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): August 13, 2013
ARMADA HOFFLER PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
| Maryland (State or other jurisdiction of incorporation) |
001-35908 (Commission File Number) |
46-1214914 (IRS Employer Identification No.) |
| 222 Central Park Avenue, Suite 2100 Virginia Beach, Virginia (Address of principal executive offices) |
23462 (Zip Code) |
Registrant’s telephone number, including area code: (757) 366-4000
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On August 13, 2013, Armada Hoffler Properties, Inc. (the “Company”) issued a press release announcing its financial position as of June 30, 2013, results of operations for the three months ended June 30, 2013 and other related information. Also on August 13, 2013, the Company made available on its website at www.armadahoffler.com certain supplemental information concerning the Company’s financial results and operations for the quarter ended June 30, 2013. Copies of such press release and supplemental information are furnished as Exhibits 99.1 and 99.2, respectively, to this report and incorporated herein by reference.
The information in Item 2.02 of this report, including the information in the press release attached as Exhibit 99.1 and the supplemental information attached as Exhibit 99.2 to this report, is furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, the information in Item 2.02 of this report, including the information in the press release and the supplemental information attached as Exhibit 99.1 and Exhibit 99.2, respectively, to this report, shall not be deemed to be incorporated by reference in the filings of the registrant under the Securities Act of 1933, as amended.
Forward-Looking Statements Disclaimer
This Current Report on Form 8-K contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on certain assumptions and can include future expectations, future plans and strategies, financial and operating projections or other forward-looking information.
These forward-looking statements are subject to various risks and uncertainties, not all of which are known to the Company and many of which are beyond the Company’s control, which could cause actual results to differ materially from such statements. These risks and uncertainties include, but are not limited to, the state of the U.S. economy, supply of and demand for office, retail and multifamily properties in the markets in which we operate and other factors as are described in greater detail in the Company’s filings with the Securities and Exchange Commission, including, without limitation, the Company’s Prospectus filed pursuant to Rule 424(b)(4) on May 9, 2013. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit |
Description | |
| 99.1* | Press Release, dated August 13, 2013, issued by Armada Hoffler Properties, Inc., providing its financial position as of June 30, 2013 and results of operations for the three months ended June 30, 2013. | |
| 99.2* | Armada Hoffler Properties, Inc. Supplemental Information for the three and six months ended June 30, 2013. | |
| * | Furnished herewith. |
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.
| ARMADA HOFFLER PROPERTIES, INC. | ||||||
| Dated: August 13, 2013 | By: | /s/ MICHAEL P. O’HARA | ||||
| Michael P. O’Hara | ||||||
| Chief Financial Officer and Treasurer | ||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1* | Press Release, dated August 13, 2013, issued by Armada Hoffler Properties, Inc., providing its financial position as of June 30, 2013 and results of operations for the three months ended June 30, 2013. | |
| 99.2* | Armada Hoffler Properties, Inc. Supplemental Information for the three and six months ended June 30, 2013. | |
| * | Furnished herewith. |
Exhibit 99.1
ARMADA HOFFLER PROPERTIES REPORTS SECOND QUARTER 2013
PRO FORMA RESULTS
- Pro Forma Core FFO of $6.5 Million, $0.20 Per Share -
- Operating Property Portfolio at 93.5% Average Occupancy -
VIRGINIA BEACH, VA, August 13, 2013—Armada Hoffler Properties, Inc. (NYSE: AHH), a full service real estate company, which develops and owns high-quality office, retail and multifamily properties in key Mid-Atlantic markets, today announced its pro forma results for the quarter ended June 30, 2013.
Company Highlights for the Second Quarter 2013
| • | Generated Pro Forma Core FFO of $6.5 million, or $0.20 per share. |
| • | Average occupancy stable at 93.5% compared to the prior quarter and year end 2012. |
| • | Executed new and renewal leases totaling over 80,000 square feet in the office and retail property portfolios. |
| • | Development pipeline of six properties, consisting of 384,600 square feet of office and retail property and 491 multifamily units. The Main Street Office development in Virginia Beach is 46% pre-leased. |
| • | Engaged in 17 construction contracts at an estimated value of approximately $117.3 million, with approximately $58.2 million of work still to be completed. |
| • | Completed a successful initial public offering (IPO) raising gross proceeds of approximately $218.5 million. |
“We are pleased with the stable performance generated by our portfolio in the second quarter,” commented Louis Haddad, Chief Executive Officer. “Our portfolio continued to produce strong metrics, including solid leasing activity and the execution on our development pipeline is progressing, while the completion of our initial public offering provides us with a more efficient capital base. With an attractive array of opportunities which our teams are pursuing, we are well-positioned to grow cash flows and create value for our shareholders into the future.”
1
Second quarter 2013 operating results for the quarter ended June 30, 2013
For the second quarter of 2013, net income was $8.4 million, or $0.26 per share, which includes one-time items from the Company’s IPO and Formation Transactions as well as non-cash stock compensation and impairment charges during the second quarter 2013. Net income was the result of revenue of $37.5 million, expenses of $34.6 million, and interest expense of $3.3 million. Net income for the second quarter of 2013 excluding one-time and non-cash items was $1.4 million, or $0.04 per share.
In addition to the Company’s second quarter 2013 operating results, a reconciliation of net income to pro forma core funds from operations can be found in the tables at back of this release. The pro forma results reflect the second quarter results as if the Company’s IPO and the Formation Transactions were completed at the start of the second quarter. Pro forma core funds from operations for the second quarter of 2013, as defined and reconciled to net income, was $6.5 million, or $0.20 per share.
During the second quarter the Company executed seven new office leases and lease renewals totaling 33,771 square feet and 13 new retail leases and lease renewals totaling 46,382 square feet. At the end of the second quarter, the Company’s office, retail and multifamily property operating portfolios were 93.4%, 94.6% and 91.2% occupied, respectively.
General Contracting Activities
At the end of the second quarter, the Company was engaged in 17 construction contracts with an estimated contract value of approximately $117.3 million, with approximately $59.1 million of work in place and a balance to complete of approximately $58.2 million. The Company executed another five contracts subsequent to the quarter close with a total contract value of approximately $25.9 million.
Balance Sheet and Financing
During the second quarter of 2013 the Company completed its IPO, raising gross proceeds of approximately $218.5 million, and net proceeds of approximately $203.2 million after the underwriting discount but before expenses. Proceeds were used to repay certain indebtedness, acquire properties and equity interests, and for general business purposes.
On May 13, 2013, the Company, through its operating partnership, entered into a $100.0 million senior secured revolving credit facility with an option to increase the borrowing capacity to $250.0 million. The facility has a three-year term with an initial maturity date of May 13, 2016 and with a one-year extension option.
After completion of these transactions, the Company repaid approximately $150.0 million of debt outstanding, including $146.6 million of secured first mortgage debt and $3.4 million of other debt. Of the nine properties unencumbered by these mortgage loan repayments, four properties have been pledged as collateral for the credit facility, and the remaining five are available to increase the borrowing capacity of the facility.
Including the impact of these transactions and repayments, the Company had approximately $244.3 million of debt outstanding at the end of the second quarter, including $25.0 million outstanding on the credit facility.
2
Subsequent Events
On July 3, 2013 Armada Hoffler paid off the loan secured by the Main Street Land and on July 30, 2013 closed on a $63.0 million construction loan to fund the Main Street Office and Main Street Apartment development pipeline projects. The loan matures on January 30, 2017 and is interest only at LIBOR plus 1.95%. The loan is a credit line deed of trust in which the Company intends to use periodically to fund construction of the two projects. As of the date of this release there is no balance outstanding on this loan.
On July 17, 2013, Armada Hoffler unencumbered a sixth property after closing on the full defeasance of the Columbus Tower loan at a cost of $14.9 million. The property is now available to be added to the borrowing base of the secured credit facility. Concurrent with this transaction, the Company borrowed $15.0 million from the credit facility and, thus, as of the date of this filling has $40.0 million outstanding on the credit facility.
Dividend
On June 19, 2013, the Company announced that its Board of Directors declared a partial dividend of $0.08 per share on the Company’s common stock for the second quarter of 2013. The partial dividend reflects the 48 days during the quarter after which the Company’s IPO and related formation transactions were completed, and reflects the board’s current intention to provide an annualized distribution of $0.63 per share. The dividend was paid in cash on July 11, 2013.
Supplemental Financial Information
Further details regarding pro forma operating results, the Company predecessor’s historical operating results, properties and leasing statistics can be found in the Company’s supplemental financial package and Form 10-Q available at www.armadahoffler.com under the Investor Relations section.
Webcast and Conference Call
The Company will host a webcast and conference call on Wednesday, August 14, 2013 at 10:00 a.m. Eastern time to review second quarter results and discuss recent events. The live webcast will be available at www.armadahoffler.com under the Investors Relations section. To participate in the call, please dial 877-407-3982 (domestic) or 201-493-6780 (international). A replay of the conference call will be available through August 28, 2013, by dialing 877-870-5176 (domestic) or 858-384-5517 (international) and entering the pass code 418596.
About Armada Hoffler Properties, Inc.
Armada Hoffler Properties, Inc. is a full service real estate company with extensive experience developing, building, owning and managing high-quality, institutional-grade office, retail and multifamily properties in attractive markets throughout the Mid-Atlantic United States. The Company has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
Forward-Looking Statements
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statement. These forward-looking statements may include statements related to the Company’s ability to outperform the ongoing recovery of the office, retail and residential REIT industry and the markets in which the Company’s properties are located, the Company’s ability to generate internal and external
3
growth, the Company’s ability to increase cash flows and valuation, expansion of the credit facility and the Company’s payment of dividends in the future. For a description of factors that may cause the Company’s actual results or performance to differ from its forward-looking statements, please review the information under the heading “Risk Factors” included in the Company’s registration statement in Form S-11 and other documents filed by the Company with the Securities and Exchange Commission.
Non GAAP Financial Measures
The Company makes reference to FFO, as defined by the National Association of Real Estate Investment Trusts, as a supplemental measure of our operating performance. FFO is defined as net income (loss) in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, plus real estate related depreciation and amortization. FFO and derivations thereof, are not alternatives to GAAP operating income (loss) or net income (loss) available to common stockholders.
For reference, as an aid in understanding management’s computation of FFO, a reconciliation of FFO to net income (loss) in accordance with GAAP has been included below.
4
FINANCIAL TABLES:
Armada Hoffler Properties, Inc.
Condensed Consolidated Balance Sheet
June 30, 2013
(Unaudited and in Thousands)
| Assets |
||||
| Real estate investments: |
||||
| Income producing property |
$ | 403,296 | ||
| Held for development |
4,733 | |||
| Construction in progress |
12,258 | |||
|
|
|
|||
| Accumulated depreciation |
(98,612 | ) | ||
|
|
|
|||
| Net real estate investments |
321,675 | |||
| Cash and cash equivalents |
14,737 | |||
| Restricted cash |
3,117 | |||
| Accounts receivable, net |
17,509 | |||
| Construction receivables, including retentions |
17,511 | |||
| Construction contract costs and estimated earnings in excess of billings |
901 | |||
| Other assets |
23,857 | |||
|
|
|
|||
| Total Assets |
$ | 399,307 | ||
|
|
|
|||
| Liabilities |
||||
| Indebtedness: |
||||
| Secured debt |
$ | 244,336 | ||
| Accounts payable and accrued liabilities |
8,060 | |||
| Construction payables, including retentions |
17,512 | |||
| Billings in excess of construction contract costs and estimated earnings |
3,258 | |||
| Other liabilities |
14,590 | |||
|
|
|
|||
| Total Liabilities |
287,756 | |||
| Equity |
||||
| Common stock |
192 | |||
| Additional paid-in capital |
767 | |||
| Distributions in excess of earnings |
(43,934 | ) | ||
| Non-controlling interest in operating partnership |
154,526 | |||
|
|
|
|||
| Total Equity |
111,551 | |||
|
|
|
|||
| Total Liabilities and Equity |
$ | 399,307 | ||
|
|
|
|||
5
Armada Hoffler Properties, Inc. and Predecessor
Condensed Consolidated and Combined Income Statement
For the Three Months Ended June 30, 2013
(Unaudited and in Thousands, except per share data)
| Revenues |
||||
| Rental revenues |
$ | 14,231 | ||
| General contracting and real estate services revenues |
23,291 | |||
|
|
|
|||
| Total revenues |
37,522 | |||
|
|
|
|||
| Expenses |
||||
| Rental expenses |
3,399 | |||
| Real estate taxes |
1,248 | |||
| General contracting and real estate services expenses |
22,503 | |||
| Depreciation and amortization |
4,020 | |||
| General and administrative |
2,857 | |||
| Impairment charges |
533 | |||
|
|
|
|||
| Total expenses |
34,560 | |||
|
|
|
|||
| Operating income |
2,962 | |||
| Interest expense |
(3,289 | ) | ||
| Loss on extinguishment of debt |
(1,125 | ) | ||
| Gain on acquisitions |
9,460 | |||
| Other income (expense) |
185 | |||
|
|
|
|||
| Income before income taxes |
8,193 | |||
| Income tax benefit |
211 | |||
|
|
|
|||
| Net income |
$ | 8,404 | ||
|
|
|
|||
| Per Share: |
||||
| Basic and Diluted |
$ | 0.26 | ||
|
|
|
|||
| Weighted Average Common Shares and Units: |
||||
| Basic and Diluted |
31,664 | |||
|
|
|
|||
6
Armada Hoffler Properties, Inc. and Predecessor
Reconciliation of Net Income to Pro Forma Core Funds From Operations
For the Three Months Ended June 30, 2013
(Unaudited and in Thousands, except per share data)
| Net Income |
$ | 8,404 | ||
| Funds From Operations Adjustments: |
||||
| Depreciation and amortization |
4,020 | |||
| Gain on acquisitions |
(9,460 | ) | ||
| Real estate joint ventures |
(78 | ) | ||
|
|
|
|||
| Funds From Operations |
2,886 | |||
|
|
|
|||
| Pro Forma Adjustments: |
||||
| Interest expense |
1,060 | |||
| Real estate joint ventures |
285 | |||
| General and administrative expenses |
(200 | ) | ||
|
|
|
|||
| Pro Forma Funds From Operations |
4,031 | |||
|
|
|
|||
| Core FFO Adjustments: |
||||
| Loss on extinguishment of debt |
1,125 | |||
| Non-cash stock compensation |
769 | |||
| Impairment charges |
533 | |||
|
|
|
|||
| Pro Forma Core Funds From Operations |
$ | 6,458 | ||
|
|
|
|||
| Pro Forma Core Funds From Operations per share |
$ | 0.20 | ||
|
|
|
|||
| Common Shares and Units Outstanding |
32,223 | |||
|
|
|
|||
Contact:
Investor Relations
Email: InvestorRelations@ArmadaHoffler.com
Phone: (757) 366-6620
7
Exhibit 99.2
Armada Hoffler Properties, Inc.
Second Quarter 2013 Supplemental Information
Forward-Looking Statement
This Supplemental Information should be read in conjunction with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 (the “10-Q”), the consolidated financial statements and notes thereto appearing in the 10-Q and our press release, dated August 13, 2013, which has been filed as Exhibit 99.1 to our Form 8-K filed on August 13, 2013. We make statements in this Supplemental Information that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). In particular, statements pertaining to our capital resources, portfolio performance and results of operations contain forward-looking statements. Likewise, all of our statements regarding anticipated growth in our core funds from operation, funds available for distribution and net operating income are forward-looking statements. You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates” or “anticipates” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Forward-looking statements involve numerous risks and uncertainties and you should not rely on them as predictions of future events.
Forward-looking statements depend on assumptions, data or methods which may be incorrect or imprecise and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all). For further discussion of factors that could impact our future results, please refer to our Registration Statement on Form S-11, initially filed with the Securities and Exchange Commission (the “SEC”) on March 26, 2013, as subsequently amended, our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 and the documents subsequently filed by us from time to time with the SEC.
| Second Quarter 2013 Supplemental Information | Page 2 |
Table of Contents
| Company Highlights |
4 | |||
| Summary |
5 | |||
| Balance Sheet |
6 | |||
| Income Statement |
7 | |||
| Pro Forma Core Funds From Operations |
8 | |||
| Same Store Net Operating Income |
9 | |||
| Portfolio Summary |
10 | |||
| Portfolio Summary Notes |
11 | |||
| Historical Segment Occupancy |
12 | |||
| Multifamily Occupancy Summary |
13 | |||
| Office Leasing Summary |
14 | |||
| Retail Leasing Summary |
15 | |||
| Top Tenants |
16 | |||
| Office Lease Expirations |
17 | |||
| Office Lease Expirations |
18 | |||
| Development Pipeline |
19 | |||
| Market Capitalization |
20 | |||
| Debt Summary |
21 | |||
| Definitions |
22 | |||
| Second Quarter 2013 Supplemental Information | Page 3 |
Second Quarter 2013 Highlights
| • | Generated Pro Forma Core FFO (Funds From Operations) of $6.5 Million, or $0.20 per share. |
| • | Average occupancy stable at 93.5% when compared to the prior quarter and year end 2012. |
| • | Executed new and renewal leases totaling over 80,000 square feet in the office and retail property portfolios. |
| • | Development pipeline of six properties, consisting of 384,600 square feet of office and retail property and 491 multifamily units. The Main Street Office development in Virginia Beach is 46% pre-leased. |
| • | Engaged in 17 construction contracts at an value of approximately $117.3 million, with approximately $58.2 million of work still to be completed. |
| • | Completed a successful initial public offering (IPO) raising gross proceeds of approximately $218.5 million. |
| Second Quarter 2013 Supplemental Information | Page 4 |
Summary Information
$ in thousands except per share data & rentable square feet/multifamily units
| Three months ended | ||||
| 6/30/2013 | ||||
| (Unaudited) | ||||
| Shares and Units: |
||||
| Common Shares outstanding at end of period |
19,164 | |||
| Common Units outstanding at end of period |
13,059 | |||
| Total |
32,223 | |||
| Share Price: |
||||
| At end of period |
$ | 11.78 | ||
| High during period |
$ | 11.83 | ||
| Low during period |
$ | 11.13 | ||
| Financial Information: |
||||
| Rental revenues |
$ | 14,231 | ||
| General contracting and real estate services revenue |
23,291 | |||
| Net operating income (NOI) |
10,372 | |||
| Net income |
8,404 | |||
| Funds from operations (FFO) |
2,886 | |||
| Pro forma FFO |
4,031 | |||
| Pro forma Core FFO |
6,458 | |||
| Pro forma Core FFO per share |
$ | 0.20 | ||
| Wholly - owned property information: |
||||
| Rentable square feet or number of units: |
||||
| Office |
954,458 | |||
| Retail |
1,094,663 | |||
| Multifamily |
626 | |||
| Occupancy: |
||||
| Office(1) |
93.4 | % | ||
| Retail(1) |
94.6 | % | ||
| Multifamily(2) |
91.2 | % | ||
|
|
|
|||
| Weighted Average(3) |
93.5 | % | ||
| (1) | Office and retail occupancy based on occupied square feet as a % of respective total |
| (2) | Multifamily occupancy based on weighted average of total units |
| (3) | Total occupancy weighted by annualized base rent |
| Second Quarter 2013 Supplemental Information | Page 5 |
Summary Balance Sheet
$ in thousands
| As of | ||||||||
| 6/30/2013 | 12/31/2012 | |||||||
| (Unaudited) | ||||||||
| Assets |
||||||||
| Real estate, at cost |
||||||||
| Income producing property |
$ | 403,296 | $ | 350,814 | ||||
| Held for development |
4,733 | 3,926 | ||||||
| Construction in progress |
12,258 | — | ||||||
| Accumulated depreciation |
(98,612 | ) | (92,454 | ) | ||||
| Net real estate investments |
321,675 | 262,286 | ||||||
| Cash and cash equivalents |
14,737 | 9,400 | ||||||
| Restricted cash |
3,117 | 3,725 | ||||||
| Construction assets |
18,412 | 11,696 | ||||||
| Other assets |
41,366 | 44,706 | ||||||
|
|
|
|
|
|||||
| Total Assets |
$ | 399,307 | $ | 331,813 | ||||
|
|
|
|
|
|||||
| Liabilities and Equity |
||||||||
| Indebtedness: |
||||||||
| Secured debt |
$ | 244,336 | $ | 334,438 | ||||
| Participating note |
— | 643 | ||||||
| Construction liabilities |
20,770 | 21,605 | ||||||
| Other liabilities |
22,650 | 16,468 | ||||||
|
|
|
|
|
|||||
| Total Liabilities |
$ | 287,756 | $ | 373,154 | ||||
|
|
|
|
|
|||||
| Equity |
111,551 | (41,341 | ) | |||||
|
|
|
|
|
|||||
| Total Liabilities and Equity |
$ | 399,307 | $ | 331,813 | ||||
|
|
|
|
|
|||||
| Second Quarter 2013 Supplemental Information | Page 6 |
Summary Income Statement
$ in thousands
| Three months ended | Six months ended | |||||||||||||||
| 6/30/2013 | 6/30/2012 | 6/30/2013 | 6/30/2012 | |||||||||||||
| (Unaudited) | ||||||||||||||||
| Revenues: |
||||||||||||||||
| Rental revenues |
$ | 14,231 | $ | 13,609 | $ | 27,629 | $ | 26,996 | ||||||||
| General contracting and real estate services revenues |
23,291 | 12,383 | 41,247 | 27,024 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total Revenues |
$ | 37,522 | $ | 25,992 | $ | 68,876 | $ | 54,020 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Expenses: |
||||||||||||||||
| Rental expenses |
$ | 3,399 | $ | 2,944 | $ | 6,628 | $ | 5,808 | ||||||||
| Real estate taxes |
1,248 | 1,209 | 2,460 | 2,392 | ||||||||||||
| General contracting and real estate services expenses |
22,503 | 11,501 | 39,961 | 25,493 | ||||||||||||
| Depreciation and amortization |
4,020 | 3,232 | 7,179 | 6,579 | ||||||||||||
| General and administrative expenses |
2,857 | 954 | 3,574 | 1,788 | ||||||||||||
| Impairment charges |
533 | — | 533 | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total Expenses |
34,560 | 19,840 | 60,335 | 42,060 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Operating Income |
$ | 2,962 | $ | 6,152 | $ | 8,541 | $ | 11,960 | ||||||||
| Interest expense |
(3,289 | ) | (4,217 | ) | (7,204 | ) | (8,344 | ) | ||||||||
| Loss on extinguishment of debt |
(1,125 | ) | — | (1,125 | ) | — | ||||||||||
| Gain on acquisition |
9,460 | — | 9,460 | — | ||||||||||||
| Other income (expense) |
185 | 164 | 452 | 387 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations, before tax |
8,193 | 2,099 | 10,124 | 4,003 | ||||||||||||
| Income tax benefit |
211 | — | 211 | — | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Income from continuing operations |
8,404 | 2,099 | 10,335 | 4,003 | ||||||||||||
| Discontinued operations: |
||||||||||||||||
| Loss from discontinued operations |
— | (9 | ) | — | (35 | ) | ||||||||||
| Loss on sale of real estate |
— | 20 | — | 25 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Results from discontinued operations |
— | 11 | — | (10 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net income |
$ | 8,404 | $ | 2,110 | $ | 10,335 | $ | 3,993 | ||||||||
|
|
|
|
|
|||||||||||||
| Net income attributable to Predecessor |
(89 | ) | (2,020 | ) | ||||||||||||
| Net income attributable to noncontrolling interests in operating partnership |
(3,429 | ) | (3,429 | ) | ||||||||||||
|
|
|
|
|
|||||||||||||
| Net income attributable to common stockholders |
$ | 4,886 | $ | 4,886 | ||||||||||||
|
|
|
|
|
|||||||||||||
| Second Quarter 2013 Supplemental Information | Page 7 |
Pro Forma Core Funds From Operations
$ in thousands, except per share
| Three months ended | ||||
| 6/30/2013 | ||||
| (Unaudited) | ||||
| Funds from Operations (FFO) |
||||
| Net income |
$ | 8,404 | ||
| Depreciation and amortization |
4,020 | |||
| Gain on acquisitions |
(9,460 | ) | ||
| Real estate joint ventures |
(78 | ) | ||
|
|
|
|||
| FFO, as defined by NAREIT |
$ | 2,886 | ||
| Pro Forma FFO |
||||
| FFO, as defined by NAREIT |
$ | 2,886 | ||
| Interest expense |
1,060 | |||
| Real estate joint ventures |
285 | |||
| General and administrative expenses |
(200 | ) | ||
|
|
|
|||
| Pro Forma FFO |
$ | 4,031 | ||
| Pro Forma Core FFO |
||||
| Pro Forma FFO |
$ | 4,031 | ||
| Loss on extinguishment of debt |
1,125 | |||
| Non-cash stock compensation |
769 | |||
| Impairment charges |
533 | |||
|
|
|
|||
| Pro Forma Core FFO |
$ | 6,458 | ||
|
|
|
|||
| Pro Forma Core FFO per share |
$ | 0.20 | ||
| Common Shares and Units Outstanding |
32,223 | |||
| Second Quarter 2013 Supplemental Information | Page 8 |
Same-Store Portfolio Net Operating Income (NOI)
$ in thousands
| Three months ended 6/30, | Six months ended 6/30, | |||||||||||||||||||||||
| 2013 | 2012 | Change | 2013 | 2012 | Change | |||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||
|
Office(1) |
||||||||||||||||||||||||
| Revenue |
$ | 6,420 | $ | 6,566 | $ | (146 | ) | $ | 12,906 | $ | 12,959 | $ | (53 | ) | ||||||||||
| Expenses |
1,940 | 1,804 | 136 | 3,886 | 3,650 | 236 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Net Operating Income |
4,480 | 4,762 | (282 | ) | 9,020 | 9,309 | (289 | ) | ||||||||||||||||
|
Retail(2) |
||||||||||||||||||||||||
| Revenue |
4,986 | 5,096 | (110 | ) | 9,849 | 10,196 | (347 | ) | ||||||||||||||||
| Expenses |
1,510 | 1,450 | 60 | 3,124 | 2,976 | 148 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Net Operating Income |
3,476 | 3,646 | (170 | ) | 6,725 | 7,220 | (495 | ) | ||||||||||||||||
| Multi Family(3) |
||||||||||||||||||||||||
| Revenue |
1,903 | 1,856 | 47 | 3,810 | 3,750 | 60 | ||||||||||||||||||
| Expenses |
875 | 839 | 36 | 1,690 | 1,507 | 183 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Net Operating Income |
1,028 | 1,017 | 11 | 2,120 | 2,243 | (123 | ) | |||||||||||||||||
| — | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Net Operating Income (NOI), GAAP basis |
$ | 8,984 | $ | 9,425 | $ | (441 | ) | $ | 17,865 | $ | 18,772 | $ | (907 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Net effect of straight-line rents |
(141 | ) | (366 | ) | 225 | (353 | ) | (787 | ) | 434 | ||||||||||||||
| Amortization of lease incentives |
206 | 182 | 24 | 402 | 364 | 38 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Same-store portfolio NOI, cash basis |
$ | 9,049 | $ | 9,241 | $ | (192 | ) | $ | 17,914 | $ | 18,349 | $ | (435 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Cash Basis: |
||||||||||||||||||||||||
| Office |
$ | 4,237 | $ | 4,361 | $ | (124 | ) | $ | 8,447 | $ | 8,469 | $ | (22 | ) | ||||||||||
| Retail |
3,778 | 3,859 | (81 | ) | 7,335 | 7,631 | (296 | ) | ||||||||||||||||
| Multifamily |
1,034 | 1,021 | 13 | 2,132 | 2,249 | (117 | ) | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| $ | 9,049 | $ | 9,241 | $ | (192 | ) | $ | 17,914 | $ | 18,349 | $ | (435 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| GAAP Basis: |
||||||||||||||||||||||||
| Office |
$ | 4,480 | $ | 4,762 | $ | (282 | ) | $ | 9,020 | $ | 9,309 | $ | (289 | ) | ||||||||||
| Retail |
3,476 | 3,646 | (170 | ) | 6,725 | 7,220 | (495 | ) | ||||||||||||||||
| Multifamily |
1,028 | 1,017 | 11 | 2,120 | 2,243 | (123 | ) | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| $ | 8,984 | $ | 9,425 | $ | (441 | ) | $ | 17,865 | $ | 18,772 | $ | (907 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| (1) | No assets excluded |
| (2) | Bermuda Crossroads and Tyre Neck Harris Teeter excluded |
| (3) | Smith’s Landing excluded |
| Second Quarter 2013 Supplemental Information | Page 9 |
Portfolio Summary as of 6/30/2013
| Property |
Location |
Year Built | Net Rentable Square Feet(1) |
% Leased(2) | Annualized Base Rent(3) |
Annualized Base Rent per Leased Sq. Ft.(3) |
Average Net Effective Annual Base Rent per Leased Sq. Ft.(4) |
|||||||||||||||||||
| Office Properties |
||||||||||||||||||||||||||
| Armada Hoffler Tower(5) |
Virginia Beach, VA | 2002 | 328,436 | 95.9 | % | $ | 8,656,685 | $ | 27.49 | $ | 26.25 | |||||||||||||||
| One Columbus |
Virginia Beach, VA | 1984 | 129,424 | 95.6 | % | 2,836,177 | 22.92 | 23.22 | ||||||||||||||||||
| Two Columbus |
Virginia Beach, VA | 2009 | 109,215 | 82.3 | % | 2,229,517 | 24.82 | 25.23 | ||||||||||||||||||
| Virginia Natural Gas(6) |
Virginia Beach, VA | 2010 | 31,000 | 100.0 | % | 568,230 | 18.33 | 20.17 | ||||||||||||||||||
| Richmond Tower |
Richmond, VA | 2010 | 206,969 | 98.0 | % | 7,274,896 | 35.87 | 41.83 | ||||||||||||||||||
| Oyster Point |
Newport News, VA | 1989 | 100,214 | 79.8 | % | 1,719,733 | 21.50 | 21.23 | ||||||||||||||||||
| Sentara Williamsburg(6) |
Williamsburg, VA | 2008 | 49,200 | 100.0 | % | 1,006,140 | 20.45 | 20.50 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Subtotal / Weighted Average Office Portfolio(7) |
954,458 | 93.4 | % | $ | 24,291,378 | $ | 27.25 | $ | 28.29 | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Retail Properties Not Subject to Ground Lease |
||||||||||||||||||||||||||
| Bermuda Crossroads |
Chester, VA | 2001 | 111,566 | 95.4 | % | $ | 1,439,512 | $ | 13.52 | $ | 13.97 | |||||||||||||||
| Broad Creek Shopping Center |
Norfolk, VA | 1997-2001 | 227,750 | 96.8 | % | 2,919,295 | 13.25 | 12.90 | ||||||||||||||||||
| Courthouse 7-11 |
Virginia Beach, VA | 2011 | 3,177 | 100.0 | % | 125,000 | 39.35 | 43.81 | ||||||||||||||||||
| Gainsborough Square |
Chesapeake, VA | 1999 | 88,862 | 93.0 | % | 1,291,858 | 15.64 | 15.36 | ||||||||||||||||||
| Hanbury Village |
Chesapeake, VA | 2006-2009 | 61,049 | 88.7 | % | 1,345,808 | 24.87 | 23.86 | ||||||||||||||||||
| North Point Center |
Durham, NC | 1998-2009 | 215,689 | 93.1 | % | 2,362,403 | 11.76 | 11.34 | ||||||||||||||||||
| Parkway Marketplace |
Virginia Beach, VA | 1998 | 37,804 | 100.0 | % | 754,702 | 19.96 | 20.88 | ||||||||||||||||||
| Harrisonburg Regal |
Harrisonburg, VA | 1999 | 49,000 | 100.0 | % | 683,550 | 13.95 | 13.95 | ||||||||||||||||||
| Dick’s at Town Center |
Virginia Beach, VA | 2002 | 100,804 | 83.3 | % | 798,000 | 9.50 | 9.11 | ||||||||||||||||||
| 249 Central Park Retail |
Virginia Beach, VA(8) |
2004 | 92,515 | 100.0 | % | 2,552,830 | 27.59 | 26.98 | ||||||||||||||||||
| Studio 56 Retail |
Virginia Beach, VA | 2007 | 11,600 | 84.8 | % | 371,200 | 37.75 | 36.92 | ||||||||||||||||||
| Commerce Street Retail |
Virginia Beach, VA | 2008 | 20,123 | 100.0 | % | 792,313 | 39.37 | (9) | 39.67 | |||||||||||||||||
| Fountain Plaza Retail |
Virginia Beach, VA | 2004 | 35,961 | 100.0 | % | 972,021 | 27.03 | 25.40 | ||||||||||||||||||
| South Retail |
Virginia Beach, VA | 2002 | 38,763 | 100.0 | % | 837,358 | 21.60 | 21.06 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Subtotal / Weighted Avg Retail Portfolio not Subject to Ground Leases(10) |
|
1,094,663 | 94.6 | % | $ | 17,245,851 | $ | 16.65 | $ | 16.35 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Retail Properties Subject to Ground Lease |
||||||||||||||||||||||||||
| Bermuda Crossroads(11) |
Chester, VA | 2001 | (13) | 100.0 | % | $ | 163,344 | |||||||||||||||||||
| Broad Creek Shopping Center(12) |
Norfolk, VA | 1997-2001 | (14) | 100.0 | % | 572,291 | ||||||||||||||||||||
| Hanbury Village(11) |
Chesapeake, VA | 2006-2009 | (15) | 100.0 | % | 1,067,598 | ||||||||||||||||||||
| North Point Center(11) |
Durham, NC | 1996-2009 | (16) | 100.0 | % | 1,048,175 | ||||||||||||||||||||
| Tyre Neck Harris Teeter(12) |
Chesapeake, VA | 2011 | (17) | 100.0 | % | 507,603 | ||||||||||||||||||||
|
|
|
|
|
|||||||||||||||||||||||
| Subtotal / Weighted Avg Retail Portfolio Subject to Ground Leases |
|
100.0 | % | $ | 3,359,012 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Total / Weighted Avg Retail Portfolio |
1,094,663 | (18) | 94.6 | % | $ | 20,604,863 | $ | 16.65 | $ | 16.35 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Total / Weighted Average Retail and Office Portfolio |
2,049,121 | 94.0 | % | $ | 44,896,241 | $ | 21.55 | $ | 21.91 | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
| Property |
Location |
Year Built | Units(19) | % Leased(2) | Annualized Base Rent(20) |
Average Monthly Base Rent per Leased Unit(21) |
||||||||||||||||
| Multifamily |
||||||||||||||||||||||
| Smith’s Landing(22) |
Blacksburg, VA | 2009 | 284 | 93.0 | % | $ | 3,273,291 | $ | 1,033.24 | |||||||||||||
| The Cosmopolitan |
Virginia Beach, VA | 2006 | 342 | 89.8 | % | 6,321,732 | (23) | 1,463.25 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||||
| Total / Weighted Avg Multifamily Portfolio |
626 | 91.2 | % | $ | 9,595,023 | $ | 1,264.43 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||||
| Second Quarter 2013 Supplemental Information | Page 10 |
Portfolio Definitions
| (1) | The net rentable square footage for each of our office properties is the sum of (a) the square footages of existing leases, plus (b) for available space, management’s estimate of net rentable square footage based, in part, on past leases. The net rentable square footage included in office leases is generally determined consistently with the Building Owners and Managers Association, or BOMA, 1996 measurement guidelines. The net rentable square footage for each of our retail properties is the sum of (a) the square footages of existing leases, plus (b) for available space, the field verified square footage. |
| (2) | Percentage leased for each of our office and retail properties is calculated as (a) square footage under commenced leases as of June 30, 2013, divided by (b) net rentable square feet, expressed as a percentage. Percentage leased for our multifamily properties is calculated as (a) total units rented as of June 30, 2013, divided by (b) total units available, expressed as a percentage. |
| (3) | For the properties in our office and retail portfolios, annualized base rent is calculated by multiplying (a) base rental payments (defined as cash base rents (before abatements) excluding tenant reimbursements for expenses paid by the landlord) for the month ended June 30, 2013, by (b) 12. Annualized base rent per leased square foot is calculated by dividing (a) annualized base rent, by (b) square footage under commenced leases as of June 30, 2013. In the case of triple net or modified gross leases, annualized base rent does not include tenant reimbursements for real estate taxes, insurance, common area or other operating expenses. |
| (4) | Average net effective annual base rent per leased square foot represents (a) the contractual base rent for leases in place as of June 30, 2013, calculated on a straight-line basis to amortize free rent periods and abatements, but without regard to tenant improvement allowances and leasing commissions, divided by (b) square footage under commenced leases as of June 30, 2013. |
| (5) | As of June 30, 2013, we occupied 16,151 square feet at this property at an annualized base rent of $484,853, or $30.02 per leased square foot, which amounts are reflected in the % leased, annualized base rent and annualized base rent per square foot columns in the table above. The rent paid by us is eliminated from our revenues in consolidation. In addition, effective March 1, 2013, we sublease approximately 5,000 square feet of space from a tenant at this property. |
| (6) | This property is subject to a triple net lease pursuant to which the tenant pays operating expenses, insurance and real estate taxes. |
| (7) | Includes square footage and annualized base rent pursuant to leases for space occupied by us. |
| (8) | As of June, 2013, we occupied 8,995 square feet at this property at an annualized base rent of $270,839, or $30.11 per leased square foot, which amounts are reflected in the % leased, annualized base rent and annualized base rent per square foot columns in the table above. The rent paid by us is eliminated from our revenues in consolidation. |
| (9) | Includes $31,200 of annualized base rent pursuant to a rooftop lease. |
| (10) | Reflects square footage and annualized base rent pursuant to leases for space occupied by us. |
| (11) | For this ground lease, we own the land and the tenant owns the improvements thereto. We will succeed to the ownership of the improvements to the land upon the termination of the ground lease. |
| (12) | We lease the land underlying this property from the owner of the land pursuant to a ground lease. We re-lease the land to our tenant under a separate ground lease pursuant to which our tenant owns the improvements on the land. |
| (13) | Tenants collectively lease approximately 139,356 square feet of land from us pursuant to ground leases. |
| (14) | Tenants collectively lease approximately 299,170 square feet of land from us pursuant to ground leases. |
| (15) | Tenants collectively lease approximately 105,988 square feet of land from us pursuant to ground leases. |
| (16) | Tenants collectively lease approximately 1,443,985 square feet of land from us pursuant to ground leases. |
| (17) | Tenant leases approximately 200,073 square feet of land from us pursuant to a ground lease. |
| (18) | The total square footage of our retail portfolio excludes the square footage of land subject to ground leases. |
| (19) | Units represent the total number of apartment units available for rent at June 30, 2013. |
| (20) | For the properties in our multifamily portfolio, annualized base rent is calculated by multiplying (a) base rental payments for the month ended June 30, 2013 by (b) 12. |
| (21) | Average monthly base rent per leased unit represents the average monthly rent for all leased units for the month ended June 30, 2013. |
| (22) | We lease the land underlying this property from the owner of the land pursuant to a ground lease. |
| (23) | The annualized base rent for The Cosmopolitan includes $931,125 of annualized rent from 15 retail leases at the property. |
| Second Quarter 2013 Supplemental Information | Page 11 |
Historical Occupancy
| Occupancy - All Properties as of | ||||||||||||
| Sector |
6/30/2013 | 3/31/2013 | 12/31/2012 | |||||||||
| Office(1) |
93.4 | % | 93.9 | % | 94.1 | % | ||||||
| Retail(1) |
94.6 | % | 93.9 | % | 93.9 | % | ||||||
| Multifamily(2) |
91.2 | % | 93.3 | % | 94.9 | % | ||||||
|
|
|
|
|
|
|
|||||||
|
Total(3) |
93.5 | % | 93.8 | % | 94.2 | % | ||||||
|
|
|
|
|
|
|
|||||||
| (1) | Office and retail occupancy based on occupied square feet as a % of respective total |
| (2) | Multifamily occupancy based on weighted average of total units |
| (3) | Total occupancy weighted by annualized base rent |
| Second Quarter 2013 Supplemental Information | Page 12 |
Multifamily Occupancy Summary
| Occupancy Summary - Smiths Landing |
||||||||||||||||
| Quarter Ended |
Number of Units Occupied | Percentage Occupied(1) | Annualized Base Rent(2) | Average Monthly Rent per Occupied Unit |
||||||||||||
| 6/30/2013(4) |
264 | 93.0 | % | $ | 3,273,291 | $ | 1,033.24 | |||||||||
| 3/31/2013 |
284 | 100.0 | % | $ | 3,354,463 | $ | 984.29 | |||||||||
| 12/31/2012 |
280 | 98.6 | % | $ | 3,305,046 | $ | 983.64 | |||||||||
| Occupancy Summary - The Cosmopolitan |
||||||||||||||||
| Quarter Ended |
Number of Units Occupied | Percentage Occupied(1) | Annualized Base Rent(2)(3) | Average Monthly Rent per Occupied Unit |
||||||||||||
| 6/30/2013 |
307 | 89.9 | % | $ | 5,390,607 | $ | 1,463.25 | |||||||||
| 3/31/2013 |
300 | 87.7 | % | $ | 5,642,035 | $ | 1,567.23 | |||||||||
| 12/31/2012 |
314 | 91.8 | % | $ | 5,636,650 | $ | 1,494.50 | |||||||||
| (1) | Total units rented as of each respective quarter end date |
| (2) | Annualized base rent is calculated by multiplying base rental payments for each of the last month of the respective quarter multiplied by 12 |
| (3) | Excludes annualized base rent from retail leases |
| Second Quarter 2013 Supplemental Information | Page 13 |
Historical Office Lease Retention and Tenant Improvement and Leasing Commission Costs
The following table sets forth certain historical information regarding tenant improvement and leasing commission costs per square foot at the properties in our office portfolio for the three months ended 6/30/2013:
| Three months ended | ||||
| 6/30/2013 | ||||
| Expirations |
||||
| Number of Leases expired during the applicable period |
4 | |||
| Aggregate net rentable square footage of expiring leases(1) |
16,635 | |||
| Renewals |
||||
| Number of Leases renewed during the applicable period |
5 | |||
| Aggregate net rentable square footage of renewed leases |
29,725 | |||
| Retention percentage by square feet |
76.1 | % | ||
| Tenant improvement costs(2) |
$ | 309,426 | ||
| Leasing commission costs(2) |
171,963 | |||
|
|
|
|||
| Total tenant improvements and leasing commission costs |
$ | 481,389 | ||
|
|
|
|||
| Tenant improvement costs per square foot |
$ | 10.41 | ||
| Leasing commission costs per square foot |
$ | 5.79 | ||
|
|
|
|||
| Total tenant improvements and leasing commission costs per square foot |
$ | 16.19 | ||
|
|
|
|||
| New Leases |
||||
| Number of New Leases |
2 | |||
| Square Feet |
4,046 | |||
| Tenant improvement costs(2) (3) |
$ | 155,148 | ||
| Leasing commission costs(2) |
10,480 | |||
|
|
|
|||
| Total tenant improvements and leasing commission costs |
$ | 165,628 | ||
|
|
|
|||
| Tenant improvement costs per square foot |
$ | 38.35 | ||
| Leasing commission costs per square foot |
$ | 2.59 | ||
|
|
|
|||
| Total tenant improvements and leasing commission costs per square foot |
$ | 40.94 | ||
|
|
|
|||
| Total Tenant Improvements and Leasing Commissions |
||||
| Square feet |
33,771 | |||
| Tenant improvement costs(2) (3) |
$ | 464,574 | ||
| Leasing commission costs(2) |
182,443 | |||
|
|
|
|||
| Total tenant improvement and leasing commission costs |
$ | 647,017 | ||
|
|
|
|||
| Tenant improvement costs per square foot(2) (3) |
$ | 13.76 | ||
| Leasing commission costs per square foot(2) |
$ | 5.40 | ||
|
|
|
|||
| Total tenant improvement and leasing commission costs per square foot |
$ | 19.16 | ||
|
|
|
|||
| (1) | Excludes properties subject to ground lease |
| (2) | Reflects tenant improvement and leasing commissions incurred during the three months ended 6/30/13, which may be different than the period in which the lease commenced |
| (3) | Excludes $27.39 PSF for landward base building work above ceiling related to a 1,400 SF lease at Two Columbus |
| Second Quarter 2013 Supplemental Information | Page 14 |
Historical Retail Lease Retention and Tenant Improvement and Leasing Commission Costs
The following table sets forth certain historical information regarding tenant improvement and leasing commission costs per square foot at the properties in our retail portfolio for the three months ended 6/30/2013:
| Three months ended | ||||
| 6/30/2013 | ||||
| Expirations |
||||
| Number of Leases expired during the applicable period |
3 | |||
| Aggregate net rentable square footage of expiring leases(1) |
7,728 | |||
| Renewals |
||||
| Number of Leases renewed during the applicable period |
6 | |||
| Aggregate net rentable square footage of renewed leases |
26,345 | |||
| Retention percentage by square feet |
100.0 | % | ||
| Tenant improvement costs(2) |
$ | 0 | ||
| Leasing commission costs(2) |
0 | |||
|
|
|
|||
| Total tenant improvements and leasing commission costs |
$ | 0 | ||
|
|
|
|||
| Tenant improvement costs per square foot |
$ | 0.00 | ||
| Leasing commission costs per square foot |
$ | 0.00 | ||
|
|
|
|||
| Total tenant improvements and leasing commission costs per square foot |
$ | 0.00 | ||
|
|
|
|||
| New Leases |
||||
| Number of New Leases |
7 | |||
| Square Feet |
20,037 | |||
| Tenant improvement costs(2) |
$ | 317,000 | ||
| Leasing commission costs(2) |
116,101 | |||
|
|
|
|||
| Total tenant improvements and leasing commission costs |
$ | 433,101 | ||
|
|
|
|||
| Tenant improvement costs per square foot |
$ | 15.82 | ||
| Leasing commission costs per square foot |
$ | 5.79 | ||
|
|
|
|||
| Total tenant improvements and leasing commission costs per square foot |
$ | 21.62 | ||
|
|
|
|||
| Total Tenant Improvements and Leasing Commissions |
||||
| Square feet |
46,382 | |||
| Tenant improvement costs(2) |
$ | 317,000 | ||
| Leasing commission costs(2) |
116,101 | |||
|
|
|
|||
| Total tenant improvement and leasing commission costs |
$ | 433,101 | ||
|
|
|
|||
| Tenant improvement costs per square foot(2) |
$ | 6.83 | ||
| Leasing commission costs per square foot(2) |
$ | 2.50 | ||
|
|
|
|||
| Total tenant improvement and leasing commission costs per square foot |
$ | 9.34 | ||
|
|
|
|||
| (1) | Excludes properties subject to ground lease |
| (2) | Reflects tenant improvement and leasing commissions incurred during the three months ended 6/30/13, which may be different than the period in which the lease commenced |
| Second Quarter 2013 Supplemental Information | Page 15 |
Top 10 Tenants by Annualized Base Rent as of 6/30/2013
| Office Portfolio |
||||||||||||||||||||||
| Tenant |
Number of Leases |
Number of Properties |
Property(ies) |
Lease Expiration |
Weighted Annualized Base Rent |
% of Office Portfolio Annualized Base Rent |
% of Total Portfolio Annualized Base Rent |
|||||||||||||||
| Williams Mullen | 3 | 2 | Armada Hoffler Tower, Richmond Tower | 3/19/2026 | $ | 7,779,349 | 32.0 | % | 14.3 | % | ||||||||||||
| Troutman Sanders LLP | 1 | 1 | Armada Hoffler Tower | 1/31/2015 | 1,026,938 | 4.2 | % | 1.9 | % | |||||||||||||
| Sentara Medical Group | 1 | 1 | Sentara Williamsburg | 3/31/2023 | 1,006,140 | 4.1 | % | 1.8 | % | |||||||||||||
| Pender & Coward | 2 | 1 | Armada Hoffler Tower | 1/31/2015 | 972,179 | 4.0 | % | 1.8 | % | |||||||||||||
| Cherry, Bekaert & Holland, LLP | 3 | 3 | Armada Hoffler Tower, Richmond Tower, Oyster Point | 9/21/2022 | 932,547 | 3.8 | % | 1.7 | % | |||||||||||||
| GSA-USAF | 1 | 1 | Oyster Point | 4/26/2017 | 870,047 | 3.6 | % | 1.6 | % | |||||||||||||
| The Art Institute | 1 | 1 | Two Columbus | 12/31/2019 | 771,898 | 3.2 | % | 1.4 | % | |||||||||||||
| Hampton University | 2 | 1 | Armada Hoffler Tower | 5/3/2023 | 629,935 | 2.6 | % | 1.2 | % | |||||||||||||
| Virginia Natural Gas | 1 | 1 | Virginia Natural Gas Headquarters | 9/30/2025 | 568,230 | 2.3 | % | 1.0 | % | |||||||||||||
| Hankins & Anderson | 1 | 1 | Armada Hoffler Tower | 4/30/2022 | 562,363 | 2.3 | % | 1.0 | % | |||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||
| Top 10 Total | $ | 15,119,627 | 62.2 | % | 27.7 | % | ||||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||
| Retail Portfolio |
||||||||||||||||||||||
| Tenant |
Number of Leases |
Number of Properties |
Property(ies) |
Lease Expiration |
Weighted Annualized Base Rent |
% of Retail Portfolio Annualized Base Rent |
% of Total Portfolio Annualized Base Rent |
|||||||||||||||
| Home Depot | 2 | 2 | Broad Creek Shopping Center, North Point Center | 12/27/2019 | $ | 2,032,600 | 9.9 | % | 3.7 | % | ||||||||||||
| Harris Teeter | 2 | 2 | Tyre Neck Harris Teeter, Hanbury Village | 10/15/2028 | 1,430,001 | 6.9 | % | 2.6 | % | |||||||||||||
| Food Lion | 3 | 3 | Broad Creek Shopping Center, Bermuda Crossroads, Gainsborough Square | 3/19/2020 | 1,282,568 | 6.2 | % | 2.4 | % | |||||||||||||
| Dick’s Sporting Goods | 1 | 1 | Dick’s at Town Center | 1/31/2020 | 798,000 | 3.9 | % | 1.5 | % | |||||||||||||
| Regal Cinemas | 1 | 1 | Harrisonburg Regal | 4/23/2019 | 683,550 | 3.3 | % | 1.3 | % | |||||||||||||
| PetsMart | 2 | 2 | Broad Creek Shopping Center, North Point Center | 2/7/2016 | 618,704 | 3.0 | % | 1.1 | % | |||||||||||||
| Kroger | 1 | 1 | North Point Center | 8/31/2018 | 552,864 | 2.7 | % | 1.0 | % | |||||||||||||
| Yard House | 1 | 1 | Commerce Street Retail | 11/30/2023 | 538,000 | 2.6 | % | 1.0 | % | |||||||||||||
| Rite Aid | 2 | 2 | Gainsborough Square, Parkway Marketplace | 5/29/2019 | 484,193 | 2.3 | % | 0.9 | % | |||||||||||||
| Walgreens | 1 | 1 | Hanbury Village | 12/31/2083 | 447,564 | 2.2 | % | 0.8 | % | |||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||
| Top 10 Total |
$ | 8,868,044 | 43.0 | % | 16.3 | % | ||||||||||||||||
|
|
|
|
|
|
|
|||||||||||||||||
| Second Quarter 2013 Supplemental Information | Page 16 |
Lease Expirations for Office Portfolio
| Year of Lease Expiration |
Number of Leases Expiring |
Square Footage of Leases Expiring |
% Portfolio Net Rentable Square Feet |
Annualized Base Rent |
% of Portfolio Annualized Base Rent |
Annualized Base Rent per Leased Square Foot |
||||||||||||||||||
| Available |
— | 63,047 | 6.6 | % | $ | — | — | $ | 0.00 | |||||||||||||||
| 2013 |
7 | 34,608 | 3.6 | % | 1,020,231 | 4.2 | % | 29.48 | ||||||||||||||||
| 2014 |
14 | 59,226 | 6.2 | % | 1,545,787 | 6.4 | % | 26.10 | ||||||||||||||||
| 2015 |
9 | 96,577 | 10.1 | % | 2,587,380 | 10.7 | % | 26.79 | ||||||||||||||||
| 2016 |
10 | 33,481 | 3.5 | % | 781,772 | 3.2 | % | 23.35 | ||||||||||||||||
| 2017 |
4 | 64,589 | 6.8 | % | 1,555,767 | 6.4 | % | 24.09 | ||||||||||||||||
| 2018 |
13 | 139,177 | 14.6 | % | 3,653,770 | 15.0 | % | 26.25 | ||||||||||||||||
| 2019 |
4 | 54,264 | 5.7 | % | 1,235,086 | 5.1 | % | 22.76 | ||||||||||||||||
| 2020 |
3 | 25,283 | 2.6 | % | 769,811 | 3.2 | % | 30.45 | ||||||||||||||||
| 2021 |
4 | 41,363 | 4.3 | % | 938,151 | 3.9 | % | 22.68 | ||||||||||||||||
| 2022 |
3 | 48,117 | 5.0 | % | 1,258,877 | 5.2 | % | 26.16 | ||||||||||||||||
| 2023 |
4 | 89,009 | 9.3 | % | 1,864,058 | 7.7 | % | 20.94 | ||||||||||||||||
| Thereafter |
5 | 205,717 | 21.6 | % | 7,080,688 | 29.1 | % | 34.42 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total / Weighted Average |
80 | 954,458 | 100.0 | % | $ | 24,291,378 | 100.0 | % | $ | 27.25 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| (1) | Annualized base rent as of 6/30/13 |
| Second Quarter 2013 Supplemental Information | Page 17 |
Lease Expirations for Retail Portfolio
| Year of Lease Expiration |
Number of Leases Expiring |
Square Footage of Leases Expiring |
% Portfolio Net Rentable Square Feet |
Annualized Base Rent |
% of Portfolio Annualized Base Rent |
Annualized Base Rent per Leased Square Foot |
||||||||||||||||||
| Available |
— | 58,992 | 5.4 | % | $ | — | — | $ | 0.00 | |||||||||||||||
| 2013 |
11 | 16,725 | 1.5 | % | 308,903 | 1.8 | % | 18.47 | ||||||||||||||||
| 2014 |
19 | 59,277 | 5.4 | % | 1,335,031 | 7.7 | % | 22.52 | ||||||||||||||||
| 2015 |
19 | 93,011 | 8.5 | % | 1,728,906 | 10.0 | % | 18.59 | ||||||||||||||||
| 2016 |
23 | 75,645 | 6.9 | % | 1,742,502 | 10.1 | % | 23.04 | ||||||||||||||||
| 2017 |
19 | 135,545 | 12.4 | % | 1,890,547 | 11.0 | % | 13.95 | ||||||||||||||||
| 2018 |
16 | 115,194 | 10.5 | % | 1,630,659 | 9.5 | % | 14.16 | ||||||||||||||||
| 2019 |
12 | 269,729 | 24.6 | % | 3,584,803 | 20.8 | % | 13.29 | ||||||||||||||||
| 2020 |
5 | 105,946 | 9.7 | % | 1,343,863 | 7.8 | % | 12.68 | ||||||||||||||||
| 2021 |
3 | 15,068 | 1.4 | % | 455,649 | 2.6 | % | 30.24 | ||||||||||||||||
| 2022 |
6 | 83,588 | 7.6 | % | 1,214,794 | 7.0 | % | 14.53 | ||||||||||||||||
| 2023 |
4 | 23,792 | 2.2 | % | 726,576 | 4.2 | % | 30.54 | ||||||||||||||||
| Thereafter |
5 | 42,151 | 3.9 | % | 1,283,617 | 7.4 | % | 30.45 | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total / Weighted Average |
142 | 1,094,663 | 100.0 | % | $ | 17,245,851 | 100.0 | % | $ | 16.65 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
| (1) | Annualized base rent as of 6/30/13 |
| Second Quarter 2013 Supplemental Information | Page 18 |
Development Pipeline
$ in thousands
| Property |
Location | Property Type | Estimated Square Footage(1) |
Estimated Apartment Units(1) |
Estimated Cost(1) |
Cost Incurred through June 30, 2013 |
Estimated
Date of Completion(1) |
Estimated Ownership %(1) |
Principal Tenants | |||||||||||||||||||
| Main Street Office(2) |
Virginia Beach, VA | Office | 234,000 | (3) | N/A | $ | 50,863 | $ | 7,535 | July 2014 | 100 | % | Clark Nexsen, Development Authority of Virginia Beach | |||||||||||||||
| Main Street |
Virginia Beach, VA | Multifamily | N/A | 288 | 32,845 | 2,688 | July 2014 | 100 | % | N/A | ||||||||||||||||||
| Jackson Street Apartments |
Durham, NC | Multifamily | N/A | 203 | 27,857 | 3,004 | August 2014 | 100 | % | N/A | ||||||||||||||||||
| Sandbridge Commons |
Virginia Beach, VA | Retail | 75,000 | N/A | 13,675 | 645 | September 2014 | 85 | % | Harris Teeter | ||||||||||||||||||
| Brooks Crossing |
Virginia Beach, VA | Office | 60,000 | N/A | 12,793 | 672 | February 2015 | 65 | % | Huntington Ingalls(4), City of Newport News(4) | ||||||||||||||||||
| Greentree Shopping Center(5) |
Chesapeake, VA | Retail | 15,600 | N/A | 5,402 | 412 | September 2014 | 100 | % | Wawa | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
| 384,600 | 491 | $ | 143,435 | $ | 14,956 | |||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
| (1) | Represents estimates that may change as the development process proceeds |
| (2) | This property will be located within the Virginia Beach Town Center |
| (3) | 82,645 square feet is leased to Clark Nexsen, an architectural firm and approximately 23,300 square feet is leased to the Development Authority of Virginia Beach |
| (4) | No lease agreement has been signed |
| (5) | We have a contract to sell Wal-Mart a pad-ready site adjacent to Greentree Shopping Center |
| Second Quarter 2013 Supplemental Information | Page 19 |
Market Capitalization
$ in thousands, except per share data
| Market Data |
June 30, 2013 | |||
| Common shares outstanding |
19,163,705 | |||
| Common units outstanding |
13,059,365 | |||
|
|
|
|||
| Common shares and common units outstanding |
32,223,070 | |||
| Market price per common share |
$ | 11.78 | ||
| Equity market capitalization |
379,588 | |||
| Total debt |
244,336 | |||
|
|
|
|||
| Total market capitalization |
$ | 623,924 | ||
| Less: cash on hand |
(17,854 | ) | ||
|
|
|
|||
| Total enterprise value |
$ | 606,070 | ||
|
|
|
|||
| Total assets, gross |
$ | 497,543 | ||
|
|
|
|||
| Total debt/Total capitalization |
39.2 | % | ||
| Total debt/Total enterprise value |
40.3 | % | ||
| Total debt/Total assets, gross |
49.1 | % | ||
| Second Quarter 2013 Supplemental Information | Page 20 |
Summary of Outstanding Debt
$ in thousands
| Debt |
Amount Outstanding |
Interest Rate(1) | Effective Rate as of June 30, 2013 |
Maturity Date | Balance at Maturity | |||||||||||||||
| Oyster Point |
$ | 6,558 | 5.41 | % | December 1, 2015 | $ | 6,089 | |||||||||||||
| One Columbus |
13,955 | 5.31 | % | December 11, 2014 | 13,542 | |||||||||||||||
| Broad Creek Shopping Center |
||||||||||||||||||||
| Note 1 |
4,528 | LIBOR 3.00 | % | 3.19 | % | November 29, 2014 | 4,454 | |||||||||||||
| Note 2 |
8,313 | LIBOR+2.75 | % | 2.94 | % | December 7, 2016 | 7,947 | |||||||||||||
| Note 3 |
3,481 | LIBOR+2.75 | % | 2.94 | % | December 7, 2016 | 3,327 | |||||||||||||
| Hanbury Village |
||||||||||||||||||||
| Note 1 |
21,558 | 6.67 | % | October 11, 2017 | 20,499 | |||||||||||||||
| Note 2 |
4,309 | LIBOR+2.75 | % | 2.94 | % | February 28, 2015 | 4,226 | |||||||||||||
| Harrisonburg Regal |
3,930 | 6.06 | % | June 8, 2017 | 3,165 | |||||||||||||||
| North Point Center |
||||||||||||||||||||
| Note 1 |
10,400 | 6.45 | % | February 5, 2019 | 9,333 | |||||||||||||||
| Note 2 |
2,877 | 7.25 | % | September 15, 2015 | 1,344 | |||||||||||||||
| Note 4 |
1,042 | 5.59 | % | December 1, 2014 | 1,007 | |||||||||||||||
| Note 5 |
714 | LIBOR+2.00 | % | 3.57 | %(2) | February 1, 2017 | 641 | |||||||||||||
| Tyre Neck Harris Teeter |
2,650 | LIBOR+2.75 | % | 2.94 | % | June 10, 2014 | 2,650 | |||||||||||||
| 249 Central Park Retail |
15,960 | 5.99 | % | September 8, 2016 | 15,084 | |||||||||||||||
| South Retail |
7,041 | 5.99 | % | September 8, 2016 | 6,655 | |||||||||||||||
| Studio 56 Retail |
2,725 | 3.75 | % | May 7, 2015 | 2,592 | |||||||||||||||
| Commerce Street Retail |
6,771 | LIBOR+3.00 | % | 3.19 | % | August 18, 2014 | 6,694 | |||||||||||||
| Fountain Plaza Retail |
7,980 | 5.99 | % | September 8, 2016 | 7,542 | |||||||||||||||
| Dick’s at Town Center |
8,366 | LIBOR+2.75 | % | 2.94 | % | October 31, 2017 | 7,929 | |||||||||||||
| The Cosmopolitan |
48,010 | 3.75 | % | July 1, 2051 | — | |||||||||||||||
| Bermuda Crossroads |
10,834 | (4) | 6.01 | % | January 1, 2014 | 10,710 | ||||||||||||||
| Smith’s Landing |
24,945 | (4) | LIBOR+2.15 | % | 2.34 | % | January 31, 2014 | 24,770 | ||||||||||||
| Main Street Land |
2,208 | LIBOR+2.50 | % | 4.00 | %(3) | July 3, 2013 | 2,208 | |||||||||||||
|
|
|
|
|
|||||||||||||||||
| 219,155 | 162,408 | |||||||||||||||||||
| Credit Facility |
25,000 | LIBOR + 1.60% - 2.20 | % | 2.39 | %(5) | May 13, 2016 | 25,000 | |||||||||||||
|
|
|
|
|
|||||||||||||||||
| Total |
$ | 244,155 | $ | 187,408 | ||||||||||||||||
|
|
|
|||||||||||||||||||
| Unamortized fair value adjustment |
181 | |||||||||||||||||||
|
|
|
|||||||||||||||||||
| Indebtedness |
$ | 244,336 | ||||||||||||||||||
|
|
|
|||||||||||||||||||
|
|
||||||||||||
| (1) LIBOR rate is determined by individual lenders. |
Weighted Average Interest Rate |
4.48 | % | |||||||||
| (2) Subject to an interest rate swap lock. |
Variable Interest Rate as a % of Total |
37.10 | % | |||||||||
| (3) Subject to an interest rate floor. |
Weighted Average Maturity (years) |
9.56 | ||||||||||
| (4) Principal balance excluding any fair value adjustment that was recognized upon acquisition. |
||||||||||||
| (5) Decreased to 1.94% as of 7/16/13. |
||||||||||||
| Second Quarter 2013 Supplemental Information | Page 21 |
Definitions
Core Funds From Operations:
We calculate Core Funds From Operations (“Core FFO”) as FFO calculated in accordance with the standards established by NAREIT, adjusted for losses on debt extinguishments, non-cash stock compensation and impairment charges. Such items are non-recurring or non-cash in nature.
Management believes that the computation of FFO in accordance to NAREIT’s definition includes certain items that are not indicative of the results provided by the Company’s operating portfolio and affect the comparability of the Company’s period-over-period performance. Our calculation of Core FFO differs from NAREIT’s definition of FFO. Other equity REITs may not calculate Core FFO in the same manner as us, and, accordingly, our Core FFO may not be comparable to other REITs’ Core FFO.
Funds From Operations:
We calculate Funds From Operations (“FFO”) in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as net income (loss) (calculated in accordance with accounting principles generally accepted in the United States (“GAAP”)), excluding gains (or losses) from sales of depreciable operating property, real estate related depreciation and amortization (excluding amortization of deferred financing costs) and after adjustments for unconsolidated partnerships and joint ventures.
FFO is a supplemental non-GAAP financial measure. Management uses FFO as a supplemental performance measure because it believes that FFO is beneficial to investors as a starting point in measuring our operational performance. Specifically, in excluding real estate related depreciation and amortization and gains and losses from property dispositions, which do not relate to or are not indicative of operating performance, FFO provides a performance measure that, when compared year over year, captures trends in occupancy rates, rental rates and operating costs. Other equity REITs may not calculate FFO in accordance with the NAREIT definition as we do, and, accordingly, our FFO may not be comparable to such other REITs’ FFO.
| Second Quarter 2013 Supplemental Information | Page 22 |
Definitions
Net Operating Income:
We calculate Net Operating Income (“NOI”) as property revenues (base rent, expense reimbursements and other revenue) less property expenses (rental expenses and real estate taxes). For our office, retail and multifamily segments, NOI excludes general contracting and real estate services expenses, depreciation and amortization, general and administrative expenses, and impairment charges. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to such other REITs’ NOI. NOI is not a measure of operating income or cash flows from operating activities as measured by GAAP and is not indicative of cash available to fund cash needs. As a result, net operating income should not be considered an alternative to cash flows as a measure of liquidity. We consider NOI to be an appropriate supplemental measure to net income because it assists both investors and management in understanding the core operations of our real estate business.
Same Store Portfolio:
We define same store properties as including those properties that were owned and operated for the entirety of the period being presented and excluding properties that were in lease-up during the period present. We generally consider a property to be in lease-up until the earlier of (i) the quarter after which the property reaches 80% occupancy or (ii) the thirteenth quarter after the property receives its certificate of occupancy. The following table shows the properties included in the same store and non-same store portfolio for the comparative periods presented.
| Second Quarter 2013 Supplemental Information | Page 23 |
Definitions
| Comparison of Three Months Ended June 30, 2013 to 2012 |
Comparison of Six Months Ended June 30, 2013 to 2012 | |||||||
| Same Store | Non-Same Store | Same Store | Non-Same Store | |||||
| Office Properties |
||||||||
| Armada Hoffler Tower |
X | X | ||||||
| One Columbus |
X | X | ||||||
| Two Columbus |
X | X | ||||||
| Virginia Natural Gas |
X | X | ||||||
| Richmond Tower |
X | X | ||||||
| Oyster Point |
X | X | ||||||
| Sentara Williamsburg |
X | X | ||||||
| Retail Properties |
||||||||
| Bermuda Crossroads |
X | X | ||||||
| Broad Creek Shopping Center |
X | X | ||||||
| Courthouse 7-Eleven |
X | X | ||||||
| Gainsborough Square |
X | X | ||||||
| Hanbury Village |
X | X | ||||||
| North Point Center |
X | X | ||||||
| Parkway Marketplace |
X | X | ||||||
| Harrisonburg Regal |
X | X | ||||||
| Dick’s at Town Center |
X | X | ||||||
| 249 Central Park Retail |
X | X | ||||||
| Studio 56 Retail |
X | X | ||||||
| Commerce Street Retail |
X | X | ||||||
| Fountain Plaza Retail |
X | X | ||||||
| South Retail |
X | X | ||||||
| Tyre Neck Harris Teeter |
X | X | ||||||
| Multifamily |
||||||||
| Smith’s Landing |
X | X | ||||||
| The Cosmopolitan |
X | X | ||||||
| Second Quarter 2013 Supplemental Information | Page 24 |