CHEVY CHASE, Md.--(BUSINESS WIRE)--
JBG SMITH (NYSE: JBGS), a leading owner and developer of high-quality,
mixed-use properties in the Washington, DC market, today filed its Form
10-K for the year ended December 31, 2018 and reported its financial
results.
Additional information regarding our results of operations, properties
and tenants can be found in our Fourth Quarter 2018 Investor Package,
which is posted in the Investor Relations section of our website at www.jbgsmith.com.
Fourth Quarter 2018 Financial Results
-
Net income attributable to common shareholders was $0.7 million, or
$(0.01) per diluted share.
-
Funds From Operations (“FFO”) attributable to common shareholders was
$39.1 million, or $0.32 per diluted share.
-
Core Funds From Operations (“Core FFO”) attributable to common
shareholders was $49.7 million, or $0.41 per diluted share.
Year Ended December 31, 2018 Financial Results
-
Net income attributable to common shareholders was $39.9 million, or
$0.31 per diluted share.
-
FFO attributable to common shareholders was $158.6 million, or $1.33
per diluted share.
-
Core FFO attributable to common shareholders was $206.2 million, or
$1.73 per diluted share.
Operating Portfolio Highlights
-
Annualized Net Operating Income (“NOI”) for the three months ended
December 31, 2018 was $341.8 million, compared to $364.9 million for
the three months ended September 30, 2018, at our share. The decrease
in NOI is primarily attributable to lost income from disposed assets
and increased ground rent expense at Courthouse Plaza 1 and 2.
-
The operating commercial portfolio was 89.6% leased and 85.5% occupied
as of December 31, 2018, compared to 87.1% and 85.4% as of
September 30, 2018, at our share.
-
The operating multifamily portfolio was 95.7% leased and 93.9%
occupied as of December 31, 2018, compared to 96.1% and 94.3% as of
September 30, 2018, at our share.
-
Executed approximately 741,000 square feet of office leases at our
share in the fourth quarter, comprising approximately 380,000 square
feet of new leases, and approximately 361,000 square feet of second
generation leases, which generated a 3.2% rental rate increase on a
GAAP basis and a 7.3% rental rate decrease on a cash basis.
-
Executed approximately 1.8 million square feet of commercial leases at
our share during the year ended December 31, 2018, comprising
approximately 656,000 square feet of new leases, and approximately 1.1
million square feet of second generation leases, which generated a
1.2% rental rate increase on a GAAP basis and a 6.6% rental rate
decrease on a cash basis.
-
Same Store Net Operating Income (“SSNOI”) decreased 7.4% to $76.8
million for the three months ended December 31, 2018, compared to
$82.9 million for the three months ended December 31, 2017. SSNOI
decreased 1.1% to $250.3 million for the year ended December 31, 2018,
compared to $253.0 million for the year ended December 31, 2017. The
decrease in SSNOI for the three months and year ended December 31,
2018 is largely attributable to rental abatements, increased ground
rent expense at Courthouse Plaza 1 and 2, and anticipated tenant
move-outs. The reported same store pool as of December 31, 2018
includes only the assets that were in service for the entirety of both
periods being compared and does not include the JBG Assets acquired in
the Formation Transaction. Including the JBG Assets, SSNOI would have
slightly increased for the year ended December 31, 2018.
Development Portfolio Highlights
Under Construction
-
During the quarter ended December 31, 2018, there were nine assets
under construction (five commercial assets and four multifamily
assets), consisting of 926,530 square feet and 1,298 units, both at
our share.
-
Commenced construction on 1770 Crystal Drive and Central District
Retail as a result of the Amazon selection of JBG SMITH to house and
develop a new headquarters location at National Landing ("Amazon HQ2").
Near-Term Development
-
As of December 31, 2018, there were no assets in near-term development.
Future Development Pipeline
-
As of December 31, 2018, there were 41 future development assets
consisting of 19.6 million square feet of estimated potential density
at our share.
Third-Party Asset Management and Real Estate
Services Business
-
For the three months ended December 31, 2018, revenue from third-party
real estate services, including reimbursements, was $26.4 million.
Excluding reimbursements and service revenue from our interests in
consolidated and unconsolidated real estate ventures, revenue from our
third-party asset management and real estate services business was
$14.3 million, of which $5.6 million came from property management
fees, $3.5 million came from asset management fees, $2.2 million came
from leasing fees, $1.3 million came from development fees, $1.2
million came from construction management fees and $0.5 million came
from other service revenue.
-
The general and administrative expenses allocated to the third-party
asset management and real estate services business were $13.1 million
for the three months ended December 31, 2018.
Balance Sheet
-
We had $2.1 billion of debt ($2.4 billion including our share of debt
of unconsolidated real estate ventures) as of December 31, 2018. Of
the $2.4 billion of debt at our share, approximately 73% was
fixed-rate, and rate caps were in place for approximately 2%.
-
The weighted average interest rate of our debt at share was 4.23% as
of December 31, 2018.
-
At December 31, 2018, our total enterprise value was approximately
$7.0 billion, comprising 137.8 million common shares and units valued
at $4.8 billion and debt (net of premium / (discount) and deferred
financing costs)at our share of $2.4 billion, less cash and
cash equivalents of $273.6 million.
-
As of December 31, 2018, we had $260.6 million of cash and cash
equivalents on a GAAP basis and $273.6 million of cash and cash
equivalents at our share, and $1.1 billion of capacity under our
credit facility.
-
Net Debt / Adjusted EBITDA at our share for the three months and year
ended December 31, 2018 was 6.5x and 6.3x and our Net Debt / Total
Enterprise Value was 31.0% as of December 31, 2018.
Financing and Investing Activities
-
Entered into a new mortgage loan collateralized by 1730 M Street with
a principal balance of $47.5 million, and refinanced the mortgage loan
collateralized by CEB Tower at Central Place, increasing the principal
balance to $234.0 million with an additional $11.0 million capacity.
-
Acquired a 4.25-acre land parcel, Potomac Yard Land Bay H located in
Alexandria, Virginia, for $23.0 million, which was under an option
agreement in Q3 2018.
-
Acquired the remaining 3.1% interest in West Half, an under
construction multifamily asset, for $5.0 million, which increased our
interest to 100.0%.
-
Sold a 99-year term leasehold interest in 1700 M Street, 34,000 square
foot development site located in the CBD submarket of Washington, DC.
JBG SMITH will retain the fee ownership of the land.
-
Sold 1233 20th Street, an operating commercial asset located in
Washington, DC, for $65.0 million. In connection with the sale, we
repaid the related $41.9 million mortgage loan.
-
Sold the out-of-service portion of Falkland Chase - North, a
multifamily asset located in Silver Spring, Maryland, for $3.8 million.
-
Sold The Warner, an operating commercial asset located in Washington,
D.C., for $376.5 million. We had a 55% ownership interest in the
asset. In connection with the sale, our unconsolidated real estate
venture repaid the related mortgage payable of $270.5 million.
Subsequent to December 31, 2018:
-
Sold Commerce Executive, an operating commercial asset located in
Reston, Virginia, for $115.0 million. The sale also included
approximately 894,000 square feet of estimated potential development
density. Including this sale, our aggregate disposition and
recapitalization activity is over $999 million.
-
Issued an additional 442,395 LTIP Units and 477,640 Performance-Based
LTIP Units to management and employees with an estimated aggregate
fair value of $24.5 million.
-
Redeemed 1.7 million OP units, which we elected to redeem for an
equivalent number of our common shares.
Dividends
In December 2018, our Board of Trustees declared a regular quarterly
dividend of $0.225 per common share, an indicated annual dividend of
$0.90 per common share. In addition, the Board of Trustees declared a
special cash dividend of $0.10 per share. The special dividend allowed
JBG SMITH to distribute 100% of its estimated REIT taxable income for
the year ending December 31, 2018, including the higher than anticipated
gains from our successful capital recycling efforts in 2018. After
accounting for the special dividend, we retained substantially all the
net proceeds from our capital recycling efforts, which were used to
deleverage our balance sheet and create capacity for future investment
opportunities. Both dividends were paid in January 2019.
About JBG SMITH
JBG SMITH is an S&P 400 company that owns, operates, invests in and
develops assets concentrated in leading urban infill submarkets in and
around Washington, DC. Our mixed-use operating portfolio comprises
approximately 19 million square feet of high-quality office, multifamily
and retail assets, 98% at our share of which are Metro-served. With a
focus on placemaking, we drive synergies across the portfolio and create
amenity-rich, walkable neighborhoods. JBG SMITH’s future development
pipeline includes 19.6 million square feet of potential development
density at our share. For additional information on JBG SMITH, please
visit www.jbgsmith.com.
Forward Looking Statements
Certain statements contained herein may constitute “forward-looking
statements” as such term is defined in Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements are not guarantees of
performance. They represent our intentions, plans, expectations and
beliefs and are subject to numerous assumptions, risks and
uncertainties. Consequently, the future results of JBG SMITH Properties
(“JBG SMITH” or the “Company”) may differ materially from those
expressed in these forward-looking statements. You can find many of
these statements by looking for words such as “approximate”, “believes”,
“expects”, “anticipates”, “estimates”, “intends”, “plans”, “would”,
“may” or similar expressions in this earnings release. We also note the
following forward-looking statements: our anticipated dispositions, our
indicated annual dividend per share and dividend yield, annualized net
operating income; in the case of our construction and near-term
development assets, estimated square feet, estimated number of units and
in the case of our future development assets, estimated potential
development density. Expected key Amazon transaction terms, planned
infrastructure improvements related to Amazon HQ2; the economic impacts
of Amazon HQ2 on the DC region and National Landing; our development
plans related to Amazon HQ2; the expected accretion to our NAV as a
result of the Amazon transaction and our future NAV growth rate; in the
case of our Amazon lease transaction and our new development
opportunities in National Landing, the total square feet to be leased to
Amazon and the expected net effective rent, estimated square feet,
estimated number of units, the estimated construction start and
occupancy dates, estimated incremental investment, targeted NOI yield;
and in the case of our future development opportunities, estimated
potential development density. Many of the factors that will determine
the outcome of these and our other forward-looking statements are beyond
our ability to control or predict. These factors include, among others:
adverse economic conditions in the Washington, DC metropolitan area, the
timing of and costs associated with development and property
improvements, financing commitments, and general competitive factors.
For further discussion of factors that could materially affect the
outcome of our forward-looking statements and other risks and
uncertainties, see “Risk Factors” and the Cautionary Statement
Concerning Forward-Looking Statements in the Company's Annual Report on
Form 10-K for the year ended December 31, 2018 and other periodic
reports the Company files with the Securities and Exchange Commission.
For these statements, we claim the protection of the safe harbor for
forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. You are cautioned not to place undue
reliance on our forward-looking statements. All subsequent written and
oral forward-looking statements attributable to us or any person acting
on our behalf are expressly qualified in their entirety by the
cautionary statements contained or referred to in this section. We do
not undertake any obligation to release publicly any revisions to our
forward-looking statements after the date hereof.
Pro Rata Information
We present certain financial information and metrics in this release “at
JBG SMITH Share,” which refers to our ownership percentage of
consolidated and unconsolidated assets in real estate ventures
(collectively, “real estate ventures”) as applied to these financial
measures and metrics. Financial information “at JBG SMITH Share” is
calculated on an asset-by-asset basis by applying our percentage
economic interest to each applicable line item of that asset’s financial
information. “At JBG SMITH Share” information, which we also refer to as
being “at share,” “our pro rata share” or “our share,” is not, and is
not intended to be, a presentation in accordance with GAAP. Given that a
substantial portion of our assets are held through real estate ventures,
we believe this form of presentation, which presents our economic
interests in the partially owned entities, provides investors valuable
information regarding a significant component of our portfolio, its
composition, performance and capitalization.
We do not control the unconsolidated real estate ventures and do not
have a legal claim to our co-venturers’ share of assets, liabilities,
revenue and expenses. The operating agreements of the unconsolidated
real estate ventures generally allow each co-venturer to receive cash
distributions to the extent there is available cash from operations. The
amount of cash each investor receives is based upon specific provisions
of each operating agreement and varies depending on certain factors
including the amount of capital contributed by each investor and whether
any investors are entitled to preferential distributions.
With respect to any such third-party arrangement, we would not be in a
position to exercise sole decision-making authority regarding the
property, real estate venture or other entity, and may, under certain
circumstances, be exposed to economic risks not present were a
third-party not involved. We and our respective co-venturers may each
have the right to trigger a buy-sell or forced sale arrangement, which
could cause us to sell our interest, or acquire our co-venturers’
interests, or to sell the underlying asset, either on unfavorable terms
or at a time when we otherwise would not have initiated such a
transaction. Our real estate ventures may be subject to debt, and the
repayment or refinancing of such debt may require equity capital calls.
To the extent our co-venturers do not meet their obligations to us or
our real estate ventures or they act inconsistent with the interests of
the real estate venture, we may be adversely affected. Because of these
limitations, the non-GAAP “at JBG SMITH Share” financial information
should not be considered in isolation or as a substitute for our
financial statements as reported under GAAP.
Non-GAAP Financial Measures
This release includes non-GAAP financial measures. For these measures,
we have provided an explanation of how these non-GAAP measures are
calculated and why JBG SMITH’s management believes that the presentation
of these measures provides useful information to investors regarding JBG
SMITH’s financial condition and results of operations. Reconciliations
of certain non-GAAP measures to the most directly comparable GAAP
financial measure are included in this earnings release. Our
presentation of non-GAAP financial measures may not be comparable to
similar non-GAAP measures used by other companies. In addition to "at
share" financial information, the following non-GAAP measures are
included in this release:
Earnings Before Interest, Taxes, Depreciation and Amortization
("EBITDA"), EBITDA for Real Estate ("EBITDAre") and Adjusted EBITDA
Management uses EBITDA and EBITDAre, non-GAAP financial measures, as
supplemental operating performance measures and believes they help
investors and lenders meaningfully evaluate and compare our operating
performance from period-to-period by removing from our operating results
the impact of our capital structure (primarily interest charges from our
consolidated outstanding debt and the impact of our interest rate swaps)
and certain non-cash expenses (primarily depreciation and amortization
on our assets). EBITDAre is computed in accordance with the definition
established by the National Association of Real Estate Investment Trusts
(“NAREIT”). NAREIT defines EBITDAre as GAAP net income (loss) adjusted
to exclude interest expense, income taxes, depreciation and amortization
expenses, gains on sales of real estate and impairment losses of real
estate, including our share of such adjustments of unconsolidated real
estate ventures. These supplemental measures may help investors and
lenders understand our ability to incur and service debt and to make
capital expenditures. EBITDA and EBITDAre are not substitutes for net
income (loss) (computed in accordance with GAAP) and may not be
comparable to similarly titled measures used by other companies.
“Adjusted EBITDA,” a non-GAAP financial measure, represents EBITDAre
adjusted for items we believe are not representative of ongoing
operating results, such as transaction and other costs, gain (loss) on
the extinguishment of debt, distributions in excess of our net
investment in consolidated real estate ventures, gain on the bargain
purchase of a business, lease liability adjustments and share-based
compensation expense related to the Formation Transaction and special
equity awards. We believe that adjusting such items not considered part
of our comparable operations, provides a meaningful measure to evaluate
and compare our performance from period-to-period.
Because EBITDA, EBITDAre and Adjusted EBITDA have limitations as
analytical tools, we use EBITDA, EBITDAre and Adjusted EBITDA to
supplement GAAP financial measures. Additionally, we believe that users
of these measures should consider EBITDA, EBITDAre and Adjusted EBITDA
in conjunction with net income (loss) and other GAAP measures in
understanding our operating results.
Funds from Operations ("FFO"), Core FFO and Funds Available for
Distribution (“FAD")
FFO is a non-GAAP financial measure computed in accordance with the
definition established by NAREIT in the NAREIT FFO White Paper - 2018
Restatement issued in 2018. NAREIT defines FFO as “net income (computed
in accordance with GAAP), excluding gains (or losses) from sales of, or
impairment charges related to, real estate, plus depreciation and
amortization, and after adjustments for unconsolidated partnerships and
joint ventures.”
"Core FFO" represents FFO adjusted to exclude items (net of tax) which
we believe are not representative of ongoing operating results, such as
transaction and other costs, gains (or losses) on extinguishment of
debt, gain on the bargain purchase of a business, distributions in
excess of our net investment in consolidated real estate ventures,
share-based compensation expense related to the Formation Transaction
and special equity awards, lease liability adjustments, amortization of
the management contracts intangible and the mark-to-market of interest
rate swaps.
"FAD" is a non-GAAP financial measure and represents FFO less recurring
tenant improvements, leasing commissions and other capital expenditures,
net deferred rent activity, third-party lease liability assumption
payments, recurring share-based compensation expense, accretion of
acquired below-market leases, net of amortization of acquired
above-market leases, amortization of debt issuance costs and other
non-cash income and charges. FAD is presented solely as a supplemental
disclosure that management believes provides useful information as it
relates to our ability to fund dividends.
We believe FFO, Core FFO and FAD are meaningful non-GAAP financial
measures useful in comparing our levered operating performance from
period-to-period and as compared to similar real estate companies
because these non-GAAP measures exclude real estate depreciation and
amortization expense and other non-comparable income and expenses, which
implicitly assumes that the value of real estate diminishes predictably
over time rather than fluctuating based on market conditions. FFO, Core
FFO and FAD do not represent cash generated from operating activities
and are not necessarily indicative of cash available to fund cash
requirements and should not be considered as an alternative to net
income (loss) (computed in accordance with GAAP) as a performance
measure or cash flow as a liquidity measure. FFO, Core FFO and FAD may
not be comparable to similarly titled measures used by other companies.
Net Operating Income ("NOI") and Annualized NOI
“NOI” is a non-GAAP financial measure management uses to measure the
operating performance of our assets and consists of property-related
revenue (which includes base rent, tenant reimbursements and other
operating revenue, net of free rent and payments associated with assumed
lease liabilities) less operating expenses and ground rent, if
applicable. NOI also excludes deferred rent, related party management
fees, interest expense, and certain other non-cash adjustments,
including the accretion of acquired below-market leases and amortization
of acquired above-market leases and below-market ground lease
intangibles. Annualized NOI, for all assets except Crystal City
Marriott, represents NOI for the three months ended December 31, 2018
multiplied by four. Due to seasonality in the hospitality business,
annualized NOI for Crystal City Marriott represents the trailing
twelve-month NOI as of December 31, 2018. Management believes Annualized
NOI provides useful information in understanding JBG SMITH’s financial
performance over a 12-month period, however, investors and other users
are cautioned against attributing undue certainty to our calculation of
Annualized NOI. Actual NOI for any 12-month period will depend on a
number of factors beyond our ability to control or predict, including
general capital markets and economic conditions, any bankruptcy,
insolvency, default or other failure to pay rent by one or more of our
tenants and the destruction of one or more of our assets due to
terrorist attack, natural disaster or other casualty, among others. We
do not undertake any obligation to update our calculation to reflect
events or circumstances occurring after the date of this earnings
release. There can be no assurance that the annualized NOI shown will
reflect JBG SMITH’s actual results of operations over any 12-month
period.
Management uses each of these measures as supplemental performance
measures for its assets and believes they provide useful information to
investors because they reflect only those revenue and expense items that
are incurred at the asset level, excluding non-cash items. In addition,
NOI is considered by many in the real estate industry to be a useful
starting point for determining the value of a real estate asset or group
of assets.
However, because NOI excludes depreciation and amortization and captures
neither the changes in the value of our assets that result from use or
market conditions, nor the level of capital expenditures and capitalized
leasing commissions necessary to maintain the operating performance of
our assets, all of which have real economic effect and could materially
impact the financial performance of our assets, the utility of this
measure of the operating performance of our assets is limited. Moreover,
our method of calculating NOI may differ from other real estate
companies and, accordingly, may not be comparable. NOI should be
considered only as a supplement to net operating income (loss) (computed
in accordance with GAAP) as a measure of the operating performance of
our assets.
Same Store and Non-Same Store
“Same store” refers to the pool of assets that were in service for the
entirety of both periods being compared, except for assets for which
significant redevelopment, renovation, or repositioning occurred during
either of the periods being compared. No JBG Assets are included in the
same store pool the year ended December 31, 2018.
“Non-same store” refers to all operating assets excluded from the same
store pool.
Definitions
GAAP
"GAAP" refers to accounting principles generally accepted in the United
States of America.
Formation Transaction
"Formation Transaction" refers collectively to the spin-off on July 17,
2017 of substantially all of the assets and liabilities of Vornado’s
Washington, DC segment, which operated as Vornado / Charles E. Smith,
and the acquisition of the management business and certain assets and
liabilities of The JBG Companies.
JBG Assets
"JBG Assets" refers to the management business and certain assets and
liabilities of The JBG Companies acquired on July 18, 2017 by JBG SMITH.
|
|
| CONDENSED CONSOLIDATED BALANCE SHEETS |
| (Unaudited) |
|
|
| in thousands |
| December 31, 2018 |
| December 31, 2017 |
|
|
|
|
|
|
| ASSETS |
|
|
|
Real estate, at cost:
| | | | |
|
Land and improvements
| |
$
|
1,371,874
| | |
$
|
1,368,294
| |
|
Buildings and improvements
| |
3,722,930
| | |
3,670,268
| |
|
Construction in progress, including land
| |
697,930
|
| |
978,942
|
|
| |
5,792,734
| | |
6,017,504
| |
|
Less accumulated depreciation
| |
(1,051,875
|
)
| |
(1,011,330
|
)
|
|
Real estate, net
| |
4,740,859
| | |
5,006,174
| |
|
Cash and cash equivalents
| |
260,553
| | |
316,676
| |
|
Restricted cash
| |
138,979
| | |
21,881
| |
|
Tenant and other receivables, net
| |
46,568
| | |
46,734
| |
|
Deferred rent receivable, net
| |
143,473
| | |
146,315
| |
|
Investments in and advances to unconsolidated real estate ventures
| |
322,878
| | |
261,811
| |
|
Other assets, net
| |
264,994
| | |
263,923
| |
|
Assets held for sale
|
|
78,981
|
|
|
8,293
|
|
| TOTAL ASSETS |
| $ | 5,997,285 |
|
| $ | 6,071,807 |
|
|
|
|
|
|
|
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY |
|
|
|
|
|
Liabilities:
| | | | |
|
Mortgages payable, net
| |
$
|
1,838,381
| | |
$
|
2,025,692
| |
|
Revolving credit facility
| |
—
| | |
115,751
| |
|
Unsecured term loans, net
| |
297,129
| | |
46,537
| |
|
Accounts payable and accrued expenses
| |
130,960
| | |
138,607
| |
|
Other liabilities, net
| |
181,606
| | |
161,277
| |
|
Liabilities related to assets held for sale
| |
3,717
|
| |
—
|
|
|
Total liabilities
| |
2,451,793
|
| |
2,487,864
|
|
|
Commitments and contingencies
| | | | |
|
Redeemable noncontrolling interests
| |
558,140
| | |
609,129
| |
|
Total equity
|
|
2,987,352
|
|
|
2,974,814
|
|
| TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY |
| $ | 5,997,285 |
|
| $ | 6,071,807 |
|
| | | | | | | |
|
|
_______________
|
|
|
|
Note: For complete financial statements, please refer to the
Company's Annual Report on Form 10-K for the year ended December 31,
2018.
|
|
|
|
|
| CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS |
| (Unaudited) |
|
|
| in thousands, except per share data |
| Three Months Ended December 31, |
| Year Ended December 31, |
| | 2018 |
| 2017 | | 2018 |
| 2017 |
|
REVENUE
| | | | | | | | |
|
Property rentals
| |
$
|
124,741
| | |
$
|
119,726
| | |
$
|
499,835
| | |
$
|
436,625
| |
|
Tenant reimbursements
| |
10,639
| | |
10,824
| | |
39,290
| | |
37,985
| |
|
Third-party real estate services, including reimbursements
| |
26,421
| | |
24,355
| | |
98,699
| | |
63,236
| |
|
Other income
| |
1,454
|
| |
1,466
|
| |
6,358
|
| |
5,167
|
|
|
Total revenue
| |
163,255
|
| |
156,371
|
| |
644,182
|
| |
543,013
|
|
|
EXPENSES
| | | | | | | | |
|
Depreciation and amortization
| |
67,556
| | |
51,933
| | |
211,436
| | |
161,659
| |
|
Property operating
| |
40,076
| | |
37,872
| | |
148,081
| | |
118,836
| |
|
Real estate taxes
| |
17,030
| | |
18,456
| | |
71,054
| | |
66,434
| |
|
General and administrative:
| | | | | | | | |
|
Corporate and other
| |
8,512
| | |
7,437
| | |
33,728
| | |
39,350
| |
|
Third-party real estate services
| |
25,274
| | |
21,557
| | |
89,826
| | |
51,919
| |
Share-based compensation related to Formation Transaction and
special equity awards
| |
9,118
| | |
14,806
| | |
36,030
| | |
29,251
| |
|
Transaction and other costs
| |
15,572
|
| |
12,566
|
| |
27,706
|
| |
127,739
|
|
|
Total expenses
| |
183,138
|
| |
164,627
|
| |
617,861
|
| |
595,188
|
|
|
OTHER INCOME (EXPENSE)
| | | | | | | | |
|
Income (loss) from unconsolidated real estate ventures, net
| |
23,991
| | |
(2,778
|
)
| |
39,409
| | |
(4,143
|
)
|
|
Interest and other income, net
| |
9,991
| | |
422
| | |
15,168
| | |
1,788
| |
|
Interest expense
| |
(18,184
|
)
| |
(14,328
|
)
| |
(74,447
|
)
| |
(58,141
|
)
|
|
Gain on sale of real estate
| |
6,394
| | |
—
| | |
52,183
| | |
—
| |
|
Loss on extinguishment of debt
| |
(617
|
)
| |
(12
|
)
| |
(5,153
|
)
| |
(701
|
)
|
|
Gain (reduction of gain) on bargain purchase
| |
—
|
| |
(3,395
|
)
| |
(7,606
|
)
| |
24,376
|
|
|
Total other income (expense)
| |
21,575
|
| |
(20,091
|
)
| |
19,554
|
| |
(36,821
|
)
|
|
INCOME (LOSS) BEFORE INCOME TAX BENEFIT (EXPENSE)
| |
1,692
| | |
(28,347
|
)
| |
45,875
| | |
(88,996
|
)
|
|
Income tax benefit (expense)
| |
(698
|
)
| |
9,595
|
| |
738
|
| |
9,912
|
|
|
NET INCOME (LOSS)
| |
994
| | |
(18,752
|
)
| |
46,613
| | |
(79,084
|
)
|
Net (income) loss attributable to redeemable noncontrolling
interests
| |
(178
|
)
| |
2,331
| | |
(6,710
|
)
| |
7,328
| |
|
Net (income) loss attributable to noncontrolling interests
|
|
(106
|
)
|
|
3
|
|
|
21
|
|
|
3
|
|
| NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS |
| $ | 710 |
|
| $ | (16,418 | ) |
| $ | 39,924 |
|
| $ | (71,753 | ) |
|
EARNINGS (LOSS) PER COMMON SHARE:
| | | | | | | | |
|
Basic
| |
$
|
(0.01
|
)
| |
$
|
(0.15
|
)
| |
$
|
0.31
| | |
$
|
(0.70
|
)
|
|
Diluted
| |
$
|
(0.01
|
)
| |
$
|
(0.15
|
)
| |
$
|
0.31
| | |
$
|
(0.70
|
)
|
|
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING :
| | | | | | | | |
|
Basic
| |
120,917
| | |
117,955
| | |
119,176
| | |
105,359
| |
|
Diluted
| |
120,917
| | |
117,955
| | |
119,176
| | |
105,359
| |
| | | | | | | | | | | |
|
|
___________________
|
|
|
|
Note: For complete financial statements, please refer to the
Company's Annual Report on Form 10-K for the year ended December 31,
2018.
|
|
|
|
|
| EBITDA, EBITDAre AND ADJUSTED EBITDA (NON-GAAP) |
| (Unaudited) |
|
|
|
| Three Months Ended December 31, 2018 |
| Year Ended December 31, 2018 |
|
|
|
|
|
|
|
|
| EBITDA, EBITDAre and Adjusted EBITDA |
|
|
|
|
|
|
|
Net income
| |
$
|
994
| | |
$
|
46,613
| |
|
Depreciation and amortization expense
| |
67,556
| | |
211,436
| |
|
Interest expense (1) | |
18,184
| | |
74,447
| |
|
Income tax benefit (expense)
| |
698
| | |
(738
|
)
|
|
Unconsolidated real estate ventures allocated share of above
adjustments
| |
10,253
| | |
42,016
| |
|
Allocated share of above adjustments to noncontrolling interests in
consolidated real estate ventures
|
|
(182
|
)
|
|
(53
|
)
|
| EBITDA |
| $ | 97,503 |
|
| $ | 373,721 |
|
|
Gain on sale of real estate
| |
(6,394
|
)
| |
(52,183
|
)
|
|
Gain on sale of unconsolidated real estate assets
|
|
(20,554
|
)
|
|
(36,042
|
)
|
| EBITDAre |
| $ | 70,555 |
|
| $ | 285,496 |
|
|
Transaction and other costs (2) | |
15,572
| | |
27,706
| |
|
Loss on extinguishment of debt
| |
617
| | |
5,153
| |
|
Reduction of gain on bargain purchase
| |
—
| | |
7,606
| |
|
Share-based compensation related to Formation Transaction and
special equity awards
| |
9,118
| | |
36,030
| |
|
Distributions in excess of our net investment in unconsolidated real
estate venture (3) | |
(7,374
|
)
| |
(13,676
|
)
|
|
Unconsolidated real estate ventures allocated share of above
adjustments
| |
1,542
| | |
1,572
| |
|
Lease liability adjustments
| |
(7,422
|
)
| |
(9,965
|
)
|
|
Allocated share of above adjustments to noncontrolling interests in
consolidated real estate ventures
|
|
—
|
|
|
(124
|
)
|
| Adjusted EBITDA |
| $ | 82,608 |
|
| $ | 339,798 |
|
|
|
|
|
|
|
|
|
| Net Debt to Adjusted EBITDA (4) |
| 6.5x |
|
| 6.3x |
|
| | | | | |
|
| | December 31, 2018 |
| | | |
| Net Debt (at JBG SMITH Share) | | | | | | |
|
Consolidated indebtedness (5) | |
$
|
2,130,704
| | | | |
|
Unconsolidated indebtedness (5) | |
298,588
|
| | | |
|
Total consolidated and unconsolidated indebtedness
| |
2,429,292
| | | | |
|
Less: cash and cash equivalents
| |
273,611
|
| | | |
| Net Debt (at JBG SMITH Share) | | $ | 2,155,681 |
| | | |
| |
|
|
| | | |
|
____________________
|
|
|
|
(1)
|
|
Interest expense includes the amortization of deferred financing
costs and the marking-to-market of interest rate swaps and caps, net
of capitalized interest.
|
|
(2)
| |
Includes fees and expenses incurred in connection with the Formation
Transaction (including transition services provided by our former
parent, integration costs and severance costs), costs related to the
pursuit of Amazon HQ2, and costs related to other completed,
potential and pursued transactions.
|
|
(3)
| |
Related to our investment in the real estate venture that owns 1101
17th Street. In June 2018, the mortgage loan payable that was
collateralized by 1101 17th Street was refinanced eliminating the
principal guaranty provisions that had been included in the prior
loan. At the time of refinancing, distributions and our share of the
cumulative earnings of the venture exceeded our investment in the
venture by $5.4 million, which resulted in a negative investment
balance. After the elimination of the principal guaranty provisions
in the prior mortgage loan, we recognized the $5.4 million negative
investment balance as income within “Income from unconsolidated real
estate ventures, net” in our statements of operations for the year
ended December 31, 2018, which results in a zero investment balance
in the real estate venture that owns 1101 17th Street in our balance
sheet as of December 31, 2018. We have also suspended the equity
method of accounting for this venture and recognized as income in
the three months and year ended December 31, 2018, $7.4 million and
$8.3 million related to cash distributions.
|
|
(4)
| |
Adjusted EBITDA for the three months ended December 31, 2018 is
annualized by multiplying by four.
|
|
(5)
| |
Net of premium/discount and deferred financing costs.
|
| |
|
|
|
| FFO, CORE FFO AND FAD (NON-GAAP) |
| (Unaudited) |
|
|
| in thousands, except per share data |
| Three Months Ended December 31, 2018 |
| Year Ended December 31, 2018 |
|
|
|
|
|
|
| FFO and Core FFO |
|
|
|
|
|
Net income attributable to common shareholders
| |
$
|
710
| |
|
$
|
39,924
| |
|
Net income attributable to redeemable noncontrolling interests
| |
178
| | |
6,710
| |
|
Net income (loss) attributable to noncontrolling interests
| |
106
|
| |
(21
|
)
|
|
Net income
| |
994
| | |
46,613
| |
|
Gain on sale of real estate
| |
(6,394
|
)
| |
(52,183
|
)
|
|
Gain on sale of unconsolidated real estate assets
| |
(20,554
|
)
| |
(36,042
|
)
|
|
Real estate depreciation and amortization
| |
64,891
| | |
201,062
| |
|
Pro rata share of real estate depreciation and amortization from
unconsolidated real estate ventures
| |
6,079
| | |
25,039
| |
|
Net income attributable to noncontrolling interests in consolidated
real estate ventures
|
|
(182
|
)
|
|
(51
|
)
|
| FFO Attributable to Operating Partnership Common Units |
| $ | 44,834 |
|
| $ | 184,438 |
|
|
FFO attributable to redeemable noncontrolling interests
| |
(5,741
|
)
| |
(25,798
|
)
|
|
FFO attributable to common shareholders
| |
$
|
39,093
|
| |
$
|
158,640
|
|
| | | |
|
|
FFO attributable to the operating partnership common units
| |
$
|
44,834
| | |
$
|
184,438
| |
|
Transaction and other costs, net of tax (1) | |
14,509
| | |
25,625
| |
|
Mark-to-market on derivative instruments
| |
(542
|
)
| |
(1,941
|
)
|
|
Share of gain from mark-to-market on derivative instruments held by
unconsolidated real estate ventures
| |
379
| | |
(102
|
)
|
|
Loss on extinguishment of debt, net of noncontrolling interests
| |
2,159
| | |
6,571
| |
|
Distributions in excess of our net investment in unconsolidated real
estate venture (2) | |
(7,374
|
)
| |
(13,676
|
)
|
|
Reduction of gain on bargain purchase
| |
—
| | |
7,606
| |
|
Share-based compensation related to Formation Transaction and
special equity awards
| |
9,118
| | |
36,030
| |
|
Lease liability adjustments
| |
(7,422
|
)
| |
(9,965
|
)
|
|
Amortization of management contracts intangible, net of tax
|
|
1,287
|
|
|
5,148
|
|
| Core FFO Attributable to Operating Partnership Common Units |
| $ | 56,948 |
|
| $ | 239,734 |
|
|
Core FFO attributable to redeemable noncontrolling interests
| |
(7,292
|
)
| |
(33,536
|
)
|
|
Core FFO attributable to common shareholders
| |
$
|
49,656
|
| |
$
|
206,198
|
|
|
FFO per diluted common share
| |
$
|
0.32
| | |
$
|
1.33
| |
|
Core FFO per diluted common share
| |
$
|
0.41
| | |
$
|
1.73
| |
|
Weighted average diluted shares
| |
120,917
| | |
119,176
| |
| | | | | |
|
|
|
See footnotes under the following table.
|
|
|
|
|
| FFO, CORE FFO AND FAD (NON-GAAP) |
| (Unaudited) |
|
|
| in thousands, except per share data |
| Three Months Ended December 31, 2018 |
| Year Ended December 31, 2018 |
|
|
|
|
|
|
| FAD |
|
|
|
|
|
Core FFO attributable to the operating partnership common units
| |
$
|
56,948
| |
|
$
|
239,734
| |
|
Recurring capital expenditures and second generation tenant
improvements and leasing commissions
| | |
(35,836
|
)
| | |
(72,113
|
)
|
|
Straight-line and other rent adjustments (3) | | |
(6,692
|
)
| | |
(10,351
|
)
|
|
Share of straight-line rent from unconsolidated real estate ventures
| | |
680
| | | |
1,208
| |
|
Third-party lease liability assumption payments
| | |
(1,130
|
)
| | |
(3,133
|
)
|
|
Share of third party lease liability assumption payments for
unconsolidated real estate ventures
| | |
—
| | | |
(50
|
)
|
|
Share-based compensation expense
| | |
4,666
| | | |
19,762
| |
|
Amortization of debt issuance costs
| | |
1,140
| | | |
4,660
| |
|
Share of amortization of debt issuance costs from unconsolidated
real estate ventures
| | |
67
| | | |
268
| |
|
Non-real estate depreciation and amortization
|
|
|
893
|
|
|
|
3,286
|
|
| FAD available to the Operating Partnership Common Units (A) (4) |
| $ | 20,736 |
|
| $ | 183,271 |
|
|
Distributions to common shareholders and unitholders (5)
(B)
| |
$
|
31,284
| | |
$
|
125,100
| |
|
FAD Payout Ratio (B÷A) (6) |
|
|
150.9
|
%
|
|
|
68.3
|
%
|
| Capital Expenditures |
|
|
|
|
|
Maintenance and recurring capital expenditures
| |
$
|
14,445
| | |
$
|
28,230
| |
|
Share of maintenance and recurring capital expenditures from
unconsolidated real estate ventures
| | |
978
| | | |
2,821
| |
|
Second generation tenant improvements and leasing commissions
| | |
19,211
| | | |
37,980
| |
|
Share of second generation tenant improvements and leasing
commissions from unconsolidated real estate ventures
| |
|
1,202
|
| |
|
3,082
|
|
|
Recurring capital expenditures and second generation tenant
improvements and leasing commissions
| |
|
35,836
|
| |
|
72,113
|
|
|
First generation tenant improvements and leasing commissions
| | |
8,215
| | | |
23,519
| |
|
Share of first generation tenant improvements and leasing
commissions from unconsolidated real estate ventures
| | |
17
| | | |
2,572
| |
|
Non-recurring capital expenditures
| | |
15,375
| | | |
25,401
| |
|
Share of non-recurring capital expenditures from unconsolidated
joint ventures
| |
|
112
|
| |
|
1,174
|
|
|
Non-recurring capital expenditures
|
|
|
23,719
|
|
|
|
52,666
|
|
| Total JBG SMITH Share of Capital Expenditures |
| $ | 59,555 |
|
| $ | 124,779 |
|
| | | | | | | |
|
|
_______________
|
|
|
|
Note: FFO attributable to operating partnership common units and
common shareholders for prior periods has been restated in
compliance with the definition established by NAREIT in the NAREIT
FFO White Paper - 2018 Restatement issued in 2018.
|
|
|
|
(1)
|
|
Includes fees and expenses incurred in connection with the Formation
Transaction (including transition services provided by our former
parent, integration costs, and severance costs), costs related to
the pursuit of Amazon HQ2, and costs related to other completed,
potential and pursued transactions.
|
|
(2)
| |
Related to our investment in the real estate venture that owns 1101
17th Street. In June 2018, the mortgage loan payable that was
collateralized by 1101 17th Street was refinanced eliminating the
principal guaranty provisions that had been included in the prior
loan. At the time of refinancing, distributions and our share of the
cumulative earnings of the venture exceeded our investment in the
venture by $5.4 million, which resulted in a negative investment
balance. After the elimination of the principal guaranty provisions
in the prior mortgage loan, we recognized the $5.4 million negative
investment balance as income within “Income from unconsolidated real
estate ventures, net” in our statements of operations for the year
ended December 31, 2018, which results in a zero investment balance
in the real estate venture that owns 1101 17th Street in our balance
sheet as of December 31, 2018. We have also suspended the equity
method of accounting for this venture and recognized as income in
the three months and year ended December 31, 2018, $7.4 million and
$8.3 million related to cash distributions.
|
|
(3)
| |
Includes straight-line rent, above/below market lease amortization
and lease incentive amortization.
|
|
(4)
| |
The fourth quarter decline in FAD available to the Operating
Partnership Units was attributable to a significant increase in
second generation tenant improvements and leasing commissions from
the early renewal of several leases during the quarter and an
increase in recurring capital expenditures, which is consistent with
historical seasonality trends.
|
|
(5)
| |
In December 2018, our Board of Trustees declared regular quarterly
dividends of $0.225 per common share and a special dividend of $0.10
per common share, both of which were paid in January 2019.
|
|
(6)
| |
The FAD payout ratio on a quarterly basis is not necessarily
indicative of an amount for the full year due to fluctuation in
timing of capital expenditures, the commencement of new leases and
the seasonality of our operations.
|
| |
|
|
|
| NOI RECONCILIATIONS (NON-GAAP) |
| (Unaudited) |
|
|
| dollars in thousands |
| Three Months Ended December 31, |
| Year Ended December 31, |
| | 2018 |
| 2017 | | 2018 |
| 2017 |
| |
|
|
Net income (loss) attributable to common shareholders
| |
$
|
710
| | |
$
|
(16,418
|
)
| |
$
|
39,924
| | |
$
|
(71,753
|
)
|
|
Add:
| | | | | | | | |
|
Depreciation and amortization expense
| | |
67,556
| | | |
51,933
| | | |
211,436
| | | |
161,659
| |
|
General and administrative expense:
| | | | | | | | |
|
Corporate and other
| | |
8,512
| | | |
7,437
| | | |
33,728
| | | |
39,350
| |
|
Third-party real estate services
| | |
25,274
| | | |
21,557
| | | |
89,826
| | | |
51,919
| |
Share-based compensation related to Formation Transaction and
special equity awards
| | |
9,118
| | | |
14,806
| | | |
36,030
| | | |
29,251
| |
|
Transaction and other costs
| | |
15,572
| | | |
12,566
| | | |
27,706
| | | |
127,739
| |
|
Interest expense
| | |
18,184
| | | |
14,328
| | | |
74,447
| | | |
58,141
| |
|
Loss on extinguishment of debt
| | |
617
| | | |
12
| | | |
5,153
| | | |
701
| |
|
Reduction of gain (gain) on bargain purchase
| | |
—
| | | |
3,395
| | | |
7,606
| | | |
(24,376
|
)
|
|
Income tax expense (benefit)
| | |
698
| | | |
(9,595
|
)
| | |
(738
|
)
| | |
(9,912
|
)
|
|
Net (income) loss attributable to redeemable noncontrolling interests
| | |
178
| | | |
(2,331
|
)
| | |
6,710
| | | |
(7,328
|
)
|
|
Less:
| | | | | | | | |
|
Third-party real estate services, including reimbursements
| | |
26,421
| | | |
24,355
| | | |
98,699
| | | |
63,236
| |
|
Other income
| | |
1,454
| | | |
1,466
| | | |
6,358
| | | |
5,167
| |
|
Income (loss) from unconsolidated real estate ventures, net
| | |
23,991
| | | |
(2,778
|
)
| | |
39,409
| | | |
(4,143
|
)
|
|
Interest and other income, net
| | |
9,991
| | | |
422
| | | |
15,168
| | | |
1,788
| |
|
Gain on sale of real estate
| | |
6,394
| | | |
—
| | | |
52,183
| | | |
—
| |
|
Net (income) loss attributable to noncontrolling interests
| |
|
(106
|
)
| |
|
3
|
| |
|
21
|
| |
|
3
|
|
| Consolidated NOI | |
|
78,274
|
| |
|
74,222
|
| |
|
319,990
|
| |
|
289,340
|
|
|
NOI attributable to consolidated JBG Assets (1) | | |
—
| | | |
—
| | | |
—
| | | |
24,936
| |
|
Proportionate NOI attributable to unconsolidated JBG Assets (1) | | |
—
| | | |
—
| | | |
—
| | | |
8,688
| |
|
Proportionate NOI attributable to unconsolidated real estate ventures
| | |
8,847
| | | |
8,646
| | | |
36,824
| | | |
21,530
| |
|
Non-cash rent adjustments (2) | | |
(6,691
|
)
| | |
887
| | | |
(10,349
|
)
| | |
(6,715
|
)
|
|
Other adjustments (3) | |
|
5,110
|
| |
|
5,842
|
| |
|
19,638
|
| |
|
11,587
|
|
|
Total adjustments
|
|
|
7,266
|
|
|
|
15,375
|
|
|
|
46,113
|
|
|
|
60,026
|
|
| NOI |
| $ | 85,540 |
|
| $ | 89,597 |
|
| $ | 366,103 |
|
| $ | 349,366 |
|
| Non-same store NOI (4) |
|
| 8,742 |
|
|
| 6,656 |
|
|
| 115,801 |
|
|
| 96,342 |
|
| Same store NOI (5) |
| $ | 76,798 |
|
| $ | 82,941 |
|
| $ | 250,302 |
|
| $ | 253,024 |
|
| | | | | | | |
|
|
Growth in same store NOI
| | |
(7.4
|
)%
| | | | |
(1.1
|
)%
| | |
|
Number of properties in same store pool
| | |
57
| | | | | |
32
| | | |
| | | | | | | | | | | |
|
|
___________________
|
|
| |
|
(1)
| |
Includes financial information for the JBG Assets as if the July 18,
2017 acquisition of the JBG Assets had been completed as of the
beginning of the period presented.
|
|
(2)
| |
Adjustment to exclude straight-line rent, above/below market lease
amortization and lease incentive amortization.
|
|
(3)
| |
Adjustment to include other income and payments associated with
assumed lease liabilities related to operating properties, and
exclude incidental income generated by development assets and
commercial lease termination revenue. Includes property management
fees of $4.1 million and $4.2 million for the three months ended
December 31, 2018 and 2017 and $16.6 million and $7.8 million for
the years ended December 31, 2018 and 2017.
|
|
(4)
| |
Includes the results for properties that were not owned, operated
and in service for the entirety of both periods being compared and
properties for which significant redevelopment, renovation or
repositioning occurred during either of the periods being compared.
|
|
(5)
| |
Includes the results of the properties that are owned, operated and
in service for the entirety of both periods being compared except
for properties for which significant redevelopment, renovation or
repositioning occurred during either of the periods being compared.
|
| |
|

View source version on businesswire.com: https://www.businesswire.com/news/home/20190226006133/en/
Jaime Marcus
SVP, Investor Relations
(240) 333-3643
jmarcus@jbgsmith.com
Source: JBG SMITH