Condensed consolidating financial information | 9 Months Ended |
Sep. 30, 2014 |
Condensed Consolidated Financial Information [Abstract] | ' |
Condensed consolidating financial information | ' |
Condensed consolidating financial information |
|
Alexandria Real Estate Equities, Inc. (the “Issuer”) has sold certain debt securities registered under the Securities Act, as amended, that are fully and unconditionally guaranteed by Alexandria Real Estate Equities, L.P. (the “LP” or the “Guarantor Subsidiary”), an indirectly 100% owned subsidiary of the Issuer. The Company’s other subsidiaries, including, but not limited to, the subsidiaries that own substantially all of its real estate (collectively, the “Combined Non-Guarantor Subsidiaries”) will not provide a guarantee of such securities, including the subsidiaries that are partially or 100% owned by the LP. The following condensed consolidating financial information presents the condensed consolidating balance sheets as of September 30, 2014, and December 31, 2013, and the condensed consolidating statements of income and comprehensive income for the three and nine months ended September 30, 2014 and 2013, and condensed consolidating cash flows for the nine months ended September 30, 2014 and 2013, for the Issuer, the Guarantor Subsidiary, the Combined Non-Guarantor Subsidiaries, as well as the eliminations necessary to arrive at the information for Alexandria Real Estate Equities, Inc. on a consolidated basis, and consolidated amounts. In presenting the condensed consolidating financial statements, the equity method of accounting has been applied to (i) the Issuer’s interests in the Guarantor Subsidiary and the Combined Non-Guarantor Subsidiaries, (ii) the Guarantor Subsidiary’s interests in the Combined Non-Guarantor Subsidiaries, and (iii) the Combined Non-Guarantor Subsidiaries’ interests in the Guarantor Subsidiary, where applicable, even though all such subsidiaries meet the requirements to be consolidated under GAAP. All intercompany balances and transactions between the Issuer, the Guarantor Subsidiary, and the Combined Non-Guarantor Subsidiaries have been eliminated, as shown in the column “Eliminations.” All assets and liabilities have been allocated to the Issuer, the Guarantor Subsidiary, and the Combined Non-Guarantor Subsidiaries generally based on legal entity ownership. |
Condensed Consolidating Balance Sheet |
as of September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria Real Estate Equities, Inc. | | Alexandria | | Combined | | Eliminations | | Consolidated |
(Issuer) | Real Estate | Non- |
| Equities, L.P. | Guarantor |
| (Guarantor | Subsidiaries |
| Subsidiary) | |
Assets | | | | | | | | | |
Investments in real estate | $ | — | | | $ | — | | | $ | 7,197,630 | | | $ | — | | | $ | 7,197,630 | |
|
Cash and cash equivalents | 21,455 | | | — | | | 45,568 | | | — | | | 67,023 | |
|
Restricted cash | 70 | | | — | | | 24,175 | | | — | | | 24,245 | |
|
Tenant receivables | — | | | — | | | 10,830 | | | — | | | 10,830 | |
|
Deferred rent | — | | | — | | | 225,506 | | | — | | | 225,506 | |
|
Deferred leasing and financing costs | 37,486 | | | — | | | 162,349 | | | — | | | 199,835 | |
|
Investments | — | | | 8,147 | | | 169,430 | | | — | | | 177,577 | |
|
Investments in and advances to affiliates | 6,812,172 | | | 6,291,506 | | | 129,268 | | | (13,232,946 | ) | | — | |
|
Other assets | 19,244 | | | — | | | 98,424 | | | — | | | 117,668 | |
|
Total assets | $ | 6,890,427 | | | $ | 6,299,653 | | | $ | 8,063,180 | | | $ | (13,232,946 | ) | | $ | 8,020,314 | |
|
Liabilities, Noncontrolling Interests, and Equity | | | | | | | | | |
Secured notes payable | $ | — | | | $ | — | | | $ | 636,825 | | | $ | — | | | $ | 636,825 | |
|
Unsecured senior notes payable | 1,747,290 | | | — | | | — | | | — | | | 1,747,290 | |
|
Unsecured senior line of credit | 142,000 | | | — | | | — | | | — | | | 142,000 | |
|
Unsecured senior bank term loans | 975,000 | | | — | | | — | | | — | | | 975,000 | |
|
Accounts payable, accrued expenses, and tenant security deposits | 93,679 | | | — | | | 410,856 | | | — | | | 504,535 | |
|
Dividends payable | 57,260 | | | — | | | 289 | | | — | | | 57,549 | |
|
Total liabilities | 3,015,229 | | | — | | | 1,047,970 | | | — | | | 4,063,199 | |
|
Redeemable noncontrolling interests | — | | | — | | | 14,348 | | | — | | | 14,348 | |
|
Alexandria Real Estate Equities, Inc.’s stockholders’ equity | 3,875,198 | | | 6,299,653 | | | 6,933,293 | | | (13,232,946 | ) | | 3,875,198 | |
|
Noncontrolling interests | — | | | — | | | 67,569 | | | — | | | 67,569 | |
|
Total equity | 3,875,198 | | | 6,299,653 | | | 7,000,862 | | | (13,232,946 | ) | | 3,942,767 | |
|
Total liabilities, noncontrolling interests, and equity | $ | 6,890,427 | | | $ | 6,299,653 | | | $ | 8,063,180 | | | $ | (13,232,946 | ) | | $ | 8,020,314 | |
|
|
Condensed Consolidating Balance Sheet |
as of December 31, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Assets | | | | | | | | | |
Investments in real estate | $ | — | | | $ | — | | | $ | 6,776,914 | | | $ | — | | | $ | 6,776,914 | |
|
Cash and cash equivalents | 14,790 | | | — | | | 42,906 | | | — | | | 57,696 | |
|
Restricted cash | 55 | | | — | | | 27,654 | | | — | | | 27,709 | |
|
Tenant receivables | — | | | — | | | 9,918 | | | — | | | 9,918 | |
|
Deferred rent | — | | | — | | | 190,425 | | | — | | | 190,425 | |
|
Deferred leasing and financing costs | 36,901 | | | — | | | 155,757 | | | — | | | 192,658 | |
|
Investments | — | | | 10,868 | | | 129,420 | | | — | | | 140,288 | |
|
Investments in and advances to affiliates | 6,299,551 | | | 5,823,058 | | | 119,421 | | | (12,242,030 | ) | | — | |
|
Other assets | 20,226 | | | — | | | 113,930 | | | — | | | 134,156 | |
|
Total assets | $ | 6,371,523 | | | $ | 5,833,926 | | | $ | 7,566,345 | | | $ | (12,242,030 | ) | | $ | 7,529,764 | |
|
Liabilities, Noncontrolling Interests, and Equity | | | | | | | | | |
Secured notes payable | $ | — | | | $ | — | | | $ | 708,831 | | | $ | — | | | $ | 708,831 | |
|
Unsecured senior notes payable | 1,048,230 | | | — | | | — | | | — | | | 1,048,230 | |
|
Unsecured senior line of credit | 204,000 | | | — | | | — | | | — | | | 204,000 | |
|
Unsecured senior bank term loans | 1,100,000 | | | — | | | — | | | — | | | 1,100,000 | |
|
Accounts payable, accrued expenses, and tenant security deposits | 48,373 | | | — | | | 386,969 | | | — | | | 435,342 | |
|
Dividends payable | 54,131 | | | — | | | 289 | | | — | | | 54,420 | |
|
Total liabilities | 2,454,734 | | | — | | | 1,096,089 | | | — | | | 3,550,823 | |
|
Redeemable noncontrolling interests | — | | | — | | | 14,444 | | | — | | | 14,444 | |
|
Alexandria Real Estate Equities, Inc.’s stockholders’ equity | 3,916,789 | | | 5,833,926 | | | 6,408,104 | | | (12,242,030 | ) | | 3,916,789 | |
|
Noncontrolling interests | — | | | — | | | 47,708 | | | — | | | 47,708 | |
|
Total equity | 3,916,789 | | | 5,833,926 | | | 6,455,812 | | | (12,242,030 | ) | | 3,964,497 | |
|
Total liabilities, noncontrolling interests, and equity | $ | 6,371,523 | | | $ | 5,833,926 | | | $ | 7,566,345 | | | $ | (12,242,030 | ) | | $ | 7,529,764 | |
|
Condensed Consolidating Statement of Income |
for the Three Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Revenues: | | | | | | | | | |
Rental | $ | — | | | $ | — | | | $ | 137,718 | | | $ | — | | | $ | 137,718 | |
|
Tenant recoveries | — | | | — | | | 45,572 | | | — | | | 45,572 | |
|
Other income | 2,797 | | | (1,264 | ) | | 4,369 | | | (3,577 | ) | | 2,325 | |
|
Total revenues | 2,797 | | | (1,264 | ) | | 187,659 | | | (3,577 | ) | | 185,615 | |
|
| | | | | | | | | |
Expenses: | | | | | | | | | |
Rental operations | — | | | — | | | 57,423 | | | — | | | 57,423 | |
|
General and administrative | 11,369 | | | — | | | 4,817 | | | (3,577 | ) | | 12,609 | |
|
Interest | 15,307 | | | — | | | 5,248 | | | — | | | 20,555 | |
|
Depreciation and amortization | 1,408 | | | — | | | 56,980 | | | — | | | 58,388 | |
|
Loss on early extinguishment of debt | 525 | | | — | | | — | | | — | | | 525 | |
|
Total expenses | 28,609 | | | — | | | 124,468 | | | (3,577 | ) | | 149,500 | |
|
(Loss) income from continuing operations before equity in earnings of affiliates | (25,812 | ) | | (1,264 | ) | | 63,191 | | | — | | | 36,115 | |
|
Equity in earnings of affiliates | 60,415 | | | 58,381 | | | 1,127 | | | (119,923 | ) | | — | |
|
Income from continuing operations | 34,603 | | | 57,117 | | | 64,318 | | | (119,923 | ) | | 36,115 | |
|
Loss from discontinued operations | — | | | — | | | (180 | ) | | — | | | (180 | ) |
|
Gain on sales of land parcels | — | | | — | | | 8 | | | — | | | 8 | |
|
Net income | 34,603 | | | 57,117 | | | 64,146 | | | (119,923 | ) | | 35,943 | |
|
| | | | | | | | | |
Dividends on preferred stock | (6,471 | ) | | — | | | — | | | — | | | (6,471 | ) |
|
Net income attributable to noncontrolling interests | — | | | — | | | (1,340 | ) | | — | | | (1,340 | ) |
|
Net income attributable to unvested restricted stock awards | (506 | ) | | — | | | — | | | — | | | (506 | ) |
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders | $ | 27,626 | | | $ | 57,117 | | | $ | 62,806 | | | $ | (119,923 | ) | | $ | 27,626 | |
|
|
|
Condensed Consolidating Statement of Income |
for the Three Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Revenues: | | | | | | | | | |
Rental | $ | — | | | $ | — | | | $ | 116,052 | | | $ | — | | | $ | 116,052 | |
|
Tenant recoveries | — | | | — | | | 38,691 | | | — | | | 38,691 | |
|
Other income | 2,802 | | | (1 | ) | | 3,966 | | | (3,195 | ) | | 3,572 | |
|
Total revenues | 2,802 | | | (1 | ) | | 158,709 | | | (3,195 | ) | | 158,315 | |
|
| | | | | | | | | |
Expenses: | | | | | | | | | |
Rental operations | — | | | — | | | 47,684 | | | — | | | 47,684 | |
|
General and administrative | 10,140 | | | — | | | 4,721 | | | (3,195 | ) | | 11,666 | |
|
Interest | 10,238 | | | — | | | 5,933 | | | — | | | 16,171 | |
|
Depreciation and amortization | 1,473 | | | — | | | 47,393 | | | — | | | 48,866 | |
|
Loss on early extinguishment of debt | 1,432 | | | — | | | — | | | — | | | 1,432 | |
|
Total expenses | 23,283 | | | — | | | 105,731 | | | (3,195 | ) | | 125,819 | |
|
(Loss) income from continuing operations before equity in earnings of affiliates | (20,481 | ) | | (1 | ) | | 52,978 | | | — | | | 32,496 | |
|
Equity in earnings of affiliates | 51,975 | | | 48,477 | | | 959 | | | (101,411 | ) | | — | |
|
Income from continuing operations | 31,494 | | | 48,476 | | | 53,937 | | | (101,411 | ) | | 32,496 | |
|
Loss from discontinued operations | (1 | ) | | — | | | (42 | ) | | — | | | (43 | ) |
|
Net income | 31,493 | | | 48,476 | | | 53,895 | | | (101,411 | ) | | 32,453 | |
|
| | | | | | | | | |
Dividends on preferred stock | (6,472 | ) | | — | | | — | | | — | | | (6,472 | ) |
|
Net income attributable to noncontrolling interests | — | | | — | | | (960 | ) | | — | | | (960 | ) |
|
Net income attributable to unvested restricted stock awards | (442 | ) | | — | | | — | | | — | | | (442 | ) |
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders | $ | 24,579 | | | $ | 48,476 | | | $ | 52,935 | | | $ | (101,411 | ) | | $ | 24,579 | |
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Income |
for the Nine Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Revenues: | | | | | | | | | |
Rental | $ | — | | | $ | — | | | $ | 403,280 | | | $ | — | | | $ | 403,280 | |
|
Tenant recoveries | — | | | — | | | 128,198 | | | — | | | 128,198 | |
|
Other income | 8,632 | | | (2,799 | ) | | 11,534 | | | (10,642 | ) | | 6,725 | |
|
Total revenues | 8,632 | | | (2,799 | ) | | 543,012 | | | (10,642 | ) | | 538,203 | |
|
| | | | | | | | | |
Expenses: | | | | | | | | | |
Rental operations | — | | | — | | | 162,283 | | | — | | | 162,283 | |
|
General and administrative | 33,735 | | | — | | | 16,576 | | | (10,642 | ) | | 39,669 | |
|
Interest | 41,339 | | | — | | | 15,772 | | | — | | | 57,111 | |
|
Depreciation and amortization | 4,335 | | | — | | | 161,788 | | | — | | | 166,123 | |
|
Loss on early extinguishment of debt | 525 | | | — | | | — | | | — | | | 525 | |
|
Total expenses | 79,934 | | | — | | | 356,419 | | | (10,642 | ) | | 425,711 | |
|
(Loss) income from continuing operations before equity in earnings of affiliates | (71,302 | ) | | (2,799 | ) | | 186,593 | | | — | | | 112,492 | |
|
Equity in earnings of affiliates | 180,275 | | | 172,989 | | | 3,356 | | | (356,620 | ) | | — | |
|
Income from continuing operations | 108,973 | | | 170,190 | | | 189,949 | | | (356,620 | ) | | 112,492 | |
|
Loss from discontinued operations | (7 | ) | | — | | | (482 | ) | | — | | | (489 | ) |
|
Gain on sales of land parcels | — | | | — | | | 805 | | | — | | | 805 | |
|
Net income | 108,966 | | | 170,190 | | | 190,272 | | | (356,620 | ) | | 112,808 | |
|
| | | | | | | | | |
Dividends on preferred stock | (19,414 | ) | | — | | | — | | | — | | | (19,414 | ) |
|
Net income attributable to noncontrolling interests | — | | | — | | | (3,842 | ) | | — | | | (3,842 | ) |
|
Net income attributable to unvested restricted stock awards | (1,285 | ) | | — | | | — | | | — | | | (1,285 | ) |
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders | $ | 88,267 | | | $ | 170,190 | | | $ | 186,430 | | | $ | (356,620 | ) | | $ | 88,267 | |
|
|
|
Condensed Consolidating Statement of Income |
for the Nine Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Revenues: | | | | | | | | | |
Rental | $ | — | | | $ | — | | | $ | 342,071 | | | $ | — | | | $ | 342,071 | |
|
Tenant recoveries | — | | | — | | | 110,125 | | | — | | | 110,125 | |
|
Other income | 8,071 | | | (142 | ) | | 11,635 | | | (9,432 | ) | | 10,132 | |
|
Total revenues | 8,071 | | | (142 | ) | | 463,831 | | | (9,432 | ) | | 462,328 | |
|
| | | | | | | | | |
Expenses: | | | | | | | | | |
Rental operations | — | | | — | | | 139,147 | | | — | | | 139,147 | |
|
General and administrative | 32,573 | | | — | | | 12,628 | | | (9,432 | ) | | 35,769 | |
|
Interest | 32,048 | | | — | | | 18,121 | | | — | | | 50,169 | |
|
Depreciation and amortization | 4,394 | | | — | | | 136,645 | | | — | | | 141,039 | |
|
Loss on early extinguishment of debt | 1,992 | | | — | | | — | | | — | | | 1,992 | |
|
Total expenses | 71,007 | | | — | | | 306,541 | | | (9,432 | ) | | 368,116 | |
|
(Loss) income from continuing operations before equity in earnings of affiliates | (62,936 | ) | | (142 | ) | | 157,290 | | | — | | | 94,212 | |
|
Equity in earnings of affiliates | 155,694 | | | 144,660 | | | 2,858 | | | (303,212 | ) | | — | |
|
Income from continuing operations | 92,758 | | | 144,518 | | | 160,148 | | | (303,212 | ) | | 94,212 | |
|
Income from discontinued operations | 347 | | | — | | | 696 | | | — | | | 1,043 | |
|
Gain on sales of land parcels | — | | | — | | | 772 | | | — | | | 772 | |
|
Net income | 93,105 | | | 144,518 | | | 161,616 | | | (303,212 | ) | | 96,027 | |
|
| | | | | | | | | |
Dividends on preferred stock | (19,414 | ) | | — | | | — | | | — | | | (19,414 | ) |
|
Net income attributable to noncontrolling interests | — | | | — | | | (2,922 | ) | | — | | | (2,922 | ) |
|
Net income attributable to unvested restricted stock awards | (1,187 | ) | | — | | | — | | | — | | | (1,187 | ) |
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders | $ | 72,504 | | | $ | 144,518 | | | $ | 158,694 | | | $ | (303,212 | ) | | $ | 72,504 | |
|
Condensed Consolidating Statement of Comprehensive Income |
for the Three Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Net income | $ | 34,603 | | | $ | 57,117 | | | $ | 64,146 | | | $ | (119,923 | ) | | $ | 35,943 | |
|
Other comprehensive income (loss): | | | | | | | | | |
Unrealized losses on marketable securities: | | | | | | | | | |
Unrealized holding losses arising during the period | — | | | (310 | ) | | (2,144 | ) | | — | | | (2,454 | ) |
|
Reclassification adjustment for losses included in net income | — | | | — | | | 111 | | | — | | | 111 | |
|
Unrealized losses on marketable securities, net | — | | | (310 | ) | | (2,033 | ) | | — | | | (2,343 | ) |
|
| | | | | | | | | |
Unrealized gains on interest rate swap agreements: | | | | | | | | | |
Unrealized interest rate swap gains arising during the period | 1,206 | | | — | | | — | | | — | | | 1,206 | |
|
Reclassification adjustment for amortization of interest expense included in net income | 1,129 | | | — | | | — | | | — | | | 1,129 | |
|
Unrealized gains on interest rate swap agreements, net | 2,335 | | | — | | | — | | | — | | | 2,335 | |
|
| | | | | | | | | |
Unrealized losses on foreign currency translation: | | | | | | | | | |
Unrealized foreign currency translation losses during the period | — | | | — | | | (12,259 | ) | | — | | | (12,259 | ) |
|
Reclassification adjustment for gains included in net income | — | | | — | | | (199 | ) | | — | | | (199 | ) |
|
Unrealized losses on foreign currency translation, net | — | | | — | | | (12,458 | ) | | — | | | (12,458 | ) |
|
| | | | | | | | | |
Total other comprehensive income (loss) | 2,335 | | | (310 | ) | | (14,491 | ) | | — | | | (12,466 | ) |
|
Comprehensive income | 36,938 | | | 56,807 | | | 49,655 | | | (119,923 | ) | | 23,477 | |
|
Less: comprehensive income attributable to noncontrolling interests | — | | | — | | | (1,340 | ) | | — | | | (1,340 | ) |
|
Comprehensive income attributable to Alexandria’s common stockholders | $ | 36,938 | | | $ | 56,807 | | | $ | 48,315 | | | $ | (119,923 | ) | | $ | 22,137 | |
|
|
|
Condensed Consolidating Statement of Comprehensive Income |
for the Three Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Net income | $ | 31,493 | | | $ | 48,476 | | | $ | 53,895 | | | $ | (101,411 | ) | | $ | 32,453 | |
|
Other comprehensive income (loss): | | | | | | | | | |
Unrealized losses on marketable securities: | | | | | | | | | |
Unrealized holding (losses) gains arising during the period | — | | | (796 | ) | | 759 | | | — | | | (37 | ) |
|
Reclassification adjustment for losses (gains) included in net income | — | | | 519 | | | (769 | ) | | — | | | (250 | ) |
|
Unrealized losses on marketable securities, net | — | | | (277 | ) | | (10 | ) | | — | | | (287 | ) |
|
| | | | | | | | | |
Unrealized gains on interest rate swap agreements: | | | | | | | | | |
Unrealized interest rate swap losses arising during the period | (676 | ) | | — | | | — | | | — | | | (676 | ) |
|
Reclassification adjustment for amortization of interest expense included in net income | 3,904 | | | — | | | — | | | — | | | 3,904 | |
|
Unrealized gains on interest rate swap agreements, net | 3,228 | | | — | | | — | | | — | | | 3,228 | |
|
| | | | | | | | | |
Foreign currency translation losses | — | | | — | | | (3,404 | ) | | — | | | (3,404 | ) |
|
| | | | | | | | | |
Total other comprehensive income (loss) | 3,228 | | | (277 | ) | | (3,414 | ) | | — | | | (463 | ) |
|
Comprehensive income | 34,721 | | | 48,199 | | | 50,481 | | | (101,411 | ) | | 31,990 | |
|
Less: comprehensive income attributable to noncontrolling interests | — | | | — | | | (933 | ) | | — | | | (933 | ) |
|
Comprehensive income attributable to Alexandria’s common stockholders | $ | 34,721 | | | $ | 48,199 | | | $ | 49,548 | | | $ | (101,411 | ) | | $ | 31,057 | |
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Comprehensive Income |
for the Nine Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Net income | $ | 108,966 | | | $ | 170,190 | | | $ | 190,272 | | | $ | (356,620 | ) | | $ | 112,808 | |
|
Other comprehensive income: | | | | | | | | | |
Unrealized gains on marketable securities: | | | | | | | | | |
Unrealized holding gains arising during the period | — | | | — | | | 13,591 | | | — | | | 13,591 | |
|
Reclassification adjustment for losses included in net income | — | | | — | | | 517 | | | — | | | 517 | |
|
Unrealized gains on marketable securities, net | — | | | — | | | 14,108 | | | — | | | 14,108 | |
|
| | | | | | | | | |
Unrealized gains on interest rate swap agreements: | | | | | | | | | |
Unrealized interest rate swap losses arising during the period | (2,708 | ) | | — | | | — | | | — | | | (2,708 | ) |
|
Reclassification adjustment for amortization of interest expense included in net income | 5,742 | | | — | | | — | | | — | | | 5,742 | |
|
Unrealized gains on interest rate swap agreements, net | 3,034 | | | — | | | — | | | — | | | 3,034 | |
|
| | | | | | | | | |
Unrealized losses on foreign currency translation: | | | | | | | | | |
Unrealized foreign currency translation losses during the period | — | | | — | | | (9,450 | ) | | — | | | (9,450 | ) |
|
Reclassification adjustment for gains included in net income | — | | | — | | | (199 | ) | | — | | | (199 | ) |
|
Unrealized losses on foreign currency translation, net | — | | | — | | | (9,649 | ) | | — | | | (9,649 | ) |
|
| | | | | | | | | |
Total other comprehensive income | 3,034 | | | — | | | 4,459 | | | — | | | 7,493 | |
|
Comprehensive income | 112,000 | | | 170,190 | | | 194,731 | | | (356,620 | ) | | 120,301 | |
|
Less: comprehensive income attributable to noncontrolling interests | — | | | — | | | (3,842 | ) | | — | | | (3,842 | ) |
|
Comprehensive income attributable to Alexandria’s common stockholders | $ | 112,000 | | | $ | 170,190 | | | $ | 190,889 | | | $ | (356,620 | ) | | $ | 116,459 | |
|
|
|
Condensed Consolidating Statement of Comprehensive Income |
for the Nine Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria | | Alexandria | | Combined | | Eliminations | | Consolidated |
Real Estate | Real Estate | Non- |
Equities, Inc. | Equities, L.P. | Guarantor |
(Issuer) | (Guarantor | Subsidiaries |
| Subsidiary) | |
Net income | $ | 93,105 | | | $ | 144,518 | | | $ | 161,616 | | | $ | (303,212 | ) | | $ | 96,027 | |
|
Other comprehensive income (loss): | | | | | | | | | |
Unrealized (losses) gains on marketable securities: | | | | | | | | | |
Unrealized holding (losses) gains arising during the period | — | | | (391 | ) | | 714 | | | — | | | 323 | |
|
Reclassification adjustment for losses (gains) included in net income | — | | | 144 | | | (624 | ) | | — | | | (480 | ) |
|
Unrealized (losses) gains on marketable securities, net | — | | | (247 | ) | | 90 | | | — | | | (157 | ) |
|
| | | | | | | | | |
Unrealized gains on interest rate swap agreements: | | | | | | | | | |
Unrealized interest rate swap losses arising during the period | (704 | ) | | — | | | — | | | — | | | (704 | ) |
|
Reclassification adjustment for amortization of interest expense included in net income | 12,046 | | | — | | | — | | | — | | | 12,046 | |
|
Unrealized gains on interest rate swap agreements, net | 11,342 | | | — | | | — | | | — | | | 11,342 | |
|
| | | | | | | | | |
Foreign currency translation losses | — | | | — | | | (26,461 | ) | | — | | | (26,461 | ) |
|
| | | | | | | | | |
Total other comprehensive income (loss) | 11,342 | | | (247 | ) | | (26,371 | ) | | — | | | (15,276 | ) |
|
Comprehensive income | 104,447 | | | 144,271 | | | 135,245 | | | (303,212 | ) | | 80,751 | |
|
Less: comprehensive income attributable to noncontrolling interests | — | | | — | | | (2,839 | ) | | — | | | (2,839 | ) |
|
Comprehensive income attributable to Alexandria’s common stockholders | $ | 104,447 | | | $ | 144,271 | | | $ | 132,406 | | | $ | (303,212 | ) | | $ | 77,912 | |
|
Condensed Consolidating Statement of Cash Flows |
for the Nine Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria Real | | Alexandria Real | | Combined | | Eliminations | | Consolidated |
Estate Equities, | Estate Equities, | Non-Guarantor |
Inc. (Issuer) | L.P. (Guarantor | Subsidiaries |
| Subsidiary) | |
Operating Activities | | | | | | | | | |
Net income | $ | 108,966 | | | $ | 170,190 | | | $ | 190,272 | | | $ | (356,620 | ) | | $ | 112,808 | |
|
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | | | | | | | | | |
Depreciation and amortization | 4,335 | | | — | | | 161,788 | | | — | | | 166,123 | |
|
Loss on early extinguishment of debt | 525 | | | — | | | — | | | — | | | 525 | |
|
Gain on sale of land parcel | — | | | — | | | (805 | ) | | — | | | (805 | ) |
|
Amortization of loan fees and costs | 5,424 | | | — | | | 2,666 | | | — | | | 8,090 | |
|
Amortization of debt premiums/discounts | 152 | | | — | | | (52 | ) | | — | | | 100 | |
|
Amortization of acquired above and below market leases | — | | | — | | | (2,191 | ) | | — | | | (2,191 | ) |
|
Deferred rent | — | | | — | | | (35,511 | ) | | — | | | (35,511 | ) |
|
Stock compensation expense | 9,372 | | | — | | | — | | | — | | | 9,372 | |
|
Equity in income related to subsidiaries | (180,275 | ) | | (172,989 | ) | | (3,356 | ) | | 356,620 | | | — | |
|
Investment gains | — | | | (3 | ) | | (9,478 | ) | | — | | | (9,481 | ) |
|
Investment losses | — | | | 2,802 | | | 5,923 | | | — | | | 8,725 | |
|
Changes in operating assets and liabilities: | | | | | | | | | |
Restricted cash | (15 | ) | | — | | | 15 | | | — | | | — | |
|
Tenant receivables | — | | | — | | | (939 | ) | | — | | | (939 | ) |
|
Deferred leasing costs | (80 | ) | | — | | | (25,830 | ) | | — | | | (25,910 | ) |
|
Other assets | (5,263 | ) | | — | | | (6,965 | ) | | — | | | (12,228 | ) |
|
Accounts payable, accrued expenses, and tenant security deposits | 50,210 | | | — | | | (13,764 | ) | | — | | | 36,446 | |
|
Net cash (used in) provided by operating activities | (6,649 | ) | | — | | | 261,773 | | | — | | | 255,124 | |
|
| | | | | | | | | |
Investing Activities | | | | | | | | | |
Proceeds from sale of properties | — | | | — | | | 28,378 | | | — | | | 28,378 | |
|
Additions to properties | — | | | — | | | (345,074 | ) | | — | | | (345,074 | ) |
|
Purchase of properties | — | | | — | | | (97,785 | ) | | — | | | (97,785 | ) |
|
Deposits for property acquisitions | — | | | — | | | (7,292 | ) | | — | | | (7,292 | ) |
|
Change in restricted cash related to construction projects | — | | | — | | | 6,694 | | | — | | | 6,694 | |
|
Investment in unconsolidated real estate entity | — | | | — | | | (67,525 | ) | | — | | | (67,525 | ) |
|
Investments in subsidiaries | (322,228 | ) | | (291,300 | ) | | (12,150 | ) | | 625,678 | | | — | |
|
Additions to investments | — | | | — | | | (35,484 | ) | | — | | | (35,484 | ) |
|
Proceeds from sales of investments | — | | | — | | | 13,883 | | | — | | | 13,883 | |
|
Proceeds from repayment of notes receivable | — | | | — | | | 29,866 | | | — | | | 29,866 | |
|
Net cash used in investing activities | $ | (322,228 | ) | | $ | (291,300 | ) | | $ | (486,489 | ) | | $ | 625,678 | | | $ | (474,339 | ) |
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows (continued) |
for the Nine Months Ended September 30, 2014 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria Real | | Alexandria Real | | Combined | | Eliminations | | Consolidated |
Estate Equities, | Estate Equities, | Non-Guarantor |
Inc. (Issuer) | L.P. (Guarantor | Subsidiaries |
| Subsidiary) | |
Financing Activities | | | | | | | | | |
Borrowings from secured notes payable | $ | — | | | $ | — | | | $ | 108,626 | | | $ | — | | | $ | 108,626 | |
|
Repayments of borrowings from secured notes payable | — | | | — | | | (228,909 | ) | | — | | | (228,909 | ) |
|
Proceeds from issuance of unsecured senior notes payable | 698,908 | | | — | | | — | | | — | | | 698,908 | |
|
Principal borrowings from unsecured senior line of credit | 890,000 | | | — | | | — | | | — | | | 890,000 | |
|
Repayments of borrowings from unsecured senior line of credit | (952,000 | ) | | — | | | — | | | — | | | (952,000 | ) |
|
Repayment of unsecured senior bank term loan | (125,000 | ) | | — | | | — | | | — | | | (125,000 | ) |
|
Transfer to/from parent company | 103 | | | 291,300 | | | 334,275 | | | (625,678 | ) | | — | |
|
Change in restricted cash related to financings | — | | | — | | | 375 | | | — | | | 375 | |
|
Deferred financing costs paid | (6,515 | ) | | — | | | (1,474 | ) | | — | | | (7,989 | ) |
|
Dividends paid on common stock | (150,540 | ) | | — | | | — | | | — | | | (150,540 | ) |
|
Dividends paid on preferred stock | (19,414 | ) | | — | | | — | | | — | | | (19,414 | ) |
|
Contributions by noncontrolling interests | — | | | — | | | 19,410 | | | — | | | 19,410 | |
|
Distributions to noncontrolling interests | — | | | — | | | (2,594 | ) | | — | | | (2,594 | ) |
|
Distributions to redeemable noncontrolling interests | — | | | — | | | (893 | ) | | — | | | (893 | ) |
|
Net cash provided by financing activities | 335,542 | | | 291,300 | | | 228,816 | | | (625,678 | ) | | 229,980 | |
|
| | | | | | | | | |
Effect of foreign exchange rate changes on cash and cash equivalents | — | | | — | | | (1,438 | ) | | — | | | (1,438 | ) |
|
| | | | | | | | | |
Net increase in cash and cash equivalents | 6,665 | | | — | | | 2,662 | | | — | | | 9,327 | |
|
Cash and cash equivalents at beginning of period | 14,790 | | | — | | | 42,906 | | | — | | | 57,696 | |
|
Cash and cash equivalents at end of period | $ | 21,455 | | | $ | — | | | $ | 45,568 | | | $ | — | | | $ | 67,023 | |
|
| | | | | | | | | |
Supplemental Disclosure of Cash Flow Information | | | | | | | | | |
Cash paid during the period for interest, net of interest capitalized | $ | 20,089 | | | $ | — | | | $ | 13,694 | | | $ | — | | | $ | 33,783 | |
|
| | | | | | | | | |
Non-Cash Investing Activities | | | | | | | | | |
Assumption of secured notes payable in connection with purchase of properties | $ | — | | | $ | — | | | $ | (48,329 | ) | | $ | — | | | $ | (48,329 | ) |
|
|
|
|
Condensed Consolidating Statement of Cash Flows |
for the Nine Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria Real | | Alexandria Real | | Combined | | Eliminations | | Consolidated |
Estate Equities, | Estate Equities, | Non-Guarantor |
Inc. (Issuer) | L.P. (Guarantor | Subsidiaries |
| Subsidiary) | |
Operating Activities | | | | | | | | | |
Net income | $ | 93,105 | | | $ | 144,518 | | | $ | 161,616 | | | $ | (303,212 | ) | | $ | 96,027 | |
|
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | | | | | | | | | |
Depreciation and amortization | 4,393 | | | — | | | 138,284 | | | — | | | 142,677 | |
|
Loss on early extinguishment of debt | 1,992 | | | — | | | — | | | — | | | 1,992 | |
|
Gain on sale of land parcel | — | | | — | | | (772 | ) | | — | | | (772 | ) |
|
Loss on sale of real estate | — | | | — | | | 121 | | | — | | | 121 | |
|
Amortization of loan fees and costs | 5,148 | | | — | | | 2,152 | | | — | | | 7,300 | |
|
Amortization of debt premiums/discounts | 75 | | | — | | | 308 | | | — | | | 383 | |
|
Amortization of acquired above and below market leases | — | | | — | | | (2,490 | ) | | — | | | (2,490 | ) |
|
Deferred rent | — | | | — | | | (20,007 | ) | | — | | | (20,007 | ) |
|
Stock compensation expense | 11,541 | | | — | | | — | | | — | | | 11,541 | |
|
Equity in income related to subsidiaries | (155,694 | ) | | (144,660 | ) | | (2,858 | ) | | 303,212 | | | — | |
|
Investment gains | — | | | (152 | ) | | (4,564 | ) | | — | | | (4,716 | ) |
|
Investment losses | — | | | 298 | | | 231 | | | — | | | 529 | |
|
Changes in operating assets and liabilities: | | | | | | | | | |
Restricted cash | (8 | ) | | — | | | 1,251 | | | — | | | 1,243 | |
|
Tenant receivables | 1 | | | — | | | (272 | ) | | — | | | (271 | ) |
|
Deferred leasing costs | 2,421 | | | — | | | (39,611 | ) | | — | | | (37,190 | ) |
|
Other assets | (5,570 | ) | | — | | | (5,858 | ) | | — | | | (11,428 | ) |
|
Intercompany receivables and payables | 3,021 | | | — | | | (3,021 | ) | | — | | | — | |
|
Accounts payable, accrued expenses, and tenant security deposits | (9,599 | ) | | — | | | 61,036 | | | — | | | 51,437 | |
|
Net cash (used in) provided by operating activities | (49,174 | ) | | 4 | | | 285,546 | | | — | | | 236,376 | |
|
| | | | | | | | | |
Investing Activities | | | | | | | | | |
Proceeds from sale of properties | 10,796 | | | — | | | 91,019 | | | — | | | 101,815 | |
|
Additions to properties | 3,539 | | | — | | | (453,679 | ) | | — | | | (450,140 | ) |
|
Purchase of properties | — | | | — | | | (24,537 | ) | | — | | | (24,537 | ) |
|
Change in restricted cash related to construction projects | — | | | — | | | 5,711 | | | — | | | 5,711 | |
|
Investment in unconsolidated real estate entity | — | | | — | | | (13,881 | ) | | — | | | (13,881 | ) |
|
Investments in subsidiaries | (126,967 | ) | | (170,033 | ) | | (3,045 | ) | | 300,045 | | | — | |
|
Additions to investments | — | | | — | | | (22,835 | ) | | — | | | (22,835 | ) |
|
Proceeds from sales of investments | — | | | 1,594 | | | 11,156 | | | — | | | 12,750 | |
|
Net cash used in investing activities | $ | (112,632 | ) | | $ | (168,439 | ) | | $ | (410,091 | ) | | $ | 300,045 | | | $ | (391,117 | ) |
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows (continued) |
for the Nine Months Ended September 30, 2013 |
(In thousands) |
(Unaudited) |
|
|
| | | | | | | | | | | | | | | | | | | |
| Alexandria Real | | Alexandria Real | | Combined | | Eliminations | | Consolidated |
Estate Equities, | Estate Equities, | Non-Guarantor |
Inc. (Issuer) | L.P. (Guarantor | Subsidiaries |
| Subsidiary) | |
Financing Activities | | | | | | | | | |
Borrowings from secured notes payable | $ | — | | | $ | — | | | $ | 26,319 | | | $ | — | | | $ | 26,319 | |
|
Repayments of borrowings from secured notes payable | — | | | — | | | (34,120 | ) | | — | | | (34,120 | ) |
|
Proceeds from issuance of senior notes payable | 498,561 | | | — | | | — | | | — | | | 498,561 | |
|
Principal borrowings from unsecured senior line of credit | 319,000 | | | — | | | — | | | — | | | 319,000 | |
|
Repayments of borrowings from unsecured senior line of credit | (871,000 | ) | | — | | | — | | | — | | | (871,000 | ) |
|
Repayments of unsecured senior bank term loans | (250,000 | ) | | — | | | — | | | — | | | (250,000 | ) |
|
Repurchase of unsecured senior convertible notes | (384 | ) | | — | | | — | | | — | | | (384 | ) |
|
Transfer to/from parent company | — | | | 166,522 | | | 133,523 | | | (300,045 | ) | | — | |
|
Change in restricted cash related to financings | (1 | ) | | — | | | 924 | | | — | | | 923 | |
|
Deferred financing costs paid | (14,175 | ) | | — | | | (2,072 | ) | | — | | | (16,247 | ) |
|
Proceeds from common stock offerings | 535,686 | | | — | | | — | | | — | | | 535,686 | |
|
Dividends paid on common stock | (120,367 | ) | | — | | | — | | | — | | | (120,367 | ) |
|
Dividends paid on preferred stock | (19,414 | ) | | — | | | — | | | — | | | (19,414 | ) |
|
Distributions to noncontrolling interests | — | | | — | | | (2,100 | ) | | — | | | (2,100 | ) |
|
Net cash provided by financing activities | 77,906 | | | 166,522 | | | 122,474 | | | (300,045 | ) | | 66,857 | |
|
| | | | | | | | | |
Effect of foreign exchange rate changes on cash and cash equivalents | — | | | — | | | 752 | | | — | | | 752 | |
|
| | | | | | | | | |
Net decrease in cash and cash equivalents | (83,900 | ) | | (1,913 | ) | | (1,319 | ) | | — | | | (87,132 | ) |
|
Cash and cash equivalents at beginning of period | 98,567 | | | 1,913 | | | 40,491 | | | — | | | 140,971 | |
|
Cash and cash equivalents at end of period | $ | 14,667 | | | $ | — | | | $ | 39,172 | | | $ | — | | | $ | 53,839 | |
|
| | | | | | | | | |
Supplemental Disclosure of Cash Flow Information | | | | | | | | | |
Cash paid during the period for interest, net of interest capitalized | $ | 16,569 | | | $ | — | | | $ | 17,712 | | | $ | — | | | $ | 34,281 | |
|
| | | | | | | | | |
Non-Cash Investing Activities | | | | | | | | | |
Note receivable issued in connection with sale of real estate | $ | 29,820 | | | $ | — | | | $ | 9,000 | | | $ | — | | | $ | 38,820 | |
|