Gregg Adzema
Analyst · Bank of America. Please go ahead
Thanks, Richard, and good morning, everyone. I’ll begin my remarks by providing an overview of our financial results, including same-property performance, then I’ll move on to our capital markets activity followed by a discussion of our balance sheet before closing my remarks with an update of our 2019 guidance. Before I begin, just a quick reminder that we closed the TIER transaction on June 14. As a result, our second quarter numbers, including our weighted average share and unit count, only include 17 days of the TIER debt. Coincident with TIER closing, we also completed a one-for-four reverse stock split. In all second quarter, per share numbers reflect this reverse split. I know there’s a lot of moving parts, so just to be clear, we had 114.7 million weighted average shares and units outstanding during the second quarter and 148.5 million share and units outstanding at the end of the second quarter. As you could tell from Colin and Richard’s comments, it was a solid quarter on many fronts. At $0.71 per share, excluding TIER transaction costs, FFO was up 18% over last year, and the important operating metrics that both you and we focus on were strong. Leasing velocity was outstanding, second generation leasing spreads were positive and same-property year-over-year cash NOI increased for the 30th consecutive quarter. Within our same-property portfolio, year-over-year cash NOI was up a very strong 5.5% during the second quarter driven by 5.2% revenue growth and 4.6% expense growth. This marks the second quarter in a row that NOI growth has exceeded our expectations. And as a result, we are raising the midpoint of our full year 2019 same-property cash NOI projection yet again, this time, by 25 basis points. Combined with our 100 basis point increase last quarter, we have now raised the midpoint of our same-property cash NOI growth to – by 125 basis points since the beginning of the year. I’ll provide specifics on this later. Soon after the TIER closing, we issued $650 million in unsecured debt through a private placement. The issuance was comprised of three maturity tranches, eight, nine and 10 years, priced at par with the weighted average coupon of 3.88%. Proceeds from this issuance were used to pay off all TIER’s outstanding $575 million in term loans as well as their outstanding credit facility balance. We also assumed one nonrecourse mortgage from TIER associated with the Legacy Union office asset in Dallas. This is a $66 million note with a 4.24% coupon that matures in January 2023. Turning to the balance sheet. Our recorded second quarter net-debt-to-EBITDA ratio in the financial supplement is 5.2 times. However, this doesn’t reflect the full story. As I mentioned earlier, we closed the TIER transactions in the middle of June, and there are only 17 days of TIER EBITDA in our second quarter numbers. In contrast, there’s 100% of the associated TIER debt as of June 30. This timing mismatch temporarily skews this ratio. This will resolve itself in the third quarter when we will have a full quarter of TIER data in our numbers. I’ll wrap up my comments today by updating our 2019 FFO guidance. Please note, this guidance excludes the cost associated with closing the TIER transaction. We currently anticipate 2019 FFO in the range of $2.81 to $2.93 per share. All of the assumptions behind this guidance are unchanged from the guidance we provided on April 24 except for the following: First, we anticipate year-over-year same-property NOI growth of 3.25% to 5.25% on a cash basis. This is up from a previous guidance of 3% to 5%. Moving on, we anticipate a gain on land sale of $14.5 million, up from $13.1 million due to a gain recognized on the sale of a land in Tempe to the city to widen roads for new street curb line. Next, we anticipate fee and other income of $32 million to $34 million, up from the previous range of $28 million to $30 million due to an increase in termination fees at Hearst Tower in connection with a new BB&T lease. We anticipate general and administrative expenses of between $34 million and $36 million, net of capitalized salaries. This is up $0.5 million from our previous guidance of $33.5 million to $35.5 million. We anticipate interest and other expenses, net of capitalized interest, of $66 million to $68 million, up from the previous range of $50.5 million to $52.5 million. We anticipate GAAP straight-line and rental revenue of $28.5 million to $30.5 million, up from the previous range of $22.5 million to $24.5 million. We anticipate above and below market rental revenue of between $10 million to $12 million, up from the previous range of $5.5 million to $7.5 million. All these changes are driven by the closing of the TIER transaction in mid-June. Finally, Colin discussed a couple of new property transactions during the second half of 2019 that you should incorporate into your projections. First, on the investment front, we’ve entered into a contract to acquire our partners’ 50% interest in Terminus. This transaction values both of the Terminus’ assets at $503 million. As part of this transaction, we will assume our partner’s interest in the Terminus mortgage debt, which currently has a total outstanding balance of approximately $196 million. Our purchase represents approximately 50% both of these numbers. We anticipate closing this transaction early in the fourth quarter. But please note, this transaction will trigger the consolidation of these two properties at fair value and results in us recognizing a gain on a stepped-up basis in calendar year 2019. But this gain will have no impact on FFO. On the disposition front, we have commenced the process of selling our Woodcrest asset in New Jersey and have classified it as held for sale in our second quarter financial statements. We aren’t selling this asset to delever, and we don’t need the proceeds to achieve our targeted leverage levels. Quite simply, this is a noncore Legacy TIER asset in a noncore market. We anticipate closing this disposition late in the fourth quarter. Some of the assumption change I just walked you through were driven by the TIER transaction, and some of them are not. Specifically, outside of TIER, our same-property growth continues to exceed expectations, and we’ve announced several positive leasing and investment transactions. However, now that we have closed TIER, we think it’s important to isolate its earnings impact and compare our current expectations to our original expectations back in March when we announced the deal. In March, we projected the TIER transaction with reduced 2019 FFO by $0.01 or $0.02 a share, which equates to between $0.04 and $0.08 per share after adjusting for the reverse stocks split. We currently project the reduction will be approximately $0.06 per share after adjusting for the reverse split, right in the middle of our range. Said differently, on an apples-to-apples basis, we are squarely in the middle of the $0.01 or $0.02 original range that we announced in March and overall, the financial implications of the TIER transaction are in line with our expectations. With that, let me turn the call back over to the operator.