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8-K - BRANDYWINE REALTY TRUSTbdnform8-k02082012.htm


Media Contact:
     Kaitlin Bitting
     Tierney Agency
     215-790-4382
     kbitting@tierneyagency.com
Company / Investor Contact:
     Marge Boccuti
     Manager, Investor Relations
     610-832-7702
     marge.boccuti@bdnreit.com


Brandywine Realty Trust Announces FFO per Diluted Share of $0.32 for the Fourth Quarter of 2011 and $1.39 for 2011; Maintains 2012 FFO Guidance Range at $1.35 to $1.41 per Diluted Share

Radnor, PA, February 8, 2012 - Brandywine Realty Trust (NYSE:BDN), a real estate investment trust focused on the ownership, management and development of Class A, urban and suburban office properties in the mid-Atlantic region and other select markets throughout the United States, today reported its financial and operating results for the three and twelve-month periods ended December 31, 2011.
“2011 was a year in which we exceeded our revenue targets, improved portfolio occupancy, completed our credit facility and term loan financings as well as created a joint venture investment platform in our Metro DC region with a high quality investment partner,” stated Gerard H. Sweeney, President and Chief Executive Officer of Brandywine Realty Trust. “Looking ahead to 2012, we are maintaining our previously announced guidance range as we are well positioned operationally and financially to execute our 2012 business plan.”
Financial Highlights - Fourth Quarter
Net loss allocated to common shares totaled ($6.4 million) or ($0.05) per diluted share in the fourth quarter of 2011 compared to a net loss of ($7.0 million) or ($0.05) per diluted share in the fourth quarter of 2010.
Funds from operations available to common shares and units (FFO) in the fourth quarter of 2011 totaled $47.4 million or $0.32 per diluted share compared to $47.9 million or $0.33 per diluted share in the fourth quarter of 2010. Our fourth quarter 2011 FFO payout ratio was 46.9% ($0.15 common share dividend paid / $0.32 FFO per share).
In the fourth quarter of 2011, we incurred $20.2 million of revenue maintaining capital expenditures reflecting disbursements related to current and previously executed leases which along with other adjustments to FFO, resulted in $22.1 million of cash available for distribution (CAD) or $0.15 per diluted share compared to $26.5 million of CAD or $0.19 per diluted share in the fourth quarter of 2010 when we incurred $17.2 million of revenue maintaining capital expenditures. Our fourth quarter 2011 CAD payout ratio was 100.0% ($0.15 common share dividend paid / $0.15 CAD per share).

Financial Highlights - Full Year 2011
Net loss allocated to common shares totaled ($13.0 million) or ($0.10) per diluted share in 2011 compared to a net loss of ($25.6 million) or ($0.19) per diluted share in 2010.
FFO available to common shares and units in 2011 totaled $203.4 million or $1.39 per diluted share compared to $185.8 million or $1.36 per diluted share in 2010. Our FFO payout ratio for 2011 was 43.2% ($0.60 common share dividend paid / $1.39 FFO per share).
For the year ended December 31, 2011, we incurred $94.6 million of revenue maintaining capital expenditures which along with our other adjustments to FFO, resulted in $78.0 million of CAD or $0.55 per diluted share compared to $122.6 million of CAD or $0.92 per diluted share for the year ended December 31, 2010 when we incurred $50.5 million of revenue maintaining capital expenditures. Our CAD payout ratio for 2011 was 109.1% ($0.60 common share dividend paid / $0.55 CAD per share). We excluded a portion of the 7.1 million partnership units issued in the previously disclosed Three Logan Square acquisition from the CAD share/unit count because they did not receive or accrue distributions until August 5, 2011, the one-year anniversary of the associated transaction. We also excluded the third quarter 2011 $12.0 million historic tax credit income recognition from the CAD calculations due to its non-cash nature.


555 East Lancaster Avenue, Suite 100; Radnor, PA 19087
Phone: (610) 325-5600 • Fax: (610) 325-5622





Portfolio Highlights
In the fourth quarter of 2011, our net operating income (NOI) excluding termination revenues and other income items increased 0.5% on a GAAP basis and 0.2% on a cash basis for our 227 same store properties which were 86.6% and 85.5% occupied on December 31, 2011 and December 31, 2010, respectively.
During the fourth quarter of 2011, we commenced occupancy on 905,391 square feet of total leasing activity including 290,058 square feet of renewals, 555,644 square feet of new leases and 59,689 square feet of tenant expansions. We have an additional 763,321 square feet of executed new leasing scheduled to commence subsequent to December 31, 2011.
During the fourth quarter of 2011, we achieved a 55.7% tenant retention ratio in our core portfolio with positive net absorption of 277,949 square feet. During the fourth quarter of 2011, we experienced a 0.2% decrease on our renewal rental rates and a 0.1% increase on our new lease/expansion rental rates, both on a GAAP basis. For all of 2011, we achieved a 65.2% tenant retention ratio.
At December 31, 2011, our core portfolio of 232 properties comprising 25.2 million square feet was 86.5% occupied and 89.5% leased (reflecting new leases commencing after December 31, 2011).

Investment Highlights
During the fourth quarter of 2011, we completed the disposition of three office properties - 442 Creamery Way in Exton, PA and Lake Center II and Five Greentree Center, both in Marlton, NJ - and one land parcel in Dallas, TX for aggregate proceeds of $30.8 million, bringing total 2011 disposition activity to $36.7 million. We used the net proceeds from these sales to reduce outstanding indebtedness under our revolving credit facility and for general corporate purposes.
During the fourth quarter of 2011, we closed on the previously disclosed formation of a 50/50 joint venture arrangement encompassing three of our properties - 3130 and 3141 Fairview Park Drive in Falls Church, VA and 7101 Wisconsin Avenue in Bethesda, MD - realizing $120.1 million of net proceeds from the formation and related financings which we used to reduce outstanding indebtedness under our revolving credit facility and for general corporate purposes.

Capital Markets Highlights
During the fourth quarter of 2011, we repurchased $22.1 million of our 2012 and 2015 unsecured notes in a series of open-market transactions and incurred a ($2.2 million) loss on the early extinguishment of debt. We funded these repurchases with available corporate funds and with draws on our unsecured revolving credit facility.
During the fourth quarter of 2011, holders of $59.5 million of our 3.875% exchangeable notes due 2026 exercised their right to cause us to redeem their notes at par plus accrued and unpaid interest and we retired the remaining $0.4 million balance via an optional redemption process. We funded the retirement of this note with available corporate funds and draws on our revolving credit facility.
At December 31, 2011, our net debt to gross assets measured 44.3% and we had $275.5 million outstanding on our $600 million unsecured revolving credit facility with $322.0 million available for use and drawdown.
For the quarter ended December 31, 2011, we achieved a 2.6 EBITDA to interest coverage ratio and a 7.4 ratio of net debt to annualized quarterly EBITDA based on consolidated EBITDA excluding non-recurring items, and inclusive of our pro rata share of unconsolidated EBITDA, interest and net debt.
Subsequent to quarter end and as previously disclosed, we closed on a new $600.0 million four-year unsecured revolving credit facility and on $600.0 million of unsecured term loans. We used the net proceeds of the term loans to retire the $297.0 million balance on our prior $600.0 million unsecured revolving credit facility and the $37.5 million remaining balance on our existing $183.0 million term loan, both of which had been scheduled to mature on June 29, 2012 and are now terminated. Following the payment of the aforementioned balances, transaction costs and related expenses, the remaining net proceeds of approximately $256.9 million was invested in short-term investments and is available to retire the current $151.2 million balance of the Company's 5.75% unsecured notes at their maturity on April 1, 2012 and for general corporate purposes. There is currently no outstanding balance on our new $600.0 million revolving credit facility.

2



Distributions
On December 13, 2011, our Board of Trustees declared a quarterly dividend distribution of $0.15 per common share that was paid in the first quarter on January 19, 2012 to shareholders of record as of January 5, 2012. Our Board also declared regular quarterly dividend distributions of $0.46875 per 7.50% Series C Cumulative Redeemable Preferred Share and $0.460938 per 7.375% Series D Cumulative Redeemable Preferred Share that were paid on January 17, 2012 to holders of record as of December 30, 2011 of the Series C and Series D Preferred Shares, respectively.
2012 Earnings and FFO Guidance
Based on current plans and assumptions and subject to the risks and uncertainties more fully described in our Securities and Exchange Commission filings, we are maintaining our previously issued guidance for full year 2012 FFO per diluted share to be in a range of $1.35 to $1.41. This guidance is provided for informational purposes and is subject to change. The following is a reconciliation of the calculation of 2012 FFO per diluted share and earnings per diluted share:
Guidance for 2012
   Range or Value
Earnings (loss) per diluted share allocated to common shareholders    
$(0.20)
 to
$(0.14)
Plus: real estate depreciation and amortization    
1.55
 
1.55
 
 
 
 
FFO per diluted share
$1.35
 to
$1.41
Our 2012 FFO guidance does not include income arising from sales or impairments which may be taken in the future, and does not include any income from the sale of undepreciated real estate in accordance with our current practice. Our 2012 earnings and FFO per diluted share each reflect $0.08 per diluted share of net non-cash income attributable to the second of five annual recognitions of 20% of the total net benefit of the previously disclosed rehabilitation tax credit financing on the 30th Street Post Office. Other key assumptions include occupancy improving to 89.4% by year-end 2012, a (1.0%) decline - 2.0% increase (GAAP) in overall lease rates, a resulting 0.5 - 2.5% increase in 2012 same store NOI (GAAP), no additional capital markets activity, $80 million of asset sales occurring ratably during the year and 147.0 million fully diluted weighted average shares.
Non-GAAP Supplemental Financial Measures
We compute our financial results in accordance with generally accepted accounting principles (GAAP). Although FFO, NOI and CAD are non-GAAP financial measures, we believe that FFO, NOI and CAD calculations are helpful to shareholders and potential investors and are widely recognized measures of real estate investment trust performance. At the end of this press release, we have provided a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measure.
Funds from Operations (FFO)
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (NAREIT), which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than us. NAREIT defines FFO as net income (loss) before non-controlling interests and excluding gains (losses) on sales of property and extraordinary items (computed in accordance with GAAP); plus real estate related depreciation and amortization (excluding amortization of deferred financing costs), and after similar adjustments for unconsolidated joint ventures. Net income, the GAAP measure that we believe to be most directly comparable to FFO, includes depreciation and amortization expenses, gains or losses on property sales, extraordinary items and non-controlling interests. To facilitate a clear understanding of our historical operating results, FFO should be examined in conjunction with net income (determined in accordance with GAAP) as presented in the financial statements included elsewhere in this release. FFO does not represent cash flow from operating activities (determined in accordance with GAAP) and should not be considered to be an alternative to net income (loss) (determined in accordance with GAAP) as an indication of our financial performance or to be an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available for our cash needs, including our ability to make cash distributions to shareholders.

3



Net Operating Income (NOI)
NOI is a non-GAAP financial measure equal to net income available to common shareholders, the most directly comparable GAAP financial measure, plus corporate general and administrative expense, depreciation and amortization, interest expense, non-controlling interests and losses from early extinguishment of debt, less interest income, development and management income, gains from property dispositions, gains on sale from discontinued operations, gains on early extinguishment of debt, income from discontinued operations, income from unconsolidated joint ventures and non-controlling interests. In some cases, we also present NOI on a cash basis, which is NOI after eliminating the effect of straight-lining of rent and deferred market intangible amortization. NOI presented by us may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income as an indication of our performance, or as an alternative to cash flow from operating activities as a measure of our liquidity or ability to make cash distributions to shareholders.
Cash Available for Distribution (CAD)
CAD is a non-GAAP financial measure that is not intended as an alternative to cash flow from operating activities as determined under GAAP. CAD is presented solely as a supplemental disclosure with respect to liquidity because we believe it provides useful information regarding our ability to fund our distributions. Because other companies do not necessarily calculate CAD the same way as we do, our presentation of CAD may not be comparable to similarly titled measures provided by other companies.
Revenue Maintaining Capital Expenditures
Revenue maintaining capital expenditures, a non-GAAP financial measure, are a component of our CAD calculation and represent the portion of capital expenditures required to maintain our current level of funds available for distribution. Revenue maintaining capital expenditures include current tenant improvement and allowance expenditures for all tenant spaces that have been owned for at least one year, and that were not vacant during the twelve-month period prior to the date that the tenant improvement or allowance expenditure was incurred. Revenue maintaining capital expenditures also include other expenditures intended to maintain our current revenue base. Accordingly, we exclude capital expenditures related to development and redevelopment projects, as well as certain projects at our core properties that are intended to attract prospective tenants in order to increase revenues and/or occupancy rates.
Fourth Quarter Earnings Call and Supplemental Information Package
We will host a conference call on Thursday, February 9, 2012 at 9:00 a.m. EST. The conference call can be accessed by calling 1-800-683-1525 and referencing conference ID #29829877. Beginning two hours after the conference call, a taped replay of the call can be accessed 24 hours a day through Thursday, February 23, 2012 by calling 1-855-859-2056 and providing access code 29829877. In addition, the conference call can be accessed via a webcast located on our website at www.brandywinerealty.com.
We have prepared a supplemental information package that includes financial results and operational statistics related to the fourth quarter earnings report. The supplemental information package is available in the “Investor Relations - Financial Reports” section of our website at www.brandywinerealty.com.
Looking Ahead - First Quarter 2012 Conference Call
We anticipate we will release our first quarter 2012 earnings on Wednesday, April 25, 2012, after the market close and will host our first quarter 2012 conference call on Thursday, April 26, 2012, at 9:00 a.m. EDT. We expect to issue a press release in advance of these events to reconfirm the dates and times and provide all related information.
About Brandywine Realty Trust
Brandywine Realty Trust is one of the largest, publicly traded, full-service, integrated real estate companies in the United States.  Organized as a real estate investment trust and operating in select markets, Brandywine owns, develops, manages and has ownership interests in a primarily Class A, suburban and urban office portfolio comprising 306 properties and 34.9 million square feet, including 232 properties and 25.3 million square feet owned on a consolidated basis and 52 properties and 6.5 million square feet in 18 unconsolidated real estate ventures. For more information, please visit www.brandywinerealty.com.

4



Forward-Looking Statements
Estimates of future earnings per share, FFO per share, common share dividend distributions and certain other statements in this release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our and our affiliates' actual results, performance, achievements or transactions to be materially different from any future results, performance, achievements or transactions expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors relate to, among others: our ability to lease vacant space and to renew or relet space under expiring leases at expected levels; competition with other real estate companies for tenants; the potential loss or bankruptcy of major tenants; interest rate levels; the availability of debt, equity or other financing; risks of acquisitions, dispositions and developments, including the cost of construction delays and cost overruns; unanticipated operating and capital costs; our ability to obtain adequate insurance, including coverage for terrorist acts; dependence upon certain geographic markets; and general and local economic and real estate conditions, including the extent and duration of adverse changes that affect the industries in which our tenants operate. Additional information on factors which could impact us and the forward-looking statements contained herein are included in our filings with the Securities and Exchange Commission, including our Form 10-K for the year ended December 31, 2010. We expect to file our Form 10-K for the year ended December 31, 2011 on or before March 1, 2012. We assume no obligation to update or supplement forward-looking statements that become untrue because of subsequent events except as required by law.



5




BRANDYWINE REALTY TRUST
CONSOLIDATED BALANCE SHEETS
(in thousands)
 
 
 
 
 
 
 
December 31,
 
December 31,
 
 
2011
 
2010
 
 
(unaudited)
 
 
ASSETS
 
 
 
 
Real estate investments:
 
 
 
 
Rental properties
 
$
4,793,080

 
$
4,834,111

Accumulated depreciation
 
(865,710
)
 
(776,078
)
 
 
3,927,370

 
4,058,033

Construction-in-progress
 
25,083

 
33,322

Land inventory
 
109,008

 
110,055

 
 
4,061,461

 
4,201,410

 
 
 
 
 
Cash and cash equivalents
 
410

 
16,565

Accounts receivable, net
 
14,718

 
16,009

Accrued rent receivable, net
 
108,101

 
95,541

Investment in real estate ventures
 
115,807

 
84,372

Deferred costs, net
 
115,362

 
106,117

Intangible assets, net
 
70,515

 
97,462

Notes receivable
 
18,186

 
18,205

Other assets
 
53,158

 
54,697

 
 
 
 
 
Total assets
 
$
4,557,718

 
$
4,690,378

 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
Mortgage notes payable, including premiums
 
$
511,061

 
$
711,789

Unsecured credit facility
 
275,500

 
183,000

Unsecured term loan
 
37,500

 
183,000

Unsecured senior notes, net of discounts
 
1,569,934

 
1,352,657

Accounts payable and accrued expenses
 
69,929

 
72,235

Distributions payable
 
23,895

 
22,623

Deferred income, gains and rent
 
99,569

 
121,552

Acquired lease intangibles, net
 
35,106

 
29,233

Other liabilities
 
45,528

 
36,515

Total liabilities
 
2,668,022

 
2,712,604

 
 
 
 
 
Brandywine Realty Trust's equity:
 
 
 
 
Preferred shares - Series C
 
20

 
20

Preferred shares - Series D
 
23

 
23

Common shares
 
1,424

 
1,343

Additional paid-in capital
 
2,776,197

 
2,671,217

Deferred compensation payable in common stock
 
5,631

 
5,774

Common shares in treasury
 

 
(3,074
)
Common shares held in grantor trust
 
(5,631
)
 
(5,774
)
Cumulative earnings
 
477,338

 
483,439

Accumulated other comprehensive loss
 
(6,079
)
 
(1,945
)
Cumulative distributions
 
(1,392,332
)
 
(1,301,521
)
Total Brandywine Realty Trust's equity
 
1,856,591

 
1,849,502

 
 
 
 
 
Non-controlling interests
 
33,105

 
128,272

Total equity
 
1,889,696

 
1,977,774

 
 
 
 
 
Total liabilities and equity
 
$
4,557,718

 
$
4,690,378


6



BRANDYWINE REALTY TRUST
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except share and per share data)
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
Twelve Months Ended December 31,
 
 
2011
 
2010
 
 
2011
 
2010
Revenue
 
 
 
 
 
 
 
 
 
Rents
 
$
120,715

 
$
120,419

 
 
$
480,600

 
$
461,101

Tenant reimbursements
 
20,469

 
20,330

 
 
81,236

 
77,139

Termination fees
 
320

 
1,642

 
 
2,993

 
5,576

Third party management fees, labor reimbursement and leasing
 
3,022

 
2,537

 
 
11,536

 
11,830

Other
 
2,083

 
1,156

 
 
5,440

 
4,310

Total revenue
 
146,609

 
146,084

 
 
581,805

 
559,956

 
 
 
 
 
 
 
 
 
 
Operating Expenses
 
 
 
 
 
 
 
 
 
Property operating expenses
 
44,287

 
44,983

 
 
171,991

 
167,911

Real estate taxes
 
13,986

 
13,859

 
 
56,230

 
53,564

Third party management expenses
 
1,195

 
1,433

 
 
5,590

 
5,866

Depreciation and amortization
 
54,953

 
57,088

 
 
217,680

 
210,592

General & administrative expenses
 
6,291

 
4,808

 
 
24,602

 
23,306

Total operating expenses
 
120,712

 
122,171

 
 
476,093

 
461,239

 
 
 
 
 
 
 
 
 
 
Operating income
 
25,897

 
23,913

 
 
105,712

 
98,717

 
 
 
 
 
 
 
 
 
 
Other income (expense)
 
 
 
 
 
 
 
 
 
Interest income
 
428

 
668

 
 
1,813

 
3,222

Historic tax credit transaction income
 

 

 
 
12,026

 

Interest expense
 
(31,928
)
 
(35,418
)
 
 
(131,405
)
 
(132,640
)
Deferred financing costs
 
(1,147
)
 
(1,070
)
 
 
(4,991
)
 
(3,770
)
Equity in income of real estate ventures
 
1,036

 
1,949

 
 
3,775

 
5,305

Net gain on sale of interests in real estate
 

 

 
 
2,791

 

Net gain on sale of undepreciated real estate
 
45

 

 
 
45

 

Loss on real estate venture formation
 
(222
)
 

 
 
(222
)
 

Loss on early extinguishment of debt
 
(2,196
)
 
(409
)
 
 
(2,776
)
 
(2,110
)
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
 
(8,087
)
 
(10,367
)
 
 
(13,232
)
 
(31,276
)
 
 
 
 
 
 
 
 
 
 
Discontinued operations:
 
 
 
 
 
 
 
 
 
Income from discontinued operations
 
57

 
711

 
 
1,253

 
2,659

Net gain on disposition of discontinued operations
 
3,428

 
4,665

 
 
7,264

 
11,011

Total discontinued operations
 
3,485

 
5,376

 
 
8,517

 
13,670

 
 
 
 
 
 
 
 
 
 
Net loss
 
(4,602
)
 
(4,991
)
 
 
(4,715
)
 
(17,606
)
 
 
 
 
 
 
 
 
 
 
Net income from discontinued operations attributable to non-controlling interests - LP units
 
(219
)
 
(110
)
 
 
(332
)
 
(288
)
Net loss from continuing operations attributable to non-controlling interests - LP units
 
581

 
253

 
 
548

 
820

Net loss attributable to non-controlling interests
 
362

 
143

 
 
216

 
532

 
 
 
 
 
 
 
 
 
 
Net loss attributable to Brandywine Realty Trust
 
(4,240
)
 
(4,848
)
 
 
(4,499
)
 
(17,074
)
Preferred share dividends
 
(1,998
)
 
(1,998
)
 
 
(7,992
)
 
(7,992
)
Amount allocated to unvested restricted shareholders
 
(121
)
 
(128
)
 
 
(505
)
 
(512
)
 
 
 
 
 
 
 
 
 
 
Net loss attributable to common shareholders
 
$
(6,359
)
 
$
(6,974
)
 
 
$
(12,996
)
 
$
(25,578
)
PER SHARE DATA
 
 
 
 
 
 
 
 
 
Basic income (loss) per common share
 
$
(0.05
)
 
$
(0.05
)
 
 
$
(0.10
)
 
$
(0.19
)
 
 
 
 
 
 
 
 
 
 
Basic weighted-average shares outstanding
 
136,275,295

 
134,419,553

 
 
135,444,424

 
131,743,275

 
 
 
 
 
 
 
 
 
 
Diluted income (loss) per common share
 
$
(0.05
)
 
$
(0.05
)
 
 
$
(0.10
)
 
$
(0.19
)
 
 
 
 
 
 
 
 
 
 
Diluted weighted-average shares outstanding
 
136,275,295

 
134,419,553

 
 
135,444,424

 
131,743,275



7



BRANDYWINE REALTY TRUST
FUNDS FROM OPERATIONS AND CASH AVAILABLE FOR DISTRIBUTION
(unaudited, in thousands, except share and per share data)
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
Twelve Months Ended December 31,
 
 
2011
 
2010
 
 
2011
 
2010
 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Loss to Funds from Operations:
 
 
 
 
 
 
 
 
 
Net loss attributable to common shareholders
 
$
(6,359
)
 
$
(6,974
)
 
 
$
(12,996
)
 
$
(25,578
)
 
 
 
 
 
 
 
 
 
 
Add (deduct):
 
 
 
 
 
 
 
 
 
Net loss attributable to non-controlling interests - LP units
 
(581
)
 
(253
)
 
 
(548
)
 
(819
)
Amount allocated to unvested restricted shareholders
 
121

 
128

 
 
505

 
512

Net gain on sale of interests in real estate
 

 

 
 
(2,791
)
 

Net gain on sale of undepreciated real estate
 
(45
)
 

 
 
(45
)
 

Loss on real estate venture formation
 
222

 

 
 
222

 

Net income from discontinued operations attributable to non-controlling interests - LP units
 
219

 
110

 
 
332

 
287

Net loss on disposition of discontinued operations
 
(3,428
)
 
(4,665
)
 
 
(7,264
)
 
(11,011
)
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization:
 
 
 
 
 
 
 
 
 
Real property - continuing operations
 
42,158

 
42,571

 
 
167,347

 
158,494

Leasing costs (includes acquired intangibles) - continuing operations
 
12,588

 
14,273

 
 
49,286

 
50,889

Real property - discontinued operations
 
120

 
628

 
 
1,214

 
3,468

Leasing costs (includes acquired intangibles) - discontinued operations
 
24

 
110

 
 
217

 
717

Company's share of unconsolidated real estate ventures
 
2,628

 
2,305

 
 
9,181

 
10,038

 
 
 
 
 
 
 
 
 
 
Funds from operations
 
$
47,667

 
$
48,233

 
 
$
204,660

 
$
186,997

Funds from operations allocable to unvested restricted shareholders
 
(281
)
 
(303
)
 
 
(1,264
)
 
(1,200
)
 
 
 
 
 
 
 
 
 
 
Funds from operations available to common share and unit holders (FFO)
 
$
47,386

 
$
47,930

 
 
$
203,396

 
$
185,797

 
 
 
 
 
 
 
 
 
 
FFO per share - fully diluted
 
$
0.32

 
$
0.33

 
 
$
1.39

 
$
1.36

 
 
 
 
 
 
 
 
 
 
Weighted-average shares/units outstanding - fully diluted
 
146,166,050

 
145,705,703

 
 
146,299,625

 
136,909,622

 
 
 
 
 
 
 
 
 
 
Dividends paid per common share
 
$
0.15

 
$
0.15

 
 
$
0.60

 
$
0.60

 
 
 
 
 
 
 
 
 
 
Payout ratio of FFO (Dividends paid per common share divided / FFO per diluted share)
 
46.9%
 
45.5%
 
 
43.2%
 
44.1%
 
 
 
 
 
 
 
 
 
 
CASH AVAILABLE FOR DISTRIBUTION (CAD):
 
 
 
 
 
 
 
 
 
Funds from operations available to common share and unit holders
 
$
47,386

 
$
47,930

 
 
$
203,396

 
$
185,797

 
 
 
 
 
 
 
 
 
 
Add (deduct):
 
 
 
 
 
 
 
 
 
Rental income from straight-line rent, including discontinued operations
 
(5,373
)
 
(4,526
)
 
 
(20,298
)
 
(13,705
)
Deferred market rental income, including discontinued operations
 
(1,397
)
 
(1,457
)
 
 
(5,478
)
 
(5,992
)
Company's share of unconsolidated real estate ventures' straight-line and deferred market rent
 
(154
)
 
87

 
 
(383
)
 
493

Historic tax credit transaction income
 

 

 
 
(12,026
)
 

Straight-line and deferred market ground rent expense activity
 
498

 
475

 
 
2,018

 
1,647

Stock-based compensation costs
 
1,107

 
1,061

 
 
4,869

 
4,816

Fair market value amortization - mortgage notes payable
 
91

 
(243
)
 
 
(388
)
 
(1,480
)
Debt discount amortization - exchangeable notes
 
91

 
310

 
 
907

 
1,593

Sub-total certain non-cash items
 
(5,137
)
 
(4,293
)
 
 
(30,778
)
 
(12,628
)
Less: Revenue maintaining capital expenditures:
 
 
 
 
 
 
 
 
 
Building improvements
 
(561
)
 
(2,041
)
 
 
(4,418
)
 
(4,532
)
Tenant improvements
 
(14,432
)
 
(10,502
)
 
 
(64,679
)
 
(29,065
)
Lease commissions
 
(5,165
)
 
(4,639
)
 
 
(25,473
)
 
(16,944
)
Total revenue maintaining capital expenditures
 
(20,158
)
 
(17,182
)
 
 
(94,570
)
 
(50,541
)
 
 
 
 
 
 
 
 
 
 
Cash available for distribution
 
$
22,091

 
$
26,455

 
 
$
78,048

 
$
122,628

 
 
 
 
 
 
 
 
 
 
CAD per share - fully diluted
 
$
0.15

 
$
0.19

 
 
$
0.55

 
$
0.92

 
 
 
 
 
 
 
 
 
 
Weighted-average shares/units outstanding - fully diluted
 
146,166,050

 
145,705,703

 
 
146,299,625

 
136,909,622

Excluding 7,111,112 of partnership units which were not entitled to distributions until August 5, 2011
 

 
(7,111,112
)
 
 
(4,208,220
)
 
(2,902,892
)
Adjusted Weighted-average shares/units outstanding - fully diluted
 
146,166,050

 
138,594,591

 
 
142,091,405

 
134,006,730

 
 
 
 
 
 
 
 
 
 
Dividends paid per common share
 
$
0.15

 
$
0.15

 
 
$
0.60

 
$
0.60

 
 
 
 
 
 
 
 
 
 
Payout ratio of CAD (Dividends paid per common share / CAD per diluted share)
 
100%
 
78.9%
 
 
109.1%
 
65.2%


8




BRANDYWINE REALTY TRUST
SAME STORE OPERATIONS - 4TH QUARTER
(unaudited and in thousands)
 
 
 
 
 
Of the 232 properties owned by the Company as of December 31, 2011, a total of 227 properties ("Same Store Properties") containing an aggregate of 24.9 million net rentable square feet were owned for the entire three-month periods ended December 31, 2011 and 2010. Average occupancy for the Same Store Properties was 86.2% during 2011 and 85.5% during 2010. The following table sets forth revenue and expense information for the Same Store Properties:
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
2011
 
2010
 
 
 
 
 
Revenue
 
 
 
 
Rents
 
$
116,917

 
$
117,962

Tenant reimbursements
 
20,063

 
20,157

Termination fees
 
320

 
1,642

Third party management fees, labor reimbursement and leasing
 

 
3

Other
 
705

 
624

 
 
138,005

 
140,388

 
 
 
 
 
Operating expenses
 
 
 
 
Property operating expenses
 
44,668

 
46,329

Real estate taxes
 
13,546

 
13,449

 
 
 
 
 
Net operating income
 
$
79,791

 
$
80,610

 
 
 
 
 
Net operating income - percentage change over prior year
 
(1.0
)%
 
 
 
 
 
 
 
Net operating income, excluding termination fees & other
 
$
78,766

 
$
78,344

 
 
 
 
 
Net operating income, excluding termination fees & other - percentage change over prior year
 
0.5
 %
 
 
 
 
 
 
 
Net operating income
 
$
79,791

 
$
80,610

Straight line rents
 
(4,956
)
 
(4,454
)
Above/below market rent amortization
 
(1,238
)
 
(1,407
)
Non-cash ground rent
 
498

 
475

 
 
 
 
 
Cash - Net operating income
 
$
74,095

 
$
75,224

 
 
 
 
 
Cash - Net operating income - percentage change over prior year
 
(1.5
)%
 
 
 
 
 
 
 
Cash - Net operating income, excluding termination fees & other
 
$
73,070

 
$
72,958

 
 
 
 
 
Cash - Net operating income, excluding termination fees & other - percentage change over prior year
 
0.2
 %
 
 
 
 
 
 
 
The following table is a reconciliation of Net Income to Same Store net operating income:
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
 
2011
 
2010
 
 
 
 
 
Net loss
 
$
(4,602
)
 
$
(4,991
)
Add/(deduct):
 
 
 
 
Interest income
 
(428
)
 
(668
)
Interest expense
 
31,928

 
35,418

Deferred financing costs
 
1,147

 
1,070

Equity in income of real estate ventures
 
(1,036
)
 
(1,949
)
Depreciation and amortization
 
54,953

 
57,088

Net gain on sale of undepreciated real estate
 
(45
)
 

Loss on real estate venture formation
 
222

 

Loss on early extinguishment of debt
 
2,196

 
409

General & administrative expenses
 
6,291

 
4,808

Total discontinued operations
 
(3,485
)
 
(5,376
)
 
 
 
 
 
Consolidated net operating income
 
87,141

 
85,809

Less: Net operating income of non same store properties
 
(1,094
)
 
29

Less: Eliminations and non-property specific net operating income
 
(6,256
)
 
(5,228
)
 
 
 
 
 
Same Store net operating income
 
$
79,791

 
$
80,610

 
 
 
 
 


9



BRANDYWINE REALTY TRUST
SAME STORE OPERATIONS - YEAR
(unaudited and in thousands)
 
 
 
 
 
 
 
 
 
 
Of the 232 properties owned by the Company as of December 31, 2011, a total of 223 properties ("Same Store Properties") containing an aggregate of 22.2 million net rentable square feet were owned for the entire twelve month periods ended December 31, 2011 and 2010. Average occupancy for the Same Store Properties was 85.3% during 2011 and 86.7% during 2010. The following table sets forth revenue and expense information for the Same Store Properties:
 
 
 
 
 
 
 
Twelve Months Ended December 31,
 
 
2011
 
2010
 
 
 
 
 
Revenue
 
 
 
 
Rents
 
$
422,154

 
$
434,150

Tenant reimbursements
 
70,818

 
73,321

Termination fees
 
2,993

 
5,471

Other
 
3,093

 
2,703

 
 
499,058

 
515,645

 
 
 
 
 
Operating expenses
 
 
 
 
Property operating expenses
 
160,370

 
166,110

Real estate taxes
 
49,805

 
49,639

 
 
 
 
 
Net operating income
 
$
288,883

 
$
299,896

 
 
 
 
 
Net operating income - percentage change over prior year
 
(3.7
)%
 
 
 
 
 
 
 
Net operating income, excluding termination fees & other
 
$
282,797

 
$
291,722

 
 
 
 
 
Net operating income, excluding termination fees & other - percentage change over prior year
 
(3.1
)%
 
 
 
 
 
 
 
Net operating income
 
$
288,883

 
$
299,896

Straight line rents
 
(15,840
)
 
(11,152
)
Above/below market rent amortization
 
(5,345
)
 
(5,898
)
Non-cash ground rent
 
2,018

 
1,647

 
 
 
 
 
Cash - Net operating income
 
$
269,716

 
$
284,493

 
 
 
 
 
Cash - Net operating income - percentage change over prior year
 
(5.2
)%
 
 
 
 
 
 
 
Cash - Net operating income, excluding termination fees & other
 
$
263,630

 
$
276,319

 
 
 
 
 
Cash - Net operating income, excluding termination fees & other - percentage change over prior year
 
(4.6
)%
 
 
 
 
 
 
 
The following table is a reconciliation of Net Income to Same Store net operating income:
 
 
 
 
 
 
 
 
 
Twelve Months Ended December 31,
 
 
2011
 
2010
 
 
 
 
 
Net loss
 
$
(4,715
)
 
$
(17,606
)
Add/(deduct):
 
 
 
 
Interest income
 
(1,813
)
 
(3,222
)
Historic tax credit transaction income
 
(12,026
)
 

Interest expense
 
131,405

 
132,640

Deferred financing costs
 
4,991

 
3,770

Equity in income of real estate ventures
 
(3,775
)
 
(5,305
)
Depreciation and amortization
 
217,680

 
210,592

Loss on early extinguishment of debt
 
2,776

 
2,110

General & administrative expenses
 
24,602

 
23,306

Net gain on sale of interests in real estate
 
(2,791
)
 

Net gain on sale of undepreciated real estate
 
(45
)
 

Loss on real estate venture formation
 
222

 

Total discontinued operations
 
(8,517
)
 
(13,670
)
 
 
 
 
 
Consolidated net operating income
 
347,994

 
332,615

Less: Net operating income of non same store properties
 
(35,993
)
 
(11,517
)
Less: Eliminations and non-property specific net operating income (loss)
 
(23,118
)
 
(21,202
)
 
 
 
 
 
Same Store net operating income
 
$
288,883

 
$
299,896

 
 
 
 
 


10