Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Hudson Pacific Properties, Inc. | |
Entity Central Index Key | 1,482,512 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 156,060,854 | |
Hudson Pacific Partners L.P. | ||
Entity Information [Line Items] | ||
Entity Registrant Name | Hudson Pacific Properties, L.P. | |
Entity Central Index Key | 1,496,264 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Investment in real estate, at cost | $ 6,558,898 | $ 6,099,293 |
Accumulated depreciation and amortization | (504,141) | (387,181) |
Investment in real estate, net | 6,054,757 | 5,712,112 |
Cash and cash equivalents | 87,723 | 83,015 |
Restricted cash | 25,784 | 25,177 |
Accounts receivable, net | 5,014 | 6,833 |
Straight-line rent receivables, net | 97,184 | 82,109 |
Deferred leasing costs and lease intangible assets, net | 257,831 | 294,209 |
Prepaid expenses and other assets, net | 57,360 | 79,058 |
Assets associated with real estate held for sale | 321,437 | 396,485 |
TOTAL ASSETS | 6,907,090 | 6,678,998 |
LIABILITIES AND EQUITY | ||
Notes payable, net | 2,424,358 | 2,473,323 |
Accounts payable and accrued liabilities | 162,938 | 116,973 |
Lease intangible liabilities, net | 55,335 | 73,569 |
Investment in real estate, at cost | 66,499 | 70,468 |
Derivative liabilities | 819 | 1,303 |
Liabilities associated with real estate held for sale | 224,032 | 230,435 |
TOTAL LIABILITIES | 2,933,981 | 2,966,071 |
6.25% Series A cumulative redeemable preferred units of the operating partnership | 10,177 | 10,177 |
Hudson Pacific Properties, Inc. stockholders’ equity: | ||
Common stock, $0.01 par value, 490,000,000 authorized, 155,302,800 shares and 136,492,235 shares outstanding at September 30, 2017 and December 31, 2016, respectively | 1,553 | 1,364 |
Additional paid-in capital | 3,619,940 | 3,109,394 |
Accumulated other comprehensive income | 6,465 | 9,496 |
Accumulated income (deficit) | 18,911 | (16,971) |
Total Hudson Pacific Properties, Inc. stockholders’ equity | 3,646,869 | 3,103,283 |
Hudson Pacific Properties, L.P. partners’ capital: | ||
Accumulated other comprehensive income | 6,465 | 9,496 |
TOTAL EQUITY | 3,962,932 | 3,702,750 |
TOTAL LIABILITIES AND EQUITY | 6,907,090 | 6,678,998 |
Hudson Pacific Partners L.P. | ||
ASSETS | ||
Investment in real estate, at cost | 6,558,898 | 6,099,293 |
Accumulated depreciation and amortization | (504,141) | (387,181) |
Investment in real estate, net | 6,054,757 | 5,712,112 |
Cash and cash equivalents | 87,723 | 83,015 |
Restricted cash | 25,784 | 25,177 |
Accounts receivable, net | 5,014 | 6,833 |
Straight-line rent receivables, net | 97,184 | 82,109 |
Deferred leasing costs and lease intangible assets, net | 257,831 | 294,209 |
Prepaid expenses and other assets, net | 57,360 | 79,058 |
Assets associated with real estate held for sale | 321,437 | 396,485 |
TOTAL ASSETS | 6,907,090 | 6,678,998 |
LIABILITIES AND EQUITY | ||
Notes payable, net | 2,424,358 | 2,473,323 |
Accounts payable and accrued liabilities | 162,938 | 116,973 |
Lease intangible liabilities, net | 55,335 | 73,569 |
Investment in real estate, at cost | 66,499 | 70,468 |
Derivative liabilities | 819 | 1,303 |
Liabilities associated with real estate held for sale | 224,032 | 230,435 |
TOTAL LIABILITIES | 2,933,981 | 2,966,071 |
6.25% Series A cumulative redeemable preferred units of the operating partnership | 10,177 | 10,177 |
Hudson Pacific Properties, Inc. stockholders’ equity: | ||
Accumulated other comprehensive income | 6,489 | 5,878 |
Hudson Pacific Properties, L.P. partners’ capital: | ||
Common units, 155,871,845 and 145,942,855 issued and outstanding at September 30, 2017 and December 31, 2016, respectively. | 3,654,332 | 3,392,264 |
Accumulated other comprehensive income | 6,489 | 5,878 |
Total Hudson Pacific Properties, L.P. partners’ capital | 3,660,821 | 3,398,142 |
Non-controlling interest—members in consolidated entities | 302,111 | 304,608 |
TOTAL CAPITAL | 3,962,932 | 3,702,750 |
TOTAL LIABILITIES AND EQUITY | 6,907,090 | 6,678,998 |
Non-controlling interest—members in consolidated entities | ||
Hudson Pacific Properties, L.P. partners’ capital: | ||
Non-controlling interest—members in Consolidated Entities and Non-controlling units in the Operating Partnership | 302,111 | 304,608 |
Non-controlling interest—units in the operating partnership | ||
Hudson Pacific Properties, L.P. partners’ capital: | ||
Non-controlling interest—members in Consolidated Entities and Non-controlling units in the Operating Partnership | 13,952 | 294,859 |
TOTAL EQUITY | $ 13,952 | $ 294,859 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Common Stock: | ||
Common Stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 490,000,000 | 490,000,000 |
Common Stock, shares outstanding (in shares) | 155,302,800 | 136,492,235 |
6.25% series A cumulative redeemable preferred units of the Operating Partnership | ||
Series A Cumulative Redeemable Preferred units of the Operating Partnership | ||
Temporary Equity, dividend rate percentage | 6.25% | 6.25% |
6.25% series A cumulative redeemable preferred units of the Operating Partnership | Hudson Pacific Partners L.P. | ||
Series A Cumulative Redeemable Preferred units of the Operating Partnership | ||
Temporary Equity, dividend rate percentage | 6.25% | 6.25% |
Common Units | Hudson Pacific Partners L.P. | ||
Common Stock: | ||
Common Stock, shares outstanding (in shares) | 155,871,845 | 145,942,855 |
Common Units, shares issued (in shares) | 155,871,845 | 145,942,855 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
REVENUES | ||||
TOTAL REVENUES | $ 190,021,000 | $ 164,583,000 | $ 538,806,000 | $ 472,441,000 |
OPERATING EXPENSES | ||||
General and administrative | 13,013,000 | 12,955,000 | 41,329,000 | 38,474,000 |
Depreciation and amortization | 71,158,000 | 67,414,000 | 217,340,000 | 201,890,000 |
TOTAL OPERATING EXPENSES | 153,861,000 | 140,843,000 | 446,035,000 | 409,879,000 |
INCOME FROM OPERATIONS | 36,160,000 | 23,740,000 | 92,771,000 | 62,562,000 |
OTHER EXPENSE (INCOME) | ||||
Interest expense | 22,461,000 | 19,910,000 | 66,086,000 | 54,775,000 |
Interest income | (44,000) | (130,000) | (90,000) | (216,000) |
Unrealized loss (gain) on ineffective portion of derivative instruments | 37,000 | (879,000) | 82,000 | 1,630,000 |
Transaction-related expenses | 598,000 | 315,000 | 598,000 | 376,000 |
Other income | (1,402,000) | (693,000) | (2,656,000) | (716,000) |
TOTAL OTHER EXPENSES | 21,650,000 | 18,523,000 | 64,020,000 | 55,849,000 |
INCOME BEFORE GAINS ON SALE OF REAL ESTATE | 14,510,000 | 5,217,000 | 28,751,000 | 6,713,000 |
Gains on sale of real estate | 0 | 0 | 16,866,000 | 8,515,000 |
NET INCOME | 14,510,000 | 5,217,000 | 45,617,000 | 15,228,000 |
Net income attributable to preferred units | (159,000) | (159,000) | (477,000) | (477,000) |
Net income attributable to participating securities | (255,000) | (196,000) | (750,000) | (589,000) |
Net income attributable to non-controlling interest in consolidated entities | (2,991,000) | (2,525,000) | (9,002,000) | (6,866,000) |
Net income attributable to non-controlling interest in units in the operating partnership | (41,000) | (490,000) | (256,000) | (2,357,000) |
Net income attributable to Hudson Pacific Properties, Inc. common stockholders | $ 11,064,000 | $ 1,847,000 | $ 35,132,000 | $ 4,939,000 |
Basic and diluted per share/unit amounts: | ||||
Net income attributable to common stockholders - basic (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Net income attributable to common stockholders - diluted (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Weighted average shares of common stock outstanding—basic (in shares) | 155,302,800 | 115,083,622 | 152,874,952 | 99,862,583 |
Weighted average shares of common stock outstanding - diluted (in shares) | 156,093,736 | 116,262,622 | 153,648,888 | 100,979,583 |
Dividends declared per share/unit (in dollars per share) | $ 0.25 | $ 0.200 | $ 0.750 | $ 0.600 |
Hudson Pacific Partners L.P. | ||||
REVENUES | ||||
TOTAL REVENUES | $ 190,021,000 | $ 164,583,000 | $ 538,806,000 | $ 472,441,000 |
OPERATING EXPENSES | ||||
General and administrative | 13,013,000 | 12,955,000 | 41,329,000 | 38,474,000 |
Depreciation and amortization | 71,158,000 | 67,414,000 | 217,340,000 | 201,890,000 |
TOTAL OPERATING EXPENSES | 153,861,000 | 140,843,000 | 446,035,000 | 409,879,000 |
INCOME FROM OPERATIONS | 36,160,000 | 23,740,000 | 92,771,000 | 62,562,000 |
OTHER EXPENSE (INCOME) | ||||
Interest expense | 22,461,000 | 19,910,000 | 66,086,000 | 54,775,000 |
Interest income | (44,000) | (130,000) | (90,000) | (216,000) |
Unrealized loss (gain) on ineffective portion of derivative instruments | 37,000 | (879,000) | 82,000 | 1,630,000 |
Transaction-related expenses | 598,000 | 315,000 | 598,000 | 376,000 |
Other income | (1,402,000) | (693,000) | (2,656,000) | (716,000) |
TOTAL OTHER EXPENSES | 21,650,000 | 18,523,000 | 64,020,000 | 55,849,000 |
INCOME BEFORE GAINS ON SALE OF REAL ESTATE | 14,510,000 | 5,217,000 | 28,751,000 | 6,713,000 |
Gains on sale of real estate | 0 | 0 | 16,866,000 | 8,515,000 |
NET INCOME | 14,510,000 | 5,217,000 | 45,617,000 | 15,228,000 |
Net income attributable to participating securities | (255,000) | (196,000) | (750,000) | (589,000) |
Net income attributable to non-controlling interest in consolidated entities | (2,991,000) | (2,525,000) | (9,002,000) | (6,866,000) |
Net income attributable to Hudson Pacific Properties, Inc. common stockholders | 11,105,000 | 2,337,000 | 35,388,000 | 7,296,000 |
Comprehensive income attributable to preferred units | (159,000) | (159,000) | (477,000) | (477,000) |
Net income attributable to Hudson Pacific Properties, L.P. | $ 11,519,000 | $ 2,692,000 | $ 36,615,000 | $ 8,362,000 |
Basic and diluted per share/unit amounts: | ||||
Net income attributable to common stockholders - basic (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Net income attributable to common stockholders - diluted (in dollars per share) | 0.07 | 0.02 | 0.23 | 0.05 |
Net income attributable to common unitholders —basic (in dollars per share) | 0.07 | 0.02 | 0.23 | 0.05 |
Net income attributable to common unitholders —diluted (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Weighted average shares of common units outstanding—basic (in shares) | 155,871,845 | 145,614,312 | 153,736,796 | 145,550,685 |
Weighted average shares of common units outstanding—diluted (in shares) | 156,662,781 | 146,793,312 | 154,510,732 | 146,667,685 |
Dividends declared per share/unit (in dollars per share) | $ 0.250 | $ 0.200 | $ 0.750 | $ 0.600 |
Office | ||||
REVENUES | ||||
Rental | $ 139,157,000 | $ 123,919,000 | $ 406,275,000 | $ 358,193,000 |
Tenant recoveries | 24,982,000 | 22,657,000 | 67,421,000 | 64,493,000 |
Parking and other | 8,035,000 | 5,521,000 | 22,146,000 | 16,103,000 |
TOTAL REVENUES | 172,174,000 | 152,097,000 | 495,842,000 | 438,789,000 |
OPERATING EXPENSES | ||||
Operating expenses | 59,102,000 | 53,975,000 | 162,524,000 | 150,769,000 |
Office | Hudson Pacific Partners L.P. | ||||
REVENUES | ||||
Rental | 139,157,000 | 123,919,000 | 406,275,000 | 358,193,000 |
Tenant recoveries | 24,982,000 | 22,657,000 | 67,421,000 | 64,493,000 |
Parking and other | 8,035,000 | 5,521,000 | 22,146,000 | 16,103,000 |
TOTAL REVENUES | 172,174,000 | 152,097,000 | 495,842,000 | 438,789,000 |
OPERATING EXPENSES | ||||
Operating expenses | 59,102,000 | 53,975,000 | 162,524,000 | 150,769,000 |
Media & Entertainment | ||||
REVENUES | ||||
Rental | 11,012,000 | 7,102,000 | 26,802,000 | 19,987,000 |
Tenant recoveries | 133,000 | 243,000 | 927,000 | 655,000 |
Other property-related revenue | 6,561,000 | 5,005,000 | 14,964,000 | 12,784,000 |
Parking and other | 141,000 | 136,000 | 271,000 | 226,000 |
TOTAL REVENUES | 17,847,000 | 12,486,000 | 42,964,000 | 33,652,000 |
OPERATING EXPENSES | ||||
Operating expenses | 10,588,000 | 6,499,000 | 24,842,000 | 18,746,000 |
Media & Entertainment | Hudson Pacific Partners L.P. | ||||
REVENUES | ||||
Rental | 11,012,000 | 7,102,000 | 26,802,000 | 19,987,000 |
Tenant recoveries | 133,000 | 243,000 | 927,000 | 655,000 |
Other property-related revenue | 6,561,000 | 5,005,000 | 14,964,000 | 12,784,000 |
Parking and other | 141,000 | 136,000 | 271,000 | 226,000 |
TOTAL REVENUES | 17,847,000 | 12,486,000 | 42,964,000 | 33,652,000 |
OPERATING EXPENSES | ||||
Operating expenses | $ 10,588,000 | $ 6,499,000 | $ 24,842,000 | $ 18,746,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net income | $ 14,510 | $ 5,217 | $ 45,617 | $ 15,228 |
Other comprehensive income (loss): change in fair value of derivative instruments | 507 | 3,087 | 611 | (20,818) |
Comprehensive income (loss) | 15,017 | 8,304 | 46,228 | (5,590) |
Comprehensive income attributable to preferred units | (159) | (159) | (477) | (477) |
Comprehensive income attributable to participating securities | (255) | (196) | (750) | (589) |
Comprehensive income attributable to non-controlling interest in consolidated entities | (2,991) | (2,525) | (9,002) | (6,866) |
Comprehensive (income) loss attributable to units in the operating partnership | (43) | (1,137) | (276) | 5,903 |
Comprehensive income (loss) attributable to Hudson Pacific Properties, Inc. stockholders or Hudson Pacific Properties, L.P. partners' capital | 11,569 | 4,287 | 35,723 | (7,619) |
Hudson Pacific Partners L.P. | ||||
Net income | 14,510 | 5,217 | 45,617 | 15,228 |
Other comprehensive income (loss): change in fair value of derivative instruments | 507 | 3,087 | 611 | (20,818) |
Comprehensive income (loss) | 15,017 | 8,304 | 46,228 | (5,590) |
Comprehensive income attributable to preferred units | (159) | (159) | (477) | (477) |
Comprehensive income attributable to participating securities | (255) | (196) | (750) | (589) |
Comprehensive income attributable to non-controlling interest in consolidated entities | (2,991) | (2,525) | (9,002) | (6,866) |
Comprehensive income (loss) attributable to Hudson Pacific Properties, Inc. stockholders or Hudson Pacific Properties, L.P. partners' capital | $ 11,612 | $ 5,424 | $ 35,999 | $ (13,522) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated (Deficit) Income | Accumulated Other Comprehensive (Loss) Income | Non- controlling Interest—Units in the Operating Partnership | Non-controlling Interest—Members in Consolidated Entities |
Beginning Balance at Dec. 31, 2015 | $ 3,729,037 | $ 891 | $ 1,710,979 | $ (44,955) | $ (1,081) | $ 1,800,578 | $ 262,625 |
Beginning balance (in shares) at Dec. 31, 2015 | 89,153,780 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Contributions | 33,996 | 33,996 | |||||
Distributions | (1,303) | (1,303) | |||||
Proceeds from sale of common stock, net of underwriters’ discount and transaction costs | 1,449,581 | $ 470 | 1,449,111 | ||||
Proceeds from sale of common stock, net of underwriters' discount and transaction costs (in shares) | 47,010,695 | ||||||
Issuance of unrestricted stock | 6 | $ 6 | |||||
Issuance of unrestricted stock (in shares) | 590,520 | ||||||
Shares withheld to satisfy tax withholding | (8,427) | $ (3) | (8,424) | ||||
Shares withheld to satisfy tax withholding (in shares) | (262,760) | ||||||
Declared dividend | (117,819) | (90,005) | (27,814) | ||||
Amortization of stock-based compensation | 14,654 | 13,609 | 1,045 | ||||
Net income | 43,122 | 27,984 | 5,848 | 9,290 | |||
Change in fair value of derivatives | 5,942 | 10,577 | (4,635) | ||||
Redemption of common units in the operating partnership | (1,446,039) | 34,124 | (1,480,163) | ||||
Ending Balance at Dec. 31, 2016 | $ 3,702,750 | $ 1,364 | 3,109,394 | (16,971) | 9,496 | 294,859 | 304,608 |
Ending balance (in shares) at Dec. 31, 2016 | 136,492,235 | 136,492,235 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Contributions | $ 3,870 | 3,870 | |||||
Distributions | (15,369) | (15,369) | |||||
Proceeds from sale of common stock, net of underwriters’ discount and transaction costs | 647,524 | $ 187 | 647,337 | ||||
Proceeds from sale of common stock, net of underwriters' discount and transaction costs (in shares) | 18,656,575 | ||||||
Issuance of unrestricted stock | 0 | $ 3 | (3) | ||||
Issuance of unrestricted stock (in shares) | 274,251 | ||||||
Shares withheld to satisfy tax withholding | (4,203) | $ (1) | (4,202) | ||||
Shares withheld to satisfy tax withholding (in shares) | (120,261) | ||||||
Declared dividend | (118,408) | (117,916) | (492) | ||||
Amortization of stock-based compensation | 11,872 | 9,865 | 2,007 | ||||
Net income | 45,140 | 35,882 | 256 | 9,002 | |||
Change in fair value of derivatives | 611 | 591 | 20 | ||||
Redemption of common units in the operating partnership | (310,855) | (24,535) | (3,622) | (282,698) | |||
Ending Balance at Sep. 30, 2017 | $ 3,962,932 | $ 1,553 | $ 3,619,940 | $ 18,911 | $ 6,465 | $ 13,952 | $ 302,111 |
Ending balance (in shares) at Sep. 30, 2017 | 155,302,800 | 155,302,800 |
CONSOLIDATED STATEMENTS OF CAPI
CONSOLIDATED STATEMENTS OF CAPITAL - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||
Beginning balance (in shares) | 136,492,235 | |||
Contributions | $ 3,870 | $ 33,996 | ||
Distributions | (15,369) | (1,303) | ||
Proceeds from sale of common units, net of underwriters’ discount and transaction costs | 647,524 | 1,449,581 | ||
Issuance of unrestricted units | 0 | 6 | ||
Units withheld to satisfy tax withholding | (4,203) | (8,427) | ||
Declared distributions | (118,408) | (117,819) | ||
Amortization of unit-based compensation | 11,872 | 14,654 | ||
Net income | 45,140 | 43,122 | ||
Change in fair value of derivatives | $ 507 | 611 | $ (20,818) | 5,942 |
Redemption of common units | $ (310,855) | $ (1,446,039) | ||
Ending balance (in shares) | 155,302,800 | 155,302,800 | 136,492,235 | |
Hudson Pacific Partners L.P. | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||
Beginning balance | $ 3,702,750 | 3,729,037 | $ 3,729,037 | |
Contributions | 3,870 | 33,996 | ||
Distributions | (15,369) | (1,303) | ||
Proceeds from sale of common units, net of underwriters’ discount and transaction costs | 647,524 | 1,449,581 | ||
Issuance of unrestricted units | 0 | 6 | ||
Units withheld to satisfy tax withholding | (4,203) | (8,427) | ||
Declared distributions | (118,408) | (117,819) | ||
Amortization of unit-based compensation | 11,872 | 14,654 | ||
Net income | 45,140 | 43,122 | ||
Change in fair value of derivatives | $ 507 | 611 | (20,818) | 5,942 |
Redemption of common units | (310,855) | (1,446,039) | ||
Ending balance | 3,962,932 | 3,962,932 | 3,702,750 | |
Hudson Pacific Partners L.P. | Common Units | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||
Beginning balance | $ 3,392,264 | $ 3,466,476 | $ 3,466,476 | |
Beginning balance (in shares) | 145,942,855 | 145,450,095 | 145,450,095 | |
Proceeds from sale of common units, net of underwriters’ discount and transaction costs | $ 647,524 | $ 1,449,581 | ||
Proceeds from sale of common stock, net of underwriters' discount and transaction costs (in shares) | 18,656,575 | 47,010,695 | ||
Issuance of unrestricted units | $ 6 | |||
Issuance of unrestricted stock (in shares) | 274,251 | 590,520 | ||
Units withheld to satisfy tax withholding | $ (4,203) | $ (8,427) | ||
Units withheld to satisfy tax withholding (in shares) | (120,261) | (262,760) | ||
Declared distributions | $ (118,408) | $ (117,819) | ||
Amortization of unit-based compensation | 11,872 | 14,654 | ||
Net income | 36,138 | 33,832 | ||
Redemption of common units | $ (310,855) | $ (1,446,039) | ||
Redemption of common units (in shares) | (8,881,575) | (46,845,695) | ||
Ending balance | $ 3,654,332 | $ 3,654,332 | $ 3,392,264 | |
Ending balance (in shares) | 155,871,845 | 155,871,845 | 145,942,855 | |
Hudson Pacific Partners L.P. | Accumulated Other Comprehensive (Loss) Income | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||
Beginning balance | $ 5,878 | $ (64) | $ (64) | |
Change in fair value of derivatives | 611 | 5,942 | ||
Ending balance | $ 6,489 | 6,489 | 5,878 | |
Hudson Pacific Partners L.P. | Non-controlling Interest—Members in Consolidated Entities | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||
Beginning balance | 304,608 | $ 262,625 | 262,625 | |
Contributions | 3,870 | 33,996 | ||
Distributions | (15,369) | (1,303) | ||
Net income | 9,002 | 9,290 | ||
Ending balance | $ 302,111 | $ 302,111 | $ 304,608 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | ||
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 45,617,000 | $ 15,228,000 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 217,340,000 | 201,890,000 | |
Amortization of deferred financing costs and loan premium, net | 3,558,000 | 3,278,000 | |
Amortization of stock-based compensation | 11,237,000 | 9,931,000 | |
Straight-line rents | (15,174,000) | (19,398,000) | |
Straight-line rent expenses | 296,000 | 886,000 | |
Amortization of above- and below-market leases, net | (14,326,000) | (13,804,000) | |
Amortization of above- and below-market ground lease, net | 2,088,000 | 1,604,000 | |
Amortization of lease incentive costs | 1,140,000 | 1,017,000 | |
Other non-cash adjustments | [1] | 598,000 | 682,000 |
Gains on sale of real estate | (16,866,000) | (8,515,000) | |
Change in operating assets and liabilities: | |||
Accounts receivable | 1,649,000 | 12,521,000 | |
Deferred leasing costs and lease intangibles | (23,270,000) | (34,610,000) | |
Prepaid expenses and other assets | (3,000,000) | (5,008,000) | |
Accounts payable and accrued liabilities | 34,660,000 | 32,786,000 | |
Security deposits and prepaid rent | (5,943,000) | 2,364,000 | |
Net cash provided by operating activities | 239,604,000 | 200,852,000 | |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Additions to investment property | (224,797,000) | (183,286,000) | |
Property acquisitions | (257,734,000) | (307,919,000) | |
Proceeds from sales of real estate | 81,707,000 | 283,855,000 | |
Contributions to unconsolidated entities | (1,071,000) | (28,393,000) | |
Distributions from unconsolidated entities | 17,416,000 | 0 | |
Deposit for property acquisitions | 0 | (13,130,000) | |
Proceed from repayment of notes receivable | 0 | 28,892,000 | |
Net cash used in investing activities | (384,479,000) | (219,981,000) | |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from notes payable | 270,000,000 | 957,000,000 | |
Payments of notes payable | (321,892,000) | (808,006,000) | |
Proceeds from issuance of common stock, net | 647,524,000 | 880,514,000 | |
Payment for redemption of common units in the operating partnership | (310,855,000) | (876,213,000) | |
Distributions paid to common stockholders and unitholders | (118,408,000) | (88,469,000) | |
Distributions paid to preferred unitholders | (477,000) | (477,000) | |
Contributions from non-controlling member in consolidated entities | 3,870,000 | 103,000 | |
Distributions to non-controlling member in consolidated entities | (15,369,000) | (990,000) | |
Payments to satisfy tax withholding | (4,203,000) | (1,776,000) | |
Payments of loan costs | 0 | (2,661,000) | |
Net cash provided by financing activities | 150,190,000 | 59,025,000 | |
Net increase in cash and cash equivalents and restricted cash | 5,315,000 | 39,896,000 | |
Cash and cash equivalents and restricted cash—beginning of period | 108,192,000 | 71,561,000 | |
Cash and cash equivalents and restricted cash—end of period | 113,507,000 | 111,457,000 | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Cash paid for interest including amounts capitalized | 47,852,000 | 53,474,000 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Accounts payable and accrued liabilities for investment in property | (6,740,000) | (10,227,000) | |
Reclassification of investment in unconsolidated entities for real estate investments | 7,835,000 | 0 | |
Hudson Pacific Partners L.P. | |||
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | 45,617,000 | 15,228,000 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 217,340,000 | 201,890,000 | |
Amortization of deferred financing costs and loan premium, net | 3,558,000 | 3,278,000 | |
Amortization of stock-based compensation | 11,237,000 | 9,931,000 | |
Straight-line rents | (15,174,000) | (19,398,000) | |
Straight-line rent expenses | 296,000 | 886,000 | |
Amortization of above- and below-market leases, net | (14,326,000) | (13,804,000) | |
Amortization of above- and below-market ground lease, net | 2,088,000 | 1,604,000 | |
Amortization of lease incentive costs | 1,140,000 | 1,017,000 | |
Other non-cash adjustments | [1] | 598,000 | 682,000 |
Gains on sale of real estate | (16,866,000) | (8,515,000) | |
Change in operating assets and liabilities: | |||
Accounts receivable | 1,649,000 | 12,521,000 | |
Deferred leasing costs and lease intangibles | (23,270,000) | (34,610,000) | |
Prepaid expenses and other assets | (3,000,000) | (5,008,000) | |
Accounts payable and accrued liabilities | 34,660,000 | 32,786,000 | |
Security deposits and prepaid rent | (5,943,000) | 2,364,000 | |
Net cash provided by operating activities | 239,604,000 | 200,852,000 | |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Additions to investment property | (224,797,000) | (183,286,000) | |
Property acquisitions | (257,734,000) | (307,919,000) | |
Proceeds from sales of real estate | 81,707,000 | 283,855,000 | |
Contributions to unconsolidated entities | (1,071,000) | (28,393,000) | |
Distributions from unconsolidated entities | 17,416,000 | 0 | |
Deposit for property acquisitions | 0 | (13,130,000) | |
Proceed from repayment of notes receivable | 0 | 28,892,000 | |
Net cash used in investing activities | (384,479,000) | (219,981,000) | |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from notes payable | 270,000,000 | 957,000,000 | |
Payments of notes payable | (321,892,000) | (808,006,000) | |
Proceeds from issuance of common stock, net | 647,524,000 | 880,514,000 | |
Payment for redemption of common units in the operating partnership | (310,855,000) | (876,213,000) | |
Distributions paid to common stockholders and unitholders | (118,408,000) | (88,469,000) | |
Distributions paid to preferred unitholders | (477,000) | (477,000) | |
Contributions from non-controlling member in consolidated entities | 3,870,000 | 103,000 | |
Distributions to non-controlling member in consolidated entities | (15,369,000) | (990,000) | |
Payments to satisfy tax withholding | (4,203,000) | (1,776,000) | |
Payments of loan costs | 0 | (2,661,000) | |
Net cash provided by financing activities | 150,190,000 | 59,025,000 | |
Net increase in cash and cash equivalents and restricted cash | 5,315,000 | 39,896,000 | |
Cash and cash equivalents and restricted cash—beginning of period | 108,192,000 | 71,561,000 | |
Cash and cash equivalents and restricted cash—end of period | 113,507,000 | 111,457,000 | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | |||
Cash paid for interest including amounts capitalized | 47,852,000 | 53,474,000 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Accounts payable and accrued liabilities for investment in property | (6,740,000) | (10,227,000) | |
Reclassification of investment in unconsolidated entities for real estate investments | $ 7,835,000 | $ 0 | |
[1] | Represents bad debt expense/recovery, amortization of discount and net origination fees on purchased and originated loans and unrealized loss/gain on ineffective portion of derivative instruments. |
Organization
Organization | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Hudson Pacific Properties, Inc. is a Maryland corporation formed on November 9, 2009 as a fully integrated, self-administered and self-managed real estate investment trust (“REIT”). Through its controlling interest in the operating partnership and its subsidiaries, Hudson Pacific Properties, Inc. owns, manages, leases, acquires and develops real estate, consisting primarily of office and media and entertainment properties. Unless otherwise indicated or unless the context requires otherwise, all references in these financial statements to “the Company” refer to Hudson Pacific Properties, Inc. together with its consolidated subsidiaries, including Hudson Pacific Properties, L.P. Unless otherwise indicated or unless the context requires otherwise, all references to “our operating partnership” or “the operating partnership” refer to Hudson Pacific Properties, L.P. together with its consolidated subsidiaries. On April 1, 2015, the Company completed the acquisition of the EOP Northern California Portfolio (“EOP Acquisition”) from Blackstone Real Estate Partners V and VI (“Blackstone”). The EOP Acquisition consisted of 26 high-quality office assets totaling approximately 8.2 million square feet and two development parcels located throughout the Northern California region. The total consideration paid for the EOP Acquisition before certain credits, prorations and closing costs included a cash payment of $1.75 billion and an aggregate of 63,474,791 shares of common stock of Hudson Pacific Properties, Inc. and common units in the operating partnership. The Company’s portfolio consists of properties located throughout Northern and Southern California and the Pacific Northwest. The following table summarizes the Company’s portfolio as of September 30, 2017 : Number of Properties Square Feet (unaudited) Office properties: Northern California (1) 29 9,600,289 Southern California (2) 16 2,817,509 Pacific Northwest (3) 8 1,496,620 Total Office properties 53 13,914,418 Media & Entertainment properties: Southern California (2) 3 1,249,927 Total Media & Entertainment properties 3 1,249,927 Total (4) 56 15,164,345 _________________ (1) Includes the Foster City, Milpitas, North San Jose, Palo Alto, Redwood Shores, San Francisco, San Mateo and Santa Clara submarkets. (2) Includes the Burbank, Downtown Los Angeles, Hollywood, Torrance and West Los Angeles submarkets. (3) Includes the Lynnwood, Pioneer Square and South Lake Union submarkets. (4) Includes redevelopment, development and held for sale office properties. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements of the Company and the operating partnership are prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) applicable to interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to the Securities and Exchange Commission (“SEC”) rules and regulations. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements reflect all adjustments of a normal and recurring nature that are considered necessary for a fair presentation of the results for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the year ended December 31, 2017 . The interim consolidated financial statements should be read in conjunction with the consolidated financial statements in the 2016 Annual Report on Form 10-K of Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. and the notes thereto. Certain amounts in the consolidated financial statements for the prior period have been reclassified to conform to the current period presentation. Included in the reclassified amounts are properties held for sale. These amounts relate to 3402 Pico Boulevard, which was sold on March 21, 2017, and Pinnacle I and Pinnacle II, which are expected to be sold during the fourth quarter of 2017. Principles of Consolidation The unaudited interim consolidated financial statements of the Company include the accounts of the Company, the operating partnership and all wholly owned subsidiaries and variable interest entities (“VIEs”), of which the Company is the primary beneficiary. The unaudited interim consolidated financial statements of the operating partnership include the accounts of the operating partnership and all wholly owned subsidiaries and VIEs, of which the operating partnership is the primary beneficiary. All intercompany balances and transactions have been eliminated in the consolidated financial statements. The Company consolidates all VIEs of which the Company is considered the primary beneficiary. VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly affect the VIE’s economic performance and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. As of September 30, 2017 , the Company has determined that four joint ventures and our operating partnership met the definition of a VIE. Three of the joint ventures are consolidated entities and one joint venture is a non-consolidated entity. Consolidated Entities As of September 30, 2017 , the operating partnership has determined that three of its joint ventures met the definition of a VIE and are consolidated: Property Ownership interest Pinnacle I (1) 65.0 % Pinnacle II (1) 65.0 % 1455 Market Street 55.0 % Hill7 55.0 % _____________ (1) A single joint venture owns both Pinnacle I and Pinnacle II. The Company entered into an agreement on September 14, 2017 to sell its ownership interest in Pinnacle I and Pinnacle II. The sale is expected to close in the fourth quarter of 2017. As of September 30, 2017 , the Company has determined that our operating partnership met the definition of a VIE and is consolidated. Substantially all of the assets and liabilities of the Company are related to these VIEs. Non-consolidated Entities On June 15, 2017, the Company purchased the remaining interest in land at its 11601 Wilshire property. Refer to Note 3 for details. As a result of the purchase, the Company is no longer accounting for the interest in land as a non-consolidated entity. As of September 30, 2017 , the Company has determined it is not the primary beneficiary of one joint venture that meets the definition of a VIE. Due to its significant influence over the non-consolidated entity, the Company accounts for it using the equity method of accounting. Under the equity method, the Company initially records the investment at cost and subsequently adjusts for equity in earnings or losses and cash contributions and distributions. The Company’s net equity investment is reflected within prepaid expenses and other assets on the Consolidated Balance Sheets which represents the Company’s maximum exposure for loss. The Company’s share of net income or loss from the entity is included within other income on the Consolidated Statements of Operations. The Company owns 21% of the non-consolidated entity. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments and contingencies at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate properties, its accrued liabilities and its performance-based equity compensation awards. The Company bases its estimates on historical experience, current market conditions and various other assumptions that are believed to be reasonable under the circumstances. Actual results could materially differ from these estimates. Recently Issued Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“the FASB”) in the form of Accounting Standards Update (“ASU”). The following ASUs were adopted by the Company in 2017: Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment This guidance removes step two from the goodwill impairment test. As a result, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The Company early adopted this guidance during the second quarter of 2017 and applied it prospectively. The adoption did not have an impact on the Company’s consolidated financial statements. ASU 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments—Equity Method and Joint Ventures (Topic 323): Amendments to SEC Paragraphs Pursuant to Staff Announcements at the September 22, 2016 and November 17, 2016 EITF Meetings (SEC Update) The guidance in this ASU is based on two SEC staff announcements made at the September 2016 and November 2016 EITF meetings. In the September meeting, the SEC announced that a registrant should disclose the potential material effects of the ASUs related to revenues, leases and credit losses on financial instruments. As a result of the November meeting, the ASU conforms Accounting Standards Codification (“ASC”) 323 to the guidance issued in ASU 2014-01 related to investments in qualified affordable housing projects. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. With the adoption, the Company provided updates on its implementation of the ASUs related to revenue, leases and credit losses on financial instruments. Please refer to sections below for updates on the implementation of revenue and lease ASUs. The ASU related to credit losses on financial instruments could have a material impact on trade receivables and the Company is currently assessing the impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. ASU 2016-19, Technical Corrections and Improvements The technical corrections make minor change to certain aspects of the FASB ASC, including changes to resolve differences between current and pre-Codification guidance, updates to wording, references to avoid misapplication and textual simplifications to increase the Codification’s utility and understandability and minor amendments to guidance that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) This guidance requires entities to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company revised the Consolidated Statement of Cash Flows and disclosed the reconciliation to the related captions in the Consolidated Balance Sheets in Note 19. Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control This guidance outlines how a single decisionmaker of a VIE should treat indirect interests held through other related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this guidance during the first quarter of 2017 and applied it retrospectively. The adoption did not have a material impact on the Company’s consolidated financial statements and did not change the consolidation conclusion. ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments This ASU clarifies how certain transactions should be classified in the statement of cash flows, including debt prepayment costs, contingent consideration payments made after a business combination and distributions received from equity method investments. The ASU provides two approaches to determine the classification of cash distributions received from equity method investments: (i) the “cumulative earnings” approach, under which distributions up to the amount of cumulative equity in earnings recognized will be classified as cash inflows from operating activities, and those in excess of that amount will be classified as cash inflows from investing activities and (ii) the “nature of the distribution” approach, under which distributions will be classified based on the nature of the underlying activity that generated cash distributions. The guidance requires a Company to elect either the “cumulative earnings” approach or the “nature of the distribution” approach at the time of adoption. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company elected the “nature of the distribution” approach related to the distributions received from its equity method investments. The adoption did not have an impact on the Company’s Consolidated Statements of Cash Flows. ASU 2016-07, Investments—Equity Method and Joint Ventures (Topic 323), Simplifying the Transition to the Equity Method of Accounting The guidance eliminates the requirement that an investor retrospectively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for use of the equity method. The guidance also requires an investor that has an available-for-sale security that subsequently qualifies for the equity method to recognize in net income the unrealized holding gains or losses in accumulated other comprehensive income related to that security when it begins applying the equity method. It is required to apply this guidance prospectively. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-05, Derivatives and Hedging (Topic 815), Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships The guidance states that the novation of a derivative contract (e.g., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require de-designation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. Either a prospective or a modified retrospective approach can be applied. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. Update on ASC 606, Revenue from Contracts with Customers (“ASC 606”), implementation On May 28, 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. This guidance outlines a single comprehensive model for entities to use in accounting for revenues arising from contracts with customers and specifically notes that lease contracts with customers are a scope exception. The FASB has subsequently issued other ASUs to amend and provide further guidance related to ASC 606. These ASUs are effective for annual reporting periods (including interim periods) beginning after December 15, 2017. Either the full retrospective basis (to the beginning of its contracts) or modified retrospective method (from the beginning of the latest fiscal year of adoption) is permitted. The Company has compiled an inventory of sources of revenues and have preliminarily identified three revenue streams. Two of these revenue streams will be accounted for under ASC 606 when it becomes effective on January 1, 2018. The remaining revenue stream, which is integral to the Company’s leasing revenues, will be accounted for under ASC 606, effective with the adoption of ASC 842, Leases (“ASC 842”), on January 1, 2019. The Company is in the process of evaluating the impact on its consolidated financial statements but expects that the recognition of revenues will not be impacted by this standard. The Company plans to adopt ASC 606 on January 1, 2018 using the modified retrospective approach. Update on ASC 842 implementation On February 25, 2016, the FASB issued ASU 2016-02 to amend the accounting guidance for leases and sets out the principles for the recognition, measurement, presentation, and disclosure of leases for both parties to a lease agreement (i.e., lessees and lessors). ASC 842 provides practical expedience that allow entities to not (i) reassess whether any expired or existing contracts are or contain leases; (ii) reassess the lease classification for any expired or existing leases; (iii) reassess initial direct costs for any existing leases. This ASU is effective for annual reporting periods (including interim periods) beginning after December 15, 2018. A modified retrospective approach must be applied for leases that exist or are entered into after the beginning of the earliest comparative period presented in the consolidated financial statements. The Company plans to adopt the standard on January 1, 2019 and expects to adopt using the practical expedience elections. Lessor Accounting The Company recognized rental revenues and tenant recoveries of $175.3 million and $501.4 million for the three and nine months ended September 30, 2017 . This ASU requires companies to identify lease and non-lease components of a lease agreement. Lease components relate to the right to use the leased asset and non-lease components relate to payments for goods or services that are transferred separately from the right to use the underlying asset. Total lease consideration is allocated to lease and non-lease components on a relative standalone basis. The recognition of revenues related to lease components will be governed by ASC 842 while revenue related to non-lease components will be subject to ASC 606. Under current accounting standards, the Company recognizes rental revenue from tenants on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased asset. Tenant recoveries related to reimbursement of real estate taxes, insurance, repairs and maintenance, and other operating expenses are recognized as revenue in the period during which the applicable expenses are incurred. The reimbursements are recognized and presented gross, as we are generally the primary obligor with respect to purchasing goods and services from third-party suppliers, have discretion in selecting the supplier and bear the associated credit risk. The Company has not completed its analysis of this ASU but expects that lessors will continue to recognize the lease revenue component using an approach that is substantially equivalent to existing guidance. The Company expects that tenant recoveries will be separated into lease and non-lease components. The ASU also requires lessors to capitalize only those costs that are defined as initial direct costs. Under the current accounting standards, the Company capitalizes initial direct and indirect leasing costs. During the three and nine months ended September 30, 2017 , the Company capitalized $1.8 million and $5.0 million of indirect leasing costs, respectively. Under this new ASU, these costs will be expensed as incurred. Lessee Accounting As of September 30, 2017 , the future undiscounted minimum lease payments under the Company’s ground leases totaled $456.3 million . This guidance requires lessees to record a lease liability at lease inception, with a corresponding right-of-use asset, except for short-term leases. The Company continues to evaluate the amount of right-of-use asset and lease liability that will need to be recorded with respect to its ground leases where it is the lessee. Other recently issued ASUs The Company considers the applicability and impact of all ASUs. The following table lists the recently issued ASUs that have not been disclosed in the Company ’s 2016 Annual Report on Form 10-K and have not been adopted by the Company. The list excludes those ASUs that are not expected to have a material impact on the Company’s consolidated financial statements. Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities The guidance eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. Therefore, a cumulative effect adjustment related to elimination of ineffectiveness measurement is required to be recorded to the opening balance of retained earnings as of the beginning of the fiscal year of adoption for cash flow hedge. The guidance also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. This guidance must be applied using a modified retrospective approach. Effective for annual reporting periods (including interim periods) beginning after December 15, 2018 The Company is currently evaluating the impact of this standard on its consolidated financial statements and notes to the consolidated financial statements. The Company expects that the adoption would impact derivative instruments that have portions of ineffectiveness. The Company plans to early adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting The guidance clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. This guidance must be applied prospectively. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company does not currently expect a material impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. The Company plans to adopt this guidance during the first quarter in 2018. ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets The guidance updates the definition of an in substance nonfinancial asset and clarifies the scope of ASC 610-20 on the sale or transfer of nonfinancial assets to noncustomers, including partial sales. It also clarifies the derecognition guidance for nonfinancial assets to conform with the new revenue recognition standard. Either a full or modified retrospective approach can be applied. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company currently expects that the adoption of this ASU could have a material impact on its consolidated financial statements; however, such impact will not be known until the Company disposes of any of its investments in real estate properties, which would all be sales of nonfinancial assets. The Company plans to adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. |
Investment in Real Estate
Investment in Real Estate | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate [Abstract] | |
Investment in Real Estate | Investment in Real Estate Real estate held for investment The following table summarizes the Company’s investment in real estate, at cost as of: September 30, 2017 December 31, 2016 Land $ 1,369,320 $ 1,221,450 Building and improvements 4,526,416 4,217,232 Tenant improvements 389,284 361,108 Furniture and fixtures 8,217 4,264 Property under development 265,661 295,239 Investment in real estate, at cost (1) $ 6,558,898 $ 6,099,293 _____________ (1) Excludes balances related to properties that have been classified as held for sale. Acquisitions The Company’s acquisitions are accounted for using the acquisition method. The results of operations for each of these acquisitions are included in the Company’s Consolidated Statements of Operations from the date of acquisition. The Company evaluates each acquisition to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted for as a business combination in accordance with ASC 805, Business Combinations . An integrated set of assets and activities would fail to qualify as a business if either (i) substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets or (ii) the integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e., revenue generated before and after the transaction). An acquired process is considered substantive if (i) the process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce) that is skilled, knowledgeable and experienced in performing the process, (ii) the process cannot be replaced without significant cost, effort, or delay or (iii) the process is considered unique or scarce. The Company assesses fair value based on Level 2 and Level 3 inputs within the fair value framework, which includes estimated cash flow projections that utilize appropriate discount, capitalization rates, renewal probability and available market information, which includes market rental rate and market rent growth rates. Estimates of future cash flows are based on a number of factors, including historical operating results, known and anticipated trends and market and economic conditions. The fair value of tangible assets of an acquired property considers the value of the property as if it were vacant. The fair value of acquired “above- and below-” market leases are based on the estimated cash flow projections utilizing discount rates that reflect the risks associated with the leases acquired. The amount recorded is based on the present value of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the extended below-market term for any leases with below-market renewal options. Other intangible assets acquired include amounts for in-place lease values that are based on the Company’s evaluation of the specific characteristics of each tenant’s lease. Factors considered include estimates of carrying costs during hypothetical expected lease-up periods, market conditions and costs to execute similar leases. In estimating carrying costs, the Company includes estimates of lost rents at market rates during the hypothetical expected lease-up periods, which are dependent on local market conditions. In estimating costs to execute similar leases, the Company considers leasing commissions and legal and other related costs. The following table summarizes the information on the acquisitions completed during the nine months ended September 30, 2017 : Property Submarket Segment Date of Acquisition Square Feet (unaudited) Purchase Price (1) (in millions) Sunset Las Palmas Studios (2) Hollywood Media and Entertainment 5/1/2017 369,000 $ 200.0 11601 Wilshire land (3) West Los Angeles Office 6/15/2017 N/A 50.0 6666 Santa Monica (4) Hollywood Media and Entertainment 6/29/2017 4,150 3.2 Total acquisitions 373,150 $ 253.2 _____________ (1) Represents purchase price before certain credits, prorations and closing costs. (2) The property consists of stages, production office and support space on 15 acres near Sunset Gower Studios and Sunset Bronson Studios. The purchase price above does not include equipment purchased by the Company for $2.8 million , which was transacted separately from the studio acquisition. In April 2017, the Company drew $150.0 million under the unsecured revolving credit facility to fund the acquisition. (3) On July 1, 2016 the Company purchased a partial interest in land held as a tenancy in common in conjunction with its acquisition of the 11601 Wilshire property. The land interest held as a tenancy in common was accounted for as an equity method investment. On June 15, 2017, the Company purchased the remaining interest, which was fair valued and allocated to land and building. (4) This parcel is adjacent to the Sunset Las Palmas Studios property. The Company’s acquisitions did not meet the definition of a business and were therefore accounted for as asset acquisitions. In accordance with asset acquisitions, the purchase price includes capitalized acquisition costs. The following table represents the Company’s final aggregate purchase price accounting, as of the respective acquisition dates, for each of the Company’s acquisitions completed in the nine months ended September 30, 2017 : Sunset Las Palmas Studios (1) 11601 Wilshire land 6666 Santa Monica Total Investment in real estate $ 202,723 $ 50,034 $ 3,091 $ 255,848 Deferred leasing costs and in-place lease intangibles (2) 1,741 — 145 1,886 Total assets assumed $ 204,464 $ 50,034 $ 3,236 $ 257,734 _____________ (1) The purchase price allocation includes equipment purchased by the Company of $2.8 million . (2) Represents weighted-average amortization period of 1.21 years. Dispositions The following table summarizes the properties sold during the nine months ended September 30, 2017 . These properties were non-strategic assets to the Company’s portfolio: Property Date of Disposition Square Feet (unaudited) Sales Price (1) (in millions) 222 Kearny Street 2/14/2017 148,797 $ 51.8 3402 Pico Boulevard 3/21/2017 50,687 35.0 Total dispositions 199,484 $ 86.8 _________________ (1) Represents gross sales price before certain credits, prorations and closing costs. The dispositions of these properties resulted in a $16.9 million gain for the nine months ended September 30, 2017 . This amount is included in gains on sale of real estate in the Consolidated Statements of Operations. There were no dispositions during the three months ended September 30, 2017 . Held for Sale The Company had four properties classified as held for sale as of December 31, 2016. Two properties were disposed of during the first quarter of 2017. The Company entered into an agreement on September 14, 2017 to sell its ownership interest in the consolidated joint venture that owns Pinnacle I and Pinnacle II to certain affiliates of Blackstone for $350.0 million , before credits, prorations and closing costs, including the assumption of $216.0 million of secured notes payable. The sale of Pinnacle I and Pinnacle II is expected to close in the fourth quarter of 2017. The following table summarizes the components of assets and liabilities associated with real estate held for sale as of: September 30, 2017 December 31, 2016 ASSETS Investment in real estate, net $ 302,992 $ 371,422 Accounts receivable, net 11 357 Straight-line rent receivables, net 5,220 5,949 Deferred leasing costs and lease intangible assets, net 13,204 17,798 Prepaid expenses and other assets, net 10 959 Assets associated with real estate held for sale $ 321,437 $ 396,485 LIABILITIES Notes payable, net $ 214,818 $ 214,687 Accounts payable and accrued liabilities 3,229 6,517 Lease intangible liabilities, net 5,316 6,588 Security deposits and prepaid rent 669 2,643 Liabilities associated with real estate held for sale $ 224,032 $ 230,435 Impairment of Long-Lived Assets No impairment indicators have been noted and the Company recorded no impairment charges for the nine months ended September 30, 2017 . |
Deferred Leasing Costs and Leas
Deferred Leasing Costs and Lease Intangibles, net | 9 Months Ended |
Sep. 30, 2017 | |
Leases [Abstract] | |
Deferred Leasing Costs and Lease Intangibles, net | Deferred Leasing Costs and Lease Intangibles, net The following summarizes the Company’s deferred leasing costs and lease intangibles as of: September 30, 2017 December 31, 2016 Above-market leases $ 19,622 $ 23,430 Accumulated amortization (14,299 ) (12,989 ) Above-market leases, net 5,323 10,441 Deferred leasing costs and in-place lease intangibles 316,695 350,747 Accumulated amortization (128,598 ) (133,511 ) Deferred leasing costs and in-place lease intangibles, net 188,097 217,236 Below-market ground leases 71,210 71,423 Accumulated amortization (6,799 ) (4,891 ) Below-market ground leases, net 64,411 66,532 Deferred leasing costs and lease intangible assets, net (1) $ 257,831 $ 294,209 Below-market leases $ 111,443 $ 128,817 Accumulated amortization (57,081 ) (56,254 ) Below-market leases, net 54,362 72,563 Above-market ground leases 1,095 1,095 Accumulated amortization (122 ) (89 ) Above-market ground leases, net 973 1,006 Lease intangible liabilities, net (1) $ 55,335 $ 73,569 _____________ (1) Excludes balances related to properties that have been classified as held for sale. The Company recognized the following amortization related to deferred leasing costs and lease intangibles: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Above-market leases (1) $ 1,855 $ 2,809 $ 5,122 $ 10,223 Below-market leases (1) 5,776 7,311 19,448 24,027 Deferred leasing costs and in-place lease intangibles (2) 17,376 20,742 57,813 65,408 Above-market ground leases (3) 11 11 33 33 Below-market ground leases (3) 629 545 2,121 1,637 __________________ (1) Amortization is recorded in revenues in the Consolidated Statements of Operations. (2) Amortization is recorded in depreciation and amortization expenses and office rental revenues in the Consolidated Statements of Operations. (3) Amortization is recorded in office operating expenses in the Consolidated Statements of Operations. |
Accounts Receivable, net
Accounts Receivable, net | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
Accounts Receivable, net | Accounts Receivable, net The Company’s accounting policy and methodology used to estimate the allowance for doubtful accounts is discussed in the Company’s 2016 Annual Report on Form 10-K. The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Accounts receivable $ 6,643 $ 8,660 Allowance for doubtful accounts (1,629 ) (1,827 ) Accounts receivable, net (1) $ 5,014 $ 6,833 _____________ (1) Excludes balances related to properties that have been classified as held for sale. Straight-line Rent Receivables, net The Company’s accounting policy and methodology used to estimate the allowance for doubtful accounts is discussed in the Company’s 2016 Annual Report on Form 10-K. The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Straight-line rent receivables $ 97,191 $ 82,245 Allowance for doubtful accounts (7 ) (136 ) Straight-line rent receivables, net (1) $ 97,184 $ 82,109 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Straight-line Rent Receivables,
Straight-line Rent Receivables, net | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
Straight-line Rent Receivables, net | Accounts Receivable, net The Company’s accounting policy and methodology used to estimate the allowance for doubtful accounts is discussed in the Company’s 2016 Annual Report on Form 10-K. The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Accounts receivable $ 6,643 $ 8,660 Allowance for doubtful accounts (1,629 ) (1,827 ) Accounts receivable, net (1) $ 5,014 $ 6,833 _____________ (1) Excludes balances related to properties that have been classified as held for sale. Straight-line Rent Receivables, net The Company’s accounting policy and methodology used to estimate the allowance for doubtful accounts is discussed in the Company’s 2016 Annual Report on Form 10-K. The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Straight-line rent receivables $ 97,191 $ 82,245 Allowance for doubtful accounts (7 ) (136 ) Straight-line rent receivables, net (1) $ 97,184 $ 82,109 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets, net | 9 Months Ended |
Sep. 30, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Assets, net | Prepaid Expenses and Other Assets, net The following table summarizes the Company’s prepaid expenses and other assets, net as of: September 30, 2017 December 31, 2016 Investment in unconsolidated entities $ 14,093 $ 37,228 Goodwill 8,754 8,754 Derivative assets 6,250 5,935 Other 28,263 27,141 Prepaid expenses and other assets, net $ 57,360 $ 79,058 _____________ (1) Excludes balances related to properties that have been classified as held for sale. No goodwill impairment indicators have been noted during the nine months ended September 30, 2017 . |
Notes Payable, net
Notes Payable, net | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Notes Payable, net | Notes Payable, net The following table sets forth information with respect to the amounts included in notes payable, net as of: September 30, 2017 December 31, 2016 Interest Rate (1) Contractual Maturity Date UNSECURED NOTES PAYABLE Unsecured Revolving Credit Facility (2) $ 250,000 $ 300,000 LIBOR + 1.15% to 1.85% 4/1/2019 (3) 5-Year Term Loan due April 2020 (2)(4) 450,000 450,000 LIBOR + 1.30% to 2.20% 4/1/2020 5-Year Term Loan due November 2020 (2) 175,000 175,000 LIBOR + 1.30% to 2.20% 11/17/2020 7-Year Term Loan due April 2022 (2)(5) 350,000 350,000 LIBOR + 1.60% to 2.55% 4/1/2022 7-Year Term Loan due November 2022 (2)(6) 125,000 125,000 LIBOR + 1.60% to 2.55% 11/17/2022 Series A Notes 110,000 110,000 4.34% 1/2/2023 Series E Notes 50,000 50,000 3.66% 9/15/2023 Series B Notes 259,000 259,000 4.69% 12/16/2025 Series D Notes 150,000 150,000 3.98% 7/6/2026 Series C Notes 56,000 56,000 4.79% 12/16/2027 TOTAL UNSECURED NOTES PAYABLE 1,975,000 2,025,000 SECURED NOTES PAYABLE Rincon Center (7) 98,896 100,409 5.13% 5/1/2018 Sunset Gower Studios/Sunset Bronson Studios 5,001 5,001 LIBOR + 2.25% 3/4/2019 (3) Met Park North (8) 64,500 64,500 LIBOR + 1.55% 8/1/2020 10950 Washington (7) 27,549 27,929 5.32% 3/11/2022 Pinnacle I (9)(10) 129,000 129,000 3.95% 11/7/2022 Element LA 168,000 168,000 4.59% 11/6/2025 Pinnacle II (10) 87,000 87,000 4.30% 6/11/2026 Hill7 (11) 101,000 101,000 3.38% 11/6/2026 TOTAL SECURED NOTES PAYABLE 680,946 682,839 TOTAL NOTES PAYABLE 2,655,946 2,707,839 Held for sale balances (10) (216,000 ) (216,000 ) Deferred financing costs, net (12) (15,588 ) (18,516 ) TOTAL NOTES PAYABLE, NET (13) $ 2,424,358 $ 2,473,323 _________________ (1) Interest rate with respect to indebtedness is calculated on the basis of a 360 -day year for the actual days elapsed. Interest rates are as of September 30, 2017 , which may be different than the interest rates as of December 31, 2016 for corresponding indebtedness. (2) The Company has the option to make an irrevocable election to change the interest rate depending on the Company’s credit rating. As of September 30, 2017 , no such election had been made. (3) The maturity date may be extended once for an additional one -year term. (4) Effective July 2016, $300.0 million of the term loan was effectively fixed at 2.75% to 3.65% per annum through the use of two interest rate swaps. See Note 10 for details. (5) Effective July 2016, the outstanding balance of the term loan was effectively fixed at 3.36% to 4.31% per annum through the use of two interest rate swaps. See Note 10 for details. (6) Effective June 1, 2016, the outstanding balance of the term loan was effectively fixed at 3.03% to 3.98% per annum through the use of an interest rate swap. See Note 10 for details. (7) Monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (8) This loan bears interest only. Interest on the full loan amount was effectively fixed at 3.71% per annum through the use of an interest rate swap. See Note 10 for details. (9) This loan bears interest only for the first five years. Beginning with the payment due December 6, 2017, monthly debt service will include annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (10) The Company owns 65% of the ownership interests in the consolidated joint venture that owns the Pinnacle I and II properties. The full amount of the loan is shown. The Company entered into an agreement on September 14, 2017 to sell its ownership interest in the consolidated joint venture that owns Pinnacle I and Pinnacle II. The sale is expected to close in the fourth quarter of 2017. These properties meet the definition of properties held for sale. (11) The Company owns 55% of the ownership interest in the consolidated joint venture that owns the Hill7 property. The full amount of the loan is shown. The maturity date of this loan can be extended for an additional two years at a higher interest rate and with principal amortization. (12) Excludes deferred financing costs related to properties held for sale and amounts related to establishing the Company’s unsecured revolving credit facility. (13) Excludes amounts related to a public offering of senior notes that closed October 2, 2017. Current year activity On September 14, 2017 , the Company entered into an agreement to sell its ownership interests in the consolidated joint venture that owns the Pinnacle I and Pinnacle II properties to certain affiliates of Blackstone for $350.0 million , before credits, prorations and closing costs, including the assumption of $216.0 million of secured notes payable. The loan balance related to these properties as of September 30, 2017 and December 31, 2016 is reflected in liabilities associated with real estate held for sale in the Consolidated Balance Sheets. On October 2, 2017, our operating partnership completed an underwritten public offering of $400.0 million in senior notes due November 1, 2027. The notes were issued at 99.815% of par, with a coupon of 3.950% . The notes are fully and unconditionally guaranteed by the Company. The net proceeds from the offering, after deducting the underwriting discount and offering expenses, were approximately $396.7 million , which was used to repay $150.0 million of the Company’s 5 -year term loan due April 2020 with the remainder of the net proceeds, together with cash on hand, used to fully repay the $250.0 million balance outstanding under the Company’s unsecured revolving credit facility. Indebtedness The Company presents its financial statements on a consolidated basis. Notwithstanding such presentation, except to the extent expressly indicated, such as in the case of the project financing for Sunset Gower Studios and Sunset Bronson Studios, the Company’s separate property-owning subsidiaries are not obligors of the debt of their respective affiliates and each property-owning subsidiary’s separate liabilities do not constitute obligations of its respective affiliates. Loan agreements include events of default that the Company believes are usual for loan and transactions of this type. As of the date of this filing, there have been no events of default associated with the Company’s loans. The following table summarizes the minimum future principal payments due (before the impact of extension options, if applicable) on the operating partnership’s secured and unsecured notes payable as of September 30, 2017 : Year Annual Principal Payments Remaining 2017 $ 821 2018 101,157 2019 257,886 2020 692,493 2021 3,142 Thereafter 1,600,447 Total (1) $ 2,655,946 _________________ (1) Includes balances related to properties that have been classified as held for sale. Unsecured Revolving Credit Facility The operating partnership’s unsecured revolving credit facility is amended from time to time. The terms of the arrangement are more fully described in the Company’s 2016 Annual Report on Form 10-K. The Company uses the unsecured revolving credit facility to finance the acquisition of other properties, to provide funds for tenant improvements and capital expenditures and to provide for working capital and other corporate purposes. The following table summarizes the balance and key terms of the unsecured revolving credit facility as of: September 30, 2017 December 31, 2016 Outstanding borrowings $ 250,000 $ 300,000 Remaining borrowing capacity 150,000 100,000 Total borrowing capacity $ 400,000 $ 400,000 Interest rate (1) LIBOR + 1.15% to 1.85% Facility fee-annual rate (1) 0.20% or 0.35% Contractual maturity date (2) 4/1/2019 _________________ (1) The rate is based on the operating partnership’s leverage ratio. (2) The maturity date may be extended once for an additional one -year term. Debt Covenants The operating partnership’s ability to borrow under its unsecured loan arrangements remains subject to ongoing compliance with financial and other covenants as defined in the respective agreements. Certain financial covenant ratios are subject to change in the occurrence of material acquisitions as defined in the respective agreements. Other covenants include certain limitations on dividend payouts and distributions, limits on certain types of investments outside of the operating partnership’s primary business and other customary affirmative and negative covenants. The following table summarizes existing covenants and their covenant levels, when considering the most restrictive terms: Covenant Ratio Covenant Level Leverage ratio maximum of 0.60:1.00 Unencumbered leverage ratio maximum of 0.60:1.00 Fixed charge coverage ratio minimum of 1.50:1.00 Secured indebtedness leverage ratio maximum of 0.45:1.00 Unsecured interest coverage ratio minimum of 2.00:1.00 The operating partnership was in compliance with its financial covenants as of September 30, 2017 . Repayment Guarantees Sunset Gower Studios and Sunset Bronson Studios Loan In connection with the loan secured by the Sunset Gower Studios and Sunset Bronson Studios properties, the Company has guaranteed in favor of and promised to pay to the lender 19.5% of the principal payable under the loan in the event the borrower, a wholly-owned entity of the operating partnership, does not do so. As of September 30, 2017 , the outstanding balance was $5.0 million , which results in a maximum guarantee amount for the principal under this loan of $1.0 million . Furthermore, the Company agreed to guarantee the completion of the construction improvements, including tenant improvements, as defined in the agreement, in the event of any default of the borrower. If the borrower fails to complete the remaining required work, the guarantor agrees to perform timely all of the completion obligations, as defined in the agreement. As of the date of this filing, there has been no event of default associated with this loan. Other Loans Although the rest of the operating partnership’s loans are secured and non-recourse, the operating partnership provides limited customary secured debt guarantees for items such as voluntary bankruptcy, fraud, misapplication of payments and environmental liabilities. Interest Expense The following table represents a reconciliation from the gross interest expense to the amount on the interest expense line item in the Consolidated Statements of Operations: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Gross interest expense (1) $ 24,107 $ 21,726 $ 70,345 $ 59,911 Capitalized interest (2,831 ) (2,960 ) (7,817 ) (8,414 ) Amortization of deferred financing costs and loan premium, net 1,185 1,144 3,558 3,278 Interest expense $ 22,461 $ 19,910 $ 66,086 $ 54,775 _________________ (1) Includes interest on the Company’s notes payable and hedging activities. |
Security Deposits and Prepaid R
Security Deposits and Prepaid Rent | 9 Months Ended |
Sep. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Security Deposits and Prepaid Rent | Security Deposits and Prepaid Rent The following table summarizes the Company’s security deposits and prepaid rent as of: September 30, 2017 December 31, 2016 Security deposits $ 36,881 $ 31,064 Prepaid rent 29,618 39,404 Security deposits and prepaid rent (1) $ 66,499 $ 70,468 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments The Company enters into derivative instruments in order to hedge interest rate risk. The Company had six interest rate swaps with aggregate notional amounts of $839.5 million as of September 30, 2017 and December 31, 2016 . These derivative instruments were designated as effective cash flow hedges for accounting purposes. There is no impact on the Company’s Consolidated Statements of Cash Flows. The Company’s derivative instruments are classified as Level 2 and their fair values are derived from estimated values obtained from observable market data for similar instruments. 5 -Year Term Loan due April 2020 and 7 -Year Term Loan due April 2022 On April 1, 2015, the Company effectively hedged $300.0 million of the 5 -Year Term Loan due April 2020 through two interest rate swaps, each with a notional amount of $150.0 million , which, effective as of May 1, 2015, swapped one-month LIBOR to a fixed rate of 1.36% through the loan’s maturity. Therefore, the interest rate is effectively fixed at 2.66% to 3.56% , depending on the operating partnership’s leverage ratio. The unhedged portion bears interest at a rate equal to one-month LIBOR plus 1.30% to 2.20% , depending on the operating partnership’s leverage ratio. The Company also effectively hedged its $350.0 million 7 -Year Term Loan due April 2022 through two interest rate swaps, which, effective as of May 1, 2015, swapped one-month LIBOR to a fixed rate of 1.61% through the loan’s maturity. Therefore, the interest rate is effectively fixed at 3.21% to 4.16% depending on the operating partnership’s leverage ratio. In July 2016, the derivative instruments described above were amended to include a 0.00% floor to one-month LIBOR and then de-designated the original swap and designated the amended swap as a hedge in order to minimize the ineffective portion of the original derivative instruments. Therefore, the effective interest rate increased to a range of 2.75% to 3.65% with respect to $300.0 million of the 5 -Year Term Loan due April 2020 and 3.36% to 4.31% with respect to the 7 -year Term Loan due April 2022, in each case, per annum. The interest rate within the range is based on the operating partnership’s leverage ratio. The amount included in accumulated other comprehensive income (loss) prior to the de-designation is amortized into interest expense over the remaining original terms of the derivative instruments. For the three and nine months ended September 30, 2017 , the Company recognized an unrealized loss of $37 thousand and $82 thousand , respectively, reflected in the unrealized loss (gain) on ineffective portion of derivative instruments line item on the Consolidated Statements of Operations. For the three and nine months ended September 30, 2016 , the Company recognized an unrealized gain of $0.9 million and an unrealized loss of $1.6 million , respectively. 7 -Year Term Loan due November 2022 On May 3, 2016, the Company entered into a derivative instrument with respect to $125.0 million of the 7 -Year Term Loan due November 2022. This derivative instrument became effective on June 1, 2016 and swapped one-month LIBOR, which includes a 0.00% floor, to a fixed rate of 1.43% through the loan’s maturity. Met Park North On July 31, 2013, the Company closed a seven -year loan totaling $64.5 million with Union Bank, N.A., secured by the Met Park North property. The loan bears interest at a rate equal to one-month LIBOR plus 1.55% . The full loan is subject to an interest rate contract that swaps one -month LIBOR to a fixed rate of 2.16% through the loan’s maturity on August 1, 2020. Overall The fair market value of derivative instruments is presented on a gross basis in prepaid and other expenses, net and derivative liabilities line items on the Consolidated Balance Sheets. The derivative assets as of September 30, 2017 and December 31, 2016 were $6.3 million and $5.9 million , respectively. The derivative liabilities as of September 30, 2017 and December 31, 2016 were $0.8 million and $1.3 million , respectively. The Company reclassifies into earnings in the same period during which the hedged forecasted transaction affects earnings. As of September 30, 2017 , the Company expects $1.1 million of unrealized loss included in accumulated other comprehensive loss will be reclassified to interest expense in the next 12 months. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Hudson Pacific Properties, Inc. has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (“the Code”), commencing with its taxable year ended December 31, 2010. Provided it continues to qualify for taxation as a REIT, Hudson Pacific Properties, Inc. is generally not subject to corporate level income tax on the earnings distributed currently to its stockholders. The Company has elected, together with one of its subsidiaries, to treat such subsidiary as a taxable REIT subsidiary (“TRS”) for federal income tax purposes. The Company’s property-owning subsidiaries are limited liability companies and treated as pass-through entities or disregarded entities (or, in the case of the entities that own the 1455 Market Street and Hill7 properties, REITs) for federal income tax purposes. Accordingly, no provision has been made for federal income taxes in the accompanying consolidated financial statements for the activities of these entities. The Company periodically evaluates its tax positions to determine whether it is more likely than not that such positions would be sustained upon examination by a tax authority for all open tax years, as defined by the statute of limitations, based on their technical merits. As of September 30, 2017 , the Company has not established a liability for uncertain tax positions. The Company and its TRS file income tax returns with the U.S. federal government and various state and local jurisdictions. The Company and its TRS are no longer subject to tax examinations by tax authorities for years prior to 2012. The Company has assessed its tax positions for all open years, which include 2012 to 2016, and concluded that there are no material uncertainties to be recognized. |
Future Minimum Lease Payments
Future Minimum Lease Payments | 9 Months Ended |
Sep. 30, 2017 | |
Future Minimum Lease Payments [Abstract] | |
Future Minimum Lease Payments | Future Minimum Lease Payments Contingent rental expense is recorded in the period in which the contingent event becomes probable. The Company recognized rent for ground leases and a corporate office lease as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Contingent rental expense $ 2,191 $ 1,970 $ 6,025 $ 6,417 Minimum rental expense 2,952 3,070 9,203 10,064 The following table provides information regarding the Company’s future minimum lease payments for its ground leases (before the impact of extension options, if applicable) as of September 30, 2017 : Year Ground Leases (1) Remaining 2017 $ 3,359 2018 14,115 2019 14,165 2020 14,165 2021 14,165 Thereafter 396,307 Total $ 456,276 _________________ (1) In situations where ground lease obligation adjustments are based on third-party appraisals of fair market land value, CPI adjustments and/or percentage of gross income that exceeds the minimum annual rent, the future minimum lease amounts above include the lease rental obligations in effect as of September 30, 2017 . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that require inputs that are both significant to the fair value measurement and unobservable. The Company measures fair value of financial instruments using Level 2 inputs categorized within the fair value framework. The Company’s financial assets and liabilities measured and reported at fair value on a recurring basis include the following as of: September 30, 2017 December 31, 2016 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ 6,250 $ — $ 6,250 $ — $ 5,935 $ — $ 5,935 Derivative liabilities — 819 — 819 — 1,303 — 1,303 Other Financial Instruments The carrying values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued liabilities are reasonable estimates of fair value, using Level 1 inputs, because of the short-term nature of these instruments. Fair values for notes payable are estimates based on rates currently prevailing for similar instruments of similar maturities using Level 2 inputs. The table below represents the carrying value and fair value of the Company’s notes payable as of: September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Unsecured notes payable (1) $ 1,975,000 $ 1,962,238 2,025,000 $ 2,011,210 Secured notes payable (1)(2) 680,946 669,181 682,839 669,924 _________________ (1) Amounts represent notes payable excluding net deferred financing costs. (2) Includes balances related to properties that have been classified as held for sale. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has various stock compensation arrangements, which are more fully described in the 2016 Annual Report on Form 10-K. Under the 2010 Incentive Plan, as amended (“the 2010 Plan”), the Company’s board of directors (“the Board”) has the ability to grant, among other things, restricted stock, restricted stock units and performance-based awards. The Board awards restricted shares to non-employee Board members on an annual basis as part of such Board members’ annual compensation and to newly elected non-employee Board members in accordance with the Non-Employee Director Compensation Program. The time-based awards are generally issued in the second quarter in conjunction with the director’s election to the Board and the individual share awards vest in equal annual installments over the applicable service vesting period, which is three years. The Board awards time-based restricted shares to employees on an annual basis as part of the employees’ annual compensation. The time-based awards are generally issued in the fourth quarter and the individual share awards vest in equal annual installments over the applicable service vesting period, which is generally three years. Additionally, certain restricted share awards are subject to a mandatory holding period upon vesting if the grantee is a named executive officer. In December 2015, the Compensation Committee of the Board awarded a one-time special retention award to certain executives. The grants consist of time-based awards and performance-based awards. The time-based awards vest in equal 25% installments over a four -year period, subject to the participant’s continued employment. The performance-based awards vest over a four -year period, subject to the achievement of applicable performance goals and the participant’s continued employment. The Compensation Committee of the Board annually adopts a Hudson Pacific Properties, Inc. Outperformance Program (“OPP Plan”) under the 2010 Plan. An award under the OPP Plan is ultimately earned to the extent the Company outperforms a predetermined total shareholder return (“TSR”) goal and/or achieves goals with respect to the outperformance of its peers in a particular REIT index. The ultimate aggregate award cannot exceed the predetermined maximum bonus pool. With respect to OPP Plan awards granted prior to 2017, to the extent an award is earned following the completion of a three -year performance period, 50% of the earned award will vest in full at the end of the three -year performance period and 25% of the earned award will vest in equal annual installments over the two years thereafter, subject to the participant’s continued employment. OPP Plan awards granted are settled in common stock or, in the case of certain executives, in performance units in the operating partnership. In February 2017, the Compensation Committee adopted the 2017 OPP Plan. The 2017 OPP Plan is substantially similar to the previous OPP Plans except for (i) the performance period is January 1, 2017 to December 31, 2019 (ii) the maximum bonus pool is $20.0 million and (iii) the two -year post-performance vesting period was replaced with a two -year mandatory holding period upon vesting. The per unit fair value of the 2017 OPP award granted was estimated on the date of grant using the following assumptions in the Monte Carlo valuation: Assumption Expected price volatility for the Company 24.00% Expected price volatility for the particular REIT index 17.00% Risk-free rate 1.47% Dividend yield 2.30% The following table presents the classification and amount recognized for stock-based compensation related to the Company’s awards: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Expensed stock compensation (1) $ 3,449 $ 3,288 $ 11,237 $ 9,931 Capitalized stock compensation (2) 217 112 635 300 Total stock compensation (3) $ 3,666 $ 3,400 $ 11,872 $ 10,231 _________________ (1) Amounts are recorded in general and administrative expenses in the Consolidated Statements of Operations. (2) Amounts are recorded in deferred leasing costs and lease intangible assets, net and investment in real estate, at cost in the Consolidated Balance Sheets. (3) Amounts are recorded in additional paid-in capital and non-controlling interest—units in the operating partnership in the Consolidated Balance Sheets. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Hudson Pacific Properties, Inc. Hudson Pacific Properties, Inc. calculates basic earnings per share by dividing the net income available to common stockholders for the period by the weighted average number of common shares outstanding during the period. Hudson Pacific Properties, Inc. calculates diluted earnings per share by dividing the diluted net income available to common stockholders for the period by the weighted average number of common shares and dilutive instruments outstanding during the period using the treasury stock method or the if-converted method, whichever is more dilutive. Unvested time-based RSUs and unvested OPP awards that contain nonforfeitable rights to dividends are participating securities and are included in the computation of earnings per share pursuant to the two-class method. The following table reconciles the numerator and denominator in computing Hudson Pacific Properties, Inc.’s basic and diluted earnings per share for net income available to common stockholders: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator: Basic and diluted net income available to Hudson Pacific Properties, Inc. common stockholders $ 11,064 $ 1,847 $ 35,132 $ 4,939 Denominator: Basic weighted average common shares outstanding 155,302,800 115,083,622 152,874,952 99,862,583 Effect of dilutive instruments (1) 790,936 1,179,000 773,936 1,117,000 Diluted weighted average common shares outstanding 156,093,736 116,262,622 153,648,888 100,979,583 Basic earnings per common share $ 0.07 $ 0.02 $ 0.23 $ 0.05 Diluted earnings per common share $ 0.07 $ 0.02 $ 0.23 $ 0.05 ________________ (1) The Company includes unvested awards and convertible common units as contingently issuable shares in the computation of diluted earnings per share once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted earnings per share calculation. Hudson Pacific Properties, L.P. Hudson Pacific Properties, L.P. calculates basic earnings per share by dividing the net income available to common unitholders for the period by the weighted average number of common units outstanding during the period. Hudson Pacific Properties, L.P. calculates diluted earnings per share by dividing the diluted net income available to common unitholders for the period by the weighted average number of common units and dilutive instruments outstanding during the period using the treasury stock method or the if-converted method, whichever is more dilutive. Unvested time-based RSUs and unvested OPP awards that contain nonforfeitable rights to dividends are participating securities and are included in the computation of earnings per unit pursuant to the two-class method. The following table reconciles the numerator and denominator in computing Hudson Pacific Properties, L.P.’s basic and diluted earnings per unit for net income available to common unitholders: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator: Basic and diluted net income available to Hudson Pacific Properties, L.P. common unitholders $ 11,105 $ 2,337 $ 35,388 $ 7,296 Denominator: Basic weighted average common units outstanding 155,871,845 145,614,312 153,736,796 145,550,685 Effect of dilutive instruments (1) 790,936 1,179,000 773,936 1,117,000 Diluted weighted average common units outstanding 156,662,781 146,793,312 154,510,732 146,667,685 Basic earnings per common unit $ 0.07 $ 0.02 $ 0.23 $ 0.05 Diluted earnings per common unit $ 0.07 $ 0.02 $ 0.23 $ 0.05 ________________ (1) The operating partnership includes unvested awards as contingently issuable units in the computation of diluted earnings per unit once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted earnings per unit calculation. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Equity | Equity The table below presents the effect of the Company’s derivative instruments on accumulated other comprehensive income (“OCI”): Hudson Pacific Properties, Inc. Stockholders ’ Equity Non-controlling Interest—Units in the Operating Partnership Total Equity Balance at January 1, 2017 $ 9,496 $ (3,618 ) $ 5,878 Unrealized loss recognized in OCI due to change in fair value (3,095 ) (4 ) (3,099 ) Loss reclassified from OCI into income (as interest expense) 3,686 24 3,710 Net change in OCI related to derivative instruments 591 20 611 Reclassification related to redemption of common units in the operating partnership (3,622 ) 3,622 — Balance at September 30, 2017 $ 6,465 $ 24 $ 6,489 Non-controlling Interests—Common units in the operating partnership Common units of the operating partnership and shares of common stock of the Company have essentially the same economic characteristics, as they share equally in the total net income or loss distributions of the operating partnership. Investors who own common units have the right to cause the operating partnership to repurchase any or all of their common units for cash equal to the then-current market value of one share of common stock or, at the Company’s election, issue shares of the Company’s common stock in exchange for common units on a one-for-one basis. The following table summarizes the ownership of common units, excluding unvested restricted units as of: September 30, 2017 December 31, 2016 Company-owned common units in the operating partnership 155,302,800 136,492,235 Company’s ownership interest percentage 99.6 % 93.5 % Non-controlling common units in the operating partnership (1) 569,045 9,450,620 Non-controlling ownership interest percentage (1) 0.4 % 6.5 % _________________ (1) Represents common units held by certain of the Company’s executive officers and directors, certain of their affiliates and other outside investors. On January 10, 2017, common unitholders required the operating partnership to repurchase 8,881,575 common units and the Company elected, in accordance with the limited partnership agreement of the operating partnership, to settle in cash to satisfy the repurchase. The Company funded the repurchase using the proceeds from a registered underwritten public offering of common stock. Performance units are partnership interests in the operating partnership. Each performance unit awarded will be deemed equivalent to an award of one share of common stock under the 2010 Plan, reducing the availability for other equity awards on a one-for-one basis. Under the terms of the performance units, the operating partnership will revalue its assets for tax purposes upon the occurrence of certain specified events and any increase in valuation from the time of grant until such event will be allocated first to the holders of performance units to equalize the capital accounts of such holders with the capital accounts of common unitholders. Subject to any agreed upon exceptions, once vested and having achieved parity with common unitholders, performance units are convertible into common units in the operating partnership on a one -for-one basis. 6.25% Series A cumulative redeemable preferred units of the operating partnership There are 407,066 Series A preferred units of partnership interest in the operating partnership, or Series A preferred units, which are not owned by the Company. These Series A preferred units are entitled to preferential distributions at a rate of 6.25% per annum on the liquidation preference of $25.00 per unit and became convertible at the option of the holder into common units or redeemable into cash or, at the Company’s election, exchangeable for registered shares of common stock after June 29, 2013. For a description of the conversion and redemption rights of the Series A preferred units, please see “Description of the Partnership Agreement of Hudson Pacific Properties, L.P. — Material Terms of Our Series A Preferred Units” in the Company’s June 23, 2010 Prospectus. Common Stock Activity On January 10, 2017, the Company completed a public offering of 8,881,575 shares of common stock of Hudson Pacific Properties, Inc. Proceeds from the offering were used to repurchase common units in the operating partnership. On March 3, 2017, the Company completed another public offering of 9,775,000 shares of common stock. Proceeds from the offering were used to fully repay a $255.0 million balance outstanding under its unsecured revolving credit facility, with the remaining proceeds used for general corporate purposes. The Company’s at-the-market, or ATM, program permits sales of up to $125.0 million of common stock. The Company did not utilize the ATM program during the nine months ended September 30, 2017 . A cumulative total of $20.1 million has been sold as of September 30, 2017 . Share repurchase program On January 20, 2016, the Board authorized a share repurchase program to buy up to $100.0 million of the outstanding common stock of Hudson Pacific Properties, Inc. No share repurchases have been made as of September 30, 2017 . Dividends During the third quarter of 2017 , the Company declared dividends on its common stock and non-controlling interest in common units in the operating partnership of $0.25 per share and unit. The Company also declared dividends on its Series A preferred units of $0.3906 per unit. The third quarter dividends were paid on September 29, 2017 to stockholders and unitholders of record on September 19, 2017. Taxability of Dividends Earnings and profits, which determine the taxability of distributions to stockholders, may differ from income reported for financial reporting purposes due to the differences for federal income tax purposes in the treatment of loss on extinguishment of debt, revenue recognition, compensation expense and the basis of depreciable assets and estimated useful lives used to compute depreciation. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Employment Agreements The Company has entered into employment agreements with certain executive officers, effective January 1, 2016, that provide for various severance and change in control benefits and other terms and conditions of employment. Lease and Subsequent Purchase of Corporate Headquarters from Blackstone On July 26, 2006, the Company’s predecessor, Hudson Capital, LLC, entered into a lease agreement and subsequent amendments with landlord Trizec Holdings Cal, LLC (an affiliate of Blackstone) for the Company’s corporate headquarters at 11601 Wilshire. The Company amended the lease to increase its occupancy to 40,120 square feet commencing on September 1, 2015. On December 16, 2015, the Company entered into an amendment of that lease to expand the space to approximately 42,371 square feet and to extend the term by an additional three years, to a total of ten years, through August 31, 2025. On July 1, 2016, the Company purchased the 11601 Wilshire property from affiliates of Blackstone for $311.0 million (before credits, prorations and closing costs). Sale of Pinnacle I and Pinnacle II to certain affiliates of Blackstone On September 14, 2017, the Company entered into an agreement to sell its ownership interests in the consolidated joint venture that owns the Pinnacle I and Pinnacle II properties to certain affiliates of Blackstone for $350.0 million , before credits, prorations and closing costs, including the assumption of $216.0 million of secured notes payable. The sale of Pinnacle I and Pinnacle II is expected to close in the fourth quarter of 2017. JMG Capital Lease at 11601 Wilshire JMG Capital Management LLC leases approximately 6,638 square feet at the Company’s 11601 Wilshire property pursuant to an eight -year lease at an aggregate rate of approximately $279 thousand annualized rent per year. Jonathan M. Glaser, a director on the Board, is the founder and managing member of JMG Capital Management LLC. JMG Capital Management LLC was a tenant of the property at the time it was purchased by the Company. 222 Kearny Street Disposition On February 14, 2017, the Company sold its 222 Kearny Street property to a joint venture, a partner of which is an affiliate of the Farallon Funds. Richard B. Fried, a director on the Board, is a managing member of the Farallon Funds. Agreements Related to EOP Acquisition On April 1, 2015, the Company completed the EOP Acquisition from certain affiliates of Blackstone, which consisted of 26 high-quality office assets totaling approximately 8.2 million square feet and two development parcels located throughout the Northern California region. The total consideration paid for the EOP Acquisition before certain credits, prorations and closing costs, included a cash payment of $1.75 billion and an aggregate of 63,474,791 shares of common stock of Hudson Pacific Properties, Inc. and common units in the operating partnership. In connection with the EOP Acquisition, the Company, the operating partnership and Blackstone entered into a stockholders agreement, which conferred Blackstone certain rights, including the right to nominate up to three of the Company’s directors. Additionally, the Company entered into a registration rights agreement with Blackstone providing for customary registration rights with respect to the equity consideration paid in the EOP Acquisition. Following a common stock offering and common unit repurchase on January 10, 2017, the stockholders agreement and the registration rights agreement automatically terminated on that date. Common Stock Offerings and Common Unit Redemptions On January 10, 2017, the Company, Blackstone and the Farallon Funds completed a public offering of 18,673,808 shares of common stock, consisting of 8,881,575 shares offered by the Company and 9,792,233 shares offered by the selling stockholders. The offering generated net proceeds for the Company and the selling stockholders of approximately $310.9 million and $342.7 million , respectively, before expenses. The Company used the net proceeds that it received from the offering to redeem 8,881,575 common units held by Blackstone and the Farallon Funds. The Company did not receive any proceeds from the sale of the common stock by the selling stockholders in the offerings described above but it paid approximately half of the expenses of the offerings with respect to the shares of common stock sold by the Farallon Funds and all of the expenses with respect to the shares of common stock sold by Blackstone, in each case, other than underwriting discounts, which were borne by the selling stockholders. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal From time to time, the Company is party to various lawsuits, claims and other legal proceedings arising out of, or incident to, the ordinary course of business. Management believes, based in part upon consultation with legal counsel, that the ultimate resolution of all such claims will not have a material adverse effect on the Company’s results of operations, financial position or cash flows. As of September 30, 2017 , the risk of material loss from such legal actions impacting the Company’s financial condition or results from operations has been assessed as remote. Letters of Credit As of September 30, 2017 , the Company has an outstanding letter of credit totaling approximately $2.0 million under the unsecured revolving credit facility. The letter of credit is related to utility company security deposit requirements. |
Cash Flow Reconciliation
Cash Flow Reconciliation | 9 Months Ended |
Sep. 30, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Cash Flow Reconciliation | Cash Flow Reconciliation Restricted cash primarily consists of amounts held by lenders to fund reserves such as capital improvements, taxes, insurance, debt service and operating expenditures. Pursuant to the adoption of ASU 2016-18, the Company included restricted cash with cash and cash equivalents in the Consolidated Statements of Cash Flows, which resulted in an increase of $4.1 million in the net cash provided by operating activities line item in the Consolidated Statements of Cash Flows for the nine months ended September 30, 2016 . The following table provides a reconciliation of cash and cash equivalents and restricted cash at the beginning and end of the periods presented: Nine Months Ended September 30, 2017 2016 Beginning of period: Cash and cash equivalents $ 83,015 $ 53,551 Restricted cash 25,177 18,010 Total $ 108,192 $ 71,561 End of period: Cash and cash equivalents $ 87,723 $ 89,354 Restricted cash 25,784 22,103 Total $ 113,507 $ 111,457 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 2, 2017 , our operating partnership completed an underwritten public offering of $400.0 million in senior notes due November 1, 2027 . The notes were issued at 99.815% of par, with a coupon of 3.950% . The notes are fully and unconditionally guaranteed by the Company. The net proceeds from the offering, after deducting the underwriting discount and offering expenses, were approximately $396.7 million , which was used to repay $150.0 million of the Company’s 5 -year term loan due April 2020 with the remainder of the net proceeds, together with cash on hand, used to fully repay the $250.0 million balance outstanding under the Company’s unsecured revolving credit facility. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying consolidated financial statements of the Company and the operating partnership are prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) applicable to interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to the Securities and Exchange Commission (“SEC”) rules and regulations. Accordingly, the interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements reflect all adjustments of a normal and recurring nature that are considered necessary for a fair presentation of the results for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the year ended December 31, 2017 . The interim consolidated financial statements should be read in conjunction with the consolidated financial statements in the 2016 Annual Report on Form 10-K of Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. and the notes thereto. Certain amounts in the consolidated financial statements for the prior period have been reclassified to conform to the current period presentation. Included in the reclassified amounts are properties held for sale. These amounts relate to 3402 Pico Boulevard, which was sold on March 21, 2017, and Pinnacle I and Pinnacle II, which are expected to be sold during the fourth quarter of 2017. |
Principles of Consolidation | The unaudited interim consolidated financial statements of the Company include the accounts of the Company, the operating partnership and all wholly owned subsidiaries and variable interest entities (“VIEs”), of which the Company is the primary beneficiary. The unaudited interim consolidated financial statements of the operating partnership include the accounts of the operating partnership and all wholly owned subsidiaries and VIEs, of which the operating partnership is the primary beneficiary. All intercompany balances and transactions have been eliminated in the consolidated financial statements. The Company consolidates all VIEs of which the Company is considered the primary beneficiary. VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly affect the VIE’s economic performance and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. As of September 30, 2017 , the Company has determined that four joint ventures and our operating partnership met the definition of a VIE. Three of the joint ventures are consolidated entities and one joint venture is a non-consolidated entity. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments and contingencies at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including those related to acquiring, developing and assessing the carrying values of its real estate properties, its accrued liabilities and its performance-based equity compensation awards. The Company bases its estimates on historical experience, current market conditions and various other assumptions that are believed to be reasonable under the circumstances. Actual results could materially differ from these estimates. |
Recently Issued Accounting Pronouncements | Changes to GAAP are established by the Financial Accounting Standards Board (“the FASB”) in the form of Accounting Standards Update (“ASU”). The following ASUs were adopted by the Company in 2017: Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment This guidance removes step two from the goodwill impairment test. As a result, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The Company early adopted this guidance during the second quarter of 2017 and applied it prospectively. The adoption did not have an impact on the Company’s consolidated financial statements. ASU 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments—Equity Method and Joint Ventures (Topic 323): Amendments to SEC Paragraphs Pursuant to Staff Announcements at the September 22, 2016 and November 17, 2016 EITF Meetings (SEC Update) The guidance in this ASU is based on two SEC staff announcements made at the September 2016 and November 2016 EITF meetings. In the September meeting, the SEC announced that a registrant should disclose the potential material effects of the ASUs related to revenues, leases and credit losses on financial instruments. As a result of the November meeting, the ASU conforms Accounting Standards Codification (“ASC”) 323 to the guidance issued in ASU 2014-01 related to investments in qualified affordable housing projects. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. With the adoption, the Company provided updates on its implementation of the ASUs related to revenue, leases and credit losses on financial instruments. Please refer to sections below for updates on the implementation of revenue and lease ASUs. The ASU related to credit losses on financial instruments could have a material impact on trade receivables and the Company is currently assessing the impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. ASU 2016-19, Technical Corrections and Improvements The technical corrections make minor change to certain aspects of the FASB ASC, including changes to resolve differences between current and pre-Codification guidance, updates to wording, references to avoid misapplication and textual simplifications to increase the Codification’s utility and understandability and minor amendments to guidance that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) This guidance requires entities to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company revised the Consolidated Statement of Cash Flows and disclosed the reconciliation to the related captions in the Consolidated Balance Sheets in Note 19. Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control This guidance outlines how a single decisionmaker of a VIE should treat indirect interests held through other related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this guidance during the first quarter of 2017 and applied it retrospectively. The adoption did not have a material impact on the Company’s consolidated financial statements and did not change the consolidation conclusion. ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments This ASU clarifies how certain transactions should be classified in the statement of cash flows, including debt prepayment costs, contingent consideration payments made after a business combination and distributions received from equity method investments. The ASU provides two approaches to determine the classification of cash distributions received from equity method investments: (i) the “cumulative earnings” approach, under which distributions up to the amount of cumulative equity in earnings recognized will be classified as cash inflows from operating activities, and those in excess of that amount will be classified as cash inflows from investing activities and (ii) the “nature of the distribution” approach, under which distributions will be classified based on the nature of the underlying activity that generated cash distributions. The guidance requires a Company to elect either the “cumulative earnings” approach or the “nature of the distribution” approach at the time of adoption. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company elected the “nature of the distribution” approach related to the distributions received from its equity method investments. The adoption did not have an impact on the Company’s Consolidated Statements of Cash Flows. ASU 2016-07, Investments—Equity Method and Joint Ventures (Topic 323), Simplifying the Transition to the Equity Method of Accounting The guidance eliminates the requirement that an investor retrospectively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for use of the equity method. The guidance also requires an investor that has an available-for-sale security that subsequently qualifies for the equity method to recognize in net income the unrealized holding gains or losses in accumulated other comprehensive income related to that security when it begins applying the equity method. It is required to apply this guidance prospectively. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-05, Derivatives and Hedging (Topic 815), Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships The guidance states that the novation of a derivative contract (e.g., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require de-designation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. Either a prospective or a modified retrospective approach can be applied. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. Update on ASC 606, Revenue from Contracts with Customers (“ASC 606”), implementation On May 28, 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. This guidance outlines a single comprehensive model for entities to use in accounting for revenues arising from contracts with customers and specifically notes that lease contracts with customers are a scope exception. The FASB has subsequently issued other ASUs to amend and provide further guidance related to ASC 606. These ASUs are effective for annual reporting periods (including interim periods) beginning after December 15, 2017. Either the full retrospective basis (to the beginning of its contracts) or modified retrospective method (from the beginning of the latest fiscal year of adoption) is permitted. The Company has compiled an inventory of sources of revenues and have preliminarily identified three revenue streams. Two of these revenue streams will be accounted for under ASC 606 when it becomes effective on January 1, 2018. The remaining revenue stream, which is integral to the Company’s leasing revenues, will be accounted for under ASC 606, effective with the adoption of ASC 842, Leases (“ASC 842”), on January 1, 2019. The Company is in the process of evaluating the impact on its consolidated financial statements but expects that the recognition of revenues will not be impacted by this standard. The Company plans to adopt ASC 606 on January 1, 2018 using the modified retrospective approach. Update on ASC 842 implementation On February 25, 2016, the FASB issued ASU 2016-02 to amend the accounting guidance for leases and sets out the principles for the recognition, measurement, presentation, and disclosure of leases for both parties to a lease agreement (i.e., lessees and lessors). ASC 842 provides practical expedience that allow entities to not (i) reassess whether any expired or existing contracts are or contain leases; (ii) reassess the lease classification for any expired or existing leases; (iii) reassess initial direct costs for any existing leases. This ASU is effective for annual reporting periods (including interim periods) beginning after December 15, 2018. A modified retrospective approach must be applied for leases that exist or are entered into after the beginning of the earliest comparative period presented in the consolidated financial statements. The Company plans to adopt the standard on January 1, 2019 and expects to adopt using the practical expedience elections. Lessor Accounting The Company recognized rental revenues and tenant recoveries of $175.3 million and $501.4 million for the three and nine months ended September 30, 2017 . This ASU requires companies to identify lease and non-lease components of a lease agreement. Lease components relate to the right to use the leased asset and non-lease components relate to payments for goods or services that are transferred separately from the right to use the underlying asset. Total lease consideration is allocated to lease and non-lease components on a relative standalone basis. The recognition of revenues related to lease components will be governed by ASC 842 while revenue related to non-lease components will be subject to ASC 606. Under current accounting standards, the Company recognizes rental revenue from tenants on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased asset. Tenant recoveries related to reimbursement of real estate taxes, insurance, repairs and maintenance, and other operating expenses are recognized as revenue in the period during which the applicable expenses are incurred. The reimbursements are recognized and presented gross, as we are generally the primary obligor with respect to purchasing goods and services from third-party suppliers, have discretion in selecting the supplier and bear the associated credit risk. The Company has not completed its analysis of this ASU but expects that lessors will continue to recognize the lease revenue component using an approach that is substantially equivalent to existing guidance. The Company expects that tenant recoveries will be separated into lease and non-lease components. The ASU also requires lessors to capitalize only those costs that are defined as initial direct costs. Under the current accounting standards, the Company capitalizes initial direct and indirect leasing costs. During the three and nine months ended September 30, 2017 , the Company capitalized $1.8 million and $5.0 million of indirect leasing costs, respectively. Under this new ASU, these costs will be expensed as incurred. Lessee Accounting As of September 30, 2017 , the future undiscounted minimum lease payments under the Company’s ground leases totaled $456.3 million . This guidance requires lessees to record a lease liability at lease inception, with a corresponding right-of-use asset, except for short-term leases. The Company continues to evaluate the amount of right-of-use asset and lease liability that will need to be recorded with respect to its ground leases where it is the lessee. Other recently issued ASUs The Company considers the applicability and impact of all ASUs. The following table lists the recently issued ASUs that have not been disclosed in the Company ’s 2016 Annual Report on Form 10-K and have not been adopted by the Company. The list excludes those ASUs that are not expected to have a material impact on the Company’s consolidated financial statements. Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities The guidance eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. Therefore, a cumulative effect adjustment related to elimination of ineffectiveness measurement is required to be recorded to the opening balance of retained earnings as of the beginning of the fiscal year of adoption for cash flow hedge. The guidance also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. This guidance must be applied using a modified retrospective approach. Effective for annual reporting periods (including interim periods) beginning after December 15, 2018 The Company is currently evaluating the impact of this standard on its consolidated financial statements and notes to the consolidated financial statements. The Company expects that the adoption would impact derivative instruments that have portions of ineffectiveness. The Company plans to early adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting The guidance clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. This guidance must be applied prospectively. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company does not currently expect a material impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. The Company plans to adopt this guidance during the first quarter in 2018. ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets The guidance updates the definition of an in substance nonfinancial asset and clarifies the scope of ASC 610-20 on the sale or transfer of nonfinancial assets to noncustomers, including partial sales. It also clarifies the derecognition guidance for nonfinancial assets to conform with the new revenue recognition standard. Either a full or modified retrospective approach can be applied. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company currently expects that the adoption of this ASU could have a material impact on its consolidated financial statements; however, such impact will not be known until the Company disposes of any of its investments in real estate properties, which would all be sales of nonfinancial assets. The Company plans to adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. |
Organization (Tables)
Organization (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Portfolio of properties | The Company’s portfolio consists of properties located throughout Northern and Southern California and the Pacific Northwest. The following table summarizes the Company’s portfolio as of September 30, 2017 : Number of Properties Square Feet (unaudited) Office properties: Northern California (1) 29 9,600,289 Southern California (2) 16 2,817,509 Pacific Northwest (3) 8 1,496,620 Total Office properties 53 13,914,418 Media & Entertainment properties: Southern California (2) 3 1,249,927 Total Media & Entertainment properties 3 1,249,927 Total (4) 56 15,164,345 _________________ (1) Includes the Foster City, Milpitas, North San Jose, Palo Alto, Redwood Shores, San Francisco, San Mateo and Santa Clara submarkets. (2) Includes the Burbank, Downtown Los Angeles, Hollywood, Torrance and West Los Angeles submarkets. (3) Includes the Lynnwood, Pioneer Square and South Lake Union submarkets. (4) Includes redevelopment, development and held for sale office properties. The following table summarizes the properties sold during the nine months ended September 30, 2017 . These properties were non-strategic assets to the Company’s portfolio: Property Date of Disposition Square Feet (unaudited) Sales Price (1) (in millions) 222 Kearny Street 2/14/2017 148,797 $ 51.8 3402 Pico Boulevard 3/21/2017 50,687 35.0 Total dispositions 199,484 $ 86.8 _________________ (1) Represents gross sales price before certain credits, prorations and closing costs. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Schedule of consolidated entities | As of September 30, 2017 , the operating partnership has determined that three of its joint ventures met the definition of a VIE and are consolidated: Property Ownership interest Pinnacle I (1) 65.0 % Pinnacle II (1) 65.0 % 1455 Market Street 55.0 % Hill7 55.0 % _____________ (1) A single joint venture owns both Pinnacle I and Pinnacle II. The Company entered into an agreement on September 14, 2017 to sell its ownership interest in Pinnacle I and Pinnacle II. The sale is expected to close in the fourth quarter of 2017. |
Schedule of recently issued accounting pronouncements | The following ASUs were adopted by the Company in 2017: Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment This guidance removes step two from the goodwill impairment test. As a result, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The Company early adopted this guidance during the second quarter of 2017 and applied it prospectively. The adoption did not have an impact on the Company’s consolidated financial statements. ASU 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments—Equity Method and Joint Ventures (Topic 323): Amendments to SEC Paragraphs Pursuant to Staff Announcements at the September 22, 2016 and November 17, 2016 EITF Meetings (SEC Update) The guidance in this ASU is based on two SEC staff announcements made at the September 2016 and November 2016 EITF meetings. In the September meeting, the SEC announced that a registrant should disclose the potential material effects of the ASUs related to revenues, leases and credit losses on financial instruments. As a result of the November meeting, the ASU conforms Accounting Standards Codification (“ASC”) 323 to the guidance issued in ASU 2014-01 related to investments in qualified affordable housing projects. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. With the adoption, the Company provided updates on its implementation of the ASUs related to revenue, leases and credit losses on financial instruments. Please refer to sections below for updates on the implementation of revenue and lease ASUs. The ASU related to credit losses on financial instruments could have a material impact on trade receivables and the Company is currently assessing the impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. ASU 2016-19, Technical Corrections and Improvements The technical corrections make minor change to certain aspects of the FASB ASC, including changes to resolve differences between current and pre-Codification guidance, updates to wording, references to avoid misapplication and textual simplifications to increase the Codification’s utility and understandability and minor amendments to guidance that are not expected to have a significant effect on current accounting practice or create a significant administrative cost to most entities. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) This guidance requires entities to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company revised the Consolidated Statement of Cash Flows and disclosed the reconciliation to the related captions in the Consolidated Balance Sheets in Note 19. Standard Description Effect on the Financial Statements or Other Significant Matters ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control This guidance outlines how a single decisionmaker of a VIE should treat indirect interests held through other related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The Company adopted this guidance during the first quarter of 2017 and applied it retrospectively. The adoption did not have a material impact on the Company’s consolidated financial statements and did not change the consolidation conclusion. ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments This ASU clarifies how certain transactions should be classified in the statement of cash flows, including debt prepayment costs, contingent consideration payments made after a business combination and distributions received from equity method investments. The ASU provides two approaches to determine the classification of cash distributions received from equity method investments: (i) the “cumulative earnings” approach, under which distributions up to the amount of cumulative equity in earnings recognized will be classified as cash inflows from operating activities, and those in excess of that amount will be classified as cash inflows from investing activities and (ii) the “nature of the distribution” approach, under which distributions will be classified based on the nature of the underlying activity that generated cash distributions. The guidance requires a Company to elect either the “cumulative earnings” approach or the “nature of the distribution” approach at the time of adoption. The Company early adopted this guidance during the second quarter of 2017 and applied it retrospectively. Pursuant to the adoption, the Company elected the “nature of the distribution” approach related to the distributions received from its equity method investments. The adoption did not have an impact on the Company’s Consolidated Statements of Cash Flows. ASU 2016-07, Investments—Equity Method and Joint Ventures (Topic 323), Simplifying the Transition to the Equity Method of Accounting The guidance eliminates the requirement that an investor retrospectively apply equity method accounting when an investment that it had accounted for by another method initially qualifies for use of the equity method. The guidance also requires an investor that has an available-for-sale security that subsequently qualifies for the equity method to recognize in net income the unrealized holding gains or losses in accumulated other comprehensive income related to that security when it begins applying the equity method. It is required to apply this guidance prospectively. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. ASU 2016-05, Derivatives and Hedging (Topic 815), Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships The guidance states that the novation of a derivative contract (e.g., a change in the counterparty) in a hedge accounting relationship does not, in and of itself, require de-designation of that hedge accounting relationship. The hedge accounting relationship could continue uninterrupted if all of the other hedge accounting criteria are met, including the expectation that the hedge will be highly effective when the creditworthiness of the new counterparty to the derivative contract is considered. Either a prospective or a modified retrospective approach can be applied. The Company adopted this guidance during the first quarter of 2017 and applied it prospectively. The adoption did not have a material impact on the Company’s consolidated financial statements. |
Schedule of new accounting pronouncements | The following table lists the recently issued ASUs that have not been disclosed in the Company ’s 2016 Annual Report on Form 10-K and have not been adopted by the Company. The list excludes those ASUs that are not expected to have a material impact on the Company’s consolidated financial statements. Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities The guidance eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. Therefore, a cumulative effect adjustment related to elimination of ineffectiveness measurement is required to be recorded to the opening balance of retained earnings as of the beginning of the fiscal year of adoption for cash flow hedge. The guidance also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. This guidance must be applied using a modified retrospective approach. Effective for annual reporting periods (including interim periods) beginning after December 15, 2018 The Company is currently evaluating the impact of this standard on its consolidated financial statements and notes to the consolidated financial statements. The Company expects that the adoption would impact derivative instruments that have portions of ineffectiveness. The Company plans to early adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting The guidance clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. This guidance must be applied prospectively. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company does not currently expect a material impact of this ASU on its consolidated financial statements and notes to the consolidated financial statements. The Company plans to adopt this guidance during the first quarter in 2018. ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets The guidance updates the definition of an in substance nonfinancial asset and clarifies the scope of ASC 610-20 on the sale or transfer of nonfinancial assets to noncustomers, including partial sales. It also clarifies the derecognition guidance for nonfinancial assets to conform with the new revenue recognition standard. Either a full or modified retrospective approach can be applied. Effective for annual reporting periods (including interim periods) beginning after December 15, 2017 The Company currently expects that the adoption of this ASU could have a material impact on its consolidated financial statements; however, such impact will not be known until the Company disposes of any of its investments in real estate properties, which would all be sales of nonfinancial assets. The Company plans to adopt this guidance during the first quarter in 2018 and apply it using the modified retrospective approach. |
Investment in Real Estate (Tabl
Investment in Real Estate (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate [Abstract] | |
Summary of investment in real estate | The following table summarizes the Company’s investment in real estate, at cost as of: September 30, 2017 December 31, 2016 Land $ 1,369,320 $ 1,221,450 Building and improvements 4,526,416 4,217,232 Tenant improvements 389,284 361,108 Furniture and fixtures 8,217 4,264 Property under development 265,661 295,239 Investment in real estate, at cost (1) $ 6,558,898 $ 6,099,293 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Schedule of acquisitions competed during the period | The following table summarizes the information on the acquisitions completed during the nine months ended September 30, 2017 : Property Submarket Segment Date of Acquisition Square Feet (unaudited) Purchase Price (1) (in millions) Sunset Las Palmas Studios (2) Hollywood Media and Entertainment 5/1/2017 369,000 $ 200.0 11601 Wilshire land (3) West Los Angeles Office 6/15/2017 N/A 50.0 6666 Santa Monica (4) Hollywood Media and Entertainment 6/29/2017 4,150 3.2 Total acquisitions 373,150 $ 253.2 _____________ (1) Represents purchase price before certain credits, prorations and closing costs. (2) The property consists of stages, production office and support space on 15 acres near Sunset Gower Studios and Sunset Bronson Studios. The purchase price above does not include equipment purchased by the Company for $2.8 million , which was transacted separately from the studio acquisition. In April 2017, the Company drew $150.0 million under the unsecured revolving credit facility to fund the acquisition. (3) On July 1, 2016 the Company purchased a partial interest in land held as a tenancy in common in conjunction with its acquisition of the 11601 Wilshire property. The land interest held as a tenancy in common was accounted for as an equity method investment. On June 15, 2017, the Company purchased the remaining interest, which was fair valued and allocated to land and building. (4) This parcel is adjacent to the Sunset Las Palmas Studios property. |
Schedule of asset acquisition, purchase price allocation | The following table represents the Company’s final aggregate purchase price accounting, as of the respective acquisition dates, for each of the Company’s acquisitions completed in the nine months ended September 30, 2017 : Sunset Las Palmas Studios (1) 11601 Wilshire land 6666 Santa Monica Total Investment in real estate $ 202,723 $ 50,034 $ 3,091 $ 255,848 Deferred leasing costs and in-place lease intangibles (2) 1,741 — 145 1,886 Total assets assumed $ 204,464 $ 50,034 $ 3,236 $ 257,734 _____________ (1) The purchase price allocation includes equipment purchased by the Company of $2.8 million . (2) Represents weighted-average amortization period of 1.21 years. |
Schedule of dispositions | The Company’s portfolio consists of properties located throughout Northern and Southern California and the Pacific Northwest. The following table summarizes the Company’s portfolio as of September 30, 2017 : Number of Properties Square Feet (unaudited) Office properties: Northern California (1) 29 9,600,289 Southern California (2) 16 2,817,509 Pacific Northwest (3) 8 1,496,620 Total Office properties 53 13,914,418 Media & Entertainment properties: Southern California (2) 3 1,249,927 Total Media & Entertainment properties 3 1,249,927 Total (4) 56 15,164,345 _________________ (1) Includes the Foster City, Milpitas, North San Jose, Palo Alto, Redwood Shores, San Francisco, San Mateo and Santa Clara submarkets. (2) Includes the Burbank, Downtown Los Angeles, Hollywood, Torrance and West Los Angeles submarkets. (3) Includes the Lynnwood, Pioneer Square and South Lake Union submarkets. (4) Includes redevelopment, development and held for sale office properties. The following table summarizes the properties sold during the nine months ended September 30, 2017 . These properties were non-strategic assets to the Company’s portfolio: Property Date of Disposition Square Feet (unaudited) Sales Price (1) (in millions) 222 Kearny Street 2/14/2017 148,797 $ 51.8 3402 Pico Boulevard 3/21/2017 50,687 35.0 Total dispositions 199,484 $ 86.8 _________________ (1) Represents gross sales price before certain credits, prorations and closing costs. |
Schedule of components of assets and liabilities associated with real estate held for sale | The following table summarizes the components of assets and liabilities associated with real estate held for sale as of: September 30, 2017 December 31, 2016 ASSETS Investment in real estate, net $ 302,992 $ 371,422 Accounts receivable, net 11 357 Straight-line rent receivables, net 5,220 5,949 Deferred leasing costs and lease intangible assets, net 13,204 17,798 Prepaid expenses and other assets, net 10 959 Assets associated with real estate held for sale $ 321,437 $ 396,485 LIABILITIES Notes payable, net $ 214,818 $ 214,687 Accounts payable and accrued liabilities 3,229 6,517 Lease intangible liabilities, net 5,316 6,588 Security deposits and prepaid rent 669 2,643 Liabilities associated with real estate held for sale $ 224,032 $ 230,435 |
Deferred Leasing Costs and Le33
Deferred Leasing Costs and Lease Intangibles, net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Leases [Abstract] | |
Schedule of deferred leasing cost and lease intangibles | The following summarizes the Company’s deferred leasing costs and lease intangibles as of: September 30, 2017 December 31, 2016 Above-market leases $ 19,622 $ 23,430 Accumulated amortization (14,299 ) (12,989 ) Above-market leases, net 5,323 10,441 Deferred leasing costs and in-place lease intangibles 316,695 350,747 Accumulated amortization (128,598 ) (133,511 ) Deferred leasing costs and in-place lease intangibles, net 188,097 217,236 Below-market ground leases 71,210 71,423 Accumulated amortization (6,799 ) (4,891 ) Below-market ground leases, net 64,411 66,532 Deferred leasing costs and lease intangible assets, net (1) $ 257,831 $ 294,209 Below-market leases $ 111,443 $ 128,817 Accumulated amortization (57,081 ) (56,254 ) Below-market leases, net 54,362 72,563 Above-market ground leases 1,095 1,095 Accumulated amortization (122 ) (89 ) Above-market ground leases, net 973 1,006 Lease intangible liabilities, net (1) $ 55,335 $ 73,569 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Schedule of amortization during period | The Company recognized the following amortization related to deferred leasing costs and lease intangibles: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Above-market leases (1) $ 1,855 $ 2,809 $ 5,122 $ 10,223 Below-market leases (1) 5,776 7,311 19,448 24,027 Deferred leasing costs and in-place lease intangibles (2) 17,376 20,742 57,813 65,408 Above-market ground leases (3) 11 11 33 33 Below-market ground leases (3) 629 545 2,121 1,637 __________________ (1) Amortization is recorded in revenues in the Consolidated Statements of Operations. (2) Amortization is recorded in depreciation and amortization expenses and office rental revenues in the Consolidated Statements of Operations. (3) Amortization is recorded in office operating expenses in the Consolidated Statements of Operations. |
Accounts Receivable, net (Table
Accounts Receivable, net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
Schedule of accounts receivable, net | The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Accounts receivable $ 6,643 $ 8,660 Allowance for doubtful accounts (1,629 ) (1,827 ) Accounts receivable, net (1) $ 5,014 $ 6,833 _____________ (1) Excludes balances related to properties that have been classified as held for sale. The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Straight-line rent receivables $ 97,191 $ 82,245 Allowance for doubtful accounts (7 ) (136 ) Straight-line rent receivables, net (1) $ 97,184 $ 82,109 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Straight-line Rent Receivable35
Straight-line Rent Receivables, net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Receivables [Abstract] | |
Schedule of straight-line rent receivables, net | The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Accounts receivable $ 6,643 $ 8,660 Allowance for doubtful accounts (1,629 ) (1,827 ) Accounts receivable, net (1) $ 5,014 $ 6,833 _____________ (1) Excludes balances related to properties that have been classified as held for sale. The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: September 30, 2017 December 31, 2016 Straight-line rent receivables $ 97,191 $ 82,245 Allowance for doubtful accounts (7 ) (136 ) Straight-line rent receivables, net (1) $ 97,184 $ 82,109 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Prepaid Expenses and Other As36
Prepaid Expenses and Other Assets, net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of prepaid expenses and other assets, net | The following table summarizes the Company’s prepaid expenses and other assets, net as of: September 30, 2017 December 31, 2016 Investment in unconsolidated entities $ 14,093 $ 37,228 Goodwill 8,754 8,754 Derivative assets 6,250 5,935 Other 28,263 27,141 Prepaid expenses and other assets, net $ 57,360 $ 79,058 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Notes Payable, net (Tables)
Notes Payable, net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | The following table sets forth information with respect to the amounts included in notes payable, net as of: September 30, 2017 December 31, 2016 Interest Rate (1) Contractual Maturity Date UNSECURED NOTES PAYABLE Unsecured Revolving Credit Facility (2) $ 250,000 $ 300,000 LIBOR + 1.15% to 1.85% 4/1/2019 (3) 5-Year Term Loan due April 2020 (2)(4) 450,000 450,000 LIBOR + 1.30% to 2.20% 4/1/2020 5-Year Term Loan due November 2020 (2) 175,000 175,000 LIBOR + 1.30% to 2.20% 11/17/2020 7-Year Term Loan due April 2022 (2)(5) 350,000 350,000 LIBOR + 1.60% to 2.55% 4/1/2022 7-Year Term Loan due November 2022 (2)(6) 125,000 125,000 LIBOR + 1.60% to 2.55% 11/17/2022 Series A Notes 110,000 110,000 4.34% 1/2/2023 Series E Notes 50,000 50,000 3.66% 9/15/2023 Series B Notes 259,000 259,000 4.69% 12/16/2025 Series D Notes 150,000 150,000 3.98% 7/6/2026 Series C Notes 56,000 56,000 4.79% 12/16/2027 TOTAL UNSECURED NOTES PAYABLE 1,975,000 2,025,000 SECURED NOTES PAYABLE Rincon Center (7) 98,896 100,409 5.13% 5/1/2018 Sunset Gower Studios/Sunset Bronson Studios 5,001 5,001 LIBOR + 2.25% 3/4/2019 (3) Met Park North (8) 64,500 64,500 LIBOR + 1.55% 8/1/2020 10950 Washington (7) 27,549 27,929 5.32% 3/11/2022 Pinnacle I (9)(10) 129,000 129,000 3.95% 11/7/2022 Element LA 168,000 168,000 4.59% 11/6/2025 Pinnacle II (10) 87,000 87,000 4.30% 6/11/2026 Hill7 (11) 101,000 101,000 3.38% 11/6/2026 TOTAL SECURED NOTES PAYABLE 680,946 682,839 TOTAL NOTES PAYABLE 2,655,946 2,707,839 Held for sale balances (10) (216,000 ) (216,000 ) Deferred financing costs, net (12) (15,588 ) (18,516 ) TOTAL NOTES PAYABLE, NET (13) $ 2,424,358 $ 2,473,323 _________________ (1) Interest rate with respect to indebtedness is calculated on the basis of a 360 -day year for the actual days elapsed. Interest rates are as of September 30, 2017 , which may be different than the interest rates as of December 31, 2016 for corresponding indebtedness. (2) The Company has the option to make an irrevocable election to change the interest rate depending on the Company’s credit rating. As of September 30, 2017 , no such election had been made. (3) The maturity date may be extended once for an additional one -year term. (4) Effective July 2016, $300.0 million of the term loan was effectively fixed at 2.75% to 3.65% per annum through the use of two interest rate swaps. See Note 10 for details. (5) Effective July 2016, the outstanding balance of the term loan was effectively fixed at 3.36% to 4.31% per annum through the use of two interest rate swaps. See Note 10 for details. (6) Effective June 1, 2016, the outstanding balance of the term loan was effectively fixed at 3.03% to 3.98% per annum through the use of an interest rate swap. See Note 10 for details. (7) Monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (8) This loan bears interest only. Interest on the full loan amount was effectively fixed at 3.71% per annum through the use of an interest rate swap. See Note 10 for details. (9) This loan bears interest only for the first five years. Beginning with the payment due December 6, 2017, monthly debt service will include annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (10) The Company owns 65% of the ownership interests in the consolidated joint venture that owns the Pinnacle I and II properties. The full amount of the loan is shown. The Company entered into an agreement on September 14, 2017 to sell its ownership interest in the consolidated joint venture that owns Pinnacle I and Pinnacle II. The sale is expected to close in the fourth quarter of 2017. These properties meet the definition of properties held for sale. (11) The Company owns 55% of the ownership interest in the consolidated joint venture that owns the Hill7 property. The full amount of the loan is shown. The maturity date of this loan can be extended for an additional two years at a higher interest rate and with principal amortization. (12) Excludes deferred financing costs related to properties held for sale and amounts related to establishing the Company’s unsecured revolving credit facility. (13) Excludes amounts related to a public offering of senior notes that closed October 2, 2017. |
Schedule of maturities of long-term debt | The following table summarizes the minimum future principal payments due (before the impact of extension options, if applicable) on the operating partnership’s secured and unsecured notes payable as of September 30, 2017 : Year Annual Principal Payments Remaining 2017 $ 821 2018 101,157 2019 257,886 2020 692,493 2021 3,142 Thereafter 1,600,447 Total (1) $ 2,655,946 _________________ (1) Includes balances related to properties that have been classified as held for sale. |
Summary of balance and key terms of the unsecured revolving credit facility | The following table summarizes the balance and key terms of the unsecured revolving credit facility as of: September 30, 2017 December 31, 2016 Outstanding borrowings $ 250,000 $ 300,000 Remaining borrowing capacity 150,000 100,000 Total borrowing capacity $ 400,000 $ 400,000 Interest rate (1) LIBOR + 1.15% to 1.85% Facility fee-annual rate (1) 0.20% or 0.35% Contractual maturity date (2) 4/1/2019 _________________ (1) The rate is based on the operating partnership’s leverage ratio. (2) The maturity date may be extended once for an additional one -year term. |
Summary of existing covenants and their covenant levels | The following table summarizes existing covenants and their covenant levels, when considering the most restrictive terms: Covenant Ratio Covenant Level Leverage ratio maximum of 0.60:1.00 Unencumbered leverage ratio maximum of 0.60:1.00 Fixed charge coverage ratio minimum of 1.50:1.00 Secured indebtedness leverage ratio maximum of 0.45:1.00 Unsecured interest coverage ratio minimum of 2.00:1.00 |
Schedule of interest costs incurred | The following table represents a reconciliation from the gross interest expense to the amount on the interest expense line item in the Consolidated Statements of Operations: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Gross interest expense (1) $ 24,107 $ 21,726 $ 70,345 $ 59,911 Capitalized interest (2,831 ) (2,960 ) (7,817 ) (8,414 ) Amortization of deferred financing costs and loan premium, net 1,185 1,144 3,558 3,278 Interest expense $ 22,461 $ 19,910 $ 66,086 $ 54,775 _________________ (1) Includes interest on the Company’s notes payable and hedging activities. |
Security Deposits and Prepaid38
Security Deposits and Prepaid Rent (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Summary of security deposits and prepaid rent | The following table summarizes the Company’s security deposits and prepaid rent as of: September 30, 2017 December 31, 2016 Security deposits $ 36,881 $ 31,064 Prepaid rent 29,618 39,404 Security deposits and prepaid rent (1) $ 66,499 $ 70,468 _____________ (1) Excludes balances related to properties that have been classified as held for sale. |
Future Minimum Lease Payments (
Future Minimum Lease Payments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Future Minimum Lease Payments [Abstract] | |
Schedule of rent expense | The Company recognized rent for ground leases and a corporate office lease as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Contingent rental expense $ 2,191 $ 1,970 $ 6,025 $ 6,417 Minimum rental expense 2,952 3,070 9,203 10,064 |
Schedule of future minimum lease payments | The following table provides information regarding the Company’s future minimum lease payments for its ground leases (before the impact of extension options, if applicable) as of September 30, 2017 : Year Ground Leases (1) Remaining 2017 $ 3,359 2018 14,115 2019 14,165 2020 14,165 2021 14,165 Thereafter 396,307 Total $ 456,276 _________________ (1) In situations where ground lease obligation adjustments are based on third-party appraisals of fair market land value, CPI adjustments and/or percentage of gross income that exceeds the minimum annual rent, the future minimum lease amounts above include the lease rental obligations in effect as of September 30, 2017 . |
Fair Value of Financial Instr40
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair value of derivatives measured by level of fair value hierarchy | The Company’s financial assets and liabilities measured and reported at fair value on a recurring basis include the following as of: September 30, 2017 December 31, 2016 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ 6,250 $ — $ 6,250 $ — $ 5,935 $ — $ 5,935 Derivative liabilities — 819 — 819 — 1,303 — 1,303 |
Schedule of carrying value and fair value of notes payable | The table below represents the carrying value and fair value of the Company’s notes payable as of: September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Unsecured notes payable (1) $ 1,975,000 $ 1,962,238 2,025,000 $ 2,011,210 Secured notes payable (1)(2) 680,946 669,181 682,839 669,924 _________________ (1) Amounts represent notes payable excluding net deferred financing costs. (2) Includes balances related to properties that have been classified as held for sale. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of fair value assumptions | The per unit fair value of the 2017 OPP award granted was estimated on the date of grant using the following assumptions in the Monte Carlo valuation: Assumption Expected price volatility for the Company 24.00% Expected price volatility for the particular REIT index 17.00% Risk-free rate 1.47% Dividend yield 2.30% |
Schedule of classification and amount recognized for stock-based compensation | The following table presents the classification and amount recognized for stock-based compensation related to the Company’s awards: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Expensed stock compensation (1) $ 3,449 $ 3,288 $ 11,237 $ 9,931 Capitalized stock compensation (2) 217 112 635 300 Total stock compensation (3) $ 3,666 $ 3,400 $ 11,872 $ 10,231 _________________ (1) Amounts are recorded in general and administrative expenses in the Consolidated Statements of Operations. (2) Amounts are recorded in deferred leasing costs and lease intangible assets, net and investment in real estate, at cost in the Consolidated Balance Sheets. (3) Amounts are recorded in additional paid-in capital and non-controlling interest—units in the operating partnership in the Consolidated Balance Sheets. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | The following table reconciles the numerator and denominator in computing Hudson Pacific Properties, Inc.’s basic and diluted earnings per share for net income available to common stockholders: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator: Basic and diluted net income available to Hudson Pacific Properties, Inc. common stockholders $ 11,064 $ 1,847 $ 35,132 $ 4,939 Denominator: Basic weighted average common shares outstanding 155,302,800 115,083,622 152,874,952 99,862,583 Effect of dilutive instruments (1) 790,936 1,179,000 773,936 1,117,000 Diluted weighted average common shares outstanding 156,093,736 116,262,622 153,648,888 100,979,583 Basic earnings per common share $ 0.07 $ 0.02 $ 0.23 $ 0.05 Diluted earnings per common share $ 0.07 $ 0.02 $ 0.23 $ 0.05 ________________ (1) The Company includes unvested awards and convertible common units as contingently issuable shares in the computation of diluted earnings per share once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted earnings per share calculation. The following table reconciles the numerator and denominator in computing Hudson Pacific Properties, L.P.’s basic and diluted earnings per unit for net income available to common unitholders: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator: Basic and diluted net income available to Hudson Pacific Properties, L.P. common unitholders $ 11,105 $ 2,337 $ 35,388 $ 7,296 Denominator: Basic weighted average common units outstanding 155,871,845 145,614,312 153,736,796 145,550,685 Effect of dilutive instruments (1) 790,936 1,179,000 773,936 1,117,000 Diluted weighted average common units outstanding 156,662,781 146,793,312 154,510,732 146,667,685 Basic earnings per common unit $ 0.07 $ 0.02 $ 0.23 $ 0.05 Diluted earnings per common unit $ 0.07 $ 0.02 $ 0.23 $ 0.05 ________________ (1) The operating partnership includes unvested awards as contingently issuable units in the computation of diluted earnings per unit once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted earnings per unit calculation. |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Comprehensive income (loss) | The table below presents the effect of the Company’s derivative instruments on accumulated other comprehensive income (“OCI”): Hudson Pacific Properties, Inc. Stockholders ’ Equity Non-controlling Interest—Units in the Operating Partnership Total Equity Balance at January 1, 2017 $ 9,496 $ (3,618 ) $ 5,878 Unrealized loss recognized in OCI due to change in fair value (3,095 ) (4 ) (3,099 ) Loss reclassified from OCI into income (as interest expense) 3,686 24 3,710 Net change in OCI related to derivative instruments 591 20 611 Reclassification related to redemption of common units in the operating partnership (3,622 ) 3,622 — Balance at September 30, 2017 $ 6,465 $ 24 $ 6,489 |
Schedule of ownership of common units including unvested restricted units | The following table summarizes the ownership of common units, excluding unvested restricted units as of: September 30, 2017 December 31, 2016 Company-owned common units in the operating partnership 155,302,800 136,492,235 Company’s ownership interest percentage 99.6 % 93.5 % Non-controlling common units in the operating partnership (1) 569,045 9,450,620 Non-controlling ownership interest percentage (1) 0.4 % 6.5 % _________________ (1) Represents common units held by certain of the Company’s executive officers and directors, certain of their affiliates and other outside investors. |
Cash Flow Reconciliation (Table
Cash Flow Reconciliation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of cash and cash equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash at the beginning and end of the periods presented: Nine Months Ended September 30, 2017 2016 Beginning of period: Cash and cash equivalents $ 83,015 $ 53,551 Restricted cash 25,177 18,010 Total $ 108,192 $ 71,561 End of period: Cash and cash equivalents $ 87,723 $ 89,354 Restricted cash 25,784 22,103 Total $ 113,507 $ 111,457 |
Restrictions on cash and cash equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash at the beginning and end of the periods presented: Nine Months Ended September 30, 2017 2016 Beginning of period: Cash and cash equivalents $ 83,015 $ 53,551 Restricted cash 25,177 18,010 Total $ 108,192 $ 71,561 End of period: Cash and cash equivalents $ 87,723 $ 89,354 Restricted cash 25,784 22,103 Total $ 113,507 $ 111,457 |
Organization (Details)
Organization (Details) $ in Millions | Apr. 01, 2015USD ($)ft²projectpropertyshares | Sep. 30, 2017ft²property |
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 15,164,345 | |
Number of real estate properties (in properties) | property | 56 | |
Office | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 13,914,418 | |
Number of real estate properties (in properties) | property | 53 | |
Office | Northern California | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 9,600,289 | |
Number of real estate properties (in properties) | property | 29 | |
Office | Southern California | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 2,817,509 | |
Number of real estate properties (in properties) | property | 16 | |
Office | Pacific Northwest | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 1,496,620 | |
Number of real estate properties (in properties) | property | 8 | |
Media and Entertainment Properties | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 1,249,927 | |
Number of real estate properties (in properties) | property | 3 | |
Media and Entertainment Properties | Southern California | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 1,249,927 | |
Number of real estate properties (in properties) | property | 3 | |
EOP Northern California Portfolio | ||
Business Acquisition [Line Items] | ||
Area of real estate property (in square feet) | ft² | 8,200,000 | |
Gross payments to acquire business | $ | $ 1,750 | |
Consideration transferred, common units (in shares) | shares | 63,474,791 | |
EOP Northern California Portfolio | Office Building | ||
Business Acquisition [Line Items] | ||
Number of real estate properties acquired (in properties) | property | 26 | |
EOP Northern California Portfolio | Development Parcel | ||
Business Acquisition [Line Items] | ||
Number of development projects acquired (in projects) | project | 2 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($)revenue_streamjoint_venture | |
Variable Interest Entity [Line Items] | ||
Number of revenue streams related to non-lease components | revenue_stream | 3 | |
Number of revenue streams with a change in accounting principle effective January 1, 2018 | revenue_stream | 2 | |
Rental revenue and tenant recoveries | $ | $ 175,300 | $ 501,400 |
Indirect leasing costs capitalized during period | $ | 1,800 | 5,000 |
Future undiscounted minimum lease payments on ground leases | $ | $ 456,276 | $ 456,276 |
VIE, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Number of joint ventures meeting VIE definition | joint_venture | 4 | |
Number of joint ventures consolidated | joint_venture | 3 | |
VIE, Not Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Number of joint ventures not consolidated | joint_venture | 1 | |
Ownership interest | 21.00% |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Consolidated Entities (Details) - VIE, Primary Beneficiary | 9 Months Ended |
Sep. 30, 2017 | |
Pinnacle I | |
Variable Interest Entity [Line Items] | |
Ownership interest | 65.00% |
Pinnacle II | |
Variable Interest Entity [Line Items] | |
Ownership interest | 65.00% |
1455 Market Street | |
Variable Interest Entity [Line Items] | |
Ownership interest | 55.00% |
Hill7 | |
Variable Interest Entity [Line Items] | |
Ownership interest | 55.00% |
Investment in Real Estate - Sum
Investment in Real Estate - Summary of Real Estate Held for Investment (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Real Estate [Abstract] | ||
Land | $ 1,369,320 | $ 1,221,450 |
Building and improvements | 4,526,416 | 4,217,232 |
Tenant improvements | 389,284 | 361,108 |
Furniture and fixtures | 8,217 | 4,264 |
Property under development | 265,661 | 295,239 |
Investment in real estate, at cost | $ 6,558,898 | $ 6,099,293 |
Investment in Real Estate - Pro
Investment in Real Estate - Properties Acquired (Details) $ in Thousands | Jun. 29, 2017USD ($)ft² | Jun. 15, 2017USD ($) | May 01, 2017USD ($)ft²a | Apr. 30, 2017USD ($) | Sep. 30, 2017USD ($)ft² |
Real Estate [Line Items] | |||||
Square feet (unaudited) | ft² | 373,150 | ||||
Purchase Price | $ 253,200 | ||||
Investment in real estate | 255,848 | ||||
Deferred leasing costs and in-place lease intangibles | 1,886 | ||||
Total assets assumed | $ 257,734 | ||||
Deferred leasing costs and in-place lease intangibles | |||||
Real Estate [Line Items] | |||||
Weighted-average amortization period (in years) | 1 year 2 months 15 days | ||||
Sunset Las Palmas Studios | |||||
Real Estate [Line Items] | |||||
Equipment purchased | $ 2,800 | ||||
Investment in real estate | 202,723 | ||||
Deferred leasing costs and in-place lease intangibles | 1,741 | ||||
Total assets assumed | $ 204,464 | ||||
Sunset Las Palmas Studios | Revolving Credit Facility | |||||
Real Estate [Line Items] | |||||
Proceeds from unsecured revolving credit facility | $ 150,000 | ||||
11601 Wilshire Boulevard Office Building | |||||
Real Estate [Line Items] | |||||
Investment in real estate | $ 50,034 | ||||
Deferred leasing costs and in-place lease intangibles | 0 | ||||
Total assets assumed | 50,034 | ||||
6666 Santa Monica | |||||
Real Estate [Line Items] | |||||
Investment in real estate | $ 3,091 | ||||
Deferred leasing costs and in-place lease intangibles | 145 | ||||
Total assets assumed | $ 3,236 | ||||
Media & Entertainment | Sunset Las Palmas Studios | |||||
Real Estate [Line Items] | |||||
Square feet (unaudited) | ft² | 369,000 | ||||
Purchase Price | $ 200,000 | ||||
Area of real estate in acres | a | 15 | ||||
Media & Entertainment | 6666 Santa Monica | |||||
Real Estate [Line Items] | |||||
Square feet (unaudited) | ft² | 4,150 | ||||
Purchase Price | $ 3,200 | ||||
Office | 11601 Wilshire Boulevard Office Building | |||||
Real Estate [Line Items] | |||||
Purchase Price | $ 50,000 |
Investment in Real Estate - P50
Investment in Real Estate - Properties Disposed (Details) | Mar. 21, 2017USD ($)ft² | Feb. 14, 2017USD ($)ft² | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)ft² | Sep. 30, 2016USD ($) |
Real Estate [Line Items] | ||||||
Square feet of real estate disposed | ft² | 199,484 | |||||
Sales Price | $ 86,800,000 | |||||
Gains on sale of real estate | $ 0 | $ 0 | $ 16,866,000 | $ 8,515,000 | ||
222 Kearny Street | ||||||
Real Estate [Line Items] | ||||||
Square feet of real estate disposed | ft² | 148,797 | |||||
Sales Price | $ 51,800,000 | |||||
3402 Pico Boulevard | ||||||
Real Estate [Line Items] | ||||||
Square feet of real estate disposed | ft² | 50,687 | |||||
Sales Price | $ 35,000,000 |
Investment in Real Estate - Rea
Investment in Real Estate - Real Estate Held For Sale (Details) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017property | Sep. 30, 2017USD ($) | Sep. 14, 2017USD ($) | Dec. 31, 2016USD ($)property | |
ASSETS | ||||
Investment in real estate, net | $ 302,992,000 | $ 371,422,000 | ||
Accounts receivable, net | 11,000 | 357,000 | ||
Straight-line rent receivables, net | 5,220,000 | 5,949,000 | ||
Deferred leasing costs and lease intangible assets, net | 13,204,000 | 17,798,000 | ||
Prepaid expenses and other assets, net | 10,000 | 959,000 | ||
Assets associated with real estate held for sale | 321,437,000 | 396,485,000 | ||
LIABILITIES | ||||
Notes payable, net | 214,818,000 | 214,687,000 | ||
Accounts payable and accrued liabilities | 3,229,000 | 6,517,000 | ||
Lease intangible liabilities, net | 5,316,000 | 6,588,000 | ||
Security deposits and prepaid rent | 669,000 | 2,643,000 | ||
Liabilities associated with real estate held for sale | 224,032,000 | $ 230,435,000 | ||
Real Estate [Line Items] | ||||
Number of properties held for sale | property | 4 | |||
Number of properties sold during the period | property | 2 | |||
Long-lived asset impairment charges | 0 | |||
Not Discontinued Operations | ||||
Real Estate [Line Items] | ||||
Principal Amount of debt included in held-for-sale balances | $ 216,000,000 | $ 216,000,000 | ||
Joint Venture That Owns Pinnacle I and II | Not Discontinued Operations | ||||
Real Estate [Line Items] | ||||
Disposal group, consideration | $ 350,000,000 | |||
Principal Amount of debt included in held-for-sale balances | $ 216,000,000 |
Deferred Leasing Costs and Le52
Deferred Leasing Costs and Lease Intangibles, net - Schedule of Finite-Lived Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Deferred leasing costs and lease intangibles, net | $ 257,831 | $ 257,831 | $ 294,209 | ||
Other Liabilities, Unclassified [Abstract] | |||||
Below and above market ground leases, net | 55,335 | 55,335 | 73,569 | ||
Amortization of above- and below-market leases, net | (14,326) | $ (13,804) | |||
Below Market Leases | |||||
Other Liabilities, Unclassified [Abstract] | |||||
Below and above market ground leases | 111,443 | 111,443 | 128,817 | ||
Below and above market ground leases, accumulated amortization | (57,081) | (57,081) | (56,254) | ||
Below and above market ground leases, net | 54,362 | 54,362 | 72,563 | ||
Amortization of above- and below-market leases, net | 5,776 | $ 7,311 | 19,448 | 24,027 | |
Above Market Ground Leases | |||||
Other Liabilities, Unclassified [Abstract] | |||||
Below and above market ground leases | 1,095 | 1,095 | 1,095 | ||
Below and above market ground leases, accumulated amortization | (122) | (122) | (89) | ||
Below and above market ground leases, net | 973 | 973 | 1,006 | ||
Amortization of above- and below-market leases, net | 11 | 11 | 33 | 33 | |
Above-market leases | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Deferred leasing costs and lease intangibles | 19,622 | 19,622 | 23,430 | ||
Accumulated amortization | (14,299) | (14,299) | (12,989) | ||
Deferred leasing costs and lease intangibles, net | 5,323 | 5,323 | 10,441 | ||
Other Liabilities, Unclassified [Abstract] | |||||
Amortization of above- and below-market leases, net | 1,855 | 2,809 | 5,122 | 10,223 | |
Deferred leasing costs and in-place lease intangibles | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Deferred leasing costs and lease intangibles | 316,695 | 316,695 | 350,747 | ||
Accumulated amortization | (128,598) | (128,598) | (133,511) | ||
Deferred leasing costs and lease intangibles, net | 188,097 | 188,097 | 217,236 | ||
Other Liabilities, Unclassified [Abstract] | |||||
Amortization of above- and below-market leases, net | 17,376 | 20,742 | 57,813 | 65,408 | |
Below-market ground leases | |||||
Finite-Lived Intangible Assets, Net [Abstract] | |||||
Deferred leasing costs and lease intangibles | 71,210 | 71,210 | 71,423 | ||
Accumulated amortization | (6,799) | (6,799) | (4,891) | ||
Deferred leasing costs and lease intangibles, net | 64,411 | 64,411 | $ 66,532 | ||
Other Liabilities, Unclassified [Abstract] | |||||
Amortization of above- and below-market leases, net | $ 629 | $ 545 | $ 2,121 | $ 1,637 |
Accounts Receivable, net (Detai
Accounts Receivable, net (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
Accounts receivable | $ 6,643 | $ 8,660 |
Allowance for doubtful accounts | (1,629) | (1,827) |
Accounts receivable, net | $ 5,014 | $ 6,833 |
Straight-line Rent Receivable54
Straight-line Rent Receivables, net (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
Straight-line rent receivables | $ 97,191 | $ 82,245 |
Allowance for doubtful accounts | (7) | (136) |
Straight-line rent receivables, net | $ 97,184 | $ 82,109 |
Prepaid Expenses and Other As55
Prepaid Expenses and Other Assets, net (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Investment in unconsolidated entities | $ 14,093 | $ 37,228 |
Goodwill | 8,754 | 8,754 |
Derivative assets | 6,250 | 5,935 |
Other | 28,263 | 27,141 |
Prepaid expenses and other assets, net | $ 57,360 | $ 79,058 |
Notes Payable, net - Summary of
Notes Payable, net - Summary of Outstanding Indebtedness (Details) - USD ($) $ in Thousands | May 03, 2016 | Apr. 01, 2015 | Jul. 31, 2013 | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||
Total | $ 2,655,946 | $ 2,707,839 | |||
Deferred financing costs, net | (15,588) | (18,516) | |||
Total Notes Payable, Net | 2,424,358 | 2,473,323 | |||
Not Discontinued Operations | |||||
Debt Instrument [Line Items] | |||||
Principal Amount of debt included in held-for-sale balances | $ 216,000 | 216,000 | |||
Met Park North | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 64,500 | ||||
Debt instrument, term (in years) | 7 years | ||||
Met Park North | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.55% | ||||
Pinnacle I | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, term (in years) | 5 years | ||||
Unsecured Debt | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 1,975,000 | 2,025,000 | |||
Unsecured Debt | Revolving Credit Facility 2014 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 250,000 | 300,000 | |||
Unsecured Debt | Revolving Credit Facility 2014 | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.15% | ||||
Unsecured Debt | Revolving Credit Facility 2014 | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.85% | ||||
Unsecured Debt | 5 Year Term Loan due April 2020 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 450,000 | 450,000 | |||
Debt instrument, term (in years) | 5 years | 5 years | |||
Unsecured Debt | 5 Year Term Loan due April 2020 | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.30% | ||||
Unsecured Debt | 5 Year Term Loan due April 2020 | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.20% | ||||
Unsecured Debt | 5-Year Term Loan due November 2020 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 175,000 | 175,000 | |||
Debt instrument, term (in years) | 5 years | ||||
Unsecured Debt | 5-Year Term Loan due November 2020 | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.30% | ||||
Unsecured Debt | 5-Year Term Loan due November 2020 | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.20% | ||||
Unsecured Debt | 7-Year Term Loan due April 2022 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 350,000 | 350,000 | |||
Debt instrument, term (in years) | 7 years | ||||
Unsecured Debt | 7-Year Term Loan due April 2022 | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.60% | ||||
Unsecured Debt | 7-Year Term Loan due April 2022 | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.55% | ||||
Unsecured Debt | 7-Year Term Loan due November 2022 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 125,000 | 125,000 | |||
Debt instrument, term (in years) | 7 years | 7 years | |||
Unsecured Debt | 7-Year Term Loan due November 2022 | LIBOR | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.60% | ||||
Unsecured Debt | 7-Year Term Loan due November 2022 | LIBOR | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.55% | ||||
Unsecured Debt | Series A Notes | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 110,000 | 110,000 | |||
Interest Rate | 4.34% | ||||
Unsecured Debt | Series E Notes | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 50,000 | 50,000 | |||
Interest Rate | 3.66% | ||||
Unsecured Debt | Series B Notes | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 259,000 | 259,000 | |||
Interest Rate | 4.69% | ||||
Unsecured Debt | Series D Notes | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 150,000 | 150,000 | |||
Interest Rate | 3.98% | ||||
Unsecured Debt | Series C Notes | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 56,000 | 56,000 | |||
Interest Rate | 4.79% | ||||
Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Total | $ 680,946 | 682,839 | |||
Secured Debt | Rincon Center | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 98,896 | 100,409 | |||
Interest Rate | 5.13% | ||||
Secured Debt | Sunset Gower/Sunset Bronson | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 5,001 | 5,001 | |||
Secured Debt | Sunset Gower/Sunset Bronson | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.25% | ||||
Secured Debt | Met Park North | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 64,500 | 64,500 | |||
Secured Debt | Met Park North | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.55% | ||||
Secured Debt | 10950 Washington | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 27,549 | 27,929 | |||
Interest Rate | 5.32% | ||||
Secured Debt | Pinnacle I | |||||
Debt Instrument [Line Items] | |||||
Principal Amount of debt included in held-for-sale balances | $ 129,000 | 129,000 | |||
Interest Rate | 3.95% | ||||
Secured Debt | Element LA | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 168,000 | 168,000 | |||
Interest Rate | 4.59% | ||||
Secured Debt | Pinnacle II | |||||
Debt Instrument [Line Items] | |||||
Principal Amount of debt included in held-for-sale balances | $ 87,000 | 87,000 | |||
Interest Rate | 4.30% | ||||
Secured Debt | Hill7 | |||||
Debt Instrument [Line Items] | |||||
Principal Amounts | $ 101,000 | $ 101,000 | |||
Interest Rate | 3.38% |
Notes Payable, net - Narrative
Notes Payable, net - Narrative (Details) | Oct. 02, 2017USD ($) | May 03, 2016USD ($) | Apr. 01, 2015USD ($)derivative | Jul. 31, 2013USD ($) | Sep. 30, 2017USD ($) | Sep. 14, 2017USD ($) | Dec. 31, 2016USD ($) | Jul. 31, 2016USD ($)derivative | Jun. 01, 2016 | May 01, 2015 |
Debt Instrument [Line Items] | ||||||||||
Duration used in interest rate calculation (in days) | 360 days | |||||||||
Not Discontinued Operations | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal Amount of debt included in held-for-sale balances | $ 216,000,000 | $ 216,000,000 | ||||||||
Joint Venture That Owns Pinnacle I and II | Not Discontinued Operations | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Disposal group, consideration | $ 350,000,000 | |||||||||
Principal Amount of debt included in held-for-sale balances | $ 216,000,000 | |||||||||
Hill7 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, extension period (in years) | 2 years | |||||||||
Real estate property, ownership | 55.00% | |||||||||
Joint Venture That Owns Pinnacle I and II | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Real estate property, ownership | 65.00% | |||||||||
Interest Rate Contract | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notional amount | $ 300,000,000 | $ 300,000,000 | ||||||||
Number of derivative instruments held | derivative | 2 | |||||||||
5 Year Term Loan due April 2020 | Interest Rate Contract | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of derivative instruments held | derivative | 2 | |||||||||
7-Year Term Loan due November 2022 | Interest Rate Contract | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notional amount | $ 125,000,000 | |||||||||
Rincon Center And 10950 Washington | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Service payment term (in years) | 30 years | |||||||||
Met Park North | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 3.71% | |||||||||
Debt instrument, term (in years) | 7 years | |||||||||
Notes payable | $ 64,500,000 | |||||||||
Pinnacle I | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Service payment term (in years) | 30 years | |||||||||
Debt instrument, term (in years) | 5 years | |||||||||
Sunset Gower/Sunset Bronson | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal amount guaranteed | 19.50% | |||||||||
Maximum exposure for guarantee | $ 1,000,000 | |||||||||
Unsecured Debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notes payable | $ 1,975,000,000 | 2,025,000,000 | ||||||||
Unsecured Debt | Revolving Credit Facility 2014 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, extension period (in years) | 1 year | |||||||||
Notes payable | $ 250,000,000 | 300,000,000 | ||||||||
Unsecured Debt | Revolving Credit Facility 2014 | Subsequent Event | Hudson Pacific Partners L.P. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | $ 250,000,000 | |||||||||
Unsecured Debt | 5 Year Term Loan due April 2020 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term (in years) | 5 years | 5 years | ||||||||
Notes payable | $ 450,000,000 | 450,000,000 | ||||||||
Unsecured Debt | 5 Year Term Loan due April 2020 | Hudson Pacific Partners L.P. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term (in years) | 5 years | |||||||||
Unsecured Debt | 5 Year Term Loan due April 2020 | Subsequent Event | Hudson Pacific Partners L.P. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | 150,000,000 | |||||||||
Unsecured Debt | 5 Year Term Loan due April 2020 | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 2.75% | 2.66% | ||||||||
Unsecured Debt | 5 Year Term Loan due April 2020 | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 3.65% | 3.56% | ||||||||
Unsecured Debt | 7-Year Term Loan due April 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of derivative instruments held | derivative | 2 | |||||||||
Debt instrument, term (in years) | 7 years | |||||||||
Notes payable | $ 350,000,000 | 350,000,000 | ||||||||
Unsecured Debt | 7-Year Term Loan due April 2022 | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 3.36% | |||||||||
Unsecured Debt | 7-Year Term Loan due April 2022 | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 4.31% | |||||||||
Unsecured Debt | 7-Year Term Loan due November 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term (in years) | 7 years | 7 years | ||||||||
Notes payable | $ 125,000,000 | 125,000,000 | ||||||||
Unsecured Debt | 7-Year Term Loan due November 2022 | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 3.03% | |||||||||
Unsecured Debt | 7-Year Term Loan due November 2022 | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Adjusted interest rate | 3.98% | |||||||||
Senior Notes | Senior Notes due November 1, 2027 | Subsequent Event | Hudson Pacific Partners L.P. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount | $ 400,000,000 | |||||||||
Percentage of par at debt issuance | 99.815% | |||||||||
Coupon rate | 3.95% | |||||||||
Net proceeds from debt offering | $ 396,700,000 | |||||||||
Secured Debt | Met Park North | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notes payable | 64,500,000 | 64,500,000 | ||||||||
Secured Debt | Pinnacle I | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal Amount of debt included in held-for-sale balances | 129,000,000 | 129,000,000 | ||||||||
Secured Debt | Sunset Gower/Sunset Bronson | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Notes payable | $ 5,001,000 | $ 5,001,000 |
Notes Payable, net - Schedule o
Notes Payable, net - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
Remaining 2,017 | $ 821 | |
2,018 | 101,157 | |
2,019 | 257,886 | |
2,020 | 692,493 | |
2,021 | 3,142 | |
Thereafter | 1,600,447 | |
Total | $ 2,655,946 | $ 2,707,839 |
Notes Payable, net - Unsecured
Notes Payable, net - Unsecured Revolving Credit Facility (Details) - Unsecured Debt - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Line of Credit Facility [Line Items] | ||
Notes payable | $ 1,975,000,000 | $ 2,025,000,000 |
Revolving Credit Facility 2014 | ||
Line of Credit Facility [Line Items] | ||
Notes payable | 250,000,000 | 300,000,000 |
Remaining borrowing capacity | 150,000,000 | 100,000,000 |
Total borrowing capacity | $ 400,000,000 | $ 400,000,000 |
Debt instrument, extension period (in years) | 1 year | |
Revolving Credit Facility 2014 | Minimum | ||
Line of Credit Facility [Line Items] | ||
Facility fee-annual rate | 0.20% | |
Revolving Credit Facility 2014 | Maximum | ||
Line of Credit Facility [Line Items] | ||
Facility fee-annual rate | 0.35% | |
Revolving Credit Facility 2014 | LIBOR | Minimum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.15% | |
Revolving Credit Facility 2014 | LIBOR | Maximum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.85% |
Notes Payable, net - Covenant S
Notes Payable, net - Covenant Summaries (Details) - Hudson Pacific Partners L.P. | 9 Months Ended |
Sep. 30, 2017 | |
Debt Instrument [Line Items] | |
Leverage ratio | 0.6 |
Unencumbered leverage ratio | 0.6 |
Fixed charge coverage ratio | 1.5 |
Secured indebtedness leverage ratio | 0.45 |
Unsecured interest coverage ratio | 2 |
Notes Payable, net - Interest E
Notes Payable, net - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Disclosure [Abstract] | ||||
Gross interest expense | $ 24,107 | $ 21,726 | $ 70,345 | $ 59,911 |
Capitalized interest | (2,831) | (2,960) | (7,817) | (8,414) |
Amortization of deferred financing costs and loan premium, net | 1,185 | 1,144 | 3,558 | 3,278 |
Interest Expense | $ 22,461 | $ 19,910 | $ 66,086 | $ 54,775 |
Security Deposits and Prepaid62
Security Deposits and Prepaid Rent (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Security deposits | $ 36,881 | $ 31,064 |
Prepaid rent | 29,618 | 39,404 |
Security deposits and prepaid rent, net | $ 66,499 | $ 70,468 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) | May 03, 2016USD ($) | Apr. 01, 2015USD ($)derivative | Jul. 31, 2013USD ($) | Sep. 30, 2017USD ($)derivative | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)derivative | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)derivative | Jul. 31, 2016USD ($)derivative | Jun. 01, 2016 | May 01, 2015 |
Derivative | |||||||||||
Unrealized gain (loss) on derivative, ineffective portion | $ (37,000) | $ (82,000) | |||||||||
Derivative assets | 6,250,000 | 6,250,000 | $ 5,935,000 | ||||||||
Derivative liabilities | 819,000 | 819,000 | 1,303,000 | ||||||||
Cash flow hedge adjustment | (1,100,000) | ||||||||||
Level 2 | |||||||||||
Derivative | |||||||||||
Derivative assets | 6,250,000 | 6,250,000 | 5,935,000 | ||||||||
Derivative liabilities | 819,000 | 819,000 | 1,303,000 | ||||||||
Unsecured Debt | |||||||||||
Derivative | |||||||||||
Notes payable | 1,975,000,000 | $ 1,975,000,000 | 2,025,000,000 | ||||||||
5 Year Term Loan due April 2020 | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Debt instrument, term (in years) | 5 years | 5 years | |||||||||
Notes payable | 450,000,000 | $ 450,000,000 | 450,000,000 | ||||||||
5 Year Term Loan due April 2020 | Unsecured Debt | Minimum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 2.75% | 2.66% | |||||||||
5 Year Term Loan due April 2020 | Unsecured Debt | Maximum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 3.65% | 3.56% | |||||||||
5 Year Term Loan due April 2020 | Unsecured Debt | LIBOR | Minimum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.30% | ||||||||||
5 Year Term Loan due April 2020 | Unsecured Debt | LIBOR | Maximum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 2.20% | ||||||||||
7 Year Term Loan Facility 2015 | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Debt instrument, term (in years) | 7 years | ||||||||||
Face amount | $ 350,000,000 | ||||||||||
7 Year Term Loan Facility 2015 | Unsecured Debt | Minimum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 3.36% | 3.21% | |||||||||
7 Year Term Loan Facility 2015 | Unsecured Debt | Maximum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 4.31% | 4.16% | |||||||||
New Credit Agreement - Term Loan | Unsecured Debt | LIBOR | Minimum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.30% | ||||||||||
New Credit Agreement - Term Loan | Unsecured Debt | LIBOR | Maximum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 2.20% | ||||||||||
7-Year Term Loan due November 2022 | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Debt instrument, term (in years) | 7 years | 7 years | |||||||||
Notes payable | $ 125,000,000 | $ 125,000,000 | $ 125,000,000 | ||||||||
7-Year Term Loan due November 2022 | Unsecured Debt | Minimum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 3.03% | ||||||||||
7-Year Term Loan due November 2022 | Unsecured Debt | Maximum | |||||||||||
Derivative | |||||||||||
Adjusted interest rate | 3.98% | ||||||||||
7-Year Term Loan due November 2022 | Unsecured Debt | LIBOR | Minimum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.60% | ||||||||||
7-Year Term Loan due November 2022 | Unsecured Debt | LIBOR | Maximum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 2.55% | ||||||||||
Met Park North | |||||||||||
Derivative | |||||||||||
Debt instrument, term (in years) | 7 years | ||||||||||
Adjusted interest rate | 3.71% | 3.71% | |||||||||
Notes payable | $ 64,500,000 | ||||||||||
Met Park North | LIBOR | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.55% | ||||||||||
Interest Rate Contract | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | derivative | 2 | ||||||||||
Notional amount | $ 300,000,000 | $ 300,000,000 | |||||||||
Interest Rate Contract | 5 Year Term Loan due April 2020 | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | derivative | 2 | ||||||||||
Fixed interest rate | 1.36% | ||||||||||
Interest Rate Contract | 7 Year Term Loan Facility 2015 | |||||||||||
Derivative | |||||||||||
Fixed interest rate | 1.61% | ||||||||||
Unrealized gain (loss) on derivative, ineffective portion | $ 900,000 | $ (1,600,000) | |||||||||
Interest Rate Contract | 7-Year Term Loan due November 2022 | |||||||||||
Derivative | |||||||||||
Notional amount | $ 125,000,000 | ||||||||||
Fixed interest rate | 1.43% | ||||||||||
Interest Rate Contract | Met Park North | LIBOR | |||||||||||
Derivative | |||||||||||
Fixed interest rate | 2.16% | ||||||||||
Interest Rate Contract, Instrument A | 5 Year Term Loan due April 2020 | |||||||||||
Derivative | |||||||||||
Notional amount of interest rate cash flow hedge derivatives | $ 150,000,000 | ||||||||||
Interest Rate Swap | 7 Year Term Loan Facility 2015 | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | derivative | 2 | ||||||||||
Interest Rate Floor | 7-Year Term Loan due November 2022 | LIBOR | |||||||||||
Derivative | |||||||||||
Derivative, interest rate floor | 0.00% | ||||||||||
Designated as Hedging Instrument | LIBOR | |||||||||||
Derivative | |||||||||||
Derivative, interest rate floor | 0.00% | ||||||||||
Designated as Hedging Instrument | Interest Rate Cap | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | derivative | 6 | 6 | 6 | ||||||||
Notional amount of interest rate cash flow hedge derivatives | $ 839,500,000 | $ 839,500,000 | $ 839,500,000 |
Future Minimum Lease Payments -
Future Minimum Lease Payments - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Future Minimum Lease Payments [Abstract] | ||||
Contingent rental expense | $ 2,191 | $ 1,970 | $ 6,025 | $ 6,417 |
Minimum rental expense | 2,952 | $ 3,070 | 9,203 | $ 10,064 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||||
Remaining 2,017 | 3,359 | 3,359 | ||
2,018 | 14,115 | 14,115 | ||
2,019 | 14,165 | 14,165 | ||
2,020 | 14,165 | 14,165 | ||
2,021 | 14,165 | 14,165 | ||
Thereafter | 396,307 | 396,307 | ||
Total | $ 456,276 | $ 456,276 |
Fair Value of Financial Instr65
Fair Value of Financial Instruments - Fair Value, Recurring and Nonrecurring (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | $ 6,250 | $ 5,935 |
Derivative liabilities | 819 | 1,303 |
Unsecured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Notes payable | 1,962,238 | 2,011,210 |
Secured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Notes payable | 669,181 | 669,924 |
Carrying Value | Unsecured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Notes payable | 1,975,000 | 2,025,000 |
Carrying Value | Secured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Notes payable | 680,946 | 682,839 |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | 6,250 | 5,935 |
Derivative liabilities | 819 | 1,303 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | 0 | 0 |
Derivative liabilities | $ 0 | $ 0 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Additional paid-in capital and non-controlling interest—units in the operating partnership | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 3,666,000 | $ 3,400,000 | $ 11,872,000 | $ 10,231,000 | |
General and administrative expenses | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 3,449,000 | 3,288,000 | 11,237,000 | 9,931,000 | |
Deferred leasing costs and lease intangibles assets, net | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 217,000 | $ 112,000 | $ 635,000 | $ 300,000 | |
Existing and Newly Elected Board Member | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period (in years) | 3 years | ||||
Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period (in years) | 3 years | ||||
Employees | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period (in years) | 4 years | ||||
One-Time Retention Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting rights | 25.00% | 25.00% | |||
Outperformance Program | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Performance period (in years) | 3 years | ||||
Outperformance Plan Prior To 2017 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage after initial performance period (in years) | 50.00% | ||||
Outperformance Plan Prior To 2017 | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period following performance period | 2 years | ||||
Outperformance Program, 2017 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum bonus pool | $ 20,000,000 | $ 20,000,000 | |||
Mandatory holding period (in years) | 2 years | ||||
Risk-free rate | 1.47% | ||||
Dividend yield | 2.30% | ||||
Outperformance Program, 2017 | The Company | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected volatility rate | 24.00% | ||||
Outperformance Program, 2017 | Particular REIT Index | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected volatility rate | 17.00% |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator: | ||||
Basic and diluted net income available to Hudson Pacific Properties, Inc. common stockholders or Hudson Pacific Properties, L.P. unitholders | $ 11,064 | $ 1,847 | $ 35,132 | $ 4,939 |
Denominator: | ||||
Basic weighted average common shares outstanding (in shares) | 155,302,800 | 115,083,622 | 152,874,952 | 99,862,583 |
Effect of dilutive instruments (in shares) | 790,936 | 1,179,000 | 773,936 | 1,117,000 |
Diluted weighted average common shares outstanding (in shares) | 156,093,736 | 116,262,622 | 153,648,888 | 100,979,583 |
Basic earnings per common share/units (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Diluted earnings per common share/units (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Hudson Pacific Partners L.P. | ||||
Numerator: | ||||
Basic and diluted net income available to Hudson Pacific Properties, Inc. common stockholders or Hudson Pacific Properties, L.P. unitholders | $ 11,105 | $ 2,337 | $ 35,388 | $ 7,296 |
Denominator: | ||||
Basic weighted average common units outstanding (in shares) | 155,871,845 | 145,614,312 | 153,736,796 | 145,550,685 |
Effect of dilutive instruments (in shares) | 790,936 | 1,179,000 | 773,936 | 1,117,000 |
Diluted weighted average common units outstanding (in shares) | 156,662,781 | 146,793,312 | 154,510,732 | 146,667,685 |
Basic earnings per common share/units (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Diluted earnings per common share/units (in dollars per share) | $ 0.07 | $ 0.02 | $ 0.23 | $ 0.05 |
Equity - Schedule of Other Comp
Equity - Schedule of Other Comprehensive Income (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning Balance | $ 3,702,750 | $ 3,729,037 |
Reclassification related to redemption of common units in the operating partnership | (310,855) | (1,446,039) |
Ending Balance | 3,962,932 | 3,702,750 |
Total Equity | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning Balance | 5,878 | |
Unrealized loss recognized in OCI due to change in fair value | (3,099) | |
Loss reclassified from OCI into income (as interest expense) | 3,710 | |
Comprehensive income (loss) | 611 | |
Reclassification related to redemption of common units in the operating partnership | 0 | |
Ending Balance | 6,489 | 5,878 |
Hudson Pacific Properties, Inc. Stockholders’ Equity | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning Balance | 9,496 | |
Unrealized loss recognized in OCI due to change in fair value | (3,095) | |
Loss reclassified from OCI into income (as interest expense) | 3,686 | |
Comprehensive income (loss) | 591 | |
Reclassification related to redemption of common units in the operating partnership | 3,622 | |
Ending Balance | 6,465 | 9,496 |
Non-controlling Interest—Units in the Operating Partnership | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning Balance | (3,618) | |
Unrealized loss recognized in OCI due to change in fair value | (4) | |
Loss reclassified from OCI into income (as interest expense) | 24 | |
Comprehensive income (loss) | 20 | |
Reclassification related to redemption of common units in the operating partnership | 3,622 | |
Ending Balance | $ 24 | $ (3,618) |
Equity - Narrative (Details)
Equity - Narrative (Details) | Mar. 03, 2017USD ($)shares | Jan. 10, 2017USD ($)shares | Sep. 30, 2017$ / sharesshares | Sep. 30, 2016$ / shares | Sep. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / shares | Dec. 31, 2016shares | Jan. 20, 2016USD ($) |
Class of Stock [Line Items] | ||||||||
Company-owned common units in the operating partnership (in shares) | shares | 155,302,800 | 155,302,800 | 136,492,235 | |||||
Company's ownership interest percentage | 99.60% | 99.60% | 93.50% | |||||
Non-controlling ownership interest percentage | 0.40% | 0.40% | 6.50% | |||||
Shares issued during period (in shares) | shares | 18,673,808 | |||||||
Proceeds from issuance of common stock, net | $ | $ 647,524,000 | $ 880,514,000 | ||||||
Stock repurchase program authorized | $ | $ 100,000,000 | |||||||
Common dividends declared (in usd per share) | $ / shares | $ 0.25 | $ 0.200 | $ 0.750 | $ 0.600 | ||||
At-the-Market | ||||||||
Class of Stock [Line Items] | ||||||||
Maximum shares authorized, value | $ | $ 125,000,000 | |||||||
Proceeds from issuance of common stock, net | $ | $ 20,100,000 | |||||||
Unsecured Debt | Revolving Credit Facility 2014 | ||||||||
Class of Stock [Line Items] | ||||||||
Unsecured revolving credit facility outstanding | $ | $ 255,000,000 | |||||||
6.25% series A cumulative redeemable preferred units of the Operating Partnership | ||||||||
Class of Stock [Line Items] | ||||||||
Interest rate of preferred stock (as a percent) | 6.25% | |||||||
Shares outstanding of preferred stock (in shares) | shares | 407,066 | 407,066 | ||||||
Liquidation preference of preferred stock (dollars per share) | $ / shares | $ 25 | $ 25 | ||||||
Preferred dividends declared (dollars per share) | $ / shares | $ 0.3906 | |||||||
Performance units | ||||||||
Class of Stock [Line Items] | ||||||||
Conversion ratio | 1 | |||||||
Hudson Pacific Properties, Inc. | ||||||||
Class of Stock [Line Items] | ||||||||
Shares issued during period (in shares) | shares | 9,775,000 | 8,881,575 | ||||||
Proceeds from issuance of common stock, net | $ | $ 310,900,000 | |||||||
Common Stock/Units | ||||||||
Class of Stock [Line Items] | ||||||||
Non-controlling common units in the operating partnership (in shares) | shares | 569,045 | 569,045 | 9,450,620 | |||||
Partnership Interest | ||||||||
Class of Stock [Line Items] | ||||||||
Company-owned common units in the operating partnership (in shares) | shares | 155,302,800 | 155,302,800 | 136,492,235 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) $ in Thousands | Mar. 03, 2017shares | Jan. 10, 2017USD ($)shares | Jul. 01, 2016USD ($) | Dec. 16, 2015ft² | Apr. 01, 2015USD ($)ft²projectdirectorpropertyshares | Sep. 30, 2017USD ($)ft² | Sep. 30, 2016USD ($) | Sep. 14, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 01, 2015ft² |
Related Party Transaction [Line Items] | ||||||||||
Area of real estate property (in square feet) | ft² | 15,164,345 | |||||||||
Shares issued during period (in shares) | shares | 18,673,808 | |||||||||
Proceeds from issuance of common stock, net | $ 647,524 | $ 880,514 | ||||||||
Common units redeemed (in shares) | shares | 8,881,575 | |||||||||
Blackstone Real Estate Partners | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number of director nominees to the board (in directors) | director | 3 | |||||||||
Hudson Pacific Properties, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares issued during period (in shares) | shares | 9,775,000 | 8,881,575 | ||||||||
Proceeds from issuance of common stock, net | $ 310,900 | |||||||||
Blackstone And Farallon Funds | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares issued during period (in shares) | shares | 9,792,233 | |||||||||
Proceeds from issuance of common stock, net | $ 342,700 | |||||||||
EOP Northern California Portfolio | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Area of real estate property (in square feet) | ft² | 8,200,000 | |||||||||
Gross payments to acquire business | $ 1,750,000 | |||||||||
Consideration transferred, common units (in shares) | shares | 63,474,791 | |||||||||
EOP Northern California Portfolio | Office Building | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number of real estate properties acquired (in properties) | property | 26 | |||||||||
EOP Northern California Portfolio | Development Parcel | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Number of development projects acquired (in projects) | project | 2 | |||||||||
Not Discontinued Operations | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Principal Amount of debt included in held-for-sale balances | $ 216,000 | $ 216,000 | ||||||||
11601 Wilshire Boulevard Office Building | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Area of leased property (in square feet) | ft² | 6,638 | |||||||||
Operating leases, term of contract (in years) | 8 years | |||||||||
Total consideration | $ 311,000 | |||||||||
Annual rent cost per year | $ 279 | |||||||||
Joint Venture That Owns Pinnacle I and II | Not Discontinued Operations | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Disposal group, consideration | $ 350,000 | |||||||||
Principal Amount of debt included in held-for-sale balances | $ 216,000 | |||||||||
Blackstone Real Estate Partners | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Area of leased property (in square feet) | ft² | 42,371 | 40,120 | ||||||||
Operating leases, renewal term (in years) | 3 years | |||||||||
Operating leases, term of contract (in years) | 10 years |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Sep. 30, 2017USD ($) |
Unsecured Debt | Revolving Credit Facility | |
Loss Contingencies | |
Letters of credit, amount outstanding | $ 2 |
Cash Flow Reconciliation (Detai
Cash Flow Reconciliation (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Net cash provided by operating activities | $ 239,604 | $ 200,852 | ||
Cash and cash equivalents | 87,723 | 89,354 | $ 83,015 | $ 53,551 |
Restricted cash | 25,784 | 22,103 | 25,177 | 18,010 |
Total | $ 113,507 | 111,457 | $ 108,192 | $ 71,561 |
Accounting Standards Update 2016-18 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Net cash provided by operating activities | $ 4,100 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) | Oct. 02, 2017 | Apr. 01, 2015 | Sep. 30, 2017 |
5 Year Term Loan due April 2020 | Unsecured Debt | |||
Subsequent Event [Line Items] | |||
Debt instrument, term (in years) | 5 years | 5 years | |
5 Year Term Loan due April 2020 | Unsecured Debt | Hudson Pacific Partners L.P. | |||
Subsequent Event [Line Items] | |||
Debt instrument, term (in years) | 5 years | ||
Subsequent Event | Senior Notes due November 1, 2027 | Senior Notes | Hudson Pacific Partners L.P. | |||
Subsequent Event [Line Items] | |||
Face amount | $ 400,000,000 | ||
Percentage of par at debt issuance | 99.815% | ||
Coupon rate | 3.95% | ||
Net proceeds from debt offering | $ 396,700,000 | ||
Subsequent Event | 5 Year Term Loan due April 2020 | Unsecured Debt | Hudson Pacific Partners L.P. | |||
Subsequent Event [Line Items] | |||
Repayments of debt | 150,000,000 | ||
Subsequent Event | Revolving Credit Facility 2014 | Unsecured Debt | Hudson Pacific Partners L.P. | |||
Subsequent Event [Line Items] | |||
Repayments of debt | $ 250,000,000 |