EXHIBIT 99.1
|
| | |
| | |
Earnings Release & Supplemental Information — Unaudited |
| June 30, 2015 | |
|
| | | | | | |
OVERVIEW: | Section I |
| | INVESTING ACTIVITY: | Section IV |
|
Earnings Release | i-x |
| | Investment Activity | 21 |
|
Summary Description | 1 |
| | Construction, Redevelopment, Wholesale Data Center and Land | 22 |
|
Equity Research Coverage | 2 |
| | Summary of Construction Projects | 23 |
|
Selected Financial Summary Data | 3 |
| | Summary of Redevelopment Projects | 24 |
|
Selected Consolidated Portfolio Data | 4 |
| | Summary of Land Owned/Controlled | 25 |
|
| |
| | | |
FINANCIAL STATEMENTS: | Section II |
| | CAPITALIZATION: | Section V |
|
Quarterly Consolidated Balance Sheets | 5 |
| | Quarterly Equity Analysis | 26 |
|
Consolidated Statements of Operations | 6-7 |
| | Debt Analysis | 27-28 |
|
Consolidated Statements of FFO | 8-9 |
| | Debt Maturity Schedule | 29 |
|
Consolidated Reconciliations of AFFO | 10 |
| | Consolidated Joint Ventures | 30 |
|
| |
| | | |
PORTFOLIO INFORMATION: | Section III |
| | RECONCILIATIONS & DEFINITIONS: | Section VI |
|
Consolidated Office Properties by Region | 11 |
| | Supplementary Reconciliations of Non-GAAP Measures | 31-33 |
|
NOI from Real Estate Operations and Occupancy by Property Grouping | 12 |
| | Definitions | 34-39 |
|
Real Estate Revenues & NOI from Real Estate Operations by Segment | 13 |
| | | |
Same Office Properties Average Occupancy Rates by Region | 14 |
| | | |
Same Office Property Real Estate Revenues & NOI by Region | 15 |
| | | |
Leasing - Total Office Portfolio | 16-17 |
| | | |
Lease Expiration Analysis | 18-19 |
| | | |
Top 20 Office Tenants | 20 |
| | | |
| | | | |
Please refer to the section entitled “Definitions” for definitions of non-GAAP measures and other terms we use herein that may not be customary or commonly known.
|
| | |
| 6711 Columbia Gateway Drive, Suite 300 |
Columbia, Maryland 21046 |
Telephone 443-285-5400 |
Facsimile 443-285-7650 |
www.copt.com |
NYSE: OFC |
| |
| NEWS RELEASE |
| | |
FOR IMMEDIATE RELEASE | IR Contacts: | |
| Stephanie Krewson-Kelly | Michelle Layne |
| VP, Investor Relations | Investor Relations Specialist |
| 443-285-5453 | 443-285-5452 |
| stephanie.kelly@copt.com | michelle.layne@copt.com |
COPT REPORTS SECOND QUARTER 2015 RESULTS
COLUMBIA, MD July 28, 2015 - Corporate Office Properties Trust (“COPT” or the “Company”) (NYSE: OFC) announced financial and operating results for the second quarter ended June 30, 2015.
“Second quarter results exceeded the high end of our guidance due to favorable NOI and the timing of our $300 million Senior Notes offering. For the year, FFO per share is on track to grow by 7.5%,” stated Roger A. Waesche, Jr., COPT’s President & Chief Executive Officer. “During the quarter we opportunistically acquired a Class-A, Metro-served building for $81 million that is 100% leased to Strategic Tenants. The building is in an amenity-rich, supply-constrained submarket on the Northern Virginia side of the Washington, DC Beltway and evidences our commitment to increasing our concentration of urban and/or mass transit-served office buildings.”
Results:
Diluted funds from operations per share (“FFOPS”), as adjusted for comparability, was $0.52 for the quarter ended June 30, 2015 as compared to $0.44 reported for the second quarter of 2014.
Per NAREIT’s definition, FFOPS for the second quarter of 2015 was $0.48 versus $0.37 reported in the second quarter of 2014.
Diluted earnings per share (“EPS”) was $0.13 for the quarter ended June 30, 2015 as compared to $0.02 in the second quarter of 2014. Please refer to the reconciliation tables that appear later in this press release.
Operating Performance:
Portfolio Summary - At June 30, 2015, the Company’s portfolio of 179 operating office properties totaled 18.0 million square feet that were 92.0% occupied and 92.9% leased. During the quarter, the Company placed 7400 Redstone Gateway into service in Huntsville, Alabama. The 69,000 square foot project completes a 132,000 square foot facility that is 100% leased by DRS Technologies.
Same Office Performance - The Company’s same office portfolio for the quarter ended June 30, 2015 consisted of 160 properties encompassing 15.5 million square feet, or 86% of the total portfolio. The Company’s same office portfolio occupancy improved 50 basis points during the quarter, to 91.2% occupied and, at June 30, 2015, was 92.2% leased. For the second quarter ended June 30, 2015, the Company’s same office property cash NOI, which excludes gross lease termination fees and rent from tenant-funded landlord assets, increased 0.6% as compared to the second quarter of 2014.
Office Leasing - COPT completed a total of 490,000 square feet of leasing in the quarter ended June 30, 2015 and achieved a 74% renewal rate.
In the quarter, lease terms on renewals averaged 3.1 years; for development and other new leases they averaged 9.1 and 6.9 years, respectively.
For the quarter, total rent on renewed space increased 2.5% on a GAAP basis; on a cash basis, renewal rates declined 2.3% compared to the expiring rents.
Investment Activity:
Construction - At June 30, 2015, the Company had six properties totaling 1.0 million square feet under construction for a total projected cost of $219.3 million, of which $130.1 million had been invested. These six projects were 62% pre-leased at June 30, 2015. As of the same date, COPT had six properties under redevelopment representing a total projected cost of $63.9 million, of which $44.3 million has been invested. The six redevelopment properties totaled approximately 309,000 square feet that, at June 30, 2015, were 46% pre-leased.
Acquisitions - During the quarter, the Company acquired Metro Place II, a 237,000 square foot, Class-A office building that is 100% leased to customers in COPT’s Strategic Tenant Niche, for $81 million. The building is located at 2600 Park Tower Drive, a Metro-served, mixed-use and amenity-rich location within the Merrifield submarket of Northern Virginia.
Balance Sheet and Capital Transactions:
As of June 30, 2015, the Company’s debt to adjusted book ratio was 41.6%, its adjusted debt to in-place adjusted EBITDA ratio was 6.6x and its adjusted EBITDA fixed charge coverage ratio was 3.1x. The Company’s weighted average interest rate was 3.8% for the quarter ended June 30, 2015 and 94% of the Company’s debt was subject to fixed interest rates, including the effect of interest rate swaps.
During the quarter ended June 30, 2015:
| |
• | On May 6, the Company amended the terms of its $800 million line of credit to: (1) extend the maturity date from July 14, 2017, to May 6, 2019 plus two six-month extension options; and (2) lower the interest rate spread over 30-day LIBOR and the facility fee to current market. |
| |
• | Also on May 6, the Company amended the terms of its $250 million Term Loan and repaid $50 million on its $150 million Term Loan. The $250 million dollar Term Loan, that was previously scheduled to mature on February 14, 2017, was increased by $50 million, to $300 million, the maturity date was extended to May 6, 2020 and the spread to LIBOR was lowered to current market. |
| |
• | In late June, the Company issued $300 million of 5.00% senior unsecured notes due July 1, 2025 at a price equal to 99.510% of the principal amount. The net proceeds from the offering were used to repay borrowings under its unsecured revolving credit facility and for general corporate purposes. |
2015 FFO Guidance:
Management is increasing its previously issued full year guidance for FFOPS, as adjusted for comparability, by $0.01 to $2.00-$2.04. Management is establishing guidance for FFOPS, as adjusted for comparability, of $0.51-$0.53 for the third quarter 2015 and $0.52-$0.54 for the fourth quarter 2015. Reconciliations of projected diluted EPS to projected FFOPS are provided as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ending | | Three Months Ending | | Year Ending |
| September 30, 2015 | | December 31, 2015 | | December 31, 2015 |
| Low | | High | | Low | | High | | Low | | High |
EPS | $ | 0.11 |
| | $ | 0.13 |
| | $ | 0.11 |
| | $ | 0.13 |
| | $ | 1.26 |
| | $ | 1.30 |
|
Real estate depreciation and amortization | 0.36 |
| | 0.36 |
| | 0.38 |
| | 0.38 |
| | 1.46 |
| | 1.46 |
|
Impairment losses on previously depreciated properties | — |
| | — |
| | — |
| | — |
| | 0.01 |
| | 0.01 |
|
FFOPS, NAREIT definition | 0.47 |
| | 0.49 |
| | 0.49 |
| | 0.51 |
| | 2.73 |
| | 2.77 |
|
Operating property acquisition costs | 0.01 |
| | 0.01 |
| | — |
| | — |
| | 0.02 |
| | 0.02 |
|
Demolition costs on redevelopment properties | 0.01 |
| | 0.01 |
| | 0.01 |
| | 0.01 |
| | 0.02 |
| | 0.02 |
|
NOI from properties to be conveyed (a) | (0.01 | ) | | (0.01 | ) | | (0.01 | ) | | (0.01 | ) | | (0.04 | ) | | (0.04 | ) |
Interest expense on loan secured by properties to be conveyed (a) | 0.03 |
| | 0.03 |
| | 0.03 |
| | 0.03 |
| | 0.12 |
| | 0.12 |
|
Gains on sales of undepreciated properties | — |
| | — |
| | — |
| | — |
| | (0.04 | ) | | (0.04 | ) |
Net gains on early extinguishment of debt (b) | — |
| | — |
| | — |
| | — |
| | (0.81 | ) | | (0.81 | ) |
FFOPS, as adjusted for comparability | $ | 0.51 |
| | $ | 0.53 |
| | $ | 0.52 |
| | $ | 0.54 |
| | $ | 2.00 |
| | $ | 2.04 |
|
| | | | | | | | | | | |
| |
a. | The Company expects to transfer two operating properties in satisfaction of non-recourse secured indebtedness. These amounts represent the Company’s forecast of net operating income generated by these assets and interest expense (accrued at the default rate) in 2015, assuming a transfer date of December 31, 2015. |
| |
b. | Represents debt and accrued interest in excess of the book value of the assets to be conveyed. |
Associated Supplemental Presentation:
The Company has posted a slide presentation to accompany management’s prepared remarks for its second quarter conference call, the details of which are provided below. You may access the slide presentation on the ‘Investors’ section of the website (www.copt.com). Please have the slides available to review during management’s comments.
2Q 2015 Conference Call Information:
Earnings Release Date: Tuesday, July 28, 2015 at 6:00 a.m. Eastern Time
Conference Call Date: Tuesday, July 28, 2015
Time: 12:00 p.m. Eastern Time
Telephone Number: (within the U.S.) 888-680-0890
Telephone Number: (outside the U.S.) 617-213-4857
Passcode: 92956617
Please use the following link to pre-register and view important information about this conference call. Pre-registering is not mandatory but is recommended as it will provide you immediate entry into the call and will facilitate the timely start of the conference. Pre-registration only takes a few moments and you may pre-register at anytime, including up to and after the call start time. To pre-register, please click on the below link:
https://www.theconferencingservice.com/prereg/key.process?key=PHTEJFBAM
You may also pre-register in the Investors section of the Company’s website at www.copt.com. Alternatively, you may be placed into the call by an operator by calling the number provided above at least 5 to 10 minutes before the start of the call.
A replay of this call will be available beginning Tuesday, July 28 at 4:00 p.m. Eastern Time through Tuesday, August 11 at midnight Eastern Time. To access the replay within the United States, please call 888-286-8010 and use passcode 29841980. To access the replay outside the United States, please call 617-801-6888 and use passcode 29841980.
The conference call will also be available via live webcast in the Investor Relations section of the Company’s website at www.copt.com. A replay of the conference calls will be immediately available via webcast in the Investor Relations section of the Company’s website.
Definitions:
For definitions of certain terms used in this press release, please refer to the information furnished in our Supplemental Information Package filed as a Form 8-K which can be found on our website (www.copt.com). Reconciliations of non-GAAP measures to the most directly comparable GAAP measures are included in the attached tables.
Company Information
COPT is an office REIT that focuses primarily on serving the specialized requirements of U.S. Government agencies and defense contractors, most of which are engaged in defense information technology and national security-related activities. As of June 30, 2015, COPT derived 75% of its annualized revenue from its strategic tenant niche properties and 22% from its regional office properties. The Company generally acquires, develops, manages and leases office and data center properties concentrated in large office parks primarily located near knowledge-based government demand drivers and/or in targeted markets or submarkets in the Greater Washington, DC/Baltimore region. As of June 30, 2015, the Company’s consolidated portfolio consisted of 179 office properties totaling 18.0 million rentable square feet. COPT is an S&P MidCap 400 company.
Forward-Looking Information
This press release may contain “forward-looking” statements, as defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that are based on the Company’s current expectations, estimates and projections about future events and financial trends affecting the Company. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” or other comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate. Accordingly, the Company can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements.
Important factors that may affect these expectations, estimates, and projections include, but are not limited to:
| |
* | general economic and business conditions, which will, among other things, affect office property and data center demand and rents, tenant creditworthiness, interest rates, financing availability and property values; |
| |
* | adverse changes in the real estate markets including, among other things, increased competition with other companies; |
| |
* | governmental actions and initiatives, including risks associated with the impact of a prolonged government shutdown or budgetary reductions or impasses, such as a reduction in rental revenues, non-renewal of leases, and/or a curtailment of demand for additional space by the Company's strategic customers; |
| |
* | the Company’s ability to borrow on favorable terms; |
| |
* | risks of real estate acquisition and development activities, including, among other things, risks that development projects may not be completed on schedule, that tenants may not take occupancy or pay rent or that development or operating costs may be greater than anticipated; |
| |
* | risks of investing through joint venture structures, including risks that the Company’s joint venture partners may not fulfill their financial obligations as investors or may take actions that are inconsistent with the Company’s objectives; |
| |
* | changes in the Company’s plans for properties or views of market economic conditions or failure to obtain development rights, either of which could result in recognition of significant impairment losses; |
| |
* | the Company’s ability to satisfy and operate effectively under Federal income tax rules relating to real estate investment trusts and partnerships; |
| |
* | the Company's ability to achieve projected results; |
| |
* | the dilutive effects of issuing additional common shares; and |
| |
* | environmental requirements. |
The Company undertakes no obligation to update or supplement any forward-looking statements. For further information, please refer to the Company’s filings with the Securities and Exchange Commission, particularly the section entitled “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, | | For the Six Months Ended June 30, |
| 2015 | | 2014 | | 2015 | | 2014 |
Revenues | |
| | |
| | | | |
Real estate revenues | $ | 128,191 |
| | $ | 115,959 |
| | $ | 250,901 |
| | $ | 240,836 |
|
Construction contract and other service revenues | 42,172 |
| | 23,861 |
| | 80,496 |
| | 45,651 |
|
Total revenues | 170,363 |
| | 139,820 |
| | 331,397 |
| | 286,487 |
|
Expenses | |
| | |
| | | | |
Property operating expenses | 46,418 |
| | 43,772 |
| | 97,099 |
| | 93,544 |
|
Depreciation and amortization associated with real estate operations | 33,786 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Construction contract and other service expenses | 41,293 |
| | 23,136 |
| | 78,791 |
| | 41,760 |
|
Impairment losses | 1,238 |
| | 1,302 |
| | 1,238 |
| | 1,302 |
|
General and administrative expenses | 5,884 |
| | 5,815 |
| | 12,134 |
| | 11,973 |
|
Leasing expenses | 1,650 |
| | 1,713 |
| | 3,291 |
| | 3,698 |
|
Business development expenses and land carry costs | 2,623 |
| | 1,351 |
| | 5,413 |
| | 2,677 |
|
Total operating expenses | 132,892 |
| | 107,984 |
| | 263,351 |
| | 229,445 |
|
Operating income | 37,471 |
| | 31,836 |
|
| 68,046 |
|
| 57,042 |
|
Interest expense | (21,768 | ) | | (23,478 | ) | | (42,606 | ) | | (44,305 | ) |
Interest and other income | 1,242 |
| | 1,299 |
| | 2,525 |
| | 2,584 |
|
Loss on early extinguishment of debt | (65 | ) | | (270 | ) | | (68 | ) | | (270 | ) |
Income from continuing operations before equity in income (loss) of unconsolidated entities and income taxes | 16,880 |
| | 9,387 |
| | 27,897 |
| | 15,051 |
|
Equity in income (loss) of unconsolidated entities | 9 |
| | (47 | ) | | 34 |
| | 13 |
|
Income tax expense | (50 | ) | | (92 | ) | | (105 | ) | | (156 | ) |
Income from continuing operations | 16,839 |
| | 9,248 |
| | 27,826 |
| | 14,908 |
|
Discontinued operations | 394 |
| | (198 | ) | | 156 |
| | (187 | ) |
Income before gain on sales of real estate | 17,233 |
| | 9,050 |
| | 27,982 |
| | 14,721 |
|
Gain on sales of real estate, net of income taxes | (1 | ) | | — |
| | 3,985 |
| | — |
|
Net income | 17,232 |
| | 9,050 |
| | 31,967 |
| | 14,721 |
|
Net income attributable to noncontrolling interests | |
| | |
| | | | |
Common units in the Operating Partnership | (476 | ) | | (158 | ) | | (874 | ) | | (174 | ) |
Preferred units in the Operating Partnership | (165 | ) | | (165 | ) | | (330 | ) | | (330 | ) |
Other consolidated entities | (810 | ) | | (837 | ) | | (1,627 | ) | | (1,586 | ) |
Net income attributable to COPT | 15,781 |
| | 7,890 |
| | 29,136 |
| | 12,631 |
|
Preferred share dividends | (3,553 | ) | | (4,344 | ) | | (7,105 | ) | | (8,834 | ) |
Issuance costs associated with redeemed preferred shares | — |
| | (1,769 | ) | | — |
| | (1,769 | ) |
Net income attributable to COPT common shareholders | $ | 12,228 |
| | $ | 1,777 |
| | $ | 22,031 |
| | $ | 2,028 |
|
| | | | | | | |
Earnings per share (“EPS”) computation: | |
| | |
| | | | |
Numerator for diluted EPS: | |
| | |
| | | | |
Net income attributable to common shareholders | $ | 12,228 |
| | $ | 1,777 |
| | $ | 22,031 |
| | $ | 2,028 |
|
Amount allocable to share-based compensation awards | (113 | ) | | (108 | ) | | (235 | ) | | (229 | ) |
Numerator for diluted EPS | $ | 12,115 |
| | $ | 1,669 |
| | $ | 21,796 |
| | $ | 1,799 |
|
| | | | | | | |
Denominator: | |
| | |
| | | | |
Weighted average common shares - basic | 94,128 |
| | 87,214 |
| | 93,666 |
| | 87,148 |
|
Dilutive effect of share-based compensation awards | 35 |
| | 201 |
| | 114 |
| | 156 |
|
Weighted average common shares - diluted | 94,163 |
| | 87,415 |
| | 93,780 |
| | 87,304 |
|
Diluted EPS | $ | 0.13 |
| | $ | 0.02 |
| | $ | 0.23 |
| | $ | 0.02 |
|
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, | | For the Six Months Ended June 30, |
| 2015 | | 2014 | | 2015 | | 2014 |
Net income | $ | 17,232 |
| | $ | 9,050 |
| | $ | 31,967 |
| | $ | 14,721 |
|
Real estate-related depreciation and amortization | 33,786 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Impairment losses on previously depreciated operating properties | 1,239 |
| | 1,328 |
| | 1,472 |
| | 1,329 |
|
Gain on sales of previously depreciated operating properties | — |
| | — |
| | — |
| | 4 |
|
Funds from operations (“FFO”) | 52,257 |
| | 41,273 |
| | 98,824 |
| | 90,545 |
|
Noncontrolling interests - preferred units in the Operating Partnership | (165 | ) | | (165 | ) | | (330 | ) | | (330 | ) |
FFO allocable to other noncontrolling interests | (1,072 | ) | | (758 | ) | | (1,742 | ) | | (1,519 | ) |
Preferred share dividends | (3,553 | ) | | (4,344 | ) | | (7,105 | ) | | (8,834 | ) |
Issuance costs associated with redeemed preferred shares | — |
| | (1,769 | ) | | — |
| | (1,769 | ) |
Basic and diluted FFO allocable to share-based compensation awards | (202 | ) | | (146 | ) | | (385 | ) | | (351 | ) |
Basic and diluted FFO available to common share and common unit holders (“Basic and diluted FFO”) | 47,265 |
| | 34,091 |
| | 89,262 |
| | 77,742 |
|
Operating property acquisition costs | 361 |
| | — |
| | 1,407 |
| | — |
|
Gain on sales of non-operating properties | 1 |
| | — |
| | (3,985 | ) | | — |
|
(Gain) loss on early extinguishment of debt | (315 | ) | | 363 |
| | (312 | ) | | 386 |
|
Issuance costs associated with redeemed preferred shares | — |
| | 1,769 |
| | — |
| | 1,769 |
|
Add: Negative FFO of properties to be conveyed to extinguish debt in default (1) | 3,419 |
| | 3,629 |
| | 7,690 |
| | 3,629 |
|
Demolition costs on redevelopment properties | 66 |
| | — |
| | 241 |
| | — |
|
Diluted FFO comparability adjustments allocable to share-based compensation awards | (14 | ) | | (26 | ) | | (21 | ) | | (26 | ) |
Diluted FFO available to common share and common unit holders, as adjusted for comparability | 50,783 |
| | 39,826 |
| | 94,282 |
| | 83,500 |
|
Straight line rent adjustments | (3,788 | ) | | (1,745 | ) | | (5,059 | ) | | (985 | ) |
Straight line rent adjustments - properties in default to be conveyed | (24 | ) | | 1 |
| | (96 | ) | | 1 |
|
Amortization of intangibles included in net operating income | 478 |
| | 224 |
| | 589 |
| | 441 |
|
Share-based compensation, net of amounts capitalized | 1,658 |
| | 1,501 |
| | 3,210 |
| | 3,056 |
|
Amortization of deferred financing costs | 1,146 |
| | 1,122 |
| | 2,136 |
| | 2,289 |
|
Amortization of deferred financing costs - properties in default to be conveyed | — |
| | (27 | ) | | — |
| | (27 | ) |
Amortization of net debt discounts, net of amounts capitalized | 264 |
| | 229 |
| | 528 |
| | 400 |
|
Amortization of settled debt hedges | — |
| | 15 |
| | — |
| | 30 |
|
Recurring capital expenditures | (9,705 | ) | | (13,585 | ) | | (17,054 | ) | | (24,637 | ) |
Diluted adjusted funds from operations available to common share and common unit holders (“Diluted AFFO”) | $ | 40,812 |
| | $ | 27,561 |
| | $ | 78,536 |
| | $ | 64,068 |
|
Diluted FFO per share | $ | 0.48 |
| | $ | 0.37 |
| | $ | 0.92 |
| | $ | 0.85 |
|
Diluted FFO per share, as adjusted for comparability | $ | 0.52 |
| | $ | 0.44 |
| | $ | 0.97 |
| | $ | 0.92 |
|
Dividends/distributions per common share/unit | $ | 0.275 |
| | $ | 0.275 |
| | $ | 0.550 |
| | $ | 0.550 |
|
(1) Interest expense exceeded net operating income from these properties by the amounts in the statement.
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars and shares in thousands, except per share data)
|
| | | | | | | | |
| | June 30, 2015 | | December 31, 2014 |
Balance Sheet Data | | |
| | |
|
Properties, net of accumulated depreciation | | $ | 3,418,800 |
| | $ | 3,296,914 |
|
Total assets | | 3,910,921 |
| | 3,670,257 |
|
Debt, net | | 2,130,170 |
| | 1,920,057 |
|
Total liabilities | | 2,373,874 |
| | 2,130,956 |
|
Redeemable noncontrolling interest | | 19,414 |
| | 18,417 |
|
Equity | | 1,517,633 |
| | 1,520,884 |
|
Debt to adjusted book | | 41.6 | % | | 39.7 | % |
Debt to total market capitalization | | 45.8 | % | | 39.3 | % |
| | | | |
Core Portfolio Data (as of period end) (1) | | |
| | |
|
Number of operating properties | | 172 |
| | 173 |
|
Total net rentable square feet owned (in thousands) | | 17,403 |
| | 16,790 |
|
Occupancy % | | 91.9 | % | | 90.9 | % |
Leased % | | 92.8 | % | | 92.4 | % |
| | | | |
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, | | For the Six Months Ended June 30, |
2015 | | 2014 | | 2015 | | 2014 |
Payout ratios | |
| | |
| | |
| | |
|
Diluted FFO | 57.2 | % | | 73.8 | % | | 60.5 | % | | 64.8 | % |
Diluted FFO, as adjusted for comparability | 53.2 | % | | 63.2 | % | | 57.3 | % | | 60.3 | % |
Diluted AFFO | 66.2 | % | | 91.3 | % | | 68.8 | % | | 78.6 | % |
Adjusted EBITDA interest coverage ratio | 4.6 | x | | 3.7 | x | | 4.4 | x | | 3.6 | x |
Adjusted EBITDA fixed charge coverage ratio | 3.1 | x | | 2.6 | x | | 3.0 | x | | 2.6 | x |
Adjusted debt to in-place adjusted EBITDA ratio (2) | 6.6 | x | | 7.1 | x | | N/A |
| | N/A |
|
| | | | | | | |
Reconciliation of denominators for diluted EPS and diluted FFO per share | | |
| | | | |
Denominator for diluted EPS | 94,163 |
| | 87,415 |
| | 93,780 |
| | 87,304 |
|
Weighted average common units | 3,680 |
| | 3,912 |
| | 3,706 |
| | 3,934 |
|
Denominator for diluted FFO per share | 97,843 |
| | 91,327 |
| | 97,486 |
| | 91,238 |
|
| | | | | | | |
Reconciliation of FFO to FFO, as adjusted for comparability | |
| | |
| | |
| | |
|
FFO, per NAREIT | $ | 52,257 |
| | $ | 41,273 |
| | $ | 98,824 |
| | $ | 90,545 |
|
Gain on sales of non-operating properties | 1 |
| | — |
| | (3,985 | ) | | — |
|
Operating property acquisition costs | 361 |
| | — |
| | 1,407 |
| | — |
|
(Gain) loss on early extinguishment of debt, continuing and discontinued operations | (315 | ) | | 363 |
| | (312 | ) | | 386 |
|
Issuance costs associated with redeemed preferred shares | — |
| | 1,769 |
| | — |
| | 1,769 |
|
Add: Negative FFO of properties to be conveyed to extinguish debt in default | 3,419 |
| | 3,629 |
| | 7,690 |
| | 3,629 |
|
Demolition costs on redevelopment properties | 66 |
| | — |
| | 241 |
| | — |
|
FFO, as adjusted for comparability | $ | 55,789 |
| | $ | 47,034 |
| | $ | 103,865 |
| | $ | 96,329 |
|
| |
(1) | Represents operating properties held for long-term investment. |
| |
(2) | Represents debt as of period end divided by in-place adjusted EBITDA for the period, as annualized (i.e. three month periods are multiplied by four). |
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars in thousands)
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, | | For the Six Months Ended June 30, |
| 2015 | | 2014 | | 2015 | | 2014 |
Reconciliation of common share dividends to dividends and distributions for payout ratios | |
| | |
| | | | |
Common share dividends | $ | 26,002 |
| | $ | 24,103 |
| | $ | 52,000 |
| | $ | 48,194 |
|
Common unit distributions | 1,012 |
| | 1,072 |
| | 2,024 |
| | 2,153 |
|
Dividends and distributions for payout ratios | $ | 27,014 |
| | $ | 25,175 |
| | $ | 54,024 |
| | $ | 50,347 |
|
| | | | | | | |
Reconciliation of GAAP net income to adjusted earnings before interest, income taxes, depreciation and amortization (“Adjusted EBITDA”) and in-place adjusted EBITDA | |
| | |
| | |
| | |
|
Net income | $ | 17,232 |
| | $ | 9,050 |
| | $ | 31,967 |
| | $ | 14,721 |
|
Interest expense on continuing operations | 21,768 |
| | 23,478 |
| | 42,606 |
| | 44,305 |
|
Income tax expense | 50 |
| | 92 |
| | 105 |
| | 156 |
|
Real estate-related depreciation and amortization | 33,786 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Depreciation of furniture, fixtures and equipment | 527 |
| | 843 |
| | 1,019 |
| | 1,348 |
|
Impairment losses | 1,239 |
| | 1,328 |
| | 1,472 |
| | 1,329 |
|
(Gain) loss on early extinguishment of debt on continuing and discontinued operations | (315 | ) | | 363 |
| | (312 | ) | | 386 |
|
Gain on sales of operating properties | — |
| | — |
| | — |
| | 4 |
|
Gain on sales of non-operational properties | 1 |
| | — |
| | (3,985 | ) | | — |
|
Net loss on investments in unconsolidated entities included in interest and other income | (52 | ) | | 282 |
| | 23 |
| | 302 |
|
Operating property acquisition costs | 361 |
| | — |
| | 1,407 |
| | — |
|
EBITDA of properties to be conveyed to extinguish debt in default | (843 | ) | | (531 | ) | | (753 | ) | | (531 | ) |
Demolition costs on redevelopment properties | 66 |
| | — |
| | 241 |
| | — |
|
Adjusted EBITDA | $ | 73,820 |
| | $ | 65,800 |
| | $ | 139,175 |
| | $ | 136,511 |
|
Proforma net operating income adjustment from property in quarter of acquisition | 253 |
| | — |
| | | | |
In-place adjusted EBITDA | $ | 74,073 |
| | $ | 65,800 |
| |
| |
|
| | | | | | | |
Reconciliation of interest expense to the denominators for interest coverage-Adjusted EBITDA and fixed charge coverage-Adjusted EBITDA | |
| | |
| | |
| | |
|
Interest expense | $ | 21,768 |
| | $ | 23,478 |
| | $ | 42,606 |
| | $ | 44,305 |
|
Less: Amortization of deferred financing costs | (1,146 | ) | | (1,122 | ) | | (2,136 | ) | | (2,289 | ) |
Less: Amortization of net debt discount, net of amounts capitalized | (264 | ) | | (229 | ) | | (528 | ) | | (400 | ) |
Less: Interest exp. on debt in default to be extin. via conveyance of properties | (4,261 | ) | | (4,133 | ) | | (8,443 | ) | | (4,133 | ) |
Denominator for interest coverage-Adjusted EBITDA | 16,097 |
| | 17,994 |
| | 31,499 |
| | 37,483 |
|
Scheduled principal amortization | 1,670 |
| | 1,582 |
| | 3,319 |
| | 3,437 |
|
Capitalized interest | 1,950 |
| | 1,422 |
| | 4,082 |
| | 3,011 |
|
Preferred share dividends | 3,553 |
| | 4,344 |
| | 7,105 |
| | 8,834 |
|
Preferred unit distributions | 165 |
| | 165 |
| | 330 |
| | 330 |
|
Denominator for fixed charge coverage-Adjusted EBITDA | $ | 23,435 |
| | $ | 25,507 |
| | $ | 46,335 |
| | $ | 53,095 |
|
| | | | | | | |
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars in thousands)
|
| | | | | | | | | | | | | | | |
| For the Three Months Ended June 30, | | For the Six Months Ended June 30, |
| 2015 | | 2014 | | 2015 | | 2014 |
Reconciliations of tenant improvements and incentives, capital improvements and leasing costs for operating properties to recurring capital expenditures | | | | | | | |
Tenant improvements and incentives on operating properties | $ | 6,644 |
| | $ | 4,512 |
| | $ | 11,034 |
| | $ | 10,831 |
|
Building improvements on operating properties | 4,445 |
| | 6,357 |
| | 7,648 |
| | 10,339 |
|
Leasing costs for operating properties | 1,485 |
| | 2,790 |
| | 2,439 |
| | 4,318 |
|
Less: Nonrecurring tenant improvements and incentives on operating properties | (986 | ) | | 483 |
| | (1,250 | ) | | 467 |
|
Less: Nonrecurring building improvements on operating properties | (1,200 | ) | | (519 | ) | | (2,075 | ) | | (1,087 | ) |
Less: Nonrecurring leasing costs for operating properties | (683 | ) | | (38 | ) | | (742 | ) | | (231 | ) |
Recurring capital expenditures | $ | 9,705 |
| | $ | 13,585 |
| | $ | 17,054 |
| | $ | 24,637 |
|
| | | | | | | |
Same office property cash NOI | $ | 66,807 |
| | $ | 66,425 |
| | $ | 130,839 |
| | $ | 131,053 |
|
Straight line rent adjustments | 664 |
| | 744 |
| | $ | 1,376 |
| | $ | (632 | ) |
Add: Amortization of deferred market rental revenue | 4 |
| | (44 | ) | | 31 |
| | (82 | ) |
Less: Amortization of below-market cost arrangements | (250 | ) | | (288 | ) | | (495 | ) | | (578 | ) |
Add: Lease termination fee, gross | 1,012 |
| | 93 |
| | 1,765 |
| | 605 |
|
Add: Cash NOI on tenant-funded landlord assets | — |
| | 928 |
| | — |
| | 4,113 |
|
Same office property NOI | $ | 68,237 |
| | $ | 67,858 |
| | $ | 133,516 |
| | $ | 134,479 |
|
| | | | | | | |
|
| | | | | | | | |
| | June 30, 2015 | | December 31, 2014 |
Reconciliation of total assets to adjusted book | | |
| | |
|
Total assets | | $ | 3,910,921 |
| | $ | 3,670,257 |
|
Accumulated depreciation | | 723,470 |
| | 703,083 |
|
Accumulated depreciation included in assets held for sale | | 24,930 |
| | — |
|
Accumulated amortization of real estate intangibles and deferred leasing costs | | 211,522 |
| | 214,611 |
|
Accumulated amortization of real estate intangibles and deferred leasing costs included in assets held for sale | | 15,271 |
| | — |
|
Less: Adjusted book assoc. with properties to be conveyed to extinguish debt in default | | (130,471 | ) | | (131,118 | ) |
Adjusted book | | $ | 4,755,643 |
| | $ | 4,456,833 |
|
| | | | |
Reconciliation of debt to adjusted debt | | | | |
Debt, net | | $ | 2,130,170 |
| | $ | 1,920,057 |
|
Less: Debt in default to be extinguished via conveyance of properties | | (150,000 | ) | | (150,000 | ) |
Numerator for debt to adjusted book ratio | | 1,980,170 |
| | 1,770,057 |
|
Less: Cash and cash equivalents | | (37,074 | ) | | (6,077 | ) |
Adjusted debt | | $ | 1,943,096 |
| | $ | 1,763,980 |
|
Corporate Office Properties Trust
Summary Description
The Company: Corporate Office Properties Trust (the “Company” or “COPT”) is a self-managed office real estate investment trust (“REIT”). COPT is listed on the New York Stock Exchange under the symbol “OFC” and is a S&P MidCap 400 Company. As of June 30, 2015, COPT derived 75% of its portfolio annualized revenue from its strategic tenant niche properties and 22% from its regional office properties. COPT’s strategic tenant niche properties are those held for long-term investment that are either located near defense installations and other knowledge-based government demand drivers, or otherwise occupied primarily by U.S. Government agencies and their contractors. COPT’s regional office properties are those held for long-term investment predominantly in the Greater Washington, DC/Baltimore region, excluding Strategic Tenant Niche Properties. As of June 30, 2015, COPT’s core portfolio of 172 office properties encompassed 17.4 million square feet and was 92.8% leased. As of the same date, COPT also owned one wholesale data center which upon completion is expected to have a critical load of 19.25 megawatts; this data center had 12.50 megawatts in operations, of which 11.06 were leased, and 6.75 megawatts under development that were 100% leased.
Corporate Strategy: COPT’s customer strategy focuses on serving the specialized requirements of United States Government agencies and their contractors, most of whom are engaged in national security and information technology related activities. These tenants’ missions generally pertain more to knowledge-based activities (such as cyber security, research and development and other highly technical defense and security areas) than to force structure (troops) and weapon system production. In order to support this customer strategy, COPT focuses on owning properties located near defense installations and other knowledge-based government demand drivers. COPT also focuses on owning properties in targeted markets or submarkets in the Greater Washington, DC/Baltimore region with strong growth attributes.
|
| |
Management: | Investor Relations: |
Roger A. Waesche, Jr., President & CEO | Stephanie M. Krewson-Kelly, VP of IR |
Stephen E. Budorick, EVP & COO | 443-285-5453, stephanie.kelly@copt.com |
Wayne H. Lingafelter, EVP, Development & Construction | Michelle Layne, Manager of IR |
Anthony Mifsud, EVP & CFO | 443-285-5452, michelle.layne@copt.com |
Corporate Credit Rating: BBB- (Fitch), Baa3 (Moody’s), and BBB- (S&P); All Stable Outlook
Disclosure Statement: This supplemental package contains forward-looking statements within the meaning of the Federal securities laws. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” or other comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations, estimates and projections reflected in such forward-looking statements are based on reasonable assumptions at the time made, we can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements. Important factors that may affect these expectations, estimates and projections include, but are not limited to: general economic and business conditions, which will, among other things, affect office property and data center demand and rents, tenant creditworthiness, interest rates, financing availability and property values; adverse changes in the real estate markets, including, among other things, increased competition with other companies; governmental actions and initiatives, including risks associated with the impact of a prolonged government shutdown or budgetary reductions or impasses, such as a reduction in rental revenues, non-renewal of leases and/or a curtailment of demand for additional space by our strategic customers; our ability to borrow on favorable terms; risks of real estate acquisition and development activities, including, among other things, risks that development projects may not be completed on schedule, that tenants may not take occupancy or pay rent or that development or operating costs may be greater than anticipated; risks of investing through joint venture structures, including risks that our joint venture partners may not fulfill their financial obligations as investors or may take actions that are inconsistent with our objectives; changes in our plans for properties or views of market economic conditions or failure to obtain development rights, either of which could result in recognition of impairment losses; our ability to satisfy and operate effectively under Federal income tax rules relating to real estate investment trusts and partnerships; the dilutive effects of issuing additional common shares; our ability to achieve projected results; and environmental requirements. We undertake no obligation to update or supplement any forward-looking statements. For further information, please refer to our filings with the Securities and Exchange Commission, particularly the section entitled “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2014.
Corporate Office Properties Trust
Equity Research Coverage
|
| | | | | | |
|
Firm | | Senior Analyst | | Phone | | Email |
| | | | | | |
Bank of America Merrill Lynch | | Jamie Feldman | | 646-855-5808 | | james.feldman@baml.com |
Capital One Securities | | Chris Lucas | | 571-633-8151 | | christopher.lucas@capitalone.com |
Citigroup Global Markets | | Emmanuel Korchman | | 212-816-1382 | | emmanuel.korchman@citi.com |
Cowen and Company | | Tom Catherwood | | 646-562-1382 | | tom.catherwood@cowen.com |
Credit Suisse | | Ian Weissman | | 917-846-3831 | | ian.weissman@credit-suisse.com |
Evercore ISI | | Steve Sakwa | | 212-446-9462 | | steve.sakwa@evercoreisi.com |
Green Street Advisors | | John Bejjani | | 949-640-8780 | | jbejjani@greenstreetadvisors.com |
Jefferies & Co. | | Jonathan Petersen | | 212-284-1705 | | jpetersen@jefferies.com |
JP Morgan | | Tony Paolone | | 212-622-6682 | | anthony.paolone@jpmorgan.com |
KeyBanc Capital Markets | | Craig Mailman | | 917-368-2316 | | cmailman@key.com |
Mizuho Securities USA Inc. | | Richard Anderson | | 212-205-8445 | | richard.anderson@us.mizuho-sc.com |
Raymond James | | Bill Crow | | 727-567-2594 | | bill.crow@raymondjames.com |
RBC Capital Markets | | Michael Carroll | | 440-715-2649 | | michael.carroll@rbccm.com |
Robert W. Baird & Co., Inc. | | Dave Rodgers | | 216-737-7341 | | drodgers@rwbaird.com |
Stifel, Nicolaus & Company, Inc. | | John Guinee | | 443-224-1307 | | jwguinee@stifel.com |
SunTrust Robinson Humphrey, Inc. | | Michael Lewis | | 212-319-5659 | | michael.lewis@suntrust.com |
Wells Fargo Securities | | Brendan Maiorana | | 443-263-6516 | | brendan.maiorana@wachovia.com |
With the exception of Green Street Advisors, the above-listed firms are those whose analysts publish research material on the Company and whose estimates of our FFO per share can be tracked through Thomson’s First Call Corporation. Any opinions, estimates, or forecasts the above analysts make regarding COPT’s future performance are their own and do not represent the views, estimates, or forecasts of COPT’s management.
Corporate Office Properties Trust
Selected Financial Summary Data
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | Three Months Ended | | Six Months Ended |
SUMMARY OF RESULTS | | 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Same Office Property NOI | | $ | 68,237 |
| | $ | 65,279 |
| | $ | 69,715 |
| | $ | 68,649 |
| | $ | 67,858 |
| | $ | 133,516 |
| | $ | 134,479 |
|
NOI from real estate operations | | $ | 81,788 |
| | $ | 72,024 |
| | $ | 77,301 |
| | $ | 75,359 |
| | $ | 72,108 |
| | $ | 153,812 |
| | $ | 147,252 |
|
Adjusted EBITDA | | $ | 73,820 |
| | $ | 65,355 |
| | $ | 70,414 |
| | $ | 69,122 |
| | $ | 65,800 |
| | $ | 139,175 |
| | $ | 136,511 |
|
Net income attributable to COPT common shareholders | | $ | 12,228 |
| | $ | 9,803 |
| | $ | 1,352 |
| | $ | 19,167 |
| | $ | 1,777 |
| | $ | 22,031 |
| | $ | 2,028 |
|
FFO - per NAREIT | | $ | 52,257 |
| | $ | 46,567 |
| | $ | 37,345 |
| | $ | 49,655 |
| | $ | 41,273 |
| | $ | 98,824 |
| | $ | 90,545 |
|
FFO - as adjusted for comparability | | $ | 55,789 |
| | $ | 48,076 |
| | $ | 50,957 |
| | $ | 48,151 |
| | $ | 47,034 |
| | $ | 103,865 |
| | $ | 96,329 |
|
Basic and diluted FFO available to common share and common unit holders | | $ | 47,265 |
| | $ | 41,997 |
| | $ | 32,638 |
| | $ | 44,916 |
| | $ | 34,091 |
| | $ | 89,262 |
| | $ | 77,742 |
|
Diluted FFO available to common share and common unit holders, as adjusted for comparability | | $ | 50,783 |
| | $ | 43,499 |
| | $ | 46,191 |
| | $ | 43,419 |
| | $ | 39,826 |
| | $ | 94,282 |
| | $ | 83,500 |
|
Diluted AFFO avail. to common share and common unit holders | | $ | 40,812 |
| | $ | 37,724 |
| | $ | 40,136 |
| | $ | 28,977 |
| | $ | 27,561 |
| | $ | 78,536 |
| | $ | 64,068 |
|
Per share - diluted: | | |
| | |
| | |
| | |
| | |
| | |
| | |
EPS | | $ | 0.13 |
| | $ | 0.10 |
| | $ | 0.01 |
| | $ | 0.22 |
| | $ | 0.02 |
| | $ | 0.23 |
| | $ | 0.02 |
|
FFO - NAREIT | | $ | 0.48 |
| | $ | 0.43 |
| | $ | 0.34 |
| | $ | 0.49 |
| | $ | 0.37 |
| | $ | 0.92 |
| | $ | 0.85 |
|
FFO - as adjusted for comparability | | $ | 0.52 |
| | $ | 0.45 |
| | $ | 0.49 |
| | $ | 0.48 |
| | $ | 0.44 |
| | $ | 0.97 |
| | $ | 0.92 |
|
Dividend per common share | | $ | 0.275 |
| | $ | 0.275 |
| | $ | 0.275 |
| | $ | 0.275 |
| | $ | 0.275 |
| | $ | 0.550 |
| | $ | 0.550 |
|
Payout ratios: | | |
| | |
| | |
| | |
| | |
| | |
| | |
Diluted FFO | | 57.2 | % | | 64.3 | % | | 81.8 | % | | 56.0 | % | | 73.8 | % | | 60.5 | % | | 64.8 | % |
Diluted FFO - as adjusted for comparability | | 53.2 | % | | 62.1 | % | | 57.8 | % | | 58.0 | % | | 63.2 | % | | 57.3 | % | | 60.3 | % |
Diluted AFFO | | 66.2 | % | | 71.6 | % | | 66.5 | % | | 86.9 | % | | 91.3 | % | | 68.8 | % | | 78.6 | % |
Rental revenue operating margin | | 77.5 | % | | 73.3 | % | | 79.0 | % | | 78.3 | % | | 76.4 | % | | 75.5 | % | | 76.5 | % |
CAPITALIZATION | | |
| | |
| | | | |
| | |
| | |
| | |
Total Market Capitalization | | $ | 4,649,916 |
| | $ | 5,093,091 |
| | $ | 4,882,468 |
| | $ | 4,613,107 |
| | $ | 4,853,704 |
| | | | |
Total Equity Market Capitalization | | $ | 2,519,746 |
| | $ | 3,093,469 |
| | $ | 2,962,411 |
| | $ | 2,563,115 |
| | $ | 2,754,361 |
| | | | |
Debt, net | | $ | 2,130,170 |
| | $ | 1,999,622 |
| | $ | 1,920,057 |
| | $ | 2,049,992 |
| | $ | 2,099,343 |
| | | | |
Debt to Total Market Capitalization | | 45.8 | % | | 39.3 | % | | 39.3 | % | | 44.4 | % | | 43.3 | % | | | | |
Debt to Adjusted book | | 41.6 | % | | 40.3 | % | | 39.7 | % | | 42.8 | % | | 43.9 | % | | | | |
Adjusted EBITDA interest coverage ratio | | 4.6 | x | | 4.2 | x | | 4.0 | x | | 3.6 | x | | 3.7 | x | | 4.4 | x | | 3.6 | x |
Adjusted EBITDA debt service coverage ratio | | 4.2 | x | | 3.8 | x | | 3.7 | x | | 3.4 | x | | 3.4 | x | | 4.0 | x | | 3.3 | x |
Adjusted EBITDA fixed charge coverage ratio | | 3.1 | x | | 2.9 | x | | 2.8 | x | | 2.7 | x | | 2.6 | x | | 3.0 | x | | 2.6 | x |
Adjusted debt to in-place adjusted EBITDA ratio | | 6.6 | x | | 7.0 | x | | 6.3 | x | | 6.7 | x | | 7.1 | x | | N/A |
| | N/A |
|
OTHER | | |
| | |
| | |
| | |
| | |
| | |
| | |
Revenue from early termination of leases | | $ | 661 |
| | $ | 603 |
| | $ | 611 |
| | $ | 239 |
| | $ | 72 |
| | $ | 1,264 |
| | $ | 1,184 |
|
Capitalized interest costs | | $ | 1,950 |
| | $ | 2,132 |
| | $ | 1,740 |
| | $ | 1,314 |
| | $ | 1,422 |
| | $ | 4,082 |
| | $ | 3,011 |
|
Corporate Office Properties Trust
Selected Consolidated Portfolio Data (1)
|
| | | | | | | | | | | | | | |
| | | | | | | | | |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 |
| |
| | |
| | |
| | |
| | |
|
# of Operating Office Properties | | | | | | | | | |
Total Portfolio | 179 |
| | 178 |
| | 173 | | 174 |
| | 180 |
|
Core Portfolio | 172 |
| | 178 |
| | 173 | | 174 |
| | 172 |
|
Same Office Properties | 160 |
| | 160 |
| | 160 | | 160 |
| | 160 |
|
| | | | | | | | | |
% Occupied | | | | | | | | | |
Total Portfolio | 92.0 | % | | 91.3 | % | | 90.9 | % | | 91.5 | % | | 89.3 | % |
Core Portfolio | 91.9 | % | | 91.3 | % | | 90.9 | % | | 91.5 | % | | 90.0 | % |
Same Office Properties | 91.2 | % | | 90.7 | % | | 90.8 | % | | 91.9 | % | | 90.6 | % |
| | | | | | | | | |
% Leased | | | | | | | | | |
Total Portfolio | 92.9 | % | | 92.4 | % | | 92.4 | % | | 93.0 | % | | 91.4 | % |
Core Portfolio | 92.8 | % | | 92.4 | % | | 92.4 | % | | 93.0 | % | | 92.2 | % |
Same Office Properties | 92.2 | % | | 91.8 | % | | 92.3 | % | | 93.5 | % | | 92.6 | % |
| | | | | | | | | |
Square Feet of Office Properties (in thousands) | | | | | | | | | |
Total Portfolio | 17,987 |
| | 17,706 |
| | 16,790 |
| | 16,863 |
| | 16,923 |
|
Core Portfolio | 17,403 |
| | 17,706 |
| | 16,790 |
| | 16,863 |
| | 16,620 |
|
Same Office Properties | 15,502 |
| | 15,502 |
| | 15,502 |
| | 15,502 |
| | 15,502 |
|
| | | | | | | | | |
Wholesale Data Center | | | | | | | | | |
Initial Stabilization Critical Load (in megawatts (“MWs”)) | 19.25 |
| | 19.25 |
| | 18 |
| | 18 |
| | 18 |
|
MWs Leased (2) | 17.81 |
| | 17.81 |
| | 6.56 |
| | 6.26 |
| | 6.26 |
|
MWs Operational | 12.50 |
| | 9 |
| | 9 |
| | 9 |
| | 9 |
|
| |
(1) | Amounts reported exclude the effect of properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties. Effective April 1, 2014, all cash flows from such properties belong to the lender. |
| |
(2) | Leased megawatts as of June 30, 2015 included 11.06 in operations, which were leased to tenants with further expansion rights of up to a combined 12.12 megawatts, and 6.75 under development and expected to be in operations later in 2015. |
Corporate Office Properties Trust
Quarterly Consolidated Balance Sheets
(dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 |
Assets | |
| | |
| | |
| | |
| | |
|
Properties, net | |
| | |
| | |
| | |
| | |
|
Operating properties, net | $ | 2,896,809 |
| | $ | 2,888,534 |
| | $ | 2,751,488 |
| | $ | 2,757,207 |
| | $ | 2,724,242 |
|
Construction and redevelopment in progress, including land (1) | 192,815 |
| | 161,637 |
| | 222,146 |
| | 167,618 |
| | 168,996 |
|
Land held (1) | 329,176 |
| | 327,981 |
| | 323,280 |
| | 346,331 |
| | 361,004 |
|
Total properties, net | 3,418,800 |
| | 3,378,152 |
| | 3,296,914 |
| | 3,271,156 |
| | 3,254,242 |
|
Assets held for sale | 77,013 |
| | — |
| | 14,339 |
| | — |
| | 22,868 |
|
Cash and cash equivalents | 37,074 |
| | 4,429 |
| | 6,077 |
| | 40,018 |
| | 76,216 |
|
Restricted cash and marketable securities | 10,121 |
| | 11,445 |
| | 9,069 |
| | 14,371 |
| | 11,689 |
|
Accounts receivable, net | 16,181 |
| | 33,753 |
| | 26,901 |
| | 20,180 |
| | 30,911 |
|
Deferred rent receivable, net | 101,488 |
| | 98,340 |
| | 95,910 |
| | 95,405 |
| | 93,270 |
|
Intangible assets on real estate acquisitions, net | 81,728 |
| | 61,477 |
| | 43,854 |
| | 48,300 |
| | 51,645 |
|
Deferred leasing and financing costs, net | 67,613 |
| | 65,245 |
| | 64,797 |
| | 65,009 |
| | 65,251 |
|
Investing receivables | 45,766 |
| | 52,814 |
| | 52,147 |
| | 50,886 |
| | 56,549 |
|
Prepaid expenses and other assets | 55,137 |
| | 71,500 |
| | 60,249 |
| | 74,863 |
| | 46,859 |
|
Total assets | $ | 3,910,921 |
| | $ | 3,777,155 |
| | $ | 3,670,257 |
| | $ | 3,680,188 |
| | $ | 3,709,500 |
|
Liabilities and equity | |
| | |
| | |
| | |
| | |
|
Liabilities: | |
| | |
| | |
| | |
| | |
|
Debt, net | $ | 2,130,170 |
| | $ | 1,999,622 |
| | $ | 1,920,057 |
| | $ | 2,049,992 |
| | $ | 2,099,343 |
|
Accounts payable and accrued expenses | 155,989 |
| | 138,214 |
| | 123,035 |
| | 123,893 |
| | 105,205 |
|
Rents received in advance and security deposits | 27,371 |
| | 31,551 |
| | 31,011 |
| | 33,075 |
| | 27,520 |
|
Dividends and distributions payable | 30,178 |
| | 30,174 |
| | 29,862 |
| | 28,344 |
| | 28,342 |
|
Deferred revenue associated with operating leases | 15,179 |
| | 14,697 |
| | 13,031 |
| | 13,420 |
| | 12,355 |
|
Interest rate derivatives | 3,121 |
| | 4,282 |
| | 1,855 |
| | 2,236 |
| | 3,236 |
|
Other liabilities | 11,866 |
| | 9,990 |
| | 12,105 |
| | 13,288 |
| | 14,818 |
|
Total liabilities | 2,373,874 |
| | 2,228,530 |
| | 2,130,956 |
| | 2,264,248 |
| | 2,290,819 |
|
Redeemable noncontrolling interest | 19,414 |
| | 18,895 |
| | 18,417 |
| | 18,436 |
| | 18,901 |
|
Equity: | |
| | |
| | |
| | | | |
COPT’s shareholders’ equity: | |
| | |
| | |
| | | | |
Preferred shares at liquidation preference | 199,083 |
| | 199,083 |
| | 199,083 |
| | 199,083 |
| | 199,083 |
|
Common shares | 946 |
| | 945 |
| | 933 |
| | 877 |
| | 877 |
|
Additional paid-in capital | 2,000,775 |
| | 1,999,708 |
| | 1,969,968 |
| | 1,822,283 |
| | 1,819,436 |
|
Cumulative distributions in excess of net income | (747,234 | ) | | (733,459 | ) | | (717,264 | ) | | (692,978 | ) | | (688,033 | ) |
Accumulated other comprehensive (loss) income | (3,141 | ) | | (3,947 | ) | | (1,297 | ) | | 871 |
| | (761 | ) |
Total COPT’s shareholders’ equity | 1,450,429 |
| | 1,462,330 |
| | 1,451,423 |
| | 1,330,136 |
| | 1,330,602 |
|
Noncontrolling interests in subsidiaries | |
| | |
| | |
| | |
| | |
|
Common units in the Operating Partnership | 48,707 |
| | 49,168 |
| | 51,534 |
| | 49,781 |
| | 50,323 |
|
Preferred units in the Operating Partnership | 8,800 |
| | 8,800 |
| | 8,800 |
| | 8,800 |
| | 8,800 |
|
Other consolidated entities | 9,697 |
| | 9,432 |
| | 9,127 |
| | 8,787 |
| | 10,055 |
|
Total noncontrolling interests in subsidiaries | 67,204 |
| | 67,400 |
| | 69,461 |
| | 67,368 |
| | 69,178 |
|
Total equity | 1,517,633 |
| | 1,529,730 |
| | 1,520,884 |
| | 1,397,504 |
| | 1,399,780 |
|
Total liabilities, redeemable noncontrolling interest and equity | $ | 3,910,921 |
| | $ | 3,777,155 |
| | $ | 3,670,257 |
| | $ | 3,680,188 |
| | $ | 3,709,500 |
|
(1) Please refer to pages 22-25 for detail. | | | | | | | | | |
Corporate Office Properties Trust
Consolidated Statements of Operations
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Revenues | |
| | |
| | |
| | |
| | |
| | | | |
Rental revenue | $ | 105,508 |
| | $ | 98,238 |
| | $ | 97,822 |
| | $ | 96,207 |
| | $ | 94,332 |
| | $ | 203,746 |
| | $ | 192,367 |
|
Tenant recoveries and other real estate operations revenue | 22,683 |
| | 24,472 |
| | 22,791 |
| | 22,069 |
| | 21,627 |
| | 47,155 |
| | 48,469 |
|
Construction contract and other service revenues | 42,172 |
| | 38,324 |
| | 26,358 |
| | 34,739 |
| | 23,861 |
| | 80,496 |
| | 45,651 |
|
Total revenues | 170,363 |
| | 161,034 |
| | 146,971 |
| | 153,015 |
| | 139,820 |
| | 331,397 |
| | 286,487 |
|
Expenses | |
| | |
| | |
| | |
| | |
| | | | |
Property operating expenses | 46,418 |
| | 50,681 |
| | 43,334 |
| | 43,056 |
| | 43,772 |
| | 97,099 |
| | 93,544 |
|
Depreciation and amortization associated with real estate operations | 33,786 |
| | 31,599 |
| | 31,358 |
| | 30,237 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Construction contract and other service expenses | 41,293 |
| | 37,498 |
| | 24,705 |
| | 33,593 |
| | 23,136 |
| | 78,791 |
| | 41,760 |
|
Impairment losses | 1,238 |
| | — |
| | 48 |
| | 66 |
| | 1,302 |
| | 1,238 |
| | 1,302 |
|
General and administrative expenses | 5,884 |
| | 6,250 |
| | 7,206 |
| | 5,662 |
| | 5,815 |
| | 12,134 |
| | 11,973 |
|
Leasing expenses | 1,650 |
| | 1,641 |
| | 1,706 |
| | 1,549 |
| | 1,713 |
| | 3,291 |
| | 3,698 |
|
Business development expenses and land carry costs | 2,623 |
| | 2,790 |
| | 1,466 |
| | 1,430 |
| | 1,351 |
| | 5,413 |
| | 2,677 |
|
Total operating expenses | 132,892 |
| | 130,459 |
| | 109,823 |
| | 115,593 |
| | 107,984 |
| | 263,351 |
| | 229,445 |
|
Operating income | 37,471 |
| | 30,575 |
| | 37,148 |
| | 37,422 |
| | 31,836 |
| | 68,046 |
| | 57,042 |
|
Interest expense | (21,768 | ) | | (20,838 | ) | | (23,286 | ) | | (24,802 | ) | | (23,478 | ) | | (42,606 | ) | | (44,305 | ) |
Interest and other income | 1,242 |
| | 1,283 |
| | 1,148 |
| | 1,191 |
| | 1,299 |
| | 2,525 |
| | 2,584 |
|
Loss on early extinguishment of debt | (65 | ) | | (3 | ) | | (9,106 | ) | | (176 | ) | | (270 | ) | | (68 | ) | | (270 | ) |
Income from continuing operations before equity in income (loss) of unconsolidated entities and income taxes | 16,880 |
| | 11,017 |
| | 5,904 |
| | 13,635 |
| | 9,387 |
| | 27,897 |
| | 15,051 |
|
Equity in income (loss) of unconsolidated entities | 9 |
| | 25 |
| | 23 |
| | 193 |
| | (47 | ) | | 34 |
| | 13 |
|
Income tax expense | (50 | ) | | (55 | ) | | (53 | ) | | (101 | ) | | (92 | ) | | (105 | ) | | (156 | ) |
Income from continuing operations | 16,839 |
| | 10,987 |
| | 5,874 |
| | 13,727 |
| | 9,248 |
| | 27,826 |
| | 14,908 |
|
Discontinued operations | 394 |
| | (238 | ) | | 22 |
| | 191 |
| | (198 | ) | | 156 |
| | (187 | ) |
Income before gain on sales of real estate | 17,233 |
| | 10,749 |
| | 5,896 |
| | 13,918 |
| | 9,050 |
| | 27,982 |
| | 14,721 |
|
Gain on sales of real estate | (1 | ) | | 3,986 |
| | 41 |
| | 10,630 |
| | — |
| | 3,985 |
| | — |
|
Net income | 17,232 |
| | 14,735 |
| | 5,937 |
| | 24,548 |
| | 9,050 |
| | 31,967 |
| | 14,721 |
|
Net income attributable to noncontrolling interests | |
| | |
| | |
| | |
| | |
| | | | |
Common units in the Operating Partnership | (476 | ) | | (398 | ) | | (64 | ) | | (768 | ) | | (158 | ) | | (874 | ) | | (174 | ) |
Preferred units in the Operating Partnership | (165 | ) | | (165 | ) | | (165 | ) | | (165 | ) | | (165 | ) | | (330 | ) | | (330 | ) |
Other consolidated entities | (810 | ) | | (817 | ) | | (804 | ) | | (895 | ) | | (837 | ) | | (1,627 | ) | | (1,586 | ) |
Net income attributable to COPT | 15,781 |
| | 13,355 |
| | 4,904 |
| | 22,720 |
| | 7,890 |
| | 29,136 |
| | 12,631 |
|
Preferred share dividends | (3,553 | ) | | (3,552 | ) | | (3,552 | ) | | (3,553 | ) | | (4,344 | ) | | (7,105 | ) | | (8,834 | ) |
Issuance costs associated with redeemed preferred shares | — |
| | — |
| | — |
| | — |
| | (1,769 | ) | | — |
| | (1,769 | ) |
Net income attributable to COPT common shareholders | $ | 12,228 |
| | $ | 9,803 |
| | $ | 1,352 |
| | $ | 19,167 |
| | $ | 1,777 |
| | $ | 22,031 |
| | $ | 2,028 |
|
| | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Corporate Office Properties Trust Consolidated Statements of Operations (continued) (in thousands, except per share data) |
| | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
For diluted EPS computations: | |
| | |
| | |
| | |
| | |
| | | | |
Numerator for diluted EPS | |
| | |
| | |
| | |
| | |
| | | | |
Net income attributable to common shareholders | $ | 12,228 |
| | $ | 9,803 |
| | $ | 1,352 |
| | $ | 19,167 |
| | $ | 1,777 |
| | $ | 22,031 |
| | $ | 2,028 |
|
Amount allocable to share-based compensation awards | (113 | ) | | (122 | ) | | (100 | ) | | (103 | ) | | (108 | ) | | (235 | ) | | (229 | ) |
Numerator for diluted EPS | $ | 12,115 |
| | $ | 9,681 |
| | $ | 1,252 |
| | $ | 19,064 |
| | $ | 1,669 |
| | $ | 21,796 |
| | $ | 1,799 |
|
Denominator: | |
| | |
| | |
| | |
| | |
| | | | |
Weighted average common shares - basic | 94,128 |
| | 93,199 |
| | 90,752 |
| | 87,290 |
| | 87,214 |
| | 93,666 |
| | 87,148 |
|
Dilutive effect of share-based compensation awards | 35 |
| | 198 |
| | 196 |
| | 195 |
| | 201 |
| | 114 |
| | 156 |
|
Weighted average common shares - diluted | 94,163 |
| | 93,397 |
| | 90,948 |
| | 87,485 |
| | 87,415 |
| | 93,780 |
| | 87,304 |
|
Diluted EPS | $ | 0.13 |
| | $ | 0.10 |
| | $ | 0.01 |
| | $ | 0.22 |
| | $ | 0.02 |
| | $ | 0.23 |
| | $ | 0.02 |
|
Corporate Office Properties Trust
Consolidated Statements of FFO
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
NOI from real estate operations (1) (2) | |
| | |
| | |
| | |
| | |
| | | | |
Real estate revenues | $ | 128,195 |
| | $ | 122,710 |
| | $ | 120,611 |
| | $ | 118,240 |
| | $ | 115,964 |
| | $ | 250,905 |
| | $ | 240,860 |
|
Real estate property operating expenses | (46,407 | ) | | (50,686 | ) | | (43,310 | ) | | (42,881 | ) | | (43,856 | ) | | (97,093 | ) | | (93,608 | ) |
NOI from real estate operations | 81,788 |
| | 72,024 |
| | 77,301 |
| | 75,359 |
| | 72,108 |
| | 153,812 |
| | 147,252 |
|
General and administrative expenses | (5,884 | ) | | (6,250 | ) | | (7,206 | ) | | (5,662 | ) | | (5,815 | ) | | (12,134 | ) | | (11,973 | ) |
Leasing expenses (2) | (1,650 | ) | | (1,641 | ) | | (1,706 | ) | | (1,549 | ) | | (1,713 | ) | | (3,291 | ) | | (3,698 | ) |
Business development expenses and land carry costs (2) | (2,623 | ) | | (2,790 | ) | | (1,466 | ) | | (1,430 | ) | | (1,351 | ) | | (5,413 | ) | | (2,677 | ) |
NOI from construction contracts and other service operations | 879 |
| | 826 |
| | 1,653 |
| | 1,146 |
| | 725 |
| | 1,705 |
| | 3,891 |
|
Impairment losses on non-operating properties | — |
| | — |
| | — |
| | (49 | ) | | — |
| | — |
| | — |
|
Equity in income (loss) of unconsolidated entities | 9 |
| | 25 |
| | 23 |
| | 193 |
| | (47 | ) | | 34 |
| | 13 |
|
Interest and other income | 1,242 |
| | 1,283 |
| | 1,148 |
| | 1,191 |
| | 1,299 |
| | 2,525 |
| | 2,584 |
|
Gain (loss) on early extinguishment of debt (2) | 315 |
| | (3 | ) | | (9,106 | ) | | (176 | ) | | (363 | ) | | 312 |
| | (386 | ) |
Gain on sales of non-operating properties | (1 | ) | | 3,986 |
| | 43 |
| | 5,535 |
| | — |
| | 3,985 |
| | — |
|
Total interest expense (2) | (21,768 | ) | | (20,838 | ) | | (23,286 | ) | | (24,802 | ) | | (23,478 | ) | | (42,606 | ) | | (44,305 | ) |
Income tax expense | (50 | ) | | (55 | ) | | (53 | ) | | (101 | ) | | (92 | ) | | (105 | ) | | (156 | ) |
FFO - per NAREIT (1) | 52,257 |
| | 46,567 |
| | 37,345 |
| | 49,655 |
| | 41,273 |
| | 98,824 |
| | 90,545 |
|
Preferred share dividends | (3,553 | ) | | (3,552 | ) | | (3,552 | ) | | (3,553 | ) | | (4,344 | ) | | (7,105 | ) | | (8,834 | ) |
Issuance costs associated with redeemed preferred shares | — |
| | — |
| | — |
| | — |
| | (1,769 | ) | | — |
| | (1,769 | ) |
Noncontrolling interests - preferred units in the Operating Partnership | (165 | ) | | (165 | ) | | (165 | ) | | (165 | ) | | (165 | ) | | (330 | ) | | (330 | ) |
FFO allocable to other noncontrolling interests | (1,072 | ) | | (670 | ) | | (867 | ) | | (830 | ) | | (758 | ) | | (1,742 | ) | | (1,519 | ) |
Basic and diluted FFO allocable to restricted shares | (202 | ) | | (183 | ) | | (123 | ) | | (191 | ) | | (146 | ) | | (385 | ) | | (351 | ) |
Basic and diluted FFO available to common share and common unit holders (1) | 47,265 |
| | 41,997 |
| | 32,638 |
| | 44,916 |
| | 34,091 |
| | 89,262 |
| | 77,742 |
|
Operating property acquisition costs | 361 |
| | 1,046 |
| | — |
| | — |
| | — |
| | 1,407 |
| | — |
|
Gain on sales of non-operating properties, net of associated income tax | 1 |
| | (3,986 | ) | | (43 | ) | | (5,535 | ) | | — |
| | (3,985 | ) | | — |
|
Impairment losses on non-operating properties, net of associated income tax | — |
| | — |
| | — |
| | 49 |
| | — |
| | — |
| | — |
|
(Gain) loss on early extinguishment of debt (2) | (315 | ) | | 3 |
| | 9,106 |
| | 176 |
| | 363 |
| | (312 | ) | | 386 |
|
Issuance costs associated with redeemed preferred shares | — |
| | — |
| | — |
| | — |
| | 1,769 |
| | — |
| | 1,769 |
|
Add: Negative FFO of properties to be conveyed to extinguish debt in default (3) | 3,419 |
| | 4,271 |
| | 3,493 |
| | 3,806 |
| | 3,629 |
| | 7,690 |
| | 3,629 |
|
Demolition costs on redevelopment properties | 66 |
| | 175 |
| | — |
| | — |
| | — |
| | 241 |
| | — |
|
Executive transition costs | — |
| | — |
| | 1,056 |
| | — |
| | — |
| | — |
| | — |
|
Diluted FFO comparability adjustments allocable to restricted shares | (14 | ) | | (7 | ) | | (59 | ) | | 7 |
| | (26 | ) | | (21 | ) | | (26 | ) |
Diluted FFO available to common share and common unit holders, as adjusted for comparability (1) | $ | 50,783 |
| | $ | 43,499 |
| | $ | 46,191 |
| | $ | 43,419 |
| | $ | 39,826 |
| | $ | 94,282 |
| | $ | 83,500 |
|
(1) Please refer to the section entitled “Definitions” for a definition of this measure. | | | | | | | | | | | | |
(2) Includes continuing and discontinued operations. | | | | | | | | | | | | | |
(3) Interest expense exceeded NOI from these properties by the amounts in the statement. | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
Corporate Office Properties Trust Consolidated Statements of FFO (continued) (in thousands, except per share data) | | | | |
| | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Net income | $ | 17,232 |
| | $ | 14,735 |
| | $ | 5,937 |
| | $ | 24,548 |
| | $ | 9,050 |
| | $ | 31,967 |
| | $ | 14,721 |
|
Real estate-related depreciation and amortization | 33,786 |
| | 31,599 |
| | 31,358 |
| | 30,237 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Impairment losses (recoveries) on previously depreciated operating properties (1)(2) | 1,239 |
| | 233 |
| | 48 |
| | (7 | ) | | 1,328 |
| | 1,472 |
| | 1,329 |
|
Gain on sales of previously depreciated operating properties (2) | — |
| | — |
| | 2 |
| | (5,123 | ) | | — |
| | — |
| | 4 |
|
FFO - per NAREIT (3) | 52,257 |
| | 46,567 |
| | 37,345 |
| | 49,655 |
| | 41,273 |
| | 98,824 |
| | 90,545 |
|
Operating property acquisition costs | 361 |
| | 1,046 |
| | — |
| | — |
| | — |
| | 1,407 |
| | — |
|
Gain on sales of non-operating properties, net of associated income tax | 1 |
| | (3,986 | ) | | (43 | ) | | (5,535 | ) | | — |
| | (3,985 | ) | | — |
|
Impairment losses on non-operating properties, net of associated income tax | — |
| | — |
| | — |
| | 49 |
| | — |
| | — |
| | — |
|
(Gain) loss on early extinguishment of debt (2) | (315 | ) | | 3 |
| | 9,106 |
| | 176 |
| | 363 |
| | (312 | ) | | 386 |
|
Issuance costs associated with redeemed preferred shares | — |
| | — |
| | — |
| | — |
| | 1,769 |
| | — |
| | 1,769 |
|
Add: Negative FFO of properties to be conveyed to extinguish debt in default | 3,419 |
| | 4,271 |
| | 3,493 |
| | 3,806 |
| | 3,629 |
| | 7,690 |
| | 3,629 |
|
Demolition costs on redevelopment properties | 66 |
| | 175 |
| | — |
| | — |
| | — |
| | 241 |
| | — |
|
Executive transition costs | — |
| | — |
| | 1,056 |
| | — |
| | — |
| | — |
| | — |
|
FFO - as adjusted for comparability (3) | $ | 55,789 |
| | $ | 48,076 |
| | $ | 50,957 |
| | $ | 48,151 |
| | $ | 47,034 |
| | $ | 103,865 |
| | $ | 96,329 |
|
| | | | | | | | | | | | | |
Weighted Average Shares for period ended: | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Common Shares Outstanding | 94,128 |
| | 93,199 |
| | 90,752 |
| | 87,290 |
| | 87,214 |
| | 93,666 |
| | 87,148 |
|
Dilutive effect of share-based compensation awards | 35 |
| | 198 |
| | 196 |
| | 195 |
| | 201 |
| | 114 |
| | 156 |
|
Common Units | 3,680 |
| | 3,732 |
| | 3,846 |
| | 3,876 |
| | 3,912 |
| | 3,706 |
| | 3,934 |
|
Denominator for FFO per share - diluted | 97,843 |
| | 97,129 |
| | 94,794 |
| | 91,361 |
| | 91,327 |
| | 97,486 |
| | 91,238 |
|
Weighted average common units | (3,680 | ) | | (3,732 | ) | | (3,846 | ) | | (3,876 | ) | | (3,912 | ) | | (3,706 | ) | | (3,934 | ) |
Denominator for diluted EPS | 94,163 |
| | 93,397 |
| | 90,948 |
| | 87,485 |
| | 87,415 |
| | 93,780 |
| | 87,304 |
|
| | | | | | | | | | | | | |
(1) Please see reconciliations on pages 31 through 33. | | | | | | | | | | | | | |
(2) Includes continuing and discontinued operations. | | | | | | | | | | | | | |
(3) Please refer to the section entitled “Definitions” for a definition of this measure. | | | | | | | | | | |
Corporate Office Properties Trust
Consolidated Reconciliations of AFFO
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Diluted FFO available to common share and common unit holders, as adjusted for comparability | $ | 50,783 |
| | $ | 43,499 |
| | $ | 46,191 |
| | $ | 43,419 |
| | $ | 39,826 |
| | $ | 94,282 |
| | $ | 83,500 |
|
Straight line rent adjustments (1) | (3,788 | ) | | (1,271 | ) | | (379 | ) | | (456 | ) | | (1,745 | ) | | (5,059 | ) | | (985 | ) |
Straight line rent adjustments on properties to be conveyed to extinguish debt in default | (24 | ) | | (72 | ) | | (47 | ) | | (96 | ) | | 1 |
| | (96 | ) | | 1 |
|
Amortization of intangibles included in NOI | 478 |
| | 111 |
| | 208 |
| | 206 |
| | 224 |
| | 589 |
| | 441 |
|
Share-based compensation, net of amounts capitalized | 1,658 |
| | 1,552 |
| | 1,504 |
| | 1,507 |
| | 1,501 |
| | 3,210 |
| | 3,056 |
|
Amortization of deferred financing costs | 1,146 |
| | 990 |
| | 1,020 |
| | 1,357 |
| | 1,122 |
| | 2,136 |
| | 2,289 |
|
Amortization of deferred financing costs on debt in default to be extinguished via conveyance of properties | — |
| | — |
| | — |
| | (306 | ) | | (27 | ) | | — |
| | (27 | ) |
Amortization of net debt discounts, net of amounts capitalized | 264 |
| | 264 |
| | 261 |
| | 259 |
| | 229 |
| | 528 |
| | 400 |
|
Amortization of settled debt hedges | — |
| | — |
| | 11 |
| | 16 |
| | 15 |
| | — |
| | 30 |
|
Recurring capital expenditures on properties to be held | (9,705 | ) | | (7,349 | ) | | (8,633 | ) | | (16,929 | ) | | (13,585 | ) | | (17,054 | ) | | (24,637 | ) |
Diluted AFFO available to common share and common unit holders (“diluted AFFO”) | $ | 40,812 |
| | $ | 37,724 |
| | $ | 40,136 |
| | $ | 28,977 |
| | $ | 27,561 |
| | $ | 78,536 |
| | $ | 64,068 |
|
Recurring capital expenditures | |
| | |
| | |
| | |
| | |
| | | | |
Tenant improvements and incentives on operating properties | $ | 6,644 |
| | $ | 4,390 |
| | $ | 7,239 |
| | $ | 11,581 |
| | $ | 4,512 |
| | $ | 11,034 |
| | $ | 10,831 |
|
Building improvements on operating properties | 4,445 |
| | 3,203 |
| | 4,974 |
| | 8,119 |
| | 6,357 |
| | 7,648 |
| | 10,339 |
|
Leasing costs for operating properties | 1,485 |
| | 954 |
| | 1,341 |
| | 2,877 |
| | 2,790 |
| | 2,439 |
| | 4,318 |
|
Less: Nonrecurring tenant improvements and incentives on operating properties | (986 | ) | | (264 | ) | | (1,747 | ) | | (1,454 | ) | | 483 |
| | (1,250 | ) | | 467 |
|
Less: Nonrecurring building improvements on operating properties | (1,200 | ) | | (875 | ) | | (3,012 | ) | | (4,182 | ) | | (519 | ) | | (2,075 | ) | | (1,087 | ) |
Less: Nonrecurring leasing costs for operating properties | (683 | ) | | (59 | ) | | (162 | ) | | (12 | ) | | (38 | ) | | (742 | ) | | (231 | ) |
Recurring capital expenditures | $ | 9,705 |
| | $ | 7,349 |
| | $ | 8,633 |
| | $ | 16,929 |
| | $ | 13,585 |
| | $ | 17,054 |
| | $ | 24,637 |
|
| | | | | | | | | | | | | |
(1) Includes COPT’s pro rata share of straight line rent adjustments from properties held through joint ventures. | | | | |
Corporate Office Properties Trust
Consolidated Office Properties by Region - June 30, 2015
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Operational Properties (1) | | Construction/Redevelopment (2) |
Property Region and Business Park/Submarket | | # of Properties | | Operational Square Feet | | Occupancy % | | Leased % | | # of Properties | | Construction/Redevelopment Square Feet | | Operational Square Feet (1) | | Total Square Feet |
Baltimore/Washington Corridor: | | |
| | |
| | |
| | |
| | |
| | |
| | | | |
National Business Park | | 29 |
| | 3,485,071 |
| | 96.8 | % | | 97.0 | % | | 1 |
| | 191,464 |
| | — |
| | 191,464 |
|
Columbia Gateway | | 26 |
| | 2,119,064 |
| | 92.3 | % | | 93.7 | % | | 2 |
| | 73,931 |
| | — |
| | 73,931 |
|
Airport Square/bwtech | | 14 |
| | 1,089,752 |
| | 87.9 | % | | 89.1 | % | | 2 |
| | 67,450 |
| | — |
| | 67,450 |
|
Commons/Parkway | | 10 |
| | 431,246 |
| | 91.1 | % | | 93.1 | % | | — |
| | — |
| | — |
| | — |
|
Other | | 11 |
| | 1,120,004 |
| | 99.0 | % | | 99.8 | % | | 1 |
| | 119,980 |
| | — |
| | 119,980 |
|
Subtotal | | 90 |
| | 8,245,137 |
| | 94.5 | % | | 95.3 | % | | 6 |
| | 452,825 |
| | — |
| | 452,825 |
|
Northern Virginia: | | |
| | |
| | |
| | |
| | |
| | |
| | | | |
Westfields Corporate Center (3) | | 7 |
| | 769,035 |
| | 78.6 | % | | 78.6 | % | | — |
| | — |
| | — |
| | — |
|
Patriot Ridge | | 1 |
| | 239,272 |
| | 51.3 | % | | 51.3 | % | | — |
| | — |
| | — |
| | — |
|
Herndon, Tysons Corner and Merrifield | | 10 |
| | 1,938,561 |
| | 94.0 | % | | 96.4 | % | | — |
| | — |
| | — |
| | — |
|
Other | | 5 |
| | 823,731 |
| | 100.0 | % | | 100.0 | % | | 4 |
| | 701,030 |
| | — |
| | 701,030 |
|
Subtotal (3) | | 23 |
| | 3,770,599 |
| | 89.5 | % | | 90.7 | % | | 4 |
| | 701,030 |
| | — |
| | 701,030 |
|
San Antonio, Texas | | |
| | |
| | |
| | |
| | |
| | |
| | | | |
Sentry Gateway | | 7 |
| | 953,015 |
| | 100.0 | % | | 100.0 | % | | — |
| | — |
| | — |
| | — |
|
Other | | 2 |
| | 120,054 |
| | 73.8 | % | | 73.8 | % | | — |
| | — |
| | — |
| | — |
|
Subtotal | | 9 |
| | 1,073,069 |
| | 97.1 | % | | 97.1 | % | | — |
| | — |
| | — |
| | — |
|
Huntsville | | 6 |
| | 631,850 |
| | 93.9 | % | | 95.7 | % | | — |
| | — |
| |
|
| | — |
|
Washington, DC- Capital Riverfront (Maritime) | | 2 |
| | 360,080 |
| | 70.6 | % | | 72.9 | % | | — |
| | — |
| | — |
| | — |
|
St. Mary’s & King George Counties | | 18 |
| | 872,740 |
| | 80.2 | % | | 81.3 | % | | 1 |
| | 27,122 |
| | — |
| | 27,122 |
|
Greater Baltimore: | | |
| | |
| | |
| | |
| | |
| | |
| | | |
|
|
White Marsh and Rt 83 Corridor | | 20 |
| | 984,186 |
| | 93.5 | % | | 95.1 | % | | — |
| | — |
| | — |
| | — |
|
Downtown Baltimore | | 2 |
| | 844,900 |
| | 97.1 | % | | 97.8 | % | | — |
| | — |
| | — |
| | — |
|
North Gate Business Park | | 3 |
| | 284,907 |
| | 46.7 | % | | 48.2 | % | | — |
| | — |
| | — |
| | — |
|
Subtotal | | 25 |
| | 2,113,993 |
| | 88.6 | % | | 89.9 | % | | — |
| | — |
| | — |
| | — |
|
Greater Philadelphia, Pennsylvania | | 4 |
| | 624,017 |
| | 99.8 | % | | 100.0 | % | | 1 |
| | 30,095 |
| | 110,670 |
| | 140,765 |
|
Other | | 2 |
| | 295,842 |
| | 100.0 | % | | 100.0 | % | | — |
| | — |
| | — |
| | — |
|
Total (3) | | 179 |
| | 17,987,327 |
| | 92.0 | % | | 92.9 | % | | 12 |
| | 1,211,072 |
| | 110,670 |
| | 1,321,742 |
|
| |
(1) | Number of properties includes buildings under construction or redevelopment once those buildings become partially operational. Operational square feet includes square feet in operations for partially operational properties; NOI for this property was $658,000 and cash NOI was ($23,000) for the three months ended 6/30/15. |
| |
(2) | This schedule includes properties under, or contractually committed for, construction or redevelopment as of June 30, 2015. Please refer to pages 23 and 24. |
| |
(3) | Amounts reported exclude the effect of two properties (totaling 665,000 square feet that were 25.4% leased and occupied) serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties. Effective April 1, 2014, all cash flows from such properties belong to the lender. |
Corporate Office Properties Trust
NOI from Real Estate Operations and Occupancy by Property Grouping
(dollars and square feet in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of 6/30/15 | | | | |
| | # of Operating Office Properties | | Office Operational Square Feet | | | | | | Office Property Annualized Rental Revenue (2) | | Percentage of Total Office Annualized Rental Revenue | | NOI from Real Estate Operations for Three Months Ended | | NOI from Real Estate Operations for Six Months Ended |
Property Grouping | | | | % Occupied (1) | | % Leased (1) | | | | 6/30/15 | | 6/30/15 |
Same Office Properties (3) | | 160 |
| | 15,502 |
| | 91.2% | | 92.2% | | $ | 425,748 |
| | 89.6 | % | | $ | 68,237 |
| | $ | 133,516 |
|
Office Properties Placed in Service (4) | | 10 |
| | 1,299 |
| | 97.0% | | 97.5% | | 31,452 |
| | 6.4 | % | | 5,391 |
| | 9,076 |
|
Acquired Office Properties (5) | | 2 |
| | 602 |
| | 97.6% | | 98.5% | | 18,186 |
| | 3.7 | % | | 2,565 |
| | 2,735 |
|
Wholesale Data Center and Other | | — |
| | — |
| | —% | | —% | | N/A |
| | N/A |
| | 2,052 |
| | 2,747 |
|
Total Core Portfolio | | 172 |
| | 17,403 |
| | 91.9% | | 92.8% | | 475,386 |
| | 97.0 | % | | 78,245 |
| | 148,074 |
|
Office Properties Held for Sale (6) | | 7 |
| | 584 |
| | 95.8% | | 97.2% | | 14,935 |
| | 3.0 | % | | 2,693 |
| | 4,972 |
|
Office Properties to be Conveyed (7) | | N/A |
| | N/A |
| | N/A | | N/A | | N/A |
| | N/A |
| | 843 |
| | 753 |
|
Disposed Office Properties | | N/A |
| | N/A |
| | N/A | | N/A | | N/A |
| | N/A |
| | 7 |
| | 13 |
|
Total Portfolio (8) | | 179 |
| | 17,987 |
| | 92.0% | | 92.9% | | $ | 490,321 |
| | 100.0 | % | | $ | 81,788 |
| | $ | 153,812 |
|
| | | | | | | | | | | | | | | | |
Core Portfolio | | | | | | | | | | | | | | | | |
Demand Driver Adjacent (9) | | 86 |
| | 9,210 |
| | 90.6% | | 91.0% | | $ | 278,507 |
| | 56.8 | % | | $ | 44,393 |
| | $ | 85,624 |
|
U.S. Government/Defense Contractor (10) | | 33 |
| | 3,764 |
| | 96.1% | | 96.1% | | 86,982 |
| | 17.7 | % | | 15,579 |
| | 30,111 |
|
Total Strategic Tenant Niche | | 119 |
| | 12,974 |
| | 92.2% | | 92.5% | | 365,489 |
| | 74.5 | % | | 59,972 |
| | 115,735 |
|
Regional Office (11) | | 53 |
| | 4,429 |
| | 90.8% | | 93.5% | | 109,897 |
| | 22.4 | % | | 16,222 |
| | 29,593 |
|
Other, including Wholesale Data Center | | N/A |
| | N/A |
| | N/A | | N/A | | N/A |
| | N/A |
| | 2,051 |
| | 2,746 |
|
Total Core Portfolio | | 172 |
| | 17,403 |
| | 91.9% | | 92.8% | | $ | 475,386 |
| | 97.0 | % | | $ | 78,245 |
| | $ | 148,074 |
|
| |
(1) | Percentages calculated based on operational square feet. |
| |
(2) | Excludes annualized rental revenue from our wholesale data center, DC-6, of $16.6 million as of 6/30/15. |
| |
(3) | Properties held for long-term investment owned and 100% operational since at least 1/1/14. |
| |
(4) | Newly constructed or redeveloped properties placed in service that were not fully operational by 1/1/14. |
| |
(5) | Includes properties acquired in March and April of 2015. |
| |
(6) | The carrying value of operating property assets held for sale as of 6/30/15 totaled $77.0 million. |
| |
(7) | Properties serving as collateral for debt which is in default. In connection with loan default proceedings, we expect to transfer title to the properties and be relieved of the debt obligation plus accrued interest. Includes two properties totaling 665,000 square feet that were 25.4% leased and occupied with annualized rental revenue of $3.8 million as of 6/30/15. |
| |
(8) | Total portfolio amounts exclude the effect of office properties to be conveyed for all reported amounts except for NOI from real estate operations. Effective April 1, 2014, all cash flows from such properties belong to the lender. |
| |
(9) | Office properties held for long-term investment located near defense installations and other knowledge-based government demand drivers. |
| |
(10) | Office properties held for long-term investment not located near Strategic Tenant Locations that were otherwise at least 50% leased as of most recent year end by United States Government agencies or defense contractors. |
| |
(11) | Regional office properties held for long-term investment predominantly in the Greater Washington, DC/Baltimore region, excluding Strategic Tenant Niche Properties. |
Corporate Office Properties Trust
Real Estate Revenues, NOI and Cash NOI* by Segment
(dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Real estate revenues | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 60,611 |
| | $ | 61,792 |
| | $ | 58,739 |
| | $ | 58,883 |
| | $ | 57,456 |
| | $ | 122,403 |
| | $ | 118,569 |
|
Northern Virginia | 24,393 |
| | 21,749 |
| | 22,028 |
| | 21,369 |
| | 20,898 |
| | 46,142 |
| | 45,866 |
|
San Antonio | 10,204 |
| | 9,171 |
| | 10,109 |
| | 9,031 |
| | 8,758 |
| | 19,375 |
| | 17,237 |
|
Huntsville | 2,658 |
| | 2,446 |
| | 3,016 |
| | 2,471 |
| | 2,404 |
| | 5,104 |
| | 4,959 |
|
Washington, DC - Capitol Riverfront | 3,391 |
| | 3,364 |
| | 3,610 |
| | 3,524 |
| | 3,831 |
| | 6,755 |
| | 7,465 |
|
St. Mary’s and King George Counties | 3,795 |
| | 3,901 |
| | 4,060 |
| | 4,158 |
| | 4,202 |
| | 7,696 |
| | 8,518 |
|
Greater Baltimore | 12,889 |
| | 11,485 |
| | 10,635 |
| | 10,436 |
| | 11,024 |
| | 24,374 |
| | 22,520 |
|
Greater Philadelphia | 3,886 |
| | 3,224 |
| | 3,272 |
| | 2,951 |
| | 2,366 |
| | 7,110 |
| | 5,706 |
|
Other | 2,548 |
| | 2,543 |
| | 2,481 |
| | 2,541 |
| | 2,533 |
| | 5,091 |
| | 5,127 |
|
Wholesale Data Center | 3,820 |
| | 3,035 |
| | 2,661 |
| | 2,876 |
| | 2,492 |
| | 6,855 |
| | 4,893 |
|
Real estate revenues | $ | 128,195 |
| | $ | 122,710 |
| | $ | 120,611 |
| | $ | 118,240 |
| | $ | 115,964 |
| | $ | 250,905 |
| | $ | 240,860 |
|
| | | |
NOI | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 41,072 |
| | $ | 38,209 |
| | $ | 40,009 |
| | $ | 39,426 |
| | $ | 38,108 |
| | $ | 79,281 |
| | $ | 75,624 |
|
Northern Virginia | 15,706 |
| | 12,628 |
| | 14,620 |
| | 13,869 |
| | 13,247 |
| | 28,334 |
| | 29,242 |
|
San Antonio | 4,589 |
| | 4,196 |
| | 3,938 |
| | 3,931 |
| | 3,941 |
| | 8,785 |
| | 7,946 |
|
Huntsville | 1,770 |
| | 1,617 |
| | 2,225 |
| | 1,708 |
| | 1,545 |
| | 3,387 |
| | 3,447 |
|
Washington, DC - Capitol Riverfront | 1,330 |
| | 1,550 |
| | 1,645 |
| | 1,700 |
| | 2,077 |
| | 2,880 |
| | 3,946 |
|
St. Mary’s and King George Counties | 2,466 |
| | 2,317 |
| | 2,862 |
| | 2,881 |
| | 2,913 |
| | 4,783 |
| | 5,725 |
|
Greater Baltimore | 7,980 |
| | 6,488 |
| | 6,643 |
| | 6,626 |
| | 6,524 |
| | 14,468 |
| | 12,544 |
|
Greater Philadelphia | 2,945 |
| | 1,849 |
| | 2,167 |
| | 2,114 |
| | 1,222 |
| | 4,794 |
| | 3,262 |
|
Other | 2,331 |
| | 2,347 |
| | 2,195 |
| | 2,281 |
| | 1,920 |
| | 4,678 |
| | 4,192 |
|
Wholesale Data Center | 1,599 |
| | 823 |
| | 997 |
| | 823 |
| | 611 |
| | 2,422 |
| | 1,324 |
|
NOI from real estate operations | $ | 81,788 |
| | $ | 72,024 |
| | $ | 77,301 |
| | $ | 75,359 |
| | $ | 72,108 |
| | $ | 153,812 |
| | $ | 147,252 |
|
| | | | | | | | | | | | | |
Cash NOI | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 42,331 |
| | $ | 38,047 |
| | $ | 40,125 |
| | $ | 38,114 |
| | $ | 36,993 |
| | $ | 80,378 |
| | $ | 73,702 |
|
Northern Virginia (1) | 13,704 |
| | 12,580 |
| | 14,994 |
| | 16,159 |
| | 14,124 |
| | 26,284 |
| | 33,045 |
|
San Antonio | 3,419 |
| | 3,738 |
| | 3,838 |
| | 3,733 |
| | 3,737 |
| | 7,157 |
| | 7,533 |
|
Huntsville | 1,832 |
| | 1,848 |
| | 2,280 |
| | 1,917 |
| | 1,881 |
| | 3,680 |
| | 3,789 |
|
Washington, DC - Capitol Riverfront | 1,172 |
| | 1,539 |
| | 1,681 |
| | 1,775 |
| | 2,149 |
| | 2,711 |
| | 4,081 |
|
St. Mary’s and King George Counties | 2,407 |
| | 2,293 |
| | 2,769 |
| | 2,491 |
| | 2,598 |
| | 4,700 |
| | 5,475 |
|
Greater Baltimore | 7,478 |
| | 6,474 |
| | 6,770 |
| | 6,614 |
| | 6,483 |
| | 13,952 |
| | 12,477 |
|
Greater Philadelphia | 2,076 |
| | 1,630 |
| | 1,952 |
| | 1,641 |
| | 601 |
| | 3,706 |
| | 2,015 |
|
Other | 2,287 |
| | 2,304 |
| | 2,146 |
| | 2,217 |
| | 1,825 |
| | 4,591 |
| | 4,001 |
|
Wholesale Data Center | 2,206 |
| | 825 |
| | 984 |
| | 807 |
| | 573 |
| | 3,031 |
| | 1,250 |
|
Cash NOI from real estate operations | $ | 78,912 |
| | $ | 71,278 |
| | $ | 77,539 |
| | $ | 75,468 |
| | $ | 70,964 |
| | $ | 150,190 |
| | $ | 147,368 |
|
Straight line rent adjustments | 3,446 |
| | 941 |
| | 56 |
| | 182 |
| | 1,453 |
| | 4,387 |
| | 499 |
|
Add: Amortization of deferred market rental revenue | (308 | ) | | 59 |
| | 4 |
| | 6 |
| | (12 | ) | | (249 | ) | | (17 | ) |
Less: Amortization of below-market cost arrangements | (262 | ) | | (254 | ) | | (298 | ) | | (297 | ) | | (297 | ) | | (516 | ) | | (598 | ) |
NOI from real estate operations | $ | 81,788 |
| | $ | 72,024 |
| | $ | 77,301 |
| | $ | 75,359 |
| | $ | 72,108 |
| | $ | 153,812 |
| | $ | 147,252 |
|
* Includes continuing and discontinued operations.
| |
(1) | Cash NOI attributable to properties serving as collateral for debt that are expected to be conveyed in order to extinguish such debt totaled $867,000 for the three months ended June 30, 2015 and $853,000 for the six months ended June 30, 2015. |
Corporate Office Properties Trust
Same Office Properties (1) Average Occupancy Rates by Region
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Number of Buildings | | Rentable Square Feet | | Three Months Ended | | Six Months Ended |
| | | 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Baltimore Washington Corridor | 88 |
| | 7,980,921 |
| | 94.6 | % | | 94.0 | % | | 93.8 | % | | 93.9 | % | | 93.3 | % | | 94.3 | % | | 93.5 | % |
Northern Virginia | 18 |
| | 2,983,152 |
| | 86.3 | % | | 85.6 | % | | 88.8 | % | | 89.6 | % | | 88.3 | % | | 86.0 | % | | 88.3 | % |
San Antonio | 8 |
| | 912,508 |
| | 96.6 | % | | 96.6 | % | | 96.6 | % | | 96.6 | % | | 96.6 | % | | 96.6 | % | | 96.6 | % |
Huntsville | 4 |
| | 441,646 |
| | 87.4 | % | | 79.4 | % | | 78.8 | % | | 82.4 | % | | 79.9 | % | | 83.4 | % | | 80.6 | % |
Washington, DC - Capitol Riverfront | 2 |
| | 360,080 |
| | 70.9 | % | | 71.1 | % | | 73.8 | % | | 72.6 | % | | 75.9 | % | | 71.0 | % | | 76.2 | % |
St. Mary’s and King George Counties | 18 |
| | 872,740 |
| | 80.6 | % | | 86.4 | % | | 91.1 | % | | 91.7 | % | | 92.9 | % | | 83.5 | % | | 92.5 | % |
Greater Baltimore | 18 |
| | 1,325,163 |
| | 84.7 | % | | 84.4 | % | | 83.8 | % | | 81.7 | % | | 79.6 | % | | 84.6 | % | | 78.7 | % |
Greater Philadelphia | 2 |
| | 329,964 |
| | 99.0 | % | | 98.8 | % | | 98.8 | % | | 98.4 | % | | 87.5 | % | | 98.9 | % | | 87.5 | % |
Other | 2 |
| | 295,842 |
| | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % | | 100.0 | % |
Total Same Office Properties | 160 |
| | 15,502,016 |
| | 90.9 | % | | 90.6 | % | | 91.3 | % | | 91.4 | % | | 90.5 | % | | 90.7 | % | | 90.6 | % |
Total Same Office Properties occupancy as of period end | | |
| | 91.2 | % | | 90.7 | % | | 90.8 | % | | 91.9 | % | | 90.6 | % | | 91.2 | % | | 90.6 | % |
(1) Same office properties represent buildings owned and 100% operational since at least January 1, 2014, excluding properties held for future disposition.
Corporate Office Properties Trust
Same Office Property Real Estate Revenues, NOI and Cash NOI(1) by Region
(dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Same office property real estate revenues | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 58,839 |
| | $ | 60,056 |
| | $ | 57,144 |
| | $ | 57,601 |
| | $ | 56,988 |
| | $ | 118,895 |
| | $ | 117,748 |
|
Northern Virginia | 17,329 |
| | 17,315 |
| | 18,268 |
| | 17,864 |
| | 17,765 |
| | 34,644 |
| | 36,063 |
|
San Antonio | 9,130 |
| | 8,813 |
| | 10,109 |
| | 9,031 |
| | 8,758 |
| | 17,943 |
| | 17,237 |
|
Huntsville | 1,951 |
| | 1,799 |
| | 1,856 |
| | 2,005 |
| | 1,938 |
| | 3,750 |
| | 3,963 |
|
Washington, DC - Capitol Riverfront | 3,391 |
| | 3,364 |
| | 3,610 |
| | 3,524 |
| | 3,831 |
| | 6,755 |
| | 7,465 |
|
St. Mary’s and King George Counties | 3,794 |
| | 3,901 |
| | 4,060 |
| | 4,158 |
| | 4,202 |
| | 7,695 |
| | 8,518 |
|
Greater Baltimore | 8,156 |
| | 8,776 |
| | 8,328 |
| | 7,907 |
| | 7,792 |
| | 16,932 |
| | 15,765 |
|
Greater Philadelphia | 2,112 |
| | 2,171 |
| | 2,293 |
| | 1,956 |
| | 1,813 |
| | 4,283 |
| | 3,792 |
|
Other | 2,450 |
| | 2,446 |
| | 2,392 |
| | 2,441 |
| | 2,443 |
| | 4,896 |
| | 4,920 |
|
Same office property real estate revenues | $ | 107,152 |
| | $ | 108,641 |
| | $ | 108,060 |
| | $ | 106,487 |
| | $ | 105,530 |
| | $ | 215,793 |
| | $ | 215,471 |
|
| | | | | |
Same office property NOI | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 39,512 |
| | $ | 37,123 |
| | $ | 38,831 |
| | $ | 38,376 |
| | $ | 38,031 |
| | $ | 76,635 |
| | $ | 75,555 |
|
Northern Virginia | 11,179 |
| | 10,647 |
| | 12,504 |
| | 11,951 |
| | 11,720 |
| | 21,826 |
| | 23,147 |
|
San Antonio | 3,885 |
| | 3,996 |
| | 3,939 |
| | 3,931 |
| | 3,941 |
| | 7,881 |
| | 7,946 |
|
Huntsville | 1,266 |
| | 1,140 |
| | 1,230 |
| | 1,386 |
| | 1,227 |
| | 2,406 |
| | 2,713 |
|
Washington, DC - Capitol Riverfront | 1,330 |
| | 1,550 |
| | 1,646 |
| | 1,700 |
| | 2,076 |
| | 2,880 |
| | 3,945 |
|
St. Mary’s and King George Counties | 2,440 |
| | 2,343 |
| | 2,867 |
| | 2,883 |
| | 2,931 |
| | 4,783 |
| | 5,770 |
|
Greater Baltimore | 4,990 |
| | 5,040 |
| | 5,005 |
| | 4,924 |
| | 4,619 |
| | 10,030 |
| | 8,836 |
|
Greater Philadelphia | 1,401 |
| | 1,231 |
| | 1,510 |
| | 1,311 |
| | 1,126 |
| | 2,632 |
| | 2,196 |
|
Other | 2,234 |
| | 2,209 |
| | 2,183 |
| | 2,187 |
| | 2,187 |
| | 4,443 |
| | 4,371 |
|
Same office property NOI | 68,237 |
| | 65,279 |
| | 69,715 |
| | 68,649 |
| | 67,858 |
| | 133,516 |
| | 134,479 |
|
| | | | | | | | | | | | | |
Same office property cash NOI (1) | |
| | |
| | |
| | |
| | |
| | | | |
Baltimore/Washington Corridor | $ | 38,598 |
| | $ | 36,294 |
| | $ | 37,118 |
| | $ | 37,708 |
| | $ | 36,998 |
| | $ | 74,892 |
| | $ | 73,037 |
|
Northern Virginia | 11,062 |
| | 10,771 |
| | 12,185 |
| | 12,324 |
| | 11,671 |
| | 21,833 |
| | 22,821 |
|
San Antonio | 3,788 |
| | 3,896 |
| | 3,838 |
| | 3,733 |
| | 3,737 |
| | 7,684 |
| | 7,533 |
|
Huntsville | 1,242 |
| | 1,231 |
| | 1,268 |
| | 1,476 |
| | 1,444 |
| | 2,473 |
| | 2,952 |
|
Washington, DC - Capitol Riverfront | 1,167 |
| | 1,534 |
| | 1,636 |
| | 1,729 |
| | 2,146 |
| | 2,701 |
| | 4,078 |
|
St. Mary’s and King George Counties | 2,385 |
| | 2,319 |
| | 2,645 |
| | 2,493 |
| | 2,616 |
| | 4,704 |
| | 5,517 |
|
Greater Baltimore | 5,062 |
| | 4,698 |
| | 5,025 |
| | 4,843 |
| | 4,524 |
| | 9,760 |
| | 8,653 |
|
Greater Philadelphia | 1,265 |
| | 1,078 |
| | 1,334 |
| | 1,195 |
| | 1,149 |
| | 2,343 |
| | 2,186 |
|
Other | 2,238 |
| | 2,211 |
| | 2,181 |
| | 2,172 |
| | 2,140 |
| | 4,449 |
| | 4,276 |
|
Same office property cash NOI (1) | $ | 66,807 |
| | $ | 64,032 |
| | $ | 67,230 |
| | $ | 67,673 |
| | $ | 66,425 |
| | $ | 130,839 |
| | $ | 131,053 |
|
Straight line rent adjustments | 664 |
| | 712 |
| | 1,976 |
| | 978 |
| | 744 |
| | 1,376 |
| | (632 | ) |
Add: Amortization of deferred market rental revenue | 4 |
| | 27 |
| | (28 | ) | | (27 | ) | | (44 | ) | | 31 |
| | (82 | ) |
Less: Amortization of below-market cost arrangements | (250 | ) | | (245 | ) | | (288 | ) | | (288 | ) | | (288 | ) | | (495 | ) | | (578 | ) |
Add: Lease termination fee, gross | 1,012 |
| | 753 |
| | 741 |
| | 272 |
| | 93 |
| | 1,765 |
| | 605 |
|
Add: Cash NOI on tenant-funded landlord assets | — |
| | — |
| | 84 |
| | 41 |
| | 928 |
| | — |
| | 4,113 |
|
Same office property NOI | $ | 68,237 |
| | $ | 65,279 |
| | $ | 69,715 |
| | $ | 68,649 |
| | $ | 67,858 |
| | $ | 133,516 |
| | $ | 134,479 |
|
Percentage change in same office property cash NOI (2) | 0.58 | % | | | | | | | | | | (0.16 | )% | | |
| |
(1) | In addition to excluding the effects of noncash rental revenues and property operating expenses, same office property cash NOI also excludes the effects of gross lease termination fees and revenue recognized as a result of tenant-funded landlord assets. |
| |
(2) | Represents the change between the current period and the same period in the prior year. |
Corporate Office Properties Trust
Leasing - Total Office Portfolio
Quarter Ended June 30, 2015
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Baltimore/ Washington Corridor | | Northern Virginia | | Huntsville | | Washington DC-Capital Riverfront | | St. Mary’s & King George Counties | | Greater Baltimore | | Total Office |
Renewed Space | |
| | |
| | | | |
| | | | |
| | |
|
Leased Square Feet | 73,403 |
| | 4,418 |
| | — |
| | — |
| | 115,643 |
| | 111,820 |
| | 305,284 |
|
Expiring Square Feet | 96,502 |
| | 11,723 |
| | 11,285 |
| | 2,462 |
| | 175,055 |
| | 113,448 |
| | 410,475 |
|
Vacated Square Feet | 23,099 |
| | 7,305 |
| | 11,285 |
| | 2,462 |
| | 59,412 |
| | 1,628 |
| | 105,191 |
|
Retention Rate (% based upon square feet) | 76.06 | % | | 37.69 | % | | — | % | | — | % | | 66.06 | % | | 98.56 | % | | 74.37 | % |
Statistics for Completed Leasing: | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 2.83 |
| | $ | 25.10 |
| | $ | — |
| | $ | — |
| | $ | 4.96 |
| | $ | 16.08 |
| | $ | 8.81 |
|
Weighted Average Lease Term in Years | 2.4 |
| | 4.8 |
| | — |
| | — |
| | 2.8 |
| | 3.8 |
| | 3.1 |
|
GAAP Rent Per Square Foot | | | | | | | | | | | | | |
Renewal GAAP Rent | $ | 24.14 |
| | $ | 29.04 |
| | $ | — |
| | $ | — |
| | $ | 19.14 |
| | $ | 25.97 |
| | $ | 22.99 |
|
Expiring GAAP Rent | $ | 22.71 |
| | $ | 31.25 |
| | $ | — |
| | $ | — |
| | $ | 18.59 |
| | $ | 25.85 |
| | $ | 22.42 |
|
Change in GAAP Rent | 6.3 | % | | (7.1 | )% | | — | % | | — | % | | 3.0 | % | | 0.5 | % | | 2.5 | % |
Cash Rent Per Square Foot | | | | | | | | | | | | | |
Renewal Cash Rent | $ | 24.37 |
| | $ | 28.50 |
| | $ | — |
| | $ | — |
| | $ | 19.15 |
| | $ | 25.66 |
| | $ | 22.92 |
|
Expiring Cash Rent | $ | 24.35 |
| | $ | 32.58 |
| | $ | — |
| | $ | — |
| | $ | 19.36 |
| | $ | 26.76 |
| | $ | 23.46 |
|
Change in Cash Rent | 0.1 | % | | (12.5 | )% | | — | % | | — | % | | (1.1 | )% | | (4.1 | )% | | (2.3 | )% |
| | | | | | | | | | | | | |
New Leases | | | | | | | | | | | | | |
Development and Redevelopment Space | | | | | | | | | | | | | |
Leased Square Feet | 15,011 |
| | 23,534 |
| | — |
| | — |
| | — |
| | 1,694 |
| | 40,239 |
|
Statistics for Completed Leasing: | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 29.93 |
| | $ | 100.42 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 60.92 |
| | $ | 72.46 |
|
Weighted Average Lease Term in Years | 5.1 |
| | 12.0 |
| | — |
| | — |
| | — |
| | 5.3 |
| | 9.1 |
|
GAAP Rent Per Square Foot | $ | 27.85 |
| | $ | 36.44 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 27.18 |
| | $ | 32.84 |
|
Cash Rent Per Square Foot | $ | 26.91 |
| | $ | 31.25 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 27.00 |
| | $ | 29.45 |
|
| | | | | | | | | | | | | |
Other New Leases (1) | | | | | | | | | | | | | |
Leased Square Feet | 68,599 |
| | 34,159 |
| | — |
| | 8,183 |
| | 9,481 |
| | 23,905 |
| | 144,327 |
|
Statistics for Completed Leasing: | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 52.50 |
| | $ | 42.06 |
| | $ | — |
| | $ | 63.19 |
| | $ | 16.73 |
| | $ | 27.29 |
| | $ | 44.11 |
|
Weighted Average Lease Term in Years | 7.1 |
| | 7.1 |
| | — |
| | 5.2 |
| | 7.9 |
| | 6.5 |
| | 6.9 |
|
GAAP Rent Per Square Foot | $ | 21.35 |
| | $ | 27.75 |
| | $ | — |
| | $ | 37.31 |
| | $ | 20.59 |
| | $ | 22.39 |
| | $ | 23.89 |
|
Cash Rent Per Square Foot | $ | 20.68 |
| | $ | 27.09 |
| | $ | — |
| | $ | 38.00 |
| | $ | 21.03 |
| | $ | 21.38 |
| | $ | 23.32 |
|
| | | | | | | | | | | | | |
Total Square Feet Leased | 157,013 |
| | 62,111 |
| | — |
| | 8,183 |
| | 125,124 |
| | 137,419 |
| | 489,850 |
|
| | | | | | | | | | | | | |
(1) Other New Leases includes acquired first generation space and vacated second generation space.
Notes: No expiration, renewal or retenanting activity transpired in our San Antonio and Greater Philadelphia regions.
Activity is exclusive of owner occupied space and leases with less than a one-year term. Weighted average lease term was calculated assuming no exercise of any existing early termination rights.
Committed costs for leasing are reported above in the period of lease execution. Actual capital expenditures for leasing are reported on page 10 in the period such costs are incurred.
Corporate Office Properties Trust
Leasing - Total Office Portfolio
Year Ended June 30, 2015
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Baltimore/ Washington Corridor | | Northern Virginia | | Huntsville | | Washington DC-Capital Riverfront | | St. Mary’s & King George Counties | | Greater Baltimore | | Greater Philadelphia | | Total Office |
Renewed Space | |
| | |
| | | | |
| | | | |
| | | | |
|
Leased Square Feet | 120,492 |
| | 11,924 |
| | — |
| | 15,525 |
| | 160,629 |
| | 201,381 |
| | — |
| | 509,951 |
|
Expiring Square Feet | 166,496 |
| | 70,044 |
| | 11,285 |
| | 29,669 |
| | 259,710 |
| | 215,888 |
| | — |
| | 753,092 |
|
Vacated Square Feet | 46,004 |
| | 58,120 |
| | 11,285 |
| | 14,144 |
| | 99,081 |
| | 14,507 |
| | — |
| | 243,141 |
|
Retention Rate (% based upon square feet) | 72.37 | % | | 17.02 | % | | 0.00 | % | | 52.33 | % | | 61.85 | % | | 93.28 | % | | 0.00 | % | | 67.71 | % |
Statistics for Completed Leasing: | | | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 5.68 |
| | $ | 19.14 |
| | $ | — |
| | $ | 25.77 |
| | $ | 5.23 |
| | $ | 12.08 |
| | $ | — |
| | $ | 8.99 |
|
Weighted Average Lease Term in Years | 3.0 |
| | 5.1 |
| | — |
| | 4.1 |
| | 2.9 |
| | 4.7 |
| | — |
| | 3.7 |
|
GAAP Rent Per Square Foot | | | | | | | | | | | | | | | |
Renewal GAAP Rent | $ | 23.65 |
| | $ | 27.32 |
| | $ | — |
| | $ | 41.62 |
| | $ | 19.82 |
| | $ | 28.22 |
| | $ | — |
| | $ | 24.88 |
|
Expiring GAAP Rent | $ | 22.69 |
| | $ | 28.65 |
| | $ | — |
| | $ | 48.71 |
| | $ | 19.56 |
| | $ | 26.79 |
| | $ | — |
| | $ | 24.25 |
|
Change in GAAP Rent | 4.3 | % | | (4.6 | )% | | 0.0 | % | | (14.6 | )% | | 1.3 | % | | 5.3 | % | | 0.0 | % | | 2.6 | % |
Cash Rent Per Square Foot | | | | | | | | | | | | | | | |
Renewal Cash Rent | $ | 23.62 |
| | $ | 26.61 |
| | $ | — |
| | $ | 41.96 |
| | $ | 19.94 |
| | $ | 27.39 |
| | $ | — |
| | $ | 24.58 |
|
Expiring Cash Rent | $ | 24.41 |
| | $ | 29.62 |
| | $ | — |
| | $ | 50.36 |
| | $ | 20.40 |
| | $ | 27.87 |
| | $ | — |
| | $ | 25.42 |
|
Change in Cash Rent | (3.2 | )% | | (10.2 | )% | | 0.0 | % | | (16.7 | )% | | (2.2 | )% | | (1.7 | )% | | 0.0 | % | | (3.3 | )% |
New Leases | | | | | | | | | | | | | | | |
Development and Redevelopment Space | | | | | | | | | | | | | | | |
Leased Square Feet | 15,011 |
| | 325,101 |
| | — |
| | — |
| | — |
| | 1,694 |
| | 4,033 |
| | 345,839 |
|
Statistics for Completed Leasing: | | | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 29.93 |
| | $ | 8.94 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 60.92 |
| | $ | 62.38 |
| | $ | 10.73 |
|
Weighted Average Lease Term in Years | 5.1 |
| | 10.2 |
| | — |
| | — |
| | — |
| | 5.3 |
| | 6.7 |
| | 9.9 |
|
GAAP Rent Per Square Foot | $ | 27.85 |
| | $ | 16.67 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 27.18 |
| | $ | 26.07 |
| | $ | 17.32 |
|
Cash Rent Per Square Foot | $ | 26.91 |
| | $ | 15.11 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 27.00 |
| | $ | 25.17 |
| | $ | 15.80 |
|
Other New Leases (1) | | | | | | | | | | | | | | | |
Leased Square Feet | 121,107 |
| | 39,061 |
| | 11,150 |
| | 9,824 |
| | 16,940 |
| | 37,310 |
| | — |
| | 235,392 |
|
Statistics for Completed Leasing: | | | | | | | | | | | | | | | |
Average Committed Cost per Square Foot | $ | 35.43 |
| | $ | 43.02 |
| | $ | 18.65 |
| | $ | 57.99 |
| | $ | 17.74 |
| | $ | 37.52 |
| | $ | — |
| | $ | 35.90 |
|
Weighted Average Lease Term in Years | 6.2 |
| | 6.8 |
| | 5.3 |
| | 5.1 |
| | 6.4 |
| | 6.2 |
| | — |
| | 6.2 |
|
GAAP Rent Per Square Foot | $ | 24.75 |
| | $ | 27.52 |
| | $ | 19.72 |
| | $ | 39.81 |
| | $ | 20.43 |
| | $ | 23.49 |
| | $ | — |
| | $ | 25.09 |
|
Cash Rent Per Square Foot | $ | 24.17 |
| | $ | 26.97 |
| | $ | 17.75 |
| | $ | 40.23 |
| | $ | 20.35 |
| | $ | 22.59 |
| | $ | — |
| | $ | 24.48 |
|
| | | | | | | | | | | | | | | |
Total Square Feet Leased | 256,610 |
| | 376,086 |
| | 11,150 |
| | 25,349 |
| | 177,569 |
| | 240,385 |
| | 4,033 |
| | 1,091,182 |
|
(1) Other New Leases includes acquired first generation space and vacated second generation space.
Notes: No expiration, renewal or retenanting activity transpired in our San Antonio region.
Activity is exclusive of owner occupied space and leases with less than a one-year term. Weighted average lease term was calculated assuming no exercise of any existing early termination rights.
Committed costs for leasing are reported above in the period of lease execution. Actual capital expenditures for leasing are reported on page 10 in the period such costs are incurred.
Corporate Office Properties Trust
Lease Expiration Analysis as of 6/30/15 (1) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Core Office Properties/Total Portfolio | | Strategic Tenant Niche Properties Only |
Year and Region of Lease (2) | | Number of Leases Expiring | | Square Footage of Leases Expiring | | Annual Rental Revenue of Expiring Leases (3) (000's) | | Percentage of Total Annualized Rental Revenue Expiring | | Annual Rental Revenue of Expiring Leases per Occupied Square Foot | | | Number of Leases Expiring | | Square Footage of Leases Expiring | | Annual Rental Revenue of Expiring Leases (3) (000's) | | Percentage of Strategic Tenant Properties Annualized Rental Revenue Expiring | | Annual Rental Revenue of Expiring Leases per Occupied Square Foot |
Office Properties | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Baltimore/Washington Corridor | | 40 |
| | 683,455 |
| | $ | 21,621 |
| | 4.5 | % | | $ | 31.63 |
| | | 20 |
| | 570,317 |
| | $ | 19,144 |
| | 5.2 | % | | $ | 33.57 |
|
Northern Virginia | | 10 |
| | 439,343 |
| | 14,918 |
| | 3.1 | % | | 33.96 |
| | | 5 |
| | 426,311 |
| | 14,698 |
| | 4.0 | % | | 34.48 |
|
Washington, DC-Capitol Riverfront | | 7 |
| | 30,173 |
| | 1,569 |
| | 0.3 | % | | 52.00 |
| | | 7 |
| | 30,173 |
| | 1,569 |
| | 0.4 | % | | 52.00 |
|
St. Mary’s and King George Cos. | | 13 |
| | 150,815 |
| | 3,120 |
| | 0.7 | % | | 20.69 |
| | | 13 |
| | 150,815 |
| | 3,120 |
| | 0.9 | % | | 20.69 |
|
Greater Baltimore | | 13 |
| | 65,243 |
| | 1,693 |
| | 0.4 | % | | 25.95 |
| | | 6 |
| | 22,453 |
| | 736 |
| | 0.2 | % | | 32.78 |
|
2015 | | 83 |
| | 1,369,029 |
| | 42,921 |
| | 9.0 | % | | 31.35 |
| | | 51 |
| | 1,200,069 |
| | 39,267 |
| | 10.7 | % | | 32.72 |
|
Baltimore/Washington Corridor | | 41 |
| | 846,459 |
| | 25,826 |
| | 5.4 | % | | 30.51 |
| | | 25 |
| | 778,071 |
| | 23,842 |
| | 6.5 | % | | 30.64 |
|
Northern Virginia | | 12 |
| | 157,024 |
| | 4,594 |
| | 1.0 | % | | 29.26 |
| | | 7 |
| | 115,507 |
| | 3,087 |
| | 0.8 | % | | 26.73 |
|
Huntsville | | 1 |
| | 9,045 |
| | 172 |
| | — | % | | 19.02 |
| | | 1 |
| | 9,045 |
| | 172 |
| | 0.0 | % | | 19.02 |
|
Washington, DC-Capitol Riverfront | | 2 |
| | 34,220 |
| | 1,740 |
| | 0.4 | % | | 50.85 |
| | | 2 |
| | 34,220 |
| | 1,740 |
| | 0.5 | % | | 50.85 |
|
St. Mary’s and King George Cos. | | 13 |
| | 131,274 |
| | 2,583 |
| | 0.5 | % | | 19.68 |
| | | 13 |
| | 131,274 |
| | 2,583 |
| | 0.7 | % | | 19.68 |
|
Greater Baltimore | | 10 |
| | 61,050 |
| | 1,934 |
| | 0.4 | % | | 31.68 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
Greater Philadelphia | | 2 |
| | 5,934 |
| | 89 |
| | — | % | | 15.00 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
2016 | | 81 |
| | 1,245,006 |
| | 36,938 |
| | 7.8 | % | | 29.67 |
| | | 48 |
| | 1,068,117 |
| | 31,424 | | 8.6 | % | | 29.42 |
|
Baltimore/Washington Corridor | | 46 |
| | 1,340,291 |
| | 41,757 |
| | 8.8 | % | | 31.16 |
| | | 27 |
| | 1,006,238 |
| | 32,807 |
| | 9.0 | % | | 32.60 |
|
Northern Virginia | | 12 |
| | 318,909 |
| | 10,681 |
| | 2.2 | % | | 33.49 |
| | | 4 |
| | 226,398 |
| | 7,417 |
| | 2.0 | % | | 32.76 |
|
Huntsville | | 1 |
| | 1,697 |
| | 34 |
| | — | % | | 20.04 |
| | | 1 |
| | 1,697 |
| | 34 |
| | 0.0 | % | | 20.04 |
|
St. Mary’s and King George Cos. | | 4 |
| | 62,606 |
| | 1,052 |
| | 0.2 | % | | 16.80 |
| | | 4 |
| | 62,606 |
| | 1,052 |
| | 0.3 | % | | 16.80 |
|
Greater Baltimore | | 11 |
| | 93,215 |
| | 2,266 |
| | 0.5 | % | | 24.31 |
| | | 2 |
| | 3,174 |
| | 91 |
| | 0.0 | % | | 28.67 |
|
Greater Philadelphia | | 1 |
| | 4,808 |
| | 134 |
| | — | % | | 27.87 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
2017 | | 75 |
| | 1,821,526 |
| | 55,924 |
| | 11.8 | % | | 30.70 |
| | | 38 |
| | 1,300,113 |
| | 41,401 |
| | 11.3 | % | | 31.84 |
|
Baltimore/Washington Corridor | | 48 |
| | 1,196,031 |
| | 36,931 |
| | 7.8 | % | | 30.88 |
| | | 31 |
| | 1,031,120 |
| | 32,160 |
| | 8.8 | % | | 31.19 |
|
Northern Virginia | | 16 |
| | 558,953 |
| | 19,107 |
| | 4.0 | % | | 34.18 |
| | | 12 |
| | 361,970 |
| | 10,686 |
| | 2.9 | % | | 29.52 |
|
San Antonio | | 1 |
| | 45,935 |
| | 678 |
| | 0.1 | % | | 14.76 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
Huntsville | | 2 |
| | 242,216 |
| | 6,177 |
| | 1.3 | % | | 25.50 |
| | | 2 |
| | 242,216 |
| | 6,177 |
| | 1.7 | % | | 25.50 |
|
Washington, DC-Capitol Riverfront | | 3 |
| | 61,649 |
| | 2,941 |
| | 0.6 | % | | 47.71 |
| | | 3 |
| | 61,649 |
| | 2,941 |
| | 0.8 | % | | 47.71 |
|
St. Mary’s and King George Cos. | | 10 |
| | 110,486 |
| | 2,386 |
| | 0.5 | % | | 21.60 |
| | | 10 |
| | 110,486 |
| | 2,386 |
| | 0.7 | % | | 21.60 |
|
Greater Baltimore | | 10 |
| | 204,966 |
| | 6,272 |
| | 1.3 | % | | 30.60 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
Greater Philadelphia | | 1 |
| | 4,228 |
| | 109 |
| | — | % | | 25.78 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
2018 | | 91 |
| | 2,424,464 |
| | 74,601 |
| | 15.7 | % | | 30.77 |
| | | 58 |
| | 1,807,441 |
| | 54,350 |
| | 14.9 | % | | 30.07 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Core Office Properties/Total Portfolio | | Strategic Tenant Niche Properties Only |
Year and Region of Lease (2) | | Number of Leases Expiring | | Square Footage of Leases Expiring | | Annual Rental Revenue of Expiring Leases (3) (000's) | | Percentage of Total Annualized Rental Revenue Expiring | | Annual Rental Revenue of Expiring Leases per Occupied Square Foot | | | Number of Leases Expiring | | Square Footage of Leases Expiring | | Annual Rental Revenue of Expiring Leases (3) (000's) | | Percentage of Strategic Tenant Properties Annualized Rental Revenue Expiring | | Annual Rental Revenue of Expiring Leases per Occupied Square Foot |
Baltimore/Washington Corridor | | 44 |
| | 1,359,422 |
| | 41,341 |
| | 8.7 | % | | 30.41 |
| | | 27 |
| | 1,108,382 |
| | 35,136 |
| | 9.6 | % | | 31.70 |
|
Northern Virginia | | 14 |
| | 380,285 |
| | 13,735 |
| | 2.9 | % | | 36.12 |
| | | 7 |
| | 261,845 |
| | 9,622 |
| | 2.6 | % | | 36.75 |
|
Huntsville | | 4 |
| | 70,880 |
| | 1,400 |
| | 0.3 | % | | 19.75 |
| | | 4 |
| | 70,880 |
| | 1,400 |
| | 0.4 | % | | 19.75 |
|
Washington, DC-Capitol Riverfront | | 1 |
| | 7,091 |
| | 355 |
| | 0.1 | % | | 50.06 |
| | | 1 |
| | 7,091 |
| | 355 |
| | 0.1 | % | | 50.06 |
|
St. Mary’s and King George Cos. | | 7 |
| | 34,976 |
| | 784 |
| | 0.2 | % | | 22.42 |
| | | 7 |
| | 34,976 |
| | 784 |
| | 0.2 | % | | 22.42 |
|
Greater Baltimore | | 10 |
| | 133,812 |
| | 3,528 |
| | 0.7 | % | | 26.37 |
| | | 2 |
| | 51,183 |
| | 1,513 |
| | 0.4 | % | | 29.56 |
|
Greater Philadelphia | | 4 |
| | 17,434 |
| | 432 |
| | 0.1 | % | | 24.78 |
| | | — |
| | — |
| | — |
| | 0.0 | % | | — |
|
2019 | | 84 |
| | 2,003,900 |
| | 61,575 |
| | 13.0 | % | | 30.73 |
| | | 48 |
| | 1,534,357 |
| | 48,810 |
| | 13.4 | % | | 31.81 |
|
Thereafter | | 205 |
| | 7,122,409 |
| | 203,427 |
| | 42.8 | % | | 28.56 |
| | | 100 |
| | 5,052,984 |
| | 150,237 |
| | 41.1 | % | | 29.73 |
|
Total/Strategic Tenant Niche Total/Avg. | | 619 | | 15,986,334 |
| | $ | 475,386 |
| | 100.0 | % | | $ | 29.74 |
| | | 343 |
| | 11,963,081 |
| | $ | 365,489 |
| | 100.0 | % | | $ | 30.55 |
|
| | | | | | | | | | | | | | | | | | | | | |
Properties Not Held For Long Term Investment | | | | | | | | | | | | | | | | | | | | | |
Northern Virginia | | 1 |
| | 160,461 |
| | 5,342 |
| | 35.8 | % | | $ | 33.29 |
| | | | | | | | | | | |
Greater Baltimore | | 31 |
| | 399,616 |
| | 9,593 |
| | 64.2 | % | | 24.01 |
| | | | | | | | | | | |
Properties Not Held For Long Term Investment Total/Avg. | | 32 |
| | 560,077 |
| | $ | 14,935 |
| | 100.0 | % | | $ | 26.67 |
| | | | | | | | | | | |
Total Portfolio | | 651 |
| | 16,546,411 |
| | $ | 490,321 |
| | | | $ | 29.63 |
| | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Note: As of June 30, 2015, the weighted average lease term is 4.6 years for the Core Office Properties/Total Portfolio and 4.2 years for the Strategic Tenant Niche Properties.
Wholesale Data Center Lease Expiration Analysis
|
| | | | | | | | |
Year of Lease Expiration | Number of Leases Expiring | Raised Floor Square Footage (000's) | Critical Load(MW) | Total Annual Rental Revenue of Expiring Leases (3)(000's) |
2016 | 1 | 9 |
| 2.00 |
| $ | 2,280 |
|
2018 | 2 | 1 |
| 0.26 |
| 537 |
|
2019 | 1 | 6 |
| 1.00 |
| 2,184 |
|
2020 | 3 | 30 |
| 6.60 |
| 10,049 |
|
2022 | 1 | 6 |
| 1.00 |
| 1,521 |
|
| | |
| 10.86 |
| $ | 16,571 |
|
| |
(1) | This presentation excludes the effect of two properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties (effective April 1, 2014, all cash flows from such properties belong to the lender). This expiration analysis reflects occupied space and includes the effect of early renewals completed on existing leases but excludes the effect of new tenant leases on square feet yet to commence as of June 30, 2015 of 167,643 for the portfolio, including 40,499 for the Strategic Tenant Niche Properties. |
| |
(2) | A number of our leases are subject to certain early termination provisions. The year of lease expiration was computed assuming no exercise of such early termination rights. |
| |
(3) | Total Annualized Rental Revenue is the monthly contractual base rent as of June 30, 2015 multiplied by 12 plus the estimated annualized expense reimbursements under existing leases. |
Corporate Office Properties Trust
Top 20 Office Tenants as of 6/30/15 (1)
(Based on Annualized Rental Revenue of
office properties, dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | |
Tenant | | Number of Leases | | Total Occupied Square Feet | | Percentage of Total Occupied Square Feet | | Total Annualized Rental Revenue (2) | | Percentage of Total Annualized Rental Revenue | | Weighted Average Remaining Lease Term (3) |
United States Government | (4) | 63 |
| | 3,776,203 |
| | 22.8 | % | | $ | 135,725 |
| | 27.7 | % | | 5.5 |
|
Booz Allen Hamilton, Inc. | | 8 |
| | 710,297 |
| | 4.3 | % | | 24,235 |
| | 4.9 | % | | 1.3 |
|
Northrop Grumman Corporation | | 9 |
| | 763,776 |
| | 4.6 | % | | 22,225 |
| | 4.5 | % | | 5.1 |
|
The Boeing Company | | 13 |
| | 752,693 |
| | 4.5 | % | | 22,218 |
| | 4.5 | % | | 3.3 |
|
General Dynamics Corporation | | 7 |
| | 527,725 |
| | 3.2 | % | | 19,069 |
| | 3.9 | % | | 2.9 |
|
Computer Sciences Corporation | | 3 |
| | 279,158 |
| | 1.7 | % | | 10,531 |
| | 2.1 | % | | 3.8 |
|
CareFirst, Inc. | | 2 |
| | 300,154 |
| | 1.8 | % | | 10,094 |
| | 2.1 | % | | 6.5 |
|
The MITRE Corporation | | 6 |
| | 290,288 |
| | 1.8 | % | | 9,645 |
| | 2.0 | % | | 2.6 |
|
Wells Fargo & Company | | 3 |
| | 190,325 |
| | 1.2 | % | | 8,144 |
| | 1.7 | % | | 3.5 |
|
Vadata Inc. | | 4 |
| | 664,431 |
| | 4.0 | % | | 7,156 |
| | 1.5 | % | | 9.0 |
|
Harris Coporation | | 7 |
| | 209,888 |
| | 1.3 | % | | 6,037 |
| | 1.2 | % | | 3.1 |
|
Raytheon Company | | 6 |
| | 168,205 |
| | 1.0 | % | | 5,878 |
| | 1.2 | % | | 2.6 |
|
AT&T Corporation | | 3 |
| | 307,579 |
| | 1.9 | % | | 5,815 |
| | 1.2 | % | | 3.9 |
|
Science Applications International Corp. | | 5 |
| | 158,406 |
| | 1.0 | % | | 5,785 |
| | 1.2 | % | | 3.7 |
|
Engility Holdings, Inc. | | 5 |
| | 149,000 |
| | 0.9 | % | | 5,698 |
| | 1.2 | % | | 2.1 |
|
L-3 Communications Holdings, Inc. | | 1 |
| | 158,786 |
| | 1.0 | % | | 5,246 |
| | 1.1 | % | | 4.3 |
|
Kratos Defense and Security Solutions | | 1 |
| | 131,451 |
| | 0.8 | % | | 4,402 |
| | 0.9 | % | | 4.8 |
|
University of Maryland | | 4 |
| | 162,912 |
| | 1.0 | % | | 4,256 |
| | 0.9 | % | | 6.2 |
|
The Johns Hopkins Institutions | | 6 |
| | 148,091 |
| | 0.9 | % | | 3,911 |
| | 0.8 | % | | 3.2 |
|
KEYW Corporation | | 2 |
| | 144,443 |
| | 0.9 | % | | 3,907 |
| | 0.8 | % | | 6.0 |
|
Subtotal Top 20 Office Tenants | | 158 |
| | 9,993,811 |
| | 60.4 | % | | 319,977 |
| | 65.3 | % | | 4.5 |
|
All remaining tenants | | 493 |
| | 6,552,600 |
| | 39.6 | % | | 170,344 |
| | 34.7 | % | | 4.7 |
|
Total/Weighted Average | | 651 |
| | 16,546,411 |
| | 100.0 | % | | $ | 490,321 |
| | 100.0 | % | | 4.6 |
|
(1) Amounts reported exclude leases at properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties. Effective April 1, 2014, all cash flows from such properties belong to the lender.
(2) Total Annualized Rental Revenue is the monthly contractual base rent as of June 30, 2015, multiplied by 12, plus the estimated annualized expense reimbursements under existing leases.
(3) A number of our leases are subject to certain early termination provisions. The year of lease expiration was computed assuming no exercise of such early termination rights. The weighting of the lease term was computed using Total Rental Revenue.
(4) Substantially all of our government leases are subject to early termination provisions which are customary in government leases. The weighted average remaining lease term was computed assuming no exercise of such early termination rights.
Corporate Office Properties Trust
Investment Activity
|
| | | | | | | | | | | | | | | | | | |
Location | | Property Region | | Business Park/Submarket | | Number of Buildings | | Square Feet | | Transaction Date | | Occupancy on Transaction Date | | Transaction Price (in thousands) |
Operating Property Acquisitions |
Quarter Ended March 31,2015 | | | | | | | | | | | | | | |
250 West Pratt Street | | Greater Baltimore | | Baltimore City | | 1 |
| | 366,921 |
| | 3/19/2015 | | 96.2% | | $ | 61,887 |
|
Quarter Ended June 30, 2015 | | | | | | | | | | | | | | |
2600 Park Tower Drive | | Northern Virginia | | Other Northern Virginia | | 1 |
| | 237,023 |
| | 4/15/2015 | | 100.0% | | 80,504 |
|
Total - Six Months Ended June 30, 2015 | | | | | | 2 |
| | 603,944 |
| | | | | | $ | 142,391 |
|
| | | | | | | | | | | | | | |
Property Dispositions |
Quarter Ended March 31,2015 | | | | | | | | | | | | | | |
White Marsh Land | | | | | | N/A | | N/A | | Various | | | | $ | 17,900 |
|
Other Land | | | | | | N/A | | N/A | | Various | | | | 175 |
|
Subtotal - Quarter Ended March 31, 2015 | | | | | | | | | | | | | | 18,075 |
|
Total - Six Months Ended June 30, 2015 | | | | | | | | | | | | | | $ | 18,075 |
|
Corporate Office Properties Trust
Construction, Redevelopment, Wholesale Data Center and Land Owned/Controlled as of 6/30/15
(dollars in thousands) |
| | | | | | | | | | | | | | | | | | | |
| Construction Projects (1) | | Redevelopment Projects (2) | | Wholesale Data Center | | Land Owned/Controlled (3) | | Total |
Segment | Rentable Square Feet |
Baltimore/Washington Corridor | 311,444 |
| | 141,381 |
| | N/A |
| | 4,320,000 |
| | 4,772,825 |
|
Northern Virginia | 701,030 |
| | — |
| | N/A |
| | 1,839,000 |
| | 2,540,030 |
|
San Antonio | — |
| | — |
| | N/A |
| | 1,033,000 |
| | 1,033,000 |
|
Huntsville, Alabama | — |
| | — |
| | N/A |
| | 4,103,000 |
| | 4,103,000 |
|
St. Mary’s and King George Counties | — |
| | 27,122 |
| | N/A |
| | 109,000 |
| | 136,122 |
|
Greater Baltimore | — |
| | — |
| | N/A |
| | 1,510,000 |
| | 1,510,000 |
|
Other Maryland | — |
| | — |
| | N/A |
| | 1,000,000 |
| | 1,000,000 |
|
Greater Philadelphia | — |
| | 140,765 |
| | N/A |
| | 713,000 |
| | 853,765 |
|
Other Land Owned/Controlled | — |
| | — |
| | N/A |
| | 3,118,000 |
| | 3,118,000 |
|
Total | 1,012,474 |
| | 309,268 |
| | N/A |
| | 17,745,000 |
| | 19,066,742 |
|
| Costs to date by region |
Baltimore/Washington Corridor | $ | 67,875 |
| | $ | 18,351 |
| | $ | — |
| | $ | 133,033 |
| | $ | 219,259 |
|
Northern Virginia | 62,187 |
| | — |
| | — |
| | 88,483 |
| | 150,670 |
|
San Antonio | — |
| | — |
| | — |
| | 20,194 |
| | 20,194 |
|
Huntsville, Alabama | — |
| | — |
| | — |
| | 14,515 |
| | 14,515 |
|
St. Mary’s and King George Counties | — |
| | 2,770 |
| | — |
| | 2,588 |
| | 5,358 |
|
Greater Baltimore |
|
| |
|
| | — |
| | 34,190 |
| | 34,190 |
|
Other Maryland | — |
| | — |
| | — |
| | 9,279 |
| | 9,279 |
|
Greater Philadelphia | — |
| | 23,136 |
| | — |
| | 17,333 |
| | 40,469 |
|
Other Land Owned/Controlled | — |
| | — |
| | — |
| | 41,688 |
| | 41,688 |
|
Wholesale Data Center | — |
| | — |
| | 257,831 |
| | — |
| | 257,831 |
|
Total | $ | 130,062 |
| | $ | 44,257 |
| | $ | 257,831 |
| | $ | 361,303 |
| | $ | 793,453 |
|
| | | | | | | | | |
Reconciliation to amounts included in projects in development or held for future development, including land costs, as reported on consolidated balance sheet | | | | | | | | | |
Operating properties | (12,445 | ) | | (28,986 | ) | | (187,882 | ) | | (32,127 | ) | | (261,440 | ) |
Deferred leasing costs and other assets | (3,055 | ) | | (3,436 | ) | | (3,531 | ) | | — |
| | (10,022 | ) |
Projects in development or held for future development, including associated land costs (4) | $ | 114,562 |
| | $ | 11,835 |
| | $ | 66,418 |
| | $ | 329,176 |
| | $ | 521,991 |
|
(1) Represents construction projects as listed on page 23.
(2) Represents redevelopment projects as listed on page 24.
(3) Represents our land owned/controlled as listed on page 25.
(4) Represents total of costs included in lines on our consolidated balance sheet entitled “construction and redevelopment in progress, including land” and “land owned/controlled”.
Corporate Office Properties Trust
Summary of Construction Projects as of 6/30/15 (1)
(dollars in thousands)
|
| | | | | | | | | | | | | | |
| | | Park/Submarket | Total Rentable Square Feet | Percentage Leased as of | as of 6/30/15 (2) | Actual or Anticipated Shell Completion Date | Anticipated Operational Date (3) |
| Anticipated Total Cost | Cost to Date |
|
| Property and Location | 6/30/2015 |
| Southpoint Manassas - DC12 Manassas, Virginia | | Other | 150,000 |
| 100% | $ | 22,700 |
| $ | 14,375 |
| Q3 15 | Q3 15 |
| Southpoint Manassas - DC14 Manassas, Virginia | | Other | 150,000 |
| 100% | 22,700 |
| 11,707 |
| 4Q15 | 4Q 15 |
| 310 Sentinel Way Annapolis Junction, Maryland | | National Business Park | 191,464 |
| 0% | 54,352 |
| 37,784 |
| 1Q 15 | 1Q 16 |
| NOVA Office B Northern Virginia | | Other | 161,030 |
| 0% | 41,500 |
| 27,684 |
| 2Q 15 | 2Q 16 |
| 7880 Milestone Parkway Hanover, Maryland | | Arundel Preserve | 119,980 |
| 74% | 31,535 |
| 30,091 |
| 3Q 15 | 3Q 16 |
| NOVA Office D Northern Virginia | | Other | 240,000 |
| 100% | 46,525 |
| 8,421 |
| 3Q 17 | 3Q 17 |
| Total Under Construction | | | 1,012,474 |
| 62% | $ | 219,312 |
| $ | 130,062 |
| | |
| |
(1) | Includes properties under active construction and properties that we were contractually committed to construct as of June 30, 2015 |
| |
(2) | Cost includes land, construction, leasing costs and allocated portion of structured parking and other shared infrastructure, if applicable. |
| |
(3) | Anticipated operational date is the estimated date when leases have commenced on 100% of a property’s space or one year from the cessation of major construction activities. |
Corporate Office Properties Trust
Summary of Redevelopment Projects as of 6/30/15
(dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
| | Park/Submarket | Total Rentable Square Feet | Percentage Leased as of | as of 6/30/15 (1) | Actual or Anticipated Shell Completion Date | Anticipated Operational Date (2) |
| �� | Historical Basis, Net | Incremental Redevelopment Cost | Anticipated Total Cost | Cost to Date | Cost to Date Placed in Service |
| |
Property and Location | | 6/30/2015 |
731 Arbor Way (Hillcrest III) Blue Bell, Pennsylvania (3) | | Greater Philadelphia | 140,765 |
| 100% | $ | 2,850 |
| $ | 23,474 |
| $ | 26,324 |
| $ | 23,136 |
| $ | 17,868 |
| 1Q 15 | 3Q 15 |
44417 Pecan Court California, Maryland | | St. Mary's County | 27,122 |
| 0% | 1,393 |
| 3,953 |
| 5,346 |
| 2,770 |
| 1,393 |
| 3Q 14 | 3Q 15 |
6708 Alexander Bell Drive Columbia, Maryland | | Howard Co. Perimeter | 52,000 |
| 0% | 2,709 |
| 8,760 |
| 11,469 |
| 7,654 |
| 2,709 |
| 1Q 15 | 1Q 16 |
7134 Columbia Gateway Drive Columbia, Maryland | | Howard Co. Perimeter | 21,931 |
| 0% | 2,392 |
| 2,321 |
| 4,713 |
| 2,468 |
| 2,392 |
| 4Q15 | 2Q16 |
1201 Winterson Rd (AS 13) Linthicum, Maryland | | Airport Square | 67,450 |
| 0% | 3,158 |
| 12,893 |
| 16,051 |
| 4,432 |
| 3,158 |
| 4Q 15 | 4Q 16 |
921 Elkridge Landing Rd (AS 5) Linthicum, Maryland | | Airport Square | TBD |
| 0% | 3,659 |
| TBD |
| TBD |
| 3,797 |
| 3,659 |
| TBD | TBD |
Total Under Redevelopment | 309,268 |
| 46% | $ | 16,161 |
| $ | 51,401 |
| $ | 63,903 |
| $ | 44,257 |
| $ | 31,179 |
| | |
(1) Cost includes construction, leasing costs and allocated portion of shared infrastructure.
(2) Anticipated operational date is the estimated date when leases have commenced on 100% of a property’s space or one year from the cessation of major construction activities.
(3) Although classified as under redevelopment, 110,670 square feet were operational as of 6/30/15; NOI for this property was $658,000 and cash NOI was ($23,000) for the three months ended 6/30/15.
Corporate Office Properties Trust
Summary of Land Owned/Controlled as of 6/30/15 (1)
|
| | | | | | | | | |
Location | Acres | | Estimated Developable Square Feet (in thousands) | | Costs to Date (2) |
Land Owned/Controlled for Future Development | | | | | |
Baltimore/Washington Corridor | |
| | |
| | |
National Business Park | 241 |
| | 2,101 |
| | |
Arundel Preserve | 90 |
| | 1,020 |
| | |
Columbia Gateway | 27 |
| | 590 |
| | |
M Square | 49 |
| | 525 |
| | |
Airport Square | 4 |
| | 84 |
| | |
Subtotal | 411 |
| | 4,320 |
| | |
Northern Virginia | 69 |
| | 1,839 |
| | |
San Antonio, Texas | 69 |
| | 1,033 |
| | |
Huntsville, Alabama (3) | 432 |
| | 4,103 |
| | |
St. Mary’s & King George Counties | 44 |
| | 109 |
| | |
Greater Baltimore | 68 |
| | 1,510 |
| | |
Other Maryland | 107 |
| | 1,000 |
| | |
Greater Philadelphia, Pennsylvania | 41 |
| | 713 |
| | |
Total land owned/controlled for future development | 1,241 |
| | 14,627 |
| | $ | 287,488 |
|
| | | | | |
Other land owned/controlled | 209 |
| | 3,118 |
| | 41,688 |
|
| | | | | |
Land owned/controlled | 1,450 |
| | 17,745 |
| | $ | 329,176 |
|
| | | | | |
| |
(1) | This land inventory schedule excludes all properties listed as construction or redevelopment as detailed on pages 23 and 24, and includes properties under ground lease to us. |
| |
(2) | Represents total costs to date included in “projects in development or held for future development, including associated land costs,” as reported on page 22 (in thousands). |
| |
(3) | Includes land owned under a long-term master lease agreement to LW Redstone Company, a consolidated joint venture (see page 30). As this land is developed in the future, the joint venture will execute site-specific leases under the master lease agreement. Rental payments will commence under the site-specific leases as tenant leases commence at the respective properties. The costs incurred on this land totaled $14.5 million as of 6/30/15. |
Corporate Office Properties Trust
Quarterly Equity Analysis
(dollars, shares and units in thousands, except per share amounts)
|
| | | | | | | | | | | | | | |
SHAREHOLDER CLASSIFICATION | Common Shares | | Common Units | | As if Converted Preferred Shares/Units | | Total | | Diluted Ownership % of Total |
As of June 30, 2015: |
Insiders | 601 |
| | 309 |
| | — |
| | 910 |
| | 0.92 | % |
Non-insiders | 93,929 |
| | 3,371 |
| | 610 |
| | 97,910 |
| | 99.08 | % |
Total | 94,530 |
| | 3,680 |
| | 610 |
| | 98,820 |
| | 100.00 | % |
|
| | | | | | | | | | | | | | | | | | | |
COMMON EQUITY - End of Quarter | 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 |
Unrestricted Common Shares | 94,133 |
| | 94,097 |
| | 92,865 |
| | 87,306 |
| | 87,256 |
|
Restricted Common Shares | 397 |
| | 439 |
| | 390 |
| | 406 |
| | 412 |
|
Common Shares | 94,530 |
| | 94,536 |
| | 93,255 |
| | 87,712 |
| | 87,668 |
|
Common Units | 3,680 |
| | 3,680 |
| | 3,838 |
| | 3,860 |
| | 3,899 |
|
Total | 98,210 |
| | 98,216 |
| | 97,093 |
| | 91,572 |
| | 91,567 |
|
End of Quarter Common Share Price | $ | 23.54 |
| | $ | 29.38 |
| | $ | 28.37 |
| | $ | 25.72 |
| | $ | 27.81 |
|
Market Value of Common Shares/Units | $ | 2,311,863 |
| | $ | 2,885,586 |
| | $ | 2,754,528 |
| | $ | 2,355,232 |
| | $ | 2,546,478 |
|
PREFERRED EQUITY - End of Quarter | |
| | |
| | |
| | |
| | |
|
Nonconvertible Preferred Equity - liquidation preference | |
| | |
| | |
| | |
| | |
|
Redeemable Series L Shares Outstanding - 7.375% | $ | 172,500 |
| | $ | 172,500 |
| | $ | 172,500 |
| | $ | 172,500 |
| | $ | 172,500 |
|
Convertible Preferred Equity - liquidation preference | |
| | |
| | |
| | |
| | |
|
Convertible Series I Units - 7.5% (1) | 8,800 |
| | 8,800 |
| | 8,800 |
| | 8,800 |
| | 8,800 |
|
Convertible Series K Shares - 5.6% (2) | 26,583 |
| | 26,583 |
| | 26,583 |
| | 26,583 |
| | 26,583 |
|
Total Convertible Preferred Equity | 35,383 |
| | 35,383 |
| | 35,383 |
| | 35,383 |
| | 35,383 |
|
Total Liquidation Preference of Preferred Equity | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
|
CAPITALIZATION | |
| | |
| | |
| | |
| | |
|
Liquidation Preference of Preferred Shares/Units | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
| | $ | 207,883 |
|
Market Value of Common Shares/Units | 2,311,863 |
| | 2,885,586 |
| | 2,754,528 |
| | 2,355,232 |
| | 2,546,478 |
|
Total Equity Market Capitalization | $ | 2,519,746 |
| | $ | 3,093,469 |
| | $ | 2,962,411 |
| | $ | 2,563,115 |
| | $ | 2,754,361 |
|
(1) 352 units outstanding with a liquidation preference of $25 per unit, and convertible into 176 common units.
(2) 532 shares outstanding with a liquidation preference of $50 per share, and convertible into 434 shares.
Corporate Office Properties Trust
Debt Analysis as of June 30, 2015
(dollars in thousands)
|
| | | | | | | | | | | | | | | | |
| Stated Rate | | GAAP Effective Rate | | Weighted Average Maturity (in Years) | | Maximum Availability | | Outstanding Balance | | Average Stated Interest Rates for Three Months Ended 6/30/15 | |
| | |
Debt Outstanding | | | | | | | | | |
| | | |
Fixed rate | | | | | | | | | |
| | | |
Secured debt (1) | 6.16% | | 6.15% | | 2.6 | | | | $ | 384,227 |
| | 6.2% | |
Senior Unsecured Notes | 4.32% | | 4.47% | | 8.1 | | | | 1,187,928 |
| | 4.1% | |
Other Unsecured Debt | 0.00% | | 6.50% | | 10.8 | | | | 1,558 |
| | 0.0% | |
Total fixed rate debt (1) | 4.76% | | 4.88% | | 6.8 | | | | $ | 1,573,713 |
| | 4.7% | |
Variable rate | | | | | | | | | |
| | | |
Secured debt | 2.43% | | 2.43% | | 0.3 | |
|
| | $ | 36,457 |
| | 2.4% | |
Unsecured Revolving Credit Facility | 1.37% | | 1.37% | | 3.9 | | $ | 800,000 |
| | — |
| | 1.4% | |
Unsecured Term Loans | 1.77% | | 1.77% | | 3.9 | |
|
| | 520,000 |
| | 1.8% | |
Total variable rate debt | 1.81% | | 1.81% | | 3.6 | |
|
| | $ | 556,457 |
| | 2.4% | (2)(3) |
Total consolidated debt outstanding | 3.99% | | 4.08% | | 5.9 | | | | $ | 2,130,170 |
| | 3.8% | (2)(3) |
| | | | | | | | | | | | |
Variable Rate Loans Subject to Interest Rate Swaps (2) | | | | | | | | | $ | 436,457 |
| | 0.7% | |
| | | | | | | | | | | | |
% of Fixed Rate Loans (2) | | | | | | | | | 94.4 | % | | | |
% of Variable Rate Loans (2) | | | | | | | | | 5.6 | % | | | |
| | | | | | | | | 100.0 | % | | | |
| | | | | | | | | | | | |
Recourse debt | | | | | | | | | $ | 1,763,530 |
| | | |
Nonrecourse debt | | | | | | | | | 366,640 |
| | | |
Total consolidated debt outstanding | | | | | | | | | $ | 2,130,170 |
| | | |
| |
(1) | Excludes incremental additional interest associated with default rate on debt in default that we expect to extinguish via conveyance of properties. |
(2) Includes the effect of interest rate swaps in effect during certain of the periods set forth above that hedge the risk of changes in interest rates on certain of our one-month LIBOR-based variable rate debt.
(3) Includes facility commitment fees incurred for our Unsecured Revolving Credit Facility.
Corporate Office Properties Trust
Debt Analysis (continued)
(dollars in thousands)
|
| | | | | |
| | | |
| June 30, 2015 | | |
Secured debt | $ | 420,684 |
| | |
Unsecured debt | 1,709,486 |
| | |
Debt in default to be extinguished via conveyance of properties | (150,000 | ) | | |
Numerator for debt to adjusted book ratio | $ | 1,980,170 |
| | |
| | | |
Unencumbered adjusted book | $ | 4,322,917 |
| | |
Encumbered adjusted book | 432,726 |
| | |
Total adjusted book (1) | $ | 4,755,643 |
| | |
| | | |
# of Operating Office Properties (1) | | | |
Unencumbered | 162 |
| | |
Encumbered | 17 |
| | |
Total (1) | 179 |
| | |
| | | |
Square Feet of Office Properties (in thousands) (1) | | | |
Unencumbered | 15,963 |
| | |
Encumbered | 2,024 |
| | |
Total (1) | 17,987 |
| | |
| | | |
| Three Months Ended 6/30/15 | | |
Unencumbered NOI from real estate operations | $ | 70,038 |
| | |
Encumbered NOI from real estate operations | 10,907 |
| | |
NOI from properties to be conveyed to extinguish debt in default | 843 |
| | |
Total NOI from real estate operations | $ | 81,788 |
| | |
| | | |
Unencumbered adjusted EBITDA | $ | 62,914 |
| | |
Encumbered adjusted EBITDA (1) | 10,906 |
| | |
Total adjusted EBITDA (1) | $ | 73,820 |
| | |
| | | |
Debt ratios (coverage ratios excluding capitalized interest) — All coverage computations include discontinued operations | Three Months Ended 6/30/15 | | |
Adjusted EBITDA debt service coverage ratio | 4.2x | | |
Adjusted EBITDA fixed charge coverage ratio | 3.1x | | |
Adjusted debt to in-place adjusted EBITDA ratio | 6.6x | | |
| | | |
| As of and for Three Months Ended 6/30/15 |
Unsecured Senior Notes Covenants | Actual | | Required |
Total Debt / Total Assets | 43.8% | | Less than 60% |
Secured Debt / Total Assets | 7.7% | | Less than 40% |
Debt Service Coverage | 2.8x | | Greater than 1.5x |
Unencumbered Assets / Unsecured Debt | 244.9% | | Greater than 150% |
| |
(1) | Except for Unsecured Senior Notes Covenants, amounts exclude the effect of properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties. |
Corporate Office Properties Trust
Debt Maturity Schedule (1)
(dollars in thousands)
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | | GAAP | | | | | | | | |
| Stated | | Effective | | | | | | | | |
| Rate | | Rate | | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total |
Unsecured Debt | | | | | | | | | | |
|
Unsecured Revolving Credit Facility (2) | LIBOR + 1.20% | | 1.37% | | $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
|
Senior Unsecured Notes | | | | | | | | | | | |
Due 6/15/21 | 3.70% | | 3.85% | | — |
| — |
| — |
| — |
| — |
| 300,000 |
| 300,000 |
|
Due 5/15/23 | 3.60% | | 3.70% | | — |
| — |
| — |
| — |
| — |
| 350,000 |
| 350,000 |
|
Due 2/15/24 | 5.25% | | 5.49% | | — |
| — |
| — |
| — |
| — |
| 250,000 |
| 250,000 |
|
Due 7/1/25 | 5.00% | | 5.15% | | — |
| — |
| — |
| — |
| — |
| 300,000 |
| 300,000 |
|
Total Senior Unsecured Notes | | | | | — |
| — |
| — |
| — |
| — |
| 1,200,000 |
| 1,200,000 |
|
| | | | | | | | | | | |
Other Unsecured Debt | | | | | | | | | | | |
2016 maturities (3) | LIBOR + 1.50% | | 1.69% | | — |
| 100,000 |
| — |
| — |
| — |
| — |
| 100,000 |
|
2019 maturities | LIBOR + 2.10% | | 2.28% | | — |
| — |
| — |
| — |
| 120,000 |
| — |
| 120,000 |
|
2020 maturities | LIBOR + 1.40% | | 1.59% | | — |
| — |
| — |
| — |
| — |
| 300,000 |
| 300,000 |
|
2026 maturities | 0.00% | | 0.00% | | 100 |
| 200 |
| 200 |
| 200 |
| 200 |
| 1,261 |
| 2,161 |
|
Total Other Unsecured Debt | | | | | 100 |
| 100,200 |
| 200 |
| 200 |
| 120,200 |
| 301,261 |
| 522,161 |
|
| | | | | | | | | | | |
Total Unsecured Debt | | | | | $ | 100 |
| $ | 100,200 |
| $ | 200 |
| $ | 200 |
| $ | 120,200 |
| $ | 1,501,261 |
| $ | 1,722,161 |
|
Secured Debt | | | | | | | | | | | |
Fixed Rate Secured Debt (1) | | | | | | | | | | | |
2016 maturities | 7.22% | | 7.21% | | $ | 2,102 |
| $ | 169,343 |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 171,445 |
|
2017 maturities | 5.45% | | 5.85% | | 96 |
| 200 |
| 4,302 |
| — |
| — |
| — |
| 4,598 |
|
Thereafter | 4.40% | | 4.37% | | 796 |
| 1,656 |
| 1,745 |
| 1,836 |
| 1,894 |
| 50,228 |
| 58,155 |
|
Total Fixed Rate Secured Debt | | | | | 2,994 |
| 171,199 |
| 6,047 |
| 1,836 |
| 1,894 |
| 50,228 |
| 234,198 |
|
Variable Rate Secured Debt | LIBOR + 2.25% | | 2.43% | | 36,457 |
| — |
| — |
| — |
| — |
| — |
| 36,457 |
|
Total Secured Debt | | | | | $ | 39,451 |
| $ | 171,199 |
| $ | 6,047 |
| $ | 1,836 |
| $ | 1,894 |
| $ | 50,228 |
| $ | 270,655 |
|
| | | | | | | | | | | |
Total Debt (1) | | | | | $ | 39,551 |
| $ | 271,399 |
| $ | 6,247 |
| $ | 2,036 |
| $ | 122,094 |
| $ | 1,551,489 |
| $ | 1,992,816 |
|
| | | | | | | | | | | |
Fixed Rate Debt | 4.67% | | 4.80% | | $ | 3,094 |
| $ | 171,399 |
| $ | 6,247 |
| $ | 2,036 |
| $ | 2,094 |
| $ | 1,251,489 |
| $ | 1,436,359 |
|
Variable Rate Debt | 1.81% | | 1.81% | | 36,457 |
| 100,000 |
| — |
| — |
| 120,000 |
| 300,000 |
| 556,457 |
|
Total Debt | | | | | $ | 39,551 |
| $ | 271,399 |
| $ | 6,247 |
| $ | 2,036 |
| $ | 122,094 |
| $ | 1,551,489 |
| $ | 1,992,816 |
|
| | | | | | | | | | | |
Balloon Payments |
| |
| | $ | 36,175 |
| $ | 266,062 |
| $ | 4,110 |
| $ | — |
| $ | 120,000 |
| $ | 1,543,551 |
| $ | 1,969,898 |
|
Scheduled Principal Amortization |
| |
| | 3,376 |
| 5,337 |
| 2,137 |
| 2,036 |
| 2,094 |
| 7,938 |
| 22,918 |
|
Total Debt | | | | | $ | 39,551 |
| $ | 271,399 |
| $ | 6,247 |
| $ | 2,036 |
| $ | 122,094 |
| $ | 1,551,489 |
| $ | 1,992,816 |
|
| | | | | | | | Net discount | | (12,646 | ) |
| | | | | | | | Numerator for debt to adjusted book | $ | 1,980,170 |
|
| | | | | | | | Debt in default to be extinguished (1) | 150,000 |
|
| | | | | | | | Consolidated debt | $ | 2,130,170 |
|
| |
(1) | Maturities exclude $150.0 million nonrecourse mortgage that we expect to extinguish by conveying the collateral to the lender. |
| |
(2) | Matures in May 2019, and may be extended by two six-month periods at our option, subject to certain conditions. |
| |
(3) | Matures in March 2016, and may be extended by three six-month periods at our option, subject to certain conditions. |
Corporate Office Properties Trust
Consolidated Joint Ventures as of 6/30/15
(dollars and square feet in thousands)
|
| | | | | | | | | | | | |
Operating Properties | Operational Square Feet | Occupancy % | Leased % | Total Assets (1) | Venture Level Debt | % COPT Owned |
Suburban Maryland: | |
| | | |
| |
| |
M Square Associates, LLC (2 properties) | 242 |
| 100.0% | 100.0% | $ | 55,342 |
| $ | 36,457 |
| 50% |
Huntsville, AL: | | | | | | |
LW Redstone Company, LLC (5 properties) | 495 |
| 100.0% | 100.0% | 85,470 |
| 37,244 |
| 85% |
Total/Average | 737 |
| 100.0% | 100.0% | $ | 140,812 |
| $ | 73,701 |
| |
NOI of Operating Properties for the Three Months Ended 6/30/15 (2) | $ | 2,690 |
| | | |
| |
| |
NOI of Operating Properties for the Six Months Ended 6/30/15 (2) | $ | 5,296 |
| | | | | |
|
| | | | | | | | | | |
Non-operational Properties | Estimated Developable Square Feet | | Total Assets (1) | Venture Level Debt | % COPT Owned |
Suburban Maryland: | |
| | |
| |
| |
M Square Research Park | 525 |
| | $ | 3,497 |
| $ | — |
| 50% |
Huntsville, Alabama: | |
| | |
| |
| |
Redstone Gateway | 4,103 |
| | 57,317 |
| — |
| 85% |
Total | 4,628 |
| | $ | 60,814 |
| $ | — |
| |
(1) Total assets includes the total assets recorded on the books of the consolidated joint venture plus any outside investment basis related to the applicable joint venture and related joint ventures (formed and to be formed).
| |
(2) | Represents gross NOI of the joint venture operating properties before allocation to joint venture partners. |
Corporate Office Properties Trust Supplementary Reconciliations of Non-GAAP Measures (in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Net income | $ | 17,232 |
| | $ | 14,735 |
| | $ | 5,937 |
| | $ | 24,548 |
| | $ | 9,050 |
| | $ | 31,967 |
| | $ | 14,721 |
|
Interest expense on continuing and discontinued operations | 21,768 |
| | 20,838 |
| | 23,286 |
| | 24,802 |
| | 23,478 |
| | 42,606 |
| | 44,305 |
|
Income tax expense | 50 |
| | 55 |
| | 53 |
| | 101 |
| | 92 |
| | 105 |
| | 156 |
|
Depreciation of furniture, fixtures and equipment | 527 |
| | 492 |
| | 513 |
| | 543 |
| | 843 |
| | 1,019 |
| | 1,348 |
|
Real estate-related depreciation and amortization | 33,786 |
| | 31,599 |
| | 31,358 |
| | 30,237 |
| | 30,895 |
| | 65,385 |
| | 74,491 |
|
Impairment losses | 1,239 |
| | 233 |
| | 48 |
| | 42 |
| | 1,328 |
| | 1,472 |
| | 1,329 |
|
(Gain) loss on early extinguishment of debt on continuing and discont. operations | (315 | ) | | 3 |
| | 9,106 |
| | 176 |
| | 363 |
| | (312 | ) | | 386 |
|
Gain on sales of operating properties | — |
| | — |
| | 2 |
| | (5,123 | ) | | — |
| | — |
| | 4 |
|
Gain on sales of non-operational properties | 1 |
| | (3,986 | ) | | (43 | ) | | (5,535 | ) | | — |
| | (3,985 | ) | | — |
|
Net loss (gain) on investments in unconsolidated entities included in interest and other income | (52 | ) | | 75 |
| | (74 | ) | | 63 |
| | 282 |
| | 23 |
| | 302 |
|
Operating property acquisition costs | 361 |
| | 1,046 |
| | — |
| | — |
| | — |
| | 1,407 |
| | — |
|
EBITDA from properties to be conveyed to extinguish debt in default | (843 | ) | | 90 |
| | (828 | ) | | (732 | ) | | (531 | ) | | (753 | ) | | (531 | ) |
Demolition costs on redevelopment properties | 66 |
| | 175 |
| | — |
| | — |
| | — |
| | 241 |
| | — |
|
Executive transition costs | — |
| | — |
| | 1,056 |
| | — |
| | — |
| | — |
| | — |
|
Adjusted EBITDA | $ | 73,820 |
| | $ | 65,355 |
| | $ | 70,414 |
| | $ | 69,122 |
| | $ | 65,800 |
| | $ | 139,175 |
| | $ | 136,511 |
|
Add back: | |
| | |
| | |
| | |
| | |
| | |
| | |
|
General, administrative and leasing expenses on continuing and discontinued operations | 7,534 |
| | 7,891 |
| | 8,912 |
| | 7,211 |
| | 7,528 |
| | 15,425 |
| | 15,671 |
|
Business development expenses and land carry costs on continuing and discontinued operations, excluding operating property acquisition costs and demolition costs on redevelopment properties | 2,196 |
| | 1,569 |
| | 1,466 |
| | 1,430 |
| | 1,351 |
| | 3,765 |
| | 2,677 |
|
Depreciation of FF&E | (527 | ) | | (492 | ) | | (513 | ) | | (543 | ) | | (843 | ) | | (1,019 | ) | | (1,348 | ) |
Income from construction contracts and other service operations | (879 | ) | | (826 | ) | | (1,653 | ) | | (1,146 | ) | | (725 | ) | | (1,705 | ) | | (3,891 | ) |
Interest and other income, excluding net loss/gain on investments in unconsolidated entities | (1,190 | ) | | (1,358 | ) | | (1,074 | ) | | (1,254 | ) | | (1,581 | ) | | (2,548 | ) | | (2,886 | ) |
Equity in (income) loss of unconsolidated entities | (9 | ) | | (25 | ) | | (23 | ) | | (193 | ) | | 47 |
| | (34 | ) | | (13 | ) |
NOI from properties to be conveyed to extinguish debt in default | 843 |
| | (90 | ) | | 828 |
| | 732 |
| | 531 |
| | 753 |
| | 531 |
|
Executive transition costs | — |
| | — |
| | (1,056 | ) | | — |
| | — |
| | — |
| | — |
|
NOI from real estate operations | $ | 81,788 |
| | $ | 72,024 |
| | $ | 77,301 |
| | $ | 75,359 |
| | $ | 72,108 |
| | $ | 153,812 |
| | $ | 147,252 |
|
| | | | | | | | | | | | | |
Adjusted EBITDA | $ | 73,820 |
| | $ | 65,355 |
| | $ | 70,414 |
| | $ | 69,122 |
| | $ | 65,800 |
| | | | |
Proforma NOI adjustments from properties in quarter of acquisition (disposition) | 253 |
| | 737 |
| | — |
| | (106 | ) | | — |
| | | | |
In-place adjusted EBITDA | $ | 74,073 |
| | $ | 66,092 |
| | $ | 70,414 |
| | $ | 69,016 |
| | $ | 65,800 |
| |
|
| |
|
|
| | | | | | | | | | | | | |
Corporate Office Properties Trust Supplementary Reconciliations of Non-GAAP Measures (continued) (dollars in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Discontinued Operations | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Revenues from real estate operations | $ | 4 |
| | $ | — |
| | $ | (2 | ) | | $ | (36 | ) | | $ | 5 |
| | $ | 4 |
| | $ | 24 |
|
Property operating expenses | 11 |
| | (5 | ) | | 24 |
| | 175 |
| | (84 | ) | | 6 |
| | (64 | ) |
Gain (loss) on early extinguishment of debt | 380 |
| | — |
| | — |
| | — |
| | (93 | ) | | 380 |
| | (116 | ) |
Impairment (losses) recoveries | (1 | ) | | (233 | ) | | — |
| | 24 |
| | (26 | ) | | (234 | ) | | (27 | ) |
Gain on sales of depreciated real estate properties | — |
| | — |
| | — |
| | 28 |
| | — |
| | — |
| | (4 | ) |
Discontinued operations | $ | 394 |
| | $ | (238 | ) | | $ | 22 |
| | $ | 191 |
| | $ | (198 | ) | | $ | 156 |
| | $ | (187 | ) |
GAAP revenues from real estate operations from continuing operations | $ | 128,191 |
| | $ | 122,710 |
| | $ | 120,613 |
| | $ | 118,276 |
| | $ | 115,959 |
| | $ | 250,901 |
| | $ | 240,836 |
|
Revenues from discontinued operations | 4 |
| | — |
| | (2 | ) | | (36 | ) | | 5 |
| | 4 |
| | 24 |
|
Real estate revenues | $ | 128,195 |
| | $ | 122,710 |
| | $ | 120,611 |
| | $ | 118,240 |
| | $ | 115,964 |
| | $ | 250,905 |
| | $ | 240,860 |
|
GAAP property operating expenses from continuing operations | $ | 46,418 |
| | $ | 50,681 |
| | $ | 43,334 |
| | $ | 43,056 |
| | $ | 43,772 |
| | $ | 97,099 |
| | $ | 93,544 |
|
Property operating expenses from discontinued operations | (11 | ) | | 5 |
| | (24 | ) | | (175 | ) | | 84 |
| | (6 | ) | | 64 |
|
Real estate property operating expenses | $ | 46,407 |
| | $ | 50,686 |
| | $ | 43,310 |
| | $ | 42,881 |
| | $ | 43,856 |
| | $ | 97,093 |
| | $ | 93,608 |
|
Gain on sales of real estate, net, per statements of operations | $ | (1 | ) | | $ | 3,986 |
| | $ | 41 |
| | $ | 10,630 |
| | $ | — |
| | $ | 3,985 |
| | $ | — |
|
Gain on sales of real estate from discontinued operations | — |
| | — |
| | — |
| | 28 |
| | — |
| | — |
| | (4 | ) |
Gain on sales of real estate from continuing and discont. operations | (1 | ) | | 3,986 |
| | 41 |
| | 10,658 |
| | — |
| | 3,985 |
| | (4 | ) |
Gain on sales of non-operating properties | 1 |
| | (3,986 | ) | | (43 | ) | | (5,535 | ) | | — |
| | (3,985 | ) | | — |
|
Gain on sales of operating properties | $ | — |
| | $ | — |
| | $ | (2 | ) | | $ | 5,123 |
| | $ | — |
| | $ | — |
| | $ | (4 | ) |
Impairment losses, per statements of operations | $ | 1,238 |
| | $ | — |
| | $ | 48 |
| | $ | 66 |
| | $ | 1,302 |
| | $ | 1,238 |
| | $ | 1,302 |
|
Impairment losses (recoveries) on discontinued operations | 1 |
| | 233 |
| | — |
| | (24 | ) | | 26 |
| | 234 |
| | 27 |
|
Total impairment losses | $ | 1,239 |
| | $ | 233 |
| | $ | 48 |
| | $ | 42 |
| | $ | 1,328 |
| | $ | 1,472 |
| | $ | 1,329 |
|
Impairment (losses) recoveries on previously depreciated operating properties | (1,239 | ) | | (233 | ) | | (48 | ) | | 7 |
| | (1,328 | ) | | (1,472 | ) | | (1,329 | ) |
Impairment losses on non-operating properties | $ | — |
| | $ | — |
| | $ | — |
| | $ | 49 |
| | $ | — |
| | $ | — |
| | $ | — |
|
Corporate Office Properties Trust Supplementary Reconciliations of Non-GAAP Measures (continued) (dollars in thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| 6/30/15 | | 3/31/15 | | 12/31/14 | | 9/30/14 | | 6/30/14 | | 6/30/15 | | 6/30/14 |
Total interest expense | $ | 21,768 |
| | $ | 20,838 |
| | $ | 23,286 |
| | $ | 24,802 |
| | $ | 23,478 |
| | $ | 42,606 |
| | $ | 44,305 |
|
Less: Amortization of deferred financing costs | (1,146 | ) | | (990 | ) | | (1,020 | ) | | (1,357 | ) | | (1,122 | ) | | (2,136 | ) | | (2,289 | ) |
Less: Amortization of net debt discounts and prem., net of amounts capitalized | (264 | ) | | (264 | ) | | (261 | ) | | (259 | ) | | (229 | ) | | (528 | ) | | (400 | ) |
Less: Interest exp. on debt in default to be exting. via conveyance of properties | (4,261 | ) | | (4,182 | ) | | (4,320 | ) | | (4,231 | ) | | (4,133 | ) | | (8,443 | ) | | (4,133 | ) |
Denominator for interest coverage | 16,097 |
| | 15,402 |
| | 17,685 |
| | 18,955 |
| | 17,994 |
| | 31,499 |
| | 37,483 |
|
Scheduled principal amortization | 1,670 |
| | 1,649 |
| | 1,603 |
| | 1,477 |
| | 1,582 |
| | 3,319 |
| | 3,437 |
|
Denominator for debt service coverage | 17,767 |
| | 17,051 |
| | 19,288 |
| | 20,432 |
| | 19,576 |
| | 34,818 |
| | 40,920 |
|
Capitalized interest | 1,950 |
| | 2,132 |
| | 1,740 |
| | 1,314 |
| | 1,422 |
| | 4,082 |
| | 3,011 |
|
Preferred share dividends - redeemable non-convertible | 3,553 |
| | 3,552 |
| | 3,552 |
| | 3,553 |
| | 4,344 |
| | 7,105 |
| | 8,834 |
|
Preferred unit distributions | 165 |
| | 165 |
| | 165 |
| | 165 |
| | 165 |
| | 330 |
| | 330 |
|
Denominator for fixed charge coverage | $ | 23,435 |
| | $ | 22,900 |
| | $ | 24,745 |
| | $ | 25,464 |
| | $ | 25,507 |
| | $ | 46,335 |
| | $ | 53,095 |
|
Preferred share dividends | $ | 3,553 |
| | $ | 3,552 |
| | $ | 3,552 |
| | $ | 3,553 |
| | $ | 4,344 |
| | $ | 7,105 |
| | $ | 8,834 |
|
Preferred unit distributions | 165 |
| | 165 |
| | 165 |
| | 165 |
| | 165 |
| | 330 |
| | 330 |
|
Common share dividends | 26,002 |
| | 25,998 |
| | 25,638 |
| | 24,112 |
| | 24,103 |
| | 52,000 |
| | 48,194 |
|
Common unit distributions | 1,012 |
| | 1,012 |
| | 1,055 |
| | 1,062 |
| | 1,072 |
| | 2,024 |
| | 2,153 |
|
Total dividends/distributions | $ | 30,732 |
| | $ | 30,727 |
| | $ | 30,410 |
| | $ | 28,892 |
| | $ | 29,684 |
| | $ | 61,459 |
| | $ | 59,511 |
|
Common share dividends | $ | 26,002 |
| | $ | 25,998 |
| | $ | 25,638 |
| | $ | 24,112 |
| | $ | 24,103 |
| | $ | 52,000 |
| | $ | 48,194 |
|
Common unit distributions | 1,012 |
| | 1,012 |
| | 1,055 |
| | 1,062 |
| | 1,072 |
| | 2,024 |
| | 2,153 |
|
Dividends and distributions for payout ratios | $ | 27,014 |
| | $ | 27,010 |
| | $ | 26,693 |
| | $ | 25,174 |
| | $ | 25,175 |
| | $ | 54,024 |
| | $ | 50,347 |
|
| | | | | | | | | | | | | |
Total Assets | $ | 3,910,921 |
| | $ | 3,777,155 |
| | $ | 3,670,257 |
| | $ | 3,680,188 |
| | $ | 3,709,500 |
| | $ | 3,910,921 |
| | $ | 3,709,500 |
|
Accumulated depreciation | 723,470 |
| | 724,539 |
| | 703,083 |
| | 679,598 |
| | 655,214 |
| | 723,470 |
| | 655,214 |
|
Accumulated depreciation included in assets held for sale | 24,930 |
| | — |
| | — |
| | — |
| | 3,121 |
| | 24,930 |
| | 3,121 |
|
Accumulated amort. of real estate intangibles and deferred leasing costs | 211,522 |
| | 219,437 |
| | 214,611 |
| | 207,864 |
| | 201,627 |
| | 211,522 |
| | 201,627 |
|
Accumulated amortization of real estate intangibles and deferred leasing costs included in assets held for sale | 15,271 |
| | — |
| | — |
| | — |
| | 4,277 |
| | 15,271 |
| | 4,277 |
|
Less: Adj. book assoc. with properties to be conveyed to exting. debt in default | (130,471 | ) | | (131,623 | ) | | (131,118 | ) | | (130,346 | ) | | (130,921 | ) | | (130,471 | ) | | (130,921 | ) |
Adjusted book | $ | 4,755,643 |
| | $ | 4,589,508 |
| | $ | 4,456,833 |
| | $ | 4,437,304 |
| | $ | 4,442,818 |
| | $ | 4,755,643 |
| | $ | 4,442,818 |
|
Debt, net | $ | 2,130,170 |
| | $ | 1,999,622 |
| | $ | 1,920,057 |
| | $ | 2,049,992 |
| | $ | 2,099,343 |
| | | | |
Less: Debt in default to be extinguished via conveyance of properties | (150,000 | ) | | (150,000 | ) | | (150,000 | ) | | (150,000 | ) | | (150,000 | ) | |
|
| | |
Numerator for debt to adjusted book ratio | 1,980,170 |
| | 1,849,622 |
| | 1,770,057 |
| | 1,899,992 |
| | 1,949,343 |
| | | | |
Less: Cash and cash equivalents | (37,074 | ) | | (4,429 | ) | | (6,077 | ) | | (40,018 | ) | | (76,216 | ) | | | | |
Adjusted debt | $ | 1,943,096 |
| | $ | 1,845,193 |
| | $ | 1,763,980 |
| | $ | 1,859,974 |
| | $ | 1,873,127 |
| |
|
| |
|
|
Corporate Office Properties Trust
Definitions
Non-GAAP Measures
We believe that the measures defined below that are not determined in accordance with generally accepted accounting principles (“GAAP”) are helpful to investors in measuring our performance and comparing it to that of other real estate investment trusts (“REITs”). Since these measures exclude certain items includable in their respective most comparable GAAP measures, reliance on the measures has limitations; management compensates for these limitations by using the measures simply as supplemental measures that are weighed in balance with other GAAP and non-GAAP measures. These measures are not necessarily indications of our cash flow available to fund cash needs. Additionally, they should not be used as an alternative to the respective most comparable GAAP measures when evaluating our financial performance or to cash flow from operating, investing and financing activities when evaluating our liquidity or ability to make cash distributions or pay debt service.
Adjusted book
Defined as total assets presented on our consolidated balance sheet excluding the effect of accumulated depreciation on real estate properties, accumulated amortization of intangible assets on real estate acquisitions and accumulated amortization of deferred leasing costs, and excluding the effect of properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties.
Adjusted debt
Defined as the carrying value of our debt, as adjusted to subtract cash and cash equivalents as of the end of the period and debt in default to be extinguished via conveyance of properties.
Adjusted debt to in-place adjusted EBITDA ratio
Defined as adjusted debt (as defined above) divided by in-place adjusted EBITDA (defined below) for the three month period that is annualized by multiplying by four.
Adjusted earnings before interest, income taxes, depreciation and amortization (“Adjusted EBITDA”)
Adjusted EBITDA is net income (loss) adjusted for the effects of interest expense, depreciation and amortization, impairment losses, gain on sales of properties, gain or loss on early extinguishment of debt, net gain on unconsolidated entities, operating property acquisition costs, loss on interest rate derivatives, income taxes, demolition costs on redevelopment properties and executive transition costs, and excluding the effect of properties serving as collateral for debt which is in default that we expect to extinguish via conveyance of such properties. We believe that adjusted EBITDA is a useful supplemental measure of performance for assessing our un-levered performance. We believe that net income is the most directly comparable GAAP measure to adjusted EBITDA.
Amortization of acquisition intangibles included in NOI
Represents the amortization of intangible asset and liability categories that is included in net operating income, including amortization of above- or below-market leases and above- or below-market cost arrangements.
Basic FFO available to common share and common unit holders (“Basic FFO”)
This measure is FFO adjusted to subtract (1) preferred share dividends, (2) income attributable to noncontrolling interests through ownership of preferred units in Corporate Office Properties, L.P. (the “Operating Partnership”) or interests in other consolidated entities not owned by us, (3) depreciation and amortization allocable to noncontrolling interests in other consolidated entities, (4) Basic FFO allocable to restricted shares and (5) issuance costs associated with redeemed preferred shares. With these adjustments, Basic FFO represents FFO available to common shareholders and holders of common units in the Operating Partnership (“common units”). Common units are substantially similar to our common shares of beneficial interest (“common shares”) and are exchangeable into common shares, subject to certain conditions. We believe that Basic FFO is useful to investors due to the close correlation of common units to common shares. We believe that net income is the most directly comparable GAAP measure to Basic FFO.
Corporate Office Properties Trust
Definitions
Cash net operating income (“Cash NOI”)
Defined as NOI from real estate operations adjusted to eliminate the effects of noncash rental revenues and property operating expenses (comprised of straight-line rental adjustments, which includes the amortization of tenant incentives, and amortization of acquisition intangibles included in FFO and NOI). Under GAAP, rental revenue is recognized evenly over the term of tenant leases. Many leases provide for contractual rent increases and the effect of accounting under GAAP for such leases is to accelerate the recognition of lease revenue. Since some leases provide for periods under the lease in which rental concessions are provided to tenants, the effect of accounting under GAAP is to allocate rental revenue to such periods. Also under GAAP, when a property is acquired, we allocate the acquisition to certain intangible components (including above- and below-market leases and above- or below-market cost arrangements), which are then amortized into FFO and NOI over their estimated lives. We believe that Cash NOI is an important supplemental measure of operating performance for a REIT’s operating real estate because it makes adjustments to NOI for the above stated items that are not associated with cash to us. As is the case with NOI, the measure is useful in our opinion in evaluating and comparing the performance of geographic segments, same-office property groupings and individual properties. We believe that net income is the most directly comparable GAAP measure to Cash NOI.
Debt to Adjusted book
Defined as debt, as adjusted to subtract debt in default to be extinguished via conveyance of properties, divided by Adjusted book (defined above).
Diluted adjusted funds from operations available to common share and common unit holders (“Diluted AFFO”)
Defined as Diluted FFO, as adjusted for comparability, adjusted for the following: (1) the elimination of the effect of (a) noncash rental revenues and property operating expenses (comprised of straight-line rental adjustments, which includes the amortization of recurring tenant incentives, and amortization of acquisition intangibles included in FFO and NOI, both of which are described under “Cash NOI” below), (b) share-based compensation, net of amounts capitalized, (c) amortization of deferred financing costs, (d) amortization of debt discounts and premiums and (e) amortization of settlements of debt hedges; and (2) recurring capital expenditures. Recurring capital expenditures are defined as tenant improvements and incentives, building improvements and leasing costs for operating properties that are not (1) items contemplated prior to the acquisition of a property, (2) improvements associated with the expansion of a building or its improvements, (3) renovations to a building which change the underlying classification of the building (for example, from industrial to office or Class C office to Class B office) or (4) capital improvements that represent the addition of something new to the property rather than the replacement of something (for example, the addition of a new heating and air conditioning unit that is not replacing one that was previously there); recurring capital expenditures excludes expenditures of operating properties included in disposition plans during the period that were already sold or are held for future disposition. We believe that Diluted AFFO is an important supplemental measure of liquidity for an equity REIT because it provides management and investors with an indication of our ability to incur and service debt and to fund dividends and other cash needs. We believe that the numerator to diluted EPS is the most directly comparable GAAP measure to Diluted AFFO.
Diluted FFO available to common share and common unit holders (“Diluted FFO”)
Diluted FFO is Basic FFO adjusted to add back any changes in Basic FFO that would result from the assumed conversion of securities that are convertible or exchangeable into common shares. The computation of Diluted FFO assumes the conversion of common units in the Operating Partnership but does not assume the conversion of other securities that are convertible into common shares if the conversion of those securities would increase Diluted FFO per share in a given period. We believe that Diluted FFO is useful to investors because it is the numerator used to compute Diluted FFO per share, discussed below. We believe that the numerator to diluted EPS is the most directly comparable GAAP measure to Diluted FFO.
Diluted FFO available to common share and common unit holders, as adjusted for comparability (“Diluted FFO, as adjusted for comparability”) and FFO, as adjusted for comparability
Defined as Diluted FFO or FFO adjusted to exclude: operating property acquisition costs: gains on sales of, and impairment losses on, properties other than previously depreciated operating properties, net of associated income tax; gain or loss on early extinguishment of debt; FFO associated with properties securing non-recourse debt on which we have defaulted and which we have extinguished, or expect to extinguish, via conveyance of those properties (including property NOI, interest expense and gains on debt extinguishment); loss on interest rate derivatives; demolition costs on redevelopment properties; executive transition costs; and accounting charges for original issuance costs associated with redeemed preferred shares. We believe that the excluded items are not reflective of normal operations and, as a result, believe that a measure
Corporate Office Properties Trust
Definitions
that excludes these items is a useful supplemental measure in evaluating operating performance. The adjustment for FFO associated with properties securing non-recourse debt on which we have defaulted pertains to the periods subsequent to our default on the loan’s payment terms, which was the result of our decision to not support payments on the loan since the estimated fair value of the properties was less than the loan balance. While we continued as the legal owner of the properties during this period, all cash flows produced by them went directly to the lender and we did not fund any debt service shortfalls, which included incremental additional interest under the default rate. We believe that the numerator to diluted EPS is the most directly comparable GAAP measure to this non-GAAP measure.
Diluted FFO per share
Diluted FFO per share is (1) Diluted FFO divided by (2) the sum of the (a) weighted average common shares outstanding during a period, (b) weighted average common units outstanding during a period and (c) weighted average number of potential additional common shares that would have been outstanding during a period if other securities that are convertible or exchangeable into common shares were converted or exchanged. The computation of Diluted FFO per share assumes the conversion of common units in the Operating Partnership but does not assume the conversion of other securities that are convertible into common shares if the conversion of those securities would increase Diluted FFO per share in a given period. We believe that Diluted FFO per share is useful to investors because it provides investors with a further context for evaluating our FFO results in the same manner that investors use earnings per share (“EPS”) in evaluating net income available to common shareholders. We believe that diluted EPS is the most directly comparable GAAP measure to Diluted FFO per share.
Diluted FFO per share, as adjusted for comparability
Defined as (1) Diluted FFO available to common share and common unit holders, as adjusted for comparability divided by (2) the sum of the (a) weighted average common shares outstanding during a period, (b) weighted average common units outstanding during a period and (c) weighted average number of potential additional common shares that would have been outstanding during a period if other securities that are convertible or exchangeable into common shares were converted or exchanged. The computation of this measure assumes the conversion of common units in the Operating Partnership but does not assume the conversion of other securities that are convertible into common shares if the conversion of those securities would increase the per share measure in a given period. As discussed above, we believe that the excluded items are not indicative of normal operations. As such, we believe that a measure that excludes these items is a useful supplemental measure in evaluating our operating performance. We believe that diluted EPS is the most directly comparable GAAP measure.
Dividend coverage-Diluted FFO, Diluted FFO, as adjusted for comparability, and Dividend coverage-Diluted AFFO
These measures divide either Diluted FFO, Diluted FFO, as adjusted for comparability, or Diluted AFFO by the sum of (1) dividends on common shares and (2) distributions to holders of interests in the Operating Partnership and dividends on convertible preferred shares when such distributions and dividends are included in Diluted FFO.
Funds from operations (“FFO” or “FFO per NAREIT”)
Defined as net income computed using GAAP, excluding gains on sales of, and impairment losses on, previously depreciated operating properties and real estate-related depreciation and amortization. When multiple properties consisting of both operating and non-operating properties exist on a single tax parcel, we classify all of the gains on sales of, and impairment losses on, the tax parcel as all being for previously depreciated operating properties when most of the value of the parcel is associated with operating properties on the parcel. We believe that we use the National Association of Real Estate Investment Trust’s (“NAREIT”) definition of FFO, although others may interpret the definition differently and, accordingly, our presentation of FFO may differ from those of other REITs. We believe that FFO is useful to management and investors as a supplemental measure of operating performance because, by excluding gains related to sales of, and impairment losses on, previously depreciated operating properties and excluding real estate-related depreciation and amortization, FFO can help one compare our operating performance between periods. We believe that net income is the most directly comparable GAAP measure to FFO.
In-place adjusted EBITDA
Defined as Adjusted EBITDA, as further adjusted for: (1) the removal of NOI pertaining to properties in the quarterly periods in which such properties were sold; and (2) the addition of pro forma adjustments to NOI for properties acquired subsequent to the commencement of a quarter made in order to reflect a full quarter of ownership. We
Corporate Office Properties Trust
Definitions
believe that in-place adjusted EBITDA is a useful supplemental measure of performance for assessing our un-levered performance, as further adjusted for changes in our ownership of operating properties. We believe that net income is the most directly comparable GAAP measure to in-place adjusted EBITDA.
Net operating income (“NOI”) from real estate operations
NOI is real estate revenues from continuing and discontinued operations reduced by total property expenses associated with real estate operations, including discontinued operations; total property expenses, as used in this definition, do not include depreciation, amortization or interest expense associated with real estate operations. We believe that NOI is an important supplemental measure of operating performance for a REIT’s operating real estate because it provides a measure of the core real estate operations that is unaffected by depreciation, amortization, financing and general, administrative and leasing expenses; we believe this measure is particularly useful in evaluating the performance of geographic segments, same-office property groupings and individual properties. We believe that net income is the most directly comparable GAAP measure to NOI.
NOI debt service coverage ratio and Adjusted EBITDA debt service coverage ratio
These measures divide either NOI from real estate operations or Adjusted EBITDA by the sum of interest expense on continuing and discontinued operations (excluding amortization of deferred financing costs and amortization of debt discounts and premiums, net of amounts capitalized, and interest expense on debt in default to be extinguished via conveyance of properties) and scheduled principal amortization on mortgage loans for continuing and discontinued operations.
NOI fixed charge coverage ratio and Adjusted EBITDA fixed charge coverage ratio
These measures divide either NOI from real estate operations or Adjusted EBITDA by the sum of (1) interest expense on continuing and discontinued operations (excluding amortization of deferred financing costs and amortization of debt discounts and premiums, net of amounts capitalized, and interest expense on debt in default to be extinguished via conveyance of properties), (2) scheduled principal amortization on mortgage loans for continuing and discontinued operations, (3) capitalized interest, (4) dividends on preferred shares and (5) distributions on preferred units in the Operating Partnership not owned by us.
NOI interest coverage ratio and Adjusted EBITDA interest coverage ratio
These measures divide either NOI from real estate operations or Adjusted EBITDA by interest expense on continuing and discontinued operations (excluding amortization of deferred financing costs and amortization of debt discounts and premiums, net of amounts capitalized, and interest expense on debt in default to be extinguished via conveyance of properties).
Payout ratios based on: Diluted FFO; Diluted FFO, as adjusted for comparability; and Diluted AFFO
These payout ratios are defined as (1) the sum of (a) dividends on common shares and (b) distributions to holders of interests in the Operating Partnership and dividends on convertible preferred shares when such distributions and dividends are included in Diluted FFO divided by (2) the respective non-GAAP measures on which the payout ratios are based.
Real estate revenue operating margin
Defined as NOI from real estate operations divided by real estate revenue, including continuing and discontinued operations.
Recurring capital expenditures
Definition is included above in the definition for Diluted AFFO.
Rental revenue operating margin
Defined as NOI from real estate operations divided by real estate rental revenue, including continuing and discontinued operations.
Corporate Office Properties Trust
Definitions
Same office property NOI
Defined as NOI from real estate operations of Same Office Properties. We believe that Same Office Property NOI is an important supplemental measure of operating performance of Same Office Properties for the same reasons discussed above for NOI from real estate operations.
Same office property cash NOI
Defined as cash NOI attributable to same office properties with additional adjustments to eliminate the effects of: (1) lease termination fees paid by tenants to terminate their lease obligations prior to the end of the agreed upon lease terms; and (2) rental revenue recognized under GAAP resulting from landlord assets funded by tenants. Lease termination fees and tenant-funded landlord improvements are often recognized as revenue in large one-time lump sum amounts. We believe that cash NOI attributable to same office properties with additional adjustments to eliminate the effects of these amounts is a useful supplemental measure of operating performance in evaluating same-office property groupings. We believe that net income is the most directly comparable GAAP measure to Same office property cash NOI.
Corporate Office Properties Trust
Definitions
Other Definitions
Acquisition Costs — Transaction costs expensed in connection with executed or anticipated acquisitions of operating properties.
Annualized Rental Revenue — The monthly contractual base rent as of the reporting date multiplied by 12, plus the estimated annualized expense reimbursements under existing leases for occupied space.
Construction Properties — Properties under active construction and properties that we were contractually committed to construct.
Core Portfolio — Operating properties held for long-term investment.
Demand Driver Adjacent Properties — Office properties held for long-term investment located near defense installations and other knowledge-based government demand drivers.
First Generation Space — Newly constructed or redeveloped space that has never been occupied.
Greater Washington, DC/Baltimore Region — Includes counties that comprise the Baltimore/Washington Corridor, Northern Virginia, Greater Baltimore, St. Mary’s & King George Counties, and the Washington, DC-Capitol Riverfront.
Operational Space — The portion of a property in operations (excludes portion under construction or redevelopment).
Pre-Construction Properties — Properties on which work associated with one or more of the following tasks is underway on a regular basis: pursuing entitlements, planning, design and engineering, bidding, permitting and premarketing/preleasing. Typically, these projects, as categorized in this Supplemental Information package, are targeted to begin construction in 12 months or less.
Redevelopment Properties — Properties previously in operations on which activities to substantially renovate such properties were underway or approved.
Regional Office — Regional office properties held for long-term investment predominantly in the Greater Washington, DC/Baltimore region, excluding Strategic Tenant Niche Properties.
Same Office Properties — Operating office properties owned and 100% operational since at least January 1, 2014, excluding properties held for future disposition and properties under redevelopment.
Second Generation Space — Space leased that has been previously occupied.
Strategic Tenant Niche Properties — Office properties held for long-term investment located near defense installations and other knowledge-based government demand drivers, or that were otherwise at least 50% leased as of most recent year end by United States Government agencies or defense contractors.
Total Portfolio — Operating properties, excl. the effect of properties serving as collateral for debt which is in default that we expect to extinguish via property conveyance.
Unstabilized Properties — Properties with first generation operational space less than 90% occupied at period end.