Exhibit 99.1
Generation Income Properties Inc.
Overview of Unaudited Pro Forma Consolidated Financial Statements
The following unaudited pro forma condensed consolidated financial information of Generation Income Properties, Inc. (the “Company”) gives effect to the disposition of two single-tenant net-leased properties completed on May 29, 2025. The Company, through its wholly owned subsidiary GIPFL 1300 S Dale Mabry, LLC, sold the retail property occupied by Starbucks located at 1300 S Dale Mabry, Tampa, Florida. In addition, the Company, through its subsidiary GIPAL JV 15091 SW Alabama 20, LLC, sold the industrial property occupied, in part, by Auburn University located at 15091 SW Alabama 20, Huntsville, Alabama (collectively, the “Dispositions”).
The unaudited pro forma condensed consolidated balance sheet as of March 31, 2025 gives effect to the Dispositions as if they had occurred on March 31, 2025. The unaudited pro forma condensed consolidated statements of operations for the year ended December 31, 2024 and for the three months ended March 31, 2025 give effect to the Dispositions as if they had occurred on January 1, 2024.
The unaudited pro forma condensed consolidated financial information has been prepared in accordance with Article 11 of Regulation S-X and is based on the Company’s historical consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.
The unaudited pro forma condensed consolidated financial information reflects adjustments that are directly attributable to the Dispositions and factually supportable. The adjustments reflected in the unaudited pro forma condensed consolidated statements of operations are also expected to have a continuing impact on the Company’s results of operations. The pro forma adjustments include, among other things:
•removal of revenues and expenses associated with the disposed properties;
•elimination of depreciation and amortization related to the disposed properties; and
•removal of the related real estate assets and liabilities in the pro forma balance sheet.
The unaudited pro forma condensed consolidated financial information has been prepared for illustrative purposes only and does not purport to represent what the Company’s financial position or results of operations would have been had the Dispositions occurred on the dates indicated. The unaudited pro forma condensed consolidated financial information also should not be considered representative of the Company’s future financial position or results of operations.
The unaudited pro forma condensed consolidated financial information should be read in conjunction with the accompanying notes and the Company’s historical consolidated financial statements and related notes incorporated by reference herein.
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Generation Income Properties, Inc. |
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Pro Forma Consolidated Statement of Operations |
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For the Year Ended December 31, 2024 |
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Historical |
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1300 S Dale Mabry |
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15091 SW Alabama 20 |
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Pro Forma |
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(unaudited) |
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Tampa, Florida |
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Huntsville, Alabama |
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(unaudited) |
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Revenue |
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Rental income |
$ |
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9,510,791 |
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$ |
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(238,743 |
) |
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$ |
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(228,006 |
) |
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$ |
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9,044,042 |
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Other income |
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251,845 |
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(283 |
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(148,935 |
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102,627 |
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Total revenue |
$ |
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9,762,636 |
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$ |
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(239,026 |
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$ |
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(376,941 |
) |
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$ |
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9,146,669 |
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Expenses |
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General and administrative expense |
$ |
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2,109,271 |
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$ |
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(6,328 |
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$ |
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(8,280 |
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$ |
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2,094,663 |
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Building expenses |
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2,673,624 |
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(49,596 |
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(131,065 |
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2,492,963 |
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Depreciation and amortization |
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4,765,203 |
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(69,359 |
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(233,834 |
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4,462,010 |
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Interest expense, net |
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4,286,546 |
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(118,753 |
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(304,847 |
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3,862,946 |
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Compensation Costs |
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1,060,336 |
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- |
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- |
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1,060,336 |
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Total expenses |
$ |
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14,894,980 |
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$ |
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(244,036 |
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$ |
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(678,026 |
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$ |
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13,972,918 |
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Operating (loss) income |
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(5,132,344 |
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5,010 |
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301,085 |
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(4,826,249 |
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(Loss) gain on derivative valuation |
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372,573 |
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- |
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- |
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372,573 |
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Dead deal expense |
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(35,873 |
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- |
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- |
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(35,873 |
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Loss on held for sale asset valuation |
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(77,244 |
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- |
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- |
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(77,244 |
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Net loss |
$ |
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(4,872,888 |
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$ |
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5,010 |
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$ |
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301,085 |
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$ |
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(4,566,793 |
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Less: Net income attributable to non-controlling interests |
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3,476,599 |
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- |
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- |
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3,476,599 |
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Net loss attributable to Generation income Properties, Inc. |
$ |
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(8,349,487 |
) |
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$ |
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5,010 |
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$ |
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301,085 |
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$ |
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(8,043,392 |
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Less: Preferred stock dividends |
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95,000 |
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- |
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- |
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95,000 |
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Net loss attributable to common shareholders |
$ |
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(8,444,487 |
) |
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$ |
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5,010 |
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$ |
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301,085 |
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$ |
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(8,138,392 |
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Total Weighted Average Shares of Common Stock Outstanding - Basic & Diluted |
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5,443,188 |
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5,443,188 |
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Basic & Diluted Loss Per Share Attributable to Common Stockholders |
$ |
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(1.55 |
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$ |
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(1.50 |
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Generation Income Properties Inc.
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
Note 1 – Basis of Presentation
The unaudited pro forma condensed consolidated financial statements are presented in accordance with Article 11 of Regulation S-X and give effect to the disposition of two single-tenant net-leased properties completed on May 29, 2025 (the “Dispositions”), as described in the accompanying Overview of Unaudited Pro Forma Condensed Consolidated Financial Information.
The unaudited pro forma condensed consolidated balance sheet as of March 31, 2025 is presented as if the Dispositions occurred on that date. The unaudited pro forma condensed consolidated statements of operations for the year ended December 31, 2024 and for the three months ended March 31, 2025 are presented as if the Dispositions occurred on January 1, 2024.
The pro forma adjustments are based on currently available information and assumptions that management believes are reasonable.
The unaudited pro forma condensed consolidated financial statements are presented for informational purposes only and are not necessarily indicative of what the Company’s consolidated financial position or results of operations would have been had the
Dispositions been completed on the dates assumed, nor are they necessarily indicative of future consolidated financial condition, results of operations, or cash flows.
Note 2 – Pro Forma Adjustments
The following pro forma adjustments are directly attributable to the Dispositions and are factually supportable.
(a) Removal of Net Real Estate Assets and Related Equity Impact
Represents the removal of the historical carrying values of the disposed properties, including land, buildings and improvements, tenant improvements, and accumulated depreciation. The resulting difference between the net book value and the estimated sales proceeds, net of estimated closing costs and other transaction-related adjustments, is reflected as an adjustment to retained earnings within stockholders’ equity in the unaudited pro forma condensed consolidated balance sheet.
(b) Removal of Property-Level Indebtedness
Represents the removal of mortgage debt secured by the disposed properties that was repaid in connection with the Dispositions, including the elimination of any unamortized deferred financing costs associated with the extinguished debt.
(c) Removal of Historical Operating Results
Represents the elimination of rental revenues, property operating expenses, and depreciation and amortization associated with the disposed properties for the periods presented, as the pro forma financial statements assume the Dispositions occurred on January 1, 2024.
(d) Removal of Interest Expense Associated with Property-Level Debt
Represents the elimination of interest expense associated with the mortgage debt secured by the disposed properties for the periods presented, as such debt was repaid in connection with the Dispositions.
