COPT Defense Properties Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Consolidated Statements of Cash Flows

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Cash flows from operating activities
Revenues from real estate operations received	$ 479,605	$ 482,763	$ 483,421
Construction contract and other service revenues received	89,180	63,647	77,831
Property operating expenses paid	(178,803)ofc_PropertyOperatingExpensesPaid	(176,243)ofc_PropertyOperatingExpensesPaid	(174,683)ofc_PropertyOperatingExpensesPaid
Construction contract and other service expenses paid	(79,271)	(63,853)	(67,952)
General, administrative, leasing, business development and land carry costs paid	(29,521)	(28,022)	(22,904)
Interest expense paid	(79,095)us-gaap_InterestPaidNet	(81,575)us-gaap_InterestPaidNet	(87,394)us-gaap_InterestPaidNet
Previously accreted interest expense paid	0	(11,116)	0
Settlement of interest rate derivatives	0	0	(29,738)
Proceeds from sale of trading marketable securities	0	298	18,975
Exit costs on property dispositions	0	(979)	(4,146)
Payments in connection with early extinguishment of debt	(9,017)	(27,909)	(2,637)
Interest and other income received	607ofc_InterestAndOtherIncomeReceived	1,962ofc_InterestAndOtherIncomeReceived	1,073ofc_InterestAndOtherIncomeReceived
Income taxes refunded (paid)	200us-gaap_IncomeTaxesPaidNet	6us-gaap_IncomeTaxesPaidNet	(8)us-gaap_IncomeTaxesPaidNet
Net cash provided by operating activities	193,885	158,979	191,838
Cash flows from investing activities
Construction, development and redevelopment	(200,385)	(201,808)	(165,275)
Tenant improvements on operating properties	(27,037)us-gaap_PaymentsForTenantImprovements	(21,950)us-gaap_PaymentsForTenantImprovements	(27,103)us-gaap_PaymentsForTenantImprovements
Other capital improvements on operating properties	(28,720)us-gaap_PaymentsForCapitalImprovements	(23,940)us-gaap_PaymentsForCapitalImprovements	(20,066)us-gaap_PaymentsForCapitalImprovements
Acquisitions of operating properties	0	0	(48,308)
Proceeds from dispositions of properties	57,782	148,569	290,603
Investing receivables funded	(3,731)	(14,077)	(14,232)
Investing receivables payments received	10,279	144	10,113
Leasing costs paid	(16,234)us-gaap_PaymentsForLeasingCosts	(14,429)us-gaap_PaymentsForLeasingCosts	(13,278)us-gaap_PaymentsForLeasingCosts
Decrease (increase) in restricted cash associated with investing activities	1,137	8,178	(872)
Other	(2,780)	(477)	2,162
Net cash (used in) provided by investing activities	(209,689)	(119,790)	13,744
Proceeds from debt
Revolving Credit Facility	232,000	504,000	329,000
Unsecured senior notes	297,342	592,413	0
Other debt proceeds	11,569	94,049	403,117
Repayments of debt
Revolving Credit Facility	(149,000)	(504,000)	(991,000)
Scheduled principal amortization	(6,517)	(9,481)	(11,684)
Other debt repayments	(394,653)us-gaap_RepaymentsOfOtherLongTermDebt	(612,093)us-gaap_RepaymentsOfOtherLongTermDebt	(124,386)us-gaap_RepaymentsOfOtherLongTermDebt
Deferred financing costs paid	(708)us-gaap_PaymentsOfFinancingCosts	(9,361)us-gaap_PaymentsOfFinancingCosts	(3,371)us-gaap_PaymentsOfFinancingCosts
Net proceeds from issuance of preferred shares	0	0	165,652
Net proceeds from issuance of common shares	150,174	157,444	205,425
Redemption of preferred shares	(50,000)	(84,750)	(55,000)
Common share/unit dividends/distributions paid	(96,330)us-gaap_PaymentsOfDividendsCommonStock	(93,474)us-gaap_PaymentsOfDividendsCommonStock	(89,161)us-gaap_PaymentsOfDividendsCommonStock
Preferred share/unit dividends/distributions paid	(16,731)	(21,335)	(19,087)
Distributions paid to noncontrolling interests in COPLP	(5,008)	(4,958)	(5,828)
Restricted share redemptions	(1,554)	(2,002)	(3,379)
Other	(3,076)	(1,862)	(845)
Net cash (used in) provided by financing activities	(32,492)	4,590	(200,547)
Net increase (decrease) in cash and cash equivalents	(48,296)	43,779	5,035
Cash and cash equivalents
Beginning of period	54,373	10,594	5,559
End of period	6,077	54,373	10,594
Reconciliation of net income (loss) to net cash provided by operating activities:
Net income	45,206us-gaap_ProfitLoss	101,544us-gaap_ProfitLoss	20,341us-gaap_ProfitLoss
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and other amortization	138,490	119,773	124,418
Impairment losses	1,419us-gaap_ImpairmentOfRealEstate	31,068us-gaap_ImpairmentOfRealEstate	62,702us-gaap_ImpairmentOfRealEstate
Settlement of previously accreted interest expense	0	(11,116)	0
Amortization of deferred financing costs	4,666us-gaap_AmortizationOfFinancingCosts	5,451us-gaap_AmortizationOfFinancingCosts	6,243us-gaap_AmortizationOfFinancingCosts
Increase in deferred rent receivable	(3,520)us-gaap_StraightLineRent	(5,196)us-gaap_StraightLineRent	(11,776)us-gaap_StraightLineRent
Amortization of net debt discounts	921	1,159	3,155
Gain on sales of real estate	(10,695)us-gaap_GainLossOnSaleOfProperties	(11,687)us-gaap_GainLossOnSaleOfProperties	(20,961)us-gaap_GainLossOnSaleOfProperties
Share-based compensation	6,164us-gaap_ShareBasedCompensation	6,530us-gaap_ShareBasedCompensation	9,982us-gaap_ShareBasedCompensation
Loss (gain) on early extinguishment of debt	651ofc_ExtinguishmentofDebtNoncashGainLoss	(68,689)ofc_ExtinguishmentofDebtNoncashGainLoss	(3,430)ofc_ExtinguishmentofDebtNoncashGainLoss
Other	(3,242)us-gaap_OtherNoncashIncomeExpense	(3,093)us-gaap_OtherNoncashIncomeExpense	(4,551)us-gaap_OtherNoncashIncomeExpense
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable	94	(10,334)	8,049
Decrease in restricted cash and marketable securities	1,352	576	14,934
(Increase) decrease in prepaid expenses and other assets	(12,231)	(5,128)	8,550
Increase in accounts payable, accrued expenses and other liabilities	25,091	3,960	4,101
(Decrease) increase in rents received in advance and security deposits	(481)	4,161	(1,916)
Decrease in interest rate derivatives in connection with cash settlement	0	0	(28,003)
Net cash provided by operating activities	193,885	158,979	191,838
Supplemental schedule of non-cash investing and financing activities:
(Decrease) increase in accrued capital improvements, leasing and other investing activity costs	(3,779)	2,947	(1,227)
Decrease in property in connection with transfer of property in settlement of debt	0	73,780	12,042
Decrease in debt in connection with transfer of property in settlement of debt	0	146,500	16,304
(Decrease) increase in fair value of derivatives applied to accumulated other comprehensive income (loss) and noncontrolling interests	(4,866)	9,470	4,040
Dividends/distribution payable	29,862	29,080	28,698
COPLP common units issued to acquire property and noncontrolling interest in other consolidated entity	0	5,194	0
Decrease in noncontrolling interests and increase in shareholders’ equity in connection with the conversion of common units into common shares	1,843	3,997	2,814
Adjustments to noncontrolling interests resulting from changes in COPLP ownership	3,382	744	4,627
(Decrease) increase in redeemable noncontrolling interest and (increase) decrease in equity to carry redeemable noncontrolling interest at fair value	(134)	7,121	3,955
Corporate Office Properties, L.P.
Cash flows from operating activities
Revenues from real estate operations received	479,605	482,763	483,421
Construction contract and other service revenues received	89,180	63,647	77,831
Property operating expenses paid	(178,803)	(176,243)	(174,683)
Construction contract and other service expenses paid	(79,271)	(63,853)	(67,952)
General, administrative, leasing, business development and land carry costs paid	(29,521)	(28,022)	(22,904)
Interest expense paid	(79,095)	(81,575)	(87,394)
Previously accreted interest expense paid	0	(11,116)	0
Settlement of interest rate derivatives	0	0	(29,738)
Proceeds from sale of trading marketable securities	0	298	18,975
Exit costs on property dispositions	0	(979)	(4,146)
Payments in connection with early extinguishment of debt	(9,017)	(27,909)	(2,637)
Interest and other income received	607	1,962	1,073
Income taxes refunded (paid)	200	6	(8)
Net cash provided by operating activities	193,885	158,979	191,838
Cash flows from investing activities
Construction, development and redevelopment	(200,385)	(201,808)	(165,275)
Tenant improvements on operating properties	(27,037)	(21,950)	(27,103)
Other capital improvements on operating properties	(28,720)	(23,940)	(20,066)
Acquisitions of operating properties	0	0	(48,308)
Proceeds from dispositions of properties	57,782	148,569	290,603
Investing receivables funded	(3,731)	(14,077)	(14,232)
Investing receivables payments received	10,279	144	10,113
Leasing costs paid	(16,234)	(14,429)	(13,278)
Decrease (increase) in restricted cash associated with investing activities	1,137	8,178	(872)
Other	(2,780)	(477)	2,162
Net cash (used in) provided by investing activities	(209,689)	(119,790)	13,744
Proceeds from debt
Revolving Credit Facility	232,000	504,000	329,000
Unsecured senior notes	297,342	592,413	0
Other debt proceeds	11,569	94,049	403,117
Repayments of debt
Revolving Credit Facility	(149,000)	(504,000)	(991,000)
Scheduled principal amortization	(6,517)	(9,481)	(11,684)
Other debt repayments	(394,653)	(612,093)	(124,386)
Deferred financing costs paid	(708)	(9,361)	(3,371)
Net proceeds from issuance of preferred shares	0	0	165,652
Net proceeds from issuance of common shares	150,174	157,444	205,425
Redemption of preferred shares	(50,000)	(84,750)	(55,000)
Common share/unit dividends/distributions paid	(100,678)	(97,772)	(94,329)
Preferred share/unit dividends/distributions paid	(17,391)	(21,995)	(19,747)
Restricted share redemptions	(1,554)	(2,002)	(3,379)
Other	(3,076)	(1,862)	(845)
Net cash (used in) provided by financing activities	(32,492)	4,590	(200,547)
Net increase (decrease) in cash and cash equivalents	(48,296)	43,779	5,035
Cash and cash equivalents
Beginning of period	54,373	10,594	5,559
End of period	6,077	54,373	10,594
Reconciliation of net income (loss) to net cash provided by operating activities:
Net income	45,206	101,544	20,341
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and other amortization	138,490	119,773	124,418
Impairment losses	1,419	31,068	62,702
Settlement of previously accreted interest expense	0	(11,116)	0
Amortization of deferred financing costs	4,666	5,451	6,243
Increase in deferred rent receivable	(3,520)	(5,196)	(11,776)
Amortization of net debt discounts	921	1,159	3,155
Gain on sales of real estate	(10,695)	(11,687)	(20,961)
Share-based compensation	6,164	6,530	9,982
Loss (gain) on early extinguishment of debt	651	(68,689)	(3,430)
Other	(3,242)	(3,093)	(4,551)
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable	94	(10,334)	8,049
Decrease in restricted cash and marketable securities	(234)	1,267	14,122
(Increase) decrease in prepaid expenses and other assets	(12,231)	(5,128)	8,550
Increase in accounts payable, accrued expenses and other liabilities	26,677	3,269	4,913
(Decrease) increase in rents received in advance and security deposits	(481)	4,161	(1,916)
Decrease in interest rate derivatives in connection with cash settlement	0	0	(28,003)
Net cash provided by operating activities	193,885	158,979	191,838
Supplemental schedule of non-cash investing and financing activities:
(Decrease) increase in accrued capital improvements, leasing and other investing activity costs	(3,779)	2,947	(1,227)
Decrease in property in connection with transfer of property in settlement of debt	0	73,780	12,042
Decrease in debt in connection with transfer of property in settlement of debt	0	146,500	16,304
(Decrease) increase in fair value of derivatives applied to accumulated other comprehensive income (loss) and noncontrolling interests	(4,866)	9,470	4,040
Dividends/distribution payable	29,862	29,080	28,698
COPLP common units issued to acquire property and noncontrolling interest in other consolidated entity	0	5,194	0
(Decrease) increase in redeemable noncontrolling interest and (increase) decrease in equity to carry redeemable noncontrolling interest at fair value	$ (134)	$ 7,121	$ 3,955