8-K

 

 

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): May 13, 2014

 

 

ARMADA HOFFLER PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   001-35908   46-1214914

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

222 Central Park Avenue, Suite 2100

Virginia Beach, Virginia

  23462
(Address of principal executive offices)   (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 May 13, 2014, Armada Hoffler Properties, Inc. (the “Company”) issued a press release announcing its financial position as of March 31, 2014, results of operations for the three months ended March 31, 2014 and other related information. Also on May 13, 2014, the Company made available on its website at www.armadahoffler.com certain supplemental information concerning the Company’s financial results and operations for the three months ended March 31, 2014. Copies of such press release and supplemental information are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

In accordance with General Instructions B.2 and B.6 of Form 8-K, the information included in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 7.01. Regulation FD Disclosure.

The disclosure contained in Item 2.02 is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.

  

Description

99.1    Press Release, dated May 13, 2014, issued by Armada Hoffler Properties, Inc., providing its financial position as of March 31, 2014 and results of operations for the three months ended March 31, 2014.
99.2    Armada Hoffler Properties, Inc. First Quarter 2014 Supplemental Information.


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: May 13, 2014     By:  

/s/ Michael P. O’Hara

      Michael P. O’Hara
      Chief Financial Officer and Treasurer


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Press Release, dated May 13, 2014, issued by Armada Hoffler Properties, Inc., providing its financial position as of March 31, 2014 and results of operations for the three months ended March 31, 2014.
99.2    Armada Hoffler Properties, Inc. First Quarter 2014 Supplemental Information.
EX-99.1

Exhibit 99.1

 

LOGO   PRESS RELEASE

 

 

ARMADA HOFFLER PROPERTIES REPORTS FIRST QUARTER 2014 RESULTS

FFO of $6.5 Million, $0.20 Per Diluted Share

Core FFO of $7.1 Million, $0.22 Per Diluted Share

Operating Property Portfolio at 94.5% Occupancy

VIRGINIA BEACH, VA, May 13, 2014 – 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 results for the quarter ended March 31, 2014.

Highlights include:

 

    Funds From Operations (“FFO”) of $6.5 million, or $0.20 per diluted share.

 

    Core FFO of $7.1 million, or $0.22 per diluted share.

 

    Occupancy increased slightly to 94.5%, compared to 94.4% as of December 31, 2013.

 

    Eleven properties under development including approximately 675,000 square feet of office and retail space and 686 multifamily units.

 

    $165.9 million of new construction contract work, including the Harbor Point project in Baltimore, Maryland, and $193.3 million of backlog.

 

    Cash dividend of $0.16 per share payable on July 10, 2014 to stockholders of record on July 1, 2014.

 

    Anthropologie will be opening a 9,000 square foot store at the Town Center of Virginia Beach in the fourth quarter of 2014.

 

    Today, the Company announced two new development projects, both with the Commonwealth of Virginia, for a total of 47,000 square feet. Both properties will be 100% leased for 12 years starting in early 2015.

 

    In April, the Company announced Lightfoot Marketplace, a new shopping center in Williamsburg, Virginia that will be anchored by Harris Teeter on a 20-year lease.

 

    In January, the Company closed on the previously announced acquisition of Liberty Apartments in Newport News, Virginia.


May 13, 2014

Page 2 of 8

 

“We are pleased with our solid start to the year. The winter weather had less of an impact on our construction business than we had anticipated and our general and administrative costs were positively impacted largely due to timing,” commented Louis Haddad, Chief Executive Officer. “We are encouraged by the attractive array of opportunities in our development pipeline and are excited by the volume of leasing activity that we are experiencing not only at Town Center but broadly across our portfolio.”

Financial Results

Net income was $2.5 million, or $0.08 per diluted share, for the three months ended March 31, 2014. FFO was $6.5 million, or $0.20 per diluted share, and Core FFO was $7.1 million, or $0.22 per diluted share, for the three months ended March 31, 2014. The Company believes that Core FFO is a useful supplemental performance measure as it excludes certain items including, but not limited to, losses on debt extinguishments, non-cash compensation expense and effects from non-stabilized development projects. A reconciliation of GAAP net income to FFO and Core FFO is presented on page eight of this release.

Operating Performance

The Company executed new and renewal office leases totaling 31,000 square feet, as well as new and renewal retail leases totaling 27,000 square feet. At the end of the first quarter, the Company’s office, retail and multifamily operating property portfolios were 95.4%, 93.4% and 94.2% occupied, respectively.

Balance Sheet and Financing Activity

At the end of the first quarter, the Company had total outstanding debt of approximately $317.3 million, including $80.0 million outstanding on its revolving credit facility. Approximately 46% of the Company’s debt had fixed interest rates at March 31, 2014 but after considering LIBOR interest rate caps with strike prices at or below 150 basis points, approximately 83% of the Company’s debt was fixed or hedged at March 31, 2014.

 

-MORE-


May 13, 2014

Page 3 of 8

 

Outlook

The Company is reiterating its full–year 2014 outlook parameters.

 

    For the full-year 2014, Core FFO is expected to be in line with full-year 2013 FFO.

 

    During 2014, the Company expects to deliver five development projects. These projects include: 4525 Main Street; Greentree Shopping Center; Encore Apartments; Whetstone Apartments; and Liberty Apartments.

 

    Non-stabilized projects in 2014 are expected to negatively impact FFO by approximately $1.5 million, which the Company will exclude from Core FFO.

 

    General and administrative expenses are expected to be approximately $7.8 million.

 

    Construction company annual segment profits are expected to be approximately $4.0 million.

 

    

Current Parameters

As of May 13, 2014

  

Previous Parameters

As of February 20, 2014

Total Core FFO (excluding the impact from non-stabilized projects)

   In-line with full-year 2013 FFO    In-line with full-year 2013 FFO

Non-stabilized projects - negative impact to FFO (excluded from Core FFO)

   Approximately $ 1.5 million    Approximately $ 1.5 million

General & administrative expense

   Approximately $ 7.8 million    Approximately $ 7.8 million

Third party construction company annual segment gross profit

   Approximately $ 4.0 million    Approximately $ 4.0 million

Supplemental Financial Information

Further details regarding operating results, properties and leasing statistics can be found in the Company’s supplemental financial package available at www.ArmadaHoffler.com under the Investor Relations section.

Webcast and Conference Call

The Company will host a webcast and conference call on Tuesday, May 13, 2014 at 8:30 a.m. Eastern Time to review first quarter ended March 31, 2014 results and discuss recent events. The live webcast will be available through the Investor Relations page of the Company’s website, www.ArmadaHoffler.com, or through www.viavid.com. 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 Friday, June 13, 2014, by dialing 877-870-5176 (domestic) or 858-384-5517 (international) and entering the pass code 13580585.

 

-MORE-


May 13, 2014

Page 4 of 8

 

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 comments relating to the current and future performance of the Company’s operating property portfolio, the Company’s identified and next generation development pipelines, the Company’s construction and development business, including backlog, and financing activities as well as comments on the Company’s outlook. 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 Annual Report on Form 10-K for the year ended December 31, 2013, and other documents filed by the Company with the Securities and Exchange Commission.

Non-GAAP Financial Measures

The Company calculates 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 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. The Company uses FFO as a supplemental performance measure because it believes that FFO is beneficial to investors as a starting point in measuring the Company’s 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. We also believe that, as a widely recognized measure of the performance of REITs, FFO will be used by investors as a basis to compare the Company’s operating performance with that of other REITs.

 

-MORE-


May 13, 2014

Page 5 of 8

 

However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the Company’s properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of the Company’s properties, all of which have real economic effects and could materially impact the Company’s results from operations, the utility of FFO as a measure of the Company’s performance is limited. In addition, other equity REITs may not calculate FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company’s FFO may not be comparable to such other REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company’s performance.

Management also believes that the computation of FFO in accordance with NAREIT’s definition includes certain items that are not indicative of the results provided by the Company’s operating property portfolio and affect the comparability of the Company’s period-over-period performance. Accordingly, the Company further adjusts FFO to arrive at Core FFO, which eliminates certain of these items, including, but not limited to, gains and losses on the extinguishment of debt and non-cash stock compensation expense.

For reference, as an aid in understanding the Company’s computation of FFO and Core FFO, a reconciliation of net income calculated in accordance with GAAP to FFO and Core FFO has been included on page eight of this release.

 

-MORE-


May 13, 2014

Page 6 of 8

 

ARMADA HOFFLER PROPERTIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEET

(dollars in thousands)

 

     March 31,     December 31,  
     2014     2013  
     (Unaudited)        
Assets   

Real estate investments:

    

Income producing property

   $ 434,281      $ 406,239   

Held for development

     —          —     

Construction in progress

     78,536        56,737   

Accumulated depreciation

     (108,706     (105,228
  

 

 

   

 

 

 

Net real estate investments

     404,111        357,748   

Cash and cash equivalents

     13,444        18,882   

Restricted cash

     2,754        2,160   

Accounts receivable, net

     18,884        18,272   

Construction receivables, including retentions

     12,736        12,633   

Construction costs and estimated earnings in excess of billings

     1,184        1,178   

Other assets

     25,799        24,409   
  

 

 

   

 

 

 

Total Assets

   $ 478,912      $ 435,282   
  

 

 

   

 

 

 
Liabilities and Equity   

Indebtedness

   $ 317,271      $ 277,745   

Accounts payable and accrued liabilities

     7,158        6,463   

Construction payables, including retentions

     27,047        28,139   

Billings in excess of construction costs and estimated earnings

     1,134        1,541   

Other liabilities

     16,264        15,873   
  

 

 

   

 

 

 

Total Liabilities

   $ 368,874      $ 329,761   
  

 

 

   

 

 

 

Total Equity

     110,038        105,521   
  

 

 

   

 

 

 

Total Liabilities and Equity

   $ 478,912      $ 435,282   
  

 

 

   

 

 

 

 

-MORE-


May 13, 2014

Page 7 of 8

 

ARMADA HOFFLER PROPERTIES, INC.

CONDENSED CONSOLIDATED INCOME STATEMENT

(dollars in thousands, except per share)

 

     Three Months Ended
March 31,
 
     2014     2013  
     (Unaudited)  

Revenues

    

Rental revenues

   $ 15,193      $ 13,398   

General contracting and real estate services

     19,234        17,956   
  

 

 

   

 

 

 

Total revenues

     34,427        31,354   
  

 

 

   

 

 

 

Expenses

    

Rental expenses

     3,976        3,229   

Real estate taxes

     1,343        1,212   

General contracting and real estate services

     17,985        17,458   

Depreciation and amortization

     3,969        3,159   

General and administrative

     2,046        717   
  

 

 

   

 

 

 

Total expenses

     29,319        25,775   
  

 

 

   

 

 

 

Operating income

     5,108        5,579   

Interest expense

     (2,565     (3,915

Other income

     112        267   
  

 

 

   

 

 

 

Income before taxes

     2,655        1,931   

Income tax provision

     (149     —     
  

 

 

   

 

 

 

Net income

   $ 2,506      $ 1,931   
  

 

 

   

 

 

 

Per Share:

    

Basic and Diluted

   $ 0.08     

Weighted Average Common Shares and Units:

    

Basic and Diluted

     32,825     

 

-MORE-


May 13, 2014

Page 8 of 8

 

ARMADA HOFFLER PROPERTIES, INC.

RECONCILIATION OF NET INCOME TO CORE FUNDS FROM OPERATIONS

(dollars in thousands, except per share)

 

     Three Months Ended
March 31, 2014
 
     (Unaudited)  

Net income

   $ 2,506   

Depreciation and amortization

     3,969   
  

 

 

 

Funds From Operations

   $ 6,475   

Non-cash stock compensation

     329   

Non-stabilized development projects

     261   

Loss on extinguishment of debt

     —     

Loan modification costs

     —     

Impairment charges

     —     
  

 

 

 

Core Funds From Operations

   $ 7,065   
  

 

 

 

Funds From Operations per diluted share

   $ 0.20   
  

 

 

 

Core Funds From Operations per diluted share

   $ 0.22   
  

 

 

 

Common Shares and Units Outstanding

     32,825   

Contact:

Julie Loftus Trudell

Armada Hoffler Properties, Inc.

Vice President of Investor Relations

Email: JTrudell@ArmadaHoffler.com

Phone: (757) 366-6692

###

EX-99.2

Exhibit 99.2

 

LOGO

Armada Hoffler Properties, Inc.

First Quarter 2014 Supplemental Information

ARMADA HOFFLER

PROPERTIES


LOGO

 

Table of Contents

Forward Looking Statements 3

Corporate Profile 4

First Quarter Results and Financial Summary 5

Highlights 6

2014 Outlook 7

Summary Information 8

Summary Balance Sheet 9

Summary Income Statement 10

Core FFO & AFFO 11

Summary of Outstanding Debt 12

Debt to Core EBITDA 13

Debt Information 14

Portfolio Summary & Business Segment Overview 15

Stabilized Portfolio Summary 16

Stabilized Portfolio Summary Footnotes 17

Development Pipeline 18

Construction Business Summary 19

Operating Results & Property-Type Segment Analysis 20

Same Store NOI by Segment 21

Top 10 Tenants by Annual Base Rent 22

Office Lease Summary 23

Retail Lease Summary 25

Historical Occupancy 27

Appendix - Understanding AHH 29

Corporate Overview 30

Differentiation Provides Value Creation 31

Business Segmentation Overview 32

Components of NAV 33

Stabilized Portfolio 34

Identified & Next Generation Pipeline 35

3rd Party Construction 36

Net Asset Value Component Data 37

Appendix - Definitions & Reconciliations 38

Definitions 39

Reconciliations 43

ARMADA HOFFLER

PROPERTIES

2


LOGO

 

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, 2014, and the unaudited consolidated financial statements appearing in our press release dated May 13, 2014, which has been furnished as Exhibit 99.1 to our Form 8-K filed on May 13, 2014. The Company makes 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 funds from operations, core funds from operations, adjusted funds from operations, 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 the Company may not be able to realize them. The Company does not guarantee that the transactions and events described will happen as described (or that they will happen at all). For further discussion of risk factors and other events that could impact our future results, please refer to the section entitled “Risk Factors” in our most recent Annual Report on Form 10-K filed with the Securities and Exchange

Commission (the “SEC), and the documents subsequently filed by us from time to time with the SEC.

ARMADA HOFFLER

PROPERTIES

3


LOGO

 

Corporate Profile

Corporate Information

Armada Hoffler Properties, Inc. (NYSE: AHH) is a full service real estate investment trust company that develops, builds, owns and manages institutional grade office, retail and multifamily properties in the Mid-Atlantic U.S. The Company also provides general construction and development services to third-party clients throughout the Mid-Atlantic and Southeastern regions of the U.S. Armada Hoffler Properties was founded in 1979 and is headquartered in Virginia Beach, VA.

Management & Board

Board of Directors

Daniel A. Hoffler Executive Chairman of the Board

A. Russell Kirk Vice Chairman of the Board

Louis S. Haddad Director

John W. Snow Lead Independent Director

George F. Allen Independent Director

James A. Carroll Independent Director

James C. Cherry Independent Director

Joseph W. Prueher Independent Director

Janney, Montgomery, & Scott LLC Raymond James & Associates

Michael Gorman Richard Mulligan

(215) 665-6224 (727) 567-2660

mgorman@janney.com rj.milligan@raymondjames.com

Corporate Officers

Louis S. Haddad President and Chief Executive Officer

Anthony P. Nero President of Development

Shelly R. Hampton President of Asset Management

Eric E. Apperson President of Construction

Michael P. O’Hara Chief Financial Officer and Treasurer

Eric L. Smith Vice President of Operations and Secretary

Analyst Coverage

Robert W. Baird & Co. Stifel, Nicolaus & Company, Inc. Wunderlich Securities

David Rodgers John Guinee Craig Kucera

(216) 737-7341 (443) 224-1307 (540) 277-3366

drodgers@rwbaird.com jwguinee@stifel.com ckucera@wundernet.com

Investor Relations Contact

Julie Loftus Trudell

Vice President of Investor Relations

(757) 366-6692

Jtrudell@armadahoffler.com

ARMADA HOFFLER

PROPERTIES

4


LOGO

 

First Quarter Results and Financial Summary

ARMADA HOFFLER

PROPERTIES


LOGO

 

Highlights

Financial

Funds From Operations (“FFO”) of $6.5 million, or $0.20 per diluted share.

Core FFO of $7.1 million, or $0.22 per diluted share.

Occupancy increased slightly to 94.5%, compared to 94.4% as of December 31, 2013.

Cash dividend of $0.16 per share payable on July 10, 2014 to stockholders of record on July 1, 2014.

Core debt to annualized Core EBITDA - 6.9x

Weighted average interest rate of 3.6% and average loan term to maturity of 9.7 years

Approximately 46% of debt was fixed as of March 31st but taking into account LIBOR interest rates caps approximately 83% of debt was fixed or hedged.

Operational

Eleven properties under development including 675,000 square feet of office and retail space and 686 multifamily units.

$165.9 million of new construction contract work, including the Harbor Point project in Baltimore, Maryland, and $193.3 million of backlog.

Anthropologie will be opening a 9,000 square foot store at the Town Center of Virginia Beach in the fourth quarter of 2014.

Today, the Company announced two new development projects, both with the Commonwealth of Virginia, for a total of 47,000 square feet. Both properties will be 100% leased for 12 years starting in early 2015.

In April, the Company announced Lightfoot

Marketplace, a new shopping center in Williamsburg, Virginia that will be anchored by Harris Teeter on a 20-year lease.

ARMADA HOFFLER

PROPERTIES

6


LOGO

 

2014 Outlook

Total Core FFO (excluding the impact from non-stabilized projects)

Non-stabilized projects - negative impact to FFO (excluded from Core FFO)

General & administrative expense

Third party construction company annual segment gross profit

Current Parameters As of May 13, 2014

In-line with full-year 2013 FFO

Approximately $1.5 million

Approximately $7.8 million

Approximately $4.0 million

Previous Parameters As of February 20, 2014

In-line with full-year 2013 FFO

Approximately $1.5 million

Approximately $7.8 million

Approximately $4.0 million

ARMADA HOFFLER

PROPERTIES

7


LOGO

 

Summary Information

$ in thousands, except per share

Market Capitalization

3/31/2014

% of Total Equity

Total Market Capitalization

Market Data

Total Common Shares Outstanding 58% 19,254,365

Operating Partnership (“OP”) Units Outstanding 42% 13,785,017

Common shares and OP units outstanding 100% 33,039,382

Market price per common share $10.04

Equity market capitalization $331,715

Total debt 317,271

Total market capitalization $648,986

Less: cash (16,198)

Total enterprise value $632,788

Stable Portfolio Metrics

3/31/2014

Rentable square feet or number of units:

Office 950,370

Retail 1,092,311

Multifamily (1) 626

Occupancy:

Office (2) 95.4%

Retail (2) 93.4%

Multifamily(1)(3) 94.2%

Weighted Average (4) 94.5%

Key Financials

Three months ended

Financial Information: 3/31/2014

Rental revenues $15,193

General contracting and real estate services revenues 19,234

Rental properties Net Operating Income (NOI) 9,874

General contracting and real estate services gross profit 1,249

Net income 2,506

Funds From Operations (FFO) 6,475

FFO per diluted share $0.20

Core FFO 7,065

Core FFO per diluted share $0.22

Weighted Average Shares/Units Outstanding 32,824,399

Debt Metrics

Three months ended

3/31/2014

Key Metrics

Core debt/enterprise value 42.5%

Fixed charge coverage ratio

Core EBITDA $9,686

Interest 2,565

Principal 714

Total Fixed Charges 3,279

Fixed charge coverage ratio 2.95x

Core Debt/Annualized Core EBITDA 6.9x

(1) Excludes Liberty Apartments

(2) Office and retail occupancy based on leased square feet as a % of respective total

(3) Multifamily occupancy based on occupied units as a % of respective total

(4) Total occupancy weighted by annualized base rent

ARMADA HOFFLER

PROPERTIES

8


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Summary Balance Sheet

$ in thousands

As of

3/31/2014

12/31/2013

Assets (Unaudited)

Real estate investments:

Income producing property $434,281 $406,239

Construction in progress 78,536 56,737

512,817 462,976

Accumulated depreciation (108,706) (105,228)

Net real estate investments 404,111 357,748

Cash and cash equivalents 13,444 18,882

Restricted cash 2,754 2,160

Accounts receivable, net 18,884 18,272

Construction receivables, including retentions 12,736 12,633

Costs and estimated earnings in excess of billings 1,184 1,178

Other assets 25,799 24,409

Total Assets $478,912 $435,282

Liabilities and Equity

Indebtedness $317,271 $277,745

Accounts payable and accrued liabilities 7,158 6,463

Construction payables, including retentions 27,047 28,139

Billings in excess of costs and estimated earnings 1,134 1,541

Other liabilities 16,264 15,873

Total Liabilities 368,874 329,761

Total Equity 110,038 105,521

Total Liabilities and Equity $478,912 $435,282

ARMADA HOFFLER

PROPERTIES

9


LOGO

 

Summary Income Statement

$ in thousands

Three months ended

3/31/2014 3/31/2013

Revenues (Unaudited)

Rental revenues $15,193 $13,398

General contracting and real estate services 19,234 17,956

Total Revenues 34,427 31,354

Expenses

Rental expenses 3,976 3,229

Real estate taxes 1,343 1,212

General contracting and real estate services 17,985 17,458

Depreciation and amortization 3,969 3,159

General and administrative 2,046 717

Total Expenses 29,319 25,775

Operating Income 5,108 5,579

Interest expense (2,565) (3,915)

Other income 112 267

Income before taxes 2,655 1,931

Income tax provision (149) -

Net income $2,506 $1,931

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Core FFO & AFFO

$ in thousands, except per share

Three months ended

3/31/2014

(Unaudited)

Net income $2,506

Depreciation and amortization 3,969

FFO 6,475

Core FFO

Adjustments

Loss on extinguishment of debt -

Non-cash stock compensation 329

Impairment charges -

Loan modifications -

Non-Stabilized development pipeline adjustments 261

Core FFO 7,065

Core FFO per weighted average share $0.22

AFFO

Adjustments

Non-Stabilized development pipeline adjustments (261)

Tenant improvements, leasing commissions (1) (209)

Leasing incentives -

Property related capital expenditures (219)

Non cash interest expense 133

GAAP Adjustments

Net effect of straight-line rents (389)

Amortization of lease incentives and above (below) market rents 160

Derivative (income) losses (93)

AFFO $6,187

AFFO per weighted average share $0.19

(1) Excludes tenant improvements and leasing commissions on first generation rental space.

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Summary of Outstanding Debt

$ in thousands

Debt

Amount Outstanding

Interest Rate (1)

Effective Rate as of March 31, 2014

Maturity Date

Balance at Maturity

Virginia Beach Town Center

249 Central Park Retail $15,765 5.99% September 8, 2016 $15,084

South Retail 6,955 5.99% September 8, 2016 6,655

Studio 56 Retail 2,672 3.75% May 7, 2015 2,592

Commerce Street Retail 5,597 LIBOR +2.25% 2.41% October 31, 2018 5,264

Fountain Plaza Retail 7,883 5.99% September 8, 2016 7,542

Dick’s at Town Center 8,292 LIBOR+2.75% 2.91% October 31, 2017 7,889

The Cosmopolitan 47,577 3.75% July 1, 2051 -

Diversified Portfolio

Oyster Point 6,418 5.41% December 1, 2015 6,089

Broad Creek Shopping Center

Note 1 4,490 LIBOR +2.25% 2.41% October 31, 2018 4,223

Note 2 8,244 LIBOR +2.25% 2.41% October 31, 2018 7,752

Note 3 3,451 LIBOR +2.25% 2.41% October 31, 2018 3,246

Hanbury Village

Note 1 21,388 6.67% October 11, 2017 20,499

Note 2 4,142 LIBOR +2.25% 2.41% October 31, 2018 3,777

Harrisonburg Regal 3,797 6.06% June 8, 2017 3,165

North Point Center

Note 1 10,277 6.45% February 5, 2019 9,333

Note 2 2,817 7.25% September 15, 2025 1,344

Note 4 1,024 5.59% December 1, 2014 1,007

Note 5 700 LIBOR+2.00% 3.57% (2) February 1, 2017 641

Tyre Neck Harris Teeter 2,471 LIBOR +2.25% 2.41% October 31, 2018 2,235

Smith’s Landing 24,714 LIBOR+2.15% 2.31% January 31, 2017 23,793

188,674 132,130

Credit Facility 80,000 LIBOR + 1.60% - 2.20% 1.90% May 13, 2016 80,000

Total including Credit Facility $268,674 $212,130

Development Pipeline

4525 Main Street 17,483 LIBOR+1.95% 2.11% January 30, 2017 17,483

Encore Apartments 9,279 LIBOR+1.95% 2.11% January 30, 2017 9,279

Whetstone Apartments 1,425 LIBOR+1.90% 2.06% October 8, 2016 1,425

Sandbridge Commons 3,437 LIBOR+1.85% 2.01% January 17, 2018 3,437

Liberty Apartments 18,456 (3) 5.66% November 1, 2043 -

Oceaneering - LIBOR+1.75% 1.91% February 28, 2018 -

Total Notes Payable - Development Pipeline 50,080 31,624

Unamortized fair value adjustments (1,483)

Total Notes Payable $317,271 $243,754

Weighted Average Fixed Interest Rate 5.3%

Weighted Average Variable Interest Rate 2.1%

Total Weighted Average Interest Rate 3.6%

Variable Interest Rate as a % of Total (excluding interest rate caps) 54.1%

Weighted Average Maturity (years) 9.7

1Q 2014

Capitalized Interest $616

(1) LIBOR rate is determined by individual lenders.

(2) Subject to an interest rate swap lock.

(3) Principal balance excluding any fair value adjustment recognized upon acquisition.

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Core Debt to Core EBITDA

$ in thousands

Three months ended 3/31/2014

(Unaudited)

Net Income $2,506

Excluding:

Interest Expense 2,565

Income Tax 149

Depreciation and amortization 3,969

EBITDA 9,189

Additional Adjustments:

Non-recurring or extraordinary (gains) losses -

Early extinguishment of debt -

Derivative (income) losses (93)

Non-cash stock compensation 329

Development Pipeline 261

Total Other Adjustments 497

Core EBITDA 9,686

Annualized Core EBITDA $38,744

3/31/2014

(Unaudited)

Total Debt $317,271

Excluding:

Development Pipeline Unstabilized Debt (48,597)

Core Debt $268,674

Core Debt/Annualized Core EBITDA 6.9x

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Debt Information

$ in thousands

Debt Maturity as of 3/31/2014

$120,000

$100,000

$80,000

($ in thousands)

$60,000

$40,000

$20,000

$0

2014 2015 2016 2017 2018 and thereafter

Interest Rate Cap Agreements At or Below 1.50%

Effective Date

Maturity Date

Strike Rate

Notional Amount

May 31, 2012 May 29, 2015 1.09% $9,068

September 1, 2013 March 1, 2016 1.50% 40,000

October 4, 2013 April 1, 2016 1.50% 18,500

March 14, 2014 March 1, 2017 1.25% 50,000

Total Interest Rate Caps at or Below 11.50% $117,568

Fixed Debt Outstanding 145,729

Total Fixed Interest Rate Debt (including caps) $263,297

Fixed Interest Rate Debt as a % of Total 83%

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Portfolio Summary & Business

Segmentation Overview

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Stabilized Portfolio Summary

As of 3/31/2014

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 324,348 98.2% $8,605,343 $27.01 $26.51

One Columbus Virginia Beach, VA 1984 129,424 97.4% 2,938,383 23.30 23.62

Two Columbus Virginia Beach, VA 2009 109,215 90.7% 2,509,410 25.33 27.01

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% 7,376,131 36.37 41.88

Oyster Point Newport News, VA 1989 100,214 79.8% 1,742,296 21.78 21.27

Sentara Williamsburg(6) Williamsburg, VA 2008 49,200 100.0% 1,006,140 20.45 20.50

Subtotal / Weighted Average Office Portfolio(7) 950,370 95.4% $24,745,933 $27.29 $28.60

Retail Properties Not Subject to Ground Lease

Bermuda Crossroads Chester, VA 2001 111,566 94.0% 1,409,089 13.44 13.63

Broad Creek Shopping Center Norfolk, VA 1997-2001 227,691 96.8% 3,074,931 13.95 12.75

Courthouse 7-Eleven Virginia Beach, VA 2011 3,177 100.0% 125,000 39.35 43.81

Gainsborough Square Chesapeake, VA 1999 88,862 96.5% 1,353,202 15.77 15.97

Hanbury Village Chesapeake, VA 2006-2009 61,049 86.4% 1,296,542 24.59 24.41

North Point Center Durham, NC 1998-2009 215,690 92.1% 2,348,731 11.82 11.63

Parkway Marketplace Virginia Beach, VA 1998 37,804 95.2% 702,488 19.51 20.61

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 7.79

249 Central Park Retail Virginia Beach, VA(8) 2004 91,171 96.2% 2,447,620 27.92 27.58

Studio 56 Retail Virginia Beach, VA 2007 11,600 84.8% 371,200 37.75 19.03

Commerce Street Retail(9) Virginia Beach, VA 2008 19,173 100.0% 797,090 41.57 36.92

Fountain Plaza Retail Virginia Beach, VA 2004 35,961 100.0% 996,181 27.70 39.48

South Retail(24) Virginia Beach, VA 2002 38,763 83.6% 621,240 19.17 25.18

Subtotal / Weighted Avg Retail Portfolio not Subject to Ground Leases(10) 1,092,311 93.4% $17,024,862 $16.70 $16.65

Retail Properties Subject to Ground Lease

Bermuda Crossroads(11) Chester, VA 2001 (13) 100.0% 163,350

Broad Creek Shopping Center(12) Norfolk, VA 1997-2001 (14) 100.0% 579,188

Hanbury Village(11) Chesapeake, VA 2006-2009 (15) 100.0% 1,067,598

North Point Center(11) Durham, NC 1998-2009 (16) 100.0% 1,055,125

Tyre Neck Harris Teeter(12) Portsmouth, VA 2011 (17) 100.0% 508,134

Subtotal / Weighted Avg Retail Portfolio Subject to Ground Leases 100.0% $3,373,396

Total / Weighted Avg Retail Portfolio 1,092,311(18) 93.4% $20,398,257 $16.70 $16.65

Total / Weighted Average Retail and Office Portfolio 2,042,681 94.3% $45,144,190 $21.68 $22.27

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 99.6% $3,430,260 $1,010.09

The Cosmopolitan Virginia Beach, VA 2006 342 89.8% 6,735,707 1,574.26

Total / Weighted Avg Multifamily Portfolio 626 94.2% $10,165,967 $1,303.65

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Stabilized Portfolio Summary Footnotes

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 executed leases as of March 31, 2014, divided by (b) net rentable square feet, expressed as a percentage. Percentage leased for our multifamily properties is calculated as (a) total units occupied as of March 31, 2014, 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 for executed leases as of March 31, 2014 (defined as cash base rents (before abatements) excluding tenant reimbursements for expenses paid by the landlord), 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 March 31, 2014. 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 March 31, 2014, 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 March 31, 2014.

5)As of March 31, 2014, the Company occupied 16,151 square feet at this property at an annualized base rent of $446,172, or $29.40 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, the Company 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 March 31, 2014, the Company occupied 8,995 square feet at this property at an annualized base rent of $278,965, or $31.01 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 AHH.

11)For this ground lease, the Company own the land and the tenant owns the improvements thereto. The Company will succeed to the ownership of the improvements to the land upon the termination of the ground lease.

12)The Company lease the land underlying this property from the owner of the land pursuant to a ground lease. The Company 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 March 31, 2014.

20)For the properties in our multifamily portfolio, annualized base rent is calculated by multiplying (a) base rental payments for the month ended March 31, 2014 by (b) 12.

21)Average monthly base rent per leased unit represents the average monthly rent for all leased units for the month ended March 31, 2014.

22)The Company 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 $936,143 of annualized rent from 15 retail leases at the property.

24)As of March 31, 2014, The Company occupied 2,908 square feet at this property at an annualized base rent of $12,000, or $4.13 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 and is eliminated from our revenues in consolidation.

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Development Pipeline

$ in thousands

Identified Development Pipeline Schedule

Office/Retail Location Estimated Square Footage(1) Estimated Cost(1) Cost Incurred through 3/31/2014 Start Anchor Tenant Occupancy Stabilized Operation AHH Ownership % (1) Property Type %leased Anchor Tenants

4525 Main Street(2) Virginia Beach, VA 234,000 (3) $50,000 $32,000 1Q13 3Q14 1Q16 100% Office 46% Clark Nexsen, Development Authority of Virginia Beach(3) , Anthropology (8)

Sandbridge Commons Virginia Beach, VA 70,000 13,000 6,000 4Q13 1Q15 2Q16 100% Retail 66% Harris Teeter

Brooks Crossing Newport News, VA 36,000 8,000 1,200 3Q14 3Q15 3Q15 65% Office 0% Huntington Ingalls(4)

Greentree Shopping Center(5) Chesapeake, VA 18,000 6,000 3,000 4Q13 4Q14 3Q16 100% Retail 40% Wawa

358,000 77,000 42,200

Schedule

Multifamily Location Estimated Apartment Units(1) Estimated Cost(1) Cost Incurred through 3/31/2014 Start Initial Occupancy Complete(1) Stabilized Operation AHH Ownership %

Encore Apartments(2) Virginia Beach, VA 286 $34,000 $17,000 1Q13 3Q14 4Q15 1Q16 100%

Whetstone Apartments Durham, NC 203 28,000 13,000 2Q13 3Q14 3Q15 1Q16 100%

Liberty Apartments(6) Newport News, VA 197 30,700 30,700 - - 1Q14 3Q15 100%

686 92,700 60,700

Next Generation Pipeline

Schedule

Office/Retail

Location

Estimated Square Footage(1)

Estimated Cost(1)

Cost Incurred through 3/31/2014

Start

Anchor Tenant Occupancy

Stabilized Operation

AHH Ownership % (1)

Property Type

%leased

Anchor Tenants

Oceaneering Chesapeake, VA 155,000 $26,000 $6,000 4Q13 1Q15 1Q15 100% Office 100% Oceaneering

Commonwealth of Virginia - Chesapeake Chesapeake, VA 36,000 7,000 200 2Q14 1Q15 1Q15 100% Office 100% Commonwealth of Virginia

Commonwealth of Virginia - Virginia Beach Virginia Beach, VA 11,000 3,000 - 2Q14 1Q15 1Q15 100% Office 100% Commonwealth of Virginia

Lightfoot Marketplace Williamsburg, VA 88,000 24,000 500 3Q14 1Q16 2Q17 70%(7) Retail 60% Harris Teeter

290,000 60,000 6,700

Total $229,700 $109,600

(1) Represents estimates that may change as the development process proceeds

(2) This property will be located within the Virginia Beach Town Center

(3) Approximately 83,000 square feet is leased to Clark Nexsen, an architectural firm and approximately 23,000 square feet is leased to the Development Authority of Virginia Beach

(4) The principal tenant lease has not been signed as of the date of this supplemental information

(5) AHH has completed the sale of a pad ready site to Wal-Mart adjacent to Greentree Shopping Center

(6) Reflects purchase price of the acquisition, which occurred in 1Q14

(7) AHH earns a preferred return on equity prior to any distributions to JV partners

(8) Executed lease with retail anchor

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Construction Business Summary

$ in thousands

Location

Total Contract Value

Work in Place as of 3/31/2014

Backlog

Estimated Date of Completion

Projects Greater than $5.0M

Exelon Baltimore, MD $164,662 $3,634 $161,028 1Q 2016

Hyatt Place Baltimore / Inner Harbor Hotel Baltimore, MD 24,943 6,470 18,473 3Q 2014

City of Suffolk Municipal Center Suffolk, VA 24,708 17,995 6,713 2Q 2015

Main Street Parking Garage(1) Virginia Beach, VA 17,780 15,319 2,461 3Q 2014

Sub Total 232,094 43,418 188,675

Projects Less than $5.0M 81,409 76,767 4,643

Total $313,503 $120,185 $193,318

Gross Profit Summary

Q1 2014

(Unaudited)

Revenue $19,234

Expense (17,985)

Gross Profit $1,249

(1) Related party contracts

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Operating Results & Property-

Type Segment Analysis

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Same Store NOI by Segment

(Reconciliation to GAAP located in appendix pg. 43)

$ in thousands

Three months ended 3/31

2014 2013 $ Change % Change

Office(1)

(Unaudited)

Revenue $6,549 $6,486 $63 1%

Expenses 2,131 1,946 185 10%

Net Operating Income 4,418 4,540 (122) -3%

Retail(2)

Revenue 5,228 5,005 223 4%

Expenses 1,687 1,680 7 0%

Net Operating Income 3,541 3,325 216 6%

Multi Family(3)

Revenue 1,816 1,907 (91) -5%

Expenses 831 815 16 2%

Net Operating Income 985 1,092 (107) -10%

Same Store Net Operating Income (NOI), GAAP basis $8,944 $8,957 ($13) 0%

Net effect of straight-line rents (387) (215) (172) 80%

Amortization of lease incentives and above (below) market rents 186 196 (10) -5%

Same store portfolio NOI, cash basis $8,743 $8,938 ($195) -2%

Cash Basis:

Office 3,925 4,209 (284) -7%

Retail 3,830 3,631 199 5%

Multifamily 988 1,098 (110) -10%

$8,743 $8,938 ($195) -2%

GAAP Basis:

Office 4,418 4,540 (122) -3%

Retail 3,541 3,325 216 6%

Multifamily 985 1,092 (107) -10%

$8,944 $8,957 ($13) 0%

(1) No assets excluded

(2) Bermuda Crossroads excluded

(3) Smith’s Landing and Liberty Apartments excluded

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Top 10 Tenants by Annual Base Rent

As of March 31, 2014

Office Portfolio

Tenant

Number of Leases

Number of Properties

Property(ies)

Lease Expiration

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 $7,374,020 29.8% 13.3%

Sentara Medical Group 1 1 Sentara Williamsburg 3/31/2023 1,006,140 4.1% 1.8%

Troutman Sanders LLP 1 1 Armada Hoffler Tower 8/24/2022 990,151 4.0% 1.8%

Cherry Bekaert & Holland 3 3 Armada Hoffler Tower, Richmond Tower, Oyster Point 9/20/2022 942,900 3.8% 1.7%

GSA 1 1 Oyster Point 4/26/2017 870,047 3.5% 1.6%

Pender & Coward 2 1 Armada Hoffler Tower 5/31/2030 818,985 3.3% 1.5%

The Art Institute 1 1 Two Columbus 12/31/2019 787,226 3.2% 1.4%

Kimley- Horn 1 1 Two Columbus 12/31/2018 685,863 2.8% 1.2%

Hampton University 2 1 Armada Hoffler Tower 5/3/2023 629,935 2.5% 1.1%

Hankins & Anderson 1 1 Armada Hoffler Tower 4/30/2022 572,601 2.3% 1.0%

Top 10 Total $14,677,867 59.3% 26.5%

Retail Portfolio

Tenant

Number of Leases

Number of Properties

Property(ies)

Lease Expiration

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 12/3/2019 $2,032,600 10.0% 3.7%

Harris Teeter 2 2 Tyre Neck Harris Teeter, Hanbury Village 10/16/2028 1,430,001 7.0% 2.6%

Food Lion 3 3 Broad Creek Shopping Center, Bermuda Crossroads, Gainsborough Square 3/19/2020 1,282,568 6.3% 2.3%

Dick’s Sporting Goods 1 1 Dick’s at Town Center 1/31/2020 798,000 3.9% 1.4%

Regal Cinemas 1 1 Harrisonburg Regal 4/23/2019 683,550 3.4% 1.2%

PetsMart 2 2 Broad Creek Shopping Center, North Point Center 7/21/2018 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 2.4% 0.9%

Walgreens 1 1 Hanbury Village 12/31/2083 447,564 2.2% 0.8%

Top 10 Total $8,868,044 43.5% 16.0%

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Office Lease Summary

Renewal Lease Summary(1)

GAAP

Cash

Quarter

Number of Leases Signed

Net rentable SF Signed

Leases Expiring

Net rentable SF Expiring

Contractual Rent per SF

Prior Rent per SF

Annual Change in Rent per SF

Contractual Rent per SF

Prior Rent per SF

Annual Change in Rent per SF

Weighted Average Lease Term

TI, LC, & Incentives

TI, LC, & Incentives per SF

1st Quarter 2014

1

25,506

2

5,430

$32.28

$26.66

$5.63

$29.95

$29.25

$0.70

10.00

$1,315,127

$51.56

4th Quarter 2013

5

45,677

4

5,112

26.74

25.27

1.47

23.58

27.97

(4.39)

11.34

1,927,309

42.19

3rd Quarter 2013

5

16,289

4

30,038

29.18

26.76

2.42

28.26

27.92

0.33

6.79

60,809

3.73

2nd Quarter 2013

6

29,725

4

16,635

22.86

23.14

(0.28)

21.81

24.20

(2.39)

5.68

481,389

16.19

New Lease Summary(1)

Quarter

Number of Leases Signed

Net rentable SF Signed

Contractual Rent per SF

Weighted Average Lease Term

TI, LC, & Incentives

TI, LC, & Incentives per SF

1st Quarter 2014

2

5,430

$24.12

1.00

$5,239

$0.96

4th Quarter 2013

4

18,381

23.56

10.34

577,382

31.41

3rd Quarter 2013

1

1,142

29.50

5.00

3,577

3.13

2nd Quarter 2013

2

4,046

26.77

5.00

165,628

40.94

(1) Excludes leases for space occupied by AHH.

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Office Lease Expirations

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

-

43,596

4.6%

$0

-

$0.00

2014

10

45,776

4.8%

1,277,380

5.2%

27.91

2015

11

35,957

3.8%

792,098

3.2%

22.03

2016

10

33,481

3.5%

792,784

3.2%

23.68

2017

5

65,186

6.9%

1,572,403

6.4%

24.12

2018

16

156,166

16.4%

4,211,488

17.0%

26.97

2019

6

71,512

7.5%

1,641,580

6.6%

22.96

2020

3

25,283

2.7%

772,781

3.1%

30.57

2021

4

41,363

4.4%

946,930

3.8%

22.89

2022

4

81,129

8.5%

2,270,814

9.2%

27.99

2023

4

105,160

11.1%

2,319,039

9.4%

22.05

Thereafter

7

245,761

25.9%

8,148,637

32.9%

33.16

Total / Weighted Average

80

950,370

100.0%

$24,745,933

100.0%

$27.29

35.0%

32.9%

30.0%

25.0%

20.0%

17.0%

15.0%

9.2%

9.4%

10.0%

6.4%

6.6%

5.2%

5.0%

3.2%

3.2%

3.1%

3.8%

0.0%

2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Thereafter

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Retail Lease Summary

Renewal Lease Summary(1)

GAAP

Cash

Quarter

Number of Leases Signed

Net rentable SF Signed

Leases Expiring

Net rentable SF Expiring

Contractual Rent per SF

Prior Rent per SF

Annual Change in Rent per SF

Contractual Rent per SF

Prior Rent per SF

Annual Change in Rent per SF

Weighted Average Lease Term

TI, LC, & Incentives

TI, LC, & Incentives per SF

1st Quarter 2014

5

23,857

3

6,540

$20.84

$20.41

$0.43

$21.18

$21.82

($0.64)

4.55

$63,339

$2.65

4th Quarter 2013

7

37,733

6

7,928

13.82

13.49

0.33

13.79

14.12

(0.33)

4.70

40,540

1.07

3rd Quarter 2013

6

24,506

3

3,648

24.26

25.11

(0.85)

23.55

28.34

(4.79)

5.67

227,766

9.29

2nd Quarter 2013

6

26,345

3

7,728

17.02

17.40

(0.37)

16.50

18.03

(1.53)

4.12

-

-

New Lease Summary(1)

Quarter

Number of Leases Signed

Net rentable SF Signed

Contractual Rent per SF

Weighted Average Lease Term

TI, LC, & Incentives

TI, LC, & Incentives per SF

1st Quarter 2014

1

3,160

$16.25

$10.50

$126,558

$40.05

4th Quarter 2013

2

3,270

18.67

5.06

75,884

23.21

3rd Quarter 2013

-

-

-

-

-

-

2nd Quarter 2013

6

20,037

11.59

5.34

433,101

21.62

(1) Excludes leases from space occupied by AHH

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Retail Lease Expiration

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

-

72,603

6.6%

$0

-

$0.00

2014

14

23,711

2.2%

418,056

2.5%

17.63

2015

19

65,030

6.0%

1,357,952

8.0%

20.88

2016

21

61,469

5.6%

1,442,928

8.5%

23.47

2017

21

139,345

12.8%

1,970,406

11.6%

14.14

2018

19

120,295

11.0%

1,736,312

10.2%

14.43

2019

17

299,541

27.4%

4,303,255

25.3%

14.37

2020

6

132,094

12.1%

1,647,180

9.7%

12.47

2021

5

25,204

2.3%

740,832

4.4%

29.39

2022

5

79,588

7.3%

1,151,218

6.8%

14.46

2023

5

27,625

2.5%

869,930

5.1%

31.49

Thereafter

7

45,806

4.2%

1,386,792

8.1%

30.28

Total / Weighted Average

139

1,092,311

100.0%

$17,024,862

100.0%

$16.70

30.0%

25.3%

25.0%

20.0%

15.0%

11.6%

10.2%

9.7%

10.0%

8.0%

8.5%

8.1%

6.8%

4.4%

5.1%

5.0%

2.5%

0.0%

2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Thereafter

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Historical Occupancy

Occupancy - All Properties as of

Sector

3/31/2014

12/31/2013

9/30/2013

6/30/2013

3/31/2013

Office (1)

95.4%

95.2%

93.4%

93.4%

93.9%

Retail (1)

93.4%

93.4%

93.6%

94.6%

93.9%

Multifamily(2)

94.2%

94.2%

92.7%

91.2%

93.3%

Weighted Average(3)

94.5%

94.4%

93.3%

93.5%

93.8%

(1) Office and retail occupancy based on leased square feet as a % of respective total

(2) Multifamily occupancy based on occupied units as a % of respective total

(3) Total occupancy weighted by annualized base rent

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Multifamily Occupancy

Occupancy Summary - Smiths Landing (284 available units)

Quarter Ended

Number of Units Occupied

Percentage Occupied(1)

Annualized Base Rent(2)

Average Monthly Rent per Occupied Unit

3/31/2014

283

99.6%

$3,430,260

$1,010

12/31/2013

282

99.3%

3,382,380

1,000

9/30/2013

284

100.0%

3,427,980

1,006

6/30/2013

264

93.0%

3,163,164

998

3/31/2013

284

100.0%

3,395,184

996

Occupancy Summary - The Cosmopolitan (342 available units)

Quarter Ended

Number of Units Occupied

Percentage Occupied(1)

Annualized Base Rent(2)(4)

Average Monthly Rent per Occupied Unit(3)

3/31/2014

307

89.8%

$5,799,564

$1,574

12/31/2013

308

90.1%

5,721,144

1,548

9/30/2013

296

86.5%

5,506,764

1,550

6/30/2013

307

89.9%

5,818,908

1,580

3/31/2013

300

87.7%

5,490,864

1,525

(1) Total units occupied as of each respective date

(2) Annualized base rent is calculated by multiplying (a) contractual rent due from our tenants for the last month of the respective quarter by (b) 12

(3) Average Monthly Rent per Occupied Unit is calculated as (a) annualized base rent divided by (b) the number of occupied units as of the end of the respective date.

(4) Excludes annualized base rent from retail leases

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Appendix - Understanding AHH

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Understanding AHH – Corporate Overview

Armada Hoffler Properties, Inc. is a full-service real estate investment trust (REIT) and property company that develops, builds, owns and manages institutional grade office, retail and multifamily properties in the Mid-Atlantic U.S. The Company also provides general construction and development services to third-party clients throughout the Mid-Atlantic and Southeastern regions of the U.S. Armada Hoffler Properties was founded in 1979 and is headquartered in Virginia Beach, VA.

Diversified portfolio consisting of Office, Retail and Multifamily properties

Institutional grade portfolio focused on the Mid-Atlantic region

35 year corporate track record with senior leadership team averaging more than 20 years with the company

Market Cap of ~$330 million as of 3/31/14

Management and previous partners own in excess of 40% of the company through limited partnership units in the operating partnership

Current Portfolio & Development Pipeline Previous Construction or Development Projects

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Understanding AHH –

Differentiation Provides Value Creation

1. Advantages of Core Stabilized Portfolio:

– Consistent cash flow

– High occupancy

– Stable same store metrics

2. Advantages of Wholesale Development Pipeline Engine:

– Equity creation

– Asset base growth

3. Advantages of Construction Company:

– Stable earnings and value creation

– Reduces risk in selecting/executing development opportunities

– Brand recognition in new markets

Development Engine

ARMADA HOFFLER

PROPERTIES

Stable Portfolio

Construction Business

Sum of the Parts Leads to Valuation

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Business Segmentation Overview

Definition

Characteristics

Valuation

Stabilized Portfolio

Includes stabilized

office, retail, and

multifamily real estate

(defined as the earlier of

80% occupancy or the

13th full quarter after

CO)

Consistent cash flow

Traditional real estate valuation, NAV/Cap Rates

High occupancy

Stable same store metrics

Development Pipeline

Real estate assets in development or ramping towards stabilization

Value creation

Equity Creation

Asset base growth

Construction Business

3rd party construction business

Stable earnings and value creation

Reduces risk in selecting/executing development opportunities

Multiples analysis

Brand recognition in new markets

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Components of NAV

Stabilized Portfolio NOI x Market Cap Rate = Stabilized Portfolio Value

+

Development Value Creation x Appropriate Discount Rate = Equity Value

+

Operating Company Income x Market Multiple = Operating Company Value

+

Other Assets

Liabilities

NAV

See Pages 34-37 for Further Information Regarding the Components of NAV

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1) Understanding AHH –Stabilized Portfolio

(Reconciliation to GAAP located in appendix pg. 44) $ in thousands

Cash NOI

Three months

ended 3/31/2014

Annualized

(Unaudited)

Diversified Portfolio

Office

$2,055

$8,220

Retail

2,999

11,996

Multifamily (1)

623

2,492

Total Diversified Portfolio NOI

$5,677

$22,708

Virginia Beach Town Center

Office(2)

$2,007

$8,028

Retail (2)

1,251

5,004

Multifamily

988

3,952

Total Virginia Beach Town Center NOI

$4,246

$16,984

Total Stabilized Portfolio NOI

$9,923

$39,692

(1) Excludes Liberty Apartments

(2) Includes leases for space occupied by Armada Hoffler which are eliminated for GAAP purposes totaling ~$210K per quarter

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2) Understanding AHH –Identified & Next Generation Pipeline

$ in thousands, unaudited

Note: The data below reflects the Company’s current estimates and projections, which may change as a result of various factors. The Company can make no assurances that the estimates and projections below will actually be realized.

Estimated Cost

Estimated Stabilized NOI

Estimated Return on Cost

Projected Value Spread

The Company’s Estimated Equity Creation

The Company’s Est. Equity Creation Excluding JV Ownership

Identified Pipeline $139,000 $11,400 8.20% 125bp $24,995 $23,903

Next Generation Pipeline 150,000 12,400 8.27% 150bp 33,251 33,251

Liberty Apartments 30,700(1) 2,000 6.51% -

Estimated Stabilized Value/Weighted Average $319,700 $25,800 8.24% $58,246 $57,154

Greater than $57M in Equity Creation – 3 to 4 Years

(1) Purchase price

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3) Understanding AHH – 3rd Party Construction

$ in thousands

Gross Profit - metric to use when evaluating the profitability and valuation of the general contracting & real estate services segment

Gross Profit Summary

Q1 2014

(Unaudited)

Revenue $19,234

Expense (17,985)

Gross Profit $1,249

Construction Company - Ongoing Profitable Business with Intrinsic Value

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4) NAV Component Data

$ in thousands

Stabilized Portfolio NOI (Cash)

Annualized three months ended

3/31/2014

Diversified Portfolio

Office $8,220

Retail 11,996

Multifamily 2,492

Total Diversified Portfolio NOI (pg. 34) $22,708

Virginia Beach Town Center

Office(1) $8,028

Retail (1) 5,004

Multifamily 3,952

Total Virginia Beach Town Center NOI (pg. 34) $16,984

Stabilized Portfolio NOI (Cash) $39,692

Other Assets

As of 3/31/2014

Other Assets

Cash and Cash Equivalents $13,444

Restricted Cash 2,754

Accounts Receivable 18,884

Construction receivables, including retentions 12,736

Other Assets 25,799

Total Other Assets $73,617

Development Pipeline

Development Investment as of 3/31/2014 $78,536

The Company’s Estimated Equity Creation - 3-4 years (pg. 35) 58,246

$136,782

Operating Companies

Outlook

3/31/2014

General Contracting and Real Estate Services per $4,000

Company 2014 parameters (pg. 7)

Liabilities & Share Count

As of 3/31/2014

Liabilities

Mortgages and notes payable $317,271

Accounts payable and accrued liabilities 7,158

Construction payables, including retentions 27,047

Other Liabilities 16,264

Total Liabilities $367,740

Share Count

Weighted Average Common Shares Outstanding 19,193

Weighted Average Operating Partnership (“OP”) Units Outstanding 13,632

Total Weighted Average Common shares and OP units outstanding 32,825

(1) Includes leases for space occupied by Armada Hoffler which are eliminated for GAAP purposes totaling ~$210K per quarter

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Appendix –

Definitions & Reconciliations

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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. (Reconciliation to GAAP located in appendix pg. 45)

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.

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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. Our calculation of Core FFO also excludes acquisition costs and the impact of development pipeline projects that are still in lease-up. 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.

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.

Adjusted Funds From Operations:

We calculate Adjusted Funds From Operations (“AFFO”) as Core FFO, (i) excluding the impact of tenant improvement and leasing commission costs, capital expenditures, the amortization of deferred financing fees, derivative (income) loss, the net effect of straight-line rents and the amortization of lease incentives and net above (below) market rents and (ii) adding back the impact of development pipeline projects that are still in lease-up and government development grants that are not included in FFO.

Management believes that AFFO provides useful supplemental information to investors regarding our operating performance as it provides a consistent comparison of our operating performance across time periods and allows investors to more easily compare our operating results with other REITs. However, other REITs may use different methodologies for calculating AFFO or similarly entitled FFO measures and, accordingly, our AFFO may not always be comparable to AFFO or other similarly entitled FFO measures of other REITs.

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Definitions

EBITDA:

We calculate EBITDA as net income (loss) (calculated in accordance with GAAP), excluding interest expense, income taxes and depreciation and amortization. Management believes EBITDA is useful to investors in evaluating and facilitating comparisons of our operating performance between periods and between REITs by removing the impact of our capital structure (primarily interest expense) and asset base (primarily depreciation and amortization) from our operating results.

Core EBITDA:

We calculate Core EBITDA as EBITDA, excluding certain items, including, but not limited to, non-recurring or extraordinary gains (losses), early extinguishment of debt, derivative (income) losses, acquisition costs and the impact of development pipeline projects that are still in lease-up. 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. Management believes that Core EBITDA provides useful supplemental information to investors regarding our ongoing operating performance as it provides a consistent comparison of our operating performance across time periods and allows investors to more easily compare our operating results with other REITs. However, other REITs may use different methodologies for calculating Core EBITDA or similarly entitled measures and, accordingly, our Core EBITDA may not always be comparable to Core EBITDA or other similarly entitled measures of other REITs.

Core Debt:

We calculate Core Debt as our total debt, excluding any construction loans associated with our development pipeline.

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.

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Same Store vs. Non-Same Store Properties

Comparison of Three Months Ended

March 31, 2014 to 2013

Same Store

Non-Same Store

Office Properties

Armada Hoffler Tower X

One Columbus X

Two Columbus X

Virginia Natural Gas X

Richmond Tower X

Oyster Point X

Sentara Williamsburg X

Retail Properties

Bermuda Crossroads X

Broad Creek Shopping Center X

Courthouse 7-Eleven X

Gainsborough Square X

Hanbury Village X

North Point Center X

Parkway Marketplace X

Harrisonburg Regal X

Dick’s at Town Center X

249 Central Park Retail X

Studio 56 Retail X

Commerce Street Retail X

Fountain Plaza Retail X

South Retail X

Tyre Neck Harris Teeter X

Multifamily

Smith’s Landing X

The Cosmopolitan X

Liberty Apartments X

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Reconciliation to GAAP - Segment Portfolio NOI

$ in thousands

Three months ended 3/31

2014

2013

Office Same Store

Rental revenues (1) $6,549 $6,486

Property expenses 2,131 1,946

NOI 4,418 4,540

Non-Same Store NOI - -

Segment NOI $4,418 $4,540

Retail Same Store(2)

Rental revenues $5,228 $5,005

Property expenses 1,687 1,680

NOI 3,541 3,325

Non-Same Store NOI 404 -

Segment NOI $3,945 $3,325

Multifamily Same Store(3)

Rental revenues $1,816 $1,907

Property expenses 831 815

NOI 985 1,092

Non-Same Store NOI 526 -

Segment NOI 1,511 1,092

Total Segment Portfolio NOI $9,874 $8,957

No assets excluded

Bermuda Crossroads excluded

Smith’s Landing and Liberty Apartments excluded

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Reconciliation to GAAP - Segment Portfolio NOI

$ in thousands

Three months ended 3/31/2014

Diversified Portfolio

Office

Retail

Multifamily

Total

Cash NOI $2,055 $2,999 $623 $5,677

Net effect of straight-line rents 248 (106) (13) 129

Amortization of lease incentives and (above) below market rents (13) 39 (14) 12

GAAP NOI $2,290 $2,932 $596 $5,818

Town Center of Virginia Beach

Office

Retail

Multifamily

Total

Cash NOI $2,007 $1,251 $988 $4,246

Net effect of straight-line rents 287 (22) (3) 262

Amortization of lease incentives and (above) below market rents (26) (146) - (172)

Elimination of AHH rent (140) (70) - (210)

GAAP NOI $2,128 $1,013 $985 $4,126

GAAP NOI

Office

Retail

Multifamily

Total

Diversified Portfolio $2,290 $2,932 $596 $5,818

Town Center of Virginia Beach 2,128 1,013 985 4,126

Unstabilized Properties - - (70) (70)

Total Segment Portfolio GAAP NOI $4,418 $3,945 $1,511 $9,874

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Reconciliation to GAAP - Segment Portfolio NOI

$ in thousands

Three months ended 3/31/2014

Office

Retail

Multifamily

Total Rental Properties

General Contracting & Real Estate Services

Total

Segment revenues $6,549 $5,770 $2,874 $15,193 $19,234 $34,427

Segment expenses 2,131 1,825 1,363 5,319 17,985 23,304

Net operating income $4,418 $3,945 $1,511 $9,874 $1,249 $11,123

Depreciation and amortization (3,969)

General and administrative expenses (2,046)

Interest expense (2,565)

Other income (expense) 112

Income tax provision (149)

Net income $2,506

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