8-K Spear Street 3-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): July 31, 2013
_________________________________
Hudson Pacific Properties, Inc.
(Exact name of registrant as specified in its charter)
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| | | | |
Maryland | | 001-34789 | | 27-1430478 |
(State or other | | (Commission File Number) | | (IRS Employer |
jurisdiction of | | | | Identification No.) |
incorporation) | | | | |
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| | | |
11601 Wilshire Blvd., Suite 1600 Los Angeles, California | | 90025 | |
(Address of Principal Executive Offices) | | (Zip Code) | |
(310) 445-5700
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:
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| | |
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) |
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o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
This Current Report on Form 8-K is filed by Hudson Pacific Properties, Inc., a Maryland corporation (referred to herein as the “Company,” “we,” “our” and “us”), in connection with the matters described herein.
Item 9.01 Financial Statements and Exhibits.
In accordance with Rule 3-14 and Article 11 of Regulation S-X, the Company hereby files the following financial statement and pro forma information relating to the acquisition of a four-building portfolio located in Seattle, Washington (the “Seattle Portfolio”). The acquisition of the Seattle Portfolio was disclosed in our Company’s 10-Q filed with the Securities and Exchange Commission on August 8, 2013.
(a) Financial Statements of Portfolio Acquired.
Report of Independent Auditors
Combined Statements of Revenues and Certain Expenses for the the years ended December 31, 2012 and six months ended June 30, 2013 (unaudited)
Notes to the Combined Statements of Revenues and Certain Expenses
(b) Unaudited Pro Forma Financial Information.
Unaudited pro forma consolidated balance sheet as of June 30, 2013
Unaudited pro forma consolidated statement of operations for the six months ended June 30, 2013
Unaudited pro forma consolidated statement of operations for the year ended December 31, 2012
Notes to unaudited pro forma consolidated financial statements
(d) Exhibits.
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| | | |
Exhibit No. | | Description |
23.1 |
| * | Consent of Ernst & Young LLP. |
Report of Independent Auditors
The Board of Directors and Stockholders of Hudson Pacific Properties, Inc.
We have audited the accompanying combined statement of revenues and certain expenses of the four-building portfolio located in Seattle, Washington (the “Seattle Portfolio”) for the year ended December 31, 2012, and the related notes to the combined financial statement.
Management’s Responsibility for the Financial Statement
Management is responsible for the preparation and fair presentation of the combined statement of revenues and certain expenses in conformity with U.S. generally accepted accounting principles; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the combined statement of revenues and certain expenses that are free of material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on the combined statement of revenues and certain expenses based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined statement of revenues and certain expenses is free of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the combined statement of revenues and certain expenses. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the combined statement of revenues and certain expenses, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the combined statement of revenues and certain expenses in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the combined statement of revenues and certain expenses.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the combined statement of revenues and certain expenses referred to above presents fairly, in all material respects, the combined revenues and certain expenses described in Note 1 for the year ended December 31, 2012, in conformity with U.S. generally accepted accounting principles.
Basis of Accounting
As described in Note 1 to the financial statement, the combined statement of revenues and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission, and is not intended to be a complete presentation of the Seattle Portfolio’s combined revenues and expenses. Our opinion is not modified with respect to this matter.
/s/ ERNST & YOUNG LLP
Los Angeles, California
October 10, 2013
Seattle Portfolio
Combined Statements of Revenues and Certain Expenses
Year Ended December 31, 2012 and Six Months Ended June 30, 2013 (unaudited)
(In thousands)
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| | | | | | | | |
| | Six Months Ended June 30, 2013 (Unaudited) | | Year Ended December 31, 2012 |
Revenues | | | | |
Rental Revenue | | $ | 7,006 |
| | $ | 13,114 |
|
Tenant recoveries | | 2,661 |
| | 3,858 |
|
Parking and other | | 1,578 |
| | 1,759 |
|
Total revenues | | 11,245 |
| | 18,731 |
|
| | | | |
Certain expenses | | | | |
Property operating expenses | | 3,731 |
| | 6,162 |
|
Total certain expenses | | 3,731 |
| | 6,162 |
|
Revenues in excess of expenses | | $ | 7,514 |
| | $ | 12,569 |
|
See accompanying notes
Seattle Portfolio
Combined Statements of Revenues and Certain Expenses
Year Ended December 31, 2012 and Six Months Ended June 30, 2013 (unaudited)
(In thousands)
1. Basis of Presentation
The accompanying combined statements of revenues and certain expenses include the operations of the four-building, portfolio located in Seattle, Washington (the “Seattle Portfolio”). One of the four buildings was acquired in 2012. Therefore, the results of operations for this building are included in the combined statements of revenues and certain expenses from the date of acquisition.
The accompanying combined statements of revenues and certain expenses relate to the Seattle Portfolio and have been prepared for the purpose of complying with Rule 3-14 of Regulation S-X promulgated under the Securities Act of 1933, as amended. Accordingly, the statements are not representative of the actual operations for the periods presented as revenues and certain operating expenses, which may not be directly attributable to the revenues and expenses expected to be incurred in the future operations of the Seattle Portfolio, have been excluded. Such items include depreciation, amortization, management fees, certain property administrative expenses, interest expense, interest income, acquisition expenses, and amortization of above- and below-market leases.
The four buildings are under common control and their acquisition will be conditioned on a single event. Due to common control and consistent with Accounting Standards Codification (ASC) 810-10, Consolidation, management has presented the four buildings on a combined basis.
2. Summary of Significant Accounting Policies
The combined financial statements include selected accounts of the Seattle Portfolio as described in Note 1. All significant intercompany accounts and transactions have been eliminated in the combined statements of revenues and certain expenses.
Revenue Recognition
The Seattle Portfolio recognizes rental revenue from tenants on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased asset.
Tenant recoveries related to reimbursement of real estate taxes, insurance, repairs and maintenance, and other operating expenses are recognized as revenue in the period the applicable expenses are incurred. The reimbursements are recognized and presented gross, as the Seattle Portfolio is generally the primary obligor with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and bears the associated credit risk.
Parking and other revenue is revenue that is derived from the tenants’ parking and other miscellaneous income. Parking and other revenue is recognized when the related services are utilized by the tenants.
Use of Estimates
Management has made a number of estimates and assumptions relating to the reporting and disclosure of revenues and certain expenses during the reporting periods to present the statements of revenues and certain expenses in conformity with U.S. generally accepted accounting principles. Actual results could differ from those estimates.
3. Minimum Future Lease Rentals
There are various lease agreements in place with tenants to lease space in the Seattle Portfolio. As of June 30, 2013, the minimum future cash rents receivable under non-cancelable operating leases in each of the next five years and thereafter are as follows (unaudited):
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| | | |
2013 (six months ending December 31, 2012) | $ | 6,999 |
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2014 | 16,716 |
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2015 | 17,093 |
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2016 | 16,521 |
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2017 | 16,541 |
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2018 | 16,691 |
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Thereafter | 42,466 |
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| $ | 133,027 |
|
Leases generally require reimbursement of the tenant’s proportional share of common area, real estate taxes and other operating expenses, which are excluded from the amounts above.
4. Tenant Concentrations
For the year ended December 31, 2012 and the six-months ended June 30, 2013, one tenant represented 26.3% and 24.6% (unaudited), respectively, of the Seattle Portfolio’s rental revenues.
5. Commitments and Contingencies
The Seattle Portfolio is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance. Management believes that the ultimate settlement of these actions will not have a material adverse effect on the Seattle Portfolio’s results of operations.
6. Subsequent Events
The Seattle Portfolio was evaluated with respect to subsequent events through October 10, 2013, the date the financial statements were available to be issued.
HUDSON PACIFIC PROPERTIES, INC.
UNAUDITED PRO FORMA FINANCIAL INFORMATION
The following unaudited pro forma consolidated balance sheet of Hudson Pacific Properties, Inc. (the “Company” or “our”) as of June 30, 2013 and unaudited pro forma consolidated statements of operations of the Company for the year ended December 31, 2012 and the six months ended June 30, 2013 have been prepared as if the acquisition of the four-building portfolio located in Seattle, Washington (the “Seattle Portfolio”) and related financing had occurred on June 30, 2013 for the pro forma consolidated balance sheet, and as if the acquisition of Seattle Portfolio and concurrent financing had occurred on January 1, 2012 for both pro forma consolidated statements of operations.
Our pro forma consolidated financial statements are presented for informational purposes only and should be read in conjunction with the historical financial statements of the Seattle Portfolio and related notes thereto included elsewhere in this filing and our forms 10-K and 10-Q filed with the Securities and Exchange Commission. The adjustments to our pro forma consolidated financial statements are based on available information and assumptions that we consider reasonable. Our pro forma consolidated financial statements do not purport to (1) represent our financial position that would have actually occurred had the acquisition of the Seattle Portfolio and related financing occurred on June 30, 2013, (2) represent the results of our operations that would have actually occurred had the acquisition of the Seattle Portfolio and related financing occurred on January 1, 2012 or (3) project our financial position or results of operations as of any future date or for any future period, as applicable.
HUDSON PACIFIC PROPERTIES, INC.
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
As of June 30, 2013
(in thousands, except per share data)
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| | | | | | | | | | | | | | | |
| Hudson Pacific Properties, Inc. | | Disposition of City Plaza | | Acquisition of Seattle Portfolio and related financing | | Company Pro forma |
| (A) | | (B) | | (C) | | |
ASSETS | | | | | | | |
Investment in real estate, net | $ | 1,510,822 |
| | $ | — |
| | $ | 370,100 |
| | $ | 1,880,922 |
|
Cash and cash equivalents | 96,330 |
| | 51,883 |
| | (119,183 | ) | | 29,030 |
|
Restricted cash | 14,518 |
| | — |
| | — |
| | 14,518 |
|
Accounts receivable, net | 10,188 |
| | — |
| | — |
| | 10,188 |
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Straight-line rent receivables | 16,673 |
| | — |
| | — |
| | 16,673 |
|
Deferred leasing costs | 88,893 |
| | — |
| | 21,619 |
| | 110,512 |
|
Deferred finance costs, net | 7,092 |
| | — |
| | 819 |
| | 7,911 |
|
Interest rate contracts | 123 |
| | — |
| | — |
| | 123 |
|
Goodwill | 8,754 |
| | — |
| | — |
| | 8,754 |
|
Prepaid expenses and other assets | 22,615 |
| | — |
| | (20,000 | ) | | 2,615 |
|
Assets associated with real estate held for sale | 53,152 |
| | (53,152 | ) | | — |
| | — |
|
TOTAL ASSETS | $ | 1,829,160 |
| | $ | (1,269 | ) | | $ | 253,355 |
| | $ | 2,081,246 |
|
| | | | | | | |
LIABILITES AND EQUITY | | | | | | | |
Notes payable | $ | 637,118 |
| | $ | — |
| | $ | 229,500 |
| | $ | 866,618 |
|
Accounts payable and accrued liabilities | 17,528 |
| | — |
| | 8,664 |
| | 26,192 |
|
Below-market leases and above-market ground leases | 35,216 |
| | — |
| | 14,666 |
| | 49,882 |
|
Security deposits | 5,671 |
| | — |
| | 525 |
| | 6,196 |
|
Prepaid rent | 8,719 |
| | — |
| | — |
| | 8,719 |
|
Obligations associated with real estate held for sale | 1,269 |
| | (1,269 | ) | | — |
| | — |
|
TOTAL LIABLITIES | 705,521 |
| | (1,269 | ) | | 253,355 |
| | 957,607 |
|
| | | | | | | |
6.25% Series A Cumulative Redeemable Preferred units of the Operating Partnership | 12,475 |
| | | | — |
| | 12,475 |
|
| | | | | | | |
EQUITY | | | | | | | |
Hudson Pacific Properties, Inc. shareholders’ equity | | | | | | | |
Series B Cumulative Redeemable Preferred Stock | 145,000 |
| | | | — |
| | 145,000 |
|
Common stockholders | 567 |
| | | | — |
| | 567 |
|
Additional paid-in capital | 904,805 |
| | | | — |
| | 904,805 |
|
Accumulated other comprehensive loss | (1,177 | ) | | | | — |
| | (1,177 | ) |
Accumulated deficit | (39,478 | ) | | | | — |
| | (39,478 | ) |
Total Hudson Pacific Properties, Inc. shareholders’ equity | 1,009,717 |
| | — |
| | — |
| | 1,009,717 |
|
| | | | | | | |
Non-controlling unitholders in Operating Partnership | 46,883 |
| | | | — |
| | 46,883 |
|
Non-controlling interest in consolidated real estate entity | 54,564 |
| | | | — |
| | 54,564 |
|
TOTAL EQUITY | 1,111,164 |
| | — |
| | — |
| | 1,111,164 |
|
TOTAL LIABILITIES & EQUITY | $ | 1,829,160 |
| | $ | (1,269 | ) | | $ | 253,355 |
| | $ | 2,081,246 |
|
HUDSON PACIFIC PROPERTIES, INC.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the six months ended June 30, 2013
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | |
| Hudson Pacific Properties, Inc. | | Acquisition of Seattle Portfolio and related financing | | Other pro forma adjustments | | Company Pro forma | |
| (AA) | | (BB) | | (CC) | | | |
Revenues | | | | | | | | |
Office | | | | | | | | |
Rental | $ | 56,090 |
| | $ | 7,968 |
| | $ | — |
| | $ | 64,058 |
| |
Tenant recoveries | 11,097 |
| | 2,661 |
| | — |
| | 13,758 |
| |
Other | 7,046 |
| | 1,578 |
| | — |
| | 8,624 |
| |
Total office revenues | 74,233 |
| | 12,207 |
| | — |
| | 86,440 |
| |
Media & Entertainment | | | | | | | | |
Rental | 11,185 |
| | — |
| | — |
| | 11,185 |
| |
Tenant recoveries | 741 |
| | — |
| | — |
| | 741 |
| |
Other property-related revenue | 8,198 |
| | — |
| | — |
| | 8,198 |
| |
Other | 436 |
| | — |
| | — |
| | 436 |
| |
Total media & entertainment revenues | 20,560 |
| | — |
| | — |
| | 20,560 |
| |
Total revenues | 94,793 |
| | 12,207 |
| | — |
| | 107,000 |
| |
Operating Expenses | | | | | | |
| |
Office operating expenses | 27,425 |
| | 3,731 |
| | — |
| | 31,156 |
| |
Media & entertainment operating expenses | 11,997 |
| | — |
| | — |
| | 11,997 |
| |
General and administrative | 10,175 |
| | — |
| | — |
| | 10,175 |
| |
Depreciation and amortization | 32,813 |
| | 6,311 |
| | — |
| | 39,124 |
| |
Total operating expenses | 82,410 |
| | 10,042 |
| | — |
| | 92,452 |
| |
Income from operations | 12,383 |
| | 2,165 |
| | — |
| | 14,548 |
| |
Other Expense (Income) | | | | | | | | |
Interest expense | 11,354 |
| | 2,769 |
| | — |
| | 14,123 |
| |
Interest income | (240 | ) | | — |
| | — |
| | (240 | ) | |
Acquisition-related expenses | 509 |
| | — |
| | — |
| | 509 |
| |
Other expense | 54 |
| | — |
| | — |
| | 54 |
| |
| 11,677 |
| | 2,769 |
| | — |
| | 14,446 |
| |
Income (loss) from continuing operations | $ | 706 |
| | $ | (604 | ) | | $ | — |
| | $ | 102 |
| |
| | | | | | | | |
Income attributable to preferred stock and units | (6,462 | ) | | — |
| | — |
| | (6,462 | ) | |
Income attributable to restricted shares | (158 | ) | | — |
| | — |
| | (158 | ) | |
Loss attributable to non-controlling interest in Consolidated Entities | 281 |
| | — |
| | — |
| | 281 |
| |
Loss attributable to common units in the Operating Partnership | 394 |
| | — |
| | (131 | ) | | 263 |
| |
Net loss from continuing operations attributable to Hudson Pacific Properties, Inc. common stockholders’ | $ | (5,239 | ) | | $ | (604 | ) | | (131 | ) | | $ | (5,974 | ) | |
| | | | | | | | |
Net loss from continuing operations attributable to common stockholders - Basic and diluted | $ | (0.10 | ) | | | | | | $ | (0.11 | ) | (DD) |
Pro Forma weighted average shares outstanding—basic and diluted | 54,140,594 |
| | | | | | 54,140,594 |
| (DD) |
HUDSON PACIFIC PROPERTIES, INC.
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the year ended December 31, 2012
(in thousands, except per share data)
|
| | | | | | | | | | | | | | | | |
| Hudson Pacific Properties, Inc. | | Acquisition of Seattle Portfolio | | Other Pro forma adjustments | | Company Pro forma | |
| (AA) | | (BB) | | (CC) | | | |
Revenues | | | | | | | | |
Office | | | | | | | | |
Rental | $ | 88,460 |
| | $ | 15,038 |
| | — |
| | $ | 103,498 |
| |
Tenant recoveries | 22,029 |
| | 3,858 |
| | — |
| | 25,887 |
| |
Other | 9,840 |
| | 1,759 |
| | — |
| | 11,599 |
| |
Total office revenues | 120,329 |
| | 20,655 |
| | — |
| | 140,984 |
| |
Media & Entertainment | | | | | | | | |
Rental | 23,598 |
| | — |
| | — |
| | 23,598 |
| |
Tenant recoveries | 1,598 |
| | — |
| | — |
| | 1,598 |
| |
Other property-related revenue | 14,733 |
| | — |
| | — |
| | 14,733 |
| |
Other | 204 |
| | — |
| | — |
| | 204 |
| |
Total media & entertainment revenues | 40,133 |
| | — |
| | — |
| | 40,133 |
| |
Total revenues | 160,462 |
| | 20,655 |
| | — |
| | 181,117 |
| |
Operating Expenses | | | | | | | | |
Office operating expenses | 50,599 |
| | 6,162 |
| | — |
| | 56,761 |
| |
Media & entertainment operating expenses | 24,340 |
| | — |
| | — |
| | 24,340 |
| |
General and administrative | 16,497 |
| | — |
| | — |
| | 16,497 |
| |
Depreciation and amortization | 54,758 |
| | 12,623 |
| | — |
| | 67,381 |
| |
Total operating expenses | 146,194 |
| | 18,785 |
| | — |
| | 164,979 |
| |
Income from operations | 14,268 |
| | 1,870 |
| | — |
| | 16,138 |
| |
Other Expense (Income) | | | | | | | | |
Interest expense | 19,071 |
| | 5,539 |
| | — |
| | 24,610 |
| |
Interest income | (306 | ) | | — |
| | — |
| | (306 | ) | |
Acquisition-related expenses | 1,051 |
| | — |
| | — |
| | 1,051 |
| |
Other expense | (92 | ) | | — |
| | — |
| | (92 | ) | |
| 19,724 |
| | 5,539 |
| | — |
| | 25,263 |
| |
Loss from continuing operations | $ | (5,456 | ) | | $ | (3,669 | ) | | $ | — |
| | $ | (9,125 | ) | |
|
| |
| |
| |
| |
Income attributable to preferred stock and units | (12,924 | ) | | — |
| | — |
| | (12,924 | ) | |
Income attributable to restricted shares | (295 | ) | | — |
| | — |
| | (295 | ) | |
Loss attributable to non-controlling interest in Consolidated Entities | 21 |
| | — |
| | — |
| | 21 |
| |
Loss attributable to common units in the Operating Partnership | 1,014 |
| | — |
| | 233 |
| | 1,247 |
| |
Net loss from continuing operations attributable to Hudson Pacific Properties, Inc. common stockholders’ | $ | (17,640 | ) | | $ | (3,669 | ) | | 233 |
| | $ | (21,076 | ) | |
| | | | | | | | |
Net loss from continuing operations attributable to common stockholders - Basic and diluted | $ | (0.42 | ) | | | | | | $ | (0.51 | ) | (DD) |
Pro Forma weighted average shares outstanding—basic and diluted | 41,640,691 |
| | | | | | 41,640,691 |
| (DD) |
HUDSON PACIFIC PROPERTIES, INC.
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
1. Balance sheet adjustments
| |
(A) | Represents the historical balance sheet of Hudson Pacific Properties, Inc. (the “Company,” “we,” “our” or “us”) as of June 30, 2013. |
| |
(B) | Reflects the the disposition of City Plaza which closed on July 12, 2013. Net proceeds from the disposition were used toward the acquisition of the Seattle Portfolio pursuant to a like-kind exchange under Internal Revenue Code Section 1031. |
| |
(C) | Reflects the acquisition of the Seattle Portfolio. The total consideration of $368.7 million consists of the following: |
|
| | | |
Consideration paid | |
Cash consideration | $ | 119,183 |
|
Cash deposit | 20,000 |
|
Mortgage loan secured by Met Park North(1) | 64,500 |
|
Mortgage loan secured by First & King(2) | 95,000 |
|
Unsecured Revolving Credit Facility | 70,000 |
|
Total consideration | $ | 368,683 |
|
Allocation of consideration paid | |
Investment in real estate, net | 370,100 |
|
Deferred leasing costs and lease intangibles, net | 21,299 |
|
Above market lease | 320 |
|
Below-market leases | (14,666 | ) |
Deferred finance costs, net | 819 |
|
Security deposits | (525 | ) |
Other (liabilities) asset assumed, net | (8,664 | ) |
Total consideration paid | $ | 368,683 |
|
| |
(1) | We closed a seven-year loan totaling $64.5 million with Union Bank, N.A., secured by the Company’s Met Park North property. The loan bears interest at a rate equal to one-month LIBOR plus 155 basis points. The full loan is subject to an interest rate contract that swapped one month LIBOR to a fixed rate of 2.1644% through the loan’s maturity on August 1, 2020. |
| |
(2) | We closed a five-year loan totaling $95.0 million with Wells Fargo, secured by the Company’s First & King property. The loan bears interest at a rate equal to one-month LIBOR plus 160 basis points. The loan matures on July 31, 2018. |
2. Income statement adjustments
| |
(AA) | Reflects our historical consolidated statement of operations for the six-month period ended June 30, 2013 and for the year ended December 31, 2012. |
| |
(BB) | The pro forma adjustments reflect the acquisition and related financing of the Seattle Portfolio for the six-month period ended June 30, 2013 and for the year ended December 31, 2012 as if the Seattle Portfolio was acquired and financed on January 1, 2012. |
| |
(CC) | Reflects the incremental impact on our pro forma results of operations for the six-month period ended June 30, 2013 and for the year ended December 31, 2012 to reflect the income allocation to unitholders in our operating partnership as a result of the proforma adjustments described in (BB). |
| |
(DD) | Pro forma loss per share from continuing operations attributable to common shareholders—basic and diluted is calculated by dividing pro forma consolidated net loss allocable to common stockholders by the number of weighted average shares of common stock outstanding for the six-month period ended June 30, 2013 and for the year ended December 31, 2012. |
SIGNATURES
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.
|
| | | | |
| | | | |
| HUDSON PACIFIC PROPERTIES, INC. | |
Date: October 10, 2013 | By: | /s/ Mark T. Lammas | |
| | Mark T. Lammas | |
| | Chief Financial Officer | |
Exhibit Index
|
| | | |
Exhibit No. | | Description |
23.1 |
| * | Consent of Ernst & Young LLP. |