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8-K - 8-K - BRANDYWINE REALTY TRUSTbdnform8k-12312014.htm


 
Company / Investor Contact:
     Marge Boccuti
     Manager, Investor Relations
     610-832-7702
     marge.boccuti@bdnreit.com

Brandywine Realty Trust Announces $0.30 FFO per Diluted Share for the Fourth Quarter 2014 and
$1.34 for 2014; Increases 2015 Guidance Range to $1.39 - $1.48 per Diluted Share

Radnor, PA, February 4, 2015 - Brandywine Realty Trust (NYSE:BDN), a real estate investment trust focused on the ownership, management and development of urban, town center office properties in the mid-Atlantic region and other select markets throughout the United States, today reported its financial and operating results for the three and twelve-month periods ended December 31, 2014.

“During 2014, we made excellent progress on our operating platform, development projects and balance sheet goals,” stated Gerard H. Sweeney, President and Chief Executive Officer for Brandywine Realty Trust. “We achieved our operating goals, including our portfolio being over 91% occupied and 93% leased. We significantly lowered our forward leasing rollover through our early renewal program as well as significantly lengthened our lease terms. Our development projects, including FMC Tower at Cira Centre South in Philadelphia, Pennsylvania and Encino Trace in Austin, Texas, continue to make good progress and will be key drivers for continued growth. Our August common equity offering and subsequent liability management transactions, including our first 15 year unsecured bond issuance, help strengthen the Company’s balance sheet to support our 2015 business plan. Based on our continued solid operating performance, we are increasing the lower end our 2015 FFO guidance range by $0.01 from $1.38 to $1.48 per diluted share to $1.39 to $1.48 per diluted share.”

Financial Highlights - Fourth Quarter
Funds from Operations (FFO) available to common shares and units in the fourth quarter of 2014 totaled $54.1 million or $0.30 per diluted share versus $46.8 million or $0.29 per diluted share in the fourth quarter of 2013. FFO for the fourth quarter of 2014 was impacted by a $5.1 million loss on the early extinguishment of debt and $0.4 million of various transaction costs. FFO for the fourth quarter of 2013 was impacted by a $1.0 million loss on the early extinguishment of debt and $1.8 million of various transaction costs. Our fourth quarter 2014 payout ratio ($0.15 common share distribution / $0.30 FFO per diluted share) was 50.0%.

Net loss allocated to common shares totaled $3.6 million or ($0.02) per share in the fourth quarter of 2014 compared to a net income of $19.0 million or $0.12 per diluted share in the fourth quarter of 2013.

In the fourth quarter of 2014, due to our accelerated renewal program, our revenue maintaining capital expenditures totaled $32.9 million which along with other adjustments to FFO, resulted in $19.7 million or $0.11 per diluted share of Cash Available for Distribution (CAD). In the fourth quarter of 2013, our revenue maintaining capital expenditures totaled $20.0 million and resulted in $24.2 million or $0.15 per diluted share of CAD. Our fourth quarter 2014 CAD payout ratio was 136% ($0.15 common share distribution / $0.11 CAD per diluted share).

Our weighted-average fully-diluted shares and units outstanding increased to 182.1 million from 160.0 million for the three months ended December 31, 2014 and 2013, respectively.

Financial Highlights - Full Year 2014
Our FFO available to common shares and units in 2014 totaled $227.7 million or $1.34 per diluted share versus $210.4 million or $1.35 per diluted share in 2013. FFO for 2014 was impacted by (i) $8.9 million loss on the early extinguishment of debt (ii) G&A expense includes $0.6 million due to employee severance costs, (iii) $1.2 million

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gain on the sale of a vacant land parcel, (iv) $0.8 million of unrecovered weather-related costs, primarily snow removal, and (v) $0.7 million of transaction costs associated with various jointventure and wholly-owned acquisitions. FFO for 2013 was impacted by a $2.2 million loss on the early extinguishment of debt and $2.1 million of various transaction costs included within G&A expense. Our 2014 FFO payout ratio ($0.60 common share distribution / $1.35 FFO per diluted share) was 44.4%.

Net loss allocated to common shares totaled ($0.3) million or $0.00 per diluted share in 2014 compared to net income of $35.5 million or $0.23 per diluted share in 2013.

In 2014, our revenue maintaining capital expenditures totaled $84.4 million which along with other adjustments to FFO, resulted in $117.0 million or $0.69 per diluted share of CAD. In 2013, we incurred $67.0 million of revenue maintaining capital expenditures which resulted in $114.8 million, or $0.73 per diluted share of CAD. Our 2014 CAD payout ratio was 87.0% ($0.60 common share distribution / $0.69 CAD per diluted share).

Our weighted-average fully-diluted shares and units outstanding increased to 169.4 million from 156.2 million for 2014 and 2013, respectively.

Portfolio Highlights
At December 31, 2014, our core portfolio of 193 properties comprising 23.3 million square feet was 91.4% occupied and we are now 93.3% leased (reflecting new leases commencing after December 31, 2014).

In the fourth quarter of 2014, our Net Operating Income (NOI) excluding termination revenues and other income items increased 1.4% on a GAAP basis and 2.0% on a cash basis for our 189 same store properties. For the full year 2014, our NOI excluding termination revenues and other income items increased 2.5% on a GAAP basis and 4.5% on a cash basis.

We leased approximately 1.0 million square feet and commenced occupancy on over 1.1 million square feet during the fourth quarter of 2014. The fourth quarter occupancy activity includes 334,000 square feet of renewals, 679,000 square feet of new leases and 157,000 square feet of tenant expansions. We have an additional 442,000 square feet of executed new leasing scheduled to commence subsequent to December 31, 2014.

We achieved an 86.1% tenant retention ratio in our core portfolio with net absorption of 600,000 square feet during the fourth quarter of 2014. Fourth quarter rental rate growth decreased 1.1% as our renewal rental rates increased 4.7% and our new lease/expansion rental rates decreased 3.2%, both on a GAAP basis. For the full year 2014, rental rate growth increased 8.5% as our renewal rental rates increased 11.8% and our new lease/expansion rental rates increased 2.5%, both on a GAAP basis.

Investment Highlights
Subsequent to quarter end, on January 8, 2015, we sold two office buildings in Mount Laurel, New Jersey and Cherry Hill, New Jersey for $28.3 million, or $128 per square foot, and the properties were 93.4% occupied. We will realize a $9.0 million gain in the first quarter of 2015.

As previously announced, we formed a 50/50 joint venture partnership with LCOR/CalSTRS for a mixed-use development located at 1919 Market Street in Philadelphia, Pennsylvania. As planned, construction began in the fourth quarter on the 29-story, 455,000 square foot mixed-use development consisting of 321 luxury rental apartments, structured parking for 215 cars, office and retail, of which 90% is pre-leased to Independence Blue Cross and CVS.

As previously announced, during the fourth quarter, our existing Austin Joint Venture (the “Venture”) with DRA Advisors LLC (“DRA”) acquired River Place, which consists of seven Class A office buildings totaling 590,900 square feet and two parking structures in Austin and is currently 90% leased. To facilitate an expedited closing, Brandywine provided $88.0 million short-term financing to the Venture at 4% until a permanent secured financing

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was obtained. The permanent financing and the repayment of our short term note occurred on January 30, 2015.

Brandywine Energy Star Awards
During the fourth quarter, Brandywine earned 21 U.S. Environmental Protection Agency (EPA) 2014 Energy Star awards for a total of 25 new stars and 58 re-certifications year-to-date. We currently have 138 owned or managed Energy Star-rated buildings (representing over 71% of our overall inventory) encompassing nearly 21.4 million square feet.

Capital Market Highlights
On October 16, 2014, we redeemed $143.5 million of its 5.40% Guaranteed Notes due November 1, 2014 and $114.9 million of its 7.50% Guaranteed Notes due May 15, 2015.

Capital Markets Metrics
At December 31, 2014, our net debt to gross assets measured 38.8%, reflecting no outstanding balance on our $600.0 million unsecured revolving credit facility and $257.5 million of cash and cash equivalents on hand.

For the quarter ended December 31, 2014, we had a 2.9 EBITDA to interest coverage ratio and, inclusive of our repaid $88.0 million note, a 6.5 ratio of net debt to annualized quarterly consolidated EBITDA.

Distributions
On December 9, 2014, our Board of Trustees declared a quarterly dividend distribution of $0.15 per common share that was paid on January 20, 2015 to shareholders of record as of January 6, 2015. Our Board also declared a quarterly dividend distribution of $0.43125 for each 6.90% Series E Cumulative Redeemable Preferred Share that was paid on January 15, 2015 to holders of record as of December 30, 2014.
2015 Earnings and FFO Guidance
Based on current plans and assumptions and subject to the risks and uncertainties more fully described in our Securities and Exchange Commission filings, we estimate that full year 2015 FFO per diluted share will be in a range of $1.39 to $1.48. This guidance is provided for informational purposes and is subject to change. The following is a reconciliation of the calculation of 2015 FFO and earnings per diluted share:
Guidance for 2015
   Range
Earnings per diluted share allocated to common shareholders    
$0.12
 to
$(0.02)
Plus: real estate depreciation and amortization
1.27
 
1.36
 
 
 
 
FFO per diluted share
$1.39
 to
$1.34
 
 
 
 
Less:    non-cash tax credit financing income

$(0.11)
 
$(0.11)
 
 
 
 
Adjusted FFO per diluted share

$1.28
to
$1.23
Our 2015 FFO guidance does not include income arising from the sale of undepreciated real estate. Our 2015 earnings and FFO per diluted share each reflect $0.11 per diluted share of non-cash income attributable to the fifth of five annual recognitions of 20% of the net benefit of the rehabilitation tax credit financing and one-time non-cash income from a new market tax credit, which are related to the 30th Street Post Office and Cira South Garage respectively. Other key assumptions include:
Occupancy improving to a range of 92 - 93% by year-end 2015 with 93.5 - 94.5% leased;
6.0 - 8.0% GAAP increase in overall lease rates with a resulting 3.0 - 5.0% increase in 2015 same store NOI

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GAAP;
2.0 - 4.0% increase in 2015 same store cash NOI growth;
$250.0 million of aggregate acquisition activity at an assumed 7.0% GAAP capitalization rate;
$180.0 million of aggregate sales activity at an assumed 8.5% GAAP capitalization rate; and
FFO per diluted share based on 182.8 million fully diluted weighted average common shares.

Non-GAAP Supplemental Financial Measures
We compute our financial results in accordance with generally accepted accounting principles (GAAP). Although FFO, NOI and CAD are non-GAAP financial measures, we believe that FFO, NOI and CAD calculations are helpful to shareholders and potential investors and are widely recognized measures of real estate investment trust performance. At the end of this press release, we have provided a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measure.
Funds from Operations (FFO)
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (NAREIT), which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than us. NAREIT defines FFO as net income (loss) before non-controlling interests and excluding gains (losses) on sales of depreciable operating property, impairment losses on depreciable consolidated real estate, impairment losses on investments in unconsolidated real estate ventures and extraordinary items (computed in accordance with GAAP); plus real estate related depreciation and amortization (excluding amortization of deferred financing costs), and after similar adjustments for unconsolidated joint ventures. Net income, the GAAP measure that we believe to be most directly comparable to FFO, includes depreciation and amortization expenses, gains or losses on property sales, extraordinary items and non-controlling interests. To facilitate a clear understanding of our historical operating results, FFO should be examined in conjunction with net income (determined in accordance with GAAP) as presented in the financial statements included elsewhere in this release. FFO does not represent cash flow from operating activities (determined in accordance with GAAP) and should not be considered to be an alternative to net income (loss) (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available for our cash needs, including our ability to make cash distributions to shareholders.
Net Operating Income (NOI)
NOI is a non-GAAP financial measure equal to net income available to common shareholders, the most directly comparable GAAP financial measure, plus corporate general and administrative expense, depreciation and amortization, interest expense, non-controlling interests and losses from early extinguishment of debt, less interest income, development and management income, gains from property dispositions, gains on sale from discontinued operations, gains on early extinguishment of debt, income from discontinued operations, income from unconsolidated joint ventures and non-controlling interests. In some cases, we also present NOI on a cash basis, which is NOI after eliminating the effect of straight-lining of rent and deferred market intangible amortization. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income as an indication of our performance, or as an alternative to cash flow from operating activities as a measure of our liquidity or ability to make cash distributions to shareholders.
Cash Available for Distribution (CAD)
CAD is a non-GAAP financial measure that is not intended as an alternative to cash flow from operating activities as determined under GAAP. CAD is presented solely as a supplemental disclosure with respect to liquidity because we believe it provides useful information regarding our ability to fund our distributions. Because other companies do not necessarily calculate CAD the same way as we do, our presentation of CAD may not be comparable to similarly titled measures provided by other companies.

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Revenue Maintaining Capital Expenditures
Revenue maintaining capital expenditures, a non-GAAP financial measure, are a component of our CAD calculation and represent the portion of capital expenditures required to maintain our current level of funds available for distribution. Revenue maintaining capital expenditures include current tenant improvement and allowance expenditures for all tenant spaces that have been owned for at least one year, and that were not vacant during the twelve-month period prior to the date that the tenant improvement or allowance expenditure was incurred. Revenue maintaining capital expenditures also include other expenditures intended to maintain our current revenue base. Accordingly, we exclude capital expenditures related to development and redevelopment projects, as well as certain projects at our core properties that are intended to attract prospective tenants in order to increase revenues and/or occupancy rates.
Fourth Quarter Earnings Call and Supplemental Information Package
We will host a conference call on Thursday, February 5, 2015 at 9:00 a.m. EST. The conference call can be accessed by calling 1-800-683-1525 and referencing conference ID #41171638. Beginning two hours after the conference call, a taped replay of the call can be accessed 24 hours a day through Thursday, February 19, 2015 by calling 1-855-859-2056 and providing access code #41171638. In addition, the conference call can be accessed via a webcast located on our website at www.brandywinerealty.com.
We have prepared a supplemental information package that includes financial results and operational statistics related to the fourth quarter earnings report. The supplemental information package is available in the “Investor Relations - Financial Reports” section of our website at www.brandywinerealty.com.
Looking Ahead - First Quarter 2015 Conference Call
We anticipate we will release our first quarter 2015 earnings on Wednesday, April 22, 2015, after the market close and will host our first quarter 2015 conference call on Thursday, April 23, 2015 at 9:00 a.m. EDT. We expect to issue a press release in advance of these events to reconfirm the dates and times and provide all related information.
About Brandywine Realty Trust
Brandywine Realty Trust is one of the largest, publicly traded, full-service, integrated real estate companies in the United States. Organized as a real estate investment trust and operating in select markets, Brandywine owns, leases and manages an urban, town center office portfolio comprising 286 properties and 34.1 million square feet as of December 31, 2014. For more information, please visit www.brandywinerealty.com.
Forward-Looking Statements
Estimates of future earnings per share, FFO per share, common share dividend distributions and certain other statements in this release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our and our affiliates’ actual results, performance, achievements or transactions to be materially different from any future results, performance, achievements or transactions expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors relate to, among others: our ability to lease vacant space and to renew or relet space under expiring leases at expected levels; competition with other real estate companies for tenants; the potential loss or bankruptcy of major tenants; interest rate levels; the availability of debt, equity or other financing; risks of acquisitions, dispositions and developments, including the cost of construction delays and cost overruns; unanticipated operating and capital costs; our ability to obtain adequate insurance, including coverage for terrorist acts; dependence upon certain geographic markets; and general and local economic and real estate conditions, including the extent and duration of adverse changes that affect the industries in which our tenants operate. Additional information on factors which could impact us and the forward-looking statements contained herein are included in our filings with the Securities and Exchange Commission, including our Form 10-K for the year ended December 31, 2013. We assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events except as required by law.

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BRANDYWINE REALTY TRUST
CONSOLIDATED BALANCE SHEETS
(in thousands)
 
 
 
 
 
 
 
December 31,
 
December 31,
 
 
2014
 
2013
 
 
(unaudited)
 
 
ASSETS
 
 
 
 
Real estate investments:
 
 
 
 
Operating properties
 
$
4,603,692

 
$
4,669,289

Accumulated depreciation
 
(1,067,829
)
 
(983,808
)
Operating properties, net
 
3,535,863

 
3,685,481

Construction-in-progress
 
201,360

 
74,174

Land inventory
 
90,603

 
93,351

Real estate investments, net
 
3,827,826

 
3,853,006

Cash and cash equivalents
 
257,502

 
263,207

Accounts receivable, net
 
18,757

 
17,389

Accrued rent receivable, net
 
134,051

 
126,295

Assets held for sale, net
 
18,295

 

Investment in real estate ventures, at equity
 
225,004

 
180,512

Deferred costs, net
 
125,224

 
122,954

Intangible assets, net
 
99,403

 
132,329

Notes receivable
 
88,000

 
7,026

Other assets
 
65,111

 
62,377

Total assets
 
$
4,859,173

 
$
4,765,095

 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
Mortgage notes payable
 
$
654,590

 
$
670,151

Unsecured term loans
 
200,000

 
450,000

Unsecured senior notes, net of discounts
 
1,596,718

 
1,475,230

Accounts payable and accrued expenses
 
96,046

 
83,693

Distributions payable
 
28,871

 
25,584

Deferred income, gains and rent
 
59,452

 
71,635

Acquired lease intangibles, net
 
26,010

 
34,444

Liabilities related to assets held for sale
 
602

 

Other liabilities
 
37,558

 
32,923

Total liabilities
 
2,699,847

 
2,843,660

 
 
 
 
 
Brandywine Realty Trust's equity:
 
 
 
 
Preferred shares - Series E
 
40

 
40

Common shares
 
1,793

 
1,566

Additional paid-in capital
 
3,314,693

 
2,971,596

Deferred compensation payable in common stock
 
6,219

 
5,407

Common shares held in grantor trust
 
(6,219
)
 
(5,407
)
Cumulative earnings
 
529,487

 
522,528

Accumulated other comprehensive loss
 
(4,607
)
 
(2,995
)
Cumulative distributions
 
(1,700,579
)
 
(1,592,515
)
Total Brandywine Realty Trust's equity
 
2,140,827

 
1,900,220

 
 
 
 
 
Non-controlling interests
 
18,499

 
21,215

Total equity
 
2,159,326

 
1,921,435

 
 
 
 
 
Total liabilities and equity
 
$
4,859,173

 
$
4,765,095


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BRANDYWINE REALTY TRUST
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except share and per share data)
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
Twelve Months Ended December 31,
 
 
2014
 
2013
 
 
2014
 
2013
Revenue
 
 
 
 
 
 
 
 
 
Rents
 
$
120,101

 
$
114,333

 
 
$
483,682

 
$
461,387

Tenant reimbursements
 
20,822

 
18,492

 
 
84,879

 
79,087

Termination fees
 
1,030

 
1,551

 
 
8,000

 
4,497

Third party management fees, labor reimbursement and leasing
 
4,931

 
3,401

 
 
17,200

 
13,053

Other
 
926

 
881

 
 
3,221

 
4,186

Total revenue
 
147,810

 
138,658

 
 
596,982

 
562,210

 
 
 
 
 
 
 
 
 
 
Operating Expenses
 
 
 
 
 
 
 
 
 
Property operating expenses
 
44,718

 
40,985

 
 
177,330

 
160,406

Real estate taxes
 
12,677

 
12,973

 
 
51,844

 
55,612

Third party management expenses
 
1,658

 
1,646

 
 
6,791

 
5,751

Depreciation and amortization
 
50,796

 
47,721

 
 
208,569

 
197,021

General & administrative expenses
 
6,693

 
7,305

 
 
26,779

 
27,628

Total operating expenses
 
116,542

 
110,630

 
 
471,313

 
446,418

 
 
 
 
 
 
 
 
 
 
Operating income
 
31,268

 
28,028

 
 
125,669

 
115,792

 
 
 
 
 
 
 
 
 
 
Other income (expense)
 
 
 
 
 
 
 
 
 
Interest income
 
2,676

 
596

 
 
3,974

 
1,044

Historic tax credit transaction income
 

 

 
 
11,853

 
11,853

Interest expense
 
(29,492
)
 
(30,248
)
 
 
(124,329
)
 
(121,937
)
Amortization of deferred financing costs
 
(1,196
)
 
(1,174
)
 
 
(5,148
)
 
(4,676
)
Interest expense - financing obligation
 
(283
)
 
(279
)
 
 
(1,144
)
 
(972
)
Recognized hedge activity
 

 

 
 
(828
)
 

Equity in income (loss) of real estate ventures
 
(57
)
 
(93
)
 
 
(790
)
 
3,664

Net gain on disposition of real estate
 
203

 

 
 
4,901

 

Net gain (loss) on sale of undepreciated real estate
 

 
(8
)
 
 
1,184

 
(137
)
Net gain (loss) from remeasurement of investment in real estate ventures
 

 
(981
)
 
 
458

 
6,866

Net gain (loss) on real estate venture transactions
 

 
25,921

 
 
(417
)
 
29,604

Loss on early extinguishment of debt
 
(4,988
)
 
(992
)
 
 
(7,594
)
 
(2,119
)
Provision for impairment on assets held for sale
 

 

 
 
(1,765
)
 

 
 
 
 
 
 
 
 
 
 
Net gain (loss) from continuing operations
 
(1,869
)
 
20,770

 
 
6,024

 
38,982

 
 
 
 
 
 
 
 
 
 
Discontinued operations:
 
 
 
 
 
 
 
 
 
Income (Loss) from discontinued operations
 

 
(121
)
 
 
18

 
825

Net gain on disposition of discontinued operations
 

 
353

 
 
900

 
3,382

Total discontinued operations
 

 
232

 
 
918

 
4,207

 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
(1,869
)
 
21,002

 
 
6,942

 
43,189

 
 
 
 
 
 
 
 
 
 
Net income from discontinued operations attributable to non-controlling interests - LP units
 

 
(3
)
 
 
(10
)
 
(55
)
Net loss attributable to non-controlling interests - partners' share of consolidated real estate ventures
 
56

 

 
 
44

 

Net (income) loss from continuing operations attributable to non-controlling interests - LP units
 
34

 
(214
)
 
 
(1
)
 
(357
)
Net (income) loss attributable to non-controlling interests
 
90

 
(217
)
 
 
33

 
(412
)
 
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to Brandywine Realty Trust
 
(1,779
)
 
20,785

 
 
6,975

 
42,777

Preferred share distributions
 
(1,725
)
 
(1,725
)
 
 
(6,900
)
 
(6,900
)
Nonforfeitable dividends allocated to unvested restricted shareholders
 
(81
)
 
(85
)
 
 
(349
)
 
(363
)
 
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to common shareholders
 
$
(3,585
)
 
$
18,975

 
 
$
(274
)
 
$
35,514

 
 
 
 
 
 
 
 
 
 
PER SHARE DATA
 
 
 
 
 
 
 
 
 
Basic income (loss) per common share
 
$
(0.02
)
 
$
0.12

 
 
$

 
$
0.23

 
 
 
 
 
 
 
 
 
 
Basic weighted-average shares outstanding
 
179,068,349

 
156,722,149

 
 
166,202,649

 
153,140,458

 
 
 
 
 
 
 
 
 
 
Diluted income (loss) per common share
 
$
(0.02
)
 
$
0.12

 
 
$

 
$
0.23

 
 
 
 
 
 
 
 
 
 
Diluted weighted-average shares outstanding
 
179,068,349

 
158,187,817

 
 
166,202,649

 
154,414,311


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BRANDYWINE REALTY TRUST
FUNDS FROM OPERATIONS AND CASH AVAILABLE FOR DISTRIBUTION
(unaudited, in thousands, except share and per share data)
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
Twelve Months Ended December 31,
 
 
2014
 
2013
 
 
2014
 
2013
 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Income to Funds from Operations:
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to common shareholders
 
$
(3,585
)
 
$
18,975

 
 
$
(274
)
 
$
35,514

 
 
 
 
 
 
 
 
 
 
Add (deduct):
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to non-controlling interests - LP units
 
(34
)
 
214

 
 
1

 
357

Nonforfeitable dividends allocated to unvested restricted shareholders
 
81

 
85

 
 
349

 
363

Net (gain) loss on real estate venture transactions
 

 
(25,921
)
 
 
417

 
(29,604
)
Net income from disc ops attributable to non-controlling interests - LP units
 

 
3

 
 
10

 
55

Net gain on disposition of real estate
 
(203
)
 

 
 
(4,901
)
 

Net gain on disposition of discontinued operations
 

 
(353
)
 
 
(900
)
 
(3,382
)
Net (gain) loss from remeasurement of investment in real estate ventures
 

 
981

 
 
(458
)
 
(6,866
)
Provision for impairment on assets held for sale
 

 

 
 
1,765

 

 
 
 
 
 
 
 
 
 
 
Depreciation and amortization:
 
 
 
 
 
 
 
 
 
Real property - continuing operations
 
39,998

 
38,880

 
 
163,218

 
160,665

Leasing costs including acquired intangibles - continuing operations
 
10,732

 
8,806

 
 
45,159

 
36,216

Real property - discontinued operations
 

 
30

 
 

 
1,922

Leasing costs including acquired intangibles - discontinued operations
 

 

 
 

 
3

Company's share of unconsolidated real estate ventures
 
7,272

 
5,283

 
 
24,292

 
15,959

Partners' share of consolidated joint ventures
 
(37
)
 

 
 
(225
)
 

 
 
 
 
 
 
 
 
 
 
Funds from operations
 
$
54,224

 
$
46,983

 
 
$
228,453

 
$
211,202

Funds from operations allocable to unvested restricted shareholders
 
(163
)
 
(168
)
 
 
(791
)
 
(830
)
 
 
 
 
 
 
 
 
 
 
Funds from operations available to common share and unit holders (FFO)
 
$
54,061

 
$
46,815

 
 
$
227,662

 
$
210,372

 
 
 
 
 
 
 
 
 
 
FFO per share - fully diluted
 
$
0.30

 
$
0.29

 
 
$
1.34

 
$
1.35

 
 
 
 
 
 
 
 
 
 
Weighted-average shares/units outstanding - fully diluted
 
182,146,061

 
159,951,556

 
 
169,411,616

 
156,203,398

 
 
 
 
 
 
 
 
 
 
Distributions paid per common share
 
$
0.15

 
$
0.15

 
 
$
0.60

 
$
0.60

 
 
 
 
 
 
 
 
 
 
FFO payout ratio (distributions paid per common share/ FFO per diluted share)
 
50.0%
 
51.7%
 
 
44.8%
 
44.4%
 
 
 
 
 
 
 
 
 
 
CASH AVAILABLE FOR DISTRIBUTION (CAD):
 
 
 
 
 
 
 
 
 
Funds from operations available to common share and unit holders
 
$
54,061

 
$
46,815

 
 
$
227,662

 
$
210,372

 
 
 
 
 
 
 
 
 
 
Add (deduct):
 
 
 
 
 
 
 
 
 
Rental income from straight-line rent, including discontinued operations
 
(4,630
)
 
(3,800
)
 
 
(16,046
)
 
(20,136
)
Financing Obligation - 3141 Fairview Drive
 
(254
)
 
(210
)
 
 
(966
)
 
(759
)
Deferred market rental income, including discontinued operations
 
(1,171
)
 
(1,777
)
 
 
(6,377
)
 
(7,180
)
Company's share of unconsolidated real estate ventures' straight-line and deferred market rent
 
(831
)
 
(810
)
 
 
(2,985
)
 
(1,665
)
Historic tax credit transaction income
 

 

 
 
(11,853
)
 
(11,853
)
Straight-line ground rent and deferred market ground rent expense activity
 
22

 
223

 
 
89

 
1,541

Stock-based compensation costs
 
524

 
976

 
 
4,393

 
6,883

Fair market value amortization - mortgage notes payable
 
(433
)
 
91

 
 
(1,733
)
 
363

Losses on early extinguishment of debt
 
4,988

 
992

 
 
7,594

 
2,119

Recognized hedge activity
 

 

 
 
828

 

Acquisition-related costs
 
376

 
1,758

 
 
748

 
2,128

Sub-total certain items
 
(1,409
)
 
(2,557
)
 
 
(26,308
)
 
(28,559
)
Less: Revenue maintaining capital expenditures:
 
 
 
 
 
 
 
 
 
Building improvements
 
(3,856
)
 
(4,313
)
 
 
(6,239
)
 
(6,715
)
Tenant improvements
 
(21,955
)
 
(12,567
)
 
 
(59,290
)
 
(38,336
)
Lease commissions
 
(7,118
)
 
(3,129
)
 
 
(18,866
)
 
(21,956
)
Total revenue maintaining capital expenditures
 
(32,929
)
 
(20,009
)
 
 
(84,395
)
 
(67,007
)
 
 
 
 
 
 
 
 
 
 
Cash available for distribution (CAD)
 
$
19,723

 
$
24,249

 
 
$
116,959

 
$
114,806

 
 
 
 
 
 
 
 
 
 
CAD per share - fully diluted
 
$
0.11

 
$
0.15

 
 
$
0.69

 
$
0.73

 
 
 
 
 
 
 
 
 
 
Weighted-average shares/units outstanding - fully diluted
 
182,146,061

 
159,951,556

 
 
169,411,616

 
156,203,398

 
 
 
 
 
 
 
 
 
 
Distributions paid per common share
 
$
0.15

 
$
0.15

 
 
$
0.60

 
$
0.60

 
 
 
 
 
 
 
 
 
 
CAD payout ratio (distributions paid per common share / CAD per diluted share)
 
136.4%
 
100.0%
 
 
87.0%
 
82.2%

- 8 -



BRANDYWINE REALTY TRUST
SAME STORE OPERATIONS - 4TH QUARTER
(unaudited and in thousands)
 
 
 
 
 
Of the 200 properties owned by the Company as of December 31, 2014, a total of 189 properties ("Same Store Properties") containing an aggregate of 21.2 million net rentable square feet were owned for the entire three-month periods ended December 31, 2014 and 2013. Average occupancy for the Same Store Properties was 90.0% during 2014 and 88.4% during 2013. The following table sets forth revenue and expense information for the Same Store Properties:
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
2014
 
2013
 
 
 
 
 
Revenue
 
 
 
 
Rents
 
$
107,100

 
$
106,034

Tenant reimbursements
 
14,701

 
16,288

Termination fees
 
935

 
1,551

Other
 
759

 
599

Total revenue
 
123,495

 
124,472

 
 
 
 
 
Operating expenses
 
 
 
 
Property operating expenses
 
37,720

 
38,820

Real estate taxes
 
10,635

 
11,512

 
 
 
 
 
Net operating income
 
$
75,140

 
$
74,140

 
 
 
 
 
Net operating income - percentage change over prior year
 
1.3
%
 
 
 
 
 
 
 
Net operating income, excluding net termination fees & other
 
$
73,750

 
$
72,704

 
 
 
 
 
Net operating income, excluding net termination fees & other - percentage change over prior year
 
1.4
%
 
 
 
 
 
 
 
Net operating income
 
$
75,140

 
$
74,140

Straight line rents
 
(3,307
)
 
(3,086
)
Above/below market rent amortization
 
(706
)
 
(1,469
)
Non-cash ground rent
 
22

 
223

 
 
 
 
 
Cash - Net operating income
 
$
71,149

 
$
69,808

 
 
 
 
 
Cash - Net operating income - percentage change over prior year
 
1.9
%
 
 
 
 
 
 
 
Cash - Net operating income, excluding net termination fees & other
 
$
69,759

 
$
68,372

 
 
 
 
 
Cash - Net operating income, excluding net termination fees & other - percentage change over prior year
 
2.0
%
 
 
 
 
 
 
 
The following table is a reconciliation of Net Income to Same Store net operating income:
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
2014
 
2013
 
 
 
 
 
Net income:
 
$
(1,869
)
 
$
21,002

Add/(deduct):
 
 
 
 
Interest income
 
(2,676
)
 
(596
)
Interest expense
 
29,492

 
30,248

Amortization of deferred financing costs
 
1,196

 
1,174

Interest expense - financing obligation
 
283

 
279

Equity in loss of real estate ventures
 
57

 
93

Loss from remeasurement of investment in a real estate venture
 

 
981

Net gain on real estate venture transactions
 

 
(25,921
)
Net gain on disposition of real estate
 
(203
)
 

Net loss on sale of undepreciated real estate
 

 
8

Loss on early extinguishment of debt
 
4,988

 
992

Depreciation and amortization
 
50,796

 
47,721

General & administrative expenses
 
6,693

 
7,305

Total discontinued operations
 

 
(232
)
 
 
 
 
 
Consolidated net operating income
 
88,757

 
83,054

Less: Net operating income of non same store properties
 
(8,908
)
 
(2,312
)
Less: Eliminations and non-property specific net operating income
 
(4,709
)
 
(6,602
)
 
 
 
 
 
Same Store net operating income
 
$
75,140

 
$
74,140



- 9 -



BRANDYWINE REALTY TRUST
SAME STORE OPERATIONS - TWELVE MONTHS
(unaudited and in thousands)
 
 
 
 
 
Of the 200 properties owned by the Company as of December 31, 2014, a total of 188 properties ("Same Store Properties") containing an aggregate of 21.1 million net rentable square feet were owned for the entire twelve-month periods ended December 31, 2014 and 2013. Average occupancy for the Same Store Properties was 89.2% during 2014 and 87.7% during 2013. The following table sets forth revenue and expense information for the Same Store Properties:
 
 
 
 
 
 
 
Twelve Months Ended December 31,
 
 
2014
 
2013
 
 
 
 
 
Revenue
 
 
 
 
Rents
 
$
423,424

 
$
418,071

Tenant reimbursements
 
61,716

 
60,765

Termination fees
 
7,331

 
4,481

Other
 
2,176

 
2,863

Total revenue
 
494,647

 
486,180

 
 
 
 
 
Operating expenses
 
 
 
 
Property operating expenses
 
151,645

 
147,996

Real estate taxes
 
42,606

 
45,894

 
 
 
 
 
Net operating income
 
$
300,396

 
$
292,290

 
 
 
 
 
Net operating income - percentage change over prior year
 
2.8
%
 
 
 
 
 
 
 
Net operating income, excluding net termination fees & other
 
$
293,818

 
$
286,599

 
 
 
 
 
Net operating income, excluding net termination fees & other - percentage change over prior year
 
2.5
%
 
 
 
 
 
 
 
Net operating income
 
$
300,396

 
$
292,290

Straight line rents
 
(11,783
)
 
(16,887
)
Above/below market rent amortization
 
(4,561
)
 
(5,765
)
Non-cash ground rent
 
89

 
1,541

 
 
 
 
 
Cash - Net operating income
 
$
284,141

 
$
271,179

 
 
 
 
 
Cash - Net operating income - percentage change over prior year
 
4.8
%
 
 
 
 
 
 
 
Cash - Net operating income, excluding net termination fees & other
 
$
277,563

 
$
265,488

 
 
 
 
 
Cash - Net operating income, excluding net termination fees & other - percentage change over prior year
 
4.5
%
 
 
 
 
 
 
 
The following table is a reconciliation of Net Income to Same Store net operating income:
 
 
 
 
 
 
 
Twelve Months Ended December 31,
 
 
2014
 
2013
 
 
 
 
 
Net income:
 
$
6,942

 
$
43,189

Add/(deduct):
 
 
 
 
Interest income
 
(3,974
)
 
(1,044
)
Historic tax credit transaction income
 
(11,853
)
 
(11,853
)
Interest expense
 
124,329

 
121,937

Amortization of deferred financing costs
 
5,148

 
4,676

Interest expense - financing obligation
 
1,144

 
972

Recognized hedge activity
 
828

 

Equity in (income) loss of real estate ventures
 
790

 
(3,664
)
Net gain on disposition of real estate
 
(4,901
)
 

Net (gain) loss on sale of undepreciated real estate
 
(1,184
)
 
137

Net gain from remeasurement of investment in RE ventures
 
(458
)
 
(6,866
)
Net (gain) loss on real estate venture transactions
 
417

 
(29,604
)
Loss on early extinguishment of debt
 
7,594

 
2,119

Provision for impairment on assets held for sale
 
1,765

 

Depreciation and amortization
 
208,569

 
197,021

General & administrative expenses
 
26,779

 
27,628

Total discontinued operations
 
(918
)
 
(4,207
)
 
 
 
 
 
Consolidated net operating income
 
361,017

 
340,441

Less: Net operating income of non same store properties
 
(37,633
)
 
(8,788
)
Less: Eliminations and non-property specific net operating income
 
(22,988
)
 
(39,363
)
Same Store net operating income
 
$
300,396

 
$
292,290


- 10 -