BENEFICIARIES’ EQUITY OF THE PARENT COMPANY

Earnings per Share (EPS)

The following tables detail the number of shares and net income used to calculate basic and diluted earnings per share (in thousands, except share and per share amounts; results may not add due to rounding):



	Three-month periods ended September 30,
	2012						2011
	Basic			Diluted			Basic			Diluted
Numerator
Income from continuing operations	$	7,080		$	7,080		$	4,861		$	4,861
Net income from continuing operations attributable to non-controlling interests	(78		)	(78		)	(276		)	(276		)
Amount allocable to unvested restricted shareholders	(95		)	(95		)	(121		)	(121		)
Preferred share dividends	(2,785		)	(2,785		)	(1,998		)	(1,998		)
Income from continuing operations available to common shareholders	4,122			4,122			2,466			2,466
Income from discontinued operations	10,009			10,009			1,750			1,750
Discontinued operations attributable to non-controlling interests	(182		)	(182		)	(86		)	(86		)
Discontinued operations attributable to common shareholders	9,827			9,827			1,664			1,664
Net income attributable to common shareholders	$	13,949		$	13,949		$	4,130		$	4,130
Denominator
Weighted-average shares outstanding	143,424,485			143,424,485			135,562,487			135,562,487
Contingent securities/Share based compensation	—			703,525			—			1,278,964
Total weighted-average shares outstanding	143,424,485			144,128,010			135,562,487			136,841,451
Earnings per Common Share:
Income from continuing operations attributable to common shareholders	$	0.03		$	0.03		$	0.02		$	0.02
Discontinued operations attributable to common shareholders	0.07			0.07			0.01			0.01
Net income attributable to common shareholders	$	0.10		$	0.10		$	0.03		$	0.03



	Nine-month periods ended September 30,
	2012						2011
	Basic			Diluted			Basic			Diluted
Numerator
Loss from continuing operations	$	(3,414	)	$	(3,414	)	$	(9,278	)	$	(9,278	)
Net loss from continuing operations attributable to non-controlling interests	244			244			88			88
Amount allocable to unvested restricted shareholders	(286		)	(286		)	(384		)	(384		)
Preferred share dividends	(7,832		)	(7,832		)	(5,994		)	(5,994		)
Preferred share redemption charge	(2,090		)	(2,090		)	—			—
Loss from continuing operations available to common shareholders	(13,378		)	(13,378		)	(15,568		)	(15,568		)
Income from discontinued operations	36,641			36,641			9,165			9,165
Discontinued operations attributable to non-controlling interests	(669		)	(669		)	(234		)	(234		)
Discontinued operations attributable to common shareholders	35,972			35,972			8,931			8,931
Net income (loss) attributable to common shareholders	$	22,594		$	22,594		$	(6,637	)	$	(6,637	)
Denominator
Weighted-average shares outstanding	143,182,911			143,182,911			135,164,424			135,164,424
Earnings per Common Share:
Loss from continuing operations attributable to common shareholders	$	(0.09	)	$	(0.09	)	$	(0.12	)	$	(0.12	)
Discontinued operations attributable to common shareholders	0.25			0.25			0.07			0.07
Net income (loss) attributable to common shareholders	$	0.16		$	0.16		$	(0.05	)	$	(0.05	)

Redeemable common limited partnership units totaling 2,657,721 and 9,809,759 as of September 30, 2012 and 2011, respectively, were excluded from the diluted earnings per share computations because their effect would have been anti-dilutive.

The contingent securities/share based compensation impact is calculated using the treasury stock method and relates to employee awards settled in shares of the Parent Company. The effect of these securities is anti-dilutive for periods that the Parent Company incurs a net loss from continuing operations available to common shareholders and therefore is excluded from the dilutive earnings per share calculation in such periods.

Unvested restricted shares are considered participating securities which require the use of the two-class method for the computation of basic and diluted earnings per share. For the nine months ended September 30, 2012 and 2011, earnings representing nonforfeitable dividends as noted in the table above were allocated to the unvested restricted shares issued to the Company’s executives and other employees under the 1997 Plan.

Common and Preferred Shares

On April 11, 2012, the Parent Company closed on a registered public offering of 4,000,000 shares of its 6.90% Series E Cumulative Redeemable Preferred Shares at a price to the public of $25.00 per share. Dividends on the 6.90% Series E Cumulative Redeemable Preferred Shares will be paid quarterly in arrears on or about the 15th day of each January, April, July, and October, commencing July 15, 2012, at a rate per annum of 6.90% of the liquidation value of $25.00 per share (equivalent to $1.725 per share per annum). Net proceeds from the offering totaled approximately $96.3 million, after deducting the underwriting discount and our related expenses.

On May 3, 2012, the Parent Company used a portion of the net proceeds from the aforementioned offering of Series E Cumulative Redeemable Preferred Shares to redeem all 2,000,000 shares of its previously outstanding 7.50% Series C Cumulative Redeemable Preferred Shares at a redemption price of $50.0 million plus $0.2 million of accrued dividends through the redemption date. The Company used the remaining proceeds from the aforementioned offering for corporate purposes. In accordance with GAAP, the Company also recognized $2.1 million of redemption costs as a reduction in net earnings to arrive at net income applicable to common shares. These costs are listed above and shown within the Company's consolidated statements of operations as "Preferred share redemption charge". There were no comparable charges for the prior year.

On September 11, 2012, the Parent Company declared a distribution of $0.15 per common share, totaling $21.6 million, which was paid on October 19, 2012 to shareholders of record as of October 5, 2012. On September 11, 2012, the Parent Company declared distributions on its Series D Preferred Shares and Series E Preferred Shares to holders of record as of September 30, 2012. These shares are entitled to a preferential return of 7.375% and 6.90%, respectively. Distributions paid on October 15, 2012 to holders of Series D Preferred Shares and Series E Preferred Shares totaled $1.1 million and $1.8 million, respectively.

In March 2010, the Parent Company commenced a continuous equity offering program (the “Offering Program”), under which the Parent Company may sell up to an aggregate amount of 15,000,000 common shares until March 10, 2013. The Company may sell common shares in amounts and at times to be determined by the Parent Company. Actual sales will depend on a variety of factors as determined by the Company, including market conditions, the trading price of its common shares and determinations by the Parent Company of the appropriate sources of funding. In conjunction with the Offering Program, the Parent Company engages sales agents who receive compensation, in aggregate, of up to 2% of the gross sales price per share sold. During the nine-month period ended September 30, 2012, the Parent Company did not sell any shares under the Offering Program. During the nine-month period ended September 30, 2011, the Parent Company sold 679,285 shares under this program at an average sales price of $12.18 per share resulting in net proceeds of $8.0 million. The Parent Company contributed the net proceeds from the sale of its shares to the Operating Partnership in exchange for the issuance of 679,285 common partnership units to the Parent Company. The Operating Partnership used the net proceeds from the sales contributed by the Parent Company to repay balances on its Credit Facility and for general corporate purposes. From the inception of the Offering Program in March 2010 through September 30, 2012, the Parent Company had sold 6,421,553 shares under this program at an average sales price of $12.50 per share, resulting in 8,578,447 remaining shares available for sale.

Common Share Repurchases

The Parent Company maintains a share repurchase program pursuant to which the Parent Company is authorized to repurchase its common shares from time to time. The Parent Company’s Board of Trustees initially authorized this program in 1998 and has periodically replenished capacity under the program. On May 2, 2006 the Board of Trustees restored capacity to 3.5 million common shares.

The Parent Company did not repurchase any shares under the share repurchase program during the nine-month period ended September 30, 2012. As of September 30, 2012, the Parent Company may purchase an additional 0.5 million shares under the program.

Repurchases may be made from time to time in the open market or in privately negotiated transactions, subject to market conditions and compliance with legal requirements. The share repurchase program does not contain any time limitation and does not obligate the Parent Company to repurchase any shares. The Parent Company may discontinue the program at any time.