UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


			FORM 10-Q

(Mark One)

☒

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the quarterly period ended ~~September 30, 2019~~March 31, 2020

☐

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

for the transition period from ______ to ______

Commission file number 001-36113

COLUMBIA PROPERTY TRUST, INC.

(Exact name of registrant as specified in its charter)

__________________________________

Maryland

20-0068852

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification Number)

315 Park Avenue South, New York, New York 10010

(Address of principal executive offices) (Zip Code)

(212) 687-0800

(Registrant's telephone number, including area code)

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

Title of each class

Trading Symbols

Name of each exchange on which registered

Common Stock

CXP

NYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act (check one).


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐ (Do not check if a smaller reporting company)	Smaller reporting company	☐
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Number of shares outstanding of the registrant's

only class of common stock, as of ~~October 21, 2019: 116,898,657~~April 24, 2020: 114,413,205 shares

Table of Contents

FORM 10-Q

COLUMBIA PROPERTY TRUST, INC.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

Page No.

Item 1.

Consolidated Financial ~~Statements~~Statements

Consolidated Balance Sheets as of SeMarch 31, 2020 ~~ptember~~ ~~30, 2019~~ (unaudited) and December 31, ~~2018 (unaudited)~~

~~Consolidated Statements of Operations for the Three and~~ 201 N9 ~~ine~~ ~~Months Ended~~ ~~September~~ ~~30, 2019 (unaudited) and 2018~~ (unaudited)

Consolidated Statements of ~~Comprehensive Income~~Operations for the Three ~~and~~ N ~~ine~~Months Ended ~~September~~March 31, 2020 ~~30, 2019~~ (unaudited) and ~~2018~~201 9 (unaudited)

Consolidated Statements of ~~Equity~~Comprehensive Income for the Three ~~and~~ ~~Nine~~Months Ended ~~September~~ March 31, 2020 ~~30, 2019~~ (unaudited) and ~~2018~~201 9 (unaudited)

Consolidated Statements of Equity for the Three and Nine Months Ended March 31, 2020 (unaudited) and 201 9 (unaudited)

Consolidated Statements of Cash Flows for the ~~Nine~~Three Months Ended March 31, 2020 ~~September~~ ~~30, 2019~~ (unaudited) and ~~2018~~201 9 (unaudited)

Condensed Notes to Consolidated Financial Statements (unaudited)

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

4133

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

5546

Item 4.

Controls and Procedures

5646

PART II. OTHER INFORMATION

Item 1.

Item 1A.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

5849

Item 3.

Defaults Upon Senior Securities

5849

Item 4.

Mine Safety Disclosures

Item 5.

Item 6.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this quarterly report on Form 10-Q of Columbia Property Trust, Inc. ("Columbia Property Trust," "we," "our," or "us"), other than historical facts may constitute "forward-looking statements” within the meaning of the Private Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934). Columbia Property Trust intends for all such forward-looking statements presented in this quarterly report on Form 10-Q ("Form 10-Q"), or that management may make orally or in writing from time to time, to be covered by the applicable safe harbor provisions for forward-looking statements contained in those acts.

Such statements in this current Form 10-Q include, among other things, information about possible or assumed future results of the business and our financial condition, liquidity, results of operations, plans, strategies, prospects, and objectives. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "will," "expect," "intend," "anticipate," "estimate," "believe," "continue," or other similar words. As forward-looking statements, these statements are subject to certain risks and uncertainties, including known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. These risks, uncertainties, and other factors include, without limitation:

•risks affecting the real estate industry and the office sector, in particular (such as the inability to enter into new leases, dependence on tenants' financial condition, and competition from other owners of real estate);

•risks relating to lease terminations, lease defaults, or changes in the financial condition of our tenants, particularly by a significant tenant;

•risks relating to our ability to maintain and increase property occupancy rates and rental rates;

•adverse economic or real estate market developments in our target markets;

•the risks of pandemics or other public health emergencies, including the continued spread and impact of, and the governmental and third-party response to, the recent COVID-19 outbreak;

•the impact of social distancing, shelter-in-place, border closings, travel restrictions, remote work requirements and similar governmental and private measures taken to combat the spread of COVID-19;

•risks relating to the use of debt to fund acquisitions;

•availability and terms of financing;

•ability to refinance indebtedness as it comes due;

•sensitivity of our operations and financing arrangements to fluctuations in interest rates;

•reductions in asset valuations and related impairment charges;

•risks relating to construction, development, and redevelopment activities;

•risks associated with joint ventures, including disagreements with, or misconduct by, joint venture partners;

•risks relating to repositioning our portfolio;

•risks relating to reduced demand for, or over supply of, office space in our markets;

•risks relating to ~~lease terminations, lease defaults, or changes in the financial condition of our tenants, particularly by a significant tenant;~~

•~~risks relating to~~ acquisition and disposition activities;

•~~risks associated with the ability to consummate the proposed transactions with Normandy Real Estate Management ("Normandy"), and the timing of the closing of the proposed transactions with Normandy;~~

•~~the~~ ability to successfully integrate our operations and employees in connection with the ~~proposed transaction with Normandy;~~acquisition of Normandy Real Estate Management, LLC ("Normandy");

•~~the~~ ability to realize anticipated benefits and synergies of the ~~proposed transactions with~~acquisition of Normandy;

•~~the~~ amount of the costs, fees, expenses, and charges related to the ~~proposed transactions with~~acquisition of Normandy;

•risks associated with our ability to continue to qualify as a real estate investment trust ("REIT");

•risks associated with possible cybersecurity attacks against us or any of our tenants;

•potential liability for uninsured losses and environmental contamination;

•potential adverse impact of market interest rates on the market price for our securities; and

•risks associated with our dependence on key personnel whose continued service is not guaranteed.

For further discussion of these and additional risks and uncertainties that may cause actual results to differ from expectation, see Item 1A, Risk Factors, inon our Form 10-K for the year ended December 31, ~~2018~~2019 and Part II, Item 1A – Risk Factors, in this Quarterly Report. Although we believe that the expectations reflected in such forward-looking

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statements are based on reasonable assumptions, we can give no assurances that our expectations will be achieved. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this Form 10-Q is filed with the U.S. Securities and Exchange Commission ("SEC"). We do not intend to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

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PART I.FINANCIAL INFORMATION

ITEM 1.CONSOLIDATED FINANCIAL STATEMENTS

The information furnished in the accompanying consolidated balance sheets and related consolidated statements of operations, comprehensive income, equity, and cash flows, reflects all normal and recurring adjustments that are, in management's opinion, necessary for a fair and consistent presentation of the aforementioned financial statements. The accompanying consolidated financial statements should be read in conjunction with the condensed notes to Columbia Property Trust's financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations included in this Quarterly Report on Form 10-Q, and with audited consolidated financial statements and the related notes for the year ended December 31, ~~2018.~~2019. Columbia Property Trust's results of operations for the three ~~and nine~~ months ended ~~September 30, 2019~~March 31, 2020 are not necessarily indicative of the operating results expected for the full year.

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COLUMBIA PROPERTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per-share amounts)


		(Unaudited)							(Unaudited)
		September 30, 2019		December 31, 2018			March 31, 2020		December 31, 2019
Assets:	Assets:					Assets:
Real estate assets, at cost:	Real estate assets, at cost:					Real estate assets, at cost:
Land	Land	$	803,986	$	817,975	Land	$	870,352	$	870,352
Buildings and improvements, less accumulated depreciation of $344,037 and $403,355, as of September 30, 2019 and December 31, 2018, respectively		1,593,735		1,910,041
Intangible lease assets, less accumulated amortization of $56,343 and $84,881, as of September 30, 2019 and December 31, 2018, respectively		50,726		98,540
Buildings and improvements, less accumulated depreciation of $298,089 and $281,248, as of March 31, 2020 and December 31, 2019, respectively						Buildings and improvements, less accumulated depreciation of $298,089 and $281,248, as of March 31, 2020 and December 31, 2019, respectively	1,709,699		1,719,207
Intangible lease assets, less accumulated amortization of $60,794 and $58,659, as of March 31, 2020 and December 31, 2019, respectively						Intangible lease assets, less accumulated amortization of $60,794 and $58,659, as of March 31, 2020 and December 31, 2019, respectively	57,282		61,025
Construction in progress	Construction in progress	33,663		33,800		Construction in progress	65,592		53,621

Real estate assets held for sale, less accumulated depreciation and amortization of $80,543 as of December 31, 2019						Real estate assets held for sale, less accumulated depreciation and amortization of $80,543 as of December 31, 2019	—		214,956
Total real estate assets	Total real estate assets	2,482,110		2,860,356		Total real estate assets	2,702,925		2,919,161
Operating lease assets	Operating lease assets	29,710		—		Operating lease assets	30,090		29,470
Investments in unconsolidated joint ventures	Investments in unconsolidated joint ventures	1,058,570		1,071,353		Investments in unconsolidated joint ventures	1,087,694		1,054,460
Cash and cash equivalents	Cash and cash equivalents	147,485		17,118		Cash and cash equivalents	292,814		12,303
Tenant receivables, net of $4 allowance for doubtful accounts as of December 31, 2018		2,474		3,258
Tenant receivables						Tenant receivables	4,322		2,464
Straight-line rent receivable	Straight-line rent receivable	87,076		87,159		Straight-line rent receivable	80,935		77,330
Prepaid expenses and other assets	Prepaid expenses and other assets	33,404		23,218		Prepaid expenses and other assets	29,133		21,484
Intangible lease origination costs, less accumulated amortization of $32,630 and $65,348, as of September 30, 2019 and December 31, 2018, respectively		23,517		34,092
Deferred lease costs, less accumulated amortization of $25,065 and $27,735, as of September 30, 2019 and December 31, 2018, respectively		61,455		77,439

Intangible lease origination costs, less accumulated amortization of $33,952 and $33,731, as of March 31, 2020 and December 31, 2019, respectively						Intangible lease origination costs, less accumulated amortization of $33,952 and $33,731, as of March 31, 2020 and December 31, 2019, respectively	26,386		27,971
Deferred lease costs, less accumulated amortization of $17,962 and $16,732, as of March 31, 2020 and December 31, 2019, respectively						Deferred lease costs, less accumulated amortization of $17,962 and $16,732, as of March 31, 2020 and December 31, 2019, respectively	82,886		76,385
Other assets held for sale, less accumulated amortization of $10,222 as of December 31, 2019						Other assets held for sale, less accumulated amortization of $10,222 as of December 31, 2019	—		23,917
Goodwill (Note 3)						Goodwill (Note 3)	63,806		—
Total assets	Total assets	$	3,925,801	$	4,173,993	Total assets	$	4,400,991	$	4,244,945
Liabilities:	Liabilities:					Liabilities:
Line of credit and notes payable, net of unamortized deferred financing costs of $2,237 and $2,692, as of September 30, 2019 and December 31, 2018, respectively		$	447,763	$	629,308
Bonds payable, net of discounts of $1,169 and $1,304 and unamortized deferred financing costs of $3,704 and $4,158, as of September 30, 2019 and December 31, 2018, respectively		695,127		694,538
Line of credit and notes payable, net of unamortized deferred financing costs of $1,930 and $2,084, as of March 31, 2020 and December 31, 2019, respectively						Line of credit and notes payable, net of unamortized deferred financing costs of $1,930 and $2,084, as of March 31, 2020 and December 31, 2019, respectively	$	949,070	$	781,916
Bonds payable, net of discounts of $1,078 and $1,124 and unamortized deferred financing costs of $3,403 and $3,552, as of March 31, 2020 and December 31, 2019, respectively						Bonds payable, net of discounts of $1,078 and $1,124 and unamortized deferred financing costs of $3,403 and $3,552, as of March 31, 2020 and December 31, 2019, respectively	695,519		695,324
Operating lease liabilities	Operating lease liabilities	2,335		—		Operating lease liabilities	2,887		2,186
Accounts payable, accrued expenses, and accrued capital expenditures	Accounts payable, accrued expenses, and accrued capital expenditures	53,281		49,117		Accounts payable, accrued expenses, and accrued capital expenditures	90,291		70,845
Dividends payable	Dividends payable	—		23,340		Dividends payable	—		24,209
Deferred income	Deferred income	14,772		15,593		Deferred income	18,593		16,955
Intangible lease liabilities, less accumulated amortization of $13,913 and $21,766, as of September 30, 2019 and December 31, 2018, respectively		14,989		21,081

Intangible lease liabilities, less accumulated amortization of $16,043 and $15,127, as of March 31, 2020 and December 31, 2019, respectively						Intangible lease liabilities, less accumulated amortization of $16,043 and $15,127, as of March 31, 2020 and December 31, 2019, respectively	20,244		21,839
Liabilities held for sale, less accumulated amortization of $— as of December 31, 2019						Liabilities held for sale, less accumulated amortization of $— as of December 31, 2019	—		3,054
Total liabilities	Total liabilities	1,228,267		1,432,977		Total liabilities	1,776,604		1,616,328
Commitments and Contingencies (Note 7)	Commitments and Contingencies (Note 7)	—		—		Commitments and Contingencies (Note 7)	—		—
Equity:	Equity:					Equity:
Common stock, $0.01 par value, 225,000,000 shares authorized, 116,908,658 and 116,698,033 shares issued and outstanding, as of September 30, 2019 and December 31, 2018, respectively		1,169		1,167
Common stock, $0.01 par value, 225,000,000 shares authorized, 114,413,205 and 115,280,597 shares issued and outstanding, as of March 31, 2020 and December 31, 2019, respectively						Common stock, $0.01 par value, 225,000,000 shares authorized, 114,413,205 and 115,280,597 shares issued and outstanding, as of March 31, 2020 and December 31, 2019, respectively	1,144		1,153
Additional paid-in capital	Additional paid-in capital	4,424,372		4,421,587		Additional paid-in capital	4,369,155		4,392,322
Cumulative distributions in excess of earnings	Cumulative distributions in excess of earnings	(1,723,248)		(1,684,082)		Cumulative distributions in excess of earnings	(1,787,119)		(1,769,234)
Cumulative other comprehensive income (loss)		(4,759)		2,344
Cumulative other comprehensive loss						Cumulative other comprehensive loss	(20,509)		(1,101)
Total stockholders' equity attributable to Columbia Property Trust						Total stockholders' equity attributable to Columbia Property Trust	2,562,671		2,623,140
Noncontrolling interest in Columbia Operating Partnership						Noncontrolling interest in Columbia Operating Partnership	56,465		—
Noncontrolling interest in consolidated joint venture						Noncontrolling interest in consolidated joint venture	5,251		5,477
Total equity	Total equity	2,697,534		2,741,016		Total equity	2,624,387		2,628,617
Total liabilities and equity	Total liabilities and equity	$	3,925,801	$	4,173,993	Total liabilities and equity	$	4,400,991	$	4,244,945
See accompanying notes						See accompanying notes

~~See accompanying notes.~~

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COLUMBIA PROPERTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per-share amounts)


		(Unaudited)						(Unaudited)							(Unaudited)
		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Revenues:	Revenues:									Revenues:
Lease revenues	Lease revenues	$	68,963	$	69,737	$	210,426	$	211,506	Lease revenues	$	68,007	$	71,862
Asset and property management fee income		1,914		1,825		5,681		5,402
Management fee revenues										Management fee revenues	8,240		1,869
Other property income	Other property income	1,072		1,778		4,005		5,512		Other property income	7		1,702
		71,949		73,340		220,112		222,420			76,254		75,433
Expenses:	Expenses:									Expenses:
Property operating costs	Property operating costs	23,147		21,000		69,970		66,512		Property operating costs	22,697		24,492
Asset and property management fee expenses		102		206		521		619
Depreciation	Depreciation	19,773		19,878		59,512		61,394		Depreciation	18,330		20,404
Amortization	Amortization	7,485		7,920		22,052		24,559		Amortization	6,721		7,461
Impairment loss on real estate assets		23,364		—		23,364		30,812

General and administrative – corporate	General and administrative – corporate	7,103		8,303		23,707		24,379		General and administrative – corporate	11,782		8,424
General and administrative – unconsolidated joint ventures		839		746		2,486		2,213
Pre-acquisition costs (Note 15)		2,437		—		2,437		—
Management fee expense										Management fee expense	6,945		—
General and administrative – joint venture										General and administrative – joint venture	—		809
Acquisition costs (Note 3)										Acquisition costs (Note 3)	12,081		—
		84,250		58,053		204,049		210,488			78,556		61,590
Other Income (Expense):	Other Income (Expense):									Other Income (Expense):
Interest expense	Interest expense	(10,289)		(13,051)		(33,281)		(43,260)		Interest expense	(9,555)		(12,095)
Gain on extinguishment of debt		—		—		—		23,713
Interest and other income		—		1,803		1		5,420
Gain on sale of unconsolidated joint venture interests		—		—		—		762
Income tax expense		(2)		(3)		(18)		(16)

Interest and other income (expense)										Interest and other income (expense)	(158)		1
Income tax benefit (expense)										Income tax benefit (expense)	2,243		(7)
Income from unconsolidated joint ventures	Income from unconsolidated joint ventures	2,194		2,393		6,179		5,937		Income from unconsolidated joint ventures	2,656		1,771
Gain on sale of real estate assets	Gain on sale of real estate assets	112		—		42,030		—		Gain on sale of real estate assets	13,344		—
		(7,985)		(8,858)		14,911		(7,444)			8,530		(10,330)
Net Income (Loss)		$	(20,286)	$	6,429	$	30,974	$	4,488
Net income										Net income	6,228		3,513
Less: net (income) loss attributable to noncontrolling interest in Columbia Operating Partnership										Less: net (income) loss attributable to noncontrolling interest in Columbia Operating Partnership	(71)		—
Less: net (income) loss attributable to noncontrolling interest in consolidated joint venture										Less: net (income) loss attributable to noncontrolling interest in consolidated joint venture	133		—
Net income attributable to common stockholders										Net income attributable to common stockholders	$	6,290	$	3,513
Per-Share Information – Basic:	Per-Share Information – Basic:									Per-Share Information – Basic:
Net income (loss)		$	(0.17)	$	0.05	$	0.26	$	0.04
Net income										Net income	$	0.05	$	0.03
Weighted-average common shares outstanding – basic	Weighted-average common shares outstanding – basic	116,522		117,609		116,498		118,237		Weighted-average common shares outstanding – basic	114,471		116,462
Per-Share Information – Diluted:	Per-Share Information – Diluted:									Per-Share Information – Diluted:
Net income (loss)		$	(0.17)	$	0.05	$	0.26	$	0.04
Net income										Net income	$	0.05	$	0.03
Weighted-average common shares outstanding – diluted	Weighted-average common shares outstanding – diluted	116,821		118,207		116,762		118,749		Weighted-average common shares outstanding – diluted	114,486		116,880

See accompanying notes.

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COLUMBIA PROPERTY TRUST, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(Unaudited) (Unaudited)
Three Months Ended
September 30, Nine Months Ended
September 30,
2019 2018 2019 2018
Net income (loss) $ (20,286) $ 6,429 $ 30,974 $ 4,488
Market value adjustments to interest rate swap (3,068) 722 (7,103) 4,174
Comprehensive income (loss) $ (23,354) $ 7,151 $ 23,871 $ 8,662


	(Unaudited)
	Three Months Ended March 31,
	2020		2019
Net income	$	6,228	$	3,513
Market value adjustments to interest rate swaps	(19,993)		(1,431)
Comprehensive income (loss)	(13,765)		2,082
Less: market value adjustments to interest rate swaps	585		—
Less: net (income) loss attributable to noncontrolling interest in Columbia Operating Partnership	(71)		—
Less: net (income) loss attributable to noncontrolling interest in consolidated joint venture	133		—
Comprehensive income (loss) attributable to common stockholders	$	(13,118)	$	2,082

See accompanying notes.

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COLUMBIA PROPERTY TRUST, INC.

CONSOLIDATED STATEMENTS OF EQUITY

FOR THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2020 AND 2019 (UNAUDITED)

(in thousands, except per-share amounts)

For the Three Months Ended September 30, 2019
Common Stock Additional
Paid-In
Capital Cumulative
Distributions
in Excess of
Earnings Cumulative
Other
Comprehensive
Loss Total
Equity
Shares Amount
Balance, June 30, 2019 116,909 $ 1,169 $ 4,422,833 $ (1,679,580) $ (1,691) $ 2,742,731
Common stock issued to employees and directors, and amortized (net of income tax withholdings) — — 1,539 — — 1,539
Distributions to common stockholders ($0.20 per share) — — — (23,382) — (23,382)
Net loss — — — (20,286) — (20,286)
Market value adjustment to interest rate swap — — — — (3,068) (3,068)
Balance, September 30, 2019 116,909 $ 1,169 $ 4,424,372 $ (1,723,248) $ (4,759) $ 2,697,534


	Stockholders' Equity
	Common Stock					Additional Paid-In Capital		Cumulative Distributions in Excess of Earnings		Cumulative Other Comprehensive Loss		Total Equity		Noncontrolling Interests
																		Columbia Operating Partnership	Consolidated Joint Venture	Total Equity
	Shares	Amount
Balance, December 31, 2019	115,280	$	1,153	$	4,392,322	$	(1,769,234)	$	(1,101)	$	2,623,140	$	—	$	5,477	$	2,628,617
Repurchases of common stock	(1,194)	(12)		(23,264)		—		—		(23,276)		—		—		(23,276)
Issuance of noncontrolling interest in Columbia Operating Partnership	—	—		—		—		—		—		55,306		—		55,306
Common stock issued to employees and directors, and amortized (net of income tax withholdings)	327	3		97		—		—		100		2,358		—		2,458
Distributions to common stockholders ($0.21 per share)	—	—		—		(24,175)		—		(24,175)		—		—		(24,175)
Contributions from noncontrolling interest in consolidated joint venture	—	—		—		—		—		—		—		16		16
Distributions to consolidated joint venture partner and Operating Partnership Unit holders	—	—		—		—		—		—		(685)		(109)		(794)
Allocation of net income (loss)	—	—		—		6,290		—		6,290		71		(133)		6,228
Market value adjustment to interest rate swap	—	—		—		—		(19,408)		(19,408)		(585)		—		(19,993)
Balance, March 31, 2020	114,413	$	1,144	$	4,369,155	$	(1,787,119)	$	(20,509)	$	2,562,671	$	56,465	$	5,251	$	2,624,387


		For the Nine Months Ended September 30, 2019																								Stockholders' Equity
		Common Stock					Additional Paid-In Capital		Cumulative Distributions in Excess of Earnings		Cumulative Other Comprehensive Income (Loss)				Total Equity	Common Stock						Additional Paid-In Capital				Cumulative Distributions in Excess of Earnings				Cumulative Other Comprehensive Income (Loss)	Total Equity
		Shares	Amount															Shares		Amount												Total Equity
Balance, December 31, 2018	Balance, December 31, 2018	116,698	$	1,167	$	4,421,587	$	(1,684,082)	$	2,344	$	2,741,016	Balance, December 31, 2018	116,698		$	1,167	$	4,421,587	$	(1,684,082)			$	2,344			$	2,741,016

Common stock issued to employees and directors, and amortized (net of income tax withholdings)	Common stock issued to employees and directors, and amortized (net of income tax withholdings)	211	2		2,785		—		—		2,787		Common stock issued to employees and directors, and amortized (net of income tax withholdings)	182		2		(860)		—		—				(858)
Distributions to common stockholders ($0.60 per share)		—	—		—		(70,140)		—		(70,140)
Distributions to common stockholders ($0.20 per share)													Distributions to common stockholders ($0.20 per share)	—		—		—		(23,376)		—				(23,376)
Net income	Net income	—	—		—		30,974		—		30,974		Net income	—		—		—		3,513		—				3,513

Market value adjustment to interest rate swap	Market value adjustment to interest rate swap	—	—		—		—		(7,103)		(7,103)		Market value adjustment to interest rate swap	—		—		—		—		(1,431)				(1,431)
Balance, September 30, 2019		116,909	$	1,169	$	4,424,372	$	(1,723,248)	$	(4,759)	$	2,697,534
Balance, March 31, 2019													Balance, March 31, 2019	116,880		$	1,169	$	4,420,727	$	(1,703,945)	$	913			$	2,718,864

See accompanying notes.

~~Table of Contents~~

~~COLUMBIA PROPERTY TRUST, INC.~~

~~CONSOLIDATED STATEMENTS OF EQUITY (CONTINUED)~~

~~FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2018 (UNAUDITED)~~

~~(in thousands, except per-share amounts)~~

For the Three Months Ended September 30, 2018
Common Stock Additional
Paid-In
Capital Cumulative
Distributions
in Excess of
Earnings Cumulative
Other
Comprehensive
Income Total
Equity
Shares Amount
Balance, June 30, 2018 117,974 $ 1,180 $ 4,447,054 $ (1,648,577) $ 4,355 $ 2,804,012
Common stock issued to employees and directors, and amortized (net of income tax withholdings) 10 — 1,634 — — 1,634
Distributions to common stockholders ($0.20 per share) — — — (23,597) — (23,597)
Net income — — — 6,429 — 6,429
Market value adjustment to interest rate swap — — — — 722 722
Balance, September 30, 2018 117,984 $ 1,180 $ 4,448,688 $ (1,665,745) $ 5,077 $ 2,789,200

For the Nine Months Ended September 30, 2018
Common Stock Additional
Paid-In
Capital Cumulative
Distributions
in Excess of
Earnings Cumulative
Other
Comprehensive
Income Total
Equity
Shares Amount
Balance, December 31, 2017 119,789 $ 1,198 $ 4,487,071 $ (1,957,236) $ 903 $ 2,531,936
Cumulative-effect adjustment for the adoption of
ASU 2017-05 — — — 357,755 — 357,755
Cumulative-effect adjustment for the adoption of
ASU 2014-09 — — — 343 — 343
Repurchases of common stock (1,954) (19) (41,770) — — (41,789)
Common stock issued to employees and directors, and amortized (net of income tax withholdings) 149 1 3,387 — — 3,388
Distributions to common stockholders ($0.60 per share) — — — (71,095) — (71,095)
Net income — — — 4,488 — 4,488
Market value adjustment to interest rate swap — — — — 4,174 4,174
Balance, September 30, 2018 117,984 $ 1,180 $ 4,448,688 $ (1,665,745) $ 5,077 $ 2,789,200

~~See accompanying notes.~~

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COLUMBIA PROPERTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


		(Unaudited)							(Unaudited)
		Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018			2020		2019
Cash Flows From Operating Activities:	Cash Flows From Operating Activities:					Cash Flows From Operating Activities:
Net income	Net income	$	30,974	$	4,488	Net income	$	6,228	$	3,513
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:	Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:					Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Straight-line rental income	Straight-line rental income	(10,387)		(22,262)		Straight-line rental income	(3,394)		(4,631)
Noncash operating lease expense	Noncash operating lease expense	630		—		Noncash operating lease expense	82		212
Depreciation	Depreciation	59,512		61,394		Depreciation	18,330		20,404
Amortization	Amortization	18,692		22,340		Amortization	5,330		6,351
Stock-based compensation expense		5,177		5,352
Impairment loss on real estate assets		23,364		30,812
Noncash compensation expense						Noncash compensation expense	4,657		1,539
Noncash interest expense	Noncash interest expense	1,922		2,427		Noncash interest expense	642		640
Gain on extinguishment of debt		—		(23,713)
Gain on sale of unconsolidated joint venture interests		—		(762)

Income from unconsolidated joint ventures	Income from unconsolidated joint ventures	(6,179)		(5,937)		Income from unconsolidated joint ventures	(2,656)		(1,771)
Distributions of earnings from unconsolidated joint ventures	Distributions of earnings from unconsolidated joint ventures	20,601		21,464		Distributions of earnings from unconsolidated joint ventures	6,996		6,161
Gain on sale of real estate assets	Gain on sale of real estate assets	(42,030)		—		Gain on sale of real estate assets	(13,344)		—
Market value adjustment to investment in Real Estate Funds						Market value adjustment to investment in Real Estate Funds	160		—
Changes in assets and liabilities, net of acquisitions and dispositions:	Changes in assets and liabilities, net of acquisitions and dispositions:					Changes in assets and liabilities, net of acquisitions and dispositions:
Decrease (increase) in tenant receivables, net		856		(2,061)
Decrease in prepaid expenses and other assets		1,483		6,533
Increase (decrease) in accounts payable and accrued expenses		270		(36,281)
Decrease in deferred income		(821)		(2,757)
Increase in tenant receivables, net						Increase in tenant receivables, net	(1,702)		(294)
Decrease (increase) in prepaid expenses and other assets						Decrease (increase) in prepaid expenses and other assets	(235)		3,563
Decrease in accounts payable and accrued expenses						Decrease in accounts payable and accrued expenses	(4,605)		(2,701)
Increase (decrease) in deferred income						Increase (decrease) in deferred income	(342)		2,093
Net cash provided by operating activities	Net cash provided by operating activities	104,064		61,037		Net cash provided by operating activities	16,147		35,079
Cash Flows From Investing Activities:	Cash Flows From Investing Activities:					Cash Flows From Investing Activities:
Net proceeds from the sale of real estate	Net proceeds from the sale of real estate	375,004		284,608		Net proceeds from the sale of real estate	250,822		—
Net proceeds from sale of investments in unconsolidated joint ventures		—		235,083

Normandy Acquisition (Note 3)						Normandy Acquisition (Note 3)	(13,971)		—
Prepaid transaction costs and earnest money	Prepaid transaction costs and earnest money	(14,815)		(7,300)		Prepaid transaction costs and earnest money	—		(13,701)
Capital improvement and development costs	Capital improvement and development costs	(49,324)		(56,379)		Capital improvement and development costs	(23,583)		(19,014)
Deferred lease costs paid	Deferred lease costs paid	(5,042)		(12,687)		Deferred lease costs paid	(3,965)		(1,937)
Investments in unconsolidated joint ventures	Investments in unconsolidated joint ventures	(12,741)		(4,432)		Investments in unconsolidated joint ventures	(43,641)		(6,528)
Investments in Real Estate Funds						Investments in Real Estate Funds	(253)		—
Distributions from unconsolidated joint ventures	Distributions from unconsolidated joint ventures	11,264		10,549		Distributions from unconsolidated joint ventures	6,487		5,672
Net cash provided by investing activities		304,346		449,442
Net cash provided by (used in) investing activities						Net cash provided by (used in) investing activities	171,896		(35,508)
Cash Flows From Financing Activities:	Cash Flows From Financing Activities:					Cash Flows From Financing Activities:
Financing costs paid	Financing costs paid	(162)		(154)		Financing costs paid	(5)		(21)

Proceeds from lines of credit and notes payable	Proceeds from lines of credit and notes payable	150,000		186,000		Proceeds from lines of credit and notes payable	347,000		74,000
Repayments of lines of credit and notes payable	Repayments of lines of credit and notes payable	(332,000)		(551,476)		Repayments of lines of credit and notes payable	(180,000)		(23,000)

Contributions from noncontrolling interest in consolidated joint venture						Contributions from noncontrolling interest in consolidated joint venture	16		—
Distributions paid to stockholders	Distributions paid to stockholders	(93,480)		(95,056)		Distributions paid to stockholders	(48,384)		(46,716)
Distributions paid to noncontrolling interest in Columbia Operating Partnership						Distributions paid to noncontrolling interest in Columbia Operating Partnership	(685)		—
Redemptions of common stock	Redemptions of common stock	(2,401)		(43,764)		Redemptions of common stock	(25,474)		(2,401)
Net cash used in financing activities		(278,043)		(504,450)
Net cash provided by financing activities						Net cash provided by financing activities	92,468		1,862
Net increase in cash and cash equivalents	Net increase in cash and cash equivalents	130,367		6,029		Net increase in cash and cash equivalents	280,511		1,433
Cash and cash equivalents, beginning of period	Cash and cash equivalents, beginning of period	17,118		9,567		Cash and cash equivalents, beginning of period	12,303		17,118
Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	$	147,485	$	15,596	Cash and cash equivalents, end of period	$	292,814	$	18,551

See accompanying notes.

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COLUMBIA PROPERTY TRUST, INC.

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER 30, 2019~~MARCH 31, 2020

(unaudited)

1.Organization

Columbia Property Trust, Inc. ("Columbia Property Trust") (NYSE: CXP) is a Maryland corporation that operates as a real estate investment trust ("REIT") for federal income tax purposes, and owns and operates commercial real estate properties. Columbia Property Trust conducts business primarily through Columbia Property Trust Operating Partnership, L.P. ("Columbia ~~Property Trust~~ OP"), a Delaware limited partnership in which Columbia Property Trust is the general partner and ~~sole owner.~~majority owner (97.2%). Columbia Property Trust acquires, develops, redevelops, owns, leases, and operates real properties directly, through wholly owned subsidiaries, or through joint ventures. Unless otherwise noted herein, references to Columbia Property Trust, the "Company," "we," "us," or "our" herein shall include Columbia Property Trust and all subsidiaries of Columbia Property Trust, direct and indirect.

As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust owned 1615 operating properties and 24 properties under development or redevelopment, of which 1211 were wholly owned and 68 were owned through ~~unconsolidated~~ joint ventures, located primarily in New York, San Francisco, ~~and~~ Washington, D.C., and Boston. As of ~~September 30, 2019, the~~March 31, 2020, these operating properties contained ~~7.1~~6.3 million rentable square feet and were approximately ~~96.9%~~97.6% leased. Columbia Property Trust also provides asset and property management services for 8.0 million square feet of office space located primarily in New York, Washington, D.C., and Boston.

2. Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements of Columbia Property Trust have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by U.S. generally accepted accounting principles ("GAAP") for complete financial statements. In the opinion of management, the statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Results for these interim periods are not necessarily indicative of a full year's results. For additional information on Columbia Property Trust's unconsolidated joint ventures, which are accounted for using the equity method of accounting, see Note 4, Unconsolidated Joint Ventures. Columbia Property Trust's consolidated financial statements include the accounts of Columbia Property Trust, Columbia ~~Property Trust~~ OP, and any variable-interest entity in which Columbia Property Trust or Columbia ~~Property Trust~~ OP is deemed the primary beneficiary. With respect to entities that are not variable interest entities, Columbia Property Trust's consolidated financial statements also include the accounts of any entity in which Columbia Property Trust, Columbia ~~Property Trust~~ OP, or their subsidiaries own a controlling financial interest and any limited partnership in which Columbia Property Trust, Columbia ~~Property Trust~~ OP, or their subsidiaries own a controlling general partnership interest. All intercompany balances and transactions have been eliminated in consolidation. For further information, refer to the financial statements and footnotes included in Columbia Property Trust's Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 (the ~~"2018~~"2019 Form 10-K").

Fair Value Measurements

Columbia Property Trust estimates the fair value of its assets and liabilities (where currently required under GAAP) consistent with the provisions of Accounting Standard Codification 820, Fair Value Measurements ("ASC 820"). Under this standard, fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date, under current market conditions. While various techniques and assumptions can be used to estimate fair value depending on the nature of the asset or liability, the accounting standard for fair value measurements and disclosures provides the following fair value technique parameters and hierarchy, depending upon availability:

Level 1 – Assets or liabilities for which the identical term is traded on an active exchange, such as publicly traded instruments or futures contracts.

Level 2 – Assets or liabilities valued based on observable market data for similar instruments.

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Level 3 – Assets or liabilities for which significant valuation assumptions are not readily observable in the market. Such assets or liabilities are valued based on the best available data, some of which may be internally developed. Significant assumptions may include risk premiums that a market participant would consider.

Real Estate Assets

Columbia Property Trust is required to make subjective assessments as to the useful lives of its depreciable assets. To determine the appropriate useful life of an asset, Columbia Property Trust considers the period of future benefit of the asset. These assessments have a direct impact on net income. The estimated useful lives of its assets by class are as follows:


Buildings						40 years
Building and site improvements						5-25 years
Tenant improvements						Shorter of economic life or lease term
Intangible lease assets						Lease term

As further described in Note 5, Line of Credit and Notes Payable, Columbia Property Trust capitalizes interest incurred on outstanding debt balances as well as joint venture investments, as appropriate, during development or redevelopment of real estate held directly or in unconsolidated joint ventures. During the three months ended ~~September 30,~~March 31, 2020 and 2019, $2.6 million and ~~2018,~~ $0.9 million, ~~and $1.0 million~~respectively, of interest was capitalized to construction in ~~progress, respectively;~~progress; and during ~~both~~ the ~~nine~~three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018, $2.9~~$0.4 million ~~of interest was capitalized to construction in progress. During the three~~ and ~~nine months ended September 30, 2019,~~ $0.3 million, ~~and $0.9 million,~~ respectively, ~~were capitalized to investments in unconsolidated joint ventures. NaN~~of interest was capitalized to investments in unconsolidated joint ~~ventures during the nine months ended September 30, 2018.~~ventures.

Assets Held for Sale

Columbia Property Trust classifies properties as held for sale according to Accounting Standard Codification 360, Accounting for the Impairment or Disposal of Long-Lived Assets ("ASC 360"). According to ASC 360, properties having separately identifiable operations and cash flows are considered held for sale when all of the following criteria are met:

•Management, having the authority to approve the action, commits to a plan to sell the property.

•The property is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such property.

•An active program to locate a buyer and other actions required to complete the plan to sell the property have been initiated.

•The property is being actively marketed for sale at a price that is reasonable in relation to its current fair value.

•Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

•The sale of the property is probable (i.e., typically subject to a binding sale contract with a non-refundable deposit), and transfer of the property is expected to qualify for recognition as a completed sale within one year.

~~None~~As of March 31, 2020, none of Columbia Property Trust's properties met the criteria to be classified as held for sale in the accompanying balance ~~sheets~~sheets. As of December 31, 2019, Cranberry Woods Drive and Pasadena Corporate Park met the aforementioned criteria; thus, these properties are classified as held for sale in the accompanying consolidated balance sheets. The sale of Cranberry Woods closed on January 16, 2020; and the sale of Pasadena Corporate Park closed on March 31, 2020.

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The major classes of assets and liabilities classified as held for sale as of ~~September 30, 2019 or~~ December 31, ~~2018.~~2019, are provided below (in thousands):


	December 31, 2019
Real Estate Assets Held for Sale:
Real estate assets, at cost:
Land	$	57,117
Buildings and improvements, less accumulated depreciation of $80,543	157,701
Construction in progress	138
Total real estate assets held for sale, net	$	214,956
Other Assets Held for Sale:
Tenant receivables	$	156
Straight-line rent receivable	12,591
Prepaid expenses and other assets	334
Deferred lease costs, less accumulated amortization of $10,222	10,836
Total other assets held for sale, net	$	23,917
Liabilities Held for Sale:
Accounts payable, accrued expenses, and accrued capital expenditures	$	1,151
Deferred income	1,903
Total liabilities held for sale	$	3,054

Evaluating the Recoverability of Real Estate Assets

Columbia Property Trust continually monitors events and changes in circumstances that could indicate that the net carrying amounts of its real estate and related intangible assets and liabilities, of both operating properties and properties under development or redevelopment, may not be recoverable. When indicators of potential impairment are present that suggest that the net carrying amounts of real estate assets and related intangible assets and liabilities may not be recoverable, Columbia Property Trust assesses the recoverability of these net assets by determining whether the respective carrying values will be recovered through the estimated undiscounted future cash flows expected from the use of the net assets and their eventual disposition. In the event that such expected undiscounted future cash flows do not exceed the carrying values, Columbia Property Trust adjusts the carrying values of the real estate assets and related intangible assets and liabilities to the estimated fair values, pursuant to the property, plant, and equipment accounting standard for the impairment or disposal of long-lived assets, and recognizes an impairment loss. At such time that a property is required to be classified as held for sale, its net carrying amount is adjusted to the lower of its depreciated book value or its estimated fair value, less costs to sell, and depreciation is no longer recognized.

Estimated fair values are calculated based on the following hierarchy of information: (i) recently quoted market prices, (ii) market prices for comparable properties, or (iii) the present value of future cash flows, including estimated residual value. Projections of expected future operating cash flows require that Columbia Property Trust estimate future market rental income amounts subsequent to the expiration of current lease agreements, property operating expenses, the number of months it takes to re-lease the property, and the number of years the property is held for investment, among other factors. Due to the inherent subjectivity of the assumptions used to project future cash flows, estimated fair values may differ from the values that would be realized in market transactions. Certain of Columbia Property Trust's assets may be carried at an amount that exceeds that which could be realized in a current disposition transaction. Columbia Property Trust has determined that the carrying values of its real estate assets and related intangible assets are recoverable as of ~~September 30, 2019.~~March 31, 2020.

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In the third quarter of 2019, Columbia Property Trust recognized an impairment loss of $23.4 million as a result of changing its holding period expectations for Lindbergh Center in Atlanta, Georgia. Columbia Property Trust entered a contract to sell Lindbergh Center in the third quarter of 2019, and closed the sale on September 26, 2019. As a result, Columbia Property Trust reduced the carrying value of Lindbergh Center to reflect its estimated fair value, based on the estimated net sale proceeds of $181.0 million (Level 1), by recording an impairment loss of $23.4 million in the third quarter of 2019.

In the second quarter of 2018, Columbia Property Trust recognized an impairment loss of $30.8 million in connection with changing the holding period expectations for 222 East 41st Street in New York. Columbia Property Trust widely marketed this property for sale during the second quarter and, as a result, entered into an agreement to sell this property on May 25, 2018 and closed on the sale on May 29, 2018. Upon entering into the sale agreement, Columbia Property Trust reduced 222 East 41st Street's carrying value to reflect its fair value, estimated based on the net contract price of $284.6 million (Level 1), by recording an impairment loss of $30.8 million in the second quarter of 2018.

Intangible Assets and Liabilities Arising From In-Place Leases Where Columbia Property Trust Is the Lessor

Upon the acquisition of real properties, Columbia Property Trust allocates the purchase price of the properties to tangible assets, consisting of land, building, site improvements, and identified intangible assets and liabilities, including the value of in-place leases, based in each case on Columbia Property Trust's estimate of their fair values in accordance with ASC 820 (see "Fair Value Measurements" section above for additional detail). As of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, Columbia Property Trust had the following intangible assets and liabilities, arising from in-place leases, excluding amounts held for sale, if applicable (in thousands):

Intangible Lease Assets Intangible
Lease
Origination
Costs Intangible
Below-Market
In-Place Lease
Liabilities
Above-Market
In-Place
Lease Assets Absorption
Period Costs
September 30, 2019 Gross $ 2,482 $ 104,587 $ 56,147 $ 28,902
Accumulated Amortization (1,160) (55,183) (32,630) (13,913)
Net $ 1,322 $ 49,404 $ 23,517 $ 14,989
December 31, 2018 Gross $ 3,174 $ 147,668 $ 99,440 $ 42,847
Accumulated Amortization (1,060) (81,220) (65,348) (21,766)
Net $ 2,114 $ 66,448 $ 34,092 $ 21,081

~~Intangible Assets and Liabilities Arising From In-Place Leases Where Columbia Property Trust Is the Lessee~~


		Intangible Lease Assets								Intangible Lease Origination Costs		Intangible Below-Market In-Place Lease Liabilities
				Above-Market In-Place Lease Assets			Absorption Period Costs
March 31, 2020	Gross	$	2,480		$	115,596		$	60,338	$	36,287
	Accumulated Amortization	(1,245)			(59,549)			(33,952)		(16,043)
	Net	$	1,235		$	56,047		$	26,386	$	20,244
December 31, 2019	Gross	$	2,481		$	117,203		$	61,702	$	36,966
	Accumulated Amortization	(1,202)			(57,457)			(33,731)		(15,127)
	Net	$	1,279		$	59,746		$	27,971	$	21,839

As of December 31, 2018, Columbia Property Trust had gross below-market lease assets of approximately $32.6 million, net of accumulated amortization of $2.6 million. These below-market lease assets were reclassified to operating lease assets upon adoption of ASC 842, as described below. See Note 10, ~~Leases, for more information.~~

Amortization of Intangible Assets and Liabilities Arising From In-Place Leases

For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust recognized the following amortization of intangible lease assets and liabilities (in thousands):

Intangible Lease Assets Intangible
Lease
Origination
Costs Intangible
Below-Market
In-Place Lease
Liabilities
Above-Market
In-Place
Lease Assets Absorption
Period Costs
For the Three Months Ended September 30, 2019 $ 80 $ 3,423 $ 1,946 $ 1,354
For the Three Months Ended September 30, 2018 $ 51 $ 4,193 $ 2,376 $ 1,473
For the Nine Months Ended September 30, 2019 $ 244 $ 10,613 $ 6,066 $ 4,181
For the Nine Months Ended September 30, 2018 $ 153 $ 12,968 $ 7,333 $ 5,377


	Intangible Lease Assets								Intangible Lease Origination Costs		Intangible Below-Market In-Place Lease Liabilities
			Above-Market In-Place Lease Assets			Absorption Period Costs
For the Three Months Ended March 31, 2020	$	43		$	3,700		$	1,586	$	1,596
For the Three Months Ended March 31, 2019	$	82		$	3,656		$	2,100	$	1,426

The net intangible assets and liabilities remaining as of ~~September 30, 2019~~March 31, 2020 will be amortized as follows, excluding amounts held for sale, if applicable (in thousands):


		Intangible Lease Assets								Intangible Lease Origination Costs					Intangible Below-Market In-Place Lease Liabilities	Intangible Lease Assets													Intangible Lease Origination Costs	Intangible Below-Market In-Place Lease Liabilities
				Above-Market In-Place Lease Assets			Absorption Period Costs													Above-Market In-Place Lease Assets					Absorption Period Costs			Intangible Below-Market In-Place Lease Liabilities
For the remainder of 2019		$	45		$	2,712		$	1,300				$	1,107
For the remainder of 2020												For the remainder of 2020		$	129			$	9,219				$	4,296				$	3,888
For the years ending December 31:	For the years ending December 31:											For the years ending December 31:
2020		172			9,373			4,502		3,519
2021	2021	172			6,977			3,329		1,591		2021		172		9,328					4,516					3,191
2022	2022	172			5,483			2,325		1,287		2022		172		7,959					3,429					2,910
2023	2023	172			4,842			2,096		1,264		2023		172		6,455					2,903					2,336
2024	2024	172			4,506			1,995		1,118		2024		172		5,594					2,586					1,990
2025												2025		172		4,083					1,921					1,364
Thereafter	Thereafter	417			15,511			7,970		5,103		Thereafter		246		13,409					6,735					4,565
		$	1,322		$	49,404		$	23,517	$	14,989			$	1,235	$	56,047				$	26,386				$	20,244

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Investments in Unconsolidated Joint Ventures

Columbia Property Trust uses the equity method to account for investments that are not wholly owned and: (i) are considered variable interest entities where the Company is not the primary beneficiary, or (ii) in which the Company, along with its co-owners, possesses substantive participation rights, including management selection and termination, and the approval of significant capital and operating decisions. Under the equity method, investments in unconsolidated joint ventures are recorded at cost and adjusted for cash contributions and distributions, and allocations of income or loss.

Investments in Real Estate Funds

In connection with the Normandy Acquisition described in Note 3, Transactions, Columbia Property Trust acquired general partnership interests and limited partnership interests in 3 real estate funds: Normandy Real Estate Fund III, LP; Normandy Real Estate Fund IV, LP; and Normandy Opportunity Zone Fund, LP (collectively, the "Real Estate Funds"). The Company owns minimal economic interests in the Real Estate Funds (ranging from 2.0% to 2.5%). Significant decision rights are shared between the general partners and limited partners; and the general partner can be removed with a majority vote from the limited partners. As a result, Columbia Property Trust accounts for its investments in the Real Estate Funds using the equity method. The Real Estate Funds are subject to the rules of the AICPA Investment Company Guide; as a result, GAAP requires the Company to record its investments in the Real Estate Funds at their respective estimated fair market values. The Company determines the Real Estate Funds' estimated net asset values per share using a discounted cash flow model, which is considered a Level 3 valuation technique (see Fair Value Measurements section above). As of March 31, 2020, investments in the Real Estate Funds of approximately $3.8 million are included in prepaid expenses and other assets on the accompanying consolidated balance sheet. From January 24, 2020 (date of acquisition) through March 31, 2020, Columbia Property Trust recognized an unrealized loss on its investments in Real Estate Funds of approximately $160,000, which is recorded as other income (loss) in the accompanying consolidated statements of operations.

Columbia Property Trust has entered into agreements to provide acquisition, disposition, investment management, property management, leasing, and other services to the properties in which the Real Estate Funds own interests. See Note 12, Non-Lease Revenues, for more details. From time to time, Columbia Property Trust may be required to make additional capital contributions to the Real Estate Funds. See Note 7, Commitments and Contingencies, for more details.

Goodwill

Goodwill represents purchase price not specifically assigned to assets acquired and liabilities assumed in a business combination. On January 24, 2020, Columbia Property Trust recorded goodwill of $63.8 million in connection with the Normandy Acquisition (see Note 3, Transactions for details). Columbia Property Trust assesses the recoverability of goodwill on an annual basis, and on an interim basis if an event occurs or circumstances change that would indicate that the carrying value of goodwill may be impaired. When indicators of potential impairment exist, Columbia evaluates whether the carrying value of the reporting unit to which the goodwill relates exceeds the reporting unit's estimated fair value. If the reporting unit's carrying value exceeds its estimated fair value, Columbia Property Trust would then perform the same assessment at the enterprise level. If the carrying value of Columbia Property Trust's equity exceeds the estimated fair value of the Company, then goodwill would be reduced, and an impairment loss would be recognized, for the amount of this excess (not to exceed total goodwill). Columbia Property Trust has determined that the carrying value of goodwill is recoverable as of March 31, 2020.

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Interest Rate Swap Agreements

Columbia Property Trust enters into interest rate swap contracts to mitigate its interest rate risk on the related financial instruments. Columbia Property Trust does not enter into derivative or interest rate swap transactions for speculative purposes and currently does not have any derivatives that are not designated as hedges; however, certain of its derivatives may, at times, not qualify for hedge accounting treatment. Columbia Property Trust records the fair value of its interest rate swaps on its consolidated balance sheet either as prepaid expenses and other assets or as accounts payable, accrued expenses, and accrued capital expenditures. Changes in the fair value of interest rate swaps that are designated as cash flow hedges are recorded as other comprehensive income (loss). Changes in the fair value of interest rate swaps that do not qualify for hedge accounting treatment are recorded as gain or loss on interest rate swaps. Amounts received or paid under interest rate swap agreements are recorded as interest expense for contracts that qualify for hedge accounting treatment and as gain or loss on interest rate swaps for contracts that do not qualify for hedge accounting treatment. As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust has 2 interest rate swaps with an aggregate notional value of $450.0 million. The following tables provide additional information related to Columbia Property Trust's interest rate swaps (in thousands):

~~Estimated Fair Value as of~~

~~Instrument Type~~

~~Balance Sheet Classification~~

September 30,
2019

December 31,
2018

~~Derivatives designated as hedging instruments:~~

~~Interest rate contracts~~

~~Prepaid expenses and other assets~~

—

~~2,344~~

~~Interest rate contracts~~

~~Accounts payable~~

~~4,759~~

—


		Estimated Fair Value as of
Instrument Type	Balance Sheet Classification	March 31, 2020		December 31, 2019
Derivatives Designated as Hedging Instruments:
Interest rate contracts	Prepaid expenses and other assets	$	—	$	551
Interest rate contracts	Accounts payable	$	21,094	$	1,652

Columbia Property Trust applied the provisions of ASC 820 in recording its interest rate swaps at fair value. The fair values of the interest rate swaps, classified under Level 2, were determined using a third-party proprietary model that is based on prevailing market data for contracts with matching durations, current and anticipated London Interbank Offered Rate ("LIBOR") information, and reasonable estimates about relevant future market conditions. Columbia Property Trust has determined that the fair value, as determined by the third party, is reasonable.

Three Months Ended
September 30, Nine Months Ended
September 30,
2019 2018 2019 2018
Market value adjustment to interest rate swaps designated as hedging instruments and included in other comprehensive income (loss) $ (3,068) $ 722 $ (7,103) $ 4,174


	Three Months Ended March 31,
	2020		2019
Market value adjustment to interest rate swaps designated as hedging instruments and included in other comprehensive income (loss)	$	(19,993)	$	(1,431)

During the periods presented, 0 hedge ineffectiveness was required to be recognized into earnings on the interest rate swaps that qualified for hedge accounting treatment.

Noncontrolling Interests

Noncontrolling interests represent the portion of equity in consolidated entities that is owned by third-parties. Noncontrolling interests are adjusted for cash contributions and distributions, and for earnings. Earnings are allocated between the Company and noncontrolling interests using the hypothetical liquidation at book value method pursuant to the terms of the respective ownership agreements, and are reflected as net income (loss) attributable to noncontrolling interests in the accompanying consolidated statements of operations.

Income Taxes

Columbia Property Trust has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the "Code") and has operated as such beginning with its taxable year ended December 31, 2003. To qualify as a REIT, ~~Columbia Property Trust~~the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of its REIT taxable income, as defined by the Code, to its stockholders. To the extent that Columbia Property Trust satisfies the distribution requirement

but distributes less than 100% of its REIT taxable income, ~~Columbia Property Trust~~the Company would be subject to federal and state corporate income tax on the undistributed income. Generally, ~~Columbia Property Trust~~the Company does not incur federal income taxes, other than as described in the following paragraph, because its stockholder distributions typically exceed its taxable income due to noncash expenses such as depreciation. Columbia Property Trust is, however, subject

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to certain state and local taxes related to the operations of properties in certain locations, which have been provided for in the accompanying consolidated financial statements.

Columbia Property Trust TRS, ~~LLC~~LLC; Columbia KCP TRS, LLC; Columbia Development TRS 13, LLC; and Columbia ~~KCP~~Development TRS 87, LLC (collectively, the "TRS Entities") are ~~wholly owned~~ subsidiaries of ~~Columbia Property Trust~~the Company and are organized as Delaware limited liability companies. The TRS Entities, among other things, provide services related to asset and property management, construction and development, and other tenant services that Columbia Property Trust, as a REIT, cannot otherwise provide. ~~Columbia Property Trust~~The Company has elected to treat the TRS Entities as taxable REIT subsidiaries. Columbia Property Trust may perform certain additional, noncustomary services for tenants of its buildings through the TRS Entities; however, any earnings related to such services are subject to federal and state income taxes. In addition, for ~~Columbia Property Trust~~the Company to continue to qualify as a REIT, Columbia Property Trust must limit its investments in taxable REIT subsidiaries to 20% of the value of the total assets. The TRS Entities' deferred tax assets and liabilities represent temporary differences between the financial reporting basis and the tax basis of assets and liabilities based on the enacted rates expected to be in effect when the temporary differences reverse. If applicable, ~~Columbia Property Trust~~the Company records interest and penalties related to uncertain tax positions as general and administrative expense in the accompanying consolidated statements of operations.

Reclassification

~~In connection with adopting Accounting Standard Codification 842,~~ ~~Leases~~ ~~("ASC 842"), effective January 1, 2019, rental income and tenant reimbursements~~Certain prior-period amounts on our consolidated statement of operations have been ~~combined into the lease revenues line on the consolidated statements of operations for all periods presented. See~~ ~~Recent Accounting Pronouncements~~ ~~below for additional details. In accordance~~reclassified to conform with ~~Accounting Standard Codification 360,~~ ~~Property, Plant,~~current-period's presentation: property operating costs includes amounts previously reported as asset and ~~Equipment~~ ~~("ASC 360"), and in response to the Securities and Exchange Commission's~~ ~~Disclosure Update and Simplification~~ ~~release effective November 5, 2018, gains on sales of real estate assets have been moved to other income (expense) on the consolidated statements of operations for all periods presented.~~property management fees.

Recent Accounting Pronouncements

~~Effective January 1, 2019,~~Accounting Standard Update 2020-04, Reference Rate Reform ("ASC 2020-04"), which was issued on and effective as of March 12, 2020, addresses the accounting and disclosure impacts of reference rate reform and the anticipated discontinuance of London Interbank Offering Rate ("LIBOR"). ASU 2020-04 provides optional guidance that may be elected over time, and includes practical expedients for activities that impact debt, leases, derivatives, and other contracts. Columbia Property Trust ~~adopted ASC 842, which amends~~has matched LIBOR-based debt with LIBOR-based interest rate swaps, and has elected to apply the ~~lease accounting rules with~~ASU 2020-04's practical expedients related to (i) probability and (ii) the ~~following key changes:~~

•Lessees are required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months, and to classify such leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchaseassessment of the ~~leased asset by~~effectiveness for future LIBOR-indexed cash flows, which assume that the ~~lessee, or not. This classification~~debt instrument will ~~determine whether~~use the ~~lease expense~~same index rate as its corresponding interest rate swap once a new reference rate is ~~recognized using~~established to replace LIBOR. Application of these expedients preserves the ~~effective~~effectiveness of our interest ~~method (finance leases) or on~~rate swaps as cash flow hedges in the event that our debt and interest rate swaps are not amended concurrently to reflect a ~~straight-line basis over the term of the lease (operating leases).~~

•Lessors are required to account for leases using an approach that is substantially similar to the pre-existing rules for operating leases, sales-type leases, and direct financing leases, with a few targeted changes, including that: (i) lessors are no longer permitted to capitalize and amortize initial indirect costs incurred to obtain a lease, and (ii) provisions for uncollectible tenant receivables are reflected as a reduction to lease revenues, instead of as general and administrative expense.

~~In connection with transitioning to ASC 842,~~new reference rate. Columbia Property Trust ~~elected~~continues to ~~use certain practical expedients which~~evaluate the impact of the guidance and may apply other elections as additional reference rate changes occur. ASU 2020-04 did not have a material impact on Columbia Property ~~Trust as follows:~~

•~~Prospective implementation. In-place contracts retain their character as to whether they meet the definition of a lease~~Trust's consolidated financial statements or ~~not; in-place leases retain their classification as an operating, sales-type, or direct financing lease; and prior-period accounting and presentation is unchanged.~~

•~~Rental income and tenant reimbursements for operating leases are combined in a single line on the statements of operations for all periods presented.~~

•~~Leases with a term of 12 months or less are expensed as incurred, as provided for in a practical expedient elected by Columbia Property Trust.~~

~~See Note 10,~~ ~~Leases, for additional information.~~disclosures.

Accounting Standard Update 2018-13, Fair Value Measurement: Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"), which ~~will be~~became effective for Columbia Property Trust on January 1, 2020, ~~expands~~is intended to improve the ~~disclosure requirements related to a change in~~effectiveness of disclosures required by entities regarding recurring and nonrecurring fair value ~~technique hierarchy.~~measurements by removing, modifying, or adding certain disclosures. ASU 2018-13 isdid not ~~expected to~~ have a material impact on Columbia Property Trust's consolidated financial statements or disclosures.

Recent Disclosure Pronouncement

The SEC's Final Rule Release No. 33-10762, Financial Disclosures About Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize a Registrant's Securities (the "SEC Release No. 33-10762") was issued on March 2, 2020 and adopted by Columbia Property Trust in the first quarter of 2020. With respect to the disclosure requirements for subsidiary issuers and guarantors of registered debt securities, SEC Release No. 33-10762 amends SEC Rule 3-10 by, among other things:

•Simplifying the criteria that must be met for a parent registrant to qualify for an exemption allowing it to provide summarized financial information in lieu of standalone audited financial statements of the subsidiary issuer, including replacing the requirement that a subsidiary issuer be wholly owned by the parent guarantor with a requirement that the subsidiary issuer be consolidated in the parent guarantor’s financial statements.

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•Upon qualifying for the exemption above, replacing the previous requirement to include condensed consolidating financial information in the registrant's (parent guarantor's) financial statements, with a requirement to include certain summarized financial information (Alternative Disclosures) in either the registrant's financial statement footnotes or in its Management’s Discussion and Analysis.

Our Bonds Payable (see Note 6., Bond Payable) were issued by Columbia OP, and are fully and unconditionally guaranteed by Columbia Property Trust and by no other party. Columbia Property Trust owns 97.2% of Columbia OP, and includes the accounts of Columbia OP in its consolidated financial statements. Therefore, upon adopting SEC Release No. 33-10762 this quarter, we are providing Alternative Disclosures in the Management's Discussion and Analysis section of this Form 10-Q.

3. ~~Real Estate~~ Transactions

~~Acquisitions~~Normandy Acquisition

~~During 2018,~~On January 24, 2020, Columbia Property Trust acquired Normandy Real Estate Management, LLC ("Normandy"), a developer, operator, and investment manager of office and mixed-use assets with a focus on assets in New York, Boston, and Washington, D.C. (the "Normandy Acquisition"). As a result of the ~~following properties.~~Normandy Acquisition, the Company acquired an operating platform, interests in the Real Estate Funds, and contracts to earn fees for providing management services to properties affiliated with the Real Estate Funds (see Note 12, Non-Lease Revenues, for details).

The purchase price, exclusive of adjustments and transaction costs, is comprised of 2 components: (i) an approximately $14.0 million cash payment, and (ii) the issuance of 3,264,151 Series A Convertible, Perpetual Preferred Units of Columbia OP with a liquidation preference of $26.50 per unit (the "Preferred OP Units"). The Preferred OP Units are convertible for common units of Columbia OP, which are exchangeable into shares of Columbia Property Trust's common stock, subject to certain terms and conditions. As of the closing date of the acquisition, the Preferred OP Units had an estimated fair value of $24.43. The fair value of the Preferred OP Units was determined using a lattice valuation model, utilizing significant unobservable inputs (Level 3 under the fair value hierarchy described in Note 2, Summary of Significant Accounting Policies). The initial purchase consideration was allocated as follows (in thousands):


	January 24, 2020
Goodwill	$	63,806
Prepaid expenses and other assets⁽¹⁾	7,670
Cash	1,260
Operating lease assets	934
Investments in unconsolidated joint ventures⁽²⁾	419
Accounts payable, accrued expenses, and accrued capital expenditures	(2,881)
Operating lease liabilities	(934)
Deferred income	(77)
Total initial purchase consideration	$	70,197

⁽¹⁾Prepaid expenses and other assets includes $3.7 million of investments in Real Estate Funds, as described in Note 2, Summary of Significant Accounting Policies.

⁽²⁾Reflects interests in 5 unconsolidated joint ventures that earn fees for providing management services to properties affiliated with the Real Estate Funds.

In addition, approximately $24.4 million will be recorded as compensation expense over the next four years based on the vesting periods of the respective Preferred OP Units. During the first quarter of 2020, Columbia Property Trust ~~did not acquire any properties during~~incurred $12.1 million of transaction costs related to the ~~nine months ended September 30, 2019.~~Normandy Acquisition, which include legal, advisory, and other professional services fees and is reflected as acquisition costs on the accompanying consolidated statements of operations. For the period from January 24, 2020 through March 31, 2020, Columbia Property Trust recognized additional revenues of $5.2 million and additional net income, excluding the impact of acquisition costs, of $0.7 million as a result of the Normandy Acquisition.

Property Location Date Percent Acquired
Purchase Price⁽¹⁾
(in thousands)
2018
799 Broadway New York, NY October 3, 2018 49.7 % $ 30,200
⁽²⁾
Lindbergh Center – Retail Atlanta, GA October 24, 2018 100.0 % $ 23,000

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Real Estate Acquisitions


Property	Location	Date	Percent Acquired		Purchase Price (in thousands)⁽¹⁾
2020
Terminal Warehouse	New York, NY	March 13, 2020	8.65	%	$	40,048	⁽²⁾
2019
201 California Street	San Francisco, CA	December 9, 2019	100.00	%	$	238,900
101 Franklin Street⁽³⁾	New York, NY	December 2, 2019	92.50	%	$	205,500

⁽¹⁾Exclusive of transaction costs and price adjustments. See purchase price allocation table below for a breakout of the net purchase price for wholly owned properties.

⁽²⁾This property is owned through an unconsolidated joint venture. Purchase price is for Columbia Property Trust's partial interest in the ~~property, which~~property.

⁽³⁾Property is owned through ~~an unconsolidated~~a consolidated joint venture.

~~799 Broadway~~Terminal Warehouse Joint Venture

On October 3, 2018, Columbia Property Trust formed a joint venture with Normandy Real Estate Partners, an affiliate of Normandy, for the purpose of developing a 12-story, 182,000-square-foot office building at 799 Broadway in New York (the "799 Broadway Joint Venture"). Columbia Property Trust made an initial equity contribution of $30.2 million in the 799 Broadway Joint Venture for a 49.7% interest therein. At inception, the 799 Broadway Joint Venture acquired the property located at 799 Broadway for $145.5 million, exclusive of transaction costs and development costs, and borrowed $97.0 million under a construction loan with total capacity of $187.0 million.

~~Lindbergh Center – Retail~~

On ~~October 24, 2018,~~March 13, 2020, Columbia Property Trust acquired ~~the 147,000 square feet of ancillary~~a one-third general partnership interest and limited partnership interests, totaling an 8.65% economic interest, in Terminal Warehouse, a 1.2-million-square-foot property located in West Chelsea, New York, that will be fully redeveloped into mixed-use retail and office space ~~surrounding its existing property, Lindbergh Center,~~(the "Terminal Warehouse Joint Venture"). The Terminal Warehouse Joint Venture has a two-year, interest-only acquisition loan with a total capacity of $650.0 million, and an outstanding balance of $625.5 million as of March 31, 2020. The loan matures on October 23, 2020, with a one-year extension option. The Company earns fees from providing management services to the Terminal Warehouse Joint Venture. See Note 4, Unconsolidated Joint Ventures, and Note 12, Non-Lease Revenues, for more detail.

201 California Street

On December 9, 2019, Columbia Property Trust acquired 201 California Street, a ~~gross purchase price~~17-story, 252,000-square-foot office tower in San Francisco. As of ~~$23.0 million. Lindbergh Center – Retail~~the acquisition date, 201 California Street was ~~sold~~99% leased to 34 tenants, including First Republic Bank (13%), Dow Jones & Company, Inc. (12%), and Cooper, White & Cooper, LLP (12%). For the period from December 9, 2019 to December 31, 2019, Columbia Property Trust recognized revenues of $1.4 million and net income of $0.1 million from 201 California Street.

101 Franklin Street

On December 2, 2019, Columbia Property Trust acquired a 92.5% controlling financial interest in 101 Franklin Street, a 16-story, 235,000-square-foot office building in Manhattan that will be fully redeveloped through a consolidated joint venture.

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Purchase Price Allocations for Consolidated Property Acquisitions


	201 California Street		101 Franklin Street⁽¹⁾
	(in thousands)		(in thousands)
Location	San Francisco, CA		New York, NY
Date Acquired	December 9, 2019		December 2, 2019
Purchase Price:
Land	$	77,833	$	57,145
Building and improvements	157,513		149,500
Intangible lease assets	13,241		—
Intangible lease origination costs	5,785		—
Intangible below market lease liability	(8,064)		—
Total purchase price	$	246,308	$	206,645

⁽¹⁾Owned through a consolidated joint venture, in which Columbia Property Trust owns a 92.5% interest.

Pro Forma Financial Information

The following unaudited pro forma statement of operations presented for the ~~Lindbergh Center disposition,~~three months ended March 31, 2019, has been prepared for Columbia Property Trust to give effect to the acquisitions of 201 California Street and 101 Franklin Street as ~~described below.~~if the acquisitions had occurred on January 1, 2018. The following unaudited pro forma financial information for Columbia Property Trust has been prepared for informational purposes only and is not necessarily indicative of future results or of actual results that would have been achieved had these acquisitions been consummated as of January 1, 2018 (in thousands):


	For the Three Months Ended March 31, 2019
Revenues	$	79,656
Net income attributable to common stockholders of Columbia Property Trust	$	5,736

Real Estate Dispositions

During ~~2018~~2020 and 2019, Columbia Property Trust ~~disposed of~~sold the following properties, or partial interests in properties of unconsolidated joint ventures. Additional information for certain of the disposition transactions is provided below the table.


Property	Property	Location	Date	% Sold		Sales Price⁽¹⁾ (in thousands)		Gain on Sale (in thousands)		Property	Location	Date	% Sold		Sales Price⁽¹⁾ (in thousands)		Gain (loss) on Sale (in thousands)
2020										2020
Pasadena Corporate Park										Pasadena Corporate Park	Los Angeles, CA	March 31, 2020	100	%	$	78,000	$	(83)
Cranberry Woods Drive										Cranberry Woods Drive	Pittsburgh, PA	January 16, 2020	100	%	$	180,000	$	13,428
2019	2019									2019
Lindbergh Center	Lindbergh Center	Atlanta, GA	September 26, 2019	100.0	%	$	187,000	$	—	Lindbergh Center	Atlanta, GA	September 26, 2019	100	%	$	187,000	$	—
One & Three Glenlake Parkway	One & Three Glenlake Parkway	Atlanta, GA	April 15, 2019	100.0	%	$	227,500	$	42,030	One & Three Glenlake Parkway	Atlanta, GA	April 15, 2019	100	%	$	227,500	$	42,030
2018
222 East 41st Street		New York, NY	May 29, 2018	100.0	%	$	332,500	$	—
263 Shuman Boulevard		Chicago, IL	April 13, 2018	100.0	%	$	49,000	$	24,039
University Circle & 333 Market Street Joint Ventures		San Francisco, CA	February 1, 2018	22.5	%	$	235,300	$	762

⁽¹⁾Exclusive of transaction costs and price adjustments.

Pasadena Corporate Park

On March 31, 2020, Columbia Property Trust closed on the sale of Pasadena Corporate Park for a gross sales price of $78.0 million, exclusive of transaction costs, resulting in a loss on sale of $83,000. Columbia Property Trust recognized an impairment loss of $20.6 million related to this property in the fourth quarter of 2019. The proceeds from this transaction are held in cash and cash equivalents on the accompanying consolidated balance sheet as of March 31, 2020.

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Cranberry Woods Drive

On January 19, 2020, Columbia Property Trust closed on the sale of Cranberry Woods Drive for a gross sales price of $180.0 million, exclusive of transaction costs, resulting in a gain on sale of $13.4 million. The proceeds from this transaction were used to pay down the Revolving Credit Facility, as described in Note 5, Line of Credit and Notes Payable.

Lindbergh Center

On September 26, 2019, Columbia Property Trust closed on the sale of Lindbergh Center, including Lindbergh Center – Retail, for a gross sales price of $187.0 million, exclusive of transaction costs. Columbia Property Trust recognized an impairment loss of $23.4 million related to this property in the third quarter of ~~2019, as further described in Note 2,~~ ~~Summary of Significant Accounting Policies. As of September 30, 2019,~~2019. $46.0 million of the proceeds from this transaction ~~were~~had been used to pay down the Revolving Credit Facility, as described in Note 5, Line of Credit and Notes Payable.

One & Three Glenlake Parkway

On April 15, 2019, Columbia Property Trust closed on the sale of One & Three Glenlake Parkway in Atlanta, for a gross sale price of $227.5 million, exclusive of $33.6 million of adjustments for tenant improvements and rent abatements funded at closing. The proceeds from this transaction were used to pay down the Revolving Credit Facility, as described in Note 5, Line of Credit and Notes Payable.

~~222 East 41st Street~~

On May 29, 2018, Columbia Property Trust closed on the sale of 222 East 41st Street in New York, for $332.5 million, exclusive of transaction costs. Columbia Property Trust recognized an impairment loss of $30.8 million related to this property in the second quarter of 2018, as further described in Note 2, ~~Summary of Significant Accounting Policies. The proceeds from this transaction were used to fully repay the $180.0 million remaining balance on a bridge loan.~~

~~263 Shuman Boulevard~~

On April 13, 2018, Columbia Property Trust transferred 263 Shuman Boulevard to the lender, which extinguished the $49.0 million mortgage liability, accrued interest, and accrued property operating costs, and resulted in a $24.0 million gain on extinguishment of debt.

~~University Circle & 333 Market Street Joint Ventures~~

On July 6, 2017, Columbia Property Trust contributed University Circle and 333 Market Street to joint ventures, and simultaneously sold a 22.5% interest in these joint ventures. On February 1, 2018, Columbia Property Trust sold an additional 22.5% interest in University Circle and 333 Market Street to its joint venture partner for $235.3 million, which resulted in a $0.8 million gain on sale of unconsolidated joint venture interests. The gain on sale is calculated as the net sales price over the adjusted carrying value of the joint venture interest sold. Following this transaction, Columbia Property Trust owns a 55.0% interest in the University Circle and 333 Market Street joint ventures. The proceeds from the February 1, 2018 transaction were used to reduce the balance on a bridge loan and the Revolving Credit Facility, as described in Note 5, ~~Line of Credit and Notes Payable~~.

4. Unconsolidated Joint Ventures

As of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, Columbia Property Trust owned interests in the following properties through joint ventures, which are accounted for using the equity method of ~~accounting:~~accounting (in thousands):


						Carrying Value of Investment											Carrying Value of Investment⁽¹⁾
Joint Venture	Joint Venture	Property Name	Geographic Market	Ownership Interest		September 30, 2019⁽¹⁾		December 31, 2018		Joint Venture	Property Name	Geographic Market	Ownership Interest		March 31, 2020		December 31, 2019
Market Square Joint Venture	Market Square Joint Venture	Market Square	Washington, D.C.	51.0	%	$	136,775	$	134,250	Market Square Joint Venture	Market Square	Washington, D.C.	51.00	%	$	136,481	$	135,557
University Circle Joint Venture	University Circle Joint Venture	University Circle	San Francisco	55.0	%	286,405		292,951		University Circle Joint Venture	University Circle	San Francisco	55.00	%	281,457		283,633
333 Market Street Joint Venture	333 Market Street Joint Venture	333 Market Street	San Francisco	55.0	%	270,799		273,783		333 Market Street Joint Venture	333 Market Street	San Francisco	55.00	%	268,438		269,638
114 Fifth Avenue Joint Venture	114 Fifth Avenue Joint Venture	114 Fifth Avenue	New York	49.5	%	90,662		99,283		114 Fifth Avenue Joint Venture	114 Fifth Avenue	New York	49.50	%	83,726		87,750
1800 M Street Joint Venture	1800 M Street Joint Venture	1800 M Street	Washington, D.C.	55.0	%	233,605		237,333		1800 M Street Joint Venture	1800 M Street	Washington, D.C.	55.00	%	230,570		233,196
799 Broadway Joint Venture⁽²⁾	799 Broadway Joint Venture⁽²⁾	799 Broadway	New York, NY	49.7	%	40,324		33,753		799 Broadway Joint Venture⁽²⁾	799 Broadway	New York, NY	49.70	%	46,620		44,686
Terminal Warehouse Joint Venture										Terminal Warehouse Joint Venture	Terminal Warehouse	New York, NY	8.65	%	39,724		—
Real Estate Services Joint Ventures⁽³⁾										Real Estate Services Joint Ventures⁽³⁾	n/a⁽³⁾	n/a⁽³⁾	Various⁽³⁾		678		—
						$	1,058,570	$	1,071,353						$	1,087,694	$	1,054,460

⁽¹⁾Includes basis differences. There is an aggregate net difference of ~~$279.9~~$288.9 million and ~~$282.0~~$279.2 million as of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, respectively, between the historical costs recorded at the joint venture level, and Columbia Property Trust's investments in unconsolidated joint ventures. Such basis differences result from the timing of each partner's joint venture interest acquisition; and formation costs incurred by Columbia Property Trust. Basis differences are amortized to income (loss) from unconsolidated joint ventures over the lives of the underlying assets or liabilities.

⁽²⁾Columbia Property Trust capitalized interest of ~~$0.9~~$0.4 million and $0.3 million on its investment in the 799 Broadway Joint Venture during the ~~nine~~three months ended ~~September 30, 2019.~~March 31, 2020 and 2019, respectively.

⁽³⁾Columbia Property Trust owns interests in the following 5 unconsolidated joint ventures that earn fees for providing management services to properties affiliated with the Real Estate Funds (the "Real Estate Services Joint Ventures"): L&L Normandy Terminal Asset Manager, LLC (67%); L&L Normandy Terminal Development Manager, LLC (50%); L&L Normandy Terminal Property Manager (50%) (collectively, the "Terminal Services Joint Ventures"); WNK Maiden Management (50%); and Maple AB Services, LLC (55%). The Terminal Services Joint Ventures earn fees from providing services to the Terminal Warehouse Joint Venture.

Columbia Property Trust has determined that NaN of its unconsolidated joint ventures are variable interest entities. However, Columbia Property Trust and its partners have substantive participation rights in the unconsolidated joint ventures, including management selection and termination, and the approval of operating and capital decisions. As such, Columbia Property Trust uses the equity method of accounting to record its investment in these joint ventures. Under

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the equity method, ~~the investment~~investments in ~~the~~unconsolidated joint ~~venture is~~ventures are recorded at cost and adjusted for cash contributions and distributions, and allocations of income or loss.

Columbia Property Trust evaluates the recoverability of its investments in unconsolidated joint ventures in accordance with accounting standards for equity investments by first reviewing the investment for any indicators of impairment. If indicators are present, Columbia Property Trust estimates the fair value of the investment. If the carrying value of the investment ~~is greater than~~exceeds the estimated fair value, management makes an assessment of whether the deficit is "temporary" or "other-than-temporary," and if other-than-temporary, reduces the carrying value to reflect the estimated fair value by recording an impairment loss. In making this assessment, management considers the following: (1) the length of time and the extent to which fair value has been less than cost and (2) Columbia Property Trust's intent and ability to retain its interest long enough for a recovery in market value. Based on the analysis described above, Columbia Property Trust has determined that none of its investments in joint ventures are impaired as of ~~September 30, 2019.~~March 31, 2020.

Condensed Combined Financial Information

Summarized balance sheet information for each of the unconsolidated joint ventures is as follows (in thousands):


		Total Assets							Total Debt											Total Equity⁽¹⁾								Total Assets						Total Debt	Total Equity⁽¹⁾
		September 30, 2019		December 31, 2018		September 30, 2019						December 31, 2018			September 30, 2019			December 31, 2018			March 31, 2020			December 31, 2019			March 31, 2020			December 31, 2019		March 31, 2020		December 31, 2019
Market Square Joint Venture	Market Square Joint Venture	$	581,878	$	582,176	$	324,801	⁽²⁾		$	324,762		$	244,696		$	241,581	Market Square Joint Venture	$	579,363		$	582,747		$	324,828	⁽²⁾	$	324,815	$	242,942	$	241,719
University Circle Joint Venture	University Circle Joint Venture	222,325		224,746		—				—			215,199			219,390		University Circle Joint Venture	217,185			216,546			—			—		211,218		212,656
333 Market Street Joint Venture	333 Market Street Joint Venture	370,444		375,884		—				—			354,782			360,915		333 Market Street Joint Venture	364,893			367,652			—			—		349,936		352,385
114 Fifth Avenue Joint Venture	114 Fifth Avenue Joint Venture	488,784		377,970		—				—			133,038			149,243		114 Fifth Avenue Joint Venture	476,785			485,442			—			—		119,831		127,554
1800 M Street Joint Venture	1800 M Street Joint Venture	436,385		447,585		—				—			422,308			429,016		1800 M Street Joint Venture	429,767			437,439			—			—		416,836		421,588
799 Broadway Joint Venture	799 Broadway Joint Venture	188,831		168,390		104,453		⁽³⁾		95,630			77,572			67,189		799 Broadway Joint Venture	220,024			201,210			119,156		⁽³⁾	109,735		88,374		85,316
Terminal Warehouse																		Terminal Warehouse	1,042,748			—			618,766		⁽⁴⁾	—		339,319		—
Real Estate Services Joint Ventures																		Real Estate Services Joint Ventures	2,495			—			—			—		1,198		—
		$	2,288,647	$	2,176,751	$	429,254			$	420,392		$	1,447,595		$	1,467,334		$	3,333,260		$	2,291,036		$	1,062,750		$	434,550	$	1,769,654	$	1,441,218

⁽¹⁾Excludes basis differences (see footnote ⁽¹⁾ to the Carrying Value of Investment table above)., which are amortized to income (loss) from unconsolidated joint ventures over the lives of the underlying assets of liabilities.

⁽²⁾The Market Square Joint Venture has a $325.0 million mortgage note. The Market Square mortgage note bears interest at 5.07% and matures on July 1, 2023.

⁽³⁾Reflects ~~$108.4~~$122.1 million outstanding, net of ~~$3.9~~$3.0 million of net unamortized deferred financing costs, on the 799 Broadway construction loan. The 799 Broadway construction loan is being used to finance a portion of the 799 Broadway development project, has total capacity of $187.0 million, and bears interest at LIBOR, capped at 4.00%, plus a spread of 425 basis points (the "Construction Loan"). A portion of the monthly interest payments accrue into the balance of the loan. The Construction Loan matures on October 9, 2021, with 2 ~~one-year~~one-year extension options. For a discussion of Columbia Property Trust's equity guaranty related to the Construction Loan, see Note 7, Commitments and Contingencies.

⁽⁴⁾Reflects $625.5 million outstanding, net of $6.7 million of net unamortized deferred financing costs, on the Terminal Warehouse acquisition loan. The Terminal Warehouse Joint Venture has an interest-only acquisition loan with a total capacity of $650.0 million. The Terminal Warehouse acquisition loan bears interest at LIBOR plus 340 basis points and matures on October 23, 2020, with a one-year extension option.

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Summarized income statement information for the unconsolidated joint ventures for the three months ended ~~September 30,~~March 31, 2020 and 2019 ~~and 2018~~ is as follows (in thousands):


		Total Revenues						Net Income (Loss)							Columbia Property Trust's Share of Net Income (Loss)⁽¹⁾							Total Revenues						Net Income (Loss)	Columbia Property Trust's Share of Net Income (Loss)⁽¹⁾
		2019		2018		2019		2018		2019		2018				2020		2019		2020		2019		2020		2019
Market Square Joint Venture	Market Square Joint Venture	$	12,195	$	10,996	$	(2,810)	$	(3,120)	$	(1,433)	$	(1,592)	Market Square Joint Venture		$	12,690	$	11,337	$	(1,994)	$	(2,595)	$	(1,017)	$	(1,323)
University Circle Joint Venture	University Circle Joint Venture	10,522		11,577		5,840		6,601		3,212		3,630		University Circle Joint Venture		10,924		11,272		5,715		6,364		3,144		3,500
333 Market Street Joint Venture	333 Market Street Joint Venture	7,039		6,677		3,748		3,602		2,061		1,981		333 Market Street Joint Venture		7,067		7,054		3,705		3,713		2,037		2,042
114 Fifth Avenue Joint Venture	114 Fifth Avenue Joint Venture	10,943		10,210		(2,649)		(2,740)		(1,311)		(1,357)		114 Fifth Avenue Joint Venture		10,428		10,919		(2,653)		(2,506)		(1,314)		(1,240)
1800 M Street Joint Venture	1800 M Street Joint Venture	9,733		9,482		1,576		1,422		867		782		1800 M Street Joint Venture		9,937		9,454		1,752		388		964		214
799 Broadway Joint Venture	799 Broadway Joint Venture	—		—		(85)		—		(42)		—		799 Broadway Joint Venture		—		—		(32)		(526)		(16)		(262)
Terminal Warehouse														Terminal Warehouse		2,307		—		(3,741)		—		(324)		—
Real Estate Services Joint Ventures														Real Estate Services Joint Ventures		1,875		—		938		—		341		—
		$	50,432	$	48,942	$	5,620	$	5,765	$	3,354	$	3,444			$	55,228	$	50,036	$	3,690	$	4,838	$	3,815	$	2,931

⁽¹⁾Excludes amortization of basis differences (see footnote to ⁽¹⁾ the Carrying Value of Investment table above), which are recorded as income (loss) from unconsolidated joint ventures in the accompanying consolidated statements of operations.

~~Summarized income statement information for the unconsolidated joint ventures for the nine months ended September 30, 2019 and 2018 is as follows (in thousands):~~

Total Revenues Net Income (Loss)
Columbia Property Trust's Share of Net Income (Loss)⁽¹⁾
2019 2018 2019 2018 2019 2018
Market Square Joint Venture $ 35,424 $ 33,260 $ (8,543) $ (9,127) $ (4,357) $ (4,655)
University Circle Joint Venture 33,439 31,921 18,569 17,349 10,213 9,944
333 Market Street Joint Venture 21,131 20,020 11,203 10,717 6,161 6,165
114 Fifth Avenue Joint Venture 32,036 30,999 (7,798) (7,433) (3,860) (3,680)
1800 M Street Joint Venture 28,529 27,949 3,403 3,101 1,872 1,705
799 Broadway Joint Venture — — (749) — (372) —
$ 150,559 $ 144,149 $ 16,085 $ 14,607 $ 9,657 $ 9,479

⁽¹⁾~~Excludes amortization of basis differences (see footnote~~ ⁽¹⁾ ~~to the Carrying Value of Investment table above), which are recorded as income (loss) from unconsolidated joint ventures in the accompanying consolidated statements of operations.~~

~~Asset and Property~~ Management Fees

Columbia Property Trust provides services to the following joint ventures, including asset and property management ~~services to~~and/or development management. Under the ~~Market Square Joint Venture, the University Circle Joint Venture~~, ~~the 333 Market Street Joint Venture,~~asset and ~~the 1800 M Street Joint Venture. Under these~~property management agreements, Columbia Property Trust oversees the day-to-day operations of these joint ventures and their properties, including property management, property accounting, and other administrative services. Under the development management agreements, Columbia Property Trust oversees the development or redevelopment projects at the joint-venture-owned properties. During the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust earned the following fees from ~~these~~its unconsolidated joint ventures (in thousands):


	Three Months Ended March 31,
	2020		2019
Market Square Joint Venture	$	574	$	568
University Circle Joint Venture	587		574
333 Market Street Joint Venture	214		207
1800 M Street Joint Venture	555		520
799 Broadway Joint Venture	223		—
	$	2,153	$	1,869

Three Months Ended
September 30, Nine Months Ended
September 30,
2019 2018 2019 2018
Market Square Joint Venture $ 558 $ 521 $ 1,705 $ 1,596
University Circle Joint Venture 610 565 1,755 1,657
333 Market Street Joint Venture 204 193 615 586
1800 M Street Joint Venture 542 546 1,606 1,563
$ 1,914 $ 1,825 $ 5,681 $ 5,402

In the first quarter of 2020, Columbia Property Trust ~~also received reimbursements of property operating~~earned reimbursement income for management fee administration costs of ~~$1.0~~$1.3 million ~~and $1.1~~which is included in management fee revenues. In the first quarter of 2019, Columbia Property Trust earned reimbursement income for management fee administration costs of $1.2 million related to managing the above properties for the three months ended September 30, 2019 and 2018, respectively; and $3.2 million for the nine months ended September 30, 2019 and 2018. These reimbursements arewhich is included in other property ~~income revenues in the accompanying consolidated statements of operations.~~ income.

Asset and property management fees of ~~$0.5~~$0.3 million and ~~$0.7~~$0.6 million were due to Columbia Property Trust from the joint ventures and are included in prepaid expenses and other assets on the accompanying consolidated balance sheets as of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, respectively. Additionally, during 2019, Columbia Property Trust leased office space from the Market Square Joint Venture, and the 799 Broadway Joint Venture continues to lease retail space from Columbia Property Trust. Under these leases, Columbia Property Trust paid $86,000 to the Market Square Joint Venture and received $90,000 from the 799 Broadway Joint Venture, for the nine months ended September 30, 2019.

1922

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Columbia Property Trust also earns management fees through its interest in the the Real Estate Services Joint Ventures, which are recorded as income in unconsolidated joint ventures in the accompanying consolidated statement of operations.

5. Line of Credit and Notes Payable

As of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, Columbia Property Trust had the following line of credit and notes payable indebtedness (excluding bonds payable; see Note 6, Bonds Payable) (in thousands):


Facility	Facility	September 30, 2019		December 31, 2018		Facility	March 31, 2020		December 31, 2019
Revolving Credit Facility	Revolving Credit Facility	$	300,000	$	482,000	Revolving Credit Facility	$	501,000	$	334,000
$300 Million Term Loan						$300 Million Term Loan	300,000		300,000
$150 Million Term Loan	$150 Million Term Loan	150,000		150,000		$150 Million Term Loan	150,000		150,000

Less: Deferred financing costs related to term loans and notes payable, net of accumulated amortization	Less: Deferred financing costs related to term loans and notes payable, net of accumulated amortization	(2,237)		(2,692)		Less: Deferred financing costs related to term loans and notes payable, net of accumulated amortization	(1,930)		(2,084)
		$	447,763	$	629,308		$	949,070	$	781,916

~~On December 7, 2018,~~ Columbia Property ~~Trust~~Trust's amended and restated ~~its $500.0 million revolving~~ credit ~~facility~~ and ~~$300.0 million unsecured~~ term loan ~~(together, the~~agreement (the "Credit Agreement")~~. The Credit Agreement~~ provides for (i) a $650.0 million unsecured revolving credit facility (the "Revolving Credit Facility"), with an initial term ending January 31, 2023 and 2 ~~six-month~~six-month extension options (for a total possible extension option of one year to January 31, 2024), subject to the paying of certain fees and the satisfaction of certain other conditions, and (ii) a ~~12-month, delayed-draw,~~ $300.0 million unsecured term loan, with a term ending January 31, 2024 (the "$300 Million Term Loan"). ~~The $300 Million Term Loan remains undrawn at September 30, 2019 and may be drawn until December 7, 2019.~~

At Columbia Property Trust's option, borrowings under the Credit Agreement bear interest at either (i) the alternate base rate plus an applicable margin based on five stated pricing levels ranging from 0.00% to 0.45% for the Revolving Credit Facility and 0.00% to 0.65% for the $300 Million Term Loan, or (ii) the LIBOR rate, as defined in the credit agreement, plus an applicable margin based on five stated pricing levels ranging from 0.775% to 1.45% for the Revolving Credit Facility and 0.85% to 1.65% for the $300 Million Term Loan, in each case based on ~~the~~ Columbia Property Trust's credit rating. The interest rate on the $300 Million Term Loan has been effectively fixed at 2.55% with an interest rate swap agreement.

Columbia Property Trust's $150.0 million unsecured term loan matures in July 2022 (the "$150 Million Term Loan") and bears interest, at our option, at either (i) LIBOR, plus an applicable margin ranging from 0.90% to 1.75% for LIBOR loans, or (ii) alternative base rate, plus an applicable margin ranging from 0.00% to 0.75% for base rate loans. The interest rate on the $150 Million Term Loan is effectively fixed with an interest rate swap agreement, which is designated as a cash flow hedge. Based on the terms of the interest rate swap and our current credit rating, the interest rate on the $150 Million Term Loan is effectively fixed at 3.07%.

Fair Value of Debt

The estimated fair value of Columbia Property Trust's line of credit and notes payable as of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, was approximately ~~$450.1~~$935.8 million and ~~$632.1~~$784.1 million, respectively. The related carrying value of the line of credit and notes payable as of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, was ~~$450.0~~$951.0 million and ~~$632.0~~$784.0 million, respectively. Columbia Property Trust estimated the fair value of ~~the $150 Million Term Loan~~its term loans and the Revolving Credit Facility by obtaining estimates for similar facilities from multiple market participants as of the respective reporting dates. Therefore, the fair values determined are considered to be based on observable market data for similar instruments (Level 2).

Interest ~~Rate Swap~~

Effective August 13, 2019, Columbia Property Trust entered into a $300.0 million interest rate swap agreement to effectively fix the interest rate on the $300 Million Term Loan at 2.55% (LIBOR, as defined, plus 100 basis points). Currently, $0 has been drawn on the $300 Million Term Loan, which may be drawn through December 7, 2019. Until the $300 Million Term Loan is drawn, the interest rate swap has been temporarily assigned to reduce the interest rate on borrowings under the Revolving Credit Facility. The interest rate swap may be moved to alternate borrowings with substantially similar terms, and is scheduled to mature on August 13, 2024. The interest rate swap qualifies for hedge accounting treatment; therefore, changes in its fair value are recorded as a market value adjustment to interest rate swap in the accompanying consolidated statements of other comprehensive income.

~~Interest~~ Paid and Capitalized

During the ~~nine~~three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust made interest payments of approximately ~~$14.2~~$5.0 million and ~~$16.7~~$5.6 million, respectively.

Columbia Property Trust capitalizes interest on development, redevelopment, and improvement projects funded directly and through its interest in unconsolidated joint ventures, using the weighted-average interest rate of its consolidated

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borrowings for the period. During the ~~nine~~three months ended ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust capitalized interest of ~~$3.8~~$3.0 million, ~~$2.9~~$2.6 million of which was capitalized to construction in progress, and ~~$0.9~~$0.4 million of which was capitalized to investments in unconsolidated joint ventures. During the ~~nine~~three months ended ~~September 30, 2018,~~March 31, 2019, Columbia Property Trust capitalized interest of ~~$2.9~~$1.2 million, ~~all~~$0.9 million of which was capitalized to construction in ~~progress.~~progress and $0.3 million of which was capitalized to investments in unconsolidated joint ventures. For the ~~nine~~three months ended ~~September 30, 2019,~~March 31, 2020, the weighted average interest rate on Columbia Property ~~Trust’s~~Trust's consolidated outstanding borrowings was ~~3.58%~~3.26%.

Debt Covenants

As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust was in compliance with all of its debt covenants on its term loans and the Revolving Credit Facility.

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6. Bonds Payable

Columbia Property Trust has 2 series of bonds outstanding as of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018:~~2019: $350.0 million of 10-year, unsecured 3.650% senior notes issued at 99.626% of their face value (the "2026 Bonds Payable"); and $350.0 million of 10-year, unsecured 4.150% senior notes issued at 99.859% of their face value (the "2025 Bonds Payable"), (collectively, the "Bonds Payable"). Both series of bonds require semi-annual interest payments. The principal amount of the 2026 Bonds Payable is due and payable on August 15, 2026, and the principal amount of the 2025 Bonds Payable is due and payable on April 1, 2025. The Bonds Payable were issued by Columbia OP and are fully and unconditionally guaranteed by Columbia Property Trust, Inc.

Interest payments of ~~$20.0~~$6.4 million were made on the Bonds Payable during both the ~~nine~~three months ended ~~September 30, 2019~~March 31, 2020 and ~~2018.~~2019. Columbia Property Trust is subject to substantially similar covenants under the 2026 Bonds Payable and the 2025 Bonds Payable. As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust was in compliance with the restrictive financial covenants on the 2026 Bonds Payable and the 2025 Bonds Payable.

As of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, the estimated fair value of the Bonds Payable was approximately ~~$729.5~~$735.7 million and ~~$685.0~~$734.4 million, respectively, and the related carrying value, net of discounts, as of ~~September 30, 2019~~both March 31, 2020 and December 31, ~~2018~~2019 was ~~$698.8 million and $698.7 million, respectively.~~$698.9 million. The fair value of the Bonds Payable was estimated based on a discounted cash flow analysis, using observable market data for its bonds payable and similar instruments (Level 2). The discounted cash flow method of assessing fair value results in a general approximation of value, which may differ from the price that could be achieved in a market transaction.

7. Commitments and Contingencies

Commitments Under Existing Lease Agreements

Certain lease agreements include tenant allowances that, at the option of the tenant, may obligate Columbia Property Trust to expend capital to improve an existing property, or to provide other expenditures for the benefit of the tenant. As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust ~~had one individually significant unrecorded commitment of $21.4~~has the following material tenant obligations under leases: (i) $15.9 million ~~for~~related to the WeWork lease at 149 Madison, ~~Avenue. These commitments will~~and (ii) $17.6 million related to the Pershing lease at 95 Columbus. As of March 31, 2020, accruals have not been recorded for these amounts, as such obligations are recorded as incurred. In addition, in January 2020, Columbia Property Trust preleased space to be ~~accrued~~added to 80 M Street in a vertical expansion project. Columbia is required to fund approximately $65.3 million for construction and tenant improvement allowances related to the new space at 80 M Street.

Commitments Under Joint Venture Agreements

Columbia Property Trust's joint venture agreements, including those that are developing or redeveloping properties, provide for capital contributions to be made to the joint ventures by the joint venture partners. As of March 31, 2020, Columbia Property Trust holds 8 properties through consolidated and unconsolidated joint ventures, including three that are under development or redevelopment. Capital contributions are payable when a capital call is made by the joint venture, and there are no unfunded capital calls as ~~the related costs are incurred.~~

~~Guaranties~~ of ~~Debt of Unconsolidated Joint Ventures~~March 31, 2020.

As of ~~September 30, 2019,~~March 31, 2020, the 799 Broadway Joint Venture has ~~$108.4~~$122.1 million in outstanding borrowings on the Construction Loan. Pursuant to a joint and several guaranty agreement with the Construction Loan lender, Columbia Property Trust

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and its joint venture partner are required to make aggregate additional equity contributions to the joint venture based on the initial expected project costs, less the amount of equity contributions made to date. As of ~~September 30, 2019,~~March 31, 2020, the remaining equity contribution requirement is ~~$39.8~~$28.8 million, of which ~~$19.8~~$14.3 million reflects Columbia Property Trust's allocated share. Equity contributions become payable by Columbia Property Trust to the joint venture when a capital call is received. As of ~~September 30, 2019,~~March 31, 2020, 0 capital calls remain unpaid; therefore, 0 liability has been recorded related to this guaranty.

Commitments Under Real Estate Fund Agreements

Columbia Property Trust's Real Estate Fund investments require capital contributions from time to time. As of March 31, 2020, the Company had $4.6 million of unfunded capital contributions, which are callable for the life of the Real Estate Funds, through 2026. Such capital contributions are payable when a capital call is made by the Real Estate Funds, and there are no unfunded capital calls as of March 31, 2020.

Litigation

Columbia Property Trust is subject to various legal proceedings, claims, and administrative proceedings arising in the ordinary course of business, some of which are expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any reasonably possible loss relating to these matters using the latest information available. Columbia Property Trust records a liability for litigation if an unfavorable outcome is probable, and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, Columbia Property Trust accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, Columbia Property Trust accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, Columbia Property Trust discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, Columbia Property Trust discloses the nature and estimate of the possible loss of the litigation. Columbia Property Trust does not disclose information with respect to litigation where the possibility of an unfavorable outcome is considered to be remote. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business, or financial condition of Columbia Property Trust. Columbia Property Trust is not currently involved in any legal proceedings of which management would consider the outcome to be reasonably likely to have a material adverse effect on the results of operations, liquidity, or financial condition of Columbia Property Trust.

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8. Stockholders' Equity

Common Stock Repurchase Program

Columbia Property Trust's board of directors authorized a stock repurchase program to purchase up to an aggregate of $200.0 million of its common stock, par value $0.01 per share, from September 4, 2019 through September 4, 2021 (the "2019 Stock Repurchase Program"). ~~During the nine months ended September 30, 2019, Columbia Property Trust did not make any stock repurchases under~~Under the 2019 Stock Repurchase Program, orColumbia Property Trust acquired 1.2 million shares at an average price of $19.47 per share, for aggregate purchases of $23.3 million during the ~~prior program.~~three months ended March 31, 2020. As of ~~September 30, 2019, $200.0~~March 31, 2020, $143.3 million remains available for repurchases under the 2019 Stock Repurchase Program. Common stock repurchases are charged against equity as incurred, and the repurchased shares are retired. ~~Columbia Property Trust will continue to evaluate the purchase of shares, primarily through open market transactions, which are subject to market conditions and other factors.~~

Long-Term Incentive Compensation

Columbia Property Trust maintains a stockholder-approved, long-term incentive plan (the "LTI Plan") that provides for grants of up to 4.8 million shares of stock to be made to certain employees and independent directors of Columbia Property Trust.

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Employee Awards

Under the LTI Plan, Columbia Property Trust grants time-based stock awards and performance-based restricted stock unit awards to its employees.

~~On January 1, 2019,~~During the three months ended March 31, 2020, Columbia Property Trust granted ~~175,129~~294,725 shares of stock awards (the "Time-Based Restricted Shares") to employees, which will vest ratably on each anniversary of the grant over the next four years. ~~On January 1, 2019,~~Also, during the three months ended March 31, 2020, Columbia Property Trust granted ~~221,199~~351,730 of performance-based restricted stock units (the "Performance-Based RSUs"), of which 75% will vest at the conclusion of a ~~three-year~~three-year performance period, and the remaining 25% will vest one year later. The payout of the ~~2019~~ Performance-Based RSUs will be determined based on Columbia Property Trust's total stockholder return relative to the FTSE NAREIT Equity Office Index. Below is a summary of the employee awards issued under the LTI Plan induring the ~~nine~~three months ended ~~September 30, 2019:~~March 31, 2020:


		Time-Based Awards					Performance-Based Awards										Time-Based Awards				Performance-Based Awards
		Restricted Shares (in thousands)	Weighted-Average Grant-Date Fair Value⁽¹⁾		RSUs (in thousands)					Weighted-Average Grant-Date Fair Value⁽²⁾		Restricted Shares (in thousands)			Weighted-Average Grant-Date Fair Value⁽¹⁾		RSUs (in thousands)			Weighted-Average Grant-Date Fair Value⁽²⁾
Unvested awards – beginning of period	Unvested awards – beginning of period	375	$	22.15	454			$	19.37	Unvested awards – beginning of period	374		$	20.96		584		$	18.86
Granted	Granted	176	$	19.36	256	⁽³⁾		$	17.66	Granted	295		$	21.06		303		$	18.06
Converted⁽³⁾										Converted⁽³⁾	33					(33)
Vested	Vested	(165)	$	21.99	(121)	⁽³⁾		$	19.08	Vested	(166)		$	21.22		(101)		$	18.48

Forfeited										Forfeited	—		$	—		(9)		$	20.49
Unvested awards – end of period⁽⁴⁾	Unvested awards – end of period⁽⁴⁾	386	$	20.95	589			$	18.85	Unvested awards – end of period⁽⁴⁾	536		$	20.94		744		$	18.58

⁽¹⁾Reflects the weighted-average, grant-date fair value using the market closing price on the date of the respective grants.

⁽²⁾Reflects the weighted-average, grant-date fair value using a Monte Carlo valuation.

⁽³⁾~~Includes approximately 35,000~~Reflects 25% of the 2017 3-year Performance-Based RSUs ~~for amounts earned above the target performance level, as defined by the LTI Plan, for the period from~~granted on January 1, 2017, ~~through December 31, 2018. These RSUs were granted and~~which converted to Time-Based Restricted shares in ~~2019.~~January 2020 and will vest in January 2021.

⁽⁴⁾As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust expects approximately ~~371,000~~514,000 of the ~~386,000~~536,000 unvested restricted stock units to ultimately vest and approximately ~~567,000~~713,000 of the ~~589,000~~744,000 unvested Performance-Based RSUs to ultimately vest, assuming a weighted-average forfeiture rate of ~~3.8%~~4.1%, which was determined based on historical forfeiture rates.

Director Stock Grants

Columbia Property Trust grants equity retainers to its directors under the LTI Plan. Such grants are made annually for the following year and vest immediately. During the ~~nine~~three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust ~~granted~~made the following equity ~~retainers:~~retainer grant:

Date of Grant Shares Grant-Date Fair Value
May 14, 2019 28,000 $ 22.13
May 14, 2018 31,743 $ 22.20


Date of Grant	Shares	Grant-Date Fair Value
March 2, 2020⁽¹⁾	591	$	19.80

⁽¹⁾In March 2020, a new director was appointed to the board of directors of Columbia Property Trust. The new director received a pro-rated annual equity retainer grant at appointment.

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Stock-Based Compensation Expense

For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust incurred stock-based compensation expense related to the following events (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Amortization of time-based awards granted under the LTI Plan		$	831	$	948	$	2,519	$	2,857
Amortization of performance-based awards granted under the LTI Plan⁽¹⁾		704		682		2,039		1,790
Amortization of time-based awards										Amortization of time-based awards	$	947	$	884
Amortization of performance-based awards⁽¹⁾										Amortization of performance-based awards⁽¹⁾	1,031		655
Amortization of Preferred OP unit awards issued in connection with the Normandy Acquisition										Amortization of Preferred OP unit awards issued in connection with the Normandy Acquisition	2,358		—
Issuance of shares to independent directors	Issuance of shares to independent directors	—		—		619		705		Issuance of shares to independent directors	12		—
Total stock-based compensation expense	Total stock-based compensation expense	$	1,535	$	1,630	$	5,177	$	5,352	Total stock-based compensation expense	$	4,348	$	1,539

⁽¹⁾Reflects amortization of awards made under the LTI Plan that will vest in future periods for service during the current ~~period, for which shares will be issued in future periods.~~period.

These expenses are included in general and administrative expenses –corporate in the accompanying consolidated statements of operations. As of ~~September 30, 2019~~March 31, 2020 and December 31, ~~2018,~~2019, there were ~~$11.0~~$18.3 million and ~~$8.6~~$9.5 million, respectively, of unrecognized compensation costs related to unvested awards under the LTI Plan, which will be amortized over the respective vesting period, ranging from one to four years at the time of grant; and as of March 31, 2020, there were $22.1 million of unvested Preferred OP unit awards, which will vest over four years at the time of grant.

9. Noncontrolling Interests

Noncontrolling Interest – Columbia OP

In connection with the Normandy Acquisition, Columbia Property Trust issued 3,264,151 Series A Convertible, Preferred Units of Columbia OP with a liquidation preference of $26.50 per unit (the “Preferred OP Units”). The Preferred OP Units vest over four years, subject to certain conditions. The Preferred OP Units are convertible into common units of Columbia OP, which are exchangeable for shares of Columbia Property Trust's common stock on a 1-for-one basis, subject to certain terms and conditions. As of March 31, 2020, Columbia Property Trust holds a 97.2% controlling financial interest in Columbia OP. Columbia OP is a variable interest entity in which the Company is the primary beneficiary. Thus, Columbia Property Trust consolidates the accounts of Columbia OP, and reflects the third-party ownership in this entity as noncontrolling interest in the accompanying consolidated balance sheet. As of March 31, 2020, Columbia OP has total assets and liabilities of $4.3 billion and $1.9 billion, respectively.

Noncontrolling Interest – Consolidated Joint Venture

Columbia Property Trust holds a 92.5% controlling financial interest in 101 Franklin Street, a 16-story, 235,000-square-foot office building in Manhattan that will be fully redeveloped through a consolidated joint venture with an affiliate of Normandy. 101 Franklin Street is a variable interest entity, or VIE, in which Columbia Property Trust is the primary beneficiary. Thus, the Company consolidates the accounts of 101 Franklin Street, and reflects the third-party ownership in this entity as noncontrolling interest in the accompanying consolidated balance sheet. As of March 31, 2020, Franklin Street had total assets and liabilities of $5.1 million and $3.0 million, respectively.

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10. Supplemental Disclosures of Noncash Investing and Financing Activities

Outlined below are significant noncash investing and financing activities for the ~~nine~~three months ended ~~September 30,~~March 31, 2020 and 2019 ~~and 2018~~ (in thousands):


		Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018			2020		2019
Investments in real estate funded with other assets		$	—	$	617

Other assets assumed at acquisition						Other assets assumed at acquisition	$	245	$	—
Operating lease liability assumed at acquisition						Operating lease liability assumed at acquisition	$	961	$	34,791
Other liabilities assumed at acquisition						Other liabilities assumed at acquisition	$	245	$	—

Amortization of net discounts on debt						Amortization of net discounts on debt	$	45	$	45

Extinguishment of 263 Shuman Boulevard mortgage note by transferring property to lender		$	—	$	49,000
Amortization of net discounts on debt		$	135	$	135
Accrued transaction costs		$	128	$	—
Accrued investments in unconsolidated joint ventures	Accrued investments in unconsolidated joint ventures	$	163	$	—	Accrued investments in unconsolidated joint ventures	$	—	$	88
Accrued capital expenditures and deferred lease costs	Accrued capital expenditures and deferred lease costs	$	12,009	$	14,299	Accrued capital expenditures and deferred lease costs	$	15,447	$	19,603

Operating lease liability recorded at adoption of ASC 842		$	34,791	$	—
Market value adjustments to interest rate swaps that qualify for hedge accounting treatment	Market value adjustments to interest rate swaps that qualify for hedge accounting treatment	$	(7,103)	$	4,174	Market value adjustments to interest rate swaps that qualify for hedge accounting treatment	$	(19,993)	$	(1,431)
Cumulative-effect adjustment to equity for the adoption of ASU 2017-05 and ASU 2014-09		$	—	$	358,098
Issuance of Preferred OP Units for the Normandy Acquisition (Note 3)						Issuance of Preferred OP Units for the Normandy Acquisition (Note 3)	$	55,306	$	—
Stock-based compensation expense	Stock-based compensation expense	$	5,177	$	5,352	Stock-based compensation expense	$	4,348	$	1,539

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~~10.~~11. Leases

Columbia Property Trust as Lessee

Columbia Property Trust is a lessee on ground leases at certain of its investment properties, office space leases, and various information technology equipment leases. Operating lease assets represent Columbia Property Trust's right to use the underlying asset over the lease term, and operating lease liabilities represent Columbia Property Trust's obligation to make lease payments over the lease term. Operating lease liabilities are measured as the present value of lease payments over the lease term. As most of Columbia Property Trust's leases do not provide an implicit rate, Columbia Property Trust uses its incremental borrowing rate, based on information available at commencement, to calculate the present value of lease payments. Lease term extensions are included in the operating lease liability when it is reasonably certain that they will be exercised. Any variable payments for non-lease services provided under leases are expensed as incurred. Operating lease assets are measured based on the corresponding operating lease liability amount, reduced for lease incentives. At adoption of ASC 842, straight-line rent payable (receivable) balances and intangible lease asset (liability) balances were reclassified to the corresponding right of use assets. Operating lease expense is recognized on a straight-line basis over the lease term, and is recorded as property operating costs for ground leases and as general and administrative – corporate for all other operating leases. Contracts are evaluated at commencement to determine if the contract contains a lease, and the appropriate classification for such leases.

As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust has 1 ground lease with a remaining lease term of ~~58.3~~57.8 years inclusive of renewal options, which is included in operating lease assets of ~~$29.7~~$30.1 million. Payments for all future periods under this ground lease have already been made. Thus, as of ~~September 30, 2019,~~March 31, 2020, operating lease liabilities of ~~$2.3~~$2.9 million include only the present value of future payments due under antwo office ~~lease, which has~~leases, with a weighted average remaining lease term of ~~three~~2.5 years, inclusive of renewal options. ~~There were two ground leases associated with Lindbergh Center, which was sold in September 2019.~~

~~As of September 30, 2019, the future minimum lease payments to be made by Columbia Property Trust under its operating lease are as follows (in thousands):~~

Remainder of 2019 $ 175
2020 728
2021 760
2022 793
2023 67
2024 —
Thereafter —
Total lease payments 2,523
Less: interest expense (188)
Present value of lease liabilities $ 2,335
Weighted-average remaining lease term (years) 3.3 years
Weighted-average discount rate 4.5 %

~~As of December 31, 2018, the future minimum lease payments to be made by Columbia Property Trust under its operating leases are as follows (in thousands):~~

2019 $ 2,502
2020 2,539
2021 2,704
2022 2,743
2023 2,023
Thereafter 176,782
Total $ 189,293
⁽¹⁾

⁽¹⁾~~These amounts relate to ground leases in place at Lindbergh Center, which was sold in September 2019.~~

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~~Columbia Property Trust's operating leases had the following impacts on the consolidated balance sheet as of September 30, 2019 (in thousands):~~

Ground Leases Office Lease Total Operating Leases
Assets:
Total operating lease assets $ 27,964 $ 1,746 $ 29,710
Liabilities:
Total operating lease liabilities $ — $ 2,335 $ 2,335

~~Columbia Property Trust's operating leases had the following impacts on the consolidated statements of operations for the three and nine months ended September 30, 2019 (in thousands):~~

Three Months Ended
September 30, 2019 Nine Months Ended
September 30, 2019
Ground Leases Office
Lease Total Operating Leases Ground Leases Office
Lease Total Operating Leases
Property operating costs $ 661 $ — $ 661 $ 2,045 $ — $ 2,045
General and administrative – corporate
— 145 145 — 435 435
Total operating lease expenses $ 661 $ 145 $ 806 $ 2,045 $ 435 $ 2,480

~~Columbia Property Trust's operating leases had the following impacts on the consolidated statements of cash flows for the nine months ended September 30, 2019 (in thousands):~~

Ground Leases Office Lease Total Operating Leases
Cash paid for operating lease liabilities included in cash flows from operations $ (1,329) $ (522) $ (1,851)

Columbia Property Trust as Lessor

Columbia Property Trust owns and leases commercial real estate, primarily office space, to tenants under operating leases for specified periods of time. Some of Columbia Property Trust's leases contain extension and/or termination options; however, the exercise of these extensions or terminations is at the discretion of the tenant and subject to negotiations. Therefore, such options are only recognized once they are deemed reasonably certain, typically at the time the option is exercised. Rental income related to such leases is recognized on a straight-line basis over the remaining lease period, and is included in lease revenues on the consolidated statements of operations. If at any point during the term of a lease, it is determined that the collectability of a tenant receivable is not probable, such receivable is written off against lease revenues. Contracts are evaluated at commencement to determine if the contract contains a lease, as defined under ASC 842, and the appropriate classification for such leases. As of ~~September 30, 2019,~~March 31, 2020, the weighted-average remaining term for such leases is approximately ~~7.0~~6.4 years.

Lease revenues include fixed and variable payments. Fixed payments primarily relate to base rent and include payments related to lease terminations; and variable payments primarily relate to tenant reimbursements for certain property operating costs. Fixed and variable payments for the three ~~and nine~~ months ended ~~September 30, 2019~~March 31, 2020 are as follows (in thousands):


							For the Three Months Ended March 31,
		Three Months Ended September 30, 2019		Nine Months Ended September 30, 2019			2020		2019
Fixed payments	Fixed payments	$	62,149	$	191,200	Fixed payments	$	61,243	$	65,517
Variable payments	Variable payments	6,814		19,226		Variable payments	6,764		6,345
Total lease revenues	Total lease revenues	$	68,963	$	210,426	Total lease revenues	$	68,007	$	71,862

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~~As of September 30, 2019, the future minimum fixed lease payments due to Columbia Property Trust under non-cancelable operating leases are as follows (thousands):~~

Remainder of 2019 $ 52,701
2020 221,974
2021 220,160
2022 204,954
2023 188,604
2024 179,994
Thereafter 856,251
Total $ 1,924,638

~~As of December 31, 2018, the future minimum lease payments due to Columbia Property Trust under non-cancelable operating leases are as follows (in thousands):~~

2019 $ 242,370
2020 247,826
2021 221,692
2022 209,845
2023 192,261
Thereafter 1,106,275
Total $ 2,220,269

~~11.~~12. Non-Lease Revenues

Columbia Property Trust derives most of its revenues from leases, as described in Note ~~10,~~11, Leases. Columbia Property Trust also has the following non-lease revenue streams.

~~Asset and Property~~ Management Fee ~~Income~~Revenue

Under asset and property management agreements in place with third parties and certain of its unconsolidated joint ventures, Columbia Property Trust earns revenue for performing asset and property management functions for properties owned ~~through~~by the Real Estate Funds and its joint ventures, as further described in Note 4, Unconsolidated Joint Ventures., as well as third-party-owned properties. For the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust earned management fee revenues of ~~$1.9~~$4.3 million and ~~$1.8 million, respectively, under these agreements; and for the nine months ended September 30, 2019 and 2018, Columbia Property Trust earned revenues of $5.7 million and $5.4~~$1.9 million, respectively, under these agreements.

Leasing ~~Override~~ Fees

Under ~~the~~ asset and property management agreements in place with third parties and for certain properties owned ~~through unconsolidated~~by joint ventures and the Real Estate Funds, Columbia Property Trust is eligible to earn leasing ~~override~~ fees equal to a percentage of the total rental payments to be made by the tenant over the term of the lease. For the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust earned leasing override fees of ~~$52,500~~$14,600 and ~~$24,000, respectively; and for the nine months ended September 30, 2019 and 2018, Columbia Property Trust earned leasing override fees of $74,600 and $62,000,~~$3,000, respectively. Such fees are included in ~~asset and property~~ management fee ~~income~~revenue on the accompanying consolidated statements of operations.

Construction and Development Fee Income

Under construction and development contracts in place with third-party properties and for certain properties owned by joint ventures and the Real Estate Funds, Columbia Property Trust earns fees related to construction and development project management and supervision, using a percentage of completion method, measured by the percentage of costs incurred to date as compared with the estimated total costs for each contract. For the three months ended March 31, 2020, Columbia Property Trust earned construction and development fees of $0.8 million. Such fees are included in management fee revenue on the accompanying consolidated statements of operations.

Salary and Other Reimbursement Revenue

Under the property management agreements for third-party-owned properties and certain properties owned through ~~unconsolidated~~ joint ventures and the Real Estate Funds, Columbia Property Trust receives reimbursements for salaries and property operating costs for services that are provided by Columbia Property Trust employees on an ongoing basis. For the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust earned salary and other reimbursement revenue of ~~$1.1 million; and for the nine months ended September 30, 2019 and 2018, Columbia Property Trust earned salary and other reimbursement revenue of $3.3~~$3.1 million and ~~$3.2~~$1.1 million, respectively. These amounts are included in management fee revenues in 2020, and in other property income in 2019, on the accompanying consolidated statements of operations.

Miscellaneous Revenue

Columbia Property Trust also receives revenues for services provided to its tenants through the TRS Entities, including fitness centers, shuttles, and cafeterias. For the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ Columbia Property Trust earned miscellaneous revenue of ~~$17,900~~$7,100 and ~~$198,600, respectively; and for the nine months ended September 30, 2019 and 2018, Columbia Property~~

~~Table of Contents~~

~~Trust earned miscellaneous revenue of $253,300 and $556,200,~~$176,500, respectively. These amounts are included in other property income on the accompanying consolidated statements of operations.

~~12.~~

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13. Earnings Per Share

For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ in computing the basic and diluted earnings per share, net income has been reduced for the dividends paid on unvested shares granted under the LTI Plan. The following table reconciles the numerator for the basic and diluted earnings-per-share computations shown on the consolidated statements of operations for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019 ~~and 2018~~ (in thousands):

Three Months Ended
September 30, Nine Months Ended
September 30,
2019 2018 2019 2018
Net income (loss) $ (20,286) $ 6,429 $ 30,974 $ 4,488
Distributions paid on unvested shares (77) (75) (232) (221)
Net income (loss) used to calculate basic and diluted earnings per share $ (20,363) $ 6,354 $ 30,742 $ 4,267


	Three Months Ended March 31,
	2020		2019
Net income attributable to common stockholders	$	6,290	$	3,513
Distributions paid on unvested shares	(113)		(77)
Net income attributable to common stockholders used to calculate basic and diluted earnings per share	$	6,177	$	3,436

The following table reconciles the denominator for the basic and diluted earnings-per-share computations shown on the consolidated statements of operations for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018,~~ respectively (in thousands):


		Three Months Ended September 30,			Nine Months Ended September 30,				Three Months Ended March 31,
		2019	2018	2019	2018		2020	2019
Weighted-average common shares – basic	Weighted-average common shares – basic	116,522	117,609	116,498	118,237	Weighted-average common shares – basic	114,471	116,462
Plus incremental weighted-average shares from time-vested conversions, less assumed stock repurchases:	Plus incremental weighted-average shares from time-vested conversions, less assumed stock repurchases:					Plus incremental weighted-average shares from time-vested conversions, less assumed stock repurchases:
Previously granted awards, unvested	Previously granted awards, unvested	123	126	102	88	Previously granted awards, unvested	15	90
Future period LTI Plan awards	Future period LTI Plan awards	176	472	162	424	Future period LTI Plan awards	—	328
Weighted-average common shares – diluted	Weighted-average common shares – diluted	116,821	118,207	116,762	118,749	Weighted-average common shares – diluted	114,486	116,880

~~13.~~14. Segment Information

Columbia Property Trust establishes operating segments at the property level and aggregates individual properties into reportable segments for high-barrier-to-entry markets and other geographic locations in which Columbia Property Trust has significant investments. Columbia Property Trust considers geographic location when evaluating its portfolio composition and in assessing the ongoing operations and performance of its properties. As of ~~September 30, 2019,~~March 31, 2020, Columbia Property Trust had the following reportable segments: New York, San Francisco, Washington, D.C., ~~Atlanta,~~ Boston, ~~Los Angeles,~~ and all other office markets. The all other office markets reportable segment consists of properties in similar low-barrier-to-entry geographic locations in which Columbia Property Trust does not have a substantial presence and does not plan to make further investments. Upon selling its remaining properties in Atlanta during 2019 and Los Angeles in March of 2020, Columbia Property Trust has combined Atlanta and the all other office markets reportable segment for all periods presented. During the periods presented, there have been no material intersegment transactions.

Net operating income ("NOI") is a non-GAAP financial measure. NOI is the primary performance measure reviewed by management to assess operating performance of properties and is calculated by deducting operating expenses from operating revenues. Operating revenues include lease revenues and other property income; and operating expenses include property operating costs. The NOI performance metric consists only of revenues and expenses directly related to real estate rental operations. NOI reflects property acquisitions and dispositions, occupancy levels, rental rate increases or decreases, and the recoverability of operating expenses. NOI, as Columbia Property Trust calculates it, may not be directly comparable to similarly titled, but differently calculated, measures for other REITs.

Asset information and capital expenditures by segment are not reported because Columbia Property Trust does not use these measures to assess performance. Depreciation and amortization expense, along with other expense and income items, are not allocated among segments.

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The following table presents operating revenues included in NOI by geographic reportable segment for Columbia Property Trust's respective ownership interests (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
New York⁽¹⁾	New York⁽¹⁾	$	39,439	$	37,990	$	117,109	$	119,248	New York⁽¹⁾	$	41,105	$	38,696
San Francisco⁽²⁾	San Francisco⁽²⁾	27,866		26,548		83,650		76,156		San Francisco⁽²⁾	34,801		27,763
Washington, D.C.⁽³⁾	Washington, D.C.⁽³⁾	14,708		14,347		43,300		42,730		Washington, D.C.⁽³⁾	15,018		14,130
Atlanta		6,699		10,485		25,666		30,626
Boston	Boston	3,380		3,457		10,609		9,985		Boston	4,149		3,674
Los Angeles		1,996		1,962		5,857		5,792

All other office markets	All other office markets	3,947		3,941		11,769		11,782		All other office markets	2,587		17,060
Total office segments	Total office segments	98,035		98,730		297,960		296,319		Total office segments	97,660		101,323
Corporate	Corporate	728		780		2,339		2,355		Corporate	(373)		786
Total operating revenues	Total operating revenues	$	98,763	$	99,510	$	300,299	$	298,674	Total operating revenues	$	97,287	$	102,109

⁽¹⁾Includes operating revenues for ~~one~~two unconsolidated ~~property, 114 Fifth Avenue,~~properties, based on Columbia Property Trust's ownership ~~interest:~~interests: 49.5% for 114 Fifth Avenue for all periods ~~presented.~~presented; and 8.65% for Terminal Warehouse from March 13, 2020 through March 31, 2020.

⁽²⁾Includes operating revenues for two unconsolidated properties, 333 Market Street and University Circle, based on Columbia Property Trust's ownership interests: ~~77.5% from January 1, 2018 through January 31, 2018; and~~ 55.0% ~~from February 1, 2018 through September 30, 2019.~~for all periods presented.

⁽³⁾Includes operating revenues for two unconsolidated properties, Market Square and 1800 M Street, based on Columbia Property Trust's ownership interests: 51.0% for ~~the~~ Market Square and 55.0% for 1800 M Street for all periods presented.

A reconciliation of GAAP revenues to operating revenues is presented below (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Total revenues	Total revenues	$	71,949	$	73,340	$	220,112	$	222,420	Total revenues	$	76,254	$	75,433
Operating revenues included in income from unconsolidated joint ventures⁽¹⁾	Operating revenues included in income from unconsolidated joint ventures⁽¹⁾	28,728		27,995		85,868		81,656		Operating revenues included in income from unconsolidated joint ventures⁽¹⁾	29,273		28,545
Less: asset and property management fee income⁽²⁾		(1,914)		(1,825)		(5,681)		(5,402)
Less: management fee revenue⁽²⁾										Less: management fee revenue⁽²⁾	(8,240)		(1,869)
Total operating revenues	Total operating revenues	$	98,763	$	99,510	$	300,299	$	298,674	Total operating revenues	$	97,287	$	102,109

⁽¹⁾Columbia Property Trust records its interest in properties held through unconsolidated joint ventures using the equity method of accounting, and reflects its interest in the operating revenues of these properties in income from unconsolidated joint ventures in the accompanying consolidated statements of operations.

⁽²⁾See Note ~~11,~~12, Non-Lease Revenues, of the accompanying consolidated financial statements.

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The following table presents NOI by geographic reportable segment (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
New York⁽¹⁾	New York⁽¹⁾	$	23,235	$	23,145	$	69,721	$	71,693	New York⁽¹⁾	$	25,075	$	22,806
San Francisco⁽²⁾	San Francisco⁽²⁾	20,495		19,925		61,399		58,875		San Francisco⁽²⁾	25,072		20,497
Washington, D.C.⁽³⁾	Washington, D.C.⁽³⁾	8,475		8,844		25,514		25,976		Washington, D.C.⁽³⁾	9,151		8,453
Atlanta		5,640		9,245		19,935		27,083
Boston	Boston	1,700		1,890		5,564		5,203		Boston	2,458		1,989
Los Angeles		1,092		1,119		3,374		3,481
All other office markets	All other office markets	3,870		3,989		11,558		11,149		All other office markets	1,525		13,106
Total office segments	Total office segments	64,507		68,157		197,065		203,460		Total office segments	63,281		66,851
Corporate	Corporate	(225)		(204)		(665)		(599)		Corporate	(272)		(205)
Total NOI	Total NOI	$	64,282	$	67,953	$	196,400	$	202,861	Total NOI	$	63,009	$	66,646

⁽¹⁾Includes NOI for ~~two~~three unconsolidated properties, 114 Fifth Avenue and 799 Broadway, based on Columbia Property Trust's ownership interest: 49.5% for 114 Fifth Avenue for all periods presented; and 49.7% for 799 Broadway for all periods presented; and 8.65% for Terminal Warehouse from ~~October 3, 2018 through September 30, 2019.~~March 13, 2020 though March 31, 2020.

⁽²⁾Includes NOI for two unconsolidated properties, 333 Market Street and University Circle, based on Columbia Property Trust's ownership interests: ~~77.5% from January 1, 2018 through January 31, 2018; and~~ 55.0% ~~from February 1, 2018 through September 30, 2019.~~for all periods presented.

⁽³⁾Includes NOI for two unconsolidated properties, Market Square and 1800 M Street, based on Columbia Property Trust's ownership interests: 51.0% for the Market Square and 55.0% for 1800 M Street for all periods presented.

A reconciliation of GAAP net income to NOI is presented below (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Net income (loss)		$	(20,286)	$	6,429	$	30,974	$	4,488
Asset and property management fee income		(1,914)		(1,825)		(5,681)		(5,402)
Net income attributable to common stockholders										Net income attributable to common stockholders	$	6,290	$	3,513
Management fee revenues										Management fee revenues	(8,240)		(1,869)
Depreciation	Depreciation	19,773		19,878		59,512		61,394		Depreciation	18,330		20,404
Amortization	Amortization	7,485		7,920		22,052		24,559		Amortization	6,721		7,461
Impairment loss		23,364		—		23,364		30,812

General and administrative – corporate	General and administrative – corporate	7,103		8,303		23,707		24,379		General and administrative – corporate	11,782		8,424
General and administrative – unconsolidated joint ventures		839		746		2,486		2,213
Pre-acquisition costs		2,437		—		2,437		—
Management fee expenses										Management fee expenses	6,945		—
General and administrative – joint ventures										General and administrative – joint ventures	—		809
Acquisition costs										Acquisition costs	12,081		—
Net interest expense	Net interest expense	10,289		13,049		33,280		43,241		Net interest expense	9,713		12,094
Interest income from development authority bonds		—		(1,800)		—		(5,400)
Gain on sale of unconsolidated joint venture interests		—		—		—		(762)
Gain on extinguishment of debt		—		—		—		(23,713)

Income tax expense	Income tax expense	2		3		18		16		Income tax expense	(2,243)		7
Adjustments included in income from unconsolidated joint ventures	Adjustments included in income from unconsolidated joint ventures	15,302		15,250		46,281		47,036		Adjustments included in income from unconsolidated joint ventures	14,903		15,803
Gain on sale of real estate assets	Gain on sale of real estate assets	(112)		—		(42,030)		—		Gain on sale of real estate assets	(13,344)		—
Adjustments attributable to noncontrolling interests										Adjustments attributable to noncontrolling interests	71		—
NOI	NOI	$	64,282	$	67,953	$	196,400	$	202,861	NOI	$	63,009	$	66,646

15. Subsequent Event

~~Table~~The response to the COVID-19 pandemic continues to rapidly evolve, and aggressive actions taken to reduce the spread of ~~Contents~~the disease have seriously disrupted activities in large segments of the economy. Columbia Property Trust is monitoring the COVID-19 outbreak and its impact on the Company's business, tenants, and industry as a whole. While the extent to which COVID-19 impacts the Company's results will depend on future developments, the outbreak and associated economic impacts could result in a material impact to the Company's future financial condition, results of operations, and cash flows. Some effects could include lease modifications, deferral of rental income, and increased operating expenses. See Part II, Item 1A. Risk Factors, for additional information.

~~14. Financial Information for Parent Guarantor, Issuer Subsidiary, and Non-Guarantor Subsidiaries~~

~~The 2026 Bonds Payable and the 2025 Bonds Payable (see Note 6,~~ ~~Bonds Payable~~) were issued by Columbia Property Trust OP, and are guaranteed by Columbia Property Trust. In accordance with SEC Rule 3-10(c), Columbia Property Trust includes herein condensed consolidating financial information in lieu of separate financial statements of the subsidiary issuer (Columbia Property Trust OP), as defined in the bond indentures, because all of the following criteria are met:

~~(1)The subsidiary issuer (Columbia Property Trust OP) is 100% owned by the parent company guarantor (Columbia Property Trust);~~

~~(2)The guarantee is full and unconditional; and~~

~~(3)No other subsidiary of the parent company guarantor (Columbia Property Trust) guarantees the 2026 Bonds Payable or the 2025 Bonds Payable.~~

Columbia Property Trust uses the equity method with respect to its investment in subsidiaries included in its consolidated financial statements. Set forth below are Columbia Property Trust's condensed consolidating balance sheets as of September 30, 2019 and December 31, 2018, as well as its condensed consolidating statements of operations and its condensed consolidating statements of comprehensive income for the three and nine months ended September 30, 2019 and 2018, and its condensed consolidating statements of cash flows for the nine months ended September 30, 2019 and 2018.

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~~Condensed Consolidating Balance Sheets~~ ~~(in thousands):~~

As of September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Assets:
Real estate assets, at cost:
Land $ — $ — $ 803,986 $ — $ 803,986
Buildings and improvements, net — 1,420 1,592,315 — 1,593,735
Intangible lease assets, net — — 50,726 — 50,726
Construction in progress — — 33,663 — 33,663
Total real estate assets — 1,420 2,480,690 — 2,482,110
Operating lease assets 1,746 — 27,964 — 29,710
Investments in unconsolidated joint ventures — 1,058,570 — — 1,058,570
Cash and cash equivalents 126,101 17,932 3,452 — 147,485
Investment in subsidiaries 2,431,291 970,695 — (3,401,986) —
Tenant receivables — — 2,474 — 2,474
Straight-line rent receivable — — 87,076 — 87,076
Prepaid expenses and other assets 140,731 351,262 10,440 (469,029) 33,404
Intangible lease origination costs, net — — 23,517 — 23,517
Deferred lease costs, net — — 61,455 — 61,455
Total assets $ 2,699,869 $ 2,399,879 $ 2,697,068 $ (3,871,015) $ 3,925,801
Liabilities:
Line of credit and notes payable, net $ — $ 447,763 $ 467,344 $ (467,344) $ 447,763
Bonds payable, net �� 695,127 — — 695,127
Operating lease liabilities 2,335 — — — 2,335
Accounts payable, accrued expenses, and accrued capital expenditures — 16,825 36,456 — 53,281
Due to affiliates — — 1,685 (1,685) —
Deferred income — — 14,772 — 14,772
Intangible lease liabilities, net — — 14,989 — 14,989
Total liabilities 2,335 1,159,715 535,246 (469,029) 1,228,267
Equity:
Total equity 2,697,534 1,240,164 2,161,822 (3,401,986) 2,697,534
Total liabilities and equity $ 2,699,869 $ 2,399,879 $ 2,697,068 $ (3,871,015) $ 3,925,801

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~~Condensed Consolidating Balance Sheets~~ ~~(in thousands):~~

As of December 31, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Assets:
Real estate assets, at cost:
Land $ — $ — $ 817,975 $ — $ 817,975
Building and improvements, net — 1,739 1,908,302 — 1,910,041
Intangible lease assets, net — — 98,540 — 98,540
Construction in progress — — 33,800 — 33,800
Total real estate assets — 1,739 2,858,617 — 2,860,356
Investments in unconsolidated joint ventures — 1,071,353 — — 1,071,353
Cash and cash equivalents 1,705 10,573 4,840 — 17,118
Investment in subsidiaries 2,622,528 1,236,982 — (3,859,510) —
Tenant receivables, net — — 3,258 — 3,258
Straight-line rent receivable — — 87,159 — 87,159
Prepaid expenses and other assets 140,797 340,071 11,379 (469,029) 23,218
Intangible lease origination costs, net — — 34,092 — 34,092
Deferred lease costs, net — — 77,439 — 77,439
Total assets $ 2,765,030 $ 2,660,718 $ 3,076,784 $ (4,328,539) $ 4,173,993
Liabilities:
Lines of credit and notes payable, net $ — $ 629,308 $ 467,344 $ (467,344) $ 629,308
Bonds payable, net — 694,538 — — 694,538
Accounts payable, accrued expenses, and accrued capital expenditures 674 9,441 39,007 (5) 49,117
Dividends payable 23,340 — — — 23,340
Due to affiliates — — 1,680 (1,680) —
Deferred income — — 15,593 — 15,593
Intangible lease liabilities, net — — 21,081 — 21,081
Total liabilities 24,014 1,333,287 544,705 (469,029) 1,432,977
Equity:
Total equity 2,741,016 1,327,431 2,532,079 (3,859,510) 2,741,016
Total liabilities and equity $ 2,765,030 $ 2,660,718 $ 3,076,784 $ (4,328,539) $ 4,173,993

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~~Condensed Consolidating Statements of Operations~~ ~~(in thousands):~~

For the Three Months Ended September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Revenues:
Lease revenues $ — $ — $ 68,963 $ — $ 68,963
Asset and property management fee income 958 — 956 — 1,914
Other property income — — 1,072 — 1,072
958 — 70,991 — 71,949
Expenses:
Property operating costs — — 23,147 — 23,147
Asset and property management fee expenses — — 102 — 102
Depreciation — 160 19,613 — 19,773
Amortization — — 7,485 — 7,485
Impairment loss on real estate assets — — 23,364 — 23,364
General and administrative – corporate 213 1,631 5,259 — 7,103
General and administrative – unconsolidated joint ventures — 13 826 — 839
Pre-acquisition costs — 2,437 — — 2,437
213 4,241 79,796 — 84,250
Other Income (Expense):
Interest expense — (10,289) (5,053) 5,053 (10,289)
Interest and other income 1,575 3,478 — (5,053) —
Income tax expense — — (2) — (2)
Income (loss) from unconsolidated entities (22,606) (9,559) (2) 34,361 2,194
Gain on sale of real estate assets — — 112 — 112
(21,031) (16,370) (4,945) 34,361 (7,985)
Net Income (Loss) $ (20,286) $ (20,611) $ (13,750) $ 34,361 $ (20,286)

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~~Condensed Consolidating Statements of Operations~~ ~~(in thousands):~~

For the Three Months Ended September 30, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Revenues:
Lease revenues $ — $ 2 $ 69,735 $ — $ 69,737
Asset and property management fee income 915 — 910 — 1,825
Other property income — — 1,778 — 1,778
915 2 72,423 — 73,340
Expenses:
Property operating costs — — 21,000 — 21,000
Asset and property management fee expenses — — 206 — 206
Depreciation — 168 19,710 — 19,878
Amortization — — 7,920 — 7,920
General and administrative – corporate 192 2,594 5,517 — 8,303
General and administrative – unconsolidated
joint ventures — — 746 — 746
192 2,762 55,099 — 58,053
Other Income (Expense):
Interest expense — (10,905) (7,199) 5,053 (13,051)
Interest and other income 1,575 3,478 1,803 (5,053) 1,803
Income tax expense — — (3) — (3)
Income (loss) from unconsolidated entities 4,131 15,858 (3) (17,593) 2,393
5,706 8,431 (5,402) (17,593) (8,858)
Net Income $ 6,429 $ 5,671 $ 11,922 $ (17,593) $ 6,429

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~~Condensed Consolidating Statements of Operations~~ ~~(in thousands):~~

For the Nine Months Ended September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Revenues:
Lease revenues $ — $ — $ 210,426 $ — $ 210,426
Asset and property management fee income 2,796 — 2,885 — 5,681
Other property income — — 4,005 — 4,005
2,796 — 217,316 — 220,112
Expenses:
Property operating costs — — 69,970 — 69,970
Asset and property management fee expenses — — 521 — 521
Depreciation — 493 59,019 — 59,512
Amortization — — 22,052 — 22,052
Impairment loss on real estate assets — — 23,364 — 23,364
General and administrative – corporate 611 6,196 16,900 — 23,707
General and administrative – unconsolidated joint ventures — 29 2,457 — 2,486
Pre-acquisition costs — 2,437 — — 2,437
611 9,155 194,283 — 204,049
Other income (expense):
Interest expense — (33,281) (15,159) 15,159 (33,281)
Interest and other income 4,725 10,434 1 (15,159) 1
Income tax expense — — (18) — (18)
Income (loss) from unconsolidated entities 24,064 62,977 (2) (80,860) 6,179
Gain on sale of real estate assets — — 42,030 — 42,030
28,789 40,130 26,852 (80,860) 14,911
Net income $ 30,974 $ 30,975 $ 49,885 $ (80,860) $ 30,974

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~~Condensed Consolidating Statements of Operations~~ ~~(in thousands):~~

For the Nine Months Ended September 30, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Revenues:
Lease revenues $ — $ 2 $ 211,504 $ — $ 211,506
Asset and property management fee income 2,749 — 2,653 — 5,402
Other property income — — 5,512 — 5,512
2,749 2 219,669 — 222,420
Expenses:
Property operating costs — — 66,512 — 66,512
Asset and property management fee expenses — — 619 — 619
Depreciation — 500 60,894 — 61,394
Amortization — — 24,559 — 24,559
Impairment loss on real estate — — 30,812 — 30,812
General and administrative – corporate 582 7,412 16,385 — 24,379
General and administrative – unconsolidated joint ventures — — 2,213 — 2,213
582 7,912 201,994 — 210,488
Other income (expense):
Interest expense — (35,322) (26,344) 18,406 (43,260)
Gain (loss) on extinguishment of debt — (326) 24,039 — 23,713
Interest and other income 7,972 10,434 5,420 (18,406) 5,420
Gain on sale of unconsolidated joint venture interests — 762 — — 762
Income tax expense — — (16) — (16)
Income (loss) from unconsolidated entities (5,651) 26,521 — (14,933) 5,937
2,321 2,069 3,099 (14,933) (7,444)
Net income (loss) $ 4,488 $ (5,841) $ 20,774 $ (14,933) $ 4,488

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~~Condensed Consolidating Statements of Comprehensive Income~~ ~~(in thousands):~~

For the Three Months Ended September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Net loss $ (20,286) $ (20,611) $ (13,750) $ 34,361 $ (20,286)
Market value adjustments to interest
rate swap (3,068) (3,068) — 3,068 (3,068)
Comprehensive loss $ (23,354) $ (23,679) $ (13,750) $ 37,429 $ (23,354)

For the Three Months Ended September 30, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Net income $ 6,429 $ 5,671 $ 11,922 $ (17,593) $ 6,429
Market value adjustments to interest
rate swap 722 722 — (722) 722
Comprehensive income $ 7,151 $ 6,393 $ 11,922 $ (18,315) $ 7,151

For the Nine Months Ended September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Net income $ 30,974 $ 30,975 $ 49,885 $ (80,860) $ 30,974
Market value adjustments to interest
rate swap (7,103) (7,103) — 7,103 (7,103)
Comprehensive income $ 23,871 $ 23,872 $ 49,885 $ (73,757) $ 23,871

For the Nine Months Ended September 30, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia
Property
Trust OP
(the Issuer) Non-
Guarantors Consolidating
Adjustments Columbia Property Trust
(Consolidated)
Net income (loss) $ 4,488 $ (5,841) $ 20,774 $ (14,933) $ 4,488
Market value adjustments to interest
rate swap 4,174 4,174 — (4,174) 4,174
Comprehensive income (loss) $ 8,662 $ (1,667) $ 20,774 $ (19,107) $ 8,662

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~~Condensed Consolidating Statements of Cash Flows~~ ~~(in thousands):~~

For the Nine Months Ended September 30, 2019
Columbia Property Trust
(Parent)
(Guarantor) Columbia Property Trust OP
(the Issuer) Non-
Guarantors Consolidating Adjustments Columbia Property Trust
(Consolidated)
Cash flows from operating activities $ 33,072 $ 31,084 $ 120,768 $ (80,860) $ 104,064
Cash flows from investing activities:
Net proceeds from the sale of real estate — — 375,004 — 375,004
Investment in real estate and related assets (14,815) — (54,366) — (69,181)
Investments in unconsolidated joint ventures — (12,741) — — (12,741)
Distributions from unconsolidated joint ventures — 11,264 — — 11,264
Distributions from subsidiaries 202,020 384,877 — (586,897) —
Net cash provided by investing activities 187,205 383,400 320,638 (586,897) 304,346
Cash flows from financing activities:
Borrowings, net of fees — 149,838 — — 149,838
Repayments — (332,000) — — (332,000)
Distributions (93,480) (224,963) (442,794) 667,757 (93,480)
Redemptions of common stock (2,401) — — — (2,401)
Net cash used in financing activities (95,881) (407,125) (442,794) 667,757 (278,043)
Net increase (decrease) in cash and cash equivalents 124,396 7,359 (1,388) — 130,367
Cash and cash equivalents, beginning
of period 1,705 10,573 4,840 — 17,118
Cash and cash equivalents, end of period $ 126,101 $ 17,932 $ 3,452 $ — $ 147,485

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~~Condensed Consolidating Statements of Cash Flows~~ ~~(in thousands):~~

For the Nine Months Ended September 30, 2018
Columbia Property Trust
(Parent)
(Guarantor) Columbia Property Trust OP
(the Issuer) Non-
Guarantors Consolidating Adjustments Columbia Property Trust
(Consolidated)
Cash flows from operating activities $ 2,167 $ 2,522 $ 77,122 $ (20,774) $ 61,037
Cash flows from investing activities:
Net proceeds from the sale of real estate — — 284,608 — 284,608
Net proceeds from sale of investments in unconsolidated joint ventures — 235,083 — — 235,083
Investment in real estate and related assets (7,300) (51) (69,015) — (76,366)
Investments in unconsolidated joint ventures — (4,432) — — (4,432)
Distributions from unconsolidated joint ventures — 10,549 — — 10,549
Distributions from subsidiaries 143,562 266,276 — (409,838) —
Net cash provided by investing activities 136,262 507,425 215,593 (409,838) 449,442
Cash flows from financing activities:
Borrowings, net of fees — 185,846 — — 185,846
Repayments — (549,000) (2,476) — (551,476)
Distributions (95,056) (141,774) (288,838) 430,612 (95,056)
Redemptions of common stock (43,764) — — — (43,764)
Net cash used in financing activities (138,820) (504,928) (291,314) 430,612 (504,450)
Net increase (decrease) in cash and cash equivalents (391) 5,019 1,401 — 6,029
Cash and cash equivalents, beginning
of period 692 5,079 3,796 — 9,567
Cash and cash equivalents, end of period $ 301 $ 10,098 $ 5,197 $ — $ 15,596

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~~15. Subsequent Events~~

Columbia Property Trust has evaluated subsequent events in connection with the preparation of the consolidated financial statements and notes thereto included in this report on Form 10-Q, and noted the following subsequent event:

On October 16, 2019, Columbia Property Trust entered into a contribution agreement (the "Contribution Agreement") to acquire Normandy Real Estate Management, LLC, a developer, operator, and investment manager of office and mixed-use assets in New York, Boston, and Washington, D.C. for approximately $100.0 million, exclusive of transaction and closing costs (the "Purchase Price"). The Contribution Agreement contains certain customary representations, warranties, covenants, indemnities, and termination rights for a transaction of this nature. This transaction is expected to close in 2019, pending the completion of customary closing conditions.

The Purchase Price will be comprised of two components: an approximately $13.5 million cash payment, and the issuance of 3,264,151 Series A Convertible, Perpetual Preferred Units at a strike price of $26.50 per share (the "Preferred OP Units") of Columbia Property Trust OP at the Closing. The Preferred OP Units will be convertible into newly issued common units of Columbia Property Trust OP, which are convertible into shares of Columbia Property Trust's common stock, subject to certain terms and conditions.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with our accompanying consolidated financial statements (and notes thereto) and the "Cautionary Note Regarding Forward-Looking Statements" preceding Part I of this report, as well as our consolidated financial statements (and the notes thereto) and Management's Discussion and Analysis of Financial Condition and Results of Operations included in our ~~2018~~2019 Form 10-K.

Executive Summary

~~In October 2019,~~On January 24, 2020, we ~~entered an agreement to acquire~~acquired Normandy, ~~Real Estate Management,~~ a ~~leading~~ developer, operator, and investment manager of office and mixed-use assets in New ~~York; Boston;~~York, Boston, and Washington, D.C. ~~We will acquire Normandy's vertically integrated operating platform and its general partner~~, interests in three ~~active management~~real estate funds ~~in a cash~~ and ~~equity transaction~~contracts to provide real estate services to properties affiliated with ~~a total value~~those funds. We believe that the acquisition of ~~approximately $100 million, exclusive of transaction and closing costs. The acquisition~~Normandy will ~~expand~~further our ~~current platform~~strategic initiatives by strengthening our platform with additional development and redevelopment expertise, deal sourcing, ~~construction,~~ and other key capabilities, ~~as well as~~and by ~~adding a full development arm and creating a complementary fund program. We believe it will also result in greater~~increasing our access to capital through Normandy's ~~joint venture partner relationships~~investor relationships.

On March 11, 2020, the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic and ~~augment~~recommended containment and mitigation measures worldwide. While response to the COVID-19 outbreak continues to rapidly evolve, it has led to aggressive actions to reduce the spread of the disease that have seriously disrupted activities in large segments of the economy, including in the regional economies where we operate. We are continuing to monitor the COVID-19 outbreak and its impact on our ~~growth strategy through Normandy's development platform~~business, tenants, and ~~pipeline~~industry as a whole.

We are committed to the health and safety of ~~value-add projects.~~our employees, tenants, and communities. Because of our low-leverage operating model of long-term leases to creditworthy tenants, to date the COVID-19 pandemic has not materially impacted our financial condition or results of operations, our liquidity position, or caused material impairments in our portfolio of operating properties. While the impact of the COVID-19 pandemic on our business has not been severe to date, the long-term impact of the pandemic on our tenants and the global economy is uncertain and will depend on various factors, including the scope, severity, and duration of the pandemic. A prolonged economic downturn or recession resulting from the pandemic could adversely affect many of our tenants which could, in turn, adversely impact our business, financial condition, and results of operations. We have worked closely with our impacted tenants and will continue to address their concerns on a case-by-case basis, seeking arrangements that address cash flow interruptions while maintaining long-term lease obligations.

~~The acquisition of Normandy furthers our~~Our primary strategic objective is to generate long-term stockholder returns from a combination of growing cash flows and appreciation in the values of our ~~properties, by owning~~properties. We own and ~~operating~~operate high-quality office properties located in ~~certain~~ high-barrier-to-entry ~~markets.~~markets, primarily New York, San Francisco, Washington, D.C., and Boston. Our approach is to own office buildings that are competitive within the top tier of their markets or that will be repositioned as such through value-add ~~initiatives.~~initiatives, including development or redevelopment. Our investment objectives include optimizing our portfolio allocation between stabilized investments and more growth-oriented, value-add investments and development projects with an emphasis on central business districts and multi-tenant buildings.

Over the past several years, we have undertaken a capital recycling program that has involved selling more than 50 properties in geographically dispersed markets for aggregate proceeds of ~~$4.2~~$4.5 billion, ~~including the following recent transactions:~~

•and reinvesting those proceeds in our core markets. In ~~September 2019,~~January 2020, we sold ~~Lindbergh Center~~Cranberry Woods Drive in ~~Atlanta for a gross sales price of $187.0 million.~~

•~~In April 2019, we sold One & Three Glenlake Parkway also in Atlanta~~Pittsburgh for a gross sale price of ~~$227.5 million.~~

•~~In October 2018, we acquired a 49.7% interest~~$180.0 million; and in ~~a joint venture that will develop a 12-story, 182,000-square-foot office building at 799 Broadway in New York.~~

•~~In May 2018,~~March 2020, we sold ~~222 East 41st Street~~Pasadena Corporate Park in ~~New York, after re-leasing the property to a single tenant for 30 years,~~Los Angeles for a gross sale price of ~~$332.5 million.~~

$78.0 million, which marked the exit of our last non-target market. In March ~~2019,~~2020, we ~~entered~~acquired an 8.65% interest in Terminal Warehouse, a 1.2-million-square-foot property located in West Chelsea, New York, that will be fully redeveloped into a ~~contract with a joint venture partner to purchase a 16-story, 235,000-square-foot~~mixed-use retail and office ~~building in Manhattan~~space, for ~~a full-scale redevelopment project, with closing expected in late 2019. We are continuing to actively pursue additional strategic investment opportunities~~an initial equity contribution of approximately $40.0 million.

As of March 31, 2020, the operating properties in our ~~target markets, and selective property dispositions in non-target markets.~~

~~Our~~ portfolio ~~is 96.9%~~are 97.6% leased, with less than 1%3% of our leases scheduled to expire in 2020. During the ~~remainder~~first three months of ~~this year and~~2020, we leased a ~~substantial majority~~total of ~~our revenues generated from properties~~125,800 square feet of space, including a new lease for 34,800 square feet at 315 Park Avenue South in ~~our high-barrier target markets.~~New York. We continue to maintain a strong and flexible balance sheet. In December 2018, we amended and restated our $500 million unsecured revolving credit facility and $300 million unsecured term loan, resulting in a $950 million combined credit facility. The amended and restated facility extended maturities, lowered interest costs, and increased the Revolving Credit Facility from $500 million to $650 million. Further, the new $300 million term loan is currently undrawn and includes a delayed-draw feature, which allows for us to fully draw the term loan by December 7, 2019. As of ~~September 30, 2019,~~March 31, 2020, due to borrowings on our line of credit, which are held as cash on hand at period end, our debt-to-real-estate-asset ratio is ~~31.6%~~41.8%⁽¹⁾⁽²⁾~~; 90.7%~~, and approximately 34.9% on a net basis (i.e., reduced for cash on hand)⁽¹⁾. Additionally, 89%⁽¹⁾ of our portfolio is unencumbered by mortgages; and ~~our~~the weighted average cost of ~~borrowing~~our consolidated and pro-rata share of joint venture borrowings during the quarter is ~~3.82%~~3.40%⁽¹⁾ per annum. Our debt maturities are laddered, coming due ~~in two to seven~~over the next six years, and ~~$450.0~~$951.0 million of our unsecured borrowings can be

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repaid prior to maturity without penalty.

From time to time when we believe our stock is undervalued, we may take advantage of market opportunities by using our stock repurchase program to buy shares and return capital to our stockholders. During the first quarter of 2020, we repurchased 1.2 million shares at an average price of $19.47 per share, for aggregate purchases of $23.3 million. As of ~~September 30, 2019, $200.0~~March 31, 2020, $143.3 million remains available under our current repurchase program.

⁽¹⁾Statistics include 100% of all of our consolidated properties and our ownership interest in the gross real estate assets and debt at properties held through unconsolidated joint ventures as described in Note 4, Unconsolidated Joint Ventures, of the accompanying financial statements.

⁽²⁾~~On a net basis (i.e., reduced for cash on hand), our debt-to-real-estate-asset ratio is 27.7%.~~

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Key Performance Indicators

Our operating results depend primarily upon the level of income generated by the leases at our properties. Occupancy and rental rates are key drivers of our lease income. Our portfolio was ~~96.9%~~97.6% leased as of ~~September 30, 2019,~~March 31, 2020, and ~~97.3%~~97.1% leased as of ~~September 30, 2018.~~March 31, 2019. The following table sets forth details related to the financial impact of our recent leasing activities for properties we own directly and based on our proportionate share of properties owned through unconsolidated joint ventures:


		Three Months Ended September 30,									Nine Months Ended September 30,										Three Months Ended March 31,
		2019			2018			2019			2018				2020			2019
Total number of leases	Total number of leases	12			17			38			44			Total number of leases	8			13
Square feet of leasing – renewal	Square feet of leasing – renewal	144,418			230,045			155,553			270,821			Square feet of leasing – renewal	17,115			3,925
Square feet of leasing – new	Square feet of leasing – new	39,350			174,981			156,362			386,693			Square feet of leasing – new	102,549			63,291
Total square feet of leasing	Total square feet of leasing	183,768			405,026			311,915			657,514			Total square feet of leasing	119,664			67,216
Lease term (months)	Lease term (months)	105			119			108			111			Lease term (months)	162			130
Tenant improvements, per square foot – renewal	Tenant improvements, per square foot – renewal	$	69.68		$	14.25		$	70.92		$	14.05		Tenant improvements, per square foot – renewal	$	34.28		$	102.91
Tenant improvements, per square foot – new	Tenant improvements, per square foot – new	$	66.79		$	76.20		$	90.94		$	69.08		Tenant improvements, per square foot – new	$	103.37		$	91.72
Tenant improvements, per square foot – all leases	Tenant improvements, per square foot – all leases	$	69.28		$	65.95		$	80.77		$	63.48		Tenant improvements, per square foot – all leases	$	97.82		$	92.01
Leasing commissions, per square foot – renewal	Leasing commissions, per square foot – renewal	$	27.95		$	11.48		$	28.09		$	10.50		Leasing commissions, per square foot – renewal	$	18.79		$	23.53
Leasing commissions, per square foot – new	Leasing commissions, per square foot – new	$	21.78		$	22.84		$	46.82		$	26.10		Leasing commissions, per square foot – new	$	62.86		$	69.87
Leasing commissions, per square foot – all leases	Leasing commissions, per square foot – all leases	$	27.09		$	20.96		$	37.32		$	24.51		Leasing commissions, per square foot – all leases	$	59.33		$	68.65

Rent leasing spread – renewal⁽¹⁾	Rent leasing spread – renewal⁽¹⁾	79.6		%	5.2		%	75.4		%	5.8		%	Rent leasing spread – renewal⁽¹⁾	42.4		%	—		%
Rent leasing spread – new⁽¹⁾	Rent leasing spread – new⁽¹⁾	54.3		%	21.8		%	67.3		%	29.8		%	Rent leasing spread – new⁽¹⁾	9.0		%	65.8		%
Rent leasing spread – all leases⁽¹⁾	Rent leasing spread – all leases⁽¹⁾	77.0		%	19.0		%	73.3		%	26.8		%	Rent leasing spread – all leases⁽¹⁾	16.0		%	61.7		%

⁽¹⁾Rent leasing spreads are calculated based on the change in base rental income measured on a straight-line basis; and, for new leases, only include space that has been vacant for less than one year.

In ~~2019,~~the first quarter of 2020, rent leasing spreads ~~were positive (77.0% and 73.3% for the three and nine months ended September 30, 2019, respectively)~~(positive 16.0%) primarily ~~related~~relate to a ~~29,500-square-foot~~15,500-square-foot office lease renewal ~~at 218 West 18th Street in New York and a new 15,200-square-foot lease~~ at 650 California Street in San ~~Francisco.~~Francisco and a new 34,800-square-foot lease at 315 Park Avenue South in New York; and current quarter tenant improvements ($97.82 per square foot) and leasing commissions ($59.33 per square foot) primarily relate to a new 59,500-square-foot lease at 80 M Street in Washington, D.C. In ~~2018,~~2019, rent leasing spreads ~~were positive (19.0%~~(positive 61.7%) and ~~26.8%~~lease commissions ($68.65 per square foot) primarily relate to a new 3,500-square-foot retail lease at 315 Park Avenue South in New York, offset by other leasing across our portfolio; and current quarter tenant improvement costs for ~~the three and nine months ended September 30, 2018, respectively)~~lease renewals ($102.91 per square foot) primarily ~~due~~relate to a 3,000-square-foot lease ~~expansions of 59,000 square feet and 140,000 square feet~~ at ~~One & Three Glenlake Parkway in Atlanta, which was sold in April 2019.~~Market Square, measured at our proportionate share. Over the next 12 months, approximately ~~151,000~~104,000 square feet of leases at our operating properties (approximately ~~3.2%~~2.3% of our portfolio, based on revenues) are scheduled to expire.

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Liquidity and Capital Resources

Overview

Cash flows generated from the operation of our properties are primarily used to fund recurring expenditures and stockholder dividends. The amount of distributions to common stockholders is determined by our board of directors and is dependent upon a number of factors, including funds deemed available for distribution based principally on our current and future projected operating cash flows, reduced by capital requirements necessary to maintain our existing portfolio, our future capital needs, and future sources of liquidity, as well as the annual distribution requirements necessary to maintain our status as a REIT under the Code. Investments in new property acquisitions and first-generation capital improvements are generally funded with capital proceeds from property sales, debt, or cash on hand. Our board of directors elected to maintain a ~~$0.20~~$0.21 dividend rate for the ~~third~~first quarter of ~~2019.~~2020.

We are continuing to monitor the rapid developments around COVID-19 and the related impacts to our business. In response to the economic uncertainty that has unfolded as a result of COVID-19, we drew down $200.0 million on our Revolving Credit Facility in late March 2020 and held approximately $292.0 million of cash balances as of March 31, 2020. See Item IA., Risk Factors, for additional information.

Short-Term Liquidity and Capital Resources

During the first ~~nine~~three months of ~~2019,~~2020, we generated net cash flows from operating activities of ~~$104.1~~$16.1 million, which consists primarily of receipts from tenants for rent and reimbursements, reduced by payments for operating costs, administrative expenses, interest expense, and lease inducements. During the same period, we paid total distributions to stockholders of ~~$93.5~~$48.4 million, which included dividend payments for ~~four~~two quarters ($~~23.3~~24.2 million for each of the fourth quarter of ~~2018~~2019 and ~~an aggregate~~first quarter of ~~$70.2 million~~2020). First quarter 2020 dividends ($24.2 million) exceeded cash flow from operations for the ~~first three quarters of 2019)~~same period ($16.1 million), primarily due to acquisition costs incurred in connection with the Normandy acquisition ($12.1 million).

During the first ~~nine~~three months of ~~2019,~~2020, we received ~~$375.0~~$250.8 million in aggregate net sales proceeds from the sale of ~~Lindbergh Center~~Cranberry Woods Drive and ~~One & Three Glenlake Parkway.~~Pasadena Corporate Park and made net borrowings on our Revolving Credit Facility of $167.0 million. These proceeds were used to fund ~~$182.0~~the Terminal Warehouse Joint Venture ($40.0 million), leasing and capital projects for consolidated and unconsolidated properties ($27.2 million), and redemptions of common stock ($25.5 million). As of March 31, 2020, we had cash on hand of $292.8 million, which includes $200 million of ~~net repayments~~proceeds drawn on our Revolving Credit ~~Facility; leasing and capital projects, including those at our joint ventures, of $67.1 million; and an earnest money deposit of $13.7 million, related~~Facility in late March 2020 in response to ~~a joint venture that will redevelop a property~~the increase in ~~New York.~~economic uncertainty resulting from the COVID-19 outbreak.

Over the short term, we expect our primary sources of capital and liquidity to be operating cash flows ~~select property dispositions,~~ and ~~debt. We~~cash on hand, and expect that our principal demands for ~~funds~~capital will be ~~acquisitions,~~to fund development and redevelopment costs, capital improvements to our existing portfolio, stockholder distributions, stock repurchases, operating expenses, and interest and principal payments. As of ~~October 21, 2019,~~April 24, 2020, in addition to cash on hand, we have access to ~~$493.0~~additional borrowings of $149.0 million under our Revolving Credit ~~Facility and $300.0 million under our delayed-draw term loan.~~Facility. We believe that we will have adequate liquidity and capital resources to meet our current obligations as they come due.

Long-Term Liquidity and Capital Resources

Over the long term, we expect that our primary sources of capital will include operating cash flows, cash on hand, borrowing proceeds, and select property ~~dispositions, and borrowing proceeds.~~dispositions. We expect that our primary uses of capital will continue to include stockholder distributions; acquisitions; development and redevelopment costs; capital expenditures, such as building improvements, tenant improvements, and leasing costs; and repaying or refinancing debt.

Consistent with our financing objectives and operational strategy over the long term, we have generally maintained debt levels ofat less than 40% of the undepreciated costs of our ~~assets. As~~assets; however, due to the amount of ~~September 30, 2019,~~cash on hand as of March 31, 2020, our debt-to-real-estate-asset ratio was approximately ~~31.6%~~41.8% on a gross basis, and approximately ~~27.7%~~34.9% on a net basis (i.e., reduced for cash on hand). ~~As of September 30, 2019, we held the majority of the net proceeds received from the September 26, 2019 sale of Lindbergh Center in cash.~~ Our debt-to-real-estate-asset ratio includes our share of joint venture real estate assets and debt, as well as basis adjustments related to joint venture real estate assets.

As described below, our variable-rate indebtedness ~~uses LIBOR, which is currently expected to be discontinued after 2021,~~may use London Interbank Offering Rate ("LIBOR") as a benchmark for establishing the ~~interest~~ rate. ~~Our Revolving Credit Facility and our term loans provide that, in the event that~~ LIBOR is discontinued, the borrower and lender shall endeavor to establish an alternate index rate that gives due consideration to the then-prevailing market convention for determining interest rates on syndicated loans. Our interest rate swaps use the International Swaps and Derivatives Association ("ISDA") Master Agreement form. ISDA is expected to ~~amend this Master Agreement form~~be discontinued at the end of 2021. The anticipated discontinuation of

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LIBOR will require lenders and their borrowers to ~~address the~~ transition from LIBOR to an ~~alternate reference rate, and we expect to amend our~~alternative benchmark interest rate, ~~swap contracts accordingly.~~

~~There can be~~which might increase the cost of our variable-interest debt instruments. At this time, no ~~assurances~~consensus exists as to what ~~alternative base~~rate or rates may bebecome acceptable alternatives to LIBOR, and it is impossible to predict the effect of any such alternatives on the value of LIBOR-based variable-rate loans or ~~whether such base rate will be more~~other financial arrangements. If LIBOR is discontinued as anticipated, or ~~less favorable than LIBOR. There is also the possibility of other unforeseen impacts of the potential discontinuation of LIBOR. We will continue to monitor LIBOR reform developments,~~otherwise at our option, our Revolving Credit Facility and ~~to work with our lenders and~~term loan facilities provide for alternate interest rate swap counterparties to ensure that any transition away from LIBOR will have minimal impact on our financial condition; however, we can provide no assurances regarding the impact of the discontinuation of LIBOR.

calculations.

Unsecured Bank Debt

Our Revolving Credit Facility has a capacity of $650.0 million and matures in January 2023, with two six-month extension options. As of ~~September 30, 2019,~~March 31, 2020, we had ~~$300.0~~$501.0 million in outstanding borrowings on the Revolving Credit Facility. Amounts outstanding under the Revolving Credit Facility bear interest at either (i) LIBOR, plus an applicable margin ranging from 0.775% to 1.45% for LIBOR borrowings, or (ii) an alternate base rate, plus an applicable margin ranging from 0.00% to 0.45% for base rate borrowings, based on our applicable credit rating. The per annum facility fee on the aggregate revolving commitment (used or unused) ranges from 0.125% to 0.30%, also based on our applicable credit rating. Additionally, the Revolving Credit Facility, along with the $300 Million Term Loan, as described below, provides for four accordion options for an aggregate additional amount of up to $500 million, subject to certain limitations.

Our $300 Million Term Loan matures in January 2024 and bears interest, at our option, at either (i) LIBOR, plus an applicable margin ranging from 0.85% to 1.65% for LIBOR loans, or (ii) an alternate base rate, plus an applicable margin ranging from 0.00% to 0.65% for base rate loans, based on our applicable credit rating. The ~~per annum facility fee~~interest rate on the ~~aggregate term loan commitment (used or unused) ranges from 0.125% to 0.30%, also based on our applicable credit rating. The~~ $300 Million Term Loan includes a delayed-draw feature, which allows us until December 7, 2019 to fully draw the term loan. As of September 30, 2019, the $300 million term loan remained undrawn. Columbia Property Trust has entered into a $300.0 millionis effectively fixed with an interest rate swap agreement, ~~to effectively fix~~which is designated as a cash flow hedge. Based on the terms of the interest rate swap and our current credit rating, the interest rate on the $300 Million Term Loan is effectively fixed at 2.55% ~~(LIBOR, as defined, plus 100 basis points)~~. ~~Until the $300~~

Our $150 Million Term Loan ~~is drawn, the interest rate swap has been temporarily assigned to reduce the interest rate on borrowings under the Revolving Credit Facility.~~

~~Our $150.0 million unsecured term loan~~ matures in July 2022 ~~(the "$150 Million Term Loan")~~ and bears interest, at our option, at either (i) LIBOR, plus an applicable margin ranging from 0.90% to 1.75% for LIBOR loans, or (ii) alternative base rate, plus an applicable margin ranging from 0.00% to 0.75% for base rate loans. The interest rate on the $150 Million Term Loan is effectively fixed with an interest rate swap agreement, which is designated as a cash flow hedge. Based on the terms of the interest rate swap and our current credit rating, the interest rate on the $150 Million Term Loan is effectively fixed at 3.07%.

Bonds Payable

~~In August 2016, we~~We have two series of bonds outstanding as of March 31, 2020:

•$350.0 million of 10-year, unsecured 4.150% senior notes issued ~~$350.0~~at 99.859% of their face value, which require semi-annual interest payments in April and October (the "2025 Bonds Payable").

•$350.0 million of 10-year, unsecured 3.650% senior notes issued at 99.626% of their face ~~value. The 2026 Bonds Payable~~value, which require semi-annual interest payments in February and August ~~based~~(the "2026 Bonds Payable").

Columbia OP is the issuer of our Bonds Payable, both series of which are fully and unconditionally guaranteed by Columbia Property Trust. Columbia Property Trust owns 97.2% of Columbia OP, and includes the accounts of Columbia OP in its consolidated financial statements.The primary differences between Columbia Property Trust and Columbia OP are as follows: Columbia Property Trust owns one property directly and has made intercompany loans to subsidiaries of Columbia OP, and Columbia Property Trust – the publicly traded entity -- issues publicly traded common stock to investors (including employees), and has engaged in share repurchases from time to time. Columbia Property Trust has contributed the substantial majority of proceeds from sales of its common stock to Columbia OP.

Columbia Property Trust guarantees of Columbia OP’s obligations under the Bonds Payable include the punctual payments of principal, premium, if any, and interest on the Bonds Payable, whether at stated maturity, by declaration of acceleration, call for redemption or otherwise. The obligations of Columbia Property Trust under its guarantees is limited to the amount necessary to prevent such guarantees from constituting a fraudulent transfer or conveyance under applicable law. The Bonds Payable are Columbia OP’s senior unsecured obligations and rank equally in right of payment with all of its other existing and future senior unsecured indebtedness; Columbia Property Trust’s guarantees of the Bonds Payable are its senior unsecured obligations and rank equally in right of payment with all of Columbia Property Trust’s other existing and future senior unsecured indebtedness and guarantees.

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As a result of Columbia Property Trust’s guarantee, we are presenting the following summarized financial information (in thousands) for Columbia Property Trust and Columbia OP pursuant to Rule 13-01 of Regulation S-X, Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.For purposes of the following summarized financial information, transactions between Columbia Property Trust and Columbia OP, presented on a ~~contractual annual interest rate of 3.650%. The principal amount of the 2026 Bonds Payable is due~~combined basis, have been eliminated and ~~payable on the maturity date, August 15, 2026.~~information for non-guarantor subsidiaries has been excluded.

In March 2015, we issued $350.0 million of 10-year unsecured 4.150% senior notes at 99.859% of their face value. The 2025 Bonds Payable require semi-annual interest payments in April and October, based on a contractual annual interest rate of 4.150%. The principal amount of the 2025 Bonds Payable is due and payable on the maturity date, April 1, 2025.


Balance Sheet Information:
	March 31, 2020		December 31, 2019
Total assets	$	4,306,278	$	3,991,256
Total liabilities	$	1,773,813	$	1,611,957
Noncontrolling interests	$	61,716	$	5,477

Statement of Operations Information:
	For the Three Months Ended March 31, 2020		For the Year Ended December 31, 2019
Total revenues	$	72,565	$	260,453
Total expenses	$	76,302	$	268,204
Net income	$	4,969	$	(1,052)
Net income attributable to noncontrolling interests	$	61	$	133
Net income attributable to common stockholders	$	5,030	$	(919)

Debt Covenants

The $300 Million Term Loan, the $150 Million Term Loan, the Revolving Credit Facility, the 2026 Bonds Payable, and the 2025 Bonds Payable contain certain covenants and restrictions that require us to meet certain financial ratios. We were in compliance with all of our debt covenants as of ~~September 30, 2019.~~March 31, 2020. We expect to continue to be able to meet the requirements of our debt covenants over the next 12 months.

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Contractual Commitments and Contingencies

As of ~~September 30, 2019,~~March 31, 2020, our contractual obligations will become payable in the following periods (in thousands):


Contractual Obligations	Contractual Obligations	Total		2019		2020-2021		2022-2023		Thereafter		Contractual Obligations	Total		2020		2021-2022		2023-2024		Thereafter
Debt obligations⁽¹⁾	Debt obligations⁽¹⁾	$	1,369,630	$	—	$	53,880	$	615,750	$	700,000	Debt obligations⁽¹⁾	$	1,941,548	$	54,102	$	220,696	$	966,750	$	700,000
Interest obligations on debt⁽¹⁾⁽²⁾	Interest obligations on debt⁽¹⁾⁽²⁾	245,106		12,759		101,221		77,838		53,288		Interest obligations on debt⁽¹⁾⁽²⁾	253,837		46,945		113,132		67,772		25,988
Operating lease obligations⁽³⁾	Operating lease obligations⁽³⁾	1,172,423		1,660		13,368		13,483		1,143,912		Operating lease obligations⁽³⁾	1,169,994		5,356		13,976		13,432		1,137,230
Total	Total	$	2,787,159	$	14,419	$	168,469	$	707,071	$	1,897,200	Total	$	3,365,379	$	106,403	$	347,804	$	1,047,954	$	1,863,218

⁽¹⁾Includes our ownership share of the debt and interest obligations for the Market Square Joint Venture, the Terminal Warehouse Joint Venture, and the 799 Broadway Joint Venture, which we own through unconsolidated joint ventures. The Market Square Joint Venture (51% ownership) has a $325.0 million mortgage loan on the Market Square Buildings, which bears interest at 5.07% and matures on July 1, 2023. ~~We own~~The Terminal Warehouse Joint Venture (8.65% ownership) has a ~~51%~~$625.5 million loan, which has a total capacity of $650.0 million, which bears interest ~~in the Market Square Joint Venture.~~at 5.68% and matures on October 23, 2020. The 799 Broadway Joint Venture (49.7% ownership) has ~~$108.4~~$122.1 million outstanding on a construction loan, which has a total capacity of $187.0 million; bears interest at LIBOR, capped at 4.00%, plus a spread of 425 basis points; and matures on October 9, 2021. ~~We own a 49.7% interest in the 799 Broadway Joint Venture.~~ As of ~~September 30, 2019,~~March 31, 2020, under the 799 Broadway construction loan agreement, we guarantee equity contributions of ~~$19.8~~$14.3 million to be made to the joint venture (see Note 7, Commitments and Contingencies, of the accompanying consolidated financial statements).

⁽²⁾Interest obligations on variable-rate debt are measured at the rate at which they are effectively fixed with interest rate swap agreements (where applicable) or the rate in effect as of ~~September 30, 2019.~~March 31, 2020. Interest obligations on all other debt instruments are measured at the contractual rate. See Item 3, Quantitative and Qualitative Disclosure About Market Risk, for more information regarding our interest rate swaps.

⁽³⁾These obligations are related to ground leases at certain properties, including 49.5% of the ground lease obligation at 114 Fifth Avenue, based on our ownership interest in the unconsolidated joint venture that owns that property, as well as our corporate office lease. See Note ~~10,~~11, Leases, of the accompanying consolidated financial statements for additional information. In addition to the amounts shown, certain lease agreements include provisions that, at the option of the tenant, may obligate us to expend capital to expand an existing property or provide other expenditures for the benefit of the tenant.

Results of Operations

Overview

As of ~~September 30, 2019,~~March 31, 2020, our portfolio of 1615 operating properties and ~~two~~four properties under development or redevelopment was approximately ~~96.9%~~97.6% leased. For the periods presented, our operating results are impacted by investing activity as set forth below. In the near term, we expect real estate operating income to vary, primarily based on investing and leasing activities.

Acquisitions
Property Location % Acquired Rentable Square Feet Transaction Date
Purchase Price⁽¹⁾
(in thousands)
2018
799 Broadway New York, NY 49.7 % 182,000 October 3, 2018 $ 30,200
⁽²⁾
Lindbergh Center – Retail Atlanta, GA 100.0 % 147,000 October 24, 2018 $ 23,000


Acquisitions
Property	Location	% Acquired		Rentable Square Feet	Transaction Date	Purchase Price⁽¹⁾ (in thousands)
2020
Terminal Warehouse	New York, NY	8.65	%	1,230,000	March 13, 2020	$	40,048
2019
201 California Street	San Francisco, CA	100.0	%	252,000	December 9, 2019	$	238,900
101 Franklin Street	New York, NY	92.5	%	235,000	December 2, 2019	$	205,500	⁽²⁾

⁽¹⁾Exclusive of transaction costs and purchase price adjustments.

⁽²⁾Purchase price is for our partial interests in the property, which is owned through an unconsolidated joint venture. Please refer to Note 3, ~~Real Estate~~ Transactions, and Note 4, Unconsolidated Joint Ventures, of the accompanying consolidated financial statements for more information.

Dispositions
Property Location % Sold Rentable Square Feet Transaction Date
Sales Price⁽¹⁾
(in thousands)
2019
Lindbergh Center Atlanta, GA 100.0 % 1,105,000 September 26, 2019 $ 187,000
One & Three Glenlake Parkway Atlanta, GA 100.0 % 711,000 April 15, 2019 $ 227,500
2018
222 East 41st Street New York, NY 100.0 % 390,000 May 29, 2018 $ 332,500
263 Shuman Boulevard Chicago, IL 100.0 % 354,000 April 13, 2018 $ 49,000
⁽²⁾
University Circle and 333 Market Street Joint Ventures⁽³⁾
San Francisco, CA 22.5 % 1,108,000 February 1, 2018 $ 235,300

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Dispositions
Property	Location	% Sold		Rentable Square Feet	Transaction Date	Sales Price⁽¹⁾ (in thousands)
2020
Pasadena Corporate Park	Los Angeles, CA	100.0	%	262,000	March 31, 2020	$	78,000
Cranberry Woods Drive	Pittsburgh, PA	100.0	%	824,000	January 16, 2020	$	180,000
2019
Lindbergh Center	Atlanta, GA	100.0	%	1,105,000	September 26, 2019	$	187,000
One & Three Glenlake Parkway	Atlanta, GA	100.0	%	711,000	April 15, 2019	$	227,500

⁽¹⁾Exclusive of transaction costs and purchase price adjustments.

⁽²⁾~~Reflects the principal balance of the 263 Shuman Boulevard mortgage note, which was extinguished by transferring the property to the lender in the second quarter of 2018.~~

⁽³⁾~~After the closing of this transaction, we retain a 55.0% ownership interest in both University Circle and 333 Market Street through unconsolidated joint ventures.~~

Comparison of the Three Months Ended ~~September 30, 2019~~March 31, 2020 With the Three Months Ended ~~September 30, 2018~~March 31, 2019

Lease revenues were ~~$69.0~~$68.0 million for the three months ended ~~September 30, 2019,~~March 31, 2020, which represents a slight decrease as compared with ~~$69.7~~$71.9 million for the three months ended ~~September 30, 2018,~~March 31, 2019, as the impact of ~~the~~ dispositions ($~~3.3~~14.3 million) is partially offset by the acquisition of 201 California Street ($5.5 million) and additional revenues from recent leasing ($~~2.6~~4.6 million). We expect future lease revenues to vary based on recent and future investing and leasing activities.

~~Asset and property management~~Management fee ~~income was relatively stable at $1.9 million and $1.8~~revenues were $8.2 million for the three months ended ~~September 30,~~March 31, 2020, which represents an increase as compared with $1.9 million for the three months ended March 31, 2019, due to the Normandy Acquisition. In connection with the Normandy Acquisition, we acquired contracts to provide management services to properties affiliated with the Real Estate Funds. Management fee revenues include $3.1 million of reimbursements of salaries and ~~2018, respectively. Asset and property~~third-party costs recorded as management fee expense. Management fee revenue is expected to remain at a similar level in the near term.

Other property income was $7,000 for the three months ended March 31, 2020, which represents a decrease as compared with $1.7 million for the three months ended March 31, 2019, primarily due to moving reimbursements for management fee administration costs to management fee revenues beginning in the first quarter of 2020 ($1.1 million recognized in 2019) and moving lease termination fees to lease revenues beginning in the second quarter of 2019 ($0.4 million recognized in 2019). Other property operating income is expected to remain at similar levels in the near ~~term, and may increase as a result of future investing activities.~~term.

~~Other property income was $1.1~~Property operating costs were $22.7 million for the three months ended ~~September 30, 2019,~~March 31, 2020, which represents a decrease as compared with ~~$1.8~~$24.5 million for the three months ended ~~September 30, 2018, primarily due~~March 31, 2019, as the impact of recent dispositions ($2.6 million) and moving expenses for reimbursed management fee administration costs to ~~prior-year lease termination activity. Other property operating income is expected to vary~~management fee expenses beginning in the ~~future, based on future joint venture activities.~~

~~Property operating costs were $23.1 million for~~first quarter of 2020 ($1.1 million), are offset by the three months ended September 30, 2019, which represents an increase as compared with $21.0 million for the three months ended September 30, 2018, primarily due to increases in property and other taxes.acquisition of 201 California Street ($2.0 million). Property operating costs are expected to vary based on recent and future investing and leasing activities.

~~Asset and property management fee expenses were $0.1~~Depreciation was $18.3 million for the three months ended ~~September 30, 2019,~~March 31, 2020, which represents a decrease as compared with ~~$0.2~~$20.4 million for the three months ended September 30, 2018, as a result of transitioning one of our properties from third-party to internal management. Future asset and property management fee expenses are expected to remain stable in the near term, and may ~~increase as a result of future investing activities.~~

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~~Depreciation was relatively stable at $19.8 million and $19.9 million for the three months ended September 30,~~March 31, 2019, ~~and 2018, respectively,~~ as the impact of recent dispositions ($~~1.1~~5.2 million) was ~~largely~~ offset by the acquisition of 201 California Street ($1.6 million) and putting various capital projects ~~across the portfolio~~into service ($~~1.0~~1.4 million). Depreciation is expected to vary based on recent and future investing activities and capital projects.

Amortization was $6.7 million for the three months ended March 31, 2020, which represents a decrease as compared with $7.5 million for the three months ended ~~September 30,~~March 31, 2019, ~~which represents a slight decrease~~primarily as ~~compared with $7.9 million for~~ the ~~three months ended September 30, 2018, primarily due to dispositions.~~impact of recent dispositions ($2.0 million) and lease restructurings ($0.2 million) are offset by the acquisition of 201 California Street ($1.6 million). We ~~expec~~texpect future amortization to vary, based on recent and future investing and leasing activities.

For the three months ended September 30, 2019, we recognized an impairment loss of $23.4 million in connection with changing the holding period expectation for Lindbergh Center. Future impairment losses will depend primarily on our holding period intentions and any disposition strategies evaluated for our other properties.

General and administrative – corporate expenses were ~~$7.1~~$11.8 million for the three months ended ~~September 30, 2019,~~March 31, 2020, which represents ~~a decrease~~an increase as compared with ~~$8.3~~$8.4 million for the three months ended ~~September 30, 2018,~~March 31, 2019, primarily due to ~~prior-period professional fees.~~the Normandy Acquisition: $2.4 million related to vesting of the Preferred OP Units issued as consideration for the transaction, and $1.2 million related to increased payroll costs. General and administrative – corporate expenses are expected to remain at similar levels in the near term.

Management fee expense of $6.9 million for the three months ended March 31, 2020, reflects salaries and third-party costs incurred to earn management fee revenues by providing management services to properties owned by

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unconsolidated joint ventures and affiliated with the Real Estate Funds. Future management fee expenses are expected to vary as a result of future investing activities.

General and administrative – ~~unconsolidated~~ joint ~~ventures~~venture expenses were $0.8 million for the three months ended ~~September 30, 2019, which represents a slight increase as compared with $0.7~~March 31, 2019. These expenses represent costs incurred to manage assets owned by our unconsolidated joint ventures. Effective January 1, 2020, such costs are included in management fee expense on the accompanying consolidated statements of operations.

For the three months ended March 31, 2020, we recognized acquisition costs of $12.1 million related to the Normandy Acquisition. These costs include legal, advisory, and other professional services fees related to the acquisition. Future levels of acquisition costs will vary based on future transaction activities.

Interest expense was $9.6 million for the three months ended ~~September 30, 2018, primarily due to expanding our team. Future general and administrative~~ – ~~unconsolidated joint ventures expenses are expected to vary as a result of~~ ~~future investing activities.~~

~~For the three months ended September 30, 2019, we recognized pre-acquisition costs of $2.4 million related to the Normandy transaction described in Note 15,~~ ~~Subsequent Events, of the accompanying consolidated financial statements. We expect to incur additional acquisition costs in connection with closing the transaction.~~

~~Interest expense was $10.3 million for the three months ended September 30, 2019,~~March 31, 2020, which represents a decrease as compared with ~~$13.1~~$12.1 million for the three months ended ~~September 30, 2018.~~March 31, 2019. The decrease results from borrowings on our term loans, rather than our Revolving Credit Facility, in the ~~settlement of a capital lease obligation using the corresponding development authority bonds in December 2018~~current year ($~~1.8~~0.8 million)~~, prior-year debt repayments and settlements ($0.4 million),~~ and interest capitalization ($~~0.3 million), which are partially offset by the net impact of paying down the $300 Million Term Loan with borrowings on the lower-rate Revolving Credit Facility ($0.3~~1.8 million). We expect interest expense to ~~vary~~increase in the near term ~~based~~due to increased borrowings on ~~future financing activities.~~our Revolving Credit Facility.

Interest and other income (expense) was ~~$1.8~~$(158,000) for the three months ended March 31, 2020, which represents a decrease as compared with $1,000 for the three months ended March 31, 2019. The current period amount includes a market value adjustment to the investment in Real Estate Funds (see Note 2, Summary of Significant Accounting Policies, to the accompanying financial statements). Interest and other income is expected to vary primarily based on future Real Estate Fund valuations.

Income tax benefit was $2.2 million for the three months ended ~~September 30, 2018. The majority~~March 31, 2020, as a result of ~~this~~the acquisition expenses, which are incurred by our TRS Entities. We expect income ~~was earned on investments~~tax benefit to decrease in ~~development authority bonds, which were used~~relation to ~~settle a corresponding capital lease obligation~~acquisition expenses in December 2018. Interest income earned on investments in development authority bonds was entirely offset by interest expense incurred on the corresponding capital leases. Interest income is expected to vary based on outstanding borrowings in the near term.future periods.

Income from the unconsolidated joint ventures was ~~$2.2~~$2.7 million for the three months ended ~~September 30, 2019,~~March 31, 2020, which represents ~~a decrease~~an increase as compared with ~~$2.4~~$1.8 million for the three months ended ~~September 30, 2018,~~March 31, 2019, primarily due to ~~decreased occupancy~~a prior-period lease termination at ~~University Circle ($0.4 million), partially offset by additional leasing at Market Square ($0.2 million).~~799 Broadway, which resulted in the write off of intangible assets. We expect income from the unconsolidated joint ventures to vary based on future joint venture investing activities and leasing activity at the properties owned through unconsolidated joint ventures.

We recognized a gain on sale of real estate assets of ~~$0.1~~$13.3 million for the three months ended ~~September 30, 2019, due to post-closing adjustments related to~~March 31, 2020, for the ~~April 2019~~ sale of ~~One & Three Glenlake Parkway.~~Cranberry Woods Drive. See Note 3, ~~Real Estate~~ Transactions, of the accompanying consolidated financial statements for additional details. We expect future gains on sales of real estate assets to vary with disposition activity.

Net income ~~(loss)~~attributable to common stockholders was ~~$(20.3) million, or $(0.17) per basic and diluted share, for the three months ended September 30, 2019, which represents a decrease as compared with a net income of $6.4~~$6.3 million, or $0.05 per basic and diluted share, for the three months ended ~~September 30, 2018.~~March 31, 2020, which represents an increase as compared with a net income of $3.5 million, or $0.03 per basic and diluted share, for the three months ended March 31, 2019. The ~~decrease~~increase is primarily ~~due~~driven by the current-period gain on sale of real estate ($13.3 million), offset by acquisition costs related to the ~~current-period impairment~~Normandy Acquisition, net of the corresponding tax benefits ($~~23.4~~9.5 million). See Supplemental Performance Measures below for our same-store results compared with the prior year. We ~~expe~~ctexpect future earnings to vary, primarily as a result of leasing activity at our existing properties and future investing activity.

~~Comparison of the Nine Months Ended September 30, 2019 With the Nine Months Ended September 30, 2018~~

Lease revenues were $210.4 million for the nine months ended September 30, 2019, which represents a slight decrease as compared with $211.5 million for the nine months ended September 30, 2018, as the impact of dispositions ($11.0 million) was largely offset by additional revenues from recent leasing ($9.9 million). We expect future lease revenues to vary based on recent and future investing and leasing activities.

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Asset and property management fee income was relatively stable at $5.7 million and $5.4 million for the nine months ended September 30, 2019 and 2018, respectively. Asset and property management fee income is expected to remain at similar levels in the near term, and may increase as a result of future investing activities.

Other property income was $4.0 million for the nine months ended September 30, 2019, which represents a decrease from $5.5 million for the nine months ended September 30, 2018, primarily due to prior-year lease termination activity. Other property operating income is expected to vary in the future, based on future joint venture activities.

Property operating costs were $70.0 million for the nine months ended September 30, 2019, which represents a slight increase as compared with $66.5 million for the nine months ended September 30, 2018, primarily due to increases in property and other taxes. Property operating costs are expected to vary, based on recent and future investing and leasing activities.

Asset and property management fee expenses were $0.5 million for the nine months ended September 30, 2019, which represents a slight decrease as compared with $0.6 million for the nine months ended September 30, 2018, as a result of transitioning one of our properties from third-party to internal management. Future asset and property management fee expenses are expected to remain stable in the near term, and may ~~increase as a result of future investing activities.~~

Depreciation was $59.5 million for the nine months ended September 30, 2019, which represents a slight decrease as compared with $61.4 million for the nine months ended September 30, 2018, as the impact of dispositions ($3.4 million) was partially offset by capital projects across the portfolio ($1.4 million). Depreciation is expected to vary, based on recent and future investing activities and capital projects.

Amortization was $22.1 million for the nine months ended September 30, 2019, which represents a decrease as compared with $24.6 million for the nine months ended September 30, 2018, as a result of dispositions ($1.4 million) and lease terminations and extensions ($1.1 million). We expect future amortization to vary, ba~~sed on recent and future investing and leasing activities.~~

For the nine months ended September 30, 2019, we recognized an impairment loss of $23.4 million in connection with changing the holding period expectations for Lindbergh Center; and for the nine months ended September 30, 2018, we recognized an impairment loss of $30.8 million in connection with changing our holding period expectations for 222 East 41st Street. Future impairment losses will depend primarily on our holding period intentions and any disposition strategies evaluated for our other properties.

~~General and administrative~~ – ~~corporate expenses were relatively stable at $23.7 million and $24.4 million for the nine months ended September 30, 2019 and 2018, respectively. General and administrative~~ – ~~corporate expenses are expected to remain at similar levels in the near term.~~

General and administrative – unconsolidated joint ventures expenses were $2.5 million for the nine months ended September 30, 2019, which represents a slight increase as compared with $2.2 million for the nine months ended September 30, 2018, primarily due to expanding our team. Future general and administrative – ~~unconsolidated joint ventures expenses are expected to vary as a result of~~ ~~future investing activities.~~

~~For the nine months ended September 30, 2019, we recognized pre-acquisition costs of $2.4 million related to the Normandy transaction described in Note 15,~~ ~~Subsequent Events, of the accompanying consolidated financial statements. We expect to incur additional acquisition costs in connection with closing the transaction.~~

Interest expense was $33.3 million for the nine months ended September 30, 2019, which represents a decrease as compared with $43.3 million for the nine months ended September 30, 2018. The decrease results from the settlement of a capital lease obligation using the corresponding development authority bonds in December 2018 ($5.4 million), prior-year debt repayments and settlements ($5.2 million), and interest capitalization ($1.0 million), which are partially offset by the net impact of paying down the $300 Million Term Loan with borrowings on the lower-rate Revolving Credit Facility ($1.6 million). We expect interest expense to vary in the near term based on future financing activities.

We recognized a gain on extinguishment of debt of $23.7 million for the nine months ended September 30, 2018. In April 2018, we transferred 263 Shuman Boulevard to the lender in extinguishment of the related mortgage note, resulting in a $24.0 million gain on extinguishment of debt; and in May 2018, we repaid the remaining outstanding balance on our bridge loan approximately six months early, resulting in a $0.3 million loss due to the write-off of related deferred financing costs. We expect future gains or losses on extinguishments of debt to vary with financing activities.

Interest and other income was $5.4 million for the nine months ended September 30, 2018. The majority of this income was earned on investments in development authority bonds, which were used to settle a corresponding capital lease obligation in December 2018. Interest income earned on investments in development authority bonds was entirely offset by interest expense incurred on the corresponding capital leases. Interest income is expected to remain at similar levels in the near term.

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We recognized a gain on sale of unconsolidated joint venture interests of $0.8 million for the nine months ended September 30, 2018, related to the sale of an additional 22.5% interest in University Circle and 333 Market Street joint ventures in February 2018, as further described in Note 3, ~~Real Estate Transactions, to the accompanying consolidated financial statements. We expect future gains or losses on sales of unconsolidated joint venture interests to vary with future joint venture disposition activities.~~

Income from the unconsolidated joint ventures was relatively stable at $6.2 million and $5.9 million for the nine months ended September 30, 2019 and 2018, respectively. We expect income from the unconsolidated joint ventures to vary based on future joint venture investing activities and leasing activity at the properties owned through unconsolidated joint ventures.

~~We recognized a gain on sale of real estate assets of $42.0 million for the nine months ended September 30, 2019, as a result of selling One & Three Glenlake Parkway in April 2019. See Note 3,~~ ~~Real Estate Transactions, of the accompanying consolidated financial statements for additional details. We expect future gains on sales of real estate assets to vary with disposition activity.~~

Net income was $31.0 million, or $0.26 per basic and diluted share, for the nine months ended September 30, 2019, which represents an increase as compared with $4.5 million, or $0.04 per basic and diluted share, for the nine months ended September 30, 2018. The increase is primarily due to the current-period gain on sale of One & Three Glenlake Parkway ($42.0 million) and year-over-year impairment loss activity ($7.4 million), partially offset by prior-period gain on extinguishment of debt ($23.7 million). See ~~Supplemental Performance Measures~~ ~~below for our same-store results compared with the prior year. We expect future earnings to vary, primarily as~~ ~~a result of leasing activity at our existing properties and future investing activity.~~

NOI by Geographic Segment

We consider geographic location when evaluating our portfolio composition and in assessing the ongoing operations and performance of our properties. As of ~~September 30, 2019,~~March 31, 2020, we aggregated our properties into the following geographic segments: New York, San Francisco, Washington, D.C., ~~Atlanta,~~ Boston, ~~Los Angeles,~~ and all other office markets. All other office markets consists of properties in low-barrier-to-entry geographic locations in which we do not have a substantial presence and do not plan to make further investments. NOI, as presented below, includes our share of properties owned through unconsolidated joint ventures. See Note ~~13,~~14, Segment Information, of the accompanying consolidated financial statements for additional information and a reconciliation from GAAP net income to NOI.

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The following table presents NOI by geographic segment (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
New York⁽¹⁾	New York⁽¹⁾	$	23,235	$	23,145	$	69,721	$	71,693	New York⁽¹⁾	$	25,075	$	22,806
San Francisco⁽²⁾	San Francisco⁽²⁾	20,495		19,925		61,399		58,875		San Francisco⁽²⁾	25,072		20,497
Washington, D.C.⁽³⁾	Washington, D.C.⁽³⁾	8,475		8,844		25,514		25,976		Washington, D.C.⁽³⁾	9,151		8,453
Atlanta		5,640		9,245		19,935		27,083

Boston	Boston	1,700		1,890		5,564		5,203		Boston	2,458		1,989
Los Angeles		1,092		1,119		3,374		3,481

All other office markets	All other office markets	3,870		3,989		11,558		11,149		All other office markets	1,525		13,106
Total office segments	Total office segments	64,507		68,157		197,065		203,460		Total office segments	63,281		66,851
Corporate	Corporate	(225)		(204)		(665)		(599)		Corporate	(272)		(205)
Total NOI	Total NOI	$	64,282	$	67,953	$	196,400	$	202,861	Total NOI	$	63,009	$	66,646

⁽¹⁾Includes NOI for ~~two~~three unconsolidated properties, ~~114 Fifth Avenue and 799 Broadway,~~ based on our ownership ~~interest:~~interests: 49.5% for 114 Fifth Avenue, ~~for all periods presented; and~~ 49.7% for 799 Broadway, and 8.65% for Terminal Warehouse from ~~October 3, 2018~~March 13, 2020 through ~~September 30, 2019.~~March 31, 2020.

⁽²⁾Includes NOI for two unconsolidated properties, based on our ownership interests: 55.0% for 333 Market Street and University Circle ~~based on our ownership interests: 77.5% from January 1, 2018 through January 31, 2018; and 55.0% from February 1, 2018 through September 30, 2019.~~

⁽³⁾Includes NOI for two unconsolidated properties, ~~Market Square and 1800 M Street,~~ based on our ownership interests: 51.0% for the Market Square and 55.0% for 1800 M ~~Street for all periods presented.~~Street.

~~Atlanta~~New York

NOI increased across the New York market as a result of leasing (economic occupancy increased from 91.1% at March 31, 2019 to 96.7% at March 31, 2020).

San Francisco

NOI increased as a result of the December 2019 acquisition of 201 California Street.

Washington, D.C.

NOI increased a result of leasing across our Washington, D.C. portfolio (economic occupancy increased from 80.8% at March 31, 2019 to 89.2% at March 31, 2020).

Boston

NOI increased due to new leases at increase rental rates commencing at 116 Huntington Avenue.

All other office markets

NOI decreased as a result of the ~~sale~~2019 sales of Lindbergh Center and One & Three Glenlake ~~Parkway~~ in ~~April 2019.~~

~~Boston~~

~~For~~Atlanta and the ~~quarter-to-date periods, NOI decreased due to lease termination income earned~~January 2020 sale of Cranberry Woods Drive in ~~2018. For the year-to-date periods, NOI increased due to additional leasing at 116 Huntington Avenue (commenced occupancy increased from 77.4% at January 1, 2019 to 88.8% at June 30, 2019).~~Pittsburgh.

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Supplemental Performance Measures

In addition to net income, we measure our performance using certain non-GAAP metrics, including: (i) Funds From Operations ("FFO"), (ii) Net Operating Income ("NOI"), and (iii) Same Store Net Operating Income ("Same Store NOI"). These supplemental performance measures are commonly used by REIT industry analysts and investors, and are viewed by management to be useful indicators of operating performance principally because they exclude the effects of certain income and expenses that do not reflect the cash-generating capability of our operations. Management believes that the use of FFO, NOI, and Same Store NOI, combined with net income, improves the understanding of operating results of REITs among the investing public and makes comparisons of REIT operating results more meaningful.

Net income is the most comparable GAAP measure to FFO, NOI, and Same Store NOI. Each of these supplemental performance measures excludes expenses that materially impact our overall results of operations and, therefore, should not be considered as a substitute for net income, or any other measures derived in accordance with GAAP. Furthermore, these metrics may not be comparable to other similarly titled measures used by other companies.

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Funds From Operations

FFO is a non-GAAP measure used by many investors and analysts who follow the real estate industry to measure the performance of an equity REIT. We consider FFO a useful measure of our performance, principally because it excludes the effects of depreciation and amortization of real estate assets. GAAP depreciation and amortization reflect a systematic reduction in the carrying value of real estate assets and, therefore, are not indicative of the actual increase or decrease in the realizable value of real estate assets. We believe that the use of FFO, combined with the required GAAP presentations, is beneficial in improving our investors' understanding of our operating results and allowing for comparisons among other companies who define FFO as we do.

FFO, as defined by the National Association of Real Estate Investment Trusts ("NAREIT"), represents net income (computed in accordance with GAAP), excluding gains or losses on sales of real estate and impairments of real estate assets, and real estate-related depreciation and amortization, after adjustments for unconsolidated partnerships and joint ventures, for both continuing and discontinued operations. We compute FFO in accordance with NAREIT's definition, which may differ from the methodology for calculating FFO, or similarly titled measures, used by other companies, and thus may not be comparable to those presentations.

FFO is not reduced for the amounts needed to fund capital replacements or expansions, debt service obligations, or other commitments and uncertainties, nor is it indicative of funds available to fund our cash needs, including our ability to make distributions. Our presentation of FFO should not be considered as an alternative to net income (computed in accordance with GAAP) or as an indicator of financial performance.

GAAP net income reconciles to FFO as follows (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Net income (loss)		$	(20,286)	$	6,429	$	30,974	$	4,488
Net income attributable to common stockholders										Net income attributable to common stockholders	$	6,290	$	3,513
Adjustments:	Adjustments:									Adjustments:
Depreciation of real estate assets	Depreciation of real estate assets	19,773		19,878		59,512		61,394		Depreciation of real estate assets	18,330		20,404
Amortization of lease-related costs	Amortization of lease-related costs	7,485		7,920		22,052		24,559		Amortization of lease-related costs	6,721		7,461
Impairment loss on real estate assets		23,364		—		23,364		30,812

Depreciation and amortization included in income from unconsolidated joint ventures⁽¹⁾	Depreciation and amortization included in income from unconsolidated joint ventures⁽¹⁾	12,574		12,519		38,004		38,709		Depreciation and amortization included in income from unconsolidated joint ventures⁽¹⁾	12,797		12,928
Gain on sale of unconsolidated joint venture interests		—		—		—		(762)
Gain on sale of real estate assets	Gain on sale of real estate assets	(112)		—		(42,030)		—		Gain on sale of real estate assets	(13,344)		—
Total funds from operations adjustments		63,084		40,317		100,902		154,712
NAREIT FFO available to common stockholders	NAREIT FFO available to common stockholders	$	42,798	$	46,746	$	131,876	$	159,200	NAREIT FFO available to common stockholders	$	30,794	$	44,306

⁽¹⁾Reflects ~~our ownership interest in~~ depreciation and amortization for investments in unconsolidated joint ~~ventures.~~ventures multiplied by our respective ownership interests.

The following significant noncash revenues and expenses are included in our funds from operations:

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•Straight-line rental income, net: to recognize rent on a straight-line basis over the lease term, we recognized net straight-line rental income for our wholly owned properties of ~~$2.0~~$3.3 million and ~~$5.1~~$4.5 million for the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018, respectively; and $9.7 million and $22.3 million for the nine months ended September 30, 2019 and 2018,~~ respectively. Income from unconsolidated joint ventures includes additional net straight-line rental income of ~~$0.2~~$0.4 million and ~~$(0.1)~~$(0.2) million for the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018, respectively; and $0.9 million and $0.3 million for the nine months ended September 30, 2019 and 2018,~~ respectively.

•Amortization of intangible lease assets and liabilities: to amortize above- and below-market, in-place lease intangible assets (liabilities), we recognized net increases to rental revenues (or decreases to operating expenses) for our wholly owned properties of ~~$(1.1)~~$1.4 million and $1.0 million for the three months ended ~~September 30,~~March 31, 2020 and 2019, ~~and 2018, respectively; and $(3.4) million~~ ~~and~~ ~~$(2.2) million for the nine months ended September 30, 2019 and 2018,~~ respectively. Income from unconsolidated joint ventures includes additional net operating income for amortization of intangible lease assets and liabilities of ~~$(2.4)~~$2.5 million ~~and $(2.8) million~~ for both the three months ended ~~September 30, 2019~~March 31, 2020 and ~~2018, respectively; and $(7.4) million and $(8.7) million for the nine months ended September 30, 2019 and 2018, respectively.~~

•~~Gain on extinguishment of debt: we recognized a gain on the settlement of debt of $23.7 million during the nine months ended September 30, 2018.~~ 2019.

•Amortization of deferred financing costs and debt premiums (discounts): to amortize costs associated with securing debt from third-party lenders over the terms of the respective debt facilities, we recognized noncash interest expense of $0.6 million ~~and $0.7 million~~ for the three months ended ~~September 30, 2019~~March 31, 2020 and ~~2018, respectively; and $1.9 million and $2.4 million for the nine months ended September 30, 2019 and 2018, respectively.~~2019. Income from unconsolidated joint ventures includes additional noncash interest expense of $0.4 million for both the three months ended ~~September 30, 2019~~March 31, 2020 and ~~2018; and $1.2 million for both the nine months ended September 30, 2019 and 2018.~~ 2019.

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Net Operating Income

As set forth below, NOI is calculated by deducting property operating costs from rental and other property revenues for continuing operations. As a performance metric consisting of only revenues and expenses directly related to ongoing real estate rental operations, which have been or will be settled in cash, NOI is narrower in scope than FFO.

NOI, as we calculate it, may not be directly comparable to similarly titled, but differently calculated, measures for other REITs. We believe that NOI is another useful supplemental performance measure, as it is an input in many REIT valuation models, and it provides a means by which to evaluate the performance of the properties.

The major factors influencing our NOI are property acquisitions and dispositions, occupancy levels, rental rate increases or decreases, and the recoverability of operating expenses.

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Same Store Net Operating Income

We also evaluate the performance of our properties, on a "same-store" basis, using a metric referred to as Same Store NOI. We view Same Store NOI as a useful supplemental performance measure because it improves comparability between periods by eliminating the effects of changes in our operating portfolio. On an individual property basis, Same Store NOI is computed in the same manner as NOI (as described in the preceding section).

~~Quarter to Date~~

For the three months ended ~~September 30, 2019,~~March 31, 2020, we have defined our same-store portfolio as those properties that have been continuously owned and operated since ~~July~~January 1, ~~2018~~2019 (the first day of the first quarterly period presented). NOI and Same Store NOI are calculated as follows for the three months ended ~~September 30,~~March 31, 2020 and 2019 ~~and 2018~~ (in thousands):


		Three Months Ended September 30,							Three Months Ended March 31,
		2019		2018			2020		2019
Same Store NOI – wholly owned properties:
Same Store NOI – Wholly Owned Properties:						Same Store NOI – Wholly Owned Properties:
Revenues:	Revenues:					Revenues:
Lease revenues	Lease revenues	$	62,265	$	59,797	Lease revenues	$	59,884	$	54,967
Other property income	Other property income	1,071		1,216		Other property income	7		1,537
Total revenues	Total revenues	63,336		61,013		Total revenues	59,891		56,504
Property operating expenses	Property operating expenses	(22,189)		(19,992)		Property operating expenses	(19,593)		(20,538)
Same Store NOI – wholly owned properties⁽¹⁾	Same Store NOI – wholly owned properties⁽¹⁾	41,147		41,021		Same Store NOI – wholly owned properties⁽¹⁾	40,298		35,966
Same Store NOI – joint venture-owned properties⁽²⁾	Same Store NOI – joint venture-owned properties⁽²⁾	17,534		17,648		Same Store NOI – joint venture-owned properties⁽²⁾	17,573		17,719
Same Store NOI	Same Store NOI	58,681		58,669		Same Store NOI	57,871		53,685
NOI from acquisitions⁽³⁾	NOI from acquisitions⁽³⁾	(39)		—		NOI from acquisitions⁽³⁾	3,612		(145)
NOI from dispositions⁽⁴⁾	NOI from dispositions⁽⁴⁾	5,640		9,284		NOI from dispositions⁽⁴⁾	1,526		13,106
NOI	NOI	$	64,282	$	67,953	NOI	$	63,009	$	66,646

⁽¹⁾Reflects NOI from properties that were wholly owned for the entirety of the periods presented.

⁽²⁾Reflects NOI earned from properties owned through unconsolidated joint ventures based on our ownership interest as of September 30, 2019, for the entirety of the periods presented. The NOI for properties held through unconsolidated joint ventures is included in income from unconsolidated joint ventures in our accompanying consolidated statements of operations. See Note 4, ~~Unconsolidated Joint Ventures, of the accompanying consolidated financial statements, for more information.~~

⁽³⁾~~Reflects activity for the following property acquired since July 1, 2018: 49.7% of 799 Broadway, acquired on October 3, 2018.~~

⁽⁴⁾Reflects activity for the following properties sold since July 1, 2018, for all periods presented: Lindbergh Center, sold on September 26, 2019; One & Three Glenlake Parkway, sold on April 15, 2019; 222 East 41st Street, sold on May 29, 2018; and 263 Shuman Boulevard, returned to lender on April 13, 2018.

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~~Year to Date~~

For the nine months ended September 30, 2019, we have defined our same-store portfolio as those properties that have been continuously owned and operated since January 1, 2018 (the first day of the first annual period presented). NOI and Same Store NOI are calculated as follows for the nine months ended September 30, 2019 and 2018 (in thousands):

Nine Months Ended September 30,
2019 2018
Same Store NOI – wholly owned properties:
Revenues:
Lease revenues $ 184,998 $ 175,085
Other property income 3,795 3,860
Total revenues 188,793 178,945
Property operating expenses (64,767) (61,022)
Same Store NOI – wholly owned properties⁽¹⁾
124,026 117,923
Same Store NOI – joint venture-owned properties⁽²⁾
52,713 51,649
Same Store NOI 176,739 169,572
NOI from acquisitions⁽³⁾
(249) —
NOI from dispositions⁽⁴⁾
19,910 33,289
NOI $ 196,400 $ 202,861

⁽¹⁾~~Reflects NOI from properties that were wholly owned for the entirety of the periods presented.~~

⁽²⁾~~Reflects NOI earned from properties owned through unconsolidated joint ventures based on our ownership interest as of September 30, 2019,~~March 31, 2020, for the entirety of the periods presented. The NOI for properties held through unconsolidated joint ventures is included in income from unconsolidated joint ventures in our accompanying consolidated statements of operations. See Note 4, Unconsolidated Joint Ventures, of the accompanying consolidated financial statements, for more information.

⁽³⁾Reflects activity for the following property acquired since January 1, ~~2018: 49.7%~~2019: 8.65% of ~~799 Broadway,~~Terminal Warehouse, acquired on ~~October 3, 2018.~~March 13, 2020; 201 California Street, acquired on December 9, 2019; and 101 Franklin Street, acquired on December 2, 2019.

⁽⁴⁾Reflects activity for the following properties sold since January 1, ~~2018,~~2019, for all periods presented: Pasadena Corporate Park, sold on March 31, 2020; Cranberry Woods Drive, sold on January 16, 2020; Lindbergh Center, sold on September 26, 2019; One & Three Glenlake Parkway, sold on April 15, ~~2019; 222 East 41st Street, sold on May 29, 2018; 263 Shuman Boulevard, returned to lender on April 13, 2018; and 22.5% of both University Circle and 333 Market Street, sold on February 1, 2018.~~2019.

Same Store NOI increased from $169.6 million for the nine months ended September 30, 2018, to $176.7 million for the nine months ended September 30, 2019, primarily as a result of leasing at 315 Park Avenue South in New York and at 650 California Street in San Francisco.

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Reconciliation

A reconciliation of GAAP net income to NOI and Same Store NOI is presented below (in thousands):


		Three Months Ended September 30,						Nine Months Ended September 30,							Three Months Ended March 31,
		2019		2018		2019		2018			2020		2019
Net income (loss)		$	(20,286)	$	6,429	$	30,974	$	4,488
Asset and property management fee income		(1,914)		(1,825)		(5,681)		(5,402)
Net income attributable to common stockholders										Net income attributable to common stockholders	$	6,290	$	3,513
Management fee revenues										Management fee revenues	(8,240)		(1,869)
Depreciation	Depreciation	19,773		19,878		59,512		61,394		Depreciation	18,330		20,404
Amortization	Amortization	7,485		7,920		22,052		24,559		Amortization	6,721		7,461
Impairment loss		23,364		—		23,364		30,812

General and administrative – corporate	General and administrative – corporate	7,103		8,303		23,707		24,379		General and administrative – corporate	11,782		8,424
Management fee expenses										Management fee expenses	6,945		—
General and administrative – unconsolidated joint ventures	General and administrative – unconsolidated joint ventures	839		746		2,486		2,213		General and administrative – unconsolidated joint ventures	—		809
Pre-acquisition costs		2,437		—		2,437		—
Acquisition costs										Acquisition costs	12,081		—
Net interest expense	Net interest expense	10,289		13,049		33,280		43,241		Net interest expense	9,713		12,094
Interest income from development authority bonds		—		(1,800)		—		(5,400)
Gain on extinguishment of debt		—		—		—		(762)
Gain on sale of unconsolidated joint venture interests		—		—		—		(23,713)

Income tax expense	Income tax expense	2		3		18		16		Income tax expense	(2,243)		7
Adjustments included in income from unconsolidated joint ventures	Adjustments included in income from unconsolidated joint ventures	15,302		15,250		46,281		47,036		Adjustments included in income from unconsolidated joint ventures	14,903		15,803
Gain on sale of real estate assets	Gain on sale of real estate assets	(112)		—		(42,030)		—		Gain on sale of real estate assets	(13,344)		—
Adjustments attributable to noncontrolling interests										Adjustments attributable to noncontrolling interests	71		—
NOI:	NOI:	$	64,282	$	67,953	$	196,400	$	202,861	NOI:	$	63,009	$	66,646
Same Store NOI – joint venture owned properties⁽¹⁾	Same Store NOI – joint venture owned properties⁽¹⁾	(17,534)		(17,648)		(52,713)		(51,649)		Same Store NOI – joint venture owned properties⁽¹⁾	(17,573)		(17,719)
NOI from acquisitions⁽²⁾	NOI from acquisitions⁽²⁾	39		—		249		—		NOI from acquisitions⁽²⁾	(3,612)		145
NOI from dispositions⁽³⁾	NOI from dispositions⁽³⁾	(5,640)		(9,284)		(19,910)		(33,289)		NOI from dispositions⁽³⁾	(1,526)		(13,106)
Same Store NOI – wholly owned properties⁽⁴⁾	Same Store NOI – wholly owned properties⁽⁴⁾	$	41,147	$	41,021	$	124,026	$	117,923	Same Store NOI – wholly owned properties⁽⁴⁾	$	40,298	$	35,966

⁽¹⁾Reflects NOI earned from properties owned through unconsolidated joint ventures based on our ownership interest as of ~~September 30, 2019,~~March 31, 2020, for the entirety of the periods presented. The NOI for properties held through unconsolidated joint ventures is included in income from unconsolidated joint ventures in our accompanying consolidated statements of operations.

⁽²⁾~~For the three months ended September 30, 2019, reflects~~Reflects activity for the following ~~property acquired since July 1, 2018: 49.7% of 799 Broadway, acquired on October 3, 2018. For the nine months ended September 30, 2019, reflects activity for the following property~~properties acquired since January 1, ~~2018: 49.7%~~2019: 8.65% of ~~799 Broadway,~~Terminal Warehouse, acquired on ~~October 3, 2018.~~March 13, 2020, 201 California Street, acquired on December 9, 2019; and 101 Franklin Street, acquired on December 2, 2019.

⁽³⁾~~For the three months ended September 30, 2019, reflects~~Reflects activity for the following properties sold since ~~July~~January 1, ~~2018,~~2019, for all periods presented: Pasadena Corporate Park, sold on March 31, 2020; Cranberry Woods Drive, sold on January 16, 2020; Lindbergh Center, sold on September 26, 2019; One & Three Glenlake Parkway, sold on April 15, 2019; 222 East 41st Street, sold on May 29, 2018; and 263 Shuman Boulevard, returned to lender on April 13, 2018. For the nine months ended September 30, 2019, reflects activity for the following properties sold since January 1, 2018, for all periods presented: Lindbergh Center, sold on September 26, 2019; One & Three Glenlake Parkway, sold on April 15, 2019; 222 East 41st Street, sold on May 29, 2018; 263 Shuman Boulevard, returned to lender on April 13, 2018; and 22.5% of both University Circle and 333 Market Street, sold on February 1, 2018.2019.

⁽⁴⁾Reflects NOI from properties that were wholly owned for the entirety of the periods ~~presented.~~presented.

Election as a REIT

We have elected to be taxed as a REIT under the Code and have operated as such beginning with our taxable year ended December 31, 2003. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our adjusted taxable income, as defined in the Code, to our stockholders. To the extent that we satisfy the distribution requirement but distribute less than 100% of our REIT taxable income, we would be subject to federal and state corporate income tax on the undistributed income. If we fail to qualify as a REIT in any taxable year, we will then be subject to federal income taxes on our taxable income for that year and for the four years following the year during which qualification is lost, unless the Internal Revenue Service grants us relief under certain statutory provisions. Such an event could materially affect our net income and net cash available for distribution to our stockholders. However, we believe that we are organized and operate in such a manner as to qualify for treatment as a REIT for federal income tax purposes.

The TRS Entities are wholly owned subsidiaries of Columbia Property Trust and are organized as Delaware limited liability companies. The TRS Entities, among other things, provide services related to asset and property management, construction and development, and other tenant services that ~~we,~~Columbia Property Trust, as a REIT, cannot otherwise provide. We have elected to treat the TRS Entities as taxable REIT subsidiaries. We may perform certain additional, noncustomary services for tenants of our buildings through the TRS Entities; however, any earnings related to such

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services are subject to federal and state income taxes.

In addition, for us to continue to qualify as a REIT, we must limit our investments in taxable REIT subsidiaries to 20% of the value of our total assets. Deferred tax assets and liabilities are established for temporary differences between the financial reporting basis and the tax basis of assets and liabilities at the enacted rates expected to be in effect when the temporary differences reverse.

No provisions for federal income taxes have been made in our accompanying consolidated financial statements, other than the provisions relating to the TRS Entities, as we made distributions in excess of or equal to taxable income for the periods presented. We are subject to certain state and local taxes related to property operations in certain locations, which have been provided for in our accompanying consolidated financial statements.

Inflation

We are exposed to inflation risk, as income from long-term leases is the primary source of our cash flows from operations. There are provisions in the majority of our tenant leases that are intended to protect us from, and mitigate the risk of, the impact of inflation. These provisions include rent steps, reimbursement billings for operating expense pass-through charges, real estate tax, and insurance reimbursements on a per-square-foot basis or, in some cases, annual reimbursement of operating expenses above a certain per-square-foot allowance. However, due to the long-term nature of the leases, the leases may not reset frequently enough to fully cover inflation.

Application of Critical Accounting Policies

There have been no material changes in our critical accounting policies from those disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2018.~~2019. As described in Note 2, Summary of Significant Accounting Policies, to the accompanying consolidated financial statements, we adopted ASC 842 during the quarter ended March 31, 2019.

~~Related-Party Transactions~~

~~During the nine months ended September 30, 2019 and 2018, we did not have any related-party transactions, except as described in Note 4,~~ ~~Unconsolidated Joint Ventures, of the accompanying consolidated financial statements.~~

Commitments and Contingencies

We are subject to certain commitments and contingencies with regard to certain transactions. Refer to Note 7, Commitments and Contingencies, of our accompanying consolidated financial statements for further explanation. Examples of such commitments and contingencies include:

•guaranties related to ~~the debt of an~~our unconsolidated joint ~~venture;~~ventures;

•commitments to contribute capital to the Real Estate Funds;

•obligations under operating leases;

•obligations under capital leases;

•commitments under existing lease agreements; and

•litigation.

Subsequent ~~Events~~Event

~~We have evaluated subsequent events in connection with~~The response to the ~~preparation~~COVID-19 pandemic continues to rapidly evolve, and aggressive actions taken to reduce the spread of the ~~consolidated~~disease have seriously disrupted activities in large segments of the economy. We are monitoring the COVID-19 outbreak and its impact on our business, tenants, and industry as a whole. While the extent to which COVID-19 impacts our results will depend on future developments, the outbreak and associated economic impacts could result in a material impact to the Company’s future financial ~~statements~~condition, results of operations, and ~~notes thereto included in this report on Form 10-Q,~~cash flows. Some effects could include lease modifications, deferral of rental income, and ~~noted the following subsequent event:~~increased operating expenses. See Part II, Item 1A. Risk Factors, for additional information.

~~On October 16, 2019, we entered into a contribution agreement (the "Contribution Agreement") to acquire Normandy Real Estate Management, LLC, a developer, operator, and investment manager~~

Table of office and mixed-use assets in New York, Boston, and Washington, D.C. for approximately $100 million, exclusive of transaction and closing costs (the "Purchase Price"). The Contribution Agreement contains certain customary representations, warranties, covenants, indemnities and termination rights for a transaction of this nature. This transaction is expected to close in 2019, pending the completion of customary closing conditions.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a result of certain of our outstanding debt facilities, we are exposed to interest rate changes. Our interest rate risk management objectives are to limit the impact of interest rate changes on earnings and cash flow, primarily through a low to moderate level of overall borrowings. We manage our ratio of fixed- to floating-rate debt with the objective of achieving a mix that we believe is appropriate in light of anticipated changes. We closely monitor interest rates and will continue to consider the sources and terms of our borrowing facilities to determine whether we have appropriately guarded ourselves against the risk of increasing interest rates in future

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periods. Fluctuations in LIBOR may affect the amount of interest expense we incur on borrowings indexed to LIBOR, such as borrowings under the Revolving Credit Facility, ~~and the $300 Million Term Loan,~~ which ~~bear~~bears interest at the applicable LIBOR rate, as defined in the credit agreements, plus an applicable margin that is subject to adjustment based on our credit ratings.

Additionally, we have entered into interest rate swaps and may enter into other interest rate swaps, caps, or other arrangements to mitigate our interest rate risk on a related financial instrument. We do not currently enter into derivative or interest rate transactions for speculative purposes; however, at times certain of our derivatives may not qualify for hedge accounting treatment. All of our debt was entered into for other-than-trading purposes.

Our financial instruments consist of both fixed-rate and variable-rate debt. Our variable-rate borrowings consist of the Revolving Credit Facility, the $300 Million Term Loan, and the $150 Million Term Loan. However, as of ~~September 30, 2019,~~March 31, 2020, only ~~certain~~ borrowings under the Revolving Credit Facility bear interest at effectively variable rates, as the variable rate on the $150 Million Term Loan and $300 ~~million of the borrowings under the Revolving Credit Facility~~Million Term Loan have been effectively fixed through the interest rate swap agreement described in the "Liquidity and Capital Resources" section of Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations~~; and the $300 Million Term Loan remained undrawn.~~.

As of ~~September 30, 2019,~~March 31, 2020, we had ~~$300.0~~$501.0 million in outstanding borrowings under the Revolving Credit Facility; $300 million in outstanding borrowings on the $300 Million Term Loan; $150.0 million outstanding on the $150 Million Term Loan; ~~$349.7~~$349.8 million in 2025 Bonds Payable outstanding; ~~$349.1~~and $349.2 million in 2026 Bonds Payable ~~outstanding; and no borrowings outstanding on our $300 Million Term Loan.~~outstanding. The amounts outstanding on our Revolving Credit Facility in the future will largely depend upon future acquisition and disposition activity. The weighted-average interest rate of all our consolidated debt instruments was ~~3.41%~~2.90% as of ~~September 30, 2019.~~March 31, 2020.

~~All~~Approximately $1,014.7 million of ~~our $1,148.8 million~~ total debt outstanding as of ~~September 30, 2019,~~March 31, 2020, is subject to fixed rates, either directly or when coupled with an interest rate swap agreement. As of ~~September 30, 2019,~~March 31, 2020, these balances incurred interest expense at an average interest rate of ~~3.41%~~3.97% and have expirations ranging from 2022 through 2026. A change in the market interest rate impacts the net financial instrument position of our fixed-rate debt portfolio; however, it has no impact on interest incurred or cash flows.

Approximately $615.8 million of total debt outstanding as of March 31, 2020, is subject to variable rates. As of March 31, 2020, these balances incurred interest expense at an average interest rate of 2.61% and have expirations ranging from 2020 through 2023. An increase or decrease of 100 basis points would have a $6.2 million annual impact on our interest payments.

Our unconsolidated borrowings consist of a fixed-rate mortgage note, a variable-rate construction note, and a variable-rate acquisition note. The Market Square Joint Venture holds a $325 million mortgage note, which bears interest at a fixed rate of 5.07%; ~~and our~~the 799 Broadway Joint Venture holds a ~~$108.4~~$122.1 million construction note, which bears interest at a floating rate of ~~6.29%~~5.26%; and the Terminal Warehouse Joint Venture holds a $625.5 million note, which bears interest at a floating rate of 5.68% as of ~~September 30, 2019. Adjusting for~~March 31, 2020. Our weighted-average interest rate of debt, including all consolidated borrowings and our ownership share of debt held by the ~~debt at these~~aforementioned unconsolidated joint ventures, ~~our weighted-average interest rate of all of our debt instruments~~was is ~~3.73%~~3.24% at ~~September 30, 2019.~~March 31, 2020.

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ITEM 4. CONTROLS AND PROCEDURES

Management's Conclusions Regarding the Effectiveness of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(e) under the Securities Exchange Act of 1934 as of the end of the period covered by this report. Based upon that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report in providing a reasonable level of assurance that information we are required to disclose in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods in SEC rules and forms, including providing a reasonable level of assurance that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our Principal Executive Officer and our Principal Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended ~~September 30, 2019,~~March 31, 2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

From time to time, we are party to legal proceedings which arise in the ordinary course of our business. We are not currently involved in any legal proceedings of which the outcome is reasonably likely to have a material adverse effect on our results of operations, liquidity, or financial condition, nor are we aware of any such legal proceedings contemplated by governmental authorities.

ITEM 1A.RISK FACTORS

~~There have been no material changes from the~~The following additional risk ~~factors disclosed in~~factor updates the "Risk Factors" section of our Annual Report on Form 10-K ~~except as discussed below,~~ for the year ended December 31, ~~2018.~~2019:

Our business has been, and will continue to be, adversely affected by the COVID-19 pandemic.

On March 11, 2020, the World Health Organization announced that the outbreak of the novel coronavirus (COVID-19) had become a pandemic. Federal, state, and local authorities and health officials have implemented aggressive actions to reduce the spread of the disease, including limiting non-essential gatherings of people, ceasing all non-essential travel, and issuing "social or physical distancing" guidelines, "shelter-in-place" orders, and mandatory closures for non-essential businesses. The COVID-19 outbreak and the measures put in place to address it have negatively impacted the global economy, disrupted consumer spending and global supply chains, and created significant volatility and disruption of financial markets.

The ~~Normandy transaction~~extent of the impact of the COVID-19 pandemic on our business is highly uncertain and difficult to predict, as information is rapidly evolving with respect to the duration and severity of the pandemic. The extent to which the COVID-19 pandemic ultimately impacts our business, results of operations, financial condition, and stock price will depend on numerous evolving factors, including: the duration and scope of the pandemic; governmental, business, and individuals' actions taken in response to the pandemic; the impact on economic activity from the pandemic and actions taken in response; the effect on our tenants and their businesses; the ability of tenants to pay their rental income and any closures of our tenants' facilities, including, without limitation, due to shutdowns and "shelter-in-place" orders that may be requested or mandated by governmental authorities; the effect of the pandemic on our construction, development, and redevelopment activities; and the impact on our employees and any other operational disruptions or difficulties we may face. Any of these factors and risks could materially adversely impact our business, financial condition, results of operations, or stock price.

In addition to the general economic impact of the pandemic, if an outbreak of COVID-19 occurs within the workforce of our tenants or otherwise disrupts their management and other personnel, the business and operating results of our tenants could be negatively impacted. Large-scale "social or physical distancing" guidelines, "shelter-in-place" orders, and mandatory closures could cause our retail and restaurant tenants to close for an extended period of time. The negative impact upon our tenants may include an immediate reduction in cash flow available to pay rent under our leases, and although various governmental financial programs may mitigate this, governmental assistance may not be ~~completed on the terms~~available to all affected tenants or ~~timeline currently contemplated, or at all.~~

~~The completion of the Normandy transaction is subject~~may be significantly delayed. In turn, our tenants' inability to certain conditions, (i) accuracy of each party's representations, subject in most cases to materiality or material adverse effect qualifications, and receipt by each party of a certificate to such effect; (ii) material compliance with each party’s covenants; (iii) receipt of required consents from third parties; and (iv) repayment of certain indebtedness and extinguishment of certain guarantees. We cannot provide assurances that the Normandy transaction will be consummated on the terms or timeline currently contemplated, or at all.

~~Failure to complete the Normandy transaction~~pay rent under our leases could adversely affect our ~~stock price~~own liquidity, and ~~future business and financial results.~~

~~If the Normandy transaction is not completed, our ongoing business may~~there can be ~~adversely affected, and we~~no guarantee that additional liquidity will be ~~subject to numerous risks, including~~readily available or available on favorable terms in the ~~following:~~

•~~having to pay substantial costs relating~~future. For example, in response to the ~~Normandy transaction, such as legal, accounting, financial advisor, and integration costs~~economic uncertainty that ~~have already been incurred or will continue to be incurred until the closing;~~

•our management focusing on the Normandy transaction instead of pursuing other opportunities that could be beneficial to us without realizing any of the benefits of completing the Normandy transaction; and

•~~reputational harm due to the adverse perception of any failure to successfully complete the Normandy transaction.~~

~~If the Normandy transaction is not completed, we cannot assure our stockholders that these risks will not materialize and will not materially affect our business, financial results, and stock price.~~

~~We may be unable to integrate the business of Normandy successfully or realize the anticipated synergies and related benefits of our Normandy transaction or do so within the anticipated time frame.~~

The ongoing integration of the Normandy business into our own will require significant management and resources. We may encounter difficulties in the integration process or in realizing any of the expected benefits from the acquisition, including the following:

•the inability to successfully combine our business and Normandy's business in a manner that permits us to achieve the synergies anticipated to result from the acquisition, which would result in some anticipated benefits of the acquisition not being realized in the time frame currently anticipated or at all;

•~~the complexities associated with integrating personnel;~~

•~~the additional complexities of combining two companies with different histories, cultures, regulatory restrictions, markets, and customer bases;~~

•~~our failure to retain key employees;~~

•~~potential unknown liabilities and unforeseen increased expenses, delays, or regulatory conditions associated with the acquisition; and~~

•~~performance shortfalls~~has unfolded as a result of COVID-19, we drew down $200.0 million on our Line of Credit in March 2020 and may need to rely on our lines of credit again in the ~~diversion~~future, depending on the severity of ~~management's attention caused by completing~~ the ~~acquisition.~~pandemic.

~~For all these reasons, it is possible that~~Large-scale executive orders and other measures taken to curb the ~~integration process~~spread of COVID-19 may also negatively impact the ability of our properties to continue to obtain necessary goods and services or provide adequate staffing, which may also adversely affect our operating results and reputation. Such orders could also impact our ability to commence or continue construction, development, and redevelopment activities, which could result in delays, increased costs, and potentially missed deadlines. Any increased costs or lost revenue as a result of tenant financial difficulty, or their need to comply with executive orders and other guidance from the ~~distraction of~~Centers for Disease Control and Prevention, may not be fully recoverable under our ~~management; the disruption of our ongoing business;~~leases or ~~inconsistencies in our services, standards, controls, procedures, and policies; any of~~adequately covered by insurance, which could ~~adversely affect~~impact our ~~ability~~profitability. In addition to ~~maintain relationships with~~the potential consequences listed above, these same factors may cause prospective tenants ~~customers, vendors, and employees.~~

to delay their leasing decisions

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or to lease less space. Even after the pandemic has ceased to be active, the prevalence of work-from-home policies during the pandemic may alter tenant preferences in the long term with respect to the demand for leasing office space.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a)During the quarter ended ~~September 30, 2019,~~March 31, 2020, we did not sell any equity securities that were not registered under the Securities Act of 1933.

(b)Not applicable.

(c)On September 4, 2017, our board of directors approved the 2017 Stock Repurchase Program, which provides for Columbia Property Trust to buy up to $200 million of our common stock over a two-year period, expiring on September 4, 2019.  On August 13, 2019, our board of directors extended the authority for stock repurchases and approved the 2019 Stock Repurchase Program, which provides for Columbia Property Trust to buy up to $200 million of our common stock over a ~~two year~~two-year period, expiring on September 4, 2021.

During the quarter ended ~~September 30, 2019,~~March 31, 2020, we ~~did not repurchase any~~repurchased and retired the following shares in accordance with the ~~2017~~2019 Stock Repurchase ~~Program or the~~Program:


Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan	Maximum Approximate Dollar Value Available for Future Purchase⁽¹⁾
January 2020	374,748	$	20.67	374,748	$	158,786,537
February 2020	13,436	$	21.00	13,436	$	158,486,381
March 2020	805,999	$	18.89	805,999	$	143,263,625

⁽¹⁾Amounts available for future purchase relate only to our 2019 Stock Repurchase Program ~~as described in Note 8,~~ ~~Stockholders'Equity~~,and represent the remainder of the ~~accompanying financial statements.~~$200 million authorized by our board of directors for share repurchases.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

(a)There have been no defaults with respect to any of our indebtedness.

(b)Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

(a)During the ~~third~~first quarter of ~~2019,~~2020, there was no information that was required to be disclosed in a report on Form 8-K that was not disclosed in a report on Form 8-K.

(b)There are no material changes to the procedures by which stockholders may recommend nominees to our board of directors since the filing of our most recent Schedule 14A.

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ITEM 6. EXHIBITS

(a)Exhibits

EXHIBIT INDEX TO

~~THIRD~~FIRST QUARTER ~~2019~~2020 FORM 10-Q OF

COLUMBIA PROPERTY TRUST, INC.

The following documents are filed as exhibits to this report. Exhibits that are not required for this report are omitted.


Ex.						Description
3.1						Second Amended and Restated Articles of Incorporation as Amended by the First, Second, and Third Articles of Amendment and the Articles Supplementary (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q filed with the Commission on November 5, 2013).
3.2						Fourth Articles of Amendment (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed with the Commission on July 1, 2014).
3.3						Fifth Articles of Amendment (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed with the Commission on May 3, 2017).
3.4						Fourth Amended and Restated Bylaws, as amended (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed with the Commission on March 7, 2019).
4.1						Statement regarding restrictions on transferability of shares of common stock (to appear on stock certificate or to be sent upon request and without charge to stockholders issued shares without certificates) (incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K filed with the Commission on March 1, 2013).
4.2						Amended and Restated Agreement of Limited Partnership of Columbia Property Trust Operating Partnership, L.P. (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Commission on January 27, 2020).
4.3						Indenture, dated March 12, 2015 (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the Commission on March 12, 2015).
~~4.3~~4.4						Supplemental Indenture, dated March 12, 2015 (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed with the Commission on March 12, 2015).
~~4.4~~4.5						Form of 4.150% Senior Notes due 2025 (included in Exhibit 4.3).
~~4.5~~4.6						Supplemental Indenture, dated August 12, 2016 (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the Commission on August 12, 2016).
~~4.6~~4.7						Form of 3.650% Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed with the Commission on August 12, 2016).
10.1						Registration Rights Agreement, dated as of January 24, 2020, among Columbia Property Trust, Inc. and the securityholders named therein (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the Commission on January 27, 2020).
22.1*						Subsidiary Issuer of Guaranteed Securities.
31.1*						Certification of the Principal Executive Officer of the Company, pursuant to Securities Exchange Act Rules 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*						Certification of the Principal Financial Officer of the Company, pursuant to Securities Exchange Act Rules 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*						Certification of the Principal Executive Officer and Principal Financial Officer of the Company, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*						Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*						Inline XBRL Taxonomy Extension Schema.
101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase.
101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase.
101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase.
101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase.
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*						Filed herewith.

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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 thereunto duly authorized.

COLUMBIA PROPERTY TRUST, INC.

(Registrant)

Dated:

~~October 24, 2019~~April 30, 2020

By:

/s/ JAMES A. FLEMING

James A. Fleming
Executive Vice President and Chief Financial Officer

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Remainder of 2019	$	175
2020	728
2021	760
2022	793
2023	67
2024	—
Thereafter	—
Total lease payments	2,523
Less: interest expense	(188)
Present value of lease liabilities	$	2,335
Weighted-average remaining lease term (years)	3.3 years
Weighted-average discount rate	4.5		%


2019	$	2,502
2020	2,539
2021	2,704
2022	2,743
2023	2,023
Thereafter	176,782
Total	$	189,293	⁽¹⁾


	Ground Leases		Office Lease		Total Operating Leases
Assets:


Total operating lease assets	$	27,964	$	1,746	$	29,710
Liabilities:


Total operating lease liabilities	$	—	$	2,335	$	2,335


Remainder of 2019	$	52,701
2020	221,974
2021	220,160
2022	204,954
2023	188,604
2024	179,994
Thereafter	856,251
Total	$	1,924,638


2019	$	242,370
2020	247,826
2021	221,692
2022	209,845
2023	192,261
Thereafter	1,106,275
Total	$	2,220,269


	As of September 30, 2019
	Columbia Property Trust (Parent) (Guarantor)		Columbia Property Trust OP (the Issuer)		Non- Guarantors		Consolidating Adjustments		Columbia Property Trust (Consolidated)
Assets:
Real estate assets, at cost:
Land	$	—	$	—	$	803,986	$	—	$	803,986
Buildings and improvements, net	—		1,420		1,592,315		—		1,593,735
Intangible lease assets, net	—		—		50,726		—		50,726
Construction in progress	—		—		33,663		—		33,663

Total real estate assets	—		1,420		2,480,690		—		2,482,110
Operating lease assets	1,746		—		27,964		—		29,710
Investments in unconsolidated joint ventures	—		1,058,570		—		—		1,058,570
Cash and cash equivalents	126,101		17,932		3,452		—		147,485
Investment in subsidiaries	2,431,291		970,695		—		(3,401,986)		—
Tenant receivables	—		—		2,474		—		2,474
Straight-line rent receivable	—		—		87,076		—		87,076
Prepaid expenses and other assets	140,731		351,262		10,440		(469,029)		33,404
Intangible lease origination costs, net	—		—		23,517		—		23,517
Deferred lease costs, net	—		—		61,455		—		61,455


Total assets	$	2,699,869	$	2,399,879	$	2,697,068	$	(3,871,015)	$	3,925,801
Liabilities:
Line of credit and notes payable, net	$	—	$	447,763	$	467,344	$	(467,344)	$	447,763
Bonds payable, net	��		695,127		—		—		695,127
Operating lease liabilities	2,335		—		—		—		2,335
Accounts payable, accrued expenses, and accrued capital expenditures	—		16,825		36,456		—		53,281
Due to affiliates	—		—		1,685		(1,685)		—
Deferred income	—		—		14,772		—		14,772
Intangible lease liabilities, net	—		—		14,989		—		14,989


Total liabilities	2,335		1,159,715		535,246		(469,029)		1,228,267
Equity:
Total equity	2,697,534		1,240,164		2,161,822		(3,401,986)		2,697,534
Total liabilities and equity	$	2,699,869	$	2,399,879	$	2,697,068	$	(3,871,015)	$	3,925,801


	As of December 31, 2018
	Columbia Property Trust (Parent) (Guarantor)		Columbia Property Trust OP (the Issuer)		Non- Guarantors		Consolidating Adjustments		Columbia Property Trust (Consolidated)
Assets:
Real estate assets, at cost:
Land	$	—	$	—	$	817,975	$	—	$	817,975
Building and improvements, net	—		1,739		1,908,302		—		1,910,041
Intangible lease assets, net	—		—		98,540		—		98,540
Construction in progress	—		—		33,800		—		33,800

Total real estate assets	—		1,739		2,858,617		—		2,860,356
Investments in unconsolidated joint ventures	—		1,071,353		—		—		1,071,353
Cash and cash equivalents	1,705		10,573		4,840		—		17,118
Investment in subsidiaries	2,622,528		1,236,982		—		(3,859,510)		—
Tenant receivables, net	—		—		3,258		—		3,258
Straight-line rent receivable	—		—		87,159		—		87,159
Prepaid expenses and other assets	140,797		340,071		11,379		(469,029)		23,218
Intangible lease origination costs, net	—		—		34,092		—		34,092
Deferred lease costs, net	—		—		77,439		—		77,439

Total assets	$	2,765,030	$	2,660,718	$	3,076,784	$	(4,328,539)	$	4,173,993
Liabilities:
Lines of credit and notes payable, net	$	—	$	629,308	$	467,344	$	(467,344)	$	629,308
Bonds payable, net	—		694,538		—		—		694,538
Accounts payable, accrued expenses, and accrued capital expenditures	674		9,441		39,007		(5)		49,117
Dividends payable	23,340		—		—		—		23,340
Due to affiliates	—		—		1,680		(1,680)		—
Deferred income	—		—		15,593		—		15,593
Intangible lease liabilities, net	—		—		21,081		—		21,081

Total liabilities	24,014		1,333,287		544,705		(469,029)		1,432,977
Equity:


Total equity	2,741,016		1,327,431		2,532,079		(3,859,510)		2,741,016
Total liabilities and equity	$	2,765,030	$	2,660,718	$	3,076,784	$	(4,328,539)	$	4,173,993


	For the Nine Months Ended September 30, 2019
	Columbia Property Trust (Parent) (Guarantor)		Columbia Property Trust OP (the Issuer)		Non- Guarantors		Consolidating Adjustments		Columbia Property Trust (Consolidated)
Cash flows from operating activities	$	33,072	$	31,084	$	120,768	$	(80,860)	$	104,064
Cash flows from investing activities:
Net proceeds from the sale of real estate	—		—		375,004		—		375,004

Investment in real estate and related assets	(14,815)		—		(54,366)		—		(69,181)
Investments in unconsolidated joint ventures	—		(12,741)		—		—		(12,741)
Distributions from unconsolidated joint ventures	—		11,264		—		—		11,264
Distributions from subsidiaries	202,020		384,877		—		(586,897)		—
Net cash provided by investing activities	187,205		383,400		320,638		(586,897)		304,346
Cash flows from financing activities:

Borrowings, net of fees	—		149,838		—		—		149,838
Repayments	—		(332,000)		—		—		(332,000)
Distributions	(93,480)		(224,963)		(442,794)		667,757		(93,480)
Redemptions of common stock	(2,401)		—		—		—		(2,401)

Net cash used in financing activities	(95,881)		(407,125)		(442,794)		667,757		(278,043)
Net increase (decrease) in cash and cash equivalents	124,396		7,359		(1,388)		—		130,367
Cash and cash equivalents, beginning of period	1,705		10,573		4,840		—		17,118
Cash and cash equivalents, end of period	$	126,101	$	17,932	$	3,452	$	—	$	147,485