Real Estate | REAL ESTATE Acquisitions We acquired the following properties during the 2019 Period: Acquisition Date Property Name Property Type # of Units (unaudited) Contract Purchase Price (in thousands) April 30, 2019 Assembly Portfolio - Virginia (1) Multifamily 1,685 $ 379,100 June 27, 2019 Assembly Portfolio - Maryland (2) Multifamily 428 82,070 July 23, 2019 Cascade at Landmark Multifamily 277 69,750 Total 2019 2,390 $ 530,920 ______________________________ (1) Consists of Assembly Alexandria, Assembly Manassas, Assembly Dulles, Assembly Leesburg and Assembly Herndon. (2) Consists of Assembly Germantown and Assembly Watkins Mill. The Assembly Portfolio - Virginia and Assembly Portfolio - Maryland properties are collectively the “Assembly Portfolio.” Development/Redevelopment We have properties under development/redevelopment and held for current or future development. As of September 30, 2020, we have invested $130.9 million, including the cost of acquired land, in Trove, a 401-unit multifamily development adjacent to The Wellington. During the 2020 Period, we substantially completed major construction activities for Trove’s base building and garage and delivered 205 units. As of September 30, 2020, we have placed into service assets totaling $83.6 million. We have also invested $28.2 million, including the cost of acquired land, in a multifamily development adjacent to Riverside Apartments. In addition, in our multifamily and office segments, we continue to capitalize qualifying costs on several other projects with minor development activity necessary to get each project ready for its intended use. Properties Sold and Held for Sale We intend to hold our properties for investment with a view to long-term appreciation, to engage in the business of acquiring, developing and owning our properties, and to make occasional sales of properties that no longer meet our long-term strategy or return objectives and where market conditions for sale are favorable. The proceeds from the sales may be reinvested into other properties, used to fund development operations or to support other corporate needs, or distributed to our shareholders. We sold our interests in the following properties during 2020 and 2019: Disposition Date Property Name Property Type Rentable Square Feet Contract Sales Price (Loss) Gain on Sale April 21, 2020 John Marshall II Office 223,000 $ 57,000 $ (6,855) Total 2020 223,000 $ 57,000 $ (6,855) June 26, 2019 Quantico Corporate Center (1) Office 272,000 $ 33,000 $ (1,046) July 23, 2019 Shopping Center Portfolio (2) Retail 800,000 485,250 333,023 August 21, 2019 Frederick Crossing and Frederick County Square Retail 520,000 57,500 9,507 August 27, 2019 Centre at Hagerstown Retail 330,000 23,500 (3,506) December 19, 2019 1776 G Street Office 262,000 129,500 61,007 Total 2019 2,184,000 $ 728,750 $ 398,985 ______________________________ (1) Consists of 925 and 1000 Corporate Drive. (2) Consists of five retail properties: Gateway Overlook, Wheaton Park, Olney Village Center, Bradlee Shopping Center and Shoppes of Foxchase. During the second quarter of 2019, we sold Quantico Corporate Center, an office property in Stafford, Virginia, consisting of two office buildings totaling 272,000 square feet, for a contract sale price of $33.0 million, recognizing a loss on sale of real estate of $1.0 million. Prior to the sale, due to the negotiations to sell the property, we evaluated Quantico Corporate Center for impairment and recognized an $8.4 million impairment charge during the first quarter of 2019 in order to reduce the carrying value of the property to its estimated fair value. In June 2019, we entered into two separate purchase and sale agreements with two separate buyers to sell the Shopping Center Portfolio (Gateway Overlook, Wheaton Park, Olney Village Center, Bradlee Shopping Center and Shoppes of Foxchase) and the Power Center Portfolio (Frederick Crossing, Frederick County Square and Centre at Hagerstown). As of June 30, 2019, the properties in the Retail Portfolio (as defined below) met the criteria for classification as held for sale. We closed on the Shopping Center Portfolio sale transaction on July 23, 2019, recognizing a gain on sale of real estate of $333.0 million. Prior to closing on the disposition of the Shopping Center Portfolio, we prepaid the mortgage note secured by Olney Village Center, incurring a loss on extinguishment of debt of approximately $0.8 million, which we recognized in the third quarter of 2019. In the third quarter of 2019, the purchase and sale agreement to sell the Power Center Portfolio was amended to include only Frederick Crossing and Frederick County Square. We closed on the sale of these assets on August 21, 2019, recognizing a gain on sale of real estate of $9.5 million. Following the amendment to the purchase and sale agreement to sell the Power Center Portfolio, we marketed Centre at Hagerstown for sale and identified a separate buyer. We closed on the sale of this asset on August 27, 2019, recognizing a loss on sale of real estate of $3.5 million. References to the “Retail Portfolio” include the Shopping Center Portfolio, Frederick Crossing, Frederick County Square and Centre at Hagerstown. The disposition of the Retail Portfolio represented a strategic shift that had a major effect on our financial results and we accordingly reported the Retail Portfolio as discontinued operations. The Retail Portfolio represented a majority of our retail assets by net operating income and following its sale, we determined that our retail line of business was no longer a reportable segment. In October 2019, we renewed and extended our lease with the World Bank at 1776 G Street NW, an office property in Washington, DC, through December 31, 2025. In December 2019, we sold the property to the World Bank for a contract sale price of $129.5 million, recognizing a gain on sale of real estate of $61.0 million. In December 2019, we executed a purchase and sale agreement to sell John Marshall II for a contract sale price of $63.4 million. Upon execution of the purchase and sale agreement, the property met the criteria for classification as held for sale. In April 2020, we executed an amendment to the purchase and sale agreement which decreased the contract sale price to $57.0 million and closed on the sale on April 21, 2020, recognizing a loss on sale of real estate of $6.9 million. As of September 30, 2020, we assessed certain properties for impairment and did not recognize any impairment charges during the 2020 Quarter. We applied reasonable estimates and judgments in evaluating each of the properties as of September 30, 2020. Should external or internal circumstances change requiring the need to shorten holding periods or adjust future estimated cash flows from our properties, we could be required to record impairment charges in the future. Discontinued Operations The results of the Retail Portfolio are classified as discontinued operations and are summarized as follows (amounts in thousands, except for share data): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Real estate rental revenue $ 4,126 $ 28,200 Real estate expenses (1,095) (6,803) Depreciation and amortization (59) (4,926) Interest expense (30) (313) Loss on extinguishment of debt (764) (764) Gain on sale of real estate 339,024 339,024 Income from discontinued operations $ 341,202 $ 354,418 Basic net income per share $ 4.24 $ 4.41 Diluted net income per share $ 4.24 $ 4.41 Capital expenditures $ — $ 809 |