Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 21, 2017 | |
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 | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 175,327,436 | |
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 | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Real estate investments: | ||
Operating properties | $ 3,702,204 | $ 3,586,295 |
Accumulated depreciation | (864,196) | (852,476) |
Operating real estate investments, net | 2,838,008 | 2,733,819 |
Construction-in-progress | 166,372 | 297,462 |
Land held for development | 153,268 | 150,970 |
Total real estate investments, net | 3,157,648 | 3,182,251 |
Assets held for sale, net | 6,262 | 41,718 |
Cash and cash equivalents | 234,654 | 193,919 |
Accounts receivable, net of allowance of $2,622 and $2,373 in 2017 and 2016, respectively | 12,099 | 12,446 |
Accrued rent receivable, net of allowance of $13,703 and $13,743 in 2017 and 2016, respectively | 152,819 | 149,624 |
Investment in Real Estate Ventures, equity method | 264,941 | 281,331 |
Deferred costs, net | 92,425 | 91,342 |
Intangible assets, net | 64,222 | 72,478 |
Other assets | 116,792 | 74,104 |
Total assets | 4,101,862 | 4,099,213 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net | 320,484 | 321,549 |
Unsecured term loans, net | 248,181 | 248,099 |
Unsecured senior notes, net | 1,444,006 | 1,443,464 |
Accounts payable and accrued expenses | 115,079 | 103,404 |
Distributions payable | 30,047 | 30,032 |
Deferred income, gains and rent | 30,592 | 31,620 |
Acquired lease intangibles, net | 16,604 | 18,119 |
Liabilities related to assets held for sale | 387 | 81 |
Other liabilities | 16,916 | 19,408 |
Total liabilities | 2,222,296 | 2,215,776 |
Commitments and contingencies | ||
Equity: | ||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 4,000,000 in 2017 and 2016 | 40 | 40 |
Common Shares of Brandywine Realty Trust's beneficial interest, $0.01 par value; shares authorized 400,000,000; 175,202,404 and 175,140,760 issued and outstanding in 2017 and 2016, respectively | 1,752 | 1,752 |
Additional paid-in-capital | 3,262,459 | 3,258,870 |
Deferred compensation payable in common shares | 14,244 | 13,684 |
Common shares in grantor trust, 936,939 in 2017, 899,457 in 2016 | (14,244) | (13,684) |
Cumulative earnings | 560,422 | 539,319 |
Accumulated other comprehensive loss | (457) | (1,745) |
Cumulative distributions | (1,961,739) | (1,931,892) |
Total Brandywine Realty Trust's equity | 1,862,477 | 1,866,344 |
Non-controlling interests | 17,089 | 17,093 |
Total beneficiaries' equity | 1,879,566 | 1,883,437 |
Total liabilities and beneficiaries' equity | 4,101,862 | 4,099,213 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Real estate investments: | ||
Operating properties | 3,702,204 | 3,586,295 |
Accumulated depreciation | (864,196) | (852,476) |
Operating real estate investments, net | 2,838,008 | 2,733,819 |
Construction-in-progress | 166,372 | 297,462 |
Land held for development | 153,268 | 150,970 |
Total real estate investments, net | 3,157,648 | 3,182,251 |
Assets held for sale, net | 6,262 | 41,718 |
Cash and cash equivalents | 234,654 | 193,919 |
Accounts receivable, net of allowance of $2,622 and $2,373 in 2017 and 2016, respectively | 12,099 | 12,446 |
Accrued rent receivable, net of allowance of $13,703 and $13,743 in 2017 and 2016, respectively | 152,819 | 149,624 |
Investment in Real Estate Ventures, equity method | 264,941 | 281,331 |
Deferred costs, net | 92,425 | 91,342 |
Intangible assets, net | 64,222 | 72,478 |
Other assets | 116,792 | 74,104 |
Total assets | 4,101,862 | 4,099,213 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net | 320,484 | 321,549 |
Unsecured term loans, net | 248,181 | 248,099 |
Unsecured senior notes, net | 1,444,006 | 1,443,464 |
Accounts payable and accrued expenses | 115,079 | 103,404 |
Distributions payable | 30,047 | 30,032 |
Deferred income, gains and rent | 30,592 | 31,620 |
Acquired lease intangibles, net | 16,604 | 18,119 |
Liabilities related to assets held for sale | 387 | 81 |
Other liabilities | 16,916 | 19,408 |
Total liabilities | 2,222,296 | 2,215,776 |
Commitments and contingencies | ||
Redeemable limited partnership units at redemption value; 1,479,799 issued and outstanding in 2017 and 2016 | 23,899 | 23,795 |
Equity: | ||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 4,000,000 in 2017 and 2016 | 96,850 | 96,850 |
General Partnership Capital 175,101,033 and 174,688,568 units issued and outstanding in 2016 and 2015, respectively | 1,757,455 | 1,762,764 |
Accumulated other comprehensive loss | (822) | (2,122) |
Total Brandywine Operating Partnership, L.P.'s equity | 1,853,483 | 1,857,492 |
Non-controlling interest - consolidated real estate ventures | 2,184 | 2,150 |
Total partners' equity | 1,855,667 | 1,859,642 |
Total liabilities and beneficiaries' equity | $ 4,101,862 | $ 4,099,213 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Accounts receivable, allowance | $ 2,622 | $ 2,373 |
Accrued rent receivable, allowance | $ 13,703 | $ 13,743 |
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 | 175,202,404 | 175,140,760 |
Common Stock, Shares, Outstanding | 175,202,404 | 175,140,760 |
Common Shares in Grantor Trust | 936,939 | 899,457 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Accounts receivable, allowance | $ 2,622 | $ 2,373 |
Accrued rent receivable, allowance | $ 13,703 | $ 13,743 |
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 | 1,479,799 |
Redeemable Limited Partnership Units Outstanding | 1,479,799 | 1,479,799 |
General Partners' Capital Account, Units Issued | 175,202,404 | 175,140,760 |
General Partners' Capital Account, Units Outstanding | 175,202,404 | 175,140,760 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue | ||
Rents | $ 103,332 | $ 110,163 |
Tenant reimbursements | 18,535 | 20,054 |
Termination fees | 1,673 | 294 |
Third party management fees, labor reimbursement and leasing | 6,485 | 5,235 |
Other | 895 | 756 |
Total revenue | 130,920 | 136,502 |
Operating expenses | ||
Property operating expenses | 36,885 | 40,879 |
Real estate taxes | 11,749 | 11,886 |
Third party management expenses | 2,447 | 2,010 |
Depreciation and amortization | 45,892 | 48,873 |
General and administrative expenses | 9,425 | 9,120 |
Provision for impairment | 2,730 | 7,390 |
Total operating expenses | 109,128 | 120,158 |
Operating income | 21,792 | 16,344 |
Other income (expense) | ||
Interest income | 393 | 320 |
Interest expense | (21,437) | (23,691) |
Interest expense - amortization of deferred financing costs | (634) | (774) |
Interest expense - financing obligation | 0 | (281) |
Equity in loss of Real Estate Ventures | (748) | (403) |
Net gain on disposition of real estate | 7,323 | 115,456 |
Net gain on Real Estate Venture transactions | 14,582 | 5,929 |
Loss on early extinguishment of debt | 0 | (66,590) |
Net income | 21,271 | 46,310 |
Net income from continuing operations attributable to non-controlling interests - consolidated real estate ventures | (169) | (389) |
Net income attributable to non-controlling interests | (169) | (389) |
Net income attributable to Brandywine Realty Trust | 21,102 | 45,921 |
Distribution to preferred shareholders | (1,725) | (1,725) |
Nonforfeitable dividends allocated to unvested restricted shareholders | (99) | (105) |
Net income attributable to Common Shareholders of Brandywine Realty Trust | $ 19,278 | $ 44,091 |
Basic income per Common Share: | ||
Continuing operations | $ 0.11 | $ 0.25 |
Diluted income per Common Share: | ||
Continuing operations | $ 0.11 | $ 0.25 |
Basic weighted average shares outstanding | 175,176,964 | 174,788,945 |
Diluted weighted average shares outstanding | 176,201,872 | 175,471,413 |
Distributions declared per Common Share | $ 0.16 | $ 0.15 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Revenue | ||
Rents | $ 103,332 | $ 110,163 |
Tenant reimbursements | 18,535 | 20,054 |
Termination fees | 1,673 | 294 |
Third party management fees, labor reimbursement and leasing | 6,485 | 5,235 |
Other | 895 | 756 |
Total revenue | 130,920 | 136,502 |
Operating expenses | ||
Property operating expenses | 36,885 | 40,879 |
Real estate taxes | 11,749 | 11,886 |
Third party management expenses | 2,447 | 2,010 |
Depreciation and amortization | 45,892 | 48,873 |
General and administrative expenses | 9,425 | 9,120 |
Provision for impairment | 2,730 | 7,390 |
Total operating expenses | 109,128 | 120,158 |
Operating income | 21,792 | 16,344 |
Other income (expense) | ||
Interest income | 393 | 320 |
Interest expense | (21,437) | (23,691) |
Interest expense - amortization of deferred financing costs | (634) | (774) |
Interest expense - financing obligation | 0 | (281) |
Equity in loss of Real Estate Ventures | (748) | (403) |
Net gain on disposition of real estate | 7,323 | 115,456 |
Net gain on Real Estate Venture transactions | 14,582 | 5,929 |
Loss on early extinguishment of debt | 0 | (66,590) |
Net income | 21,271 | 46,310 |
Net income from continuing operations attributable to non-controlling interests - consolidated real estate ventures | (5) | (2) |
Net income attributable to Brandywine Realty Trust | 21,266 | 46,308 |
Distribution to preferred shareholders | (1,725) | (1,725) |
Nonforfeitable dividends allocated to unvested restricted shareholders | (99) | (105) |
Net income attributable to Common Shareholders of Brandywine Realty Trust | $ 19,442 | $ 44,478 |
Basic income per Common Share: | ||
Continuing operations | $ 0.11 | $ 0.25 |
Diluted income per Common Share: | ||
Continuing operations | $ 0.11 | $ 0.25 |
Basic weighted average shares outstanding | 176,656,763 | 176,324,047 |
Diluted weighted average shares outstanding | 177,681,671 | 177,006,515 |
Distributions declared per Common Share | $ 0.16 | $ 0.15 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Net income | $ 21,271 | $ 46,310 | |
Comprehensive income: | |||
Unrealized gain (loss) on derivative financial instruments | 1,014 | (9,405) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 286 | 246 |
Total comprehensive income (loss) | 1,300 | (9,159) | |
Comprehensive income | 22,571 | 37,151 | |
Comprehensive income attributable to non-controlling interest | (181) | (309) | |
Comprehensive income attributable to reporting entity | 22,390 | 36,842 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||
Net income | 21,271 | 46,310 | |
Comprehensive income: | |||
Unrealized gain (loss) on derivative financial instruments | 1,014 | (9,405) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 286 | 246 |
Total comprehensive income (loss) | 1,300 | (9,159) | |
Comprehensive income | 22,571 | 37,151 | |
Comprehensive income attributable to non-controlling interest | (5) | (2) | |
Comprehensive income attributable to reporting entity | $ 22,566 | $ 37,149 | |
[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, 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 | 46,310 | 45,921 | 389 | |||||||
Other comprehensive income (loss) | (9,159) | (9,079) | (80) | |||||||
Issuance of partnership interest in consolidated real estate venture | 18 | 18 | ||||||||
Share-based compensation activity, Shares | 210,116 | |||||||||
Share-based compensation activity | 3,332 | $ 2 | 3,296 | 34 | ||||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (8,252) | 101,321 | ||||||||
Share Issuance from/(to) Deferred Compensation Plan | $ 1,237 | (1,237) | ||||||||
Adjustment to Non-controlling Interest | (10) | 10 | ||||||||
Preferred Share distributions | (1,725) | (1,725) | ||||||||
Distributions declared | (26,577) | (26,347) | (230) | |||||||
Ending Balance, Shares at Mar. 31, 2016 | 4,000,000 | 174,890,432 | 847,007 | |||||||
Ending Balance at Mar. 31, 2016 | 1,964,290 | $ 40 | $ 1,749 | $ 13,155 | 3,255,908 | (13,155) | 545,041 | (14,271) | (1,842,450) | 18,273 |
Beginning Balance, Shares at Dec. 31, 2016 | 4,000,000 | 175,140,760 | 899,457 | |||||||
Beginning Balance at Dec. 31, 2016 | 1,883,437 | $ 40 | $ 1,752 | $ 13,684 | 3,258,870 | (13,684) | 539,319 | (1,745) | (1,931,892) | 17,093 |
Net income | 21,271 | 21,102 | 169 | |||||||
Other comprehensive income (loss) | 1,300 | 1,288 | 12 | |||||||
Issuance of partnership interest in consolidated real estate venture | 29 | 29 | ||||||||
Equity issuance costs | (219) | (219) | ||||||||
Bonus share issuance, Shares | 6,752 | |||||||||
Bonus share issuance | 110 | 110 | ||||||||
Share-based compensation activity, Shares | 56,669 | 39,870 | ||||||||
Share-based compensation activity | 3,770 | 3,769 | 1 | |||||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (354) | (2,388) | ||||||||
Share Issuance from/(to) Deferred Compensation Plan | (48) | $ 560 | (48) | (560) | ||||||
Share Choice Plan Issuance, Shares | (1,423) | |||||||||
Adjustment to Non-controlling Interest | (23) | 23 | ||||||||
Preferred Share distributions | (1,725) | (1,725) | ||||||||
Distributions declared | (28,359) | (28,122) | (237) | |||||||
Ending Balance, Shares at Mar. 31, 2017 | 4,000,000 | 175,202,404 | 936,939 | |||||||
Ending Balance at Mar. 31, 2017 | $ 1,879,566 | $ 40 | $ 1,752 | $ 14,244 | $ 3,262,459 | $ (14,244) | $ 560,422 | $ (457) | $ (1,961,739) | $ 17,089 |
Consolidated Statements of Ben7
Consolidated Statements of Beneficiaries' Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Distributions declared per Common Share | $ 0.16 | $ 0.15 |
Cumulative Distributions [Member] | ||
Distributions declared per Common Share | 0.16 | 0.15 |
Noncontrolling Interest [Member] | ||
Distributions declared per Common Share | $ 0.16 | $ 0.15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 21,271 | $ 46,310 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 45,892 | 48,873 |
Amortization of deferred financing costs | 634 | 774 |
Amortization of debt discount/(premium), net | 362 | 382 |
Amortization of stock compensation costs | 3,124 | 2,296 |
Straight-line rent income | (5,895) | (6,104) |
Amortization of acquired above (below) market leases, net | (1,338) | (2,232) |
Straight-line ground rent expense | 22 | 22 |
Provision for doubtful accounts | 707 | 215 |
Net gain on real estate venture transactions | (14,582) | (5,929) |
Net gain on sale of interests in real estate | (7,323) | (115,456) |
Loss on early extinguishment of debt | 0 | 66,590 |
Provision for impairment | 2,730 | 7,390 |
Real Estate Venture loss in excess of distributions | 748 | 723 |
Deferred financing obligation | 0 | (253) |
Changes in assets and liabilities: | ||
Accounts receivable | (917) | 246 |
Other assets | (10,926) | (9,193) |
Accounts payable and accrued expenses | 9,089 | 6,296 |
Deferred income, gains and rent | (3,333) | (2,308) |
Other liabilities | (6) | 552 |
Net cash provided by operating activities | 40,259 | 39,194 |
Cash flows from investing activities: | ||
Proceeds from the sale of properties | 74,159 | 704,911 |
Proceeds from real estate venture sales | 27,230 | 4,812 |
Capital expenditures for tenant improvements | (11,408) | (13,949) |
Capital expenditures for redevelopments | (5,505) | (6,199) |
Capital expenditures for developments | (21,156) | (54,405) |
Advances for the purchase of tenant assets, net of repayments | 997 | 360 |
Investment in unconsolidated Real Estate Ventures | (4,910) | (14,414) |
Deposits for real estate | 268 | (2,275) |
Escrowed cash | (32,009) | 6,991 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 8,306 | 1,436 |
Leasing costs paid | (4,129) | (4,716) |
Net cash provided by investing activities | 31,843 | 622,552 |
Cash flows from financing activities: | ||
Repayments of mortgage notes payable | (1,215) | (267,172) |
Proceeds from credit facility borrowings | 0 | 195,000 |
Repayments of credit facility borrowings | 0 | (195,000) |
Debt financing costs paid | 0 | (72) |
Proceeds from the exercise of stock options | 0 | 826 |
Shares used for employee taxes upon vesting of share awards | (129) | (289) |
Partner contributions to consolidated real estate venture | 29 | 18 |
Distributions paid to shareholders | (29,815) | (28,004) |
Distributions to non-controlling interest | (237) | (230) |
Net cash used in financing activities | (31,367) | (294,923) |
Increase in cash and cash equivalents | 40,735 | 366,823 |
Cash and cash equivalents at beginning of year | 193,919 | 56,694 |
Cash and cash equivalents at end of period | 234,654 | 423,517 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the three months ended March 31, 2017 and 2016 of $1,709 and $3,671, respectively | 11,268 | 13,656 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 30,047 | 28,278 |
Change in investment in real estate ventures as a result of dispositions | 12,549 | (1,130) |
Change in investment in real estate ventures related to non-cash disposition of property | 0 | (25,165) |
Change in capital expenditures financed through accounts payable at period end | 1,273 | 4,235 |
Change in capital expenditures financed through retention payable at period end | (199) | 753 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Cash flows from operating activities: | ||
Net income | 21,271 | 46,310 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 45,892 | 48,873 |
Amortization of deferred financing costs | 634 | 774 |
Amortization of debt discount/(premium), net | 362 | 382 |
Amortization of stock compensation costs | 3,124 | 2,296 |
Straight-line rent income | (5,895) | (6,104) |
Amortization of acquired above (below) market leases, net | (1,338) | (2,232) |
Straight-line ground rent expense | 22 | 22 |
Provision for doubtful accounts | 707 | 215 |
Net gain on real estate venture transactions | (14,582) | (5,929) |
Net gain on sale of interests in real estate | (7,323) | (115,456) |
Loss on early extinguishment of debt | 0 | 66,590 |
Provision for impairment | 2,730 | 7,390 |
Real Estate Venture loss in excess of distributions | 748 | 723 |
Deferred financing obligation | 0 | (253) |
Changes in assets and liabilities: | ||
Accounts receivable | (917) | 246 |
Other assets | (10,926) | (9,193) |
Accounts payable and accrued expenses | 9,089 | 6,296 |
Deferred income, gains and rent | (3,333) | (2,308) |
Other liabilities | (6) | 552 |
Net cash provided by operating activities | 40,259 | 39,194 |
Cash flows from investing activities: | ||
Proceeds from the sale of properties | 74,159 | 704,911 |
Proceeds from real estate venture sales | 27,230 | 4,812 |
Capital expenditures for tenant improvements | (11,408) | (13,949) |
Capital expenditures for redevelopments | (5,505) | (6,199) |
Capital expenditures for developments | (21,156) | (54,405) |
Advances for the purchase of tenant assets, net of repayments | 997 | 360 |
Investment in unconsolidated Real Estate Ventures | (4,910) | (14,414) |
Deposits for real estate | 268 | (2,275) |
Escrowed cash | (32,009) | 6,991 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 8,306 | 1,436 |
Leasing costs paid | (4,129) | (4,716) |
Net cash provided by investing activities | 31,843 | 622,552 |
Cash flows from financing activities: | ||
Repayments of mortgage notes payable | (1,215) | (267,172) |
Proceeds from credit facility borrowings | 0 | 195,000 |
Repayments of credit facility borrowings | 0 | (195,000) |
Debt financing costs paid | 0 | (72) |
Proceeds from the exercise of stock options | 0 | 826 |
Shares used for employee taxes upon vesting of share awards | (129) | (289) |
Partner contributions to consolidated real estate venture | 29 | 18 |
Distributions paid to shareholders | (30,052) | (28,234) |
Net cash used in financing activities | (31,367) | (294,923) |
Increase in cash and cash equivalents | 40,735 | 366,823 |
Cash and cash equivalents at beginning of year | 193,919 | 56,694 |
Cash and cash equivalents at end of period | 234,654 | 423,517 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the three months ended March 31, 2017 and 2016 of $1,709 and $3,671, respectively | 11,268 | 13,656 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 30,047 | 28,278 |
Change in investment in real estate ventures as a result of dispositions | 12,549 | (1,130) |
Change in investment in real estate ventures related to non-cash disposition of property | 0 | (25,165) |
Change in capital expenditures financed through accounts payable at period end | 1,273 | 4,235 |
Change in capital expenditures financed through retention payable at period end | $ (199) | $ 753 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Supplemental disclosure: | ||
Capitalized interest | $ 1,709 | $ 3,671 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Supplemental disclosure: | ||
Capitalized interest | $ 1,709 | $ 3,671 |
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, 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 | $ 46,310 | 46,310 | $ 46,308 | $ 389 | 2 | |||
Other comprehensive income (loss) | (9,159) | (9,159) | $ (9,079) | (9,159) | (80) | |||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (8,252) | |||||||
Issuance of partnership interest in consolidated real estate venture | 18 | 18 | 18 | 18 | ||||
Share-based compensation activity | 3,332 | 3,332 | $ 3,332 | |||||
Share-based compensation activity, Shares | 210,116 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | (401) | $ (401) | ||||||
Adjustment to non-controlling interest | 1 | (1) | ||||||
Distribution to preferred shareholders | (1,725) | (1,725) | (1,725) | |||||
Distributions to general partnership unitholders | (26,347) | (26,347) | ||||||
Ending Balance at Mar. 31, 2016 | 1,942,005 | $ 1,857,859 | $ 96,850 | (14,755) | 2,051 | |||
Ending Balance, Shares at Mar. 31, 2016 | 174,890,432 | 4,000,000 | ||||||
Beginning Balance at Dec. 31, 2016 | 1,859,642 | $ 1,762,764 | $ 96,850 | (2,122) | 2,150 | |||
Beginning Balance, Shares at Dec. 31, 2016 | 175,140,760 | 4,000,000 | ||||||
Net income | 21,271 | 21,271 | $ 21,266 | 169 | 5 | |||
Other comprehensive income (loss) | 1,300 | 1,300 | $ 1,288 | 1,300 | 12 | |||
Share Issuance from/(to) Deferred Compensation Plan | (48) | (48) | $ (48) | |||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (354) | |||||||
Issuance of LP Units | (219) | $ (219) | ||||||
Issuance of partnership interest in consolidated real estate venture | 29 | 29 | $ 29 | 29 | ||||
Share Choice Plan Issuance, Shares | (1,423) | |||||||
Bonus share issuance | 110 | 110 | $ 110 | |||||
Bonus share issuance, Shares | 6,752 | |||||||
Share-based compensation activity | 3,770 | 3,769 | $ 3,769 | |||||
Share-based compensation activity, Shares | 56,669 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | (340) | $ (340) | ||||||
Distribution to preferred shareholders | $ (1,725) | (1,725) | (1,725) | |||||
Distributions to general partnership unitholders | (28,122) | (28,122) | ||||||
Ending Balance at Mar. 31, 2017 | $ 1,855,667 | $ 1,757,455 | $ 96,850 | $ (822) | $ 2,184 | |||
Ending Balance, Shares at Mar. 31, 2017 | 175,202,404 | 4,000,000 |
Consolidated Statements of Pa11
Consolidated Statements of Partners' Equity (Parenthetical) - BRANDYWINE OPERATING PARTNERSHIP, L.P. - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Distributions to general partnership unitholders (USD per share) | $ 0.16 | $ 0.15 |
General Partner Capital [Member] | ||
Distributions to general partnership unitholders (USD per share) | $ 0.16 | $ 0.15 |
Organization of the Parent Comp
Organization of the Parent Company and The Operating Partnership | 3 Months Ended |
Mar. 31, 2017 | |
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, residential, 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 March 31, 2017, owned a 99.2% 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 March 31, 2017, the Company owned 104 properties that contain an aggregate of approximately 16.5 million net rentable square feet and consist of 90 office properties, six mixed-use properties, one retail property (97 properties, collectively the “Core Properties”), three development properties, three redevelopment properties and one property classified as held for sale (collectively, the “Properties”). In addition, as of March 31, 2017, the Company owned economic interests in 13 unconsolidated real estate ventures (collectively, the “Real Estate Ventures”), seven of which own properties that contain an aggregate of approximately 8.0 million net rentable square feet of office space; two of which own 4.3 acres of undeveloped parcels of land; two of which own 1.4 acres of land under active development and two of which own residential towers that contain 345 and 321 apartment units, respectively. As of March 31, 2017, the Company also owned 312 acres of undeveloped land and held options to purchase approximately 60 additional acres of undeveloped land. As of March 31, 2017, the total potential development that these land parcels could support, including the parcels under option, under current zoning and entitlements, amounted to an estimated 12.2 million square feet. The Properties and the properties owned by the Real Estate Ventures are located in or near Philadelphia, Pennsylvania; Metropolitan Washington, D.C.; Southern New Jersey; Richmond, Virginia; Wilmington, Delaware and Austin, Texas. In addition to managing properties owned by the Company, as of March 31, 2017, the Company was managing approximately 10.2 million net rentable square feet of office and industrial properties for third parties and Real Estate Ventures. The Company conducts its third-party real estate management services business primarily through wholly-owned management company subsidiaries. As of March 31, 2017, the management company subsidiaries were managing properties containing an aggregate of approximately 26.7 million net rentable square feet, of which approximately 16.5 million net rentable square feet related to Properties owned by the Company and approximately 10.2 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 | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017, the results of its operations for the three-month periods ended March 31, 2017 and 2016 and its cash flows for the three-month periods ended March 31, 2017 and 2016 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 2016 Annual Report on Form 10-K filed with the SEC on March 1, 2017. The Company's Annual Report on Form 10-K for the year ended December 31, 2016 contains a discussion of our significant accounting policies under Note 2, "Summary of Significant Accounting Policies". Reclassifications During the first quarter of 2017, the Company adopted ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which requires the Company to reclassify employer tax payments on account of employee tax withholdings on share-based awards from operating activities to financing activities. Prior to the issuance of ASU 2016-09, there was no guidance on the classification of cash paid by an employer to the taxing authorities when directly withholding shares for tax withholding purposes. As a result of the adoption, a $0.3 million cash outflow has been reclassified in the March 31, 2016 consolidated statements of cash flows from operating activities to financing activities. There was no other impact from the adoption of this guidance. During the quarter ended December 31, 2016, the Company early adopted ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”), which clarifies that debt prepayment costs should be presented as financing activities in the statement of cash flows. As a result of the adoption, $53.4 million was reclassified in the consolidated statements of cash flows from the operating activities section to the financing activities section of the consolidated statements of cash flows, within the “Repayment of mortgage notes payable” caption, for the three-months period ended March 31, 2016. There was no other impact from the adoption of this guidance. Recent Accounting Pronouncements On February 22, 2017, the FASB issued ASU No. 2017-05 (“ASU 2017-05) to provide guidance for recognizing gains and losses from the transfer of nonfinancial assets and in-substance non-financial assets in contracts with non-customers, unless other specific guidance applies. The standard requires a company to derecognize nonfinancial assets once it transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset. Additionally, when a company transfers its controlling interest in a nonfinancial asset, but retains a noncontrolling ownership interest, the company is required to measure any non-controlling interest it receives or retains at fair value. The guidance requires companies to recognize a full gain or loss on the transaction. As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 will be eliminated. As such, sales and partial sales of real estate assets will now be subject to the same derecognition model as all other nonfinancial assets. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The effective date of this guidance coincides with revenue recognition guidance. The Company is in the process of evaluating the impact of this new guidance and on its consolidated financial statements. The Company expects to utilize the modified retrospective approach. On January 5, 2017, the FASB issued ASU No. 2017-01 (“ASU 2017-01”) to amend the guidance for determining whether a transaction involves the purchase or disposal of a business or an asset. The amendments clarify that when substantially all of the fair value of the gross assets acquired or disposed of is concentrated in a single identifiable asset or a group of similar assets, the set of assets and activities is not a business. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years and early adoption is permitted for transactions which have not been previously reported in financial statements that have been issued. The Company adopted the guidance on the issuance date effective January 2017. The Company expects that most of its real estate acquisitions will be considered asset acquisitions under the new guidance and that transaction costs will be capitalized to the investment basis which is then subject to a purchase price allocation based on relative fair value. |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2017 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS As of March 31, 2017 and December 31, 2016, the gross carrying value of the Properties was as follows (in thousands): March 31, December 31, 2017 2016 Land $ 462,014 $ 469,522 Building and improvements 2,801,495 2,683,087 Tenant improvements 438,695 433,686 Operating properties 3,702,204 3,586,295 Assets held for sale - real estate investments (a) 5,576 73,591 Total $ 3,707,780 $ 3,659,886 (a) Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or other assets on the balance sheet of the property held for sale. See “ Held for Sale ” below in this Note 3. Dispositions The Company sold the following eight office properties and one mixed-use property during the three-month period ended March 31, 2017 (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) March 30, 2017 200, 210 & 220 Lake Drive East (Woodland Falls) Cherry Hill, NJ 3 215,465 $ 19,000 $ 17,771 $ (249 ) (b) March 15, 2017 Philadelphia Marine Center (Marine Piers) Philadelphia, PA 1 181,900 21,400 11,182 6,498 (c) March 13, 2017 11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) Beltsville, MD 3 313,810 9,000 8,354 - (d) February 2, 2017 1200 & 1220 Concord Avenue (Concord Airport Plaza) Concord, CA 2 350,256 33,100 32,010 551 (e) Total Dispositions 9 1,061,431 $ 82,500 $ 69,317 $ 6,800 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. (c) On March 15, 2017, the Company sold its sublease interest in the Piers at Penn’s Landing (the “Marine Piers”), which includes leasehold improvements containing 181,900 net rentable square feet, and a marina, located in Philadelphia, Pennsylvania for a sales price of $21.4 million, which will be paid in two installments. On the closing date, the buyer paid $12.0 million in cash. On the second purchase price installment date, the buyer will pay $9.4 million. The second purchase price installment is due on (a) January 31, 2020, in the event that the tenant at the Marine Piers does not exercise its existing option to extend the term of the sublease or (b) January 15, 2024, in the event that the tenant does exercise its current extension option to extend the term of the sublease. In accordance with ASC 360-20, Real Estate Sales (d) During the fourth quarter of 2016, the Company recognized a $3.0 million impairment related to these properties. During the first quarter of 2017, there was a price reduction of $1.7 million under the agreement of sale and an additional impairment of $1.7 million was recognized. (e) This sale is designated as a like-kind exchange under Section 1031 of the Internal Revenue Code (“IRC”) and, as such, the proceeds, totaling $32.0 million after closing costs and prorations, were deposited with a Qualified Intermediary, as defined under the IRC. The proceeds received at closing were recorded as “Other assets” in the Company’s consolidated balance sheet as of March 31, 2017. During the fourth quarter of 2016, the Company recognized a $11.5 million impairment related to these properties. In addition to the amounts in the table above, the Company recorded $0.5 million gain during the first quarter of 2017 from the receipt of additional cash from the disposition of Cira Square during 2016. For further information relating to this sale, see Note 3, “ Real Estate Investments The Company sold the following land parcels during the three-month period ended March 31, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Parcels Acres Sales Price Net Proceeds on Sale Gain on Sale February 15, 2017 Gateway Land C Richmond, VA 1 4.8 $ 1,100 $ 1,043 $ - (a) January 30, 2017 Garza Ranch Austin, TX 1 1.7 3,500 3,277 - (b) Total Dispositions 2 6.5 $ 4,600 $ 4,320 $ - (a) During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. (b) The Company has a continuing involvement through a completion guaranty, which requires the Company as developer to complete certain infrastructure improvements on behalf of the buyers of the land parcels. The cash received at settlement was recorded as “Deferred income, gains and rent” on the Company’s consolidated balance sheet and the Company will recognize the sale once the infrastructure improvements are complete. See Item 2., “ Management’s Discussion and Analysis of Financial Condition and Results of Operations – Contractual Obligations 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. Accordingly, the operating results of these properties remain classified within continuing operations for all periods presented. Held for Sale The following is a summary of one property classified as held for sale but which did not meet the criteria to be classified within discontinued operations at March 31, 2017 (in thousands): Held for Sale Property Included in Continuing Operations March 31, 2017 Other Segment - Retail ASSETS HELD FOR SALE Real estate investments: Operating properties $ 5,576 Accumulated depreciation (79 ) Operating real estate investments, net 5,497 Land held for development - Total real estate investments, net 5,497 Other assets 765 Total assets held for sale, net $ 6,262 LIABILITIES HELD FOR SALE Other liabilities $ 387 Total liabilities held for sale $ 387 As the fair value less anticipated costs to sell exceeded the carrying value for the property included in the above table, no provision for impairment was recorded. The fair value measurement is based on pricing in the purchase and sale agreement for the property. As the pricing in the purchase and sale agreement is unobservable, the Company determined that the input utilized to determine fair value for the property falls within Level 3 in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, “ Fair Value Measurements and Disclosures The sale of the held for sale property does not represent a strategic shift that has a major effect on the Company's operations and financial results. As a result, the operating results of the property remains classified within continuing operations for all periods presented. Held for Use Impairment As of March 31, 2017, the Company evaluated the recoverability of the carrying value of its properties that triggered assessment under the undiscounted cash flow model. Based on the Company’s evaluation, it was determined that due to the reduction in the Company’s intended hold period of four properties located in the Other segment, the Company would not recover the carrying values of these properties. Accordingly, the Company recorded impairment charges on these properties of $1.0 million at March 31, 2017, reducing the aggregate carrying values of the properties from $10.2 million to their estimated fair value of $9.2 million. The Company measured these impairments based on a discounted cash flow analysis, using a hold period of 10 years and residual capitalization rates and discount rates of 9.00% and 9.25%, respectively. The results were comparable to indicative pricing in the market. The assumptions used to determine fair value under the income approach are Level 3 inputs in accordance with the fair value hierarchy established by Accounting Standards Codification (ASC) Topic 820, “Fair Value Measurements and Disclosures.” |
Investment in Unconsolidated Re
Investment in Unconsolidated Real Estate Ventures | 3 Months Ended |
Mar. 31, 2017 | |
Equity Method Investments And Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES | 4. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES As of March 31, 2017, the Company held ownership interests in 13 unconsolidated Real Estate Ventures for an aggregate investment balance of $264.9 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 March 31, 2017, seven of the real estate ventures owned properties that contain an aggregate of approximately 8.0 million net rentable square feet of office space; two real estate ventures owned 4.3 acres of undeveloped parcels of land; two real estate ventures owned 1.4 acres of land under active development and two real estate ventures owned residential towers that contain 345 and 321 apartment units, respectively. 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 $1.5 million in each of the three-month periods ended March 31, 2017 and 2016. The Company has outstanding accounts receivable balances from its Real Estate Ventures of $1.6 million and $1.4 million as of March 31, 2017 and December 31, 2016, 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 in which the Company held interests as of March 31, 2017 and December 31, 2016 (in thousands): March 31, 2017 December 31, 2016 Net property $ 1,405,986 $ 1,483,067 Other assets 210,032 231,972 Other liabilities 107,161 129,486 Debt, net 946,891 989,738 Equity 561,966 595,815 Company’s share of equity (Company’s basis) (a) $ 264,941 $ 281,331 (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. The following is a summary of results of operations of the Real Estate Ventures in which the Company held interests during the three-month periods ended March 31, 2017 and 2016 (in thousands): Three-month periods ended March 31, 2017 2016 Revenue $ 54,279 $ 46,525 Operating expenses (25,166 ) (26,668 ) Interest expense, net (10,830 ) (8,989 ) Depreciation and amortization (20,761 ) (20,160 ) Net loss (a) $ (2,478 ) $ (9,292 ) Equity in loss of Real Estate Ventures $ (748 ) $ (403 ) (a) The three-month period ended March 31, 2016 amount includes $6.4 million of acquisition deal costs related to the formation of the MAP Venture during the three-month period ended March 31, 2016. The Parc at Plymouth Meeting Venture On January 31, 2017, the Company sold its 50% interest in TB-BDN Plymouth Apartments, L.P., a 50/50 real estate venture with Toll Brothers, at a gross sales value of $100.5 million, of which the Company was allocated 50% for its interest. The venture developed and operates a 398-unit multi-family complex in Plymouth Meeting, Pennsylvania encumbered by a $54.0 million construction loan. The construction loan was repaid commensurate with the sale of the Company’s 50% interest. As a result, the Company is no longer subject to a $3.2 million payment guarantee on the construction loan. The cash proceeds, after the payment of the Company’s share of the debt and closing costs, were $27.2 million. The carrying amount of the Company’s investment at the time of sale was $12.6 million, resulting in a $14.6 million gain on sale of interest in the real estate venture. Guarantees As of March 31, 2017, the Company’s unconsolidated real estate ventures had aggregate indebtedness to third parties of $953.8 million. These loans are generally mortgage or construction loans, most of which are non-recourse to the Company. As of March 31, 2017, the loans for which there is recourse to the Company consists of the following: ( Investment in Unconsolidated Real Estate Ventures, |
Intangible Assets and Liabiliti
Intangible Assets and Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND LIABILITIES | 5. INTANGIBLE ASSETS AND LIABILITIES As of March 31, 2017 and December 31, 2016, the Company’s intangible assets/liabilities were comprised of the following (in thousands): March 31, 2017 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 114,196 $ (54,834 ) $ 59,362 Tenant relationship value 13,036 (10,378 ) 2,658 Above market leases acquired 4,703 (2,501 ) 2,202 Total intangible assets, net $ 131,935 $ (67,713 ) $ 64,222 Acquired lease intangibles, net: Below market leases acquired $ 30,683 $ (14,079 ) $ 16,604 December 31, 2016 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 142,889 $ (75,696 ) $ 67,193 Tenant relationship value 13,074 (10,167 ) 2,907 Above market leases acquired 4,718 (2,340 ) 2,378 Total intangible assets, net $ 160,681 $ (88,203 ) $ 72,478 Acquired lease intangibles, net: Below market leases acquired $ 37,579 $ (19,460 ) $ 18,119 As of March 31, 2017, the Company’s annual amortization for its intangible assets/liabilities, assuming no prospective early lease terminations, are as follows (dollars in thousands): Assets Liabilities 2017 (nine months remaining) $ 11,409 $ 1,809 2018 11,754 2,196 2019 10,536 1,885 2020 8,457 1,337 2021 5,971 807 Thereafter 16,095 8,570 Total $ 64,222 $ 16,604 |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
DEBT OBLIGATIONS | 6. DEBT OBLIGATIONS The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at March 31, 2017 and December 31, 2016 (in thousands): March 31, 2017 December 31, 2016 Effective Interest Rate Maturity Date MORTGAGE DEBT: Two Logan Square $ 85,625 $ 86,012 3.98 % May 2020 One Commerce Square 126,198 127,026 3.64 % (a) Apr 2023 Two Commerce Square 112,000 112,000 4.51 % (b) Apr 2023 Principal balance outstanding 323,823 325,038 Plus: fair market value premium (discount), net (2,652 ) (2,761 ) Less: deferred financing costs (687 ) (728 ) Mortgage indebtedness $ 320,484 $ 321,549 UNSECURED DEBT Seven-Year Term Loan - Swapped to fixed $ 250,000 $ 250,000 3.72 % Oct 2022 $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 1,703,610 Plus: original issue premium (discount), net (4,424 ) (4,678 ) Less: deferred financing costs (6,999 ) (7,369 ) Total unsecured indebtedness $ 1,692,187 $ 1,691,563 Total Debt Obligations $ 2,012,671 $ 2,013,112 (a) This loan was assumed upon acquisition of the related properties on December 19, 2013. On December 29, 2015, the Company refinanced the debt increasing the principal balance to $130.0 million and extended the term of the scheduled maturity from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan outstanding on Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. (b) This loan was assumed upon acquisition of the related property 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. This loan is also secured by a lien on One Commerce Square. As of March 31, 2017 and December 31, 2016, 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 and during either of the three-month periods ended March 31, 2017 and March 31, 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 March 31, 2017. Management continuously monitors the Company’s compliance with and anticipated compliance with the covenants. Certain of the covenants restrict the Company’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 | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 and December 31, 2016, 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 March 31, 2017 and December 31, 2016 approximate the fair values for cash and cash equivalents, accounts receivable, other assets (except for the note receivable disclosed below), 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): March 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Unsecured notes payable $ 1,365,398 $ 1,381,975 $ 1,364,854 $ 1,372,758 Variable rate debt $ 326,789 $ 307,917 $ 326,709 $ 307,510 Mortgage notes payable $ 320,484 $ 327,144 $ 321,549 $ 328,853 Note receivable (a) $ 3,401 $ 3,918 $ 3,380 $ 3,717 (a) The inputs to originate the loan are unobservable and, as a result, are categorized as Level 3 . The Company determined fair value by calculating the present value of the cash payments to be received through the maturity date of the loan. See Note 2, “Summary of Significant Accounting Policies,” to the Company’s 2016 Annual Report on Form 10-K for the year ended December 31, 2016 for further information regarding the note origination. The inputs utilized to determine the fair value of the Company’s unsecured notes payable are categorized as Level 2. This is because the Company valued these instruments using quoted market prices as of March 31, 2017 and December 31, 2016. 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 inputs utilized to determine the fair value of the Company’s mortgage notes payable and variable rate debt are categorized as Level 3. 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 inputs 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 to calculate fair value as of March 31, 2017 and December 31, 2016 was 4.507% and 4.353%, 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 March 31, 2017 and December 31, 2016. 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 March 31, 2017, 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 | 3 Months Ended |
Mar. 31, 2017 | |
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 was $14.9 million at each of March 31, 2017 and December 31, 2016, 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 March 31, 2017 and December 31, 2016 was approximately $24.0 million and $24.4 million, respectively. |
Fair Value of Derivative Financ
Fair Value of Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 and December 31, 2016. 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 assets and other liabilities on the Company’s consolidated balance sheets). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 3/31/2017 12/31/2016 3/31/2017 12/31/2016 Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ 4,572 $ 3,733 Liabilities Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (169 ) (300 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (93 ) (214 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (37 ) (83 ) $ 328,610 $ 328,610 (a) Hedging unsecured variable rate debt. The Company measures its derivative instruments at fair value and records them gross in the consolidated balance sheet in other assets or other liabilities. Additionally, the Company recorded its share of the fair value of derivative financial instruments held by its unconsolidated real estate ventures, as of March 31, 2017. 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 | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 21,271 $ 21,271 $ 46,310 $ 46,310 Net income from continuing operations attributable to non-controlling interests (169 ) (169 ) (389 ) (389 ) Nonforfeitable dividends allocated to unvested restricted shareholders (99 ) (99 ) (105 ) (105 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income attributable to common shareholders $ 19,278 $ 19,278 $ 44,091 $ 44,091 Denominator Weighted-average shares outstanding 175,176,964 175,176,964 174,788,945 174,788,945 Contingent securities/Share based compensation - 1,024,908 - 682,468 Weighted-average shares outstanding 175,176,964 176,201,872 174,788,945 175,471,413 Earnings per Common Share: Net income attributable to common shareholders $ 0.11 $ 0.11 $ 0.25 $ 0.25 Redeemable common limited partnership units totaling 1,479,799 and 1,535,102 in March 31, 2017 and March 31, 2016, respectively, 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-month periods ended March 31, 2017 and 2016, 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 March 1, 2017, the Parent Company declared a distribution of $0.16 per common share, totaling $28.3 million, which was paid on April 19, 2017 to shareholders of record as of April 5, 2017. In addition, the Parent Company declared distributions on its 6.90% Series E Cumulative Redeemable Preferred Shares (NYSE: BDN-PE) (the “Series E Preferred Shares”) to holders of record as of March 30, 2017. These shares are entitled to a preferential return of 6.90% per annum on the $25.00 per share liquidation preference. Distributions paid on April 17, 2017 to holders of Series E Preferred Shares totaled $1.7 million. On March 10, 2017, the Parent Company announced its intention to redeem all of its outstanding 4,000,000 Series E Preferred Shares on April 11, 2017. The Series E Preferred Shares were redeemed in full on April 11, 2017 at a redemption price of $25.00 per share with cash from existing cash balances on hand. See Note 15, “ Subsequent Events |
Partners Equity of The Operatin
Partners Equity of The Operating Partnership | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 21,271 $ 21,271 $ 46,310 $ 46,310 Nonforfeitable dividends allocated to unvested restricted unitholders (99 ) (99 ) (105 ) (105 ) Preferred unit dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income attributable to non-controlling interests (5 ) (5 ) (2 ) (2 ) Net income attributable to common unitholders $ 19,442 $ 19,442 $ 44,478 $ 44,478 Denominator Weighted-average units outstanding 176,656,763 176,656,763 176,324,047 176,324,047 Contingent securities/Share based compensation - 1,024,908 - 682,468 Total weighted-average units outstanding 176,656,763 177,681,671 176,324,047 177,006,515 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.11 $ 0.11 $ 0.25 $ 0.25 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-month periods ended March 31, 2017 and 2016, 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 March 1, 2017, the Operating Partnership declared a distribution of $0.16 per common partnership unit, totaling $28.3 million, which was paid on April 19, 2017 to unitholders of record as of April 5, 2017. In addition, the Operating Partnership declared distributions on its Series E-Linked Preferred Mirror Units to holders of record as of March 30, 2017. These units are entitled to a preferential return of 6.90% per annum on the $25.00 per unit liquidation preference. Distributions paid on April 17, 2017 to holders of Series E-Linked Preferred Mirror Units totaled $1.7 million. On March 10, 2017, the Parent Company announced its intention to redeem all of its outstanding 4,000,000 Series E Preferred Shares on April 11, 2017. In connection with the redemption, on April 11, 2017, the Operating Partnership redeemed all of its Series E-Linked Preferred Mirror Units at a redemption price of $25.00 per unit with cash from existing cash balances on hand. See Note 15, “ Subsequent Events |
Share Based Compensation, 401(k
Share Based Compensation, 401(k) Plan and Deferred Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
SHARE BASED COMPENSATION, 401(k) PLAN AND DEFERRED COMPENSATION | 12. SHARE BASED COMPENSATION, 401(k) PLAN AND DEFERRED COMPENSATION Restricted Share Awards As of March 31, 2017, 618,961 restricted shares were outstanding under the Equity Incentive Plan and vest over three years from the initial grant dates. The remaining compensation expense to be recognized at March 31, 2017 was approximately $2.9 million, and is expected to be recognized over a weighted average remaining vesting period of 1.5 years. During the three-month periods ended March 31, 2017 and 2016, the Company recognized compensation expense related to outstanding restricted shares of $1.5 million and $1.2 million, respectively, of which $0.3 million and $0.3 million, respectively, were capitalized as part of the Company’s review of employee salaries eligible for capitalization. The following table summarizes the Company’s restricted share activity during the three months ended March 31, 2017: Shares Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested at January 1, 2017 488,604 $ 14.10 $ 8,066,852 Granted 141,751 16.68 2,364,127 Vested (9,394 ) 14.90 153,216 Forfeited (2,000 ) 13.58 Non-vested at March 31, 2017 618,961 $ 14.68 $ 10,045,737 On March 1, 2017, the Compensation Committee of the Parent Company’s Board of Trustees awarded to officers of the Company an aggregate 109,629 restricted common shares, which cliff vest on April 15, 2020. In addition, on March 7, 2017, the Compensation Committee awarded non-officer employees an aggregate 32,122 restricted common shares, which vest in two equal annual installments on April 15 of 2018 and 2019. Vesting of restricted common shares is subject to acceleration upon certain events, including if the recipient of the award were to die, become disabled or, in certain cases, retire in a qualifying retirement. Qualifying retirement generally means the recipient’s voluntary termination of employment after reaching at least age 57 and accumulating at least 15 years of service with the Company. In addition, in the case of the Company’s President and Chief Executive Officer, vesting would also accelerate if the Company were to terminate him without cause, or if he were to resign for good reason under his employment agreement. In addition, if the Company were to undergo a change of control, then unvested shares would also accelerate if, in connection with the change of control or within a specified period after the change of control, the holder’s employment were to terminate in a qualifying termination or resignation. In accordance with the accounting standard for share-based compensation, the Company amortizes share-based compensation costs through the qualifying retirement dates for those executives who meet the conditions for qualifying retirement during the scheduled vesting period and whose award agreements provide for vesting upon a qualifying retirement. Restricted Performance Share Units Plan The Compensation Committee of the Parent Company’s Board of Trustees has granted performance share-based awards (referred to as Restricted Performance Share Units, or RPSUs) to officers of the Parent Company. The RPSUs are settled in common shares, with the number of common shares issuable in settlement determined based on the Company’s total shareholder return over specified measurement periods compared to total shareholder returns of comparative groups over the measurement periods. The table below presents certain information as to unvested RPSU awards. RPSU Grant 2/23/2015 2/22/2016 3/1/2017 Total (Amounts below in shares, unless otherwise noted) Non-vested at January 1, 2017 147,589 231,388 - 378,977 Units Granted - - 174,854 174,854 Units Cancelled - - - - Non-vested at March 31, 2017 147,589 231,388 174,854 553,831 Measurement Period Commencement Date 1/1/2015 1/1/2016 1/1/2017 Measurement Period End Date 12/31/2017 12/31/2018 12/31/2019 Units Granted 186,395 231,388 174,854 Fair Value of Units on Grant Date (in thousands) $ 3,933 $ 3,558 $ 3,735 The Company values each RPSU on its grant date using a Monte Carlo simulation. The fair values of each award are being amortized over the three year cliff vesting period. The vesting of RPSUs is subject to acceleration upon a change in control or if the recipient of the award were to die, become disabled or retire in a qualifying retirement prior to the vesting date. In accordance with the accounting standard for share-based compensation, the Company amortizes stock-based compensation costs through the qualifying retirement date for those executives who meet the conditions for qualifying retirement during the schedule vesting period. For the three months ended March 31, 2017, the Company recognized total compensation expense for the 2017, 2016 and 2015 RPSU awards of $2.4 million, of which $0.5 million was capitalized consistent with the Company’s policies for capitalizing eligible portions of employee compensation. For the three months ended March 31, 2016, the Company recognized total compensation expense for the 2016, 2015 and 2014 RPSU awards of $1.7 million, of which $0.5 million was capitalized consistent with the Company’s policies for capitalizing eligible portions of employee compensation. The remaining compensation expense to be recognized at March 31, 2017 was approximately $2.9 million, and is expected to be recognized over a weighted average remaining vesting period of 1.9 years. The Company issued 55,299 common shares on February 1, 2017 in settlement of RPSUs that had been awarded on March 11, 2014 and 12, 2014 (with a three-year measurement period ended December 31, 2016). Holders of these RPSUs also received a cash dividend of $0.16 per share for these common shares on February 6, 2017. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 13. SEGMENT INFORMATION As of March 31, 2017, the Company managed its portfolio within five segments: (1) Philadelphia Central Business District (CBD), (2) Pennsylvania Suburbs, (3) Metropolitan Washington, D.C., (4) Austin, Texas and (5) Other. The Philadelphia CBD segment includes properties located in the City of Philadelphia in Pennsylvania. The Pennsylvania Suburbs segment includes properties in Chester, Delaware, and Montgomery counties in the Philadelphia suburbs. 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 located in New Jersey/Delaware. On February 2, 2017, the Company sold its last two remaining properties located in California, which were previously included in the Other segment. See Note 3, “Real Estate Investments,” The following tables provide selected asset information and results of operations of the Company's reportable segments (in thousands): Real estate investments, at cost: March 31, 2017 December 31, 2016 Philadelphia CBD $ 1,471,258 $ 1,320,974 Pennsylvania Suburbs 1,006,780 1,005,446 Metropolitan Washington, D.C. 974,838 975,987 Austin, Texas 146,858 146,794 Other 102,470 137,094 $ 3,702,204 $ 3,586,295 Assets held for sale (a) 5,576 73,591 Operating Properties $ 3,707,780 $ 3,659,886 Corporate Construction-in-progress $ 166,372 $ 297,462 Land held for development $ 153,268 $ 150,970 (a) A , “Real Estate Investments,” . None of the above aforementioned sales or properties classified as held for sale are considered significant dispositions under the accounting guidance for discontinued operations. Net operating income (in thousands): Three-month periods ended March 31, 2017 2016 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 54,449 $ (20,837 ) $ 33,612 $ 49,670 $ (19,256 ) $ 30,414 Pennsylvania Suburbs 35,655 (12,584 ) 23,071 37,106 (13,155 ) 23,951 Metropolitan Washington, D.C. 23,362 (9,383 ) 13,979 27,339 (10,899 ) 16,440 Austin, Texas 9,123 (3,573 ) 5,550 8,547 (3,255 ) 5,292 Other 6,362 (3,856 ) 2,506 12,740 (7,602 ) 5,138 Corporate 1,969 (848 ) 1,121 1,100 (608 ) 492 Operating Properties $ 130,920 $ (51,081 ) $ 79,839 $ 136,502 $ (54,775 ) $ 81,727 (a) Includes property operating expense, real estate taxes and third party management expense. Unconsolidated real estate ventures (in thousands): Investment in real estate ventures, at equity Equity in loss of real estate ventures As of Three-month periods ended March 31, March 31, 2017 December 31, 2016 2017 2016 Philadelphia CBD $ 44,618 $ 48,691 $ (67 ) $ 455 Pennsylvania Suburbs 3,147 15,421 276 265 Metropolitan Washington, D.C. 143,591 141,786 467 (448 ) MAP Venture (a) 17,776 20,893 (1,117 ) (556 ) Other 1,713 1,654 58 161 Austin, Texas 54,096 52,886 (365 ) (280 ) Total $ 264,941 $ 281,331 $ (748 ) $ (403 ) (a) 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. 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. 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. Property operating expenses that are included in determining NOI consist of costs that are necessary and allocable to our operating properties such as utilities, property-level salaries, repairs and maintenance, property insurance, management fees and bad debt expense. General and administrative expenses that are not reflected in NOI primarily consist of corporate-level salaries, amortization of share awards and professional fees that are incurred as part of corporate office management. 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 believes NOI provides useful information to investors regarding the financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. While NOI is a relevant and widely used measure of operating performance of real estate investment trusts, it does not represent cash flow from operations or net income as defined by GAAP and should not be considered as an alternative to those measures in evaluating our liquidity or operating performance. NOI does not reflect interest expenses, real estate impairment losses, depreciation and amortization costs, capital expenditures and leasing costs. 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, as defined by GAAP (in thousands): Three-month periods ended March 31, 2017 2016 Consolidated net operating income $ 79,839 $ 81,727 Less: Interest expense (21,437 ) (23,691 ) Interest expense - amortization of deferred financing costs (634 ) (774 ) Interest expense - financing obligation - (281 ) Depreciation and amortization (45,892 ) (48,873 ) General and administrative expenses (9,425 ) (9,120 ) Equity in loss of Real Estate Ventures (748 ) (403 ) Provision for impairment (2,730 ) (7,390 ) Loss on early extinguishment of debt - (66,590 ) Plus: Interest income 393 320 Net gain on disposition of real estate 7,323 115,456 Net gain on Real Estate Venture transactions 14,582 5,929 Net income $ 21,271 $ 46,310 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 14. 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 may be required to fund required leasing and capital reserve accounts for the benefit of the mortgage lenders with a letter-of-credit. As of March 31, 2017, there is an associated $10.0 million letter of credit for a mortgage lender. 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 4 to 72 years. Minimum future rental payments on non-cancelable leases at March 31, 2017 are as follows (in thousands): Year Minimum Rent 2017 (nine months remaining) $ 904 2018 1,205 2019 1,205 2020 1,205 2021 1,205 Thereafter 57,208 Total $ 62,932 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, 2016 for further detail regarding commitments and contingencies. Put Agreement 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 March 31, 2017, the liability had accreted to $1.8 million. As there were no significant changes to the inputs, the liability remains within Level 3 for fair value reporting. Debt Guarantees As of March 31, 2017, the Company’s unconsolidated real estate ventures had aggregate indebtedness to third parties of $953.8 million. These loans are generally mortgage or construction loans, most of which are non-recourse to the Company. In addition, in certain instances, the Company provides non-recourse carve-out guarantees on these non-recourse loans. As of March 31, 2017, the loans for which there is recourse to the Company consists of the following: (i) a $55.4 million payment guaranty on the term loan for evo at Cira; (ii) Investment in Unconsolidated Real Estate Ventures," Other Commitments or Contingencies 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. As of March 31, 2017, Company is under agreement to sell 8.4 acres and has sold 1.7 acres (of the 34.6 acres) to two unaffiliated third parties. In connection with the agreements of sale, the Company entered into a development agreement and related completion guarantee to construct certain infrastructure improvements to the land on behalf of each buyer, estimated to cost $13.6 million. Total estimated costs related to the improvements are included in the sale price of each land parcel. Recognition of the sale of the land parcels is deferred until the improvements are completed. 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 $78.1 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. As of March 31, 2017, the Company does not expect to incur costs in excess of the NTE amount. Also on December 3, 2015, the Company entered into an agreement to construct an 83,000 square foot build-to-suit service center (the “Subaru NSTC Development”) on land parcels owned by the Company for Subaru as the single tenant. On such date, Subaru entered into an 18-year lease for the service center. The lease contains a purchase option, which allows Subaru to purchase the property at commencement of the lease, or five years subsequent to inception, at depreciated cost. The Company currently expects to deliver the building during the second quarter of 2018. At March 31, 2017, $10.8 million of the project costs, totaling $44.3 million, had been funded. The Company invests in its properties and regularly incurs capital expenditures in the ordinary course of business 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. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 15. SUBSEQUENT EVENTS Preferred Share Redemption On April 11, 2017 (the “Redemption Date”), the Parent Company completed the previously announced redemption of all of its outstanding 4,000,000 Series E Preferred Shares at a redemption price of $25.00 per share (the “Redemption Price”). On April 17, 2017 (the “Distribution Payment Date”), the Parent Company paid each holder of record of Series E Preferred Shares on March 30, 2017 all accrued and unpaid distributions on the Series E Preferred Shares up to, but not including the Distribution Payment Date, which represents an amount equal to $0.50792 per share (the “Distribution”). From and after the Distribution Payment Date, distributions ceased to accrue, and on and after the Distribution Payment Date, the only remaining right of holders of the Series E Preferred Shares is the right to receive payment of the Redemption Price and Distribution. Following the redemption, the Series E Preferred Shares were delisted from the New York Stock Exchange. The Redemption Price together with the Distribution amounting to $102.0 million was paid by the Parent Company to the Depository Trust Company on April 11, 2017 from available cash balances on hand. On the Redemption Date, the Company recognized a preferred share redemption charge of $3.2 million related to the original issuance costs. In connection with this redemption, the Operating Partnership redeemed all of its 4,000,000 outstanding Series E-Linked Preferred Mirror Units. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017, the results of its operations for the three-month periods ended March 31, 2017 and 2016 and its cash flows for the three-month periods ended March 31, 2017 and 2016 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 2016 Annual Report on Form 10-K filed with the SEC on March 1, 2017. The Company's Annual Report on Form 10-K for the year ended December 31, 2016 contains a discussion of our significant accounting policies under Note 2, "Summary of Significant Accounting Policies". |
Reclassifications | Reclassifications During the first quarter of 2017, the Company adopted ASU 2016-09, Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which requires the Company to reclassify employer tax payments on account of employee tax withholdings on share-based awards from operating activities to financing activities. Prior to the issuance of ASU 2016-09, there was no guidance on the classification of cash paid by an employer to the taxing authorities when directly withholding shares for tax withholding purposes. As a result of the adoption, a $0.3 million cash outflow has been reclassified in the March 31, 2016 consolidated statements of cash flows from operating activities to financing activities. There was no other impact from the adoption of this guidance. During the quarter ended December 31, 2016, the Company early adopted ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”), which clarifies that debt prepayment costs should be presented as financing activities in the statement of cash flows. As a result of the adoption, $53.4 million was reclassified in the consolidated statements of cash flows from the operating activities section to the financing activities section of the consolidated statements of cash flows, within the “Repayment of mortgage notes payable” caption, for the three-months period ended March 31, 2016. There was no other impact from the adoption of this guidance. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On February 22, 2017, the FASB issued ASU No. 2017-05 (“ASU 2017-05) to provide guidance for recognizing gains and losses from the transfer of nonfinancial assets and in-substance non-financial assets in contracts with non-customers, unless other specific guidance applies. The standard requires a company to derecognize nonfinancial assets once it transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset. Additionally, when a company transfers its controlling interest in a nonfinancial asset, but retains a noncontrolling ownership interest, the company is required to measure any non-controlling interest it receives or retains at fair value. The guidance requires companies to recognize a full gain or loss on the transaction. As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 will be eliminated. As such, sales and partial sales of real estate assets will now be subject to the same derecognition model as all other nonfinancial assets. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The effective date of this guidance coincides with revenue recognition guidance. The Company is in the process of evaluating the impact of this new guidance and on its consolidated financial statements. The Company expects to utilize the modified retrospective approach. On January 5, 2017, the FASB issued ASU No. 2017-01 (“ASU 2017-01”) to amend the guidance for determining whether a transaction involves the purchase or disposal of a business or an asset. The amendments clarify that when substantially all of the fair value of the gross assets acquired or disposed of is concentrated in a single identifiable asset or a group of similar assets, the set of assets and activities is not a business. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years and early adoption is permitted for transactions which have not been previously reported in financial statements that have been issued. The Company adopted the guidance on the issuance date effective January 2017. The Company expects that most of its real estate acquisitions will be considered asset acquisitions under the new guidance and that transaction costs will be capitalized to the investment basis which is then subject to a purchase price allocation based on relative fair value. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Real Estate Properties [Line Items] | |
Gross Carrying Value Of Company's Properties | As of March 31, 2017 and December 31, 2016, the gross carrying value of the Properties was as follows (in thousands): March 31, December 31, 2017 2016 Land $ 462,014 $ 469,522 Building and improvements 2,801,495 2,683,087 Tenant improvements 438,695 433,686 Operating properties 3,702,204 3,586,295 Assets held for sale - real estate investments (a) 5,576 73,591 Total $ 3,707,780 $ 3,659,886 (a) Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or other assets on the balance sheet of the property held for sale. See “ Held for Sale ” below in this Note 3. |
Dispositions | The Company sold the following eight office properties and one mixed-use property during the three-month period ended March 31, 2017 (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) March 30, 2017 200, 210 & 220 Lake Drive East (Woodland Falls) Cherry Hill, NJ 3 215,465 $ 19,000 $ 17,771 $ (249 ) (b) March 15, 2017 Philadelphia Marine Center (Marine Piers) Philadelphia, PA 1 181,900 21,400 11,182 6,498 (c) March 13, 2017 11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) Beltsville, MD 3 313,810 9,000 8,354 - (d) February 2, 2017 1200 & 1220 Concord Avenue (Concord Airport Plaza) Concord, CA 2 350,256 33,100 32,010 551 (e) Total Dispositions 9 1,061,431 $ 82,500 $ 69,317 $ 6,800 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. (c) On March 15, 2017, the Company sold its sublease interest in the Piers at Penn’s Landing (the “Marine Piers”), which includes leasehold improvements containing 181,900 net rentable square feet, and a marina, located in Philadelphia, Pennsylvania for a sales price of $21.4 million, which will be paid in two installments. On the closing date, the buyer paid $12.0 million in cash. On the second purchase price installment date, the buyer will pay $9.4 million. The second purchase price installment is due on (a) January 31, 2020, in the event that the tenant at the Marine Piers does not exercise its existing option to extend the term of the sublease or (b) January 15, 2024, in the event that the tenant does exercise its current extension option to extend the term of the sublease. In accordance with ASC 360-20, Real Estate Sales (d) During the fourth quarter of 2016, the Company recognized a $3.0 million impairment related to these properties. During the first quarter of 2017, there was a price reduction of $1.7 million under the agreement of sale and an additional impairment of $1.7 million was recognized. (e) This sale is designated as a like-kind exchange under Section 1031 of the Internal Revenue Code (“IRC”) and, as such, the proceeds, totaling $32.0 million after closing costs and prorations, were deposited with a Qualified Intermediary, as defined under the IRC. The proceeds received at closing were recorded as “Other assets” in the Company’s consolidated balance sheet as of March 31, 2017. During the fourth quarter of 2016, the Company recognized a $11.5 million impairment related to these properties. The Company sold the following land parcels during the three-month period ended March 31, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Parcels Acres Sales Price Net Proceeds on Sale Gain on Sale February 15, 2017 Gateway Land C Richmond, VA 1 4.8 $ 1,100 $ 1,043 $ - (a) January 30, 2017 Garza Ranch Austin, TX 1 1.7 3,500 3,277 - (b) Total Dispositions 2 6.5 $ 4,600 $ 4,320 $ - (a) During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. (b) The Company has a continuing involvement through a completion guaranty, which requires the Company as developer to complete certain infrastructure improvements on behalf of the buyers of the land parcels. The cash received at settlement was recorded as “Deferred income, gains and rent” on the Company’s consolidated balance sheet and the Company will recognize the sale once the infrastructure improvements are complete. See Item 2., “ Management’s Discussion and Analysis of Financial Condition and Results of Operations – Contractual Obligations |
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 one property classified as held for sale but which did not meet the criteria to be classified within discontinued operations at March 31, 2017 (in thousands): Held for Sale Property Included in Continuing Operations March 31, 2017 Other Segment - Retail ASSETS HELD FOR SALE Real estate investments: Operating properties $ 5,576 Accumulated depreciation (79 ) Operating real estate investments, net 5,497 Land held for development - Total real estate investments, net 5,497 Other assets 765 Total assets held for sale, net $ 6,262 LIABILITIES HELD FOR SALE Other liabilities $ 387 Total liabilities held for sale $ 387 |
Investment in Unconsolidated 29
Investment in Unconsolidated Real Estate Ventures (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investment in Real Estate Ventures and Share of Real Estate Ventures' Income (Loss) | The following is a summary of the financial position of the Real Estate Ventures in which the Company held interests as of March 31, 2017 and December 31, 2016 (in thousands): March 31, 2017 December 31, 2016 Net property $ 1,405,986 $ 1,483,067 Other assets 210,032 231,972 Other liabilities 107,161 129,486 Debt, net 946,891 989,738 Equity 561,966 595,815 Company’s share of equity (Company’s basis) (a) $ 264,941 $ 281,331 (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. The following is a summary of results of operations of the Real Estate Ventures in which the Company held interests during the three-month periods ended March 31, 2017 and 2016 (in thousands): Three-month periods ended March 31, 2017 2016 Revenue $ 54,279 $ 46,525 Operating expenses (25,166 ) (26,668 ) Interest expense, net (10,830 ) (8,989 ) Depreciation and amortization (20,761 ) (20,160 ) Net loss (a) $ (2,478 ) $ (9,292 ) Equity in loss of Real Estate Ventures $ (748 ) $ (403 ) (a) The three-month period ended March 31, 2016 amount includes $6.4 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 Liabili30
Intangible Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets and Liabilities | As of March 31, 2017 and December 31, 2016, the Company’s intangible assets/liabilities were comprised of the following (in thousands): March 31, 2017 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 114,196 $ (54,834 ) $ 59,362 Tenant relationship value 13,036 (10,378 ) 2,658 Above market leases acquired 4,703 (2,501 ) 2,202 Total intangible assets, net $ 131,935 $ (67,713 ) $ 64,222 Acquired lease intangibles, net: Below market leases acquired $ 30,683 $ (14,079 ) $ 16,604 December 31, 2016 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 142,889 $ (75,696 ) $ 67,193 Tenant relationship value 13,074 (10,167 ) 2,907 Above market leases acquired 4,718 (2,340 ) 2,378 Total intangible assets, net $ 160,681 $ (88,203 ) $ 72,478 Acquired lease intangibles, net: Below market leases acquired $ 37,579 $ (19,460 ) $ 18,119 |
Summary of Amortization for Intangible Assets and Liabilities | As of March 31, 2017, the Company’s annual amortization for its intangible assets/liabilities, assuming no prospective early lease terminations, are as follows (dollars in thousands): Assets Liabilities 2017 (nine months remaining) $ 11,409 $ 1,809 2018 11,754 2,196 2019 10,536 1,885 2020 8,457 1,337 2021 5,971 807 Thereafter 16,095 8,570 Total $ 64,222 $ 16,604 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Consolidated debt obligations | The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at March 31, 2017 and December 31, 2016 (in thousands): March 31, 2017 December 31, 2016 Effective Interest Rate Maturity Date MORTGAGE DEBT: Two Logan Square $ 85,625 $ 86,012 3.98 % May 2020 One Commerce Square 126,198 127,026 3.64 % (a) Apr 2023 Two Commerce Square 112,000 112,000 4.51 % (b) Apr 2023 Principal balance outstanding 323,823 325,038 Plus: fair market value premium (discount), net (2,652 ) (2,761 ) Less: deferred financing costs (687 ) (728 ) Mortgage indebtedness $ 320,484 $ 321,549 UNSECURED DEBT Seven-Year Term Loan - Swapped to fixed $ 250,000 $ 250,000 3.72 % Oct 2022 $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 1,703,610 Plus: original issue premium (discount), net (4,424 ) (4,678 ) Less: deferred financing costs (6,999 ) (7,369 ) Total unsecured indebtedness $ 1,692,187 $ 1,691,563 Total Debt Obligations $ 2,012,671 $ 2,013,112 (a) This loan was assumed upon acquisition of the related properties on December 19, 2013. On December 29, 2015, the Company refinanced the debt increasing the principal balance to $130.0 million and extended the term of the scheduled maturity from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan outstanding on Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. (b) This loan was assumed upon acquisition of the related property 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. This loan is also secured by a lien on One Commerce Square. |
Fair Value of Financial Instr32
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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): March 31, 2017 December 31, 2016 Carrying Amount Fair Value Carrying Amount Fair Value Unsecured notes payable $ 1,365,398 $ 1,381,975 $ 1,364,854 $ 1,372,758 Variable rate debt $ 326,789 $ 307,917 $ 326,709 $ 307,510 Mortgage notes payable $ 320,484 $ 327,144 $ 321,549 $ 328,853 Note receivable (a) $ 3,401 $ 3,918 $ 3,380 $ 3,717 1. The inputs to originate the loan are unobservable and, as a result, are categorized as Level 3 . The Company determined fair value by calculating the present value of the cash payments to be received through the maturity date of the loan. See Note 2, “Summary of Significant Accounting Policies,” to the Company’s 2016 Annual Report on Form 10-K for the year ended December 31, 2016 for further information regarding the note origination. |
Fair Value of Derivative Fina33
Fair Value of Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 and December 31, 2016. 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 assets and other liabilities on the Company’s consolidated balance sheets). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 3/31/2017 12/31/2016 3/31/2017 12/31/2016 Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ 4,572 $ 3,733 Liabilities Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (169 ) (300 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (93 ) (214 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (37 ) (83 ) $ 328,610 $ 328,610 (a) Hedging unsecured variable rate debt. |
Beneficiaries Equity of the P34
Beneficiaries Equity of the Parent Company (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 21,271 $ 21,271 $ 46,310 $ 46,310 Net income from continuing operations attributable to non-controlling interests (169 ) (169 ) (389 ) (389 ) Nonforfeitable dividends allocated to unvested restricted shareholders (99 ) (99 ) (105 ) (105 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income attributable to common shareholders $ 19,278 $ 19,278 $ 44,091 $ 44,091 Denominator Weighted-average shares outstanding 175,176,964 175,176,964 174,788,945 174,788,945 Contingent securities/Share based compensation - 1,024,908 - 682,468 Weighted-average shares outstanding 175,176,964 176,201,872 174,788,945 175,471,413 Earnings per Common Share: Net income attributable to common shareholders $ 0.11 $ 0.11 $ 0.25 $ 0.25 |
Partners Equity of the Operat35
Partners Equity of the Operating Partnership (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 21,271 $ 21,271 $ 46,310 $ 46,310 Net income from continuing operations attributable to non-controlling interests (169 ) (169 ) (389 ) (389 ) Nonforfeitable dividends allocated to unvested restricted shareholders (99 ) (99 ) (105 ) (105 ) Preferred share dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income attributable to common shareholders $ 19,278 $ 19,278 $ 44,091 $ 44,091 Denominator Weighted-average shares outstanding 175,176,964 175,176,964 174,788,945 174,788,945 Contingent securities/Share based compensation - 1,024,908 - 682,468 Weighted-average shares outstanding 175,176,964 176,201,872 174,788,945 175,471,413 Earnings per Common Share: Net income attributable to common shareholders $ 0.11 $ 0.11 $ 0.25 $ 0.25 |
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 March 31, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 21,271 $ 21,271 $ 46,310 $ 46,310 Nonforfeitable dividends allocated to unvested restricted unitholders (99 ) (99 ) (105 ) (105 ) Preferred unit dividends (1,725 ) (1,725 ) (1,725 ) (1,725 ) Net income attributable to non-controlling interests (5 ) (5 ) (2 ) (2 ) Net income attributable to common unitholders $ 19,442 $ 19,442 $ 44,478 $ 44,478 Denominator Weighted-average units outstanding 176,656,763 176,656,763 176,324,047 176,324,047 Contingent securities/Share based compensation - 1,024,908 - 682,468 Total weighted-average units outstanding 176,656,763 177,681,671 176,324,047 177,006,515 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.11 $ 0.11 $ 0.25 $ 0.25 |
Share Based Compensation, 40136
Share Based Compensation, 401(k) Plan and Deferred Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Company's Restricted Share Activity | The following table summarizes the Company’s restricted share activity during the three months ended March 31, 2017: Shares Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Non-vested at January 1, 2017 488,604 $ 14.10 $ 8,066,852 Granted 141,751 16.68 2,364,127 Vested (9,394 ) 14.90 153,216 Forfeited (2,000 ) 13.58 Non-vested at March 31, 2017 618,961 $ 14.68 $ 10,045,737 |
Schedule of Restricted Performance Share Units Plan | The table below presents certain information as to unvested RPSU awards. RPSU Grant 2/23/2015 2/22/2016 3/1/2017 Total (Amounts below in shares, unless otherwise noted) Non-vested at January 1, 2017 147,589 231,388 - 378,977 Units Granted - - 174,854 174,854 Units Cancelled - - - - Non-vested at March 31, 2017 147,589 231,388 174,854 553,831 Measurement Period Commencement Date 1/1/2015 1/1/2016 1/1/2017 Measurement Period End Date 12/31/2017 12/31/2018 12/31/2019 Units Granted 186,395 231,388 174,854 Fair Value of Units on Grant Date (in thousands) $ 3,933 $ 3,558 $ 3,735 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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: March 31, 2017 December 31, 2016 Philadelphia CBD $ 1,471,258 $ 1,320,974 Pennsylvania Suburbs 1,006,780 1,005,446 Metropolitan Washington, D.C. 974,838 975,987 Austin, Texas 146,858 146,794 Other 102,470 137,094 $ 3,702,204 $ 3,586,295 Assets held for sale (a) 5,576 73,591 Operating Properties $ 3,707,780 $ 3,659,886 Corporate Construction-in-progress $ 166,372 $ 297,462 Land held for development $ 153,268 $ 150,970 (a) A , “Real Estate Investments,” . None of the above aforementioned sales or properties classified as held for sale are considered significant dispositions under the accounting guidance for discontinued operations. Net operating income (in thousands): Three-month periods ended March 31, 2017 2016 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 54,449 $ (20,837 ) $ 33,612 $ 49,670 $ (19,256 ) $ 30,414 Pennsylvania Suburbs 35,655 (12,584 ) 23,071 37,106 (13,155 ) 23,951 Metropolitan Washington, D.C. 23,362 (9,383 ) 13,979 27,339 (10,899 ) 16,440 Austin, Texas 9,123 (3,573 ) 5,550 8,547 (3,255 ) 5,292 Other 6,362 (3,856 ) 2,506 12,740 (7,602 ) 5,138 Corporate 1,969 (848 ) 1,121 1,100 (608 ) 492 Operating Properties $ 130,920 $ (51,081 ) $ 79,839 $ 136,502 $ (54,775 ) $ 81,727 (a) Includes property operating expense, real estate taxes and third party management expense. Unconsolidated real estate ventures (in thousands): Investment in real estate ventures, at equity Equity in loss of real estate ventures As of Three-month periods ended March 31, March 31, 2017 December 31, 2016 2017 2016 Philadelphia CBD $ 44,618 $ 48,691 $ (67 ) $ 455 Pennsylvania Suburbs 3,147 15,421 276 265 Metropolitan Washington, D.C. 143,591 141,786 467 (448 ) MAP Venture (a) 17,776 20,893 (1,117 ) (556 ) Other 1,713 1,654 58 161 Austin, Texas 54,096 52,886 (365 ) (280 ) Total $ 264,941 $ 281,331 $ (748 ) $ (403 ) (a) 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. 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. |
Reconciliation of Consolidated NOI to Consolidated Net Income (Loss) | The following is a reconciliation of consolidated NOI to consolidated net income, as defined by GAAP (in thousands): Three-month periods ended March 31, 2017 2016 Consolidated net operating income $ 79,839 $ 81,727 Less: Interest expense (21,437 ) (23,691 ) Interest expense - amortization of deferred financing costs (634 ) (774 ) Interest expense - financing obligation - (281 ) Depreciation and amortization (45,892 ) (48,873 ) General and administrative expenses (9,425 ) (9,120 ) Equity in loss of Real Estate Ventures (748 ) (403 ) Provision for impairment (2,730 ) (7,390 ) Loss on early extinguishment of debt - (66,590 ) Plus: Interest income 393 320 Net gain on disposition of real estate 7,323 115,456 Net gain on Real Estate Venture transactions 14,582 5,929 Net income $ 21,271 $ 46,310 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Future Rental Payments on Non-cancelable Leases | Minimum future rental payments on non-cancelable leases at March 31, 2017 are as follows (in thousands): Year Minimum Rent 2017 (nine months remaining) $ 904 2018 1,205 2019 1,205 2020 1,205 2021 1,205 Thereafter 57,208 Total $ 62,932 |
Organization of The Parent Co39
Organization of The Parent Company and The Operating Partnership (Textual) (Details) - Mar. 31, 2017 ft² in Millions | Total | property | ft² | Real_Estate_Investment | a | Apartment_unit |
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 104 | |||||
Office Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 90 | |||||
Mixed Use Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 6 | |||||
Retail Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 1 | |||||
Core Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 97 | |||||
Development Property [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 3 | |||||
Redevelopment Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 3 | |||||
Assets Held-for-sale [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | 1 | |||||
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 | 13 | |||||
Unconsolidated Real Estate Ventures [Member] | Seven Real Estate Ventures [Member] | Office Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 7 | |||||
Rentable Square Feet | ft² | 8 | |||||
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] | Two Other 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 | 2 | |||||
Acreage of land | a | 1.4 | |||||
Unconsolidated Real Estate Ventures [Member] | Two Other Real Estate Ventures [Member] | Residential Tower One [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] | Two Other Real Estate Ventures [Member] | Residential Tower Two [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 | 321 | 321 | ||||
Parent Company [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Ownership in the Operating Partnership | 99.20% | |||||
Net Rentable Square Feet | ft² | 16.5 | |||||
Area Owned by Company of Undeveloped Parcels of Land | a | 312 | |||||
Area of Additional Undeveloped Parcels of Land With Option to Purchase | a | 60 | |||||
Total Potential Development Capacity | ft² | 12.2 | |||||
Wholly-owned Management Company Subsidiaries [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Net Rentable Square Feet | ft² | 26.7 | |||||
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 | ft² | 10.2 | |||||
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 | ft² | 16.5 | |||||
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 | ft² | 10.2 |
Basis of Presentation (Textual)
Basis of Presentation (Textual) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Basis Of Presentation [Line Items] | ||
Shares used for employee taxes upon vesting of share awards | $ 129 | $ 289 |
ASU 2016-09 [Member] | Reclassified from Operating Activities to Financing Activities [Member] | ||
Basis Of Presentation [Line Items] | ||
Shares used for employee taxes upon vesting of share awards | 300 | |
ASU 2016-15 [Member] | Reclassified from Operating Activities to Financing Activities [Member] | ||
Basis Of Presentation [Line Items] | ||
Debt prepayment costs | $ 53,400 |
Real Estate Investments - Gross
Real Estate Investments - Gross Carrying Value of Properties (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment, Gross [Abstract] | |||
Land | $ 462,014 | $ 469,522 | |
Tenant improvements | 438,695 | 433,686 | |
Operating properties | 3,702,204 | 3,586,295 | |
Assets held for sale - real estate investments | [1],[2] | 5,576 | 73,591 |
Total | 3,707,780 | 3,659,886 | |
Building and Improvements [Member] | |||
Property, Plant and Equipment, Gross [Abstract] | |||
Operating properties | $ 2,801,495 | $ 2,683,087 | |
[1] | As of March 31, 2017, the Company categorized a retail property located in the Other segment as held for sale in accordance with applicable accounting standards for long lived assets. See Note 3, “Real Estate Investments,” for further information. | ||
[2] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or other assets on the balance sheet of the property held for sale. See “Held for Sale” below in this Note 3. |
Real Estate Investments - Dispo
Real Estate Investments - Dispositions (Textual) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)propertysegment | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net gain on disposition of real estate | $ 7,323 | $ 115,456 | |
Number of Properties | property | 104 | ||
Aggregate carrying values of properties | $ 3,702,204 | $ 3,586,295 | |
Other Segment [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties | segment | 4 | ||
Impairment of properties held for use | $ 1,000 | ||
Carrying value of real estate prior to impairment | $ 10,200 | ||
Impairment Hold Period | 10 years | ||
Residual Capitalization Rates | 9.00% | ||
Discount Rates | 9.25% | ||
Impairment on Held for Use Properties [Member] | Other Segment [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Aggregate carrying values of properties | $ 9,200 | ||
2970 Market Street (Cira Square) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net gain on disposition of real estate | $ 500 | ||
Office Properties [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties Sold | property | 8 | ||
Number of Properties | property | 90 | ||
Mixed-use Property [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties Sold | property | 1 |
Real Estate Investments - Summa
Real Estate Investments - Summary of Office Properties Sold (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)ft²property | Mar. 31, 2016USD ($) | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net Proceeds on Sale | $ 74,159 | $ 704,911 | |
Gain (Loss) on Sale | $ 7,323 | $ 115,456 | |
Philadelphia Marine Center (Marine Piers) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Rentable Square Feet | ft² | 181,900 | ||
Sales Price | $ 21,400 | ||
Net Proceeds on Sale | 11,200 | ||
Gain (Loss) on Sale | $ 6,500 | ||
Office Building and Mixed-use Property [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties Sold | property | 9 | ||
Rentable Square Feet | ft² | 1,061,431 | ||
Sales Price | $ 82,500 | ||
Net Proceeds on Sale | 69,317 | ||
Gain (Loss) on Sale | [1] | $ 6,800 | |
Office Building and Mixed-use Property [Member] | 200, 210 & 220 Lake Drive East (Woodland Falls) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties Sold | property | 3 | ||
Rentable Square Feet | ft² | 215,465 | ||
Sales Price | $ 19,000 | ||
Net Proceeds on Sale | 17,771 | ||
Gain (Loss) on Sale | [1],[2] | $ (249) | |
Office Building and Mixed-use Property [Member] | Philadelphia Marine Center (Marine Piers) [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 | 181,900 | ||
Sales Price | $ 21,400 | ||
Net Proceeds on Sale | 11,182 | ||
Gain (Loss) on Sale | [1],[3] | $ 6,498 | |
Office Building and Mixed-use Property [Member] | 11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Properties Sold | property | 3 | ||
Rentable Square Feet | ft² | 313,810 | ||
Sales Price | $ 9,000 | ||
Net Proceeds on Sale | 8,354 | ||
Gain (Loss) on Sale | [1],[4] | $ 0 | |
Office Building and Mixed-use Property [Member] | 1200 & 1220 Concord Avenue (Concord Airport Plaza) [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 | 350,256 | ||
Sales Price | $ 33,100 | ||
Net Proceeds on Sale | 32,010 | ||
Gain (Loss) on Sale | [1],[5] | $ 551 | |
[1] | Gain/(Loss) on Sale is net of closing and other transaction related costs. | ||
[2] | During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. | ||
[3] | On March 15, 2017, the Company sold its sublease interest in the Piers at Penn’s Landing (the “Marine Piers”), which includes leasehold improvements containing 181,900 net rentable square feet, and a marina, located in Philadelphia, Pennsylvania for a sales price of $21.4 million, which will be paid in two installments. On the closing date, the buyer paid $12.0 million in cash. On the second purchase price installment date, the buyer will pay $9.4 million. The second purchase price installment is due on (a) January 31, 2020, in the event that the tenant at the Marine Piers does not exercise its existing option to extend the term of the sublease or (b) January 15, 2024, in the event that the tenant does exercise its current extension option to extend the term of the sublease. In accordance with ASC 360-20, Real Estate Sales, the Company determined that it is appropriate to account for the sales transaction under the cost recovery method. The Company received cash proceeds of $11.2 million, after closing costs and prorations, and the net book value of the Marine Piers was $4.7 million, resulting in a gain on sale of $6.5 million. The remaining gain on sale of $9.4 million will be recognized on the second purchase price installment date. | ||
[4] | During the fourth quarter of 2016, the Company recognized a $3.0 million impairment related to these properties. During the first quarter of 2017, there was a price reduction of $1.7 million under the agreement of sale and an additional impairment of $1.7 million was recognized. | ||
[5] | This sale is designated as a like-kind exchange under Section 1031 of the Internal Revenue Code (“IRC”) and, as such, the proceeds, totaling $32.0 million after closing costs and prorations, were deposited with a Qualified Intermediary, as defined under the IRC. The proceeds received at closing were recorded as “Other assets” in the Company’s consolidated balance sheet as of March 31, 2017. During the fourth quarter of 2016, the Company recognized a $11.5 million impairment related to these properties. |
Real Estate Investments - Sum44
Real Estate Investments - Summary of Office Properties Sold (Parenthetical) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)ft²Installment | Dec. 31, 2016USD ($) | Mar. 31, 2016USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Proceeds from the sale of properties | $ 74,159 | $ 704,911 | |
Assets held for sale, net | 6,262 | $ 41,718 | |
Net gain on disposition of real estate | $ 7,323 | $ 115,456 | |
200, 210 & 220 Lake Drive East (Woodland Falls) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Provision for impairment on assets held for sale | 7,300 | ||
Philadelphia Marine Center (Marine Piers) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Rentable Square Feet | ft² | 181,900 | ||
Sales Price | $ 21,400 | ||
Number of installments | Installment | 2 | ||
First installment payment | $ 12,000 | ||
Second installment payment | $ 9,400 | ||
Date of second installment payment | Jan. 31, 2020 | ||
Proceeds from the sale of properties | $ 11,200 | ||
Assets held for sale, net | 4,700 | ||
Net gain on disposition of real estate | 6,500 | ||
Deferred gain on sale | 9,400 | ||
11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Provision for impairment on assets held for sale | 1,700 | 3,000 | |
Purchase price reduction | 1,700 | ||
1200 & 1220 Concord Avenue (Concord Airport Plaza) [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Provision for impairment on assets held for sale | $ 11,500 | ||
Proceeds after closing costs and prorations | $ 32,000 |
Real Estate Investments - Sum45
Real Estate Investments - Summary of Land Parcels Sold (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)aParcel | Mar. 31, 2016USD ($) | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Proceeds from the sale of properties | $ 74,159 | $ 704,911 | |
Gain on Sale | $ 7,323 | $ 115,456 | |
Land [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Parcels | Parcel | 2 | ||
Acreage of land | a | 6.5 | ||
Sales Price | $ 4,600 | ||
Proceeds from the sale of properties | 4,320 | ||
Gain on Sale | $ 0 | ||
Gateway L and C [Member] | Land [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Parcels | Parcel | 1 | ||
Acreage of land | a | 4.8 | ||
Sales Price | $ 1,100 | ||
Proceeds from the sale of properties | 1,043 | ||
Gain on Sale | [1] | $ 0 | |
Garza Ranch [Member] | Land [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Number of Parcels | Parcel | 1 | ||
Acreage of land | a | 1.7 | ||
Sales Price | $ 3,500 | ||
Proceeds from the sale of properties | 3,277 | ||
Gain on Sale | [2] | $ 0 | |
[1] | During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. | ||
[2] | The Company has a continuing involvement through a completion guaranty, which requires the Company as developer to complete certain infrastructure improvements on behalf of the buyers of the land parcels. The cash received at settlement was recorded as “Deferred income, gains and rent” on the Company’s consolidated balance sheet and the Company will recognize the sale once the infrastructure improvements are complete. |
Real Estate Investments - Sum46
Real Estate Investments - Summary of Properties Classified as Held for Sale Included in Continuing Operations (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
ASSETS HELD FOR SALE | ||
Total assets held for sale, net | $ 6,262 | $ 41,718 |
LIABILITIES HELD FOR SALE | ||
Total liabilities held for sale | 387 | $ 81 |
Held for Sale Properties Included in Continuing Operations [Member] | Other Segment - Retail [Member] | ||
ASSETS HELD FOR SALE | ||
Operating properties | 5,576 | |
Accumulated depreciation | (79) | |
Operating real estate investments, net | 5,497 | |
Land held for development | 0 | |
Total real estate investments, net | 5,497 | |
Other assets | 765 | |
Total assets held for sale, net | 6,262 | |
LIABILITIES HELD FOR SALE | ||
Other liabilities | 387 | |
Total liabilities held for sale | $ 387 |
Investment in Unconsolidated 47
Investment in Unconsolidated Real Estate Ventures (Textual) (Details) ft² in Millions | Jan. 31, 2017USD ($)property | Mar. 31, 2017USD ($)property | Mar. 31, 2016USD ($) | Mar. 31, 2017 | Mar. 31, 2017property | Mar. 31, 2017ft² | Mar. 31, 2017Real_Estate_Investment | Mar. 31, 2017a | Mar. 31, 2017Apartment_unit | Dec. 31, 2016USD ($) |
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Management fees | $ 6,485,000 | $ 5,235,000 | ||||||||
Accounts receivable | 12,099,000 | $ 12,446,000 | ||||||||
Cash proceeds after the payment of share of the debt and closing costs | 27,230,000 | 4,812,000 | ||||||||
Net gain on Real Estate Venture transactions | 14,582,000 | 5,929,000 | ||||||||
1919 Venture [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Guarantees, maximum exposure amount | $ 88,900,000 | |||||||||
TB-BDN Plymouth Apartments [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Sale of ownership interest percentage | 50.00% | |||||||||
Gross sales price | $ 100,500,000 | |||||||||
Allocated gross sales value of ownership interest, percentage | 50.00% | |||||||||
Guarantee obligations cancelled | $ 3,200,000 | |||||||||
Cash proceeds after the payment of share of the debt and closing costs | 27,200,000 | |||||||||
Net gain on Real Estate Venture transactions | 14,600,000 | |||||||||
TB-BDN Plymouth Apartments [Member] | Pennsylvania [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Construction Loan | $ 54,000,000 | |||||||||
Office Properties [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Number of Properties Sold | property | 8 | |||||||||
Multi-Family Complex [Member] | TB-BDN Plymouth Apartments [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Number of Properties Sold | property | 398 | |||||||||
Real Estate Venture [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Management fees | $ 1,500,000 | $ 1,500,000 | ||||||||
Accounts receivable | 1,600,000 | $ 1,400,000 | ||||||||
Unconsolidated Real Estate Ventures [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 13 | |||||||||
Equity Method Investments including net liabilities | 264,900,000 | |||||||||
Real estate ventures aggregate indebtedness to third parties | 953,800,000 | |||||||||
Unconsolidated Real Estate Ventures [Member] | TB-BDN Plymouth Apartments [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Equity in income (loss) of Real Estate Ventures | $ 12,600,000 | |||||||||
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] | Seven 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 | 7 | |||||||||
Rentable Square Feet | ft² | 8 | |||||||||
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] | Two Other 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 | 2 | |||||||||
Acreage of land | a | 1.4 | |||||||||
Unconsolidated Real Estate Ventures [Member] | Two Other Real Estate Ventures [Member] | Residential Tower One [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] | Two Other Real Estate Ventures [Member] | Residential Tower Two [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 1 | |||||||||
Number of Property units | 321 | 321 | ||||||||
evo at Cira Centre South Venture [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Guarantees, maximum exposure amount | 55,400,000 | |||||||||
PJP VII [Member] | ||||||||||
Schedule Of Equity Method Investments [Line Items] | ||||||||||
Guarantees, maximum exposure amount | $ 400,000 |
Investment in Unconsolidated 48
Investment in Unconsolidated Real Estate Ventures - Summary of Financial Position of Real Estate Ventures (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Schedule Of Equity Method Investments [Line Items] | |||
Company’s share of equity (Company’s basis) | $ 264,941 | $ 281,331 | |
Unconsolidated Real Estate Ventures [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Net property | 1,405,986 | 1,483,067 | |
Other assets | 210,032 | 231,972 | |
Other liabilities | 107,161 | 129,486 | |
Debt, net | 946,891 | 989,738 | |
Equity | 561,966 | 595,815 | |
Company’s share of equity (Company’s basis) | [1] | $ 264,941 | $ 281,331 |
[1] | 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 49
Investment in Unconsolidated Real Estate Ventures - Summary of Results of Operations of Real Estate Ventures with Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Schedule Of Equity Method Investments [Line Items] | |||
Equity in loss of Real Estate Ventures | $ (748) | $ (403) | |
Unconsolidated Real Estate Ventures [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Revenue | 54,279 | 46,525 | |
Operating expenses | (25,166) | (26,668) | |
Interest expense, net | (10,830) | (8,989) | |
Depreciation and amortization | (20,761) | (20,160) | |
Net loss | [1] | (2,478) | (9,292) |
Equity in loss of Real Estate Ventures | $ (748) | $ (403) | |
[1] | The three-month period ended March 31, 2016 amount includes $6.4 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 50
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 | $ 6.4 |
Intangible Assets and Liabili51
Intangible Assets and Liabilities - Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | $ 131,935 | $ 160,681 |
Intangible Assets, Accumulated Amortization | (67,713) | (88,203) |
Intangible Assets, net | 64,222 | 72,478 |
Acquired Lease Intangibles, Net | 16,604 | 18,119 |
Below market leases [Member] | ||
Intangible Assets [Line Items] | ||
Acquired Lease Intangibles, Gross | 30,683 | 37,579 |
Acquired Lease Intangibles, Accumulated Amortization | (14,079) | (19,460) |
Acquired Lease Intangibles, Net | 16,604 | 18,119 |
In-place lease value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 114,196 | 142,889 |
Intangible Assets, Accumulated Amortization | (54,834) | (75,696) |
Intangible Assets, net | 59,362 | 67,193 |
Tenant relationship value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 13,036 | 13,074 |
Intangible Assets, Accumulated Amortization | (10,378) | (10,167) |
Intangible Assets, net | 2,658 | 2,907 |
Above market leases acquired [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 4,703 | 4,718 |
Intangible Assets, Accumulated Amortization | (2,501) | (2,340) |
Intangible Assets, net | $ 2,202 | $ 2,378 |
Intangible Assets and Liabili52
Intangible Assets and Liabilities - Annual Amortization of Intangible Assets, Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Assets | ||
2017 (nine months remaining) | $ 11,409 | |
2,018 | 11,754 | |
2,019 | 10,536 | |
2,020 | 8,457 | |
2,021 | 5,971 | |
Thereafter | 16,095 | |
Intangible Assets, net | 64,222 | $ 72,478 |
Liabilities | ||
2017 (nine months remaining) | 1,809 | |
2,018 | 2,196 | |
2,019 | 1,885 | |
2,020 | 1,337 | |
2,021 | 807 | |
Thereafter | 8,570 | |
Acquired Lease Intangibles, Net | $ 16,604 | $ 18,119 |
Debt Obligations - Consolidated
Debt Obligations - Consolidated Debt Obligations Outstanding (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||
Consolidated debt obligations | |||||
Total Debt Obligations | $ 2,012,671 | $ 2,013,112 | |||
Secured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | 323,823 | 325,038 | |||
Plus: premiums/(discounts), net | (2,652) | (2,761) | |||
Less: deferred financing costs | (687) | (728) | |||
Total mortgage indebtedness | 320,484 | 321,549 | |||
Unsecured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | 1,703,610 | 1,703,610 | |||
Plus: premiums/(discounts), net | (4,424) | (4,678) | |||
Less: deferred financing costs | (6,999) | (7,369) | |||
Total unsecured indebtedness | 1,692,187 | 1,691,563 | |||
Two Logan Square [Member] | Secured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | $ 85,625 | 86,012 | |||
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 | $ 126,198 | 127,026 | |||
Effective interest rate | 3.64% | [1] | 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 | ||||
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 | ||||
$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 | May 1, 2017 | ||||
$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 | Apr. 15, 2018 | ||||
$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 | Feb. 15, 2023 | ||||
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 | Oct. 1, 2024 | ||||
$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, 2029 | ||||
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] | This loan was assumed upon acquisition of the related properties on December 19, 2013. On December 29, 2015, the Company refinanced the debt increasing the principal balance to $130.0 million and extended the term of the scheduled maturity from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan outstanding on Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. | ||||
[2] | This loan was assumed upon acquisition of the related property on December 19, 2013. The interest rate reflects the market rate at the time of acquisition. A default under this loan will also constitute a default under the loan outstanding on One Commerce Square. This loan is also secured by a lien on One Commerce Square. |
Debt Obligations - Consolidat54
Debt Obligations - Consolidated Debt Obligations Outstanding (Parenthetical) (Details) - One Commerce Square [Member] - Secured Debt [Member] - USD ($) $ in Millions | Dec. 29, 2015 | Mar. 31, 2017 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||||
Debt instrument increase in principal | $ 130 | |||
Debt instrument maturity date | Apr. 5, 2023 | |||
Effective interest rate | 3.64% | [1] | 3.64% | |
[1] | This loan was assumed upon acquisition of the related properties on December 19, 2013. On December 29, 2015, the Company refinanced the debt increasing the principal balance to $130.0 million and extended the term of the scheduled maturity from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan outstanding on Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. |
Debt Obligations (Textual) (Det
Debt Obligations (Textual) (Details) - USD ($) | May 15, 2015 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 |
Revolving Credit Facility [Member] | New Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt term | 4 years | |||
Maximum borrowing capacity | $ 600,000,000 | |||
Line of credit | $ 0 | $ 0 | ||
Secured Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Weighted Average Interest Rate | 4.03% | 4.03% | ||
Long-term Debt, Gross | $ 323,823,000 | $ 325,038,000 |
Fair Value of Financial Instr56
Fair Value of Financial Instruments - Financial Instruments for which Estimates of Fair Value Differ from Carrying Amounts (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Mortgage notes payable, net | $ 320,484 | $ 321,549 | |
Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Note receivable | [1] | 3,401 | 3,380 |
Carrying Amount [Member] | Unsecured Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Unsecured notes payable | 1,365,398 | 1,364,854 | |
Carrying Amount [Member] | Variable Rate Debt [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Variable rate debt | 326,789 | 326,709 | |
Carrying Amount [Member] | Mortgages Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Mortgage notes payable, net | 320,484 | 321,549 | |
Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Note receivable, fair value | [1] | 3,918 | 3,717 |
Fair Value [Member] | Unsecured Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | 1,381,975 | 1,372,758 | |
Fair Value [Member] | Variable Rate Debt [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | 307,917 | 307,510 | |
Fair Value [Member] | Mortgages Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | $ 327,144 | $ 328,853 | |
[1] | The inputs to originate the loan are unobservable and, as a result, are categorized as Level 3. The Company determined fair value by calculating the present value of the cash payments to be received through the maturity date of the loan. See Note 2, “Summary of Significant Accounting Policies,” to the Company’s 2016 Annual Report on Form 10-K for the year ended December 31, 2016 for further information regarding the note origination. |
Fair Value of Financial Instr57
Fair Value of Financial Instruments (Textual) (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Variable rate and mortgage debt [Member] | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Discount Rates | 4.507% | 4.353% |
Limited Partners' Non-Control58
Limited Partners' Non-Controlling Interests in the Parent Company (Textual) (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Noncontrolling Interest [Abstract] | ||
Aggregate amount related to non-controlling interests classified within equity | $ 14.9 | $ 14.9 |
Settlement value of non controlling interest in operating partnership | $ 24 | $ 24.4 |
Fair Value of Derivative Fina59
Fair Value of Derivative Financial Instruments - Terms and Fair Values of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
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] | ||
Derivative, Fixed Interest Rate | 3.718% | |
Derivative Asset, Notional Amount | $ 250,000 | 250,000 |
Derivative Asset, Fair Value, Gross Asset Including Not Subject to Master Netting Arrangement | 4,572 | 3,733 |
3.300% Interest Rate Swap Maturing January 30, 2021 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Derivative Liability, 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 | $ (169) | (300) |
3.090% Interest Rate Swap Maturing October 30, 2019 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Derivative Liability, 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 | $ (93) | (214) |
2.750% Interest Rate Swap Maturing September 30, 2017 [Member] | Cash Flow Hedging [Member] | ||
Derivatives Fair Value [Line Items] | ||
Derivative Liability, 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 | $ (37) | $ (83) |
Beneficiaries Equity of the P60
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 | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator | ||
Income from continuing operations, Basic | $ 21,271 | $ 46,310 |
Net income from continuing operations attributable to non-controlling interests, Basic | (169) | (389) |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (99) | (105) |
Distribution to preferred shareholders | (1,725) | (1,725) |
Net income attributable to Common Shareholders of Brandywine Realty Trust | 19,278 | 44,091 |
Net income from continuing operations attributable to non-controlling interests, Diluted | (169) | (389) |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (99) | (105) |
Net income attributable to common shareholders, Diluted | $ 19,278 | $ 44,091 |
Denominator | ||
Basic weighted average shares outstanding (in shares) | 175,176,964 | 174,788,945 |
Contingent securities/Share based compensation (in shares) | 1,024,908 | 682,468 |
Diluted weighted average shares outstanding (in shares) | 176,201,872 | 175,471,413 |
Earnings per Common Share: | ||
Net income attributable to common shareholders, Basic (USD per share) | $ 0.11 | $ 0.25 |
Net income attributable to common shareholders, Diluted (USD per share) | $ 0.11 | $ 0.25 |
Beneficiaries Equity of the P61
Beneficiaries Equity of the Parent Company (Textual) (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 10, 2017 | Mar. 01, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||||
Dividends, Common Stock | $ 28,300 | ||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | |||
Dividends, Preferred Stock | $ 1,725 | $ 1,725 | |||
Redemption outstanding shares | 4,000,000 | 4,000,000 | |||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | |||
Dividends, Preferred Stock | $ 1,725 | $ 1,725 | |||
Redemption outstanding shares | 4,000,000 | 4,000,000 | |||
Series E Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
Dividends, Preferred Stock | $ 1,700 | ||||
Redemption outstanding shares | 4,000,000 | ||||
Redemption price per share | $ 25 | ||||
Series E Preferred Stock [Member] | BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Class of Stock [Line Items] | |||||
Redemption outstanding shares | 4,000,000 | ||||
Redemption price per share | $ 25 | ||||
Redemption date | Apr. 11, 2017 | ||||
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 | ||||
Redeemable Common Limited Partnership Units [Member] | |||||
Class of Stock [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share | 1,479,799 | 1,535,102 |
Partners Equity of the Operat62
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 | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator | ||
Income from continuing operations, Basic | $ 21,271 | $ 46,310 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (99) | (105) |
Distribution to preferred shareholders | (1,725) | (1,725) |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | $ (99) | $ (105) |
Denominator | ||
Basic weighted average shares outstanding (in shares) | 175,176,964 | 174,788,945 |
Contingent securities/Share based compensation (in shares) | 1,024,908 | 682,468 |
Diluted weighted average shares outstanding (in shares) | 176,201,872 | 175,471,413 |
Earnings per Common Partnership Unit | ||
Net income attributable to common unitholders, Basic (USD per share) | $ 0.11 | $ 0.25 |
Net income attributable to common unitholders, Diluted (USD per share) | $ 0.11 | $ 0.25 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Numerator | ||
Income from continuing operations, Basic | $ 21,271 | $ 46,310 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (99) | (105) |
Distribution to preferred shareholders | (1,725) | (1,725) |
Net income attributable to non-controlling interests | (5) | (2) |
Net income attributable to common unitholders, Basic | 19,442 | 44,478 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (99) | (105) |
Net income attributable to common unitholders, Diluted | $ 19,442 | $ 44,478 |
Denominator | ||
Basic weighted average shares outstanding (in shares) | 176,656,763 | 176,324,047 |
Contingent securities/Share based compensation (in shares) | 1,024,908 | 682,468 |
Diluted weighted average shares outstanding (in shares) | 177,681,671 | 177,006,515 |
Earnings per Common Partnership Unit | ||
Net income attributable to common unitholders, Basic (USD per share) | $ 0.11 | $ 0.25 |
Net income attributable to common unitholders, Diluted (USD per share) | $ 0.11 | $ 0.25 |
Partners Equity of the Operat63
Partners Equity of the Operating Partnership (Textual) (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 10, 2017 | Mar. 31, 2016 |
Earnings Per Common Partnership Unit [Line Items] | |||||
Distributions payable | $ 30,047 | $ 30,032 | $ 28,278 | ||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | |||
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 | |||
Series E Preferred Stock [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
Preferred Stock, Shares Outstanding | 4,000,000 | ||||
Redemption price per share | $ 25 | ||||
Dividend Declared [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Dividends Payable, Amount Per Share | $ 0.16 | ||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Distributions payable | $ 30,047 | $ 30,032 | $ 28,278 | ||
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% | |||
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 | |||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | 6.90% Series E-linked Preferred Units [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Preferred Stock, Dividend Rate, Percentage | 6.90% | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Series E Preferred Stock [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Preferred Stock, Shares Outstanding | 4,000,000 | ||||
Redemption price per share | $ 25 | ||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Dividend Declared [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Dividends Payable, Amount Per Share | $ 0.16 | ||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Dividend Paid [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Distributions payable | $ 28,300 | ||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Dividend Paid [Member] | 6.90% Series E-linked Preferred Units [Member] | |||||
Earnings Per Common Partnership Unit [Line Items] | |||||
Dividends, Preferred Stock, Cash | $ 1,700 |
Share Based Compensation, 40164
Share Based Compensation, 401(k) Plan and Deferred Compensation (Textual) (Details) $ / shares in Units, $ in Millions | Mar. 07, 2017Installmentshares | Mar. 01, 2017shares | Feb. 01, 2017shares | Mar. 31, 2017USD ($)shares | Mar. 31, 2016USD ($) | Feb. 06, 2017$ / shares |
Restricted Share Awards [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | shares | 618,961 | |||||
Vesting period | 3 years | |||||
Unrecognized compensation expenses | $ | $ 2.9 | |||||
Weighted average period over which options will be recognized | 1 year 6 months | |||||
Share-based compensation expense | $ | $ 1.5 | $ 1.2 | ||||
Share-based compensation expense, capitalized | $ | $ 0.3 | 0.3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | three years from the initial grant dates | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 141,751 | |||||
Voluntary Termination Of Employment Terms | after reaching at least age 57 and accumulating at least 15 years of service with the Company | |||||
Accumulated Service Period For Voluntary Termination | 15 years | |||||
Restricted Share Awards [Member] | Executive Officer [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Voluntary Termination of Employment Age Limit | 57 years | |||||
Restricted Share Awards [Member] | Non-Officer Employees [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 32,122 | |||||
Number of Vesting Installments | Installment | 2 | |||||
Restricted Share Awards [Member] | Cliff Vest [Member] | Executive Officer [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 109,629 | |||||
Share Based Compensation Arrangement By Share Based Payment Award, Vesting Date | Apr. 15, 2020 | |||||
Restricted Share Awards [Member] | Installment One [Member] | Non-Officer Employees [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award, Vesting Date | Apr. 15, 2018 | |||||
Restricted Share Awards [Member] | Installment Two [Member] | Non-Officer Employees [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award, Vesting Date | Apr. 15, 2019 | |||||
Restricted Performance Share Units Plan [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation expenses | $ | $ 2.9 | |||||
Weighted average period over which options will be recognized | 1 year 10 months 24 days | |||||
Share-based compensation expense | $ | $ 2.4 | 1.7 | ||||
Share-based compensation expense, capitalized | $ | $ 0.5 | $ 0.5 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 year | |||||
Common shares issued for share based compensation | shares | 55,299 | |||||
Dividends Payable, Amount Per Share | $ / shares | $ 0.16 | |||||
Restricted Performance Share Units Plan [Member] | Executive Officer [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 174,854 | |||||
Restricted Performance Share Units Plan [Member] | Cliff Vest [Member] | Executive Officer [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | three year cliff vesting period |
Share Based Compensation, 40165
Share Based Compensation, 401(k) Plan and Deferred Compensation - Restricted Share Activity (Details) - Restricted Share Awards [Member] | 3 Months Ended |
Mar. 31, 2017USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Non-vested at January 1, 2017, Shares | shares | 488,604 |
Granted, shares | shares | 141,751 |
Vested, shares | shares | (9,394) |
Forfeited, shares | shares | (2,000) |
Non-vested at March 31, 2017, Shares | shares | 618,961 |
Non-vested at January 1, 2016, Weighted Average Grant Date Fair Value | $ / shares | $ 14.10 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 16.68 |
Vested, Weighted Average Grant Date Fair Value | $ / shares | 14.90 |
Forfeited, Weighted Average Grant Date Fair Value | $ / shares | 13.58 |
Non-vested at December 31, 2016, Weighted Average Grant Date Fair Value | $ / shares | $ 14.68 |
Non-vested at January 1, 2016, Aggregate Intrinsic Value | $ | $ 8,066,852 |
Granted, Aggregate Intrinsic Value | $ | 2,364,127 |
Vested, Aggregate Intrinsic Value | $ | 153,216 |
Non-vested at December 31, 2016, Aggregate Intrinsic Value | $ | $ 10,045,737 |
Share Based Compensation, 40166
Share Based Compensation, 401(k) Plan and Deferred Compensation - Restricted Performance Share Units (Details) - Restricted Performance Share Units Plan [Member] - Executive Officer [Member] - USD ($) $ in Thousands | Mar. 01, 2017 | Feb. 22, 2016 | Feb. 23, 2015 | Mar. 31, 2017 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Non-vested at January 1, 2017, Shares | 378,977 | |||
Granted, shares | 174,854 | |||
Units Cancelled | 0 | |||
Non-vested at March 31, 2017, Shares | 553,831 | |||
Units Granted | 174,854 | 231,388 | 186,395 | |
Fair Value of Units on Grant Date (in thousands) | $ 3,735 | $ 3,558 | $ 3,933 | |
February 23, 2015 RSPU Grant [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Non-vested at January 1, 2017, Shares | 147,589 | |||
Granted, shares | 0 | |||
Units Cancelled | 0 | |||
Non-vested at March 31, 2017, Shares | 147,589 | |||
Measurement Period Commencement Date | Jan. 1, 2015 | |||
Measurement Period End Date | Dec. 31, 2017 | |||
February 22, 2016 RSPU Grant [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Non-vested at January 1, 2017, Shares | 231,388 | |||
Granted, shares | 0 | |||
Units Cancelled | 0 | |||
Non-vested at March 31, 2017, Shares | 231,388 | |||
Measurement Period Commencement Date | Jan. 1, 2016 | |||
Measurement Period End Date | Dec. 31, 2018 | |||
March 01, 2017 RSPU Grant [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Non-vested at January 1, 2017, Shares | 0 | |||
Granted, shares | 174,854 | |||
Units Cancelled | 0 | |||
Non-vested at March 31, 2017, Shares | 174,854 | |||
Measurement Period Commencement Date | Jan. 1, 2017 | |||
Measurement Period End Date | Dec. 31, 2019 |
Segment Information (Textual) (
Segment Information (Textual) (Details) | Feb. 02, 2017property | Mar. 31, 2017propertysegment |
Segment Reporting Information [Line Items] | ||
Number of Reportable Segments | segment | 5 | |
Office Properties [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties Sold | 8 | |
Office Properties [Member] | 1200 & 1220 Concord Avenue (Concord Airport Plaza) [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties Sold | 2 |
Segment Information - Real Esta
Segment Information - Real Estate Investments, at Cost of Company's Reportable Segments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Operating properties | $ 3,702,204 | $ 3,586,295 | |
Assets held for sale | [1],[2] | 5,576 | 73,591 |
Operating Properties | 3,707,780 | 3,659,886 | |
Construction-in-progress | 166,372 | 297,462 | |
Land held for development | 153,268 | 150,970 | |
Philadelphia CBD [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 1,471,258 | 1,320,974 | |
Pennsylvania Suburbs [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 1,006,780 | 1,005,446 | |
Metropolitan DC [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 974,838 | 975,987 | |
Austin, Texas [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 146,858 | 146,794 | |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | $ 102,470 | $ 137,094 | |
[1] | As of March 31, 2017, the Company categorized a retail property located in the Other segment as held for sale in accordance with applicable accounting standards for long lived assets. See Note 3, “Real Estate Investments,” for further information. | ||
[2] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation or other assets on the balance sheet of the property held for sale. See “Held for Sale” below in this Note 3. |
Segment Information - Net Opera
Segment Information - Net Operating Income of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Segment Reporting Information [Line Items] | |||
Total revenue | $ 130,920 | $ 136,502 | |
Operating expenses | [1] | (51,081) | (54,775) |
Net operating income | 79,839 | 81,727 | |
Operating Segments [Member] | Philadelphia CBD [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 54,449 | 49,670 | |
Operating expenses | [1] | (20,837) | (19,256) |
Net operating income | 33,612 | 30,414 | |
Operating Segments [Member] | Pennsylvania Suburbs [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 35,655 | 37,106 | |
Operating expenses | [1] | (12,584) | (13,155) |
Net operating income | 23,071 | 23,951 | |
Operating Segments [Member] | Metropolitan DC [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 23,362 | 27,339 | |
Operating expenses | [1] | (9,383) | (10,899) |
Net operating income | 13,979 | 16,440 | |
Operating Segments [Member] | Austin, Texas [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 9,123 | 8,547 | |
Operating expenses | [1] | (3,573) | (3,255) |
Net operating income | 5,550 | 5,292 | |
Operating Segments [Member] | Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 6,362 | 12,740 | |
Operating expenses | [1] | (3,856) | (7,602) |
Net operating income | 2,506 | 5,138 | |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 1,969 | 1,100 | |
Operating expenses | [1] | (848) | (608) |
Net operating income | $ 1,121 | $ 492 | |
[1] | Includes property operating expense, real estate taxes and third party management expense. |
Segment Information - Unconsoli
Segment Information - Unconsolidated Real Estate Ventures of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | ||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | $ 264,941 | $ 281,331 | ||
Equity in loss of Real Estate Ventures | (748) | $ (403) | ||
Philadelphia CBD [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | 44,618 | 48,691 | ||
Equity in loss of Real Estate Ventures | (67) | 455 | ||
Pennsylvania Suburbs [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | 3,147 | 15,421 | ||
Equity in loss of Real Estate Ventures | 276 | 265 | ||
Metropolitan DC [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | 143,591 | 141,786 | ||
Equity in loss of Real Estate Ventures | 467 | (448) | ||
MAP Venture [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | [1] | 17,776 | 20,893 | |
Equity in loss of Real Estate Ventures | [1] | (1,117) | (556) | |
Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | 1,713 | 1,654 | ||
Equity in loss of Real Estate Ventures | 58 | 161 | ||
Austin, Texas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Investment in Real Estate Ventures, at equity | 54,096 | $ 52,886 | ||
Equity in loss of Real Estate Ventures | $ (365) | $ (280) | ||
[1] | 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. 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. |
Segment Information - Reconcili
Segment Information - Reconciliation of Consolidated NOI to Consolidated Net Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting [Abstract] | ||
Consolidated net operating income | $ 79,839 | $ 81,727 |
Less: | ||
Interest expense | (21,437) | (23,691) |
Interest expense - amortization of deferred financing costs | (634) | (774) |
Interest expense - financing obligation | 0 | (281) |
Depreciation and amortization | (45,892) | (48,873) |
General and administrative expenses | (9,425) | (9,120) |
Equity in loss of Real Estate Ventures | (748) | (403) |
Provision for impairment | (2,730) | (7,390) |
Loss on early extinguishment of debt | 0 | (66,590) |
Plus: | ||
Interest income | 393 | 320 |
Net gain on disposition of real estate | 7,323 | 115,456 |
Net gain on Real Estate Venture transactions | 14,582 | 5,929 |
Net income | $ 21,271 | $ 46,310 |
Commitments and Contingencies72
Commitments and Contingencies (Textual) (Details) | Dec. 03, 2015ft² | Apr. 02, 2015USD ($) | Mar. 31, 2017USD ($)a | Jul. 01, 2016USD ($)a |
Subaru Corporate Headquarters Project [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
NTE Amount | $ 78,100,000 | |||
Subaru Build-to-Service Center Project [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Lease terms | 18 years | |||
Rentable Square Feet | ft² | 83,000 | |||
Purchase option of lease from inception period | 5 years | |||
Project costs funded | 10,800,000 | |||
Project costs | 44,300,000 | |||
1919 Venture [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Guarantees, maximum exposure amount | 88,900,000 | |||
Unconsolidated Real Estate Ventures [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Real estate ventures aggregate indebtedness to third parties | 953,800,000 | |||
evo at Cira Centre South Venture [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Guarantees, maximum exposure amount | 55,400,000 | |||
PJP VII [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Guarantees, maximum exposure amount | 400,000 | |||
618 Market Street [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Contingent consideration, liability | $ 2,000,000 | $ 1,800,000 | ||
Fair value of contingent consideration | 1,600,000 | |||
Interest expense | $ 2,000,000 | |||
Garza Land Acquisition [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Acreage of land | a | 34.6 | |||
Area of land under agreement to sell | a | 8.4 | |||
Area of land sold | a | 1.7 | |||
Infrastructure improvements to land, estimated cost | $ 13,600,000 | |||
Put Agreement [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Purchase price | $ 35,000,000 | |||
Minimum [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Lease terms | 4 years | |||
Maximum [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Lease terms | 72 years | |||
Mortgage Lenders [Member] | ||||
Property Subject to or Available for Operating Lease [Line Items] | ||||
Associated letter of credit | $ 10,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Minimum Future Rental Payments on Non-cancelable Leases (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2017 (nine months remaining) | $ 904 |
2,018 | 1,205 |
2,019 | 1,205 |
2,020 | 1,205 |
2,021 | 1,205 |
Thereafter | 57,208 |
Total | $ 62,932 |
Subsequent Events (Textual) (De
Subsequent Events (Textual) (Details) - Series E Preferred Stock [Member] - USD ($) $ / shares in Units, $ in Millions | Apr. 11, 2017 | Mar. 10, 2017 |
Subsequent Event [Line Items] | ||
Redemption price per share | $ 25 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Subsequent Event [Line Items] | ||
Redemption date | Apr. 11, 2017 | |
Redemption price per share | $ 25 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Redemption date | Apr. 11, 2017 | |
Redemption of outstanding preferred shares | 4,000,000 | |
Redemption price per share | $ 25 | |
Distribution payment date | Apr. 17, 2017 | |
Distribution date of record | Mar. 30, 2017 | |
Distribution amount per share | $ 0.50792 | |
Distribution amount paid | $ 102 | |
Preferred share redemption charge | $ 3.2 | |
Subsequent Event [Member] | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Subsequent Event [Line Items] | ||
Redemption of outstanding preferred shares | 4,000,000 |