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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): November 8, 2021

Franklin Street Properties Corp.

(Exact name of registrant as specified in its charter)

Maryland

001-32470

04-3578653

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

401 Edgewater Place, Suite 200, Wakefield,
Massachusetts

01880

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (781) 557-1300

(Former name or former address, if changed since last report.)

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, $.0001 par value per share

FSP

NYSE American

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-2 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.

1

Item 2.02.  Results of Operations and Financial Condition.

On November 8, 2021, Franklin Street Properties Corp. (the “Registrant”) announced its financial results for the three and nine months ended September 30, 2021.  The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  The press release references certain supplemental operating and financial data that is now available on the Registrant’s website.  A copy of the supplemental operating and financial data is attached hereto as Exhibit 99.2 and is incorporated by reference herein.  

The information in this Form 8-K (including Exhibits 99.1 and 99.2) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.  Financial Statements and Exhibits.

(d)Exhibits

2

Exhibit No.

    

Description

99.1

Press Release issued by Franklin Street Properties Corp. on November 8, 2021.

99.2

Supplemental Operating and Financial Data for the Third Quarter of 2021.

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FRANKLIN STREET PROPERTIES CORP.

Date: November 8, 2021

By:

/s/ George J. Carter

George J. Carter

Chief Executive Officer

4

Exhibit 99.1

PRESS RELEASE

Franklin Street Properties Corp.

401 Edgewater Place Suite 200 Wakefield, Massachusetts 01880 (781) 557-1300 www.fspreit.com

Contact: Georgia Touma (877) 686-9496

For Immediate Release

Franklin Street Properties Corp. Announces

Third Quarter 2021 Results

Graphic

Strong Execution on our 2021 Strategy to Reduce Debt and Lease Space

$0.04 GAAP Net Income Per Share

$0.14 Funds From Operations (FFO) Per Share

Graphic

Wakefield, MA—November 8, 2021—Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American:  FSP), a real estate investment trust (REIT), announced its results for the third quarter ended September 30, 2021.    

Significant Debt Reduction Improves Balance Sheet Flexibility for Future Growth Opportunities

Between September 30, 2020 and October 25, 2021, reduced total indebtedness by approximately 53%, from approximately $1.0 billion to approximately $475 million.

Between January 1, 2021 and October 25, 2021, repaid approximately $508 million of indebtedness.

During the three months ended September 30, 2021, repaid approximately $90 million of indebtedness.

On October 25, 2021, repaid approximately $215 million of indebtedness.    

Ahead on Property Disposition Strategy

Between January 1, 2021 and October 22, 2021, sold eight properties for aggregate gross disposition proceeds of approximately $563 million and an aggregate, weighted-average, in-place, capitalization rate (on both a GAAP and cash basis) of approximately 5.8%.

On October 22, 2021, sold 999 Peachtree in Atlanta, Georgia for $223.9 million in gross proceeds and recorded a gain of approximately $86.8 million.

Aggregate pricing achieved on our dispositions to date in 2021 has been ahead of our expectations and we believe that such pricing is generally indicative of the level of pricing that could be achieved on our continuing portfolio of real estate assets.  We believe that in undertaking these dispositions we have unlocked embedded value for our shareholders that has not been reflected in the current price of our common stock. We believe that the net value of our continuing real estate portfolio assets (net of outstanding liabilities) would exceed $10.00 per share of common stock based on our market valuation estimates using the pricing levels we have achieved to date on our dispositions as a benchmark applied across our continuing real estate portfolio.  


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Due to strong demand and pricing, increased the top end of our 2021 disposition guidance from a previous range of approximately $350 million to $450 million to a new range of approximately $563 million to $600 million.

Leasing Progress and Continuing Portfolio Upside Leasing Potential  

Leased approximately 329,000 square feet during the three months ended September 30, 2021, including approximately 172,000 square feet with new tenants.

Signed a lease for approximately 100,000 square feet with a new tenant at our Pershing Park property in Atlanta, Georgia during the three months ended September 30, 2021.

In-place weighted average GAAP rent increased by approximately 5% during the nine months ended September 30, 2021.  

We believe that our continuing portfolio of real estate is well located primarily in the Sunbelt and Mountain West geographic regions and consists of high-quality assets with upside leasing potential in a post-COVID-19 environment.

Stock Repurchases

During the three months ended September 30, 2021, we repurchased approximately 1.8 million shares of our common stock for approximately $8.2 million pursuant to our previously announced stock repurchase plan.

Shares repurchased during the three months ended September 30, 2021 represent approximately 1.5% of the approximately $563 million in aggregate gross disposition proceeds received to date in 2021.

Up to approximately $41.8 million remaining for potential future repurchases of our common stock pursuant to our previously announced stock repurchase plan.

Anticipated 2021 Special Dividend

In light of the gains achieved on our dispositions to date in 2021, we anticipate declaring a special dividend in December 2021 to be paid in January 2022 in order to meet REIT requirements.    

George J. Carter, Chairman and Chief Executive Officer, commented as follows:

“I am pleased to report strong execution on our 2021 strategies to reduce debt and to lease space.  Highlights include the sale of 999 Peachtree on October 22, 2021 for $223.9 million and a recorded gain of approximately $86.8 million, and the lease of approximately 100,000 square feet with a new tenant at Pershing Park.  As of October 22, 2021, we have sold eight properties in 2021 for aggregate gross proceeds of approximately $563 million and an aggregate, weighted-average, in-place capitalization rate of approximately 5.8%.   Between September 30, 2020 and October 25, 2021, we reduced our total indebtedness by approximately 53%, from approximately $1.0 billion to approximately $475 million.

We are encouraged by the strong level of demand that our real estate assets have received in the market to date from a diverse pool of potential buyers.  Aggregate pricing on the properties sold has exceeded our expectations


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and reinforced our belief that we are unlocking embedded value for our shareholders that is not currently reflected in the price of our common stock.  Due to strong demand and pricing, we have increased the top end of our 2021 disposition guidance from a previous range of approximately $350 million to $450 million to a new range of approximately $563 million to $600 million.  

Our criteria for selecting potential properties for disposition is asset-specific.  We consider a variety of factors, including short to intermediate term value objectives and upside potential.  At the same time, we remain fully committed to our historic Sunbelt and Mountain West geographic focus.  Accordingly, our 2021 dispositions in the Sunbelt region should not be viewed as a statement about our commitment to such regions.    

Importantly, we believe that our continuing portfolio of real estate is well located primarily in the Sunbelt and Mountain West geographic regions, and consists of high-quality assets with significant upside leasing potential in a post-COVID-19 environment. We also believe that the pricing achieved on our dispositions to date in 2021, which has exceeded our expectations, is generally indicative of the pricing that could be achieved on our continuing portfolio of real estate assets.  

We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets and intend to continue our strategy of seeking to increase shareholder value through the sale of select properties where we believe that our short to intermediate term valuation objectives have been met.  We believe that the net value of our continuing real estate portfolio assets (net of outstanding liabilities) would exceed $10.00 per share of common stock based on our market valuation estimates using the pricing levels we have achieved to date on our dispositions as a benchmark applied across our continuing real estate portfolio.  We intend to use the proceeds from any future dispositions for debt reduction, repurchases of our common stock, any special dividends required to meet REIT requirements, and other general corporate purposes.”  

Financial Highlights

GAAP net income was $4.5 million, or $0.04 per share, for the three months ended September 30, 2021.
Funds From Operations (FFO) was $14.8 million, or $0.14 per basic and diluted share, for the three months ended September 30, 2021.
Adjusted Funds From Operations (AFFO) was $0.04 per basic and diluted share for the three months ended September 30, 2021.
During the three months ended September 30, 2021, we repaid approximately $90 million of indebtedness.  As of September 30, 2021, our total debt outstanding was approximately $675 million.
On October 25, 2021, we repaid approximately $215 million of indebtedness and our total debt outstanding decreased to approximately $475 million.  

 

Leasing Highlights

During the three months ended September 30, 2021, we leased approximately 329,000 square feet, including 172,000 square feet of new leases.  
On September 28, 2021, we signed a lease with a new tenant at our Pershing Park property for approximately 100,000 square feet that will substantially backfill the recent vacancy from the departure of Jones Day.  
During the nine months ended September 30, 2021, we leased approximately 892,000 square feet, of which approximately 622,000 square feet was with existing tenants.   During the year ended December 31, 2020, we leased approximately 1,130,000 square feet, of which approximately 762,000 square feet was with existing tenants.  
Our directly owned real estate portfolio of 27 owned properties (including one redevelopment

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property) totaling approximately 7.8 million square feet, was approximately 78.8% leased as of September 30, 2021, compared to approximately 78.5% leased as of June 30, 2021.  The increase in the leased percentage is primarily a result of 172,000 square feet of new leases executed during the three months ended September 30, 2021.          
Lease expirations for the remainder of 2021 are approximately 72,000 square feet, representing approximately 0.9% of our owned portfolio.    
The weighted average GAAP base rent per square foot achieved on leasing activity during the nine months ended September 30, 2021 was $30.10, or 2.0% higher than average rents in the respective properties as applicable compared to the year ended December 31, 2020.  The average lease term on leases in the nine months ended September 30, 2021, was 7.8 years compared to 8.3 years for the full year of 2020.  Overall the portfolio weighted average rent per occupied square foot was $30.97 as of September 30, 2021 compared to $29.60 as of December 31, 2020, representing an increase of approximately 5%.  

Investment Highlights

Completed dispositions for aggregate gross proceeds of approximately $563 million to date in 2021, which translates into an aggregate, weighted-average, in-place, capitalization rate (on both a GAAP and cash basis) of approximately 5.8%.
Due to strong demand/pricing, we increased the top end of our 2021 disposition guidance from a previous range of approximately $350 million to $450 million to a new range of approximately $563 million to $600 million.
Disposition proceeds intended to be used for debt reduction, any special dividends required to meet REIT requirements, repurchases of our common stock, and other general corporate purposes.    
Demand and pricing on assets sold to date in 2021 has exceeded our expectations.  
On August 31, 2021, we sold our River Crossing property in Indianapolis, Indiana for gross proceeds of approximately $35 million.
On September 23, 2021, we sold our two Timberlake properties in Chesterfield, Missouri for aggregate gross proceeds of approximately $67 million.
Subsequent to quarter end, on October 22, 2021, we sold our 999 Peachtree property in Atlanta, Georgia for gross proceeds of approximately $224 million, which represented a gain of approximately $86.8 Million.  
We remain committed to our Sunbelt and Mountain West geographic focus.  
Current and potential disposition properties include Meadow Point and Stonecroft in Chantilly, Virginia, both of which are under Purchase & Sale Agreement with a closing anticipated during the fourth quarter of 2021.  In addition, Eldridge Green and Park Ten in Houston, Texas are in price discovery.    

Dividend Update

On October 8, 2021, the Company announced that its Board of Directors declared a regular quarterly cash dividend for the three months ended September 30, 2021 of $0.09 per share of common stock that will be paid on November 11, 2021 to stockholders of record on October 22, 2021.          

Non-GAAP Financial Information

A reconciliation of Net income to FFO, AFFO and Sequential Same Store NOI and our definitions of FFO, AFFO and Sequential Same Store NOI can be found on Supplementary Schedules H and I.    

2021 Net Income, FFO and Disposition Guidance


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At this time, due primarily to uncertainty surrounding the timing and amount of proceeds received from property dispositions, we are continuing suspension of Net Income and FFO guidance.  However, we are updating our previously announced disposition guidance for full-year 2021, as we execute on our strategy to dispose of certain properties that we believe have met their short to intermediate term valuation objectives and whose value may not be accurately reflected in our share price. Anticipated dispositions in 2021 are estimated to result in aggregate gross proceeds in the range of approximately $563 million to $600 million, inclusive of the approximately $563 million of gross proceeds in 2021 realized to date.  We intend to use the proceeds of any future dispositions for debt reduction, repurchases of our stock, any special distributions required to meet REIT requirements, and other general corporate purposes.  This guidance reflects our current expectations of economic and market conditions and is subject to change.  We will update our disposition guidance quarterly in our earnings releases.  There can be no assurance that the Company’s actual results will not differ materially from the estimates set forth above.  

Real Estate Update

Supplementary schedules provide property information for the Company’s owned and managed real estate portfolio as of September 30, 2021.  The Company will also be filing an updated supplemental information package that will provide stockholders and the financial community with additional operating and financial data.  The Company will file this supplemental information package with the SEC and make it available on its website at www.fspreit.com.

Today’s news release, along with other news about Franklin Street Properties Corp., is available on the Internet at www.fspreit.com.  We routinely post information that may be important to investors in the Investor Relations section of our website.  We encourage investors to consult that section of our website regularly for important information about us and, if they are interested in automatically receiving news and information as soon as it is posted, to sign up for E-mail Alerts.  

Earnings Call

A conference call is scheduled for November 9, 2021 at 11:00 a.m. (ET) to discuss the third quarter 2021 results. To access the call, please dial 1-800-464-8240. Internationally, the call may be accessed by dialing 1-412-902-6521. To access the call from Canada, please dial 1-866-605-3852. To listen via live audio webcast, please visit the Webcasts & Presentations section in the Investor Relations section of the Company's website (www.fspreit.com) at least ten minutes prior to the start of the call and follow the posted directions. The webcast will also be available via replay from the above location starting one hour after the call is finished.      

About Franklin Street Properties Corp.

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets.  FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income.  FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes.  To learn more about FSP please visit our website at www.fspreit.com.


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Forward-Looking Statements

Statements made in this press release that state FSP’s or management’s intentions, beliefs, expectations, or predictions for the future may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  This press release may also contain forward-looking statements, such as those relating to our ability to lease space in the future, expectations for dispositions, potential stock repurchases, the payment of special dividends and the repayment of debt in future periods, value creation/enhancement in future periods, the net value of our continuing real estate portfolio per share of common stock, and expectations for growth and leasing activities in future periods that are based on current judgments and current knowledge of management and are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements.  Accordingly, readers are cautioned not to place undue reliance on forward-looking statements.  Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including as a result of the COVID-19 pandemic and other potential infectious disease outbreaks and terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, increasing interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, uncertainty relating to the completion and timing of the disposition of properties under agreement, any inability to dispose of real estate properties at pricing levels comparable to recent historical portfolio dispositions,  and any delays in the timing of any such anticipated dispositions, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments.  See the “Risk Factors” set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2020, as the same may be updated from time to time in subsequent filings with the United States Securities and Exchange Commission.  Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, acquisitions, dispositions, performance or achievements.  We will not update any of the forward-looking statements after the date of this press release to conform them to actual results or to changes in our expectations that occur after such date, other than as required by law.    


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Franklin Street Properties Corp.

Earnings Release

Supplementary Information

Table of Contents

Franklin Street Properties Corp. Financial Results

A-C

Real Estate Portfolio Summary Information

D

Portfolio and Other Supplementary Information

E

Percentage of Leased Space

F

Largest 20 Tenants – FSP Owned Portfolio

G

Reconciliation and Definitions of Funds From Operations (FFO) and Adjusted

Funds From Operations (AFFO)

H

Reconciliation and Definition of Sequential Same Store results to Property Net

Operating Income (NOI) and Net Loss

I


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Franklin Street Properties Corp. Financial Results

Supplementary Schedule A

Condensed Consolidated Statements of Operations

(Unaudited)

For the

For the

Three Months Ended

Nine Months Ended

September 30,

September 30,

(in thousands, except per share amounts)

  

2021

  

2020

  

2021

  

2020

 

Revenue:

Rental

$

50,326

$

61,834

$

164,671

$

184,799

Related party revenue:

Management fees and interest income from loans

419

400

1,246

1,208

Other

57

13

69

31

Total revenue

50,802

62,247

165,986

186,038

Expenses:

Real estate operating expenses

14,373

16,730

45,664

49,498

Real estate taxes and insurance

10,200

12,279

34,461

36,348

Depreciation and amortization

18,862

22,076

62,379

66,659

General and administrative

3,749

3,817

11,857

11,159

Interest

7,928

8,953

26,582

26,996

Total expenses

55,112

63,855

180,943

190,660

Loss on extinguishment of debt

(236)

(403)

Gain on sale of properties, net

8,632

29,258

Income (loss) before taxes

4,086

(1,608)

13,898

(4,622)

Tax expense

51

71

174

203

Equity in income of non-consolidated REITs

421

421

Net income (loss)

$

4,456

$

(1,679)

$

14,145

$

(4,825)

Weighted average number of shares outstanding, basic and diluted

106,905

107,328

107,196

107,295

Net income (loss) per share, basic and diluted

$

0.04

$

(0.02)

$

0.13

$

(0.04)


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Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

September 30,

December 31,

(in thousands, except share and par value amounts)

    

2021

    

2020

 

Assets:

Real estate assets:

Land

$

161,767

$

189,155

Buildings and improvements

1,630,729

1,938,629

Fixtures and equipment

11,727

12,949

1,804,223

2,140,733

Less accumulated depreciation

459,531

538,717

Real estate assets, net

1,344,692

1,602,016

Acquired real estate leases, less accumulated amortization of $50,302 and $55,447, respectively

19,864

28,206

Cash, cash equivalents and restricted cash

9,731

4,150

Tenant rent receivables

2,681

7,656

Straight-line rent receivable

58,132

67,789

Prepaid expenses and other assets

5,547

5,752

Related party mortgage loan receivables

21,000

21,000

Office computers and furniture, net of accumulated depreciation of $1,180 and $1,443, respectively

153

163

Deferred leasing commissions, net of accumulated amortization of $24,013 and $30,411, respectively

44,729

56,452

Total assets

$

1,506,529

$

1,793,184

Liabilities and Stockholders’ Equity:

Liabilities:

Bank note payable

$

$

3,500

Term loans payable, less unamortized financing costs of $1,352 and $2,677, respectively

473,648

717,323

Series A & Series B Senior Notes, less unamortized financing costs of $699 and $822, respectively

199,301

199,178

Accounts payable and accrued expenses

59,309

72,058

Accrued compensation

3,482

3,918

Tenant security deposits

6,169

8,677

Lease liability

1,256

1,536

Other liabilities: derivative liabilities

7,583

17,311

Acquired unfavorable real estate leases, less accumulated amortization of $3,377 and $4,031, respectively

708

1,592

Total liabilities

751,456

1,025,093

Commitments and contingencies

Stockholders’ Equity:

Preferred stock, $.0001 par value, 20,000,000 shares authorized, none issued or outstanding

Common stock, $.0001 par value, 180,000,000 shares authorized, 105,632,725 and 107,328,199 shares issued and outstanding, respectively

11

11

Additional paid-in capital

1,349,225

1,357,131

Accumulated other comprehensive loss

(7,583)

(17,311)

Accumulated distributions in excess of accumulated earnings

(586,580)

(571,740)

Total stockholders’ equity

755,073

768,091

Total liabilities and stockholders’ equity

$

1,506,529

$

1,793,184


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Franklin Street Properties Corp. Financial Results

Supplementary Schedule C

Condensed Consolidated Statements of Cash Flows

(Unaudited)

For the

Nine Months Ended

September 30,

(in thousands)

    

2021

    

2020

 

Cash flows from operating activities:

Net income (loss)

$

14,145

$

(4,825)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization expense

64,390

68,859

Amortization of above and below market leases

(38)

(234)

Shares issued as compensation

338

337

Equity in income of non-consolidated REITs

(421)

Distributions from non-consolidated REITs

421

Loss on extinguishment of debt

403

Gain on sale of properties, net

(29,258)

Decrease in allowance for doubtful accounts and write-off of accounts receivable

(13)

Changes in operating assets and liabilities:

Tenant rent receivables

4,975

(143)

Straight-line rents

(3,103)

(2,636)

Lease acquisition costs

(1,666)

(1,516)

Prepaid expenses and other assets

(1,035)

(504)

Accounts payable and accrued expenses

(8,389)

2,527

Accrued compensation

(436)

234

Tenant security deposits

(2,508)

89

Payment of deferred leasing commissions

(10,857)

(6,168)

Net cash provided by operating activities

26,961

56,007

Cash flows from investing activities:

Property improvements, fixtures and equipment

(55,008)

(61,989)

Proceeds received from sale of properties

319,357

Net cash provided by (used in) investing activities

264,349

(61,989)

Cash flows from financing activities:

Distributions to stockholders

(28,985)

(28,968)

Stock repurchases

(8,244)

Borrowings under bank note payable

76,500

85,000

Repayments of bank note payable

(80,000)

(55,000)

Repayment on term loan payable

(245,000)

Net cash provided by (used in) financing activities

(285,729)

1,032

Net increase (decrease) in cash, cash equivalents and restricted cash

5,581

(4,950)

Cash, cash equivalents and restricted cash, beginning of year

4,150

9,790

Cash, cash equivalents and restricted cash, end of period

$

9,731

$

4,840


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule D

Real Estate Portfolio Summary Information

(Unaudited & Approximated)

Commercial portfolio lease expirations (1)

Total

% of

Year

    

Square Feet

    

Portfolio

 

2021

72,249

0.9%

2022

612,298

7.9%

2023

351,574

4.5%

2024

781,382

10.0%

2025

509,607

6.6%

Thereafter (2)

5,455,634

70.1%

7,782,744

100.0%


(1)Percentages are determined based upon total square footage.
(2)Includes 1,536,276 square feet of vacancies at our operating properties and 111,469 square feet of vacancies at our redevelopment property as of September 30, 2021. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

(dollars & square feet in 000's)

As of September 30, 2021 (a)

# of

% of

Square

% of

State

    

Properties

    

Investment

    

Portfolio

    

Feet

    

Portfolio

 

Colorado

6

$

542,006

40.3%

2,625

33.7%

Texas

9

335,206

24.9%

2,421

31.1%

Georgia

2

154,380

11.4%

782

10.1%

Minnesota

3

124,433

9.3%

758

9.8%

Virginia

3

67,790

5.0%

548

7.0%

Florida

1

67,962

5.1%

213

2.7%

Illinois

2

45,118

3.4%

372

4.8%

North Carolina

1

7,797

0.6%

64

0.8%

Total

27

$

1,344,692

100.0%

7,783

100.0%

(a)Includes investment in our redevelopment property. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)

Recurring Capital Expenditures

Nine Months

(in thousands)

For the Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

30-Sep-21

Tenant improvements

$

4,491

$

4,277

$

3,952

$

12,720

Deferred leasing costs

2,597

1,922

2,371

6,890

Non-investment capex

5,336

3,793

4,528

13,657

$

12,424

$

9,992

$

10,851

$

33,267

For the Three Months Ended

Year Ended

    

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

Tenant improvements

$

10,716

$

13,531

$

8,022

$

837

$

33,106

Deferred leasing costs

2,730

603

2,033

7,432

12,798

Non-investment capex

4,527

6,581

6,373

6,105

23,586

$

17,973

$

20,715

$

16,428

$

14,374

$

69,490

Square foot & leased percentages

September 30,

December 31,

    

2021

    

2020

 

Operating Properties:

Number of properties

26

32

Square feet

7,671,275

9,331,489

Leased percentage

80.0%

85.0%

Redevelopment Properties (a):

Number of properties

1

2

Square feet

111,469

324,651

Leased percentage

0.0%

48.0%

Total Owned Properties:

Number of properties

27

34

Square feet

7,782,744

9,656,140

Leased percentage

78.8%

83.8%

Managed Properties - Single Asset REITs (SARs):

Number of properties

2

2

Square feet

348,545

348,545

Total Operating, Redevelopment and Managed Properties:

Number of properties

29

36

Square feet

8,131,289

10,004,685

(a)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.


-13-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule F

Percentage of Leased Space

(Unaudited & Estimated)

Second

Third

% Leased (1)

Quarter

% Leased (1)

Quarter

as of

Average %

as of

Average %

    

Property Name

    

Location

    

Square Feet

    

30-Jun-21

    

Leased (2)

    

30-Sep-21

    

Leased (2)

 

1

FOREST PARK

Charlotte, NC

64,198

78.4%

78.4%

78.4%

78.4%

2

MEADOW POINT

Chantilly, VA

138,537

91.1%

91.1%

100.0%

97.0%

TIMBERLAKE

Chesterfield, MO

100.0%

100.0%

(4)

(4)

TIMBERLAKE EAST

Chesterfield, MO

100.0%

100.0%

(4)

(4)

3

NORTHWEST POINT

Elk Grove Village, IL

177,095

100.0%

100.0%

100.0%

100.0%

4

PARK TEN

Houston, TX

157,609

71.7%

71.7%

72.0%

72.0%

5

PARK TEN PHASE II

Houston, TX

156,746

95.0%

95.0%

95.0%

95.0%

6

GREENWOOD PLAZA

Englewood, CO

196,236

100.0%

100.0%

100.0%

100.0%

7

ADDISON

Addison, TX

289,325

83.7%

83.7%

85.6%

85.6%

8

COLLINS CROSSING

Richardson, TX

300,887

84.4%

84.4%

84.4%

84.4%

9

INNSBROOK

Glen Allen, VA

298,183

57.2%

57.2%

57.2%

57.2%

RIVER CROSSING

Indianapolis, IN

100.0%

100.0%

(5)

(5)

10

LIBERTY PLAZA

Addison, TX

217,191

79.0%

79.0%

73.9%

79.3%

11

380 INTERLOCKEN

Broomfield, CO

240,359

60.5%

60.5%

60.5%

60.5%

12

390 INTERLOCKEN

Broomfield, CO

241,512

99.4%

99.4%

99.4%

99.4%

13

BLUE LAGOON

Miami, FL

213,182

73.1%

73.1%

73.6%

73.2%

14

ELDRIDGE GREEN

Houston, TX

248,399

100.0%

100.0%

100.0%

100.0%

15

4807 STONECROFT (3)

Chantilly, VA

111,469

0.0%

0.0%

0.0%

0.0%

16

121 SOUTH EIGHTH ST

Minneapolis, MN

298,121

91.6%

91.8%

90.7%

91.3%

17

801 MARQUETTE AVE

Minneapolis, MN

129,821

91.8%

91.8%

91.8%

91.8%

18

LEGACY TENNYSON CTR

Plano, TX

207,049

41.1%

41.1%

41.1%

41.1%

19

ONE LEGACY

Plano, TX

214,110

56.4%

56.4%

57.9%

57.9%

20

909 DAVIS

Evanston, IL

195,098

93.3%

93.3%

93.3%

93.3%

21

WESTCHASE I & II

Houston, TX

629,025

54.4%

54.4%

57.6%

55.7%

22

1999 BROADWAY

Denver, CO

680,255

66.5%

66.5%

67.3%

67.3%

23

999 PEACHTREE

Atlanta, GA

621,946

85.0%

84.8%

85.8%

85.5%

24

1001 17TH STREET

Denver, CO

655,420

95.2%

95.5%

95.2%

95.2%

25

PLAZA SEVEN

Minneapolis, MN

330,096

85.5%

85.5%

85.5%

85.5%

26

PERSHING PLAZA

Atlanta, GA

160,145

12.4%

70.1%

76.6%

33.8%

27

600 17TH STREET

Denver, CO

610,730

84.9%

85.5%

85.8%

85.2%

OWNED PORTFOLIO

7,782,744

78.5%

79.8%

78.8%

78.7%


(1)% Leased as of month's end includes all leases that expire on the last day of the quarter.
(2)Average quarterly percentage is the average of the end of the month leased percentage for each of the three months during the quarter.
(3)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.
(4)Properties sold on September 23, 2021.
(5)Property sold on August 31, 2021.


-14-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule G

Largest 20 Tenants – FSP Owned Portfolio

(Unaudited & Estimated)

The following table includes the largest 20 tenants in FSP’s owned portfolio based on total square feet:

As of September 30, 2021

% of

    

Tenant

    

Sq Ft

    

Portfolio

 

1

CITGO Petroleum Corporation

248,399

3.2%

2

Ovintiv USA Inc.

234,495

3.0%

3

Eversheds Sutherland (US) LLP (a)

179,868

2.3%

4

EOG Resources, Inc.

169,167

2.2%

5

US Government

168,573

2.2%

6

The Vail Corporation

164,636

2.1%

7

Lennar Homes, LLC

155,808

2.0%

8

Citicorp Credit Services, Inc

146,260

1.9%

9

Kaiser Foundation Health Plan

120,979

1.5%

10

Argo Data Resource Corporation

114,200

1.5%

11

VMWare, Inc.

100,853

1.3%

12

Deluxe Corporation

98,922

1.3%

13

Swift, Currie, McGhee & Hiers, LLP

98,831

1.3%

14

Ping Identity Corp.

89,856

1.1%

15

Common Grounds, LLC (a)

76,984

1.0%

16

Booz Allen Hamilton, Inc.

75,338

1.0%

17

ADS Alliance Data Systems, Inc.

67,274

0.9%

18

PricewaterhouseCoopers LLP

66,304

0.8%

19

DirecTV, Inc.

66,226

0.8%

20

Hall and Evans LLC

65,878

0.8%

Total

2,508,851

32.2%

(a)On October 22, 2021, the property that has the lease with Eversheds Sutherland (US) LLP and one lease with Common Grounds, LLC for 49,506 square feet was sold.


-15-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule H

Reconciliation and Definitions of Funds From Operations (“FFO”) and

Adjusted Funds From Operations (“AFFO”)

A reconciliation of Net income to FFO and AFFO is shown below and a definition of FFO and AFFO is provided on Supplementary Schedule I.  Management believes FFO and AFFO are used broadly throughout the real estate investment trust (REIT) industry as measurements of performance.   The Company has included the National Association of Real Estate Investment Trusts (NAREIT) FFO definition as of May 17, 2016 in the table and notes that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently.  The Company’s computation of FFO and AFFO may not be comparable to FFO or AFFO reported by other REITs or real estate companies that define FFO or AFFO differently.  

Reconciliation of Net Income to FFO and AFFO:

Three Months Ended

Nine Months Ended

September 30,

September 30,

(In thousands, except per share amounts)

   

2021

   

2020

2021

   

2020

   

Net income (loss)

$

4,456

$

(1,679)

$

14,145

$

(4,825)

Gain on sale of properties, net

(8,632)

(29,258)

Equity in income from non-consolidated REITs

(421)

(421)

FFO from non-consolidated REITs

421

421

Depreciation & amortization

18,861

21,989

62,340

66,424

NAREIT FFO

14,685

20,310

47,227

61,599

Lease Acquisition costs

112

136

297

333

Funds From Operations (FFO)

$

14,797

$

20,446

$

47,524

$

61,932

Funds From Operations (FFO)

$

14,797

$

20,446

$

47,524

$

61,932

Reverse FFO from non-consolidated REITs

(421)

(421)

Distributions from non-consolidated REITs

421

421

Amortization of deferred financing costs

854

727

2,414

2,201

Shares issued as compensation

338

337

Straight-line rent

(245)

(1,293)

(3,190)

(2,636)

Tenant improvements

(3,952)

(8,022)

(12,720)

(32,269)

Leasing commissions

(2,371)

(2,033)

(6,890)

(5,366)

Non-investment capex

(4,528)

(6,373)

(13,657)

(17,481)

Adjusted Funds From Operations (AFFO)

$

4,555

$

3,452

$

13,819

$

6,718

Per Share Data

EPS

$

0.04

$

(0.02)

$

0.13

$

(0.04)

FFO

$

0.14

$

0.19

$

0.44

$

0.58

AFFO

$

0.04

$

0.03

$

0.13

$

0.06

Weighted average shares (basic and diluted)

106,905

107,328

107,196

107,295


-16-

Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.  The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.  

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner.  We have included the NAREIT FFO as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.  

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

Adjusted Funds From Operations (“AFFO”)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO.  The Company defines AFFO as (1) FFO, (2) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (3) excluding the effect of straight-line rent, (4) plus the amortization of deferred financing costs, (5) plus the value of shares issued as compensation and (6) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures.  Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.  

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.  

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  Other real estate companies may define this term in a different manner.  We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.  


-17-

Franklin Street Properties Corp. Earnings Release

Supplementary Schedule I

Reconciliation and Definition of Sequential Same Store results to property Net Operating Income (NOI) and Net Income

Net Operating Income (“NOI”)

The Company provides property performance based on Net Operating Income, which we refer to as NOI.  Management believes that investors are interested in this information.  NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses. The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Sequential Same Store.  The comparative Sequential Same Store results include properties held for the periods presented and exclude our redevelopment properties.  We also exclude properties that have been placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees.  NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company’s liquidity or its ability to make distributions.  The calculations of NOI and Sequential Same Store are shown in the following table:

Rentable

 

Square Feet

Three Months Ended

Three Months Ended

Inc

%

 

(in thousands)

    

or RSF

    

30-Sep-21

    

30-Jun-21

    

(Dec)

    

Change

 

Region

East

 

437

 

$

642

 

$

685

$

(43)

 

(6.3)

%

MidWest

 

1,000

 

3,470

 

3,184

 

286

 

9.0

%

South

 

3,202

 

8,482

 

9,207

 

(725)

 

(7.9)

%

West

 

2,625

 

10,144

 

9,901

 

243

 

2.5

%

Property NOI* from Operating Properties

 

7,264

 

22,738

 

22,977

 

(239)

 

(1.0)

%

Dispositions and Redevelopment Properties (a)

519

 

2,625

 

5,023

 

(2,398)

 

(8.4)

%

NOI*

7,783

 

$

25,363

 

$

28,000

$

(2,637)

 

(9.4)

%

Sequential Same Store

 

$

22,738

 

$

22,977

$

(239)

 

(1.0)

%

Less Nonrecurring

Items in NOI* (b)

 

281

 

34

 

247

 

(1.1)

%

Comparative

Sequential Same Store

 

$

22,457

 

$

22,943

$

(486)

 

(2.1)

%


-18-

Three Months Ended

Three Months Ended

Reconciliation to Net income

30-Sep-21

30-Jun-21

Net income

 

$

4,456

 

$

16,149

Add (deduct):

Loss on extinguishment of debt

 

236

 

167

Gain on sale of properties, net

 

(8,632)

 

(20,626)

Management fee income

 

(380)

 

(403)

Depreciation and amortization

 

18,861

 

19,136

Amortization of above/below market leases

 

 

(6)

General and administrative

 

3,749

 

3,962

Interest expense

 

7,928

 

10,054

Interest income

 

(404)

 

(399)

Equity in (income) loss of non-consolidated REITs

 

(421)

 

Non-property specific items, net

 

(30)

 

(34)

NOI*

 

$

25,363

 

$

28,000

(a)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized. We also include properties that have been placed in service, but that do not have operating activity for all periods presented.
(b)Nonrecurring Items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

*Excludes NOI from investments in and interest income from secured loans to non-consolidated REITs.


Exhibit 99.2 

Graphic

Franklin Street Properties Corp.

Supplemental Operating & Financial Data

401 Edgewater Place ~Wakefield, MA 01880

781.557.1300.~ www.fspreit.com


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Third Quarter 2021
Table of Contents

Page

Page

Company Information

3

Tenant Analysis and Leasing Activity

Tenants by Industry

18

Key Financial Data

20 Largest Tenants with Annualized Rent and Remaining Term

19-20

Financial Highlights

4

Leasing Activity

21

Income Statements

5

Lease Expirations by Square Feet

22

Balance Sheets

6

Lease Expirations with Annualized Rent per Square Foot

23

Cash Flow Statements

7

Redevelopment Activity

24

Property Net Operating Income (NOI)

8

Capital Expenditures

25

Reconciliation

Transaction Activity

26

FFO & AFFO

9

EBITDA

10

Loan Portfolio of Secured Real Estate

27

Property NOI

11

Net Asset Value Components

28

Debt Summary

12

Appendix: Non-GAAP Financial Measures Definitions

Capital Analysis

13

FFO

29

EBITDA and NOI

30

Owned and Managed Portfolio Overview

14-17

AFFO

31

All financial information contained in this supplemental information package is unaudited.  In addition, certain statements contained in this supplemental information package may be deemed to be forward-looking statements within the meaning of the federal securities laws.  Although FSP 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.  Factors that could cause actual results to differ materially from FSP’s current expectations include adverse changes in general economic or local market conditions, including as a result of the COVID-19 pandemic and other potential infectious disease outbreaks and terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, increasing interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, uncertainty relating to the completion and timing of the disposition of properties under agreement, any inability to dispose of other properties on acceptable terms and any delays in the timing of any such anticipated dispositions, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments.  FSP assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

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Dominion Towers, Denver, CO

September 30, 2021| Page 2


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Company Information

Overview

Snapshot (as of September 30, 2021)

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets.  FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income.  FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment trust (REIT) for federal income tax purposes. FSP’s real estate operations include property acquisitions and dispositions, short-term financing, leasing, development and asset management.

Corporate Headquarters

Wakefield, MA

Fiscal Year-End

31-Dec

Total Properties

27 (1)

Total Square Feet

7.8 Million (1)

Trading Symbol

FSP

Exchange

NYSE American

Common Shares Outstanding

105,632,725

Quarterly Dividend

$0.09

Our Business

Dividend Yield

7.8%

As of September 30, 2021, the Company owned and operated a portfolio of real estate consisting of 26 operating  properties, one redevelopment property and two managed Sponsored REITs.  From time-to-time, the Company may acquire, develop or redevelop real estate, make additional secured loans or acquire one of its Sponsored REITs. The Company may also pursue, on a selective basis, the sale of its properties in order to take advantage of the value creation and demand for its properties, or for geographic or property specific reasons.

Total Market Capitalization

$1.2 Billion (2)

Insider Holdings

4.89%

Graphic

Management Team

George J. Carter

Jeffrey B. Carter

Chief Executive Officer and

President and Chief Investment

Chairman of the Board

Officer

John G. Demeritt

Scott H. Carter

Executive Vice President, Chief

Executive Vice President, General

Financial Officer and Treasurer

Counsel and Secretary

John F. Donahue

Eriel Anchondo

Executive Vice President

Executive Vice President and

Chief Operating Officer

Pershing Park Plaza, Atlanta, GA

Inquiries

Inquiries should be directed to: Georgia Touma

877.686.9496 or [email protected]

(1) Includes both operating and redevelopment properties.

(2) Total Market Capitalization is the closing share price multiplied by the number of shares outstanding plus total debt

outstanding.

September 30, 2021| Page 3


Graphic

Summary of Financial Highlights

(in thousands except per share amounts, SF & number of properties)

    

30-Sep-21

    

30-Jun-21

    

31-Mar-21

    

31-Dec-20

    

30-Sep-20

Income Items:

Rental revenue

$

50,326

$

55,722

$

58,623

$

59,408

$

61,834

Total revenue

50,802

56,145

59,039

59,810

62,247

Net income (loss)

4,456

16,149

(6,460)

37,440

(1,679)

Adjusted EBITDA (a)*

22,900

24,930

26,556

26,409

29,334

FFO*

14,797

14,722

18,005

17,466

20,446

AFFO*

4,555

4,880

4,384

4,867

3,452

Per Share Data:

EPS

$

0.04

$

0.15

$

(0.06)

$

0.35

$

(0.02)

FFO*

$

0.14

$

0.14

$

0.17

$

0.16

$

0.19

AFFO*

$

0.04

$

0.05

$

0.04

$

0.05

$

0.03

Weighted Average Shares (diluted)

106,905

107,359

107,328

107,328

107,328

Closing share price

$

4.64

$

5.26

$

5.45

$

4.37

$

3.66

Dividend declared

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

Balance Sheet Items:

Real estate, net

$

1,344,692

$

1,413,547

$

1,601,613

$

1,602,016

$

1,649,649

Other assets, net

161,837

187,068

187,820

191,168

190,372

Total assets, net

1,506,529

1,600,615

1,789,433

1,793,184

1,840,021

Total liabilities, net

751,456

833,930

1,033,849

1,025,093

1,102,556

Shareholders' equity

755,073

766,685

755,584

768,091

737,465

Market Capitalization and Debt:

Total Market Capitalization (b)

$

1,165,136

$

1,329,896

$

1,532,439

$

1,392,524

$

1,392,821

Total debt outstanding (excluding unamortized financing costs)

$

675,000

$

765,000

$

947,500

$

923,500

$

1,000,000

Debt to Total Market Capitalization

57.9%

57.5%

61.8%

66.3%

71.8%

Net Debt to Adjusted EBITDA ratio (a)*

7.3

7.4

8.9

8.7

8.5

Operating Properties Leasing Statistics (c):

Operating properties assets

26

29

33

32

32

Operating properties total SF

7,671,275

8,228,148

9,548,810

9,331,489

9,526,822

Operating properties % leased

80.0%

79.5%

81.9%

85.0%

85.6%


(a)Includes a $3,084 (or $12,336 annualized) charge during the three months ended December 31, 2020 from a lease write-off of a tenant in the travel industry that filed for bankruptcy on December 21, 2020, and includes accrued rent (all of which was included within rental revenue). Management believes excluding the impact of this write-off may be more useful in making period to period comparisons of our leverage ratio, and if such write-off were excluded, our Net Debt-to-Adjusted EBIDTA* ratio would have been 7.8 at December 31, 2020.
(b)Total Market Capitalization is the closing share price multiplied by the number of shares outstanding plus total debt outstanding on that date.
(c)Excludes redevelopment properties.

*

See pages 9 & 10 for reconciliations of Net income or loss to FFO, AFFO and Adjusted EBITDA, respectively, and the Appendix for Non-GAAP Financial Measures Definitions beginning on page 29.

September 30, 2021| Page 4


Graphic

Condensed Consolidated Income Statements

($ in thousands, except per share amounts)

For the

For the

For the Three Months Ended

Nine Months Ended

For the Three Months Ended

Year Ended

31-Mar-21

30-Jun-21

30-Sep-21

30-Sep-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

31-Dec-20

Revenue:

Rental

  

$

58,623

  

$

55,722

  

$

50,326

    

$

164,671

  

  

$

62,567

  

$

60,398

  

$

61,834

  

$

59,408

  

$

244,207

Related party revenue:

Management fees and interest income from loans

410

417

419

1,246

403

405

400

402

1,610

Other

6

6

57

69

13

5

13

31

Total revenue

59,039

56,145

50,802

165,986

62,983

60,808

62,247

59,810

245,848

Expenses:

Real estate operating expenses

15,939

15,352

14,373

45,664

17,298

15,470

16,730

17,442

66,940

Real estate taxes and insurance

12,366

11,895

10,200

34,461

11,762

12,307

12,279

12,042

48,390

Depreciation and amortization

24,381

19,136

18,862

62,379

22,338

22,245

22,076

21,899

88,558

General and administrative

4,146

3,962

3,749

11,857

3,525

3,817

3,817

3,838

14,997

Interest

8,600

10,054

7,928

26,582

9,063

8,980

8,953

9,030

36,026

Total expenses

65,432

60,399

55,112

180,943

63,986

62,819

63,855

64,251

254,911

Loss on extinguishment of debt

(167)

(236)

(403)

Gain on sale of properties, net

20,626

8,632

29,258

41,928

41,928

Income (loss) before taxes on income and equity in income of non-consolidated REITs

(6,393)

16,205

4,086

13,898

(1,003)

(2,011)

(1,608)

37,487

32,865

Tax expense on income

67

56

51

174

68

64

71

47

250

Equity in income of non-consolidated REITs

421

421

Net income (loss)

$

(6,460)

$

16,149

$

4,456

$

14,145

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Weighted average number of shares outstanding, basic and diluted

107,328

107,359

106,905

107,196

107,269

107,287

107,328

107,328

107,303

Net income (loss) per share, basic and diluted

$

(0.06)

$

0.15

$

0.04

$

0.13

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

September 30, 2021| Page 5


$ in thousands, except per share amounts)

Graphic

Condensed Consolidated Balance Sheets

(in thousands)

March 31,

June 30,

September 30,

March 31,

June 30,

September 30,

December 31,

    

2021

2021

    

2021

  

  

2020

2020

    

2020

    

2020

 

Assets:

Real estate assets:

Land

$

189,155

$

170,377

$

161,767

$

191,578

$

191,578

$

191,578

$

189,155

Buildings and improvements

1,954,838

1,731,690

1,630,729

1,941,952

1,964,308

1,983,979

1,938,629

Fixtures and equipment

13,308

11,643

11,727

11,917

12,250

12,714

12,949

2,157,301

1,913,710

1,804,223

2,145,447

2,168,136

2,188,271

2,140,733

Less accumulated depreciation

555,688

500,163

459,531

506,251

522,238

538,622

538,717

Real estate assets, net

1,601,613

1,413,547

1,344,692

1,639,196

1,645,898

1,649,649

1,602,016

Acquired real estate leases, net

25,836

21,932

19,864

37,270

34,022

31,011

28,206

Cash, cash equivalents and restricted cash

4,113

24,180

9,731

17,283

2,890

4,840

4,150

Tenant rent receivables, net

4,337

3,116

2,681

3,609

4,192

4,007

7,656

Straight-line rent receivable, net

69,743

61,475

58,132

68,317

69,062

71,033

67,789

Prepaid expenses and other assets

5,873

5,405

5,547

7,486

6,506

6,538

5,752

Related party mortgage loan receivable

21,000

21,000

21,000

21,000

21,000

21,000

21,000

Office computers and furniture, net of accumulated depreciation

147

167

153

215

196

178

163

Deferred leasing commissions, net

56,771

49,793

44,729

53,251

51,669

51,765

56,452

Total assets

$

1,789,433

$

1,600,615

$

1,506,529

$

1,847,627

$

1,835,435

$

1,840,021

$

1,793,184

Liabilities and Stockholders’ Equity:

Liabilities:

Bank note payable

$

27,500

$

$

$

30,000

$

30,000

$

30,000

$

3,500

Term loan payable, net of unamortized financing costs

717,668

563,151

473,648

766,124

766,493

766,863

717,323

Series A & Series B Senior Notes

199,219

199,260

199,301

199,055

199,096

199,137

199,178

Accounts payable and accrued expenses

63,456

50,799

59,309

57,076

55,712

69,905

72,058

Accrued compensation

1,390

2,309

3,482

1,335

2,278

3,634

3,918

Tenant security deposits

8,041

6,807

6,169

9,615

9,155

9,435

8,677

Lease liability

1,444

1,350

1,256

1,803

1,716

1,627

1,536

Other liabilities: derivative liabilities

13,698

9,425

7,583

23,035

22,958

20,157

17,311

Acquired unfavorable real estate leases, net

1,433

829

708

2,266

2,024

1,798

1,592

Total liabilities

1,033,849

833,930

751,456

1,090,309

1,089,432

1,102,556

1,025,093

Commitments and contingencies

Stockholders’ Equity:

Preferred stock

Common stock

11

11

11

11

11

11

11

Additional paid-in capital

1,357,131

1,357,469

1,349,225

1,356,794

1,357,131

1,357,131

1,357,131

Accumulated other comprehensive loss

(13,698)

(9,425)

(7,583)

(23,035)

(22,958)

(20,157)

(17,311)

Accumulated distributions in excess of accumulated earnings

(587,860)

(581,370)

(586,580)

(576,452)

(588,181)

(599,520)

(571,740)

Total stockholders’ equity

755,584

766,685

755,073

757,318

746,003

737,465

768,091

Total liabilities and stockholders’ equity

$

1,789,433

$

1,600,615

$

1,506,529

$

1,847,627

$

1,835,435

$

1,840,021

$

1,793,184

September 30, 2021| Page 6


Graphic

Condensed Consolidated Statements of Cash Flows

(in thousands)

Nine Months Ended September 30,

2021

2020

Cash flows from operating activities:

Net income (loss)

$

14,145

$

(4,825)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization expense

64,390

68,859

Amortization of above and below market leases

(38)

(234)

Shares issued as compensation

338

337

Loss on extinguishment of debt

403

Gain on sale of properties, net

(29,258)

Equity in income from non-consolidated REITs

(421)

Distributions from non-consolidated REITs

421

Decrease in allowance for doubtful accounts
and write-off of accounts receivable

(13)

Changes in operating assets and liabilities:

Tenant rent receivables

4,975

(143)

Straight-line rents

(3,103)

(2,636)

Lease acquisition costs

(1,666)

(1,516)

Prepaid expenses and other assets

(1,035)

(504)

Accounts payable and accrued expenses

(8,389)

2,527

Accrued compensation

(436)

234

Tenant security deposits

(2,508)

89

Payment of deferred leasing commissions

(10,857)

(6,168)

Net cash provided by operating activities

26,961

56,007

Cash flows from investing activities:

Property improvements, fixtures and equipment

(55,008)

(61,989)

Proceeds received on sale of properties

319,357

Net cash provided by (used in) investing activities

264,349

(61,989)

Cash flows from financing activities:

Distributions to stockholders

(28,985)

(28,968)

Stock repurchases

(8,244)

Borrowings under bank note payable

76,500

85,000

Repayments of bank note payable

(80,000)

(55,000)

Repayment of term loan payable

(245,000)

Net cash provided by (used in) financing activities

(285,729)

1,032

Net increase (decrease) in cash, cash equivalents and restricted cash

5,581

(4,950)

Cash, cash equivalents and restricted cash, beginning of period

4,150

9,790

Cash, cash equivalents and restricted cash, end of period

$

9,731

$

4,840

September 30, 2021| Page 7


Graphic

Property Net Operating Income (NOI)* with

Same Store Comparison (in thousands)

Rentable

Nine Months

Nine Months

 

Square Feet

Three Months Ended

Ended

Three Months Ended

Ended

Inc

%

 

(in thousands)

    

or RSF

   

31-Mar-21

   

30-Jun-21

   

30-Sep-21

   

30-Sep-21

   

31-Mar-20

   

30-Jun-20

   

30-Sep-20

31-Dec-20

   

30-Sep-20

   

(Dec)

   

Change

 

Region

East

 

437

 

$

592

 

$

685

 

$

642

 

$

1,919

 

$

896

 

$

1,218

 

$

591

$

662

 

$

2,705

 

$

(786)

 

(29.1)

%

MidWest

 

1,000

 

3,139

 

3,184

 

3,470

 

9,793

 

3,412

 

3,062

 

3,000

 

3,141

 

9,474

 

319

 

3.4

%

South

 

3,202

 

9,555

 

9,207

 

8,482

 

27,244

 

10,312

 

9,975

 

10,387

 

7,143

 

30,674

 

(3,430)

 

(11.2)

%

West

 

2,625

 

10,369

 

9,901

 

10,144

 

30,414

 

11,463

 

11,211

 

10,975

 

11,006

 

33,649

 

(3,235)

 

(9.6)

%

Property NOI* from Operating Properties

 

7,264

 

23,655

 

22,977

 

22,738

 

69,370

 

26,083

 

25,466

 

24,953

 

21,952

 

76,502

 

(7,132)

 

(9.3)

%

Dispositions and Redevelopment Properties (a)

519

 

6,106

 

5,023

2,625

 

13,754

 

6,791

 

6,730

7,244

7,428

 

20,765

 

(7,011)

 

(5.2)

%

Property NOI*

7,783

 

$

29,761

 

$

28,000

 

$

25,363

 

$

83,124

 

$

32,874

 

$

32,196

 

$

32,197

$

29,380

 

$

97,267

 

$

(14,143)

 

(14.5)

%

 

Same Store

 

$

23,655

 

$

22,977

 

$

22,738

 

$

69,370

 

$

26,083

 

$

25,466

 

$

24,953

$

21,952

 

$

76,502

 

$

(7,132)

 

(9.3)

%

Less Nonrecurring

Items in NOI* (b)

 

32

 

34

281

 

347

 

26

 

810

351

345

 

1,187

 

(840)

 

0.9

%

Comparative

Same Store

 

$

23,623

 

$

22,943

 

$

22,457

 

$

69,023

 

$

26,057

 

$

24,656

 

$

24,602

$

21,607

 

$

75,315

 

$

(6,292)

 

(8.4)

%


(a)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized. We also include properties that have been placed in service, but that do not have operating activity for all periods presented.
(b)Nonrecurring items in NOI include proceeds from bankruptcies, lease termination fees or other significant nonrecurring income or expenses, which may affect comparability.

*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 29.

September 30, 2021| Page 8


Graphic

FFO* & AFFO* Reconciliation

(in thousands, except per share amounts)

Nine Months

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

30-Sep-21

 

 

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

Net income (loss)

$

(6,460)

$

16,149

$

4,456

$

14,145

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Gain on sale of properties, net

(20,626)

(8,632)

(29,258)

(41,928)

(41,928)

Equity in income from non-consolidated REITs

(421)

(421)

FFO from non-consolidated REITs

421

421

Depreciation & amortization

24,349

19,130

18,861

62,340

22,265

22,170

21,989

21,820

88,244

NAREIT FFO*

17,889

14,653

14,685

47,227

21,194

20,095

20,310

17,332

78,931

Lease Acquisition costs

116

69

112

297

98

99

136

134

467

Funds From Operations (FFO)*

$

18,005

$

14,722

$

14,797

$

47,524

$

21,292

$

20,194

$

20,446

$

17,466

$

79,398

Adjusted Funds From Operations (AFFO)*

Funds From Operations (FFO)*

$

18,005

$

14,722

$

14,797

$

47,524

$

21,292

$

20,194

$

20,446

$

17,466

$

79,398

Reverse FFO from non-consolidated REITs

(421)

(421)

Distributions from non-consolidated REITs

421

421

Amortization of deferred financing costs

707

853

854

2,414

748

726

727

824

3,025

Shares issued as compensation

338

338

337

337

Straight-line rent

(1,904)

(1,041)

(245)

(3,190)

(966)

(377)

(1,293)

951

(1,685)

Tenant improvements

(4,491)

(4,277)

(3,952)

(12,720)

(10,716)

(13,531)

(8,022)

(837)

(33,106)

Leasing commissions

(2,597)

(1,922)

(2,371)

(6,890)

(2,730)

(603)

(2,033)

(7,432)

(12,798)

Non-investment capex

(5,336)

(3,793)

(4,528)

(13,657)

(4,527)

(6,581)

(6,373)

(6,105)

(23,586)

Adjusted Funds From Operations (AFFO)*

$

4,384

$

4,880

$

4,555

$

13,819

$

3,101

$

165

$

3,452

$

4,867

$

11,585

Per Share Data:

EPS

$

(0.06)

$

0.15

$

0.04

$

0.13

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

FFO*

0.17

0.14

0.14

0.44

0.20

0.19

0.19

0.16

0.74

AFFO*

0.04

0.05

0.04

0.13

0.03

0.00

0.03

0.05

0.11

Weighted Average Shares (basic and diluted)

107,328

107,359

106,905

107,196

107,269

107,287

107,328

107,328

107,303


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 29.

September 30, 2021| Page 9


Graphic

EBITDA* & Adjusted EBITDA* Reconciliation

(in thousands, except ratio amounts)

Nine Months

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

30-Sep-21

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

 

Net income (loss)

$

(6,460)

$

16,149

$

4,456

$

14,145

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Interest expense

8,600

10,054

7,928

26,582

9,063

8,980

8,953

9,030

36,026

Depreciation and amortization

24,349

19,130

18,861

62,340

22,265

22,170

21,989

21,820

88,244

Income taxes

67

56

51

174

68

64

71

47

250

EBITDA (1)*

$

26,556

$

45,389

31,296

$

103,241

$

30,325

$

29,139

$

29,334

$

68,337

$

157,135

Loss on extinguishment of debt

167

236

403

Gain on sale of properties, net

(20,626)

(8,632)

(29,258)

(41,928)

(41,928)

Adjusted EBITDA (1)*

$

26,556

$

24,930

$

22,900

$

74,386

$

30,325

$

29,139

$

29,334

$

26,409

$

115,207

Interest expense

$

8,600

$

10,054

$

7,928

$

26,582

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Scheduled principal payments

Interest and scheduled principal payments

$

8,600

$

10,054

$

7,928

$

26,582

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Interest coverage ratio (1)

3.09

2.48

2.89

2.80

3.35

3.24

3.28

2.92

3.20

Debt service coverage ratio (1)

3.09

2.48

2.89

2.80

3.35

3.24

3.28

2.92

3.20

Debt excluding unamortized financing costs

$

947,500

$

765,000

$

675,000

$

1,000,000

$

1,000,000

$

1,000,000

$

923,500

Cash, cash equivalents and restricted cash

4,113

24,180

9,731

17,283

2,890

4,840

4,150

Net Debt (Debt less Cash, cash equivalents and restricted cash)

$

943,387

$

740,820

$

665,269

$

982,717

$

997,110

$

995,160

$

919,350

Adjusted EBITDA (1)*

$

26,556

$

24,930

$

22,900

$

30,325

$

29,139

$

29,334

$

26,409

Annualized

$

106,224

$

99,720

$

91,600

$

121,300

$

116,556

$

117,336

$

105,636

Net Debt-to-Adjusted EBITDA ratio (1)*

8.9

7.4

7.3

8.1

8.6

8.5

8.7


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 29. Amounts in the EBITDA and Adjusted EBITDA reconciliation do not reflect our proportionate share of interest expense, depreciation, amortization, income taxes, gains or losses on sales and debt from our investments in non-consolidated REITs, which are accounted for under the equity method.

(1) Includes a $3,084 (or $12,336 annualized) charge during the three months ended December 31, 2020 from a lease write-off of a tenant in the travel industry that filed for bankruptcy on December 21, 2020, and includes accrued rent (all of which was included within rental revenue). Management believes excluding the impact of this write-off may be more useful in making period to period comparisons of our leverage, Interest coverage and Debt service coverage ratios, and if such write-off were excluded, our Interest coverage ratio and our Debt service coverage ratio for the three months ended December 31, 2020 would have each been 3.26, and our Net Debt-to-Adjusted EBIDTA* ratio would have been 7.8 at December 31, 2020.

September 30, 2021| Page 10


Graphic

Reconciliation of Net Income (Loss) to Property NOI*

(in thousands)

Nine Months

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

30-Sep-21

    

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

Net income (loss)

$

(6,460)

$

16,149

$

4,456

$

14,145

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Add (deduct):

Loss on extinguishment of debt

167

236

403

Gain on sale of properties, net

(20,626)

(8,632)

(29,258)

(41,928)

(41,928)

Management fee income

(465)

(403)

(380)

(1,248)

(478)

(446)

(484)

(464)

(1,872)

Depreciation and amortization

24,381

19,136

18,861

62,378

22,338

22,245

22,076

21,899

88,558

Amortization of above/below market leases

(32)

(6)

(38)

(73)

(75)

(86)

(79)

(313)

General and administrative

4,146

3,962

3,749

11,857

3,525

3,817

3,817

3,838

14,997

Interest expense

8,600

10,054

7,928

26,582

9,063

8,980

8,953

9,030

36,026

Interest income

(394)

(399)

(404)

(1,197)

(382)

(381)

(386)

(391)

(1,540)

Equity in income of non-consolidated REITs

(421)

(421)

Non-property specific items, net

(15)

(34)

(30)

(79)

(48)

131

(14)

35

104

Property NOI*

$

29,761

$

28,000

$

25,363

$

83,124

$

32,874

$

32,196

$

32,197

$

29,380

$

126,647


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 29.

September 30, 2021| Page 11


Graphic

Debt Summary

(in thousands)

Maximum

Amount

Interest

Interest

Maturity

Amount

Drawn at

Rate (a)

Rate at

Facility

    

Date

    

of Loan

    

30-Sep-21

    

Components

    

30-Sep-21

    

Fee

 

BAML Revolver

12-Jan-22

$

600,000

$

Libor

 + 

1.55%

1.63%

0.30%

BAML Term Loan

12-Jan-23

400,000

310,000

Libor

 + 

1.75%

1.83%

BMO Term Loan Tranche B

31-Jan-24

165,000

165,000

2.39%

 + 

1.65%

4.04%

Series A Senior Notes

20-Dec-24

116,000

116,000

4.49%

Series B Senior Notes

20-Dec-27

84,000

84,000

4.76%

$

1,365,000

$

675,000

3.19%

The table above is a summary of our debt.  Additional information on our debt can be found in our Annual Report on Form 10-K for the year ended December 31, 2020, as updated in our Quarterly Reports on Form 10-Q, on file with the U.S. Securities and Exchange Commission.  
We have the right to extend the maturity date of the BAML Revolver by two additional six-month periods, or until January 12, 2023, upon payment of a fee and satisfaction of certain customary conditions.
The BAML Revolver is subject to a 30 basis point facility fee based on our credit rating and, when applied to our availability of $600 million at September 30, 2021, would be $1.8 million annually as of September 30, 2021.      
We incurred financing costs, some of which are deferred and amortized into interest expense during the terms of the loans we execute.  We estimate the future annualized amount of the amortization included in interest expense will be approximately $2.1 million.    
On June 4, 2021, we repaid the JPM Term Loan, which had $100 million outstanding, the BMO Term Loan Tranche A, which had $55 million outstanding, and the drawn balance of our BAML Revolver, which had $47.5 million outstanding.
On September 30, 2021, we repaid $90 million of the BAML Term Loan, which had $400 million outstanding.  

(a)Interest rate excludes amortization of deferred financing costs and facility fees, which is discussed in the notes above.

September 30, 2021| Page 12


Graphic

Capital Analysis

(in thousands, except per share amounts)

31-Mar-21

30-Jun-21

30-Sep-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

Market Data:

    

    

    

  

  

    

    

    

  

Shares Outstanding

107,328

107,395

105,633

107,269

107,328

107,328

107,328

Closing market price per share

$

5.45

$

5.26

$

4.64

$

5.73

$

5.09

$

3.66

$

4.37

Market capitalization

$

584,939

$

564,896

$

490,136

$

614,653

$

546,301

$

392,821

$

469,024

Total debt outstanding excluding unamortized financing costs

947,500

765,000

675,000

1,000,000

1,000,000

1,000,000

923,500

Total Market Capitalization

$

1,532,439

$

1,329,896

$

1,165,136

$

1,614,653

$

1,546,301

$

1,392,821

$

1,392,524

Dividend Data:

Total dividends declared for the quarter

$

9,660

$

9,659

$

9,666

$

9,654

$

9,654

$

9,660

$

9,660

Common dividend declared per share

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

Declared dividend as a % of Net income (loss) per share

(150)%

60%

216%

(901)%

(465)%

(575)%

26%

Declared dividend as a % of AFFO* per share

220%

198%

211%

311%

5852%

280%

198%

Liquidity:

Cash, cash equivalents and restricted cash

$

4,113

$

24,180

$

9,731

$

17,283

$

2,890

$

4,840

$

4,150

Revolver:

Gross potential available under the BAML Revolver

600,000

600,000

600,000

600,000

600,000

600,000

600,000

Less:

Outstanding balance

(27,500)

(30,000)

(30,000)

(30,000)

(3,500)

Total Liquidity

$

576,613

$

624,180

$

609,731

$

587,283

$

572,890

$

574,840

$

600,650


*

See page 9 for a reconciliation of Net Income (Loss) to AFFO and the Appendix for Non-GAAP Financial Measures Definitions beginning on page 29.

September 30, 2021| Page 13


Graphic

Owned Portfolio Overview

As of the Quarter Ended

    

30-Sep-21

30-Jun-21

31-Mar-21

31-Dec-20

30-Sep-20

 

Operating Properties:

Number of properties

26

29

33

32

32

Square feet

7,671,275

8,228,148

9,548,810

9,331,489

9,526,822

Leased percentage

80.0%

79.5%

81.9%

85.0%

85.6%

Redevelopment Properties (a):

Number of properties

1

1

1

2

3

Square feet

111,469

111,469

111,469

324,651

388,849

Leased percentage

0.0%

0.0%

0.0%

48.0%

53.0%

Total Owned Properties:

Number of properties

27

30

34

34

35

Square feet

7,782,744

8,339,617

9,660,279

9,656,140

9,915,671

Leased percentage

78.8%

78.5%

81.0%

83.8%

84.3%

Managed Properties - Single Asset REITs (SARs):

Number of properties

2

2

2

2

2

Square feet

348,545

348,545

348,545

348,545

348,545

Total Operating, Redevelopment and Managed Properties:

Number of properties

29

32

36

36

37

Square feet

8,131,289

8,688,162

10,008,824

10,004,685

10,264,216

(a)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

September 30, 2021| Page 14


Graphic

Owned Portfolio Overview

Percent

Wtd Occupied

GAAP

Percent

Wtd Occupied

GAAP

MSA / Property Name

    

City

    

State

    

Square Feet

    

Leased

    

Percentage (a)

    

Rent (b)

    

    

MSA / Property Name

    

City

    

State

    

Square Feet

    

Leased

    

Percentage (a)

    

Rent (b)

 

Owned Properties:

East Region

Midwest Region

Washington, D.C.

Chicago

Meadow Point

Chantilly

VA

138,537

100.0%

70.3%

$

26.15

Northwest Point

Elk Grove Village

IL

177,095

100.0%

100.0%

$

30.27

Stonecroft (c)

Chantilly

VA

111,469

0.0%

0.0%

$

909 Davis Street

Evanston

IL

195,098

93.3%

93.3%

$

41.83

Richmond, VA

Minneapolis

Innsbrook

Glen Allen

VA

298,183

57.2%

57.2%

$

18.66

121 South 8th Street

Minneapolis

MN

298,121

90.7%

85.9%

$

23.33

801 Marquette Ave

Minneapolis

MN

129,821

91.8%

55.2%

$

15.72

Charlotte, NC

Plaza Seven

Minneapolis

MN

330,096

85.5%

85.6%

$

33.27

Forest Park

Charlotte

NC

64,198

78.4%

49.1%

$

25.29

East Region Total

612,387

58.7%

48.9%

$

21.79

Midwest Region Total

1,130,231

91.2%

85.8%

$

30.41


(a)Weighted Occupied Percentage for the nine months ended September 30, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.
(c)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

September 30, 2021| Page 15


Graphic

Owned Portfolio Overview

Percent

Wtd Occupied

GAAP

Percent

Wtd Occupied

GAAP

MSA / Property Name

    

City

    

State

    

Square Feet

    

Leased

    

Percentage (a)

    

Rent (b)

    

    

MSA / Property Name

    

City

    

State

    

Square Feet

    

Leased

    

Percentage (a)

    

Rent (b)

 

South Region

West Region

Dallas-Fort Worth

Denver

Legacy Tennyson Center

Plano

TX

207,049

41.1%

47.6%

$

23.75

380 Interlocken

Broomfield

CO

240,359

60.5%

64.7%

$

33.00

One Legacy Circle

Plano

TX

214,110

57.9%

56.4%

$

38.46

1999 Broadway

Denver

CO

680,255

67.3%

67.9%

$

33.69

Addison Circle

Addison

TX

289,325

85.6%

83.7%

$

32.30

Greenwood Plaza

Englewood

CO

196,236

100.0%

100.0%

$

25.13

Collins Crossing

Richardson

TX

300,887

84.4%

83.5%

$

27.40

390 Interlocken

Broomfield

CO

241,512

99.4%

99.4%

$

32.99

Liberty Plaza

Addison

TX

217,191

73.9%

73.9%

$

21.84

1001 17th Street

Denver

CO

655,420

95.2%

95.4%

$

37.02

600 17th Street

Denver

CO

610,730

85.8%

85.0%

$

32.90

Houston

West Region Total

2,624,512

83.3%

83.7%

$

33.56

Park Ten

Houston

TX

157,609

72.0%

71.8%

$

30.25

Eldridge Green

Houston

TX

248,399

100.0%

100.0%

$

27.89

Total Owned Properties

7,782,744

78.8%

76.3%

$

30.97

Park Ten Phase II

Houston

TX

156,746

95.0%

95.0%

$

29.20

Westchase I & II

Houston

TX

629,025

57.6%

52.5%

$

28.05

Miami-Ft. Lauderdale-West Palm Beach

Blue Lagoon Drive

Miami

FL

213,182

73.6%

65.0%

$

26.21

Atlanta

Pershing Plaza

Atlanta

GA

160,145

76.6%

60.5%

$

33.58

999 Peachtree (d)

Atlanta

GA

621,946

85.8%

84.3%

$

34.60

South Region Total

3,415,614

74.9%

72.4%

$

29.99


(a)Weighted Occupied Percentage for the nine months ended September 30, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.
(c)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.
(d)On October 22, 2021 this property was sold.

September 30, 2021| Page 16


Graphic

Managed Portfolio Overview

MSA / Property Name

    

City

    

State

    

Square Feet

  

  

  

MSA / Property Name

    

City

    

State

    

Square Feet

 

Southeast Region

Midwest Region

Atlanta

Indianapolis

Satellite Place

Duluth

GA

134,785

Monument Circle

Indianapolis

IN

213,760

Southeast Region Total

134,785

Midwest Region Total

213,760

Total Managed

348,545

Total Owned & Managed

8,131,289

September 30, 2021| Page 17


Graphic

Tenants by Industry

(By Square Feet)

Graphic

September 30, 2021| Page 18


Graphic

20 Largest Tenants with Annualized Rent and Remaining Term

Remaining

Aggregate

% of Aggregate

Tenant

Number of

Lease Term

Leased

% of Total

Annualized

Leased

    

Name

    

Leases

    

in Months

    

Square Feet

    

Square Feet

    

Rent (a)

    

Annualized Rent

 

1

CITGO Petroleum Corporation

1

138

248,399

3.2%

$

2,923,656

1.6%

2

Ovintiv USA Inc. (b)

1

5

234,495

3.0%

10,059,274

5.4%

3

Eversheds Sutherland (US) LLP (i)

1

55

179,868

2.3%

6,254,542

3.4%

4

EOG Resources, Inc.

1

63

169,167

2.2%

6,196,587

3.3%

5

US Government (c)

2

52, 112

168,573

2.2%

5,992,002

3.2%

6

The Vail Corporation

1

102

164,636

2.1%

5,681,289

3.1%

7

Lennar Homes, LLC

1

186

155,808

2.0%

4,128,912

2.2%

8

Citicorp Credit Services, Inc

1

71

146,260

1.9%

4,766,613

2.6%

9

Kaiser Foundation Health Plan

1

32

120,979

1.5%

3,727,645

2.0%

10

Argo Data Resource Corporation (d)

1

23, 107

114,200

1.5%

3,371,184

1.8%

11

VMWare, Inc.

1

56

100,853

1.3%

3,456,232

1.9%

12

Deluxe Corporation (e)

1

190

98,922

1.3%

0.0%

13

Swift, Currie, McGhee & Hiers, LLP (f)

1

132

98,831

1.3%

0.0%

14

Ping Identity Corp.

1

57

89,856

1.1%

3,529,544

1.9%

15

Common Grounds, LLC (g) (i)

2

117, 132

76,984

1.0%

3,096,415

1.7%

16

Booz Allen Hamilton, Inc. (h)

1

70

75,338

1.0%

1,029,805

0.6%

17

ADS Alliance Data Systems, Inc.

1

57

67,274

0.9%

2,853,090

1.5%

18

PricewaterhouseCoopers LLP

1

88

66,304

0.8%

2,391,616

1.3%

19

DirecTV, Inc.

1

8

66,226

0.8%

2,040,423

1.1%

20

Hall and Evans LLC

1

95

65,878

0.8%

2,473,006

1.3%

Total

2,508,851

32.2%

$

73,971,835

39.9%


Footnotes on next page

September 30, 2021| Page 19


Graphic

20 Largest Tenants with Annualized Rent and Remaining Term

Footnotes:

(a) Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at September 30, 2021 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.

(b) Includes 67,865 square feet that was re-leased by a new tenant on March 1, 2022 and expiring in 2031.

(c) Includes 43,573 square feet expiring in 2026. The remaining 125,000 square feet expire in 2031.

(d) Includes 28,550 square feet expiring in 2023. The remaining 85,650 square feet expire in 2030.

(e) Lease commenced on July 1, 2021 and rent commences on July 31, 2022.

(f) Lease commences on October 1, 2022 and rent commences on October 1, 2023.

(g) Includes 27,478 square feet expiring in 2031. The remaining 49,506 square feet expire in 2032.

(h) Includes 41,120 square feet commencing in 2022.

(i) On October 22, 2021, we sold our property known as 999 Peachtree. Eversheds Sutherland (US) LLP is a tenant at 999 Peachtree. In addition, Common Grounds, LLC is also a tenant at 999 Peachtree, leasing approximately 49,506 square feet with 132 months remaining and annualized revenue of $2,059,945.

September 30, 2021| Page 20


Graphic

Leasing Activity

(Owned Portfolio)

Year

Year

    

Nine Months Ended

Ended

    

Ended

    

 

Leasing Activity (a)

30-Sep-21

30-Sep-20

31-Dec-20

31-Dec-19

(in Square Feet - SF)

New leasing

270,000

347,000

368,000

534,000

Renewals and expansions

622,000

259,000

762,000

883,000

892,000

606,000

1,130,000

1,417,000

Other information per SF

(Activity on a year-to-date basis)

GAAP Rents on leasing

$

30.10

$

29.61

$

28.47

$

31.78

Weighted average lease term

7.8 Years

7.8 Years

8.3 Years

8.3 Years

Increase over average GAAP rents in prior year (b)

2.0%

11.8%

7.7%

10.9%

Average free rent

8 Months

6 Months

5 Months

3 Months

Tenant Improvements

$

25.08

$

33.80

$

34.07

$

34.44

Leasing Costs

$

11.61

$

10.71

$

11.36

$

13.51

(a)  Leasing activity includes leasing at redevelopment properties. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

(b)  The increase or decrease percentage is calculated by comparing average GAAP rents at properties that had leasing activity in the current year to average GAAP rents at the same properties in the prior year.

September 30, 2021| Page 21


Graphic

Lease Expirations by Square Feet (a)

(Owned Portfolio)

Graphic

(a)Lease expirations include leases in redevelopment properties. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

September 30, 2021| Page 22


Graphic

Lease Expirations with Annualized Rent per Square Foot

(Owned Portfolio)

Rentable

Annualized

Percentage

Number of

Square

Rent

of Total

Year of

Leases

Footage

Annualized

Per Square

Annualized

Lease

Expiring

Subject to

Rent Under

Foot Under

Rent Under

Expiration

Within the

Expiring

Expiring

Expiring

Expiring

Cumulative

December 31,

    

Year (a)

    

Leases

    

Leases (b)

    

Leases

    

Leases

Total

 

2021

14

(c)

72,249

$

2,450,459

$

33.92

1.3%

1.3%

2022

54

612,298

21,572,479

35.23

11.7%

13.0%

2023

51

351,574

12,100,057

34.42

6.5%

19.5%

2024

49

781,382

24,656,436

31.55

13.3%

32.8%

2025

51

509,607

15,937,407

31.27

8.6%

41.4%

2026

37

792,408

27,128,398

34.24

14.6%

56.0%

2027

24

761,322

22,919,613

30.11

12.4%

68.4%

2028

16

330,030

9,165,063

27.77

4.9%

73.3%

2029

12

337,189

11,437,542

33.92

6.2%

79.5%

2030

8

422,110

13,861,971

32.84

7.5%

87.0%

2031 and thereafter

59

1,164,830

(d)

24,000,857

20.60

13.0%

100.0%

Leased total

375

6,134,999

$

185,230,282

$

30.19

100.0%

Vacancies as of 9/30/21

1,536,276

Redevelopment properties (e)

111,469

Total Portfolio Square Footage

7,782,744


(a)The number of leases approximates the number of tenants. Tenants with lease maturities in different years are included in annual totals for each lease. Tenants may have multiple leases in the same year. Includes annualized rent from redevelopment properties. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.
(b)Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at September 30, 2021 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.
(c)Includes 4 leases that are month-to-month.
(d)Includes 101,233 square feet that are non-revenue producing building amenities.
(e)Redevelopment properties include properties being developed, redeveloped, or where redevelopment is complete, but are in lease-up and that are not stabilized.

September 30, 2021| Page 23


Graphic

Redevelopment Activity

(in 000's except square feet)

Estimated

Estimated

Incurred

Percent

Estimated

Leased

Occupied

Rentable

Anticipated

Through

Leased

Completion

Stabilization

Stabilization

Property Name

    

City

    

State

    

Square Feet

    

Investment (1)

    

30-Sep-21

    

30-Sep-21

    

Date

    

Date

    

Date

Redevelopment in Process

Stonecroft

Chantilly

VA

111,469

$

5,055

$

3,597

0.0%

December-21

January-22

December-22

Total Office in Process

111,469

$

5,055

$

3,597

Anticipated Investment includes capitalized redevelopment costs and capitalized interest, but excludes lease-up costs.

(1)On October 5, 2021, we entered into a Purchase and Sale Agreement with a third-party buyer for the disposition of Stonecroft and our other office property located in Chantilly, Virginia for a purchase price of approximately $40 million. Assuming satisfaction of certain customary conditions to close, including successful completion by the buyer of a due diligence inspection period, the closing of the sale of the properties is expected to take place on or about November 16, 2021. However, if the sale of Stonecroft does not occur, we expect to incur additional lease-up and stabilization costs prior to the property becoming an operating property.

September 30, 2021| Page 24


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Capital Expenditures

(in thousands)

Nine Months

For the Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

30-Sep-21

Tenant improvements

$

4,491

$

4,277

$

3,952

$

12,720

Deferred leasing costs

2,597

1,922

2,371

6,890

Non-investment capex

5,336

3,793

4,528

13,657

Total Capital Expenditures

$

12,424

$

9,992

$

10,851

$

33,267

For the Three Months Ended

Year Ended

    

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

Tenant improvements

$

10,716

$

13,531

$

8,022

$

837

$

33,106

Deferred leasing costs

2,730

603

2,033

7,432

12,798

Non-investment capex

4,527

6,581

6,373

6,105

23,586

Total Capital Expenditures

$

17,973

$

20,715

$

16,428

$

14,374

$

69,490


First generation leasing and investment capital was $29.1 million for nine months ended September 30, 2021 and $19.7 million for the year ended December 31, 2020.

September 30, 2021| Page 25


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Transaction Activity

(in thousands except for Square Feet)

Recent Acquisitions:

    

City

    

State

    

Square Feet

    

Date Acquired

    

Purchase Price

 

2016

Plaza Seven

Minneapolis

MN

325,796

6/6/16

$

82,000

Pershing Plaza

Atlanta

GA

160,145

8/10/16

45,450

600 17th Street

Denver

CO

613,527

12/1/16

154,260

Recent Dispositions:

Gross Sale

Gain (loss)

    

City

    

State

    

Square Feet

    

Date Sold

    

Proceeds

    

on Sale

 

2021

One Ravinia

Atlanta

GA

386,602

5/27/21

$

74,879

$

29,075

Two Ravinia

Atlanta

GA

411,047

5/27/21

71,771

29

One Overton Park

Atlanta

GA

387,267

5/27/21

72,850

(6,336)

Loudoun Tech Center

Dulles

VA

136,658

6/29/21

17,250

(2,148)

River Crossing

Indianapolis

IN

205,729

8/31/21

35,050

(1,657)

Timberlake

Chesterfield

MO

234,496

9/23/21

44,667

6,184

Timberlake East

Chesterfield

MO

117,036

9/23/21

22,333

4,111

999 Peachtree

Atlanta

GA

621,946

10/22/21

223,900

86,755

2020

Emperor Boulevard

Durham

NC

259,531

12/23/20

$

89,700

$

41,928

2017

Hillview

Milpitas

CA

36,288

1/6/17

$

6,342

$

2,289

East Baltimore

Baltimore

MD

325,445

10/20/17

32,547

(20,770)

2016

Lakeside I

Maryland Heights

MO

127,778

4/5/16

$

20,189

$

4,154

Federal Way

Federal Way

WA

117,010

12/16/16

7,500

(7,092)

September 30, 2021| Page 26


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Loan Portfolio of Secured Real Estate

(in thousands)

(dollars in thousands, except footnotes)

Maximum

Amount

Interest

Maturity

Amount

Outstanding

Rate at

Sponsored REIT

    

Location

    

Date

    

of Loan

    

30-Sep-21

    

30-Sep-21

 

Mortgage loan secured by property

FSP Monument Circle LLC (1)

Indianapolis, IN

6-Dec-22

$

21,000

$

21,000

7.51%

$

21,000

$

21,000


(1)Includes an origination fee of $164,000 and an exit fee of $38,000 when repaid by the borrower.

September 30, 2021| Page 27


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Net Asset Value Components

(in thousands except per share data)

As of

Assets:

Other information:

    

30-Sep-21

 

    

Loans outstanding on secured RE

    

$

21,000

 

    

Leased SF to be FFO producing

    

Total Market Capitalization Values

Investments in SARs (book basis)

during 2021 and 2022 (in 000's)

195

Shares outstanding

105,632.7

Straight-line rent receivable

58,132

Closing price

$

4.64

Asset held for sale

Straight-line rental revenue current quarter

$

245

Market capitalization

$

490,136

Cash, cash equivalents and restricted cash

9,731

Debt

675,000

Tenant rent receivables

2,681

Management fee income current quarter

$

15

Total Market Capitalization

$

1,165,136

Prepaid expenses

3,986

Interest income from secured loans

404

Office computers and furniture

153

Management fees and interest income from loans

$

419

Other assets:

3 Months

Deferred financing costs, net

2,433

Ended

Other assets: Derivative Market Value

NOI Components

30-Sep-21

Other assets - Right-to-Use Asset

1,179

$

99,295

Same Store NOI (1)

$

22,738

Acquisitions (1) (2)

Liabilities:

Footnotes to the components

Property NOI (1)

22,738

Debt (excluding contra for unamortized financing costs)

$

675,000

Full quarter adjustment (3)

Accounts payable & accrued expenses

62,791

(1) See pages 11 & 30 for definitions and reconciliations.

Stabilized portfolio

$

22,738

Tenant security deposits

6,169

Other liabilities: lease liability

1,256

(2) Includes NOI from acquisitions not in Same Store.

Other liabilities: derivative liability

7,583

Financial Statement Reconciliation:

$

752,799

(3) Adjustment to reflect property NOI for a full quarter in the quarter acquired, if necessary.

Rental Revenue

$

50,326

Rental operating expenses

(14,373)

(4) HB3 Tax in Texas is classified as an income tax, though we treat it as a real estate tax in Property NOI.

Real estate taxes and insurance

(10,200)

NOI from dispositions & redevelopment properties

(2,625)

(5) Management & other fees are eliminated in consolidation but included in Property NOI.

Taxes (4)

(51)

Management & other fees (5)

(339)

Property NOI (1)

$

22,738

September 30, 2021| Page 28


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Appendix: Non-GAAP Financial Measure Definitions

Definition of Funds From Operations (“FFO”)

The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.  The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on mortgage loans, properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

FFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.

Other real estate companies and the National Association of Real Estate Investment Trusts, or NAREIT, may define this term in a different manner. We have included the NAREIT FFO definition as of May 17, 2016 in the table on page 9 and note that other REITs may not define FFO in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently than we do.

We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.

September 30, 2021| Page 29


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Appendix: Non-GAAP Financial Measure Definitions

Definition of Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA)
and Adjusted EBITDA

EBITDA is defined as net income or loss plus interest expense, income tax expense and depreciation and amortization expense. Adjusted EBITDA is defined as EBITDA excluding hedge ineffectiveness, gains or losses on extinguishment of debt, gains and losses on sales of properties or shares of equity investments or provisions for losses on assets held for sale or equity investments. EBITDA and Adjusted EBITDA are not intended to represent cash flow for the period, are not presented as an alternative to operating income as an indicator of operating performance, should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP and are not indicative of operating income or cash provided by operating activities as determined under GAAP. EBITDA and Adjusted EBITDA are presented solely as a supplemental disclosure with respect to liquidity because the Company believes it provides useful information regarding the Company's ability to service or incur debt. Because all companies do not calculate EBITDA or Adjusted EBITDA the same way, this presentation may not be comparable to similarly titled measures of other companies. The Company believes that net income or loss is the financial measure calculated and presented in accordance with GAAP that is most directly comparable to EBITDA and Adjusted EBITDA.

Definition of Property Net Operating Income (Property NOI)

The Company provides property performance based on Net Operating Income, which we refer to as NOI. Management believes that investors are interested in this information. NOI is a non-GAAP financial measure that the Company defines as net income or loss (the most directly comparable GAAP financial measure) plus general and administrative expenses, depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges, interest expense, less equity in earnings of nonconsolidated REITs, interest income, management fee income, hedge ineffectiveness, gains or losses on extinguishment of debt, gains or losses on the sale of assets and excludes non-property specific income and expenses. The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Same Store. The comparative Same Store results include properties held for the periods presented and exclude properties that are redevelopment properties.  We also exclude properties that have been placed in service, but that do not have operating activity for all periods presented, dispositions and significant nonrecurring income such as bankruptcy settlements and lease termination fees.  We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.  NOI, as defined by the Company, may not be comparable to NOI reported by other REITs that define NOI differently. NOI should not be considered an alternative to net income or loss as an indication of our performance or to cash flows as a measure of the Company's liquidity or its ability to make distributions.

September 30, 2021| Page 30


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Appendix: Non-GAAP Financial Measure Definitions

Definition of Adjusted Funds From Operations (AFFO)

The Company also evaluates performance based on Adjusted Funds From Operations, which we refer to as AFFO.  The Company defines AFFO as (1) FFO, (2) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (3) excluding the effect of straight-line rent, (4) plus the amortization of deferred financing costs, (5) plus the value of shares issued for compensation and (6) less recurring capital expenditures that are generally for maintenance of properties, which we call non-investment capex or are second generation capital expenditures.  Second generation costs include re-tenanting space after a tenant vacates, which include tenant improvements and leasing commissions.  

We exclude development/redevelopment activities, capital expenditures planned at acquisition and costs to reposition a property. We also exclude first generation leasing costs, which are generally to fill vacant space in properties we acquire or were planned for at acquisition.  

AFFO should not be considered as an alternative to net income or loss (determined in accordance with GAAP), nor as an indicator of the Company’s financial performance, nor as an alternative to cash flows from operating activities (determined in accordance with GAAP), nor as a measure of the Company’s liquidity, nor is it necessarily indicative of sufficient cash flow to fund all of the Company’s needs.  Other real estate companies may define this term in a different manner.  We believe that in order to facilitate a clear understanding of the results of the Company, AFFO should be examined in connection with net income or loss and cash flows from operating, investing and financing activities in the consolidated financial statements.  

September 30, 2021| Page 31


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Investor Relations Contact

Georgia Touma ~ 877.686.9496

[email protected]

Franklin Street Properties Corp.

Supplemental Operating & Financial Data

401 Edgewater Place ~Wakefield, MA 01880

781.557.1300 ~ www.fspreit.com

September 30, 2021| Page 32