EX-99.1 2 dex991.htm FINANCIAL INFORMATION OF HIGHWOODS PROPERTIES, INC Financial information of Highwoods Properties, Inc

Exhibit 99.1

LOGO

 

FOR IMMEDIATE RELEASE             Ref: 06-09

 

Contact:    Tabitha Zane
   Vice President, Investor Relations
   919-431-1529

Highwoods Properties Reports:

FFO of $1.83 Per Share for First Nine Months of 2005

Excludes Property Impairments and Preferred Stock Redemption Charges

Fourth Quarter 2005 Operational Results

89.1% Occupancy YE 2005

1.7M sf Second Generation Space Leased

$50 Million of 8% Series B Cumulative Preferred Shares

Redeemed on February 23, 2006

Significant Progress Made in 2005 on

Three-Year Strategic Management Plan

 

  $82M of 100% Leased Development Delivered

 

  $69M of New Development Starts in High Occupancy Submarkets

 

  $356M of Non-Core Property Sales (Exceeded 2005 Goal of $100M to $300M)

 

    Charlotte Market Exited ($500K Annual G&A Savings)

 

  $282M of Balance Sheet Improvement

 

    $130M of 8% Preferred Stock Redeemed in August 2005

 

    $132M of Secured Debt Paid Off (7.2% Weighted Average Rate)

 

    $293M Assets Unencumbered

 

    $20M of Unsecured Debt Paid Off

 

  100% Occupancy at Highwoods Preserve

 

  $24M of Non-Core Land Sold (Exceeded 2005 Goal of $15M to $20M)

 

  Board Size Reduced and Board Independence Increased


Highwoods Properties

February 27, 2006

Raleigh, NC – February 27, 2006 – Highwoods Properties, Inc. (NYSE: HIW), the largest owner and operator of suburban office properties in the Southeast, today reported unaudited financial results for the first nine months of 2005 and operational results for the fourth quarter of 2005. As more fully set forth in the attached tables, net income available for common stockholders was $28.6 million, or $0.52 per diluted share, for the nine months ended September 30, 2005 compared to net income of $10.6 million, or $0.20 per diluted share, for the same nine months of 2004. Funds from operations (“FFO”) was $101.6 million, or $1.68 per diluted share, for the nine months ended September 30, 2005. This compares to FFO of $93.6 million, or $1.56 per diluted share, for the same nine month period in 2004.

FFO for the nine months ended September 30, 2005, excluding $5.1 million, or $0.08 per share, in property impairments and excluding the previously disclosed $4.3 million, or $0.07 per share, reduction in FFO that the Company recorded in the third quarter relating to the redemption of $130 million of preferred stock was $1.83 per diluted share.

Ed Fritsch, President and Chief Executive Officer of Highwoods Properties, stated “2005 was a year of significant accomplishments for our Company. We made great strides towards upgrading the quality of our portfolio through planned development in highly leased submarkets and the sale of $356 million of non-core properties. Our balance sheet is stronger, having used $282 million of disposition proceeds to pay down high coupon debt and Preferred Stock in 2005, and Highwoods Preserve is 100% occupied.”

“Fourth quarter leasing activity was strong, with 1.7 million square feet of second generation space leased. For the full year, total in-service occupancy increased 410 basis points and office occupancy increased 480 basis points.” Mr. Fritsch added.

The Company now anticipates that FFO for full year 2005, before property impairments and the preferred stock redemption charge, will be between $2.39 and $2.42 per share, which is higher than guidance previously provided. This expected increase is primarily driven by higher land sale gains, lower G&A expenses and higher than expected FFO contributions from joint ventures.

Fourth Quarter and Full Year 2005 Operating Highlights

 

    Second generation leasing activity in Highwoods’ portfolio totaled approximately 1.7 million square feet, including 1.2 million square feet of office space. For the full year, leasing activity totaled approximately 6.7 million square feet, 4.6 million of which was office space. Customer retention was 67% for the quarter and 70% for the full year.

 

    Occupancy in the Company’s 29.8 million square foot in-service portfolio at December 31, 2005 was 89.1%, up 410 basis points from 85.0% at December 31, 2004. Office occupancy since December 31, 2004, has increased 480 basis points from 82.7% to 87.5% at December 31, 2005.

 

    Straight-line (GAAP) rental rates for signed office leases increased 0.2% in the fourth quarter from straight line rental rates under the previous leases, ahead of the Company’s 2005 expectations. Cash rents for office leases signed in the fourth quarter declined 8.1%, in line with the Company’s expectations. For the full year, straight-line (GAAP) rental rates for signed office leases decreased 2% while cash rents for signed office leases declined an average of 7.4%.

 

2


Highwoods Properties

February 27, 2006

 

    Office tenant improvements and leasing commissions as a percentage of term base rent (excluding free rent) were 13.6% in the fourth quarter compared to the five quarter average of 11.5%. On a dollar per square foot basis, tenant improvements and leasing commissions were $12.02 for the fourth quarter and $9.44 for the full year, which is better than the Company’s 2005 expectations of $10 to $11 per square foot.

2005 Development Activity

The Company delivered $82 million of development in the second half of 2005 that was 100% pre-leased. During 2005, the Company commenced development on an additional $69 million of new projects, which are 40% pre-leased, and also announced that it was chosen to develop the new headquarters building for RBC Centura in Raleigh, North Carolina. Construction on this 29-story, mixed-use downtown building, which is 49% pre-leased, is scheduled to commence this summer and will represent an investment of approximately $60 million by Highwoods.

2005 Disposition Activity

The following table contains information regarding the Company’s disposition activity in 2005:

 

Quarter   Sq. Ft   Occupancy     Gross Sales Price   Avg. Cap. Rate*  
1   1,178,900   99.3 %   $ 61,199   9.3 %
2   690,300   59.4 %     39,900   8.9 %
3   2,508,100   75.6 %     234,500   7.0 %
4   263,400   57.9 %     20,563   5.3 %
                     
FY 2005   4,640,700   78.2 %   $ 356,162   7.6 %

* Excludes the vacant Buildings II and IV at Highwoods Preserve sold in the second quarter.

Of the 4.6 million square feet sold in 2005, 3.4 million, or 74%, was office space and the remaining 1.2 million was industrial space.

In January 2006, the Company also completed the sale of $141 million of non-core assets in Atlanta, Columbia and Tampa. This sale encompassed 29 properties and approximately 1.9 million square feet, including four industrial (flex) assets, 15 single story office assets and ten multi-story office buildings. Their average occupancy was 74.4% at the time of this sale and in 2005, these properties generated cash net operating income of approximately $9.9 million.

Mr. Fritsch added, “From January 1, 2005, through January 31, 2006, we completed 14 sales transactions in seven markets, selling 6.5 million square feet of office and industrial properties for gross proceeds of $497 million. Our development pipeline, which is being partially funded by these non-core property sales, is growing and we are seeing opportunities with existing customers who have additional space needs. We are also considering development opportunities in locations where market demand exceeds supply.”

 

3


Highwoods Properties

February 27, 2006

Filing Status Update

The Company continues its work to finalize its 2005 financial statements and Deloitte & Touche LLP, the Company’s new independent registered public accounting firm, has already begun auditing these financial statements. At this time, the Company cannot provide a definitive date as to when Deloitte & Touche’s reviews of the quarterly 2005 financial statements and their audit of the annual 2005 financial statements will be completed. However, based on current information and from discussions with Deloitte & Touche, the Company believes it will file its 2005 10-Qs and 2005 Form 10-K by the end of the second quarter.

SEC Update

The Company noted that there has been no change in the status of the formal investigation by the Securities and Exchange Commission (“SEC”). Management continues to cooperate fully and remains confident and comfortable with the information being provided to the SEC.

2006 Funds from Operations Outlook

For 2006, the Company expects FFO per diluted share to be in the range of $2.28 to $2.42. This estimate reflects management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels, operating expenses, land sale gains, asset dispositions and acquisitions and development. This estimate excludes any gains or impairments associated with potential operating property dispositions, as well as any unusual or non-recurring credits or charges that may occur during the year. It also excludes a reduction of $1.7 million, or $0.03 per share, related to the redemption of $50 million of 8.0% Series B Preferred Shares on February 23, 2006. Factors that could cause actual results to differ materially from Highwoods’ current expectations are detailed in the Company’s 2004 Annual Report on Form 10-K.

Management’s FFO outlook for 2006 is based on the following operating assumptions:

 

     Low     High  

Year End 2006 Occupancy

     87.5 %     89.5 %

Average Occupancy

     86.0 %     87.5 %

Same Property NOI

     -1 %     +1 %

G&A

   $ 32.0 M   $ 33.5 M

Termination Fees

   $ 1.2 M   $ 2.4 M

Land Sale Gains

   $ 4.2 M   $ 9.0 M

Property Dispositions*

   $ 190 M   $ 240 M

Property Acquisitions

   $ 0     $ 20 M

* Includes $141M of dispositions that closed 1/06

 

4


Highwoods Properties

February 27, 2006

Non-GAAP Information

We believe that FFO and FFO per share are beneficial to management and investors as important indicators of the performance of an equity REIT. FFO and FFO per share can facilitate comparisons of operating performance between periods and between other REITs because they exclude factors, such as depreciation, amortization and gains and losses from sales of real estate assets, which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates. FFO and FFO per share as disclosed by other REITs may not be comparable to our calculations of FFO and FFO per share. FFO and FFO per share are non-GAAP financial measures and do not represent net income or cash flows from operating, investing or financing activities as defined by GAAP. They should not be considered as alternatives to net income as indicators of our operating performance or to cash flows as measures of liquidity. Furthermore, FFO per share does not depict the amount that accrues directly to the stockholders’ benefit.

FFO is defined by NAREIT as net income or loss, excluding gains or losses from sales of depreciated property, plus operating property depreciation and amortization and adjustments for minority interest and unconsolidated companies on the same basis. As clarified by NAREIT in October 2003, impairment losses on depreciable real estate assets are included in FFO. Our calculation of FFO is consistent with FFO as defined by NAREIT.

Supplemental Information

A copy of the Company’s fourth quarter 2005 Supplemental Information that includes leasing and operational statistics is available in the “Investor Relations/Quarterly Earnings” section of the Company’s Web site at www.highwoods.com. You may also obtain a copy of all Supplemental Information published by the Company by contacting Highwoods Investor Relations at 919-431-1521/ 800-256-2963 or by e-mail to HIW-IR@highwoods.com. If you would like to receive future Supplemental Information packages by e-mail, please contact the Investor Relations department as noted above or by written request to: Investor Relations Department, Highwoods Properties, Inc., 3100 Smoketree Court, Suite 600, Raleigh, NC 27604.

Conference Call

On Tuesday, February 28, 2006 at 10:00 a.m. Eastern time, Highwoods will host a teleconference call to discuss the matters outlined in this press release. For US/Canada callers, dial (888) 202-5268 and international callers dial (706) 643-7509. A live listen-only Web cast can be accessed through the Company’s Web site at www.highwoods.com under the “Investor Relations” section.

Telephone, Web cast replays and a Pod cast will be available two hours after the completion of the call. The replays will be available for one week beginning at 1:00 p.m. Eastern time. Dial-in numbers for the replay are (800) 642-1687 US/Canada, (706) 645-9291 international. The conference ID is 5795732.

About the Company

Highwoods Properties, Inc., a member of the S&P MidCap 400 Index, is a fully integrated, self-administered real estate investment trust (“REIT”) that provides leasing, management, development, construction and other customer-related services for its properties and for third parties. As of December 31, 2005, the Company owned or had an interest in 447 in-service office, industrial and retail properties encompassing approximately 37.0 million square feet. Highwoods also owns 898 acres of development land. Highwoods is based in Raleigh, North Carolina, and its properties and development land are located in Florida, Georgia, Iowa, Kansas, Maryland, Missouri, North Carolina, South Carolina, Tennessee and Virginia. For more information about Highwoods Properties, please visit our Web site at www.highwoods.com.

 

5


Highwoods Properties

February 27, 2006

Net income and FFO for the nine months of 2005 and 2004 are shown in the table below:

 

     2005    2004

Net income allocable to Common shareholders ($000)

   $ 28,587    $ 10,581

Net income per diluted share

   $ 0.52    $ 0.20

Funds from Operations ($000)

   $ 101,567    $ 93,561

Funds from Operations per diluted share

   $ 1.68    $ 1.56

Included in FFO for the nine months ended September 30, 2005 and 2004 were the following (charges) and credits:

 

      $000     Per Diluted Share  

2005

    

Impairments on depreciable property

   $ (5,112 )   $ (0.08 )

Pfd Stock Redemption charge

     (4,272 )     (0.07 )
                

TOTAL

   $ (9,384 )   $ (0.15 )
                

2004

    

Impairments on depreciable property

   $ (3,618 )   $ (0.06 )

Retirement package for former CEO

     (4,583 )     (0.08 )

Debt extinguishment loss (X-POS)

     (12,457 )     (0.21 )

WorldCom Settlement

     14,435       0.24  

G&A costs related to strategic transaction and restatements

     (4,396 )     (0.07 )
                

TOTAL

   $ (10,619 )   $ (0.18 )
                

The financial data presented in this release was derived from management’s unaudited financial information and has been reviewed by the Company’s audit committee. However, Deloitte & Touche LLP, which was appointed as the Company’s new independent registered public accounting firm on February 23, 2006, has not reviewed any of the financial data contained in this release. As a result, no assurances can be given that the final completion and audit of our financial statements for 2005 will not necessitate unexpected adjustments from the amounts set forth herein.

Certain matters discussed in this press release, such as expected FFO for 2005 and 2006 and the related assumptions underlying these amounts, expected timing of the filing of our SEC reports, expected leasing and financing activities and financial and operating performance and the cost and timing of expected development projects and asset dispositions, are forward-looking statements within the meaning of the federal securities laws. These statements are distinguished by use of the words “will”, “expect”, “intends” and words of similar meaning. Although Highwoods believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.

 

6


Highwoods Properties

February 27, 2006

Factors that could cause actual results to differ materially from Highwoods’ current expectations include, among others, the following: the financial condition of our customers could deteriorate; the final completion of audited financial statements and SOX 404 testing could necessitate additional unexpected adjustments and/or result in unexpected costs; unwaived defaults, if any, under our debt instruments could result in an acceleration of some of our outstanding debt; speculative development by others could result in excessive supply of office properties relative to customer demand; we may not be able to lease or re-lease space quickly or on as favorable terms as old leases; unexpected difficulties in obtaining additional capital to satisfy our future cash needs or unexpected increases in interest rates would increase our debt service costs; and others detailed in the Company’s 2004 Annual Report on Form 10-K and subsequent SEC reports.

TABLES FOLLOW

 

7


Highwoods Properties, Inc.

Consolidated Statements of Income (unaudited)

(In thousands, except per share amounts)

 

    

Nine Months Ended

September 30,

 
     2005     2004  

Rental and other revenues

   $ 320,453     $ 319,976  

Operating expenses:

    

Rental property and other expenses

     113,470       115,570  

Depreciation and amortization

     91,960       88,598  

Impairment of assets held for use (includes $3,172 related to land)

     7,587       —    

General and administrative

     23,995       30,384  
                

Total operating expenses

     237,012       234,552  

Interest expense:

    

Contractual

     75,226       80,346  

Amortization of deferred financing costs

     2,706       2,872  

Financing obligations

     3,814       7,590  
                
     81,746       90,808  

Other income/(expense):

    

Interest and other income

     5,425       5,042  

Settlement of bankruptcy claim

     —         14,435  

Loss on debt extinguishments

     —         (12,457 )
                
     5,425       7,020  
                

Income before disposition of property, minority interest, and equity in earnings of unconsolidated affiliates

     7,120       1,636  

Gains on disposition of property, net

     21,374       18,744  

Minority interest in the Operating Partnership

     (891 )     (365 )

Equity in earnings of unconsolidated affiliates

     6,964       5,338  
                

Income from continuing operations

     34,567       25,353  

Discontinued operations:

    

Income from discontinued operations, net of minority interest

     4,691       7,196  

Gain on sale of discontinued operations, net of minority interest

     15,726       1,171  
                
     20,417       8,367  
                

Net income

     54,984       33,720  

Dividends on preferred stock

     (22,125 )     (23,139 )

Excess of preferred stock repurchase value over carrying value

     (4,272 )     —    
                

Net income available for common stockholders

   $ 28,587     $ 10,581  
                

Net income per common share - basic:

    

Income from continuing operations

   $ 0.15     $ 0.04  

Income from discontinued operations

     0.38       0.16  
                

Net Income

   $ 0.53     $ 0.20  
                

Weighted average common shares outstanding - basic

     53,725       53,288  
                

Net Income per common share - diluted:

    

Income from continuing operations

   $ 0.15     $ 0.04  

Income from discontinued operations

     0.37       0.16  
                

Net income

   $ 0.52     $ 0.20  
                

Weighted average common shares outstanding - diluted

     60,358       59,960  
                


Highwoods Properties, Inc.

Funds from Operations (unaudited)

(In thousands, except per share amounts and ratios)

 

    

Nine Months Ended

September 30,

 
     2005     2004  

Funds from Operations:

    

Net income

   $ 54,984     $ 33,720  

Dividends to preferred shareholders

     (22,125 )     (23,139 )

Excess of preferred stock repurchase value over carrying value

     (4,272 )     —    
                

Net income applicable to common shares

     28,587       10,581  

Add/(deduct):

    

Depreciation and amortization of real estate assets

     89,933       86,407  

Net gain on disposition of depreciable real estate assets

     (15,653 )     (18,455 )

Minority interest in income from operations

     891       365  

Unconsolidated affiliates:

    

Depreciation and amortization of real estate assets

     8,047       6,458  

Discontinued operations:

    

Depreciation and amortization of real estate assets

     5,675       11,624  

Net gain on sale

     (18,095 )     (4,427 )

Minority interest in income and gains/impairment from discontinued operations

     2,182       1,008  
                

Funds from Operations

   $ 101,567     $ 93,561  
                

Funds from Operations per share - diluted:

    

Net income applicable to common shares

   $ 0.52     $ 0.20  

Add/(deduct):

    

Depreciation and amortization of real estate assets

     1.50       1.44  

Net gain on disposition of depreciable real estate assets

     (0.26 )     (0.31 )

Unconsolidated affiliates:

    

Depreciation and amortization of real estate assets

     0.13       0.11  

Discontinued operations:

    

Depreciation and amortization of real estate assets

     0.09       0.19  

Net gain on sale

     (0.30 )     (0.07 )
                

Funds from Operations per share - diluted

   $ 1.68     $ 1.56  
                

Dividend payout data:

    

Dividends paid per common share

   $ 1.275     $ 1.275  
                

As % of Funds from Operations

     75.9 %     81.7 %
                

Weighted average shares outstanding - diluted

     60,358       59,960  
                


Highwoods Properties, Inc.

Consolidated Balance Sheets (unaudited)

(In thousands)

 

     September 30,
2005
    December 31,
2004
 

Assets:

    

Real estate assets, at cost:

    

Land

   $ 368,814     $ 411,782  

Buildings and tenant improvements

     2,645,993       2,893,355  

Development in process

     65,183       26,349  

Land held for development

     163,906       179,079  

Furniture, fixtures and equipment

     22,538       22,403  
                
     3,266,434       3,532,968  

Less-accumulated depreciation

     (589,851 )     (597,015 )
                

Net real estate assets

     2,676,583       2,935,953  

Property held for sale

     9,575       42,367  

Cash and cash equivalents

     646       24,482  

Restricted cash

     2,547       3,875  

Accounts receivable, net

     17,558       15,423  

Notes receivable

     9,403       8,447  

Accrued straight-line rents receivable

     60,810       61,256  

Investment in unconsolidated affiliates

     72,454       72,610  

Other assets:

    

Deferred leasing costs

     88,937       110,812  

Deferred financing costs

     13,210       16,686  

Prepaid expenses and other

     11,450       10,206  
                
     113,597       137,704  

Less-accumulated amortization

     (43,173 )     (62,459 )
                

Other assets, net

     70,424       75,245  
                

Total Assets

   $ 2,920,000     $ 3,239,658  
                

Liabilities and Stockholders’ Equity:

    

Mortgages and notes payable

   $ 1,441,081     $ 1,572,574  

Accounts payable, accrued expenses and other liabilities

     130,035       119,935  

Financing obligations

     34,616       65,309  
                

Total Liabilities

     1,605,732       1,757,818  

Minority interest in the Operating Partnership

     96,903       113,730  

Stockholders’ Equity:

    

Preferred stock

     247,445       377,445  

Common stock

     540       538  

Additional paid-in capital

     1,420,080       1,416,130  

Distributions in excess of net earnings

     (443,685 )     (419,078 )

Accumulated other comprehensive loss

     (2,388 )     (2,814 )

Deferred compensation

     (4,627 )     (4,111 )
                

Total Stockholders’ Equity

     1,217,365       1,368,110  
                

Total Liabilities and Stockholders’ Equity

   $ 2,920,000     $ 3,239,658