THOMAS PROPERTIES GROUP INC - FORM 8-K - EX-99.1 - SUPPLEMENTAL FINANCIAL INFORMATION FOR THE QUARTER ENDED DECEMBER 31, 2012

Attached files

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EX-99.2 - PRESS RELEASE - THOMAS PROPERTIES GROUP INC	exhibit992-er12312012.htm
8-K - 8-K - THOMAS PROPERTIES GROUP INC	a2012q4earningsreleasecove.htm

Exhibit 99.1

Thomas Properties Group, Inc.

Supplemental Financial Information

For the Quarter Ended December 31, 2012

Thomas Properties Group, Inc.

Supplemental Financial Information

For the Quarter Ended December 31, 2012

TABLE OF CONTENTS




Corporate
Company Background	1

Supplemental Financial Information
Operating and Financial Information	2
Consolidated Statements of Operations	3
Consolidated Balance Sheets	4
Unconsolidated Real Estate Entities Statements of Operations	5
Unconsolidated Real Estate Entities Balance Sheets	6
After Tax Cash Flow (ATCF) (Non-GAAP)	7
Investment Advisory, Management, Leasing and Development Services	9
Portfolio Data	11
Debt Summary	17
Capital Structure	19
Other Information	20

This supplemental financial information, together with other statements and information publicly disseminated by Thomas Properties Group, Inc., contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements reflect management’s current views with respect to financial results related to future events. Such statements are also based on assumptions and expectations which may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial or otherwise, may differ from the results discussed in the forward-looking statements. Management does not undertake any obligation to update information provided in forward-looking statements other than regularly scheduled releases of information. A discussion of some of the factors that may affect our future results is set forth under the captions “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in our annual reports on Form 10-K and our quarterly reports on Form 10-Q, which are filed with the Securities and Exchange Commission.

Thomas Properties Group, Inc.

Supplemental Financial Information

COMPANY BACKGROUND

Thomas Properties Group, Inc. (“TPGI”) is a full-service real estate operating company that owns, acquires, develops and manages primarily office, as well as mixed-use and residential properties on a nationwide basis. Our company’s primary areas of focus are the acquisition and ownership of interests in premier properties, property development and redevelopment, and investment and property management activities.

Our Property Portfolio

Our properties are located in Southern California and Sacramento, California; Philadelphia, Pennsylvania; Northern Virginia; Houston, Texas; and Austin, Texas. As of December 31, 2012, we owned interests in and asset managed 17 operating properties with 10.3 million rentable square feet and provided leasing, asset and/or property management services on behalf of third parties for an additional five operating properties with 2.6 million rentable square feet.

Our Partnerships and Joint Ventures

Our sponsorship of partnerships and joint ventures provides us with institutional capital for investment as well as the opportunity to earn fees for asset management, property management, leasing and other services.

TPG/CalSTRS, LLC (“TPG/CalSTRS”) is a value-add/core-plus joint venture with the California State Teachers’ Retirement System (“CalSTRS”), which has total capital commitments of $511.7 million of which $2.9 million and $10.9 million is currently unfunded by CalSTRS and us, respectively. This joint venture, in which our operating partnership, Thomas Properties Group, L.P. (“TPG”), is the managing member, currently owns six office properties.

TPG/CalSTRS Austin, LLC is a joint venture between TPG Austin Partner, LLC and CalSTRS, in which each partner owns 50.0%. TPG Austin Partner, LLC, the managing member, is a joint venture between our operating partnership, TPG, and Madison International Realty ("Madison"), which have ownership interests of 66.7% and 33.3%, respectively. During September 2012, TPG/CalSTRS Austin, LLC acquired the eight properties in Austin, Texas formerly owned by TPG-Austin Portfolio Syndication Partner JV LP, an entity in which TPG had a 6.25% interest. TPG's effective ownership interest in the Austin properties is 33.3%.

Estimated Net Asset Value Workbook (NAV Workbook)

Along with this Supplemental Financial Information, we are making available a Net Asset Value (NAV) Workbook to facilitate a calculation of an estimated NAV per share for TPGI. The NAV Workbook (in the form of a Microsoft Excel file) can be found on our website, www.tpgre.com, in the Supplemental Financial Information section of the Investor Relations tab. The NAV Workbook presents information from this Supplemental Financial Information, and allows the insertion of capitalization rates and multiples which are used to calculate an estimated NAV for specific portions of our business. The resulting values and a calculation of NAV per share are then summarized in the NAV Workbook.

Recent Events

Real Estate Sales:

In November 2012, TPG/CalSTRS sold a 14.18 acre parcel of land located adjacent to CityWestPlace in Houston, Texas, for $30.9 million. Proceeds from this transaction totaled $29.0 million, after closing costs, of which TPG's share was $7.3 million.

In December 2012, TPG redeemed a 49% interest in 2121 Market Street and sold the adjacent 2100 JFK Boulevard parking lot for total consideration of $12.4 million. Net proceeds to TPG from this transaction totaled $12.1 million. TPG retained a 1.0% limited partnership interest in 2121 Market Street.

Subsequent Events:

In January 2013, TPG completed the sale of two land parcels totaling 17.5 acres at Four Points Centre in Austin, Texas, for $4.9 million. TPG received net proceeds from this transaction of $1.1 million after a $3.7 million paydown of the Four Points Centre mortgage debt.

Thomas Properties Group, Inc.

Supplemental Financial Information

OPERATING AND FINANCIAL INFORMATION

Financial Measures

This supplemental financial information includes certain financial measures prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) under the full consolidation accounting method, and certain non- GAAP financial measures. We believe the non-GAAP financial measures provide supplemental information helpful to an understanding of our results of operations and financial condition. Along with net income, we use After Tax Cash Flow (“ATCF”), to report operating results. ATCF is a non-GAAP financial measure and may not be directly comparable to similarly-titled measures reported by other companies. Although this financial measure is not presented in accordance with GAAP, we believe this measure assists investors in understanding our business and operating results by providing useful supplemental data regarding the underlying economics of our business operations because operating results presented under GAAP may include items that are nonrecurring or not necessarily relevant to ongoing operations, or are difficult to forecast for future periods. Management uses non-GAAP financial measures to review our company’s operating results for comparative purposes with respect to previous periods or forecasts, and also to evaluate future prospects. Our investors can also use non-GAAP financial measures as supplementary information to evaluate operating performance. Our non-GAAP financial measures are not intended to be performance measures that should be regarded as alternatives to, or more meaningful than, our GAAP financial measures. Non-GAAP financial measures have limitations as they do not include all items of income and expense that affect our operations, and accordingly should always be considered as supplemental to our financial results presented in accordance with GAAP. See pages 7 and 8 for a discussion of ATCF and a reconciliation of ATCF to net income (loss).

Unconsolidated Real Estate Entities Statements of Operations and Unconsolidated Real Estate Entities Balance Sheets

We have made investments in which our economic ownership is less than 100% as a means of procuring additional investment opportunities and sharing risk. A significant amount of our business activity has been conducted through our unconsolidated investments. Included in this supplemental financial information are combined statements of operations and combined balance sheets for our unconsolidated real estate entities. We believe this information is useful to investors as this provides information regarding the operations and financial position of the unconsolidated investments. We present the results of our unconsolidated investments at 100% and at our proportionate share of ownership. Our management considers the performance of our unconsolidated investments as a contributing factor to our operating performance for purposes of financial planning and making operating decisions. We believe this presentation of the performance of our unconsolidated investments is helpful to investors in understanding and evaluating our current operating performance as well as for purposes of period-to-period comparisons. See pages 5 - 6 of this supplemental financial information.

Thomas Properties Group, Inc. Supplemental Financial Information CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share data)

	Three months ended						Twelve months ended
	December 31,						December 31,
	2012			2011			2012			2011
	(unaudited)			(unaudited)			(unaudited)			(audited)
Revenues:
Rental	$	7,626		$	7,460		$	30,969		$	29,693
Tenant reimbursements	5,195			5,386			20,941			22,437
Parking and other	741			734			3,012			2,959
Investment advisory, management, leasing and development services	1,914			831			4,583			8,520
Investment advisory, management, leasing and development services- unconsolidated real estate entities	3,779			4,172			15,688			17,862
Reimbursement of property personnel costs	1,043			1,421			5,183			5,810
Condominium sales	5,974			1,578			10,240			7,700
Total revenues	26,272			21,582			90,616			94,981
Expenses:
Property operating and maintenance	6,126			6,205			24,324			24,589
Real estate and other taxes	1,909			1,853			7,536			7,469
Investment advisory, management, leasing and development services	3,833			2,842			12,461			12,754
Reimbursable property personnel costs	1,043			1,421			5,183			5,810
Cost of condominium sales	4,878			1,049			8,129			5,091
Interest	4,188			4,309			16,847			17,938
Depreciation and amortization	3,919			3,434			15,701			13,622
General and administrative	4,725			3,632			17,749			15,434
Impairment loss	12,745			8,095			12,745			8,095
Total expenses	43,366			32,840			120,675			110,802
Interest income	22			10			74			35
Equity in net income (loss) of unconsolidated real estate entities	(1,059		)	21,889			(3,672		)	19,951
Gain (loss) on sale of real estate	—			1,258			—			1,258
Income (loss) before income taxes and noncontrolling interests	(18,131		)	11,899			(33,657		)	5,423
Benefit (provision) for income taxes	17			428			385			1,429
Net income (loss)	(18,114		)	12,327			(33,272		)	6,852
Noncontrolling interests' share of net (income) loss:
Unitholders in the Operating Partnership	3,864			(3,263		)	7,681			(1,500		)
Partners in consolidated real estate entities	863			1,004			195			508
	4,727			(2,259		)	7,876			(992		)
TPGI's share of net income (loss)	$	(13,387	)	$	10,068		$	(25,396	)	$	5,860
Income (loss) per share-basic and diluted	$	(0.29	)	$	0.27		$	(0.61	)	$	0.16
Weighted average common shares-basic	45,594,590			36,647,394			41,631,796			36,619,558
Weighted average common shares-diluted	45,594,590			36,865,327			41,631,796			36,865,286

Thomas Properties Group, Inc. Supplemental Financial Information CONSOLIDATED BALANCE SHEETS (in thousands)

	December 31, 2012		December 31, 2011			December 31, 2012			December 31, 2011
	(unaudited)		(audited)			(unaudited)			(audited)
ASSETS					LIABILITIES AND EQUITY
Investments in real estate:					Liabilities:
Operating properties, net	$	270,487	$	265,270	Mortgage loans	$	281,375		$	289,523
Land improvements—development properties, net	57,944		76,876		Accounts payable and other liabilities, net	20,195			18,172
	328,431		342,146		Unrecognized tax benefits	8,027			14,012
					Losses and distributions in excess of investments in unconsolidated real estate entities
Condominium units held for sale	37,891		45,217			10,084			2,538
Investments in unconsolidated real estate entities	106,210		11,372		Prepaid rent	1,784			2,116
Cash and cash equivalents, unrestricted	76,689		79,320		Deferred revenue	10,566			903
Restricted cash	11,611		10,616		Below market rents, net	124			259
Rents and other receivables, net	1,825		1,903		Obligations associated with land held for sale	—			27
Receivables from unconsolidated real estate entities	2,347		2,918		Total liabilities	332,155			327,550
Deferred rents	18,994		17,866
Deferred leasing and loan costs, net	10,716		12,283		Equity:
Above market rents, net	191		399		Stockholders’ equity:
Deferred tax asset, net of valuation allowance	8,027		13,737		Common stock	461			371
Other assets, net	3,223		3,329		Limited voting stock	123			123
Assets associated with land held for sale	4,837		4,417		Additional paid-in capital	258,780			208,473
Total assets	$	610,992	$	545,523	Retained deficit and dividends, including $- and $20 of other comprehensive income as of December 31, 2012 and 2011, respectively
						(83,635		)	(55,472		)
					Total stockholders’ equity	175,729			153,495
					Noncontrolling interests:
					Unitholders in the Operating Partnership	44,154			52,983
					Partners in consolidated real estate entities	58,954			11,495
					Total noncontrolling interests	103,108			64,478
					Total equity	278,837			217,973
					Total liabilities and equity	$	610,992		$	545,523

Thomas Properties Group, Inc.

Supplemental Financial Information

UNCONSOLIDATED REAL ESTATE ENTITIES STATEMENTS OF OPERATIONS

(in thousands)

(unaudited)

The following are the combined statements of operations of our unconsolidated real estate entities for the three and twelve months ended December 31, 2012 and 2011, and TPGI 's share of such amounts.



	Combined Total												TPGI's Share
	Three months ended						Twelve months ended						Three months ended						Twelve months ended
	December 31,						December 31,						December 31,						December 31,
	2012			2011			2012			2011			2012			2011			2012			2011
Revenues:
Rental	$	38,747		$	36,281		$	152,044		$	150,453		$	9,032		$	4,913		$	24,498		$	20,002
Tenant reimbursements	21,664			20,878			82,546			77,511			4,936			2,620			12,662			9,270
Parking and other	7,543			7,340			30,108			27,545			1,536			982			4,264			3,627
Total revenues	67,954			64,499			264,698			255,509			15,504			8,515			41,424			32,899
Expenses:
Property operating and maintenance	27,653			27,530			107,590			100,470			4,836			3,221			14,122			11,652
Real estate and other taxes	9,257			8,442			35,756			32,397			2,465			1,150			6,161			4,262
Interest	20,229			24,221			96,819			95,769			4,950			2,541			13,092			10,122
Depreciation and amortization	24,427			22,522			88,662			92,211			5,935			2,487			13,213			10,011
Impairment loss	2,400			12,600			2,400			12,600			600			3,150			600			3,150
Total expenses	83,966			95,315			331,227			333,447			18,786			12,549			47,188			39,197
Income (loss) from continuing operations	(16,012		)	(30,816		)	(66,529		)	(77,938		)	(3,282		)	(4,034		)	(5,764		)	(6,298		)
Gain (loss) on disposition of real estate	14,210			621			(45,866		)	621			3,553			155			2,265			155
Discontinued operations:
Net income (loss) from discontinued operations before gains on disposition of real estate and gain on extinguishment on debt and impairment loss	85			(363		)	237			663			32			2,122			947			820
Gain (loss) on disposition of real estate	103			98,752			142			98,752			25			25,589			710			25,587
Gain (loss) on early extinguishment of debt	—			—			—			6,661			—			—			—			1,630
Impairment loss	—			(7,773		)	(5,020		)	(12,759		)	—			(1,943		)	(314		)	(1,943		)
Net income (loss)	$	(1,614	)	$	60,421		$	(117,036	)	$	16,000		$	328		$	21,889		$	(2,156	)	$	19,951
Noncontrolling interests' share of TPG Austin Partner, LLC													(1,387		)	—			(1,516		)	—
TPGI's share of equity in net income (loss) of unconsolidated real estate entities													$	(1,059	)	$	21,889		$	(3,672	)	$	19,951

Thomas Properties Group, Inc.

Supplemental Financial Information

UNCONSOLIDATED REAL ESTATE ENTITIES BALANCE SHEETS

(in thousands)

(unaudited)

The following are the combined balance sheets of our unconsolidated real estate entities as of December 31, 2012 and 2011, and TPGI 's share of such amounts.



	Combined Total				TPGI's Share
	December 31,				December 31,
	2012		2011		2012		2011
ASSETS
Investments in real estate, net	$	1,564,068	$	1,709,601	$	369,192	$	161,868
Cash and cash equivalents, unrestricted	28,629		24,262		5,994		3,473
Restricted cash	16,797		22,259		5,172		2,310
Rents and other receivables, net	7,028		2,880		1,540		526
Above market rents, net	1,528		5		509		—
Deferred rents	63,770		79,474		7,679		9,416
Deferred leasing and loan costs, net	135,928		91,838		36,481		9,989
Other assets	4,884		5,490		811		666
Assets associated with discontinued operations	219		205,584		33		31,919
Total assets	$	1,822,851	$	2,141,393	$	427,411	$	220,167

LIABILITIES AND EQUITY
Mortgage loans	$	1,376,344	$	1,574,071	$	336,702	$	176,021
Accounts and interest payable and other liabilities	69,701		61,951		16,116		4,578
Below market rents, net	32,229		33,333		10,046		2,629
Prepaid rent and deferred revenue	6,399		9,982		1,667		2,378
Liabilities associated with discontinued operations	169		154,737		15		25,727
Total liabilities	1,484,842		1,834,074		364,546		211,333
Equity	338,009		307,319		62,865		8,834
Total liabilities and equity	$	1,822,851	$	2,141,393	$	427,411	$	220,167

Thomas Properties Group, Inc.

Supplemental Financial Information

AFTER TAX CASH FLOW (ATCF) (NON-GAAP)

(in thousands, except share and per share data)

(unaudited)

We define ATCF as net income (loss) excluding the following items: i) deferred income tax expense (benefit); ii) noncontrolling interests; iii) non-cash charges for depreciation, amortization and asset impairment; iv) amortization of loan costs; v) non-cash compensation expense; vi) the adjustment to recognize rental revenues using the straight-line method; vii) the adjustments to rental revenue to reflect the fair market value of rent; and viii) gain from extinguishment of debt. Our management utilizes ATCF data in assessing performance of our business operations in period to period comparisons and for financial planning purposes. ATCF should be considered only as a supplement to net income as a measure of our performance. ATCF should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. ATCF also should not be used as a substitute for cash flow from operating activities (computed in accordance with GAAP).

Reconciliation of Net Income (Loss) to ATCF:



	For the three months ended December 31, 2012														For the three months ended December 31, 2011
				Plus Unconsolidated Investments at TPGI's Share					Less Non-Controlling Interest Share- Continuing Operations									Plus Unconsolidated Investments at TPGI's Share
	Consolidated			Continuing Operations			Discontinued Operations		Less Non-Controlling Interest Share- Continuing Operations			TPGI's Share			Consolidated			Continuing Operations			Discontinued Operations			TPGI's Share
Net income (loss)	$	(13,387	)	$	—		$	—	$	—		$	(13,387	)	$	10,068		$	—		$	—		$	10,068
Income tax (benefit) provision	(17		)	—			—		—			(17		)	(428		)	—			—			(428		)
Noncontrolling interests - unitholders in the Operating Partnership	(3,864		)	—			—		—			(3,864		)	3,263			—			—			3,263
Depreciation and amortization	3,919			8,065			—		(2,130		)	9,854			3,434			2,487			548			6,469
Amortization of loan costs	142			(69		)	—		33			106			170			76			40			286
Non-cash compensation expense	169			—			—		—			169			238			—			—			238
Straight-line rent adjustments	66			(590		)	—		192			(332		)	20			27			(51		)	(4		)
Adjustments to reflect the fair market value of rent	41			(943		)	—		293			(609		)	7			(221		)	(29		)	(243		)
Impairment loss	12,745			600			—		—			13,345			8,095			3,150			1,943			13,188
Gain from extinguishment of debt	—			—			—		—			—			—			—			(1,297		)	(1,297		)
Gain on foreclosure of real estate	—			—			—		—			—			—			—			(7,506		)	(7,506		)
ATCF before income taxes	$	(186	)	$	7,063		$	—	$	(1,612	)	$	5,265		$	24,867		$	5,519		$	(6,352	)	$	24,034

TPGI's share of ATCF before income taxes (1)	$	(146	)	$	5,557		$	—	$	(1,268	)	$	4,143		$	18,568		$	4,121		$	(4,743	)	$	17,946
TPGI's income tax refund (expense) - current	(20		)	—			—		—			(20		)	(64		)	—			—			(64		)
TPGI's share of ATCF	$	(166	)	$	5,557		$	—	$	(1,268	)	$	4,123		$	18,504		$	4,121		$	(4,743	)	$	17,882

ATCF per share - basic												$	0.09											$	0.49
ATCF per share - diluted												$	0.09											$	0.49
Dividends paid per share												$	0.02											$	0.015
Weighted average common shares outstanding - basic												45,594,590												36,647,394
Weighted average common shares outstanding - diluted												45,983,130												36,865,327

(1) Based on an interest in our operating partnership of 78.68% and 74.67% for the three months ended December 31, 2012 and 2011, respectively.

Thomas Properties Group, Inc.

Supplemental Financial Information

AFTER TAX CASH FLOW (ATCF) (NON-GAAP)

(in thousands, except share and per share data)

(unaudited)

Reconciliation of Net Income (Loss) to ATCF:



	For the twelve months ended December 31, 2012															For the twelve months ended December 31, 2011
				Plus Unconsolidated Investments at TPGI's Share						Less Non-Controlling Interest Share- Continuing Operations									Plus Unconsolidated Investments at TPGI's Share
	Consolidated			Continuing Operations			Discontinued Operations			Less Non-Controlling Interest Share- Continuing Operations			TPGI's Share			Consolidated			Continuing Operations			Discontinued Operations			TPGI's Share
Net income (loss)	$	(25,396	)	$	—		$	—		$	—		$	(25,396	)	$	5,860		$	—		$	—		$	5,860
Income tax (benefit) provision	(385		)	—			—			—			(385		)	(1,429		)	—			—			(1,429		)
Noncontrolling interests - unitholders in the Operating Partnership	(7,681		)	—			—			—			(7,681		)	1,500			—			—			1,500
Depreciation and amortization	15,701			15,568			490			(2,355		)	29,404			13,622			10,011			2,655			26,288
Amortization of loan costs	582			118			42			33			775			750			292			135			1,177
Non-cash compensation expense	1,404			—			—			—			1,404			898			—			—			898
Straight-line rent adjustments	(230		)	(707		)	(20		)	226			(731		)	(150		)	(145		)	(352		)	(647		)
Adjustments to reflect the fair market value of rent	72			(1,532		)	(31		)	293			(1,198		)	23			(1,017		)	(28		)	(1,022		)
Impairment loss	12,745			600			—			—			13,345			8,095			3,150			1,943			13,188
Gain from extinguishment of debt	—			—			—			—			—			—			—			(1,630		)	(1,630		)
Gain on foreclosure of real estate	—			—			—			—			—			—			—			(7,506		)	(7,506		)
ATCF before income taxes	$	(3,188	)	$	14,047		$	481		$	(1,803	)	$	9,537		$	29,169		$	12,291		$	(4,783	)	$	36,677

TPGI's share of ATCF before income taxes (1)	$	(2,456	)	$	10,820		$	371		$	(1,389	)	$	7,346		$	21,792		$	9,183		$	(3,574	)	$	27,401
TPGI's income tax refund (expense) - current	88			—			—			—			88			(221		)	—			—			(221		)
TPGI's share of ATCF	$	(2,368	)	$	10,820		$	371		$	(1,389	)	$	7,434		$	21,571		$	9,183		$	(3,574	)	$	27,180

ATCF per share - basic													$	0.18											$	0.74
ATCF per share - diluted													$	0.18											$	0.74
Dividends paid per share													$	0.065											$	0.015
Weighted average common shares outstanding - basic													41,631,796												36,619,558
Weighted average common shares outstanding - diluted													42,004,936												36,865,286

(1) Based on an interest in our operating partnership of 77.03% and 74.71% for the twelve months ended December 31, 2012 and 2011, respectively.

Thomas Properties Group, Inc.

Supplemental Financial Information

INVESTMENT ADVISORY, MANAGEMENT, LEASING AND DEVELOPMENT SERVICES

(in thousands)

(unaudited)



Three months ended December 31, 2012	Property Management Fees		Development Services Fees		Leasing Fees		Investment Advisory Fees		Total Fees
Source of revenues:
Consolidated real estate entities	$	441	$	175	$	205	$	67	$	888
Unconsolidated real estate entities	1,974		228		1,673		1,309		5,184
Unaffiliated real estate entities	556		38		1,218		102		1,914
Total investment advisory, management, leasing and development services revenue	$	2,971	$	441	$	3,096	$	1,478	7,986
Investment advisory, management, leasing and development services expenses									(3,833		)
Net investment advisory, management, leasing and development services income									$	4,153

Reconciliation to GAAP presentation:
Total investment advisory, management, leasing and development services revenue									$	7,986
Elimination of intercompany fee revenues									(2,293		)
Investment advisory, management, leasing and development services revenue, as reported									$	5,693

Three months ended December 31, 2011
Source of revenues:
Consolidated real estate entities	$	491	$	66	$	177	$	69	$	803
Unconsolidated real estate entities	2,332		767		315		1,383		4,797
Unaffiliated real estate entities	483		152		106		89		830
Total investment advisory, management, leasing and development services revenue	$	3,306	$	985	$	598	$	1,541	6,430
Investment advisory, management, leasing and development services expenses									(2,842		)
Net investment advisory, management, leasing and development services income									$	3,588

Reconciliation to GAAP presentation:
Total investment advisory, management, leasing and development services revenue									$	6,430
Elimination of intercompany fee revenues									(1,427		)
Investment advisory, management, leasing and development services revenue, as reported									$	5,003

Thomas Properties Group, Inc.

Supplemental Financial Information

INVESTMENT ADVISORY, MANAGEMENT, LEASING AND DEVELOPMENT SERVICES

(in thousands)

(unaudited)



Twelve months ended December 31, 2012	Property Management Fees		Development Services Fees		Leasing Fees		Investment Advisory Fees		Total Fees
Source of revenues:
Consolidated real estate entities	$	1,755	$	476	$	640	$	268	$	3,139
Unconsolidated real estate entities	8,282		792		5,008		4,864		18,946
Unaffiliated real estate entities	2,012		293		1,926		352		4,583
Total investment advisory, management, leasing and development services revenue	$	12,049	$	1,561	$	7,574	$	5,484	26,668
Investment advisory, management, leasing and development services expenses									(12,461		)
Net investment advisory, management, leasing and development services income									$	14,207

Reconciliation to GAAP presentation:
Total investment advisory, management, leasing and development services revenue									$	26,668
Elimination of intercompany fee revenues									(6,397		)
Investment advisory, management, leasing and development services revenue, as reported									$	20,271

Twelve months ended December 31, 2011
Source of revenues:
Consolidated real estate entities	$	1,740	$	190	$	679	$	271	$	2,880
Unconsolidated real estate entities	9,461		1,522		4,242		5,647		20,872
Unaffiliated real estate entities	1,778		1,126		942		4,502		8,348
Total investment advisory, management, leasing and development services revenue	$	12,979	$	2,838	$	5,863	$	10,420	32,100
Investment advisory, management, leasing and development services expenses									(12,754		)
Net investment advisory, management, leasing and development services income									$	19,346

Reconciliation to GAAP presentation:
Total investment advisory, management, leasing and development services revenue									$	32,100
Elimination of intercompany fee revenues									(5,718		)
Investment advisory, management, leasing and development services revenue, as reported									$	26,382

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA

Our Operating Properties



		As of December 31, 2012					TPGI's Share (1) (in thousands except square footage)
	Location	Rentable Square Feet (2)	Percent Leased		TPGI's Percentage Interest		Rentable Square Feet	Twelve Months Ended December 31, 2012 Adjusted Historical NOI - Cash Basis (3)		Current Annualized NOI (4)		Pro-Forma Annualized NOI at 95% Occupancy (5)		Currently Committed Leasing Capital Costs (6)			Estimated Incremental Leasing Capital Costs (6)			Net Current Assets			Encumbrances at December 31, 2012
Consolidated Operating Properties
One Commerce Square (7)	Philadelphia, PA	942,866	94.1	%	75.0	%	707,150	$	13,885	$	15,385	$	15,533	$	(2,830	)	$	(478	)	$	—		$	139,100
Two Commerce Square (7)	Philadelphia, PA	953,276	81.4		75.0		714,957	12,201		11,144		13,348		(1,746		)	(7,130		)	—			115,124
Four Points Centre	Austin, TX	193,862	89.6		100.0		193,862	30		2,772		2,927		(2,665		)	(505		)	—			26,453		(8)
Subtotal Consolidated Operating Properties		2,090,004	87.9				1,615,969	26,116		29,301		31,808		(7,241		)	(8,113		)	—			280,677

Joint Venture Operating Properties
TPG/CalSTRS, Joint Venture:
City National Plaza	Los Angeles, CA	2,496,084	87.5		7.9		198,127	3,281		3,909		4,252		(996		)	(1,043		)	(9		)	27,821
San Felipe Plaza	Houston, TX	980,472	87.3		25.0		245,118	3,040		3,352		3,738		(2,105		)	(754		)	(610		)	27,500
CityWestPlace	Houston, TX	1,473,020	99.0		25.0		368,255	5,570		6,713		6,441		(467		)	—			1,169			53,474
Fair Oaks Plaza	Fairfax, VA	179,688	84.9		25.0		44,922	672		682		787		(1		)	(205		)	(72		)	11,075
Subtotal TPG/CalSTRS Joint Venture		5,129,264	90.7				856,422	12,563		14,656		15,218		(3,569		)	(2,002		)	478			119,870

TPG/CalSTRS Austin, Joint Venture:
Frost Bank Tower	Austin, TX	535,078	94.8		33.3		178,358	4,480		4,997		5,008		(30		)	(24		)	(976		)	50,000
300 West 6^th Street	Austin, TX	454,225	83.5		33.3		151,407	2,829		3,688		4,159		(315		)	(1,047		)	(1,300		)	42,333
San Jacinto Center	Austin, TX	410,248	81.7		33.3		136,748	2,210		2,779		3,233		(76		)	(1,089		)	(1,002		)	33,666
One Congress Plaza	Austin, TX	518,385	86.9		33.3		172,793	2,934		3,182		3,518		(142		)	(839		)	(1,559		)	42,666
One American Center	Austin, TX	503,951	75.3		33.3		167,982	1,517		2,273		3,034		(104		)	(1,985		)	(2,205		)	40,000
Westech 360 I-IV (9)	Austin, TX	175,529	58.2		33.3		58,509	413		337		639		(22		)	(603		)	(41		)	—
Park Centre (9)	Austin, TX	203,193	80.0		33.3		67,730	445		457		599		(4		)	(285		)	(219		)	—
Great Hills Plaza (9)	Austin, TX	139,252	95.7		33.3		46,417	342		597		592		(17		)	—			(124		)	—
Subtotal TPG/CalSTRS Austin, Joint Venture		2,939,861	83.3				979,944	15,170		18,310		20,782		(710		)	(5,872		)	(7,426		)	208,665
Total / Average		10,159,129	88.0	%			3,452,335	$	53,849	$	62,267	$	67,808	$	(11,520	)	$	(15,987	)	$	(6,948	)	$	609,212

Properties Subject to Special Servicer Oversight (10)
Reflections I	Reston, VA	123,546	—	%	25.0	%	30,887																$	5,130
Reflections II	Reston, VA	64,253	—		25.0		16,063																2,137
		187,799					46,950																$	7,267

Footnotes on following page.

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA - CONTINUED

Footnotes to Portfolio Data on previous page:


(1)	TPGI's share information set forth in the table on the previous page is calculated by multiplying the applicable data for each property by our percentage ownership of each property with certain exceptions for Commerce Square (see footnote 7 below).


(2)	For purposes of the table on the previous page, both on-site and off-site parking is excluded. Total portfolio square footage includes office properties and mixed-use space (including retail).


(3)	Adjusted historical net operating income (“NOI”) - cash basis represents the sum of (in thousands):



	Twelve Months Ended December 31, 2012
Rental, tenant reimbursements, and parking and other revenue	$	54,922
Property operating and maintenance expenses and real estate taxes	(31,860		)
Consolidated Net Operating Income	23,062

Rental, tenant reimbursements, and parking and other revenue	41,424
Property operating and maintenance expenses and real estate taxes	(20,283		)
TPGI's Share of Net Operating Income	21,141

Adjustments:
Straight line and other GAAP rent adjustments	(1,878		)
Free rent granted and termination fees earned for the period	3,896
Net operating (income) loss from development and other properties	1,101
Net operating (income) loss from properties subject to special servicer oversight	89
Elimination of intercompany revenues and expenses	(2,132		)
Adjustment to revenues and operating expenses for change in ownership interest in Austin (a)	8,570
Adjusted Historical Net Operating Income - Cash Basis	$	53,849
(a) Adjusted Historical NOI reflects the Austin portfolio at 33.33%.


(4)	Current annualized net operating income represents the sum of i) TPGI's share of net operating income for the month of January 2013, annualized; and ii) the annual straight-line rent adjustment for existing leases which were in place as of December 31, 2012, calculated as if the leases began on December 31, 2012.

(5)

For properties that are less than 95% leased, pro-forma annualized net operating income represents the sum of i) current annualized net operating income, and ii) an upward adjustment to net operating income based on current market rent to achieve 95% occupancy. For properties that are more than 95% leased, pro-forma annualized net operating income represents the sum of i) current annualized net operating income, and ii) a downward adjustment to net operating income based on average in place rent to achieve 95% occupancy.


(6)	Currently committed leasing capital costs represent existing contractual obligations for tenant improvement and leasing commission costs for leases in place as of December 31, 2012. Estimated incremental leasing capital costs represents capital expenditures, including tenant improvements and leasing commissions, expected to be spent to achieve 95% occupancy.

(7)

Brandywine Realty Trust ("BDN") has a 25% preferred equity position in the partnerships that own Commerce Square. BDN had an obligation to contribute a total of $25.0 million in the form of preferred equity to the partnerships, of which $19.1 million had been contributed as of December 31, 2012, with the balance contributed in January 2013. The preferred equity, which earns a preferred return of 9.25%, is being invested in a value-enhancement program designed to increase rental rates and occupancy at Commerce Square. Although TPGI's percentage interest has been reflected as 75%, the NOI amounts, leasing and capital cost amounts, and encumbrances are reflected at 100% and the preferred equity balances and accrued preferred returns, of $12.2 million and $8.5 million have been included in the encumbrances of One Commerce Square and Two Commerce Square, respectively.


(8)	An additional $4.2 million may be borrowed under this loan.


(9)	These assets are being marketed for sale.


(10)	Borrower did not make the debt service payment due in February, 2013. The loan servicer has not taken any formal action in response.

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA - CONTINUED

Lease Expirations

The following table presents a summary of lease expirations for our portfolio for leases in place at December 31, 2012, plus available space. This table assumes that none of the tenants exercise renewal options or early termination rights, if any, at or prior to the scheduled expirations. Annualized net rent is based on the current net rent per leased square foot and excludes the effect of GAAP deferred rent adjustments and parking and other revenues.



TPGI's Share of Consolidated and Unconsolidated Properties' Lease Expirations
Year	Rentable Square Feet of Expiring Leases	Percentage of Aggregate Square Feet		Current Annualized Net Rent Per Leased Square Foot		Annualized Net Rent Per Leased Square Foot at Expiration
Vacant	476,708	13.6	%	$	—	$	—
2013	231,983	6.6		18.05		18.49
2014	339,415	9.7		17.12		21.46
2015	483,631	13.8		16.96		23.87
2016	217,899	6.2		18.66		20.92
2017	358,266	10.2		16.68		22.77
2018	225,767	6.5		9.26		20.01
2019	125,000	3.6		18.62		25.23
2020	350,501	10.0		15.23		22.79
2021	267,843	7.7		16.45		22.00
2022	146,862	4.2		14.23		25.64
Thereafter	275,410	7.9		9.20		27.11
Total/Weighted Average	3,499,285	100.0	%	$	15.56	$	22.70

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA - CONTINUED

Lease Activity



	TPGI's Share
	For the Three Months Ended
	December 31, 2012			September 30, 2012			June 30, 2012			March 31, 2012			December 31, 2011
Retention (square feet):
Retained tenants	67,564			59,147			63,226			10,401			104,131
Leases expired	108,250			101,973			106,563			24,709			148,700
Retention %	62.4		%	58.0		%	59.3		%	42.1		%	70.0		%

All Leases Signed (square feet)	208,223			182,528			78,378			39,258			132,270
Weighted Average Lease Term (years):	7.4			7.6			7.8			6.4			8.0
Weighted Average Free Rent Term (months):	2.5			4.7			4.2			3.8			3.2
Total Capital Costs Committed (per square foot per lease year) (1):
New leases	$	5.85		$	6.92		$	5.16		$	6.69		$	7.12
Renewals	$	3.42		$	1.73		$	2.47		$	4.08		$	3.83
Combined	$	4.79		$	6.20		$	3.32		$	6.06		$	6.97

Quarterly Leasing Spread:
New leases	78,469			61,488			17,333			23,260			76,757
Renewals	63,082			32,637			56,866			8,504			8,681
Total Leases Subject to Comparison (square feet)	141,551			94,125			74,199			31,764			85,438

New Leases/Expansions:
Expiring Cash Rental Rate	$	18.52		$	21.38		$	17.73		$	16.97		$	10.54
Initial Cash Rental Rate	$	17.48		$	20.21		$	21.61		$	18.60		$	15.42
Increase (decrease) %	(5.6		)%	(5.5		)%	21.9		%	9.6		%	46.3		%

Expiring GAAP Rental Rate	$	17.05		$	19.82		$	16.66		$	16.11		$	9.89
New GAAP Rental Rate	$	18.55		$	21.84		$	22.36		$	21.28		$	12.75
Increase (decrease) %	8.8		%	10.2		%	34.2		%	32.1		%	28.9		%

Renewals of Existing Leased Space:
Expiring Cash Rental Rate	$	15.64		$	16.63		$	14.91		$	15.71		$	25.46
Initial Cash Rental Rate	$	18.52		$	21.60		$	15.36		$	20.71		$	27.18
Increase (decrease) %	18.4		%	29.9		%	3.0		%	31.8		%	6.8		%

Expiring GAAP Rental Rate	$	16.40		$	15.75		$	13.88		$	14.15		$	19.10
New GAAP Rental Rate	$	23.46		$	22.45		$	16.61		$	24.23		$	16.96
Increase (decrease) %	43.0		%	42.5		%	19.7		%	71.2		%	(11.2		)%

Combined:
Expiring Cash Rental Rate	$	17.22		$	19.71		$	15.56		$	16.64		$	12.06
Initial Cash Rental Rate	$	17.94		$	20.69		$	16.82		$	19.17		$	16.61
Increase (decrease) %	4.2		%	5.0		%	8.1		%	15.2		%	37.7		%

Expiring GAAP Rental Rate	$	16.75		$	18.39		$	14.52		$	15.59		$	10.82
New GAAP Rental Rate	$	20.74		$	22.05		$	17.95		$	22.07		$	13.18
Increase (decrease) %	23.8		%	19.9		%	23.6		%	41.6		%	21.8		%

(1) Includes tenant improvements and leasing commissions.

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA - CONTINUED

($ in thousands except for average amounts)

Our Development Properties



						Entitlements		TPGI's Share as of December 31, 2012
	Location	TPGI's Percentage Interest		Number of Acres	Potential Property Types	Square Feet	Status	Costs Incurred to Date (1)		Average Cost Per Square Foot			Loan Balance
Pre-Development
Campus El Segundo (2)	El Segundo, CA	100	%	23.9	Office/ Retail/ R&D/ Hotel	1,700,000	Entitled	$	45,119	$	26.54		$	14,500
Four Points Centre (3)	Austin, TX	100		232.5	Office/ Retail/ R&D/ Hotel	1,165,000	Entitled	12,825		11.01			—
CityWestPlace land	Houston, TX	25		9.9	Office/ Retail/ Residential	500,000	Entitled	1,520		12.16		(4)	—
						3,365,000		$	59,464	$	19.03		$	14,500

Condominium Units Held for Sale

As of December 31, 2012

Location

TPGI's Percentage Interest (5)

Description

Number of Units Sold To Date

Total Square Feet Sold To Date

Average Sales Price Per Square Foot Sold To Date

Number of Units Remaining To Be Sold (6)

Total Square Feet Remaining To Be Sold

List Price Per Square Foot to Be Sold (7)

Book Carrying Value

Loan Balance

Murano

Philadelphia, PA

73%

43-story for-sale condominium project containing 302 units. Certificates of occupancy received for 100% of units

251

281,316

$522

70,009

$498 to $1,254

37,891

6,941


(1)	Inclusive of any capitalized interest and net of any impairment charges.


(2)	The 23.9 acres at Campus El Segundo are under contract to be sold including a marketing center building and athletic facility naming rights. The buyer is performing due diligence, and has the right to cancel the contract. The amount reflected above under "costs incurred to date" excludes costs associated with the marketing center and naming rights.


(3)	In January 2013, TPG completed the sale of two land parcels totaling 17.5 acres at Four Points Centre, for $4.9 million. Additional parcels are being targeted for sale.


(4)	Average cost per square foot on City West Place land is based on total costs incurred to date of $6.1 million, including TPGI's share of $1.5 million.

(5)

We consolidate our Murano residential condominium project which we control. Our unaffiliated partner's interest is reflected in our consolidated balance sheets under the "Noncontrolling Interests" caption. Our partner has a stated ownership interest of 27%. After full repayment of the Murano mortgage loan, which has a balance of $6.9 million at December 31, 2012, net proceeds from the project will be distributed, to the extent available, based on an order of preferences described in the partnership agreement. The Company anticipates that we will receive distributions, if any, in excess of our stated 73% ownership interest according to these distribution preferences.


(6)	Of the 51 units remaining to sell as of December 31, 2012, 47 units are on high-rise floors with superior views. Subsequent to December 31, 2012, we entered into contracts for sale for four additional units. These contracts are subject to a buyer rescission period.


(7)	The average list price per square foot is $677.

Thomas Properties Group, Inc.

Supplemental Financial Information

PORTFOLIO DATA - CONTINUED

Our Managed Properties

We provide leasing, asset and/or property management services on behalf of third parties for the following properties:



Managed Properties	Location	Rentable Square Feet	Percent Leased		Managed by TPG since
800 South Hope Street	Los Angeles, CA	242,176	98.5	%	2000
CalEPA Headquarters	Sacramento, CA	950,939	100.0		2000
1835 Market Street	Philadelphia, PA	686,503	84.4		2002
816 Congress	Austin, TX	433,024	75.6		2011
Austin Centre	Austin, TX	326,335	75.7		2011
Total/Weighted Average		2,638,977	88.8	%

Thomas Properties Group, Inc.

Supplemental Financial Information

DEBT SUMMARY

(in thousands)



	As of December 31, 2012
Mortgages Loans	Interest Rate		Principal Amount		TPGI's Share of Principal Amount		Maturity Date	Maturity Date at End of Extension Options
2013 Maturity Date at End of Extension Options
Two Commerce Square (1)	6.3	%	$	106,612	$	79,959	5/9/2013	5/9/2013
Murano mortgage loan (2)	4.0	%	6,941		6,941		12/15/2013	12/15/2013
Subtotal - 2013 maturities			113,553		86,900
2014 Maturity Date at End of Extension Options
Campus El Segundo (3)	4.0	%	14,500		14,500		10/31/2013	10/31/2014
Subtotal - 2014 maturities			14,500		14,500
2015 Maturity Date at End of Extension Options
Reflections I	5.2	%	20,521		5,130		4/1/2015	4/1/2015
Reflections II	5.2	%	8,548		2,137		4/1/2015	4/1/2015
Four Points Centre (4)	3.8	%	26,453		26,453		7/31/2014	7/31/2015
Subtotal - 2015 maturities			55,522		33,720
2016 and Thereafter- Maturity Date at End of Extension Options
City National Plaza - note payable to former partner	5.8	%	500		40		1/4/2016	1/4/2016
One Commerce Square	5.7	%	126,869		95,152		1/6/2016	1/6/2016
CityWestPlace (Buildings I & II)	6.2	%	119,122		29,781		7/6/2016	7/6/2016
Fair Oaks Plaza	5.5	%	44,300		11,075		2/9/2017	2/9/2017
Frost Bank Tower	6.1	%	150,000		50,000		6/11/2017	6/11/2017
One Congress Plaza	6.1	%	128,000		42,666		6/11/2017	6/11/2017
300 West 6th Street	6.0	%	127,000		42,333		6/11/2017	6/11/2017
One American Center	6.0	%	120,000		40,000		6/11/2017	6/11/2017
San Jacinto Center	6.0	%	101,000		33,666		6/11/2017	6/11/2017
San Felipe Plaza	4.8	%	110,000		27,500		12/1/2018	12/1/2018
CityWestPlace (Buildings III & IV)	5.0	%	94,772		23,693		3/5/2020	3/5/2020
City National Plaza - senior mortgage loan	5.9	%	350,000		27,781		7/1/2020	7/1/2020
Subtotal - 2016 and thereafter maturities			1,471,563		423,687
Total			$	1,655,138	$	558,807
Weighted average interest rate at December 31, 2012	5.8	%

Footnotes on following page

Thomas Properties Group, Inc.

Supplemental Financial Information

DEBT SUMMARY - CONTINUED

Footnotes to Debt Summary on previous page:

In connection with some of the loans listed in the Debt Summary, our operating partnership is subject to customary non-recourse carve out obligations, in the case of consolidated assets; and TPG/CalSTRS is subject to customary non-recourse carve out obligations in the case of certain joint venture assets.


(1)	The Two Commerce Square mortgage loan is scheduled to mature on May 9, 2013. We have executed a loan application with a lender for an amount of $112.0 million, which is $5.4 million in excess of the outstanding balance. We locked an interest rate at 3.96%. The lender is performing their due diligence. The new loan, which would have a 10-year term, could fund as early as March 9, 2013.

(2)

The Murano loan bears interest at the one-month LIBOR plus 3.75% and matures on December 15, 2013. Repayment of this loan is being made with proceeds from the sales of condominium units. On June 30, 2013, the loan is subject to a maximum balance of $4.3 million. Based on two units that have settled subsequent to December 31, 2012, and four additional units scheduled to settle in February and March, 2013, the loan balance will be reduced to approximately $4.0 million.


(3)	The Campus El Segundo mortgage loan has an October 31, 2013 maturity date with one remaining twelve month extension. The second extension which extended the loan to October 31, 2013 is subject to a $2.5 million principal paydown, which the lender deferred from October 31, 2012 to April 30, 2013. We have guaranteed this loan.

(4)

The Four Points Centre loan bears interest at LIBOR plus 3.50%. As of December 31, 2012, the loan has an unfunded balance of $4.2 million which is available to fund any remaining project costs. The loan has a one-year extension option at our election subject to certain conditions. The option to extend is subject to (1) a loan-to-value ratio and a minimum appraised land ratio of 62.5%, and (2) the adjusted net operating income of the property and improvements as a percentage of the outstanding principal balance must be at least 10.0%. If these requirements are not met, we can pay down the principal balance in an amount sufficient to satisfy these requirements. The debt yield is calculated by dividing the net operating income of the property by the outstanding principal balance of the loan. Through December 31, 2012, the property has generated net operating losses.

Beginning in August, 2014, we are required to pay down the loan balance by $42,000 each month. We have guaranteed completion of the tenant improvements and 46.5% of the balance of the outstanding principal balance and interest payable on the loan, which results in a maximum guarantee of $12.3 million as of December 31, 2012. We have agreed to certain financial covenants on this loan as the guarantor, which we were in compliance with as of December 31, 2012. We have also provided additional collateral of approximately 62.4 acres of fully entitled unimproved land, which is immediately adjacent to the office buildings.

Subsequent to December 31, 2012, we sold two land parcels at Four Points Centre, resulting in a $3.7 million paydown of the loan. The remaining collateral of fully entitled unimproved land adjacent to the office buildings is approximately 44.9 acres.

Thomas Properties Group, Inc.

Supplemental Financial Information

CAPITAL STRUCTURE

(in thousands, except share data)

The following is the capital structure of TPGI as of December 31, 2012:



Debt		Aggregate Principal
Mortgage loans		$	281,375
Company share of unconsolidated debt		336,702
Total combined debt		$	618,077

Equity	Shares/Units Outstanding	Market Value (1)
Common stock	46,126,481	$	249,544
Operating partnership units (2)	12,537,431	67,828
Total common equity	58,663,912	$	317,372
Total consolidated market capitalization		$	598,747
Total combined market capitalization (3)		$	935,449


(1)	Based on the closing price of $5.41 per share of TPGI common stock on December 31, 2012.


(2)	Includes operating partnership units and both vested and unvested incentive units as of December 31, 2012.


(3)	Includes TPGI's share of debt of unconsolidated real estate entities.

Thomas Properties Group, Inc.

Supplemental Financial Information

OTHER INFORMATION

Principal Corporate Office

Thomas Properties Group, Inc.

515 South Flower Street

Sixth Floor

Los Angeles, CA 90071

Phone: (213) 613-1900

Fax: (213) 633-4760

www.tpgre.com

The information contained on our website is not incorporated herein by reference and does not constitute a part of this supplemental financial information.



Investor Relations	Transfer Agent and Registrar	Stock Market Listing
Diana M. Laing	Computershare Trust Company	NASDAQ: TPGI
Chief Financial Officer	P.O. Box 43078
515 South Flower Street	Providence, RI 02940-3078
Sixth Floor	Phone: (781) 575-2879
Los Angeles, CA 90071
Phone: (213) 613-1900
E-mail: dlaing@tpgre.com

Board of Directors and Executive Officers



James A. Thomas		Chairman, President and CEO
John R. Sischo		Co-Chief Operating Officer and Director
Paul S. Rutter		Co-Chief Operating Officer and General Counsel
Randall L. Scott		Executive Vice President and Director
Thomas S. Ricci		Executive Vice President
Diana M. Laing		Chief Financial Officer and Secretary
Todd L. Merkle		Chief Investment Officer
Robert D. Morgan		Senior Vice President, Accounting and Administration
R. Bruce Andrews		Director
Bradley H. Carroll		Director
Edward D. Fox		Director
John L. Goolsby		Director
Winston H. Hickox		Director

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