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Real Estate Properties
9 Months Ended
Sep. 30, 2019
Real Estate [Abstract]  
Real Estate Properties Real Estate Properties
 
As of September 30, 2019, our wholly owned properties were comprised of 200 properties with approximately 27,290,000 rentable square feet, with an aggregate undepreciated carrying value of $3,727,607, including $170,867 classified as held for sale, and we had a noncontrolling ownership interest in three properties totaling approximately 443,867 rentable square feet through two unconsolidated joint ventures in which we own 50% and 51% interests. We generally lease space at our properties on a gross lease, modified gross lease or net lease basis pursuant to fixed term contracts expiring between 2019 and 2039. Some of our leases require us to pay all or some property operating expenses and to provide all or most property management services. During the three months ended September 30, 2019, we entered into 22 leases for 759,162 rentable square feet, for a weighted (by rentable square feet) average lease term of 12.7 years and we made leasing cost commitments of $17,567. During the nine months ended September 30, 2019, we entered into 78 leases for 2,155,394 rentable square feet, for a weighted (by rentable square feet) average lease term of 9.1 years and we made leasing cost commitments of $61,748. As of September 30, 2019, we have estimated unspent leasing related obligations of $56,494.
 
We regularly evaluate whether events or changes in circumstances have occurred that could indicate an impairment in the value of our long lived assets. If there is an indication that the carrying value of an asset is not recoverable, we estimate the projected undiscounted cash flows to determine if an impairment loss should be recognized. We determine the amount of any impairment loss by comparing the historical carrying value to estimated fair value. We estimate fair value through an evaluation of recent financial performance and projected discounted cash flows using standard industry valuation techniques. In addition to evaluating for impairment upon the events or changes in circumstances described above, we regularly evaluate the remaining lives of our long lived assets. If we change our estimate of the remaining lives, we allocate the carrying value of the affected assets over their revised remaining lives.

Disposition Activities

During the nine months ended September 30, 2019, we sold 47 properties with a combined 4,610,104 rentable square feet for an aggregate sales price of $584,865, excluding closing costs. The sales of these properties, as presented in the table below, do not represent significant dispositions individually or in the aggregate nor do they represent a strategic shift in our business. As a result, the results of operations of these properties are included in continuing operations through the date of sale in our condensed consolidated statements of comprehensive income (loss).
Date of Sale
 
Number of Properties
 
Location
 
Rentable Square Feet
 
Gross
 Sales Price (1)
Feb 2019 (2)
 
34
 
Northern Virginia and Maryland
 
1,635,868

 
$
198,500

Mar 2019 (3)
 
1
 
Washington, D.C.
 
129,035

 
70,000

May 2019 (4)
 
1
 
Buffalo, NY
 
121,711

 
16,900

May 2019
 
1
 
Maynard, MA
 
287,037

 
5,000

June 2019
 
1
 
Kapolei, HI
 
416,956

 
7,100

July 2019
 
1
 
San Jose, CA
 
71,750

 
14,000

July 2019 (5)
 
1
 
Nashua, NH
 
321,800

 
25,000

August 2019
 
1
 
Arlington, TX
 
182,630

 
14,900

August 2019
 
1
 
Rochester, NY
 
94,800

 
4,765

August 2019
 
1
 
Hanover, PA
 
502,300

 
5,500

August 2019
 
1
 
San Antonio, TX
 
618,017

 
198,000

September 2019
 
1
 
Topeka, KS
 
143,934

 
15,600

September 2019 (6)
 
1
 
Falling Waters, WV
 
40,348

 
650

September 2019 (7)
 
1
 
San Diego, CA
 
43,918

 
8,950

 
 
47
 
 
 
4,610,104

 
$
584,865


(1)
Gross sales price includes purchase price adjustments, if any, and excludes closing costs.
(2)
We recorded a $447 loss on impairment of real estate during 2019 as a result of this sale.
(3)
We recorded a $22,075 gain on sale of real estate during 2019 as a result of this sale.
(4)
We recorded a $5,137 loss on impairment of real estate during 2019 as a result of this sale.
(5)
We recorded a $8,401 gain on sale of real estate during 2019 as a result of this sale.
(6)
We recorded a $2,179 loss on impairment of real estate during 2019 as a result of this sale.
(7)
We recorded a $3,062 gain on sale of real estate during 2019 as a result of this sale.

As of September 30, 2019, we had 15 properties with an aggregate undepreciated carrying value of $170,867 classified as held for sale in our condensed consolidated balance sheet. The operating results of these properties are included in continuing operations in our condensed consolidated statements of comprehensive income (loss). As of October 31, 2019, three of the 15 properties held for sale were sold and 10 of the 15 properties held for sale were under contract to be sold as summarized in the table below:
Location
 
Number of Properties
 
Square Feet
 
Gross
Sales Price
(1)
San Jose, CA
 
1
 
75,621

 
$
13,000

Windsor, CT
 
1
 
97,256

 
7,000

Kansas City, KS (2)
 
1
 
170,817

 
11,700

DC Metro - MD (3)
 
4
 
457,279

 
66,600

Columbia, SC (4)
 
3
 
180,703

 
10,750

Fairfax, VA
 
1
 
83,130

 
23,000

Stafford, VA
 
2
 
64,656

 
14,563

 
 
13
 
1,129,462

 
$
146,613


(1)
Gross sales price includes purchase price adjustments, if any, and excludes closing costs.
(2)
We recorded a $2,408 loss on impairment of real estate to adjust the carrying value of this property to its estimated fair value less costs to sell.
(3)
We recorded a $688 loss on impairment of real estate to adjust the carrying value of these four properties to their estimated fair value less costs to sell.
(4)
We recorded a $3,246 loss on impairment of real estate to adjust the carrying value of these three properties to their estimated fair value less costs to sell. The sale of these properties was completed in October 2019.

In addition to the properties discussed above, we are currently marketing for sale six properties comprising approximately 587,000 square feet. We have determined that these properties were not impaired nor did they meet the held for sale criteria as of September 30, 2019. We cannot be sure we will sell any of our properties that we are marketing for sale, that we sell them for prices in excess of our carrying values or that we will not recognize impairment losses with respect to these properties. In addition, our pending sales are subject to conditions; accordingly, we cannot be sure that we will complete these sales or that these sales will not be delayed or their terms will not change.

Acquisition Activities

In July 2019, we entered into an agreement to acquire a land parcel near one of our properties located in Boston, MA for $2,900, excluding acquisition related costs.

Pro Forma Financial Information

On December 31, 2018, we acquired Select Income REIT, or SIR, in a merger of SIR with and into our wholly owned subsidiary that closed on December 31, 2018, or the Merger, pursuant to an agreement and plan of merger, or the Merger Agreement, that we and SIR entered into on September 14, 2018, as a result of which we acquired 99 properties with approximately 16.5 million rentable square feet. The aggregate transaction value of the Merger was $2,415,053, excluding closing costs of approximately $27,497 ($14,508 of which was paid by us and $12,989 of which was paid by SIR) and including the repayment or assumption of $1,719,772 of SIR debt.

As a condition of the Merger, on October 9, 2018, we sold all of the 24,918,421 common shares of SIR we then owned, or the Secondary Sale, in an underwritten public offering at a price to the public of $18.25 per share, raising net proceeds of $435,125, after deducting underwriting discounts and offering expenses. We used the net proceeds from the Secondary Sale to repay amounts outstanding under our revolving credit facility.

In addition, as a condition of the Merger, on December 27, 2018, SIR paid a pro rata distribution to SIR's shareholders of record as of the close of business on December 20, 2018 of all 45,000,000 common shares of beneficial interest of Industrial Logistics Properties Trust, or ILPT, that SIR owned, or the ILPT Distribution.

For further information about these transactions, refer to our 2018 Annual Report.
        
The following table presents our pro forma results of operations for the nine months ended September 30, 2018 as if the Merger, the Secondary Sale and the ILPT Distribution had occurred on January 1, 2018. The SIR results of operations included in this pro forma financial information have been adjusted to remove ILPT's results of operations for the nine months ended September 30, 2018. The effect of the adjustments to remove ILPT's results of operations was to decrease pro forma rental income by $120,456 for the nine months ended September 30, 2018 and to decrease net income by $38,818 for the nine months ended September 30, 2018 from the amounts that would have otherwise been included in the pro forma results.

This unaudited pro forma financial information is not necessarily indicative of what our actual results of operations would have been for the period presented or for any future period. Differences could result from numerous factors, including future changes in our portfolio of investments, capital structure, property level operating expenses and revenues, including rents expected to be received pursuant to our existing leases or leases we may enter into, changes in interest rates and other reasons. Actual future results are likely to be different from amounts presented in this unaudited pro forma financial information and such differences could be significant.
 
Nine Months Ended September 30, 2018
Rental income
$
563,213

Net income
$
37,531

Net income per common share
$
0.78


During the nine months ended September 30, 2018, we did not recognize any revenue or operating income from the assets acquired and liabilities assumed in the Merger.
  
Unconsolidated Joint Ventures
   
    We own noncontrolling interests in two joint ventures that own three properties. We account for these investments under the equity method of accounting. As of September 30, 2019 and December 31, 2018, our investments in unconsolidated joint ventures consisted of the following:
 
 
 
 
OPI Carrying Value of Investment at
 
 
 
 
 
 
Joint Venture
 
OPI Ownership
 
September 30,
2019
 
December 31, 2018
 
Number of Properties
 
Location
 
Square Feet
Prosperity Metro Plaza
 
51%
 
$
22,857

 
$
23,969

 
2
 
Fairfax, VA
 
328,456

1750 H Street, NW
 
50%
 
17,645

 
19,696

 
1
 
Washington, D.C.
 
115,411

Total
 
 
 
$
40,502

 
$
43,665

 
3
 
 
 
443,867


The following table provides a summary of the mortgage debt of our unconsolidated joint ventures:
Joint Venture
 
 Interest Rate (1)
 
Maturity Date
 
Principal Balance at September 30, 2019 (2)
Prosperity Metro Plaza
 
4.09%
 
12/1/2029
 
$
50,000

1750 H Street, NW
 
3.69%
 
8/1/2024
 
32,000

Weighted Average / Total
 
3.93%
 
 
 
$
82,000

(1)
Includes the effect of mark to market purchase accounting.
(2)
Reflects the entire balance of the debt secured by the properties and is not adjusted to reflect the interests in the joint venture we do not own. None of the debt is recourse to us.

At September 30, 2019, the aggregate unamortized basis difference of our unconsolidated joint ventures of $8,074 is primarily attributable to the difference between the amount we paid to purchase our interest in these joint ventures, including transaction costs, and the historical carrying value of the net assets of these joint ventures. This difference is being amortized over the remaining useful life of the properties owned by these joint ventures and the resulting amortization expense is included in equity in net losses of investees in our condensed consolidated statements of comprehensive income (loss).