0001031316false00010313162021-05-042021-05-04

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): May 4, 2021

Franklin Street Properties Corp.

(Exact name of registrant as specified in its charter)

Maryland

001-32470

04-3578653

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

401 Edgewater Place, Suite 200, Wakefield,
Massachusetts

01880

(Address of principal executive offices)

(Zip Code)

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

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol (s)

    

Name of each exchange on which registered

Common Stock, $.0001 par value per share

FSP

NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

1

Item 2.02.  Results of Operations and Financial Condition.

On May 4, 2021, Franklin Street Properties Corp. (the “Registrant”) announced its financial results for the three months ended March 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 May 4, 2021.

99.2

Supplemental Operating and Financial Data for the First 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: May 4, 2021

By:

/s/ George J. Carter

George J. Carter

Chief Executive Officer

4

Exhibit 99.1

PRESS RELEASE

Franklin Street Properties Corp.

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

Contact: Georgia Touma (877) 686-9496

For Immediate Release

Franklin Street Properties Corp. Announces

First Quarter 2021 Results

_______________________________________

Maintains 2021 Disposition Guidance

Anticipates Aggregate Gross Proceeds of Approximately $350 Million to $450 Million

Sale Proceeds to be Primarily Used for Repayment of Debt

FSP Remains Committed to its Sunbelt and Mountain West Market Focus

_______________________________________

Wakefield, MA—May 4, 2021—Franklin Street Properties Corp. (the “Company”, “FSP”, “we” or “our”) (NYSE American:  FSP), a real estate investment trust (REIT), announced its results for the first quarter ended March 31, 2021.    

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

“As the second quarter of 2021 begins, FSP remains focused on two primary objectives for full year 2021: leasing progress and debt reduction.  From a leasing perspective, we are beginning to see increasing exploratory activity by prospective tenants at our properties.  We believe that this increasing exploratory activity is due, at least in part, to increased access to COVID-19 therapeutics and vaccines. From a debt reduction perspective, we are actively working on the potential sale of select properties that we believe have met their near-term value objectives and where such value may not be accurately reflected in our share price.  We are reaffirming our previously announced 2021 disposition guidance to be in the range of $350 million to $450 million in aggregate gross proceeds.  Disposition proceeds are intended to be used primarily for debt reduction.  We believe that leasing progress along with significant debt reduction will provide greater financial flexibility and position the Company for stronger shareholder returns.  

At this time, due primarily to uncertainty surrounding the timing and amount of proceeds from property dispositions, we are continuing suspension of Net Income and FFO guidance.

FSP remains committed to its sunbelt and mountain-west office focus that emphasizes markets/properties with compelling long-term population and employment growth potential. We continue to look forward to 2021 with anticipation and optimism.”  

Financial Highlights

GAAP Net loss was $6.5 million, or $0.06 for the first quarter ended March 31, 2021.  
Funds From Operations (FFO) was $18.0 million, or $0.17 per basic and diluted share, for the first quarter ended March 31, 2021.    
Adjusted Funds From Operations (AFFO) was $0.04 per basic and diluted share for the first quarter ended March 31, 2021.      
We have $576.6 million of liquidity as of March 31, 2021, consisting of $4.1 million of cash and $572.5 million available on our revolving line of credit.    
Our debt is entirely unsecured and we have no scheduled debt maturities until November 30, 2021.      

Investment Update

Actively working on the potential sale of select properties that we believe have met their near-term value objectives and where such value may not be accurately reflected in our share price.


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Reaffirming 2021 disposition guidance to be in the range of $350 to $450 million in aggregate gross proceeds.  Disposition proceeds intended to be used primarily for debt reduction.
Potential disposition properties include: One and Two River Crossing in Indianapolis, Indiana; Timberlake Corporate Center in Chesterfield, Missouri; Meadow Point in Chantilly, Virginia; Innsbrook Corporate Center in Glen Allen, Virginia; Loudoun Technology Center in Dulles, Virginia; One and Two Ravinia Drive in Atlanta, Georgia; and One Overton Park in Atlanta, Georgia.    

COVID-19 Pandemic Update

FSP remains committed to the health and safety of its employees, tenants, vendors and visitors and will continue to implement recommended guidelines for social distancing and other safety protocols at our properties and corporate headquarters.  

We collected in excess of 99% of rental receipts due for the first quarter of 2021 and approximately 99% of rental receipts due for the year ended December 31, 2020.  Due to the high level of uncertainty related to the COVID-19 pandemic, we are unable to predict the level of rental receipts in future months.
During the COVID-19 pandemic, we have received rent relief requests from some of our tenants.  The majority of these requests for relief have been in the form of potential rent deferrals for varying lengths of time.  For the first quarter of 2021, the impact of rent deferrals and write-offs was not material.  We will continue to review each request for rent relief on a case by case basis.  Where prudent, we may grant deferrals and, in some instances, seek extended lease terms.  We are unable to predict the outcomes of these ongoing negotiations, the amount of the rent relief packages, if any, and ultimate recovery of any deferred amounts.  

Leasing Update

   

As the delays caused by the pandemic during the past twelve months have begun to reverse course, we are encouraged by a more robust pipeline of potential new tenants.  We are currently tracking over 800,000 square feet of new prospective tenants, of which approximately 600,000 square feet represents potential net absorption over the next six to twelve months.
During the quarter ended March 31, 2021, we leased approximately 377,000 square feet, of which approximately 370,000 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 34 owned properties (including one redevelopment property) totaling approximately 9.7 million square feet, was approximately 81.0% leased as of March 31, 2021, compared to approximately 83.8% leased as of December 31, 2020.          
During the quarter ended March 31, 2021, we entered into a lease amendment with existing tenant CITGO Petroleum Corporation at our Eldridge Green property in Houston, Texas. The amendment extends the primary term of CITGO’s approximately 250,000 square foot headquarters lease by approximately 11 years, from February 28, 2022 to March 31, 2033.
Lease expirations for the remainder of 2021 are approximately 477,000 square feet, representing approximately 4.9% of our owned portfolio.    
The weighted average GAAP base rent per square foot achieved on leasing activity during the three months ended March 31, 2021 was $28.46, or 1.7% lower 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 three months ended March 31, 2021, was 9.3 years compared to 8.3 years for the full year of 2020.  Overall the portfolio weighted average rent per occupied square foot was $29.89 as of March 31, 2021 compared to $29.60 as of December 31, 2020.

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Dividend Update

On April 2, 2021, the Company announced that its Board of Directors declared a regular quarterly cash dividend for the three months ended March 31, 2021 of $0.09 per share of common stock that will be paid on May 7, 2021 to stockholders of record on April 16, 2021.          

Non-GAAP Financial Information

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

2021 Net Income, FFO and Disposition Guidance

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 2021, as we execute on our strategy to dispose of certain properties that we believe have met their near-term value objectives and where such value may not be accurately reflected in our share price. Anticipated dispositions in 2021 are estimated to result in aggregate gross proceeds in the range of approximately $350 million to $450 million.  We intend to use the proceeds of any such dispositions primarily for the repayment of debt under our revolving line of credit and term loan facilities, any special distributions required to meet REIT requirements, and 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 March 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 May 5, 2021 at 11:00 a.m. (ET) to discuss the first quarter 2021 results. To access the call, please dial 1-800-464-8240. Internationally, the call may be accessed by dialing 1-412-902-6521. To access the call from Canada, please dial 1-866-605-3852. To listen via live audio webcast, please visit the Webcasts & Presentations section in the Investor Relations section of the Company's website (www.fspreit.com) at least ten minutes prior to the start of the call and follow the posted directions. The webcast will also be available via replay from the above location starting one hour after the call is finished.      

About Franklin Street Properties Corp.

Franklin Street Properties Corp., based in Wakefield, Massachusetts, is focused on infill and central business district (CBD) office properties in the U.S. Sunbelt and Mountain West, as well as select opportunistic markets.  FSP seeks value-oriented investments with an eye towards long-term growth and appreciation, as well as current income.  FSP is a Maryland corporation that operates in a manner intended to qualify as a real estate investment


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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 our ability to lease space in the future, expectations for dispositions 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, uncertainty relating to the completion and timing of the disposition of properties under agreement, any inability to dispose of other properties on acceptable terms and any delays in the timing of any such anticipated dispositions, changes in government regulations and regulatory uncertainty, uncertainty about governmental fiscal policy, geopolitical events and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, unanticipated repairs, additional staffing, insurance increases and real estate tax valuation reassessments.  See the “Risk Factors” set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2020, as the same may be updated from time to time in subsequent filings with the United States Securities and Exchange Commission.  Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, acquisitions, dispositions, performance or achievements.  We will not update any of the forward-looking statements after the date of this press release to conform them to actual results or to changes in our expectations that occur after such date, other than as required by law.  

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

Three Months Ended

March 31,

(in thousands, except per share amounts)

  

2021

  

2020

 

Revenue:

Rental

$

58,623

$

62,567

Related party revenue:

Management fees and interest income from loans

410

403

Other

6

13

Total revenue

59,039

62,983

Expenses:

Real estate operating expenses

15,939

17,298

Real estate taxes and insurance

12,366

11,762

Depreciation and amortization

24,381

22,338

General and administrative

4,146

3,525

Interest

8,600

9,063

Total expenses

65,432

63,986

Gain on sale of property

Loss before taxes

(6,393)

(1,003)

Tax expense

67

68

Net loss

$

(6,460)

$

(1,071)

Weighted average number of shares outstanding, basic and diluted

107,328

107,269

Net loss per share, basic and diluted

$

(0.06)

$

(0.01)


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Franklin Street Properties Corp. Financial Results

Supplementary Schedule B

Condensed Consolidated Balance Sheets

(Unaudited)

March 31,

December 31,

(in thousands, except share and par value amounts)

    

2021

    

2020

 

Assets:

Real estate assets:

Land

$

189,155

$

189,155

Buildings and improvements

1,954,838

1,938,629

Fixtures and equipment

13,308

12,949

2,157,301

2,140,733

Less accumulated depreciation

555,688

538,717

Real estate assets, net

1,601,613

1,602,016

Acquired real estate leases, less accumulated amortization of $53,670 and $55,447, respectively

25,836

28,206

Cash, cash equivalents and restricted cash

4,113

4,150

Tenant rent receivables

4,337

7,656

Straight-line rent receivable

69,743

67,789

Prepaid expenses and other assets

5,873

5,752

Related party mortgage loan receivables

21,000

21,000

Office computers and furniture, net of accumulated depreciation of $1,459 and $1,443, respectively

147

163

Deferred leasing commissions, net of accumulated amortization of $26,384 and $30,411, respectively

56,771

56,452

Total assets

$

1,789,433

$

1,793,184

Liabilities and Stockholders’ Equity:

Liabilities:

Bank note payable

$

27,500

$

3,500

Term loans payable, less unamortized financing costs of $2,332 and $2,677, respectively

717,668

717,323

Series A & Series B Senior Notes, less unamortized financing costs of $781 and $822, respectively

199,219

199,178

Accounts payable and accrued expenses

63,456

72,058

Accrued compensation

1,390

3,918

Tenant security deposits

8,041

8,677

Lease liability

1,444

1,536

Other liabilities: derivative liabilities

13,698

17,311

Acquired unfavorable real estate leases, less accumulated amortization of $3,959 and $4,031, respectively

1,433

1,592

Total liabilities

1,033,849

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, 107,328,199 and 107,328,199 shares issued and outstanding, respectively

11

11

Additional paid-in capital

1,357,131

1,357,131

Accumulated other comprehensive loss

(13,698)

(17,311)

Accumulated distributions in excess of accumulated earnings

(587,860)

(571,740)

Total stockholders’ equity

755,584

768,091

Total liabilities and stockholders’ equity

$

1,789,433

$

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

Three Months Ended

March 31,

(in thousands)

    

2021

    

2020

 

Cash flows from operating activities:

Net loss

$

(6,460)

$

(1,071)

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

Depreciation and amortization expense

25,088

23,086

Amortization of above and below market leases

(32)

(73)

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

(13)

Changes in operating assets and liabilities:

Tenant rent receivables

3,319

255

Straight-line rents

(1,904)

(966)

Lease acquisition costs

(50)

(470)

Prepaid expenses and other assets

(532)

(644)

Accounts payable and accrued expenses

(9,564)

(8,215)

Accrued compensation

(2,528)

(2,065)

Tenant security deposits

(636)

269

Payment of deferred leasing commissions

(5,056)

(2,892)

Net cash provided by operating activities

1,645

7,201

Cash flows from investing activities:

Property improvements, fixtures and equipment

(16,022)

(20,054)

Net cash used in investing activities

(16,022)

(20,054)

Cash flows from financing activities:

Distributions to stockholders

(9,660)

(9,654)

Borrowings under bank note payable

36,500

35,000

Repayments of bank note payable

(12,500)

(5,000)

Net cash provided by financing activities

14,340

20,346

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

(37)

7,493

Cash, cash equivalents and restricted cash, beginning of year

4,150

9,790

Cash, cash equivalents and restricted cash, end of period

$

4,113

$

17,283


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule D

Real Estate Portfolio Summary Information

(Unaudited & Approximated)

Commercial portfolio lease expirations (1)

Total

% of

Year

    

Square Feet

    

Portfolio

 

2021

476,748

4.9%

2022

850,092

8.8%

2023

454,431

4.7%

2024

857,738

8.9%

2025

855,745

8.9%

Thereafter (2)

6,165,525

63.8%

9,660,279

100.0%


(1)Percentages are determined based upon total square footage.
(2)Includes 1,725,009 square feet of vacancies at our operating properties and 111,469 square feet of vacancies at our redevelopment properties as of March 31, 2021. We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

(dollars & square feet in 000's)

As of March 31, 2021 (a)

# of

% of

Square

% of

State

    

Properties

    

Investment

    

Portfolio

    

Feet

    

Portfolio

 

Colorado

6

$

548,881

34.3%

2,624

27.2%

Texas

9

338,980

21.1%

2,420

25.0%

Georgia

5

324,932

20.3%

1,967

20.4%

Minnesota

3

120,842

7.5%

757

7.8%

Virginia

4

84,699

5.3%

685

7.1%

North Carolina

1

7,696

0.5%

64

0.7%

Missouri

2

42,555

2.7%

352

3.6%

Illinois

2

45,817

2.9%

372

3.9%

Florida

1

57,535

3.6%

213

2.2%

Indiana

1

29,676

1.8%

206

2.1%

Total

34

$

1,601,613

100.0%

9,660

100.0%

(a)Includes investment in our 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.


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule E

Portfolio and Other Supplementary Information

(Unaudited & Approximated)

Recurring Capital Expenditures

(in thousands)

For the Three Months Ended

    

31-Mar-21

Tenant improvements

$

4,491

Deferred leasing costs

2,597

Non-investment capex

5,336

$

12,424

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

March 31,

December 31,

    

2021

    

2020

 

Operating Properties:

Number of properties

33

32

Square feet

9,548,810

9,331,489

Leased percentage

81.9%

85.0%

Redevelopment Properties (a):

Number of properties

1

2

Square feet

111,469

324,651

Leased percentage

0.0%

48.0%

Total Owned Properties:

Number of properties

34

34

Square feet

9,660,279

9,656,140

Leased percentage

81.0%

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

36

36

Square feet

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.


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Franklin Street Properties Corp. Earnings Release

Supplementary Schedule F

Percentage of Leased Space

(Unaudited & Estimated)

Fourth

First

% Leased (1)

Quarter

% Leased (1)

Quarter

as of

Average %

as of

Average %

    

Property Name

    

Location

    

Square Feet

    

31-Dec-20

    

Leased (2)

    

31-Mar-21

    

Leased (2)

 

1

FOREST PARK

Charlotte, NC

64,198

78.4%

78.4%

78.4%

78.4%

2

MEADOW POINT

Chantilly, VA

138,537

91.1%

77.2%

91.1%

91.1%

3

TIMBERLAKE

Chesterfield, MO

234,496

100.0%

97.1%

100.0%

100.0%

4

TIMBERLAKE EAST

Chesterfield, MO

117,036

100.0%

94.5%

100.0%

100.0%

5

NORTHWEST POINT

Elk Grove Village, IL

177,095

100.0%

100.0%

100.0%

100.0%

6

PARK TEN

Houston, TX

157,460

71.7%

71.7%

71.7%

71.7%

7

PARK TEN PHASE II

Houston, TX

156,746

95.0%

95.0%

95.0%

95.0%

8

GREENWOOD PLAZA

Englewood, CO

196,236

100.0%

100.0%

100.0%

100.0%

9

ADDISON

Addison, TX

289,325

83.7%

83.7%

83.7%

83.7%

10

COLLINS CROSSING

Richardson, TX

300,887

83.5%

83.5%

84.4%

83.8%

11

INNSBROOK

Glen Allen, VA

298,183

57.2%

57.2%

57.2%

57.2%

12

RIVER CROSSING

Indianapolis, IN

205,729

100.0%

100.0%

100.0%

100.0%

13

LIBERTY PLAZA

Addison, TX

216,952

74.1%

74.1%

74.1%

74.1%

14

380 INTERLOCKEN

Broomfield, CO

240,359

76.0%

74.1%

76.0%

76.0%

15

390 INTERLOCKEN

Broomfield, CO

241,512

99.4%

99.4%

99.4%

99.4%

16

BLUE LAGOON

Miami, FL

213,182

73.1%

73.1%

73.1%

73.1%

17

ELDRIDGE GREEN

Houston, TX

248,399

100.0%

100.0%

100.0%

100.0%

18

ONE OVERTON PARK

Atlanta, GA

387,267

95.6%

94.3%

95.5%

95.6%

19

LOUDOUN TECH

Dulles, VA

136,658

98.9%

98.9%

98.9%

98.9%

20

4807 STONECROFT (3)

Chantilly, VA

111,469

0.0%

0.0%

0.0%

0.0%

21

121 SOUTH EIGHTH ST

Minneapolis, MN

297,209

92.6%

92.6%

92.0%

92.2%

22

801 MARQUETTE AVE

Minneapolis, MN

129,821

91.8%

91.8%

91.8%

91.8%

23

LEGACY TENNYSON CTR

Plano, TX

207,049

100.0%

100.0%

41.1%

60.7%

24

ONE LEGACY

Plano, TX

214,110

56.4%

56.4%

56.4%

56.4%

25

909 DAVIS

Evanston, IL

195,098

93.3%

93.3%

93.3%

93.3%

26

ONE RAVINIA DRIVE

Atlanta, GA

386,602

89.0%

89.0%

80.8%

80.8%

27

TWO RAVINIA

Atlanta, GA

411,047

69.2%

69.2%

68.6%

68.7%

28

WESTCHASE I & II

Houston, TX

629,025

53.5%

54.4%

52.4%

52.4%

29

1999 BROADWAY

Denver, CO

680,255

81.8%

82.9%

67.2%

72.4%

30

999 PEACHTREE

Atlanta, GA

621,946

84.5%

84.5%

84.5%

84.5%

31

1001 17TH STREET

Denver, CO

655,420

96.0%

96.5%

96.0%

96.0%

32

PLAZA SEVEN

Minneapolis, MN

330,096

88.5%

90.4%

86.7%

87.3%

33

PERSHING PLAZA

Atlanta, GA

160,145

98.9%

98.9%

98.9%

98.9%

34

600 17TH STREET

Denver, CO

610,730

88.0%

88.0%

87.5%

87.7%

OWNED PORTFOLIO

9,660,279

83.8%

83.9%

81.0%

81.8%


(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.


-11-

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 March 31, 2021

% of

    

Tenant

    

Sq Ft

    

Portfolio

 

1

Centene Management Company, LLC

317,101

3.3%

2

CITGO Petroleum Corporation

248,399

2.6%

3

Ovintiv USA Inc.

234,495

2.4%

4

Eversheds Sutherland (US) LLP

179,868

1.9%

5

EOG Resources, Inc.

169,167

1.7%

6

US Government

168,573

1.7%

7

The Vail Corporation

164,636

1.7%

8

Lennar Homes, LLC

155,808

1.6%

9

T-Mobile South, LLC dba T-Mobile

151,792

1.6%

10

Citicorp Credit Services, Inc

146,260

1.5%

11

Jones Day

140,342

1.5%

12

Kaiser Foundation Health Plan

120,979

1.3%

13

Argo Data Resource Corporation

114,200

1.2%

14

Giesecke & Devrient America

112,110

1.2%

15

Randstad General Partner (US)

111,952

1.2%

16

VMWare, Inc.

100,853

1.0%

17

Deluxe Corporation

98,922

1.0%

18

Ping Identity Corp.

89,856

0.9%

19

Common Grounds, LLC

76,984

0.8%

20

Somerset CPAs, P.C.

71,163

0.7%

Total

2,973,460

30.8%


-12-

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

March 31,

(In thousands, except per share amounts)

   

2021

   

2020

   

Net loss

$

(6,460)

$

(1,071)

Depreciation & amortization

24,349

22,265

NAREIT FFO

17,889

21,194

Lease Acquisition costs

116

98

Funds From Operations (FFO)

$

18,005

$

21,292

Funds From Operations (FFO)

$

18,005

$

21,292

Amortization of deferred financing costs

707

748

Straight-line rent

(1,904)

(966)

Tenant improvements

(4,491)

(10,716)

Leasing commissions

(2,597)

(2,730)

Non-investment capex

(5,336)

(4,527)

Adjusted Funds From Operations (AFFO)

$

4,384

$

3,101

Per Share Data

EPS

$

(0.06)

$

(0.01)

FFO

$

0.17

$

0.20

AFFO

$

0.04

$

0.03

Weighted average shares (basic and diluted)

107,328

107,269


-13-

Funds From Operations (“FFO”)

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

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

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

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

Adjusted Funds From Operations (“AFFO”)

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

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

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


-14-

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 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-Mar-21

    

31-Dec-20

    

(Dec)

    

Change

 

Region

East

 

573

 

$

949

 

$

1,047

$

(98)

 

(9.4)

%

MidWest

 

1,557

 

5,378

 

5,292

 

86

 

1.6

%

South

 

4,387

 

12,423

 

10,481

 

1,942

 

18.5

%

West

 

2,624

 

10,369

 

11,006

 

(637)

 

(5.8)

%

Property NOI* from Operating Properties

 

9,141

 

29,119

 

27,826

 

1,293

 

4.6

%

Dispositions and Redevelopment Properties (a)

519

 

642

 

1,554

 

(912)

 

(3.3)

%

NOI*

9,660

 

$

29,761

 

$

29,380

$

381

 

1.3

%

Sequential Same Store

 

$

29,119

 

$

27,826

$

1,293

 

4.6

%

Less Nonrecurring

Items in NOI* (b)

 

32

 

345

 

(313)

 

1.2

%

Comparative

Sequential Same Store

 

$

29,087

 

$

27,481

$

1,606

 

5.8

%


-15-

Three Months Ended

Three Months Ended

Reconciliation to Net income

31-Mar-21

31-Dec-20

Net income (loss)

 

$

(6,460)

 

$

37,440

Add (deduct):

Gain on sale of property

 

 

(41,928)

Management fee income

 

(465)

 

(464)

Depreciation and amortization

 

24,381

 

21,899

Amortization of above/below market leases

 

(32)

 

(79)

General and administrative

 

4,146

 

3,838

Interest expense

 

8,600

 

9,030

Interest income

 

(394)

 

(391)

Non-property specific items, net

 

(15)

 

35

NOI*

 

$

29,761

 

$

29,380

(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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First Quarter 2021
Table of Contents

Page

Page

Company Information

3

Tenant Analysis and Leasing Activity

Tenants by Industry

18

Key Financial Data

20 Largest Tenants with Annualized Rent and Remaining Term

19-20

Financial Highlights

4

Leasing Activity

21

Income Statements

5

Lease Expirations by Square Feet

22

Balance Sheets

6

Lease Expirations with Annualized Rent per Square Foot

23

Cash Flow Statements

7

Redevelopment Activity

24

Property Net Operating Income (NOI)

8

Capital Expenditures

25

Reconciliation

Transaction Activity

26

FFO & AFFO

9

EBITDA

10

Loan Portfolio of Secured Real Estate

27

Property NOI

11

Net Asset Value Components

28

Debt Summary

12

Appendix: Non-GAAP Financial Measures Definitions

Capital Analysis

13

FFO

29

EBITDA and NOI

30

Owned and Managed Portfolio Overview

14-17

AFFO

31

All financial information contained in this supplemental information package is unaudited.  In addition, certain statements contained in this supplemental information package may be deemed to be forward-looking statements within the meaning of the federal securities laws.  Although FSP believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.  Factors that could cause actual results to differ materially from FSP’s current expectations include adverse changes in general economic or local market conditions, including as a result of the COVID-19 pandemic and other potential infectious disease outbreaks and terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, increasing interest rates, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, 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

March 31, 2021| Page 2


Graphic

Company Information

Overview

Snapshot (as of March 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

34 (1)

Total Square Feet

9.7 Million (1)

Trading Symbol

FSP

Exchange

NYSE American

Common Shares Outstanding

107,328,199

Quarterly Dividend

$0.09

Our Business

Dividend Yield

6.6%

As of March 31, 2021, the Company owned and operated a portfolio of real estate consisting of 33 operating  properties, one redevelopment property and two managed Sponsored REITs.  From time-to-time, the Company may acquire, develop or redevelop real estate, make additional secured loans or acquire one of its Sponsored REITs. The Company may also pursue, on a selective basis, the sale of its properties in order to take advantage of the value creation and demand for its properties, or for geographic or property specific reasons.

Total Market Capitalization

$1.5 Billion (2)

Insider Holdings

4.72%

Graphic

Management Team

George J. Carter

Jeffrey B. Carter

Chief Executive Officer and

President and Chief Investment

Chairman of the Board

Officer

John G. Demeritt

Scott H. Carter

Executive Vice President, Chief

Executive Vice President, General

Financial Officer and Treasurer

Counsel and Secretary

John F. Donahue

Eriel Anchondo

Executive Vice President

Executive Vice President and

Chief Operating Officer

Pershing Park Plaza, Atlanta, GA

Inquiries

Inquiries should be directed to: Georgia Touma

877.686.9496 or [email protected]

(1) Includes both operating and redevelopment properties.

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

outstanding.

March 31, 2021| Page 3


Graphic

Summary of Financial Highlights

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

31-Mar-21

    

    

31-Dec-20

    

30-Sep-20

    

30-Jun-20

31-Mar-20

 

Income Items:

Rental revenue

$

58,623

$

59,408

$

61,834

$

60,398

$

62,567

Total revenue

59,039

59,810

62,247

60,808

62,983

Net income (loss)

(6,460)

37,440

(1,679)

(2,075)

(1,071)

Adjusted EBITDA (a)*

26,556

26,409

29,334

29,139

30,325

FFO*

18,005

17,466

20,446

20,194

21,292

AFFO*

4,384

4,867

3,452

165

3,101

Per Share Data:

EPS

$

(0.06)

$

0.35

$

(0.02)

$

(0.02)

$

(0.01)

FFO*

$

0.17

$

0.16

$

0.19

$

0.19

$

0.20

AFFO*

$

0.04

$

0.05

$

0.03

$

0.00

$

0.03

Weighted Average Shares (diluted)

107,328

107,328

107,328

107,287

107,269

Closing share price

$

5.45

$

4.37

$

3.66

$

5.09

$

5.73

Dividend declared

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

Balance Sheet Items:

Real estate, net

$

1,601,613

$

1,602,016

$

1,649,649

$

1,645,898

$

1,639,196

Other assets, net

187,820

191,168

190,372

189,537

208,431

Total assets, net

1,789,433

1,793,184

1,840,021

1,835,435

1,847,627

Total liabilities, net

1,033,849

1,025,093

1,102,556

1,089,432

1,090,309

Shareholders' equity

755,584

768,091

737,465

746,003

757,318

Market Capitalization and Debt:

Total Market Capitalization (b)

$

1,532,439

$

1,392,524

$

1,392,821

$

1,546,301

$

1,614,653

Total debt outstanding (excluding unamortized financing costs)

$

947,500

$

923,500

$

1,000,000

$

1,000,000

$

1,000,000

Debt to Total Market Capitalization

61.8%

66.3%

71.8%

64.7%

61.9%

Net Debt to Adjusted EBITDA ratio (a)*

8.9

8.7

8.5

8.6

8.1

Operating Properties Leasing Statistics (c):

Operating properties assets

33

32

32

32

32

Operating properties total SF

9,548,810

9,331,489

9,526,822

9,508,226

9,506,513

Operating properties % leased

81.9%

85.0%

85.6%

84.5%

85.4%


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

*

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

March 31, 2021| Page 4


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Condensed Consolidated Income Statements

($ in thousands, except per share amounts)

For the

For the Three Months Ended

For the Three Months Ended

Year Ended

31-Mar-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

31-Dec-20

Revenue:

Rental

  

$

58,623

  

$

62,567

  

$

60,398

  

$

61,834

  

$

59,408

  

$

244,207

Related party revenue:

Management fees and interest income from loans

410

403

405

400

402

1,610

Other

6

13

5

13

31

Total revenue

59,039

62,983

60,808

62,247

59,810

245,848

Expenses:

Real estate operating expenses

15,939

17,298

15,470

16,730

17,442

66,940

Real estate taxes and insurance

12,366

11,762

12,307

12,279

12,042

48,390

Depreciation and amortization

24,381

22,338

22,245

22,076

21,899

88,558

General and administrative

4,146

3,525

3,817

3,817

3,838

14,997

Interest

8,600

9,063

8,980

8,953

9,030

36,026

Total expenses

65,432

63,986

62,819

63,855

64,251

254,911

Gain on sale of property

41,928

41,928

Income (loss) before taxes on income

(6,393)

(1,003)

(2,011)

(1,608)

37,487

32,865

Tax expense on income

67

68

64

71

47

250

Net income (loss)

$

(6,460)

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Weighted average number of shares outstanding, basic and diluted

107,328

107,269

107,287

107,328

107,328

107,303

Net income (loss) per share, basic and diluted

$

(0.06)

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

March 31, 2021| Page 5


$ in thousands, except per share amounts)

Graphic

Condensed Consolidated Balance Sheets

(in thousands)

March 31,

March 31,

June 30,

September 30,

December 31,

    

2021

  

  

2020

2020

    

2020

    

2020

 

Assets:

Real estate assets:

Land

$

189,155

$

191,578

$

191,578

$

191,578

$

189,155

Buildings and improvements

1,954,838

1,941,952

1,964,308

1,983,979

1,938,629

Fixtures and equipment

13,308

11,917

12,250

12,714

12,949

2,157,301

2,145,447

2,168,136

2,188,271

2,140,733

Less accumulated depreciation

555,688

506,251

522,238

538,622

538,717

Real estate assets, net

1,601,613

1,639,196

1,645,898

1,649,649

1,602,016

Acquired real estate leases, net

25,836

37,270

34,022

31,011

28,206

Cash, cash equivalents and restricted cash

4,113

17,283

2,890

4,840

4,150

Tenant rent receivables, net

4,337

3,609

4,192

4,007

7,656

Straight-line rent receivable, net

69,743

68,317

69,062

71,033

67,789

Prepaid expenses and other assets

5,873

7,486

6,506

6,538

5,752

Related party mortgage loan receivable

21,000

21,000

21,000

21,000

21,000

Office computers and furniture, net of accumulated depreciation

147

215

196

178

163

Deferred leasing commissions, net

56,771

53,251

51,669

51,765

56,452

Total assets

$

1,789,433

$

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

766,124

766,493

766,863

717,323

Series A & Series B Senior Notes

199,219

199,055

199,096

199,137

199,178

Accounts payable and accrued expenses

63,456

57,076

55,712

69,905

72,058

Accrued compensation

1,390

1,335

2,278

3,634

3,918

Tenant security deposits

8,041

9,615

9,155

9,435

8,677

Lease liability

1,444

1,803

1,716

1,627

1,536

Other liabilities: derivative liabilities

13,698

23,035

22,958

20,157

17,311

Acquired unfavorable real estate leases, net

1,433

2,266

2,024

1,798

1,592

Total liabilities

1,033,849

1,090,309

1,089,432

1,102,556

1,025,093

Commitments and contingencies

Stockholders’ Equity:

Preferred stock

Common stock

11

11

11

11

11

Additional paid-in capital

1,357,131

1,356,794

1,357,131

1,357,131

1,357,131

Accumulated other comprehensive income (loss)

(13,698)

(23,035)

(22,958)

(20,157)

(17,311)

Accumulated distributions in excess of accumulated earnings

(587,860)

(576,452)

(588,181)

(599,520)

(571,740)

Total stockholders’ equity

755,584

757,318

746,003

737,465

768,091

Total liabilities and stockholders’ equity

$

1,789,433

$

1,847,627

$

1,835,435

$

1,840,021

$

1,793,184

March 31, 2021| Page 6


Graphic

Condensed Consolidated Statements of Cash Flows

(in thousands)

Three Months Ended March 31,

2021

2020

Cash flows from operating activities:

Net loss

$

(6,460)

$

(1,071)

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

Depreciation and amortization expense

25,088

23,086

Amortization of above and below market leases

(32)

(73)

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

(13)

Changes in operating assets and liabilities:

Tenant rent receivables

3,319

255

Straight-line rents

(1,904)

(966)

Lease acquisition costs

(50)

(470)

Prepaid expenses and other assets

(532)

(644)

Accounts payable and accrued expenses

(9,564)

(8,215)

Accrued compensation

(2,528)

(2,065)

Tenant security deposits

(636)

269

Payment of deferred leasing commissions

(5,056)

(2,892)

Net cash provided by operating activities

1,645

7,201

Cash flows from investing activities:

Property improvements, fixtures and equipment

(16,022)

(20,054)

Net cash used in investing activities

(16,022)

(20,054)

Cash flows from financing activities:

Distributions to stockholders

(9,660)

(9,654)

Borrowings under bank note payable

36,500

35,000

Repayments of bank note payable

(12,500)

(5,000)

Net cash provided by financing activities

14,340

20,346

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

(37)

7,493

Cash, cash equivalents and restricted cash, beginning of period

4,150

9,790

Cash, cash equivalents and restricted cash, end of period

$

4,113

$

17,283

March 31, 2021| Page 7


Graphic

Property Net Operating Income (NOI)* with

Same Store Comparison (in thousands)

Rentable

Year

 

Square Feet

Three Months Ended

Three Months Ended

Ended

Inc

%

 

(in thousands)

    

or RSF

   

31-Mar-21

   

31-Mar-20

   

30-Jun-20

   

30-Sep-20

31-Dec-20

   

31-Dec-20

   

(Dec)

   

Change

 

Region

East

 

573

 

$

949

 

$

1,325

 

$

1,552

 

$

922

$

1,047

 

$

4,846

 

$

(376)

 

(28.4)

%

MidWest

 

1,557

 

5,378

 

5,485

 

5,089

 

5,069

 

5,292

 

20,935

 

(107)

 

(2.0)

%

South

 

4,387

 

12,423

 

13,290

 

13,025

 

13,619

 

10,481

 

50,415

 

(867)

 

(6.5)

%

West

 

2,624

 

10,369

 

11,463

 

11,211

 

10,976

 

11,006

 

44,656

 

(1,094)

 

(9.5)

%

Property NOI* from Operating Properties

 

9,141

 

29,119

 

31,563

 

30,877

 

30,586

 

27,826

 

120,852

 

(2,444)

 

(7.7)

%

Dispositions and Redevelopment Properties (a)

519

 

642

 

1,311

 

1,319

1,611

1,554

 

5,795

 

(669)

 

(1.8)

%

Property NOI*

9,660

 

$

29,761

 

$

32,874

 

$

32,196

 

$

32,197

$

29,380

 

$

126,647

 

$

(3,113)

 

(9.5)

%

 

Same Store

 

$

29,119

 

$

31,563

 

$

30,877

 

$

30,586

$

27,826

 

$

120,852

 

$

(2,444)

 

(7.7)

%

Less Nonrecurring

Items in NOI* (b)

 

32

 

26

 

810

351

345

 

1,532

 

6

 

(0.1)

%

Comparative

Same Store

 

$

29,087

 

$

31,537

 

$

30,067

 

$

30,235

$

27,481

 

$

119,320

 

$

(2,450)

 

(7.8)

%


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

*

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

March 31, 2021| Page 8


Graphic

FFO* & AFFO* Reconciliation

(in thousands, except per share amounts)

Year

Three Months Ended

Three Months Ended

Ended

    

31-Mar-21

 

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

Net income (loss)

$

(6,460)

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Gain on sale of property

(41,928)

(41,928)

Depreciation & amortization

24,349

22,265

22,170

21,989

21,820

88,244

NAREIT FFO*

17,889

21,194

20,095

20,310

17,332

78,931

Lease Acquisition costs

116

98

99

136

134

467

Funds From Operations (FFO)*

$

18,005

$

21,292

$

20,194

$

20,446

$

17,466

$

79,398

Adjusted Funds From Operations (AFFO)*

Funds From Operations (FFO)*

$

18,005

$

21,292

$

20,194

$

20,446

$

17,466

$

79,398

Amortization of deferred financing costs

707

748

726

727

824

3,025

Shares issued as compensation

337

337

Straight-line rent

(1,904)

(966)

(377)

(1,293)

951

(1,685)

Tenant improvements

(4,491)

(10,716)

(13,531)

(8,022)

(837)

(33,106)

Leasing commissions

(2,597)

(2,730)

(603)

(2,033)

(7,432)

(12,798)

Non-investment capex

(5,336)

(4,527)

(6,581)

(6,373)

(6,105)

(23,586)

Adjusted Funds From Operations (AFFO)*

$

4,384

$

3,101

$

165

$

3,452

$

4,867

$

11,585

Per Share Data:

EPS

$

(0.06)

$

(0.01)

$

(0.02)

$

(0.02)

$

0.35

$

0.30

FFO*

0.17

0.20

0.19

0.19

0.16

0.74

AFFO*

0.04

0.03

0.00

0.03

0.05

0.11

Weighted Average Shares (basic and diluted)

107,328

107,269

107,287

107,328

107,328

107,303


*

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

March 31, 2021| Page 9


Graphic

EBITDA* & Adjusted EBITDA* Reconciliation

(in thousands, except ratio amounts)

Year

Three Months Ended

Three Months Ended

Ended

    

31-Mar-21

    

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

 

Net income (loss)

$

(6,460)

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Interest expense

8,600

9,063

8,980

8,953

9,030

36,026

Depreciation and amortization

24,349

22,265

22,170

21,989

21,820

88,244

Income taxes

67

68

64

71

47

250

EBITDA (1)*

$

26,556

$

30,325

$

29,139

$

29,334

$

68,337

$

157,135

(Gain) loss on sale of properties and provisions for loss
on properties held for sale or equity investments

(41,928)

(41,928)

Adjusted EBITDA (1)*

$

26,556

$

30,325

$

29,139

$

29,334

$

26,409

$

115,207

Interest expense

$

8,600

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Scheduled principal payments

Interest and scheduled principal payments

$

8,600

$

9,063

$

8,980

$

8,953

$

9,030

$

36,026

Interest coverage ratio (1)

3.09

3.35

3.24

3.28

2.92

3.20

Debt service coverage ratio (1)

3.09

3.35

3.24

3.28

2.92

3.20

Debt excluding unamortized financing costs

$

947,500

$

1,000,000

$

1,000,000

$

1,000,000

$

923,500

Cash, cash equivalents and restricted cash

4,113

17,283

2,890

4,840

4,150

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

$

943,387

$

982,717

$

997,110

$

995,160

$

919,350

Adjusted EBITDA (1)*

$

26,556

$

30,325

$

29,139

$

29,334

$

26,409

Annualized

$

106,224

$

121,300

$

116,556

$

117,336

$

105,636

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

8.9

8.1

8.6

8.5

8.7


*

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

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

March 31, 2021| Page 10


Graphic

Reconciliation of Net Income (Loss) to Property NOI*

(in thousands)

Year

Three Months Ended

Three Months Ended

Ended

    

31-Mar-21

    

31-Mar-20

    

30-Jun-20

    

30-Sep-20

    

31-Dec-20

    

31-Dec-20

 

Net income (loss)

$

(6,460)

$

(1,071)

$

(2,075)

$

(1,679)

$

37,440

$

32,615

Add (deduct):

Gain on sale of property

(41,928)

(41,928)

Management fee income

(465)

(478)

(446)

(484)

(464)

(1,872)

Depreciation and amortization

24,381

22,338

22,245

22,076

21,899

88,558

Amortization of above/below market leases

(32)

(73)

(75)

(86)

(79)

(313)

General and administrative

4,146

3,525

3,817

3,817

3,838

14,997

Interest expense

8,600

9,063

8,980

8,953

9,030

36,026

Interest income

(394)

(382)

(381)

(386)

(391)

(1,540)

Non-property specific items, net

(15)

(48)

131

(14)

35

104

Property NOI*

$

29,761

$

32,874

$

32,196

$

32,197

$

29,380

$

126,647


*

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

March 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-Mar-21

    

Components

    

31-Mar-21

    

Fee

 

BAML Revolver

12-Jan-22

$

600,000

$

27,500

Libor

 + 

1.20%

1.30%

0.25%

JPM Term Loan

30-Nov-21

100,000

100,000

2.44%

 + 

1.25%

3.69%

BAML Term Loan

12-Jan-23

400,000

400,000

1.12%

 + 

1.35%

2.47%

BMO Term Loan Tranche A

30-Nov-21

55,000

55,000

2.39%

 + 

1.25%

3.64%

BMO Term Loan Tranche B

31-Jan-24

165,000

165,000

2.39%

 + 

1.25%

3.64%

Series A Senior Notes

20-Dec-24

116,000

116,000

3.99%

Series B Senior Notes

20-Dec-27

84,000

84,000

4.26%

$

1,520,000

$

947,500

3.18%

The table above is a summary of our debt.  Additional information on our debt can be found in our Annual Report on Form 10-K for the year ended December 31, 2020, as updated in our Quarterly Reports on Form 10-Q, on file with the U.S. Securities and Exchange Commission.  
The BAML Revolver is subject to a 25 basis point facility fee based on our credit rating and, when applied to our availability of $600 million at March 31, 2021, would be $1.5 million annually as of March 31, 2021.      
We incurred financing costs, some of which are deferred and amortized into interest expense during the terms of the loans we execute.  We estimate the annualized amount of the amortization included in interest expense will be approximately $2.8 million.    

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

March 31, 2021| Page 12


Graphic

Capital Analysis

(in thousands, except per share amounts)

31-Mar-21

31-Mar-20

30-Jun-20

30-Sep-20

31-Dec-20

Market Data:

    

  

  

    

    

    

  

Shares Outstanding

107,328

107,269

107,328

107,328

107,328

Closing market price per share

$

5.45

$

5.73

$

5.09

$

3.66

$

4.37

Market capitalization

$

584,939

$

614,653

$

546,301

$

392,821

$

469,024

Total debt outstanding excluding unamortized financing costs

947,500

1,000,000

1,000,000

1,000,000

923,500

Total Market Capitalization

$

1,532,439

$

1,614,653

$

1,546,301

$

1,392,821

$

1,392,524

Dividend Data:

Total dividends declared for the quarter

$

9,660

$

9,654

$

9,654

$

9,660

$

9,660

Common dividend declared per share

$

0.09

$

0.09

$

0.09

$

0.09

$

0.09

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

(150)%

(901)%

(465)%

(575)%

26%

Declared dividend as a % of AFFO* per share

220%

311%

5852%

280%

198%

Liquidity:

Cash, cash equivalents and restricted cash

$

4,113

$

17,283

$

2,890

$

4,840

$

4,150

Revolver:

Gross potential available under the BAML Revolver

600,000

600,000

600,000

600,000

600,000

Less:

Outstanding balance

(27,500)

(30,000)

(30,000)

(30,000)

(3,500)

Total Liquidity

$

576,613

$

587,283

$

572,890

$

574,840

$

600,650


*

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

March 31, 2021| Page 13


Graphic

Owned Portfolio Overview

As of the Quarter Ended

    

31-Mar-21

31-Dec-20

30-Sep-20

30-Jun-20

31-Mar-20

 

Operating Properties:

Number of properties

33

32

32

32

32

Square feet

9,548,810

9,331,489

9,526,822

9,508,226

9,506,513

Leased percentage

81.9%

85.0%

85.6%

84.5%

85.4%

Redevelopment Properties (a):

Number of properties

1

2

3

3

3

Square feet

111,469

324,651

388,849

405,215

405,215

Leased percentage

0.0%

48.0%

53.0%

55.8%

55.8%

Total Owned Properties:

Number of properties

34

34

35

35

35

Square feet

9,660,279

9,656,140

9,915,671

9,913,441

9,911,728

Leased percentage

81.0%

83.8%

84.3%

83.3%

84.2%

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

36

36

37

37

37

Square feet

10,008,824

10,004,685

10,264,216

10,261,986

10,260,273

(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.

March 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

Washington, D.C.

Chicago

Meadow Point

Chantilly

VA

138,537

91.1%

70.3%

$

24.72

Northwest Point

Elk Grove Village

IL

177,095

100.0%

100.0%

$

29.90

Loudoun Tech Center

Dulles

VA

136,658

98.9%

98.9%

$

20.73

909 Davis Street

Evanston

IL

195,098

93.3%

93.3%

$

40.68

Stonecroft (c)

Chantilly

VA

111,469

0.0%

0.0%

$

Indianapolis

Richmond, VA

River Crossing

Indianapolis

IN

205,729

100.0%

99.5%

$

25.16

Innsbrook

Glen Allen

VA

298,183

57.2%

57.2%

$

18.65

St. Louis

Charlotte, NC

Timberlake

Chesterfield

MO

234,496

100.0%

95.7%

$

32.88

Forest Park

Charlotte

NC

64,198

78.4%

34.5%

$

25.93

Timberlake East

Chesterfield

MO

117,036

100.0%

83.6%

$

26.99

Minneapolis

121 South 8th Street

Minneapolis

MN

297,209

92.0%

83.9%

$

23.75

801 Marquette Ave

Minneapolis

MN

129,821

91.8%

37.0%

$

35.11

Plaza Seven

Minneapolis

MN

330,096

86.7%

85.7%

$

32.61

East Region Total

749,045

64.4%

56.8%

$

21.08

Midwest Region Total

1,686,580

94.6%

86.9%

$

30.49


(a)Weighted Occupied Percentage for the three months ended March 31, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.
(c)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

March 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%

60.7%

$

15.28

380 Interlocken

Broomfield

CO

240,359

76.0%

73.1%

$

33.73

One Legacy Circle

Plano

TX

214,110

56.4%

56.4%

$

38.79

1999 Broadway

Denver

CO

680,255

67.2%

70.7%

$

33.20

Addison Circle

Addison

TX

289,325

83.7%

83.7%

$

31.40

Greenwood Plaza

Englewood

CO

196,236

100.0%

100.0%

$

25.21

Collins Crossing

Richardson

TX

300,887

84.4%

83.5%

$

27.42

390 Interlocken

Broomfield

CO

241,512

99.4%

99.4%

$

33.03

Liberty Plaza

Addison

TX

216,952

74.1%

72.8%

$

23.12

1001 17th Street

Denver

CO

655,420

96.0%

95.8%

$

37.08

600 17th Street

Denver

CO

610,730

87.5%

86.3%

$

32.26

Houston

West Region Total

2,624,512

85.3%

85.6%

$

33.39

Park Ten

Houston

TX

157,460

71.7%

71.7%

$

31.29

Eldridge Green

Houston

TX

248,399

100.0%

100.0%

$

29.01

Total Owned Properties

9,660,279

81.0%

78.8%

$

29.89

Park Ten Phase II

Houston

TX

156,746

95.0%

95.0%

$

29.14

Westchase I & II

Houston

TX

629,025

52.4%

52.4%

$

28.03

Miami-Ft. Lauderdale-West Palm Beach

Blue Lagoon Drive

Miami

FL

213,182

73.1%

48.7%

$

26.23

Atlanta

One Overton Park

Atlanta

GA

387,267

95.5%

93.2%

$

21.58

One Ravinia

Atlanta

GA

386,602

80.8%

79.3%

$

26.49

Two Ravinia

Atlanta

GA

411,047

68.6%

67.3%

$

27.24

Pershing Plaza

Atlanta

GA

160,145

98.9%

98.9%

$

33.67

999 Peachtree

Atlanta

GA

621,946

84.5%

84.3%

$

34.52

South Region Total

4,600,142

76.2%

75.4%

$

28.45


(a)Weighted Occupied Percentage for the year ended March 31, 2021.
(b)Weighted Average GAAP Rent per Occupied Square Foot.
(c)We define redevelopment properties as properties being developed, redeveloped or where redevelopment is complete, but are in lease-up and that are not stabilized.

March 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

10,008,824

March 31, 2021| Page 17


Graphic

Tenants by Industry

(By Square Feet)

Graphic

March 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

Centene Management Company, LLC (b)

3

111, 111, 111

317,101

3.3%

$

5,584,634

2.5%

2

CITGO Petroleum Corporation

1

144

248,399

2.6%

2,923,656

1.3%

3

Ovintiv USA Inc.

1

11

234,495

2.4%

9,967,297

4.5%

4

Eversheds Sutherland (US) LLP

1

61

179,868

1.9%

6,107,389

2.8%

5

EOG Resources, Inc.

1

69

169,167

1.7%

6,175,431

2.8%

6

US Government (c)

2

58, 118

168,573

1.7%

1,265,508

0.6%

7

The Vail Corporation

1

108

164,636

1.7%

5,595,595

2.6%

8

Lennar Homes, LLC (d)

1

192

155,808

1.6%

0.0%

9

T-Mobile South, LLC dba T-Mobile

1

53

151,792

1.6%

4,143,922

1.9%

10

Citicorp Credit Services, Inc

1

77

146,260

1.5%

4,766,613

2.2%

11

Jones Day

1

2

140,342

1.5%

4,952,119

2.3%

12

Kaiser Foundation Health Plan

1

38

120,979

1.3%

3,669,785

1.7%

13

Argo Data Resource Corporation (e)

1

30, 113

114,200

1.2%

3,256,984

1.5%

14

Giesecke & Devrient America

1

45

112,110

1.2%

2,180,540

1.0%

15

Randstad General Partner (US) (f)

1

3, 129

111,952

1.2%

29,108

0.0%

16

VMWare, Inc.

1

62

100,853

1.0%

3,456,232

1.6%

17

Deluxe Corporation (g)

1

193

98,922

1.0%

0.0%

18

Ping Identity Corp.

1

63

89,856

0.9%

3,529,544

1.6%

19

Common Grounds, LLC (h)

2

123,138

76,984

0.8%

3,079,379

1.4%

20

Somerset CPAs, P.C. (i)

1

15, 139

71,163

0.7%

1,723,450

0.8%

Total

2,973,460

30.8%

$

72,407,186

33.1%


Footnotes on next page

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

(b)

Includes 70,881 square feet, which commences in 2022 and is currently occupied by another tenant with a lease expiring December 31, 2021.

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

(d) Rent commences on April 1, 2021.

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

(f) Includes 5,991 square feet, which expire in 2021 and 105,961 square feet, which expire on December 31, 2021.

(g) Lease commences on July 1, 2021 and rent commences on August 1, 2022.

(h) Includes 27,478 square feet, which expire in 2031 and 49,506 square feet, which expire in 2032.

(i) Includes 707 square feet, which expire in 2022 and 70,456 square feet, which expire in 2032.

March 31, 2021| Page 20


Graphic

Leasing Activity

(Owned Portfolio)

Year

Year

    

Three Months Ended

Ended

    

Ended

    

 

Leasing Activity (a)

31-Mar-21

31-Mar-20

31-Dec-20

31-Dec-19

(in Square Feet - SF)

New leasing

7,000

144,000

368,000

534,000

Renewals and expansions

370,000

136,000

762,000

883,000

377,000

280,000

1,130,000

1,417,000

Other information per SF

(Activity on a year-to-date basis)

GAAP Rents on leasing

$

28.46

$

31.17

$

28.47

$

31.78

Weighted average lease term

9.3 Years

6.3 Years

8.3 Years

8.3 Years

Increase or decrease over average GAAP rents in prior year (b)

(1.7)%

10.5%

7.7%

10.9%

Average free rent

9 Months

4 Months

5 Months

3 Months

Tenant Improvements

$

18.67

$

22.13

$

34.07

$

34.44

Leasing Costs

$

10.23

$

7.80

$

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.

March 31, 2021| Page 21


Graphic

Lease Expirations by Square Feet (a)

(Owned Portfolio)

Graphic

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

March 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

 

2021

42

(c)

476,748

$

14,505,381

$

30.43

6.6%

6.6%

2022

79

850,092

31,040,626

36.51

14.2%

20.8%

2023

67

454,431

15,255,345

33.57

7.0%

27.8%

2024

63

857,738

26,957,166

31.43

12.3%

40.1%

2025

57

855,745

25,023,712

29.24

11.5%

51.6%

2026

42

809,877

25,502,867

31.49

11.7%

63.3%

2027

20

720,326

21,639,882

30.04

9.9%

73.2%

2028

19

450,799

11,283,042

25.03

5.2%

78.4%

2029

12

405,689

12,769,334

31.48

5.8%

84.2%

2030

9

735,881

19,180,497

26.06

8.8%

93.0%

2031 and thereafter

73

1,206,475

(d)

15,368,291

12.74

7.0%

100.0%

Leased total

483

7,823,801

$

218,526,143

$

27.93

100.0%

Vacancies as of 3/31/21

1,725,009

Redevelopment properties (e)

111,469

Total Portfolio Square Footage

9,660,279


(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 March 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 117,089 square feet that are non-revenue producing building amenities.
(e)Redevelopment properties include properties being developed, redeveloped, or where redevelopment is complete, but are in lease-up and that are not stabilized.

March 31, 2021| Page 23


Graphic

Redevelopment Activity

(in 000's except square feet)

Estimated

Estimated

Incurred

Percent

Estimated

Leased

Occupied

Rentable

Anticipated

Through

Leased

Completion

Stabilization

Stabilization

Property Name

    

City

    

State

    

Square Feet

    

Investment (1)

    

31-Mar-21

    

31-Mar-21

    

Date

    

Date

    

Date

Redevelopment in Process

Stonecroft

Chantilly

VA

111,469

$

18,462

$

2,281

0.0%

July-21

January-22

December-22

Total Office in Process

111,469

$

18,462

$

2,281

(1)Anticipated Investment includes capitalized redevelopment costs, capitalized interest and lease-up costs.

March 31, 2021| Page 24


Graphic

Capital Expenditures

(in thousands)

For the Three Months Ended

    

31-Mar-21

Tenant improvements

$

4,491

Deferred leasing costs

2,597

Non-investment capex

5,336

Total Capital Expenditures

$

12,424

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 $9.6 million for three months ended March 31, 2021 and $19.7 million for the year ended December 31, 2020.

March 31, 2021| Page 25


Graphic

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

2015

Two Ravinia

Atlanta

GA

442,130

4/8/15

$

78,000

Recent Dispositions:

Gross Sale

Gain (loss)

    

City

    

State

    

Square Feet

    

Date Sold

    

Proceeds

    

on Sale

 

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)

2015

Willow Bend

Plano

TX

117,050

2/23/15

$

20,750

$

1,462

Eden Bluff

Eden Prairie

MN

153,028

3/31/15

28,000

9,000

Park Seneca

Charlotte

NC

109,699

5/13/15

8,150

949

Montague

San Jose

CA

145,561

12/9/15

30,250

12,251

March 31, 2021| Page 26


Graphic

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-Mar-21

    

31-Mar-21

 

Mortgage loan secured by property

FSP Monument Circle LLC (1)

Indianapolis, IN

6-Dec-22

$

21,000

$

21,000

7.51%

$

21,000

$

21,000


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

March 31, 2021| Page 27


Graphic

Net Asset Value Components

(in thousands except per share data)

As of

Assets:

Other information:

    

31-Mar-21

 

    

Loans outstanding on secured RE

    

$

21,000

 

    

Leased SF to be FFO producing

    

Total Market Capitalization Values

Investments in SARs (book basis)

during 2021 and 2022 (in 000's)

209

Shares outstanding

107,328.2

Straight-line rent receivable

69,743

Closing price

$

5.45

Asset held for sale

Straight-line rental revenue current quarter

$

1,904

Market capitalization

$

584,939

Cash, cash equivalents and restricted cash

4,113

Debt

947,500

Tenant rent receivables

4,337

Management fee income current quarter

$

16

Total Market Capitalization

$

1,532,439

Prepaid expenses

3,483

Interest income from secured loans

394

Office computers and furniture

147

Management fees and interest income from loans

$

410

Other assets:

3 Months

Deferred financing costs, net

4,141

Ended

Other assets: Derivative Market Value

NOI Components

31-Mar-21

Other assets - Right-to-Use Asset

1,362

$

108,326

Same Store NOI (1)

$

29,119

Acquisitions (1) (2)

Liabilities:

Footnotes to the components

Property NOI (1)

29,119

Debt (excluding contra for unamortized financing costs)

$

947,500

Full quarter adjustment (3)

Accounts payable & accrued expenses

64,846

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

Stabilized portfolio

$

29,119

Tenant security deposits

8,041

Other liabilities: lease liability

1,444

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

Other liabilities: derivative liability

13,698

Financial Statement Reconciliation:

$

1,035,529

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

Rental Revenue

$

58,623

Rental operating expenses

(15,939)

(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

(12,366)

NOI from dispositions & redevelopment properties

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

Taxes (4)

(67)

Management & other fees (5)

(1,132)

Property NOI (1)

$

29,119

March 31, 2021| Page 28


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.

March 31, 2021| Page 29


Graphic

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 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 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.

March 31, 2021| Page 30


Graphic

Appendix: Non-GAAP Financial Measure Definitions

Definition of Adjusted Funds From Operations (AFFO)

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

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

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

March 31, 2021| Page 31


Graphic

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

March 31, 2021| Page 32