8-K
Cousins Properties Inc (CUZ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 4, 2021
Cousins Properties Incorporated
(Exact name of registrant as specified in its charter)
Georgia 001-11312 58-0869052
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)
3344 Peachtree Road NE, Suite 1800, Atlanta, Georgia 30326-4802
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (404) 407-1000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | |
|---|---|---|---|
| Common Stock, $1 par value per share | CUZ | New York Stock Exchange | ("NYSE") |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the securities Act of 1933 (§230.405 of this chapter) or Rule 12b-12 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On October 4, 2021, Cousins Properties Incorporated (the “Company”) issued a press release announcing an office acquisition in Tampa. On October 1, 2021, the Company acquired Heights Union, a 294,000 square foot office asset in the Historic Heights neighborhood of Downtown Tampa for $144.8 million. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
On October 4, 2021, the Company provided an investor presentation focusing on this acquisition which is available on its website. A copy of this presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K.
Neither the press release nor investor presentation shall be deemed "filed" with the Securities and Exchange Commission; nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1993, as amended.
Item 9.01. Financial Statements and Exhibits.
(a) Exhibits
Exhibit Number Exhibit Description
| 99.1 | Press Release: "Cousins Properties Announces Office Acquisition in Tampa" |
|---|---|
| 99.2 | Heights Union Presentation |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 4, 2021
COUSINS PROPERTIES INCORPORATED
| By: | /s/ Gregg D. Adzema |
|---|
Gregg D. Adzema
Executive Vice President, and Chief Financial Officer
Document
News Release
CONTACT:
Roni Imbeaux
Vice President, Finance and Investor Relations
404-407-1104 rimbeaux@cousins.com
COUSINS PROPERTIES ANNOUNCES OFFICE ACQUISITION IN TAMPA
ATLANTA (October 4, 2021) – Cousins Properties (NYSE: CUZ) announced today that it has acquired Heights Union, a 294,000 square foot office property in the historic Heights neighborhood of Downtown Tampa for $144.8 million.
The Heights is a unique live-work-play district that has emerged as one of Tampa’s signature gathering spots. It serves as the northern terminus for the 2.6-mile Tampa Riverwalk that runs alongside the Hillsborough River. The district is anchored by Armature Works, an adaptive re-use of the former Tampa streetcar facility, that includes over 20 restaurants and bars.
Heights Union was competed in late 2020 and is currently 93.4% leased with life science customers representing 66% of the rent roll. Pfizer leases 106,000 square feet for a Global Capability Hub and Axogen leases 75,000 square feet for its second headquarters and lab space.
“Heights Union represents a compelling opportunity to acquire a unique property in an emerging submarket with an outstanding rent roll,” said Colin Connolly, President and Chief Executive Officer of Cousins. “We continue to respond to what our customers are telling us they want – authentic, efficient and interesting properties in highly-amenitized locations that appeal to their employees.”
Please refer to the Investor Relations page of Cousins' website for a presentation with additional information on the transactions discussed in this release.
About Cousins Properties
Cousins Properties is a fully integrated, self-administered and self-managed real estate investment trust (REIT). The Company, based in Atlanta, GA and acting through its operating partnership, Cousins Properties LP, primarily invests in Class A office buildings located in high-growth Sun Belt markets. Founded in 1958, Cousins creates shareholder value through its extensive expertise in the development, acquisition, leasing and management of high-quality real estate assets. The Company has a comprehensive strategy in place based on a simple platform, trophy assets and opportunistic investments. For more information, please visit www.cousins.com.
heightsunionpresentation
HEIGHTS UNION ACQUISITION October 2021 Tampa, FL
2 ACQUISITION PRICE SIZE COMPLETED LEASED/WALT CURRENT OCCUPANCY 12-MONTH CASH/GAAP YIELD STABILIZATION STABILIZED CASH/GAAP YIELD 2 HEIGHTS UNION ACQUISITION BRAND NEW OFFICE ASSET WITH LIFE SCIENCE CUSTOMERS IN THE HEART OF DOWNTOWN TAMPA’S HISTORIC HEIGHTS NEIGHBORHOOD The first office phase of The Heights mixed-use development Two six-story buildings with parking provided via perpetual easement in adjoining deck Life science customers represent 66% of rent roll Pfizer (NYSE: PFE) leases 106K SF for a “Global Capability Hub” – one of six worldwide Axogen (NYSE: AXGN) leases 75K SF for its second headquarters and lab space White & Case (AmLaw Top 10) leases 40K SF for a mission critical global operations center $144.8MM 294K SF 3Q2020 93.4%/11 Yrs 35% 3.2%/4.3% 2Q2023 5.4%/6.2%
3 Armature Works Heights Union 2 THE HEIGHTS NEIGHBORHOOD UNIQUE LIVE-WORK-PLAY DISTRICT ANCHORED BY HIGHLY-SUCCESSFUL “ARMATURE WORKS” ADAPTIVE RE-USE DEVELOPMENT The Heights has emerged as one of Tampa’s signature gathering spots providing a unique live-work-play experience Serves as the northern terminus for the 2.6-mile Tampa Riverwalk that runs alongside the Hillsborough River through Downtown Tampa Anchored by Armature Works, an adaptive re-use project dating to 1910 as the original storage/maintenance facility for Tampa streetcars − 73,000 SF of mixed-use commercial space including over 20 restaurants and bars 24,000 SF full-service Sprouts Farmers Market (NASDAQ: SFM) grocery store to open in the fourth quarter 2021 Total plans call for 3.2 M SF of multi-family, hotel, retail and office development Armature Works
4 CharlotteTHE RAILYARD COUSINS’ RECENT INVESTMENT ACTIVITY AUTHENTIC, EFFICIENT AND HIGHLY-AMENITIZED PROPERTIES WITH LOW CAPEX PROFILE HEIGHTS UNION Tampa 725 PONCE Atlanta $646MM Total Investment 2019 - 2020 Year Built 11 Years WALT 995K Total SF 97% Leased
GREGG ADZEMA EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER gadzema@cousins.com 404.407.1116 RONI IMBEAUX VICE PRESIDENT, FINANCE AND INVESTOR RELATIONS rimbeaux@cousins.com 404.407.1104 3344 Peachtree Road NE | Suite 1800 Atlanta, GA 30326 Cautionary Note Regarding Forward-Looking Statements Certain matters contained in this report are “forward-looking statements” within the meaning of the federal securities laws and are subject to uncertainties and risks, as itemized in Item 1A included in the Annual Report on Form 10-K for the year ended December 31, 2020 and the Quarterly Report on Form 10-Q for the quarter ended June 30, 2021. These forward- looking statements include information about possible or assumed future results of the business and our financial condition, liquidity, results of operations, plans, and objectives. They also include, among other things, statements regarding subjects that are forward-looking by their nature, such as the following: guidance and underlying assumptions; business and financial strategy; future acquisitions and dispositions of operating assets or joint venture interests; future acquisitions and dispositions of land, including ground leases; future development and redevelopment opportunities; projected capital expenditures; market and industry trends; and all statements that address operating performance, events, or developments that we expect or anticipate will occur in the future — including statements relating to creating value for stockholders. Any forward-looking statements are based upon management's beliefs, assumptions, and expectations of our future performance, taking into account information that is currently available. These beliefs, assumptions, and expectations may change as a result of possible events or factors, not all of which are known. If a change occurs, our business, financial condition, liquidity, and results of operations may vary materially from those expressed in forward-looking statements. Actual results may vary from forward-looking statements due to, but not limited to, the following: the availability and terms of capital; the failure to achieve anticipated benefits from acquisitions, investments, or dispositions; changes in national and local economic conditions, the real estate industry, and the commercial real estate markets in which we operate, including the impact of high unemployment, volatility in the public equity and debt markets, and international economic and other conditions; the impact of a public health crisis, including the COVID-19 pandemic, and the governmental and third party response to such a crisis, which may affect our key personnel, our major tenants, and the costs of operating our assets; changes to our strategy with regard to land and other non-core holdings that may require impairment losses to be recognized; leasing risks, including the ability to obtain new tenants or renew expiring tenants, the ability to lease newly developed and/or recently acquired space, the failure of a tenant to occupy leased space, and the risk of declining leasing rates; changes in the needs of our tenants brought about by the desire for co-working arrangements, trends toward utilizing less office space per employee, and the effect of telecommuting; any adverse change in the financial condition of one or more of our tenants; competition from other developers or investors; the risks associated with real estate developments (such as zoning approval, receipt of required permits, construction delays, cost overruns, and leasing risk); cyber security breaches; changes in senior management, changes in the Board of Directors, and the loss of key personnel; the potential liability for uninsured losses, condemnation, or environmental issues; the potential liability for a failure to meet regulatory requirements; any failure to comply with debt covenants under credit agreements; any failure to continue to qualify for taxation as a real estate investment trust and meet regulatory requirements; potential changes to state, local, or federal regulations applicable to our business; material changes in the rates, or the ability to pay, dividends on common shares or other securities; potential changes to the tax laws impacting REITs and real estate in general; potential changes to the tax laws impacting REITs and real estate in general; and those additional risks and factors discussed in reports filed with the Securities and Exchange Commission ("SEC") by the Company. The words “believes,” “expects,” “anticipates,” “estimates,” “plans,” “may,” “intend,” “will,” or similar expressions are intended to identify forward-looking statements. Although we believe that our plans, intentions, and expectations reflected in any forward-looking statements are reasonable, we can give no assurance that such plans, intentions, or expectations will be achieved. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information, or otherwise, except as required under U.S. federal securities laws.