Exhibit 99.2
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Franklin Street Properties |
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Supplemental Operating and Financial Data Fourth Quarter 2015 |
Franklin Street Properties Corp. 401 Edgewater Place | Wakefield, Massachusetts 01880 781.557.1300 | www.franklinstreetproperties.com |
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| Table of Contents |
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| Page | | | Page |
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Company Overview | 3 | | Tenant Analysis and Leasing Activity | |
| | | Tenants by Industry | 18 |
Key Financial Data | | | 20 Largest Tenants with Annualized Rent and Remaining Term | 19 |
Financial Highlights | 4 | | Leasing Activity | 20 |
Income Statements | 5 | | Lease Expirations by Square Feet | 21 |
Balance Sheets | 6 | | Lease Expirations with Annualized Rent per Square Foot | 22 |
Cash Flow Statements | 7 | | Capital Expenditures | 23 |
Property Net Operating Income (NOI) | 8 | | | |
| | | Transaction Activity | 24 |
Reconciliation | | | | |
FFO & AFFO | 9 | | Loan Portfolio of Secured Real Estate | 25 |
EBITDA | 10 | | | |
Property NOI | 11 | | Net Asset Value Components | 26 |
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Debt Summary | 12 | | Appendix: Definitions of Non-GAAP Measures | |
| | | FFO | 27 |
Capital Analysis | 13 | | EBITDA and NOI | 28 |
| | | AFFO | 29 |
Owned and Managed Portfolio Overview | 14-17 | | | |
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All financial information contained in this supplemental information package is unaudited. In addition, certain statements contained in this supplemental information package may be deemed to be forward-looking statements within the meaning of the federal securities laws. Although FSP believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. Factors that could cause actual results to differ materially from FSP’s current expectations include general economic conditions, uncertainties relating to fiscal policy, changes in government regulations, regulatory uncertainty, geopolitical events, local real estate conditions, the performance of properties that FSP has acquired or may acquire, the timely lease-up of properties and other risks, detailed from time to time in FSP’s SEC reports. FSP assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events. | | 
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| | FSP 1001 17th Street, Denver, CO |
December 31, 2015 | Page 2
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| Company Overview |
Overview | | | | | Snapshot (as of December 31, 2015) |
Franklin Street Properties Corp. (“FSP”, “we”, “our” or the “Company”) (NYSE MKT: FSP) is investing in institutional-quality office properties in the U.S. FSP’s strategy is to invest in select urban infill and central business district (CBD) properties, with primary emphasis on our top five markets of Atlanta, Dallas, Denver, Houston, and Minneapolis. FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income. FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes. FSP’s real estate operations include property acquisitions and dispositions, short-term financing, leasing, development and asset management. | | | | | Corporate Headquarters | Wakefield, MA |
| | | | Fiscal Year-End | 31-Dec |
| | | | Total Properties | 36 |
| | | | Total Square Feet | 9.5 Million |
| | | | Trading Symbol | FSP |
| | | | Exchange | NYSE MKT |
| | | | Common Shares Outstanding | 100,187,405 |
| | | | Quarterly Dividend | $0.19 |
Our Business | | | | | Dividend Yield | 7.3% |
As of December 31, 2015, the Company owned and operated a portfolio of real estate consisting of 36 properties, managed 9 Sponsored REITs and held six promissory notes secured by mortgages on real estate owned by Sponsored REITs. From time-to-time, the Company may acquire real estate, make additional secured loans or acquire one of its Sponsored REITs. The Company may also pursue, on a selective basis, the sale of its properties in order to take advantage of the value creation and demand for its properties, or for geographic or property specific reasons. | | | | | Total Market Capitalization | $1.9 Billion |
| | | | Insider Holdings | 4.1% |
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Management Team | | | | | |
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George J. Carter | Scott H. Carter | | | | |
President, Chief Executive Officer | Executive Vice President, General | | | | |
Chairman of the Board | Counsel and Secretary | | | | |
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John G. Demeritt | Jeffrey B. Carter | | | | |
Executive Vice President, Chief | Executive Vice President and | | | | |
Financial Officer & Treasurer | Chief Investment Officer | | | | |
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Janet Notopoulos | Eriel Anchondo | | | | |
Executive Vice President and Director | Senior Vice President of Operations | | | | | FSP 999 Peachtree Street, Atlanta, GA |
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Inquiries | | | | | | |
Inquiries should be directed to: Georgia Touma | | | | | | |
877.686.9496 or InvestorRelations@franklinstreetproperties.com | | | | | | |
December 31, 2015 | Page 3
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| Summary of Financial Highlights |
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(in thousands except per share amounts, SF & number of properties) | | | | | | | | | | | | | | | | |
| | 31-Dec-15 | | 30-Sep-15 | | 30-Jun-15 | | 31-Mar-15 | | 31-Dec-14 | |
Income Items: | | | | | | | | | | | | | | | | |
Rental revenue | | $ | 59,656 | | $ | 60,386 | | $ | 58,801 | | $ | 59,013 | | $ | 61,022 | |
Total revenue | | | 61,250 | | | 61,877 | | | 60,233 | | | 60,507 | | | 62,489 | |
Adjusted EBITDA* | | | 32,112 | | | 32,567 | | | 32,642 | | | 31,097 | | | 33,182 | |
Equity in losses of non-consolidated REITs | | | (807) | | | (284) | | | (38) | | | (322) | | | (269) | |
Net income | | | 15,412 | | | 3,166 | | | 3,903 | | | 12,533 | | | 4,295 | |
FFO* | | | 27,076 | | | 26,954 | | | 27,188 | | | 25,672 | | | 27,525 | |
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Per Share Data: | | | | | | | | | | | | | | | | |
EPS | | $ | 0.15 | | $ | 0.03 | | $ | 0.04 | | $ | 0.13 | | $ | 0.04 | |
FFO* | | $ | 0.27 | | $ | 0.27 | | $ | 0.27 | | $ | 0.26 | | $ | 0.27 | |
Weighted Average Shares (diluted) | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | |
Closing share price | | $ | 10.35 | | $ | 10.75 | | $ | 11.31 | | $ | 12.82 | | $ | 12.27 | |
Dividend | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | |
Payout Ratio: | | | 70% | | | 71% | | | 70% | | | 74% | | | 69% | |
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Balance Sheet Items: | | | | | | | | | | | | | | | | |
Real estate, net | | $ | 1,509,624 | | $ | 1,530,691 | | $ | 1,539,343 | | $ | 1,486,897 | | $ | 1,524,307 | |
Other assets, net | | | 411,744 | | | 395,689 | | | 400,758 | | | 402,515 | | | 412,083 | |
Total assets, net | | | 1,921,368 | | | 1,926,380 | | | 1,940,101 | | | 1,889,412 | | | 1,936,390 | |
Total liabilities, net | | | 985,712 | | | 992,086 | | | 984,555 | | | 921,082 | | | 956,743 | |
Shareholders' equity | | | 935,656 | | | 934,294 | | | 955,546 | | | 968,330 | | | 979,647 | |
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Market Capitalization and Debt: | | | | | | | | | | | | | | | | |
Total Market Capitalization (a) | | $ | 1,946,940 | | $ | 1,997,015 | | $ | 2,053,120 | | $ | 2,144,403 | | $ | 2,117,299 | |
Total debt outstanding | | | 910,000 | | | 920,000 | | | 920,000 | | | 860,000 | | | 888,000 | |
Debt to Total Market Capitalization | | | 46.7% | | | 46.1% | | | 44.8% | | | 40.1% | | | 41.9% | |
Debt to Adjusted EBITDA | | | 7.1 | | | 7.1 | | | 7.0 | | | 6.9 | | | 6.7 | |
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Owned Portfolio Leasing Statistics: | | | | | | | | | | | | | | | | |
Owned portfolio assets | | | 36 | | | 36 | | | 36 | | | 36 | | | 38 | |
Portfolio total SF | | | 9,494,953 | | | 9,640,904 | | | 9,639,740 | | | 9,310,131 | | | 9,580,057 | |
Portfolio % leased | | | 91.6% | | | 90.5% | | | 90.6% | | | 90.4% | | | 92.8% | |
| (a) | | Total Market Capitalization is the closing share price multiplied by the number of shares outstanding plus total debt outstanding on that date. |
*See pages 9 & 10 for reconciliations of Net Income to FFO and Adjusted EBITDA, respectively, and the Appendix for Definitions of these Non-GAAP Measures beginning on page 27.
December 31, 2015 | Page 4
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| Condensed Consolidated Income Statements ($ in thousands, except per share amounts) |
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| | | | | | | | | | | | | | For the | | | | | | | | | | | | | | | For the | |
| | For the Three Months Ended | | Year Ended | | | For the Three Months Ended | | Year Ended | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | |
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Revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Rental | | $ | 59,013 | | $ | 58,801 | | $ | 60,386 | | $ | 59,656 | | $ | 237,856 | | | $ | 61,597 | | $ | 60,994 | | $ | 59,728 | | $ | 61,022 | | $ | 243,341 | |
Related party revenue: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Management fees and interest income from loans | | | 1,473 | | | 1,412 | | | 1,470 | | | 1,575 | | | 5,930 | | | | 1,643 | | | 1,671 | | | 1,462 | | | 1,465 | | | 6,241 | |
Other | | | 21 | | | 20 | | | 21 | | | 19 | | | 81 | | | | 23 | | | 76 | | | — | | | 2 | | | 101 | |
Total revenue | | | 60,507 | | | 60,233 | | | 61,877 | | | 61,250 | | | 243,867 | | | | 63,263 | | | 62,741 | | | 61,190 | | | 62,489 | | | 249,683 | |
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Expenses: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Real estate operating expenses | | | 15,356 | | | 14,644 | | | 15,951 | | | 15,939 | | | 61,890 | | | | 15,071 | | | 14,995 | | | 15,632 | | | 16,334 | | | 62,032 | |
Real estate taxes and insurance | | | 10,048 | | | 9,469 | | | 9,941 | | | 9,202 | | | 38,660 | | | | 9,251 | | | 9,763 | | | 8,555 | | | 9,288 | | | 36,857 | |
Depreciation and amortization | | | 22,672 | | | 23,207 | | | 22,911 | | | 22,569 | | | 91,359 | | | | 24,300 | | | 23,563 | | | 24,878 | | | 23,174 | | | 95,915 | |
Selling, general and administrative | | | 3,691 | | | 3,401 | | | 3,071 | | | 3,128 | | | 13,291 | | | | 3,272 | | | 3,148 | | | 3,071 | | | 3,492 | | | 12,983 | |
Interest | | | 6,187 | | | 6,365 | | | 6,425 | | | 6,455 | | | 25,432 | | | | 7,176 | | | 6,891 | | | 6,883 | | | 6,483 | | | 27,433 | |
Total expenses | | | 57,954 | | | 57,086 | | | 58,299 | | | 57,293 | | | 230,632 | | | | 59,070 | | | 58,360 | | | 59,019 | | | 58,771 | | | 235,220 | |
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Income before interest income, equity in losses of non-consolidated REITs and taxes | | | 2,553 | | | 3,147 | | | 3,578 | | | 3,957 | | | 13,235 | | | | 4,193 | | | 4,381 | | | 2,171 | | | 3,718 | | | 14,463 | |
Interest income | | | 1 | | | — | | | — | | | — | | | 1 | | | | 1 | | | 1 | | | — | | | 1 | | | 3 | |
Equity in losses of non-consolidated REITs | | | (322) | | | (38) | | | (284) | | | (807) | | | (1,451) | | | | (484) | | | (552) | | | (455) | | | (269) | | | (1,760) | |
Gain on sale of properties, less applicable income tax | | | 10,462 | | | 948 | | | 1 | | | 12,251 | | | 23,662 | | | | — | | | — | | | — | | | 940 | | | 940 | |
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Income before taxes on income | | | 12,694 | | | 4,057 | | | 3,295 | | | 15,401 | | | 35,447 | | | | 3,710 | | | 3,830 | | | 1,716 | | | 4,390 | | | 13,646 | |
Income tax expense | | | 161 | | | 154 | | | 129 | | | (11) | | | 433 | | | | 137 | | | 117 | | | 149 | | | 95 | | | 498 | |
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Net income | | $ | 12,533 | | $ | 3,903 | | $ | 3,166 | | $ | 15,412 | | $ | 35,014 | | | $ | 3,573 | | $ | 3,713 | | $ | 1,567 | | $ | 4,295 | | $ | 13,148 | |
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Weighted average number of shares outstanding, basic and diluted | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | |
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Net income per share, basic and diluted | | $ | 0.13 | | $ | 0.04 | | $ | 0.03 | | $ | 0.15 | | $ | 0.35 | | | $ | 0.04 | | $ | 0.04 | | $ | 0.02 | | $ | 0.04 | | $ | 0.13 | |
December 31, 2015 | Page 5
| $ in thousands, except per share amounts) |
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| Condensed Consolidated Balance Sheets (in thousands) |
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| | March 31, | | June 30, | | September 30, | | December 31, | | | March 31, | | June 30, | | September 30, | | December 31, | |
| | 2015 | | 2015 | | 2015 | | 2015 | | | 2014 | | 2014 | | 2014 | | 2014 | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Real estate assets: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Land | | $ | 174,707 | | $ | 180,271 | | $ | 180,271 | | $ | 170,021 | | | $ | 185,479 | | $ | 185,479 | | $ | 185,479 | | $ | 183,930 | |
Buildings and improvements | | | 1,581,524 | | | 1,636,444 | | | 1,639,869 | | | 1,637,066 | | | | 1,605,808 | | | 1,609,747 | | | 1,613,699 | | | 1,604,984 | |
Fixtures and equipment | | | 1,724 | | | 1,800 | | | 1,882 | | | 2,528 | | | | 1,296 | | | 1,395 | | | 1,633 | | | 1,677 | |
| | | 1,757,955 | | | 1,818,515 | | | 1,822,022 | | | 1,809,615 | | | | 1,792,583 | | | 1,796,621 | | | 1,800,811 | | | 1,790,591 | |
Less accumulated depreciation | | | 271,058 | | | 279,172 | | | 291,331 | | | 299,991 | | | | 234,447 | | | 246,658 | | | 258,799 | | | 266,284 | |
Real estate assets, net | | | 1,486,897 | | | 1,539,343 | | | 1,530,691 | | | 1,509,624 | | | | 1,558,136 | | | 1,549,963 | | | 1,542,012 | | | 1,524,307 | |
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Acquired real estate leases, net | | | 124,337 | | | 126,926 | | | 117,272 | | | 108,046 | | | | 172,262 | | | 161,519 | | | 149,019 | | | 138,714 | |
Investment in non-consolidated REITs | | | 78,228 | | | 78,164 | | | 77,853 | | | 77,019 | | | | 79,983 | | | 79,405 | | | 78,907 | | | 78,611 | |
Cash and cash equivalents | | | 14,945 | | | 15,841 | | | 19,100 | | | 18,163 | | | | 20,031 | | | 18,455 | | | 15,930 | | | 7,519 | |
Restricted cash | | | 56 | | | 48 | | | 34 | | | 23 | | | | 688 | | | 728 | | | 707 | | | 742 | |
Tenant rent receivables, net | | | 4,587 | | | 2,886 | | | 3,548 | | | 2,898 | | | | 6,035 | | | 2,867 | | | 2,865 | | | 4,733 | |
Straight-line rent receivable, net | | | 45,498 | | | 46,168 | | | 47,330 | | | 48,502 | | | | 44,392 | | | 46,021 | | | 46,737 | | | 47,021 | |
Prepaid expenses and other assets | | | 13,526 | | | 9,096 | | | 9,773 | | | 7,837 | | | | 9,208 | | | 9,006 | | | 9,131 | | | 10,292 | |
Related party mortgage loan receivable | | | 93,641 | | | 93,641 | | | 93,641 | | | 118,641 | | | | 101,916 | | | 88,436 | | | 88,436 | | | 93,641 | |
Other assets: derivative asset | | | 774 | | | 918 | | | — | | | 1,132 | | | | 4,801 | | | 2,626 | | | 4,582 | | | 3,020 | |
Office computers and furniture, net of accumulated depreciation | | | 588 | | | 562 | | | 551 | | | 484 | | | | 746 | | | 710 | | | 637 | | | 609 | |
Deferred leasing commissions, net | | | 26,335 | | | 26,508 | | | 26,587 | | | 28,999 | | | | 27,477 | | | 28,861 | | | 28,354 | | | 27,181 | |
Total assets | | $ | 1,889,412 | | $ | 1,940,101 | | $ | 1,926,380 | | $ | 1,921,368 | | | $ | 2,025,675 | | $ | 1,988,597 | | $ | 1,967,317 | | $ | 1,936,390 | |
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Liabilities and Stockholders’ Equity: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Bank note payable | | $ | 240,000 | | $ | 300,000 | | $ | 300,000 | | $ | 290,000 | | | $ | 316,500 | | $ | 296,500 | | $ | 285,000 | | $ | 268,000 | |
Term loan payable | | | 620,000 | | | 620,000 | | | 620,000 | | | 620,000 | | | | 620,000 | | | 620,000 | | | 620,000 | | | 620,000 | |
Accounts payable and accrued expenses | | | 36,065 | | | 39,199 | | | 42,164 | | | 49,489 | | | | 34,390 | | | 34,590 | | | 40,228 | | | 42,561 | |
Accrued compensation | | | 1,241 | | | 2,327 | | | 3,236 | | | 3,726 | | | | 1,027 | | | 2,052 | | | 2,863 | | | 3,758 | |
Tenant security deposits | | | 4,019 | | | 4,315 | | | 4,349 | | | 4,829 | | | | 4,258 | | | 4,259 | | | 4,331 | | | 4,248 | |
Other liabilities: derivative termination value | | | 9,836 | | | 7,632 | | | 12,096 | | | 8,243 | | | | 3,825 | | | 5,985 | | | 4,847 | | | 7,268 | |
Acquired unfavorable real estate leases, net | | | 9,921 | | | 11,082 | | | 10,241 | | | 9,425 | | | | 13,273 | | | 12,467 | | | 11,679 | | | 10,908 | |
Total liabilities | | | 921,082 | | | 984,555 | | | 992,086 | | | 985,712 | | | | 993,273 | | | 975,853 | | | 968,948 | | | 956,743 | |
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Commitments and contingencies | | | | | | | | | | | | | | | | | | | | | | | | | | |
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Stockholders’ Equity: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Preferred stock | | | - | | | - | | | - | | | - | | | | - | | | - | | | - | | | - | |
Common stock | | | 10 | | | 10 | | | 10 | | | 10 | | | | 10 | | | 10 | | | 10 | | | 10 | |
Additional paid-in capital | | | 1,273,556 | | | 1,273,556 | | | 1,273,556 | | | 1,273,556 | | | | 1,273,556 | | | 1,273,556 | | | 1,273,556 | | | 1,273,556 | |
Accumulated other comprehensive income (loss) | | | (9,062) | | | (6,714) | | | (12,096) | | | (7,111) | | | | 976 | | | (3,359) | | | (265) | | | (4,248) | |
Accumulated distributions in excess of accumulated earnings | | | (6,503) | | | (311,306) | | | (327,176) | | | (330,799) | | | | (242,140) | | | (257,463) | | | (274,932) | | | (289,671) | |
Total stockholders’ equity | | | 1,258,001 | | | 955,546 | | | 934,294 | | | 935,656 | | | | 1,032,402 | | | 1,012,744 | | | 998,369 | | | 979,647 | |
Total liabilities and stockholders’ equity | | $ | 2,179,083 | | $ | 1,940,101 | | $ | 1,926,380 | | $ | 1,921,368 | | | $ | 2,025,675 | | $ | 1,988,597 | | $ | 1,967,317 | | $ | 1,936,390 | |
December 31, 2015 | Page 6
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| Condensed Consolidated Statements of Cash Flows (in thousands) |
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| | | Twelve Months ended December 31 | |
| | | 2015 | | 2014 | | 2013 | |
Cash flows from operating activities: | | | | | | | | | | | |
Net income | | | $ | 35,014 | | $ | 13,148 | | $ | 19,827 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | | | | |
Depreciation and amortization expense | | | | 93,426 | | | 97,916 | | | 81,267 | |
Amortization of above market lease | | | | (158) | | | 635 | | | (365) | |
Gain on sale of properties, less applicable income tax | | | | (23,662) | | | (940) | | | (2,158) | |
Equity in earnings (losses) from non-consolidated REITs | | | | 1,451 | | | 1,760 | | | 1,358 | |
Increase in allowance for doubtful accounts | | | | (195) | | | 275 | | | (1,250) | |
Changes in operating assets and liabilities: | | | | | | | | | | | |
Restricted cash | | | | 719 | | | (99) | | | (68) | |
Tenant rent receivables | | | | 2,030 | | | 94 | | | (2,103) | |
Straight-line rents | | | | (2,448) | | | (4,737) | | | (5,782) | |
Lease acquisition costs | | | | (1,487) | | | (440) | | | (1,146) | |
Prepaid expenses and other assets | | | | 422 | | | 700 | | | (1,547) | |
Accounts payable and accrued expenses | | | | 5,505 | | | 206 | | | 11,137 | |
Accrued compensation | | | | (32) | | | 773 | | | 445 | |
Tenant security deposits | | | | 581 | | | 222 | | | 1,538 | |
Payment of deferred leasing commissions | | | | (8,276) | | | (6,347) | | | (9,125) | |
Net cash provided by operating activities | | | | 102,890 | | | 103,166 | | | 92,028 | |
| | | | | | | | | | | |
Cash flows from investing activities: | | | | | | | | | | | |
Property acquisitions | | | | (66,104) | | | — | | | (454,447) | |
Acquired real estate leases | | | | (10,604) | | | — | | | (100,143) | |
Property improvements, fixtures and equipment | | | | (21,750) | | | (18,370) | | | (19,120) | |
Office computers and furniture | | | | (179) | | | (191) | | | (355) | |
Investment in non-consolidated REITs | | | | — | | | — | | | 4,858 | |
Distributions in excess of earnings from non-consolidated REITs | | | | 107 | | | 107 | | | 108 | |
Investment in related party mortgage loan receivable | | | | (25,000) | | | (11,170) | | | (8,200) | |
Repayment of related party mortgage loan receivable | | | | — | | | 17,275 | | | 2,350 | |
Proceeds received on sales of real estate assets | | | | 85,426 | | | 14,192 | | | 12,301 | |
Net cash provided by (used in) investing activities | | | | (38,104) | | | 1,843 | | | (562,648) | |
| | | | | | | | | | | |
Cash flows from financing activities: | | | | | | | | | | | |
Distributions to stockholders | | | | (76,142) | | | (76,142) | | | (69,588) | |
Proceeds (costs) from equity offering, net | | | | — | | | — | | | 230,682 | |
Borrowings under bank note payable | | | | 110,000 | | | 15,000 | | | 160,000 | |
Repayments of bank note payable | | | | (88,000) | | | (53,500) | | | (70,250) | |
Borrowing (repayment) of term loan payable, net | | | | — | | | — | | | 220,000 | |
Deferred Financing Costs | | | | — | | | (2,471) | | | (1,868) | |
Net cash provided by (used in) financing activities | | | | (54,142) | | | (117,113) | | | 468,976 | |
Net increase (decrease) in cash and cash equivalents | | | | 10,644 | | | (12,104) | | | (1,644) | |
Cash and cash equivalents, beginning of period | | | | 7,519 | | | 19,623 | | | 21,267 | |
Cash and cash equivalents, end of period | | | $ | 18,163 | | $ | 7,519 | | $ | 19,623 | |
December 31, 2015 | Page 7
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| Property Net Operating Income (NOI)* with Same Store Comparison (in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Rentable | | | | | | | | | | | | | | Year | | | | | | | | | | | | | | Year | | | | | | |
| | Square Feet | | Three Months Ended | | Ended | | Three Months Ended | | Ended | | Inc | | % | |
Region | | or RSF | | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | | (Dec) | | Change | |
East | | 1,333 | | $ | 4,736 | | $ | 4,648 | | $ | 4,703 | | $ | 4,735 | | $ | 18,822 | | $ | 4,577 | | $ | 4,655 | | $ | 4,600 | | $ | 4,525 | | $ | 18,357 | | $ | 465 | | 2.5% | |
MidWest | | 1,531 | | | 3,469 | | | 3,563 | | | 3,547 | | | 3,860 | | | 14,439 | | | 4,586 | | | 4,541 | | | 4,610 | | | 4,317 | | | 18,054 | | | (3,615) | | -20.0% | |
South | | 4,026 | | | 15,781 | | | 15,995 | | | 15,971 | | | 15,956 | | | 63,703 | | | 16,796 | | | 16,183 | | | 16,370 | | | 16,444 | | | 65,793 | | | (2,090) | | -3.2% | |
West | | 2,163 | | | 7,859 | | | 8,221 | | | 8,170 | | | 8,018 | | | 32,268 | | | 8,933 | | | 8,865 | | | 8,166 | | | 8,200 | | | 34,164 | | | (1,896) | | -5.5% | |
Same Store | | 9,053 | | | 31,845 | | | 32,427 | | | 32,391 | | | 32,569 | | | 129,232 | | | 34,892 | | | 34,244 | | | 33,746 | | | 33,486 | | | 136,368 | | | (7,136) | | -5.2% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Acquisitions | | 442 | | | — | | | 1,057 | | | 1,067 | | | 1,090 | | | 3,214 | | | — | | | — | | | — | | | — | | | — | | | 3,214 | | 2.4% | |
Property NOI from the continuing portfolio | | 9,495 | | | 31,845 | | | 33,484 | | | 33,458 | | | 33,659 | | | 132,446 | | | 34,892 | | | 34,244 | | | 33,746 | | | 33,486 | | | 136,368 | | | (3,922) | | -2.9% | |
Dispositions | | | | | 1,179 | | | 411 | | | 359 | | | 285 | | | 2,234 | | | 1,681 | | | 1,682 | | | 1,707 | | | 1,615 | | | 6,685 | | | (4,451) | | -3.0% | |
Property NOI | | | | $ | 33,024 | | $ | 33,895 | | $ | 33,817 | | $ | 33,944 | | $ | 134,680 | | $ | 36,573 | | $ | 35,926 | | $ | 35,453 | | $ | 35,101 | | $ | 143,053 | | $ | (8,373) | | -5.9% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Same Store | | | | $ | 31,845 | | $ | 32,427 | | $ | 32,391 | | $ | 32,569 | | $ | 129,232 | | $ | 34,892 | | $ | 34,244 | | $ | 33,746 | | $ | 33,486 | | $ | 136,368 | | $ | (7,136) | | -5.2% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Less Nonrecurring | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Items in NOI (a) | | | | | 75 | | | 81 | | | 420 | | | 576 | | | 1,152 | | | 707 | | | 287 | | | 173 | | | 56 | | | 1,223 | | | (71) | | 0.0% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Comparative | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Same Store | | | | $ | 31,770 | | $ | 32,346 | | $ | 31,971 | | $ | 31,993 | | $ | 128,080 | | $ | 34,185 | | $ | 33,957 | | $ | 33,573 | | $ | 33,430 | | $ | 135,145 | | $ | (7,065) | | -5.2% | |
| (a) | | Nonrecurring items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability. |
December 31, 2015 | Page 8
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| FFO & AFFO Reconciliation (in thousands, except per share amounts) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | For the | | | | | | | | | | | | | | | For the | |
| | For the Three Months Ended | | Year Ended | | | For the Three Months Ended | | Year Ended | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net income | | $ | 12,533 | | $ | 3,903 | | $ | 3,166 | | $ | 15,412 | | $ | 35,014 | | | $ | 3,573 | | $ | 3,713 | | $ | 1,567 | | $ | 4,295 | | $ | 13,148 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gain (loss) on sale, less applicable income tax | | | (10,462) | | | (948) | | | (1) | | | (12,251) | | | (23,662) | | | | — | | | — | | | — | | | (940) | | | (940) | |
GAAP income from non-consolidated REITs | | | 322 | | | 38 | | | 284 | | | 807 | | | 1,451 | | | | 484 | | | 552 | | | 455 | | | 269 | | | 1,760 | |
FFO from non-consolidated REITs | | | 601 | | | 885 | | | 645 | | | 601 | | | 2,732 | | | | 419 | | | 351 | | | 508 | | | 652 | | | 1,930 | |
Depreciation & amortization | | | 22,678 | | | 23,168 | | | 22,848 | | | 22,507 | | | 91,201 | | | | 24,289 | | | 23,638 | | | 25,374 | | | 23,249 | | | 96,550 | |
NAREIT FFO* | | | 25,672 | | | 27,046 | | | 26,942 | | | 27,076 | | | 106,736 | | | | 28,765 | | | 28,254 | | | 27,904 | | | 27,525 | | | 112,448 | |
Acquisition costs | | | — | | | 142 | | | 12 | | | — | | | 154 | | | | 14 | | | — | | | — | | | — | | | 14 | |
Funds From Operations (FFO)* | | $ | 25,672 | | $ | 27,188 | | $ | 26,954 | | $ | 27,076 | | $ | 106,890 | | | $ | 28,779 | | $ | 28,254 | | $ | 27,904 | | $ | 27,525 | | $ | 112,462 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted Funds From Operations (AFFO)* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Funds From Operations (FFO)* | | $ | 25,672 | | $ | 27,188 | | $ | 26,954 | | $ | 27,076 | | $ | 106,890 | | | $ | 28,779 | | $ | 28,254 | | $ | 27,904 | | $ | 27,525 | | $ | 112,462 | |
Reverse FFO from non-consolidated REITs | | | (601) | | | (885) | | | (645) | | | (601) | | | (2,732) | | | | (419) | | | (351) | | | (508) | | | (652) | | | (1,930) | |
Distributions from non-consolidated REITs | | | 27 | | | 27 | | | 27 | | | 26 | | | 107 | | | | 27 | | | 27 | | | 27 | | | 26 | | | 107 | |
Amortization of deferred financing costs | | | 517 | | | 517 | | | 516 | | | 518 | | | 2,068 | | | | 499 | | | 499 | | | 498 | | | 506 | | | 2,002 | |
Straight-line rent | | | (69) | | | (574) | | | (930) | | | (875) | | | (2,448) | | | | (1,783) | | | (1,541) | | | (714) | | | (698) | | | (4,736) | |
Tenant improvements | | | (2,936) | | | (3,420) | | | (1,794) | | | (3,788) | | | (11,938) | | | | (1,132) | | | (1,837) | | | (2,612) | | | (4,244) | | | (9,825) | |
Leasing commissions | | | (830) | | | (1,539) | | | (1,490) | | | (3,952) | | | (7,811) | | | | (1,080) | | | (2,786) | | | (577) | | | (1,405) | | | (5,848) | |
Non-investment capex | | | (643) | | | (1,411) | | | (1,090) | | | (1,162) | | | (4,306) | | | | (364) | | | (1,621) | | | (700) | | | (851) | | | (3,536) | |
Adjusted Funds From Operations (AFFO)* | | $ | 21,137 | | $ | 19,903 | | $ | 21,548 | | $ | 17,242 | | $ | 79,830 | | | $ | 24,527 | | $ | 20,644 | | $ | 23,318 | | $ | 20,207 | | $ | 88,696 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Per Share Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
EPS | | $ | 0.13 | | $ | 0.04 | | $ | 0.03 | | $ | 0.15 | | $ | 0.35 | | | $ | 0.04 | | $ | 0.04 | | $ | 0.02 | | $ | 0.04 | | $ | 0.13 | |
FFO* | | | 0.26 | | | 0.27 | | | 0.27 | | | 0.27 | | | 1.07 | | | | 0.29 | | | 0.28 | | | 0.28 | | | 0.27 | | | 1.12 | |
AFFO* | | | 0.21 | | | 0.20 | | | 0.22 | | | 0.17 | | | 0.80 | | | | 0.24 | | | 0.21 | | | 0.23 | | | 0.20 | | | 0.89 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Weighted Average Shares (basic and diluted) | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | |
| * | | See the Appendix for Definitions of these Non-GAAP Measures beginning on page 27 |
December 31, 2015 | Page 9
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| EBITDA Reconciliation (in thousands, except ratio amounts) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Three Months Ended | | Year Ended | | | For the Three Months Ended | | Year Ended | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net income | | $ | 12,533 | | $ | 3,903 | | $ | 3,166 | | $ | 15,412 | | $ | 35,014 | | | $ | 3,573 | | $ | 3,713 | | $ | 1,567 | | $ | 4,295 | | $ | 13,148 | |
Interest expense | | | 6,187 | | | 6,365 | | | 6,425 | | | 6,455 | | | 25,432 | | | | 7,176 | | | 6,891 | | | 6,883 | | | 6,483 | | | 27,433 | |
Depreciation and amortization | | | 22,678 | | | 23,168 | | | 22,848 | | | 22,507 | | | 91,201 | | | | 24,289 | | | 23,638 | | | 25,374 | | | 23,249 | | | 96,550 | |
Income taxes | | | 161 | | | 154 | | | 129 | | | (11) | | | 433 | | | | 137 | | | 117 | | | 149 | | | 95 | | $ | 498 | |
EBITDA | | | 41,559 | | | 33,590 | | | 32,568 | | | 44,363 | | | 152,080 | | | | 35,175 | | | 34,359 | | | 33,973 | | | 34,122 | | | 137,629 | |
Excluding (gain) loss on sale, less applicable income tax | | | (10,462) | | | (948) | | | (1) | | | (12,251) | | | (23,662) | | | | — | | | — | | | — | | | (940) | | | (940) | |
Adjusted EBITDA | | $ | 31,097 | | $ | 32,642 | | $ | 32,567 | | $ | 32,112 | | $ | 128,418 | | | $ | 35,175 | | $ | 34,359 | | $ | 33,973 | | $ | 33,182 | | $ | 136,689 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense | | $ | 6,187 | | $ | 6,365 | | $ | 6,425 | | $ | 6,455 | | $ | 25,432 | | | $ | 7,176 | | $ | 6,891 | | $ | 6,883 | | $ | 6,483 | | $ | 27,433 | |
Scheduled principal payments | | | — | | | — | | | — | | | — | | | — | | | | — | | | — | | | — | | | — | | | — | |
Interest and scheduled principal payments | | $ | 6,187 | | $ | 6,365 | | $ | 6,425 | | $ | 6,455 | | $ | 25,432 | | | $ | 7,176 | | $ | 6,891 | | $ | 6,883 | | $ | 6,483 | | $ | 27,433 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Interest coverage ratio | | | 5.03 | | | 5.13 | | | 5.07 | | | 4.97 | | | 5.05 | | | | 4.90 | | | 4.99 | | | 4.94 | | | 5.12 | | | 4.98 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt service coverage ratio | | | 5.03 | | | 5.13 | | | 5.07 | | | 4.97 | | | 5.05 | | | | 4.90 | | | 4.99 | | | 4.94 | | | 5.12 | | | 4.98 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt | | $ | 860,000 | | $ | 920,000 | | $ | 920,000 | | $ | 910,000 | | | | | | $ | 936,500 | | $ | 916,500 | | $ | 905,000 | | $ | 888,000 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted EBITDA | | | 31,097 | | | 32,642 | | | 32,567 | | | 32,112 | | | | | | | 35,175 | | | 34,359 | | | 33,973 | | | 33,182 | | | | |
Annualized | | | 124,388 | | | 130,568 | | | 130,268 | | | 128,448 | | | | | | | 140,700 | | | 137,436 | | | 135,892 | | | 132,728 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt-to-EBITDA | | | 6.9 | | | 7.0 | | | 7.1 | | | 7.1 | | | | | | | 6.7 | | | 6.7 | | | 6.7 | | | 6.7 | | | | |
| * | | See the Appendix for Definitions of these Non-GAAP Measures beginning on page 27. Amounts in the EBITDA reconciliation do not reflect our proportionate share of interest expense, depreciation, amortization, income taxes, gains or losses on sales and debt from our investments in non-consolidated REITs, which are accounted for under the equity method. |
December 31, 2015 | Page 10
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| Reconciliation of Net Income to Property NOI* (in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Reconciliation to Net income | | | | | | | | | | | | | | Year | | | | | | | | | | | | | | Year | |
| | Three Months Ended | | Ended | | Three Months Ended | | Ended | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | |
Net Income | | $ | 12,533 | | $ | 3,903 | | $ | 3,166 | | $ | 15,412 | | $ | 35,014 | | $ | 3,573 | | $ | 3,713 | | $ | 1,567 | | $ | 4,295 | | $ | 13,148 | |
Add (deduct): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gain on sale of properties, less applicable income taxes | | | (10,462) | | | (948) | | | (1) | | | (12,251) | | | (23,662) | | | — | | | — | | | — | | | (940) | | | (940) | |
Management fee income | | | (643) | | | (559) | | | (621) | | | (645) | | | (2,468) | | | (646) | | | (682) | | | (649) | | | (619) | | | (2,596) | |
Depreciation and amortization | | | 22,672 | | | 23,207 | | | 22,911 | | | 22,569 | | | 91,359 | | | 24,300 | | | 23,563 | | | 24,878 | | | 23,174 | | | 95,915 | |
Amortization of above/below market leases | | | 6 | | | (39) | | | (63) | | | (62) | | | (158) | | | (11) | | | 74 | | | 497 | | | 75 | | | 635 | |
Selling, general and administrative | | | 3,691 | | | 3,401 | | | 3,071 | | | 3,128 | | | 13,291 | | | 3,272 | | | 3,148 | | | 3,071 | | | 3,492 | | | 12,983 | |
Interest expense | | | 6,187 | | | 6,365 | | | 6,425 | | | 6,455 | | | 25,432 | | | 7,176 | | | 6,891 | | | 6,883 | | | 6,483 | | | 27,433 | |
Interest income | | | (1,262) | | | (1,278) | | | (1,293) | | | (1,397) | | | (5,230) | | | (1,410) | | | (1,408) | | | (1,216) | | | (1,264) | | | (5,298) | |
Equity in losses of non-consolidated REITs | | | 322 | | | 38 | | | 284 | | | 807 | | | 1,451 | | | 484 | | | 552 | | | 455 | | | 269 | | | 1,760 | |
Non-property specific items, net | | | (20) | | | (195) | | | (62) | | | (72) | | | (349) | | | (165) | | | 75 | | | (33) | | | 136 | | | 13 | |
Property NOI | | $ | 33,024 | | $ | 33,895 | | $ | 33,817 | | $ | 33,944 | | $ | 134,680 | | $ | 36,573 | | $ | 35,926 | | $ | 35,453 | | $ | 35,101 | | $ | 143,053 | |
| * | | See the Appendix for Definition of Non-GAAP Measures beginning on page 27. |
December 31, 2015 | Page 11
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| Debt Summary (in thousands) |
| | | | | | | | | | | | | | | | | |
| | | | Maximum | | Amount | | Interest | | Interest | | | |
| | Maturity | | Amount | | Drawn at | | Rate | | Rate at | | Facility | |
| | Date | | of Loan | | 31-Dec-15 | | Components | | 31-Dec-15 | | Fee | |
| | | | | | | | | | | | | | | | | |
BAML Revolver | | 29-Oct-18 | | $ | 500,000 | | $ | 290,000 | | L | + | 1.25% | | 1.44% | | 0.25% | |
BAML Term Loan | | 27-Sep-17 | | | 400,000 | | | 400,000 | | 0.75% | + | 1.45% | | 2.20% | | | |
BMO Term Loan | | 26-Aug-20 | | | 220,000 | | | 220,000 | | 2.32% | + | 1.65% | | 3.97% | | | |
| | | | | | | | | | | | | | | | | |
| | | | $ | 1,120,000 | | $ | 910,000 | | | | | | 2.39% | | | |
| (a) | | Interest rate excludes amortization of deferred financing costs and facility fees, see notes below |
On October 29, 2014, we amended and restated our bank facility we call the BAML Credit Facility, which has a total of $900 million available and is comprised of a revolver that we can borrow up to $500 million on, which we call the BAML Revolver and a term loan for $400 million that we call the BAML Term Loan. On August 26, 2013, we entered into a term loan we call the BMO Term Loan and borrowed $220 million. Additional information about these loans are in the footnotes to our financial statements. Pricing is based on our credit rating for the BAML Revolver, BAML Term Loan and the BMO Term Loan. Our credit rating as of December 31, 2015 was Baa3 from Moody’s.
| · | | The BAML Revolver is priced based on our current credit rating at a spread of 1.25%, which was an interest rate of 1.44% as of December 31, 2015. The BAML Revolver is also subject to a facility fee based on our credit rating, which was 25 bps or approximately $1.25 million per year. |
| · | | The BAML Term Loan has LIBOR fixed at 0.75% for five years. At our credit rating, the spread for the BAML Term Loan is 1.45%, so our interest rate is 2.20%. |
| · | | The BMO Term Loan has fixed LIBOR at 2.32% for seven years. At our credit rating, the spread over LIBOR is 1.65%, so our interest rate is 3.97%. |
| · | | We incurred financing costs to close the BAML Revolver, BAML Term Loan and the credit facilities that preceded them. We also incurred financing costs to close the BMO Term Loan. These costs are deferred and amortized into interest expense during the terms of the loans. The annual run rate for amortization to interest expense from deferred financing costs is approximately $2.1 million. |
| · | | The BAML Revolver can be extended for 1 year at the Company’s option upon payment of fees and includes an accordion feature that allows for up to $250 million of additional borrowing capacity. The BMO Term Loan includes an accordion feature that allows for up to $50 million of additional borrowing capacity. The accordion features are subject to receipt of lender commitments and satisfaction of certain customary conditions. |
December 31, 2015 | Page 12
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| Capital Analysis (in thousands, except per share amounts) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | |
Market Data: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Shares Outstanding | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | | | | 100,187 | | | 100,187 | | | 100,187 | | | 100,187 | |
Closing market price per share | | $ | 12.82 | | $ | 11.31 | | $ | 10.75 | | $ | 10.35 | | | $ | 12.60 | | $ | 12.58 | | $ | 11.22 | | $ | 12.27 | |
Market capitalization | | $ | 1,284,403 | | $ | 1,133,120 | | $ | 1,077,015 | | $ | 1,036,940 | | | $ | 1,262,361 | | $ | 1,260,358 | | $ | 1,124,103 | | $ | 1,229,299 | |
Total Debt | | | 860,000 | | | 920,000 | | | 920,000 | | | 910,000 | | | | 936,500 | | | 916,500 | | | 905,000 | | | 888,000 | |
Total Market Capitalization | | $ | 2,144,403 | | $ | 2,053,120 | | $ | 1,997,015 | | $ | 1,946,940 | | | $ | 2,198,861 | | $ | 2,176,858 | | $ | 2,029,103 | | $ | 2,117,299 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividend Data: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total dividends paid | | $ | 19,036 | | $ | 19,036 | | $ | 19,035 | | $ | 19,035 | | | $ | 19,036 | | $ | 19,036 | | $ | 19,036 | | $ | 19,034 | |
Common dividend per share | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | | $ | 0.19 | |
Quarterly dividend as a % of FFO* | | | 74.1% | | | 70.0% | | | 70.6% | | | 70.3% | | | | 66.1% | | | 67.4% | | | 68.2% | | | 69.2% | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Liquidity: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 14,945 | | $ | 15,841 | | $ | 19,100 | | $ | 18,163 | | | $ | 20,031 | | $ | 18,455 | | $ | 15,930 | | $ | 7,519 | |
Revolving credit facilities: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross potential available under the BAML Credit Facility | | | 900,000 | | | 900,000 | | | 900,000 | | | 900,000 | | | | 900,000 | | | 900,000 | | | 900,000 | | | 900,000 | |
Less: | | | | | | | | | | | | | | | | | | | | | | | | | | |
Outstanding balance | | | (640,000) | | | (700,000) | | | (700,000) | | | (690,000) | | | | (716,500) | | | (696,500) | | | (685,000) | | | (668,000) | |
Total Liquidity | | $ | 274,945 | | $ | 215,841 | | $ | 219,100 | | $ | 228,163 | | | $ | 203,531 | | $ | 221,955 | | $ | 230,930 | | $ | 239,519 | |
*See page 9 for a reconciliation of Net Income to FFO and the Appendix for Definitions of Non-GAAP Measures beginning on page 27.
December 31, 2015 | Page 13
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| Portfolio Overview |
| | | | | | | | | | | |
| | As of the Quarter Ended | |
| | 31-Dec-15 | | 30-Sep-15 | | 30-Jun-15 | | 31-Mar-15 | | 31-Dec-14 | |
Owned portfolio of commercial real estate: | | | | | | | | | | | |
Number of properties (a) | | 36 | | 36 | | 36 | | 36 | | 38 | |
Square feet | | 9,494,953 | | 9,640,904 | | 9,639,740 | | 9,310,131 | | 9,580,057 | |
Leased percentage | | 91.6% | | 90.5% | | 90.6% | | 90.4% | | 92.8% | |
| | | | | | | | | | | |
Investments in non-consolidated commercial real estate: | | | | | | | | | | | |
Number of properties | | 2 | | 2 | | 2 | | 2 | | 2 | |
Square feet | | 1,396,071 | | 1,396,071 | | 1,396,071 | | 1,396,071 | | 1,395,780 | |
Leased percentage | | 73.5% | | 71.2% | | 69.7% | | 70.1% | | 71.3% | |
| | | | | | | | | | | |
Single Asset REITs (SARs) managed: | | | | | | | | | | | |
Number of properties | | 7 | | 7 | | 7 | | 7 | | 8 | |
Square feet | | 1,487,026 | | 1,487,026 | | 1,487,026 | | 1,488,003 | | 1,897,801 | |
Leased percentage | | 77.0% | | 77.0% | | 73.5% | | 73.4% | | 84.7% | |
| | | | | | | | | | | |
Total owned, investments and managed properties: | | | | | | | | | | | |
Number of properties | | 45 | | 45 | | 45 | | 45 | | 48 | |
Square feet | | 12,378,050 | | 12,524,001 | | 12,522,837 | | 12,194,205 | | 12,873,638 | |
Leased percentage | | 87.8% | | 86.8% | | 86.3% | | 86.0% | | 89.3% | |
| (a) | | The number of properties was revised to present the 801 Marquette Ave building and the 121 South 8th Street building separately for all periods presented. |
The buildings had previously been combined for presentation.
December 31, 2015 | Page 14
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| Owned Portfolio Overview |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Percent | | Wtd Ave (a) | | GAAP (b) | | | | | | | | | | | Percent | | Wtd Ave (a) | | GAAP (b) | |
MSA / Property Name | | City | | State | | Square Feet | | Leased | | Occupied | | Rent | | | MSA / Property Name | | City | | State | | Square Feet | | Leased | | Occupied | | Rent | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
East Region | | | | | | | | | | | | | | | | Midwest Region | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Baltimore | | | | | | | | | | | | | | | | Chicago | | | | | | | | | | | | | | |
East Baltimore | | Baltimore | | MD | | 325,445 | | 85.4% | | 81.7% | | $ | 23.61 | | | Northwest Point | | Elk Grove Village | | IL | | 176,848 | | 100.0% | | 100.0% | | $ | 24.51 | |
| | | | | | | | | | | | | | | | 909 Davis Street | | Evanston | | IL | | 195,245 | | 100.0% | | 99.2% | | $ | 36.08 | |
Washington, D.C. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Meadow Point | | Chantilly | | VA | | 138,537 | | 100.0% | | 95.7% | | $ | 27.37 | | | Indianapolis | | | | | | | | | | | | | | |
Stonecroft | | Chantilly | | VA | | 111,469 | | 100.0% | | 100.0% | | $ | 37.54 | | | River Crossing | | Indianapolis | | IN | | 205,059 | | 91.1% | | 93.7% | | $ | 20.57 | |
Loudoun Tech Center | | Dulles | | VA | | 136,658 | | 92.0% | | 92.0% | | $ | 17.83 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | St. Louis | | | | | | | | | | | | | | |
Richmond | | | | | | | | | | | | | | | | Timberlake | | Chesterfield | | MO | | 234,023 | | 95.4% | | 59.9% | | $ | 21.87 | |
Innsbrook | | Glen Allen | | VA | | 298,456 | | 100.0% | | 99.9% | | $ | 18.75 | | | Timberlake East | | Chesterfield | | MO | | 116,197 | | 96.2% | | 32.3% | | $ | 22.24 | |
| | | | | | | | | | | | | | | | Lakeside Crossing | | Maryland Heights | | MO | | 127,778 | | 100.0% | | 100.0% | | $ | 24.43 | |
Charlotte | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Forest Park | | Charlotte | | NC | | 62,212 | | 100.0% | | 100.0% | | $ | 13.96 | | | Minneapolis | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | 121 South 8th Street | | Minneapolis | | MN | | 305,990 | | 88.3% | | 86.2% | | $ | 22.78 | |
Raleigh-Durham | | | | | | | | | | | | | | | | 801 Marquette Ave | | Minneapolis | | MN | | 169,704 | | 97.2% | | 97.4% | | $ | 3.82 | |
Emperor Boulevard | | Durham | | NC | | 259,531 | | 100.0% | | 100.0% | | $ | 36.03 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
East Region Total | | | | | | 1,332,308 | | 95.6% | | 94.3% | | $ | 25.60 | | | Midwest Region Total | | | | | | 1,530,844 | | 95.2% | | 84.7% | | $ | 22.31 | |
| (a) | | Weighted Occupied Percentage for the year ended December 31, 2015. |
| (b) | | Weighted Average GAAP Rent per Occupied Square Foot. |
December 31, 2015 | Page 15
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| Owned Portfolio Overview |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Percent | | Wtd Ave (a) | | GAAP (b) | | | | | | | | | | | Percent | | Wtd Ave (a) | | GAAP (b) | |
MSA / Property Name | | City | | State | | Square Feet | | Leased | | Occupied | | Rent | | | MSA / Property Name | | City | | State | | Square Feet | | Leased | | Occupied | | Rent | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
South Region | | | | | | | | | | | | | | | | West Region | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dallas-Fort Worth | | | | | | | | | | | | | | | | Seattle | | | | | | | | | | | | | | |
Legacy Tennyson Center | | Plano | | TX | | 202,600 | | 100.0% | | 100.0% | | $ | 17.23 | | | Federal Way | | Federal Way | | WA | | 117,010 | | 66.8% | | 58.7% | | $ | 18.75 | |
One Legacy Circle | | Plano | | TX | | 214,110 | | 100.0% | | 100.0% | | $ | 33.45 | | | | | | | | | | | | | | | | | |
Addison Circle | | Addison | | TX | | 290,041 | | 93.4% | | 87.2% | | $ | 25.44 | | | San Francisco-San Jose-Oakland | | | | | | | | | | | | | | |
Collins Crossing | | Richardson | | TX | | 300,887 | | 100.0% | | 99.6% | | $ | 24.42 | | | Hillview Center | | Milpitas | | CA | | 36,288 | | 100.0% | | 100.0% | | $ | 16.34 | |
Liberty Plaza | | Addison | | TX | | 218,934 | | 81.8% | | 83.0% | | $ | 20.88 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | Denver | | | | | | | | | | | | | | |
Houston | | | | | | | | | | | | | | | | 380 Interlocken | | Broomfield | | CO | | 240,185 | | 97.1% | | 96.5% | | $ | 30.04 | |
Park Ten | | Houston | | TX | | 157,460 | | 63.1% | | 63.1% | | $ | 30.96 | | | 1999 Broadway | | Denver | | CO | | 676,379 | | 82.7% | | 85.0% | | $ | 31.97 | |
Eldridge Green | | Houston | | TX | | 248,399 | | 100.0% | | 100.0% | | $ | 31.04 | | | Greenwood Plaza | | Englewood | | CO | | 196,236 | | 100.0% | | 100.0% | | $ | 24.22 | |
Park Ten Phase II | | Houston | | TX | | 156,746 | | 100.0% | | 100.0% | | $ | 30.98 | | | 390 Interlocken | | Broomfield | | CO | | 241,516 | | 84.6% | | 71.8% | | $ | 28.18 | |
Westchase I & II | | Houston | | TX | | 629,025 | | 87.0% | | 92.4% | | $ | 34.16 | | | 1001 17th Street | | Denver | | CO | | 655,420 | | 88.6% | | 84.5% | | $ | 34.31 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Miami-Ft. Lauderdale-West Palm Beach | | | | | | | | | | | | | | | | West Region Total | | | | | | 2,163,034 | | 87.3% | | 84.8% | | $ | 30.44 | |
Blue Lagoon Drive | | Miami | | FL | | 212,619 | | 100.0% | | 100.0% | | $ | 22.25 | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Atlanta | | | | | | | | | | | | | | | | Total Owned | | | | | | 9,494,953 | | 91.6% | | 89.0% | | $ | 26.93 | |
One Overton Place | | Atlanta | | GA | | 387,267 | | 85.0% | | 81.3% | | $ | 24.38 | | | | | | | | | | | | | | | | | |
One Ravinia | | Atlanta | | GA | | 386,603 | | 94.8% | | 95.0% | | $ | 22.87 | | | | | | | | | | | | | | | | | |
Two Ravinia | | Atlanta | | GA | | 442,130 | | 80.8% | | 76.4% | | $ | 24.50 | | | | | | | | | | | | | | | | | |
999 Peachtree | | Atlanta | | GA | | 621,946 | | 95.0% | | 95.3% | | $ | 30.06 | | | | | | | | | | | | | | | | | |
South Region Total | | | | | | 4,468,767 | | 83.2% | | 90.9% | | $ | 27.23 | | | | | | | | | | | | | | | | | |
| (a) | | Weighted Occupied Percentage for the year ended December 31, 2015. |
| (b) | | Weighted Average GAAP Rent per Occupied Square Foot. |
December 31, 2015 | Page 16
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| Managed Portfolio Overview |
| | | | | | | | | | | | | | | | | |
MSA / Property Name | | City | | State | | Square Feet | | | | MSA / Property Name | | City | | State | | Square Feet | |
| | | | | | | | | | | | | | | | | |
Southeast Region | | | | | | | | | | Midwest Region | | | | | | | |
| | | | | | | | | | | | | | | | | |
Columbia | | | | | | | | | | Chicago | | | | | | | |
1441 Main Street | | Columbia | | SC | | 264,857 | | | (a) | East Wacker | | Chicago | | IL | | 861,000 | |
| | | | | | | | | | | | | | | | | |
Atlanta | | | | | | | | | | Indianapolis | | | | | | | |
Satellite Place | | Duluth | | GA | | 134,785 | | | | Monument Circle | | Indianapolis | | IN | | 213,760 | |
| | | | | | | | | | | | | | | | | |
Southeast Region Total | | | | | | 399,642 | | | | St. Louis | | | | | | | |
| | | | | | | | | | Lakeside Crossing II | | Maryland Heights | | MO | | 116,000 | |
Southwest Region | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Kansas City | | | | | | | |
Houston | | | | | | | | | (b) | Grand Boulevard | | Kansas City | | MO | | 535,071 | |
Energy Tower I | | Houston | | TX | | 325,797 | | | | | | | | | | | |
| | | | | | | | | | Cincinnati | | | | | | | |
Denver | | | | | | | | | | Centre Pointe V | | West Chester | | OH | | 135,936 | |
385 Interlocken (Sold 1/19/16) | | Broomfield | | CO | | 295,891 | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Southwest Region Total | | | | | | 621,688 | | | | Midwest Region Total | | | | | | 1,861,767 | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | Total Managed | | | | | | 2,883,097 | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | Total Owned & Managed | | | | | | 12,378,050 | |
| (a) | | FSP has a Preferred Share Interest of 43.7% in the entity that owns this property. |
| (b) | | FSP has a Preferred Share Interest of 27.0% in the entity that owns this property. |
December 31, 2015 | Page 17
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| Tenants by Industry (By Square Feet) |
December 31, 2015 | Page 18
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| 20 Largest Tenants with Annualized Rent and Remaining Term |
| | | | | | | | | | | | | | | | |
| | | | | | Remaining | | Aggregate | | | | Annualized | | % of Aggregate | |
| | Tenant | | Number of | | Lease Term | | Leased | | % of Total | | Rent | | Leased | |
| | Name | | Leases | | in Months | | Square Feet | | Square Feet | | (in 000's) | | Annualized Rent | |
| | | | | | | | | | | | | | | | |
1 | | TCF National Bank (a) | | 2 | | 0 | | 263,111 | | 3.0% | | $ | 483,031 | | 0.2% | |
2 | | Quintiles Transnational Corp | | 1 | | 125 | | 259,531 | | 3.0% | | | 9,067,770 | | 4.1% | |
3 | | CITGO Petroleum Corporation | | 1 | | 74 | | 248,399 | | 2.9% | | | 7,904,056 | | 3.5% | |
4 | | Newfield Exploration Company | | 1 | | 74 | | 234,495 | | 2.7% | | | 8,639,475 | | 3.9% | |
5 | | US Government (b) | | 5 | | 6,8,29,43,57 | | 223,433 | | 2.6% | | | 7,189,560 | | 3.2% | |
6 | | Sutherland Asbill Brennan LLP | | 1 | | 52 | | 222,422 | | 2.6% | | | 6,823,317 | | 3.1% | |
7 | | Burger King Corporation | | 1 | | 33 | | 212,619 | | 2.4% | | | 5,255,942 | | 2.4% | |
8 | | Denbury Onshore, LLC (c) | | 2 | | 7,43 | | 202,600 | | 2.3% | | | 3,510,042 | | 1.6% | |
9 | | SunTrust Bank (d) | | 3 | | 4,69,131 | | 182,888 | | 2.1% | | | 3,772,888 | | 1.7% | |
10 | | Centene Management Company, LLC (e) | | 2 | | 90,90 | | 179,637 | | 2.1% | | | — | | — | |
11 | | Citicorp Credit Services, Inc | | 1 | | 12 | | 176,848 | | 2.0% | | | 4,612,196 | | 2.1% | |
12 | | T-Mobile South, LLC dba T-Mobile | | 1 | | 39 | | 151,792 | | 1.7% | | | 3,646,044 | | 1.6% | |
13 | | Houghton Mifflin Harcourt Publishing Company | | 1 | | 15 | | 150,050 | | 1.7% | | | 6,243,052 | | 2.8% | |
14 | | Petrobras America, Inc. | | 1 | | 47 | | 144,813 | | 1.7% | | | 5,337,807 | | 2.4% | |
15 | | Murphy Exploration & Production Company | | 1 | | 16 | | 144,677 | | 1.7% | | | 4,718,321 | | 2.1% | |
16 | | Argo Data Resource Corporation | | 1 | | 92 | | 140,246 | | 1.6% | | | 3,718,923 | | 1.7% | |
17 | | Monsanto Company | | 1 | | 49 | | 127,778 | | 1.5% | | | 3,019,394 | | 1.4% | |
18 | | Federal National Mortgage Association | | 1 | | 33 | | 123,144 | | 1.4% | | | 2,695,622 | | 1.2% | |
19 | | Vail Corp d/b/a Vail Resorts (f) | | 2 | | 39,87 | | 122,232 | | 1.4% | | | 3,532,873 | | 1.6% | |
20 | | Kaiser Foundation Health Plan | | 1 | | 101 | | 120,979 | | 1.4% | | | 3,091,345 | | 1.4% | |
| | | | | | | | | | | | | | | | |
| | | | | | Total | | 3,631,694 | | 41.8% | | $ | 93,261,657 | | 42.0% | |
| (a) | | These leases concluded on December 31, 2015, with reduced rent in the final month. |
| (b) | | Includes 180,444 and 27,398 square feet which expire in 2018 & 2017, respectively. The remaining 15,591 square feet expire between 2016 - 2020. |
| (c) | | Includes 102,600 square feet which expire 7/31/16 and 100,000 square feet that expire 7/31/19. |
| (d) | | Includes 23,217 square feet, which expire 4/30/16 and 127,500 square feet, which expire 9/30/21. The remaining 32,171 square feet expires 10/31/26. |
| (e) | | These leases were executed in 2015 will become rent producing in 2016. |
| (f) | | Includes 38,293 square feet which expire March 31, 2019. The remaining 83,939 square feet expire March 31, 2023. |
December 31, 2015 | Page 19
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| Leasing Activity (Owned Portfolio) |
| | | | | | | | | | |
| | Year | | Year | | Year | |
| | Ended | | Ended | | Ended | |
Leasing Activity | | | 31-Dec-15 | | | 31-Dec-14 | | | 31-Dec-13 | |
(in Square Feet - SF) | | | | | | | | | | |
New leasing | | | 362,000 | | | 149,000 | | | 267,000 | |
Renewals | | | 957,000 | | | 635,000 | | | 645,000 | |
| | | 1,319,000 | | | 784,000 | | | 912,000 | |
| | | | | | | | | | |
Other information per SF | | | | | | | | | | |
(Activity on a year-to-date basis) | | | | | | | | | | |
GAAP Rents on leasing | | $ | 28.66 | | $ | 26.89 | | $ | 23.33 | |
Weighted average lease term | | | 5.3 Years | | | 6.25 Years | | | 7.2 Years | |
| | | | | | | | | | |
Increase over average GAAP rents in prior year | | | 10.4% | | | 11.8% | | | 8.0% | |
| | | | | | | | | | |
Average free rent | | | 3 Months | | | 3 Months | | | 3 Months | |
Tenant Improvements | | $ | 13.17 | | $ | 16.40 | | $ | 18.25 | |
Leasing Costs | | $ | 5.81 | | $ | 7.66 | | $ | 8.48 | |
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| Lease Expirations by Square Feet (Owned Portfolio) |
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| Lease Expirations with Annualized Rent per Square Foot (Owned Portfolio) |
| | | | | | | | | | | | | | |
| | | | Rentable | | | | | Annualized | | Percentage | | |
| | Number of | | Square | | | | | Rent | | of Total | | |
Year of | | Leases | | Footage | | Annualized | | Per Square | | Annualized | | |
Lease | | Expiring | | Subject to | | Rent Under | | Foot Under | | Rent Under | | |
Expiration | | Within the | | Expiring | | Expiring | | Expiring | | Expiring | Cumulative | |
December 31, | | Year (a) | | Leases | | Leases (b) | | Leases | | Leases | Total | |
| | | | | | | | | | | | | | |
2016 | | 76 | (c) | 893,003 | | $ | 17,213,994 | | $ | 19.28 | | 7.8% | 7.8% | |
2017 | | 71 | | 1,111,385 | | | 32,072,789 | | | 28.86 | | 14.5% | 22.3% | |
2018 | | 74 | | 1,107,685 | | | 31,862,810 | | | 28.77 | | 14.4% | 36.7% | |
2019 | | 66 | | 1,286,426 | | | 33,419,650 | | | 25.98 | | 15.1% | 51.8% | |
2020 | | 58 | | 851,253 | | | 23,580,658 | | | 27.70 | | 10.7% | 62.5% | |
2021 | | 31 | | 753,234 | | | 18,274,036 | | | 24.26 | | 8.3% | 70.8% | |
2022 | | 27 | | 998,305 | | | 28,862,414 | | | 28.91 | | 13.1% | 83.9% | |
2023 | | 19 | | 626,267 | | | 10,858,863 | | | 17.34 | | 4.9% | 88.8% | |
2024 | | 9 | | 296,418 | | | 7,642,735 | | | 25.78 | | 3.4% | 92.2% | |
2025 | | 9 | | 320,671 | | | 6,008,364 | | | 18.74 | | 2.7% | 94.9% | |
2026 and thereafter | | 10 | | 450,699 | (d) | | 11,242,324 | | | 24.94 | | 5.1% | 100.0% | |
| | 450 | | 8,695,346 | | $ | 221,038,636 | | $ | 25.42 | | 100.0% | | |
Vacancies as of 12/31/15 | | | | 799,607 | | | | | | | | | | |
Total Portfolio Square Footage | | | | 9,494,953 | | | | | | | | | | |
| (a) | | The number of leases approximates the number of tenants. Tenants with lease maturities in different years are included in annual totals for each lease. Tenants may have multiple leases in the same year. |
| (b) | | Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at December 31, 2015 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges. |
| (c) | | Includes 22 leases that are month-to-month. |
| (d) | | Includes 85,050 square feet that are non-revenue producing building amenities. |
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| Capital Expenditures |
| | | | | | | | | | | | | | | | |
(in thousands) | | | | | | | | | | | | | | | | |
| | For the Three Months Ended | | Year ended | |
| | 31-Mar-15 | | 30-Jun-15 | | 30-Sep-15 | | 31-Dec-15 | | 31-Dec-15 | |
| | | | | | | | | | | | | | | | |
Tenant improvements | | $ | 2,936 | | $ | 3,420 | | $ | 1,794 | | $ | 3,788 | | $ | 11,938 | |
Deferred leasing costs | | | 830 | | | 1,539 | | | 1,490 | | | 3,952 | | | 7,811 | |
Non-investment capex | | | 643 | | | 1,411 | | | 1,090 | | | 1,162 | | | 4,306 | |
Total Capital Expenditures | | $ | 4,409 | | $ | 6,370 | | $ | 4,374 | | $ | 8,902 | | $ | 24,055 | |
| | | | | | | | | | | | | | | | |
| | For the Three Months Ended | | Year ended | |
| | 31-Mar-14 | | 30-Jun-14 | | 30-Sep-14 | | 31-Dec-14 | | 31-Dec-14 | |
| | | | | | | | | | | | | | | | |
Tenant improvements | | $ | 1,132 | | $ | 1,837 | | $ | 2,612 | | $ | 4,244 | | $ | 9,825 | |
Deferred leasing costs | | | 1,080 | | | 2,786 | | | 577 | | | 1,405 | | | 5,848 | |
Non-investment capex | | | 364 | | | 1,621 | | | 700 | | | 851 | | | 3,536 | |
Total Capital Expenditures | | $ | 2,576 | | $ | 6,244 | | $ | 3,889 | | $ | 6,500 | | $ | 19,209 | |
First generation leasing and investment capital were $ 7.4 million and $3.1 million in 2015 and 2014, respectively.
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| Transaction Activity (in thousands except for Square Feet) |
| | | | | | | | | | | | |
| | City | | State | | Square Feet | | Date Acquired | | Purchase Price | |
2015 | | | | | | | | | | | | |
Two Ravinia | | Atlanta | | GA | | 442,130 | | 4/8/15 | | $ | 78,000 | |
| | | | | | | | | | | | |
2013 | | | | | | | | | | | | |
1999 Broadway | | Denver | | CO | | 673,793 | | 5/22/13 | | $ | 183,000 | |
999 Peachtree | | Atlanta | | GA | | 621,946 | | 7/1/13 | | | 157,900 | |
1001 17th Street | | Denver | | CO | | 655,420 | | 8/28/13 | | | 217,000 | |
| | | | | | | | | | | | |
2012 | | | | | | | | | | | | |
One Ravinia | | Atlanta | | GA | | 386,603 | | 7/31/12 | | $ | 52,750 | |
Westchase | | Houston | | TX | | 629,025 | | 11/1/12 | | | 154,750 | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | Gross Sales | | Gains | |
| | City | | State | | Square Feet | | Date Sold | | Proceeds | | on Sales | |
2015 | | | | | | | | | | | | | | | |
Willow Bend | | Plano | | TX | | 117,050 | | 2/23/15 | | $ | 20,750 | | $ | 1,462 | |
Eden Bluff | | Eden Prairie | | MN | | 153,028 | | 3/31/15 | | | 28,000 | | | 9,000 | |
Park Seneca | | Charlotte | | NC | | 109,699 | | 5/13/15 | | | 8,150 | | | 949 | |
Montague | | San Jose | | CA | | 145,561 | | 12/9/15 | | | 30,000 | | | 12,251 | |
| | | | | | | | | | | | | | | |
2014 | | | | | | | | | | | | | | | |
Centennial | | Colorado Springs | | CO | | 110,405 | | 12/3/14 | | $ | 15,500 | | $ | 940 | |
| | | | | | | | | | | | | | | |
2013 | | | | | | | | | | | | | | | |
East Renner Road | | Richardson | | TX | | 122,300 | | 10/29/13 | | $ | 12,475 | | $ | 2,158 | |
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| Loan Portfolio of Secured Real Estate (in thousands) |
| | | | | | | | | | | | | | | | | | | |
(dollars in thousands) | | | | | | Maximum | | Amount | | | | | | | | Interest | |
| | | | Maturity | | Amount | | Drawn at | | Interest | | Draw | | Rate at | |
Sponsored REIT | | Location | | Date | | of Loan | | 31-Dec-15 | | Rate (1) | | Fee (2) | | 31-Dec-15 | |
| | | | | | | | | | | | | | | | | | | |
Secured revolving lines of credit | | | | | | | | | | | | | | | | | | | |
FSP Satellite Place Corp. | | Duluth, GA | | 31-Mar-17 | | $ | 5,500 | | $ | 5,500 | | L | + | 4.40% | | 0.5% | | 4.64% | |
FSP 1441 Main Street Corp. | | Columbia, SC | | 31-Mar-16 | | | 10,800 | | | 9,000 | | L | + | 4.40% | | 0.5% | | 4.64% | |
FSP Energy Tower I Corp. | | Houston, TX | | 30-Jun-17 | | | 20,000 | | | 12,600 | | L | + | 5.00% | | 0.5% | | 5.24% | |
| | | | | | | | | | | | | | | | | | | |
Secured construction loan | | | | | | | | | | | | | | | | | | | |
FSP 385 Interlocken Development Corp. (3) | | Broomfield, CO | | 30-Apr-16 | | | 42,000 | | | 37,541 | | L | + | 4.40% | | n/a | | 4.64% | |
| | | | | | | | | | | | | | | | | | | |
Mortgage loan secured by property | | | | | | | | | | | | | | | | | | | |
FSP Monument Circle LLC (4) | | Indianapolis, IN | | 7-Dec-18 | | | 21,000 | | | 21,000 | | | | 4.90% | | n/a | | 4.90% | |
FSP Energy Tower I Corp. | | Houston, TX | | 30-Jun-17 | | | 33,000 | | | 33,000 | | | | 6.41% | | n/a | | 6.41% | |
| | | | | | | | | | | | | | | | | | | |
| | | | | | $ | 132,300 | | $ | 118,641 | | | | | | | | | |
| (1) | | The interest rate is 30-day LIBOR rate plus the additional rate indicated, otherwise a fixed rate. |
| (2) | | The draw fee is a percentage of each new advance, and is paid at the time of each new draw. |
| (3) | | This secured construction loan was repaid on January 19, 2016. |
| (4) | | Includes an origination fee of $164,000 and an exit fee of $38,000 when repaid by the borrower. |
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| Net Asset Value Components |
| | | | | | | | | | | | | | | |
(in thousands except per share data) | | | | | | | | | | | | | | | |
| | As of | | | Assets: | | | | | | Other information: | | | |
| | 31-Dec-15 | | | Loans outstanding on secured RE | | $ | 118,641 | | | Leased SF to be FFO producing | | | |
Total Market Capitalization Values | | | | | | Investments in SARs (book basis) | | | 77,019 | | | During 2016 (in 000's) | | | 167 |
Shares outstanding | | | 100,187.4 | | | Straight-line rent receivable | | | 48,502 | | | | | | |
Closing price | | $ | 10.35 | | | Asset held for sale | | | — | | | Straight-line rental revenue current quarter | | $ | 875 |
Market capitalization | | $ | 1,036,940 | | | Cash and cash equivalents | | | 18,163 | | | | | | |
Debt | | | 910,000 | | | Restricted cash | | | 23 | | | Management fee income current quarter | | $ | 178 |
Total Market Capitalization | | $ | 1,946,940 | | | Tenant rent receivables | | | 2,898 | | | Interest income from secured loans | | | 1,397 |
| | | | | | Prepaid expenses | | | 2,267 | | | Management fees and interest income from loans | | $ | 1,575 |
| | | | | | Office computers and furniture | | | 484 | | | | | | |
| | 3 Months | | | Other assets: | | | | | | FFO from non-consolidated REITs - Q3 2015 (6): | | | |
| | Ended | | | Deferred financing costs, net | | | 5,570 | | | East Wacker | | $ | 460 |
NOI Components | | 31-Dec-15 | | | Other assets: Derivative Market Value | | | 1,132 | | | Grand Boulevard | | | 185 |
| | | | | | Other assets | | | — | | | Total | | $ | 645 |
Same Store NOI (1) | | $ | 32,569 | | | | | $ | 274,699 | | | | | | |
Acquisitions (1) (2) | | | 1,090 | | | | | | | | | Footnotes to the components | | | |
Property NOI (1) | | | 33,659 | | | Liabilities: | | | | | | | | | |
Full quarter adjustment (3) | | | — | | | Debt | | $ | 910,000 | | | (1) See pages 11 & 28 for definitions and reconciliations |
Stabilized portfolio | | $ | 33,659 | | | Accounts payable & accrued expenses | | | 53,215 | | | |
| | | | | | Tenant security deposits | | | 4,829 | | | (2) Includes NOI from 1 acquisitions 2015 |
| | | | | | Other liabilities: derivative liability | | | 8,243 | | | |
Financial Statement Reconciliation: | | | | | | | | $ | 976,287 | | | (3) Adjustment to reflect property NOI for a full quarter in the quarter acquired, if necessary |
Rental Revenue | | $ | 59,656 | | | | | | | | | |
Rental operating expenses | | | (15,939) | | | | | | | | | (4) HB3 Tax in Texas is classified as an income tax, though we treat it as a real estate tax in Property NOI |
Real estate taxes and insurance | | | (9,202) | | | | | | | | | |
NOI on assets sold during the quarter | | | (285) | | | | | | | | | (5) Management & other fees are eliminated in consolidation but included on Property NOI |
Taxes (4) | | | 11 | | | | | | | | | |
Management fees & other (5) | | | (582) | | | | | | | | | (6) We report FFO from non-consolidated REITs for the previous quarter as their financial statements are not yet complete for the current quarter. |
Property NOI (1) | | $ | 33,659 | | | | | | | | | | | | |
December 31, 2015 | Page 26
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| Appendix: Non-GAAP Financial Measure Definitions |
Definition of Funds From Operations (“FFO”)
The Company evaluates performance based on Funds From Operations, which we refer to as FFO. The Company defines FFO as net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property and acquisition costs of newly acquired properties that are not capitalized, plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.
FFO should not be considered as an alternative to net income (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.
Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner. We have included the NAREIT FFO definition in our table and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.
We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income and cash flows from operating, investing and financing activities in the consolidated financial statements.
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| Appendix: Non-GAAP Financial Measure Definitions |
Definition of Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA)
and Adjusted EBITDA
EBITDA is defined as net income plus interest expense, income tax expense and depreciation and amortization expense. Adjusted EBITDA is defined as EBITDA excluding gains and losses on sales of properties or shares of equity investments or provisions for losses on assets held for sale. EBITDA and Adjusted EBITDA are not intended to represent cash flow for the period, are not presented as an alternative to operating income as an indicator of operating performance, should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP and are not indicative of operating income or cash provided by operating activities as determined under GAAP. EBITDA and Adjusted EBITDA are presented solely as a supplemental disclosure with respect to liquidity because the Company believes it provides useful information regarding the Company's ability to service or incur debt. Because all companies do not calculate EBITDA or Adjusted EBITDA the same way, this presentation may not be comparable to similarly titled measures of other companies. The Company believes that net income is the financial measure calculated and presented in accordance with GAAP that is most directly comparable to EBITDA and Adjusted EBITDA.
Definition of Property Net Operating Income (Property NOI)
The Company provides property performance based on Net Operating Income, which we refer to as NOI. Management believes that investors are interested in this information. NOI is a non-GAAP financial measure that the Company defines as net income (the most directly comparable GAAP financial measure) plus selling, general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, gains or losses on the sale of assets and excludes non-property specific income and expenses. The information presented includes footnotes and the data is shown by region with properties owned in both periods, which we call Same Store. The Comparative Same Store results include properties held for the periods presented and exclude significant nonrecurring income such as bankruptcy settlements and lease termination fees. NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income as an indication of our performance or to cash flows as a measure of the Company's liquidity or its ability to make distributions.
December 31, 2015 | Page 28
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| Appendix: Non-GAAP Financial Measure Definitions |
Definition of Adjusted Funds From Operations (AFFO)
The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO. The Company defines AFFO as the sum of (1) FFO; (2) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs; (3) excluding the effect of straight-line rent; (4) plus deferred financing costs, (5) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures. Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.
We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.
AFFO should not be considered as an alternative to net income (determined in accordance with GAAP), as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs. Other real estate companies may define this term in a different manner. We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income and cash flows from operating, investing and financing activities in the consolidated financial statements.
December 31, 2015 | Page 29
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| Investor Relations Contact Georgia Touma | 877.686.9496 InvestorRelations@franklinstreetproperties.com |
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One & Two Ravinia Drive, Atlanta, GA
Franklin Street Properties Corp.
401 Edgewater Place Wakefield, Massachusetts 01880
781.557.1300 www.franklinstreetproperties.com
December 31, 2015 | Page 30