Financial Information for Parent Guarantor, Issuer Subsidiary and Non-Guarantor Subsidiaries | Financial Information for Parent Guarantor, Issuer Subsidiary, and Non-Guarantor Subsidiaries The 2026 Bonds Payable and the 2025 Bonds Payable (see Note 6, Bonds Payable ) were issued by Columbia Property Trust OP, and are guaranteed by Columbia Property Trust. In accordance with SEC Rule 3-10(c), Columbia Property Trust includes herein condensed consolidating financial information in lieu of separate financial statements of the subsidiary issuer (Columbia Property Trust OP), as defined in the bond indentures, because all of the following criteria are met: (1) The subsidiary issuer (Columbia Property Trust OP) is 100% owned by the parent company guarantor (Columbia Property Trust); (2) The guarantee is full and unconditional; and (3) No other subsidiary of the parent company guarantor (Columbia Property Trust) guarantees the 2026 Bonds Payable or the 2025 Bonds Payable. Columbia Property Trust uses the equity method with respect to its investment in subsidiaries included in its condensed consolidating financial statements. We have corrected the presentation of intercompany cash transfers between the REIT Parent and its subsidiaries in the consolidating statements of cash flow. Instead of showing one amount for intercompany transfers between each entity group, intercompany transfers are broken out by cash flow type (i.e. operating, investing, and financing) for all periods presented, consistent with the equity method of accounting. All such changes are eliminated in consolidation, and therefore do not impact Columbia Property Trust's consolidated financial statement totals. Management has concluded that the effect of this correction is not material to the consolidated financial statements. This change had the following impact to the condensed consolidating statement of cash flows for the nine months ended September 30, 2016 : increase to operating cash flows for the parent and issuer of $33.2 million and $102.4 million , respectively; and increase (decrease) in investing cash flows for the parent, issuer, and non-guarantors of $(172.8) million , $464.2 million and $482.1 million , respectively; and increase (decrease) in financing cash flows for the parent, issuer, and non-guarantors of $139.6 million , $(566.6) million and $(482.1) million , respectively. The impact to individual financial statement captions within the condensed consolidating statement of cash flows is footnoted below. Set forth below are Columbia Property Trust's condensed consolidating balance sheets as of September 30, 2017 and December 31, 2016 , as well as its condensed consolidating statements of operations and its condensed consolidating statements of comprehensive income for the three and nine months ended September 30, 2017 and 2016 ; and its condensed consolidating statements of cash flows for the nine months ended September 30, 2017 and 2016 . Condensed Consolidating Balance Sheets (in thousands) As of September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Assets: Real estate assets, at cost: Land $ — $ — $ 609,110 $ — $ 609,110 Buildings and improvements, net — 58 1,704,572 — 1,704,630 Intangible lease assets, net — — 164,699 — 164,699 Construction in progress — — 49,255 — 49,255 Total real estate assets — 58 2,527,636 — 2,527,694 Investment in unconsolidated joint ventures — 698,105 — — 698,105 Cash and cash equivalents 359,813 16,800 6,117 — 382,730 Investment in subsidiaries 1,824,737 1,007,852 — (2,832,589 ) — Tenant receivables, net of allowance — 31 2,783 — 2,814 Straight-line rent receivable — — 80,128 — 80,128 Prepaid expenses and other assets 369,358 123,064 15,735 (432,355 ) 75,802 Intangible lease origination costs, net — — 28,067 — 28,067 Deferred lease costs, net — — 127,940 — 127,940 Investment in development authority bonds — — 120,000 — 120,000 Total assets $ 2,553,908 $ 1,845,910 $ 2,908,406 $ (3,264,944 ) $ 4,043,280 Liabilities: Line of credit and notes payable, net $ — $ 447,588 $ 503,542 $ (430,763 ) $ 520,367 Bonds payable, net — 693,562 — — 693,562 Accounts payable, accrued expenses, and accrued capital expenditures 2 11,049 118,751 — 129,802 Due to affiliates — — 1,592 (1,592 ) — Deferred income 4 81 15,671 — 15,756 Intangible lease liabilities, net — — 9,891 — 9,891 Obligations under capital lease — — 120,000 — 120,000 Total liabilities 6 1,152,280 769,447 (432,355 ) 1,489,378 Equity: Total equity 2,553,902 693,630 2,138,959 (2,832,589 ) 2,553,902 Total liabilities and equity $ 2,553,908 $ 1,845,910 $ 2,908,406 $ (3,264,944 ) $ 4,043,280 Condensed Consolidating Balance Sheets (in thousands) As of December 31, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Assets: Real estate assets, at cost: Land $ — $ — $ 751,351 $ — $ 751,351 Building and improvements, net — 219 2,120,931 — 2,121,150 Intangible lease assets, net — — 193,311 — 193,311 Construction in progress — — 36,188 — 36,188 Real estate assets held for sale, net — 34,956 377,550 — 412,506 Total real estate assets — 35,175 3,479,331 — 3,514,506 Investment in unconsolidated joint ventures — 127,346 — — 127,346 Cash and cash equivalents 174,420 16,509 25,156 — 216,085 Investment in subsidiaries 2,047,922 1,782,752 — (3,830,674 ) — Tenant receivables, net of allowance — — 7,163 — 7,163 Straight-line rent receivable — — 64,811 — 64,811 Prepaid expenses and other assets 317,153 262,216 15,593 (570,687 ) 24,275 Intangible lease origination costs, net — — 54,279 — 54,279 Deferred lease costs, net — — 125,799 — 125,799 Investment in development authority bonds — — 120,000 — 120,000 Other assets held for sale, net — 3,767 41,814 (52 ) 45,529 Total assets $ 2,539,495 $ 2,227,765 $ 3,933,946 $ (4,401,413 ) $ 4,299,793 Liabilities: Lines of credit and notes payable, net $ — $ 447,643 $ 704,585 $ (430,762 ) $ 721,466 Bonds payable, net — 692,972 — — 692,972 Accounts payable, accrued expenses, and accrued capital expenditures — 10,395 120,633 — 131,028 Dividends payable 36,727 — — — 36,727 Due to affiliates — 58 1,534 (1,592 ) — Deferred income — — 19,694 — 19,694 Intangible lease liabilities, net — — 33,375 — 33,375 Obligations under capital leases — — 120,000 — 120,000 Liabilities held for sale — 2,651 177,497 (138,385 ) 41,763 Total liabilities 36,727 1,153,719 1,177,318 (570,739 ) 1,797,025 Equity: Total equity 2,502,768 1,074,046 2,756,628 (3,830,674 ) 2,502,768 Total liabilities and equity $ 2,539,495 $ 2,227,765 $ 3,933,946 $ (4,401,413 ) $ 4,299,793 Consolidating Statements of Operations (in thousands) For the Three Months Ended September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Revenues: Rental income $ — $ — $ 55,113 $ (98 ) $ 55,015 Tenant reimbursements — 7 3,046 — 3,053 Asset and property management fee income 569 — 585 — 1,154 Other property income — — 1,140 — 1,140 569 7 59,884 (98 ) 60,362 Expenses: Property operating costs — 113 18,552 (98 ) 18,567 Asset and property management fees — — 188 — 188 Depreciation — 310 18,191 — 18,501 Amortization — — 6,870 — 6,870 General and administrative - corporate 39 1,758 5,237 — 7,034 General and administrative - unconsolidated joint ventures — — 713 — 713 39 2,181 49,751 (98 ) 51,873 Real estate operating income (loss) 530 (2,174 ) 10,133 — 8,489 Other income (expense): Interest expense — (10,702 ) (8,803 ) 4,774 (14,731 ) Interest and other income 4,593 1,220 1,802 (4,774 ) 2,841 Loss on early extinguishment of debt — — (280 ) — (280 ) 4,593 (9,482 ) (7,281 ) — (12,170 ) Income (loss) before income taxes and unconsolidated entities: 5,123 (11,656 ) 2,852 — (3,681 ) Income tax expense — (1 ) (2 ) — (3 ) Income (loss) from unconsolidated entities 96,411 109,630 (1 ) (203,187 ) 2,853 Income (loss) before sales of real estate assets: 101,534 97,973 2,849 (203,187 ) (831 ) Gain on sales of real estate assets — — 102,365 — 102,365 Net income $ 101,534 $ 97,973 $ 105,214 $ (203,187 ) $ 101,534 Consolidating Statements of Operations (in thousands) For the Three Months Ended September 30, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Revenues: Rental income $ — $ 956 $ 86,702 $ (97 ) $ 87,561 Tenant reimbursements — 564 16,526 — 17,090 Hotel income — — 6,270 — 6,270 Asset and property management fee income 245 — 266 — 511 Other property income — — 1,930 (96 ) 1,834 245 1,520 111,694 (193 ) 113,266 Expenses: Property operating costs — 860 38,338 (97 ) 39,101 Hotel operating costs — — 4,946 — 4,946 Asset and property management fee expenses: Related-party — 40 — (40 ) — Other — — 387 — 387 Depreciation — 745 26,033 — 26,778 Amortization — 86 11,809 — 11,895 General and administrative - corporate 38 2,297 5,188 (56 ) 7,467 38 4,028 86,701 (193 ) 90,574 Real estate operating income (loss) 207 (2,508 ) 24,993 — 22,692 Other income (expense): Interest expense — (12,249 ) (12,256 ) 7,367 (17,138 ) Interest and other income 3,571 3,813 1,822 (7,367 ) 1,839 Loss on early extinguishment of debt — (18,905 ) — — (18,905 ) 3,571 (27,341 ) (10,434 ) — (34,204 ) Income (loss) before income taxes and unconsolidated entities: 3,778 (29,849 ) 14,559 — (11,512 ) Income tax expense — — (65 ) — (65 ) Income from subsidiaries 33,120 61,442 — (94,562 ) — Loss from unconsolidated joint venture — (1,937 ) — — (1,937 ) Income (loss) before sale of real estate assets: 36,898 29,656 14,494 (94,562 ) (13,514 ) Gain on sale of real estate assets — — 50,412 — 50,412 Net income $ 36,898 $ 29,656 $ 64,906 $ (94,562 ) $ 36,898 Consolidating Statements of Operations (in thousands) For the Nine Months Ended September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Revenues: Rental income $ — $ 51 $ 193,551 $ (293 ) $ 193,309 Tenant reimbursements — (59 ) 18,668 — 18,609 Hotel income — — 1,339 — 1,339 Asset and property management fee income 1,059 — 1,067 — 2,126 Other property income — — 2,010 (18 ) 1,992 1,059 (8 ) 216,635 (311 ) 217,375 Expenses: Property operating costs — 241 64,555 (293 ) 64,503 Hotel operating costs — — 2,085 — 2,085 Asset and property management fee expenses: Related-party — 3 — (3 ) — Other — — 717 — 717 Depreciation — 544 59,985 — 60,529 Amortization — 5 24,513 — 24,518 General and administrative - corporate 135 7,013 17,870 (15 ) 25,003 General and administrative - unconsolidated joint ventures — — 713 — 713 135 7,806 170,438 (311 ) 178,068 Real estate operating income (loss) 924 (7,814 ) 46,197 — 39,307 Other income (expense): Interest expense — (31,554 ) (27,935 ) 15,181 (44,308 ) Interest and other income 12,923 4,517 5,409 (15,181 ) 7,668 Loss on early extinguishment of debt — — (325 ) — (325 ) 12,923 (27,037 ) (22,851 ) — (36,965 ) Income (loss) before income taxes, unconsolidated entities, and sales of 13,847 (34,851 ) 23,346 — 2,342 Income tax benefit (expense) — (1 ) 379 — 378 Income (loss) from unconsolidated entities 163,542 188,832 — (353,223 ) (849 ) Income before sales of real estate assets: 177,389 153,980 23,725 (353,223 ) 1,871 Gains on sales of real estate assets — 11,050 164,468 — 175,518 Net income $ 177,389 $ 165,030 $ 188,193 $ (353,223 ) $ 177,389 For the Nine Months Ended September 30, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Revenues: Rental income $ — $ 2,669 $ 278,330 $ (285 ) $ 280,714 Tenant reimbursements — 1,421 54,130 — 55,551 Hotel income — — 17,484 — 17,484 Asset and property management fee income 735 — 920 — 1,655 Other property income — — 12,651 (280 ) 12,371 735 4,090 363,515 (565 ) 367,775 Expenses: Property operating costs — 2,360 118,604 (285 ) 120,679 Hotel operating costs — — 14,315 — 14,315 Asset and property management fee expenses: Related-party — 112 — (112 ) — Other — — 1,058 — 1,058 Depreciation — 2,166 82,351 — 84,517 Amortization — 239 42,663 — 42,902 General and administrative - corporate 116 6,575 19,195 (168 ) 25,718 116 11,452 278,186 (565 ) 289,189 Real estate operating income (loss) 619 (7,362 ) 85,329 — 78,586 Other income (expense): Interest expense — (36,479 ) (38,071 ) 22,135 (52,415 ) Interest and other income 10,680 11,471 5,436 (22,135 ) 5,452 Loss on early extinguishment of debt — (18,987 ) (10 ) — (18,997 ) 10,680 (43,995 ) (32,645 ) — (65,960 ) Income (loss) before income taxes, unconsolidated entities, and sales of 11,299 (51,357 ) 52,684 — 12,626 Income tax expense — (12 ) (375 ) — (387 ) Income from unconsolidated entities 45,582 89,972 — (135,554 ) — Loss from unconsolidated joint venture — (5,441 ) — — (5,441 ) Income before sales of real estate assets: 56,881 33,162 52,309 (135,554 ) 6,798 Gain on sales of real estate assets — — 50,083 — 50,083 Net income $ 56,881 $ 33,162 $ 102,392 $ (135,554 ) $ 56,881 Consolidating Statements of Comprehensive Income (in thousands) For the Three Months Ended September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Net income $ 101,534 $ 97,973 $ 105,214 $ (203,187 ) $ 101,534 Market value adjustments to interest rate swaps 148 148 — (148 ) 148 Comprehensive income $ 101,682 $ 98,121 $ 105,214 $ (203,335 ) $ 101,682 For the Three Months Ended September 30, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Net income $ 36,898 $ 29,656 $ 64,906 $ (94,562 ) $ 36,898 Market value adjustments to interest rate swaps 1,250 1,250 — (1,250 ) 1,250 Comprehensive income $ 38,148 $ 30,906 $ 64,906 $ (95,812 ) $ 38,148 For the Nine Months Ended September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Net income $ 177,389 $ 165,030 $ 188,193 $ (353,223 ) $ 177,389 Market value adjustments to interest rate swaps 146 146 — (146 ) 146 Comprehensive income $ 177,535 $ 165,176 $ 188,193 $ (353,369 ) $ 177,535 For the Nine Months Ended September 30, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP Non- Guarantors Consolidating Adjustments Columbia Property Trust Net income $ 56,881 $ 33,162 $ 102,392 $ (135,554 ) $ 56,881 Market value adjustments to interest rate swaps (5,629 ) (5,629 ) — 5,629 (5,629 ) Comprehensive income (loss) $ 51,252 $ 27,533 $ 102,392 $ (129,925 ) $ 51,252 Consolidating Statements of Cash Flows (in thousands) For the Nine Months Ended September 30, 2017 Columbia Property Trust (Guarantor) Columbia Property Trust OP (the Issuer) Non- Guarantors Eliminations Columbia Property Trust Cash flows from operating activities $ 168,209 $ 151,932 $ 80,195 $ (353,221 ) $ 47,115 Cash flows from investing activities: Net proceeds from sale of real estate — 49,531 688,100 — 737,631 Investment in real estate and related assets (52,000 ) (630 ) (72,829 ) — (125,459 ) Investment in unconsolidated joint ventures — (123,149 ) — — (123,149 ) Distributions from unconsolidated joint ventures — 1,411 — — 1,411 Distributions from subsidiaries 237,835 330,939 — (568,774 ) — Net cash provided by investing activities 185,835 258,102 615,271 (568,774 ) 490,434 Cash flows from financing activities: Borrowings, net of fees — (628 ) — — (628 ) Repayments — — (201,625 ) — (201,625 ) Distributions (109,561 ) (409,115 ) (512,880 ) 921,995 (109,561 ) Repurchases of common stock (59,090 ) — — — (59,090 ) Net cash used in financing activities (168,651 ) (409,743 ) (714,505 ) 921,995 (370,904 ) Net increase (decrease) in cash and cash equivalents 185,393 291 (19,039 ) — 166,645 Cash and cash equivalents, beginning of period 174,420 16,509 25,156 — 216,085 Cash and cash equivalents, end of period $ 359,813 $ 16,800 $ 6,117 $ — $ 382,730 For the Nine Months Ended September 30, 2016 Columbia Property Trust (Guarantor) Columbia Property Trust OP (the Issuer) Non- Guarantors Eliminations Columbia Property Trust Cash flows from operating activities $ 33,797 $ 63,440 $ 188,021 $ (135,554 ) $ 149,704 Cash flows from investing activities: Net proceeds from sales of real estate (1) — — 482,089 — 482,089 Investment in real estate and related assets — (1,552 ) (52,608 ) — (54,160 ) Investment in unconsolidated joint ventures — (12,351 ) — — (12,351 ) Distributions from subsidiaries (2) 309,308 464,171 — (773,479 ) — Net cash provided by investing activities 309,308 450,268 429,481 (773,479 ) 415,578 Cash flows from financing activities: Debt prepayment and interest rate swap settlement costs paid (3) — (17,921 ) — — (17,921 ) Borrowings, net of fees (4) — 780,580 — — 780,580 Repayments (5) — (952,000 ) (43,070 ) — (995,070 ) Distributions (6) (148,474 ) (329,993 ) (579,040 ) 909,033 (148,474 ) Repurchases of common stock (26,186 ) — — — (26,186 ) Net cash used in financing activities (174,660 ) (519,334 ) (622,110 ) 909,033 (407,071 ) Net increase (decrease) in cash and cash equivalents 168,445 (5,626 ) (4,608 ) — 158,211 Cash and cash equivalents, beginning of period 989 14,969 16,687 — 32,645 Cash and cash equivalents, end of period $ 169,434 $ 9,343 $ 12,079 $ — $ 190,856 (1) Net proceeds from sales of real estate increased (decreased) by $(482.1) million and $482.1 million for the parent and non-guarantors, respectively. (2) Distributions from subsidiaries increased (decreased) by $309.3 million , $464.2 million , and $(773.5) million for the parent, issuer, and eliminations, respectively. (3) Debt prepayments and interest rate swap settlement costs paid increased (decreased) by $17.9 million and $(17.9) million for the parent and issuer, respectively. (4) Borrowings, net of fees increased (decreased) by $(348.7) million and $348.7 million for the parent and issuer, respectively. (5) Repayments increased (decreased) by $250.0 million and $(250.0) million for the parent and issuer, respectively. (6) Distributions (increased) decreased by $(330.0) million , $(579.0) million , and $909.0 million , for the issuer, non-guarantors, and eliminations, respectively. The intercompany transfers, net line item is no longer presented based on the changes to the other line items described herein. |