EX-99.2 3 eqc93021ex992.htm EX-99.2 Document
Exhibit 99.2



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Equity Commonwealth
Supplemental Operating
and Financial Information

Third Quarter 2021

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Corporate HeadquartersInvestor Relations
Two North Riverside PlazaSarah Byrnes
Suite 2100(312) 646-2801
Chicago, IL 60606ir@eqcre.com
(312) 646-2800www.eqcre.com




TABLE OF CONTENTS
Corporate Information
Company Profile and Investor Information
Financial Information
Key Financial Data
Condensed Consolidated Balance Sheets
Additional Balance Sheet Information
Condensed Consolidated Statements of Operations
Calculation of Same Property Net Operating Income (NOI) and Same Property Cash Basis NOI
Same Property Results of Operations
Calculation of EBITDA, EBITDAre, and Adjusted EBITDAre
Calculation of Funds from Operations (FFO) and Normalized FFO
Portfolio Information
Property Detail
Leasing Summary
Capital Summary - Expenditures & Same Property Leasing Commitments
Tenants Representing 2.5% or More of Annualized Rental Revenue
Same Property Lease Expiration Schedule
Additional Support
Common & Potential Common Shares
Definitions
Forward-Looking Statements
Some of the statements contained in this presentation constitute forward-looking statements within the meaning of the federal securities laws including, but not limited to, statements pertaining to our capital resources, portfolio performance, results of operations or anticipated market conditions, including statements regarding the overall impact of COVID-19 on the foregoing to the extent we make any such statements. Any forward-looking statements contained in this presentation are intended to be made pursuant to the safe harbor provisions of 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 relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions.
The forward-looking statements contained in this presentation reflect our current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from those expressed in any forward-looking statement. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all). We disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause our future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in our most recent Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q.
Regulation FD Disclosures
We use any of the following to comply with our disclosure obligations under Regulation FD: press releases, SEC filings, public conference calls, or our website. We routinely post important information on our website at www.eqcre.com, including information that may be deemed to be material. We encourage investors and others interested in the company to monitor these distribution channels for material disclosures.

2


COMPANY PROFILE AND INVESTOR INFORMATION
Equity Commonwealth (NYSE: EQC) is a Chicago based, internally managed and self-advised real estate investment trust (REIT) with commercial office properties in the United States.
Same Property Statistics
No. of
 PropertiesSq. Feet% Leased% Commenced
41,507,37982.5%78.6%
 NYSE Trading Symbols
 Common Stock: EQC
 Preferred Stock Series D: EQCpD
Board of Trustees
Sam Zell (Chairman)David A. HelfandGerald A. Spector
Ellen-Blair ChubePeter Linneman (Lead Independent Trustee)James A. Star
Martin L. EdelmanMary Jane Robertson
Senior Management
David A. HelfandDavid S. Weinberg
President and Chief Executive OfficerExecutive Vice President and
Chief Operating Officer
William H. GriffithsOrrin S. Shifrin
Senior Vice President,Executive Vice President,
Chief Financial Officer and TreasurerGeneral Counsel and Secretary
Equity Research Coverage (1)
Bank of America / Merrill LynchJames Feldman(646) 855-5808james.feldman@baml.com
CitigroupMichael Bilerman(212) 816-1383michael.bilerman@citi.com
Green Street AdvisorsDaniel Ismail(949) 640-8780dismail@greenstreetadvisors.com




Certain terms are defined in the definitions section of this document. All financial data included herein is unaudited.
(1)Any opinions, estimates or forecasts regarding EQC's performance made by these analysts do not represent opinions, forecasts or predictions of EQC or its management. EQC does not by its reference to the analysts above imply its endorsement of or concurrence with any information, conclusions or recommendations provided by any of these analysts.

3


KEY FINANCIAL DATA
(Unaudited, amounts in thousands, except per share data)
As of and for the Three Months Ended
9/30/20216/30/20213/31/202112/31/20209/30/2020
OPERATING INFORMATION
Ending property count
Ending square footage
1,507 1,507 1,507 1,507 1,507 
Percent leased
82.5 %83.1 %85.6 %85.7 %87.7 %
Percent commenced
78.6 %79.6 %82.2 %81.7 %85.1 %
Net loss attributable to EQC common shareholders
$(4,805)$(3,933)$(12,015)$(3,663)$(1,628)
Adjusted EBITDAre (1)
1,806 2,523 1,451 2,880 5,456 
SAME PROPERTY OPERATING INFORMATION
Ending square footage1,507 1,507 1,507 1,507 1,507 
Percent leased82.5 %83.1 %85.6 %85.7 %87.7 %
Percent commenced78.6 %79.6 %82.2 %81.7 %85.1 %
Same Property NOI (1)
$7,791 $8,309 $8,106 $7,317 $9,824 
Same Property Cash Basis NOI (1)
7,375 7,748 7,799 7,301 8,156 
Same Property NOI margin56.1 %55.9 %55.1 %51.0 %60.4 %
Same Property Cash Basis NOI margin54.8 %54.1 %54.2 %50.9 %55.8 %
SHARES OUTSTANDING AND PER SHARE DATA (2)
Shares Outstanding at End of Period
Common stock outstanding
121,511 121,940 121,917 121,523 121,525 
Dilutive restricted share units (RSUs), Operating Partnership Units, and LTIP Units (2)
1,039 1,012 1,469 1,921 1,994 
Preferred Stock Outstanding (3)
4,915 4,915 4,915 4,915 4,915 
Weighted Average Shares Outstanding - GAAP
Basic (4)
122,190 122,189 122,002 121,673 121,673 
Diluted (4)
122,190 122,189 122,002 121,673 121,673 
Distributions Declared Per Common Share$— $— $— $— $3.50 
BALANCE SHEET
Total assets$3,244,603 $3,256,268 $3,260,676 $3,277,671 $3,708,774 
Total liabilities32,769 24,432 29,058 34,507 465,668 
MARKET CAPITALIZATION
Market value of preferred shares
$152,813 $158,024 $154,337 $146,866 $142,786 
Market value of diluted common shares
3,183,849 3,221,342 3,430,131 3,367,552 3,289,311 
Total Market Capitalization$3,336,662 $3,379,366 $3,584,468 $3,514,418 $3,432,097 
(1)Non-GAAP financial measures are defined and reconciled to the most directly comparable GAAP measure herein.
(2)Restricted share units (RSUs) and LTIP Units are equity awards that contain both service and market-based vesting components. Refer to the schedule of Common & Potential Common Shares for information regarding RSUs and LTIP Units and their impact on weighted average shares outstanding.
(3)As of September 30, 2021, we had 4,915 series D preferred shares outstanding that were convertible into 3,237 common shares. The series D preferred shares are anti-dilutive for GAAP EPS for all periods presented. Refer to the schedule of Common & Potential Common Shares for information regarding the series D preferred shares and their impact on diluted weighted average shares outstanding for EPS, FFO per share and Normalized FFO per share.
(4)Refer to the schedule of Common & Potential Common Shares for information regarding the components of our weighted average common shares outstanding.

4


CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited, amounts in thousands, except share data)
September 30, 2021December 31, 2020
ASSETS
Real estate properties:
Land$44,060 $44,060 
Buildings and improvements362,391 357,650 
406,451 401,710 
Accumulated depreciation(154,230)(143,319)
252,221 258,391 
Cash and cash equivalents2,961,564 2,987,225 
Rents receivable15,473 14,702 
Other assets, net15,345 17,353 
Total assets$3,244,603 $3,277,671 
LIABILITIES AND EQUITY
Accounts payable, accrued expenses and other$27,391 $20,588 
Rent collected in advance2,424 2,928 
Distributions payable2,954 10,991 
Total liabilities$32,769 $34,507 
Shareholders’ equity:
Preferred shares of beneficial interest, $0.01 par value: 50,000,000 shares authorized;
Series D preferred shares; 6.50% cumulative convertible; 4,915,196 shares issued and outstanding, aggregate liquidation preference of $122,880$119,263 $119,263 
Common shares of beneficial interest, $0.01 par value: 350,000,000 shares authorized; 121,511,102 and 121,522,555 shares issued and outstanding, respectively1,215 1,215 
Additional paid in capital4,282,106 4,294,632 
Cumulative net income3,800,186 3,814,948 
Cumulative common distributions(4,281,754)(4,283,668)
Cumulative preferred distributions(715,703)(709,712)
Total shareholders’ equity3,205,313 3,236,678 
Noncontrolling interest6,521 6,486 
Total equity$3,211,834 $3,243,164 
Total liabilities and equity$3,244,603 $3,277,671 

5


ADDITIONAL BALANCE SHEET INFORMATION
(Unaudited, amounts in thousands)
September 30, 2021December 31, 2020
Additional Balance Sheet Information
Straight-line rents receivable$15,010 $13,733 
Accounts receivable463 969 
Rents receivable$15,473 $14,702 
Capitalized lease incentives, net$1,343 $1,567 
Deferred leasing costs, net10,337 11,441 
Other3,665 4,345 
Other assets, net$15,345 $17,353 
Accounts payable$2,062 $2,120 
Accrued taxes8,639 7,072 
Accrued capital expenditures169 986 
Accrued leasing costs26 93 
Security deposits2,108 2,264 
Other accrued liabilities14,387 8,053 
Accounts payable, accrued expenses and other$27,391 $20,588 

6


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, amounts in thousands, except per share data)
Three Months EndedNine Months Ended
September 30,September 30,
2021202020212020
Revenues:
Rental revenue$13,141 $15,742 $41,424 $48,133 
Other revenue (1)
740 743 2,183 3,437 
Total revenues$13,881 $16,485 $43,607 $51,570 
Expenses:
Operating expenses$6,102 $6,444 $19,311 $21,882 
Depreciation and amortization4,588 5,137 13,371 14,649 
General and administrative7,572 7,191 30,691 26,097 
Total expenses$18,262 $18,772 $63,373 $62,628 
Interest and other income, net1,599 2,606 5,068 18,944 
Interest expense (including net amortization of debt premiums and deferred financing fees of $—, $(3), $—, and $(119), respectively)— (9)— (620)
Gain on early extinguishment of debt— 131 — 131 
Gain on sale of properties, net— — — 446,536 
(Loss) income before income taxes(2,782)441 (14,698)453,933 
Income tax expense(32)(71)(94)(170)
Net (loss) income$(2,814)$370 $(14,792)$453,763 
Net loss (income) attributable to noncontrolling interest(1)30 (803)
Net (loss) income attributable to Equity Commonwealth$(2,808)$369 $(14,762)$452,960 
Preferred distributions
(1,997)(1,997)(5,991)(5,991)
Net (loss) income attributable to Equity Commonwealth common shareholders$(4,805)$(1,628)$(20,753)$446,969 
Weighted average common shares outstanding — basic (2)
122,190 121,673 122,128 121,824 
Weighted average common shares outstanding — diluted (2)
122,190 121,673 122,128 126,282 
 Earnings per common share attributable to Equity Commonwealth common shareholders:
Basic$(0.04)$(0.01)$(0.17)$3.67 
Diluted$(0.04)$(0.01)$(0.17)$3.59 
Distributions declared per common share$— $3.50 $— $3.50 
(1)Other revenue is primarily comprised of parking revenue that does not represent a component of a lease.
(2)Refer to the schedule of Common & Potential Common Shares for information regarding the components of our weighted average common shares outstanding.

7


CALCULATION OF SAME PROPERTY NET OPERATING INCOME (NOI) AND SAME PROPERTY CASH BASIS NOI
(Unaudited, amounts in thousands)
For the Three Months Ended
9/30/20216/30/20213/31/202112/31/20209/30/2020
Calculation of Same Property NOI and Same Property Cash Basis NOI:
Rental revenue$13,141 $14,114 $14,169 $14,001 $15,742 
Other revenue (1)
740 761 682 707 743 
Operating expenses(6,102)(6,588)(6,621)(6,976)(6,444)
NOI$7,779 $8,287 $8,230 $7,732 $10,041 
Straight-line rent adjustments(409)(561)(307)(6)(367)
Lease termination fees(7)— — (10)(1,300)
Cash Basis NOI$7,363 $7,726 $7,923 $7,716 $8,374 
Cash Basis NOI from non-same properties (2)
12 22 (124)(415)(218)
Same Property Cash Basis NOI$7,375 $7,748 $7,799 $7,301 $8,156 
Non-cash rental income and lease termination fees from same properties
416 561 307 16 1,668 
Same Property NOI$7,791 $8,309 $8,106 $7,317 $9,824 
Reconciliation of Same Property NOI to GAAP Net (Loss) Income:
Same Property NOI$7,791 $8,309 $8,106 $7,317 $9,824 
Non-cash rental income and lease termination fees from same properties
(416)(561)(307)(16)(1,668)
Same Property Cash Basis NOI$7,375 $7,748 $7,799 $7,301 $8,156 
Cash Basis NOI from non-same properties (2)
(12)(22)124 415 218 
Cash Basis NOI$7,363 $7,726 $7,923 $7,716 $8,374 
Straight-line rent adjustments409 561 307 367 
Lease termination fees— — 10 1,300 
NOI$7,779 $8,287 $8,230 $7,732 $10,041 
Depreciation and amortization(4,588)(4,432)(4,351)(4,680)(5,137)
General and administrative(7,572)(7,390)(15,729)(7,136)(7,191)
Interest and other income, net1,599 1,626 1,843 2,284 2,606 
Interest expense— — — — (9)
Gain on early extinguishment of debt— — — — 131 
Gain on sale of properties, net— — — 208 — 
(Loss) income before income taxes$(2,782)$(1,909)$(10,007)$(1,592)$441 
Income tax expense(32)(31)(31)(78)(71)
Net (loss) income$(2,814)$(1,940)$(10,038)$(1,670)$370 
(1)Other revenue is primarily comprised of parking revenue that does not represent a component of a lease.
(2)Cash Basis NOI from non-same properties for all periods presented includes the operations of disposed properties.

8


CALCULATION OF SAME PROPERTY NET OPERATING INCOME (NOI) AND SAME PROPERTY CASH BASIS NOI
(Unaudited, amounts in thousands)
For the Nine Months Ended September 30,
20212020
Calculation of Same Property NOI and Same Property Cash Basis NOI:
Rental revenue$41,424 $48,133 
Other revenue (1)
2,183 3,437 
Operating expenses(19,311)(21,882)
NOI$24,296 $29,688 
Straight-line rent adjustments(1,277)346 
Lease termination fees(7)(1,300)
Cash Basis NOI$23,012 $28,734 
Cash Basis NOI from non-same properties (2)
(90)(2,838)
Same Property Cash Basis NOI$22,922 $25,896 
Non-cash rental income and lease termination fees from same properties
1,284 1,153 
Same Property NOI$24,206 $27,049 
Reconciliation of Same Property NOI to GAAP Net (Loss) Income:
Same Property NOI$24,206 $27,049 
Non-cash rental income and lease termination fees from same properties
(1,284)(1,153)
Same Property Cash Basis NOI$22,922 $25,896 
Cash Basis NOI from non-same properties (2)
90 2,838 
Cash Basis NOI$23,012 $28,734 
Straight-line rent adjustments1,277 (346)
Lease termination fees1,300 
NOI$24,296 $29,688 
Depreciation and amortization(13,371)(14,649)
General and administrative(30,691)(26,097)
Interest and other income, net5,068 18,944 
Interest expense— (620)
Gain on early extinguishment of debt— 131 
Gain on sale of properties, net— 446,536 
(Loss) income before income taxes$(14,698)$453,933 
Income tax expense(94)(170)
Net (loss) income$(14,792)$453,763 
(1)Other revenue is primarily comprised of parking revenue that does not represent a component of a lease.
(2)Cash Basis NOI from non-same properties for all periods presented includes the operations of disposed properties.

9


SAME PROPERTY RESULTS OF OPERATIONS
(Unaudited, dollars and square feet in thousands)
As of and for the Three Months Ended September 30,As of and for the Nine Months Ended September 30,
20212020% Change20212020% Change
Properties
Square Feet
1,507 1,507 1,507 1,507 
% Leased82.5 %87.7 %(5.2)%82.5 %87.7 %(5.2)%
% Commenced78.6 %85.1 %(6.5)%78.6 %85.1 %(6.5)%
Rental revenue
$12,726 $13,872 (8.3)%$39,998 $42,517 (5.9)%
Other revenue (1)
739 736 0.4 %2,182 3,202 (31.9)%
Straight-line rent adjustment
409 368 1,277 (147)
Lease termination fees
1,300 1,300 
Total revenue
13,881 16,276 (14.7)%43,464 46,872 (7.3)%
Operating expenses
(6,090)(6,452)(5.6)%(19,258)(19,823)(2.9)%
NOI
$7,791 $9,824 (20.7)%$24,206 $27,049 (10.5)%
NOI Margin
56.1 %60.4 %55.7 %57.7 %
Straight-line rent adjustment
$(409)$(368)$(1,277)$147 
Lease termination fees
(7)(1,300)(7)(1,300)
Cash Basis NOI$7,375 $8,156 (9.6)%22,922 25,896 (11.5)%
Cash Basis NOI Margin
54.8 %55.8 %54.3 %56.6 %
(1)Other revenue is primarily comprised of parking revenue that does not represent a component of a lease.

10


CALCULATION OF EBITDA, EBITDAre, AND ADJUSTED EBITDAre
(Unaudited, amounts in thousands)
Three Months EndedNine Months Ended
September 30,September 30,
2021202020212020
Net (loss) income$(2,814)$370 $(14,792)$453,763 
Interest expense
— — 620 
Income tax expense
32 71 94 170 
Depreciation and amortization
4,588 5,137 13,371 14,649 
EBITDA
$1,806 $5,587 $(1,327)$469,202 
Gain on sale of properties, net
— — — (446,536)
EBITDAre
$1,806 $5,587 $(1,327)$22,666 
Adjustments to EBITDAre:
Gain on early extinguishment of debt
— (131)— (131)
Executive severance expense— — 7,107 — 
Adjusted EBITDAre$1,806 $5,456 $5,780 $22,535 

11


CALCULATION OF FUNDS FROM OPERATIONS (FFO) AND NORMALIZED FFO
(Unaudited, amounts in thousands, except per share data)
Three Months EndedNine Months Ended
September 30,September 30,
2021202020212020
Calculation of FFO
Net (loss) income$(2,814)$370 $(14,792)$453,763 
Real estate depreciation and amortization4,546 4,917 13,232 13,972 
Gain on sale of properties, net— — — (446,536)
FFO attributable to Equity Commonwealth1,732 5,287 (1,560)21,199 
Preferred distributions(1,997)(1,997)(5,991)(5,991)
FFO attributable to EQC common shareholders and unitholders
$(265)$3,290 $(7,551)$15,208 
Calculation of Normalized FFO
FFO attributable to EQC common shareholders and unitholders$(265)$3,290 $(7,551)$15,208 
Straight-line rent adjustments(409)(367)(1,277)346 
Sold property expense included in interest and other income, net— 515 — 515 
Gain on early extinguishment of debt
— (131)— (131)
Executive severance expense
— — 7,107 — 
 Taxes related to property sales included in general and administrative
— — — 1,458 
Taxes related to property sales, net included in income tax expense— 99 — 178
Normalized FFO attributable to EQC common shareholders and unitholders
$(674)$3,406 $(1,721)$17,574 
Weighted average common shares and units outstanding -- basic (1)
122,437 121,916 122,373 122,038 
Weighted average common shares and units outstanding -- diluted (1)
122,437 123,517 122,373 123,639 
FFO attributable to EQC common shareholders and unitholders per share and unit -- basic and diluted
$(0.00)$0.03 $(0.06)$0.12 
Normalized FFO attributable to EQC common shareholders and unitholders per share and unit -- basic and diluted
$(0.01)$0.03 $(0.01)$0.14 
(1)
Our calculations of FFO and Normalized FFO attributable to EQC common shareholders and unitholders per share and unit - basic for the three months ended September 30, 2021 and 2020 include 247 and 243 LTIP/Operating Partnership Units, respectively, that are excluded from the calculation of basic earnings per common share attributable to EQC common shareholders (only). Our calculations of FFO and Normalized FFO attributable to EQC common shareholders and unitholders per share and unit - basic for the nine months ended September 30, 2021 and 2020 include 245 and 214 LTIP/Operating Partnership Units, respectively, that are excluded from the calculation of basic earnings per common share attributable to EQC common shareholders (only). Refer to the schedule of Common & Potential Common Shares for information regarding the components of our weighted average common shares and units outstanding.

12


PROPERTY DETAIL
As of September 30, 2021
(Unaudited, sorted by annualized rental revenue, dollars in thousands)

Same Property Portfolio(1)
PropertyCity, StateTypeNo. of BuildingsSquare Feet% Leased% CommencedAnnualized Rental RevenueUndepreciated Book ValueNet Book ValueYear Acquired
11225 Seventeenth StreetDenver, COOffice695,37291.1 %87.5 %$27,078 $175,541 $124,185 2009
(17th Street Plaza)
2Bridgepoint SquareAustin, TXOffice440,00768.5 %68.0 %12,722 102,665 49,509 1997
3206 East 9th StreetAustin, TXOffice175,51084.3 %76.7 %8,039 52,481 41,155 2012
(Capitol Tower)
41250 H Street, NWWashington, D.C.Office196,49081.8 %72.3 %7,984 75,764 37,372 1998
Total Same Properties8 1,507,37982.5 %78.6 %$55,823 $406,451 $252,221 
(1)Refer to the definitions section of this document for a description of our same property portfolio.


13


LEASING SUMMARY
(Unaudited, dollars and square feet in thousands, except per square foot data)
As of and for the Three Months Ended
9/30/20216/30/20213/31/202112/31/20209/30/2020
Properties
Total square feet
1,507 1,507 1,507 1,507 1,507 
Percentage leased82.5 %83.1 %85.6 %85.7 %87.7 %
Percentage commenced78.6 %79.6 %82.2 %81.7 %85.1 %
Total Leases
Square feet29 27 39 
Lease term (years)3.3 6.5 4.9 5.5 3.0 
Starting cash rent$45.24 $56.43 $47.03 $49.09 $38.54 
Percent change in cash rent (1)
0.5 %13.2 %(17.0)%0.4 %(0.4)%
Percent change in GAAP rent (1)
0.3 %20.3 %(10.0)%12.4 %3.2 %
Total TI & LC per square foot (2)
$13.50 $60.47 $32.00 $34.04 $34.15 
Total TI & LC per sq. ft. per year of lease term (2)
$4.14 $9.33 $6.54 $6.22 $11.38 
Renewal Leases
Square feet21 16 29 
Lease term (years)3.3 5.7 6.7 5.1 3.0 
Starting cash rent$45.89 $59.70 $51.77 $49.25 $38.54 
Percent change in cash rent (1)
1.7 %13.2 %(22.2)%1.2 %(0.4)%
Percent change in GAAP rent (1)
(4.9)%20.3 %(14.1)%14.1 %3.2 %
Total TI & LC per square foot (2)
$2.67 $43.48 $47.43 $29.72 $34.15 
Total TI & LC per sq. ft. per year of lease term (2)
$0.82 $7.57 $7.06 $5.87 $11.38 
New Leases
Square feet11 10 — 
Lease term (years)3.3 8.5 2.3 6.7 — 
Starting cash rent$44.92 $47.49 $40.25 $48.63 $— 
Percent change in cash rent (1)
(0.4)%— 0.7 %(3.9)%— 
Percent change in GAAP rent (1)
4.0 %— 2.6 %3.7 %— 
Total TI & LC per square foot (2)
$18.82 $106.93 $9.89 $46.86 $— 
Total TI & LC per sq. ft. per year of lease term (2)
$5.77 $12.57 $4.35 $7.02 $— 
The above leasing summary is based on leases executed during the periods indicated and excludes leasing activity for assets during the quarter in which the asset was sold or classified as held for sale. Our same property leasing activity is identical to the information above for all periods presented. Refer to the definitions section of this document for a description of our same property portfolio.
(1)
Percent change in GAAP and cash rents is a comparison of current rent, including estimated tenant expense reimbursements, if any, to the rent, including actual/projected tenant expense reimbursements, if any, last received for the same space on a GAAP and cash basis, respectively. Cash rent during the reporting period is calculated before deducting any initial period free rent. Leasing in suites vacant longer than two years was excluded from the calculation.
(2)Includes tenant improvements (TI) and leasing commissions (LC).

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CAPITAL SUMMARY
EXPENDITURES & SAME PROPERTY LEASING COMMITMENTS
(Unaudited, dollars and square feet in thousands)
CAPITAL SUMMARYThree Months Ended
EXPENDITURES9/30/20216/30/20213/31/202112/31/20209/30/2020
Tenant improvements$1,001 $394 $3,219 $3,782 $2,491 
Leasing costs
34 501 268 823 29 
Building improvements (1)
219 91 238 385 697 
Total capital expenditures$1,254 $986 $3,725 $4,990 $3,217 
Average square feet during period
1,507 1,507 1,507 1,507 1,507 
Building improvements per average total sq. ft. during period
$0.15 $0.06 $0.16 $0.26 $0.46 
CAPITAL SUMMARYThree Months Ended
SAME PROPERTY LEASING COMMITMENTSSeptember 30, 2021
New LeasesRenewal LeasesTotal
Square feet leased during the period
Total TI & LC (2)
$113 $$121 
Total TI & LC per square foot (2)
$18.82 $2.67 $13.50 
Weighted average lease term by square foot (years)3.3 3.3 3.3 
Total TI & LC per square foot per year of lease term (2)
$5.77 $0.82 $4.14 
(1)Tenant-funded capital expenditures are excluded.
(2)Includes tenant improvements (TI) and leasing commissions (LC).

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TENANTS REPRESENTING 2.5% OR MORE OF ANNUALIZED RENTAL REVENUE
As of September 30, 2021
(Unaudited, square feet in thousands)

Tenant
Square Feet (1)
% of Total Sq. Ft. (1)
% of Annualized Rental RevenueWeighted Average Remaining Lease Term
Equinor Energy Services, Inc.80 6.4 %6.0 %2.3
KPMG, LLP71 5.7 %5.4 %7.7
Crowdstrike, Inc.36 2.9 %3.9 %3.1
CBRE, Inc.40 3.2 %3.6 %6.5
Salesforce.com, Inc. (2)
65 5.2 %3.6 %4.2
Kazoo, Inc. (3)
26 2.1 %2.8 %1.7
Alden Torch Financial, LLC34 2.7 %2.7 %5.4
Capitol Services, Inc.26 2.1 %2.6 %0.8
Young & Rubicam LLC24 1.9 %2.5 %0.3
Total402 32.2 %33.1 %4.0

(1)
Square footage as of September 30, 2021 includes space subject to leases that have commenced for revenue recognition purposes in accordance with GAAP, space being fitted out for occupancy pursuant to existing leases, and space which is leased but is not occupied or is being offered for sublease by tenants.
(2)Our lease with Salesforce.com, Inc. had partially commenced as of September 30, 2021. Approximately 44,000 square feet commenced as of December 31, 2020, and the remaining 21,000 square feet commenced in October of 2021.
(3)During the second quarter of 2021, Kazoo, Inc. signed a five-year extension for approximately 13,000 square feet. The extension commenced in October of 2021.

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SAME PROPERTY LEASE EXPIRATION SCHEDULE
As of September 30, 2021
(Unaudited, dollars and sq. ft. in thousands)
YearNumber of Tenants Expiring
Leased Sq. Ft. Expiring (1)
% of Leased Sq. Ft. ExpiringCumulative % of Leased Sq. Ft. Expiring
Annualized Rental Revenue Expiring (2)
% of Annualized Rental Revenue ExpiringCumulative % of Annualized Rental Revenue Expiring
20213383.1 %3.1 %$2,169 3.9 %3.9 %
2022131088.7 %11.8 %5,658 10.1 %14.0 %
20231819916.0 %27.8 %8,983 16.1 %30.1 %
20241721617.3 %45.1 %9,918 17.8 %47.9 %
20251114511.7 %56.8 %5,558 10.0 %57.9 %
20268766.1 %62.9 %2,942 5.3 %63.2 %
20271212410.0 %72.9 %5,088 9.1 %72.3 %
20284635.0 %77.9 %3,202 5.7 %78.0 %
2029613911.2 %89.1 %6,699 11.9 %89.9 %
20304665.3 %94.4 %2,771 5.0 %94.9 %
Thereafter5705.6 %100.0 %2,835 5.1 %100.0 %
    Total1011,244100.0 %$55,823 100.0 %
Weighted average remaining
    lease term (in years)4.4 4.3 
(1)
Leased square footage as of September 30, 2021 includes space subject to leases that have commenced for revenue recognition purposes in accordance with GAAP, space being fitted out for occupancy pursuant to existing leases, and space which is leased but is not occupied or is being offered for sublease by tenants. The year expiring corresponds to the latest-expiring signed lease for a given suite. Thus, backfilled suites expire in the year stipulated by the new lease.
(2)Excludes the Annualized Rental Revenue of space that is leased but not commenced.

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COMMON & POTENTIAL COMMON SHARES
(Unaudited, share amounts in thousands)
Three Months EndedNine Months Ended
September 30,September 30,
Weighted Average Share Calculation - GAAP EPS2021202020212020
Weighted average common shares outstanding - basic (1)
122,190 121,673 122,128 121,824 
Weighted average Series D preferred shares convertible to common shares (2)
— — — 2,857 
Weighted average dilutive RSUs and maket-based LTIP Units (3)
— — — 1,601 
Weighted average common shares outstanding - diluted (1)
122,190 121,673 122,128 126,282 
Three Months EndedNine Months Ended
September 30,September 30,
Weighted Average Share and Unit Calculation - FFO and Normalized FFO per share and unit2021202020212020
Weighted average EQC common shares outstanding (1)
122,190 121,673 122,128 121,824 
Weighted average Operating Partnership Units outstanding (4)
223 113 203 99 
Weighted average time-based LTIP Units (3)(4)
24 130 42 115 
Weighted average common shares and units outstanding - basic (1)
122,437 121,916 122,373 122,038 
Weighted average dilutive RSUs and market-based LTIP Units(3)
— 1,601 — 1,601 
Weighted average common shares and units outstanding - diluted (1)
122,437 123,517 122,373 123,639 
Rollforward of Share Count to September 30, 2021
Series D Preferred Shares (2)
EQC Common Shares (5)
Outstanding on December 31, 20204,915 121,523 
Repurchase of common shares— (431)
Share-based compensation grants and vesting, net (6)
— 419 
Outstanding on September 30, 2021
4,915 121,511 
Common shares issuable from RSUs, Operating Partnership Units, and LTIP Units as measured on September 30, 2021 (3)
1,039 
Potential common shares as measured on September 30, 2021 (7)
122,550 
(1)
Weighted average common shares outstanding for the three months ended September 30, 2021 and 2020 includes 262 and 150 unvested, earned RSUs, respectively. Weighted average common shares outstanding for the nine months ended September 30, 2021 and 2020 includes 255 and 159 unvested, earned RSUs, respectively.
(2)
As of September 30, 2021, we had 4,915 series D preferred shares that were convertible into 3,237 common shares. The series D preferred shares are antidilutive for GAAP EPS for the three and nine months ended September 30, 2021 and for the three months ended September 30, 2020. They are dilutive for GAAP EPS for the nine months ended September 30, 2020. The series D preferred shares are antidilutive for all periods presented with respect to FFO and Normalized FFO per common share and unit.
(3)
We have granted RSUs and LTIP Units to certain employees, officers, eligible consultants and trustees. RSUs and market-based LTIP Units contain service and market-based vesting components. Time-based LTIP Units contain service-based vesting components.
(4)
Our calculations of FFO and Normalized FFO attributable to EQC common shareholders and unitholders per share and unit - basic include time-based LTIP Units and Operating Partnership Units that are excluded from the calculation of basic earnings per common share attributable to EQC common shareholders (only).
(5)EQC common shares include unvested restricted shares.
(6)This amount is net of forfeitures and shares surrendered to satisfy statutory tax withholding obligations.
(7)
Potential common shares as measured on September 30, 2021 include unvested earned RSUs. The 4,915 series D preferred shares outstanding that were convertible into 3,237 common shares as of September 30, 2021 are excluded.
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DEFINITIONS
Annualized Rental Revenue
Annualized Rental Revenue is annualized contractual rents from our tenants pursuant to leases which have commenced as of September 30, 2021, plus estimated recurring expense reimbursements; excludes lease value amortization, straight line rent adjustments, abated (“free”) rent periods and parking revenue. We calculate annualized rental revenue by aggregating the recurring billings outlined above for the most recent month during the quarter reported, adding abated rent, and multiplying the sum by 12 to provide an estimation of near-term potentially-recurring revenues. The annualized rental revenue of disposed properties is presented for the quarter-ended preceding each disposition.
Annualized rental revenue is a forward-looking non-GAAP measure. Annualized rental revenue cannot be reconciled to a comparable GAAP measure without unreasonable efforts, primarily due to the fact that it is calculated from the billings of tenants in the most recent month at the most recent rental rates during the quarter reported, whereas historical GAAP measures include billings from a potentially different group of tenants over multiple months at potentially different rental rates.
Building Improvements
Building improvements are expenditures to replace obsolete building components or extend the useful life of existing assets.
Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), EBITDAre and Adjusted EBITDAre
We calculate EBITDA as net income (loss) excluding interest expense, income tax expense and depreciation and amortization.
We calculate EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts (Nareit). Nareit defines EBITDAre as net income (loss), calculated in accordance with GAAP, plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property, plus impairment write-downs of depreciated property and investments in unconsolidated joint ventures, plus adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures. Our calculation of Adjusted EBITDAre differs from our calculations of EBITDA and EBITDAre because we exclude certain items that we view as nonrecurring or impacting comparability from period to period. EBITDA, EBITDAre and Adjusted EBITDAre are supplemental non-GAAP financial measures.
We consider EBITDA, EBITDAre and Adjusted EBITDAre to be appropriate measures of our operating performance, along with net income (loss), net income (loss) attributable to EQC common shareholders, and cash flow from operating activities. We believe that EBITDA, EBITDAre and Adjusted EBITDAre provide useful information to investors because by excluding the effects of certain historical amounts, such as interest, depreciation and amortization expense, EBITDA, EBITDAre and Adjusted EBITDAre may facilitate a comparison of current operating performance with our past operating performance. EBITDA, EBITDAre and Adjusted EBITDAre do not represent cash generated by operating activities in accordance with GAAP and should not be considered alternatives to net income (loss), net income (loss) attributable to EQC common shareholders or cash flow from operating activities, determined in accordance with GAAP, or as indicators of our financial performance or liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs. These measures should be considered in conjunction with net income (loss), net income (loss) attributable to EQC common shareholders and cash flow from operating activities as presented in our condensed consolidated statements of operations, condensed consolidated statements of comprehensive income (loss) and condensed consolidated statements of cash flows. Other REITs and real estate companies may calculate EBITDA, EBITDAre and Adjusted EBITDAre differently than we do.
Funds from Operations (FFO) and Normalized FFO
We compute FFO in accordance with standards established by Nareit. Nareit defines FFO as net income (loss), calculated in accordance with GAAP, excluding real estate depreciation and amortization, gains (or losses) from sales of depreciable property, impairment of depreciable real estate and our portion of these items related to equity investees and noncontrolling interests.  Our calculation of Normalized FFO differs from Nareit’s definition of FFO because we exclude certain items that we view as nonrecurring or impacting comparability from period to period.  FFO and Normalized FFO are supplemental non-GAAP financial measures. We consider FFO and Normalized FFO to be appropriate measures of operating performance for a REIT, along with net income (loss), net income (loss) attributable to EQC common shareholders and cash flow from operating activities.
We believe that FFO and Normalized FFO provide useful information to investors because by excluding the effects of certain historical amounts, such as depreciation expense, FFO and Normalized FFO may facilitate a comparison of our operating performance between periods and with other REITs.  FFO and Normalized FFO do not represent cash generated by operating activities in accordance with GAAP and should not be considered as alternatives to net income (loss), net income (loss) attributable to EQC common shareholders or cash flow from operating activities, determined in accordance with GAAP, or as indicators of our financial performance or liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs.  These measures should be considered in conjunction with net income (loss), net income (loss) attributable to EQC common shareholders and cash flow from operating activities as presented in our condensed consolidated statements of operations, condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows.  Other REITs and real estate companies may calculate FFO and Normalized FFO differently than we do.
Leasing Costs
Leasing costs include leasing commissions (LCs) and related legal expenses.
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DEFINITIONS
LTIP Units
LTIP Units are a class of beneficial interests in EQC Operating Trust (the Operating Trust) that may be issued to employees, officers or trustees of the Operating Trust, EQC, or their subsidiaries.
Net Operating Income (NOI), Same Property NOI, Cash Basis NOI and Same Property Cash Basis NOI
NOI is income from our real estate including lease termination fees received from tenants less our property operating expenses. NOI excludes amortization of capitalized tenant improvement costs and leasing commissions and corporate level expenses. Cash Basis NOI is NOI excluding the effects of straight line rent adjustments, lease value amortization and lease termination fees. The quarter-to-date same property versions of these measures include the results of properties continuously owned from July 1, 2020 through September 30, 2021. The year-to-date same property versions of these measures include the results of properties continuously owned from January 1, 2020 through September 30, 2021. Properties classified as held for sale within our condensed consolidated balance sheets are excluded from the same property versions of these measures.
We consider these supplemental non-GAAP financial measures to be appropriate supplemental measures to net income (loss) because they may help to understand the operations of our properties. We use these measures internally to evaluate property level performance, and we believe that they provide useful information to investors regarding our results of operations because they reflect only those income and expense items that are incurred at the property level and may facilitate comparisons of our operating performance between periods and with other REITs. Cash Basis NOI is among the factors considered with respect to acquisition, disposition and financing decisions. These measures do not represent cash generated by operating activities in accordance with GAAP and should not be considered as an alternative to net income (loss), net income (loss) attributable to Equity Commonwealth common shareholders or cash flow from operating activities, determined in accordance with GAAP, or as indicators of our financial performance or liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs. These measures should be considered in conjunction with net income (loss), net income (loss) attributable to EQC common shareholders and cash flow from operating activities as presented in our condensed consolidated statements of operations, condensed consolidated statements of comprehensive income and condensed consolidated statements of cash flows. Other REITs and real estate companies may calculate these measures differently than we do.
Net Book Value
Net book value represents the carrying value of real estate properties after depreciation and amortization, purchase price allocations and impairment write-downs, if any.
NOI Margin
NOI Margin is NOI (or the same property or cash basis derivations of NOI defined above) divided by the total revenues used to calculate NOI (or its derivation).
Operating Partnership Units
Operating Partnership Units are beneficial interests in the Operating Trust.
Other Revenue
Other revenue is primarily comprised of parking revenue that does not represent a component of a lease.
Percentage Commenced
Percentage commenced is the percentage of space subject to leases that have commenced for revenue recognition purposes in accordance with GAAP, which includes the space of tenants in a free rent period.
Percentage Leased
Percentage leased is the percentage of space subject to signed leases.
Rental Revenue
Rental revenue is primarily comprised of minimum lease payments from tenants, including tenant reimbursements. In addition, rental revenue includes lease termination fees and straight line rent adjustments.
Same Properties
Our quarter-to-date same property portfolio is comprised of those properties continuously owned from July 1, 2020 through September 30, 2021. Our year-to-date same property portfolio is comprised of those properties continuously owned from January 1, 2020 through September 30, 2021. Properties classified as held for sale within our condensed consolidated balance sheets are excluded.
Tenant Improvements
Tenant improvements are capital expenditures to improve tenant spaces.

20


DEFINITIONS
Total Market Capitalization
Total market capitalization is the market value of preferred shares plus the market value of diluted common shares. The market value of preferred shares is the product of the number of Series D preferred shares outstanding at the end of the period and the closing share price of the Series D preferred shares (EQCpD) at the end of the period. The market value of diluted common shares is the product of the number of diluted common shares outstanding at the end of the period and the closing share price of the common shares (EQC) at the end of the period.
Undepreciated Book Value
Undepreciated book value represents the carrying value of real estate properties after purchase price allocations, and impairment write-downs, if any.


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