Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 22, 2016 | |
Document Information [Line Items] | ||
Entity Registrant Name | BRANDYWINE REALTY TRUST | |
Entity Central Index Key | 790,816 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 175,105,974 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Document Information [Line Items] | ||
Entity Registrant Name | BRANDYWINE OPERATING PARTNERSHIP, L.P. | |
Entity Central Index Key | 1,060,386 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Real estate investments: | ||
Operating properties | $ 3,721,405 | $ 3,693,000 |
Accumulated depreciation | (877,236) | (867,035) |
Operating real estate investments, net | 2,844,169 | 2,825,965 |
Construction-in-progress | 254,188 | 268,983 |
Land held for development | 131,015 | 130,479 |
Total real estate investments, net | 3,229,372 | 3,225,427 |
Assets held for sale, net | 12,308 | 584,365 |
Cash and cash equivalents | 265,597 | 56,694 |
Accounts receivable, net of allowance of $2,221 and $1,736 in 2016 and 2015, respectively | 14,804 | 17,126 |
Accrued rent receivable, net of allowance of $13,144 and $14,442 in 2016 and 2015, respectively | 138,981 | 145,092 |
Investment in Real Estate Ventures, equity method | 272,148 | 241,004 |
Deferred costs, net of accumulated amortization of $57,673 and $67,899, respectively | 94,373 | 101,419 |
Intangible assets, net | 90,014 | 111,623 |
Other assets | 63,591 | 71,761 |
Total assets | 4,181,188 | 4,554,511 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net | 344,308 | 545,753 |
Unsecured term loans, net | 247,933 | 247,800 |
Unsecured senior notes, net | 1,442,380 | 1,591,164 |
Accounts payable and accrued expenses | 91,425 | 99,856 |
Distributions payable | 29,880 | 28,249 |
Deferred income, gains and rent | 31,171 | 30,413 |
Acquired lease intangibles, net | 21,413 | 25,655 |
Liabilities related to assets held for sale | 11 | 2,151 |
Other liabilities | 42,841 | 31,379 |
Total liabilities | 2,251,362 | 2,602,420 |
Commitments and contingencies | ||
Equity: | ||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 4,000,000 in 2016 and 2015 | 40 | 40 |
Common Shares of Brandywine Realty Trust's beneficial interest, $0.01 par value; shares authorized 400,000,000; 175,101,033 and 174,688,568 issued and outstanding in 2016 and 2015, respectively | 1,751 | 1,747 |
Additional paid-in-capital | 3,256,735 | 3,252,622 |
Deferred compensation payable in common shares | 13,744 | 11,918 |
Common shares in grantor trust, 901,269 in 2016, 745,686 in 2015 | (13,744) | (11,918) |
Cumulative earnings | 543,743 | 499,086 |
Accumulated other comprehensive loss | (17,769) | (5,192) |
Cumulative distributions | (1,872,100) | (1,814,378) |
Total Brandywine Realty Trust's equity | 1,912,400 | 1,933,925 |
Non-controlling interests | 17,426 | 18,166 |
Total beneficiaries' equity | 1,929,826 | 1,952,091 |
Total liabilities and beneficiaries' equity | 4,181,188 | 4,554,511 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Real estate investments: | ||
Operating properties | 3,721,405 | 3,693,000 |
Accumulated depreciation | (877,236) | (867,035) |
Operating real estate investments, net | 2,844,169 | 2,825,965 |
Construction-in-progress | 254,188 | 268,983 |
Land held for development | 131,015 | 130,479 |
Total real estate investments, net | 3,229,372 | 3,225,427 |
Assets held for sale, net | 12,308 | 584,365 |
Cash and cash equivalents | 265,597 | 56,694 |
Accounts receivable, net of allowance of $2,221 and $1,736 in 2016 and 2015, respectively | 14,804 | 17,126 |
Accrued rent receivable, net of allowance of $13,144 and $14,442 in 2016 and 2015, respectively | 138,981 | 145,092 |
Investment in Real Estate Ventures, equity method | 272,148 | 241,004 |
Deferred costs, net of accumulated amortization of $57,673 and $67,899, respectively | 94,373 | 101,419 |
Intangible assets, net | 90,014 | 111,623 |
Other assets | 63,591 | 71,761 |
Total assets | 4,181,188 | 4,554,511 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net | 344,308 | 545,753 |
Unsecured term loans, net | 247,933 | 247,800 |
Unsecured senior notes, net | 1,442,380 | 1,591,164 |
Accounts payable and accrued expenses | 91,425 | 99,856 |
Distributions payable | 29,880 | 28,249 |
Deferred income, gains and rent | 31,171 | 30,413 |
Acquired lease intangibles, net | 21,413 | 25,655 |
Liabilities related to assets held for sale | 11 | 2,151 |
Other liabilities | 42,841 | 31,379 |
Total liabilities | 2,251,362 | 2,602,420 |
Commitments and contingencies | ||
Redeemable limited partnership units at redemption value; 1,479,799 and 1,535,102 issued and outstanding in 2016 and 2015, respectively | 24,097 | 22,114 |
Equity: | ||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 4,000,000 in 2016 and 2015 | 96,850 | 96,850 |
General Partnership Capital 175,101,033 and 174,688,568 units issued and outstanding in 2016 and 2015, respectively | 1,825,070 | 1,836,692 |
Accumulated other comprehensive loss | (18,283) | (5,597) |
Total Brandywine Operating Partnership, L.P.'s equity | 1,903,637 | 1,927,945 |
Non-controlling interest - consolidated real estate ventures | 2,092 | 2,032 |
Total partners' equity | 1,905,729 | 1,929,977 |
Total liabilities and beneficiaries' equity | $ 4,181,188 | $ 4,554,511 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Accounts receivable, allowance | $ 2,221 | $ 1,736 |
Accrued rent receivable, allowance | 13,144 | 14,442 |
Deferred costs, accumulated amortization | $ 57,673 | $ 67,899 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% |
Preferred Stock, Par or Stated Value Per Share (USD per share) | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Common Stock, Par or Stated Value Per Share (USD per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 400,000,000 | 400,000,000 |
Common Stock, Shares, Issued | 175,101,033 | 174,688,568 |
Common Stock, Shares, Outstanding | 175,101,033 | 174,688,568 |
Common Shares in Grantor Trust | 901,269 | 745,686 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Accounts receivable, allowance | $ 2,221 | $ 1,736 |
Accrued rent receivable, allowance | 13,144 | 14,442 |
Deferred costs, accumulated amortization | $ 57,673 | $ 67,899 |
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Redeemable Limited Partnership Units Issued | 1,479,799 | 1,535,102 |
Redeemable Limited Partnership Units Outstanding | 1,479,799 | 1,535,102 |
General Partners' Capital Account, Units Issued | 175,101,033 | 174,688,568 |
General Partners' Capital Account, Units Outstanding | 175,101,033 | 174,688,568 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | ||||
Rents | $ 103,624 | $ 119,127 | $ 213,787 | $ 239,537 |
Tenant reimbursements | 15,937 | 19,799 | 35,991 | 42,453 |
Termination fees | 554 | 828 | 848 | 1,464 |
Third party management fees, labor reimbursement and leasing | 6,208 | 4,659 | 11,443 | 8,531 |
Other | 858 | 1,235 | 1,614 | 4,069 |
Total revenue | 127,181 | 145,648 | 263,683 | 296,054 |
Operating expenses | ||||
Property operating expenses | 36,079 | 42,704 | 76,958 | 89,281 |
Real estate taxes | 11,481 | 11,968 | 23,367 | 24,513 |
Third party management expenses | 2,661 | 1,677 | 4,671 | 3,253 |
Depreciation and amortization | 46,907 | 50,930 | 95,780 | 102,041 |
General and administrative expenses | 6,076 | 6,791 | 15,196 | 15,427 |
Provision for impairment | 5,679 | 782 | 13,069 | 2,508 |
Total operating expenses | 108,883 | 114,852 | 229,041 | 237,023 |
Operating income | 18,298 | 30,796 | 34,642 | 59,031 |
Other income (expense) | ||||
Interest income | 359 | 313 | 679 | 1,063 |
Interest expense | (19,829) | (27,895) | (43,520) | (56,071) |
Interest expense - amortization of deferred financing costs | (644) | (1,288) | (1,418) | (2,367) |
Interest expense - financing obligation | (242) | (324) | (523) | (610) |
Equity in loss of Real Estate Ventures | (1,666) | (873) | (2,069) | (742) |
Net gain (loss) on disposition of real estate | (727) | 1,571 | 114,729 | 10,590 |
Net gain from remeasurement of investments in Real Estate Ventures | 0 | 758 | 0 | 758 |
Net gain on Real Estate Venture transactions | 3,128 | 0 | 9,057 | 0 |
Loss on early extinguishment of debt | 0 | 0 | (66,590) | 0 |
Net income (loss) | (1,323) | 3,058 | 44,987 | 11,652 |
Net loss from continuing operations attributable to non-controlling interests - consolidated real estate ventures | 22 | (2) | (367) | (60) |
Net (income) loss attributable to non-controlling interests | 22 | (2) | (367) | (60) |
Net income (loss) attributable to entity | (1,301) | 3,056 | 44,620 | 11,592 |
Distribution to preferred shareholders | (1,725) | (1,725) | (3,450) | (3,450) |
Nonforfeitable dividends allocated to unvested restricted shareholders | (79) | (76) | (184) | (177) |
Net income (loss) attributable to Common Share/Unit holders of entity | $ (3,105) | $ 1,255 | $ 40,986 | $ 7,965 |
Basic income (loss) per Common Share: | ||||
Continuing operations (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Diluted income (loss) per Common Share: | ||||
Continuing operations (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Basic weighted average shares outstanding (in shares) | 175,013,291 | 179,860,284 | 174,901,118 | 179,712,428 |
Diluted weighted average shares outstanding (in shares) | 175,013,291 | 180,538,887 | 175,823,970 | 180,599,265 |
Distributions declared per Common Share (USD per share) | $ 0.16 | $ 0.15 | $ 0.31 | $ 0.30 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Rents | $ 103,624 | $ 119,127 | $ 213,787 | $ 239,537 |
Tenant reimbursements | 15,937 | 19,799 | 35,991 | 42,453 |
Termination fees | 554 | 828 | 848 | 1,464 |
Third party management fees, labor reimbursement and leasing | 6,208 | 4,659 | 11,443 | 8,531 |
Other | 858 | 1,235 | 1,614 | 4,069 |
Total revenue | 127,181 | 145,648 | 263,683 | 296,054 |
Operating expenses | ||||
Property operating expenses | 36,079 | 42,704 | 76,958 | 89,281 |
Real estate taxes | 11,481 | 11,968 | 23,367 | 24,513 |
Third party management expenses | 2,661 | 1,677 | 4,671 | 3,253 |
Depreciation and amortization | 46,907 | 50,930 | 95,780 | 102,041 |
General and administrative expenses | 6,076 | 6,791 | 15,196 | 15,427 |
Provision for impairment | 5,679 | 782 | 13,069 | 2,508 |
Total operating expenses | 108,883 | 114,852 | 229,041 | 237,023 |
Operating income | 18,298 | 30,796 | 34,642 | 59,031 |
Other income (expense) | ||||
Interest income | 359 | 313 | 679 | 1,063 |
Interest expense | (19,829) | (27,895) | (43,520) | (56,071) |
Interest expense - amortization of deferred financing costs | (644) | (1,288) | (1,418) | (2,367) |
Interest expense - financing obligation | (242) | (324) | (523) | (610) |
Equity in loss of Real Estate Ventures | (1,666) | (873) | (2,069) | (742) |
Net gain (loss) on disposition of real estate | (727) | 1,571 | 114,729 | 10,590 |
Net gain from remeasurement of investments in Real Estate Ventures | 0 | 758 | 0 | 758 |
Net gain on Real Estate Venture transactions | 3,128 | 0 | 9,057 | 0 |
Loss on early extinguishment of debt | 0 | 0 | (66,590) | 0 |
Net income (loss) | (1,323) | 3,058 | 44,987 | 11,652 |
Net loss from continuing operations attributable to non-controlling interests - consolidated real estate ventures | (4) | 5 | (6) | 5 |
Net income (loss) attributable to entity | (1,327) | 3,063 | 44,981 | 11,657 |
Distribution to preferred shareholders | (1,725) | (1,725) | (3,450) | (3,450) |
Nonforfeitable dividends allocated to unvested restricted shareholders | (79) | (76) | (184) | (177) |
Net income (loss) attributable to Common Share/Unit holders of entity | $ (3,131) | $ 1,262 | $ 41,347 | $ 8,030 |
Basic income (loss) per Common Share: | ||||
Continuing operations (USD per share) | $ (0.02) | $ 0.04 | $ 0.23 | $ 0.04 |
Diluted income (loss) per Common Share: | ||||
Continuing operations (USD per share) | $ (0.02) | $ 0.04 | $ 0.23 | $ 0.04 |
Basic weighted average shares outstanding (in shares) | 176,541,708 | 181,395,386 | 176,432,877 | 181,247,530 |
Diluted weighted average shares outstanding (in shares) | 176,541,708 | 182,073,989 | 177,355,730 | 182,134,367 |
Distributions declared per Common Share (USD per share) | $ 0.16 | $ 0.15 | $ 0.31 | $ 0.30 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Net income (loss) | $ (1,323) | $ 3,058 | $ 44,987 | $ 11,652 | |
Comprehensive gain (loss): | |||||
Unrealized gain (loss) on derivative financial instruments | (3,813) | 1,494 | (13,218) | (1,169) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 286 | 58 | 532 | 116 |
Total comprehensive gain (loss) | (3,527) | 1,552 | (12,686) | (1,053) | |
Comprehensive income (loss) | (4,850) | 4,610 | 32,301 | 10,599 | |
Comprehensive (gain) loss attributable to non-controlling interest | 51 | (15) | (258) | (51) | |
Comprehensive income (loss) attributable to reporting entity | (4,799) | 4,595 | 32,043 | 10,548 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Net income (loss) | (1,323) | 3,058 | 44,987 | 11,652 | |
Comprehensive gain (loss): | |||||
Unrealized gain (loss) on derivative financial instruments | (3,813) | 1,494 | (13,218) | (1,169) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 286 | 58 | 532 | 116 |
Total comprehensive gain (loss) | (3,527) | 1,552 | (12,686) | (1,053) | |
Comprehensive income (loss) | (4,850) | 4,610 | 32,301 | 10,599 | |
Comprehensive (gain) loss attributable to non-controlling interest | (4) | 0 | (6) | 0 | |
Comprehensive income (loss) attributable to reporting entity | $ (4,854) | $ 4,610 | $ 32,295 | $ 10,599 | |
[1] | Amounts reclassified from comprehensive income to interest expense within the Consolidated Statements of Operations. |
Consolidated Statements of Bene
Consolidated Statements of Beneficiaries' Equity - USD ($) $ in Thousands | Total | Preferred Stock [Member] | Common Stock [Member] | Deferred Compensation, Share-based Payments [Member] | Additional Paid-in Capital [Member] | Common Stock In Grantor Trust [Member] | Cumulative Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Cumulative Distributions [Member] | Noncontrolling Interest [Member] |
Beginning Balance, Shares at Dec. 31, 2014 | 4,000,000 | 179,293,160 | 384,536 | |||||||
Beginning Balance at Dec. 31, 2014 | $ 2,159,326 | $ 40 | $ 1,793 | $ 6,219 | $ 3,314,693 | $ (6,219) | $ 529,487 | $ (4,607) | $ (1,700,579) | $ 18,499 |
Net income | 11,652 | 11,592 | 60 | |||||||
Other comprehensive loss | (1,053) | (1,044) | (9) | |||||||
Issuance of partnership interest in joint venture | 1,025 | 1,025 | ||||||||
Bonus share issuance, Shares | 8,447 | |||||||||
Bonus share issuance | 125 | 125 | ||||||||
Equity issuance costs | (48) | (48) | ||||||||
Share-based compensation activity, Shares | 509,675 | 280,011 | ||||||||
Share-based compensation activity | 2,955 | $ 6 | 2,949 | |||||||
Share Issuance from/to Deferred Compensation Plan, Shares | 86,839 | 83,498 | ||||||||
Share Issuance from/to Deferred Compensation Plan | 0 | $ 5,777 | (5,777) | |||||||
Adjustment to Non-controlling Interest | 0 | 32 | (32) | |||||||
Distribution to preferred shareholders | (3,450) | (3,450) | ||||||||
Distributions declared | (54,726) | (54,265) | (461) | |||||||
Ending Balance, Shares at Jun. 30, 2015 | 4,000,000 | 179,898,121 | 748,045 | |||||||
Ending Balance at Jun. 30, 2015 | 2,115,806 | $ 40 | $ 1,799 | $ 11,996 | 3,317,751 | (11,996) | 541,079 | (5,651) | (1,758,294) | 19,082 |
Beginning Balance, Shares at Dec. 31, 2015 | 4,000,000 | 174,688,568 | 745,686 | |||||||
Beginning Balance at Dec. 31, 2015 | 1,952,091 | $ 40 | $ 1,747 | $ 11,918 | 3,252,622 | (11,918) | 499,086 | (5,192) | (1,814,378) | 18,166 |
Net income | 44,987 | 44,620 | 367 | |||||||
Other comprehensive loss | (12,686) | (12,577) | (109) | |||||||
Issuance of partnership interest in consolidated real estate venture | 54 | 54 | ||||||||
Conversion of LP Units to Common Shares, Shares | 55,303 | |||||||||
Conversion of LP Units to Common Shares | 0 | $ 1 | 874 | (875) | ||||||
Share-based compensation activity, Shares | 365,414 | |||||||||
Share-based compensation activity | 3,615 | $ 3 | 3,575 | 37 | ||||||
Share Issuance from/to Deferred Compensation Plan, Shares | (8,252) | 155,583 | ||||||||
Share Issuance from/to Deferred Compensation Plan | (46) | $ 1,826 | (46) | (1,826) | ||||||
Adjustment to Non-controlling Interest | 0 | (290) | 290 | |||||||
Distribution to preferred shareholders | (3,450) | (3,450) | ||||||||
Distributions declared | (54,739) | (54,272) | (467) | |||||||
Ending Balance, Shares at Jun. 30, 2016 | 4,000,000 | 175,101,033 | 901,269 | |||||||
Ending Balance at Jun. 30, 2016 | $ 1,929,826 | $ 40 | $ 1,751 | $ 13,744 | $ 3,256,735 | $ (13,744) | $ 543,743 | $ (17,769) | $ (1,872,100) | $ 17,426 |
Consolidated Statements of Ben7
Consolidated Statements of Beneficiaries' Equity (Parenthetical) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Dividends declared (USD per share) | $ 0.31 | $ 0.30 |
Cumulative Distributions [Member] | ||
Dividends declared (USD per share) | 0.31 | 0.30 |
Noncontrolling Interest [Member] | ||
Dividends declared (USD per share) | $ 0.31 | $ 0.30 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 44,987 | $ 11,652 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 95,780 | 102,041 |
Amortization of deferred financing costs | 1,418 | 2,367 |
Amortization of debt discount/(premium), net | 745 | (318) |
Amortization of stock compensation costs | 2,947 | 3,568 |
Shares used for employee taxes upon vesting of share awards | (879) | (2,056) |
Straight-line rent income | (13,699) | (11,483) |
Amortization of acquired above (below) market leases, net | (3,585) | (2,633) |
Straight-line ground rent expense | 44 | 44 |
Provision for doubtful accounts | 427 | 704 |
Net gain on real estate venture transactions | (9,057) | 0 |
Net gain on sale of interests in real estate | (114,729) | (10,590) |
Net gain from remeasurement of investment in real estate ventures | 0 | (758) |
Loss on early extinguishment of debt - deferred financing costs | 13,157 | 0 |
Provision for impairment | 13,069 | 2,508 |
Real Estate Venture loss in excess of distributions | 2,655 | 1,197 |
Deferred financing obligation | (528) | (612) |
Changes in assets and liabilities: | ||
Accounts receivable | 3,159 | (390) |
Other assets | (898) | (1,313) |
Accounts payable and accrued expenses | (5,129) | (2,261) |
Deferred income, gains and rent | (1,408) | (3,991) |
Other liabilities | 592 | 941 |
Net cash provided by operating activities | 29,068 | 88,617 |
Cash flows from investing activities: | ||
Acquisition of properties | 0 | (120,379) |
Acquisition of property - 1031 exchange funds applied | 0 | (62,812) |
Proceeds from the sale of properties | 748,395 | 80,268 |
Sale of property - 1031 exchange funds held in escrow | 0 | 62,800 |
Distribution of sale proceeds from a real estate venture | 4,812 | 0 |
Proceeds from repayment of mortgage notes receivable | 0 | 88,000 |
Capital expenditures for tenant improvements | (25,939) | (39,693) |
Capital expenditures for redevelopments | (8,333) | (21,844) |
Capital expenditures for developments | (105,879) | (83,628) |
Advances for the purchase of tenant assets, net of repayments | (3,614) | (3,003) |
Investment in unconsolidated Real Estate Ventures | (15,300) | (49,139) |
Deposits for real estate | (928) | (2,935) |
Escrowed cash | 6,993 | 2,113 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 10,298 | 5,774 |
Leasing costs paid | (10,220) | (10,892) |
Net cash provided by (used in) investing activities | 600,285 | (155,370) |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable | 86,900 | 0 |
Repayments of mortgage notes payable | (301,321) | (7,046) |
Proceeds from credit facility borrowings | 195,000 | 0 |
Repayments of credit facility borrowings | (195,000) | 0 |
Repayments of unsecured notes | (149,919) | 0 |
Debt financing costs paid | (477) | (2,941) |
Proceeds from the exercise of stock options | 826 | 127 |
Partner contributions to consolidated real estate venture | 54 | 1,025 |
Distributions paid to shareholders | (56,052) | (57,471) |
Distributions to non-controlling interest | (461) | (461) |
Net cash used in financing activities | (420,450) | (66,767) |
Increase in cash and cash equivalents | 208,903 | (133,520) |
Cash and cash equivalents at beginning of year | 56,694 | 257,502 |
Cash and cash equivalents at end of period | 265,597 | 123,982 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2016 and 2015 of $7,387 and $5,623, respectively | 52,559 | 63,239 |
Supplemental disclosure of non-cash activity: | ||
Change in real estate investments related to non-cash property acquisition | 0 | (67,261) |
Change in investments in joint venture related to non-cash property acquisition | 0 | 67,261 |
Dividends and distributions declared but not paid | 29,880 | 29,021 |
Change in investment in real estate ventures as a result of dispositions | 2,023 | 0 |
Change in investment in real estate ventures related to non-cash disposition of property | 25,165 | 0 |
Change in other liabilities from contingent consideration related to a business combination | 0 | 1,585 |
Change in operating real estate from contingent consideration related to a business combination | 0 | (1,585) |
Change in capital expenditures financed through accounts payable at period end | (4,814) | (4,142) |
Change in capital expenditures financed through retention payable at period end | 1,009 | 5,415 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Cash flows from operating activities: | ||
Net income | 44,987 | 11,652 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 95,780 | 102,041 |
Amortization of deferred financing costs | 1,418 | 2,367 |
Amortization of debt discount/(premium), net | 745 | (318) |
Amortization of stock compensation costs | 2,947 | 3,568 |
Shares used for employee taxes upon vesting of share awards | (879) | (2,056) |
Straight-line rent income | (13,699) | (11,483) |
Amortization of acquired above (below) market leases, net | (3,585) | (2,633) |
Straight-line ground rent expense | 44 | 44 |
Provision for doubtful accounts | 427 | 704 |
Net gain on real estate venture transactions | (9,057) | 0 |
Net gain on sale of interests in real estate | (114,729) | (10,590) |
Net gain from remeasurement of investment in real estate ventures | 0 | (758) |
Loss on early extinguishment of debt - deferred financing costs | 13,157 | 0 |
Provision for impairment | 13,069 | 2,508 |
Real Estate Venture loss in excess of distributions | 2,655 | 1,197 |
Deferred financing obligation | (528) | (612) |
Changes in assets and liabilities: | ||
Accounts receivable | 3,159 | (390) |
Other assets | (898) | (1,313) |
Accounts payable and accrued expenses | (5,129) | (2,261) |
Deferred income, gains and rent | (1,408) | (3,991) |
Other liabilities | 592 | 941 |
Net cash provided by operating activities | 29,068 | 88,617 |
Cash flows from investing activities: | ||
Acquisition of properties | 0 | (120,379) |
Acquisition of property - 1031 exchange funds applied | 0 | (62,812) |
Proceeds from the sale of properties | 748,395 | 80,268 |
Sale of property - 1031 exchange funds held in escrow | 0 | 62,800 |
Distribution of sale proceeds from a real estate venture | 4,812 | 0 |
Proceeds from repayment of mortgage notes receivable | 0 | 88,000 |
Capital expenditures for tenant improvements | (25,939) | (39,693) |
Capital expenditures for redevelopments | (8,333) | (21,844) |
Capital expenditures for developments | (105,879) | (83,628) |
Advances for the purchase of tenant assets, net of repayments | (3,614) | (3,003) |
Investment in unconsolidated Real Estate Ventures | (15,300) | (49,139) |
Deposits for real estate | (928) | (2,935) |
Escrowed cash | 6,993 | 2,113 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 10,298 | 5,774 |
Leasing costs paid | (10,220) | (10,892) |
Net cash provided by (used in) investing activities | 600,285 | (155,370) |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable | 86,900 | 0 |
Repayments of mortgage notes payable | (301,321) | (7,046) |
Proceeds from credit facility borrowings | 195,000 | 0 |
Repayments of credit facility borrowings | (195,000) | 0 |
Repayments of unsecured notes | (149,919) | 0 |
Debt financing costs paid | (477) | (2,941) |
Proceeds from the exercise of stock options | 826 | 127 |
Partner contributions to consolidated real estate venture | 54 | 1,025 |
Distributions paid to shareholders | (56,513) | (57,932) |
Net cash used in financing activities | (420,450) | (66,767) |
Increase in cash and cash equivalents | 208,903 | (133,520) |
Cash and cash equivalents at beginning of year | 56,694 | 257,502 |
Cash and cash equivalents at end of period | 265,597 | 123,982 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2016 and 2015 of $7,387 and $5,623, respectively | 52,559 | 63,239 |
Supplemental disclosure of non-cash activity: | ||
Change in real estate investments related to non-cash property acquisition | 0 | (67,261) |
Change in investments in joint venture related to non-cash property acquisition | 0 | 67,261 |
Dividends and distributions declared but not paid | 29,880 | 29,021 |
Change in investment in real estate ventures as a result of dispositions | 2,023 | 0 |
Change in investment in real estate ventures related to non-cash disposition of property | 25,165 | 0 |
Change in other liabilities from contingent consideration related to a business combination | 0 | 1,585 |
Change in operating real estate from contingent consideration related to a business combination | 0 | (1,585) |
Change in capital expenditures financed through accounts payable at period end | (4,814) | (4,142) |
Change in capital expenditures financed through retention payable at period end | $ 1,009 | $ 5,415 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | ||
Capitalized interest | $ 7,387 | $ 5,623 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Supplemental Cash Flow Information [Abstract] | ||
Capitalized interest | $ 7,387 | $ 5,623 |
Consolidated Statements of Part
Consolidated Statements of Partners' Equity - USD ($) $ in Thousands | Total | BRANDYWINE OPERATING PARTNERSHIP, L.P. | General Partner Capital [Member]BRANDYWINE OPERATING PARTNERSHIP, L.P. | Series E-linked Preferred Stock [Member]BRANDYWINE OPERATING PARTNERSHIP, L.P. | Accumulated Other Comprehensive Loss [Member] | Accumulated Other Comprehensive Loss [Member]BRANDYWINE OPERATING PARTNERSHIP, L.P. | Noncontrolling Interest [Member] | Noncontrolling Interest [Member]BRANDYWINE OPERATING PARTNERSHIP, L.P. |
Beginning Balance at Dec. 31, 2014 | $ 2,134,755 | $ 2,041,902 | $ 96,850 | $ (5,007) | $ 1,010 | |||
Beginning Balance, Shares at Dec. 31, 2014 | 179,293,160 | 4,000,000 | ||||||
Net income | $ 11,652 | 11,652 | $ 11,655 | $ 60 | (3) | |||
Other comprehensive loss | (1,053) | (1,053) | $ (1,044) | (1,051) | (9) | (2) | ||
Share Issuance from/to Deferred Compensation Plan | 0 | |||||||
Share Issuance from/to Deferred Compensation Plan, Shares | 86,839 | |||||||
Issuance of partnership interest in consolidated real estate venture | 1,025 | 1,025 | ||||||
Bonus share issuance | 125 | 125 | $ 125 | |||||
Bonus share issuance, Shares | 8,447 | |||||||
Equity issuance costs | (48) | (48) | $ (48) | |||||
Share-based compensation activity | 2,955 | 2,955 | $ 2,955 | |||||
Share-based compensation activity, Shares | 509,675 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | 1,383 | $ 1,383 | ||||||
Distribution to preferred shareholders | (3,450) | (3,450) | (3,450) | |||||
Distributions to general partnership unitholders | (54,265) | (54,265) | ||||||
Ending Balance at Jun. 30, 2015 | 2,093,079 | $ 2,000,257 | $ 96,850 | (6,058) | 2,030 | |||
Ending Balance, Shares at Jun. 30, 2015 | 179,898,121 | 4,000,000 | ||||||
Beginning Balance at Dec. 31, 2015 | 1,929,977 | $ 1,836,692 | $ 96,850 | (5,597) | 2,032 | |||
Beginning Balance, Shares at Dec. 31, 2015 | 174,688,568 | 4,000,000 | ||||||
Net income | 44,987 | 44,987 | $ 44,981 | 367 | 6 | |||
Other comprehensive loss | (12,686) | (12,686) | $ (12,577) | (12,686) | (109) | |||
Share Issuance from/to Deferred Compensation Plan | (46) | (46) | $ (46) | |||||
Share Issuance from/to Deferred Compensation Plan, Shares | (8,252) | |||||||
Issuance of partnership interest in consolidated real estate venture | 54 | 54 | 54 | 54 | ||||
Conversion of LP Units to Common Shares | 0 | 875 | $ 875 | $ (875) | ||||
Conversion of LP Units to Common Shares, Shares | 55,303 | |||||||
Share-based compensation activity | 3,615 | 3,615 | $ 3,615 | |||||
Share-based compensation activity, Shares | 365,414 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | (2,450) | $ (2,450) | ||||||
Redemption value of limited partnership units | (875) | (875) | ||||||
Distribution to preferred shareholders | $ (3,450) | (3,450) | (3,450) | |||||
Distributions to general partnership unitholders | (54,272) | (54,272) | ||||||
Ending Balance at Jun. 30, 2016 | $ 1,905,729 | $ 1,825,070 | $ 96,850 | $ (18,283) | $ 2,092 | |||
Ending Balance, Shares at Jun. 30, 2016 | 175,101,033 | 4,000,000 |
Consolidated Statements of Pa11
Consolidated Statements of Partners' Equity (Parenthetical) - BRANDYWINE OPERATING PARTNERSHIP, L.P. - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Distributions to general partnership unitholders (USD per share) | $ 0.31 | $ 0.30 |
General Partner Capital [Member] | ||
Distributions to general partnership unitholders (USD per share) | $ 0.31 | $ 0.30 |
Organization of the Parent Comp
Organization of the Parent Company and The Operating Partnership | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP | 1. ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP The Parent Company is a self-administered and self-managed real estate investment trust (“REIT”) that provides leasing, property management, development, redevelopment, acquisition and other tenant-related services for a portfolio of office, retail and mixed-use properties. The Parent Company owns its assets and conducts its operations through the Operating Partnership and subsidiaries of the Operating Partnership. The Parent Company is the sole general partner of the Operating Partnership and, as of June 30, 2016, owned a 99.1% interest in the Operating Partnership. The Parent Company’s common shares of beneficial interest are publicly traded on the New York Stock Exchange under the ticker symbol “BDN”. As of June 30, 2016, the Company owned 120 properties that contain an aggregate of approximately 18.1 million net rentable square feet and consist of 102 office properties, nine mixed-use properties, one retail property (112 properties, collectively the “Core Properties”), four development properties, two redevelopment properties and two properties classified as held for sale (collectively, the “Properties”). In addition, as of June 30, 2016, the Company owned economic interests in 16 unconsolidated real estate ventures (collectively, the “Real Estate Ventures”), of which eight own properties that contain approximately 7.9 million net rentable square feet of office space; two own 4.3 acres of undeveloped parcels of land; three own 2.2 acres of land under active development; one owns a residential tower that contains 345 apartment units and one owns an apartment complex that contains 398 units. Additionally, on June 30, 2016, one 50 Prior to the MAP Venture formation on February 4, 2016 (See Note 4, “ Investment in Unconsolidated Real Estate Ventures The Company conducts its third-party real estate management services business primarily through wholly-owned management company subsidiaries. As of June 30, 2016, the management company subsidiaries were managing properties containing an aggregate of approximately 29.2 million net rentable square feet, of which approximately 18.0 million net rentable square feet related to Properties owned by the Company and approximately 11.2 million net rentable square feet related to properties owned by third parties and Real Estate Ventures. Unless otherwise indicated, all references in this Form 10-Q to square feet represent net rentable area. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | 2. BASIS OF PRESENTATION Basis of Presentation The consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting solely of normal recurring matters) for a fair statement of the financial position of the Company as of June 30, 2016, the results of its operations for the three and six-month periods ended June 30, 2016 and 2015 and its cash flows for the six-month periods ended June 30, 2016 and 2015 have been included. The results of operations for such interim periods are not necessarily indicative of the results for a full year. These consolidated financial statements should be read in conjunction with the Parent Company’s and the Operating Partnership’s consolidated financial statements and footnotes included in their combined 2015 Annual Report on Form 10-K filed with the SEC on February 29, 2016. On January 1, 2016, the Company adopted accounting guidance under Accounting Standards Codification (ASC) Topic 810, "Consolidation,” modifying the analysis it must perform to determine whether it should consolidate certain types of legal entities. The guidance does not amend the existing disclosure requirements for variable interest entities (“VIEs”) or voting interest model entities. The guidance, however, modified the requirements to qualify under the voting interest model. Under the revised guidance, the Operating Partnership is a variable interest entity of the Parent Company. As the Operating Partnership is already consolidated in the balance sheets of the Parent Company, the identification of this entity as a variable interest entity has no impact on the consolidated financial statements of the Parent Company. There were no other legal entities qualifying under the scope of the revised guidance that were consolidated as a result of the adoption of this guidance. In addition, there were no other voting interest entities under prior existing guidance determined to be variable interest entities under the revised guidance. The Company's Annual Report on Form 10-K for the year ended December 31, 2015 contains a discussion of our significant accounting policies under Note 2, "Summary of Significant Accounting Policies". Recent Accounting Pronouncements In May 2016, the Financial Accounting Standards Board (FASB) issued guidance amending the revenue from contracts with customers standard issued in May 2014 (and not yet effective). The amendments are intended to address implementation issues that were raised by stakeholders and discussed by the Joint Transition Resource Group, and provide additional practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts at transition. In accordance with the FASB election to defer the effective date of the revenue recognition standard by one year, reporting entities may choose to adopt the standard as of its original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. In March 2016, the FASB issued guidance intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The new guidance allows for entities to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. In addition, the guidance allows employers to withhold shares to satisfy minimum statutory tax withholding requirements up to the employees’ maximum individual tax rate without causing the award to be classified as a liability. The guidance also stipulates that cash paid by an employer to a taxing authority when directly withholding shares for tax-withholding purposes should be classified as a financing activity on the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2016, and interim periods within that reporting period. Early adoption is permitted in any interim or annual period, with any adjustments reflected as of the beginning of the fiscal year of adoption. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. Also in March 2016, the FASB issued guidance clarifying that a novation of party to a derivative instrument, whereby one of the parties to a derivative instrument is replaced with another party, does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge criteria continue to be met. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. An entity has an option to apply the amendments either on a prospective basis or on a modified retrospective basis. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. In February 2016, the FASB issued guidance modifying the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in the same manner as operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The guidance supersedes previously issued guidance under ASC Topic 840 “Leases.” The guidance is effective on January 1, 2019, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. In May 2014, the FASB issued the revenue from contracts with customers standard requiring revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for goods and services. The standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. On July 9, 2015, the FASB elected to defer the effective date of this revenue recognition standard by one year. Reporting entities may choose to adopt the standard as of the original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. The Company is in the process of evaluating the impact of this new standard and has not yet determined the impact, if any, that the adoption of this standard will have on its consolidated financial statements. |
Real Estate Investments
Real Estate Investments | 6 Months Ended |
Jun. 30, 2016 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS As of June 30, 2016 and December 31, 2015, the gross carrying value of the Properties were as follows (in thousands): June 30, December 31, 2016 2015 Land $ 497,732 $ 513,268 Building and improvements (a) 2,760,572 2,719,780 Tenant improvements (a) 463,101 459,952 3,721,405 3,693,000 Assets held for sale - real estate investments (b) 17,622 794,588 Total $ 3,739,027 $ 4,487,588 (a) The net increase primarily relates to the office component of the FMC Tower at Cira Centre South in Philadelphia, Pennsylvania being placed into service during the three-month period ended June 30, 2016, offset partially by the classification of 1120 Executive Boulevard in Mount Laurel, New Jersey as held for sale as of June 30, 2016. ( b ) Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or intangible assets on the balance sheets of the properties held for sale. Dispositions The Company sold the following office properties during the six-month period ended June 30, 2016 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Properties Rentable Square Feet Sales Price Net Proceeds on Sale Gain (Loss) on Sale (a) May 11, 2016 196/198 Van Buren Street (Herndon Metro Plaza I&II) Herndon, VA 2 197,225 $ 44,500 $ 43,412 $ (752 ) (b) February 5, 2016 2970 Market Street (Cira Square) Philadelphia, PA 1 862,692 354,000 350,150 115,828 February 4, 2016 Och-Ziff Portfolio Various (c) 58 3,924,783 398,100 353,971 (372 ) (d) Total Dispositions 61 4,984,700 $ 796,600 $ 747,533 $ 114,704 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the three-month period ended March 31, 2016, the Company recognized an impairment loss totaling approximately $7.4 million on the properties. The loss on sale represents additional closing costs recognized at settlement . ( c ) Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on February 10, 2016 contains a complete list of the 58 properties disposed of in the transactions with Och-Ziff Capital Management. See Note 4, " Investment in Unconsolidated Real Estate Ventures ," for further details of the transactions. ( d ) During the three-month period ended December 31, 2015, the Company recognized an impairment loss totaling approximately $45.4 million. The loss on sale represents additional closing costs recognized at settlement. On January 15, 2016, the Company sold 120 acres of undeveloped land located in Berks County Pennsylvania for a sales price of $0.9 million. The land was classified as held for sale as of December 31, 2015. The carrying value of the land exceeded the fair value less the anticipated costs of sale as of December 31, 2015, therefore the Company recognized an impairment loss of $0.3 million during the three-month period ended December 31, 2015. There was no gain or loss recognized on the sale of the land during the three-month period ended March 31, 2016. The sales of the properties and land referenced above do not represent a strategic shift that has a major effect on the Company's operations and financial results. The operating results of these properties remain classified within continuing operations for all periods presented. Held for Use Impairment During the three-month period ended June 30, 2016, the Company evaluated the recoverability of the carrying value of its properties under the undiscounted cash flow model. Based on the analysis, it was determined that due to the reduction in management’s intended hold period of a property located in the Metropolitan D.C. segment, the Company would not recover the carrying value of that property. Accordingly, the Company recorded an impairment charge on the property of $3.9 million at June 30, 2016, reducing the aggregate carrying value of the property from $37.4 million to its estimated fair value of $33.5 million. The Company measured this impairment based on a discounted cash flow analysis, using a hold period of 10 years and residual capitalization rate and discount rate of 7.75% and 8.25%, respectively. The results were compared to indicative pricing in the market. The assumptions used to determine fair value are Level 3 inputs in accordance with the fair value hierarchy established by "Fair Value Measurements and Disclosures.” During the three-month period ended March, 31, 2016, the Company evaluated the recoverability of the carrying value of its properties under the undiscounted cash flow model. Based on the analysis, it was determined that due to a reduction in management’s intended hold period, the Company would not recover the carrying value of two properties located in its Metropolitan D.C. segment. Accordingly, the Company recorded an impairment charge of "Fair Value Measurements and Disclosures.” Held for Sale The following is a summary of properties classified as held for sale but which did not meet the criteria to be classified within discontinued operations at June 30, 2016 (in thousands): Held for Sale Properties Included in Continuing Operations June 30, 2016 1120 Executive Boulevard (a) Oakland Lot B (b) Total ASSETS HELD FOR SALE Real estate investments: Operating properties $ 13,256 $ 4,366 $ 17,622 Accumulated depreciation (6,005 ) (4 ) (6,009 ) Operating real estate investments, net 7,251 4,362 11,613 Construction-in-progress 675 - 675 Total real estate investments, net 7,926 4,362 12,288 Other assets 20 - 20 Total assets held for sale, net $ 7,946 $ 4,362 $ 12,308 LIABILITIES HELD FOR SALE Other liabilities $ 11 $ - $ 11 Total liabilities held for sale $ 11 $ - $ 11 (a) On June 1, 2016, the Company entered into an agreement to sell an office property containing 95,183 square feet at 1120 Executive Boulevard located in Mount Laurel, New Jersey. As of June 30, 2016, the Company determined that the sale of the property was probable and classified this property as held for sale in accordance with applicable accounting standards for long lived assets. At such date, the carrying value of the property exceeded the fair value less the anticipated costs of sale. As a result, the Company recognized an impairment loss totaling approximately $1.8 million during the three-month period ended June 30, 2016. The fair value measurement was based on the pricing in the purchase and sale agreement. As significant inputs to the model are unobservable, the Company determined that the value determined for this property falls within Level 3 fair value reporting. (b) During the three-month period ended June 30, 2016, the Company determined that the sale of a property located in Oakland, California, known as Oakland Lot B, was probable and classified it as held for sale in accordance with applicable accounting standards for long lived assets. As the fair value less anticipated costs to sell exceeded the carrying value of the property no impairment loss was recorded. The fair value measurement was based on pricing in the purchase and sale agreement. As the sales price is unobservable, the Company determined that the significant inputs used to value this property falls within Level 3 for fair value reporting. The sales of the property and land referenced above as held for sale do not represent a strategic shift that has a major effect on the Company's operations and financial results. The operating results of these properties remain classified within continuing operations for all periods presented. |
Investment in Unconsolidated Re
Investment in Unconsolidated Real Estate Ventures | 6 Months Ended |
Jun. 30, 2016 | |
Equity Method Investments And Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES | 4. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES As of June 30, 2016, the Company held ownership interests in 16 unconsolidated Real Estate Ventures for an aggregate investment balance of $272.1 million. The Company formed or acquired interests in these Real Estate Ventures with unaffiliated third parties to develop or manage office, residential, and/or mixed-use properties or to acquire land in anticipation of possible development of office, residential and/or mixed-use properties. As of June 30, 2016, eight of the real estate ventures owned 73 office and 14 industrial buildings that contain an aggregate of approximately 7.9 million net rentable square feet; two real estate ventures owned 4.3 acres of undeveloped parcels of land; three real estate ventures owned 2.2 acres of land under active development; one real estate venture owned a residential tower that contains 345 apartment units and one real estate venture owned an apartment complex that contains 398 units. Additionally, on June 30, 2016, one real estate venture, in which the Company owns a 50% interest, sold its interest in an office property, comprised of 172,286 square feet, located in Berwyn, Pennsylvania. The proceeds from the sale had not been distributed to the Company at June 30, 2016 and, as a result, the carrying amount of the Company’s investment at the sale date remained on the balance sheet at June 30, 2016. See discussion under “1000 Chesterbrook” The Company accounts for its unconsolidated interests in the Real Estate Ventures using the equity method. The Company’s unconsolidated interests range from 20% to 70%, subject to specified priority allocations of distributable cash in certain of the Real Estate Ventures. The Company earned management fees from its Real Estate Ventures of $3.8 million and $7.2 million for the three- and six-month periods ended June 30, 2016 and $3.4 million and $6.0 million for the three- and six-month periods ended June 30, 2015, respectively. The Company has outstanding accounts receivable balances from its Real Estate Ventures of $1.5 million and $1.7 million as of June 30, 2016 and December 31, 2015, respectively. The amounts reflected in the following tables (except for the Company’s share of equity and income) are based on the financial information of the individual Real Estate Ventures. The Company does not record operating losses of a Real Estate Venture in excess of its investment balance unless the Company is liable for the obligations of the Real Estate Venture or is otherwise committed to provide financial support to the Real Estate Venture. The following is a summary of the financial position of the Real Estate Ventures as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Net property $ 1,457,952 $ 1,258,999 Other assets 245,065 158,672 Other liabilities 129,173 69,028 Debt, net 985,326 794,571 Equity 588,518 554,072 Company’s share of equity (Company’s basis) (a) (b) $ 272,148 $ 241,004 (a ) This amount includes the effect of the basis difference between the Company's historical cost basis and the basis recorded at the Real Estate Venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third party interests in existing Real Estate Ventures and upon the transfer of assets that were previously owned by the Company into a Real Estate Venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the Real Estate Venture level. (b ) Does not include the negative investment balance in one real estate venture totaling $1.1 million as of December 31, 2015, which is included in other liabilities. There is no negative investment balance as of June 30, 2016 because the Company sold its entire remaining 50% interest in the applicable real estate venture (See “ Coppell Associates ” section below) during the three month period ended March 31, 2016. The following is a summary of results of operations of the Real Estate Ventures in which the Company had interests during the three- and six-months periods ended June 30, 2016 and 2015 (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2016 2015 2016 2015 Revenue $ 53,406 $ 43,239 $ 99,931 $ 89,348 Operating expenses (27,088 ) (19,132 ) (53,755 ) (37,665 ) Interest expense, net (10,928 ) (10,136 ) (19,917 ) (19,982 ) Depreciation and amortization (20,242 ) (17,412 ) (40,403 ) (36,536 ) Net loss (a) $ (4,852 ) $ (3,441 ) $ (14,144 ) $ (4,835 ) Company’s share of income (loss) (Company’s basis) $ (1,666 ) $ (873 ) $ (2,069 ) $ (742 ) (a) The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture during the three-month period ended March 31, 2016. 1000 Chesterbrook On June 30, 2016, the real estate venture known as 1000 Chesterbrook sold its office property, comprised of 172,286 square feet, located in Berwyn, Pennsylvania for a sales price of $32.1 million. As of June 30, 2016, the Company owns a 50% interest in the 1000 Chesterbrook real estate venture. The proceeds to 1000 Chesterbrook, net of closing costs, pro-ration adjustments and $23.2 million of debt assumed by the buyer, were $9.8 million. The Company recorded $3.2 million for its proportionate share of the Venture’s gain which is reflected in “Gain on Real Estate Venture transactions” on the accompanying statement of operations. The proceeds from the sale, along with $0.2 million of working capital, had not been distributed to the Company as of June 30, 2016 and, as a result, the carrying amount of the Company’s investment in 1000 Chesterbrook, which amounted to $5.1 million at the sale date, remained on the balance sheet at June 30, 2016. See Note 14, " Subsequent Events, evo at Cira Centre South Venture On January 25, 2013, the Company formed HSRE-Campus Crest IX Real Estate Venture ("evo at Cira"), a joint venture among the Company and two unaffiliated third parties: Campus Crest Properties, LLC ("Campus Crest") and HSRE-Campus Crest IXA, LLC ("HSRE"). From formation through March 2, 2016, each of the Company and Campus Crest owned a 30% interest in evo at Cira and HSRE owned a 40% interest. At formation, the Company contributed to evo at Cira its tenancy rights under a long-term ground lease of one acre of land located in the University City submarket of Philadelphia, Pennsylvania, together with associated development rights, at an agreed-upon value of $8.5 million. During the three-month period ended September 30, 2014, evo at Cira completed construction of a 33-story, 850-bed student housing tower on the contributed one-acre ground lease. As of December 31, 2014, the Company and other members of evo at Cira had funded 100% of their respective shares of committed equity contributions and the real estate venture had fully drawn on its $97.8 million construction facility. On March 2, 2016, the Company paid $12.8 million of cash and HSRE paid $6.6 million of cash to purchase Campus Crest’s entire 30% interest in evo at Cira and, as a result, each of the Company and HSRE owns a 50% interest in evo at Cira. Subsequent to the transaction, the Company’s investment basis in evo at Cira is $28.3 million. In conjunction with the purchase, the Company and HSRE entered into an amended and restated operating agreement to govern their rights and obligations as sole members of evo at Cira. On June 10, 2016, evo at Cira refinanced its $97.8 million construction facility maturing July 25, 2016 with a $117.0 million term loan bearing interest at LIBOR + 2.25% capped at a total maximum interest of 5.25% and maturing on October 31, 2019, with options to extend the term to June 30, 2021. evo at Cira received an advance of $105.0 million at closing. The additional $12.0 million capacity under the term loan may be funded if certain criterion relating to the operating performance of the student housing tower are met. The term loan is secured by a leasehold mortgage that holds absolute assignment of leases and rents. Subsequent to refinancing and the receipt of amounts in escrow under the construction loan, evo at Cira distributed $6.3 million to the Company. The Company accounted for its investment in evo at Cira under the equity method of accounting. Based upon the reconsideration event caused by the refinancing of evo at Cira’s construction facility, the Company reassessed its consolidation conclusion. The Company determined that this Real Estate Venture is no longer a VIE in accordance with the accounting standard for the consolidation of VIEs because evo at Cira, through the refinancing of the construction facility and without further support from the Company or HSRE, demonstrated that it has sufficient equity at risk to finance its activities. As a result, the Company used the voting interest model under the accounting standard for consolidation in order to determine whether to consolidate evo at Cira. Based upon each member's substantive participating rights over the activities that significantly impact the operations and revenues of evo at Cira under the operating agreement and related agreements, evo at Cira is not consolidated by the Company, and is accounted for under the equity method of accounting. As a result of this transaction, the Company did not gain a controlling financial interest over evo at Cira; therefore, it was not required to remeasure its previously held equity interest to fair value at the date that it acquired the additional equity interest. MAP Venture On February 4, 2016, Brandywine Operating Partnership, L.P., together with subsidiaries of the Operating Partnership, entered into a series of related transactions (the “Och-Ziff Sale”) with affiliates of Och-Ziff Capital Management Group LLC (“Och-Ziff”) that resulted in the disposition by the Company of 58 office properties that contain an aggregate of 3,924,783 square feet for an aggregate purchase price of $398.1 million. The 58 properties are located in the Pennsylvania Suburbs, New Jersey/Delaware, Metropolitan Washington, D.C. and Richmond, Virginia segments. The related transactions involved: (i) the sale by the Company to MAP Fee Owner LLC, an affiliate of Och-Ziff (the “O-Z Land Purchaser”), of 100% of the Company’s fee interests in the land parcels (the “Land Parcels”) underlying the 58 office properties, together with rights to be the lessor under long-term ground leases (the “Ground Leases”) covering the Land Parcels; (ii) the Company’s formation of MAP Ground Lease Venture LLC (the “MAP Venture”) with MAP Ground Lease Holdings LLC, an affiliate of Och-Ziff (the “O-Z Venture Partner”), (iii) the Company’s sale to MAP Venture of the office buildings and related improvements (the “Buildings”) situated on the Land Parcels; and (iv) the retention of a 50% non-controlling equity interest in the MAP Venture. The MAP Venture leases the Land Parcels from O-Z Land Purchaser through a ground lease that extends through February 2115. Annual payments by the MAP Venture, as tenant under the Ground Leases, initially total $11.9 million and increase 2.5% annually through November 2025. At closing on February 4, 2016, the MAP Venture obtained a third party non-recourse debt financing of approximately $180.8 million secured by mortgages on the Buildings of the MAP Venture. As a result of this transaction, the Company received $354.0 million in proceeds and maintains a 50% ownership interest in the MAP Venture valued as of February 4, 2016 at $25.2 million, which holds the leasehold interest in the Buildings. The MAP Venture was formed as a limited liability company in which the Company has been designated as the Managing Member. In addition, through an affiliate, the Company provides property management services at the Buildings on behalf of the MAP Venture for a market based management fee. The Company has determined that the MAP Venture is a VIE in accordance with the accounting standard for consolidation of VIE’s. As a result, the Company used the VIE model under the accounting standard for consolidations to determine if it will consolidate the MAP Venture. Based on the provisions in the limited liability company agreement, the Company determined that it shares with O-Z Venture Partner the power to control the activities that most significantly impact the economics of the MAP Venture. Since control is shared, the Buildings were deconsolidated by the Company and accounted for under the equity method of accounting. The Company is not required to fund the operating losses of the MAP Venture. Accordingly, it can only incur losses equal to its investment basis in MAP Venture. The Company has determined that this transaction does not represent a significant shift in the Company’s operations that have a major impact on the Company’s economic performance. As a result, the properties are not classified as discontinued operations on the consolidated financial statements. Coppell Associates On January 29, 2016, the Company sold its entire 50% interest in an unconsolidated real estate venture known as Coppell Associates. The proceeds to the Company, net of closing costs and related debt payoff, were $4.6 million. The carrying amount of the Company’s investment in Coppell Associates amounted to a $1.1 million liability at the sale date, resulting in a $5.7 million gain on sale of its interest in the real estate venture. The investment was in a liability position because the Company, as a general partner, was required to fund losses of Coppell Associates. The negative investment balance represented the Company’s share of unfunded cumulative losses incurred in excess of its investment basis as of the date of sale. Guarantees As of June 30, 2016, the Company had provided guarantees on behalf of certain real estate ventures, consisting of (i) a $3.2 million payment guarantee on the $56.0 million construction loan for TB-BDN Plymouth Apartments; (ii) a several cost overrun guaranty on the $88.9 million construction loan for the development project being undertaken by 1919 Market Street LP; and (iii) a $0.5 million payment guarantee on a loan provided to PJP VII. In addition, during construction undertaken by real estate ventures, the Company has provided and expects to continue to provide cost overrun and completion guarantees, with rights of contribution among partners or members in the real estate ventures, as well as customary environmental indemnities and guarantees of customary exceptions to nonrecourse provisions in loan agreements. For additional information regarding these real estate ventures, see Note 4, " Investment in Unconsolidated Real Estate Ventures, |
Intangible Assets and Liabiliti
Intangible Assets and Liabilities | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND LIABILITIES | 5. INTANGIBLE ASSETS AND LIABILITIES As of June 30, 2016 and December 31, 2015, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2016 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 147,858 $ (64,085 ) $ 83,773 Tenant relationship value 15,596 (12,084 ) 3,512 Above market leases acquired 4,718 (1,989 ) 2,729 Total intangible assets, net $ 168,172 $ (78,158 ) $ 90,014 Acquired lease intangibles, net: Below market leases acquired $ 45,658 $ (24,245 ) $ 21,413 December 31, 2015 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 161,276 $ (57,063 ) $ 104,213 Tenant relationship value 20,117 (15,580 ) 4,537 Above market leases acquired 5,333 (1,879 ) 3,454 186,726 (74,522 ) 112,204 Assets held for sale (2,854 ) 2,273 (581 ) Total intangible assets, net $ 183,872 $ (72,249 ) $ 111,623 Acquired lease intangibles, net: Below market leases acquired $ 50,025 $ (24,178 ) $ 25,847 Assets held for sale (1,069 ) 877 (192 ) Total acquired lease intangibles, net $ 48,956 $ (23,301 ) $ 25,655 As of June 30, 2016, the Company’s annual amortization for its intangible assets/liabilities were as follows (in thousands, and assuming no prospective early lease terminations): Assets Liabilities 2016 (six months remaining) $ 14,239 $ 3,294 2017 19,658 3,323 2018 11,753 2,196 2019 10,542 1,885 2020 8,456 1,337 Thereafter 25,366 9,378 Total $ 90,014 $ 21,413 |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
DEBT OBLIGATIONS | 6. DEBT OBLIGATIONS The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Effective Interest Rate Maturity Date MORTGAGE DEBT: Fairview Eleven Tower (a) $ 20,665 $ 20,838 4.25 % Jan 2017 Two Logan Square 86,774 86,886 3.98 % (b) May 2020 One Commerce Square 128,661 130,000 3.64 % Apr 2023 Two Commerce Square 112,000 112,000 4.51 % (c) Apr 2023 IRS Philadelphia Campus (d) - 177,425 7.00 % Sep 2030 Cira South Garage (d) - 35,546 7.12 % Sep 2030 Principal balance outstanding 348,100 562,695 Plus: fair market value premium (discount), net (2,979 ) (3,198 ) Less: deferred financing costs (813 ) (13,744 ) Mortgage indebtedness $ 344,308 $ 545,753 UNSECURED DEBT Seven-Year Term Loan - Swapped to fixed $ 250,000 $ 250,000 3.72 % Oct 2022 $250.0M 6.00% Guaranteed Notes due 2016 (e) - 149,919 5.95 % Apr 2016 $300.0M 5.70% Guaranteed Notes due 2017 300,000 300,000 5.68 % May 2017 $325.0M 4.95% Guaranteed Notes due 2018 325,000 325,000 5.13 % Apr 2018 $250.0M 3.95% Guaranteed Notes due 2023 250,000 250,000 4.02 % Feb 2023 $250.0M 4.10% Guaranteed Notes due 2024 250,000 250,000 4.33 % Oct 2024 $250.0M 4.55% Guaranteed Notes due 2029 250,000 250,000 4.60 % Oct 2029 Indenture IA (Preferred Trust I) 27,062 27,062 2.75 % Mar 2035 Indenture IB (Preferred Trust I) 25,774 25,774 3.30 % Apr 2035 Indenture II (Preferred Trust II) 25,774 25,774 3.09 % Jul 2035 Principal balance outstanding 1,703,610 1,853,529 Plus: original issue premium (discount), net (5,186 ) (5,714 ) Less: deferred financing costs (8,111 ) (8,851 ) Total unsecured indebtedness $ 1,690,313 $ 1,838,964 Total Debt Obligations $ 2,034,621 $ 2,384,717 (a) Represents the full debt amount of a property in a consolidated real estate venture in which the Company holds a 50% interest. (b) On April 7, 2016, the Company closed on an $86.9 million first mortgage financing on Two Logan Square, a 708,844-square foot office property located in Philadelphia, Pennsylvania. Proceeds of the loan were used to repay, without penalty, the $86.6 million principal balance of the former Two Logan Square first mortgage loan, which had a 7.57% effective interest rate. (c) (d) th (e) As of June 30, 2016, and December 31, 2015, On May 15, 2015, the Company closed on a new four-year unsecured revolving credit facility that provides for borrowings of up to $600.0 million. The Company had no borrowings under its unsecured revolving credit facility as of June 30, 2016. The Parent Company unconditionally guarantees the unsecured debt obligations of the Operating Partnership (or is a co-borrower with the Operating Partnership) but does not by itself incur unsecured indebtedness. The Parent Company has no material assets other than its investment in the Operating Partnership. The Company was in compliance with all financial covenants as of June 30, 2016. Management continuously monitors the Company’s compliance with and anticipated compliance with the covenants. Certain of the covenants restrict management’s ability to obtain alternative sources of capital. While the Company currently believes it will remain in compliance with its covenants, in the event that the economy deteriorates in the future, the Company may not be able to remain in compliance with such covenants, in which case a default would result absent a lender waiver. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 7. FAIR VALUE OF FINANCIAL INSTRUMENTS Financial assets and liabilities recorded on the consolidated balance sheets are categorized based on the inputs to the valuation techniques as follows: · Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access; · Level 2 inputs are inputs, other than quoted prices included in Level 1, which are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and · Level 3 inputs are unobservable inputs for the asset or liability, which is typically based on an entity’s own assumptions, as there is little, if any, related market activity or information. The Company determined the fair values disclosed below using available market information and discounted cash flow analyses as of June 30, 2016 and December 31, 2015, respectively. The discount rate used in calculating fair value is the sum of the current risk free rate and the risk premium on the date of measurement of the instruments or obligations. Considerable judgment is necessary to interpret market data and to develop the related estimates of fair value. Accordingly, the estimates presented are not necessarily indicative of the amounts that the Company could realize upon disposition. The use of different estimates and valuation methodologies may have a material effect on the fair value amounts shown. The Company believes that the carrying amounts reflected in the consolidated balance sheets at June 30, 2016 and December 31, 2015 approximate the fair values for cash and cash equivalents, accounts receivable, other assets, accounts payable and accrued expenses. The following are financial instruments for which the Company’s estimates of fair value differ from the carrying amounts (in thousands): June 30, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Unsecured notes payable $ 1,363,770 $ 1,413,363 $ 1,512,554 $ 1,529,346 Variable rate debt $ 326,543 $ 305,383 $ 326,410 $ 305,522 Mortgage notes payable $ 344,308 $ 362,427 $ 545,753 $ 597,377 The fair value of the Company’s unsecured notes payable is categorized at a Level 2 basis (as provided by the accounting standard for Fair Value Measurements and Disclosures). This is because the Company valued these instruments using quoted market prices as of June 30, 2016 and December 31, 2015. For the fair value of the Company’s unsecured notes, the Company uses a discount rate based on the indicative new issue pricing provided by lenders. The fair value of the Company’s mortgage notes payable and variable rate debt are all categorized at a Level 3 basis (as provided by the accounting standard for Fair Value Measurements and Disclosures). The fair value of the variable rate debt was estimated using a discounted cash flow analysis valuation on the borrowing rates currently available to the Company for loans with similar terms and maturities, as applicable. The fair value of the mortgage debt was determined by discounting the future contractual interest and principal payments by a blended market rate for loans with similar terms, maturities and loan-to-value. These financial instruments have been categorized as Level 3 because the Company considers the rates used in the valuation techniques to be unobservable inputs. For the Company’s mortgage loans, the Company uses an estimate based discounted cash flow analyses and its knowledge of the mortgage market. The weighted average discount rate for the combined variable rate debt and mortgage loans used as to calculate fair value as of June 30, 2016 and December 31, 2015 was 4.480% and 4.550%, respectively. An increase in the discount rate used in the discounted cash flow model would result in a decrease to the fair value of the Company’s long-term debt. Conversely, a decrease in the discount rate used in the discounted cash flow model would result in an increase to the fair value of the Company’s long-term debt. Disclosure about the fair value of financial instruments is based upon pertinent information available to management as of June 30, 2016 and December 31, 2015. Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since June 30, 2016, and current estimates of fair value may differ from the amounts presented herein. |
Limited Partners' Non-Controlli
Limited Partners' Non-Controlling Interests in the Parent Company | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
LIMITED PARTNERS' NON-CONTROLLING INTERESTS IN THE PARENT COMPANY | 8. LIMITED PARTNERS' NON-CONTROLLING INTERESTS IN THE PARENT COMPANY Non-controlling interests in the Parent Company’s financial statements relate to redeemable common limited partnership interests in the Operating Partnership held by parties other than the Parent Company and properties which are consolidated but not wholly owned. Operating Partnership The aggregate book value of the non-controlling interests associated with the redeemable common limited partnership interests in the accompanying consolidated balance sheet of the Parent Company as of June 30, 2016 and December 31, 2015 was $15.3 million and $16.1 million, respectively. Under the applicable accounting guidance, the redemption value of limited partnership units are carried at, on a limited partner basis, the greater of historical cost adjusted for the allocation of income and distributions or fair value. The Parent Company believes that the aggregate settlement value of these interests based on the number of units outstanding and the closing price of the common shares on the balance sheet dates as of June 30, 2016 and December 31, 2015, respectively, was approximately $24.9 million and $21.0 million. |
Fair Value of Derivative Financ
Fair Value of Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
FAIR VALUE OF DERIVATIVE FINANCIAL INSTRUMENTS | 9. FAIR VALUE OF DERIVATIVE FINANCIAL INSTRUMENTS The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of June 30, 2016 and December 31, 2015. The notional amounts provide an indication of the extent of the Company’s involvement in these instruments at that time, but do not represent exposure to credit, interest rate or market risks (amounts presented in thousands and included in other liabilities on the Company’s consolidated balance sheets). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 6/30/2016 12/31/2015 6/30/2016 12/31/2015 (Liabilities) / Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ (9,909 ) $ 1,884 Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (1,351 ) (531 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (914 ) (388 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (279 ) (201 ) $ 328,610 $ 328,610 (a) Hedging unsecured variable rate debt. The Company measures its derivative instruments at fair value and records them in the balance sheet as either an asset or liability. As of June 30, 2016, all swaps are included in other liabilities on the Company’s consolidated balance sheet. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. |
Beneficiaries Equity of the Par
Beneficiaries Equity of the Parent Company | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
BENEFICIARIES' EQUITY OF THE PARENT COMPANY | 10. BENEFICIARIES’ EQUITY OF THE PARENT COMPANY Earnings per Share (EPS) The following tables detail the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ (1,323 ) $ (1,323 ) $ 3,058 $ 3,058 Net (income) loss from continuing operations attributable to non-controlling interests 22 22 (2 ) (2 ) Nonforfeitable dividends allocated to unvested restricted shareholders (79 ) (79 ) (76 ) (76 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income (loss) attributable to common shareholders $ (3,105 ) $ (3,105 ) $ 1,255 $ 1,255 Denominator Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 179,860,284 Contingent securities/Share based compensation - - - 678,603 Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 180,538,887 Earnings per Common Share: Net income (loss) attributable to common shareholders $ (0.02 ) $ (0.02 ) $ 0.01 $ 0.01 Six-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 44,987 $ 44,987 $ 11,652 $ 11,652 Net income from continuing operations attributable to non-controlling interests (367 ) (367 ) (60 ) (60 ) Nonforfeitable dividends allocated to unvested restricted shareholders (184 ) (184 ) (177 ) (177 ) Preferred share dividends (3,450 ) (3,450 ) (3,450 ) (3,450 ) Net income attributable to common shareholders $ 40,986 $ 40,986 $ 7,965 $ 7,965 Denominator Weighted-average shares outstanding 174,901,118 174,901,118 179,712,428 179,712,428 Contingent securities/Share based compensation - 922,852 - 886,837 Weighted-average shares outstanding 174,901,118 175,823,970 179,712,428 180,599,265 Earnings per Common Share: Net income attributable to common shareholders $ 0.23 $ 0.23 $ 0.04 $ 0.04 Redeemable common limited partnership units totaling 1,479,799 at June 30, 2016 and 1,535,102 at June 30, 2015, were excluded from the diluted earnings per share computations because they are not dilutive. Unvested restricted shares are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the three- and six-month periods ended June 30, 2016 and 2015, earnings representing nonforfeitable dividends as noted in the table above were allocated to the unvested restricted shares issued to the Company’s executives and other employees under the Company's shareholder-approved long-term incentive plan. Common and Preferred Shares On May 24, 2016, the Parent Company declared a distribution of $0.16 per common share, totaling $28.2 million, which was paid on July 20, 2016 to shareholders of record as of July 6, 2016. In addition, the Parent Company declared distributions on its Series E Preferred Shares to holders of record as of June 30, 2016. These shares are entitled to a preferential return of 6.90% per annum on the $25.00 per share liquidation preference. Distributions paid on July 15, 2016 to holders of Series E Preferred Shares totaled $1.7 million. On November 5, 2013, the Parent Company commenced a continuous equity offering program (the “Offering Program”), under which it may sell, in at-the-market offerings, up to an aggregate amount of 16,000,000 common shares until November 5, 2016. The Parent Company may sell common shares in amounts and at times to be determined by the Parent Company. Actual sales will depend on a variety of factors to be determined by the Parent Company, including, among others, market conditions, the trading price of the Company’s common shares and determinations by the Parent Company of the appropriate sources of funding. Sales agents engaged by the Parent Company under the Offering Program are entitled to receive as compensation an aggregate, of up to 2% of the gross sales price per share sold under the Offering Program. From inception of the Offering Program through June 30, 2016, the Parent Company had not sold any shares under the program, leaving 16,000,000 remaining shares available for sale. Common Share Repurchases The Parent Company maintains a share repurchase program under which the Board of Trustees has authorized the Parent Company to repurchase shares of its preferred and common stock with no expiration date. On July 22, 2015, the Parent Company's Board of Trustees authorized additional share repurchases of up to $100.0 million. Prior to the authorization 539,200 common shares were available for repurchase under the preexisting share repurchase program. The Company expects to fund the share repurchases with a combination of available cash balances and availability under our line of credit. As of June 30, 2016, 5,209,437 common shares have been repurchased and retired at an average purchase price of $12.90 per share and totaling $67.3 million. The timing and amounts of any purchases will depend on a variety of factors, including market conditions, regulatory requirements, share prices, capital availability and other factors as determined by our management team. The repurchase program does not require the purchase of any minimum number of shares and may be suspended or discontinued at any time without notice. There were no shares repurchased under the program during the six months ended June 30, 2016 or June 30, 2015. Maryland law applicable to the Company does not contemplate treasury stock, and common shares repurchased under the program are accounted for as a reduction of common shares (at $0.01 par value per share) and a decrease to additional paid-in-capital. |
Partners Equity of The Operatin
Partners Equity of The Operating Partnership | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
PARTNERS' EQUITY OF THE OPERATING PARTNERSHIP | 11. PARTNERS’ EQUITY OF THE OPERATING PARTNERSHIP Earnings per Common Partnership Unit The following tables detail the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ (1,323 ) $ (1,323 ) $ 3,058 $ 3,058 Nonforfeitable dividends allocated to unvested restricted unitholders (79 ) (79 ) (76 ) (76 ) Preferred unit dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net (income) loss attributable to non-controlling interests (4 ) (4 ) 5 5 Net income (loss) attributable to common unitholders $ (3,131 ) $ (3,131 ) $ 1,262 $ 1,262 Denominator Weighted-average units outstanding 176,541,708 176,541,708 181,395,386 181,395,386 Contingent securities/Share based compensation - - - 678,603 Total weighted-average units outstanding 176,541,708 176,541,708 181,395,386 182,073,989 Earnings per Common Partnership Unit: Net (loss) income attributable to common unitholders $ (0.02 ) $ (0.02 ) $ 0.01 $ 0.01 Six-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 44,987 $ 44,987 $ 11,652 $ 11,652 Nonforfeitable dividends allocated to unvested restricted unitholders (184 ) (184 ) (177 ) (177 ) Preferred unit dividends (3,450 ) (3,450 ) (3,450 ) (3,450 ) Net (income) loss attributable to non-controlling interests (6 ) (6 ) 5 5 Net income attributable to common unitholders $ 41,347 $ 41,347 $ 8,030 $ 8,030 Denominator Weighted-average units outstanding 176,432,877 176,432,877 181,247,530 181,247,530 Contingent securities/Share based compensation - 922,853 - 886,837 Total weighted-average units outstanding 176,432,877 177,355,730 181,247,530 182,134,367 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.23 $ 0.23 $ 0.04 $ 0.04 Unvested restricted units are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the three and six- month periods ended June 30, 2016 and 2015, earnings representing nonforfeitable dividends as noted in the table above were allocated to the unvested restricted units issued to the Parent Company in connection with awards to the Parent Company’s executives and other employees under the Parent Company's shareholder-approved long-term incentive plan. Common Partnership Units and Preferred Mirror Units On May 24, 2016, the Operating Partnership declared a distribution of $0.16 per common partnership unit, totaling $28.2 million, which was paid on July 20, 2016 to unitholders of record as of July 6, 2016. In addition, the Operating Partnership declared distributions on its Series E-Linked Preferred Mirror Units to holders of record as of June 30, 2016. These units are entitled to a preferential return of 6.90% per annum on the $25.00 per unit liquidation preference. Distributions paid on July 15, 2016 to holders of Series E-Linked Preferred Mirror Units totaled $1.7 million. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 12. SEGMENT INFORMATION During the year ended December 31, 2015, the Company managed its portfolio within seven segments: (1) Pennsylvania Suburbs, (2) Philadelphia Central Business District (CBD), (3) Metropolitan Washington, D.C., (4) New Jersey/Delaware, (5) Richmond, Virginia, (6) Austin, Texas and (7) California. As a result of the Och-Ziff Sale that occurred on February 4, 2016, the Company narrowed its segments to five segments located in: (1) Pennsylvania Suburbs, (2) Philadelphia Central Business District (“CBD”), (3) Metropolitan Washington, D.C. and (4) Austin, Texas. The Och-Ziff Sale disposed of the entire Richmond, Virginia segment. Subsequent to the Och-Ziff Sale, the segments previously defined as New Jersey/Delaware and California are now being managed as a consolidated segment entitled (5) “Other,” as these geographies no longer provide a significant revenue contribution. The Pennsylvania Suburbs segment includes properties in Chester, Delaware, and Montgomery counties in the Philadelphia suburbs. The Philadelphia CBD segment includes properties located in the City of Philadelphia in Pennsylvania. The Metropolitan Washington, D.C. segment includes properties in the District of Columbia, Northern Virginia and southern Maryland. The Austin, Texas segment includes properties in the City of Austin, Texas. The Other segment includes properties in Burlington and Camden counties in New Jersey, properties in New Castle County in the state of Delaware, and properties in the City of Oakland and City of Concord in California. The corporate group is responsible for cash and investment management, development of certain real estate properties during the construction period, and certain other general support functions. Land held for development and construction in progress are transferred to operating properties by region upon completion of the associated construction or project. The following tables provide selected asset information and results of operations of the Company's reportable segments (in thousands): Real estate investments, at cost: June 30, 2016 December 31, 2015 Philadelphia CBD (a) $ 1,274,818 $ 1,157,667 Pennsylvania Suburbs 1,022,239 1,019,280 Metropolitan Washington, D.C. (b) 1,068,170 1,129,206 Austin, Texas (c) 147,157 164,518 Other (d), (e) 209,021 222,329 $ 3,721,405 $ 3,693,000 Assets held for sale (f), (g) 17,622 794,588 Operating Properties $ 3,739,027 $ 4,487,588 Corporate Construction-in-progress $ 254,188 $ 268,983 Land held for development $ 131,015 $ 130,479 (a) The increase primarily relates to the office component of the FMC Tower at Cira Centre South being placed into service during the three-month period ended June 30, 2016. ( b ) The decrease primarily relates to the sale of Herndon Metro Plaza I & II. See Note 3, "Real Estate Investments," ( c ) The decrease primarily relates to a building from the Broadmoor Austin portfolio being placed into redevelopment during the three-month period ended June 30, 2016. ( d ) The decrease primarily relates to the office property at 1120 Executive Boulevard in Mount Laurel, New Jersey and Oakland Lot B in Oakland, California being classified as held for sale at June 30, 2016. See Note 3, "Real Estate Investments," ( e ) As a result of the Och-Ziff Sale that occurred on February 4, 2016, the Company narrowed its segments to five segments located in: (1) Pennsylvania Suburbs, (2) Philadelphia Central Business District (“CBD”), (3) Metropolitan Washington, D.C. and (4) Austin, Texas. The Och-Ziff Sale disposed of the entire Richmond, Virginia segment. Subsequent to the Och-Ziff Sale, the segments previously defined as New Jersey/Delaware and California are now being managed as a consolidated segment entitled (5) “Other,” as these geographies no longer provide a significant revenue contribution. Accordingly, the chief operating decision maker revised the management structure, reallocated resources, and is assessing business operations of the five segments as of January 1, 2016. ( f ) As of December 31, 2015, the office property located at 2970 Market Street in Philadelphia, Pennsylvania commonly known as 30 th "Real Estate Investments," ( g ) As of December 31, 2015, the 58 properties associated with the series of related transactions with Och-Ziff Real Estate were classified as held for sale on the consolidated balance sheets. On February 4, 2016, the Company completed a series of transactions, resulting in the disposition of the properties. See Note 3, “Real Estate Investments,” Net operating income (in thousands): Three-month periods ended June 30, 2016 2015 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 48,082 $ (19,775 ) $ 28,307 $ 52,420 $ (19,448 ) $ 32,972 Pennsylvania Suburbs 35,102 (12,580 ) 22,522 39,010 (12,856 ) 26,154 Metropolitan Washington, D.C. 25,291 (8,768 ) 16,523 26,953 (10,544 ) 16,409 Austin, Texas (b) 7,850 (2,911 ) 4,939 2,533 (1,498 ) 1,035 Other (c) 9,062 (5,074 ) 3,988 24,074 (11,407 ) 12,667 Corporate 1,794 (1,113 ) 681 658 (596 ) 62 Operating Properties $ 127,181 $ (50,221 ) $ 76,960 $ 145,648 $ (56,349 ) $ 89,299 Six-month periods ended June 30, 2016 2015 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 97,752 $ (39,031 ) $ 58,721 $ 105,393 $ (37,838 ) $ 67,555 Pennsylvania Suburbs 72,208 (25,735 ) 46,473 78,900 (27,441 ) 51,459 Metropolitan Washington, D.C. 52,630 (19,667 ) 32,963 54,359 (22,404 ) 31,955 Austin, Texas (b) 16,397 (6,166 ) 10,231 3,467 (2,369 ) 1,098 Other (c) 21,802 (12,676 ) 9,126 51,853 (25,985 ) 25,868 Corporate 2,894 (1,721 ) 1,173 2,082 (1,010 ) 1,072 Operating Properties $ 263,683 $ (104,996 ) $ 158,687 $ 296,054 $ (117,047 ) $ 179,007 (a) Includes property operating expense, real estate taxes and third party management expense. (b) On June 22, 2015 the Company acquired the remaining 50.0% interest in Broadmoor Austin Associates. As such, the Company has seven wholly owned properties in its Austin, Texas business segment at June 30, 2016. In addition, net operating income for the three and six months ended June 30, 2016 and 2015 includes management fees and related expenses for services provided by the Company to the Austin Venture (c) See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. Unconsolidated real estate ventures (in thousands): Investment in real estate ventures, at equity Equity in income (loss) of real estate ventures As of Three-month periods ended June 30, Six-month periods ended June 30, June 30, 2016 December 31, 2015 2016 2015 2016 2015 Philadelphia CBD (a) $ 50,542 $ 44,089 $ (475 ) $ (150 ) $ (20 ) $ (450 ) Pennsylvania Suburbs 20,199 16,408 315 (17 ) 580 (22 ) Metropolitan Washington, D.C. 120,656 118,422 (332 ) (179 ) (781 ) (229 ) MAP Venture (b) 23,513 - (1,042 ) - (1,598 ) - Other (c) 1,570 1,657 327 362 488 495 Austin, Texas (d) 55,668 60,428 (459 ) (889 ) (738 ) (536 ) Total $ 272,148 $ 241,004 $ (1,666 ) $ (873 ) $ (2,069 ) $ (742 ) (a) Net increase of investment of $6.5 million primary relates to the evo at Cira real estate venture. See Note 4, “ Investment in Unconsolidated Real Estate Ventures, (b) The MAP Venture represents a joint venture formed between the Company and MAP Ground Lease Holdings LLC, an affiliate of Och-Ziff Capital Management Group, LLC, on February 4, 2016. See Note 4 “ Investment in Unconsolidated Real Estate Ventures, (c) See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. (d) Investment in real estate ventures does not include the $1.1 million negative investment balance in one real estate venture as of December 31, 2015, which is included in other liabilities. The Company disposed of its interest in this venture during the three-month period ended March 31, 2016. See Note 4, " Investment in Unconsolidated Real Estate Ventures Net operating income (“NOI”) is a non-GAAP financial measure defined as total revenue less property operating expenses, real estate taxes and third party management expenses. Segment NOI includes revenue, real estate taxes and property operating expenses directly related to operation and management of the properties owned and managed within the respective geographical region. Segment NOI excludes property level depreciation and amortization, revenue and expenses directly associated with third party real estate management services, expenses associated with corporate administrative support services, and inter-company eliminations. NOI also does not reflect general and administrative expenses, interest expenses, real estate impairment losses, depreciation and amortization costs, capital expenditures and leasing costs. Trends in development and construction activities that could materially impact the Company’s results from operations are also not reflected in NOI. All companies may not calculate NOI in the same manner. NOI is the measure that is used by the Company to evaluate the operating performance of its real estate assets by segment. The Company also believes that NOI provides useful information to investors regarding its financial condition and results of operations because it reflects only those income and expenses recorded at the property level. The Company believes that net income, as defined by GAAP, is the most appropriate earnings measure. The following is a reconciliation of consolidated NOI to consolidated net income (loss), as defined by GAAP (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Consolidated net operating income $ 76,960 $ 89,299 $ 158,687 $ 179,007 Less: Interest expense (19,829 ) (27,895 ) (43,520 ) (56,071 ) Interest expense - amortization of deferred financing costs (644 ) (1,288 ) (1,418 ) (2,367 ) Interest expense - financing obligation (242 ) (324 ) (523 ) (610 ) Depreciation and amortization (46,907 ) (50,930 ) (95,780 ) (102,041 ) General and administrative expenses (6,076 ) (6,791 ) (15,196 ) (15,427 ) Equity in loss of real estate ventures (1,666 ) (873 ) (2,069 ) (742 ) Provision for impairment (5,679 ) (782 ) (13,069 ) (2,508 ) Loss on early extinguishment of debt - - (66,590 ) - Plus: Interest income 359 313 679 1,063 Net gain (loss) on disposition of real estate (727 ) 1,571 114,729 10,590 Net gain from remeasurement of investment in a real estate venture - 758 - 758 Net gain on Real Estate Venture transactions 3,128 - 9,057 - Net income (loss) $ (1,323 ) $ 3,058 $ 44,987 $ 11,652 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 13. COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved from time to time in litigation on various matters, including disputes with tenants and disputes arising out of agreements to purchase or sell properties. Given the nature of the Company’s business activities, these lawsuits are considered routine to the conduct of its business. The result of any particular lawsuit cannot be predicted, because of the very nature of litigation, the litigation process and its adversarial nature, and the jury system. The Company will establish reserves for specific legal proceedings when it determines that the likelihood of an unfavorable outcome is probable and when the amount of loss is reasonably estimable. The Company does not expect that the liabilities, if any, that may ultimately result from such legal actions will have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company. Letters-of-Credit Under certain mortgages, the Company has funded required leasing and capital reserve accounts for the benefit of the mortgage lenders with letters-of-credit. There is an associated $10.0 million letter of credit for a mortgage lender at June 30, 2016. Certain of the tenant rents at properties that secure these mortgage loans are deposited into the loan servicer’s depository accounts, which are used to fund debt service, operating expenses, capital expenditures and the escrow and reserve accounts, as necessary. Any excess cash is included in cash and cash equivalents. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state, and local governments. The Company’s compliance with existing laws has not had a material adverse effect on its financial condition and results of operations, and the Company does not believe it will have a material adverse effect in the future. However, the Company cannot predict the impact of unforeseen environmental contingencies or new or changed laws or regulations on its current Properties or on properties that the Company may acquire. Ground Rent Future minimum rental payments by the Company under the terms of all non-cancelable ground leases of land on which properties in the Company’s consolidated portfolio are situated are expensed on a straight-line basis regardless of when payments are due. The Company’s ground leases have remaining lease terms ranging from 5 to 73 years. Minimum future rental payments on non-cancelable leases at June 30, 2016 are as follows (in thousands): Year Minimum Rent 2016 (six months remaining) $ 666 2017 1,334 2018 1,334 2019 1,334 2020 1,334 Thereafter 67,632 Total $ 73,634 The Company obtained ground tenancy rights related to three properties in Philadelphia, Pennsylvania, which provide for contingent rent participation by the lessor in certain capital transactions and net operating cash flows of the properties after certain returns are achieved by the Company. Such amounts, if any, will be reflected as contingent rent when incurred. The leases also provide for payment by the Company of certain operating costs relating to the land, primarily real estate taxes. The above schedule of future minimum rental payments does not include any contingent rent amounts or any reimbursed expenses. Reference is made in our Annual Report on Form 10-K for the year ended December 31, 2015 for further detail regarding commitments and contingencies. Put Option On May 4, 2015, the Company entered into a put agreement in the ordinary course of business that grants an unaffiliated third party the unilateral option to require the Company to purchase a property, at a predetermined price, until May 4, 2018. In addition to the $35.0 million purchase price, the Company would be responsible for transaction and closing costs. There can be no assurance that the counterparty will exercise the option. Fair Value of Contingent Consideration On April 2, 2015, the Company purchased 618 Market Street in Philadelphia, Pennsylvania. The allocated purchase price included contingent consideration of $2.0 million payable to the seller upon commencement of development. The liability was initially recorded at fair value of $1.6 million and will accrete through interest expense to $2.0 million over the expected period until development is commenced. The fair value of this contingent consideration was determined using a probability weighted discounted cash flow model. The significant inputs to the discounted cash flow model were the discount rate and weighted probability scenarios. As the inputs are unobservable, the Company determined the inputs used to value this liability fall within Level 3 for fair value reporting. As of June 30, 2016, the liability had accreted to $1.7 million. As there were no significant changes to the inputs, the liability remains within Level 3 for fair value reporting. Debt Guarantees As of June 30, 2016, the Company had provided guarantees on behalf of certain real estate ventures, consisting of (i) a $3.2 million payment guarantee on the $56.0 million construction loan for TB-BDN Plymouth Apartments; (ii) a several cost overrun guaranty on the $88.9 million construction loan for the development project being undertaken by 1919 Market Street LP; and (iii) a $0.5 million payment guarantee on a loan provided to PJP VII. See Note 4, " Investment in Unconsolidated Real Estate Ventures," Other Commitments or Contingencies On December 3, 2015, the Company entered into an agreement as development manager to construct Subaru of America’s (“Subaru”) corporate headquarters in Camden, New Jersey. The agreement provides the Company with the ability to earn additional profit if total project costs are less than the not-to-exceed (“NTE”) amount. The NTE amount, currently at $77.3 million, may be adjusted by change orders agreed upon by both Subaru and the Company. If construction costs are in excess of the NTE amount, the Company is obligated to pay such cost overruns. The terms of the guarantee do not provide a limitation on the costs the Company may be responsible for. The Company invests in its properties and regularly incurs capital expenditures in the ordinary course to maintain the properties. The Company believes that such expenditures enhance its competitiveness. The Company also enters into construction, utility and service contracts in the ordinary course of business which may extend beyond one year. These contracts typically provide for cancellation with insignificant or no cancellation penalties. Capital Expenditures Amounts remaining to be incurred as of June 30, 2016 included the following: · development and redevelopment obligations of $140.1 million; and · capital expenditures for tenant improvements of $57.8 million. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 14. SUBSEQUENT EVENTS Garza Land Acquisition & Disposition On July 1, 2016, the Company closed on the acquisition of 34.6 acres of land located in Austin, Texas known as the Garza Ranch for a gross purchase price of $20.6 million. The Company is currently under agreement to sell 9.5 acres (of the 34.6 acres) to two unaffiliated third parties. 1000 Chesterbrook Real Estate Venture On July 14, 2016, the Company received a $5.1 million liquidating distribution from the 1000 Chesterbrook real estate venture. The cash distribution consists of proceeds from the sale of an office property on June 30, 2016 and was equal to the Company’s investment basis in 1000 Chesterbrook as of June 30, 2016. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting solely of normal recurring matters) for a fair statement of the financial position of the Company as of June 30, 2016, the results of its operations for the three and six-month periods ended June 30, 2016 and 2015 and its cash flows for the six-month periods ended June 30, 2016 and 2015 have been included. The results of operations for such interim periods are not necessarily indicative of the results for a full year. These consolidated financial statements should be read in conjunction with the Parent Company’s and the Operating Partnership’s consolidated financial statements and footnotes included in their combined 2015 Annual Report on Form 10-K filed with the SEC on February 29, 2016. On January 1, 2016, the Company adopted accounting guidance under Accounting Standards Codification (ASC) Topic 810, "Consolidation,” modifying the analysis it must perform to determine whether it should consolidate certain types of legal entities. The guidance does not amend the existing disclosure requirements for variable interest entities (“VIEs”) or voting interest model entities. The guidance, however, modified the requirements to qualify under the voting interest model. Under the revised guidance, the Operating Partnership is a variable interest entity of the Parent Company. As the Operating Partnership is already consolidated in the balance sheets of the Parent Company, the identification of this entity as a variable interest entity has no impact on the consolidated financial statements of the Parent Company. There were no other legal entities qualifying under the scope of the revised guidance that were consolidated as a result of the adoption of this guidance. In addition, there were no other voting interest entities under prior existing guidance determined to be variable interest entities under the revised guidance. The Company's Annual Report on Form 10-K for the year ended December 31, 2015 contains a discussion of our significant accounting policies under Note 2, "Summary of Significant Accounting Policies". |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2016, the Financial Accounting Standards Board (FASB) issued guidance amending the revenue from contracts with customers standard issued in May 2014 (and not yet effective). The amendments are intended to address implementation issues that were raised by stakeholders and discussed by the Joint Transition Resource Group, and provide additional practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts at transition. In accordance with the FASB election to defer the effective date of the revenue recognition standard by one year, reporting entities may choose to adopt the standard as of its original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. In March 2016, the FASB issued guidance intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The new guidance allows for entities to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. In addition, the guidance allows employers to withhold shares to satisfy minimum statutory tax withholding requirements up to the employees’ maximum individual tax rate without causing the award to be classified as a liability. The guidance also stipulates that cash paid by an employer to a taxing authority when directly withholding shares for tax-withholding purposes should be classified as a financing activity on the statement of cash flows. This guidance is effective for annual reporting periods beginning after December 15, 2016, and interim periods within that reporting period. Early adoption is permitted in any interim or annual period, with any adjustments reflected as of the beginning of the fiscal year of adoption. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. Also in March 2016, the FASB issued guidance clarifying that a novation of party to a derivative instrument, whereby one of the parties to a derivative instrument is replaced with another party, does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge criteria continue to be met. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. An entity has an option to apply the amendments either on a prospective basis or on a modified retrospective basis. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. In February 2016, the FASB issued guidance modifying the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in the same manner as operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The guidance supersedes previously issued guidance under ASC Topic 840 “Leases.” The guidance is effective on January 1, 2019, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance and has not yet determined the impact, if any, that the adoption of this guidance will have on its consolidated financial statements. In May 2014, the FASB issued the revenue from contracts with customers standard requiring revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for goods and services. The standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. On July 9, 2015, the FASB elected to defer the effective date of this revenue recognition standard by one year. Reporting entities may choose to adopt the standard as of the original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. The Company is in the process of evaluating the impact of this new standard and has not yet determined the impact, if any, that the adoption of this standard will have on its consolidated financial statements. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Real Estate Properties [Line Items] | |
Gross Carrying Value Of Properties | As of June 30, 2016 and December 31, 2015, the gross carrying value of the Properties were as follows (in thousands): June 30, December 31, 2016 2015 Land $ 497,732 $ 513,268 Building and improvements (a) 2,760,572 2,719,780 Tenant improvements (a) 463,101 459,952 3,721,405 3,693,000 Assets held for sale - real estate investments (b) 17,622 794,588 Total $ 3,739,027 $ 4,487,588 (a) The net increase primarily relates to the office component of the FMC Tower at Cira Centre South in Philadelphia, Pennsylvania being placed into service during the three-month period ended June 30, 2016, offset partially by the classification of 1120 Executive Boulevard in Mount Laurel, New Jersey as held for sale as of June 30, 2016. ( b ) Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or intangible assets on the balance sheets of the properties held for sale. |
Dispositions | The Company sold the following office properties during the six-month period ended June 30, 2016 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Properties Rentable Square Feet Sales Price Net Proceeds on Sale Gain (Loss) on Sale (a) May 11, 2016 196/198 Van Buren Street (Herndon Metro Plaza I&II) Herndon, VA 2 197,225 $ 44,500 $ 43,412 $ (752 ) (b) February 5, 2016 2970 Market Street (Cira Square) Philadelphia, PA 1 862,692 354,000 350,150 115,828 February 4, 2016 Och-Ziff Portfolio Various (c) 58 3,924,783 398,100 353,971 (372 ) (d) Total Dispositions 61 4,984,700 $ 796,600 $ 747,533 $ 114,704 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the three-month period ended March 31, 2016, the Company recognized an impairment loss totaling approximately $7.4 million on the properties. The loss on sale represents additional closing costs recognized at settlement . ( c ) Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on February 10, 2016 contains a complete list of the 58 properties disposed of in the transactions with Och-Ziff Capital Management. See Note 4, " Investment in Unconsolidated Real Estate Ventures ," for further details of the transactions. ( d ) During the three-month period ended December 31, 2015, the Company recognized an impairment loss totaling approximately $45.4 million. The loss on sale represents additional closing costs recognized at settlement. |
Held for Sale Properties Included in Continuing Operations [Member] | |
Real Estate Properties [Line Items] | |
Summary of Properties Classified as Held for Sale but Which did not Meet the Criteria to be Classified within Discontinued Operations | The following is a summary of properties classified as held for sale but which did not meet the criteria to be classified within discontinued operations at June 30, 2016 (in thousands): Held for Sale Properties Included in Continuing Operations June 30, 2016 1120 Executive Boulevard (a) Oakland Lot B (b) Total ASSETS HELD FOR SALE Real estate investments: Operating properties $ 13,256 $ 4,366 $ 17,622 Accumulated depreciation (6,005 ) (4 ) (6,009 ) Operating real estate investments, net 7,251 4,362 11,613 Construction-in-progress 675 - 675 Total real estate investments, net 7,926 4,362 12,288 Other assets 20 - 20 Total assets held for sale, net $ 7,946 $ 4,362 $ 12,308 LIABILITIES HELD FOR SALE Other liabilities $ 11 $ - $ 11 Total liabilities held for sale $ 11 $ - $ 11 (a) On June 1, 2016, the Company entered into an agreement to sell an office property containing 95,183 square feet at 1120 Executive Boulevard located in Mount Laurel, New Jersey. As of June 30, 2016, the Company determined that the sale of the property was probable and classified this property as held for sale in accordance with applicable accounting standards for long lived assets. At such date, the carrying value of the property exceeded the fair value less the anticipated costs of sale. As a result, the Company recognized an impairment loss totaling approximately $1.8 million during the three-month period ended June 30, 2016. The fair value measurement was based on the pricing in the purchase and sale agreement. As significant inputs to the model are unobservable, the Company determined that the value determined for this property falls within Level 3 fair value reporting. (b) During the three-month period ended June 30, 2016, the Company determined that the sale of a property located in Oakland, California, known as Oakland Lot B, was probable and classified it as held for sale in accordance with applicable accounting standards for long lived assets. As the fair value less anticipated costs to sell exceeded the carrying value of the property no impairment loss was recorded. The fair value measurement was based on pricing in the purchase and sale agreement. As the sales price is unobservable, the Company determined that the significant inputs used to value this property falls within Level 3 for fair value reporting. |
Investment in Unconsolidated 28
Investment in Unconsolidated Real Estate Ventures (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Summary of Financial Position of Real Estate Ventures | The following is a summary of the financial position of the Real Estate Ventures as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Net property $ 1,457,952 $ 1,258,999 Other assets 245,065 158,672 Other liabilities 129,173 69,028 Debt, net 985,326 794,571 Equity 588,518 554,072 Company’s share of equity (Company’s basis) (a) (b) $ 272,148 $ 241,004 (a ) This amount includes the effect of the basis difference between the Company's historical cost basis and the basis recorded at the Real Estate Venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third party interests in existing Real Estate Ventures and upon the transfer of assets that were previously owned by the Company into a Real Estate Venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the Real Estate Venture level. (b ) Does not include the negative investment balance in one real estate venture totaling $1.1 million as of December 31, 2015, which is included in other liabilities. There is no negative investment balance as of June 30, 2016 because the Company sold its entire remaining 50% interest in the applicable real estate venture (See “ Coppell Associates ” section below) during the three month period ended March 31, 2016. |
Summary of Results of Operations of Real Estate Ventures with Interests | The following is a summary of results of operations of the Real Estate Ventures in which the Company had interests during the three- and six-months periods ended June 30, 2016 and 2015 (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2016 2015 2016 2015 Revenue $ 53,406 $ 43,239 $ 99,931 $ 89,348 Operating expenses (27,088 ) (19,132 ) (53,755 ) (37,665 ) Interest expense, net (10,928 ) (10,136 ) (19,917 ) (19,982 ) Depreciation and amortization (20,242 ) (17,412 ) (40,403 ) (36,536 ) Net loss (a) $ (4,852 ) $ (3,441 ) $ (14,144 ) $ (4,835 ) Company’s share of income (loss) (Company’s basis) $ (1,666 ) $ (873 ) $ (2,069 ) $ (742 ) (a) The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture during the three-month period ended March 31, 2016. |
Intangible Assets and Liabili29
Intangible Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets and Liabilities | As of June 30, 2016 and December 31, 2015, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2016 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 147,858 $ (64,085 ) $ 83,773 Tenant relationship value 15,596 (12,084 ) 3,512 Above market leases acquired 4,718 (1,989 ) 2,729 Total intangible assets, net $ 168,172 $ (78,158 ) $ 90,014 Acquired lease intangibles, net: Below market leases acquired $ 45,658 $ (24,245 ) $ 21,413 December 31, 2015 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 161,276 $ (57,063 ) $ 104,213 Tenant relationship value 20,117 (15,580 ) 4,537 Above market leases acquired 5,333 (1,879 ) 3,454 186,726 (74,522 ) 112,204 Assets held for sale (2,854 ) 2,273 (581 ) Total intangible assets, net $ 183,872 $ (72,249 ) $ 111,623 Acquired lease intangibles, net: Below market leases acquired $ 50,025 $ (24,178 ) $ 25,847 Assets held for sale (1,069 ) 877 (192 ) Total acquired lease intangibles, net $ 48,956 $ (23,301 ) $ 25,655 |
Summary of Amortization for Intangible Assets and Liabilities | As of June 30, 2016, the Company’s annual amortization for its intangible assets/liabilities were as follows (in thousands, and assuming no prospective early lease terminations): Assets Liabilities 2016 (six months remaining) $ 14,239 $ 3,294 2017 19,658 3,323 2018 11,753 2,196 2019 10,542 1,885 2020 8,456 1,337 Thereafter 25,366 9,378 Total $ 90,014 $ 21,413 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Consolidated debt obligations | The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Effective Interest Rate Maturity Date MORTGAGE DEBT: Fairview Eleven Tower (a) $ 20,665 $ 20,838 4.25 % Jan 2017 Two Logan Square 86,774 86,886 3.98 % (b) May 2020 One Commerce Square 128,661 130,000 3.64 % Apr 2023 Two Commerce Square 112,000 112,000 4.51 % (c) Apr 2023 IRS Philadelphia Campus (d) - 177,425 7.00 % Sep 2030 Cira South Garage (d) - 35,546 7.12 % Sep 2030 Principal balance outstanding 348,100 562,695 Plus: fair market value premium (discount), net (2,979 ) (3,198 ) Less: deferred financing costs (813 ) (13,744 ) Mortgage indebtedness $ 344,308 $ 545,753 UNSECURED DEBT Seven-Year Term Loan - Swapped to fixed $ 250,000 $ 250,000 3.72 % Oct 2022 $250.0M 6.00% Guaranteed Notes due 2016 (e) - 149,919 5.95 % Apr 2016 $300.0M 5.70% Guaranteed Notes due 2017 300,000 300,000 5.68 % May 2017 $325.0M 4.95% Guaranteed Notes due 2018 325,000 325,000 5.13 % Apr 2018 $250.0M 3.95% Guaranteed Notes due 2023 250,000 250,000 4.02 % Feb 2023 $250.0M 4.10% Guaranteed Notes due 2024 250,000 250,000 4.33 % Oct 2024 $250.0M 4.55% Guaranteed Notes due 2029 250,000 250,000 4.60 % Oct 2029 Indenture IA (Preferred Trust I) 27,062 27,062 2.75 % Mar 2035 Indenture IB (Preferred Trust I) 25,774 25,774 3.30 % Apr 2035 Indenture II (Preferred Trust II) 25,774 25,774 3.09 % Jul 2035 Principal balance outstanding 1,703,610 1,853,529 Plus: original issue premium (discount), net (5,186 ) (5,714 ) Less: deferred financing costs (8,111 ) (8,851 ) Total unsecured indebtedness $ 1,690,313 $ 1,838,964 Total Debt Obligations $ 2,034,621 $ 2,384,717 (a) Represents the full debt amount of a property in a consolidated real estate venture in which the Company holds a 50% interest. (b) On April 7, 2016, the Company closed on an $86.9 million first mortgage financing on Two Logan Square, a 708,844-square foot office property located in Philadelphia, Pennsylvania. Proceeds of the loan were used to repay, without penalty, the $86.6 million principal balance of the former Two Logan Square first mortgage loan, which had a 7.57% effective interest rate. (c) (d) th (e) |
Fair Value of Financial Instr31
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments With Fair Values Different From Their Carrying Amount | The following are financial instruments for which the Company’s estimates of fair value differ from the carrying amounts (in thousands): June 30, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Unsecured notes payable $ 1,363,770 $ 1,413,363 $ 1,512,554 $ 1,529,346 Variable rate debt $ 326,543 $ 305,383 $ 326,410 $ 305,522 Mortgage notes payable $ 344,308 $ 362,427 $ 545,753 $ 597,377 |
Fair Value of Derivative Fina32
Fair Value of Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of June 30, 2016 and December 31, 2015. The notional amounts provide an indication of the extent of the Company’s involvement in these instruments at that time, but do not represent exposure to credit, interest rate or market risks (amounts presented in thousands and included in other liabilities on the Company’s consolidated balance sheets). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 6/30/2016 12/31/2015 6/30/2016 12/31/2015 (Liabilities) / Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ (9,909 ) $ 1,884 Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (1,351 ) (531 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (914 ) (388 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (279 ) (201 ) $ 328,610 $ 328,610 (a) Hedging unsecured variable rate debt. |
Beneficiaries Equity of the P33
Beneficiaries Equity of the Parent Company (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Earnings Per Share (EPS), Basic and Diluted | The following tables detail the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ (1,323 ) $ (1,323 ) $ 3,058 $ 3,058 Net (income) loss from continuing operations attributable to non-controlling interests 22 22 (2 ) (2 ) Nonforfeitable dividends allocated to unvested restricted shareholders (79 ) (79 ) (76 ) (76 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income (loss) attributable to common shareholders $ (3,105 ) $ (3,105 ) $ 1,255 $ 1,255 Denominator Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 179,860,284 Contingent securities/Share based compensation - - - 678,603 Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 180,538,887 Earnings per Common Share: Net income (loss) attributable to common shareholders $ (0.02 ) $ (0.02 ) $ 0.01 $ 0.01 Six-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 44,987 $ 44,987 $ 11,652 $ 11,652 Net income from continuing operations attributable to non-controlling interests (367 ) (367 ) (60 ) (60 ) Nonforfeitable dividends allocated to unvested restricted shareholders (184 ) (184 ) (177 ) (177 ) Preferred share dividends (3,450 ) (3,450 ) (3,450 ) (3,450 ) Net income attributable to common shareholders $ 40,986 $ 40,986 $ 7,965 $ 7,965 Denominator Weighted-average shares outstanding 174,901,118 174,901,118 179,712,428 179,712,428 Contingent securities/Share based compensation - 922,852 - 886,837 Weighted-average shares outstanding 174,901,118 175,823,970 179,712,428 180,599,265 Earnings per Common Share: Net income attributable to common shareholders $ 0.23 $ 0.23 $ 0.04 $ 0.04 |
Partners Equity of the Operat34
Partners Equity of the Operating Partnership (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share (EPS), Basic and Diluted | The following tables detail the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ (1,323 ) $ (1,323 ) $ 3,058 $ 3,058 Net (income) loss from continuing operations attributable to non-controlling interests 22 22 (2 ) (2 ) Nonforfeitable dividends allocated to unvested restricted shareholders (79 ) (79 ) (76 ) (76 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income (loss) attributable to common shareholders $ (3,105 ) $ (3,105 ) $ 1,255 $ 1,255 Denominator Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 179,860,284 Contingent securities/Share based compensation - - - 678,603 Weighted-average shares outstanding 175,013,291 175,013,291 179,860,284 180,538,887 Earnings per Common Share: Net income (loss) attributable to common shareholders $ (0.02 ) $ (0.02 ) $ 0.01 $ 0.01 Six-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 44,987 $ 44,987 $ 11,652 $ 11,652 Net income from continuing operations attributable to non-controlling interests (367 ) (367 ) (60 ) (60 ) Nonforfeitable dividends allocated to unvested restricted shareholders (184 ) (184 ) (177 ) (177 ) Preferred share dividends (3,450 ) (3,450 ) (3,450 ) (3,450 ) Net income attributable to common shareholders $ 40,986 $ 40,986 $ 7,965 $ 7,965 Denominator Weighted-average shares outstanding 174,901,118 174,901,118 179,712,428 179,712,428 Contingent securities/Share based compensation - 922,852 - 886,837 Weighted-average shares outstanding 174,901,118 175,823,970 179,712,428 180,599,265 Earnings per Common Share: Net income attributable to common shareholders $ 0.23 $ 0.23 $ 0.04 $ 0.04 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |
Earnings Per Share (EPS), Basic and Diluted | The following tables detail the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ (1,323 ) $ (1,323 ) $ 3,058 $ 3,058 Nonforfeitable dividends allocated to unvested restricted unitholders (79 ) (79 ) (76 ) (76 ) Preferred unit dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net (income) loss attributable to non-controlling interests (4 ) (4 ) 5 5 Net income (loss) attributable to common unitholders $ (3,131 ) $ (3,131 ) $ 1,262 $ 1,262 Denominator Weighted-average units outstanding 176,541,708 176,541,708 181,395,386 181,395,386 Contingent securities/Share based compensation - - - 678,603 Total weighted-average units outstanding 176,541,708 176,541,708 181,395,386 182,073,989 Earnings per Common Partnership Unit: Net (loss) income attributable to common unitholders $ (0.02 ) $ (0.02 ) $ 0.01 $ 0.01 Six-month periods ended June 30, 2016 2015 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 44,987 $ 44,987 $ 11,652 $ 11,652 Nonforfeitable dividends allocated to unvested restricted unitholders (184 ) (184 ) (177 ) (177 ) Preferred unit dividends (3,450 ) (3,450 ) (3,450 ) (3,450 ) Net (income) loss attributable to non-controlling interests (6 ) (6 ) 5 5 Net income attributable to common unitholders $ 41,347 $ 41,347 $ 8,030 $ 8,030 Denominator Weighted-average units outstanding 176,432,877 176,432,877 181,247,530 181,247,530 Contingent securities/Share based compensation - 922,853 - 886,837 Total weighted-average units outstanding 176,432,877 177,355,730 181,247,530 182,134,367 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.23 $ 0.23 $ 0.04 $ 0.04 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Real Estate Investments, Net Operating Income and Unconsolidated Real Estate Ventures of Reportable Segments | The following tables provide selected asset information and results of operations of the Company's reportable segments (in thousands): Real estate investments, at cost: June 30, 2016 December 31, 2015 Philadelphia CBD (a) $ 1,274,818 $ 1,157,667 Pennsylvania Suburbs 1,022,239 1,019,280 Metropolitan Washington, D.C. (b) 1,068,170 1,129,206 Austin, Texas (c) 147,157 164,518 Other (d), (e) 209,021 222,329 $ 3,721,405 $ 3,693,000 Assets held for sale (f), (g) 17,622 794,588 Operating Properties $ 3,739,027 $ 4,487,588 Corporate Construction-in-progress $ 254,188 $ 268,983 Land held for development $ 131,015 $ 130,479 (a) The increase primarily relates to the office component of the FMC Tower at Cira Centre South being placed into service during the three-month period ended June 30, 2016. ( b ) The decrease primarily relates to the sale of Herndon Metro Plaza I & II. See Note 3, "Real Estate Investments," ( c ) The decrease primarily relates to a building from the Broadmoor Austin portfolio being placed into redevelopment during the three-month period ended June 30, 2016. ( d ) The decrease primarily relates to the office property at 1120 Executive Boulevard in Mount Laurel, New Jersey and Oakland Lot B in Oakland, California being classified as held for sale at June 30, 2016. See Note 3, "Real Estate Investments," ( e ) As a result of the Och-Ziff Sale that occurred on February 4, 2016, the Company narrowed its segments to five segments located in: (1) Pennsylvania Suburbs, (2) Philadelphia Central Business District (“CBD”), (3) Metropolitan Washington, D.C. and (4) Austin, Texas. The Och-Ziff Sale disposed of the entire Richmond, Virginia segment. Subsequent to the Och-Ziff Sale, the segments previously defined as New Jersey/Delaware and California are now being managed as a consolidated segment entitled (5) “Other,” as these geographies no longer provide a significant revenue contribution. Accordingly, the chief operating decision maker revised the management structure, reallocated resources, and is assessing business operations of the five segments as of January 1, 2016. ( f ) As of December 31, 2015, the office property located at 2970 Market Street in Philadelphia, Pennsylvania commonly known as 30 th "Real Estate Investments," ( g ) As of December 31, 2015, the 58 properties associated with the series of related transactions with Och-Ziff Real Estate were classified as held for sale on the consolidated balance sheets. On February 4, 2016, the Company completed a series of transactions, resulting in the disposition of the properties. See Note 3, “Real Estate Investments,” Net operating income (in thousands): Three-month periods ended June 30, 2016 2015 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 48,082 $ (19,775 ) $ 28,307 $ 52,420 $ (19,448 ) $ 32,972 Pennsylvania Suburbs 35,102 (12,580 ) 22,522 39,010 (12,856 ) 26,154 Metropolitan Washington, D.C. 25,291 (8,768 ) 16,523 26,953 (10,544 ) 16,409 Austin, Texas (b) 7,850 (2,911 ) 4,939 2,533 (1,498 ) 1,035 Other (c) 9,062 (5,074 ) 3,988 24,074 (11,407 ) 12,667 Corporate 1,794 (1,113 ) 681 658 (596 ) 62 Operating Properties $ 127,181 $ (50,221 ) $ 76,960 $ 145,648 $ (56,349 ) $ 89,299 Six-month periods ended June 30, 2016 2015 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 97,752 $ (39,031 ) $ 58,721 $ 105,393 $ (37,838 ) $ 67,555 Pennsylvania Suburbs 72,208 (25,735 ) 46,473 78,900 (27,441 ) 51,459 Metropolitan Washington, D.C. 52,630 (19,667 ) 32,963 54,359 (22,404 ) 31,955 Austin, Texas (b) 16,397 (6,166 ) 10,231 3,467 (2,369 ) 1,098 Other (c) 21,802 (12,676 ) 9,126 51,853 (25,985 ) 25,868 Corporate 2,894 (1,721 ) 1,173 2,082 (1,010 ) 1,072 Operating Properties $ 263,683 $ (104,996 ) $ 158,687 $ 296,054 $ (117,047 ) $ 179,007 (a) Includes property operating expense, real estate taxes and third party management expense. (b) On June 22, 2015 the Company acquired the remaining 50.0% interest in Broadmoor Austin Associates. As such, the Company has seven wholly owned properties in its Austin, Texas business segment at June 30, 2016. In addition, net operating income for the three and six months ended June 30, 2016 and 2015 includes management fees and related expenses for services provided by the Company to the Austin Venture (c) See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. Unconsolidated real estate ventures (in thousands): Investment in real estate ventures, at equity Equity in income (loss) of real estate ventures As of Three-month periods ended June 30, Six-month periods ended June 30, June 30, 2016 December 31, 2015 2016 2015 2016 2015 Philadelphia CBD (a) $ 50,542 $ 44,089 $ (475 ) $ (150 ) $ (20 ) $ (450 ) Pennsylvania Suburbs 20,199 16,408 315 (17 ) 580 (22 ) Metropolitan Washington, D.C. 120,656 118,422 (332 ) (179 ) (781 ) (229 ) MAP Venture (b) 23,513 - (1,042 ) - (1,598 ) - Other (c) 1,570 1,657 327 362 488 495 Austin, Texas (d) 55,668 60,428 (459 ) (889 ) (738 ) (536 ) Total $ 272,148 $ 241,004 $ (1,666 ) $ (873 ) $ (2,069 ) $ (742 ) (a) Net increase of investment of $6.5 million primary relates to the evo at Cira real estate venture. See Note 4, “ Investment in Unconsolidated Real Estate Ventures, (b) The MAP Venture represents a joint venture formed between the Company and MAP Ground Lease Holdings LLC, an affiliate of Och-Ziff Capital Management Group, LLC, on February 4, 2016. See Note 4 “ Investment in Unconsolidated Real Estate Ventures, (c) See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. (d) Investment in real estate ventures does not include the $1.1 million negative investment balance in one real estate venture as of December 31, 2015, which is included in other liabilities. The Company disposed of its interest in this venture during the three-month period ended March 31, 2016. See Note 4, " Investment in Unconsolidated Real Estate Ventures |
Reconciliation of Consolidated NOI to Consolidated Net Income (Loss) | The following is a reconciliation of consolidated NOI to consolidated net income (loss), as defined by GAAP (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Consolidated net operating income $ 76,960 $ 89,299 $ 158,687 $ 179,007 Less: Interest expense (19,829 ) (27,895 ) (43,520 ) (56,071 ) Interest expense - amortization of deferred financing costs (644 ) (1,288 ) (1,418 ) (2,367 ) Interest expense - financing obligation (242 ) (324 ) (523 ) (610 ) Depreciation and amortization (46,907 ) (50,930 ) (95,780 ) (102,041 ) General and administrative expenses (6,076 ) (6,791 ) (15,196 ) (15,427 ) Equity in loss of real estate ventures (1,666 ) (873 ) (2,069 ) (742 ) Provision for impairment (5,679 ) (782 ) (13,069 ) (2,508 ) Loss on early extinguishment of debt - - (66,590 ) - Plus: Interest income 359 313 679 1,063 Net gain (loss) on disposition of real estate (727 ) 1,571 114,729 10,590 Net gain from remeasurement of investment in a real estate venture - 758 - 758 Net gain on Real Estate Venture transactions 3,128 - 9,057 - Net income (loss) $ (1,323 ) $ 3,058 $ 44,987 $ 11,652 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Future Rental Payments on Non-cancelable Leases | Minimum future rental payments on non-cancelable leases at June 30, 2016 are as follows (in thousands): Year Minimum Rent 2016 (six months remaining) $ 666 2017 1,334 2018 1,334 2019 1,334 2020 1,334 Thereafter 67,632 Total $ 73,634 |
Organization of The Parent Co37
Organization of The Parent Company and The Operating Partnership (Textual) (Details) | Jun. 30, 2016 | Jun. 30, 2016property | Jun. 30, 2016ft² | Jun. 30, 2016Real_Estate_Investment | Jun. 30, 2016a | Jun. 30, 2016Building | Jun. 30, 2016Apartment_unit | Feb. 04, 2016property |
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 120 | |||||||
Office Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 102 | |||||||
Rentable Square Feet | 4,984,700 | |||||||
Mixed Use Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 9 | |||||||
Retail Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 1 | |||||||
Core Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 112 | |||||||
Development Property [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 4 | |||||||
Redevelopment Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 2 | |||||||
One Real Estate Ventures [Member] | Office Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 172,286 | |||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||
Assets Held-for-sale [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 2 | |||||||
Unconsolidated Real Estate Ventures [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 16 | |||||||
Unconsolidated Real Estate Ventures [Member] | Eight Real Estate Ventures [Member] | Office Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | Building | 73 | |||||||
Unconsolidated Real Estate Ventures [Member] | Eight Real Estate Ventures [Member] | Office And Industrial Buildings [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 8 | |||||||
Rentable Square Feet | 7,900,000 | |||||||
Unconsolidated Real Estate Ventures [Member] | Two Real Estate Ventures [Member] | Undeveloped Land [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 2 | |||||||
Acreage of land | a | 4.3 | |||||||
Unconsolidated Real Estate Ventures [Member] | Three Real Estate Ventures [Member] | Under Active Development Land [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 3 | |||||||
Acreage of land | a | 2.2 | |||||||
Unconsolidated Real Estate Ventures [Member] | One Real Estate Ventures [Member] | Residential Tower [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||
Number of Property units | 345 | 345 | ||||||
Unconsolidated Real Estate Ventures [Member] | One Other Real Estate Ventures [Member] | Apartment Complex [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||
Number of Property units | 398 | 398 | ||||||
1000 Chesterbrook [Member] | One Real Estate Ventures [Member] | Office Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 172,286 | |||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||
Equity method investment percentage | 50.00% | |||||||
MAP Venture [Member] | Industrial Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Number of Properties | property | 6 | 20 | ||||||
Parent Company [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Ownership in the Operating Partnership | 99.10% | |||||||
Net Rentable Square Feet | 18,100,000 | |||||||
Area Owned by Company of Undeveloped Parcels of Land | a | 285 | |||||||
Area of Additional Undeveloped Parcels of Land With Option to Purchase | a | 50 | |||||||
Total Potential Development Capacity | 6,300,000 | |||||||
Wholly-owned Management Company Subsidiaries [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 29,200,000 | |||||||
Wholly-owned Management Company Subsidiaries [Member] | Partially Owned Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 11,200,000 | |||||||
Wholly-owned Management Company Subsidiaries [Member] | Wholly Owned Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 18,000,000 | |||||||
Wholly-owned Management Company Subsidiaries [Member] | Office and Industrial Properties [Member] | Partially Owned Properties [Member] | ||||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||||
Net Rentable Square Feet | 11,200,000 |
Real Estate Investments - Gross
Real Estate Investments - Gross Carrying Value of Properties (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment, Gross [Abstract] | |||
Land | $ 497,732 | $ 513,268 | |
Tenant improvements | [1] | 463,101 | 459,952 |
Real Estate Investments, and Building and improvements | 3,721,405 | 3,693,000 | |
Assets held for sale - real estate investments | [2],[3],[4] | 17,622 | 794,588 |
Total | 3,739,027 | 4,487,588 | |
Building and Improvements [Member] | |||
Property, Plant and Equipment, Gross [Abstract] | |||
Real Estate Investments, and Building and improvements | [1] | $ 2,760,572 | $ 2,719,780 |
[1] | The net increase primarily relates to the office component of the FMC Tower at Cira Centre South in Philadelphia, Pennsylvania being placed into service during the three-month period ended June 30, 2016, offset partially by the classification of 1120 Executive Boulevard in Mount Laurel, New Jersey as held for sale as of June 30, 2016. | ||
[2] | As of December 31, 2015, the 58 properties associated with the series of related transactions with Och-Ziff Real Estate were classified as held for sale on the consolidated balance sheets. On February 4, 2016, the Company completed a series of transactions, resulting in the disposition of the properties. See Note 3, “Real Estate Investments,” for further information regarding the disposition. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. Additionally, as of June 30, 2016, the Company categorized one office property located at 1120 Executive Boulevard in Mt. Laurel, New Jersey and one property located in Oakland, California known as Oakland Lot B as held for sale in accordance with applicable accounting standards for long lived assets. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. | ||
[3] | As of December 31, 2015, the office property located at 2970 Market Street in Philadelphia, Pennsylvania commonly known as 30th Street Main Post Office (“Cira Square”) was classified as held for sale on the consolidated balance sheets. The Company disposed of its interests in the property on February 5, 2016. See Note 3, "Real Estate Investments," for further information. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. | ||
[4] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or intangible assets on the balance sheets of the properties held for sale. |
Real Estate Investments - Summa
Real Estate Investments - Summary of Office Properties Sold (Details) $ in Thousands | Feb. 04, 2016property | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)ft²property | Jun. 30, 2015USD ($) | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Net Proceeds on Sale | $ 748,395 | $ 80,268 | |||||
Gain (Loss) on Sale | $ (727) | $ 1,571 | $ 114,729 | $ 10,590 | |||
Office Building [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Properties Sold | property | 61 | ||||||
Rentable Square Feet | ft² | 4,984,700 | 4,984,700 | |||||
Sales Price | $ 796,600 | $ 796,600 | |||||
Net Proceeds on Sale | 747,533 | ||||||
Gain (Loss) on Sale | [1] | $ 114,704 | |||||
Office Building [Member] | 196/198 Van Buren Street (Herndon Metro Plaza I&II) [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Properties Sold | property | 2 | ||||||
Rentable Square Feet | ft² | 197,225 | 197,225 | |||||
Sales Price | $ 44,500 | $ 44,500 | |||||
Net Proceeds on Sale | 43,412 | ||||||
Gain (Loss) on Sale | [1],[2] | $ (752) | |||||
Office Building [Member] | 2970 Market Street (Cira Square) [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Properties Sold | property | 1 | ||||||
Rentable Square Feet | ft² | 862,692 | 862,692 | |||||
Sales Price | $ 354,000 | $ 354,000 | |||||
Net Proceeds on Sale | 350,150 | ||||||
Gain (Loss) on Sale | [1] | $ 115,828 | |||||
Office Building [Member] | Och Ziff Portfolio [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Properties Sold | property | 58 | 58 | [3] | ||||
Rentable Square Feet | ft² | [3] | 3,924,783 | 3,924,783 | ||||
Sales Price | [3] | $ 398,100 | $ 398,100 | ||||
Net Proceeds on Sale | [3] | 353,971 | |||||
Gain (Loss) on Sale | [1],[3],[4] | $ (372) | |||||
[1] | Gain/(Loss) on Sale is net of closing and other transaction related costs. | ||||||
[2] | During the three-month period ended March 31, 2016, the Company recognized an impairment loss totaling approximately $7.4 million on the properties. The loss on sale represents additional closing costs recognized at settlement. | ||||||
[3] | Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on February 10, 2016 contains a complete list of the 58 properties disposed of in the transactions with Och-Ziff Capital Management. See Note 4, "Investment in Unconsolidated Real Estate Ventures," for further details of the transactions. | ||||||
[4] | During the three-month period ended December 31, 2015, the Company recognized an impairment loss totaling approximately $45.4 million. The loss on sale represents additional closing costs recognized at settlement. |
Real Estate Investments - Sum40
Real Estate Investments - Summary of Office Properties Sold (Parenthetical) (Details) - Office Properties [Member] $ in Millions | Feb. 04, 2016property | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2016property | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Number of Properties Sold | 61 | ||||
196/198 Van Buren Street (Herndon Metro Plaza I&II) [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Provision for impairment on assets held for sale | $ | $ 7.4 | ||||
Number of Properties Sold | 2 | ||||
Och Ziff Portfolio [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Provision for impairment on assets held for sale | $ | $ 45.4 | ||||
Number of Properties Sold | 58 | 58 | [1] | ||
[1] | Exhibit 99.2 to the Company’s Current Report on Form 8-K filed on February 10, 2016 contains a complete list of the 58 properties disposed of in the transactions with Och-Ziff Capital Management. See Note 4, "Investment in Unconsolidated Real Estate Ventures," for further details of the transactions. |
Real Estate Investments - Dispo
Real Estate Investments - Dispositions (Textual) (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016USD ($)property | Mar. 31, 2016USD ($)property | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)property | Jun. 30, 2015USD ($) | Jan. 15, 2015USD ($)Parcel | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Gain (Loss) on Sale | $ (727,000) | $ 1,571,000 | $ 114,729,000 | $ 10,590,000 | |||
Number of Properties | property | 120 | 120 | |||||
Pennsylvania Suburbs [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Parcels | Parcel | 120 | ||||||
Sales Price | $ 900,000 | ||||||
Provision for impairment on assets held for sale | $ 300,000 | ||||||
Gain (Loss) on Sale | $ 0 | ||||||
Metropolitan DC [Member] | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Number of Properties | property | 1 | 2 | 1 | ||||
Impairment of properties held for use | $ 3,900,000 | $ 7,400,000 | |||||
Carrying value of real estate prior to impairment | 37,400,000 | 51,900,000 | $ 37,400,000 | ||||
Aggregate carrying value | $ 33,500,000 | $ 44,500,000 | $ 33,500,000 | ||||
Impairment Hold Period | 10 years | 10 years | |||||
Residual Capitalization Rates | 7.75% | 7.00% | |||||
Discount Rates | 8.25% | 7.00% |
Real Estate Investments - Sum42
Real Estate Investments - Summary of Properties Classified as Held for Sale Included in Continuing Operations (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
ASSETS HELD FOR SALE | |||
Operating properties | $ 17,622 | ||
Accumulated depreciation | (6,009) | ||
Operating real estate investments, net | 11,613 | ||
Construction-in-progress | 675 | ||
Total real estate investments, net | 12,288 | ||
Other assets | 20 | ||
Total assets held for sale, net | 12,308 | $ 584,365 | |
LIABILITIES HELD FOR SALE | |||
Other liabilities | 11 | ||
Total liabilities held for sale | 11 | $ 2,151 | |
Held for Sale Properties Included in Continuing Operations [Member] | 1120 Executive Boulevard [Member] | |||
ASSETS HELD FOR SALE | |||
Operating properties | [1] | 13,256 | |
Accumulated depreciation | [1] | (6,005) | |
Operating real estate investments, net | [1] | 7,251 | |
Construction-in-progress | [1] | 675 | |
Total real estate investments, net | [1] | 7,926 | |
Other assets | [1] | 20 | |
Total assets held for sale, net | [1] | 7,946 | |
LIABILITIES HELD FOR SALE | |||
Other liabilities | [1] | 11 | |
Total liabilities held for sale | [1] | 11 | |
Held for Sale Properties Included in Continuing Operations [Member] | Oakland Lot B [Member] | |||
ASSETS HELD FOR SALE | |||
Operating properties | [2] | 4,366 | |
Accumulated depreciation | [2] | (4) | |
Operating real estate investments, net | [2] | 4,362 | |
Construction-in-progress | [2] | 0 | |
Total real estate investments, net | [2] | 4,362 | |
Other assets | [2] | 0 | |
Total assets held for sale, net | [2] | 4,362 | |
LIABILITIES HELD FOR SALE | |||
Other liabilities | [2] | 0 | |
Total liabilities held for sale | [2] | $ 0 | |
[1] | On June 1, 2016, the Company entered into an agreement to sell an office property containing 95,183 square feet at 1120 Executive Boulevard located in Mount Laurel, New Jersey. As of June 30, 2016, the Company determined that the sale of the property was probable and classified this property as held for sale in accordance with applicable accounting standards for long lived assets. At such date, the carrying value of the property exceeded the fair value less the anticipated costs of sale. As a result, the Company recognized an impairment loss totaling approximately $1.8 million during the three-month period ended June 30, 2016. The fair value measurement was based on the pricing in the purchase and sale agreement. As significant inputs to the model are unobservable, the Company determined that the value determined for this property falls within Level 3 fair value reporting. | ||
[2] | During the three-month period ended June 30, 2016, the Company determined that the sale of a property located in Oakland, California, known as Oakland Lot B, was probable and classified it as held for sale in accordance with applicable accounting standards for long lived assets. As the fair value less anticipated costs to sell exceeded the carrying value of the property no impairment loss was recorded. The fair value measurement was based on pricing in the purchase and sale agreement. As the sales price is unobservable, the Company determined that the significant inputs used to value this property falls within Level 3 for fair value reporting. |
Real Estate Investments - Sum43
Real Estate Investments - Summary of Properties Classified as Held for Sale Included in Continuing Operations (Parenthetical) (Details) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 01, 2016ft² | |
1120 Executive Boulevard [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Rentable Square Feet | ft² | 95,183 | ||
Provision for impairment on assets held for sale | $ 1,800,000 | ||
Purchase and Sale Agreement Date | Jun. 1, 2016 | ||
Oakland Lot B [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Provision for impairment on assets held for sale | $ 0 |
Investment in Unconsolidated 44
Investment in Unconsolidated Real Estate Ventures (Textual) (Details) $ in Thousands | Jun. 10, 2016USD ($) | Mar. 02, 2016USD ($) | Feb. 04, 2016USD ($)ft²property | Jan. 29, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)property | Jun. 30, 2015USD ($) | Jun. 30, 2016 | Jun. 30, 2016property | Jun. 30, 2016ft² | Jun. 30, 2016Real_Estate_Investment | Jun. 30, 2016a | Jun. 30, 2016Building | Jun. 30, 2016Apartment_unit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014aStoreyBed | Jan. 25, 2013USD ($)a | |
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Properties | property | 120 | |||||||||||||||||||
Management fees | $ 6,208 | $ 4,659 | $ 11,443 | $ 8,531 | ||||||||||||||||
Accounts receivable | 14,804 | 14,804 | $ 17,126 | |||||||||||||||||
Proceeds from sale of real estate venture | 4,812 | 0 | ||||||||||||||||||
Net gain on Real Estate Venture transactions | 3,128 | 0 | 9,057 | 0 | ||||||||||||||||
Company's share of equity (Company's basis) | 272,148 | 272,148 | 241,004 | |||||||||||||||||
Advance received for refinancing | 195,000 | 0 | ||||||||||||||||||
Cash distribution from unconsolidated real estate ventures | 10,298 | 5,774 | ||||||||||||||||||
Proceeds from the sale of properties | 748,395 | 80,268 | ||||||||||||||||||
Gain (Loss) on Sale | (727) | 1,571 | 114,729 | 10,590 | ||||||||||||||||
TB-BDN Plymouth Apartments [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Construction Loan | 56,000 | 56,000 | ||||||||||||||||||
Guarantor obligations, current carrying value | 3,200 | 3,200 | ||||||||||||||||||
1919 Venture [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Guarantor obligations, current carrying value | 88,900 | 88,900 | ||||||||||||||||||
Office Properties [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Properties | property | 102 | |||||||||||||||||||
Rentable Square Feet | ft² | 4,984,700 | |||||||||||||||||||
Sales Price | 796,600 | $ 796,600 | ||||||||||||||||||
Number of Properties Sold | property | 61 | |||||||||||||||||||
Proceeds from the sale of properties | $ 747,533 | |||||||||||||||||||
Gain (Loss) on Sale | [1] | 114,704 | ||||||||||||||||||
One Real Estate Ventures [Member] | Office Properties [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||||||||||||||
Area of office property | ft² | 172,286 | |||||||||||||||||||
Real Estate Venture [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Management fees | 3,800 | $ 3,400 | 7,200 | $ 6,000 | ||||||||||||||||
Accounts receivable | 1,500 | 1,500 | 1,700 | |||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 16 | |||||||||||||||||||
Equity Method Investments including net liabilities | 272,100 | 272,100 | ||||||||||||||||||
Company's share of equity (Company's basis) | [2],[3] | 272,148 | 272,148 | $ 241,004 | ||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Minimum [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 20.00% | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Maximum [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 70.00% | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Eight Real Estate Ventures [Member] | Office Properties [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Properties | Building | 73 | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Eight Real Estate Ventures [Member] | Office And Industrial Buildings [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 8 | |||||||||||||||||||
Rentable Square Feet | ft² | 7,900,000 | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Eight Real Estate Ventures [Member] | Industrial Building [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Properties | Building | 14 | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Two Real Estate Ventures [Member] | Undeveloped Land [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 2 | |||||||||||||||||||
Acreage of land | a | 4.3 | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | Three Real Estate Ventures [Member] | Under Active Development Land [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 3 | |||||||||||||||||||
Acreage of land | a | 2.2 | |||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | One Real Estate Ventures [Member] | Residential Tower [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||||||||||||||
Number of Property units | 345 | 345 | ||||||||||||||||||
Unconsolidated Real Estate Ventures [Member] | One Other Real Estate Ventures [Member] | Apartment Complex [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||||||||||||||
Number of Property units | 398 | 398 | ||||||||||||||||||
1000 Chesterbrook [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 50.00% | |||||||||||||||||||
Sales Price | 32,100 | 32,100 | ||||||||||||||||||
Debt assumed by buyer | 23,200 | |||||||||||||||||||
Proceeds from sale of real estate venture | 9,800 | |||||||||||||||||||
Net gain on Real Estate Venture transactions | 3,200 | |||||||||||||||||||
Working capital contribution | 200 | 200 | ||||||||||||||||||
Company's share of equity (Company's basis) | 5,100 | $ 5,100 | ||||||||||||||||||
1000 Chesterbrook [Member] | One Real Estate Ventures [Member] | Office Properties [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||||||||||||||
Equity method investment percentage | 50.00% | |||||||||||||||||||
Area of office property | ft² | 172,286 | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 50.00% | 30.00% | ||||||||||||||||||
Company's share of equity (Company's basis) | $ 28,300 | |||||||||||||||||||
Equity Method Investment, Underlying Equity in Net Assets | $ 8,500 | |||||||||||||||||||
Area of developed parcels of land (in acres) owned by a Real Estate Venture | a | 1 | 1 | ||||||||||||||||||
Number of floors of a building | Storey | 33 | |||||||||||||||||||
Student housing bed capacity | Bed | 850 | |||||||||||||||||||
Percent of share of contribution made on real estate venture | 100.00% | |||||||||||||||||||
Construction Loan | $ 97,800 | $ 97,800 | ||||||||||||||||||
Cash paid to acquire real estate ventures | $ 12,800 | |||||||||||||||||||
Equity method investment percentage of interests acquired by the Company and HSRE | 30.00% | |||||||||||||||||||
Debt instrument maturity date | Jul. 25, 2016 | |||||||||||||||||||
Cash distribution from unconsolidated real estate ventures | $ 6,300 | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | Secured Debt [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Debt instrument maturity date | Oct. 31, 2019 | |||||||||||||||||||
Term loans | $ 117,000 | |||||||||||||||||||
Debt instrument, description of variable rate basis | LIBOR + 2.25 | |||||||||||||||||||
Debt instrument optional extended maturity date | Jun. 30, 2021 | |||||||||||||||||||
Advance received for refinancing | $ 105,000 | |||||||||||||||||||
Additional capacity under the term loan may be funded if certain criterion relating to the operating performance of the student housing tower are met | $ 12,000 | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | Secured Debt [Member] | LIBOR [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | Campus Crest Properties, LLC [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 30.00% | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | HSRE, LLC [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 50.00% | 40.00% | ||||||||||||||||||
Cash paid to acquire real estate ventures | $ 6,600 | |||||||||||||||||||
evo at Cira Centre South Venture [Member] | Maximum [Member] | Secured Debt [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Effective interest rate | 5.25% | |||||||||||||||||||
MAP Venture [Member] | Variable Interest Entity, Not Primary Beneficiary | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Rentable Square Feet | ft² | 3,924,783 | |||||||||||||||||||
Equity method investment percentage | 50.00% | |||||||||||||||||||
Sales Price | $ 398,100 | |||||||||||||||||||
Number of Properties Sold | property | 58 | |||||||||||||||||||
Percentage of fee interests in land sold | 100.00% | |||||||||||||||||||
Ground lease annual payments | $ 11,900 | |||||||||||||||||||
Ground lease annual rent expense increase percentage | 2.50% | |||||||||||||||||||
Reassessment period for change in ground lease annual payments | 10 years | |||||||||||||||||||
Ground Lease Terms | Annual payments by the MAP Venture, as tenant under the Ground Leases, initially total $11.9 million and increase 2.5% annually through November 2025 | |||||||||||||||||||
Non-Recourse Debt | $ 180,800 | |||||||||||||||||||
Proceeds from the sale of properties | 354,000 | |||||||||||||||||||
Ownership percentage value | $ 25,200 | |||||||||||||||||||
Coppell Associates [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 50.00% | |||||||||||||||||||
Proceeds from sale of real estate venture | $ 4,600 | |||||||||||||||||||
Gain (Loss) on Sale | 5,700 | |||||||||||||||||||
Coppell Associates [Member] | Other Liabilities [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Equity method investment percentage | 50.00% | |||||||||||||||||||
Company's share of equity (Company's basis) | $ 1,100 | |||||||||||||||||||
PJP VII [Member] | ||||||||||||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||||||||||||
Guarantor obligations, current carrying value | $ 500 | $ 500 | ||||||||||||||||||
[1] | Gain/(Loss) on Sale is net of closing and other transaction related costs. | |||||||||||||||||||
[2] | Does not include the negative investment balance in one real estate venture totaling $1.1 million as of December 31, 2015, which is included in other liabilities. There is no negative investment balance as of June 30, 2016 because the Company sold its entire remaining 50% interest in the applicable real estate venture (See “Coppell Associates” section below) during the three month period ended March 31, 2016. | |||||||||||||||||||
[3] | This amount includes the effect of the basis difference between the Company's historical cost basis and the basis recorded at the Real Estate Venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third party interests in existing Real Estate Ventures and upon the transfer of assets that were previously owned by the Company into a Real Estate Venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the Real Estate Venture level. |
Investment in Unconsolidated 45
Investment in Unconsolidated Real Estate Ventures - Summary of Financial Position of Real Estate Ventures (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Schedule Of Equity Method Investments [Line Items] | |||
Company's share of equity (Company's basis) | $ 272,148 | $ 241,004 | |
Unconsolidated Real Estate Ventures [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Net property | 1,457,952 | 1,258,999 | |
Other assets | 245,065 | 158,672 | |
Other liabilities | 129,173 | 69,028 | |
Debt, net | 985,326 | 794,571 | |
Equity | 588,518 | 554,072 | |
Company's share of equity (Company's basis) | [1],[2] | $ 272,148 | $ 241,004 |
[1] | Does not include the negative investment balance in one real estate venture totaling $1.1 million as of December 31, 2015, which is included in other liabilities. There is no negative investment balance as of June 30, 2016 because the Company sold its entire remaining 50% interest in the applicable real estate venture (See “Coppell Associates” section below) during the three month period ended March 31, 2016. | ||
[2] | This amount includes the effect of the basis difference between the Company's historical cost basis and the basis recorded at the Real Estate Venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third party interests in existing Real Estate Ventures and upon the transfer of assets that were previously owned by the Company into a Real Estate Venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the Real Estate Venture level. |
Investment in Unconsolidated 46
Investment in Unconsolidated Real Estate Ventures - Summary of Financial Position of Real Estate Ventures (Parenthetical) (Details) - Coppell Associates [Member] - USD ($) $ in Millions | Jun. 30, 2016 | Jan. 29, 2016 | Dec. 31, 2015 |
Schedule Of Equity Method Investments [Line Items] | |||
Equity method investment percentage | 50.00% | ||
Other Liabilities [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Negative investment balance | $ 0 | $ 1.1 | |
Equity method investment percentage | 50.00% |
Investment in Unconsolidated 47
Investment in Unconsolidated Real Estate Ventures - Summary of Results of Operations of Real Estate Ventures with Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Schedule Of Equity Method Investments [Line Items] | |||||
Company’s share of income (loss) (Company’s basis) | $ (1,666) | $ (873) | $ (2,069) | $ (742) | |
Unconsolidated Real Estate Ventures [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Revenue | 53,406 | 43,239 | 99,931 | 89,348 | |
Operating expenses | (27,088) | (19,132) | (53,755) | (37,665) | |
Interest expense, net | (10,928) | (10,136) | (19,917) | (19,982) | |
Depreciation and amortization | (20,242) | (17,412) | (40,403) | (36,536) | |
Net loss | [1] | (4,852) | (3,441) | (14,144) | (4,835) |
Company’s share of income (loss) (Company’s basis) | $ (1,666) | $ (873) | $ (2,069) | $ (742) | |
[1] | The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture during the three-month period ended March 31, 2016. |
Investment in Unconsolidated 48
Investment in Unconsolidated Real Estate Ventures - Summary of Results of Operations of Real Estate Ventures with Interests (Parenthetical) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
MAP Venture [Member] | |
Schedule Of Equity Method Investments [Line Items] | |
Acquisition deal costs | $ 7.1 |
Intangible Assets and Liabili49
Intangible Assets and Liabilities - Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | $ 168,172 | $ 183,872 |
Intangible Assets, Accumulated Amortization | (78,158) | (72,249) |
Intangible Assets, net | 90,014 | 111,623 |
Acquired Lease Intangibles, Gross | 45,658 | 48,956 |
Acquired Lease Intangibles, Accumulated Amortization | (24,245) | (23,301) |
Acquired Lease Intangibles, Net | 21,413 | 25,655 |
Below market leases [Member] | ||
Intangible Assets [Line Items] | ||
Acquired Lease Intangibles, Gross | 50,025 | |
Acquired Lease Intangibles, Accumulated Amortization | (24,178) | |
Acquired Lease Intangibles, Net | 25,847 | |
Liabilities of assets held for sale [Member] | ||
Intangible Assets [Line Items] | ||
Acquired Lease Intangibles, Gross | 1,069 | |
Acquired Lease Intangibles, Accumulated Amortization | (877) | |
Acquired Lease Intangibles, Net | 192 | |
In-place lease value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 147,858 | 161,276 |
Intangible Assets, Accumulated Amortization | (64,085) | (57,063) |
Intangible Assets, net | 83,773 | 104,213 |
Tenant relationship value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 15,596 | 20,117 |
Intangible Assets, Accumulated Amortization | (12,084) | (15,580) |
Intangible Assets, net | 3,512 | 4,537 |
Above market leases acquired [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 4,718 | 5,333 |
Intangible Assets, Accumulated Amortization | (1,989) | (1,879) |
Intangible Assets, net | $ 2,729 | 3,454 |
Intangible assets including assets held for sale [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 186,726 | |
Intangible Assets, Accumulated Amortization | (74,522) | |
Intangible Assets, net | 112,204 | |
Assets held for sale [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 2,854 | |
Intangible Assets, Accumulated Amortization | (2,273) | |
Intangible Assets, net | $ 581 |
Intangible Assets and Liabili50
Intangible Assets and Liabilities - Annual Amortization of Intangible Assets, Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Assets | ||
2016 (six months remaining) | $ 14,239 | |
2,017 | 19,658 | |
2,018 | 11,753 | |
2,019 | 10,542 | |
2,020 | 8,456 | |
Thereafter | 25,366 | |
Intangible Assets, net | 90,014 | $ 111,623 |
Liabilities | ||
2016 (six months remaining) | 3,294 | |
2,017 | 3,323 | |
2,018 | 2,196 | |
2,019 | 1,885 | |
2,020 | 1,337 | |
Thereafter | 9,378 | |
Acquired Lease Intangibles, Net | $ 21,413 | $ 25,655 |
Debt Obligations - Consolidated
Debt Obligations - Consolidated Debt Obligations Outstanding (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2016 | Apr. 02, 2016 | Dec. 31, 2015 | ||
Consolidated debt obligations | ||||
Total Debt Obligations | $ 2,034,621 | $ 2,384,717 | ||
Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | 348,100 | 562,695 | ||
Plus: premiums/(discounts), net | (2,979) | (3,198) | ||
Less: deferred financing costs | (813) | (13,744) | ||
Total mortgage indebtedness | 344,308 | 545,753 | ||
Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | 1,703,610 | 1,853,529 | ||
Plus: premiums/(discounts), net | (5,186) | (5,714) | ||
Less: deferred financing costs | (8,111) | (8,851) | ||
Total unsecured indebtedness | 1,690,313 | 1,838,964 | ||
Effective interest rate | 6.00% | |||
Fairview Eleven Tower [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | [1] | $ 20,665 | 20,838 | |
Effective interest rate | [1] | 4.25% | ||
Debt instrument maturity date | [1] | Jan. 1, 2017 | ||
Two Logan Square [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 86,774 | 86,886 | ||
Effective interest rate | 3.98% | |||
Debt instrument maturity date | May 1, 2020 | |||
One Commerce Square [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 128,661 | 130,000 | ||
Effective interest rate | 3.64% | |||
Debt instrument maturity date | Apr. 5, 2023 | |||
Two Commerce Square [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 112,000 | 112,000 | ||
Effective interest rate | [2] | 4.51% | ||
Debt instrument maturity date | Apr. 5, 2023 | |||
IRS Philadelphia Campus [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | [3] | $ 0 | 177,425 | |
Effective interest rate | [3] | 7.00% | ||
Debt instrument maturity date | [3] | Sep. 10, 2030 | ||
Cira South Garage [Member] | Secured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | [3] | $ 0 | 35,546 | |
Effective interest rate | [3] | 7.12% | ||
Debt instrument maturity date | [3] | Sep. 10, 2030 | ||
Seven Year Term Loan - Swapped to fixed [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 250,000 | 250,000 | ||
Effective interest rate | 3.72% | |||
Debt instrument maturity date | Oct. 1, 2022 | |||
$250.0M 6.00% Guaranteed Notes due 2016 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | 149,919 | |||
Effective interest rate | 5.95% | |||
Debt instrument maturity date | Apr. 1, 2016 | |||
$300.0M 5.70% Guaranteed Notes due 2017 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 300,000 | 300,000 | ||
Effective interest rate | 5.68% | |||
Debt instrument maturity date | Apr. 1, 2016 | |||
$325.0M 4.95% Guaranteed Notes due 2018 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 325,000 | 325,000 | ||
Effective interest rate | 5.13% | |||
Debt instrument maturity date | May 1, 2017 | |||
$250M 3.95% Guaranteed Notes due 2023 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 250,000 | 250,000 | ||
Effective interest rate | 4.02% | |||
Debt instrument maturity date | Apr. 15, 2018 | |||
250.0M 4.10% Guaranteed Notes due 2024 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 250,000 | 250,000 | ||
Effective interest rate | 4.33% | |||
Debt instrument maturity date | Feb. 15, 2023 | |||
$250M 4.55% Guaranteed Notes due 2029 [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 250,000 | 250,000 | ||
Effective interest rate | 4.60% | |||
Debt instrument maturity date | Oct. 1, 2024 | |||
Indenture IA (Preferred Trust I) [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 27,062 | 27,062 | ||
Effective interest rate | 2.75% | |||
Debt instrument maturity date | Mar. 30, 2035 | |||
Indenture IB (Preferred Trust I) [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 25,774 | 25,774 | ||
Effective interest rate | 3.30% | |||
Debt instrument maturity date | Apr. 30, 2035 | |||
Indenture II (Preferred Trust II) [Member] | Unsecured Debt [Member] | ||||
Consolidated debt obligations | ||||
Long-term Debt, Gross | $ 25,774 | $ 25,774 | ||
Effective interest rate | 3.09% | |||
Debt instrument maturity date | Jul. 30, 2035 | |||
[1] | Represents the full debt amount of a property in a consolidated real estate venture in which the Company holds a 50% interest. | |||
[2] | This loan was assumed upon acquisition of Two Commerce Square on December 19, 2013. The interest rate reflects the market rate at the time of acquisition. A default under this loan will also constitute a default under the loan outstanding on One Commerce Square, and a default under the One Commerce Square loan will also constitute a default under this loan. This loan is also secured by a lien on One Commerce Square and the loan on Two Commerce Square. | |||
[3] | (a) On January 14, 2016, the Company funded $265.8 million to prepay two mortgage loans, consisting of $176.9 million of principal repayment, $44.5 million in prepayment charges and a nominal amount of accrued interest, in repayment of the mortgage indebtedness on the office property located at 2970 Market Street in Philadelphia, Pennsylvania commonly known as 30th Street Main Post Office (“Cira Square”), ahead of its scheduled maturity date of September 10, 2030. Also on January 14, 2016, the Company funded $44.4 million, consisting of $35.5 million of principal repayment, $8.9 million in prepayment charges and a nominal amount of accrued interest, in repayment of the mortgage indebtedness of a 1,662 parking space facility located in Philadelphia, Pennsylvania commonly known as (“Cira South Garage”), ahead of its scheduled maturity date of September 10, 2030. These repayments were financed with $195.0 million of funds available under the unsecured revolving credit facility with the remaining balance funded through available cash balances. The Company recognized a $66.6 million loss on extinguishment of debt, consisting of the prepayment charges along with $10.8 million and $2.4 million related to non-cash charges for deferred financing costs for Cira Square and Cira South Garage, respectively. (a) On April 1, 2016, the entire principal balance of the 2016 6.00% Guaranteed Unsecured Notes was repaid upon maturity. Available cash balances were used to fund the repayment of the unsecured notes. |
Debt Obligations - Consolidat52
Debt Obligations - Consolidated Debt Obligations Outstanding (Parenthetical) (Details) $ in Thousands | Apr. 07, 2016USD ($)ft² | Jan. 14, 2016USD ($)ft² | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Apr. 02, 2016 | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | |||||||||
Mortgage notes payable, net | $ 344,308 | $ 344,308 | $ 545,753 | ||||||
Loss on early extinguishment of debt - deferred financing costs | 13,157 | $ 0 | |||||||
Loss on early extinguishment of debt | $ (66,600) | 0 | $ 0 | (66,590) | $ 0 | ||||
Unsecured Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of debt | 195,000 | ||||||||
Secured Debt [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | 348,100 | 348,100 | 562,695 | ||||||
Secured Debt [Member] | Cira Square and Cira South Garage [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Extinguishment of Debt, Amount | 265,800 | ||||||||
Secured Debt [Member] | Cira Square [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of debt | 176,900 | ||||||||
Repayment of prepayment charges | $ 44,500 | ||||||||
Debt instrument maturity date | Sep. 10, 2030 | ||||||||
Loss on early extinguishment of debt - deferred financing costs | $ 10,800 | ||||||||
Secured Debt [Member] | Cira South Garage [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Extinguishment of Debt, Amount | 44,400 | ||||||||
Repayments of debt | 35,500 | ||||||||
Repayment of prepayment charges | $ 8,900 | ||||||||
Debt instrument maturity date | Sep. 10, 2030 | ||||||||
Number of Parking Spaces | ft² | 1,662 | ||||||||
Loss on early extinguishment of debt - deferred financing costs | $ 2,400 | ||||||||
Unsecured Debt [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | $ 1,703,610 | $ 1,703,610 | 1,853,529 | ||||||
Effective interest rate | 6.00% | ||||||||
First Mortgage [Member | Mortgage Loans over $1,000,000 [Member] | Office Building at Two Logan Square [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Mortgage notes payable, net | $ 86,900 | ||||||||
Net Rentable Square Feet | ft² | 708,844 | ||||||||
Former First Mortgage [Member] | Mortgage Loans over $1,000,000 [Member] | Office Building at Two Logan Square [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | $ 86,600 | ||||||||
Loan interest rate | 7.57% | ||||||||
Fairview Eleven Tower [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Percentage of interest maintained in mortgage debt | 50.00% | 50.00% | |||||||
Fairview Eleven Tower [Member] | Secured Debt [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | [1] | $ 20,665 | $ 20,665 | $ 20,838 | |||||
Debt instrument maturity date | [1] | Jan. 1, 2017 | |||||||
Effective interest rate | [1] | 4.25% | 4.25% | ||||||
[1] | Represents the full debt amount of a property in a consolidated real estate venture in which the Company holds a 50% interest. |
Debt Obligations (Textual) (Det
Debt Obligations (Textual) (Details) - USD ($) | May 15, 2015 | Jun. 30, 2016 | Dec. 31, 2015 |
Unsecured Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt term | 4 years | ||
Maximum borrowing capacity | $ 600,000,000 | ||
Line of credit | $ 0 | ||
Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Weighted Average Interest Rate | 4.04% | 5.72% | |
Long-term Debt, Gross | $ 348,100,000 | $ 562,695,000 |
Fair Value of Financial Instr54
Fair Value of Financial Instruments - Financial Instruments for which Estimates of Fair Value Differ from Carrying Amounts (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Mortgage notes payable, net | $ 344,308 | $ 545,753 |
Carrying Amount [Member] | Unsecured Notes Payable [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Unsecured notes payable | 1,363,770 | 1,512,554 |
Carrying Amount [Member] | Variable Rate Debt [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Variable rate debt | 326,543 | 326,410 |
Carrying Amount [Member] | Mortgages Notes Payable [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Mortgage notes payable, net | 344,308 | 545,753 |
Fair Value [Member] | Unsecured Notes Payable [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 1,413,363 | 1,529,346 |
Fair Value [Member] | Variable Rate Debt [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 305,383 | 305,522 |
Fair Value [Member] | Mortgages Notes Payable [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | $ 362,427 | $ 597,377 |
Fair Value of Financial Instr55
Fair Value of Financial Instruments (Textual) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Variable rate and mortgage debt [Member] | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Discount Rates | 4.48% | 4.55% |
Limited Partners' Non-Control56
Limited Partners' Non-Controlling Interests in the Parent Company (Textual) (Details) - USD ($) $ in Millions | Jun. 30, 2016 | Dec. 31, 2015 |
Noncontrolling Interest [Abstract] | ||
Aggregate amount related to non-controlling interests classified within equity | $ 15.3 | $ 16.1 |
Settlement value of non controlling interest in operating partnership | $ 24.9 | $ 21 |
Fair Value of Derivative Fina57
Fair Value of Derivative Financial Instruments - Terms and Fair Values of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Derivatives Fair Value [Line Items] | ||
Notional Amount | $ 328,610 | $ 328,610 |
3.718% Interest Rate Swap Maturing October 8, 2022 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Amount | $ 250,000 | 250,000 |
Derivative, Fixed Interest Rate | 3.718% | |
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement | $ (9,909) | |
Derivative Asset, Fair Value, Gross Asset Including Not Subject to Master Netting Arrangement | 1,884 | |
3.300% Interest Rate Swap Maturing January 30, 2021 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Amount | $ 25,774 | 25,774 |
Derivative, Fixed Interest Rate | 3.30% | |
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement | $ (1,351) | (531) |
3.090% Interest Rate Swap Maturing October 30, 2019 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Amount | $ 25,774 | 25,774 |
Derivative, Fixed Interest Rate | 3.09% | |
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement | $ (914) | (388) |
2.750% Interest Rate Swap Maturing September 30, 2017 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional Amount | $ 27,062 | 27,062 |
Derivative, Fixed Interest Rate | 2.75% | |
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement | $ (279) | $ (201) |
Beneficiaries Equity of the P58
Beneficiaries Equity of the Parent Company - Number of Shares and Net Income Used to Calculate Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator | ||||
Income (loss) from continuing operations | $ (1,323) | $ 3,058 | $ 44,987 | $ 11,652 |
Net (income) loss from continuing operations attributable to non-controlling interests | 22 | (2) | (367) | (60) |
Nonforfeitable dividends allocated to unvested restricted shareholders | (79) | (76) | (184) | (177) |
Distribution to preferred shareholders | (1,725) | (1,725) | (3,450) | (3,450) |
Net income (loss) attributable to Common Share/Unit holders of entity | (3,105) | 1,255 | 40,986 | 7,965 |
Net income (loss) attributable to common share/unit holders, Diluted | $ (3,105) | $ 1,255 | $ 40,986 | $ 7,965 |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 175,013,291 | 179,860,284 | 174,901,118 | 179,712,428 |
Contingent securities/Share based compensation (in shares) | 0 | 678,603 | 922,852 | 886,837 |
Diluted weighted average shares outstanding (in shares) | 175,013,291 | 180,538,887 | 175,823,970 | 180,599,265 |
Earnings per Common Share: | ||||
Net income (loss) attributable to common shareholders, Basic (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Net income (loss) attributable to common shareholders, Diluted (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Beneficiaries Equity of the P59
Beneficiaries Equity of the Parent Company (Textual) (Details) - USD ($) | May 24, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Dec. 31, 2015 | Jul. 22, 2015 | Nov. 05, 2013 |
Class of Stock [Line Items] | |||||||||
Dividends, Common Stock | $ 28,200,000 | ||||||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | |||||||
Dividends, Preferred Stock | $ 1,725,000 | $ 1,725,000 | $ 3,450,000 | $ 3,450,000 | |||||
Shares Authorized For Equity Offering Program | 16,000,000 | ||||||||
Authorized Amount | $ 100,000,000 | ||||||||
Number of shares available for repurchase under the preexisting share repurchase program | 539,200 | ||||||||
Repurchased and Retired, Shares | 0 | 0 | 5,209,437 | ||||||
Share Price | $ 12.90 | ||||||||
Repurchased and Retired, Value | $ 67,300,000 | ||||||||
Common shares price per share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Series E Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | ||||||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | $ 25 | $ 25 | ||||||
Dividends, Preferred Stock | $ 1,700,000 | ||||||||
Offering Program [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Remaining Shares Available For Sales | 16,000,000 | 16,000,000 | 16,000,000 | ||||||
Offering Program [Member] | Maximum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Fees and Commissions Percentage | 2.00% | ||||||||
Dividend Declared [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Dividends Payable, Amount Per Share | $ 0.16 | ||||||||
Redeemable Common Limited Partnership Units | |||||||||
Class of Stock [Line Items] | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | 1,479,799 | 1,535,102 |
Partners Equity of the Operat60
Partners Equity of the Operating Partnership - Number of Units and Net Income Used to Calculate Basic and Diluted Earnings Per Common Partnership Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator | ||||
Income (loss) from continuing operations | $ (1,323) | $ 3,058 | $ 44,987 | $ 11,652 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (79) | (76) | (184) | (177) |
Distribution to preferred shareholders | (1,725) | (1,725) | (3,450) | (3,450) |
Net income (loss) attributable to Common Share/Unit holders of entity | (3,105) | 1,255 | 40,986 | 7,965 |
Net income (loss) attributable to common share/unit holders, Diluted | $ (3,105) | $ 1,255 | $ 40,986 | $ 7,965 |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 175,013,291 | 179,860,284 | 174,901,118 | 179,712,428 |
Contingent securities/Share based compensation (in shares) | 0 | 678,603 | 922,852 | 886,837 |
Diluted weighted average shares outstanding (in shares) | 175,013,291 | 180,538,887 | 175,823,970 | 180,599,265 |
Earnings per Common Partnership Unit: | ||||
Net income (loss) attributable to common shareholders, Basic (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Net income (loss) attributable to common shareholders, Diluted (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Numerator | ||||
Income (loss) from continuing operations | $ (1,323) | $ 3,058 | $ 44,987 | $ 11,652 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (79) | (76) | (184) | (177) |
Distribution to preferred shareholders | (1,725) | (1,725) | (3,450) | (3,450) |
Net (income) loss attributable to non-controlling interests | (4) | 5 | (6) | 5 |
Net income (loss) attributable to Common Share/Unit holders of entity | (3,131) | 1,262 | 41,347 | 8,030 |
Net income (loss) attributable to common share/unit holders, Diluted | $ (3,131) | $ 1,262 | $ 41,347 | $ 8,030 |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 176,541,708 | 181,395,386 | 176,432,877 | 181,247,530 |
Contingent securities/Share based compensation (in shares) | 0 | 678,603 | 922,853 | 886,837 |
Diluted weighted average shares outstanding (in shares) | 176,541,708 | 182,073,989 | 177,355,730 | 182,134,367 |
Earnings per Common Partnership Unit: | ||||
Net income (loss) attributable to common shareholders, Basic (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Net income (loss) attributable to common shareholders, Diluted (USD per share) | $ (0.02) | $ 0.01 | $ 0.23 | $ 0.04 |
Partners Equity of the Operat61
Partners Equity of the Operating Partnership (Textual) (Details) - USD ($) $ / shares in Units, $ in Thousands | May 24, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Class of Stock [Line Items] | ||||||
Dividends, Common Stock | $ 28,200 | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | ||||
Dividends, Preferred Stock | $ 1,725 | $ 1,725 | $ 3,450 | $ 3,450 | ||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||||
Class of Stock [Line Items] | ||||||
Dividends, Common Stock | $ 28,200 | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | ||||
Dividends, Preferred Stock | $ 1,725 | $ 1,725 | $ 3,450 | $ 3,450 | ||
Dividend Declared [Member] | ||||||
Class of Stock [Line Items] | ||||||
Dividends Payable, Amount Per Share | $ 0.16 | |||||
Dividend Declared [Member] | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||||
Class of Stock [Line Items] | ||||||
Dividends Payable, Amount Per Share | $ 0.16 | |||||
6.90% Series E-linked Preferred Units [Member] | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||||
Class of Stock [Line Items] | ||||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | |||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | $ 25 | ||||
Dividends, Preferred Stock | $ 1,700 |
Segment Information (Textual) (
Segment Information (Textual) (Details) - segment | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Segment Reporting [Abstract] | ||
Number of Reportable Segments | 5 | 7 |
Segment Information - Real Esta
Segment Information - Real Estate Investments, at Cost of Company's Reportable Segments (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Operating properties | $ 3,721,405 | $ 3,693,000 | |
Assets held for sale | [1],[2],[3] | 17,622 | 794,588 |
Total | 3,739,027 | 4,487,588 | |
Construction-in-progress | 254,188 | 268,983 | |
Land held for development | 131,015 | 130,479 | |
Philadelphia CBD [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | [4] | 1,274,818 | 1,157,667 |
Pennsylvania Suburbs [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 1,022,239 | 1,019,280 | |
Metropolitan DC [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | [5] | 1,068,170 | 1,129,206 |
Austin, Texas [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | [6] | 147,157 | 164,518 |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | [7],[8] | $ 209,021 | $ 222,329 |
[1] | As of December 31, 2015, the 58 properties associated with the series of related transactions with Och-Ziff Real Estate were classified as held for sale on the consolidated balance sheets. On February 4, 2016, the Company completed a series of transactions, resulting in the disposition of the properties. See Note 3, “Real Estate Investments,” for further information regarding the disposition. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. Additionally, as of June 30, 2016, the Company categorized one office property located at 1120 Executive Boulevard in Mt. Laurel, New Jersey and one property located in Oakland, California known as Oakland Lot B as held for sale in accordance with applicable accounting standards for long lived assets. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. | ||
[2] | As of December 31, 2015, the office property located at 2970 Market Street in Philadelphia, Pennsylvania commonly known as 30th Street Main Post Office (“Cira Square”) was classified as held for sale on the consolidated balance sheets. The Company disposed of its interests in the property on February 5, 2016. See Note 3, "Real Estate Investments," for further information. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. | ||
[3] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or intangible assets on the balance sheets of the properties held for sale. | ||
[4] | The increase primarily relates to the office component of the FMC Tower at Cira Centre South being placed into service during the three-month period ended June 30, 2016. | ||
[5] | The decrease primarily relates to the sale of Herndon Metro Plaza I & II. See Note 3, "Real Estate Investments," for further information. The sale is not classified as a significant disposition under the accounting guidance for discontinued operations. | ||
[6] | The decrease primarily relates to a building from the Broadmoor Austin portfolio being placed into redevelopment during the three-month period ended June 30, 2016. | ||
[7] | As a result of the Och-Ziff Sale that occurred on February 4, 2016, the Company narrowed its segments to five segments located in: (1) Pennsylvania Suburbs, (2) Philadelphia Central Business District (“CBD”), (3) Metropolitan Washington, D.C. and (4) Austin, Texas. The Och-Ziff Sale disposed of the entire Richmond, Virginia segment. Subsequent to the Och-Ziff Sale, the segments previously defined as New Jersey/Delaware and California are now being managed as a consolidated segment entitled (5) “Other,” as these geographies no longer provide a significant revenue contribution. Accordingly, the chief operating decision maker revised the management structure, reallocated resources, and is assessing business operations of the five segments as of January 1, 2016. | ||
[8] | The decrease primarily relates to the office property at 1120 Executive Boulevard in Mount Laurel, New Jersey and Oakland Lot B in Oakland, California being classified as held for sale at June 30, 2016. See Note 3, "Real Estate Investments," for further information. These sales are not classified as significant dispositions under the accounting guidance for discontinued operations. |
Segment Information - Real Es64
Segment Information - Real Estate Investments, at Cost of Company's Reportable Segments (Parenthetical) (Details) - property | Jun. 30, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Number of Properties | 120 | |
Office Properties [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 102 | |
Held for Sale Properties Included in Continuing Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 2 | |
Cira Square [Member] | Held for Sale Properties Included in Continuing Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 58 | |
1120 Executive Boulevard [Member] | Held for Sale Properties Included in Continuing Operations [Member] | Office Properties [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 1 | |
Oakland Lot B [Member] | Held for Sale Properties Included in Continuing Operations [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 1 |
Segment Information - Net Opera
Segment Information - Net Operating Income of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 127,181 | $ 145,648 | $ 263,683 | $ 296,054 | |
Operating expenses | [1] | (50,221) | (56,349) | (104,996) | (117,047) |
Net operating income | 76,960 | 89,299 | 158,687 | 179,007 | |
Operating Segments [Member] | Philadelphia CBD [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 48,082 | 52,420 | 97,752 | 105,393 | |
Operating expenses | [1] | (19,775) | (19,448) | (39,031) | (37,838) |
Net operating income | 28,307 | 32,972 | 58,721 | 67,555 | |
Operating Segments [Member] | Pennsylvania Suburbs [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 35,102 | 39,010 | 72,208 | 78,900 | |
Operating expenses | [1] | (12,580) | (12,856) | (25,735) | (27,441) |
Net operating income | 22,522 | 26,154 | 46,473 | 51,459 | |
Operating Segments [Member] | Metropolitan DC [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 25,291 | 26,953 | 52,630 | 54,359 | |
Operating expenses | [1] | (8,768) | (10,544) | (19,667) | (22,404) |
Net operating income | 16,523 | 16,409 | 32,963 | 31,955 | |
Operating Segments [Member] | Austin, Texas [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | [2] | 7,850 | 2,533 | 16,397 | 3,467 |
Operating expenses | [1],[2] | (2,911) | (1,498) | (6,166) | (2,369) |
Net operating income | [2] | 4,939 | 1,035 | 10,231 | 1,098 |
Operating Segments [Member] | Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | [3] | 9,062 | 24,074 | 21,802 | 51,853 |
Operating expenses | [1],[3] | (5,074) | (11,407) | (12,676) | (25,985) |
Net operating income | [3] | 3,988 | 12,667 | 9,126 | 25,868 |
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 1,794 | 658 | 2,894 | 2,082 | |
Operating expenses | [1] | (1,113) | (596) | (1,721) | (1,010) |
Net operating income | $ 681 | $ 62 | $ 1,173 | $ 1,072 | |
[1] | Includes property operating expense, real estate taxes and third party management expense. | ||||
[2] | On June 22, 2015 the Company acquired the remaining 50.0% interest in Broadmoor Austin Associates. As such, the Company has seven wholly owned properties in its Austin, Texas business segment at June 30, 2016. In addition, net operating income for the three and six months ended June 30, 2016 and 2015 includes management fees and related expenses for services provided by the Company to the Austin Venture. | ||||
[3] | See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. |
Segment Information - Net Ope66
Segment Information - Net Operating Income of Company's Reportable Segments (Parenthetical) (Details) - property | Jun. 30, 2016 | Jun. 22, 2015 |
Segment Reporting Information [Line Items] | ||
Number of Properties | 120 | |
Austin, Texas [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties | 7 | |
Broadmoor Austin Associates [Member] | ||
Segment Reporting Information [Line Items] | ||
Percentage of ownership interests | 50.00% |
Segment Information - Unconsoli
Segment Information - Unconsolidated Real Estate Ventures of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | $ 272,148 | $ 272,148 | $ 241,004 | |||
Equity in loss of Real Estate Ventures | (1,666) | $ (873) | (2,069) | $ (742) | ||
Philadelphia CBD [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | [1] | 50,542 | 50,542 | 44,089 | ||
Equity in loss of Real Estate Ventures | [1] | (475) | (150) | (20) | (450) | |
Pennsylvania Suburbs [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 20,199 | 20,199 | 16,408 | |||
Equity in loss of Real Estate Ventures | 315 | (17) | 580 | (22) | ||
Metropolitan DC [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 120,656 | 120,656 | 118,422 | |||
Equity in loss of Real Estate Ventures | (332) | (179) | (781) | (229) | ||
MAP Venture [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | [2] | 23,513 | 23,513 | 0 | ||
Equity in loss of Real Estate Ventures | [2] | (1,042) | 0 | (1,598) | 0 | |
Other [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | [3] | 1,570 | 1,570 | 1,657 | ||
Equity in loss of Real Estate Ventures | [3] | 327 | 362 | 488 | 495 | |
Austin, Texas [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | [4] | 55,668 | 55,668 | $ 60,428 | ||
Equity in loss of Real Estate Ventures | [4] | $ (459) | $ (889) | $ (738) | $ (536) | |
[1] | Net increase of investment of $6.5 million primary relates to the evo at Cira real estate venture. See Note 4, “Investment in Unconsolidated Real Estate Ventures,” for further information. | |||||
[2] | The MAP Venture represents a joint venture formed between the Company and MAP Ground Lease Holdings LLC, an affiliate of Och-Ziff Capital Management Group, LLC, on February 4, 2016. See Note 4 “Investment in Unconsolidated Real Estate Ventures,” to our consolidated financial statements for further information. The MAP Venture’s business operations, including properties in Richmond, Virginia; Metropolitan Washington, D.C.; New Jersey/Delaware and Pennsylvania Suburbs, are centrally managed with the results reported to management of the Company on a consolidated basis. As a result, the investment in the MAP Venture is separately presented. All other unconsolidated real estate ventures are managed consistently with the Company’s regional segments. | |||||
[3] | See footnote (e) to the “Real estate investments, at cost” table above for further information regarding this segment. | |||||
[4] | Investment in real estate ventures does not include the $1.1 million negative investment balance in one real estate venture as of December 31, 2015, which is included in other liabilities. The Company disposed of its interest in this venture during the three-month period ended March 31, 2016. See Note 4, "Investment in Unconsolidated Real Estate Ventures," for further information. The decrease primarily relates to distributions from the DRA-Austin real estate venture. |
Segment Information - Unconso68
Segment Information - Unconsolidated Real Estate Ventures of Company's Reportable Segments (Parenthetical) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Other liabilities | $ 42,841 | $ 31,379 |
evo at Cira Centre South Venture [Member] | ||
Segment Reporting Information [Line Items] | ||
Net increase of investment in unconsolidated real estate ventures | $ 6,500 | |
Coppell Associates [Member] | ||
Segment Reporting Information [Line Items] | ||
Other liabilities | $ 1,100 |
Segment Information - Reconcili
Segment Information - Reconciliation of Consolidated NOI to Consolidated Net Income (Loss) (Details) - USD ($) $ in Thousands | Jan. 14, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Segment Reporting [Abstract] | |||||
Consolidated net operating income | $ 76,960 | $ 89,299 | $ 158,687 | $ 179,007 | |
Less: | |||||
Interest expense | (19,829) | (27,895) | (43,520) | (56,071) | |
Interest expense - amortization of deferred financing costs | (644) | (1,288) | (1,418) | (2,367) | |
Interest expense - financing obligation | (242) | (324) | (523) | (610) | |
Depreciation and amortization | (46,907) | (50,930) | (95,780) | (102,041) | |
General and administrative expenses | (6,076) | (6,791) | (15,196) | (15,427) | |
Equity in loss of Real Estate Ventures | (1,666) | (873) | (2,069) | (742) | |
Provision for impairment | (5,679) | (782) | (13,069) | (2,508) | |
Loss on early extinguishment of debt | $ (66,600) | 0 | 0 | (66,590) | 0 |
Plus: | |||||
Interest income | 359 | 313 | 679 | 1,063 | |
Net gain (loss) on disposition of real estate | (727) | 1,571 | 114,729 | 10,590 | |
Net gain from remeasurement of investments in Real Estate Ventures | 0 | 758 | 0 | 758 | |
Net gain on Real Estate Venture transactions | 3,128 | 0 | 9,057 | 0 | |
Net income (loss) | $ (1,323) | $ 3,058 | $ 44,987 | $ 11,652 |
Commitments and Contingencies70
Commitments and Contingencies (Textual) (Details) - USD ($) $ in Millions | Apr. 02, 2015 | Jun. 30, 2016 | Dec. 03, 2015 |
Property Subject to or Available for Operating Lease [Line Items] | |||
Associated letter of credit | $ 10 | ||
Development And Redevelopment [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Contractual obligations | 140.1 | ||
Capital Expenditures For Tenant Improvements [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Contractual obligations | 57.8 | ||
Subaru of America [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
NTE Amount | $ 77.3 | ||
TB-BDN Plymouth Apartments [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Guarantor obligations, current carrying value | 3.2 | ||
Construction Loan | 56 | ||
1919 Venture [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Guarantor obligations, current carrying value | 88.9 | ||
PJP VII [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Guarantor obligations, current carrying value | 0.5 | ||
A618 Market Street | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Contingent consideration, liability | $ 2 | 1.7 | |
Fair value of contingent consideration | $ 1.6 | ||
Put Option [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Purchase price | $ 35 | ||
Minimum [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Lease terms | 5 years | ||
Maximum [Member] | |||
Property Subject to or Available for Operating Lease [Line Items] | |||
Lease terms | 73 years |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Future Rental Payments on Non-cancelable Leases (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2016 (six months remaining) | $ 666 |
2,017 | 1,334 |
2,018 | 1,334 |
2,019 | 1,334 |
2,020 | 1,334 |
Thereafter | 67,632 |
Total | $ 73,634 |
Subsequent Events (Textual) (De
Subsequent Events (Textual) (Details) - Subsequent Event [Member] $ in Millions | Jul. 14, 2016USD ($) | Jul. 01, 2016USD ($)a |
Subsequent Event [Line Items] | ||
Area of land under agreement to sell | a | 9.5 | |
1000 Chesterbrook [Member] | ||
Subsequent Event [Line Items] | ||
Distribution received from real estate venture | $ | $ 5.1 | |
Garza Land Acquisition [Member] | ||
Subsequent Event [Line Items] | ||
Acreage of land | a | 34.6 | |
Gross purchase value of assets | $ | $ 20.6 |