Equity Commonwealth (NYSE: EQC) today reported financial results
for the quarter and year ended December 31, 2023.
Financial results for the quarter ended December 31,
2023
Net income attributable to common shareholders was $24.6
million, or $0.23 per diluted share, for the quarter ended December
31, 2023. This compares to net income attributable to common
shareholders of $18.9 million, or $0.17 per diluted share, for the
quarter ended December 31, 2022. The increase in net income was
primarily due to an increase in interest income from higher average
interest rates.
Funds from Operations, or FFO, as defined by the National
Association of Real Estate Investment Trusts, for the quarter ended
December 31, 2023, were $28.8 million, or $0.27 per diluted share.
This compares to FFO for the quarter ended December 31, 2022 of
$23.5 million, or $0.21 per diluted share. The following item
impacted FFO for the quarter ended December 31, 2023, compared to
the corresponding 2022 period:
- $0.05 per diluted share increase in interest and other income,
net.
Normalized FFO was $28.3 million, or $0.26 per diluted share,
for the quarter ended December 31, 2023. This compares to
Normalized FFO for the quarter ended December 31, 2022 of $23.9
million, or $0.21 per diluted share. The following item impacted
Normalized FFO for the quarter ended December 31, 2023, compared to
the corresponding 2022 period:
- $0.05 per diluted share increase in interest and other income,
net.
Same property results for the quarter ended December 31,
2023
The company’s same property portfolio at the end of the quarter
consisted of 4 properties totaling 1.5 million square feet.
Operating results were as follows:
- The same property portfolio was 81.2% leased as of December 31,
2023, compared to 80.8% as of September 30, 2023, and 82.8% as of
December 31, 2022.
- The same property portfolio commenced occupancy was 80.0% as of
December 31, 2023, compared to 79.9% as of September 30, 2023, and
78.7% as of December 31, 2022.
- Same property NOI decreased 2.3% when compared to the same
period in 2022, primarily due to lower lease termination fees and
an increase in repairs.
- Same property cash NOI decreased 12.0% when compared to the
same period in 2022, primarily due to tenant turnover and an
increase in free rent.
- The company entered into leases for approximately 32,000 square
feet, including renewal leases for approximately 27,000 square feet
and new leases for approximately 5,000 square feet.
- The GAAP rental rate on new and renewal leases was 26.4% higher
compared to the prior GAAP rental rate for the same space.
- The cash rental rate on new and renewal leases was 7.9% higher
compared to the prior cash rental rate for the same space.
The definitions and reconciliations of same property NOI and
same property cash NOI to net income (loss), determined in
accordance with GAAP, are included at the end of this press
release. The same property portfolio at the end of the quarter
included properties continuously owned from October 1, 2022 through
December 31, 2023.
Financial results for the year ended December 31,
2023
Net income attributable to common shareholders was $83.2
million, or $0.75 per diluted share, for the year ended December
31, 2023. This compares to net income attributable to common
shareholders of $29.3 million, or $0.26 per diluted share, for the
year ended December 31, 2022. The increase in net income was
primarily due to an increase in interest income from higher average
interest rates.
FFO for the year ended December 31, 2023, was $100.9 million, or
$0.91 per diluted share. This compares to FFO for the year ended
December 31, 2022 of $46.9 million, or $0.41 per diluted share. The
following items impacted FFO for the year ended December 31, 2023,
compared to the corresponding 2022 period:
- $0.61 per diluted share increase in interest income and other,
net;
- $(0.06) per diluted share increase in general and
administrative expenses primarily due to accelerated compensation
expense related to the passing of our former chairman;
- $(0.04) per share decrease in same property NOI;
- $(0.01) per diluted share decrease in NOI from properties sold;
and
- $(0.01) per diluted share increase in income tax expense.
Normalized FFO was $106.7 million, or $0.97 per diluted share,
for the year ended December 31, 2023. This compares to Normalized
FFO for the year ended December 31, 2022 of $47.2 million, or $0.42
per diluted share. The following items impacted Normalized FFO for
the year ended December 31, 2023, compared to the corresponding
2022 period:
- $0.61 per diluted share increase in interest income and other,
net;
- $(0.04) per diluted share decrease in same property cash NOI
and lease termination fees;
- $(0.01) per diluted share decrease in NOI from properties
sold;
- $(0.01) per diluted share increase in income tax expense;
and
- $(0.01) per diluted share increase in general and
administrative expenses.
As of December 31, 2023, the company’s cash and cash equivalents
balance was $2.2 billion.
Normalized FFO begins with FFO and eliminates certain items
that, by their nature, are not comparable from period to period,
non-cash items, and items that obscure the company’s operating
performance. Definitions of FFO, Normalized FFO and reconciliations
to net income (loss), determined in accordance with U.S. generally
accepted accounting principles, or GAAP, are included at the end of
this press release.
Same property results for the year ended December 31,
2023
The company’s same property portfolio at the end of the year
consisted of 4 properties totaling 1.5 million square feet.
Operating results were as follows:
- Same property NOI decreased 11.5% when compared to the same
period in 2022, primarily due to the collection of $1.9 million of
a previously reserved receivable in the year ended December 31,
2022, a decrease in average commenced occupancy and an increase in
pre-leasing demolition costs, partially offset by higher parking
revenue.
- Same property cash NOI decreased 11.4% when compared to the
same period in 2022, primarily due to the collection of the
previously reserved receivable described above, a decrease in
average commenced occupancy and an increase in pre-leasing
demolition costs, partially offset by higher parking revenue.
- Excluding the collection of the previously reserved receivable,
same property NOI and same property cash NOI decreased 6.7% and
6.5%, respectively, when compared to the same period in 2022.
- The company entered into leases for approximately 214,000
square feet, including renewal leases for approximately 157,000
square feet and new leases for approximately 57,000 square
feet.
- The GAAP rental rate on new and renewal leases was 13.7% higher
compared to the prior GAAP rental rate for the same space.
- The cash rental rate on new and renewal leases was 1.6% higher
compared to the prior cash rental rate for the same space.
The definitions and reconciliations of same property NOI and
same property cash NOI to net income (loss), determined in
accordance with GAAP, are included at the end of this press
release. The same property portfolio at the end of the year
included properties continuously owned from January 1, 2022 through
December 31, 2023.
Significant events during the year ended December 31,
2023
- On February 13, 2023, the company declared a special, one-time
cash distribution of $4.25 per common share, which was paid on
March 9, 2023 to shareholders of record on February 23, 2023.
- On May 19, 2023, the Board of Trustees appointed David Helfand
to serve as the Chair of the Board of Trustees following the
passing of our former Chairman, Sam Zell, on May 18, 2023. The
Board of Trustees also reduced its size from 8 to 7 trustees.
- On June 13, 2023, the Board of Trustees authorized the
repurchase of up to $150 million of our outstanding common shares
from July 1, 2023 through June 30, 2024, under the company’s
existing share repurchase program.
- During the year ended December 31, 2023, the company
repurchased 3,018,411 of its common shares at a weighted average
price of $18.78 per share, for a total investment of $56.7 million.
The company has $93.3 million of remaining authorization available
under its share repurchase program, as of February 12, 2024.
Earnings Conference Call & Supplemental Operating and
Financial Information
Equity Commonwealth will host a conference call to discuss
fourth quarter and full year results on Tuesday, February 13, 2023,
at 9:00 A.M. CT. The conference call will be available via live
audio webcast on the Investor Relations section of the company’s
website (www.eqcre.com). A replay of the audio webcast will also be
available following the call.
A copy of EQC’s Full Year 2023 Supplemental Operating and
Financial Information is available in the Investor Relations
section of EQC’s website at www.eqcre.com.
About Equity Commonwealth
Equity Commonwealth (NYSE: EQC) is a Chicago based, internally
managed and self-advised real estate investment trust (REIT) with
commercial office properties in the United States. EQC’s portfolio
is comprised of four properties totaling 1.5 million square
feet.
Regulation FD Disclosures
We use any of the following to comply with our disclosure
obligations under Regulation FD: press releases, SEC filings,
public conference calls, or our website. We routinely post
important information on our website at www.eqcre.com, including
information that may be deemed to be material. We encourage
investors and others interested in the company to monitor these
distribution channels for material disclosures.
Forward-Looking Statements
Some of the statements contained in this press release
constitute forward-looking statements within the meaning of the
federal securities laws. Any forward-looking statements contained
in this press release are intended to be made pursuant to the safe
harbor provisions of Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements relate to
expectations, beliefs, projections, future plans and strategies,
anticipated events or trends and similar expressions concerning
matters that are not historical facts. You can identify
forward-looking statements by the use of forward-looking
terminology, including but not limited to, “may,” “will,” “should,”
“could,” “would,” “expects,” “intends,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” or “potential” or the negative
of these words and phrases or similar words or phrases which are
predictions of or indicate future events or trends and which do not
relate solely to historical matters. You can also identify
forward-looking statements by discussions of strategy, plans or
intentions.
The forward-looking statements contained in this press release
reflect our current views about future events and are subject to
numerous known and unknown risks, uncertainties, assumptions and
changes in circumstances that may cause our actual results to
differ significantly from those expressed in any forward-looking
statement. We do not guarantee that the transactions and events
described will happen as described (or that they will happen at
all). We disclaim any obligation to publicly update or revise any
forward-looking statement to reflect changes in underlying
assumptions or factors, of new information, data or methods, future
events or other changes. For a further discussion of these and
other factors that could cause our future results to differ
materially from any forward-looking statements, see the section
entitled “Risk Factors” in our most recent Annual Report on Form
10-K and subsequent quarterly reports on Form 10-Q.
CONDENSED CONSOLIDATED BALANCE
SHEETS
(Unaudited, amounts in thousands,
except share data)
December 31,
ASSETS
2023
2022
Real estate properties:
Land
$
44,060
$
44,060
Buildings and improvements
367,827
364,063
411,887
408,123
Accumulated depreciation
(180,535
)
(169,530
)
231,352
238,593
Cash and cash equivalents
2,160,535
2,582,222
Rents receivable
15,737
16,009
Other assets, net
17,417
18,061
Total assets
$
2,425,041
$
2,854,885
LIABILITIES AND EQUITY
Accounts payable, accrued expenses and
other
$
27,298
$
25,935
Rent collected in advance
1,990
2,355
Distributions payable
5,640
2,863
Total liabilities
$
34,928
$
31,153
Shareholders’ equity:
Preferred shares of beneficial interest,
$0.01 par value: 50,000,000 shares authorized;
Series D preferred shares; 6.50%
cumulative convertible; 4,915,196 shares issued and outstanding,
aggregate liquidation preference of $122,880
$
119,263
$
119,263
Common shares of beneficial interest,
$0.01 par value: 350,000,000 shares authorized; 106,847,438 and
109,428,252 shares issued and outstanding, respectively
1,068
1,094
Additional paid in capital
3,935,873
3,979,566
Cumulative net income
3,926,979
3,835,815
Cumulative common distributions
(4,864,440
)
(4,393,522
)
Cumulative preferred distributions
(733,676
)
(725,688
)
Total shareholders’ equity
2,385,067
2,816,528
Noncontrolling interest
5,046
7,204
Total equity
$
2,390,113
$
2,823,732
Total liabilities and equity
$
2,425,041
$
2,854,885
CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited, amounts in
thousands, except per share data)
Three Months Ended
Year Ended
December 31,
December 31,
2023
2022
2023
2022
Revenues:
Rental revenue
$
13,824
$
14,628
$
55,336
$
58,763
Other revenue (1)
1,322
1,159
5,188
4,377
Total revenues
$
15,146
$
15,787
$
60,524
$
63,140
Expenses:
Operating expenses
$
6,542
$
6,986
$
27,462
$
24,184
Depreciation and amortization
4,184
4,634
17,444
17,810
General and administrative
7,504
7,137
36,974
30,378
Total expenses
$
18,230
$
18,757
$
81,880
$
72,372
Interest and other income, net
29,670
24,263
114,667
46,945
Gain on sale of properties, net
—
7
—
97
Income before income taxes
26,586
21,300
93,311
37,810
Income tax benefit (expense)
40
(372
)
(1,866
)
(453
)
Net income
$
26,626
$
20,928
$
91,445
$
37,357
Net income attributable to noncontrolling
interest
(77
)
(53
)
(281
)
(94
)
Net income attributable to Equity
Commonwealth
$
26,549
$
20,875
$
91,164
$
37,263
Preferred distributions
(1,997
)
(1,997
)
(7,988
)
(7,988
)
Net income attributable to Equity
Commonwealth common shareholders
$
24,552
$
18,878
$
83,176
$
29,275
Weighted average common shares outstanding
— basic (2)
106,905
109,695
108,841
111,674
Weighted average common shares outstanding
— diluted (2)(3)
108,015
111,171
110,185
112,825
Earnings per common share attributable to
Equity Commonwealth common shareholders:
Basic
$
0.23
$
0.17
$
0.76
$
0.26
Diluted
$
0.23
$
0.17
$
0.75
$
0.26
(1)
Other revenue is primarily comprised of
parking revenue that does not represent a component of a lease.
(2)
Weighted average common shares outstanding
for the three months ended December 31, 2023 and 2022 includes 131
and 86 unvested, earned RSUs, respectively. Weighted average common
shares outstanding for the year ended December 31, 2023 and 2022
includes 127 and 105 unvested, earned RSUs, respectively.
(3)
As of December 31, 2023, we had 4,915
series D preferred shares outstanding. The series D preferred
shares were convertible into 4,032 common shares as of December 31,
2023 and 3,365 common shares as of December 31, 2022. The series D
preferred shares are antidilutive for GAAP EPS for the three months
and years ended December 31, 2023 and 2022.
CALCULATION OF FUNDS FROM
OPERATIONS (FFO) AND NORMALIZED FFO
(Unaudited, amounts in
thousands, except per share data)
Three Months Ended
Year Ended
December 31,
December 31,
2023
2022
2023
2022
Calculation of FFO
Net income
$
26,626
$
20,928
$
91,445
$
37,357
Real estate depreciation and
amortization
4,178
4,594
17,409
17,652
Gain on sale of properties, net
—
(7
)
—
(97
)
FFO attributable to Equity
Commonwealth
30,804
25,515
108,854
54,912
Preferred distributions
(1,997
)
(1,997
)
(7,988
)
(7,988
)
FFO attributable to EQC common
shareholders and unitholders
$
28,807
$
23,518
$
100,866
$
46,924
Calculation of Normalized FFO
FFO attributable to EQC common
shareholders and unitholders
$
28,807
$
23,518
$
100,866
$
46,924
Straight-line rent adjustments
(538
)
389
(93
)
238
Former chairman accelerated compensation
expense
—
—
5,957
—
Normalized FFO attributable to EQC
common shareholders and unitholders
$
28,269
$
23,907
$
106,730
$
47,162
Weighted average common shares and units
outstanding -- basic (1)
107,205
109,975
109,176
111,950
Weighted average common shares and units
outstanding -- diluted (1)
108,315
111,451
110,520
113,101
FFO attributable to EQC common
shareholders and unitholders per share and unit -- basic
$
0.27
$
0.21
$
0.92
$
0.42
FFO attributable to EQC common
shareholders and unitholders per share and unit -- diluted
$
0.27
$
0.21
$
0.91
$
0.41
Normalized FFO attributable to EQC common
shareholders and unitholders per share and unit -- basic
$
0.26
$
0.22
$
0.98
$
0.42
Normalized FFO attributable to EQC common
shareholders and unitholders per share and unit -- diluted
$
0.26
$
0.21
$
0.97
$
0.42
(1)
Our calculations of FFO and Normalized FFO
attributable to EQC common shareholders and unitholders per share
and unit - basic for the three months ended December 31, 2023 and
2022 include 300 and 280 LTIP/Operating Partnership Units,
respectively, that are excluded from the calculation of basic
earnings per common share attributable to EQC common shareholders
(only). Our calculations of FFO and Normalized FFO attributable to
EQC common shareholders and unitholders per share and unit - basic
for the year ended December 31, 2023 and 2022 include 335 and 276
LTIP/Operating Partnership Units, respectively, that are excluded
from the calculation of basic earnings per common share
attributable to EQC common shareholders (only).
We compute FFO in accordance with
standards established by Nareit. Nareit defines FFO as net income
(loss), calculated in accordance with GAAP, excluding real estate
depreciation and amortization, gains (or losses) from sales of
depreciable property, impairment of depreciable real estate and our
portion of these items related to equity investees and
noncontrolling interests. Our calculation of Normalized FFO differs
from Nareit’s definition of FFO because we exclude certain items
that we view as nonrecurring or impacting comparability from period
to period. FFO and Normalized FFO are supplemental non-GAAP
financial measures. We consider FFO and Normalized FFO to be
appropriate measures of operating performance for a REIT, along
with net income (loss), net income (loss) attributable to EQC
common shareholders and cash flow from operating activities.
We believe that FFO and Normalized FFO
provide useful information to investors because by excluding the
effects of certain historical amounts, such as depreciation
expense, FFO and Normalized FFO may facilitate a comparison of our
operating performance between periods and with other REITs. FFO and
Normalized FFO do not represent cash generated by operating
activities in accordance with GAAP and should not be considered as
alternatives to net income (loss), net income (loss) attributable
to EQC common shareholders or cash flow from operating activities,
determined in accordance with GAAP, or as indicators of our
financial performance or liquidity, nor are these measures
necessarily indicative of sufficient cash flow to fund all of our
needs. These measures should be considered in conjunction with net
income (loss), net income (loss) attributable to EQC common
shareholders and cash flow from operating activities as presented
in our condensed consolidated statements of operations and
condensed consolidated statements of cash flows. Other REITs and
real estate companies may calculate FFO and Normalized FFO
differently than we do.
CALCULATION OF SAME PROPERTY
NET OPERATING INCOME (NOI) AND SAME PROPERTY CASH BASIS NOI
(Unaudited, amounts in
thousands)
Three Months Ended
12/31/2023
9/30/2023
6/30/2023
3/31/2023
12/31/2022
Calculation of Same Property NOI and
Same Property Cash Basis NOI:
Rental revenue
$
13,824
$
13,928
$
13,358
$
14,226
$
14,628
Other revenue (1)
1,322
1,284
1,232
1,350
1,159
Operating expenses
(6,542
)
(6,722
)
(6,942
)
(7,256
)
(6,986
)
NOI
$
8,604
$
8,490
$
7,648
$
8,320
$
8,801
Straight-line rent adjustments
(538
)
(107
)
273
279
389
Lease termination fees
(630
)
(173
)
(33
)
(177
)
(743
)
Cash Basis NOI
$
7,436
$
8,210
$
7,888
$
8,422
$
8,447
Cash Basis NOI from non-same properties
(2)
7
(5
)
(4
)
(4
)
14
Same Property Cash Basis NOI
$
7,443
$
8,205
$
7,884
$
8,418
$
8,461
Non-cash rental income and lease
termination fees from same properties
1,168
280
(240
)
(102
)
354
Same Property NOI
$
8,611
$
8,485
$
7,644
$
8,316
$
8,815
Reconciliation of Same Property NOI to
GAAP Net Income:
Same Property NOI
$
8,611
$
8,485
$
7,644
$
8,316
$
8,815
Non-cash rental income and lease
termination fees from same properties
(1,168
)
(280
)
240
102
(354
)
Same Property Cash Basis NOI
$
7,443
$
8,205
$
7,884
$
8,418
$
8,461
Cash Basis NOI from non-same properties
(2)
(7
)
5
4
4
(14
)
Cash Basis NOI
$
7,436
$
8,210
$
7,888
$
8,422
$
8,447
Straight-line rent adjustments
538
107
(273
)
(279
)
(389
)
Lease termination fees
630
173
33
177
743
NOI
$
8,604
$
8,490
$
7,648
$
8,320
$
8,801
Depreciation and amortization
(4,184
)
(4,436
)
(4,514
)
(4,310
)
(4,634
)
General and administrative
(7,504
)
(7,061
)
(13,854
)
(8,555
)
(7,137
)
Interest and other income, net
29,670
29,269
27,352
28,376
24,263
Gain on sale of properties, net
—
—
—
—
7
Income before income taxes
$
26,586
$
26,262
$
16,632
$
23,831
$
21,300
Income tax benefit (expense)
40
(30
)
(796
)
(1,080
)
(372
)
Net income
$
26,626
$
26,232
$
15,836
$
22,751
$
20,928
(1)
Other revenue is primarily comprised of
parking revenue that does not represent a component of a lease.
(2)
Cash Basis NOI from non-same properties
for all periods presented includes the operations of disposed
properties.
CALCULATION OF SAME PROPERTY
NET OPERATING INCOME (NOI) AND SAME PROPERTY CASH BASIS NOI
(Unaudited, amounts in
thousands)
For the Year Ended December
31,
2023
2022
Calculation of Same Property NOI and
Same Property Cash Basis NOI:
Rental revenue
$
55,336
$
58,763
Other revenue (1)
5,188
4,377
Operating expenses
(27,462
)
(24,184
)
NOI
$
33,062
$
38,956
Straight-line rent adjustments
(93
)
238
Lease termination fees
(1,013
)
(1,504
)
Cash Basis NOI
$
31,956
$
37,690
Cash Basis NOI from non-same properties
(2)
(6
)
(1,610
)
Same Property Cash Basis NOI
$
31,950
$
36,080
Non-cash rental income and lease
termination fees from same properties
1,106
1,266
Same Property NOI
$
33,056
$
37,346
Reconciliation of Same Property NOI to
GAAP Net Income:
Same Property NOI
$
33,056
$
37,346
Non-cash rental income and lease
termination fees from same properties
(1,106
)
(1,266
)
Same Property Cash Basis NOI
$
31,950
$
36,080
Cash Basis NOI from non-same properties
(2)
6
1,610
Cash Basis NOI
$
31,956
$
37,690
Straight-line rent adjustments
93
(238
)
Lease termination fees
1,013
1,504
NOI
$
33,062
$
38,956
Depreciation and amortization
(17,444
)
(17,810
)
General and administrative
(36,974
)
(30,378
)
Interest and other income, net
114,667
46,945
Gain on sale of properties, net
—
97
Income before income taxes
$
93,311
$
37,810
Income tax expense
(1,866
)
(453
)
Net income
$
91,445
$
37,357
(1)
Other revenue is primarily comprised of
parking revenue that does not represent a component of a lease.
(2)
Cash Basis NOI from non-same properties
for all periods presented includes the operations of disposed
properties.
NOI is income from our real estate
including lease termination fees received from tenants less our
property operating expenses. NOI excludes amortization of
capitalized tenant improvement costs and leasing commissions and
corporate level expenses. Cash Basis NOI is NOI excluding the
effects of straight-line rent adjustments, lease value amortization
and lease termination fees. The quarter-to-date same property
versions of these measures include the results of properties
continuously owned from October 1, 2022 through December 31, 2023.
The year-to-date same property versions of these measures include
the results of properties continuously owned from January 1, 2022
through December 31, 2023. Properties classified as held for sale
within our condensed consolidated balance sheets are excluded from
the same property versions of these measures.
We consider these supplemental non-GAAP
financial measures to be appropriate supplemental measures to net
income (loss) because they may help to understand the operations of
our properties. We use these measures internally to evaluate
property level performance, and we believe that they provide useful
information to investors regarding our results of operations
because they reflect only those income and expense items that are
incurred at the property level and may facilitate comparisons of
our operating performance between periods and with other REITs.
Cash Basis NOI is among the factors considered with respect to
acquisition, disposition and financing decisions. These measures do
not represent cash generated by operating activities in accordance
with GAAP and should not be considered as an alternative to net
income (loss), net income (loss) attributable to Equity
Commonwealth common shareholders or cash flow from operating
activities, determined in accordance with GAAP, or as indicators of
our financial performance or liquidity, nor are these measures
necessarily indicative of sufficient cash flow to fund all of our
needs. These measures should be considered in conjunction with net
income (loss), net income (loss) attributable to EQC common
shareholders and cash flow from operating activities as presented
in our condensed consolidated statements of operations and
condensed consolidated statements of cash flows. Other REITs and
real estate companies may calculate these measures differently than
we do.
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version on businesswire.com: https://www.businesswire.com/news/home/20240212523176/en/
Bill Griffiths (312) 646-2801 ir@eqcre.com
Equity Commonwealth (NYSE:EQC)
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