Exhibit 99.2
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 | | Index to Supplemental Information |
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Company Information | | | 3 | |
Geographic Footprint | | | 4 | |
Earnings Release | | | 5 | |
Consolidated Statements of Operations | | | 13 | |
Consolidated Balance Sheets | | | 16 | |
Same-Property Analysis | | | 17 | |
Highlights | | | 18 | |
Quarterly Financial Results and Measures | | | 19 | |
Annual Financial Results and Measures | | | 21 | |
Capitalization and Selected Ratios | | | 23 | |
Outstanding Debt | | | 24 | |
Debt Maturity Schedule | | | 25 | |
Selected Debt Covenants | | | 26 | |
Net Asset Value Analysis | | | 27 | |
Investment in Joint Ventures | | | 28 | |
Portfolio Summary | | | 29 | |
Leasing and Occupancy Summary | | | 30 | |
Portfolio by Size | | | 31 | |
Top Twenty-Five Tenants | | | 32 | |
Annual Lease Expirations | | | 33 | |
Quarterly Lease Expirations | | | 34 | |
Leasing Analysis | | | 35 | |
Retention Summary | | | 36 | |
Office Properties | | | 37 | |
Business Park / Industrial Properties | | | 38 | |
Management Statements on Non-GAAP Supplemental Measures | | | 39 | |
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 | | Company Information |
First Potomac Realty Trust is a leader in the ownership, management, development and redevelopment of office and business park properties in the greater Washington, DC region. The Company’s focus is on acquiring properties that can benefit from its intensive property management, and repositioning properties to increase their profitability and value.
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Corporate Headquarters | | 7600 Wisconsin Avenue 11th Floor Bethesda, MD 20814 |
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New York Stock Exchange | |  |
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Website | | www.first-potomac.com |
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Investor Relations | | Jaime N. Marcus Manager, Investor Relations (301) 986-9200 jmarcus@first-potomac.com |
The forward-looking statements contained in this supplemental financial information are subject to various risks and uncertainties. Although the Company believes the expectations reflected in any forward-looking statements contained herein are based on reasonable assumptions, there can be no assurance that its expectations will be achieved. Certain factors that could cause actual results to differ materially from the Company’s expectations include changes in general or regional economic conditions; the Company’s ability to timely lease or re-lease space at current or anticipated rents; changes in interest rates; changes in operating costs; the Company’s ability to complete acquisitions and, if applicable, dispositions on acceptable terms; the Company’s ability to manage its current debt levels and repay or refinance its indebtedness upon maturity or other required payment dates; the Company’s ability to maintain financial covenant compliance under its debt agreements; the Company’s ability to maintain effective internal controls over financial reporting and disclosure controls and procedures; any impact of the informal inquiry initiated by the U.S. Securities and Exchange Commission (the “SEC” ); the Company’s ability to obtain debt and/or financing on attractive terms, or at all; changes in the assumptions underlying the Company’s earnings and Core FFO guidance and other risks detailed in the Company’s Annual Report on Form 10-K and described from time to time in the Company’s filings with the SEC. Many of these factors are beyond the Company’s ability to control or predict. Forward-looking statements are not guarantees of performance. For forward-looking statements herein, the Company claims the protection of the safe harbor for forward- looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
Note that certain figures are rounded to the nearest thousands or to a tenth of apercent throughout the document, which may impact footing and/or crossfooting of totals and subtotals.
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 | | Geographic Footprint (12/31/09 through 12/31/13) |
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 | | Earnings Release |
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CONTACT: Jaime N. Marcus Manager, Investor Relations (301) 986-9200 jmarcus@first-potomac.com | |  | | First Potomac Realty Trust 7600 Wisconsin Avenue 11th Floor Bethesda, MD 20814 www.first-potomac.com |
FIRST POTOMAC REALTY TRUST REPORTS
FOURTH QUARTER AND FULL-YEAR 2013 RESULTS
Operating Results Reflect Strong Execution of Strategic Plan
BETHESDA, MD. (February 20, 2014) – First Potomac Realty Trust (NYSE: FPO), a leader in the ownership, management, development, and redevelopment of office and business park properties in the greater Washington, D.C. region, reported results for the three and twelve months ended December 31, 2013.
Fourth Quarter 2013 and Subsequent Highlights
| • | | Reported Core Funds From Operations of $14.0 million, or $0.23 per diluted share. |
| • | | Executed 263,000 square feet of leases, including 165,000 square feet of new leases. |
| • | | Increased leased percentage to 88.1% from 84.9% in the fourth quarter of 2012, and increased occupied percentage to 85.8% from 83.0%. |
| • | | Sold Worman’s Mill Court, a 40,000 square-foot office building for net proceeds of $3.4 million in November and sold a, three-property portfolio, totaling 342,000 square feet, located in Gaithersburg, Maryland for net proceeds of $31.6 million in January 2014. |
| • | | Acquired 540 Gaither Road, the third multi-story office building at Redland Corporate Center, in Rockville, Maryland, for $30.0 million, which completes the Company’s ownership of the fully leased office complex. |
| • | | Amended the unsecured revolving credit facility and unsecured term loan to increase borrowing capacity, extend the maturity, and reduce LIBOR spreads for each. |
Full-Year 2013 Highlights
| • | | Reported Core Funds From Operations of $59.2 million, or $1.03 per diluted share. |
| • | | Executed 1.7 million square feet of leases, including 831,000 square feet of new leases. |
| • | | Same property net operating income increased 1.8% on an accrual basis and 1.0% on a cash basis. |
Douglas J. Donatelli, Chairman and CEO of First Potomac Realty Trust, stated, “2013 was a very successful year for First Potomac. We made substantial progress executing on the strategic and capital plan we laid out early in the year, which included the sale of our industrial portfolio for $259 million, dramatically improving our operating metrics, and completing the acquisition of a high-quality office asset in a submarket where we have operating efficiencies. We ended the year with very strong leasing momentum and delivered our eighth consecutive quarter of positive net absorption, despite the challenges the greater Washington, D.C. region is facing. We strengthened our core portfolio performance, made positive steps executing on the disposition strategy we have outlined, and will continue to focus on opportunities in our markets that we believe will lead to long-term value creation for our shareholders.”
Funds From Operations (“FFO”) decreased for the three and twelve months ended December 31, 2013 compared with the same periods in 2012 primarily due to a reduction in net operating income as a result of the sale of the majority of the Company’s industrial properties in June 2013, the operations of which are presented in discontinued operations. The reduction in net operating income during 2013 was partially offset by a reduction in interest expense as the Company reduced its
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 | | Earnings Release - Continued |
outstanding debt by over $260 million during 2013 and decreased the weighted average interest rates on its outstanding debt. For the three months ended December 31, 2013, the Company incurred $1.0 million of additional debt extinguishment costs compared with the same period in 2012 due to the amendment and restatement of its unsecured revolving credit facility and its unsecured term loan. For the twelve months ended December 31, 2013, the Company incurred debt extinguishment charges of $6.2 million, primarily related to the repayment of debt in conjunction with property dispositions and the amendment and restatement of the unsecured revolving credit facility and unsecured term loan, compared with $13.8 million of debt extinguishment charges for the twelve months ended December 31, 2012, which were primarily related to the repayment of the Company’s senior notes.
Core FFO decreased for the three and twelve months ended December 31, 2013 compared with the same periods in 2012 primarily due to a decline in net operating income as a result of the sale of the majority of the Company’s industrial properties in June 2013, which was partially offset by a decline in interest expense.
A reconciliation between Core FFO and FFO available to common shareholders for the three and twelve months ended December 31, 2013 and 2012 is presented below (in thousands, except per share amounts):
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| | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | Amount | | | Per diluted share(1) | | | Amount | | | Per diluted share(1) | | | Amount | | | Per diluted share(1) | | | Amount | | | Per diluted share(1) | |
Core FFO | | $ | 13,950 | | | $ | 0.23 | | | $ | 16,805 | | | $ | 0.32 | | | $ | 59,207 | | | $ | 1.03 | | | $ | 63,605 | | | $ | 1.20 | |
Loss on debt extinguishment /modification | | | (1,485 | ) | | | (0.02 | ) | | | (466 | ) | | | (0.01 | ) | | | (6,224 | ) | | | (0.11 | ) | | | (13,792 | ) | | | (0.26 | ) |
Internal investigation costs | | | — | | | | — | | | | (27 | ) | | | — | | | | — | | | | — | | | | (3,412 | ) | | | (0.06 | ) |
Deferred abatement and straight-line amortization(2) | | | — | | | | — | | | | 1,567 | | | | 0.03 | | | | 1,567 | | | | 0.03 | | | | 3,134 | | | | 0.06 | |
Acquisition costs | | | (429 | ) | | | (0.01 | ) | | | — | | | | — | | | | (602 | ) | | | (0.01 | ) | | | (49 | ) | | | — | |
Development and redevelopment costs | | | — | | | | — | | | | (397 | ) | | | (0.01 | ) | | | — | | | | — | | | | (397 | ) | | | (0.01 | ) |
Change in tax regulation(3) | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 4,327 | | | | 0.08 | |
Personnel separation costs | | | — | | | | — | | | | (732 | ) | | | (0.02 | ) | | | (1,777 | ) | | | (0.03 | ) | | | (1,128 | ) | | | (0.03 | ) |
Contingent consideration related to acquisition of property(4) | | | 287 | | | | — | | | | (39 | ) | | | — | | | | 213 | | | | — | | | | (152 | ) | | | — | |
Legal costs associated with informal SEC inquiry | | | — | | | | — | | | | (110 | ) | | | — | | | | (391 | ) | | | (0.01 | ) | | | — | | | | — | |
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FFO available to common shareholders | | $ | 12,323 | | | $ | 0.20 | | | $ | 16,601 | | | $ | 0.31 | | | $ | 51,993 | | | $ | 0.90 | | | $ | 52,136 | | | $ | 0.98 | |
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Net (loss) income | | $ | (3,741 | ) | | | | | | $ | 880 | | | | | | | $ | 10,981 | | | | | | | $ | (8,381 | ) | | | | |
Net loss attributable to common shareholders per diluted common share(5) | | $ | (0.11 | ) | | | | | | $ | (0.04 | ) | | | | | | $ | (0.03 | ) | | | | | | $ | (0.40 | ) | | | | |
(1) | Numbers may not foot due to rounding. |
(2) | Represents the accelerated amortization of the straight-line balance and the deferred abatement for Engineering Solutions at I-66 Commerce Center, which terminated its lease prior to completion. The tenant vacated the property at the end of March 2013. The property was sold in May 2013. |
(3) | Reflects the one-time non-cash impact of changed tax regulations enacted by the District of Columbia that became effective in September 2012. |
(4) | Reflects the change in the Company’s contingent consideration liability related to its acquisitions of Ashburn Center in 2009 and 840 First Street, NE in 2011. The Company paid $1.7 million to the seller of Ashburn Center in the third quarter of 2013 to fulfill its obligation. During the fourth quarter of 2013, the Company recorded a gain as it reduced its contingent consideration obligation related to 840 First Street, NE, which was fulfilled in the first quarter of 2014. As of February 14, 2014, there were no longer any contingent consideration liabilities associated with either acquisition. |
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 | | Earnings Release - Continued |
(5) | Reflects amounts attributable to noncontrolling interests and the impact of dividends on the Company’s preferred shares to arrive at net loss attributable to common shareholders. |
A reconciliation of net (loss) income to FFO available to common shareholders and Core FFO, as well as definitions and statements of purpose, are included below in the financial tables accompanying this press release and under “Non-GAAP Financial Measures,” respectively.
Operating Performance
At December 31, 2013, the Company’s consolidated portfolio consisted of 146 buildings totaling 9.1 million square feet. The Company’s consolidated portfolio was 88.1% leased and 85.8% occupied at December 31, 2013, compared with 87.4% leased and 85.1% occupied at September 30, 2013 and 84.9% leased and 83.0% occupied at December 31, 2012. Year over year, the Company’s consolidated portfolio experienced a 320 basis-point increase in its leased percentage and a 280 basis-point increase in its occupied percentage.
During the fourth quarter of 2013, the Company executed 263,000 square feet of leases, which consisted of 165,000 square feet of new leases and 98,000 square feet of renewal leases. The Company delivered its eighth consecutive quarter of positive net absorption, which totaled 75,000 square feet in the fourth quarter and 341,000 square feet for 2013. The 98,000 square feet of renewal leases in the quarter reflected a 59% tenant retention rate, which was driven by a number of smaller tenant move-outs in the Company’s Maryland and Northern Virginia regions. For the year ended December 31, 2013, the Company executed 1.7 million square feet of leases, which included 831,000 square feet of new leases, and delivered a tenant retention rate of 67%.
Same-Property Net Operating Income (“Same-Property NOI”) increased 0.6% on an accrual basis for the three months ended December 31, 2013 and 1.8% for the twelve months ended December 31, 2013 compared with the same periods in 2012. For the three months ended December 31, 2013, the increase in Same-Property NOI was primarily due to an increase in occupancy at Three Flint Hill, a property located in the Northern Virginia region that was placed in service in the third quarter of 2012, which was partially offset by a decrease in occupancy for the Company’s Maryland region. The increase in Same-Property NOI during the twelve months ended December 31, 2013 was primarily a result of occupancy increases at Redland Corporate Center, Atlantic Corporate Park, Van Buren Office Park, Reston Business Campus and Park Central.
A reconciliation of net (loss) income to Same-Property NOI and a definition and statement of purpose are included below in the financial tables accompanying this press release and under “Non-GAAP Financial Measures,” respectively.
A list of the Company’s properties, as well as additional information regarding the Company’s results of operations can be found in the Company’s Fourth Quarter 2013 Supplemental Financial Information Report, which is posted on the Company’s website,www.first-potomac.com.
Acquisition
On October 1, 2013, the Company acquired 540 Gaither Road, the third building at Redland Corporate Center, for $30.0 million. The property is a six-story, 134,000 square foot office building located in Rockville, Maryland. Redland Corporate Center is comprised of three fully leased, multi- story Class-A office buildings totaling 483,000 square feet. The newly acquired building is 100% leased to the Department of Health and Human Services (HHS) through early 2018. The acquisition was funded with $28.2 million of proceeds from the sale of its industrial portfolio in June 2013 that was previously placed with a qualified intermediary to facilitate a tax-free exchange, as well as available cash.
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 | | Earnings Release - Continued |
The Company acquired the first two buildings at Redland Corporate Center in a joint venture with Perseus Realty, LLC (“Perseus”) in late 2010. On November 8, 2013, the Company acquired the remaining interest in the first two buildings from Perseus for $4.6 million.
Dispositions
Consistent with the Company’s previously disclosed strategy of focusing on high-quality, multi-story office properties, the Company continued to dispose of certain non-core properties. In November 2013, the Company sold Worman’s Mill Court, a 40,000 square foot single-story office building located in Frederick, Maryland, for net proceeds of approximately $3.4 million. As previously disclosed, the Company recorded an impairment charge of $0.5 million on Worman’s Mill Court in the third quarter of 2013.
On January 29, 2014, the Company sold a portfolio of properties that consisted of Girard Business Center, a seven-building, 297,000 square foot business park, and Gateway Center, a two-building, 45,000 square foot office park, both located in Gaithersburg, Maryland, for aggregate net proceeds of $31.6 million. Proceeds from the sale were used to pay down outstanding debt.
On January 10, 2014, the Company entered into a contract to sell West Park, a 29,000 square foot four-story office building located in Frederick, Maryland. Based on the anticipated sales price, the Company recorded an impairment charge of $2.2 million in the fourth quarter of 2013. The sale is expected to be completed in March 2014. However, the Company can provide no assurances regarding the timing or pricing of the sale of the West Park property, or that such sale will occur at all.
On February 11, 2014, the Company entered into a contract to sell Patrick Center, a 66,000 square foot seven-story office building located in Frederick, Maryland. The sale is expected to be completed in the second quarter of 2014. However, the Company can provide no assurances regarding the timing or pricing of the sale of the Patrick Center property, or that such sale will occur at all.
At December 31, 2013, the Company classified West Park, Girard Business Center, Gateway Center and Patrick Center as “held-for-sale” on its consolidated balance sheet. The operating results and any gains on sale of Worman’s Mill Court, West Park, Girard Business Center, Gateway Center and Patrick Center are reflected as discontinued operations in the Company’s consolidated statements of operations for each of the periods presented in this press release.
Mezzanine Loan Modification
In December 2010, the Company provided a $25.0 million mezzanine loan to the owners of 950 F Street, NW, a ten-story, 287,000 square foot, office/retail building located in Washington, D.C., which is secured by a portion of the owners’ interest in the property. The loan was pre-payable without penalty as of December 21, 2013. On January 10, 2014, the Company amended and restated the loan to increase the outstanding balance to $34.0 million, and reduced the fixed interest rate from 12.5% to 9.75%. The amended and restated mezzanine loan matures on April 1, 2017 and is repayable in full on or after December 21, 2015. The $9 million increase in the loan was provided by a draw under the Company’s unsecured revolving credit facility.
Financing Activity
As previously disclosed, on October 16, 2013, the Company amended and restated its unsecured revolving credit facility and unsecured term loan. The Company increased the size of the unsecured revolving credit facility from $255 million to $300 million and extended the maturity date of the facility to October 2017, with a one-year extension at the Company’s option. The Company divided its unsecured term loan into three $100 million tranches that mature in October 2018, 2019 and 2020, which added over two years of term from the previous maturity dates. As part of the amendments, the Company reduced its LIBOR spreads to current market rates, eliminated the prepayment lock-outs for the unsecured term loan, eliminated prepayment penalties associated with two tranches of the
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 | | Earnings Release - Continued |
unsecured term loan, decreased the capitalization rates used to calculate gross asset value in the covenant calculations, and moved to a covenant package more closely aligned with the Company’s strategic plan. The amendments to the unsecured revolving credit facility and unsecured term loan reduced the Company’s borrowing costs and, the Company believes, put it in a stronger position to deploy capital in the future. As previously disclosed, during the fourth quarter of 2013, the Company incurred $1.5 million of debt modification charges related to amending and restating the unsecured revolving credit facility and unsecured term loan.
Balance Sheet
The Company had $673.6 million of debt outstanding at December 31, 2013 compared with $933.9 million of debt outstanding at December 31, 2012. Of the Company’s outstanding debt at December 31, 2013, $230.9 million was fixed-rate debt, $350.0 million was hedged variable-rate debt, and $92.7 million was unhedged variable-rate debt. On January 15, 2014, an interest rate swap agreement that fixed LIBOR on $50.0 million of the Company’s variable-rate debt expired.
Dividends
On January 29, 2014, the Company declared a dividend of $0.15 per common share, equating to an annualized dividend of $0.60 per common share. The dividend was paid on February 18, 2014 to common shareholders of record as of February 10, 2014. The Company also declared a dividend of $0.484375 per share on its Series A Preferred Shares. The dividend was paid on February 18, 2014 to preferred shareholders of record as of February 10, 2014.
Core FFO Guidance
The Company issued its full-year 2014 Core FFO guidance of $0.92 to $1.00 per diluted share. The Core FFO guidance range is particularly wide as a result of potential capital recycling activities during 2014 (the assumptions of which are set forth in the footnotes to the table below). The following is a summary of the assumptions that the Company used in arriving at its guidance (unaudited, amounts in thousands except percentages and per share amounts):
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Portfolio NOI | | | | | | | | | | | | |
Properties Owned 12/31/13 | | $ | 104,000 | | | | - | | | $ | 107,000 | |
Properties Sold/Under Contract(1) | | | (3,875) | |
Assumption for Additional Dispositions(2) | | | (2,000) | |
Assumption for Acquisitions(3) | | | 4,875 | |
Total NOI | | $ | 103,000 | | | | - | | | $ | 106,000 | |
Interest and Other Income | | | $6,500 | |
FFO from Unconsolidated Joint Ventures | | $ | 4,750 | | | | - | | | $ | 5,250 | |
Interest Expense(4) | | $ | 24,000 | | | | - | | | $ | 26,000 | |
G&A | | $ | 20,000 | | | | - | | | $ | 22,000 | |
Preferred Dividends | | | $12,400 | |
Weighted Average Shares and Units | | | 60,500 | | | | - | | | | 61,000 | |
Year-End Occupancy(5) | | | 88.0% | | | | - | | | | 89.5% | |
Same Property NOI – Accrual Basis(5) | | | 2.5% | | | | - | | | | 4.0% | |
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 | | Earnings Release - Continued |
(1) | Reflects the disposition of Girard Business Center and Gateway Center which were sold on January 29, 2014, and assumes the disposition of West Park on March 31, 2014 and Patrick Center on April 30, 2014. |
(2) | Assumes $100 million of additional dispositions are made on September 30, 2014 at a blended 8.0% capitalization rate. This is solely an assumption for the purposes of providing guidance. No properties currently are being held or marketed for sale (other than those identified in footnote (1) above, which were held for sale at December 31, 2013). In addition, the Company can provide no assurances regarding the timing or pricing of any potential dispositions, or that such dispositions will occur at all. |
(3) | Assumes $150 million of acquisitions are made on June 30, 2014 at a blended 6.5% capitalization rate. However, the Company can provide no assurances regarding the timing or pricing of any potential acquisitions, or that such acquisitions will occur at all. |
(4) | Assumes proceeds from properties sold and properties under contract, as well as the assumed additional dispositions are used to repay the unsecured revolving credit facility, and capital for additional acquisitions are drawn from the unsecured revolving credit facility. |
(5) | Assumes Gateway Center, Girard Business Center, West Park and Patrick Center are the only 2014 dispositions. |
The Company’s guidance is also based on a number of other assumptions, many of which are outside the Company’s control and all of which are subject to change. The Company may change its guidance as actual and anticipated results vary from these assumptions.
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Guidance Range for 2014 | | Low Range | | | High Range | |
Net loss attributable to common shareholders per diluted share | | $ | (0.15 | ) | | $ | (0.09 | ) |
Real estate depreciation(1) | | | 1.08 | | | | 1.09 | |
Net loss attributable to noncontrolling interests and items excluded from Core FFO per diluted share(2) | | | (0.01 | ) | | | — | |
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Core FFO per diluted share | | $ | 0.92 | | | $ | 1.00 | |
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(1) | Includes the Company’s pro-rata share of depreciation from its unconsolidated joint ventures and depreciation related to the Company’s disposed properties. |
(2) | Items excluded from Core FFO consist of the gains associated with disposed properties, the costs associated with the informal SEC inquiry, if any, impairment charges, and acquisition costs. |
Investor Conference Call and Webcast
First Potomac will host a conference call on February 21, 2014 at 9:00 AM ET to discuss fourth quarter and full-year 2013 results, and its 2014 Core FFO guidance in greater detail. The conference call can be accessed by dialing (877) 705-6003 or (201) 493-6725 for international participants. A replay of the call will be available from 12:00 Noon ET on February 21, 2014, until midnight ET on February 28, 2014. The replay can be accessed by dialing (877) 870-5176 or (858) 384-5517 for international callers, and entering pin number 13573876.
A live broadcast of the conference call will also be available online at the Company’s website, www.first-potomac.com, on February 21, 2014, beginning at 9:00 AM ET. An online replay will follow shortly after the call and will continue for 90 days.
About First Potomac Realty Trust
First Potomac Realty Trust is a self-administered, self-managed real estate investment trust that focuses on owning, operating, developing and redeveloping office and business park properties in the greater Washington, D.C. region. As of December 31, 2013, the Company’s consolidated portfolio totaled 9.1 million square feet. Based on annualized cash basis rent, the Company’s portfolio consists of 51% office properties and 49% business park and industrial properties. A key element of First Potomac’s overarching strategy is its dedication to sustainability. Over one million square feet of First Potomac property is LEED Certified, with the potential for another 700,000 square feet in future development projects. Approximately half of the portfolio’s multi-story office square footage is LEED or Energy Star Certified. FPO common shares (NYSE:FPO) and preferred shares (NYSE:FPO-PA) are publicly traded on the New York Stock Exchange.
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 | | Earnings Release - Continued |
Non-GAAP Financial Measures
Funds from Operations – Funds from operations (“FFO”) represents net income (computed in accordance with U.S. generally accepted accounting principles (“GAAP”)), excluding gains (losses) on sales of real estate and impairments of real estate assets, plus real estate-related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. The Company also excludes, from its FFO calculation, any depreciation and amortization related to third parties from its consolidated joint ventures.
The Company considers FFO a useful measure of performance for an equity REIT because it facilitates an understanding of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assume that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, the Company believes that FFO provides a meaningful indication of its performance. The Company also considers FFO an appropriate performance measure given its wide use by investors and analysts. The Company computes FFO in accordance with standards established by the Board of Governors of NAREIT in its March 1995 White Paper (as amended in November 1999, April 2002 and January 2012), which may differ from the methodology for calculating FFO utilized by other equity real estate investment trusts (“REITs”) and, accordingly, may not be comparable to such other REITs. Further, FFO does not represent amounts available for management’s discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments and uncertainties, nor is it indicative of funds available to fund the Company’s cash needs, including its ability to make distributions. The Company presents FFO per diluted share calculations that are based on the outstanding dilutive common shares plus the outstanding common Operating Partnership units for the periods presented.
Core FFO – Management believes that the computation of FFO in accordance with NAREIT’s definition includes certain items that are not indicative of the results provided by the Company’s operating portfolio and affect the comparability of the Company’s period-over-period performance. These items include, but are not limited to, gains and losses on the retirement of debt, legal and accounting costs related to the Company’s prior internal investigation and the informal SEC inquiry, personnel separations costs, contingent consideration charges and acquisition costs.
The Company’s presentation of FFO in accordance with the NAREIT white paper, or presentation of Core FFO, should not be considered as an alternative to net income (computed in accordance with GAAP) as an indicator of the Company’s financial performance or to cash flow from operating activities (computed in accordance with GAAP) as an indicator of its liquidity. The Company’s FFO and Core FFO calculations are reconciled to net income in the Company’s Consolidated Statements of Operations included in this release.
NOI – The Company defines net operating income (“NOI”) as operating revenues (rental income, tenant reimbursements and other income) less property and related expenses (property expenses, real estate taxes and insurance). Management believes that NOI is a useful measure of the Company’s property operating performance as it provides a performance measure of the revenues and expenses directly associated with owning, operating, developing and redeveloping office and business park properties, and provides a perspective not immediately apparent from net income or FFO. Other REITs may use different methodologies for calculating NOI, and accordingly, the Company’s NOI may not be comparable to other REITs. The Company’s NOI calculations are reconciled to total revenues and total operating expenses at the end of this release.
11
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 | | Earnings Release - Continued |
Same-Property NOI – Same-Property Net Operating Income (“Same-Property NOI”), defined as operating revenues (rental, tenant reimbursements and other revenues) less operating expenses (property operating expenses, real estate taxes and insurance) from the properties owned by the Company for the entirety of the periods compared, is a primary performance measure the Company uses to assess the results of operations at its properties. As an indication of the Company’s operating performance, Same-Property NOI should not be considered an alternative to net income calculated in accordance with GAAP. A reconciliation of the Company’s Same-Property NOI to net income from its consolidated statements of operations is presented below. The Same-Property NOI results exclude corporate-level expenses, as well as certain transactions, such as the collection of termination fees, as these items vary significantly period-over-period thus impacting trends and comparability. Also, the Company eliminates depreciation and amortization expense, which are property level expenses, in computing Same-Property NOI as these are non-cash expenses that are based on historical cost accounting assumptions and do not offer the investor significant insight into the operations of the property. This presentation allows management and investors to distinguish whether growth or declines in net operating income are a result of increases or decreases in property operations or the acquisition of additional properties. While this presentation provides useful information to management and investors, the results below should be read in conjunction with the results from the consolidated statements of operations to provide a complete depiction of total Company performance.
Forward Looking Statements
The forward-looking statements contained in this press release, including statements regarding the Company’s 2014 Core FFO guidance and related assumptions, potential sales and the timing of such sales, and future acquisition and growth opportunities, are subject to various risks and uncertainties. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, there can be no assurance that its expectations will be achieved. Certain factors that could cause actual results to differ materially from the Company’s expectations include changes in general or regional economic conditions; the Company’s ability to timely lease or re-lease space at current or anticipated rents; changes in interest rates; changes in operating costs; the Company’s ability to complete acquisitions on acceptable terms; the Company’s ability to manage its current debt levels and repay or refinance its indebtedness upon maturity or other required payment dates; the Company’s ability to maintain financial covenant compliance under its debt agreements; the Company’s ability to maintain effective internal controls over financial reporting and disclosure controls and procedures; any impact of the informal inquiry initiated by the U.S. Securities and Exchange Commission (the “SEC”); the Company’s ability to obtain debt and/or financing on attractive terms, or at all; changes in the assumptions underlying the Company’s earnings and Core FFO guidance and other risks detailed in the Company’s Annual Report on Form 10-K and described from time to time in the Company’s filings with the SEC. Many of these factors are beyond the Company’s ability to control or predict. Forward-looking statements are not guarantees of performance. For forward-looking statements herein, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.
12
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 | | Earnings Release - Continued |
Consolidated Statements of Operations
(unaudited, amounts in thousands, except per share amounts)
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Revenues: | | | | | | | | | | | | | | | | |
Rental | | $ | 31,520 | | | $ | 30,575 | | | $ | 124,437 | | | $ | 119,988 | |
Tenant reimbursements and other | | | 7,863 | | | | 7,908 | | | | 32,186 | | | | 30,427 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 39,383 | | | | 38,483 | | | | 156,623 | | | | 150,415 | |
| | | | | | | | | | | | | | | | |
Operating expenses: | | | | | | | | | | | | | | | | |
Property operating | | | 10,675 | | | | 9,667 | | | | 40,850 | | | | 36,470 | |
Real estate taxes and insurance | | | 4,079 | | | | 3,616 | | | | 16,627 | | | | 14,746 | |
General and administrative | | | 5,380 | | | | 5,781 | | | | 21,979 | | | | 23,568 | |
Acquisition costs | | | 429 | | | | — | | | | 602 | | | | 49 | |
Depreciation and amortization | | | 15,138 | | | | 14,532 | | | | 57,676 | | | | 54,468 | |
Impairment of real estate assets | | | — | | | | — | | | | — | | | | 2,444 | |
Contingent consideration related to acquisition of property | | | (287 | ) | | | 39 | | | | (213 | ) | | | 152 | |
| | | | | | | | | | | | | | | | |
Total operating expenses | | | 35,414 | | | | 33,635 | | | | 137,521 | | | | 131,897 | |
| | | | | | | | | | | | | | | | |
Operating income | | | 3,969 | | | | 4,848 | | | | 19,102 | | | | 18,518 | |
| | | | | | | | | | | | | | | | |
Other expenses, net: | | | | | | | | | | | | | | | | |
Interest expense | | | 6,104 | | | | 10,090 | | | | 33,141 | | | | 40,998 | |
Interest and other income | | | (1,573 | ) | | | (1,521 | ) | | | (6,373 | ) | | | (6,046 | ) |
Equity in losses (earnings) of affiliates | | | 101 | | | | (92 | ) | | | 47 | | | | (40 | ) |
Gain on sale of investment | | | — | | | | — | | | | — | | | | (2,951 | ) |
Loss on debt extinguishment / modification | | | 1,486 | | | | 466 | | | | 1,810 | | | | 13,687 | |
| | | | | | | | | | | | | | | | |
Total other expenses, net | | | 6,118 | | | | 8,943 | | | | 28,625 | | | | 45,648 | |
| | | | | | | | | | | | | | | | |
Loss from continuing operations before income taxes | | | (2,149 | ) | | | (4,095 | ) | | | (9,523 | ) | | | (27,130 | ) |
| | | | | | | | | | | | | | | | |
Benefit from income taxes | | | — | | | | — | | | | — | | | | 4,142 | |
| | | | | | | | | | | | | | | | |
Loss from continuing operations | | | (2,149 | ) | | | (4,095 | ) | | | (9,523 | ) | | | (22,988 | ) |
| | | | | | | | | | | | | | | | |
Discontinued operations: | | | | | | | | | | | | | | | | |
(Loss) income from operations | | | (1,592 | ) | | | 4,975 | | | | 5,555 | | | | 14,446 | |
Loss on debt extinguishment | | | — | | | | — | | | | (4,414 | ) | | | — | |
Gain on sale of real estate property | | | — | | | | — | | | | 19,363 | | | | 161 | |
| | | | | | | | | | | | | | | | |
(Loss) income from discontinued operations | | | (1,592 | ) | | | 4,975 | | | | 20,504 | | | | 14,607 | |
| | | | | | | | | | | | | | | | |
Net (loss) income | | | (3,741 | ) | | | 880 | | | | 10,981 | | | | (8,381 | ) |
| | | | | | | | | | | | | | | | |
Less: Net loss attributable to noncontrolling interests | | | 288 | | | | 110 | | | | 93 | | | | 986 | |
| | | | | | | | | | | | | | | | |
Net (loss) income attributable to First Potomac Realty Trust | | | (3,453 | ) | | | 990 | | | | 11,074 | | | | (7,395 | ) |
| | | | | | | | | | | | | | | | |
Less: Dividends on preferred shares | | | (3,100 | ) | | | (3,100 | ) | | | (12,400 | ) | | | (11,964 | ) |
| | | | | | | | | | | | | | | | |
Net loss attributable to common shareholders | | $ | (6,553 | ) | | $ | (2,110 | ) | | $ | (1,326 | ) | | $ | (19,359 | ) |
| | | | | | | | | | | | | | | | |
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 | | Earnings Release - Continued |
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Net loss attributable to common shareholders | | $ | (6,553 | ) | | $ | (2,110 | ) | | $ | (1,326 | ) | | $ | (19,359 | ) |
| | | | | | | | | | | | | | | | |
Depreciation and amortization: | | | | | | | | | | | | | | | | |
Real estate assets | | | 15,138 | | | | 14,532 | | | | 57,676 | | | | 54,468 | |
Discontinued operations | | | 547 | | | | 2,908 | | | | 5,828 | | | | 11,947 | |
Unconsolidated joint ventures | | | 1,323 | | | | 1,428 | | | | 5,323 | | | | 5,883 | |
Consolidated joint ventures | | | (13 | ) | | | (49 | ) | | | (163 | ) | | | (177 | ) |
Impairment of real estate assets | | | 2,171 | | | | — | | | | 4,092 | | | | 3,516 | |
Gain on sale of real estate property | | | — | | | | — | | | | (19,363 | ) | | | (3,091 | ) |
Net loss attributable to noncontrolling interests in the Operating Partnership | | | (290 | ) | | | (108 | ) | | | (74 | ) | | | (1,051 | ) |
| | | | | | | | | | | | | | | | |
Funds from operations available to common shareholders | | $ | 12,323 | | | $ | 16,601 | | | $ | 51,993 | | | $ | 52,136 | |
| | | | | | | | | | | | | | | | |
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 | | Earnings Release - Continued |
Consolidated Statements of Operations
(unaudited, amounts in thousands, except per share amounts)
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Funds from operations (FFO) | | $ | 15,423 | | | $ | 19,701 | | | $ | 64,393 | | | $ | 64,100 | |
Less: Dividends on preferred shares | | | (3,100 | ) | | | (3,100 | ) | | | (12,400 | ) | | | (11,964 | ) |
| | | | | | | | | | | | | | | | |
FFO available to common shareholders | | | 12,323 | | | | 16,601 | | | | 51,993 | | | | 52,136 | |
Personnel separation costs | | | — | | | | 732 | | | | 1,777 | | | | 1,128 | |
Loss on debt extinguishment / modification | | | 1,485 | | | | 466 | | | | 6,224 | | | | 13,792 | |
Internal investigation costs | | | — | | | | 27 | | | | — | | | | 3,412 | |
Deferred abatement and straight-line amortization | | | — | | | | (1,567 | ) | | | (1,567 | ) | | | (3,134 | ) |
Change in tax regulation | | | — | | | | — | | | | — | | | | (4,327 | ) |
Acquisition costs | | | 429 | | | | — | | | | 602 | | | | 49 | |
Development and redevelopment costs | | | — | | | | 397 | | | | — | | | | 397 | |
Contingent consideration related to acquisition of property | | | (287 | ) | | | 39 | | | | (213 | ) | | | 152 | |
Legal costs associated with informal SEC inquiry | | | — | | | | 110 | | | | 391 | | | | — | |
| | | | | | | | | | | | | | | | |
Core FFO | | $ | 13,950 | | | $ | 16,805 | | | $ | 59,207 | | | $ | 63,605 | |
| | | | | | | | | | | | | | | | |
Basic and diluted earnings per common share: | | | | | | | | | | | | | | | | |
Loss from continuing operations available to common shareholders | | $ | (0.08 | ) | | $ | (0.13 | ) | | $ | (0.39 | ) | | $ | (0.68 | ) |
(Loss) income from discontinued operations available to common shareholders | | | (0.03 | ) | | | 0.09 | | | | 0.36 | | | | 0.28 | |
| | | | | | | | | | | | | | | | |
Net loss available to common shareholders | | $ | (0.11 | ) | | $ | (0.04 | ) | | $ | (0.03 | ) | | $ | (0.40 | ) |
| | | | | | | | | | | | | | | | |
Weighted average common shares outstanding – basic and diluted | | | 58,061 | | | | 50,329 | | | | 55,034 | | | | 50,120 | |
FFO available to common shareholders per share – basic and diluted | | $ | 0.20 | | | $ | 0.31 | | | $ | 0.90 | | | $ | 0.98 | |
Core FFO per share – diluted | | $ | 0.23 | | | $ | 0.32 | | | $ | 1.03 | | | $ | 1.20 | |
Weighted average common shares and units outstanding: | | | | | | | | | | | | | | | | |
Basic | | | 60,657 | | | | 52,927 | | | | 57,630 | | | | 52,833 | |
Diluted | | | 60,697 | | | | 53,026 | | | | 57,706 | | | | 52,921 | |
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 | | Earnings Release - Continued |
Consolidated Balance Sheets
(Amounts in thousands, except per share amounts)
| | | | | | | | |
| | December 31, 2013 | | | December 31, 2012 | |
| | (unaudited) | | | | |
Assets: | | | | | | | | |
Rental property, net | | $ | 1,203,299 | | | $ | 1,450,679 | |
Assets held-for-sale | | | 45,861 | | | | — | |
Cash and cash equivalents | | | 8,740 | | | | 9,374 | |
Escrows and reserves | | | 7,673 | | | | 13,421 | |
Accounts and other receivables, net of allowance for doubtful accounts of $1,181 and $1,799, respectively | | | 12,384 | | | | 15,271 | |
Accrued straight-line rents, net of allowance for doubtful accounts of $92 and $530, respectively | | | 30,332 | | | | 28,133 | |
Notes receivable, net | | | 54,696 | | | | 54,730 | |
Investment in affiliates | | | 49,150 | | | | 50,596 | |
Deferred costs, net | | | 43,198 | | | | 40,370 | |
Prepaid expenses and other assets | | | 8,279 | | | | 8,597 | |
Intangible assets, net | | | 38,848 | | | | 46,577 | |
| | | | | | | | |
Total assets | | $ | 1,502,460 | | | $ | 1,717,748 | |
| | | | | | | | |
Liabilities: | | | | | | | | |
Mortgage loans | | $ | 274,648 | | | $ | 418,864 | |
Secured term loan | | | — | | | | 10,000 | |
Unsecured term loan | | | 300,000 | | | | 300,000 | |
Unsecured revolving credit facility | | | 99,000 | | | | 205,000 | |
Accounts payable and other liabilities | | | 41,296 | | | | 64,920 | |
Accrued interest | | | 1,663 | | | | 2,653 | |
Rents received in advance | | | 6,118 | | | | 9,948 | |
Tenant security deposits | | | 5,666 | | | | 5,968 | |
Deferred market rent, net | | | 1,557 | | | | 3,535 | |
| | | | | | | | |
Total liabilities | | | 729,948 | | | | 1,020,888 | |
| | | | | | | | |
Noncontrolling interests in the Operating Partnership | | | 33,221 | | | | 34,367 | |
Equity: | | | | | | | | |
Preferred Shares, $0.001 par value, 50,000 shares authorized; Series A Preferred Shares, $25 liquidation preference, 6,400 shares issued and outstanding | | $ | 160,000 | | | $ | 160,000 | |
Common shares, $0.001 par value, 150,000 shares authorized; 58,704 and 51,047 shares issued and outstanding, respectively | | | 59 | | | | 51 | |
Additional paid-in capital | | | 911,533 | | | | 804,584 | |
Noncontrolling interests in consolidated partnerships | | | 781 | | | | 3,728 | |
Accumulated other comprehensive loss | | | (3,836 | ) | | | (10,917 | ) |
Dividends in excess of accumulated earnings | | | (329,246 | ) | | | (294,953 | ) |
| | | | | | | | |
Total equity | | | 739,291 | | | | 662,493 | |
| | | | | | | | |
Total liabilities, noncontrolling interests and equity | | $ | 1,502,460 | | | $ | 1,717,748 | |
| | | | | | | | |
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 | | Earnings Release - Continued |
Same-Property Analysis
(unaudited, dollars in thousands)
| | | | | | | | | | | | | | | | |
Same-Property NOI(1) | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| 2013 | | | 2012 | | | 2013 | | | 2012 | |
Total base rent | | $ | 30,651 | | | $ | 29,707 | | | $ | 117,830 | | | $ | 115,537 | |
Tenant reimbursements and other | | | 7,065 | | | | 6,918 | | | | 29,175 | | | | 27,023 | |
Property operating expenses | | | (9,856 | ) | | | (9,259 | ) | | | (36,828 | ) | | | (34,903 | ) |
Real estate taxes and insurance | | | (3,906 | ) | | | (3,560 | ) | | | (15,169 | ) | | | (14,369 | ) |
| | | | | | | | | | | | | | | | |
Same-Property NOI - accrual basis | | | 23,954 | | | | 23,806 | | | | 95,008 | | | | 93,288 | |
Straight-line revenue, net | | | (571 | ) | | | (332 | ) | | | (1,780 | ) | | | (1,497 | ) |
Deferred market rental revenue, net | | | 36 | | | | 208 | | | | 132 | | | | 599 | |
| | | | | | | | | | | | | | | | |
Same-Property NOI - cash basis | | $ | 23,419 | | | $ | 23,682 | | | $ | 93,360 | | | $ | 92,390 | |
| | | | | | | | | | | | | | | | |
Change in same-property NOI - accrual basis | | | 0.6 | % | | | | | | | 1.8 | % | | | | |
Change in same-property NOI - cash basis | | | (1.1 | )% | | | | | | | 1.0 | % | | | | |
Same-property percentage of total portfolio (sf) | | | 95.0 | % | | | | | | | 92.5 | % | | | | |
| | |
Reconciliation of Consolidated NOI to Same- Property NOI | | Three Months Ended December 31, | | | Twelve Months Ended December 31, | |
| 2013 | | | 2012 | | | 2013 | | | 2012 | |
Total revenues | | $ | 39,383 | | | $ | 38,483 | | | $ | 156,623 | | | $ | 150,415 | |
Property operating expenses | | | (10,675 | ) | | | (9,667 | ) | | | (40,850 | ) | | | (36,470 | ) |
Real estate taxes and insurance | | | (4,079 | ) | | | (3,616 | ) | | | (16,627 | ) | | | (14,746 | ) |
| | | | | | | | | | | | | | | | |
NOI | | | 24,629 | | | | 25,200 | | | | 99,146 | | | | 99,199 | |
Less: Non-same property NOI(2) | | | (675 | ) | | | (1,394 | ) | | | (4,138 | ) | | | (5,911 | ) |
| | | | | | | | | | | | | | | | |
Same-Property NOI – accrual basis | | $ | 23,954 | | | $ | 23,806 | | | $ | 95,008 | | | $ | 93,288 | |
| | | | | | | | | | | | | | | | |
| | | | |
Change in Same-Property NOI (accrual basis) | | Three Months Ended December 31, 2013 | | | Percentage of Base Rent | | | Twelve Months Ended December 31, 2013 | | | Percentage of Base Rent | |
By Region | | | | | | | | | | | | | | | | |
Washington, D.C. | | | 0.6 | % | | | 13 | % | | | 2.7 | % | | | 13 | % |
Maryland | | | (6.3 | )% | | | 28 | % | | | (0.2 | )% | | | 29 | % |
Northern Virginia | | | 8.0 | % | | | 35 | % | | | 4.1 | % | | | 33 | % |
Southern Virginia | | | (1.4 | )% | | | 24 | % | | | 0.6 | % | | | 25 | % |
By Type | | | | | | | | | | | | | | | | |
Business Park / Industrial | | | 1.5 | % | | | 45 | % | | | 1.3 | % | | | 46 | % |
Office | | | (0.2 | )% | | | 55 | % | | | 2.3 | % | | | 54 | % |
(1) | Same-property comparisons are based upon those consolidated properties owned for the entirety of the periods presented. Same-property results exclude the operating results of the following non same-properties that were owned as of December 31, 2013: 440 First Street, NW, Storey Park, Girard Business Center, Gateway Center, West Park, Patrick Center and 540 Gaither Road. The twelve months ended December 31, 2013 and 2012 also exclude the operating results of Three Flint Hill and Davis Drive. |
(2) | Non-same property NOI has been adjusted to reflect a normalized management fee percentage in lieu of an administrative overhead allocation for comparative purposes. |
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 | | Highlights (unaudited, dollars in thousands, except per share data) |
| | | | | | | | | | | | | | | | | | | | |
| | Q4-2013 | | | Q3-2013 | | | Q2-2013 | | | Q1-2013 | | | Q4-2012 | |
Performance Metrics | | | | | | | | | | | | | | | | | | | | |
FFO available to common shareholders(1) | | $ | 12,323 | | | $ | 11,451 | | | $ | 11,141 | | | $ | 17,077 | | | $ | 16,601 | |
Core FFo(1) | | $ | 13,950 | | | $ | 13,524 | | | $ | 15,886 | | | $ | 15,846 | | | $ | 16,805 | |
FFO available to common shareholders per diluted share | | $ | 0.20 | | | $ | 0.19 | | | $ | 0.20 | | | $ | 0.32 | | | $ | 0.31 | |
Core FFO per diluted share | | $ | 0.23 | | | $ | 0.22 | | | $ | 0.28 | | | $ | 0.30 | | | $ | 0.32 | |
| | | | | |
Operating Metrics | | | | | | | | | | | | | | | | | | | | |
Change in Same-Property NOI | | | | | | | | | | | | | | | | | | | | |
Accrual Basis | | | 0.6 | % | | | 3.7 | % | | | 0.0 | % | | | 1.4 | % | | | 6.3 | % |
Cash Basis | | | (1.1 | )% | | | 2.3 | % | | | (0.1 | )% | | | 1.3 | % | | | 5.3 | % |
| | | | | |
Assets | | | | | | | | | | | | | | | | | | | | |
Total Assets | | $ | 1,502,460 | | | $ | 1,511,283 | | | $ | 1,557,666 | | | $ | 1,718,364 | | | $ | 1,717,748 | |
| | | | | |
Debt Balances | | | | | | | | | | | | | | | | | | | | |
Unhedged Variable-Rate Debt | | $ | 92,699 | | | $ | 76,699 | | | $ | 43,657 | | | $ | 249,500 | | | $ | 165,000 | |
Hedged Variable-Rate Debt(2) | | | 350,000 | | | | 350,000 | | | | 350,000 | | | | 350,000 | | | | 350,000 | |
Fixed-Rate Debt | | | 230,949 | | | | 232,275 | | | | 294,389 | | | | 355,387 | | | | 418,864 | |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 673,648 | | | $ | 658,974 | | | $ | 688,046 | | | $ | 954,887 | | | $ | 933,864 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Leasing Metrics | | | | | | | | | | | | | | | | | | | | |
Net Absorption (Square Feet)(3) | | | 74,979 | | | | 19,741 | | | | 69,107 | (4) | | | 177,460 | | | | 48,946 | |
Tenant Retention Rate | | | 59 | % | | | 30 | %(5) | | | 79 | %(4) | | | 89 | % | | | 58 | % |
Leased% | | | 88.1 | % | | | 87.4 | % | | | 86.5 | % | | | 86.3 | % | | | 84.9 | % |
Occupancy% | | | 85.8 | % | | | 85.1 | % | | | 84.0 | % | | | 83.9 | % | | | 83.0 | % |
Total New Leases (Square Feet) | | | 165,000 | | | | 213,000 | | | | 234,000 | | | | 218,000 | | | | 291,000 | |
Total Renewal Leases (Square Feet) | | | 98,000 | | | | 87,000 | | | | 306,000 | | | | 345,000 | | | | 318,000 | |
(1) | See page 5 for a reconciliation of the Company’s FFO available to common shareholders and Core FFO to net (loss) income attributable to common shareholders per share. |
(2) | As of December 31, 2013, the Company had fixed LlBOR at a weighted averaged interest rate of 1.5% on $350.0 million of its variable rate debt through twelve interest rate swap agreements. On January 15, 2014, an interest rate swap agreement that fixed LIBOR on $50.0 million of the Company’s variable rate debt expired. |
(3) | Net absorption includes adjustments made for pre-leasing, deals signed in advance of existing lease expirations and unforeseen terminations. |
(4) | Both the Net Absorption and Tenant Retention Rate exclude all properties that were sold in the second quarter of 2013. |
(5) | During the third quarter of 2013, the Company had an expected tenant retention rate of 30%, primarily as a result of over 200,000 square feet of known move outs in the quarter. |
18
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 | | QuarterlyFinancialResults (unaudited, dollars inthousands) |
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | |
| | December 31, 2013 | | | September 30, 2013 | | | June 30, 2013 | | | March 31, 2013 | | | December 31, 2012 | |
OPERATING REVENUES | | | | | | | | | | | | | | | | | | | | |
Rental | | $ | 31,520 | | | $ | 31,137 | | | $ | 31,087 | | | $ | 30,693 | | | $ | 30,575 | |
Tenant reimbursements and other | | | 7,863 | | | | 8,112 | | | | 7,745 | | | | 8,465 | | | | 7,908 | |
| | | | | | | | | | | | | | | | | | | | |
| | | 39,383 | | | | 39,249 | | | | 38,832 | | | | 39,158 | | | | 38,483 | |
PROPERTY EXPENSES | | | | | | | | | | | | | | | | | | | | |
Property operating | | | 10,675 | | | | 10,431 | | | | 9,432 | | | | 10,311 | | | | 9,667 | |
Real estate taxes and insurance | | | 4,079 | | | | 4,062 | | | | 3,975 | | | | 4,511 | | | | 3,616 | |
| | | | | | | | | | | | | | | | | | | | |
NET OPERATING INCOME | | | 24,629 | | | | 24,756 | | | | 25,425 | | | | 24,336 | | | | 25,200 | |
OTHER (EXPENSES) INCOME | | | | | | | | | | | | | | | | | | | | |
Generaland administrative | | | (5,380 | ) | | | (6,346 | ) | | | (4,985 | ) | | | (5,267 | ) | | | (5,781 | ) |
Acquisition costs | | | (429 | ) | | | (173 | ) | | | — | | | | — | | | | — | |
Interest and other income | | | 1,573 | | | | 1,696 | | | | 1,574 | | | | 1,530 | | | | 1,521 | |
Equity in (losses) earnings of affiliates | | | (101 | ) | | | 19 | | | | 7 | | | | 28 | | | | 92 | |
| | | | | | | | | | | | | | | | | | | | |
EBIIDA | | | 20,292 | | | | 19,952 | | | | 22,021 | | | | 20,627 | | | | 21,032 | |
Depreciation and amortization | | | (15,138 | ) | | | (14,343 | ) | | | (14,208 | ) | | | (13,987 | ) | | | (14,532 | ) |
Interest expense | | | (6,104 | ) | | | (7,726 | ) | | | (9,353 | ) | | | (9,958 | ) | | | (10,090 | ) |
Loss on debt extinguishmentImodification | | | (1,486 | ) | | | (123 | ) | | | (201 | ) | | | — | | | | (466 | ) |
Contingent consideration related to acquisition of property | | | 287 | | | | — | | | | (75 | ) | | | — | | | | (39 | ) |
| | | | | | | | | | | | | | | | | | | | |
Loss from continuing operations | | | (2,149 | ) | | | (2,240 | ) | | | (1,816 | ) | | | (3,318 | ) | | | (4,095 | ) |
| | | | | | | | | | | | | | | | | | | | |
(Loss) incom e from operations | | | (1,592 | ) | | | 107 | | | | 1,759 | | | | 5,281 | | | | 4,975 | |
Loss on debt extinguishment | | | — | | | | — | | | | (4,414 | ) | | | — | | | | — | |
Gain on sale of real estate property(1) | | | — | | | | 416 | | | | 18,947 | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
(Loss) income from discontinued operations | | | (1,592 | ) | | | 523 | | | | 16,292 | | | | 5,281 | | | | 4,975 | |
| | | | | | | | | | | | | | | | | | | | |
NET (LOSS) INCOME | | | (3,741 | ) | | | (1,717 | ) | | | 14,476 | | | | 1,963 | | | | 880 | |
| | | | | | | | | | | | | | | | | | | | |
Less: Net loss (income) attributable to noncontrolling interests | | | 288 | | | | 211 | | | | (466 | ) | | | 59 | | | | 110 | |
| | | | | | | | | | | | | | | | | | | | |
NET (LOSS) INCOME ATTRIBUTABLE TOFIRST POTOMAC REALTY TRUST | | | (3,453 | ) | | | (1,506 | ) | | | 14,010 | | | | 2,022 | | | | 990 | |
| | | | | | | | | | | | | | | | | | | | |
Less: Dividends on preferred shares | | | (3,100 | ) | | | (3,100 | ) | | | (3,100 | ) | | | (3,100 | ) | | | (3,100 | ) |
| | | | | | | | | | | | | | | | | | | | |
NET (LOSS) INCOME ATTRIBUTABLE TO COMMONSHAREHOLDERS | | $ | (6,553 | ) | | $ | (4,606 | ) | | $ | 10,910 | | | $ | (1,078 | ) | | $ | (2,110 | ) |
| | | | | | | | | | | | | | | | | | | | |
Supplemental Financial Results Items:
The following items were included in the determination of net (loss) income:
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | |
| | December 31, 2013 | | | September 30, 2013 | | | June 30, 2013 | | | March 31, 2013 | | | December 31, 2012 | |
Termination fees | | | 208 | | | $ | 61 | | | $ | 49 | | | $ | 121 | | | $ | 606 | |
Capitalized interest | | | 916 | | | | 836 | | | | 360 | | | | 344 | | | | 334 | |
Snow and ice removal costs (excluding reimbursements)(2) | | | (304 | ) | | | (1 | ) | | | (62 | ) | | | (781 | ) | | | (57 | ) |
Reserves for bad debt expense | | | (239 | ) | | | (171 | ) | | | (220 | ) | | | (148 | ) | | | (180 | ) |
Internal investigation costs | | | — | | | | — | | | | — | | | | — | | | | (27 | ) |
Legal costs associated with informal SEC inquiry | | | — | | | | — | | | | (55 | ) | | | (336 | ) | | | (110 | ) |
Personnel separation costs | | | — | | | | (1,777 | ) | | | — | | | | — | | | | (732 | ) |
| | | | | |
Discontinued Operations(3) | | | | | | | | | | | | | | | | | | | | |
Revenues | | | 1,766 | | | | 1,907 | | | | 7,875 | | | | 12,299 | | | | 11,658 | |
Operating expenses | | | (640 | ) | | | (753 | ) | | | (2,522 | ) | | | (3,525 | ) | | | (3,204 | ) |
Depreciation and amortization expense | | | (547 | ) | | | (573 | ) | | | (1,786 | ) | | | (2,921 | ) | | | (2,908 | ) |
Interest expense,net of interest income | | | — | | | | — | | | | (362 | ) | | | (572 | ) | | | (571 | ) |
Impairment of real estate assets | | | (2,171 | ) | | | (474 | ) | | | (1,446 | ) | | | — | | | | — | |
Loss on debt extinguishment | | | — | | | | — | | | | (4,414 | ) | | | — | | | | — | |
Gain on sale of real estate property(1) | | | — | | | | 416 | | | | 18,947 | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | |
| | $ | (1,592 | ) | | $ | 523 | | | $ | 16,292 | | | $ | 5,281 | | | $ | 4,975 | |
| | | | | | | | | | | | | | | | | | | | |
(1) | For the three months ended September 30, 2013, the gain on sale of realestate property includes $0.4 million related to the sale of 4200 Tech Court. For the three months ended June 30, 2013, the gain on sale of real estate property includes $18.7 million related to the sale of the industrial portfolio and $0.2 m illion related to the sale of 4212 Tech Court. |
(2) | The Company recovered approximately 65% of these costs. |
(3) | Represents the operating results of the Company’s properties that were sold or held-for-sale for the periods presented. |
19
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 | | QuarterlyFinancialMeasures (unaudited, amounts in thousands, except per share data) |
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | |
| | December 31,2013 | | | September 30, 2013 | | | June 30, 2013 | | | March 31,2013 | | | December 31, 2012 | |
FUNDS FROM OPERATIONS (”FFO”) | | | | | | | | | | | | | | | | | | | | |
Net (loss) income attributable to common shareholders | | $ | (6,553 | ) | | $ | (4,606 | ) | | $ | 10,910 | | | $ | (1,078 | ) | | $ | (2,110 | ) |
Depreciation and amortization: | | | | | | | | | | | | | | | | | | | | |
Real estate assets | | | 15,138 | | | | 14,343 | | | | 14,208 | | | | 13,987 | | | | 14,532 | |
Discontinued operations | | | 547 | | | | 573 | | | | 1,786 | | | | 2,921 | | | | 2,908 | |
Unconsolidated joint ventures | | | 1,323 | | | | 1,332 | | | | 1,317 | | | | 1,352 | | | | 1,428 | |
Consolidated joint ventures | | | (13 | ) | | | (46 | ) | | | (53 | ) | | | (51 | ) | | | (49 | ) |
Impairment of real estate assets | | | 2,171 | | | | 474 | | | | 1,446 | | | | — | | | | — | |
Gain on sale of real estate property | | | — | | | | (416 | ) | | | (18,947 | ) | | | — | | | | — | |
Net (loss) income attributable to noncontrolling interests in the Operating Partnership | | | (290 | ) | | | (203 | ) | | | 474 | | | | (54 | ) | | | (108 | ) |
| | | | | | | | | | | | | | | | | | | | |
FFO available to common shareholders | | | 12,323 | | | | 11,451 | | | | 11,141 | | | | 17,077 | | | | 16,601 | |
Dividends on preferred shares | | | 3,100 | | | | 3,100 | | | | 3,100 | | | | 3,100 | | | | 3,100 | |
| | | | | | | | | | | | | | | | | | | | |
FFO | | $ | 15,423 | | | $ | 14,551 | | | $ | 14,241 | | | $ | 20,177 | | | $ | 19,701 | |
| | | | | | | | | | | | | | | | | | | | |
FFO available to common shareholders | | | 12,323 | | | | 11,451 | | | | 11,141 | | | | 17,077 | | | | 16,601 | |
Personnel separation costs | | | — | | | | 1,777 | | | | — | | | | — | | | | 732 | |
Loss on debt extinguishment/modification(1) | | | 1,485 | | | | 123 | | | | 4,615 | | | | — | | | | 466 | |
Internal investigation costs(2) | | | — | | | | — | | | | — | | | | — | | | | 27 | |
Deferred abatement and straight-line amortization(3) | | | — | | | | — | | | | — | | | | (1,567 | ) | | | (1,567 | ) |
Acquisition costs | | | 429 | | | | 173 | | | | — | | | | — | | | | — | |
Contingent consideration related to acquisition of property | | | (287 | ) | | | — | | | | 75 | | | | — | | | | 39 | |
Development costs(4) | | | — | | | | — | | | | — | | | | — | | | | 397 | |
Legal costs associated with informal SEC inquiry | | | — | | | | — | | | | 55 | | | | 336 | | | | 110 | |
| | | | | | | | | | | | | | | | | | | | |
Core FFO | | $ | 13,950 | | | $ | 13,524 | | | $ | 15,886 | | | $ | 15,846 | | | $ | 16,805 | |
| | | | | | | | | | | | | | | | | | | | |
ADJUSTED FUNDS FROM OPERATIONS (“AFFO”) | | | | | | | | | | | | | | | | | | | | |
Core FFO | | $ | 13,950 | | | $ | 13,524 | | | $ | 15,886 | | | $ | 15,846 | | | $ | 16,805 | |
Non-cash share-based compensation expense | | | 716 | | | | 838 | | | | 891 | | | | 771 | | | | 1,271 | |
Straight-line rent, net(5) | | | (556 | ) | | | (446 | ) | | | (459 | ) | | | (292 | ) | | | (226 | ) |
Deferred market rent, net | | | 46 | | | | 50 | | | | (3 | ) | | | (18 | ) | | | (74 | ) |
Non-real estate depreciation and amortization(6) | | | 344 | | | | 332 | | | | 256 | | | | 242 | | | | 245 | |
Debt fair value amortization | | | (132 | ) | | | (58 | ) | | | (76 | ) | | | (8 | ) | | | (24 | ) |
Amortization of finance costs | | | 426 | | | | 672 | | | | 816 | | | | 756 | | | | 777 | |
Tenant improvements(7) | | | (4,448 | ) | | | (3,190 | ) | | | (6,413 | ) | | | (3,544 | ) | | | (4,898 | ) |
Leasing commissions(7) | | | (703 | ) | | | (1,690 | ) | | | (1,629 | ) | | | (1,352 | ) | | | (941 | ) |
Capital expenditures(7) | | | (2,320 | ) | | | (2,728 | ) | | | (1,627 | ) | | | (2,010 | ) | | | (4,034 | ) |
| | | | | | | | | | | | | | | | | | | | |
AFFO | | $ | 7,323 | | | $ | 7,304 | | | $ | 7,642 | | | $ | 10,391 | | | $ | 8,901 | |
| | | | | | | | | | | | | | | | | | | | |
Total weighted average common shares and OP units: | | | | | | | | | | | | | | | | | | | | |
Basic | | | 60,657 | | | | 60,651 | | | | 56,184 | | | | 53,002 | | | | 52,927 | |
| | | | | | | | | | | | | | | | | | | | |
Diluted | | | 60,657 | | | | 60,628 | | | | 56,289 | | | | 53,106 | | | | 53,026 | |
| | | | | | | | | | | | | | | | | | | | |
FFO available to common shareholders and units per share: | | | | | | | | | | | | | | | | | | | | |
FFO - basic and diluted | | $ | 0.20 | | | $ | 0.19 | | | $ | 0.20 | | | $ | 0.32 | | | $ | 0.31 | |
| | | | | | | | | | | | | | | | | | | | |
Core FFO - diluted | | $ | 0.23 | | | $ | 0.22 | | | $ | 0.28 | | | $ | 0.30 | | | $ | 0.32 | |
| | | | | | | | | | | | | | | | | | | | |
AFFO per share: | | | | | | | | | | | | | �� | | | | | | | |
AFFO - basic and diluted | | $ | 0.12 | | | $ | 0.12 | | | $ | 0.14 | | | $ | 0.20 | | | $ | 0.17 | |
| | | | | | | | | | | | | | | | | | | | |
(1) | Reflects costs associated with amending the Company’s existing debt agreements or the charges related to prepayingIdefeasing mortgage debt that encumbered properties that were subsequently sold. |
(2) | Represents legal and accounting fees incurred in connection with the Company’s completed internal investigation. |
(3) | Represents the accelerated amortization of the straight-line balance and the deferred abatement for Engineering Solutions at 1-66 Commerce Center, which terminated its lease prior to completion. The tenant vacated the property on March 31,2013 and 1-66 Commerce Center was sold in the second quarter of 2013. |
(4) | During the fourth quarter of 2012. the Company expensed development costs related to a project that was deferred at Greenbrier Business Park. |
(5) | Includes the Company’s am amortization of the following: straight-line rents and associated uncollectable amounts, rent abatements and lease incentives. |
(6) | Most non-real estate depreciation is classified in general and administrative expense. |
(7) | Does not include first-generation costs. which the Company defines as tenant improvements, leasing commissions and capital expenditure costs that were taken into consideration when underwriting the purchase of a property or incurred to bring the property to operating standard for its intended use. |
| | | | | | | | | | | | | | | | | | | | |
First-generation costs | | | | | | | | | | | | | | | | | | | | |
Tenant improvements | | $ | 4,611 | | | $ | 1,420 | | | $ | 3,265 | | | $ | 2,588 | | | $ | 3,881 | |
Leasing commissions | | | 423 | | | | 1,738 | | | | 536 | | | | 461 | | | | 516 | |
Capital expenditures | | | 2,786 | | | | 1,145 | | | | 2,215 | | | | 2,049 | | | | 4,513 | |
| | | | | | | | | | | | | | | | | | | | |
Total first-generation costs | | | 7,820 | | | | 4,303 | | | | 6,016 | | | | 5,098 | | | | 8,910 | |
Development and redevelopment | | | 4,332 | | | | 1,850 | | | | 5,692 | | | | 4,813 | | | | 13,849 | |
| | | | | | | | | | | | | | | | | | | | |
| | $ | 12,152 | | | $ | 6,153 | | | $ | 11,708 | | | $ | 9,911 | | | $ | 13,849 | |
| | | | | | | | | | | | | | | | | | | | |
20
| | |
 | | Annual Financial Results (unaudited, amounts in thousands, except per share data) |
| | | | | | | | | | | | |
| | Years Ended December 31, | |
| | 2013 | | | 2012 | | | 2011 | |
OPERATING REVENUES | | | | | | | | | | | | |
Rental | | $ | 124,437 | | | $ | 119,988 | | | $ | 106,222 | |
Tenant reimbursements and other | | | 32,186 | | | | 30,427 | | | | 25,082 | |
| | | | | | | | | | | | |
| | | 156,623 | | | | 150,415 | | | | 131,304 | |
PROPERTY EXPENSES | | | | | | | | | | | | |
Property operating | | | 40,850 | | | | 36,470 | | | | 31,957 | |
Real estate taxes and insurance | | | 16,627 | | | | 14,746 | | | | 13,082 | |
| | | | | | | | | | | | |
NET OPERATING INCOME | | | 99,146 | | | | 99,199 | | | | 86,265 | |
OTHER (EXPENSES) INCOME | | | | | | | | | | | | |
General and administrative | | | (21,979 | ) | | | (23,568 | ) | | | (16,027 | ) |
Acquisition costs | | | (602 | ) | | | (49 | ) | | | (5,042 | ) |
Interest and other income | | | 6,373 | | | | 6,046 | | | | 5,282 | |
Equity in (losses) earnings of affiliates | | | (47 | ) | | | 40 | | | | 20 | |
| | | | | | | | | | | | |
EBITDA | | | 82,891 | | | | 81,668 | | | | 70,498 | |
Depreciation and amortization | | | (57,676 | ) | | | (54,468 | ) | | | (48,248 | ) |
Interest expense | | | (33,141 | ) | | | (40,998 | ) | | | (38,652 | ) |
Impairment of real estate assets | | | — | | | | (2,444 | ) | | | — | |
Contingent consideration related to acquisition of property | | | 213 | | | | (152 | ) | | | 1,487 | |
Gain on sale of investment(1) | | | — | | | | 2,951 | | | | — | |
Loss on debt extinguishment/modification | | | (1,810 | ) | | | (13,687 | ) | | | — | |
| | | | | | | | | | | | |
Loss from continuing operations before income taxes | | | (9,523 | ) | | | (27,130 | ) | | | (14,915 | ) |
| | | | | | | | | | | | |
Benefit from income taxes | | | — | | | | 4,142 | | | | 633 | |
| | | | | | | | | | | | |
Loss from continuing operations | | | (9,523 | ) | | | (22,988 | ) | | | (14,282 | ) |
| | | | | | | | | | | | |
Discontinued Operations | | | | | | | | | | | | |
Income from operations | | | 5,555 | | | | 14,446 | | | | 3,576 | |
Loss on debt extinguishment | | | (4,414 | ) | | | — | | | | — | |
Gain on sale of real estate property | | | 19,363 | | | | 161 | | | | 1,954 | |
| | | | | | | | | | | | |
Income from discontinued operations | | | 20,504 | | | | 14,607 | | | | 5,530 | |
| | | | | | | | | | | | |
NET INCOME (LOSS) | | | 10,981 | | | | (8,381 | ) | | | (8,752 | ) |
| | | | | | | | | | | | |
Less: Net loss attributable to noncontrolling interests | | | 93 | | | | 986 | | | | 688 | |
| | | | | | | | | | | | |
NET INCOME (LOSS) ATTRIBUTABLE TO FIRST POTOMAC REALTY TRUST | | | 11,074 | | | | (7,395 | ) | | | (8,064 | ) |
| | | | | | | | | | | | |
Less: Dividends on preferred shares | | | (12,400 | ) | | | (11,964 | ) | | | (8,467 | ) |
| | | | | | | | | | | | |
NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS | | $ | (1,326 | ) | | $ | (19,359 | ) | | $ | (16,531 | ) |
| | | | | | | | | | | | |
| | | |
Supplemental Financial Results Items: | | | | | | | | | | | | |
| | | |
The following items were included in the determination of net income (loss): | | | | | | | | | | | | |
| |
| | Years Ended December 31, | |
| | 2013 | | | 2012 | | | 2011 | |
Termination fees | | $ | 439 | | | $ | 1,971 | | | $ | 562 | |
Capitalized interest | | | 2,456 | | | | 2,146 | | | | 1,882 | |
Change in tax regulation(2) | | | — | | | | 4,327 | | | | — | |
Snow and ice removal costs (excluding reimbursements)(3) | | | (1,148 | ) | | | (295 | ) | | | (872 | ) |
Reserves for bad debt expense | | | (778 | ) | | | (131 | ) | | | (535 | ) |
Internal investigation costs | | | — | | | | (3,412 | ) | | | — | |
Legal costs associated with SEC Informal Inquiry | | | (391 | ) | | | (110 | ) | | | — | |
Personnel separation costs | | | (1,777 | ) | | | (1,128 | ) | | | — | |
| | | |
Discontinued Operations(4) | | | | | | | | | | | | |
Revenues | | $ | 23,847 | | | $ | 43,531 | | | $ | 42,762 | |
Operating expenses | | | (7,441 | ) | | | (13,516 | ) | | | (14,490 | ) |
Depreciation and amortization expense | | | (5,828 | ) | | | (11,947 | ) | | | (12,897 | ) |
Interest expense, net of interest income | | | (931 | ) | | | (2,550 | ) | | | (3,073 | ) |
Impairment of real estate assets | | | (4,092 | ) | | | (1,072 | ) | | | (8,726 | ) |
Loss on debt extinguishment | | | (4,414 | ) | | | — | | | | — | |
Gain on sale of real estate property | | | 19,363 | | | | 161 | | | | 1,954 | |
| | | | | | | | | | | | |
| | $ | 20,504 | | | $ | 14,607 | | | $ | 5,530 | |
| | | | | | | | | | | | |
(1) | During the third quarter of 2012, the Company recorded a $3.0 million gain on the sale of its 95% interest in 1200 17th Street, NW, an office building in Washington, D.C. |
(2) | Reflects the one-time non-cash impact of new tax regulations enacted by the District of Columbia that became effective in September 2012, which is included in benefit from income taxes in the above annual financial results. |
(3) | The Company recovered approximately 65% of these costs. |
(4) | Represents the operating results of the Company’s properties that were sold or held-for-sale for the periods presented. |
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 | | Annual Financial Measures (unaudited, amounts in thousands, except per share data) |
| | | | | | | | | | | | |
| | Year Ended December 31, | |
| | 2013 | | | 2012 | | | 2011 | |
FUNDS FROM OPERATIONS (“FFO”) | | | | | | | | | | | | |
Net (loss) income attributable to common shareholders | | $ | (1,326 | ) | | $ | (19,359 | ) | | $ | (16,531 | ) |
Depreciation and amortization: | | | | | | | | | | | | |
Real estate assets | | | 57,676 | | | | 54,468 | | | | 48,248 | |
Discontinued operations | | | 5,828 | | | | 11,947 | | | | 12,896 | |
Unconsolidated joint ventures | | | 5,323 | | | | 5,883 | | | | 2,391 | |
Consolidated joint ventures | | | (163 | ) | | | (177 | ) | | | (108 | ) |
Net (loss) income attributable to noncontrolling interests in the Operating Partnership | | | (74 | ) | | | (1,051 | ) | | | (703 | ) |
Impairment of real estate assets | | | 4,092 | | | | 3,516 | | | | 8,726 | |
Gain on sale of real estate property | | | (19,363 | ) | | | (3,091 | ) | | | (1,954 | ) |
| | | | | | | | | | | | |
FFO available to common shareholders | | | 51,993 | | | | 52,136 | | | | 52,965 | |
Dividends on preferred shares | | | 12,400 | | | | 11,964 | | | | 8,467 | |
| | | | | | | | | | | | |
FFO | | $ | 64,393 | | | $ | 64,100 | | | $ | 61,432 | |
| | | | | | | | | | | | |
FFO available to common shareholders | | | 51,993 | | | | 52,136 | | | | 52,965 | |
Acquisition costs | | | 602 | | | | 49 | | | | 5,042 | |
Contingent consideration related to acquisition of property | | | (213 | ) | | | 152 | | | | (1,487 | ) |
Development and redevelopment costs(1) | | | — | | | | 397 | | | | 200 | |
Loss on dept extinguishment/modification(2) | | | 6,224 | | | | 13,792 | | | | — | |
Internal investigation costs(3) | | | — | | | | 3,412 | | | | — | |
Personel separation costs | | | 1,777 | | | | 1,128 | | | | — | |
Change in tax regulation(4) | | | — | | | | (4,327 | ) | | | — | |
Deferred adatement and straight-line amortization(5) | | | (1,567 | ) | | | (3,134 | ) | | | — | |
Legal costs associated with informal SEC inquiry | | | 391 | | | | — | | | | — | |
| | | | | | | | | | | | |
Core FFO | | $ | 59,207 | | | $ | 63,605 | | | $ | 56,720 | |
| | | | | | | | | | | | |
ADJUSTED FUNDS FROM OPERATIONS (“AFFO”) | | | | | | | | | | | | |
Core FFO | | $ | 59,207 | | | $ | 63,605 | | | $ | 56,720 | |
Non-cash share-based compensation expense | | | 3,216 | | | | 3,572 | | | | 2,585 | |
Straight-line rent, net(6) | | | (1,753 | ) | | | (876 | ) | | | 289 | |
Deferred market rent, net | | | 75 | | | | 144 | | | | (600 | ) |
Non-real estate depreciation and amortization(7) | | | 1,174 | | | | 896 | | | | 740 | |
Debt fair value amortization | | | (274 | ) | | | (450 | ) | | | (1,129 | ) |
Provision (benefit) for income taxes | | | — | | | | 185 | | | | (633 | ) |
Amortization of finance costs | | | 2,670 | | | | 2,898 | | | | 3,098 | |
Amortization of discounts | | | — | | | | — | | | | 514 | |
Tenant improvements(8) | | | (17,595 | ) | | | (17,624 | ) | | | (14,680 | ) |
Leasing commissions(8) | | | (5,374 | ) | | | (4,923 | ) | | | (5,396 | ) |
Capital expenditures(8) | | | (8,685 | ) | | | (7,748 | ) | | | (3,358 | ) |
| | | | | | | | | | | | |
AFFO | | $ | 32,661 | | | $ | 39,679 | | | $ | 38,150 | |
| | | | | | | | | | | | |
Total weighted average common shares and OP units: | | | | | | | | | | | | |
Basic | | | 57,630 | | | | 52,833 | | | | 51,521 | |
| | | | | | | | | | | | |
Diluted | | | 57,706 | | | | 52,921 | | | | 51,663 | |
| | | | | | | | | | | | |
FFO available to common shareholders and units per share: | | | | | | | | | | | | |
FFO - basic and diluted | | $ | 0.90 | | | $ | 0.98 | | | $ | 1.03 | |
| | | | | | | | | | | | |
Core FFO - diluted | | $ | 1,03 | | | $ | 1.20 | | | $ | 1.10 | |
| | | | | | | | | | | | |
AFFO per share and unit: | | | | | | | | | | | | |
AFFO- basic and diluted | | $ | 0.57 | | | $ | 0.75 | | | $ | 0.74 | |
| | | | | | | | | | | | |
(1) | During the forth quarter of 2012 and 2011, the company expensed development and redevelopment costs related to projects that were differed at Greenbrier Technology Centre and Plaza 500, respectively. |
(2) | Reflects costs associated with amending the Company’s existing debt agreements or the charges related to prepaying/ defeasing mortgage debt that encumbered properties that were subsequently sold. |
(3) | Represents legal and accounting fees incurred as a result of the Company’s completed internal investigation. |
(4) | Reflects the one-time non-cash impact of new tax regulations enacted by the District of Columbia that became effective in September 2012. |
(5) | Represents the accelerated amortization of the straight-line balance and the deferred abatement for Engineering Solutions at I-66 Commerce Center, which terminated its lease prior to completion. The tenant vacated the property on March 31, 2013 and I-66 Commerce Center was sold in the second quarter of 2013. |
(6) | Includes the Company’s amortization of the following; straight-line rents and associated uncollectable amounts, rent abatements and lease incentives. |
(7) | Most non-real estate depreciation is classified in general and administrative expense. |
(8) | Does not include first-generation costs, which the Company defines as tenant improvements, leasing commissions and capital expenditure costs that were taken into consideration when underwriting the purchase of a property or incurred to bring the property to operating standard for its intended use. |
| | | | | | | | | | | | |
First-generation costs | | $ | 11,884 | | | $ | 22,383 | | | $ | 7,977 | |
Tenant improvments | | | 3,158 | | | | 2,709 | | | | 8,638 | |
Leasing commissions | | | 8,195 | | | | 9,060 | | | | 6,051 | |
| | | | | | | | | | | | |
Capital expenditures | | | 23,237 | | | | 34,152 | | | | 22,666 | |
Total first-generation | | | 16,687 | | | | 9,315 | | | | 13,766 | |
| | | | | | | | | | | | |
Development and redevlopment | | $ | 39,924 | | | $ | 43,467 | | | $ | 36,432 | |
| | | | | | | | | | | | |
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 | | Capitalization and Selected Ratios (unaudited, dollars in thousands, except per share data, percentages and ratios) |
Total Market Capitalization
| | | | | | | | |
| | | | | Percent of Total Market Capitalization | |
Common Shares and Units | | | | | | | | |
Total common shares outstanding | | | 58,704 | | | | | |
Operating Partnership (“OP”) units held by third parties | | | 2,627 | | | | | |
| | | | | | | | |
Total common shares and OP units outstanding | | | 61,331 | | | | | |
Market price per share at December 31, 2013 | | $ | 11.63 | | | | | |
| | | | | | | | |
Market Value of Common Equity | | $ | 713,280 | | | | 46.2 | % |
| | | | | | | | |
Preferred Shares | | | | | | | | |
Total Series A Preferred Shares outstanding | | | 6,400 | | | | | |
Market price per share at December 31, 2013 | | $ | 24.39 | | | | | |
| | | | | | | | |
Market Value of Preferred Equity | | $ | 156,096 | | | | 10.1 | % |
| | | | | | | | |
Debt | | | | | | | | |
Fixed-rate debt | | $ | 230,949 | | | | 15.0 | % |
Hedged variable-rate debt(1) | | | 350,000 | | | | 22.7 | % |
Unhedged variable-rate debt | | | 92,699 | | | | 6.0 | % |
| | | | | | | | |
Total debt | | $ | 673,648 | | | | 43.7 | % |
| | | | | | | | |
TotaI Market Capitalization | | $ | 1,543,024 | | | | 100.0 | % |
| | | | | | | | |
Selected Ratios
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Month Ended | | | Twelve Month Ended December 31, 2013 | |
| | December 31, 2013 | | | September 30, 2013 | | | June 30, 2013 | | | March 31, 2013 | | | December 31, 2012 | | |
COVERAGE RATIOS | | | | | | | | | | | | | | | | | | | | | | | | |
Interest Coverage Ratio | | | | | | | | | | | | | | | | | | | | | | | | |
EBITDA, excluding acquisition costs(2) | | $ | 20,721 | | | $ | 20,125 | | | $ | 22,021 | | | $ | 20,627 | | | $ | 21,032 | | | $ | 83,494 | |
Interest expense | | | 6,102 | | | | 7,726 | | | | 9,353 | | | | 9,958 | | | | 10,090 | | | | 33,141 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 3.39x | | | | 2.60x | | | | 2.35x | | | | 2.07x | | | | 2.08x | | | | 2.52x | |
Fixed Charge Coverage Ratio | | | | | | | | | | | | | | | | | | | | | | | | |
EBITDA, excluding acquisition costs(2) | | $ | 20,721 | | | $ | 20,125 | | | $ | 22,021 | | | $ | 20,627 | | | $ | 21,032 | | | $ | 83,494 | |
Fixed charges(3) | | | 10,474 | | | | 12,458 | | | | 14,167 | | | | 14,876 | | | | 15,227 | | | | 51,980 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 1.98x | | | | 1.62x | | | | 1.55x | | | | 1.39x | | | | 1.38x | | | | 1.61x | |
OVERHEAD RATIO | | | | | | | | | | | | | | | | | | | | | | | | |
G&A to Real Estate Revenues | | | | | | | | | | | | | | | | | | | | | | | | |
General and administrative expense(4) | | $ | 5,380 | | | $ | 4,569 | | | $ | 4,924 | | | $ | 4,931 | | | $ | 4,912 | | | $ | 19,804 | |
Total revenues | | | 39,383 | | | | 39,249 | | | | 38,832 | | | | 39,158 | | | | 38,483 | | | | 156,622 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 13.7 | % | | | 11.6 | % | | | 12.7 | % | | | 12.6 | % | | | 12.8 | % | | | 12.6 | % |
LEVERAGE RATIOS | | | | | | | | | | | | | | | | | | | | | | | | |
Debt/Total Market Capitalization Total debt | | $ | 673,648 | | | $ | 658,974 | | | $ | 688,046 | | | $ | 954,887 | | | $ | 933,864 | | | | | |
Total market capitalization | | | 1,543,024 | | | | 1,592,879 | | | | 1,658,187 | | | | 1,919,706 | | | | 1,761,716 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 43.7 | % | | | 41.4 | % | | | 41.5 | % | | | 49.7 | % | | | 53.0 | % | | | | |
Debt/Undepreciated Book Value Total debt | | $ | 673,648 | | | $ | 658,974 | | | $ | 688,046 | | | $ | 954,887 | | | $ | 933,864 | | | | | |
Undepreciated book value | | | 1,407,272 | | | | 1,423,717 | | | | 1,422,287 | | | | 1,687,645 | | | | 1,681,763 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | 47.9 | % | | | 46.3 | % | | | 48.4 | % | | | 56.6 | % | | | 55.5 | % | | | | |
(1) | At December 31, 2013, the company has fixed LIBOR at a weighted average interest rate of 1.5% on $350.0 million of its variable rate debt through twelve interest rate swap agreement. On January 15, 2014, an interest rate swap agreement that fixed LIBOR on $50.0 million of the Company’s variable rate debt expired. |
(2) | Acquisition costs were omitted due to their variability, which impacted the comparability of period-over-period results. |
(3) | Fixed charges include interest expense, debt principle amortization and quarterly accumulated dividends on the Company’s preferred shares. |
(4) | Exclude personnel separation cost, legal costs associated with informal SEC inquiry and internal investigation costs. For detail of these costs, see the reconciliation of FFO available to common shareholder to Core FFO on the Quarterly and Annual Financial Measures tables. |
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| | Outstanding Debt (unaudited, dollars in thousands) |
| | | | | | | | | | | | | | | | | | | | |
| | Effective Interest Rate | | | Balance at December 31, 2013 | | | Annualized Debt Service | | | Maturity Date | | | Balance at Maturity | |
Fixed-Rate Debt | | | | | | | | | | | | | | | | | | | | |
Encumbered Properties | | | | | | | | | | | | | | | | | | | | |
Annapolis Business Center(1) | | | 6.25 | % | | $ | 8,076 | | | $ | 665 | | | | 6/1/2014 | | | $ | 8,010 | |
Jackson National Life Loan(2) | | | 5.19 | % | | | 66,116 | | | | 6,582 | | | | 8/1/2015 | | | | 64,230 | |
Hanover Business Center Building D(1) | | | 6.63 | % | | | 252 | | | | 161 | | | | 8/1/2015 | | | | 13 | |
Chesterfield Business Center Buildings C, D, G and H(1) | | | 6.63 | % | | | 681 | | | | 414 | | | | 8/1/2015 | | | | 34 | |
Gateway Centre Manassas Building I(1) | | | 5.88 | % | | | 638 | | | | 239 | | | | 11/1/2016 | | | | — | |
Hillside I and III(1) | | | 4.62 | % | | | 13,349 | | | | 945 | | | | 12/6/2016 | | | | 12,160 | |
Redland Corporate Center Buildings II and III | | | 4.64 | % | | | 67,038 | | | | 4,014 | | | | 11/1/2017 | | | | 62,064 | |
Hanover Business Center Building C(1) | | | 6.63 | % | | | 653 | | | | 186 | | | | 12/1/2017 | | | | 13 | |
840 First Street, NE | | | 6.01 | % | | | 37,151 | | | | 2,722 | | | | 7/1/2020 | | | | 32,000 | |
Battlefield Corporate Center | | | 4.40 | % | | | 3,851 | | | | 320 | | | | 11/1/2020 | | | | 2,618 | |
Chesterfield Business Center Buildings A, B, E and F(1) | | | 6.63 | % | | | 1,873 | | | | 318 | | | | 6/1/2021 | | | | 26 | |
Airpark Business Center(1) | | | 6.63 | % | | | 1,022 | | | | 173 | | | | 6/1/2021 | | | | 14 | |
1211 Connecticut Avenue, NW | | | 4.47 | % | | | 30,249 | | | | 1,823 | | | | 7/1/2022 | | | | 24,668 | |
| | | | | | | | | | | | | | | | | | | | |
Total Fixed-Rate Debt | | | 5.09 | %(3) | | $ | 230,949 | | | $ | 18,562 | | | | | | | $ | 205,850 | |
| | | | | | | | | | | | | | | | | | | | |
Unamortized fair value adjustments | | | | | | | (663 | ) | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Principal Balance | | | | | | $ | 230,286 | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Variable-Rate Debt(4) | | | | | | | | | | | | | | | | | | | | |
Storey Park(5) | | | 5.80 | % | | | 22,000 | | | | 1,100 | | | | 10/16/2014 | | | | 22,000 | |
440 First Street, NW Construction Loan(6) | | | LIBOR + 2.50 | % | | | 21,699 | | | | 579 | | | | 5/30/2016 | | | | 21,699 | |
Unsecured Revolving Credit Facility | | | LlBOR + 1.50 | % | | | 99,000 | | | | 1,653 | | | | 10/16/2017 | | | | 99,000 | |
Unsecured Term Loan | | | | | | | | | | | | | | | | | | | | |
Tranche A | | | LlBOR + 1.45 | % | | | 100,000 | | | | 1,620 | | | | 10/16/2018 | | | | 100,000 | |
Tranche B | | | LlBOR + 1.60 | % | | | 100,000 | | | | 1,770 | | | | 10/16/2019 | | | | 100,000 | |
Tranche C | | | LlBOR + 1.90 | % | | | 100,000 | | | | 2,070 | | | | 10/16/2020 | | | | 100,000 | |
| | | | | | | | | | | | | | | | | | | | |
Total Unsecured Term Loan | | | 1.82 | %(3) | | | 300,000 | | | | 5,460 | | | | | | | | 300,000 | |
| | | | | | | | | | | | | | | | | | | | |
Total Variable-Rate Debt | | | 3.30 | %(3)(7) | | $ | 442,699 | | | $ | 8,792 | | | | | | | $ | 442,699 | |
| | | | | | | | | | | | | | | | | | | | |
Total Debt at December 31, 2013 | | | 3.91 | %(3)(7) | | $ | 673,648 | | | $ | 27,354 | (8) | | | | | | $ | 648,549 | |
| | | | | | | | | | | | | | | | | | | | |
(1) | The balance includes the fair value impacts recorded at acquisition upon assumption of the mortgages encumbering these properties. |
(2) | At December 31, 2013, the loan was secured by the following properties: Plaza 500, Van Buren Office Park, Rumsey Center, Snowden Center, Greenbrier Technology Center II, and Norfolk Business Center.The tenns of the loan allow the Company to substitute collateral, as long as certain debt-service coverage and loan-to-value ratios are maintained,or to prepay a portion of the loan,with a prepayment penalty,subject to a debt service yield. |
(3) | Represents the weighted average interest rate. |
(4) | All of the Company’s variable rate debt is based on one-month LIBOR. For the purposes of calculating the annualized debt service and the effective interest rate, the Company used the one-month LIBOR rate at December 31, 2013, which was 0.17%. |
(5) | The loan has a contractual interest rate of LIBOR plus a spread of 2.75% (with a floor of 5.0%) and matures in October 2014, with a one-year extension at the Company’s option. The property was previously referred to as 1005 First Street, NE. |
(6) | The loan matures in May 2016, with two one-year ex tension options at the Company’s discretion and has a borrowing capacity of up to $43.5 million. The Company can repay all or a portion of the Construction Loan,without penalty, at any time during the term of the loan. |
(7) | At December 31, 2013, the Company had fixed LIBOR on $350.0 million of its variable rate debt through twelve interest rate swap agreements. The effective interest rate reflects the impact of the Company’s interest rate swap agreements. On January 15, 2014, an interest rate swap agreement that fixed LIBOR on $50.0 million of the Company’s variable rate debt expired. |
(8) | During 2013, the Company paid approximately $6.7 million in principal payments on its consolidated mortgage debt, which excludes $159.1 million related to mortgage debt that was repaid in 2013 |
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| | Debt Maturity Schedule (unaudited, dollars in thousands) |
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| | | | | | | | | | | | | | | | | | |
NOI of pledged Properties and Supported Indebtedness | |
Year of Maturity | | Type | | Annualized NOI | | | Total Maturing Indebtedness | | | Total Supported Indebtedness | | | Debt Yield | |
2014 | | Secured Property Debt | | $ | 1,611 | | | $ | 30,010 | | | $ | 30,010 | | | | 5.4 | % |
2015 | | Secured Property Debt | | | 11,497 | | | | 64,277 | | | | 64,277 | | | | 17.9 | % |
2016 | | Secured Property Debt | | | 731 | | | | 12,160 | | | | 12,160 | | | | 6.0 | % |
2016 | | Construction Loan | | | — | | | | 21,699 | | | | 21,699 | | | | NM | |
2017 | | Secured Property Debt | | | 7,630 | | | | 62,077 | | | | 62,077 | | | | 12.3 | % |
2017 | | Unsecured Revolving Credit Facility | | | 71,309 | | | | 99,000 | | | | 399,000 | | | | 17.9 | % |
2018 | | Unsecured Term Loan | | | 71,309 | | | | 100,000 | | | | 399,000 | | | | 17.9 | % |
2019 | | Unsecured Term Loan | | | 71,309 | | | | 100,000 | | | | 399,000 | | | | 17.9 | % |
2020 | | Unsecured Term Loan | | | 71,309 | | | | 100,000 | | | | 399,000 | | | | 17.9 | % |
2020 | | Secured Property Debt | | | 6,249 | | | | 34,618 | | | | 34,618 | | | | 18.1 | % |
2021 | | Secured Property Debt | | | 719 | | | | 40 | | | | 40 | | | | NM | |
2022 | | Secured Property Debt | | | 3,520 | | | | 24,668 | | | | 24,668 | | | | 14.3 | % |
NM = Not meaningful.
(1) | At December 31, 2013, the Company had fixed LIBOR on $350.0 million of its variable rate debt through twelve interest rate swap agreements. On January 15, 2014, an interest rate swap agreement that fixed LIBOR on $50.0 million of the Company’s variable rate debt expired. |
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 | | Selected Debt Covenants (unaudited, dollars in thousands) |
| | | | | | | | |
| | Credit FacilityIUnsecured Term Loan I Construction Loan | |
Covenants | | Quarter Ended December 31, 2013 | | | Covenant | |
Consolidated Total Leverage Ratio(1) | | | 44.3 | % | | | < 60 | % |
Tangible Net Worth(1) | | $ | 912,593 | | | | > 601,202 | |
Fixed Charge Coverage Ratio(1) | | | 1.92x | | | | > 1.50x | |
Maximum Dividend Payout Ratio | | | 64.4 | % | | | < 95 | % |
Restricted Investments: | | | | | | | | |
Joint Ventures | | | 5.8 | % | | | < 15 | % |
Real Estate Assets Under Development | | | 3.4 | % | | | < 15 | % |
Undeveloped Land | | | 1.4 | % | | | < 5 | % |
Structured Finance Investments | | | 3.3 | % | | | < 5 | % |
Total Restricted Investments | | | 8.1 | % | | | < 25 | % |
Restricted Indebtedness: | | | | | | | | |
Maximum Secured Debt | | | 19.6 | % | | | < 40 | % |
Unencumbered Pool Leverage(1) | | | 43.6 | % | | | < 60 | % |
Unencumbered Pool Interest Coverage Ratio(1) | | | 5.46x | | | | > 1.75x | |
(1) | These are the only covenants that apply to the Construction Loan, which are calculated in accordance with the amended and restated unsecured revolving credit facility. |
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 | | Net Asset Value Analysis (unaudited, dollars in thousands, except percentages) |
| | | | |
| | Three Months Ended December 31, 2013 | |
Income Statement ltems(1) | | | | |
Total Portfolio In-Place Cash NOI | | | | |
Total GAAP Revenue | | $ | 39,383 | |
Straight-line and Deferred Market Rents | | | (522 | ) |
Management Fee Adjustment(2) | | | 406 | |
Property Operating Costs | | | (14,754 | ) |
| | | | |
Total Portfolio In-Place Cash NOI | | $ | 24,513 | |
| | | | |
Occupancy as of December 31, 2013 | | | 85.8 | % |
| |
Balance Sheet Items | | | | |
Development & Redevelopment Assets | | | | |
Original Cost Basis of Land held for Future Development | | $ | 22,664 | |
Original Cost Basis of Assets in Current Development/Redevelopment | | | 56,337 | |
Construction Costs to Date for Current Development/Redevelopment | | | 30,712 | |
| | | | |
Total Development & Redevelopment Assets | | $ | 109,713 | |
| | | | |
Other Assets | | | | |
Investments in Affiliates | | $ | 49,150 | |
Notes Receivable, net | | | 54,696 | |
| | | | |
Total Other Assets | | $ | 103,846 | |
| | | | |
Net Liabilities at 12/31/2013 | | | | |
Mortgage and Senior Debt, cash principal balances | | $ | (672,985 | ) |
Accrued interest | | | (1,663 | ) |
Rents received in advance | | | (6,118 | ) |
Tenant security deposits | | | (5,666 | ) |
Accounts payable and other liabilities | | | (41,296 | ) |
Cash, cash equivalents, escrows and reserves | | | 16,413 | |
Accounts and other receivables, net of allowance for doubtful accounts | | | 12,384 | |
Prepaid expenses and other assets | | | 8,279 | |
| | | | |
Total Net Liabilities | | $ | (690,652 | ) |
| | | | |
Preferred Shares Outstanding at 12/31/2013 | | | 6,400 | |
Par Value of Preferred Shares Outstanding at 12/31/2013 | | $ | 160,000 | |
Weighted Average Diluted Shares and OP Units Outstanding at 12/31/2013 | | | 60,697 | |
(1) | Does not include figures from discontinued operations. |
(2) | Management fee adjustment, which equates to 4% of cash basis revenue, is used in lieu of an administrative overhead allocation for comparative purposes. |
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 | | Investment in Joint Ventures (unaudited, dollars in thousands) |
Unconsolidated Joint Ventures
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | FPO Ownership | | | FPO Initial Investment | | | FPO Investment at December 31, 2013 | | | Property Type | | Location | | Square Feet | | | Leased at December 31, 2013 | | | Occupied at December 31, 2013 | |
Rivers Park I and II | | | 25 | % | | $ | 3,857 | | | $ | 2,627 | | | Business Park | | Columbia, MD | | | 307,984 | | | | 94.7 | % | | | 90.9 | % |
Aviation Business Park | | | 50 | % | | | 4,190 | | | | 5,008 | | | Office | | Glen Burnie, MD | | | 120,285 | | | | 45.9 | % | | | 45.9 | % |
1750 H Street, NW | | | 50 | % | | | 16,795 | | | | 16,780 | | | Office | | Washington, DC | | | 113,178 | | | | 75.2 | % | | | 75.2 | % |
Prosperity Metro Plaza | | | 51 | % | | | 28,124 | | | | 24,735 | | | Office | | Fairfax, VA | | | 328,153 | | | | 98.1 | % | | | 85.5 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | | | | $ | 52,966 | | | $ | 49,150 | | | | | | | | 869,600 | | | | 86.7 | % | | | 80.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Outstanding Debt | | FPO Ownership | | | Effective Interest Rate | | | Principal Balance at December 31, 2013(2) | | | Annualized Debt Service | | | Maturity Date | | | Balance at Maturity(2) | |
RiversPark I and II | | | 25 | % | | | LIBOR + 2.50%(1) | | | $ | 28,000 | | | $ | 748 | | | | 3/26/2014 | | | $ | 28,000 | |
1750 H Street, NW | | | 50 | % | | | 5.17 | % | | | 28,505 | | | | 2,634 | | | | 6/11/2014 | | | | 27,975 | |
Prosperity Metro Plaza | | | 51 | % | | | 3.86 | % | | | 49,879 | | | | 3,628 | | | | 1/11/2015 | | | | 48,140 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | | | | | 3.90 | % | | $ | 106,384 | | | $ | 7,010 | | | | | | | $ | 104,115 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Income Statement- Unconsolidated Joint Ventures
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended(3) | | | Twelve Months Ended December 31, 2013 | |
| | December 31, 2013 | | | September 30,2013 | | | June 30, 2013 | | | March 31, 2013 | | | December 31, 2012 | | |
Total revenues | | $ | 5,971 | | | $ | 6,035 | | | $ | 5,959 | | | $ | 6,052 | | | $ | 6,370 | | | $ | 24,017 | |
Total operating expenses | | | (2,104 | ) | | | (1,879 | ) | | | (1,905 | ) | | | (1,865 | ) | | | (1,918 | ) | | | (7,753 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net operating income | | | 3,867 | | | | 4,156 | | | | 4,054 | | | | 4,187 | | | | 4,452 | | | | 16,264 | |
Depreciation and amortization | | | (2,870 | ) | | | (2,887 | ) | | | (2,854 | ) | | | (2,939 | ) | | | (3,054 | ) | | | (11,550 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Interest expense, net of interest income | | | (1,038 | ) | | | (1,063 | ) | | | (1,062 | ) | | | (1,060 | ) | | | (1,080 | ) | | | (4,223 | ) |
Other expenses | | | (13 | ) | | | (28 | ) | | | (28 | ) | | | (14 | ) | | | (32 | ) | | | (83 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net (loss) income | | $ | (54 | ) | | $ | 178 | | | $ | 110 | | | $ | 174 | | | $ | 286 | | | $ | 408 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
(1) | The loan has a contractual interest rate of LIBOR plus a spread of 250 basis points. For the purposes of calculating the annualized debt service and the effective interest rate. the Company used the one-month LIBOR rate at December. 31, 2013, which was 0.17%. |
(2) | Reflects the balance of the debt secured by the properties, not First Potomac’s portion of the debt. |
(3) | Reflects the operating results of the property, not First Potomac’s economic interest in the properties. |
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 | | Portfolio Summary (unaudited) |
Consolidated Portfolio
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Number of Buildings | | | Square Feet(1) | | | % Leased(1) | | | % Occupied(1) | | | Annualized Cash Basis Rent(2)(3) | | | % of Annualized Cash Basis Rent | |
By Region | | | | | | | | | | | | | | | | | | | | | | | | |
Washington DC(4) | | | 4 | | | | 522,605 | | | | 97.2 | % | | | 93.6 | % | | $ | 15,906,537 | | | | 13.7 | % |
Maryland | | | 53 | | | | 2,638,988 | | | | 88.7 | % | | | 83.8 | % | | | 36,607,452 | | | | 31.6 | % |
Northern VA | | | 51 | | | | 3,086,057 | | | | 87.4 | % | | | 85.9 | % | | | 37,253,258 | | | | 32.1 | % |
Southern VA | | | 38 | | | | 2,852,471 | | | | 86.6 | % | | | 86.1 | % | | | 26,143,970 | | | | 22.6 | % |
Richmond | | | 19 | | | | 827,836 | | | | 77.4 | % | | | 76.6 | % | | | 5,796,997 | | | | 5.0 | % |
Norfolk | | | 19 | | | | 2,024,635 | | | | 90.4 | % | | | 90.0 | % | | | 20,346,973 | | | | 17.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 146 | | | | 9,100,121 | | | | 88.1 | % | | | 85.8 | % | | $ | 115,911,218 | | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
By Strategic Category(5) | | | | | | | | | | | | | | | | | | | | | | | | |
Strategic Hold | | | 75 | | | | 6,080,124 | | | | 93.5 | % | | | 91.0 | % | | $ | 86,830,279 | | | | 74.9 | % |
Value-Add(4) | | | 4 | | | | 376,099 | | | | 60.2 | % | | | 52.4 | % | | | 3,912,117 | | | | 3.4 | % |
Non-Core | | | 67 | | | | 2,643,898 | | | | 79.6 | % | | | 78.7 | % | | | 25,168,822 | | | | 21.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 146 | | | | 9,100,121 | | | | 88.1 | % | | | 85.8 | % | | $ | 115,911,218 | | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Significant Development/ Redevelopment(6) (dollars in thousands) | | Region | | Square Feet | | | Leased Sq Ft | | | Occupied Sq Ft | | | Projected Investment at Stabilization(7) | | | Investment To Date(7) | | | Estimated Date In Service(8) | | | Expected Return on Investment | |
Redevelopment 440 First Street, NW | | Washington DC | | | 139,273 | | | | 19,763 | | | | 19,763 | | | $ | 66,000 | | | $ | 53,754 | | | | Q4-2014 | | | | 8 | % |
| | | | | | | | |
| | Number of Buildings | | Square Feet(1) | | | % Leased(1) | | | % Occupied(1) | | | Annualized Cash Basis Rent(2)(3) | | | | | | | | | | |
Unconsolidated Joint Ventures(9) | | 12 | | | 869,600 | | | | 86.7 | % | | | 80.6 | % | | $ | 15,407,920 | | | | | | | | | | | | | |
(1) | Does not include space in development or redevelopment. |
(2) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
(3) | Includes leased spaces that are not yet occupied. |
(4) | Amounts include activity at 440 First Street, NW to the extent the space is occupied. Once the entire property is placed into service, which is estimated to occur in October 2014, the entire building wil be included in the Company’s consolidated portfolio metrics. |
(5) | “Strategic Category” reflects management’s categorization of the property based on the Company’s corporate strategic plans. “Strategic Hold” represents properties that are highly aligned with the corporate strategic plans. “Value-Add” represents strategic hold properties to which the Company intends to add value through lease-up, development and/or redevelopment. “Non-Core” represents properties that are no longer a strategic fit, properties in submarkets where the Company does not have asset concentration or operating efficiencies and/or properties where the Company believes they have maximized value. |
(6) | 841,145 square feet of additional land is available for development, not including Storey Park. |
(7) | Total Investment includes original cost basis of property, projected base building costs, projected leasing commissions, and projected tenant improvements. |
(8) | Development/redevelopment is estimated to be placed in service one year from substantial completion. |
(9) | Represents operating results of the unconsolidated joint ventures, not First Potomac’s economic interest in the properties. |
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 | | Leasing and Occupancy Summary (unaudited) |
Portfolio by Property Type and Strategic Category(1)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | Occupied Portfolio by Property Type and Strategic Category | | | Leased Portfolio by Property Type and Strategic Category | |
| | Square Feet | | | % of Total Portfolio | | | Number of Buildings | | | Occupied Square Feet | | | % Occupied | | | Annualized Cash Basis Rent(2) | | | % of Annualized Cash Basis Rent | | | Leased Square Feet(3) | | | % Leased | | | Annualized Cash Basis Rent(2)(3) | | | % of Annualized Cash Basis Rent | |
By Property Type | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Office | | | 3,385,009 | | | | 37.2 | % | | | 51 | | | | 2,848,456 | | | | 84.1 | % | | $ | 57,792,776 | | | | 51.1 | % | | | 3,000,331 | | | | 88.6 | % | | $ | 60,069,229 | | | | 51.8 | % |
Business Park / Industrial | | | 5,715,112 | | | | 62.8 | % | | | 95 | | | | 4,961,703 | | | | 86.8 | % | | | 55,197,418 | | | | 48.9 | % | | | 5,017,703 | | | | 87.8 | % | | | 55,841,989 | | | | 48.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 9,100,121 | | | | 100 | % | | | 146 | | | | 7,810,159 | | | | 85.8 | % | | $ | 112,990,195 | | | | 100.0 | % | | | 8,018,034 | | | | 88.1 | % | | $ | 115,911,218 | | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
By Strategic Category(4) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Strategic Hold | | | 6,080,124 | | | | 66.8 | % | | | 75 | | | | 5,532,297 | | | | 91.0 | % | | $ | 84,561,497 | | | | 74.8 | % | | | 5,686,674 | | | | 93.5 | % | | $ | 86,830,279 | | | | 74.9 | % |
Value-Add | | | 376,099 | | | | 4.1 | % | | | 4 | | | | 196,922 | | | | 52.4 | % | | | 3,472,397 | | | | 3.1 | % | | | 226,279 | | | | 60.2 | % | | | 3,912,117 | | | | 3.4 | % |
Non-Core | | | 2,643,898 | | | | 29.1 | % | | | 67 | | | | 2,080,940 | | | | 78.7 | % | | | 24,956,301 | | | | 22.1 | % | | | 2,105,081 | | | | 79.6 | % | | | 25,168,822 | | | | 21.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 9,100,121 | | | | 100 | % | | | 146 | | | | 7,810,159 | | | | 85.8 | % | | $ | 112,990,195 | | | | 100.0 | % | | | 8,018,034 | | | | 88.1 | % | | $ | 115,911,218 | | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Market Concentration by Annualized Cash Basis Rent(2)(3)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Washington DC | | | Maryland | | | Northern VA | | | Southern VA | | | Total | |
| | | | | | | | | | Richmond | | | Norfolk | | | Subtotal | | |
Office | | | 13.7 | % | | | 18.9 | % | | | 17.8 | % | | | 0.0 | % | | | 1.5 | % | | | 1.5 | % | | | 51.8 | % |
Business Park / Industrial | | | 0.0 | % | | | 12.7 | % | | | 14.4 | % | | | 5.0 | % | | | 16.1 | % | | | 21.1 | % | | | 48.2 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 13.7 | % | | | 31.6 | % | | | 32.1 | % | | | 5.0 | % | | | 17.6 | % | | | 22.6 | % | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(1) | Does not include space in development or redevelopment. |
(2) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
(3) | Includes leased spaces that are not yet occupied. |
(4) | “Strategic Category” reflects management’s categorization of the property based on the Company’s corporate strategic plans. “Strategic Hold” represents properties that are highly aligned with the corporate strategic plans. “Value-Add” represents strategic hold properties to which the Company intends to add value through lease-up, development and/or redevelopment. “Non-Core” represents properties that are no longer a strategic fit, properties in submarkets where the Company does not have asset concentration or operating efficiencies and/or properties where the Company believes they have maximized value. |
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 | | Portfolio by Size (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Square Feet Under Lease | | Number of Leases | | | Leased Square Feet | | | % of Total Square Feet | | | Annualized Cash Basis Rent(1) | | | % of Annualized Cash Basis Rent | | | Average Base Rent per Square Foot(1) | |
0-2,500 | | | 176 | | | | 269,091 | | | | 3.4 | % | | $ | 3,982,014 | | | | 3.4 | % | | $ | 14.80 | |
2,501-10,000 | | | 362 | | | | 1,899,719 | | | | 23.7 | % | | | 23,952,611 | | | | 20.7 | % | | | 12.61 | |
10,001-20,000 | | | 115 | | | | 1,562,820 | | | | 19.5 | % | | | 21,188,678 | | | | 18.3 | % | | | 13.56 | |
20,001-40,000 | | | 57 | | | | 1,504,273 | | | | 18.8 | % | | | 20,520,131 | | | | 17.7 | % | | | 13.64 | |
40,001-100,000 | | | 25 | | | | 1,529,521 | | | | 19.1 | % | | | 21,274,605 | | | | 18.4 | % | | | 13.91 | |
100,000 + | | | 9 | | | | 1,252,610 | | | | 15.6 | % | | | 24,993,179 | | | | 21.6 | % | | | 19.95 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 744 | | | | 8,018,034 | | | | 100.0 | % | | $ | 115,911,218 | | | | 100.0 | % | | $ | 14.46 | |
| | | | | | | | | | | | | | | | | | | | | | | | |

(1) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
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 | | Top Twenty-Five Tenants (unaudited) |
| | | | | | | | | | | | | | | | | | | | |
Ranking | | Tenant | | Number of Leases | | Total Leased Square Feet | | | Annualized Cash Basis Rent(1) | | | % of Annualized Cash Basis Rent | | | Weighted Average Remaining Lease Years | |
1 | | U.S. Government | | 23 | | | 675,255 | | | $ | 14,002,680 | | | | 12.1 | % | | | 3.9 | |
2 | | BlueCross BlueShield | | 1 | | | 204,314 | | | | 5,946,076 | | | | 5.1 | % | | | 9.7 | |
3 | | CACI International | | 1 | | | 214,214 | | | | 5,284,315 | | | | 4.6 | % | | | 3.0 | |
4 | | BAE Systems Technology Solutions & Services | | 3 | | | 167,881 | | | | 3,386,391 | | | | 2.9 | % | | | 6.3 | |
5 | | ICF Consulting Group Inc. | | 3 | | | 127,946 | | | | 3,059,138 | | | | 2.6 | % | | | 10.7 | |
6 | | Sentara Healthcare | | 6 | | | 276,974 | | | | 2,499,385 | | | | 2.2 | % | | | 6.8 | |
7 | | Stock Building Supply, Inc. | | 2 | | | 171,996 | | | | 2,106,951 | | | | 1.8 | % | | | 3.2 | |
8 | | State of Maryland - AOC | | 14 | | | 101,113 | | | | 1,744,117 | | | | 1.5 | % | | | 6.0 | |
9 | | Vocus, Inc. | | 1 | | | 93,000 | | | | 1,633,604 | | | | 1.4 | % | | | 9.3 | |
10 | | Montgomery County, Maryland | | 2 | | | 57,825 | | | | 1,387,613 | | | | 1.2 | % | | | 7.9 | |
11 | | Latisys-Ashburn, LLC | | 2 | | | 123,097 | | | | 1,386,188 | | | | 1.2 | % | | | 7.9 | |
12 | | Siemens Corporation | | 3 | | | 100,745 | | | | 1,352,642 | | | | 1.2 | % | | | 2.6 | |
13 | | First Data Corporation | | 1 | | | 117,336 | | | | 1,331,764 | | | | 1.1 | % | | | 5.9 | |
14 | | Affiliated Computer Services, Inc | | 1 | | | 107,422 | | | | 1,318,068 | | | | 1.1 | % | | | 3.0 | |
15 | | Lyttle Corp | | 1 | | | 54,530 | | | | 1,080,785 | | | | 0.9 | % | | | 9.1 | |
16 | | International Resources Group | | 5 | | | 36,016 | | | | 985,021 | | | | 0.8 | % | | | 0.3 | |
17 | | Verizon | | 5 | | | 70,627 | | | | 976,817 | | | | 0.8 | % | | | 2.4 | |
18 | | Harris Corporation | | 3 | | | 47,358 | | | | 967,868 | | | | 0.8 | % | | | 1.3 | |
19 | | American Public University System, Inc. | | 3 | | | 63,455 | | | | 904,825 | | | | 0.8 | % | | | 1.2 | |
20 | | GG Ashburn, LLC (Gold’s Gym) | | 1 | | | 54,560 | | | | 878,416 | | | | 0.8 | % | | | 13.3 | |
21 | | Harris Connect | | 1 | | | 64,486 | | | | 862,176 | | | | 0.7 | % | | | 2.8 | |
22 | | DRS Defense Solutions, LLC | | 2 | | | 45,675 | | | | 857,873 | | | | 0.7 | % | | | 2.8 | |
23 | | McLean Bible Church | | 1 | | | 53,559 | | | | 816,775 | | | | 0.7 | % | | | 10.5 | |
24 | | Telogy Networks, Inc. | | 1 | | | 52,145 | | | | 779,568 | | | | 0.7 | % | | | 4.4 | |
25 | | GeneralDynamics | | 3 | | | 121,811 | | | | 724,775 | | | | 0.6 | % | | | 4.1 | |
| | | | | | | | | | | | | | | | | | | | |
| | Subtotal Top 25 Tenants | | 89 | | | 3,203,340 | | | $ | 56,273,830 | | | | 48.5 | % | | | 5.6 | |
| | All Remaining Tenants | | 655 | | | 4,814,694 | | | | 59,637,388 | | | | 51.5 | % | | | 4.6 | |
| | | | | | | | | | | | | | | | | | | | |
| | Total / Weighted Average | | 744 | | | 8,018,034 | | | $ | 115,911,218 | | | | 100.0 | % | | | 5.1 | |
| | | | | | | | | | | | | | | | | | | | |
Tenant Diversification by Industry

(1) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
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 | | Annual Lease Expirations (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Portfolio | | | Property Type | |
| | | | | | | | | | | | | | | | | Office | | | Business Park / Industrial | |
Year of Lease Expiration(1) | | Number of Leases Expiring | | | Leased Square Feet | | | % of Leased Square Feet | | | Annualized Cash Basis Rent(2) | | | Average Base Rent per Square Foot(2) | | | Leased Square Feet | | | Average Base Rent per Square Foot(2) | | | Leased Square Feet | | | Average Base Rent per Square Foot(2) | |
MTM | | | — | | | | — | | | | — | | | $ | — | | | $ | — | | | | — | | | $ | — | | | | — | | | $ | — | |
2014 | | | 120 | | | | 732,674 | | | | 9.1 | % | | | 9,842,944 | | | | 13.43 | | | | 291,529 | | | | 17.49 | | | | 441,145 | | | | 10.76 | |
2015 | | | 111 | | | | 699,441 | | | | 8.7 | % | | | 9,134,167 | | | | 13.06 | | | | 214,605 | | | | 16.91 | | | | 484,836 | | | | 11.36 | |
2016 | | | 106 | | | | 762,807 | | | | 9.5 | % | | | 12,669,166 | | | | 16.61 | | | | 257,830 | | | | 26.75 | | | | 504,977 | | | | 11.43 | |
2017 | | | 95 | | | | 1,211,423 | | | | 15.1 | % | | | 18,445,303 | | | | 15.23 | | | | 400,954 | | | | 21.97 | | | | 810,469 | | | | 11.89 | |
2018 | | | 85 | | | | 1,011,338 | | | | 12.6 | % | | | 11,992,257 | | | | 11.86 | | | | 341,224 | | | | 15.29 | | | | 670,114 | | | | 10.11 | |
2019 | | | 87 | | | | 958,259 | | | | 12.0 | % | | | 12,415,790 | | | | 12.96 | | | | 223,729 | | | | 17.33 | | | | 734,530 | | | | 11.63 | |
2020 | | | 48 | | | | 853,455 | | | | 10.6 | % | | | 12,100,625 | | | | 14.18 | | | | 421,856 | | | | 19.05 | | | | 431,599 | | | | 9.41 | |
2021 | | | 25 | | | | 374,307 | | | | 4.7 | % | | | 4,628,644 | | | | 12.37 | | | | 49,901 | | | | 16.37 | | | | 324,406 | | | | 11.75 | |
2022 | | | 20 | | | | 248,739 | | | | 3.1 | % | | | 3,374,420 | | | | 13.57 | | | | 83,167 | | | | 22.93 | | | | 165,572 | | | | 8.86 | |
2023 | | | 15 | | | | 563,545 | | | | 7.0 | % | | | 10,993,171 | | | | 19.51 | | | | 297,222 | | | | 25.95 | | | | 266,323 | | | | 12.32 | |
Thereafter | | | 32 | | | | 602,046 | | | | 7.5 | % | | | 10,314,731 | | | | 17.13 | | | | 418,314 | | | | 19.29 | | | | 183,732 | | | | 12.21 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 744 | | | | 8,018,034 | | | | 100.0 | % | | $ | 115,911,218 | | | $ | 14.46 | | | | 3,000,331 | | | $ | 20.02 | | | | 5,017,703 | | | $ | 11.13 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(1) | The company classifies leases that expired or were terminated on the last day of the year as leased square footage since the tenant is contractually entitled to the space. |
(2) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple- net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
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 | | Quarterly Lease Expirations (unaudited) |
| | | | | | | | | | | | | | | | | | | | |
Quarter of Lease Expiration(1) | | Number of Leases Expiring | | | Leased Square Feet | | | % of Leased Square Feet | | | Annualized Cash Basis Rent(2) | | | Average Base Rent per Square Foot(2) | |
MTM | | | — | | | | — | | | | — | | | $ | — | | | $ | — | |
2014 - Q1 | | | 25 | | | | 174,368 | | | | 2.2 | % | | | 2,513,345 | | | | 14.41 | |
2014 - Q2 | | | 33 | | | | 186,161 | | | | 2.3 | % | | | 2,867,902 | | | | 15.41 | |
2014 - Q3 | | | 32 | | | | 171,635 | | | | 2.1 | % | | | 2,446,250 | | | | 14.25 | |
2014 - Q4 | | | 30 | | | | 200,510 | | | | 2.5 | % | | | 2,015,447 | | | | 10.05 | |
| | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 120 | | | | 732,674 | | | | 9.1 | % | | $ | 9,842,944 | | | $ | 13.43 | |
| | | | | | | | | | | | | | | | | | | | |
(1) | The company classifies leases that expired or were terminated on the last day of the quarter as leased square footage since the tenant is contractually entitled to the space. |
(2) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
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 | | Leasing Analysis (unaudited) |
Lease Summary(1)
All Comparable and Non-comparable Leases
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2013 | |
| | Square Footage | | | Number of Leases Signed | | | Cash Basis Base Rent | | | GAAP Basis Base Rent | | | Average Lease Term | | | Average Capital Cost Per Sq. Ft.(2) | | | Average Capital Cost per Sq. Ft. per Year(2) | |
New Leases | | | 164,620 | | | | 22 | | | $ | 15.70 | | | $ | 16.71 | | | | 8.5 | | | $ | 41.91 | | | $ | 4.95 | |
First Generation New Leases | | | 10,445 | | | | 5 | | | | 14.66 | | | | 14.93 | | | | 5.4 | | | | 35.98 | | | | 6.69 | |
Second Generation New Leases | | | 154,175 | | | | 17 | | | | 15.77 | | | | 16.83 | | | | 8.7 | | | | 42.31 | | | | 4.88 | |
Renewal Leases | | | 98,673 | | | | 19 | | | | 13.67 | | | | 13.66 | | | | 4.6 | | | | 2.59 | | | | 0.57 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 263,293 | | | | 41 | | | $ | 14.94 | | | $ | 15.57 | | | | 7.0 | | | $ | 27.17 | | | $ | 3.88 | |
| |
| | Twelve Months Ended December 31, 2013 | |
| | Square Footage | | | Number of Leases Signed | | | Cash Basis Base Rent | | | GAAP Basis Base Rent | | | Average Lease Term | | | Average Capital Cost Per Sq. Ft.(2) | | | Average Capital Cost per Sq. Ft. per Year(2) | |
New Leases | | | 830,507 | | | | 97 | | | $ | 11.69 | | | $ | 12.39 | | | | 7.8 | | | $ | 30.64 | | | $ | 3.95 | |
First Generation New Leases | | | 156,366 | | | | 23 | | | | 18.24 | | | | 19.79 | | | | 8.8 | | | | 53.96 | | | | 6.13 | |
Second Generation New Leases | | | 674,141 | | | | 74 | | | | 10.17 | | | | 10.68 | | | | 7.5 | | | | 25.23 | | | | 3.36 | |
Renewal Leases | | | 836,084 | | | | 83 | | | | 10.84 | | | | 11.27 | | | | 4.9 | | | | 4.34 | | | | 0.89 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 1,666,591 | | | | 180 | | | $ | 11.26 | | | $ | 11.83 | | | | 6.3 | | | $ | 17.44 | | | $ | 2.76 | |
Lease Comparison(1)
Comparable Leases Only(3)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2013 | |
| | | | | | | | Cash Basis | | | GAAP Basis | | | | |
| | Square Footage | | | Number of Leases Signed | | | Base Rent | | | Previous Base Rent | | | Percentage Change | | | Base Rent | | | Previous Base Rent | | | Percentage Change | | | Average Lease Term | |
New Leases | | | 48,792 | | | | 6 | | | $ | 24.28 | | | $ | 24.29 | | | | 0.0 | % | | $ | 27.56 | | | $ | 22.05 | | | | 25.0 | % | | | 10.1 | |
Renewal Leases | | | 98,673 | | | | 19 | | | | 13.67 | | | | 15.30 | | | | -10.6 | % | | | 13.66 | | | | 13.54 | | | | 0.9 | % | | | 4.6 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 147,465 | | | | 25 | | | $ | 17.18 | | | $ | 18.27 | | | | -5.9 | % | | $ | 18.26 | | | $ | 16.35 | | | | 11.7 | % | | | 6.4 | |
| |
| | Twelve Months Ended December 31, 2013 | |
| | | | | | | | Cash Basis | | | GAAP Basis | | | | |
| | Square Footage | | | Number of Leases Signed | | | Base Rent | | | Previous Base Rent | | | Percentage Change | | | Base Rent | | | Previous Base Rent | | | Percentage Change | | | Average Lease Term | |
New Leases | | | 175,966 | | | | 25 | | | $ | 16.45 | | | $ | 19.34 | | | | -14.9 | % | | $ | 17.72 | | | $ | 17.82 | | | | -0.5 | % | | | 8.5 | |
Renewal Leases | | | 836,084 | | | | 83 | | | | 10.84 | | | | 11.85 | | | | -8.6 | % | | | 11.27 | | | | 11.17 | | | | 1.0 | % | | | 4.9 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 1,012,050 | | | | 108 | | | $ | 11.81 | | | $ | 13.15 | | | | -10.2 | % | | $ | 12.40 | | | $ | 12.32 | | | | 0.6 | % | | | 5.5 | |
(1) | Includes leasing activity at sold properties prior to disposition |
(2) | The average capital cost does not include base building improvements needed to (1) bring a space up to code, (2) create building-standard operating efficiency, or (3) add demising walls and define the separate operations of a suite. |
(3) | Comparable lease comparisons do not include comparable data for first generation spaces, suites that have been vacant for over twelve months, or leases with terms of less than one year. |
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 | | Retention Summary (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, 2013 | | | Twelve Months Ended December 31, 2013 (1)(2) | |
| | Square Footage Expiring(3) | | | Square Footage Renewed | | | Retention Rate | | | Square Footage Expiring(3) | | | Square Footage Renewed | | | Retention Rate | |
Total Portfolio | | | 167,990 | | | | 98,673 | | | | 59 | % | | | 1,167,386 | | | | 784,805 | | | | 67 | % |
Washington DC | | | 819 | | | | 819 | | | | 100 | % | | | 64,616 | | | | 21,784 | | | | 34 | % |
Maryland | | | 32,601 | | | | 12,223 | | | | 37 | % | | | 207,402 | | | | 74,352 | | | | 36 | % |
Northern Virginia | | | 86,606 | | | | 42,903 | | | | 50 | % | | | 350,078 | | | | 240,606 | | | | 69 | % |
Southern Virginia | | | 47,964 | | | | 42,728 | | | | 89 | % | | | 545,290 | | | | 448,063 | | | | 82 | % |
(1) | Excludes a 236,082 square foot expiration at 1-66 Commerce Center and a 51,279 square foot renewal at Interstate Plaza. Both properties were sold during the second quarter of 2013. |
(2) | Excludes the 30,414 square foot expiration at Storey Park, which was placed into development during the third quarter of 2013. |
(3) | Leases that expire or are terminated on the last day of the quarter are classified as leased square footage and are not reported as expired until the following quarter. |
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 | | Office Properties (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Property(1) | | Buildings | | | Location | | Strategic Category(2) | | Square Feet | | | Annualized Cash Basis Rent(3)(4) | | | % Leased | | | % Occupied | | | Average Base Rent per Square Foot(3)(4) | |
Washington DC | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
440 First Street, NW(5) | | | 1 | | | Capitol Hill | | Value-Add | | | 19,763 | | | $ | 573,127 | | | | 100.0 | % | | | 100.0 | % | | $ | 29.00 | |
500 First Street, NW | | | 1 | | | Capitol Hill | | Strategic Hold | | | 129,035 | | | | 4,872,166 | | | | 100.0 | % | | | 100.0 | % | | | 37.76 | |
840 First Street, NE | | | 1 | | | NoMA(6) | | Strategic Hold | | | 248,536 | | | | 6,821,456 | | | | 94.9 | % | | | 87.5 | % | | | 28.91 | |
1211 Connecticut Avenue, NW | | | 1 | | | CBD(6) | | Strategic Hold | | | 125,271 | | | | 3,639,789 | | | | 98.2 | % | | | 98.2 | % | | | 29.59 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 4 | | | | | | | | 522,605 | | | $ | 15,906,537 | | | | 97.2 | % | | | 93.6 | % | | $ | 31.33 | |
| | | | | | | | |
Maryland | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Annapolis Business Center | | | 2 | | | Annapolis | | Strategic Hold | | | 102,374 | | | $ | 1,744,117 | | | | 98.8 | % | | | 98.8 | % | | $ | 17.25 | |
Cloverleaf Center | | | 4 | | | Germantown | | Strategic Hold | | | 173,766 | | | | 2,333,510 | | | | 84.3 | % | | | 74.1 | % | | | 15.93 | |
Gateway Center | | | 2 | | | Gaithersburg | | Non-Core | | | 44,551 | | | | 525,862 | | | | 74.5 | % | | | 74.5 | % | | | 15.84 | |
Hillside I and II | | | 2 | | | Columbia | | Strategic Hold | | | 85,631 | | | | 862,655 | | | | 71.1 | % | | | 71.1 | % | | | 14.17 | |
Metro Park North | | | 4 | | | Rockville | | Strategic Hold | | | 191,469 | | | | 3,300,922 | | | | 100.0 | % | | | 73.1 | % | | | 17.24 | |
Patrick Center | | | 1 | | | Frederick | | Non-Core | | | 66,269 | | | | 1,054,860 | | | | 77.1 | % | | | 77.1 | % | | | 20.65 | |
Redland Corporate Center | | | 3 | | | Rockville | | Strategic Hold | | | 483,162 | | | | 10,034,845 | | | | 100.0 | % | | | 98.7 | % | | | 20.77 | |
TenThreeTwenty | | | 1 | | | Columbia | | Value-Add | | | 136,817 | | | | 1,723,627 | | | | 81.6 | % | | | 71.0 | % | | | 15.44 | |
West Park | | | 1 | | | Frederick | | Non-Core | | | 28,333 | | | | 280,962 | | | | 85.1 | % | | | 85.1 | % | | | 11.65 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 20 | | | | | | | | 1,312,372 | | | $ | 21,861,361 | | | | 91.7 | % | | | 84.8 | % | | $ | 18.17 | |
| | | | | | | | |
Northern Virginia | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Atlantic Corporate Park | | | 2 | | | Sterling | | Value-Add | | | 219,519 | | | $ | 1,615,362 | | | | 43.2 | % | | | 36.5 | % | | $ | 17.02 | |
Cedar Hill | | | 2 | | | Tyson’s Corner | | Strategic Hold | | | 102,632 | | | | 2,196,617 | | | | 100.0 | % | | | 100.0 | % | | | 21.40 | |
Enterprise Center | | | 4 | | | Chantilly | | Non-Core | | | 187,996 | | | | 2,883,718 | | | | 85.3 | % | | | 84.7 | % | | | 17.98 | |
Herndon Corporate Center | | | 4 | | | Herndon | | Non-Core | | | 128,084 | | | | 1,548,583 | | | | 82.7 | % | | | 82.7 | % | | | 14.63 | |
One Fair Oaks | | | 1 | | | Fairfax | | Strategic Hold | | | 214,214 | | | | 5,284,315 | | | | 100.0 | % | | | 100.0 | % | | | 24.67 | |
Reston Business Campus | | | 4 | | | Reston | | Non-Core | | | 82,372 | | | | 1,091,131 | | | | 83.2 | % | | | 83.2 | % | | | 15.92 | |
Three Flint Hill | | | 1 | | | Oakton | | Strategic Hold | | | 180,741 | | | | 2,874,990 | | | | 92.2 | % | | | 82.9 | % | | | 17.26 | |
Van Buren Office Park | | | 5 | | | Herndon | | Non-Core | | | 107,409 | | | | 997,617 | | | | 77.9 | % | | | 77.9 | % | | | 11.92 | |
Windsor at Battlefield | | | 2 | | | Manassas | | Non-Core | | | 155,511 | | | | 2,101,431 | | | | 96.8 | % | | | 90.3 | % | | | 13.96 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 25 | | | | | | | | 1,378,478 | | | $ | 20,593,765 | | | | 83.2 | % | | | 80.1 | % | | $ | 17.95 | |
| | | | | | | | |
Southern Virginia | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Greenbrier Towers | | | 2 | | | Chesapeake | | Strategic Hold | | | 171,554 | | | $ | 1,707,566 | | | | 82.9 | % | | | 82.6 | % | | $ | 12.01 | |
Total / Weighted Average | | | 51 | | | | | | | | 3,385,009 | | | $ | 60,069,229 | | | | 88.6 | % | | | 84.1 | % | | $ | 20.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Strategic Category(2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Strategic Hold | | | 24 | | | | | | | | 2,208,385 | | | $ | 45,672,947 | | | | 94.9 | % | | | 89.9 | % | | $ | 21.78 | |
Value-Add | | | 4 | | | | | | | | 376,099 | | | | 3,912,117 | | | | 60.2 | % | | | 52.4 | % | | | 17.29 | |
Non-Core | | | 23 | | | | | | | | 800,525 | | | | 10,484,165 | | | | 84.6 | % | | | 83.2 | % | | | 15.48 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 51 | | | | | | | | 3,385,009 | | | $ | 60,069,229 | | | | 88.6 | % | | | 84.1 | % | | $ | 20.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Unconsolidated Joint Ventures | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
1750 H Street, NW | | | 1 | | | CBD - DC(6) | | | | | 113,178 | | | $ | 3,016,722 | | | | 75.2 | % | | | 75.2 | % | | $ | 35.45 | |
Aviation Business Park | | | 3 | | | Glen Burnie - MD | | | | | 120,285 | | | | 821,883 | | | | 45.9 | % | | | 45.9 | % | | | 14.87 | |
Prosperity Metro Plaza | | | 2 | | | Merrifield - NOVA | | | | | 328,153 | | | | 7,454,287 | | | | 98.1 | % | | | 85.5 | % | | | 23.16 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 6 | | | | | | | | 561,616 | | | $ | 11,292,893 | | | | 82.3 | % | | | 74.9 | % | | $ | 24.43 | |
(1) | Does not include space undergoing substantial development or redevelopment. |
(2) | “Strategic Category” reflects management’s categorization of the property based on the Company’s corporate strategic plans. “Strategic Hold” represents properties that are highly aligned with the corporate strategic plans. “Value-Add” represents strategic hold properties to which the Company intends to add value through lease-up, development and/or redevelopment. “Non-Core” represents properties that are no longer a strategic fit, properties in submarkets where the Company does not have asset concentration or operating efficiencies and/or properties where the Company believes they have maximized value. |
(3) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
(4) | Includes leased spaces that are not yet occupied. |
(5) | Amounts include activity at 440 First Street, NW to the extent the space is occupied. Once the entire property is placed into service, the whole building will be included in the portfolio metrics, which is estimated to occur in October 2014. |
(6) | CBD refers to the Central Business District and NoMa refers to North of Massachusetts Avenue. |
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 | | Business Park / Industrial Properties (unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Property(1) | | Buildings | | | Location | | Strategic Category(2) | | Square Feet | | | Annualized Cash Basis Rent(3)(4) | | | % Leased | | | % Occupied | | | Average Base Rent per Square Foot(3)(4) | |
Maryland | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ammendale Business Park(5) | | | 7 | | | Beltsville | | Strategic Hold | | | 312,846 | | | $ | 4,105,106 | | | | 100.0 | % | | | 100.0 | % | | $ | 13.12 | |
Gateway 270 West | | | 6 | | | Clarksburg | | Strategic Hold | | | 255,917 | | | | 2,958,026 | | | | 83.3 | % | | | 70.9 | % | | | 13.87 | |
Girard Business Center(6) | | | 7 | | | Gaithersburg | | Non-Core | | | 297,422 | | | | 2,927,523 | | | | 83.7 | % | | | 81.5 | % | | | 11.77 | |
Owings Mills Business Park(7) | | | 4 | | | Owings Mills | | Non-Core | | | 180,475 | | | | 1,298,713 | | | | 58.6 | % | | | 58.6 | % | | | 12.27 | |
Rumsey Center | | | 4 | | | Columbia | | Strategic Hold | | | 134,689 | | | | 1,252,299 | | | | 83.7 | % | | | 83.7 | % | | | 11.11 | |
Snowden Center | | | 5 | | | Columbia | | Strategic Hold | | | 145,267 | | | | 2,204,423 | | | | 100.0 | % | | | 98.8 | % | | | 15.17 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 33 | | | | | | | | 1,326,616 | | | $ | 14,746,091 | | | | 85.8 | % | | | 82.8 | % | | $ | 12.95 | |
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Northern Virginia | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Corporate Campus at Ashburn Center | | | 3 | | | Ashburn | | Strategic Hold | | | 194,184 | | | $ | 2,580,833 | | | | 100.0 | % | | | 100.0 | % | | $ | 13.29 | |
Gateway Centre Manassas | | | 3 | | | Manassas | | Non-Core | | | 102,332 | | | | 638,848 | | | | 60.5 | % | | | 60.5 | % | | | 10.32 | |
Linden Business Center | | | 3 | | | Manassas | | Non-Core | | | 109,787 | | | | 1,046,576 | | | | 97.4 | % | | | 97.4 | % | | | 9.79 | |
Newington Business Park Center(8) | | | 7 | | | Lorton | | Non-Core | | | 254,148 | | | | 2,243,380 | | | | 79.7 | % | | | 79.7 | % | | | 11.08 | |
Plaza 500(8) | | | 2 | | | Alexandria | | Strategic Hold | | | 500,938 | | | | 5,106,515 | | | | 96.6 | % | | | 96.6 | % | | | 10.55 | |
Prosperity Business Center | | | 1 | | | Merrifield | | Non-Core | | | 71,373 | | | | 732,620 | | | | 84.9 | % | | | 84.9 | % | | | 12.09 | |
Sterling Park Business Center(9) | | | 7 | | | Sterling | | Strategic Hold | | | 474,817 | | | | 4,310,721 | | | | 92.6 | % | | | 92.0 | % | | | 9.81 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 26 | | | | | | | | 1,707,579 | | | $ | 16,659,493 | | | | 90.8 | % | | | 90.6 | % | | $ | 10.75 | |
| | | | | | | | |
Southern Virginia | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Battlefield Corporate Center | | | 1 | | | Chesapeake | | Strategic Hold | | | 96,720 | | | $ | 811,368 | | | | 100.0 | % | | | 100.0 | % | | $ | 8.39 | |
Chesterfield Business Center(10) | | | 11 | | | Richmond | | Non-Core | | | 320,111 | | | | 1,705,266 | | | | 75.7 | % | | | 75.7 | % | | | 7.04 | |
Crossways Commerce Center(11) | | | 9 | | | Chesapeake | | Strategic Hold | | | 1,083,785 | | | | 11,432,447 | | | | 95.8 | % | | | 95.8 | % | | | 11.01 | |
Greenbrier Business Park(12) | | | 4 | | | Chesapeake | | Strategic Hold | | | 410,723 | | | | 3,914,054 | | | | 77.4 | % | | | 75.8 | % | | | 12.31 | |
Hanover Business Center | | | 4 | | | Ashland | | Non-Core | | | 184,081 | | | | 779,074 | | | | 67.5 | % | | | 64.0 | % | | | 6.27 | |
Norfolk Commerce Park(13) | | | 3 | | | Norfolk | | Strategic Hold | | | 261,853 | | | | 2,481,538 | | | | 89.8 | % | | | 89.6 | % | | | 10.56 | |
Park Central | | | 3 | | | Richmond | | Non-Core | | | 204,789 | | | | 2,021,529 | | | | 86.3 | % | | | 86.3 | % | | | 11.44 | |
Virginia Technology Center | | | 1 | | | Glen Allen | | Non-Core | | | 118,855 | | | | 1,291,129 | | | | 82.9 | % | | | 82.3 | % | | | 13.20 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 36 | | | | | | | | 2,680,917 | | | $ | 24,436,405 | | | | 86.9 | % | | | 86.4 | % | | $ | 10.49 | |
Total / Weighted Average | | | 95 | | | | | | | | 5,715,112 | | | $ | 55,841,989 | | | | 87.8 | % | | | 86.8 | % | | $ | 11.13 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Strategic Category(2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Strategic Hold | | | 51 | | | | | | | | 3,871,739 | | | $ | 41,157,332 | | | | 92.7 | % | | | 91.6 | % | | $ | 11.46 | |
Value-Add | | | 0 | | | | | | | | — | | | | — | | | | NA | | | | NA | | | | NA | |
Non-Core | | | 44 | | | | | | | | 1,843,373 | | | | 14,684,657 | | | | 77.4 | % | | | 76.8 | % | | | 10.29 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total / Weighted Average | | | 95 | | | | | | | | 5,715,112 | | | $ | 55,841,989 | | | | 87.8 | % | | | 86.8 | % | | $ | 11.13 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
Unconsolidated Joint Ventures | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
RiversPark I and II | | | 6 | | | Columbia - MD | | | | | 307,984 | | | $ | 4,115,026 | | | | 94.7 | % | | | 90.9 | % | | $ | 14.11 | |
(1) | Does not include space in development or redevelopment. |
(2) | “Strategic Category” reflects management’s categorization of the property based on the Company’s corporate strategic plans. “Value-Add” represents strategic hold properties to which the company intends to add value through lease up, development and/or redevelopment. “Non-Core” represents properties that are no longer a strategic fit, properties in sub marks where the company does not have asset concentration or operating efficiencies and/or properties where the company belives they have maximized value. |
(3) | Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account tent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of the Company’s full service leases. |
(4) | Includes leased spaces that are not yet occupied. |
(5) | Ammendale Business Park consists of Ammendale Commerce Center and Indian Creek Court. |
(6) | Girard Business Center consists of Girard Business Center and Girard Place. |
(7) | Owings Mills Business Park consists of Owings Mills Business Center and Owings Mills Commerce Center. |
(8) | Newington Business Park Center and Plaza 500 are classified as Industrial properties. |
(9) | Sterling Park Business Center consists of 22370/22400/22446/22455 Davis Drive and 403/405/22560 Glenn Drive. |
(10) | Chesterfield Business Center consists of Airpark Business Center, Chesterfield Business Center and Pine Glenn. |
(11) | Crossways Commerce Center consists of the Coast Guard Building Grossways Commerce Center I, Crossways Commerce Center II Crossways Commerce Center IV, Crossways I, Crossways II, and 1434 Crossways Boulevard. |
(12) | Greenbrier Business Park consists of Greenbrier Technology Center I, Greenbrier Technology Center II and Greenbrier Circle Corporate Center. |
(13) | Norfolk Commerce Park consists of Norfolk Business Center, Norfolk Commerce Park II and Gatway II. |
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 | | Management Statements on Non-GAAP Supplemental Measures |
Investors and analysts following the real estate industry utilize funds from operations (“FFO”), net operating income (“NOI”), earnings before interest, taxes, depreciation and amortization (“EBITDA”) and adjusted funds from operations (“AFFO”), variously defined, as supplemental performance measures.
The Company believes NOI, Same-Property NOI, EBITDA, FFO, Core FFO and AFFO are appropriate measures given their wide use by and relevance to investors and analysts. FFO, reflecting the assumption that real estate asset values rise or fall with market conditions, principally adjusts for the effects of GAAP depreciation/amortization of real estate assets. NOI provides a measure of rental operations and does not factor in depreciation/amortization and non-property specific expenses such as general and administrative expenses. EBITDA provides a further tool to evaluate the ability to incur and service debt and to fund dividends and other cash needs. AFFO provides a further tool to evaluate the ability to fund dividends. In addition, FFO, NOI, EBITDA and AFFO are commonly used in various ratios, pricing multiples/yields and returns and valuation calculations used to measure financial position, performance and value.
NOI
Management believes that NOI is a useful measure of the Company’s property operating performance. The Company defines NOI as operating revenues (rental, tenant reimbursements and other income) less property and related expenses (property expenses, real estate taxes and insurance). Other real estate investment trust (“REITs”) may use different methodologies for calculating NOI, and accordingly, the Company’s NOI may not be comparable to other REITs.
Because NOI excludes general and administrative expenses, interest expense, depreciation and amortization, gains and losses from property dispositions, discontinued operations and extraordinary items, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not immediately apparent from net income. The Company uses NOI to evaluate its operating performance since NOI allows the Company to evaluate the impact that factors such as occupancy levels, lease structure, lease rates and tenant base have on the Company’s results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about the Company’s property and operating performance when compared to other REITs since NOI is generally recognized as a standard measure of property performance in the real estate industry.
However, NOI should not be viewed as a measure of the Company’s overall financial performance since it does not reflect general and administrative expenses, interest expense, depreciation and amortization costs, the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company’s properties.
SAME-PROPERTY NOI
The Company defines same-property NOI as NOI for the Company’s properties wholly owned during the entirety of the periods reported. Other REITs may use different methodologies for calculating same-property NOI and, accordingly, the Company’s same-property NOI may not be comparable to other REITs.
EBITDA
Management believes that EBITDA is a useful measure of the Company’s operating performance. EBITDA is defined as earnings before interest, taxes, depreciation and amortization.
Management considers EBITDA to be an appropriate supplemental performance measure since it represents earnings prior to the impact of depreciation, amortization, gain (loss) from property dispositions and loss on early retirement of debt. This calculation facilitates the review of income from operations without considering the effect of non-cash depreciation and amortization or the cost of debt.
FFO
Management believes that FFO is a useful measure of the Company’s operating performance. The Company computes FFO as defined by the National Association of Real Estate Investment Trusts, or NAREIT, which states FFO should represent net income (loss) before minority interest (computed in accordance with GAAP) plus real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures, gains or losses on the sale of property and impairments to real estate assets. The Company also excludes, from its FFO calculation, any depreciation and amortization related to third parties from its consolidated joint ventures. Further, other REITs may use different methodologies for calculating FFO and, accordingly, the Company’s FFO may not be comparable to other REITs. The Company presents FFO per diluted share calculations that are based on the outstanding dilutive common shares plus the outstanding Operating Partnership units for the periods presented.
Management considers FFO a useful additional measure of performance for an equity REIT because it facilitates an understanding of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, we believe that FFO provides a more meaningful and accurate indication of our performance. In addition, management believes that FFO provides useful information to the investment community about the Company’s financial performance when compared to other REITs since FFO is generally recognized as the industry standard for reporting the operations of REITs.
CORE FFO
Management believes that the computation of FFO in accordance with NAREIT’s definition includes certain items that are not indicative of the results provided by the Company’s operating portfolio and affect the comparability of the Company’s period-over-period performance. These items include, but are not limited to, gains and losses on the retirement of debt, legal and accounting costs related to the Company’s prior internal investigation and the informal SEC inquiry, personnel separation costs, contingent consideration charges and acquisition costs.
AFFO
Management believes that AFFO is a useful measure of the Company’s liquidity. The Company computes AFFO by adding to FFO equity based compensation expense and the non-cash amortization of deferred financing costs and non-real estate depreciation, and then subtracting cash paid for any recurring tenant improvements, leasing commissions, and recurring capital expenditures, and eliminating the net effect of straight-line rents, deferred market rent and debt fair value amortization.
First generation costs include tenant improvements, leasing commissions and capital expenditures that were taken into consideration when underwriting the purchase of a property or incurred to bring the property to operating standard for its intended use. The Company also excludes development and redevelopment related expenditures. AFFO provides an additional perspective on the Company’s ability to fund cash needs and make distributions to shareholders by adjusting for the effect of these non-cash items included in FFO, as well as recurring capital expenditures and leasing costs. However, other REITs may use different methodologies for calculating AFFO and, accordingly, the Company’s AFFO may not be comparable to other REITs.
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