Attached files
| file | filename |
|---|---|
| 8-K - 8-K - HIGHWOODS PROPERTIES, INC. | hiwform8-k03012016.htm |
Exhibit 99.1
The accompanying Unaudited Pro Forma Consolidated Balance Sheet as of December 31, 2015 presents the sale of the Plaza assets as if the disposition occurred on December 31, 2015. We sold the Plaza assets on March 1, 2016.
This Unaudited Pro Forma Consolidated Balance Sheet should be read in conjunction with (i) our audited Consolidated Financial Statements as of December 31, 2015 and 2014 and for the years ended December 31, 2015, 2014 and 2013 included in our 2015 Annual Report on Form 10-K, (ii) our Current Report on Form 8-K dated January 4, 2016 and (iii) the Notes to Unaudited Pro Forma Consolidated Balance Sheet included in this Current Report on Form 8-K. In management’s opinion, adjustments necessary to reflect the effects of the disposition have been made based on management’s best estimate.
Highwoods Properties, Inc.
Unaudited Pro Forma Consolidated Balance Sheet
(in thousands, except share and per share data)
December 31, 2015 | |||||||||||
(A) | (B) | ||||||||||
Historical | Sale of Plaza Assets | Pro Forma | |||||||||
Assets: | |||||||||||
Real estate assets, at cost: | |||||||||||
Land | $ | 443,705 | $ | — | $ | 443,705 | |||||
Buildings and tenant improvements | 4,063,328 | — | 4,063,328 | ||||||||
Development in-process | 194,050 | — | 194,050 | ||||||||
Land held for development | 68,244 | — | 68,244 | ||||||||
4,769,327 | — | 4,769,327 | |||||||||
Less-accumulated depreciation | (1,007,104 | ) | — | (1,007,104 | ) | ||||||
Net real estate assets | 3,762,223 | — | 3,762,223 | ||||||||
Real estate and other assets, net, held for sale | 240,948 | (240,948 | ) | — | |||||||
Cash and cash equivalents | 5,036 | — | 5,036 | ||||||||
Restricted cash | 16,769 | 230,000 | 246,769 | ||||||||
Accounts receivable, net of allowance of $928 and $1,314, respectively | 29,077 | — | 29,077 | ||||||||
Mortgages and notes receivable, net of allowance of $287 and $275, respectively | 2,096 | — | 2,096 | ||||||||
Accrued straight-line rents receivable, net of allowance of $257 and $316, respectively | 150,392 | — | 150,392 | ||||||||
Investments in and advances to unconsolidated affiliates | 20,676 | — | 20,676 | ||||||||
Deferred financing and leasing costs, net of accumulated amortization of $123,723 and $108,122, respectively | 241,663 | — | 241,663 | ||||||||
Prepaid expenses and other assets, net of accumulated amortization of $15,648 and $13,887, respectively | 24,552 | — | 24,552 | ||||||||
Total Assets | $ | 4,493,432 | $ | (10,948 | ) | $ | 4,482,484 | ||||
Liabilities, Noncontrolling Interests in the Operating Partnership and Equity: | |||||||||||
Mortgages and notes payable | $ | 2,499,614 | $ | (420,000 | ) | $ | 2,079,614 | ||||
Accounts payable, accrued expenses and other liabilities | 233,988 | — | 233,988 | ||||||||
Liabilities held for sale | 14,119 | (14,119 | ) | — | |||||||
Total Liabilities | 2,747,721 | (434,119 | ) | 2,313,602 | |||||||
Commitments and contingencies | |||||||||||
Noncontrolling interests in the Operating Partnership | 126,429 | — | 126,429 | ||||||||
Equity: | |||||||||||
Preferred Stock, $.01 par value, 50,000,000 authorized shares; | |||||||||||
8.625% Series A Cumulative Redeemable Preferred Shares (liquidation preference $1,000 per share), 29,050 and 29,060 shares issued and outstanding, respectively | 29,050 | — | 29,050 | ||||||||
Common Stock, $.01 par value, 200,000,000 authorized shares; | |||||||||||
96,091,932 and 92,907,310 shares issued and outstanding, respectively | 961 | — | 961 | ||||||||
Additional paid-in capital | 2,598,242 | — | 2,598,242 | ||||||||
Distributions in excess of net income available for common stockholders | (1,023,135 | ) | 423,171 | (599,964 | ) | ||||||
Accumulated other comprehensive loss | (3,811 | ) | — | (3,811 | ) | ||||||
Total Stockholders’ Equity | 1,601,307 | 423,171 | 2,024,478 | ||||||||
Noncontrolling interests in consolidated affiliates | 17,975 | — | 17,975 | ||||||||
Total Equity | 1,619,282 | 423,171 | 2,042,453 | ||||||||
Total Liabilities, Noncontrolling Interests in the Operating Partnership and Equity | $ | 4,493,432 | $ | (10,948 | ) | $ | 4,482,484 | ||||
Highwoods Properties, Inc.
Notes to Unaudited Pro Forma Consolidated Balance Sheet
December 31, 2015
(A) Represents our Consolidated Balance Sheet as of December 31, 2015 as filed in our 2015 Annual Report on Form 10-K.
(B) Represents the adjustments to reflect the sale of the Plaza assets, which includes (i) the sale of assets and liabilities with net book values of approximately $240.9 million and $14.1 million, respectively, resulting in estimated gains of $423.2 million, (ii) repayment of our $350.0 million six-month unsecured bridge facility, (iii) repayment of $70.0 million of borrowings on our revolving credit facility and (iv) net proceeds of approximately $230.0 million, which were placed in escrow accounts held by a qualified intermediary pending reinvestment in 1031 exchanges qualifying for tax-deferred treatment, repayment of additional debt and/or other general corporate purposes.