REAL ESTATE HELD FOR INVESTMENT | REAL ESTATE HELD FOR INVESTMENT As of June 30, 2019 , the Company’s portfolio of real estate held for investment was composed of six office properties and an office campus consisting of five office buildings, encompassing in the aggregate approximately 3.9 million rentable square feet. As of June 30, 2019 , the Company’s real estate portfolio was 70% occupied. The following table summarizes the Company’s real estate portfolio as of June 30, 2019 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost Accumulated Depreciation and Amortization Total Real Estate, Net 100 & 200 Campus Drive Buildings 09/09/2008 Florham Park NJ Office $ 155,167 $ (19,557 ) $ 135,610 300-600 Campus Drive Buildings 10/10/2008 Florham Park NJ Office 162,064 (24,635 ) 137,429 Willow Oaks Corporate Center 08/26/2009 Fairfax VA Office 115,526 (23,292 ) 92,234 Union Bank Plaza 09/15/2010 Los Angeles CA Office 193,727 (32,189 ) 161,538 Granite Tower 12/16/2010 Denver CO Office 140,830 (30,530 ) 110,300 Fountainhead Plaza 09/13/2011 Tempe AZ Office 119,384 (25,989 ) 93,395 Corporate Technology Centre 03/28/2013 San Jose CA Office 148,952 (14,426 ) 134,526 $ 1,035,650 $ (170,618 ) $ 865,032 As of June 30, 2019 , the following properties represented more than 10% of the Company’s total assets: Property Location Rentable Square Feet Total Real Estate, Net (in thousands) Percentage of Total Assets Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per Sq. Ft. Occupancy Union Bank Plaza Los Angeles, CA 701,888 $ 161,538 15.6 % $ 20,752 $ 37.50 79 % 300-600 Campus Drive Buildings Florham Park, NJ 578,388 137,429 13.3 % 18,162 33.53 94 % 100 & 200 Campus Drive Buildings Florham Park, NJ 590,458 135,610 13.1 % 14,041 31.79 75 % Corporate Technology Centre (2) San Jose, CA 415,700 134,526 13.0 % — — — % Granite Tower Denver, CO 591,070 110,300 10.6 % 16,921 33.11 86 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2019 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. Annualized base rent excludes leases that have been executed but have not commenced as of June 30, 2019. (2) Corporate Technology Centre was previously leased to a single tenant and that lease expired on October 31, 2018. Operating Leases The Company’s real estate properties held for investment are leased to tenants under operating leases for which the terms and expirations vary. As of June 30, 2019 , the leases had remaining terms, excluding options to extend, of up to 13.8 years with a weighted-average remaining term of 6.0 years. Some of the leases have provisions to extend the term of the leases, options for early termination for all or part of the leased premises after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires a security deposit from the tenant in the form of a cash deposit and/or a letter of credit. The amount required as a security deposit varies depending upon the terms of the respective lease and the creditworthiness of the tenant, but generally is not a significant amount. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying consolidated balance sheets and totaled $2.8 million and $2.5 million as of June 30, 2019 and December 31, 2018 , respectively. During the six months ended June 30, 2019 and 2018 , the Company recognized deferred rent from tenants, net of lease incentive amortization, which reduced rental income by $3.2 million and $2.0 million , respectively. As of June 30, 2019 and December 31, 2018 , the cumulative deferred rent balance was $81.4 million and $84.0 million , respectively, and is included in rents and other receivables on the accompanying balance sheets. The cumulative deferred rent balance included $40.0 million and $41.7 million of unamortized lease incentives as of June 30, 2019 and December 31, 2018 , respectively. As of June 30, 2019 and December 31, 2018 , lease incentive payable was $34.2 million and $35.2 million , respectively, and is included in accounts payable and accrued liabilities on the accompanying balance sheets. As of June 30, 2019 , the future minimum rental income from the Company’s properties held for investment under non-cancelable operating leases was as follows (in thousands): July 1, 2019 through December 31, 2019 $ 43,435 2020 91,742 2021 87,195 2022 76,614 2023 69,202 Thereafter 321,699 $ 689,887 As of June 30, 2019 , the Company had approximately 110 tenants over a diverse range of industries and geographic areas in its portfolio of real estate held for investment. The Company’s highest tenant industry concentrations (greater than 10% of annualized base rent) were as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Finance 21 $ 24,793 28.0 % Mining, Oil & Gas Extraction 3 13,066 14.7 % Educational Services 1 11,728 13.2 % Legal Services 18 10,300 11.6 % $ 59,887 67.5 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2019 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. No other tenant industries accounted for more than 10% of annualized base rent. The Company had not identified any material tenant credit issues as of June 30, 2019 . During the six months ended June 30, 2019 , the Company recorded an adjustment to rental income of $0.9 million for lease payments that were deemed not probable of collection and a net recovery of bad debt of $0.1 million , which was included in operating, maintenance, and management expense in the accompanying consolidated statements of operations. During the six months ended June 30, 2018 , the Company recorded bad debt expense of $0.2 million , which was included in operating, maintenance, and management expense in the accompanying consolidated statements of operations. As of June 30, 2019 , the Company had a concentration of credit risk related to the following tenant leases that represented more than 10% of the Company’s annualized base rent: Annualized Base Rent Statistics Tenant Property Tenant Industry Square Feet % of Portfolio (Net Rentable Sq. Ft.) Annualized Base Rent (in thousands) (1) % of Portfolio Annualized Base Rent Annualized Base Rent per Sq. Ft. Lease Expiration Union Bank Union Bank Plaza Finance 295,563 10.7% $ 13,687 15.4% $ 46.31 01/31/2022 (2)(3) The University of Phoenix Fountainhead Plaza Educational Services 445,957 16.2% 11,728 13.2% 26.30 08/31/2023 (4) Anadarko Petroleum Corporation Granite Tower Mining, Oil & Gas Extraction 360,584 13.1% 12,168 13.7% 33.75 04/30/2021 / 04/30/2033 (5) _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2019 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. (2) Represents the expiration date of the lease as of June 30, 2019 and does not take into account any tenant renewal options. Pursuant to a lease amendment that the Company entered into with Union Bank on December 31, 2017, Union Bank surrendered 15,829 rentable square feet of its total rentable square footage on March 31, 2018 and 31,320 rentable square feet of its total rentable square footage on June 30, 2018. In addition, Union Bank also surrendered 321 parking area passes on March 31, 2018. During the year ended December 31, 2018, the Company received $11.4 million of lease termination fees from Union Bank, of which $8.5 million was deferred as of December 31, 2018. During the six months ended June 30, 2018 , $1.1 million was recognized as rental income and $0.5 million was recognized as other operating income in the accompanying consolidated statement of operations. During the six months ended June 30, 2019 , $0.9 million was recognized as rental income and $0.5 million was recognized as other operating income in the accompanying consolidated statements of operations, and $7.1 million was deferred as of June 30, 2019 and included in other liabilities on the accompanying consolidated balance sheets. (3) Subsequent to June 30, 2019, the Company entered into amended and restated lease agreements with Union Bank relating to Union Bank’s office, retail, and storage spaces, which amended the terms of the leases as follows: (i) remeasured the existing rentable square footage from 295,563 rentable square feet to 307,729 rentable square feet effective June 1, 2020, (ii) of the 307,729 rentable square feet, a total of 131,135 rentable square feet of office space and 11,985 rentable square feet of retail space will be surrendered at various dates between May 31, 2020 and May 31, 2022 and the remaining 164,609 rentable square feet will expire on May 31, 2035, and (iii) the addition of 3,152 rentable square feet of retail space for a 15 -year lease term expiring on May 31, 2035. Each of Union Bank’s amended and restated office and retail lease agreements has two five -year extension options on all or a portion of the leased space and a one -time option to terminate and cancel the lease in its entirety effective May 31, 2032, by delivering eighteen months ’ notice and subject to payment of lease termination fees. (4) The University of Phoenix has two options to extend the term of this lease for five years per option term. (5) Per the lease agreement, 64,841 rentable square feet will expire on April 30, 2021 and the remainder will expire on April 30, 2033. Anadarko Petroleum Corporation has an option to terminate all or a portion of its leased space effective April 30, 2028 or April 30, 2030. No other tenant accounted for more than 10% of annualized base rent. Geographic Concentration Risk As of June 30, 2019 , the Company’s net investments in real estate in California, New Jersey and Colorado represented 28.6% , 26.3% and 10.6% of the Company’s total assets, respectively. As a result, the geographic concentration of the Company’s portfolio makes it particularly susceptible to adverse economic developments in the California, New Jersey and Colorado real estate markets. Any adverse economic or real estate developments in these markets, such as business layoffs or downsizing, industry slowdowns, relocations of businesses, changing demographics and other factors, or any decrease in demand for office space resulting from the local business climate, could adversely affect the Company’s operating results and its ability to make distributions to stockholders. |