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Share Name | Share Symbol | Market | Type |
---|---|---|---|
First Potomac Realty Trust of Beneficial Interest (delisted) | NYSE:FPO | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 11.14 | 0 | 01:00:00 |
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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|
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MARYLAND
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37-1470730
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(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
Large Accelerated Filer
|
x
|
|
Accelerated Filer
|
¨
|
Non-Accelerated Filer
|
¨
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|
Smaller Reporting Company
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¨
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(Do not check if a smaller reporting company)
|
Emerging Growth Company
|
¨
|
||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
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Page
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Part I:
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|
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Item 1.
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||
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Item 2.
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Item 3.
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Item 4.
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||
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Part II:
|
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|
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Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
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Item 5.
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||
Item 6.
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||
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•
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changes in general or regional economic conditions;
|
•
|
the Company’s ability to obtain the required shareholder approval to consummate the pending merger transaction with GOV;
|
•
|
the Company’s or GOV’s ability to consummate the pending merger transaction and the risks associated therewith;
|
•
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the outcome of any legal proceedings that may be instituted against the Company and others related to the merger agreement in connection with the pending merger transaction;
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•
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the Company’s ability to timely lease or re-lease space at current or anticipated rents;
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•
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changes in interest rates;
|
•
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changes in operating costs;
|
•
|
the Company’s ability to manage its current debt levels and repay or refinance its indebtedness upon maturity or other required payment dates;
|
•
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the Company’s ability to maintain financial covenant compliance under its debt agreements;
|
•
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the Company’s ability to maintain effective internal controls over financial reporting and disclosure controls and procedures;
|
•
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the Company’s ability to obtain debt and/or financing on attractive terms, or at all; and
|
•
|
other risks detailed under “Risk Factors” in Part I, Item 1A in our Annual Report on Form 10-K for the year ended
December 31, 2016
, under “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q and in the other documents the Company files with the Securities and Exchange Commission (“SEC”), which are accessible on the SEC’s website at www.sec.gov.
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(unaudited)
|
|
|
||||
Assets:
|
|
|
|
||||
Rental property, net
|
$
|
1,021,168
|
|
|
$
|
1,059,272
|
|
Assets held-for-sale
|
—
|
|
|
13,176
|
|
||
Cash and cash equivalents
|
14,489
|
|
|
14,144
|
|
||
Escrows and reserves
|
2,518
|
|
|
1,419
|
|
||
Accounts and other receivables, net of allowance for doubtful accounts of $699 and $655, respectively
|
5,621
|
|
|
6,892
|
|
||
Accrued straight-line rents, net of allowance for doubtful accounts of $119 and $414, respectively
|
48,134
|
|
|
42,745
|
|
||
Investment in affiliates
|
41,363
|
|
|
49,392
|
|
||
Deferred costs, net
|
40,442
|
|
|
42,712
|
|
||
Prepaid expenses and other assets
|
4,137
|
|
|
5,389
|
|
||
Intangible assets, net
|
22,622
|
|
|
25,106
|
|
||
Total assets
|
$
|
1,200,494
|
|
|
$
|
1,260,247
|
|
Liabilities:
|
|
|
|
||||
Mortgage loans, net
|
$
|
271,720
|
|
|
$
|
296,212
|
|
Unsecured term loan, net
|
299,462
|
|
|
299,404
|
|
||
Unsecured revolving credit facility, net
|
73,958
|
|
|
141,555
|
|
||
Accounts payable and other liabilities
|
44,137
|
|
|
43,904
|
|
||
Accrued interest
|
1,429
|
|
|
1,537
|
|
||
Rents received in advance
|
6,336
|
|
|
6,234
|
|
||
Tenant security deposits
|
4,848
|
|
|
4,982
|
|
||
Deferred market rent, net
|
1,641
|
|
|
1,792
|
|
||
Total liabilities
|
703,531
|
|
|
795,620
|
|
||
|
|
|
|
||||
Noncontrolling interests in the Operating Partnership
|
28,637
|
|
|
28,244
|
|
||
Equity:
|
|
|
|
||||
Common shares, $0.001 par value per share, 150,000 shares authorized; 58,741 and 58,319 shares issued and outstanding, respectively
|
59
|
|
|
58
|
|
||
Additional paid-in capital
|
915,758
|
|
|
913,367
|
|
||
Accumulated other comprehensive loss
|
(27
|
)
|
|
(844
|
)
|
||
Dividends in excess of accumulated earnings
|
(447,464
|
)
|
|
(476,198
|
)
|
||
Total equity
|
468,326
|
|
|
436,383
|
|
||
Total liabilities, noncontrolling interests and equity
|
$
|
1,200,494
|
|
|
$
|
1,260,247
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Rental
|
$
|
29,360
|
|
|
$
|
31,554
|
|
|
$
|
60,178
|
|
|
$
|
65,398
|
|
Tenant reimbursements and other
|
6,028
|
|
|
6,939
|
|
|
13,034
|
|
|
15,792
|
|
||||
Total revenues
|
35,388
|
|
|
38,493
|
|
|
73,212
|
|
|
81,190
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Property operating
|
8,350
|
|
|
8,543
|
|
|
18,307
|
|
|
20,080
|
|
||||
Real estate taxes and insurance
|
4,459
|
|
|
4,920
|
|
|
9,120
|
|
|
10,136
|
|
||||
General and administrative
|
6,214
|
|
|
4,305
|
|
|
10,712
|
|
|
8,884
|
|
||||
Depreciation and amortization
|
13,845
|
|
|
15,141
|
|
|
28,411
|
|
|
30,147
|
|
||||
Impairment of rental property
|
—
|
|
|
2,772
|
|
|
—
|
|
|
2,772
|
|
||||
Total operating expenses
|
32,868
|
|
|
35,681
|
|
|
66,550
|
|
|
72,019
|
|
||||
Operating income
|
2,520
|
|
|
2,812
|
|
|
6,662
|
|
|
9,171
|
|
||||
Other expenses (income)
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
6,053
|
|
|
6,568
|
|
|
12,397
|
|
|
13,384
|
|
||||
Interest and other income
|
(228
|
)
|
|
(1,101
|
)
|
|
(437
|
)
|
|
(2,104
|
)
|
||||
Equity in earnings of affiliates
|
(477
|
)
|
|
(663
|
)
|
|
(4,700
|
)
|
|
(1,219
|
)
|
||||
(Gain) loss on sale of rental property
|
—
|
|
|
—
|
|
|
(42,799
|
)
|
|
1,155
|
|
||||
Loss on debt extinguishment
|
—
|
|
|
—
|
|
|
—
|
|
|
48
|
|
||||
Total other expenses (income)
|
5,348
|
|
|
4,804
|
|
|
(35,539
|
)
|
|
11,264
|
|
||||
Net (loss) income
|
(2,828
|
)
|
|
(1,992
|
)
|
|
42,201
|
|
|
(2,093
|
)
|
||||
Less: Net loss (income) attributable to noncontrolling interests
|
123
|
|
|
390
|
|
|
(1,762
|
)
|
|
537
|
|
||||
Net (loss) income attributable to First Potomac Realty Trust
|
(2,705
|
)
|
|
(1,602
|
)
|
|
40,439
|
|
|
(1,556
|
)
|
||||
Less: Dividends on preferred shares
|
—
|
|
|
(794
|
)
|
|
—
|
|
|
(3,042
|
)
|
||||
Less: Issuance costs of redeemed preferred shares
|
—
|
|
|
(3,095
|
)
|
|
—
|
|
|
(4,999
|
)
|
||||
Net (loss) income attributable to common shareholders
|
$
|
(2,705
|
)
|
|
$
|
(5,491
|
)
|
|
$
|
40,439
|
|
|
$
|
(9,597
|
)
|
Basic and diluted earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Net (loss) income attributable to common shareholders - basic and dilutive
|
$
|
(0.05
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.70
|
|
|
$
|
(0.17
|
)
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
57,999
|
|
|
57,577
|
|
|
57,662
|
|
|
57,559
|
|
||||
Diluted
|
57,999
|
|
|
57,577
|
|
|
57,940
|
|
|
57,559
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net (loss) income
|
$
|
(2,828
|
)
|
|
$
|
(1,992
|
)
|
|
$
|
42,201
|
|
|
$
|
(2,093
|
)
|
Unrealized gain on derivative instruments
|
261
|
|
|
350
|
|
|
852
|
|
|
505
|
|
||||
Unrealized loss on derivative instruments
|
(5
|
)
|
|
(148
|
)
|
|
—
|
|
|
(1,165
|
)
|
||||
Total comprehensive (loss) income
|
(2,572
|
)
|
|
(1,790
|
)
|
|
43,053
|
|
|
(2,753
|
)
|
||||
Net loss (income) loss attributable to noncontrolling interests
|
123
|
|
|
390
|
|
|
(1,762
|
)
|
|
537
|
|
||||
Net loss (gain) from derivative instruments attributable to noncontrolling interests
|
11
|
|
|
(9
|
)
|
|
35
|
|
|
28
|
|
||||
Comprehensive (loss) income attributable to First Potomac Realty Trust
|
$
|
(2,438
|
)
|
|
$
|
(1,409
|
)
|
|
$
|
41,326
|
|
|
$
|
(2,188
|
)
|
FIRST POTOMAC REALTY TRUST AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited, amounts in thousands)
|
|||||||
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
42,201
|
|
|
$
|
(2,093
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
28,935
|
|
|
30,713
|
|
||
Stock based compensation
|
1,690
|
|
|
994
|
|
||
Bad debt expense
|
470
|
|
|
371
|
|
||
Amortization of deferred market rent
|
57
|
|
|
155
|
|
||
Amortization of financing costs and discounts
|
864
|
|
|
791
|
|
||
Equity in earnings of affiliates
|
(4,700
|
)
|
|
(1,219
|
)
|
||
Distributions from investments in affiliates
|
1,529
|
|
|
726
|
|
||
Impairment of rental property
|
—
|
|
|
2,772
|
|
||
(Gain) loss on sale of rental property
|
(42,799
|
)
|
|
1,155
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Escrows and reserves
|
(1,099
|
)
|
|
73
|
|
||
Accounts and other receivables
|
873
|
|
|
3,166
|
|
||
Accrued straight-line rents
|
(5,808
|
)
|
|
(2,953
|
)
|
||
Prepaid expenses and other assets
|
1,323
|
|
|
1,604
|
|
||
Tenant security deposits
|
(111
|
)
|
|
(650
|
)
|
||
Accounts payable and accrued expenses
|
2,433
|
|
|
(1,211
|
)
|
||
Accrued interest
|
(108
|
)
|
|
(102
|
)
|
||
Rents received in advance
|
102
|
|
|
238
|
|
||
Deferred costs
|
(2,476
|
)
|
|
(2,651
|
)
|
||
Total adjustments
|
(18,825
|
)
|
|
33,972
|
|
||
Net cash provided by operating activities
|
23,376
|
|
|
31,879
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Proceeds from sale of rental property, net
|
85,754
|
|
|
90,501
|
|
||
Principal payments from note receivable
|
—
|
|
|
34,000
|
|
||
Change in escrow and reserve accounts
|
—
|
|
|
221
|
|
||
Additions to rental property and furniture, fixtures and equipment
|
(12,150
|
)
|
|
(30,953
|
)
|
||
Additions to construction in progress
|
(2,655
|
)
|
|
(10,586
|
)
|
||
Proceeds from sale of rental property owned through unconsolidated joint ventures, net
|
11,301
|
|
|
—
|
|
||
Net cash provided by investing activities
|
82,250
|
|
|
83,183
|
|
||
Cash flows from financing activities:
|
|
|
|
||||
Financing costs
|
—
|
|
|
(309
|
)
|
||
Issuance of debt
|
50,117
|
|
|
201,408
|
|
||
Repayments of debt
|
(143,009
|
)
|
|
(151,036
|
)
|
||
Dividends to common shareholders
|
(11,643
|
)
|
|
(14,511
|
)
|
||
Dividends to preferred shareholders
|
—
|
|
|
(4,442
|
)
|
||
Distributions to noncontrolling interests
|
(509
|
)
|
|
(651
|
)
|
||
Stock option exercises
|
14
|
|
|
—
|
|
||
Income tax obligation payments made on behalf of employees
|
(251
|
)
|
|
—
|
|
||
Redemption of preferred shares
|
—
|
|
|
(145,000
|
)
|
||
Redemption of operating partnership units
|
—
|
|
|
(345
|
)
|
||
Net cash used in financing activities
|
(105,281
|
)
|
|
(114,886
|
)
|
||
Net increase in cash and cash equivalents
|
345
|
|
|
176
|
|
||
Cash and cash equivalents, beginning of period
|
14,144
|
|
|
13,527
|
|
||
Cash and cash equivalents, end of period
|
$
|
14,489
|
|
|
$
|
13,703
|
|
|
2017
|
|
2016
|
||||
Cash paid for interest, net
|
$
|
11,620
|
|
|
$
|
12,432
|
|
Non-cash investing and financing activities:
|
|
|
|
||||
Change in fair value of the outstanding common Operating Partnership units
|
895
|
|
|
(1,072
|
)
|
||
Value of common shares retired to settle employee tax obligation
|
251
|
|
|
137
|
|
||
Changes in accruals:
|
|
|
|
||||
Additions to rental property and furniture, fixtures and equipment
|
(1,932
|
)
|
|
(1,049
|
)
|
||
Additions to development and redevelopment
|
1,056
|
|
|
(4,853
|
)
|
|
Buildings
|
|
39 years
|
|
Building improvements
|
|
5 to 20 years
|
|
Furniture, fixtures and equipment
|
|
5 to 15 years
|
|
Lease related intangible assets
|
|
The term of the lease
|
|
Tenant improvements
|
|
Shorter of the useful life of the asset or the term of the related lease
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Numerator for basic and diluted earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Net (loss) income
|
$
|
(2,828
|
)
|
|
$
|
(1,992
|
)
|
|
$
|
42,201
|
|
|
$
|
(2,093
|
)
|
Less: Net loss (income) attributable to noncontrolling interests
|
123
|
|
|
390
|
|
|
(1,762
|
)
|
|
537
|
|
||||
Net (loss) income attributable to First Potomac Realty Trust
|
(2,705
|
)
|
|
(1,602
|
)
|
|
40,439
|
|
|
(1,556
|
)
|
||||
Less: Dividends on preferred shares
|
—
|
|
|
(794
|
)
|
|
—
|
|
|
(3,042
|
)
|
||||
Less: Issuance costs of redeemed preferred shares
(1)
|
—
|
|
|
(3,095
|
)
|
|
—
|
|
|
(4,999
|
)
|
||||
Net (loss) income attributable to common shareholders
|
(2,705
|
)
|
|
(5,491
|
)
|
|
40,439
|
|
|
(9,597
|
)
|
||||
Less: Allocation to participating securities
|
(61
|
)
|
|
(53
|
)
|
|
(115
|
)
|
|
(126
|
)
|
||||
Net (loss) income attributable to common shareholders
|
$
|
(2,766
|
)
|
|
$
|
(5,544
|
)
|
|
$
|
40,324
|
|
|
$
|
(9,723
|
)
|
Denominator for basic and diluted earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding - basic
|
57,999
|
|
|
57,577
|
|
|
57,662
|
|
|
57,559
|
|
||||
Weighted average common shares outstanding - diluted
|
57,999
|
|
|
57,577
|
|
|
57,940
|
|
|
57,559
|
|
||||
Basic and diluted earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Net (loss) income attributable to common shareholders
|
$
|
(0.05
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
0.70
|
|
|
$
|
(0.17
|
)
|
(1)
|
Represents the original issuance costs associated with the redemption of
3.6 million
and
5.8 million
7.750%
Series A Cumulative Redeemable Perpetual Preferred Shares (the “7.750% Series A Preferred Shares”) during the three and six months ended June 30, 2016, respectively.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Stock option awards
|
848
|
|
|
982
|
|
|
863
|
|
|
1,000
|
|
Non-vested share awards
|
582
|
|
|
489
|
|
|
601
|
|
|
505
|
|
|
1,430
|
|
|
1,471
|
|
|
1,464
|
|
|
1,505
|
|
|
June 30, 2017
|
|
December 31, 2016
(1)
|
||||
Land and land improvements
|
$
|
269,932
|
|
|
$
|
282,923
|
|
Buildings and improvements
|
768,937
|
|
|
824,867
|
|
||
Construction in progress
|
33,242
|
|
|
4,605
|
|
||
Tenant improvements
|
185,719
|
|
|
189,031
|
|
||
Furniture, fixtures and equipment
|
374
|
|
|
408
|
|
||
|
1,258,204
|
|
|
1,301,834
|
|
||
Less: accumulated depreciation
|
(237,036
|
)
|
|
(242,562
|
)
|
||
|
$
|
1,021,168
|
|
|
$
|
1,059,272
|
|
|
Reporting Segment
|
|
Ownership
Interest |
|
Investment at June 30, 2017
|
|
Investment at December 31, 2016
|
||||
Prosperity Metro Plaza
|
Northern Virginia
|
|
51%
|
|
$
|
27,165
|
|
|
$
|
26,414
|
|
1750 H Street, NW
|
Washington, D.C.
|
|
50%
|
|
14,198
|
|
|
14,624
|
|
||
Aviation Business Park
(1)
|
Maryland
|
|
50%
|
|
—
|
|
|
5,941
|
|
||
Rivers Park I and II
(1)(2)
|
Maryland
|
|
25%
|
|
—
|
|
|
2,413
|
|
||
|
|
|
|
|
$
|
41,363
|
|
|
$
|
49,392
|
|
(2)
|
Rivers Park I and Rivers Park II were owned through two separate unconsolidated joint ventures.
|
|
|
FPO Ownership
|
|
Effective Interest Rate
|
|
Maturity Date
|
|
Principal Balance at June 30, 2017
(1)
|
|
Principal Balance at December 31, 2016
(1)
|
||||
Rivers Park I and II
(2)
|
|
25%
|
|
LIBOR + 1.90%
(3)
|
|
September 2017
|
|
$
|
—
|
|
|
$
|
28,000
|
|
1750 H Street, NW
(4)
|
|
50%
|
|
3.92%
|
|
August 2024
|
|
32,000
|
|
|
32,000
|
|
||
Prosperity Metro Plaza
(5)
|
|
51%
|
|
3.91%
|
|
December 2029
|
|
50,000
|
|
|
50,000
|
|
||
Weighted Average / Total
|
|
|
|
3.91%
|
|
|
|
$
|
82,000
|
|
|
$
|
110,000
|
|
(1)
|
Reflects the entire balance of the debt secured by the properties, not our portion of the debt.
|
(2)
|
The unconsolidated joint ventures that owned Rivers Park I and II sold these properties on
March 7, 2017
. The unconsolidated joint venture partners used net proceeds from the sale to repay the mortgage debt encumbering the properties. At December 31, 2016,
$2.8 million
of the outstanding mortgage balance was recourse to us.
|
(3)
|
At
June 30, 2017
, LIBOR was
1.22%
. All references to LIBOR in the condensed consolidated financial statements refer to one-month LIBOR.
|
(4)
|
The loan requires interest-only payments with a constant interest rate over the life of the loan. The loan is repayable in full, without penalty, on or after August 1, 2021.
|
(5)
|
The loan requires interest-only payments through December 2024, at which time the loan requires principal and interest payments through its maturity date. The loan is repayable in full, without penalty, on or after June 1, 2029.
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Assets:
|
|
|
|
||||
Rental property, net
|
$
|
143,184
|
|
|
$
|
189,245
|
|
Cash and cash equivalents
|
9,786
|
|
|
9,887
|
|
||
Other assets
|
16,509
|
|
|
20,726
|
|
||
Total assets
|
169,479
|
|
|
219,858
|
|
||
Liabilities:
|
|
|
|
||||
Mortgage loans, net
(1)(2)
|
81,431
|
|
|
109,372
|
|
||
Other liabilities
|
7,608
|
|
|
8,674
|
|
||
Total liabilities
|
89,040
|
|
|
118,046
|
|
||
Net assets
|
$
|
80,439
|
|
|
$
|
101,812
|
|
(1)
|
Of the total mortgage debt that encumbers our unconsolidated properties,
none
was recourse to us at June 30, 2017 and
$2.8 million
was recourse to us at December 31, 2016.
|
(2)
|
Mortgage loans, net at both
June 30, 2017
and
December 31, 2016
included
$0.6 million
of unamortized deferred financing costs
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Total revenues
|
$
|
4,679
|
|
|
$
|
6,240
|
|
|
$
|
10,357
|
|
|
$
|
12,529
|
|
Total operating expenses
|
(1,562
|
)
|
|
(1,814
|
)
|
|
(3,499
|
)
|
|
(3,980
|
)
|
||||
Net operating income
|
3,117
|
|
|
4,426
|
|
|
6,858
|
|
|
8,549
|
|
||||
Depreciation and amortization
|
(1,382
|
)
|
|
(2,006
|
)
|
|
(3,245
|
)
|
|
(3,972
|
)
|
||||
Interest expense, net
|
(817
|
)
|
|
(997
|
)
|
|
(1,778
|
)
|
|
(1,989
|
)
|
||||
Gain on sale of rental property
|
—
|
|
|
—
|
|
|
10,324
|
|
|
—
|
|
||||
Net income
|
$
|
918
|
|
|
$
|
1,423
|
|
|
$
|
12,159
|
|
|
$
|
2,588
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Total revenues
|
$
|
—
|
|
|
$
|
1,579
|
|
|
$
|
1,113
|
|
|
$
|
3,210
|
|
Total operating expenses
|
(70
|
)
|
|
(412
|
)
|
|
(342
|
)
|
|
(1,054
|
)
|
||||
Net operating (loss) income
|
(70
|
)
|
|
1,167
|
|
|
771
|
|
|
2,156
|
|
||||
Depreciation and amortization
|
—
|
|
|
(666
|
)
|
|
(420
|
)
|
|
(1,309
|
)
|
||||
Interest expense, net
|
1
|
|
|
(180
|
)
|
|
(146
|
)
|
|
(354
|
)
|
||||
(Loss) income from operations of disposed properties
|
(69
|
)
|
|
321
|
|
|
205
|
|
|
493
|
|
||||
Gain on sale of rental property
|
—
|
|
|
—
|
|
|
10,324
|
|
|
—
|
|
||||
Net (loss) income
|
$
|
(69
|
)
|
|
$
|
321
|
|
|
$
|
10,529
|
|
|
$
|
493
|
|
(1)
|
One Fair Oaks was classified as held-for-sale at December 31, 2016, and the building was vacant at the time of sale.
|
(2)
|
This development site could have supported up to
712,000
rentable square feet.
|
(3)
|
Consists of Van Buren Office Park, Herndon Corporate Center, Windsor at Battlefield, Reston Business Campus, Enterprise Center, Gateway Centre Manassas, Linden Business Center and Prosperity Business Center (collectively, the “NOVA Non-Core Portfolio”).
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues
|
$
|
—
|
|
|
$
|
3,605
|
|
|
$
|
804
|
|
|
$
|
10,648
|
|
Property operating expenses
|
—
|
|
|
(1,341
|
)
|
|
(304
|
)
|
|
(4,163
|
)
|
||||
Depreciation and amortization
|
—
|
|
|
(1,236
|
)
|
|
(289
|
)
|
|
(2,579
|
)
|
||||
Interest expense
|
—
|
|
|
(208
|
)
|
|
—
|
|
|
(392
|
)
|
||||
Loss on debt extinguishment
|
—
|
|
|
—
|
|
|
—
|
|
|
(48
|
)
|
||||
Impairment of rental property
(1)
|
—
|
|
|
(2,772
|
)
|
|
—
|
|
|
(2,772
|
)
|
||||
(Loss) income from operations of disposed property
|
—
|
|
|
(1,952
|
)
|
|
211
|
|
|
694
|
|
||||
Gain (loss) on sale of rental property
(2)
|
—
|
|
|
—
|
|
|
42,799
|
|
|
(1,155
|
)
|
||||
Net (loss) income from continuing operations
|
$
|
—
|
|
|
$
|
(1,952
|
)
|
|
$
|
43,010
|
|
|
$
|
(461
|
)
|
|
June 30,
2017 (1) |
|
December 31,
2016
(1)
|
||||
Mortgage loans, net, effective interest rates ranging from 4.22% to 6.01%, maturing at various dates through September 2030
(2)(3)
|
$
|
271,720
|
|
|
$
|
296,212
|
|
Unsecured term loan, net, effective interest rates ranging from LIBOR plus 1.45% to LIBOR plus 1.80%, with staggered maturity dates ranging from December 2020 to December 2022
(2)
|
299,462
|
|
|
299,404
|
|
||
Unsecured revolving credit facility, net, effective interest rate of LIBOR plus 1.50%, maturing December 2019
(2)
|
73,958
|
|
|
141,555
|
|
||
Total
|
$
|
645,140
|
|
|
$
|
737,171
|
|
(1)
|
The balances include a total of
$5.4 million
and
$6.2 million
of unamortized deferred financing costs at
June 30, 2017
and
December 31, 2016
, respectively.
|
(2)
|
At
June 30, 2017
, LIBOR was
1.22%
.
|
(3)
|
The balance at June 30, 2017 includes one construction loan and the balance at December 31, 2016 includes two construction loans.
|
Encumbered Property
|
|
Contractual
Interest Rate |
|
Effective
Interest Rate |
|
Maturity
Date |
|
June 30,
2017 |
|
December 31, 2016
|
||||||
440 First Street, NW Construction Loan
(1)(2)
|
|
LIBOR + 2.50%
|
|
|
LIBOR + 2.50%
|
|
|
May 2017
|
|
$
|
—
|
|
|
$
|
32,216
|
|
Redland II and III
|
|
4.20
|
%
|
|
4.64
|
%
|
|
November 2017
|
|
62,529
|
|
|
63,214
|
|
||
Northern Virginia Construction Loan
(1)(3)
|
|
LIBOR + 1.85%
|
|
|
LIBOR + 1.85%
|
|
|
September 2019
|
|
43,700
|
|
|
34,584
|
|
||
840 First Street, NE
|
|
5.72
|
%
|
|
6.01
|
%
|
|
July 2020
|
|
34,843
|
|
|
35,201
|
|
||
Battlefield Corporate Center
|
|
4.26
|
%
|
|
4.40
|
%
|
|
November 2020
|
|
3,264
|
|
|
3,353
|
|
||
1211 Connecticut Avenue, NW
|
|
4.22
|
%
|
|
4.47
|
%
|
|
July 2022
|
|
28,190
|
|
|
28,503
|
|
||
1401 K Street, NW
|
|
4.80
|
%
|
|
4.93
|
%
|
|
June 2023
|
|
35,209
|
|
|
35,556
|
|
||
11 Dupont Circle, NW
|
|
4.05
|
%
|
|
4.22
|
%
|
|
September 2030
|
|
66,780
|
|
|
66,780
|
|
||
Principal balance
|
|
|
|
4.54
|
%
|
(4)
|
|
|
274,515
|
|
|
299,407
|
|
|||
Unamortized deferred financing costs
|
|
|
|
|
|
|
|
(2,795
|
)
|
|
(3,195
|
)
|
||||
Total balance, net
|
|
|
|
|
|
|
|
$
|
271,720
|
|
|
$
|
296,212
|
|
(1)
|
At
June 30, 2017
, LIBOR was
1.22%
.
|
(2)
|
On
May 23, 2017
, we used a
$32.0 million
draw under the unsecured revolving credit facility and available cash to repay, without penalty, the construction loan encumbering 440 First Street, NW.
|
(3)
|
This construction loan has a borrowing capacity of up to
$43.7 million
and is collateralized by the NOVA build-to-suit, which was placed in-service in the third quarter of 2016. We can repay all or a portion of the Northern Virginia Construction Loan, without penalty, at any time during the term of the loan.
|
(4)
|
Represents the weighted average interest rate on total mortgage debt.
|
|
Maturity Date
|
|
Interest Rate
(1)
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Unsecured Term Loan
|
|
|
|
|
|
|
|
||||
Tranche A
|
December 2020
|
|
LIBOR + 1.45%
|
|
$
|
100,000
|
|
|
$
|
100,000
|
|
Tranche B
|
June 2021
|
|
LIBOR + 1.45%
|
|
100,000
|
|
|
100,000
|
|
||
Tranche C
|
December 2022
|
|
LIBOR + 1.80%
|
|
100,000
|
|
|
100,000
|
|
||
Total
|
|
|
|
|
300,000
|
|
|
300,000
|
|
||
Unamortized deferred financing costs
|
|
|
|
|
(538
|
)
|
|
(596
|
)
|
||
Total, net
|
|
|
|
|
$
|
299,462
|
|
|
$
|
299,404
|
|
|
|
|
|
|
|
|
|
||||
Unsecured Revolving Credit Facility
|
|
|
|
|
|
|
|
||||
Outstanding borrowings
|
December 2019
(2)
|
|
LIBOR + 1.50%
(3)
|
|
$
|
76,000
|
|
|
$
|
144,000
|
|
Unamortized deferred financing costs
|
|
|
|
|
(2,042
|
)
|
|
(2,445
|
)
|
||
Total, net
|
|
|
|
|
$
|
73,958
|
|
|
$
|
141,555
|
|
(1)
|
Reflects the interest rate spreads at
June 30, 2017
. At
June 30, 2017
, LIBOR was
1.22%
. The interest rate spread is subject to change based on our maximum total indebtedness ratio. For more information, see note
7
(
d
),
Debt – Financial Covenants
.
|
(2)
|
The maturity date of the unsecured revolving credit facility may be extended for two, six-month terms at our option.
|
(3)
|
At
June 30, 2017
, our outstanding borrowings under the unsecured revolving credit facility had a weighted average interest rate of
2.7%
.
|
•
|
available interest rate hedging may not correspond directly with the interest rate risk for which we seek protection;
|
•
|
the duration of the hedge may not match the duration of the related liability;
|
•
|
the party owing money in the hedging transaction may default on its obligation to pay; and
|
•
|
the credit quality of the party owing money on the hedge may be downgraded to such an extent that it impairs our ability to sell or assign its side of the hedging transaction.
|
Maturity Date
|
|
Notional
Amount
|
|
Interest Rate
Contractual
Component
|
|
Fixed LIBOR
Interest Rate
|
|||
July 2017
|
|
$
|
30,000
|
|
|
LIBOR
|
|
2.093
|
%
|
July 2017
|
|
30,000
|
|
|
LIBOR
|
|
2.093
|
%
|
|
July 2017
|
|
25,000
|
|
|
LIBOR
|
|
1.129
|
%
|
|
July 2017
|
|
12,500
|
|
|
LIBOR
|
|
1.129
|
%
|
|
July 2017
|
|
50,000
|
|
|
LIBOR
|
|
0.955
|
%
|
|
July 2018
|
|
12,500
|
|
|
LIBOR
|
|
1.383
|
%
|
|
July 2018
|
|
30,000
|
|
|
LIBOR
|
|
1.660
|
%
|
|
July 2018
|
|
25,000
|
|
|
LIBOR
|
|
1.394
|
%
|
|
July 2018
|
|
25,000
|
|
|
LIBOR
|
|
1.135
|
%
|
|
Total/Weighted Average
|
|
$
|
240,000
|
|
|
|
|
1.442
|
%
|
|
Balance at
June 30, 2017 |
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Recurring Measurements:
|
|
|
|
|
|
|
|
||||||||
Derivative instrument-swap assets
|
$
|
70
|
|
|
$
|
—
|
|
|
$
|
70
|
|
|
$
|
—
|
|
Derivative instrument-swap liabilities
|
123
|
|
|
—
|
|
|
123
|
|
|
—
|
|
||||
|
Balance at
December 31, 2016 |
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
Recurring Measurements:
|
|
|
|
|
|
|
|
||||||||
Derivative instrument-swap liabilities
|
$
|
906
|
|
|
$
|
—
|
|
|
$
|
906
|
|
|
$
|
—
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||||||||||
|
Carrying
Value (1) |
|
Fair
Value |
|
Carrying
Value (1) |
|
Fair
Value |
||||||||
Financial Liabilities:
|
|
|
|
|
|
|
|
||||||||
Mortgage debt
|
$
|
274,515
|
|
|
$
|
274,716
|
|
|
$
|
299,407
|
|
|
$
|
300,927
|
|
Unsecured term loan
|
300,000
|
|
|
300,000
|
|
|
300,000
|
|
|
300,000
|
|
||||
Unsecured revolving credit facility
|
76,000
|
|
|
76,000
|
|
|
144,000
|
|
|
144,000
|
|
||||
Total
|
$
|
650,515
|
|
|
$
|
650,716
|
|
|
$
|
743,407
|
|
|
$
|
744,927
|
|
(1)
|
The debt balances exclude a combined total of
$5.4 million
and
$6.2 million
of unamortized deferred financing costs at
June 30, 2017
and December 31, 2016, respectively.
|
|
Total Equity
|
|
Redeemable
noncontrolling
interests
|
||||
Balance at December 31, 2016
|
$
|
436,383
|
|
|
$
|
28,244
|
|
Net income
|
40,439
|
|
|
1,762
|
|
||
Changes in ownership, net
|
2,330
|
|
|
(895
|
)
|
||
Distributions to owners
|
(11,643
|
)
|
|
(509
|
)
|
||
Other comprehensive income, net
|
817
|
|
|
35
|
|
||
Balance at June 30, 2017
|
$
|
468,326
|
|
|
$
|
28,637
|
|
|
First
Potomac
Realty Trust
|
|
Non-redeemable
noncontrolling
interests
(1)
|
|
Total Equity
|
|
Redeemable
noncontrolling
interests
|
||||||||
Balance at December 31, 2015
|
$
|
624,528
|
|
|
$
|
800
|
|
|
$
|
625,328
|
|
|
$
|
28,813
|
|
Net loss
|
(1,556
|
)
|
|
(110
|
)
|
|
(1,666
|
)
|
|
(427
|
)
|
||||
Changes in ownership, net
|
(141,506
|
)
|
|
—
|
|
|
(141,506
|
)
|
|
(1,417
|
)
|
||||
Distributions to owners
|
(18,953
|
)
|
|
—
|
|
|
(18,953
|
)
|
|
(651
|
)
|
||||
Other comprehensive loss, net
|
(632
|
)
|
|
—
|
|
|
(632
|
)
|
|
(28
|
)
|
||||
Balance at June 30, 2016
|
$
|
461,881
|
|
|
$
|
690
|
|
|
$
|
462,571
|
|
|
$
|
26,290
|
|
(1)
|
Our
97%
owned consolidated joint venture sold Storey Park on
July 25, 2016
, at which time all assets and liabilities owned by the joint venture were either sold or settled at the time of disposition and the remaining proceeds from the sale were distributed to the joint venture partners in accordance with the terms of the joint venture agreement. See note
6
,
Dispositions
, for more information.
|
|
2017
|
|
2016
|
||||
Beginning balance at January 1,
|
$
|
(844
|
)
|
|
$
|
(2,360
|
)
|
Net unrealized gain (loss) on derivative instruments
|
852
|
|
|
(660
|
)
|
||
Net (gain) loss attributable to noncontrolling interests
|
(35
|
)
|
|
28
|
|
||
Ending balance at June 30,
|
$
|
(27
|
)
|
|
$
|
(2,992
|
)
|
|
Non-vested
Common
Shares
|
|
Weighted
Average Grant
Date Fair Value
|
|||
Non-vested at March 31, 2017
|
1,046,860
|
|
|
$
|
9.23
|
|
Granted
|
25,090
|
|
|
10.96
|
|
|
Vested
|
(45,378
|
)
|
|
9.45
|
|
|
Forfeited
|
(495
|
)
|
|
11.03
|
|
|
Non-vested at June 30, 2017
|
1,026,077
|
|
|
$
|
9.27
|
|
|
Three Months Ended June 30, 2017
|
||||||||||||||||||
|
Washington, D.C.
|
|
Maryland
(1)
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Consolidated
|
||||||||||
Number of buildings
|
6
|
|
|
34
|
|
|
12
|
|
|
19
|
|
|
71
|
|
|||||
Square feet
|
918,019
|
|
|
1,887,246
|
|
|
1,169,066
|
|
|
2,023,854
|
|
|
5,998,185
|
|
|||||
Total revenues
|
$
|
11,564
|
|
|
$
|
10,035
|
|
|
$
|
6,352
|
|
|
$
|
7,437
|
|
|
$
|
35,388
|
|
Property operating expense
|
(2,818
|
)
|
|
(2,277
|
)
|
|
(1,566
|
)
|
|
(1,689
|
)
|
|
(8,350
|
)
|
|||||
Real estate taxes and insurance
|
(2,180
|
)
|
|
(890
|
)
|
|
(722
|
)
|
|
(667
|
)
|
|
(4,459
|
)
|
|||||
Total property operating income
|
$
|
6,566
|
|
|
$
|
6,868
|
|
|
$
|
4,064
|
|
|
$
|
5,081
|
|
|
22,579
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
(13,845
|
)
|
|||||||||
General and administrative
(2)
|
|
|
|
|
|
|
|
|
(6,214
|
)
|
|||||||||
Other expenses
|
|
|
|
|
|
|
|
|
(5,348
|
)
|
|||||||||
Net loss
|
|
|
|
|
|
|
|
|
$
|
(2,828
|
)
|
||||||||
Capital expenditures
(3)
|
$
|
1,830
|
|
|
$
|
3,427
|
|
|
$
|
1,581
|
|
|
$
|
680
|
|
|
$
|
7,994
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Three Months Ended June 30, 2016
|
||||||||||||||||||
|
Washington, D.C.
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Consolidated
|
||||||||||
Number of buildings
|
6
|
|
|
34
|
|
|
14
|
|
|
19
|
|
|
73
|
|
|||||
Square feet
|
917,241
|
|
|
1,885,759
|
|
|
1,716,904
|
|
|
2,023,858
|
|
|
6,543,762
|
|
|||||
Total revenues
|
$
|
11,580
|
|
|
$
|
10,900
|
|
|
$
|
8,707
|
|
|
$
|
7,306
|
|
|
$
|
38,493
|
|
Property operating expense
|
(2,563
|
)
|
|
(2,097
|
)
|
|
(2,194
|
)
|
|
(1,689
|
)
|
|
(8,543
|
)
|
|||||
Real estate taxes and insurance
|
(2,422
|
)
|
|
(960
|
)
|
|
(943
|
)
|
|
(595
|
)
|
|
(4,920
|
)
|
|||||
Total property operating income
|
$
|
6,595
|
|
|
$
|
7,843
|
|
|
$
|
5,570
|
|
|
$
|
5,022
|
|
|
25,030
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
(15,141
|
)
|
|||||||||
General and administrative
|
|
|
|
|
|
|
|
|
(4,305
|
)
|
|||||||||
Impairment of rental property
|
|
|
|
|
|
|
|
|
(2,772
|
)
|
|||||||||
Other expenses
|
|
|
|
|
|
|
|
|
(4,804
|
)
|
|||||||||
Net loss
|
|
|
|
|
|
|
|
|
$
|
(1,992
|
)
|
||||||||
Capital expenditures
(3)
|
$
|
3,287
|
|
|
$
|
2,402
|
|
|
$
|
12,297
|
|
|
$
|
837
|
|
|
$
|
18,895
|
|
|
Six Months Ended June 30, 2017
|
||||||||||||||||||
|
Washington, D.C.
|
|
Maryland
(1)
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Consolidated
|
||||||||||
Total revenues
|
23,286
|
|
|
21,271
|
|
|
13,664
|
|
|
14,991
|
|
|
$
|
73,212
|
|
||||
Property operating expense
|
(5,954
|
)
|
|
(4,933
|
)
|
|
(3,526
|
)
|
|
(3,894
|
)
|
|
(18,307
|
)
|
|||||
Real estate taxes and insurance
|
(4,471
|
)
|
|
(1,872
|
)
|
|
(1,463
|
)
|
|
(1,314
|
)
|
|
(9,120
|
)
|
|||||
Total property operating income
|
$
|
12,861
|
|
|
$
|
14,466
|
|
|
$
|
8,675
|
|
|
$
|
9,783
|
|
|
45,785
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
(28,411
|
)
|
|||||||||
General and administrative
(2)
|
|
|
|
|
|
|
|
|
(10,712
|
)
|
|||||||||
Other income
|
|
|
|
|
|
|
|
|
35,539
|
|
|||||||||
Net income
|
|
|
|
|
|
|
|
|
$
|
42,201
|
|
||||||||
Total assets
(4)
|
$
|
441,351
|
|
|
$
|
322,061
|
|
|
$
|
261,031
|
|
|
$
|
157,685
|
|
|
$
|
1,200,494
|
|
Capital expenditures
(3)
|
$
|
3,352
|
|
|
$
|
5,777
|
|
|
$
|
3,876
|
|
|
$
|
1,286
|
|
|
$
|
14,805
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Six Months Ended June 30, 2016
|
||||||||||||||||||
|
Washington, D.C
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Consolidated
|
||||||||||
Total revenues
|
$
|
22,869
|
|
|
$
|
22,488
|
|
|
$
|
21,014
|
|
|
$
|
14,819
|
|
|
$
|
81,190
|
|
Property operating expense
|
(5,532
|
)
|
|
(5,329
|
)
|
|
(5,514
|
)
|
|
(3,705
|
)
|
|
(20,080
|
)
|
|||||
Real estate taxes and insurance
|
(4,794
|
)
|
|
(1,889
|
)
|
|
(2,240
|
)
|
|
(1,213
|
)
|
|
(10,136
|
)
|
|||||
Total property operating income
|
$
|
12,543
|
|
|
$
|
15,270
|
|
|
$
|
13,260
|
|
|
$
|
9,901
|
|
|
50,974
|
|
|
Depreciation and amortization expense
|
|
|
|
|
|
|
|
|
(30,147
|
)
|
|||||||||
General and administrative
|
|
|
|
|
|
|
|
|
(8,884
|
)
|
|||||||||
Impairment of rental property
|
|
|
|
|
|
|
|
|
(2,772
|
)
|
|||||||||
Other expenses
|
|
|
|
|
|
|
|
|
(11,264
|
)
|
|||||||||
Net loss
|
|
|
|
|
|
|
|
|
$
|
(2,093
|
)
|
||||||||
Total assets
(4)
|
$
|
503,484
|
|
|
$
|
335,932
|
|
|
$
|
298,533
|
|
|
$
|
163,956
|
|
|
$
|
1,320,046
|
|
Capital expenditures
(3)
|
$
|
8,198
|
|
|
$
|
3,361
|
|
|
$
|
28,054
|
|
|
$
|
1,734
|
|
|
$
|
41,539
|
|
(1)
|
Redland I within our Maryland reporting segment was placed into redevelopment during March 2017.
|
(2)
|
Includes
$2.2 million
of legal, advisory and accounting fees associated with the Transaction.
|
(3)
|
Capital expenditures for corporate assets not allocated to any of our reportable segments totaled
$0.5 million
and
$0.1 million
for the three months ended June 30, 2017 and 2016, respectively, and
$0.5 million
and
$0.2 million
for the six months ended June 30, 2017 and 2016, respectively.
|
(4)
|
Total assets include our investment in properties that are owned through joint ventures that are not consolidated within our condensed consolidated financial statements. For more information on our unconsolidated investments, including location within our reportable segments, see note
5
,
Investment in Affiliates
. Corporate assets not allocated to any of our reportable segments totaled $
18.4 million
and $
18.1 million
at
June 30, 2017
and
2016
, respectively.
|
•
|
maintain and increase occupancy rates and/or increase rental rates at our properties;
|
•
|
sell assets to third parties, or contribute properties to joint ventures, at favorable prices;
|
•
|
develop and redevelop existing assets;
|
•
|
continue to grow our portfolio through acquisitions of new properties, potentially through joint ventures; and
|
•
|
execute initiatives designed to increase balance sheet capacity and expand the potential sources of capital.
|
•
|
As previously announced, we entered into a definitive merger agreement under which GOV will acquire all of the outstanding shares of First Potomac. Under the terms of the merger agreement, First Potomac shareholders will receive a cash payment of $11.15 per share at closing. The Transaction is expected to close prior to year-end 2017.
|
Property
|
|
Buildings
|
|
Sub-Market
(1)
|
|
Square Feet
|
|
Annualized
Cash Basis
Rent
(2)
|
|
Leased at
June 30, 2017
|
|
Occupied at
June 30, 2017
|
||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
11 Dupont Circle, NW
|
|
1
|
|
|
CBD
|
|
151,603
|
|
|
$
|
4,247
|
|
|
73.3
|
%
|
|
73.3
|
%
|
440 First Street, NW
|
|
1
|
|
|
Capitol Hill
|
|
138,648
|
|
|
4,427
|
|
|
91.9
|
%
|
|
87.7
|
%
|
|
500 First Street, NW
|
|
1
|
|
|
Capitol Hill
|
|
129,035
|
|
|
4,556
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
840 First Street, NE
|
|
1
|
|
|
NoMA
|
|
248,536
|
|
|
7,380
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
1211 Connecticut Avenue, NW
|
|
1
|
|
|
CBD
|
|
131,746
|
|
|
3,773
|
|
|
91.2
|
%
|
|
91.2
|
%
|
|
1401 K Street, NW
|
|
1
|
|
|
East End
|
|
118,451
|
|
|
3,594
|
|
|
85.4
|
%
|
|
76.7
|
%
|
|
Total/Weighted Average
|
|
6
|
|
|
|
|
918,019
|
|
|
27,977
|
|
|
91.2
|
%
|
|
89.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unconsolidated Joint Venture
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
1750 H Street, NW
|
|
1
|
|
|
CBD
|
|
113,131
|
|
|
4,279
|
|
|
100.0
|
%
|
|
94.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Region Total/Weighted Average
|
|
7
|
|
|
|
|
1,031,150
|
|
|
$
|
32,256
|
|
|
92.2
|
%
|
|
90.0
|
%
|
(1)
|
CBD refers to Central Business District; NoMA refers to North of Massachusetts Avenue.
|
(2)
|
Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of our full service leases. This amount does not include items such as rent abatement, unreimbursed expenses, non-recurring revenues and expenses, differences in leased compared with occupied space, and timing differences related to tenant activity.
|
Property
|
|
Buildings
|
|
Location
|
|
Square Feet
|
|
Annualized
Cash Basis
Rent
(1)
|
|
Leased at
June 30, 2017
|
|
Occupied at
June 30, 2017
|
||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Annapolis Business Center
|
|
2
|
|
|
Annapolis
|
|
101,113
|
|
|
$
|
1,773
|
|
|
100.0
|
%
|
|
100.0
|
%
|
Cloverleaf Center
|
|
4
|
|
|
Germantown
|
|
173,916
|
|
|
2,674
|
|
|
89.8
|
%
|
|
89.8
|
%
|
|
Hillside I and II
|
|
2
|
|
|
Columbia
|
|
87,267
|
|
|
1,009
|
|
|
87.6
|
%
|
|
87.6
|
%
|
|
Metro Park North
|
|
4
|
|
|
Rockville
|
|
192,280
|
|
|
3,106
|
|
|
91.8
|
%
|
|
86.8
|
%
|
|
Redland II and III
(2)
|
|
2
|
|
|
Rockville
|
|
349,267
|
|
|
9,945
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
TenThreeTwenty
|
|
1
|
|
|
Columbia
|
|
138,944
|
|
|
2,252
|
|
|
96.4
|
%
|
|
96.4
|
%
|
|
Total Office
|
|
15
|
|
|
|
|
1,042,787
|
|
|
20,759
|
|
|
95.3
|
%
|
|
94.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Business Park
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Ammendale Business Park
(3)
|
|
7
|
|
|
Beltsville
|
|
312,846
|
|
|
4,080
|
|
|
90.7
|
%
|
|
90.7
|
%
|
|
Gateway 270 West
|
|
6
|
|
|
Clarksburg
|
|
252,295
|
|
|
3,253
|
|
|
92.9
|
%
|
|
92.9
|
%
|
|
Snowden Center
|
|
5
|
|
|
Columbia
|
|
145,423
|
|
|
2,243
|
|
|
96.0
|
%
|
|
96.0
|
%
|
|
Total Business Park
|
|
18
|
|
|
|
|
710,564
|
|
|
9,576
|
|
|
92.6
|
%
|
|
92.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total/Weighted Average
|
|
33
|
|
|
|
|
1,753,351
|
|
|
30,335
|
|
|
94.2
|
%
|
|
93.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Redevelopment
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Redland I
(2)
|
|
1
|
|
|
Rockville
|
|
133,895
|
|
|
—
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Region Total/Weighted Average
|
|
34
|
|
|
|
|
1,887,246
|
|
|
$
|
30,335
|
|
|
94.2
|
%
|
|
93.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of our full service leases. This amount does not include items such as rent abatement, unreimbursed expenses, non-recurring revenues and expenses, differences in leased compared with occupied space, and timing differences related to tenant activity.
|
(2)
|
Redland II and III refer to 520 and 530 Gaither Road, respectively. We use the term Redland when collectively referring to Redland I (540 Gaither Road), II and III. Redland I was placed into redevelopment in March 2017.
|
(3)
|
Ammendale Business Park consists of the following properties: Ammendale Commerce Center and Indian Creek Court.
|
Property
|
|
Buildings
|
|
Location
|
|
Square Feet
|
|
Annualized
Cash Basis
Rent
(1)
|
|
Leased at
June 30, 2017
|
|
Occupied at
June 30, 2017
|
||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Atlantic Corporate Park
|
|
2
|
|
|
Sterling
|
|
218,230
|
|
|
$
|
3,914
|
|
|
93.8
|
%
|
|
92.4
|
%
|
NOVA build-to-suit
|
|
1
|
|
|
Not Disclosed
|
|
167,440
|
|
|
4,050
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
Three Flint Hill
|
|
1
|
|
|
Oakton
|
|
180,699
|
|
|
3,562
|
|
|
91.6
|
%
|
|
91.6
|
%
|
|
1775 Wiehle Avenue
|
|
1
|
|
|
Reston
|
|
129,982
|
|
|
3,029
|
|
|
95.5
|
%
|
|
95.5
|
%
|
|
Total Office
|
|
5
|
|
|
|
|
696,351
|
|
|
14,555
|
|
|
95.0
|
%
|
|
94.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Business Park
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Sterling Park Business Center
(2)
|
|
7
|
|
|
Sterling
|
|
472,715
|
|
|
4,641
|
|
|
96.7
|
%
|
|
84.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total Consolidated
|
|
12
|
|
|
|
|
1,169,066
|
|
|
19,196
|
|
|
95.7
|
%
|
|
90.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unconsolidated Joint Venture
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Prosperity Metro Plaza
|
|
2
|
|
|
Merrifield
|
|
326,197
|
|
|
9,078
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Region Total/Weighted Average
|
|
14
|
|
|
|
|
1,495,263
|
|
|
$
|
28,274
|
|
|
96.6
|
%
|
|
92.7
|
%
|
(1)
|
Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of our full service leases. This amount does not include items such as rent abatement, unreimbursed expenses, non-recurring revenues and expenses, differences in leased compared with occupied space, and timing differences related to tenant activity.
|
(2)
|
Sterling Park Business Center consists of the following properties: 403/405 Glenn Drive, Davis Drive and Sterling Park Business Center.
|
Property
|
|
Buildings
|
|
Location
|
|
Square Feet
|
|
Annualized
Cash Basis
Rent
(1)
|
|
Leased at
June 30, 2017
|
|
Occupied at
June 30, 2017
|
||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Greenbrier Towers
|
|
2
|
|
|
Chesapeake
|
|
171,762
|
|
|
$
|
1,890
|
|
|
87.6
|
%
|
|
87.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Business Park
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Battlefield Corporate Center
|
|
1
|
|
|
Chesapeake
|
|
96,720
|
|
|
861
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
Crossways Commerce Center
(2)
|
|
9
|
|
|
Chesapeake
|
|
1,082,461
|
|
|
12,212
|
|
|
97.1
|
%
|
|
95.7
|
%
|
|
Greenbrier Business Park
(3)
|
|
4
|
|
|
Chesapeake
|
|
411,237
|
|
|
4,710
|
|
|
94.0
|
%
|
|
94.0
|
%
|
|
Norfolk Commerce Park
(4)
|
|
3
|
|
|
Norfolk
|
|
261,674
|
|
|
2,623
|
|
|
91.9
|
%
|
|
91.9
|
%
|
|
Total Business Park
|
|
17
|
|
|
|
|
1,852,092
|
|
|
20,406
|
|
|
95.9
|
%
|
|
95.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Region Total/Weighted Average
|
|
19
|
|
|
|
|
2,023,854
|
|
|
$
|
22,296
|
|
|
95.2
|
%
|
|
94.3
|
%
|
(1)
|
Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting operating expense reimbursements that are included, along with base rent, in the contractual payments of our full service leases. This amount does not include items such as rent abatement, unreimbursed expenses, non-recurring revenues and expenses, differences in leased compared with occupied space, and timing differences related to tenant activity.
|
(2)
|
Crossways Commerce Center consists of the following properties: Coast Guard Building, Crossways Commerce Center I, Crossways Commerce Center II, Crossways Commerce Center IV and 1434 Crossways Boulevard.
|
(3)
|
Greenbrier Business Park consists of the following properties: Greenbrier Technology Center I, Greenbrier Technology Center II and Greenbrier Circle Corporate Center.
|
(4)
|
Norfolk Commerce Park consists of the following properties: Norfolk Business Center, Norfolk Commerce Park II and Gateway II.
|
|
New
|
|
Renewal
|
Tenant improvements (per rentable square foot)
|
$33.05
|
|
$5.72
|
Leasing commissions (per rentable square foot)
|
$10.40
|
|
$3.35
|
Year of Lease Expiration
(1)
|
|
Number of
Leases
Expiring
|
|
Leased
Square Feet
|
|
% of Leased
Square Feet
|
|
Annualized
Cash Basis
Rent
(2)
|
|
% of
Annualized
Cash Basis
Rent
|
|
Average Base
Rent per
Square
Foot
(2)(3)
|
||||||||
MTM
|
|
2
|
|
|
20,151
|
|
|
0.4
|
%
|
|
$
|
238
|
|
|
0.2
|
%
|
|
$
|
11.80
|
|
2017
(4)
|
|
21
|
|
|
314,988
|
|
|
5.7
|
%
|
|
7,908
|
|
|
7.9
|
%
|
|
25.11
|
|
||
2018
|
|
61
|
|
|
643,108
|
|
|
11.6
|
%
|
|
9,223
|
|
|
9.2
|
%
|
|
14.34
|
|
||
2019
|
|
61
|
|
|
737,981
|
|
|
13.3
|
%
|
|
10,770
|
|
|
10.8
|
%
|
|
14.59
|
|
||
2020
|
|
61
|
|
|
940,481
|
|
|
17.0
|
%
|
|
15,548
|
|
|
15.6
|
%
|
|
16.53
|
|
||
2021
|
|
49
|
|
|
498,150
|
|
|
9.0
|
%
|
|
7,387
|
|
|
7.4
|
%
|
|
14.83
|
|
||
2022
|
|
50
|
|
|
560,335
|
|
|
10.1
|
%
|
|
8,670
|
|
|
8.7
|
%
|
|
15.47
|
|
||
2023
|
|
19
|
|
|
488,958
|
|
|
8.8
|
%
|
|
11,512
|
|
|
11.5
|
%
|
|
23.54
|
|
||
2024
|
|
23
|
|
|
444,113
|
|
|
8.1
|
%
|
|
8,813
|
|
|
8.8
|
%
|
|
19.84
|
|
||
2025
|
|
15
|
|
|
254,373
|
|
|
4.6
|
%
|
|
4,616
|
|
|
4.6
|
%
|
|
18.15
|
|
||
2026
|
|
12
|
|
|
142,806
|
|
|
2.6
|
%
|
|
2,883
|
|
|
2.9
|
%
|
|
20.19
|
|
||
Thereafter
|
|
34
|
|
|
487,796
|
|
|
8.8
|
%
|
|
12,236
|
|
|
12.4
|
%
|
|
25.08
|
|
||
Total / Weighted Average
|
|
408
|
|
|
5,533,240
|
|
|
100.0
|
%
|
|
$
|
99,804
|
|
|
100.0
|
%
|
|
$
|
18.04
|
|
(1)
|
We classify leases that expired or were terminated on the last day of the year as leased square footage since the tenant is contractually entitled to the space.
|
(2)
|
Annualized cash basis rent at the end of the quarter, which is calculated as the contractual rent due under the terms of the lease, without taking into account rent abatements, is reflected on a triple-net equivalent basis, by deducting estimated operating expense reimbursements that are included, along with base rent, in the contractual payments of our full-service leases. This amount does not include items such as rent abatement, unreimbursed expenses, nonrecurring revenues and expenses, differences in leased and occupied space and timing differences related to tenant activity.
|
(3)
|
Represents annualized cash basis rent at
June 30, 2017
, divided by the square footage of the expiring leases.
|
(4)
|
Includes the contractual expiration of the Bureau of Prisons at 500 First Street, NW on July 31, 2017. Subsequent to the end of the second quarter of 2017, we entered into an amendment to extend the expiration date of the Bureau of Prison’s lease to March 2018, which provides the tenant with an option to terminate the lease, without the payment of a termination fee, as early as December 2017.
|
•
|
Plaza 500, which was sold in February 2017; One Fair Oaks, which was sold in January 2017; Storey Park, a development site that was located in our Washington, D.C. reporting segment and was owned by a 97% consolidated joint venture, which was sold in July 2016; and the NOVA Non-Core Portfolio, which was comprised of eight properties and was sold in March 2016. For the Results of Operations discussion below with respect to the comparison of the three and six months ended June 30, 2017 and 2016, these eleven properties are collectively referred to as the “Disposed Properties”;
|
•
|
Redland I, which was placed into redevelopment on March 23, 2017 following the tenant vacating the 133,895 square-foot building; and
|
•
|
The NOVA build-to-suit, which was fully placed in-service during the third quarter of 2016.
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
Rental
|
$
|
29,360
|
|
|
$
|
31,554
|
|
|
$
|
60,178
|
|
|
$
|
65,398
|
|
|
$
|
(2,194
|
)
|
|
(7
|
)%
|
|
$
|
(5,220
|
)
|
|
(8
|
)%
|
Tenant reimbursements and other
|
$
|
6,028
|
|
|
$
|
6,939
|
|
|
$
|
13,034
|
|
|
$
|
15,792
|
|
|
$
|
(911
|
)
|
|
(13
|
)%
|
|
$
|
(2,758
|
)
|
|
(17
|
)%
|
|
Reporting Segment
|
||||||||||||||||||
(dollars in thousands)
|
Washington, D.C.
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Total
|
||||||||||
Increase (decrease) in rental revenue:
|
|
|
|
|
|
|
|
|
|
||||||||||
Three months ended June 30, 2017 compared with the same period in 2016
|
$
|
28
|
|
|
$
|
(601
|
)
|
|
$
|
(1,725
|
)
|
|
$
|
104
|
|
|
$
|
(2,194
|
)
|
Six months ended June 30, 2017 compared with the same period in 2016
|
$
|
478
|
|
|
$
|
(540
|
)
|
|
$
|
(5,341
|
)
|
|
$
|
183
|
|
|
$
|
(5,220
|
)
|
•
|
a $1.0 million decrease from the Disposed Properties;
|
•
|
a $0.3 million decrease from Redland I; and
|
•
|
a $0.3 million increase from the NOVA build-to-suit.
|
•
|
a $2.6 million decrease from the Disposed Properties;
|
•
|
a $0.4 million decrease from Redland I; and
|
•
|
a $0.6 million increase from the NOVA build-to-suit.
|
|
Reporting Segment
|
||||||||||||||||||
(dollars in thousands)
|
Washington, D.C.
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Total
|
||||||||||
(Decrease) increase in tenant reimbursements and other revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||
Three months ended June 30, 2017 compared with the same period in 2016
|
$
|
(45
|
)
|
|
$
|
(264
|
)
|
|
$
|
(630
|
)
|
|
$
|
28
|
|
|
$
|
(911
|
)
|
Six months ended June 30, 2017 compared with the same period in 2016
|
$
|
(61
|
)
|
|
$
|
(677
|
)
|
|
$
|
(2,009
|
)
|
|
$
|
(11
|
)
|
|
$
|
(2,758
|
)
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
Property operating
|
$
|
8,350
|
|
|
$
|
8,543
|
|
|
$
|
18,307
|
|
|
$
|
20,080
|
|
|
$
|
(193
|
)
|
|
(2
|
)%
|
|
$
|
(1,773
|
)
|
|
(9
|
)%
|
Real estate taxes and insurance
|
$
|
4,459
|
|
|
$
|
4,920
|
|
|
$
|
9,120
|
|
|
$
|
10,136
|
|
|
$
|
(461
|
)
|
|
(9
|
)%
|
|
$
|
(1,016
|
)
|
|
(10
|
)%
|
•
|
a $0.7 million decrease from the Disposed Properties;
|
•
|
a $0.1 million decrease from Redland I; and
|
•
|
a $0.3 million increase from the NOVA build-to-suit.
|
|
Reporting Segment
|
||||||||||||||||||
(dollars in thousands)
|
Washington, D.C.
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Total
|
||||||||||
Increase (decrease) in property operating expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Three months ended June 30, 2017 compared with the same period in 2016
|
$
|
255
|
|
|
$
|
180
|
|
|
$
|
(628
|
)
|
|
$
|
—
|
|
|
$
|
(193
|
)
|
Six months ended June 30, 2017 compared with the same period in 2016
|
$
|
422
|
|
|
$
|
(396
|
)
|
|
$
|
(1,988
|
)
|
|
$
|
189
|
|
|
$
|
(1,773
|
)
|
|
Reporting Segment
|
||||||||||||||||||
(dollars in thousands)
|
Washington, D.C.
|
|
Maryland
|
|
Northern Virginia
|
|
Southern Virginia
|
|
Total
|
||||||||||
(Decrease) increase in real estate taxes and insurance expense:
|
|
|
|
|
|
|
|
|
|
||||||||||
Three months ended June 30, 2017 compared with the same period in 2016
|
$
|
(242
|
)
|
|
$
|
(70
|
)
|
|
$
|
(221
|
)
|
|
$
|
72
|
|
|
$
|
(461
|
)
|
Six months ended June 30, 2017 compared with the same period in 2016
|
$
|
(323
|
)
|
|
$
|
(17
|
)
|
|
$
|
(777
|
)
|
|
$
|
101
|
|
|
$
|
(1,016
|
)
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
General and administrative
|
$
|
6,214
|
|
|
$
|
4,305
|
|
|
$
|
10,712
|
|
|
$
|
8,884
|
|
|
$
|
1,909
|
|
|
44
|
%
|
|
$
|
1,828
|
|
|
21
|
%
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
Depreciation and amortization
|
$
|
13,845
|
|
|
$
|
15,141
|
|
|
$
|
28,411
|
|
|
$
|
30,147
|
|
|
$
|
(1,296
|
)
|
|
(9
|
)%
|
|
$
|
(1,736
|
)
|
|
(6
|
)%
|
•
|
a $1.3 million decrease from the Disposed Properties;
|
•
|
a $0.5 million decrease from Redland I; and
|
•
|
a $2.3 million decrease from the Disposed Properties;
|
•
|
a $0.5 million decrease from Redland I; and
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Impairment of rental property
|
$
|
—
|
|
|
$
|
2,772
|
|
|
$
|
—
|
|
|
$
|
2,772
|
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
Interest expense
|
$
|
6,053
|
|
|
$
|
6,568
|
|
|
$
|
12,397
|
|
|
$
|
13,384
|
|
|
$
|
(515
|
)
|
|
(8
|
)%
|
|
$
|
(987
|
)
|
|
(7
|
)%
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
Six Months
|
||||||||||||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
|
|
Percent
|
|
|
|
Percent
|
||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Change
|
|
Change
|
|
Change
|
|
Change
|
||||||||||||||
Equity in earnings of affiliates
|
$
|
477
|
|
|
$
|
663
|
|
|
$
|
4,700
|
|
|
$
|
1,219
|
|
|
$
|
(186
|
)
|
|
(28
|
)%
|
|
$
|
3,481
|
|
|
286
|
%
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
(Gain) loss on sale of rental property
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(42,799
|
)
|
|
$
|
1,155
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Loss on debt extinguishment
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
48
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
|
||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||||||
Net loss (income) attributable to noncontrolling interests
|
$
|
123
|
|
|
$
|
390
|
|
|
$
|
(1,762
|
)
|
|
$
|
537
|
|
|
(dollars in thousands)
|
Three Months Ended
June 30, 2017 |
|
Three Months Ended
June 30, 2016 |
|
Same Property
(1)
|
|||||||||||||||||||||||||
Revenues:
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
$ Change
|
|
% Change
|
|||||||||||||||
Rental
|
$
|
28,317
|
|
|
$
|
1,043
|
|
|
$
|
29,360
|
|
|
$
|
28,192
|
|
|
$
|
3,362
|
|
|
$
|
31,554
|
|
|
$
|
125
|
|
|
0.4
|
|
Tenant reimbursements and other
(3)
|
5,565
|
|
|
463
|
|
|
6,028
|
|
|
5,443
|
|
|
1,496
|
|
|
6,939
|
|
|
122
|
|
|
2.2
|
|
|||||||
Total revenues
|
33,882
|
|
|
1,506
|
|
|
35,388
|
|
|
33,635
|
|
|
4,858
|
|
|
38,493
|
|
|
247
|
|
|
0.7
|
|
|||||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Property
(4)
|
7,712
|
|
|
638
|
|
|
8,350
|
|
|
7,621
|
|
|
922
|
|
|
8,543
|
|
|
91
|
|
|
1.2
|
|
|||||||
Real estate taxes and insurance
|
4,330
|
|
|
129
|
|
|
4,459
|
|
|
4,147
|
|
|
773
|
|
|
4,920
|
|
|
183
|
|
|
4.4
|
|
|||||||
Total operating expenses
|
12,042
|
|
|
767
|
|
|
12,809
|
|
|
11,768
|
|
|
1,695
|
|
|
13,463
|
|
|
274
|
|
|
2.3
|
|
|||||||
Net operating income
|
$
|
21,840
|
|
|
$
|
739
|
|
|
22,579
|
|
|
$
|
21,867
|
|
|
$
|
3,163
|
|
|
25,030
|
|
|
$
|
(27
|
)
|
|
(0.1
|
)
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
General and administrative expenses
|
|
|
|
|
(6,214
|
)
|
|
|
|
|
|
(4,305
|
)
|
|
|
|
|
|||||||||||||
Depreciation and amortization
|
|
|
|
|
(13,845
|
)
|
|
|
|
|
|
(15,141
|
)
|
|
|
|
|
|||||||||||||
Impairment of rental property
|
|
|
|
|
—
|
|
|
|
|
|
|
(2,772
|
)
|
|
|
|
|
|||||||||||||
Total other expenses income
|
|
|
|
|
(5,348
|
)
|
|
|
|
|
|
(4,804
|
)
|
|
|
|
|
|||||||||||||
Net loss
|
|
|
|
|
$
|
(2,828
|
)
|
|
|
|
|
|
$
|
(1,992
|
)
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
Three Months Ended
June 30, 2017 |
|
Three Months Ended
June 30, 2016 |
|
Same Property
(1)
|
|||||||||||||||||||||||||
Net Operating Income by Segment:
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
$ Change
|
|
% Change
|
|||||||||||||||
Washington, D.C.
|
$
|
6,627
|
|
|
$
|
(61
|
)
|
|
$
|
6,566
|
|
|
$
|
6,744
|
|
|
$
|
(149
|
)
|
|
$
|
6,595
|
|
|
$
|
(117
|
)
|
|
(1.7
|
)
|
Maryland
|
6,916
|
|
|
(48
|
)
|
|
6,868
|
|
|
6,925
|
|
|
918
|
|
|
7,843
|
|
|
(9
|
)
|
|
(0.1
|
)
|
|||||||
Northern Virginia
|
3,121
|
|
|
943
|
|
|
4,064
|
|
|
3,077
|
|
|
2,493
|
|
|
5,570
|
|
|
44
|
|
|
1.4
|
|
|||||||
Southern Virginia
|
5,176
|
|
|
(95
|
)
|
|
5,081
|
|
|
5,121
|
|
|
(99
|
)
|
|
5,022
|
|
|
55
|
|
|
1.1
|
|
|||||||
Total
|
$
|
21,840
|
|
|
$
|
739
|
|
|
$
|
22,579
|
|
|
$
|
21,867
|
|
|
$
|
3,163
|
|
|
$
|
25,030
|
|
|
$
|
(27
|
)
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
Weighted Average Occupancy for the
Three Months Ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Same Properties
|
92.5
|
%
|
|
92.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented. Same property results for the three months ended
June 30, 2017
and
2016
exclude the operating results of all disposed properties and the results of the following non-same properties that were owned as of
June 30, 2017
: Redland I and the NOVA build-to-suit.
|
(2)
|
Includes property operating results for Redland I, the NOVA build-to-suit and all properties that were disposed of prior to
June 30, 2017
. Also includes an administrative overhead allocation, which was replaced by a normalized management fee for comparative purposes, and termination fee income.
|
(3)
|
Excludes termination fee income for comparative purposes.
|
(4)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
(dollars in thousands)
|
Six Months Ended
June 30, 2017 |
|
Six Months Ended
June 30, 2016 |
|
Same Property
(1)
|
|||||||||||||||||||||||||
Revenues:
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
$ Change
|
|
% Change
|
|||||||||||||||
Rental
|
$
|
56,788
|
|
|
$
|
3,390
|
|
|
$
|
60,178
|
|
|
$
|
55,971
|
|
|
$
|
9,427
|
|
|
$
|
65,398
|
|
|
$
|
817
|
|
|
1.5
|
|
Tenant reimbursements and other
(3)
|
11,752
|
|
|
1,282
|
|
|
13,034
|
|
|
12,098
|
|
|
3,694
|
|
|
15,792
|
|
|
(346
|
)
|
|
(2.9
|
)
|
|||||||
Total revenues
|
68,540
|
|
|
4,672
|
|
|
73,212
|
|
|
68,069
|
|
|
13,121
|
|
|
81,190
|
|
|
471
|
|
|
0.7
|
|
|||||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Property
(4)
|
16,709
|
|
|
1,598
|
|
|
18,307
|
|
|
16,841
|
|
|
3,239
|
|
|
20,080
|
|
|
(132
|
)
|
|
(0.8
|
)
|
|||||||
Real estate taxes and insurance
|
8,688
|
|
|
432
|
|
|
9,120
|
|
|
8,318
|
|
|
1,818
|
|
|
10,136
|
|
|
370
|
|
|
4.4
|
|
|||||||
Total operating expenses
|
25,397
|
|
|
2,030
|
|
|
27,427
|
|
|
25,159
|
|
|
5,057
|
|
|
30,216
|
|
|
238
|
|
|
0.9
|
|
|||||||
Net operating income
|
$
|
43,143
|
|
|
$
|
2,642
|
|
|
45,785
|
|
|
$
|
42,910
|
|
|
$
|
8,064
|
|
|
50,974
|
|
|
$
|
233
|
|
|
0.5
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
General and administrative expenses
|
|
|
|
|
(10,712
|
)
|
|
|
|
|
|
(8,884
|
)
|
|
|
|
|
|||||||||||||
Depreciation and amortization
|
|
|
|
|
(28,411
|
)
|
|
|
|
|
|
(30,147
|
)
|
|
|
|
|
|||||||||||||
Impairment of rental property
|
|
|
|
|
—
|
|
|
|
|
|
|
(2,772
|
)
|
|
|
|
|
|||||||||||||
Total other (expenses) income
|
|
|
|
|
35,539
|
|
|
|
|
|
|
(11,264
|
)
|
|
|
|
|
|||||||||||||
Net income (loss)
|
|
|
|
|
$
|
42,201
|
|
|
|
|
|
|
$
|
(2,093
|
)
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
Six Months Ended
June 30, 2017 |
|
Six Months Ended
June 30, 2016 |
|
Same Property
(1)
|
|||||||||||||||||||||||||
Net Operating Income by Segment:
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
Same Property
(1)
|
|
Non-Same Property
(2)
|
|
All Properties
|
|
$ Change
|
|
% Change
|
|||||||||||||||
Washington, D.C.
|
$
|
12,974
|
|
|
$
|
(113
|
)
|
|
$
|
12,861
|
|
|
$
|
12,934
|
|
|
$
|
(391
|
)
|
|
$
|
12,543
|
|
|
$
|
40
|
|
|
0.3
|
|
Maryland
|
13,794
|
|
|
672
|
|
|
14,466
|
|
|
13,545
|
|
|
1,725
|
|
|
15,270
|
|
|
249
|
|
|
1.8
|
|
|||||||
Northern Virginia
|
6,404
|
|
|
2,271
|
|
|
8,675
|
|
|
6,268
|
|
|
6,992
|
|
|
13,260
|
|
|
136
|
|
|
2.2
|
|
|||||||
Southern Virginia
|
9,971
|
|
|
(188
|
)
|
|
9,783
|
|
|
10,163
|
|
|
(262
|
)
|
|
9,901
|
|
|
(192
|
)
|
|
(1.9
|
)
|
|||||||
Total
|
$
|
43,143
|
|
|
$
|
2,642
|
|
|
$
|
45,785
|
|
|
$
|
42,910
|
|
|
$
|
8,064
|
|
|
$
|
50,974
|
|
|
$
|
233
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
Weighted Average Occupancy for the
Six Months Ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Same Properties
|
92.3
|
%
|
|
92.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented. Same property results for the six months ended
June 30, 2017
and
2016
exclude the operating results of all disposed properties and the results of the following non-same properties that were owned as of
June 30, 2017
: Redland I and the NOVA build-to-suit.
|
(2)
|
Includes property operating results for Redland I, the NOVA build-to-suit and all properties that were disposed of prior to
June 30, 2017
. Also includes an administrative overhead allocation, which was replaced by a normalized management fee for comparative purposes, and termination fee income.
|
(3)
|
Excludes termination fee income for comparative purposes.
|
(4)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented.
|
(2)
|
Excludes termination fee income for comparative purposes.
|
(3)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented. Same property results exclude the results of the following non-same property that was owned as of
June 30, 2017
: Redland I.
|
(2)
|
Excludes termination fee income for comparative purposes.
|
(3)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented. Same property results exclude the results of the following non-same property that was owned as of June 30, 2017: the NOVA build-to-suit.
|
(2)
|
Excludes termination fee income for comparative purposes.
|
(3)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
(1)
|
Same property comparisons are based upon those consolidated properties owned and in-service for the entirety of the periods presented.
|
(2)
|
Excludes termination fee income for comparative purposes.
|
(3)
|
Same property operating expenses have been adjusted to reflect a normalized management fee in lieu of an administrative overhead allocation for comparative purposes.
|
Covenants
|
Quarter Ended June 30, 2017
|
|
Covenant
|
Consolidated Total Leverage Ratio
(1)
|
46.1%
|
|
≤ 60%
|
Tangible Net Worth
(1)
|
$812,503
|
|
≥ $601,202
|
Fixed Charge Coverage Ratio
(1)
|
3.15x
|
|
≥ 1.50x
|
Maximum Dividend Payout Ratio
|
40.2%
|
|
≤ 95%
|
|
|
|
|
Restricted Indebtedness:
|
|
|
|
Maximum Secured Debt
|
21.0%
|
|
≤ 40%
|
Unencumbered Pool Leverage
(1)
|
41.8%
|
|
≤ 60%
|
Unencumbered Pool Interest Coverage Ratio
(1)
|
5.54
|
|
≥ 1.75x
|
(1)
|
These are the only covenants that apply to our Northern Virginia Construction Loan, which are calculated in accordance with the amended, restated and consolidated unsecured revolving credit facility.
|
|
Six Months Ended June 30,
|
|
|||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
Change
|
||||||
Net cash provided by operating activities
|
$
|
23,376
|
|
|
$
|
31,879
|
|
|
$
|
(8,503
|
)
|
Net cash provided by investing activities
|
82,250
|
|
|
83,183
|
|
|
(933
|
)
|
|||
Net cash used in financing activities
|
(105,281
|
)
|
|
(114,886
|
)
|
|
9,605
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net (loss) income attributable to common shareholders
|
$
|
(2,705
|
)
|
|
$
|
(5,491
|
)
|
|
$
|
40,439
|
|
|
$
|
(9,597
|
)
|
Add: Depreciation and amortization:
|
|
|
|
|
|
|
|
||||||||
Rental property
|
13,845
|
|
|
15,141
|
|
|
28,411
|
|
|
30,147
|
|
||||
Unconsolidated joint ventures
|
700
|
|
|
895
|
|
|
1,571
|
|
|
1,776
|
|
||||
Impairment of rental property
|
—
|
|
|
2,772
|
|
|
—
|
|
|
2,772
|
|
||||
(Gain) loss on sale of rental property
|
—
|
|
|
—
|
|
|
(42,799
|
)
|
|
1,155
|
|
||||
Gain on sale of rental property owned through unconsolidated joint ventures
(1)
|
—
|
|
|
—
|
|
|
(3,797
|
)
|
|
—
|
|
||||
Net (loss) income attributable to noncontrolling interests in the Operating Partnership
|
(123
|
)
|
|
(294
|
)
|
|
1,762
|
|
|
(427
|
)
|
||||
FFO available to common shareholders and unitholders
|
11,717
|
|
|
13,023
|
|
|
25,587
|
|
|
25,826
|
|
||||
Dividends on preferred shares
|
—
|
|
|
794
|
|
|
—
|
|
|
3,042
|
|
||||
Issuance costs of redeemed preferred shares
(2)
|
—
|
|
|
3,095
|
|
|
—
|
|
|
4,999
|
|
||||
FFO
|
$
|
11,717
|
|
|
$
|
16,912
|
|
|
$
|
25,587
|
|
|
$
|
33,867
|
|
Weighted average common shares and Operating Partnership units outstanding – basic
|
60,234
|
|
|
60,155
|
|
|
60,207
|
|
|
60,151
|
|
||||
Weighted average common shares and Operating Partnership units outstanding – diluted
|
60,544
|
|
|
60,230
|
|
|
60,486
|
|
|
60,232
|
|
(1)
|
Reflects our proportionate share of the gain on sale of Aviation Business Park and Rivers Park I and II, which were sold by the unconsolidated joint ventures that owned the respective properties in March 2017. For more information, see note
5
,
Investment in Affiliates
, in the notes to our condensed consolidated financial statements.
|
(2)
|
Represents original issuance costs associated with the 7.750% Series A Preferred Shares that were redeemed during the periods presented.
|
Maturity Date
|
|
Notional
Amount
|
|
Interest Rate
Contractual
Component
|
|
Fixed LIBOR
Interest Rate
|
|||
July 2017
|
|
$
|
30,000
|
|
|
LIBOR
|
|
2.093
|
%
|
July 2017
|
|
30,000
|
|
|
LIBOR
|
|
2.093
|
%
|
|
July 2017
|
|
25,000
|
|
|
LIBOR
|
|
1.129
|
%
|
|
July 2017
|
|
12,500
|
|
|
LIBOR
|
|
1.129
|
%
|
|
July 2017
|
|
50,000
|
|
|
LIBOR
|
|
0.955
|
%
|
|
July 2018
|
|
12,500
|
|
|
LIBOR
|
|
1.383
|
%
|
|
July 2018
|
|
30,000
|
|
|
LIBOR
|
|
1.660
|
%
|
|
July 2018
|
|
25,000
|
|
|
LIBOR
|
|
1.394
|
%
|
|
July 2018
|
|
25,000
|
|
|
LIBOR
|
|
1.135
|
%
|
|
Total/Weighted Average
|
|
$
|
240,000
|
|
|
|
|
1.442
|
%
|
•
|
being required, under certain circumstances, to pay GOV a termination fee $25 million or reimburse GOV’s transaction expenses up to $5 million;
|
•
|
incurrence of substantial costs in connection with the proposed Transaction, such as legal, accounting, financial advisory, filing, printing and mailing fees;
|
•
|
diversion of management focus and resources from operational matters and other strategic opportunities while working to implement the Transaction; and
|
•
|
reputational harm due to the adverse perception of any failure to successfully complete the Transaction.
|
Period
|
Total Number of
Shares
Purchased
|
|
Average Price
Paid Per Share
(1)
|
|
Total Number Of
Shares Purchased
As Part Of Publicly
Announced Plans
Or Programs
|
|
Maximum Number
Of Shares That May
Yet Be Purchased
Under The Plans Or
Programs
|
|||||
April 1, 2017 through April 30, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
May 1, 2017 through May 31, 2017
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
June 1, 2017 through June 30, 2017
|
1,669
|
|
|
11.00
|
|
|
—
|
|
|
—
|
|
|
Total
|
1,669
|
|
|
$
|
11.00
|
|
|
—
|
|
|
—
|
|
(1)
|
The price paid per share is based on the closing price of our common shares as of the date of the determination of the statutory minimum federal income tax.
|
No.
|
|
Description
|
2.1
|
|
Agreement and Plan of Merger, dated as of June 27, 2017, among Government Properties Income Trust, GOV NEW OPPTY REIT, GOV NEW OPPTY LP, First Potomac Realty Trust and First Potomac Realty Investment Limited Partnership (Incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No. 001-31824) filed on June 28, 2017).
|
3.1
|
|
First Amended and Restated Declaration of Trust of the Company (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-11 (Registration No. 333-107172) filed on October 1, 2003).
|
3.2
|
|
Articles Supplementary designating the Company’s 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares, liquidation preference $25.00 per share, par value $0.001 per share (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 8-A filed on January 18, 2011 (File No. 001-31824)).
|
3.3
|
|
Articles Supplementary establishing additional shares of the Company’s 7.750% Series A Cumulative Redeemable Perpetual Preferred Shares, liquidation preference $25.00 per share, par value $0.001 per share (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 14, 2012 (File No. 001-31824)).
|
3.4
|
|
Articles of Amendment of the First Amended and Restated Declaration of Trust (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-31824) filed on May 25, 2017).
|
3.5
|
|
Third Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K and Form 8-K/A (File No. 001-31824) filed on May 25, 2017 and May 26, 2017).
|
3.6
|
|
First Amendment to Third Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-31824) filed on June 28, 2017).
|
4.1
|
|
Form of share certificate evidencing the Company’s Common Shares (Incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3 (Registration No. 333-120821) filed on November 30, 2004).
|
31.1*
|
|
Section 302 Certification of Chief Executive Officer.
|
31.2*
|
|
Section 302 Certification of Chief Financial Officer.
|
32.1**
|
|
Section 906 Certification of Chief Executive Officer.
|
32.2**
|
|
Section 906 Certification of Chief Financial Officer.
|
101*
|
|
XBRL (Extensible Business Reporting Language). The following materials from the First Potomac Realty Trust’s Quarterly Report on Form 10-Q for the period ended June 30, 2017, formatted in XBRL: (i) Consolidated Balance Sheets as of June 30, 2017 (unaudited) and December 31, 2016; (ii) Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2017 and 2016; (iii) Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three and six months ended June 30, 2017 and 2016; (iv) Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2017 and 2016; and (v) Notes to Condensed Consolidated Financial Statements (unaudited).
|
|
|
*
|
Filed herewith.
|
**
|
Furnished herewith.
|
|
|
|
|
FIRST POTOMAC REALTY TRUST
|
|
|
|
||
Date: July 27, 2017
|
|
|
|
/s/ Robert Milkovich
|
|
|
|
|
Robert Milkovich
|
|
|
|
|
President, Chief Executive Officer and Chief Operating Officer
|
|
|
|
||
Date: July 27, 2017
|
|
|
|
/s/ Andrew P. Blocher
|
|
|
|
|
Andrew P. Blocher
|
|
|
|
|
Executive Vice President, Chief Financial Officer and Treasurer
|
1 Year First Potomac Chart |
1 Month First Potomac Chart |
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