Hudson Pacific Properties, Inc. |
||||||
Hudson Pacific Properties, L.P. |
||||||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
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)) |
Registrant |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | |||
Hudson Pacific Properties, Inc. |
||||||
Hudson Pacific Properties, Inc. |
Hudson Pacific Properties, Inc. | ||
Hudson Pacific Properties, L.P. |
Hudson Pacific Properties, Inc. | ☐ | |
Hudson Pacific Properties, L.P. | ☐ |
Company’s Share (1) |
||||||||||||||||||||
Tenant (2) |
Total Occupied Square Feet |
Total Occupied Square Feet |
Percent of Rentable Square Feet |
Annualized Base Rent (3) |
Percent of Annualized Base Rent |
|||||||||||||||
Google, Inc. (4) |
1,224,726 | 1,060,117 | 8.2 | % | $ | 76,805,005 | 12.7 | % | ||||||||||||
Amazon (5) |
990,788 | 694,171 | 5.4 | 25,501,028 | 4.2 | |||||||||||||||
Netflix, Inc. (6) |
722,305 | 368,376 | 2.8 | 24,688,276 | 4.1 | |||||||||||||||
Nutanix, Inc. (7) |
425,056 | 425,056 | 3.3 | 18,463,879 | 3.1 | |||||||||||||||
Riot Games, Inc. (8) |
284,037 | 284,037 | 2.2 | 18,399,922 | 3.0 | |||||||||||||||
Qualcomm |
376,817 | 376,817 | 2.9 | 15,387,699 | 2.5 | |||||||||||||||
Salesforce.com (9) |
265,394 | 265,394 | 2.1 | 14,501,587 | 2.4 | |||||||||||||||
Block, Inc. (10) |
469,056 | 257,981 | 2.0 | 13,338,551 | 2.2 | |||||||||||||||
Uber Technologies, Inc. (10) |
325,445 | 178,995 | 1.4 | 9,904,829 | 1.6 | |||||||||||||||
Dell EMC Corporation (11) |
172,975 | 172,975 | 1.3 | 9,746,873 | 1.6 | |||||||||||||||
NFL Enterprises (12) |
167,606 | 167,606 | 1.3 | 8,447,342 | 1.4 | |||||||||||||||
Company 3 Method, Inc. (13) |
193,307 | 129,641 | 1.0 | 7,091,346 | 1.2 | |||||||||||||||
WeWork Companies, Inc. (14) |
318,208 | 146,743 | 1.1 | 7,035,088 | 1.2 | |||||||||||||||
GitHub, Inc. (15) |
92,450 | 92,450 | 0.7 | 6,879,679 | 1.1 | |||||||||||||||
Paypal, Inc. (16) |
131,701 | 131,701 | 1.0 | 5,819,433 | 1.0 | |||||||||||||||
TOTAL |
6,159,871 |
4,752,060 |
36.7 |
% |
$ |
262,010,537 |
43.3 |
% | ||||||||||||
(1) | Company’s Share is a non-GAAP financial measure calculated as the consolidated amount, in accordance with GAAP, plus the Company’s share of the amount from the Company’s unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest), minus the Company’s partners’ share of the amount from the Company’s consolidated joint ventures (calculated based upon the partners’ percentage ownership interests). Management believes that presenting the “Company’s Share” of these measures provides useful information to investors regarding the Company’s financial condition and/or results of operations because the Company has several significant joint ventures and in some cases, the Company exercises significant influence over, but does not control, the joint venture, in which case GAAP requires that the Company account for the joint venture entity using the equity method of accounting and the Company does not consolidate it for financial reporting purposes. In other cases, GAAP requires that the Company consolidate the venture even though the Company’s partner(s) owns a significant percentage interest. As a result, management believes that presenting the Company’s Share of various financial measures in this manner can help investors better understand the Company’s financial condition and/or results of operations after taking into account its true economic interest in these joint ventures. |
(2) | Presented in order of Company’s Share of annualized base rent. |
(3) | Annualized base rent is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements)) under commenced leases as of June 30, 2022, by (ii) 12. Annualized base rent does not reflect tenant reimbursements. |
(4) | Google, Inc. expirations by square footage and property: (i) 182,672 square feet at Foothill Research Center expiring on February 28, 2025, (ii) 208,843 square feet at Rincon Center expiring on February 29, 2028, (iii) 207,857 square feet at 3400 Hillview expiring on November 30, 2028, (iv) 41,354 square feet at Ferry Building expiring on October 31, 2029 and (v) 584,000 square feet at One Westside expiring on November 30, 2036. We own 55% of the ownership interest in the consolidated joint venture that owns Ferry Building and 75% of the ownership interest in the consolidated joint venture that owns One Westside. Google, Inc. may elect to exercise its early termination right at Rincon Center for 166,460 square feet effective April 15, 2025 by delivering written notice on or before January 15, 2024. Google, Inc. may elect to exercise its early termination right at 3400 Hillview for 207,857 square feet effective no earlier than February 1, 2025 and no later than February 1, 2027 by delivering written notice at least 12 months prior to the early termination date. |
(5) | Amazon expirations by square footage and property: (i) 139,824 square feet at Met Park North expiring on November 30, 2023, (ii) 659,150 square feet at 1918 Eighth expiring on September 30, 2030 and (iii) 191,814 square feet at 5th & Bell expiring on May 31, 2031. We own 55% of the ownership interest in the consolidated joint venture that owns 1918 Eighth. |
(6) | Netflix, Inc. expirations by square footage and property: (i) 326,792 square feet at ICON expiring on September 30, 2031, (ii) 301,127 square feet at EPIC expiring on September 30, 2031 and (iii) 94,386 square feet at CUE expiring on September 30, 2031. We own 51% of the ownership interest in the consolidated joint venture that owns ICON, EPIC and CUE. |
(7) | Nutanix, Inc. expirations by square footage and property: (i) 67,070 square feet at Metro Plaza expiring on December 31, 2022, (ii) 41,540 square feet at Metro Plaza expiring on May 31, 2023, (iii) 117,001 square feet at Concourse expiring on May 31, 2024 and (iv) 199,445 square feet at 1740 Technology expiring on May 31, 2030. At 1740 Technology, Nutanix, Inc. is expected to take possession of an additional 16,412 square feet during third quarter 2022. |
(8) | Riot Games, Inc. may elect to exercise its early termination right for the entire premises effective February 28, 2025 by delivering written notice on or before February 29, 2024. |
(9) | Salesforce.com expirations by square footage: (i) 83,016 square feet at Rincon Center expiring on July 31, 2025, (ii) 83,372 square feet at Rincon Center expiring on April 30, 2027, (iii) 93,028 square feet at Rincon Center expiring on October 31, 2028 and (iv) 5,978 square feet of month-to-month |
(10) | We own 55% of the ownership interest in the consolidated joint venture that owns 1455 Market. |
(11) | Dell EMC Corporation expirations by square footage and property: (i) 42,954 square feet at 505 First expiring on December 31, 2023, (ii) 83,549 square feet at 875 Howard expiring on June 30, 2026 and (iii) 46,472 square feet at 505 First expiring on January 31, 2027. Dell EMC Corporation may elect to exercise its early termination right at 505 First for 46,472 square feet effective January 31, 2025 by delivering written notice on or before January 31, 2024. |
(12) | NFL Enterprises by square footage and property: (i) 157,687 square feet at 10950 Washington expiring on December 31, 2022 and (ii) 9,919 square feet at 10900 Washington expiring on December 31, 2022. NFL Enterprises elected to exercise its early termination right for the entire premises effective December 31, 2022. |
(13) | Company 3 Method, Inc. expirations by square footage and property: (i) 63,376 square feet at 3401 Exposition expiring on September 30, 2026, (ii) 59,646 square feet at Harlow expiring on October 31, 2032 and (iii) 70,285 square feet at Harlow expiring on March 31, 2033. Company 3 Method, Inc. may elect to exercise its early termination right at Harlow for 59,646 square feet effective November 30, 2029, December 31, 2029, January 31, 2030 or February 28, 2030 by delivering written notice on or before November 1, 2028. We own 51% of the ownership interest in the consolidated joint venture that owns Harlow. |
(14) | WeWork Companies Inc. expirations by square footage and property: (i) 54,336 square feet at Hill7 expiring on January 31, 2030, (ii) 51,205 square feet at Maxwell expiring on June 30, 2031, (iii) 66,056 square feet at 1455 Market expiring on October 31, 2031 and (iv) 146,611 square feet at Bentall Centre expiring on October 31, 2033. We own 55% of the ownership interest in the consolidated joint ventures that own Hill7 and 1455 Market, and 20% of the ownership interest in the unconsolidated joint venture that owns Bentall Centre. |
(15) | GitHub Inc. expirations by square footage and property: (i) 57,120 square feet at 275 Brannan expiring on June 30, 2025 and (ii) 35,330 square feet at 625 Second expiring on June 30, 2025. |
(16) | Paypal, Inc. may elect to exercise its early termination right for the entire premises effective July 17, 2026 by delivering written notice on or before July 17, 2025. |
Company’s Share (1) |
||||||||
Industry (2) |
Total Square Feet (3)(4) |
Annualized Base Rent as of Percent of Total (5) |
||||||
Technology (6) |
4,347,805 | 40.8 | % | |||||
Media and Entertainment (7) |
1,340,417 | 13.7 | ||||||
Legal |
684,835 | 8.3 | ||||||
Business Services (8) |
829,118 | 7.5 | ||||||
Retail (9) |
1,083,624 | 7.2 | ||||||
Financial Services |
763,340 | 7.0 | ||||||
Other |
1,674,351 | 15.5 | ||||||
TOTAL |
10,723,490 |
100.0 |
% | |||||
(1) | Company’s Share is a non-GAAP financial measure calculated as the consolidated amount, in accordance with GAAP, plus the Company’s share of the amount from the Company’s unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest), minus the Company’s partners’ share of the amount from the Company’s consolidated joint ventures (calculated based upon the partners’ percentage ownership interests). |
(2) | Industries and sectors are determined by management using Thompson Reuters Business Classification and are presented in order of Company’s Share of annualized base rent. |
(3) | Excludes signed leases not commenced. |
(4) | Excludes 181,687 square feet occupied by Hudson Pacific Properties, Inc. |
(5) | Annualized base rent is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements)) under commenced leases as of June 30, 2022, by (ii) 12. Annualized base rent does not reflect tenant reimbursements. |
(6) | Our diverse set of technology tenants largely consist of public and other well-established companies. As a percentage of annualized base rent, the businesses of our technology tenants consist of online services (40%), software (24%), hardware & tech equipment (17%), business support services (11%) and other (8%) as of June 30, 2022. In addition, as a percent of total annualized base rent of technology tenants, 84% is attributable to public companies, 11% is attributable to private companies in business for more than 10 years and 5% is attributable to private companies in business for less than 10 years, as of June 30, 2022. |
(7) | As a percentage of annualized base rent, the businesses of our media & entertainment tenants consist of production & service (63%), gaming (30%) and advertising & marketing (7%) as of June 30, 2022. |
(8) | Includes 298,915 square feet occupied by co-working tenants (represents 2.6% of the Company’s Share of total annualized base rent). |
(9) | Includes 304,617 square feet of storefront retail (represents 2.0% of the Company’s Share of total annualized base rent). |
Company’s Share (1) |
||||||||||||
Market |
Total Square Feet (2) |
Annualized Base Rent (3) |
Annualized Rent as a Percent of Total |
|||||||||
Office: |
||||||||||||
Silicon Valley |
6,450,249 | $ | 293,919,200 | 46.8 | % | |||||||
San Francisco |
2,560,706 | 112,868,515 | 18.0 | |||||||||
Los Angeles |
4,875,747 | 132,696,315 | 21.1 | |||||||||
Seattle |
2,909,979 | 56,074,312 | 8.9 | |||||||||
Vancouver |
1,957,814 | 8,424,225 | 1.4 | |||||||||
Studio: |
||||||||||||
Los Angeles |
1,496,698 | 23,572,742 | 3.8 | |||||||||
Greater London |
1,167,347 | — | — | |||||||||
TOTAL |
21,418,540 |
$ |
627,555,309 |
100.0 |
% | |||||||
(1) | Company’s Share is a non-GAAP financial measure calculated as the consolidated amount, in accordance with GAAP, plus the Company’s share of the amount from the Company’s unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest), minus the Company’s partners’ share of the amount from the Company’s consolidated joint ventures (calculated based upon the partners’ percentage ownership interests). |
(2) | Includes land. |
(3) | Annualized base rent for the office properties is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements)) under commenced leases as of June 30, 2022, by (ii) 12. Annualized base rent for the studio properties reflects actual base rent for the 12 months ended June 30, 2022. Annualized base rent does not reflect tenant reimbursements. |
Market |
Percent Leased at Acquisition Date |
Percent Leased at June 30, 2022 (1) |
Annualized Base Rent (2) at Acquisition Date per square foot |
Annualized Base Rent at June 30, 2022 per square foot |
||||||||||||
Office: |
||||||||||||||||
Silicon Valley |
85.8 | % | 89.8 | % | $ | 41.42 | $ | 58.21 | ||||||||
San Francisco |
83.0 | 94.2 | $ | 30.53 | $ | 64.52 | ||||||||||
Los Angeles |
32.8 | 99.0 | $ | 34.51 | $ | 58.92 | ||||||||||
Seattle |
85.8 | 85.3 | $ | 28.58 | $ | 38.13 | ||||||||||
Vancouver |
98.2 | 95.7 | $ | 25.55 | $ | 29.60 |
(1) | Includes signed leases not commenced. |
(2) | Annualized base rent for office properties is calculated by multiplying (i) base rental payments (defined as cash base rents (before abatements)) under commenced leases as of June 30, 2022, by (ii) 12. Annualized base rent per square foot for the office properties is calculated as (i) annualized base rent divided by (ii) square footage under commenced leases as of June 30, 2022. Annualized base rent does not reflect tenant reimbursements. |
Market |
Market Percent Leased at March 31, 2020 (1) |
Our Percent Leased at March 31, 2020 (2) |
Market Percent Leased at June 30, 2022 (3) |
Our Percent Leased at June 30, 2022 (2) |
||||||||||||
Office: |
||||||||||||||||
Silicon Valley |
95.0 |
% |
91.3 |
% |
90.4 |
% |
89.8 |
% | ||||||||
San Francisco |
96.9 |
98.4 |
84.4 |
94.2 |
Los Angeles |
88.1 |
96.9 |
83.9 |
99.0 |
||||||||||||
Seattle |
94.3 |
94.4 |
83.8 |
85.3 |
||||||||||||
Vancouver |
98.2 |
99.5 |
94.7 |
95.7 |
(1) | Source: CBRE Research, Q1 2020. |
(2) | Includes signed leases not commenced. |
(3) | Source: CBRE Research, Q2 2022. |
Shares/Units |
Aggregate Principal Amount or $ Equivalent |
|||||||
Unsecured revolving credit facility |
$ | 485,000 | ||||||
Unsecured private placement |
625,000 | |||||||
Unsecured registered senior notes |
1,300,000 | |||||||
Secured debt |
1,744,200 | |||||||
Total consolidated unsecured and secured debt (1) |
$ |
4,154,200 |
||||||
Add: Series A preferred units |
392,598 | 9,815 | ||||||
Total consolidated debt (2) |
$ |
4,164,015 |
||||||
Less: Cash and cash equivalents |
(266,538 | ) | ||||||
Total consolidated debt, net (3) |
$ |
3,897,477 |
||||||
Add: Company’s Share of unconsolidated real estate entities’ debt (4) |
110,206 | |||||||
Less: Partners’ share of consolidated debt (5) |
(793,564 | ) | ||||||
Less: Company’s Share of unconsolidated real estate entities’ cash and cash equivalents (4) |
(9,454 | ) | ||||||
Add: Partners’ share of cash and cash equivalents (5) |
60,254 | |||||||
Company’s Share of debt, net (6) |
$ |
3,264,919 |
||||||
Equity |
||||||||
Series C cumulative redeemable preferred stock |
17,000,000 | $ | 425,000 | |||||
Common stock |
141,609,336 | 2,101,483 | ||||||
Operating Partnership units |
1,846,264 | 27,399 | ||||||
Restricted stock and units |
1,199,718 | 17,804 | ||||||
Dilutive shares (7) |
1,557,950 | 23,120 | ||||||
Total equity |
163,213,268 |
$ |
2,594,806 |
(8) | ||||
Consolidated market capitalization (9) |
$ |
6,758,821 |
||||||
Company’s Share of market capitalization (10) |
$ |
6,075,463 |
||||||
Consolidated debt, net / consolidated market capitalization |
57.7 |
% | ||||||
Company’s Share of debt, net / Company’s Share of market capitalization |
53.7 |
% |
(1) | Consolidated unsecured and secured debt excludes in-substance defeased debt related to our Hudson Pacific/Macerich joint venture and unamortized deferred financing costs and unamortized loan discounts/premiums related to our registered senior debt. The full amount of debt related to the Hill7, Hollywood Media Portfolio and 1918 Eighth joint ventures is included. |
(2) | Consolidated debt is equal to the sum of (i) unsecured and secured debt and (ii) Series A preferred units. |
(3) | Consolidated debt, net is equal to consolidated debt, less consolidated cash and cash equivalents. |
(4) | Amount is calculated based on our percentage ownership interest in the unconsolidated joint venture entities. Amounts denominated in CAD and GBP have been converted to USD using the foreign currency exchange rates as of June 30, 2022. |
(5) | Amount is calculated based on the outside partners’ percentage ownership interest in the consolidated joint venture entities. |
(6) | Company’s Share of debt, net is equal to the sum of (i) unsecured and secured debt, including the Company’s Share of unconsolidated joint venture debt, and the Company’s Share of unconsolidated joint venture cash and cash equivalents, and excluding partners’ share of consolidated joint venture partner debt and partners’ share of consolidated joint venture cash and cash equivalents; and (ii) Series A preferred units. |
(7) | Dilutive shares represents shares of common stock outstanding (including unvested restricted shares), operating partnership units outstanding and an estimate for our dilutive Performance Stock Units (“PSU”), including stock grants under our 2020, 2021 and 2022 PSU Plans. |
(8) | Value of common stock, operating partnership units, restricted stock and units and dilutive shares is calculated based on June 30, 2022 closing price of $14.84 per share of common stock. |
(9) | Consolidated market capitalization is equal to the sum of (i) consolidated unsecured and secured debt, (ii) Series A preferred units, (iii) Series C cumulative redeemable preferred stock and (iv) common equity capitalization. Common equity capitalization represents the total shares of common stock/units outstanding at end of period multiplied by the closing price at quarter end. |
(10) | Company’s Share of market capitalization is equal to consolidated market capitalization, except it includes the Company’s Share of debt. |
Net Debt & Total Unsecured / Secured Debt ($ in Thousands) |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Q2 2010 |
Q4 2010 |
Q4 2011 |
Q4 2012 |
Q4 2013 |
Q4 2014 |
Q4 2015 |
Q4 2016 |
Q4 2017 |
Q4 2018 |
Q4 2019 |
Q4 2020 |
Q4 2021 |
Q2 2022 |
|||||||||||||||||||||||||||||||||||||||||||
Total Unsecured and secured debt, net |
$ | 94,020 | $ | 342,060 | $ | 399,871 | $ | 582,085 | $ | 931,308 | $ | 918,059 | $ | 2,260,716 | $ | 2,688,010 | $ | 2,421,380 | $ | 2,623,835 | $ | 2,817,910 | $ | 3,399,492 | $ | 3,733,903 | $ | 4,129,034 | ||||||||||||||||||||||||||||
Unamortized deferred financing cost |
— | — | — | — | — | — | 19,039 | 19,829 | 17,209 | 15,898 | 26,235 | 31,599 | 29,915 | 24,174 | ||||||||||||||||||||||||||||||||||||||||||
Unamortized loan cost, net |
280 | (643 | ) | (1,965 | ) | (1,201 | ) | (5,320 | ) | (3,056 | ) | (1,310 | ) | — | 722 | 648 | 1,314 | 1,185 | 1,056 | 992 | ||||||||||||||||||||||||||||||||||||
Debt related to held for sale property |
— | — | — | — | — | 42,449 | — | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||
Company’s Share of unconsolidated joint venture debt |
— | — | — | — | — | — | — | — | — | — | 97,053 | 99,973 | 105,275 | 110,206 | ||||||||||||||||||||||||||||||||||||||||||
Partner’s share of consolidated joint venture debt |
— | (51,940 | ) | — | (2,257 | ) | (76,139 | ) | (75,747 | ) | (75,330 | ) | (121,050 | ) | (45,450 | ) | (45,450 | ) | (46,862 | ) | (654,403 | ) | (786,232 | ) | (793,564 | ) | ||||||||||||||||||||||||||||||
Total Company’s Share of unsecured and secured debt |
$ |
94,300 |
$ |
289,477 |
$ |
397,906 |
$ |
578,627 |
$ |
849,849 |
$ |
881,705 |
$ |
2,203,115 |
$ |
2,586,789 |
$ |
2,393,861 |
$ |
2,594,931 |
$ |
2,895,650 |
$ |
2,877,846 |
$ |
3,083,917 |
$ |
3,470,842 |
||||||||||||||||||||||||||||
Q2 2010 |
Q4 2010 |
Q4 2011 |
Q4 2012 |
Q4 2013 |
Q4 2014 |
Q4 2015 |
Q4 2016 |
Q4 2017 |
Q4 2018 |
Q4 2019 |
Q4 2020 |
Q4 2021 |
Q2 2022 |
|||||||||||||||||||||||||||||||||||||||||||
Cash and cash equivalents |
$ | (84,509 | ) | $ | (48,875 | ) | $ | (13,705 | ) | $ | (18,904 | ) | $ | (30,356 | ) | $ | (17,753 | ) | $ | (53,551 | ) | $ | (83,015 | ) | $ | (78,922 | ) | $ | (53,740 | ) | $ | (46,224 | ) | $ | (113,686 | ) | $ | (96,555 | ) | $ | (266,538 | ) | ||||||||||||||
Company’s Share of unconsolidated real estate entity cash and cash equivalents |
— | — | — | — | — | — | — | — | — | — | (2,690 | ) | (3,060 | ) | (8,126 | ) | (9,454 | ) | ||||||||||||||||||||||||||||||||||||||
Partner’s share of cash and cash equivalents |
— | 2,030 | — | 1 | 1,865 | 1,664 | 3,251 | 9,285 | 1,594 | 7,659 | 8,846 | 17,002 | 24,056 | 60,254 | ||||||||||||||||||||||||||||||||||||||||||
Company’s Share of net debt (excluding Series A preferred units) |
$ |
9,791 |
$ |
242,632 |
$ |
384,201 |
$ |
559,724 |
$ |
821,358 |
$ |
865,616 |
$ |
2,152,815 |
$ |
2,513,059 |
$ |
2,316,533 |
$ |
2,548,850 |
$ |
2,855,582 |
$ |
2,778,102 |
$ |
3,003,292 |
$ |
3,255,104 |
||||||||||||||||||||||||||||
Q2 2010 |
Q4 2010 |
Q4 2011 |
Q4 2012 |
Q4 2013 |
Q4 2014 |
Q4 2015 |
Q4 2016 |
Q4 2017 |
Q4 2018 |
Q4 2019 |
Q4 2020 |
Q4 2021 |
Q2 2022 |
|||||||||||||||||||||||||||||||||||||||||||
Unsecured Debt |
— | 111,117 | — | 55,000 | 155,000 | 280,000 | 1,555,000 | 2,025,000 | 1,975,000 | 2,275,000 | 2,475,000 | 1,925,000 | 2,050,000 | 2,410,000 | ||||||||||||||||||||||||||||||||||||||||||
Secured Debt |
94,300 | 178,360 | 397,906 | 523,627 | 694,849 | 601,705 | 648,115 | 561,789 | 418,861 | 319,931 | 420,650 | 952,846 | 1,033,917 | 1,060,842 | ||||||||||||||||||||||||||||||||||||||||||
Total Company’s Share of debt |
$ |
94,300 |
$ |
289,477 |
$ |
397,906 |
$ |
578,627 |
$ |
849,849 |
$ |
881,705 |
$ |
2,203,115 |
$ |
2,586,789 |
$ |
2,393,861 |
$ |
2,594,931 |
$ |
2,895,650 |
$ |
2,877,846 |
$ |
3,083,917 |
$ |
3,470,842 |
As of (Actual) |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Q2 2010 |
Q4 2010 |
Q4 2011 |
Q4 2012 |
Q4 2013 |
Q4 2014 |
Q4 2015 |
Q4 2016 |
Q4 2017 |
Q4 2018 |
Q4 2019 |
Q4 2020 |
Q4 2021 |
Q2 2022 |
|||||||||||||||||||||||||||||||||||||||||||
Total assets, net |
$ | 621,780 | $ | 1,004,576 | $ | 1,152,791 | $ | 1,559,690 | $ | 2,131,274 | $ | 2,340,885 | $ | 6,254,035 | $ | 6,678,998 | $ | 6,622,070 | $ | 7,070,879 | $ | 7,466,568 | $ | 8,350,202 | $ | 8,990,189 | $ | 9,050,638 | ||||||||||||||||||||||||||||
Accumulated depreciation |
21,442 | 27,113 | 53,329 | 85,184 | 116,342 | 134,657 | 269,074 | 419,368 | 533,498 | 695,631 | 898,279 | 1,102,748 | 1,283,774 | 1,413,526 | ||||||||||||||||||||||||||||||||||||||||||
Accumulated depreciation related to assets held for sale |
— | — | — | — | — | 7,904 | 3,650 | 4,582 | 15,913 | — | — | — | 55,406 | 54,940 | ||||||||||||||||||||||||||||||||||||||||||
Partner’s share of gross assets |
— | (94,606 | ) | — | (3,897 | ) | (127,795 | ) | (128,740 | ) | (194,809 | ) | (289,075 | ) | (163,559 | ) | (406,815 | ) | (453,722 | ) | (1,421,834 | ) | (1,536,226 | ) | (1,540,656 | ) | ||||||||||||||||||||||||||||||
Accumulated amortization – deferred leasing costs and intangible assets |
8,287 | 13,509 | 33,881 | 55,638 | 70,547 | 49,769 | 136,252 | 164,303 | 158,034 | 137,980 | 154,698 | 146,630 | 145,502 | 161,278 | ||||||||||||||||||||||||||||||||||||||||||
Accumulated depreciation – non-real estate assets |
222 | 275 | 467 | 499 | 629 | 207 | 431 | 2,232 | 4,097 | 5,987 | 7,487 | 8,933 | 15,675 | 17,990 | ||||||||||||||||||||||||||||||||||||||||||
Partner’s share of accumulated amortization |
— | (229 | ) | (3,928 | ) | (5,581 | ) | (7,199 | ) | (5,381 | ) | (6,809 | ) | (8,000 | ) | (3,841 | ) | (5,380 | ) | (7,965 | ) | (10,629 | ) | (17,790 | ) | (19,947 | ) | |||||||||||||||||||||||||||||
Investment in unconsolidated joint ventures |
— | — | — | — | — | — | — | — | — | — | (64,926 | ) | (82,105 | ) | (154,731 | ) | (161,845 | ) | ||||||||||||||||||||||||||||||||||||||
Company’s Share of unconsolidated gross assets |
— | — | — | — | — | — | — | — | — | — | 172,818 | 199,121 | 274,124 | 288,287 | ||||||||||||||||||||||||||||||||||||||||||
Company’s Share of Gross Assets |
$ |
651,731 |
$ |
950,638 |
$ |
1,236,540 |
$ |
1,691,533 |
$ |
2,183,798 |
$ |
2,399,301 |
$ |
6,461,824 |
$ |
6,972,408 |
$ |
7,166,212 |
$ |
7,498,282 |
$ |
8,173,237 |
$ |
8,293,066 |
$ |
9,055,923 |
$ |
9,264,211 |
Three Months Ended June 30, 2022 |
||||
Net income |
$ | 3,546 | ||
Adjustments: |
||||
Interest income-consolidated |
(920 | ) | ||
Interest expense-consolidated |
33,719 | |||
Depreciation and amortization-consolidated |
91,438 | |||
EBITDA (1) |
$ |
127,783 |
||
Unconsolidated real estate entities depreciation and amortization |
1,320 | |||
Unconsolidated real estate entities interest expense |
858 | |||
EBITDAre (1) |
$ |
129,961 |
||
Impairment loss |
3,250 | |||
Unrealized loss on non-real estate investments |
1,818 | |||
Other income |
(742 | ) | ||
Transaction-related expenses |
1,126 | |||
Non-cash compensation expense |
5,993 | |||
Straight-line receivables, net |
(12,300 | ) | ||
Non-cash amortization of above-market and below-market leases, net |
(1,953 | ) | ||
Non-cash amortization of above-market and below-market ground leases, net |
687 | |||
Amortization of lease incentive costs |
431 | |||
Adjusted EBITDAre (1) |
$ |
128,271 |
||
One-time prior period net property tax adjustment |
682 | |||
Adjusted EBITDAre (excluding specified items) |
$ |
128,953 |
||
Studio cash net operating income |
(8,323 | ) | ||
Office property Adjusted EBITDAre |
$ |
120,630 |
||
xAnnualization factor |
4.0x | |||
Annualized office property Adjusted EBITDAre |
$ |
482,520 |
||
Trailing 12-months studio cash net operating income |
32,312 | |||
Cash Adjusted EBITDAre for selected ratios |
$ |
514,832 |
||
Less: Partners’ share of Cash Adjusted EBITDAre |
(77,485 | ) | ||
Company’s Share of cash Adjusted EBITDAre |
$ |
437,347 |
(1) | EBITDA represents net income before interest, income taxes, depreciation and amortization. EBITDAre represents EBITDA before the Company’s Share interest and depreciation from unconsolidated real estate entities. Adjusted EBITDAre represents EBITDAre as further adjusted to eliminate the impact of certain non-cash items and items that we do not consider indicative of our ongoing performance. |
Year Ended December 31, |
Three Months Ended June 30, |
|||||||||||||||
2011 |
2020 |
2021 |
2022 |
|||||||||||||
Net (loss) income |
$ | (2,238 | ) | $ | 16,430 | $ | 29,012 | $ | 3,546 | |||||||
Adjustments: |
||||||||||||||||
Depreciation and amortization—Consolidated |
44,660 | 299,682 | 343,614 | 91,438 | ||||||||||||
Depreciation and amortization-Non-real |
— | (2,286 | ) | (7,719 | ) | (4,485 | ) | |||||||||
Depreciation and amortization—Company’s share from unconsolidated real estate entities |
— | 5,605 | 6,020 | 1,320 | ||||||||||||
Impairment loss – real estate assets |
— | — | 2,762 | 3,250 | ||||||||||||
Unrealized loss (gain) on non-real estate investments |
— | 2,463 | (16,571 | ) | 1,818 | |||||||||||
Tax impact of unrealized gain on non-real estate investment |
— | — | 3,849 | — | ||||||||||||
FFO attributable to non-controlling interests |
(1,297 | ) | (37,644 | ) | (64,388 | ) | (18,687 | ) | ||||||||
FFO attributable to preferred units |
(8,108 | ) | (612 | ) | (2,893 | ) | (5,200 | ) | ||||||||
FFO to common stockholders and unitholders |
$ |
33,017 |
$ |
283,638 |
$ |
293,686 |
$ |
73,000 |
||||||||
Specified items impacting FFO: |
||||||||||||||||
Transaction-related expenses |
1,693 | 440 | 8,911 | 1,126 | ||||||||||||
One-time tax reassessment management cost |
— | 5,500 | — | — | ||||||||||||
One-time straight line rent reserve |
— | 2,620 | — | — | ||||||||||||
One-time prior period net property tax adjustment – Company’s Share |
— | (937 | ) | (581 | ) | 477 | ||||||||||
One-time debt extinguishment cost-Company’s Share |
— | 2,654 | 3,187 | — | ||||||||||||
FFO (excluding specified items) to common stockholders and unitholders |
$ |
34,710 |
$ |
293,915 |
$ |
305,203 |
$ |
74,603 |
||||||||
Weighted average common stock/units outstanding—diluted |
32,004 | 154,084 | 153,332 | 146,344 | ||||||||||||
FFO (excluding specified items) per common stock/unit—diluted |
$ | 1.08 | $ | 1.91 | $ | 1.99 | $ | 0.51 | ||||||||
FFO (excluding specified items) per common stock/unit—diluted, annualized |
— | — | — | $ | 2.04 |
Hudson Pacific Properties, Inc. | ||
By: |
/s/ Mark T. Lammas | |
Mark T. Lammas | ||
President | ||
Hudson Pacific Properties, L.P. | ||
By: |
Hudson Pacific Properties, Inc. | |
Its General Partner | ||
By: |
/s/ Mark T. Lammas | |
Mark T. Lammas President |