Exhibit 99.1

 

6711 Columbia Gateway Drive, Suite 300
Columbia, Maryland 21046
Telephone 443-285-5400
Facsimile 443-285-7650
www.copt.com
NYSE: OFC

 

NEWS RELEASE

  FOR IMMEDIATE RELEASE

Contact:
Mary Ellen Fowler
Vice President - Finance & Investor Relations
443-285-5450
maryellen.fowler@copt.com

 

CORPORATE OFFICE PROPERTIES TRUST
REPORTS SECOND QUARTER 2006 RESULTS

COLUMBIA, MD August 2, 2006 - Corporate Office Properties Trust (NYSE: OFC) announced today financial and operating results for the quarter ended June 30, 2006.

Highlights

·                  Earnings per diluted share (“EPS”) of $.13 for the second quarter 2006 compared to $.14 per diluted share for the second quarter 2005.

·                  4.3% increase in Funds from Operations (“FFO”) per diluted share to $.49 or $25.2 million for second quarter 2006 compared to $.47 or $21.8 million for second quarter 2005.

·                  11.6% increase in Adjusted Funds from Operations (“AFFO”) diluted to $18.9 million for second quarter 2006 as compared to $17.0 million for second quarter 2005.

·                  FFO payout ratio was 56.4% and AFFO payout ratio was 75.0% for second quarter 2006.

·                  $160.1 million in acquisitions for 1.0 million square feet plus 216 acres of land.

·                  93.6% occupied and 95.0% leased for our wholly owned portfolio as of June 30, 2006.

·                  1.3 million square feet under construction for a total projected cost of $263.0 million, 977,000 square feet under development for a total projected cost of $196.8 million and 727,000 square feet under redevelopment for a total projected cost of $84.5 million.

“We are pleased to report that during the quarter we continued to add to both our development and construction pipeline, adding 193,000 square feet that is under construction and 220,000 square feet that is under development,” stated Randall M. Griffin, President and Chief Executive Officer. “The Company leased 358,000 square feet of development during the quarter, a portion of which was at Washington Technology Park II, bringing its 1.5 million square foot portfolio in the Westfields Corporate Center to 100.0% leased. The Company also made strategic land acquisitions during the quarter which added approximately 1.8 million square feet of development to its pipeline,” he added.

1




 

Financial Results

EPS for the quarter ended June 30, 2006 totaled $.13 per diluted share, or $5.5 million of net income available to common shareholders, as compared to $.14 per diluted share, or $5.5 million for the quarter ended June 30, 2005.  Revenues from real estate operations for the quarter ended June 30, 2006 were $72.6 million, as compared to revenue for the quarter ended June 30, 2005 of $59.0 million.

Diluted FFO per share for the quarter ended June 30, 2006 increased 4.3% to $25.2 million, or $.49 per diluted share, as compared to $21.8 million, or $.47 per diluted share, for the quarter ended June 30, 2005.

FFO Payout ratio was 56.4% for second quarter 2006 compared to 53.1% for the comparable 2005 period.

Adjusted funds from operations (“AFFO”) diluted increased 11.6% to $18.9 million for second quarter 2006 as compared to $17.0 million for second quarter 2005. The Company’s AFFO payout ratio was 75.0% for second quarter 2006 compared to 68.2% for second quarter 2005.

As of June 30, 2006, the Company had a total market capitalization of $3.8 billion, with $1.4 billion in debt outstanding, equating to a 38.2% debt-to-total market capitalization ratio. Debt to undepreciated book value of real estate assets was 60.7% at quarter end. The Company’s total quarterly weighted average interest rate was 6.3% and 73.1% of total debt is subject to fixed interest rates. For the second quarter 2006, EBITDA Interest coverage ratio was 2.70x and EBITDA Fixed Charge coverage was 2.22x.

Operating Results

At June 30, 2006, the Company’s wholly owned portfolio of 170 office properties totaling 14.8 million square feet was 93.6% occupied and 95.0% leased.

The weighted average remaining lease term for the portfolio was 5.0 years and the average rental rate (including tenant reimbursements of operating costs) was $20.44 per square foot.

During the quarter, 239,000 square feet was renewed, equating to a 62.5% renewal rate, at an average committed capital cost of $2.16 per square foot.

For renewed and retenanted space of 427,000 square feet, total straight-line rent increased 12.6%, and total cash rent increased 5.3%. The average committed capital cost for renewed and retenanted space was $14.06 per square foot.

Same property cash NOI increased by 1.1% or $428,000 for the quarter compared to the quarter ended June 30, 2005. The primary drivers of the increase in cash NOI for the same office portfolio were higher rental revenues in the Northern/Central New Jersey region and improved occupancy and higher rental rates in the Baltimore/Washington Corridor. This increase was partially offset by a drop of $1.1 million in lease termination fees in the St. Mary’s and King George Counties region as compared to the second quarter of 2005 and by 97,000 square feet of vacancy in Pinnacle Towers, Tyson’s Corner, Virginia. The Company’s same office portfolio consists of 120 properties and represents 72.1% of our wholly owned portfolio as of June 30, 2006.

2




 

The Company signed leases for 358,000 square feet of space in development properties during the quarter. Included in this total is a 193,000 square foot to be built property for Northrop Grumman Commonwealth Enterprise Solutions Center to house both the Virginia Information Technologies Agency (VITA) and Northrop Grumman operations and 146,000 square feet with Northrop Grumman at the Washington Technology Park II (WTP II) in the Westfields Corporate Center in Chantilly, Virginia. This lease brings WTP II to 100.0% leased.

Development Activity

At quarter end June 30, the Company’s development pipeline consisted of:

·                  Eleven buildings under construction totaling 1.3 million square feet for a total projected cost of $263.0 million, that are 64.3% leased.

·                  Eight buildings under development totaling 977,000 square feet for a total projected cost of $196.8 million.

·                  Four projects under redevelopment totaling 727,000 square feet for a total projected cost of $84.5 million.

The Company’s land inventory (wholly owned and joint venture) at quarter end totaled 787 acres that can support 9.8 million square feet of development.

During the quarter the Company placed 93,000 square feet of the 157,000 square feet at 306 Sentinel Drive (known as 306 NBP) into service. This building is 59.3% leased.

Acquisition Activity

During the quarter, the Company acquired the following:

·                  Three Class A office buildings containing a total of 325,000 square feet for $43.6 million. The office buildings are located in the north Interstate 25 submarket of Colorado Springs, south of the Company’s existing properties in the InterQuest Office Park. The office buildings are 89.2% leased.

·                  Two buildings containing a total of 76,000 square feet for $8.5 million. The office buildings are located at 1915 and 1925 Aerotech Drive in Colorado Springs, Colorado in close proximity to the Company’s  Newport Centre property. The office buildings are 96.3% leased.

·                  A 611,000 square foot office building known as the Renaissance at Columbia Gateway for $78.0 million that is located in the Columbia Gateway Business Park in Columbia, Maryland. The building is 97.2% leased. The building is on a 37 acre parcel of land that can support future development of approximately 120,000 square feet.

·                  A 178 acre parcel of land, known as Clarks Hundred, for $26.6 million. This parcel of land can support 1.25 million square feet of development and represents an expansion of one of COPT’s core business parks, The National Business Park (NBP) in Annapolis Junction, Maryland.

·                  A 20 acre parcel of land for $1.1 million located in Colorado Springs, Colorado that can support approximately 300,000 square feet of development. The parcel of land is adjacent to the Company’s 64 acre Patriot Park Business Park.

3




 

·                  A 13 acre parcel of land for $2.2 million located in the Aerotech Commerce Park in Colorado Springs, Colorado that can support approximately 120,000 square feet of development. The parcel of land is located along Powers Boulevard between the Company’s Newport Centre property and Patriot Park in the East submarket. It is also in close proximity to Peterson Air Force Base.

Financing and Capital Transactions

The Company completed the following transactions during the quarter:

·                  Issued 2,000,000 common shares, generating proceeds of $82.6 million before offering expenses. The Company used the net proceeds of the sale to repay borrowings under the unsecured revolving credit facility and subsequently to fund the redemption of all of its outstanding 10.25% Series E Cumulative Redeemable Preferred Shares.

·                  Executed swaps for an aggregate notional amount of $50.0 million at a fixed one month LIBOR rate of 5.232%, which commenced May 1, 2006 and expire May 1, 2009.

·                  Closed a $48.0 million construction loan facility maturing in June 2008 that will be used to fund construction costs of two buildings located at NBP.

Subsequent Events

Since June 30, 2006, the Company has:

·                  Increased the Company’s unsecured line of credit from $400.0 million to $500.0 million.

·                  Redeemed the 10.25% Series E Cumulative Redeemable Preferred Shares (NYSE: OFCPrE).

·                  Issued 3,390,000 shares of 7.625% Series J Cumulative Redeemable Preferred Shares (NYSE: OFCPrJ) at a price of $25.00 per share. Proceeds from the offering were used to repay a portion of indebtedness under the Company’s unsecured revolving credit facility.

·                  Sold two office buildings totaling 259,000 square feet within its New Jersey portfolio for $42.8 million. This sale consists of 695 Route 46, a joint venture property in which COPT owned a 20% interest and 710 Route 46, a wholly owned property.

Earnings Guidance

The Company’s 2006 EPS guidance of $.61 – $.67 per diluted share remains unchanged. The Company is updating its 2006 FFO guidance to a range of $1.99 – $2.05 per diluted share from $1.98 - $2.05 per diluted share. Both FFO and EPS guidance exclude the estimated $.08 charge to diluted FFO per share and $.09 charge to diluted EPS that the Company will incur for the Series E and Series F preferred share redemptions.

4




 

Conference Call

The Company will hold an investor/analyst conference call:

Conference Call and Webcast Date:  Thursday, August 3, 2006

Time:  4:00 p.m. EDT

Dial In Number: 800-946-0705

Confirmation Code for the call:  8400712

A replay of this call will be available beginning Thursday, August 3, 2006 at 9:00 p.m. EDT through Thursday, August 17, 2006 at midnight EDT. To access the replay, please call 888-203-1112 and use confirmation code 8400712.

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

Definitions

Please refer to our Form 8-K or our website (www.copt.com) for definitions of certain terms used in this press release. Reconciliations of GAAP and non-GAAP measurements are included in the attached tables.

Company Information

Corporate Office Properties Trust (COPT) is a fully integrated, self-managed real estate investment trust (REIT) that focuses on the ownership, management, leasing, acquisition and development of suburban office properties located primarily in submarkets within the Greater Washington, DC region. As of June 30, 2006, the Company owned 189 office properties totaling 15.8 million rentable square feet, which includes 19 properties totaling 963,000 square feet held through joint ventures. The Company has implemented a core customer expansion strategy that is built around meeting, through acquisitions and development, the multi-location requirements of the Company’s existing strategic tenants. The Company’s property management services team provides comprehensive property and asset management to company owned properties and select third party clients.  The Company’s development and construction services team provides a wide range of development and construction management services for company owned properties, as well as land planning, design/build services, consulting, and merchant development to select third party clients.  The Company’s shares are traded on the New York Stock Exchange under the symbol OFC.  More information on Corporate Office Properties Trust can be found on the Internet at www.copt.com.

Forward-Looking Information

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

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

·                  the Company’s ability to borrow on  favorable terms;

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·                  general economic and business conditions, which will, among other things, affect office property demand and rents, tenant creditworthiness, interest rates and financing availability;

·                  adverse changes in the real estate markets including, among other things, increased competition with other companies;

·                  risk of real estate acquisition and development, including, among other things, risks that development projects may not be completed on schedule, that tenants may not take occupancy or pay rent or that development or operating costs may be greater than anticipated;

·                  risks of investing through joint venture structures, including risks that the Company’s joint venture partners may not fulfill their financial obligations as investors or may take actions that are inconsistent with the Company’s objectives;

·                  our ability to satisfy and operate effectively under federal income tax rules relating to real estate investment trusts and partnerships;

·                  governmental actions and initiatives; and

·                  environmental requirements.

The Company undertakes no obligation to update or supplement any forward-looking statements.  For further information, please refer to the Company’s filings with the Securities and Exchange Commission, particularly the section entitled “Risk Factors” in Item 1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2005.

6




 

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

 

 

 

 

Three Months Ended 
June 30,

 

 

 

2006

 

2005

 

Revenues

 

 

 

 

 

Real estate revenues

 

$

72,611

 

$

59,012

 

Service operations revenues

 

14,140

 

18,464

 

Total revenues

 

86,751

 

77,476

 

Expenses

 

 

 

 

 

Property operating expenses

 

22,240

 

17,139

 

Depreciation and other amortization associated with real estate operations

 

18,603

 

14,713

 

Service operations expenses

 

13,461

 

18,178

 

General and administrative expenses

 

3,706

 

3,166

 

Total operating expenses

 

58,010

 

53,196

 

Operating income

 

28,741

 

24,280

 

Interest expense

 

(17,536

)

(13,391

)

Amortization of deferred financing costs

 

(609

)

(471

)

Income from continuing operations before equity in loss of unconsolidated entities, income taxes and minority interests

 

10,596

 

10,418

 

Equity in loss of unconsolidated entities

 

(32

)

 

Income tax expense

 

(206

)

(213

)

Income from continuing operations before minority interests

 

10,358

 

10,205

 

Minority interests in income from continuing operations

 

(1,293

)

(1,406

)

Income from continuing operations

 

9,065

 

8,799

 

Income from discontinued operations, net of minority interests

 

26

 

152

 

Income before gain on sales of real estate

 

9,091

 

8,951

 

Gain on sales of real estate, net

 

25

 

169

 

Net income

 

9,116

 

9,120

 

Preferred share dividends

 

(3,653

)

(3,654

)

Net income available to common shareholders

 

$

5,463

 

$

5,466

 

 

 

 

 

 

 

Earnings per share “EPS” computation

 

 

 

 

 

Numerator:

 

$

5,463

 

$

5,466

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Weighted average common shares—basic

 

41,510

 

36,692

 

Assumed conversion of dilutive options

 

1,550

 

1,528

 

Dilutive restricted shares

 

152

 

 

Weighted average common shares—diluted

 

43,212

 

38,220

 

 

 

 

 

 

 

EPS

 

 

 

 

 

Basic

 

$

0.13

 

$

0.15

 

Diluted

 

$

0.13

 

$

0.14

 

 




 

Corporate Office Properties Trust
Summary  Financial Data
(unaudited)

(Amounts in thousands, except per share data and ratios)

 

 

 

 

Three Months Ended
June  30,

 

 

 

2006

 

2005

 

 

 

 

 

 

 

Net income

 

$

9,116

 

$

9,120

 

Add: Real estate-related depreciation and amortization

 

18,490

 

15,087

 

Add: Depreciation and amortization on unconsolidated real estate entities

 

109

 

 

Less: Depreciation and amortization allocable to minority interests in other consolidated entities

 

(44

)

(30

)

Add (less): Loss (gain) on sales of real estate, excluding development portion

 

6

 

(24

)

Funds from operations (“FFO”)

 

27,677

 

24,153

 

Add: Minority interests-common units in the Operating Partnership

 

1,157

 

1,335

 

Less: Preferred share dividends

 

(3,653

)

(3,654

)

Funds from Operations - basic and diluted (“Basic and Diluted FFO”)

 

25,181

 

21,834

 

Less: Straight-line rent adjustments

 

(2,315

)

(1,369

)

Less: Recurring capital expenditures

 

(3,425

)

(3,293

)

Less: Amortization of deferred market rental revenue

 

(495

)

(191

)

Adjusted Funds from Operations—diluted (“Diluted AFFO”)

 

$

18,946

 

$

16,981

 

 

 

 

 

 

 

Weighted average shares

 

 

 

 

 

Weighted average common shares

 

41,510

 

36,692

 

Conversion of weighted average common units

 

8,465

 

8,676

 

Weighted average common shares/units—basic FFO per share

 

49,975

 

45,368

 

Assumed conversion of share options

 

1,550

 

1,528

 

Dilutive restricted shares

 

152

 

 

Weighted average common shares/units—diluted FFO per share

 

51,677

 

46,896

 

 

 

 

 

 

 

Diluted FFO per common share

 

$

0.49

 

$

0.47

 

Dividends/distributions per common share/unit

 

$

0.28

 

$

0.255

 

Earnings payout ratio

 

217.0

%

171.6

%

Diluted FFO payout ratio

 

56.4

%

53.1

%

Diluted AFFO payout ratio

 

75.0

%

68.2

%

EBITDA interest coverage ratio

 

2.70

x

2.91

x

EBITDA fixed charge coverage ratio

 

2.22

x

2.28

x

 

 

 

 

 

 

Reconciliation of denominators for diluted EPS and diluted FFO per share

 

 

 

 

 

Denominator for diluted EPS

 

43,212

 

38,220

 

Weighted average common units

 

8,465

 

8,676

 

Denominator for diluted FFO per share

 

51,677

 

46,896

 

 




Corporate Office Properties Trust
Summary Financial Data
(unaudited)

(Amounts in thousands, except per share data)

 

 

 

 

Six Months Ended 
June 30,

 

 

 

2006

 

2005

 

Revenues

 

 

 

 

 

Real estate revenues

 

$

143,838

 

$

117,466

 

Service operations revenues

 

30,449

 

35,561

 

Total revenues

 

174,287

 

153,027

 

Expenses

 

 

 

 

 

Property operating expenses

 

43,944

 

35,144

 

Depreciation and other amortization associated with real estate operations

 

37,774

 

28,685

 

Service operations expenses

 

29,165

 

34,366

 

General and administrative expenses

 

7,669

 

6,442

 

Total operating expenses

 

118,552

 

104,637

 

Operating income

 

55,735

 

48,390

 

Interest expense

 

(35,017

)

(26,246

)

Amortization of deferred financing costs

 

(1,168

)

(867

)

Income from continuing operations before equity in loss of unconsolidated entities, income taxes and minority interests

 

19,550

 

21,277

 

Equity in loss of unconsolidated entities

 

(55

)

 

Income tax expense

 

(421

)

(670

)

Income from continuing operations before minority interests

 

19,074

 

20,607

 

Minority interests in income from continuing operations

 

(2,325

)

(2,838

)

Income from continuing operations

 

16,749

 

17,769

 

Income from discontinued operations, net of minority interests

 

2,169

 

203

 

Income before gain on sales of real estate

 

18,918

 

17,972

 

Gain on sales of real estate, net

 

135

 

188

 

Net income

 

19,053

 

18,160

 

Preferred share dividends

 

(7,307

)

(7,308

)

Net income available to common shareholders

 

$

11,746

 

$

10,852

 

 

 

 

 

 

 

Earnings per share “EPS” computation

 

 

 

 

 

Numerator:

 

$

11,746

 

$

10,852

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

Weighted average common shares—basic

 

40,594

 

36,624

 

Assumed conversion of dilutive options

 

1,610

 

1,534

 

Dilutive restricted shares

 

189

 

 

Weighted average common shares—diluted

 

42,393

 

38,158

 

 

 

 

 

 

 

EPS

 

 

 

 

 

Basic

 

$

0.29

 

$

0.30

 

Diluted

 

$

0.28

 

$

0.28

 

 

 

 

 

 

 

 

 




 

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

 

 

 

Six Months Ended
June 30,

 

 

 

2006

 

2005

 

 

 

 

 

 

 

Net income

 

$

19,053

 

$

18,160

 

Add: Real estate-related depreciation and amortization

 

37,558

 

29,592

 

Add: Depreciation and amortization on unconsolidated real estate entities

 

203

 

 

Less: Depreciation and amortization allocable to minority interests in other
consolidated entities

 

(86

)

(62

)

Less: Gain on sales of real estate, excluding development portion

 

(2,453

)

(48

)

Funds from operations (“FFO”)

 

54,275

 

47,642

 

Add: Minority interests—common units in the Operating Partnership

 

2,563

 

2,643

 

Less: Preferred share dividends

 

(7,307

)

(7,308

)

Funds from Operations—basic and diluted (“Basic and Diluted FFO”)

 

49,531

 

42,977

 

Less: Straight-line rent adjustments

 

(4,437

)

(2,952

)

Less: Recurring capital expenditures

 

(6,233

)

(8,027

)

Less: Amortization of deferred market rental revenue

 

(1,050

)

(261

)

Adjusted Funds from Operations—diluted (“Diluted AFFO”)

 

$

37,811

 

$

31,737

 

 

 

 

 

 

 

Weighted average shares

 

 

 

 

 

Weighted average common shares

 

40,594

 

36,624

 

Conversion of weighted average common units

 

8,493

 

8,681

 

Weighted average common shares/units—basic FFO per share

 

49,087

 

45,305

 

Assumed conversion of share options

 

1,610

 

1,534

 

Dilutive restricted shares

 

189

 

 

Weighted average common shares/units—diluted FFO per share

 

50,886

 

46,839

 

 

 

 

 

 

 

Diluted FFO per common share

 

$

0.97

 

$

0.92

 

Dividends/distributions per common share/unit

 

$

0.56

 

$

0.51

 

Earnings payout ratio

 

196.8

%

172.5

%

Diluted FFO payout ratio

 

56.2

%

53.8

%

Diluted AFFO payout ratio

 

73.6

%

72.8

%

 

 

 

 

 

 

Reconciliation of denominators for diluted EPS and diluted FFO per share

 

 

 

 

 

Denominator for diluted EPS

 

42,393

 

38,158

 

Weighted average common units

 

8,493

 

8,681

 

Denominator for diluted FFO per share

 

50,886

 

46,839

 

 




 

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

 

 

 

June 30,

 

December 31,

 

 

 

 

 

 

 

2006

 

2005

 

 

 

 

 

Balance Sheet Data (in thousands) (as of period end):

 

 

 

 

 

 

 

 

 

Investment in real estate, net of accumulated depreciation

 

$

2,065,516

 

$

1,888,106

 

 

 

 

 

Total assets

 

2,309,118

 

2,129,759

 

 

 

 

 

Mortgage and other loans payable

 

1,433,718

 

1,348,351

 

 

 

 

 

Total liabilities

 

1,537,440

 

1,442,036

 

 

 

 

 

Minority interests

 

116,030

 

105,210

 

 

 

 

 

Beneficiaries’ equity

 

655,648

 

582,513

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt to Total Assets

 

62.1

%

63.3

%

 

 

 

 

Debt to Undepreciated Book Value of Real Estate Assets

 

60.7

%

62.6

%

 

 

 

 

Debt to Total Market Capitalization

 

38.2

%

41.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property Data (wholly owned properties)
(as of period end):

 

 

 

 

 

 

 

 

 

Number of operating properties owned

 

170

 

165

 

 

 

 

 

Total net rentable square feet owned (in thousands)

 

14,787

 

13,708

 

 

 

 

 

Occupancy

 

93.6

%

94.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Reconciliation of tenant improvements and incentives, capital improvements and leasing costs for operating properties to recurring capital expenditures

 

 

 

 

 

 

 

 

 

Total tenant improvements and incentives on operating properties

 

$

3,317

 

$

7,659

 

$

6,190

 

$

20,822

 

Total capital improvements on operating properties

 

2,536

 

1,973

 

5,659

 

4,078

 

Total leasing costs on operating properties

 

1,421

 

967

 

2,367

 

1,635

 

Less: Nonrecurring tenant improvements and incentives on operating properties

 

(1,752

)

(5,883

)

(3,033

)

(15,434

)

Less: Nonrecurring capital improvements on operating properties

 

(1,068

)

(891

)

(3,587

)

(2,521

)

Less: Nonrecurring leasing costs incurred on operating properties

 

(1,076

)

(532

)

(1,434

)

(553

)

Add: Recurring improvements on operating properties held through joint ventures

 

47

 

 

71

 

 

Recurring capital expenditures

 

$

3,425

 

$

3,293

 

$

6,233

 

$

8,027

 

 




 

Corporate Office Properties Trust
Summary Financial Data
(unaudited)
(Dollars in thousands)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Reconciliation of dividends for Earnings Payout Ratio to dividends and distributions for FFO & AFFO Payout Ratio

 

 

 

 

 

 

 

 

 

Common share dividends for earnings payout ratio

 

$

11,853

 

$

9,381

 

$

23,113

 

$

18,720

 

Common unit distributions

 

2,357

 

2,205

 

4,731

 

4,384

 

Dividends and distributions for FFO & AFFO payout ratio

 

$

14,210

 

$

11,586

 

$

27,844

 

$

23,104

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of GAAP net income to earnings before interest, income taxes, depreciation and amortization (“EBITDA”)

 

 

 

 

 

 

 

 

 

Net income

 

$

9,116

 

$

9,120

 

 

 

 

 

Interest expense on continuing operations

 

17,536

 

13,391

 

 

 

 

 

Interest expense on discontinued operations

 

100

 

525

 

 

 

 

 

Income tax expense

 

206

 

213

 

 

 

 

 

Real estate-related depreciation and amortization

 

18,490

 

15,087

 

 

 

 

 

Amortization of deferred financing costs

 

609

 

471

 

 

 

 

 

Other depreciation and amortization

 

259

 

171

 

 

 

 

 

Minority interests

 

1,297

 

1,485

 

 

 

 

 

EBITDA

 

$

47,613

 

$

40,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of interest expense from continuing operations to the denominators for interest coverage—EBITDA and fixed charge coverage—EBITDA

 

 

 

 

 

 

 

 

 

Interest expense from continuing operations

 

$

17,536

 

$

13,391

 

 

 

 

 

Interest expense from discontinued operations

 

100

 

525

 

 

 

 

 

Denominator for interest coverage—EBITDA

 

17,636

 

13,916

 

 

 

 

 

Preferred share dividends

 

3,653

 

3,654

 

 

 

 

 

Preferred unit distributions

 

165

 

165

 

 

 

 

 

Denominator for fixed charge coverage—EBITDA

 

$

21,454

 

$

17,735

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of same property net operating income to same property cash net operating income

 

 

 

 

 

 

 

 

 

Same property net operating income

 

$

39,532

 

$

39,663

 

 

 

 

 

Less: Straight-line rent adjustments

 

(790

)

(1,289

)

 

 

 

 

Less: Amortization of deferred market rental revenue

 

(54

)

(114

)

 

 

 

 

Same property cash net operating income

 

$

38,688

 

$

38,260

 

 

 

 

 

 




 

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

 

 

 

June 30,
2006

 

December 31,
2005

 

 

 

 

 

 

 

Reconciliation of denominator for debt to total assets to denominator for debt to undepreciated book value of real estate assets

 

 

 

 

 

 

 

 

 

 

 

Denominator for debt to total assets

 

$

2,309,118

 

$

2,129,759

 

Assets other than assets included in investment in real estate

 

(243,602

)

(241,653

)

Accumulated depreciation on real estate assets

 

197,395

 

174,935

 

Intangible assets on real estate acquisitions, net

 

100,132

 

90,984

 

Denominator for debt to undepreciated book value of real estate assets

 

$

2,363,043

 

$

2,154,025

 

 

 

 

Year Ending
December 31, 2006

 

 

 

Low

 

High

 

Reconciliation of projected EPS—diluted to projected diluted FFO per share

 

 

 

 

 

Reconciliation of numerators

 

 

 

 

 

Numerator for projected EPS-diluted

 

$

26,150

 

$

28,700

 

Gain on sales of real estate, excluding development portion

 

(7,879

)

(7,879

)

Real estate-related depreciation and amortization

 

78,646

 

78,646

 

Minority interests—common units

 

5,601

 

6,147

 

Numerator for projected diluted FFO per share

 

$

102,518

 

$

105,614

 

 

 

 

 

 

 

Reconciliation of denominators

 

 

 

 

 

Denominator for projected EPS-diluted

 

43,078

 

43,078

 

Weighted average common units

 

8,544

 

8,544

 

Denominator for projected diluted FFO per share

 

51,622

 

51,622

 

 

 

 

 

 

 

Projected EPS—diluted

 

$

0.61

 

$

0.67

 

Projected diluted FFO per share

 

$

1.99

 

$

2.05

 

 

 

 

 

 

 

This projection excludes any impact on EPS—diluted and diluted FFO per share from the write-off of issuance costs associated with the July 15, 2006 redemption of the Series E Preferred Shares and the planned redemption of the Series F Preferred Shares.

 

 

 

 

 

 

 

 

 

 

 

Change in projected EPS-diluted and projected diluted FFO per share due to redemption of Series E and Series F Preferred Shares

 

 

 

 

 

Numerator for projected EPS—diluted

 

$

26,150

 

$

28,700

 

Issuance costs associated with redemption of preferred shares

 

(3,896

)

(3,896

)

Numerator for projected EPS—diluted, as adjusted

 

$

22,254

 

$

24,804

 

Denominator for projected EPS—diluted

 

43,078

 

43,078

 

Projected EPS—diluted, as adjusted for redemption of preferred shares

 

$

0.52

 

$

0.58

 

Projected EPS—diluted

 

0.61

 

0.67

 

Change in projected EPS—diluted for redemption of preferred shares

 

$

(0.09

)

$

(0.09

)

 

 

 

 

 

 

Numerator for projected diluted FFO per share

 

$

102,518

 

$

105,614

 

Issuance costs associated with redemption of preferred shares

 

(3,896

)

(3,896

)

Numerator for projected diluted FFO per share, as adjusted

 

$

98,622

 

$

101,718

 

Denominator for projected diluted FFO per share

 

51,622

 

51,622

 

Projected diluted FFO per share, as adjusted for redemption of preferred shares

 

$

1.91

 

$

1.97

 

Projected diluted FFO per share

 

1.99

 

2.05

 

Change in projected diluted FFO per share for redemption of preferred shares

 

$

(0.08

)

$

(0.08

)

 




 

Top Twenty Office Tenants of Wholly Owned Properties as of June 30, 2006
(Dollars in thousands)

 

 

 

 

 

 

 

 

 

Percentage of

 

Total

 

Percentage

 

Weighted

 

 

 

 

 

 

 

Total

 

Total

 

Annualized

 

of Total

 

average

 

 

 

 

 

Number of

 

Occupied

 

Occupied

 

Rental

 

Annualized Rental

 

Remaining

 

Tenant

 

 

 

Leases

 

Square Feet

 

Square Feet

 

Revenue (1) (6)

 

Revenue

 

Lease Term (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

United States of America

 

(3

)

43

 

2,037,616

 

14.7

%

$

41,125

 

14.5

%

6.7

 

Booz Allen Hamilton, Inc.

 

 

 

11

 

680,815

 

4.9

%

17,268

 

6.1

%

7.4

 

Northrop Grumman Corporation

 

 

 

15

 

542,064

 

3.9

%

12,275

 

4.3

%

2.8

 

Computer Sciences Corporation

 

(4

)

4

 

454,645

 

3.3

%

10,981

 

3.9

%

4.9

 

L-3 Communications Holdings, Inc.

 

(4

)

5

 

239,153

 

1.7

%

8,906

 

3.1

%

7.1

 

Unisys

 

(5

)

3

 

741,284

 

5.4

%

8,060

 

2.8

%

3.0

 

AT&T Corporation

 

(4

)

9

 

361,451

 

2.6

%

7,680

 

2.7

%

2.6

 

General Dynamics Corporation

 

 

 

9

 

278,239

 

2.0

%

7,015

 

2.5

%

3.5

 

The Aerospace Corporation

 

 

 

2

 

221,785

 

1.6

%

6,207

 

2.2

%

8.4

 

Wachovia Bank

 

 

 

4

 

183,641

 

1.3

%

5,697

 

2.0

%

12.1

 

The Boeing Company

 

(4

)

5

 

162,279

 

1.2

%

4,361

 

1.5

%

2.7

 

Ciena Corporation

 

 

 

3

 

221,609

 

1.6

%

3,558

 

1.3

%

4.2

 

BAE Systems PLC

 

(4

)

8

 

231,498

 

1.7

%

3,212

 

1.1

%

3.3

 

Science Applications International Corp.

 

 

 

12

 

170,839

 

1.2

%

3,135

 

1.1

%

0.8

 

VeriSign, Inc.

 

 

 

1

 

99,121

 

0.7

%

3,064

 

1.1

%

8.1

 

Magellan Health Services, Inc.

 

 

 

2

 

142,199

 

1.0

%

2,941

 

1.0

%

5.1

 

Lockheed Martin Corporation

 

 

 

6

 

159,677

 

1.2

%

2,780

 

1.0

%

2.9

 

Johns Hopkins University

 

(4

)

7

 

106,473

 

0.8

%

2,570

 

0.9

%

1.3

 

Merck & Co., Inc. (Unisys)

 

(5

)

1

 

219,065

 

1.6

%

2,419

 

0.9

%

3.0

 

Wyle Laboratories, Inc.

 

 

 

4

 

174,792

 

1.3

%

2,399

 

0.8

%

6.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Subtotal Top 20 Office Tenants

 

 

 

154

 

7,428,245

 

53.7

%

155,653

 

55.0

%

5.5

 

All remaining tenants

 

 

 

521

 

6,413,571

 

46.3

%

127,207

 

45.0

%

4.4

 

Total/Weighted Average

 

 

 

675

 

13,841,816

 

100.0

%

$

282,860

 

100.0

%

5.0

 

 


(1)                Total Annualized Rental Revenue is the monthly contractual base rent as of June 30, 2006 multiplied by 12 plus the estimated annualized expense reimbursements under existing office leases.

(2)                The weighting of the lease term was computed using Total Rental Revenue.

(3)                Many of our government leases are subject to early termination provisions which are customary to government leases. The weighted average remaining lease term was computed assuming no exercise of such early termination rights.

(4)                Includes affiliated organizations or agencies.

(5)                Merck & Co., Inc. subleases 219,065 rentable square feet from Unisys’ 960,349 leased rentable square feet.

(6)                Order of tenants is based on Annualized Rent.