Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 21, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | BRANDYWINE REALTY TRUST | |
Trading Symbol | BDN | |
Entity Central Index Key | 790,816 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 175,389,815 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Document Information [Line Items] | ||
Entity Registrant Name | BRANDYWINE OPERATING PARTNERSHIP, L.P. | |
Entity Central Index Key | 1,060,386 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Real estate investments: | |||
Operating properties | $ 3,769,678 | $ 3,586,295 | |
Accumulated depreciation | (882,228) | (852,476) | |
Operating real estate investments, net | 2,887,450 | 2,733,819 | |
Construction-in-progress | 119,690 | 297,462 | |
Land held for development | [1] | 125,157 | 150,970 |
Total real estate investments, net | 3,132,297 | 3,182,251 | |
Assets held for sale, net | 5,569 | 41,718 | |
Cash and cash equivalents | 37,900 | 193,919 | |
Accounts receivable, net of allowance of $2,936 and $2,373 as of June 30, 2017 and December 31, 2016, respectively | 13,151 | 12,446 | |
Accrued rent receivable, net of allowance of $13,857 and $13,743 as of June 30, 2017 and December 31, 2016, respectively | 158,420 | 149,624 | |
Investment in Real Estate Ventures, equity method | 262,107 | 281,331 | |
Deferred costs, net | 93,410 | 91,342 | |
Intangible assets, net | 59,410 | 72,478 | |
Other assets | 110,185 | 74,104 | |
Total assets | 3,872,449 | 4,099,213 | |
LIABILITIES AND EQUITY | |||
Mortgage notes payable, net | 319,405 | 321,549 | |
Unsecured credit facility | 200,000 | 0 | |
Unsecured term loans, net | 248,264 | 248,099 | |
Unsecured senior notes, net | 1,144,503 | 1,443,464 | |
Accounts payable and accrued expenses | 99,904 | 103,404 | |
Distributions payable | 28,376 | 30,032 | |
Deferred income, gains and rent | 40,764 | 31,620 | |
Acquired lease intangibles, net | 15,989 | 18,119 | |
Liabilities related to assets held for sale | 0 | 81 | |
Other liabilities | 17,521 | 19,408 | |
Total liabilities | 2,114,726 | 2,215,776 | |
Commitments and contingencies | |||
Equity: | |||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 0 as of June 30, 2017 and 4,000,000 as of December 31, 2016 | 0 | 40 | |
Common Shares of Brandywine Realty Trust's beneficial interest, $0.01 par value; shares authorized 400,000,000; 175,389,815 and 175,140,760 issued and outstanding as of June 30, 2017 and December 31, 2016, respectively | 1,754 | 1,752 | |
Additional paid-in-capital | 3,165,935 | 3,258,870 | |
Deferred compensation payable in common shares | 14,107 | 13,684 | |
Common shares in grantor trust, 1,000,966 as of June 30, 2017, 899,457 as of December 31, 2016 | (14,107) | (13,684) | |
Cumulative earnings | 568,078 | 539,319 | |
Accumulated other comprehensive loss | (1,528) | (1,745) | |
Cumulative distributions | (1,993,419) | (1,931,892) | |
Total Brandywine Realty Trust's equity | 1,740,820 | 1,866,344 | |
Non-controlling interests | 16,903 | 17,093 | |
Total beneficiaries' equity | 1,757,723 | 1,883,437 | |
Total liabilities and beneficiaries' equity | 3,872,449 | 4,099,213 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||
Real estate investments: | |||
Operating properties | 3,769,678 | 3,586,295 | |
Accumulated depreciation | (882,228) | (852,476) | |
Operating real estate investments, net | 2,887,450 | 2,733,819 | |
Construction-in-progress | 119,690 | 297,462 | |
Land held for development | 125,157 | 150,970 | |
Total real estate investments, net | 3,132,297 | 3,182,251 | |
Assets held for sale, net | 5,569 | 41,718 | |
Cash and cash equivalents | 37,900 | 193,919 | |
Accounts receivable, net of allowance of $2,936 and $2,373 as of June 30, 2017 and December 31, 2016, respectively | 13,151 | 12,446 | |
Accrued rent receivable, net of allowance of $13,857 and $13,743 as of June 30, 2017 and December 31, 2016, respectively | 158,420 | 149,624 | |
Investment in Real Estate Ventures, equity method | 262,107 | 281,331 | |
Deferred costs, net | 93,410 | 91,342 | |
Intangible assets, net | 59,410 | 72,478 | |
Other assets | 110,185 | 74,104 | |
Total assets | 3,872,449 | 4,099,213 | |
LIABILITIES AND EQUITY | |||
Mortgage notes payable, net | 319,405 | 321,549 | |
Unsecured credit facility | 200,000 | 0 | |
Unsecured term loans, net | 248,264 | 248,099 | |
Unsecured senior notes, net | 1,144,503 | 1,443,464 | |
Accounts payable and accrued expenses | 99,904 | 103,404 | |
Distributions payable | 28,376 | 30,032 | |
Deferred income, gains and rent | 40,764 | 31,620 | |
Acquired lease intangibles, net | 15,989 | 18,119 | |
Liabilities related to assets held for sale | 0 | 81 | |
Other liabilities | 17,521 | 19,408 | |
Total liabilities | 2,114,726 | 2,215,776 | |
Commitments and contingencies | |||
Redeemable limited partnership units at redemption value; 1,479,799 issued and outstanding in 2017 and 2016 | 25,926 | 23,795 | |
Equity: | |||
6.90% Series E Preferred Shares, $0.01 par value; issued and outstanding- 0 as of June 30, 2017 and 4,000,000 as of December 31, 2016 | 0 | 96,850 | |
General Partnership Capital 175,101,033 and 174,688,568 units issued and outstanding in 2016 and 2015, respectively | 1,731,503 | 1,762,764 | |
Accumulated other comprehensive loss | (1,902) | (2,122) | |
Total Brandywine Operating Partnership, L.P.'s equity | 1,729,601 | 1,857,492 | |
Non-controlling interest - consolidated real estate ventures | 2,196 | 2,150 | |
Total partners' equity | 1,731,797 | 1,859,642 | |
Total liabilities and beneficiaries' equity | $ 3,872,449 | $ 4,099,213 | |
[1] | As of June 30, 2017, the Company categorized 50 acres of land held for development 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. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Accounts receivable, allowance | $ 2,936 | $ 2,373 |
Accrued rent receivable, allowance | $ 13,857 | $ 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 | 0 | 4,000,000 |
Preferred Stock, Shares Outstanding | 0 | 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 | 175,389,815 | 175,140,760 |
Common Stock, Shares, Outstanding | 175,389,815 | 175,140,760 |
Common Shares in Grantor Trust | 1,000,966 | 899,457 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Accounts receivable, allowance | $ 2,936 | $ 2,373 |
Accrued rent receivable, allowance | $ 13,857 | $ 13,743 |
Preferred Stock, Dividend Rate, Percentage | 6.90% | 6.90% |
Preferred Stock, Shares Issued | 0 | 4,000,000 |
Preferred Stock, Shares Outstanding | 0 | 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 | 175,389,815 | 175,140,760 |
General Partners' Capital Account, Units Outstanding | 175,389,815 | 175,140,760 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenue | ||||
Rents | $ 101,557 | $ 103,624 | $ 204,889 | $ 213,787 |
Tenant reimbursements | 18,038 | 15,937 | 36,573 | 35,991 |
Termination fees | 140 | 554 | 1,813 | 848 |
Third party management fees, labor reimbursement and leasing | 7,080 | 6,208 | 13,565 | 11,443 |
Other | 976 | 858 | 1,871 | 1,614 |
Total revenue | 127,791 | 127,181 | 258,711 | 263,683 |
Operating expenses | ||||
Property operating expenses | 37,215 | 36,079 | 74,100 | 76,958 |
Real estate taxes | 11,078 | 11,481 | 22,827 | 23,367 |
Third party management expenses | 2,325 | 2,661 | 4,772 | 4,671 |
Depreciation and amortization | 44,263 | 46,907 | 90,155 | 95,780 |
General and administrative expenses | 6,320 | 6,076 | 15,745 | 15,196 |
Provision for impairment | 327 | 5,679 | 3,057 | 13,069 |
Total operating expenses | 101,528 | 108,883 | 210,656 | 229,041 |
Operating income | 26,263 | 18,298 | 48,055 | 34,642 |
Other income (expense) | ||||
Interest income | 163 | 359 | 556 | 679 |
Interest expense | (20,304) | (19,829) | (41,741) | (43,520) |
Interest expense - amortization of deferred financing costs | (596) | (644) | (1,230) | (1,418) |
Interest expense - financing obligation | 0 | (242) | 0 | (523) |
Equity in income (loss) of Real Estate Ventures | 1,084 | (1,666) | 336 | (2,069) |
Net gain (loss) on disposition of real estate | 1,088 | (727) | 8,411 | 114,729 |
Net gain on Real Estate Venture transactions | 0 | 3,128 | 14,582 | 9,057 |
Loss on early extinguishment of debt | 0 | 0 | 0 | (66,590) |
Net income (loss) | 7,698 | (1,323) | 28,969 | 44,987 |
Net income from continuing operations attributable to non-controlling interests - consolidated real estate ventures | (45) | 22 | (214) | (367) |
Net (income) loss attributable to non-controlling interests | (45) | 22 | (214) | (367) |
Net income (loss) attributable to Brandywine Realty Trust | 7,653 | (1,301) | 28,755 | 44,620 |
Distribution to preferred shareholders | (307) | (1,725) | (2,032) | (3,450) |
Preferred share redemption charge | (3,181) | 0 | (3,181) | 0 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (73) | (79) | (172) | (184) |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | $ 4,092 | $ (3,105) | $ 23,370 | $ 40,986 |
Basic income (loss) per Common Share | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Diluted income (loss) per Common Share | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Basic weighted average shares outstanding | 175,333,300 | 175,013,291 | 175,255,564 | 174,901,118 |
Diluted weighted average shares outstanding | 176,756,598 | 175,013,291 | 176,480,380 | 175,823,970 |
Distributions declared per Common Share | $ 0.16 | $ 0.16 | $ 0.32 | $ 0.31 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Rents | $ 101,557 | $ 103,624 | $ 204,889 | $ 213,787 |
Tenant reimbursements | 18,038 | 15,937 | 36,573 | 35,991 |
Termination fees | 140 | 554 | 1,813 | 848 |
Third party management fees, labor reimbursement and leasing | 7,080 | 6,208 | 13,565 | 11,443 |
Other | 976 | 858 | 1,871 | 1,614 |
Total revenue | 127,791 | 127,181 | 258,711 | 263,683 |
Operating expenses | ||||
Property operating expenses | 37,215 | 36,079 | 74,100 | 76,958 |
Real estate taxes | 11,078 | 11,481 | 22,827 | 23,367 |
Third party management expenses | 2,325 | 2,661 | 4,772 | 4,671 |
Depreciation and amortization | 44,263 | 46,907 | 90,155 | 95,780 |
General and administrative expenses | 6,320 | 6,076 | 15,745 | 15,196 |
Provision for impairment | 327 | 5,679 | 3,057 | 13,069 |
Total operating expenses | 101,528 | 108,883 | 210,656 | 229,041 |
Operating income | 26,263 | 18,298 | 48,055 | 34,642 |
Other income (expense) | ||||
Interest income | 163 | 359 | 556 | 679 |
Interest expense | (20,304) | (19,829) | (41,741) | (43,520) |
Interest expense - amortization of deferred financing costs | (596) | (644) | (1,230) | (1,418) |
Interest expense - financing obligation | 0 | (242) | 0 | (523) |
Equity in income (loss) of Real Estate Ventures | 1,084 | (1,666) | 336 | (2,069) |
Net gain (loss) on disposition of real estate | 1,088 | (727) | 8,411 | 114,729 |
Net gain on Real Estate Venture transactions | 0 | 3,128 | 14,582 | 9,057 |
Loss on early extinguishment of debt | 0 | 0 | 0 | (66,590) |
Net income (loss) | 7,698 | (1,323) | 28,969 | 44,987 |
Net income from continuing operations attributable to non-controlling interests - consolidated real estate ventures | (8) | (4) | (13) | (6) |
Net income (loss) attributable to Brandywine Realty Trust | 7,690 | (1,327) | 28,956 | 44,981 |
Distribution to preferred shareholders | (307) | (1,725) | (2,032) | (3,450) |
Preferred share redemption charge | (3,181) | 0 | (3,181) | 0 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (73) | (79) | (172) | (184) |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | $ 4,129 | $ (3,131) | $ 23,571 | $ 41,347 |
Basic income (loss) per Common Share | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Diluted income (loss) per Common Share | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Basic weighted average shares outstanding | 176,813,099 | 176,541,708 | 176,735,363 | 176,432,877 |
Diluted weighted average shares outstanding | 178,236,397 | 176,541,708 | 177,960,179 | 177,355,730 |
Distributions declared per Common Share | $ 0.16 | $ 0.16 | $ 0.32 | $ 0.31 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Net income (loss) | $ 7,698 | $ (1,323) | $ 28,969 | $ 44,987 | |
Comprehensive income: | |||||
Unrealized loss on derivative financial instruments | (1,385) | (3,813) | (371) | (13,218) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 305 | 286 | 591 | 532 |
Total comprehensive income (loss) | (1,080) | (3,527) | 220 | (12,686) | |
Comprehensive income (loss) | 6,618 | (4,850) | 29,189 | 32,301 | |
Comprehensive (income) loss attributable to non-controlling interest | (36) | 51 | (217) | (258) | |
Comprehensive income (loss) attributable to reporting entity | 6,582 | (4,799) | 28,972 | 32,043 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Net income (loss) | 7,698 | (1,323) | 28,969 | 44,987 | |
Comprehensive income: | |||||
Unrealized loss on derivative financial instruments | (1,385) | (3,813) | (371) | (13,218) | |
Reclassification of realized losses on derivative financial instruments to operations, net | [1] | 305 | 286 | 591 | 532 |
Total comprehensive income (loss) | (1,080) | (3,527) | 220 | (12,686) | |
Comprehensive income (loss) | 6,618 | (4,850) | 29,189 | 32,301 | |
Comprehensive (income) loss attributable to non-controlling interest | (8) | (4) | (13) | (6) | |
Comprehensive income (loss) attributable to reporting entity | $ 6,610 | $ (4,854) | $ 29,176 | $ 32,295 | |
[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 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 |
Beginning Balance, Shares at Dec. 31, 2015 | 4,000,000 | 174,688,568 | 745,686 | |||||||
Net income | 44,987 | 44,620 | 367 | |||||||
Other comprehensive income (loss) | (12,686) | (12,577) | (109) | |||||||
Issuance of partnership interest in consolidated real estate venture | 54 | 54 | ||||||||
Conversion of LP Units to Common Shares | $ 1 | 874 | (875) | |||||||
Conversion of LP Units to Common Shares, Shares | 55,303 | |||||||||
Share-based compensation activity | 3,615 | $ 3 | 3,575 | 37 | ||||||
Share-based compensation activity, Shares | 365,414 | |||||||||
Share Issuance from/(to) Deferred Compensation Plan | (46) | $ 1,826 | (46) | (1,826) | ||||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (8,252) | 155,583 | ||||||||
Adjustment to Non-controlling Interest | (290) | 290 | ||||||||
Preferred Share distributions | (3,450) | (3,450) | ||||||||
Distributions declared | (54,739) | (54,272) | (467) | |||||||
Ending Balance at Jun. 30, 2016 | 1,929,826 | $ 40 | $ 1,751 | $ 13,744 | 3,256,735 | (13,744) | 543,743 | (17,769) | (1,872,100) | 17,426 |
Ending Balance, Shares at Jun. 30, 2016 | 4,000,000 | 175,101,033 | 901,269 | |||||||
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 |
Beginning Balance, Shares at Dec. 31, 2016 | 4,000,000 | 175,140,760 | 899,457 | |||||||
Net income | 28,969 | 28,755 | 214 | |||||||
Other comprehensive income (loss) | 220 | 217 | 3 | |||||||
Redemption of Preferred Shares | (96,850) | $ (40) | (96,810) | |||||||
Redemption of Preferred Shares, Shares | (4,000,000) | |||||||||
Issuance of partnership interest in consolidated real estate venture | 33 | 33 | ||||||||
Equity issuance costs | (491) | (491) | ||||||||
Bonus share issuance | 110 | 110 | ||||||||
Bonus share issuance, Shares | 6,752 | |||||||||
Share-based compensation activity | 4,344 | $ 2 | 4,338 | 4 | ||||||
Share-based compensation activity, Shares | 245,444 | 39,870 | ||||||||
Share Issuance from/(to) Deferred Compensation Plan | (48) | $ 423 | (48) | (423) | ||||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (1,718) | 61,639 | ||||||||
Share Choice Plan Issuance, Shares | (1,423) | |||||||||
Adjustment to Non-controlling Interest | (34) | 34 | ||||||||
Preferred Share distributions | (2,032) | (2,032) | ||||||||
Preferred Share redemption charges | (3,181) | (3,181) | ||||||||
Distributions declared | (56,788) | (56,314) | (474) | |||||||
Ending Balance at Jun. 30, 2017 | $ 1,757,723 | $ 1,754 | $ 14,107 | $ 3,165,935 | $ (14,107) | $ 568,078 | $ (1,528) | $ (1,993,419) | $ 16,903 | |
Ending Balance, Shares at Jun. 30, 2017 | 175,389,815 | 1,000,966 |
Consolidated Statements of Ben7
Consolidated Statements of Beneficiaries' Equity (Parenthetical) - $ / shares | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Distributions declared per Common Share | $ 0.32 | $ 0.31 |
Cumulative Distributions [Member] | ||
Distributions declared per Common Share | 0.32 | 0.31 |
Noncontrolling Interest [Member] | ||
Distributions declared per Common Share | $ 0.32 | $ 0.31 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 28,969 | $ 44,987 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 90,155 | 95,780 |
Amortization of deferred financing costs | 1,230 | 1,418 |
Amortization of debt discount/(premium), net | 718 | 745 |
Amortization of stock compensation costs | 3,705 | 2,947 |
Straight-line rent income | (13,104) | (13,699) |
Amortization of acquired above (below) market leases, net | (1,768) | (3,585) |
Straight-line ground rent expense | 44 | 44 |
Provision for doubtful accounts | 1,250 | 427 |
Net gain on real estate venture transactions | (14,582) | (9,057) |
Net gain on sale of interests in real estate | (8,411) | (114,729) |
Loss on early extinguishment of debt | 0 | 66,590 |
Provision for impairment | 3,057 | 13,069 |
Real Estate Venture loss in excess of distributions | (680) | 2,655 |
Deferred financing obligation | 0 | (528) |
Changes in assets and liabilities: | ||
Accounts receivable | 136 | 3,159 |
Other assets | (3,000) | (898) |
Accounts payable and accrued expenses | (2,180) | (5,129) |
Deferred income, gains and rent | (4,422) | (1,408) |
Other liabilities | 1,131 | 592 |
Net cash provided by operating activities | 82,248 | 83,380 |
Cash flows from investing activities: | ||
Proceeds from the sale of properties | 102,083 | 748,395 |
Proceeds from real estate venture sales | 27,230 | 4,812 |
Capital expenditures for tenant improvements | (19,461) | (25,939) |
Capital expenditures for redevelopments | (12,501) | (8,333) |
Capital expenditures for developments | (36,783) | (105,879) |
Advances for the purchase of tenant assets, net of repayments | (1,082) | (3,614) |
Investment in unconsolidated Real Estate Ventures | (4,982) | (15,300) |
Deposits for real estate | (212) | (928) |
Escrowed cash | (32,007) | 6,993 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 12,406 | 10,298 |
Leasing costs paid | (9,846) | (10,220) |
Net cash provided by investing activities | 24,845 | 600,285 |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable | 0 | 86,900 |
Repayments of mortgage notes payable | (2,442) | (354,754) |
Proceeds from credit facility borrowings | 219,000 | 195,000 |
Repayments of credit facility borrowings | (19,000) | (195,000) |
Repayments of unsecured notes | (300,000) | (149,919) |
Debt financing costs paid | 0 | (477) |
Redemption of preferred shares | (100,000) | 0 |
Proceeds from the exercise of stock options | 471 | 826 |
Shares used for employee taxes upon vesting of share awards | (674) | (879) |
Partner contributions to consolidated real estate venture | 33 | 54 |
Distributions paid to shareholders | (60,026) | (56,052) |
Distributions to non-controlling interest | (474) | (461) |
Net cash used in financing activities | (263,112) | (474,762) |
Increase (decrease) in cash and cash equivalents | (156,019) | 208,903 |
Cash and cash equivalents at beginning of year | 193,919 | 56,694 |
Cash and cash equivalents at end of period | 37,900 | 265,597 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2017 and 2016 of $2,523 and $7,387, respectively | 45,844 | 52,559 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 28,376 | 29,880 |
Change in investment in real estate ventures as a result of dispositions | 12,549 | 2,023 |
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 | (3,682) | (4,814) |
Change in capital expenditures financed through retention payable at period end | 534 | 1,009 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Cash flows from operating activities: | ||
Net income | 28,969 | 44,987 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 90,155 | 95,780 |
Amortization of deferred financing costs | 1,230 | 1,418 |
Amortization of debt discount/(premium), net | 718 | 745 |
Amortization of stock compensation costs | 3,705 | 2,947 |
Straight-line rent income | (13,104) | (13,699) |
Amortization of acquired above (below) market leases, net | (1,768) | (3,585) |
Straight-line ground rent expense | 44 | 44 |
Provision for doubtful accounts | 1,250 | 427 |
Net gain on real estate venture transactions | (14,582) | (9,057) |
Net gain on sale of interests in real estate | (8,411) | (114,729) |
Loss on early extinguishment of debt | 0 | 66,590 |
Provision for impairment | 3,057 | 13,069 |
Real Estate Venture loss in excess of distributions | (680) | 2,655 |
Deferred financing obligation | 0 | (528) |
Changes in assets and liabilities: | ||
Accounts receivable | 136 | 3,159 |
Other assets | (3,000) | (898) |
Accounts payable and accrued expenses | (2,180) | (5,129) |
Deferred income, gains and rent | (4,422) | (1,408) |
Other liabilities | 1,131 | 592 |
Net cash provided by operating activities | 82,248 | 83,380 |
Cash flows from investing activities: | ||
Proceeds from the sale of properties | 102,083 | 748,395 |
Proceeds from real estate venture sales | 27,230 | 4,812 |
Capital expenditures for tenant improvements | (19,461) | (25,939) |
Capital expenditures for redevelopments | (12,501) | (8,333) |
Capital expenditures for developments | (36,783) | (105,879) |
Advances for the purchase of tenant assets, net of repayments | (1,082) | (3,614) |
Investment in unconsolidated Real Estate Ventures | (4,982) | (15,300) |
Deposits for real estate | (212) | (928) |
Escrowed cash | (32,007) | 6,993 |
Cash distribution from unconsolidated Real Estate Ventures in excess of cumulative equity income | 12,406 | 10,298 |
Leasing costs paid | (9,846) | (10,220) |
Net cash provided by investing activities | 24,845 | 600,285 |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable | 0 | 86,900 |
Repayments of mortgage notes payable | (2,442) | (354,754) |
Proceeds from credit facility borrowings | 219,000 | 195,000 |
Repayments of credit facility borrowings | (19,000) | (195,000) |
Repayments of unsecured notes | (300,000) | (149,919) |
Debt financing costs paid | 0 | (477) |
Redemption of preferred shares | (100,000) | 0 |
Proceeds from the exercise of stock options | 471 | 826 |
Shares used for employee taxes upon vesting of share awards | (674) | (879) |
Partner contributions to consolidated real estate venture | 33 | 54 |
Distributions paid to shareholders | (60,500) | (56,513) |
Net cash used in financing activities | (263,112) | (474,762) |
Increase (decrease) in cash and cash equivalents | (156,019) | 208,903 |
Cash and cash equivalents at beginning of year | 193,919 | 56,694 |
Cash and cash equivalents at end of period | 37,900 | 265,597 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2017 and 2016 of $2,523 and $7,387, respectively | 45,844 | 52,559 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 28,376 | 29,880 |
Change in investment in real estate ventures as a result of dispositions | 12,549 | 2,023 |
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 | (3,682) | (4,814) |
Change in capital expenditures financed through retention payable at period end | $ 534 | $ 1,009 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Supplemental disclosure: | ||
Capitalized interest | $ 2,523 | $ 7,387 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Supplemental disclosure: | ||
Capitalized interest | $ 2,523 | $ 7,387 |
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 | $ 44,987 | 44,987 | $ 44,981 | $ 367 | 6 | |||
Other comprehensive income (loss) | (12,686) | (12,686) | $ (12,577) | (12,686) | (109) | |||
Share Issuance from/(to) Deferred Compensation Plan | (46) | (46) | $ (46) | |||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (8,252) | |||||||
Issuance of partnership interest in consolidated real estate venture | 54 | 54 | 54 | 54 | ||||
Conversion of LP Units to Common Shares | 875 | $ 875 | (875) | |||||
Conversion of LP Units to Common Shares, Shares | 55,303 | |||||||
Share-based compensation activity | 3,615 | 3,615 | $ 3,615 | |||||
Share-based compensation activity, Shares | 365,414 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | (2,450) | $ (2,450) | ||||||
Redemption value of limited partnership units | (875) | (875) | ||||||
Distribution to preferred shareholders | (3,450) | (3,450) | (3,450) | |||||
Preferred Mirror Units redemption charge | 0 | 0 | ||||||
Distributions to general partnership unitholders | (54,272) | (54,272) | ||||||
Ending Balance at Jun. 30, 2016 | 1,905,729 | $ 1,825,070 | $ 96,850 | (18,283) | 2,092 | |||
Ending Balance, Shares at Jun. 30, 2016 | 175,101,033 | 4,000,000 | ||||||
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 | 28,969 | 28,969 | $ 28,956 | 214 | 13 | |||
Other comprehensive income (loss) | 220 | 220 | $ 217 | 220 | 3 | |||
Redemption of Preferred Mirror Units | (96,850) | $ (96,850) | ||||||
Redemption of Preferred Mirror Units, Shares | (4,000,000) | |||||||
Share Issuance from/(to) Deferred Compensation Plan | (48) | (48) | $ (48) | |||||
Share Issuance from/(to) Deferred Compensation Plan, Shares | (1,718) | |||||||
Issuance of LP Units | (491) | $ (491) | ||||||
Issuance of partnership interest in consolidated real estate venture | 33 | 33 | $ 33 | 33 | ||||
Share Choice Plan Issuance, Shares | (1,423) | |||||||
Bonus share issuance | 110 | 110 | $ 110 | |||||
Bonus share issuance, Shares | 6,752 | |||||||
Share-based compensation activity | 4,344 | 4,344 | $ 4,344 | |||||
Share-based compensation activity, Shares | 245,444 | |||||||
Adjustment of redeemable partnership units to liquidation value at period end | (2,605) | $ (2,605) | ||||||
Distribution to preferred shareholders | (2,032) | (2,032) | (2,032) | |||||
Preferred Mirror Units redemption charge | $ (3,181) | (3,181) | (3,181) | |||||
Distributions to general partnership unitholders | (56,314) | (56,314) | ||||||
Ending Balance at Jun. 30, 2017 | $ 1,731,797 | $ 1,731,503 | $ (1,902) | $ 2,196 | ||||
Ending Balance, Shares at Jun. 30, 2017 | 175,389,815 |
Consolidated Statements of Pa11
Consolidated Statements of Partners' Equity (Parenthetical) - BRANDYWINE OPERATING PARTNERSHIP, L.P. - $ / shares | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Distributions to general partnership unitholders (USD per share) | $ 0.32 | $ 0.31 |
General Partner Capital [Member] | ||
Distributions to general partnership unitholders (USD per share) | $ 0.32 | $ 0.31 |
Organization of the Parent Comp
Organization of the Parent Company and The Operating Partnership | 6 Months Ended |
Jun. 30, 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 June 30, 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 June 30, 2017, the Company owned 99 properties that contain an aggregate of approximately 16.4 million net rentable square feet and consist of 87 office properties, six mixed-use properties, one retail property (94 properties, collectively the “Core Properties”), two development properties and three redevelopment properties (collectively, the “Properties”). In addition, as of June 30, 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 8.1 million net rentable square feet of office space; four of which own, in aggregate, 5.7 acres of land held for development and two of which own residential towers that contain 345 and 321 apartment units, respectively. As of June 30, 2017, the Company also owned 278 acres of undeveloped land, of which 50 acres was held for sale, and held options to purchase approximately 60 additional acres of undeveloped land. As of June 30, 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 11.2 million square feet, of which 0.4 million square feet relates to the 50 acres held for sale. 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; Wilmington, Delaware and Austin, Texas. In addition to managing properties owned by the Company, as of June 30, 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 June 30, 2017, the management company subsidiaries were managing properties containing an aggregate of approximately 26.6 million net rentable square feet, of which approximately 16.4 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 | 6 Months Ended |
Jun. 30, 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 June 30, 2017, the results of its operations for the three- and six-month periods ended June 30, 2017 and 2016 and its cash flows for the six-month periods ended June 30, 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". Out of Period Adjustment The Company incorrectly recorded $1.2 million of impairment charges during quarter ended December 31, 2016, which should have been recorded in the consolidated financial statements for the three-month period ended March 31, 2017 and the six-month period ended June 30, 2017. In addition, the Company incorrectly recorded $1.9 million of depreciation expense relating to the write-off of tenant improvement assets, during the three-month period ended June 30, 2017, which should have been written-off during the period ended March 31, 2017. Management concluded that these misstatements were not material to any prior period, nor were they material to the consolidated financial statements as of and for the three- and six-month periods ended June 30, 2017. 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 $0.9 million cash outflow has been reclassified in the June 30, 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 six-months period ended June 30, 2016. There was no other impact from the adoption of this guidance. Recent Accounting Pronouncements In May 2017, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2017-09 (“ASU 2017-09”) to provide guidance to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the changes in terms or conditions. ASU 2017-09 is effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted and application is prospective. The Company is in the process of evaluating the impact of this new guidance on its consolidated financial statements. In February 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 nonfinancial 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 noncontrolling 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. ASU 2017-05 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 expects to utilize the modified retrospective approach. Under the modified retrospective approach, the Company is required to evaluate incomplete contracts as of December 31, 2017 to determine if the sale recognition of nonfinancial assets under ASU 2017-05 differs from ASC 360-20. The Company has identified three potential sale contracts that may not be considered completed contracts, as defined under ASU 2017-05 by December 31, 2017. Based on our initial assessment of these sale contracts, the revenue and remaining gain on sale for each of these property sales will be recognized when the Company fulfills its performance obligations under each contract. Accordingly, the derecognition of nonfinancial assets and revenue recognition patterns are not expected to change under ASU 2017-05 when compared to ASC 360-20. In May 2016, the FASB issued guidance amending the revenue from contracts with customers standard issued in May 2014, which is not yet effective. The amendments are intended to address implementation issues that were raised by stakeholders and discussed by the Joint Transition Resource Group, and provide additional practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts at transition. In accordance with the FASB election to defer the effective date of the revenue recognition standard by one year, reporting entities may choose to adopt the standard as of its original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. The Company has evaluated the impact of this new guidance and has determined that the impact of the adoption of this guidance is not material to its financial results. In order to evaluate this standard the Company analyzed all of its revenue streams except for rental revenue because rental revenue recognition is not covered by revenue from contracts with customers. The results of the initial assessment are as follows: • • • • |
Real Estate Investments
Real Estate Investments | 6 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS As of June 30, 2017 and December 31, 2016, the gross carrying value of the properties was as follows (in thousands): June 30, December 31, 2017 2016 Land $ 462,743 $ 469,522 Building and improvements 2,861,180 2,683,087 Tenant improvements 445,755 433,686 Operating properties 3,769,678 3,586,295 Assets held for sale - real estate investments (a) - 73,591 Total $ 3,769,678 $ 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, land held for development 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 twelve office properties, one retail property and one mixed-use property during the six-month period ended June 30, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Type Number of Properties Rentable Square Feet Sales Price Net Proceeds on Sale Gain/(Loss) on Sale (a) June 27, 2017 Two, Four A, Four B and Five Eves Drive (Evesham Corporate Center) Marlton, NJ Office 4 134,794 $ 9,700 $ 8,650 $ (325 ) (b) June 12, 2017 7000 Midlantic Drive Mount Laurel, NJ Retail 1 10,784 8,150 7,714 1,413 March 30, 2017 200, 210 & 220 Lake Drive East (Woodland Falls) Cherry Hill, NJ Office 3 215,465 19,000 17,771 (249 ) (c) March 15, 2017 Philadelphia Marine Center (Marine Piers) Philadelphia, PA Mixed-use 1 181,900 21,400 11,182 6,498 (d) March 13, 2017 11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) Beltsville, MD Office 3 313,810 9,000 8,354 - (e) February 2, 2017 1200 & 1220 Concord Avenue (Concord Airport Plaza) Concord, CA Office 2 350,256 33,100 32,010 551 (f) Total Dispositions 14 1,207,009 $ 100,350 $ 85,681 $ 7,888 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the first quarter of 2017, the Company recognized a $1.0 million impairment related to these properties. The loss on sale represents closing costs. (c) During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. The loss on sale represents closing costs. (d) 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 an aggregate 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 (e) 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. (f) 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. During the fourth quarter of 2016, the Company recognized an $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 six-month period ended June 30, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Parcels Acres Sales Price Net Proceeds on Sale Gain on Sale April 28, 2017 Garza Ranch - Multi-family Austin, TX 1 8.4 $ 11,800 $ 11,560 $ - (a) February 15, 2017 Gateway Land - Site C Richmond, VA 1 4.8 1,100 1,043 - (b) January 30, 2017 Garza Ranch - Hotel Austin, TX 1 1.7 3,500 3,277 - (a) Total Dispositions 3 14.9 $ 16,400 $ 15,880 $ - (a) 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 ” for further discussion of the infrastructure improvements. (b) During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. Held for Sale As of June 30, 2017, the Company had land held for development, consisting of a 50-acre parcel of land located in the Company’s Other segment, classified as held for sale but which did not meet the criteria to be classified within discontinued operations. Accordingly, as of June 30, 2017, $5.6 million was reclassified from ‘Land held for development’ to ‘Assets held for sale, net’ on the consolidated balance sheets. There were no other reclassifications related to this parcel of land. As the fair value less anticipated costs to sell was less than the carrying value for the land parcel, the Company recorded an impairment of $0.3 million at June 30, 2017. See “ Land Impairment As of December 31, 2016, the Company classified three office properties in its Metropolitan Washington, D.C. segment, two office properties in its Other segment and a five-acre parcel of land in its Other segment as held for sale. As of December 31, 2016, $40.7 million and $1.0 million was reclassified from ‘Operating real estate investments, net’ and ‘Land held for development’, respectively, to ‘Assets held for sale, net’ on the consolidated balance sheets; an immaterial amount was reclassified from ‘Other liabilities’ to ‘Liabilities related to assets held for sale’. Land Impairment As of June 30, 2017, the Company determined that it would not recover the carrying value, less cost of sale, of one land parcel, consisting of 50 acres that was classified as held for sale as of June 30, 2017. Accordingly, the Company recorded an impairment charge of $0.3 million at June 30, 2017, reducing the aggregate carrying value of the land parcel from $5.9 million to its estimated fair value of $5.6 million. 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 Held for Use Impairment As of June 30, 2017, the Company evaluated the recoverability of the carrying value of its properties that triggered assessment. Based on the analysis, no impairment charges were identified. 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 During the three and six-month periods ended June 30, 2016, the Company recognized provisions for impairment of $5.7 million $13.1 million, respectively. For further information relating to these impairments, see Note 3, “ Real Estate Investments The sales of properties, land and the land parcel held for sale 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. |
Investment in Unconsolidated Re
Investment in Unconsolidated Real Estate Ventures | 6 Months Ended |
Jun. 30, 2017 | |
Equity Method Investments And Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES | 4. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES As of June 30, 2017, the Company held ownership interests in 13 unconsolidated Real Estate Ventures for an aggregate investment balance of $262.1 million. The Company formed or acquired interests in these Real Estate Ventures with unaffiliated third parties to develop or manage office, residential, and/or mixed-use properties or to acquire land in anticipation of possible development of office, residential and/or mixed-use properties. As of June 30, 2017, seven of the real estate ventures owned properties that contain an aggregate of approximately 8.1 million net rentable square feet of office space; four real estate ventures owned 5.7 acres of land held for 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 $1.6 million and $3.2 million for the three- and six-month periods ended June 30, 2017, respectively, and $1.6 million and $3.1 million for the three- and six-month periods ended June 30, 2016, respectively. The Company earned leasing commission income from its Real Estate Ventures of $1.5 million and $2.8 million for the three- and six-month periods ended June 30, 2017, respectively, and $0.5 million and $1.3 million for the three- and six-month periods ended June 30, 2016, respectively. The Company has outstanding accounts receivable balances from its Real Estate Ventures of $2.0 million and $1.4 million as of June 30, 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 June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Net property $ 1,405,573 $ 1,483,067 Other assets 216,142 231,972 Other liabilities 114,829 129,486 Debt, net 946,057 989,738 Equity 560,829 595,815 Company’s share of equity (Company’s basis) (a) $ 262,107 $ 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- and six-month periods ended June 30, 2017 and 2016 (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2017 2016 2017 2016 Revenue $ 58,819 $ 53,406 $ 113,098 $ 99,931 Operating expenses (25,172 ) (27,088 ) (50,338 ) (53,755 ) Interest expense, net (11,272 ) (10,928 ) (22,101 ) (19,917 ) Depreciation and amortization (20,371 ) (20,242 ) (41,133 ) (40,403 ) Net income (loss) (a) $ 2,004 $ (4,852 ) $ (474 ) $ (14,144 ) Equity in income (loss) of Real Estate Ventures $ 1,084 $ (1,666 ) $ 336 $ (2,069 ) (a) The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture. 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 operated 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 June 30, 2017, the Company’s unconsolidated real estate ventures had aggregate indebtedness to third parties of $952.7 million. These loans are generally mortgage or construction loans, most of which are non-recourse to the Company. As of June 30, 2017, the loans for which there is recourse to the Company consist of the following: ( Investment in Unconsolidated Real Estate Ventures, |
Intangible Assets and Liabiliti
Intangible Assets and Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND LIABILITIES | 5. INTANGIBLE ASSETS AND LIABILITIES As of June 30, 2017 and December 31, 2016, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2017 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 99,338 $ (44,364 ) $ 54,974 Tenant relationship value 12,831 (10,412 ) 2,419 Above market leases acquired 4,354 (2,337 ) 2,017 Total intangible assets, net $ 116,523 $ (57,113 ) $ 59,410 Acquired lease intangibles, net: Below market leases acquired $ 30,391 $ (14,402 ) $ 15,989 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 June 30, 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 (six months remaining) $ 6,595 $ 1,193 2018 11,754 2,196 2019 10,536 1,885 2020 8,457 1,337 2021 5,971 807 Thereafter 16,097 8,571 Total $ 59,410 $ 15,989 |
Debt Obligations
Debt Obligations | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
DEBT OBLIGATIONS | 6. DEBT OBLIGATIONS The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Effective Interest Rate Maturity Date MORTGAGE DEBT: Two Logan Square $ 85,233 $ 86,012 3.98% May 2020 One Commerce Square 125,362 127,026 3.64% (a) Apr 2023 Two Commerce Square 112,000 112,000 4.51% (b) Apr 2023 Principal balance outstanding 322,595 325,038 Plus: fair market value premium (discount), net (2,543 ) (2,761 ) Less: deferred financing costs (647 ) (728 ) Mortgage indebtedness $ 319,405 $ 321,549 UNSECURED DEBT $600.0M Revolving Credit Facility $ 200,000 $ - LIBOR + 1.20% May 2019 Seven-Year Term Loan - Swapped to fixed 250,000 250,000 3.72% Oct 2022 $300.0M 5.70% Guaranteed Notes due 2017 (c) - 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) - Swapped to fixed 27,062 27,062 2.75% Mar 2035 Indenture IB (Preferred Trust I) - Swapped to fixed 25,774 25,774 3.30% Apr 2035 Indenture II (Preferred Trust II) - Swapped to fixed 25,774 25,774 3.09% Jul 2035 Principal balance outstanding 1,603,610 1,703,610 Plus: original issue premium (discount), net (4,178 ) (4,678 ) Less: deferred financing costs (6,665 ) (7,369 ) Total unsecured indebtedness $ 1,592,767 $ 1,691,563 Total Debt Obligations $ 1,912,172 $ 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 scheduled maturity date 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 secured by 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 secured by One Commerce Square. This loan is also secured by a lien on One Commerce Square. (c) On May 1, 2017, the entire principal balance of the unsecured 5.70% Guaranteed Notes was repaid upon maturity. Available cash balances and the Credit Facility (see below) were used to fund the repayment of the unsecured notes. As of June 30, 2017 and December 31, 2016, The Company utilizes its four-year unsecured revolving credit facility (the “Credit Facility”) borrowings for general business purposes, including acquisition, development and redevelopment properties and the repayment of other debt. The Credit Facility provides for borrowings of up to $600.0 million and the per annum variable interest rate on the outstanding balances is LIBOR plus 1.20%. The interest rate and facility fee are subject to adjustment upon a change in the Company’s unsecured debt ratings. As of June 30, 2017, the Company had million of borrowings and $12.4 million in letters of credit outstanding, leaving $387.6 million of unused availability under the Credit Facility. During the six months ended June 30, 2017, the weighted-average interest rate on Credit Facility borrowings was 2.30%. As of June 30, 2017, the effective interest rate on Credit Facility borrowings was 2.37%. As of and during the six-month period ended June 30, 2016, the Company had no borrowings under the Credit Facility. The Parent Company unconditionally guarantees the unsecured debt obligations of the Operating Partnership (or is a co-borrower with the Operating Partnership) but does not by itself incur unsecured indebtedness. The Parent Company has no material assets other than its investment in the Operating Partnership. The Company was in compliance with all financial covenants as of June 30, 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 | 6 Months Ended |
Jun. 30, 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 June 30, 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 June 30, 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): June 30, 2017 December 31, 2016 Carrying Amount (a) Fair Value Carrying Amount (a) Fair Value Unsecured notes payable $ 1,065,894 $ 1,089,765 $ 1,364,854 $ 1,372,758 Variable rate debt $ 526,873 $ 508,284 $ 326,709 $ 307,510 Mortgage notes payable $ 319,405 $ 316,204 $ 321,549 $ 328,853 Note receivable (b) $ 3,349 $ 3,872 $ 3,380 $ 3,717 (a) In April 2015, the FASB issued guidance requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct reduction from the carrying amount of the corresponding debt liability, consistent with debt discounts. As a result, the carrying amounts presented in the table above are net of deferred financing costs of $4.9 million and $5.5 million for unsecured notes payable, $1.7 million and $1.9 million for variable rate debt and $0.6 million and $0.7 million for mortgage notes payable as of June 30, 2017 and December 31, 2016, respectively. (b) The inputs to originate the note receivable 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 June 30, 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 June 30, 2017 and December 31, 2016 was 4.075% 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 June 30, 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 June 30, 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 | 6 Months Ended |
Jun. 30, 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 $14.7 million and $14.9 million as of June 30, 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 June 30, 2017 and December 31, 2016 was approximately $25.9 million and $24.4 million, respectively. |
Fair Value of Derivative Financ
Fair Value of Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 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 June 30, 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 6/30/2017 12/31/2016 6/30/2017 12/31/2016 Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ 3,233 $ 3,733 Liabilities Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (287 ) (300 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (154 ) (214 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (14 ) (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 June 30, 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 | 6 Months Ended |
Jun. 30, 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 June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ 7,698 $ 7,698 $ (1,323 ) $ (1,323 ) Net (income) loss from continuing operations attributable to non-controlling interests (45 ) (45 ) 22 22 Nonforfeitable dividends allocated to unvested restricted shareholders (73 ) (73 ) (79 ) (79 ) Preferred share dividends (307 ) (307 ) (1,725 ) (1,725 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income (loss) attributable to common shareholders $ 4,092 $ 4,092 $ (3,105 ) $ (3,105 ) Denominator Weighted-average shares outstanding 175,333,300 175,333,300 175,013,291 175,013,291 Contingent securities/Share based compensation - 1,423,298 - - Weighted-average shares outstanding 175,333,300 176,756,598 175,013,291 175,013,291 Earnings per Common Share: Net income (loss) attributable to common shareholders $ 0.02 $ 0.02 $ (0.02 ) $ (0.02 ) Six-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 28,969 $ 28,969 $ 44,987 $ 44,987 Net income from continuing operations attributable to non-controlling interests (214 ) (214 ) (367 ) (367 ) Nonforfeitable dividends allocated to unvested restricted shareholders (172 ) (172 ) (184 ) (184 ) Preferred share dividends (2,032 ) (2,032 ) (3,450 ) (3,450 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income attributable to common shareholders $ 23,370 $ 23,370 $ 40,986 $ 40,986 Denominator Weighted-average shares outstanding 175,255,564 175,255,564 174,901,118 174,901,118 Contingent securities/Share based compensation - 1,224,816 - 922,852 Weighted-average shares outstanding 175,255,564 176,480,380 174,901,118 175,823,970 Earnings per Common Share: Net income attributable to common shareholders $ 0.13 $ 0.13 $ 0.23 $ 0.23 Redeemable common limited partnership units totaling 1,479,799 at both June 30, 2017 and June 30, 2016, were excluded from the diluted earnings per share computations because they are not dilutive. Unvested restricted shares are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the three- and six-month periods ended June 30, 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 May 18, 2017, the Parent Company declared a distribution of $0.16 per common share, totaling $28.4 million, which was paid on July 21, 2017 to shareholders of record as of July 7, 2017. On April 11, 2017, the Parent Company redeemed all of its outstanding 4,000,000 Series E Preferred Shares at an aggregate redemption price of $25.51 per share, which includes $2.0 million of dividends accrued through the redemption date. The redemption was funded with existing cash balances on hand. Also on April 11, 2017, the Parent Company recognized a $3.2 million charge related to the underwriting discount and related expenses incurred at issuance of the Series E Preferred Shares on April 11, 2012. This charge is included in the earnings per share calculations above, as well as within the Parent Company’s consolidated income statements as a reduction in net income to arrive at net income attributable to common shareholders under the caption “Preferred share redemption charge.” There were no comparable charges for the prior year. |
Partners Equity of The Operatin
Partners Equity of The Operating Partnership | 6 Months Ended |
Jun. 30, 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 June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ 7,698 $ 7,698 $ (1,323 ) $ (1,323 ) Nonforfeitable dividends allocated to unvested restricted unitholders (73 ) (73 ) (79 ) (79 ) Preferred unit dividends (307 ) (307 ) (1,725 ) (1,725 ) Preferred unit redemption charge (3,181 ) (3,181 ) - - Net income attributable to non-controlling interests (8 ) (8 ) (4 ) (4 ) Net income (loss) attributable to common unitholders $ 4,129 $ 4,129 $ (3,131 ) $ (3,131 ) Denominator Weighted-average units outstanding 176,813,099 176,813,099 176,541,708 176,541,708 Contingent securities/Share based compensation - 1,423,298 - - Total weighted-average units outstanding 176,813,099 178,236,397 176,541,708 176,541,708 Earnings per Common Partnership Unit: Net income (loss) attributable to common unitholders $ 0.02 $ 0.02 $ (0.02 ) $ (0.02 ) Six-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 28,969 $ 28,969 $ 44,987 $ 44,987 Nonforfeitable dividends allocated to unvested restricted unitholders (172 ) (172 ) (184 ) (184 ) Preferred unit dividends (2,032 ) (2,032 ) (3,450 ) (3,450 ) Preferred unit redemption charge (3,181 ) (3,181 ) - - Net income attributable to non-controlling interests (13 ) (13 ) (6 ) (6 ) Net income attributable to common unitholders $ 23,571 $ 23,571 $ 41,347 $ 41,347 Denominator Weighted-average units outstanding 176,735,363 176,735,363 176,432,877 176,432,877 Contingent securities/Share based compensation - 1,224,816 - 922,853 Total weighted-average units outstanding 176,735,363 177,960,179 176,432,877 177,355,730 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.13 $ 0.13 $ 0.23 $ 0.23 Unvested restricted units are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the three- and six-month periods ended June 30, 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 May 18, 2017, the Operating Partnership declared a distribution of $0.16 per common partnership unit, totaling $28.4 million, which was paid on July 21, 2017 to unitholders of record as of July 7, 2017. On April 11, 2017, the Operating Partnership redeemed all of its outstanding 4,000,000 Series E-Linked Preferred Mirror Units at an aggregate redemption price of $25.51 per unit, which includes $2.0 million of dividends accrued through the redemption date. The redemption of preferred units was funded with existing cash balances on hand. Also on April 11, 2017, the Operating Partnership recognized a $3.2 million charge related to the underwriting discount and related expenses incurred at issuance of the Series E-Linked Preferred Mirror Units on April 11, 2012. This charge is included in the earnings per share calculations above, as well as within the Operating Partnership’s consolidated income statements as a reduction in net income to arrive at net income attributable to common partnership unitholders under the caption “Preferred unit redemption charge.” There were no comparable charges for the prior year. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 12. SEGMENT INFORMATION As of June 30, 2017, the Company owns and manages properties 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 Camden county in New Jersey and properties in New Castle county in 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: June 30, 2017 December 31, 2016 Philadelphia CBD $ 1,536,488 $ 1,320,974 Pennsylvania Suburbs 1,024,252 1,005,446 Metropolitan Washington, D.C. 974,152 975,987 Austin, Texas 146,859 146,794 Other 87,927 137,094 $ 3,769,678 $ 3,586,295 Assets held for sale - 73,591 Operating properties $ 3,769,678 $ 3,659,886 Corporate Construction-in-progress $ 119,690 $ 297,462 Land held for development (a) $ 125,157 $ 150,970 (a) As of June 30, 2017, the Company categorized 50 acres of land held for development 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. 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 June 30, 2017 2016 Total revenue Operating expenses (a) Net operating income (loss) Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 54,451 $ (21,464 ) $ 32,987 $ 48,082 $ (19,775 ) $ 28,307 Pennsylvania Suburbs 35,157 (11,240 ) 23,917 35,102 (12,580 ) 22,522 Metropolitan Washington, D.C. 22,749 (8,464 ) 14,285 25,291 (8,768 ) 16,523 Austin, Texas 8,763 (4,132 ) 4,631 7,850 (2,911 ) 4,939 Other 4,160 (2,580 ) 1,580 9,062 (5,074 ) 3,988 Corporate 2,511 (2,738 ) (227 ) 1,794 (1,113 ) 681 Operating properties $ 127,791 $ (50,618 ) $ 77,173 $ 127,181 $ (50,221 ) $ 76,960 Six-month periods ended June 30, 2017 2016 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 108,900 $ (42,301 ) $ 66,599 $ 97,752 $ (39,031 ) $ 58,721 Pennsylvania Suburbs 70,812 (23,824 ) 46,988 72,208 (25,735 ) 46,473 Metropolitan Washington, D.C. 46,111 (17,847 ) 28,264 52,630 (19,667 ) 32,963 Austin, Texas 17,886 (7,705 ) 10,181 16,397 (6,166 ) 10,231 Other 10,522 (6,436 ) 4,086 21,802 (12,676 ) 9,126 Corporate 4,480 (3,586 ) 894 2,894 (1,721 ) 1,173 Operating properties $ 258,711 $ (101,699 ) $ 157,012 $ 263,683 $ (104,996 ) $ 158,687 (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 income (loss) of real estate ventures As of Three-month periods ended June 30, Six-month periods ended June 30, June 30, 2017 December 31, 2016 2017 2016 2017 2016 Philadelphia CBD $ 43,164 $ 48,691 $ 45 $ (475 ) $ (21 ) $ (20 ) Pennsylvania Suburbs 3,296 15,421 148 315 424 580 Metropolitan Washington, D.C. 143,088 141,786 (75 ) (332 ) 392 (781 ) Austin, Texas 53,752 52,886 1,646 (459 ) 1,281 (738 ) MAP Venture (a) 16,989 20,893 (787 ) (1,042 ) (1,904 ) (1,598 ) Other 1,818 1,654 107 327 164 488 Total $ 262,107 $ 281,331 $ 1,084 $ (1,666 ) $ 336 $ (2,069 ) (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 (loss), as defined by GAAP, is the most appropriate earnings measure. The following is a reconciliation of consolidated net income (loss), as defined by GAAP, to consolidated NOI, (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2017 2016 2017 2016 Net income (loss) $ 7,698 $ (1,323 ) $ 28,969 $ 44,987 Plus: Interest expense 20,304 19,829 41,741 43,520 Interest expense - amortization of deferred financing costs 596 644 1,230 1,418 Interest expense - financing obligation - 242 - 523 Depreciation and amortization 44,263 46,907 90,155 95,780 General and administrative expenses 6,320 6,076 15,745 15,196 Equity in (income) loss of Real Estate Ventures (1,084 ) 1,666 (336 ) 2,069 Provision for impairment 327 5,679 3,057 13,069 Loss on early extinguishment of debt - - - 66,590 Less: Interest income 163 359 556 679 Net gain (loss) on disposition of real estate 1,088 (727 ) 8,411 114,729 Net gain on Real Estate Venture transactions - 3,128 14,582 9,057 Consolidated net operating income $ 77,173 $ 76,960 $ 157,012 $ 158,687 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 13. COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved from time to time in litigation on various matters, including disputes with tenants, vendors 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, including mortgages held by Real Estate Ventures, 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 June 30, 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 12 to 72 years. Minimum future rental payments on non-cancelable leases at June 30, 2017 are as follows (in thousands): Year Minimum Rent 2017 (six months remaining) $ 605 2018 1,210 2019 1,210 2020 1,210 2021 1,210 Thereafter 57,524 Total $ 62,969 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 June 30, 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 June 30, 2017, the Company’s unconsolidated real estate ventures had aggregate indebtedness to third parties of $952.7 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 June 30, 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 Centre South; (ii) Investment in Unconsolidated Real Estate Ventures," Other Commitments or Contingencies On February 2, 2017, the Company disposed of two properties, known as Concord Airport Plaza, consisting of 350,256 rentable square feet, located in Concord, California. As part of the Company’s 2006 merger with Prentiss Properties Trust, the Company agreed not to sell Concord Airport Plaza in a taxable transaction until March 2018. In accordance with the agreement, the Company designated the disposition of the Concord Airport Plaza as a tax free exchange under Section 1031 of the Internal Revenue Code (“1031 Exchange”). As of June 30, 2017, the Company has identified replacement properties in a 1031 Exchange transaction and is required to acquire the property on or before August 1, 2017. If the Company does not acquire a property by August 1, 2017, it will be required to make a payment of $13.5 million to satisfy tax liabilities attributable to the sale of Concord Airport Plaza. The acquisition has not occurred prior to the filing date of this Form 10-Q. The Company has not recorded a loss contingency because there are no contingencies prohibiting it from acquiring the replacement property. With the information available to the Company prior to the issuance of its financial statements, management has determined that it is not probable a tax liability will be incurred. 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 June 30, 2017, the Company sold two parcels containing 8.4 acres and 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 $14.3 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. As of June 30, 2017, the costs incurred to complete the infrastructure improvements are not in excess of the fixed sale price included in each sale contract. Accordingly, there are no indicators of impairment. 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 $79.4 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 June 30, 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 June 30, 2017, $11.3 million of the estimated project costs, totaling $44.3 million, had been funded, and is recorded in Other assets. 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 | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 14. SUBSEQUENT EVENTS On July 18, 2017, the Company completed the sale of 50 acres of land known as Bishops Gate, in Mount Laurel, New Jersey for a gross sales price of $6.0 million. There is no gain or loss on the sale, as the land was impaired to fair value at June 30, 2017. See Note 3, “ Real Estate Investments |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 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 June 30, 2017, the results of its operations for the three- and six-month periods ended June 30, 2017 and 2016 and its cash flows for the six-month periods ended June 30, 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". |
Out of Period Adjustment | Out of Period Adjustment The Company incorrectly recorded $1.2 million of impairment charges during quarter ended December 31, 2016, which should have been recorded in the consolidated financial statements for the three-month period ended March 31, 2017 and the six-month period ended June 30, 2017. In addition, the Company incorrectly recorded $1.9 million of depreciation expense relating to the write-off of tenant improvement assets, during the three-month period ended June 30, 2017, which should have been written-off during the period ended March 31, 2017. Management concluded that these misstatements were not material to any prior period, nor were they material to the consolidated financial statements as of and for the three- and six-month periods ended June 30, 2017. |
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 $0.9 million cash outflow has been reclassified in the June 30, 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 six-months period ended June 30, 2016. There was no other impact from the adoption of this guidance. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2017, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2017-09 (“ASU 2017-09”) to provide guidance to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the changes in terms or conditions. ASU 2017-09 is effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted and application is prospective. The Company is in the process of evaluating the impact of this new guidance on its consolidated financial statements. In February 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 nonfinancial 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 noncontrolling 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. ASU 2017-05 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 expects to utilize the modified retrospective approach. Under the modified retrospective approach, the Company is required to evaluate incomplete contracts as of December 31, 2017 to determine if the sale recognition of nonfinancial assets under ASU 2017-05 differs from ASC 360-20. The Company has identified three potential sale contracts that may not be considered completed contracts, as defined under ASU 2017-05 by December 31, 2017. Based on our initial assessment of these sale contracts, the revenue and remaining gain on sale for each of these property sales will be recognized when the Company fulfills its performance obligations under each contract. Accordingly, the derecognition of nonfinancial assets and revenue recognition patterns are not expected to change under ASU 2017-05 when compared to ASC 360-20. In May 2016, the FASB issued guidance amending the revenue from contracts with customers standard issued in May 2014, which is not yet effective. The amendments are intended to address implementation issues that were raised by stakeholders and discussed by the Joint Transition Resource Group, and provide additional practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts at transition. In accordance with the FASB election to defer the effective date of the revenue recognition standard by one year, reporting entities may choose to adopt the standard as of its original effective date or for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Calendar year-end reporting entities are therefore required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. The Company has evaluated the impact of this new guidance and has determined that the impact of the adoption of this guidance is not material to its financial results. In order to evaluate this standard the Company analyzed all of its revenue streams except for rental revenue because rental revenue recognition is not covered by revenue from contracts with customers. The results of the initial assessment are as follows: • • • • |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
Gross Carrying Value Of Company's Properties | As of June 30, 2017 and December 31, 2016, the gross carrying value of the properties was as follows (in thousands): June 30, December 31, 2017 2016 Land $ 462,743 $ 469,522 Building and improvements 2,861,180 2,683,087 Tenant improvements 445,755 433,686 Operating properties 3,769,678 3,586,295 Assets held for sale - real estate investments (a) - 73,591 Total $ 3,769,678 $ 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, land held for development 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 twelve office properties, one retail property and one mixed-use property during the six-month period ended June 30, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Type Number of Properties Rentable Square Feet Sales Price Net Proceeds on Sale Gain/(Loss) on Sale (a) June 27, 2017 Two, Four A, Four B and Five Eves Drive (Evesham Corporate Center) Marlton, NJ Office 4 134,794 $ 9,700 $ 8,650 $ (325 ) (b) June 12, 2017 7000 Midlantic Drive Mount Laurel, NJ Retail 1 10,784 8,150 7,714 1,413 March 30, 2017 200, 210 & 220 Lake Drive East (Woodland Falls) Cherry Hill, NJ Office 3 215,465 19,000 17,771 (249 ) (c) March 15, 2017 Philadelphia Marine Center (Marine Piers) Philadelphia, PA Mixed-use 1 181,900 21,400 11,182 6,498 (d) March 13, 2017 11700, 11710, 11720 & 11740 Beltsville Drive (Calverton) Beltsville, MD Office 3 313,810 9,000 8,354 - (e) February 2, 2017 1200 & 1220 Concord Avenue (Concord Airport Plaza) Concord, CA Office 2 350,256 33,100 32,010 551 (f) Total Dispositions 14 1,207,009 $ 100,350 $ 85,681 $ 7,888 (a) Gain/(Loss) on Sale is net of closing and other transaction related costs. (b) During the first quarter of 2017, the Company recognized a $1.0 million impairment related to these properties. The loss on sale represents closing costs. (c) During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. The loss on sale represents closing costs. (d) 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 an aggregate 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 (e) 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. (f) 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. During the fourth quarter of 2016, the Company recognized an $11.5 million impairment related to these properties. The Company sold the following land parcels during the six-month period ended June 30, 2017 (dollars in thousands): Disposition Date Property/Portfolio Name Location Number of Parcels Acres Sales Price Net Proceeds on Sale Gain on Sale April 28, 2017 Garza Ranch - Multi-family Austin, TX 1 8.4 $ 11,800 $ 11,560 $ - (a) February 15, 2017 Gateway Land - Site C Richmond, VA 1 4.8 1,100 1,043 - (b) January 30, 2017 Garza Ranch - Hotel Austin, TX 1 1.7 3,500 3,277 - (a) Total Dispositions 3 14.9 $ 16,400 $ 15,880 $ - (a) 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 ” for further discussion of the infrastructure improvements. (b) During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. |
Investment in Unconsolidated 28
Investment in Unconsolidated Real Estate Ventures (Tables) | 6 Months Ended |
Jun. 30, 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 June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Net property $ 1,405,573 $ 1,483,067 Other assets 216,142 231,972 Other liabilities 114,829 129,486 Debt, net 946,057 989,738 Equity 560,829 595,815 Company’s share of equity (Company’s basis) (a) $ 262,107 $ 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- and six-month periods ended June 30, 2017 and 2016 (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2017 2016 2017 2016 Revenue $ 58,819 $ 53,406 $ 113,098 $ 99,931 Operating expenses (25,172 ) (27,088 ) (50,338 ) (53,755 ) Interest expense, net (11,272 ) (10,928 ) (22,101 ) (19,917 ) Depreciation and amortization (20,371 ) (20,242 ) (41,133 ) (40,403 ) Net income (loss) (a) $ 2,004 $ (4,852 ) $ (474 ) $ (14,144 ) Equity in income (loss) of Real Estate Ventures $ 1,084 $ (1,666 ) $ 336 $ (2,069 ) (a) The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture. |
Intangible Assets and Liabili29
Intangible Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets and Liabilities | As of June 30, 2017 and December 31, 2016, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2017 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 99,338 $ (44,364 ) $ 54,974 Tenant relationship value 12,831 (10,412 ) 2,419 Above market leases acquired 4,354 (2,337 ) 2,017 Total intangible assets, net $ 116,523 $ (57,113 ) $ 59,410 Acquired lease intangibles, net: Below market leases acquired $ 30,391 $ (14,402 ) $ 15,989 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 June 30, 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 (six months remaining) $ 6,595 $ 1,193 2018 11,754 2,196 2019 10,536 1,885 2020 8,457 1,337 2021 5,971 807 Thereafter 16,097 8,571 Total $ 59,410 $ 15,989 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Consolidated debt obligations | The following table sets forth information regarding the Company’s consolidated debt obligations outstanding at June 30, 2017 and December 31, 2016 (in thousands): June 30, 2017 December 31, 2016 Effective Interest Rate Maturity Date MORTGAGE DEBT: Two Logan Square $ 85,233 $ 86,012 3.98% May 2020 One Commerce Square 125,362 127,026 3.64% (a) Apr 2023 Two Commerce Square 112,000 112,000 4.51% (b) Apr 2023 Principal balance outstanding 322,595 325,038 Plus: fair market value premium (discount), net (2,543 ) (2,761 ) Less: deferred financing costs (647 ) (728 ) Mortgage indebtedness $ 319,405 $ 321,549 UNSECURED DEBT $600.0M Revolving Credit Facility $ 200,000 $ - LIBOR + 1.20% May 2019 Seven-Year Term Loan - Swapped to fixed 250,000 250,000 3.72% Oct 2022 $300.0M 5.70% Guaranteed Notes due 2017 (c) - 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) - Swapped to fixed 27,062 27,062 2.75% Mar 2035 Indenture IB (Preferred Trust I) - Swapped to fixed 25,774 25,774 3.30% Apr 2035 Indenture II (Preferred Trust II) - Swapped to fixed 25,774 25,774 3.09% Jul 2035 Principal balance outstanding 1,603,610 1,703,610 Plus: original issue premium (discount), net (4,178 ) (4,678 ) Less: deferred financing costs (6,665 ) (7,369 ) Total unsecured indebtedness $ 1,592,767 $ 1,691,563 Total Debt Obligations $ 1,912,172 $ 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 scheduled maturity date 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 secured by 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 secured by One Commerce Square. This loan is also secured by a lien on One Commerce Square. (c) On May 1, 2017, the entire principal balance of the unsecured 5.70% Guaranteed Notes was repaid upon maturity. Available cash balances and the Credit Facility (see below) were used to fund the repayment of the unsecured notes. |
Fair Value of Financial Instr31
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 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): June 30, 2017 December 31, 2016 Carrying Amount (a) Fair Value Carrying Amount (a) Fair Value Unsecured notes payable $ 1,065,894 $ 1,089,765 $ 1,364,854 $ 1,372,758 Variable rate debt $ 526,873 $ 508,284 $ 326,709 $ 307,510 Mortgage notes payable $ 319,405 $ 316,204 $ 321,549 $ 328,853 Note receivable (b) $ 3,349 $ 3,872 $ 3,380 $ 3,717 (a) In April 2015, the FASB issued guidance requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct reduction from the carrying amount of the corresponding debt liability, consistent with debt discounts. As a result, the carrying amounts presented in the table above are net of deferred financing costs of $4.9 million and $5.5 million for unsecured notes payable, $1.7 million and $1.9 million for variable rate debt and $0.6 million and $0.7 million for mortgage notes payable as of June 30, 2017 and December 31, 2016, respectively. (b) The inputs to originate the note receivable 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 Fina32
Fair Value of Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 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 June 30, 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 6/30/2017 12/31/2016 6/30/2017 12/31/2016 Assets Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.718 % October 8, 2015 October 8, 2022 $ 3,233 $ 3,733 Liabilities Swap Interest Rate Cash Flow (a) 25,774 25,774 3.300 % December 22, 2011 January 30, 2021 (287 ) (300 ) Swap Interest Rate Cash Flow (a) 25,774 25,774 3.090 % January 6, 2012 October 30, 2019 (154 ) (214 ) Swap Interest Rate Cash Flow (a) 27,062 27,062 2.750 % December 21, 2011 September 30, 2017 (14 ) (83 ) $ 328,610 $ 328,610 (a) Hedging unsecured variable rate debt. |
Beneficiaries Equity of the P33
Beneficiaries Equity of the Parent Company (Tables) | 6 Months Ended |
Jun. 30, 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 June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ 7,698 $ 7,698 $ (1,323 ) $ (1,323 ) Net (income) loss from continuing operations attributable to non-controlling interests (45 ) (45 ) 22 22 Nonforfeitable dividends allocated to unvested restricted shareholders (73 ) (73 ) (79 ) (79 ) Preferred share dividends (307 ) (307 ) (1,725 ) (1,725 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income (loss) attributable to common shareholders $ 4,092 $ 4,092 $ (3,105 ) $ (3,105 ) Denominator Weighted-average shares outstanding 175,333,300 175,333,300 175,013,291 175,013,291 Contingent securities/Share based compensation - 1,423,298 - - Weighted-average shares outstanding 175,333,300 176,756,598 175,013,291 175,013,291 Earnings per Common Share: Net income (loss) attributable to common shareholders $ 0.02 $ 0.02 $ (0.02 ) $ (0.02 ) Six-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 28,969 $ 28,969 $ 44,987 $ 44,987 Net income from continuing operations attributable to non-controlling interests (214 ) (214 ) (367 ) (367 ) Nonforfeitable dividends allocated to unvested restricted shareholders (172 ) (172 ) (184 ) (184 ) Preferred share dividends (2,032 ) (2,032 ) (3,450 ) (3,450 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income attributable to common shareholders $ 23,370 $ 23,370 $ 40,986 $ 40,986 Denominator Weighted-average shares outstanding 175,255,564 175,255,564 174,901,118 174,901,118 Contingent securities/Share based compensation - 1,224,816 - 922,852 Weighted-average shares outstanding 175,255,564 176,480,380 174,901,118 175,823,970 Earnings per Common Share: Net income attributable to common shareholders $ 0.13 $ 0.13 $ 0.23 $ 0.23 |
Partners Equity of the Operat34
Partners Equity of the Operating Partnership (Tables) | 6 Months Ended |
Jun. 30, 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 June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ 7,698 $ 7,698 $ (1,323 ) $ (1,323 ) Net (income) loss from continuing operations attributable to non-controlling interests (45 ) (45 ) 22 22 Nonforfeitable dividends allocated to unvested restricted shareholders (73 ) (73 ) (79 ) (79 ) Preferred share dividends (307 ) (307 ) (1,725 ) (1,725 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income (loss) attributable to common shareholders $ 4,092 $ 4,092 $ (3,105 ) $ (3,105 ) Denominator Weighted-average shares outstanding 175,333,300 175,333,300 175,013,291 175,013,291 Contingent securities/Share based compensation - 1,423,298 - - Weighted-average shares outstanding 175,333,300 176,756,598 175,013,291 175,013,291 Earnings per Common Share: Net income (loss) attributable to common shareholders $ 0.02 $ 0.02 $ (0.02 ) $ (0.02 ) Six-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 28,969 $ 28,969 $ 44,987 $ 44,987 Net income from continuing operations attributable to non-controlling interests (214 ) (214 ) (367 ) (367 ) Nonforfeitable dividends allocated to unvested restricted shareholders (172 ) (172 ) (184 ) (184 ) Preferred share dividends (2,032 ) (2,032 ) (3,450 ) (3,450 ) Preferred share redemption charge (3,181 ) (3,181 ) - - Net income attributable to common shareholders $ 23,370 $ 23,370 $ 40,986 $ 40,986 Denominator Weighted-average shares outstanding 175,255,564 175,255,564 174,901,118 174,901,118 Contingent securities/Share based compensation - 1,224,816 - 922,852 Weighted-average shares outstanding 175,255,564 176,480,380 174,901,118 175,823,970 Earnings per Common Share: Net income attributable to common shareholders $ 0.13 $ 0.13 $ 0.23 $ 0.23 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |
Earnings Per Share (EPS), Basic and Diluted | The following tables detail the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income (loss) from continuing operations $ 7,698 $ 7,698 $ (1,323 ) $ (1,323 ) Nonforfeitable dividends allocated to unvested restricted unitholders (73 ) (73 ) (79 ) (79 ) Preferred unit dividends (307 ) (307 ) (1,725 ) (1,725 ) Preferred unit redemption charge (3,181 ) (3,181 ) - - Net income attributable to non-controlling interests (8 ) (8 ) (4 ) (4 ) Net income (loss) attributable to common unitholders $ 4,129 $ 4,129 $ (3,131 ) $ (3,131 ) Denominator Weighted-average units outstanding 176,813,099 176,813,099 176,541,708 176,541,708 Contingent securities/Share based compensation - 1,423,298 - - Total weighted-average units outstanding 176,813,099 178,236,397 176,541,708 176,541,708 Earnings per Common Partnership Unit: Net income (loss) attributable to common unitholders $ 0.02 $ 0.02 $ (0.02 ) $ (0.02 ) Six-month periods ended June 30, 2017 2016 Basic Diluted Basic Diluted Numerator Income from continuing operations $ 28,969 $ 28,969 $ 44,987 $ 44,987 Nonforfeitable dividends allocated to unvested restricted unitholders (172 ) (172 ) (184 ) (184 ) Preferred unit dividends (2,032 ) (2,032 ) (3,450 ) (3,450 ) Preferred unit redemption charge (3,181 ) (3,181 ) - - Net income attributable to non-controlling interests (13 ) (13 ) (6 ) (6 ) Net income attributable to common unitholders $ 23,571 $ 23,571 $ 41,347 $ 41,347 Denominator Weighted-average units outstanding 176,735,363 176,735,363 176,432,877 176,432,877 Contingent securities/Share based compensation - 1,224,816 - 922,853 Total weighted-average units outstanding 176,735,363 177,960,179 176,432,877 177,355,730 Earnings per Common Partnership Unit: Net income attributable to common unitholders $ 0.13 $ 0.13 $ 0.23 $ 0.23 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 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: June 30, 2017 December 31, 2016 Philadelphia CBD $ 1,536,488 $ 1,320,974 Pennsylvania Suburbs 1,024,252 1,005,446 Metropolitan Washington, D.C. 974,152 975,987 Austin, Texas 146,859 146,794 Other 87,927 137,094 $ 3,769,678 $ 3,586,295 Assets held for sale - 73,591 Operating properties $ 3,769,678 $ 3,659,886 Corporate Construction-in-progress $ 119,690 $ 297,462 Land held for development (a) $ 125,157 $ 150,970 (a) As of June 30, 2017, the Company categorized 50 acres of land held for development 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. 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 June 30, 2017 2016 Total revenue Operating expenses (a) Net operating income (loss) Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 54,451 $ (21,464 ) $ 32,987 $ 48,082 $ (19,775 ) $ 28,307 Pennsylvania Suburbs 35,157 (11,240 ) 23,917 35,102 (12,580 ) 22,522 Metropolitan Washington, D.C. 22,749 (8,464 ) 14,285 25,291 (8,768 ) 16,523 Austin, Texas 8,763 (4,132 ) 4,631 7,850 (2,911 ) 4,939 Other 4,160 (2,580 ) 1,580 9,062 (5,074 ) 3,988 Corporate 2,511 (2,738 ) (227 ) 1,794 (1,113 ) 681 Operating properties $ 127,791 $ (50,618 ) $ 77,173 $ 127,181 $ (50,221 ) $ 76,960 Six-month periods ended June 30, 2017 2016 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 108,900 $ (42,301 ) $ 66,599 $ 97,752 $ (39,031 ) $ 58,721 Pennsylvania Suburbs 70,812 (23,824 ) 46,988 72,208 (25,735 ) 46,473 Metropolitan Washington, D.C. 46,111 (17,847 ) 28,264 52,630 (19,667 ) 32,963 Austin, Texas 17,886 (7,705 ) 10,181 16,397 (6,166 ) 10,231 Other 10,522 (6,436 ) 4,086 21,802 (12,676 ) 9,126 Corporate 4,480 (3,586 ) 894 2,894 (1,721 ) 1,173 Operating properties $ 258,711 $ (101,699 ) $ 157,012 $ 263,683 $ (104,996 ) $ 158,687 (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 income (loss) of real estate ventures As of Three-month periods ended June 30, Six-month periods ended June 30, June 30, 2017 December 31, 2016 2017 2016 2017 2016 Philadelphia CBD $ 43,164 $ 48,691 $ 45 $ (475 ) $ (21 ) $ (20 ) Pennsylvania Suburbs 3,296 15,421 148 315 424 580 Metropolitan Washington, D.C. 143,088 141,786 (75 ) (332 ) 392 (781 ) Austin, Texas 53,752 52,886 1,646 (459 ) 1,281 (738 ) MAP Venture (a) 16,989 20,893 (787 ) (1,042 ) (1,904 ) (1,598 ) Other 1,818 1,654 107 327 164 488 Total $ 262,107 $ 281,331 $ 1,084 $ (1,666 ) $ 336 $ (2,069 ) (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 Net Income (Loss) to Consolidated NOI | The following is a reconciliation of consolidated net income (loss), as defined by GAAP, to consolidated NOI, (in thousands): Three-month periods ended June 30, Six-month periods ended June 30, 2017 2016 2017 2016 Net income (loss) $ 7,698 $ (1,323 ) $ 28,969 $ 44,987 Plus: Interest expense 20,304 19,829 41,741 43,520 Interest expense - amortization of deferred financing costs 596 644 1,230 1,418 Interest expense - financing obligation - 242 - 523 Depreciation and amortization 44,263 46,907 90,155 95,780 General and administrative expenses 6,320 6,076 15,745 15,196 Equity in (income) loss of Real Estate Ventures (1,084 ) 1,666 (336 ) 2,069 Provision for impairment 327 5,679 3,057 13,069 Loss on early extinguishment of debt - - - 66,590 Less: Interest income 163 359 556 679 Net gain (loss) on disposition of real estate 1,088 (727 ) 8,411 114,729 Net gain on Real Estate Venture transactions - 3,128 14,582 9,057 Consolidated net operating income $ 77,173 $ 76,960 $ 157,012 $ 158,687 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Future Rental Payments on Non-cancelable Leases | Minimum future rental payments on non-cancelable leases at June 30, 2017 are as follows (in thousands): Year Minimum Rent 2017 (six months remaining) $ 605 2018 1,210 2019 1,210 2020 1,210 2021 1,210 Thereafter 57,524 Total $ 62,969 |
Organization of The Parent Co37
Organization of The Parent Company and The Operating Partnership (Textual) (Details) - Jun. 30, 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 | property | 99 | |||||
Office Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 87 | |||||
Mixed Use Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 6 | |||||
Retail Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 1 | |||||
Core Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 94 | |||||
Development Property [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 2 | |||||
Redevelopment Properties [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Properties | property | 3 | |||||
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 | 8.1 | |||||
Unconsolidated Real Estate Ventures [Member] | Four Real Estate Ventures [Member] | Land Held For Development [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 4 | |||||
Acreage of land | a | 5.7 | |||||
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 | 16.4 | |||||
Area Owned by Company of Undeveloped Parcels of Land | a | 278 | |||||
Area of Additional Undeveloped Parcels of Land With Option to Purchase | a | 60 | |||||
Total Potential Development Capacity | 11.2 | |||||
Parent Company [Member] | Assets Held-for-sale [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Acreage of land | a | 50 | |||||
Total Potential Development Capacity | 0.4 | |||||
Wholly-owned Management Company Subsidiaries [Member] | ||||||
Organization of The Parent Company and The Operating Partnership [Line Items] | ||||||
Net Rentable Square Feet | 26.6 | |||||
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 | 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 | 16.4 | |||||
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 | 10.2 |
Basis of Presentation (Textual)
Basis of Presentation (Textual) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | |
Basis Of Presentation [Line Items] | ||||
Shares used for employee taxes upon vesting of share awards | $ 674 | $ 879 | ||
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 | 879 | |||
ASU 2016-15 [Member] | Reclassified from Operating Activities to Financing Activities [Member] | ||||
Basis Of Presentation [Line Items] | ||||
Debt prepayment costs | $ 53,400 | |||
Impairment Charges [Member] | ||||
Basis Of Presentation [Line Items] | ||||
Out-of-period adjustment | $ 1,200 | 1,200 | ||
Depreciation Expense Relating To Write Off [Member] | Tenant Improvement Assets [Member] | ||||
Basis Of Presentation [Line Items] | ||||
Out-of-period adjustment | $ 1,900 | $ 1,900 |
Real Estate Investments - Gross
Real Estate Investments - Gross Carrying Value of Properties (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment, Gross [Abstract] | |||
Land | $ 462,743 | $ 469,522 | |
Tenant improvements | 445,755 | 433,686 | |
Operating properties | 3,769,678 | 3,586,295 | |
Assets held for sale - real estate investments | [1] | 0 | 73,591 |
Total | 3,769,678 | 3,659,886 | |
Building and Improvements [Member] | |||
Property, Plant and Equipment, Gross [Abstract] | |||
Operating properties | $ 2,861,180 | $ 2,683,087 | |
[1] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation, land held for development 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) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017USD ($)apropertyParcel | Mar. 31, 2017USD ($)segment | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)apropertyParcel | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($)aproperty | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Net gain (loss) on disposition of real estate | $ 1,088,000 | $ (727,000) | $ 8,411,000 | $ 114,729,000 | ||
Assets held for sale, net | $ 5,569,000 | $ 5,569,000 | $ 41,718,000 | |||
Number of Properties | property | 99 | 99 | ||||
Impairment charges | $ 327,000 | $ 5,679,000 | $ 3,057,000 | $ 13,069,000 | ||
Aggregate carrying values of properties | $ 3,769,678,000 | 3,769,678,000 | 3,586,295,000 | |||
Land [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Net gain (loss) on disposition of real estate | $ 0 | |||||
Acreage of land | a | 14.9 | 14.9 | ||||
Assets Held-for-sale [Member] | Operating Real Estate Investments, Net [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Assets held for sale, net | 40,700,000 | |||||
Assets Held-for-sale [Member] | Land Held For Development [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Assets held for sale, net | $ 1,000,000 | |||||
Other Segment [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties | segment | 4 | |||||
Carrying value of real estate prior to impairment | $ 10,200,000 | |||||
Impairment charges | $ 0 | |||||
Impairment of properties held for use | $ 1,000,000 | |||||
Impairment Hold Period | 10 years | |||||
Residual Capitalization Rates | 9.00% | |||||
Discount Rates | 9.25% | |||||
Other Segment [Member] | Impairment on Held for Use Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Aggregate carrying values of properties | $ 9,200,000 | |||||
Other Segment [Member] | Land [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Acreage of land | a | 50 | 50 | ||||
Provision for impairment on assets held for sale | $ 300,000 | |||||
Number of Parcels | Parcel | 1 | 1 | ||||
Carrying value of real estate prior to impairment | $ 5,900,000 | $ 5,900,000 | ||||
Aggregate carrying value | $ 5,600,000 | $ 5,600,000 | ||||
Other Segment [Member] | Assets Held-for-sale [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Acreage of land | a | 50 | 50 | 5 | |||
Assets held for sale, net | $ 5,600,000 | $ 5,600,000 | ||||
Provision for impairment on assets held for sale | $ 300,000 | |||||
2970 Market Street (Cira Square) [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Net gain (loss) on disposition of real estate | $ 500,000 | |||||
Office Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 12 | |||||
Number of Properties | property | 87 | 87 | ||||
Office Properties [Member] | Other Segment [Member] | Assets Held-for-sale [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties | property | 2 | |||||
Office Properties [Member] | Metropolitan DC [Member] | Assets Held-for-sale [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties | property | 3 | |||||
Retail Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 1 | |||||
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 | Feb. 02, 2017property | Jun. 30, 2017USD ($)ft² | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)ft²property | Jun. 30, 2016USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Net Proceeds on Sale | $ 102,083 | $ 748,395 | ||||
Gain (Loss) on Sale | $ 1,088 | $ (727) | $ 8,411 | $ 114,729 | ||
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 | 181,900 | ||||
Sales Price | $ 21,400 | $ 21,400 | ||||
Net Proceeds on Sale | 11,200 | |||||
Gain (Loss) on Sale | $ 6,500 | |||||
Office Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 12 | |||||
Office Properties [Member] | Two, Four A, Four B and Five Eves Drive (Evesham Corporate Center) [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 4 | |||||
Rentable Square Feet | ft² | 134,794 | 134,794 | ||||
Sales Price | $ 9,700 | $ 9,700 | ||||
Net Proceeds on Sale | 8,650 | |||||
Gain (Loss) on Sale | [1],[2] | $ (325) | ||||
Office Properties [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 | 215,465 | ||||
Sales Price | $ 19,000 | $ 19,000 | ||||
Net Proceeds on Sale | 17,771 | |||||
Gain (Loss) on Sale | [2],[3] | $ (249) | ||||
Office Properties [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 | 313,810 | ||||
Sales Price | $ 9,000 | $ 9,000 | ||||
Net Proceeds on Sale | 8,354 | |||||
Gain (Loss) on Sale | [2],[4] | $ 0 | ||||
Office Properties [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 | 2 | ||||
Rentable Square Feet | ft² | 350,256 | 350,256 | ||||
Sales Price | $ 33,100 | $ 33,100 | ||||
Net Proceeds on Sale | 32,010 | |||||
Gain (Loss) on Sale | [2],[5] | $ 551 | ||||
Retail Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 1 | |||||
Retail Properties [Member] | 7000 Midlantic Drive [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 | 10,784 | 10,784 | ||||
Sales Price | $ 8,150 | $ 8,150 | ||||
Net Proceeds on Sale | 7,714 | |||||
Gain (Loss) on Sale | [2] | $ 1,413 | ||||
Mixed Use Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 1 | |||||
Mixed Use Properties [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 | 181,900 | ||||
Sales Price | $ 21,400 | $ 21,400 | ||||
Net Proceeds on Sale | 11,182 | |||||
Gain (Loss) on Sale | [2],[6] | $ 6,498 | ||||
Office, Retail and Mixed-use Properties [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Number of Properties Sold | property | 14 | |||||
Rentable Square Feet | ft² | 1,207,009 | 1,207,009 | ||||
Sales Price | $ 100,350 | $ 100,350 | ||||
Net Proceeds on Sale | 85,681 | |||||
Gain (Loss) on Sale | [2] | $ 7,888 | ||||
[1] | During the first quarter of 2017, the Company recognized a $1.0 million impairment related to these properties. | |||||
[2] | Gain/(Loss) on Sale is net of closing and other transaction related costs. | |||||
[3] | During the fourth quarter of 2016, the Company recognized a $7.3 million impairment related to these properties. | |||||
[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. During the fourth quarter of 2016, the Company recognized an $11.5 million impairment related to these properties. | |||||
[6] | 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 an aggregate 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. |
Real Estate Investments - Sum42
Real Estate Investments - Summary of Office Properties Sold (Parenthetical) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017USD ($)ft² | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)ft²Installment | Jun. 30, 2016USD ($) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Proceeds from the sale of properties | $ 102,083 | $ 748,395 | ||||
Assets held for sale, net | $ 5,569 | $ 41,718 | 5,569 | |||
Net gain (loss) on disposition of real estate | $ 1,088 | $ (727) | $ 8,411 | $ 114,729 | ||
Two, Four A, Four B and Five Eves Drive (Evesham Corporate Center) [Member] | ||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||||
Provision for impairment on assets held for sale | $ 1,000 | |||||
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 | 181,900 | ||||
Aggregate sales price | $ 21,400 | $ 21,400 | ||||
Number of installments | Installment | 2 | |||||
First installment payment | $ 12,000 | |||||
Second installment payment | 9,400 | $ 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 (loss) on disposition of real estate | 6,500 | |||||
Deferred gain on sale | $ 9,400 | 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 - Sum43
Real Estate Investments - Summary of Land Parcels Sold (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017USD ($)aParcel | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)aParcel | Jun. 30, 2016USD ($) | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Proceeds from the sale of properties | $ 102,083 | $ 748,395 | |||
Gain on Sale | $ 1,088 | $ (727) | $ 8,411 | $ 114,729 | |
Land [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Number of Parcels | Parcel | 3 | 3 | |||
Acreage of land | a | 14.9 | 14.9 | |||
Sales Price | $ 16,400 | $ 16,400 | |||
Proceeds from the sale of properties | 15,880 | ||||
Gain on Sale | $ 0 | ||||
Garza Ranch - Multi-family [Member] | Land [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Number of Parcels | Parcel | 1 | 1 | |||
Acreage of land | a | 8.4 | 8.4 | |||
Sales Price | $ 11,800 | $ 11,800 | |||
Proceeds from the sale of properties | 11,560 | ||||
Gain on Sale | [1] | $ 0 | |||
Gateway Land - Site C [Member] | Land [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Number of Parcels | Parcel | 1 | 1 | |||
Acreage of land | a | 4.8 | 4.8 | |||
Sales Price | $ 1,100 | $ 1,100 | |||
Proceeds from the sale of properties | 1,043 | ||||
Gain on Sale | [2] | $ 0 | |||
Garza Ranch - Hotel [Member] | Land [Member] | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Number of Parcels | Parcel | 1 | 1 | |||
Acreage of land | a | 1.7 | 1.7 | |||
Sales Price | $ 3,500 | $ 3,500 | |||
Proceeds from the sale of properties | 3,277 | ||||
Gain on Sale | [1] | $ 0 | |||
[1] | 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” for further discussion of the infrastructure improvements. | ||||
[2] | During the fourth quarter of 2016, the Company recognized a nominal impairment related to this land parcel. |
Investment in Unconsolidated 44
Investment in Unconsolidated Real Estate Ventures (Textual) (Details) ft² in Millions | Jan. 31, 2017USD ($)property | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)property | Jun. 30, 2016USD ($) | Jun. 30, 2017 | Jun. 30, 2017property | Jun. 30, 2017ft² | Jun. 30, 2017Real_Estate_Investment | Jun. 30, 2017a | Jun. 30, 2017Apartment_unit | Dec. 31, 2016USD ($) | |
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Investment in Real Estate Ventures, equity method | $ 262,107,000 | $ 262,107,000 | $ 281,331,000 | ||||||||||
Management fees | 7,080,000 | $ 6,208,000 | 13,565,000 | $ 11,443,000 | |||||||||
Accounts receivable | 13,151,000 | 13,151,000 | 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 | 0 | 3,128,000 | 14,582,000 | 9,057,000 | |||||||||
1919 Venture [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Guarantees, maximum exposure amount | 88,900,000 | $ 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% | ||||||||||||
Number of Properties Sold | property | 398 | ||||||||||||
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 | 12 | ||||||||||||
Real Estate Venture [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Management fees | 1,600,000 | 1,600,000 | $ 3,200,000 | 3,100,000 | |||||||||
Accounts receivable | 2,000,000 | 1,400,000 | 2,000,000 | 1,400,000 | |||||||||
Real Estate Venture [Member] | Lease Commission Income [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Management fees | 1,500,000 | $ 500,000 | 2,800,000 | $ 1,300,000 | |||||||||
Unconsolidated Real Estate Ventures [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 13 | ||||||||||||
Investment in Real Estate Ventures, equity method | [1] | 262,107,000 | 262,107,000 | $ 281,331,000 | |||||||||
Real estate ventures aggregate indebtedness to third parties | 952,700,000 | 952,700,000 | |||||||||||
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 | 8.1 | ||||||||||||
Unconsolidated Real Estate Ventures [Member] | Four Real Estate Ventures [Member] | Land Held For Development [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Number of Unconsolidated Investments in Real Estate Ventures | Real_Estate_Investment | 4 | ||||||||||||
Acreage of land | a | 5.7 | ||||||||||||
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 | 55,400,000 | |||||||||||
PJP VII [Member] | |||||||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||||||
Guarantees, maximum exposure amount | $ 400,000 | $ 400,000 | |||||||||||
[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 45
Investment in Unconsolidated Real Estate Ventures - Summary of Financial Position of Real Estate Ventures (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Schedule Of Equity Method Investments [Line Items] | |||
Company’s share of equity (Company’s basis) | $ 262,107 | $ 281,331 | |
Unconsolidated Real Estate Ventures [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Net property | 1,405,573 | 1,483,067 | |
Other assets | 216,142 | 231,972 | |
Other liabilities | 114,829 | 129,486 | |
Debt, net | 946,057 | 989,738 | |
Equity | 560,829 | 595,815 | |
Company’s share of equity (Company’s basis) | [1] | $ 262,107 | $ 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 46
Investment in Unconsolidated Real Estate Ventures - Summary of Results of Operations of Real Estate Ventures with Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Schedule Of Equity Method Investments [Line Items] | |||||
Equity in income (loss) of Real Estate Ventures | $ 1,084 | $ (1,666) | $ 336 | $ (2,069) | |
Unconsolidated Real Estate Ventures [Member] | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Revenue | 58,819 | 53,406 | 113,098 | 99,931 | |
Operating expenses | (25,172) | (27,088) | (50,338) | (53,755) | |
Interest expense, net | (11,272) | (10,928) | (22,101) | (19,917) | |
Depreciation and amortization | (20,371) | (20,242) | (41,133) | (40,403) | |
Net income (loss) | [1] | 2,004 | (4,852) | (474) | (14,144) |
Equity in income (loss) of Real Estate Ventures | $ 1,084 | $ (1,666) | $ 336 | $ (2,069) | |
[1] | The six-month period ended June 30, 2016 amount includes $7.1 million of acquisition deal costs related to the formation of the MAP Venture. |
Investment in Unconsolidated 47
Investment in Unconsolidated Real Estate Ventures - Summary of Results of Operations of Real Estate Ventures with Interests (Parenthetical) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2016USD ($) | |
MAP Venture [Member] | |
Schedule Of Equity Method Investments [Line Items] | |
Acquisition deal costs | $ 7.1 |
Intangible Assets and Liabili48
Intangible Assets and Liabilities - Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | $ 116,523 | $ 160,681 |
Intangible Assets, Accumulated Amortization | (57,113) | (88,203) |
Intangible Assets, net | 59,410 | 72,478 |
Acquired Lease Intangibles, Net | 15,989 | 18,119 |
Below market leases [Member] | ||
Intangible Assets [Line Items] | ||
Acquired Lease Intangibles, Gross | 30,391 | 37,579 |
Acquired Lease Intangibles, Accumulated Amortization | (14,402) | (19,460) |
Acquired Lease Intangibles, Net | 15,989 | 18,119 |
In-place lease value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 99,338 | 142,889 |
Intangible Assets, Accumulated Amortization | (44,364) | (75,696) |
Intangible Assets, net | 54,974 | 67,193 |
Tenant relationship value [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 12,831 | 13,074 |
Intangible Assets, Accumulated Amortization | (10,412) | (10,167) |
Intangible Assets, net | 2,419 | 2,907 |
Above market leases acquired [Member] | ||
Intangible Assets [Line Items] | ||
Intangible Assets, Total Cost | 4,354 | 4,718 |
Intangible Assets, Accumulated Amortization | (2,337) | (2,340) |
Intangible Assets, net | $ 2,017 | $ 2,378 |
Intangible Assets and Liabili49
Intangible Assets and Liabilities - Annual Amortization of Intangible Assets, Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Assets | ||
2017 (six months remaining) | $ 6,595 | |
2,018 | 11,754 | |
2,019 | 10,536 | |
2,020 | 8,457 | |
2,021 | 5,971 | |
Thereafter | 16,097 | |
Intangible Assets, net | 59,410 | $ 72,478 |
Liabilities | ||
2017 (six months remaining) | 1,193 | |
2,018 | 2,196 | |
2,019 | 1,885 | |
2,020 | 1,337 | |
2,021 | 807 | |
Thereafter | 8,571 | |
Acquired Lease Intangibles, Net | $ 15,989 | $ 18,119 |
Debt Obligations - Consolidated
Debt Obligations - Consolidated Debt Obligations Outstanding (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||
Consolidated debt obligations | |||||
Line of credit | $ 200,000 | $ 0 | |||
Total Debt Obligations | 1,912,172 | 2,013,112 | |||
Secured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | 322,595 | 325,038 | |||
Plus: premiums/(discounts), net | (2,543) | (2,761) | |||
Less: deferred financing costs | (647) | (728) | |||
Total mortgage indebtedness | 319,405 | 321,549 | |||
Unsecured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | 1,603,610 | 1,703,610 | |||
Plus: premiums/(discounts), net | (4,178) | (4,678) | |||
Less: deferred financing costs | (6,665) | (7,369) | |||
Total unsecured indebtedness | 1,592,767 | 1,691,563 | |||
Two Logan Square [Member] | Secured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | $ 85,233 | 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 | $ 125,362 | 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 | ||||
Revolving Credit Facility [Member] | Unsecured Debt [Member] | |||||
Consolidated debt obligations | |||||
Line of credit | $ 200,000 | ||||
Effective interest rate, description | LIBOR + 1.20% | ||||
Debt instrument maturity date | May 31, 2019 | ||||
Revolving Credit Facility [Member] | Unsecured Debt [Member] | LIBOR [Member] | |||||
Consolidated debt obligations | |||||
Spread on variable rate | 1.20% | ||||
$300.0M 5.70% Guaranteed Notes due 2017 [Member] | Unsecured Debt [Member] | |||||
Consolidated debt obligations | |||||
Long-term Debt, Gross | [3] | 300,000 | |||
Effective interest rate | [3] | 5.68% | |||
Debt instrument maturity date | [3] | May 1, 2017 | |||
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 | ||||
$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) - Swapped to fixed [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) - Swapped to fixed [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) - Swapped to fixed [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 $130.0 million and extended the scheduled maturity date from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan secured by Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. | ||||
[2] | This loan was assumed upon acquisition of the related property on December 19, 2013. The interest rate reflects the market rate at the time of acquisition. A default under this loan will also constitute a default under the loan secured by One Commerce Square. This loan is also secured by a lien on One Commerce Square. | ||||
[3] | On May 1, 2017, the entire principal balance of the unsecured 5.70% Guaranteed Notes was repaid upon maturity. Available cash balances and the Credit Facility (see below) were used to fund the repayment of the unsecured notes. |
Debt Obligations - Consolidat51
Debt Obligations - Consolidated Debt Obligations Outstanding (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 29, 2015 | Jun. 30, 2017 | May 01, 2017 | Dec. 31, 2015 | ||
One Commerce Square [Member] | Secured Debt [Member] | ||||||
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% | |||
$300.0M 5.70% Guaranteed Notes due 2017 [Member] | Unsecured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument maturity date | [2] | May 1, 2017 | ||||
Effective interest rate | [2] | 5.68% | ||||
Debt instrument Interest rate | 5.70% | |||||
[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 $130.0 million and extended the scheduled maturity date from January 6, 2016 to April 5, 2023. The effective interest rate as of December 31, 2015 was 3.64%. A default under this loan will also constitute a default under the loan secured by Two Commerce Square. This loan is also secured by a lien on Two Commerce Square. | |||||
[2] | On May 1, 2017, the entire principal balance of the unsecured 5.70% Guaranteed Notes was repaid upon maturity. Available cash balances and the Credit Facility (see below) were used to fund the repayment of the unsecured notes. |
Debt Obligations (Textual) (Det
Debt Obligations (Textual) (Details) - USD ($) | May 15, 2015 | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||
Line of credit | $ 200,000,000 | $ 0 | |
Revolving Credit Facility [Member] | New Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Weighted Average Interest Rate | 2.30% | ||
Debt term | 4 years | ||
Maximum borrowing capacity | $ 600,000,000 | ||
Line of credit | $ 200,000,000 | ||
Variable interest rate | 1.20% | ||
Variable interest rate, LIBOR period description | LIBOR plus 1.20% | ||
Letters of credit outstanding amount | $ 12,400,000 | ||
Proceeds from line of credit | 0 | ||
Unused borrowing capacity | $ 387,600,000 | ||
Effective interest rate on credit facility | 2.37% | ||
Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Weighted Average Interest Rate | 4.03% | 4.03% |
Fair Value of Financial Instr53
Fair Value of Financial Instruments - Financial Instruments for which Estimates of Fair Value Differ from Carrying Amounts (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Mortgage notes payable, net | $ 319,405 | $ 321,549 | |
Carrying Amount [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Note receivable | [1],[2] | 3,349 | 3,380 |
Carrying Amount [Member] | Unsecured Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Unsecured notes payable | [1] | 1,065,894 | 1,364,854 |
Carrying Amount [Member] | Variable Rate Debt [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Variable rate debt | [1] | 526,873 | 326,709 |
Carrying Amount [Member] | Mortgages Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Mortgage notes payable, net | [1] | 319,405 | 321,549 |
Fair Value [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Note receivable, fair value | [2] | 3,872 | 3,717 |
Fair Value [Member] | Unsecured Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | 1,089,765 | 1,372,758 | |
Fair Value [Member] | Variable Rate Debt [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | 508,284 | 307,510 | |
Fair Value [Member] | Mortgages Notes Payable [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Debt instrument, fair value | $ 316,204 | $ 328,853 | |
[1] | In April 2015, the FASB issued guidance requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct reduction from the carrying amount of the corresponding debt liability, consistent with debt discounts. As a result, the carrying amounts presented in the table above are net of deferred financing costs of $4.9 million and $5.5 million for unsecured notes payable, $1.7 million and $1.9 million for variable rate debt and $0.6 million and $0.7 million for mortgage notes payable as of June 30, 2017 and December 31, 2016, respectively. | ||
[2] | The inputs to originate the note receivable are unobservable and, as a result, are categorized as Level 3. The Company determined fair value by calculating the present value of the cash payments to be received through the maturity date of the loan. See Note 2, “Summary of Significant Accounting Policies,” to the Company’s 2016 Annual Report on Form 10-K for the year ended December 31, 2016 for further information regarding the note origination. |
Fair Value of Financial Instr54
Fair Value of Financial Instruments - Financial Instruments for which Estimates of Fair Value Differ from Carrying Amounts (Parenthetical) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Unsecured Notes Payable [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | $ 6,665 | $ 7,369 |
Unsecured Notes Payable [Member] | Carrying Amount [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | 4,900 | 5,500 |
Variable Rate Debt [Member] | Carrying Amount [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | 1,700 | 1,900 |
Mortgages Notes Payable [Member] | Carrying Amount [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | $ 600 | $ 700 |
Fair Value of Financial Instr55
Fair Value of Financial Instruments (Textual) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Variable rate and mortgage debt [Member] | ||
Fair Value Inputs Liabilities Quantitative Information [Line Items] | ||
Discount Rates | 4.075% | 4.353% |
Limited Partners' Non-Control56
Limited Partners' Non-Controlling Interests in the Parent Company (Textual) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Noncontrolling Interest [Abstract] | ||
Aggregate amount related to non-controlling interests classified within equity | $ 14.7 | $ 14.9 |
Settlement value of non controlling interest in operating partnership | $ 25.9 | $ 24.4 |
Fair Value of Derivative Fina57
Fair Value of Derivative Financial Instruments - Terms and Fair Values of Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 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 | 3,233 | 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 | $ (287) | (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 | $ (154) | (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 | $ (14) | $ (83) |
Beneficiaries Equity of the P58
Beneficiaries Equity of the Parent Company - Number of Shares and Net Income Used to Calculate Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Numerator | ||||
Income (loss) from continuing operations, Basic | $ 7,698 | $ (1,323) | $ 28,969 | $ 44,987 |
Net (income) loss from continuing operations attributable to non-controlling interests, Basic | (45) | 22 | (214) | (367) |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (73) | (79) | (172) | (184) |
Distribution to preferred shareholders | (307) | (1,725) | (2,032) | (3,450) |
Preferred share redemption charge | (3,181) | 0 | (3,181) | 0 |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | 4,092 | (3,105) | 23,370 | 40,986 |
Net (income) loss from continuing operations attributable to non-controlling interests, Diluted | (45) | 22 | (214) | (367) |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (73) | (79) | (172) | (184) |
Net income (loss) attributable to common shareholders, Diluted | $ 4,092 | $ (3,105) | $ 23,370 | $ 40,986 |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 175,333,300 | 175,013,291 | 175,255,564 | 174,901,118 |
Contingent securities/Share based compensation (in shares) | 1,423,298 | 0 | 1,224,816 | 922,852 |
Diluted weighted average shares outstanding (in shares) | 176,756,598 | 175,013,291 | 176,480,380 | 175,823,970 |
Earnings per Common Share: | ||||
Net income (loss) attributable to common shareholders, Basic (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Net income (loss) attributable to common shareholders, Diluted (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Beneficiaries Equity of the P59
Beneficiaries Equity of the Parent Company (Textual) (Details) - USD ($) $ / shares in Units, $ in Thousands | May 18, 2017 | Apr. 11, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||||||
Dividends, Common Stock | $ 28,400 | ||||||
Redemption outstanding shares | 0 | 0 | 4,000,000 | ||||
Preferred share redemption charge | $ 3,181 | $ 0 | $ 3,181 | $ 0 | |||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||||
Class of Stock [Line Items] | |||||||
Dividends, Common Stock | $ 28,400 | ||||||
Redemption outstanding shares | 0 | 0 | 4,000,000 | ||||
Preferred share redemption charge | $ 3,181 | $ 0 | $ 3,181 | $ 0 | |||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Series E Preferred Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Redemption outstanding shares | 4,000,000 | ||||||
Redemption price per share | $ 25.51 | ||||||
Accrued dividends paid in cash | $ 2,000 | ||||||
Preferred share redemption charge | $ 3,200 | ||||||
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 | 1,479,799 |
Partners Equity of the Operat60
Partners Equity of the Operating Partnership - Number of Units and Net Income Used to Calculate Basic and Diluted Earnings Per Common Partnership Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Numerator | ||||
Income (loss) from continuing operations, Basic | $ 7,698 | $ (1,323) | $ 28,969 | $ 44,987 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (73) | (79) | (172) | (184) |
Distribution to preferred shareholders | (307) | (1,725) | (2,032) | (3,450) |
Preferred share redemption charge | (3,181) | 0 | (3,181) | 0 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | $ (73) | $ (79) | $ (172) | $ (184) |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 175,333,300 | 175,013,291 | 175,255,564 | 174,901,118 |
Contingent securities/Share based compensation (in shares) | 1,423,298 | 0 | 1,224,816 | 922,852 |
Diluted weighted average shares outstanding (in shares) | 176,756,598 | 175,013,291 | 176,480,380 | 175,823,970 |
Earnings per Common Partnership Unit | ||||
Net income (loss) attributable to common unitholders, Basic (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Net income (loss) attributable to common unitholders, Diluted (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Numerator | ||||
Income (loss) from continuing operations, Basic | $ 7,698 | $ (1,323) | $ 28,969 | $ 44,987 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (73) | (79) | (172) | (184) |
Distribution to preferred shareholders | (307) | (1,725) | (2,032) | (3,450) |
Preferred share redemption charge | (3,181) | 0 | (3,181) | 0 |
Net income attributable to non-controlling interests | (8) | (4) | (13) | (6) |
Net income (loss) attributable to common unitholders, Basic | 4,129 | (3,131) | 23,571 | 41,347 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (73) | (79) | (172) | (184) |
Net income (loss) attributable to common unitholders, Diluted | $ 4,129 | $ (3,131) | $ 23,571 | $ 41,347 |
Denominator | ||||
Basic weighted average shares outstanding (in shares) | 176,813,099 | 176,541,708 | 176,735,363 | 176,432,877 |
Contingent securities/Share based compensation (in shares) | 1,423,298 | 0 | 1,224,816 | 922,853 |
Diluted weighted average shares outstanding (in shares) | 178,236,397 | 176,541,708 | 177,960,179 | 177,355,730 |
Earnings per Common Partnership Unit | ||||
Net income (loss) attributable to common unitholders, Basic (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Net income (loss) attributable to common unitholders, Diluted (USD per share) | $ 0.02 | $ (0.02) | $ 0.13 | $ 0.23 |
Partners Equity of the Operat61
Partners Equity of the Operating Partnership (Textual) (Details) - USD ($) $ / shares in Units, $ in Thousands | May 18, 2017 | Apr. 11, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Earnings Per Common Partnership Unit [Line Items] | |||||||
Dividends, Common Stock | $ 28,400 | ||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 4,000,000 | ||||
Preferred share redemption charge | $ 3,181 | $ 0 | $ 3,181 | $ 0 | |||
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] | |||||||
Dividends, Common Stock | $ 28,400 | ||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 4,000,000 | ||||
Preferred share redemption charge | $ 3,181 | $ 0 | $ 3,181 | $ 0 | |||
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 | $ 25.51 | ||||||
Accrued dividends paid in cash | $ 2,000 | ||||||
Preferred share redemption charge | $ 3,200 | ||||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Dividend Declared [Member] | |||||||
Earnings Per Common Partnership Unit [Line Items] | |||||||
Dividends Payable, Amount Per Share | $ 0.16 |
Segment Information (Textual) (
Segment Information (Textual) (Details) | Feb. 02, 2017property | Jun. 30, 2017propertysegment |
Segment Reporting Information [Line Items] | ||
Number of Reportable Segments | segment | 5 | |
Office Properties [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties Sold | 12 | |
Office Properties [Member] | 1200 & 1220 Concord Avenue (Concord Airport Plaza) [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of Properties Sold | 2 | 2 |
Segment Information - Real Esta
Segment Information - Real Estate Investments, at Cost of Company's Reportable Segments (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Operating properties | $ 3,769,678 | $ 3,586,295 | |
Assets held for sale | [1] | 0 | 73,591 |
Operating properties | 3,769,678 | 3,659,886 | |
Construction-in-progress | 119,690 | 297,462 | |
Land held for development | [2] | 125,157 | 150,970 |
Philadelphia CBD [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 1,536,488 | 1,320,974 | |
Pennsylvania Suburbs [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 1,024,252 | 1,005,446 | |
Metropolitan DC [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 974,152 | 975,987 | |
Austin, Texas [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | 146,859 | 146,794 | |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating properties | $ 87,927 | $ 137,094 | |
[1] | Real estate investments related to assets held for sale above represents gross real estate assets and does not include accumulated depreciation, land held for development or other assets on the balance sheet of the property held for sale. See “Held for Sale” below in this Note 3. | ||
[2] | As of June 30, 2017, the Company categorized 50 acres of land held for development 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. |
Segment Information - Real Es64
Segment Information - Real Estate Investments, at Cost of Company's Reportable Segments (Parenthetical) (Details) - a | Jun. 30, 2017 | Dec. 31, 2016 |
Other [Member] | Assets Held-for-sale [Member] | ||
Segment Reporting Information [Line Items] | ||
Acreage of land | 50 | 5 |
Segment Information - Net Opera
Segment Information - Net Operating Income of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 127,791 | $ 127,181 | $ 258,711 | $ 263,683 | |
Operating expenses | [1] | (50,618) | (50,221) | (101,699) | (104,996) |
Net operating income (loss) | 77,173 | 76,960 | 157,012 | 158,687 | |
Operating Segments [Member] | Philadelphia CBD [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 54,451 | 48,082 | 108,900 | 97,752 | |
Operating expenses | [1] | (21,464) | (19,775) | (42,301) | (39,031) |
Net operating income (loss) | 32,987 | 28,307 | 66,599 | 58,721 | |
Operating Segments [Member] | Pennsylvania Suburbs [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 35,157 | 35,102 | 70,812 | 72,208 | |
Operating expenses | [1] | (11,240) | (12,580) | (23,824) | (25,735) |
Net operating income (loss) | 23,917 | 22,522 | 46,988 | 46,473 | |
Operating Segments [Member] | Metropolitan DC [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 22,749 | 25,291 | 46,111 | 52,630 | |
Operating expenses | [1] | (8,464) | (8,768) | (17,847) | (19,667) |
Net operating income (loss) | 14,285 | 16,523 | 28,264 | 32,963 | |
Operating Segments [Member] | Austin, Texas [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 8,763 | 7,850 | 17,886 | 16,397 | |
Operating expenses | [1] | (4,132) | (2,911) | (7,705) | (6,166) |
Net operating income (loss) | 4,631 | 4,939 | 10,181 | 10,231 | |
Operating Segments [Member] | Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 4,160 | 9,062 | 10,522 | 21,802 | |
Operating expenses | [1] | (2,580) | (5,074) | (6,436) | (12,676) |
Net operating income (loss) | 1,580 | 3,988 | 4,086 | 9,126 | |
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 2,511 | 1,794 | 4,480 | 2,894 | |
Operating expenses | [1] | (2,738) | (1,113) | (3,586) | (1,721) |
Net operating income (loss) | $ (227) | $ 681 | $ 894 | $ 1,173 | |
[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 | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | ||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | $ 262,107 | $ 262,107 | $ 281,331 | |||
Equity in income (loss) of Real Estate Ventures | 1,084 | $ (1,666) | 336 | $ (2,069) | ||
Philadelphia CBD [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 43,164 | 43,164 | 48,691 | |||
Equity in income (loss) of Real Estate Ventures | 45 | (475) | (21) | (20) | ||
Pennsylvania Suburbs [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 3,296 | 3,296 | 15,421 | |||
Equity in income (loss) of Real Estate Ventures | 148 | 315 | 424 | 580 | ||
Metropolitan DC [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 143,088 | 143,088 | 141,786 | |||
Equity in income (loss) of Real Estate Ventures | (75) | (332) | 392 | (781) | ||
MAP Venture [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | [1] | 16,989 | 16,989 | 20,893 | ||
Equity in income (loss) of Real Estate Ventures | [1] | (787) | (1,042) | (1,904) | (1,598) | |
Other [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 1,818 | 1,818 | 1,654 | |||
Equity in income (loss) of Real Estate Ventures | 107 | 327 | 164 | 488 | ||
Austin, Texas [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Investment in Real Estate Ventures, at equity | 53,752 | 53,752 | $ 52,886 | |||
Equity in income (loss) of Real Estate Ventures | $ 1,646 | $ (459) | $ 1,281 | $ (738) | ||
[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 Net Income (Loss) to Consolidated NOI (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting [Abstract] | ||||
Net income (loss) | $ 7,698 | $ (1,323) | $ 28,969 | $ 44,987 |
Plus: | ||||
Interest expense | 20,304 | 19,829 | 41,741 | 43,520 |
Interest expense - amortization of deferred financing costs | 596 | 644 | 1,230 | 1,418 |
Interest expense - financing obligation | 0 | 242 | 0 | 523 |
Depreciation and amortization | 44,263 | 46,907 | 90,155 | 95,780 |
General and administrative expenses | 6,320 | 6,076 | 15,745 | 15,196 |
Equity in (income) loss of Real Estate Ventures | (1,084) | 1,666 | (336) | 2,069 |
Provision for impairment | 327 | 5,679 | 3,057 | 13,069 |
Loss on early extinguishment of debt | 0 | 0 | 0 | 66,590 |
Less: | ||||
Interest income | 163 | 359 | 556 | 679 |
Net gain (loss) on disposition of real estate | 1,088 | (727) | 8,411 | 114,729 |
Net gain on Real Estate Venture transactions | 0 | 3,128 | 14,582 | 9,057 |
Consolidated net operating income | $ 77,173 | $ 76,960 | $ 157,012 | $ 158,687 |
Commitments and Contingencies68
Commitments and Contingencies (Textual) (Details) | Feb. 02, 2017ft²property | Dec. 03, 2015ft² | Apr. 02, 2015USD ($) | Jun. 30, 2017USD ($)aproperty | Aug. 01, 2017USD ($) | Jul. 01, 2016USD ($)aParcel |
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Expected acquisition date for replacement property | Aug. 1, 2017 | |||||
Latest acquisition date to avoid payment of tax liability | Aug. 1, 2017 | |||||
Loss contingency on acquisition of replacement property | $ 0 | |||||
Subaru Corporate Headquarters Project [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
NTE Amount | 79,400,000 | |||||
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 | |||||
Estimated project costs | 44,300,000 | |||||
Subaru Build-to-Service Center Project [Member] | Other Assets [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Project costs funded | $ 11,300,000 | |||||
Concord Airport Plaza [Member] | Subsequent Event [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Purchase commitment amount to satisfy tax liabilities | $ 13,500,000 | |||||
Office Properties [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Number of Properties Sold | property | 12 | |||||
Office Properties [Member] | Concord Airport Plaza [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Number of Properties Sold | property | 2 | |||||
Rentable Square Feet | ft² | 350,256 | |||||
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 | 952,700,000 | |||||
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 | |||||
Number of Parcels | Parcel | 2 | |||||
Garza Land Acquisition [Member] | Parcel One [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Area of land sold | a | 8.4 | |||||
Garza Land Acquisition [Member] | Parcel Two [Member] | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Area of land sold | a | 1.7 | |||||
Garza Land Acquisition [Member] | A1000 Atrium Way And Libertyview | ||||||
Property Subject to or Available for Operating Lease [Line Items] | ||||||
Infrastructure improvements to land, estimated cost | $ 14,300,000 | |||||
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 | 12 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 | Jun. 30, 2017USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2017 (six months remaining) | $ 605 |
2,018 | 1,210 |
2,019 | 1,210 |
2,020 | 1,210 |
2,021 | 1,210 |
Thereafter | 57,524 |
Total | $ 62,969 |
Subsequent Events (Textual) (De
Subsequent Events (Textual) (Details) | Jul. 18, 2017USD ($)a | Jun. 30, 2017USD ($)a | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)a | Jun. 30, 2016USD ($) |
Subsequent Event [Line Items] | |||||
Net gain (loss) on disposition of real estate | $ 1,088,000 | $ (727,000) | $ 8,411,000 | $ 114,729,000 | |
Land [Member] | |||||
Subsequent Event [Line Items] | |||||
Acreage of land | a | 14.9 | 14.9 | |||
Sales Price | $ 16,400,000 | $ 16,400,000 | |||
Net gain (loss) on disposition of real estate | $ 0 | ||||
Subsequent Event [Member] | Land [Member] | Bishops Gate [Member] | |||||
Subsequent Event [Line Items] | |||||
Acreage of land | a | 50 | ||||
Sales Price | $ 6,000,000 | ||||
Net gain (loss) on disposition of real estate | $ 0 |