COVER PAGE
COVER PAGE - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 24, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity Registrant Name | Brandywine Realty Trust | |
Entity Incorporation, State or Country Code | MD | |
Entity File Number | 001-9106 | |
Entity Tax Identification Number | 23-2413352 | |
Entity Address, Address Line One | 2929 Arch Street | |
Entity Address, Address Line Two | Suite 1800 | |
Entity Address, City or Town | Philadelphia | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19104 | |
City Area Code | 610 | |
Local Phone Number | 325-5600 | |
Title of 12(b) Security | Common Shares of Beneficial Interest | |
Trading Symbol | BDN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 172,097,661 | |
Entity Central Index Key | 0000790816 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Document Information [Line Items] | ||
Entity Registrant Name | Brandywine Operating Partnership, L.P. | |
Entity Incorporation, State or Country Code | DE | |
Entity File Number | 000-24407 | |
Entity Tax Identification Number | 23-2862640 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001060386 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Real estate investments: | ||
Operating properties | $ 3,597,211 | $ 3,617,240 |
Accumulated depreciation | (1,125,145) | (1,063,060) |
Right of use asset - operating leases, net | 19,346 | 19,664 |
Operating real estate investments, net | 2,491,412 | 2,573,844 |
Construction-in-progress | 245,677 | 218,869 |
Land held for development | 71,493 | 76,499 |
Prepaid leasehold interests in land held for development, net | 27,762 | 35,576 |
Total real estate investments, net | 2,836,344 | 2,904,788 |
Assets held for sale, net | 52,664 | 0 |
Cash and cash equivalents | 32,111 | 17,551 |
Restricted cash and escrows | 10,876 | 0 |
Accounts receivable | 11,654 | 11,003 |
Accrued rent receivable, net of allowance of $3,778 and $3,947 as of June 30, 2023 and December 31, 2022, respectively | 183,191 | 179,771 |
Investment in unconsolidated real estate ventures | 630,505 | 567,635 |
Deferred costs, net | 95,102 | 96,639 |
Intangible assets, net | 11,676 | 18,451 |
Other assets | 90,362 | 78,667 |
Total assets | 3,954,485 | 3,874,505 |
LIABILITIES AND BENEFICIARIES' EQUITY | ||
Secured term loan, net | 241,383 | 0 |
Unsecured credit facility | 0 | 88,500 |
Unsecured term loan, net | 318,065 | 248,168 |
Unsecured senior notes, net | 1,574,373 | 1,628,370 |
Accounts payable and accrued expenses | 116,913 | 132,440 |
Distributions payable | 32,957 | 32,792 |
Deferred income, gains and rent | 24,786 | 25,082 |
Intangible liabilities, net | 8,811 | 10,322 |
Liabilities related to assets held for sale, net | 1,041 | 0 |
Lease liability - operating leases | 23,268 | 23,166 |
Other liabilities | 56,228 | 52,331 |
Total liabilities | 2,397,825 | 2,241,171 |
Commitments and contingencies (See Note 14) | ||
Brandywine Realty Trust's Equity: | ||
Common Shares of Brandywine Realty Trust's beneficial interest, $0.01 par value; shares authorized 400,000,000; 172,101,929 and 171,569,807 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | 1,719 | 1,716 |
Additional paid-in-capital | 3,159,276 | 3,153,229 |
Deferred compensation payable in common shares | 19,965 | 19,601 |
Common shares in grantor trust, 1,207,415 and 1,179,643 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | (19,965) | (19,601) |
Cumulative earnings | 1,158,240 | 1,176,195 |
Accumulated other comprehensive income | 5,216 | 3,897 |
Cumulative distributions | (2,775,124) | (2,709,405) |
Total Brandywine Realty Trust's equity | 1,549,327 | 1,625,632 |
Noncontrolling interests | 7,333 | 7,702 |
Total beneficiaries' equity | 1,556,660 | 1,633,334 |
Total liabilities and beneficiaries' equity | $ 3,954,485 | $ 3,874,505 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Accrued rent receivable, allowance | $ 3,778 | $ 3,947 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 172,101,929 | 171,569,807 |
Common stock, shares outstanding (in shares) | 172,101,929 | 171,569,807 |
Common shares in grantor trust, issued and outstanding (in shares) | 1,207,415 | 1,179,643 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||||
Total revenue | $ 125,882 | $ 124,042 | $ 255,109 | $ 251,547 |
Operating expenses | ||||
Property operating expenses | 31,891 | 33,111 | 65,485 | 64,659 |
Real estate taxes | 11,571 | 13,746 | 26,173 | 27,559 |
Third party management expenses | 2,557 | 2,792 | 5,196 | 5,349 |
Depreciation and amortization | 47,079 | 43,959 | 92,679 | 87,741 |
General and administrative expenses | 9,360 | 8,328 | 18,842 | 18,328 |
Provision for impairment | 4,468 | 0 | 4,468 | 0 |
Total operating expenses | 106,926 | 101,936 | 212,843 | 203,636 |
Gain on sale of real estate | ||||
Net gain on disposition of real estate | 0 | 144 | 0 | 144 |
Net gain on sale of undepreciated real estate | 0 | 4,127 | 781 | 5,024 |
Total gain on sale of real estate | 0 | 4,271 | 781 | 5,168 |
Operating income | 18,956 | 26,377 | 43,047 | 53,079 |
Other income (expense): | ||||
Investment income | 520 | 449 | 1,025 | 889 |
Interest expense | (23,669) | (16,341) | (46,322) | (32,083) |
Interest expense - amortization of deferred financing costs | (1,114) | (805) | (2,141) | (1,514) |
Equity in loss of unconsolidated real estate ventures | (7,598) | (4,981) | (13,765) | (9,544) |
Net gain on real estate venture transactions | 181 | 0 | 181 | 0 |
Net income (loss) before income taxes | (12,724) | 4,699 | (17,975) | 10,827 |
Income tax provision | (13) | (48) | (38) | (75) |
Net income (loss) | (12,737) | 4,651 | (18,013) | 10,752 |
Net (income) loss attributable to noncontrolling interests | 41 | (14) | 58 | (22) |
Net income (loss) attributable to Brandywine Realty Trust | (12,696) | 4,637 | (17,955) | 10,730 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (204) | (98) | (274) | (246) |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | $ (12,900) | $ 4,539 | $ (18,229) | $ 10,484 |
Basic income (loss) per Common Share (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Diluted income (loss) per Common Share (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Basic weighted average shares outstanding (in shares) | 171,962,162 | 171,527,031 | 171,818,463 | 171,411,631 |
Diluted weighted average shares outstanding (in shares) | 171,962,162 | 172,260,429 | 171,818,463 | 172,575,408 |
Rents | ||||
Revenue | ||||
Total revenue | $ 118,133 | $ 116,897 | $ 238,981 | $ 232,798 |
Third party management fees, labor reimbursement and leasing | ||||
Revenue | ||||
Total revenue | 6,227 | 5,924 | 12,229 | 11,032 |
Other | ||||
Revenue | ||||
Total revenue | $ 1,522 | $ 1,221 | $ 3,899 | $ 7,717 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Statement of Comprehensive Income [Abstract] | |||||||
Net income (loss) | $ (12,737) | $ (5,276) | $ 4,651 | $ 6,101 | $ (18,013) | $ 10,752 | |
Comprehensive income: | |||||||
Unrealized gain on derivative financial instruments | 6,646 | 1,747 | 1,355 | 5,511 | |||
Amortization of interest rate contracts | [1] | 0 | 188 | 0 | 376 | ||
Total comprehensive income | 6,646 | $ (5,291) | 1,935 | $ 3,952 | 1,355 | 5,887 | |
Comprehensive income (loss) | (6,091) | 6,586 | (16,658) | 16,639 | |||
Comprehensive (income) loss attributable to noncontrolling interest | 21 | (20) | 22 | (40) | |||
Comprehensive income (loss) attributable to Brandywine Realty Trust | $ (6,070) | $ 6,566 | $ (16,636) | $ 16,599 | |||
[1]Amounts reclassified from comprehensive income to interest expense within the Consolidated Statements of Operations. |
CONSOLIDATED STATEMENTS OF BENE
CONSOLIDATED STATEMENTS OF BENEFICIARIES’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Rabbi Trust/Deferred Compensation Shares | Additional Paid-in Capital | Common Shares in Grantor Trust | Cumulative Earnings | Accumulated Other Comprehensive Income (Loss) | Cumulative Distributions | Noncontrolling Interests |
Beginning balance (in shares) at Dec. 31, 2021 | 171,126,257 | 1,169,703 | |||||||
Beginning balance at Dec. 31, 2021 | $ 1,701,219 | $ 1,712 | $ 18,491 | $ 3,146,786 | $ (18,491) | $ 1,122,372 | $ (2,020) | $ (2,578,583) | $ 10,952 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | 6,101 | 6,093 | 8 | ||||||
Other comprehensive income (loss) | 3,952 | 3,940 | 12 | ||||||
Redemption of LP Units | (4,006) | (4,006) | |||||||
Share-based compensation activity (in shares) | 277,061 | 68,540 | |||||||
Share-based compensation activity | 1,655 | $ 2 | 1,653 | ||||||
Share Issuance from/(to) Deferred Compensation Plan (in shares) | (19,406) | (52,702) | |||||||
Share Issuance from/(to) Deferred Compensation Plan | (249) | $ 895 | (249) | (895) | |||||
Reallocation of Noncontrolling interest | 0 | (959) | 959 | ||||||
Distributions declared | (32,809) | (32,711) | (98) | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 171,383,912 | 1,185,541 | |||||||
Ending balance at Mar. 31, 2022 | 1,675,863 | $ 1,714 | $ 19,386 | 3,147,231 | (19,386) | 1,128,465 | 1,920 | (2,611,294) | 7,827 |
Beginning balance (in shares) at Dec. 31, 2021 | 171,126,257 | 1,169,703 | |||||||
Beginning balance at Dec. 31, 2021 | 1,701,219 | $ 1,712 | $ 18,491 | 3,146,786 | (18,491) | 1,122,372 | (2,020) | (2,578,583) | 10,952 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | 10,752 | ||||||||
Other comprehensive income (loss) | 5,887 | ||||||||
Ending balance (in shares) at Jun. 30, 2022 | 171,575,280 | 1,202,385 | |||||||
Ending balance at Jun. 30, 2022 | 1,651,563 | $ 1,716 | $ 19,601 | 3,149,146 | (19,601) | 1,133,102 | 3,849 | (2,643,999) | 7,749 |
Beginning balance (in shares) at Mar. 31, 2022 | 171,383,912 | 1,185,541 | |||||||
Beginning balance at Mar. 31, 2022 | 1,675,863 | $ 1,714 | $ 19,386 | 3,147,231 | (19,386) | 1,128,465 | 1,920 | (2,611,294) | 7,827 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | 4,651 | 4,637 | 14 | ||||||
Other comprehensive income (loss) | 1,935 | 1,929 | 6 | ||||||
Share-based compensation activity (in shares) | 191,368 | 16,844 | |||||||
Share-based compensation activity | 1,917 | $ 2 | 1,915 | ||||||
Share Issuance from/(to) Deferred Compensation Plan | 0 | $ 215 | (215) | ||||||
Distributions declared | (32,803) | (32,705) | (98) | ||||||
Ending balance (in shares) at Jun. 30, 2022 | 171,575,280 | 1,202,385 | |||||||
Ending balance at Jun. 30, 2022 | $ 1,651,563 | $ 1,716 | $ 19,601 | 3,149,146 | (19,601) | 1,133,102 | 3,849 | (2,643,999) | 7,749 |
Beginning balance (in shares) at Dec. 31, 2022 | 171,569,807 | 171,569,807 | 1,179,643 | ||||||
Beginning balance at Dec. 31, 2022 | $ 1,633,334 | $ 1,716 | $ 19,601 | 3,153,229 | (19,601) | 1,176,195 | 3,897 | (2,709,405) | 7,702 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | (5,276) | (5,259) | (17) | ||||||
Other comprehensive income (loss) | (5,291) | (5,307) | 16 | ||||||
Share-based compensation activity (in shares) | 171,318 | 22,449 | |||||||
Share-based compensation activity | 3,371 | $ 1 | 3,370 | ||||||
Share Issuance from/(to) Deferred Compensation Plan (in shares) | (13,422) | (48,733) | |||||||
Share Issuance from/(to) Deferred Compensation Plan | (88) | $ 145 | (88) | (145) | |||||
Reallocation of Noncontrolling interest | 0 | (4) | 4 | ||||||
Distributions declared | (32,832) | (32,734) | (98) | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 171,727,703 | 1,153,359 | |||||||
Ending balance at Mar. 31, 2023 | $ 1,593,218 | $ 1,717 | $ 19,746 | 3,156,507 | (19,746) | 1,170,936 | (1,410) | (2,742,139) | 7,607 |
Beginning balance (in shares) at Dec. 31, 2022 | 171,569,807 | 171,569,807 | 1,179,643 | ||||||
Beginning balance at Dec. 31, 2022 | $ 1,633,334 | $ 1,716 | $ 19,601 | 3,153,229 | (19,601) | 1,176,195 | 3,897 | (2,709,405) | 7,702 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | (18,013) | ||||||||
Other comprehensive income (loss) | $ 1,355 | ||||||||
Ending balance (in shares) at Jun. 30, 2023 | 172,101,929 | 172,101,929 | 1,207,415 | ||||||
Ending balance at Jun. 30, 2023 | $ 1,556,660 | $ 1,719 | $ 19,965 | 3,159,276 | (19,965) | 1,158,240 | 5,216 | (2,775,124) | 7,333 |
Beginning balance (in shares) at Mar. 31, 2023 | 171,727,703 | 1,153,359 | |||||||
Beginning balance at Mar. 31, 2023 | 1,593,218 | $ 1,717 | $ 19,746 | 3,156,507 | (19,746) | 1,170,936 | (1,410) | (2,742,139) | 7,607 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | (12,737) | (12,696) | (41) | ||||||
Other comprehensive income (loss) | 6,646 | 6,626 | 20 | ||||||
Share-based compensation activity (in shares) | 374,226 | 54,056 | |||||||
Share-based compensation activity | 2,616 | $ 2 | 2,614 | ||||||
Share Issuance from/(to) Deferred Compensation Plan | 0 | $ 219 | (219) | ||||||
Reallocation of Noncontrolling interest | 0 | 155 | (155) | ||||||
Distributions declared | $ (33,083) | (32,985) | (98) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 172,101,929 | 172,101,929 | 1,207,415 | ||||||
Ending balance at Jun. 30, 2023 | $ 1,556,660 | $ 1,719 | $ 19,965 | $ 3,159,276 | $ (19,965) | $ 1,158,240 | $ 5,216 | $ (2,775,124) | $ 7,333 |
CONSOLIDATED STATEMENTS OF BE_2
CONSOLIDATED STATEMENTS OF BENEFICIARIES’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | ||||
May 25, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | |||||
Distributions declared (in dollars per share) | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.38 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (18,013) | $ 10,752 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 92,679 | 87,741 |
Amortization of deferred financing costs | 2,141 | 1,514 |
Amortization of debt discount/(premium), net | (516) | (975) |
Amortization of stock compensation costs | 6,073 | 5,419 |
Straight-line rent income | (4,600) | (5,042) |
Amortization of acquired above (below) market leases, net | (760) | (1,664) |
Ground rent expense | 401 | 408 |
Net gain on real estate venture transactions | (181) | 0 |
Total gain on sale of real estate | (781) | (5,168) |
Provision for impairment | 4,468 | 0 |
Loss from unconsolidated real estate ventures, including income distributions | 13,765 | 9,544 |
Income tax provision | 38 | 75 |
Changes in assets and liabilities: | ||
Accounts receivable | (469) | (1,254) |
Other assets | (12,604) | (2,711) |
Accounts payable and accrued expenses | (21,271) | (19,484) |
Deferred income, gains and rent | 285 | (2,487) |
Other liabilities | 649 | 1,826 |
Net cash provided by operating activities | 61,304 | 78,494 |
Cash flows from investing activities: | ||
Acquisition of properties | 0 | (3,446) |
Proceeds from the sale of properties | 0 | 34,146 |
Capital expenditures for tenant improvements | (24,431) | (35,545) |
Capital expenditures for redevelopments | (34,827) | (56,472) |
Capital expenditures for developments | (18,341) | (82,252) |
Advances for the purchase of tenant assets, net of repayments | (26) | (447) |
Investment in unconsolidated real estate ventures | (60,290) | (27,807) |
Deposits for real estate | 3,500 | (7,550) |
Capital distributions from unconsolidated real estate ventures | 2,250 | 5,720 |
Leasing costs paid | (5,697) | (15,209) |
Net cash used in investing activities | (137,862) | (188,862) |
Cash flows from financing activities: | ||
Proceeds from credit facility borrowings | 136,000 | 196,000 |
Repayments of credit facility borrowings | (224,500) | (5,000) |
Repayments of unsecured notes | (54,301) | 0 |
Proceeds from unsecured term loan | 70,000 | 0 |
Proceeds from secured term loan | 245,000 | 0 |
Debt financing costs paid | (4,455) | (6,641) |
Shares used for employee taxes upon vesting of share awards | (952) | (2,935) |
Redemption of limited partnership units | 0 | (4,006) |
Distributions paid to shareholders | (65,438) | (65,315) |
Distributions to noncontrolling interest | (196) | (255) |
Net cash provided by financing activities | 101,158 | 111,848 |
Increase in cash and cash equivalents and restricted cash | 24,600 | 1,480 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents, beginning of period | 17,551 | 27,463 |
Restricted cash, beginning of period | 836 | 837 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents, end of period | 32,111 | 28,849 |
Restricted cash, end of period | 10,876 | 931 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2023 and 2022 of $8,587 and $4,442, respectively | 50,480 | 37,961 |
Cash paid for income taxes | 550 | 902 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 32,957 | 32,800 |
Change in investment in real estate ventures as a result of deconsolidation | 8,595 | 0 |
Change in operating real estate from deconsolidation of operating properties | (7,814) | 0 |
Change in other assets as a result of investing activities | 0 | 13,396 |
Change in capital expenditures financed through accounts payable at period end | 1,292 | 10,283 |
Change in capital expenditures financed through retention payable at period end | $ 2,039 | $ (1,097) |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Cash Flows [Abstract] | ||
Capitalized interest | $ 8,587 | $ 4,442 |
CONSOLIDATED BALANCE SHEETS - B
CONSOLIDATED BALANCE SHEETS - BRANDYWINE OPERATING PARTNERSHIP, L.P. - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Real estate investments: | ||
Operating properties | $ 3,597,211 | $ 3,617,240 |
Accumulated depreciation | (1,125,145) | (1,063,060) |
Right of use asset - operating leases, net | 19,346 | 19,664 |
Operating real estate investments, net | 2,491,412 | 2,573,844 |
Construction-in-progress | 245,677 | 218,869 |
Land held for development | 71,493 | 76,499 |
Prepaid leasehold interests in land held for development, net | 27,762 | 35,576 |
Total real estate investments, net | 2,836,344 | 2,904,788 |
Assets held for sale, net | 52,664 | 0 |
Cash and cash equivalents | 32,111 | 17,551 |
Restricted cash and escrows | 10,876 | 0 |
Accounts receivable | 11,654 | 11,003 |
Accrued rent receivable, net of allowance of $3,778 and $3,947 as of June 30, 2023 and December 31, 2022, respectively | 183,191 | 179,771 |
Investment in unconsolidated real estate ventures | 630,505 | 567,635 |
Deferred costs, net | 95,102 | 96,639 |
Intangible assets, net | 11,676 | 18,451 |
Other assets | 90,362 | 78,667 |
Total assets | 3,954,485 | 3,874,505 |
LIABILITIES AND PARTNERS' EQUITY | ||
Mortgage notes payable, net | 241,383 | 0 |
Unsecured credit facility | 0 | 88,500 |
Unsecured term loan, net | 318,065 | 248,168 |
Unsecured senior notes, net | 1,574,373 | 1,628,370 |
Accounts payable and accrued expenses | 116,913 | 132,440 |
Distributions payable | 32,957 | 32,792 |
Deferred income, gains and rent | 24,786 | 25,082 |
Intangible liabilities, net | 8,811 | 10,322 |
Liabilities related to assets held for sale, net | 1,041 | 0 |
Lease liability - operating leases | 23,268 | 23,166 |
Other liabilities | 56,228 | 52,331 |
Total liabilities | 2,397,825 | 2,241,171 |
Commitments and contingencies (See Note 14) | ||
Brandywine Operating Partnership, L.P.'s equity: | ||
Accumulated other comprehensive income | 5,216 | 3,897 |
Total liabilities and beneficiaries' equity | 3,954,485 | 3,874,505 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Real estate investments: | ||
Operating properties | 3,597,211 | 3,617,240 |
Accumulated depreciation | (1,125,145) | (1,063,060) |
Right of use asset - operating leases, net | 19,346 | 19,664 |
Operating real estate investments, net | 2,491,412 | 2,573,844 |
Construction-in-progress | 245,677 | 218,869 |
Land held for development | 71,493 | 76,499 |
Prepaid leasehold interests in land held for development, net | 27,762 | 35,576 |
Total real estate investments, net | 2,836,344 | 2,904,788 |
Assets held for sale, net | 52,664 | 0 |
Cash and cash equivalents | 32,111 | 17,551 |
Restricted cash and escrows | 10,876 | 0 |
Accounts receivable | 11,654 | 11,003 |
Accrued rent receivable, net of allowance of $3,778 and $3,947 as of June 30, 2023 and December 31, 2022, respectively | 183,191 | 179,771 |
Investment in unconsolidated real estate ventures | 630,505 | 567,635 |
Deferred costs, net | 95,102 | 96,639 |
Intangible assets, net | 11,676 | 18,451 |
Other assets | 90,362 | 78,667 |
Total assets | 3,954,485 | 3,874,505 |
LIABILITIES AND PARTNERS' EQUITY | ||
Mortgage notes payable, net | 241,383 | 0 |
Unsecured credit facility | 0 | 88,500 |
Unsecured term loan, net | 318,065 | 248,168 |
Unsecured senior notes, net | 1,574,373 | 1,628,370 |
Accounts payable and accrued expenses | 116,913 | 132,440 |
Distributions payable | 32,957 | 32,792 |
Deferred income, gains and rent | 24,786 | 25,082 |
Intangible liabilities, net | 8,811 | 10,322 |
Liabilities related to assets held for sale, net | 1,041 | 0 |
Lease liability - operating leases | 23,268 | 23,166 |
Other liabilities | 56,228 | 52,331 |
Total liabilities | 2,397,825 | 2,241,171 |
Commitments and contingencies (See Note 14) | ||
Redeemable limited partnership units at redemption value; 516,467 and 516,467 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | 2,318 | 3,195 |
Brandywine Operating Partnership, L.P.'s equity: | ||
General Partnership Capital; $172,101,929 and 171,569,807 units issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | 1,546,587 | 1,623,738 |
Accumulated other comprehensive income | 4,924 | 3,569 |
Total Brandywine Operating Partnership, L.P.'s equity | 1,551,511 | 1,627,307 |
Noncontrolling interest - consolidated real estate ventures | 2,831 | 2,832 |
Total partners' equity | 1,554,342 | 1,630,139 |
Total liabilities and beneficiaries' equity | $ 3,954,485 | $ 3,874,505 |
CONSOLIDATED BALANCE SHEETS -_2
CONSOLIDATED BALANCE SHEETS - BRANDYWINE OPERATING PARTNERSHIP, L.P. (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued rent receivable, allowance | $ 3,778 | $ 3,947 |
Common stock, shares issued (in shares) | 172,101,929 | 171,569,807 |
Common stock, shares outstanding (in shares) | 172,101,929 | 171,569,807 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Accrued rent receivable, allowance | $ 3,778 | $ 3,947 |
Common stock, shares issued (in shares) | 172,101,929 | 171,569,807 |
Common stock, shares outstanding (in shares) | 172,101,929 | 171,569,807 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | Class A Units | ||
Redeemable limited partnership units issued (in shares) | 516,467 | 516,467 |
Redeemable limited partnership units outstanding (in shares) | 516,467 | 516,467 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS - BRANDYWINE OPERATING PARTNERSHIP, L.P. - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||||
Total revenue | $ 125,882 | $ 124,042 | $ 255,109 | $ 251,547 |
Operating expenses | ||||
Property operating expenses | 31,891 | 33,111 | 65,485 | 64,659 |
Real estate taxes | 11,571 | 13,746 | 26,173 | 27,559 |
Third party management expenses | 2,557 | 2,792 | 5,196 | 5,349 |
Depreciation and amortization | 47,079 | 43,959 | 92,679 | 87,741 |
General and administrative expenses | 9,360 | 8,328 | 18,842 | 18,328 |
Provision for impairment | 4,468 | 0 | 4,468 | 0 |
Total operating expenses | 106,926 | 101,936 | 212,843 | 203,636 |
Gain on sale of real estate | ||||
Net gain on disposition of real estate | 0 | 144 | 0 | 144 |
Net gain on sale of undepreciated real estate | 0 | 4,127 | 781 | 5,024 |
Total gain on sale of real estate | 0 | 4,271 | 781 | 5,168 |
Operating income | 18,956 | 26,377 | 43,047 | 53,079 |
Nonoperating Income (Expense) [Abstract] | ||||
Interest income | 520 | 449 | 1,025 | 889 |
Interest expense | (23,669) | (16,341) | (46,322) | (32,083) |
Interest expense - amortization of deferred financing costs | (1,114) | (805) | (2,141) | (1,514) |
Equity in loss of unconsolidated real estate ventures | (7,598) | (4,981) | (13,765) | (9,544) |
Net gain on real estate venture transactions | 181 | 0 | 181 | 0 |
Net income (loss) before income taxes | (12,724) | 4,699 | (17,975) | 10,827 |
Income tax provision | (13) | (48) | (38) | (75) |
Net income (loss) | (12,737) | 4,651 | (18,013) | 10,752 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (204) | (98) | (274) | (246) |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | $ (12,900) | $ 4,539 | $ (18,229) | $ 10,484 |
Basic income (loss) per Common Partnership Unit (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Diluted income (loss) per Common Partnership Unit (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Basic weighted average common partnership units outstanding (in shares) | 171,962,162 | 171,527,031 | 171,818,463 | 171,411,631 |
Diluted weighted average common partnership units outstanding (in shares) | 171,962,162 | 172,260,429 | 171,818,463 | 172,575,408 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Total revenue | $ 125,882 | $ 124,042 | $ 255,109 | $ 251,547 |
Operating expenses | ||||
Property operating expenses | 31,891 | 33,111 | 65,485 | 64,659 |
Real estate taxes | 11,571 | 13,746 | 26,173 | 27,559 |
Third party management expenses | 2,557 | 2,792 | 5,196 | 5,349 |
Depreciation and amortization | 47,079 | 43,959 | 92,679 | 87,741 |
General and administrative expenses | 9,360 | 8,328 | 18,842 | 18,328 |
Provision for impairment | 4,468 | 0 | 4,468 | 0 |
Total operating expenses | 106,926 | 101,936 | 212,843 | 203,636 |
Gain on sale of real estate | ||||
Net gain on disposition of real estate | 0 | 144 | 0 | 144 |
Net gain on sale of undepreciated real estate | 0 | 4,127 | 781 | 5,024 |
Total gain on sale of real estate | 0 | 4,271 | 781 | 5,168 |
Operating income | 18,956 | 26,377 | 43,047 | 53,079 |
Nonoperating Income (Expense) [Abstract] | ||||
Interest income | 520 | 449 | 1,025 | 889 |
Interest expense | (23,669) | (16,341) | (46,322) | (32,083) |
Interest expense - amortization of deferred financing costs | (1,114) | (805) | (2,141) | (1,514) |
Equity in loss of unconsolidated real estate ventures | (7,598) | (4,981) | (13,765) | (9,544) |
Net gain on real estate venture transactions | 181 | 0 | 181 | 0 |
Net income (loss) before income taxes | (12,724) | 4,699 | (17,975) | 10,827 |
Income tax provision | (13) | (48) | (38) | (75) |
Net income (loss) | (12,737) | 4,651 | (18,013) | 10,752 |
Net loss attributable to noncontrolling interests - consolidated real estate ventures | 0 | 2 | 1 | 4 |
Net income (loss) attributable to Brandywine Operating Partnership | (12,737) | 4,653 | (18,012) | 10,756 |
Nonforfeitable dividends allocated to unvested restricted shareholders | (204) | (98) | (274) | (246) |
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | $ (12,941) | $ 4,555 | $ (18,286) | $ 10,510 |
Basic income (loss) per Common Partnership Unit (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Diluted income (loss) per Common Partnership Unit (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
Basic weighted average common partnership units outstanding (in shares) | 172,478,629 | 172,043,498 | 172,334,930 | 171,985,863 |
Diluted weighted average common partnership units outstanding (in shares) | 172,478,629 | 172,776,896 | 172,334,930 | 173,149,640 |
Rents | ||||
Revenue | ||||
Total revenue | $ 118,133 | $ 116,897 | $ 238,981 | $ 232,798 |
Rents | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Total revenue | 118,133 | 116,897 | 238,981 | 232,798 |
Third party management fees, labor reimbursement and leasing | ||||
Revenue | ||||
Total revenue | 6,227 | 5,924 | 12,229 | 11,032 |
Third party management fees, labor reimbursement and leasing | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Total revenue | 6,227 | 5,924 | 12,229 | 11,032 |
Other | ||||
Revenue | ||||
Total revenue | 1,522 | 1,221 | 3,899 | 7,717 |
Other | BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||
Revenue | ||||
Total revenue | $ 1,522 | $ 1,221 | $ 3,899 | $ 7,717 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - BRANDYWINE OPERATING PARTNERSHIP, L.P. - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Net income (loss) | $ (12,737) | $ 4,651 | $ (18,013) | $ 10,752 | |
Comprehensive income: | |||||
Unrealized gain on derivative financial instruments | 6,646 | 1,747 | 1,355 | 5,511 | |
Amortization of interest rate contracts | [1] | 0 | 188 | 0 | 376 |
Total comprehensive income | 6,646 | 1,935 | 1,355 | 5,887 | |
Comprehensive income (loss) | (6,091) | 6,586 | (16,658) | 16,639 | |
Comprehensive loss attributable to noncontrolling interest - consolidated real estate ventures | 21 | (20) | 22 | (40) | |
Comprehensive income (loss) attributable to Brandywine Realty Trust | (6,070) | 6,566 | (16,636) | 16,599 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | |||||
Net income (loss) | (12,737) | 4,651 | (18,013) | 10,752 | |
Comprehensive income: | |||||
Unrealized gain on derivative financial instruments | 6,646 | 1,747 | 1,355 | 5,511 | |
Amortization of interest rate contracts | [2] | 0 | 188 | 0 | 376 |
Total comprehensive income | 6,646 | 1,935 | 1,355 | 5,887 | |
Comprehensive income (loss) | (6,091) | 6,586 | (16,658) | 16,639 | |
Comprehensive loss attributable to noncontrolling interest - consolidated real estate ventures | 0 | 2 | 1 | 4 | |
Comprehensive income (loss) attributable to Brandywine Realty Trust | $ (6,091) | $ 6,588 | $ (16,657) | $ 16,643 | |
[1]Amounts reclassified from comprehensive income to interest expense within the Consolidated Statements of Operations.[2]Amounts reclassified from comprehensive income to interest expense within the Consolidated Statements of Operations. |
CONSOLIDATED STATEMENTS OF PART
CONSOLIDATED STATEMENTS OF PARTNERS’ EQUITY - USD ($) $ in Thousands | Total | Accumulated Other Comprehensive Income | Noncontrolling Interest - Consolidated Real Estate Ventures | BRANDYWINE OPERATING PARTNERSHIP, L.P. | BRANDYWINE OPERATING PARTNERSHIP, L.P. Accumulated Other Comprehensive Income | BRANDYWINE OPERATING PARTNERSHIP, L.P. Noncontrolling Interest - Consolidated Real Estate Ventures | BRANDYWINE OPERATING PARTNERSHIP, L.P. General Partner Capital |
Beginning balance (in shares) at Dec. 31, 2021 | 171,126,257 | ||||||
Beginning balance at Dec. 31, 2021 | $ 1,690,079 | $ (2,366) | $ 2,834 | $ 1,689,611 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | $ 6,101 | $ 8 | 6,101 | (2) | $ 6,103 | ||
Other comprehensive (loss) income | 3,952 | $ 3,940 | 12 | 3,952 | 3,952 | ||
Deferred compensation obligation (in shares) | (19,406) | ||||||
Deferred compensation obligation | (249) | (249) | $ (249) | ||||
Repurchase and retirement of LP units | (4,006) | $ (4,006) | |||||
Share-based compensation activity (in shares) | 277,061 | ||||||
Share-based compensation activity | 1,655 | 1,655 | $ 1,655 | ||||
Adjustment of redeemable partnership units to liquidation value at period end | 3,704 | 3,704 | |||||
Distributions declared to general partnership unit holders | (32,711) | $ (32,711) | |||||
Ending balance (in shares) at Mar. 31, 2022 | 171,383,912 | ||||||
Ending balance at Mar. 31, 2022 | 1,668,525 | 1,586 | 2,832 | $ 1,664,107 | |||
Beginning balance (in shares) at Dec. 31, 2021 | 171,126,257 | ||||||
Beginning balance at Dec. 31, 2021 | 1,690,079 | (2,366) | 2,834 | $ 1,689,611 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | 10,752 | 10,752 | |||||
Other comprehensive (loss) income | 5,887 | 5,887 | |||||
Ending balance (in shares) at Jun. 30, 2022 | 171,575,280 | ||||||
Ending balance at Jun. 30, 2022 | 1,646,504 | 3,521 | 2,830 | $ 1,640,153 | |||
Beginning balance (in shares) at Mar. 31, 2022 | 171,383,912 | ||||||
Beginning balance at Mar. 31, 2022 | 1,668,525 | 1,586 | 2,832 | $ 1,664,107 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | 4,651 | 14 | 4,651 | (2) | $ 4,653 | ||
Other comprehensive (loss) income | 1,935 | 1,929 | 6 | 1,935 | 1,935 | ||
Deferred compensation obligation | 0 | ||||||
Issuance of partnership interest in consolidated real estate ventures (in shares) | 191,368 | ||||||
Issuance of partnership interest in consolidated real estate ventures | 1,917 | $ 1,917 | |||||
Share-based compensation activity | 1,917 | 2,181 | 2,181 | ||||
Adjustment of redeemable partnership units to liquidation value at period end | (32,705) | $ (32,705) | |||||
Distributions declared to general partnership unit holders | 0 | ||||||
Ending balance (in shares) at Jun. 30, 2022 | 171,575,280 | ||||||
Ending balance at Jun. 30, 2022 | 1,646,504 | 3,521 | 2,830 | $ 1,640,153 | |||
Beginning balance (in shares) at Dec. 31, 2022 | 171,569,807 | ||||||
Beginning balance at Dec. 31, 2022 | 1,630,139 | 3,569 | 2,832 | $ 1,623,738 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | (5,276) | (17) | (5,276) | (1) | $ (5,275) | ||
Other comprehensive (loss) income | (5,291) | (5,307) | 16 | (5,291) | (5,291) | ||
Deferred compensation obligation (in shares) | 13,422 | ||||||
Deferred compensation obligation | (88) | (88) | $ (88) | ||||
Share-based compensation activity (in shares) | 171,318 | ||||||
Share-based compensation activity | 3,371 | 3,371 | $ 3,371 | ||||
Adjustment of redeemable partnership units to liquidation value at period end | 779 | 779 | |||||
Distributions declared to general partnership unit holders | (32,734) | $ (32,734) | |||||
Ending balance (in shares) at Mar. 31, 2023 | 171,727,703 | ||||||
Ending balance at Mar. 31, 2023 | 1,590,900 | (1,722) | 2,831 | $ 1,589,791 | |||
Beginning balance (in shares) at Dec. 31, 2022 | 171,569,807 | ||||||
Beginning balance at Dec. 31, 2022 | 1,630,139 | 3,569 | 2,832 | $ 1,623,738 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | (18,013) | (18,013) | |||||
Other comprehensive (loss) income | 1,355 | 1,355 | |||||
Ending balance (in shares) at Jun. 30, 2023 | 172,101,929 | ||||||
Ending balance at Jun. 30, 2023 | 1,554,342 | 4,924 | 2,831 | $ 1,546,587 | |||
Beginning balance (in shares) at Mar. 31, 2023 | 171,727,703 | ||||||
Beginning balance at Mar. 31, 2023 | 1,590,900 | (1,722) | 2,831 | $ 1,589,791 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||
Net income (loss) | (12,737) | (41) | (12,737) | 0 | $ (12,737) | ||
Other comprehensive (loss) income | 6,646 | $ 6,626 | $ 20 | 6,646 | 6,646 | ||
Deferred compensation obligation | 0 | ||||||
Share-based compensation activity (in shares) | 374,226 | ||||||
Share-based compensation activity | $ 2,616 | 2,616 | $ 2,616 | ||||
Adjustment of redeemable partnership units to liquidation value at period end | (98) | (98) | |||||
Distributions declared to general partnership unit holders | (32,985) | $ (32,985) | |||||
Ending balance (in shares) at Jun. 30, 2023 | 172,101,929 | ||||||
Ending balance at Jun. 30, 2023 | $ 1,554,342 | $ 4,924 | $ 2,831 | $ 1,546,587 |
CONSOLIDATED STATEMENTS OF PA_2
CONSOLIDATED STATEMENTS OF PARTNERS’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | General Partner Capital | ||||
Distributions to general partnership unitholders (in dollars per share) | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.19 |
CONSOLIDATED STATEMENTS OF CA_3
CONSOLIDATED STATEMENTS OF CASH FLOWS - BRANDYWINE OPERATING PARTNERSHIP L.P. - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (18,013) | $ 10,752 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 92,679 | 87,741 |
Amortization of deferred financing costs | 2,141 | 1,514 |
Amortization of debt discount/(premium), net | (516) | (975) |
Amortization of stock compensation costs | 6,073 | 5,419 |
Straight-line rent income | (4,600) | (5,042) |
Amortization of acquired above (below) market leases, net | (760) | (1,664) |
Ground rent expense | 401 | 408 |
Net gain on real estate venture transactions | (181) | 0 |
Total gain on sale of real estate | (781) | (5,168) |
Provision for impairment | 4,468 | 0 |
Loss from unconsolidated real estate ventures, including income distributions | 13,765 | 9,544 |
Income tax provision | 38 | 75 |
Changes in assets and liabilities: | ||
Accounts receivable | (469) | (1,254) |
Other assets | (12,604) | (2,711) |
Accounts payable and accrued expenses | (21,271) | (19,484) |
Deferred income, gains and rent | 285 | (2,487) |
Other liabilities | 649 | 1,826 |
Net cash provided by operating activities | 61,304 | 78,494 |
Cash flows from investing activities: | ||
Acquisition of properties | 0 | (3,446) |
Proceeds from the sale of properties | 0 | 34,146 |
Capital expenditures for tenant improvements | (24,431) | (35,545) |
Capital expenditures for redevelopments | (34,827) | (56,472) |
Capital expenditures for developments | (18,341) | (82,252) |
Advances for the purchase of tenant assets, net of repayments | (26) | (447) |
Investment in unconsolidated real estate ventures | (60,290) | (27,807) |
Deposits for real estate | 3,500 | (7,550) |
Capital distributions from unconsolidated real estate ventures | 2,250 | 5,720 |
Leasing costs paid | (5,697) | (15,209) |
Net cash used in investing activities | (137,862) | (188,862) |
Cash flows from financing activities: | ||
Proceeds from credit facility borrowings | 136,000 | 196,000 |
Repayments of credit facility borrowings | (224,500) | (5,000) |
Repayments of unsecured notes | (54,301) | 0 |
Proceeds from unsecured term loan | 70,000 | 0 |
Proceeds from secured term loan | 245,000 | 0 |
Debt financing costs paid | (4,455) | (6,641) |
Shares used for employee taxes upon vesting of share awards | (952) | (2,935) |
Redemption of limited partnership units | 0 | (4,006) |
Distributions paid to shareholders | (65,438) | (65,315) |
Net cash provided by financing activities | 101,158 | 111,848 |
Increase in cash and cash equivalents and restricted cash | 24,600 | 1,480 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents, beginning of period | 17,551 | 27,463 |
Restricted cash, beginning of period | 836 | 837 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents, end of period | 32,111 | 28,849 |
Restricted cash, end of period | 10,876 | 931 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2023 and 2022 of $8,587 and $4,442, respectively | 50,480 | 37,961 |
Cash paid for income taxes | 550 | 902 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 32,957 | 32,800 |
Change in investment in real estate ventures as a result of deconsolidation | 8,595 | 0 |
Change in operating real estate from deconsolidation of operating properties | (7,814) | 0 |
Change in other assets as a result of investing activities | 0 | 13,396 |
Change in capital expenditures financed through accounts payable at period end | 1,292 | 10,283 |
Change in capital expenditures financed through retention payable at period end | 2,039 | (1,097) |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Cash flows from operating activities: | ||
Net income (loss) | (18,013) | 10,752 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 92,679 | 87,741 |
Amortization of deferred financing costs | 2,141 | 1,514 |
Amortization of debt discount/(premium), net | (516) | (975) |
Amortization of stock compensation costs | 6,073 | 5,419 |
Straight-line rent income | (4,600) | (5,042) |
Amortization of acquired above (below) market leases, net | (760) | (1,664) |
Ground rent expense | 401 | 408 |
Net gain on real estate venture transactions | (181) | 0 |
Total gain on sale of real estate | (781) | (5,168) |
Provision for impairment | 4,468 | 0 |
Loss from unconsolidated real estate ventures, including income distributions | 13,765 | 9,544 |
Income tax provision | 38 | 75 |
Changes in assets and liabilities: | ||
Accounts receivable | (469) | (1,254) |
Other assets | (12,604) | (2,711) |
Accounts payable and accrued expenses | (21,271) | (19,484) |
Deferred income, gains and rent | 285 | (2,487) |
Other liabilities | 649 | 1,826 |
Net cash provided by operating activities | 61,304 | 78,494 |
Cash flows from investing activities: | ||
Acquisition of properties | 0 | (3,446) |
Proceeds from the sale of properties | 0 | 34,146 |
Capital expenditures for tenant improvements | (24,431) | (35,545) |
Capital expenditures for redevelopments | (34,827) | (56,472) |
Capital expenditures for developments | (18,341) | (82,252) |
Advances for the purchase of tenant assets, net of repayments | (26) | (447) |
Investment in unconsolidated real estate ventures | (60,290) | (27,807) |
Deposits for real estate | 3,500 | (7,550) |
Capital distributions from unconsolidated real estate ventures | 2,250 | 5,720 |
Leasing costs paid | (5,697) | (15,209) |
Net cash used in investing activities | (137,862) | (188,862) |
Cash flows from financing activities: | ||
Proceeds from credit facility borrowings | 136,000 | 196,000 |
Repayments of credit facility borrowings | (224,500) | (5,000) |
Repayments of unsecured notes | (54,301) | 0 |
Proceeds from unsecured term loan | 70,000 | 0 |
Proceeds from secured term loan | 245,000 | 0 |
Debt financing costs paid | (4,455) | (6,641) |
Shares used for employee taxes upon vesting of share awards | (952) | (2,935) |
Redemption of limited partnership units | 0 | (4,006) |
Distributions paid to shareholders | (65,634) | (65,570) |
Net cash provided by financing activities | 101,158 | 111,848 |
Increase in cash and cash equivalents and restricted cash | 24,600 | 1,480 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents, beginning of period | 17,551 | 27,463 |
Restricted cash, beginning of period | 836 | 837 |
Cash and cash equivalents and restricted cash at beginning of period | 18,387 | 28,300 |
Cash and cash equivalents, end of period | 32,111 | 28,849 |
Restricted cash, end of period | 10,876 | 931 |
Cash and cash equivalents and restricted cash at end of period | 42,987 | 29,780 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest during the six months ended June 30, 2023 and 2022 of $8,587 and $4,442, respectively | 50,480 | 37,961 |
Cash paid for income taxes | 550 | 902 |
Supplemental disclosure of non-cash activity: | ||
Dividends and distributions declared but not paid | 32,957 | 32,800 |
Change in investment in real estate ventures as a result of deconsolidation | 8,595 | 0 |
Change in operating real estate from deconsolidation of operating properties | (7,814) | 0 |
Change in other assets as a result of investing activities | 0 | 13,396 |
Change in capital expenditures financed through accounts payable at period end | 1,292 | 10,283 |
Change in capital expenditures financed through retention payable at period end | $ 2,039 | $ (1,097) |
CONSOLIDATED STATEMENTS OF CA_4
CONSOLIDATED STATEMENTS OF CASH FLOWS - BRANDYWINE OPERATING PARTNERSHIP L.P. (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Capitalized interest | $ 8,587 | $ 4,442 |
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||
Capitalized interest | $ 8,587 | $ 4,442 |
ORGANIZATION OF THE PARENT COMP
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP | 1. ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP Brandywine Realty Trust (the “Parent Company”) is a self-administered and self-managed real estate investment trust (“REIT”) engaged in the acquisition, development, redevelopment, ownership, management, and operation of a portfolio of office and mixed-use properties. The Parent Company owns its assets and conducts its operations through Brandywine Operating Partnership, L.P. (the “Operating Partnership”) and subsidiaries of the Operating Partnership. The Parent Company is the sole general partner of the Operating Partnership and, as of June 30, 2023, owned a 99.7% interest in the Operating Partnership. The Parent Company’s common shares of beneficial interest (“common shares”) are publicly traded on the New York Stock Exchange under the ticker symbol “BDN.” The Parent Company, the Operating Partnership, and their consolidated subsidiaries are collectively referred to as the “Company.” As of June 30, 2023, the Company owned 76 properties that contained an aggregate of approximately 13.4 million net rentable square feet (collectively, the “Properties”). The Company’s core portfolio of operating properties (the “Core Properties”) excludes development properties, redevelopment properties, and properties held for sale. The Properties were comprised of the following as of June 30, 2023: Number of Properties Rentable Square Feet Office properties 67 11,881,208 Mixed-use properties 5 942,334 Core Properties 72 12,823,542 Development property 2 350,488 Redevelopment properties 2 230,856 The Properties 76 13,404,886 In addition to the Properties, as of June 30, 2023, the Company owned 152.1 acres of land held for development. The Company also held a leasehold interest in one land parcel totaling 0.8 acres, acquired through a prepaid 99-year ground lease, and held options to purchase approximately 55.1 additional acres of undeveloped land. As of June 30, 2023, the total potential development that this inventory of land could support under current zoning and entitlements, including the parcels under option, amounted to an estimated 11.8 million net rentable square feet. As of June 30, 2023, the Company also owned economic interests in twelve unconsolidated real estate ventures (see Note 4, “Investment in Unconsolidated Real Estate Ventures,” for further information). The Properties and the properties owned by the unconsolidated real estate ventures are primarily located in or near Philadelphia, Pennsylvania; Austin, Texas; Metropolitan Washington, D.C.; Southern New Jersey; and Wilmington, Delaware. The Company conducts its third-party real estate management services business primarily through wholly-owned management company subsidiaries. As of June 30, 2023, the management company subsidiaries were managing properties containing an aggregate of approximately 22.8 million net rentable square feet, of which approximately 13.4 million net rentable square feet related to Properties owned by the Company and approximately 9.4 million net rentable square feet related to properties owned by third parties and unconsolidated real estate ventures. Unless otherwise indicated, all references in this Form 10-Q to square feet represent net rentable area. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | 2. BASIS OF PRESENTATION Basis of Presentation The consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments consist solely of normal recurring matters, and result in a fair statement of the financial position of the Company as of June 30, 2023, the results of its operations for the three and six months ended June 30, 2023 and 2022 and its cash flows for the six months ended June 30, 2023 and 2022. The results of operations for such interim periods are not necessarily indicative of the results for a full year. These consolidated financial statements should be read in conjunction with the Parent Company’s and the Operating Partnership’s consolidated financial statements and footnotes included in their combined Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on February 21, 2023. The consolidated balance sheet at December 31, 2022 has been derived from the audited financial statements as of that date but does not include all the information and footnotes required by GAAP for complete financial statements. The Company’s Annual Report on Form 10-K for the year ended December 31, 2022 contains a discussion of the Company’s significant accounting policies under Note 2, “Summary of Significant Accounting Policies” . There have been no material changes in the Company’s significant accounting policies since December 31, 2022. Use of Estimates |
REAL ESTATE INVESTMENTS
REAL ESTATE INVESTMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS As of June 30, 2023 and December 31, 2022, the gross carrying value of the operating properties was as follows (in thousands): June 30, 2023 December 31, 2022 Land $ 398,536 $ 403,998 Building and improvements 2,725,168 2,760,357 Tenant improvements 473,507 452,885 Operating properties $ 3,597,211 $ 3,617,240 Assets held for sale - real estate investments 52,664 — Total $ 3,649,875 $ 3,617,240 Dispositions During the first quarter of 2023, the Company deconsolidated $7.8 million recorded in “Prepaid leasehold interests in land held for development, net” on the consolidated balance sheets. This deconsolidation reflects the Company’s contribution, in January 2023, of 200,000 square feet of buildable floor to area ratio (“FAR”) to the Company’s unconsolidated real estate venture, referred to in Note 4 below as the 3151 Market Street Venture, for use by this unconsolidated real estate venture in the development of 3151 Market Street. Upon contribution at fair market value, we recognized a gain, net of transaction costs, of $0.8 million in “Net gain on sale of undepreciated real estate” on the consolidated statements of operations. Held-for-sale As of June 30, 2023, the Company was under an agreement to sell to an unaffiliated third party an office property located in the Austin, Texas segment for $53.3 million and has classified the property as held for sale on the consolidated balance sheets. As of June 30, 2023, the carrying value of the of the property was in excess of the fair value less cost to sell. As a result, an impairment loss of $4.5 million was recognized. The estimated fair value is considered Level 3 in accordance with ASC 820 and was based upon the executed agreement of sale. Consummation of the sale is subject to closing conditions and there can be no assurance that the sale will be consummated on expected terms, or at all. The following is a summary of the property classified as held for sale as of June 30, 2023 (in thousands): Held for Sale Properties (a) June 30, 2023 ASSETS HELD FOR SALE Real estate investments: Operating properties $ 54,701 Accumulated depreciation (5,388) Operating real estate investments, net 49,313 Construction-in-progress 370 Total real estate investments, net 49,683 Deferred costs, net 339 Intangible assets, net 1,755 Accrued Rent Receivable 790 Other assets 97 Total assets held for sale, net $ 52,664 LIABILITIES HELD FOR SALE Mortgage notes payable, net Deferred income, gains and rent 383 Intangible liabilities, net 658 Total liabilities held for sale, net $ 1,041 |
INVESTMENT IN UNCONSOLIDATED RE
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES | 6 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES | 4. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES As of June 30, 2023, the Company held ownership interests in twelve unconsolidated real estate ventures, with a net aggregate investment balance of $589.2 million, which includes a negative investment balance in one unconsolidated real estate venture of $41.3 million, reflected within “Other liabilities” on the consolidated balance sheets. As of June 30, 2023, five of the real estate ventures owned properties that contained an aggregate of approximately 9.1 million net rentable square feet of office space; two real estate ventures owned 1.4 acres of land held for development; four real estate ventures owned 7.5 acres of land in active development; one real estate venture owned a mixed used tower comprised of 250 apartment units and 0.2 million net rentable square feet of office/retail space. The Company accounts for its interests in the unconsolidated real estate ventures, which range from 15% to 78%, using the equity method. Certain of the unconsolidated real estate ventures are subject to specified priority allocations of distributable cash. The Company had outstanding accounts receivable balances from the unconsolidated real estate ventures of $3.1 million and $2.9 million for both June 30, 2023 and December 31, 2022, respectively. The amounts reflected in the following tables (except for the Company’s share of equity in income) are based on the financial information of the individual unconsolidated real estate ventures. June 30, 2023 December 31, 2022 Net property $ 2,262,891 $ 2,117,226 Other assets 540,399 506,213 Other liabilities 448,432 446,101 Debt, net 1,335,323 1,198,213 Equity (a) 1,019,535 979,125 (a) This amount does not include the effect of the basis difference between the Company’s historical cost basis and the basis recorded at the real estate venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third-party interests in existing real estate ventures and upon the transfer of assets that were previously owned by the Company into a real estate venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the real estate venture level. The following is a summary of results of operations of the unconsolidated real estate ventures in which the Company held interests during the three and six-month periods ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue $ 59,067 $ 64,957 $ 116,953 $ 118,173 Operating expenses (30,039) (31,671) (58,890) (60,263) Interest expense, net (18,287) (11,663) (34,178) (19,132) Depreciation and amortization (24,827) (27,927) (49,001) (49,210) Net loss $ (14,086) $ (6,304) $ (25,116) $ (10,432) Ownership interest % Various Various Various Various Company's share of net loss $ (7,528) $ (4,822) $ (13,652) $ (9,439) Basis adjustments and other (70) (159) (113) (105) Equity in loss of unconsolidated real estate ventures $ (7,598) $ (4,981) $ (13,765) $ (9,544) Commerce Square Venture The properties held by the Commerce Square Venture were encumbered by secured mortgage loans that were set to mature on April 5, 2023. The lender provided the venture with an extension of the maturity date of these loans until June 5, 2023. On June 2, 2023, the loans were refinanced through a new $220.0 million secured mortgage loan facility. The new loan bears an all-in fixed interest rate of 7.79% per annum and matures in June 2028. In connection with the refinancing, the Company contributed $46.5 million to the venture in exchange for an additional 8% equity interest in the venture. MAP Venture The MAP Venture owns 58 office properties that contain an aggregate of 3,924,783 square feet located in the Pennsylvania Suburbs, New Jersey/Delaware, Metropolitan Washington, D.C. and Richmond, Virginia (the “MAP Venture”). The MAP Venture leases the land parcels under the 58 office properties through a ground lease that extends through February 2115. The properties held by the MAP Venture are encumbered by a mortgage on the MAP Venture's leasehold interest in the buildings ("MAP Collateral") and the assignment of the related rents and leases and is nonrecourse to the Company. At June 30 2023, the mortgage balance is $181.0 million, and has a maturity date of August 1, 2023. On July 26, 2023, the lender provided the MAP Venture with an extension until October 1, 2023. The Company and its partner are actively working to recapitalize the MAP Venture and the mortgage debt prior to maturity, but there can be no assurances that the debt will be satisfied or additional extension options will be provided by the existing lender. At June 30, 2023, the Company's negative investment balance was $41.3 million. The Company has no obligation to fund additional equity to the MAP Venture. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
LEASES | 5. LEASES Lessor Accounting The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, Lease Revenue 2023 2022 2023 2022 Fixed contractual payments $ 92,969 $ 88,672 $ 184,651 $ 177,435 Variable lease payments 22,335 25,234 48,850 49,565 Total $ 115,304 $ 113,906 $ 233,501 $ 227,000 |
INTANGIBLE ASSETS AND LIABILITI
INTANGIBLE ASSETS AND LIABILITIES | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND LIABILITIES | 6. INTANGIBLE ASSETS AND LIABILITIES As of June 30, 2023 and December 31, 2022, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2023 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 44,325 $ (32,746) $ 11,579 Tenant relationship value 110 (50) 60 Above market leases acquired 178 (141) 37 Total intangible assets, net $ 44,613 $ (32,937) $ 11,676 Total Cost Accumulated Amortization Intangible Liabilities, net Intangible liabilities, net: Below market leases acquired $ 18,230 $ (9,419) $ 8,811 December 31, 2022 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 55,715 $ (37,437) $ 18,278 Tenant relationship value 167 (104) 63 Above market leases acquired 331 (221) 110 Total intangible assets, net $ 56,213 $ (37,762) $ 18,451 Total Cost Accumulated Amortization Intangible Liabilities, net Intangible liabilities, net: Below market leases acquired $ 20,985 $ (10,663) $ 10,322 As of June 30, 2023, the Company’s annual amortization for its intangible assets/liabilities, assuming no prospective early lease terminations, was as follows (dollars in thousands): Assets Liabilities 2023 (six months remaining) $ 4,496 $ 730 2024 2,786 1,299 2025 1,905 1,023 2026 1,093 739 2027 808 623 Thereafter 588 4,397 Total $ 11,676 $ 8,811 |
DEBT OBLIGATIONS
DEBT OBLIGATIONS | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT OBLIGATIONS | 7. DEBT OBLIGATIONS The following table sets forth information regarding the Company’s consolidated debt obligations outstanding as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 December 31, 2022 Effective Maturity SECURED DEBT: $245.0M 5.88% Secured Term Loan due 2028 $ 245,000 — 5.88% February 2028 Less: deferred financing costs (3,617) — Total Secured indebtedness $ 241,383 $ — UNSECURED DEBT $600 million Unsecured Credit Facility $ — $ 88,500 SOFR + 1.15% June 2026 (a) Term Loan - Swapped to fixed 250,000 250,000 SOFR + 1.30% June 2027 (b) $70.0 million Term Loan 70,000 — SOFR + 1.85% February 2024 (a)(c) $350.0M 3.95% Guaranteed Notes due 2023 — 54,301 3.87% February 2023 (d) $350.0M 4.10% Guaranteed Notes due 2024 350,000 350,000 3.78% October 2024 $450.0M 3.95% Guaranteed Notes due 2027 450,000 450,000 4.03% November 2027 $350.0M 7.55% Guaranteed Notes due 2028 350,000 350,000 7.73% March 2028 $350.0M 4.55% Guaranteed Notes due 2029 350,000 350,000 4.30% October 2029 Indenture IA (Preferred Trust I) 27,062 27,062 LIBOR + 1.25% (e) March 2035 Indenture IB (Preferred Trust I) 25,774 25,774 LIBOR + 1.25% (e) April 2035 Indenture II (Preferred Trust II) 25,774 25,774 LIBOR + 1.25% (e) July 2035 Principal balance outstanding 1,898,610 1,971,411 Plus: original issue premium (discount), net 2,417 2,934 Less: deferred financing costs (8,589) (9,307) Total unsecured indebtedness $ 1,892,438 $ 1,965,038 Total Debt Obligations $ 2,133,821 $ 1,965,038 (a) Spread includes a 10 basis point daily SOFR adjustment. (b) On November 23, 2022, the $250.0 million unsecured term loan was swapped to a fixed rate of 5.01% and matures on June 30, 2027. The effective date of the swap was January 31, 2023. (c) The maturity date of the $70.0 million unsecured term loan is subject to a 12 month optional extension upon customary terms and conditions. (d) On January 20, 2023, the Company redeemed in full its then outstanding 3.95% Guaranteed Notes due 2023 (the “2023 Notes”). The aggregate redemption price of the 2023 Notes was approximately $55.2 million (approximately $54.3 million in principal and approximately $0.92 million of accrued and unpaid interest). (e) On July 1, 2023, the stated rate of interest was replaced with 3-month CME Term SOFR + 1.51%. The rate will be in effect as the existing 3-month LIBOR interest periods expire over the next three months. The Company utilizes borrowings under its unsecured credit facility (the “Unsecured Credit Facility”) for general business purposes, including to fund costs of acquisitions, developments and redevelopments of properties, fund share repurchases and repay other debt. The Unsecured Credit Facility provides for borrowings of up to $600.0 million and the per annum variable interest rate on borrowings is SOFR plus 1.05% plus a spread adjustment of 0.10%. The interest rate and facility fee are subject to adjustment upon a change in the Company’s unsecured debt ratings. During the three months ended June 30, 2023, the weighted-average interest rate on Unsecured Credit Facility borrowings was 5.62%, resulting in $0.4 million of interest expense for such period. Secured Facility due 2028 On January 19, 2023, seven indirect wholly-owned subsidiaries of the Company entered into a term loan agreement secured by seven operating properties in the aggregate principal amount of $245.0 million (the “Secured Facility”). The Secured Facility has a scheduled maturity date of February 6, 2028 and may be prepaid in full on or after March 6, 2025, subject to a prepayment premium, and may be prepaid in full on or after August 6, 2027 without any prepayment premium. The Secured Facility bears interest at 5.88% per year through the maturity date and is interest-only (payable monthly) through the maturity date. 2023 Unsecured Term Loan On March 1, 2023, the Company entered into an unsecured one-year term loan agreement in the aggregate principal amount of $70.0 million (the “2023 Term Loan”). The 2023 Term Loan has a scheduled maturity date of February 28, 2024 with an option to extend for an additional twelve months upon customary terms and conditions. The 2023 Term Loan bears interest at Daily Simple SOFR plus 1.75%, with a 0.10% SOFR adjustment per year through the maturity date and is interest-only (payable monthly) through the maturity date. The Parent Company unconditionally guarantees the unsecured debt obligations of the Operating Partnership (or is a co-borrower with the Operating Partnership) but does not by itself incur unsecured indebtedness. The Parent Company has no material assets other than its investment in the Operating Partnership. The Company was in compliance with all financial covenants as of June 30, 2023. Certain of the covenants restrict the Company’s ability to obtain alternative sources of capital. As of June 30, 2023, the aggregate scheduled principal payments on the Company’s consolidated debt obligations were as follows (in thousands): 2023 (six months remaining) $ — 2024 350,000 2025 70,000 2026 — 2027 700,000 Thereafter 1,023,610 Total principal payments 2,143,610 Net unamortized premiums/(discounts) 2,417 Net deferred financing costs (12,206) Outstanding indebtedness $ 2,133,821 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 8. FAIR VALUE OF FINANCIAL INSTRUMENTS Financial assets and liabilities recorded on the consolidated balance sheets are categorized based on the inputs to the valuation techniques as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access; • Level 2 inputs are inputs, other than quoted prices included in Level 1, which are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals; and • Level 3 inputs are unobservable inputs for the asset or liability, which is typically based on an entity’s own assumptions, as there is little, if any, related market activity or information. The Company determined the fair values disclosed below using available market information and discounted cash flow analyses as of June 30, 2023 and December 31, 2022, respectively. The discount rate used in calculating fair value is the sum of the current risk free rate and the risk premium on the date of measurement of the instruments or obligations. Considerable judgment is necessary to interpret market data and to develop the related estimates of fair value. Accordingly, the estimates presented are not necessarily indicative of the amounts that the Company could realize upon disposition. The use of different estimates and valuation methodologies may have a material effect on the fair value amounts shown. The Company believes that the carrying amounts reflected in the consolidated balance sheets at June 30, 2023 and December 31, 2022 approximate the fair values for cash and cash equivalents, accounts receivable, other assets and liabilities, accounts payable and accrued expenses because they are short-term in duration. The following are financial instruments for which the Company’s estimates of fair value differ from the carrying amounts (in thousands): June 30, 2023 December 31, 2022 Carrying Amount (a) Fair Value Carrying Amount (a) Fair Value Unsecured notes payable $ 1,495,763 $ 1,269,445 $ 1,549,760 $ 1,411,351 Variable rate debt $ 396,675 $ 354,862 $ 415,278 $ 386,988 Secured fixed rate debt $ 241,383 $ 234,244 $ — $ — (a) Net of deferred financing costs of $6.7 million and $7.5 million for unsecured notes payable, $1.9 million and $1.8 million for variable rate debt and $3.6 million and $0.0 million for secured fixed rate debt as of June 30, 2023 and December 31, 2022. The Company used quoted market prices as of June 30, 2023 and December 31, 2022 to value the unsecured notes payable and, as such, categorized them as Level 2. The inputs utilized to determine the fair value of the Company’s variable rate debt are categorized as Level 3. The fair value of the variable rate debt was determined using a discounted cash flow model that considered borrowing rates available to the Company for loans with similar terms and characteristics. The inputs utilized to determine fair value of the Company’s notes receivable are unobservable and, as such, were categorized as Level 3. Fair value was determined using a discounted cash flow model that considered the contractual interest and principal payments discounted at a blended interest rate of the notes receivable. For the Company’s Level 3 financial instruments for which fair value is disclosed, an increase in the discount rate used to determine fair value would result in a decrease to the fair value. Conversely, a decrease in the discount rate would result in an increase to the fair value. Disclosure about the fair value of financial instruments is based upon pertinent information available to management as of June 30, 2023 and December 31, 2022. Although management is not aware of any factors that would significantly affect the fair value amounts, such amounts were not comprehensively revalued for purposes of these financial statements since June 30, 2023. Current estimates of fair value may differ from the amounts presented herein. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | 9. DERIVATIVE FINANCIAL INSTRUMENTS The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of June 30, 2023 and December 31, 2022. The notional amounts provide an indication of the extent of the Company’s involvement in these instruments at that time, but do not represent exposure to credit, interest rate or market risks (amounts presented in thousands). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 6/30/2023 12/31/2022 6/30/2023 12/31/2022 Assets/(Liabilities) Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.729 % November 23, 2022 June 30, 2027 $ 2,897 $ 255 $ 250,000 $ 250,000 (a) Hedging unsecured variable rate debt. The Company measures its derivative instruments at fair value and records them in “Other assets” and (“Other liabilities”) on the Company’s consolidated balance sheets. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that the inputs utilized to determine the fair value of derivative instruments are classified in Level 2 of the fair value hierarchy. |
LIMITED PARTNERS' NONCONTROLLIN
LIMITED PARTNERS' NONCONTROLLING INTERESTS IN THE PARENT COMPANY | 6 Months Ended |
Jun. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
LIMITED PARTNERS' NONCONTROLLING INTERESTS IN THE PARENT COMPANY | 10. LIMITED PARTNERS’ NONCONTROLLING INTERESTS IN THE PARENT COMPANY Noncontrolling interests in the Parent Company’s financial statements relate to redeemable common limited partnership interests in the Operating Partnership held by parties other than the Parent Company and properties which are consolidated but not wholly-owned by the Operating Partnership. Operating Partnership The aggregate book value of the noncontrolling interests associated with the redeemable common limited partnership units in the accompanying consolidated balance sheet of the Parent Company was $4.7 million and $4.9 million as of June 30, 2023 and December 31, 2022, respectively. Under the applicable accounting guidance, the redemption value of the redeemable common limited partnership units are carried at fair value. The aggregate settlement value of these units (based on the number of units outstanding and the average closing price of the common shares during the last five business days of the quarter ended June 30, 2023) was approximately $2.4 million and $3.2 million as of June 30, 2023 and December 31, 2022, respectively. |
BENEFICIARIES' EQUITY OF THE PA
BENEFICIARIES' EQUITY OF THE PARENT COMPANY | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
BENEFICIARIES' EQUITY OF THE PARENT COMPANY | 11. BENEFICIARIES’ EQUITY OF THE PARENT COMPANY Earnings per Share (EPS) The following table details the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net (income) loss attributable to noncontrolling interests 41 41 (14) (14) Nonforfeitable dividends allocated to unvested restricted shareholders (204) (204) (98) (98) Net income (loss) attributable to common shareholders $ (12,900) $ (12,900) $ 4,539 $ 4,539 Denominator Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 171,527,031 Contingent securities/Share based compensation — — — 733,398 Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 172,260,429 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net (income) loss attributable to noncontrolling interests 58 58 (22) (22) Nonforfeitable dividends allocated to unvested restricted shareholders (274) (274) (246) (246) Net income (loss) attributable to common shareholders $ (18,229) $ (18,229) $ 10,484 $ 10,484 Denominator Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 171,411,631 Contingent securities/Share based compensation — — — 1,163,777 Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 172,575,408 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 Redeemable common limited partnership units totaling 516,467 at June 30, 2023 and June 30, 2022, were excluded from the diluted earnings per share computations because they are not dilutive. Unvested restricted shares are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the three and six months ended June 30, 2023 and 2022, earnings representing nonforfeitable dividends as noted in the table above were allocated to the unvested restricted shares issued to the Company’s executives and other employees under the Company’s shareholder-approved long-term equity incentive plan. Common Shares On May 25, 2023, the Parent Company declared a distribution of $0.19 per common share, totaling $32.9 million, which was paid on July 20, 2023 to shareholders of record as of July 6, 2023. |
PARTNERS' EQUITY OF THE PARENT
PARTNERS' EQUITY OF THE PARENT COMPANY | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
PARTNERS' EQUITY OF THE PARENT COMPANY | 12. PARTNERS’ EQUITY OF THE PARENT COMPANY Earnings per Common Partnership Unit The following table details the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net loss attributable to noncontrolling interests — — 2 2 Nonforfeitable dividends allocated to unvested restricted unitholders (204) (204) (98) (98) Net income (loss) attributable to common unitholders $ (12,941) $ (12,941) $ 4,555 $ 4,555 Denominator Weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,043,498 Contingent securities/Share based compensation — — — 733,398 Total weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,776,896 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net loss attributable to noncontrolling interests 1 1 4 4 Nonforfeitable dividends allocated to unvested restricted unitholders (274) (274) (246) (246) Net income (loss) attributable to common unitholders $ (18,286) $ (18,286) $ 10,510 $ 10,510 Denominator Weighted-average units outstanding 172,334,930 172,334,930 171,985,863 171,985,863 Contingent securities/Share based compensation — — — 1,163,777 Total weighted-average units outstanding 172,334,930 172,334,930 171,985,863 173,149,640 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 Unvested restricted units are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per unit. For the three and six months ended June 30, 2023 and 2022, earnings representing nonforfeitable dividends were allocated to the unvested restricted units issued to the Parent Company’s executives and other employees under the Parent Company’s shareholder-approved long-term incentive plan. Common Partnership Units On May 25, 2023, the Operating Partnership declared a distribution of $0.19 per common partnership unit, totaling $32.9 million, w hich was paid on July 20, 2023 to unitholders of record as of July 6, 2023. In connection with the Parent Company’s common share repurchase program, one common unit of the Operating Partnership is retired for each common share repurchased. During the six months ended June 30, 2023 and June 30, 2022, the Company did not repurchase any units. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 13. SEGMENT INFORMATION As of June 30, 2023, the Company owns and manages properties within four segments: (1) Philadelphia Central Business District (“Philadelphia CBD”), (2) Pennsylvania Suburbs, (3) Austin, Texas and (4) Other. The Philadelphia CBD segment includes properties located in the City of Philadelphia, Pennsylvania. The Pennsylvania Suburbs segment includes properties in Chester, Delaware, and Montgomery counties in the Philadelphia suburbs. The Austin, Texas segment includes properties in the City of Austin, Texas. The Other segment includes properties located in the District of Columbia, Northern Virginia, Southern Maryland Camden County, New Jersey and New Castle County, Delaware. In addition to the four segments, the corporate group is responsible for cash and investment management, development of certain real estate properties during the construction period, and certain other general support functions. Land held for development and construction in progress is transferred to operating properties by region upon completion of the associated construction or project. The Company’s segments are based on the Company’s method of internal reporting, which classifies the Company's operations by geographic area. Beginning on January 1, 2023, the properties that were historically part of the Metro Washington D.C. segment are reflected in the other reportable segment. The operations for the Metro Washington D.C. segment for the three and six months ended June 30, 2023 and real estate investments as of June 30, 2023 and December 31, 2022, as detailed below, have been included in the Other reportable segment. The following tables provide selected asset information and results of operations of the Company’s reportable segments (in thousands): Real estate investments, at cost: June 30, 2023 December 31, 2022 Philadelphia CBD $ 1,519,616 $ 1,517,801 Pennsylvania Suburbs 906,584 878,546 Austin, Texas 798,229 851,835 Total Core Segments 3,224,429 3,248,182 Other 372,782 369,058 $ 3,597,211 $ 3,617,240 Assets held for sale (a) 52,664 — Operating Properties $ 3,649,875 $ 3,617,240 Corporate Right of use asset - operating leases, net $ 19,346 $ 19,664 Construction-in-progress $ 245,677 $ 218,869 Land held for development $ 71,493 $ 76,499 Prepaid leasehold interests in land held for development, net $ 27,762 $ 35,576 Net operating income: Three Months Ended June 30, 2023 2022 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 56,671 $ (20,257) $ 36,414 $ 55,426 $ (20,538) $ 34,888 Pennsylvania Suburbs 32,102 (10,084) 22,018 31,333 (10,258) 21,075 Austin, Texas 23,781 (8,683) 15,098 23,921 (10,438) 13,483 Other 8,888 (4,850) 4,038 9,405 (5,458) 3,947 Corporate 4,440 (2,145) 2,295 3,957 (2,957) 1,000 Operating properties $ 125,882 $ (46,019) $ 79,863 $ 124,042 $ (49,649) $ 74,393 Six Months Ended June 30, 2023 2022 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 112,898 $ (40,843) $ 72,055 $ 108,897 $ (40,281) $ 68,616 Pennsylvania Suburbs 64,873 (19,863) 45,010 63,140 (20,416) 42,724 Austin, Texas 49,018 (19,977) 29,041 48,836 (20,731) 28,105 Other 18,277 (10,262) 8,015 18,204 (10,896) 7,308 Corporate 10,043 (5,909) 4,134 12,470 (5,243) 7,227 Operating properties $ 255,109 $ (96,854) $ 158,255 $ 251,547 $ (97,567) $ 153,980 Unconsolidated real estate ventures: Investment in real estate ventures Equity in income (loss) of real estate venture As of Three Months Ended June 30, June 30, 2023 December 31, 2022 2023 2022 Philadelphia CBD $ 452,365 $ 387,301 $ (4,412) $ (2,574) Metropolitan Washington, D.C. 82,603 83,903 (1,414) (381) Mid-Atlantic Office JV 28,791 31,005 223 (101) MAP Venture (41,310) (35,411) (1,995) (1,925) Austin, Texas 66,746 65,426 — — Total $ 589,195 $ 532,224 $ (7,598) $ (4,981) Net operating income (“NOI”) is a non-GAAP financial measure, which we define as total revenue less property operating expenses, real estate taxes and third-party management expenses. Property operating expenses that are included in determining NOI consist of costs that are necessary and allocable to our operating properties such as utilities, property-level salaries, repairs and maintenance, property insurance and management fees. General and administrative expenses that are not reflected in NOI primarily consist of corporate-level salaries, amortization of share awards and professional fees that are incurred as part of corporate office management. NOI presented by the Company may not be comparable to NOI reported by other companies that define NOI differently. NOI is the primary measure that is used by the Company’s management to evaluate the operating performance of the Company’s real estate assets by segment. The Company believes NOI provides useful information to investors regarding the financial condition and results of operations because it reflects only those income and expense items that are incurred at the property level. While NOI is a relevant and widely used measure of operating performance of real estate investment trusts, it does not represent cash flow from operations or net income as defined by GAAP and should not be considered as an alternative to those measures in evaluating our liquidity or operating performance. NOI does not reflect interest expenses, real estate impairment losses, depreciation and amortization costs, capital expenditures and leasing costs. The Company believes that net income (loss), as defined by GAAP, is the most appropriate earnings measure. The following is a reconciliation of consolidated net income (loss), as defined by GAAP, to consolidated NOI, (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net income (loss) $ (12,737) $ 4,651 $ (18,013) $ 10,752 Plus: Interest expense 23,669 16,341 46,322 32,083 Interest expense - amortization of deferred financing costs 1,114 805 2,141 1,514 Depreciation and amortization 47,079 43,959 92,679 87,741 General and administrative expenses 9,360 8,328 18,842 18,328 Equity in loss of unconsolidated real estate ventures 7,598 4,981 13,765 9,544 Provision for impairment 4,468 — 4,468 — Less: Interest income 520 449 1,025 889 Income tax provision (13) (48) (38) (75) Net gain on disposition of real estate — 144 — 144 Net gain on sale of undepreciated real estate — 4,127 781 5,024 Net gain on real estate venture transactions 181 — 181 — Consolidated net operating income $ 79,863 $ 74,393 $ 158,255 $ 153,980 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 14. COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is involved from time to time in litigation on various matters, including disputes with tenants, vendors and disputes arising out of agreements to purchase or sell properties. Given the nature of the Company’s business activities, these lawsuits are considered routine to the conduct of its business. The result of any particular lawsuit cannot be predicted, because of the very nature of litigation, the litigation process and its adversarial nature, and the jury system. The Company will establish reserves for specific legal proceedings when it determines that the likelihood of an unfavorable outcome is probable and when the amount of loss is reasonably estimable. The Company does not expect that the liabilities, if any, that may ultimately result from such legal actions will have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state, and local governments. The Company’s compliance with existing laws has not had a material adverse effect on its financial condition and results of operations, and the Company does not believe it will have a material adverse effect in the future. However, the Company cannot predict the impact of unforeseen environmental contingencies or new or changed laws or regulations on its current Properties or on properties that the Company may acquire. Debt Guarantees and Equity Funding Commitments As of June 30, 2023, the Company’s unconsolidated real estate ventures had aggregate indebtedness of $1,341.0 million. These loans are generally mortgage loans or secured construction loans, most of which are nonrecourse to the Company, except for customary recourse carve-outs. In addition, during construction undertaken by the unconsolidated real estate ventures, including the 3025 JFK Venture, the 3151 Market Street Venture, and the One Uptown Ventures, the Company has provided, and expects to continue to provide, cost overrun and completion guarantees, as well as customary environmental indemnities and guarantees of customary exceptions to nonrecourse provisions in loan agreements. In the agreement with its partner in the 3025 JFK Venture, the Company agreed to provide cost overrun and completion guarantees for the project under development. As of June 30, 2023, it is expected the project will require $12.7 million of additional equity funding through the project completion date. Similarly, in the agreement with its partner in the 3151 Market Street Venture, the Company agreed to provide cost overrun and completion guaranties for the project under development. With respect to the construction loan obtained by 3025 JFK Venture on July 23, 2021, the Company has also provided a carry guarantee and limited payment guarantee up to 25% of the principal balance of the $186.7 million construction loan. As of June 30, 2023, total estimated costs to develop 3151 Market Street are approximately $316.9 million and as of such date, the Company has fully funded its share of equity. The partner is responsible for up to $37.0 million of additional construction costs. Thereafter, if a construction loan has not been obtained, the Company would be responsible to fund the balance of the development costs and would be funded through the use of its credit facilities and cash on hand. In addition, with respect to the One Uptown Ventures, the Company has provided completion guarantees and environmental indemnities in favor of its partner. As of June 30, 2023, it is expected the project will require $10.0 million of additional equity funding through the project completion date. Furthermore, in addition to completion guarantees, environmental indemnities and guarantees of exceptions to nonrecourse loan provisions in favor of the lenders for the One Uptown Ventures, the Company has provided, in favor of the lenders, carry guarantees and limited payment guarantees up to 30% and 15% of the principal balance of the $121.7 million and $85.0 million construction loans, respectively. Impact of Natural Disasters and Casualty The Company carries liability insurance to mitigate its exposure to certain losses, including those relating to property damage. The Company records the estimated amount of expected insurance proceeds for property damage and other losses incurred as an asset (typically a receivable from the insurer) and income up to the amount of the losses incurred when receipt of insurance proceeds is deemed probable. Any amount of insurance recovery in excess of the amount of the losses is considered a gain contingency and is not recorded until the proceeds are received. Other Commitments or Contingencies In connection with the Schuylkill Yards Project, the Company entered into a neighborhood engagement program and, as of June 30, 2023, had $6.6 million of future fixed contractual obligations. The Company also committed to fund additional contributions under the program. As of June 30, 2023, the Company estimates that these additional contributions, which are not fixed under the terms of agreement, will be $2.2 million. The Company invests in its properties and regularly incurs capital expenditures in the ordinary course of business to maintain the properties. The Company believes that such expenditures enhance its competitiveness. The Company also enters into construction, utility and service contracts in the ordinary course of business which may extend beyond one year. These contracts typically provide for cancellation with insignificant or no cancellation penalties. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments consist solely of normal recurring matters, and result in a fair statement of the financial position of the Company as of June 30, 2023, the results of its operations for the three and six months ended June 30, 2023 and 2022 and its cash flows for the six months ended June 30, 2023 and 2022. The results of operations for such interim periods are not necessarily indicative of the results for a full year. These consolidated financial statements should be read in conjunction with the Parent Company’s and the Operating Partnership’s consolidated financial statements and footnotes included in their combined Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on February 21, 2023. The consolidated balance sheet at December 31, 2022 has been derived from the audited financial statements as of that date but does not include all the information and footnotes required by GAAP for complete financial statements. The Company’s Annual Report on Form 10-K for the year ended December 31, 2022 contains a discussion of the Company’s significant accounting policies under Note 2, “Summary of Significant Accounting Policies” . There have been no material changes in the Company’s significant accounting policies since December 31, 2022. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The estimates and assumptions include, but are not limited to, common development cost estimates for the Company’s contributions to development joint ventures. The common development cost estimates for development joint venture contributions are highly judgmental, covering significant future time horizons and are sensitive to cost escalation, sales price escalation and absorption, which are affected by expectations about future market or economic conditions. Actual results could differ from these and other estimates. |
ORGANIZATION OF THE PARENT CO_2
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Core Portfolio of Operating Properties and Excludes Development, Redevelopment and Held for Sale | The Company’s core portfolio of operating properties (the “Core Properties”) excludes development properties, redevelopment properties, and properties held for sale. The Properties were comprised of the following as of June 30, 2023: Number of Properties Rentable Square Feet Office properties 67 11,881,208 Mixed-use properties 5 942,334 Core Properties 72 12,823,542 Development property 2 350,488 Redevelopment properties 2 230,856 The Properties 76 13,404,886 |
REAL ESTATE INVESTMENTS (Tables
REAL ESTATE INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Real Estate [Abstract] | |
Schedule of Gross Carrying Value of Operating Properties | As of June 30, 2023 and December 31, 2022, the gross carrying value of the operating properties was as follows (in thousands): June 30, 2023 December 31, 2022 Land $ 398,536 $ 403,998 Building and improvements 2,725,168 2,760,357 Tenant improvements 473,507 452,885 Operating properties $ 3,597,211 $ 3,617,240 Assets held for sale - real estate investments 52,664 — Total $ 3,649,875 $ 3,617,240 |
Schedule of Properties Classified as Held for Sale | The following is a summary of the property classified as held for sale as of June 30, 2023 (in thousands): Held for Sale Properties (a) June 30, 2023 ASSETS HELD FOR SALE Real estate investments: Operating properties $ 54,701 Accumulated depreciation (5,388) Operating real estate investments, net 49,313 Construction-in-progress 370 Total real estate investments, net 49,683 Deferred costs, net 339 Intangible assets, net 1,755 Accrued Rent Receivable 790 Other assets 97 Total assets held for sale, net $ 52,664 LIABILITIES HELD FOR SALE Mortgage notes payable, net Deferred income, gains and rent 383 Intangible liabilities, net 658 Total liabilities held for sale, net $ 1,041 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Financial Position of Real Estate Ventures | The following is a summary of the financial position of the unconsolidated real estate ventures in which the Company held interests as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 December 31, 2022 Net property $ 2,262,891 $ 2,117,226 Other assets 540,399 506,213 Other liabilities 448,432 446,101 Debt, net 1,335,323 1,198,213 Equity (a) 1,019,535 979,125 (a) This amount does not include the effect of the basis difference between the Company’s historical cost basis and the basis recorded at the real estate venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials occur from the impairment of investments, purchases of third-party interests in existing real estate ventures and upon the transfer of assets that were previously owned by the Company into a real estate venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the real estate venture level. |
Schedule of Results Of Unconsolidated Real Estate Ventures | The following is a summary of results of operations of the unconsolidated real estate ventures in which the Company held interests during the three and six-month periods ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue $ 59,067 $ 64,957 $ 116,953 $ 118,173 Operating expenses (30,039) (31,671) (58,890) (60,263) Interest expense, net (18,287) (11,663) (34,178) (19,132) Depreciation and amortization (24,827) (27,927) (49,001) (49,210) Net loss $ (14,086) $ (6,304) $ (25,116) $ (10,432) Ownership interest % Various Various Various Various Company's share of net loss $ (7,528) $ (4,822) $ (13,652) $ (9,439) Basis adjustments and other (70) (159) (113) (105) Equity in loss of unconsolidated real estate ventures $ (7,598) $ (4,981) $ (13,765) $ (9,544) |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Income | The table below sets forth the allocation of lease revenue between fixed contractual payments and variable lease payments for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, Lease Revenue 2023 2022 2023 2022 Fixed contractual payments $ 92,969 $ 88,672 $ 184,651 $ 177,435 Variable lease payments 22,335 25,234 48,850 49,565 Total $ 115,304 $ 113,906 $ 233,501 $ 227,000 |
INTANGIBLE ASSETS AND LIABILI_2
INTANGIBLE ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Liabilities | As of June 30, 2023 and December 31, 2022, the Company’s intangible assets/liabilities were comprised of the following (in thousands): June 30, 2023 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 44,325 $ (32,746) $ 11,579 Tenant relationship value 110 (50) 60 Above market leases acquired 178 (141) 37 Total intangible assets, net $ 44,613 $ (32,937) $ 11,676 Total Cost Accumulated Amortization Intangible Liabilities, net Intangible liabilities, net: Below market leases acquired $ 18,230 $ (9,419) $ 8,811 December 31, 2022 Total Cost Accumulated Amortization Intangible Assets, net Intangible assets, net: In-place lease value $ 55,715 $ (37,437) $ 18,278 Tenant relationship value 167 (104) 63 Above market leases acquired 331 (221) 110 Total intangible assets, net $ 56,213 $ (37,762) $ 18,451 Total Cost Accumulated Amortization Intangible Liabilities, net Intangible liabilities, net: Below market leases acquired $ 20,985 $ (10,663) $ 10,322 |
Schedule of Amortization for Intangible Assets and Liabilities | As of June 30, 2023, the Company’s annual amortization for its intangible assets/liabilities, assuming no prospective early lease terminations, was as follows (dollars in thousands): Assets Liabilities 2023 (six months remaining) $ 4,496 $ 730 2024 2,786 1,299 2025 1,905 1,023 2026 1,093 739 2027 808 623 Thereafter 588 4,397 Total $ 11,676 $ 8,811 |
DEBT OBLIGATIONS (Tables)
DEBT OBLIGATIONS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Consolidated Debt Obligations | The following table sets forth information regarding the Company’s consolidated debt obligations outstanding as of June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 December 31, 2022 Effective Maturity SECURED DEBT: $245.0M 5.88% Secured Term Loan due 2028 $ 245,000 — 5.88% February 2028 Less: deferred financing costs (3,617) — Total Secured indebtedness $ 241,383 $ — UNSECURED DEBT $600 million Unsecured Credit Facility $ — $ 88,500 SOFR + 1.15% June 2026 (a) Term Loan - Swapped to fixed 250,000 250,000 SOFR + 1.30% June 2027 (b) $70.0 million Term Loan 70,000 — SOFR + 1.85% February 2024 (a)(c) $350.0M 3.95% Guaranteed Notes due 2023 — 54,301 3.87% February 2023 (d) $350.0M 4.10% Guaranteed Notes due 2024 350,000 350,000 3.78% October 2024 $450.0M 3.95% Guaranteed Notes due 2027 450,000 450,000 4.03% November 2027 $350.0M 7.55% Guaranteed Notes due 2028 350,000 350,000 7.73% March 2028 $350.0M 4.55% Guaranteed Notes due 2029 350,000 350,000 4.30% October 2029 Indenture IA (Preferred Trust I) 27,062 27,062 LIBOR + 1.25% (e) March 2035 Indenture IB (Preferred Trust I) 25,774 25,774 LIBOR + 1.25% (e) April 2035 Indenture II (Preferred Trust II) 25,774 25,774 LIBOR + 1.25% (e) July 2035 Principal balance outstanding 1,898,610 1,971,411 Plus: original issue premium (discount), net 2,417 2,934 Less: deferred financing costs (8,589) (9,307) Total unsecured indebtedness $ 1,892,438 $ 1,965,038 Total Debt Obligations $ 2,133,821 $ 1,965,038 (a) Spread includes a 10 basis point daily SOFR adjustment. (b) On November 23, 2022, the $250.0 million unsecured term loan was swapped to a fixed rate of 5.01% and matures on June 30, 2027. The effective date of the swap was January 31, 2023. (c) The maturity date of the $70.0 million unsecured term loan is subject to a 12 month optional extension upon customary terms and conditions. (d) On January 20, 2023, the Company redeemed in full its then outstanding 3.95% Guaranteed Notes due 2023 (the “2023 Notes”). The aggregate redemption price of the 2023 Notes was approximately $55.2 million (approximately $54.3 million in principal and approximately $0.92 million of accrued and unpaid interest). (e) On July 1, 2023, the stated rate of interest was replaced with 3-month CME Term SOFR + 1.51%. The rate will be in effect as the existing 3-month LIBOR interest periods expire over the next three months. |
Schedule of Maturities of Long-term Debt | As of June 30, 2023, the aggregate scheduled principal payments on the Company’s consolidated debt obligations were as follows (in thousands): 2023 (six months remaining) $ — 2024 350,000 2025 70,000 2026 — 2027 700,000 Thereafter 1,023,610 Total principal payments 2,143,610 Net unamortized premiums/(discounts) 2,417 Net deferred financing costs (12,206) Outstanding indebtedness $ 2,133,821 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments with Fair Values Different from their Carrying Amount | The following are financial instruments for which the Company’s estimates of fair value differ from the carrying amounts (in thousands): June 30, 2023 December 31, 2022 Carrying Amount (a) Fair Value Carrying Amount (a) Fair Value Unsecured notes payable $ 1,495,763 $ 1,269,445 $ 1,549,760 $ 1,411,351 Variable rate debt $ 396,675 $ 354,862 $ 415,278 $ 386,988 Secured fixed rate debt $ 241,383 $ 234,244 $ — $ — |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of June 30, 2023 and December 31, 2022. The notional amounts provide an indication of the extent of the Company’s involvement in these instruments at that time, but do not represent exposure to credit, interest rate or market risks (amounts presented in thousands). Hedge Product Hedge Type Designation Notional Amount Strike Trade Date Maturity Date Fair value 6/30/2023 12/31/2022 6/30/2023 12/31/2022 Assets/(Liabilities) Swap Interest Rate Cash Flow (a) $ 250,000 $ 250,000 3.729 % November 23, 2022 June 30, 2027 $ 2,897 $ 255 $ 250,000 $ 250,000 (a) Hedging unsecured variable rate debt. |
BENEFICIARIES' EQUITY OF THE _2
BENEFICIARIES' EQUITY OF THE PARENT COMPANY (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Earnings Per Share (EPS), Basic and Diluted | The following table details the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net (income) loss attributable to noncontrolling interests 41 41 (14) (14) Nonforfeitable dividends allocated to unvested restricted shareholders (204) (204) (98) (98) Net income (loss) attributable to common shareholders $ (12,900) $ (12,900) $ 4,539 $ 4,539 Denominator Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 171,527,031 Contingent securities/Share based compensation — — — 733,398 Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 172,260,429 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net (income) loss attributable to noncontrolling interests 58 58 (22) (22) Nonforfeitable dividends allocated to unvested restricted shareholders (274) (274) (246) (246) Net income (loss) attributable to common shareholders $ (18,229) $ (18,229) $ 10,484 $ 10,484 Denominator Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 171,411,631 Contingent securities/Share based compensation — — — 1,163,777 Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 172,575,408 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 The following table details the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net loss attributable to noncontrolling interests — — 2 2 Nonforfeitable dividends allocated to unvested restricted unitholders (204) (204) (98) (98) Net income (loss) attributable to common unitholders $ (12,941) $ (12,941) $ 4,555 $ 4,555 Denominator Weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,043,498 Contingent securities/Share based compensation — — — 733,398 Total weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,776,896 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net loss attributable to noncontrolling interests 1 1 4 4 Nonforfeitable dividends allocated to unvested restricted unitholders (274) (274) (246) (246) Net income (loss) attributable to common unitholders $ (18,286) $ (18,286) $ 10,510 $ 10,510 Denominator Weighted-average units outstanding 172,334,930 172,334,930 171,985,863 171,985,863 Contingent securities/Share based compensation — — — 1,163,777 Total weighted-average units outstanding 172,334,930 172,334,930 171,985,863 173,149,640 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 |
PARTNERS' EQUITY OF THE PAREN_2
PARTNERS' EQUITY OF THE PARENT COMPANY (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Earnings Per Share (EPS), Basic and Diluted | The following table details the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net (income) loss attributable to noncontrolling interests 41 41 (14) (14) Nonforfeitable dividends allocated to unvested restricted shareholders (204) (204) (98) (98) Net income (loss) attributable to common shareholders $ (12,900) $ (12,900) $ 4,539 $ 4,539 Denominator Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 171,527,031 Contingent securities/Share based compensation — — — 733,398 Weighted-average shares outstanding 171,962,162 171,962,162 171,527,031 172,260,429 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net (income) loss attributable to noncontrolling interests 58 58 (22) (22) Nonforfeitable dividends allocated to unvested restricted shareholders (274) (274) (246) (246) Net income (loss) attributable to common shareholders $ (18,229) $ (18,229) $ 10,484 $ 10,484 Denominator Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 171,411,631 Contingent securities/Share based compensation — — — 1,163,777 Weighted-average shares outstanding 171,818,463 171,818,463 171,411,631 172,575,408 Earnings (loss) per Common Share: Net income (loss) attributable to common shareholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 The following table details the number of units and net income used to calculate basic and diluted earnings per common partnership unit (in thousands, except unit and per unit amounts; results may not add due to rounding): Three Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (12,737) $ (12,737) $ 4,651 $ 4,651 Net loss attributable to noncontrolling interests — — 2 2 Nonforfeitable dividends allocated to unvested restricted unitholders (204) (204) (98) (98) Net income (loss) attributable to common unitholders $ (12,941) $ (12,941) $ 4,555 $ 4,555 Denominator Weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,043,498 Contingent securities/Share based compensation — — — 733,398 Total weighted-average units outstanding 172,478,629 172,478,629 172,043,498 172,776,896 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.08) $ (0.08) $ 0.03 $ 0.03 Six Months Ended June 30, 2023 2022 Basic Diluted Basic Diluted Numerator Net income (loss) $ (18,013) $ (18,013) $ 10,752 $ 10,752 Net loss attributable to noncontrolling interests 1 1 4 4 Nonforfeitable dividends allocated to unvested restricted unitholders (274) (274) (246) (246) Net income (loss) attributable to common unitholders $ (18,286) $ (18,286) $ 10,510 $ 10,510 Denominator Weighted-average units outstanding 172,334,930 172,334,930 171,985,863 171,985,863 Contingent securities/Share based compensation — — — 1,163,777 Total weighted-average units outstanding 172,334,930 172,334,930 171,985,863 173,149,640 Earnings (loss) per Common Partnership Unit: Net income (loss) attributable to common unitholders $ (0.11) $ (0.11) $ 0.06 $ 0.06 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Real Estate Investments, Net Operating Income and Unconsolidated Real Estate Ventures of Reportable Segments | The following tables provide selected asset information and results of operations of the Company’s reportable segments (in thousands): Real estate investments, at cost: June 30, 2023 December 31, 2022 Philadelphia CBD $ 1,519,616 $ 1,517,801 Pennsylvania Suburbs 906,584 878,546 Austin, Texas 798,229 851,835 Total Core Segments 3,224,429 3,248,182 Other 372,782 369,058 $ 3,597,211 $ 3,617,240 Assets held for sale (a) 52,664 — Operating Properties $ 3,649,875 $ 3,617,240 Corporate Right of use asset - operating leases, net $ 19,346 $ 19,664 Construction-in-progress $ 245,677 $ 218,869 Land held for development $ 71,493 $ 76,499 Prepaid leasehold interests in land held for development, net $ 27,762 $ 35,576 Net operating income: Three Months Ended June 30, 2023 2022 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 56,671 $ (20,257) $ 36,414 $ 55,426 $ (20,538) $ 34,888 Pennsylvania Suburbs 32,102 (10,084) 22,018 31,333 (10,258) 21,075 Austin, Texas 23,781 (8,683) 15,098 23,921 (10,438) 13,483 Other 8,888 (4,850) 4,038 9,405 (5,458) 3,947 Corporate 4,440 (2,145) 2,295 3,957 (2,957) 1,000 Operating properties $ 125,882 $ (46,019) $ 79,863 $ 124,042 $ (49,649) $ 74,393 Six Months Ended June 30, 2023 2022 Total revenue Operating expenses (a) Net operating income Total revenue Operating expenses (a) Net operating income Philadelphia CBD $ 112,898 $ (40,843) $ 72,055 $ 108,897 $ (40,281) $ 68,616 Pennsylvania Suburbs 64,873 (19,863) 45,010 63,140 (20,416) 42,724 Austin, Texas 49,018 (19,977) 29,041 48,836 (20,731) 28,105 Other 18,277 (10,262) 8,015 18,204 (10,896) 7,308 Corporate 10,043 (5,909) 4,134 12,470 (5,243) 7,227 Operating properties $ 255,109 $ (96,854) $ 158,255 $ 251,547 $ (97,567) $ 153,980 Unconsolidated real estate ventures: Investment in real estate ventures Equity in income (loss) of real estate venture As of Three Months Ended June 30, June 30, 2023 December 31, 2022 2023 2022 Philadelphia CBD $ 452,365 $ 387,301 $ (4,412) $ (2,574) Metropolitan Washington, D.C. 82,603 83,903 (1,414) (381) Mid-Atlantic Office JV 28,791 31,005 223 (101) MAP Venture (41,310) (35,411) (1,995) (1,925) Austin, Texas 66,746 65,426 — — Total $ 589,195 $ 532,224 $ (7,598) $ (4,981) |
Schedule of Reconciliation of Consolidated Net Income to Consolidated NOI | The following is a reconciliation of consolidated net income (loss), as defined by GAAP, to consolidated NOI, (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net income (loss) $ (12,737) $ 4,651 $ (18,013) $ 10,752 Plus: Interest expense 23,669 16,341 46,322 32,083 Interest expense - amortization of deferred financing costs 1,114 805 2,141 1,514 Depreciation and amortization 47,079 43,959 92,679 87,741 General and administrative expenses 9,360 8,328 18,842 18,328 Equity in loss of unconsolidated real estate ventures 7,598 4,981 13,765 9,544 Provision for impairment 4,468 — 4,468 — Less: Interest income 520 449 1,025 889 Income tax provision (13) (48) (38) (75) Net gain on disposition of real estate — 144 — 144 Net gain on sale of undepreciated real estate — 4,127 781 5,024 Net gain on real estate venture transactions 181 — 181 — Consolidated net operating income $ 79,863 $ 74,393 $ 158,255 $ 153,980 |
ORGANIZATION OF THE PARENT CO_3
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP - Narrative (Details) | 6 Months Ended |
Jun. 30, 2023 ft² a property parcel | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Number of real estate properties | property | 76 |
Rentable Square Feet | 13,404,886 |
Unconsolidated Properties | Unconsolidated Real Estate Ventures | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Number of real estate properties | property | 12 |
Parent Company | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Rentable Square Feet | 11,800,000 |
Areas of land held for development (in acres) | a | 152.1 |
Lease agreement term | 99 years |
Area of additional undeveloped parcels of land with option to purchase (in acres) | a | 55.1 |
Parent Company | Parcel of land | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Lease agreement term | 99 years |
Parent Company | Leashold Interest Land | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Areas of land held for development (in acres) | a | 0.8 |
Number of parcels of land | parcel | 1 |
Wholly-owned Management Company Subsidiaries | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Rentable Square Feet | 22,800,000 |
Wholly-owned Management Company Subsidiaries | Wholly Owned Properties | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Rentable Square Feet | 13,400,000 |
Wholly-owned Management Company Subsidiaries | Partially Owned Properties | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Rentable Square Feet | 9,400,000 |
Brandywine Operating Partnership LP | |
Organization of The Parent Company and The Operating Partnership [Line Items] | |
Ownership in the operating partnership | 99.70% |
ORGANIZATION OF THE PARENT CO_4
ORGANIZATION OF THE PARENT COMPANY AND THE OPERATING PARTNERSHIP - Summary of Core Portfolio of Operating Properties and Excludes Development, Redevelopment and Held for Sale (Details) | Jun. 30, 2023 ft² property |
Real Estate Properties [Line Items] | |
Number of Properties | property | 76 |
Rentable Square Feet | ft² | 13,404,886 |
Core Properties | |
Real Estate Properties [Line Items] | |
Number of Properties | property | 72 |
Rentable Square Feet | ft² | 12,823,542 |
Office properties | |
Real Estate Properties [Line Items] | |
Number of Properties | property | 67 |
Rentable Square Feet | ft² | 11,881,208 |
Mixed-use properties | |
Real Estate Properties [Line Items] | |
Number of Properties | property | 5 |
Rentable Square Feet | ft² | 942,334 |
Development property | |
Real Estate Properties [Line Items] | |
Number of Properties | property | 2 |
Rentable Square Feet | ft² | 350,488 |
Redevelopment properties | |
Real Estate Properties [Line Items] | |
Number of Properties | property | 2 |
Rentable Square Feet | ft² | 230,856 |
REAL ESTATE INVESTMENTS - Sched
REAL ESTATE INVESTMENTS - Schedule of Gross Carrying Value of Operating Properties (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Long Lived Assets Held-for-sale [Line Items] | ||
Total | $ 3,649,875 | $ 3,617,240 |
Discontinued Operations | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Total | 52,664 | 0 |
Continuing Operations | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Land | 398,536 | 403,998 |
Building and improvements | 2,725,168 | 2,760,357 |
Tenant improvements | 473,507 | 452,885 |
Total | $ 3,597,211 | $ 3,617,240 |
REAL ESTATE INVESTMENTS - Narra
REAL ESTATE INVESTMENTS - Narrative (Details) ft² in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2023 USD ($) | Jan. 30, 2023 ft² | |
Austin, Texas | Held-for-sale | ||||
Real Estate Properties [Line Items] | ||||
Consideration | $ 53.3 | $ 53.3 | ||
Impairment charge | $ 4.5 | |||
Leaseholds and Leasehold Improvements | 3151 Market Street | ||||
Real Estate Properties [Line Items] | ||||
Operating lease costs, capitalized | $ 7.8 | |||
Rentable area (in square feet) | ft² | 200 | |||
Net gain from remeasurment of investment in real estate ventures | $ 0.8 |
REAL ESTATE INVESTMENTS - Sch_2
REAL ESTATE INVESTMENTS - Schedule of Properties Classified as Held for Sale (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Real estate investments: | ||
Accumulated depreciation | $ (1,125,145) | $ (1,063,060) |
Operating real estate investments, net | 3,597,211 | 3,617,240 |
Total real estate investments, net | 2,836,344 | 2,904,788 |
Deferred costs, net | 95,102 | 96,639 |
Intangible assets, net | 11,676 | 18,451 |
Other assets | 90,362 | 78,667 |
Total assets | 3,954,485 | 3,874,505 |
LIABILITIES HELD FOR SALE | ||
Mortgage notes payable, net | 241,383 | 0 |
Deferred income, gains and rent | 24,786 | 25,082 |
Intangible liabilities, net | 8,811 | 10,322 |
Total liabilities | 2,397,825 | $ 2,241,171 |
Held-for-sale | Pennsylvania suburbs segment | ||
Real estate investments: | ||
Total real estate investments, net | 49,683 | |
Deferred costs, net | 339 | |
Intangible assets, net | 1,755 | |
Accrued Rent Receivable | 790 | |
Other assets | 97 | |
Total assets | 52,664 | |
LIABILITIES HELD FOR SALE | ||
Mortgage notes payable, net | ||
Deferred income, gains and rent | 383 | |
Intangible liabilities, net | 658 | |
Total liabilities | 1,041 | |
Held-for-sale | Pennsylvania suburbs segment | Real Estate Excluding Construction In Progress | ||
Real estate investments: | ||
Operating properties | 54,701 | |
Accumulated depreciation | (5,388) | |
Operating real estate investments, net | 49,313 | |
Held-for-sale | Pennsylvania suburbs segment | Construction in Progress | ||
Real estate investments: | ||
Operating real estate investments, net | $ 370 |
INVESTMENT IN UNCONSOLIDATED _3
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES - Narrative (Details) $ in Thousands, ft² in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 USD ($) a ft² property apartment | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) a ft² property apartment | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Number of real estate properties | 76 | 76 | |||
Accounts receivable | $ | $ 11,654 | $ 11,654 | $ 11,003 | ||
Real Estate Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Accounts receivable | $ | 3,100 | 3,100 | $ 2,900 | ||
Management Fees | Real Estate Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Service and other revenue | $ | 2,100 | $ 2,100 | 4,200 | $ 4,000 | |
Leasing Commission Income | Real Estate Venture | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Service and other revenue | $ | 800 | $ 800 | 1,500 | $ 1,100 | |
Unconsolidated Real Estate Ventures | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment in unconsolidated real estate ventures | $ | $ 589,200 | $ 589,200 | |||
Unconsolidated Real Estate Ventures | Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investment, ownership percentage | 15% | 15% | |||
Unconsolidated Real Estate Ventures | Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investment, ownership percentage | 78% | 78% | |||
Unconsolidated Real Estate Ventures | Office Properties | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of unconsolidated investments in Real Estate Ventures | 5 | 5 | |||
Rentable area (in square feet) | ft² | 9.1 | 9.1 | |||
Unconsolidated Real Estate Ventures | Other Liabilities | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment in unconsolidated real estate ventures | $ | $ 41,300 | $ 41,300 | |||
Unconsolidated Real Estate Ventures | Unconsolidated Properties | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of real estate properties | 12 | 12 | |||
Number of properties with negative investment balances | 1 | 1 | |||
Unconsolidated Real Estate Ventures | Land Held For Development | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of unconsolidated investments in Real Estate Ventures | 2 | 2 | |||
Area of land (in acres) | a | 1.4 | 1.4 | |||
Unconsolidated Real Estate Ventures | Land Under Active Development | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of unconsolidated investments in Real Estate Ventures | 4 | 4 | |||
Area of land (in acres) | a | 7.5 | 7.5 | |||
Unconsolidated Real Estate Ventures | Mixed Use Tower | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of unconsolidated investments in Real Estate Ventures | 1 | 1 | |||
Rentable area (in square feet) | ft² | 0.2 | 0.2 | |||
Number of apartment units (in units) | apartment | 250 | 250 |
INVESTMENT IN UNCONSOLIDATED _4
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES - Summary of Financial Position of Real Estate Ventures (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of Equity Method Investments [Line Items] | ||||||
Net property | $ 2,836,344 | $ 2,904,788 | ||||
Other assets | 90,362 | 78,667 | ||||
Other liabilities | 56,228 | 52,331 | ||||
Debt, net | 2,133,821 | 1,965,038 | ||||
Equity | 1,556,660 | $ 1,593,218 | 1,633,334 | $ 1,651,563 | $ 1,675,863 | $ 1,701,219 |
Investment In Nonconsolidated Real Estate | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Net property | 2,262,891 | 2,117,226 | ||||
Other assets | 540,399 | 506,213 | ||||
Other liabilities | 448,432 | 446,101 | ||||
Debt, net | 1,335,323 | 1,198,213 | ||||
Equity | $ 1,019,535 | $ 979,125 |
INVESTMENT IN UNCONSOLIDATED _5
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES - Summary of Results of Operations of Real Estate Ventures with Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Revenue | $ 125,882 | $ 124,042 | $ 255,109 | $ 251,547 | ||
Operating expenses | (106,926) | (101,936) | (212,843) | (203,636) | ||
Interest expense, net | (23,669) | (16,341) | (46,322) | (32,083) | ||
Depreciation and amortization | (47,079) | (43,959) | (92,679) | (87,741) | ||
Net income (loss) | (12,737) | $ (5,276) | 4,651 | $ 6,101 | (18,013) | 10,752 |
Equity in loss of unconsolidated real estate ventures | (7,598) | (4,981) | (13,765) | (9,544) | ||
Investment In Nonconsolidated Real Estate | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Revenue | 59,067 | 64,957 | 116,953 | 118,173 | ||
Operating expenses | (30,039) | (31,671) | (58,890) | (60,263) | ||
Interest expense, net | (18,287) | (11,663) | (34,178) | (19,132) | ||
Depreciation and amortization | (24,827) | (27,927) | (49,001) | (49,210) | ||
Net income (loss) | (14,086) | (6,304) | (25,116) | (10,432) | ||
Company's share of net loss | (7,528) | (4,822) | (13,652) | (9,439) | ||
Basis adjustments and other | $ (70) | $ (159) | $ (113) | $ (105) |
INVESTMENT IN UNCONSOLIDATED _6
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES - Commerce Square Venture (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 02, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||
Payments to acquire investment | $ 60,290,000 | $ 27,807,000 | |
Secured fixed rate debt | Common Ownership Interest Securities | |||
Schedule of Equity Method Investments [Line Items] | |||
Debt instrument, face amount | $ 220,000,000 | ||
Commerce Square Venture | |||
Schedule of Equity Method Investments [Line Items] | |||
Payments to acquire investment | $ 46,500,000 | ||
Commerce Square Venture | Common Ownership Interest Securities | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership percentage | 8% | ||
Commerce Square Venture | Secured fixed rate debt | |||
Schedule of Equity Method Investments [Line Items] | |||
Debt instrument, interest rate, stated percentage | 7.79% |
INVESTMENT IN UNCONSOLIDATED _7
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES - MAP Venture (Details) $ in Thousands | Jun. 30, 2023 USD ($) ft² property | Dec. 31, 2022 USD ($) |
Schedule of Equity Method Investments [Line Items] | ||
Negative investment in real estate ventures | $ 589,195 | $ 532,224 |
Variable Interest Entity, Not Primary Beneficiary | MAP Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of office properties owned | property | 58 | |
Rentable area (in square feet) | ft² | 3,924,783 | |
Number of properties subject to ground leases | property | 58 | |
Negative investment in real estate ventures | $ 41,300 | |
Variable Interest Entity, Not Primary Beneficiary | MAP Venture | Secured fixed rate debt | ||
Schedule of Equity Method Investments [Line Items] | ||
Capitalized financing costs | $ 181,000 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Fixed contractual payments | $ 92,969 | $ 88,672 | $ 184,651 | $ 177,435 |
Variable lease payments | 22,335 | 25,234 | 48,850 | 49,565 |
Total | $ 115,304 | $ 113,906 | $ 233,501 | $ 227,000 |
INTANGIBLE ASSETS AND LIABILI_3
INTANGIBLE ASSETS AND LIABILITIES - Summary of Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Intangible Assets [Line Items] | ||
Total Cost | $ 44,613 | $ 56,213 |
Accumulated Amortization | (32,937) | (37,762) |
Intangible Assets, net | 11,676 | 18,451 |
Total Cost | 18,230 | 20,985 |
Accumulated Amortization | (9,419) | (10,663) |
Intangible Liabilities, net | 8,811 | 10,322 |
In-place lease value | ||
Intangible Assets [Line Items] | ||
Total Cost | 44,325 | 55,715 |
Accumulated Amortization | (32,746) | (37,437) |
Intangible Assets, net | 11,579 | 18,278 |
Tenant relationship value | ||
Intangible Assets [Line Items] | ||
Total Cost | 110 | 167 |
Accumulated Amortization | (50) | (104) |
Intangible Assets, net | 60 | 63 |
Above market leases acquired | ||
Intangible Assets [Line Items] | ||
Total Cost | 178 | 331 |
Accumulated Amortization | (141) | (221) |
Intangible Assets, net | $ 37 | $ 110 |
INTANGIBLE ASSETS AND LIABILI_4
INTANGIBLE ASSETS AND LIABILITIES - Summary of Annual Amortization of Intangible Assets, Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
2023 (six months remaining) | $ 4,496 | |
2024 | 2,786 | |
2025 | 1,905 | |
2026 | 1,093 | |
2027 | 808 | |
Thereafter | 588 | |
Intangible Assets, net | 11,676 | $ 18,451 |
Liabilities | ||
2023 (six months remaining) | 730 | |
2024 | 1,299 | |
2025 | 1,023 | |
2026 | 739 | |
2027 | 623 | |
Thereafter | 4,397 | |
Intangible Liabilities, net | $ 8,811 | $ 10,322 |
DEBT OBLIGATIONS - Schedule of
DEBT OBLIGATIONS - Schedule of Consolidated Debt Obligations Outstanding (Details) - USD ($) | 6 Months Ended | |||||||
Jul. 01, 2023 | Mar. 01, 2023 | Jan. 20, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Nov. 23, 2022 | |
Consolidated debt obligations | ||||||||
Principal balance outstanding | $ 2,143,610,000 | |||||||
Plus: original issue premium (discount), net | 2,417,000 | |||||||
Less: deferred financing costs | (12,206,000) | |||||||
Debt, net | 2,133,821,000 | $ 1,965,038,000 | ||||||
Repayments of unsecured notes | 54,301,000 | $ 0 | ||||||
SECURED DEBT | ||||||||
Consolidated debt obligations | ||||||||
Principal balance outstanding | 241,383,000 | 0 | ||||||
Less: deferred financing costs | (3,617,000) | 0 | ||||||
SECURED DEBT | $245.0M 5.88% Secured Term Loan due 2028 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 245,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 5.88% | |||||||
Principal balance outstanding | $ 245,000,000 | 0 | ||||||
Effective interest rate | 5.88% | |||||||
UNSECURED DEBT | ||||||||
Consolidated debt obligations | ||||||||
Principal balance outstanding | $ 1,898,610,000 | 1,971,411,000 | ||||||
Plus: original issue premium (discount), net | 2,417,000 | 2,934,000 | ||||||
Less: deferred financing costs | (8,589,000) | (9,307,000) | ||||||
Debt, net | 1,892,438,000 | 1,965,038,000 | ||||||
UNSECURED DEBT | $600 million Unsecured Credit Facility | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | 600,000,000 | |||||||
Principal balance outstanding | $ 0 | 88,500,000 | ||||||
UNSECURED DEBT | $600 million Unsecured Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.15% | |||||||
UNSECURED DEBT | $600 million Unsecured Credit Facility | Daily SOFR Adjustment | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 0.10% | 0.10% | ||||||
UNSECURED DEBT | Term Loan - Swapped to fixed | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 250,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 5.01% | |||||||
Principal balance outstanding | $ 250,000,000 | 250,000,000 | ||||||
UNSECURED DEBT | Term Loan - Swapped to fixed | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.30% | |||||||
UNSECURED DEBT | $70.0 million Term Loan | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 70,000,000 | $ 70,000,000 | ||||||
Principal balance outstanding | $ 70,000,000 | 0 | ||||||
Extension period | 12 months | |||||||
UNSECURED DEBT | $70.0 million Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.85% | |||||||
UNSECURED DEBT | $70.0 million Term Loan | Daily SOFR Adjustment | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 0.10% | 0.10% | ||||||
UNSECURED DEBT | $350.0M 3.95% Guaranteed Notes due 2023 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 350,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 3.95% | 3.95% | ||||||
Principal balance outstanding | $ 0 | 54,301,000 | ||||||
Effective interest rate | 3.87% | |||||||
Repayments of unsecured notes | $ 55,200,000 | |||||||
Redemption on remaining principal amount | 54,300,000 | |||||||
Interest payable | $ 920,000 | |||||||
UNSECURED DEBT | $350.0M 4.10% Guaranteed Notes due 2024 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 350,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 4.10% | |||||||
Principal balance outstanding | $ 350,000,000 | 350,000,000 | ||||||
Effective interest rate | 3.78% | |||||||
UNSECURED DEBT | $450.0M 3.95% Guaranteed Notes due 2027 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 450,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 3.95% | |||||||
Principal balance outstanding | $ 450,000,000 | 450,000,000 | ||||||
Effective interest rate | 4.03% | |||||||
UNSECURED DEBT | $350.0M 7.55% Guaranteed Notes due 2028 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 350,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 7.55% | |||||||
Principal balance outstanding | $ 350,000,000 | 350,000,000 | ||||||
Effective interest rate | 7.73% | |||||||
UNSECURED DEBT | $350.0M 4.55% Guaranteed Notes due 2029 | ||||||||
Consolidated debt obligations | ||||||||
Debt instrument, face amount | $ 350,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 4.55% | |||||||
Principal balance outstanding | $ 350,000,000 | 350,000,000 | ||||||
Effective interest rate | 4.30% | |||||||
UNSECURED DEBT | Indenture IA (Preferred Trust I) | ||||||||
Consolidated debt obligations | ||||||||
Principal balance outstanding | $ 27,062,000 | 27,062,000 | ||||||
UNSECURED DEBT | Indenture IA (Preferred Trust I) | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Subsequent Event | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.51% | |||||||
UNSECURED DEBT | Indenture IA (Preferred Trust I) | LIBOR | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.25% | |||||||
UNSECURED DEBT | Indenture IB (Preferred Trust I) | ||||||||
Consolidated debt obligations | ||||||||
Principal balance outstanding | $ 25,774,000 | 25,774,000 | ||||||
UNSECURED DEBT | Indenture IB (Preferred Trust I) | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Subsequent Event | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.51% | |||||||
UNSECURED DEBT | Indenture IB (Preferred Trust I) | LIBOR | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.25% | |||||||
UNSECURED DEBT | Indenture II (Preferred Trust II) | ||||||||
Consolidated debt obligations | ||||||||
Principal balance outstanding | $ 25,774,000 | $ 25,774,000 | ||||||
UNSECURED DEBT | Indenture II (Preferred Trust II) | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Subsequent Event | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.51% | |||||||
UNSECURED DEBT | Indenture II (Preferred Trust II) | LIBOR | ||||||||
Consolidated debt obligations | ||||||||
Spread on variable rate | 1.25% |
DEBT OBLIGATIONS - Narrative (D
DEBT OBLIGATIONS - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||
Mar. 01, 2023 USD ($) | Jan. 19, 2023 USD ($) subsidiary property | Jun. 30, 2022 | Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | |
$600 million Unsecured Credit Facility | Unsecured Debt | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity (up to) | $ 600,000,000 | $ 600,000,000 | |||
Weighted-average interest rate | 5.62% | 5.62% | |||
Interest expense | $ 400,000 | ||||
Debt instrument, face amount | 600,000,000 | $ 600,000,000 | |||
$600 million Unsecured Credit Facility | Unsecured Debt | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate, Before Adjustment | |||||
Debt Instrument [Line Items] | |||||
Spread on variable rate | 1.05% | ||||
$600 million Unsecured Credit Facility | Unsecured Debt | Daily SOFR Adjustment | |||||
Debt Instrument [Line Items] | |||||
Spread on variable rate | 0.10% | 0.10% | |||
Secured Facility | Secured fixed rate debt | |||||
Debt Instrument [Line Items] | |||||
Number of wholly owned subsidiaries participating in a loan agreement | subsidiary | 7 | ||||
Number of operating properties | property | 7 | ||||
Debt instrument, face amount | $ 245,000,000 | ||||
Debt instrument, interest rate, stated percentage | 5.88% | ||||
$70.0 million Term Loan | Unsecured Debt | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | ||
Debt instrument, term | 1 year | ||||
Extension term | 12 months | ||||
$70.0 million Term Loan | Unsecured Debt | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate, Before Adjustment | |||||
Debt Instrument [Line Items] | |||||
Spread on variable rate | 1.75% | ||||
$70.0 million Term Loan | Unsecured Debt | Daily SOFR Adjustment | |||||
Debt Instrument [Line Items] | |||||
Spread on variable rate | 0.10% | 0.10% |
DEBT OBLIGATIONS - Scheduled Pr
DEBT OBLIGATIONS - Scheduled Principal Payments of Debt Obligation, Excluding Amortization of Discounts and Premiums (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2023 (six months remaining) | $ 0 | |
2024 | 350,000 | |
2025 | 70,000 | |
2026 | 0 | |
2027 | 700,000 | |
Thereafter | 1,023,610 | |
Total principal payments | 2,143,610 | |
Net unamortized premiums/(discounts) | 2,417 | |
Net deferred financing costs | (12,206) | |
Outstanding indebtedness | $ 2,133,821 | $ 1,965,038 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Financial Instruments for which Estimates of Fair Value Differ from Carrying Amounts (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Secured fixed rate debt | $ 241,383 | $ 0 |
Deferred financing costs, net | 12,206 | |
Unsecured notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | 8,589 | 9,307 |
Secured fixed rate debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Deferred financing costs, net | 3,617 | 0 |
Carrying Amount | Unsecured notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Unsecured notes payable | 1,495,763 | 1,549,760 |
Deferred financing costs, net | 6,700 | 7,500 |
Carrying Amount | Variable rate debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Variable rate debt | 396,675 | 415,278 |
Deferred financing costs, net | 1,900 | 1,800 |
Carrying Amount | Secured fixed rate debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Secured fixed rate debt | 241,383 | 0 |
Deferred financing costs, net | 3,600 | 0 |
Fair Value | Unsecured notes payable | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 1,269,445 | 1,411,351 |
Fair Value | Variable rate debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 354,862 | 386,988 |
Fair Value | Secured fixed rate debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | $ 234,244 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 250,000,000 | $ 250,000,000 |
Swap | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 250,000,000 | 250,000,000 |
Strike | 3.729% | |
Asset, fair value | $ 2,897,000 | $ 255,000 |
LIMITED PARTNERS' NONCONTROLL_2
LIMITED PARTNERS' NONCONTROLLING INTERESTS IN THE PARENT COMPANY (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Noncontrolling Interest [Abstract] | ||
Aggregate amount related to non-controlling interests classified within equity | $ 4.7 | $ 4.9 |
Settlement value of non controlling interest in operating partnership | $ 2.4 | $ 3.2 |
BENEFICIARIES' EQUITY OF THE _3
BENEFICIARIES' EQUITY OF THE PARENT COMPANY - Schedule of Number of Shares and Net Income Used to Calculate Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator | ||||||
Net income (loss) | $ (12,737) | $ (5,276) | $ 4,651 | $ 6,101 | $ (18,013) | $ 10,752 |
Net (income) loss attributable to noncontrolling interests, Basic | 41 | (14) | 58 | (22) | ||
Net (income) loss attributable to noncontrolling interests, Diluted | 41 | (14) | 58 | (22) | ||
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (204) | (98) | (274) | (246) | ||
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (204) | (98) | (274) | (246) | ||
Net income (loss) attributable to Common Shareholders of Brandywine Realty Trust | (12,900) | 4,539 | (18,229) | 10,484 | ||
Net income (loss) attributable to common shareholders, diluted | $ (12,900) | $ 4,539 | $ (18,229) | $ 10,484 | ||
Denominator | ||||||
Basic weighted average shares outstanding (in shares) | 171,962,162 | 171,527,031 | 171,818,463 | 171,411,631 | ||
Contingent securities/Share based compensation (in shares) | 0 | 733,398 | 0 | 1,163,777 | ||
Weighted average shares outstanding, diluted (in shares) | 171,962,162 | 172,260,429 | 171,818,463 | 172,575,408 | ||
Earnings (loss) per Common Share: | ||||||
Net income (loss) attributable to common shareholders, Basic (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 | ||
Net income (loss) attributable to common shareholders, Diluted (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
BENEFICIARIES' EQUITY OF THE _4
BENEFICIARIES' EQUITY OF THE PARENT COMPANY - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 20, 2023 | May 25, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jan. 03, 2019 | |
Class of Stock [Line Items] | |||||||||
Distributions declared (in dollars per share) | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.38 | ||||
Dividends paid in cash (in dollars per share) | $ 0.19 | ||||||||
Dividends, common stock | $ 32,900,000 | ||||||||
Stock repurchase program, authorized amount | $ 150,000,000 | ||||||||
Shares repurchased and retired (in shares) | 0 | 0 | |||||||
Redeemable Common Limited Partnership Units | |||||||||
Class of Stock [Line Items] | |||||||||
Redeemable common limited partnership units (in shares) | 516,467 | 516,467 |
PARTNERS' EQUITY OF THE PAREN_3
PARTNERS' EQUITY OF THE PARENT COMPANY - Schedule of Number of Units and Net Income Used to Calculate Basic and Diluted Earnings Per Common Partnership Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator | ||||||
Net income (loss) | $ (12,737) | $ (5,276) | $ 4,651 | $ 6,101 | $ (18,013) | $ 10,752 |
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (204) | (98) | (274) | (246) | ||
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | $ (204) | $ (98) | $ (274) | $ (246) | ||
Denominator | ||||||
Weighted average units outstanding, basic (in shares) | 171,962,162 | 171,527,031 | 171,818,463 | 171,411,631 | ||
Contingent securities/Share based compensation (in shares) | 0 | 733,398 | 0 | 1,163,777 | ||
Weighted average shares outstanding, diluted (in shares) | 171,962,162 | 172,260,429 | 171,818,463 | 172,575,408 | ||
Earnings (loss) per Common Partnership Unit: | ||||||
Net income (loss) attributable to common shareholders, Basic (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 | ||
Net income (loss) attributable to common shareholders, Diluted (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 | ||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||||
Numerator | ||||||
Net income (loss) | $ (12,737) | $ (5,276) | $ 4,651 | $ 6,101 | $ (18,013) | $ 10,752 |
Net loss attributable to noncontrolling interests | 0 | 2 | 1 | 4 | ||
Nonforfeitable dividends allocated to unvested restricted shareholders, Basic | (204) | (98) | (274) | (246) | ||
Nonforfeitable dividends allocated to unvested restricted shareholders, Diluted | (204) | (98) | (274) | (246) | ||
Net income (loss) attributable to common unitholders, Basic | (12,941) | 4,555 | (18,286) | 10,510 | ||
Net income (loss) attributable to common unitholders, Diluted | $ (12,941) | $ 4,555 | $ (18,286) | $ 10,510 | ||
Denominator | ||||||
Weighted average units outstanding, basic (in shares) | 172,478,629 | 172,043,498 | 172,334,930 | 171,985,863 | ||
Contingent securities/Share based compensation (in shares) | 0 | 733,398 | 0 | 1,163,777 | ||
Weighted average shares outstanding, diluted (in shares) | 172,478,629 | 172,776,896 | 172,334,930 | 173,149,640 | ||
Earnings (loss) per Common Partnership Unit: | ||||||
Net income (loss) attributable to common shareholders, Basic (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 | ||
Net income (loss) attributable to common shareholders, Diluted (in dollars per share) | $ (0.08) | $ 0.03 | $ (0.11) | $ 0.06 |
PARTNERS' EQUITY OF THE PAREN_4
PARTNERS' EQUITY OF THE PARENT COMPANY - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||||
Jul. 20, 2023 $ / shares | Jun. 20, 2023 $ / shares | May 25, 2023 USD ($) $ / shares | Jan. 03, 2019 | Jun. 30, 2023 $ / shares | Mar. 31, 2023 $ / shares | Jun. 30, 2022 $ / shares | Mar. 31, 2022 $ / shares | Jun. 30, 2023 shares | Jun. 30, 2022 shares | |
Earnings Per Common Partnership Unit [Line Items] | ||||||||||
Distributions declared (in dollars per share) | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.19 | $ 0.38 | |||||
Dividends paid in cash (in dollars per share) | $ 0.19 | |||||||||
Dividends, common stock | $ | $ 32.9 | |||||||||
Shares repurchased and retired (in shares) | shares | 0 | 0 | ||||||||
Subsequent Event | ||||||||||
Earnings Per Common Partnership Unit [Line Items] | ||||||||||
Dividends paid in cash (in dollars per share) | $ 0.19 | |||||||||
BRANDYWINE OPERATING PARTNERSHIP, L.P. | ||||||||||
Earnings Per Common Partnership Unit [Line Items] | ||||||||||
Distributions declared (in dollars per share) | $ 0.19 | |||||||||
Dividends, common stock | $ | $ 32.9 | |||||||||
Repurchase program, ratio of mirror unit of operating partnership retired for each common share repurchased | 1 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 6 Months Ended |
Jun. 30, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
SEGMENT INFORMATION - Real Esta
SEGMENT INFORMATION - Real Estate Investments, at Cost of Company's Reportable Segments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Segment Reporting Information [Line Items] | ||
Operating properties | $ 3,597,211 | $ 3,617,240 |
Right of use asset - operating leases, net | 19,346 | 19,664 |
Construction-in-progress | 245,677 | 218,869 |
Land held for development | 71,493 | 76,499 |
Prepaid leasehold interests in land held for development, net | 27,762 | 35,576 |
Discontinued Operations | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 52,664 | 0 |
Continuing Operations | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 3,649,875 | 3,617,240 |
Total Core Segments | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 3,224,429 | 3,248,182 |
Philadelphia CBD | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 1,519,616 | 1,517,801 |
Pennsylvania Suburbs | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 906,584 | 878,546 |
Austin, Texas | ||
Segment Reporting Information [Line Items] | ||
Operating properties | 798,229 | 851,835 |
Other | ||
Segment Reporting Information [Line Items] | ||
Operating properties | $ 372,782 | $ 369,058 |
SEGMENT INFORMATION - Net Opera
SEGMENT INFORMATION - Net Operating Income of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 125,882 | $ 124,042 | $ 255,109 | $ 251,547 |
Operating expenses | (46,019) | (49,649) | (96,854) | (97,567) |
Net operating income | 79,863 | 74,393 | 158,255 | 153,980 |
Operating Segments | Philadelphia CBD | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 56,671 | 55,426 | 112,898 | 108,897 |
Operating expenses | (20,257) | (20,538) | (40,843) | (40,281) |
Net operating income | 36,414 | 34,888 | 72,055 | 68,616 |
Operating Segments | Pennsylvania Suburbs | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 32,102 | 31,333 | 64,873 | 63,140 |
Operating expenses | (10,084) | (10,258) | (19,863) | (20,416) |
Net operating income | 22,018 | 21,075 | 45,010 | 42,724 |
Operating Segments | Austin, Texas | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 23,781 | 23,921 | 49,018 | 48,836 |
Operating expenses | (8,683) | (10,438) | (19,977) | (20,731) |
Net operating income | 15,098 | 13,483 | 29,041 | 28,105 |
Operating Segments | Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 8,888 | 9,405 | 18,277 | 18,204 |
Operating expenses | (4,850) | (5,458) | (10,262) | (10,896) |
Net operating income | 4,038 | 3,947 | 8,015 | 7,308 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 4,440 | 3,957 | 10,043 | 12,470 |
Operating expenses | (2,145) | (2,957) | (5,909) | (5,243) |
Net operating income | $ 2,295 | $ 1,000 | $ 4,134 | $ 7,227 |
SEGMENT INFORMATION - Unconsoli
SEGMENT INFORMATION - Unconsolidated Real Estate Ventures of Company's Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | $ 589,195 | $ 589,195 | $ 532,224 | ||
Equity in income (loss) of real estate venture | (7,598) | $ (4,981) | (13,765) | $ (9,544) | |
Philadelphia CBD | |||||
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | 452,365 | 452,365 | 387,301 | ||
Equity in income (loss) of real estate venture | (4,412) | (2,574) | |||
Metropolitan Washington, D.C. | |||||
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | 82,603 | 82,603 | 83,903 | ||
Equity in income (loss) of real estate venture | (1,414) | (381) | |||
Mid-Atlantic Office JV | |||||
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | 28,791 | 28,791 | 31,005 | ||
Equity in income (loss) of real estate venture | 223 | (101) | |||
MAP Venture | |||||
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | (41,310) | (41,310) | (35,411) | ||
Equity in income (loss) of real estate venture | (1,995) | (1,925) | |||
Austin, Texas | |||||
Segment Reporting Information [Line Items] | |||||
Investment in real estate ventures | 66,746 | $ 66,746 | $ 65,426 | ||
Equity in income (loss) of real estate venture | $ 0 | $ 0 |
SEGMENT INFORMATION - Reconcili
SEGMENT INFORMATION - Reconciliation of Consolidated Net Income to Consolidated NOI (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting [Abstract] | ||||||
Net income (loss) | $ (12,737) | $ (5,276) | $ 4,651 | $ 6,101 | $ (18,013) | $ 10,752 |
Plus: | ||||||
Interest expense | 23,669 | 16,341 | 46,322 | 32,083 | ||
Interest expense - amortization of deferred financing costs | 1,114 | 805 | 2,141 | 1,514 | ||
Depreciation and amortization | 47,079 | 43,959 | 92,679 | 87,741 | ||
General and administrative expenses | 9,360 | 8,328 | 18,842 | 18,328 | ||
Equity in loss of unconsolidated real estate ventures | 7,598 | 4,981 | 13,765 | 9,544 | ||
Provision for impairment | 4,468 | 0 | 4,468 | 0 | ||
Less: | ||||||
Investment income | 520 | 449 | 1,025 | 889 | ||
Income tax provision | (13) | (48) | (38) | (75) | ||
Net gain on disposition of real estate | 0 | 144 | 0 | 144 | ||
Net gain on sale of undepreciated real estate | 0 | 4,127 | 781 | 5,024 | ||
Net gain on real estate venture transactions | 181 | 0 | 181 | 0 | ||
Consolidated net operating income | $ 79,863 | $ 74,393 | $ 158,255 | $ 153,980 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jul. 23, 2021 |
Loss Contingencies [Line Items] | |||
Investment in real estate ventures | $ 589,195 | $ 532,224 | |
Drexel Square | |||
Loss Contingencies [Line Items] | |||
Contractual obligation | 6,600 | ||
Estimated potential additional contribution obligation | 2,200 | ||
3151 Market Street | |||
Loss Contingencies [Line Items] | |||
Construction loan amount | 37,000 | ||
Investment in real estate ventures | 316,900 | ||
One Uptown Venture | |||
Loss Contingencies [Line Items] | |||
Limited payment guarantee, percent of principle balance (up to) | 25% | ||
One Uptown Venture | Carry Guarantee | |||
Loss Contingencies [Line Items] | |||
Limited payment guarantee, percent of principle balance (up to) | 30% | ||
Equity method investment, additional summarized financial information debt | 10,000 | ||
Construction loan amount | $ 121,700 | ||
One Uptown Venture | Payment Guarantee | |||
Loss Contingencies [Line Items] | |||
Limited payment guarantee, percent of principle balance (up to) | 15% | ||
Construction loan amount | $ 85,000 | ||
3025 JFK Venture | |||
Loss Contingencies [Line Items] | |||
Construction loan amount | $ 186,700 | ||
Unconsolidated Real Estate Ventures | |||
Loss Contingencies [Line Items] | |||
Unconsolidated real estate venture debt at 100%, gross | 1,341,000 | ||
Equity method investment, additional summarized financial information debt | $ 12,700 |