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COPT Reports Fourth Quarter and Full Year 2019 Results

Corporate Office Properties Trust (“COPT” or the “Company”) (NYSE: OFC) announced financial and operating results for the fourth quarter and full year ended December 31, 2019.

Management Comments

Stephen E. Budorick, COPT’s President & Chief Executive Officer, commented, “Fourth quarter and full year FFO per share met the mid-points of our updated guidance ranges, and strong demand throughout our Defense/IT Locations translated into record leasing for new developments, strong vacancy leasing, and near-record leasing with the U.S. Government. Our 2.2 million square feet of development leasing exceeded our prior annual record set in 2012 by 1 million square feet, and we executed 586,000 square feet of development and vacancy leasing with the U.S. Government, our second-best year ever.” He continued, “We believe that this strong leasing achievement, combined with the $357 million of equity raised and the 1.2 million square feet of 100% leased developments placed into service during 2019, position our Company to deliver 1.5%-3.5% FFO per share growth in 2020, and robust FFO growth in 2021.”

Financial Highlights

4th Quarter Financial Results:

  • Diluted earnings per share (“EPS”) was $0.38 for the quarter ended December 31, 2019 as compared to $0.16 for the fourth quarter of 2018.
  • Diluted funds from operations per share (“FFOPS”), as calculated in accordance with Nareit’s definition, of $0.49 for the fourth quarter of 2019 equaled fourth quarter 2018 results.
  • FFOPS, as adjusted for comparability, was $0.50 for the fourth quarter of 2019, equal to fourth quarter 2018 results.

Full Year 2019 Financial Results:

  • EPS for the year ended December 31, 2019 was $1.71, which included $105.2 million of gains on the sale of a 90% interest in nine data center shell properties during the year as compared to 2018 EPS of $0.69.
  • Per Nareit’s definition, FFOPS for 2019 was $2.02 as compared to $1.99 for 2018.
  • FFOPS, as adjusted for comparability, for 2019 was $2.03 as compared to $2.01 for 2018.

Adjustments for comparability encompass items such as demolition costs of redevelopment, executive transition costs, and non-comparable professional and legal expenses.

Operating Performance Highlights

Operating Portfolio Summary:

  • At December 31, 2019, the Company’s core portfolio of 168 operating office and data center shell properties was 93.1% occupied and 94.6% leased.
  • During the quarter and the year, the Company placed into service 375,000 and 1.2 million respective square feet that were 100% leased.

Same-Property Performance:

  • At December 31, 2019, COPT’s same-property portfolio of 147 buildings was 91.9% occupied and 93.7% leased.
  • For the quarter and year ended December 31, 2019, the Company’s same-property cash NOI increased 6.2% and 3.9%, respectively, over the prior year’s comparable periods.

Leasing:

  • Total Square Feet Leased: For the quarter ended December 31, 2019, the Company leased 659,000 total square feet, including 339,000 square feet of renewals, 162,000 square feet of new leases on vacant space, and 158,000 square feet in development projects.

    For the year ended December 31, 2019, the Company leased 4.9 million total square feet, including 1.9 million square feet of renewals, 784,000 square feet of new leases on vacant space, and 2.2 million square feet in development projects.
  • Renewal Rates: During the quarter and year ended December 31, 2019, the Company respectively renewed 84% and 77% of total expiring square feet.
  • Cash Rent Spreads & Average Escalations on Renewing Leases: For the quarter and year ended December 31, 2019, cash rents on renewed space decreased 8.4% and 5.8%, respectively. For the same time periods, average annual escalations on renewing leases were 2.3% and 2.4%, respectively.
  • Lease Terms: In the fourth quarter, lease terms averaged 6.1 years on renewing leases, 6.6 years on new leasing of vacant space, and 12.1 years on development leasing. For the year, lease terms averaged 4.1 years on renewing leases, 6.4 years on new leasing of vacant space, and 12.6 years on development leasing.

Investment Activity Highlights

Development & Redevelopment Projects:

  • Development Pipeline: At January 31, 2020, the Company’s development pipeline consisted of 13 properties totaling 2.3 million square feet that were 79% leased. These projects have a total estimated cost of $683.4 million, of which $326.6 million has been incurred.
  • Redevelopment: At December 31, 2019, one project was under redevelopment totaling 106,000 square feet that was 80% leased. The Company has invested $23.3 million of the $25.6 million anticipated total cost.

Balance Sheet and Capital Transaction Highlights

  • As of December 31, 2019, the Company’s net debt plus preferred equity to adjusted book ratio was 37.0% and its net debt plus preferred equity to in-place adjusted EBITDA ratio was 6.1x. For the quarter and year ended December 31, 2019, the Company’s adjusted EBITDA fixed charge coverage ratio was 3.7x.
  • As of December 31, 2019, and including the effect of interest rate swaps, the Company’s weighted average effective interest rate was 4.07%; additionally, 87.8% of the Company’s debt was subject to fixed interest rates and the consolidated debt portfolio had a weighted average maturity of 3.5 years.
  • During the quarter ended March 31, 2019, the Company issued the remaining 1.6 million common shares under its 2017 forward equity sale agreements for net proceeds of $46.5 million.
  • During the year, the Company sold a 90% interest in nine single-tenant data center shell properties through the Blackstone Real Estate Income Trust, Inc. (“BREIT”)-COPT joint venture formed in June 2019. The Company received a total of $310.6 million of proceeds in 2019, plus an additional $20.1 million in net proceeds associated with the joint venture entering into non-recourse mortgage loans on the properties.

Associated Supplemental Presentation

Prior to the call, the Company will post a slide presentation to accompany management’s prepared remarks for its fourth quarter and year end 2019 conference call, the details of which are provided below. The accompanying slide presentation can be viewed on and downloaded from the ‘Latest Updates’ section of COPT’s Investors website: https://investors.copt.com/.

Conference Call Information

Management will discuss fourth quarter and year end 2019 results on its conference call tomorrow at 12:00 p.m. Eastern Time, details of which are listed below:

Conference Call Date:

Friday, February 7, 2020

Time:

12:00 p.m. Eastern Time

Telephone Number: (within the U.S.)

855-463-9057

Telephone Number: (outside the U.S.)

661-378-9894

Passcode:

8794749

The conference call will also be available via live webcast in the ‘Latest Updates’ section of COPT’s Investors website: https://investors.copt.com/.

Replay Information

A replay of the conference call will be immediately available via webcast on the Investors website. Additionally, a telephonic replay of this call will be available beginning at 3:00 p.m. Eastern Time on Friday, February 7, through 3:00 p.m. Eastern Time on Friday, February 21. To access the replay within the United States, please call 855-859-2056; to access it from outside the United States, please call 404-537-3406. In either case, use passcode 8794749.

Definitions

For definitions of certain terms used in this press release, please refer to the information furnished in the Company’s Supplemental Information Package furnished on a Form 8-K which can be found on its website (www.copt.com). Reconciliations of non-GAAP measures to the most directly comparable GAAP measures are included in the attached tables.

About COPT

COPT is a REIT that owns, manages, leases, develops and selectively acquires office and data center properties. The majority of its portfolio is in locations that support the United States Government and its contractors, most of whom are engaged in national security, defense and information technology (“IT”) related activities servicing what it believes are growing, durable, priority missions (“Defense/IT Locations”). The Company also owns a portfolio of office properties located in select urban/urban-like submarkets in the Greater Washington, DC/Baltimore region with durable Class-A office fundamentals and characteristics (“Regional Office Properties”). As of December 31, 2019, the Company derived 88% of its core portfolio annualized rental revenue from Defense/IT Locations and 12% from its Regional Office Properties. As of the same date and including 15 buildings owned through unconsolidated joint ventures, COPT’s core portfolio of 168 office and data center shell properties encompassed 19.0 million square feet and was 94.6% leased; the Company also owned one wholesale data center with a critical load of 19.25 megawatts that was 76.9% leased.

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,” “could,” “believe,” “anticipate,” “expect,” “estimate,” “plan” 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. Although the Company believes that the expectations, estimates and projections reflected in such forward-looking statements are based on reasonable assumptions at the time made, 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 and the Company undertakes no obligation to update or supplement any forward-looking statements.

The areas of risk that may affect these expectations, estimates and projections include, but are not limited to, those risks described in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.

 

Corporate Office Properties Trust

Summary Financial Data

(unaudited)

(in thousands, except per share data)

For the Three Months

Ended December 31,

For the Years Ended

December 31,

2019

2018

2019

2018

Revenues

Revenues from real estate operations

$

131,968

$

130,825

$

527,463

$

517,253

Construction contract and other service revenues

25,817

7,657

113,763

60,859

Total revenues

157,785

138,482

641,226

578,112

Operating expenses

Property operating expenses

51,098

51,298

198,143

201,035

Depreciation and amortization associated with real estate operations

32,779

36,219

137,069

137,116

Construction contract and other service expenses

24,832

7,111

109,962

58,326

Impairment losses

2

2,367

329

2,367

General and administrative expenses

7,043

5,105

27,517

22,829

Leasing expenses

2,293

1,976

7,885

6,071

Business development expenses and land carry costs

1,292

1,425

4,239

5,840

Total operating expenses

119,339

105,501

485,144

433,584

Interest expense

(16,777

)

(18,475

)

(71,052

)

(75,385

)

Interest and other income

1,917

74

7,894

4,358

Gain on sales of real estate

20,761

2,367

105,230

2,340

Loss on early extinguishment of debt

(258

)

(258

)

Income before equity in income of unconsolidated entities and income taxes

44,347

16,689

198,154

75,583

Equity in income of unconsolidated entities

426

1,577

1,633

2,697

Income tax benefit

104

190

217

363

Net income

44,877

18,456

200,004

78,643

Net income attributable to noncontrolling interests:

Common units in the Operating Partnership (“OP”)

(500

)

(210

)

(2,363

)

(1,742

)

Preferred units in the OP

(77

)

(165

)

(564

)

(660

)

Other consolidated entities

(1,515

)

(1,061

)

(5,385

)

(3,940

)

Net income attributable to COPT common shareholders

$

42,785

$

17,020

$

191,692

$

72,301

Earnings per share (“EPS”) computation:

Numerator for diluted EPS:

Net income attributable to COPT common shareholders

$

42,785

$

17,020

$

191,692

$

72,301

Redeemable noncontrolling interests

33

132

Amount allocable to share-based compensation awards

(154

)

(114

)

(623

)

(462

)

Numerator for diluted EPS

$

42,664

$

16,906

$

191,201

$

71,839

Denominator:

Weighted average common shares - basic

111,670

108,528

111,196

103,946

Dilutive effect of share-based compensation awards

293

45

308

134

Dilutive effect of redeemable noncontrolling interests

108

119

Dilutive effect of forward equity sale agreements

45

Weighted average common shares - diluted

112,071

108,573

111,623

104,125

Diluted EPS

$

0.38

$

0.16

$

1.71

$

0.69

 
 

Corporate Office Properties Trust

Summary Financial Data

(unaudited)

(in thousands, except per share data)

For the Three Months

Ended December 31,

For the Years Ended

December 31,

2019

2018

2019

2018

Net income

$

44,877

$

18,456

$

200,004

$

78,643

Real estate-related depreciation and amortization

32,779

36,219

137,069

137,116

Impairment losses on real estate

2

2,367

329

2,367

Gain on sales of real estate

(20,761

)

(2,367

)

(105,230

)

(2,340

)

Depreciation and amortization on unconsolidated real estate JVs

781

565

2,703

2,256

Funds from operations (“FFO”)

57,678

55,240

234,875

218,042

Noncontrolling interests - preferred units in the OP

(77

)

(165

)

(564

)

(660

)

FFO allocable to other noncontrolling interests

(1,436

)

(1,011

)

(5,024

)

(3,768

)

Basic and diluted FFO allocable to share-based compensation awards

(243

)

(200

)

(905

)

(851

)

Basic FFO available to common share and common unit holders (“Basic FFO”)

55,922

53,864

228,382

212,763

Distributions on dilutive preferred units in the OP

77

Redeemable noncontrolling interests

33

331

132

1,540

Diluted FFO available to common share and common unit holders (“Diluted FFO”)

56,032

54,195

228,514

214,303

Loss on early extinguishment of debt

258

258

Demolition costs on redevelopment and nonrecurring improvements

104

163

148

462

Executive transition costs

371

4

793

Non-comparable professional and legal expenses

195

681

Diluted FFO comparability adjustments allocable to share-based compensation awards

(1

)

(13

)

(3

)

(16

)

Diluted FFO available to common share and common unit holders, as adjusted for comparability

56,330

54,974

229,344

215,800

Straight line rent adjustments and lease incentive amortization

1,386

(46

)

255

(1,487

)

Amortization of intangibles included in net operating income

(174

)

153

(221

)

893

Share-based compensation, net of amounts capitalized

1,735

1,601

6,728

6,193

Amortization of deferred financing costs

541

550

2,136

1,954

Amortization of net debt discounts, net of amounts capitalized

382

365

1,503

1,439

Accum. other comprehensive loss on derivatives amortized to expense

34

79

135

Replacement capital expenditures

(19,862

)

(14,848

)

(63,789

)

(64,784

)

Other diluted AFFO adjustments associated with real estate JVs

(68

)

(28

)

212

121

Diluted adjusted funds from operations available to common share and common unit holders (“Diluted AFFO”)

$

40,270

$

42,755

$

176,247

$

160,264

Diluted FFO per share

$

0.49

$

0.49

$

2.02

$

1.99

Diluted FFO per share, as adjusted for comparability

$

0.50

$

0.50

$

2.03

$

2.01

Dividends/distributions per common share/unit

$

0.275

$

0.275

$

1.100

$

1.100

 
 

Corporate Office Properties Trust

Summary Financial Data

(unaudited)

(Dollars and shares in thousands, except per share data)

December 31,

2019

December 31,

2018

Balance Sheet Data

Properties, net of accumulated depreciation

$3,340,886

$3,250,626

Total assets

3,854,453

3,656,005

Debt, per balance sheet

1,831,139

1,823,909

Total liabilities

2,105,777

2,002,697

Redeemable noncontrolling interest

29,431

26,260

Equity

1,719,245

1,627,048

Net debt to adjusted book

36.8

%

38.9

%

Core Portfolio Data (as of period end) (1)

Number of operating properties

168

161

Total net rentable square feet owned (in thousands)

19,016

17,937

% Occupied

93.1

%

93.1

%

% Leased

94.6

%

94.0

%

For the Three Months Ended

December 31,

For the Years Ended

December 31,

2019

2018

2019

2018

Payout ratios

Diluted FFO

55.6

%

56.4

%

54.4

%

55.4

%

Diluted FFO, as adjusted for comparability

55.3

%

55.6

%

54.2

%

55.0

%

Diluted AFFO

77.3

%

71.5

%

70.5

%

74.1

%

Adjusted EBITDA fixed charge coverage ratio

3.7x

3.6x

3.7x

3.6x

Net debt to in-place adjusted EBITDA ratio (2)

6.1x

6.0x

N/A

N/A

Net debt plus preferred equity to in-place adjusted EBITDA ratio (3)

6.1x

6.0x

N/A

N/A

Reconciliation of denominators for per share measures

Denominator for diluted EPS

112,071

108,573

111,623

104,125

Weighted average common units

1,228

1,345

1,299

2,468

Redeemable noncontrolling interests

1,126

936

Dilutive convertible preferred units

176

Denominator for diluted FFO per share and as adjusted for comparability

113,475

111,044

112,922

107,529

(1)

Represents Defense/IT Locations and Regional Office properties.

(2)

Represents net debt as of period end divided by in-place adjusted EBITDA for the period, as annualized (i.e. three month periods are multiplied by four).

(3)

Represents net debt plus the total liquidation preference of preferred equity as of period end divided by in-place adjusted EBITDA for the period, as annualized (i.e. three month periods are multiplied by four).

 

Corporate Office Properties Trust

Summary Financial Data

(unaudited)

(Dollars in thousands)

 

For the Three Months

Ended December 31,

For the Years Ended

December 31,

2019

2018

2019

2018

Reconciliation of common share dividends to dividends and distributions for payout ratios

Common share dividends - unrestricted shares and deferred shares

$

30,724

$

30,206

$

122,823

$

116,285

Common unit distributions - unrestricted units

337

367

1,405

2,498

Distributions on dilutive preferred units

$

77

$

$

$

Dividends and distributions for payout ratios

$

31,138

$

30,573

$

124,228

$

118,783

Reconciliation of GAAP net income to earnings before interest, income taxes, depreciation and amortization for real estate (“EBITDAre”), adjusted EBITDA and in-place adjusted EBITDA

Net income

$

44,877

$

18,456

$

200,004

$

78,643

Interest expense

16,777

18,475

71,052

75,385

Income tax benefit

(104

)

(190

)

(217

)

(363

)

Depreciation of furniture, fixtures and equipment

438

404

1,834

1,947

Real estate-related depreciation and amortization

32,779

36,219

137,069

137,116

Impairment losses on real estate

2

2,367

329

2,367

Gain on sales of real estate

(20,761

)

(2,367

)

(105,230

)

(2,340

)

Adjustments from unconsolidated real estate JVs

1,206

832

4,065

3,314

EBITDAre

75,214

74,196

308,906

296,069

Loss on early extinguishment of debt

258

258

Net gain on other investments

(1

)

(449

)

(401

)

(449

)

Business development expenses

512

661

1,939

3,114

Non-comparable professional and legal expenses

195

681

Demolition costs on redevelopment and nonrecurring improvements

104

163

148

462

Executive transition costs

371

4

793

Adjusted EBITDA

76,024

75,200

$

311,277

$

300,247

Proforma net operating income adjustment for property changes within period

463

2,052

Change in collectability of deferred rental revenue

928

In-place adjusted EBITDA

$

77,415

$

77,252

Reconciliation of interest expense to the denominators for fixed charge coverage-Adjusted EBITDA

Interest expense

$

16,777

$

18,475

$

71,052

$

75,385

Less: Amortization of deferred financing costs

(541

)

(550

)

(2,136

)

(1,954

)

Less: Amortization of net debt discounts, net of amounts capitalized

(382

)

(365

)

(1,503

)

(1,439

)

Less: Accum. other comprehensive loss on derivatives amortized to expense

(34

)

(79

)

(135

)

COPT’s share of interest expense of unconsolidated real estate JVs, excluding deferred financing costs

416

260

1,332

1,034

Scheduled principal amortization

1,010

1,079

4,310

4,240

Capitalized interest

3,467

1,748

10,786

5,929

Preferred unit distributions

77

165

564

660

Denominator for fixed charge coverage-Adjusted EBITDA

$

20,824

$

20,778

$

84,326

$

83,720

 

Corporate Office Properties Trust

Summary Financial Data

(unaudited)

(Dollars in thousands)

For the Three Months

Ended December 31,

For the Years Ended

December 31,

2019

2018

2019

2018

Reconciliations of tenant improvements and incentives, building improvements and leasing costs for operating properties to replacement capital expenditures

Tenant improvements and incentives

$

11,447

$

7,876

$

38,047

$

37,502

Building improvements

8,826

9,306

26,598

22,977

Leasing costs

2,998

3,800

11,663

9,847

Net (exclusions from) additions to tenant improvements and incentives

(426

)

(2,131

)

(2,292

)

1,577

Excluded building improvements

(2,983

)

(3,984

)

(10,227

)

(7,073

)

Excluded leasing costs

(19

)

(46

)

Replacement capital expenditures

$

19,862

$

14,848

$

63,789

$

64,784

Same Properties cash NOI

$

73,708

$

69,377

$

285,944

$

275,094

Straight line rent adjustments and lease incentive amortization

(2,838

)

(907

)

(5,004

)

(3,111

)

Amortization of acquired above- and below-market rents

197

(97

)

312

(671

)

Amortization of below-market cost arrangements

(23

)

(56

)

(92

)

(222

)

Lease termination fees, gross

417

906

2,046

3,231

Tenant funded landlord assets and lease incentives

748

409

2,177

3,421

Cash NOI adjustments in unconsolidated real estate JV

34

57

181

254

Same Properties NOI

$

72,243

$

69,689

$

285,564

$

277,996

           

          

December 31,

2019

December 31,

2018

Reconciliation of total assets to adjusted book

          

Total assets

          

$

3,854,453

$

3,656,005

Accumulated depreciation

          

1,007,120

897,903

Accumulated amortization of real estate intangibles and deferred leasing costs

          

212,547

204,882

COPT’s share of liabilities of unconsolidated real estate JVs

          

50,734

29,917

COPT’s share of accumulated depreciation and amortization of unconsolidated real estate JVs

          

8,164

5,446

Less: Property - operating lease liabilities

          

(17,317

)

Less: Property - finance lease liabilities

          

(702

)

(660

)

Less: Cash and cash equivalents

          

(14,733

)

(8,066

)

Less: COPT’s share of cash of unconsolidated real estate JVs

          

(498

)

(293

)

Adjusted book

          

$

5,099,768

$

4,785,134

          

Reconciliation of debt outstanding to net debt and net debt plus preferred equity

          

Debt outstanding (excluding net debt discounts and deferred financing costs)

          

$

1,893,057

$

1,868,504

Less: Cash and cash equivalents

          

(14,733

)

(8,066

)

Less: COPT’s share of cash of unconsolidated real estate JVs

          

(498

)

(293

)

Net debt

          

$

1,877,826

$

1,860,145

Preferred equity

          

8,800

8,800

Net debt plus preferred equity

          

$

1,886,626

$

1,868,945

           

Contacts:

IR Contacts:
Stephanie Krewson-Kelly
443-285-5453
stephanie.kelly@copt.com

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