Exhibit 99.2
Second Quarter 2007
Supplemental Operating and Financial Data
Unaudited
Forward-Looking Statements
This supplemental information contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act, which are based on our current expectations, estimates and projections about future events and financial trends affecting us. These forward-looking statements are not guarantees of future performance. Investors should use caution in relying on forward-looking statements, which are based on results and trends at the time they are made, to anticipate future results or trends. Forward-looking statements, which can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “estimate,” “strategy,” “plan,” “would be,” “should,” “projected,” or “continue” or the negative thereof or other variations thereon or comparable terminology, are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are:
| • | | Our ability to borrow on favorable terms; |
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| • | | General economic and business conditions, which we believe will, among other things, affect office property demand and rents, tenant creditworthiness, interest rates and financing availability; |
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| • | | Adverse changes in the real estate markets including, among other things, increased competition with other companies; |
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| • | | Risks related to real estate acquisition and development, including, among other things, risks that the development projects may not be completed on schedule, that tenants may not take occupancy or pay rent or that the development or operating costs may be greater than anticipated; |
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| • | | Our ability to satisfy and operate effectively under federal income tax rules relating to real estate investment trusts and partnerships; |
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| • | | Risks associated with the leasing and operation of office properties, including risks that we may not be able to lease available space at favorable rental rates or in anticipated time frames, that tenants will not take occupancy or pay rent in accordance with their leases, or that operating costs may be greater than anticipated; |
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| • | | Our ability to pay our distributions at their current rate; |
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| • | | Governmental actions and initiatives; |
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| • | | Environmental requirements; |
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| • | | The impact of potential management changes or disputes with members of our management or Board of Trustees; |
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| • | | The outcome of the litigation with respect to Republic Square I or our ability to close on the purchase of Republic Square I pursuant to the Option Agreement; |
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| • | | The effect of the proposed merger with Liberty Property Trust on our ability to acquire the option properties; |
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| • | | The outcome of any material litigation (including any litigation with our former Vice Chairman and President and Chief Development Officer, and the Chairman of our Board of Trustees); and |
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| • | | The outcome of the merger with Liberty Property Trust or any other strategic alternative courses of action. |
The risks included above are not exhaustive. We operate in a very competitive and rapidly changing environment; therefore, new risks arise from time to time. It is impossible for us to (i) predict all such risks and (ii) assess the impact of all such risks. We undertake no obligation to update or supplement any forward-looking statements. For further information, please refer to our filings with the Securities and Exchange Commission, particularly “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006 filed on March 14, 2007, Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2007 filed on May 3, 2007, and Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2007 to be filed by August 9, 2007.
We refer investors to the documents filed from time to time with the Securities and Exchange Commission, including our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each of which discusses these and other risks that could adversely affect our results.
Non-GAAP Financial Measures
The Company has used non-GAAP financial measures as defined by SEC Regulation G in this supplemental information package. A reconciliation of each non-GAAP financial measure and the comparable GAAP financial measure can be found later in this package.
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Republic Property Trust
Index to Supplemental Unaudited Operating and Financial Data
As of and for the Fiscal Quarter Ended June 30, 2007
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Corporate Profile | | | | |
About the Company | | | 3 | |
History | | | 3 | |
Summary | | | 3 | |
Contact Information | | | 4 | |
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Financial Information | | | | |
Key Financial Data | | | 5 | |
Consolidated Balance Sheet | | | 6 | |
Consolidated Statement of Operations | | | 7 | |
Reconciliation of Funds from Operations (FFO) to Net Loss | | | 8 | |
Reconciliation of Net Operating Income (NOI) to Net Loss | | | 9 | |
Non-Cash Adjustments to NOI | | | 11 | |
Reconciliation of Adjusted Earnings Before Interest, Income Taxes, Depreciation and Amortization (Adjusted EBITDA) to Net Loss | | | 12 | |
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Select Financial Analysis | | | | |
Quarterly Equity Analysis | | | 13 | |
Quarterly Debt Analysis | | | 14 | |
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Portfolio Summary | | | | |
Summary of Our Properties | | | 15 | |
Historical Leasing Trends | | | 16 | |
Tenant Diversification Analysis | | | 16 | |
Top Ten Office Tenants | | | 17 | |
Office Lease Expiration Analysis by Year | | | 18 | |
Office Lease Distribution Analysis by Tenant Size | | | 19 | |
Capital Expenditures | | | 19 | |
Tenant Improvements and Leasing Commissions | | | 20 | |
Option Properties Summary as of July 31, 2007 | | | 21 | |
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CORPORATE PROFILE
About the Company
We are a fully-integrated, self-administered and self-managed real estate investment trust formed to own, operate, acquire and develop primarily Class A office properties, predominantly in the Washington, D.C. metropolitan, or Greater Washington, D.C., market. On July 23, 2007, we signed a definitive merger agreement (the “Merger”) to be acquired by Liberty Property Trust (“Liberty”) in an all cash transaction.
As of June 30, 2007, we owned 13 commercial properties consisting of 24 institutional-grade office buildings in our operating portfolio and one redevelopment project indirectly through Republic Property Limited Partnership, our Operating Partnership, in which we had an approximate 88% economic interest at June 30, 2007. Our operating properties are characterized by (i) our tenant base, which includes several U.S. government agencies and nationally recognized corporations, (ii) the institutional quality and utility of our office parks and buildings and (iii) the substantial amount of space occupied on average by our tenants. As of June 30, 2007, approximately 21.2% and 47.5% of portfolio net rentable square feet was leased to U.S. government agencies and nationally recognized corporations, respectively. Our operating portfolio of 13 operating commercial properties contains an aggregate of approximately 2.4 million net rentable square feet, with one Class A trophy office property located in the District of Columbia, approximately one half block from the White House, and twelve Class A office properties located in Northern Virginia. Our redevelopment project is located in the Central Business District of Washington, D.C. On May 29, 2007, we provided notice to the owner of Republic Square of our exercise of the option to purchase the fee interest in Republic Square I. In addition, we hold options to acquire two other office properties in the District of Columbia, Portals III and Republic Square II. As of July 31, 2007, Republic Square I is approximately 56% leased and 40% occupied. As of July 31, 2007, The Portals III is approximately 20% leased and 13% occupied. The remaining option property, Republic Square II, is an undeveloped parcel of land. If we do not exercise our option to acquire Portals III at least 30 days prior to the closing of the Merger, the option agreement with respect to Portals III will terminate upon consummation of the Merger. If the closing of the Merger precedes the beginning of Republic Square II’s initial option period, the option agreement with respect to Republic Square II will terminate upon consummation of the Merger.
History
Republic Property Trust was incorporated as a Maryland real estate investment trust on July 19, 2005 and maintains its headquarters at 13861 Sunrise Valley Drive, Suite 410, Herndon, VA 20171. We completed our initial public offering (the “IPO”) of common shares of beneficial interest (“common shares”) on December 20, 2005. The IPO resulted in the sale of 21,021,200 common shares, including 1,021,200 common shares sold pursuant to the January 2006 partial exercise of the underwriters’ over allotment option, at a price per share of $12.00, generating gross proceeds to the Company of $252.3 million. The aggregate proceeds to the Company, net of underwriters’ discounts, commissions and financial advisory fees but prior to other offering costs, were approximately $234.6 million.
Concurrent with the closing of the IPO, the Company entered into various formation transactions. The Company had no significant operations prior to the consummation of the IPO and the formation transactions on December 20, 2005.
Summary as of June 30, 2007
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Corporate Headquarters | | Herndon, Virginia |
Fiscal Year-End | | 12/31 |
Total Office Buildings – Operating Portfolio | | 24 |
Total Net Rentable Square Feet – Operating Portfolio | | 2,410,543 |
Total Projects – Under Redevelopment | | 1 |
Total Net Rentable Square Feet – Under Redevelopment (1) | | 176,000 |
Geographic Focus | | Greater Washington, D.C. |
Common Shares and Units Issued and Outstanding | | 29,559,916 |
Distribution – Quarterly (2) | | $0.125/share |
Dividend Yield (3) | | 4.1% |
Total Market Capitalization (4) | | $788,696,000 |
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(1) | | Represents the approximate net rentable square footage upon completion of redevelopment. |
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(2) | | Distribution of $0.125 per share represents the quarterly distribution for the quarter ended June 30, 2007. Distribution was announced on July 23, 2007 and will be paid on August 17, 2007 to shareholders of record on August 3, 2007. |
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(3) | | The dividend yield is calculated by dividing four times the quarterly dividend by the price of our common shares. The price used was $12.25, the closing price on June 29, 2007. |
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(4) | | Total Market Capitalization is the sum of the market value of our common shares and units as of June 30, 2007 and our total debt. |
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Contact Information
Republic Property Trust
13861 Sunrise Valley Drive
Suite 410
Herndon, VA 20171
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Phone: | | (703) 880-2900 |
Fax: | | (703) 880-2901 |
Web: | | www.rpbtrust.com |
Stock Listing
The common shares of Republic Property Trust are listed on the New York Stock Exchange under the symbol RPB.
Independent Registered Public Accounting Firm
Ernst & Young LLP
8484 Westpark Drive
McLean, VA 22102
Transfer Agent and Registrar
LaSalle Bank, N.A.
135 South LaSalle Street
Suite 1946
Chicago, IL 60603
Research Coverage (1)
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Bear, Stearns & Co. Inc. | | |
Ross L. Smotrich | | (212) 272-8046 |
Jeffrey S. Langbaum | | (212) 272-4201 |
George A. Hoglund, CFA | | (212) 272-6272 |
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Friedman, Billings, Ramsey & Co., Inc. | | |
Wilkes Graham | | (703) 312-9737 |
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Lehman Brothers Inc. | | |
David Harris | | (212) 526-1790 |
David Toti | | (212) 526-2002 |
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Raymond James & Associates, Inc. | | |
Paul D. Puryear | | (727) 567-2253 |
Ken Avalos | | (727) 567-2660 |
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Wachovia Capital Markets, LLC | | |
Christopher Haley | | (443) 263-6773 |
Brendan Maiorana | | (443) 263-6516 |
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(1) | | Republic Property Trust is followed by the analysts listed above. Please note that any opinions, estimates or forecasts regarding Republic Property Trust’s performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of Republic Property Trust or its management. Republic Property Trust does not by its reference above or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations. |
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FINANCIAL INFORMATION
Key Financial Data
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| | As of | | As of | | As of | | As of | | As of |
| | 6/30/07 | | 3/31/07 | | 12/31/06 | | 9/30/06 | | 6/30/06 |
Portfolio Size – Operating Properties: | | | | | | | | | | | | | | | | | | | | |
Properties | | | 13 | | | | 13 | | | | 13 | | | | 13 | | | | 12 | |
Total Net Rentable Square Feet | | | 2,410,543 | | | | 2,410,543 | | | | 2,410,543 | | | | 2,417,096 | | | | 2,235,942 | |
Sq. Ft. Leased at End of Period | | | 2,269,404 | | | | 2,256,698 | | | | 2,107,240 | | | | 2,118,221 | | | | 1,985,515 | |
Percent Leased | | | 94.1 | % | | | 93.6 | % | | | 87.4 | % | | | 87.6 | % | | | 88.8 | % |
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Portfolio Size – Redevelopment Projects: | | | | | | | | | | | | | | | | | | | | |
Properties | | | 1 | | | | 1 | | | | — | | | | — | | | | — | |
Net Rentable Square Feet Under Redevelopment (1) | | | 176,000 | | | | 176,000 | | | | — | | | | — | | | | — | |
Sq. Ft. Leased at End of Period | | | 44,361 | | | | 48,240 | | | | — | | | | — | | | | — | |
Percent Leased | | | 25.2 | % | | | 27.4 | % | | | — | | | | — | | | | — | |
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Shares and Units | | | | | | | | | | | | | | | | | | | | |
Common Shares Issued and Outstanding | | | 26,087,279 | | | | 26,082,020 | | | | 26,076,582 | | | | 26,057,528 | | | | 26,051,937 | |
Common Units Issued and Outstanding (2) | | | 3,472,637 | | | | 3,503,219 | | | | 3,560,019 | | | | 3,560,019 | | | | 3,560,019 | |
Combined Shares and Units | | | 29,559,916 | | | | 29,585,239 | | | | 29,636,601 | | | | 29,617,547 | | | | 29,611,956 | |
Quarterly Weighted Average Shares and Units – Basic and Diluted | | | 29,540,557 | | | | 29,607,510 | | | | 29,614,795 | | | | 29,608,224 | | | | 29,604,304 | |
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Common Share Daily Closing Price ($’s): | | | | | | | | | | | | | | | | | | | | |
At the End of the Quarter | | $ | 12.25 | | | $ | 11.49 | | | $ | 11.54 | | | $ | 11.02 | | | $ | 9.88 | |
High during the Quarter | | $ | 12.54 | | | $ | 12.19 | | | $ | 12.44 | | | $ | 11.34 | | | $ | 12.25 | |
Low during the Quarter | | $ | 10.77 | | | $ | 10.94 | | | $ | 11.00 | | | $ | 9.66 | | | $ | 9.88 | |
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Market Capitalization: ($’s in thousands except ratios) | | | | | | | | | | | | | | | | | | | | |
Market Value of Equity (3) | | $ | 362,109 | | | $ | 339,934 | | | $ | 342,006 | | | $ | 326,385 | | | $ | 292,566 | |
Total Debt | | $ | 426,587 | | | $ | 416,681 | | | $ | 350,134 | | | $ | 345,176 | | | $ | 292,211 | |
Total Market Capitalization (4) | | $ | 788,696 | | | $ | 756,615 | | | $ | 692,140 | | | $ | 671,561 | | | $ | 584,777 | |
Total Debt/Total Market Capitalization | | | 54.1 | % | | | 55.1 | % | | | 50.6 | % | | | 51.4 | % | | | 50.0 | % |
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Balance Sheet Data | | | | | | | | | | | | | | | | | | | | |
($’s in thousands) | | | | | | | | | | | | | | | | | | | | |
Total Assets | | $ | 661,498 | | | $ | 656,072 | | | $ | 596,468 | | | $ | 602,646 | | | $ | 556,371 | |
Gross Book Value of Real Estate Assets | | $ | 619,899 | | | $ | 619,649 | | | $ | 585,387 | | | $ | 587,381 | | | $ | 537,741 | |
Total Liabilities | | $ | 464,682 | | | $ | 451,426 | | | $ | 384,152 | | | $ | 380,765 | | | $ | 326,610 | |
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| | Quarter | | Quarter | | Quarter | | Quarter | | Quarter |
| | Ended | | Ended | | Ended | | Ended | | Ended |
| | 6/30/07 | | 3/31/07 | | 12/31/06 | | 9/30/06 | | 6/30/06 |
Statement of Operations Data | | | | | | | | | | | | | | | | | | | | |
($’s in thousands) | | | | | | | | | | | | | | | | | | | | |
Total Revenue | | $ | 17,624 | | | $ | 18,157 | | | $ | 17,088 | | | $ | 16,376 | | | $ | 17,801 | |
Net Loss | | $ | (3,595 | ) | | $ | (2,788 | ) | | $ | (3,126 | ) | | $ | (1,609 | ) | | $ | (178 | ) |
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(1) | | Represents the approximate net rentable square footage upon completion of redevelopment. |
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(2) | | Represents the amount of units not beneficially owned by Republic Property Trust.
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(3) | | Calculated using the closing price on the last day of the quarter. |
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(4) | | Equals the sum of the market value of equity and total debt. |
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Republic Property Trust
Condensed Consolidated Balance Sheets
As of June 30, 2007 and December 31, 2006
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(Dollars in thousands except share data) | | June 30, 2007 | | | December 31, 2006 | |
ASSETS | | | | | | | | |
Investment in real estate: | | | | | | | | |
Land | | $ | 137,600 | | | $ | 102,100 | |
Commercial office buildings and improvements | | | 482,299 | | | | 483,287 | |
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| | | 619,899 | | | | 585,387 | |
Less: accumulated depreciation and amortization | | | (43,636 | ) | | | (33,635 | ) |
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Net income producing property | | | 576,263 | | | | 551,752 | |
Construction in progress | | | 35,888 | | | | — | |
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Net real estate and development assets | | | 612,151 | | | | 551,752 | |
Cash and cash equivalents | | | 10,541 | | | | 6,956 | |
Restricted cash | | | 6,386 | | | | 6,745 | |
Rents and other receivables | | | 8,466 | | | | 7,630 | |
Prepaid expenses and other assets | | | 23,954 | | | | 23,385 | |
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Total assets | | $ | 661,498 | | | $ | 596,468 | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
Liabilities: | | | | | | | | |
Mortgage notes payable | | $ | 377,587 | | | $ | 345,134 | |
Line of credit payable | | | 49,000 | | | | 5,000 | |
Intangible lease liabilities | | | 20,497 | | | | 20,789 | |
Accounts payable and accrued liabilities | | | 14,128 | | | | 9,335 | |
Tenant security deposits | | | 2,399 | | | | 2,501 | |
Advance rents | | | 1,071 | | | | 1,393 | |
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Total liabilities | | | 464,682 | | | | 384,152 | |
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Minority interest — operating partnership | | | 23,122 | | | | 25,503 | |
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Shareholders’ Equity: | | | | | | | | |
Preferred shares of beneficial interest, par value $0.01, 40 million shares authorized, none issued and outstanding in 2007 or 2006 | | | — | | | | — | |
Common shares of beneficial interest, par value $0.01, 200 million shares authorized, 26.1 million shares issued and outstanding in 2007 and 2006 | | | 261 | | | | 261 | |
Additional paid-in capital | | | 219,732 | | | | 219,947 | |
Accumulated deficit | | | (46,299 | ) | | | (33,395 | ) |
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Total Shareholders’ Equity | | | 173,694 | | | | 186,813 | |
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Total Liabilities and Shareholders’ Equity | | $ | 661,498 | | | $ | 596,468 | |
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Republic Property Trust
Consolidated Statements of Operations
For the Fiscal Quarters Ended June 30, 2007 and 2006
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| | Fiscal Quarter Ended June 30, | |
(Dollars in thousands except per share amounts) | | 2007 | | | 2006 | |
Revenue: | | | | | | | | |
Rental income | | $ | 17,341 | | | $ | 13,939 | |
Management and development fees and associated reimbursements | | | 283 | | | | 3,862 | |
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Total operating revenue | | | 17,624 | | | | 17,801 | |
Expenses: | | | | | | | | |
Real estate taxes | | | 1,966 | | | | 1,312 | |
Property operating costs | | | 3,322 | | | | 2,510 | |
Depreciation and amortization | | | 5,976 | | | | 4,997 | |
Cost of management and development fees and associated reimbursements | | | 574 | | | | 3,070 | |
General and administrative | | | 3,883 | | | | 2,299 | |
Management and development agreement write-offs | | | — | | | | 181 | |
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Total operating expenses | | | 15,721 | | | | 14,369 | |
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Operating income | | | 1,903 | | | | 3,432 | |
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Other income and expense: | | | | | | | | |
Interest income | | | 90 | | | | 148 | |
Interest expense | | | (6,068 | ) | | | (3,782 | ) |
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Total other income and expense | | | (5,978 | ) | | | (3,634 | ) |
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Net loss before minority interest | | | (4,075 | ) | | | (202 | ) |
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Minority interest | | | 480 | | | | 24 | |
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Net loss | | $ | (3,595 | ) | | $ | (178 | ) |
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Basic and diluted loss per common share | | $ | (0.13 | ) | | $ | (0.01 | ) |
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Weighted average common shares outstanding basic and diluted (in millions) | | | 26.1 | | | | 26.0 | |
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Distributions declared per common share | | $ | 0.125 | | | $ | 0.206 | |
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Reconciliation of Funds From Operations (FFO) to Net Loss
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| | Quarter ended June 30, | |
(Dollars in thousands) | | 2007 | | | 2006 | |
Net loss | | $ | (3,595 | ) | | $ | (178 | ) |
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Minority interest | | | (480 | ) | | | (24 | ) |
Real estate depreciation and amortization | | | 5,946 | | | | 4,589 | |
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Funds From Operations | | $ | 1,871 | | | $ | 4,387 | |
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The Company calculates FFO pursuant to the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as net income or loss determined in accordance with GAAP, excluding extraordinary items as defined under GAAP and gains or losses from sales of previously depreciated operating real estate assets, plus specified non-cash items, such as real estate asset depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. FFO is used by management, investors and industry analysts as a supplemental measure of operating performance of equity REITs. The most directly comparable GAAP measure for FFO is GAAP net income. Management believes that FFO is helpful to investors as a supplemental performance measure because it excludes the effect of depreciation, amortization and gains or losses from sales of real estate, all of which are based on historical costs, which implicitly assumes that the value of real estate diminishes predictably over time. Since real estate values historically rise or fall due to market conditions, FFO can facilitate comparisons of operating performance between periods and among other equity REITs. FFO does not represent cash generated from operating activities in accordance with GAAP and is not indicative of cash available to fund cash needs as disclosed in the Company’s Consolidated Statements of Cash Flows. FFO should not be considered as an alternative to GAAP net income, as an indicator of the Company’s operating performance or as an alternative to cash flows as a measure of liquidity. A reconciliation of FFO to net loss is provided above.
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Reconciliation of Net Operating Income (NOI) to Net Loss
Quarter ended 6/30/2007
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| | | | | | Non- | | | | |
| | Comparable | | | Comparable | | | | |
(Dollars in thousands) | | Properties | | | Properties | | | Total | |
Revenue: | | | | | | | | | | | | |
Rental income, tenant reimbursements and other | | $ | 13,718 | | | $ | 3,623 | | | $ | 17,341 | |
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Property operating expenses: | | | | | | | | | | | | |
Real estate taxes | | | (1,514 | ) | | | (452 | ) | | | (1,966 | ) |
Property operating costs | | | (2,465 | ) | | | (857 | ) | | | (3,322 | ) |
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NOI | | $ | 9,739 | | | $ | 2,314 | | | | 12,053 | |
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Management and development fees and associated reimbursements | | | | | | | | | | | 283 | |
Depreciation and amortization | | | | | | | | | | | (5,976 | ) |
Cost of management and development fees and associated reimbursements | | | | | | | | | | | (574 | ) |
General and administrative | | | | | | | | | | | (3,883 | ) |
| | | | | | | | | | | | |
| | | | | | | | | |
Operating income | | | | | | | | | | | 1,903 | |
| | | | | | | | | | | | |
Total other income and expense | | | | | | | | | | | (5,978 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | |
Net loss before minority interest | | | | | | | | | | | (4,075 | ) |
Minority interest | | | | | | | | | | | 480 | |
| | | | | | | | | | | |
Net loss | | | | | | | | | | $ | (3,595 | ) |
| | | | | | | | | | | |
| | |
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Quarter ended 6/30/2006
| | | | | | | | | | | | |
| | | | | | Non- | | | | |
| | Comparable | | | Comparable | | | | |
(Dollars in thousands) | | Properties | | | Properties | | | Total | |
Revenue: | | | | | | | | | | | | |
Rental income, tenant reimbursements and other | | $ | 13,285 | | | $ | 654 | | | $ | 13,939 | |
| | | | | | | | | | | | |
Property operating expenses: | | | | | | | | | | | | |
Real estate taxes | | | (1,279 | ) | | | (33 | ) | | | (1,312 | ) |
Property operating costs | | | (2,396 | ) | | | (114 | ) | | | (2,510 | ) |
| | | | | | | | | | | | |
| | | | | | | | | |
Net Operating Income (NOI) | | $ | 9,610 | | | $ | 507 | | | | 10,117 | |
| | | | | | | | | | | | |
Management and development fees and associated reimbursements | | | | | | | | | | | 3,862 | |
Depreciation and amortization | | | | | | | | | | | (4,997 | ) |
Cost of management and development fees and associated reimbursements | | | | | | | | | | | (3,070 | ) |
Management and development agreement write-offs | | | | | | | | | | | (181 | ) |
General and administrative | | | | | | | | | | | (2,299 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | |
Operating income | | | | | | | | | | | 3,432 | |
| | | | | | | | | | | | |
Total other income and expense | | | | | | | | | | | (3,634 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | |
Net loss before minority interest | | | | | | | | | | | (202 | ) |
Minority interest | | | | | | | | | | | 24 | |
| | | | | | | | | | | |
Net loss | | | | | | | | | | $ | (178 | ) |
| | | | | | | | | | | |
We define Comparable Properties as those that we have owned continuously since January 1, 2006. Properties acquired since that date are Non-Comparable. Specifically, Comparable Properties included above are Republic Park 1-7, Corporate Oaks, Corporate Point IV, Lakeside I and II, Pender Business Park, the Republic Building, Presidents Park I, II, and III, and WillowWood III and IV. The Non-Comparable Properties are WillowWood I and II, Republic Park 8 and 1129 20th Street which we acquired on May 25, 2006, September 6, 2006 and February 16, 2007, respectively.
NOI is defined as rental income, tenant reimbursements and other property revenue less real estate taxes and property operating costs. Property operating costs include bad debt expenses but exclude interest expense, management fees and depreciation and amortization. NOI is used by management in assessing the operating results of our properties and the value of our real estate assets. We believe NOI allows a better understanding of the core operating performance of a REIT’s real estate portfolio before considering depreciation and amortization, financing costs and general and administrative expenses. NOI should not be considered an alternative to GAAP net income, as an indication of our financial performance, as an alternative to GAAP net cash flows from operating activities (determined in accordance with GAAP), or as a measure of our liquidity. NOI measures presented by us may not be comparable to other similarly titled measures used by other companies. We consider net income to be the most comparable GAAP measure relative to NOI. A reconciliation between net loss and NOI is provided above.
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Non-Cash Adjustments to NOI
NOI provided on pages 9 and 10 includes non-cash adjustments required to be made by FAS 13 (straight-line rent adjustments) and FAS 141 (market rent adjustments).
Quarter ended June 30, 2007
| | | | | | | | | | | | |
| | Comparable | | Non-Comparable | | |
(Dollars in thousands) | | Properties | | Properties | | Total |
Straight-line rent adjustments – increase (decrease) to NOI | | $ | 104 | | | $ | 95 | | | $ | 199 | |
| | | | | | | | | | | | |
Market rent adjustments – increase (decrease) to NOI | | $ | 400 | | | $ | 426 | | | $ | 826 | |
Quarter ended June 30, 2006
| | | | | | | | | | | | |
| | Comparable | | Non-Comparable | | |
(Dollars in thousands) | | Properties | | Properties | | Total |
Straight-line rent adjustments – increase (decrease) to NOI | | $ | 228 | | | $ | 27 | | | $ | 255 | |
| | | | | | | | | | | | |
Market rent adjustments – increase (decrease) to NOI | | $ | 359 | | | $ | 30 | | | $ | 389 | |
We define Comparable Properties as those that we have owned continuously since January 1, 2006. Properties acquired since that date are Non-Comparable. Specifically, Comparable Properties included above are Republic Park 1-7, Corporate Oaks, Corporate Point IV, Lakeside I and II, Pender Business Park, the Republic Building, Presidents Park I, II, and III, and WillowWood III and IV. The Non-Comparable Properties are WillowWood I and II, Republic Park 8 and 1129 20th Street which we acquired on May 25, 2006, September 6, 2006 and February 16, 2007, respectively.
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Reconciliation of Adjusted Earnings Before Interest, Income Taxes, Depreciation and Amortization (Adjusted EBITDA) to Net Loss
| | | | | | | | |
| | Quarter ended June 30, | |
(Dollars in thousands) | | 2007 | | | 2006 | |
Net loss | | $ | (3,595 | ) | | $ | (178 | ) |
|
Minority interest | | | (480 | ) | | | (24 | ) |
Interest expense | | | 6,068 | | | | 3,782 | |
Income tax expense | | | — | | | | — | |
Depreciation and amortization | | | 5,976 | | | | 4,997 | |
| | | | | | | | |
| | | | | | |
Adjusted EBITDA | | $ | 7,969 | | | $ | 8,577 | |
| | | | | | |
We present EBITDA, as net income computed in accordance with GAAP adjusted to exclude interest expenses, income tax expenses and benefits, and depreciation and amortization expenses. We further adjust EBITDA to include minority interest, which represents the limited partners’ percentage interest in our Operating Partnership’s net income (“Adjusted EBITDA”). Accordingly, Adjusted EBITDA represents our Operating Partnership’s EBITDA. We conduct all of our operations through our Operating Partnership. We believe that Adjusted EBITDA provides investors with an additional indicator of our Operating Partnership’s operating strength and performance. Adjusted EBITDA excludes the impact of costs and expenses that management believes are not characteristic of our underlying business operations. Adjusted EBITDA should not be considered an alternative to GAAP net income, as an indication of our financial performance, as an alternative to GAAP net cash flows from operating activities, or as a measure of our liquidity. Further, our calculation of Adjusted EBITDA may not be comparable to similarly titled measures used by other REITs. The most directly comparable GAAP measure for Adjusted EBITDA is net income. A reconciliation of Adjusted EBITDA to net loss is provided above.
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SELECT FINANCIAL ANALYSIS
Equity Analysis
| | | | | | | | |
| | 2007 | | | 2006 | |
| | As of | | | As of | |
| | June 30 | | | December 31 | |
Common Equity | | | | | | | | |
Common Shares | | | 26,087,279 | | | | 26,076,582 | |
Common Units (1) | | | 3,472,637 | | | | 3,560,019 | |
| | | | | | |
Total | | | 29,559,916 | | | | 29,636,601 | |
| | | | | | |
End of Quarter Common Share Price | | $ | 12.25 | | | $ | 11.54 | |
Market Value of Common Shares/Units (Dollars in thousands) | | $ | 362,109 | | | $ | 342,006 | |
| | | | | | | | |
Common Shares Trading Volume | | | | | | | | |
Quarterly Average Daily Volume (Shares) | | | 178,944 | | | | 82,060 | |
Average Daily Volume (Dollars in thousands) | | $ | 2,151 | | | $ | 955 | |
As a Percentage of Weighted Average Common Shares | | | 0.7 | % | | | 0.3 | % |
| | | | | | | | |
Common Share Daily Closing Price Range | | | | | | | | |
Quarterly High | | $ | 12.54 | | | $ | 12.44 | |
Quarterly Low | | $ | 10.77 | | | $ | 11.00 | |
Quarterly Average | | $ | 11.82 | | | $ | 11.63 | |
| | | | | | | | |
Weighted Average Shares and Units for Quarter | | | | | | | | |
Common Shares Outstanding | | | 26,066,912 | | | | 26,054,776 | |
Common Units (1) | | | 3,473,645 | | | | 3,560,019 | |
| | | | | | |
Total Weighted Average Shares and Units | | | 29,540,557 | | | | 29,614,795 | |
| | | | | | |
| | | | | | | | |
Capitalization (Dollars in thousands) | | | | | | | | |
Market Value of Common Shares/Units | | $ | 362,109 | | | $ | 342,006 | |
| | | | | | |
Total Equity Market Capitalization | | $ | 362,109 | | | $ | 342,006 | |
| | | | | | |
| | | | | | | | |
Total Debt | | $ | 426,587 | | | $ | 350,134 | |
| | | | | | |
| | | | | | | | |
Total Market Capitalization | | $ | 788,696 | | | $ | 692,140 | |
| | | | | | |
| | | | | | | | |
Debt to Total Market Capitalization | | | 54.1 | % | | | 50.6 | % |
Debt to Total Assets | | | 64.5 | % | | | 58.7 | % |
Debt to Undepreciated Book Value of Real Estate Assets | | | 68.8 | % | | | 59.8 | % |
| | |
(1) | | Represents the units not beneficially owned by Republic Property Trust. |
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Debt Analysis
The following table sets forth certain information with respect to the indebtedness outstanding as of June 30, 2007:
| | | | | | | | | | | | | | | | | | | | |
| | Interest | | | Principal | | | Annual Debt | | | Maturity | | | Balance at | |
(Dollars in thousands) | | Rate (1) | | | Amount | | | Service (2) | | | Date (3) | | | Maturity | |
|
Property Debt | | | | | | | | | | | | | | | | | | | | |
Corporate Pointe IV | | | 7.3% | | | $ | 9,290 | | | $ | 815 | | | | 5/2011 | | | $ | 8,740 | |
Pender Business Park | | | 5.8% | | | | 20,167 | | | | 1,514 | | | | 10/2009 | | | | 19,386 | |
Lakeside I and II | | | 4.6% | | | | 19,500 | | | | 909 | | | | 6/2008 | | | | 19,500 | |
WillowWood III and IV | | | 4.5% | | | | 40,000 | | | | 1,825 | | | | 6/2008 | | | | 40,000 | |
Corporate Oaks | | | 6.0% | | | | 6,401 | | | | 529 | | | | 1/2014 | | | | 5,211 | |
The Republic Building | | | 5.7% | | | | 103,288 | | | | 5,523 | | | | 7/2012 | | | | 105,770 | |
Republic Park 1-8 | | | 6.1% | | | | 100,000 | | | | 6,175 | | | | 10/2016 | | | | 96,551 | |
WillowWood I and II | | | 6.2% | | | | 46,400 | | | | 2,917 | | | | 6/2016 | | | | 46,400 | |
| | | | | | | | | | | | | | | | | |
Total Property Debt | | | | | | $ | 345,046 | | | $ | 20,207 | | | | | | | $ | 341,558 | |
| | | | | | | | | | | | | | | | | | | | |
Construction Debt | | | | | | | | | | | | | | | | | | | | |
1129 20th Street, NW (4) | | | 7.0% | | | | 32,541 | | | | — | | | | 2/2010 | | | | 32,541 | |
| | | | | | | | | | | | | | | | | | | | |
Other Debt | | | | | | | | | | | | | | | | | | | | |
Line of Credit (5) | | | 7.3% | | | | 49,000 | | | | 3,614 | | | | 5/2009 | | | | 49,000 | |
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Total Debt | | | | | | $ | 426,587 | | | $ | 23,821 | | | | | | | $ | 423,099 | |
| | | | | | | | | | | | | | | | | |
| | |
(1) | | The weighted average stated interest rate of our debt is 6.0% |
|
(2) | | Annual debt service includes payments made for interest and principal where applicable. |
|
(3) | | Maturity date represents the date on which the principal amount is due and payable, assuming no payment has been made in advance of the maturity date. |
|
(4) | | Loan (i) matures on February 16, 2010, subject to a one-year extension option, (ii) bears interest at a variable rate depending on the percentage of net rentable area subject to qualified leases (the minimum rate is equal to LIBOR plus 1.25%; the maximum rate is LIBOR plus 1.65%), (iii) requires interest-only monthly installments through the maturity date, at which time we must pay the outstanding principal balance, all accrued and unpaid interest and any other amounts due under the loan and (iv) may be prepaid, in whole or in part, without prepayment penalty. |
|
(5) | | Line of credit currently bears interest at the rate of LIBOR plus 1.9%. LIBOR at June 30, 2007 was 5.32% (5.375% after rounding up to nearest 1/16th of a percent). We have the right to extend to May 2010. |
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PORTFOLIO SUMMARY
Summary of Our Properties as of June 30, 2007
As of June 30, 2007, our Operating Partnership indirectly owned 100% of the fee interest in one redevelopment project located in the District of Columbia and 13 Class A office operating properties (comprising 24 buildings), one of which is located in the District of Columbia and twelve of which are located in Northern Virginia. The following table provides summary information regarding our properties as of June 30, 2007:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | Annualized | |
| | | | | | | | | | | | | | | | | | | | | | | | | Rent Per | |
| | | | | | Number of | | | | | | | | | | | | | | | | | | Leased | |
| | | | | | Buildings at | | | Year Built | | | Net Rentable | | | Percent | | | Annualized | | | Square | |
Operating Properties(1) | | Location | | | Property | | | (Renovated) | | | Square Feet(1) | | | Leased(2) | | | Rent(3) | | | Foot(4) | |
| | | | | | | | | | | | | | | | | | | | | | (Dollars | | | | | |
| | | | | | | | | | | | | | | | | | | | | | in thousands) | | | | | |
Corporate Oaks | | Herndon, Virginia | | | 1 | | | | 1986 (1999 | ) | | | 60,767 | | | | 100.0 | % | | $ | 1,243 | | | $ | 20.46 | |
Corporate Pointe IV | | Chantilly, Virginia | | | 1 | | | | 1998 | | | | 80,118 | | | | 100.0 | % | | | 1,399 | | | | 17.46 | |
Lakeside I and II(5) | | Chantilly, Virginia | | | 2 | | | | 1989, 1999 | | | | 173,218 | | | | 100.0 | % | | | 3,318 | | | | 20.81 | |
Pender Business Park | | Fairfax, Virginia | | | 4 | | | | 2000 | | | | 170,940 | | | | 100.0 | % | | | 4,184 | | | | 24.48 | |
Presidents Park I(6)(7) | | Herndon, Virginia | | | 1 | | | | 1999 | | | | 196,901 | | | | 86.1 | % | | | 4,351 | | | | 26.07 | |
Presidents Park II(8) | | Herndon, Virginia | | | 1 | | | | 2000 | | | | 199,211 | | | | 85.4 | % | | | 1,822 | | | | 27.96 | |
Presidents Park III | | Herndon, Virginia | | | 1 | | | | 2001 | | | | 198,755 | | | | 93.4 | % | | | 4,042 | | | | 21.78 | |
The Republic Building | | Washington, D.C. | | | 1 | | | | 1992 | | | | 276,018 | | | | 100.0 | % | | | 11,538 | | | | 41.80 | |
Republic Park 1-7 | | Herndon, Virginia | | | 7 | | | | 1998, 1999 | | | | 349,611 | | | | 96.6 | % | | | 8,340 | | | | 24.68 | |
Republic Park 8 | | Herndon, Virginia | | | 1 | | | | 1999 | | | | 181,154 | | | | 76.1 | % | | | 3,530 | | | | 25.61 | |
WillowWood I | | Fairfax, Virginia | | | 1 | | | | 1988 | | | | 120,513 | | | | 98.9 | % | | | 3,210 | | | | 26.94 | |
WillowWood II | | Fairfax, Virginia | | | 1 | | | | 1988 | | | | 124,358 | | | | 92.0 | % | | | 2,858 | | | | 24.98 | |
WillowWood III and IV(9) | | Fairfax, Virginia | | | 2 | | | | 1998 | | | | 278,979 | | | | 98.2 | % | | | 6,380 | | | | 25.72 | |
| | | | | | | | | | | | | | | | | | | | | | |
Operating Portfolio | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total/Weighted Average | | | | | | | 24 | | | | 1997 | | | | 2,410,543 | | | | 94.1 | % | | $ | 56,215 | | | $ | 26.49 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | Annualized | |
| | | | | | | | | | | | | | Net Rentable | | | | | | | | | | | Rent Per | |
| | | | | | Number of | | | | | | | Square Feet | | | Percent | | | | | | | Leased | |
| | | | | | Buildings at | | | Estimated Date | | | Upon | | | Leased(2) | | | Annualized | | | Square | |
Redevelopment Projects | | Location | | | Property | | | Of Completion | | | Completion | | | (10) | | | Rent(3) | | | Foot(4) | |
1129 20th Street, NW | | Washington, D.C. | | | 1 | | | Mid 2008 | | | 176,000 | | | | 25.2 | % | | $ | 1,462 | | | $ | 32.95 | |
| | |
(1) | | Net rentable square feet includes retail and storage space, but excludes on-site parking and rooftop leases. |
|
(2) | | Includes leases or lease amendments that have been executed, regardless of whether or not occupancy has commenced. |
|
(3) | | Annualized rent represents base rent, as determined from the date of the lease agreement, or the most recent amendment to a lease agreement, for all leases in place in which tenants are in occupancy at June 30, 2007 as follows: total base rent to be received during the entire term of each lease (assuming no exercise of early termination options), divided by the total number of months in the term for such leases, multiplied by 12. Base rent includes historical contractual increases and excludes percentage rents, additional rent payable by tenants (such as common area maintenance and real estate taxes), contingent rent escalations and parking rents. Base rent does not reflect the exercise of a renewal or termination option. |
|
(4) | | Annualized rent per leased square foot represents annualized rent as computed above, divided by occupied net rentable square feet as of the same date. |
|
(5) | | Excludes any annualized rent associated with a lease and lease amendment to AboveNet Communications, Inc. for 4,788 net rentable square feet and 8,959 net rentable square feet because the revenue commences August 2007 and September 2007, respectively. |
|
(6) | | Excludes any annualized rent associated with a lease to AboveNet Communications, Inc. for 1,698 net rentable square feet because the revenue commences September 2007. |
|
(7) | | Excludes any annualized rent associated with a lease amendment to DLT Solutions for 939 net rentable square feet because the revenue commences July 2007. |
|
(8) | | Excludes any annualized rent associated with a lease to XO Communications, LLC for 104,883 net rentable square feet because the revenue commences December 2007. |
|
(9) | | Excludes any annualized rent associated with a lease amendment to Zeta Associates for 25,832 net rentable square feet because the revenue commences July 2007. |
|
(10) | | Calculated by dividing the square feet leased at the end of the period by the total net rentable square feet expected upon completion of redevelopment. |
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Historical Leasing Trends
The following table provides summary information regarding historical leasing trends at our operating properties:
| | | | | | | | | | | | | | | | | | | | |
| | Percent | | Percent | | Percent | | Percent | | Percent |
| | Leased (2) | | Leased (2) | | Leased (2) | | Leased (2) | | Leased (2) |
Operating Properties (1)(3) | | At 6/30/07 | | at 3/31/07 | | at 12/31/06 | | at 9/30/06 | | at 6/30/06 |
|
Corporate Oaks | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % |
Corporate Pointe IV | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % |
Lakeside I and II | | | 100.0 | % | | | 96.0 | % | | | 93.3 | % | | | 92.1 | % | | | 92.1 | % |
Pender Business Park | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % |
Presidents Park I | | | 86.1 | % | | | 85.6 | % | | | 84.8 | % | | | 83.2 | % | | | 83.2 | % |
Presidents Park II | | | 85.4 | % | | | 85.4 | % | | | 32.7 | % | | | 32.5 | % | | | 32.5 | % |
Presidents Park III | | | 93.4 | % | | | 93.4 | % | | | 93.4 | % | | | 92.7 | % | | | 92.7 | % |
Republic Building (4) | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % |
Republic Park 1-7 (5) | | | 96.6 | % | | | 96.6 | % | | | 93.1 | % | | | 91.8 | % | | | 91.8 | % |
Republic Park 8 (6) | | | 76.1 | % | | | 76.1 | % | | | 76.1 | % | | | 70.2 | % | | | N/A | |
WillowWood I (7) | | | 98.9 | % | | | 98.9 | % | | | 98.9 | % | | | 96.3 | % | | | 96.3 | % |
WillowWood II (7) | | | 92.0 | % | | | 92.0 | % | | | 92.0 | % | | | 90.7 | % | | | 90.7 | % |
WillowWood III and IV | | | 98.2 | % | | | 96.4 | % | | | 87.2 | % | | | 97.0 | % | | | 97.0 | % |
|
Operating Properties Weighted Avg. | | | 94.1 | % | | | 93.6 | % | | | 87.4 | % | | | 87.6 | % | | | 88.8 | % |
| | |
(1) | | Each operating property is 100% indirectly owned in fee simple by our Operating Partnership. |
|
(2) | | Includes leases or lease amendments that have been executed, regardless of whether or not occupancy has commenced. |
|
(3) | | Operating Properties exclude our redevelopment project 1129 20th Street, NW. |
|
(4) | | Acquired on December 20, 2005. |
|
(5) | | Formerly known as Campus at Dulles Technology Center. |
|
(6) | | Formerly known as Dulles Park Technology Center which we acquired on September 6, 2006. |
|
(7) | | Acquired on May 25, 2006. |
Tenant Diversification Analysis as of June 30, 2007
Our tenants include nationally recognized corporate firms and governmental agencies. The following table sets forth information as of June 30, 2007 regarding our tenants’ industry sectors according to the North American Industry Classification System (NAICS). Percentage is based on total square feet leased:
| | | | | | | | |
| | Net Rentable SF | | Percentage of Total Portfolio – Net |
Industry (1) | | Under Lease | | Rentable SF (2) |
Professional, Scientific and Technical Services | | | 926,134 | | | | 38.4 | % |
Government | | | 510,030 | | | | 21.2 | % |
Information | | | 367,165 | | | | 15.2 | % |
Manufacturing | | | 168,675 | | | | 7.0 | % |
Finance and Insurance | | | 109,262 | | | | 4.5 | % |
Other (3) | | | 188,138 | | | | 7.8 | % |
Vacant | | | 141,139 | | | | 5.9 | % |
Totals: | | | 2,410,543 | | | | 100.0 | % |
| | |
(1) | | Only includes tenants at the Operating Properties. Excludes tenants at our redevelopment project 1129 20th Street, NW. |
|
(2) | | Represents net rentable square feet under lease for a tenant (including lease or lease amendments that have been executed, regardless of whether or not occupancy has commenced) as a percentage of total net rentable square feet of our properties. |
|
(3) | | Includes industries individually representing less than 3% of total portfolio net rentable square feet. |
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Top Ten Office Tenants as of June 30, 2007
As of June 30, 2007, our portfolio was leased to 89 tenants under 91 separate leases, many of which are nationally recognized corporate firms or governmental agencies. The following table sets forth information regarding the 10 largest tenants in our portfolio, based on annualized rent as of June 30, 2007:
(Dollars in thousands)
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | Percentage | | | | | | |
| | | | | | | | Net | | of Total | | | | | | Percentage of |
| | | | Lease | | Rentable | | Portfolio – | | | | | | Total Portfolio – |
| | | | Expiration | | SF Under | | Net Rentable | | Annualized | | Annualized |
Tenant/Industry(1)(2) | | Property | | (3) | | Lease | | SF (4) | | Rent(5) | | Rent(6) |
|
GSA – Dept. of Justice (Government) | | Republic Building | | | 12/20/2014 | | | | 250,073 | | | | 10.4 | % | | $ | 10,506 | | | | 18.7 | % |
Zeta Associates(8) (Professional Services) | | WillowWood III&IV | | | 8/15/2009 | | | | 152,750 | | | | 6.3 | % | | | 3,197 | | | | 5.7 | % |
GSA – FTS (7) | | WillowWood III&IV | | | 5/3/2009 | | | | 92,992 | | | | 3.9 | % | | | 2,408 | | | | 4.3 | % |
(Government) | | WillowWood I | | | 3/9/2010 | | | | 23,950 | | | | 1.0 | % | | | 712 | | | | 1.2 | % |
BAE Systems/DigitalNet(Professional Services) | | Presidents Park III | | | 10/31/2011 | | | | 142,646 | | | | 5.9 | % | | | 3,087 | | | | 5.5 | % |
Cisco Systems, Inc. (Professional Services) | | Republic Park 1-7 | | | 3/31/2016 | | | | 108,858 | | | | 4.5 | % | | | 2,857 | | | | 5.1 | % |
Network Solutions (Information) | | Presidents Park I | | | 12/31/2012 | | | | 104,860 | | | | 4.4 | % | | | 2,849 | | | | 5.1 | % |
Computer Sciences (9) | | | | | 12/31/2011 | | | | 47,760 | | | | 2.0 | % | | | 1,128 | | | | 2.0 | % |
(Information) | | Lakeside I and II | | | 8/31/2008 | | | | 40,600 | | | | 1.7 | % | | | 749 | | | | 1.3 | % |
GSA – Dept. of Interior(10) | | Corporate Oaks | | | 4/30/2013 | | | | 60,767 | | | | 2.5 | % | | | 1,243 | | | | 2.2 | % |
(Government) | | Republic Park 8 | | | 8/6/2011 | | | | 13,730 | | | | 0.6 | % | | | 397 | | | | 0.7 | % |
webMethods, Inc. (Professional Services) | | Pender Business Park | | | 12/31/2007 | | | | 61,450 | | | | 2.5 | % | | | 1,614 | | | | 2.9 | % |
CACI International, Inc.(Professional Services) | | Corporate Pointe IV | | | 11/30/2009 | | | | 80,118 | | | | 3.3 | % | | | 1,399 | | | | 2.5 | % |
|
Totals: | | | | | | | | | 1,180,554 | | | | 49.0 | % | | $ | 32,146 | | | | 57.2 | % |
| | |
(1) | | Only includes tenants at the Operating Properties. Excludes tenants at our redevelopment project 1129 20th Street, NW. |
|
(2) | | Excludes any leased square feet or annualized rent associated with a lease to XO Communications, LLC for 104,883 net rentable square feet because the revenue commences December 2007. |
|
(3) | | Assumes the tenant does not exercise any renewal or termination options. |
|
(4) | | Represents net rentable square feet under lease for a tenant (including lease or lease amendments that have been executed, regardless of whether or not occupancy has commenced) as a percentage of total net rentable square feet of our properties. |
|
(5) | | Annualized rent represents base rent, as determined from the date of the lease agreement, or the most recent amendment to a lease agreement, for all leases in place in which tenants are in occupancy at June 30, 2007 as follows: total base rent to be received during the entire term of each lease (assuming no exercise of early termination options), divided by the total number of months in the term for such leases, multiplied by 12. Base rent includes historical contractual increases and excludes percentage rents, additional rent payable by tenants (such as common area maintenance and real estate taxes), contingent rent escalations and parking rents. Base rent does not reflect the exercise of a renewal or termination option. |
|
(6) | | Represents annualized rent for a tenant as a percentage of total annualized rent for our properties. |
|
(7) | | We have two leases with GSA – Federal Technology Services at our WillowWood properties. |
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(8) | | Excludes any annualized rent associated with a lease amendment to Zeta Associates for 25,832 net rentable square feet because the revenue commences July 2007. |
|
(9) | | We have two leases with Computer Sciences Corp. (f/k/a Datatrac) at our Lakeside property. |
|
(10) | | We have two leases with GSA – Department of Interior. One lease is at our Corporate Oaks property and the other is at our Republic Park 8 property. |
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Office Lease Expiration Analysis by Year as of June 30, 2007
The following table sets forth a summary schedule of the lease expirations for leases in place as of June 30, 2007. Unless otherwise stated, the information in the table assumes that tenants exercise neither renewal options nor termination rights:
(Dollars in thousands except per square foot amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Percentage | | | | | | | | | | | Percentage | | | | | | | |
| | | | | | Net | | | of Total | | | | | | | | | | | of Total | | | | | | | |
| | Number | | | Rentable SF | | | Portfolio — | | | | | | | | | | | Portfolio — | | | Expiring | | | Expiring | |
| | of Leases | | | of Expiring | | | Net | | | Annualized | | | Annualized | | | Annualized | | | Base | | | Base | |
Year of Lease Expiration(1) | | Expiring | | | Leases(2) | | | Rentable SF(3) | | | Rent(4) | | | Rent/SF(5) | | | Rent(6) | | | Rent(7) | | | Rent/SF(8) | |
Available | | | | | | | 141,139 | | | | 5.9 | % | | | | | | | | | | | | | | | | | | | | |
2007 | | | 9 | | | | 85,352 | | | | 3.5 | % | | $ | 2,328 | | | $ | 27.28 | | | | 4.1 | % | | $ | 2,482 | | | $ | 29.08 | |
2008 | | | 12 | | | | 225,366 | | | | 9.4 | % | | | 4,898 | | | | 21.73 | | | | 8.7 | % | | | 5,443 | | | | 24.15 | |
2009(9) | | | 18 | | | | 499,890 | | | | 20.7 | % | | | 11,372 | | | | 23.99 | | | | 20.2 | % | | | 12,340 | | | | 26.03 | |
2010 | | | 17 | | | | 264,007 | | | | 11.0 | % | | | 6,495 | | | | 24.60 | | | | 11.6 | % | | | 8,072 | | | | 30.57 | |
2011(10) | | | 15 | | | | 356,592 | | | | 14.8 | % | | | 8,577 | | | | 24.17 | | | | 15.3 | % | | | 9,314 | | | | 26.24 | |
2012 | | | 4 | | | | 130,579 | | | | 5.4 | % | | | 3,602 | | | | 27.58 | | | | 6.4 | % | | | 3,906 | | | | 29.91 | |
2013 | | | 5 | | | | 101,163 | | | | 4.2 | % | | | 2,623 | | | | 25.93 | | | | 4.7 | % | | | 2,915 | | | | 28.81 | |
2014 | | | 4 | | | | 304,976 | | | | 12.7 | % | | | 11,880 | | | | 38.95 | | | | 21.1 | % | | | 12,065 | | | | 39.56 | |
2015(11) | | | 3 | | | | 70,895 | | | | 2.9 | % | | | 1,484 | | | | 21.21 | | | | 2.6 | % | | | 1,789 | | | | 25.57 | |
2016 | | | 2 | | | | 111,954 | | | | 4.6 | % | | | 2,956 | | | | 26.40 | | | | 5.3 | % | | | 3,360 | | | | 30.01 | |
2017(12)(13) | | | 2 | | | | 118,630 | | | | 4.9 | % | | | — | | | | — | | | | 0.0 | % | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total | | | 91 | | | | 2,410,543 | | | | 100.0 | % | | $ | 56,215 | | | $ | 26.49 | | | | 100.0 | % | | $ | 61,686 | | | $ | 29.26 | |
| | |
(1) | | Only includes tenants at the Operating Properties. Excludes tenants at our redevelopment project 1129 20th Street, NW. |
|
(2) | | Includes retail and storage space, but excludes on-site parking and rooftop leases. |
|
(3) | | Represents net rentable square feet in a particular year as a percentage of total net rentable square feet of our properties. |
|
(4) | | Annualized rent represents base rent, as determined from the date of the lease agreement, or the most recent amendment to a lease agreement, for all leases in place in which tenants are in occupancy at June 30, 2007 as follows: total base rent to be received during the entire term of each lease (assuming no exercise of early termination options), divided by the total number of months in the term for such leases, multiplied by 12. Base rent includes historical contractual increases and excludes percentage rents, additional rent payable by tenants (such as common area maintenance and real estate taxes), contingent rent escalations and parking rents. |
|
(5) | | Annualized rent per leased square foot represents annualized rent as computed above, divided by occupied net rentable square feet as of the same date. |
|
(6) | | Represents annualized rent for a tenant as a percentage of total annualized rent for our properties. |
|
(7) | | Expiring Base Rent represents the monthly base rent payable immediately prior to the expiration of the lease multiplied by 12. |
|
(8) | | Expiring Base Rent per leased square foot represents Expiring Base Rent as computed above, divided by occupied net rentable square feet as of the same date. |
|
(9) | | Excludes any annualized rent associated with a lease amendment to Zeta Associates for 25,832 net rentable square feet because the revenue commences July 2007. |
|
(10) | | Excludes any annualized rent associated with a lease to AboveNet Communications, Inc. for 1,698 net rentable square feet because the revenue commences September 2007. |
|
(11) | | Excludes any annualized rent associated with a lease amendment to DLT Solutions for 939 net rentable square feet because the revenue commences July 2007. |
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(12) | | Excludes any annualized rent associated with a lease to XO Communications, LLC for 104,883 net rentable square feet because the revenue commences December 2007. |
|
(13) | | Excludes any annualized rent associated with a lease and a lease amendment to AboveNet Communications, Inc. for 4,788 net rentable square feet and 8,959 net rentable square feet because the revenue commences August 2007 and September 2007, respectively. |
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Office Lease Distribution Analysis by Tenant Size as of June 30, 2007
The following table sets forth information relating to the distribution of leases at our properties, based on net rentable square feet under lease as of June 30, 2007:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | Percentage of | | | | | | | | | | | | |
| | | | | | | | | | Net | | | Total Portfolio — | | | | | | | | | | | Percentage of | |
| | | | | | | | | | Rentable | | | Net Rentable | | | | | | | | | | | Total Portfolio | |
| | Number | | | Percentage | | | SF Under | | | SF Under | | | Annualized | | | Annualized | | | — Annualized | |
SF Under Lease(1) | | of Leases | | | of all Leases | | | Lease(2) | | | Lease(3) | | | Rent(4) | | | Rent/SF | | | Rent(5) | |
| | | | | | | | | | | | | | | | | | ($ in thousands) | | | | | | | | | |
2,500 or less | | | 17 | | | | 18.7 | % | | | 22,355 | | | | 0.9 | % | | $ | 546 | | | $ | 24.42 | | | | 1.0 | % |
2,501 — 10,000 | | | 27 | | | | 29.6 | % | | | 126,761 | | | | 5.3 | % | | | 3,192 | | | | 25.18 | | | | 5.7 | % |
10,001 — 20,000(6)(7) | | | 17 | | | | 18.7 | % | | | 249,480 | | | | 10.3 | % | | | 5,891 | | | | 25.17 | | | | 10.5 | % |
20,001 — 40,000(8) | | | 12 | | | | 13.2 | % | | | 315,976 | | | | 13.1 | % | | | 8,725 | | | | 27.70 | | | | 15.5 | % |
40,001 — 100,000 | | | 12 | | | | 13.2 | % | | | 690,762 | | | | 28.7 | % | | | 15,366 | | | | 22.24 | | | | 27.3 | % |
Greater than 100,000(9)(10) | | | 6 | | | | 6.6 | % | | | 864,070 | | | | 35.8 | % | | | 22,495 | | | | 30.67 | | | | 40.0 | % |
| | | | | | | | | | | | | | | | | | | | | |
Total | | | 91 | | | | 100.0 | % | | | 2,269,404 | | | | 94.1 | % | | $ | 56,215 | | | $ | 26.49 | | | | 100.0 | % |
| | |
(1) | | Only includes tenants at the Operating Properties. Excludes tenants at our redevelopment project 112920th Street, NW. |
|
(2) | | Net rentable square feet under lease includes retail and storage space, but excludes on-site parking and rooftop leases. |
|
(3) | | Represents net rentable square feet under lease for a tenant as a percentage of total net rentable square feet of our properties including lease or lease amendments that have been executed, regardless of whether or not occupancy has commenced. |
|
(4) | | Annualized rent represents base rent, as determined from the date of the lease agreement, or the most recent amendment to a lease agreement, for all leases in place in which tenants are in occupancy at June 30, 2007 as follows: total base rent to be received during the entire term of each lease (assuming no exercise of early termination options), divided by the total number of months in the term for such leases, multiplied by 12. Base rent includes historical contractual increases and excludes percentage rents, additional rent payable by tenants (such as common area maintenance and real estate taxes), contingent rent escalations and parking rents. Base rent does not reflect the exercise of a renewal or termination option. |
|
(5) | | Represents annualized rent for a tenant as a percentage of total annualized rent for our properties. |
|
(6) | | Excludes any annualized rent associated with a lease and lease amendment to AboveNet Communications, Inc. for 4,788 net rentable square feet and 8,959 net rentable square feet because the revenue commences August 2007 and September 2007, respectively. |
|
(7) | | Excludes any annualized rent associated with a lease to AboveNet Communications, Inc. for 1,698 net rentable square feet because the revenue commences September 2007. |
|
(8) | | Excludes any annualized rent associated with a lease amendment to DLT Solutions for 939 net rentable square feet because the revenue commences July 2007. |
|
(9) | | Excludes any annualized rent associated with a lease amendment to Zeta Associates for 25,832 net rentable square feet because the revenue commences July 2007. |
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(10) | | Excludes any annualized rent associated with a lease to XO Communications, LLC for 104,883 net rentable square feet because the revenue commences December 2007. |
Capital Expenditures
The following table sets forth certain information regarding historical capital expenditures at our properties for the periods set forth below:
(Dollars in thousands except per square foot amounts)
| | | | | | | | | | | | |
| | Six Months | | Year Ended | | Year Ended |
| | Ended June | | December 31, | | December 31, |
| | 30, 2007 | | 2006 | | 2005 |
Capital expenditures (1) | | $ | 309 | | | $ | 835 | | | $ | 285 | |
Average square feet (2) | | | 2,410,543 | | | | 2,196,491 | | | | 1,724,153 | |
Capital expenditures per square foot | | $ | 0.13 | | | $ | 0.38 | | | $ | 0.17 | |
| | |
(1) | | Excludes costs related to the redevelopment of 1129 20th Street, NW. |
|
(2) | | For any given period, represents the average square footage at our properties subject to capital expenditures, excluding our redevelopment project 1129 20th Street, NW. |
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Tenant Improvements and Leasing Commissions
The following table sets forth certain information regarding tenant improvement (including tenant allowances) and leasing commission costs for tenants at our properties for the periods set forth below:
| | | | | | | | | | | | |
| | Six Months | | Year Ended | | Year Ended |
| | Ended June 30, | | December 31, | | December 31, |
| | 2007 | | 2006 | | 2005 |
Renewals (1) | | | | | | | | | | | | |
Number of leases | | | 3 | | | | 6 | | | | 5 | |
Square Feet | | | 27,843 | | | | 97,036 | | | | 428,162 | |
Tenant improvement costs per square foot (2)(3)(6) | | $ | 0.13 | | | $ | 5.77 | | | $ | 18.19 | |
Leasing commission costs per square foot (2)(3) | | $ | 0.35 | | | $ | 3.32 | | | $ | 3.66 | |
Total tenant improvement and leasing commission costs per square foot (2)(3)(6) | | $ | 0.48 | | | $ | 9.09 | | | $ | 21.85 | |
| | | | | | | | | | | | |
New leases – First Generation (4)(7) | | | | | | | | | | | | |
Number of leases | | | 4 | | | | 1 | | | | — | |
Square Feet | | | 120,328 | | | | 19,215 | | | | — | |
Tenant improvement costs per square foot (2)(3) | | $ | 62.72 | | | $ | 40.00 | | | $ | — | |
Leasing commission costs per square foot (2)(3) | | $ | 16.77 | | | $ | 10.87 | | | $ | — | |
Total tenant improvement and leasing commission costs per square foot (2)(3) | | $ | 79.49 | | | $ | 50.87 | | | $ | — | |
| | | | | | | | | | | | |
New leases – Second Generation (5) | | | | | | | | | | | | |
Number of leases | | | 6 | | | | 15 | | | | 6 | |
Square Feet | | | 56,790 | | | | 194,091 | | | | 54,189 | |
Tenant improvement costs per square foot (2)(3) | | $ | 3.49 | | | $ | 22.84 | | | $ | 22.38 | |
Leasing commission costs per square foot (2)(3) | | $ | 2.29 | | | $ | 5.84 | | | $ | 10.85 | |
Total tenant improvement and leasing commission costs per square foot (2)(3) | | $ | 5.78 | | | $ | 28.68 | | | $ | 33.23 | |
| | | | | | | | | | | | |
Total | | | | | | | | | | | | |
Number of leases | | | 13 | | | | 22 | | | | 11 | |
Square Feet | | | 204,961 | | | | 310,342 | | | | 482,351 | |
Tenant improvement costs per square foot (2)(3)(6) | | $ | 36.70 | | | $ | 18.56 | | | $ | 18.66 | |
Leasing commission costs per square foot (2)(3) | | $ | 10.14 | | | $ | 5.36 | | | $ | 4.47 | |
Total tenant improvement and leasing commission costs per square foot (2)(3)(6) | | $ | 46.84 | | | $ | 23.92 | | | $ | 23.13 | |
| | |
(1) | | Excludes retained tenants that have relocated to new space or expanded into new space. |
|
(2) | | Assumes all tenant improvement and leasing commissions are paid in the calendar year in which the lease commences, which may be different than the year in which they were actually paid. |
|
(3) | | Tenant improvements and leasing commission costs exclude any commission paid to related parties. |
|
(4) | | First generation space is shell space that has not been improved. Includes retained tenants that have relocated or expanded into new shell space within our portfolio. |
|
(5) | | Second generation space is space that has been previously improved and/or occupied. Includes retained tenants that have relocated or expanded into additional space within our portfolio. |
|
(6) | | Department of Justice tenant improvement costs are included in 2005 (the year of acquisition), although the lease commenced in 2004. |
|
(7) | | Includes tenant improvement costs of $70.00 per square foot and leasing commission costs of $17.89 per square foot associated with a lease to XO Communications, LLC for 104,883 net rentable square feet. |
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Option Properties Summary as of July 31, 2007
We hold options to acquire Republic Square I, Portals III and Republic Square II with entities affiliated with some of our executive officers and trustees. The terms of these agreements allow us to exercise our initial options to acquire Republic Square I, Republic Square II and Portals III, three Class A trophy office buildings located in Washington, D.C. We have the right to begin discussions with the owner with respect to purchasing the property (i) prior to it being 85% occupied and (ii) during a period beginning from the receipt of a certificate of substantial completion and continuing until 60 days prior to the maturity (including any extensions) of any construction loans on the property. On May 29, 2007 we provided notice to the owner of Republic Square of our exercise of the option to purchase the fee interest in Republic Square I. The Portals III construction loan will mature in July 2008 and may be extended to July 2009, provided, among other conditions, a rate cap is obtained for the extension period. As of July 31, 2007, Republic Square I is approximately 56% leased and 40% occupied. As of July 31, 2007, The Portals III is approximately 20% leased and 13% occupied. The remaining option property, Republic Square II, is an undeveloped parcel of land. If we do not exercise our option to acquire Portals III at least 30 days prior to the closing of the Merger, the option agreement with respect to Portals III will terminate upon consummation of the Merger. If the closing of the Merger precedes the beginning of Republic Square II’s initial option period, the option agreement with respect to Republic Square II will terminate upon consummation of the Merger.
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