Equity Commonwealth Reports Second Quarter 2016 Results

CHICAGO--()--Equity Commonwealth (NYSE: EQC) today reported its financial results for the quarter ended June 30, 2016. All per share results are reported on a diluted basis.

Financial results for the quarter ended June 30, 2016

Operating income was $0.7 million for the quarter ended June 30, 2016. This compares to $34.2 million for the quarter ended June 30, 2015. Net income attributable to common shareholders was $71.3 million, or $0.56 per share, for the quarter ended June 30, 2016. This compares to net income attributable to common shareholders of $5.6 million, or $0.04 per share, for the quarter ended June 30, 2015. The following items impacted net income attributable to common shareholders for the quarter ended June 30, 2016, compared to the corresponding 2015 period:

  • $0.86 per share increase in the gain on sale of properties;
  • ($0.22) per share of loss on asset impairment; and
  • ($0.16) per share of lower net operating income (NOI).

Funds from Operations (FFO), as defined by the National Association of Real Estate Investment Trusts, for the quarter ended June 30, 2016, were $45.7 million, or $0.36 per share. This compares to FFO for the quarter ended June 30, 2015 of $77.2 million, or $0.59 per share.

Normalized FFO was $53.6 million, or $0.42 per share. This compares to Normalized FFO for the quarter ended June 30, 2015 of $67.8 million, or $0.52 per share. The following items impacted Normalized FFO for the quarter ended June 30, 2016, compared to the corresponding 2015 period:

  • ($0.28) per share of income from properties sold as part of the company’s previously announced repositioning plan;
  • ($0.03) per share of same property cash NOI;
  • $0.12 per share of same property lease termination fee income; and
  • $0.05 per share of interest expense savings.

Normalized FFO begins with FFO and eliminates certain items that, by their nature, are not comparable from period to period, non-cash items, and items that tend to obscure the company’s operating performance. Definitions of FFO, Normalized FFO and reconciliations to net income, determined in accordance with U.S. generally accepted accounting principles, or GAAP, are included at the end of this press release.

The weighted average number of diluted common shares outstanding for the quarter ended June 30, 2016 was 126,936,590 shares, compared to 130,537,044 for the quarter ended June 30, 2015.

Same property results for the quarter ended June 30, 2016

The company’s same property portfolio consisted of 45 properties totaling 20.7 million square feet, which excludes four properties designated as held for sale at the end of the quarter. Operating results were as follows:

  • The same property portfolio was 90.3% leased as of June 30, 2016, compared to 90.6% as of March 31, 2016, and 91.3% as of June 30, 2015.
  • The company entered into leases for approximately 802,000 square feet, including renewal leases for approximately 307,000 square feet and new leases for approximately 495,000 square feet.
  • GAAP rental rates on new and renewal leases were 6.9% higher compared to prior GAAP rental rates for the same space.
  • Cash rental rates on new and renewal leases were 3.7% lower compared to prior cash rental rates for the same space.
  • Same property NOI increased 19.2% when compared to the same period in 2015, largely due to $17.4 million in lease termination fees received during the quarter.
  • Same property cash NOI, which adjusts for lease termination fees, decreased 5.7% when compared to the same period in 2015.

The definitions and reconciliations of same property NOI and same property cash NOI to operating income, determined in accordance with GAAP, are included at the end of this press release. The same property portfolio includes properties continuously owned from April 1, 2015 through June 30, 2016 and excludes properties owned during this period that are designated as held for sale.

Significant events during the quarter ended June 30, 2016

  • The company sold 13 properties totaling 1,183,166 square feet for a gross sales price of $291.2 million at a weighted average cap rate in the low 6% range.
  • The company redeemed all $275 million of its outstanding 7.25% Series E Cumulative Redeemable Preferred Shares.

Subsequent Events

The company closed on the sale of the following properties:

  • The leasehold interest in 111 River Street, a 566,215 square foot property in Hoboken, NJ, for a gross sale price of $235 million. Proceeds after credits for contractual lease costs were $210.8 million. This property was held for sale as of June 30, 2016.
  • A three-property industrial portfolio, totaling 803,687 square feet in South Carolina, for a gross sale price of $30 million. These properties were held for sale as of June 30, 2016.
  • Sky Park Center, a 63,485 square foot office property in San Diego, CA, for a gross sale price of $13.7 million.
  • Raintree Industrial Park, a 563,182 square foot 12-building property in Solon, OH, for a gross sale price of $11.5 million.

Disposition Update

The company continues to pursue its previously announced plan to reposition its portfolio through active asset management and dispositions. Year-to-date, through July 28, 2016, the company has sold $704 million of properties at a weighted average cap rate in the low 6% range. Since the change in management in 2014, the company has sold $3.6 billion of assets. Proceeds generated from these sales are creating capacity for future opportunities. The company currently has 12 properties totaling over 6 million square feet in various stages of the sale process.

Earnings Conference Call & Supplemental Data

Equity Commonwealth will host a conference call to discuss second quarter results on Friday, July 29, 2016, at 9:00 A.M. CDT. The conference call will be available via live audio webcast on the Investor Relations section of the company’s website (www.eqcre.com). A replay of the audio webcast will also be available following the call.

A copy of EQC’s Second Quarter 2016 Supplemental Operating and Financial Data is available for download on the Investor Relations section of EQC’s website at www.eqcre.com.

About Equity Commonwealth

Equity Commonwealth (NYSE: EQC) is a Chicago based, internally managed and self-advised real estate investment trust (REIT) with commercial office properties throughout the United States. EQC’s portfolio is comprised of 43 properties and 20 million square feet.

Forward-Looking Statements

Some of the statements contained in this press release constitute forward-looking statements within the meaning of the federal securities laws, including, but not limited to, statements regarding marketing the company’s properties for sale, consummating asset sales and identifying future investment opportunities. Any forward-looking statements contained in this press release are intended to be made pursuant to the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. 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,” “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. You can also identify forward-looking statements by discussions of strategy, plans or intentions.

The forward-looking statements contained in this press release reflect the company’s current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances that may cause the company’s actual results to differ significantly from those expressed in any forward-looking statement. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all).

While forward-looking statements reflect the company’s good faith beliefs, they are not guarantees of future performance. We disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause the company’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in the company’s most recent Annual Report on Form 10-K and in the company’s Quarterly Reports on Form 10-Q for subsequent quarters.

 
 

CONDENSED CONSOLIDATED BALANCE SHEETS

(amounts in thousands, except share data)

         
      June 30, 2016   December 31, 2015
ASSETS          
Real estate properties:  
Land $ 328,351 $ 389,410
Buildings and improvements 3,074,591   3,497,942  
3,402,942 3,887,352
Accumulated depreciation (828,786 ) (898,939 )
2,574,156 2,988,413
Properties held for sale 150,766
Acquired real estate leases, net 70,724 88,760
Cash and cash equivalents 1,772,337 1,802,729
Restricted cash 33,777 32,245
Rents receivable, net of allowance for doubtful accounts of $4,431 and $7,715, respectively 169,800 174,676
Other assets, net     140,215     144,341  
Total assets     $ 4,911,775     $ 5,231,164  
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
Revolving credit facility $ $
Senior unsecured debt, net 1,312,707 1,450,606
Mortgage notes payable, net 244,850 246,510
Liabilities related to properties held for sale 1,687
Accounts payable and accrued expenses 117,363 123,587
Assumed real estate lease obligations, net 2,761 4,296
Rent collected in advance 24,615 27,340
Security deposits     9,154     10,338  
Total liabilities     $ 1,713,137     $ 1,862,677  
 
Shareholders’ equity:
Preferred shares of beneficial interest, $0.01 par value: 50,000,000 shares authorized;
Series D preferred shares; 6 1/2% cumulative convertible; 4,915,196 shares issued and outstanding, aggregate liquidation preference of $122,880 $ 119,263 $ 119,263
Series E preferred shares; 7 1/4% cumulative redeemable on or after May 15, 2016; 0 and 11,000,000 shares issued and outstanding, respectively, aggregate liquidation preference $0 and $275,000, respectively (1) 265,391
Common shares of beneficial interest, $0.01 par value: 350,000,000 shares authorized; 125,533,376 and 126,349,914 shares issued and outstanding, respectively 1,255 1,263
Additional paid in capital 4,398,033 4,414,611
Cumulative net income 2,467,955 2,333,709
Cumulative other comprehensive loss (2,234 ) (3,687 )
Cumulative common distributions (3,111,868 ) (3,111,868 )
Cumulative preferred distributions     (673,766 )   (650,195 )
Total shareholders’ equity     $ 3,198,638     $ 3,368,487  
Total liabilities and shareholders’ equity     $ 4,911,775     $ 5,231,164  
(1)     On May 15, 2016, we redeemed all of our 11,000,000 outstanding series E preferred shares at a price of $25.00 per share, plus any accrued and unpaid dividends. The redemption payment occurred on May 16, 2016 (the first business day following the redemption date).
 
 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(amounts in thousands, except per share data)

             
Three Months Ended   Six Months Ended
June 30, June 30,
2016   2015   2016   2015
Revenues  
Rental income $ 121,735 $ 163,697 $ 231,623 $ 331,669
Tenant reimbursements and other income       23,632       39,997       50,879       85,080  
Total revenues     $ 145,367     $ 203,694     $ 282,502     $ 416,749  
 
Expenses:
Operating expenses $ 51,393 $ 89,686 $ 108,651 $ 187,557
Depreciation and amortization 37,331 53,637 73,582 116,336
General and administrative 12,177 10,911 25,489 27,469
Loss on asset impairment       43,736       15,258       43,736       17,162  
Total expenses     $ 144,637     $ 169,492     $ 251,458     $ 348,524  
                   
Operating income     $ 730     $ 34,202     $ 31,044     $ 68,225  
 
Interest and other income 2,204 728 4,171 4,176
Interest expense (including net amortization of debt discounts, premiums and deferred financing fees of $949, $(177), $1,932 and $(148), respectively) (21,300 ) (27,973 ) (43,647 ) (57,815 )
Gain (loss) on early extinguishment of debt 10,426 (118 ) 9,998
Foreign currency exchange gain (loss) 856 (5 ) 856
Gain (loss) on sale of properties   106,375     (2,708 )   143,041     3,160  
Income before income taxes 88,009 15,531 134,486 28,600
Income tax expense       (165 )     (2,915 )     (240 )     (2,354 )
Net income     $ 87,844     $ 12,616     $ 134,246     $ 26,246  
Preferred distributions (6,981 ) (6,981 ) (13,962 ) (13,962 )
Excess fair value of consideration paid over carrying value of preferred shares (1)       (9,609 )           (9,609 )      
Net income attributable to Equity Commonwealth common shareholders     $ 71,254     $ 5,635     $ 110,675     $ 12,284  
 
Weighted average common shares outstanding — basic   125,508     129,733     125,674     129,714  
Weighted average common shares outstanding — diluted (2)   126,937     130,537     127,229     130,205  
 
Earnings per common share attributable to Equity Commonwealth common shareholders:
Basic $ 0.57   $ 0.04   $ 0.88   $ 0.09  
Diluted $ 0.56   $ 0.04   $ 0.87   $ 0.09  
(1)     On May 15, 2016, we redeemed all of our 11,000,000 outstanding series E preferred shares at a price of $25.00 per share,
for a total of $275.0 million, plus any accrued and unpaid dividends. The redemption payment occurred on May 16, 2016 (the first business day following the redemption date). We recorded $9.6 million related to the excess fair value of consideration paid over the carrying value of the preferred shares as a reduction to net income attributable to Equity Commonwealth common shareholders for the three and six months ended June 30, 2016.
(2) As of June 30, 2016, we had granted RSUs to certain employees, officers, and the Chairman of the Board of Trustees. The RSUs contain both service and market-based vesting components. None of the RSUs have vested. If the market-based vesting component was measured as of June 30, 2016, and 2015, 1,429 and 803 common shares would be issued to the RSU holders, respectively. Using a weighted average basis, 1,429 and 804 common shares are reflected in diluted earnings per common share, diluted FFO per common share, and diluted Normalized FFO per common share for the three months ended June 30, 2016 and 2015, respectively, and 1,555 and 491 common shares are reflected in these measures for the six months ended June 30, 2016 and 2015 respectively.
 
 

CALCULATION OF FUNDS FROM OPERATIONS (FFO) AND NORMALIZED FFO

(amounts in thousands, except per share data)

     
Three Months Ended   Six Months Ended
June 30, June 30,
  2016   2015   2016   2015
Calculation of FFO              
Net income $ 87,844   $ 12,616 $ 134,246   $ 26,246
Real estate depreciation and amortization 37,064 53,637 73,108 116,336
Loss on asset impairment 43,736 15,258 43,736 17,162
(Gain) loss on sale of properties (106,375 ) 2,708   (143,041 ) (3,160 )
FFO attributable to Equity Commonwealth 62,269 84,219 108,049 156,584
Preferred distributions (6,981 ) (6,981 ) (13,962 ) (13,962 )
Excess fair value of consideration paid over carrying value of preferred shares (1) (9,609 )       (9,609 )    
FFO attributable to EQC Common Shareholders $ 45,679     $ 77,238     $ 84,478     $ 142,622  
               
Calculation of Normalized FFO              
FFO attributable to EQC common shareholders $ 45,679 $ 77,238 $ 84,478 $ 142,622
Lease value amortization 3,867 1,793 4,988 3,267
Straight line rent adjustments (5,599 ) (1,864 ) (9,430 ) (1,683 )
(Gain) loss on early extinguishment of debt (10,426 ) 118 (9,998 )
Minimum cash rent from direct financing lease (2) 2,032 4,064
Interest earned from direct financing lease (119 ) (260 )
Shareholder litigation and transition related expenses (3) 35 (215 ) 1,137 3,257
Transition services fee 180 2,415
Gain on sale of securities (3,080 )
Foreign currency exchange (gain) loss (856 ) 5 (856 )
Excess fair value of consideration paid over carrying value of preferred shares (1) 9,609         9,609      
Normalized FFO attributable to EQC Common Shareholders $ 53,591     $ 67,763     $ 90,905     $ 139,748  
 
Weighted average common shares outstanding -- basic 125,508   129,733   125,674   129,714  
Weighted average common shares outstanding -- diluted (4) 126,937   130,537   127,229   130,205  
FFO attributable to EQC common shareholders per share -- basic $ 0.36   $ 0.60   $ 0.67   $ 1.10  
FFO attributable to EQC common shareholders per share -- diluted $ 0.36   $ 0.59   $ 0.66   $ 1.10  
Normalized FFO attributable to EQC common shareholders per share -- basic $ 0.43   $ 0.52   $ 0.72   $ 1.08  
Normalized FFO attributable to EQC common shareholders per share -- diluted $ 0.42   $ 0.52   $ 0.71   $ 1.07  
(1)     On May 15, 2016, we redeemed all of our 11,000,000 outstanding series E preferred shares at a price of $25.00 per share,
for a total of $275.0 million, plus any accrued and unpaid dividends. The redemption payment occurred on May 16, 2016 (the first business day following the redemption date). We recorded $9.6 million related to the excess fair value of consideration paid over the carrying value of the preferred shares as a reduction to FFO attributable to Equity Commonwealth common shareholders for the three and six months ended June 30, 2016.
(2) Amounts relate to contractual cash payments (including management fees) from one tenant at Arizona Center. Arizona Center was sold during the fourth quarter of 2015. Our calculation of Normalized FFO reflects the cash payments received from this tenant. The terms of this tenant's lease required us to classify the lease as a direct financing (or capital) lease. As such, the revenue recognized on a GAAP basis within our condensed consolidated statements of operations was $119 and $260 for the three and six months ended June 30, 2015, respectively.
(3) Shareholder litigation and transition related expenses within general and administrative for the three and six months ended June 30, 2016 is primarily related to the shareholder-approved liability for the reimbursement of expenses incurred by Related/Corvex since February 2013 in connection with their consent solicitations to remove the former Trustees, elect the new Board of Trustees and engage in related litigation. Approximately $16.7 million was reimbursed to Related/Corvex during 2014, and on August 4, 2015, we reimbursed $8.4 million to Related/Corvex under the terms of the shareholder-approved agreement. An additional $8.4 million will be reimbursed only if the average closing price of our common shares is at least $26.00 (as adjusted for any share splits or share dividends) from August 1, 2015 through July 31, 2016. As of June 30, 2016, the fair value of this liability is $8.4 million. No shareholder litigation related expenses were incurred during 2016.
(4) As of June 30, 2016, we had granted RSUs to certain employees, officers, and the Chairman of the Board of Trustees. The RSUs contain both service and market-based vesting components. None of the RSUs have vested. If the market-based vesting component was measured as of June 30, 2016, and 2015, 1,429 and 803 common shares would be issued to the RSU holders, respectively. Using a weighted average basis, 1,429 and 804 common shares are reflected in diluted earnings per common share, diluted FFO per common share, and diluted Normalized FFO per common share for the three months ended June 30, 2016 and 2015, respectively, and 1,555 and 491 common shares are reflected in these measures for the six months ended June 30, 2016 and 2015 respectively.
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (NAREIT). NAREIT defines FFO as net income (loss), calculated in accordance with GAAP, excluding real estate depreciation and amortization, gains (or losses) from sales of depreciable property, impairment of depreciable real estate, and our portion of these items related to equity investees and noncontrolling interests. Our calculation of Normalized FFO differs from NAREIT’s definition of FFO because we exclude certain items that we view as nonrecurring or impacting comparability from period to period. We consider FFO and Normalized FFO to be appropriate measures of operating performance for a REIT, along with net income, net income attributable to Equity Commonwealth common shareholders, operating income and cash flow from operating activities.
 
We believe that FFO and Normalized FFO provide useful information to investors because by excluding the effects of certain historical amounts, such as depreciation expense, FFO and Normalized FFO may facilitate a comparison of our operating performance between periods and with other REITs. FFO and Normalized FFO do not represent cash generated by operating activities in accordance with GAAP and should not be considered as alternatives to net income, net income attributable to Equity Commonwealth common shareholders, operating income or cash flow from operating activities, determined in accordance with GAAP, or as indicators of our financial performance or liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs. These measures should be considered in conjunction with net income, net income attributable to Equity Commonwealth common shareholders, operating income and cash flow from operating activities as presented in our condensed consolidated statements of operations, condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows. Other REITs and real estate companies may calculate FFO and Normalized FFO differently than we do.
 
 

CALCULATION OF SAME PROPERTY NET OPERATING INCOME (NOI) AND SAME PROPERTY CASH BASIS NOI

(amounts in thousands)

         
For the Three Months Ended   For the Six Months Ended
June 30, June 30,
2016   2015   2016   2015
Calculation of Same Property NOI and Same Property Cash Basis NOI:    
Rental income $ 121,735 $ 163,697 $ 231,623 $ 331,669
Tenant reimbursements and other income 23,632 39,997 50,879 85,080
Operating expenses     (51,393 )   (89,686 )   (108,651 )   (187,557 )
NOI     $ 93,974     $ 114,008     $ 173,851     $ 229,192  
Straight line rent adjustments (5,599 ) (1,864 ) (9,430 ) (1,683 )
Lease value amortization 3,867 1,793 4,988 3,267
Lease termination fees     (17,433 )   (4,167 )   (17,744 )   (6,116 )
Cash Basis NOI     $ 74,809     $ 109,770     $ 151,665     $ 224,660  
Cash Basis NOI from non-same properties (1)     (7,103 )   (37,996 )   (18,225 )   (84,154 )
Same Property Cash Basis NOI     $ 67,706     $ 71,774     $ 133,440     $ 140,506  
Non-cash rental income and lease termination fees from same properties     18,605     655     21,101     (1,401 )
Same Property NOI     $ 86,311     $ 72,429     $ 154,541     $ 139,105  
 
Reconciliation of Same Property NOI to GAAP Operating Income:                  
Same Property NOI     $ 86,311     $ 72,429     $ 154,541     $ 139,105  
Non-cash rental income and lease termination fees from same properties     (18,605 )   (655 )   (21,101 )   1,401  
Same Property Cash Basis NOI     $ 67,706     $ 71,774     $ 133,440     $ 140,506  
Cash Basis NOI from non-same properties (1)     7,103     37,996     18,225     84,154  
Cash Basis NOI     $ 74,809     $ 109,770     $ 151,665     $ 224,660  
Straight line rent adjustments 5,599 1,864 9,430 1,683
Lease value amortization (3,867 ) (1,793 ) (4,988 ) (3,267 )
Lease termination fees     17,433     4,167     17,744     6,116  
NOI     $ 93,974     $ 114,008     $ 173,851     $ 229,192  
Depreciation and amortization (37,331 ) (53,637 ) (73,582 ) (116,336 )
General and administrative (12,177 ) (10,911 ) (25,489 ) (27,469 )
Loss on asset impairment     (43,736 )   (15,258 )   (43,736 )   (17,162 )
Operating Income     $ 730     $ 34,202     $ 31,044     $ 68,225  
(1)     Cash Basis NOI from non-same properties for all periods presented includes the operations of properties disposed or classified as held for sale.
NOI is income from our real estate including lease termination fees received from tenants less our property operating expenses. NOI excludes amortization of capitalized tenant improvement costs and leasing commissions and corporate level expenses. Cash Basis NOI is NOI excluding the effects of straight line rent adjustments, lease value amortization, and lease termination fees. The quarter-to-date same property versions of these measures include the results of properties continuously owned from April 1, 2015 through June 30, 2016. The year-to-date same property versions of these measures include the results of properties continuously owned from January 1, 2015 through June 30, 2016. Properties classified as held for sale within our condensed consolidated balance sheets are excluded from the same property versions of these measures.
 
We consider these measures to be appropriate supplemental measures to net income because they help to understand the operations of our properties. We use these measures internally to evaluate property level performance, and we believe that they provide useful information to investors regarding our results of operations because they reflect only those income and expense items that are incurred at the property level and may facilitate comparisons of our operating performance between periods and with other REITs. Cash Basis NOI is among the factors considered with respect to acquisition, disposition and financing decisions. These measures do not represent cash generated by operating activities in accordance with GAAP and should not be considered as an alternative to net income, net income attributable to Equity Commonwealth common shareholders, operating income or cash flow from operating activities, determined in accordance with GAAP, or as indicators of our financial performance or liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs. These measures should be considered in conjunction with net income, net income attributable to Equity Commonwealth common shareholders, operating income and cash flow from operating activities as presented in our condensed consolidated statements of operations, condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows. Other REITs and real estate companies may calculate these measures differently than we do.

Contacts

Equity Commonwealth
Sarah Byrnes, Investor Relations
(312) 646-2801
ir@eqcre.com

Release Summary

Equity Commonwealth Reports Second Quarter 2016 Results

Contacts

Equity Commonwealth
Sarah Byrnes, Investor Relations
(312) 646-2801
ir@eqcre.com