Upgrade to SI Premium - Free Trial

Form 8-K Education Realty Trust, For: Feb 22

February 22, 2016 6:12 AM


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549


FORM 8‑K


CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


Date of report (Date of earliest event reported): February 22, 2016

Education Realty Trust, Inc.
Education Realty Operating Partnership, LP

(Exact Name of Registrant as Specified in Charter)

Maryland
 
001-32417
 
20-1352180
Delaware
 
333-199988-01
 
20-1352332
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)


999 South Shady Grove Road, Suite 600
Memphis, Tennessee
 

38120
(Address of Principal Executive Offices)
 
(Zip Code)

901-259-2500

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02. Results of Operations and Financial Condition.

On February 22, 2016, Education Realty Trust, Inc. (the "Company") issued a press release announcing its results of operations for the three and twelve months ended December 31, 2015 and made available updated supplemental information concerning the ownership, operations and portfolio of the Company. Copies of the press release and the supplemental information are furnished as Exhibits 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K.

This Current Report on Form 8-K and the exhibits attached hereto are being furnished by the Company pursuant to Item 2.02 and Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and Item 2.02 of Form 8-K, insofar as they disclose historical information regarding the Company’s results of operations or financial condition for the three and twelve months ended December 31, 2015.

In accordance with General Instructions B.2 and B.6 of Form 8-K, the information included in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2 hereto), shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

The disclosure contained in Item 2.02 is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being furnished herewith to this Current Report on Form 8-K.
    
Exhibit No.
 
Description
99.1
 
Press Release dated February 22, 2016
99.2
 
Fourth Quarter 2015 Supplemental Financial Report






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
EDUCATION REALTY TRUST, INC.
 
 
Date: February 22, 2016
By:
/s/ Edwin B. Brewer, Jr.
 
 
Edwin B. Brewer, Jr.
Executive Vice President and Chief Financial Officer
 
 
 
 
 
 
 
EDUCATION REALTY OPERATING PARTNERSHIP, LP
 
 
Date: February 22, 2016
By: EDUCATION REALTY OP GP, INC., its general partner
 
 
 
 
By: /s/ Edwin B. Brewer, Jr.
 
 
Edwin B. Brewer, Jr.
Executive Vice President and Chief Financial Officer



 





INDEX TO EXHIBITS

Exhibit No.
 
Description
99.1
 
Press Release dated February 22, 2016
99.2
 
Fourth Quarter 2015 Supplemental Financial Report





 
 

EdR ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2015 RESULTS
- Full-Year Same-Community NOI Growth of 5.8% -
- Balance Sheet Positioned for Growth - Debt to Gross Assets Below 30% -

MEMPHIS, TN, February 22, 2016 - EdR (NYSE: EDR), one of the nation’s largest developers, owners and managers of high-quality collegiate housing communities, today announced results for the quarter and year ended December 31, 2015.
Company Highlights
Core funds from operations (“Core FFO”) for the fourth quarter increased 13.1% with Core FFO per share/unit up 1.7%. For the full year, Core FFO increased 14.0%, while Core FFO per share/unit declined 1.6%, or $0.03, primarily due to an increase in outstanding shares related to a deleveraging equity raise in November 2015;
Same-community NOI increased 2.8% for the quarter and 5.8% for the full year;
Preleasing for the 2016-2017 lease term is 490 basis points ahead of last year with the same-community portfolio 58.4% preleased. The same-community portfolio is projected to obtain a 2.5% to 3.5% increase in revenue for the upcoming lease term, with net rates up 3.0% and occupancies consistent with the prior year;
Announced two joint venture developments for 2017 delivery, an 824-bed community pedestrian to Michigan State University and a 304-bed community pedestrian to Texas State University;
Selected by Cornell University to develop, finance and construct on-campus housing tailored for graduate and professional students. EdR will also manage the 850-bed more than $80 million community upon its targeted opening in 2018;
Awarded a new third-party on-campus development at Shepherd University for a 297-bed community anticipated to be delivered in 2017;
Completed follow-on equity offerings in November 2015 and January 2016, raising net proceeds of $485 million. Approximately $138 million of the proceeds were used to repay mortgage debt and $221 million to payoff the outstanding balance on the Company's revolving credit facility, reducing proforma debt to gross assets to 23%;
Grew collegiate housing assets by 14% in 2015, including the delivery of six developments for $208 million and the acquisition of two communities totaling $58 million;

1



Embedded external growth of 20% from the Company's active development pipeline of over $400 million for delivery in 2016 and 2017;
S&P upgraded EdR's corporate credit rating to BBB-, recognizing the Company's recent deleveraging and strong operating performance; and
Announced 2016 Core FFO per share/unit guidance range of $1.70 to $1.76, which is derived from Core FFO per share/unit before potential capital transactions of $1.77 to $1.84 less the impact from potential capital transactions of $0.07 to $0.08 per share/unit.
"2015 was a productive and successful year for EDR," stated Randy Churchey, EdR's chairman and chief executive officer. "Our operations team produced another year of industry leading leasing results and outstanding same-community NOI growth. In addition, we grew our collegiate housing assets by 14% through the addition of $266 million in new assets and selective asset recycling. Twice near year end, we accessed favorable equity markets to strengthen our capital structure, improving balance sheet metrics and positioning the Company to take advantage of the many additional growth opportunities we are seeing that will continue to drive shareholder value."

Net Income Attributable to Common Stockholders
Net income attributable to common stockholders for the fourth quarter 2015 was $14.8 million, or $0.27 per diluted share, compared to $22.4 million, or $0.47 per diluted share, in the fourth quarter of the prior year. For the full year, net income attributable to common stockholders was $19.9 million, or $0.40 per diluted share, compared to $47.1 million, or $1.09 per diluted share. The $27.1 million decrease in net income attributable to common stockholders for the full year relates primarily to the following, a majority of which are excluded from and did not impact Core FFO in the respective period:
a total of $11.0 million of deferred interest, guarantee and development fees recognized in 2014 related to our participating development at Johns Hopkins,
an $8.1 million gain on insurance settlement recognized in 2014,
$20.5 million of gains on sale of collegiate housing assets, net of impairment, recognized in 2014, compared to $2.8 million in 2015,
a $9.0 million increase in depreciation, and
a $3.8 million increase in net interest expense, partially offset by
a $25.7 million increase in total community NOI.

Core Funds From Operations
Core FFO for the fourth quarter was $32.7 million, as compared to $28.9 million in the fourth quarter of the prior year, an increase of 13.1%, while Core FFO per share/unit increased $0.01. The improvement in Core FFO was mainly due to growth in community NOI, which was muted on a per share/unit basis by the November 2015 follow-on equity raise that increased shares/units outstanding and reduced debt to gross assets to 28% at year end, from 35% the prior year.
For the full year, Core FFO increased $11.2 million, or 14.0%, over the prior year to $91.6 million. The improvement in Core FFO mainly reflects growth in NOI from new communities offset by higher ground lease expense, corporate general and administrative costs and interest expense in 2015. Core FFO per share/unit for the year declined 1.6%, with the strong Core FFO growth being diluted as a result of capital market

2



transactions in June 2014 and November 2015 that significantly increased shares/units outstanding while strengthening the balance sheet and adding additional capacity to fund our development pipeline and other investment opportunities.
A reconciliation of funds from operations (“FFO”) and Core FFO to net income is included with the financial tables accompanying this release.

Same-Community Results
Same-community NOI for the fourth quarter increased 2.8% to $30.5 million. This growth was mainly attributable to a 3.5% increase in revenue, comprised of a 2.7% increase in rental rates, 0.3% increase in occupancy and a 0.5% increase in other income. Same-community operating expenses for the quarter increased 4.7%, or $0.9 million, with over a third of the increase related to property taxes.
For the full year, same-community NOI increased 5.8%, or $5.6 million, with revenue up 5.4% and operating expenses growing 5.0%. Expense growth for the year outpaced expectations mainly due to a $0.8 million real estate tax charge in the first quarter of 2015 related to the settlement of an assessment dispute brought by a local school board that covered several prior assessment years. Excluding this item operating expenses grew 3.9%.

2016-2017 Preleasing
The same-community leasing portfolio is currently 490 basis points ahead of prior year with 58.4% of the beds preleased for the fall. Based on current leasing velocity and market conditions, we expect fall occupancy for the same-community portfolio to be consistent with the prior year and rates to be up approximately 3.0%. Combined, the Company anticipates rent growth for the 2016-2017 lease term to range from 2.5% to 3.5%.
The above leasing update does not reflect the Company's beds at the University of Kentucky (UK), including 4,592 same-community leasing beds and 1,141 new-community beds being delivered in 2016, as the assignment process does not occur until May. However, at this point all UK beds are currently 88% applied for 2016-2017.
The Company provides additional leasing information in its quarterly earnings supplement located at http://www.snl.com/irweblinkx/yearlypresentations.aspx?iid=4095382.

Market Supply and Demand
Based on market data from our community managers as well as AXIOMetrics, we anticipate the volume of new supply being added in EdR markets for fall 2016 to be down more than 20% from 2015 levels. This is a significant trend and the second consecutive year our markets have seen a decline in new supply. In addition, the majority of new supply will be further from campus than our communities.
The Company provides additional enrollment and supply information by market in its quarterly earnings supplement located at http://www.snl.com/irweblinkx/yearlypresentations.aspx?iid=4095382.


3



Investment Activity
During 2015, the Company grew its collegiate housing assets by 14%, including the 2015 deliveries of 2,949 beds at the universities of Connecticut, Georgia, Kentucky and Louisville with EdR's share of total cost of $207.7 million, and the acquisitions of a community at The University of Tennessee and one at the University of Colorado at Boulder for an aggregate of $58.5 million.
In January 2016, the Company began construction on an $89.9 million community pedestrian to Michigan State University. EdR will be 90% owner and will manage the 824-bed community that is scheduled to open in 2017. The community will feature private bedrooms and baths, washers and dryers, furnishings and granite countertops. Community amenities will include a covered parking garage, computer center, study room, fitness center, and two courtyards with grilling stations, televisions and volleyball court. Michigan State's full-time enrollment has seen consistent growth since 2012 with current enrollment of more than 50,000 students.
The Company also began construction in January 2016 on a $29.6 million community pedestrian to Texas State University. EdR will be 80% owner and will manage the 304-bed community. Scheduled to open in 2017, The Local Downtown, will provide river and city views and upscale furnishings and appointments. The community will also include an integrated parking garage, and a clubhouse with a gaming lounge, coffee bar, study lounge, saunas, and a fitness center. Enrollment has increased at Texas State every year for the past 18 years and with 2014-15 enrollment of more than 38,000 students, it is the largest university in the Texas State University System and the fourth-largest in Texas.
Subsequent to year end, Cornell University and EdR entered into a pre-closing agreement with design and site planning underway toward an expected fall 2016 groundbreaking and commencement of construction for an expected 850-bed, $80.0 million on-campus housing community targeted for delivery in 2018. Cornell University reports a graduate and professional student full-time enrollment of 7,589 within its total 21,904 enrollees for the 2015-16 school year. The Ithaca, New York, housing market is one of the strongest in the country with a 99.5% occupancy rate.
In total, EdR's $403.8 million of active 2016 and 2017 developments, at the universities of Boise State, Kentucky, Michigan State, Mississippi, Texas State and Virginia Tech, represent a 20% increase in collegiate housing assets over December 31, 2015.

Third-Party Development Services
Progress continues on the Company's active third-party development projects. The final building at Clarion University of Pennsylvania was delivered in the fourth quarter and the renovation of Bowles Hall at University of California, Berkeley is on budget and on target for its summer 2016 opening. The predevelopment and planning phase of the 2017 development at Texas A&M Commerce is on track for construction to begin summer of 2016 and East Stroudsburg University is expecting to receive final site plan approval by the end of the first quarter 2016, clearing the way for construction to start this summer for an expected 2017 delivery.
In addition, subsequent to year end EdR was awarded a new, third-party, on-campus development for a 297-bed community at Shepherd University targeting a 2017 delivery. This project will most likely be financed with tax exempt bonds.
"We are excited about our active developments, including our recent on-campus development awards at Cornell University, Texas A&M Commerce and Shepherd University," stated Tom Trubiana, EdR's president.

4



"Our team is involved in a significant number of opportunities, and we are working hard to turn potential deals into accretive developments, including the possibility of adding to our 2017 deliveries."

Dispositions / Capital Recycling
In December, the Company sold Cape Trails, a 360-bed community serving Southeast Missouri State, for $12.9 million. The sale of Cape Trails, a 15-year old asset in a tertiary market, is representative of the Company's normal capital recycling and portfolio management.
The Company has signed contracts for the sale of six assets, which were included as potential capital transactions in our 2016 Core FFO guidance. These asset sales are estimated to generate net proceeds ranging from $150 million to $200 million and close late in the first quarter. At this time there is no guarantee that the assets will be sold.

Capital Structure
In November, the Company completed a follow-on equity offering, selling 8.1 million shares and raising net proceeds of $270.1 million. The proceeds were used to pay-off $260.6 million of debt, including the remaining balance on the revolver, and to fund the Company's development pipeline. The Company also raised $15.9 million of net proceeds during the fourth quarter selling over 400 thousand shares of stock under its at-the-market (ATM) program.
The equity transactions strengthened the Company's capital position with cash and cash equivalents totaling $33.7 million at December 31, 2015 and full availability on its $500 million unsecured revolving credit facility. In addition, the Company's December 31, 2015 debt metrics improved from already strong metrics at December 31, 2014, with debt to gross assets going from 35.1% to 28.3%, net debt to EBITDA - adjusted improving from 4.9x to 4.0x, and interest coverage ratio at 4.8x, relatively unchanged from the prior year as the equity offering occurred at the end of 2015.
Subsequent to year end, the Company completed a second follow-on equity offering, selling 6.3 million shares and raising net proceeds of $215.1 million. Approximately $108 million of the proceeds was used to pay-off $98 million of fixed rate mortgage debt with an average effective interest rate of 5.4% and $10 million of prepayment penalties associated with the early extinguishment of the debt. The remaining proceeds will primarily be used to fund the Company's development pipeline, which includes $403.8 million of active developments of which $96.8 million was already funded at the end of 2015. The remaining $307.0 million will be funded through a combination of operating cash, proceeds from the follow-on equity offerings, debt and property sales/capital market activities.
In December 2015, Standard & Poor’s Ratings Services (S&P) raised its corporate credit rating on EdR to BBB- from BB+. In its report, S&P noted, “We are raising our corporate credit rating on EdR to ‘BBB-’, based on the recent deleveraging and strong recent operating performance, which we believe is sustainable over the next two years, driven by favorable tailwinds in the student housing industry.”
"The Company successfully executed significant capital transactions in late 2015 and early 2016 that were consistent with our strategy to maintain an appropriately capitalized balance sheet with low levels of secured debt, minimal exposure to variable rate debt and well laddered maturities," stated Bill Brewer, EdR's executive vice president and chief financial officer. "Prefunding our development pipeline in this manner positions us to continue taking advantage of the external growth opportunities we are seeing in the market."

5




Earnings Guidance and Outlook
Based on the Company's current estimates, management reaffirms the initial 2016 Core FFO per share/unit guidance it released on February 2, 2016, of $1.70 to $1.76. This is derived from Core FFO per share/unit of $1.77 to $1.84 less the impact from potential capital transactions of $0.07 to $0.08 per share/unit. Please refer to our February 2, 2016, press release for more details on our guidance assumptions.

Webcast and Conference Call
EdR will host a conference call for investors and other interested parties beginning at 10:00 a.m. Eastern Time on Monday, February 22, 2016.  The call will be hosted by Randy Churchey, EdR's chairman and chief executive officer.
The conference call will be accessible by telephone and the Internet.  To access the call, participants in the U.S. may dial (877) 705-6003, and participants outside the U.S. may dial (201) 493-6725.  Participants may also access the call via live webcast by visiting the Company's investor relations Web site at www.EdRTrust.com.
The replay of the call will be available at approximately 1:00 p.m. Eastern Time on Monday, February 22, 2016 through midnight Eastern Time on March 7, 2016.  To access the replay, the domestic dial-in number is (877) 870-5176, the international dial-in number is (858) 384-5517, and the passcode is 13627407.  The archive of the webcast will be available on the Company's Web site for a limited time.

About EdR
One of America's largest owners, developers and managers of collegiate housing, EdR (NYSE: EDR) is a self-administered and self-managed real estate investment trust that owns or manages 80 communities with nearly 42,000 beds serving 51 universities in 23 states. EdR is a member of the Russell 2000 Index and the Morgan Stanley REIT indices. For details, please visit the Company's Web site at www.EdRtrust.com.


Contact:
J. Drew Koester
Senior Vice President
Capital Markets and Investor Relations
(901) 259-2500

Bill Brewer
Executive Vice President and
Chief Financial Officer
(901) 259-2500


6



Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements about the Company’s business that are not historical facts are “forward-looking statements,” which relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. Forward-looking statements are based on current expectations. You should not rely on forward-looking statements because the matters that they describe are subject to known and unknown risks and uncertainties that could cause the Company’s business, financial condition, liquidity, results of operations, Core FFO, FFO and prospects to differ materially from those expressed or implied by such statements. Such risks are set forth under the captions “Risk Factors,” “Forward-Looking Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (or similar captions) in EdR's most recent annual report on Form 10-K and quarterly reports on Form 10-Q, and as described in EdR's other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made, and, except as otherwise may be required by law, the Company undertakes no obligation to update publicly or revise any guidance or other forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law.


7



Non-GAAP Financial Measures
Funds from Operations (FFO)
As defined by the National Association of Real Estate Investment Trusts, FFO represents net income (loss) (computed in accordance with U.S. generally accepted accounting principles ("GAAP")), excluding gains (or losses) from sales of collegiate housing assets and impairment write downs of depreciable real estate plus real estate-related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. The Company presents FFO available to all stockholders and unitholders because management considers it to be an important supplemental measure of the Company’s operating performance, believes it assists in the comparison of the Company’s operating performance between periods to that of other publicly traded REITs and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, many of which present FFO when reporting their operating results. As such, the Company also excludes the impact of noncontrolling interests, only as they relate to operating partnership units, in the calculation. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from collegiate housing asset dispositions and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income.
The Company also uses core funds from operations, or Core FFO, as an operating measure. Core FFO is defined as FFO adjusted to include the economic impact of revenue on participating projects for which recognition is deferred for GAAP purposes. The adjustment for this revenue is calculated on the same percentage of completion method used to recognize revenue on third-party development projects. Core FFO also includes adjustments to exclude the impact of straight-line adjustment for ground leases, gains/losses on extinguishment of debt, transaction costs related to acquisitions and severance costs. The Company believes that these adjustments are appropriate in determining Core FFO as they are not indicative of the operating performance of the Company’s assets. In addition the Company believes that Core FFO is a useful supplemental measure for the investing community to use in comparing the Company to other REITs as most REITs provide some form of adjusted or modified FFO.
Net Operating Income (NOI)
The Company considers NOI to be a useful measure of its collegiate housing operating performance. The Company defines NOI as rental and other community-level revenues earned from our collegiate housing communities less community-level operating expenses, excluding third-party management fees and expenses, third-party development consulting fees and expenses, depreciation, amortization, ground lease expense and impairment charges and including regional and other corporate costs of supporting the communities. Other REITs may use different methodologies for calculating NOI, and accordingly, the Company's NOI may not be comparable to other REITs. The Company believes that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. The Company uses NOI to evaluate performance on a community-by-community basis because it allows management to evaluate the impact that factors such as lease structure, lease rates and tenant base, which vary by property, have on the Company’s operating results.


8



Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA)
Adjusted EBITDA is defined as net income attributable to common stockholders excluding: (1) straight line adjustment for ground leases; (2) acquisition costs; (3) depreciation and amortization; (4) loss on impairment of collegiate housing assets; (5) gain on sale of collegiate housing assets; (6) gain on insurance settlement; (7) interest expense; (8) amortization of deferred financing costs; (9) interest income; (10) interest on loan to participating development; (11) loss on extinguishment of debt; (12) income tax expense; and (13) non-controlling interests. Management considers Adjusted EBITDA useful to an investor in evaluating and facilitating comparisons of the Company's operating performance between periods and between REITs by removing the impact of the Company's capital structure (primarily interest expense) and asset base (primarily depreciation and amortization) from our operating results.




9



EdR AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share and per share data)
(Unaudited)

 
 
December 31, 2015
 
December 31, 2014
 
 
 
 
Assets
 
 
 
 
Collegiate housing properties, net
$
1,774,796

 
$
1,586,009

 
Assets under development
117,384

 
120,702

 
Cash and cash equivalents
33,742

 
18,385

 
Restricted cash
9,784

 
10,342

 
Other assets
66,125

 
70,892

 
 
 
 
 
Total assets
$
2,001,831

 
$
1,806,330

 
 
 
 
 
Liabilities and equity
 
 
 
Liabilities:
 
 
 
 
Mortgage and construction loans, net of unamortized premium and deferred financing costs
$
204,511

 
$
248,128

 
Unsecured revolving credit facility

 
24,000

 
Unsecured term loan, net of unamortized deferred financing costs
186,518

 
186,277

 
Unsecured Senior Notes, net of unamortized deferred financing costs
247,678

 
247,425

 
Accounts payable and accrued expenses
85,670

 
76,869

 
Deferred revenue
19,024

 
17,301

Total liabilities
743,401

 
800,000

 
 
 
 
 
Commitments and contingencies

 

 
 
 
 
 
Redeemable noncontrolling interests
13,560

 
14,512

 
 
 
 
 
Equity:
 
 
 
EdR stockholders’ equity:
 
 
 
 
Common stock, $0.01 par value per share, 200,000,000 shares authorized, 56,879,003 and 47,999,427 shares issued and outstanding as of December 31, 2015 and 2014, respectively
569

 
480

 
 
 
Preferred shares, $0.01 par value per share, 50,000,000 shares authorized, no shares issued and outstanding

 

 
Additional paid-in capital
1,263,603

 
1,034,683

 
Accumulated deficit
(21,998
)
 
(41,909
)
 
Accumulated other comprehensive loss
(5,475
)
 
(4,465
)
Total EdR stockholders’ equity
1,236,699

 
988,789

Noncontrolling interests
8,171

 
3,029

Total equity
1,244,870

 
991,818

 
 
 
 
 
Total liabilities and equity
$
2,001,831

 
$
1,806,330





10



EdR AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Amounts in thousands, except per share data)
(Unaudited)
 
Three months ended December 31,
 
2015
 
2014
Revenues:
 
 
 
Collegiate housing leasing revenue
$
71,781

 
$
61,645

Third-party development consulting services
702

 
1,541

Third-party management services
972

 
1,103

Operating expense reimbursements
2,065

 
2,215

Total revenues
75,520

 
66,504

 
 
 
 
Operating expenses:
 
 
 
Collegiate housing leasing operations
25,831

 
22,586

Development and management services
3,218

 
2,725

General and administrative
2,773

 
2,593

Development pursuit, acquisition costs and severance
47

 

Depreciation and amortization
18,417

 
16,045

Ground lease expense
3,312

 
2,826

Reimbursable operating expenses
2,065

 
2,215

 Total operating expenses
55,663

 
48,990

 
 
 
 
 Operating income
19,857

 
17,514

 
 
 
 
Nonoperating (income) expenses:
 
 
 
Interest expense
6,834

 
5,580

Amortization of deferred financing costs
562

 
623

Interest income
(69
)
 
(38
)
Loss on extinguishment of debt
403

 
2,651

Total nonoperating expenses
7,730

 
8,816

 
 
 
 
Income before equity in earnings (losses) of unconsolidated entities, income taxes and gain on sale of collegiate housing properties
12,127

 
8,698

 
 
 
 
Equity in earnings (losses) of unconsolidated entities
155

 
(340
)
Income before income taxes and gain on sale of collegiate housing properties
12,282

 
8,358

Less: Income tax expense (benefit)
22

 
(337
)
Income before gain from sale of collegiate housing properties
12,260

 
8,695

Gain on sale of collegiate housing properties
2,770

 
13,908

Net income
15,030

 
22,603

Less: Net income attributable to the noncontrolling interests
257

 
206

Net income attributable to Education Realty Trust, Inc.
$
14,773

 
$
22,397

 
 
 
 
Other comprehensive income (loss):
 
 
 
     Gain (loss) on cash flow hedging derivatives
2,419

 
(2,051
)
Comprehensive income attributable to Education Realty Trust, Inc.
$
17,192

 
$
20,346

 
 
 
 
Earnings per share information:
 
 
 
Net income attributable to Education Realty Trust, Inc. common stockholders per share – basic
$
0.28

 
$
0.47

 
 
 
 
Net income attributable to Education Realty Trust, Inc. common stockholders per share – diluted
$
0.27

 
$
0.47

 
 
 
 
Weighted average share of common stock outstanding – basic
53,486

 
47,658

 
 
 
 
Weighted average share of common stock outstanding – diluted
53,788

 
48,002


11



EdR AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Amounts in thousands, except per share data)
(Unaudited)
 
Year Ended December 31,
 
2015
 
2014
Revenues:
 
 
 
Collegiate housing leasing revenue
$
240,623

 
$
206,322

Third-party development consulting services
2,233

 
6,805

Third-party management services
3,670

 
3,959

Operating expense reimbursements
8,636

 
8,707

Total revenues
255,162

 
225,793

 
 
 
 
Operating expenses:
 
 
 
Collegiate housing leasing operations
101,283

 
92,649

Development and management services
11,446

 
9,685

General and administrative
9,000

 
8,745

Development pursuit, acquisition costs and severance
452

 
1,372

Depreciation and amortization
68,022

 
58,974

Ground lease expense
11,268

 
8,988

Loss on impairment of collegiate housing properties

 
12,733

Reimbursable operating expenses
8,636

 
8,707

Total operating expenses
210,107

 
201,853

 
 
 
 
Operating income
45,055

 
23,940

 
 
 
 
Nonoperating (income) expenses:
 
 
 
Interest expense
24,449

 
20,656

Amortization of deferred financing costs
2,089

 
2,156

Interest income
(213
)
 
(190
)
Guarantee fee income from participating development

 
(3,000
)
Interest on loan to participating development

 
(6,486
)
Gain on insurance settlement

 
(8,133
)
Loss on extinguishment of debt
403

 
3,543

Total nonoperating expenses
26,728

 
8,546

 
 
 
 
Income before equity in losses of unconsolidated entities, income taxes and gain on sale of collegiate housing properties
18,327

 
15,394

 
 
 
 
Equity in losses of unconsolidated entities
(668
)
 
(710
)
Income before income taxes and gain on sale of collegiate housing properties
17,659

 
14,684

Less: Income tax expense
347

 
261

Income before gain on sale of collegiate housing properties
17,312

 
14,423

Gain on sale of collegiate housing properties
2,770

 
33,231

Net income
20,082

 
47,654

Less: Net income attributable to the noncontrolling interests
171

 
599

Net income attributable to Education Realty Trust, Inc.
$
19,911

 
$
47,055

 
 
 
 
Other comprehensive income (loss):
 
 
 
Loss on cash flow hedging derivatives
$
(1,010
)
 
$
(4,465
)
Comprehensive income attributable to Education Realty Trust, Inc.
$
18,901

 
$
42,590

 
 
 
 
Earnings per share information:
 
 
 
Net income attributable to Education Realty Trust, Inc. common stockholders per share – basic
$
0.40

 
$
1.10

Net income attributable to Education Realty Trust, Inc. common stockholders per share – diluted
$
0.40

 
$
1.09

 
 
 
 
Weighted average share of common stock outstanding – basic
49,676

 
42,934

Weighted average share of common stock outstanding – diluted
49,991

 
43,277


12



EdR AND SUBSIDIARIES
CALCULATION OF FFO AND CORE FFO
(Amounts in thousands, except per share/unit data)
(Unaudited)
 
Three months ended December 31,
 
Year ended December 31,
 
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
Net income attributable to EdR
$
14,773

 
$
22,397

 
$
19,911

 
$
47,055

 
 
 
 
 
 
 
 
Gain on sale of collegiate housing assets
(2,770
)
 
(13,908
)
 
(2,770
)
 
(33,231
)
Gain on insurance settlement (1)

 

 

 
(8,133
)
Impairment losses

 

 

 
12,733

Real estate related depreciation and amortization
18,026

 
15,690

 
66,499

 
58,055

Equity portion of real estate depreciation and amortization on equity investees
784

 
557

 
2,141

 
701

Noncontrolling interests
261

 
289

 
298

 
538

Funds from operations ("FFO") available to stockholders and unitholders
$
31,074

 
$
25,025

 
$
86,079

 
$
77,718

 
 
 
 
 
 
 
 
FFO adjustments:
 
 
 
 
 
 
 
Loss on extinguishment of debt
403

 
2,651

 
403

 
3,543

Acquisition costs

 

 
293

 
1,058

Severance costs, net of tax

 

 

 
314

Straight-line adjustment for ground leases (2)
1,187

 
1,202

 
4,782

 
4,835

FFO adjustments
1,590

 
3,853

 
5,478

 
9,750

 
 
 
 
 
 
 
 
FFO on Participating Developments: (3)
 
 
 
 
 
 
 
Interest on loan to Participating Development

 

 

 
(5,581
)
Development fees on Participating Development, net of costs and taxes

 

 

 
(1,548
)
FFO on Participating Developments

 

 

 
(7,129
)
 
 
 
 
 
 
 
 
Core funds from operations ("Core FFO") available to stockholders and unitholders
$
32,664

 
$
28,878

 
$
91,557

 
$
80,339

 
 
 
 
 
 
 
 
FFO per weighted average share/unit (4)
$
0.58

 
$
0.52

 
$
1.72

 
$
1.80

 
 
 
 
 
 
 
 
Core FFO per weighted average share/unit (4)
$
0.61

 
$
0.60

 
$
1.83

 
$
1.86

 
 
 
 
 
 
 
 
Weighted average shares/units (4)
53,788

 
48,002

 
49,991

 
43,277

 
 
 
 
 
 
 
 
(1)  Represents gain on insurance settlement at 3949 Lindell. The community was damaged by fire in July 2012. All claims were settled during the year ended December 31, 2014, at which time the gain was recognized.
(2)  This represents the straight-line rent expense adjustment required by GAAP related to ground leases. As the ground lease terms range from 40 to 99 years, the adjustment to straight-line these agreements becomes material to our operating results, distorting the economic results of the communities.
(3)  FFO on participating developments in 2014 represents the economic impact of interest and fees not recognized in net income due to the Company having a participating investment in the third-party development. The adjustment for interest income is based on terms of the loan. In July 2014, our mezzanine investment was repaid in full, ending the Company's participation in the project and any fees and interest. At the same time all previously deferred amounts were recognized in net income.
(4)  FFO and Core FFO per weighted average share/unit were computed using the weighted average of all shares and partnership units outstanding, regardless of their dilutive impact.

13



EdR AND SUBSIDIARIES
2016 GUIDANCE – RECONCILIATION OF FFO and CORE FFO
(Amounts in thousands, except share and per share data)
(Unaudited)
 
 
Year ending December 31, 2016
 
 
Low End
 
High End
 
 
 
 
 
 
 
 
 
 
Net income attributable to EdR(1)
 
$
22,450

 
$
26,200

 
 
 
 
 
Real estate related depreciation and amortization
 
68,000

 
68,000

Equity portion of real estate depreciation and amortization on equity investees
 
2,800

 
2,800

Noncontrolling interests
 
150

 
200

FFO
 
$
93,400

 
$
97,200

FFO adjustments:
 
 
 
 
Loss on early extinguishment of debt
 
10,000

 
10,000

Straight-line adjustment for ground leases(2)
 
4,500

 
4,500

FFO adjustments
 
14,500

 
14,500

 
 
 
 
 
Core FFO
 
$
107,900

 
$
111,700

 
 
 
 
 
FFO per weighted average share/unit(3)
 
$
1.47

 
$
1.53

 
 
 
 
 
Core FFO per weighted average share/unit(3)
 
$
1.70

 
$
1.76

 
 
 
 
 
Weighted average shares/units(3)
 
63,600

 
63,600

 
 
 
 
 
Notes:
 
 
 
 
(1) Does not include any estimated gain or loss on the possible disposition of collegiate housing assets as gains or losses on the disposition of collegiate housing assets are excluded from FFO and Core FFO.
(2) Represents the straight-line rent expense adjustment required by GAAP related to ground leases. As ground lease terms range from 40 to 99 years, the adjustment to straight-line these agreements becomes material to our operating results, distorting the economic results of the communities.
(3) FFO and Core FFO per weighted average share/unit were computed using the weighted average of all shares and operating partnership units outstanding, regardless of their dilutive impact.


14



EdR AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP MEASURES
(Unaudited)

The following is a reconciliation of the Company's GAAP operating income to NOI for three months and year ended December 31, 2015 and 2014 (in thousands):
 
For the three months ended December 31,
 
For the year ended December 31,
 
2015
 
2014
 
2015
 
2014
Operating income
$
19,857

 
$
17,514

 
$
45,055

 
$
23,940

Less: Third-party development services revenue
702

 
1,541

 
2,233

 
6,805

Less: Third-party management services revenue
972

 
1,103

 
3,670

 
3,959

Plus: Development and management services expenses
3,218

 
2,725

 
11,446

 
9,685

Plus: General and administrative expenses, development pursuit, acquisition costs and severance
2,820

 
2,593

 
9,452

 
10,117

Plus: Ground leases
3,312

 
2,826

 
11,268

 
8,988

Plus: Impairment loss on collegiate housing properties

 

 

 
12,733

Plus: Depreciation and amortization
18,417

 
16,045

 
68,022

 
58,974

NOI
$
45,950

 
$
39,059

 
$
139,340

 
$
113,673


The following is a reconciliation of the Company's GAAP net income to Adjusted EBITDA for the years ended December 31, 2015 and 2014 (in thousands):
 
Year ended December 31,
 
 
2015
 
2014
 
Net income attributable to common stockholders
$
19,911

 
$
47,055

 
Straight line adjustment for ground leases
4,782

 
4,835

 
Acquisition costs
293

 
1,058

 
Depreciation and amortization
68,022

 
58,974

 
Loss on impairment of collegiate housing assets

 
12,733

 
Gain on sale of collegiate housing assets
(2,770
)
 
(33,231
)
 
Gain on insurance settlement

 
(8,133
)
 
Interest expense
24,449

 
20,656

 
Amortization of deferred financing costs
2,089

 
2,156

 
Interest income
(213
)
 
(190
)
 
Interest on loan to participating development

 
(6,486
)
 
Loss on extinguishment of debt
403

 
3,543

 
Income tax expense
347

 
261

 
Noncontrolling interests
171

 
599

 
Adjusted EBITDA
$
117,484

 
$
103,830

 
Annualize acquisitions, developments and dispositions (1)
9,711

 
13,446

 
Pro Forma Adjusted EBITDA
$
127,195

 
$
117,276

 
 
 
 
 
 
(1) Pro forma adjustment to reflect all acquisitions, development deliveries and dispositions as if such transactions had occurred on the first day of the period presented.
 

15








FINANCIAL HIGHLIGHTS

 (Amounts in thousands, except per share data, unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 OPERATING DATA:
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended December 31,
 
Year ended December 31,
 
 
2015
2014
 
$ Chg
% Chg
 
2015
2014
 
$ Chg
% Chg
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-community revenue
$
49,895

$
48,192

 
$
1,703

3.5
 %
 
$
183,375

$
173,948

 
$
9,427

5.4
 %
 
Total community revenue
71,781

61,645

 
10,136

16.4
 %
 
240,623

206,322

 
34,301

16.6
 %
 
Total revenue
75,520

66,504

 
9,016

13.6
 %
 
255,162

225,793

 
29,369

13.0
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-community net operating income
30,492

29,655

 
837

2.8
 %
 
102,786

97,162

 
5,624

5.8
 %
 
Total community net operating income
45,950

39,059

 
6,891

17.6
 %
 
139,340

113,673

 
25,667

22.6
 %
 
Total operating income
19,857

17,514

 
2,343

13.4
 %
 
45,055

23,940

 
21,115

88.2
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to EdR
14,773

22,397

 
(7,624
)
(34.0
)%
 
19,911

47,055

 
(27,144
)
(57.7
)%
 
Per share - basic
$
0.28

$
0.47

 
$
(0.19
)
(40.4
)%
 
$
0.40

$
1.10

 
$
(0.70
)
(63.6
)%
 
Per share - diluted
0.27

0.47

 
(0.20
)
(42.6
)%
 
0.40

1.09

 
(0.69
)
(63.3
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Funds from operations (FFO)
31,074

25,025

 
6,049

24.2
 %
 
86,079

77,718

 
8,361

10.8
 %
 
Per weighted average share/unit (1)
$
0.58

$
0.52

 
$
0.06

11.5
 %
 
$
1.72

$
1.80

 
$
(0.08
)
(4.4
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Core funds from operations (Core FFO)
32,664

28,878

 
3,786

13.1
 %
 
91,557

80,339

 
11,218

14.0
 %
 
Per weighted average share/unit (1)
$
0.61

$
0.60

 
$
0.01

1.7
 %
 
$
1.83

$
1.86

 
$
(0.03
)
(1.6
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
FINANCIAL RATIOS:
 
 
 
 
 
 
 
 
12/31/2015
 
12/31/2014
 
 
 
 
 
 
 
Debt to gross assets
28.3%
 
35.1%
 
 
 
 
 
 
 
Net debt to enterprise value
22.0%
 
28.1%
 
 
 
 
 
 
 
Interest coverage ratio (TTM)
4.8x
 
5.0x
 
 
 
 
 
 
 
Net debt to EBITDA - Adjusted (TTM)
4.0x
 
4.9x
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) FFO and Core FFO per share/unit were computed using weighted average shares and units outstanding, regardless of their dilutive impact. See page 5 for a detailed calculation.

FOURTH QUARTER 2015
1

BALANCE SHEET

(Amount in thousands, except share and per share data, unaudited)
 
 
 
 
 
 
 
December 31, 2015
 
December 31, 2014
 
 Assets
 
 
 
 
 
 
Collegiate housing properties, net (1)
 
$
1,774,796

 
$
1,586,009

 
 
Assets under development
 
117,384

 
120,702

 
 
Cash and cash equivalents
 
33,742

 
18,385

 
 
Restricted cash
 
9,784

 
10,342

 
 
Other assets
 
66,125

 
70,892

 
 Total assets
 
$
2,001,831

 
$
1,806,330

 
 
 
 
 
 
 
 Liabilities and equity
 
 
 
 
 
 Liabilities:
 
 
 
 
 
 
Mortgage and construction loans, net of unamortized premium and deferred financing costs
 
$
204,511

 
$
248,128

 
 
Unsecured revolving credit facility
 

 
24,000

 
 
Unsecured term loan, net of unamortized deferred financing costs
 
186,518

 
186,277

 
 
Unsecured Senior Notes, net of unamortized deferred financing costs
 
247,678

 
247,425

 
 
Accounts payable and accrued expenses
 
85,670

 
76,869

 
 
Deferred revenue
 
19,024

 
17,301

 
 Total liabilities
 
743,401

 
800,000

 
 
 
 
 
 
 
 
 Commitments and contingencies
 

 

 
 
 
 
 
 
 
 
Redeemable noncontrolling interests
 
13,560

 
14,512

 
 
 
 
 
 
 
 
 Equity:
 
 
 
 
 
 EdR stockholders' equity:
 
 
 
 
 
 
Common stock, $0.01 par value per share, 200,000,000 shares authorized, 56,879,003 and 47,999,427 shares issued and outstanding as of December 31, 2015 and 2014, respectively
 
569

 
480

 
 
Preferred stock, $0.01 par value per share, 50,000,000 shares authorized, no shares issued and outstanding
 

 

 
 
Additional paid-in capital
 
1,263,603

 
1,034,683

 
 
Accumulated deficit
 
(21,998
)
 
(41,909
)
 
 
Accumulated other comprehensive loss
 
(5,475
)
 
(4,465
)
 
 Total EdR stockholders' equity
 
1,236,699

 
988,789

 
 Noncontrolling interest
 
8,171

 
3,029

 
 Total equity
 
1,244,870

 
991,818

 
 
 
 
 
 
 
 
 Total liabilities and equity
 
$
2,001,831

 
$
1,806,330

 
 
 
 
 
 
 
 
(1) Amount is net of accumulated depreciation of $270,993 and $210,047, as of December 31, 2015 and 2014, respectively.

FOURTH QUARTER 2015
2

OPERATING RESULTS

(Amounts in thousands, except per share data, unaudited)
 
 
 
 
 
 
 
Three months ended December 31,
 
Year ended December 31,
 
2015
 
2014
 
$ Change
 
2015
 
2014
 
$ Change
Revenues:
 
 
 
 
 
 
 
 
 
 
 
     Collegiate housing leasing revenue
$
71,781

 
$
61,645

 
$
10,136

 
$
240,623

 
$
206,322

 
$
34,301

     Third-party development consulting services
702

 
1,541

 
(839
)
 
2,233

 
6,805

 
(4,572
)
     Third-party management services
972

 
1,103

 
(131
)
 
3,670

 
3,959

 
(289
)
     Operating expense reimbursements
2,065

 
2,215

 
(150
)
 
8,636

 
8,707

 
(71
)
     Total revenues
75,520

 
66,504

 
9,016

 
255,162

 
225,793

 
29,369

Operating expenses:
 
 
 
 
 
 
 
 
 
 


     Collegiate housing leasing operations
25,831

 
22,586

 
3,245

 
101,283

 
92,649

 
8,634

     Development and management services
3,218

 
2,725

 
493

 
11,446

 
9,685

 
1,761

     General and administrative
2,773

 
2,593

 
180

 
9,000

 
8,745

 
255

     Development pursuit, acquisition costs and severance
47

 

 
47

 
452

 
1,372

 
(920
)
     Depreciation and amortization
18,417

 
16,045

 
2,372

 
68,022

 
58,974

 
9,048

     Ground lease expense
3,312

 
2,826

 
486

 
11,268

 
8,988

 
2,280

     Loss on impairment of collegiate housing properties

 

 

 

 
12,733

 
(12,733
)
     Reimbursable operating expenses
2,065

 
2,215

 
(150
)
 
8,636

 
8,707

 
(71
)
     Total operating expenses
55,663

 
48,990

 
6,673

 
210,107

 
201,853

 
8,254

 
 
 
 
 
 
 
 
 
 
 


Operating income
19,857

 
17,514

 
2,343

 
45,055

 
23,940

 
21,115

 
 
 
 
 
 
 
 
 
 
 


Nonoperating (income) expenses:
 
 
 
 
 
 
 
 
 
 


     Interest expense
6,834

 
5,580

 
1,254

 
24,449

 
20,656

 
3,793

     Amortization of deferred financing costs
562

 
623

 
(61
)
 
2,089

 
2,156

 
(67
)
     Interest income
(69
)
 
(38
)
 
(31
)
 
(213
)
 
(190
)
 
(23
)
Guarantee fee income from participating development

 

 

 

 
(3,000
)
 
3,000

Interest on loan to participating development

 

 

 

 
(6,486
)
 
6,486

     Gain on insurance settlement

 

 

 

 
(8,133
)
 
8,133

     Loss on extinguishment of debt
403

 
2,651

 
(2,248
)
 
403

 
3,543

 
(3,140
)
Total nonoperating expenses
7,730

 
8,816

 
(1,086
)
 
26,728

 
8,546

 
18,182

Income before equity in earnings (losses) of unconsolidated entities, income taxes and gain on sale of collegiate housing communities
12,127

 
8,698

 
3,429

 
18,327

 
15,394

 
2,933

Equity in earnings (losses) of unconsolidated entities
155

 
(340
)
 
495

 
(668
)
 
(710
)
 
42

Income before income taxes and gain on sale of collegiate housing properties
12,282

 
8,358

 
3,924

 
17,659

 
14,684

 
2,975

Income tax expense (benefit)
22

 
(337
)
 
359

 
347

 
261

 
86

Income before gain on sale of collegiate housing properties
12,260

 
8,695

 
3,565

 
17,312

 
14,423

 
2,889

Gain on sale of collegiate housing properties
2,770

 
13,908

 
(11,138
)
 
2,770

 
33,231

 
(30,461
)
Net income
15,030

 
22,603

 
(7,573
)
 
20,082

 
47,654

 
(27,572
)
Less: Net income attributable to the noncontrolling interests
257

 
206

 
51

 
171

 
599

 
(428
)
Net income attributable to Education Realty Trust, Inc.
$
14,773

 
$
22,397

 
$
(7,624
)
 
$
19,911

 
$
47,055

 
$
(27,144
)
 
 
 
 
 
 
 
 
 
 
 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2015
3

OPERATING RESULTS

(Amounts in thousands, except per share data, unaudited)
 
 
 
 
 
 
 
Three months ended December 31,
 
Year ended December 31,
 
2015
 
2014
 
$ Change
 
2015
 
2014
 
$ Change
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
 
 
      Gain (loss) on cash flow hedging derivatives
2,419

 
(2,051
)
 
4,470

 
(1,010
)
 
(4,465
)
 
3,455

Comprehensive income
$
17,192

 
$
20,346

 
$
(3,154
)
 
$
18,901

 
$
42,590

 
$
(23,689
)
 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share information:
 
 
 
 
 
 
 
 
 
 


Net income attributable to Education Realty Trust, Inc. common stockholders per share – basic
$
0.28

 
$
0.47

 
$
(0.19
)
 
$
0.40

 
$
1.10

 
$
(0.70
)
Net income attributable to Education Realty Trust, Inc. common stockholders per share – diluted
$
0.27

 
$
0.47

 
$
(0.20
)
 
$
0.40

 
$
1.09

 
$
(0.69
)
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares of common stock outstanding – basic
53,486

 
47,658

 
 
 
49,676

 
42,934

 
 
Weighted average shares of common stock outstanding – diluted (1)
53,788

 
48,002

 
 
 
49,991

 
43,277

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Weighted average shares of common stock outstanding - diluted assumes the conversion of outstanding redeemable Operating Partnership Units and University Towers Operating Units.

FOURTH QUARTER 2015
4

FUNDS FROM OPERATIONS

(Amounts in thousands, except per share data, unaudited)
Three months ended December 31,
 
Year ended December 31,
 
 
2015
 
2014
 
$ Change
 
2015
 
2014
 
$ Change
Net income attributable to EdR
$
14,773

 
$
22,397

 
$
(7,624
)
 
$
19,911

 
$
47,055

 
$
(27,144
)
 
Gain on sale of collegiate housing assets
(2,770
)
 
(13,908
)
 
11,138

 
(2,770
)
 
(33,231
)
 
30,461

 
Gain on insurance settlement (1)

 

 

 

 
(8,133
)
 
8,133

 
Impairment losses

 

 

 

 
12,733

 
(12,733
)
 
Real estate related depreciation and amortization
18,026

 
15,690

 
2,336

 
66,499

 
58,055

 
8,444

 
Equity portion of real estate depreciation and amortization on equity investees
784

 
557

 
227

 
2,141

 
701

 
1,440

 
Noncontrolling interests
261

 
289

 
(28
)
 
298

 
538

 
(240
)
Funds from operations ("FFO") available to stockholders and unitholders
31,074

 
25,025

 
6,049

 
86,079

 
77,718

 
8,361

 
percent change
 
 
 
 
24.2
%
 
 
 
 
 
10.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
FFO adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
Loss on extinguishment of debt
403

 
2,651

 
(2,248
)
 
403

 
3,543

 
(3,140
)
 
Acquisition costs

 

 

 
293

 
1,058

 
(765
)
 
Severance costs, net of tax

 

 

 

 
314

 
(314
)
 
Straight-line adjustment for ground leases (2)
1,187

 
1,202

 
(15
)
 
4,782

 
4,835

 
(53
)
FFO adjustments
1,590

 
3,853

 
(2,263
)
 
5,478

 
9,750

 
(4,272
)
 
 
 
 
 
 
 
 
 
 
 
 
 
FFO on Participating Developments:(3)
 
 
 
 
 
 
 
 
 
 
 
 
Interest on loan to Participating Development

 

 

 

 
(5,581
)
 
5,581

 
Development fees on Participating Development, net of costs and taxes

 

 

 

 
(1,548
)
 
1,548

FFO on Participating Developments

 

 

 

 
(7,129
)
 
7,129

 
 
 
 
 
 
 
 
 
 
 
 
 
Core funds from operations ("Core FFO") available to stockholders and unitholders
$
32,664

 
$
28,878

 
$
3,786

 
$
91,557

 
$
80,339

 
$
11,218

 
percent change
 
 
 
 
13.1
%
 
 
 
 
 
14.0
 %
 
 
 
 
 
 


 
 
 
 
 

FFO per weighted average share/unit (4)
$
0.58

 
$
0.52

 
$
0.06

 
$
1.72

 
$
1.80

 
$
(0.08
)
 
percent change
 
 
 
 
11.5
%
 
 
 
 
 
(4.4
)%
Core FFO per weighted average share/unit (4)
$
0.61

 
$
0.60

 
$
0.01

 
$
1.83

 
$
1.86

 
$
(0.03
)
 
percent change
 
 
 
 
1.7
%
 
 
 
 
 
(1.6
)%
 
 
 
 
 
 
 
 
 
 
 
 

Weighted average shares/units (4)
53,788

 
48,002

 
5,786

 
49,991

 
43,277

 
6,714

 
percent change
 
 
 
 
12.1
%
 
 
 
 
 
15.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
(1)  Represents gain on insurance settlement at 3949 Lindell. The community was damaged by fire in July 2012. All claims were settled during the year ended December 31, 2014, at which time the gain was recognized.
(2)  This represents the straight-line rent expense adjustment required by GAAP related to ground leases. As the ground lease terms range from 40 to 99 years, the adjustment to straight-line these agreements becomes material to our operating results, distorting the economic results of the communities.
(3)  FFO on participating developments in 2014 represents the economic impact of interest and fees not recognized in net income due to the Company having a participating investment in the third-party development. The adjustment for interest income is based on terms of the loan. In July 2014, our mezzanine investment was repaid in full, ending the Company's participation in the project and any fees and interest. At the same time all previously deferred amounts were recognized in net income.
(4)  FFO and Core FFO per weighted average share/unit were computed using the weighted average of all shares and partnership units outstanding, regardless of their dilutive impact.

FOURTH QUARTER 2015
5

COMMUNITY OPERATING RESULTS

(Amounts in thousands, unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
2015
 
2014
 
$ Change
 
% Change
 
2015
 
2014
 
$ Change
 
% Change
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-communities(1)
$
49,895

 
$
48,192

 
$
1,703

 
3.5
 %
 
$
183,375

 
$
173,948

 
$
9,427

 
5.4
 %
 
New-communities (2)
21,137

 
11,823

 
9,314

 
78.8
 %
 
54,005

 
16,937

 
37,068

 
218.9
 %
 
Sold-communities(3)
382

 
1,630

 
(1,248
)
 
(76.6
)%
 
1,775

 
15,437

 
(13,662
)
 
(88.5
)%
 
CA revenue(4)
367

 

 
367

 
NM

 
1,468

 

 
1,468

 
NM

Total revenues
71,781

 
61,645

 
10,136

 
16.4
 %
 
240,623

 
206,322

 
34,301

 
16.6
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses (5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-communities(1)
19,403

 
18,537

 
866

 
4.7
 %
 
80,589

 
76,786

 
3,803

 
5.0
 %
 
New-communities (2)
5,796

 
3,012

 
2,784

 
92.4
 %
 
18,235

 
6,366

 
11,869

 
186.4
 %
 
Sold-communities(3)
265

 
1,037

 
(772
)
 
(74.4
)%
 
991

 
9,497

 
(8,506
)
 
(89.6
)%
 
CA revenue(4)
367



 
367

 
NM

 
1,468

 

 
1,468

 
NM

Total operating expenses
25,831

 
22,586

 
3,245

 
14.4
 %
 
101,283

 
92,649

 
8,634

 
9.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net operating income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-communities(1)
30,492

 
29,655

 
837

 
2.8
 %
 
102,786

 
97,162

 
5,624

 
5.8
 %
 
New-communities (2)
15,341

 
8,811

 
6,530

 
NM

 
35,770

 
10,571

 
25,199

 
NM

 
Sold-communities(3)
117

 
593

 
(476
)
 
NM

 
784

 
5,940

 
(5,156
)
 
NM

Total net operating income
$
45,950

 
$
39,059

 
$
6,891

 
17.6
 %
 
$
139,340

 
$
113,673

 
$
25,667

 
22.6
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Same-communities are defined as those communities that have been open and operating for the whole time in the current and prior periods. See page 27 of this supplement for a listing of same-communities.
(2) See page 27 of this supplement for a listing of which communities are categorized as new-communities.
(3) Represents operating results from communities sold in 2014 and 2015.
(4) Represents additional same-community revenue and expenses incurred as a result of the Company changing its community assistant program at the end of 2014. The amounts are shown separately as there
    is no NOI impact and to clearly show the operating growth in revenue and expenses year over year.

(5) Represents community level operating expenses, excluding management fees, depreciation, amortization, ground lease expense and impairment charges, plus regional and other corporate costs of supporting the communities.



FOURTH QUARTER 2015
6

SAME-COMMUNITY EXPENSES BY CATEGORY

(Amounts in thousands, except bed and per-bed data, unaudited)
 
Three months ended December 31, 2015
 
Three months ended December 31, 2014
 
 
 
 
 
Amount
 
Per Bed
 
% of Total Operating Expenses
 
Amount
 
Per Bed
 
% of Total Operating Expenses
 
$ Change
 
% Change
Utilities(1)
$
5,890

 
$
259

 
29
%
 
$
5,714

 
$
252

 
32
%
 
$
176

 
3.1
 %
On-Site Payroll
3,376

 
149

 
17
%
 
3,263

 
144

 
18
%
 
113

 
3.5
 %
General & Administrative(2)
3,349

 
147

 
17
%
 
3,248

 
143

 
18
%
 
101

 
3.1
 %
Maintenance & Repairs(3)
1,234

 
54

 
6
%
 
1,092

 
48

 
6
%
 
142

 
13.0
 %
Marketing
860

 
38

 
4
%
 
870

 
38

 
5
%
 
(10
)
 
(1.1
)%
Total Direct Operating Expenses
$
14,709

 
$
647

 
76
%
 
$
14,187

 
$
625

 
77
%
 
$
522

 
3.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Real Estate Taxes
4,123

 
181

 
21
%
 
3,796

 
167

 
20
%
 
327

 
8.6
 %
Insurance
571

 
25

 
3
%
 
554

 
24

 
3
%
 
17

 
3.1
 %
Total Fixed Operating Expenses
$
4,694

 
$
206

 
24
%
 
$
4,350

 
$
191

 
23
%
 
$
344

 
7.9
 %
Total Property Operating Expenses
$
19,403

 
$
853

 
100
%
 
$
18,537

 
$
816

 
100
%
 
$
866

 
4.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year ended December 31, 2015
 
Year ended December 31, 2014
 
 
 
 
 
Amount
 
Per Bed
 
% of Total Operating Expenses
 
Amount
 
Per Bed
 
% of Total Operating Expenses
 
$ Change
 
% Change
Utilities(1)
$
22,678

 
$
998

 
27
%
 
$
21,695

 
955

 
29
%
 
983

 
4.5
 %
On-Site Payroll
13,792

 
607

 
17
%
 
13,075

 
576

 
18
%
 
717

 
5.5
 %
General & Administrative(2)
12,409

 
546

 
15
%
 
12,706

 
559

 
17
%
 
(297
)
 
(2.3
)%
Maintenance & Repairs(3)
8,582

 
378

 
11
%
 
7,847

 
345

 
10
%
 
735

 
9.4
 %
Marketing
3,440

 
151

 
4
%
 
3,552

 
156

 
5
%
 
(112
)
 
(3.2
)%
Total Direct Operating Expenses
$
60,901

 
$
2,680

 
76
%
 
$
58,875

 
$
2,591

 
77
%
 
$
2,026

 
3.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Real Estate Taxes
17,405

 
766

 
22
%
 
15,682

 
690

 
20
%
 
1,723

(4) 
11.0
 %
Insurance
2,283

 
100

 
3
%
 
2,229

 
98

 
3
%
 
54

 
2.4
 %
Total Fixed Operating Expenses
$
19,688

 
$
866

 
24
%
 
$
17,911

 
$
788

 
23
%
 
$
1,777

 
9.9
 %
Total Property Operating Expenses
$
80,589

 
$
3,546

 
100
%
 
$
76,786

 
$
3,379

 
100
%
 
$
3,803

(4) 
5.0
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-community beds
22,718

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: Schedule does not include $0.4 million and $1.5 million of expenses for the three months ended December 31, 2015 and the year ended ended December 31, 2015, respectively, related to the
Company's change in its community assistant program at the end of the prior year. See note 4 on page 6.

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Represents gross costs before recoveries from tenants and includes student amenities such as internet.
(2) Includes property-level general and administrative cost and dining costs as well as regional and other corporate costs of supporting the communities.
(3) Includes general maintenance costs, grounds and landscaping, turn costs and life safety costs.
(4) During the first quarter of 2015 the Company accrued an additional $0.8 million in real estate taxes relating to the settlement of an assessment dispute with a local school board at one community covering several prior assessment years. Without this charge, real estate taxes would have only increased 5.8% and total operating expenses would have only increased 3.9% over prior year.


FOURTH QUARTER 2015
7

COMMUNITY OPERATIONS - TRAILING FIVE QUARTERS


(Amounts in thousands, except beds and per bed amounts)
Three Months Ended
 
Total / Weighted Average - Trailing Twelve Months
 
 
 
December 31, 2014
 
March 31, 2015
 
June 30, 2015
 
September 30, 2015
 
December 31, 2015
 
2015 Same Communities
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
48,192

 
$
47,582

 
$
44,144

 
$
41,754

 
$
49,895

 
$
183,375

 
Operating Expenses
 
18,537

 
19,774

 
18,366

 
23,046

 
19,403

 
80,589

 
Net Operating Income
 
$
29,655

 
$
27,808

 
$
25,778

 
$
18,708

 
$
30,492

 
$
102,786

 
Margin
 
62
%
 
58
%
 
58
%
 
45
%
 
61
%
 
56
%
 
Beds
 
68,157

 
68,157

 
68,157

 
68,157

 
68,157

 
272,628

 
Occupancy(1)
 
96.3
%
 
96.0
%
 
88.5
%
 
90.8
%
 
97.2
%
 
93.1
%
 
Net Apartment Rent per Occupied Bed
 
$
693

 
$
682

 
$
677

 
$
606

 
$
709

 
$
669

 
Other Income per Occupied Bed
 
41

 
46

 
55

 
69

 
44

 
53

 
Total Revenue per Occupied Bed
 
$
734

 
$
728

 
$
732

 
$
675

 
$
753

 
$
722

 
Operating Expense per Available Bed
 
$
272

 
$
290

 
$
269

 
$
338

 
$
285

 
$
296

 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015 New Communities
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
11,823

 
$
11,939

 
$
8,726

 
$
12,203

 
$
21,137

 
$
54,005

 
Operating Expenses
 
3,012

 
3,787

 
3,907

 
4,745

 
5,796

 
18,235

 
Net Operating Income
 
$
8,811

 
$
8,152

 
$
4,819

 
$
7,458

 
$
15,341

 
$
35,770

 
Margin
 
75
%
 
68
%
 
55
%
 
61
%
 
73
%
 
66
%
 
Beds
 
13,674

 
13,674

 
13,824

 
19,756

 
23,046

 
70,300

 
Occupancy(1)
 
95.6
%
 
95.0
%
 
63.7
%
 
82.7
%
 
94.2
%
 
85.1
%
 
Net Apartment Rent per Occupied Bed
 
$
883

 
$
882

 
$
945

 
$
683

 
$
940

 
$
858

 
Other Income per Occupied Bed
 
22

 
37

 
47

 
64

 
33

 
44

 
Total Revenue per Occupied Bed
 
$
905

 
$
919

 
$
992

 
$
747

 
$
973

 
$
902

 
Operating Expense per Available Bed
 
$
220

 
$
277

 
$
283

 
$
240

 
$
252

 
$
259

 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015 Sold Communities
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
1,630

 
$
494

 
$
497

 
$
402

 
$
382

 
$
1,775

 
Operating Expenses
 
1,037

 
212

 
228

 
286

 
265

 
991

 
Net Operating Income
 
$
593

 
$
282

 
$
269

 
$
116

 
$
117

 
$
784

 
Margin
 
36
%
 
57
%
 
54
%
 
29
%
 
31
%
 
44
%
 
Beds
 
2,708

 
1,080

 
1,080

 
1,080

 
1,080

 
4,320

 
Occupancy(1)
 
92.7
%
 
99.1
%
 
98.9
%
 
92.7
%
 
84.5
%
 
93.8
%
 
Net Apartment Rent per Occupied Bed
 
$
622

 
$
445

 
$
448

 
$
385

 
$
386

 
$
417

 
Other Income per Occupied Bed
 
28

 
19

 
17

 
17

 
33

 
21

 
Total Revenue per Occupied Bed
 
$
650

 
$
464

 
$
465

 
$
402

 
$
419

 
$
438

 
Operating Expense per Available Bed
 
$
404

 
$
196

 
$
211

 
$
265

 
$
245

 
$
229

 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2015
8

COMMUNITY OPERATIONS - TRAILING FIVE QUARTERS


(Amounts in thousands, except beds and per bed amounts)
Three Months Ended
 
Total / Weighted Average - Trailing Twelve Months
 
 
 
December 31, 2014
 
March 31, 2015
 
June 30, 2015
 
September 30, 2015
 
December 31, 2015
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$

 
$
367

 
$
367

 
$
367

 
$
367

 
$
1,468

 
Operating Expenses
 

 
367

 
367

 
367

 
367

 
1,468

 
Net Operating Income
 
$

 
$

 
$

 
$

 
$

 
$

 
Margin
 
%
 
%
 
%
 
%
 
%
 
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015 Total Communities
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
61,645

 
$
60,382

 
$
53,734

 
$
54,726

 
$
71,781

 
$
240,623

 
Operating Expenses
 
22,586

 
24,140

 
22,868

 
28,444

 
25,831

 
101,283

 
Net Operating Income
 
$
39,059

 
$
36,242

 
$
30,866

 
$
26,282

 
$
45,950

 
$
139,340

 
Margin
 
63
%
 
60
%
 
57
%
 
48
%
 
64
%
 
58
%
 
Beds
 
84,539

 
82,911

 
83,061

 
88,993

 
92,283

 
347,248

 
Occupancy(1)
 
96.1
%
 
95.8
%
 
84.5
%
 
89.0
%
 
96.3
%
 
91.5
%
 
Net Apartment Rent per Occupied Bed
 
721

 
716

 
712

 
623

 
767

 
706

 
Other Income per Occupied Bed
 
37

 
44

 
53

 
67

 
41

 
51

 
Total Revenue per Occupied Bed
 
758

 
760

 
765

 
690

 
808

 
757

 
Operating Expense per Available Bed
 
268

 
291

 
275

 
320

 
280

 
292

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Represents the weighted average physical occupancy for the period presented.
(2) Represents additional same-community revenue and expenses incurred as a result of the Company changing its community assistant program at the end of 2014. The amounts are shown separately as
    there is no NOI impact and to clearly show the operating growth in revenue and expenses year over year.



FOURTH QUARTER 2015
9

2015 RESULTS PRESENTED IN 2016 SAME-COMMUNITY MIX

Build-up to 2016 Same Community Mix
 
 
 
 
 
 
(Amounts in thousands, except beds and per bed amounts)
Three Months Ended
 
Total / Weighted Average - Full Year 2015
 
 
 
March 31, 2015
 
June 30, 2015
 
September 30, 2015
 
December 31, 2015
 
2015 Same Communities
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
47,582

 
$
44,144

 
$
41,754

 
$
49,895

 
$
183,375

 
Operating Expenses
 
19,774

 
18,366

 
23,046

 
19,403

 
80,589

 
Net Operating Income
 
$
27,808

 
$
25,778

 
$
18,708

 
$
30,492

 
$
102,786

 
Margin
 
58
%
 
58
%
 
45
%
 
61
%
 
56
%
 
Beds
 
68,157

 
68,157

 
68,157

 
68,157

 
272,628

 
Occupancy(1)
 
96.0
%
 
88.5
%
 
90.8
%
 
97.2
%
 
93.1
%
 
Net Apartment Rent per Occupied Bed
 
$
682

 
$
677

 
$
606

 
$
709

 
$
669

 
Other Income per Occupied Bed
 
46

 
55

 
69

 
44

 
53

 
Total Revenue per Occupied Bed
 
$
728

 
$
732

 
$
675

 
$
753

 
$
722

 
Operating Expense per Available Bed
 
$
290

 
$
269

 
$
338

 
$
285

 
$
296

 
 
 
 
 
 
 
 
 
 
 
 
2016 New Same Communities and Adjustments(2)
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
10,999

 
$
7,728

 
$
7,748

 
$
11,857

 
$
38,332

 
Operating Expenses
 
3,362

 
3,440

 
3,251

 
3,446

 
13,499

 
Net Operating Income
 
$
7,637

 
$
4,288

 
$
4,497

 
$
8,411

 
$
24,833

 
Margin
 
69
%
 
55
%
 
58
%
 
71
%
 
65
%
 
Beds
 
11,670

 
11,670

 
11,670

 
11,670

 
46,680

 
Occupancy(1)
 
94.4
%
 
57.7
%
 
78.2
%
 
95.5
%
 
81.5
%
 
Net Apartment Rent per Occupied Bed
 
$
960

 
$
1,096

 
$
777

 
$
1,026

 
$
959

 
Other Income per Occupied Bed
 
38

 
53

 
72

 
38

 
49

 
Total Revenue per Occupied Bed
 
$
998

 
$
1,149

 
$
849

 
$
1,064

 
$
1,008

 
Operating Expense per Available Bed
 
$
288

 
$
295

 
$
279

 
$
295

 
$
289

 
 
 
 
 
 
 
 
 
 
 
 
2016 Same Communities
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
58,581

 
$
51,872

 
$
49,502

 
$
61,752

 
$
221,707

 
Operating Expenses
 
23,136

 
21,806

 
26,297

 
22,849

 
94,088

 
Net Operating Income
 
$
35,445

 
$
30,066

 
$
23,205

 
$
38,903

 
$
127,619

 
Margin
 
61
%
 
58
%
 
47
%
 
63
%
 
58
%
 
Beds
 
79,827

 
79,827

 
79,827

 
79,827

 
319,308

 
Occupancy(1)
 
95.7
%
 
84.0
%
 
89.0
%
 
96.9
%
 
91.4
%
 
Net Apartment Rent per Occupied Bed
 
$
722

 
$
719

 
$
628

 
$
755

 
$
707

 
Other Income per Occupied Bed
 
44

 
55

 
69

 
43

 
53

 
Total Revenue per Occupied Bed
 
$
766

 
$
774

 
$
697

 
$
798

 
$
760

 
Operating Expense per Available Bed
 
$
290

 
$
273

 
$
329

 
$
286

 
$
295

(1) Represents the weighted average physical occupancy for the period presented.
(2) The following adjustments are included: 1) adjustments for properties that will be considered same-community for financial reporting purposes beginning January 1, 2016, 2) reclass of The Retreat at Oxford to
    new-communities due to development of the second phase of the project, and 3) the CA adjustment presented in Other in the 2015 trailing five quarters presentation (see note 2 on page 9).

FOURTH QUARTER 2015
10

PRELEASING SUMMARY

 
 
 
 
 
 
 
Preleasing at February 16,
 
 
 
 
 
 
Design Beds
 
% of NOI
 
2015 Opening Occupancy
 
2016
 
2015
 
Preleasing Ahead/(Behind)
 
Projected Rate Growth
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-Communities - by Tier
 
 
 
 
 
 
 
 
 
 
 
 
 
 
     Prior Year Occupancy Below 90% (Tier 1)
2,384

 
6.4
%
 
77.6
%
 
33.3
%
 
26.8
%
 
6.5
 %
 
1.0
%
 
     Prior Year Occupancy 90% to 96.9% (Tier 2)
5,290

 
14.4
%
 
95.2
%
 
34.3
%
 
38.4
%
 
(4.1
)%
 
2.5
%
 
     Prior Year Occupancy 97% and Above (Tier 3)
16,999

 
79.2
%
 
99.8
%
 
69.4
%
 
62.0
%
 
7.4
 %
 
3.3
%
 
Total Same-Communities (1)
24,673

 
100.0
%
 
96.6
%
 
58.4
%
 
53.5
%
 
4.9
 %
 
3.0
%
 
Total New-Communities (2)
2,107

 
 
 
 
 
58.2
%
 
 
 
 
 
 
 
Total Communities
26,780

 
 
 
 
 
58.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Projected Fall Revenue:
 
 
 
The same-community portfolio is projected to obtain a 2.5% to 3.5% increase in revenue for the upcoming lease term, with net rates up 3% and occupancies consistent with the prior year.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: Leasing update does not include 4,592 same-community beds or 1,141 new-community beds to be delivered in 2016 at the University of Kentucky. Although the university's assignment process does not occur until May, all 5,733 beds, which include the 601 beds delivered in 2013, 2,381 beds delivered in 2014, 1,610 beds delivered in 2015, and 1,141 beds to be delivered in August 2016, are currently 88% applied for this fall.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) The same-community designation for leasing purposes is different than for financial reporting purposes. A community is considered same-community for leasing when the Company has managed the leasing process for at least two leasing cycles, including the 2016/2017 leasing cycle. Design Beds for Same-Communities included in the 2016 Preleasing Summary above include the following design beds: (1) total same-community design beds on page 27 of 22,718 less 601 beds at the University of Kentucky and 668 beds at the Retreat at Oxford plus (2) 3,224 design beds on communities that are considered same for leasing purposes (see note 1 on page 27).
 
 
(2) The new-community designation for leasing purposes is different than for financial statement purposes. A community is considered new-community for leasing when the Company has not previously managed the leasing process. Design beds for Total New-Communities above include the following: (1) our 2015 acquisitions of The Commons on Bridge (150 beds) and The Province Boulder (317 beds) plus (2) beds at our 2016 development deliveries of The Retreat at Oxford (1,018 beds) and The Retreat at Blacksburg (622 beds).
 

FOURTH QUARTER 2015
11

SAME-COMMUNITY PRELEASING BY REGION AND DISTANCE

 
 
 
 
 
 
 
Preleasing at February 16,
 
 
 
 
 
Design Beds
 
% of NOI
 
2015 Opening Occupancy
 
2016
 
2015
 
Preleasing Ahead/(Behind)
 
Projected Rate Growth
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-Communities - by Region (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
Mid-Atlantic
6,202

 
30.7
%
 
96.1
%
 
67.1
%
 
61.9
%
 
5.2
 %
 
2.8
%
Midwest
2,276

 
6.4
%
 
91.3
%
 
26.4
%
 
32.9
%
 
(6.5
)%
 
0.3
%
North
3,205

 
11.5
%
 
98.1
%
 
67.9
%
 
67.5
%
 
0.4
 %
 
2.4
%
South Central
4,082

 
18.9
%
 
95.9
%
 
65.9
%
 
56.4
%
 
9.5
 %
 
3.8
%
Southeast
5,681

 
17.2
%
 
97.9
%
 
50.9
%
 
46.8
%
 
4.1
 %
 
3.0
%
West
3,227

 
15.3
%
 
98.8
%
 
58.4
%
 
46.3
%
 
12.1
 %
 
4.4
%
Total Same-Communities
24,673

 
100.0
%
 
96.6
%
 
58.4
%
 
53.5
%
 
4.9
 %
 
3.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same-Communities - by Distance from Campus
 
 
 
 
 
 
 
 
 
 
 
 
 
0-0.2 miles
14,896

 
71.5
%
 
98.0
%
 
65.1
%
 
58.1
%
 
7.0
 %
 
3.3
%
0.21-0.49 miles
2,144

 
6.8
%
 
96.4
%
 
49.6
%
 
42.6
%
 
7.0
 %
 
3.3
%
0.5-0.99 miles
336

 
0.9
%
 
95.5
%
 
41.1
%
 
59.2
%
 
(18.1
)%
 
8.0
%
1.0-1.99 miles
5,437

 
16.4
%
 
93.8
%
 
49.5
%
 
44.8
%
 
4.7
 %
 
1.5
%
2.0 & > miles
1,860

 
4.4
%
 
94.8
%
 
43.8
%
 
53.9
%
 
(10.1
)%
 
1.9
%
Total Same-Communities
24,673

 
100.0
%
 
96.6
%
 
58.4
%
 
53.5
%
 
4.9
 %
 
3.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: Leasing update does not include 4,592 same-community beds or 1,141 new-community beds to be delivered in 2016 at the University of Kentucky. Although the university's assignment process does not occur until May, all 5,733 beds, which include the 601 beds delivered in 2013, 2,381 beds delivered in 2014, 1,610 beds delivered in 2015, and 1,141 beds to be delivered in August 2016, are currently 88% applied for this fall.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) See definition of regions on page 29.


FOURTH QUARTER 2015
12

TOP EdR MARKETS AND STATES BY REVENUE

*The data above is based on actual 2015 revenues, but excludes properties that were sold during 2015.
(1) All revenue at the University of Kentucky is from ONE PlanSM on-campus assets.

FOURTH QUARTER 2015
13

TOP EdR MARKETS AND STATES BY REVENUE



*The data above is based on actual 2015 revenues, but excludes properties that were sold during 2015.



FOURTH QUARTER 2015
14

NEW SUPPLY AND ENROLLMENT - EdR MARKETS


New supply expected to slow over 20% from 2015 to 2016


EdR Market and Revenue Growth
*Enrollment projection represents the 3-year enrollment CAGR through 2014 for our markets.

FOURTH QUARTER 2015
15

OWNED COMMUNITY PROJECTED 2016 NEW SUPPLY AND
DEMAND INFORMATION


Owned Community Projected 2016 New Supply and Demand Information by Region
 
 
 
 
 
 
 
 
Region (4)
Owned Beds (3)
Percentage of Owned Beds
EdR NOI % (1)
Enrollment Growth 3 Year CAGR - Universities Served
2016 New Supply %
Variance
West
3,544
11%
13%
1.5%
0.5%
1.0%
Mid Atlantic
6,824
21%
25%
0.9%
1.5%
(0.6)%
North
3,205
10%
8%
0.2%
1.2%
(1.0)%
South Central
10,983
34%
37%
2.2%
3.5%
(1.3)%
Southeast
5,681
17%
12%
0.9%
0.7%
0.2%
Midwest
2,276
7%
5%
1.7%
1.6%
0.1%
     Total
32,513
100%
100%
1.5%
1.8%
(0.3)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Region (4)
Anticipated 2016 Enrollment Growth (2)
2016 Supply Growth
Variance
 
 
 
West
2,900
761
2,139
 
Mid Atlantic
2,081
2,300
(219)
 
 
 
North
1,124
1,913
(789)
 
 
 
South Central
3,288
5,686
(2,398)
 
 
 
Southeast
1,269
1,791
(522)
 
 
 
Midwest
1,504
1,422
82
 
 
 
     Total
12,166
13,873
(1,707)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: Schedule represents all markets served by EdR communities and includes 2015 completed deliveries and acquisitions and all announced 2016 developments. Data was obtained from the National Center for Education Statistics, AXIOmetrics and local market data.
 
(1) NOI is based on 2015 actual net operating income with pro forma adjustments for 2015 and 2016 developments and acquisitions that have been operating for less than 12 months.
(2) Extrapolated from 2014 enrollment statistics from University Common Data Sets using the previous 3-year enrollment growth percentages.
(3) Total Owned Beds reported herein include Total Communities design beds on page 27 of 30,400 plus 2,113 of beds at our 2016 deliveries at the University of Kentucky (1,141 beds), The Retreat at Blacksburg (622 beds) and the second phase at The Retreat at Oxford (350 beds) (also see page 18).
(4) See definition of regions on page 29.

FOURTH QUARTER 2015
16

OWNED COMMUNITY PROJECTED 2016 NEW SUPPLY AND
DEMAND INFORMATION


Projected 2016 New Supply Sorted by Percentage Increase
 
 
 
 
 
 
 
 
New Supply Growth
University Markets
EdR Bed Count
Pro Forma EdR NOI %(1)
0%
12
32%
15,037
46%
45%
0.1% to 1.0%
8
22%
4,240
13%
13%
1.0% - 3.0%
10
27%
7,508
23%
23%
3.0% - 5.0%
5
14%
3,418
11%
13%
> 5.0%
2
5%
2,310
7%
6%
     Total
37
100%
32,513
100%
100%
 
 
 
 
 
 
 
 
 
 
 
 
University Markets with > 5% Increase in 2016 New Supply
 
 
 
 
 
 
 
 
 
University
New Supply Increase
Pro Forma EdR NOI %
 
 
 
University of Louisville
8.6%
2.2%
 
 
 
University of Mississippi
8.2%
4.4%
 
 
 
 
 
6.6%
 
 
 
 
 
 
 
 
 
NOTE: Schedule represents all markets served by EdR communities and includes 2015 completed deliveries and acquisitions and all announced 2016 developments. Data was obtained from the National Center for Education Statistics, AXIOmetrics and local market data.
(1) NOI is based on 2015 actual net operating income with pro forma adjustments for 2015 and 2016 developments and acquisitions that have been operating for less than 12 months.


FOURTH QUARTER 2015
17

OWNED DEVELOPMENT SUMMARY

(Amounts in thousands, except bed counts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Active Projects
Project Type
Bed Count
Estimated Start Date
Anticipated Completion Date
Total Project Development Cost
 
EdR's Ownership Percentage
EdR's Share of Development Cost
 
EdR's Share of Development Cost to be Funded
 
University of Kentucky - Limestone Park I & II(2)
ONE Plan (1)
1,141

In progress
Summer 2016
$
83,911

 
100%
$
83,911

 
$
33,542

 
University of Mississippi - The Retreat - Phase II
Wholly Owned
350

In progress
Summer 2016
26,161

 
100%
26,161

 
11,508

 
Virginia Tech - Retreat at Blacksburg - Phase I
Joint Venture
622

In progress
Summer 2016
48,325

 
75%
36,244

 
17,297

 
            Total - 2016 Deliveries
 
2,113

 
 
$
158,397

 
 
$
146,316

 
$
62,347

 
 
 
 
 
 
 
 
 
 
 
 
 
University of Kentucky - University Flats
ONE Plan (1)
771

In progress
Summer 2017
$
74,038

 
100%
$
74,038

 
$
65,365

 
Virginia Tech - Retreat at Blacksburg - Phase II
Joint Venture
207

Summer 2016
Summer 2017
16,108

 
75%
12,081

 
12,081

 
Boise State University
ONE Plan (1)
656

In progress
Summer 2017
39,763

 
100%
39,763

 
39,157

 
University of Kentucky - Lewis Hall
ONE Plan (1)
346

Spring 2016
Summer 2017
26,935

 
100%
26,935

 
25,926

 
Michigan State University - SkyVue
Joint Venture
824

In progress
Summer 2017
89,906

 
90%
80,915

 
80,915

 
Texas State University - The Local: Downtown
Joint Venture
304

In progress
Summer 2017
29,631

 
80%
23,705

 
21,209

 
            Total - 2017 Deliveries
 
3,108

 
 
$
276,381

 
 
$
257,437

 
$
244,653

 
 
 
 
 
 
 
 
 
 
 
 
 
Total Active Projects
 
5,221

 
 
$
434,778

 
 
$
403,753

 
$
307,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recently Awarded
Project Type
Bed Count
Estimated Start Date
Anticipated Completion Date
Total Project Development Cost
 
 
 
 
 
 
Cornell University
TBD (3)
850

Fall 2016
Summer 2018
$
80,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOTE: The initiation and completion of an awarded project that has not begun construction is contingent upon execution of transactional documents, including such items as development agreements, construction agreements and ground leases.

 
(1) The On-Campus Equity Plan, or The ONE PlanSM, is our equity program for universities, which allows universities to use EdR's equity and financial stability to develop and revitalize campus housing while preserving their credit capacity for other campus projects. The ONE PlanSM offers one service provider and one equity source to universities seeking to modernize on-campus housing to meet the needs of today's students.
 
(2) This project, once complete, will consist of multiple communities.
 
(3) In February 2016, Cornell University and EdR executed a pre-closing agreement and design and site planning are under way toward an expected fall 2016 groundbreaking and commencement of construction for an approximate 850 bed $80.0 million on-campus housing community targeted for summer 2018 delivery.



FOURTH QUARTER 2015
18

THIRD-PARTY DEVELOPMENT SUMMARY


(Amounts in thousands, except bed count)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
THIRD-PARTY PROJECTS
 
 
 
 
 
 
 
 
Project
Bed Count
Estimated Start Date
Anticipated Completion Date
Project Development Cost
Total Project Fees
Fees Earned Prior Year (1)
Fees Earned Year Ended December 31, 2015 (1)
Remaining Fees to Earn
Clarion University of Pennsylvania
728

In progress
(2)
$
55,104

$
2,092

$
931

$
1,115

$
46

University of Cal. Berkeley - Bowles Hall
186

In progress
Summer 2016
35,947

1,768


826

942

Texas A&M - Commerce
490

Summer 2016
Summer 2017
25,770

1,131



1,131

East Stroudsburg University - Pennsylvania Ph II
488

(3)
Summer 2017
TBD

TBD



TBD

Shepherd University
297

Summer 2016
Summer 2017
TBD

TBD



TBD

     Total
2,189



$
116,821

$
4,991

$
931

$
1,941

$
2,119

 
NOTE: The initiation and completion of an awarded project that has not begun construction is contingent upon execution of transactional documents, including such items as development agreements and ground leases, and obtaining financing.
 
 
 
 
 
 
 
 
 
(1) Amount may not tie to third-party development services revenue on the statement of operations as this schedule only includes fees earned on projects that are in progress or recently completed.
(2) The first phase of the project at Clarion University of Pennsylvania for collegiate housing delivered in August 2015, the second phase of the project for collegiate housing delivered in December 2015 and a third phase of the project for other capital improvements is scheduled to deliver in the summer of 2016.
(3) Construction on the second phase of the third-party development at East Stroudsburg University is expected to commence in May 2016 after final site plan approval has been obtained.



FOURTH QUARTER 2015
19

CAPITAL STRUCTURE

 
 
 
 
 
 
 
 
 
 
as of December 31, 2015
 
 
 
 
 
Principal Outstanding
Weighted Average Interest Rate
Average Term to Maturity (in years)
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt to Gross Assets
 
 
 
 
Fixed Rate - Mortgage Debt (6)
$
98,209

5.9
%
2.8

 
Debt(1)
$
642,964

 
 
 
Variable Rate - Mortgage Debt
33,650

2.4
%
0.5

 
Gross Assets(2)
2,272,824
 
 
 
Variable Rate - Construction Debt
73,605

2.3
%
1.9

 
Debt to Gross Assets
28.3
%
 
 
 
Fixed Rate - 5 Yr. Unsecured Term Loan (7)
65,000

3.0
%
3.0

 
 
 
 
 
 
Fixed Rate - 7 Yr. Unsecured Term Loan (7)
122,500

4.0
%
5.0

 
Net Debt to Enterprise Value
 
 
 
 
Fixed Rate - Unsecured Senior Notes
250,000

4.6
%
8.9

 
     Net Debt(1)
$
609,222

 
 
 
Variable Rate - Unsecured Revolving Credit Facility

%

 
     Market Equity(3)
2,165,690

 
 
 
Debt(1) / Weighted Average
$
642,964

4.1
%
5.4

 
Enterprise Value
$
2,774,912

 
 
 
Less: Cash
33,742

 
 
 
 
 
 
 
 
Net Debt
$
609,222

 
 
 
Net Debt to Enterprise Value
22.0%
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest Coverage (TTM)(4)
4.8x
 

 
 
 
 
 
 
Net Debt to EBITDA - Adjusted (TTM)(5)
4.0x
 

 
 

 
 
 
Variable Rate Debt to Total Debt
16.7%
 

 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Excludes unamortized debt premium of $0.6 million and unamortized deferred financing costs of $4.8 million.
(2) Excludes accumulated depreciation of $271.0 million.
(3) Market equity includes 56,879,003 shares of the Company's common stock and 293,394 Operating Partnership Units, which are convertible into common shares, and is calculated using $37.88 per share, the closing price of the Company's common stock on December 31, 2015.
(4) Equals Adjusted EBITDA of $117.5 million divided by interest expense of $24.4 million. See page 24 for reconciliation to Adjusted EBITDA.
(5)  Net Debt to EBITDA - Adjusted is calculated to normalize the impact of non-producing construction debt. In the calculation, Net Debt is total debt (excluding the unamortized debt premium and deferred financing costs) less cash and excludes non-producing debt related to assets under development at time of calculation. EBITDA is Proforma Adjusted EBITDA, which includes proforma adjustments to reflect all acquisitions, development deliveries and dispositions as if such had occurred at the beginning of the 12 month period being presented.
(6) In January 2016, the Trust prepaid all outstanding fixed rate mortgage debt in the amount of $98.2 million with the proceeds from the January 2016 follow on equity offering. See page 22 for the Pro Forma Capital Structure.
(7) The Trust entered into interest rate swaps to effectively fix the interest rate on the term loans. The weighted average interest rates reflect the swapped (fixed) rate plus the current margin.



FOURTH QUARTER 2015
20

CAPITAL STRUCTURE

* On January 31, 2016, the Trust prepaid the remaining fixed rate mortgage debt maturing in 2017 ($22 million), 2019 ($55 million) and 2020 ($21 million).


Weighted Average Interest Rate of Debt Maturing Each Year (1)
 
 
2016
 
2017
 
2018
 
2019
 
2020
 
2021
 
2022
 
2023
 
2024
Fixed Rate Debt
 
—%
 
5.6%
 
—%
 
4.4%
 
5.7%
 
4.0%
 
—%
 
—%
 
4.6%
Variable Rate Debt
 
2.4%
 
2.4%
 
—%
 
2.3%
 
—%
 
—%
 
—%
 
—%
 
—%
Total Debt
 
2.4%
 
3.2%
 
—%
 
4.2%
 
5.7%
 
4.0%
 
—%
 
—%
 
4.6%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) The Trust entered into interest rate swaps to effectively fix the interest rate on the term loans. The weighted average interest rates reflect the swapped (fixed) rate plus the current margin.

FOURTH QUARTER 2015
21

PRO FORMA CAPITAL STRUCTURE

 
 
 
 
 
 
 
 
 
 
as of December 31, 2015, pro forma for January 2016 follow-on offering
 
 
Principal Outstanding
Weighted Average Interest Rate
Average Term to Maturity (in years)
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Debt to Gross Assets
 
 
 
 
Fixed Rate - Mortgage Debt
$

%

 
Debt(1)
$
544,755

 
 
 
Variable Rate - Mortgage Debt
33,650

2.4
%
0.5

 
Gross Assets(2)
2,379,472
 
 
 
Variable Rate - Construction Debt
73,605

2.3
%
1.9

 
Debt to Gross Assets
22.9
%
 
 
 
Fixed Rate - 5 Yr. Unsecured Term Loan (6)
65,000

3.0
%
3.0

 
 
 
 
 
 
Fixed Rate - 7 Yr. Unsecured Term Loan (6)
122,500

4.0
%
5.0

 
Net Debt to Enterprise Value
 
 
 
 
Fixed Rate - Unsecured Senior Notes
250,000

4.6
%
8.9

 
     Net Debt(1)
$
404,365

 
 
 
Variable Rate - Unsecured Revolving Credit Facility

%

 
     Market Equity(3)
2,405,281

 
 
 
Debt(1) / Weighted Average
$
544,755

3.8
%
5.9

 
Enterprise Value
$
2,809,646

 
 
 
Less: Cash
140,390

 
 
 
 
 
 
 
 
Net Debt
$
404,365

 
 
 
Net Debt to Enterprise Value
14.4%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest Coverage (TTM)(4)
6.3x
 
 
 
 
 
 
 
 
Net Debt to EBITDA - Adjusted (TTM)(5)
2.4x
 
 
 
 
 
 
 
 
Variable Rate Debt to Total Debt
19.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Excludes unamortized debt premium of $0.6 million and unamortized deferred financing costs of $4.8 million.
(2) Excludes accumulated depreciation of $271.0 million.
(3) Market equity includes 1) 56,879,003 shares of the Company's common stock, 2) 293,394 Operating Partnership Units, which are convertible into common shares and 3) 6,325,000 shares issued in connection with the January 2016 follow on equity offering, and is calculated using $37.88 per share, the closing price of the Company's common stock on December 31, 2015.
(4) Equals Adjusted EBITDA of $117.5 million divided by pro forma interest expense of $18.5 million. Pro forma interest expense represents actual TTM interest expense of $24.4 million less interest of $5.9 million on the fixed rate mortgage debt that was repaid. See page 24 for reconciliation to Adjusted EBITDA.
(5)  Net Debt to EBITDA - Adjusted is calculated to normalize the impact of non-producing construction debt. In the calculation, Net Debt is total debt (excluding the unamortized debt premium and deferred financing costs) less cash and excludes non-producing debt related to assets under development at time of calculation. EBITDA is Proforma Adjusted EBITDA, which includes proforma adjustments to reflect all acquisitions, development deliveries and dispositions as if such had occurred at the beginning of the 12 month period being presented.
(6) The Trust entered into interest rate swaps to effectively fix the interest rate on the term loans. The weighted average interest rates reflect the swapped (fixed) rate plus the current margin.


FOURTH QUARTER 2015
22

 
UNSECURED SENIOR NOTE COVENANTS

as of December 31, 2015
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
Unsecured Senior Note Covenants(1)
Requirement
 
Current Ratio
 
Total Debt to Total Asset Value
≤ 60%
 
28.4%
 
Secured Debt to Total Asset Value
≤ 40%
 
9.1%
 
Unencumbered Asset Value to Unsecured Debt
> 150%
 
429.1%
 
Interest Coverage
> 1.5x
 
4.14x
 
 
 
 
 
 
 
 
 
 
 
Calculation of Interest Coverage Ratio:
 
 
 
 
Adjusted Pro Forma EBITDA:
 
 
 
 
EdR Adjusted EBITDA(2)
$
117,484

 
 
 
Pro forma Adjustments - acquisitions & dispositions (1)
1,549

 
 
 
Total Adjusted Pro Forma EBITDA
$
119,033


 
 
 
 
 
 
 
Pro Forma Interest Expense:
 
 
 
 
Interest expense
$
24,449

 
 
 
Add back: Capitalized interest
5,376

 
 
 
Pro forma adjustments
(1,062
)
 
 
 
Pro forma interest expense
$
28,763


 
 
 
 
 
 
 
Interest Coverage
4.14x

 
 
 
 
 
 
 
 
(1) Computed in accordance with the First Supplemental Indenture filed November 24, 2014 with the SEC. 

(2) See page 24 for a reconciliation to EdR Adjusted EBITDA.


FOURTH QUARTER 2015
23

RECONCILIATION OF NON-GAAP MEASURES


(Amounts in thousands)
 
 
 
 
 
 
 
For the Year Ended December 31,
 
Adjusted EBITDA and Pro Forma Adjusted EBITDA:
 
2015
 
2014
 
Net income attributable to common shareholders
 
$
19,911

 
$
47,055

 
Straight line adjustment for ground leases
 
4,782

 
4,835

 
Acquisition costs
 
293

 
1,058

 
Depreciation and amortization
 
68,022

 
58,974

 
Loss on impairment of collegiate housing assets
 

 
12,733

 
Gain on sale of collegiate housing assets
 
(2,770
)
 
(33,231
)
 
Gain on insurance settlement
 

 
(8,133
)
 
Interest expense
 
24,449

 
20,656

 
Amortization of deferred financing costs
 
2,089

 
2,156

 
Interest income
 
(213
)
 
(190
)
 
Interest on loan to participating development
 

 
(6,486
)
 
Loss on extinguishment of debt
 
403

 
3,543

 
Income tax expense
 
347

 
261

 
Noncontrolling interests
 
171

 
599

 
Adjusted EBITDA
 
117,484

 
103,830

 
Annualize acquisitions, developments and dispositions(1)
 
9,711

 
13,446

 
Pro Forma Adjusted EBITDA
 
$
127,195

 
$
117,276

 
 
 
 
 
 
 
(1) Pro forma adjustment to reflect all acquisitions, development deliveries and dispositions as if such transactions had occurred on the first day of the period presented.

FOURTH QUARTER 2015
24

2016 GUIDANCE

(Amounts in thousands, except share and per share data)
 
Year ending December 31, 2016
 
 
Low End
 
High End
 
 
 
 
 
Net income attributable to EdR(1)
 
$
22,450

 
$
26,200

 
 
 
 
 
Real estate related depreciation and amortization
 
68,000

 
68,000

Equity portion of real estate depreciation and amortization on equity investees
 
2,800

 
2,800

Noncontrolling interests
 
150

 
200

FFO
 
$
93,400

 
$
97,200

FFO adjustments:
 
 
 
 
Loss on extinguishment of debt
 
10,000

 
10,000

Straight-line adjustment for ground leases(2)
 
4,500

 
4,500

FFO adjustments
 
14,500

 
14,500

 
 
 
 
 
Core FFO
 
$
107,900

 
$
111,700

 
 
 
 
 
FFO per weighted average share/unit(3)
 
$
1.47

 
$
1.53

 
 
 
 
 
Core FFO per weighted average share/unit(3)
 
$
1.70

 
$
1.76

 
 
 
 
 
Weighted average shares/units(3)
 
63,600

 
63,600

 
 
 
 
 
Note:  See page 26 for for details on guidance assumptions.
 
 
 
 
 
 
 
 
 
(1) Does not include any estimated gain or loss on the possible disposition of collegiate housing assets as gains or losses on the disposition of collegiate housing assets are excluded from FFO and Core FFO.
(2) Represents the straight-line rent expense adjustment required by GAAP related to ground leases. As ground lease terms range from 40 to 99 years, the adjustment to straight-line these agreements becomes material to our operating results, distorting the economic results of the communities.
(3) FFO and Core FFO per weighted average share/unit were computed using the weighted average of all shares and operating partnership units outstanding, regardless of their dilutive impact.

FOURTH QUARTER 2015
25

2016 GUIDANCE

(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
2016 Guidance Assumptions
 
Core FFO
 
Development and Management Services
 
 
 
 
 
Low
 
High
 
Change from 2015 (%)
 
 
Low
 
High
 
Core FFO - without potential Capital Transactions
$
112,600

 
$
117,000

 
 
 
Third-party development services revenue
$
1,000

-
$
1,500

 
Per share/Unit
$
1.77

 
$
1.84

 
(3%) to 1%
 
Third-party management services revenue
$
3,500

-
$
3,500

 
Impact of Potential Capital Transactions
$
(0.07
)
 
$
(0.08
)
 
 
 
 
 
 

 
Core FFO Per Share/Unit
$
1.70

 
$
1.76

 
(4%) to (7%)
 
 
 
 
 
 
 
 
 
 
 
G&A and Nonoperating Expenses

 

 
 
 
 
Low
 
High
 
Community Net Operating Income Guidance Assumptions
 
Interest expense, net of capitalized interest and including amortization of deferred financing costs
$19,000
-
$20,000
 
 
Low
 
High
 
 
 
Capitalized Interest - included in above
$6,500
-
$7,000
 
Same-community revenue growth
3.0%
-
4.0%
 
 
 
 
 
 
 
 
Same-community operating expense growth
2.5%
-
3.5%
 
 
 
General and administrative expenses (including management and development services)
$21,000
-
$22,000
 
Same-community net operating income growth
3.5%
-
4.5%
 

 
Ground lease expense, excluding straight-line
$7,500
 
Same Community - Fall Revenue Growth
2.5%
-
3.5%
 
 
 
Non-real estate depreciation
$2,000
 
 
 
 
 
 
 
 
 
 
 
New-communities:
 
 
 
 
 
 
Other
 
 
NOI on 2016 development deliveries
$
6,500

 
$
7,000

 
 
 
 
Low
 
High
 
NOI on 2015 developments and acquisitions (1)
$
18,000

 
$
18,500

 
 
 
Income tax expense
$400
 
Preopening expenses, included in above
$2,000
 
 
 
Equity in (losses) of unconsolidated entities (1)
$(300)
 
 
 
 
 
 
Core FFO depreciation add back related to unconsolidated entities above (1)
$2,800
 
Potential Capital Transactions
Dollar Volume
 
 
 
 
 
 
Acquisitions
$
75,000

-
$
125,000

 
 
 
Full year weighted average shares
63,600
 
Dispositions
$
150,000

-
$
200,000

 
 
 
 
 
 
(1) The Marshall and Georgia Heights, delivered in 2014 and 2015 respectively, are not included in community NOI as they are not consolidated for financial statement purposes. The net income of these communities, which includes depreciation and interest, will be included in equity in earnings of unconsolidated entities with an FFO add back for depreciation.
 

FOURTH QUARTER 2015
26

COMMUNITY LISTING - OWNED

Name
 
Primary University Served
 
 Acquisition/Development Date
 
# of Beds
 
Name
 
Primary University Served
 
Acquisition/Development Date
 
# of Beds
Players Club
 
Florida State University
 
Jan '05
 
336

 
The Oaks on the Square
 
University of Connecticut
 
Aug '12, Aug '13
 
503

The Commons
 
Florida State University
 
Jan '05
 
732

 
3949
 
Saint Louis University
 
Aug '13
 
256

University Towers
 
North Carolina State University
 
Jan '05
 
889

 
Lymon T. Johnson Hall(3)
 
University of Kentucky
 
Aug '13
 
301

The Reserve on Perkins
 
Oklahoma State University
 
Jan '05
 
732

 
Central Hall II (ONE Plan)(3)
 
University of Kentucky
 
Aug '13
 
300

The Pointe
 
Pennsylvania State University
 
Jan '05
 
984

 
2400 Nueces (ONE Plan)
 
University of Texas at Austin
 
Aug '13
 
655

The Lofts
 
University of Central Florida
 
Jan '05
 
730

 
Roosevelt Point
 
Arizona State University- Downtown Phoenix
 
Aug '13
 
609

The Reserve at Athens
 
University of Georgia
 
Jan '05
 
612

 
The Retreat at Oxford(4)
 
University of Mississippi
 
Aug '13
 
668

The Reserve at Columbia
 
University of Missouri
 
Jan '05
 
676

 
The Retreat at State College
 
Pennsylvania State University
 
Sept '13
 
587

Commons at Knoxville
 
University of Tennessee
 
Jan '05
 
708

 
The Cottages on Lindberg
 
Purdue University
 
Sept '13
 
745

Campus Creek
 
University of Mississippi
 
Feb '05
 
636

 
The Varsity
 
University of Michigan
 
Dec '13
 
415

Campus Lodge
 
University of Florida
 
Jun '05
 
1,115

 
 
 
Total Same-Communities(1)
 
 
 
22,718

Carrollton Crossing
 
University of West Georgia
 
Jan '06
 
336

 
 
 

 
 
 

River Pointe
 
University of West Georgia
 
Jan '06
 
504

 
The Lotus(1)(5)
 
University of Colorado, Boulder
 
Nov '11, Aug '14
 
235

The Reserve at Saluki Pointe
 
Southern Illinois University
 
Aug '08, Aug '09
 
768

 
605 West(1)(5)
 
Duke University
 
Aug '14
 
384

University Village on Colvin (ONE Plan)
 
Syracuse University
 
Aug '09
 
432

 
109 Tower(1)(5)
 
Florida International University
 
Aug '14
 
542

GrandMarc at The Corner
 
University of Virginia
 
Oct '10
 
641

 
The Oaks on the Square- Ph III(1)(5)
 
University of Connecticut
 
Aug '14
 
116

Wertland Square
 
University of Virginia
 
Mar '11
 
152

 
Champions Court I (ONE Plan)(3)(5)
 
University of Kentucky
 
Aug '14
 
740

Jefferson Commons
 
University of Virginia
 
Mar '11
 
82

 
Champions Court II (ONE Plan)(3)(5)
 
University of Kentucky
 
Aug '14
 
427

The Berk on College
 
University of California, Berkeley
 
May '11
 
122

 
Haggin Hall (ONE Plan)(3)(5)
 
University of Kentucky
 
Aug '14
 
396

The Berk on Arch
 
University of California, Berkeley
 
May '11
 
43

 
Woodland Glen I (ONE Plan)(3)(5)
 
University of Kentucky
 
Aug '14
 
409

University Village Towers
 
University of California, Riverside
 
Sept '11
 
554

 
Woodland Glen II (ONE Plan)(3)(5)
 
University of Kentucky
 
Aug '14
 
409

Irish Row
 
University of Notre Dame
 
Nov '11
 
326

 
The District on Apache(1)(5)
 
Arizona State University- Tempe
 
Sept '14
 
900

GrandMarc at Westberry Place (ONE Plan)
 
Texas Christian University
 
Dec '11
 
562

 
Commons on Bridge(2)
 
University of Tennessee
 
June '15
 
150

The Reserve on Stinson
 
University of Oklahoma
 
Jan '12
 
612

 
Oaks on the Square- Ph IV(1)
 
University of Connecticut
 
Aug '15
 
391

Campus West (ONE Plan)
 
Syracuse University
 
Aug '12
 
313

 
The Retreat at Louisville(1)
 
University of Louisville
 
Aug '15
 
656

East Edge
 
University of Alabama
 
Aug '12
 
774

 
Woodland Glen III (ONE Plan)(3)
 
University of Kentucky
 
Aug '15
 
782

The Province
 
East Carolina University
 
Sept '12
 
728

 
Woodland Glen IV (ONE Plan)(3)
 
University of Kentucky
 
Aug '15
 
578

The District on 5th
 
University of Arizona
 
Oct '12
 
764

 
Woodland Glen V (ONE Plan)(3)
 
University of Kentucky
 
Aug '15
 
250

Campus Village
 
Michigan State University
 
Oct '12
 
355

 
The Province Boulder(2)
 
University of Colorado, Boulder
 
Sept '15
 
317

The Province
 
Kent State University
 
Nov '12
 
596

 
 
 
Total New-Communities
 
 
 
7,682

The Suites at Overton Park
 
Texas Tech University
 
Dec '12
 
465

 
 
 
Total Owned-Communities
 
 
 
30,400

The Centre at Overton Park
 
Texas Tech University
 
Dec '12
 
400

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) The same-community designation for leasing purposes is different than for financial reporting purposes. These communities are considered same-community for 2016/2017 leasing purposes, as the Company managed the leasing process for the 2015/2016 lease cycle and is currently managing the leasing process for the 2016/2017 lease cycle. Total same-community beds for leasing purposes is 24,673.
(2) These properties are considered new for purposes of leasing, as we did not manage the leasing process for the 2015/2016 lease year.
(3) The Kentucky communities, totaling 4,592 beds, are excluded from the leasing update on pages 11 and 12, as the assignment process does not occur until May.
(4) The Retreat at Oxford will move into new-communities effective January 1, 2016 due to the construction of Phase II (see page 18).
(5) These properties will move into same-communities effective January 1, 2016 for financial statement reporting purposes.

FOURTH QUARTER 2015
27

INVESTOR RELATIONS

Executive Management
 
 
 
 
Randy Churchey
Chief Executive Officer
 
 
 
Tom Trubiana
President
 
 
 
Bill Brewer
Chief Financial Officer
 
 
 
Christine Richards
Chief Operating Officer
 
 
 
Lindsey Mackie
Chief Accounting Officer
 
 
 
J. Drew Koester
Senior Vice President - Capital Markets and Investor Relations
 
 
 
 
 
 
Corporate Headquarters
 
 
 
 
EdR
 
 
 
 
999 South Shady Grove Road, Suite 600
 
 
 
 
Memphis, TN 38120
 
 
 
 
(901) 259-2500
 
 
 
 
 
 
 
 
Covering Analysts
 
 
 
 
Firm
Analyst
Contact #
Email
 
Bank of America - Merrill
Jana Galan
(646) 855-3081
 
CANACCORD|Genuity
Ryan Meliker
(212) 389-8094
 
Green Street Advisors
Dave Bragg
(949) 706-8142
 
Goldman Sachs
Andrew Rosivach
(212) 902-2796
 
Hilliard Lyons
Carol Kemple
(502) 588-1839
 
J.P. Morgan Securities Inc.
Anthony Paolone
(212) 622-6682
 
JMP Securities
Aaron Hecht
(415) 835-3963
 
KeyBanc Capital Markets
Jordan Sadler
(917) 368-2280
 
RBC Capital Market
Wes Golladay
(440) 715-2650
 
Robert W Baird & Co.
Drew Babin
(215) 553-7816
 
Sandler O'Neill + Partners, L.P.
Alex Goldfarb
(212) 466-7937
 
Stifel Nicolaus & Company Inc.
Rod Petrik
(443) 224-1306
 
UBS Securities
Ross Nussbaum
(212) 713-2484


FOURTH QUARTER 2015
28

DEFINITIONS

 
 
Design beds
Represents the sum of the monthly design beds in the portfolio during the period.
 
 
FFO
Funds from operations as defined by the National Association of Real Estate Investment Trusts.
 
 
GAAP
U.S. generally accepted accounting principles.
 
 
Net apartment rent per occupied bed (NarPOB)
Represents GAAP net apartment rent for the respective period divided by the sum of occupied beds in the portfolio for each month included in the period reported.
 
 
Net debt to EBITDA - adjusted
Net debt to EBITDA - adjusted is calculated to normalize the impact of non-producing construction debt. In the calculation, net debt is total debt less cash and excludes non-producing debt related to assets under development at time of calculation. EBITDA is Pro Forma Adjusted EBITDA, which includes proforma adjustments to reflect all acquisitions, dispositions and development assets that are open as if such had occurred at the beginning of the 12 month period being presented.
 
 
Operating expense per bed
Represents community-level operating expenses excluding management fees, depreciation and amortization.
 
 
Other income per available bed
Represents other GAAP-based income for the respective period divided by the sum of the design beds in the portfolio for each of the included months. Other income includes service/application fees, late fees, termination fees, parking fees, transfer fees, damage recovery, utility recovery, and other misc.
 
 
Physical occupancy
Represents a weighted average of the month end occupancies for each month included in the period reported.
 
 
Regional Definitions
Regions are defined as follows: Mid-Atlantic: North Carolina, Pennsylvania, Connecticut, New York, Virginia; Midwest: Oklahoma, Missouri; North: Michigan, Ohio, Indiana, Illinois; South Central: Texas, Tennessee, Mississippi, Kentucky; Southeast: Florida, Alabama, Georgia; West: Arizona, California, Colorado.
 
 
Revenue per occupied bed (RevPOB)
Represents total revenue (net apartment rent plus other income) for the respective period divided by the sum of occupied beds in the portfolio for each month included in the period reported.
 
 
Same community
Includes communities that have been owned for more than a year as of the beginning of the current fiscal year.


FOURTH QUARTER 2015
29

SAFE HARBOR



Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995


Statements about the Company’s business that are not historical facts are “forward-looking statements,” which relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. Forward-looking statements are based on current expectations. You should not rely on our forward-looking statements because the matters that they describe are subject to known and unknown risks and uncertainties that could cause the Company’s business, financial condition, liquidity, results of operations, Core FFO, FFO and prospects to differ materially from those expressed or implied by such statements. Such risks are set forth under the captions “Risk Factors,” “Forward-Looking Statements” and "Management’s Discussion and Analysis of Financial Condition and Results of Operations” (or similar captions) in our most recent Annual Report on Form 10-K and our quarterly reports on Form 10-Q, and as described in our other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made, and, except as otherwise may be required by law, the Company undertakes no obligation to update publicly or revise any guidance or other forward-looking statement, whether as a result of new information, future developments, or otherwise except as required by law.


FOURTH QUARTER 2015
30

Categories

SEC Filings

Next Articles