Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 26, 2019 | |
Entity Information [Line Items] | ||
Entity Registrant Name | CORPORATE OFFICE PROPERTIES TRUST | |
Entity Central Index Key | 0000860546 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 111,917,479 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Corporate Office Properties, L.P. | ||
Entity Information [Line Items] | ||
Entity Registrant Name | CORPORATE OFFICE PROPERTIES, L.P. | |
Entity Central Index Key | 0001577966 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Properties, net: | ||
Operating properties, net | $ 2,865,829 | $ 2,847,265 |
Projects in development or held for future development | 437,173 | 403,361 |
Total properties, net | 3,303,002 | 3,250,626 |
Property - finance right-of-use assets | 41,685 | |
Cash and cash equivalents | 7,780 | 8,066 |
Investment in unconsolidated real estate joint venture | 39,359 | 39,845 |
Accounts receivable | 25,261 | 26,277 |
Deferred rent receivable | 91,304 | 89,350 |
Intangible assets on real estate acquisitions, net | 33,172 | 43,470 |
Deferred leasing costs (net of accumulated amortization of $34,666 and $31,994, respectively) | 51,736 | 50,191 |
Investing receivables | 69,390 | 56,982 |
Interest rate derivatives | 2,602 | 5,617 |
Prepaid expenses and other assets, net | 84,196 | 85,581 |
Total assets | 3,775,859 | 3,656,005 |
Liabilities: | ||
Debt, net | 1,876,149 | 1,823,909 |
Accounts payable and accrued expenses | 112,076 | 92,855 |
Rents received in advance and security deposits | 25,635 | 30,079 |
Dividends and distributions payable | 31,346 | 30,856 |
Deferred revenue associated with operating leases | 8,415 | 9,125 |
Property - operating lease liabilities | 16,619 | |
Interest rate derivatives | 11,894 | 5,459 |
Other liabilities | 10,162 | 10,414 |
Total liabilities | 2,092,296 | 2,002,697 |
Commitments and contingencies (Note 17) | ||
Redeemable noncontrolling interests | 27,385 | 26,260 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Common Shares of beneficial interest | 1,119 | 1,102 |
Additional paid-in capital | 2,475,497 | 2,431,355 |
Cumulative distributions in excess of net income | (856,703) | (846,808) |
Accumulated other comprehensive loss | (9,538) | (238) |
Total Corporate Office Properties Trust’s shareholders’ equity | 1,610,375 | 1,585,411 |
Noncontrolling interests in subsidiaries: | ||
Common units in COPLP | 20,167 | 19,168 |
Preferred units in COPLP | 8,800 | 8,800 |
Other consolidated entities | 16,836 | 13,669 |
Noncontrolling interests in subsidiaries | 45,803 | 41,637 |
Total equity | 1,656,178 | 1,627,048 |
Total liabilities, redeemable noncontrolling interests and equity | 3,775,859 | 3,656,005 |
Properties | ||
Properties, net: | ||
Property - operating right-of-use assets | 27,569 | 0 |
Property - finance right-of-use assets | 40,488 | 0 |
Liabilities: | ||
Property - operating lease liabilities | 16,619 | 0 |
Corporate Office Properties, L.P. | ||
Properties, net: | ||
Operating properties, net | 2,865,829 | 2,847,265 |
Projects in development or held for future development | 437,173 | 403,361 |
Total properties, net | 3,303,002 | 3,250,626 |
Cash and cash equivalents | 7,780 | 8,066 |
Investment in unconsolidated real estate joint venture | 39,359 | 39,845 |
Accounts receivable | 25,261 | 26,277 |
Deferred rent receivable | 91,304 | 89,350 |
Intangible assets on real estate acquisitions, net | 33,172 | 43,470 |
Deferred leasing costs (net of accumulated amortization of $34,666 and $31,994, respectively) | 51,736 | 50,191 |
Investing receivables | 69,390 | 56,982 |
Interest rate derivatives | 2,602 | 5,617 |
Prepaid expenses and other assets, net | 79,982 | 81,713 |
Total assets | 3,771,645 | 3,652,137 |
Liabilities: | ||
Debt, net | 1,876,149 | 1,823,909 |
Accounts payable and accrued expenses | 112,076 | 92,855 |
Rents received in advance and security deposits | 25,635 | 30,079 |
Dividends and distributions payable | 31,346 | 30,856 |
Deferred revenue associated with operating leases | 8,415 | 9,125 |
Interest rate derivatives | 11,894 | 5,459 |
Other liabilities | 5,948 | 6,546 |
Total liabilities | 2,088,082 | 1,998,829 |
Commitments and contingencies (Note 17) | ||
Redeemable noncontrolling interests | 27,385 | 26,260 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Common Shares of beneficial interest | 1,640,272 | 1,604,655 |
Accumulated other comprehensive loss | (9,536) | (121) |
Total Corporate Office Properties Trust’s shareholders’ equity | 1,639,536 | 1,613,334 |
Noncontrolling interests in subsidiaries: | ||
Noncontrolling interests in subsidiaries | 16,642 | 13,714 |
Total equity | 1,656,178 | 1,627,048 |
Total liabilities, redeemable noncontrolling interests and equity | 3,771,645 | 3,652,137 |
Corporate Office Properties, L.P. | Properties | ||
Properties, net: | ||
Property - operating right-of-use assets | 27,569 | 0 |
Property - finance right-of-use assets | 40,488 | 0 |
Liabilities: | ||
Property - operating lease liabilities | 16,619 | 0 |
Limited Partner | Corporate Office Properties, L.P. | ||
Corporate Office Properties Trust’s shareholders’ equity: | ||
Preferred units held by limited partner, 352,000 preferred units outstanding at March 31, 2019 and December 31, 2018 | $ 8,800 | $ 8,800 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Accumulated amortization of deferred leasing costs | $ 34,666 | $ 31,994 |
Common Shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Shares of beneficial interest, shares authorized | 150,000,000 | 150,000,000 |
Common Shares of beneficial interest, shares issued | 111,939,790 | 110,241,868 |
Common Shares of beneficial interest, shares outstanding | 111,939,790 | 110,241,868 |
Corporate Office Properties, L.P. | ||
Accumulated amortization of deferred leasing costs | $ 34,666 | $ 31,994 |
Corporate Office Properties, L.P. | General Partner | ||
Common Shares of beneficial interest, shares outstanding | 111,939,790 | 110,241,868 |
Corporate Office Properties, L.P. | Limited Partner | ||
Common Shares of beneficial interest, shares outstanding | 1,576,024 | 1,332,886 |
Preferred Units, Outstanding | 352,000 | 352,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | ||
Revenues | |||
Lease revenue | $ 130,903 | $ 127,133 | |
Construction contract and other service revenues | 16,950 | 27,198 | |
Total revenues | 148,940 | 155,476 | |
Operating expenses | |||
Property operating expenses | 49,445 | 50,951 | |
Depreciation and amortization associated with real estate operations | 34,796 | 33,512 | |
Construction contract and other service expenses | 16,326 | 26,216 | |
General, administrative and leasing expenses | 8,751 | 7,292 | |
Business development expenses and land carry costs | 1,113 | 1,614 | |
Total operating expenses | 110,431 | 119,585 | |
Interest expense | (18,674) | (18,784) | |
Interest and other income | 2,286 | 1,359 | |
Gain on sales of real estate | 0 | (4) | |
Income before equity in income of unconsolidated entities and income taxes | 22,121 | 18,462 | |
Equity in income of unconsolidated entities | 391 | 373 | |
Income tax expense | (194) | (55) | |
Net income | 22,318 | 18,780 | |
Net income attributable to noncontrolling interests: | |||
Common units in COPLP | (257) | (544) | |
Preferred units in COPLP | (165) | (165) | |
Other consolidated entities | (1,037) | (921) | |
Net income attributable to COPLP | 20,859 | 17,150 | |
Net income attributable to COPT common shareholders | $ 20,859 | $ 17,150 | |
Earnings per common share: | |||
Net income attributable to COPT common shareholders - basic (in dollars per share/unit) | [1] | $ 0.19 | $ 0.17 |
Net income attributable to COPT common shareholders - diluted (in dollars per share/unit) | [1] | $ 0.19 | $ 0.17 |
Other Property Revenue | |||
Revenues | |||
Total revenues | $ 1,087 | $ 1,145 | |
Corporate Office Properties, L.P. | |||
Revenues | |||
Lease revenue | 130,903 | 127,133 | |
Construction contract and other service revenues | 16,950 | 27,198 | |
Total revenues | 148,940 | 155,476 | |
Operating expenses | |||
Property operating expenses | 49,445 | 50,951 | |
Depreciation and amortization associated with real estate operations | 34,796 | 33,512 | |
Construction contract and other service expenses | 16,326 | 26,216 | |
General, administrative and leasing expenses | 8,751 | 7,292 | |
Business development expenses and land carry costs | 1,113 | 1,614 | |
Total operating expenses | 110,431 | 119,585 | |
Interest expense | (18,674) | (18,784) | |
Interest and other income | 2,286 | 1,359 | |
Gain on sales of real estate | 0 | (4) | |
Income before equity in income of unconsolidated entities and income taxes | 22,121 | 18,462 | |
Equity in income of unconsolidated entities | 391 | 373 | |
Income tax expense | (194) | (55) | |
Net income | 22,318 | 18,780 | |
Net income attributable to noncontrolling interests: | |||
Net income attributable to noncontrolling interests in consolidated entities | (1,037) | (921) | |
Net income attributable to COPLP | 21,281 | 17,859 | |
Preferred unit distributions | (165) | (165) | |
Net income attributable to COPT common shareholders | $ 21,116 | $ 17,694 | |
Earnings per common share: | |||
Net income attributable to COPT common shareholders - basic (in dollars per share/unit) | [2] | $ 0.19 | $ 0.17 |
Net income attributable to COPT common shareholders - diluted (in dollars per share/unit) | [2] | $ 0.19 | $ 0.17 |
Corporate Office Properties, L.P. | Other Property Revenue | |||
Revenues | |||
Total revenues | $ 1,087 | $ 1,145 | |
[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 | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net income | $ 22,318 | $ 18,780 |
Other comprehensive (loss) income | ||
Unrealized (loss) gain on interest rate derivatives | (8,845) | 4,676 |
(Gain) loss on interest rate derivatives recognized in interest expense | (570) | 245 |
Other comprehensive (loss) income | (9,415) | 4,921 |
Comprehensive income | 12,903 | 23,701 |
Comprehensive income attributable to noncontrolling interests | (1,344) | (1,790) |
Comprehensive income attributable to COPT | 11,559 | 21,911 |
Corporate Office Properties, L.P. | ||
Net income | 22,318 | 18,780 |
Other comprehensive (loss) income | ||
Unrealized (loss) gain on interest rate derivatives | (8,845) | 4,676 |
(Gain) loss on interest rate derivatives recognized in interest expense | (570) | 245 |
Other comprehensive (loss) income | (9,415) | 4,921 |
Comprehensive income | 12,903 | 23,701 |
Comprehensive income attributable to noncontrolling interests | (1,037) | (921) |
Comprehensive income attributable to COPT | $ 11,866 | $ 22,780 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Forward Equity Sale Agreement | Common Shares | Common SharesForward Equity Sale Agreement | Additional Paid-in Capital | Additional Paid-in CapitalForward Equity Sale Agreement | Cumulative Distributions in Excess of Net Income | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Corporate Office Properties, L.P. | Corporate Office Properties, L.P.Forward Equity Sale Agreement | Corporate Office Properties, L.P.Common Shares | Corporate Office Properties, L.P.Common SharesForward Equity Sale Agreement | 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 |
Increase (Decrease) in Shareholders' Equity | |||||||||||||||||
Cumulative effect of accounting change for adoption of hedge accounting guidance | $ (276) | $ 276 | $ (276) | $ 276 | |||||||||||||
Balance, as adjusted | $ 1,468,307 | $ 1,013 | $ 2,201,047 | (802,361) | 2,443 | $ 66,165 | $ 1,468,307 | 1,444,746 | 2,449 | $ 12,312 | $ 8,800 | ||||||
Balance (COPT: 101,292,299 and 110,241,868 shares as of December 31, 2017 and 2018, respectively) at Dec. 31, 2017 | $ 1,468,307 | 1,013 | 2,201,047 | (802,085) | 2,167 | 66,165 | 1,468,307 | $ 1,445,022 | 2,173 | 12,312 | $ 8,800 | ||||||
Balance (preferred units) at Dec. 31, 2017 | 352,000 | ||||||||||||||||
Balance (in units/shares) at Dec. 31, 2017 | 101,292,299 | 104,543,177 | |||||||||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||||||||||
Conversion of common units to common shares (COPT: 53,817 and 5,500 shares for the three months ended March 31, 2018 and 2019, respectively) | $ 0 | 1 | 760 | (761) | |||||||||||||
Common shares issued under forward equity sale agreements (COPT: 677,000 and 1,614,087 shares for the three months ended March 31, 2018 and 2019, respectively) | $ 19,976 | $ 7 | $ 19,969 | 19,976 | $ 19,976 | ||||||||||||
Common shares issued under forward equity sale agreements (in units/shares) | 677,000 | 677,000 | |||||||||||||||
Share-based compensation issuance, net of redemptions (in units/shares) | 127,242 | 127,242 | |||||||||||||||
Share-based compensation issuance, net of redemptions (COPT: 127,242 and 78,335 shares issued, net of redemptions for the three months ended March 31, 2018 and 2019, respectively) | $ 1,680 | 1 | 1,679 | 1,680 | $ 1,680 | ||||||||||||
Redemption of vested equity awards | (1,327) | (1,327) | (1,327) | (1,327) | |||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (164) | 164 | ||||||||||||||
Comprehensive income | 23,063 | 17,150 | 4,761 | 1,152 | 23,063 | 17,694 | 4,921 | 283 | $ 165 | ||||||||
Dividends/Distributions | (28,091) | (28,091) | (29,135) | (28,970) | $ (165) | ||||||||||||
Distributions to owners of common and preferred units in COPLP | (1,044) | (1,044) | |||||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (3) | (3) | (3) | (3) | |||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (537) | (537) | (537) | $ (537) | |||||||||||||
Balance (in units/shares) at Mar. 31, 2018 | 102,150,358 | 105,347,419 | |||||||||||||||
Balance (preferred units) at Mar. 31, 2018 | 352,000 | ||||||||||||||||
Balance (COPT: 102,150,358 and 111,939,790 shares as of March 31, 2018 and 2019, respectively) at Mar. 31, 2018 | $ 1,482,024 | 1,022 | 2,221,427 | (813,302) | 7,204 | 65,673 | 1,482,024 | $ 1,453,262 | 7,370 | 12,592 | $ 8,800 | ||||||
Balance (COPT: 101,292,299 and 110,241,868 shares as of December 31, 2017 and 2018, respectively) at Dec. 31, 2018 | $ 1,627,048 | 1,102 | 2,431,355 | (846,808) | (238) | 41,637 | 1,627,048 | $ 1,604,655 | (121) | 13,714 | $ 8,800 | ||||||
Balance (preferred units) at Dec. 31, 2018 | 352,000 | 352,000 | |||||||||||||||
Balance (in units/shares) at Dec. 31, 2018 | 110,241,868 | 111,574,754 | 1,332,886 | ||||||||||||||
Increase (Decrease) in Shareholders' Equity | |||||||||||||||||
Conversion of common units to common shares (COPT: 53,817 and 5,500 shares for the three months ended March 31, 2018 and 2019, respectively) | $ 0 | 0 | 80 | (80) | |||||||||||||
Common shares issued under forward equity sale agreements (COPT: 677,000 and 1,614,087 shares for the three months ended March 31, 2018 and 2019, respectively) | $ 46,454 | $ 16 | $ 46,438 | $ 46,454 | $ 46,454 | ||||||||||||
Common shares issued under forward equity sale agreements (in units/shares) | 1,614,087 | 1,614,087 | |||||||||||||||
Share-based compensation issuance, net of redemptions (in units/shares) | 78,335 | 326,973 | |||||||||||||||
Share-based compensation issuance, net of redemptions (COPT: 127,242 and 78,335 shares issued, net of redemptions for the three months ended March 31, 2018 and 2019, respectively) | $ 1,802 | 1 | 1,562 | 239 | 1,802 | $ 1,802 | |||||||||||
Redemption of vested equity awards | (1,817) | (1,817) | (1,817) | (1,817) | |||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (1,322) | 1,322 | ||||||||||||||
Comprehensive income | 12,228 | 20,859 | (9,300) | 669 | 12,228 | 21,116 | (9,415) | 362 | $ 165 | ||||||||
Dividends/Distributions | (30,754) | (30,754) | (31,304) | (31,139) | $ (165) | ||||||||||||
Distributions to owners of common and preferred units in COPLP | (550) | (550) | |||||||||||||||
Contributions from noncontrolling interests in other consolidated entities | 2,570 | 2,570 | 2,570 | 2,570 | |||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (4) | (4) | (4) | (4) | |||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (799) | (799) | (799) | $ (799) | |||||||||||||
Balance (in units/shares) at Mar. 31, 2019 | 111,939,790 | 113,515,814 | 1,576,024 | ||||||||||||||
Balance (preferred units) at Mar. 31, 2019 | 352,000 | 352,000 | |||||||||||||||
Balance (COPT: 102,150,358 and 111,939,790 shares as of March 31, 2018 and 2019, respectively) at Mar. 31, 2019 | $ 1,656,178 | $ 1,119 | $ 2,475,497 | $ (856,703) | $ (9,538) | $ 45,803 | $ 1,656,178 | $ 1,640,272 | $ (9,536) | $ 16,642 | $ 8,800 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - shares | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Balance (in units/ shares) | 111,939,790 | 102,150,358 | 110,241,868 | 101,292,299 |
Conversion of common units to common shares (in units/shares) | 5,500 | 53,817 | ||
Share-based compensation issuance, net of redemptions (in units/shares) | 78,335 | 127,242 | ||
Forward Equity Sale Agreement | ||||
Common shares issued during the period (in units/shares) | 1,614,087 | 677,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities | ||
Revenues from real estate operations received | $ 126,569 | $ 135,027 |
Construction contract and other service revenues received | 5,904 | 9,268 |
Property operating expenses paid | (42,974) | (43,212) |
Construction contract and other service expenses paid | (4,614) | (41,128) |
General, administrative, leasing, business development and land carry costs paid | (11,703) | (10,900) |
Interest expense paid | (18,282) | (19,092) |
Lease incentives paid | (1,158) | (4,204) |
Other | 910 | 436 |
Net cash provided by operating activities | 54,652 | 26,195 |
Cash flows from investing activities | ||
Construction, development and redevelopment | (100,212) | (17,540) |
Tenant improvements on operating properties | (4,174) | (9,077) |
Other capital improvements on operating properties | (4,476) | (5,198) |
Investing receivables funded | (11,051) | 0 |
Leasing costs paid | (2,539) | (2,015) |
Other | 1,297 | (974) |
Net cash used in investing activities | (121,155) | (34,804) |
Proceeds from debt | ||
Revolving Credit Facility | 123,000 | 82,000 |
Other debt proceeds | 3,350 | 0 |
Repayments of debt | ||
Revolving Credit Facility | (74,000) | (55,000) |
Scheduled principal amortization | (1,098) | (1,052) |
Payments on finance lease liabilities | (52) | (4,202) |
Net proceeds from issuance of common shares/units | 46,415 | 19,989 |
Common share/unit dividends/distributions paid | (30,287) | (27,855) |
Distributions paid to noncontrolling interests in COPLP | (553) | (1,059) |
Redemption of vested equity awards | (1,817) | (1,327) |
Other | 1,370 | (5,183) |
Net cash provided by financing activities | 66,328 | 6,311 |
Net decrease in cash and cash equivalents and restricted cash | (175) | (2,298) |
Cash and cash equivalents and restricted cash | ||
Beginning of period | 11,950 | 14,831 |
End of period | 11,775 | 12,533 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 22,318 | 18,780 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 35,229 | 34,035 |
Amortization of deferred financing costs and net debt discounts | 898 | 822 |
Increase in deferred rent receivable | (2,539) | (1,512) |
Gain on sales of real estate | 0 | 4 |
Share-based compensation | 1,659 | 1,545 |
Other | (1,572) | (907) |
Changes in operating assets and liabilities: | ||
Decrease in accounts receivable | 1,033 | 7,877 |
(Increase) decrease in prepaid expenses and other assets, net | (6,752) | 8,533 |
Increase (decrease) in accounts payable, accrued expenses and other liabilities | 8,822 | (43,903) |
(Decrease) increase in rents received in advance and security deposits | (4,444) | 921 |
Net cash provided by operating activities | 54,652 | 26,195 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents and restricted cash | 11,950 | 14,831 |
Supplemental schedule of non-cash investing and financing activities: | ||
Increase in accrued capital improvements, leasing and other investing activity costs | 11,329 | 12,232 |
Finance right-of-use asset contributed by noncontrolling interest in joint venture | 2,570 | 0 |
Operating right-of-use assets obtained in exchange for operating lease liabilities | 276 | 0 |
(Decrease) increase in fair value of derivatives applied to accumulated other comprehensive income and noncontrolling interests | (9,450) | 4,887 |
Decrease in noncontrolling interests and increase in shareholders’ equity in connection with the conversion of common units into common shares | 80 | 761 |
Adjustments to noncontrolling interests resulting from changes in COPLP ownership | 1,322 | 164 |
Increase in redeemable noncontrolling interests and decrease in equity to carry redeemable noncontrolling interests at fair value | 799 | 537 |
Corporate Office Properties, L.P. | ||
Cash flows from operating activities | ||
Revenues from real estate operations received | 126,569 | 135,027 |
Construction contract and other service revenues received | 5,904 | 9,268 |
Property operating expenses paid | (42,974) | (43,212) |
Construction contract and other service expenses paid | (4,614) | (41,128) |
General, administrative, leasing, business development and land carry costs paid | (11,703) | (10,900) |
Interest expense paid | (18,282) | (19,092) |
Lease incentives paid | (1,158) | (4,204) |
Other | 910 | 436 |
Net cash provided by operating activities | 54,652 | 26,195 |
Cash flows from investing activities | ||
Construction, development and redevelopment | (100,212) | (17,540) |
Tenant improvements on operating properties | (4,174) | (9,077) |
Other capital improvements on operating properties | (4,476) | (5,198) |
Investing receivables funded | (11,051) | 0 |
Leasing costs paid | (2,539) | (2,015) |
Other | 1,297 | (974) |
Net cash used in investing activities | (121,155) | (34,804) |
Proceeds from debt | ||
Revolving Credit Facility | 123,000 | 82,000 |
Other debt proceeds | 3,350 | 0 |
Repayments of debt | ||
Revolving Credit Facility | (74,000) | (55,000) |
Scheduled principal amortization | (1,098) | (1,052) |
Payments on finance lease liabilities | (52) | (4,202) |
Net proceeds from issuance of common shares/units | 46,415 | 19,989 |
Common share/unit dividends/distributions paid | (30,675) | (28,749) |
Preferred share/unit dividends/distributions paid | (165) | (165) |
Redemption of vested equity awards | (1,817) | (1,327) |
Other | 1,370 | (5,183) |
Net cash provided by financing activities | 66,328 | 6,311 |
Net decrease in cash and cash equivalents and restricted cash | (175) | (2,298) |
Cash and cash equivalents and restricted cash | ||
Beginning of period | 11,950 | 14,831 |
End of period | 11,775 | 12,533 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 22,318 | 18,780 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 35,229 | 34,035 |
Amortization of deferred financing costs and net debt discounts | 898 | 822 |
Increase in deferred rent receivable | (2,539) | (1,512) |
Gain on sales of real estate | 0 | 4 |
Share-based compensation | 1,659 | 1,545 |
Other | (1,572) | (907) |
Changes in operating assets and liabilities: | ||
Decrease in accounts receivable | 1,033 | 7,877 |
(Increase) decrease in prepaid expenses and other assets, net | (6,406) | 8,398 |
Increase (decrease) in accounts payable, accrued expenses and other liabilities | 8,476 | (43,768) |
(Decrease) increase in rents received in advance and security deposits | (4,444) | 921 |
Net cash provided by operating activities | 54,652 | 26,195 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents and restricted cash | 11,950 | 14,831 |
Supplemental schedule of non-cash investing and financing activities: | ||
Increase in accrued capital improvements, leasing and other investing activity costs | 11,329 | 12,232 |
Finance right-of-use asset contributed by noncontrolling interest in joint venture | 2,570 | 0 |
Operating right-of-use assets obtained in exchange for operating lease liabilities | 276 | 0 |
(Decrease) increase in fair value of derivatives applied to accumulated other comprehensive income and noncontrolling interests | (9,450) | 4,887 |
Increase in redeemable noncontrolling interests and decrease in equity to carry redeemable noncontrolling interests at fair value | $ 799 | $ 537 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2019 | |
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 own, manage, lease, develop and selectively acquire office and data center properties. The majority of our portfolio is in locations that support the United States Government and its contractors, most of whom are engaged in national security, defense and information technology (“IT”) related activities servicing what we believe are growing, durable, priority missions (“Defense/IT Locations”). We also own a portfolio of office properties located in select urban/urban-like submarkets in the Greater Washington, DC/Baltimore region with durable Class-A office fundamentals and characteristics (“Regional Office”). As of March 31, 2019 , our properties included the following: • 165 properties totaling 18.3 million square feet comprised of 15.2 million square feet in 146 office properties and 3.1 million square feet in 19 single-tenant data center shell properties (“data center shells”). We owned six of these data center shells through an unconsolidated real estate joint venture; • a wholesale data center with a critical load of 19.25 megawatts; • 15 properties under construction or redevelopment ( ten office properties and five data center shells) that we estimate will total approximately 2.0 million square feet upon completion, including two partially-operational properties; and • approximately 900 acres of land controlled for future development that we believe could be developed into approximately 11.6 million square feet and 150 acres of other land. COPLP owns real estate 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 March 31, 2019 , COPT owned 98.6% of the outstanding COPLP common units (“common units”); the remaining common units and all of the outstanding COPLP preferred units (“preferred units”) were owned by third parties. Common units not owned by COPT carry certain redemption rights. The number of common units owned by COPT is equivalent to the number of outstanding common shares of beneficial interest (“common shares”) of COPT, and the entitlement of common units to quarterly distributions and payments in liquidation is substantially the same as those of COPT common shareholders. However, COPLP’s common units include a special class of unit referred to as profit interest units (“PIUs”) originating from certain share-based compensation awards issued to executives (described further in Note 15) that are subject to vesting and certain tax event criteria, and accordingly may carry different rights to redemption and distributions than non-PIU common 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; similarly, although 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 | 3 Months Ended |
Mar. 31, 2019 | |
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 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. When we own an equity investment in an entity and cannot exert significant influence over its operations, we measure the investment at fair value, with changes recognized through net income. For an investment without a readily determinable fair value, we measure the investment at cost, less any impairments, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. 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, 2018 included in our 2018 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly state 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 2018 Annual Report on Form 10-K as updated for our adoption of recent accounting pronouncements discussed below. Reclassification We reclassified certain amounts from prior periods to conform to the current period presentation of our consolidated financial statements with no effect on previously reported net income or equity, including reclassifications of our revenue from real estate operations in connection with our adoption of new lease guidance described below. Recent Accounting Pronouncements In February 2016, the FASB issued guidance setting forth principles for the recognition, measurement, presentation and disclosure of leases. This guidance requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. The resulting classification determines whether the lease expense is recognized based on an effective interest method or straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. This guidance requires lessors of real estate to account for leases using an approach substantially equivalent to guidance previously in place for operating leases, direct financing leases and sales-type leases. We adopted this guidance on January 1, 2019 using a modified retrospective transition approach under which we elected to apply the guidance effective January 1, 2019 and not adjust prior comparative reporting periods (except for our presentation of lease revenue discussed below). We elected to apply a package of practical expedients that enabled us to carry forward upon adoption our historical assessments of: expired or existing leases regarding their lease classification and deferred recognition of non-incremental direct leasing costs; and whether any expired or existing contracts are, or contain, leases. We also elected a practical expedient that enabled us to avoid the need to assess whether expired or existing land easements not previously accounted for as leases are, or contain, a lease. In addition, we elected a practical expedient for our rental properties (as lessor) to avoid separating non-lease components that otherwise would need to be accounted for under the recently-adopted revenue accounting guidance (such as tenant reimbursements of property operating expenses) from the associated lease component since (1) the non-lease components have the same timing and pattern of transfer as the associated lease component and (2) the lease component, if accounted for separately, would be classified as an operating lease; this enables us to account for the combination of the lease component and non-lease components as an operating lease since the lease component is the predominant component of the combined components. Below is a summary of the primary changes in our accounting and reporting that resulted from our adoption of this guidance: • Property leases in which we are the lessor: ◦ Deferral of non-incremental leasing costs: For new or extended tenant leases, we no longer defer recognition of non-incremental leasing costs that we would have deferred under prior accounting guidance (refer to our 2018 Annual Report on Form 10-K in which we reported amounts deferred in 2018 , 2017 and 2016 ). ◦ Change in presentation of revenue: Due to our adoption of the practical expedient discussed above to not separate non-lease component revenue from the associated lease component, we are aggregating revenue from our lease components and non-lease components (comprised predominantly of tenant operating expense reimbursements) into the line entitled “lease revenue.” We are reporting other revenue from our properties in the line entitled “other property revenue.” We recast prior periods for these changes in presentation. ◦ Changes in assessment of lease revenue collectability: Changes in our assessment of lease revenue collectability that previously would have resulted in charges to bad debt expense under prior guidance are being recognized as an adjustment to rental revenue under the new guidance. Such amounts recognized by us in prior periods were not significant. ◦ Operating expenses paid directly by tenants to third parties: Operating expenses paid directly by tenants to third parties (primarily for real estate taxes) and revenue associated with such tenant payments that would have been recognized under prior guidance will no longer be reported on our Statement of Operations. Such amounts recognized by us in prior periods were not significant. • Leases (the most significant of which are ground leases) in which we are the lessee: ◦ Balance sheet presentation of property operating lease right-of-use assets: Upon adoption on January 1, 2019, we recognized property right-of-use assets and offsetting lease liabilities for existing operating leases totaling $16 million for the present value of minimum lease payments under these leases, and also reclassified an additional $11 million in amounts previously presented elsewhere on our balance sheet in connection with these leases to the right-of-use assets. We will recognize additional right-of-use assets and lease liabilities as we enter into new operating leases. ◦ Balance sheet presentation of property finance lease right-of-use assets: Property right-of-use assets of finance leases that previously were presented as properties under prior guidance are being presented as property finance right-of-use assets under the new guidance. As a result, we reclassified $38 million in assets from properties to property finance right-of-use assets upon adoption on January 1, 2019. ◦ Segment assets: We changed our definition of segment assets used for our reportable segments to include property right-of-use assets associated with operating properties, net of related lease liabilities. In June 2016, the FASB issued guidance that changes how entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance replaces the current incurred loss model with an expected loss approach, resulting in a more timely recognition of such losses. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures (e.g. loan commitments). Under the new guidance, an entity will recognize its estimate of expected credit losses as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and to be presented at the net amount expected to be collected. The guidance is effective for us beginning January 1, 2020, with early adoption permitted after December 2018. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In August 2018, the FASB issued guidance that modifies disclosure requirements for fair value measurements. This guidance is effective for us beginning January 1, 2020. Early adoption is permitted for this guidance, and entities are permitted to early adopt with respect to any removed or modified disclosures while delaying adoption of additional disclosure requirements until the effective date. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. FASB guidance did not previously address the accounting for such implementation costs. The guidance is effective for us beginning January 1, 2020, with early adoption permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Recurring Fair Value Measurements COPT has a non-qualified elective deferred compensation plan for Trustees and certain members of our management team that permits participants to defer up to 100% of their compensation on a pre-tax basis and receive a tax-deferred return on such deferrals. The assets held in the plan (comprised primarily of mutual funds and equity securities) and the corresponding liability to the participants are measured at fair value on a recurring basis on COPT’s consolidated balance sheets using quoted market prices, as are other marketable securities that we hold. The balance of the plan, which was fully funded, totaled $4.2 million as of March 31, 2019 , and is included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheets. The offsetting liability associated with the plan is adjusted to fair value at the end of each accounting period based on the fair value of the plan assets and reported in other liabilities on COPT’s consolidated balance sheets. The assets of the plan are classified in Level 1 of the fair value hierarchy, while the offsetting liability is classified in Level 2 of the fair value hierarchy. The fair values of our interest rate derivatives are determined using widely accepted valuation techniques, including a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate market data and implied volatilities in such interest rates. While we determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our interest rate derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default. However, as of March 31, 2019 , we assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivatives and determined that these adjustments are not significant. As a result, we determined that our interest rate derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. 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. The fair values of our investing receivables, as disclosed in Note 7, were 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 values of our unsecured 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 as of 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 subsidiaries that are accounted for at fair value on a recurring basis as of March 31, 2019 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 (Level 2) Significant Inputs (Level 3) Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 4,171 $ — $ — $ 4,171 Other 43 — — 43 Interest rate derivatives — 2,602 — 2,602 Total assets $ 4,214 $ 2,602 $ — $ 6,816 Liabilities: Deferred compensation plan liability (2) $ — $ 4,214 $ — $ 4,214 Interest rate derivatives — 11,894 — 11,894 Total liabilities $ — $ 16,108 $ — $ 16,108 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheet. (2) 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 subsidiaries that are accounted for at fair value on a recurring basis as of March 31, 2019 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 Inputs (Level 3) Total Assets: Interest rate derivatives $ — $ 2,602 $ — $ 2,602 Liabilities: Interest rate derivatives $ — $ 11,894 $ — $ 11,894 |
Properties, Net
Properties, Net | 3 Months Ended |
Mar. 31, 2019 | |
Real Estate [Abstract] | |
Properties, Net | Properties, Net Operating properties, net consisted of the following (in thousands): March 31, December 31, Land $ 505,062 $ 503,274 Buildings and improvements 3,288,033 3,241,894 Less: Accumulated depreciation (927,266 ) (897,903 ) Operating properties, net $ 2,865,829 $ 2,847,265 Properties we had in development or held for future development consisted of the following (in thousands): March 31, December 31, Land $ 227,852 $ 207,760 Development in progress, excluding land 209,321 195,601 Projects in development or held for future development $ 437,173 $ 403,361 2019 Construction Activities During the three months ended March 31, 2019 , we placed into service 181,000 square feet in three newly-constructed properties (including one partially-operational property). As of March 31, 2019 , we had 14 properties under construction (including two partially-operational properties), or which we were contractually committed to construct, that we estimate will total 1.9 million square feet upon completion and one property under redevelopment that we estimate will total 106,000 square feet upon completion. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases Lessor arrangements We lease real estate properties, comprised primarily of office properties and data center shells, to third parties. As of March 31, 2019 , these leases, which may encompass all, or a portion of, a property, had remaining lease terms spanning from one month to 15 years and averaging approximately five years. These leases usually include options under which the tenant may renew its lease based on market rates at the time of renewal, which are then typically subject to further negotiation. These leases occasionally provide the tenant with an option to terminate its lease early usually for a defined termination fee. While a significant portion of our portfolio is leased to the United States Government, and the majority of those leases consist of a series of one -year renewal options, or provide for early termination rights, we have concluded that exercise of existing renewal options, or continuation of such leases without exercising early termination rights, is reasonably assured for virtually all of these leases. Most of our lease revenue is from fixed contractual payments defined under the lease that, in most cases, escalate annually over the term of the lease. Our lease revenue also includes variable lease payments predominantly for tenant reimbursements of property operating expenses and lease termination fees. Property operating expense reimbursement structures vary, with some tenants responsible for all of a property’s expenses, while others are responsible for their share of a property’s expense only to the extent such expenses exceed amounts defined in the lease (which are derived from the property’s historical expense levels). Lease termination fees in most cases result from a tenant’s exercise of an existing right under a lease, and are usually equal to a defined percentage of the remaining rents due under the lease and/or the remaining unamortized lease origination costs (including tenant improvements and lease commissions). The table below sets forth our allocation of lease revenue recognized between fixed contractual payments and variable lease payments (in thousands): Lease revenue For the Three Months Ended Fixed contractual payments $ 105,335 Variable lease payments 25,568 $ 130,903 Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, March 31, 2019 December 31, 2018 2019 (1) $ 305,864 $ 400,617 2020 347,477 337,646 2021 293,546 280,369 2022 258,502 246,329 2023 206,833 194,888 Thereafter 562,614 523,932 $ 1,974,836 $ 1,983,781 (1) As of March 31, 2019 , represents the nine months ending December 31, 2019 . Lessee arrangements We lease from third parties land underlying properties that we are operating or developing. These ground leases have long durations with remaining terms ranging from 30 years (excluding extension options) to 97 years. As of March 31, 2019 , our balance sheet included $68.1 million in right-of-use assets associated with ground leases that included: • $37.8 million for land on which we are developing an office property in Washington, DC through our Stevens Investors, LLC joint venture, virtually all of the rent on which was previously paid. This lease has a 97 -year remaining lease term, and we possess a bargain purchase option that we expect to exercise in 2020; • $10.4 million for land underlying office properties in Washington, DC under two leases with remaining terms of approximately 80 years; • $6.5 million for land underlying a parking garage in Baltimore, Maryland under a lease with a remaining term of 30 years and an option to renew for an additional 49 years that was included in the lease term used in determining the asset balance; • $6.7 million for land in a research park in College Park, Maryland under four leases through our M Square Associates, LLC joint venture all of the rent on which was previously paid. These leases had remaining terms ranging from 64 to 75 years; • $4.3 million for land in a business park in Huntsville, Alabama under nine leases through our LW Redstone Company, LLC joint venture, with remaining terms ranging from 44 to 50 years and options to renew for an additional 25 years that were not included in the lease term used in determining the asset balance; and • $2.3 million for other land in our Fort Meade/BW Corridor sub-segment under two leases with remaining terms of approximately 49 years all of the rent on which was previously paid. As of March 31, 2019 , our balance sheet also included right-of-use lease assets totaling $1.2 million in connection with vehicles and office equipment that we lease from third parties. In determining operating right-of-use assets and lease liabilities for our existing operating leases upon our adoption of the new lease guidance discussed further in Note 2, as well as for new operating leases in the current period, we were required to estimate an appropriate incremental borrowing rate on a fully-collateralized basis for the terms of the leases. Since the terms under our ground leases are significantly longer than the terms of borrowings available to us on a fully-collateralized basis, our estimate of this rate required significant judgment, and considered factors such as interest rates available to us on a fully-collateralized basis for shorter-termed debt and U.S. Treasury rates. Our right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location March 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 27,569 Finance leases Property Property - finance right-of-use assets 40,488 Vehicles and office equipment Prepaid expenses and other assets, net 1,197 Total finance lease right-of-use assets 41,685 Total right-of-use assets $ 69,254 Lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location March 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 16,619 Finance leases Other liabilities 1,275 Total lease liabilities $ 17,894 The table below sets forth the weighted average lease terms and discount rates of our leases as of March 31, 2019 : Weighted average remaining lease term Operating leases 70 years Finance leases 2 years Weighted average discount rate Operating leases 7.35 % Finance leases 3.10 % The table below presents our total lease cost (in thousands): Lease cost Statement of Operations Location For the Three Months Ended Operating lease cost Property leases Property operating expense $ 413 Vehicles and office equipment General, administrative and leasing expense 17 Finance lease cost Amortization of vehicles and office equipment right-of-use assets General, administrative and leasing expense 113 Interest on lease liabilities Interest expense 4 $ 547 The table below presents the effect of lease payments on our consolidated statement of cash flows (in thousands): Supplemental cash flow information For the Three Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 228 Operating cash flows for financing leases $ 4 Financing cash flows for financing leases $ 52 Payments on leases as of March 31, 2019 were due as follows (in thousands): Year Ending December 31, Operating leases Finance leases Total 2019 (1) $ 830 $ 179 $ 1,009 2020 1,128 862 1,990 2021 1,111 202 1,313 2022 1,129 64 1,193 2023 1,135 — 1,135 Thereafter 99,185 — 99,185 Total lease payments 104,518 1,307 105,825 Less: Amount representing interest (87,899 ) (32 ) (87,931 ) Lease liability $ 16,619 $ 1,275 $ 17,894 (1) Represents the nine months ending December 31, 2019 . Future minimum rental payments on leases as of December 31, 2018 were due as follows (in thousands): Year Ending December 31, Operating leases Finance leases Total 2019 $ 1,101 $ 219 $ 1,320 2020 1,110 844 1,954 2021 1,094 184 1,278 2022 1,115 49 1,164 2023 1,119 — 1,119 Thereafter 83,373 — 83,373 Total lease payments $ 88,912 1,296 90,208 Less: Amount representing interest N/A (24 ) (24 ) Total N/A $ 1,272 $ 90,184 |
Real Estate Joint Ventures
Real Estate Joint Ventures | 3 Months Ended |
Mar. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Real Estate Joint Ventures | Real Estate Joint Ventures Consolidated Real Estate Joint Ventures The table below sets forth information pertaining to our investments in consolidated real estate joint ventures as of March 31, 2019 (dollars in thousands): Nominal ownership % as of 3/31/19 March 31, 2019 (1) Date Acquired Total Assets Encumbered Assets Total Liabilities Nature of Activity LW Redstone Company, LLC 3/23/2010 85% Development and operation of real estate (2) $ 178,227 $ 75,542 $ 55,472 M Square Associates, LLC 6/26/2007 50% Development and operation of real estate (3) 79,257 46,180 44,554 Stevens Investors, LLC 8/11/2015 95% Development of real estate (4) 88,628 88,073 20,742 $ 346,112 $ 209,795 $ 120,768 (1) Excludes amounts eliminated in consolidation. (2) This joint venture’s properties are in Huntsville, Alabama. (3) This joint venture’s properties are in College Park, Maryland. (4) This joint venture’s property is in Washington, DC. Unconsolidated Real Estate Joint Venture As of March 31, 2019 , we owned a 50% interest in GI-COPT DC Partnership LLC (“GI-COPT”), a joint venture owning six triple-net leased, single-tenant data center shell properties in Virginia, that we account for using the equity method of accounting. As of March 31, 2019 , we had an investment balance in GI-COPT of $39.4 million . |
Investing Receivables
Investing Receivables | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Investing Receivables | Investing Receivables Investing receivables, including accrued interest thereon, consisted of the following (in thousands): March 31, December 31, Notes receivable from the City of Huntsville $ 55,293 $ 53,961 Other investing loans receivable 14,097 3,021 $ 69,390 $ 56,982 Our notes receivable from the City of Huntsville funded infrastructure costs in connection with our LW Redstone Company, LLC joint venture (see Note 6) and carry an interest rate of 9.95% . Our other investing loans receivable carry an interest rate of 8.0% . We did not have an allowance for credit losses in connection with our investing receivables as of March 31, 2019 or December 31, 2018 . The fair value of these receivables was approximately $74 million as of March 31, 2019 and $58 million as of December 31, 2018 . |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets, Net | 3 Months Ended |
Mar. 31, 2019 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Assets, Net | Prepaid Expenses and Other Assets, Net Prepaid expenses and other assets, net consisted of the following (in thousands): March 31, December 31, Lease incentives, net $ 22,981 $ 21,258 Construction contract costs incurred in excess of billings 14,834 3,189 Prepaid expenses 10,749 25,658 Furniture, fixtures and equipment, net (1) 8,453 8,630 Non-real estate equity investments 5,792 5,940 Deferred financing costs, net (2) 4,473 4,733 Restricted cash 3,995 3,884 Deferred tax asset, net (3) 1,890 2,084 Other assets 6,815 6,337 Total for COPLP and subsidiaries 79,982 81,713 Marketable securities in deferred compensation plan 4,214 3,868 Total for COPT and subsidiaries $ 84,196 $ 85,581 (1) Includes $1.2 million in finance right-of-use assets as of March 31, 2019 . (2) Represents deferred costs, net of accumulated amortization, attributable to our Revolving Credit Facility and interest rate derivatives. (3) Includes a valuation allowance of $2.4 million as of March 31, 2019 and $2.7 million as of December 31, 2018 . |
Debt, Net
Debt, Net | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt, Net | Debt, Net Our debt consisted of the following (dollars in thousands): Carrying Value (1) as of March 31, December 31, March 31, 2019 Stated Interest Rates Scheduled Maturity Mortgage and Other Secured Debt: Fixed rate mortgage debt (2) $ 146,212 $ 147,141 3.82% - 7.87% (3) 2019-2026 Variable rate secured debt (4) 26,915 23,282 LIBOR + 1.85% to 2.35% (5) 2020-2022 Total mortgage and other secured debt 173,127 170,423 Revolving Credit Facility 262,000 213,000 LIBOR + 0.775% to 1.45% (6) March 2023 (7) Term Loan Facility (8) 248,381 248,273 LIBOR + 0.85% to 1.65% (9) 2022 Unsecured Senior Notes 3.600%, $350,000 aggregate principal 348,096 347,986 3.60% (10) May 2023 5.250%, $250,000 aggregate principal 247,263 247,136 5.25% (11) February 2024 3.700%, $300,000 aggregate principal 298,941 298,815 3.70% (12) June 2021 5.000%, $300,000 aggregate principal 297,206 297,109 5.00% (13) July 2025 Unsecured note payable 1,135 1,167 0% (14) May 2026 Total debt, net $ 1,876,149 $ 1,823,909 (1) The carrying values of our debt other than the Revolving Credit Facility reflect net deferred financing costs of $6.8 million as of March 31, 2019 and $7.2 million as of December 31, 2018 . (2) Certain of the fixed rate mortgages carry interest rates that, upon assumption, were above or below market rates 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 $264,000 as of March 31, 2019 and $281,000 as of December 31, 2018 . (3) The weighted average interest rate on our fixed rate mortgage debt was 4.17% as of March 31, 2019 . (4) Includes a construction loan with $94.9 million in remaining borrowing capacity as of March 31, 2019 . (5) The weighted average interest rate on our variable rate secured debt was 4.63% as of March 31, 2019 . (6) The weighted average interest rate on the Revolving Credit Facility was 3.54% as of March 31, 2019 . (7) The facility matures in March 2023, 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 of 0.075% of the total availability under the facility for each extension period. (8) As of March 31, 2019 , we have the ability to borrow an additional $150.0 million in the aggregate under this facility, provided that there is no default under the facility and subject to the approval of the lenders. In addition, in connection with our Revolving Credit Facility, we have the ability to borrow up to $500.0 million under new term loans from the facility’s lender group provided that there is no default under the facility and subject to the approval of the lenders. (9) The interest rate on this loan was 3.74% as of March 31, 2019 . (10) The carrying value of these notes reflects an unamortized discount totaling $1.3 million as of March 31, 2019 and $1.4 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (11) The carrying value of these notes reflects an unamortized discount totaling $2.5 million as of March 31, 2019 and $2.6 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (12) The carrying value of these notes reflects an unamortized discount totaling $842,000 as of March 31, 2019 and $943,000 as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (13) The carrying value of these notes reflects an unamortized discount totaling $2.3 million as of March 31, 2019 and $2.4 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.15% . (14) This note carries an interest rate that, upon assumption, was below market rates and it therefore was recorded at its fair value based on applicable effective interest rates. The carrying value of this note reflects an unamortized discount totaling $276,000 as of March 31, 2019 and $294,000 as of December 31, 2018 . All debt is owed by COPLP. While COPT is not directly obligated by any debt, it has guaranteed COPLP’s Revolving Credit Facility, Term Loan Facilities and Unsecured Senior Notes. Certain of our debt instruments require that we comply with a number of restrictive financial covenants. As of March 31, 2019 , we were within the compliance requirements of these financial covenants. We capitalized interest costs of $2.0 million in the three months ended March 31, 2019 and $1.4 million in the three months ended March 31, 2018 . The following table sets forth information pertaining to the fair value of our debt (in thousands): March 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,191,506 $ 1,222,637 $ 1,191,046 $ 1,219,603 Other fixed-rate debt 147,347 146,585 148,308 147,106 Variable-rate debt 537,296 540,915 484,555 486,497 $ 1,876,149 $ 1,910,137 $ 1,823,909 $ 1,853,206 |
Interest Rate Derivatives
Interest Rate Derivatives | 3 Months Ended |
Mar. 31, 2019 | |
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, each of which was designated as a cash flow hedge of interest rate risk (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date March 31, December 31, $ 100,000 1.7300% One-Month LIBOR 9/1/2015 8/1/2019 $ 255 $ 472 12,735 (1) 1.3900% One-Month LIBOR 10/13/2015 10/1/2020 170 239 100,000 1.9013% One-Month LIBOR 9/1/2016 12/1/2022 879 1,968 100,000 1.9050% One-Month LIBOR 9/1/2016 12/1/2022 871 1,967 50,000 1.9079% One-Month LIBOR 9/1/2016 12/1/2022 427 971 75,000 3.1760% Three-Month LIBOR 6/30/2020 6/30/2030 (4,869 ) (2,676 ) 75,000 3.1920% Three-Month LIBOR 6/30/2020 6/30/2030 (4,974 ) (2,783 ) 75,000 2.7440% Three-Month LIBOR 6/30/2020 6/30/2030 (2,051 ) — $ (9,292 ) $ 158 (1) The notional amount of this instrument is scheduled to amortize to $12.1 million . 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): Fair Value at Derivatives Balance Sheet Location March 31, December 31, 2018 Interest rate swaps designated as cash flow hedges Interest rate derivatives (assets) $ 2,602 $ 5,617 Interest rate swaps designated as cash flow hedges Interest rate derivatives (liabilities) $ (11,894 ) $ (5,459 ) The table below presents the effect of our interest rate derivatives on our consolidated statements of operations and comprehensive income (in thousands): Amount of (Loss) Gain Recognized in AOCL on Derivatives Amount of Gain (Loss) Reclassified from AOCL into Interest Expense on Statement of Operations For the Three Months Ended March 31, For the Three Months Ended March 31, Derivatives in Hedging Relationships 2019 2018 2019 2018 Interest rate derivatives $ (8,845 ) $ 4,676 $ 570 $ (245 ) Over the next 12 months, we estimate that approximately $817,000 of gains will be reclassified from accumulated other comprehensive loss (“AOCL”) as a decrease 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. 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 March 31, 2019 , we are not in default with any of these provisions. As of March 31, 2019 , the fair value of interest rate derivatives in a liability position related to these agreements was $12.0 million , excluding the effects of accrued interest and credit valuation adjustments. As of March 31, 2019 , we had not posted any collateral related to these agreements. If we breach any of these provisions, we could be required to settle our obligations under the agreements at their termination value, which was $12.0 million as of March 31, 2019 . |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Our partners in two real estate joint ventures, LW Redstone Company, LLC and Stevens Investors, LLC (discussed further in Note 6), have the right to require us to acquire their respective interests at fair value; accordingly, we classify the fair value of our partners’ interests as redeemable noncontrolling interests in the mezzanine section of our consolidated balance sheets. The table below sets forth the activity for these redeemable noncontrolling interests (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 26,260 $ 23,125 Distributions to noncontrolling interests (349 ) (452 ) Net income attributable to noncontrolling interests 675 638 Adjustment to arrive at fair value of interests 799 537 Ending balance $ 27,385 $ 23,848 We determine the fair value of the interests based on unobservable inputs after considering the assumptions that market participants would make in pricing the interest. We apply a discount rate to the estimated future cash flows allocable to our partners from the properties underlying the respective joint ventures. Estimated cash flows used in such analyses are based on our plans for the properties and our views of market and economic conditions, and consider items such as current and future rental rates, occupancy projections and estimated operating and development expenditures. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Equity | Equity During the three months ended March 31, 2019 , COPT issued 1.6 million common shares under its forward equity sale agreements for net proceeds of $46.5 million . COPT contributed the net proceeds from these issuances to COPLP in exchange for an equal number of units in COPLP. COPT has no remaining capacity under the forward equity sale agreements as of March 31, 2019 . As of March 31, 2019, COPT had remaining capacity under its at-the-market stock offering program equal to an aggregate gross sales price of $300 million in common share sales. During the three months ended March 31, 2019 , certain COPLP limited partners converted 5,500 common units in COPLP for an equal number of common shares in COPT. We declared dividends per COPT common share and COPLP common unit of $0.275 in the three months ended March 31, 2019 and 2018 . See Note 15 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 | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Information by Business Segment | Information by Business Segment We have the following reportable segments: Defense/IT Locations; Regional Office; Wholesale Data Center; and Other. We also report on Defense/IT Locations sub-segments, which include the following: Fort George G. Meade and the Baltimore/Washington Corridor (referred to herein as “Fort Meade/BW Corridor”); Northern Virginia Defense/IT Locations; Lackland Air Force Base (in San Antonio); locations serving the U.S. Navy (“Navy Support Locations”), which included properties proximate to the Washington Navy Yard, the Naval Air Station Patuxent River in Maryland and the Naval Surface Warfare Center Dahlgren Division in Virginia; Redstone Arsenal (in Huntsville); and data center shells (properties leased to tenants to be operated as data centers in which the tenants generally fund the costs for the power, fiber connectivity and data center infrastructure). We measure the performance of our segments through the measure we define as net operating income from real estate operations (“NOI from real estate operations”), which includes: real estate revenues and property operating expenses; and the net of revenues and property operating expenses of real estate operations owned through unconsolidated real estate joint ventures (“UJVs”) that is allocable to COPT’s ownership interest (“UJV NOI allocable to COPT”). Amounts reported for segment assets represent long-lived assets associated with consolidated operating properties (including the carrying value of properties, right-of-use assets, net of related lease liabilities, intangible assets, deferred leasing costs, deferred rents receivable and lease incentives) and the carrying value of investments in UJVs owning operating properties. Amounts reported as additions to long-lived assets represent additions to existing consolidated operating properties, excluding transfers from non-operating properties, which we report separately. The table below reports segment financial information for our reportable segments (in thousands): Operating Property Segments Defense/Information Technology Locations Fort Meade/BW Corridor Northern Virginia Defense/IT Lackland Air Force Base Navy Support Locations Redstone Arsenal Data Center Shells Total Defense/IT Locations Regional Office Wholesale Other Total Three Months Ended March 31, 2019 Revenues from real estate operations $ 62,683 $ 14,831 $ 11,561 $ 8,155 $ 3,939 $ 7,354 $ 108,523 $ 14,833 $ 7,871 $ 763 $ 131,990 Property operating expenses (22,335 ) (5,292 ) (5,959 ) (3,404 ) (1,539 ) (353 ) (38,882 ) (7,416 ) (2,838 ) (309 ) (49,445 ) UJV NOI allocable to COPT — — — — — 1,219 1,219 — — — 1,219 NOI from real estate operations $ 40,348 $ 9,539 $ 5,602 $ 4,751 $ 2,400 $ 8,220 $ 70,860 $ 7,417 $ 5,033 $ 454 $ 83,764 Additions to long-lived assets $ 3,935 $ 1,447 $ — $ 5,017 $ 300 $ — $ 10,699 $ 3,989 $ 156 $ 10 $ 14,854 Transfers from non-operating properties $ 5,040 $ 4,509 $ 6,503 $ — $ 3,635 $ 19,788 $ 39,475 $ — $ — $ — $ 39,475 Segment assets at March 31, 2019 $ 1,279,983 $ 400,741 $ 145,697 $ 189,192 $ 110,195 $ 370,447 $ 2,496,255 $ 394,001 $ 213,993 $ 3,904 $ 3,108,153 Three Months Ended March 31, 2018 Revenues from real estate operations $ 62,782 $ 12,561 $ 11,443 $ 7,870 $ 3,633 $ 5,831 $ 104,120 $ 15,284 $ 8,077 $ 797 $ 128,278 Property operating expenses (21,604 ) (4,723 ) (6,598 ) (3,304 ) (1,440 ) (794 ) (38,463 ) (7,878 ) (4,258 ) (352 ) (50,951 ) UJV NOI allocable to COPT — — — — — 1,199 1,199 — — — 1,199 NOI from real estate operations $ 41,178 $ 7,838 $ 4,845 $ 4,566 $ 2,193 $ 6,236 $ 66,856 $ 7,406 $ 3,819 $ 445 $ 78,526 Additions to long-lived assets $ 7,121 $ 1,940 $ — $ 1,108 $ 79 $ — $ 10,248 $ 3,884 $ 36 $ 127 $ 14,295 Transfers from non-operating properties $ 17,186 $ 341 $ — $ (3 ) $ 444 $ 1,114 $ 19,082 $ — $ 1,012 $ — $ 20,094 Segment assets at March 31, 2018 $ 1,273,359 $ 399,202 $ 127,855 $ 192,116 $ 107,096 $ 302,120 $ 2,401,748 $ 397,355 $ 222,738 $ 4,125 $ 3,025,966 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 March 31, 2019 2018 Segment revenues from real estate operations $ 131,990 $ 128,278 Construction contract and other service revenues 16,950 27,198 Total revenues $ 148,940 $ 155,476 The following table reconciles UJV NOI allocable to COPT to equity in income of unconsolidated entities as reported on our consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2019 2018 UJV NOI allocable to COPT $ 1,219 $ 1,199 Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense (827 ) (824 ) Add: Equity in loss of unconsolidated non-real estate entities (1 ) (2 ) Equity in income of unconsolidated entities $ 391 $ 373 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 March 31, 2019 2018 Construction contract and other service revenues $ 16,950 $ 27,198 Construction contract and other service expenses (16,326 ) (26,216 ) NOI from service operations $ 624 $ 982 The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to net income as reported on our consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2019 2018 NOI from real estate operations $ 83,764 $ 78,526 NOI from service operations 624 982 Interest and other income 2,286 1,359 Gain on sales of real estate — (4 ) Equity in income of unconsolidated entities 391 373 Income tax expense (194 ) (55 ) Depreciation and other amortization associated with real estate operations (34,796 ) (33,512 ) General, administrative and leasing expenses (8,751 ) (7,292 ) Business development expenses and land carry costs (1,113 ) (1,614 ) Interest expense (18,674 ) (18,784 ) Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities (1,219 ) (1,199 ) Net income $ 22,318 $ 18,780 The following table reconciles our segment assets to the consolidated total assets of COPT and subsidiaries (in thousands): March 31, March 31, Segment assets $ 3,108,153 $ 3,025,966 Operating properties lease liabilities included in segment assets 16,342 — Non-operating property assets 485,911 425,951 Other assets 165,453 144,321 Total COPT consolidated assets $ 3,775,859 $ 3,596,238 The accounting policies of the segments are the same as those used to prepare our consolidated financial statements. In the segment reporting presented above, we did not allocate interest expense, depreciation and amortization, gain on sales of real estate and equity in income of unconsolidated entities not included in NOI 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, administrative and leasing expenses, business development expenses and land carry costs, interest and other income, income taxes and noncontrolling interests because these items represent general corporate or non-operating property items not attributable to segments. |
Construction Contract and Other
Construction Contract and Other Service Revenues | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Construction Contract and Other Service Revenues | Construction Contract and Other Service Revenues We disaggregate our construction contract and other service revenues by compensation arrangement and by service type as we believe it best depicts the nature, timing and uncertainty of our revenue. The table below reports construction contract and other service revenues by compensation arrangement (in thousands): For the Three Months Ended March 31, 2019 2018 Construction contract revenues: Guaranteed maximum price $ 12,356 $ 20,486 Firm fixed price 2,325 6,435 Cost-plus fee 2,060 58 Other 209 219 $ 16,950 $ 27,198 The table below reports construction contract and other service revenues by service type (in thousands): For the Three Months Ended March 31, 2019 2018 Construction contract revenues: Construction $ 16,489 $ 25,915 Design 252 1,064 Other 209 219 $ 16,950 $ 27,198 We recognized revenue of $32,000 and $309,000 in the three months ended March 31, 2019 and 2018 , respectively, from performance obligations satisfied (or partially satisfied) in previous periods. Accounts receivable related to our construction contract services is included in accounts receivable, net on our consolidated balance sheets. The beginning and ending balances of accounts receivable related to our construction contracts were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 6,701 $ 4,577 Ending balance $ 6,569 $ 4,021 Contract assets, which we refer to herein as construction costs in excess of billings, are included in prepaid expenses and other assets, net reported on our consolidated balance sheets. The beginning and ending balances of our contract assets were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 3,189 $ 4,884 Ending balance $ 14,834 $ 4,250 Contract liabilities are included in other liabilities reported on our consolidated balance sheets. Changes in contract liabilities were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 568 $ 27,402 Ending balance $ 1,005 $ 8,279 Revenue recognized included in beginning balance $ 439 $ 19,297 The change in the contract liabilities balance reported above for the three months ended March 31, 2018 was due primarily to our satisfaction of performance obligations during the period on a contract on which we previously received advance payments from a customer. Revenue allocated to the remaining performance obligations under existing contracts as of March 31, 2019 that will be recognized as revenue in future periods was $51.6 million , approximately $45 million of which we expect to recognize during the remainder of 2019. We have no deferred incremental costs incurred to obtain or fulfill our construction contracts or other service revenues and had no impairment losses on construction contracts receivable or unbilled construction revenue for the three months ended March 31, 2019 and 2018 . |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation Restricted Shares During the three months ended March 31, 2019 , certain employees were granted a total of 135,396 restricted common shares with an aggregate grant date fair value of $3.5 million ( $25.81 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 employee remains employed by us. During the three months ended March 31, 2019 , forfeiture restrictions lapsed on 151,252 previously issued common shares; these shares had a weighted average grant date fair value of $27.94 per share, and the aggregate intrinsic value of the shares on the vesting dates was $3.9 million . Performance Share Awards (“PSUs”) We issued 44,757 common shares on January 18, 2019 to executives in settlement of PSUs granted in 2016, representing 157% of the target award for those PSUs. PIUs Commencing in 2019, we offered our executives the opportunity to select PIUs as a form of long-term compensation in lieu of, or in combination with, other forms of share-based compensation awards (restricted shares and PSUs). PIUs are a special class of common unit structured to qualify as “profit interests” for tax purposes. Our executives selected PIUs as their form of share-based compensation for their 2019 grants. We granted the executives two forms of PIUs: time-based PIUs (“TB-PIUs”); and performance-based PIUs (“PB-PIUs”). TB-PIUs are subject to forfeiture restrictions until the end of the requisite service period, at which time the TB-PIUs automatically convert into vested PIUs. PB-PIUs are subject to a market condition in that the number of earned awards are determined at the end of the performance period (as described further below) and then settled in vested PIUs. Vested PIUs carry substantially the same rights to redemption and distributions as non-PIU common units. TB-PIUs During the three months ended March 31, 2019 , our executives were granted a total of 54,956 TB-PIUs with an aggregate grant date fair value of $1.4 million ( $25.81 per TB-PIU). TB-PIUs granted to executives vest in equal one-third increments over a three -year period beginning on the first anniversary of the date of grant. Prior to vesting, TB-PIUs carry substantially the same rights to distributions as non-PIU common units but carry no redemption rights. PB-PIUs On January 1, 2019 , we granted our executives 193,682 PB-PIUs with a three -year performance period concluding on the earlier of December 31, 2021 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 earned awards 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 Awards Payout % 75th or greater 100% of PB-PIUs granted 50th (target) 50% of PB-PIUs granted 25th 25% of PB-PIUs granted Below 25th 0% of PB-PIUs 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 awards will be interpolated between the ranges set forth in the table above to reflect any performance between the listed percentiles. During the performance period, PB-PIUs carry rights to distributions equal to 10% of the distribution rights of non-PIU common units but carry no redemption rights. At the end of the performance period, we will settle the award by issuing vested PIUs equal to the number of earned awards in settlement of the award plan and paying cash equal to the excess, if any, of: the aggregate distributions that would have been paid with respect to vested PIUs issued in settlement of the earned awards through the date of settlement had such vested PIUs been issued on the grant date; over the aggregate distributions made on the PB-PIUs during the performance period. If a performance period ends due to a sale event or qualified termination, the number of earned awards is prorated based on the portion of the three -year performance period that has elapsed. If employment is terminated by the employee or by us for cause, all PB-PIUs are forfeited. These PB-PIUs had an aggregate grant date fair value of $2.4 million ( $12.47 per PB-PIU) which is being recognized over the performance period. The grant date fair value was computed using a Monte Carlo model that included the following assumptions: baseline common share value of $21.03 ; expected volatility for common shares of 21.0% ; and a risk-free interest rate of 2.51% . |
Earnings Per Share ("EPS") and
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") | 3 Months Ended |
Mar. 31, 2019 | |
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 common shares were converted; and (2) the effect of dilutive potential common shares outstanding during the period attributable to COPT’s forward equity sale agreements, redeemable noncontrolling interests and our 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 add 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 March 31, 2019 2018 Numerator: Net income attributable to COPT $ 20,859 $ 17,150 Income attributable to share-based compensation awards (86 ) (117 ) Numerator for basic and diluted EPS on net income attributable to COPT common shareholders $ 20,773 $ 17,033 Denominator (all weighted averages): Denominator for basic EPS (common shares) 109,951 100,999 Dilutive effect of share-based compensation awards 267 144 Denominator for diluted EPS (common shares) 110,218 101,143 Basic EPS $ 0.19 $ 0.17 Diluted EPS $ 0.19 $ 0.17 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 March 31, 2019 2018 Conversion of common units 1,331 3,221 Conversion of redeemable noncontrolling interests 1,013 — Conversion of Series I preferred units 176 176 The following securities were also excluded from the computation of diluted EPS because their effect was antidilutive: • weighted average shares related to COPT’s forward equity sale agreements for the three months ended March 31, 2019 and 2018 of 1.5 million and 7.5 million , respectively; • weighted average restricted shares and deferred share awards for the three months ended March 31, 2019 and 2018 of 463,000 and 444,000 , respectively; • weighted average options for the three months ended March 31, 2019 and 2018 of 30,000 and 60,000 , respectively; and • weighted average unvested PIUs of 19,000 for the three months ended March 31, 2019 . 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 COPT’s forward equity sale agreements, redeemable noncontrolling interests and our 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 add 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 March 31, 2019 2018 Numerator: Net income attributable to COPLP $ 21,281 $ 17,859 Preferred unit distributions (165 ) (165 ) Income attributable to share-based compensation awards (93 ) (117 ) Numerator for basic and diluted EPU on net income attributable to COPLP common unitholders $ 21,023 $ 17,577 Denominator (all weighted averages): Denominator for basic EPU (common units) 111,282 104,220 Dilutive effect of share-based compensation awards 267 144 Denominator for diluted EPU (common units) 111,549 104,364 Basic EPU $ 0.19 $ 0.17 Diluted EPU $ 0.19 $ 0.17 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 March 31, 2019 2018 Conversion of redeemable noncontrolling interests 1,013 — Conversion of Series I preferred units 176 176 The following securities were also excluded from the computation of diluted EPU because their effect was antidilutive: • weighted average shares related to COPT’s forward equity sale agreements for the three months ended March 31, 2019 and 2018 of 1.5 million and 7.5 million , respectively; • weighted average restricted units and deferred share awards for the three months ended March 31, 2019 and 2018 of 463,000 and 444,000 , respectively; • weighted average options for the three months ended March 31, 2019 and 2018 of 30,000 and 60,000 , respectively; and • weighted average unvested PIUs of 19,000 for the three months ended March 31, 2019 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation and Claims In the normal course of business, we are subject to legal actions and other claims. We record losses for specific legal proceedings and claims when we determine that a loss is probable and the amount of loss can be reasonably estimated. Management believes that it is reasonably possible that we could incur losses pursuant to such claims but do not believe such losses would materially affect our financial position, liquidity or results of operations. 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. 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 limited to $19 million in the aggregate. We have insurance coverage in place to mitigate much of any potential future losses that may result from these indemnification agreements. 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. While we are obligated to fund, through a special tax, any future shortfalls between debt service of the bonds and real estate taxes available to repay the bonds, as of March 31, 2019 , we do not expect any such future fundings will be required. Contractual Obligations We had amounts remaining to be incurred under various contractual obligations as of March 31, 2019 that included the following (excluding amounts incurred and therefore reflected as liabilities reported on our consolidated balance sheets): • development and redevelopment obligations of $184.3 million ; • tenant and other capital improvements of $45.3 million ; • third party construction obligations of $32.6 million ; and • other obligations of $1.7 million . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
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 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. When we own an equity investment in an entity and cannot exert significant influence over its operations, we measure the investment at fair value, with changes recognized through net income. For an investment without a readily determinable fair value, we measure the investment at cost, less any impairments, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. 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, 2018 included in our 2018 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly state 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 2018 Annual Report on Form 10-K as updated for our adoption of recent accounting pronouncements discussed below. |
Reclassification | Reclassification We reclassified certain amounts from prior periods to conform to the current period presentation of our consolidated financial statements with no effect on previously reported net income or equity, including reclassifications of our revenue from real estate operations in connection with our adoption of new lease guidance described below. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued guidance setting forth principles for the recognition, measurement, presentation and disclosure of leases. This guidance requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. The resulting classification determines whether the lease expense is recognized based on an effective interest method or straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. This guidance requires lessors of real estate to account for leases using an approach substantially equivalent to guidance previously in place for operating leases, direct financing leases and sales-type leases. We adopted this guidance on January 1, 2019 using a modified retrospective transition approach under which we elected to apply the guidance effective January 1, 2019 and not adjust prior comparative reporting periods (except for our presentation of lease revenue discussed below). We elected to apply a package of practical expedients that enabled us to carry forward upon adoption our historical assessments of: expired or existing leases regarding their lease classification and deferred recognition of non-incremental direct leasing costs; and whether any expired or existing contracts are, or contain, leases. We also elected a practical expedient that enabled us to avoid the need to assess whether expired or existing land easements not previously accounted for as leases are, or contain, a lease. In addition, we elected a practical expedient for our rental properties (as lessor) to avoid separating non-lease components that otherwise would need to be accounted for under the recently-adopted revenue accounting guidance (such as tenant reimbursements of property operating expenses) from the associated lease component since (1) the non-lease components have the same timing and pattern of transfer as the associated lease component and (2) the lease component, if accounted for separately, would be classified as an operating lease; this enables us to account for the combination of the lease component and non-lease components as an operating lease since the lease component is the predominant component of the combined components. Below is a summary of the primary changes in our accounting and reporting that resulted from our adoption of this guidance: • Property leases in which we are the lessor: ◦ Deferral of non-incremental leasing costs: For new or extended tenant leases, we no longer defer recognition of non-incremental leasing costs that we would have deferred under prior accounting guidance (refer to our 2018 Annual Report on Form 10-K in which we reported amounts deferred in 2018 , 2017 and 2016 ). ◦ Change in presentation of revenue: Due to our adoption of the practical expedient discussed above to not separate non-lease component revenue from the associated lease component, we are aggregating revenue from our lease components and non-lease components (comprised predominantly of tenant operating expense reimbursements) into the line entitled “lease revenue.” We are reporting other revenue from our properties in the line entitled “other property revenue.” We recast prior periods for these changes in presentation. ◦ Changes in assessment of lease revenue collectability: Changes in our assessment of lease revenue collectability that previously would have resulted in charges to bad debt expense under prior guidance are being recognized as an adjustment to rental revenue under the new guidance. Such amounts recognized by us in prior periods were not significant. ◦ Operating expenses paid directly by tenants to third parties: Operating expenses paid directly by tenants to third parties (primarily for real estate taxes) and revenue associated with such tenant payments that would have been recognized under prior guidance will no longer be reported on our Statement of Operations. Such amounts recognized by us in prior periods were not significant. • Leases (the most significant of which are ground leases) in which we are the lessee: ◦ Balance sheet presentation of property operating lease right-of-use assets: Upon adoption on January 1, 2019, we recognized property right-of-use assets and offsetting lease liabilities for existing operating leases totaling $16 million for the present value of minimum lease payments under these leases, and also reclassified an additional $11 million in amounts previously presented elsewhere on our balance sheet in connection with these leases to the right-of-use assets. We will recognize additional right-of-use assets and lease liabilities as we enter into new operating leases. ◦ Balance sheet presentation of property finance lease right-of-use assets: Property right-of-use assets of finance leases that previously were presented as properties under prior guidance are being presented as property finance right-of-use assets under the new guidance. As a result, we reclassified $38 million in assets from properties to property finance right-of-use assets upon adoption on January 1, 2019. ◦ Segment assets: We changed our definition of segment assets used for our reportable segments to include property right-of-use assets associated with operating properties, net of related lease liabilities. In June 2016, the FASB issued guidance that changes how entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance replaces the current incurred loss model with an expected loss approach, resulting in a more timely recognition of such losses. The guidance will apply to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures (e.g. loan commitments). Under the new guidance, an entity will recognize its estimate of expected credit losses as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and to be presented at the net amount expected to be collected. The guidance is effective for us beginning January 1, 2020, with early adoption permitted after December 2018. We are currently assessing the financial impact of this guidance on our consolidated financial statements. In August 2018, the FASB issued guidance that modifies disclosure requirements for fair value measurements. This guidance is effective for us beginning January 1, 2020. Early adoption is permitted for this guidance, and entities are permitted to early adopt with respect to any removed or modified disclosures while delaying adoption of additional disclosure requirements until the effective date. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In August 2018, the FASB issued guidance that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. FASB guidance did not previously address the accounting for such implementation costs. The guidance is effective for us beginning January 1, 2020, with early adoption permitted. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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 subsidiaries that are accounted for at fair value on a recurring basis as of March 31, 2019 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 Inputs (Level 3) Total Assets: Interest rate derivatives $ — $ 2,602 $ — $ 2,602 Liabilities: Interest rate derivatives $ — $ 11,894 $ — $ 11,894 The table below sets forth financial assets and liabilities of COPT and subsidiaries that are accounted for at fair value on a recurring basis as of March 31, 2019 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 (Level 2) Significant Inputs (Level 3) Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 4,171 $ — $ — $ 4,171 Other 43 — — 43 Interest rate derivatives — 2,602 — 2,602 Total assets $ 4,214 $ 2,602 $ — $ 6,816 Liabilities: Deferred compensation plan liability (2) $ — $ 4,214 $ — $ 4,214 Interest rate derivatives — 11,894 — 11,894 Total liabilities $ — $ 16,108 $ — $ 16,108 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheet. (2) Included in the line entitled “other liabilities” on COPT’s consolidated balance sheet. |
Properties, Net (Tables)
Properties, Net (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Real Estate [Abstract] | |
Schedule of operating properties, net | Operating properties, net consisted of the following (in thousands): March 31, December 31, Land $ 505,062 $ 503,274 Buildings and improvements 3,288,033 3,241,894 Less: Accumulated depreciation (927,266 ) (897,903 ) Operating properties, net $ 2,865,829 $ 2,847,265 |
Schedule of projects in development or held for future development | Properties we had in development or held for future development consisted of the following (in thousands): March 31, December 31, Land $ 227,852 $ 207,760 Development in progress, excluding land 209,321 195,601 Projects in development or held for future development $ 437,173 $ 403,361 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Operating Lease Revenue Recognized | The table below sets forth our allocation of lease revenue recognized between fixed contractual payments and variable lease payments (in thousands): Lease revenue For the Three Months Ended Fixed contractual payments $ 105,335 Variable lease payments 25,568 $ 130,903 |
Fixed Contractual Payments Due | Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, March 31, 2019 December 31, 2018 2019 (1) $ 305,864 $ 400,617 2020 347,477 337,646 2021 293,546 280,369 2022 258,502 246,329 2023 206,833 194,888 Thereafter 562,614 523,932 $ 1,974,836 $ 1,983,781 (1) As of March 31, 2019 , represents the nine months ending December 31, 2019 |
Right-of-Use Assets and Lease Liabilities | Our right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location March 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 27,569 Finance leases Property Property - finance right-of-use assets 40,488 Vehicles and office equipment Prepaid expenses and other assets, net 1,197 Total finance lease right-of-use assets 41,685 Total right-of-use assets $ 69,254 Lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location March 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 16,619 Finance leases Other liabilities 1,275 Total lease liabilities $ 17,894 |
Lease Costs | The table below sets forth the weighted average lease terms and discount rates of our leases as of March 31, 2019 : Weighted average remaining lease term Operating leases 70 years Finance leases 2 years Weighted average discount rate Operating leases 7.35 % Finance leases 3.10 % The table below presents our total lease cost (in thousands): Lease cost Statement of Operations Location For the Three Months Ended Operating lease cost Property leases Property operating expense $ 413 Vehicles and office equipment General, administrative and leasing expense 17 Finance lease cost Amortization of vehicles and office equipment right-of-use assets General, administrative and leasing expense 113 Interest on lease liabilities Interest expense 4 $ 547 The table below presents the effect of lease payments on our consolidated statement of cash flows (in thousands): Supplemental cash flow information For the Three Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 228 Operating cash flows for financing leases $ 4 Financing cash flows for financing leases $ 52 |
Maturity of Lease Liabilities | Payments on leases as of March 31, 2019 were due as follows (in thousands): Year Ending December 31, Operating leases Finance leases Total 2019 (1) $ 830 $ 179 $ 1,009 2020 1,128 862 1,990 2021 1,111 202 1,313 2022 1,129 64 1,193 2023 1,135 — 1,135 Thereafter 99,185 — 99,185 Total lease payments 104,518 1,307 105,825 Less: Amount representing interest (87,899 ) (32 ) (87,931 ) Lease liability $ 16,619 $ 1,275 $ 17,894 (1) Represents the nine months ending December 31, 2019 . Future minimum rental payments on leases as of December 31, 2018 were due as follows (in thousands): Year Ending December 31, Operating leases Finance leases Total 2019 $ 1,101 $ 219 $ 1,320 2020 1,110 844 1,954 2021 1,094 184 1,278 2022 1,115 49 1,164 2023 1,119 — 1,119 Thereafter 83,373 — 83,373 Total lease payments $ 88,912 1,296 90,208 Less: Amount representing interest N/A (24 ) (24 ) Total N/A $ 1,272 $ 90,184 |
Real Estate Joint Ventures (Tab
Real Estate Joint Ventures (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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 investments in consolidated real estate joint ventures as of March 31, 2019 (dollars in thousands): Nominal ownership % as of 3/31/19 March 31, 2019 (1) Date Acquired Total Assets Encumbered Assets Total Liabilities Nature of Activity LW Redstone Company, LLC 3/23/2010 85% Development and operation of real estate (2) $ 178,227 $ 75,542 $ 55,472 M Square Associates, LLC 6/26/2007 50% Development and operation of real estate (3) 79,257 46,180 44,554 Stevens Investors, LLC 8/11/2015 95% Development of real estate (4) 88,628 88,073 20,742 $ 346,112 $ 209,795 $ 120,768 (1) Excludes amounts eliminated in consolidation. (2) This joint venture’s properties are in Huntsville, Alabama. (3) This joint venture’s properties are in College Park, Maryland. (4) This joint venture’s property is in Washington, DC. |
Investing Receivables (Tables)
Investing Receivables (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Receivables [Abstract] | |
Schedule of investing receivables | Investing receivables, including accrued interest thereon, consisted of the following (in thousands): March 31, December 31, Notes receivable from the City of Huntsville $ 55,293 $ 53,961 Other investing loans receivable 14,097 3,021 $ 69,390 $ 56,982 |
Prepaid Expenses and Other As_2
Prepaid Expenses and Other Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Prepaid Expense and Other Assets [Abstract] | |
Schedule of prepaid expenses and other assets | Prepaid expenses and other assets, net consisted of the following (in thousands): March 31, December 31, Lease incentives, net $ 22,981 $ 21,258 Construction contract costs incurred in excess of billings 14,834 3,189 Prepaid expenses 10,749 25,658 Furniture, fixtures and equipment, net (1) 8,453 8,630 Non-real estate equity investments 5,792 5,940 Deferred financing costs, net (2) 4,473 4,733 Restricted cash 3,995 3,884 Deferred tax asset, net (3) 1,890 2,084 Other assets 6,815 6,337 Total for COPLP and subsidiaries 79,982 81,713 Marketable securities in deferred compensation plan 4,214 3,868 Total for COPT and subsidiaries $ 84,196 $ 85,581 (1) Includes $1.2 million in finance right-of-use assets as of March 31, 2019 . (2) Represents deferred costs, net of accumulated amortization, attributable to our Revolving Credit Facility and interest rate derivatives. (3) Includes a valuation allowance of $2.4 million as of March 31, 2019 and $2.7 million as of December 31, 2018 . |
Debt, Net (Tables)
Debt, Net (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Our debt consisted of the following (dollars in thousands): Carrying Value (1) as of March 31, December 31, March 31, 2019 Stated Interest Rates Scheduled Maturity Mortgage and Other Secured Debt: Fixed rate mortgage debt (2) $ 146,212 $ 147,141 3.82% - 7.87% (3) 2019-2026 Variable rate secured debt (4) 26,915 23,282 LIBOR + 1.85% to 2.35% (5) 2020-2022 Total mortgage and other secured debt 173,127 170,423 Revolving Credit Facility 262,000 213,000 LIBOR + 0.775% to 1.45% (6) March 2023 (7) Term Loan Facility (8) 248,381 248,273 LIBOR + 0.85% to 1.65% (9) 2022 Unsecured Senior Notes 3.600%, $350,000 aggregate principal 348,096 347,986 3.60% (10) May 2023 5.250%, $250,000 aggregate principal 247,263 247,136 5.25% (11) February 2024 3.700%, $300,000 aggregate principal 298,941 298,815 3.70% (12) June 2021 5.000%, $300,000 aggregate principal 297,206 297,109 5.00% (13) July 2025 Unsecured note payable 1,135 1,167 0% (14) May 2026 Total debt, net $ 1,876,149 $ 1,823,909 (1) The carrying values of our debt other than the Revolving Credit Facility reflect net deferred financing costs of $6.8 million as of March 31, 2019 and $7.2 million as of December 31, 2018 . (2) Certain of the fixed rate mortgages carry interest rates that, upon assumption, were above or below market rates 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 $264,000 as of March 31, 2019 and $281,000 as of December 31, 2018 . (3) The weighted average interest rate on our fixed rate mortgage debt was 4.17% as of March 31, 2019 . (4) Includes a construction loan with $94.9 million in remaining borrowing capacity as of March 31, 2019 . (5) The weighted average interest rate on our variable rate secured debt was 4.63% as of March 31, 2019 . (6) The weighted average interest rate on the Revolving Credit Facility was 3.54% as of March 31, 2019 . (7) The facility matures in March 2023, 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 of 0.075% of the total availability under the facility for each extension period. (8) As of March 31, 2019 , we have the ability to borrow an additional $150.0 million in the aggregate under this facility, provided that there is no default under the facility and subject to the approval of the lenders. In addition, in connection with our Revolving Credit Facility, we have the ability to borrow up to $500.0 million under new term loans from the facility’s lender group provided that there is no default under the facility and subject to the approval of the lenders. (9) The interest rate on this loan was 3.74% as of March 31, 2019 . (10) The carrying value of these notes reflects an unamortized discount totaling $1.3 million as of March 31, 2019 and $1.4 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (11) The carrying value of these notes reflects an unamortized discount totaling $2.5 million as of March 31, 2019 and $2.6 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (12) The carrying value of these notes reflects an unamortized discount totaling $842,000 as of March 31, 2019 and $943,000 as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (13) The carrying value of these notes reflects an unamortized discount totaling $2.3 million as of March 31, 2019 and $2.4 million as of December 31, 2018 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.15% . (14) This note carries an interest rate that, upon assumption, was below market rates and it therefore was recorded at its fair value based on applicable effective interest rates. The carrying value of this note reflects an unamortized discount totaling $276,000 as of March 31, 2019 and $294,000 as of December 31, 2018 . |
Schedule of the fair value of debt | The following table sets forth information pertaining to the fair value of our debt (in thousands): March 31, 2019 December 31, 2018 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,191,506 $ 1,222,637 $ 1,191,046 $ 1,219,603 Other fixed-rate debt 147,347 146,585 148,308 147,106 Variable-rate debt 537,296 540,915 484,555 486,497 $ 1,876,149 $ 1,910,137 $ 1,823,909 $ 1,853,206 |
Interest Rate Derivatives (Tabl
Interest Rate Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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, each of which was designated as a cash flow hedge of interest rate risk (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date March 31, December 31, $ 100,000 1.7300% One-Month LIBOR 9/1/2015 8/1/2019 $ 255 $ 472 12,735 (1) 1.3900% One-Month LIBOR 10/13/2015 10/1/2020 170 239 100,000 1.9013% One-Month LIBOR 9/1/2016 12/1/2022 879 1,968 100,000 1.9050% One-Month LIBOR 9/1/2016 12/1/2022 871 1,967 50,000 1.9079% One-Month LIBOR 9/1/2016 12/1/2022 427 971 75,000 3.1760% Three-Month LIBOR 6/30/2020 6/30/2030 (4,869 ) (2,676 ) 75,000 3.1920% Three-Month LIBOR 6/30/2020 6/30/2030 (4,974 ) (2,783 ) 75,000 2.7440% Three-Month LIBOR 6/30/2020 6/30/2030 (2,051 ) — $ (9,292 ) $ 158 (1) The notional amount of this instrument is scheduled to amortize to $12.1 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): Fair Value at Derivatives Balance Sheet Location March 31, December 31, 2018 Interest rate swaps designated as cash flow hedges Interest rate derivatives (assets) $ 2,602 $ 5,617 Interest rate swaps designated as cash flow hedges Interest rate derivatives (liabilities) $ (11,894 ) $ (5,459 ) |
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): Amount of (Loss) Gain Recognized in AOCL on Derivatives Amount of Gain (Loss) Reclassified from AOCL into Interest Expense on Statement of Operations For the Three Months Ended March 31, For the Three Months Ended March 31, Derivatives in Hedging Relationships 2019 2018 2019 2018 Interest rate derivatives $ (8,845 ) $ 4,676 $ 570 $ (245 ) |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Schedule of activity for redeemable noncontrolling interest | The table below sets forth the activity for these redeemable noncontrolling interests (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 26,260 $ 23,125 Distributions to noncontrolling interests (349 ) (452 ) Net income attributable to noncontrolling interests 675 638 Adjustment to arrive at fair value of interests 799 537 Ending balance $ 27,385 $ 23,848 |
Information by Business Segme_2
Information by Business Segment (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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): Operating Property Segments Defense/Information Technology Locations Fort Meade/BW Corridor Northern Virginia Defense/IT Lackland Air Force Base Navy Support Locations Redstone Arsenal Data Center Shells Total Defense/IT Locations Regional Office Wholesale Other Total Three Months Ended March 31, 2019 Revenues from real estate operations $ 62,683 $ 14,831 $ 11,561 $ 8,155 $ 3,939 $ 7,354 $ 108,523 $ 14,833 $ 7,871 $ 763 $ 131,990 Property operating expenses (22,335 ) (5,292 ) (5,959 ) (3,404 ) (1,539 ) (353 ) (38,882 ) (7,416 ) (2,838 ) (309 ) (49,445 ) UJV NOI allocable to COPT — — — — — 1,219 1,219 — — — 1,219 NOI from real estate operations $ 40,348 $ 9,539 $ 5,602 $ 4,751 $ 2,400 $ 8,220 $ 70,860 $ 7,417 $ 5,033 $ 454 $ 83,764 Additions to long-lived assets $ 3,935 $ 1,447 $ — $ 5,017 $ 300 $ — $ 10,699 $ 3,989 $ 156 $ 10 $ 14,854 Transfers from non-operating properties $ 5,040 $ 4,509 $ 6,503 $ — $ 3,635 $ 19,788 $ 39,475 $ — $ — $ — $ 39,475 Segment assets at March 31, 2019 $ 1,279,983 $ 400,741 $ 145,697 $ 189,192 $ 110,195 $ 370,447 $ 2,496,255 $ 394,001 $ 213,993 $ 3,904 $ 3,108,153 Three Months Ended March 31, 2018 Revenues from real estate operations $ 62,782 $ 12,561 $ 11,443 $ 7,870 $ 3,633 $ 5,831 $ 104,120 $ 15,284 $ 8,077 $ 797 $ 128,278 Property operating expenses (21,604 ) (4,723 ) (6,598 ) (3,304 ) (1,440 ) (794 ) (38,463 ) (7,878 ) (4,258 ) (352 ) (50,951 ) UJV NOI allocable to COPT — — — — — 1,199 1,199 — — — 1,199 NOI from real estate operations $ 41,178 $ 7,838 $ 4,845 $ 4,566 $ 2,193 $ 6,236 $ 66,856 $ 7,406 $ 3,819 $ 445 $ 78,526 Additions to long-lived assets $ 7,121 $ 1,940 $ — $ 1,108 $ 79 $ — $ 10,248 $ 3,884 $ 36 $ 127 $ 14,295 Transfers from non-operating properties $ 17,186 $ 341 $ — $ (3 ) $ 444 $ 1,114 $ 19,082 $ — $ 1,012 $ — $ 20,094 Segment assets at March 31, 2018 $ 1,273,359 $ 399,202 $ 127,855 $ 192,116 $ 107,096 $ 302,120 $ 2,401,748 $ 397,355 $ 222,738 $ 4,125 $ 3,025,966 |
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 March 31, 2019 2018 Segment revenues from real estate operations $ 131,990 $ 128,278 Construction contract and other service revenues 16,950 27,198 Total revenues $ 148,940 $ 155,476 |
Reconciliation of UJV NOI allocable to COPT to equity in income of unconsolidated entities | The following table reconciles UJV NOI allocable to COPT to equity in income of unconsolidated entities as reported on our consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2019 2018 UJV NOI allocable to COPT $ 1,219 $ 1,199 Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense (827 ) (824 ) Add: Equity in loss of unconsolidated non-real estate entities (1 ) (2 ) Equity in income of unconsolidated entities $ 391 $ 373 |
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 March 31, 2019 2018 Construction contract and other service revenues $ 16,950 $ 27,198 Construction contract and other service expenses (16,326 ) (26,216 ) NOI from service operations $ 624 $ 982 |
Schedule of reconciliation of net operating income from real estate operations and service operations to net income | The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to net income as reported on our consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2019 2018 NOI from real estate operations $ 83,764 $ 78,526 NOI from service operations 624 982 Interest and other income 2,286 1,359 Gain on sales of real estate — (4 ) Equity in income of unconsolidated entities 391 373 Income tax expense (194 ) (55 ) Depreciation and other amortization associated with real estate operations (34,796 ) (33,512 ) General, administrative and leasing expenses (8,751 ) (7,292 ) Business development expenses and land carry costs (1,113 ) (1,614 ) Interest expense (18,674 ) (18,784 ) Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities (1,219 ) (1,199 ) Net income $ 22,318 $ 18,780 |
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): March 31, March 31, Segment assets $ 3,108,153 $ 3,025,966 Operating properties lease liabilities included in segment assets 16,342 — Non-operating property assets 485,911 425,951 Other assets 165,453 144,321 Total COPT consolidated assets $ 3,775,859 $ 3,596,238 |
Construction Contract and Oth_2
Construction Contract and Other Service Revenues (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The table below reports construction contract and other service revenues by compensation arrangement (in thousands): For the Three Months Ended March 31, 2019 2018 Construction contract revenues: Guaranteed maximum price $ 12,356 $ 20,486 Firm fixed price 2,325 6,435 Cost-plus fee 2,060 58 Other 209 219 $ 16,950 $ 27,198 The table below reports construction contract and other service revenues by service type (in thousands): For the Three Months Ended March 31, 2019 2018 Construction contract revenues: Construction $ 16,489 $ 25,915 Design 252 1,064 Other 209 219 $ 16,950 $ 27,198 |
Schedule of Accounts Receivable | The beginning and ending balances of accounts receivable related to our construction contracts were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 6,701 $ 4,577 Ending balance $ 6,569 $ 4,021 |
Contract with Customer, Asset and Liability | Changes in contract liabilities were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 568 $ 27,402 Ending balance $ 1,005 $ 8,279 Revenue recognized included in beginning balance $ 439 $ 19,297 The beginning and ending balances of our contract assets were as follows (in thousands): For the Three Months Ended March 31, 2019 2018 Beginning balance $ 3,189 $ 4,884 Ending balance $ 14,834 $ 4,250 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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 earned awards 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 Awards Payout % 75th or greater 100% of PB-PIUs granted 50th (target) 50% of PB-PIUs granted 25th 25% of PB-PIUs granted Below 25th 0% of PB-PIUs granted |
Earnings Per Share ("EPS") an_2
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
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 March 31, 2019 2018 Numerator: Net income attributable to COPT $ 20,859 $ 17,150 Income attributable to share-based compensation awards (86 ) (117 ) Numerator for basic and diluted EPS on net income attributable to COPT common shareholders $ 20,773 $ 17,033 Denominator (all weighted averages): Denominator for basic EPS (common shares) 109,951 100,999 Dilutive effect of share-based compensation awards 267 144 Denominator for diluted EPS (common shares) 110,218 101,143 Basic EPS $ 0.19 $ 0.17 Diluted EPS $ 0.19 $ 0.17 |
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 March 31, 2019 2018 Conversion of common units 1,331 3,221 Conversion of redeemable noncontrolling interests 1,013 — Conversion of Series I preferred units 176 176 |
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 March 31, 2019 2018 Numerator: Net income attributable to COPLP $ 21,281 $ 17,859 Preferred unit distributions (165 ) (165 ) Income attributable to share-based compensation awards (93 ) (117 ) Numerator for basic and diluted EPU on net income attributable to COPLP common unitholders $ 21,023 $ 17,577 Denominator (all weighted averages): Denominator for basic EPU (common units) 111,282 104,220 Dilutive effect of share-based compensation awards 267 144 Denominator for diluted EPU (common units) 111,549 104,364 Basic EPU $ 0.19 $ 0.17 Diluted EPU $ 0.19 $ 0.17 |
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 March 31, 2019 2018 Conversion of redeemable noncontrolling interests 1,013 — Conversion of Series I preferred units 176 176 |
Organization (Details)
Organization (Details) - Mar. 31, 2019 ft² in Millions | Property | MW | ft² | a |
Operating Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 165 | |||
Area of real estate property (in sq ft or acres) | ft² | 18.3 | |||
Operating Properties | Office Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 146 | |||
Area of real estate property (in sq ft or acres) | ft² | 15.2 | |||
Operating Properties | Single-tenant data centers | ||||
Investments in real estate | ||||
Number of real estate properties | 19 | |||
Area of real estate property (in sq ft or acres) | ft² | 3.1 | |||
Properties under, or contractually committed for, construction or approved for redevelopment | ||||
Investments in real estate | ||||
Number of real estate properties | 15 | |||
Area of real estate property (in sq ft or acres) | ft² | 2 | |||
Properties under, or contractually committed for, construction or approved for redevelopment | Office Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 10 | |||
Properties under, or contractually committed for, construction or approved for redevelopment | Single-tenant data centers | ||||
Investments in real estate | ||||
Number of real estate properties | 5 | |||
Properties under, or contractually committed for, construction or approved for redevelopment | Partially operational properties | ||||
Investments in real estate | ||||
Number of real estate properties | 2 | |||
Land controlled for future development | ||||
Investments in real estate | ||||
Area of real estate property (in sq ft or acres) | 11.6 | 900 | ||
Other Land | ||||
Investments in real estate | ||||
Area of real estate property (in sq ft or acres) | a | 150 | |||
Operating wholesale data center | ||||
Investments in real estate | ||||
Critical load (in megawatts) | MW | 19.25 | |||
GI-COPT | Operating Properties | Single-tenant data centers | ||||
Investments in real estate | ||||
Number of real estate properties | 6 |
Organization (Details 2)
Organization (Details 2) | 3 Months Ended |
Mar. 31, 2019 | |
Corporate Office Properties, L.P. | Common Units | |
Forms of ownership in Operating Partnership and ownership percentage by the entity | |
Percentage ownership in operating partnership | 98.60% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - Accounting Standards Update 2016-02 $ in Millions | Jan. 01, 2019USD ($) |
Operating Lease, Right-of-use Assets | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Effect of new accounting principle | $ 11 |
Operating Lease, Right-of-use Assets | Properties | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Effect of new accounting principle | 16 |
Operating Lease Liability | Properties | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Effect of new accounting principle | 16 |
Finance Lease, Right-of Use Assets | Properties | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Effect of new accounting principle | 38 |
Total Properties, Net | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Effect of new accounting principle | $ (38) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Assets and liabilities measured at fair value on a recurring basis | ||
Marketable securities in deferred compensation plan | $ 4,214 | $ 3,868 |
Fair value measurement on a recurring basis | Deferred compensation plan | Trustees and Management | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Maximum percentage of participants' compensation which is deferrable (as a percent) | 100.00% | |
Marketable securities in deferred compensation plan | $ 4,200 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details 2) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Assets: | ||
Marketable securities in deferred compensation plan | $ 4,214 | $ 3,868 |
Fair value measurement on a recurring basis | ||
Assets: | ||
Interest rate derivatives | 2,602 | |
Total assets | 6,816 | |
Liabilities: | ||
Deferred compensation plan liability | 4,214 | |
Interest rate derivatives | 11,894 | |
Total liabilities | 16,108 | |
Fair value measurement on a recurring basis | Mutual funds | ||
Assets: | ||
Marketable securities in deferred compensation plan | 4,171 | |
Fair value measurement on a recurring basis | Other | ||
Assets: | ||
Marketable securities in deferred compensation plan | 43 | |
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total assets | 4,214 | |
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 | 4,171 | |
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 | 43 | |
Fair value measurement on a recurring basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Interest rate derivatives | 2,602 | |
Total assets | 2,602 | |
Liabilities: | ||
Deferred compensation plan liability | 4,214 | |
Interest rate derivatives | 11,894 | |
Total liabilities | 16,108 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | ||
Assets: | ||
Interest rate derivatives | 2,602 | |
Liabilities: | ||
Interest rate derivatives | 11,894 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Interest rate derivatives | 2,602 | |
Liabilities: | ||
Interest rate derivatives | $ 11,894 |
Properties, Net (Details)
Properties, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Investments in real estate | ||
Operating properties, net | $ 2,865,829 | $ 2,847,265 |
Operating Properties, net | ||
Investments in real estate | ||
Less: accumulated depreciation | (927,266) | (897,903) |
Operating properties, net | 2,865,829 | 2,847,265 |
Operating Properties, net | Land | ||
Investments in real estate | ||
Gross | 505,062 | 503,274 |
Operating Properties, net | Buildings and improvements | ||
Investments in real estate | ||
Gross | $ 3,288,033 | $ 3,241,894 |
Properties, Net (Details 2)
Properties, Net (Details 2) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Properties | ||
Projects in development or held for future development | $ 437,173 | $ 403,361 |
Projects in development or held for future development | ||
Properties | ||
Projects in development or held for future development | 437,173 | 403,361 |
Projects in development or held for future development | Land | ||
Properties | ||
Projects in development or held for future development | 227,852 | 207,760 |
Projects in development or held for future development | Development in progress, excluding land | ||
Properties | ||
Projects in development or held for future development | $ 209,321 | $ 195,601 |
Properties, Net (Details 3)
Properties, Net (Details 3) ft² in Thousands | Mar. 31, 2019ft²Property |
Newly constructed properties placed in service | |
Construction Activities | |
Square footage of real estate properties (in square feet) | ft² | 181 |
Number of real estate properties | 3 |
Newly constructed properties partially operational | |
Construction Activities | |
Number of real estate properties | 1 |
Properties under construction or contractually committed for construction | |
Construction Activities | |
Square footage of real estate properties (in square feet) | ft² | 1,900 |
Number of real estate properties | 14 |
Properties under construction or contractually committed, partially operational property | |
Construction Activities | |
Number of real estate properties | 2 |
Properties under or approved for redevelopment | |
Construction Activities | |
Square footage of real estate properties (in square feet) | ft² | 106 |
Number of real estate properties | 1 |
Leases (Details)
Leases (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Lessor, Lease, Description [Line Items] | |
Average term of contract | 5 years |
Minimum | |
Lessor, Lease, Description [Line Items] | |
Term of contract | 1 month |
Maximum | |
Lessor, Lease, Description [Line Items] | |
Term of contract | 15 years |
United States Government | |
Lessor, Lease, Description [Line Items] | |
Renewal term | 1 year |
Leases (Details 1)
Leases (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | ||
Fixed contractual payments | $ 105,335 | |
Variable lease payments | 25,568 | |
Lease revenue | 130,903 | |
Lease Payments to be Received | ||
2019 | 305,864 | |
2019 | $ 400,617 | |
2020 | 347,477 | 337,646 |
2021 | 293,546 | 280,369 |
2022 | 258,502 | 246,329 |
2023 | 206,833 | 194,888 |
Thereafter | 562,614 | 523,932 |
Operating Lease Payments to be Received | $ 1,974,836 | $ 1,983,781 |
Leases (Details 2)
Leases (Details 2) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($)Lease | |
Land | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 68.1 |
Land | Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 30 years |
Land | Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 97 years |
Vehicles and Office Equipment | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 1.2 |
Washington, DC | Land | |
Lessee, Lease, Description [Line Items] | |
Number of contracts | Lease | 2 |
Remaining term of contract | 80 years |
Lessee right-of-use asset | $ 10.4 |
Baltimore, Maryland | Land | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 49 years |
Remaining term of contract | 30 years |
Lessee right-of-use asset | $ 6.5 |
Stevens Investors, LLC | Washington, DC | Land | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 97 years |
Lessee right-of-use asset | $ 37.8 |
M Square Associates, LLC | College Park, Maryland | Land | |
Lessee, Lease, Description [Line Items] | |
Number of contracts | Lease | 4 |
Lessee right-of-use asset | $ 6.7 |
M Square Associates, LLC | College Park, Maryland | Land | Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 64 years |
M Square Associates, LLC | College Park, Maryland | Land | Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 75 years |
LW Redstone Company, LLC | Huntsville, Alabama | Land | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 25 years |
Number of contracts | Lease | 9 |
Lessee right-of-use asset | $ 4.3 |
LW Redstone Company, LLC | Huntsville, Alabama | Land | Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 44 years |
LW Redstone Company, LLC | Huntsville, Alabama | Land | Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 50 years |
Fort Meade/BW Corridor | Land | |
Lessee, Lease, Description [Line Items] | |
Number of contracts | Lease | 2 |
Remaining term of contract | 49 years |
Lessee right-of-use asset | $ 2.3 |
Leases (Details 3)
Leases (Details 3) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Lessee, Lease, Description [Line Items] | ||
Property - finance right-of-use assets | $ 41,685 | |
Total right-of-use assets | 69,254 | |
Property - operating lease liabilities | 16,619 | |
Property - finance lease liabilities | 1,275 | $ 1,272 |
Total lease liabilities | 17,894 | 90,184 |
Properties | ||
Lessee, Lease, Description [Line Items] | ||
Property - operating right-of-use assets | 27,569 | 0 |
Property - finance right-of-use assets | 40,488 | 0 |
Property - operating lease liabilities | 16,619 | $ 0 |
Operating Right-of-Use Assets | Properties | ||
Lessee, Lease, Description [Line Items] | ||
Property - operating right-of-use assets | 27,569 | |
Finance Right-of-Use Assets | Properties | ||
Lessee, Lease, Description [Line Items] | ||
Property - finance right-of-use assets | 40,488 | |
Prepaid Expenses and Other Assets, Net | Vehicles and Office Equipment | ||
Lessee, Lease, Description [Line Items] | ||
Property - finance right-of-use assets | $ 1,197 |
Leases (Details 4)
Leases (Details 4) | Mar. 31, 2019 |
Leases [Abstract] | |
Operating leases, Weighted average remaining lease term | 70 years |
Finance leases, Weighted average remaining lease term | 2 years |
Operating lease, Weighted average discount rate | 7.35% |
Finance lease, Weighted average discount rate | 3.10% |
Leases (Details 5)
Leases (Details 5) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | |
Lease costs | $ 547 |
Property Operating Expense | |
Lessee, Lease, Description [Line Items] | |
Operating lease cost | 413 |
General, Administrative and Leasing Expense | |
Lessee, Lease, Description [Line Items] | |
Operating lease cost | 17 |
Amortization of vehicles and office equipment right-of-use assets | 113 |
Interest Expense | |
Lessee, Lease, Description [Line Items] | |
Interest on lease liabilities | $ 4 |
Leases (Details 6)
Leases (Details 6) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Leases [Abstract] | ||
Operating cash flows for operating leases | $ 228 | |
Operating cash flows for financing leases | 4 | |
Financing cash flows for financing leases | $ 52 | $ 4,202 |
Leases (Details 7)
Leases (Details 7) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Operating leases | ||
2019 | $ 830 | |
2019 | $ 1,101 | |
2020 | 1,128 | 1,110 |
2021 | 1,111 | 1,094 |
2022 | 1,129 | 1,115 |
2023 | 1,135 | 1,119 |
Thereafter | 99,185 | 83,373 |
Total lease payments | 104,518 | 88,912 |
Less: Amount representing interest | (87,899) | |
Lease liability | 16,619 | |
Finance leases | ||
2019 | 179 | |
2019 | 219 | |
2020 | 862 | 844 |
2021 | 202 | 184 |
2022 | 64 | 49 |
2023 | 0 | 0 |
Thereafter | 0 | 0 |
Total lease payments | 1,307 | 1,296 |
Less: Amount representing interest | (32) | (24) |
Lease liability | 1,275 | 1,272 |
Total | ||
2019 | 1,009 | |
2019 | 1,320 | |
2020 | 1,990 | 1,954 |
2021 | 1,313 | 1,278 |
2022 | 1,193 | 1,164 |
2023 | 1,135 | 1,119 |
Thereafter | 99,185 | 83,373 |
Total lease payments | 105,825 | 90,208 |
Less: Amount representing interest | (87,931) | (24) |
Total lease liabilities | $ 17,894 | $ 90,184 |
Real Estate Joint Ventures (Det
Real Estate Joint Ventures (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($)Property | |
GI-COPT | |
Investments in consolidated real estate joint ventures | |
Real estate equity method investments | $ 39,400 |
Consolidated real estate joint ventures | |
Investments in consolidated real estate joint ventures | |
Total Assets | 346,112 |
Encumbered Assets | 209,795 |
Total Liabilities | $ 120,768 |
Variable Interest Entity, Primary Beneficiary | LW Redstone Company, LLC | |
Investments in consolidated real estate joint ventures | |
Ownership (as a percent) | 85.00% |
Total Assets | $ 178,227 |
Encumbered Assets | 75,542 |
Total Liabilities | $ 55,472 |
Variable Interest Entity, Primary Beneficiary | M Square Associates, LLC | |
Investments in consolidated real estate joint ventures | |
Ownership (as a percent) | 50.00% |
Total Assets | $ 79,257 |
Encumbered Assets | 46,180 |
Total Liabilities | $ 44,554 |
Variable Interest Entity, Primary Beneficiary | Stevens Investors, LLC | |
Investments in consolidated real estate joint ventures | |
Ownership (as a percent) | 95.00% |
Total Assets | $ 88,628 |
Encumbered Assets | 88,073 |
Total Liabilities | $ 20,742 |
Operating Properties | Single-tenant data centers | GI-COPT | |
Investments in consolidated real estate joint ventures | |
Ownership percentage (percent) | 50.00% |
Data Center Shells | Operating Properties | Single-tenant data centers | |
Investments in consolidated real estate joint ventures | |
Number of real estate properties | Property | 6 |
Investing Receivables (Details)
Investing Receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 69,390 | $ 56,982 |
Investing Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Fair value of investing receivables | 74,000 | 58,000 |
Notes Receivable from the City of Huntsville | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 55,293 | 53,961 |
Notes Receivable from the 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 | $ 14,097 | $ 3,021 |
Stated interest rate (as a percent) | 8.00% |
Prepaid Expenses and Other As_3
Prepaid Expenses and Other Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Properties | ||||
Restricted cash | $ 3,995 | $ 3,884 | $ 3,645 | $ 2,570 |
Marketable securities in deferred compensation plan | 4,214 | 3,868 | ||
Total for COPT and subsidiaries | 84,196 | 85,581 | ||
Finance right-of-use assets | 41,685 | |||
Furniture, Fixtures and Equipment, Net | ||||
Properties | ||||
Finance right-of-use assets | 1,200 | |||
Taxable REIT Subsidiary | ||||
Properties | ||||
Deferred tax assets, valuation allowance | 2,400 | 2,700 | ||
Corporate Office Properties, L.P. | ||||
Properties | ||||
Lease incentives, net | 22,981 | 21,258 | ||
Construction contract costs incurred in excess of billings | 14,834 | 3,189 | ||
Prepaid expenses | 10,749 | 25,658 | ||
Furniture, fixtures and equipment, net (1) | 8,453 | 8,630 | ||
Non-real estate equity investments | 5,792 | 5,940 | ||
Deferred financing costs, net | 4,473 | 4,733 | ||
Restricted cash | 3,995 | 3,884 | $ 3,645 | $ 2,570 |
Deferred tax asset, net | 1,890 | 2,084 | ||
Other assets | 6,815 | 6,337 | ||
Total for COPT and subsidiaries | $ 79,982 | $ 81,713 |
Debt, Net (Details)
Debt, Net (Details) | 3 Months Ended | ||
Mar. 31, 2019USD ($)extension | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($) | |
Debt | |||
Carrying Value | $ 1,876,149,000 | $ 1,823,909,000 | |
Interest costs capitalized | 2,000,000 | $ 1,400,000 | |
Mortgage and other secured debt | |||
Debt | |||
Carrying Value | $ 173,127,000 | 170,423,000 | |
Line of Credit | Revolving Credit Facility | |||
Debt | |||
Number of extensions | extension | 2 | ||
Extension option period (in years) | 6 months | ||
Line of credit facility, extension fee percentage | 0.075% | ||
Loans payable | |||
Debt | |||
Deferred financing costs, net | $ 6,800,000 | 7,200,000 | |
Fixed rate mortgage debt | Mortgage and other secured debt | |||
Debt | |||
Carrying Value | 146,212,000 | 147,141,000 | |
Unamortized premium included in carrying value | $ 264,000 | 281,000 | |
Weighted average interest rate (as a percent) | 4.17% | ||
Fixed rate mortgage debt | Mortgage and other secured debt | Minimum | |||
Debt | |||
Interest rate (as a percent) | 3.82% | ||
Fixed rate mortgage debt | Mortgage and other secured debt | Maximum | |||
Debt | |||
Interest rate (as a percent) | 7.87% | ||
Variable-rate debt | Mortgage and other secured debt | |||
Debt | |||
Carrying Value | $ 26,915,000 | 23,282,000 | |
Weighted average interest rate (as a percent) | 4.63% | ||
Variable-rate debt | Mortgage and other secured debt | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.85% | ||
Variable-rate debt | Mortgage and other secured debt | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 2.35% | ||
Construction Loan | Mortgage and other secured debt | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Remaining borrowing capacity | $ 94,900,000 | ||
Revolving Credit Facility | |||
Debt | |||
Carrying Value | $ 262,000,000 | 213,000,000 | |
Weighted average interest rate (as a percent) | 3.54% | ||
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 0.775% | ||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.45% | ||
Term Loan Facility | |||
Debt | |||
Carrying Value | $ 248,381,000 | 248,273,000 | |
Interest rate (as a percent) | 3.74% | ||
Aggregate additional borrowing capacity available | $ 150,000,000 | ||
Maximum availability | $ 500,000,000 | ||
Term Loan Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 0.85% | ||
Term Loan Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.65% | ||
3.600% Senior Notes | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 348,096,000 | 347,986,000 | |
Debt instrument, face amount | $ 350,000,000 | ||
Interest rate (as a percent) | 3.60% | ||
Unamortized discount included in carrying value | $ 1,300,000 | 1,400,000 | |
Effective interest rate on debt (as a percent) | 3.70% | ||
5.250% Senior Notes | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 247,263,000 | 247,136,000 | |
Debt instrument, face amount | $ 250,000,000 | ||
Interest rate (as a percent) | 5.25% | ||
Unamortized discount included in carrying value | $ 2,500,000 | 2,600,000 | |
Effective interest rate on debt (as a percent) | 5.49% | ||
3.700% Senior Notes | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 298,941,000 | 298,815,000 | |
Debt instrument, face amount | $ 300,000,000 | ||
Interest rate (as a percent) | 3.70% | ||
Unamortized discount included in carrying value | $ 800,000 | 943,000 | |
Effective interest rate on debt (as a percent) | 3.85% | ||
5.000% Senior Notes | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 297,206,000 | 297,109,000 | |
Debt instrument, face amount | $ 300,000,000 | ||
Interest rate (as a percent) | 5.00% | ||
Unamortized discount included in carrying value | $ 2,300,000 | 2,400,000 | |
Effective interest rate on debt (as a percent) | 5.15% | ||
Unsecured notes payable | |||
Debt | |||
Carrying Value | $ 1,135,000 | 1,167,000 | |
Interest rate (as a percent) | 0.00% | ||
Unamortized discount included in carrying value | $ 276,000 | $ 294,000 |
Debt, Net (Details 2)
Debt, Net (Details 2) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Carrying Amount | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | $ 1,876,149 | $ 1,823,909 |
Carrying Amount | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 1,191,506 | 1,191,046 |
Carrying Amount | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 147,347 | 148,308 |
Carrying Amount | Variable-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 537,296 | 484,555 |
Estimated Fair Value | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 1,910,137 | 1,853,206 |
Estimated Fair Value | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 1,222,637 | 1,219,603 |
Estimated Fair Value | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 146,585 | 147,106 |
Estimated Fair Value | Variable-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | $ 540,915 | $ 486,497 |
Interest Rate Derivatives (Deta
Interest Rate Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||
Amount of (Loss) Gain Recognized in AOCL on Derivatives | $ (8,845) | $ 4,676 | |
Interest rate swaps | Interest Expense | |||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||
Amount of Gain (Loss) Reclassified from AOCL into Interest Expense on Statement of Operations | 570 | $ (245) | |
Interest rate swaps | Interest rate derivatives (assets) | |||
Fair value of interest rate derivatives and balance sheet classification | |||
Interest rate swaps designated as cash flow hedges | 2,602 | $ 5,617 | |
Interest rate swaps | Interest rate derivative (liabilities) | |||
Fair value of interest rate derivatives and balance sheet classification | |||
Interest rate swaps designated as cash flow hedges | (11,894) | (5,459) | |
Designated | |||
Fair values of interest rate swap derivatives | |||
Fair value of interest rate swaps | (9,292) | 158 | |
Designated | Interest rate swaps | |||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||
Approximate amount to be reclassified from AOCL to interest expense over the next 12 months | 817 | ||
Fair value of derivative liability | 12,000 | ||
Settlement amount of derivative obligation at termination value | 12,000 | ||
Designated | Interest rate swap, effective date September 1, 2015, swap two | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 100,000 | ||
Fixed rate (as a percent) | 1.73% | ||
Fair value of interest rate swaps | $ 255 | 472 | |
Designated | Interest rate swap, effective October 13, 2015 | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 12,735 | ||
Fixed rate (as a percent) | 1.39% | ||
Fair value of interest rate swaps | $ 170 | 239 | |
Notional amount of interest rate derivatives after scheduled amortization | 12,100 | ||
Designated | Interest rate swap, effective September 1, 2016, swap one | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 100,000 | ||
Fixed rate (as a percent) | 1.9013% | ||
Fair value of interest rate swaps | $ 879 | 1,968 | |
Designated | Interest rate swap, effective September 1, 2016, swap two | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 100,000 | ||
Fixed rate (as a percent) | 1.905% | ||
Fair value of interest rate swaps | $ 871 | 1,967 | |
Designated | Interest rate swap, effective September 1, 2016, swap three | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 50,000 | ||
Fixed rate (as a percent) | 1.9079% | ||
Fair value of interest rate swaps | $ 427 | 971 | |
Designated | Interest rate swap, effective June 30, 2020, swap one | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 75,000 | ||
Fixed rate (as a percent) | 3.176% | ||
Fair value of interest rate swaps | $ (4,869) | (2,676) | |
Designated | Interest rate swap, effective June 30, 2020, swap two | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 75,000 | ||
Fixed rate (as a percent) | 3.192% | ||
Fair value of interest rate swaps | $ (4,974) | (2,783) | |
Designated | Interest rate swap, effective June 30, 2020, swap three | |||
Fair values of interest rate swap derivatives | |||
Notional Amount | $ 75,000 | ||
Fixed rate (as a percent) | 2.744% | ||
Fair value of interest rate swaps | $ (2,051) | $ 0 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019USD ($)joint_venture | Mar. 31, 2018USD ($) | |
Noncontrolling Interest [Abstract] | ||
Number of joint ventures with redeemable noncontrolling interests | joint_venture | 2 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||
Beginning balance | $ 26,260 | $ 23,125 |
Distributions to noncontrolling interests | (349) | (452) |
Net income attributable to noncontrolling interests | 675 | 638 |
Adjustment to arrive at fair value of interests | 799 | 537 |
Ending balance | $ 27,385 | $ 23,848 |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Class of Stock [Line Items] | ||
Conversion of common units to common shares (in units/shares) | 5,500 | 53,817 |
Dividends declared per share (in usd per share) | $ 0.2750 | $ 0.275 |
Common Shares | Forward Equity Sale Agreement | ||
Class of Stock [Line Items] | ||
Number of shares issued | 1,600,000 | |
Proceeds from common shares issued under forward equity sale agreements | $ 46.5 | |
Remaining capacity under program | 0 | |
Common Shares | 2018 Common Stock Issued to Public Under At-the-Market Program | ||
Class of Stock [Line Items] | ||
Aggregate gross sales price | $ 300 | |
Corporate Office Properties, L.P. | ||
Class of Stock [Line Items] | ||
Dividends declared per share (in usd per share) | $ 0.275 | $ 0.275 |
Information by Business Segme_3
Information by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Segment financial information for real estate operations | |||
Revenues from real estate operations | $ 148,940 | $ 155,476 | |
Property operating expenses | (49,445) | (50,951) | |
UJV NOI allocable to COPT | 1,219 | 1,199 | |
Segment assets | 3,775,859 | 3,596,238 | $ 3,656,005 |
Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 131,990 | 128,278 | |
Property operating expenses | (49,445) | (50,951) | |
UJV NOI allocable to COPT | 1,219 | 1,199 | |
NOI from real estate operations | 83,764 | 78,526 | |
Additions to long-lived assets | 14,854 | 14,295 | |
Transfers from non-operating properties | 39,475 | 20,094 | |
Defense/Information Technology Locations | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 108,523 | 104,120 | |
Property operating expenses | (38,882) | (38,463) | |
UJV NOI allocable to COPT | 1,219 | 1,199 | |
NOI from real estate operations | 70,860 | 66,856 | |
Additions to long-lived assets | 10,699 | 10,248 | |
Transfers from non-operating properties | 39,475 | 19,082 | |
Defense/Information Technology Locations | Fort Meade/BW Corridor | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 62,683 | 62,782 | |
Property operating expenses | (22,335) | (21,604) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 40,348 | 41,178 | |
Additions to long-lived assets | 3,935 | 7,121 | |
Transfers from non-operating properties | 5,040 | 17,186 | |
Defense/Information Technology Locations | Northern Virginia Defense/IT | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 14,831 | 12,561 | |
Property operating expenses | (5,292) | (4,723) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 9,539 | 7,838 | |
Additions to long-lived assets | 1,447 | 1,940 | |
Transfers from non-operating properties | 4,509 | 341 | |
Defense/Information Technology Locations | Lackland Air Force Base | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 11,561 | 11,443 | |
Property operating expenses | (5,959) | (6,598) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 5,602 | 4,845 | |
Additions to long-lived assets | 0 | 0 | |
Transfers from non-operating properties | 6,503 | 0 | |
Defense/Information Technology Locations | Navy Support Locations | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 8,155 | 7,870 | |
Property operating expenses | (3,404) | (3,304) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 4,751 | 4,566 | |
Additions to long-lived assets | 5,017 | 1,108 | |
Transfers from non-operating properties | 0 | (3) | |
Defense/Information Technology Locations | Redstone Arsenal | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 3,939 | 3,633 | |
Property operating expenses | (1,539) | (1,440) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 2,400 | 2,193 | |
Additions to long-lived assets | 300 | 79 | |
Transfers from non-operating properties | 3,635 | 444 | |
Defense/Information Technology Locations | Data Center Shells | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 7,354 | 5,831 | |
Property operating expenses | (353) | (794) | |
UJV NOI allocable to COPT | 1,219 | 1,199 | |
NOI from real estate operations | 8,220 | 6,236 | |
Additions to long-lived assets | 0 | 0 | |
Transfers from non-operating properties | 19,788 | 1,114 | |
Regional Office | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 14,833 | 15,284 | |
Property operating expenses | (7,416) | (7,878) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 7,417 | 7,406 | |
Additions to long-lived assets | 3,989 | 3,884 | |
Transfers from non-operating properties | 0 | 0 | |
Operating wholesale data center | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 7,871 | 8,077 | |
Property operating expenses | (2,838) | (4,258) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 5,033 | 3,819 | |
Additions to long-lived assets | 156 | 36 | |
Transfers from non-operating properties | 0 | 1,012 | |
Other | Real estate operations | |||
Segment financial information for real estate operations | |||
Revenues from real estate operations | 763 | 797 | |
Property operating expenses | (309) | (352) | |
UJV NOI allocable to COPT | 0 | 0 | |
NOI from real estate operations | 454 | 445 | |
Additions to long-lived assets | 10 | 127 | |
Transfers from non-operating properties | 0 | 0 | |
Segment assets | |||
Segment financial information for real estate operations | |||
Segment assets | 3,108,153 | 3,025,966 | |
Segment assets | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 3,108,153 | 3,025,966 | |
Segment assets | Defense/Information Technology Locations | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 2,496,255 | 2,401,748 | |
Segment assets | Defense/Information Technology Locations | Fort Meade/BW Corridor | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 1,279,983 | 1,273,359 | |
Segment assets | Defense/Information Technology Locations | Northern Virginia Defense/IT | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 400,741 | 399,202 | |
Segment assets | Defense/Information Technology Locations | Lackland Air Force Base | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 145,697 | 127,855 | |
Segment assets | Defense/Information Technology Locations | Navy Support Locations | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 189,192 | 192,116 | |
Segment assets | Defense/Information Technology Locations | Redstone Arsenal | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 110,195 | 107,096 | |
Segment assets | Defense/Information Technology Locations | Data Center Shells | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 370,447 | 302,120 | |
Segment assets | Regional Office | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 394,001 | 397,355 | |
Segment assets | Operating wholesale data center | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | 213,993 | 222,738 | |
Segment assets | Other | Real estate operations | |||
Segment financial information for real estate operations | |||
Segment assets | $ 3,904 | $ 4,125 |
Information by Business Segme_4
Information by Business Segment (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Reconciliation of segment revenues to total revenues | ||
Construction contract and other service revenues | $ 16,950 | $ 27,198 |
Total revenues | 148,940 | 155,476 |
Reconciliation of UJV NOI allocable to COPT to Equity Income in Unconsolidated Entities | ||
UJV NOI allocable to COPT | 1,219 | 1,199 |
Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense | (827) | (824) |
Add: Equity in loss of unconsolidated non-real estate entities | (1) | (2) |
Equity in income of unconsolidated entities | 391 | 373 |
Computation of net operating income from service operations | ||
Construction contract and other service revenues | 16,950 | 27,198 |
Construction contract and other service expenses | (16,326) | (26,216) |
Real estate operations | ||
Reconciliation of segment revenues to total revenues | ||
Total revenues | 131,990 | 128,278 |
Reconciliation of UJV NOI allocable to COPT to Equity Income in Unconsolidated Entities | ||
UJV NOI allocable to COPT | 1,219 | 1,199 |
Service operations | ||
Computation of net operating income from service operations | ||
NOI from service operations | $ 624 | $ 982 |
Information by Business Segme_5
Information by Business Segment (Details 3) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Reconciliation of NOI from real estate operations and NOI from service operations to (loss) income from continuing operations | ||
Interest and other income | $ 2,286 | $ 1,359 |
Gain on sales of real estate | 0 | (4) |
Equity in income of unconsolidated entities | 391 | 373 |
Income tax expense | (194) | (55) |
Depreciation and other amortization associated with real estate operations | (34,796) | (33,512) |
General, administrative and leasing expenses | (8,751) | (7,292) |
Business development expenses and land carry costs | (1,113) | (1,614) |
Interest expense | (18,674) | (18,784) |
Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities | (1,219) | (1,199) |
Net income | 22,318 | 18,780 |
Real estate operations | ||
Reconciliation of NOI from real estate operations and NOI from service operations to (loss) income from continuing operations | ||
NOI from real estate operations | 83,764 | 78,526 |
Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities | (1,219) | (1,199) |
Service operations | ||
Reconciliation of NOI from real estate operations and NOI from service operations to (loss) income from continuing operations | ||
NOI from service operations | $ 624 | $ 982 |
Information by Business Segme_6
Information by Business Segment (Details 4) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 |
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | $ 3,775,859 | $ 3,656,005 | $ 3,596,238 |
Operating properties lease liabilities included in segment assets | 16,619 | ||
Segment assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | 3,108,153 | 3,025,966 | |
Operating properties lease liabilities included in segment assets | 16,342 | 0 | |
Non-operating property assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | 485,911 | 425,951 | |
Other assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | $ 165,453 | $ 144,321 |
Construction Contract and Oth_3
Construction Contract and Other Service Revenues (Details) - Construction Contract Revenue - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Performance obligations satisfied or already satisfied | $ 32 | $ 309 |
Remaining performance obligations | 51,600 | |
Remaining performance obligation expected to be recognized during the remainder of year | $ 45,000 |
Construction Contract and Oth_4
Construction Contract and Other Service Revenues (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | $ 16,950 | $ 27,198 |
Construction | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 16,489 | 25,915 |
Design | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 252 | 1,064 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 209 | 219 |
Guaranteed Maximum Price | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 12,356 | 20,486 |
Firm fixed price | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 2,325 | 6,435 |
Cost-plus fee | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | 2,060 | 58 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Construction contract and other service revenues | $ 209 | $ 219 |
Construction Contract and Oth_5
Construction Contract and Other Service Revenues (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Change in Accounts Receivable | ||||
Beginning balance | $ 25,261 | $ 26,277 | ||
Ending balance | 25,261 | 26,277 | ||
Construction Contract Revenue | ||||
Change in Accounts Receivable | ||||
Beginning balance | 6,569 | $ 4,021 | 6,701 | $ 4,577 |
Ending balance | 6,569 | 4,021 | 6,701 | 4,577 |
Change in Contract with Customer, Asset | ||||
Beginning balance | 14,834 | 4,250 | 3,189 | 4,884 |
Ending balance | 14,834 | 4,250 | 3,189 | 4,884 |
Change in Contract with Customer, Liability | ||||
Beginning balance | 1,005 | 8,279 | 568 | 27,402 |
Ending balance | 1,005 | 8,279 | $ 568 | $ 27,402 |
Revenue recognized included in beginning balance | $ 439 | $ 19,297 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) $ / shares in Units, $ in Millions | Jan. 18, 2019shares | Jan. 01, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)Percentile_RankForm$ / sharesshares |
PIUs | |||
Share-Based Compensation | |||
Number of forms of executive compensation | Form | 2 | ||
Time-based PIU's | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | shares | 54,956 | ||
Aggregate grant date fair value | $ | $ 1.4 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 25.81 | ||
Annual award vesting rights (percent) | 33.33% | ||
Award vesting period | 3 years | ||
Restricted shares | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | shares | 135,396 | ||
Aggregate grant date fair value | $ | $ 3.5 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 25.81 | ||
Shares vested (in shares) | shares | 151,252 | ||
Weighted average fair value of shares vested (in dollars per share) | $ / shares | $ 27.94 | ||
Aggregate intrinsic value of awards upon vesting | $ | $ 3.9 | ||
2016 PSU Grants | Performance share units | Executives | |||
Share-Based Compensation | |||
Shares issued (in shares) | shares | 44,757 | ||
Percentage of target | 157.00% | ||
2019 PIU Grants | Performance-based PIU's | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | shares | 193,682 | ||
Aggregate grant date fair value | $ | $ 2.4 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 12.47 | ||
Award vesting period | 3 years | ||
Potential earned PSUs payout for defined levels of performance under awards | |||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 75th or greater percentile rank | 100.00% | ||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 50th percentile rank | 50.00% | ||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 25th percentile rank | 25.00% | ||
Earned PB-PIUs granted on percentile rank below 25th (as a percent) | 0.00% | ||
The number of percentile ranks to fall between to earn interpolated PB-PIUs between such percentile ranks, conditioned on the percentile rank exceeding 25% | Percentile_Rank | 2 | ||
Assumptions used to value stock awards | |||
Percent of award distribution rights | 10.00% | ||
Award performance period | 3 years | ||
Baseline value per common share (in dollars per share) | $ / shares | $ 21.03 | ||
Expected volatility of common shares (as a percent) | 21.00% | ||
Risk-free interest rate (as a percent) | 2.51% |
Earnings Per Share ("EPS") an_3
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | ||
Numerator: | |||
Net income attributable to COPT/COPLP | $ 20,859 | $ 17,150 | |
Income attributable to share-based compensation awards | (86) | (117) | |
Numerator for basic and diluted EPS on net income attributable to COPT/COPLP common share/unit holders | $ 20,773 | $ 17,033 | |
Denominator (all weighted averages): | |||
Denominator for basic EPS/EPU (common shares/units) | 109,951 | 100,999 | |
Dilutive effect of share-based compensation awards | 267 | 144 | |
Denominator for diluted EPS/EPU (common shares/units) | 110,218 | 101,143 | |
Basic EPS: | |||
Basic earnings per common share (in dollars per share/unit) | [1] | $ 0.19 | $ 0.17 |
Diluted EPS: | |||
Diluted earnings per common share (in dollars per share/unit) | [1] | $ 0.19 | $ 0.17 |
Corporate Office Properties, L.P. | |||
Numerator: | |||
Net income attributable to COPT/COPLP | $ 21,281 | $ 17,859 | |
Preferred share/unit dividends/distributions | (165) | (165) | |
Income attributable to share-based compensation awards | (93) | (117) | |
Numerator for basic and diluted EPS on net income attributable to COPT/COPLP common share/unit holders | $ 21,023 | $ 17,577 | |
Denominator (all weighted averages): | |||
Denominator for basic EPS/EPU (common shares/units) | 111,282 | 104,220 | |
Dilutive effect of share-based compensation awards | 267 | 144 | |
Denominator for diluted EPS/EPU (common shares/units) | 111,549 | 104,364 | |
Basic EPS: | |||
Basic earnings per common share (in dollars per share/unit) | [2] | $ 0.19 | $ 0.17 |
Diluted EPS: | |||
Diluted earnings per common share (in dollars per share/unit) | [2] | $ 0.19 | $ 0.17 |
[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") an_4
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details 2) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Conversion of common units | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,331 | 3,221 |
Conversion of redeemable noncontrolling interests | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,013 | 0 |
Conversion of Series I preferred units | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 176 | 176 |
Weighted average shares related to forward equity sale agreements | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,500 | 7,500 |
Weighted average restricted shares/units and deferred shares | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 463 | 444 |
Weighted average options | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 30 | 60 |
Weighted average unvested PIUs | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 19 | |
Corporate Office Properties, L.P. | Conversion of redeemable noncontrolling interests | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,013 | 0 |
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 |
Corporate Office Properties, L.P. | Weighted average shares related to forward equity sale agreements | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,500 | 7,500 |
Corporate Office Properties, L.P. | Weighted average restricted shares/units and deferred shares | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 463 | 444 |
Corporate Office Properties, L.P. | Weighted average options | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 30 | 60 |
Corporate Office Properties, L.P. | Weighted average unvested PIUs | ||
Antidilutive securities | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 19 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | Mar. 31, 2019USD ($)Property | Aug. 31, 2010USD ($) |
Environmental Indemnity Agreement | ||
Number of properties which were provided environmental indemnifications | Property | 3 | |
Maximum additional costs agreed to be paid by the entity under environmental indemnification agreement | $ 19,000,000 | |
Development and Redevelopment Obligations | ||
Environmental Indemnity Agreement | ||
Purchase obligations | 184,300,000 | |
Tenant and Other Capital Improvements | ||
Environmental Indemnity Agreement | ||
Purchase obligations | 45,300,000 | |
Third Party Construction | ||
Environmental Indemnity Agreement | ||
Purchase obligations | 32,600,000 | |
Other Obligations | ||
Environmental Indemnity Agreement | ||
Purchase obligations | $ 1,700,000 | |
Specialty Tax Guarantee | Anne Arundel County, Maryland | Tax Incremental Financing Bond | ||
Environmental Indemnity Agreement | ||
Loan amount | $ 30,000,000 |