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COPT Reports 2015 Results

February 12, 2016 6:01 AM

COLUMBIA, Md.--(BUSINESS WIRE)-- Corporate Office Properties Trust (“COPT” or the “Company”) (NYSE: OFC) announced financial and operating results for the fourth quarter and full year ended December 31, 2015.

Management Comments

“Fourth quarter and full year results topped off a year of significant achievement for the Company,” stated Roger A. Waesche, Jr., COPT’s President & Chief Executive Officer. “During the year, we further honed our portfolio by investing in development projects at multiple strategic locations and upgraded our portfolio by recycling suburban office assets into urban locations. As a result of these tactics, we now derive 84% of our core portfolio’s annualized revenue from locations that are tied to national defense. We are off to a strong start in 2016, and will continue recycling capital from suburban assets in order to grow our Defense IT locations and to further strengthen our balance sheet.”

Financial Highlights

4th Quarter Financial Results:

Full Year 2015 Financial Results:

Adjustments for comparability encompass items such as acquisition costs, impairment losses and gains on non-operating properties (net of related tax adjustments), gains (losses) on early extinguishment of debt, derivative losses, executive transition costs and write-offs of original issuance costs for redeemed preferred shares.

Operating Performance Highlights

Portfolio Summary:

Same Office Performance:

Leasing:

Investment Activity Highlights

Development & Redevelopment Projects:

Acquisitions:

Dispositions:

Balance Sheet and Capital Transaction Highlights

2016 FFO Guidance

Management is maintaining its previously issued guidance ranges for full year FFOPS, as adjusted for comparability, of $1.95―$2.05, and establishing guidance for the first quarter ending March 31, 2016 at a range of $0.46―$0.48. Reconciliations of projected diluted EPS to projected FFOPS are provided as follows:

Three months ending Year ending
March 31, 2016 December 31, 2016
Low High Low High
EPS $ 0.06 $ 0.08 $ 0.45 $ 0.55
Real estate depreciation and amortization 0.40 0.40 1.60 1.60
Gains on sales of operating properties - - (0.10 ) (0.10 )
FFOPS, NAREIT definition & as adjusted for comparability $ 0.46 $ 0.48 $ 1.95 $ 2.05

Associated Supplemental Presentation

The Company has posted a slide presentation to accompany management’s prepared remarks for its fourth quarter and full year 2015 conference call, the details of which are provided below. You may access the slide presentation on the ‘Investors’ section of the website (www.copt.com). Please have the slides available to review during management’s comments.

Conference Call Information

Management will discuss fourth quarter and full year 2015 earnings results on its conference call today at 12:00 p.m. Eastern Time, details of which are listed below:

Earnings Release Date: Friday, February 12, 2016 at 6:00 a.m. Eastern Time
Conference Call Date: Friday, February 12, 2016
Time: 12:00 p.m. Eastern Time
Telephone Number: (within the U.S.) 888-713-4205
Telephone Number: (outside the U.S.) 617-213-4862
Passcode: 47665945#

Please use the following link to pre-register and view important information about this conference call. Pre-registering is not mandatory but is recommended as it will provide you immediate entry into the call and will facilitate the timely start of the conference. To pre-register, please click on the below link: https://www.theconferencingservice.com/prereg/key.process?key=PX64ACELX

You may also pre-register in the Investors section of the Company’s website at www.copt.com. Alternatively, you may be placed into the call by an operator by calling the number provided above at least 5 to 10 minutes before the start of the call.

A replay of this call will be available beginning Friday, February 12, at 4:00 p.m. Eastern Time through Friday, February 26, at midnight Eastern Time. To access the replay within the United States, please call 888-286-8010 and use passcode 93348081. To access the replay outside the United States, please call 617-801-6888 and use passcode 93348081.

The conference call will also be available via live webcast in the Investor Relations section of the Company’s website at www.copt.com. A replay of the conference calls will be immediately available via webcast in the Investor Relations section of the Company’s website.

Definitions

For definitions of certain terms used in this press release, please refer to the information furnished in our Supplemental Information Package filed as a Form 8-K which can be found on our website (www.copt.com). Reconciliations of non-GAAP measures to the most directly comparable GAAP measures are included in the attached tables.

Company Information

COPT is an office REIT that owns, manages, develops and selectively acquires office and data center properties in locations that support United States Government agencies and their contractors, most of whom are engaged in national security, defense and information technology (“IT”) related activities servicing priority missions (“Defense/IT Locations”). We also own a complementary portfolio of traditional Class-A office properties located in select urban/urban-like submarkets within our regional footprint (“Regional Office Properties”). As of December 31, 2015, we derived 84% of core portfolio annualized revenue from Defense/IT Locations and 16% from our Regional Office Properties. As of December 31, 2015, our core portfolio of 157 office properties encompassed 17.0 million square feet and was 93.9% leased.

Forward-Looking Information

This press release may contain “forward-looking” statements, as defined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that are based on the Company’s current expectations, estimates and projections about future events and financial trends affecting the Company. Forward-looking statements can be identified by the use of words such as “may,” “will,” “should,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” or other comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate. Accordingly, the Company can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements.

Important factors that may affect these expectations, estimates, and projections include, but are not limited to:

The Company undertakes no obligation to update or supplement any forward-looking statements. For further information, please refer to the Company’s filings with the Securities and Exchange Commission, particularly the section entitled “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(in thousands, except per share data)

For the Three MonthsEnded December 31, 2015

For the Year EndedDecember 31,

2015 2014 2015 2014
Revenues
Real estate revenues $ 134,477 $ 120,613 $ 519,064 $ 479,725
Construction contract and other service revenues 8,848 26,358 106,402 106,748
Total revenues 143,325 146,971 625,466 586,473
Expenses
Property operating expenses 48,498 43,334 194,494 179,934
Depreciation and amortization associated with real estate operations 36,237 31,358 140,025 136,086
Construction contract and other service expenses 7,773 24,705 102,696 100,058
Impairment losses 19,744 48 23,289 1,416
General and administrative expenses 6,609 7,206 24,526 24,841
Leasing expenses 1,888 1,706 6,835 6,953
Business development expenses and land carry costs 2,521 1,466 13,507 5,573
Total operating expenses 123,270 109,823 505,372 454,861
Operating income 20,055 37,148 120,094 131,612
Interest expense (22,347 ) (23,286 ) (89,074 ) (92,393 )
Interest and other income 1,300 1,148 4,517 4,923
(Loss) gain on early extinguishment of debt (402 ) (9,106 ) 85,275 (9,552 )
(Loss) income from continuing operations before equity in income of unconsolidated entities and income taxes (1,394 ) 5,904 120,812 34,590
Equity in income of unconsolidated entities 10 23 62 229
Income tax expense (46 ) (53 ) (199 ) (310 )
(Loss) income from continuing operations (1,430 ) 5,874 120,675 34,509
Discontinued operations 22 156 26
(Loss) income before gain on sales of real estate (1,430 ) 5,896 120,831 34,535
Gain on sales of real estate, net of income taxes 64,047 41 68,047 10,671
Net income 62,617 5,937 188,878 45,206
Net income attributable to noncontrolling interests
Common units in the Operating Partnership (“OP”) (2,172 ) (64 ) (6,403 ) (1,006 )
Preferred units in the OP (165 ) (165 ) (660 ) (660 )
Other consolidated entities (916 ) (804 ) (3,515 ) (3,285 )
Net income attributable to COPT 59,364 4,904 178,300 40,255
Preferred share dividends (3,553 ) (3,552 ) (14,210 ) (15,939 )
Issuance costs associated with redeemed preferred shares (1,769 )
Net income attributable to COPT common shareholders $ 55,811 $ 1,352 $ 164,090 $ 22,547
Earnings per share (“EPS”) computation:
Numerator for diluted EPS:
Net income attributable to common shareholders $ 55,811 $ 1,352 $ 164,090 $ 22,547
Common units in the OP 6,403
Amount allocable to share-based compensation awards (230 ) (100 ) (706 ) (432 )
Numerator for diluted EPS $ 55,581 $ 1,252 $ 169,787 $ 22,115
Denominator:
Weighted average common shares - basic 94,164 90,752 93,914 88,092
Common units in the OP 3,692
Dilutive effect of share-based compensation awards 196 61 171
Weighted average common shares - diluted 94,164 90,948 97,667 88,263
Diluted EPS $ 0.59 $ 0.01 $ 1.74 $ 0.25
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(in thousands, except per share data)

For the Three MonthsEnded December 31, 2015

For the Year EndedDecember 31,

2015 2014 2015 2014
Net income $ 62,617 $ 5,937 $ 188,878 $ 45,206
Real estate-related depreciation and amortization 36,237 31,358 140,025 136,086
Impairment losses on previously depreciated operating properties 331 48 4,110 1,370
Gain on sales of previously depreciated operating properties (64,047 ) 2 (64,062 ) (5,117 )
Funds from operations (“FFO”) 35,138 37,345 268,951 177,545
Noncontrolling interests - preferred units in the OP (165 ) (165 ) (660 ) (660 )
FFO allocable to other noncontrolling interests (817 ) (867 ) (3,586 ) (3,216 )
Preferred share dividends (3,553 ) (3,552 ) (14,210 ) (15,939 )
Issuance costs associated with redeemed preferred shares (1,769 )
Basic and diluted FFO allocable to share-based compensation awards (115 ) (123 ) (1,041 ) (665 )
Basic and diluted FFO available to common share and common unit holders (“Diluted FFO”) 30,488 32,638 249,454 155,296
Operating property acquisition costs 32 4,134
Gain on sales of non-operating properties (43 ) (3,985 ) (5,578 )
Impairment losses on other properties 19,413 19,413 49
Loss on interest rate derivatives 386 386
Loss (gain) on early extinguishment of debt 402 9,106 (85,655 ) 9,668
Issuance costs associated with redeemed preferred shares 1,769
Add: Negative FFO of properties conveyed to extinguish debt in default (1) 3,493 10,456 10,928
Demolition costs on redevelopment properties 225 1,396
Executive transition costs 1,056 1,056
Diluted FFO comparability adjustments allocable to share-based compensation awards (88 ) (59 ) 225 (78 )
Diluted FFO available to common share and common unit holders, as adjusted for comparability 50,858 46,191 195,824 173,110
Straight line rent adjustments (2,614 ) (379 ) (13,379 ) (1,820 )
Straight line rent adjustments - properties in default conveyed (47 ) (115 ) (142 )
Amortization of intangibles included in net operating income 365 208 1,428 855
Share-based compensation, net of amounts capitalized 1,625 1,504 6,574 6,067
Amortization of deferred financing costs 1,127 1,020 4,466 4,666
Amortization of deferred financing costs - properties in default conveyed (333 )
Amortization of net debt discounts, net of amounts capitalized 317 261 1,166 920
Amortization of settled debt hedges 11 57
Recurring capital expenditures (20,086 ) (8,633 ) (49,266 ) (50,199 )
Diluted adjusted funds from operations available to common share and common unit holders (“Diluted AFFO”) $ 31,592 $ 40,136 $ 146,698 $ 133,181
Diluted FFO per share $ 0.31 $ 0.34 $ 2.55 $ 1.69
Diluted FFO per share, as adjusted for comparability $ 0.52 $ 0.49 $ 2.01 $ 1.88
Dividends/distributions per common share/unit $ 0.275 $ 0.275 $ 1.100 $ 1.100
(1) Interest expense exceeded net operating income from these properties by the amounts in the statement.
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars and shares in thousands, except per share data)

December 31, 2015

December 31, 2014

Balance Sheet Data
Properties, net of accumulated depreciation $ 3,349,748 $ 3,296,914
Total assets 3,909,312 3,664,236
Debt, net 2,077,752 1,914,036
Total liabilities 2,273,530 2,124,935
Redeemable noncontrolling interest 19,218 18,417
Equity 1,616,564 1,520,884
Debt to adjusted book 42.9 % 39.6 %
Core Portfolio Data (as of period end) (1)
Number of operating properties 157 173
Total net rentable square feet owned (in thousands) 17,038 16,790
Occupancy % 92.7 % 90.9 %
Leased % 93.9 % 92.4 %

For the Three MonthsEnded December 31, 2015

For the Year EndedDecember 31,

2015 2014 2015 2014
Payout ratios
Diluted FFO 88.6 % 81.8 % 43.3 % 65.8 %
Diluted FFO, as adjusted for comparability 53.1 % 57.8 % 55.2 % 59.0 %
Diluted AFFO 85.5 % 66.5 % 73.7 % 76.7 %
Adjusted EBITDA interest coverage ratio 3.9 x 4.0 x 4.2 x 3.8 x
Adjusted EBITDA fixed charge coverage ratio 2.9 x 2.9 x 3.0 x 2.7 x
Adjusted debt to in-place adjusted EBITDA ratio (2) 6.5 x 6.2 x N/A N/A
Reconciliation of denominators for per share measures
Denominator for diluted EPS 94,164 90,948 97,667 88,263
Weighted average common units 3,677 3,846 3,897
Denominator for diluted FFO per share 97,841 94,794 97,667 92,160
Reconciliation of FFO to FFO, as adjusted for comparability
FFO, per NAREIT $ 35,138 $ 37,345 $ 268,951 $ 177,545
Gain on sales of non-operating properties (43 ) (3,985 ) (5,578 )
Impairment losses on non-operating properties, net of associated tax 19,413 19,413 49
Operating property acquisition costs 32 4,134
Loss on interest rate derivatives 386 386
Loss (gain) on early extinguishment of debt, continuing and discontinued operations 402 9,106 (85,655 ) 9,668
Issuance costs associated with redeemed preferred shares 1,769
Add: Negative FFO of properties conveyed to extinguish debt in default 3,493 10,456 10,928
Demolition costs on redevelopment properties 225 1,396
Executive transition costs 1,056 1,056
FFO, as adjusted for comparability $ 55,596 $ 50,957 $ 215,096 $ 195,437
(1) Represents operating properties held for long-term investment.
(2) Represents debt as of period end divided by in-place adjusted EBITDA for the period, as annualized (i.e. three month periods are multiplied by four).
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars in thousands)

For the Three MonthsEnded December 31, 2015

For the Year EndedDecember 31,

2015 2014 2015 2014
Reconciliation of common share dividends to dividends and distributions for payout ratios
Common share dividends $ 25,998 $ 25,638 $ 103,998 $ 97,944
Common unit distributions 1,011 1,055 4,046 4,270
Dividends and distributions for payout ratios $ 27,009 $ 26,693 $ 108,044 $ 102,214
Reconciliation of GAAP net income to adjusted earnings before interest, income taxes, depreciation and amortization (“Adjusted EBITDA”) and in-place adjusted EBITDA
Net income $ 62,617 $ 5,937 $ 188,878 $ 45,206
Interest expense on continuing operations 22,347 23,286 89,074 92,393
Income tax expense 46 53 199 310
Real estate-related depreciation and amortization 36,237 31,358 140,025 136,086
Depreciation of furniture, fixtures and equipment 597 513 2,206 2,404
Impairment losses 19,744 48 23,523 1,419
Loss (gain) on early extinguishment of debt on continuing and discontinued operations 402 9,106 (85,655 ) 9,668
Gain on sales of operating properties (64,047 ) 2 (64,062 ) (5,117 )
Gain on sales of non-operational properties (43 ) (3,985 ) (5,578 )
Net loss on investments in unconsolidated entities included in interest and other income 6 (74 ) 127 291
Business development expenses 1,512 669 4,775 2,680
Operating property acquisition costs 32 4,134
EBITDA of properties conveyed to extinguish debt in default (828 ) (768 ) (2,091 )
Demolition costs on redevelopment properties 225 1,396
Executive transition costs 1,056 1,056
Adjusted EBITDA $ 79,718 $ 71,083 $ 299,867 $ 278,727
Proforma net operating income adjustment for mid-period property changes (1,738 )
In-place adjusted EBITDA $ 77,980 $ 71,083
Reconciliation of interest expense to the denominators for interest coverage-Adjusted EBITDA and fixed charge coverage-Adjusted EBITDA
Interest expense $ 22,347 $ 23,286 $ 89,074 $ 92,393
Less: Amortization of deferred financing costs (1,127 ) (1,020 ) (4,466 ) (4,666 )
Less: Amortization of net debt discount, net of amounts capitalized (317 ) (261 ) (1,166 ) (920 )
Less: Loss on interest rate derivatives (386 ) (386 )
Less: Interest expense on debt in default extinguished via conveyance of properties (4,320 ) (11,224 ) (12,684 )
Denominator for interest coverage-Adjusted EBITDA 20,517 17,685 71,832 74,123
Scheduled principal amortization 1,717 1,603 6,728 6,517
Capitalized interest 1,510 1,740 7,151 6,065
Preferred share dividends 3,553 3,552 14,210 15,939
Preferred unit distributions 165 165 660 660
Denominator for fixed charge coverage-Adjusted EBITDA $ 27,462 $ 24,745 $ 100,581 $ 103,304
Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars in thousands)

For the Three MonthsEnded December 31, 2015

For the Year EndedDecember 31,

2015 2014 2015 2014
Reconciliations of tenant improvements and incentives, capital improvements and leasing costs for operating properties to recurring capital expenditures
Tenant improvements and incentives on operating properties $ 6,836 $ 7,239 $ 24,244 $ 29,651
Building improvements on operating properties 16,674 4,974 28,643 23,432
Leasing costs for operating properties 3,518 1,341 8,504 8,536
Less: Nonrecurring tenant improvements and incentives on operating properties (393 ) (1,747 ) (1,438 ) (2,734 )
Less: Nonrecurring building improvements on operating properties (6,551 ) (3,012 ) (9,879 ) (8,281 )
Less: Nonrecurring leasing costs for operating properties 2 (162 ) (808 ) (405 )
Recurring capital expenditures $ 20,086 $ 8,633 $ 49,266 $ 50,199
Same office property cash NOI $ 64,651 $ 63,089 $ 251,262 $ 249,405
Straight line rent adjustments (339 ) 2,293 2,940 3,725
Add: Amortization of deferred market rental revenue 28 (16 ) 98 (89 )
Less: Amortization of below-market cost arrangements (251 ) (288 ) (1,002 ) (1,154 )
Add: Lease termination fee, gross 416 741 2,366 1,618
Add: Cash NOI on tenant-funded landlord assets 547 84 937 4,238
Same office property NOI $ 65,052 $ 65,903 $ 256,601 $ 257,743
December 31, 2015 December 31, 2014
Reconciliation of total assets to adjusted book
Total assets $ 3,909,312 $ 3,664,236
Accumulated depreciation 700,363 703,083
Accumulated depreciation included in assets held for sale 18,317
Accumulated amortization of real estate intangibles and deferred leasing costs 195,506 214,611
Accumulated amortization of real estate intangibles and deferred leasing costs included in assets held for sale 17,456
Less: Adjusted book associated with properties conveyed to extinguish debt in default (131,118 )
Adjusted book $ 4,840,954 $ 4,450,812
Reconciliation of debt to adjusted debt
Debt, net $ 2,077,752 $ 1,914,036
Less: Debt in default extinguished via conveyance of properties (150,000 )
Numerator for debt to adjusted book ratio 2,077,752 1,764,036
Less: Cash and cash equivalents (60,310 ) (6,077 )
Adjusted debt $ 2,017,442 $ 1,757,959

Corporate Office Properties Trust

IR Contacts:

Stephanie Krewson-Kelly, 443-285-5453

[email protected]

or

Michelle Layne, 443-285-5452

[email protected]

Source: Corporate Office Properties Trust

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