of revenues and certain expenses (the “Historical Summary”) of Middlebrook, located in Bound Brook, New Jersey (the “Property”) for the year ended December 31, 2009. This Historical Summary is the responsibility of the Property’s management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audit in accordance with generally accepted auditing standards as established by the Auditing Standards Board (United States) and in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free of material misstatement. The Property is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting as it relates the Historical Summary. Our audit included consideration of internal control over financial reporting as it relates to the Historical Summary as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Property’s internal control over financial reporting as it relates to the Historical Summary. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the Historical Summary, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Historical Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in this Form 8-K/A of Terreno Realty Corporation ) as described in Note 2 to the Historical Summary and is not intended to be a complete presentation of the Property’s revenues and expenses.
In our opinion, such Historical Summary presents fairly, in all material respects, the revenues and certain expenses described in Note 2 to the Historical Summary of the Property for the year ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP
San Francisco, California
December 6, 2010

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Middlebrook
Statements of Revenues and Certain Expenses
For the Period from January 1, 2010 to September 23, 2010 (unaudited)
and the Year Ended December 31, 2009
(in thousands)
                 
    For the Period from        
    January 1, 2010 to        
    September 23, 2010     For the Year Ended  
    (unaudited)     December 31, 2009  
Revenues:
               
Rental
  $ 1,888     $ 2,591  
Tenant reimbursements
    891       1,181  
 
           
Total revenues
    2,779       3,772  
 
               
Certain expenses:
               
Property operating expenses
    980       1,217  
Real estate taxes
    364       499  
Interest expense
    475       673  
 
           
Total expenses
    1,819       2,389  
 
               
 
           
Revenues in excess of certain expenses
  $ 960     $ 1,383  
 
           
See accompanying notes to statements of revenues and certain expenses.

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Middlebrook
Notes to Statements of Revenues and Certain Expenses
For the Period from January 1, 2010 to September 23, 2010 (unaudited)
and the Year Ended December 31, 2009
1. Background and Basis of Presentation
The accompanying statements of revenues and certain expenses present the results of operations of Middlebrook (the “Property”), for the period from January 1, 2010 to September 23, 2010 and the year ended December 31, 2009. The Property was acquired by a wholly-owned subsidiary of Terreno Realty Corporation from a third-party seller, Advance at Middlebrook Crossroads, LLC, on September 24, 2010 for approximately $27.0 million. In connection with the acquisition of the Property, the subsidiary assumed a mortgage loan with a total principal amount of approximately $15.5 million with a fixed annual interest rate of 4.9%. The Property is located in Bound Brook, New Jersey and consists of 18 multi-tenant industrial buildings containing approximately 581,000 square feet (unaudited), which were approximately 76% leased (unaudited) to 20 tenants at the time of acquisition.
The accompanying statements of revenues and certain expenses (“Historical Summaries”) have been prepared on the accrual basis of accounting. The Historical Summaries have been prepared for the purpose of complying with the provisions of Article 3-14 of Regulation S-X promulgated by the Securities and Exchange Commission and for inclusion in this Current Report on Form 8-K/A of Terreno Realty Corporation and are not intended to be a complete presentation of the revenues and expenses of the Property for the period from January 1, 2010 to September 23, 2010 and for the year ended December 31, 2009 as certain expenses, primarily depreciation and amortization expense and other costs not comparable to the proposed future operations of the Property have been excluded. Management is not aware of any material factors at the Property other than those disclosed above, that would cause the reported financial information not to be necessarily indicative of future operating results.
2. Summary of Significant Accounting Policies
Revenue Recognition
Rental revenues from operating leases are recorded on a straight-line basis over the term of the leases. Tenant reimbursements represent recoveries from tenants for utilities and certain property maintenance expenses. Tenant reimbursements are recognized as revenues in the period the applicable costs are accrued.

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Property Operating Expenses
Property operating expenses represent the direct expenses of operating the Property and include maintenance, utilities, property management fees, repairs, and insurance costs that are expected to continue in the ongoing operations of the Property. Expenditures for maintenance and repairs are charged to operations as incurred.
Use of Estimates
The preparation of the Historical Summaries in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions of the reported amounts of revenues and certain expenses during the reporting period. Actual results could differ from those estimates used in the preparation of the Historical Summaries.
Interim Statements
The statement for the period from January 1, 2010 to September 23, 2010 is unaudited, however, in the opinion of management of Terreno Realty Corporation, all significant adjustments necessary for a fair presentation of the statement for the interim period have been included. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year of the operation of the Property.
Tenant Concentration
For the year ended December 31, 2009, two tenants accounted for approximately 27% of rental revenues.
Future Minimum Rental Income
Future minimum rents to be received under non-cancelable lease agreements as of December 31, 2009 were as follows (in thousands):
         
2010
  $ 2,527  
2011
    2,231  
2012
    1,556  
2013
    1,634  
2014
    964  
Therafter
    3,873  
 
     
Total
  $ 12,785  
 
     

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Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders of
Terreno Realty Corporation
San Francisco, California
We have audited the accompanying statement of revenues and certain expenses (the “Historical Summary”) of 130 Interstate, located in South Brunswick, New Jersey (the “Property”) for the year ended December 31, 2009. This Historical Summary is the responsibility of the Property’s management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audit in accordance with generally accepted auditing standards as established by the Auditing Standards Board (United States) and in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free of material misstatement. The Property is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting as it relates the Historical Summary. Our audit included consideration of internal control over financial reporting as it relates to the Historical Summary as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Property’s internal control over financial reporting as it relates to the Historical Summary. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the Historical Summary, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Historical Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in this Form 8-K/A of Terreno Realty Corporation ) as described in Note 2 to the Historical Summary and is not intended to be a complete presentation of the Property’s revenues and expenses.
In our opinion, such Historical Summary presents fairly, in all material respects, the revenues and certain expenses described in Note 2 to the Historical Summary of the Property for the year ended December 31, 2009 in conformity with accounting principles generally accepted in the United States of America.
/s/ Deloitte & Touche LLP
San Francisco, California
December 6, 2010

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130 Interstate
Statements of Revenues and Certain Expenses
For the Period from January 1, 2010 to September 28, 2010 (unaudited)
and the Year Ended December 31, 2009
(in thousands)
                 
    For the Period from        
    January 1, 2010 to        
    September 28, 2010     For the Year Ended  
    (unaudited)     December 31, 2009  
Revenues:
               
Rental
  $ 1,364     $ 1,819  
Tenant reimbursements
    380       518  
 
           
Total revenues
    1,744       2,337  
 
               
Certain expenses:
               
Property operating expenses
    98       102  
Real estate taxes
    306       408  
 
           
Total expenses
    404       510  
 
               
 
           
Revenues in excess of certain expenses
  $ 1,340     $ 1,827  
 
           
See accompanying notes to statements of revenues and certain expenses.

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130 Interstate
Notes to Statements of Revenues and Certain Expenses
For the Period from January 1, 2010 to September 28, 2010 (unaudited)
and the Year Ended December 31, 2009
1. Background and Basis of Presentation
The accompanying statements of revenues and certain expenses present the results of operations of 130 Interstate (the “Property”), for the period from January 1, 2010 to September 28, 2010 and the year ended December 31, 2009. The Property was acquired by a wholly-owned subsidiary of Terreno Realty Corporation from a third-party seller, 130 Interstate Blvd., LLC, on September 29, 2010 for approximately $22.5 million. The Property is located in South Brunswick, New Jersey and consists of one multi-tenant industrial building containing approximately 413,000 square feet (unaudited), which was 100% leased (unaudited) at the time of acquisition.
The accompanying statements of revenues and certain expenses (“Historical Summaries”) have been prepared on the accrual basis of accounting. The Historical Summaries have been prepared for the purpose of complying with the provisions of Article 3-14 of Regulation S-X promulgated by the Securities and Exchange Commission and for inclusion in this Current Report on Form 8-K/A of Terreno Realty Corporation and are not intended to be a complete presentation of the revenues and expenses of the Property for the period from January 1, 2010 to September 28, 2010 and for the year ended December 31, 2009 as certain expenses, primarily depreciation and amortization expense, interest expense and other costs not comparable to the proposed future operations of the Property have been excluded. Management is not aware of any material factors at the Property other than those disclosed above, that would cause the reported financial information not to be necessarily indicative of future operating results.
2. Summary of Significant Accounting Policies
Revenue Recognition
Rental revenues from operating leases are recorded on a straight-line basis over the term of the leases. Tenant reimbursements represent recoveries from tenants for utilities and certain property maintenance expenses. Tenant reimbursements are recognized as revenues in the period the applicable costs are accrued.
Property Operating Expenses
Property operating expenses represent the direct expenses of operating the Property and include maintenance, utilities, property management fees, repairs, and insurance costs that are expected to continue in the ongoing operations of the Property. Expenditures for maintenance and repairs are charged to operations as incurred.

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Use of Estimates
The preparation of the Historical Summaries in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions of the reported amounts of revenues and certain expenses during the reporting period. Actual results could differ from those estimates used in the preparation of the Historical Summaries.
Interim Statements
The statement for the period from January 1, 2010 to September 28, 2010 is unaudited, however, in the opinion of management of Terreno Realty Corporation, all significant adjustments necessary for a fair presentation of the statement for the interim period have been included. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year of the operation of the Property.
Tenant Concentration
For the year ended December 31, 2009, one tenant accounted for 100% of rental revenues.
Future Minimum Rental Income
Future minimum rents to be received under non-cancelable lease agreements as of December 31, 2009 were as follows (in thousands):
         
2010
  $ 1,870  
2011
    1,885  
2012
    1,901  
 
     
Total
  $ 5,656  
 
     

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UNAUDITED PRO FORMA FINANCIAL INFORMATION OF TERRENO REALTY
CORPORATION
Terreno Realty Corporation (the “Company”) commenced operations with the completion of its initial public offering (“IPO”) of 8,750,000 shares of common stock and a concurrent private placement of an aggregate of 350,000 shares of common stock to its executive officers at a price per share of $20.00 on February 16, 2010. The net proceeds of the initial public offering and concurrent private placement were approximately $169.8 million after deducting the full underwriting discount of approximately $10.5 million and other estimated offering expenses of approximately $1.7 million.
The unaudited pro forma condensed consolidated statements of operations for the nine months ended September 30, 2010 and for the year ended December 31, 2009 have been prepared to reflect the incremental effect of the IPO and the acquisition of properties by the Company during the period from February 16, 2010 (commencement of operations) to September 30, 2010 (the “2010 Acquisitions”) as if such transactions had occurred on January 1, 2009. The following table summarizes the 2010 Acquisitions:
                                 
                    Purchase Price     Assumed Debt  
Property Name   Location   Acquisition Date   (in thousands)     (in thousands)  
Warm Springs I and II
  Fremont, CA   March 26, 2010   $ 7,264     $  
Fortune/Qume
  San Jose, CA   March 30, 2010     5,550        
Lawrence
  South San Francisco, CA   August 13, 2010     9,620       1,723  
Rialto
  San Bernardino, CA   September 15, 2010     12,152        
Maltese
  Totowa, NJ   September 21, 2010     16,500        
Middlebrook
  Bound Brook, NJ   September 24, 2010     27,000       15,459  
130 Interstate
  South Brunswick, NJ   September 29, 2010     22,450        
 
                           
Total
                  $ 100,536     $ 17,182  
 
                           
The unaudited pro forma financial information is not necessarily indicative of what the Company’s results of operations or financial condition would have been assuming the completion of the IPO or the acquisition of properties had occurred at the beginning of the periods presented, nor is it indicative of the Company’s results of operations or financial condition for future periods. In management’s opinion, all adjustments necessary to reflect the effects of these transactions have been made. The unaudited pro forma financial information and accompanying notes should be read in conjunction with the Company’s financial statements included on Form 10-K for the year ended December 31, 2009 and Quarterly Report on Form 10-Q for the three months ended September 30, 2010.

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Terreno Realty Corporation
Pro Forma Condensed Consolidated Statement of Operations
For the Nine Months Ended September 30, 2010
(in thousands — except share and per share data)
(Unaudited)
                                                 
                                            Pro Forma  
    Terreno Realty                     Other 2010     Pro Forma     Terreno Realty  
    Corporation (1)     Middlebrook     130 Interstate     Acquisitions     Adjustments     Corporation  
 
                                               
REVENUES
                                               
Rental revenues
  $ 987     $ 2,820 (2)   $ 1,654 (2)   $ 2,258 (2)   $     $ 7,719  
 
                                   
Total revenues
    987       2,820       1,654       2,258             7,719  
 
                                   
 
                                               
COSTS AND EXPENSES
                                               
Property operating expenses
    323       1,344 (2)     404 (2)     544 (2)           2,615  
Depreciation and amortization
    427       375 (2)     429 (2)     454 (2)           1,685  
General and administrative
    2,936                         543 (3)     3,479  
Acquisition costs
    1,906                         (1,906 )(4)      
 
                                   
Total costs and expenses
    5,592       1,719       833       998       (1,363 )     7,779  
 
                                   
 
                                               
OTHER INCOME (EXPENSE)
                                               
Interest and other income
    50                               50  
Interest expense, including amortization
    (237 )     (475 )(2)     (2)     (68 )(2)     (63 )(5)     (843 )
 
                                   
Total other income and expenses
    (187 )     (475 )           (68 )     (63 )     (793 )
 
                                               
 
                                   
Net (loss) income available to common stockholders
  $ (4,792 )   $ 626     $ 821     $ 1,192     $ 1,300     $ (853 )
 
                                   
Net loss available to common stockholders per share
  $ (0.53 )                                   $ (0.09 )
 
                                   
 
                                               
Basic and Diluted Weighted Average Common Shares Outstanding
    9,112,000                                       9,112,000  
 
                                   
See accompanying notes to unaudited pro forma condensed consolidated statement of operations.

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Terreno Realty Corporation
Notes to Pro Forma Condensed Consolidated Statement of Operations
For the Nine Months Ended September 30, 2010
(Unaudited)
 
(1)   Represents the unaudited historical consolidated operations of Terreno Realty Corporation (the “Company”) for the period from February 16, 2010 (commencement of operations) to September 30, 2010. See the historical condensed consolidated financial statements and notes thereto included in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2010.
 
(2)   The following table sets forth the incremental rental revenues, operating expenses, depreciation and amortization and interest expense of the 2010 Acquisitions for the nine months ended September 30, 2010 based on the historical operations of such properties for the periods prior to acquisition by the Company as if the properties were acquired on January 1, 2009 (dollars in thousands).
                                         
                            Depreciation and        
    Acquisition Date   Rental Revenues     Operating Expenses     Amortization     Interest Expense  
Middlebrook
  September 24, 2010   $ 2,820     $ 1,344     $ 375     $ 475  
130 Interstate
  September 29, 2010     1,654       404       429        
 
                               
Subtotal
            4,474       1,748       804       475  
 
                                       
Warm Springs I and II
  March 26, 2010     208       80       55        
Fortune/Qume
  March 30, 2010     181       40       49        
Lawrence
  August 13, 2010     588       179       103       68  
Rialto
  September 15, 2010                        
Maltese
  September 21, 2010     1,281       245       247        
 
                               
Subtotal
            2,258       544       454       68  
 
                                       
 
                               
Total
          $ 6,732     $ 2,292     $ 1,258     $ 543  
 
                               
 
    Rialto was acquired from an unrelated third-party after a sale/leaseback transaction was consummated and did not have historical revenues and expenses as the property was owned and operated by the tenant prior to June 30, 2010. As such, no property operations have been reflected in the accompanying unaudited pro forma statement of operations related to this acquisition.
 
(3)   The Company commenced operations on February 16, 2010 and thus there were no corresponding corporate general and administrative expenses prior to February 16, 2010. Reflects the adjustments to include corporate general and administrative expenses for the period on an annualized basis as if the commencement of operations occurred on January 1, 2009.
 
(4)   Reflects the adjustment to acquisitions costs as if the 2010 Acquisitions had occurred on January 1, 2009.
 
(5)   On March 24, 2010, the Company consummated a $50.0 million senior revolving credit facility which matures on March 22, 2013 and has an unused facility fee, payable quarterly, which is between 35.0 and 50.0 basis points of the unused portion of the facility depending on the amounts drawn. The credit facility has been reflected as if it was issued on January 1, 2009 and has been carried through September 30, 2010.

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Terreno Realty Corporation
Pro Forma Condensed Consolidated Statement of Operations
For Year Ended December 31, 2009
(in thousands — except share and per share data)
(Unaudited)
                                                 
                                            Pro Forma  
    Terreno Realty                     Other 2010     Pro Forma     Terreno Realty  
    Corporation (1)     Middlebrook     130 Interstate     Acquisitions     Adjustments     Corporation  
 
                                               
REVENUES
                                               
Rental revenues
  $     $ 3,828 (2)   $ 2,218 (2)   $ 3,895 (2)   $     $ 9,941  
 
                                   
Total revenues
          3,828       2,218       3,895             9,941  
 
                                   
 
                                               
COSTS AND EXPENSES
                                               
Property operating expenses
          1,716 (2)     510 (2)     1,140 (2)           3,366  
Depreciation and amortization
          513 (2)     568 (2)     917 (2)           1,998  
General and administrative
                            4,340 (3)     4,340  
Acquisition costs
                            1,906 (4)     1,906  
 
                                   
Total costs and expenses
          2,229       1,078       2,057       6,246       11,610  
 
                                   
 
                                               
OTHER INCOME (EXPENSE)
                                               
Interest and other income
                                   
Interest expense, including amortization
          (673 )(2)     (2)     (119 )(2)     (250 )(5)     (1,042 )
 
                                   
Total other income and expenses
          (673 )           (119 )     (250 )     (1,042 )
 
                                               
 
                                   
Net income (loss) available to common stockholders
  $     $ 926     $ 1,140     $ 1,719     $ (6,496 )   $ (2,711 )
 
                                   
Net income (loss) available to common stockholders per share
  $                                     $ (0.30 )
 
                                   
 
                                               
Basic and Diluted Weighted Average Common Shares Outstanding
    1,000                               9,111,000 (6)     9,112,000  
 
                                   
See accompanying notes to unaudited pro forma condensed consolidated statement of operations.

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Terreno Realty Corporation
Notes to Pro Forma Condensed Consolidated Statement of Operations
For the Year Ended December 31, 2009
(Unaudited)
 
(1)   Terreno Realty Corporation (the “Company”) commenced operations on February 16, 2010. There were no results of operations for the Company for the year ended December 31, 2009.
 
(2)   The following table sets forth the incremental rental revenues, operating expenses, depreciation and amortization and interest expense of the 2010 Acquisitions for the year ended December 31, 2009 based on the historical operations of such properties for the periods prior to acquisition by the Company as if the properties were acquired January 1, 2009 (dollars in thousands).
                                         
                            Depreciation and        
    Acquisition Date   Rental Revenues     Operating Expenses     Amortization     Interest Expense  
Middlebrook
  September 24, 2010   $ 3,828     $ 1,716     $ 513     $ 673  
130 Interstate
  September 29, 2010     2,218       510       568        
 
                               
Audited Total
            6,046       2,226       1,081       673  
 
                                       
Warm Springs I and II
  March 26, 2010     889       446       219        
Fortune/Qume
  March 30, 2010     614       116       196        
Lawrence
  August 13, 2010     614       227       163       119  
Rialto
  September 15, 2010                        
Maltese
  September 21, 2010     1,778       351       339        
 
                               
Subtotal
            3,895       1,140       917       119  
 
                                       
 
                               
Total
          $ 9,941     $ 3,366     $ 1,998     $ 792  
 
                               
 
    Rialto was acquired from an unrelated third-party after a sale/leaseback transaction was consummated and did not have historical revenues and expenses as the property was owned and operated by the tenant prior to June 30, 2010. As such, no property operations have been reflected in the accompanying unaudited pro forma statement of operations related to this acquisition.
 
(3)   The Company commenced operations on February 16, 2010 and thus there were no corresponding corporate general and administrative expenses prior to February 16, 2010. Reflects the adjustments to include corporate general and administrative expenses for the period on an annualized basis as if the commencement of operations occurred on January 1, 2009.
 
(4)   Reflects the adjustment to acquisitions costs as if the 2010 Acquisitions had occurred on January 1, 2009.
 
(5)   On March 24, 2010, the Company consummated a $50.0 million senior revolving credit facility which matures on March 22, 2013 and has an unused facility fee, payable quarterly, which is between 35.0 and 50.0 basis points of the unused portion of the facility depending on the amounts drawn. The credit facility has been reflected as if it was issued on January 1, 2009 and has been carried through September 30, 2010.

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(6)   The Company commenced operations with the completion of its initial public offering (“IPO”) and a concurrent private placement of common stock to its executive officers on February 16, 2010. Reflects the adjustment to include the net shares of common stock issued at the completion of the IPO and private placement.

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  Terreno Realty Corporation
 
 
Date: December 6, 2010  By:   /s/ Michael A. Coke    
    Michael A. Coke   
    President and Chief Financial Officer   

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Exhibit Index
     
Exhibit    
Number   Title
 
23.1*
  Consent of Independent Registered Public Accounting Firm
 
*   Filed herewith

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