Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 16, 2015 | |
Entity Information [Line Items] | ||
Entity Registrant Name | CORPORATE OFFICE PROPERTIES TRUST | |
Entity Central Index Key | 860,546 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 94,533,250 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Corporate Office Properties, L.P. | ||
Entity Information [Line Items] | ||
Entity Registrant Name | CORPORATE OFFICE PROPERTIES, L.P. | |
Entity Central Index Key | 1,577,966 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Properties, net: | ||
Operating properties, net | $ 2,932,843 | $ 2,751,488 |
Projects in development or held for future development | 414,757 | 545,426 |
Total properties, net | 3,347,600 | 3,296,914 |
Assets held for sale, net | 150,572 | 14,339 |
Cash and cash equivalents | 3,840 | 6,077 |
Restricted cash and marketable securities | 9,286 | 9,069 |
Accounts receivable (net of allowance for doubtful accounts of $2,010 and $717, respectively) | 19,962 | 26,901 |
Deferred rent receivable (net of allowance of $1,816 and $1,418, respectively) | 103,064 | 95,910 |
Intangible assets on real estate acquisitions, net | 106,174 | 43,854 |
Deferred leasing and financing costs, net | 64,367 | 64,797 |
Investing receivables | 46,821 | 52,147 |
Prepaid expenses and other assets, net | 66,787 | 60,249 |
Total assets | 3,918,473 | 3,670,257 |
Liabilities: | ||
Debt, net | 2,121,240 | 1,920,057 |
Accounts payable and accrued expenses | 98,551 | 123,035 |
Rents received in advance and security deposits | 34,504 | 31,011 |
Dividends and distributions payable | 30,182 | 29,862 |
Deferred revenue associated with operating leases | 20,113 | 13,031 |
Interest rate derivatives | 5,844 | 1,855 |
Other liabilities | 8,524 | 12,105 |
Total liabilities | $ 2,318,958 | $ 2,130,956 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | $ 19,608 | $ 18,417 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Preferred Shares of beneficial interest at liquidation preference ($0.01 par value; 25,000,000 shares authorized; issued and outstanding of 7,431,667 at September 30, 2015 and December 31, 2014) | 199,083 | 199,083 |
Common Shares of beneficial interest | 945 | 933 |
Additional paid-in capital | 2,002,730 | 1,969,968 |
Cumulative distributions in excess of net income | (686,986) | (717,264) |
Accumulated other comprehensive loss | (5,823) | (1,297) |
Total Corporate Office Properties Trust’s shareholders’ equity | 1,509,949 | 1,451,423 |
Noncontrolling interests in subsidiaries: | ||
Common units in COPLP | 50,992 | 51,534 |
Preferred units in COPLP | 8,800 | 8,800 |
Other consolidated entities | 10,166 | 9,127 |
Noncontrolling interests in subsidiaries | 69,958 | 69,461 |
Total equity | 1,579,907 | 1,520,884 |
Total liabilities, redeemable noncontrolling interest and equity | 3,918,473 | 3,670,257 |
Corporate Office Properties, L.P. | ||
Properties, net: | ||
Operating properties, net | 2,932,843 | 2,751,488 |
Projects in development or held for future development | 414,757 | 545,426 |
Total properties, net | 3,347,600 | 3,296,914 |
Assets held for sale, net | 150,572 | 14,339 |
Cash and cash equivalents | 3,840 | 6,077 |
Restricted cash and marketable securities | 3,787 | 3,187 |
Accounts receivable (net of allowance for doubtful accounts of $2,010 and $717, respectively) | 19,962 | 26,901 |
Deferred rent receivable (net of allowance of $1,816 and $1,418, respectively) | 103,064 | 95,910 |
Intangible assets on real estate acquisitions, net | 106,174 | 43,854 |
Deferred leasing and financing costs, net | 64,367 | 64,797 |
Investing receivables | 46,821 | 52,147 |
Prepaid expenses and other assets, net | 66,787 | 60,249 |
Total assets | 3,912,974 | 3,664,375 |
Liabilities: | ||
Debt, net | 2,121,240 | 1,920,057 |
Accounts payable and accrued expenses | 98,551 | 123,035 |
Rents received in advance and security deposits | 34,504 | 31,011 |
Dividends and distributions payable | 30,182 | 29,862 |
Deferred revenue associated with operating leases | 20,113 | 13,031 |
Interest rate derivatives | 5,844 | 1,855 |
Other liabilities | 3,025 | 6,223 |
Total liabilities | $ 2,313,459 | $ 2,125,074 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | $ 19,608 | $ 18,417 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Common Shares of beneficial interest | 1,367,904 | 1,305,219 |
Accumulated other comprehensive loss | (6,086) | (1,381) |
Total Corporate Office Properties Trust’s shareholders’ equity | 1,569,701 | 1,511,721 |
Noncontrolling interests in subsidiaries: | ||
Noncontrolling interests in subsidiaries | 10,206 | 9,163 |
Total equity | 1,579,907 | 1,520,884 |
Total liabilities, redeemable noncontrolling interest and equity | 3,912,974 | 3,664,375 |
General Partner | Corporate Office Properties, L.P. | ||
Corporate Office Properties Trust’s shareholders’ equity: | ||
Preferred partners' capital accounts | 199,083 | 199,083 |
Limited Partner | Corporate Office Properties, L.P. | ||
Corporate Office Properties Trust’s shareholders’ equity: | ||
Preferred partners' capital accounts | $ 8,800 | $ 8,800 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts - AR | $ 2,010 | $ 717 |
Allowance - Deferred rent receivable | $ 1,816 | $ 1,418 |
Preferred Shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Shares of beneficial interest, shares authorized | 25,000,000 | 25,000,000 |
Preferred Shares of beneficial interest, shares issued | 7,431,667 | 7,431,667 |
Preferred Shares of beneficial interest, shares outstanding | 7,431,667 | 7,431,667 |
Common Shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Shares of beneficial interest, shares authorized | 125,000,000 | 125,000,000 |
Common Stock, Shares, Issued | 94,533,670 | 93,255,284 |
Common Shares of beneficial interest, shares outstanding | 94,533,670 | 93,255,284 |
Corporate Office Properties, L.P. | ||
Allowance for doubtful accounts - AR | $ 2,010 | $ 717 |
Allowance - Deferred rent receivable | $ 1,816 | $ 1,418 |
Corporate Office Properties, L.P. | General Partner | ||
Common Shares of beneficial interest, shares outstanding | 94,533,670 | 93,255,284 |
Preferred Units, Outstanding | 7,431,667 | 7,431,667 |
Corporate Office Properties, L.P. | Limited Partner | ||
Common Shares of beneficial interest, shares outstanding | 3,677,391 | 3,837,551 |
Preferred Units, Outstanding | 352,000 | 352,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Revenues | |||||
Rental revenue | $ 109,080 | $ 96,207 | $ 312,826 | $ 288,574 | |
Tenant recoveries and other real estate operations revenue | 24,606 | 22,069 | 71,761 | 70,538 | |
Construction contract and other service revenues | 17,058 | 34,739 | 97,554 | 80,390 | |
Total revenues | 150,744 | 153,015 | 482,141 | 439,502 | |
Expenses | |||||
Property operating expenses | 48,897 | 43,056 | 145,996 | 136,600 | |
Depreciation and amortization associated with real estate operations | 38,403 | 30,237 | 103,788 | 104,728 | |
Construction contract and other service expenses | 16,132 | 33,593 | 94,923 | 75,353 | |
Impairment losses | 2,307 | 66 | 3,545 | 1,368 | |
General, administrative and leasing expenses | 7,439 | 7,211 | 22,864 | 22,882 | |
Business development expenses and land carry costs | 5,573 | 1,430 | 10,986 | 4,107 | |
Total operating expenses | 118,751 | 115,593 | 382,102 | 345,038 | |
Operating income | 31,993 | 37,422 | 100,039 | 94,464 | |
Interest expense | (24,121) | (24,802) | (66,727) | (69,107) | |
Interest and other income | 692 | 1,191 | 3,217 | 3,775 | |
Gain (loss) on early extinguishment of debt | 85,745 | (176) | 85,677 | (446) | |
Income from continuing operations before equity in income of unconsolidated entities and income taxes | 94,309 | 13,635 | 122,206 | 28,686 | |
Equity in income of unconsolidated entities | 18 | 193 | 52 | 206 | |
Income tax expense | (48) | (101) | (153) | (257) | |
Income from continuing operations | 94,279 | 13,727 | 122,105 | 28,635 | |
Discontinued operations | 0 | 191 | 156 | 4 | |
Income before gain on sales of real estate | 94,279 | 13,918 | 122,261 | 28,639 | |
Gain on sales of real estate | 15 | 10,630 | 4,000 | 10,630 | |
Net income | 94,294 | 24,548 | 126,261 | 39,269 | |
Net income attributable to noncontrolling interests: | |||||
Common units in COPLP | (3,357) | (768) | (4,231) | (942) | |
Preferred units in COPLP | (165) | (165) | (495) | (495) | |
Other consolidated entities | (972) | (895) | (2,599) | (2,481) | |
Net income attributable to COPT | 89,800 | 22,720 | 118,936 | 35,351 | |
Preferred share/unit dividends/distributions | (3,552) | (3,553) | (10,657) | (12,387) | |
Issuance costs associated with redeemed preferred shares/unit | 0 | 0 | 0 | (1,769) | |
Net income attributable to COPT common shareholders | 86,248 | 19,167 | 108,279 | 21,195 | |
Net income attributable to COPT: | |||||
Income from continuing operations | 89,800 | 22,537 | 118,783 | 35,342 | |
Discontinued operations, net | 0 | 183 | 153 | 9 | |
Net income attributable to COPT | $ 89,800 | $ 22,720 | $ 118,936 | $ 35,351 | |
Basic earnings per common share | |||||
Income from continuing operations (in dollars per share/unit) | [1] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
Discontinued operations (in dollars per share/unit) | [1] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [1] | 0.91 | 0.22 | 1.15 | 0.24 |
Diluted earnings per common share | |||||
Income from continuing operations (in dollars per share/unit) | [1] | 0.91 | 0.22 | 1.15 | 0.24 |
Discontinued operations (in dollars per share/unit) | [1] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [1] | 0.91 | 0.22 | 1.15 | 0.24 |
Dividends declared per common share/unit | $ 0.2750 | $ 0.2750 | $ 0.825 | $ 0.825 | |
Corporate Office Properties, L.P. | |||||
Revenues | |||||
Rental revenue | $ 109,080 | $ 96,207 | $ 312,826 | $ 288,574 | |
Tenant recoveries and other real estate operations revenue | 24,606 | 22,069 | 71,761 | 70,538 | |
Construction contract and other service revenues | 17,058 | 34,739 | 97,554 | 80,390 | |
Total revenues | 150,744 | 153,015 | 482,141 | 439,502 | |
Expenses | |||||
Property operating expenses | 48,897 | 43,056 | 145,996 | 136,600 | |
Depreciation and amortization associated with real estate operations | 38,403 | 30,237 | 103,788 | 104,728 | |
Construction contract and other service expenses | 16,132 | 33,593 | 94,923 | 75,353 | |
Impairment losses | 2,307 | 66 | 3,545 | 1,368 | |
General, administrative and leasing expenses | 7,439 | 7,211 | 22,864 | 22,882 | |
Business development expenses and land carry costs | 5,573 | 1,430 | 10,986 | 4,107 | |
Total operating expenses | 118,751 | 115,593 | 382,102 | 345,038 | |
Operating income | 31,993 | 37,422 | 100,039 | 94,464 | |
Interest expense | (24,121) | (24,802) | (66,727) | (69,107) | |
Interest and other income | 692 | 1,191 | 3,217 | 3,775 | |
Gain (loss) on early extinguishment of debt | 85,745 | (176) | 85,677 | (446) | |
Income from continuing operations before equity in income of unconsolidated entities and income taxes | 94,309 | 13,635 | 122,206 | 28,686 | |
Equity in income of unconsolidated entities | 18 | 193 | 52 | 206 | |
Income tax expense | (48) | (101) | (153) | (257) | |
Income from continuing operations | 94,279 | 13,727 | 122,105 | 28,635 | |
Discontinued operations | 0 | 191 | 156 | 4 | |
Income before gain on sales of real estate | 94,279 | 13,918 | 122,261 | 28,639 | |
Gain on sales of real estate | 15 | 10,630 | 4,000 | 10,630 | |
Net income | 94,294 | 24,548 | 126,261 | 39,269 | |
Net income attributable to noncontrolling interests: | |||||
Net income attributable to noncontrolling interests in consolidated entities | (972) | (897) | (2,602) | (2,471) | |
Net income attributable to COPT | 93,322 | 23,651 | 123,659 | 36,798 | |
Preferred share/unit dividends/distributions | (3,717) | (3,718) | (11,152) | (12,882) | |
Issuance costs associated with redeemed preferred shares/unit | 0 | 0 | 0 | (1,769) | |
Net income attributable to COPT common shareholders | 89,605 | 19,933 | 112,507 | 22,147 | |
Net income attributable to COPT: | |||||
Income from continuing operations | 93,322 | 23,460 | 123,500 | 36,789 | |
Discontinued operations, net | 0 | 191 | 159 | 9 | |
Net income attributable to COPT | $ 93,322 | $ 23,651 | $ 123,659 | $ 36,798 | |
Basic earnings per common share | |||||
Income from continuing operations (in dollars per share/unit) | [2] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
Discontinued operations (in dollars per share/unit) | [2] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [2] | 0.91 | 0.22 | 1.15 | 0.24 |
Diluted earnings per common share | |||||
Income from continuing operations (in dollars per share/unit) | [2] | 0.91 | 0.22 | 1.15 | 0.24 |
Discontinued operations (in dollars per share/unit) | [2] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [2] | 0.91 | 0.22 | 1.15 | 0.24 |
Dividends declared per common share/unit | $ 0.275 | $ 0.275 | $ 0.825 | $ 0.825 | |
[1] | Basic and diluted earnings per common share are calculated based on amounts attributable to common shareholders of Corporate Office Properties Trust. | ||||
[2] | Basic and diluted earnings per common unit are calculated based on amounts attributable to common unitholders of Corporate Office Properties, L.P. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income | $ 94,294 | $ 24,548 | $ 126,261 | $ 39,269 |
Other comprehensive (loss) income | ||||
Unrealized (losses) gains on interest rate derivatives | (3,638) | 1,015 | (6,720) | (4,738) |
Equity in other comprehensive loss of equity method investee | 0 | 0 | (264) | 0 |
Other comprehensive (loss) income | (2,723) | 1,771 | (4,527) | (2,568) |
Comprehensive income | 91,571 | 26,319 | 121,734 | 36,701 |
Comprehensive income attributable to noncontrolling interests | (4,453) | (1,968) | (7,324) | (3,960) |
Comprehensive income attributable to COPT | 87,118 | 24,351 | 114,410 | 32,741 |
Interest Expense | ||||
Other comprehensive (loss) income | ||||
Losses on interest rate derivatives included in interest expense | 915 | 756 | 2,457 | 2,170 |
Corporate Office Properties, L.P. | ||||
Net income | 94,294 | 24,548 | 126,261 | 39,269 |
Other comprehensive (loss) income | ||||
Unrealized (losses) gains on interest rate derivatives | (3,638) | 1,015 | (6,720) | (4,738) |
Equity in other comprehensive loss of equity method investee | 0 | 0 | (264) | 0 |
Other comprehensive (loss) income | (2,723) | 1,771 | (4,527) | (2,568) |
Comprehensive income | 91,571 | 26,319 | 121,734 | 36,701 |
Comprehensive income attributable to noncontrolling interests | (1,035) | (964) | (2,780) | (2,630) |
Comprehensive income attributable to COPT | 90,536 | 25,355 | 118,954 | 34,071 |
Corporate Office Properties, L.P. | Interest Expense | ||||
Other comprehensive (loss) income | ||||
Losses on interest rate derivatives included in interest expense | $ 915 | $ 756 | $ 2,457 | $ 2,170 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Preferred Shares | Common Shares | Additional Paid-in Capital | Cumulative Distributions in Excess of Net Income | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Corporate Office Properties, L.P. | Corporate Office Properties, L.P.Common Shares | Corporate Office Properties, L.P.Accumulated Other Comprehensive Income (Loss) | Corporate Office Properties, L.P.Noncontrolling Interests | Corporate Office Properties, L.P.Limited Partner | Corporate Office Properties, L.P.Limited PartnerPreferred Shares | Corporate Office Properties, L.P.General Partner | Corporate Office Properties, L.P.General PartnerPreferred Shares |
Balance (COPT: 87,394,512 shares and 93,255,284 shares as of December 31, 2013 and 2014, respectively) at Dec. 31, 2013 | $ 1,497,249 | $ 249,083 | $ 874 | $ 1,814,015 | $ (641,868) | $ 3,480 | $ 71,665 | $ 1,497,249 | $ 1,226,318 | $ 3,605 | $ 9,443 | $ 8,800 | $ 249,083 | ||
Balance (preferred units) at Dec. 31, 2013 | 352,000 | 9,431,667 | |||||||||||||
Balance (in units/ shares) at Dec. 31, 2013 | 87,394,512 | 91,372,212 | |||||||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||||||||
Redemption of preferred shares (in units/shares) | (2,000,000) | ||||||||||||||
Redemption of preferred shares (in units/shares) (2,000,000 shares) | $ (50,000) | (50,000) | 1,769 | (1,769) | (50,000) | $ (50,000) | |||||||||
Conversion of common units to common shares (COPT: 117,149 shares and 160,160 shares for the nine months ended September 30, 2014 and 2015, respectively) | 0 | 1 | 1,544 | (1,545) | |||||||||||
Costs associated with common shares issued to the public | $ (7) | (7) | (7) | $ (7) | |||||||||||
Exercise of share options (in units/shares) | 57,888 | 57,888 | |||||||||||||
Exercise of share options (COPT: 57,888 shares and 76,474 shares for the nine months ended September 30, 2014 and 2015, respectively) | $ 1,359 | 0 | 1,359 | 1,359 | $ 1,359 | ||||||||||
Share-based compensation issuance, net of redemptions (in units/shares) | 142,182 | 142,182 | |||||||||||||
Share-based compensation issuance, net of redemptions (COPT: 142,182 and 151,511 shares issued, net of redemptions for the nine months ended September 30, 2014 and 2015, respectively) | $ 5,249 | 2 | 5,247 | 5,249 | $ 5,249 | ||||||||||
Redemption of vested equity awards (in units/shares) | 0 | ||||||||||||||
Redemption of vested equity awards | (1,389) | (1,389) | (1,389) | $ (1,389) | |||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (248) | 248 | ||||||||||||
Comprehensive income | 35,055 | 35,351 | (2,609) | 2,313 | 35,055 | 23,916 | (2,726) | 983 | $ 495 | 12,387 | |||||
Dividends / Distributions to owners of common and preferred units | (84,692) | (84,692) | (88,402) | (75,520) | $ (495) | $ (12,387) | |||||||||
Distributions to owners of common and preferred units in COPLP | (3,710) | (3,710) | |||||||||||||
Distributions to noncontrolling interests in subsidiaries | (1,606) | (1,606) | (1,606) | (1,606) | |||||||||||
Contributions from noncontrolling interests in subsidiaries | 3 | 0 | 3 | 3 | 3 | ||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interest | $ (7) | (7) | (7) | $ (7) | |||||||||||
Balance (in units/ shares) at Sep. 30, 2014 | 87,711,731 | 91,572,282 | |||||||||||||
Balance (preferred units) at Sep. 30, 2014 | 352,000 | 7,431,667 | |||||||||||||
Balance (COPT: 87,711,731 shares and 94,533,670 shares as of September 30, 2014 and 2015, respectively) at Sep. 30, 2014 | $ 1,397,504 | 199,083 | 877 | 1,822,283 | (692,978) | 871 | 67,368 | 1,397,504 | $ 1,179,919 | 879 | 8,823 | $ 8,800 | $ 199,083 | ||
Balance (COPT: 87,394,512 shares and 93,255,284 shares as of December 31, 2013 and 2014, respectively) at Dec. 31, 2014 | $ 1,520,884 | 199,083 | 933 | 1,969,968 | (717,264) | (1,297) | 69,461 | 1,520,884 | $ 1,305,219 | (1,381) | 9,163 | $ 8,800 | $ 199,083 | ||
Balance (preferred units) at Dec. 31, 2014 | 352,000 | 352,000 | 7,431,667 | 7,431,667 | |||||||||||
Balance (in units/ shares) at Dec. 31, 2014 | 93,255,284 | 97,092,835 | 3,837,551 | 93,255,284 | |||||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||||||||
Conversion of common units to common shares (COPT: 117,149 shares and 160,160 shares for the nine months ended September 30, 2014 and 2015, respectively) | $ 0 | 2 | 2,149 | (2,151) | |||||||||||
Issuance of common units resulting from common shares issued under at-the-market program (in units) | 890,241 | ||||||||||||||
Issuance of common units resulting from common shares issued under at-the-market program (COPT: 890,241 shares for the nine months ended September 30, 2015) | $ 26,535 | 9 | 26,526 | 26,535 | $ 26,535 | ||||||||||
Exercise of share options (in units/shares) | 76,474 | 76,474 | |||||||||||||
Exercise of share options (COPT: 57,888 shares and 76,474 shares for the nine months ended September 30, 2014 and 2015, respectively) | $ 2,008 | 2,008 | 2,008 | $ 2,008 | |||||||||||
Share-based compensation issuance, net of redemptions (in units/shares) | 151,511 | 151,511 | |||||||||||||
Share-based compensation issuance, net of redemptions (COPT: 142,182 and 151,511 shares issued, net of redemptions for the nine months ended September 30, 2014 and 2015, respectively) | $ 5,600 | 1 | 5,599 | 5,600 | $ 5,600 | ||||||||||
Redemption of vested equity awards (in units/shares) | 0 | ||||||||||||||
Redemption of vested equity awards | (2,330) | (2,330) | (2,330) | $ (2,330) | |||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (591) | 591 | ||||||||||||
Comprehensive income | 120,044 | 118,936 | (4,526) | 5,634 | 120,044 | 112,507 | (4,705) | 1,090 | $ 495 | $ 10,657 | |||||
Dividends / Distributions to owners of common and preferred units | (88,658) | (88,658) | (92,188) | (81,036) | $ (495) | $ (10,657) | |||||||||
Distributions to owners of common and preferred units in COPLP | (3,530) | (3,530) | |||||||||||||
Distributions to noncontrolling interests in subsidiaries | (47) | (47) | (47) | (47) | |||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interest | $ (599) | (599) | (599) | $ (599) | |||||||||||
Balance (in units/ shares) at Sep. 30, 2015 | 94,533,670 | 98,211,061 | 3,677,391 | 94,533,670 | |||||||||||
Balance (preferred units) at Sep. 30, 2015 | 352,000 | 352,000 | 7,431,667 | 7,431,667 | |||||||||||
Balance (COPT: 87,711,731 shares and 94,533,670 shares as of September 30, 2014 and 2015, respectively) at Sep. 30, 2015 | $ 1,579,907 | $ 199,083 | $ 945 | $ 2,002,730 | $ (686,986) | $ (5,823) | $ 69,958 | $ 1,579,907 | $ 1,367,904 | $ (6,086) | $ 10,206 | $ 8,800 | $ 199,083 |
Consolidated Statements of Equ7
Consolidated Statements of Equity (Parenthetical) - shares | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Balance (in units/ shares) | 94,533,670 | 87,711,731 | 93,255,284 | 87,394,512 |
Conversion of common units to common shares (in units/ shares) | 160,160 | 117,149 | ||
Exercise of share options (in units/shares) | 76,474 | 57,888 | ||
Share-based compensation issuance, net of redemptions (in units/shares) | 151,511 | 142,182 | ||
Common Shares | ||||
Issuance of common units resulting from common shares issued under at-the-market program (in units) | 890,241 | |||
Preferred Shares | ||||
Redemption of preferred shares (in units/shares) | 2,000,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||
Revenues from real estate operations received | $ 373,607 | $ 358,212 |
Construction contract and other service revenues received | 104,817 | 62,170 |
Property operating expenses paid | (146,274) | (141,489) |
Construction contract and other service expenses paid | (112,614) | (58,218) |
General, administrative, leasing, business development and land carry costs paid | (29,620) | (22,288) |
Interest expense paid | (46,278) | (54,683) |
Payments in connection with early extinguishment of debt | (18) | (104) |
Interest and other income received | 4,130 | 448 |
Income taxes (paid) refunded | (8) | 200 |
Net cash provided by operating activities | 147,742 | 144,248 |
Cash flows from investing activities | ||
Acquisitions of operating properties and related intangible assets | (202,866) | 0 |
Construction, development and redevelopment | (174,434) | (150,862) |
Tenant improvements on operating properties | (18,129) | (17,754) |
Other capital improvements on operating properties | (12,610) | (21,179) |
Proceeds from dispositions of properties | 45,066 | 57,973 |
Investing receivables funded | (22) | (3,610) |
Investing receivables payments received | 5,114 | 10,278 |
Leasing costs paid | (8,603) | (10,549) |
Increase in prepaid expenses and other assets associated with investing activities | (4,348) | (1,260) |
Other | (457) | (83) |
Net cash used in investing activities | (371,289) | (137,046) |
Proceeds from debt | ||
Revolving Credit Facility | 422,000 | 115,000 |
Unsecured senior notes | 296,580 | 297,342 |
Other debt proceeds | 50,000 | 11,569 |
Repayments of debt | ||
Revolving Credit Facility | (418,000) | (115,000) |
Scheduled principal amortization | (5,011) | (4,914) |
Other debt repayments | (50,681) | (183,059) |
Deferred financing costs paid | (5,377) | (694) |
Net proceeds from issuance of common shares/units | 28,567 | 1,352 |
Redemption of preferred shares/units | 0 | (50,000) |
Common share/unit dividends/distributions paid | (77,641) | (72,217) |
Preferred share/unit dividends/distributions paid | (10,657) | (13,179) |
Distributions paid to noncontrolling interests in COPLP | (3,581) | (3,786) |
Redemption of vested equity awards | (2,330) | (1,389) |
Other | (2,559) | (2,582) |
Net cash provided by (used in) financing activities | 221,310 | (21,557) |
Net decrease in cash and cash equivalents | (2,237) | (14,355) |
Cash and cash equivalents | ||
Beginning of period | 6,077 | 54,373 |
End of period | 3,840 | 40,018 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 126,261 | 39,269 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 105,397 | 106,619 |
Impairment losses | 3,779 | 1,371 |
Amortization of deferred financing costs | 3,339 | 3,646 |
Increase in deferred rent receivable | (11,939) | (2,738) |
Amortization of net debt discounts | 805 | 659 |
Gain on sales of real estate | (4,000) | (10,654) |
Share-based compensation | 4,949 | 4,563 |
(Gain) loss on early extinguishment of debt | (86,075) | 458 |
Other | 1,922 | (2,446) |
Operating changes in assets and liabilities: | ||
Decrease in accounts receivable | 6,526 | 6,815 |
Increase in restricted cash and marketable securities | (1,102) | (2,591) |
Increase in prepaid expenses and other assets, net | (5,228) | (26,553) |
(Decrease) increase in accounts payable, accrued expenses and other liabilities | (655) | 24,247 |
Increase in rents received in advance and security deposits | 3,763 | 1,583 |
Net cash provided by operating activities | 147,742 | 144,248 |
Supplemental schedule of non-cash investing and financing activities: | ||
Decrease in accrued capital improvements, leasing and other investing activity costs | (11,722) | (174) |
Debt assumed on acquisition of operating property | 55,490 | 0 |
Other liabilities assumed on acquisition of operating properties | 5,265 | 0 |
Decrease in property in connection with surrender of property in settlement of debt | (82,738) | 0 |
Decrease in debt in connection with surrender of property in settlement of debt | (150,000) | 0 |
Decrease in fair value of derivatives applied to accumulated other comprehensive loss and noncontrolling interests | (4,263) | (2,613) |
Equity in other comprehensive loss of an equity method investee | (264) | 0 |
Dividends/distributions payable | 30,182 | 28,344 |
Decrease in noncontrolling interests and increase in shareholders’ equity in connection with the conversion of common units into common shares | 2,151 | 1,545 |
Adjustments to noncontrolling interests resulting from changes in COPLP ownership | 591 | 248 |
Increase in redeemable noncontrolling interest and decrease in equity to carry redeemable noncontrolling interest at fair value | 599 | 7 |
Corporate Office Properties, L.P. | ||
Cash flows from operating activities | ||
Revenues from real estate operations received | 373,607 | 358,212 |
Construction contract and other service revenues received | 104,817 | 62,170 |
Property operating expenses paid | (146,274) | (141,489) |
Construction contract and other service expenses paid | (112,614) | (58,218) |
General, administrative, leasing, business development and land carry costs paid | (29,620) | (22,288) |
Interest expense paid | (46,278) | (54,683) |
Payments in connection with early extinguishment of debt | (18) | (104) |
Interest and other income received | 4,130 | 448 |
Income taxes (paid) refunded | (8) | 200 |
Net cash provided by operating activities | 147,742 | 144,248 |
Cash flows from investing activities | ||
Acquisitions of operating properties and related intangible assets | (202,866) | 0 |
Construction, development and redevelopment | (174,434) | (150,862) |
Tenant improvements on operating properties | (18,129) | (17,754) |
Other capital improvements on operating properties | (12,610) | (21,179) |
Proceeds from dispositions of properties | 45,066 | 57,973 |
Investing receivables funded | (22) | (3,610) |
Investing receivables payments received | 5,114 | 10,278 |
Leasing costs paid | (8,603) | (10,549) |
Increase in prepaid expenses and other assets associated with investing activities | (4,348) | (1,260) |
Other | (457) | (83) |
Net cash used in investing activities | (371,289) | (137,046) |
Proceeds from debt | ||
Revolving Credit Facility | 422,000 | 115,000 |
Unsecured senior notes | 296,580 | 297,342 |
Other debt proceeds | 50,000 | 11,569 |
Repayments of debt | ||
Revolving Credit Facility | (418,000) | (115,000) |
Scheduled principal amortization | (5,011) | (4,914) |
Other debt repayments | (50,681) | (183,059) |
Deferred financing costs paid | (5,377) | (694) |
Net proceeds from issuance of common shares/units | 28,567 | 1,352 |
Redemption of preferred shares/units | 0 | (50,000) |
Common share/unit dividends/distributions paid | (80,727) | (75,508) |
Preferred share/unit dividends/distributions paid | (11,152) | (13,674) |
Redemption of vested equity awards | (2,330) | (1,389) |
Other | (2,559) | (2,582) |
Net cash provided by (used in) financing activities | 221,310 | (21,557) |
Net decrease in cash and cash equivalents | (2,237) | (14,355) |
Cash and cash equivalents | ||
Beginning of period | 6,077 | 54,373 |
End of period | 3,840 | 40,018 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 126,261 | 39,269 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 105,397 | 106,619 |
Impairment losses | 3,779 | 1,371 |
Amortization of deferred financing costs | 3,339 | 3,646 |
Increase in deferred rent receivable | (11,939) | (2,738) |
Amortization of net debt discounts | 805 | 659 |
Gain on sales of real estate | (4,000) | (10,654) |
Share-based compensation | 4,949 | 4,563 |
(Gain) loss on early extinguishment of debt | (86,075) | 458 |
Other | 1,922 | (2,446) |
Operating changes in assets and liabilities: | ||
Decrease in accounts receivable | 6,526 | 6,815 |
Increase in restricted cash and marketable securities | (1,485) | (2,558) |
Increase in prepaid expenses and other assets, net | (5,228) | (26,553) |
(Decrease) increase in accounts payable, accrued expenses and other liabilities | (272) | 24,214 |
Increase in rents received in advance and security deposits | 3,763 | 1,583 |
Net cash provided by operating activities | 147,742 | 144,248 |
Supplemental schedule of non-cash investing and financing activities: | ||
Decrease in accrued capital improvements, leasing and other investing activity costs | (11,722) | (174) |
Debt assumed on acquisition of operating property | 55,490 | 0 |
Other liabilities assumed on acquisition of operating properties | 5,265 | 0 |
Decrease in property in connection with surrender of property in settlement of debt | (82,738) | 0 |
Decrease in debt in connection with surrender of property in settlement of debt | (150,000) | 0 |
Decrease in fair value of derivatives applied to accumulated other comprehensive loss and noncontrolling interests | (4,263) | (2,613) |
Equity in other comprehensive loss of an equity method investee | (264) | 0 |
Dividends/distributions payable | 30,182 | 28,344 |
Increase in redeemable noncontrolling interest and decrease in equity to carry redeemable noncontrolling interest at fair value | $ 599 | $ 7 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Corporate Office Properties Trust (“COPT”) and subsidiaries (collectively, the “Company”) is a fully-integrated and self-managed real estate investment trust (“REIT”). Corporate Office Properties, L.P. (“COPLP”) and subsidiaries (collectively, the “Operating Partnership”) is the entity through which COPT, the sole general partner of COPLP, conducts almost all of its operations and owns almost all of its assets. Unless otherwise expressly stated or the context otherwise requires, “we”, “us” and “our” as used herein refer to each of the Company and the Operating Partnership. We focus primarily 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. We generally acquire, develop, manage and lease office and data center properties concentrated in large office parks located near knowledge-based government demand drivers and/or in targeted markets or submarkets in the Greater Washington, DC/Baltimore region. As of September 30, 2015 , our properties included the following: • 183 operating office properties totaling 18.8 million square feet; • 10 office properties under, or contractually committed for, construction or redevelopment that we estimate will total approximately 1.2 million square feet upon completion, including one partially operational property included above; • 1,450 acres of land we control that we believe are potentially developable into approximately 17.7 million square feet; and • a wholesale data center with a critical load of 19.25 megawatts. COPLP owns real estate both directly and through subsidiary partnerships and limited liability companies (“LLCs”). In addition to owning real estate, COPLP also owns subsidiaries that provide real estate services such as property management and construction and development services primarily for our properties but also for third parties. Some of these services are performed by a taxable REIT subsidiary (“TRS”). Equity interests in COPLP are in the form of common and preferred units. As of September 30, 2015 , COPT owned 96.3% of the outstanding COPLP common units (“common units”) and 95.5% of the outstanding COPLP preferred units (“preferred units”); the remaining common and preferred units in COPLP were owned by third parties. Common units in COPLP not owned by COPT carry certain redemption rights. The number of common units in COPLP owned by COPT is equivalent to the number of outstanding common shares of beneficial interest (“common shares”) of COPT, and the entitlement of all COPLP common units to quarterly distributions and payments in liquidation is substantially the same as those of COPT common shareholders. Similarly, in the case of each series of preferred units in COPLP held by COPT, there is a series of preferred shares of beneficial interest (“preferred shares”) in COPT that is equivalent in number and carries substantially the same terms as such series of COPLP preferred units. COPT’s common shares are publicly traded on the New York Stock Exchange (“NYSE”) under the ticker symbol “OFC”. Because COPLP is managed by COPT, and COPT conducts substantially all of its operations through COPLP, we refer to COPT’s executive officers as COPLP’s executive officers, and although, as a partnership, COPLP does not have a board of trustees, we refer to COPT’s Board of Trustees as COPLP’s Board of Trustees. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The COPT consolidated financial statements include the accounts of COPT, the Operating Partnership, their subsidiaries and other entities in which COPT has a majority voting interest and control. The COPLP consolidated financial statements include the accounts of COPLP, its subsidiaries and other entities in which COPLP has a majority voting interest and control. We also consolidate certain entities when control of such entities can be achieved through means other than voting rights (“variable interest entities” or “VIEs”) if we are deemed to be the primary beneficiary of such entities. We eliminate all significant intercompany balances and transactions in consolidation. We use the equity method of accounting when we own an interest in an entity and can exert significant influence over but cannot control the entity’s operations. We discontinue equity method accounting if our investment in an entity (and net advances) is reduced to zero unless we have guaranteed obligations of the entity or are otherwise committed to provide further financial support for the entity. These interim financial statements should be read together with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2014 included in our 2014 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly present our financial position and results of operations. All adjustments are of a normal recurring nature. The consolidated financial statements have been prepared using the accounting policies described in our 2014 Annual Report on Form 10-K. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance regarding the recognition of revenue from contracts with customers. Under this guidance, an entity will recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, this guidance requires improved disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. We are required to adopt this guidance for our annual and interim periods beginning January 1, 2018 using one of two methods: retrospective restatement for each reporting period presented at the time of adoption, or retrospectively with the cumulative effect of initially applying this guidance recognized at the date of initial application. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In January 2015, the FASB issued guidance regarding the presentation of extraordinary and unusual items in statements of operations. This guidance eliminates the concept of extraordinary items. However, the presentation and disclosure requirements for items that are either unusual in nature or infrequent in occurrence remain and will be expanded to include items that are both unusual in nature and infrequent in occurrence. This guidance is effective for periods beginning after December 15, 2015. We expect that the application of this guidance will have no effect on our reported consolidated financial statements. In February 2015, the FASB issued guidance regarding amendments to the consolidation analysis. This guidance amends the criteria for determining which entities are considered variable interest entities (“VIE”), amends the criteria for determining if a service provider possesses a variable interest in a VIE and ends the deferral granted to investment companies for application of the VIE consolidation model. This guidance is effective for annual periods, and interim periods therein, beginning after December 15, 2015. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In April 2015, the FASB issued guidance that changes the presentation of debt issuance costs in financial statements. This guidance requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. This guidance was further updated in August 2015 with respect to debt issuance costs of line-of-credit arrangements to note that it will be permissible for an entity to defer and present debt issuance costs as an asset and subsequently amortize the deferred debt issuance costs ratably over the term of a line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for annual reporting periods beginning after December 15, 2016. Early adoption is permitted. This guidance will be applied retrospectively to each prior period presented. We expect that the application of this guidance will not materially affect our consolidated financial statements. In September 2015, the FASB issued guidance that eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the statement of operations or disclosed in the notes. This guidance is effective for annual reporting periods beginning after December 15, 2015. This guidance will be applied prospectively for measurement period adjustments that occur after the effective date. We expect that the application of this guidance will not materially affect our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements For a description on how we estimate fair value, see Note 3 to the consolidated financial statements in our 2014 Annual Report on Form 10-K. Recurring Fair Value Measurements Our partner in a real estate joint venture has the right to require us to acquire its interest at fair value beginning in March 2020; accordingly, we classify the fair value of our partner’s interest as a redeemable noncontrolling interest in the mezzanine section of our consolidated balance sheet. In determining the fair value of our partner’s interest as of September 30, 2015 , we used a discount rate of 15.5% which factored in risk appropriate to the level of future property development expected to be undertaken by the joint venture. A significant increase (decrease) in the discount rate used in determining the fair value would result in a significantly (lower) higher fair value. Given our reliance on the unobservable inputs, the valuations are classified in Level 3 of the fair value hierarchy. Please refer to Note 11 for a rollforward of the activity for redeemable noncontrolling interest. The carrying values of cash and cash equivalents, restricted cash, accounts receivable, other assets (excluding investing receivables) and accounts payable and accrued expenses are reasonable estimates of their fair values because of the short maturities of these instruments. As discussed in Note 7, we estimated the fair values of our investing receivables based on the discounted estimated future cash flows of the loans (categorized within Level 3 of the fair value hierarchy); the discount rates used approximate current market rates for loans with similar maturities and credit quality, and the estimated cash payments include scheduled principal and interest payments. For our disclosure of debt fair values in Note 9, we estimated the fair value of our unsecured senior notes and exchangeable senior notes based on quoted market rates for publicly-traded debt (categorized within Level 2 of the fair value hierarchy) and estimated the fair value of our other debt based on the discounted estimated future cash payments to be made on such debt (categorized within Level 3 of the fair value hierarchy); the discount rates used approximate current market rates for loans, or groups of loans, with similar maturities and credit quality, and the estimated future payments include scheduled principal and interest payments. Fair value estimates are made at a specific point in time, are subjective in nature and involve uncertainties and matters of significant judgment. Settlement at such fair value amounts may not be possible and may not be a prudent management decision. For additional fair value information, please refer to Note 7 for investing receivables, Note 9 for debt and Note 10 for interest rate derivatives. COPT and Subsidiaries The table below sets forth financial assets and liabilities of COPT and its subsidiaries that are accounted for at fair value on a recurring basis as of September 30, 2015 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 5,395 $ — $ — $ 5,395 Other 104 — — 104 Warrants to purchase common stock (2) — 42 — 42 Total assets $ 5,499 $ 42 $ — $ 5,541 Liabilities: Deferred compensation plan liability (3) $ — $ 5,499 $ — $ 5,499 Interest rate derivatives — 5,844 — 5,844 Total liabilities $ — $ 11,343 $ — $ 11,343 Redeemable noncontrolling interest $ — $ — $ 19,608 $ 19,608 (1) Included in the line entitled “restricted cash and marketable securities” on COPT’s consolidated balance sheet. (2) Included in the line entitled “prepaid expenses and other assets” on COPT’s consolidated balance sheet. (3) Included in the line entitled “other liabilities” on COPT’s consolidated balance sheet. COPLP and Subsidiaries The table below sets forth financial assets and liabilities of COPLP and its subsidiaries that are accounted for at fair value on a recurring basis as of September 30, 2015 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Total Assets: Warrants to purchase common stock (1) $ — $ 42 $ — $ 42 Liabilities: Interest rate derivatives $ — $ 5,844 $ — $ 5,844 Redeemable noncontrolling interest $ — $ — $ 19,608 $ 19,608 (1) Included in the line entitled “prepaid expenses and other assets” on COPLP’s consolidated balance sheet. Nonrecurring Fair Value Measurements During the nine months ended September 30, 2015, we recognized the following impairment losses resulting from nonrecurring fair value measurements: • $1.3 million primarily in the three months ended June 30, 2015 on a property in Northern Virginia that we sold on July 27, 2015 following receipt of an unsolicited offer. This property’s carrying value exceeded its fair value less costs to sell; and • $2.3 million in the three months ended September 30, 2015 on three properties in the Greater Baltimore, Maryland (“Greater Baltimore”) region that we concluded no longer met our investment criteria during the period and whose carrying amounts exceeded their estimated fair values less costs to sell. These properties were reclassified as held for sale. The table below sets forth the fair value hierarchy of the valuation technique we used to determine the fair values of these properties (dollars in thousands): Fair Values of Properties Held as of September 30, 2015 Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Description (Level 1) (Level 2) (Level 3) Total Assets: Assets held for sale, net (1) $ — $ — $ 7,225 $ 7,225 (1) Represents estimated fair values less costs to sell. The table below sets forth quantitative information about significant unobservable inputs used for the Level 3 fair value measurements reported above as of September 30, 2015 (dollars in thousands): Valuation Technique Fair Values on Measurement Date Unobservable Input Range (Weighted Average) (1) Discounted cash flow $ 7,225 Discount rate 8.25% Terminal capitalization rate 7.75% Market rent growth rate 2.0% Expense growth rate 2.0% (1) Only one value applied for these unobservable inputs. During the nine months ended September 30, 2014, we recognized impairment losses totaling $1.4 million primarily in connection with certain of our operating properties in the Greater Baltimore region that were disposed of during the period. After shortening our expected holding period for these properties during the period, we determined that the carrying amount of the properties would not likely be recovered from the cash flows from the operations and sales of the properties over the shortened period. |
Properties, Net
Properties, Net | 9 Months Ended |
Sep. 30, 2015 | |
Real Estate [Abstract] | |
Properties, Net | Properties, Net Operating properties, net consisted of the following (in thousands): September 30, December 31, Land $ 466,701 $ 439,355 Buildings and improvements 3,141,889 3,015,216 Less: Accumulated depreciation (675,747 ) (703,083 ) Operating properties, net $ 2,932,843 $ 2,751,488 During the nine months ended September 30, 2014, we recognized $12.9 million in additional depreciation expense resulting from our revision of the useful life of a property in Greater Philadelphia, Pennsylvania (“Greater Philadelphia”) that was removed from service for redevelopment. Projects in development or held for future development consisted of the following (in thousands): September 30, December 31, Land $ 207,748 $ 214,977 Development in progress, excluding land 207,009 330,449 Projects in development or held for future development $ 414,757 $ 545,426 As of September 30, 2015 , we had 18 operating properties in Greater Baltimore and one in Northern Virginia classified as held for sale. The table below sets forth the components of assets held for sale on our consolidated balance sheet for these properties (in thousands): September 30, 2015 Properties, net $ 142,817 Deferred rent receivable 3,998 Intangible assets on real estate acquisitions, net 799 Deferred leasing costs, net 2,053 Lease incentives, net 905 Assets held for sale, net $ 150,572 As of December 31, 2014, we had two land parcels in the Greater Baltimore region classified as held for sale with aggregate carrying amounts of $14.3 million that were sold during the nine months ended September 30, 2015. 2015 Acquisitions In the nine months ended September 30, 2015 , we acquired the following operating properties: • 250 W. Pratt Street, a 367,000 square foot office property in Baltimore, Maryland that was 96.2% leased, for $61.9 million on March 19, 2015; • 2600 Park Tower Drive, a 237,000 square foot office property in Vienna, Virginia (in the Northern Virginia region) that was 100% leased, for $80.5 million on April 15, 2015; and • 100 Light Street, a 558,000 square foot office property in Baltimore, Maryland that was 93.5% leased, and its structured parking garage, 30 Light Street, for $121.2 million on August 7, 2015. In connection with that acquisition, we assumed a $55.0 million mortgage loan with a fair value at assumption of $55.5 million . The table below sets forth the allocation of the aggregate acquisition costs of these properties (in thousands): Land, operating properties $ 55,076 Building and improvements 139,520 Intangible assets on real estate acquisitions 75,846 Total assets 270,442 Below-market leases (6,820 ) Total acquisition cost $ 263,622 Intangible assets recorded in connection with these acquisitions included the following (dollars in thousands): Weighted Average Amortization Period (in Years) Tenant relationship value $ 31,208 12 In-place lease value 35,231 7 Above-market leases 6,720 4 Below-market cost arrangements 2,687 40 $ 75,846 10 These properties contributed revenues of $6.9 million for the three months ended September 30, 2015 and $11.2 million for the nine months ended September 30, 2015 , and contributed net income from continuing operations of $487,000 for the three months ended September 30, 2015 and $697,000 for the nine months ended September 30, 2015 . We expensed operating property acquisition costs of $2.7 million during the three months ended September 30, 2015 and $4.1 million during the nine months ended September 30, 2015 that are included in business development expenses and land carry costs on our consolidated statements of operations. We accounted for these acquisitions as business combinations. We included the results of operations for the acquisitions in our consolidated statements of operations from their respective purchase dates through September 30, 2015 . The following table presents pro forma information for COPT and subsidiaries as if these acquisitions had occurred on January 1, 2014. This pro forma information also includes adjustments to reclassify the operating property acquisition costs disclosed above from the 2015 periods in which they were incurred to the nine months ended September 30, 2014. The pro forma financial information was prepared for comparative purposes only and is not necessarily indicative of what would have occurred had these acquisitions been made at that time or of results which may occur in the future (in thousands, except per shares amounts). For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 (Unaudited) (Unaudited) Pro forma total revenues $ 152,736 $ 162,085 $ 498,657 $ 467,224 Pro forma net income attributable to COPT common shareholders $ 88,836 $ 19,683 $ 112,941 $ 19,266 Pro forma EPS: Basic $ 0.94 $ 0.22 $ 1.20 $ 0.22 Diluted $ 0.94 $ 0.22 $ 1.20 $ 0.22 2015 Dispositions In the nine months ended September 30, 2015 , we completed the following dispositions of operating properties: • 1550 Westbranch Drive, a 160,000 square foot office property in McLean, Virginia (in the Northern Virginia region) for $27.8 million on July 27, 2015; and • 15000 and 15010 Conference Center Drive, two office properties in Chantilly, Virginia (in the Northern Virginia region) totaling 665,000 square feet. On August 28, 2015, ownership in these properties was transferred to the mortgage lender on a $150.0 million nonrecourse mortgage loan that was secured by the properties and we removed the debt obligation and accrued interest from our balance sheet. The properties had an estimated fair value of $99 million on the transfer date. Upon completion of this transfer, we recognized a gain on early extinguishment of debt of $84.8 million , representing the difference between the mortgage loan and accrued interest payable extinguished over the carrying value of the properties transferred as of the transfer date and related closing costs. We also sold land during the nine months ended September 30, 2015 for $18.1 million and recognized gains of $4.0 million on the sales. 2015 Construction Activities During the nine months ended September 30, 2015 , we placed into service an aggregate of 897,000 square feet in seven newly constructed office properties located in Northern Virginia, San Antonio, Texas (“San Antonio”), Huntsville, Alabama (“Huntsville”) and the Baltimore/Washington Corridor, and 170,000 square feet in two properties redeveloped in Greater Philadelphia and St. Mary’s County, Maryland. As of September 30, 2015 , we had six office properties under construction, or for which we were contractually committed to construct, that we estimate will total 1.0 million square feet upon completion (including one partially operational property), including four in Northern Virginia and two in the Baltimore/Washington Corridor. We also had four office properties under redevelopment that we estimate will total 156,000 square feet upon completion, all of which were located in the Baltimore/Washington Corridor. |
Real Estate Joint Ventures
Real Estate Joint Ventures | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Real Estate Joint Ventures | Real Estate Joint Ventures The table below sets forth information pertaining to our material investments in consolidated real estate joint ventures as of September 30, 2015 (dollars in thousands): Nominal Ownership September 30, 2015 (1) Date % as of Total Encumbered Total Acquired 9/30/2015 Nature of Activity Assets Assets Liabilities LW Redstone Company, LLC 3/23/2010 85% Development and operation of real estate (2) $ 144,906 $ 64,395 $ 39,093 M Square Associates, LLC 6/26/2007 50% Development and operation of real estate (3) 58,840 48,301 38,117 $ 203,746 $ 112,696 $ 77,210 (1) Excludes amounts eliminated in consolidation. (2) This joint venture’s properties are in Huntsville. (3) This joint venture’s properties are in College Park, Maryland (in the Baltimore/Washington Corridor). |
Intangible Assets on Real Estat
Intangible Assets on Real Estate Acquisition, Net | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets on Real Estate Acquisitions [Abstract] | |
Intangible Assets on Real Estate Acquisition, Net | Intangible Assets on Real Estate Acquisitions, Net Intangible assets on real estate acquisitions consisted of the following, excluding amounts for properties held for sale (in thousands): September 30, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount In-place lease value $ 138,410 $ 87,667 $ 50,743 $ 123,759 $ 101,040 $ 22,719 Tenant relationship value 63,117 22,525 40,592 42,301 28,492 13,809 Below-market cost arrangements 15,102 6,505 8,597 12,415 5,984 6,431 Above-market leases 13,844 7,987 5,857 8,659 8,159 500 Market concentration premium 1,333 948 385 1,333 938 395 $ 231,806 $ 125,632 $ 106,174 $ 188,467 $ 144,613 $ 43,854 Amortization of the intangible asset categories set forth above totaled $11.9 million in the nine months ended September 30, 2015 and $10.8 million in the nine months ended September 30, 2014 . The approximate weighted average amortization periods of the categories set forth above follow (excluding amounts for properties held for sale): in-place lease value: six years; tenant relationship value: 11 years; below-market cost arrangements: 35 years; above-market leases: four years; and market concentration premium: 27 years. The approximate weighted average amortization period for all of the categories combined is 10 years. Estimated amortization expense associated with the intangible asset categories set forth above through 2020 follows (excluding amounts for properties held for sale): $5.1 million for the three months ending December 31, 2015; $19.7 million for 2016; $17.1 million for 2017; $12.3 million for 2018; $9.3 million for 2019; and $7.3 million for 2020. |
Investing Receivables
Investing Receivables | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Investing Receivables | Investing Receivables Investing receivables, including accrued interest thereon, consisted of the following (in thousands): September 30, December 31, Notes receivable from the City of Huntsville $ 43,821 $ 49,147 Other investing loans receivable 3,000 3,000 $ 46,821 $ 52,147 Our notes receivable from the City of Huntsville funded infrastructure costs in connection with our LW Redstone Company, LLC joint venture (see Note 5) and carry an interest rate of 9.95% . We did not have an allowance for credit losses in connection with our investing receivables as of September 30, 2015 or December 31, 2014 . The fair value of these receivables approximated their carrying amounts as of September 30, 2015 and December 31, 2014 . |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets, Net | 9 Months Ended |
Sep. 30, 2015 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Assets, Net | Prepaid Expenses and Other Assets, Net Prepaid expenses and other assets consisted of the following (in thousands): September 30, December 31, Prepaid expenses $ 28,655 $ 20,570 Lease incentives, net 11,589 13,344 Furniture, fixtures and equipment, net 5,941 6,637 Construction contract costs incurred in excess of billings 4,722 6,656 Deferred tax asset, net (1) 4,015 4,002 Operating notes receivable 3,744 3,797 Equity method investments 1,626 2,368 Other assets 6,495 2,875 Prepaid expenses and other assets, net $ 66,787 $ 60,249 (1) Includes a valuation allowance of $2.1 million . Operating notes receivable reported above includes amounts due from tenants with remaining terms exceeding one year totaling $3.7 million as of September 30, 2015 and $3.6 million as of December 31, 2014 ; we carried allowances for estimated losses for $278,000 of the September 30, 2015 balance and $252,000 of the December 31, 2014 balance. |
Debt, Net
Debt, Net | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt, Net | Debt, Net Our debt consisted of the following (dollars in thousands): Maximum Availability at Carrying Value at Scheduled Maturity September 30, September 30, December 31, Stated Interest Rates as of as of September 30, 2015 September 30, 2015 Mortgage and Other Secured Loans: Fixed rate mortgage loans (1) $ 288,217 $ 387,139 3.96% - 7.87% (2) 2016-2024 Variable rate secured loan 36,249 36,877 LIBOR + 2.25% (3) November 2015 Total mortgage and other secured loans 324,466 424,016 Revolving Credit Facility $ 800,000 87,000 83,000 LIBOR + 0.875% to 1.60% (4) May 2019 Term Loan Facilities (5) 520,000 520,000 LIBOR + 0.90% to 2.60% (6) 2016-2020 Unsecured Senior Notes 3.600% Senior Notes (7) 347,691 347,496 3.60% May 2023 5.250% Senior Notes (8) 246,074 245,797 5.25% February 2024 3.700% Senior Notes (9) 297,830 297,569 3.70% June 2021 5.000% Senior Note (10) 296,646 — 5.00% July 2025 Unsecured notes payable 1,533 1,607 0% (11) 2026 4.25% Exchangeable Senior Notes (12) — 572 N/A (12) Total debt, net $ 2,121,240 $ 1,920,057 (1) Several of the fixed rate mortgages carry interest rates that were above or below market rates upon assumption and therefore were recorded at their fair value based on applicable effective interest rates. The carrying values of these loans reflect net unamortized premiums totaling $24,000 as of September 30, 2015 and $42,000 as of December 31, 2014 . Please refer to Note 4 for disclosure pertaining to the removal of a $150.0 million nonrecourse mortgage loan from our balance sheet on August 28, 2015. (2) The weighted average interest rate on our fixed rate mortgage loans was 6.07% as of September 30, 2015 . (3) The interest rate on the loan outstanding was 2.45% as of September 30, 2015 . (4) The weighted average interest rate on the Revolving Credit Facility was 1.48% as of September 30, 2015 . (5) We have the ability to borrow an additional $380.0 million in the aggregate under these term loan facilities, provided that there is no default under the facilities and subject to the approval of the lenders. (6) The weighted average interest rate on these loans was 1.78% as of September 30, 2015 . (7) The carrying value of these notes included a principal amount of $350.0 million and an unamortized discount totaling $2.3 million as of September 30, 2015 and $2.5 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (8) The carrying value of these notes included a principal amount of $250.0 million and an unamortized discount totaling $3.9 million as of September 30, 2015 and $4.2 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (9) The carrying value of these notes included a principal amount of $300.0 million and an unamortized discount totaling $2.2 million as of September 30, 2015 and $2.4 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (10) Refer to the paragraph below for disclosure pertaining to these notes. (11) These notes carry interest rates that were below market rates upon assumption and therefore were recorded at their fair value based on applicable effective interest rates. The carrying value of these notes reflects an unamortized discount totaling $578,000 as of September 30, 2015 and $654,000 as of December 31, 2014 . (12) On April 20, 2015, we redeemed these notes at 100% of their principal amount. All debt is owed by the Operating Partnership. While COPT is not directly obligated by any debt, it has guaranteed the Operating Partnership’s Revolving Credit Facility, Term Loan Facilities and Unsecured Senior Notes. On May 6, 2015, we entered into a credit agreement with a group of lenders for which KeyBanc Capital Markets and J.P. Morgan Securities LLC acted as joint lead arrangers and joint book runners, KeyBank National Association acted as administrative agent and JPMorgan Chase Bank, N.A. acted as syndication agent (the “Consolidated Credit Agreement”) to amend, restate and consolidate the terms of our Revolving Credit Facility and one of our term loan facilities. In addition to consolidating the terms of these loan facilities, the Consolidated Credit Agreement included the following provisions: For the Revolving Credit Facility: • an extension of the maturity date from July 14, 2017 to May 6, 2019, with the ability for us to further extend such maturity by two six -month periods at our option, provided that there is no default under the facility and we pay an extension fee based on the total availability of the facility for each extension; • changes to the interest terms of the facility such that the variable interest rate is based on LIBOR (customarily the 30-day rate) plus 0.875% to 1.600% , as determined by the credit ratings assigned to COPLP by Standard & Poor’s Ratings Services, Moody’s Investors Service, Inc. or Fitch Ratings Ltd. (collectively, the “Ratings Agencies”); • changes to the quarterly fee carried by the facility. Such fee is based on the average daily amount of the lenders’ aggregate commitment multiplied by a per annum rate of 0.125% to 0.300% , as determined by the credit ratings assigned to COPLP by the Ratings Agencies; and • certain changes to the financial covenants of the facility. For the term loan facility: • an increase in the loan amount from $250.0 million to $300.0 million , with a right for us to borrow up to an additional $200.0 million during the term for an aggregate maximum loan of $500.0 million , subject to certain conditions. We used the proceeds from the $50.0 million increase in the facility to repay a portion of another existing unsecured term loan; • an extension of the maturity date of the loan from February 14, 2017 to May 6, 2020; • changes to the interest terms of the facility such that the variable interest rate is based on LIBOR (customarily the 30-day rate) plus 0.900% to 1.850% , as determined by the credit ratings assigned to COPLP by the Ratings Agencies; and • certain changes to the financial covenants of the facility. On June 29, 2015, we issued a $300.0 million aggregate principal amount of 5.00% Senior Notes at an initial offering price of 99.510% of their face value. The proceeds from this issuance, after deducting underwriting discounts, but before other offering expenses, were $296.6 million . The notes mature on July 1, 2025. We may redeem the notes, in whole at any time or in part from time to time, at our option, at a redemption price equal to the greater of (1) the aggregate principal amount of the notes being redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon (not including any portion of such payments of interest accrued as of the date of redemption) discounted to its present value, on a semi-annual basis at an adjusted treasury rate plus 45 basis points, plus accrued and unpaid interest thereon to the date of redemption. The notes are unconditionally guaranteed by COPT. However, if this redemption occurs on or after three months prior to the maturity date, the redemption price will be equal to 100% of the principal amount of the notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the redemption date. The carrying value of these notes reflects an unamortized discount totaling $3.4 million at September 30, 2015 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.15% . We capitalized interest costs of $1.5 million in the three months ended September 30, 2015 , $1.3 million in the three months ended September 30, 2014 , $5.6 million in the nine months ended September 30, 2015 and $4.3 million in the nine months ended September 30, 2014 . The following table sets forth information pertaining to the fair value of our debt (in thousands): September 30, 2015 December 31, 2014 Carrying Estimated Carrying Estimated Amount Fair Value Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,188,241 $ 1,212,120 $ 890,862 $ 901,599 Other fixed-rate debt 289,750 298,198 389,318 356,377 Variable-rate debt 643,249 644,243 639,877 642,091 $ 2,121,240 $ 2,154,561 $ 1,920,057 $ 1,900,067 |
Interest Rate Derivatives
Interest Rate Derivatives | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Derivatives | Interest Rate Derivatives The following table sets forth the key terms and fair values of our interest rate swap derivatives (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date September 30, December 31, $ 36,249 (1) 3.8300% One-Month LIBOR + 2.25% 11/2/2010 11/2/2015 $ (44 ) $ (400 ) 100,000 0.8055% One-Month LIBOR 9/2/2014 9/1/2016 (396 ) (317 ) 100,000 0.8100% One-Month LIBOR 9/2/2014 9/1/2016 (401 ) (324 ) 100,000 1.6730% One-Month LIBOR 9/1/2015 8/1/2019 (2,386 ) 239 100,000 1.7300% One-Month LIBOR 9/1/2015 8/1/2019 (2,617 ) 35 100,000 0.8320% One-Month LIBOR 1/3/2012 9/1/2015 — (407 ) 100,000 0.8320% One-Month LIBOR 1/3/2012 9/1/2015 — (407 ) $ (5,844 ) $ (1,581 ) (1) The notional amount of this instrument is scheduled to amortize to $36.2 million . Each of the one-month LIBOR interest rate swaps set forth in the table above was designated as a cash flow hedge of interest rate risk. The table below sets forth the fair value of our interest rate derivatives as well as their classification on our consolidated balance sheets (in thousands): September 30, 2015 December 31, 2014 Derivatives Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate swaps designated as cash flow hedges Prepaid expenses and other assets $ — Prepaid expenses and other assets $ 274 Interest rate swaps designated as cash flow hedges Interest rate derivatives (5,844 ) Interest rate derivatives (1,855 ) The table below presents the effect of our interest rate derivatives on our consolidated statements of operations and comprehensive income (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Amount of (loss) gain recognized in accumulated other comprehensive loss (“AOCL”) (effective portion) $ (3,638 ) $ 1,015 $ (6,720 ) $ (4,738 ) Amount of losses reclassified from AOCL into interest expense (effective portion) 915 756 2,457 2,170 Over the next 12 months, we estimate that approximately $3.5 million of losses will be reclassified from AOCL as an increase to interest expense. We have agreements with each of our interest rate derivative counterparties that contain provisions under which, if we default or are capable of being declared in default on defined levels of our indebtedness, we could also be declared in default on our derivative obligations. These agreements also incorporate the loan covenant provisions of our indebtedness with a lender affiliate of the derivative counterparties. Failure to comply with the loan covenant provisions could result in our being declared in default on any derivative instrument obligations covered by the agreements. As of September 30, 2015 , the fair value of interest rate derivatives in a liability position related to these agreements was $5.9 million , excluding the effects of accrued interest and credit valuation adjustments. As of September 30, 2015 , we had not posted any collateral related to these agreements. We are not in default with any of these provisions. If we breached any of these provisions, we could be required to settle our obligations under the agreements at their termination value of $6.3 million . |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2015 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest The table below sets forth the activity for a redeemable noncontrolling interest in a consolidated real estate joint venture (in thousands): For the Nine Months Ended September 30, 2015 2014 Beginning balance $ 18,417 $ 17,758 Distributions to noncontrolling interest, net (1,098 ) (976 ) Net income attributable to noncontrolling interest 1,690 1,647 Adjustment to arrive at fair value of interest 599 7 Ending balance $ 19,608 $ 18,436 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Equity | Equity During the nine months ended September 30, 2015 , COPT issued 890,241 common shares at a weighted average price of $30.29 per share under its at-the-market (“ATM”) stock offering program established in October 2012. Net proceeds from the shares issued totaled $26.6 million , after payment of $0.4 million in commissions to sales agents. These net proceeds were contributed to COPLP in exchange for 890,241 common units. COPT’s remaining capacity under the ATM Plan is an aggregate gross sales price of $84.0 million in common share sales. During the nine months ended September 30, 2015 , certain COPLP limited partners redeemed 160,160 common units in COPLP for an equal number of common shares in COPT. See Note 14 for disclosure of COPT common share and COPLP common unit activity pertaining to our share-based compensation plans. |
Information by Business Segment
Information by Business Segment | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Information by Business Segment | Information by Business Segment We have ten reportable operating office property segments (comprised of: the Baltimore/Washington Corridor; Northern Virginia; San Antonio; Huntsville; Washington, DC — Capitol Riverfront; St. Mary’s and King George Counties; Greater Baltimore; Greater Philadelphia; Colorado Springs; and Other). In our 2015 quarterly reports on Form 10-Q, our Colorado Springs segment is, and will be, included in our Other segment as it is insignificant in the 2014 and 2015 reporting periods. We also have an operating wholesale data center segment. The table below reports segment financial information for our reportable segments (in thousands). We measure the performance of our segments through the measure we define as NOI from real estate operations, which is derived by subtracting property operating expenses from revenues from real estate operations. Operating Office Property Segments Baltimore/ Washington Corridor Northern Virginia San Antonio Huntsville Washington, DC - Capitol Riverfront St. Mary’s & King George Counties Greater Baltimore Greater Other Operating Wholesale Data Center Total Three Months Ended September 30, 2015 Revenues from real estate operations $ 62,009 $ 23,332 $ 9,492 $ 3,061 $ 3,336 $ 3,550 $ 16,134 $ 4,126 $ 2,568 $ 6,078 $ 133,686 Property operating expenses 20,169 7,785 4,808 888 1,962 1,325 6,461 1,249 242 4,008 48,897 NOI from real estate operations $ 41,840 $ 15,547 $ 4,684 $ 2,173 $ 1,374 $ 2,225 $ 9,673 $ 2,877 $ 2,326 $ 2,070 $ 84,789 Additions to long-lived assets $ 7,943 $ 1,749 $ — $ 175 $ 1,098 $ 986 $ 128,933 $ 246 $ (93 ) $ — $ 141,037 Transfers from non-operating properties $ 25,184 $ 34,195 $ 591 $ 1,207 $ — $ 1,408 $ 315 $ 5,506 $ — $ 73,804 $ 142,210 Three Months Ended September 30, 2014 — Revenues from real estate operations $ 58,883 $ 21,369 $ 9,031 $ 2,471 $ 3,524 $ 4,158 $ 10,436 $ 2,951 $ 2,541 $ 2,876 $ 118,240 Property operating expenses 19,457 7,500 5,100 763 1,824 1,277 3,810 837 260 2,053 42,881 NOI from real estate operations $ 39,426 $ 13,869 $ 3,931 $ 1,708 $ 1,700 $ 2,881 $ 6,626 $ 2,114 $ 2,281 $ 823 $ 75,359 Additions to long-lived assets $ 7,248 $ 5,898 $ — $ 455 $ 458 $ 5,189 $ 3,021 $ 625 $ (125 ) $ 24 $ 22,793 Transfers from non-operating properties $ 22,680 $ 15,403 $ — $ 1,496 $ — $ — $ 495 $ 2,506 $ — $ 222 $ 42,802 Nine Months Ended September 30, 2015 Revenues from real estate operations $ 184,412 $ 69,474 $ 28,867 $ 8,165 $ 10,091 $ 11,246 $ 40,508 $ 11,236 $ 7,659 $ 12,933 $ 384,591 Property operating expenses 63,291 25,593 15,398 2,605 5,837 4,238 16,367 3,565 655 8,441 145,990 NOI from real estate operations $ 121,121 $ 43,881 $ 13,469 $ 5,560 $ 4,254 $ 7,008 $ 24,141 $ 7,671 $ 7,004 $ 4,492 $ 238,601 Additions to long-lived assets $ 16,529 $ 89,152 $ 21 $ 466 $ 2,297 $ 3,149 $ 195,013 $ 824 $ 164 $ 108 $ 307,723 Transfers from non-operating properties $ 44,212 $ 101,412 $ 32,150 $ 13,184 $ — $ 1,408 $ 327 $ 22,222 $ 8 $ 89,183 $ 304,106 Segment assets at September 30, 2015 $ 1,297,431 $ 697,406 $ 148,336 $ 108,541 $ 94,120 $ 101,985 $ 455,469 $ 128,409 $ 76,259 $ 246,806 $ 3,354,762 Nine Months Ended September 30, 2014 Revenues from real estate operations $ 177,452 $ 67,235 $ 26,268 $ 7,430 $ 10,989 $ 12,676 $ 32,956 $ 8,657 $ 7,668 $ 7,769 $ 359,100 Property operating expenses 62,402 24,124 14,391 2,275 5,343 4,070 13,786 3,281 1,195 5,622 136,489 NOI from real estate operations $ 115,050 $ 43,111 $ 11,877 $ 5,155 $ 5,646 $ 8,606 $ 19,170 $ 5,376 $ 6,473 $ 2,147 $ 222,611 Additions to long-lived assets $ 19,278 $ 14,198 $ (6 ) $ 3,296 $ 999 $ 6,971 $ 5,275 $ 724 $ (163 ) $ 46 $ 50,618 Transfers from non-operating properties $ 50,303 $ 42,674 $ — $ 21,821 $ — $ — $ 3,522 $ 15,880 $ 30 $ 897 $ 135,127 Segment assets at September 30, 2014 $ 1,278,713 $ 648,248 $ 116,837 $ 98,334 $ 96,131 $ 100,009 $ 274,931 $ 107,051 $ 78,240 $ 164,192 $ 2,962,686 The following table reconciles our segment revenues to total revenues as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Segment revenues from real estate operations $ 133,686 $ 118,240 $ 384,591 $ 359,100 Construction contract and other service revenues 17,058 34,739 97,554 80,390 Less: Revenues from discontinued operations — 36 (4 ) 12 Total revenues $ 150,744 $ 153,015 $ 482,141 $ 439,502 The following table reconciles our segment property operating expenses to property operating expenses as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Segment property operating expenses $ 48,897 $ 42,881 $ 145,990 $ 136,489 Less: Property operating expenses from discontinued operations — 175 6 111 Total property operating expenses $ 48,897 $ 43,056 $ 145,996 $ 136,600 As previously discussed, we provide real estate services such as property management and construction and development services primarily for our properties but also for third parties. The primary manner in which we evaluate the operating performance of our service activities is through a measure we define as net operating income from service operations (“NOI from service operations”), which is based on the net of revenues and expenses from these activities. Construction contract and other service revenues and expenses consist primarily of subcontracted costs that are reimbursed to us by the customer along with a management fee. The operating margins from these activities are small relative to the revenue. We believe NOI from service operations is a useful measure in assessing both our level of activity and our profitability in conducting such operations. The table below sets forth the computation of our NOI from service operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Construction contract and other service revenues $ 17,058 $ 34,739 $ 97,554 $ 80,390 Construction contract and other service expenses (16,132 ) (33,593 ) (94,923 ) (75,353 ) NOI from service operations $ 926 $ 1,146 $ 2,631 $ 5,037 The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to income from continuing operations as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 NOI from real estate operations $ 84,789 $ 75,359 $ 238,601 $ 222,611 NOI from service operations 926 1,146 2,631 5,037 Interest and other income 692 1,191 3,217 3,775 Equity in income of unconsolidated entities 18 193 52 206 Income tax expense (48 ) (101 ) (153 ) (257 ) Other adjustments: — — Depreciation and other amortization associated with real estate operations (38,403 ) (30,237 ) (103,788 ) (104,728 ) Impairment losses (2,307 ) (66 ) (3,545 ) (1,368 ) General, administrative and leasing expenses (7,439 ) (7,211 ) (22,864 ) (22,882 ) Business development expenses and land carry costs (5,573 ) (1,430 ) (10,986 ) (4,107 ) Interest expense (24,121 ) (24,802 ) (66,727 ) (69,107 ) Less: NOI from discontinued operations — (139 ) (10 ) (99 ) Gain (loss) on early extinguishment of debt 85,745 (176 ) 85,677 (446 ) Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 The following table reconciles our segment assets to the consolidated total assets of COPT and subsidiaries (in thousands): September 30, September 30, Segment assets $ 3,354,762 $ 2,962,686 Non-operating property assets 416,540 518,951 Other assets 147,171 198,551 Total COPT consolidated assets $ 3,918,473 $ 3,680,188 The accounting policies of the segments are the same as those used to prepare our consolidated financial statements, except that discontinued operations are not presented separately for segment purposes. In the segment reporting presented above, we did not allocate interest expense, depreciation and amortization, impairment losses, loss on early extinguishment of debt and gain on sales of real estate to our real estate segments since they are not included in the measure of segment profit reviewed by management. We also did not allocate general and administrative expenses, business development expenses and land carry costs, interest and other income, equity in income of unconsolidated entities, income taxes and noncontrolling interests because these items represent general corporate or non-operating property items not attributable to segments. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation Performance Share Units (“PSUs”) On March 5, 2015, our Board of Trustees granted 45,656 PSUs with an aggregate grant date fair value of $1.7 million to executives. The PSUs have a performance period beginning on January 1, 2015 and concluding on the earlier of December 31, 2017 or the date of: (1) termination by us without cause, death or disability of the executive or constructive discharge of the executive (collectively, “qualified termination”); or (2) a sale event. The number of PSUs earned (“earned PSUs”) at the end of the performance period will be determined based on the percentile rank of COPT’s total shareholder return relative to a peer group of companies, as set forth in the following schedule: Percentile Rank Earned PSUs Payout % 75th or greater 200% of PSUs granted 50th or greater 100% of PSUs granted 25th 50% of PSUs granted Below 25th 0% of PSUs granted If the percentile rank exceeds the 25th percentile and is between two of the percentile ranks set forth in the table above, then the percentage of the earned PSUs will be interpolated between the ranges set forth in the table above to reflect any performance between the listed percentiles. At the end of the performance period, we, in settlement of the award, will issue a number of fully-vested COPT common shares equal to the sum of: • the number of earned PSUs in settlement of the award plan; plus • the aggregate dividends that would have been paid with respect to the common shares issued in settlement of the earned PSUs through the date of settlement had such shares been issued on the grant date, divided by the share price on such settlement date, as defined under the terms of the agreement. If a service period ends due to a sale event or qualified termination, the number of earned PSUs is prorated based on the portion of the service period that has elapsed. If employment is terminated by the employee or by us for cause, all PSUs are forfeited. PSUs do not carry voting rights. We computed a grant date fair value of $36.76 per PSU using a Monte Carlo model, which included assumptions of, among other things, the following: baseline common share value of $29.28 ; expected volatility for COPT common shares of 19.9% ; and a risk-free interest rate of 0.99% . We are recognizing the grant date fair value in connection with these PSU awards over the period commencing on March 6, 2015 and ending on December 31, 2017. With regard to the PSUs granted to our executives in prior years that were outstanding as of December 31, 2014 as described in our 2014 Annual Report on Form 10-K: • the performance period for the PSUs granted to executives on March 1, 2012 ended on December 31, 2014. Based on COPT’s total shareholder return during the performance period relative to its peer group of companies, we issued 40,309 common shares in settlement of the PSUs on March 5, 2015; and • we issued 15,289 common shares on March 5, 2015 to Mr. Stephen E. Riffee, our former Chief Financial Officer, upon his departure on February 3, 2015, in settlement of PSUs granted on March 1, 2013 and March 6, 2014. Restricted Shares During the nine months ended September 30, 2015 , certain employees were granted a total of 193,499 restricted common shares with an aggregate grant date fair value of $5.6 million (weighted average of $28.93 per share). Restricted shares granted to employees vest based on increments and over periods of time set forth under the terms of the respective awards provided that the employees remain employed by us. During the nine months ended September 30, 2015 , forfeiture restrictions lapsed on 163,145 previously issued common shares; these shares had a weighted average grant date fair value of $26.15 per share, and the aggregate intrinsic value of the shares on the vesting dates was $4.6 million . Deferred Share Awards During the nine months ended September 30, 2015 , nonemployee members of our Board of Trustees were granted a total of 24,056 deferred share awards with an aggregate grant date fair value of $642,000 ( $26.70 per share). Deferred share awards vest on the first anniversary of the grant date, provided that the Trustee remains in his or her position. We settle deferred share awards by issuing an equivalent number of common shares upon vesting of the awards or a later date elected by the Trustee (generally upon cessation of being a Trustee). During the nine months ended September 30, 2015 , we issued 15,485 common shares in settlement of deferred share awards granted in 2014; these shares had a grant date fair value of $26.77 per share, and the aggregate intrinsic value of the shares on the settlement date was $413,000 . Options During the nine months ended September 30, 2015 , 76,474 options to purchase common shares (“options”) were exercised. The weighted average exercise price of these options was $26.27 per share, and the aggregate intrinsic value of the options exercised was $300,000 . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We own a TRS that is subject to Federal and state income taxes. Our TRS’s provision for income taxes consisted of the following (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Deferred Federal $ 39 $ 83 $ 125 $ 215 State 9 18 28 42 Total income tax expense $ 48 $ 101 $ 153 $ 257 Items in our TRS contributing to temporary differences that lead to deferred taxes include depreciation and amortization, share-based compensation, certain accrued compensation, compensation paid in the form of contributions to a deferred nonqualified compensation plan and net operating losses that are not deductible until future periods. Our TRS’s combined Federal and state effective tax rate was 37.7% for the three and nine months ended September 30, 2015 and 2014. |
Earnings Per Share ("EPS") and
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”) | Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”) COPT and Subsidiaries EPS We present both basic and diluted EPS. We compute basic EPS by dividing net income available to common shareholders allocable to unrestricted common shares under the two-class method by the weighted average number of unrestricted common shares outstanding during the period. Our computation of diluted EPS is similar except that: • the denominator is increased to include: (1) the weighted average number of potential additional common shares that would have been outstanding if securities that are convertible into COPT common shares were converted; and (2) the effect of dilutive potential common shares outstanding during the period attributable to share-based compensation using the treasury stock or if-converted methods; and • the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common shares that we added to the denominator. Summaries of the numerator and denominator for purposes of basic and diluted EPS calculations are set forth below (in thousands, except per share data): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 Gain on sales of real estate, net 15 10,630 4,000 10,630 Preferred share dividends (3,552 ) (3,553 ) (10,657 ) (12,387 ) Issuance costs associated with redeemed preferred shares — — — (1,769 ) Income from continuing operations attributable to noncontrolling interests (4,494 ) (1,820 ) (7,322 ) (3,923 ) Income from continuing operations attributable to share-based compensation awards (369 ) (103 ) (475 ) (332 ) Numerator for basic EPS from continuing operations attributable to COPT common shareholders 85,879 18,881 107,651 20,854 Convertible preferred shares 372 — — — Dilutive effect of common units in COPLP on diluted EPS from continuing operations — — 4,225 — Numerator for diluted EPS from continuing operations attributable to COPT common shareholders $ 86,251 $ 18,881 $ 111,876 $ 20,854 Numerator for basic EPS from continuing operations attributable to COPT common shareholders $ 85,879 $ 18,881 $ 107,651 $ 20,854 Discontinued operations — 191 156 4 Discontinued operations attributable to noncontrolling interests — (8 ) (3 ) 5 Numerator for basic EPS on net income attributable to COPT common shareholders 85,879 19,064 107,804 20,863 Convertible preferred shares 372 — — — Dilutive effect of common units in COPLP — — 4,231 — Numerator for diluted EPS on net income attributable to COPT common shareholders $ 86,251 $ 19,064 $ 112,035 $ 20,863 Denominator (all weighted averages): Denominator for basic EPS (common shares) 94,153 87,290 93,830 87,196 Convertible preferred shares 434 — — — Dilutive effect of common units — — 3,697 — Dilutive effect of share-based compensation awards 21 195 82 169 Denominator for diluted EPS (common shares) 94,608 87,485 97,609 87,365 Basic EPS: Income from continuing operations attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPT common shareholders 0.00 0.00 0.00 0.00 Net income attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Diluted EPS: Income from continuing operations attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPT common shareholders 0.00 0.00 0.00 0.00 Net income attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Our diluted EPS computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPS for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Conversion of common units 3,679 3,876 — 3,915 Conversion of Series I Preferred Units 176 176 176 176 Conversion of Series K Preferred Shares — 434 434 434 The following share-based compensation securities were excluded from the computation of diluted EPS because their effects were antidilutive: • weighted average restricted shares and deferred share awards for the three months ended September 30, 2015 and 2014 of 411,000 and 401,000 , respectively, and for the nine months ended September 30, 2015 and 2014 of 412,000 and 404,000 , respectively; and • weighted average options for the three months ended September 30, 2015 and 2014 of 440,000 and 490,000 , respectively, and for the nine months ended September 30, 2015 and 2014 of 480,000 and 495,000 , respectively. As discussed in Note 9, we had outstanding senior notes, which we redeemed in April 2015, with an exchange settlement feature, but such notes did not affect our diluted EPS reported above since the weighted average closing price of COPT’s common shares during each of the periods was less than the exchange prices per common share applicable for such periods. COPLP and Subsidiaries EPU We present both basic and diluted EPU. We compute basic EPU by dividing net income available to common unitholders allocable to unrestricted common units under the two-class method by the weighted average number of unrestricted common units outstanding during the period. Our computation of diluted EPU is similar except that: • the denominator is increased to include: (1) the weighted average number of potential additional common units that would have been outstanding if securities that are convertible into our common units were converted; and (2) the effect of dilutive potential common units outstanding during the period attributable to share-based compensation using the treasury stock or if-converted methods; and • the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common units that we added to the denominator. Summaries of the numerator and denominator for purposes of basic and diluted EPU calculations are set forth below (in thousands, except per unit data): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 Gain on sales of real estate, net 15 10,630 4,000 10,630 Preferred unit distributions (3,717 ) (3,718 ) (11,152 ) (12,882 ) Issuance costs associated with redeemed preferred units — — — (1,769 ) Income from continuing operations attributable to noncontrolling interests (972 ) (897 ) (2,605 ) (2,476 ) Income from continuing operations attributable to share-based compensation awards (369 ) (103 ) (475 ) (332 ) Numerator for basic EPU from continuing operations attributable to COPLP common unitholders 89,236 19,639 111,873 21,806 Convertible preferred units 372 — — — Numerator for diluted EPU from continuing operations attributable to COPLP common unitholders $ 89,608 $ 19,639 $ 111,873 $ 21,806 Numerator for basic EPU from continuing operations attributable to COPLP common unitholders $ 89,236 $ 19,639 $ 111,873 $ 21,806 Discontinued operations — 191 156 4 Discontinued operations attributable to noncontrolling interests — — 3 5 Numerator for basic EPU on net income attributable to COPLP common unitholders 89,236 19,830 112,032 21,815 Convertible preferred units 372 — — — Numerator for diluted EPU on net income attributable to COPLP common unitholders $ 89,608 $ 19,830 $ 112,032 $ 21,815 Denominator (all weighted averages): Denominator for basic EPU (common units) 97,832 91,166 97,527 91,111 Convertible preferred shares 434 — — — Dilutive effect of share-based compensation awards 21 195 82 169 Denominator for basic and diluted EPU (common units) 98,287 91,361 97,609 91,280 Basic EPU: Income from continuing operations attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPLP common unitholders 0.00 0.00 0.00 0.00 Net income attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Diluted EPU: Income from continuing operations attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPLP common unitholders 0.00 0.00 0.00 0.00 Net income attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Our diluted EPU computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPU for the respective periods (in thousands): Weighted Average Units Excluded from Denominator For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Conversion of Series I preferred units 176 176 176 176 Conversion of Series K preferred units — 434 434 434 The following share-based compensation securities were excluded from the computation of diluted EPU because their effects were antidilutive: • weighted average restricted units and deferred share awards for the three months ended September 30, 2015 and 2014 of 411,000 and 401,000 , respectively, and for the nine months ended September 30, 2015 and 2014 of 412,000 and 404,000 , respectively; and • weighted average options for the three months ended September 30, 2015 and 2014 of 440,000 and 490,000 , respectively, and for the nine months ended September 30, 2015 and 2014 of 480,000 and 495,000 , respectively. As discussed in Note 9, we had outstanding senior notes, which we redeemed in April 2015, with an exchange settlement feature, but such notes did not affect our diluted EPU reported above since the weighted average closing price of COPT’s common shares during each of the periods was less than the exchange prices per common share applicable for such periods. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation In the normal course of business, we are involved in legal actions arising from our ownership and administration of properties. We establish reserves for specific legal proceedings when we determine that the likelihood of an unfavorable outcome is probable and the amount of loss can be reasonably estimated. Management does not anticipate that any liabilities that may result from such proceedings will have a materially adverse effect on our financial position, operations or liquidity. Our assessment of the potential outcomes of these matters involves significant judgment and is subject to change based on future developments. Environmental We are subject to various Federal, state and local environmental regulations related to our property ownership and operation. We have performed environmental assessments of our properties, the results of which have not revealed any environmental liability that we believe would have a materially adverse effect on our financial position, operations or liquidity. Tax Incremental Financing Obligation In August 2010, Anne Arundel County, Maryland issued $30 million in tax incremental financing bonds to third-party investors in order to finance public improvements needed in connection with our project known as National Business Park North. The real estate taxes on increases in assessed value of a development district encompassing National Business Park North are to be transferred to a special fund pledged to the repayment of the bonds. We recognized a $2.2 million liability through September 30, 2015 representing our estimated obligation to fund through a special tax any future shortfalls between debt service on the bonds and real estate taxes available to repay the bonds. Operating Leases We are obligated as lessee under operating leases (mostly ground leases) with various expiration dates extending to the year 2100. Future minimum rental payments due under the terms of these operating leases as of September 30, 2015 follow (in thousands): Year Ending December 31, 2015 (1) $ 289 2016 1,171 2017 1,096 2018 1,052 2019 1,036 Thereafter 86,999 $ 91,643 (1) Represents three months ending December 31, 2015. Contractual Obligations We had amounts remaining to be incurred under various contractual obligations as of September 30, 2015 that included the following: • new development and redevelopment obligations of $97.9 million (including acquisitions of land); • capital expenditures for operating properties of $41.9 million ; • third party construction and development of $8.1 million ; and • other purchase obligations of $4.0 million . Environmental Indemnity Agreement In connection with a lease and subsequent sale in 2008 and 2010 of three properties in Dayton, New Jersey, we agreed to provide certain environmental indemnifications. The prior owner of the properties, a Fortune 100 company that is responsible for groundwater contamination at such properties, previously agreed to indemnify us for (1) direct losses incurred in connection with the contamination and (2) its failure to perform remediation activities required by the State of New Jersey, up to the point that the state declares the remediation to be complete. Under the environmental indemnification agreement, we agreed to the following: • to indemnify the tenant against losses covered under the prior owner’s indemnity agreement if the prior owner fails to indemnify the tenant for such losses. This indemnification is capped at $5.0 million in perpetuity after the State of New Jersey declares the remediation to be complete; • to indemnify the tenant for consequential damages (e.g., business interruption) at one of the buildings in perpetuity and another of the buildings through 2025. This indemnification is limited to $12.5 million ; and • to pay 50% of additional costs related to construction and environmental regulatory activities incurred by the tenant as a result of the indemnified environmental condition of the properties. This indemnification is limited to $300,000 annually and $1.5 million in the aggregate. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On October 27, 2015, we sold 13200 Woodland Park Road, a 397,000 square foot office property in Herndon, Virginia (in the Northern Virginia region) for $84.0 million , resulting in a gain on sale of approximately $42 million . |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The COPT consolidated financial statements include the accounts of COPT, the Operating Partnership, their subsidiaries and other entities in which COPT has a majority voting interest and control. The COPLP consolidated financial statements include the accounts of COPLP, its subsidiaries and other entities in which COPLP has a majority voting interest and control. We also consolidate certain entities when control of such entities can be achieved through means other than voting rights (“variable interest entities” or “VIEs”) if we are deemed to be the primary beneficiary of such entities. We eliminate all significant intercompany balances and transactions in consolidation. We use the equity method of accounting when we own an interest in an entity and can exert significant influence over but cannot control the entity’s operations. We discontinue equity method accounting if our investment in an entity (and net advances) is reduced to zero unless we have guaranteed obligations of the entity or are otherwise committed to provide further financial support for the entity. These interim financial statements should be read together with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2014 included in our 2014 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly present our financial position and results of operations. All adjustments are of a normal recurring nature. The consolidated financial statements have been prepared using the accounting policies described in our 2014 Annual Report on Form 10-K. |
Recent Accounting Pronouncement | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance regarding the recognition of revenue from contracts with customers. Under this guidance, an entity will recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Additionally, this guidance requires improved disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. We are required to adopt this guidance for our annual and interim periods beginning January 1, 2018 using one of two methods: retrospective restatement for each reporting period presented at the time of adoption, or retrospectively with the cumulative effect of initially applying this guidance recognized at the date of initial application. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In January 2015, the FASB issued guidance regarding the presentation of extraordinary and unusual items in statements of operations. This guidance eliminates the concept of extraordinary items. However, the presentation and disclosure requirements for items that are either unusual in nature or infrequent in occurrence remain and will be expanded to include items that are both unusual in nature and infrequent in occurrence. This guidance is effective for periods beginning after December 15, 2015. We expect that the application of this guidance will have no effect on our reported consolidated financial statements. In February 2015, the FASB issued guidance regarding amendments to the consolidation analysis. This guidance amends the criteria for determining which entities are considered variable interest entities (“VIE”), amends the criteria for determining if a service provider possesses a variable interest in a VIE and ends the deferral granted to investment companies for application of the VIE consolidation model. This guidance is effective for annual periods, and interim periods therein, beginning after December 15, 2015. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In April 2015, the FASB issued guidance that changes the presentation of debt issuance costs in financial statements. This guidance requires an entity to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs will continue to be reported as interest expense. This guidance was further updated in August 2015 with respect to debt issuance costs of line-of-credit arrangements to note that it will be permissible for an entity to defer and present debt issuance costs as an asset and subsequently amortize the deferred debt issuance costs ratably over the term of a line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance is effective for annual reporting periods beginning after December 15, 2016. Early adoption is permitted. This guidance will be applied retrospectively to each prior period presented. We expect that the application of this guidance will not materially affect our consolidated financial statements. In September 2015, the FASB issued guidance that eliminates the requirement to restate prior period financial statements for measurement period adjustments following a business combination. The guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The prior period impact of the adjustment should be either presented separately on the face of the statement of operations or disclosed in the notes. This guidance is effective for annual reporting periods beginning after December 15, 2015. This guidance will be applied prospectively for measurement period adjustments that occur after the effective date. We expect that the application of this guidance will not materially affect our consolidated financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value assets and liabilities measured on recurring basis | The table below sets forth financial assets and liabilities of COPLP and its subsidiaries that are accounted for at fair value on a recurring basis as of September 30, 2015 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Total Assets: Warrants to purchase common stock (1) $ — $ 42 $ — $ 42 Liabilities: Interest rate derivatives $ — $ 5,844 $ — $ 5,844 Redeemable noncontrolling interest $ — $ — $ 19,608 $ 19,608 (1) Included in the line entitled “prepaid expenses and other assets” on COPLP’s consolidated balance sheet. The table below sets forth financial assets and liabilities of COPT and its subsidiaries that are accounted for at fair value on a recurring basis as of September 30, 2015 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 5,395 $ — $ — $ 5,395 Other 104 — — 104 Warrants to purchase common stock (2) — 42 — 42 Total assets $ 5,499 $ 42 $ — $ 5,541 Liabilities: Deferred compensation plan liability (3) $ — $ 5,499 $ — $ 5,499 Interest rate derivatives — 5,844 — 5,844 Total liabilities $ — $ 11,343 $ — $ 11,343 Redeemable noncontrolling interest $ — $ — $ 19,608 $ 19,608 (1) Included in the line entitled “restricted cash and marketable securities” on COPT’s consolidated balance sheet. (2) Included in the line entitled “prepaid expenses and other assets” on COPT’s consolidated balance sheet. (3) Included in the line entitled “other liabilities” on COPT’s consolidated balance sheet. |
Schedule of fair value hierarchy of impaired properties and other assets associated with such properties | The table below sets forth the fair value hierarchy of the valuation technique we used to determine the fair values of these properties (dollars in thousands): Fair Values of Properties Held as of September 30, 2015 Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Description (Level 1) (Level 2) (Level 3) Total Assets: Assets held for sale, net (1) $ — $ — $ 7,225 $ 7,225 (1) Represents estimated fair values less costs to sell. |
Schedule of quantitative information about significant unobservable inputs used for Level 3 fair value measurements | The table below sets forth quantitative information about significant unobservable inputs used for the Level 3 fair value measurements reported above as of September 30, 2015 (dollars in thousands): Valuation Technique Fair Values on Measurement Date Unobservable Input Range (Weighted Average) (1) Discounted cash flow $ 7,225 Discount rate 8.25% Terminal capitalization rate 7.75% Market rent growth rate 2.0% Expense growth rate 2.0% (1) Only one value applied for these unobservable inputs. |
Properties, Net (Tables)
Properties, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Real Estate [Abstract] | |
Schedule of operating properties, net | Operating properties, net consisted of the following (in thousands): September 30, December 31, Land $ 466,701 $ 439,355 Buildings and improvements 3,141,889 3,015,216 Less: Accumulated depreciation (675,747 ) (703,083 ) Operating properties, net $ 2,932,843 $ 2,751,488 |
Schedule of projects in development or held for future development | Projects in development or held for future development consisted of the following (in thousands): September 30, December 31, Land $ 207,748 $ 214,977 Development in progress, excluding land 207,009 330,449 Projects in development or held for future development $ 414,757 $ 545,426 |
Components of assets held for sale | The table below sets forth the components of assets held for sale on our consolidated balance sheet for these properties (in thousands): September 30, 2015 Properties, net $ 142,817 Deferred rent receivable 3,998 Intangible assets on real estate acquisitions, net 799 Deferred leasing costs, net 2,053 Lease incentives, net 905 Assets held for sale, net $ 150,572 |
Schedule of allocation of acquisition costs | The table below sets forth the allocation of the aggregate acquisition costs of these properties (in thousands): Land, operating properties $ 55,076 Building and improvements 139,520 Intangible assets on real estate acquisitions 75,846 Total assets 270,442 Below-market leases (6,820 ) Total acquisition cost $ 263,622 |
Schedule of intangible assets recorded in connection with acquisition | Intangible assets recorded in connection with these acquisitions included the following (dollars in thousands): Weighted Average Amortization Period (in Years) Tenant relationship value $ 31,208 12 In-place lease value 35,231 7 Above-market leases 6,720 4 Below-market cost arrangements 2,687 40 $ 75,846 10 |
Pro Forma Results | The pro forma financial information was prepared for comparative purposes only and is not necessarily indicative of what would have occurred had these acquisitions been made at that time or of results which may occur in the future (in thousands, except per shares amounts). For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 (Unaudited) (Unaudited) Pro forma total revenues $ 152,736 $ 162,085 $ 498,657 $ 467,224 Pro forma net income attributable to COPT common shareholders $ 88,836 $ 19,683 $ 112,941 $ 19,266 Pro forma EPS: Basic $ 0.94 $ 0.22 $ 1.20 $ 0.22 Diluted $ 0.94 $ 0.22 $ 1.20 $ 0.22 |
Real Estate Joint Ventures (Tab
Real Estate Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of information related to investments in consolidated real estate joint ventures | The table below sets forth information pertaining to our material investments in consolidated real estate joint ventures as of September 30, 2015 (dollars in thousands): Nominal Ownership September 30, 2015 (1) Date % as of Total Encumbered Total Acquired 9/30/2015 Nature of Activity Assets Assets Liabilities LW Redstone Company, LLC 3/23/2010 85% Development and operation of real estate (2) $ 144,906 $ 64,395 $ 39,093 M Square Associates, LLC 6/26/2007 50% Development and operation of real estate (3) 58,840 48,301 38,117 $ 203,746 $ 112,696 $ 77,210 (1) Excludes amounts eliminated in consolidation. (2) This joint venture’s properties are in Huntsville. (3) This joint venture’s properties are in College Park, Maryland (in the Baltimore/Washington Corridor). |
Intangible Assets on Real Est31
Intangible Assets on Real Estate Acquisition, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Intangible Assets on Real Estate Acquisitions [Abstract] | |
Schedule of intangible assets on real estate acquisitions | Intangible assets on real estate acquisitions consisted of the following, excluding amounts for properties held for sale (in thousands): September 30, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount In-place lease value $ 138,410 $ 87,667 $ 50,743 $ 123,759 $ 101,040 $ 22,719 Tenant relationship value 63,117 22,525 40,592 42,301 28,492 13,809 Below-market cost arrangements 15,102 6,505 8,597 12,415 5,984 6,431 Above-market leases 13,844 7,987 5,857 8,659 8,159 500 Market concentration premium 1,333 948 385 1,333 938 395 $ 231,806 $ 125,632 $ 106,174 $ 188,467 $ 144,613 $ 43,854 |
Investing Receivables (Tables)
Investing Receivables (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Schedule of investing receivables | Investing receivables, including accrued interest thereon, consisted of the following (in thousands): September 30, December 31, Notes receivable from the City of Huntsville $ 43,821 $ 49,147 Other investing loans receivable 3,000 3,000 $ 46,821 $ 52,147 |
Prepaid Expenses and Other As33
Prepaid Expenses and Other Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Prepaid Expense and Other Assets [Abstract] | |
Schedule of prepaid expenses and other assets | Prepaid expenses and other assets consisted of the following (in thousands): September 30, December 31, Prepaid expenses $ 28,655 $ 20,570 Lease incentives, net 11,589 13,344 Furniture, fixtures and equipment, net 5,941 6,637 Construction contract costs incurred in excess of billings 4,722 6,656 Deferred tax asset, net (1) 4,015 4,002 Operating notes receivable 3,744 3,797 Equity method investments 1,626 2,368 Other assets 6,495 2,875 Prepaid expenses and other assets, net $ 66,787 $ 60,249 (1) Includes a valuation allowance of $2.1 million . |
Debt, Net (Tables)
Debt, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Our debt consisted of the following (dollars in thousands): Maximum Availability at Carrying Value at Scheduled Maturity September 30, September 30, December 31, Stated Interest Rates as of as of September 30, 2015 September 30, 2015 Mortgage and Other Secured Loans: Fixed rate mortgage loans (1) $ 288,217 $ 387,139 3.96% - 7.87% (2) 2016-2024 Variable rate secured loan 36,249 36,877 LIBOR + 2.25% (3) November 2015 Total mortgage and other secured loans 324,466 424,016 Revolving Credit Facility $ 800,000 87,000 83,000 LIBOR + 0.875% to 1.60% (4) May 2019 Term Loan Facilities (5) 520,000 520,000 LIBOR + 0.90% to 2.60% (6) 2016-2020 Unsecured Senior Notes 3.600% Senior Notes (7) 347,691 347,496 3.60% May 2023 5.250% Senior Notes (8) 246,074 245,797 5.25% February 2024 3.700% Senior Notes (9) 297,830 297,569 3.70% June 2021 5.000% Senior Note (10) 296,646 — 5.00% July 2025 Unsecured notes payable 1,533 1,607 0% (11) 2026 4.25% Exchangeable Senior Notes (12) — 572 N/A (12) Total debt, net $ 2,121,240 $ 1,920,057 (1) Several of the fixed rate mortgages carry interest rates that were above or below market rates upon assumption and therefore were recorded at their fair value based on applicable effective interest rates. The carrying values of these loans reflect net unamortized premiums totaling $24,000 as of September 30, 2015 and $42,000 as of December 31, 2014 . Please refer to Note 4 for disclosure pertaining to the removal of a $150.0 million nonrecourse mortgage loan from our balance sheet on August 28, 2015. (2) The weighted average interest rate on our fixed rate mortgage loans was 6.07% as of September 30, 2015 . (3) The interest rate on the loan outstanding was 2.45% as of September 30, 2015 . (4) The weighted average interest rate on the Revolving Credit Facility was 1.48% as of September 30, 2015 . (5) We have the ability to borrow an additional $380.0 million in the aggregate under these term loan facilities, provided that there is no default under the facilities and subject to the approval of the lenders. (6) The weighted average interest rate on these loans was 1.78% as of September 30, 2015 . (7) The carrying value of these notes included a principal amount of $350.0 million and an unamortized discount totaling $2.3 million as of September 30, 2015 and $2.5 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (8) The carrying value of these notes included a principal amount of $250.0 million and an unamortized discount totaling $3.9 million as of September 30, 2015 and $4.2 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (9) The carrying value of these notes included a principal amount of $300.0 million and an unamortized discount totaling $2.2 million as of September 30, 2015 and $2.4 million as of December 31, 2014 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (10) Refer to the paragraph below for disclosure pertaining to these notes. (11) These notes carry interest rates that were below market rates upon assumption and therefore were recorded at their fair value based on applicable effective interest rates. The carrying value of these notes reflects an unamortized discount totaling $578,000 as of September 30, 2015 and $654,000 as of December 31, 2014 . (12) On April 20, 2015, we redeemed these notes at 100% of their principal amount. |
Schedule of the fair value of debt | The following table sets forth information pertaining to the fair value of our debt (in thousands): September 30, 2015 December 31, 2014 Carrying Estimated Carrying Estimated Amount Fair Value Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,188,241 $ 1,212,120 $ 890,862 $ 901,599 Other fixed-rate debt 289,750 298,198 389,318 356,377 Variable-rate debt 643,249 644,243 639,877 642,091 $ 2,121,240 $ 2,154,561 $ 1,920,057 $ 1,900,067 |
Interest Rate Derivatives (Tabl
Interest Rate Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of key terms and fair values of interest rate swap derivatives | The following table sets forth the key terms and fair values of our interest rate swap derivatives (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date September 30, December 31, $ 36,249 (1) 3.8300% One-Month LIBOR + 2.25% 11/2/2010 11/2/2015 $ (44 ) $ (400 ) 100,000 0.8055% One-Month LIBOR 9/2/2014 9/1/2016 (396 ) (317 ) 100,000 0.8100% One-Month LIBOR 9/2/2014 9/1/2016 (401 ) (324 ) 100,000 1.6730% One-Month LIBOR 9/1/2015 8/1/2019 (2,386 ) 239 100,000 1.7300% One-Month LIBOR 9/1/2015 8/1/2019 (2,617 ) 35 100,000 0.8320% One-Month LIBOR 1/3/2012 9/1/2015 — (407 ) 100,000 0.8320% One-Month LIBOR 1/3/2012 9/1/2015 — (407 ) $ (5,844 ) $ (1,581 ) (1) The notional amount of this instrument is scheduled to amortize to $36.2 million . |
Schedule of fair value and balance sheet classification of interest rate derivatives | The table below sets forth the fair value of our interest rate derivatives as well as their classification on our consolidated balance sheets (in thousands): September 30, 2015 December 31, 2014 Derivatives Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate swaps designated as cash flow hedges Prepaid expenses and other assets $ — Prepaid expenses and other assets $ 274 Interest rate swaps designated as cash flow hedges Interest rate derivatives (5,844 ) Interest rate derivatives (1,855 ) |
Schedule of effect of interest rate derivatives on consolidated statements of operations and comprehensive income | The table below presents the effect of our interest rate derivatives on our consolidated statements of operations and comprehensive income (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Amount of (loss) gain recognized in accumulated other comprehensive loss (“AOCL”) (effective portion) $ (3,638 ) $ 1,015 $ (6,720 ) $ (4,738 ) Amount of losses reclassified from AOCL into interest expense (effective portion) 915 756 2,457 2,170 |
Redeemable Noncontrolling Int36
Redeemable Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Noncontrolling Interest [Abstract] | |
Schedule of activity for redeemable noncontrolling interest | The table below sets forth the activity for a redeemable noncontrolling interest in a consolidated real estate joint venture (in thousands): For the Nine Months Ended September 30, 2015 2014 Beginning balance $ 18,417 $ 17,758 Distributions to noncontrolling interest, net (1,098 ) (976 ) Net income attributable to noncontrolling interest 1,690 1,647 Adjustment to arrive at fair value of interest 599 7 Ending balance $ 19,608 $ 18,436 |
Information by Business Segme37
Information by Business Segment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of segment financial information for real estate operations | The table below reports segment financial information for our reportable segments (in thousands). We measure the performance of our segments through the measure we define as NOI from real estate operations, which is derived by subtracting property operating expenses from revenues from real estate operations. Operating Office Property Segments Baltimore/ Washington Corridor Northern Virginia San Antonio Huntsville Washington, DC - Capitol Riverfront St. Mary’s & King George Counties Greater Baltimore Greater Other Operating Wholesale Data Center Total Three Months Ended September 30, 2015 Revenues from real estate operations $ 62,009 $ 23,332 $ 9,492 $ 3,061 $ 3,336 $ 3,550 $ 16,134 $ 4,126 $ 2,568 $ 6,078 $ 133,686 Property operating expenses 20,169 7,785 4,808 888 1,962 1,325 6,461 1,249 242 4,008 48,897 NOI from real estate operations $ 41,840 $ 15,547 $ 4,684 $ 2,173 $ 1,374 $ 2,225 $ 9,673 $ 2,877 $ 2,326 $ 2,070 $ 84,789 Additions to long-lived assets $ 7,943 $ 1,749 $ — $ 175 $ 1,098 $ 986 $ 128,933 $ 246 $ (93 ) $ — $ 141,037 Transfers from non-operating properties $ 25,184 $ 34,195 $ 591 $ 1,207 $ — $ 1,408 $ 315 $ 5,506 $ — $ 73,804 $ 142,210 Three Months Ended September 30, 2014 — Revenues from real estate operations $ 58,883 $ 21,369 $ 9,031 $ 2,471 $ 3,524 $ 4,158 $ 10,436 $ 2,951 $ 2,541 $ 2,876 $ 118,240 Property operating expenses 19,457 7,500 5,100 763 1,824 1,277 3,810 837 260 2,053 42,881 NOI from real estate operations $ 39,426 $ 13,869 $ 3,931 $ 1,708 $ 1,700 $ 2,881 $ 6,626 $ 2,114 $ 2,281 $ 823 $ 75,359 Additions to long-lived assets $ 7,248 $ 5,898 $ — $ 455 $ 458 $ 5,189 $ 3,021 $ 625 $ (125 ) $ 24 $ 22,793 Transfers from non-operating properties $ 22,680 $ 15,403 $ — $ 1,496 $ — $ — $ 495 $ 2,506 $ — $ 222 $ 42,802 Nine Months Ended September 30, 2015 Revenues from real estate operations $ 184,412 $ 69,474 $ 28,867 $ 8,165 $ 10,091 $ 11,246 $ 40,508 $ 11,236 $ 7,659 $ 12,933 $ 384,591 Property operating expenses 63,291 25,593 15,398 2,605 5,837 4,238 16,367 3,565 655 8,441 145,990 NOI from real estate operations $ 121,121 $ 43,881 $ 13,469 $ 5,560 $ 4,254 $ 7,008 $ 24,141 $ 7,671 $ 7,004 $ 4,492 $ 238,601 Additions to long-lived assets $ 16,529 $ 89,152 $ 21 $ 466 $ 2,297 $ 3,149 $ 195,013 $ 824 $ 164 $ 108 $ 307,723 Transfers from non-operating properties $ 44,212 $ 101,412 $ 32,150 $ 13,184 $ — $ 1,408 $ 327 $ 22,222 $ 8 $ 89,183 $ 304,106 Segment assets at September 30, 2015 $ 1,297,431 $ 697,406 $ 148,336 $ 108,541 $ 94,120 $ 101,985 $ 455,469 $ 128,409 $ 76,259 $ 246,806 $ 3,354,762 Nine Months Ended September 30, 2014 Revenues from real estate operations $ 177,452 $ 67,235 $ 26,268 $ 7,430 $ 10,989 $ 12,676 $ 32,956 $ 8,657 $ 7,668 $ 7,769 $ 359,100 Property operating expenses 62,402 24,124 14,391 2,275 5,343 4,070 13,786 3,281 1,195 5,622 136,489 NOI from real estate operations $ 115,050 $ 43,111 $ 11,877 $ 5,155 $ 5,646 $ 8,606 $ 19,170 $ 5,376 $ 6,473 $ 2,147 $ 222,611 Additions to long-lived assets $ 19,278 $ 14,198 $ (6 ) $ 3,296 $ 999 $ 6,971 $ 5,275 $ 724 $ (163 ) $ 46 $ 50,618 Transfers from non-operating properties $ 50,303 $ 42,674 $ — $ 21,821 $ — $ — $ 3,522 $ 15,880 $ 30 $ 897 $ 135,127 Segment assets at September 30, 2014 $ 1,278,713 $ 648,248 $ 116,837 $ 98,334 $ 96,131 $ 100,009 $ 274,931 $ 107,051 $ 78,240 $ 164,192 $ 2,962,686 |
Schedule of reconciliation of segment revenues to total revenues | The following table reconciles our segment revenues to total revenues as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Segment revenues from real estate operations $ 133,686 $ 118,240 $ 384,591 $ 359,100 Construction contract and other service revenues 17,058 34,739 97,554 80,390 Less: Revenues from discontinued operations — 36 (4 ) 12 Total revenues $ 150,744 $ 153,015 $ 482,141 $ 439,502 |
Schedule of reconciliation of segment property operating expenses to total property operating expenses | The following table reconciles our segment property operating expenses to property operating expenses as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Segment property operating expenses $ 48,897 $ 42,881 $ 145,990 $ 136,489 Less: Property operating expenses from discontinued operations — 175 6 111 Total property operating expenses $ 48,897 $ 43,056 $ 145,996 $ 136,600 |
Schedule of computation of net operating income from service operations | The table below sets forth the computation of our NOI from service operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Construction contract and other service revenues $ 17,058 $ 34,739 $ 97,554 $ 80,390 Construction contract and other service expenses (16,132 ) (33,593 ) (94,923 ) (75,353 ) NOI from service operations $ 926 $ 1,146 $ 2,631 $ 5,037 |
Schedule of reconciliation of net operating income from real estate operations and service operations to (loss) income from continuing operations | The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to income from continuing operations as reported on our consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 NOI from real estate operations $ 84,789 $ 75,359 $ 238,601 $ 222,611 NOI from service operations 926 1,146 2,631 5,037 Interest and other income 692 1,191 3,217 3,775 Equity in income of unconsolidated entities 18 193 52 206 Income tax expense (48 ) (101 ) (153 ) (257 ) Other adjustments: — — Depreciation and other amortization associated with real estate operations (38,403 ) (30,237 ) (103,788 ) (104,728 ) Impairment losses (2,307 ) (66 ) (3,545 ) (1,368 ) General, administrative and leasing expenses (7,439 ) (7,211 ) (22,864 ) (22,882 ) Business development expenses and land carry costs (5,573 ) (1,430 ) (10,986 ) (4,107 ) Interest expense (24,121 ) (24,802 ) (66,727 ) (69,107 ) Less: NOI from discontinued operations — (139 ) (10 ) (99 ) Gain (loss) on early extinguishment of debt 85,745 (176 ) 85,677 (446 ) Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 |
Schedule of reconciliation of segment assets to total assets | The following table reconciles our segment assets to the consolidated total assets of COPT and subsidiaries (in thousands): September 30, September 30, Segment assets $ 3,354,762 $ 2,962,686 Non-operating property assets 416,540 518,951 Other assets 147,171 198,551 Total COPT consolidated assets $ 3,918,473 $ 3,680,188 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of payouts for defined performance under performance-based awards of share-based compensation | The number of PSUs earned (“earned PSUs”) at the end of the performance period will be determined based on the percentile rank of COPT’s total shareholder return relative to a peer group of companies, as set forth in the following schedule: Percentile Rank Earned PSUs Payout % 75th or greater 200% of PSUs granted 50th or greater 100% of PSUs granted 25th 50% of PSUs granted Below 25th 0% of PSUs granted |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Components of provision for income tax | Our TRS’s provision for income taxes consisted of the following (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Deferred Federal $ 39 $ 83 $ 125 $ 215 State 9 18 28 42 Total income tax expense $ 48 $ 101 $ 153 $ 257 |
Earnings Per Share ("EPS") an40
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Line Items] | |
Summary of calculation of numerator and denominator in basic and diluted earnings per share | Summaries of the numerator and denominator for purposes of basic and diluted EPS calculations are set forth below (in thousands, except per share data): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 Gain on sales of real estate, net 15 10,630 4,000 10,630 Preferred share dividends (3,552 ) (3,553 ) (10,657 ) (12,387 ) Issuance costs associated with redeemed preferred shares — — — (1,769 ) Income from continuing operations attributable to noncontrolling interests (4,494 ) (1,820 ) (7,322 ) (3,923 ) Income from continuing operations attributable to share-based compensation awards (369 ) (103 ) (475 ) (332 ) Numerator for basic EPS from continuing operations attributable to COPT common shareholders 85,879 18,881 107,651 20,854 Convertible preferred shares 372 — — — Dilutive effect of common units in COPLP on diluted EPS from continuing operations — — 4,225 — Numerator for diluted EPS from continuing operations attributable to COPT common shareholders $ 86,251 $ 18,881 $ 111,876 $ 20,854 Numerator for basic EPS from continuing operations attributable to COPT common shareholders $ 85,879 $ 18,881 $ 107,651 $ 20,854 Discontinued operations — 191 156 4 Discontinued operations attributable to noncontrolling interests — (8 ) (3 ) 5 Numerator for basic EPS on net income attributable to COPT common shareholders 85,879 19,064 107,804 20,863 Convertible preferred shares 372 — — — Dilutive effect of common units in COPLP — — 4,231 — Numerator for diluted EPS on net income attributable to COPT common shareholders $ 86,251 $ 19,064 $ 112,035 $ 20,863 Denominator (all weighted averages): Denominator for basic EPS (common shares) 94,153 87,290 93,830 87,196 Convertible preferred shares 434 — — — Dilutive effect of common units — — 3,697 — Dilutive effect of share-based compensation awards 21 195 82 169 Denominator for diluted EPS (common shares) 94,608 87,485 97,609 87,365 Basic EPS: Income from continuing operations attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPT common shareholders 0.00 0.00 0.00 0.00 Net income attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Diluted EPS: Income from continuing operations attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPT common shareholders 0.00 0.00 0.00 0.00 Net income attributable to COPT common shareholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 |
Schedule of securities excluded from computation of diluted earnings per share | Our diluted EPS computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPS for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Conversion of common units 3,679 3,876 — 3,915 Conversion of Series I Preferred Units 176 176 176 176 Conversion of Series K Preferred Shares — 434 434 434 |
Corporate Office Properties, L.P. | |
Earnings Per Share [Line Items] | |
Summary of calculation of numerator and denominator in basic and diluted earnings per share | Summaries of the numerator and denominator for purposes of basic and diluted EPU calculations are set forth below (in thousands, except per unit data): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator: Income from continuing operations $ 94,279 $ 13,727 $ 122,105 $ 28,635 Gain on sales of real estate, net 15 10,630 4,000 10,630 Preferred unit distributions (3,717 ) (3,718 ) (11,152 ) (12,882 ) Issuance costs associated with redeemed preferred units — — — (1,769 ) Income from continuing operations attributable to noncontrolling interests (972 ) (897 ) (2,605 ) (2,476 ) Income from continuing operations attributable to share-based compensation awards (369 ) (103 ) (475 ) (332 ) Numerator for basic EPU from continuing operations attributable to COPLP common unitholders 89,236 19,639 111,873 21,806 Convertible preferred units 372 — — — Numerator for diluted EPU from continuing operations attributable to COPLP common unitholders $ 89,608 $ 19,639 $ 111,873 $ 21,806 Numerator for basic EPU from continuing operations attributable to COPLP common unitholders $ 89,236 $ 19,639 $ 111,873 $ 21,806 Discontinued operations — 191 156 4 Discontinued operations attributable to noncontrolling interests — — 3 5 Numerator for basic EPU on net income attributable to COPLP common unitholders 89,236 19,830 112,032 21,815 Convertible preferred units 372 — — — Numerator for diluted EPU on net income attributable to COPLP common unitholders $ 89,608 $ 19,830 $ 112,032 $ 21,815 Denominator (all weighted averages): Denominator for basic EPU (common units) 97,832 91,166 97,527 91,111 Convertible preferred shares 434 — — — Dilutive effect of share-based compensation awards 21 195 82 169 Denominator for basic and diluted EPU (common units) 98,287 91,361 97,609 91,280 Basic EPU: Income from continuing operations attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPLP common unitholders 0.00 0.00 0.00 0.00 Net income attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Diluted EPU: Income from continuing operations attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 Discontinued operations attributable to COPLP common unitholders 0.00 0.00 0.00 0.00 Net income attributable to COPLP common unitholders $ 0.91 $ 0.22 $ 1.15 $ 0.24 |
Schedule of securities excluded from computation of diluted earnings per share | Our diluted EPU computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPU for the respective periods (in thousands): Weighted Average Units Excluded from Denominator For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Conversion of Series I preferred units 176 176 176 176 Conversion of Series K preferred units — 434 434 434 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum rental payments for operating leases | Future minimum rental payments due under the terms of these operating leases as of September 30, 2015 follow (in thousands): Year Ending December 31, 2015 (1) $ 289 2016 1,171 2017 1,096 2018 1,052 2019 1,036 Thereafter 86,999 $ 91,643 (1) Represents three months ending December 31, 2015 |
Organization (Details)
Organization (Details) ft² in Thousands | Sep. 30, 2015ft²aPropertyMW |
Properties under or approved for redevelopment | |
Investments in real estate | |
Number of real estate properties | 4 |
Area of real estate property | ft² | 156 |
Operating office properties | |
Investments in real estate | |
Number of real estate properties | 183 |
Area of real estate property | ft² | 18,800 |
Office properties under, or contractually committed for, construction or approved for redevelopment | |
Investments in real estate | |
Number of real estate properties | 10 |
Area of real estate property | ft² | 1,200 |
Partially operational properties | Properties under or approved for redevelopment | |
Investments in real estate | |
Number of real estate properties | 1 |
Land controlled for future development | |
Investments in real estate | |
Area of real estate property | a | 1,450 |
Developable square feet | ft² | 17,700 |
Wholesale Data Center | |
Investments in real estate | |
Represents the amount of the critical load of the property (in megawatts) | MW | 19.25 |
Organization (Details 2)
Organization (Details 2) - Corporate Office Properties, L.P. | 9 Months Ended |
Sep. 30, 2015 | |
Common Units | |
Forms of ownership in Operating Partnership and ownership percentage by the entity | |
Percentage ownership in operating partnership | 96.30% |
Preferred Units | |
Forms of ownership in Operating Partnership and ownership percentage by the entity | |
Percentage ownership in operating partnership | 95.50% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Liabilities: | ||||
Interest rate derivatives | $ 5,844 | $ 1,855 | ||
Redeemable noncontrolling interest | 19,608 | 18,417 | $ 18,436 | $ 17,758 |
Corporate Office Properties, L.P. | ||||
Liabilities: | ||||
Interest rate derivatives | 5,844 | $ 1,855 | ||
Fair value measurement on a recurring basis | ||||
Assets: | ||||
Warrants to purchase common stock | 42 | |||
Assets | 5,541 | |||
Liabilities: | ||||
Deferred compensation plan liability | 5,499 | |||
Interest rate derivatives | 5,844 | |||
Liabilities | 11,343 | |||
Redeemable noncontrolling interest | 19,608 | |||
Fair value measurement on a recurring basis | Mutual funds | ||||
Assets: | ||||
Marketable securities in deferred compensation plan | 5,395 | |||
Fair value measurement on a recurring basis | Other | ||||
Assets: | ||||
Marketable securities in deferred compensation plan | 104 | |||
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Assets: | ||||
Assets | 5,499 | |||
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Mutual funds | ||||
Assets: | ||||
Marketable securities in deferred compensation plan | 5,395 | |||
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Other | ||||
Assets: | ||||
Marketable securities in deferred compensation plan | 104 | |||
Fair value measurement on a recurring basis | Significant Other Observable Inputs (Level 2) | ||||
Assets: | ||||
Warrants to purchase common stock | 42 | |||
Assets | 42 | |||
Liabilities: | ||||
Deferred compensation plan liability | 5,499 | |||
Interest rate derivatives | 5,844 | |||
Liabilities | 11,343 | |||
Fair value measurement on a recurring basis | Significant Unobservable Inputs (Level 3) | ||||
Liabilities: | ||||
Redeemable noncontrolling interest | 19,608 | |||
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | ||||
Assets: | ||||
Warrants to purchase common stock | 42 | |||
Liabilities: | ||||
Interest rate derivatives | 5,844 | |||
Redeemable noncontrolling interest | 19,608 | |||
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Other Observable Inputs (Level 2) | ||||
Assets: | ||||
Warrants to purchase common stock | 42 | |||
Liabilities: | ||||
Interest rate derivatives | 5,844 | |||
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Unobservable Inputs (Level 3) | ||||
Liabilities: | ||||
Redeemable noncontrolling interest | $ 19,608 |
Fair Value Measurements (Deta45
Fair Value Measurements (Details 2) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($)Property | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Assets and liabilities measured at fair value on a non-recurring basis | ||||
Impairment losses | $ 2,307 | $ 66 | $ 3,545 | $ 1,368 |
Redeemable Non-Controlling Interest | Fair value measurement on a recurring basis | Significant Unobservable Inputs (Level 3) | ||||
Assets and liabilities measured at fair value on a non-recurring basis | ||||
Fair value inputs, discount rate | 15.50% | |||
Real Estate Investment Properties, Net | Fair value measurement on a nonrecurring basis | ||||
Assets and liabilities measured at fair value on a non-recurring basis | ||||
Impairment losses | $ 1,400 | |||
Northern Virginia | Real Estate Investment Properties, Net | Fair value measurement on a nonrecurring basis | ||||
Assets and liabilities measured at fair value on a non-recurring basis | ||||
Impairment losses | $ 1,300 | |||
Greater Baltimore | Real Estate Investment Properties, Net | Fair value measurement on a nonrecurring basis | ||||
Assets and liabilities measured at fair value on a non-recurring basis | ||||
Impairment losses | $ 2,300 | |||
Number of properties, impairment loss recognized | Property | 3 |
Fair Value Measurements (Deta46
Fair Value Measurements (Details 3) - Real Estate Investment Properties, Net - Fair value measurement on a nonrecurring basis $ in Thousands | Sep. 30, 2015USD ($) |
Assets and liabilities measured at fair value on a non-recurring basis | |
Assets | $ 7,225 |
Significant Unobservable Inputs (Level 3) | |
Assets and liabilities measured at fair value on a non-recurring basis | |
Assets | $ 7,225 |
Fair Value Measurements (Deta47
Fair Value Measurements (Details 4) - Fair value measurement on a nonrecurring basis $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Real Estate Investment Properties, Net | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets | $ 7,225 |
Discounted Cash Flow Valuation Technique | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Discount rate | 8.25% |
Terminal capitalization | 7.75% |
Market rent growth rate | 2.00% |
Expense growth rate | 2.00% |
Significant Unobservable Inputs (Level 3) | Real Estate Investment Properties, Net | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets | $ 7,225 |
Significant Unobservable Inputs (Level 3) | Discounted Cash Flow Valuation Technique | Real Estate Investment Properties, Net | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Assets | $ 7,225 |
Properties, Net (Details)
Properties, Net (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | |
Investments in real estate | |||
Operating properties, net | $ 2,932,843 | $ 2,751,488 | |
Greater Philadelphia | |||
Investments in real estate | |||
Depreciation expense on reclassified assets | $ 12,900 | ||
Operating properties, net | |||
Investments in real estate | |||
Less: accumulated depreciation | (675,747) | (703,083) | |
Operating properties, net | Land | |||
Investments in real estate | |||
Gross | 466,701 | 439,355 | |
Operating properties, net | Buildings and improvements | |||
Investments in real estate | |||
Gross | $ 3,141,889 | $ 3,015,216 |
Properties, Net (Details 2)
Properties, Net (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Properties | ||
Projects in development or held for future development | $ 414,757 | $ 545,426 |
Projects in development or held for future development | Land in development or held for future development | ||
Properties | ||
Projects in development or held for future development | 207,748 | 214,977 |
Projects in development or held for future development | Construction in progress, excluding land | ||
Properties | ||
Projects in development or held for future development | $ 207,009 | $ 330,449 |
Properties, Net (Details 3)
Properties, Net (Details 3) $ in Thousands | Sep. 30, 2015USD ($)Property | Dec. 31, 2014USD ($)Property |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale, net | $ 150,572 | $ 14,339 |
Greater Baltimore | Assets Held For Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties, impairment loss recognized | Property | 2 | |
Assets held for sale, net | $ 14,300 | |
2015 Assets Held For Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Properties, net | 142,817 | |
Deferred rent receivable | 3,998 | |
Intangible assets on real estate acquisitions, net | 799 | |
Deferred leasing costs, net | 2,053 | |
Lease incentives, net | 905 | |
Assets held for sale, net | $ 150,572 | |
2015 Assets Held For Sale | Greater Baltimore | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties, impairment loss recognized | Property | 18 | |
2015 Assets Held For Sale | Northern Virginia | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of properties, impairment loss recognized | Property | 1 |
Properties, Net (Details 4)
Properties, Net (Details 4) ft² in Thousands, $ in Thousands | Aug. 07, 2015USD ($)ft² | Apr. 15, 2015USD ($)ft² | Mar. 19, 2015USD ($)ft² | Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) |
Business Acquisition [Line Items] | |||||
Weighted average useful life | 10 years | ||||
Tenant relationship value | |||||
Business Acquisition [Line Items] | |||||
Weighted average useful life | 11 years | ||||
Below-market cost arrangements | |||||
Business Acquisition [Line Items] | |||||
Weighted average useful life | 35 years | ||||
2015 Acquisitions | |||||
Business Acquisition [Line Items] | |||||
Land | $ 55,076 | $ 55,076 | |||
Building and improvements | 139,520 | 139,520 | |||
Intangible assets on real estate acquisitions | 75,846 | 75,846 | |||
Total assets | 270,442 | 270,442 | |||
Below-market leases | (6,820) | (6,820) | |||
Total acquisition cost | 263,622 | 263,622 | |||
Finite-lived intangible assets acquired | $ 75,846 | ||||
Weighted average useful life | 10 years | ||||
Revenues | 6,900 | $ 11,200 | |||
Contributions to net income from continuing operations | 487 | 697 | |||
Operating property acquisition costs | $ 2,700 | 4,100 | |||
2015 Acquisitions | Tenant relationship value | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | $ 31,208 | ||||
Weighted average useful life | 12 years | ||||
2015 Acquisitions | In-place lease value | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | $ 35,231 | ||||
Weighted average useful life | 7 years | ||||
2015 Acquisitions | Above market leases | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | $ 6,720 | ||||
Weighted average useful life | 4 years | ||||
2015 Acquisitions | Below-market cost arrangements | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired | $ 2,687 | ||||
Weighted average useful life | 40 years | ||||
250 W Pratt St | Baltimore, Maryland | |||||
Business Acquisition [Line Items] | |||||
Square footage of real estate properties (in square feet) | ft² | 367 | ||||
Acquired property percentage leased | 96.20% | ||||
Total acquisition cost | $ 61,900 | ||||
2600 Park Tower Drive | Northern Virginia | |||||
Business Acquisition [Line Items] | |||||
Square footage of real estate properties (in square feet) | ft² | 237 | ||||
Acquired property percentage leased | 100.00% | ||||
Total acquisition cost | $ 80,500 | ||||
100 and 30 Light Street | Baltimore, Maryland | |||||
Business Acquisition [Line Items] | |||||
Square footage of real estate properties (in square feet) | ft² | 558 | ||||
Acquired property percentage leased | 93.50% | ||||
Total acquisition cost | $ 121,200 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 55,000 | ||||
Estimated fair value | $ 55,500 |
Properties, Net (Details 5)
Properties, Net (Details 5) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Real Estate [Abstract] | ||||
Pro forma total revenues | $ 152,736 | $ 162,085 | $ 498,657 | $ 467,224 |
Pro forma net income attributable to COPT common shareholders | $ 88,836 | $ 19,683 | $ 112,941 | $ 19,266 |
Pro Forma EPS, Basic (in dollars per share) | $ 0.94 | $ 0.22 | $ 1.20 | $ 0.22 |
Pro Forma EPS, Diluted (in dollars per share) | $ 0.94 | $ 0.22 | $ 1.20 | $ 0.22 |
Properties, Net (Details 6)
Properties, Net (Details 6) ft² in Thousands, $ in Thousands | Aug. 28, 2015USD ($)ft²Property | Jul. 27, 2015USD ($)ft² | Sep. 30, 2015USD ($)ft²Property | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)ft²Property | Sep. 30, 2014USD ($) |
Construction and Redevelopment Activities | ||||||
Gain (loss) on early extinguishment of debt | $ | $ 85,745 | $ (176) | $ 85,677 | $ (446) | ||
Newly constructed properties placed in service | ||||||
Construction and Redevelopment Activities | ||||||
Square feet of properties placed in service | ft² | 897 | |||||
Number of real estate properties | 7 | 7 | ||||
Properties under construction or contractually committed for construction | ||||||
Construction and Redevelopment Activities | ||||||
Square footage of real estate properties (in square feet) | ft² | 1,000 | 1,000 | ||||
Number of real estate properties | 6 | 6 | ||||
Number of partially operational real estate properties | 1 | 1 | ||||
Properties under or approved for redevelopment | ||||||
Construction and Redevelopment Activities | ||||||
Square footage of real estate properties (in square feet) | ft² | 156 | 156 | ||||
Number of real estate properties | 4 | 4 | ||||
Northern Virginia | Properties under construction or contractually committed for construction | ||||||
Construction and Redevelopment Activities | ||||||
Number of real estate properties | 4 | 4 | ||||
Greater Philadelphia and St. Mary's County, Maryland | Newly redeveloped properties placed in service | ||||||
Construction and Redevelopment Activities | ||||||
Square feet of properties placed in service | ft² | 170 | |||||
Number of real estate properties | 2 | 2 | ||||
Baltimore and Washington Corridor | Properties under construction or contractually committed for construction | ||||||
Construction and Redevelopment Activities | ||||||
Number of real estate properties | 2 | 2 | ||||
Operating properties, net | 1550 Westbranch Drive | Northern Virginia | ||||||
Construction and Redevelopment Activities | ||||||
Square footage of real estate properties (in square feet) | ft² | 160 | |||||
Transaction value of operating property disposition | $ | $ 27,800 | |||||
Operating properties, net | 15000 and 15010 Conference Center Drive | Northern Virginia | ||||||
Construction and Redevelopment Activities | ||||||
Square footage of real estate properties (in square feet) | ft² | 665 | |||||
Number of properties disposed | 2 | |||||
Debt settled through the surrender of real estate assets | $ | $ 150,000 | |||||
Fair value of real estate disposed in settlement of debt | $ | 99,000 | |||||
Gain (loss) on early extinguishment of debt | $ | $ 84,800 | |||||
Non-operating properties | ||||||
Construction and Redevelopment Activities | ||||||
Sale price of land | $ | $ 18,100 | |||||
Gain on sale | $ | $ 4,000 |
Real Estate Joint Ventures (Det
Real Estate Joint Ventures (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Consolidated real estate joint ventures | |
Investments in consolidated real estate joint ventures | |
Total Assets | $ 203,746 |
Encumbered Assets | 112,696 |
Total Liabilities | $ 77,210 |
LW Redstone Company, LLC | Variable Interest Entity, Primary Beneficiary [Member] | |
Investments in consolidated real estate joint ventures | |
Ownership (as a percent) | 85.00% |
Total Assets | $ 144,906 |
Encumbered Assets | 64,395 |
Total Liabilities | $ 39,093 |
M Square Associates, LLC | Variable Interest Entity, Primary Beneficiary [Member] | |
Investments in consolidated real estate joint ventures | |
Ownership (as a percent) | 50.00% |
Total Assets | $ 58,840 |
Encumbered Assets | 48,301 |
Total Liabilities | $ 38,117 |
Intangible Assets on Real Est55
Intangible Assets on Real Estate Acquisition, Net (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | $ 231,806 | $ 188,467 | |
Accumulated Amortization | 125,632 | 144,613 | |
Net Carrying Amount | 106,174 | 43,854 | |
Amortization of intangible assets | $ 11,900 | $ 10,800 | |
Weighted average useful life | 10 years | ||
Estimated future amortization expense associated with the intangible asset categories for the next five years | |||
Remainder of fiscal year | $ 5,100 | ||
2,016 | 19,700 | ||
2,017 | 17,100 | ||
2,018 | 12,300 | ||
2,019 | 9,300 | ||
2,020 | 7,300 | ||
In-place lease value | |||
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | 138,410 | 123,759 | |
Accumulated Amortization | 87,667 | 101,040 | |
Net Carrying Amount | $ 50,743 | 22,719 | |
Weighted average useful life | 6 years | ||
Tenant relationship value | |||
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | $ 63,117 | 42,301 | |
Accumulated Amortization | 22,525 | 28,492 | |
Net Carrying Amount | $ 40,592 | 13,809 | |
Weighted average useful life | 11 years | ||
Below-market cost arrangements | |||
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | $ 15,102 | 12,415 | |
Accumulated Amortization | 6,505 | 5,984 | |
Net Carrying Amount | $ 8,597 | 6,431 | |
Weighted average useful life | 35 years | ||
Above-market leases | |||
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | $ 13,844 | 8,659 | |
Accumulated Amortization | 7,987 | 8,159 | |
Net Carrying Amount | $ 5,857 | 500 | |
Weighted average useful life | 4 years | ||
Market concentration premium | |||
Intangible assets on real estate acquisitions | |||
Gross Carrying Amount | $ 1,333 | 1,333 | |
Accumulated Amortization | 948 | 938 | |
Net Carrying Amount | $ 385 | $ 395 | |
Weighted average useful life | 27 years |
Investing Receivables (Details)
Investing Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 46,821 | $ 52,147 |
Notes Receivable from City of Huntsville | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 43,821 | 49,147 |
Notes Receivable from City of Huntsville | LW Redstone Company, LLC | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Stated interest rate (as a percent) | 9.95% | |
Other investing loans receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 3,000 | $ 3,000 |
Prepaid Expenses and Other As57
Prepaid Expenses and Other Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Prepaid Expense and Other Assets [Abstract] | ||
Prepaid expenses | $ 28,655 | $ 20,570 |
Lease incentives, net | 11,589 | 13,344 |
Furniture, fixtures and equipment, net | 5,941 | 6,637 |
Construction contract costs incurred in excess of billings | 4,722 | 6,656 |
Deferred tax asset, net | 4,015 | 4,002 |
Operating notes receivable | 3,744 | 3,797 |
Equity method investments | 1,626 | 2,368 |
Other assets | 6,495 | 2,875 |
Prepaid expenses and other assets, net | 66,787 | 60,249 |
Long-term Operating Notes Receivable | ||
Mortgage and Other Investing Receivables [Line Items] | ||
Operating notes receivable | 3,700 | 3,600 |
Allowances for estimated losses | 278 | 252 |
Taxable REIT Subsidiary | ||
Mortgage and Other Investing Receivables [Line Items] | ||
Deferred tax assets, valuation allowance | $ 2,100 | $ 2,100 |
Debt, Net (Details)
Debt, Net (Details) | Jun. 29, 2015USD ($) | May. 06, 2015USD ($)extensions | Apr. 20, 2015 | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Aug. 28, 2015USD ($) | May. 05, 2015USD ($) | Dec. 31, 2014USD ($) |
Debt | ||||||||||
Carrying Value | $ 2,121,240,000 | $ 2,121,240,000 | $ 1,920,057,000 | |||||||
Interest costs capitalized | 1,500,000 | $ 1,300,000 | 5,600,000 | $ 4,300,000 | ||||||
Line of Credit | Revolving Credit Facility | ||||||||||
Debt | ||||||||||
Number of extensions | extensions | 2 | |||||||||
Term of extension option | 6 months | |||||||||
Line of Credit | Revolving Credit Facility | Minimum | ||||||||||
Debt | ||||||||||
Commitment fee (as a percent) | 0.125% | |||||||||
Line of Credit | Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 0.875% | |||||||||
Line of Credit | Revolving Credit Facility | Maximum | ||||||||||
Debt | ||||||||||
Commitment fee (as a percent) | 0.30% | |||||||||
Line of Credit | Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 1.60% | |||||||||
Line of Credit | Term Loan Facilities | ||||||||||
Debt | ||||||||||
Maximum availability | $ 300,000,000 | $ 250,000,000 | ||||||||
Increase to maximum borrowing capacity | 200,000,000 | |||||||||
Aggregate maximum borrowing capacity | 500,000,000 | |||||||||
Proceeds from issuance of debt | $ 50,000,000 | |||||||||
Line of Credit | Term Loan Facilities | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 0.90% | |||||||||
Line of Credit | Term Loan Facilities | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 1.85% | |||||||||
Mortgage and Other Secured Loans: | ||||||||||
Debt | ||||||||||
Carrying Value | 324,466,000 | 324,466,000 | 424,016,000 | |||||||
Fixed rate mortgage loans | ||||||||||
Debt | ||||||||||
Carrying Value | 288,217,000 | $ 288,217,000 | 387,139,000 | |||||||
Stated interest rates, low end of range (as a percent) | 3.96% | |||||||||
Stated interest rates, high end of range (as a percent) | 7.87% | |||||||||
Unamortized premium included in carrying value | $ 24,000 | $ 24,000 | 42,000 | |||||||
Debt settled through the surrender of real estate assets | $ 150,000,000 | |||||||||
Weighted-average interest rate excluding incremental rate on default rate | 6.07% | 6.07% | ||||||||
Variable rate secured loans | ||||||||||
Debt | ||||||||||
Carrying Value | $ 36,249,000 | $ 36,249,000 | 36,877,000 | |||||||
Description of variable rate basis | LIBOR | |||||||||
Stated interest rate (as a percent) | 2.45% | 2.45% | ||||||||
Variable rate secured loans | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 2.25% | |||||||||
Variable rate secured loans | Revolving Credit Facility | ||||||||||
Debt | ||||||||||
Weighted average interest rate (as a percent) | 1.48% | 1.48% | ||||||||
Revolving Credit Facility | ||||||||||
Debt | ||||||||||
Carrying Value | $ 87,000,000 | $ 87,000,000 | 83,000,000 | |||||||
Description of variable rate basis | LIBOR | |||||||||
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 0.875% | |||||||||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 1.60% | |||||||||
Revolving Credit Facility | Revolving Credit Facility | ||||||||||
Debt | ||||||||||
Maximum availability | 800,000,000 | $ 800,000,000 | ||||||||
Term Loan Facilities | ||||||||||
Debt | ||||||||||
Carrying Value | $ 520,000,000 | $ 520,000,000 | 520,000,000 | |||||||
Description of variable rate basis | LIBOR | |||||||||
Weighted average interest rate (as a percent) | 1.78% | 1.78% | ||||||||
Additional borrowing capacity available provided there is no default under the agreement | $ 380,000,000 | $ 380,000,000 | ||||||||
Term Loan Facilities | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 0.90% | |||||||||
Term Loan Facilities | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||||
Debt | ||||||||||
Variable rate, spread (as a percent) | 2.60% | |||||||||
3.60% Senior Notes | Unsecured senior notes | ||||||||||
Debt | ||||||||||
Carrying Value | $ 347,691,000 | $ 347,691,000 | 347,496,000 | |||||||
Stated interest rate (as a percent) | 3.60% | 3.60% | ||||||||
Debt instrument, face amount | $ 350,000,000 | $ 350,000,000 | ||||||||
Unamortized discount included in carrying value | $ 2,300,000 | $ 2,300,000 | 2,500,000 | |||||||
Interest rate on debt (as a percent) | 3.70% | 3.70% | ||||||||
5.250% Senior Notes | Unsecured senior notes | ||||||||||
Debt | ||||||||||
Carrying Value | $ 246,074,000 | $ 246,074,000 | 245,797,000 | |||||||
Stated interest rate (as a percent) | 5.25% | 5.25% | ||||||||
Debt instrument, face amount | $ 250,000,000 | $ 250,000,000 | ||||||||
Unamortized discount included in carrying value | $ 3,900,000 | $ 3,900,000 | 4,200,000 | |||||||
Interest rate on debt (as a percent) | 5.49% | 5.49% | ||||||||
3.70% Senior Notes | Unsecured senior notes | ||||||||||
Debt | ||||||||||
Carrying Value | $ 297,830,000 | $ 297,830,000 | 297,569,000 | |||||||
Stated interest rate (as a percent) | 3.70% | 3.70% | ||||||||
Debt instrument, face amount | $ 300,000,000 | $ 300,000,000 | ||||||||
Unamortized discount included in carrying value | $ 2,200,000 | $ 2,200,000 | 2,400,000 | |||||||
Interest rate on debt (as a percent) | 3.85% | 3.85% | ||||||||
5.000% Senior Notes | Unsecured senior notes | ||||||||||
Debt | ||||||||||
Carrying Value | $ 296,646,000 | $ 296,646,000 | 0 | |||||||
Stated interest rate (as a percent) | 5.00% | 5.00% | 5.00% | |||||||
Debt instrument, face amount | $ 300,000,000 | |||||||||
Unamortized discount included in carrying value | $ 3,400,000 | $ 3,400,000 | ||||||||
Interest rate on debt (as a percent) | 5.15% | 5.15% | ||||||||
Debt issuance as a percentage of principal amount | 99.51% | |||||||||
Proceeds from debt, net | $ 296,600,000 | |||||||||
Redemption price ( as a percent) | 100.00% | |||||||||
5.000% Senior Notes | Unsecured senior notes | Adjusted Treasury | ||||||||||
Debt | ||||||||||
Basis points used in determining redemption price prior to maturity | 0.45% | |||||||||
Unsecured notes payable | ||||||||||
Debt | ||||||||||
Carrying Value | $ 1,533,000 | $ 1,533,000 | 1,607,000 | |||||||
Stated interest rate (as a percent) | 0.00% | 0.00% | ||||||||
Unamortized discount included in carrying value | $ 578,000 | $ 578,000 | 654,000 | |||||||
4.25% Exchangeable Senior Notes | ||||||||||
Debt | ||||||||||
Carrying Value | $ 0 | $ 0 | $ 572,000 | |||||||
Percentage of principal amount redeemed | 100.00% |
Debt, Net (Details 2)
Debt, Net (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Carrying amount and estimated fair value of debt | ||
Carrying Value | $ 2,121,240 | $ 1,920,057 |
Carrying Amount | ||
Carrying amount and estimated fair value of debt | ||
Variable-rate debt | 643,249 | 639,877 |
Carrying Value | 2,121,240 | 1,920,057 |
Carrying Amount | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Fixed-rate debt | 1,188,241 | 890,862 |
Carrying Amount | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Fixed-rate debt | 289,750 | 389,318 |
Total Estimated Fair Value | ||
Carrying amount and estimated fair value of debt | ||
Variable-rate debt | 644,243 | 642,091 |
Carrying Value | 2,154,561 | 1,900,067 |
Total Estimated Fair Value | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Fixed-rate debt | 1,212,120 | 901,599 |
Total Estimated Fair Value | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Fixed-rate debt | $ 298,198 | $ 356,377 |
Interest Rate Derivatives (Deta
Interest Rate Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Amount of (loss) gain recognized in accumulated other comprehensive loss (“AOCL”) (effective portion) | $ (3,638) | $ 1,015 | $ (6,720) | $ (4,738) | |
Interest Expense | |||||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Amount of losses reclassified from AOCL into interest expense (effective portion) | 915 | $ 756 | 2,457 | $ 2,170 | |
Interest rate swaps | |||||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Approximate loss amount to be reclassified from AOCI to interest expense over the next 12 months | 3,500 | 3,500 | |||
Interest rate derivatives in liability position, fair value | 5,900 | 5,900 | |||
Termination value to settle obligations under interest rate derivative agreements | 6,300 | 6,300 | |||
Interest rate swaps | Prepaid expenses and other current assets | |||||
Fair value of interest rate derivatives and balance sheet classification | |||||
Interest rate derivatives | 0 | 0 | $ 274 | ||
Interest rate swaps | Interest rate derivatives | |||||
Fair value of interest rate derivatives and balance sheet classification | |||||
Fair value of Interest rate swaps classified as interest rate derivatives | (5,844) | (5,844) | (1,855) | ||
Designated | |||||
Fair values of interest rate swap derivatives | |||||
Fair value of interest rate swaps | (5,844) | (5,844) | (1,581) | ||
Designated | Interest rate swap, effective date November 2, 2010 | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 36,249 | $ 36,249 | |||
Fixed rate (as a percent) | 3.83% | 3.83% | |||
Fair value of interest rate swaps | $ (44) | $ (44) | (400) | ||
Notional amount of interest rate derivatives after scheduled amortization | $ 36,200 | $ 36,200 | |||
Designated | Interest rate swap, effective date November 2, 2010 | London Interbank Offered Rate (LIBOR) | |||||
Fair values of interest rate swap derivatives | |||||
Derivative, basis spread on variable rate | 2.25% | 2.25% | |||
Designated | Interest rate swap, effective date September 2, 2014, swap one | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 0.8055% | 0.8055% | |||
Fair value of interest rate swaps | $ (396) | $ (396) | (317) | ||
Designated | Interest rate swap, effective date September 2, 2014, swap two | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 0.81% | 0.81% | |||
Fair value of interest rate swaps | $ (401) | $ (401) | (324) | ||
Designated | Interest rate swap, effective date September 1, 2015, swap one | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 1.673% | 1.673% | |||
Fair value of interest rate swaps | $ (2,386) | $ (2,386) | 239 | ||
Designated | Interest rate swap, effective date September 1, 2015, swap two | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 1.73% | 1.73% | |||
Fair value of interest rate swaps | $ (2,617) | $ (2,617) | 35 | ||
Designated | Interest rate swap, effective date January 3, 2012, swap three | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 0.832% | 0.832% | |||
Fair value of interest rate swaps | $ 0 | $ 0 | (407) | ||
Designated | Interest rate swap, effective date January 3, 2012, swap four | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed rate (as a percent) | 0.832% | 0.832% | |||
Fair value of interest rate swaps | $ 0 | $ 0 | $ (407) |
Redeemable Noncontrolling Int61
Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||
Beginning balance | $ 18,417 | $ 17,758 |
Distributions to noncontrolling interest, net | (1,098) | (976) |
Net income attributable to noncontrolling interest | 1,690 | 1,647 |
Adjustment to arrive at fair value of interest | 599 | 7 |
Ending balance | $ 19,608 | $ 18,436 |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Class of Stock [Line Items] | ||
Number of operating partnerships units converted into common shares (in units) | 160,160 | 117,149 |
Common Stock Issued to Public Under At-the-Market Program | ||
Class of Stock [Line Items] | ||
Shares issued to the public (in units/ shares) | 890,241 | |
Weighted average price per share of stock issued | $ 30.29 | |
Net proceeds of stock issuance | $ 26.6 | |
Commission costs | 0.4 | |
Common Shares | ||
Class of Stock [Line Items] | ||
Remaining capacity under ATM Plan | $ 84 | |
Corporate Office Properties, L.P. | Common Shares | ||
Class of Stock [Line Items] | ||
Shares issued to the public (in units/ shares) | 890,241 |
Information by Business Segme63
Information by Business Segment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting [Abstract] | |||||
Number of primary office property segments | segment | 10 | 10 | |||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | $ 133,686 | $ 118,240 | $ 384,591 | $ 359,100 | |
Property operating expenses | 48,897 | 42,881 | 145,990 | 136,489 | |
NOI from real estate operations | 84,789 | 75,359 | 238,601 | 222,611 | |
Segment assets | 3,918,473 | 3,680,188 | 3,918,473 | 3,680,188 | $ 3,670,257 |
Operating Segment Total | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 133,686 | 118,240 | 384,591 | 359,100 | |
Property operating expenses | 48,897 | 42,881 | 145,990 | 136,489 | |
NOI from real estate operations | 84,789 | 75,359 | 238,601 | 222,611 | |
Additions to long-lived assets | 141,037 | 22,793 | 307,723 | 50,618 | |
Transfers from non-operating properties | 142,210 | 42,802 | 304,106 | 135,127 | |
Segment assets | 3,354,762 | 2,962,686 | 3,354,762 | 2,962,686 | |
Baltimore and Washington Corridor | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 62,009 | 58,883 | 184,412 | 177,452 | |
Property operating expenses | 20,169 | 19,457 | 63,291 | 62,402 | |
NOI from real estate operations | 41,840 | 39,426 | 121,121 | 115,050 | |
Additions to long-lived assets | 7,943 | 7,248 | 16,529 | 19,278 | |
Transfers from non-operating properties | 25,184 | 22,680 | 44,212 | 50,303 | |
Segment assets | 1,297,431 | 1,278,713 | 1,297,431 | 1,278,713 | |
Northern Virginia | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 23,332 | 21,369 | 69,474 | 67,235 | |
Property operating expenses | 7,785 | 7,500 | 25,593 | 24,124 | |
NOI from real estate operations | 15,547 | 13,869 | 43,881 | 43,111 | |
Additions to long-lived assets | 1,749 | 5,898 | 89,152 | 14,198 | |
Transfers from non-operating properties | 34,195 | 15,403 | 101,412 | 42,674 | |
Segment assets | 697,406 | 648,248 | 697,406 | 648,248 | |
San Antonio | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 9,492 | 9,031 | 28,867 | 26,268 | |
Property operating expenses | 4,808 | 5,100 | 15,398 | 14,391 | |
NOI from real estate operations | 4,684 | 3,931 | 13,469 | 11,877 | |
Additions to long-lived assets | 0 | 0 | 21 | (6) | |
Transfers from non-operating properties | 591 | 0 | 32,150 | 0 | |
Segment assets | 148,336 | 116,837 | 148,336 | 116,837 | |
Huntsville | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 3,061 | 2,471 | 8,165 | 7,430 | |
Property operating expenses | 888 | 763 | 2,605 | 2,275 | |
NOI from real estate operations | 2,173 | 1,708 | 5,560 | 5,155 | |
Additions to long-lived assets | 175 | 455 | 466 | 3,296 | |
Transfers from non-operating properties | 1,207 | 1,496 | 13,184 | 21,821 | |
Segment assets | 108,541 | 98,334 | 108,541 | 98,334 | |
Washington, DC - Capitol Riverfront | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 3,336 | 3,524 | 10,091 | 10,989 | |
Property operating expenses | 1,962 | 1,824 | 5,837 | 5,343 | |
NOI from real estate operations | 1,374 | 1,700 | 4,254 | 5,646 | |
Additions to long-lived assets | 1,098 | 458 | 2,297 | 999 | |
Transfers from non-operating properties | 0 | 0 | 0 | 0 | |
Segment assets | 94,120 | 96,131 | 94,120 | 96,131 | |
St. Mary's and King George Counties | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 3,550 | 4,158 | 11,246 | 12,676 | |
Property operating expenses | 1,325 | 1,277 | 4,238 | 4,070 | |
NOI from real estate operations | 2,225 | 2,881 | 7,008 | 8,606 | |
Additions to long-lived assets | 986 | 5,189 | 3,149 | 6,971 | |
Transfers from non-operating properties | 1,408 | 0 | 1,408 | 0 | |
Segment assets | 101,985 | 100,009 | 101,985 | 100,009 | |
Greater Baltimore | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 16,134 | 10,436 | 40,508 | 32,956 | |
Property operating expenses | 6,461 | 3,810 | 16,367 | 13,786 | |
NOI from real estate operations | 9,673 | 6,626 | 24,141 | 19,170 | |
Additions to long-lived assets | 128,933 | 3,021 | 195,013 | 5,275 | |
Transfers from non-operating properties | 315 | 495 | 327 | 3,522 | |
Segment assets | 455,469 | 274,931 | 455,469 | 274,931 | |
Greater Philadelphia | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 4,126 | 2,951 | 11,236 | 8,657 | |
Property operating expenses | 1,249 | 837 | 3,565 | 3,281 | |
NOI from real estate operations | 2,877 | 2,114 | 7,671 | 5,376 | |
Additions to long-lived assets | 246 | 625 | 824 | 724 | |
Transfers from non-operating properties | 5,506 | 2,506 | 22,222 | 15,880 | |
Segment assets | 128,409 | 107,051 | 128,409 | 107,051 | |
Other | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 2,568 | 2,541 | 7,659 | 7,668 | |
Property operating expenses | 242 | 260 | 655 | 1,195 | |
NOI from real estate operations | 2,326 | 2,281 | 7,004 | 6,473 | |
Additions to long-lived assets | (93) | (125) | 164 | (163) | |
Transfers from non-operating properties | 0 | 0 | 8 | 30 | |
Segment assets | 76,259 | 78,240 | 76,259 | 78,240 | |
Wholesale Data Center | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 6,078 | 2,876 | 12,933 | 7,769 | |
Property operating expenses | 4,008 | 2,053 | 8,441 | 5,622 | |
NOI from real estate operations | 2,070 | 823 | 4,492 | 2,147 | |
Additions to long-lived assets | 0 | 24 | 108 | 46 | |
Transfers from non-operating properties | 73,804 | 222 | 89,183 | 897 | |
Segment assets | $ 246,806 | $ 164,192 | $ 246,806 | $ 164,192 |
Information by Business Segme64
Information by Business Segment (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Reconciliation of segment revenues to total revenues | ||||
Segment revenues from real estate operations | $ 133,686 | $ 118,240 | $ 384,591 | $ 359,100 |
Construction contract and other service revenues | 17,058 | 34,739 | 97,554 | 80,390 |
Less: Revenues from discontinued operations | 0 | 36 | (4) | 12 |
Total revenues | 150,744 | 153,015 | 482,141 | 439,502 |
Reconciliation of segment property operating expenses to property operating expenses | ||||
Segment property operating expenses | 48,897 | 42,881 | 145,990 | 136,489 |
Less: Property operating expenses from discontinued operations | 0 | 175 | 6 | 111 |
Total property operating expenses | 48,897 | 43,056 | 145,996 | 136,600 |
Computation of net operating income from service operations | ||||
Construction contract and other service revenues | 17,058 | 34,739 | 97,554 | 80,390 |
Construction contract and other service expenses | (16,132) | (33,593) | (94,923) | (75,353) |
NOI from service operations | 926 | 1,146 | 2,631 | 5,037 |
Reconciliation of NOI from real estate operations and NOI from service operations to (loss) income from continuing operations | ||||
NOI from real estate operations | 84,789 | 75,359 | 238,601 | 222,611 |
NOI from service operations | 926 | 1,146 | 2,631 | 5,037 |
Interest and other income | 692 | 1,191 | 3,217 | 3,775 |
Equity in income of unconsolidated entities | 18 | 193 | 52 | 206 |
Income tax expense | (48) | (101) | (153) | (257) |
Other adjustments: | ||||
Depreciation and other amortization associated with real estate operations | (38,403) | (30,237) | (103,788) | (104,728) |
Impairment losses | (2,307) | (66) | (3,545) | (1,368) |
General, administrative and leasing expenses | (7,439) | (7,211) | (22,864) | (22,882) |
Business development expenses and land carry costs | (5,573) | (1,430) | (10,986) | (4,107) |
Interest expense | (24,121) | (24,802) | (66,727) | (69,107) |
Less: NOI from discontinued operations | 0 | (139) | (10) | (99) |
Gain (loss) on early extinguishment of debt | 85,745 | (176) | 85,677 | (446) |
Income from continuing operations | $ 94,279 | $ 13,727 | $ 122,105 | $ 28,635 |
Information by Business Segme65
Information by Business Segment (Details 3) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Reconciliation of segment assets to total assets | |||
Assets | $ 3,918,473 | $ 3,670,257 | $ 3,680,188 |
Segment assets | |||
Reconciliation of segment assets to total assets | |||
Assets | 3,354,762 | 2,962,686 | |
Non-operating property assets | |||
Reconciliation of segment assets to total assets | |||
Assets | 416,540 | 518,951 | |
Other assets | |||
Reconciliation of segment assets to total assets | |||
Assets | $ 147,171 | $ 198,551 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) $ / shares in Units, $ in Thousands | Mar. 05, 2015USD ($)shares | Sep. 30, 2015USD ($)Percentile_Rank$ / sharesshares | Sep. 30, 2014shares |
Options | |||
Exercised (in shares) | 76,474 | 57,888 | |
Performance share units | |||
Assumptions used to value stock awards | |||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 36.76 | ||
Baseline value per common share (in dollars per share) | $ / shares | $ 29.28 | ||
Expected volatility of common shares (as a percent) | 19.90% | ||
Risk-free interest rate (as a percent) | 0.99% | ||
Restricted shares | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 193,499 | ||
Aggregate grant date fair value | $ | $ 5,600 | ||
Assumptions used to value stock awards | |||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 28.93 | ||
Other Share-based Compensation Additional Disclosures | |||
Shares vested (in shares) | 163,145 | ||
Weighted average fair value of shares vested (in dollars per share) | $ / shares | $ 26.15 | ||
Aggregate intrinsic value of awards upon vesting | $ | $ 4,600 | ||
Deferred shares | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 24,056 | ||
Aggregate grant date fair value | $ | $ 642 | ||
Assumptions used to value stock awards | |||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 26.70 | ||
Other Share-based Compensation Additional Disclosures | |||
Shares vested (in shares) | 15,485 | ||
Weighted average fair value of shares vested (in dollars per share) | $ / shares | $ 26.77 | ||
Aggregate intrinsic value of awards upon vesting | $ | $ 413 | ||
Options | |||
Options | |||
Exercised (in shares) | 76,474 | ||
Weighted average exercise price (in dollars per share) | $ / shares | $ 26.27 | ||
Aggregate intrinsic value of options exercised (in dollars) | $ | $ 300 | ||
2014 PSU Grants | Performance share units | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 45,656 | ||
Aggregate grant date fair value | $ | $ 1,700 | ||
Potential earned PSUs payout for defined levels of performance under awards | |||
Earned PSUs payout (as a percent of PSUs granted) on 75th or greater percentile rank | 200.00% | ||
Earned PSUs payout (as a percent of PSUs granted) on 50th percentile rank | 100.00% | ||
Earned PSUs payout (as a percent of PSUs granted) on 25th percentile rank | 50.00% | ||
Performance share units granted on percentile rank below 25th (as a percent) | 0.00% | ||
The number of percentile ranks to fall between to earn interpolated PSUs between such percentile ranks, conditioned on the percentile rank exceeding 25% | Percentile_Rank | 2 | ||
2012 PSU Grants | Performance share units | |||
Assumptions used to value stock awards | |||
Shares issued for awards vested in period | 40,309 | ||
2013 PSU Grants | Performance share units | Former Chief Financial Officer | |||
Assumptions used to value stock awards | |||
Shares issued for awards vested in period | 15,289 |
Income Taxes (Details)
Income Taxes (Details) - Taxable REIT Subsidiary - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Deferred | ||||
Federal | $ 39 | $ 83 | $ 125 | $ 215 |
State | 9 | 18 | 28 | 42 |
Total income tax expense | $ 48 | $ 101 | $ 153 | $ 257 |
Effective tax rate (as a percent) | 37.70% | 37.70% | 37.70% | 37.70% |
Earnings Per Share ("EPS") an68
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Numerator: | |||||
Income from continuing operations | $ 94,279 | $ 13,727 | $ 122,105 | $ 28,635 | |
Gain on sales of real estate, net | 15 | 10,630 | 4,000 | 10,630 | |
Preferred share/unit dividends/distributions | (3,552) | (3,553) | (10,657) | (12,387) | |
Issuance costs associated with redeemed preferred shares/unit | 0 | 0 | 0 | (1,769) | |
Income from continuing operations attributable to noncontrolling interests | (4,494) | (1,820) | (7,322) | (3,923) | |
Income from continuing operations attributable to share-based compensation awards | (369) | (103) | (475) | (332) | |
Numerator for basic EPS from continuing operations attributable to COPT common shareholders | 85,879 | 18,881 | 107,651 | 20,854 | |
Convertible preferred shares/units | 372 | 0 | 0 | 0 | |
Dilutive effect of common shares/units in COPT on diluted EPS from continuing operations | 0 | 0 | 4,225 | 0 | |
Numerator for diluted EPS from continuing operations attributable to COPT common shareholders | 86,251 | 18,881 | 111,876 | 20,854 | |
Discontinued operations | 0 | 191 | 156 | 4 | |
Discontinued operations attributable to noncontrolling interests | 0 | (8) | (3) | 5 | |
Numerator for basic EPS on net income attributable to COPT common shareholders | 85,879 | 19,064 | 107,804 | 20,863 | |
Dilutive effect of common shares/units in COPT | 0 | 4,231 | 0 | ||
Numerator for diluted EPS on net income attributable to COPT common shareholders | $ 86,251 | $ 19,064 | $ 112,035 | $ 20,863 | |
Denominator (all weighted averages): | |||||
Denominator for basic EPS (common shares) | 94,153 | 87,290 | 93,830 | 87,196 | |
Convertible preferred shares (shares) | 434 | 0 | 0 | 0 | |
Dilutive effect of common units (shares) | 0 | 3,697 | 0 | ||
Dilutive effect of share-based compensation awards (shares) | 21 | 195 | 82 | 169 | |
Denominator for diluted EPS (common shares) | 94,608 | 87,485 | 97,609 | 87,365 | |
Basic EPS: | |||||
Income from continuing operations (in dollars per share/unit) | [1] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
Discontinued operations (in dollars per share/unit) | [1] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [1] | 0.91 | 0.22 | 1.15 | 0.24 |
Diluted EPS: | |||||
Income from continuing operations (in dollars per share/unit) | [1] | 0.91 | 0.22 | 1.15 | 0.24 |
Discontinued operations (in dollars per share/unit) | [1] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [1] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
Corporate Office Properties, L.P. | |||||
Numerator: | |||||
Income from continuing operations | $ 94,279 | $ 13,727 | $ 122,105 | $ 28,635 | |
Gain on sales of real estate, net | 15 | 10,630 | 4,000 | 10,630 | |
Preferred share/unit dividends/distributions | (3,717) | (3,718) | (11,152) | (12,882) | |
Issuance costs associated with redeemed preferred shares/unit | 0 | 0 | 0 | (1,769) | |
Income from continuing operations attributable to noncontrolling interests | (972) | (897) | (2,605) | (2,476) | |
Income from continuing operations attributable to share-based compensation awards | (369) | (103) | (475) | (332) | |
Numerator for basic EPS from continuing operations attributable to COPT common shareholders | 89,236 | 19,639 | 111,873 | 21,806 | |
Convertible preferred shares/units | 372 | 0 | 0 | 0 | |
Numerator for diluted EPS from continuing operations attributable to COPT common shareholders | 89,608 | 19,639 | 111,873 | 21,806 | |
Discontinued operations | 0 | 191 | 156 | 4 | |
Discontinued operations attributable to noncontrolling interests | 0 | 0 | 3 | 5 | |
Numerator for basic EPS on net income attributable to COPT common shareholders | 89,236 | 19,830 | 112,032 | 21,815 | |
Numerator for diluted EPS on net income attributable to COPT common shareholders | $ 89,608 | $ 19,830 | $ 112,032 | $ 21,815 | |
Denominator (all weighted averages): | |||||
Denominator for basic EPS (common shares) | 97,832 | 91,166 | 97,527 | 91,111 | |
Convertible preferred shares (shares) | 434 | 0 | 0 | 0 | |
Dilutive effect of share-based compensation awards (shares) | 21 | 195 | 82 | 169 | |
Denominator for diluted EPS (common shares) | 98,287 | 91,361 | 97,609 | 91,280 | |
Basic EPS: | |||||
Income from continuing operations (in dollars per share/unit) | [2] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
Discontinued operations (in dollars per share/unit) | [2] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [2] | 0.91 | 0.22 | 1.15 | 0.24 |
Diluted EPS: | |||||
Income from continuing operations (in dollars per share/unit) | [2] | 0.91 | 0.22 | 1.15 | 0.24 |
Discontinued operations (in dollars per share/unit) | [2] | 0 | 0 | 0 | 0 |
Net income attributable to COPT common shareholders (in dollars per share/unit) | [2] | $ 0.91 | $ 0.22 | $ 1.15 | $ 0.24 |
[1] | Basic and diluted earnings per common share are calculated based on amounts attributable to common shareholders of Corporate Office Properties Trust. | ||||
[2] | Basic and diluted earnings per common unit are calculated based on amounts attributable to common unitholders of Corporate Office Properties, L.P. |
Earnings Per Share ("EPS") an69
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details 2) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Conversion of common units | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 3,679 | 3,876 | 0 | 3,915 |
Conversion of Series I Preferred Units | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 176 | 176 | 176 | 176 |
Conversion of Series K Preferred Shares | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 0 | 434 | 434 | 434 |
Weighted average restricted stock and deferred shares | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 411 | 401 | 412 | 404 |
Weighted average options | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 440 | 490 | 480 | 495 |
Corporate Office Properties, L.P. | Weighted average restricted stock and deferred shares | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 411 | 401 | 412 | 404 |
Corporate Office Properties, L.P. | Weighted average options | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 440 | 490 | 480 | 495 |
Corporate Office Properties, L.P. | Conversion of Series I preferred units | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 176 | 176 | 176 | 176 |
Corporate Office Properties, L.P. | Conversion of Series K preferred units | ||||
Antidilutive securities | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 0 | 434 | 434 | 434 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | Sep. 30, 2015USD ($)Property | Aug. 31, 2010USD ($) |
Tax incremental financing obligation | ||
Liability recognized with regard to tax incremental financing obligation at end of current period | $ 2,200,000 | |
Environmental Indemnity Agreement | ||
Number of lease properties which were provided environmental indemnifications | Property | 3 | |
Environmental indemnification to the tenant against losses covered under prior owner's indemnity agreement | $ 5,000,000 | |
Maximum environmental indemnification to the tenant against consequential damages after acquisition of property | $ 12,500,000 | |
Additional costs agreed to be paid by the entity related to construction and environmental regulatory activities (as a percent) | 50.00% | |
Maximum annual additional costs agreed to be paid by the entity related to construction and environmental regulatory activities | $ 300,000 | |
Maximum additional costs agreed to be paid by the entity related to construction and environmental regulatory activities | 1,500,000 | |
New Development and Redevelopment Obligations | ||
Loss Contingencies [Line Items] | ||
Purchase obligations | 97,900,000 | |
Capital Expenditures For Operating Properties | ||
Loss Contingencies [Line Items] | ||
Purchase obligations | 41,900,000 | |
Third Party Construction and Development | ||
Loss Contingencies [Line Items] | ||
Purchase obligations | 8,100,000 | |
Other Purchase Obligations | ||
Loss Contingencies [Line Items] | ||
Purchase obligations | $ 4,000,000 | |
Anne Arundel County, Maryland | Tax Incremental Financing Bond | ||
Tax incremental financing obligation | ||
Debt instrument, face amount | $ 30,000,000 |
Commitments and Contingencies71
Commitments and Contingencies - Future Minimum Payments (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,015 | $ 289 |
2,016 | 1,171 |
2,017 | 1,096 |
2,018 | 1,052 |
2,019 | 1,036 |
Thereafter | 86,999 |
Total | $ 91,643 |
Subsequent Event (Details)
Subsequent Event (Details) ft² in Thousands, $ in Thousands | Oct. 27, 2015USD ($)ft² | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Subsequent Event [Line Items] | |||
Gain on sale | $ 4,000 | $ 10,654 | |
Subsequent Event | Northern Virginia | 13200 Woodland Park Rd | |||
Subsequent Event [Line Items] | |||
Square footage of real estate properties (in square feet) | ft² | 397 | ||
Transaction value of operating property disposition | $ 84,000 | ||
Gain on sale | $ 42,000 |