Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 01, 2016 | |
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 | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 90,008,521 | |
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 | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
REAL ESTATE ASSETS | ||
Land | $ 1,274,600 | $ 1,274,600 |
Building and improvements | 4,008,819 | 3,956,638 |
Tenant improvements | 297,255 | 293,130 |
Furniture and fixtures | 4,397 | 9,586 |
Property under development | 203,387 | 218,438 |
Total real estate held for investment | 5,788,458 | 5,752,392 |
Accumulated depreciation and amortization | (302,835) | (269,074) |
Investment in real estate, net | 5,485,623 | 5,483,318 |
Cash and cash equivalents | 57,367 | 53,551 |
Restricted cash | 20,011 | 18,010 |
Accounts receivable, net | 16,600 | 21,159 |
Notes receivable, net | 28,788 | 28,684 |
Straight-line rent receivables, net | 65,294 | 59,636 |
Deferred leasing costs and lease intangible assets, net | 311,846 | 318,031 |
Derivative assets | 0 | 2,061 |
Goodwill | 8,754 | 8,754 |
Prepaid expenses and other assets, net | 27,401 | 27,292 |
Assets associated with real estate held for sale | 17,435 | 233,539 |
TOTAL ASSETS | 6,039,119 | 6,254,035 |
LIABILITIES | ||
Notes payable, net | 2,080,005 | 2,260,716 |
Accounts payable and accrued liabilities | 97,964 | 84,304 |
Lease intangible liabilities, net | 86,614 | 95,208 |
Security deposits | 22,364 | 21,302 |
Prepaid rent | 32,972 | 38,245 |
Derivative liabilities | 17,664 | 2,010 |
Liabilities associated with real estate held for sale | 262 | 13,036 |
TOTAL LIABILITIES | 2,337,845 | 2,514,821 |
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, 89,242,183 shares and 89,153,780 shares outstanding at March 31, 2016 and December 31, 2015, respectively | 892 | 891 |
Additional paid-in capital | 1,693,930 | 1,710,979 |
Accumulated other comprehensive loss | (10,568) | (1,081) |
Accumulated deficit | (42,505) | (44,955) |
Total Hudson Pacific Properties, Inc. stockholders’ equity | 1,641,749 | 1,665,834 |
Partners’ capital: | ||
TOTAL EQUITY | 3,691,097 | 3,729,037 |
TOTAL LIABILITIES AND EQUITY | 6,039,119 | 6,254,035 |
Hudson Pacific Partners L.P. | ||
REAL ESTATE ASSETS | ||
Land | 1,274,600 | 1,274,600 |
Building and improvements | 4,008,819 | 3,956,638 |
Tenant improvements | 297,255 | 293,130 |
Furniture and fixtures | 4,397 | 9,586 |
Property under development | 203,387 | 218,438 |
Total real estate held for investment | 5,788,458 | 5,752,392 |
Accumulated depreciation and amortization | (302,835) | (269,074) |
Investment in real estate, net | 5,485,623 | 5,483,318 |
Cash and cash equivalents | 57,367 | 53,551 |
Restricted cash | 20,011 | 18,010 |
Accounts receivable, net | 16,600 | 21,159 |
Notes receivable, net | 28,788 | 28,684 |
Straight-line rent receivables, net | 65,294 | 59,636 |
Deferred leasing costs and lease intangible assets, net | 311,846 | 318,030 |
Derivative assets | 0 | 2,061 |
Goodwill | 8,754 | 8,754 |
Prepaid expenses and other assets, net | 27,401 | 27,292 |
Assets associated with real estate held for sale | 17,435 | 233,539 |
TOTAL ASSETS | 6,039,119 | 6,254,034 |
LIABILITIES | ||
Notes payable, net | 2,080,005 | 2,260,716 |
Accounts payable and accrued liabilities | 97,964 | 84,304 |
Lease intangible liabilities, net | 86,614 | 95,208 |
Security deposits | 22,364 | 21,302 |
Prepaid rent | 32,972 | 38,245 |
Derivative liabilities | 17,664 | 2,010 |
Liabilities associated with real estate held for sale | 262 | 13,036 |
TOTAL LIABILITIES | 2,337,845 | 2,514,821 |
6.25% series A cumulative redeemable preferred units of the operating partnership | 10,177 | 10,177 |
Partners’ capital: | ||
Common units, 145,538,498 and 145,450,095 issued and outstanding at March 31, 2016 and December 31, 2015, respectively. | 3,426,750 | 3,466,412 |
Non-controlling interest—members in Consolidated Entities | 264,347 | 262,625 |
TOTAL CAPITAL | 3,691,097 | 3,729,037 |
TOTAL EQUITY | 3,691,097 | 3,729,037 |
TOTAL LIABILITIES AND EQUITY | 6,039,119 | 6,254,035 |
Non-controlling interest—members in consolidated entities | ||
Partners’ capital: | ||
Non-controlling interest—members in Consolidated Entities and Non-controlling units in the Operating Partnership | 264,347 | 262,625 |
Non-controlling common units in the operating partnership | ||
Partners’ capital: | ||
Non-controlling interest—members in Consolidated Entities and Non-controlling units in the Operating Partnership | 1,785,001 | 1,800,578 |
TOTAL EQUITY | $ 1,785,001 | $ 1,800,578 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Common Stock: | ||
Common Stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares outstanding | 89,242,183 | 89,153,780 |
Common Stock, shares authorized | 490,000,000 | 490,000,000 |
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% |
Hudson Pacific Partners L.P. | 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% |
Hudson Pacific Partners L.P. | Common Units | ||
Common Stock: | ||
Common Stock, shares outstanding | 145,538,498 | 145,450,095 |
Common Units, shares issued | 145,538,498 | 145,450,095 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues | ||
Total revenues | $ 153,537 | $ 62,824 |
Operating expenses | ||
General and administrative | 12,503 | 9,200 |
Depreciation and amortization | 68,368 | 17,158 |
Total operating expenses | 134,526 | 49,498 |
Income from operations | 19,011 | 13,326 |
Other expense (income) | ||
Interest expense | 17,251 | 5,493 |
Interest income | (13) | (53) |
Unrealized loss on ineffective portion of derivative instruments | (2,125) | 0 |
Acquisition-related expenses | 0 | 6,044 |
Other expense (income) | 24 | (41) |
Total other expenses | 19,387 | 11,443 |
(Loss) income before gain on sale of real estate | (376) | 1,883 |
Gain on sale of real estate | 6,352 | 22,691 |
Net income | 5,976 | 24,574 |
Net income attributable to preferred stock and units | (159) | (3,195) |
Net income attributable to restricted shares | (197) | (70) |
Comprehensive income attributable to non-controlling interest in consolidated real estate entities | (1,945) | (1,502) |
Net income attributable to common units in the operating partnership | (1,422) | (596) |
Net income attributable to Hudson Pacific Properties, Inc. common stockholders | $ 2,253 | $ 19,211 |
Net income attributable to common stockholders’ per share— basic (in dollars per share) | $ 0.03 | $ 0.25 |
Net income attributable to common stockholders’ per share— diluted (in dollars per share) | $ 0.03 | $ 0.25 |
Weighted average shares of common stock outstanding—basic (in shares) | 89,190,803 | 76,783,351 |
Weighted average shares of common stock outstanding - diluted (in shares | 89,597,803 | 77,330,351 |
Hudson Pacific Partners L.P. | ||
Revenues | ||
Total revenues | $ 153,537 | $ 62,824 |
Operating expenses | ||
General and administrative | 12,503 | 9,200 |
Depreciation and amortization | 68,368 | 17,158 |
Total operating expenses | 134,526 | 49,498 |
Income from operations | 19,011 | 13,326 |
Other expense (income) | ||
Interest expense | 17,251 | 5,493 |
Interest income | (13) | (53) |
Unrealized loss on ineffective portion of derivative instruments | (2,125) | 0 |
Acquisition-related expenses | 0 | 6,044 |
Other expense (income) | 24 | (41) |
Total other expenses | 19,387 | 11,443 |
(Loss) income before gain on sale of real estate | (376) | 1,883 |
Gain on sale of real estate | 6,352 | 22,691 |
Net income | 5,976 | 24,574 |
Comprehensive income attributable to non-controlling interest in consolidated real estate entities | (1,945) | (1,502) |
Net income attributable to Hudson Pacific Properties, Inc. common stockholders | 4,031 | 23,072 |
Preferred Distributions Made to Partners | (159) | (3,195) |
Net income attributable to restricted shares | (197) | (70) |
Net income available to common unitholders | $ 3,675 | $ 19,807 |
Net income attributable to common unitholders per unit—basic (in dollars per share) | $ 0.03 | $ 0.25 |
Net income attributable to common unitholders per unit—diluted (in dollars per share) | $ 0.03 | $ 0.25 |
Weighted average shares of common units outstanding—basic (in shares) | 145,487,118 | 79,165,914 |
Weighted average shares of common units outstanding—diluted (in shares) | 145,894,118 | 79,712,914 |
Series A Preferred Stock | Hudson Pacific Partners L.P. | ||
Other expense (income) | ||
Preferred Distributions Made to Partners | $ (159) | $ (159) |
Series B Preferred Stock | Hudson Pacific Partners L.P. | ||
Other expense (income) | ||
Preferred Distributions Made to Partners | 0 | (3,036) |
Office | ||
Revenues | ||
Rental | 116,227 | 41,576 |
Tenant recoveries | 20,533 | 6,064 |
Parking and other | 5,532 | 5,295 |
Total revenues | 142,292 | 52,935 |
Operating expenses | ||
Operating expenses | 47,703 | 17,135 |
Office | Hudson Pacific Partners L.P. | ||
Revenues | ||
Rental | 116,227 | 41,576 |
Tenant recoveries | 20,533 | 6,064 |
Parking and other | 5,532 | 5,295 |
Total revenues | 142,292 | 52,935 |
Operating expenses | ||
Operating expenses | 47,703 | 17,135 |
Media & Entertainment | ||
Revenues | ||
Rental | 6,028 | 5,467 |
Tenant recoveries | 199 | 240 |
Parking and other | 49 | 73 |
Other property-related revenue | 4,969 | 4,109 |
Total revenues | 11,245 | 9,889 |
Operating expenses | ||
Operating expenses | 5,952 | 6,005 |
Media & Entertainment | Hudson Pacific Partners L.P. | ||
Revenues | ||
Rental | 6,028 | 5,467 |
Tenant recoveries | 199 | 240 |
Parking and other | 49 | 73 |
Other property-related revenue | 4,969 | 4,109 |
Total revenues | 11,245 | 9,889 |
Operating expenses | ||
Operating expenses | $ 5,952 | $ 6,005 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net income | $ 5,976 | $ 24,574 |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Other comprehensive (loss) cash flow hedge adjustment | (15,475) | (625) |
Comprehensive (loss) income | (9,499) | 23,949 |
Comprehensive income attributable to preferred stock and units | (159) | (3,195) |
Comprehensive income attributable to restricted shares | (197) | (70) |
Comprehensive income attributable to non-controlling interest in consolidated real estate entities | (1,945) | (1,502) |
Comprehensive loss (income) attributable to common units in the operating partnership | 4,566 | (577) |
Comprehensive (loss) income attributable to Hudson Pacific Properties, Inc. common stockholders | (7,234) | 18,605 |
Hudson Pacific Partners L.P. | ||
Net income | 5,976 | 24,574 |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Other comprehensive (loss) cash flow hedge adjustment | (15,475) | (625) |
Comprehensive (loss) income | (9,499) | 23,949 |
Preferred Distributions Made to Partners | (159) | (3,195) |
Comprehensive income attributable to restricted shares | (197) | (70) |
Comprehensive income attributable to non-controlling interest in consolidated real estate entities | (1,945) | (1,502) |
Comprehensive (loss) income attributable to Hudson Pacific Properties, Inc. common stockholders | (11,800) | 19,182 |
Hudson Pacific Partners L.P. | Series A Preferred Stock | ||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Preferred Distributions Made to Partners | (159) | (159) |
Hudson Pacific Partners L.P. | Series B Preferred Stock | ||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Preferred Distributions Made to Partners | $ 0 | $ (3,036) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Series B Cumulative Redeemable Preferred Stock | Common Units | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Non- controlling Interests — Common units in the Operating Partnership | Non-controlling Interests — Members in Consolidated Entities | Non- controlling Interests — Series A Cumulative Redeemable Preferred Units | Hudson Pacific Partners L.P. | Hudson Pacific Partners L.P.Total Partners’ Capital | Hudson Pacific Partners L.P.Series B Cumulative Redeemable Preferred Stock | Hudson Pacific Partners L.P.Common Units | Hudson Pacific Partners L.P.Non-controlling Interests — Members in Consolidated Entities | Hudson Pacific Partners L.P.Non- controlling Interests — Series A Cumulative Redeemable Preferred Units |
Balance as of January 1, 2016 at Dec. 31, 2014 | $ 1,275,015 | $ 145,000 | $ 668 | $ 1,070,833 | $ (34,884) | $ (2,443) | $ 52,851 | $ 42,990 | $ 10,177 | $ 1,275,015 | $ 1,232,025 | $ 145,000 | $ 1,087,025 | $ 42,990 | $ 10,177 |
Beginning balance (shares) at Dec. 31, 2014 | 66,797,816 | 69,180,379 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Other comprehensive (loss) cash flow hedge adjustment | (625) | (625) | |||||||||||||
Balance as of January 1, 2016 at Dec. 31, 2014 | 1,275,015 | 145,000 | $ 668 | 1,070,833 | (34,884) | (2,443) | 52,851 | 42,990 | 10,177 | 1,275,015 | 1,232,025 | 145,000 | $ 1,087,025 | 42,990 | 10,177 |
Beginning balance (shares) at Dec. 31, 2014 | 66,797,816 | 69,180,379 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Contributions | 217,795 | 217,795 | 217,795 | 217,795 | |||||||||||
Distributions | (2,013) | (2,013) | (2,013) | (2,013) | |||||||||||
Proceeds from sale of common stock, net of underwriters’ discount | 385,589 | $ 127 | 385,462 | 385,589 | 385,589 | $ 385,589 | |||||||||
Proceeds from sale of common stock, net of underwriters' discount (in shares) | 12,650,000 | 12,650,000 | |||||||||||||
Transaction related costs | (4,969) | (4,969) | (4,969) | (4,969) | $ (4,969) | ||||||||||
Redemption of Series B Preferred Stock | (145,000) | (145,000) | (145,000) | (145,000) | (145,000) | 0 | |||||||||
Issuance of common units for acquisition properties | 1,814,936 | 0 | 1,814,936 | ||||||||||||
Issuance of unrestricted stock | 285,445 | $ 87 | 285,358 | 2,100,381 | 2,100,381 | $ 2,100,381 | |||||||||
Issuance of unrestricted stock (in shares) | 8,820,482 | 63,668,962 | |||||||||||||
Issuance of restricted stock (in shares) | 36,223 | 36,223 | |||||||||||||
Shares repurchased | (5,128) | (5,128) | (5,128) | (5,128) | $ (5,128) | ||||||||||
Shares repurchased (in shares) | (85,469) | (85,469) | |||||||||||||
Declared dividend | (87,344) | (11,469) | (50,244) | (25,631) | (636) | (87,344) | (87,344) | (11,469) | $ (75,875) | (636) | |||||
Amortization of stock-based compensation | 8,832 | 8,832 | 8,832 | 8,832 | 8,832 | ||||||||||
Net income (loss) | (16,718) | 11,469 | (10,071) | (21,969) | 3,853 | 636 | (16,718) | (20,571) | 11,469 | (32,040) | 3,853 | 636 | |||
Other comprehensive (loss) cash flow hedge adjustment | 2,597 | 1,362 | 1,235 | ||||||||||||
Exchange of Non-controlling Interests — Common units in the operating partnership for common stock | $ 9 | 20,835 | (20,844) | ||||||||||||
Exchange of Non-controlling Interests - Common units in the Operating Partnership for common stock (shares) | 934,728 | ||||||||||||||
Cash Flow Hedge Adjustment | 2,597 | 2,597 | 2,597 | ||||||||||||
Balance as of March 31, 2016 at Dec. 31, 2015 | $ 3,729,037 | 0 | $ 891 | 1,710,979 | (44,955) | (1,081) | 1,800,578 | 262,625 | 10,177 | 3,729,037 | 3,466,412 | 0 | $ 3,466,412 | 262,625 | 10,177 |
Ending balance (shares) at Dec. 31, 2015 | 89,153,780 | 89,153,780 | 145,450,095 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Contributions | $ 103 | 103 | 103 | 0 | $ 0 | 103 | |||||||||
Distributions | (326) | (326) | (326) | (326) | |||||||||||
Transaction related costs | 0 | 0 | 0 | 0 | 0 | ||||||||||
Issuance of unrestricted stock | 2 | $ 2 | 0 | 2 | 2 | $ 2 | |||||||||
Issuance of unrestricted stock (in shares) | 156,697 | 156,697 | |||||||||||||
Shares repurchased | (1,683) | $ (1) | (1,682) | (1,683) | (1,683) | $ (1,683) | |||||||||
Shares repurchased (in shares) | (68,294) | (68,294) | |||||||||||||
Declared dividend | (29,802) | 0 | (18,535) | (11,267) | (159) | (29,802) | (29,802) | 0 | $ (29,802) | (159) | |||||
Amortization of stock-based compensation | 3,424 | 3,168 | 256 | 3,424 | 3,424 | 3,424 | |||||||||
Net income (loss) | 5,817 | 0 | 2,450 | 1,422 | 1,945 | 159 | 5,817 | 3,872 | 0 | 3,872 | 1,945 | 159 | |||
Other comprehensive (loss) cash flow hedge adjustment | (15,475) | (9,487) | (5,988) | (15,475) | |||||||||||
Cash Flow Hedge Adjustment | 6,200 | (15,475) | (15,475) | (15,475) | |||||||||||
Balance as of March 31, 2016 at Mar. 31, 2016 | $ 3,691,097 | $ 0 | $ 892 | $ 1,693,930 | $ (42,505) | $ (10,568) | $ 1,785,001 | $ 264,347 | $ 10,177 | $ 3,691,097 | $ 3,426,750 | $ 0 | $ 3,426,750 | $ 264,347 | $ 10,177 |
Ending balance (shares) at Mar. 31, 2016 | 89,242,183 | 89,242,183 | 145,538,498 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 5,976 | $ 24,574 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 68,368 | 17,158 |
Amortization of deferred financing costs and loan premium, net | 871 | 508 |
Amortization of stock-based compensation | 3,342 | 2,149 |
Straight-line rents | (5,658) | (3,464) |
Straight-line expenses | 529 | 0 |
Amortization of above- and below-market leases, net | (4,851) | (1,444) |
Amortization of above- and below-market ground lease, net | 535 | 62 |
Amortization of lease incentive costs | 328 | 138 |
Bad debt expense (recovery) | 537 | (44) |
Amortization of discount and net origination fees on purchased and originated loans | (104) | (104) |
Unrealized loss on ineffective portion of derivative instruments | 2,125 | 0 |
Gain from sale of real estate | (6,352) | (22,691) |
Change in operating assets and liabilities: | ||
Restricted cash | (2,001) | 177 |
Accounts receivable | 4,412 | 2,960 |
Deferred leasing costs and lease intangibles | (5,420) | (1,900) |
Prepaid expenses and other assets | (935) | (5,535) |
Accounts payable and accrued liabilities | 3,084 | 13,445 |
Security deposits | 430 | (404) |
Prepaid rent | (6,319) | 1,540 |
Net cash provided by operating activities | 58,897 | 27,125 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Additions to investment property | (54,415) | (30,635) |
Proceeds from sale of real estate | 212,629 | 88,316 |
Deposits for property acquisitions | 0 | (261,648) |
Net cash provided by (used for) investing activities | 158,214 | (203,967) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceed from notes payable | 30,000 | 319 |
Payments of notes payable | (210,906) | (173,200) |
Proceeds from issuance of common stock | 0 | 385,572 |
Common stock issuance transaction costs | 0 | (5,050) |
Dividends paid to common stock and unitholders | (29,802) | (10,287) |
Dividends paid to preferred stock and unitholders | (159) | (3,195) |
Contributions by members | 103 | 219,150 |
Distribution to non-controlling member in consolidated real estate entities | (326) | (933) |
Payment to satisfy minimum tax withholding | (1,683) | (1,750) |
Payments of loan costs | (522) | (3,647) |
Net cash (used for) provided by financing activities | (213,295) | 406,979 |
Net increase in cash and cash equivalents | 3,816 | 230,137 |
Cash and cash equivalents—beginning of period | 53,551 | 17,753 |
Cash and cash equivalents—end of period | 57,367 | 247,890 |
SUPPLEMENTAL CASH FLOWS INFORMATION: | ||
Cash paid for interest, net of amounts capitalized | 12,101 | 7,095 |
NON-CASH INVESTING ACTIVITIES: | ||
Accounts payable and accrued liabilities for investment in property | 6,868 | (7,850) |
Hudson Pacific Partners L.P. | ||
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | 5,976 | 24,574 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 68,368 | 17,158 |
Amortization of deferred financing costs and loan premium, net | 871 | 508 |
Amortization of stock-based compensation | 3,342 | 2,149 |
Straight-line rents | (5,658) | (3,464) |
Straight-line expenses | 529 | 0 |
Amortization of above- and below-market leases, net | (4,851) | (1,444) |
Amortization of above- and below-market ground lease, net | 535 | 62 |
Amortization of lease incentive costs | 328 | 138 |
Bad debt expense (recovery) | 537 | (44) |
Amortization of discount and net origination fees on purchased and originated loans | (104) | (104) |
Unrealized loss on ineffective portion of derivative instruments | 2,125 | 0 |
Gain from sale of real estate | (6,352) | (22,691) |
Change in operating assets and liabilities: | ||
Restricted cash | (2,001) | 177 |
Accounts receivable | 4,412 | 2,960 |
Deferred leasing costs and lease intangibles | (5,420) | (1,900) |
Prepaid expenses and other assets | (935) | (5,535) |
Accounts payable and accrued liabilities | 3,084 | 13,445 |
Security deposits | 430 | (404) |
Prepaid rent | (6,319) | 1,540 |
Net cash provided by operating activities | 58,897 | 27,125 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Additions to investment property | (54,415) | (30,635) |
Proceeds from sale of real estate | 212,629 | 88,316 |
Deposits for property acquisitions | 0 | (261,648) |
Net cash provided by (used for) investing activities | 158,214 | (203,967) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceed from notes payable | 30,000 | 319 |
Payments of notes payable | (210,906) | (173,200) |
Proceeds from issuance of common stock | 0 | 385,572 |
Common stock issuance transaction costs | 0 | (5,050) |
Dividends paid to common stock and unitholders | (29,802) | (10,287) |
Dividends paid to preferred stock and unitholders | (159) | (3,195) |
Contributions by members | 103 | 219,150 |
Distribution to non-controlling member in consolidated real estate entities | (326) | (933) |
Payment to satisfy minimum tax withholding | (1,683) | (1,750) |
Payments of loan costs | (522) | (3,647) |
Net cash (used for) provided by financing activities | (213,295) | 406,979 |
Net increase in cash and cash equivalents | 3,816 | 230,137 |
Cash and cash equivalents—beginning of period | 53,551 | 17,753 |
Cash and cash equivalents—end of period | 57,367 | 247,890 |
SUPPLEMENTAL CASH FLOWS INFORMATION: | ||
Cash paid for interest, net of amounts capitalized | 12,101 | 7,095 |
NON-CASH INVESTING ACTIVITIES: | ||
Accounts payable and accrued liabilities for investment in property | $ 6,868 | $ (7,850) |
Organization
Organization | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Hudson Pacific Properties, Inc. is a Maryland corporation formed on November 9, 2009 that did not have any meaningful operating activity until the consummation of its initial public offering and the related acquisition of its predecessor and certain other entities on June 29, 2010 (“IPO”). Since the completion of the IPO, the concurrent private placement, and the related formation transactions, Hudson Pacific Properties, Inc. has been 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 the “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 San Francisco Peninsula, Redwood Shores, Palo Alto, Silicon Valley and North San Jose submarkets. 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. As of March 31, 2016 , the Company owned a portfolio of 53 office properties and two media and entertainment properties. These properties are located in California and the Pacific Northwest. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
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 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, 2016. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements in the Annual Report on Form 10-K of Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. for the year ended December 31, 2015 and the notes thereto. Certain amounts in the Consolidated Balance Sheets for the prior period related to Patrick Henry Drive have been reclassified to be comparable with the presentation as held for sale as of March 31, 2016 . Principles of Consolidation The unaudited interim consolidated financial statements of Hudson Pacific Properties, Inc. include the accounts of Hudson Pacific Properties, Inc., the operating partnership and all wholly-owned subsidiaries and variable interest entities (“VIEs”), of which Hudson Pacific Properties, Inc. 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. During the first quarter of 2016, the Company adopted ASU 2015-02, Consolidation (“Topic 810”): Amendments to the Consolidation Analysis, to amend the accounting guidance for consolidation. The standard simplifies the current guidance for consolidation and reduces the number of consolidation models through the elimination of the indefinite deferral of Statement 167. Additionally, the standard places more emphasis on risk of loss when determining a controlling financial interest. The Company consolidates all entities that the Company controls through either majority ownership or voting rights. In addition, the Company consolidates all VIEs of which the Company is considered the primarily 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 a result of the adoption, the Company concluded that two of its joint ventures and its operating partnership met the definition of a VIE and is the primarily beneficiary of these VIEs. Substantially all of the assets and liabilities of the Company are related to these VIEs. 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. Investment in Real Estate Properties Acquisitions When the Company acquires properties that are considered business combinations, the assets acquired and liabilities assumed are recorded at fair value. These assets and liabilities include, but are not limited to, land, building and improvements, intangible assets related to above-and below-market leases, intangible assets related to in-place leases, debt and other assumed assets and liabilities. The initial purchase price accounting is based on management’s preliminary assessment, which may differ when final information becomes available. Subsequent adjustments made to the initial purchase price accounting are made within the measurement period, which typically does not exceed one year, within the Consolidated Balance Sheets. The Company assesses fair value based on level 2 and level 3 inputs within the fair value hierarchy, which includes estimated cash flow projections that utilize discount and/or capitalization rates and available market information. See “Fair value of Assets and Liabilities” below. 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 was vacant. The fair value of acquired “above- and below-” market leases is estimated through 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 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, legal and other related costs. Acquisition-related expenses associated with acquisition of operating properties are expensed in the period incurred. Cost Capitalization The Company capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance and other costs directly related and essential to the acquisition, development or construction of a real estate project. Indirect development costs, including salaries and benefits, office rent, and associated costs for those individuals directly responsible for and who spend their time on development activities are also capitalized and allocated to the projects to which they relate. Capitalized personnel costs for the three months ended March 31, 2016 and 2015 were approximately $2.3 million and $0.9 million , respectively. Interest is capitalized on the construction in progress at a rate equal to the Company’s weighted average cost of debt. Capitalized interest for the three months ended March 31, 2016 and 2015 was approximately $2.6 million and $2.0 million , respectively. Construction and development costs are capitalized while substantial activities are ongoing to prepare an asset for its intended use. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of tenant improvements but no later than one year after cessation of major construction activity. Costs incurred after a project is substantially complete and ready for its intended use, or after development activities have ceased, are expensed as they are incurred. Costs previously capitalized related to abandoned acquisitions or developments are charged to earnings. Expenditures for repairs and maintenance are expensed as they are incurred. Operating Properties The properties are generally carried at cost, less accumulated depreciation and amortization. The Company computes depreciation using the straight-line method over the estimated useful lives of generally 39 years for building and improvements, 15 years for land improvements, five to seven years for furniture and fixtures and equipment, and over the shorter of asset life or life of the lease for tenant improvements. Above- and below-market lease intangibles are amortized to revenue over the remaining non-cancellable lease terms and bargain renewal periods, if applicable. Other in-place lease intangibles are amortized to the depreciation and amortization line item of the Consolidated Statements of Operations over the remaining non-cancellable lease term. Held for sale The Company classifies properties as held for sale when certain criteria set forth in Accounting Standard Codification (“ASC”) Topic 360, Property, Plant, and Equipment, are met. These criteria include (i) whether the Company is committed to a plan to sell, (ii) whether the asset or disposal group is available for immediate sale, (iii) whether an active program to locate a buyer and other actions required to complete the plan to sell have been initiated, (iv) whether the sale of the asset or disposal group is probable (i.e., likely to occur) and the transfer is expected to qualify for recognition as a completed sale within one year, (v) whether the long-lived asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value, (vi) whether actions necessary to complete the plan indicate that it is unlikely significant changes to the plan will be made or that the plan will be withdrawn. At the time a property is classified as held for sale, the Company reclassifies its assets and liabilities to held for sale in the Consolidated Balance Sheets for the periods presented and ceases recognizing depreciation expense. Properties held for sale are reported at the lower of their carrying value or their estimated fair value, less estimated costs to sell. There was one property classified as held for sale at March 31, 2016 and two properties classified as held for sale at December 31, 2015. Impairment of Long-Lived Assets The Company assesses the carrying value of real estate assets and related intangibles whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable in accordance with GAAP. Impairment losses are recorded on real estate assets held for investment when indicators of impairment are present and the future undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amount. The Company recognizes impairment losses to the extent the carrying amount exceeds the fair value of the properties. The Company recorded no impairment charges for the three months ended March 31, 2016 and 2015 . Goodwill Goodwill represents the excess of acquisition cost over the fair value of net tangible and identifiable intangible assets acquired and liabilities assumed in business acquisitions. The Company’s goodwill balance as of March 31, 2016 and December 31, 2015 was $8.8 million . The Company does not amortize this asset but instead analyzes it on an annual basis for impairment. No impairment indicators have been noted during the three months ended March 31, 2016 and 2015 . Cash and Cash Equivalents Cash and cash equivalents are defined as cash on hand and in banks, plus all short-term investments with a maturity of three months or less when purchased. The Company maintains some of its cash in bank deposit accounts that, at times, may exceed the federally insured limit. No losses have been experienced related to such accounts. Restricted Cash Restricted cash consists of amounts held by lenders to provide for future real estate taxes and insurance expenditures, repairs and capital improvements reserves, general and other reserves and security deposits. Accounts Receivable, net Accounts receivable consist of amounts due for monthly rents and other charges. The Company maintains an allowance for doubtful accounts for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants and operators on an ongoing basis. This evaluation considers industry and economic conditions, property performance, credit enhancements and other factors. The Company evaluates the collectability of accounts receivable based on a combination of factors. The allowance for doubtful accounts is based on specific identification of uncollectible accounts and the Company’s historical collection experience. The Company recognizes an allowance for doubtful accounts based on the length of time the receivables are past due, the current business environment and the Company’s historical experience. Historical experience has been within management’s expectations. The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: March 31, 2016 December 31, 2015 Accounts receivable $ 18,129 $ 22,180 Allowance for doubtful accounts (1,529 ) (1,021 ) Accounts receivable, net $ 16,600 $ 21,159 Straight-line rent receivables, net For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company evaluates the collectability of straight-line rent receivables based on the length of time the related rental receivables are past due, the current business environment and the Company’s historical experience. The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: March 31, 2016 December 31, 2015 Straight-line rent receivables $ 65,342 $ 60,606 Allowance for doubtful accounts (48 ) (970 ) Straight-line rent receivables, net $ 65,294 $ 59,636 Notes Receivable, net On August 19, 2014, the Company entered into a loan participation agreement for a loan with a maximum principal of $140.0 million . The Company’s share was 23.77% , or $33.3 million . The note receivable is secured by a real estate property, bears interest at 11.0% and matures on August 22, 2016. Interest is payable monthly with the principal due at maturity. The Company received a $0.4 million commitment fee as a result of this transaction. The balance as of March 31, 2016 and December 31, 2015 , net of the accretion of commitment fee, was $28.8 million and $28.7 million , respectively. The Company believes these balances are fully collectible. Revenue Recognition 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. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how and on what a tenant improvement allowance may be spent; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. Certain leases provide for additional rents contingent upon a percentage of the tenant’s revenue in excess of specified base amounts or other thresholds. Such revenue is recognized when actual results reported by the tenant, or estimates of tenant results, exceed the base amount or other thresholds. Such revenue is recognized only after the contingency has been removed (when the related thresholds are achieved), which may result in the recognition of rental revenue in periods subsequent to when such payments are received. Other property-related revenue is revenue that is derived from the tenants’ use of lighting, equipment rental, parking, power, HVAC and telecommunications (telephone and Internet). Other property-related revenue is recognized when these items are provided. 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 the Company is generally the primary obligor with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and bears the associated credit risk. The Company recognizes gains on sales of properties upon the closing of the transaction with the purchaser. Gains on properties sold are recognized using the full accrual method when (i) the collectability of the sales price is reasonably assured, (ii) the Company is not obligated to perform significant activities after the sale, (iii) the initial investment from the buyer is sufficient and (iv) other profit recognition criteria have been satisfied. Gains on sales of properties may be deferred in whole or in part until the requirements for gain recognition have been met. Deferred Financing Costs Deferred financing costs are amortized over the term of the respective loans and are reported net of accumulated amortization in notes payable, net to the extent they are associated with drawn loans and prepaid expenses and other assets, net to the extent they relate to the unsecured revolving credit facility and undrawn term loans. Derivative Instruments The Company manages interest rate risk associated with borrowings by entering into derivative instruments. The Company recognizes all derivatives on the Consolidated Balance Sheets on a gross basis at fair value. Derivatives that are not effective hedges are adjusted to fair value and the changes in fair value are reflected as income or expense. If the derivative is an effective hedge, depending on the nature of the hedge, changes in the fair value are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings, or recognized in other comprehensive income (loss), which is a component of equity. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. Stock-Based Compensation Compensation cost of restricted stock, restricted stock units and performance units under the Company’s equity incentive award plans are accounted for under ASC Topic 718, Compensation-Stock Compensation (“ASC 718”). The compensation committee of Hudson Pacific Properties, Inc.’s board of directors will regularly consider the accounting implications of significant compensation decisions, especially in connection with decisions that relate to the Company’s equity incentive award plans and programs. Income Taxes The Company’s property-owning subsidiaries are limited liability companies and are treated as pass-through entities or disregarded entities (or, in the case of the entity that owns the 1455 Market Street property, a REIT) 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. 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. The Company believes that the Company has operated in a manner that has allowed Hudson Pacific Properties, Inc. to qualify as a REIT for federal income tax purposes commencing with such taxable year, and the Company intends to continue operating in such manner. To qualify as a REIT, Hudson Pacific Properties, Inc. is required to distribute at least 90% of its net taxable income, excluding net capital gains, to its stockholders and meet the various other requirements imposed by the Code relating to such matters as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided that 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. If Hudson Pacific Properties, Inc. fails to qualify as a REIT in any taxable year, and is unable to avail itself of certain savings provisions set forth in the Code, all of its taxable income would be subject to federal income tax at regular corporate rates, including any applicable alternative minimum tax. Unless entitled to relief under specific statutory provisions, Hudson Pacific Properties, Inc. would be ineligible to elect to be treated as a REIT for the four taxable years following the year for which the Company loses its qualification. It is not possible to state whether in all circumstances Hudson Pacific Properties, Inc. would be entitled to this statutory relief. 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. Certain activities that the Company may undertake, such as non-customary services for the Company’s tenants and holding assets that the Company cannot hold directly, will be conducted by a TRS. A TRS is subject to federal and, where applicable, state income taxes on its net income. The Company’s TRS did not have significant tax provisions or deferred income tax items as of March 31, 2016 and 2015. The Company is subject to the statutory requirements of the states in which it conducts business. 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 March 31, 2016 , 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 2011. Generally, the Company has assessed its tax positions for all open years, which include 2011 to 2015, and concluded that there are no material uncertainties to be recognized. Fair Value of Assets and Liabilities Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis ( e.g ., carrying value of impaired real estate and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. 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 requires inputs that are both significant to the fair value measurement and unobservable. When available, the Company utilizes quoted market prices from an independent third-party source to determine fair value and classifies such items in Level 1 or Level 2. In instances where the market for a financial instrument is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to make a significant adjustment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for a financial instrument owned by the Company to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and quoted market prices) and establishes a fair value by assigning weights to the various valuation sources. Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument. The Company considers the following factors to be indicators of an inactive market: (i) there are few recent transactions, (ii) price quotations are not based on current information, (iii) price quotations vary substantially either over time or among market makers (for example, some brokered markets), (iv) indexes that previously were highly correlated with the fair values of the asset or liability are demonstrably uncorrelated with recent indications of fair value for that asset or liability, (v) there is a significant increase in implied liquidity risk premiums, yields, or performance indicators (such as delinquency rates or loss severities) for observed transactions or quoted prices when compared with the Company’s estimate of expected cash flows, considering all available market data about credit and other nonperformance risk for the asset or liability, (vi) there is a wide bid-ask spread or significant increase in the bid-ask spread, (vii) there is a significant decline or absence of a market for new issuances (that is, a primary market) for the asset or liability or similar assets or liabilities, and (viii) little information is released publicly (for example, a principal-to-principal market). The Company considers the following factors to be indicators of non-orderly transactions: (i) there was not adequate exposure to the market for a period before the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets or liabilities under current market conditions, (ii) there was a usual and customary marketing period, but the seller marketed the asset or liability to a single market participant, (iii) the seller is in or near bankruptcy or receivership (that is, distressed), or the seller was required to sell to meet regulatory or legal requirements (that is, forced), and (iv) the transaction price is an outlier when compared with other recent transactions for the same or similar assets or liabilities. Recently Issued Accounting Pronouncements Changes to GAAP are established by Financial Accounting Standards Board (“FASB”) in the form of ASUs. The Company considers the applicability and impact of all ASUs. Recently issued ASUs not listed below are not expected to have a material impact on the Company’s consolidated financial statements, because either the ASU is not applicable or the impact is expected to be immaterial. On April 14, 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. This guidance clarifies two aspects of Topic 606 : identifying performance obligations and the licensing implementation guidance. On March 17, 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). This guidance clarifies certain aspects of the principal-versus-agent guidance in its new revenue recognition standard related to the determination of whether an entity is a principal-versus-agent and the determination of the nature of each specified good or service. Both updates affect the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , and defer the effective date of ASU 2014-09 by one year. These updates are effective for annual reporting periods (including interim periods) beginning after December 15, 2017 with early adoption permitted. The Company is currently assessing the impact on its consolidated financial statements and notes to the consolidated financial statements. On March 30, 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting . This guidance simplifies several aspects of the accounting for employee share-based payment transactions related to the accounting for income taxes, classification of excess tax benefits on the statement of cash flows, forfeitures, etc. This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The Company is currently assessing the impact on its consolidated financial statements and notes to the consolidated financial statements. On March 15, 2016, the FASB issued ASU 2016-07, Investments—Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting . This guidance eliminates the retroactive adoption requirement when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence. This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The implementation of this update is not expected to have a material effect on the Company’s consolidated financial statements and notes to the consolidated financial statements. On March 14, 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments. This guidance clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts.This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The implementation of this update is not expected to have a material effect on the Company’s consolidated financial statements and notes to the consolidated financial statements. On March 14, 2016, the FASB issued ASU 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships. This guidance clarifies the accounting treatment whe |
Investment in Real Estate
Investment in Real Estate | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
Investment in Real Estate | Investment in Real Estate 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 had no acquisitions during the first quarter of 2016. During 2015, the Company acquired 26 office properties totaling approximately 8.2 million square feet and two development parcels throughout Northern California, 4th and Traction and 405 Mateo. Dispositions During the first quarter of 2016, the Company sold its Bayhill Office Center property for $215.0 million (before certain credits, prorations, and closing costs). Proceeds received were used to partially pay down the Company’s unsecured revolving credit facility. During the first quarter of 2016, the Company recognized a gain of $6.4 million related to the disposal of its Bayhill Office Center property. During first quarter of 2015, the Company sold its First Financial office property for a gain of $22.7 million. The Company has not presented the operating results in net income (loss) from discontinued operations for these disposals because they do not represent a strategic shift in the Company’s business. Held for sale As of March 31, 2016 , the Company determined that its Patrick Henry Drive property met the criteria to be classified as held for sale and reclassified the balances related to such property within the Consolidated Balance Sheet as of March 31, 2016 and December 31, 2015. Subsequent to March 31, 2016 , the Company sold its Patrick Henry Drive property for $19.0 million (before certain credits, prorations, and closing costs). |
Deferred Leasing Costs and Leas
Deferred Leasing Costs and Lease Intangibles, net | 3 Months Ended |
Mar. 31, 2016 | |
Leases [Abstract] | |
Deferred Leasing Costs and Lease Intangibles, net | Deferred Leasing Costs and Lease Intangibles, net The following summarizes the Company’s deferred leasing cost and lease intangibles as of: March 31, 2016 December 31, 2015 Above-market leases $ 38,266 $ 38,481 Accumulated amortization (20,726 ) (17,210 ) Above-market leases, net 17,540 21,271 Deferred leasing costs and in-place lease intangibles 359,937 352,276 Accumulated amortization (121,906 ) (112,337 ) Deferred leasing costs and in-place lease intangibles, net 238,031 239,939 Below-market ground leases 59,578 59,578 Accumulated amortization (3,303 ) (2,757 ) Below-market ground leases, net 56,275 56,821 Deferred leasing costs and lease intangible assets, net $ 311,846 $ 318,031 Below-market leases $ 137,170 $ 140,041 Accumulated amortization (51,594 ) (45,882 ) Below-market leases, net 85,576 94,159 Above-market ground leases 1,095 1,095 Accumulated amortization (57 ) (46 ) Above-market ground leases, net 1,038 1,049 Lease intangible liabilities, net $ 86,614 $ 95,208 The Company recognized the following amortization related to deferred leasing cost and lease intangibles: Three Months Ended March 31, 2016 2015 Above-market lease (1) $ 3,719 $ 370 Below-market lease (1) (8,570 ) (1,814 ) Deferred lease costs and in-place lease intangibles (2) 22,568 4,230 Above-market ground lease (3) (11 ) — Below-market ground lease (3) 546 62 __________________ (1) Amortization is recorded in office rental income in the Consolidated Statements of Operations. (2) Amortization is recorded in depreciation and amortization expense in the Consolidated Statements of Operations. (3) Amortization is recorded in office operating expenses in the Consolidated Statements of Operations. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable The following table summarizes the balances of the Company’s indebtedness as of: March 31, 2016 December 31, 2015 Notes payable $ 2,097,539 $ 2,278,445 Less: unamortized loan premium and deferred financing costs, net (1) (17,534 ) (17,729 ) Notes payable, net $ 2,080,005 $ 2,260,716 ________________ (1) Deferred financing costs exclude debt issuance costs, net related to establishing the Company’s unsecured revolving credit facility and undrawn term loans. These costs are presented within prepaid expenses and other assets, net in the Consolidated Balance Sheets. The following table sets forth information as of March 31, 2016 and December 31, 2015 with respect to the Company’s outstanding indebtedness, excluding net deferred financing costs related to unsecured revolving credit facility and undrawn term loans. March 31, 2016 December 31, 2015 Principal Amount Unamortized Loan Premium and Deferred Financing Costs, net Principal Amount Unamortized Loan Premium and Deferred Financing Costs, net Interest Rate (1) Contractual Maturity Date Unsecured Loans Unsecured Revolving Credit Facility (2) $ 50,000 $ — $ 230,000 $ — LIBOR+ 1.15% to 1.85% 4/1/2019 (11) 5-Year Term Loan due April 2020 (2)(3) 550,000 (5,243 ) 550,000 (5,571 ) LIBOR+ 1.30% to 2.20% 4/1/2020 5-Year Term Loan due November 2020 (2) — — — — LIBOR +1.30% to 2.20% 11/17/2020 7-Year Term Loan due April 2022 (2)(4) 350,000 (2,549 ) 350,000 (2,656 ) LIBOR+ 1.60% to 2.55% 4/1/2022 7-Year Term Loan due November 2022 (2) — — — — LIBOR + 1.60% to 2.55% 11/17/2022 Series A Notes 110,000 (1,049 ) 110,000 (1,011 ) 4.34% 1/2/2023 Series B Notes 259,000 (2,462 ) 259,000 (2,378 ) 4.69% 12/16/2025 Series C Notes 56,000 (576 ) 56,000 (509 ) 4.79% 12/16/2027 Total Unsecured Loans $ 1,375,000 $ (11,879 ) $ 1,555,000 $ (12,125 ) Mortgage Loans Mortgage loan secured by Pinnacle II (5) $ 85,914 $ 873 (6) $ 86,228 $ 1,310 (6) 6.31% 9/6/2016 Mortgage loan secured by 901 Market 30,000 (83 ) 30,000 (119 ) LIBOR+2.25% 10/31/2016 Mortgage loan secured by Rincon Center (7) 101,836 (315 ) 102,309 (355 ) 5.13% 5/1/2018 Mortgage loan secured by Sunset Gower/Sunset Bronson (8) 115,001 (2,055 ) 115,001 (2,232 ) LIBOR+2.25% 3/4/2019 (11) Mortgage loan secured by Met Park North (9) 64,500 (481 ) 64,500 (509 ) LIBOR+1.55% 8/1/2020 Mortgage loan secured by 10950 Washington (7) 28,288 (404 ) 28,407 (421 ) 5.32% 3/11/2022 Mortgage loan secured by Pinnacle I (10) 129,000 (669 ) 129,000 (694 ) 3.95% 11/7/2022 Mortgage loan secured by Element L.A. 168,000 (2,521 ) 168,000 (2,584 ) 4.59% 11/6/2025 Total mortgage loans $ 722,539 $ (5,655 ) $ 723,445 $ (5,604 ) Total $ 2,097,539 $ (17,534 ) $ 2,278,445 $ (17,729 ) _________________ (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 March 31, 2016 , which may be different than the interest rates as of December 31, 2015 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 March 31, 2016 , no such election has been made. (3) Effective May 1, 2015, $300.0 million of the $550.0 million term loan has been effectively fixed at 2.66% to 3.56% per annum through the use of an interest rate swap. See Note 6 for details. (4) Effective May 1, 2015, the outstanding balance of the term loan has been effectively fixed at 3.21% to 4.16% per annum through the use of an interest rate swap. See Note 6 for details. (5) This loan bore interest only for the first five years. Beginning with the payment due October 6, 2011, monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (6) Represents unamortized premium amount of the non-cash mark-to-market adjustment. (7) Monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (8) Through February 11, 2016, interest on $92.0 million of the outstanding loan balance was effectively capped at 5.97% and 4.25% on $50.0 million and $42.0 million , respectively, of the loan through the use of two interest rate caps. These interest rate caps were not renewed after maturity. (9) This loan bears interest only. Interest on the full loan amount has been effectively fixed at 3.71% per annum through use of an interest rate swap. See Note 6 for details. (10) 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. (11) The maturity date may be extended once for an additional one -year term. 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 the Sunset Gower and Sunset Bronson properties, the Company’s separate property-owning subsidiaries are not obligors of or under 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 has been no events of default associated with the Company’s loans. The minimum future principal payments due on the Company’s secured and unsecured notes payable at March 31, 2016 were as follows (before the impact of extension options, if applicable): Year ended Annual Principal Payments 2016 (nine months ending December 31, 2016) $ 117,701 2017 2,714 2018 101,157 2019 167,886 2020 617,493 Thereafter 1,090,588 Total $ 2,097,539 Senior Unsecured Revolving Credit Facility and Term Loan Facilities New Term Loan Agreement On November 17, 2015, the operating partnership entered into a new term loan credit agreement (the “New Term Loan Agreement”) with a group of lenders for an unsecured $175.0 million five -year delayed draw term loan with a maturity date of November 2020 (“5-Year Term Loan due November 2020”) and an unsecured $125.0 million seven -year delayed draw term loan with a maturity date of November 2022 (“7-Year Term Loan due November 2022”). These term loans were undrawn as of March 31, 2016. On May 3, 2016, these loans were fully drawn. See Note 14 for details. A&R Credit On April 1, 2015, the operating partnership entered into the Second Amended and Restated Credit Agreement dated as of March 31, 2015 (the “Credit Facility”), which extended the maturity dates and increased the availability of the credit facilities governed by the prior agreement. On November 17, 2015, the operating partnership amended and restated the Credit Facility (“Amended and Restated Credit Facility”) to align certain terms therein with the less restrictive terms of the New Term Loan Agreement. Borrowings under the Credit Facility were used towards the EOP Acquisition in 2015 and the Amended and Restated Credit Facility is available for other purposes, including for payment of pre-development and development costs incurred in connection with properties owned by the Company, to finance capital expenditures and the repayment of indebtedness of the Company, to provide for general working capital needs and for general corporate purposes of the Company, and to pay fees and expenses incurred in connection with the Amended and Restated Credit Facility. On May 3, 2016, the unsecured revolving loan has been fully paid off and the five-year term loan due April 2020 has been partially paid off. See Note 14 for details. Guaranteed Senior Notes On November 16, 2015, the operating partnership entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with various purchasers, which provides for the private placement of $425.0 million of senior guaranteed notes by the operating partnership, designated as three notes with various interest rates and maturity dates (“Notes”). The Notes were issued on December 16, 2015 and upon issuance, the Notes pay interest semi-annually on the 16th day of June and December in each year until their respective maturities. Debt Covenants The operating partnership’s ability to borrow under the New Term Loan Agreement, the Amended and Restated Credit Facility, and the Note Purchase Agreement remains subject to ongoing compliance with financial and other covenants as defined in the respective agreements, including maintaining a 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 0.55 :1.00), and unsecured interest coverage ratio (minimum 2.00 :1.00). 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 operating partnership was in compliance with its financial covenants at March 31, 2016. Repayment Guaranties Sunset Gower and Sunset Bronson Loan In connection with the loan secured by the Sunset Gower and Sunset Bronson 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. At March 31, 2016 , the outstanding balance was $115.0 million , which results in a maximum guarantee amount for the principal under this loan of $22.4 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. On May 3, 2016, this loan has been partially paid off. See Note 14 for details. 901 Market Loan In connection with its 901 Market Street loan, the Company has guaranteed in favor of and promised to pay to the lender 35.0% of the principal under the loan in the event the borrower, a wholly-owned entity of the operating partnership, does not do so. At March 31, 2016 , the outstanding balance was $30.0 million , which results in a maximum guarantee amount for the principal under this loan of $10.5 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. The borrower has completed various of the improvements subject to this completion guaranty. 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. On May 3, 2016, this loan has been fully paid off. See Note 14 for details. Other Loans Although the rest of the operating partnership’s loans are secured and non-recourse to the operating partnership, the operating partnership provides limited customary secured debt guarantees for items such as voluntary bankruptcy, fraud, misapplication of payments and environmental liabilities. |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments The Company entered into interest rate contracts in order to hedge interest rate risk. As of March 31, 2016 , the Company had five interest rate swaps with notional amounts of $714.5 million. As of December 31, 2015 , the Company had two interest rate caps and five interest rate swaps with notional amounts of $92.0 million and $714.5 million, respectively. Each of these derivatives was designated as effective cash flow hedges for accounting purposes. The Company’s derivative contracts 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 entered into a derivative contract with respect to $300.0 million of the $550.0 million 5 -Year Term Loan due April 2020 which, effective as of May 1, 2015, swapped one-month LIBOR to a fixed rate of 1.36% through the loan’s maturity. The remaining $250.0 million bears interest at a rate equal to one-month LIBOR plus 1.30% to 2.20% depending on the Company’s leverage ratio. On April 1, 2015, the Company also entered into a derivative contract with respect to the $350.0 million 7 -year Term Loan due April 2022, which, effective as of May 1, 2015, swapped one-month LIBOR to a fixed rate of 1.61% through the loan’s maturity. During the three months ended March 31, 2016 , the Company recognized an unrealized loss of $2.1 million related to the ineffective portion of these derivative contracts. Sunset Gower and Sunset Bronson Mortgage On February 11, 2011, the Company closed a five -year term loan totaling $92.0 million with Wells Fargo Bank, N.A., secured by the Sunset Gower and Sunset Bronson properties. The loan initially bore interest at a rate equal to one -month LIBOR plus 3.50% . On March 16, 2011, the Company purchased an interest rate cap in order to cap one -month LIBOR at 3.715% on $50.0 million of the loan through February 11, 2016. On January 11, 2012, the Company purchased an interest rate cap in order to cap one -month LIBOR at 2.00% with respect to $42.0 million of the loan. Effective August 22, 2013, the terms of this loan were amended to, among other changes, increase the outstanding balance from $92.0 million to $97.0 million , reduce the interest to a rate equal to one -month LIBOR plus 2.25% , and extend the maturity date from February 11, 2016 to February 11, 2018. The derivatives described above were not changed in connection with this loan amendment. Effective March 4, 2015, the terms of this loan were amended and restated to introduce the ability to draw up to an additional $160.0 million for budgeted construction costs associated with the ICON development and to extend the maturity date from February 11, 2018 to March 4, 2019. The derivatives described above were not changed in connection with this loan amendment. These derivatives matured on February 11, 2016. 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 swapped 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 derivatives are presented on a gross basis in the Consolidated Balance Sheets. There were no derivative assets as of March 31, 2016 . The derivative assets as of December 31, 2015 were $2.1 million . The derivative liabilities as of March 31, 2016 and December 31, 2015 were $17.7 million and $2.0 million , respectively. As of March 31, 2016 , the Company expects $6.2 million of unrealized loss included in accumulated other comprehensive loss will be reclassified to interest expense in the next twelve months. |
Future Minimum Base Rents and L
Future Minimum Base Rents and Lease Payments Future Minimum Rents | 3 Months Ended |
Mar. 31, 2016 | |
Future Minimum Base Rents and Lease Payments Future Minimum Rents [Abstract] | |
Future Minimum Base Rents and Lease Payments Future Minimum Rents | Future Minimum Base Rents and Lease Payments Future Minimum Rents The Company’s properties are leased to tenants under operating leases with initial term expiration dates ranging from 2016 to 2031 . Approximate future combined minimum rentals (excluding tenant reimbursements for operating expenses and without regard to cancellation options) for properties at March 31, 2016 are presented below for the years/periods ended December 31. The table below does not include rents under leases at the Company's media and entertainment properties with terms of one year or less. Future minimum base rents under the Company’s operating leases in each of the next five years and thereafter are as follows: Non-cancellable Subject to early termination options Total 2016 (nine months ending December 31, 2016) $ 325,049 $ 1,621 $ 326,670 2017 407,247 6,923 414,170 2018 332,569 24,503 357,072 2019 280,175 26,998 307,173 2020 220,738 6,357 227,095 Thereafter 814,609 24,156 838,765 Total $ 2,380,387 $ 90,558 $ 2,470,945 Future Minimum Lease Payments The following table summarizes the Company’s ground lease terms related to properties that are held subject to long-term noncancellable ground lease obligations: Property Expiration Date Notes Sunset Gower 3/31/2060 Every 7 years rent adjusts to 7.5% of Fair Market Value (“FMV”) of the land. Del Amo 6/30/2049 Rent under the ground sublease is $1.00 per year, with the sublessee being responsible for all impositions, insurance premiums, operating charges, maintenance charges, construction costs and other charges, costs and expenses that arise or may be contemplated under any provisions of the ground sublease. 9300 Wilshire Blvd. 8/14/2032 Additional rent is the sum by which 6% of gross rental from the prior calendar year exceeds the Minimum Rent. 222 Kearny Street 6/14/2054 Minimum annual rent is the greater of $975 thousand or 20% of the first $8.0 million of the tenant’s “Operating Income” during any “Lease Year,” as such terms are defined in the ground lease. 1500 Page Mill Center 11/30/2041 Minimum annual rent (adjusted on 1/1/2019 and 1/1/2029) plus 25% of adjusted gross income (“AGI”), less minimum annual rent. Clocktower Square 9/26/2056 Minimum annual rent (adjusted every 10 years) plus 25% of AGI less minimum annual rent. Palo Alto Square 11/30/2045 Minimum annual rent (adjusted every 10 years starting 1/1/2022) plus 25% of AGI less minimum annual rent. Lockheed Building 7/31/2040 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent is the lesser of 10% of FMV of the land or the previous year’s minimum annual rent plus 75% of consumer price index, or CPI, increase. Percentage annual rent is Lockheed’s base rent x 24.125%. Foothill Research 6/30/2039 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent is the lesser of 10% of FMV of the land or the previous year’s minimum annual rent plus 75% of CPI increase. Percentage annual rent is gross income x 24.125%. 3400 Hillview 10/31/2040 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent until October 31, 2017 is the lesser of 10% of FMV of the land or $1.0 million grown at 75% of the cumulative increases in CPI from October 1989. Thereafter, minimum annual rent is the lesser of 10% of FMV of the land or the minimum annual rent as calculated as of November 1, 2017 plus 75% of subsequent cumulative CPI changes. Percentage annual rent is gross income x 24.125%. This lease has been prepaid through October 31, 2017. Metro Center 989 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Metro Center Retail 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Metro Center Tower 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Techmart Commerce Center 5/31/2053 Subject to a 10% increase every 5 years. The following table provides information regarding the Company’s future minimum lease payments for its ground lease and corporate office lease at March 31, 2016 (before the impact of extension options, if applicable): Ground Leases (1)(2)(3) Operating Leases 2016 (nine months ending December 31, 2016) $ 9,064 $ 1,496 2017 12,208 2,072 2018 14,070 2,134 2019 14,120 2,198 2020 14,120 2,264 Thereafter 413,927 11,487 Total $ 477,509 $ 21,651 _________________ (1) In situations where ground lease obligation adjustments are based on third-party appraisals of fair market land value, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . (2) In situations where ground lease obligation adjustments are based on CPI adjustment, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . (3) In situations where ground lease obligation adjustments are based on the percentages of gross income that exceeds the minimum annual rent, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures fair value of financial instruments using level 2 inputs categorized within the fair value hierarchy. The Company’s financial assets and liabilities measured and reported at fair value on a recurring basis include the following: March 31, 2016 December 31, 2015 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ — $ — $ — $ — $ 2,061 $ — $ 2,061 Derivative liabilities — 17,664 — 17,664 — 2,010 — 2,010 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 because of the short-term nature of these instruments. Fair values for notes payable, notes receivable 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 assets and liabilities at: March 31, 2016 December 31, 2015 Carrying Fair Value Carrying Fair Value Notes payable, net (1) $ 2,098,412 $ 2,102,162 $ 2,279,755 $ 2,284,429 Notes receivable, net 28,788 28,788 28,684 28,684 _________________ (1) Amounts represent total notes payable including unamortized loan premium and excludes net deferred financing fees. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
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 Part IV, Item 15(a) “Financial Statement and Schedules—Note 9 to the Consolidated Financial Statements—Equity” in its 2015 Annual Report on Form 10-K. Under the 2010 Incentive Award Plan, as amended (“2010 Plan”), the board of directors of Hudson Pacific Properties, Inc., or its compensation committee, has the ability to grant, among other things, restricted stock, restricted stock units and performance units. The board of directors of Hudson Pacific Properties, Inc. awards restricted shares to non-employee board members, other than directors designated by The Blackstone Group L.P. or its affiliates, on an annual basis as part of such board members’ annual compensation and to newly elected non-employee board members, other than directors designated by The Blackstone Group L.P. or its affiliates, in accordance with the Company’s Non-Employee Director Compensation Program. The share-based awards are generally issued in the second quarter, and the awards vest in equal annual installments over the applicable service vesting period, which is three years . In addition, the board of directors of Hudson Pacific Properties, Inc. or its compensation committee awards time-based restricted shares to certain employees on an annual basis as part of the employees’ annual compensation. The share-based awards are generally issued in the fourth quarter, and the awards vest in equal annual installments over the applicable service vesting period, which is three years . Additionally these awards are subject to a two-year hold upon vesting if the employee is a named executive officer at the time of grant. Starting in January 2012, during the first quarter, the compensation committee of the board of directors of Hudson Pacific Properties, Inc. adopts an Outperformance Plan (“OPP”) under the 2010 Plan. Each OPP is a multi-year outperformance program covering certain senior executives, and authorizes grants of incentive awards linked to absolute and relative total shareholder return (“TSR”) over the applicable three -year performance period. During March 2016, the Compensation Committee adopted the 2016 OPP Plan under the Company’s 2010 Plan. The 2016 OPP is substantially similar to the previous OPPs except that (i) the performance period will run from January 1, 2016 through December 31, 2018, (ii) the maximum bonus pool under the 2016 OPP is $17.5 million , (iii) the 2016 OPP provides for a target bonus pool equal to $3.7 million and (iv) the bonus pool will be equal to 3% of the amount by which Total stockholder Return (“TSR”) during the performance period exceeds the applicable goal. For certain participants the 2016 OPP awards will be settled in performance units of the operating partnership (rather than common stock of Hudson Pacific Properties, Inc.). In December 2015, the board of directors of Hudson Pacific Properties, Inc. awarded special one-time retention grants to certain employees, which includes time-vesting restricted stock and performance-based RSUs. These awards vests over four years (subject to continued employment and, with respect to the RSUs, the achievement of performance goals). Additionally, these awards are subject to a two -year hold upon vesting. The following table presents the classification and amount recognized for stock compensation related to the Company’s OPP plans and restricted stock awards: Three months ended Consolidated Financial Statement Classification 2016 2015 Expensed stock compensation $ 3,342 $ 2,149 general and administrative expenses Capitalized stock compensation 82 102 deferred leasing costs and lease intangibles, net and tenant improvements Total stock compensation $ 3,424 $ 2,251 additional paid-in capital |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company 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. The Company calculates diluted earnings per share by dividing the 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. 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 the Company’s basic and diluted per share computations for net income available to common stockholders: Three months ended March 31, 2016 March 31, 2015 Numerator: Net income $ 5,976 $ 24,574 Preferred dividends (159 ) (3,195 ) Income attributable to participating securities (197 ) (70 ) Income attributable to non-controlling interest in consolidated entities (1,945 ) (1,502 ) Income attributable to non-controlling units of the operating partnership (1,422 ) (596 ) Numerator for basic and diluted net income available to common stockholders $ 2,253 $ 19,211 Denominator: Basic weighted average vested units outstanding 89,190,803 76,783,351 Effect of dilutive instruments (1) 407,000 547,000 Diluted weighted average vested units and common unit equivalents outstanding 89,597,803 77,330,351 Basic earnings per common share: $ 0.03 $ 0.25 Diluted earnings per common share: $ 0.03 $ 0.25 ________________ (1) We include unvested awards as contingently issuable shares in the computation of diluted EPS 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 EPS calculation. Shares related to our 2015 OPP, 2016 OPP and performance based one-time retention grants were excluded from the calculation of dilutive net income per common share for March 31, 2016 because they are not currently expected to be earned. Shares related to our 2015 OPP were excluded from the calculation of dilutive net income per common share for March 31, 2015 since they were not expected to be earned. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Equity | Equity The tables below present the effect of the Company’s derivative financial instruments on accumulated other comprehensive loss (“OCI”) . Hudson Pacific Properties, Inc. Stockholder's Equity Non-controlling interests Total Equity Balance as of January 1, 2016 $ 1,081 $ (1,017 ) $ 64 Unrealized loss recognized in OCI due to change in fair value of derivative 10,809 6,823 17,632 Loss reclassified from OCI into income (as interest expense) (1,322 ) (835 ) (2,157 ) Net change in OCI $ 9,487 $ 5,988 $ 15,475 Balance as of March 31, 2016 $ 10,568 $ 4,971 $ 15,539 Hudson Pacific Properties, Inc. Stockholder's Equity Non-controlling interests Total Equity Balance as of January 1, 2015 $ 2,443 $ 218 $ 2,661 Unrealized loss recognized in OCI due to change in fair value of derivative 767 24 791 Loss reclassified from OCI into income (as interest expense) (161 ) (5 ) (166 ) Net change in OCI $ 606 $ 19 $ 625 Balance as of March 31, 2015 $ 3,049 $ 237 $ 3,286 Non-controlling interests Common units and performance units in the operating partnership There were 56,296,315 , 56,296,315 , and 2,382,563 common units outstanding held by investors, executive officers and directors as of March 31, 2016 , December 31, 2015 , and March 31, 2015 , respectively. Common units and shares of common stock of Hudson Pacific Properties, Inc. 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 redeem 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 common stock of Hudson Pacific Properties, Inc. in exchange for common units on a one -for-one basis. Performance units are partnership interests in the operating partnership. Each performance unit awarded will be deemed equivalent to an award of one unit 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 for tax purposes its assets 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. The operating partnership meets the criteria of a VIE and the Company is the primary beneficiary of the operating partnership. Non-controlling interest—members in consolidated entities The Company has an interest in a joint venture with Media Center Partners, LLC (the “Pinnacle JV”). The Pinnacle JV owns the Pinnacle, a two -building (Pinnacle I and Pinnacle II), 625,640 square-foot office property located in Burbank, California. As of March 31, 2016 , December 31, 2015 , and March 31, 2015 the Company owned a 65.0% interest in the Pinnacle JV. The Company is the administrator for this joint venture. This joint venture meets the criteria of a VIE and the Company is the primary beneficiary of the Pinnacle JV. On January 7, 2015, the Company entered into a joint venture with Canada Pension Plan Investment Board (“CPPIB”), through which CPPIB purchased a 45.0% interest in the 1455 Market Street office property located in San Francisco, California. As of March 31, 2016 , December 31, 2015 , and March 31, 2015 the Company owned a 55% interest in the 1455 Market JV. The Company is the general partner of this joint venture. This joint venture meets the criteria of a VIE and the Company is the primary beneficiary of the 1455 Market JV. 6.25% series A cumulative redeemable preferred units of the operating partnership 6.25% series A cumulative redeemable preferred units of the operating partnership are 407,066 series A preferred units of partnership interest in the operating partnership, or series A preferred units, that 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. 8.375% series B cumulative redeemable preferred stock 5,800,000 shares of 8.375% series B cumulative redeemable preferred stock of Hudson Pacific Properties, Inc., with a liquidation preference of $25.00 per share, $0.01 par value per share, were outstanding during the three months ended March 31, 2015. Dividends on the series B preferred stock were cumulative from the date of original issue and payable quarterly on or about the last calendar day of each March, June, September and December, at the rate of 8.375% per annum of its $25.00 per share liquidation preference. On December 10, 2015, the Company redeemed its series B preferred stock in whole for cash at a redemption price of $25.00 per share, plus accrued and unpaid dividends to, but not including, the date of redemption. April 2015 Common Stock Secondary Offering On April 10, 2015, certain funds affiliated with Farallon Capital Management completed a public offering of 6,037,500 shares of common stock of Hudson Pacific Properties, Inc. The Company did not receive any proceeds from the offering. April 2015 Common Stock Issuance On April 1, 2015, in connection with the EOP Acquisition, Hudson Pacific Properties, Inc. issued 8,626,311 shares of common stock as part of the consideration paid. January 2015 Common Stock Offering On January 20, 2015, Hudson Pacific Properties, Inc. completed the public offering of 11,000,000 shares of common stock and the exercise of the underwriters’ over-allotment option to purchase an additional 1,650,000 shares of common stock at the public offering price of $31.75 per share. Total proceeds from the public offering, after underwriters’ discount, were approximately $385.6 million (before transaction costs). At-the-market program The Company’s at-the-market (“ATM”) program permits sales of up to $125.0 million of stock. During 2015 and the three months ended March 31, 2016, the Company did not utilize the ATM program. A cumulative total of $14.5 million has been sold through March 31, 2016. Share repurchase program On January 20, 2016, the board of directors of Hudson Pacific Properties, Inc. 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 were made during the three months ended March 31, 2016 . Dividends During the first quarter for 2016 , the Company declared dividends on common stock and non-controlling common partnership interests of $0.20 per share and unit. The operating partnership also declared distributions on series A preferred partnership interests of $0.3906 per unit. The first quarter dividends were declared on March 10, 2016 to holders of record on March 20, 2016. Taxability of Dividends Earnings and profits, which determine the taxability of distributions to stockholders, may differ from income reported for financial reporting purposes because of the differences for federal income tax purposes in the treatment of loss on extinguishment of debt, revenue recognition, and compensation expense and in the basis of depreciable assets and estimated useful lives used to compute depreciation. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
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. Corporate Headquarters Lease with 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 Real Estate Partners V and Blackstone Real Estate Partners VI) for the Company’s corporate headquarters at 11601 Wilshire Boulevard. The Company previously occupied approximately 40,120 square feet of the property’s space. On December 16, 2015, the Company entered into an amendment of that lease to expand the space to approximately 42,371 square feet of the property’s space and to extend the term by an additional three years, to a total of ten years, through August 31, 2025. The lease commencement date was September 1, 2015. As of March 31, 2016, the minimum future rents payable under the new lease is $21.7 million . Agreement 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 San Francisco Peninsula, Redwood Shores, Palo Alto, Silicon Valley and North San Jose submarkets. The total consideration paid for the EOP Acquisition before certain credits, proration, 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 Stockholders Agreement On April 1, 2015, in connection with the closing of the EOP Acquisition as described above, the Company entered into the Stockholders Agreement (the “Stockholders Agreement”) by and among the Company, the operating partnership, Blackstone Real Estate Advisors L.P. (“BREA”) and Blackstone. The Stockholders Agreement sets forth various arrangements and restrictions with respect to the governance of the Company and certain rights of Blackstone with respect to the shares of common stock of Hudson Pacific Properties, Inc. and common units of the operating partnership received by Blackstone in connection with the EOP Acquisition (the “Equity Consideration”). Pursuant to the terms of the Stockholders Agreement, in April 2015 the board of directors of Hudson Pacific Properties, Inc. (the “Board”) was expanded from eight to eleven directors, and three director nominees designated by Blackstone to the Board were elected. On January 13, 2016, one of Blackstone’s nominees resigned from the Board, and Blackstone indicated that it would not designate an individual to replace him. Subsequently, the Board voted to decrease its size to ten directors. Subject to certain exceptions, the Board will continue to include Blackstone’ designees in its slate of nominees, and will continue to recommend such nominees, and will otherwise use its reasonable best efforts to solicit the vote of the stockholders of Hudson Pacific Properties, Inc. to elect to the Board the slate of nominees which includes those designated by Blackstone. Blackstone will have the right to designate three nominees for so long as it continues to beneficially own, in the aggregate, greater than 50% of the Equity Consideration. If Blackstone’ beneficial ownership of the Equity Consideration decreases, then the number of director nominees that Blackstone will have the right to designate will be reduced (i) to two , if Blackstone beneficially owns greater than or equal to 30% but less than or equal to 50% of the Equity Consideration and (ii) to one , if Blackstone beneficially owns greater than or equal to 15% but less than 30% of the Equity Consideration. The Board nomination rights of Blackstone will terminate at such time as Blackstone beneficially owns less than 15% of the Equity Consideration or upon written notice of waiver or termination of such rights by Blackstone. So long as Blackstone retains the right to designate at least one nominee to the Board, Hudson Pacific Properties, Inc. will not be permitted to increase the total number of directors comprising the Board to more than twelve persons without the prior written consent of Blackstone. For so long as Blackstone has the right to designate at least two director nominees, subject to the satisfaction of applicable NYSE independence requirements, Blackstone will also be entitled to appoint one such nominee then serving on the Board to serve on each committee of the Board (other than certain specified committees). The Stockholders Agreement also includes standstill provisions, which require that, until such time as Blackstone beneficially owns shares of common stock representing less than 10% of the total number of issued and outstanding shares of common stock on a fully-diluted basis, Blackstone and BREA are restricted from, among other things, acquiring additional equity or debt securities (other than non-recourse debt and certain other debt) of the Company without the Company’s prior written consent. In addition, pursuant to the Stockholders Agreement, until April 1, 2017, the Company is required to obtain the prior written consent of Blackstone prior to the issuance of common equity securities by it or any of its subsidiaries other than up to an aggregate of 16,843,028 shares of common stock (and certain other exceptions). Further, until such time as Blackstone beneficially owns, in the aggregate, less than 15% of the Equity Consideration, Blackstone will cause all common stock held by it to be voted by proxy (i) in favor of all persons nominated to serve as directors by the Board (or the Nominating and Corporate Governance Committee thereof) in any slate of nominees which includes Blackstone’ nominees and (ii) otherwise in accordance with the recommendation of the Board (to the extent the recommendation is not inconsistent with the rights of Blackstone under the Stockholders Agreement) with respect to any other action, proposal or other matter to be voted upon by the stockholders of Hudson Pacific Properties, Inc., other than in connection with (A) any proposed transaction relating to a change of control of Hudson Pacific Properties, Inc., (B) any amendments to the charter or bylaws of Hudson Pacific Properties, Inc., (C) any other transaction that Hudson Pacific Properties, Inc. submits to a vote of its stockholders pursuant to Section 312.03 of the NYSE Listed Company Manual or (D) any other transaction that Hudson Pacific Properties, Inc. submits to a vote of its stockholders for approval. As required by the Stockholders Agreement, the Company has agreed that Blackstone and certain of its affiliates may engage in investments, strategic relationships or other business relationships with entities engaged in other business, including those that compete with the Company, and will have no obligation to present any particular investment or business opportunity to the Company, even if the opportunity is of a character that, if presented to the Company, could be undertaken by the Company. As required by the Stockholders Agreement, to the maximum extent permitted under Maryland law, the Company has renounced any interest or expectancy in, or in being offered an opportunity to participate in, any such investment, opportunity or activity presented to or developed by Blackstone, its nominees for election as directors and certain of its affiliates, other than any opportunity expressly offered to a director nominated at the direction of Blackstone in his or her capacity as a director of Hudson Pacific Properties, Inc. Further, without the prior written consent of Blackstone, Hudson Pacific Properties, Inc. may not amend certain provisions of its bylaws relating to the ability of its directors and officers to engage in other business or to adopt qualification for directors other than those in effect as of the date of the Stockholders Agreement or as are generally applicable to all directors, respectively. The Stockholders Agreement also includes certain provisions that, together, are intended to enhance the liquidity of common units to be held by Blackstone. Redemption Rights of Blackstone Under the terms of the Stockholders Agreement, the Company (in its capacity as the general partner of the operating partnership) has waived the 14 -month holding period set forth in the Fourth Amended and Restated Limited Partnership Agreement before Blackstone may require the operating partnership to redeem the common units and grants certain additional rights to Blackstone in connection with such redemptions. Among other things, the Company generally must give Blackstone notice before 9:30 a.m. Eastern time on the business day after the business day on which Blackstone gives the Company notice of redemption of any common units of the Company’s election, in its sole and absolute discretion, to either (a) cause the operating partnership to redeem all of the tendered common units in exchange for a cash amount per common units equal to the value of one share of common stock on the date that Blackstone provided its notice of redemption, calculated in accordance with and subject to adjustment as provided in the Fourth Amended and Restated Limited Partnership Agreement and the Stockholders Agreement, or (b) subject to the restrictions on ownership and transfer of the Company’s stock set forth in its charter, acquire all of the tendered common units from Blackstone in exchange for shares of common stock, based on an exchange ratio of one share of common stock for each common unit, subject to adjustment as provided in the Fourth Amended and Restated Limited Partnership Agreement. If the Company fails to timely provide such notice, the Company will be deemed to have elected to cause the operating partnership to redeem all such tendered common units in exchange for shares of common stock. The Company may also elect to cause the operating partnership to redeem all common units tendered by Blackstone with the proceeds of a public or private offering of common stock under certain circumstances as discussed more fully below. Restrictions on Transfer of Common Units by Blackstone Under the terms of the Stockholders Agreement, the Company (in its capacity as the general partner of the operating partnership) has waived the 14 -month holding period set forth in the Fourth Amended and Restated Limited Partnership Agreement before Blackstone may transfer any common units, and has agreed to admit any permitted transferee of Blackstone as a substituted limited partner of the operating partnership upon the satisfaction of certain conditions described in the Fourth Amended and Restated Limited Partnership Agreement and the Stockholders Agreement. Nevertheless, the Covered Securities are subject to the transfer restrictions described above. Ownership Limit Waiver In connection with the issuance of the Equity Consideration, the Board granted to Blackstone and certain of its affiliates a limited exception to the restrictions on ownership and transfer of common stock set forth in the charter of Hudson Pacific Properties, Inc. (the “Charter”) that allows Blackstone and certain of its affiliates to own, directly or indirectly, in the aggregate, up to 17,707,056 shares of common stock of Hudson Pacific Properties, Inc. (the “Excepted Holder Limit”). This exception is conditioned upon the continued accuracy of various representations and covenants set forth in Blackstone’s waiver request delivered on April 1, 2015, confirming, among other things, that neither Blackstone nor certain of its affiliates may own, directly or indirectly, (i) more than 9.9% of the interests in a tenant of the Company (other than a tenant of the 1455 Market Street office property) or (ii) more than 5.45% of the interests in a tenant of the 1455 Market Street office property, in each case subject to certain exceptions that may reduce such ownership percentage, but not below 2% and representations intended to confirm that Blackstone’s and certain of its affiliates’ ownership of common stock of Hudson Pacific Properties, Inc. will not cause Hudson Pacific Properties, Inc. to otherwise fail to qualify as a REIT. The exception for Blackstone and certain of its affiliates will apply until (i) Blackstone or any such affiliate violates any of the representations or covenants in Blackstone’s waiver request or (ii) (a) Blackstone or any such affiliate owns, directly or indirectly, more than the applicable ownership percentage (as described above) of the interests in any tenant(s) and (b) the maximum rental income expected to be produced by such tenant(s) exceeds (x) 0.5% of the Company’s gross income (in the case of tenants other than tenants of the 1455 Market Street office property) or (y) 0.5% of the 1455 Market Street Joint Venture’s gross income (in the case of tenants of the 1455 Market Street office property) for any taxable year (the “Rent Threshold”), at which time the number of shares of common stock that Blackstone and certain of its affiliates may directly or indirectly own will be reduced to the number of shares of common stock which would result in the amount of rent from such tenant(s) (that would be treated as related party rents under certain tax rules) representing no more than the Rent Threshold. In addition, due to Blackstone’s ownership of common units of limited partnership interest in the operating partnership and the application of certain constructive ownership rules, the operating partnership will be considered to own the common stock that is directly or indirectly owned by Blackstone and certain of its affiliates. For this reason, the Board has also granted the operating partnership an exception to the restrictions on ownership and transfer of common stock set forth in the Charter. The Registration Rights Agreement On April 1, 2015, in connection with the closing of the EOP Acquisition, the Company entered into a Registration Rights Agreement, dated April 1, 2015 (the “Registration Rights Agreement”), by and among the Company and Blackstone. The Registration Rights Agreement provides for customary registration rights with respect to the Equity Consideration, including the following: • Shelf Registration . On October 27, 2015, the Company filed a prospectus covering Blackstone’s shares of common stock received as part of the Equity Consideration as well as shares issuable upon redemption of common units received as part of the Equity Consideration. The Company is required to use its reasonable best efforts to keep such resale shelf registration statement effective for as long as Blackstone continues to hold such shares of common stock. • Demand Registrations . Beginning November 1, 2015 (or earlier if transfer restrictions under the Stockholders Agreement are terminated earlier), Blackstone may cause the Company to register their shares if the foregoing resale shelf registration statement is not effective or if the Company is not eligible to file a shelf registration statement. • Qualified Offerings . Any registered offerings requested by Blackstone that are to an underwriter on a firm commitment basis for reoffering and resale to the public, in an offering that is a “bought deal” with one or more investment banks or in a block trade with a broker-dealer will be (subject to certain specified exceptions): (i) no more frequent than once in any 120 -day period, (ii) subject to underwriter lock-ups from prior offerings then in effect, and (iii) subject to a minimum offering size of $50.0 million. • Piggy-Back Rights. Beginning November 1, 2015 (or earlier if transfer restrictions under the Stockholders Agreement are terminated earlier), Blackstone is permitted to, among other things, participate in offerings for the Company’s account or the account of any other security holder of the Company (other than in certain specified cases). If underwriters advise that the success of a proposed offering would be significantly and adversely affected by the inclusion of all securities in an offering initiated by the Company for the Company’s own account, then the securities proposed to be included by Blackstone together with other stockholders exercising similar piggy-back rights are cut back first. Limited Partnership Agreement On April 1, 2015, in connection with the closing of the EOP Acquisition, the Company, as the general partner of the operating partnership, entered into the Third Amended and Restated Agreement of Limited Partnership of the operating partnership dated April 1, 2015 along with Blackstone and the other limited partners of the operating partnership. The principal changes to the Second Amended and Restated Agreement of Limited Partnership of the operating partnership, as amended and as in effect immediately prior to the closing of the EOP Acquisition, made by the Third Amended and Restated Limited Partnership Agreement were to add the provisions described below. The Third Amended and Restated Limited Partnership Agreement was subsequently amended and restated on December 17, 2015 by the Fourth Amended and Restated Limited Partnership Agreement of the operating partnership. The Stockholders Agreement prohibits the Company, without the prior written consent of Blackstone, from amending certain provisions of the Fourth Amended and Restated Limited Partnership Agreement in a manner adverse in any respect to Blackstone (in its capacity as limited partners of the operating partnership), or to add any new provision to the Fourth Amended and Restated Limited Partnership Agreement that would have a substantially identical effect or from taking any action that is intended to or otherwise would have a substantially identical effect. Restrictions on Mergers, Sales, Transfers and Other Significant Transactions of the Company Prior to the date on which Blackstone and any of its affiliates own less than 9.8% of the Equity Consideration, the Company may not consummate any of (a) a merger, consolidation or other combination of the Company’s or the operating partnership’s assets with another person, (b) a sale of all or substantially all of the assets of the operating partnership, (c) sale of all or substantially all of the Company’s assets not in the ordinary course of the operating partnership’s business or (d) a reclassification, recapitalization or change in the Company’s outstanding equity securities (other than in connection with a stock split, reverse stock split, stock dividend, change in par value, increase in authorized shares, designation or issuance of new classes of equity securities or any event that does not require the approval of the Company’s stockholders), in each case, which is submitted to the holders of the common stock of Hudson Pacific Properties, Inc. for approval, unless such transaction is also approved by the partners of the operating partnership holding common units on a “pass through” basis, which, in effect, affords the limited partners of the operating partnership that hold common units the right to vote on such transaction as though such limited partners held the number of shares of common stock into which their common units were then exchangeable and voted together with the holders of the outstanding common stock of Hudson Pacific Properties, Inc. with respect to such transaction. Stock Offering Funding of Redemption If Blackstone or any of its affiliates who become limited partners of the operating partnership (“Specified Limited Partners”) delivers a notice of redemption with respect to common units that, if exchanged for common stock, would result in a violation of the Excepted Holder Limit (as defined below) or otherwise violate the restrictions on ownership and transfer of the Company’s stock set forth in its charter and that have an aggregate value in excess of $50.0 million as calculated pursuant to the terms of the Fourth Amended and Restated Limited Partnership Agreement, then, if the Company is then eligible to register the offering of its securities on Form S-3 (or any successor form similar thereto), the Company may elect to cause the operating partnership to redeem such common units with the net proceeds from a public or private offering of the number of shares of common stock that would be deliverable in exchange for such common units but for the application of the Excepted Holder Limit and other restrictions on ownership and transfer of the Company’s stock. If the Company elects to fund the redemption of any common units with such an offering, it will allow all Specified Limited Partners the opportunity to include additional common units held by such Specified Limited Partners in such redemption. Blackstone Margin Loan HPP BREP V Holdco A LLC (“Borrower”), an affiliate of Blackstone, has entered into (i) a Margin Loan Agreement (the “Loan Agreement”) dated as of December 29, 2015 with the lenders party thereto (each, a “Lender” and, collectively, the “Lenders”) and the administrative agent party thereto and (ii) Pledge and Security Agreements dated as of December 31, 2015, in each case, between one of the Lenders, as secured party, and Borrower, as pledgor (the “Borrower Pledge Agreements”), and certain of Borrower’s affiliates (each, a “Holdco A Guarantor” and collectively, the “Holdco A Guarantors”) each entered into (i) with each Lender, a Pledge and Security Agreement dated as of December 31, 2015 (each, a “Holdco A Guarantor Pledge Agreement” and, collectively with the Borrower Pledge Agreements, the “Pledge Agreements”) and (ii) with the administrative agent and the Lenders, a Guarantee dated as of December 31, 2015 of the Borrower’s obligations under the Loan Agreement (each, a “Holdco A Guarantee” and collectively the “Holdco A Guarantees”). In addition, certain of Borrower’s other affiliates (each, a “Holdco B Guarantor” and collectively, the “Holdco B Guarantors” and, together with the Holdco A Guarantors, the “Guarantors”) each entered into, with the administrative agent and the Lenders, a Guarantee dated as of December 31, 2015 of the Borrower’s obligations under the Loan Agreement (each, a “Holdco B Guarantee” and, collectively with the Holdco A Guarantees, the Loan Agreement, the Pledge Agreements and substantially similar pledge and security agreements entered into since December 31, 2015, the “Loan Documents”). Each of the Borrower, the Holdco A Guarantors and the Holdco B Guarantors is affiliated with Blackstone. As of December 31, 2015, the Borrower has borrowed an aggregate of $350.0 million under the Loan Agreement. Subject to the satisfaction of certain conditions, the Borrower may borrow up to an additional $150.0 million on or after March 1, 2016. The scheduled maturity date of the loans under the Loan Agreement is December 31, 2017, which may be extended at the election of the Borrower until December 31, 2018. To secure borrowings under the Loan Agreement, the Borrower and the Guarantors have collectively pledged 8,276,945 shares of common stock and 52,627,118 common units in the operating partnership, as well as their respective rights under the Registration Rights Agreement. Upon the occurrence of certain events that are customary for this type of loan, the Lenders may exercise their rights to require the Borrower to pre-pay the loan proceeds, post additional collateral, or foreclose on, and dispose of, the pledged shares of common stock of Hudson Pacific Properties, Inc. and pledged common units in the operating partnership in accordance with the Loan Documents. The Company did not independently verify the foregoing disclosure regarding the margin loan. In addition, the Company is not a party to the Loan Documents and has no obligations thereunder, but has delivered an Issuer Agreement to each of the Lenders in which it has, among other things, agreed to certain obligations relating to the pledged shares of the common stock of Hudson Pacific Properties, Inc. and pledged common units in the operating partnership and, subject to applicable law and stock exchange rules, agreed not to take any actions that are intended to materially hinder or delay the exercise of any remedies with respect to the pledged shares of the common stock of Hudson Pacific Properties, Inc. and pledged common units in the operating partnership. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
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 March 31, 2016 , the risk of material loss from such legal actions impacting the Company’s financial condition or results from operations has been assessed as remote. Concentrations As of March 31, 2016 , the majority of the Company’s properties were located in California, which exposes the Company to greater economic risks than if it owned a more geographically dispersed portfolio. A significant portion of the Company’s rental revenue is derived from tenants in the media, entertainment and technology industries. As of March 31, 2016 , approximately 13.3% and 28.3% of rentable square feet were related to the media and entertainment and technology industries, respectively. As of March 31, 2016 , the Company’s 15 largest tenants represented approximately 27.7% of its rentable square feet. During the three months ended March 31, 2016 , no single tenant accounted for more than 10% . Letters of Credit As of March 31, 2016 , the Company has outstanding letters of credit totaling approximately $3.3 million under the unsecured revolving credit facility. The letters of credit are primarily related to utility company security deposit requirements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Patrick Henry Drive disposition On April 7, 2016, the Company sold its 70,520 -square-foot Patrick Henry Drive office property in Santa Clara, California for $19.0 million (before certain credits, prorations, and closing costs). The Company acquired Patrick Henry Drive from Blackstone as part of the EOP Acquisition in 2015. Sales agreements On April 25, 2016, the Company entered into an agreement to sell its now fully pre-leased, 100,007 -square-foot 12655 Jefferson redevelopment in Playa Vista, California for $80.0 million (before certain credits, prorations and closing costs). Significant leasing activity On May 4, 2016, the Company executed a long-term renewal with Qualcomm Technologies Inc. for 365,502 square feet at the three -building, Skyport Plaza office campus in North San Jose, California. The terms of the renewal became effective as of April 1, 2016, increased office rental income and extended the expiration of this major lease to August 2022. Debt activity On May 3, 2016, the Company drew on the $175.0 million 5-Year Term Loan due November 2020 and $125.0 million 7-Year Term Loan due November 2022 that were entered into on November 17, 2015. Amounts drawn were used to fully pay down the 901 Market mortgage loan and unsecured revolving credit facility, and partially pay down the Sunset Gower/Sunset Bronson mortgage loans and the 5-Year Term Loan due April 2020. Additionally, the Company entered into a interest rate swap on its 7-Year Term Loan due November 2022 to effectively fix the interest rate at 3.03% to 3.98% . |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
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 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, 2016. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements in the Annual Report on Form 10-K of Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. for the year ended December 31, 2015 and the notes thereto. Certain amounts in the Consolidated Balance Sheets for the prior period related to Patrick Henry Drive have been reclassified to be comparable with the presentation as held for sale as of March 31, 2016 . |
Principles of Consolidation | The unaudited interim consolidated financial statements of Hudson Pacific Properties, Inc. include the accounts of Hudson Pacific Properties, Inc., the operating partnership and all wholly-owned subsidiaries and variable interest entities (“VIEs”), of which Hudson Pacific Properties, Inc. 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. During the first quarter of 2016, the Company adopted ASU 2015-02, Consolidation (“Topic 810”): Amendments to the Consolidation Analysis, to amend the accounting guidance for consolidation. The standard simplifies the current guidance for consolidation and reduces the number of consolidation models through the elimination of the indefinite deferral of Statement 167. Additionally, the standard places more emphasis on risk of loss when determining a controlling financial interest. The Company consolidates all entities that the Company controls through either majority ownership or voting rights. In addition, the Company consolidates all VIEs of which the Company is considered the primarily 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 a result of the adoption, the Company concluded that two of its joint ventures and its operating partnership met the definition of a VIE and is the primarily beneficiary of these VIEs. Substantially all of the assets and liabilities of the Company are related to these VIEs. |
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. |
Investment in Real Estate Properties | Acquisitions When the Company acquires properties that are considered business combinations, the assets acquired and liabilities assumed are recorded at fair value. These assets and liabilities include, but are not limited to, land, building and improvements, intangible assets related to above-and below-market leases, intangible assets related to in-place leases, debt and other assumed assets and liabilities. The initial purchase price accounting is based on management’s preliminary assessment, which may differ when final information becomes available. Subsequent adjustments made to the initial purchase price accounting are made within the measurement period, which typically does not exceed one year, within the Consolidated Balance Sheets. The Company assesses fair value based on level 2 and level 3 inputs within the fair value hierarchy, which includes estimated cash flow projections that utilize discount and/or capitalization rates and available market information. See “Fair value of Assets and Liabilities” below. 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 was vacant. The fair value of acquired “above- and below-” market leases is estimated through 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 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, legal and other related costs. Acquisition-related expenses associated with acquisition of operating properties are expensed in the period incurred. Cost Capitalization The Company capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance and other costs directly related and essential to the acquisition, development or construction of a real estate project. Indirect development costs, including salaries and benefits, office rent, and associated costs for those individuals directly responsible for and who spend their time on development activities are also capitalized and allocated to the projects to which they relate. Capitalized personnel costs for the three months ended March 31, 2016 and 2015 were approximately $2.3 million and $0.9 million , respectively. Interest is capitalized on the construction in progress at a rate equal to the Company’s weighted average cost of debt. Capitalized interest for the three months ended March 31, 2016 and 2015 was approximately $2.6 million and $2.0 million , respectively. Construction and development costs are capitalized while substantial activities are ongoing to prepare an asset for its intended use. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of tenant improvements but no later than one year after cessation of major construction activity. Costs incurred after a project is substantially complete and ready for its intended use, or after development activities have ceased, are expensed as they are incurred. Costs previously capitalized related to abandoned acquisitions or developments are charged to earnings. Expenditures for repairs and maintenance are expensed as they are incurred. |
Depreciation | The properties are generally carried at cost, less accumulated depreciation and amortization. The Company computes depreciation using the straight-line method over the estimated useful lives of generally 39 years for building and improvements, 15 years for land improvements, five to seven years for furniture and fixtures and equipment, and over the shorter of asset life or life of the lease for tenant improvements. Above- and below-market lease intangibles are amortized to revenue over the remaining non-cancellable lease terms and bargain renewal periods, if applicable. Other in-place lease intangibles are amortized to the depreciation and amortization line item of the Consolidated Statements of Operations over the remaining non-cancellable lease term. |
Held for sale | The Company classifies properties as held for sale when certain criteria set forth in Accounting Standard Codification (“ASC”) Topic 360, Property, Plant, and Equipment, are met. These criteria include (i) whether the Company is committed to a plan to sell, (ii) whether the asset or disposal group is available for immediate sale, (iii) whether an active program to locate a buyer and other actions required to complete the plan to sell have been initiated, (iv) whether the sale of the asset or disposal group is probable (i.e., likely to occur) and the transfer is expected to qualify for recognition as a completed sale within one year, (v) whether the long-lived asset or disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value, (vi) whether actions necessary to complete the plan indicate that it is unlikely significant changes to the plan will be made or that the plan will be withdrawn. At the time a property is classified as held for sale, the Company reclassifies its assets and liabilities to held for sale in the Consolidated Balance Sheets for the periods presented and ceases recognizing depreciation expense. Properties held for sale are reported at the lower of their carrying value or their estimated fair value, less estimated costs to sell. |
Impairment of Long-Lived Assets | The Company assesses the carrying value of real estate assets and related intangibles whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable in accordance with GAAP. Impairment losses are recorded on real estate assets held for investment when indicators of impairment are present and the future undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amount. The Company recognizes impairment losses to the extent the carrying amount exceeds the fair value of the properties. |
Goodwill | Goodwill represents the excess of acquisition cost over the fair value of net tangible and identifiable intangible assets acquired and liabilities assumed in business acquisitions. The Company’s goodwill balance as of March 31, 2016 and December 31, 2015 was $8.8 million . The Company does not amortize this asset but instead analyzes it on an annual basis for impairment. |
Cash and Cash Equivalents | Cash and cash equivalents are defined as cash on hand and in banks, plus all short-term investments with a maturity of three months or less when purchased. The Company maintains some of its cash in bank deposit accounts that, at times, may exceed the federally insured limit. No losses have been experienced related to such accounts. |
Restricted Cash | Restricted cash consists of amounts held by lenders to provide for future real estate taxes and insurance expenditures, repairs and capital improvements reserves, general and other reserves and security deposits. |
Accounts Receivable, net | Accounts receivable consist of amounts due for monthly rents and other charges. The Company maintains an allowance for doubtful accounts for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants and operators on an ongoing basis. This evaluation considers industry and economic conditions, property performance, credit enhancements and other factors. The Company evaluates the collectability of accounts receivable based on a combination of factors. The allowance for doubtful accounts is based on specific identification of uncollectible accounts and the Company’s historical collection experience. The Company recognizes an allowance for doubtful accounts based on the length of time the receivables are past due, the current business environment and the Company’s historical experience. Historical experience has been within management’s expectations. |
Revenue Recognition | 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. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how and on what a tenant improvement allowance may be spent; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. Certain leases provide for additional rents contingent upon a percentage of the tenant’s revenue in excess of specified base amounts or other thresholds. Such revenue is recognized when actual results reported by the tenant, or estimates of tenant results, exceed the base amount or other thresholds. Such revenue is recognized only after the contingency has been removed (when the related thresholds are achieved), which may result in the recognition of rental revenue in periods subsequent to when such payments are received. Other property-related revenue is revenue that is derived from the tenants’ use of lighting, equipment rental, parking, power, HVAC and telecommunications (telephone and Internet). Other property-related revenue is recognized when these items are provided. 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 the Company is generally the primary obligor with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and bears the associated credit risk. The Company recognizes gains on sales of properties upon the closing of the transaction with the purchaser. Gains on properties sold are recognized using the full accrual method when (i) the collectability of the sales price is reasonably assured, (ii) the Company is not obligated to perform significant activities after the sale, (iii) the initial investment from the buyer is sufficient and (iv) other profit recognition criteria have been satisfied. Gains on sales of properties may be deferred in whole or in part until the requirements for gain recognition have been met. |
Deferred Financing Costs | Deferred financing costs are amortized over the term of the respective loans and are reported net of accumulated amortization in notes payable, net to the extent they are associated with drawn loans and prepaid expenses and other assets, net to the extent they relate to the unsecured revolving credit facility and undrawn term loans. |
Derivative Instruments | The Company manages interest rate risk associated with borrowings by entering into derivative instruments. The Company recognizes all derivatives on the Consolidated Balance Sheets on a gross basis at fair value. Derivatives that are not effective hedges are adjusted to fair value and the changes in fair value are reflected as income or expense. If the derivative is an effective hedge, depending on the nature of the hedge, changes in the fair value are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings, or recognized in other comprehensive income (loss), which is a component of equity. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. |
Stock Based Compensation | Compensation cost of restricted stock, restricted stock units and performance units under the Company’s equity incentive award plans are accounted for under ASC Topic 718, Compensation-Stock Compensation (“ASC 718”). The compensation committee of Hudson Pacific Properties, Inc.’s board of directors will regularly consider the accounting implications of significant compensation decisions, especially in connection with decisions that relate to the Company’s equity incentive award plans and programs |
Income Taxes | The Company’s property-owning subsidiaries are limited liability companies and are treated as pass-through entities or disregarded entities (or, in the case of the entity that owns the 1455 Market Street property, a REIT) 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. 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. The Company believes that the Company has operated in a manner that has allowed Hudson Pacific Properties, Inc. to qualify as a REIT for federal income tax purposes commencing with such taxable year, and the Company intends to continue operating in such manner. To qualify as a REIT, Hudson Pacific Properties, Inc. is required to distribute at least 90% of its net taxable income, excluding net capital gains, to its stockholders and meet the various other requirements imposed by the Code relating to such matters as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided that 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. If Hudson Pacific Properties, Inc. fails to qualify as a REIT in any taxable year, and is unable to avail itself of certain savings provisions set forth in the Code, all of its taxable income would be subject to federal income tax at regular corporate rates, including any applicable alternative minimum tax. Unless entitled to relief under specific statutory provisions, Hudson Pacific Properties, Inc. would be ineligible to elect to be treated as a REIT for the four taxable years following the year for which the Company loses its qualification. It is not possible to state whether in all circumstances Hudson Pacific Properties, Inc. would be entitled to this statutory relief. 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. Certain activities that the Company may undertake, such as non-customary services for the Company’s tenants and holding assets that the Company cannot hold directly, will be conducted by a TRS. A TRS is subject to federal and, where applicable, state income taxes on its net income. The Company’s TRS did not have significant tax provisions or deferred income tax items as of March 31, 2016 and 2015. The Company is subject to the statutory requirements of the states in which it conducts business. 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 March 31, 2016 , 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 2011. Generally, the Company has assessed its tax positions for all open years, which include 2011 to 2015, and concluded that there are no material uncertainties to be recognized. |
Fair Value of Assets and Liabilities | Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis ( e.g ., carrying value of impaired real estate and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. 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 requires inputs that are both significant to the fair value measurement and unobservable. When available, the Company utilizes quoted market prices from an independent third-party source to determine fair value and classifies such items in Level 1 or Level 2. In instances where the market for a financial instrument is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to make a significant adjustment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for a financial instrument owned by the Company to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and quoted market prices) and establishes a fair value by assigning weights to the various valuation sources. Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument. The Company considers the following factors to be indicators of an inactive market: (i) there are few recent transactions, (ii) price quotations are not based on current information, (iii) price quotations vary substantially either over time or among market makers (for example, some brokered markets), (iv) indexes that previously were highly correlated with the fair values of the asset or liability are demonstrably uncorrelated with recent indications of fair value for that asset or liability, (v) there is a significant increase in implied liquidity risk premiums, yields, or performance indicators (such as delinquency rates or loss severities) for observed transactions or quoted prices when compared with the Company’s estimate of expected cash flows, considering all available market data about credit and other nonperformance risk for the asset or liability, (vi) there is a wide bid-ask spread or significant increase in the bid-ask spread, (vii) there is a significant decline or absence of a market for new issuances (that is, a primary market) for the asset or liability or similar assets or liabilities, and (viii) little information is released publicly (for example, a principal-to-principal market). The Company considers the following factors to be indicators of non-orderly transactions: (i) there was not adequate exposure to the market for a period before the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets or liabilities under current market conditions, (ii) there was a usual and customary marketing period, but the seller marketed the asset or liability to a single market participant, (iii) the seller is in or near bankruptcy or receivership (that is, distressed), or the seller was required to sell to meet regulatory or legal requirements (that is, forced), and (iv) the transaction price is an outlier when compared with other recent transactions for the same or similar assets or liabilities. |
Recently Issued Accounting Pronouncements | Changes to GAAP are established by Financial Accounting Standards Board (“FASB”) in the form of ASUs. The Company considers the applicability and impact of all ASUs. Recently issued ASUs not listed below are not expected to have a material impact on the Company’s consolidated financial statements, because either the ASU is not applicable or the impact is expected to be immaterial. On April 14, 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. This guidance clarifies two aspects of Topic 606 : identifying performance obligations and the licensing implementation guidance. On March 17, 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). This guidance clarifies certain aspects of the principal-versus-agent guidance in its new revenue recognition standard related to the determination of whether an entity is a principal-versus-agent and the determination of the nature of each specified good or service. Both updates affect the guidance in ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date , and defer the effective date of ASU 2014-09 by one year. These updates are effective for annual reporting periods (including interim periods) beginning after December 15, 2017 with early adoption permitted. The Company is currently assessing the impact on its consolidated financial statements and notes to the consolidated financial statements. On March 30, 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting . This guidance simplifies several aspects of the accounting for employee share-based payment transactions related to the accounting for income taxes, classification of excess tax benefits on the statement of cash flows, forfeitures, etc. This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The Company is currently assessing the impact on its consolidated financial statements and notes to the consolidated financial statements. On March 15, 2016, the FASB issued ASU 2016-07, Investments—Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting . This guidance eliminates the retroactive adoption requirement when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence. This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The implementation of this update is not expected to have a material effect on the Company’s consolidated financial statements and notes to the consolidated financial statements. On March 14, 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments. This guidance clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts.This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The implementation of this update is not expected to have a material effect on the Company’s consolidated financial statements and notes to the consolidated financial statements. On March 14, 2016, the FASB issued ASU 2016-05, Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships. This guidance clarifies the accounting treatment when there is a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815. This update is effective for annual reporting periods (including interim periods) beginning after December 15, 2016 with early adoption permitted. The implementation of this update is not expected to have a material effect on the Company’s consolidated financial statements and notes to the consolidated financial statements. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Accounts Receivable Net of Allowance for Uncollectible Tenant Receivables | The following table summarizes the Company’s accounts receivable, net of allowance for doubtful accounts as of: March 31, 2016 December 31, 2015 Accounts receivable $ 18,129 $ 22,180 Allowance for doubtful accounts (1,529 ) (1,021 ) Accounts receivable, net $ 16,600 $ 21,159 The following table represents the Company’s straight-line rent receivables, net of allowance for doubtful accounts as of: March 31, 2016 December 31, 2015 Straight-line rent receivables $ 65,342 $ 60,606 Allowance for doubtful accounts (48 ) (970 ) Straight-line rent receivables, net $ 65,294 $ 59,636 |
Deferred Leasing Costs and Le24
Deferred Leasing Costs and Lease Intangibles, net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Leases [Abstract] | |
Schedule of Deferred Leasing Cost and Lease Intangibles | The following summarizes the Company’s deferred leasing cost and lease intangibles as of: March 31, 2016 December 31, 2015 Above-market leases $ 38,266 $ 38,481 Accumulated amortization (20,726 ) (17,210 ) Above-market leases, net 17,540 21,271 Deferred leasing costs and in-place lease intangibles 359,937 352,276 Accumulated amortization (121,906 ) (112,337 ) Deferred leasing costs and in-place lease intangibles, net 238,031 239,939 Below-market ground leases 59,578 59,578 Accumulated amortization (3,303 ) (2,757 ) Below-market ground leases, net 56,275 56,821 Deferred leasing costs and lease intangible assets, net $ 311,846 $ 318,031 Below-market leases $ 137,170 $ 140,041 Accumulated amortization (51,594 ) (45,882 ) Below-market leases, net 85,576 94,159 Above-market ground leases 1,095 1,095 Accumulated amortization (57 ) (46 ) Above-market ground leases, net 1,038 1,049 Lease intangible liabilities, net $ 86,614 $ 95,208 |
Schedule of Amortization During Period | The Company recognized the following amortization related to deferred leasing cost and lease intangibles: Three Months Ended March 31, 2016 2015 Above-market lease (1) $ 3,719 $ 370 Below-market lease (1) (8,570 ) (1,814 ) Deferred lease costs and in-place lease intangibles (2) 22,568 4,230 Above-market ground lease (3) (11 ) — Below-market ground lease (3) 546 62 __________________ (1) Amortization is recorded in office rental income in the Consolidated Statements of Operations. (2) Amortization is recorded in depreciation and amortization expense in the Consolidated Statements of Operations. (3) Amortization is recorded in office operating expenses in the Consolidated Statements of Operations. |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table summarizes the balances of the Company’s indebtedness as of: March 31, 2016 December 31, 2015 Notes payable $ 2,097,539 $ 2,278,445 Less: unamortized loan premium and deferred financing costs, net (1) (17,534 ) (17,729 ) Notes payable, net $ 2,080,005 $ 2,260,716 ________________ (1) Deferred financing costs exclude debt issuance costs, net related to establishing the Company’s unsecured revolving credit facility and undrawn term loans. These costs are presented within prepaid expenses and other assets, net in the Consolidated Balance Sheets. The following table sets forth information as of March 31, 2016 and December 31, 2015 with respect to the Company’s outstanding indebtedness, excluding net deferred financing costs related to unsecured revolving credit facility and undrawn term loans. March 31, 2016 December 31, 2015 Principal Amount Unamortized Loan Premium and Deferred Financing Costs, net Principal Amount Unamortized Loan Premium and Deferred Financing Costs, net Interest Rate (1) Contractual Maturity Date Unsecured Loans Unsecured Revolving Credit Facility (2) $ 50,000 $ — $ 230,000 $ — LIBOR+ 1.15% to 1.85% 4/1/2019 (11) 5-Year Term Loan due April 2020 (2)(3) 550,000 (5,243 ) 550,000 (5,571 ) LIBOR+ 1.30% to 2.20% 4/1/2020 5-Year Term Loan due November 2020 (2) — — — — LIBOR +1.30% to 2.20% 11/17/2020 7-Year Term Loan due April 2022 (2)(4) 350,000 (2,549 ) 350,000 (2,656 ) LIBOR+ 1.60% to 2.55% 4/1/2022 7-Year Term Loan due November 2022 (2) — — — — LIBOR + 1.60% to 2.55% 11/17/2022 Series A Notes 110,000 (1,049 ) 110,000 (1,011 ) 4.34% 1/2/2023 Series B Notes 259,000 (2,462 ) 259,000 (2,378 ) 4.69% 12/16/2025 Series C Notes 56,000 (576 ) 56,000 (509 ) 4.79% 12/16/2027 Total Unsecured Loans $ 1,375,000 $ (11,879 ) $ 1,555,000 $ (12,125 ) Mortgage Loans Mortgage loan secured by Pinnacle II (5) $ 85,914 $ 873 (6) $ 86,228 $ 1,310 (6) 6.31% 9/6/2016 Mortgage loan secured by 901 Market 30,000 (83 ) 30,000 (119 ) LIBOR+2.25% 10/31/2016 Mortgage loan secured by Rincon Center (7) 101,836 (315 ) 102,309 (355 ) 5.13% 5/1/2018 Mortgage loan secured by Sunset Gower/Sunset Bronson (8) 115,001 (2,055 ) 115,001 (2,232 ) LIBOR+2.25% 3/4/2019 (11) Mortgage loan secured by Met Park North (9) 64,500 (481 ) 64,500 (509 ) LIBOR+1.55% 8/1/2020 Mortgage loan secured by 10950 Washington (7) 28,288 (404 ) 28,407 (421 ) 5.32% 3/11/2022 Mortgage loan secured by Pinnacle I (10) 129,000 (669 ) 129,000 (694 ) 3.95% 11/7/2022 Mortgage loan secured by Element L.A. 168,000 (2,521 ) 168,000 (2,584 ) 4.59% 11/6/2025 Total mortgage loans $ 722,539 $ (5,655 ) $ 723,445 $ (5,604 ) Total $ 2,097,539 $ (17,534 ) $ 2,278,445 $ (17,729 ) _________________ (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 March 31, 2016 , which may be different than the interest rates as of December 31, 2015 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 March 31, 2016 , no such election has been made. (3) Effective May 1, 2015, $300.0 million of the $550.0 million term loan has been effectively fixed at 2.66% to 3.56% per annum through the use of an interest rate swap. See Note 6 for details. (4) Effective May 1, 2015, the outstanding balance of the term loan has been effectively fixed at 3.21% to 4.16% per annum through the use of an interest rate swap. See Note 6 for details. (5) This loan bore interest only for the first five years. Beginning with the payment due October 6, 2011, monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (6) Represents unamortized premium amount of the non-cash mark-to-market adjustment. (7) Monthly debt service includes annual debt amortization payments based on a 30 -year amortization schedule with a balloon payment at maturity. (8) Through February 11, 2016, interest on $92.0 million of the outstanding loan balance was effectively capped at 5.97% and 4.25% on $50.0 million and $42.0 million , respectively, of the loan through the use of two interest rate caps. These interest rate caps were not renewed after maturity. (9) This loan bears interest only. Interest on the full loan amount has been effectively fixed at 3.71% per annum through use of an interest rate swap. See Note 6 for details. (10) 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. (11) The maturity date may be extended once for an additional one -year term. |
Schedule of Maturities of Long-term Debt | The minimum future principal payments due on the Company’s secured and unsecured notes payable at March 31, 2016 were as follows (before the impact of extension options, if applicable): Year ended Annual Principal Payments 2016 (nine months ending December 31, 2016) $ 117,701 2017 2,714 2018 101,157 2019 167,886 2020 617,493 Thereafter 1,090,588 Total $ 2,097,539 |
Future Minimum Base Rents and26
Future Minimum Base Rents and Lease Payments Future Minimum Rents (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Future Minimum Base Rents and Lease Payments Future Minimum Rents [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum base rents under the Company’s operating leases in each of the next five years and thereafter are as follows: Non-cancellable Subject to early termination options Total 2016 (nine months ending December 31, 2016) $ 325,049 $ 1,621 $ 326,670 2017 407,247 6,923 414,170 2018 332,569 24,503 357,072 2019 280,175 26,998 307,173 2020 220,738 6,357 227,095 Thereafter 814,609 24,156 838,765 Total $ 2,380,387 $ 90,558 $ 2,470,945 |
Schedule of Acquired Ground Lease Agreements | The following table summarizes the Company’s ground lease terms related to properties that are held subject to long-term noncancellable ground lease obligations: Property Expiration Date Notes Sunset Gower 3/31/2060 Every 7 years rent adjusts to 7.5% of Fair Market Value (“FMV”) of the land. Del Amo 6/30/2049 Rent under the ground sublease is $1.00 per year, with the sublessee being responsible for all impositions, insurance premiums, operating charges, maintenance charges, construction costs and other charges, costs and expenses that arise or may be contemplated under any provisions of the ground sublease. 9300 Wilshire Blvd. 8/14/2032 Additional rent is the sum by which 6% of gross rental from the prior calendar year exceeds the Minimum Rent. 222 Kearny Street 6/14/2054 Minimum annual rent is the greater of $975 thousand or 20% of the first $8.0 million of the tenant’s “Operating Income” during any “Lease Year,” as such terms are defined in the ground lease. 1500 Page Mill Center 11/30/2041 Minimum annual rent (adjusted on 1/1/2019 and 1/1/2029) plus 25% of adjusted gross income (“AGI”), less minimum annual rent. Clocktower Square 9/26/2056 Minimum annual rent (adjusted every 10 years) plus 25% of AGI less minimum annual rent. Palo Alto Square 11/30/2045 Minimum annual rent (adjusted every 10 years starting 1/1/2022) plus 25% of AGI less minimum annual rent. Lockheed Building 7/31/2040 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent is the lesser of 10% of FMV of the land or the previous year’s minimum annual rent plus 75% of consumer price index, or CPI, increase. Percentage annual rent is Lockheed’s base rent x 24.125%. Foothill Research 6/30/2039 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent is the lesser of 10% of FMV of the land or the previous year’s minimum annual rent plus 75% of CPI increase. Percentage annual rent is gross income x 24.125%. 3400 Hillview 10/31/2040 The ground rent is the greater of the minimum annual rent or percentage annual rent. The minimum annual rent until October 31, 2017 is the lesser of 10% of FMV of the land or $1.0 million grown at 75% of the cumulative increases in CPI from October 1989. Thereafter, minimum annual rent is the lesser of 10% of FMV of the land or the minimum annual rent as calculated as of November 1, 2017 plus 75% of subsequent cumulative CPI changes. Percentage annual rent is gross income x 24.125%. This lease has been prepaid through October 31, 2017. Metro Center 989 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Metro Center Retail 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Metro Center Tower 4/29/2054 Every 10 years rent adjusts to 7.233% of FMV of the land (since 2008) and rent also adjusts every 10 years to reflect the change in CPI from the preceding FMV adjustment date (since 2013). Techmart Commerce Center 5/31/2053 Subject to a 10% increase every 5 years. |
Schedule of Future Minimum Lease Payments | The following table provides information regarding the Company’s future minimum lease payments for its ground lease and corporate office lease at March 31, 2016 (before the impact of extension options, if applicable): Ground Leases (1)(2)(3) Operating Leases 2016 (nine months ending December 31, 2016) $ 9,064 $ 1,496 2017 12,208 2,072 2018 14,070 2,134 2019 14,120 2,198 2020 14,120 2,264 Thereafter 413,927 11,487 Total $ 477,509 $ 21,651 _________________ (1) In situations where ground lease obligation adjustments are based on third-party appraisals of fair market land value, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . (2) In situations where ground lease obligation adjustments are based on CPI adjustment, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . (3) In situations where ground lease obligation adjustments are based on the percentages of gross income that exceeds the minimum annual rent, the future minimum lease amounts above include the lease rental obligations in affect as of March 31, 2016 . |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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: March 31, 2016 December 31, 2015 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Derivative assets $ — $ — $ — $ — $ — $ 2,061 $ — $ 2,061 Derivative liabilities — 17,664 — 17,664 — 2,010 — 2,010 |
Fair Value Measurements, Recurring and Nonrecurring | The table below represents the carrying value and fair value of assets and liabilities at: March 31, 2016 December 31, 2015 Carrying Fair Value Carrying Fair Value Notes payable, net (1) $ 2,098,412 $ 2,102,162 $ 2,279,755 $ 2,284,429 Notes receivable, net 28,788 28,788 28,684 28,684 _________________ (1) Amounts represent total notes payable including unamortized loan premium and excludes net deferred financing fees. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Compensation Related to OPP Plans and Restricted Stock Awards | The following table presents the classification and amount recognized for stock compensation related to the Company’s OPP plans and restricted stock awards: Three months ended Consolidated Financial Statement Classification 2016 2015 Expensed stock compensation $ 3,342 $ 2,149 general and administrative expenses Capitalized stock compensation 82 102 deferred leasing costs and lease intangibles, net and tenant improvements Total stock compensation $ 3,424 $ 2,251 additional paid-in capital |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following table reconciles the numerator and denominator in computing the Company’s basic and diluted per share computations for net income available to common stockholders: Three months ended March 31, 2016 March 31, 2015 Numerator: Net income $ 5,976 $ 24,574 Preferred dividends (159 ) (3,195 ) Income attributable to participating securities (197 ) (70 ) Income attributable to non-controlling interest in consolidated entities (1,945 ) (1,502 ) Income attributable to non-controlling units of the operating partnership (1,422 ) (596 ) Numerator for basic and diluted net income available to common stockholders $ 2,253 $ 19,211 Denominator: Basic weighted average vested units outstanding 89,190,803 76,783,351 Effect of dilutive instruments (1) 407,000 547,000 Diluted weighted average vested units and common unit equivalents outstanding 89,597,803 77,330,351 Basic earnings per common share: $ 0.03 $ 0.25 Diluted earnings per common share: $ 0.03 $ 0.25 ________________ (1) We include unvested awards as contingently issuable shares in the computation of diluted EPS 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 EPS calculation. Shares related to our 2015 OPP, 2016 OPP and performance based one-time retention grants were excluded from the calculation of dilutive net income per common share for March 31, 2016 because they are not currently expected to be earned. Shares related to our 2015 OPP were excluded from the calculation of dilutive net income per common share for March 31, 2015 since they were not expected to be earned. |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | The tables below present the effect of the Company’s derivative financial instruments on accumulated other comprehensive loss (“OCI”) . Hudson Pacific Properties, Inc. Stockholder's Equity Non-controlling interests Total Equity Balance as of January 1, 2016 $ 1,081 $ (1,017 ) $ 64 Unrealized loss recognized in OCI due to change in fair value of derivative 10,809 6,823 17,632 Loss reclassified from OCI into income (as interest expense) (1,322 ) (835 ) (2,157 ) Net change in OCI $ 9,487 $ 5,988 $ 15,475 Balance as of March 31, 2016 $ 10,568 $ 4,971 $ 15,539 Hudson Pacific Properties, Inc. Stockholder's Equity Non-controlling interests Total Equity Balance as of January 1, 2015 $ 2,443 $ 218 $ 2,661 Unrealized loss recognized in OCI due to change in fair value of derivative 767 24 791 Loss reclassified from OCI into income (as interest expense) (161 ) (5 ) (166 ) Net change in OCI $ 606 $ 19 $ 625 Balance as of March 31, 2015 $ 3,049 $ 237 $ 3,286 |
Organization - Narrative (Detai
Organization - Narrative (Details) ft² in Millions, $ in Millions | Apr. 01, 2015USD ($)ft²projectpropertyshares | Mar. 31, 2016property |
Office Properties | ||
Business Acquisition [Line Items] | ||
Number of real estate properties | 53 | |
Media and Entertainment Properties | ||
Business Acquisition [Line Items] | ||
Number of real estate properties | 2 | |
EOP Northern California Portfolio | ||
Business Acquisition [Line Items] | ||
Area of real estate property | ft² | 8.2 | |
Gross payments to acquire business | $ | $ 1,750 | |
Consideration transferred, common units | shares | 63,474,791 | |
EOP Northern California Portfolio | Office Building | ||
Business Acquisition [Line Items] | ||
Number of real estate properties acquired | 26 | |
EOP Northern California Portfolio | Development Parcel | ||
Business Acquisition [Line Items] | ||
Development projects acquired | project | 2 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Schedule of Accounts Receivable Net of Allowance for Uncollectible Tenant Receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $ 18,129 | $ 22,180 |
Allowance for doubtful accounts | (1,529) | (1,021) |
Accounts receivable, net | 16,600 | 21,159 |
Straight-line rent receivables, net | 65,294 | 59,636 |
Allowance For Straight-Line Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Straight-line rent receivables | 65,342 | 60,606 |
Allowance for doubtful accounts | (48) | (970) |
Straight-line rent receivables, net | $ 65,294 | $ 59,636 |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Narrative (Details) | Aug. 19, 2014USD ($) | Mar. 31, 2016USD ($)propertyentity | Mar. 31, 2015USD ($) | Mar. 31, 2016Properties | Mar. 31, 2016USD ($) | Dec. 31, 2015property | Dec. 31, 2015Properties | Dec. 31, 2015USD ($) |
Property, Plant and Equipment | ||||||||
Number of joint ventures consolidated as VIEs | entity | 2 | |||||||
Capitalized personnel costs | $ 2,300,000 | $ 900,000 | ||||||
Capitalized interest | $ 2,600,000 | 2,000,000 | ||||||
Period after which major construction is complete | 1 year | |||||||
Impairment of Long-Lived Assets | ||||||||
Number of properties held for sale | 1 | 1 | 1 | 2 | ||||
Asset impairment charges | $ 0 | $ 0 | ||||||
Goodwill | ||||||||
Goodwill | $ 8,754,000 | $ 8,754,000 | ||||||
Notes Receivable | ||||||||
Notes receivable, maximum principal | $ 140,000,000 | |||||||
Notes receivable, share of maximum principal, percentage | 23.77% | |||||||
Notes receivable, share of maximum principal, amount | $ 33,300,000 | |||||||
Note receivable interest rate | 11.00% | |||||||
Commitment fee earned | $ 400,000 | |||||||
Notes receivable, net | $ 28,788,000 | $ 28,684,000 | ||||||
Income Taxes | ||||||||
Income tax expense | $ 0 | |||||||
Building Improvements | ||||||||
Property, Plant and Equipment | ||||||||
Estimated useful life | 39 years | |||||||
Land Improvements | ||||||||
Property, Plant and Equipment | ||||||||
Estimated useful life | 15 years | |||||||
Furniture and fixtures | Minimum | ||||||||
Property, Plant and Equipment | ||||||||
Estimated useful life | 5 years | |||||||
Furniture and fixtures | Maximum | ||||||||
Property, Plant and Equipment | ||||||||
Estimated useful life | 7 years |
Investment in Real Estate (Deta
Investment in Real Estate (Details) $ in Thousands | Apr. 07, 2016USD ($)ft² | Apr. 01, 2015ft²projectproperty | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from sale of real estate | $ 212,629 | $ 88,316 | ||
Gain on sale of real estate | 6,352 | 22,691 | ||
Disposal Group, Not Discontinued Operations | First Financial | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Gain on disposition of properties | $ 22,700 | |||
Bayhill | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from sale of real estate | 215,000 | |||
Gain on sale of real estate | $ 6,400 | |||
Patrick Henry Office Property | Subsequent Event | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Area of real estate property | ft² | 70,520 | |||
Proceeds from sale of real estate | $ 19,000 | |||
EOP Northern California Portfolio | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Area of real estate property | ft² | 8,200,000 | |||
EOP Northern California Portfolio | Office Building | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Number of real estate properties acquired | property | 26 | |||
EOP Northern California Portfolio | Development Parcel | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Development projects acquired | project | 2 |
Deferred Leasing Costs and Le35
Deferred Leasing Costs and Lease Intangibles, net - Schedule of Finite-Lived Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Deferred leasing costs and lease intangibles, net | $ 311,846 | $ 318,031 | |
Other Liabilities, Unclassified [Abstract] | |||
Finite-lived Intangible Liabilities, Net | 86,614 | 95,208 | |
Amortization of above- and below-market leases | 4,851 | $ 1,444 | |
Below Market Leases | |||
Other Liabilities, Unclassified [Abstract] | |||
Below and above market ground leases | 137,170 | 140,041 | |
Finite-lived Intangible Liabilities, Accumulated Amortization | (51,594) | (45,882) | |
Finite-lived Intangible Liabilities, Net | 85,576 | 94,159 | |
Amortization of above- and below-market ground lease | (8,570) | (1,814) | |
Above Market Ground Leases | |||
Other Liabilities, Unclassified [Abstract] | |||
Below and above market ground leases | 1,095 | 1,095 | |
Finite-lived Intangible Liabilities, Accumulated Amortization | (57) | (46) | |
Finite-lived Intangible Liabilities, Net | 1,038 | 1,049 | |
Amortization of above- and below-market ground lease | (11) | 0 | |
Above-market leases | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Deferred leasing costs and lease intangibles | 38,266 | 38,481 | |
Accumulated amortization | (20,726) | (17,210) | |
Deferred leasing costs and lease intangibles, net | 17,540 | 21,271 | |
Other Liabilities, Unclassified [Abstract] | |||
Amortization of above- and below-market leases | 3,719 | 370 | |
Deferred leasing costs and in-place lease intangibles | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Deferred leasing costs and lease intangibles | 359,937 | 352,276 | |
Accumulated amortization | (121,906) | (112,337) | |
Deferred leasing costs and lease intangibles, net | 238,031 | 239,939 | |
Other Liabilities, Unclassified [Abstract] | |||
Amortization of above- and below-market leases | 22,568 | 4,230 | |
Below-market ground leases | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Deferred leasing costs and lease intangibles | 59,578 | 59,578 | |
Accumulated amortization | (3,303) | (2,757) | |
Deferred leasing costs and lease intangibles, net | 56,275 | $ 56,821 | |
Other Liabilities, Unclassified [Abstract] | |||
Amortization of above- and below-market ground lease | $ (546) | $ (62) |
Notes Payable - Summary of Note
Notes Payable - Summary of Notes Payable (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Notes payable | $ 2,097,539 | $ 2,278,445 |
Unamortized Loan Premium and Deferred Financing Costs, net | (17,534) | (17,729) |
Notes payable, net | $ 2,080,005 | $ 2,260,716 |
Notes Payable - Summary of Outs
Notes Payable - Summary of Outstanding Indebtedness (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||||
Mar. 31, 2016 | Feb. 11, 2016 | Dec. 31, 2015 | Aug. 22, 2013 | Aug. 21, 2013 | Jul. 31, 2013 | Feb. 11, 2011 | |
Debt Instrument [Line Items] | |||||||
Notes payable | $ 2,097,539 | $ 2,278,445 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | (17,534) | (17,729) | |||||
Sunset Gower Sunset Bronson | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 97,000 | $ 92,000 | $ 92,000 | ||||
Met Park North | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 64,500 | ||||||
Unsecured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 1,375,000 | 1,555,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | (11,879) | (12,125) | |||||
Unsecured Debt | Revolving Credit Facility 2014 | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 50,000 | 230,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ 0 | 0 | |||||
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] | |||||||
Notes payable | $ 550,000 | 550,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (5,243) | (5,571) | |||||
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] | |||||||
Notes payable | $ 0 | 0 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ 0 | 0 | |||||
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] | |||||||
Notes payable | $ 350,000 | 350,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (2,549) | (2,656) | |||||
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] | |||||||
Notes payable | $ 0 | 0 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ 0 | 0 | |||||
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] | |||||||
Notes payable | $ 110,000 | 110,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (1,049) | (1,011) | |||||
Interest Rate | 4.34% | ||||||
Unsecured Debt | Series B Notes | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 259,000 | 259,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (2,462) | (2,378) | |||||
Interest Rate | 4.69% | ||||||
Unsecured Debt | Series C Notes | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 56,000 | 56,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (576) | (509) | |||||
Interest Rate | 4.79% | ||||||
Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 722,539 | 723,445 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | (5,655) | (5,604) | |||||
Secured Debt | Pinnacle II | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | 85,914 | 86,228 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ 873 | 1,310 | |||||
Interest Rate | 6.31% | ||||||
Secured Debt | 901 Market | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 30,000 | 30,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (83) | (119) | |||||
Secured Debt | 901 Market | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.25% | ||||||
Secured Debt | Rincon Center | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 101,836 | 102,309 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (315) | (355) | |||||
Interest Rate | 5.13% | ||||||
Secured Debt | Sunset Gower Sunset Bronson | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 115,001 | $ 92,000 | 115,001 | ||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (2,055) | (2,232) | |||||
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] | |||||||
Notes payable | $ 64,500 | 64,500 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (481) | (509) | |||||
Secured Debt | Met Park North | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.15% | ||||||
Secured Debt | 10950 Washington | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 28,288 | 28,407 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (404) | (421) | |||||
Interest Rate | 5.32% | ||||||
Secured Debt | Pinnacle I | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 129,000 | 129,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (669) | (694) | |||||
Interest Rate | 3.95% | ||||||
Secured Debt | Element LA | |||||||
Debt Instrument [Line Items] | |||||||
Notes payable | $ 168,000 | 168,000 | |||||
Unamortized Loan Premium and Deferred Financing Costs, net | $ (2,521) | $ (2,584) | |||||
Interest Rate | 4.59% |
Notes Payable - Schedule of Mat
Notes Payable - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
2016 (nine months ending December 31, 2016) | $ 117,701 | |
2,017 | 2,714 | |
2,018 | 101,157 | |
2,019 | 167,886 | |
2,020 | 617,493 | |
Thereafter | 1,090,588 | |
Total | $ 2,097,539 | $ 2,278,445 |
Notes Payable - Narrative (Deta
Notes Payable - Narrative (Details) | Nov. 17, 2015USD ($) | Apr. 01, 2015USD ($) | Jul. 31, 2013USD ($) | Feb. 11, 2011USD ($) | Mar. 31, 2016USD ($)derivative | Feb. 11, 2016USD ($) | Dec. 31, 2015USD ($) | Nov. 16, 2015USD ($) | May. 01, 2015USD ($) | Aug. 22, 2013USD ($) | Aug. 21, 2013USD ($) |
Debt Instrument [Line Items] | |||||||||||
Duration used in interest rate calculation | 360 days | ||||||||||
Notes payable | $ 2,097,539,000 | $ 2,278,445,000 | |||||||||
Number of derivative instruments held | derivative | 2 | ||||||||||
Pinnacle II | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest only term of loan | 5 years | ||||||||||
Periodic payment, debt service payment term | 30 years | ||||||||||
Sunset Gower Sunset Bronson | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | $ 92,000,000 | $ 97,000,000 | $ 92,000,000 | ||||||||
Extension period | 1 year | ||||||||||
Term of loan facility | 5 years | ||||||||||
Principal amount guaranteed | 19.50% | ||||||||||
Maximum exposure for guarantee | $ 22,400,000 | ||||||||||
Met Park North | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | $ 64,500,000 | ||||||||||
Adjusted interest rate | 3.71% | ||||||||||
Term of loan facility | 7 years | ||||||||||
Pinnacle I | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Periodic payment, debt service payment term | 30 years | ||||||||||
901 Market | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Principal amount guaranteed | 35.00% | ||||||||||
Maximum exposure for guarantee | $ 10,500,000 | ||||||||||
Hudson Pacific Partners L.P. | A & R Credit Facilities | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum leverage ratio | 0.60 | ||||||||||
Maximum unencumbered leverage ratio | 0.60 | ||||||||||
Minimum fixed charge coverage ratio | 1.50 | ||||||||||
Maximum secured indebtedness leverage ratio | 0.55 | ||||||||||
Minimum unsecured interest coverage ratio | 2 | ||||||||||
Unsecured Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 1,375,000,000 | 1,555,000,000 | |||||||||
Unsecured Debt | 5-Year Term Loan due April 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 550,000,000 | 550,000,000 | |||||||||
Unsecured Debt | 5-Year Term Loan due November 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 0 | 0 | |||||||||
Unsecured Debt | 7-Year Term Loan due November 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 0 | 0 | |||||||||
Unsecured Debt | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount | $ 425,000,000 | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | 5 Year Term Loan Facility 2015 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount | $ 550,000,000 | ||||||||||
Term of loan facility | 5 years | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | 7 Year Term Loan Facility 2015 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount | $ 350,000,000 | ||||||||||
Term of loan facility | 7 years | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | 5-Year Term Loan due November 2020 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount | $ 175,000,000 | ||||||||||
Term of loan facility | 5 years | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | 7-Year Term Loan due November 2022 | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount | $ 125,000,000 | ||||||||||
Term of loan facility | 7 years | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | Leverage Ratio Threshold | 5 Year Term Loan Facility 2015 | LIBOR | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Adjusted interest rate | 2.66% | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | Leverage Ratio Threshold | 5 Year Term Loan Facility 2015 | LIBOR | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Adjusted interest rate | 3.56% | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | Leverage Ratio Threshold | 7 Year Term Loan Facility 2015 | LIBOR | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Adjusted interest rate | 3.21% | ||||||||||
Unsecured Debt | Hudson Pacific Partners L.P. | Leverage Ratio Threshold | 7 Year Term Loan Facility 2015 | LIBOR | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Adjusted interest rate | 4.16% | ||||||||||
Secured Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 722,539,000 | 723,445,000 | |||||||||
Secured Debt | Pinnacle II | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 85,914,000 | 86,228,000 | |||||||||
Secured Debt | Sunset Gower Sunset Bronson | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 115,001,000 | $ 92,000,000 | 115,001,000 | ||||||||
Secured Debt | Sunset Gower Sunset Bronson, Loan A | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | 50,000,000 | ||||||||||
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] | |||||||||||
Notes payable | 129,000,000 | 129,000,000 | |||||||||
Secured Debt | 901 Market | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | $ 30,000,000 | $ 30,000,000 | |||||||||
Secured Debt | Hudson Pacific Partners L.P. | Sunset Gower Sunset Bronson, Loan A | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Adjusted interest rate | 5.97% | ||||||||||
Secured Debt | Hudson Pacific Partners L.P. | Sunset Gower Sunset Bronson, Loan B | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes payable | $ 42,000,000 | ||||||||||
Adjusted interest rate | 4.25% | ||||||||||
Interest Rate Contract | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notional amount | $ 300,000,000 |
Derivative Instruments - Narrat
Derivative Instruments - Narrative (Details) | Apr. 01, 2015USD ($) | Mar. 04, 2015USD ($) | Aug. 22, 2013USD ($) | Jul. 31, 2013USD ($) | Feb. 11, 2011USD ($) | Mar. 31, 2016USD ($)instrumentderivative | Dec. 31, 2015USD ($)derivative | May. 01, 2015USD ($) | Aug. 21, 2013USD ($) | Jan. 11, 2012USD ($) | Mar. 16, 2011USD ($) |
Derivative | |||||||||||
Number of derivative instruments held | derivative | 2 | ||||||||||
Notes payable | $ 2,097,539,000 | $ 2,278,445,000 | |||||||||
Derivative assets | 0 | 2,061,000 | |||||||||
Derivative liabilities | 17,664,000 | 2,010,000 | |||||||||
Cash flow hedge adjustment | 6,200,000 | ||||||||||
Unsecured Debt | |||||||||||
Derivative | |||||||||||
Notes payable | 1,375,000,000 | 1,555,000,000 | |||||||||
Hudson Pacific Partners L.P. | |||||||||||
Derivative | |||||||||||
Derivative assets | 0 | 2,061,000 | |||||||||
Derivative liabilities | 17,664,000 | 2,010,000 | |||||||||
Cash flow hedge adjustment | (15,475,000) | $ 2,597,000 | |||||||||
5 Year Term Loan Facility 2015 | Hudson Pacific Partners L.P. | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Face amount | $ 550,000,000 | ||||||||||
Term of loan facility | 5 years | ||||||||||
Line of credit facility, amount not offset by derivatives | $ 250,000,000 | ||||||||||
New Credit Agreement - Term Loan | Hudson Pacific Partners L.P. | Unsecured Debt | LIBOR | Minimum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.30% | ||||||||||
New Credit Agreement - Term Loan | Hudson Pacific Partners L.P. | Unsecured Debt | LIBOR | Maximum | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 2.20% | ||||||||||
7 Year Term Loan Facility 2015 | Hudson Pacific Partners L.P. | Unsecured Debt | |||||||||||
Derivative | |||||||||||
Face amount | $ 350,000,000 | ||||||||||
Term of loan facility | 7 years | ||||||||||
Sunset Gower Sunset Bronson | |||||||||||
Derivative | |||||||||||
Term of loan facility | 5 years | ||||||||||
Notes payable | $ 97,000,000 | $ 92,000,000 | $ 92,000,000 | ||||||||
Increase in borrowing capacity | $ 160,000,000 | ||||||||||
Sunset Gower Sunset Bronson | One-Month LIBOR | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 2.25% | 3.50% | |||||||||
Met Park North | |||||||||||
Derivative | |||||||||||
Term of loan facility | 7 years | ||||||||||
Notes payable | $ 64,500,000 | ||||||||||
Met Park North | One-Month LIBOR | |||||||||||
Derivative | |||||||||||
Basis spread on variable rate | 1.55% | ||||||||||
Interest Rate Contract | |||||||||||
Derivative | |||||||||||
Notional amount | $ 300,000,000 | ||||||||||
Interest Rate Contract | 5 Year Term Loan Facility 2015 | |||||||||||
Derivative | |||||||||||
Fixed interest rate | 1.36% | ||||||||||
Interest Rate Contract | 7 Year Term Loan Facility 2015 | |||||||||||
Derivative | |||||||||||
Fixed interest rate | 1.61% | ||||||||||
Unrealized loss on ineffective portion of derivative instruments | $ 2,125,000 | ||||||||||
Interest Rate Contract | Met Park North | One-Month LIBOR | |||||||||||
Derivative | |||||||||||
Interest rate cap | 2.16% | ||||||||||
Interest Rate Cap | Sunset Gower Sunset Bronson | |||||||||||
Derivative | |||||||||||
Notional amount of interest rate cash flow hedge derivatives | $ 42,000,000 | $ 50,000,000 | |||||||||
Interest Rate Cap | Sunset Gower Sunset Bronson | One-Month LIBOR | |||||||||||
Derivative | |||||||||||
Interest rate cap | 2.00% | 3.715% | |||||||||
Designated as Hedging Instrument | Interest Rate Cap | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | 5 | 2 | |||||||||
Notional amount of interest rate cash flow hedge derivatives | $ 92,000,000 | ||||||||||
Designated as Hedging Instrument | Interest Rate Swap | |||||||||||
Derivative | |||||||||||
Number of derivative instruments held | derivative | 5 | ||||||||||
Notional amount of interest rate cash flow hedge derivatives | $ 714,500,000 | $ 714,500,000 |
Future Minimum Base Rents and41
Future Minimum Base Rents and Lease Payments Future Minimum Rents - Schedule of Ground Leases (Details) - Ground Lease | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Sunset Gower | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 7 years |
Minimum annual rent calculation, percent of fair market value | 7.50% |
Del Amo | |
Operating Leased Assets [Line Items] | |
Lease rent expense | $ 1 |
9300 Wilshire Blvd. | |
Operating Leased Assets [Line Items] | |
Minimum annual rent calculation, percent of increase | 6.00% |
222 Kearny Street | |
Operating Leased Assets [Line Items] | |
Lease rent expense | $ 975,000 |
Minimum annual rent calculation, percent of increase | 20.00% |
Minimum annual rent calculation, operating income during lease year | $ 8,000,000 |
1500 Page Mill Center | |
Operating Leased Assets [Line Items] | |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 25.00% |
Clocktower Square | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 10 years |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 25.00% |
Palo Alto Square | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 10 years |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 25.00% |
Lockheed Building | |
Operating Leased Assets [Line Items] | |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 24.125% |
Minimum annual rent calculation, percent of CPI | 75.00% |
Minimum annual rent calculation, percent of fair market value | 10.00% |
Foothill Research | |
Operating Leased Assets [Line Items] | |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 24.125% |
Minimum annual rent calculation, percent of CPI | 75.00% |
Minimum annual rent calculation, percent of fair market value | 10.00% |
3400 Hillview | |
Operating Leased Assets [Line Items] | |
Percentage annual rent calculation, percent of AGI less minimum annual rent | 24.125% |
Minimum annual rent calculation, percent of fair market value | 10.00% |
Minimum annual rent calculation, percent of CPI, next five years | 75.00% |
Minimum annual rent calculation, percent of CPI, thereafter | 75.00% |
Minimum annual rent calculation, cumulative increases in consumer price index | $ 1,000,000 |
Metro Center 989 | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 10 years |
Minimum annual rent calculation, percent of fair market value | 7.233% |
Metro Center Retail | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 10 years |
Minimum annual rent calculation, percent of fair market value | 7.233% |
Metro Center Tower | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 10 years |
Minimum annual rent calculation, percent of fair market value | 7.233% |
Techmart Commerce Center | |
Operating Leased Assets [Line Items] | |
Frequency of rent adjustments | 5 years |
Minimum annual rent calculation, percent of increase | 10.00% |
Future Minimum Base Rents and42
Future Minimum Base Rents and Lease Payments Future Minimum Rents - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Operating Leased Assets [Line Items] | |
2016 (nine months ending December 31, 2016) | $ 326,670 |
2,017 | 414,170 |
2,018 | 357,072 |
2,019 | 307,173 |
2,020 | 227,095 |
Thereafter | 838,765 |
Total | 2,470,945 |
Non-Cancelable Leases | |
Operating Leased Assets [Line Items] | |
2016 (nine months ending December 31, 2016) | 325,049 |
2,017 | 407,247 |
2,018 | 332,569 |
2,019 | 280,175 |
2,020 | 220,738 |
Thereafter | 814,609 |
Total | 2,380,387 |
Subject to Early Termination Options | |
Operating Leased Assets [Line Items] | |
2016 (nine months ending December 31, 2016) | 1,621 |
2,017 | 6,923 |
2,018 | 24,503 |
2,019 | 26,998 |
2,020 | 6,357 |
Thereafter | 24,156 |
Total | $ 90,558 |
Future Minimum Base Rents and43
Future Minimum Base Rents and Lease Payments Future Minimum Rents - Schedule of Future Minimum Lease Payments (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Ground Lease | |
Operating Leased Assets [Line Items] | |
2016 (nine months ending December 31, 2016) | $ 9,064 |
2,017 | 12,208 |
2,018 | 14,070 |
2,019 | 14,120 |
2,020 | 14,120 |
Thereafter | 413,927 |
Total | 477,509 |
Corporate Office Operating Leases | |
Operating Leased Assets [Line Items] | |
2016 (nine months ending December 31, 2016) | 1,496 |
2,017 | 2,072 |
2,018 | 2,134 |
2,019 | 2,198 |
2,020 | 2,264 |
Thereafter | 11,487 |
Total | $ 21,651 |
Fair Value of Financial Instr44
Fair Value of Financial Instruments - Fair Value, Recurring and Nonrecurring (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | $ 0 | $ 2,061 |
Derivative liabilities | 17,664 | 2,010 |
Notes payable, net | 2,102,162 | 2,284,429 |
Notes receivable, net | 28,788 | 28,684 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Notes payable, net | 2,098,412 | 2,279,755 |
Notes receivable, net | 28,788 | 28,684 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Derivative assets | 0 | 2,061 |
Derivative liabilities | $ 17,664 | $ 2,010 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance period | 3 years | ||
Amortization of stock-based compensation | $ 3,424 | $ 8,832 | |
Additional Paid-in Capital | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Amortization of stock-based compensation | $ 3,168 | $ 8,832 | |
Existing and Newly Elected Board Member | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Existing and Newly Elected Board Member | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 2 years | ||
Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Employees | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 4 years | ||
Outperformance Program | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum bonus pool | $ 17,500 | ||
Target bonus pool | $ 3,700 | ||
Percent amount TSR exceeds simple annual TSR | 3.00% | ||
Outperformance Program | General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 3,342 | $ 2,149 | |
Outperformance Program | Deferred leasing costs and lease intangible assets, net | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 82 | 102 | |
Outperformance Program | Additional Paid-in Capital | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Amortization of stock-based compensation | $ 3,424 | $ 2,251 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Net income | $ 5,976 | $ 24,574 |
Comprehensive income attributable to preferred stock and units | (159) | (3,195) |
Net income attributable to restricted shares | (197) | (70) |
Comprehensive income attributable to non-controlling interest in consolidated real estate entities | (1,945) | (1,502) |
Net income attributable to common units in the operating partnership | (1,422) | (596) |
Net income attributable to Hudson Pacific Properties, Inc. common stockholders | $ 2,253 | $ 19,211 |
Weighted average shares of common stock outstanding—basic (in shares) | 89,190,803 | 76,783,351 |
Effect of dilutive securities (in shares) | 407,000 | 547,000 |
Weighted average shares of common stock outstanding - diluted (in shares | 89,597,803 | 77,330,351 |
Net income attributable to common stockholders’ per share— basic (in dollars per share) | $ 0.03 | $ 0.25 |
Net income attributable to common stockholders’ per share— diluted (in dollars per share) | $ 0.03 | $ 0.25 |
Equity - Schedule of Other Comp
Equity - Schedule of Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance as of January 1, 2016 | $ 3,729,037 | $ 1,275,015 | $ 1,275,015 |
Net change in OCI | (6,200) | ||
Balance as of March 31, 2016 | 3,691,097 | 3,729,037 | |
Total Equity | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance as of January 1, 2016 | 64 | 2,661 | 2,661 |
Unrealized loss recognized in OCI due to change in fair value of derivative | 17,632 | 791 | |
Loss reclassified from OCI into income (as interest expense) | (2,157) | (166) | |
Net change in OCI | 15,475 | 625 | |
Balance as of March 31, 2016 | 15,539 | 3,286 | 64 |
Hudson Pacific Properties, Inc. Stockholder's Equity | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance as of January 1, 2016 | 1,081 | 2,443 | 2,443 |
Unrealized loss recognized in OCI due to change in fair value of derivative | 10,809 | 767 | |
Loss reclassified from OCI into income (as interest expense) | (1,322) | (161) | |
Net change in OCI | 9,487 | 606 | |
Balance as of March 31, 2016 | 10,568 | 3,049 | 1,081 |
Non-controlling interests | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance as of January 1, 2016 | (1,017) | 218 | 218 |
Unrealized loss recognized in OCI due to change in fair value of derivative | 6,823 | 24 | |
Loss reclassified from OCI into income (as interest expense) | (835) | (5) | |
Net change in OCI | 5,988 | 19 | |
Balance as of March 31, 2016 | $ 4,971 | $ 237 | $ (1,017) |
Equity - Narrative (Details)
Equity - Narrative (Details) | Apr. 10, 2015shares | Apr. 01, 2015ft²shares | Jan. 20, 2015USD ($)$ / sharesshares | Mar. 31, 2016USD ($)ft²building$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Jan. 20, 2016USD ($) | Dec. 31, 2015shares | Jan. 07, 2015 |
Class of Stock [Line Items] | ||||||||
Common units held by noncontrolling interests | 56,296,315 | 2,382,563 | 56,296,315 | |||||
Proceeds from sale of common stock (in shares) | 6,037,500 | 11,000,000 | ||||||
Price per share | $ / shares | $ 31.75 | |||||||
Proceeds from issuance of common stock | $ | $ 385,600,000 | $ 0 | $ 385,572,000 | |||||
Shares sold under program to date | 14,500,000 | |||||||
Stock repurchase program authorized | $ | $ 100,000,000 | |||||||
Common dividends declared (in usd per share) | $ / shares | $ 0.200 | $ 0.125 | ||||||
At-the-Market | ||||||||
Class of Stock [Line Items] | ||||||||
Maximum shares authorized, value | $ | $ 125,000,000 | |||||||
Hudson Pacific Partners L.P. | ||||||||
Class of Stock [Line Items] | ||||||||
Proceeds from issuance of common stock | $ | $ 0 | $ 385,572,000 | ||||||
Common dividends declared (in usd per share) | $ / shares | $ 0.200 | $ 0.125 | ||||||
Public Offering, Exercise of Over-allotment Option | ||||||||
Class of Stock [Line Items] | ||||||||
Proceeds from sale of common stock (in shares) | 1,650,000 | |||||||
Pinnacle JV | ||||||||
Class of Stock [Line Items] | ||||||||
Number of buildings in property | building | 2 | |||||||
Area of real estate property | ft² | 625,640 | |||||||
Ownership interest in property | 65.00% | 65.00% | 65.00% | |||||
Canada Pension Plan Investment Board | ||||||||
Class of Stock [Line Items] | ||||||||
Ownership interest in property | 55.00% | 55.00% | 55.00% | 45.00% | ||||
EOP Northern California Portfolio | ||||||||
Class of Stock [Line Items] | ||||||||
Area of real estate property | ft² | 8,200,000 | |||||||
Consideration transferred, common units | 63,474,791 | |||||||
EOP Northern California Portfolio | Common Units | ||||||||
Class of Stock [Line Items] | ||||||||
Consideration transferred, common units | 8,626,311 | |||||||
Common Units | ||||||||
Class of Stock [Line Items] | ||||||||
Shares used for valuation of redemption | 1 | |||||||
Conversion ratio | 1 | |||||||
6.25% series A cumulative redeemable preferred units of the Operating Partnership | ||||||||
Class of Stock [Line Items] | ||||||||
Shares outstanding of preferred stock | 407,066 | |||||||
Interest rate of preferred stock | 6.25% | |||||||
Liquidation preference of preferred stock (dollars per share) | $ / shares | $ 25 | |||||||
Preferred dividends declared (dollars per share) | $ / shares | $ 0.3906 | |||||||
Series B Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Shares outstanding of preferred stock | 5,800,000 | |||||||
Interest rate of preferred stock | 8.375% | |||||||
Liquidation preference of preferred stock (dollars per share) | $ / shares | $ 25 | |||||||
Par value of preferred stock | $ / shares | $ 0.01 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) | Dec. 16, 2015ft² | Apr. 01, 2015USD ($)ft²projectpropertydirector_nomineedirectorshares | Dec. 15, 2015ft² | Mar. 31, 2015director |
Related Party Transaction [Line Items] | ||||
Directors on the board | director | 11 | 8 | ||
Director nominees on the board | director_nominee | 3 | |||
Equity consideration, lower threshold for three nominee designations | 50.00% | |||
Number of director nominees designated, sponsor stockholders, equity consideration, 30% to 50% | director_nominee | 2 | |||
Number of director nominees designated, sponsor stockholders, equity consideration, 15% to 30% | director_nominee | 1 | |||
Equity consideration, lower threshold for nominee designations | 15.00% | |||
Maximum directors on the board | director | 12 | |||
Number of nominees permitted to be appointed to committees, given sponsor stockholders' right to designate two director nominees | director_nominee | 1 | |||
Upper threshold of equity interests for sponsor stockholders' restrictions | 10.00% | |||
Aggregate maximum common stock issuable without written consent | shares | 16,843,028 | |||
Upper threshold of sponsor stockholders' equity consideration to maintain proxy voting | 15.00% | |||
Holding period for redemption of units and grants | 14 months | |||
Number of shares used in exchange valuation | shares | 1 | |||
Holding period prior to transfers of common units | 14 months | |||
Adjusted maximum aggregate common interests for sponsor stockholders | shares | 17,707,056 | |||
Maximum tenant ownership allowable for sponsor stockholders to reach excepted holder limit, overall company excluding Market street | 9.90% | |||
Maximum tenant ownership allowable for sponsor stockholders to reach excepted holder limit, Market street | 5.45% | |||
Maximum tenant ownership allowable for sponsor stockholders to reach excepted holder limit, minimum ownership percentage after exclusions | 2.00% | |||
Maximum rental income expected to be produced by tenants allowable for sponsor stockholders to reach excepted holder limit, overall company excluding Market street | 0.50% | |||
Maximum rental income expected to be produced by tenants allowable for sponsor stockholders to reach excepted holder limit, Market street | 0.50% | |||
Minimum period between qualified offerings | 120 days | |||
Qualified offerings, minimum amount | $ | $ 50,000,000 | |||
Upper threshold for sponsor stockholders' equity consideration at which company cannot consummate significant transactions | 9.80% | |||
Maximum aggregate value of units for redemption | $ | $ 50,000,000 | |||
EOP Northern California Portfolio | ||||
Related Party Transaction [Line Items] | ||||
Area of real estate property | ft² | 8,200,000 | |||
Gross payments to acquire business | $ | $ 1,750,000,000 | |||
Consideration transferred, common units | shares | 63,474,791 | |||
EOP Northern California Portfolio | Office Building | ||||
Related Party Transaction [Line Items] | ||||
Number of real estate properties acquired | property | 26 | |||
EOP Northern California Portfolio | Development Parcel | ||||
Related Party Transaction [Line Items] | ||||
Development projects acquired | project | 2 | |||
Blackstone Real Estate Partners | ||||
Related Party Transaction [Line Items] | ||||
Area of real estate property | ft² | 42,371 | 40,120 | ||
Operating leases, renewal term | 3 years | |||
Operating leases, term of contract | 10 years |
Related Party Transactions - Bl
Related Party Transactions - Blackstone Margin Loan Information (Details) - Affiliated Entity - HPP BREP V Holdco A LLC | Dec. 31, 2015USD ($)shares |
Related Party Transaction [Line Items] | |
Loans payable | $ | $ 350,000,000 |
Contingent increase in borrowing capacity | $ | $ 150,000,000 |
Parent Company | Securities Pledged as Collateral | |
Related Party Transaction [Line Items] | |
Investment owned, shares | shares | 8,276,945 |
Hudson Pacific Partners L.P. | Securities Pledged as Collateral | |
Related Party Transaction [Line Items] | |
Investment owned, shares | shares | 52,627,118 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($)tenants | |
Unsecured Debt | Revolving Credit Facility | |
Loss Contingencies | |
Letters of credit, amount outstanding | $ | $ 3.3 |
Rentable Square Feet | Customer Concentration Risk | |
Loss Contingencies | |
Concentration risk, percent | 27.70% |
Number of tenants | tenants | 15 |
Rentable Square Feet | Customer Concentration Risk | Media And Entertainment Sector | |
Loss Contingencies | |
Concentration risk, percent | 13.30% |
Rentable Square Feet | Customer Concentration Risk | Technology Sector | |
Loss Contingencies | |
Concentration risk, percent | 28.30% |
Subsequent Events (Details)
Subsequent Events (Details) | Apr. 07, 2016USD ($)ft² | Nov. 17, 2015USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | May. 04, 2016ft²floor | May. 03, 2016 | Apr. 25, 2016USD ($)ft² |
Subsequent Event [Line Items] | |||||||
Proceeds from sale of real estate | $ 212,629,000 | $ 88,316,000 | |||||
Hudson Pacific Partners L.P. | |||||||
Subsequent Event [Line Items] | |||||||
Proceeds from sale of real estate | $ 212,629,000 | $ 88,316,000 | |||||
Unsecured Debt | 5-Year Term Loan due November 2020 | Hudson Pacific Partners L.P. | |||||||
Subsequent Event [Line Items] | |||||||
Face amount | $ 175,000,000 | ||||||
Term of loan facility | 5 years | ||||||
Unsecured Debt | 7-Year Term Loan due November 2022 | Hudson Pacific Partners L.P. | |||||||
Subsequent Event [Line Items] | |||||||
Face amount | $ 125,000,000 | ||||||
Term of loan facility | 7 years | ||||||
Subsequent Event | 7-Year Term Loan due November 2022 | Interest Rate Contract | Minimum | |||||||
Subsequent Event [Line Items] | |||||||
Fixed interest rate | 3.03% | ||||||
Subsequent Event | 7-Year Term Loan due November 2022 | Interest Rate Contract | Maximum | |||||||
Subsequent Event [Line Items] | |||||||
Fixed interest rate | 3.98% | ||||||
Subsequent Event | Patrick Henry Office Property | |||||||
Subsequent Event [Line Items] | |||||||
Area of real estate property | ft² | 70,520 | ||||||
Proceeds from sale of real estate | $ 19,000,000 | ||||||
Subsequent Event | 12655 Jefferson Property | |||||||
Subsequent Event [Line Items] | |||||||
Area of real estate property | ft² | 100,007 | ||||||
Agreement to sell real estate, consideration amount | $ 80,000,000 | ||||||
Subsequent Event | Skyport Plaza | |||||||
Subsequent Event [Line Items] | |||||||
Area of real estate property | ft² | 365,502 | ||||||
Number of floors in real estate | floor | 3 |