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): February 11, 2016
ARMADA HOFFLER PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
|
Maryland |
|
001-35908 |
|
46-1214914 |
|
222 Central Park Avenue, Suite 2100 |
|
23462 |
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 February 11, 2016, Armada Hoffler Properties, Inc. (the “Company”) issued a press release announcing its financial position as of December 31, 2015, results of operations for the three and twelve months ended December 31, 2015 and other related information. Also on February 11, 2016, 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 and twelve months ended December 31, 2015. 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 |
|
Description |
|
|
|
|
|
99.1 |
|
Press Release, dated February 11, 2016, issued by Armada Hoffler Properties, Inc., providing its financial position as of December 31, 2015 and results of operations for the three and twelve months ended December 31, 2015. |
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|
|
|
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99.2 |
|
Armada Hoffler Properties, Inc. Fourth Quarter 2015 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.
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ARMADA HOFFLER PROPERTIES, INC. | |
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| |
|
|
| |
|
Date: February 11, 2016 |
/s/ MICHAEL P. O’HARA | |
|
|
Michael P. O’Hara | |
|
|
Chief Financial Officer and Treasurer | |
EXHIBIT INDEX
|
Exhibit |
|
Description |
|
|
|
|
|
99.1 |
|
Press Release, dated February 11, 2016, issued by Armada Hoffler Properties, Inc., providing its financial position as of December 31, 2015 and results of operations for the three and twelve months ended December 31, 2015. |
|
|
|
|
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99.2 |
|
Armada Hoffler Properties, Inc. Fourth Quarter 2015 Supplemental Information. |
Exhibit 99.1
|
|
PRESS RELEASE |
ARMADA HOFFLER PROPERTIES REPORTS FOURTH QUARTER AND
FULL YEAR 2015 RESULTS
Normalized FFO of $0.24 Per Diluted Share for the Fourth Quarter and
$0.93 Per Diluted Share for the Full Year
Company Introduces 2016 Full-Year Normalized FFO Guidance of
$0.93 to $0.97 Per Diluted Share
Board of Directors Increases First Quarter 2016 Cash Dividend 5.9% to $0.18 Per Share
VIRGINIA BEACH, VA, February 11, 2016 — Armada Hoffler Properties, Inc. (NYSE: AHH) today announced its results for the quarter and year ended December 31, 2015.
Highlights include:
· Funds From Operations (“FFO”) of $9.6 million, or $0.22 per diluted share, for the quarter ended December 31, 2015 compared to FFO of $8.0 million, or $0.20 per diluted share, for the quarter ended December 31, 2014. FFO of $35.9 million, or $0.87 per diluted share, for the year ended December 31, 2015 compared to FFO of $28.1 million, or $0.80 per diluted share, for the year ended December 31, 2014.
· Normalized FFO of $10.6 million, or $0.24 per diluted share, for the quarter ended December 31, 2015 compared to Normalized FFO of $8.2 million, or $0.20 per diluted share, for the quarter ended December 31, 2014. Normalized FFO of $38.7 million, or $0.93 per diluted share, for the year ended December 31, 2015 compared to Normalized FFO of $28.6 million, or $0.82 per diluted share, for the year ended December 31, 2014.
· Same Store Net Operating Income (“NOI”) for the quarter ended December 31, 2015 up 2.0% on a GAAP basis and 4.5% on a cash basis compared to the fourth quarter of 2014. Same Store NOI for the year ended December 31, 2015 up 3.2% on a GAAP basis and 5.5% on a cash basis compared to the year ended December 31, 2014.
· Core operating property portfolio occupancy at 95.3% compared to 95.7% as of December 31, 2014.
· Agreed to invest up to $23 million in the new Point Street Apartments development project in the Harbor Point area of Baltimore, Maryland with options to acquire a controlling interest upon the project’s completion.
· Completed the sale of the recently delivered Oceaneering International office building for $30 million, representing a 20% profit.
· To date, in 2016, the Company:
· Completed the sale of the Richmond Tower office building for $78 million.
· Acquired a $170.5 million retail portfolio totaling 1.1 million square feet across 11 properties with the net proceeds from the Oceaneering and Richmond Tower sales and borrowings on its unsecured revolving credit facility.
· Announced a cash dividend of $0.18 per common share for the first quarter of 2016, representing a 5.9% increase over the prior quarter’s cash dividend.
Commenting on the Company’s results, Louis Haddad, President and CEO, said, “We closed the year at the high end of our expected range and reported our sixth consecutive quarter of Same Store NOI growth. As we look ahead to 2016, I continue to be optimistic about our Company and the potential opportunities in our predevelopment pipeline. I am excited that our Board has agreed to raise our first quarter 2016 dividend almost 6%, demonstrating our commitment to enhancing value and returning it to shareholders.”
Financial Results
Net income for the fourth quarter increased 62% to $8.4 million compared to $5.2 million for the fourth quarter of 2014. Net income for the full year increased 144% to $31.2 million compared to $12.8 million for the full year 2014.
FFO for the fourth quarter increased 20% to $9.6 million compared to $8.0 million for the fourth quarter of 2014. FFO for the full year increased 28% to $35.9 million compared to $28.1 million for the full year 2014. Normalized FFO for the fourth quarter increased 30% to $10.6 million compared to $8.2 million for the fourth quarter of 2014. Normalized FFO for the full year increased 35% to $38.7 million compared to $28.6 million for the full year 2014.
The period-over-period increases in net income, FFO and Normalized FFO were primarily attributable to property acquisitions, the delivery and stabilization of new real estate development projects and organic Same Store NOI growth, partially offset by higher interest expense. Both net income and FFO were negatively impacted by higher acquisition, development and other pursuit costs. The period-over-period increases in net income were also positively impacted by higher gains on real estate sales, partially offset by higher depreciation and amortization from acquired properties and new properties placed into service.
Operating Performance
At the end of the year, the Company’s office, retail and multifamily core operating property portfolios were 95.8%, 95.5% and 94.2% occupied, respectively.
Total construction contract backlog was $83.4 million at the end of the year.
Balance Sheet and Financing Activity
In January 2016, the Company increased the total borrowing capacity on its unsecured credit facility to $225 million, consisting of a $75 million term loan and $150 million revolving credit facility.
At December 31, 2015, the Company had $382 million of total debt outstanding, including $74 million outstanding under its $150 million revolving credit facility. Total debt outstanding excludes unamortized GAAP fair value adjustments and deferred financing costs. Approximately 57% of the Company’s debt had fixed interest rates or were subject to interest rate swap locks at December 31, 2015. After considering LIBOR interest rate caps with strike prices at or below 150 basis points, 100% of the Company’s debt was fixed or hedged at December 31, 2015.
During the fourth quarter, the Company raised $3.7 million of gross proceeds under the At-The-Market (“ATM”) continuous equity offering program at a weighted average price of $10.21 per share. In December, the Company completed an underwritten public offering of 3.5 million shares of common stock at $10.70 per share, generating net proceeds of $35.1 million.
Outlook
The Company is introducing its 2016 full-year guidance. The Company expects 2016 Normalized FFO in the range of $0.93 to $0.97 per diluted share. The following table outlines the Company’s assumptions along with Normalized FFO per share estimates for the full-year 2016.
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Full-year 2016 Guidance [1] |
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Expected Ranges |
| ||
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Total GAAP NOI |
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$62.3M |
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$63.0M |
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Construction company annual segment gross profit |
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$4.7M |
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$5.2M |
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General and administrative expenses |
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$8.8M |
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$9.1M |
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Interest income |
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$2.9M |
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$3.1M |
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Interest expense |
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$16.3M |
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$16.9M |
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Normalized FFO per diluted share [2] |
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$0.93 |
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$0.97 |
|
[1] Includes the sale of the five non-core properties by June 30, 2016 and the impact of the two pending pipeline projects, as well as additional shares that may be issued under the ATM program, assuming favorable market conditions.
[2] Normalized FFO excludes certain items, including debt extinguishment losses, acquisition development and other pursuit costs, mark-to-market adjustments for interest rate derivatives and other non-comparable items. See “Non-GAAP Financial Measures.” In addition, the calculation of Normalized FFO per diluted share assumes 47.2 million weighted average shares and units outstanding, including shares issued under the ATM program.
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 Thursday, February 11, 2016 at 8:30 a.m. Eastern Time to review financial 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, March 11, 2016 by dialing 877-870-5176 (domestic) or 858-384-5517 (international) and entering the pass code 13627723.
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 development pipeline, the Company’s construction and development business, including backlog and timing of deliveries, financing activities, as well as acquisitions, dispositions and the Company’s financial outlook and expectations. 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, 2014, 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 period-over-period, 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.
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, management believes that Normalized FFO is a more useful performance measure that excludes certain items, including but not limited to, debt extinguishment losses and prepayment penalties, property acquisition, development and other pursuit costs, mark-to-market adjustments for interest rate derivatives and other non-comparable items.
For reference, as an aid in understanding the Company’s computation of FFO and Normalized FFO, a reconciliation of net income calculated in accordance with GAAP to FFO and Normalized FFO has been included on page nine of this release.
ARMADA HOFFLER PROPERTIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
|
|
|
December 31, |
| ||||
|
|
|
2015 |
|
2014 |
| ||
|
|
|
(Unaudited) |
|
|
| ||
|
Assets |
|
|
|
|
| ||
|
Real estate investments: |
|
|
|
|
| ||
|
Income producing property |
|
$ |
579,000 |
|
$ |
513,918 |
|
|
Held for development |
|
1,180 |
|
— |
| ||
|
Construction in progress |
|
53,411 |
|
81,082 |
| ||
|
Accumulated depreciation |
|
(125,380 |
) |
(116,099 |
) | ||
|
Net real estate investments |
|
508,211 |
|
478,901 |
| ||
|
|
|
|
|
|
| ||
|
Real estate investments held for sale |
|
40,232 |
|
8,538 |
| ||
|
|
|
|
|
|
| ||
|
Cash and cash equivalents |
|
26,989 |
|
25,883 |
| ||
|
Restricted cash |
|
2,824 |
|
4,224 |
| ||
|
Accounts receivable, net |
|
21,982 |
|
20,548 |
| ||
|
Notes receivable |
|
7,825 |
|
— |
| ||
|
Construction receivables, including retentions |
|
36,535 |
|
19,432 |
| ||
|
Construction costs and estimated earnings in excess of billings |
|
88 |
|
272 |
| ||
|
Other assets |
|
44,861 |
|
30,224 |
| ||
|
Total Assets |
|
$ |
689,547 |
|
$ |
588,022 |
|
|
|
|
|
|
|
| ||
|
Liabilities and Equity |
|
|
|
|
| ||
|
Indebtedness |
|
$ |
377,593 |
|
$ |
356,345 |
|
|
Accounts payable and accrued liabilities |
|
6,472 |
|
8,358 |
| ||
|
Construction payables, including retentions |
|
52,067 |
|
42,399 |
| ||
|
Billings in excess of construction costs and estimated earnings |
|
2,224 |
|
1,053 |
| ||
|
Other liabilities |
|
25,471 |
|
17,961 |
| ||
|
Total Liabilities |
|
463,827 |
|
426,116 |
| ||
|
Total Equity |
|
225,720 |
|
161,906 |
| ||
|
Total Liabilities and Equity |
|
$ |
689,547 |
|
$ |
588,022 |
|
ARMADA HOFFLER PROPERTIES, INC.
CONDENSED CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share amounts)
|
|
|
Three Months Ended |
|
Year Ended |
| ||||||||
|
|
|
December 31, |
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December 31, |
| ||||||||
|
|
|
2015 |
|
2014 |
|
2015 |
|
2014 |
| ||||
|
|
|
(Unaudited) |
|
(Unaudited) |
|
|
| ||||||
|
Revenues |
|
|
|
|
|
|
|
|
| ||||
|
Rental revenues |
|
$ |
21,771 |
|
$ |
17,521 |
|
$ |
81,172 |
|
$ |
64,746 |
|
|
General contracting and real estate services |
|
41,309 |
|
32,060 |
|
171,268 |
|
103,321 |
| ||||
|
Total revenues |
|
63,080 |
|
49,581 |
|
252,440 |
|
168,067 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Expenses |
|
|
|
|
|
|
|
|
| ||||
|
Rental expenses |
|
4,948 |
|
4,437 |
|
19,204 |
|
16,667 |
| ||||
|
Real estate taxes |
|
2,110 |
|
1,512 |
|
7,782 |
|
5,743 |
| ||||
|
General contracting and real estate services |
|
40,203 |
|
30,947 |
|
165,344 |
|
98,754 |
| ||||
|
Depreciation and amortization |
|
6,162 |
|
4,976 |
|
23,153 |
|
17,569 |
| ||||
|
General and administrative |
|
2,100 |
|
1,943 |
|
8,397 |
|
7,711 |
| ||||
|
Acquisition, development and other pursuit costs |
|
885 |
|
55 |
|
1,935 |
|
229 |
| ||||
|
Impairment charges |
|
18 |
|
— |
|
41 |
|
15 |
| ||||
|
Total expenses |
|
56,426 |
|
43,870 |
|
225,856 |
|
146,688 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Operating income |
|
6,654 |
|
5,711 |
|
26,584 |
|
21,379 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Interest income |
|
126 |
|
— |
|
126 |
|
— |
| ||||
|
Interest expense |
|
(3,411 |
) |
(2,671 |
) |
(13,333 |
) |
(10,648 |
) | ||||
|
Loss on extinguishment of debt |
|
(102 |
) |
— |
|
(512 |
) |
— |
| ||||
|
Gain on real estate dispositions |
|
4,987 |
|
2,211 |
|
18,394 |
|
2,211 |
| ||||
|
Other income (expense) |
|
72 |
|
(90 |
) |
(110 |
) |
(113 |
) | ||||
|
Income before taxes |
|
8,326 |
|
5,161 |
|
31,149 |
|
12,829 |
| ||||
|
Income tax benefit (provision) |
|
117 |
|
65 |
|
34 |
|
(70 |
) | ||||
|
Net income |
|
$ |
8,443 |
|
5,226 |
|
31,183 |
|
12,759 |
| |||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Per diluted share |
|
$ |
0.19 |
|
$ |
0.13 |
|
$ |
0.75 |
|
$ |
0.36 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Weighted average shares - diluted |
|
43,438 |
|
39,796 |
|
41,383 |
|
35,071 |
| ||||
ARMADA HOFFLER PROPERTIES, INC.
RECONCILIATION OF NET INCOME TO FFO & NORMALIZED FFO
(in thousands, except per share amounts)
|
|
|
Three Months Ended |
|
Year Ended |
| ||||||||
|
|
|
December 31, |
|
December 31, |
| ||||||||
|
|
|
2015 |
|
2014 |
|
2015 |
|
2014 |
| ||||
|
|
|
(Unaudited) |
| ||||||||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Net income |
|
$ |
8,443 |
|
$ |
5,226 |
|
$ |
31,183 |
|
$ |
12,759 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Depreciation and amortization |
|
6,162 |
|
4,976 |
|
23,153 |
|
17,569 |
| ||||
|
Gain on real estate dispositions |
|
(4,987 |
) |
(2,211 |
) |
(18,394 |
) |
(2,211 |
) | ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Funds From Operations (FFO) |
|
$ |
9,618 |
|
$ |
7,991 |
|
$ |
35,942 |
|
$ |
28,117 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Acquisition, development and other pursuit costs |
|
885 |
|
55 |
|
1,935 |
|
229 |
| ||||
|
Impairment charges |
|
18 |
|
— |
|
41 |
|
15 |
| ||||
|
Loss on extinguishment of debt |
|
102 |
|
— |
|
512 |
|
— |
| ||||
|
Derivative mark-to-market adjustments |
|
(9 |
) |
110 |
|
229 |
|
233 |
| ||||
|
|
|
|
|
|
|
|
|
|
| ||||
|
Normalized FFO |
|
$ |
10,614 |
|
$ |
8,156 |
|
$ |
38,659 |
|
$ |
28,594 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
FFO per diluted share |
|
$ |
0.22 |
|
$ |
0.20 |
|
$ |
0.87 |
|
$ |
0.80 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Normalized FFO per diluted share |
|
$ |
0.24 |
|
$ |
0.20 |
|
$ |
0.93 |
|
$ |
0.82 |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
Weighted average shares - diluted |
|
43,438 |
|
39,796 |
|
41,383 |
|
35,071 |
| ||||
Contact:
Michael P. O’Hara
Armada Hoffler Properties, Inc.
Chief Financial Officer and Treasurer
Email: MOHara@ArmadaHoffler.com
Phone: (757) 366-6684
###
Exhibit 99.2
Armada Hoffler Properties, Inc. Fourth Quarter 2015 Supplemental Information Small Cap Equity REIT Silver
Table of Contents 2 Forward Looking Statements 3 Corporate Profile 4 Highlights 5 2016 Outlook 6 Summary Information 7 Summary Balance Sheet 8 Summary Income Statement 9 FFO, Normalized FFO & Adjusted FFO 10 Outstanding Debt 11 Core Debt to Core EBITDA 12 Debt Information 13 Property Portfolio 14 Property Portfolio - Continued 15 Development Pipeline 16 Acquisitions & Dispositions 17 Construction Business Summary 18 Same Store NOI by Segment 19 Top 10 Tenants by Annualized Base Rent 20 Office Lease Summary 21 Office Lease Expirations 22 Retail Lease Summary 23 Retail Lease Expirations 24 Net Asset Value Component Data 26 Retail Portfolio Acquisition 28 NOI Contribution 29 Proforma Top 10 Tenants 30 Appendix - Definitions & Reconciliations 31 Definitions 32 Reconciliation to Property Portfolio NOI 36 Reconciliation to GAAP Net Income 37
Forward Looking Statements This Supplemental Information should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2015, and the unaudited condensed consolidated financial statements appearing in our press release dated February 11, 2016, which has been furnished as Exhibit 99.1 to our Form 8-K filed on February 11, 2016. 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, normalized 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,” “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, estimates, data or methods, which may be incorrect or imprecise, and actual results may vary materially from those anticipated, estimated or projected. 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. 3
Corporate Profile 4 Board of Directors Corporate Officers Daniel A. Hoffler Executive Chairman of the Board Louis S. Haddad President and Chief Executive Officer A. Russell Kirk Vice Chairman of the Board Anthony P. Nero President of Development Louis S. Haddad Director Shelly R. Hampton President of Asset Management John W. Snow Lead Independent Director Eric E. Apperson President of Construction George F. Allen Independent Director Michael P. O’Hara Chief Financial Officer and Treasurer James A. Carroll Independent Director Eric L. Smith Chief Investment Officer and Corporate Secretary James C. Cherry Independent Director Eva S. Hardy Independent Director Joseph W. Prueher Independent Director Analyst Coverage Janney, Montgomery, & Scott LLC Raymond James & Associates Robert W. Baird & Co. Stifel, Nicolaus & Company, Inc. Wunderlich Securities Robert Stevenson Bill Crow David Rodgers John Guinee Craig Kucera (646) 840-3217 (727) 567-2594 (216) 737-7341 (443) 224-1307 (540) 277-3366 robertstevenson@janney.com rj.milligan@raymondjames.com drodgers@rwbaird.com jwguinee@stifel.com ckucera@wundernet.com Investor Relations Contact Michael P. O’Hara Chief Financial Officer and Treasurer (757) 366-6684 mohara@armadahoffler.com Armada Hoffler Properties, Inc. (NYSE: AHH) is a full service real estate company that develops, constructs and owns institutional grade office, retail and multifamily properties in the Mid-Atlantic United States. The Company also provides general contracting and development services to third-party clients throughout the Mid-Atlantic and Southeastern regions. Armada Hoffler Properties, Inc. was founded in 1979 and is headquartered in Virginia Beach, VA. The Company has elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes.
Highlights Funds From Operations (“FFO”) of $9.6 million, or $0.22 per diluted share, for the quarter ended December 31, 2015 compared to FFO of $8.0 million, or $0.20 per diluted share, for the quarter ended December 31, 2014. FFO of $35.9 million, or $0.87 per diluted share, for the year ended December 31, 2015 compared to FFO of $28.1 million, or $0.80 per diluted share, for the year ended December 31, 2014. Normalized FFO of $10.6 million, or $0.24 per diluted share, for the quarter ended December 31, 2015 compared to Normalized FFO of $8.2 million, or $0.20 per diluted share, for the quarter ended December 31, 2014. Normalized FFO of $38.7 million, or $0.93 per diluted share, for the year ended December 31, 2015 compared to Normalized FFO of $28.6 million, or $0.82 per diluted share, for the year ended December 31, 2014. Same Store Net Operating Income (“NOI”) for the quarter ended December 31, 2015 up 2.0% on a GAAP basis and 4.5% on a cash basis compared to the fourth quarter of 2014. Same Store NOI for the year ended December 31, 2015 up 3.2% on a GAAP basis and 5.5% on a cash basis compared to the year ended December 31, 2014. Core operating property portfolio occupancy at 95.3% compared to 95.7% as of December 31, 2014. Agreed to invest up to $23 million in the new Point Street Apartments development project in the Harbor Point area of Baltimore, Maryland with options to acquire a controlling interest upon the project’s completion. Completed the sale of the recently delivered Oceaneering International office building for $30 million, representing a 20% profit. To date, in 2016, the Company: Completed the sale of the Richmond Tower office building for $78 million. Acquired a $170.5 million retail portfolio totaling 1.1 million square feet across 11 properties with the net proceeds from the Oceaneering and Richmond Tower sales and borrowings on its unsecured revolving credit facility (see page 27-30 for additional detail). Announced a cash dividend of $0.18 per common share for the first quarter of 2016, representing a 5.9% increase over the prior quarter’s cash dividend. 5
2016 Outlook The Company is introducing its 2016 full-year guidance. The Company expects 2016 Normalized FFO in the range of $0.93 to $0.97 per diluted share. The following table outlines the Company’s assumptions along with Normalized FFO per share estimates for the full-year 2016. [1] Includes the sale of the five non-core properties by June 30, 2016 and the impact of the two pending pipeline projects, as well as additional shares that may be issued under the ATM program, assuming favorable market conditions. [2] Normalized FFO excludes certain items, including debt extinguishment losses, acquisition, development and other pursuit costs, mark-to-market adjustments for interest rate derivatives and other non-comparable items. See “Non-GAAP Financial Measures.” In addition, the calculation of Normalized FFO assumes 47.2 million weighted average shares and units outstanding, including shares issued under the ATM program. 6 Full-year 2016 Guidance [1] Total GAAP NOI $62.3M $63.0M Construction company annual segment gross profit $4.7M $5.2M General and administrative expenses $8.8M $9.1M Interest income $2.9M $3.1M Interest expense $16.3M $16.9M Normalized FFO per diluted share [2] $0.93 $0.97 Expected Ranges
Summary Information $ in thousands, except per share data 7 (1) Excludes gains on real estate dispositions (2) Excludes unamortized GAAP adjustments (3) Office and retail occupancy based on occupied square feet as a % of respective total (4) Multifamily occupancy based on occupied units as a % of respective total (5) Total occupancy weighted by annualized base rent Three months ended 12/31/2015 9/30/2015 6/30/2015 3/31/2015 12/31/2014 OPERATIONAL METRICS Rental revenues $21,771 $21,303 $19,908 $18,190 $17,521 General contracting and real estate services revenues 41,309 53,822 47,066 29,071 32,060 Rental properties Net Operating Income (NOI) 14,713 14,382 13,318 11,773 11,572 General contracting and real estate services gross profit 1,106 2,106 1,783 929 1,113 EBITDA (1) 12,912 14,290 12,195 9,844 10,597 Net income 8,443 4,337 10,285 8,118 5,226 Funds From Operations (FFO) 9,618 10,654 8,841 6,829 7,991 FFO per diluted share $0.22 $0.25 $0.22 $0.17 $0.20 Normalized FFO 10,614 10,996 9,675 7,374 8,156 Normalized FFO per diluted share $0.24 $0.26 $0.24 $0.19 $0.20 CAPITALIZATION Total common shares outstanding 30,076 26,261 25,855 25,084 25,023 Operating Partnership ("OP") units outstanding 16,027 16,043 14,769 14,776 14,776 Common shares and OP units outstanding 46,103 42,304 40,624 39,860 39,799 Market price per common share $10.48 $9.77 $9.99 $10.66 $9.49 Equity market capitalization 483,159 413,310 405,834 424,908 377,693 Total debt 382,013 421,442 388,288 382,501 360,671 Total market capitalization 865,172 834,752 794,122 807,409 738,364 Less: cash (29,813) (19,434) (30,446) (35,505) (30,107) Total enterprise value $835,359 $815,318 $763,676 $771,904 $708,257 BALANCE SHEET METRICS Core debt/enterprise value 37.0% 44.6% 36.3% 28.6% 30.3% Fixed charge coverage ratio 3.1x 3.3x 3.0x 2.6x 3.1x Core Debt/Annualized Core EBITDA 6.1x 6.6x 6.0x 6.0x 5.3x CORE PORTFOLIO OCCUPANCY Office (3) 95.8% 95.5% 94.6% 93.5% 95.2% Retail (3) 95.5% 96.2% 95.6% 97.4% 96.4% Multifamily (4) 94.2% 94.9% 96.5% 96.6% 95.7% Weighted Average (5) 95.3% 95.6% 95.3% 95.6% 95.7%
Summary Balance Sheet $ in thousands 8 12/31/2015 12/31/2014 Assets (Unaudited) Real estate investments: Income producing property $579,000 $513,918 Held for development 1,180 - Construction in progress 53,411 81,082 Accumulated depreciation (125,380) (116,099) Net real estate investments 508,211 478,901 Real estate investments held for sale 40,232 8,538 Cash and cash equivalents 26,989 25,883 Restricted cash 2,824 4,224 Accounts receivable, net 21,982 20,548 Notes receivable 7,825 - Construction receivables, including retentions 36,535 19,432 Costs and estimated earnings in excess of billings 88 272 Other assets 44,861 30,224 Total Assets $689,547 $588,022 Liabilities and Equity Indebtedness $377,593 $356,345 Accounts payable and accrued liabilities 6,472 8,358 Construction payables, including retentions 52,067 42,399 Billings in excess of costs and estimated earnings 2,224 1,053 Other liabilities 25,471 17,961 Total Liabilities 463,827 426,116 Total Equity 225,720 161,906 Total Liabilities and Equity $689,547 $588,022 As of
Summary Income Statement Amounts in thousands, except per share data 9 Three months ended Year Ended 12/31/2015 12/31/2014 12/31/2015 12/31/2014 Revenues (Unaudited) (Unaudited) Rental revenues $21,771 $17,521 $81,172 $64,746 General contracting and real estate services 41,309 32,060 171,268 103,321 Total Revenues 63,080 49,581 252,440 168,067 Expenses Rental expenses 4,948 4,437 19,204 16,667 Real estate taxes 2,110 1,512 7,782 5,743 General contracting and real estate services 40,203 30,947 165,344 98,754 Depreciation and amortization 6,162 4,976 23,153 17,569 General and administrative 2,100 1,943 8,397 7,711 Acquisition, development & other pursuit costs 885 55 1,935 229 Impairment charges 18 - 41 15 Total Expenses 56,426 43,870 225,856 146,688 Operating Income 6,654 5,711 26,584 21,379 Interest income 126 - 126 - Interest expense (3,411) (2,671) (13,333) (10,648) Loss on extinguishment of debt (102) - (512) - Gain on real estate dispositions 4,987 2,211 18,394 2,211 Other income (loss) 72 (90) (110) (113) Income before taxes 8,326 5,161 31,149 12,829 Income tax benefit (provision) 117 65 34 (70) Net Income $8,443 $5,226 $31,183 $12,759 Per Diluted Share $0.19 $0.13 $0.75 $0.36 Weighted Average Shares-Diluted 43,438 39,796 41,383 35,071
FFO, Normalized FFO & Adjusted FFO(1) $ in thousands, except per share data 10 Three months ended Year Ended December 31, 12/31/2015 9/30/2015 6/30/2015 3/31/2015 2015 2014 Funds From Operations (Unaudited) (Unaudited) Net income $8,443 $4,337 $10,285 $8,118 $31,183 $12,759 Depreciation and amortization 6,162 6,317 5,766 4,908 23,153 17,569 Gain on real estate dispositions (4,987) - (7,210) (6,197) (18,394) (2,211) FFO $9,618 $10,654 $8,841 $6,829 $35,942 $28,117 FFO per diluted share $0.22 $0.25 $0.22 $0.17 $0.87 $0.80 Normalized FFO Acquisition, development & other pursuit costs 885 288 591 171 1,935 229 Loss on extinguishment of debt 102 3 180 227 512 - Impairment charges 18 - 23 - 41 15 Derivative (income) losses (9) 51 40 147 229 233 Normalized FFO $10,614 $10,996 $9,675 $7,374 $38,659 $28,594 Normalized FFO per diluted share $0.24 $0.26 $0.24 $0.19 $0.93 $0.82 Adjusted FFO Non-cash stock compensation 176 173 203 379 931 917 Acquisition, development & other pursuit costs (885) (288) (591) (171) (1,935) (229) Tenant improvements, leasing commissions (2) (509) (992) (756) (484) (2,741) (5,311) Leasing incentives (2) - - - - - (462) Property related capital expenditures (563) (640) (366) (149) (1,718) (1,479) Non-cash interest expense 215 233 240 318 1,006 514 GAAP Adjustments Net effect of straight-line rents (134) (309) (545) (646) (1,634) (1,887) Amortization of leasing incentives & above (below) market rents 174 170 217 177 738 633 Government development grants - 300 - - 300 300 AFFO $9,088 $9,643 $8,077 $6,798 $33,606 $21,590 AFFO per diluted share $0.21 $0.23 $0.20 $0.17 $0.81 $0.62 Weighted Average Common Shares Outstanding 27,411 25,958 25,587 25,042 26,006 20,946 Weighted Average Operating Partnership ("OP") Units Outstanding 16,027 15,919 14,769 14,776 15,377 14,125 Total Weighted Average Common shares and OP units outstanding 43,438 41,877 40,356 39,818 41,383 35,071 (1) See definitions on pages 32-33 (2) Excludes first generation rental space.
Outstanding Debt $ in thousands 11 30 Day LIBOR 0.422% (1) Subject to an interest rate swap lock. (2) Includes debt subject to interest rate swap locks. (3) Excludes debt subject to interest rate swap locks. Debt Maturities & Principal Payments Debt Stated Rate Effective Rate as of 12/31/2015 Maturity Date 2016 2017 2018 2019 2020 Thereafter Amount Outstanding as of 12/31/2015 Secured Notes Payable - Core Debt 249 Central Park Retail 5.99% 5.99% 9/8/2016 $15,282 $15,282 South Retail 5.99% 5.99% 9/8/2016 6,742 6,742 Fountain Plaza Retail 5.99% 5.99% 9/8/2016 7,641 7,641 Encore Apartments L+1.95% 2.37% 1/30/2017 25,184 25,184 North Point Note 5 L+2.00% 3.57% (1) 2/1/2017 21 643 664 Oyster Point L+1.40% - 2.00% 2.17% 2/28/2017 6,400 6,400 Harrisonburg Regal 6.06% 6.06% 6/8/2017 207 3,256 3,463 Commonwealth of Virginia - Chesapeake L+1.90% 2.32% 8/28/2017 4,933 4,933 Hanbury Village 6.67% 6.67% 10/11/2017 261 20,709 20,970 Sandbridge Commons L+1.85% 2.27% 1/17/2018 238 247 8,525 9,010 Columbus Village Note 1 L+2.00% 3.05% (1) 4/5/2018 171 179 6,079 6,429 Columbus Village Note 2 L+2.00% 2.42% 4/5/2018 46 47 2,217 2,310 North Point Center Note 1 6.45% 6.45% 2/5/2019 193 205 219 9,352 9,969 Socastee Commons 4.57% 4.57% 1/6/2023 90 95 100 105 109 4,458 4,957 North Point Center Note 2 7.25% 7.25% 9/15/2025 98 105 113 121 130 2,095 2,662 Smith's Landing 4.05% 4.05% 6/1/2035 715 747 779 811 843 17,331 21,226 Liberty Apartments 5.66% 5.66% 11/1/2043 308 325 344 364 385 18,586 20,312 The Cosmopolitan 3.75% 3.75% 7/1/2051 636 660 686 712 739 43,086 46,519 Total - Secured Core Debt $32,649 $63,735 $19,062 $11,465 $2,206 $85,556 $214,673 Secured Notes Payable - Development Pipeline 4525 Main Street L+1.95% 2.37% 1/30/2017 31,613 31,613 Lightfoot Marketplace L+1.90% 2.32% 11/14/2017 7,759 7,759 Johns Hopkins Village L+1.90% 2.32% 7/30/2018 3,968 3,968 Total - Development Pipeline - 39,372 3,968 - - - 43,340 Total Secured Notes Payable $32,649 $103,107 $23,030 $11,465 $2,206 $85,556 $258,013 Unsecured Core Debt Senior unsecured line of credit L+1.40% - 2.00% 2.17% 2/20/2019 74,000 74,000 Senior unsecured term loan L+1.35% - 1.95% 2.12% (1) 2/20/2020 50,000 50,000 Total - Unsecured Core Debt - - - 74,000 50,000 - 124,000 Total Notes Payable excluding GAAP Adjustments $32,649 $103,107 $23,030 $85,465 $52,206 $85,556 $382,013 Balloon Payments 29,281 100,194 20,731 83,333 50,000 5,567 289,106 Principal amortization 3,368 2,913 2,299 2,132 2,206 79,989 92,907 Total Consolidated Debt $32,649 $103,107 $23,030 $85,465 $52,206 $85,556 $382,013 Fixed-rate Debt (2) 32,365 26,924 8,320 11,465 52,206 85,556 216,836 Variable-rate Debt (3) 284 76,183 14,710 74,000 - - 165,177 Total Consolidated Debt $32,649 $103,107 $23,030 $85,465 $52,206 $85,556 $382,013 GAAP Adjustments (4,420) Total Notes Payable $377,593
Core Debt to Core EBITDA(1) $ in thousands 12 Three months ended 12/31/2015 9/30/2015 6/30/2015 3/31/2015 12/31/2014 Net Income $8,443 $4,337 $10,285 $8,118 $5,226 Excluding: Interest expense 3,411 3,518 3,358 3,046 2,671 Income tax (117) 118 (4) (31) (65) Depreciation and amortization 6,162 6,317 5,766 4,908 4,976 Gain on real estate dispositions (4,987) - (7,210) (6,197) (2,211) EBITDA $12,912 $14,290 $12,195 $9,844 $10,597 Adjustments to EBITDA: Loss on extinguishment of debt 102 3 180 227 - Derivative (income) losses (9) 51 40 147 110 Non-cash stock compensation 176 173 203 379 197 Development Pipeline (606) (738) (1,086) (1,386) (802) Total Other Adjustments (337) (511) (663) (633) (495) Core EBITDA $12,575 $13,779 $11,532 $9,211 $10,102 Total Debt (2) $382,013 $421,442 $388,288 $382,501 $360,671 Adjustments to Debt: (Less) Development Pipeline (2) (43,340) (37,987) (80,877) (126,554) (116,158) (Less) Cash & restricted cash (29,813) (19,434) (30,446) (35,505) (30,107) Core Debt $308,860 $364,021 $276,965 $220,442 $214,406 Core Debt/Annualized Core EBITDA 6.1x 6.6x 6.0x 6.0x 5.3x (1) See definitions on page 34 (2) Excludes GAAP adjustments
Debt Information $ in thousands 13 (1) Excludes debt subject to interest rate swap locks. (2) Includes debt subject to interest rate swap locks. (3) Excludes GAAP adjustments. (4) Includes interest rate caps less than or equal to 1.50% Fixed - rate & Hedged Debt (4) 100% $0 $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 2016 2017 2018 2019 2020 2021 and thereafter ($ In Thousands) Debt Maturities & Principal Payments Total Debt Composition Weighted Average Percent of Debt Interest Rate Maturity Secured vs. Unsecured Debt Unsecured Debt 32.8% 2.2% 3.5 Yrs Secured Debt 67.2% 1.7% 4.6 Yrs Variable vs. Fixed-rate Debt Variable-rate Debt (1) 43.2% 2.2% 2.6 Yrs Fixed-rate Debt (2)(3) 56.8% 5.0% 16.8 Yrs Fixed-rate and Hedged Debt (2)(3)(4) 100.0% Total 3.5% 8.8 Yrs Interest Rate Cap Agreements At or Below 1.50% Effective Date Maturity Date Strike Rate Notional Amount 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 October 26, 2015 October 15, 2017 1.25% 75,000 Total Interest Rate Caps at or Below 1.50% $183,500 Fixed-rate Debt (2)(3) 216,836 Fixed-rate and Hedged Debt $400,336 % of Total (3) 100.0%
Property Portfolio As of 12/31/15 The net rentable square footage for each of our retail properties is the sum of (a) the square footage of existing leases, plus (b) for available space, the field verified square footage. Occupancy for each of our retail properties is calculated as (a) square footage under executed leases as of December 31, 2015, divided by (b) net rentable square feet, expressed as a percentage. For the properties in our retail portfolios, annualized base rent, or ABR, is calculated by multiplying (a) base rental payments for executed leases as of December 31, 2015 (defined as cash base rents before abatements) excluding tenant reimbursements for expenses paid by the landlord), by (b) 12. ABR per leased square foot is calculated by dividing (a) ABR, by (b) square footage under executed leases as of December 31, 2015. In the case of triple net or modified gross leases, ABR does not include tenant reimbursements for real estate taxes, insurance, common area or other operating expenses. Excludes the square footage of land subject to ground leases As of December 31, 2015, the Company occupied 8,995 square feet at this property at an ABR of $295,900, or $32.90 per leased square foot, which amounts are reflected in this table. The rent paid by us is eliminated in accordance with GAAP. Includes $32,760 of ABR pursuant to a rooftop lease. 14 Property Anchor Tenant Location Town Center Unencumbered ABR Year Built Net Rentable Square Feet (1) Core Occupancy (2) ABR (3) ABR per Leased SF (3) Retail Properties - Excluding Properties Subject to Ground Lease 249 Central Park Retail (4) Cheesecake Factory, Brooks Brothers, Gordon Biersch Virginia Beach, VA ü - 2004 91,366 89.7% $2,291,649 $27.98 Bermuda Crossroads Food Lion, OfficeMax Chester, VA 100% 2001 111,566 91.3% 1,450,214 14.23 Broad Creek Shopping Center Home Depot, Food Lion, PetSmart Norfolk, VA 100% 1997-2001 227,659 98.8% 3,169,973 14.09 Columbus Village Barnes & Noble Virginia Beach, VA ü - 1980-2013 66,594 93.5% 1,200,454 19.27 Commerce Street Retail (5) Yard House Virginia Beach, VA ü 100% 2008 19,173 100.0% 788,234 41.11 Courthouse 7-Eleven 7-Eleven Virginia Beach, VA 100% 2011 3,177 100.0% 125,015 39.35 Dick's at Town Center Dick's Sporting Goods, USI Virginia Beach, VA ü 100% 2002 103,335 100.0% 1,221,866 11.82 Dimmock Square Best Buy, Old Navy Colonial Heights, VA 100% 1998 106,166 97.2% 1,723,682 16.71 Fountain Plaza Retail Ruth's Chris, Ann Taylor Virginia Beach, VA ü - 2004 35,961 100.0% 1,031,983 28.70 Gainsborough Square Food Lion, Rite Aid Chesapeake, VA 100% 1999 88,862 87.8% 1,183,308 15.16 Greentree Shopping Center Wawa Chesapeake, VA 100% 2014 15,751 85.7% 283,246 20.97 Hanbury Village Walgreens, Starbucks Chesapeake, VA 32% 2006-2009 61,049 92.8% 1,347,642 23.78 Harrisonburg Regal Regal Cinemas Harrisonburg, VA - 1999 49,000 100.0% 683,550 13.95 North Point Center Kroger, PetSmart, BB&B, Costco Durham, NC 52% 1998-2009 215,690 95.9% 2,526,028 12.21 Parkway Marketplace Rite Aid Virginia Beach, VA 100% 1998 37,804 100.0% 751,484 19.88 Perry Hall Marketplace Safeway Perry Hall, MD 100% 2001 74,256 98.0% 1,166,761 16.04 Providence Plaza Edward Jones, Chipoltle, Choate Const. Charlotte, NC 100% 2007-2008 103,118 97.4% 2,491,308 24.79 Sandbridge Commons Heartland Dental Virginia Beach, VA - 2015 16,156 79.3% 259,150 20.24 South Retail lululemon, free people Virginia Beach, VA ü - 2002 38,515 100.0% 936,020 24.30 Socastee Commons Bi-Lo Myrtle Beach, SC - 2000-2014 57,573 100.0% 661,896 11.50 Stone House Square Weis Markets Hagerstown, MD 100% 2008 108,693 90.4% 1,560,983 15.89 Studio 56 Retail McCormick & Schmick's Virginia Beach, VA ü 100% 2007 11,594 100.0% 373,360 32.20 Total / Weighted Avg Retail Portfolio 66% 1,643,058 95.5% $27,227,808 $17.35
Property Portfolio - Continued As of 12/31/15 The net rentable square footage for each of our office properties is the sum of (a) the square footage 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 consistent with the Building Owners and Managers Association, or BOMA, 1996 measurement guidelines. Occupancy for each of our office properties is calculated as (a) square footage under executed leases as of December 31, 2015, divided by (b) net rentable square feet, expressed as a percentage. Occupancy for our multifamily properties is calculated as (a) total units occupied as of December 31, 2015, divided by (b) total units available, expressed as a percentage. For the properties in our office portfolios, annualized base rent, or ABR, is calculated by multiplying (a) base rental payments for executed leases as of December 31, 2015 (defined as cash base rents (before abatements) excluding tenant reimbursements for expenses paid by the landlord), by (b) 12. ABR per leased square foot is calculated by dividing (a) ABR, by (b) square footage under executed leases as of December 31, 2015. In the case of triple net or modified gross leases, ABR does not include tenant reimbursements for real estate taxes, insurance, common area or other operating expenses. As of December 31,2015, the Company occupied 18,984 square feet at this property at an ABR of $559,294 or $29.46 per leased square foot, which amounts are reflected in this table. The rent paid by us is eliminated in accordance with GAAP. In addition, effective March 1, 2013, the Company subleases approximately 5,000 square feet of space from a tenant at this property. Pursuant to this ground lease, the Company owns 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. The Company leases the land underlying this property and re-leases it to our tenant under a ground lease pursuant to which our tenant owns the improvements on the land. For the properties in our multifamily portfolio, annualized base rent, or ABR, is calculated by multiplying (a) base rental payments for the month ended December 31, 2015 by (b) 12. ABR per occupied rentable square foot is calculated by dividing (a) ABR, by (b) net rentable square footage of occupied units as of December 31, 2015. The ABR for Liberty and Cosmopolitan excludes $206,000 and $912,000 from ground floor retail leases, concurrently. The Company leases the land underlying this property pursuant to a ground lease. 15 Net Rentable Square Feet (RSF) (1) Property Anchor Tenant Location Town Center Unencumbered ABR Year Built Core Properties Development Properties Total Core Occupancy (2) Development Leased (2) ABR (3) ABR per Leased SF (3) Office Properties 4525 Main Street Clark Nexsen, Anthropologie, west elm Virginia Beach, VA ü - 2014 - 237,893 237,893 - 57.8% $3,833,278 $27.90 Armada Hoffler Tower (4) AHH, Troutman Sanders, Williams Mullen Virginia Beach, VA ü 100% 2002 323,970 - 323,970 97.6% - 8,742,774 27.65 Commonwealth of VA - Chesapeake Commonwealth of VA Chesapeake, VA - 2015 36,227 - 36,227 100.0% - 645,927 17.83 Commonwealth of VA - Virginia Beach Commonwealth of VA Virginia Beach, VA 100% 2015 11,139 - 11,139 100.0% - 245,058 22.00 One Columbus BB&T, HBA Virginia Beach, VA ü 100% 1984 129,424 - 129,424 93.2% - 2,898,551 24.04 Oyster Point GSA, SunTrust Bank Newport News, VA - 1989 100,139 - 100,139 83.8% - 1,734,946 20.67 Richmond Tower Williams Mullen Richmond, VA 100% 2010 206,969 - 206,969 98.6% - 7,885,208 38.64 Two Columbus The Art Institute, Kimley-Horn Virginia Beach, VA ü 100% 2009 108,448 - 108,448 97.5% - 2,830,859 26.77 Total / Weighted Average Office Portfolio 78% 916,316 237,893 1,154,209 95.8% 57.8% $28,816,601 $28.38 Retail Properties Subject to Ground Lease Bermuda Crossroads (5) IHOP, O'Charley's Chester, VA - 2001 11,000 - 11,000 100.0% - $163,350 $14.85 Broad Creek Shopping Center (6) 7-Eleven, Ruby Tuesdays, Home Depot Norfolk, VA - 1997-2001 24,818 - 24,818 100.0% - 597,564 24.08 Greentree Shopping Center Wawa Chesapeake, VA - 2014 5,088 - 5,088 100.0% - 230,004 45.21 Hanbury Village (5) Harris Teeter, Walgreens Chesapeake, VA - 2006-2009 55,586 - 55,586 100.0% - 1,067,598 19.21 North Point Center (5) Home Depot, Costco Durham, NC 15% 1998-2009 280,556 - 280,556 100.0% - 1,083,666 3.86 Sandbridge Commons Harris Teeter Virginia Beach, VA - 2015 53,288 - 53,288 100.0% - 583,000 10.94 Stone House Square Capitol One Bank Hagerstown, MD 100% 2008 3,650 - 3,650 100.0% - 165,000 45.21 Tyre Neck Harris Teeter (6) Harris Teeter Portsmouth, VA 100% 2011 48,859 - 48,859 100.0% - 508,134 10.40 Total / Weighted Avg Retail Portfolio Subject to Ground Leases 19% 482,845 - 482,845 100.0% - $4,398,316 $9.11 Units Multifamily Location Town Center Unencumbered ABR Year Built Core Properties Development Properties Total Core Occupancy (2) Development Occupancy (2) ABR (7) ABR per Occupied RSF (8) Encore Apartments Virginia Beach, VA ü - 2014 286 - 286 87.4% - $3,707,184 $1.74 Liberty Apartments (9) Newport News, VA - 2014 197 - 197 94.2% - 2,131,824 1.32 Smith's Landing (10) Blacksburg, VA - 2009 284 - 284 98.6% - 3,539,076 1.11 The Cosmopolitan (9) Virginia Beach, VA ü - 2006 342 - 342 96.2% - 6,230,016 1.64 Total / Weighted Avg Multifamily Portfolio - 1,109 - 1,109 94.2% - $15,608,100 $1.45
Development Pipeline $ in thousands Point Street Apts. Lightfoot Marketplace 4525 Main Street Johns Hopkins Village 16 (1) Represents the expected estimates that may change as the development process proceeds (3) AHH earns a preferred return on equity prior to any distributions to JV Partners (4) Ground floor retail tenant (2) First full stabilized quarter (5) Includes space subject to ground lease Schedule (1) Development, Not Delivered Property Type Estimated % Leased Start Initial Occupancy Stabilized Operation (2) Estimated Cost (1) Cost to Date AHH Ownership % Anchor Tenants Johns Hopkins Village Baltimore, MD Multifamily 157 units 55% 1Q15 3Q16 3Q16 $68,000 $30,000 80% (3) CVS (4) Brooks Crossing Phase 1 Newport News, VA Mixed-use 50,000 sf NA 3Q15 3Q16 3Q17 10,000 1,000 65% (3) LOI outstanding Lightfoot Marketplace Williamsburg, VA Retail 109,000 sf (5) 71% 3Q14 3Q16 2Q17 24,000 16,000 60% (3) Harris Teeter, CHKD Total Development, Not Delivered 102,000 47,000 Development, Delivered Not Stabilized 4525 Main Street Virginia Beach, VA Office 239,000 sf 58% 1Q13 3Q14 2Q17 51,000 45,000 100% Clark Nexsen, Development Authority of Virginia Beach , Anthropologie Total $153,000 $92,000 Joint Ventures and Other Investments Option Purchase Price Loan Balance Point Street Apartments Inner Harbor Baltimore, MD Multifamily 289 units NA 1Q16 3Q17 3Q18 93,000 8,000 $23M Mezzanine Loan at 8% interest Option to purchase 88% within 27 months of completion Q4 2015 Year to Date Capitalized Interest $172 $811 Capitalized Overhead $497 $2,088
Acquisitions & Dispositions $ in thousands 17 ACQUISITIONS Properties Location Square Feet Purchase Price (1) Cash Cap Rate Purchase Date Property Type % Leased as of 12/31/15 Anchor Tenants Retail Portfolio (11 properties) Mid-Atlantic 1,082,681 $170,500 7.2% 1Q16 Retail 94% Harris Teeter, Bed Bath & Beyond Providence Plaza Charlotte, NC 103,118 $26,200 7.3% 3Q15 Retail 97% Chipotle Socastee Commons Myrtle Beach, SC 57,573 $8,600 7.3% 3Q15 Retail 100% BiLo Columbus Village Virginia Beach, VA 65,746 $21,025 6.4% 3Q15 Retail 100% Barnes & Noble Perry Hall Marketplace & Stone House Square Maryland 182,949 $39,555 7.4% 2Q15 Retail 93% Safeway & Weis Markets Dimmock Square Colonial Heights, VA 106,166 $19,662 7.3% 3Q14 Retail 100% Old Navy, Best Buy, Pier 1 Total/Weighted Average 1,598,233 $285,542 7.2% DISPOSITIONS Properties Location Square Feet/Units Sale Price Cash Cap Rate Disposition Date Property Type % Leased at closing Anchor Tenants Oyster Point Newport News, VA 100,139 $6,500 TBD 1Q17 (2) Office 84% (3) GSA Richmond Tower Richmond, VA 206,969 $78,000 7.9% 1Q16 Office 99% Williams Mullen Oceaneering Chesapeake, VA 154,000 $30,000 6.7% 4Q15 Office 100% Oceaneering International Whetstone Apartments Durham, NC 203 units $35,625 5.7% 2Q15 Multifamily 26% NA Sentara Williamsburg Williamsburg, VA 49,200 $15,450 6.3% 1Q15 Office 100% Sentara Virginia Natural Gas Virginia Beach, VA 31,000 $8,900 6.3% 4Q14 Office 100% Virginia Natural Gas Total/Weighted Average 541,308sf/ 203 units $174,475 7.0% (1) Non-GAAP purchase price (2) Anticipated closing date. The disposition is subject to customary conditions and, accordingly, there can be no assurance that this transaction will be completed on the terms set forth herein or at all. (3) As of 12/31/15
Construction Business Summary $ in thousands 18 Gross Profit Summary Q4 2015 Trailing 12 Months Revenue $41,309 $171,268 Expense (40,203) (165,344) Gross Profit $1,106 $5,924 (Unaudited) Location Total Contract Value Work in Place as of 12/31/2015 Backlog Estimated Date of Completion Highlighted Projects Exelon Baltimore, MD $178,932 $152,034 $26,898 2Q 2016 27th Street Hotel Virginia Beach, VA 50,977 10,621 40,356 2Q 2017 Four Seasons Condominium Expansion Baltimore, MD 36,369 28,958 7,411 1Q 2016 Sub Total $266,278 $191,613 $74,665 All Other Projects 136,589 127,821 8,768 Total $402,867 $319,434 $83,433
Same Store NOI by Segment $ in thousands (Reconciliation to GAAP located in appendix pg. 36) 19 (1) See page 35 for Same Store vs. Non - Same Store Properties Three months ended Year Ended 12/31/2015 12/31/2014 $ Change % Change 12/31/2015 12/31/2014 $ Change % Change Office (1) (Unaudited) Revenue $6,182 $6,243 ($61) -1.0% $24,698 $24,615 $83 0.3% Expenses 2,013 2,020 (7) -0.3% 8,175 8,140 35 0.4% Net Operating Income 4,169 4,223 (54) -1.3% 16,523 16,475 48 0.3% Retail (1) Revenue 6,632 6,318 314 5.0% 23,948 22,986 962 4.2% Expenses 1,904 1,793 111 6.2% 7,160 6,962 198 2.8% Net Operating Income 4,728 4,525 203 4.5% 16,788 16,024 764 4.8% Multifamily (1) Revenue 3,090 2,974 116 3.9% 12,159 11,638 521 4.5% Expenses 1,336 1,277 59 4.6% 5,249 5,148 101 2.0% Net Operating Income 1,754 1,697 57 3.4% 6,910 6,490 420 6.5% Same Store Net Operating Income (NOI), GAAP basis $10,651 $10,445 $206 2.0% $40,221 $38,989 $1,232 3.2% Net effect of straight-line rents 66 (206) 272 (103) (1,059) 956 Amortization of lease incentives and above (below) market rents 146 152 (6) 562 613 (51) Same store portfolio NOI, cash basis $10,863 $10,391 $472 4.5% $40,680 $38,543 $2,137 5.5% Cash Basis: Office $4,114 $3,993 $121 3.0% $16,098 $15,120 $978 6.5% Retail 4,981 4,670 311 6.7% 17,569 16,817 752 4.5% Multifamily 1,768 1,728 40 2.3% 7,014 6,606 408 6.2% $10,863 $10,391 $472 4.5% $40,680 $38,543 $2,137 5.5% GAAP Basis: Office $4,169 $4,223 ($54) -1.3% $16,523 $16,475 $48 0.3% Retail 4,728 4,525 203 4.5% 16,788 16,024 764 4.8% Multifamily 1,754 1,697 57 3.4% 6,910 6,490 420 6.5% $10,651 $10,445 $206 2.0% $40,221 $38,989 $1,232 3.2%
Top 10 Tenants by Annualized Base Rent $ in thousands As of December 31, 2015 See Page 30 for top 10 tenants after the Richmond Tower disposition and acquisition of the 6 core retail properties in the recently closed portfolio transaction 20 Office Portfolio - Top 10 Tenants Tenant Number of Leases Lease Expiration Annualized Base Rent % of Office Portfolio Annualized Base Rent % of Total Portfolio Annualized Base Rent Williams Mullen 3 2026 $ 8,857 30.7% 11.6% Clark Nexsen 1 2029 2,438 8.5% 3.2% Cherry Bekaert 3 2022 977 3.4% 1.3% Hampton University 2 2024 973 3.4% 1.3% Commonwealth of Virginia 2 2030 891 3.1% 1.2% GSA 1 2017 855 3.0% 1.1% Pender & Coward 1 2030 819 2.8% 1.1% Troutman Sanders 1 2025 806 2.8% 1.1% The Art Institute 1 2019 803 2.8% 1.1% Kimley-Horn 1 2018 703 2.4% 0.9% Top 10 Total $ 18,121 62.9% 23.8% Retail Portfolio - Top 10 Tenants Tenant Number of Leases Lease Expiration Annualized Base Rent % of Retail Portfolio Annualized Base Rent % of Total Portfolio Annualized Base Rent Home Depot 2 2019 $ 2,190 6.9% 2.9% Harris Teeter 2 2030 1,505 4.8% 2.0% Food Lion 3 2020 1,283 4.1% 1.7% Dick's Sporting Goods 1 2020 840 2.7% 1.1% Weis Markets 1 2028 802 2.5% 1.1% Safeway 2 2021 798 2.5% 1.0% Regal Cinemas 1 2019 684 2.2% 0.9% PetSmart 2 2021 649 2.1% 0.9% Kroger 1 2018 553 1.7% 0.7% Yard House 1 2023 538 1.7% 0.7% Top 10 Total $ 9,842 31.1% 12.9%
Office Lease Summary 21 Renewal Lease Summary 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 (yrs) TI & LC TI & LC per SF Q4 2015 2 5,708 2 3,947 $24.50 $23.50 $1.01 $24.39 $23.68 $0.71 1.31 $3,682 $0.65 Q3 2015 4 16,609 4 9,554 23.69 22.29 1.40 24.28 23.81 0.46 5.95 138,923 8.36 Q2 2015 - - - - - - - - - - - - - Q1 2015 1 1,120 1 2,153 37.00 37.00 - 37.00 37.00 - 4.00 3,315 2.96 New Lease Summary (1) Quarter Number of Leases Signed Net rentable SF Signed Contractual Rent per SF Weighted Average Lease Term (yrs) TI & LC TI & LC per SF Q4 2015 2 9,920 $30.13 7.17 $421,094 $42.45 Q3 2015 3 13,500 21.37 6.02 166,463 12.33 Q2 2015 1 3,500 18.25 3.00 22,345 6.38 Q1 2015 - - - - - - (1) Excludes new leases from properties in development
Office Lease Expirations 22 Year of Lease Expiration Number of Leases Expiring Square Footage of Leases Expiring (1) % Portfolio Net Rentable Square Feet Annualized Base Rent % of Portfolio Annualized Base Rent Annualized Base Rent per Leased Square Foot Available - 138,936 12.0% - $ - - $ 2016 15 20,204 1.8% 542,980 1.9% 26.87 2017 8 70,966 6.1% 1,715,975 6.0% 24.18 2018 20 160,652 13.9% 4,492,140 15.6% 27.96 2019 16 103,761 9.0% 2,484,581 8.6% 23.95 2020 4 52,028 4.5% 1,337,775 4.6% 25.71 2021 6 52,009 4.5% 1,257,492 4.4% 24.18 2022 3 48,117 4.2% 1,326,903 4.6% 27.58 2023 5 53,560 4.6% 1,284,542 4.5% 23.98 2024 0 60,751 5.3% 1,659,613 5.8% 27.32 2025 4 43,292 3.8% 1,264,013 4.4% 29.20 2026 3 16,822 1.5% 399,883 1.4% 23.77 Thereafter 9 333,111 28.9% 11,050,704 38.3% 33.17 Total / Weighted Average 93 1,154,209 100.0% 28,816,601 $ 100.0% $28.38 1.9% 6.0% 15.6% 8.6% 4.6% 4.4% 4.6% 4.5% 5.8% 4.4% 1.4% 38.3% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0% 40.0% 45.0% (1) Includes development properties in lease up
Retail Lease Summary 23 Renewal Lease Summary 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 (yrs) TI & LC TI & LC per SF Q4 2015 6 33,274 4 27,146 $20.63 $18.73 $1.89 $20.55 $19.45 $1.09 4.54 - $ - $ Q3 2015 11 28,760 5 24,491 25.03 24.67 0.37 23.96 26.42 (2.46) 2.68 96,077 3.34 Q2 2015 4 10,352 3 5,255 19.81 17.65 2.16 19.37 19.25 0.11 4.37 - - Q1 2015 - - 4 12,120 - - - - - - - - - New Lease Summary Quarter Number of Leases Signed Net rentable SF Signed Contractual Rent per SF Weighted Average Lease Term (yrs) TI & LC TI & LC per SF Q4 2015 4 24,825 $21.83 6.64 $421,094 $16.96 Q3 2015 1 3,606 19.00 10.00 42,190 11.70 Q2 2015 3 5,012 13.69 5.59 65,253 13.02 Q1 2015 4 20,531 18.00 9.08 1,575,260 76.73 (1) Excludes new leases from properties in development
Retail Lease Expirations 24 Year of Lease Expiration Number of Leases Expiring Square Footage of Leases Expiring (1) % Portfolio Net Rentable Square Feet Annualized Base Rent % of Portfolio Annualized Base Rent Annualized Base Rent per Leased Square Foot Available - 73,318 4.5% - $ - - $ 2016 35 80,932 4.9% 1,801,982 6.6% 22.27 2017 27 136,361 8.3% 2,010,077 7.4% 14.74 2018 45 232,282 14.1% 4,186,759 15.4% 18.02 2019 32 352,718 21.5% 5,311,612 19.5% 15.06 2020 32 225,792 13.7% 3,352,617 12.3% 14.85 2021 13 145,268 8.8% 2,329,277 8.6% 16.03 2022 11 112,092 6.8% 1,722,131 6.3% 15.36 2023 8 70,386 4.3% 1,798,522 6.6% 25.55 2024 7 54,779 3.3% 1,241,686 4.6% 22.67 2025 11 48,178 2.9% 1,363,419 5.0% 28.30 2026 5 20,151 1.2% 476,553 1.8% 23.65 Thereafter 6 90,801 5.5% 1,633,172 6.0% 17.99 Total / Weighted Average 232 1,643,058 100.0% 27,227,808 $ 100.0% $17.35 6.6% 7.4% 15.4% 19.5% 12.3% 8.6% 6.3% 6.6% 4.6% 5.0% 1.8% 6.0% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% (1) Includes development properties in lease up
Components of Net Asset Value Stabilized Portfolio Cash NOI ÷ Market Cap Rate = Stabilized Portfolio Value Investment in Development Pipeline Trailing 12 Months General Contracting and Real Estate Services x Appropriate Multiple = TRS Value Other Assets Liabilities NAV 25
Net Asset Value Component Data In thousands 26 Stabilized Portfolio NOI (Cash) Taxable REIT Subsidiary (TRS) Three months ended Annualized Trailing 12 Months 12/31/2015 12/31/2015 12/31/2015 Diversified Portfolio General contracting and real estate services $5,924 Office $2,350 $9,402 Retail 5,417 21,667 Other Assets Multifamily 965 3,860 Other Assets As of 12/31/2015 Total Diversified Portfolio NOI $8,732 $34,928 Cash and Cash Equivalents $26,989 Restricted Cash 2,824 Virginia Beach Town Center Accounts Receivable 21,982 Office (1) $2,342 $9,368 Notes Receivable 7,825 Retail (1) 1,618 6,472 Construction receivables, including retentions 36,535 Multifamily 1,708 6,833 Other Assets 44,949 Total Virginia Beach Town Center NOI $5,668 $22,673 Total Other Assets $141,104 Stabilized Portfolio NOI (Cash) $14,400 $57,602 Liabilities & Share Count As of 12/31/2015 Development Pipeline Liabilities Mortgages and notes payable $377,593 12/31/2015 Accounts payable and accrued liabilities 6,472 Income producing property $41,000 Construction payables, including retentions 52,067 Construction in progress 46,750 Other Liabilities 27,695 Other assets 4,250 Total Liabilities $463,827 Total cost to date (p. 16) $92,000 Three months ended Land held for development 1,180 Share Count 12/31/2015 Weighted average common shares outstanding 27,411 Weighted average operating partnership ("OP") Units Outstanding 16,027 Total weighted average common shares and OP units outstanding 43,438 (1) Includes leases for space occupied by Armada Hoffler which are eliminated for GAAP purposes
Retail Portfolio Acquisition 27
Retail Portfolio Acquisition As of January 14, 2016 Based on 2016 budget adjusted for a full year of operation $ in thousands 28 SF Anchors (Shadow) Occupancy (1) NOI (2) % of Total Portfolio NOI Property - To Hold (Core Retail Properties) South Square Raleigh-Durham-Chapel Hill, NC 109,590 Ross, Petco, Office Depot, (Target), (Sam's Club) 100% Patterson Place Raleigh-Durham-Chapel Hill, NC 160,942 Bed Bath & Beyond, PetSmart, Total Wine & More, A.C. Moore, (The Home Depot), (Kohl's), (Kroger) 100% Wendover Village Winston-Salem, NC 135,758 Bed Bath & Beyond, Golfsmith, T.J. Maxx, Petco, Five Below, (Costco) 100% Alexander Pointe Charlotte, NC 57,710 Harris Teeter 100% Harper Hill Commons Greensboro, NC 96,914 Harris Teeter 79% Northhampton Market Greenville-Spartanburg, SC 114,935 Petsmart, Hobby Lobby, Dollar Tree, (Target) 96% Sub Total/Weighted Average 675,849 96% 9,100 75% Properties Under Evaluation Willowbrook Commons Nashville, TN 93,600 Kroger 91% Oakland Marketplace Memphis, TN 64,600 Kroger 96% Waynesboro Commons Waynesboro, VA 52,415 Kroger 100% Broadmoor Plaza South Bend, IN 115,059 Kroger, Staples, Jo-Ann Fabrics 94% Kroger Junction, Pasadena, TX 81,158 Kroger, Family Dollar 78% Sub Total/Weighted Average 406,832 91% 3,100 25% Total/Weighted Average 1,082,681 94% $12,200 100%
NOI Contribution As of 12/31/15 Proforma(1) Reflects January closing of Richmond Tower and the acquisition of the 6 Core Retail properties in recently closed portfolio transaction 29 Retail 43% Multifamily 17% General Contracting 7% Office 33% Retail 56% Multifamily 16% General Contracting 7% Office 21%
Proforma Top 10 Tenants $ in thousands As of 12/31/15 Proforma(1) Office Retail 30 Reflects January closing of Richmond Tower and the acquisition of the 6 Core Retail properties in recently closed portfolio transaction Tenant Annualized Base Rent % of Retail Portfolio % of Total Portfolio Williams Mullen $ 8,857 30.7% 11.6% Clark Nexsen 2,438 8.5% 3.2% Cherry Bekaert 977 3.4% 1.3% Hampton University 973 3.4% 1.3% Commonwealth of Virginia 891 3.1% 1.2% GSA 855 3.0% 1.1% Pender & Coward 819 2.8% 1.1% Troutman Sanders 806 2.8% 1.1% The Art Institute 803 2.8% 1.1% Kimley-Horn 703 2.4% 0.9% Top 10 Total $ 18,121 62.9% 23.8% Tenant Annualized Base Rent % of Office Portfolio % of Total Portfolio Clark Nexsen $ 2,438 11.6% 3.1% Williams Mullen 1,494 7.1% 1.9% Hampton University 973 4.6% 1.3% Commonwealth of Virginia 891 4.3% 1.1% GSA 855 4.1% 1.1% Pender & Coward 819 3.9% 1.1% Troutman Sanders 806 3.8% 1.0% The Art Institute 803 3.8% 1.0% Cherry Bekaert 735 3.5% 0.9% Kimley-Horn 703 3.4% 0.9% Top 10 Total $ 10,516 50.2% 13.6% Tenant Annualized Base Rent % of Retail Portfolio % of Total Portfolio HarrisTeeter $ 2,853 9.0% 3.7% Home Depot 2,190 6.9% 2.8% Food Lion 1,283 4.0% 1.7% PetSmart 1,137 3.6% 1.5% Bed, Bath & Beyond 1,077 3.4% 1.4% Dick's Sporting Goods 840 2.6% 1.1% Weis Markets 802 2.5% 1.0% Safeway 798 2.5% 1.0% Ross 755 2.4% 1.0% Petco 739 2.3% 1.0% Top 10 Total $ 12,473 39.3% 16.1% Tenant Annualized Base Rent % of Retail Portfolio % of Total Portfolio Home Depot $ 2,190 6.9% 2.9% Harris Teeter 1,505 4.8% 2.0% Food Lion 1,283 4.1% 1.7% Dick's Sporting Goods 840 2.7% 1.1% Weis Markets 802 2.5% 1.1% Safeway 798 2.5% 1.0% Regal Cinemas 684 2.2% 0.9% PetSmart 649 2.1% 0.9% Kroger 553 1.7% 0.7% Yard House 538 1.7% 0.7% Top 10 Total $ 9,842 31.1% 12.9%
Appendix – Definitions & Reconciliations
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). 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, NOI 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. 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 period-over-period, 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. 32
Definitions Normalized Funds From Operations: We calculate Normalized Funds From Operations (“Normalized FFO") as FFO calculated in accordance with the standards established by NAREIT, adjusted for acquisition, development and other pursuit costs, gains or losses from the early extinguishment of debt, impairment charges, mark-to-market adjustments on interest rate derivatives and other noncomparable items. 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 Normalized FFO differs from NAREIT's definition of FFO. Other equity REITs may not calculate Normalized FFO in the same manner as us, and, accordingly, our Normalized FFO may not be comparable to other REITs' Normalized FFO. Adjusted Funds From Operations: We calculate Adjusted Funds From Operations (“AFFO”) as Normalized FFO adjusted for the impact of non-cash stock compensation, acquisition, development and other pursuit costs, tenant improvement, leasing commission and leasing incentive costs associated with second generation rental space, capital expenditures, non-cash interest expense, straight-line rents, the amortization of leasing incentives and above (below) market rents and proceeds from government development grants. 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. 33
Definitions EBITDA: We calculate EBITDA as net income (loss) (calculated in accordance with GAAP), excluding interest expense, income taxes and depreciation and amortization. We also exclude gains (or losses) from sales of depreciable operating property from our calculation of EBITDA. 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, debt extinguishment losses, mark-to-market adjustments on interest rate derivatives, non-cash stock compensation 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 loans associated with our development pipeline, cash & cash equivalents, and restricted cash. Same Store Portfolio: We define same store properties as those that we owned and operated for the entirety of the comparative periods presented. 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. 34
Same Store vs. Non-Same Store Properties 35 Same Store Non-Same Store Same Store Non-Same Store Office Properties 4525 Main Street X X Armada Hoffler Tower X X Commonwealth of VA - Chesapeake X X Commonwealth of VA - Virginia Beach X X Oceaneering X X One Columbus X X Oyster Point X X Richmond Tower X X Sentara Williamsburg X X Two Columbus X X Virginia Natural Gas X X Retail Properties 249 Central Park Retail X X Bermuda Crossroads X X Broad Creek Shopping Center X X Columbus Village X X Commerce Street Retail X X Courthouse 7-Eleven X X Dick’s at Town Center X X Dimmock Square X X Fountain Plaza Retail X X Gainsborough Square X X Greentree Shopping Center X X Hanbury Village X X Harrisonburg Regal X X North Point Center X X Parkway Marketplace X X Providence Plaza X X Perry Hall Marketplace X X Sandbridge Commons X X Socastee Commons X X South Retail X X Stone House Square X X Studio 56 Retail X X Tyre Neck Harris Teeter X X Multifamily Properties Encore Apartments X X Liberty Apartments X X Smith’s Landing X X The Cosmopolitan X X Whetstone Apartments X X Comparison of Year Ended 12/31/2015 to 2014 Comparison of Three Months Ended 12/31/2015 to 2014
Reconciliation to Property Portfolio NOI $ in thousands 36 (1) See page 35 for Same Store vs. Non-Same Store Properties Three months ended 12/31 Year Ended 12/31 2015 2014 2015 2014 Office Same Store (1) Rental revenues $6,182 $6,243 $24,698 $24,615 Property expenses 2,013 2,020 8,175 8,140 NOI 4,169 4,223 16,523 16,475 Non-Same Store NOI 1,074 984 5,123 2,642 Segment NOI $5,243 $5,207 $21,646 $19,117 Retail Same Store (1) Rental revenues $6,632 $6,318 $23,948 $22,986 Property expenses 1,904 1,793 7,160 6,962 NOI 4,728 4,525 16,788 16,024 Non-Same Store NOI 2,081 74 6,433 824 Segment NOI $6,809 $4,599 $23,221 $16,848 Multifamily Same Store (1) Rental revenues $3,090 $2,974 $12,159 $11,638 Property expenses 1,336 1,277 5,249 5,148 NOI 1,754 1,697 6,910 6,490 Non-Same Store NOI 907 69 2,409 (119) Segment NOI 2,661 1,766 $9,319 $6,371 Total Property Portfolio NOI $14,713 $11,572 $54,186 $42,336
Reconciliation to Property Portfolio NOI $ in thousands 37 Three months ended 12/31/2015 Diversified Portfolio Office Retail Multifamily Total Cash NOI $2,350 $5,417 $965 $8,732 Net effect of straight-line rents 152 (47) 2 107 Amortization of lease incentives and (above) below market rents (12) 6 (13) (20) GAAP NOI $2,490 $5,376 $954 $8,820 Town Center of Virginia Beach Office Retail Multifamily Total Cash NOI $2,342 $1,618 $1,708 $5,668 Net effect of straight-line rents (16) (22) (0) (38) Amortization of lease incentives and (above) below market rents (25) (85) - (110) Elimination of AHH rent (172) (78) - (250) GAAP NOI $2,129 $1,433 $1,708 $5,270 GAAP NOI Office Retail Multifamily Total Diversified Portfolio $2,490 $5,376 $954 $8,820 Town Center of Virginia Beach 2,129 1,433 1,708 5,270 Unstabilized Properties 625 - (1) 624 Total Property Portfolio NOI $5,243 $6,809 $2,661 $14,713
Reconciliation to GAAP Net Income $ in thousands 38 Office Retail Multifamily Total Property Portfolio General Contracting & Real Estate Services Total Segment revenues 7,687 $ 9,349 $ 4,735 $ 21,771 $ 41,309 $ 63,080 $ Segment expenses 2,444 2,540 2,074 7,058 40,203 47,261 Net operating income 5,243 $ 6,809 $ 2,661 $ 14,713 $ 1,106 $ 15,819 $ Depreciation and amortization (6,162) General and administrative expenses (2,100) Acquisition, development and other pursuit costs (885) Impairment charges (18) Interest income 126 Interest expense (3,411) Loss on extinguishment of debt (102) Gain on real estate dispositions 4,987 Other income (loss) 72 Income tax benefit (provision) 117 Net income 8,443 $ Office Retail Multifamily Total Rental Properties General Contracting & Real Estate Services Total Segment revenues 31,534 $ 32,064 $ 17,574 $ 81,172 $ 171,268 $ 252,440 $ Segment expenses 9,888 8,843 8,255 26,986 165,344 192,330 Net operating income 21,646 $ 23,221 $ 9,319 $ 54,186 $ 5,924 $ 60,110 $ Depreciation and amortization (23,153) General and administrative expenses (8,397) Acquisition, development and other pursuit costs (1,935) Impairment charges (41) Interest income 126 Interest expense (13,333) Loss on extinguishment of debt (512) Gain on real estate dispositions 18,394 Other income (loss) (110) Income tax benefit (provision) 34 Net income 31,183 $ Three months ended 12/31/2015 Year Ended 12/31/2015
