EX-99.1 2 a2019q1epexhibit991.htm EXHIBIT 99.1 Exhibit
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Executive Summary


We own and operate 18.4 million square feet of Class A office properties and 3,642 apartment units (excluding our residential development pipeline) in the premier coastal submarkets of Los Angeles and Honolulu.
Financial Results: Three months ended March 31, 2019 compared to three months ended March 31, 2018:
Revenues increased by 5.6% to $224.2 million.
Net income attributable to common stockholders increased by 1.8% to $28.7 million.
FFO increased by 7.4% to $103.1 million, or $0.52 per fully diluted share.
AFFO increased by 19.9% to $85.1 million.
Same property Cash NOI increased by 7.6% to $133.7 million.
Office: Our office portfolio was 91.8% leased at quarter end, up 0.1% from the fourth quarter of 2018, and our occupancy rate remained consistent at 90.3%. We signed over 770,000 square feet of leases during the first quarter. Comparing leases we signed during the first quarter to the expiring leases covering the same space, straight-line rents increased by 20.5% and starting cash rents increased by 9.1% compared to expiring cash rents, reflecting a high concentration of leases in the Valley.
Multifamily: Our multifamily portfolio remains fully leased at 99.6%.
Office to Residential Conversion Project: In downtown Honolulu, we are converting a 25 story, 490,000 square foot office tower into approximately 500 rental apartments, which will help address a severe shortage of rental housing and revitalize the central business district. We expect the conversion to occur in phases over a number of years as the office space is vacated, with construction costs currently estimated to be $80 million to $100 million, although the inherent uncertainties of development in our markets is compounded by the multi-year and phased nature of the conversion. See page 22.
Development and Repositioning Projects: We’ve completed construction at our Moanalua apartment community, which now has almost 1,200 units. With the upgrades to our existing buildings and new amenities, this is now one of the most modern and desirable workforce housing communities in Hawaii. In Brentwood we are continuing with construction at our 376 unit apartment tower. See page 22. We are wrapping up our first group of office repositioning projects, and pursuing additional opportunities that we believe will provide a high return on our invested capital.
Debt:
In March, we renewed our $400 million non-recourse, revolving credit facility, secured by 6 properties. In addition to extending the maturity date, we lowered the interest rate and reduced the unused facility fees. The extended credit line bears interest at LIBOR plus 1.15% and matures in August 2023. See page 13.
With the exception of a loan on our completed development project at Moanalua, our next term loan maturity is approximately three years away in 2022. We also have a large number of unencumbered properties that provide flexibility for future financings.
Dividends: On April 16, 2019, we paid a quarterly cash dividend of $0.26 per common share, or $1.04 on an annualized basis.
Guidance: We are decreasing our 2019 full year guidance for Net Income Per Common Share - Diluted to $0.68 to $0.74 and increasing our full year guidance for FFO to $2.09 to $2.15 per fully diluted share. The decrease in Net Income Per Common Share reflects depreciation charges from repositioning and development activities. See page 23.

NOTE:  See the non-GAAP reconciliations for FFO & AFFO on page 8 and same property NOI on page 10.
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Table of Contents
COMPANY OVERVIEW
 
 
 
 
FINANCIAL RESULTS
 
 
 
 
PORTFOLIO DATA
 
 
 
 
               GUIDANCE
 
 
 
 
               DEFINITIONS

Forward Looking Statements
This First Quarter 2019 Earnings Results and Operating Information, which we refer to as our Earnings Package, supplements the information provided in our reports filed with the Securities and Exchange Commission.  It contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and we claim the protection of the safe harbor contained in the Private Securities Litigation Reform Act of 1995.  Forward-looking statements presented in this Earnings Package, and those that we may make orally or in writing from time to time, are based on our beliefs and assumptions.  Our actual results will be affected by known and unknown risks, trends, uncertainties and factors, some of which are beyond our control or ability to predict, including, but not limited to: adverse economic and real estate developments in Southern California and Honolulu; a general downturn in the economy; decreased rental rates or increased tenant incentives and vacancy rates; defaults on, and early terminations and non-renewal of, leases by tenants; increased interest rates and operating costs; failure to generate sufficient cash flows to service our outstanding indebtedness; difficulties in acquiring properties; failure to successfully operate properties; failure to maintain our status as a REIT; possible adverse changes in rent control laws and regulations; environmental uncertainties; risks related to natural disasters; lack of or insufficient insurance; inability to successfully expand into new markets or submarkets; risks associated with property development; conflicts of interest with our officers; changes in real estate and zoning laws and increases in real property tax rates; possible future terrorist attacks; and other risks and uncertainties detailed in our Annual Report on Form 10-K and other documents filed with the Securities and Exchange Commission. Although we believe that our assumptions are reasonable, they are not guarantees of future performance and some will inevitably prove to be incorrect.  As a result, our actual future results can be expected to differ from our expectations, and those differences may be material.  Accordingly, please use caution in relying on previously reported forward-looking statements to anticipate future results or trends. This Earnings Package and 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.

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Company Overview

 
Corporate Data
as of March 31, 2019

 
Office Portfolio
 
 
 
 
 
 
 
 
 
Consolidated
 
Total
 
 
Properties
63

 
71

 
 
Rentable square feet (in thousands)
16,527

 
18,367

 
 
Leased rate
91.9
%
 
91.8
%
 
 
Occupancy rate
90.4
%
 
90.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily Portfolio
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
Properties
 
 
10

 
 
Units
 
 
3,642

 
 
Leased rate
 
 
99.6
%
 
 
 
 
 
 
 

 
Market Capitalization (in thousands, except price per share)
 
 
 
 
 
 
 
Fully diluted shares outstanding as of March 31, 2019
 
198,941

 
 
Common stock closing price per share (NYSE:DEI)
 
$
40.42

 
 
Equity capitalization
 
$
8,041,179

 
 
 
 
 
 

 
Net Debt (in thousands)(1)
 
 
 
 
 
 
 
 
 
Consolidated
 
Our Share
 
 
 
 
 
 
 
 
$
4,158,806

 
$
3,745,054

 
 
Less: cash and cash equivalents
(149,722
)
 
(78,487
)
 
 
Net debt
$
4,009,084

 
$
3,666,567

 
 
 
 
 
 
 

 
Leverage Ratio (in thousands, except percentage)
 
 
 
 
 
 
 
Pro forma enterprise value
 
$
11,707,745

 
 
Our share of net debt to pro forma enterprise value
 
31
%
 
 
 
 
 
 

 
AFFO Payout Ratio
 
 
 
 
 
 
 
Three Months ended March 31, 2019
 
60.9
%
 
 
 
 
 
 
_______________________________________
(1)
See page 12 for details and a reconciliation of this non-GAAP measure to the consolidated debt on our balance sheet.



NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Company Overview


Property Map
as of March 31, 2019
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Company Overview


Board of Directors and Executive Officers
as of March 31, 2019


BOARD OF DIRECTORS
______________________________________________________________________________________________________________
Dan A. Emmett
Our Executive Chairman of the Board
Jordan L. Kaplan
Our Chief Executive Officer and President
Kenneth M. Panzer
Our Chief Operating Officer
Christopher H. Anderson
Retired Real Estate Executive and Investor
Leslie E. Bider
Vice Chairman, PinnacleCare
Dr. David T. Feinberg
Vice President, Google Health
Virginia A. McFerran
Partner, Optum Ventures
Thomas E. O’Hern
Chief Executive Officer, Macerich
William E. Simon, Jr.
Partner, Massey Quick Simon & Co., LLC

EXECUTIVE OFFICERS
______________________________________________________________________________________________________________
Dan A. Emmett
Chairman of the Board
Jordan L. Kaplan
Chief Executive Officer and President
Kenneth M. Panzer
Chief Operating Officer
Peter D. Seymour
Chief Financial Officer
Kevin A. Crummy
Chief Investment Officer


CORPORATE OFFICES
1299 Ocean Avenue, Suite 1000, Santa Monica, California 90401
Phone: (310) 255-7700

For more information, please visit our website at www.douglasemmett.com or contact:
Stuart McElhinney, Vice President, Investor Relations
(310) 255-7751
smcelhinney@douglasemmett.com

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Financial Results


Consolidated Balance Sheets
(In thousands)

 
March 31, 2019
 
December 31, 2018
 
 
 
 
 
Unaudited
 
 
Assets
 

 
 

Investment in real estate:
 

 
 

Land
$
1,067,639

 
$
1,065,099

Buildings and improvements
8,088,899

 
7,995,203

Tenant improvements and lease intangibles
847,471

 
840,653

Property under development
57,527

 
129,753

Investment in real estate, gross
10,061,536

 
10,030,708

Less: accumulated depreciation and amortization
(2,309,901
)
 
(2,246,887
)
Investment in real estate, net
7,751,635

 
7,783,821

Ground lease right-of-use asset
7,483

 

Cash and cash equivalents
149,722

 
146,227

Tenant receivables, net
5,281

 
4,371

Deferred rent receivables, net
129,203

 
124,834

Acquired lease intangible assets, net
3,092

 
3,251

Interest rate contract assets
46,880

 
73,414

Investment in unconsolidated real estate funds
105,526

 
111,032

Other assets
17,087

 
14,759

Total assets
$
8,215,909

 
$
8,261,709

 
 
 
 
Liabilities
 
 
 

Secured notes payable and revolving credit facility, net
$
4,129,271

 
$
4,134,030

Ground lease liability
10,887

 

Interest payable, accounts payable and deferred revenue
142,339

 
130,154

Security deposits
50,802

 
50,733

Acquired lease intangible liabilities, net
44,883

 
52,569

Interest rate contract liabilities
5,283

 
1,530

Dividends payable
44,262

 
44,263

Total liabilities
4,427,727

 
4,413,279

 
 
 
 
Equity
 
 
 

Douglas Emmett, Inc. stockholders' equity:
 
 
 

Common stock
1,702

 
1,702

Additional paid-in capital
3,282,388

 
3,282,316

Accumulated other comprehensive income
30,943

 
53,944

Accumulated deficit
(953,335
)
 
(935,630
)
Total Douglas Emmett, Inc. stockholders' equity
2,361,698

 
2,402,332

Noncontrolling interests
1,426,484

 
1,446,098

Total equity
3,788,182

 
3,848,430

Total liabilities and equity
$
8,215,909

 
$
8,261,709


NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results


Consolidated Operating Results
(Unaudited; in thousands, except per share data)

 
Three Months Ended March 31,
 
2019
 
2018
 
 
 
 
Revenues
 

 
 

Office rental
 

 
 

Rental revenues and tenant recoveries
$
167,235

 
$
158,824

Parking and other income
30,055

 
28,509

Total office revenues
197,290

 
187,333

 
 
 
 
Multifamily rental
 
 
 
Rental revenues
24,893

 
23,061

Parking and other income
2,003

 
1,853

Total multifamily revenues
26,896

 
24,914

 
 
 
 
Total revenues
224,186

 
212,247

 
 
 
 
Operating Expenses
 
 
 
Office expenses
63,449

 
60,356

Multifamily expenses
7,555

 
6,698

General and administrative expenses
9,832

 
9,567

Depreciation and amortization
79,873

 
72,498

Total operating expenses
160,709

 
149,119

 
 
 
 
Operating income
63,477

 
63,128

 
 
 
 
Other income
2,898

 
2,630

Other expenses
(1,845
)
 
(1,733
)
Income, including depreciation, from unconsolidated funds
1,551

 
1,506

Interest expense
(33,293
)
 
(32,900
)
Net income
32,788

 
32,631

Less:  Net income attributable to noncontrolling interests
(4,087
)
 
(4,425
)
Net income attributable to common stockholders
$
28,701

 
$
28,206

 
 
 
 
Net income per common share - basic
$
0.17

 
$
0.17

Net income per common share - diluted
$
0.17

 
$
0.17

 
 
 
 
Dividends declared per common share
$
0.26

 
$
0.25

 
 
 
 
Weighted average shares of common stock outstanding - basic
170,221

 
169,601

Weighted average shares of common stock outstanding - diluted
170,221

 
169,625








NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results


Funds From Operations & Adjusted Funds From Operations(1) 
(Unaudited; in thousands, except per share data)

 
Three Months Ended March 31,
 
2019
 
2018
Funds From Operations (FFO)
 
 
 
Net income attributable to common stockholders
$
28,701

 
$
28,206

Depreciation and amortization of real estate assets
79,873

 
72,498

Net income attributable to noncontrolling interests
4,087

 
4,425

Adjustments attributable to unconsolidated funds(2)
4,514

 
4,097

 Adjustments attributable to consolidated joint ventures(2)
(14,077
)
 
(13,242
)
FFO
$
103,098

 
$
95,984

 
 
 
 
Adjusted Funds From Operations (AFFO)
 
 
 
FFO
$
103,098

 
$
95,984

Straight-line rent
(4,369
)
 
(5,172
)
Net accretion of acquired above- and below-market leases
(4,120
)
 
(6,152
)
Loan costs
1,867

 
2,309

Recurring capital expenditures, tenant improvements and capitalized leasing expenses(3)
(17,783
)
 
(23,267
)
Non-cash compensation expense
4,507

 
5,059

Adjustments attributable to unconsolidated funds(2)
(1,994
)
 
(2,386
)
Adjustments attributable to consolidated joint ventures(2)
3,921

 
4,618

AFFO
$
85,127

 
$
70,993

 
 
 
 
Weighted average shares of common stock outstanding - diluted
170,221

 
169,625

Weighted average units in our operating partnership outstanding
28,652

 
28,263

Weighted average fully diluted shares outstanding
198,873

 
197,888

 
 
 
 
Net income per common share - diluted
$
0.17

 
$
0.17

FFO per share - fully diluted
$
0.52

 
$
0.49

Dividends paid per share(4)
$
0.26

 
$
0.25

______________________________________________
(1)
Presents the FFO and AFFO attributable to our common stockholders and noncontrolling interests in our Operating Partnership, including our share of our consolidated joint ventures and our unconsolidated Funds.
(2)
Adjusts for the portion of each other listed adjustment item on our share of the results of our unconsolidated Funds and for each other listed adjustment item that is attributed to the noncontrolling interests in our consolidated joint ventures.
(3)
We adopted the new lease accounting rules in the first quarter of 2019. Under the new rules, we expense non-incremental leasing expenses (leasing expenses not directly related to the signing of a lease) and capitalize incremental leasing expenses. Since non-incremental leasing expenses are included in the calculation of net income attributable to common stockholders and FFO, the 2019 adjustment to AFFO only includes incremental leasing expenses.
(4)
Reflects dividends paid within the respective quarters.

NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results


Same Property Statistics & Net Operating Income (NOI)(1) 
(Unaudited; in thousands, except statistics)

 
 
 
 
 
 
 
 
As of March 31,
 
 
 
2019
 
2018
 
 
Office Statistics
 
 
 
 
 
Number of properties
59

 
59

 
 
Rentable square feet (in thousands)
15,286

 
15,223

 
 
Ending % leased
91.8
%
 
90.9
%
 
 
Ending % occupied
90.3
%
 
89.2
%
 
 
Quarterly average % occupied
90.5
%
 
89.8
%
 
 
 
 
 
 
 
 
Multifamily Statistics
 
 
 
 
 
Number of properties
9

 
9

 
 
Number of units
2,640

 
2,640

 
 
Ending % leased
99.8
%
 
99.5
%
 
 
 
 
 
 
 


 
 
 
 
 
 
 
 
 
 
Three Months Ended March 31,
 
% Favorable
 
 
 
2019
 
2018
 
(Unfavorable)
 
 
Net Operating Income (NOI)
 
 
 
 
 
 
 
Office revenues
$
181,989

 
$
170,977

 
6.4
 %
 
 
Office expenses
(56,952
)
 
(54,280
)
 
(4.9
)%
 
 
Office NOI
125,037

 
116,697

 
7.1
 %
 
 
 
 
 
 
 
 
 
 
Multifamily revenues 
21,526

 
20,845

 
3.3
 %
 
 
Multifamily expenses
(5,602
)
 
(5,330
)
 
(5.1
)%
 
 
Multifamily NOI
15,924

 
15,515

 
2.6
 %
 
 
 
 
 
 
 
 
 
 
Total NOI
$
140,961

 
$
132,212

 
6.6
 %
 
 
 
 
 
 
 
 
 
 
Cash Net Operating Income (NOI)
 
 
 
 
 
 
 
Office cash revenues
$
174,733

 
$
163,018

 
7.2
 %
 
 
Office cash expenses
(56,952
)
 
(54,280
)
 
(4.9
)%
 
 
Office cash NOI
117,781

 
108,738

 
8.3
 %
 
 
 
 
 
 
 
 
 
 
Multifamily cash revenues
21,517

 
20,839

 
3.3
 %
 
 
Multifamily cash expenses
(5,602
)
 
(5,330
)
 
(5.1
)%
 
 
Multifamily cash NOI
15,915

 
15,509

 
2.6
 %
 
 
 
 
 
 
 
 
 
 
Total Cash NOI
$
133,696

 
$
124,247

 
7.6
 %
 
 
 
 
 
 
 
 
 
_________________________________________________
(1) The amounts presented include 100% (not our pro-rata share). See page 10 for a reconciliation of these non-GAAP measures to net income attributable to common stockholders.


NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results

 
Reconciliation of Same Property NOI to Net Income
(Unaudited and in thousands)


 
Three Months Ended March 31,
 
2019
 
2018
 
 
 
 
Same property office cash revenues
$
174,733

 
$
163,018

Non cash adjustments per definition of NOI
7,256

 
7,959

Same property office revenues
181,989

 
170,977

 
 
 
 
Same property office expenses
(56,952
)
 
(54,280
)
 
 
 
 
Office NOI
125,037

 
116,697

 
 
 
 
Same property multifamily cash revenues
21,517

 
20,839

Non cash adjustments per definition of NOI
9

 
6

Same property multifamily revenues
21,526

 
20,845

 
 
 
 
Same property multifamily expenses
(5,602
)
 
(5,330
)
 
 
 
 
Multifamily NOI
15,924

 
15,515

 
 
 
 
Same Property NOI
140,961

 
132,212

Non-comparable office revenues
15,301

 
16,356

Non-comparable office expenses
(6,497
)
 
(6,076
)
Non-comparable multifamily revenues
5,370

 
4,069

Non-comparable multifamily expenses
(1,953
)
 
(1,368
)
NOI
153,182

 
145,193

General and administrative expenses
(9,832
)
 
(9,567
)
Depreciation and amortization
(79,873
)
 
(72,498
)
Operating income
63,477

 
63,128

Other income
2,898

 
2,630

Other expenses
(1,845
)
 
(1,733
)
Income, including depreciation, from unconsolidated real estate funds
1,551

 
1,506

Interest expense
(33,293
)
 
(32,900
)
Net income
32,788

 
32,631

Less: Net income attributable to noncontrolling interests
(4,087
)
 
(4,425
)
Net income attributable to common stockholders
$
28,701

 
$
28,206









NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results


Financial Data for Joint Ventures & Funds
(Unaudited, in thousands)

 
Three months ended March 31, 2019
 
 
 
 
 
 
 
Wholly-Owned Properties
 
Consolidated Joint Ventures(1)
 
Unconsolidated Funds(2)
 
 
 
 
 
 
Revenues
$
182,707

 
$
41,479

 
$
20,158

Office and multifamily operating expenses
$
57,252

 
$
13,752

 
$
6,827

Straight-line rent
$
2,428

 
$
1,941

 
$
206

Above/below-market lease revenue
$
1,378

 
$
2,742

 
$
(3
)
Cash NOI attributable to outside interests(3)
$

 
$
15,302

 
$
4,658

Our share of cash NOI(4)
$
121,649

 
$
7,742

 
$
8,470

______________________________________________________
(1)
Represents stand-alone financial data (with property management fees excluded from operating expenses as a consolidating entry) for three consolidated joint ventures ("JVs") which we manage and in which we own a weighted average interest of approximately 28% based on square footage. The JVs own a combined ten Class A office properties totaling 2.8 million square feet in our submarkets. We are entitled to (i) distributions based on invested capital, (ii) fees for property management and other services, (iii) reimbursement of certain acquisition-related expenses and certain other costs and (iv) in most cases, additional distributions based on Cash NOI.
(2)
Represents stand-alone financial data (with property management fees excluded from operating expenses as a consolidating entry) for three unconsolidated Funds which we manage and in which we own a weighted average interest of approximately 62% based on square footage. The Funds own a combined eight Class A office properties totaling 1.8 million square feet in our submarkets. We are entitled to (i) priority distributions, (ii) distributions based on invested capital, (iii) a carried interest if the investors’ distributions exceed a hurdle rate, (iv) fees for property management and other services and (v) reimbursement of certain costs.  
(3)
Represents the share of Cash NOI allocable under the applicable agreements to interests other than our fully diluted shares.
(4)
Represents the share of Cash NOI allocable to our fully diluted shares.




























NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Financial Results

 
Loans
(As of March 31, 2019, unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maturity Date(1)
 
Principal Balance
(In Thousands)
 
Our Share(2)
(In Thousands)
 
Effective
Rate(3)
 
Swap Maturity Date
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Wholly-Owned Subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
 
10/1/2019
 
$
145,000

 
$
145,000

 
LIBOR + 1.25%
 
N/A
 
 
4/15/2022
 
340,000

 
340,000

 
2.77%
 
4/1/2020
 
 
7/27/2022
 
180,000

 
180,000

 
3.06%
 
7/1/2020
 
 
11/1/2022
 
400,000

 
400,000

 
2.64%
 
11/1/2020
 
 
6/23/2023
 
360,000

 
360,000

 
2.57%
 
7/1/2021
 
 
12/23/2023
 
220,000

 
220,000

 
3.62%
 
12/23/2021
 
 
1/1/2024
 
300,000

 
300,000

 
3.46%
 
1/1/2022
 
 
3/3/2025
 
335,000

 
335,000

 
3.84%
 
3/1/2023
 
 
4/1/2025
 
102,400

 
102,400

 
2.84%
 
3/1/2020
 
 
12/1/2025
 
115,000

 
115,000

 
2.76%
 
12/1/2020
 
 
6/1/2027
 
550,000

 
550,000

 
3.16%
 
6/1/2022
 
 
6/1/2038
(4) 
31,406

 
31,406

 
4.55%
 
N/A
 
 
8/21/2023
(5) 
100,000

 
100,000

 
LIBOR + 1.15%
 
N/A
 
 
Subtotal
 
3,178,806

 
3,178,806

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Joint Ventures
 
 
 
 
 
 
 
 
 
 
 
 
 
2/28/2023
 
580,000

 
174,000

 
2.37%
 
3/1/2021
 
 
12/19/2024
 
400,000

 
80,000

 
3.47%
 
1/1/2023
 
 
Total Consolidated Loans
(6) 
$
4,158,806

 
$
3,432,806

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unconsolidated Funds
 
 
 
 
 
 
 
 
 
 
 
 
 
3/1/2023
 
$
110,000

 
$
26,954

 
2.30%
 
3/1/2021
 
 
7/1/2024
 
400,000

 
285,294

 
3.44%
 
7/1/2022
 
 
Total Unconsolidated Loans
 
$
510,000

 
$
312,248

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Loans
 
 
 
$
3,745,054

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
________________________________________________________________________
Except as noted below, each loan (including our revolving credit facility) is non-recourse and secured by one or more separate collateral pools consisting of one or more properties, and requires interest-only monthly payments with the outstanding principal due upon maturity.
(1)
Maturity dates include the effect of extension options.
(2)
"Our Share" is a non GAAP measure calculated by multiplying the principal balance by our share of the borrowing entity's equity.
(3)
Includes the effect of interest rate swaps and excludes the effect of prepaid loan costs.
(4)
Requires monthly payments of principal and interest. Principal amortization is based upon a 30-year amortization schedule.
(5)
$400 million revolving credit facility. Unused commitment fees range from 0.10% to 0.15%.
(6)
Our consolidated debt on the balance sheet of $4.13 billion is calculated by adding $3.9 million of unamortized loan premium and deducting $33.5 million of unamortized deferred loan costs from our total consolidated loans of $4.16 billion.
 
 
 
 
 
Statistics for Consolidated Loans with interest fixed under the terms of the loan or a swap
 
 
 
 
 
 
Principal balance (in billions)
$3.91
 
 
Weighted average remaining life (including extension options)
5.2 years
 
 
Weighted average remaining fixed interest period
2.5 years
 
 
Weighted average annual interest rate
3.07%
 
 
 
 
 
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

12                     Go to Table of Contents

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Portfolio Data


Office Portfolio Summary
Total Office Portfolio as of March 31, 2019


 
 
 
 
 
 
 
 
 
 
 
 
Submarket
 
Number of Properties
 
Rentable Square
Feet
 
Submarket Rentable Square Feet(1)
 
Our Market Share in Submarket(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
Brentwood
 
15

 
2,084,627

 
3,336,801
 
62.5
%
 
 
Sherman Oaks/Encino
 
12

 
3,486,941

 
6,528,253
 
53.4

 
 
Westwood
 
6

 
2,133,881

 
4,259,142
 
50.1

 
 
Warner Center/Woodland Hills
 
3

 
2,845,577

 
7,667,855
 
37.1

 
 
Honolulu(3)
 
4

 
1,641,517

 
4,952,221
 
33.1

 
 
Olympic Corridor
 
5

 
1,142,885

 
3,451,688
 
33.1

 
 
Beverly Hills(4)
 
11

 
2,195,912

 
6,911,291
 
28.6

 
 
Santa Monica
 
11

 
1,427,671

 
9,250,950
 
15.4

 
 
Century City
 
3

 
951,534

 
10,148,454
 
9.4

 
 
Burbank
 
1

 
456,205

 
7,060,975
 
6.5

 
 
Total / Weighted Average(5)
 
71

 
18,366,750

 
63,567,630
 
39.2
%
 
 
 
 
 
 
 
 
 
 
 
 
_______________________________________________________
(1)
Source is the 2019 first quarter CBRE Marketview report.
(2)
Calculated by dividing Rentable Square Feet by the applicable Submarket Rentable Square Feet.
(3)
We removed approximately 122,000 rentable square feet of vacant space at an office building we are converting to residential apartments. Third party submarket data was updated for consistency. See page 22.
(4)
Includes a 218,000 square foot property located just outside the Beverly Hills city limits. To calculate our percentage of the submarket, the property is not included in the numerator or the denominator for consistency with third party data.
(5)
The average of our market share in all submarkets is weighted based on the square feet of exposure in our total portfolio to each submarket.






























NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

13                     Go to Table of Contents

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Portfolio Data

 
Office Percentage Leased and In-Place Rents
Total Office Portfolio as of March 31, 2019
Annualized Rent by Submarket
 
chart-d1e62ca60317579e975.jpg
 
 
 
 
 
 
 
 
 
 
 
Submarket
Percent
Leased(1)
 
Annualized Rent(2)
 
Annualized Rent Per Leased Square Foot(2)
 
Monthly Rent Per Leased Square Foot(2)
 
 
 
 
 
 
 
 
 
 
 
 
Beverly Hills
95.9
%
 
$
104,912,777

 
$
51.47

 
$
4.29

 
 
Brentwood
89.5

 
79,814,302

 
44.76

 
3.73

 
 
Burbank
100.0

 
22,714,720

 
49.79

 
4.15

 
 
Century City
93.4

 
40,777,950

 
48.85

 
4.07

 
 
Honolulu
94.8

 
50,632,448

 
34.68

 
2.89

 
 
Olympic Corridor
91.6

 
39,342,726

 
39.21

 
3.27

 
 
Santa Monica
93.3

 
92,316,791

 
72.13

 
6.01

 
 
Sherman Oaks/Encino
91.7

 
112,332,520

 
36.65

 
3.05

 
 
Warner Center/Woodland Hills
87.1

 
70,116,302

 
29.43

 
2.45

 
 
Westwood
90.2

 
91,862,950

 
49.52

 
4.13

 
 
Total / Weighted Average
91.8
%
 
$
704,823,486

 
$
43.62

 
$
3.63

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Recurring Office Capital Expenditures per Rentable Square Foot
 
 
 
 
Three months ended March 31, 2019
 
$
0.08

 
 
 
 
 
 
 
 
 
 
 
_______________________________________________________________
(1)
Includes 272,170 square feet with respect to signed leases not yet commenced at March 31, 2019.
(2)
Excludes signed leases not yet commenced at March 31, 2019.


NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

14                     Go to Table of Contents

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Portfolio Data


Office Lease Diversification
Total Office Portfolio as of March 31, 2019

q12019officeleasedivers.jpg


 
 
 
 
 
 
 
Portfolio Tenant Size
 
 
 
Median
 
Average
 
 
 
 
 
 
 
 
Square feet
2,600
 
5,500
 
 
 
 
 
 
 


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office Leases
 
Rentable Square Feet
 
Annualized Rent
 
 
Square Feet Under Lease
 
Number
 
Percent
 
Amount
 
Percent
 
Amount
 
Percent
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,500 or less
 
1,444

 
49.2
%
 
1,983,475

 
12.3
%
 
$
84,762,752

 
12.0
%
 
 
2,501-10,000
 
1,120

 
38.1

 
5,491,429

 
34.0

 
236,166,780

 
33.5

 
 
10,001-20,000
 
235

 
8.0

 
3,247,198

 
20.1

 
136,754,290

 
19.4

 
 
20,001-40,000
 
102

 
3.5

 
2,781,944

 
17.2

 
119,478,884

 
17.0

 
 
40,001-100,000
 
31

 
1.1

 
1,751,724

 
10.8

 
85,819,435

 
12.2

 
 
Greater than 100,000
 
4

 
0.1

 
902,669

 
5.6

 
41,841,346

 
5.9

 
 
Total for all leases
 
2,936

 
100.0
%
 
16,158,439

 
100.0
%
 
$
704,823,486

 
100.0
%
 
 
 
 
 
 
 






NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

15                     Go to Table of Contents

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Portfolio Data


Largest Office Tenants
Total Office Portfolio as of March 31, 2019

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tenants paying 1% or more of our aggregate annualized rent:
 
 
 
 
 
Tenant
 
Number of Leases
 
Number of Properties
 
Lease Expiration(1)
 
Total Leased Square Feet
 
Percent of Rentable Square Feet
 
Annualized Rent
 
Percent of Annualized Rent
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Time Warner(2)
 
3

 
3

 
 2020-2024
 
468,775

 
2.6
%
 
$
23,164,538

 
3.3
%
 
 
UCLA(3)
 
25

 
10

 
 2019-2027
 
321,106

 
1.7

 
15,914,380

 
2.2

 
 
William Morris Endeavor(4)
 
1

 
1

 
2027
 
206,782

 
1.1

 
11,666,900

 
1.7

 
 
Morgan Stanley(5)
 
5

 
5

 
2022-2027
 
145,488

 
0.8

 
9,221,887

 
1.3

 
 
Equinox Fitness(6)
 
5

 
5

 
2020 - 2033
 
180,087

 
1.0

 
7,533,301

 
1.1

 
 
Total
 
39

 
24

 
 
 
1,322,238

 
7.2
%
 
$
67,501,006

 
9.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
______________________________________________________
(1)
Expiration dates are per lease (expiration dates do not reflect storage and similar leases).
(2)
Square footage expires as follows: 2,000 square feet in 2020, 11,000 square feet in 2021, and 456,000 square feet in 2024.
(3)
Square footage expires as follows: 6,000 square feet in 2019, 41,000 square feet in 2020, 69,000 square feet in 2021, 55,000 square feet in 2022, 40,000 square feet in 2023, 37,000 square feet in 2024, 6,000 square feet in 2025, and 67,000 square feet in 2027. Tenant has options to terminate 31,000 square feet in 2020, 15,000 square feet in 2023, and 51,000 square feet in 2025.
(4)
Tenant has an option to terminate 2,000 square feet in 2020 and 205,000 square feet in 2022.
(5)
Square footage expires as follows: 16,000 square feet in 2022, 30,000 square feet in 2023, 26,000 square feet in 2025, and 74,000 square feet in 2027. Tenant has options to terminate 30,000 square feet in 2021, and 26,000 square feet in 2022.
(6)
Square footage expires as follows: 42,000 square feet in 2020, 33,000 square feet in 2024, 31,000 square feet in 2027, 44,000 square feet in 2028, and 30,000 square feet in 2033.

















NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

16                     Go to Table of Contents

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Portfolio Data

 
Office Industry Diversification
Total Office Portfolio as of March 31, 2019

Percentage of Annualized Rent by Tenant Industry
chart-dfd5674b9ba05b2ab84.jpg
 
 
 
 
 
 
 
 
Industry
 
Number of Leases
 
Annualized Rent as a Percent of Total
 
 
 
 
 
 
 
 
 
Legal
 
581

 
18.2
%
 
 
Financial Services
 
391

 
15.0

 
 
Entertainment
 
209

 
12.8

 
 
Real Estate
 
294

 
11.3

 
 
Accounting & Consulting
 
358

 
10.2

 
 
Health Services
 
372

 
7.4

 
 
Retail
 
187

 
5.8

 
 
Technology
 
128

 
5.2

 
 
Insurance
 
106

 
4.1

 
 
Educational Services
 
58

 
3.6

 
 
Public Administration
 
94

 
2.4

 
 
Advertising
 
58

 
1.6

 
 
Manufacturing & Distribution
 
52

 
1.3

 
 
Other
 
48

 
1.1

 
 
Total
 
2,936

 
100.0
%
 
 
 
 
 
 
 
 
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

17                     Go to Table of Contents

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Portfolio Data

Office Lease Expirations
Total Office Portfolio as of March 31, 2019
chart-abe976baf90b50acaf2.jpg
(1) Average of the percentage of leases expiring at March 31, 2016, 2017, and 2018 with the same remaining duration as the leases for the labeled year had at March 31, 2019. Acquisitions are included in the comparable average commencing in the quarter after the acquisition.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year of Lease Expiration
 
Number of Leases
 
Rentable Square Feet
 
Expiring Square Feet as a Percent of Total
 
Annualized Rent at March 31, 2019
 
Annualized Rent as a Percent of Total
 
Annualized Rent Per Leased Square Foot(1)
 
Annualized Rent Per Leased Square Foot at Expiration(2)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short Term Leases
 
59

 
167,251

 
0.9
%
 
$
6,728,829

 
1.0
%
 
$
40.23

 
$
40.36

 
 
2019
 
381

 
1,332,743

 
7.2

 
52,949,203

 
7.5

 
39.73

 
40.16

 
 
2020
 
665

 
2,732,526

 
14.9

 
113,319,006

 
16.1

 
41.47

 
42.89

 
 
2021
 
574

 
2,675,893

 
14.6

 
113,111,656

 
16.0

 
42.27

 
45.09

 
 
2022
 
423

 
2,133,722

 
11.6

 
90,185,286

 
12.8

 
42.27

 
46.91

 
 
2023
 
331

 
2,158,987

 
11.8

 
98,156,108

 
13.9

 
45.46

 
52.12

 
 
2024
 
213

 
1,974,391

 
10.8

 
88,076,253

 
12.5

 
44.61

 
53.77

 
 
2025
 
120

 
941,219

 
5.1

 
43,375,368

 
6.2

 
46.08

 
56.68

 
 
2026
 
51

 
537,069

 
2.9

 
25,390,889

 
3.6

 
47.28

 
59.43

 
 
2027
 
63

 
953,405

 
5.2

 
45,845,848

 
6.5

 
48.09

 
62.38

 
 
2028
 
37

 
352,301

 
1.9

 
19,217,089

 
2.7

 
54.55

 
72.45

 
 
Thereafter
 
19

 
198,932

 
1.1

 
8,467,951

 
1.2

 
42.57

 
61.79

 
 
Subtotal/weighted average
 
2,936

 
16,158,439

 
88.0
%
 
704,823,486

 
100.0
%
 
43.62

 
49.48

 
 
Signed leases not commenced
 
272,170

 
1.5

 
 
 
 
 
 
 
 
 
 
Available
 
1,512,260

 
8.2

 
 
 
 
 
 
 
 
 
 
Building management use
 
130,116

 
0.7

 
 
 
 
 
 
 
 
 
 
BOMA adjustment(3)
 
 
 
293,765

 
1.6

 
 
 
 
 
 
 
 
 
 
Total/weighted average
 
2,936

 
18,366,750

 
100.0
%
 
$
704,823,486

 
100.0
%
 
$
43.62

 
$
49.48

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
___________________________________________________
(1)
Represents annualized rent at March 31, 2019 divided by leased square feet.
(2)
Represents annualized rent at expiration divided by leased square feet.
(3)
Represents the square footage adjustments for leases that do not reflect BOMA remeasurement.
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

18                     Go to Table of Contents

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Portfolio Data


Office Lease Expirations - Next Four Quarters
Total Office Portfolio as of March 31, 2019

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q2 2019
 
Q3 2019
 
Q4 2019
 
Q1 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
Expiring Square Feet(1)
 
335,237
 
386,029
 
611,477
 
628,092
 
 
Percentage of Portfolio
 
2.1
%
 
2.4
%
 
3.8
%
 
3.9
%
 
 
Expiring Rent per Square Foot(2)
 
$36.37
 
$41.58
 
$41.34
 
$42.56
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
Submarket Data
 
 
 
 
 
Due to the small square footage of leases in each quarter in each submarket, and the varying terms and square footage of the individual leases and the individual buildings involved, the data in this table should only be extrapolated with caution.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Q2 2019
 
Q3 2019
 
Q4 2019
 
Q1 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beverly Hills
Expiring SF(1)
 
12,144

 
73,836

 
69,348

 
32,391

 
 
Expiring rent per SF(2)
 
$46.83
 
$46.94
 
$64.17
 
$54.32
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Brentwood
Expiring SF(1)
 
26,724

 
58,356

 
65,106

 
100,489

 
 
Expiring rent per SF(2)
 
$43.33
 
$46.41
 
$49.85
 
$48.84
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Century City
Expiring SF(1)
 
24,053

 
9,896

 
14,571

 
31,396

 
 
Expiring rent per SF(2)
 
$35.41
 
$53.16
 
$47.60
 
$49.74
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Honolulu
Expiring SF(1)
 
102,746

 
31,501

 
54,879

 
83,634

 
 
Expiring rent per SF(2)
 
$31.14
 
$34.78
 
$35.42
 
$34.80
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Olympic Corridor
Expiring SF(1)
 
27,759

 
34,876

 
28,405

 
91,675

 
 
Expiring rent per SF(2)
 
$37.13
 
$42.61
 
$35.29
 
$38.68
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Santa Monica
Expiring SF(1)
 
3,144

 
15,937

 
14,517

 
43,958

 
 
Expiring rent per SF(2)
 
$52.30
 
$66.48
 
$61.05
 
$60.79
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sherman Oaks/Encino
Expiring SF(1)
 
62,922

 
55,065

 
263,655

 
140,917

 
 
Expiring rent per SF(2)
 
$37.03
 
$33.90
 
$35.28
 
$37.49
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Warner Center/Woodland Hills
Expiring SF(1)
 
44,337

 
73,524

 
67,430

 
63,957

 
 
Expiring rent per SF(2)
 
$30.42
 
$31.16
 
$31.28
 
$31.02
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Westwood
Expiring SF(1)
 
31,408

 
33,038

 
33,566

 
39,675

 
 
Expiring rent per SF(2)
 
$49.08
 
$46.96
 
$49.10
 
$53.05
 
 
 
 
 
 
 
 
 
 
 
 
 
_________________________________________________________________
(1)
Includes leases with an expiration date in the applicable quarter where the space had not been re-leased as of March 31, 2019, other than 167,251 square feet of Short-Term Leases.
(2)
Includes the impact of rent escalations over the entire term of the expiring lease, and is therefore not directly comparable to starting rents. Fluctuations in this number from quarter to quarter primarily reflects the mix of buildings/submarkets involved, as well as the varying terms and square footage of the individual leases expiring.
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

19                     Go to Table of Contents

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Portfolio Data


Office Leasing Activity
Total Office Portfolio during the Three Months ended March 31, 2019

 
 
 
 
 
Net Absorption During Quarter(1)
0.06%
 
 
 
 
 

 
 
 
 
 
 
 
 
 
Office Leases Signed During Quarter
Number of leases
 
Rentable Square Feet
 
Weighted Average Lease Term (months)
 
 
 
 
 
 
 
 
 
 
New leases
83
 
280,401
 
58
 
 
Renewal leases
113
 
491,394
 
39
 
 
All leases
196
 
771,795
 
46
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
Change in Annual Rental Rates (Per Square Foot) for Office Leases Executed during the Quarter(2)
 
 
 
 
 
 
 
 
 
 
 
Starting Cash Rent
 
Straight-line Rent
 
Expiring Cash Rent
 
 
 
 
 
 
 
 
 
 
Leases signed during the quarter
$44.21
 
$45.52
 
N/A
 
 
Prior leases for the same space
$36.62
 
$37.78
 
$40.54
 
 
Percentage change
20.7%
 
20.5%
 
9.1%
(3) 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
Average Office Lease Transaction Costs (Per Square Foot)
 
 
 
 
 
 
 
 
 
Lease Transaction Costs
 
Lease Transaction Costs per Annum
 
 
 
 
 
 
 
 
New leases signed during the quarter
$32.03
 
$6.61
 
 
Renewal leases signed during the quarter
$13.88
 
$4.27
 
 
All leases signed during the quarter
$20.48
 
$5.34
 
 
 
 
 
 
 
________________________________________________________________
(1)
Net absorption represents the change in percentage leased between the last day of the current and prior quarter, excluding properties acquired or sold during the current quarter.
(2)
Represents the average initial stabilized cash and straight-line rents on new and renewed leases signed during the quarter compared to the prior leases for the same space. Excludes Short Term Leases, leases where the prior lease was terminated more than a year before signing of the new lease, leases for tenants relocated from space being taken out of service, and leases in acquired buildings where we believe the information about the prior agreement is incomplete or where we believe base rent reflects other off-market inducements to the tenant that are not reflected in the prior lease document.
(3)
The percentage change for expiring cash rent represents the comparison between the starting cash rent on leases signed during the quarter and the expiring cash rent for the prior leases for the same space.








NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

20                     Go to Table of Contents

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Portfolio Data


Multifamily Portfolio Summary
as of March 31, 2019

Annualized Rent by Submarket
chart-ef07b8318591547ab05.jpg
 
 
 
 
 
 
 
 
 
 
Submarket
 
Number of Properties
 
Number of Units
 
Units as a Percent of Total
 
 
 
 
 
 
 
 
 
 
 
Brentwood
 
5
 
950

 
26
%
 
 
Honolulu(1)
 
3
 
1,872

 
51

 
 
Santa Monica
 
2
 
820

 
23

 
 
Total
 
10
 
3,642

 
100
%
 
 
 
 
 
 
 
 
 
 
 
Submarket
 
Percent Leased
 
Annualized Rent(2)
 
Monthly Rent Per Leased Unit
 
 
 
 
 
 
 
 
 
 
 
Brentwood
 
99.9
%
 
$
31,882,032

 
$
2,800

 
 
Honolulu(1)
 
99.5

 
41,458,020

 
1,857

 
 
Santa Monica
 
99.6

 
29,773,008

 
3,041

 
 
Total / Weighted Average
 
99.6
%
 
$
103,113,060

 
$
2,370

 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
Recurring Multifamily Capital Expenditures per Unit(3)
 
 
 
 
 
 
 
Three months ended March 31, 2019
$
178

 
 
 
 
 
________________________________________________________________
(1)
Includes newly developed units just made available for rent.
(2)
The multifamily portfolio also includes 10,495 square feet of ancillary retail space generating annualized rent of $399,962, which is not included in multifamily annualized rent.
(3)
Excludes new development units.


NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

21                     Go to Table of Contents


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Developments


Development Projects
1132 Bishop Street, Honolulu, Hawaii
In downtown Honolulu, we are converting a 25 story, 490,000 square foot office tower into approximately 500 rental apartments. This project will help address the severe shortage of rental housing in Honolulu, and revitalize the central business district, where we own a significant portion of the Class A office space.
We expect the conversion to occur in phases over a number of years as the office space is vacated. In select cases, we will relocate tenants to our other office buildings in Honolulu, although we do not have enough vacancy to accommodate all of them.
We currently estimate that construction costs will be $80 million to $100 million, although the inherent uncertainties of development are compounded by the multi-year and phased nature of the conversion. Assuming timely approvals, we expect the first units to be delivered in 2020.
bishopplacea01.jpg
Moanalua Hillside Apartments, Honolulu, Hawaii

Shortly after the 2018 year-end we completed construction of our 491 unit apartment development at Moanalua. This project now includes a total of 1,171 units on 28 acres. We have also completed upgrades to the existing buildings, improved the parking and landscaping, built a new leasing and management office and constructed a new fitness center and two pools, resulting in one of the most modern and desirable workforce housing communities in Hawaii.
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Residential High Rise Tower, Brentwood, California
In Brentwood, we are building the first new residential high-rise development west of the 405 freeway in more than 40 years, offering stunning ocean views and luxury amenities. The 34 story, 376 unit tower is being built on a site that is directly adjacent to an office building and a 712 unit residential property that we own. The estimated budget is between $180 million and $200 million, not including the cost of the land which we have owned since 1997. As part of the project, we are investing additional capital to build a one acre park on Wilshire Boulevard that will be available to the public and provide a valuable amenity to our surrounding properties and community. We expect construction to take about 3 years.
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Rendering of our new residential tower in Brentwood (center), with a new park in the foreground, and our existing residential and office buildings (left and right, respectively).

All figures are estimates, as development in our markets is long and complex and subject to inherent uncertainties.

NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Guidance

 
2019 Guidance

Metric
Per Share
Net income per common share - diluted
$0.68 to $0.74
FFO per share - fully diluted
$2.09 to $2.15


Assumptions
Metric
Commentary
Assumption Range
Compared to Prior Assumption
Average Office Occupancy
 
89% to 91%
Unchanged
Residential Leased Rate
Our assumption excludes the impact of leasing up new units.
Essentially fully leased
Unchanged
Same Property Cash NOI Growth
 
5.5% to 6.5%
Increased
Above/Below Market Net Revenue
Includes 100% of our consolidated JVs share (not our pro-rata share).
$14 to $16 million
Unchanged
Straight-line Revenue
Includes 100% of our consolidated JVs share (not our pro rata share).
$9 to $11 million
Decreased
G&A
 
$39 to $43 million
Unchanged
Interest Expense
Includes 100% of our consolidated JVs share (not our pro rata share).
$134 to $137 million
Unchanged


___________________________________________
Except as disclosed, our guidance does not include the impact of future property acquisitions or dispositions, financings, or other possible capital markets activities or impairment charges. The guidance and representative assumptions on this page are forward looking statements, subject to the safe harbor contained at the beginning of this Earnings Package, and reflect our views of current and future market conditions. Ranges represent a set of likely assumptions, but actual results could fall outside the ranges presented. Only a few of our assumptions underlying our guidance are disclosed above, and our actual results will be affected by known and unknown risks, trends, uncertainties and other factors, some of which are beyond our control or ability to predict. Although we believe that the assumptions underlying our guidance are reasonable, they are not guarantees of future performance and some of them will inevitably prove to be incorrect.  As a result, our actual future results can be expected to differ from our expectations, and those differences could be material. See page 24 for a reconciliation of our Non-GAAP guidance.
 
NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Guidance


Reconciliation of our 2019 Non-GAAP Guidance(1) 
(Unaudited; in millions, except per share amounts)


Reconciliation of our guided Net income per common share - diluted to FFO per share - fully diluted:
Reconciliation of net income attributable to common stockholders to FFO
Low
 
High
 
Net income attributable to common stockholders
$
115.6

 
$
125.8

Adjustments for depreciation and amortization of real estate assets
325.0

 
315.0

Adjustments for noncontrolling interests, consolidated JVs and unconsolidated funds
(24.7
)
 
(12.9
)
FFO
$
415.9

 
$
427.9

 
Reconciliation of shares outstanding
High
 
Low
 
 
Weighted average shares of common stock outstanding - diluted
170.0

 
170.0
Weighted average units in our operating partnership outstanding
29.0

 
29.0
Weighted average fully diluted shares outstanding
199.0

 
199.0

 
Per share
Low
 
High
 
Net income per common share - diluted
$
0.68

 
$
0.74

FFO per share - fully diluted
$
2.09

 
$
2.15

_____________________________________________
(1)    This reconciliation should be used as an example only, with the numbers presented only as representative assumptions. Ranges represent a set of likely assumptions, but actual results could fall outside the ranges presented. All assumptions are forward looking statements, subject to the safe harbor contained at the beginning of this Earnings Package, and reflect our views of current and future market conditions. Our actual results will be affected by known and unknown risks, trends, uncertainties and other factors, some of which are beyond our control or ability to predict. Although we believe that the assumptions underlying the guidance are reasonable, they are not guarantees of future performance and some of them will inevitably prove to be incorrect.  As a result, our actual future results can be expected to differ from our expectations, and those differences could be material.





















NOTE:  See the "Definitions" section for definitions of certain terms used in this Earnings Package.

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Definitions

Adjusted Funds From Operations (AFFO):  We calculate AFFO from FFO by (i) eliminating the impact on FFO of straight-line rent; amortization/accretion of acquired above/below market leases; loan costs such as amortization/accretion of loan premiums/discounts; amortization and hedge ineffectiveness of interest rate contracts; amortization/expense of loan costs; non-cash compensation expense, and (ii) subtracting recurring capital expenditures, tenant improvements and capitalized leasing expenses (including adjusting for the effect of such items attributable to consolidated joint ventures and unconsolidated real estate funds, but not for noncontrolling interests included in our calculation of fully diluted equity). Recurring capital expenditures, tenant improvements and leasing expenses are those required to maintain current revenues once a property has been stabilized, generally excluding those for acquired buildings being stabilized, newly developed space and upgrades to improve revenues or operating expenses, as well as those resulting from casualty damage or bringing the property into compliance with governmental requirements. We report AFFO because it is a widely reported measure of the performance of equity Real Estate Investments Trusts (REITs), and is also used by some investors to compare our performance with other REITs.  However, the National Association of Real Estate Investment Trusts (NAREIT) has not defined AFFO, and other REITs may use different methodologies for calculating AFFO, and accordingly, our AFFO may not be comparable to the AFFO of other REITs. AFFO is a non-GAAP financial measure for which we believe that net income is the most directly comparable GAAP financial measure. AFFO should be considered only as a supplement to net income as a measure of our performance and should not be used as a measure of our liquidity or cash flow, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends.

AFFO Payout Ratio: Represents dividends paid within each period divided by the AFFO for that period.
 
Annualized Rent:  Represents annualized cash base rent (i.e. excludes tenant reimbursements, parking and other revenue) before abatements under leases commenced as of the reporting date and expiring after the reporting date (does not include 272,170 square feet with respect to signed leases not yet commenced at March 31, 2019).  For our triple net office properties (in Honolulu and two single tenant buildings in Los Angeles), annualized rent is calculated by adding expense reimbursements and estimates of normal building expenses paid by tenants to base rent. Annualized Rent does not include lost rent recovered from insurance and rent for building management use. Annualized Rent does include rent for a health club that we own and operate in Honolulu and our corporate headquarters in Santa Monica.

Average Office Occupancy: Calculated by averaging the Occupancy Rates on the last day of the current and prior quarter and, for reporting periods longer than a quarter, by averaging the Occupancy Rates for all the quarters in the respective reported period.

Consolidated Portfolio: Includes all of the properties included in our consolidated results, including our consolidated joint ventures. We own 100% of our consolidated portfolio except for ten office properties totaling 2.8 million square feet which we own through three consolidated joint ventures and in which we own a weighted average of approximately 28% based on square footage.

Consolidated Net Debt: Represents our consolidated debt, net of cash and cash equivalents, and before adding unamortized loan premium and deducting unamortized deferred loan costs. Cash and cash equivalents are subtracted because they could be used to reduce the debt obligations and unamortized loan premium and deferred loan costs are not adjusted for because they do not require cash settlement. Consolidated Net Debt is a non-GAAP financial measure for which we believe that consolidated debt is the most directly comparable GAAP financial measure. We report Consolidated Net Debt because some investors use it to evaluate and compare our leverage and financial position with that of other REITs. A limitation associated with using Consolidated Net Debt is that it subtracts cash and cash equivalents and may therefore imply that there is less debt than the most comparable GAAP financial measure indicates.

Equity Capitalization: Represents our Fully Diluted Shares multiplied by the closing price of our common stock on March 29, 2019.

Fully Diluted Shares:  Calculated according to the treasury stock method, based on our diluted outstanding stock and units in our Operating Partnership.

Funds: Fund X Opportunity Fund, LLC, Douglas Emmett Fund X, LLC and Douglas Emmett Partnership X, LP.



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Definitions

Funds From Operations (FFO):  We calculate FFO in accordance with the standards established by NAREIT by excluding gains (or losses) on sales of investments in real estate, gains (or losses) from changes in control of investments in real estate, real estate depreciation and amortization (other than amortization of right-of-use assets for which we are the lessee and amortization of deferred loan costs) from our net income (including adjusting for the effect of such items attributable to consolidated joint ventures and unconsolidated real estate funds, but not for noncontrolling interests included in our calculation of fully diluted equity). We report FFO because it is a widely reported measure of the performance of equity REITs, and is also used by some investors to identify trends in occupancy rates, rental rates and operating costs from year to year, and to compare our performance with other REITs. FFO is a non-GAAP financial measure for which we believe that net income is the most directly comparable GAAP financial measure. FFO has limitations as a measure of our performance because it excludes depreciation and amortization of real estate, and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures, tenant improvements and leasing expenses necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results from operations. FFO should be considered only as a supplement to net income as a measure of our performance and should not be used as a measure of our liquidity or cash flow, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends. Other REITs may not calculate FFO in accordance with the NAREIT definition and, accordingly, our FFO may not be comparable to the FFO of other REITs.
   
GAAP: Refers to accounting principles generally accepted in the United States.

Lease Transaction Costs: Represents the weighted average of tenant improvements and leasing commissions for leases signed by us during the quarter, excluding leases substantially negotiated by the seller in the case of acquired properties and excluding leases for tenants relocated from space being taken out of service.

Net Income Per Common Share - Diluted: We calculate Net Income Per Common Share - Diluted by dividing the net income attributable to common stockholders for the period by the weighted average number of common shares and dilutive instruments outstanding during the period using the treasury stock method. We account for unvested LTIP awards that contain nonforfeitable rights to dividends as participating securities and include these securities in the computation using the two-class method.

Net Operating Income (NOI):  We calculate NOI as revenue less operating expenses attributable to the properties that we own and operate. We present two forms of NOI:
NOI: is calculated by excluding the following from our net income: general and administrative expense, depreciation and amortization expense, other income, other expense, income, including depreciation, from unconsolidated real estate funds, interest expense, gains (or losses) on sales of investments in real estate and net income attributable to noncontrolling interests.
Cash NOI: is calculated by excluding from NOI our straight-line rent and the amortization/accretion of acquired above/below market leases.
We report NOI because it is a widely recognized measure of the performance of equity REITs, and is used by some investors to identify trends in occupancy rates, rental rates and operating costs and to compare our operating performance with that of other REITs. NOI is a non-GAAP financial measure for which we believe that net income is the most directly comparable GAAP financial measure.  NOI has limitations as a measure of our performance because it excludes depreciation and amortization expense, and captures neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures, tenant improvements and leasing expenses necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results from operations. NOI should be considered only as a supplement to net income as a measure of our performance and should not be used as a measure of our liquidity or cash flow, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends. Other REITs may not calculate NOI in a similar manner and, accordingly, our NOI may not be comparable to the NOI of other REITs.
Occupancy Rate:  The percentage leased, excluding signed leases not yet commenced, as of March 31, 2019. Management space is considered leased and occupied, while space taken out of service during a repositioning is excluded from both the numerator and denominator for calculating percentage leased and occupied.

Operating Partnership: Douglas Emmett Properties, LP



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Definitions

Our Share of Net Debt: We calculate our share of net debt by multiplying the principal balance of our consolidated loans and our unconsolidated Funds loans by our equity interest in the relevant borrower, and subtracting the product of cash and cash equivalents multiplied by our equity interest in the entity that owns the cash or equivalent. We subtract cash and cash equivalents because they could be used to reduce the debt obligations, but do not add unamortized loan premium or subtract unamortized deferred loan costs because they do not require cash settlement. Our share of net debt is a non-GAAP financial measure for which we believe that consolidated debt is the most directly comparable GAAP financial measure. We report our share of net debt because some investors use it to evaluate and compare our leverage and financial position with that of other REITs.

Recurring Capital Expenditures:  Building improvements required to maintain revenues once a property has been stabilized, and excludes capital expenditures for (i) acquired buildings being stabilized, (ii) newly developed space, (iii) upgrades to improve revenues or operating expenses, (iv) casualty damage and (v) bringing the property into compliance with governmental requirements.

Rentable Square Feet:  Based on the BOMA measurement.  At March 31, 2019, total consists of 16,430,609 leased square feet (including 272,170 square feet with respect to signed leases not commenced), 1,512,260 available square feet, 130,116 building management use square feet and 293,765 square feet of BOMA adjustment on leased space.

Same Property NOI:  To facilitate a comparison of NOI between reported periods, we report NOI for a subset of our properties referred to as our “same properties,” which are properties that have been owned and operated by us during both periods being compared.  We exclude from our same property subset properties that during the comparable periods were: (i) acquired, (ii) sold, (iii) held for sale, contributed or otherwise removed from our consolidated financial statements, or (iv) that underwent a major repositioning project or were impacted by development activity that we believed significantly affected the properties' results. Our Same Property NOI is not adjusted for noncontrolling interests in properties which are not wholly owned. Our same properties for 2019 include all of our Consolidated Portfolio properties, other than (1) a 80,500 square foot property in Honolulu, where the largest tenant is a health club that we own and operate, (2) a 492,600 square foot office property in Honolulu and a multifamily property in Honolulu which we expect to be affected by development activities, and (3) two office properties in Los Angeles totaling 790,000 square feet which we expect to be affected by repositioning activity and carryover leases from before our purchase.

Short Term Leases:  Represents leases that expired on or before the reporting date or had a term of less than one year, including hold over tenancies, month to month leases and other short term occupancies.
 
Total Portfolio: Includes our Consolidated Portfolio plus eight properties totaling 1.8 million square feet owned by our three unconsolidated real estate Funds, in which we own a weighted average of approximately 62% based on square footage.

"We" and "our" refers to Douglas Emmett, Inc., our Operating Partnership and its subsidiaries, as well as our consolidated JVs and our unconsolidated Funds.

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