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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): February 15, 2022

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 February 15, 2022, Franklin Street Properties Corp. (the “Registrant”) announced its financial results for the year ended December 31, 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 February 15, 2022.

99.2

Supplemental Operating and Financial Data for the Fourth 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: February 15, 2022

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

Fourth Quarter and Full Year 2021 ResultsGraphic

Strong Execution on 2021 Strategy to Reduce Debt and Lease Space

$0.75 and $0.87 GAAP Net Income Per Share for the three months and year ended December 31, 2021

$0.10 and $0.55 Funds From Operations (FFO) Per Share for the three months and year ended

December 31, 2021

Graphic

Wakefield, MA—February 15, 2022—Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American:  FSP), a real estate investment trust (REIT), announced its results for the fourth quarter and year ended December 31, 2021.    

Significant Debt Reduction and New Revolving Line of Credit Improve Balance Sheet Flexibility for Future Growth Opportunities

Between September 30, 2020 and December 31, 2021, we reduced total indebtedness by approximately 53%, from approximately $1.0 billion to approximately $475 million.

During 2021, we repaid approximately $508 million of indebtedness.

During the three months ended December 31, 2021, we repaid approximately $215 million of indebtedness.

On January 10, 2022, we entered into a new revolving line of credit for borrowings, at our election, of up to $217.5 million, which may be borrowed, repaid and reborrowed until the maturity date on January 12, 2024.  On February 10, 2022, the Company increased its new revolving line of credit availability by $20.0 million to $237.5 million as part of an accordion feature that is available to increase borrowing capacity up to an amount not exceeding $750 million in the aggregate.  Effective simultaneously with the closing of the new revolving line of credit on January 10, 2022, the Company terminated its former revolving line of credit that would have matured by its own terms on January 12, 2022.

Strong Execution on our 2021 Property Disposition Strategy

During 2021, we sold ten properties for aggregate gross disposition proceeds of approximately $603 million and an aggregate, weighted-average, in-place, capitalization rate (on both a GAAP and cash basis) of approximately 5.5%.

On October 22, 2021, we sold 999 Peachtree in Atlanta, Georgia for $223.9 million in gross proceeds and recorded a gain of approximately $86.8 million. On November 16, 2021, we sold two office properties in Chantilly, Virginia for $40 million in gross proceeds and recorded a loss of approximately $2.9 million.  

Aggregate pricing achieved on our dispositions in 2021 exceeded our expectations and we


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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.

2022 Property Disposition Strategy

 

We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying assets and intend to continue our current strategy of seeking to increase shareholder value through the sale of select properties where we believe that short to intermediate term valuation potential has been reached.

We are maintaining our previously announced disposition guidance for full-year 2022 to be in the range of approximately $250 million to $350 million in aggregate gross proceeds.

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.  

Leasing Progress and Continuing Portfolio Upside Leasing Potential  

Leased approximately 143,000 square feet during the three months ended December 31, 2021, including approximately 100,000 square feet with new tenants.

Subsequent to quarter end, on January 14, 2022, we signed a lease with a new tenant for approximately 53,000 square feet at our Blue Lagoon property in Miami, Florida.  With this lease, our Blue Lagoon property is now approximately 98.5% leased.

The weighted average GAAP base rent per square foot achieved on leasing activity during the year ended December 31, 2021 was $30.86, or 2.5% higher than average rents in the respective properties as applicable compared to the year ended December 31, 2020.  

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 third and fourth quarter of 2021, we repurchased approximately 3.4 million shares of our common stock for approximately $18.2 million pursuant to our previously announced stock repurchase plan.

The cost of shares repurchased during the third and fourth quarter of 2021 represents approximately 3.0% of the approximately $603 million in aggregate gross disposition proceeds received in 2021.

Up to approximately $31.8 million remains for potential future repurchases of our common stock pursuant to our previously announced stock repurchase plan.

Paid 2021 Special Dividend and Potential 2022 Special Dividend


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In light of the gains achieved on our dispositions in 2021, on December 3, 2021, we announced that our Board of Directors declared a special dividend of $0.32 per share, which was paid on January 12, 2022 to shareholders of record on December 31, 2021 in order to meet REIT requirements.

If we are able to dispose of properties in 2022 at anticipated pricing levels, we may be required to declare a special dividend in 2022 in addition to any regular quarterly dividends 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.  2021 highlights include the sale of 999 Peachtree on October 22, 2021 for $223.9 million and a recorded gain of approximately $86.8 million, the lease of approximately 100,000 square feet with a new tenant at Pershing Park, and a lease renewal for approximately 250,000 square feet at Eldridge Green.  As of December 31, 2021, we have sold ten properties in 2021 for aggregate gross proceeds of approximately $603 million and an aggregate, weighted-average, in-place capitalization rate (on both a GAAP and cash basis) of approximately 5.5%.  Between September 30, 2020 and December 31, 2021, we reduced our total indebtedness by approximately 53%, from approximately $1.0 billion to approximately $475 million.  

We remain encouraged by the strong level of demand that our real estate assets have received in the market from a diverse pool of potential buyers.  Aggregate pricing on the properties sold exceeded our expectations 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.  Accordingly, we are maintaining our previously announced disposition guidance for full-year 2022 to be in the range of approximately $250 million to $350 million in aggregate gross proceeds.

Importantly, we believe that our continuing portfolio of real estate is well located primarily in the U.S. 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 continue to believe that the pricing achieved on our dispositions in 2021, which 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 current strategy of seeking to increase shareholder value through the sale of select properties where we believe that short to intermediate term valuation potential has been reached.  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 $78.6 million, or $0.75 per share, and $92.7 million, or $0.87 per share for the three months ended and year ended December 31, 2021, respectively.
Funds From Operations (FFO) was $11.0 million, or $0.10 per basic and diluted share, and $58.5 million or $0.55 per share for the three months ended and year ended December 31, 2021, respectively.
Adjusted Funds From Operations (AFFO) was $0.03 and $0.16 per basic and diluted share for the three months ended and year ended December 31, 2021.
During the three months ended December 31, 2021, we repaid approximately $215 million of indebtedness.  As of December 31, 2021, our total debt outstanding was approximately $475 million.

 Leasing Highlights


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During the three months ended December 31, 2021, we leased approximately 143,000 square feet, including 100,000 square feet of new leases.  
During the year ended December 31, 2021, we leased approximately 1,035,000 square feet, of which approximately 665,000 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 24 owned properties totaling approximately 6.9 million square feet, was approximately 78.4% leased as of December 31, 2021, compared to approximately 85.0% leased as of December 31, 2020.  The decrease in the leased percentage is primarily a result of the impact of asset sales.  
Subsequent to quarter end, on January 14, 2022, we signed a lease with a new tenant for approximately 53,000 square feet at our Blue Lagoon property in Miami, Florida.  With this lease, our Blue Lagoon property is now approximately 98.5% leased.          
Lease expirations for 2022 are approximately 503,000 square feet, representing approximately 7.3% of our owned portfolio.    
The weighted average GAAP base rent per square foot achieved on leasing activity during the year ended December 31, 2021 was $30.86, or 2.5% 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 year ended December 31, 2021, was 7.7 years compared to 8.3 years for the year ended December 31, 2020.  Overall the portfolio weighted average rent per occupied square foot was $30.60 as of December 31, 2021 compared to $29.60 as of December 31, 2020, representing an increase of approximately 3.4%.  

Investment Highlights

Completed dispositions for aggregate gross proceeds of approximately $603 million in 2021, which translates into an aggregate, weighted-average, in-place, capitalization rate (on both a GAAP and cash basis) of approximately 5.5%. Completed dispositions met the high end of the range of our disposition guidance for 2021.  
Disposition guidance for full-year 2022 continues to be in the range of approximately $250 million to $350 million in aggregate gross proceeds.
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.    
On October 22, 2021, we sold our 999 Peachtree property in Atlanta, Georgia for gross proceeds of approximately $223.9 million, which represented a gain of approximately $86.8 Million.  
On November 16, 2021, we sold two office properties in Chantilly, Virginia for an aggregate sales price of $40 million and recorded a loss on the sales of approximately $2.9 million.  
Current and potential disposition properties that are in price discovery include: 380 and 390 Interlocken in Broomfield, Colorado; Eldridge Green and Park Ten in Houston, Texas; and 909 Davis in Evanston, Illinois.      

Dividend Update

On January 14, 2022, the Company announced that its Board of Directors declared a regular quarterly cash dividend for the three months ended December 31, 2021 of $0.09 per share of common stock that will be paid on February 17, 2022 to stockholders of record on January 28, 2022.          

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.    


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2022 Net Income, FFO and Disposition Guidance

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 maintaining our previously announced disposition guidance for full-year 2022, 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 2022 are estimated to result in aggregate gross proceeds in the range of approximately $250 million to $350 million.  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 December 31, 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 February 16, 2022 at 11:00 a.m. (ET) to discuss the fourth quarter 2021 results. To access the call, please dial 1-844-200-6205 and use access code 991098. Internationally, the call may be accessed by dialing 1-929-526-1599 and using access code 991098. 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.      


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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.

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 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, 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, 2021, 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

Year Ended

December 31,

December 31,

(in thousands, except per share amounts)

  

2021

  

2020

  

2021

  

2020

 

Revenue:

Rental

$

42,910

$

59,408

$

207,581

$

244,207

Related party revenue:

Management fees and interest income from loans

454

402

1,700

1,610

Other

8

77

31

Total revenue

43,372

59,810

209,358

245,848

Expenses:

Real estate operating expenses

15,217

17,442

60,881

66,940

Real estate taxes and insurance

6,600

12,042

41,061

48,390

Depreciation and amortization

16,165

21,899

78,544

88,558

General and administrative

4,041

3,838

15,898

14,997

Interest

5,691

9,030

32,273

36,026

Total expenses

47,714

64,251

228,657

254,911

Loss on extinguishment of debt

(498)

(901)

Gain on sale of properties, net

83,876

41,928

113,134

41,928

Income before taxes

79,036

37,487

92,934

32,865

Tax expense

464

47

638

250

Equity in income of non-consolidated REITs

421

Net income

$

78,572

$

37,440

$

92,717

$

32,615

Weighted average number of shares outstanding, basic and diluted

105,098

107,328

106,667

107,303

Net income per share, basic and diluted

$

0.75

$

0.35

$

0.87

$

0.30


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Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

December 31,

December 31,

(in thousands, except share and par value amounts)

    

2021

    

2020

 

Assets:

Real estate assets:

Land

$

146,844

$

189,155

Buildings and improvements

1,457,209

1,938,629

Fixtures and equipment

11,404

12,949

1,615,457

2,140,733

Less accumulated depreciation

424,487

538,717

Real estate assets, net

1,190,970

1,602,016

Acquired real estate leases, less accumulated amortization of $40,423 and $55,447, respectively

14,934

28,206

Cash, cash equivalents and restricted cash

40,751

4,150

Tenant rent receivables

1,954

7,656

Straight-line rent receivable

49,024

67,789

Prepaid expenses and other assets

4,031

5,752

Related party mortgage loan receivables

24,000

21,000

Office computers and furniture, net of accumulated depreciation of $1,198 and $1,443, respectively

198

163

Deferred leasing commissions, net of accumulated amortization of $21,099 and $30,411, respectively

38,311

56,452

Total assets

$

1,364,173

$

1,793,184

Liabilities and Stockholders’ Equity:

Liabilities:

Bank note payable

$

$

3,500

Term loans payable, less unamortized financing costs of $714 and $2,677, respectively

274,286

717,323

Series A & Series B Senior Notes, less unamortized financing costs of $658 and $822, respectively

199,342

199,178

Accounts payable and accrued expenses

89,493

72,058

Accrued compensation

4,704

3,918

Tenant security deposits

6,219

8,677

Lease liability

1,159

1,536

Other liabilities: derivative liabilities

5,239

17,311

Acquired unfavorable real estate leases, less accumulated amortization of $2,285 and $4,031, respectively

528

1,592

Total liabilities

580,970

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, 103,998,520 and 107,328,199 shares issued and outstanding, respectively

10

11

Additional paid-in capital

1,339,226

1,357,131

Accumulated other comprehensive loss

(5,239)

(17,311)

Accumulated distributions in excess of accumulated earnings

(550,794)

(571,740)

Total stockholders’ equity

783,203

768,091

Total liabilities and stockholders’ equity

$

1,364,173

$

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

Year Ended

December 31,

(in thousands)

    

2021

    

2020

 

Cash flows from operating activities:

Net income

$

92,717

$

32,615

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization expense

81,041

91,581

Amortization of above and below market leases

(34)

(313)

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

901

Gain on sale of properties, net

(113,134)

(41,928)

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

(13)

Changes in operating assets and liabilities:

Tenant rent receivables

5,702

(3,792)

Straight-line rents

(3,930)

(1,685)

Lease acquisition costs

(2,353)

(2,123)

Prepaid expenses and other assets

82

(129)

Accounts payable and accrued expenses

(11,096)

7,785

Accrued compensation

786

518

Tenant security deposits

(2,458)

(669)

Payment of deferred leasing commissions

(12,200)

(13,735)

Net cash provided by operating activities

36,362

68,449

Cash flows from investing activities:

Property improvements, fixtures and equipment

(64,833)

(77,919)

Investment in related party mortgage loan receivable

(3,000)

Proceeds received from sales of properties

573,307

88,958

Net cash provided by investing activities

505,474

11,039

Cash flows from financing activities:

Distributions to stockholders

(38,491)

(38,628)

Stock repurchases

(18,244)

Borrowings under bank note payable

91,500

105,000

Repayments of bank note payable

(95,000)

(101,500)

Repayment on term loan payable

(445,000)

(50,000)

Net cash used in financing activities

(505,235)

(85,128)

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

36,601

(5,640)

Cash, cash equivalents and restricted cash, beginning of year

4,150

9,790

Cash, cash equivalents and restricted cash, end of period

$

40,751

$

4,150


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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

 

2022

503,150

7.3%

2023

313,234

4.5%

2024

738,892

10.7%

2025

507,056

7.3%

2026

532,267

7.7%

Thereafter (2)

4,316,626

62.5%

6,911,225

100.0%


(1)Percentages are determined based upon total square footage.
(2)Includes 1,496,124 square feet of vacancies at our operating properties as of December 31, 2021.

(dollars & square feet in 000's)

As of December 31, 2021

% of

Square

% of

State

    

Properties

    

Investment

    

Portfolio

    

Feet

    

Portfolio

 

Colorado

6

$

538,600

45.2%

2,625

38.0%

Texas

9

333,887

28.0%

2,421

35.0%

Georgia

1

38,431

3.2%

160

2.3%

Minnesota

3

124,939

10.5%

758

11.0%

Virginia

1

33,640

2.8%

298

4.3%

Florida

1

68,891

5.8%

213

3.1%

Illinois

2

44,876

3.8%

372

5.4%

North Carolina

1

7,706

0.7%

64

0.9%

Total

24

$

1,190,970

100.0%

6,911

100.0%


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)

Recurring Capital Expenditures

Year

(in thousands)

For the Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

31-Dec-21

    

31-Dec-21

Tenant improvements

$

4,491

$

4,277

$

3,952

$

1,881

$

14,601

Deferred leasing costs

2,597

1,922

2,371

1,319

8,209

Non-investment capex

5,336

3,793

4,528

4,672

18,329

$

12,424

$

9,992

$

10,851

$

7,872

$

41,139

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

December 31,

December 31,

    

2021

    

2020

 

Operating Properties:

Number of properties

24

32

Square feet

6,911,225

9,331,489

Leased percentage

78.4%

85.0%

Redevelopment Properties (a):

Number of properties

2

Square feet

324,651

Leased percentage

0.0%

48.0%

Total Owned Properties:

Number of properties

24

34

Square feet

6,911,225

9,656,140

Leased percentage

78.4%

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

26

36

Square feet

7,259,770

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)

Third

Fourth

% Leased (1)

Quarter

% Leased (1)

Quarter

as of

Average %

as of

Average %

    

Property Name

    

Location

    

Square Feet

    

30-Sep-21

    

Leased (2)

    

31-Dec-21

    

Leased (2)

 

1

FOREST PARK

Charlotte, NC

64,198

78.4%

78.4%

78.4%

78.4%

MEADOW POINT (4)

Chantilly, VA

100.0%

97.0%

(4)

(4)

2

NORTHWEST POINT

Elk Grove Village, IL

177,095

100.0%

100.0%

100.0%

100.0%

3

PARK TEN

Houston, TX

157,609

72.0%

72.0%

72.0%

72.0%

4

PARK TEN PHASE II

Houston, TX

156,746

95.0%

95.0%

95.0%

95.0%

5

GREENWOOD PLAZA

Englewood, CO

196,236

100.0%

100.0%

100.0%

100.0%

6

ADDISON

Addison, TX

289,325

85.6%

85.6%

75.8%

75.8%

7

COLLINS CROSSING

Richardson, TX

300,887

84.4%

84.4%

84.4%

84.4%

8

INNSBROOK

Glen Allen, VA

298,183

57.2%

57.2%

57.2%

57.2%

9

LIBERTY PLAZA

Addison, TX

217,191

73.9%

79.3%

83.4%

78.9%

10

380 INTERLOCKEN

Broomfield, CO

240,359

60.5%

60.5%

60.5%

60.5%

11

390 INTERLOCKEN

Broomfield, CO

241,512

99.4%

99.4%

99.4%

99.4%

12

BLUE LAGOON

Miami, FL

213,182

73.6%

73.2%

73.6%

73.6%

13

ELDRIDGE GREEN

Houston, TX

248,399

100.0%

100.0%

100.0%

100.0%

4807 STONECROFT (3) (4)

Chantilly, VA

0.0%

0.0%

(4)

(4)

14

121 SOUTH EIGHTH ST

Minneapolis, MN

298,121

90.7%

91.3%

90.2%

90.2%

15

801 MARQUETTE AVE

Minneapolis, MN

129,821

91.8%

91.8%

91.8%

91.8%

16

LEGACY TENNYSON CTR

Plano, TX

207,049

41.1%

41.1%

41.1%

41.1%

17

ONE LEGACY

Plano, TX

214,110

57.9%

57.9%

57.9%

57.9%

18

909 DAVIS

Evanston, IL

195,098

93.3%

93.3%

93.3%

93.3%

19

WESTCHASE I & II

Houston, TX

629,025

57.6%

55.7%

57.6%

57.6%

20

1999 BROADWAY

Denver, CO

680,255

67.3%

67.3%

67.0%

66.9%

999 PEACHTREE (5)

Atlanta, GA

85.8%

85.5%

(5)

(5)

21

1001 17TH STREET

Denver, CO

655,420

95.2%

95.2%

95.2%

95.2%

22

PLAZA SEVEN

Minneapolis, MN

330,096

85.5%

85.5%

83.6%

84.2%

23

PERSHING PLAZA

Atlanta, GA

160,145

76.6%

33.8%

76.6%

76.6%

24

600 17TH STREET

Denver, CO

611,163

85.8%

85.2%

80.7%

82.1%

OWNED PORTFOLIO

6,911,225

78.8%

78.7%

78.4%

78.5%


(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 November 16, 2021.
(5)Property sold on October 22, 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 December 31, 2021

% of

    

Tenant

    

Sq Ft

    

Portfolio

 

1

CITGO Petroleum Corporation

248,399

3.6%

2

Ovintiv USA Inc.

234,495

3.4%

3

EOG Resources, Inc.

169,167

2.4%

4

US Government

168,573

2.4%

5

The Vail Corporation

164,636

2.4%

6

Lennar Homes, LLC

155,808

2.2%

7

Citicorp Credit Services, Inc

146,260

2.1%

8

Kaiser Foundation Health Plan

120,979

1.8%

9

Argo Data Resource Corporation

114,200

1.7%

10

VMWare, Inc.

100,853

1.5%

11

Deluxe Corporation

98,922

1.4%

12

Swift, Currie, McGhee & Hiers, LLP

98,831

1.4%

13

Ping Identity Corp.

89,856

1.3%

14

ADS Alliance Data Systems, Inc.

67,274

1.0%

15

PricewaterhouseCoopers LLP

66,304

1.0%

16

DirecTV, Inc.

66,226

1.0%

17

Hall and Evans LLC

65,878

0.9%

18

WPX Energy, Inc.

65,846

0.9%

19

Cyxtera Management, Inc.

61,826

0.9%

20

Houghton Mifflin Co.

60,522

0.9%

Total

2,364,855

34.2%


-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

Year Ended

December 31,

December 31,

(In thousands, except per share amounts)

   

2021

   

2020

2021

   

2020

   

Net income

$

78,572

$

37,440

$

92,717

$

32,615

Gain on sale of properties, net

(83,876)

(41,928)

(113,134)

(41,928)

Equity in income from non-consolidated REITs

(421)

FFO from non-consolidated REITs

421

Depreciation & amortization

16,169

21,820

78,509

88,244

NAREIT FFO

10,865

17,332

58,092

78,931

Lease Acquisition costs

90

134

387

467

Funds From Operations (FFO)

$

10,955

$

17,466

$

58,479

$

79,398

Funds From Operations (FFO)

$

10,955

$

17,466

$

58,479

$

79,398

Loss on extinguishment of debt

498

901

Reverse FFO from non-consolidated REITs

(421)

Distributions from non-consolidated REITs

421

Amortization of deferred financing costs

487

824

2,498

3,025

Shares issued as compensation

338

337

Straight-line rent

(827)

951

(4,017)

(1,685)

Tenant improvements

(1,881)

(837)

(14,601)

(33,106)

Leasing commissions

(1,319)

(7,432)

(8,209)

(12,798)

Non-investment capex

(4,672)

(6,105)

(18,329)

(23,586)

Adjusted Funds From Operations (AFFO)

$

3,241

$

4,867

$

17,060

$

11,585

Per Share Data

EPS

$

0.75

$

0.35

$

0.87

$

0.30

FFO

$

0.10

$

0.16

$

0.55

$

0.74

AFFO

$

0.03

$

0.05

$

0.16

$

0.11

Weighted average shares (basic and diluted)

105,098

107,328

106,667

107,303


-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 loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) 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

    

31-Dec-21

    

30-Sep-21

    

(Dec)

    

Change

 

Region

East

 

298

 

$

416

 

$

405

$

11

 

2.7

%

MidWest

 

1,000

 

3,293

 

3,470

 

(177)

 

(5.1)

%

South

 

2,581

 

5,304

 

5,489

 

(185)

 

(3.4)

%

West

 

2,625

 

10,103

 

10,144

 

(41)

 

(0.4)

%

Property NOI* from Operating Properties

 

6,504

 

19,116

 

19,508

 

(392)

 

(2.0)

%

Dispositions and Redevelopment Properties (a)

407

 

1,841

 

5,855

 

(4,014)

 

(15.4)

%

NOI*

6,911

 

$

20,957

 

$

25,363

$

(4,406)

 

(17.4)

%

Sequential Same Store

 

$

19,116

 

$

19,508

$

(392)

 

(2.0)

%

Less Nonrecurring

Items in NOI* (b)

 

163

 

281

 

(118)

 

0.6

%

Comparative

Sequential Same Store

 

$

18,953

 

$

19,227

$

(274)

 

(1.4)

%


-18-

Three Months Ended

Three Months Ended

Reconciliation to Net income

31-Dec-21

30-Sep-21

Net income

 

$

78,572

 

$

4,456

Add (deduct):

Loss on extinguishment of debt

 

498

 

236

Gain on sale of properties, net

 

(83,876)

 

(8,632)

Management fee income

 

(311)

 

(380)

Depreciation and amortization

 

16,165

 

18,862

Amortization of above/below market leases

 

4

 

General and administrative

 

4,041

 

3,749

Interest expense

 

5,691

 

7,928

Interest income

 

(442)

 

(404)

Equity in (income) loss of non-consolidated REITs

 

 

(421)

Non-property specific items, net

 

615

 

(31)

NOI*

 

$

20,957

 

$

25,363

(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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Fourth 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

Capital Expenditures

24

Property Net Operating Income (NOI)

8

Reconciliation

Transaction Activity

25

FFO & AFFO

9

EBITDA

10

Loan Portfolio of Secured Real Estate

26

Property NOI

11

Net Asset Value Components

27

Debt Summary

12

Appendix: Non-GAAP Financial Measures Definitions

Capital Analysis

13

FFO

28

EBITDA and NOI

29

Owned and Managed Portfolio Overview

14-17

AFFO

30

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, any inability to dispose of 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.

Graphic

Dominion Towers, Denver, CO

December 31, 2021| Page 2


Graphic

Company Information

Overview

Snapshot (as of December 31, 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

24

Total Square Feet

6.9 Million

Trading Symbol

FSP

Exchange

NYSE American

Common Shares Outstanding

103,998,520

Quarterly Dividend

$0.09

Our Business

Dividend Yield

6.1%

As of December 31, 2021, the Company owned and operated a portfolio of real estate consisting of 24 operating  properties 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

$1.1 Billion (1)

Insider Holdings

4.97%

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

outstanding.

December 31, 2021| Page 3


Graphic

Summary of Financial Highlights

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

    

31-Dec-21

    

30-Sep-21

    

30-Jun-21

    

31-Mar-21

    

31-Dec-20

Income Items:

Rental revenue

$

42,910

$

50,326

$

55,722

$

58,623

$

59,408

Total revenue

43,372

50,802

56,145

59,039

59,810

Net income (loss)

78,572

4,456

16,149

(6,460)

37,440

Adjusted EBITDA (a)*

17,518

22,900

24,930

26,556

26,409

FFO*

10,955

14,797

14,722

18,005

17,466

AFFO*

3,241

4,555

4,880

4,384

4,867

Per Share Data:

EPS

$

0.75

$

0.04

$

0.15

$

(0.06)

$

0.35

FFO*

$

0.10

$

0.14

$

0.14

$

0.17

$

0.16

AFFO*

$

0.03

$

0.04

$

0.05

$

0.04

$

0.05

Weighted Average Shares (diluted)

105,098

106,905

107,359

107,328

107,328

Closing share price

$

5.95

$

4.64

$

5.26

$

5.45

$

4.37

Dividend declared

$

0.41

$

0.09

$

0.09

$

0.09

$

0.09

Balance Sheet Items:

Real estate, net

$

1,190,970

$

1,344,692

$

1,413,547

$

1,601,613

$

1,602,016

Other assets, net

173,203

161,837

187,068

187,820

191,168

Total assets, net

1,364,173

1,506,529

1,600,615

1,789,433

1,793,184

Total liabilities, net

580,970

751,456

833,930

1,033,849

1,025,093

Shareholders' equity

783,203

755,073

766,685

755,584

768,091

Market Capitalization and Debt:

Total Market Capitalization (b)

$

1,093,791

$

1,165,136

$

1,329,896

$

1,532,439

$

1,392,524

Total debt outstanding (excluding unamortized financing costs)

$

475,000

$

675,000

$

765,000

$

947,500

$

923,500

Debt to Total Market Capitalization

43.4%

57.9%

57.5%

61.8%

66.3%

Net Debt to Adjusted EBITDA ratio (a)*

6.2

7.3

7.4

8.9

8.7

Operating Properties Leasing Statistics (c):

Operating properties assets

24

26

29

33

32

Operating properties total SF

6,911,225

7,671,275

8,228,148

9,548,810

9,331,489

Operating properties % leased

78.4%

80.0%

79.5%

81.9%

85.0%


(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 28.

December 31, 2021| Page 4


Graphic

Condensed Consolidated Income Statements

($ in thousands, except per share amounts)

For the

For the

For the Three Months Ended

Year Ended

For the Three Months Ended

Year Ended

31-Mar-21

30-Jun-21

30-Sep-21

31-Dec-21

31-Dec-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

31-Dec-20

Revenue:

Rental

  

$

58,623

  

$

55,722

  

$

50,326

$

42,910

    

$

207,581

  

  

$

62,567

  

$

60,398

  

$

61,834

  

$

59,408

  

$

244,207

Related party revenue:

Management fees and interest income from loans

410

417

419

454

1,700

403

405

400

402

1,610

Other

6

6

57

8

77

13

5

13

31

Total revenue

59,039

56,145

50,802

43,372

209,358

62,983

60,808

62,247

59,810

245,848

Expenses:

Real estate operating expenses

15,939

15,352

14,373

15,217

60,881

17,298

15,470

16,730

17,442

66,940

Real estate taxes and insurance

12,366

11,895

10,200

6,600

41,061

11,762

12,307

12,279

12,042

48,390

Depreciation and amortization

24,381

19,136

18,862

16,165

78,544

22,338

22,245

22,076

21,899

88,558

General and administrative

4,146

3,962

3,749

4,041

15,898

3,525

3,817

3,817

3,838

14,997

Interest

8,600

10,054

7,928

5,691

32,273

9,063

8,980

8,953

9,030

36,026

Total expenses

65,432

60,399

55,112

47,714

228,657

63,986

62,819

63,855

64,251

254,911

Loss on extinguishment of debt

(167)

(236)

(498)

(901)

Gain on sale of properties, net

20,626

8,632

83,876

113,134

41,928

41,928

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

(6,393)

16,205

4,086

79,036

92,934

(1,003)

(2,011)

(1,608)

37,487

32,865

Tax expense on income

67

56

51

464

638

68

64

71

47

250

Equity in income of non-consolidated REITs

421

421

Net income (loss)

$

(6,460)

$

16,149

$

4,456

$

78,572

$

92,717

$

(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

105,098

106,667

107,269

107,287

107,328

107,328

107,303

Net income (loss) per share, basic and diluted

$

(0.06)

$

0.15

$

0.04

$

0.75

$

0.87

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

December 31, 2021| Page 5


$ in thousands, except per share amounts)

Graphic

Condensed Consolidated Balance Sheets

(in thousands)

March 31,

June 30,

September 30,

December 31,

March 31,

June 30,

September 30,

December 31,

    

2021

2021

    

2021

    

2021

  

  

2020

2020

    

2020

    

2020

 

Assets:

Real estate assets:

Land

$

189,155

$

170,377

$

161,767

$

146,844

$

191,578

$

191,578

$

191,578

$

189,155

Buildings and improvements

1,954,838

1,731,690

1,630,729

1,457,209

1,941,952

1,964,308

1,983,979

1,938,629

Fixtures and equipment

13,308

11,643

11,727

11,404

11,917

12,250

12,714

12,949

2,157,301

1,913,710

1,804,223

1,615,457

2,145,447

2,168,136

2,188,271

2,140,733

Less accumulated depreciation

555,688

500,163

459,531

424,487

506,251

522,238

538,622

538,717

Real estate assets, net

1,601,613

1,413,547

1,344,692

1,190,970

1,639,196

1,645,898

1,649,649

1,602,016

Acquired real estate leases, net

25,836

21,932

19,864

14,934

37,270

34,022

31,011

28,206

Cash, cash equivalents and restricted cash

4,113

24,180

9,731

40,751

17,283

2,890

4,840

4,150

Tenant rent receivables, net

4,337

3,116

2,681

1,954

3,609

4,192

4,007

7,656

Straight-line rent receivable, net

69,743

61,475

58,132

49,024

68,317

69,062

71,033

67,789

Prepaid expenses and other assets

5,873

5,405

5,547

4,031

7,486

6,506

6,538

5,752

Related party mortgage loan receivable

21,000

21,000

21,000

24,000

21,000

21,000

21,000

21,000

Office computers and furniture, net of accumulated depreciation

147

167

153

198

215

196

178

163

Deferred leasing commissions, net

56,771

49,793

44,729

38,311

53,251

51,669

51,765

56,452

Total assets

$

1,789,433

$

1,600,615

$

1,506,529

$

1,364,173

$

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

274,286

766,124

766,493

766,863

717,323

Series A & Series B Senior Notes

199,219

199,260

199,301

199,342

199,055

199,096

199,137

199,178

Accounts payable and accrued expenses

63,456

50,799

59,309

89,493

57,076

55,712

69,905

72,058

Accrued compensation

1,390

2,309

3,482

4,704

1,335

2,278

3,634

3,918

Tenant security deposits

8,041

6,807

6,169

6,219

9,615

9,155

9,435

8,677

Lease liability

1,444

1,350

1,256

1,159

1,803

1,716

1,627

1,536

Other liabilities: derivative liabilities

13,698

9,425

7,583

5,239

23,035

22,958

20,157

17,311

Acquired unfavorable real estate leases, net

1,433

829

708

528

2,266

2,024

1,798

1,592

Total liabilities

1,033,849

833,930

751,456

580,970

1,090,309

1,089,432

1,102,556

1,025,093

Commitments and contingencies

Stockholders’ Equity:

Preferred stock

Common stock

11

11

11

10

11

11

11

11

Additional paid-in capital

1,357,131

1,357,469

1,349,225

1,339,226

1,356,794

1,357,131

1,357,131

1,357,131

Accumulated other comprehensive loss

(13,698)

(9,425)

(7,583)

(5,239)

(23,035)

(22,958)

(20,157)

(17,311)

Accumulated distributions in excess of accumulated earnings

(587,860)

(581,370)

(586,580)

(550,794)

(576,452)

(588,181)

(599,520)

(571,740)

Total stockholders’ equity

755,584

766,685

755,073

783,203

757,318

746,003

737,465

768,091

Total liabilities and stockholders’ equity

$

1,789,433

$

1,600,615

$

1,506,529

$

1,364,173

$

1,847,627

$

1,835,435

$

1,840,021

$

1,793,184

December 31, 2021| Page 6


Graphic

Condensed Consolidated Statements of Cash Flows

(in thousands)

Twelve Months Ended December 31,

2021

2020

2019

 

Cash flows from operating activities:

Net income

$

92,717

$

32,615

$

6,475

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization expense

81,041

91,581

93,787

Amortization of above and below market leases

(34)

(313)

(402)

Shares issued as compensation

338

337

337

Loss on extinguishment of debt

901

Gain on sale of properties, net

(113,134)

(41,928)

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)

(71)

Changes in operating assets and liabilities:

Tenant rent receivables

5,702

(3,792)

158

Straight-line rents

(3,930)

(1,685)

(8,876)

Lease acquisition costs

(2,353)

(2,123)

(3,999)

Prepaid expenses and other assets

82

(129)

2,313

Accounts payable and accrued expenses

(11,096)

7,785

3,910

Accrued compensation

786

518

357

Tenant security deposits

(2,458)

(669)

3,027

Payment of deferred leasing commissions

(12,200)

(13,735)

(15,101)

Net cash provided by operating activities

36,362

68,449

81,915

Cash flows from investing activities:

Property improvements, fixtures and equipment

(64,833)

(77,919)

(70,746)

Investment in related party mortgage loan receivable

(3,000)

(2,400)

Repayment of related party mortgage loan receivable

52,060

Proceeds received from liquidating trust

1,470

Proceeds received from sales of properties

573,307

88,958

Net cash provided by (used in) investing activities

505,474

11,039

(19,616)

Cash flows from financing activities:

Distributions to stockholders

(38,491)

(38,628)

(38,603)

Stock repurchases

(18,244)

Borrowings under bank note payable

91,500

105,000

45,000

Repayments of bank note payable

(95,000)

(101,500)

(70,000)

Repayment of term loan payable

(445,000)

(50,000)

Deferred Financing Costs

(83)

Net cash used in financing activities

(505,235)

(85,128)

(63,686)

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

36,601

(5,640)

(1,387)

Cash, cash equivalents and restricted cash, beginning of period

4,150

9,790

11,177

Cash, cash equivalents and restricted cash, end of period

$

40,751

$

4,150

$

9,790

December 31, 2021| Page 7


Graphic

Property Net Operating Income (NOI)* with

Same Store Comparison (in thousands)

Rentable

Year

Year

 

Square Feet

Three Months Ended

Ended

Three Months Ended

Ended

Inc

%

 

(in thousands)

    

or RSF

   

31-Mar-21

   

30-Jun-21

   

30-Sep-21

31-Dec-21

   

31-Dec-21

   

31-Mar-20

   

30-Jun-20

   

30-Sep-20

31-Dec-20

   

31-Dec-20

   

(Dec)

   

Change

 

Region

East

 

298

 

$

390

 

$

404

 

$

405

$

416

 

$

1,615

 

$

399

 

$

404

 

$

331

$

403

 

$

1,537

 

$

78

 

5.1

%

MidWest

 

1,000

 

3,139

 

3,183

 

3,470

 

3,293

 

13,085

 

3,412

 

3,062

 

2,999

 

3,141

 

12,614

 

471

 

3.7

%

South

 

2,581

 

6,636

 

6,328

 

5,489

 

5,304

 

23,757

 

7,273

 

7,105

 

7,377

 

4,489

 

26,244

 

(2,487)

 

(9.5)

%

West

 

2,625

 

10,369

 

9,902

 

10,144

 

10,103

 

40,518

 

11,463

 

11,211

 

10,975

 

11,007

 

44,656

 

(4,138)

 

(9.3)

%

Property NOI* from Operating Properties

 

6,504

 

20,534

 

19,817

 

19,508

 

19,116

 

78,975

 

22,547

 

21,782

 

21,682

 

19,040

 

85,051

 

(6,076)

 

(7.1)

%

Dispositions and Redevelopment Properties (a)

407

 

9,227

 

8,183

5,855

1,841

 

25,106

 

10,327

 

10,414

10,515

10,340

 

41,596

 

(16,490)

 

(10.7)

%

Property NOI*

6,911

 

$

29,761

 

$

28,000

 

$

25,363

$

20,957

 

$

104,081

 

$

32,874

 

$

32,196

 

$

32,197

$

29,380

 

$

126,647

 

$

(22,566)

 

(17.8)

%

 

Same Store

 

$

20,534

 

$

19,817

 

$

19,508

$

19,116

 

$

78,975

 

$

22,547

 

$

21,782

 

$

21,682

$

19,040

 

$

85,051

 

$

(6,076)

 

(7.1)

%

Less Nonrecurring

Items in NOI* (b)

 

32

 

34

281

163

 

510

 

26

 

810

351

345

 

1,532

 

(1,022)

 

1.0

%

Comparative

Same Store

 

$

20,502

 

$

19,783

 

$

19,227

$

18,953

 

$

78,465

 

$

22,521

 

$

20,972

 

$

21,331

$

18,695

 

$

83,519

 

$

(5,054)

 

(6.1)

%


(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 28.

December 31, 2021| Page 8


Graphic

FFO* & AFFO* Reconciliation

(in thousands, except per share amounts)

Year

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

31-Dec-21

    

31-Dec-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

$

78,572

$

92,717

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Gain on sale of properties, net

(20,626)

(8,632)

(83,876)

(113,134)

(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

16,169

78,509

22,265

22,170

21,989

21,820

88,244

NAREIT FFO*

17,889

14,653

14,685

10,865

58,092

21,194

20,095

20,310

17,332

78,931

Lease Acquisition costs

116

69

112

90

387

98

99

136

134

467

Funds From Operations (FFO)*

$

18,005

$

14,722

$

14,797

$

10,955

$

58,479

$

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

$

10,955

$

58,479

$

21,292

$

20,194

$

20,446

$

17,466

$

79,398

Loss on extinguishment of debt

167

236

498

901

Reverse FFO from non-consolidated REITs

(421)

(421)

Distributions from non-consolidated REITs

421

421

Amortization of deferred financing costs

707

686

618

487

2,498

748

726

727

824

3,025

Shares issued as compensation

338

338

337

337

Straight-line rent

(1,904)

(1,041)

(245)

(827)

(4,017)

(966)

(377)

(1,293)

951

(1,685)

Tenant improvements

(4,491)

(4,277)

(3,952)

(1,881)

(14,601)

(10,716)

(13,531)

(8,022)

(837)

(33,106)

Leasing commissions

(2,597)

(1,922)

(2,371)

(1,319)

(8,209)

(2,730)

(603)

(2,033)

(7,432)

(12,798)

Non-investment capex

(5,336)

(3,793)

(4,528)

(4,672)

(18,329)

(4,527)

(6,581)

(6,373)

(6,105)

(23,586)

Adjusted Funds From Operations (AFFO)*

$

4,384

$

4,880

$

4,555

$

3,241

$

17,060

$

3,101

$

165

$

3,452

$

4,867

$

11,585

Per Share Data:

EPS

$

(0.06)

$

0.15

$

0.04

$

0.75

$

0.87

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

FFO*

0.17

0.14

0.14

0.10

0.55

0.20

0.19

0.19

0.16

0.74

AFFO*

0.04

0.05

0.04

0.03

0.16

0.03

0.00

0.03

0.05

0.11

Weighted Average Shares (basic and diluted)

107,328

107,359

106,905

105,098

106,667

107,269

107,287

107,328

107,328

107,303


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 28.

December 31, 2021| Page 9


Graphic

EBITDA* & Adjusted EBITDA* Reconciliation

(in thousands, except ratio amounts)

Year

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

31-Dec-21

    

31-Dec-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

$

78,572

$

92,717

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Interest expense

8,600

10,054

7,928

5,691

32,273

9,063

8,980

8,953

9,030

36,026

Depreciation and amortization

24,349

19,130

18,861

16,169

78,509

22,265

22,170

21,989

21,820

88,244

Income taxes

67

56

51

464

638

68

64

71

47

250

EBITDA (1)*

$

26,556

$

45,389

31,296

100,896

$

204,137

$

30,325

$

29,139

$

29,334

$

68,337

$

157,135

Loss on extinguishment of debt

167

236

498

901

Gain on sale of properties, net

(20,626)

(8,632)

(83,876)

(113,134)

(41,928)

(41,928)

Adjusted EBITDA (1)*

$

26,556

$

24,930

$

22,900

$

17,518

$

91,904

$

30,325

$

29,139

$

29,334

$

26,409

$

115,207

Interest expense

$

8,600

$

10,054

$

7,928

$

5,691

$

32,273

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Scheduled principal payments

Interest and scheduled principal payments

$

8,600

$

10,054

$

7,928

$

5,691

$

32,273

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Interest coverage ratio (1)

3.09

2.48

2.89

3.08

2.85

3.35

3.24

3.28

2.92

3.20

Debt service coverage ratio (1)

3.09

2.48

2.89

3.08

2.85

3.35

3.24

3.28

2.92

3.20

Debt excluding unamortized financing costs

$

947,500

$

765,000

$

675,000

$

475,000

$

1,000,000

$

1,000,000

$

1,000,000

$

923,500

Cash, cash equivalents and restricted cash

4,113

24,180

9,731

40,751

17,283

2,890

4,840

4,150

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

$

943,387

$

740,820

$

665,269

$

434,249

$

982,717

$

997,110

$

995,160

$

919,350

Adjusted EBITDA (1)*

$

26,556

$

24,930

$

22,900

$

17,518

$

30,325

$

29,139

$

29,334

$

26,409

Annualized

$

106,224

$

99,720

$

91,600

$

70,072

$

121,300

$

116,556

$

117,336

$

105,636

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

8.9

7.4

7.3

6.2

8.1

8.6

8.5

8.7


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 28. 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.

December 31, 2021| Page 10


Graphic

Reconciliation of Net Income (Loss) to Property NOI*

(in thousands)

Year

Year

Three Months Ended

Ended

Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

31-Dec-21

    

31-Dec-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

$

78,572

$

92,717

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Add (deduct):

Loss on extinguishment of debt

167

236

498

901

Gain on sale of properties, net

(20,626)

(8,632)

(83,876)

(113,134)

(41,928)

(41,928)

Management fee income

(465)

(403)

(380)

(311)

(1,559)

(478)

(446)

(484)

(464)

(1,872)

Depreciation and amortization

24,381

19,136

18,862

16,165

78,544

22,338

22,245

22,076

21,899

88,558

Amortization of above/below market leases

(32)

(6)

4

(34)

(73)

(75)

(86)

(79)

(313)

General and administrative

4,146

3,962

3,749

4,041

15,898

3,525

3,817

3,817

3,838

14,997

Interest expense

8,600

10,054

7,928

5,691

32,273

9,063

8,980

8,953

9,030

36,026

Interest income

(394)

(399)

(404)

(442)

(1,639)

(382)

(381)

(386)

(391)

(1,540)

Equity in income of non-consolidated REITs

(421)

(421)

Non-property specific items, net

(15)

(34)

(31)

615

535

(48)

131

(14)

35

104

Property NOI*

$

29,761

$

28,000

$

25,363

$

20,957

$

104,081

$

32,874

$

32,196

$

32,197

$

29,380

$

126,647


*

See Appendix for Non-GAAP Financial Measures Definitions beginning on page 28.

December 31, 2021| Page 11


Graphic

Debt Summary

(in thousands)

Maximum

Amount

Interest

Interest

Maturity

Amount

Drawn at

Rate (a)

Rate at

Facility

    

Date

    

of Loan

    

31-Dec-21

    

Components

    

31-Dec-21

    

Fee

 

Former BofA Revolver

12-Jan-22

$

600,000

$

Libor

 + 

1.55%

1.65%

0.30%

BofA Term Loan

12-Jan-23

400,000

110,000

Libor

 + 

1.75%

1.85%

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

$

475,000

3.77%

The table above is a summary of our debt as of December 31, 2021.  Additional information on our debt can be found in our Annual Report on Form 10-K for the year ended December 31, 2021, as updated in our Quarterly Reports on Form 10-Q, on file with the U.S. Securities and Exchange Commission.  
On January 10, 2022, we entered into a new BofA Revolver for borrowings of up to $217.5 million, which is a SOFR based loan.  The new BofA Revolver matures on January 12, 2024.  Simultaneously with the closing of the BofA Revolver, we terminated the Former BofA Revolver.  On February 10, 2022, the Company increased its BofA Revolver availability by $20.0 million to $237.5 million as part of an accordion feature that is available to increase borrowing capacity up to an amount not exceeding $750 million in the aggregate.    
The Former BofA Revolver was subject to a 30 basis point facility fee based on our credit rating and, when applied to our availability of $600 million at December 31, 2021.  The new BofA Revolver is subject to a 35 basis point facility fee, which translates into approximately $0.8 million annually.        
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 $1.8 million.    
On June 4, 2021, we repaid the JPM Term Loan, which then had $100 million outstanding, the BMO Term Loan Tranche A, which then had $55 million outstanding, and the drawn balance of our Former BofA Revolver, which then had $47.5 million outstanding.
On September 30, 2021 and October 25, 2021, we repaid $90 million and $200 million, respectively, of the BofA Term Loan, which had $400 million outstanding prior to such repayments.    

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

December 31, 2021| Page 12


Graphic

Capital Analysis

(in thousands, except per share amounts)

31-Mar-21

30-Jun-21

30-Sep-21

31-Dec-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

Market Data:

    

    

    

    

  

  

    

    

    

  

Shares Outstanding

107,328

107,395

105,633

103,999

107,269

107,328

107,328

107,328

Closing market price per share

$

5.45

$

5.26

$

4.64

$

5.95

$

5.73

$

5.09

$

3.66

$

4.37

Market capitalization

$

584,939

$

564,896

$

490,136

$

618,791

$

614,653

$

546,301

$

392,821

$

469,024

Total debt outstanding excluding unamortized financing costs

947,500

765,000

675,000

475,000

1,000,000

1,000,000

1,000,000

923,500

Total Market Capitalization

$

1,532,439

$

1,329,896

$

1,165,136

$

1,093,791

$

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

$

9,506

$

9,654

$

9,654

$

9,660

$

9,660

Common dividend declared per share

$

0.09

$

0.09

$

0.09

$

0.41

$

0.09

$

0.09

$

0.09

$

0.09

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

(150)%

60%

216%

55%

(901)%

(465)%

(575)%

26%

Declared dividend as a % of AFFO* per share

220%

198%

211%

1330%

311%

5852%

280%

198%

Liquidity:

Cash, cash equivalents and restricted cash

$

4,113

$

24,180

$

9,731

$

40,751

$

17,283

$

2,890

$

4,840

$

4,150

Revolver:

Gross potential available under the BofA Revolver

600,000

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

$

640,751

$

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 28.

December 31, 2021| Page 13


Graphic

Owned Portfolio Overview

As of the Quarter Ended

    

31-Dec-21

30-Sep-21

30-Jun-21

31-Mar-21

31-Dec-20

 

Operating Properties:

Number of properties

24

26

29

33

32

Square feet

6,911,225

7,671,275

8,228,148

9,548,810

9,331,489

Leased percentage

78.4%

80.0%

79.5%

81.9%

85.0%

Redevelopment Properties (a):

Number of properties

1

1

1

2

Square feet

111,469

111,469

111,469

324,651

Leased percentage

0.0%

0.0%

0.0%

0.0%

48.0%

Total Owned Properties:

Number of properties

24

27

30

34

34

Square feet

6,911,225

7,782,744

8,339,617

9,660,279

9,656,140

Leased percentage

78.4%

78.8%

78.5%

81.0%

83.8%

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

26

29

32

36

36

Square feet

7,259,770

8,131,289

8,688,162

10,008,824

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.

December 31, 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

Richmond, VA

Chicago

Innsbrook

Glen Allen

VA

298,183

57.2%

57.2%

$

18.71

Northwest Point

Elk Grove Village

IL

177,095

100.0%

100.0%

$

31.00

909 Davis Street

Evanston

IL

195,098

93.3%

93.3%

$

41.97

Charlotte, NC

Forest Park

Charlotte

NC

64,198

78.4%

56.4%

$

24.68

Minneapolis

121 South 8th Street

Minneapolis

MN

298,121

90.2%

87.0%

$

24.01

801 Marquette Ave

Minneapolis

MN

129,821

91.8%

64.4%

$

19.61

Plaza Seven

Minneapolis

MN

330,096

83.6%

85.3%

$

34.27

East Region Total

362,381

61.0%

57.1%

$

19.76

Midwest Region Total

1,130,231

90.5%

87.0%

$

31.16


(a)Weighted Occupied Percentage for the year ended December 31, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.

December 31, 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%

46.0%

$

25.55

380 Interlocken

Broomfield

CO

240,359

60.5%

63.6%

$

32.80

One Legacy Circle

Plano

TX

214,110

57.9%

56.6%

$

38.35

1999 Broadway

Denver

CO

680,255

67.0%

67.6%

$

32.72

Addison Circle

Addison

TX

289,325

75.8%

80.8%

$

32.92

Greenwood Plaza

Englewood

CO

196,236

100.0%

100.0%

$

25.79

Collins Crossing

Richardson

TX

300,887

84.4%

83.7%

$

27.03

390 Interlocken

Broomfield

CO

241,512

99.4%

99.4%

$

32.64

Liberty Plaza

Addison

TX

217,191

83.4%

73.6%

$

22.61

1001 17th Street

Denver

CO

655,420

95.2%

95.3%

$

36.24

600 17th Street

Denver

CO

611,163

80.7%

83.9%

$

32.73

Houston

West Region Total

2,624,945

82.1%

83.3%

$

33.10

Park Ten

Houston

TX

157,609

72.0%

71.9%

$

29.96

Eldridge Green

Houston

TX

248,399

100.0%

100.0%

$

27.43

Total Owned Properties

6,911,225

78.4%

76.7%

$

30.60

Park Ten Phase II

Houston

TX

156,746

95.0%

95.0%

$

28.98

Westchase I & II

Houston

TX

629,025

57.6%

52.9%

$

27.51

Miami-Ft. Lauderdale-West Palm Beach

Blue Lagoon Drive

Miami

FL

213,182

73.6%

67.2%

$

26.15

Atlanta

Pershing Plaza

Atlanta

GA

160,145

76.6%

48.4%

$

32.89

South Region Total

2,793,668

72.2%

68.9%

$

28.65


(a)Weighted Occupied Percentage for the year ended December 31, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.

December 31, 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

7,259,770

December 31, 2021| Page 17


Graphic

Tenants by Industry

(By Square Feet)

Graphic

December 31, 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

135

248,399

3.6%

$

2,923,656

1.8%

2

Ovintiv USA Inc. (b)

1

2

234,495

3.4%

10,059,274

6.2%

3

EOG Resources, Inc.

1

60

169,167

2.4%

6,196,587

3.8%

4

US Government (c)

2

49, 109

168,573

2.4%

5,992,002

3.7%

5

The Vail Corporation

1

99

164,636

2.4%

5,681,289

3.5%

6

Lennar Homes, LLC

1

183

155,808

2.2%

4,128,912

2.6%

7

Citicorp Credit Services, Inc

1

68

146,260

2.1%

4,766,613

2.9%

8

Kaiser Foundation Health Plan

1

29

120,979

1.8%

3,727,645

2.3%

9

Argo Data Resource Corporation (d)

1

20, 104

114,200

1.7%

3,371,184

2.1%

10

VMWare, Inc.

1

53

100,853

1.5%

3,510,693

2.2%

11

Deluxe Corporation (e)

1

187

98,922

1.4%

0.0%

12

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

1

132

98,831

1.4%

0.0%

13

Ping Identity Corp.

1

54

89,856

1.3%

3,574,472

2.2%

14

ADS Alliance Data Systems, Inc.

1

54

67,274

1.0%

2,853,090

1.8%

15

PricewaterhouseCoopers LLP

1

85

66,304

1.0%

2,391,616

1.5%

16

DirecTV, Inc.

1

5

66,226

1.0%

2,040,423

1.3%

17

Hall and Evans LLC

1

92

65,878

0.9%

2,473,006

1.5%

18

WPX Energy, Inc.

1

4

65,846

0.9%

2,368,481

1.5%

19

Cyxtera Management, Inc.

1

97

61,826

0.9%

2,185,936

1.4%

20

Houghton Mifflin Co.

1

63

60,522

0.9%

2,472,907

1.5%

Total

2,364,855

34.2%

$

70,717,786

43.8%


Footnotes on next page

December 31, 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 December 31, 2021 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.

(b) Upon the lease maturity of Ovintiv USA Inc., 137,007 square feet has been leased by three new tenants as of March 1, 2022, with 35,088 square feet expiring in 2027, 67,856 expiring in 2031 and 34,063 square feet expiring in 2033.

(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 August 1, 2022.

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

December 31, 2021| Page 20


Graphic

Leasing Activity

(Owned Portfolio)

Year

Year

Year

    

Ended

    

Ended

    

Ended

    

 

Leasing Activity (a)

31-Dec-21

31-Dec-20

31-Dec-19

(in Square Feet - SF)

New leasing

370,000

368,000

534,000

Renewals and expansions

665,000

762,000

883,000

1,035,000

1,130,000

1,417,000

Other information per SF

(Activity on a year-to-date basis)

GAAP Rents on leasing

$

30.86

$

28.47

$

31.78

Weighted average lease term

7.7 Years

8.3 Years

8.3 Years

Increase over average GAAP rents in prior year (b)

2.5%

7.7%

10.9%

Average free rent

7 Months

5 Months

3 Months

Tenant Improvements

$

25.89

$

34.07

$

34.44

Leasing Costs

$

11.45

$

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.

December 31, 2021| Page 21


Graphic

Lease Expirations by Square Feet

(Owned Portfolio)

Graphic

December 31, 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

 

2022

54

(c)

503,150

$

16,927,555

$

33.64

10.5%

10.5%

2023

43

313,234

10,601,811

33.85

6.6%

17.1%

2024

50

738,892

23,275,750

31.50

14.4%

31.5%

2025

51

507,056

16,009,360

31.57

9.9%

41.4%

2026

31

532,267

19,064,325

35.82

11.8%

53.2%

2027

22

697,549

23,297,104

33.40

14.4%

67.6%

2028

15

273,175

7,513,529

27.50

4.7%

72.3%

2029

13

338,249

9,241,476

27.32

5.7%

78.0%

2030

8

422,110

13,861,254

32.84

8.6%

86.6%

2031

8

290,886

10,718,039

36.85

6.6%

93.2%

2032 and thereafter

37

798,533

(d)

10,887,055

13.63

6.8%

100.0%

Leased total

332

5,415,101

$

161,397,258

$

29.81

100.0%

Vacancies as of 12/31/21

1,496,124

Total Portfolio Square Footage

6,911,225


(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 December 31, 2021 multiplied by 12. Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges.
(c)Includes 3 leases that are month-to-month.
(d)Includes 91,958 square feet that are non-revenue producing building amenities.

December 31, 2021| Page 23


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Capital Expenditures

(in thousands)

Year

For the Three Months Ended

Ended

    

31-Mar-21

    

30-Jun-21

    

30-Sep-21

    

31-Dec-21

    

31-Dec-21

Tenant improvements

$

4,491

$

4,277

$

3,952

$

1,881

$

14,601

Deferred leasing costs

2,597

1,922

2,371

1,319

8,209

Non-investment capex

5,336

3,793

4,528

4,672

18,329

Total Capital Expenditures

$

12,424

$

9,992

$

10,851

$

7,872

$

41,139

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 $32.0 million for year ended December 31, 2021 and $19.7 million for the year ended December 31, 2020.

December 31, 2021| Page 24


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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

86,766

Meadow Point

Chantilly

VA

138,537

11/16/21

25,500

1,878

Stonecroft

Chantilly

VA

111,469

11/16/21

14,500

(4,768)

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)

December 31, 2021| Page 25


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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

    

31-Dec-21

    

31-Dec-21

 

Mortgage loan secured by property

FSP Monument Circle LLC (1)

Indianapolis, IN

30-Jun-23

$

24,000

$

24,000

7.51%

$

24,000

$

24,000


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

December 31, 2021| Page 26


Graphic

Net Asset Value Components

(in thousands except per share data)

As of

Assets:

Other information:

    

31-Dec-21

 

    

Loans outstanding on secured RE

    

$

24,000

 

    

Leased SF to be FFO producing

    

Total Market Capitalization Values

Investments in SARs (book basis)

during 2022 and 2023 (in 000's)

152

Shares outstanding

103,998.5

Straight-line rent receivable

49,024

Closing price

$

5.95

Asset held for sale

Straight-line rental revenue current quarter

$

827

Market capitalization

$

618,791

Cash, cash equivalents and restricted cash

40,751

Debt

475,000

Tenant rent receivables

1,954

Management fee income current quarter

$

11

Total Market Capitalization

$

1,093,791

Prepaid expenses

2,869

Interest income from secured loans

443

Office computers and furniture

198

Management fees and interest income from loans

$

454

Other assets:

3 Months

Deferred financing costs, net

1,448

Ended

Other assets: Derivative Market Value

NOI Components

31-Dec-21

Other assets - Right-to-Use Asset

1,086

$

121,330

Same Store NOI (1)

$

19,116

Acquisitions (1) (2)

Liabilities:

Footnotes to the components

Property NOI (1)

19,116

Debt (excluding contra for unamortized financing costs)

$

475,000

Full quarter adjustment (3)

Accounts payable & accrued expenses

94,197

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

Stabilized portfolio

$

19,116

Tenant security deposits

6,219

Other liabilities: lease liability

1,159

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

Other liabilities: derivative liability

5,239

Financial Statement Reconciliation:

$

581,814

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

Rental Revenue

$

42,910

Rental operating expenses

(15,217)

(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

(6,600)

NOI from dispositions & redevelopment properties

(1,841)

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

Taxes (4)

(464)

Management & other fees (5)

328

Property NOI (1)

$

19,116

December 31, 2021| Page 27


Graphic

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.

December 31, 2021| Page 28


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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.

December 31, 2021| Page 29


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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 loss on extinguishment of debt that is non-cash, (3) excluding our proportionate share of FFO and including distributions received, from non-consolidated REITs, (4) excluding the effect of straight-line rent, (5) plus the amortization of deferred financing costs, (6) plus the value of shares issued as compensation and (7) 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.  

December 31, 2021| Page 30


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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

December 31, 2021| Page 31