Attached files
file | filename |
---|---|
EX-99.2 - EX-99.2 - City Office REIT, Inc. | d351446dex992.htm |
8-K/A - FORM 8-K AMENDMENT NO. 1 - City Office REIT, Inc. | d351446d8ka.htm |
Exhibit 99.1
REPORT OF INDEPENDENT AUDITORS
To the Board of Directors and the Stockholders of City Office REIT, Inc.
We have audited the accompanying statement of revenues and certain expenses of SanTan Corporate Center (the Property) for the year ended December 31, 2015, and the related notes to the financial statement.
Managements Responsibility for the Financial Statement
Management is responsible for the preparation and fair presentation of the statement of revenues and certain expenses in conformity with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the statement of revenue and certain expenses that are free of material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on the statement of revenues and certain expenses based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of revenues and certain expenses are free of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the statement of revenues and certain expenses. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the statement of revenues and certain expenses, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Propertys preparation and fair presentation of the statement of revenues and certain expenses in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Propertys internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the statement of revenues and certain expenses.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the statement of revenues and certain expenses referred to above presents fairly, in all material respects, the revenues and certain expenses, as described in note 2, for the year ended December 31, 2015 in conformity with U.S. generally accepted accounting principles.
1
Basis of Accounting
As described in note 2 to the financial statement, the statement of revenues and certain expenses has been prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in the Form 8-K of City Office REIT, Inc., and is not intended to be a complete presentation of the Propertys revenues and expenses. Our opinion is not modified in this respect.
/s/ KPMG LLP
Chartered Professional Accountants
Vancouver, Canada
March 1, 2017
2
SANTAN CORPORATE CENTER
STATEMENT OF REVENUES AND CERTAIN EXPENSES
(in thousands)
Year Ended December 31, 2015 |
Nine Months Ended September 30, 2016 (unaudited) |
|||||||
Revenues: |
||||||||
Rental income |
$ | 5,592 | $ | 4,702 | ||||
Expense reimbursement |
35 | 34 | ||||||
Other |
120 | 98 | ||||||
|
|
|
|
|||||
Total Revenues |
5,747 | 4,834 | ||||||
|
|
|
|
|||||
Certain Expenses: |
||||||||
Property operating expenses |
2,446 | 1,928 | ||||||
|
|
|
|
|||||
Total Certain Expenses |
2,446 | 1,928 | ||||||
|
|
|
|
|||||
Revenues in Excess of Certain Expenses |
$ | 3,301 | $ | 2,906 | ||||
|
|
|
|
See accompanying notes to statement of revenues and certain expenses.
3
SANTAN CORPORATE CENTER
NOTES TO STATEMENT OF REVENUES AND CERTAIN EXPENSES
1. Organization
The accompanying statement of revenues and certain expenses include the operations of SanTan Corporate Center (the Property). The Property is located in the Chandler submarket in Phoenix, Arizona.
2. Basis of Presentation and Significant Accounting Policies
The accompanying statement of revenues and certain expenses (the statement) has been prepared for the purpose of complying with Rule 3-14 of Regulation S-X promulgated under the Securities Act of 1933, as amended. The statement is not intended to be a complete presentation of the revenues and expenses of the Property. Accordingly, the statement excludes expenses not directly related to the future operations of the Property such as depreciation and amortization, amortization of intangible assets and liabilities, asset management fees, finance costs, and other costs not directly related to the proposed future operations of the property.
Revenue Recognition
Minimum rental revenue is recognized on a straight-line basis over the term of the leases. The leases provide for the reimbursement by the tenants of real estate taxes, insurance and certain property operating expenses to the owner of the Property. These reimbursements are recognized as revenue in the period the expenses are incurred.
The Property decreased rental income by $109,440 and $121,478 to record revenue on a straight-line basis during the year ended December 31, 2015 and nine months ended September 30, 2016, respectively.
Use of Estimates
The preparation of the statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the statement and accompanying notes. Actual results could differ from those estimates.
3. Rental Income
The Property is leased to tenants under operating leases with expiration dates ranging from 2016 to 2025. Two tenants accounted for approximately 64% of rental income at December 31, 2015. The minimum rental amounts due under the leases are subject to scheduled fixed increases.
4
SANTAN CORPORATE CENTER
NOTES TO STATEMENT OF REVENUES AND CERTAIN EXPENSES
Future minimum rents to be received over each of the next five years and thereafter under the non-cancelable operating leases in effect at December 31, 2015 are as follows (in thousands):
Year ending December 31, | ||||
2016 |
$ | 6,331 | ||
2017 |
5,445 | |||
2018 |
6,924 | |||
2019 |
6,474 | |||
2020 |
5,840 | |||
Thereafter |
16,880 | |||
|
|
|||
Total |
$ | 47,894 | ||
|
|
Leases generally require reimbursement of the tenants proportional share of common area, real estate taxes and other operating expenses which are in excess of a base year operating expense amount. These reimbursements are excluded from the amounts above.
4. Subsequent Events
We have evaluated subsequent events through to March 1, 2017. The Property was acquired by City Office REIT, Inc. on December 15, 2016 from a non-affiliated third party for approximately $58.5 million.
5