Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 20, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2020 | |
Entity File Number | 1-14023 | |
Entity Registrant Name | Corporate Office Properties Trust | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 23-2947217 | |
Entity Address, Address Line One | 6711 Columbia Gateway Drive | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Columbia | |
Entity Address, State or Province | MD | |
Entity Address, Postal Zip Code | 21046 | |
City Area Code | 443 | |
Local Phone Number | 285-5400 | |
Title of 12(b) Security | Common Shares of beneficial interest, $0.01 par value | |
Trading Symbol | OFC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 112,183,192 | |
Entity Central Index Key | 0000860546 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Corporate Office Properties, L.P. | ||
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Entity File Number | 333-189188 | |
Entity Registrant Name | Corporate Office Properties, L.P. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 23-2930022 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Central Index Key | 0001577966 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
COPT | Common Units | Corporate Office Properties, L.P. | ||
Entity Information [Line Items] | ||
Percentage ownership in operating partnership | 98.60% |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Properties, net: | ||
Operating properties, net | $ 2,888,817 | $ 2,772,647 |
Projects in development or held for future development | 624,282 | 568,239 |
Total properties, net | 3,513,099 | 3,340,886 |
Property - operating right-of-use assets | 31,009 | 27,864 |
Property - finance right-of-use assets | 40,441 | 40,458 |
Cash and cash equivalents | 21,596 | 14,733 |
Investment in unconsolidated real estate joint ventures | 50,457 | 51,949 |
Accounts receivable, net | 30,404 | 35,444 |
Deferred rent receivable | 90,493 | 87,736 |
Intangible assets on real estate acquisitions, net | 24,768 | 27,392 |
Deferred leasing costs (net of accumulated amortization of $34,878 and $33,782, respectively) | 58,666 | 58,392 |
Prepaid expenses and other assets, net | 78,059 | 96,076 |
Total assets | 4,011,325 | 3,854,453 |
Liabilities: | ||
Debt, net | 2,012,019 | 1,831,139 |
Accounts payable and accrued expenses | 149,836 | 148,746 |
Rents received in advance and security deposits | 30,459 | 33,620 |
Dividends and distributions payable | 31,302 | 31,263 |
Deferred revenue associated with operating leases | 8,821 | 7,361 |
Property - operating lease liabilities | 20,796 | 17,317 |
Interest rate derivatives | 65,612 | 25,682 |
Other liabilities | 12,408 | 10,649 |
Total liabilities | 2,331,253 | 2,105,777 |
Commitments and contingencies (Note 17) | ||
Redeemable noncontrolling interests | 23,148 | 29,431 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Common Shares of beneficial interest | 1,122 | 1,121 |
Additional paid-in capital | 2,477,977 | 2,481,558 |
Cumulative distributions in excess of net income | (797,959) | (778,275) |
Accumulated other comprehensive loss | (64,513) | (25,444) |
Total Corporate Office Properties Trust/L.P.'s equity | 1,616,627 | 1,678,960 |
Noncontrolling interests in subsidiaries: | ||
Common units in COPLP | 19,611 | 19,597 |
Preferred units in COPLP | 8,800 | 8,800 |
Other consolidated entities | 11,886 | 11,888 |
Noncontrolling interests in subsidiaries | 40,297 | 40,285 |
Total equity | 1,656,924 | 1,719,245 |
Total liabilities, redeemable noncontrolling interests and equity | 4,011,325 | 3,854,453 |
Corporate Office Properties, L.P. | ||
Properties, net: | ||
Operating properties, net | 2,888,817 | 2,772,647 |
Projects in development or held for future development | 624,282 | 568,239 |
Total properties, net | 3,513,099 | 3,340,886 |
Property - operating right-of-use assets | 31,009 | 27,864 |
Property - finance right-of-use assets | 40,441 | 40,458 |
Cash and cash equivalents | 21,596 | 14,733 |
Investment in unconsolidated real estate joint ventures | 50,457 | 51,949 |
Accounts receivable, net | 30,404 | 35,444 |
Deferred rent receivable | 90,493 | 87,736 |
Intangible assets on real estate acquisitions, net | 24,768 | 27,392 |
Deferred leasing costs (net of accumulated amortization of $34,878 and $33,782, respectively) | 58,666 | 58,392 |
Prepaid expenses and other assets, net | 75,527 | 93,016 |
Total assets | 4,008,793 | 3,851,393 |
Liabilities: | ||
Debt, net | 2,012,019 | 1,831,139 |
Accounts payable and accrued expenses | 149,836 | 148,746 |
Rents received in advance and security deposits | 30,459 | 33,620 |
Dividends and distributions payable | 31,302 | 31,263 |
Deferred revenue associated with operating leases | 8,821 | 7,361 |
Property - operating lease liabilities | 20,796 | 17,317 |
Interest rate derivatives | 65,612 | 25,682 |
Other liabilities | 9,876 | 7,589 |
Total liabilities | 2,328,721 | 2,102,717 |
Commitments and contingencies (Note 17) | ||
Redeemable noncontrolling interests | 23,148 | 29,431 |
Corporate Office Properties Trust’s shareholders’ equity: | ||
Common Shares of beneficial interest | 1,701,375 | 1,724,159 |
Accumulated other comprehensive loss | (65,183) | (25,648) |
Total Corporate Office Properties Trust/L.P.'s equity | 1,644,992 | 1,707,311 |
Noncontrolling interests in subsidiaries: | ||
Noncontrolling interests in subsidiaries | 11,932 | 11,934 |
Total equity | 1,656,924 | 1,719,245 |
Total liabilities, redeemable noncontrolling interests and equity | 4,008,793 | 3,851,393 |
Limited Partner | Corporate Office Properties, L.P. | ||
Corporate Office Properties Trust’s shareholders’ equity: | ||
Preferred units held by limited partner, 352,000 preferred units outstanding at June 30, 2020 and December 31, 2019 | 8,800 | 8,800 |
Investing Receivables | ||
Properties, net: | ||
Investing receivables (net of allowance for credit losses of $3,976 at June 30, 2020) | 72,333 | 73,523 |
Investing Receivables | Corporate Office Properties, L.P. | ||
Properties, net: | ||
Investing receivables (net of allowance for credit losses of $3,976 at June 30, 2020) | $ 72,333 | $ 73,523 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Accumulated amortization of deferred leasing costs | $ 34,878 | $ 33,782 |
Common Shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Shares of beneficial interest, shares authorized | 150,000,000 | 150,000,000 |
Common Shares of beneficial interest, shares issued | 112,183,192 | 112,068,705 |
Common Shares of beneficial interest, shares outstanding | 112,183,192 | 112,068,705 |
Corporate Office Properties, L.P. | ||
Accumulated amortization of deferred leasing costs | $ 34,878 | $ 33,782 |
Corporate Office Properties, L.P. | General Partner | ||
Common Shares of beneficial interest, shares outstanding | 112,183,192 | 112,068,705 |
Corporate Office Properties, L.P. | Limited Partner | ||
Common Shares of beneficial interest, shares outstanding | 1,628,421 | 1,482,425 |
Balance (preferred units) | 352,000 | 352,000 |
Investing Receivables | ||
Investing receivable allowance for credit loss | $ 3,976 | $ 0 |
Investing Receivables | Corporate Office Properties, L.P. | ||
Investing receivable allowance for credit loss | $ 3,976 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Revenues | |||||
Lease revenue | $ 132,147 | $ 131,415 | $ 263,159 | $ 262,318 | |
Construction contract and other service revenues | 12,236 | 42,299 | 25,917 | 59,249 | |
Total revenues | 144,774 | 175,070 | 290,571 | 324,010 | |
Operating expenses | |||||
Property operating expenses | 50,204 | 47,886 | 100,203 | 97,331 | |
Depreciation and amortization associated with real estate operations | 33,612 | 34,802 | 66,208 | 69,598 | |
Construction contract and other service expenses | 11,711 | 41,002 | 24,832 | 57,328 | |
General, administrative and leasing expenses | 8,158 | 9,386 | 15,644 | 18,137 | |
Business development expenses and land carry costs | 1,262 | 870 | 2,380 | 1,983 | |
Total operating expenses | 104,947 | 133,946 | 209,267 | 244,377 | |
Interest expense | (16,797) | (18,475) | (33,637) | (37,149) | |
Interest and other income | 2,282 | 1,849 | 3,487 | 4,135 | |
Credit loss expense | (615) | 0 | (1,304) | 0 | |
Gain on sales of real estate | 0 | 84,469 | 5 | 84,469 | |
Income before equity in income of unconsolidated entities and income taxes | 24,697 | 108,967 | 49,855 | 131,088 | |
Equity in income of unconsolidated entities | 454 | 420 | 895 | 811 | |
Income tax (expense) benefit | (30) | 176 | (79) | (18) | |
Net income | 25,121 | 109,563 | 50,671 | 131,881 | |
Net income attributable to noncontrolling interests: | |||||
Common units in COPLP | (284) | (1,339) | (571) | (1,596) | |
Preferred units in COPLP | (77) | (165) | (154) | (330) | |
Other consolidated entities | (1,263) | (1,268) | (2,395) | (2,305) | |
Net income attributable to COPLP | 23,497 | 106,791 | 47,551 | 127,650 | |
Net income attributable to COPT/COPLP common share/unitholders | $ 23,497 | $ 106,791 | $ 47,551 | $ 127,650 | |
Earnings per common share/unit: | |||||
Net income attributable to COPT/COPLP common share/unitholders - basic (in dollars per share/unit) | [1] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Net income attributable to COPT/COPLP common share/unit holders - diluted (in dollars per share/unit) | [1] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Other Property Revenue | |||||
Revenues | |||||
Total revenues | $ 391 | $ 1,356 | $ 1,495 | $ 2,443 | |
Corporate Office Properties, L.P. | |||||
Revenues | |||||
Lease revenue | 132,147 | 131,415 | 263,159 | 262,318 | |
Construction contract and other service revenues | 12,236 | 42,299 | 25,917 | 59,249 | |
Total revenues | 144,774 | 175,070 | 290,571 | 324,010 | |
Operating expenses | |||||
Property operating expenses | 50,204 | 47,886 | 100,203 | 97,331 | |
Depreciation and amortization associated with real estate operations | 33,612 | 34,802 | 66,208 | 69,598 | |
Construction contract and other service expenses | 11,711 | 41,002 | 24,832 | 57,328 | |
General, administrative and leasing expenses | 8,158 | 9,386 | 15,644 | 18,137 | |
Business development expenses and land carry costs | 1,262 | 870 | 2,380 | 1,983 | |
Total operating expenses | 104,947 | 133,946 | 209,267 | 244,377 | |
Interest expense | (16,797) | (18,475) | (33,637) | (37,149) | |
Interest and other income | 2,282 | 1,849 | 3,487 | 4,135 | |
Credit loss expense | (615) | 0 | (1,304) | 0 | |
Gain on sales of real estate | 0 | 84,469 | 5 | 84,469 | |
Income before equity in income of unconsolidated entities and income taxes | 24,697 | 108,967 | 49,855 | 131,088 | |
Equity in income of unconsolidated entities | 454 | 420 | 895 | 811 | |
Income tax (expense) benefit | (30) | 176 | (79) | (18) | |
Net income | 25,121 | 109,563 | 50,671 | 131,881 | |
Net income attributable to noncontrolling interests: | |||||
Net income attributable to noncontrolling interests in consolidated entities | (1,263) | (1,268) | (2,395) | (2,305) | |
Net income attributable to COPLP | 23,858 | 108,295 | 48,276 | 129,576 | |
Preferred unit distributions | (77) | (165) | (154) | (330) | |
Net income attributable to COPT/COPLP common share/unitholders | $ 23,781 | $ 108,130 | $ 48,122 | $ 129,246 | |
Earnings per common share/unit: | |||||
Net income attributable to COPT/COPLP common share/unitholders - basic (in dollars per share/unit) | [2] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Net income attributable to COPT/COPLP common share/unit holders - diluted (in dollars per share/unit) | [2] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Corporate Office Properties, L.P. | Other Property Revenue | |||||
Revenues | |||||
Total revenues | $ 391 | $ 1,356 | $ 1,495 | $ 2,443 | |
[1] | Basic and diluted earnings per common share are calculated based on amounts attributable to common shareholders of Corporate Office Properties Trust. | ||||
[2] | Basic and diluted earnings per common unit are calculated based on amounts attributable to common unitholders of Corporate Office Properties, L.P. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Net income | $ 25,121 | $ 109,563 | $ 50,671 | $ 131,881 |
Other comprehensive loss: | ||||
Unrealized loss on interest rate derivatives | (3,315) | (13,545) | (41,020) | (22,390) |
Loss (gain) on interest rate derivatives recognized in interest expense | 935 | (557) | 1,066 | (1,127) |
Total other comprehensive loss | (2,380) | (14,102) | (39,954) | (23,517) |
Comprehensive income | 22,741 | 95,461 | 10,717 | 108,364 |
Comprehensive income attributable to noncontrolling interests | (1,556) | (2,597) | (2,235) | (3,941) |
Comprehensive income attributable to COPT/COPLP | 21,185 | 92,864 | 8,482 | 104,423 |
Corporate Office Properties, L.P. | ||||
Net income | 25,121 | 109,563 | 50,671 | 131,881 |
Other comprehensive loss: | ||||
Unrealized loss on interest rate derivatives | (3,315) | (13,545) | (41,020) | (22,390) |
Loss (gain) on interest rate derivatives recognized in interest expense | 935 | (557) | 1,066 | (1,127) |
Total other comprehensive loss | (2,380) | (14,102) | (39,954) | (23,517) |
Comprehensive income | 22,741 | 95,461 | 10,717 | 108,364 |
Comprehensive income attributable to noncontrolling interests | (1,223) | (1,268) | (1,976) | (2,305) |
Comprehensive income attributable to COPT/COPLP | $ 21,518 | $ 94,193 | $ 8,741 | $ 106,059 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Forward Equity Sale Agreement | Common Shares | Common SharesForward Equity Sale Agreement | Additional Paid-in Capital | Additional Paid-in CapitalForward Equity Sale Agreement | Cumulative Distributions in Excess of Net Income | Accumulated Other Comprehensive Loss | Noncontrolling Interests | Corporate Office Properties, L.P. | Corporate Office Properties, L.P.Forward Equity Sale Agreement | Corporate Office Properties, L.P.Common Shares | Corporate Office Properties, L.P.Common SharesForward Equity Sale Agreement | Corporate Office Properties, L.P.Accumulated Other Comprehensive Loss | Corporate Office Properties, L.P.Noncontrolling Interests | Corporate Office Properties, L.P.Limited Partner | Corporate Office Properties, L.P.Limited PartnerPreferred Shares | Cumulative Effect, Period Of Adoption, Adjustment | Cumulative Effect, Period Of Adoption, AdjustmentCumulative Distributions in Excess of Net Income | Cumulative Effect, Period Of Adoption, AdjustmentCorporate Office Properties, L.P. | Cumulative Effect, Period Of Adoption, AdjustmentCorporate Office Properties, L.P.Common Shares | Cumulative Effect, Period of Adoption, Adjusted Balance | Cumulative Effect, Period of Adoption, Adjusted BalanceCommon Shares | Cumulative Effect, Period of Adoption, Adjusted BalanceAdditional Paid-in Capital | Cumulative Effect, Period of Adoption, Adjusted BalanceCumulative Distributions in Excess of Net Income | Cumulative Effect, Period of Adoption, Adjusted BalanceAccumulated Other Comprehensive Loss | Cumulative Effect, Period of Adoption, Adjusted BalanceNoncontrolling Interests | Cumulative Effect, Period of Adoption, Adjusted BalanceCorporate Office Properties, L.P. | Cumulative Effect, Period of Adoption, Adjusted BalanceCorporate Office Properties, L.P.Common Shares | Cumulative Effect, Period of Adoption, Adjusted BalanceCorporate Office Properties, L.P.Accumulated Other Comprehensive Loss | Cumulative Effect, Period of Adoption, Adjusted BalanceCorporate Office Properties, L.P.Noncontrolling Interests | Cumulative Effect, Period of Adoption, Adjusted BalanceCorporate Office Properties, L.P.Limited PartnerPreferred Shares |
Balance, preferred units (in share/units) at Dec. 31, 2018 | 352,000 | |||||||||||||||||||||||||||||||
Balance at Dec. 31, 2018 | $ 1,627,048 | $ 1,102 | $ 2,431,355 | $ (846,808) | $ (238) | $ 41,637 | $ 1,627,048 | $ 1,604,655 | $ (121) | $ 13,714 | $ 8,800 | |||||||||||||||||||||
Balance (in units/ shares) at Dec. 31, 2018 | 110,241,868 | 111,574,754 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||||||||||||||||
Conversion of common units to common shares | $ 0 | 80 | (80) | |||||||||||||||||||||||||||||
Redemption of common units (in units) | (44) | |||||||||||||||||||||||||||||||
Redemption of common units | (1) | (1) | (1) | $ (1) | ||||||||||||||||||||||||||||
Redemption of vested equity awards | $ (1,920) | (1,920) | (1,920) | $ (1,920) | ||||||||||||||||||||||||||||
Issuance of common units resulting from common shares issued under COPT forward equity sale agreements (in units) | 1,614,087 | 1,614,087 | ||||||||||||||||||||||||||||||
Common shares issued under sale agreements and programs | $ 46,454 | $ 16 | $ 46,438 | $ 46,454 | $ 46,454 | |||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions (in units) | 88,432 | 343,934 | ||||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions | $ 3,635 | 1 | 3,049 | 585 | 3,635 | $ 3,635 | ||||||||||||||||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (834) | 834 | |||||||||||||||||||||||||||||
Comprehensive income | 106,820 | 127,650 | (23,227) | 2,397 | 106,820 | 129,246 | (23,517) | 761 | 330 | |||||||||||||||||||||||
Dividends/Distributions | (61,509) | (61,509) | (62,612) | (62,282) | $ (330) | |||||||||||||||||||||||||||
Distributions to owners of common and preferred units in COPLP | (1,103) | (1,103) | ||||||||||||||||||||||||||||||
Contributions from noncontrolling interests in other consolidated entities | 2,570 | 2,570 | 2,570 | 2,570 | ||||||||||||||||||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (8) | (8) | (8) | (8) | ||||||||||||||||||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (2,875) | (2,875) | (2,875) | $ (2,875) | ||||||||||||||||||||||||||||
Balance, preferred units (in shares/units) at Jun. 30, 2019 | 352,000 | |||||||||||||||||||||||||||||||
Balance (in units/ shares) at Jun. 30, 2019 | 111,949,887 | 113,532,731 | ||||||||||||||||||||||||||||||
Balance at Jun. 30, 2019 | $ 1,719,111 | 1,119 | 2,475,293 | (780,667) | (23,465) | 46,831 | 1,719,111 | $ 1,716,912 | (23,638) | 17,037 | $ 8,800 | |||||||||||||||||||||
Balance, preferred units (in share/units) at Mar. 31, 2019 | 352,000 | |||||||||||||||||||||||||||||||
Balance at Mar. 31, 2019 | $ 1,656,178 | 1,119 | 2,475,497 | (856,703) | (9,538) | 45,803 | 1,656,178 | $ 1,640,272 | (9,536) | 16,642 | $ 8,800 | |||||||||||||||||||||
Balance (in units/ shares) at Mar. 31, 2019 | 111,939,790 | 113,515,814 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||||||||||||||||
Redemption of common units (in units) | (44) | |||||||||||||||||||||||||||||||
Redemption of common units | $ (1) | (1) | (1) | $ (1) | ||||||||||||||||||||||||||||
Redemption of vested equity awards | $ (103) | (103) | (103) | $ (103) | ||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions (in units) | 10,097 | 16,961 | ||||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions | $ 1,833 | 1,487 | 346 | 1,833 | $ 1,833 | |||||||||||||||||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | 488 | (488) | |||||||||||||||||||||||||||||
Comprehensive income | 94,592 | 106,791 | (13,927) | 1,728 | 94,592 | 108,130 | (14,102) | 399 | 165 | |||||||||||||||||||||||
Dividends/Distributions | (30,755) | (30,755) | (31,308) | (31,143) | $ (165) | |||||||||||||||||||||||||||
Distributions to owners of common and preferred units in COPLP | (553) | (553) | ||||||||||||||||||||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (4) | (4) | (4) | (4) | ||||||||||||||||||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (2,076) | (2,076) | (2,076) | $ (2,076) | ||||||||||||||||||||||||||||
Balance, preferred units (in shares/units) at Jun. 30, 2019 | 352,000 | |||||||||||||||||||||||||||||||
Balance (in units/ shares) at Jun. 30, 2019 | 111,949,887 | 113,532,731 | ||||||||||||||||||||||||||||||
Balance at Jun. 30, 2019 | $ 1,719,111 | 1,119 | 2,475,293 | (780,667) | (23,465) | 46,831 | 1,719,111 | $ 1,716,912 | (23,638) | 17,037 | $ 8,800 | |||||||||||||||||||||
Balance, preferred units (in share/units) at Dec. 31, 2019 | 352,000 | 352,000 | 352,000 | |||||||||||||||||||||||||||||
Balance at Dec. 31, 2019 | $ 1,719,245 | 1,121 | 2,481,558 | (778,275) | (25,444) | 40,285 | 1,719,245 | $ 1,724,159 | (25,648) | 11,934 | $ 8,800 | $ (5,541) | $ (5,541) | $ (5,541) | $ (5,541) | $ 1,713,704 | $ 1,121 | $ 2,481,558 | $ (783,816) | $ (25,444) | $ 40,285 | $ 1,713,704 | $ 1,718,618 | $ (25,648) | $ 11,934 | $ 8,800 | ||||||
Balance (in units/ shares) at Dec. 31, 2019 | 112,068,705 | 113,551,130 | 1,482,425 | 113,551,130 | ||||||||||||||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||||||||||||||||
Conversion of common units to common shares | $ 0 | 182 | (182) | |||||||||||||||||||||||||||||
Redemption of vested equity awards | $ (1,572) | (1,572) | (1,572) | $ (1,572) | ||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions (in units) | 102,478 | 260,483 | ||||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions | $ 2,946 | 1 | 2,171 | 774 | 2,946 | $ 2,946 | ||||||||||||||||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | (25) | 25 | |||||||||||||||||||||||||||||
Comprehensive income | 8,642 | 47,551 | (39,069) | 160 | 8,642 | 48,122 | (39,535) | (99) | 154 | |||||||||||||||||||||||
Dividends/Distributions | (61,694) | (61,694) | (62,556) | (62,402) | $ (154) | |||||||||||||||||||||||||||
Distributions to owners of common and preferred units in COPLP | (862) | (862) | ||||||||||||||||||||||||||||||
Contributions from noncontrolling interests in other consolidated entities | 112 | 112 | 112 | 112 | ||||||||||||||||||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (15) | (15) | (15) | (15) | ||||||||||||||||||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (4,337) | (4,337) | (4,337) | $ (4,337) | ||||||||||||||||||||||||||||
Balance, preferred units (in shares/units) at Jun. 30, 2020 | 352,000 | 352,000 | ||||||||||||||||||||||||||||||
Balance (in units/ shares) at Jun. 30, 2020 | 112,183,192 | 113,811,613 | 1,628,421 | |||||||||||||||||||||||||||||
Balance at Jun. 30, 2020 | $ 1,656,924 | 1,122 | 2,477,977 | (797,959) | (64,513) | 40,297 | 1,656,924 | $ 1,701,375 | (65,183) | 11,932 | $ 8,800 | |||||||||||||||||||||
Balance, preferred units (in share/units) at Mar. 31, 2020 | 352,000 | |||||||||||||||||||||||||||||||
Balance at Mar. 31, 2020 | $ 1,665,186 | 1,122 | 2,476,677 | (790,600) | (62,201) | 40,188 | 1,665,186 | $ 1,707,395 | (62,843) | 11,834 | $ 8,800 | |||||||||||||||||||||
Balance (in units/ shares) at Mar. 31, 2020 | 112,169,463 | 113,789,912 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||||||||||||||||
Redemption of vested equity awards | $ (80) | (80) | (80) | $ (80) | ||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions (in units) | 13,729 | 21,701 | ||||||||||||||||||||||||||||||
Share-based compensation issuance, net of redemptions | $ 1,736 | 1,188 | 548 | 1,736 | $ 1,736 | |||||||||||||||||||||||||||
Adjustments to noncontrolling interests resulting from changes in ownership of COPLP | 0 | 428 | (428) | |||||||||||||||||||||||||||||
Comprehensive income | 21,624 | 23,497 | (2,312) | 439 | 21,624 | 23,781 | (2,340) | 106 | 77 | |||||||||||||||||||||||
Dividends/Distributions | (30,856) | (30,856) | (31,298) | (31,221) | $ (77) | |||||||||||||||||||||||||||
Distributions to owners of common and preferred units in COPLP | (442) | (442) | ||||||||||||||||||||||||||||||
Distributions to noncontrolling interests in other consolidated entities/subsidiaries | (8) | (8) | (8) | (8) | ||||||||||||||||||||||||||||
Adjustment to arrive at fair value of redeemable noncontrolling interests | $ (236) | (236) | (236) | $ (236) | ||||||||||||||||||||||||||||
Balance, preferred units (in shares/units) at Jun. 30, 2020 | 352,000 | 352,000 | ||||||||||||||||||||||||||||||
Balance (in units/ shares) at Jun. 30, 2020 | 112,183,192 | 113,811,613 | 1,628,421 | |||||||||||||||||||||||||||||
Balance at Jun. 30, 2020 | $ 1,656,924 | $ 1,122 | $ 2,477,977 | $ (797,959) | $ (64,513) | $ 40,297 | $ 1,656,924 | $ 1,701,375 | $ (65,183) | $ 11,932 | $ 8,800 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - shares | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | |
Balance (in units/ shares) | 112,183,192 | 111,949,887 | 112,183,192 | 111,949,887 | 112,169,463 | 112,068,705 | 111,939,790 | 110,241,868 |
Conversion of common units to common shares (in units/shares) | 12,009 | 5,500 | ||||||
Share-based compensation issuance, net of redemptions (in units/shares) | 13,729 | 10,097 | 102,478 | 88,432 | ||||
Forward Equity Sale Agreement | ||||||||
Common shares issued during the period (in units/shares) | 1,614,087 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities | ||
Revenues from real estate operations received | $ 265,833 | $ 257,832 |
Construction contract and other service revenues received | 42,149 | 21,449 |
Property operating expenses paid | (86,934) | (83,305) |
Construction contract and other service expenses paid | (32,107) | (31,157) |
General, administrative, leasing, business development and land carry costs paid | (16,969) | (16,541) |
Interest expense paid | (31,581) | (34,896) |
Lease incentives paid | (5,611) | (3,228) |
Other | 1,757 | 1,661 |
Net cash provided by operating activities | 136,537 | 111,815 |
Cash flows from investing activities | ||
Development and redevelopment of properties | (185,357) | (219,633) |
Tenant improvements on operating properties | (16,489) | (7,585) |
Other capital improvements on operating properties | (11,576) | (8,920) |
Proceeds from property dispositions | ||
Distribution from unconsolidated real estate joint venture following contribution of properties | 0 | 129,783 |
Sale of properties | 0 | 107,517 |
Investing receivables funded | 0 | (11,104) |
Leasing costs paid | (8,424) | (7,632) |
Other | (5,442) | 3,944 |
Net cash used in investing activities | (227,288) | (13,630) |
Proceeds from debt | ||
Revolving Credit Facility | 251,000 | 258,000 |
Other debt proceeds | 189,359 | 10,606 |
Repayments of debt | ||
Revolving Credit Facility | (259,000) | (308,000) |
Scheduled principal amortization | (2,044) | (2,193) |
Deferred financing costs paid | (1,261) | 0 |
Net proceeds from issuance of common shares | 0 | 46,415 |
Common share/unit dividends/distributions paid | (61,667) | (61,040) |
Distributions paid to noncontrolling interests in COPLP | (863) | (1,115) |
Distributions paid to redeemable noncontrolling interests | (12,662) | (687) |
Redemption of vested equity awards | (1,572) | (1,920) |
Other | (2,803) | 533 |
Net cash provided by (used in) financing activities | 98,487 | (59,401) |
Net increase in cash and cash equivalents and restricted cash | 7,736 | 38,784 |
Cash and cash equivalents and restricted cash | ||
Beginning of period | 18,130 | 11,950 |
End of period | 25,866 | 50,734 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 50,671 | 131,881 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 67,075 | 70,527 |
Amortization of deferred financing costs and net debt discounts | 1,993 | 1,801 |
Increase in deferred rent receivable | (1,070) | (2,419) |
Gain on sales of real estate | (5) | (84,469) |
Share-based compensation | 3,027 | 3,283 |
Other | (1,263) | (2,996) |
Changes in operating assets and liabilities: | ||
Decrease (increase) in accounts receivable | 5,039 | (31,846) |
Decrease (increase) in prepaid expenses and other assets, net | 23,202 | (852) |
(Decrease) increase in accounts payable, accrued expenses and other liabilities | (8,971) | 29,507 |
Decrease in rents received in advance and security deposits | (3,161) | (2,602) |
Net cash provided by operating activities | 136,537 | 111,815 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents and restricted cash | 25,866 | 50,734 |
Supplemental schedule of non-cash investing and financing activities: | ||
Increase in accrued capital improvements, leasing and other investing activity costs | 12,940 | 29,862 |
Finance right-of-use asset contributed by noncontrolling interest in joint venture | 0 | 2,570 |
Operating right-of-use assets obtained in exchange for operating lease liabilities | 3,381 | 255 |
Non-cash changes from property dispositions: | ||
Contribution of properties to unconsolidated real estate joint venture | 0 | 99,288 |
Investment in unconsolidated real estate joint venture retained in disposition | 0 | 26,500 |
Decrease in fair value of derivatives applied to accumulated other comprehensive loss and noncontrolling interests | (39,953) | (23,585) |
Decrease in noncontrolling interests and increase in shareholders’ equity in connection with the conversion of common units into common shares | 182 | 80 |
Adjustments to noncontrolling interests resulting from changes in COPLP ownership | 25 | 834 |
Increase in redeemable noncontrolling interests and decrease in equity to carry redeemable noncontrolling interests at fair value | 4,337 | 2,875 |
Corporate Office Properties, L.P. | ||
Cash flows from operating activities | ||
Revenues from real estate operations received | 265,833 | 257,832 |
Construction contract and other service revenues received | 42,149 | 21,449 |
Property operating expenses paid | (86,934) | (83,305) |
Construction contract and other service expenses paid | (32,107) | (31,157) |
General, administrative, leasing, business development and land carry costs paid | (16,969) | (16,541) |
Interest expense paid | (31,581) | (34,896) |
Lease incentives paid | (5,611) | (3,228) |
Other | 1,757 | 1,661 |
Net cash provided by operating activities | 136,537 | 111,815 |
Cash flows from investing activities | ||
Development and redevelopment of properties | (185,357) | (219,633) |
Tenant improvements on operating properties | (16,489) | (7,585) |
Other capital improvements on operating properties | (11,576) | (8,920) |
Proceeds from property dispositions | ||
Distribution from unconsolidated real estate joint venture following contribution of properties | 0 | 129,783 |
Sale of properties | 0 | 107,517 |
Investing receivables funded | 0 | (11,104) |
Leasing costs paid | (8,424) | (7,632) |
Other | (5,442) | 3,944 |
Net cash used in investing activities | (227,288) | (13,630) |
Proceeds from debt | ||
Revolving Credit Facility | 251,000 | 258,000 |
Other debt proceeds | 189,359 | 10,606 |
Repayments of debt | ||
Revolving Credit Facility | (259,000) | (308,000) |
Scheduled principal amortization | (2,044) | (2,193) |
Deferred financing costs paid | (1,261) | 0 |
Net proceeds from issuance of common shares | 0 | 46,415 |
Common share/unit dividends/distributions paid | (62,376) | (61,825) |
Distributions paid to redeemable noncontrolling interests | (12,662) | (687) |
Redemption of vested equity awards | (1,572) | (1,920) |
Other | (2,957) | 203 |
Net cash provided by (used in) financing activities | 98,487 | (59,401) |
Net increase in cash and cash equivalents and restricted cash | 7,736 | 38,784 |
Cash and cash equivalents and restricted cash | ||
Beginning of period | 18,130 | 11,950 |
End of period | 25,866 | 50,734 |
Reconciliation of net income to net cash provided by operating activities: | ||
Net income | 50,671 | 131,881 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and other amortization | 67,075 | 70,527 |
Amortization of deferred financing costs and net debt discounts | 1,993 | 1,801 |
Increase in deferred rent receivable | (1,070) | (2,419) |
Gain on sales of real estate | (5) | (84,469) |
Share-based compensation | 3,027 | 3,283 |
Other | (1,263) | (2,996) |
Changes in operating assets and liabilities: | ||
Decrease (increase) in accounts receivable | 5,039 | (31,846) |
Decrease (increase) in prepaid expenses and other assets, net | 22,674 | (483) |
(Decrease) increase in accounts payable, accrued expenses and other liabilities | (8,443) | 29,138 |
Decrease in rents received in advance and security deposits | (3,161) | (2,602) |
Net cash provided by operating activities | 136,537 | 111,815 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents and restricted cash | 18,130 | 50,734 |
Supplemental schedule of non-cash investing and financing activities: | ||
Increase in accrued capital improvements, leasing and other investing activity costs | 12,940 | 29,862 |
Finance right-of-use asset contributed by noncontrolling interest in joint venture | 0 | 2,570 |
Operating right-of-use assets obtained in exchange for operating lease liabilities | 3,381 | 255 |
Non-cash changes from property dispositions: | ||
Contribution of properties to unconsolidated real estate joint venture | 0 | 99,288 |
Investment in unconsolidated real estate joint venture retained in disposition | 0 | 26,500 |
Decrease in fair value of derivatives applied to accumulated other comprehensive loss and noncontrolling interests | (39,953) | (23,585) |
Increase in redeemable noncontrolling interests and decrease in equity to carry redeemable noncontrolling interests at fair value | $ 4,337 | $ 2,875 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Corporate Office Properties Trust (“COPT”) and subsidiaries (collectively, the “Company”) is a fully-integrated and self-managed real estate investment trust (“REIT”). Corporate Office Properties, L.P. (“COPLP”) and subsidiaries (collectively, the “Operating Partnership”) is the entity through which COPT, the sole general partner of COPLP, conducts almost all of its operations and owns almost all of its assets. Unless otherwise expressly stated or the context otherwise requires, “we”, “us” and “our” as used herein refer to each of the Company and the Operating Partnership. We own, manage, lease, develop and selectively acquire office and data center properties. The majority of our portfolio is in locations that support the United States Government (“USG”) and its contractors, most of whom are engaged in national security, defense and information technology (“IT”) related activities servicing what we believe are growing, durable, priority missions (“Defense/IT Locations”). We also own a portfolio of office properties located in select urban/urban-like submarkets in the Greater Washington, DC/Baltimore region with durable Class-A office fundamentals and characteristics (“Regional Office”). As of June 30, 2020 , our properties included the following: • 174 properties totaling 19.8 million square feet comprised of 15.6 million square feet in 150 office properties and 4.2 million square feet in 24 single-tenant data center shell properties (“data center shells”). We owned 15 of these data center shells through unconsolidated real estate joint ventures; • a wholesale data center with a critical load of 19.25 megawatts; • 11 properties under development ( nine office properties and two data center shells), including one partially-operational property, and expansions of three fully-operational properties that we estimate will total approximately 1.9 million square feet upon completion; and • approximately 900 acres of land controlled for future development that we believe could be developed into approximately 11.5 million square feet and 43 acres of other land. COPLP owns real estate directly and through subsidiary partnerships and limited liability companies (“LLCs”). In addition to owning real estate, COPLP also owns subsidiaries that provide real estate services such as property management, development and construction services primarily for our properties but also for third parties. Some of these services are performed by a taxable REIT subsidiary (“TRS”). Equity interests in COPLP are in the form of common and preferred units. As of June 30, 2020 , COPT owned 98.6% of the outstanding COPLP common units (“common units”); the remaining common units and all of the outstanding COPLP preferred units (“preferred units”) were owned by third parties. Common units not owned by COPT carry certain redemption rights. The number of common units owned by COPT is equivalent to the number of outstanding common shares of beneficial interest (“common shares”) of COPT, and the entitlement of common units to quarterly distributions and payments in liquidation is substantially the same as that of COPT common shareholders. In the case of any series of preferred units held by COPT, there would be a series of preferred shares of beneficial interest (“preferred shares”) in COPT that is equivalent in number and carries substantially the same terms as such series of COPLP preferred units. COPT’s common shares are publicly traded on the New York Stock Exchange (“NYSE”) under the ticker symbol “OFC”. Because COPLP is managed by COPT, and COPT conducts substantially all of its operations through COPLP, we refer to COPT’s executive officers as COPLP’s executive officers; similarly, although COPLP does not have a board of trustees, we refer to COPT’s Board of Trustees as COPLP’s Board of Trustees. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The COPT consolidated financial statements include the accounts of COPT, the Operating Partnership, their subsidiaries and other entities in which COPT has a majority voting interest and control. The COPLP consolidated financial statements include the accounts of COPLP, its subsidiaries and other entities in which COPLP has a majority voting interest and control. We also consolidate certain entities when control of such entities can be achieved through means other than voting rights (“variable interest entities” or “VIEs”) if we are deemed to be the primary beneficiary of such entities. We eliminate all intercompany balances and transactions in consolidation. We use the equity method of accounting when we own an interest in an entity and can exert significant influence over but cannot control the entity’s operations. We discontinue equity method accounting if our investment in an entity (and net advances) is reduced to zero unless we have guaranteed obligations of the entity or are otherwise committed to provide further financial support for the entity. When we own an equity investment in an entity and cannot exert significant influence over its operations, we measure the investment at fair value, with changes recognized through net income. For an investment without a readily determinable fair value, we measure the investment at cost, less any impairments, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. These interim financial statements should be read together with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2019 included in our 2019 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly state our financial position and results of operations. All adjustments are of a normal recurring nature. The consolidated financial statements have been prepared using the accounting policies described in our 2019 Annual Report on Form 10-K as updated for our adoption of recent accounting pronouncements discussed below. Reclassifications We reclassified certain amounts from prior periods to conform to the current period presentation of our consolidated financial statements with no effect on previously reported net income or equity. Recent Accounting Pronouncements Effective January 1, 2020, we adopted guidance issued by the Financial Accounting Standards Board (“FASB”) that changes how entities measure credit losses for most financial assets and certain other instruments not measured at fair value through net income. The guidance replaces the current incurred loss model with an expected loss approach, resulting in a more timely recognition of such losses. The guidance applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables (excluding those arising from operating leases), loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures (e.g. loan commitments and guarantees). Under this guidance, we recognize an estimate of our expected credit losses on these asset types as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and be presented at the net amount expected to be collected. We adopted this guidance effective January 1, 2020 using the modified retrospective transition method under which we recognized a $5.5 million allowance for credit losses by means of a cumulative-effect adjustment to cumulative distributions in excess of net income of the Company (or common units of the Operating Partnership), and did not adjust prior comparative reporting periods. Our consolidated statements of operations reflect adjustments for changes in our expected credit losses occurring subsequent to adoption of this guidance. Effective January 1, 2020, we adopted guidance issued by the FASB that modifies disclosure requirements for fair value measurements. The resulting changes in disclosure did not have a material impact on our consolidated financial statements. Effective January 1, 2020, we adopted guidance issued by the FASB that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. FASB guidance did not previously address the accounting for such implementation costs. Our adoption of this guidance did not have a material impact on our consolidated financial statements. In March 2020, the FASB issued guidance containing practical expedients for reference rate reform related activities pertaining to debt, leases, derivatives and other contracts. The guidance is optional and may be adopted over time as reference rate reform activities occur. During the six months ended June 30, 2020, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We will continue to evaluate the impact of this guidance and may apply other elections as applicable as additional changes in the market occur. In April 2020, the FASB issued a Staff Q&A document that addressed the accounting for lease accounting guidance for lease concessions resulting from the COVID-19 pandemic. Under existing lease guidance, we would normally have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated as a lease modification) or if such a concession was implemented pursuant to enforceable rights and obligations within the existing lease agreement (and, therefore, not treated as a lease modification). The Staff Q&A document enabled us to bypass the lease-by-lease analysis for lease concessions resulting from the COVID-19 pandemic, and instead elect to either apply the lease modification accounting framework or not, with such elections applied consistently to leases with similar characteristics and similar circumstances. Entities may make the elections for any lessor-provided concessions related to the effects of the COVID-19 pandemic (such as deferrals of lease payments or reduced future lease payments) as long as the concession does not result in a substantial increase in the rights of the lessor or the obligations of the lessee. We chose to apply the elections available under the Staff Q&A to restructurings of lease payment terms granted by us to tenants, the effect of which did not have a material impact on our consolidated financial statements. Credit Losses, Financial Assets and Other Instruments As discussed above, effective January 1, 2020, we adopted guidance issued by the FASB that changed how we measure credit losses for most financial assets and certain other instruments not measured at fair value through net income from an incurred loss model to an expected loss approach. Our items within the scope of this guidance included the following: • investing receivables, as disclosed in Note 7; • tenant notes receivable; • other assets comprised of non-lease revenue related accounts receivable (primarily from construction contract services) and contract assets from unbilled construction contract revenue; and • off-balance sheet credit exposures. Under this guidance, we recognize an estimate of our expected credit losses on these items as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and be presented at the net amount expected to be collected (or as a separate liability in the case of off-balance sheet credit exposures). The allowance represents the portion of the amortized cost basis that we do not expect to collect (or loss we expect to incur in the case of off-balance sheet credit exposures) due to credit over the contractual life based on available information relevant to assessing the collectability of cash flows, which includes consideration of past events, current conditions and reasonable and supportable forecasts of future economic conditions (including consideration of asset- or borrower-specific factors). The guidance requires the allowance for expected credit losses to reflect the risk of loss, even when that risk is remote. An allowance for credit losses is measured and recorded upon the initial recognition of a financial asset (or off-balance sheet credit exposure), regardless of whether it is originated or purchased. Quarterly, the expected losses are re-estimated, considering any cash receipts and changes in risks or assumptions, with resulting adjustments recognized in the line entitled “credit loss expense” on our consolidated statements of operations. We estimate expected credit losses for in-scope items using historical loss rate information developed for varying classifications of credit risk and contractual lives. Due to our limited quantity of items within the scope of this guidance and the unique risk characteristics of such items, we individually assign each in-scope item a credit risk classification. The credit risk classifications assigned by us are determined based on credit ratings assigned by ratings agencies (as available) or are internally-developed based on available financial information, historical payment experience, credit documentation, other publicly available information and current economic trends. In addition, for certain items in which the risk of credit loss is affected by the economic performance of a real estate development project, we develop probability weighted scenario analyses for varying levels of performance in estimating our credit loss allowance (applicable to our notes receivable from the City of Huntsville disclosed in Note 7 and a tax incremental financing obligation disclosed in Note 17). The table below sets forth the activity for the allowance for credit losses (in thousands): For the Six Months Ended June 30, 2020 Investing Receivables Tenant Notes Receivable (1) Other Assets (2) Off-Balance Sheet Credit Exposures (3) Total December 31, 2019 $ — $ 97 $ — $ — $ 97 Cumulative effect of change for adoption of credit loss guidance 3,732 325 144 1,340 5,541 Credit loss expense 244 719 25 316 1,304 June 30, 2020 $ 3,976 $ 1,141 $ 169 $ 1,656 $ 6,942 (1) Included in the line entitled “accounts receivable, net” on our consolidated balance sheets. (2) The balance as of June 30, 2020 included $104,000 in the line entitled “accounts receivable, net” and $65,000 in the line entitled “prepaid expenses and other assets, net” on our consolidated balance sheets. (3) Included in the line entitled “other liabilities” on our consolidated balance sheets. The following table presents the amortized cost basis of our investing receivables and tenants notes receivable by credit risk classification, by origination year as of June 30, 2020 (in thousands): Origination Year 2015 and Earlier 2016 2017 2018 2019 2020 Total Investing receivables: Credit risk classification: Investment grade $ 61,329 $ — $ 887 $ — $ — $ — $ 62,216 Non-investment grade 3,020 — — — 11,073 — 14,093 Total $ 64,349 $ — $ 887 $ — $ 11,073 $ — $ 76,309 Tenant notes receivable: Credit risk classification: Investment grade $ — $ 68 $ — $ 1,069 $ 95 $ — $ 1,232 Non-investment grade 97 202 — 178 2,067 1,600 4,144 Total $ 97 $ 270 $ — $ 1,247 $ 2,162 $ 1,600 $ 5,376 Our investment grade credit risk classification represents entities with investment grade credit ratings from ratings agencies (such as Standard & Poor’s Ratings Services, Moody’s Investors Service, Inc. or Fitch Ratings Ltd.), meaning that they are considered to have at least an adequate capacity to meet their financial commitments, with credit risk ranging from minimal to moderate. Our non-investment grade credit risk classification represents entities with either no credit agency credit ratings or ratings deemed to be sub-investment grade; we believe that there is significantly more credit risk associated with this classification. The credit risk classifications of our investing receivables and tenant notes receivable were last updated in June 2020. An insignificant portion of the investing and tenant notes receivables set forth above was past due, which we define as being delinquent by more than three months from the due date. When we believe that collection of interest income on an investing or tenant note receivable is not probable, we place the receivable on nonaccrual status, meaning interest income is recognized when payments are received rather than on an accrual basis. Notes receivable on nonaccrual status as of June 30, 2020 and December 31, 2019 were not significant. We did not recognize any interest income during the three and six months ended June 30, 2020 on notes receivable on nonaccrual status. We write off receivables when we believe the facts and circumstances indicate that continued pursuit of collection is no longer warranted. When cash is received in connection with receivables for which we have previously recognized credit losses, we recognize reductions in our credit loss expense. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Recurring Fair Value Measurements COPT has a non-qualified elective deferred compensation plan for Trustees and certain members of our management team that, prior to December 31, 2019, permitted participants to defer up to 100% of their compensation on a pre-tax basis and receive a tax-deferred return on such deferrals. The Company froze additional entry into the plan effective December 31, 2019. The assets held in the plan (comprised primarily of mutual funds and equity securities) and the corresponding liability to the participants are measured at fair value on a recurring basis on COPT’s consolidated balance sheets using quoted market prices, as are other marketable securities that we hold. The balance of the plan, which was fully funded and totaled $2.5 million as of June 30, 2020 , is included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheets along with an insignificant amount of other marketable securities. The offsetting liability associated with the plan is adjusted to fair value at the end of each accounting period based on the fair value of the plan assets and reported in “other liabilities” on COPT’s consolidated balance sheets. The assets of the plan are classified in Level 1 of the fair value hierarchy, while the offsetting liability is classified in Level 2 of the fair value hierarchy. The fair values of our interest rate derivatives are determined using widely accepted valuation techniques, including a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate market data and implied volatilities in such interest rates. While we determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our interest rate derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default. However, as of June 30, 2020 , we assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivatives and determined that these adjustments are not significant. As a result, we determined that our interest rate derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The carrying values of cash and cash equivalents, restricted cash, accounts receivable, other assets (excluding investing receivables) and accounts payable and accrued expenses are reasonable estimates of their fair values because of the short maturities of these instruments. The fair values of our investing receivables, as disclosed in Note 7, were based on the discounted estimated future cash flows of the loans (categorized within Level 3 of the fair value hierarchy); the discount rates used approximate current market rates for loans with similar maturities and credit quality, and the estimated cash payments include scheduled principal and interest payments. For our disclosure of debt fair values in Note 9, we estimated the fair value of our unsecured senior notes based on quoted market rates for publicly-traded debt (categorized within Level 2 of the fair value hierarchy) and estimated the fair value of our other debt based on the discounted estimated future cash payments to be made on such debt (categorized within Level 3 of the fair value hierarchy); the discount rates used approximate current market rates for loans, or groups of loans, with similar maturities and credit quality, and the estimated future payments include scheduled principal and interest payments. Fair value estimates are made as of a specific point in time, are subjective in nature and involve uncertainties and matters of significant judgment. Settlement at such fair value amounts may not be possible and may not be a prudent management decision. For additional fair value information, please refer to Note 7 for investing receivables, Note 9 for debt and Note 10 for interest rate derivatives. COPT and Subsidiaries The table below sets forth financial assets and liabilities of COPT and subsidiaries that are accounted for at fair value on a recurring basis as of June 30, 2020 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other (Level 2) Significant Inputs (Level 3) Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 2,512 $ — $ — $ 2,512 Other 20 — — 20 Mutual funds (1) 7 — — 7 Total assets $ 2,539 $ — $ — $ 2,539 Liabilities: Deferred compensation plan liability (2) $ — $ 2,532 $ — $ 2,532 Interest rate derivatives — 65,612 — 65,612 Total liabilities $ — $ 68,144 $ — $ 68,144 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheet. (2) Included in the line entitled “other liabilities” on COPT’s consolidated balance sheet. COPLP and Subsidiaries The table below sets forth financial assets and liabilities of COPLP and subsidiaries that are accounted for at fair value on a recurring basis as of June 30, 2020 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Inputs (Level 3) Total Assets: Mutual funds (1) $ 7 $ — $ — $ 7 Liabilities: Interest rate derivatives $ — $ 65,612 $ — $ 65,612 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPLP’s consolidated balance sheet. |
Properties, Net
Properties, Net | 6 Months Ended |
Jun. 30, 2020 | |
Real Estate [Abstract] | |
Properties, Net | Properties, Net Operating properties, net consisted of the following (in thousands): June 30, December 31, Land $ 502,609 $ 472,976 Buildings and improvements 3,451,302 3,306,791 Less: Accumulated depreciation (1,065,094 ) (1,007,120 ) Operating properties, net $ 2,888,817 $ 2,772,647 2020 Development Activities During the six months ended June 30, 2020 , we placed into service 621,000 square feet in four newly-developed properties and 21,000 square feet in a redeveloped property. As of June 30, 2020 , we had 11 properties under development, including one partially-operational property, and expansions of three fully-operational properties that we estimate will total 1.9 million square feet upon completion. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases Lessor Arrangements We lease real estate properties, comprised primarily of office properties and data center shells, to third parties. As of June 30, 2020 , these leases, which may encompass all, or a portion of, a property, had remaining terms spanning from one month to 15 years and averaging approximately five years . Our lease revenue is comprised of: fixed lease revenue, including contractual rent billings under leases recognized on a straight-line basis over lease terms and amortization of lease incentives and above- and below- market lease intangibles; and variable lease revenue, including tenant expense recoveries, lease termination revenue and other revenue from tenants that is not fixed under the lease. The table below sets forth our allocation of lease revenue recognized between fixed and variable lease revenue (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Lease revenue 2020 2019 2020 2019 Fixed $ 103,993 $ 104,193 $ 208,102 $ 208,837 Variable 28,154 27,222 55,057 53,481 $ 132,147 $ 131,415 $ 263,159 $ 262,318 Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, June 30, 2020 December 31, 2019 2020 (1) $ 203,627 $ 388,310 2021 372,518 336,482 2022 335,187 299,356 2023 281,094 245,661 2024 231,731 195,246 Thereafter 634,608 474,741 $ 2,058,765 $ 1,939,796 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . Lessee arrangements As of June 30, 2020 , our balance sheet included $71.5 million in right-of-use assets associated primarily with land leased from third parties underlying certain properties that we are operating or developing. The land leases have long durations with remaining terms ranging from 29 (excluding extension options) to 96 years , and included: • $37.8 million for land on which we are developing an office property in Washington, DC through our Stevens Investors, LLC joint venture, virtually all of the rent on which was previously paid. This lease has a 96 -year remaining term, and we possess a bargain purchase option that we expect to exercise in 2021; • $10.2 million for land underlying operating office properties in Washington, DC under two leases with remaining terms of approximately 80 years ; • $6.4 million for land underlying a parking garage in Baltimore, Maryland under a lease with a remaining term of 29 years and an option to renew for an additional 49 years that was included in the term used in determining the asset balance; • $6.6 million for land in a research park in College Park, Maryland under four leases through our M Square Associates, LLC joint venture, all of the rent on which was previously paid. These leases had remaining terms ranging from 63 to 74 years ; • $8.1 million for land in a business park in Huntsville, Alabama under 11 leases through our LW Redstone Company, LLC joint venture, with remaining terms ranging from 43 to 50 years and options to renew for an additional 25 years that were not included in the term used in determining the asset balance; and • $2.3 million for other land underlying operating properties in our Fort Meade/BW Corridor sub-segment under two leases with remaining terms of approximately 48 years , all of the rent on which was previously paid. Our property right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 31,009 $ 27,864 Finance leases - Property Property - finance right-of-use assets 40,441 40,458 Total right-of-use assets $ 71,450 $ 68,322 Property lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 20,796 $ 17,317 Finance leases - Property Other liabilities 688 702 Total lease liabilities $ 21,484 $ 18,019 The table below sets forth the weighted average terms and discount rates of our property leases as of June 30, 2020 : Weighted average remaining lease term Operating leases 65 years Finance leases < 1 year Weighted average discount rate Operating leases 7.22 % Finance leases 3.62 % The table below presents our total property lease cost (in thousands): Statement of Operations Location For the Three Months Ended June 30, For the Six Months Ended June 30, Lease cost 2020 2019 2020 2019 Operating lease cost Property leases Property operating expenses $ 445 $ 413 $ 876 $ 826 Finance lease cost Amortization of property right-of-use assets Property operating expenses 9 12 18 12 $ 454 $ 425 $ 894 $ 838 The table below presents the effect of property lease payments on our consolidated statements of cash flows (in thousands): For the Six Months Ended June 30, Supplemental cash flow information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 541 $ 550 Financing cash flows for financing leases $ 14 $ 4 Payments on property leases were due as follows (in thousands): As of June 30, 2020 As of December 31, 2019 Year Ending December 31, Operating leases Finance leases Total Operating leases Finance leases Total 2020 (1) $ 636 $ 660 $ 1,296 $ 1,092 $ 674 $ 1,766 2021 1,328 14 1,342 1,138 14 1,152 2022 1,352 14 1,366 1,162 14 1,176 2023 1,358 — 1,358 1,167 — 1,167 2024 1,363 — 1,363 1,173 — 1,173 Thereafter 113,780 — 113,780 100,609 — 100,609 Total lease payments 119,817 688 120,505 106,341 702 107,043 Less: Amount representing interest (99,021 ) — (99,021 ) (89,024 ) — (89,024 ) Lease liability $ 20,796 $ 688 $ 21,484 $ 17,317 $ 702 $ 18,019 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . |
Leases | Leases Lessor Arrangements We lease real estate properties, comprised primarily of office properties and data center shells, to third parties. As of June 30, 2020 , these leases, which may encompass all, or a portion of, a property, had remaining terms spanning from one month to 15 years and averaging approximately five years . Our lease revenue is comprised of: fixed lease revenue, including contractual rent billings under leases recognized on a straight-line basis over lease terms and amortization of lease incentives and above- and below- market lease intangibles; and variable lease revenue, including tenant expense recoveries, lease termination revenue and other revenue from tenants that is not fixed under the lease. The table below sets forth our allocation of lease revenue recognized between fixed and variable lease revenue (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Lease revenue 2020 2019 2020 2019 Fixed $ 103,993 $ 104,193 $ 208,102 $ 208,837 Variable 28,154 27,222 55,057 53,481 $ 132,147 $ 131,415 $ 263,159 $ 262,318 Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, June 30, 2020 December 31, 2019 2020 (1) $ 203,627 $ 388,310 2021 372,518 336,482 2022 335,187 299,356 2023 281,094 245,661 2024 231,731 195,246 Thereafter 634,608 474,741 $ 2,058,765 $ 1,939,796 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . Lessee arrangements As of June 30, 2020 , our balance sheet included $71.5 million in right-of-use assets associated primarily with land leased from third parties underlying certain properties that we are operating or developing. The land leases have long durations with remaining terms ranging from 29 (excluding extension options) to 96 years , and included: • $37.8 million for land on which we are developing an office property in Washington, DC through our Stevens Investors, LLC joint venture, virtually all of the rent on which was previously paid. This lease has a 96 -year remaining term, and we possess a bargain purchase option that we expect to exercise in 2021; • $10.2 million for land underlying operating office properties in Washington, DC under two leases with remaining terms of approximately 80 years ; • $6.4 million for land underlying a parking garage in Baltimore, Maryland under a lease with a remaining term of 29 years and an option to renew for an additional 49 years that was included in the term used in determining the asset balance; • $6.6 million for land in a research park in College Park, Maryland under four leases through our M Square Associates, LLC joint venture, all of the rent on which was previously paid. These leases had remaining terms ranging from 63 to 74 years ; • $8.1 million for land in a business park in Huntsville, Alabama under 11 leases through our LW Redstone Company, LLC joint venture, with remaining terms ranging from 43 to 50 years and options to renew for an additional 25 years that were not included in the term used in determining the asset balance; and • $2.3 million for other land underlying operating properties in our Fort Meade/BW Corridor sub-segment under two leases with remaining terms of approximately 48 years , all of the rent on which was previously paid. Our property right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 31,009 $ 27,864 Finance leases - Property Property - finance right-of-use assets 40,441 40,458 Total right-of-use assets $ 71,450 $ 68,322 Property lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 20,796 $ 17,317 Finance leases - Property Other liabilities 688 702 Total lease liabilities $ 21,484 $ 18,019 The table below sets forth the weighted average terms and discount rates of our property leases as of June 30, 2020 : Weighted average remaining lease term Operating leases 65 years Finance leases < 1 year Weighted average discount rate Operating leases 7.22 % Finance leases 3.62 % The table below presents our total property lease cost (in thousands): Statement of Operations Location For the Three Months Ended June 30, For the Six Months Ended June 30, Lease cost 2020 2019 2020 2019 Operating lease cost Property leases Property operating expenses $ 445 $ 413 $ 876 $ 826 Finance lease cost Amortization of property right-of-use assets Property operating expenses 9 12 18 12 $ 454 $ 425 $ 894 $ 838 The table below presents the effect of property lease payments on our consolidated statements of cash flows (in thousands): For the Six Months Ended June 30, Supplemental cash flow information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 541 $ 550 Financing cash flows for financing leases $ 14 $ 4 Payments on property leases were due as follows (in thousands): As of June 30, 2020 As of December 31, 2019 Year Ending December 31, Operating leases Finance leases Total Operating leases Finance leases Total 2020 (1) $ 636 $ 660 $ 1,296 $ 1,092 $ 674 $ 1,766 2021 1,328 14 1,342 1,138 14 1,152 2022 1,352 14 1,366 1,162 14 1,176 2023 1,358 — 1,358 1,167 — 1,167 2024 1,363 — 1,363 1,173 — 1,173 Thereafter 113,780 — 113,780 100,609 — 100,609 Total lease payments 119,817 688 120,505 106,341 702 107,043 Less: Amount representing interest (99,021 ) — (99,021 ) (89,024 ) — (89,024 ) Lease liability $ 20,796 $ 688 $ 21,484 $ 17,317 $ 702 $ 18,019 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . |
Leases | Leases Lessor Arrangements We lease real estate properties, comprised primarily of office properties and data center shells, to third parties. As of June 30, 2020 , these leases, which may encompass all, or a portion of, a property, had remaining terms spanning from one month to 15 years and averaging approximately five years . Our lease revenue is comprised of: fixed lease revenue, including contractual rent billings under leases recognized on a straight-line basis over lease terms and amortization of lease incentives and above- and below- market lease intangibles; and variable lease revenue, including tenant expense recoveries, lease termination revenue and other revenue from tenants that is not fixed under the lease. The table below sets forth our allocation of lease revenue recognized between fixed and variable lease revenue (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Lease revenue 2020 2019 2020 2019 Fixed $ 103,993 $ 104,193 $ 208,102 $ 208,837 Variable 28,154 27,222 55,057 53,481 $ 132,147 $ 131,415 $ 263,159 $ 262,318 Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, June 30, 2020 December 31, 2019 2020 (1) $ 203,627 $ 388,310 2021 372,518 336,482 2022 335,187 299,356 2023 281,094 245,661 2024 231,731 195,246 Thereafter 634,608 474,741 $ 2,058,765 $ 1,939,796 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . Lessee arrangements As of June 30, 2020 , our balance sheet included $71.5 million in right-of-use assets associated primarily with land leased from third parties underlying certain properties that we are operating or developing. The land leases have long durations with remaining terms ranging from 29 (excluding extension options) to 96 years , and included: • $37.8 million for land on which we are developing an office property in Washington, DC through our Stevens Investors, LLC joint venture, virtually all of the rent on which was previously paid. This lease has a 96 -year remaining term, and we possess a bargain purchase option that we expect to exercise in 2021; • $10.2 million for land underlying operating office properties in Washington, DC under two leases with remaining terms of approximately 80 years ; • $6.4 million for land underlying a parking garage in Baltimore, Maryland under a lease with a remaining term of 29 years and an option to renew for an additional 49 years that was included in the term used in determining the asset balance; • $6.6 million for land in a research park in College Park, Maryland under four leases through our M Square Associates, LLC joint venture, all of the rent on which was previously paid. These leases had remaining terms ranging from 63 to 74 years ; • $8.1 million for land in a business park in Huntsville, Alabama under 11 leases through our LW Redstone Company, LLC joint venture, with remaining terms ranging from 43 to 50 years and options to renew for an additional 25 years that were not included in the term used in determining the asset balance; and • $2.3 million for other land underlying operating properties in our Fort Meade/BW Corridor sub-segment under two leases with remaining terms of approximately 48 years , all of the rent on which was previously paid. Our property right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 31,009 $ 27,864 Finance leases - Property Property - finance right-of-use assets 40,441 40,458 Total right-of-use assets $ 71,450 $ 68,322 Property lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 20,796 $ 17,317 Finance leases - Property Other liabilities 688 702 Total lease liabilities $ 21,484 $ 18,019 The table below sets forth the weighted average terms and discount rates of our property leases as of June 30, 2020 : Weighted average remaining lease term Operating leases 65 years Finance leases < 1 year Weighted average discount rate Operating leases 7.22 % Finance leases 3.62 % The table below presents our total property lease cost (in thousands): Statement of Operations Location For the Three Months Ended June 30, For the Six Months Ended June 30, Lease cost 2020 2019 2020 2019 Operating lease cost Property leases Property operating expenses $ 445 $ 413 $ 876 $ 826 Finance lease cost Amortization of property right-of-use assets Property operating expenses 9 12 18 12 $ 454 $ 425 $ 894 $ 838 The table below presents the effect of property lease payments on our consolidated statements of cash flows (in thousands): For the Six Months Ended June 30, Supplemental cash flow information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 541 $ 550 Financing cash flows for financing leases $ 14 $ 4 Payments on property leases were due as follows (in thousands): As of June 30, 2020 As of December 31, 2019 Year Ending December 31, Operating leases Finance leases Total Operating leases Finance leases Total 2020 (1) $ 636 $ 660 $ 1,296 $ 1,092 $ 674 $ 1,766 2021 1,328 14 1,342 1,138 14 1,152 2022 1,352 14 1,366 1,162 14 1,176 2023 1,358 — 1,358 1,167 — 1,167 2024 1,363 — 1,363 1,173 — 1,173 Thereafter 113,780 — 113,780 100,609 — 100,609 Total lease payments 119,817 688 120,505 106,341 702 107,043 Less: Amount representing interest (99,021 ) — (99,021 ) (89,024 ) — (89,024 ) Lease liability $ 20,796 $ 688 $ 21,484 $ 17,317 $ 702 $ 18,019 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . |
Real Estate Joint Ventures
Real Estate Joint Ventures | 6 Months Ended |
Jun. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Real Estate Joint Ventures | Real Estate Joint Ventures Consolidated Real Estate Joint Ventures The table below sets forth information pertaining to our investments in consolidated real estate joint ventures as of June 30, 2020 (dollars in thousands): June 30, 2020 (1) Date Acquired Nominal Ownership % Total Assets Encumbered Assets Total Liabilities Entity Location LW Redstone Company, LLC 3/23/2010 85% Huntsville, Alabama $ 335,040 $ 111,380 $ 107,223 M Square Associates, LLC 6/26/2007 50% College Park, Maryland 92,946 62,725 56,153 Stevens Investors, LLC 8/11/2015 95% Washington, DC 141,952 141,234 69,982 $ 569,938 $ 315,339 $ 233,358 (1) Excludes amounts eliminated in consolidation. In March 2020, the LW Redstone Company, LLC joint venture agreement was amended to change the distribution terms to allow the venture to distribute financing proceeds to satisfy our partner’s cumulative preferred return and to provide our partner a priority preferred return on its invested capital. Unconsolidated Real Estate Joint Ventures The table below sets forth information pertaining to our investments in unconsolidated real estate joint ventures accounted for using the equity method of accounting (dollars in thousands): Date Acquired Nominal Ownership % Number of Properties Carrying Value of Investment (1) Entity June 30, 2020 December 31, 2019 GI-COPT DC Partnership LLC 7/21/2016 50% 6 $ 36,720 $ 37,816 BREIT COPT DC JV LLC 6/20/2019 10% 9 13,737 14,133 15 $ 50,457 $ 51,949 (1) Included in the line entitled “investment in unconsolidated real estate joint ventures” on our consolidated balance sheets. In May 2020, the GI-COPT DC Partnership LLC joint venture agreement was amended to reflect our agreement to initially fund the costs of expanding certain of the joint venture’s existing operating properties. Following our completion of, and the tenant’s commencement of rent payments on, the property expansion, the joint venture will reimburse us for the lesser of the actual development costs of the expansion or $6 million |
Investing Receivables
Investing Receivables | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
Investing Receivables | Investing Receivables Investing receivables consisted of the following (in thousands): June 30, December 31, Notes receivable from the City of Huntsville $ 62,216 $ 59,427 Other investing loans receivable 14,093 14,096 Amortized cost basis 76,309 73,523 Allowance for credit losses (3,976 ) — Investing receivables, net $ 72,333 $ 73,523 The balances above include accrued interest receivable, net of allowance for credit losses, of $1.9 million as of June 30, 2020 and $4.7 million as of December 31, 2019 . Our notes receivable from the City of Huntsville funded infrastructure costs in connection with our LW Redstone Company, LLC joint venture (see Note 6) and carry an interest rate of 9.95% . Our other investing loans receivable carry an interest rate of 8.0% . The fair value of these receivables was approximately $77 million as of June 30, 2020 and $74 million as of December 31, 2019 . |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets, Net | 6 Months Ended |
Jun. 30, 2020 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Assets, Net | Prepaid Expenses and Other Assets, Net Prepaid expenses and other assets, net consisted of the following (in thousands): June 30, December 31, Lease incentives, net $ 29,092 $ 28,433 Furniture, fixtures and equipment, net 9,015 7,823 Non-real estate equity investments 6,726 6,705 Prepaid expenses 6,600 18,835 Construction contract costs in excess of billings, net 5,508 17,223 Restricted cash 4,270 3,397 Deferred financing costs, net (1) 3,069 3,633 Deferred tax asset, net (2) 2,249 2,328 Other assets 8,998 4,639 Total for COPLP and subsidiaries 75,527 93,016 Marketable securities in deferred compensation plan 2,532 3,060 Total for COPT and subsidiaries $ 78,059 $ 96,076 (1) Represents deferred costs, net of accumulated amortization, attributable to our Revolving Credit Facility and interest rate derivatives. (2) Includes a valuation allowance of $533,000 as of June 30, 2020 and $480,000 as of December 31, 2019 . |
Debt, Net
Debt, Net | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt, Net | Debt, Net Our debt consisted of the following (dollars in thousands): Carrying Value (1) as of June 30, December 31, June 30, 2020 Stated Interest Rates Scheduled Maturity Mortgage and Other Secured Debt: Fixed rate mortgage debt (2) $ 141,729 $ 143,430 3.82% - 4.62% (3) 2023-2026 Variable rate secured debt (4) 108,392 68,055 LIBOR + 1.45% to 2.35% (5) 2020-2026 Total mortgage and other secured debt 250,121 211,485 Revolving Credit Facility (6) 169,000 177,000 LIBOR + 0.775% to 1.45% (7) March 2023 (6) Term Loan Facility (8) 398,058 248,706 LIBOR + 1.00% to 1.65% (9) 2022 Unsecured Senior Notes 3.60%, $350,000 aggregate principal 348,658 348,431 3.60% (10) May 2023 5.25%, $250,000 aggregate principal 247,920 247,652 5.25% (11) February 2024 3.70%, $300,000 aggregate principal 299,585 299,324 3.70% (12) June 2021 5.00%, $300,000 aggregate principal 297,707 297,503 5.00% (13) July 2025 Unsecured note payable 970 1,038 0% (14) May 2026 Total debt, net $ 2,012,019 $ 1,831,139 (1) The carrying values of our debt other than the Revolving Credit Facility reflect net deferred financing costs of $6.0 million as of June 30, 2020 and $5.8 million as of December 31, 2019 . (2) Certain of the fixed rate mortgages carry interest rates that, upon assumption, were above or below market rates and therefore were recorded at their fair value based on applicable effective interest rates. The carrying values of these loans reflect net unamortized premiums totaling $186,000 as of June 30, 2020 and $217,000 as of December 31, 2019 . (3) The weighted average interest rate on our fixed rate mortgage debt was 4.16% as of June 30, 2020 . (4) Includes a construction loan with $47.6 million in remaining borrowing capacity as of June 30, 2020 . (5) The weighted average interest rate on our variable rate secured debt was 2.22% as of June 30, 2020 . (6) The facility matures in March 2023, with the ability for us to further extend such maturity by two six -month periods at our option, provided that there is no default under the facility and we pay an extension fee of 0.075% of the total availability under the facility for each extension period. In connection with this facility, we also have the ability to borrow up to $500.0 million under new term loans from the facility’s lender group provided that there is no default under the facility and subject to the approval of the lenders. (7) The weighted average interest rate on the Revolving Credit Facility was 1.20% as of June 30, 2020 . (8) On March 6, 2020, we amended this loan facility to increase the loan amount by $150.0 million and change the interest terms. (9) The interest rate on this loan was 1.17% as of June 30, 2020 . (10) The carrying value of these notes reflects an unamortized discount totaling $939,000 as of June 30, 2020 and $1.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (11) The carrying value of these notes reflects an unamortized discount totaling $1.9 million as of June 30, 2020 and $2.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (12) The carrying value of these notes reflects an unamortized discount totaling $324,000 as of June 30, 2020 and $534,000 as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (13) The carrying value of these notes reflects an unamortized discount totaling $1.9 million as of June 30, 2020 and $2.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.15% . (14) This note carries an interest rate that, upon assumption, was below market rates and it therefore was recorded at its fair value based on applicable effective interest rates. The carrying value of this note reflects an unamortized discount totaling $191,000 as of June 30, 2020 and $223,000 as of December 31, 2019 . All debt is owed by the Operating Partnership. While COPT is not directly obligated by any debt, it has guaranteed COPLP’s Revolving Credit Facility, Term Loan Facilities and Unsecured Senior Notes. Certain of our debt instruments require that we comply with a number of restrictive financial covenants. As of June 30, 2020 , we were compliant with these financial covenants. We capitalized interest costs of $3.2 million in the three months ended June 30, 2020 , $2.4 million in the three months ended June 30, 2019 , $6.5 million in the six months ended June 30, 2020 and $4.4 million in the six months ended June 30, 2019 . The following table sets forth information pertaining to the fair value of our debt (in thousands): June 30, 2020 December 31, 2019 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,193,870 $ 1,224,800 $ 1,192,910 $ 1,227,441 Other fixed-rate debt 142,699 145,473 144,468 149,907 Variable-rate debt 675,450 666,040 493,761 495,962 $ 2,012,019 $ 2,036,313 $ 1,831,139 $ 1,873,310 |
Interest Rate Derivatives
Interest Rate Derivatives | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Derivatives | Interest Rate Derivatives The following table sets forth the key terms and fair values of our interest rate swap derivatives, each of which was designated as a cash flow hedge of interest rate risk (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date June 30, December 31, $ 12,234 (1) 1.390% One-Month LIBOR 10/13/2015 10/1/2020 $ (38 ) $ 23 100,000 1.901% One-Month LIBOR 9/1/2016 12/1/2022 (4,326 ) (1,028 ) 100,000 1.905% One-Month LIBOR 9/1/2016 12/1/2022 (4,336 ) (1,037 ) 50,000 1.908% One-Month LIBOR 9/1/2016 12/1/2022 (2,171 ) (524 ) 11,200 (2) 1.678% One-Month LIBOR 8/1/2019 8/1/2026 (858 ) (20 ) 150,000 0.498% One-Month LIBOR 4/1/2020 12/31/2020 (248 ) — 23,000 (3) 0.573% One-Month LIBOR 4/1/2020 3/26/2025 (378 ) — 75,000 3.176% Three-Month LIBOR 6/30/2020 6/30/2030 (18,779 ) (8,640 ) 75,000 3.192% Three-Month LIBOR 6/30/2020 6/30/2030 (18,897 ) (8,749 ) 75,000 2.744% Three-Month LIBOR 6/30/2020 6/30/2030 (15,581 ) (5,684 ) $ (65,612 ) $ (25,659 ) (1) The notional amount of this instrument is scheduled to amortize to $12.1 million . (2) The notional amount of this instrument is scheduled to amortize to $10.0 million . (3) The notional amount of this instrument is scheduled to amortize to $22.1 million . The table below sets forth the fair value of our interest rate derivatives as well as their classification on our consolidated balance sheets (in thousands): Fair Value at Derivatives Balance Sheet Location June 30, December 31, 2019 Interest rate swaps designated as cash flow hedges Prepaid expenses and other assets, net $ — $ 23 Interest rate swaps designated as cash flow hedges Interest rate derivatives (liabilities) $ (65,612 ) $ (25,682 ) The table below presents the effect of our interest rate derivatives on our consolidated statements of operations and comprehensive income (in thousands): Amount of Loss Recognized in AOCL on Derivatives Amount of (Loss) Gain Reclassified from AOCL into Interest Expense on Statement of Operations For the Three Months Ended June 30, For the Six Months Ended June 30, For the Three Months Ended June 30, For the Six Months Ended June 30, Derivatives in Hedging Relationships 2020 2019 2020 2019 2020 2019 2020 2019 Interest rate derivatives $ (3,315 ) $ (13,545 ) $ (41,020 ) $ (22,390 ) $ (935 ) $ 557 $ (1,066 ) $ 1,127 Based on the fair value of our derivatives as of June 30, 2020 , we estimate that approximately $8.1 million of losses will be reclassified from accumulated other comprehensive loss (“AOCL”) as an increase to interest expense over the next 12 months. We have agreements with each of our interest rate derivative counterparties that contain provisions under which, if we default or are capable of being declared in default on defined levels of our indebtedness, we could also be declared in default on our derivative obligations. Failure to comply with the loan covenant provisions could result in our being declared in default on any derivative instrument obligations covered by the agreements. As of June 30, 2020 , we were not in default with any of these provisions. As of June 30, 2020 , the fair value of interest rate derivatives in a liability position related to these agreements was $65.8 million , excluding the effects of accrued interest and credit valuation adjustments. As of June 30, 2020 , we had not posted any collateral related to these agreements. If we breach any of these provisions, we could be required to settle our obligations under the agreements at their termination value, which was $66.2 million as of June 30, 2020 . |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2020 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Our partners in two real estate joint ventures, LW Redstone Company, LLC and Stevens Investors, LLC, have the right to require us to acquire their respective interests at fair value; accordingly, we classify the fair value of our partners’ interests as redeemable noncontrolling interests in the mezzanine section of our consolidated balance sheets. The table below sets forth the activity for these redeemable noncontrolling interests (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 29,431 $ 26,260 Distributions to noncontrolling interests (12,695 ) (876 ) Net income attributable to noncontrolling interests 2,075 1,544 Adjustment to arrive at fair value of interests 4,337 2,875 Ending balance $ 23,148 $ 29,803 |
Equity
Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Equity | Equity Common Shares/Units As of June 30, 2020 , COPT had remaining capacity under its at-the-market stock offering program equal to an aggregate gross sales price of $300 million in common share sales. During the six months ended June 30, 2020 , certain COPLP limited partners converted 12,009 common units in COPLP for an equal number of common shares in COPT. We declared dividends per COPT common share and distributions per COPLP common unit of $0.275 in the three months ended June 30, 2020 and 2019 and $0.550 in the six months ended June 30, 2020 and 2019. See Note 15 for disclosure of COPT common share and COPLP common unit activity pertaining to our share-based compensation plans. |
Information by Business Segment
Information by Business Segment | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Information by Business Segment | Information by Business Segment We have the following reportable segments: Defense/IT Locations; Regional Office; Wholesale Data Center; and Other. We also report on Defense/IT Locations sub-segments, which include the following: Fort George G. Meade and the Baltimore/Washington Corridor (“Fort Meade/BW Corridor”); Northern Virginia Defense/IT Locations; Lackland Air Force Base (in San Antonio); locations serving the U.S. Navy (“Navy Support Locations”), which included properties proximate to the Washington Navy Yard, the Naval Air Station Patuxent River in Maryland and the Naval Surface Warfare Center Dahlgren Division in Virginia; Redstone Arsenal (in Huntsville); and data center shells (properties leased to tenants to be operated as data centers in which the tenants generally fund the costs for the power, fiber connectivity and data center infrastructure). We measure the performance of our segments through the measure we define as net operating income from real estate operations (“NOI from real estate operations”), which includes: real estate revenues and property operating expenses; and the net of revenues and property operating expenses of real estate operations owned through unconsolidated real estate joint ventures (“UJVs”) that is allocable to COPT’s ownership interest (“UJV NOI allocable to COPT”). Amounts reported for segment assets represent long-lived assets associated with consolidated operating properties (including the carrying value of properties, right-of-use assets, net of related lease liabilities, intangible assets, deferred leasing costs, deferred rents receivable and lease incentives) and the carrying value of investments in UJVs owning operating properties. Amounts reported as additions to long-lived assets represent additions to existing consolidated operating properties, excluding transfers from non-operating properties, which we report separately. The table below reports segment financial information for our reportable segments (in thousands): Operating Property Segments Defense/Information Technology Locations Fort Meade/BW Corridor Northern Virginia Defense/IT Lackland Air Force Base Navy Support Locations Redstone Arsenal Data Center Shells Total Defense/IT Locations Regional Office Wholesale Other Total Three Months Ended June 30, 2020 Revenues from real estate operations $ 62,698 $ 14,447 $ 13,257 $ 8,119 $ 4,647 $ 7,076 $ 110,244 $ 15,162 $ 6,455 $ 677 $ 132,538 Property operating expenses (20,859 ) (5,335 ) (7,785 ) (3,171 ) (1,612 ) (789 ) (39,551 ) (6,888 ) (3,463 ) (302 ) (50,204 ) UJV NOI allocable to COPT — — — — — 1,725 1,725 — — — 1,725 NOI from real estate operations $ 41,839 $ 9,112 $ 5,472 $ 4,948 $ 3,035 $ 8,012 $ 72,418 $ 8,274 $ 2,992 $ 375 $ 84,059 Additions to long-lived assets $ 6,958 $ 3,204 $ — $ 2,110 $ 146 $ — $ 12,418 $ 4,445 $ 7,904 $ 103 $ 24,870 Transfers from non-operating properties $ 3,975 $ 524 $ 145 $ — $ 29,171 $ 49,964 $ 83,779 $ — $ — $ — $ 83,779 Three Months Ended June 30, 2019 Revenues from real estate operations $ 61,659 $ 13,912 $ 12,104 $ 8,185 $ 3,968 $ 8,624 $ 108,452 $ 15,018 $ 8,560 $ 741 $ 132,771 Property operating expenses (19,344 ) (4,694 ) (6,648 ) (3,286 ) (1,599 ) (759 ) (36,330 ) (7,590 ) (3,618 ) (348 ) (47,886 ) UJV NOI allocable to COPT — — — — — 1,251 1,251 — — — 1,251 NOI from real estate operations $ 42,315 $ 9,218 $ 5,456 $ 4,899 $ 2,369 $ 9,116 $ 73,373 $ 7,428 $ 4,942 $ 393 $ 86,136 Additions to long-lived assets $ 7,499 $ 1,703 $ — $ 928 $ 536 $ — $ 10,666 $ 4,870 $ 95 $ 34 $ 15,665 Transfers from non-operating properties $ 1,338 $ 20 $ 1,833 $ — $ 5,576 $ 92,844 $ 101,611 $ — $ — $ — $ 101,611 Six Months Ended June 30, 2020 Revenues from real estate operations $ 127,136 $ 28,125 $ 25,333 $ 16,460 $ 9,323 $ 12,653 $ 219,030 $ 30,622 $ 13,627 $ 1,375 $ 264,654 Property operating expenses (42,081 ) (10,520 ) (14,580 ) (6,456 ) (3,459 ) (1,446 ) (78,542 ) (14,425 ) (6,696 ) (540 ) (100,203 ) UJV NOI allocable to COPT — — — — — 3,438 3,438 — — — 3,438 NOI from real estate operations $ 85,055 $ 17,605 $ 10,753 $ 10,004 $ 5,864 $ 14,645 $ 143,926 $ 16,197 $ 6,931 $ 835 $ 167,889 Additions to long-lived assets $ 14,633 $ 5,895 $ — $ 3,868 $ 316 $ — $ 24,712 $ 7,802 $ 8,782 $ 168 $ 41,464 Transfers from non-operating properties $ 4,513 $ 780 $ 160 $ — $ 30,307 $ 106,196 $ 141,956 $ — $ — $ — $ 141,956 Segment assets at June 30, 2020 $ 1,271,790 $ 394,363 $ 144,253 $ 181,744 $ 167,161 $ 382,749 $ 2,542,060 $ 389,058 $ 205,711 $ 3,710 $ 3,140,539 Six Months Ended June 30, 2019 Revenues from real estate operations $ 124,342 $ 28,743 $ 23,665 $ 16,340 $ 7,907 $ 15,978 $ 216,975 $ 29,851 $ 16,431 $ 1,504 $ 264,761 Property operating expenses (41,679 ) (9,986 ) (12,607 ) (6,690 ) (3,138 ) (1,112 ) (75,212 ) (15,006 ) (6,456 ) (657 ) (97,331 ) UJV NOI allocable to COPT — — — — — 2,470 2,470 — — — 2,470 NOI from real estate operations $ 82,663 $ 18,757 $ 11,058 $ 9,650 $ 4,769 $ 17,336 $ 144,233 $ 14,845 $ 9,975 $ 847 $ 169,900 Additions to long-lived assets $ 11,434 $ 3,150 $ — $ 5,945 $ 836 $ — $ 21,365 $ 8,859 $ 251 $ 44 $ 30,519 Transfers from non-operating properties $ 6,378 $ 4,529 $ 8,336 $ — $ 9,211 $ 112,632 $ 141,086 $ — $ — $ — $ 141,086 Segment assets at June 30, 2019 $ 1,274,336 $ 398,586 $ 146,475 $ 187,172 $ 115,222 $ 307,676 $ 2,429,467 $ 393,110 $ 209,787 $ 3,776 $ 3,036,140 The following table reconciles our segment revenues to total revenues as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Segment revenues from real estate operations $ 132,538 $ 132,771 $ 264,654 $ 264,761 Construction contract and other service revenues 12,236 42,299 25,917 59,249 Total revenues $ 144,774 $ 175,070 $ 290,571 $ 324,010 The following table reconciles UJV NOI allocable to COPT to equity in income of unconsolidated entities as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 UJV NOI allocable to COPT $ 1,725 $ 1,251 $ 3,438 $ 2,470 Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense (1,270 ) (830 ) (2,540 ) (1,657 ) Add: Equity in loss of unconsolidated non-real estate entities (1 ) (1 ) (3 ) (2 ) Equity in income of unconsolidated entities $ 454 $ 420 $ 895 $ 811 As previously discussed, we provide real estate services such as property management, development and construction services primarily for our properties but also for third parties. The primary manner in which we evaluate the operating performance of our service activities is through a measure we define as net operating income from service operations (“NOI from service operations”), which is based on the net of revenues and expenses from these activities. Construction contract and other service revenues and expenses consist primarily of subcontracted costs that are reimbursed to us by the customer along with a management fee. The operating margins from these activities are small relative to the revenue. We believe NOI from service operations is a useful measure in assessing both our level of activity and our profitability in conducting such operations. The table below sets forth the computation of our NOI from service operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract and other service revenues $ 12,236 $ 42,299 $ 25,917 $ 59,249 Construction contract and other service expenses (11,711 ) (41,002 ) (24,832 ) (57,328 ) NOI from service operations $ 525 $ 1,297 $ 1,085 $ 1,921 The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to net income as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 NOI from real estate operations $ 84,059 $ 86,136 $ 167,889 $ 169,900 NOI from service operations 525 1,297 1,085 1,921 Interest and other income 2,282 1,849 3,487 4,135 Credit loss expense (615 ) — (1,304 ) — Gain on sales of real estate — 84,469 5 84,469 Equity in income of unconsolidated entities 454 420 895 811 Income tax (expense) benefit (30 ) 176 (79 ) (18 ) Depreciation and other amortization associated with real estate operations (33,612 ) (34,802 ) (66,208 ) (69,598 ) General, administrative and leasing expenses (8,158 ) (9,386 ) (15,644 ) (18,137 ) Business development expenses and land carry costs (1,262 ) (870 ) (2,380 ) (1,983 ) Interest expense (16,797 ) (18,475 ) (33,637 ) (37,149 ) Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities (1,725 ) (1,251 ) (3,438 ) (2,470 ) Net income $ 25,121 $ 109,563 $ 50,671 $ 131,881 The following table reconciles our segment assets to the consolidated total assets of COPT and subsidiaries (in thousands): June 30, June 30, Segment assets $ 3,140,539 $ 3,036,140 Operating properties lease liabilities included in segment assets 19,073 16,502 Non-operating property assets 679,207 523,801 Other assets 172,506 227,026 Total COPT consolidated assets $ 4,011,325 $ 3,803,469 The accounting policies of the segments are the same as those used to prepare our consolidated financial statements. In the segment reporting presented above, we did not allocate interest expense, depreciation and amortization, gain on sales of real estate and equity in income of unconsolidated entities not included in NOI to our real estate segments since they are not included in the measure of segment profit reviewed by management. We also did not allocate general, administrative and leasing expenses, business development expenses and land carry costs, interest and other income, credit loss expense, income taxes and noncontrolling interests because these items represent general corporate or non-operating property items not attributable to segments. |
Construction Contract and Other
Construction Contract and Other Service Revenues | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Construction Contract and Other Service Revenues | Construction Contract and Other Service Revenues We disaggregate our construction contract and other service revenues by compensation arrangement and by service type as we believe it best depicts the nature, timing and uncertainty of our revenue. The table below reports construction contract and other service revenues by compensation arrangement (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract revenue: Guaranteed maximum price $ 5,432 $ 25,792 $ 10,476 $ 38,148 Firm fixed price 2,984 1,335 8,056 3,660 Cost-plus fee 3,563 14,969 6,872 17,029 Other 257 203 513 412 $ 12,236 $ 42,299 $ 25,917 $ 59,249 The table below reports construction contract and other service revenues by service type (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract revenue: Construction $ 10,851 $ 42,010 $ 23,734 $ 58,499 Design 1,128 86 1,670 338 Other 257 203 513 412 $ 12,236 $ 42,299 $ 25,917 $ 59,249 We recognized an increase (decrease) in revenue of $74,000 and $(14,000) in the three months ended June 30, 2020 and 2019, respectively, and $74,000 and $18,000 in the six months ended June 30, 2020 and 2019 , respectively, from performance obligations satisfied (or partially satisfied) in previous periods. Accounts receivable related to our construction contract services is included in accounts receivable, net on our consolidated balance sheets. The beginning and ending balances of accounts receivable related to our construction contracts were as follows (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 12,378 $ 6,701 Ending balance $ 8,898 $ 34,837 The increase in the accounts receivable balance reported above for the six months ended June 30, 2019 was due primarily to significant amounts billed near the end of the period. Contract assets, which we refer to herein as construction contract costs in excess of billings, net are included in prepaid expenses and other assets, net reported on our consolidated balance sheets. The beginning and ending balances of our contract assets were as follows (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 17,223 $ 3,189 Ending balance $ 5,508 $ 12,629 Contract liabilities are included in other liabilities reported on our consolidated balance sheets. Changes in contract liabilities were as follows (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 1,184 $ 568 Ending balance $ 2,435 $ 156 Portion of beginning balance recognized in revenue during: Three months ended June 30 $ 92 $ 6 Six months ended June 30 $ 738 $ 445 Revenue allocated to the remaining performance obligations under existing contracts as of June 30, 2020 that will be recognized as revenue in future periods was $70.5 million , approximately $20 million of which we expect to recognize during the remainder of 2020. We incurred no deferred incremental costs to obtain or fulfill our construction contracts or other service revenues and had no significant credit loss expense on construction contracts receivable or unbilled construction revenue in the three or six months ended June 30, 2020 and 2019 |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation Restricted Shares During the six months ended June 30, 2020 , certain employees and non-employee members of our Board of Trustees (“Trustees”) were granted a total of 152,793 restricted common shares with an aggregate grant date fair value of $3.9 million (weighted average of $25.20 per share). Restricted shares granted to employees vest based on increments and over periods of time set forth under the terms of the respective awards provided that the employee remains employed by us. Restricted shares granted to non-employee Trustees vest on the first anniversary of the grant date, provided that the Trustee remains in his or her position. During the six months ended June 30, 2020 , forfeiture restrictions lapsed on 159,083 previously issued common shares; these shares had a weighted average grant date fair value of $28.16 per share, and the aggregate intrinsic value of the shares on the vesting dates was $4.0 million . Deferred Share Awards During the six months ended June 30, 2020 , certain non-employee Trustees were granted a total of 7,972 deferred share awards with an aggregate grant date fair value of $187,000 ( $23.44 per share). Deferred share awards vest on the first anniversary of the grant date, provided that the Trustee remains in his or her position. We settle deferred share awards by issuing an equivalent number of common shares upon vesting of the awards or a later date elected by the Trustee (generally upon cessation of being a Trustee). Performance Share Awards (“PSUs”) We issued 23,181 common shares on January 13, 2020 to executives in settlement of PSUs granted in 2017, representing 53% of the target awards for those PSUs. Profit Interest Units (“PIUs”) For 2020, we offered our executives and Trustees the opportunity to select PIUs as a form of long-term compensation in lieu of, or in combination with, other forms of share-based compensation awards (restricted shares, deferred share awards and PSUs). Our executives and certain of our Trustees selected PIUs as their form of share-based compensation for their 2020 grants. We granted two forms of PIUs: time-based PIUs (“TB-PIUs”); and performance-based PIUs (“PB-PIUs”). TB-PIUs are subject to forfeiture restrictions until the end of the requisite service period, at which time the TB-PIUs automatically convert into vested PIUs. PB-PIUs are subject to a market condition in that the number of earned awards are determined at the end of the performance period (as described further below) and then settled in vested PIUs. Vested PIUs carry substantially the same rights to redemption and distributions as non-PIU common units. TB-PIUs During the six months ended June 30, 2020 , our executives and certain non-employee Trustees were granted a total of 75,053 TB-PIUs with an aggregate grant date fair value of $1.9 million (weighted average of $25.14 per TB-PIU). TB-PIUs granted to executives vest in equal one-third increments over a three -year period beginning on the first anniversary of the date of grant. TB-PIUs granted to non-employee Trustees vest on the first anniversary of the grant date, provided that the Trustee remains in his or her position. Prior to vesting, TB-PIUs carry substantially the same rights to distributions as non-PIU common units but carry no redemption rights. During the six months ended June 30, 2020 , 20,622 TB-PIUs awarded to our former Executive Vice President and Chief Operating Officer were forfeited upon his resignation. During the six months ended June 30, 2020 , forfeiture restrictions lapsed on 25,182 previously issued TB-PIUs; these TB-PIUs had a grant date fair value of $26.30 per unit, and the aggregate intrinsic value of the TB-PIUs on the vesting date was $640,000 . PB-PIUs On January 1, 2020, we granted our executives 176,758 PB-PIUs with a three -year performance period concluding on the earlier of December 31, 2022 or the date of: (1) termination by us without cause, death or disability of the executive or constructive discharge of the executive (collectively, “qualified termination”); or (2) a sale event. The number of earned awards at the end of the performance period will be determined based on the percentile rank of COPT’s total shareholder return (“TSR”) relative to a peer group of companies, as set forth in the following schedule: Percentile Rank Earned Awards Payout % 75th or greater 100% of PB-PIUs granted 50th (target) 50% of PB-PIUs granted 25th 25% of PB-PIUs granted Below 25th 0% of PB-PIUs granted If the percentile rank exceeds the 25th percentile and is between two of the percentile ranks set forth in the table above, then the percentage of the earned awards will be interpolated between the ranges set forth in the table above to reflect any performance between the listed percentiles. If COPT’s TSR during the measurement period is negative, the maximum number of earned awards will be limited to the target level payout percentage. During the performance period, PB-PIUs carry rights to distributions equal to 10% of the distribution rights of non-PIU common units but carry no redemption rights. At the end of the performance period, we will settle the award by issuing vested PIUs equal to the number of earned awards in settlement of the award plan and paying cash equal to the excess, if any, of: the aggregate distributions that would have been paid with respect to vested PIUs issued in settlement of the earned awards through the date of settlement had such vested PIUs been issued on the grant date; over the aggregate distributions made on the PB-PIUs during the performance period. If a performance period ends due to a sale event or qualified termination, the number of earned awards is prorated based on the portion of the three -year performance period that has elapsed. If employment is terminated by the employee or by us for cause, all PB-PIUs are forfeited. These PB-PIU grants had an aggregate grant date fair value of $2.9 million ( $16.36 per PB-PIU) which is being recognized over the performance period. The grant date fair value was computed using a Monte Carlo model that included the following assumptions: baseline common share value of $29.38 ; expected volatility for common shares of 18.0% ; and a risk-free interest rate of 1.65% . During the six months ended June 30, 2020 , 73,184 |
Earnings Per Share ("EPS") and
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”) | Earnings Per Share (“EPS”) and Earnings Per Unit (“EPU”) COPT and Subsidiaries EPS We present both basic and diluted EPS. We compute basic EPS by dividing net income available to common shareholders allocable to unrestricted common shares under the two-class method by the weighted average number of unrestricted common shares outstanding during the period. Our computation of diluted EPS is similar except that: • the denominator is increased to include: (1) the weighted average number of potential additional common shares that would have been outstanding if securities that are convertible into common shares were converted; and (2) the effect of dilutive potential common shares outstanding during the period attributable to COPT’s forward equity sale agreements, redeemable noncontrolling interests and our share-based compensation using the treasury stock or if-converted methods; and • the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common shares that we add to the denominator. Summaries of the numerator and denominator for purposes of basic and diluted EPS calculations are set forth below (in thousands, except per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Numerator: Net income attributable to COPT $ 23,497 $ 106,791 $ 47,551 $ 127,650 Income attributable to share-based compensation awards (115 ) (364 ) (220 ) (413 ) Numerator for basic EPS on net income attributable to COPT common shareholders 23,382 106,427 47,331 127,237 Preferred unit distributions — 165 — — Redeemable noncontrolling interests — 902 — 66 Common units in the Operating Partnership — — — 1,515 Income attributable to share-based compensation awards 6 18 14 22 Numerator for diluted EPS on net income attributable to COPT common shareholders $ 23,388 $ 107,512 $ 47,345 $ 128,840 Denominator (all weighted averages): Denominator for basic EPS (common shares) 111,800 111,557 111,762 110,759 Dilutive convertible preferred units — 176 — — Dilutive effect of common units — — — 1,329 Dilutive effect of redeemable noncontrolling interests — 1,062 — 130 Dilutive effect of share-based compensation awards 321 310 280 289 Denominator for diluted EPS (common shares) 112,121 113,105 112,042 112,507 Basic EPS $ 0.21 $ 0.95 $ 0.42 $ 1.15 Diluted EPS $ 0.21 $ 0.95 $ 0.42 $ 1.15 Our diluted EPS computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPS for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Conversion of common units 1,237 1,327 1,232 — Conversion of redeemable noncontrolling interests 878 — 944 907 Conversion of Series I preferred units 176 — 176 176 The following securities were also excluded from the computation of diluted EPS because their effect was antidilutive: • weighted average shares related to COPT’s forward equity sale agreements for the six months ended June 30, 2019 of 758,000 ; • weighted average restricted shares and deferred share awards for the three months ended June 30, 2020 and 2019 of 429,000 and 425,000 , respectively, and for the six months ended June 30, 2020 and 2019 of 434,000 and 444,000 , respectively; • weighted average options for the three and six months ended June 30, 2019 of 17,000 and 23,000 , respectively; and • weighted average unvested TB-PIUs for the three months ended June 30, 2020 and 2019 of 90,000 and 59,000 , respectively, and for the six months ended June 30, 2020 and 2019 of 82,000 and 39,000 , respectively. COPLP and Subsidiaries EPU We present both basic and diluted EPU. We compute basic EPU by dividing net income available to common unitholders allocable to unrestricted common units under the two-class method by the weighted average number of unrestricted common units outstanding during the period. Our computation of diluted EPU is similar except that: • the denominator is increased to include: (1) the weighted average number of potential additional common units that would have been outstanding if securities that are convertible into our common units were converted; and (2) the effect of dilutive potential common units outstanding during the period attributable to COPT’s forward equity sale agreements, redeemable noncontrolling interests and our share-based compensation using the treasury stock or if-converted methods; and • the numerator is adjusted to add back any changes in income or loss that would result from the assumed conversion into common units that we add to the denominator. Summaries of the numerator and denominator for purposes of basic and diluted EPU calculations are set forth below (in thousands, except per unit data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Numerator: Net income attributable to COPLP $ 23,858 $ 108,295 $ 48,276 $ 129,576 Preferred unit distributions (77 ) (165 ) (154 ) (330 ) Income attributable to share-based compensation awards (133 ) (438 ) (254 ) (494 ) Numerator for basic EPU on net income attributable to COPLP common unitholders 23,648 107,692 47,868 128,752 Redeemable noncontrolling interests — 902 — 66 Income attributable to share-based compensation awards — 18 — 22 Dilutive effective of preferred units — 165 — — Numerator for diluted EPU on net income attributable to COPLP common unitholders $ 23,648 $ 108,777 $ 47,868 $ 128,840 Denominator (all weighted averages): Denominator for basic EPU (common units) 113,037 112,884 112,994 112,088 Dilutive convertible preferred units — 176 — — Dilutive effect of redeemable noncontrolling interests — 1,062 — 130 Dilutive effect of share-based compensation awards 321 310 280 289 Denominator for diluted EPU (common units) 113,358 114,432 113,274 112,507 Basic EPU $ 0.21 $ 0.95 $ 0.42 $ 1.15 Diluted EPU $ 0.21 $ 0.95 $ 0.42 $ 1.15 Our diluted EPU computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPU for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Conversion of redeemable noncontrolling interests 878 — 944 907 Conversion of Series I preferred units 176 — 176 176 The following securities were also excluded from the computation of diluted EPU because their effect was antidilutive: • weighted average shares related to COPT’s forward equity sale agreements for the six months ended June 30, 2019 of 758,000 ; • weighted average restricted units and deferred share awards for the three months ended June 30, 2020 and 2019 of 429,000 and 425,000 , respectively, and for the six months ended June 30, 2020 and 2019 of 434,000 and 444,000 , respectively; • weighted average options for the three and six months ended June 30, 2019 of 17,000 and 23,000 , respectively; and • weighted average unvested TB-PIUs for the three months ended June 30, 2020 and 2019 of 90,000 and 59,000 , respectively, and for the six months ended June 30, 2020 and 2019 of 82,000 and 39,000 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation and Claims In the normal course of business, we are subject to legal actions and other claims. We record losses for specific legal proceedings and claims when we determine that a loss is probable and the amount of loss can be reasonably estimated. As of June 30, 2020 , management believes that it is reasonably possible that we could recognize a loss of up to $3.2 million for certain municipal tax claims. While we do not believe this loss would materially affect our financial position or liquidity, it could be material to our results of operations. Management believes that it is also reasonably possible that we could incur losses pursuant to other such claims but do not believe such losses would materially affect our financial position, liquidity or results of operations. Our assessment of the potential outcomes of these matters involves significant judgment and is subject to change based on future developments. Environmental We are subject to various Federal, state and local environmental regulations related to our property ownership and operation. We have performed environmental assessments of our properties, the results of which have not revealed any environmental liability that we believe would have a materially adverse effect on our financial position, operations or liquidity. In connection with a lease and subsequent sale in 2008 and 2010 of three properties in Dayton, New Jersey, we agreed to provide certain environmental indemnifications limited to $19 million in the aggregate. We have insurance coverage in place to mitigate much of any potential future losses that may result from these indemnification agreements. Tax Incremental Financing Obligation Anne Arundel County, Maryland issued tax incremental financing bonds to third-party investors in order to finance public improvements needed in connection with our project known as the National Business Park. These bonds had a remaining principal balance of approximately $34 million as of June 30, 2020 . The real estate taxes on increases in assessed values post-bond issuance of properties in development districts encompassing the National Business Park are transferred to a special fund pledged to the repayment of the bonds. While we are obligated to fund, through a special tax, any future shortfalls between debt service of the bonds and real estate taxes available to repay the bonds, as of June 30, 2020 , we do not expect any such future fundings will be significant. Effects of COVID-19 Since first being declared a pandemic by the World Health Organization in early March 2020, the coronavirus, or COVID-19, has spread worldwide. In an effort to control its spread, governments and other authorities have imposed restrictive measures affecting freedom of movement and business operations, such as shelter-in-place orders and business closures. Strong measures were in place in much of the United States beginning in March, bringing many businesses to a halt while forcing others to change the way in which they conduct their operations, with much of the workforce working from their homes to the extent they were able. States and local governments began easing these measures in late April, as regional COVID-19 case volumes appeared to be decreasing. The pace of the easing of these measures varied regionally, with some state and local governments lifting restrictive measures entirely, and many businesses were able to gradually begin resuming a return to normal operations. As of the date of this filing, case volumes were increasing in much of the country, with certain authorities re-instituting restrictive measures and others contemplating doing so. As a result, there continues to be significant uncertainty regarding the duration of this pandemic and, once it subsides, the potential for it to reoccur on a significant scale in the future. The outbreak has significantly disrupted economic markets worldwide, as well as in the United States at a national, regional and local level, and created significant volatility in financial markets. These conditions could continue or further deteriorate as businesses feel the prolonged effects of stalled or reduced operations and uncertainty regarding the pandemic continues. COVID-19, and similar pandemics, along with measures instituted to prevent spread, may adversely affect us in many ways, including, but not limited to: • disruption of our tenants’ operations, which could adversely affect their ability, or willingness, to sustain their businesses and/or fulfill their lease obligations; • our ability to maintain occupancy in our properties and obtain new leases for unoccupied and new development space at favorable terms or at all; • shortages in supply of products or services from our and our tenants’ vendors that are needed for us and our tenants to operate effectively, and which could lead to increased costs for such products and services; • access to debt and equity capital on attractive terms or at all. Severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions may affect our or our tenants’ ability to access capital necessary to fund operations, refinance debt or fund planned investments on a timely basis, and may adversely affect the valuation of financial assets and liabilities; • our and our tenants’ ability to continue or complete planned development, including the potential for delays in the supply of materials or labor necessary for development; and • an increase in the pace of businesses implementing remote work arrangements over the long-term, which would adversely effect demand for office space. The extent of the effect on our operations, financial condition and cash flows will be dependent on future developments, including the duration of the pandemic and any future resurgence thereof, the prevalence, strength and duration of restrictive measures and the resulting effects on our tenants, potential future tenants, the commercial real estate industry and the broader economy, all of which are uncertain and difficult to predict. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The COPT consolidated financial statements include the accounts of COPT, the Operating Partnership, their subsidiaries and other entities in which COPT has a majority voting interest and control. The COPLP consolidated financial statements include the accounts of COPLP, its subsidiaries and other entities in which COPLP has a majority voting interest and control. We also consolidate certain entities when control of such entities can be achieved through means other than voting rights (“variable interest entities” or “VIEs”) if we are deemed to be the primary beneficiary of such entities. We eliminate all intercompany balances and transactions in consolidation. We use the equity method of accounting when we own an interest in an entity and can exert significant influence over but cannot control the entity’s operations. We discontinue equity method accounting if our investment in an entity (and net advances) is reduced to zero unless we have guaranteed obligations of the entity or are otherwise committed to provide further financial support for the entity. When we own an equity investment in an entity and cannot exert significant influence over its operations, we measure the investment at fair value, with changes recognized through net income. For an investment without a readily determinable fair value, we measure the investment at cost, less any impairments, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. These interim financial statements should be read together with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2019 included in our 2019 Annual Report on Form 10-K. The unaudited consolidated financial statements include all adjustments that are necessary, in the opinion of management, to fairly state our financial position and results of operations. All adjustments are of a normal recurring nature. The consolidated financial statements have been prepared using the accounting policies described in our 2019 Annual Report on Form 10-K as updated for our adoption of recent accounting pronouncements discussed below. |
Reclassifications | Reclassifications We reclassified certain amounts from prior periods to conform to the current period presentation of our consolidated financial statements with no effect on previously reported net income or equity. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Effective January 1, 2020, we adopted guidance issued by the Financial Accounting Standards Board (“FASB”) that changes how entities measure credit losses for most financial assets and certain other instruments not measured at fair value through net income. The guidance replaces the current incurred loss model with an expected loss approach, resulting in a more timely recognition of such losses. The guidance applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables (excluding those arising from operating leases), loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures (e.g. loan commitments and guarantees). Under this guidance, we recognize an estimate of our expected credit losses on these asset types as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and be presented at the net amount expected to be collected. We adopted this guidance effective January 1, 2020 using the modified retrospective transition method under which we recognized a $5.5 million allowance for credit losses by means of a cumulative-effect adjustment to cumulative distributions in excess of net income of the Company (or common units of the Operating Partnership), and did not adjust prior comparative reporting periods. Our consolidated statements of operations reflect adjustments for changes in our expected credit losses occurring subsequent to adoption of this guidance. Effective January 1, 2020, we adopted guidance issued by the FASB that modifies disclosure requirements for fair value measurements. The resulting changes in disclosure did not have a material impact on our consolidated financial statements. Effective January 1, 2020, we adopted guidance issued by the FASB that aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. FASB guidance did not previously address the accounting for such implementation costs. Our adoption of this guidance did not have a material impact on our consolidated financial statements. In March 2020, the FASB issued guidance containing practical expedients for reference rate reform related activities pertaining to debt, leases, derivatives and other contracts. The guidance is optional and may be adopted over time as reference rate reform activities occur. During the six months ended June 30, 2020, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We will continue to evaluate the impact of this guidance and may apply other elections as applicable as additional changes in the market occur. In April 2020, the FASB issued a Staff Q&A document that addressed the accounting for lease accounting guidance for lease concessions resulting from the COVID-19 pandemic. Under existing lease guidance, we would normally have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated as a lease modification) or if such a concession was implemented pursuant to enforceable rights and obligations within the existing lease agreement (and, therefore, not treated as a lease modification). The Staff Q&A document enabled us to bypass the lease-by-lease analysis for lease concessions resulting from the COVID-19 pandemic, and instead elect to either apply the lease modification accounting framework or not, with such elections applied consistently to leases with similar characteristics and similar circumstances. Entities may make the elections for any lessor-provided concessions related to the effects of the COVID-19 pandemic (such as deferrals of lease payments or reduced future lease payments) as long as the concession does not result in a substantial increase in the rights of the lessor or the obligations of the lessee. We chose to apply the elections available under the Staff Q&A to restructurings of lease payment terms granted by us to tenants, the effect of which did not have a material impact on our consolidated financial statements. |
Credit Losses, Financial Assets and Other Instruments | Credit Losses, Financial Assets and Other Instruments As discussed above, effective January 1, 2020, we adopted guidance issued by the FASB that changed how we measure credit losses for most financial assets and certain other instruments not measured at fair value through net income from an incurred loss model to an expected loss approach. Our items within the scope of this guidance included the following: • investing receivables, as disclosed in Note 7; • tenant notes receivable; • other assets comprised of non-lease revenue related accounts receivable (primarily from construction contract services) and contract assets from unbilled construction contract revenue; and • off-balance sheet credit exposures. Under this guidance, we recognize an estimate of our expected credit losses on these items as an allowance, as the guidance requires that financial assets be measured on an amortized cost basis and be presented at the net amount expected to be collected (or as a separate liability in the case of off-balance sheet credit exposures). The allowance represents the portion of the amortized cost basis that we do not expect to collect (or loss we expect to incur in the case of off-balance sheet credit exposures) due to credit over the contractual life based on available information relevant to assessing the collectability of cash flows, which includes consideration of past events, current conditions and reasonable and supportable forecasts of future economic conditions (including consideration of asset- or borrower-specific factors). The guidance requires the allowance for expected credit losses to reflect the risk of loss, even when that risk is remote. An allowance for credit losses is measured and recorded upon the initial recognition of a financial asset (or off-balance sheet credit exposure), regardless of whether it is originated or purchased. Quarterly, the expected losses are re-estimated, considering any cash receipts and changes in risks or assumptions, with resulting adjustments recognized in the line entitled “credit loss expense” on our consolidated statements of operations. We estimate expected credit losses for in-scope items using historical loss rate information developed for varying classifications of credit risk and contractual lives. Due to our limited quantity of items within the scope of this guidance and the unique risk characteristics of such items, we individually assign each in-scope item a credit risk classification. The credit risk classifications assigned by us are determined based on credit ratings assigned by ratings agencies (as available) or are internally-developed based on available financial information, historical payment experience, credit documentation, other publicly available information and current economic trends. In addition, for certain items in which the risk of credit loss is affected by the economic performance of a real estate development project, we develop probability weighted scenario analyses for varying levels of performance in estimating our credit loss allowance (applicable to our notes receivable from the City of Huntsville disclosed in Note 7 and a tax incremental financing obligation disclosed in Note 17). We write off receivables when we believe the facts and circumstances indicate that continued pursuit of collection is no longer warranted. When cash is received in connection with receivables for which we have previously recognized credit losses, we recognize reductions in our credit loss expense. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Credit Losses, Financial Assets and Other Instruments, Allowance for Credit Loss | The table below sets forth the activity for the allowance for credit losses (in thousands): For the Six Months Ended June 30, 2020 Investing Receivables Tenant Notes Receivable (1) Other Assets (2) Off-Balance Sheet Credit Exposures (3) Total December 31, 2019 $ — $ 97 $ — $ — $ 97 Cumulative effect of change for adoption of credit loss guidance 3,732 325 144 1,340 5,541 Credit loss expense 244 719 25 316 1,304 June 30, 2020 $ 3,976 $ 1,141 $ 169 $ 1,656 $ 6,942 (1) Included in the line entitled “accounts receivable, net” on our consolidated balance sheets. (2) The balance as of June 30, 2020 included $104,000 in the line entitled “accounts receivable, net” and $65,000 in the line entitled “prepaid expenses and other assets, net” on our consolidated balance sheets. (3) Included in the line entitled “other liabilities” on our consolidated balance sheets. |
Accounts Receivable, Noncurrent, Credit Quality Indicator | The following table presents the amortized cost basis of our investing receivables and tenants notes receivable by credit risk classification, by origination year as of June 30, 2020 (in thousands): Origination Year 2015 and Earlier 2016 2017 2018 2019 2020 Total Investing receivables: Credit risk classification: Investment grade $ 61,329 $ — $ 887 $ — $ — $ — $ 62,216 Non-investment grade 3,020 — — — 11,073 — 14,093 Total $ 64,349 $ — $ 887 $ — $ 11,073 $ — $ 76,309 Tenant notes receivable: Credit risk classification: Investment grade $ — $ 68 $ — $ 1,069 $ 95 $ — $ 1,232 Non-investment grade 97 202 — 178 2,067 1,600 4,144 Total $ 97 $ 270 $ — $ 1,247 $ 2,162 $ 1,600 $ 5,376 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value assets and liabilities measured on recurring basis | The table below sets forth financial assets and liabilities of COPT and subsidiaries that are accounted for at fair value on a recurring basis as of June 30, 2020 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other (Level 2) Significant Inputs (Level 3) Total Assets: Marketable securities in deferred compensation plan (1) Mutual funds $ 2,512 $ — $ — $ 2,512 Other 20 — — 20 Mutual funds (1) 7 — — 7 Total assets $ 2,539 $ — $ — $ 2,539 Liabilities: Deferred compensation plan liability (2) $ — $ 2,532 $ — $ 2,532 Interest rate derivatives — 65,612 — 65,612 Total liabilities $ — $ 68,144 $ — $ 68,144 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPT’s consolidated balance sheet. (2) Included in the line entitled “other liabilities” on COPT’s consolidated balance sheet. The table below sets forth financial assets and liabilities of COPLP and subsidiaries that are accounted for at fair value on a recurring basis as of June 30, 2020 and the hierarchy level of inputs used in measuring their respective fair values under applicable accounting standards (in thousands): Description Quoted Prices in Significant Other Significant Inputs (Level 3) Total Assets: Mutual funds (1) $ 7 $ — $ — $ 7 Liabilities: Interest rate derivatives $ — $ 65,612 $ — $ 65,612 (1) Included in the line entitled “prepaid expenses and other assets, net” on COPLP’s consolidated balance sheet. |
Properties, Net (Tables)
Properties, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Real Estate [Abstract] | |
Schedule of operating properties, net | Operating properties, net consisted of the following (in thousands): June 30, December 31, Land $ 502,609 $ 472,976 Buildings and improvements 3,451,302 3,306,791 Less: Accumulated depreciation (1,065,094 ) (1,007,120 ) Operating properties, net $ 2,888,817 $ 2,772,647 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Operating Lease Revenue Recognized | The table below sets forth our allocation of lease revenue recognized between fixed and variable lease revenue (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Lease revenue 2020 2019 2020 2019 Fixed $ 103,993 $ 104,193 $ 208,102 $ 208,837 Variable 28,154 27,222 55,057 53,481 $ 132,147 $ 131,415 $ 263,159 $ 262,318 |
Fixed Contractual Payments Due | Fixed contractual payments due under our property leases were as follows (in thousands): Year Ending December 31, June 30, 2020 December 31, 2019 2020 (1) $ 203,627 $ 388,310 2021 372,518 336,482 2022 335,187 299,356 2023 281,094 245,661 2024 231,731 195,246 Thereafter 634,608 474,741 $ 2,058,765 $ 1,939,796 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 |
Right-of-Use Assets and Lease Liabilities | Our property right-of-use assets consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Right-of-use assets Operating leases - Property Property - operating right-of-use assets $ 31,009 $ 27,864 Finance leases - Property Property - finance right-of-use assets 40,441 40,458 Total right-of-use assets $ 71,450 $ 68,322 Property lease liabilities consisted of the following (in thousands): Leases Balance Sheet Location June 30, 2020 December 31, 2019 Lease liabilities Operating leases - Property Property - operating lease liabilities $ 20,796 $ 17,317 Finance leases - Property Other liabilities 688 702 Total lease liabilities $ 21,484 $ 18,019 |
Lease Costs | The table below sets forth the weighted average terms and discount rates of our property leases as of June 30, 2020 : Weighted average remaining lease term Operating leases 65 years Finance leases < 1 year Weighted average discount rate Operating leases 7.22 % Finance leases 3.62 % The table below presents our total property lease cost (in thousands): Statement of Operations Location For the Three Months Ended June 30, For the Six Months Ended June 30, Lease cost 2020 2019 2020 2019 Operating lease cost Property leases Property operating expenses $ 445 $ 413 $ 876 $ 826 Finance lease cost Amortization of property right-of-use assets Property operating expenses 9 12 18 12 $ 454 $ 425 $ 894 $ 838 The table below presents the effect of property lease payments on our consolidated statements of cash flows (in thousands): For the Six Months Ended June 30, Supplemental cash flow information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 541 $ 550 Financing cash flows for financing leases $ 14 $ 4 |
Finance Lease, Liability, Maturity | Payments on property leases were due as follows (in thousands): As of June 30, 2020 As of December 31, 2019 Year Ending December 31, Operating leases Finance leases Total Operating leases Finance leases Total 2020 (1) $ 636 $ 660 $ 1,296 $ 1,092 $ 674 $ 1,766 2021 1,328 14 1,342 1,138 14 1,152 2022 1,352 14 1,366 1,162 14 1,176 2023 1,358 — 1,358 1,167 — 1,167 2024 1,363 — 1,363 1,173 — 1,173 Thereafter 113,780 — 113,780 100,609 — 100,609 Total lease payments 119,817 688 120,505 106,341 702 107,043 Less: Amount representing interest (99,021 ) — (99,021 ) (89,024 ) — (89,024 ) Lease liability $ 20,796 $ 688 $ 21,484 $ 17,317 $ 702 $ 18,019 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . |
Lessee, Operating Lease, Liability, Maturity | Payments on property leases were due as follows (in thousands): As of June 30, 2020 As of December 31, 2019 Year Ending December 31, Operating leases Finance leases Total Operating leases Finance leases Total 2020 (1) $ 636 $ 660 $ 1,296 $ 1,092 $ 674 $ 1,766 2021 1,328 14 1,342 1,138 14 1,152 2022 1,352 14 1,366 1,162 14 1,176 2023 1,358 — 1,358 1,167 — 1,167 2024 1,363 — 1,363 1,173 — 1,173 Thereafter 113,780 — 113,780 100,609 — 100,609 Total lease payments 119,817 688 120,505 106,341 702 107,043 Less: Amount representing interest (99,021 ) — (99,021 ) (89,024 ) — (89,024 ) Lease liability $ 20,796 $ 688 $ 21,484 $ 17,317 $ 702 $ 18,019 (1) As of June 30, 2020 , represents the six months ending December 31, 2020 . |
Real Estate Joint Ventures (Tab
Real Estate Joint Ventures (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of information related to investments in consolidated real estate joint ventures | The table below sets forth information pertaining to our investments in consolidated real estate joint ventures as of June 30, 2020 (dollars in thousands): June 30, 2020 (1) Date Acquired Nominal Ownership % Total Assets Encumbered Assets Total Liabilities Entity Location LW Redstone Company, LLC 3/23/2010 85% Huntsville, Alabama $ 335,040 $ 111,380 $ 107,223 M Square Associates, LLC 6/26/2007 50% College Park, Maryland 92,946 62,725 56,153 Stevens Investors, LLC 8/11/2015 95% Washington, DC 141,952 141,234 69,982 $ 569,938 $ 315,339 $ 233,358 (1) Excludes amounts eliminated in consolidation. |
Schedule of information related to investments in unconsolidated real estate joint ventures | The table below sets forth information pertaining to our investments in unconsolidated real estate joint ventures accounted for using the equity method of accounting (dollars in thousands): Date Acquired Nominal Ownership % Number of Properties Carrying Value of Investment (1) Entity June 30, 2020 December 31, 2019 GI-COPT DC Partnership LLC 7/21/2016 50% 6 $ 36,720 $ 37,816 BREIT COPT DC JV LLC 6/20/2019 10% 9 13,737 14,133 15 $ 50,457 $ 51,949 (1) Included in the line entitled “investment in unconsolidated real estate joint ventures” on our consolidated balance sheets. |
Investing Receivables (Tables)
Investing Receivables (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Receivables [Abstract] | |
Schedule of investing receivables | Investing receivables consisted of the following (in thousands): June 30, December 31, Notes receivable from the City of Huntsville $ 62,216 $ 59,427 Other investing loans receivable 14,093 14,096 Amortized cost basis 76,309 73,523 Allowance for credit losses (3,976 ) — Investing receivables, net $ 72,333 $ 73,523 |
Prepaid Expenses and Other As_2
Prepaid Expenses and Other Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Prepaid Expense and Other Assets [Abstract] | |
Schedule of prepaid expenses and other assets | Prepaid expenses and other assets, net consisted of the following (in thousands): June 30, December 31, Lease incentives, net $ 29,092 $ 28,433 Furniture, fixtures and equipment, net 9,015 7,823 Non-real estate equity investments 6,726 6,705 Prepaid expenses 6,600 18,835 Construction contract costs in excess of billings, net 5,508 17,223 Restricted cash 4,270 3,397 Deferred financing costs, net (1) 3,069 3,633 Deferred tax asset, net (2) 2,249 2,328 Other assets 8,998 4,639 Total for COPLP and subsidiaries 75,527 93,016 Marketable securities in deferred compensation plan 2,532 3,060 Total for COPT and subsidiaries $ 78,059 $ 96,076 (1) Represents deferred costs, net of accumulated amortization, attributable to our Revolving Credit Facility and interest rate derivatives. (2) Includes a valuation allowance of $533,000 as of June 30, 2020 and $480,000 as of December 31, 2019 . |
Debt, Net (Tables)
Debt, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Our debt consisted of the following (dollars in thousands): Carrying Value (1) as of June 30, December 31, June 30, 2020 Stated Interest Rates Scheduled Maturity Mortgage and Other Secured Debt: Fixed rate mortgage debt (2) $ 141,729 $ 143,430 3.82% - 4.62% (3) 2023-2026 Variable rate secured debt (4) 108,392 68,055 LIBOR + 1.45% to 2.35% (5) 2020-2026 Total mortgage and other secured debt 250,121 211,485 Revolving Credit Facility (6) 169,000 177,000 LIBOR + 0.775% to 1.45% (7) March 2023 (6) Term Loan Facility (8) 398,058 248,706 LIBOR + 1.00% to 1.65% (9) 2022 Unsecured Senior Notes 3.60%, $350,000 aggregate principal 348,658 348,431 3.60% (10) May 2023 5.25%, $250,000 aggregate principal 247,920 247,652 5.25% (11) February 2024 3.70%, $300,000 aggregate principal 299,585 299,324 3.70% (12) June 2021 5.00%, $300,000 aggregate principal 297,707 297,503 5.00% (13) July 2025 Unsecured note payable 970 1,038 0% (14) May 2026 Total debt, net $ 2,012,019 $ 1,831,139 (1) The carrying values of our debt other than the Revolving Credit Facility reflect net deferred financing costs of $6.0 million as of June 30, 2020 and $5.8 million as of December 31, 2019 . (2) Certain of the fixed rate mortgages carry interest rates that, upon assumption, were above or below market rates and therefore were recorded at their fair value based on applicable effective interest rates. The carrying values of these loans reflect net unamortized premiums totaling $186,000 as of June 30, 2020 and $217,000 as of December 31, 2019 . (3) The weighted average interest rate on our fixed rate mortgage debt was 4.16% as of June 30, 2020 . (4) Includes a construction loan with $47.6 million in remaining borrowing capacity as of June 30, 2020 . (5) The weighted average interest rate on our variable rate secured debt was 2.22% as of June 30, 2020 . (6) The facility matures in March 2023, with the ability for us to further extend such maturity by two six -month periods at our option, provided that there is no default under the facility and we pay an extension fee of 0.075% of the total availability under the facility for each extension period. In connection with this facility, we also have the ability to borrow up to $500.0 million under new term loans from the facility’s lender group provided that there is no default under the facility and subject to the approval of the lenders. (7) The weighted average interest rate on the Revolving Credit Facility was 1.20% as of June 30, 2020 . (8) On March 6, 2020, we amended this loan facility to increase the loan amount by $150.0 million and change the interest terms. (9) The interest rate on this loan was 1.17% as of June 30, 2020 . (10) The carrying value of these notes reflects an unamortized discount totaling $939,000 as of June 30, 2020 and $1.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.70% . (11) The carrying value of these notes reflects an unamortized discount totaling $1.9 million as of June 30, 2020 and $2.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.49% . (12) The carrying value of these notes reflects an unamortized discount totaling $324,000 as of June 30, 2020 and $534,000 as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 3.85% . (13) The carrying value of these notes reflects an unamortized discount totaling $1.9 million as of June 30, 2020 and $2.1 million as of December 31, 2019 . The effective interest rate under the notes, including amortization of the issuance costs, was 5.15% . (14) This note carries an interest rate that, upon assumption, was below market rates and it therefore was recorded at its fair value based on applicable effective interest rates. The carrying value of this note reflects an unamortized discount totaling $191,000 as of June 30, 2020 and $223,000 as of December 31, 2019 . |
Schedule of the fair value of debt | The following table sets forth information pertaining to the fair value of our debt (in thousands): June 30, 2020 December 31, 2019 Carrying Amount Fair Value Carrying Amount Fair Value Fixed-rate debt Unsecured Senior Notes $ 1,193,870 $ 1,224,800 $ 1,192,910 $ 1,227,441 Other fixed-rate debt 142,699 145,473 144,468 149,907 Variable-rate debt 675,450 666,040 493,761 495,962 $ 2,012,019 $ 2,036,313 $ 1,831,139 $ 1,873,310 |
Interest Rate Derivatives (Tabl
Interest Rate Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of key terms and fair values of interest rate swap derivatives | The following table sets forth the key terms and fair values of our interest rate swap derivatives, each of which was designated as a cash flow hedge of interest rate risk (dollars in thousands): Fair Value at Notional Amount Fixed Rate Floating Rate Index Effective Date Expiration Date June 30, December 31, $ 12,234 (1) 1.390% One-Month LIBOR 10/13/2015 10/1/2020 $ (38 ) $ 23 100,000 1.901% One-Month LIBOR 9/1/2016 12/1/2022 (4,326 ) (1,028 ) 100,000 1.905% One-Month LIBOR 9/1/2016 12/1/2022 (4,336 ) (1,037 ) 50,000 1.908% One-Month LIBOR 9/1/2016 12/1/2022 (2,171 ) (524 ) 11,200 (2) 1.678% One-Month LIBOR 8/1/2019 8/1/2026 (858 ) (20 ) 150,000 0.498% One-Month LIBOR 4/1/2020 12/31/2020 (248 ) — 23,000 (3) 0.573% One-Month LIBOR 4/1/2020 3/26/2025 (378 ) — 75,000 3.176% Three-Month LIBOR 6/30/2020 6/30/2030 (18,779 ) (8,640 ) 75,000 3.192% Three-Month LIBOR 6/30/2020 6/30/2030 (18,897 ) (8,749 ) 75,000 2.744% Three-Month LIBOR 6/30/2020 6/30/2030 (15,581 ) (5,684 ) $ (65,612 ) $ (25,659 ) (1) The notional amount of this instrument is scheduled to amortize to $12.1 million . (2) The notional amount of this instrument is scheduled to amortize to $10.0 million . (3) The notional amount of this instrument is scheduled to amortize to $22.1 million . |
Schedule of fair value and balance sheet classification of interest rate derivatives | The table below sets forth the fair value of our interest rate derivatives as well as their classification on our consolidated balance sheets (in thousands): Fair Value at Derivatives Balance Sheet Location June 30, December 31, 2019 Interest rate swaps designated as cash flow hedges Prepaid expenses and other assets, net $ — $ 23 Interest rate swaps designated as cash flow hedges Interest rate derivatives (liabilities) $ (65,612 ) $ (25,682 ) |
Schedule of effect of interest rate derivatives on consolidated statements of operations and comprehensive income | The table below presents the effect of our interest rate derivatives on our consolidated statements of operations and comprehensive income (in thousands): Amount of Loss Recognized in AOCL on Derivatives Amount of (Loss) Gain Reclassified from AOCL into Interest Expense on Statement of Operations For the Three Months Ended June 30, For the Six Months Ended June 30, For the Three Months Ended June 30, For the Six Months Ended June 30, Derivatives in Hedging Relationships 2020 2019 2020 2019 2020 2019 2020 2019 Interest rate derivatives $ (3,315 ) $ (13,545 ) $ (41,020 ) $ (22,390 ) $ (935 ) $ 557 $ (1,066 ) $ 1,127 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Noncontrolling Interest [Abstract] | |
Schedule of activity for redeemable noncontrolling interest | The table below sets forth the activity for these redeemable noncontrolling interests (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 29,431 $ 26,260 Distributions to noncontrolling interests (12,695 ) (876 ) Net income attributable to noncontrolling interests 2,075 1,544 Adjustment to arrive at fair value of interests 4,337 2,875 Ending balance $ 23,148 $ 29,803 |
Information by Business Segme_2
Information by Business Segment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of segment financial information for real estate operations | The table below reports segment financial information for our reportable segments (in thousands): Operating Property Segments Defense/Information Technology Locations Fort Meade/BW Corridor Northern Virginia Defense/IT Lackland Air Force Base Navy Support Locations Redstone Arsenal Data Center Shells Total Defense/IT Locations Regional Office Wholesale Other Total Three Months Ended June 30, 2020 Revenues from real estate operations $ 62,698 $ 14,447 $ 13,257 $ 8,119 $ 4,647 $ 7,076 $ 110,244 $ 15,162 $ 6,455 $ 677 $ 132,538 Property operating expenses (20,859 ) (5,335 ) (7,785 ) (3,171 ) (1,612 ) (789 ) (39,551 ) (6,888 ) (3,463 ) (302 ) (50,204 ) UJV NOI allocable to COPT — — — — — 1,725 1,725 — — — 1,725 NOI from real estate operations $ 41,839 $ 9,112 $ 5,472 $ 4,948 $ 3,035 $ 8,012 $ 72,418 $ 8,274 $ 2,992 $ 375 $ 84,059 Additions to long-lived assets $ 6,958 $ 3,204 $ — $ 2,110 $ 146 $ — $ 12,418 $ 4,445 $ 7,904 $ 103 $ 24,870 Transfers from non-operating properties $ 3,975 $ 524 $ 145 $ — $ 29,171 $ 49,964 $ 83,779 $ — $ — $ — $ 83,779 Three Months Ended June 30, 2019 Revenues from real estate operations $ 61,659 $ 13,912 $ 12,104 $ 8,185 $ 3,968 $ 8,624 $ 108,452 $ 15,018 $ 8,560 $ 741 $ 132,771 Property operating expenses (19,344 ) (4,694 ) (6,648 ) (3,286 ) (1,599 ) (759 ) (36,330 ) (7,590 ) (3,618 ) (348 ) (47,886 ) UJV NOI allocable to COPT — — — — — 1,251 1,251 — — — 1,251 NOI from real estate operations $ 42,315 $ 9,218 $ 5,456 $ 4,899 $ 2,369 $ 9,116 $ 73,373 $ 7,428 $ 4,942 $ 393 $ 86,136 Additions to long-lived assets $ 7,499 $ 1,703 $ — $ 928 $ 536 $ — $ 10,666 $ 4,870 $ 95 $ 34 $ 15,665 Transfers from non-operating properties $ 1,338 $ 20 $ 1,833 $ — $ 5,576 $ 92,844 $ 101,611 $ — $ — $ — $ 101,611 Six Months Ended June 30, 2020 Revenues from real estate operations $ 127,136 $ 28,125 $ 25,333 $ 16,460 $ 9,323 $ 12,653 $ 219,030 $ 30,622 $ 13,627 $ 1,375 $ 264,654 Property operating expenses (42,081 ) (10,520 ) (14,580 ) (6,456 ) (3,459 ) (1,446 ) (78,542 ) (14,425 ) (6,696 ) (540 ) (100,203 ) UJV NOI allocable to COPT — — — — — 3,438 3,438 — — — 3,438 NOI from real estate operations $ 85,055 $ 17,605 $ 10,753 $ 10,004 $ 5,864 $ 14,645 $ 143,926 $ 16,197 $ 6,931 $ 835 $ 167,889 Additions to long-lived assets $ 14,633 $ 5,895 $ — $ 3,868 $ 316 $ — $ 24,712 $ 7,802 $ 8,782 $ 168 $ 41,464 Transfers from non-operating properties $ 4,513 $ 780 $ 160 $ — $ 30,307 $ 106,196 $ 141,956 $ — $ — $ — $ 141,956 Segment assets at June 30, 2020 $ 1,271,790 $ 394,363 $ 144,253 $ 181,744 $ 167,161 $ 382,749 $ 2,542,060 $ 389,058 $ 205,711 $ 3,710 $ 3,140,539 Six Months Ended June 30, 2019 Revenues from real estate operations $ 124,342 $ 28,743 $ 23,665 $ 16,340 $ 7,907 $ 15,978 $ 216,975 $ 29,851 $ 16,431 $ 1,504 $ 264,761 Property operating expenses (41,679 ) (9,986 ) (12,607 ) (6,690 ) (3,138 ) (1,112 ) (75,212 ) (15,006 ) (6,456 ) (657 ) (97,331 ) UJV NOI allocable to COPT — — — — — 2,470 2,470 — — — 2,470 NOI from real estate operations $ 82,663 $ 18,757 $ 11,058 $ 9,650 $ 4,769 $ 17,336 $ 144,233 $ 14,845 $ 9,975 $ 847 $ 169,900 Additions to long-lived assets $ 11,434 $ 3,150 $ — $ 5,945 $ 836 $ — $ 21,365 $ 8,859 $ 251 $ 44 $ 30,519 Transfers from non-operating properties $ 6,378 $ 4,529 $ 8,336 $ — $ 9,211 $ 112,632 $ 141,086 $ — $ — $ — $ 141,086 Segment assets at June 30, 2019 $ 1,274,336 $ 398,586 $ 146,475 $ 187,172 $ 115,222 $ 307,676 $ 2,429,467 $ 393,110 $ 209,787 $ 3,776 $ 3,036,140 |
Schedule of reconciliation of segment revenues to total revenues | The following table reconciles our segment revenues to total revenues as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Segment revenues from real estate operations $ 132,538 $ 132,771 $ 264,654 $ 264,761 Construction contract and other service revenues 12,236 42,299 25,917 59,249 Total revenues $ 144,774 $ 175,070 $ 290,571 $ 324,010 |
Reconciliation of UJV NOI allocable to COPT to equity in income of unconsolidated entities | The following table reconciles UJV NOI allocable to COPT to equity in income of unconsolidated entities as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 UJV NOI allocable to COPT $ 1,725 $ 1,251 $ 3,438 $ 2,470 Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense (1,270 ) (830 ) (2,540 ) (1,657 ) Add: Equity in loss of unconsolidated non-real estate entities (1 ) (1 ) (3 ) (2 ) Equity in income of unconsolidated entities $ 454 $ 420 $ 895 $ 811 |
Schedule of computation of net operating income from service operations | The table below sets forth the computation of our NOI from service operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract and other service revenues $ 12,236 $ 42,299 $ 25,917 $ 59,249 Construction contract and other service expenses (11,711 ) (41,002 ) (24,832 ) (57,328 ) NOI from service operations $ 525 $ 1,297 $ 1,085 $ 1,921 |
Schedule of reconciliation of net operating income from real estate operations and service operations to net income | The following table reconciles our NOI from real estate operations for reportable segments and NOI from service operations to net income as reported on our consolidated statements of operations (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 NOI from real estate operations $ 84,059 $ 86,136 $ 167,889 $ 169,900 NOI from service operations 525 1,297 1,085 1,921 Interest and other income 2,282 1,849 3,487 4,135 Credit loss expense (615 ) — (1,304 ) — Gain on sales of real estate — 84,469 5 84,469 Equity in income of unconsolidated entities 454 420 895 811 Income tax (expense) benefit (30 ) 176 (79 ) (18 ) Depreciation and other amortization associated with real estate operations (33,612 ) (34,802 ) (66,208 ) (69,598 ) General, administrative and leasing expenses (8,158 ) (9,386 ) (15,644 ) (18,137 ) Business development expenses and land carry costs (1,262 ) (870 ) (2,380 ) (1,983 ) Interest expense (16,797 ) (18,475 ) (33,637 ) (37,149 ) Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities (1,725 ) (1,251 ) (3,438 ) (2,470 ) Net income $ 25,121 $ 109,563 $ 50,671 $ 131,881 |
Schedule of reconciliation of segment assets to total assets | The following table reconciles our segment assets to the consolidated total assets of COPT and subsidiaries (in thousands): June 30, June 30, Segment assets $ 3,140,539 $ 3,036,140 Operating properties lease liabilities included in segment assets 19,073 16,502 Non-operating property assets 679,207 523,801 Other assets 172,506 227,026 Total COPT consolidated assets $ 4,011,325 $ 3,803,469 |
Construction Contract and Oth_2
Construction Contract and Other Service Revenues (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The table below reports construction contract and other service revenues by compensation arrangement (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract revenue: Guaranteed maximum price $ 5,432 $ 25,792 $ 10,476 $ 38,148 Firm fixed price 2,984 1,335 8,056 3,660 Cost-plus fee 3,563 14,969 6,872 17,029 Other 257 203 513 412 $ 12,236 $ 42,299 $ 25,917 $ 59,249 The table below reports construction contract and other service revenues by service type (in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Construction contract revenue: Construction $ 10,851 $ 42,010 $ 23,734 $ 58,499 Design 1,128 86 1,670 338 Other 257 203 513 412 $ 12,236 $ 42,299 $ 25,917 $ 59,249 |
Contract with Customer, Asset and Liability | The beginning and ending balances of our contract assets were as follows (in thousands): For the Six Months Ended June 30, 2020 2019 Beginning balance $ 17,223 $ 3,189 Ending balance $ 5,508 $ 12,629 For the Six Months Ended June 30, 2020 2019 Beginning balance $ 1,184 $ 568 Ending balance $ 2,435 $ 156 Portion of beginning balance recognized in revenue during: Three months ended June 30 $ 92 $ 6 Six months ended June 30 $ 738 $ 445 For the Six Months Ended June 30, 2020 2019 Beginning balance $ 12,378 $ 6,701 Ending balance $ 8,898 $ 34,837 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of payouts for defined performance under performance-based awards of share-based compensation | The number of earned awards at the end of the performance period will be determined based on the percentile rank of COPT’s total shareholder return (“TSR”) relative to a peer group of companies, as set forth in the following schedule: Percentile Rank Earned Awards Payout % 75th or greater 100% of PB-PIUs granted 50th (target) 50% of PB-PIUs granted 25th 25% of PB-PIUs granted Below 25th 0% of PB-PIUs granted |
Earnings Per Share ("EPS") an_2
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Summary of calculation of numerator and denominator in basic and diluted earnings per share | Summaries of the numerator and denominator for purposes of basic and diluted EPU calculations are set forth below (in thousands, except per unit data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Numerator: Net income attributable to COPLP $ 23,858 $ 108,295 $ 48,276 $ 129,576 Preferred unit distributions (77 ) (165 ) (154 ) (330 ) Income attributable to share-based compensation awards (133 ) (438 ) (254 ) (494 ) Numerator for basic EPU on net income attributable to COPLP common unitholders 23,648 107,692 47,868 128,752 Redeemable noncontrolling interests — 902 — 66 Income attributable to share-based compensation awards — 18 — 22 Dilutive effective of preferred units — 165 — — Numerator for diluted EPU on net income attributable to COPLP common unitholders $ 23,648 $ 108,777 $ 47,868 $ 128,840 Denominator (all weighted averages): Denominator for basic EPU (common units) 113,037 112,884 112,994 112,088 Dilutive convertible preferred units — 176 — — Dilutive effect of redeemable noncontrolling interests — 1,062 — 130 Dilutive effect of share-based compensation awards 321 310 280 289 Denominator for diluted EPU (common units) 113,358 114,432 113,274 112,507 Basic EPU $ 0.21 $ 0.95 $ 0.42 $ 1.15 Diluted EPU $ 0.21 $ 0.95 $ 0.42 $ 1.15 Summaries of the numerator and denominator for purposes of basic and diluted EPS calculations are set forth below (in thousands, except per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Numerator: Net income attributable to COPT $ 23,497 $ 106,791 $ 47,551 $ 127,650 Income attributable to share-based compensation awards (115 ) (364 ) (220 ) (413 ) Numerator for basic EPS on net income attributable to COPT common shareholders 23,382 106,427 47,331 127,237 Preferred unit distributions — 165 — — Redeemable noncontrolling interests — 902 — 66 Common units in the Operating Partnership — — — 1,515 Income attributable to share-based compensation awards 6 18 14 22 Numerator for diluted EPS on net income attributable to COPT common shareholders $ 23,388 $ 107,512 $ 47,345 $ 128,840 Denominator (all weighted averages): Denominator for basic EPS (common shares) 111,800 111,557 111,762 110,759 Dilutive convertible preferred units — 176 — — Dilutive effect of common units — — — 1,329 Dilutive effect of redeemable noncontrolling interests — 1,062 — 130 Dilutive effect of share-based compensation awards 321 310 280 289 Denominator for diluted EPS (common shares) 112,121 113,105 112,042 112,507 Basic EPS $ 0.21 $ 0.95 $ 0.42 $ 1.15 Diluted EPS $ 0.21 $ 0.95 $ 0.42 $ 1.15 |
Schedule of securities excluded from computation of diluted earnings per share | Our diluted EPS computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPS for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Conversion of common units 1,237 1,327 1,232 — Conversion of redeemable noncontrolling interests 878 — 944 907 Conversion of Series I preferred units 176 — 176 176 Our diluted EPU computations do not include the effects of the following securities since the conversions of such securities would increase diluted EPU for the respective periods (in thousands): Weighted Average Shares Excluded from Denominator For the Three Months Ended June 30, For the Six Months Ended June 30, 2020 2019 2020 2019 Conversion of redeemable noncontrolling interests 878 — 944 907 Conversion of Series I preferred units 176 — 176 176 |
Organization (Details)
Organization (Details) - Jun. 30, 2020 ft² in Millions | ft² | property | MW | a |
Unconsolidated Real Estate Joint Ventures | ||||
Investments in real estate | ||||
Number of real estate properties | 15 | |||
Operating Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 174 | |||
Area of real estate property (in sqft or acres) | ft² | 19.8 | |||
Operating Properties | Office Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 150 | |||
Area of real estate property (in sqft or acres) | ft² | 15.6 | |||
Operating Properties | Single-tenant data centers | ||||
Investments in real estate | ||||
Number of real estate properties | 24 | |||
Area of real estate property (in sqft or acres) | ft² | 4.2 | |||
Operating Properties | Single-tenant data centers | Unconsolidated Real Estate Joint Ventures | ||||
Investments in real estate | ||||
Number of real estate properties | 15 | |||
Operating wholesale data center | ||||
Investments in real estate | ||||
Critical load (in megawatts) | MW | 19.25 | |||
Properties under development | ||||
Investments in real estate | ||||
Number of real estate properties | 11 | |||
Area of real estate property (in sqft or acres) | ft² | 1.9 | |||
Properties under development | Office Properties | ||||
Investments in real estate | ||||
Number of real estate properties | 9 | |||
Properties under development | Single-tenant data centers | ||||
Investments in real estate | ||||
Number of real estate properties | 2 | |||
Properties under development, partially-operational | ||||
Investments in real estate | ||||
Number of real estate properties | 1 | |||
Properties under development, expansions of fully-operational properties | ||||
Investments in real estate | ||||
Number of real estate properties | 3 | |||
Land controlled for future development | ||||
Investments in real estate | ||||
Area of real estate property (in sqft or acres) | 11.5 | 900 | ||
Other Land | ||||
Investments in real estate | ||||
Area of real estate property (in sqft or acres) | a | 43 |
Organization (Details 2)
Organization (Details 2) | 6 Months Ended |
Jun. 30, 2020 | |
COPT | Corporate Office Properties, L.P. | Common Units | |
Forms of ownership in Operating Partnership and ownership percentage by the entity | |
Percentage ownership in operating partnership | 98.60% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Allowance for credit loss impact | $ 5,541 |
Cumulative Effect, Period Of Adoption, Adjustment | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Allowance for credit loss impact | $ 5,500 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Allowance for Credit Loss Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Off-Balance Sheet, Credit Loss, Exposure, Credit Loss Expense (Reversal) Allowance for Credit Loss [Roll Forward] | ||||
December 31, 2019 | $ 0 | |||
Cumulative effect of change for adoption of credit loss guidance | 1,340 | |||
Credit loss expense | 316 | |||
June 30, 2020 | $ 1,656 | 1,656 | ||
Credit Losses, Financial Assets and Other Instruments [Roll Forward] | ||||
December 31, 2019 | 97 | |||
Cumulative effect of change for adoption of credit loss guidance | 5,541 | |||
Credit loss expense | 615 | $ 0 | 1,304 | $ 0 |
June 30, 2020 | 6,942 | 6,942 | ||
Investing Receivables | ||||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||||
December 31, 2019 | 0 | |||
Cumulative effect of change for adoption of credit loss guidance | 3,732 | |||
Credit loss expense | 244 | |||
June 30, 2020 | 3,976 | 3,976 | ||
Tenant Notes Receivables | ||||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||||
December 31, 2019 | 97 | |||
Cumulative effect of change for adoption of credit loss guidance | 325 | |||
Credit loss expense | 719 | |||
June 30, 2020 | 1,141 | 1,141 | ||
Other Assets | ||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
December 31, 2019 | 0 | |||
Cumulative effect of change for adoption of credit loss guidance | 144 | |||
Credit loss expense | 25 | |||
June 30, 2020 | 169 | 169 | ||
Accounts receivable, allowance for credit loss | 169 | 169 | ||
Accounts Receivable, Net | Other Assets | ||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
June 30, 2020 | 104 | 104 | ||
Accounts receivable, allowance for credit loss | 104 | 104 | ||
Prepaid Expenses and Other Assets, Net | Other Assets | ||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
June 30, 2020 | 65 | 65 | ||
Accounts receivable, allowance for credit loss | $ 65 | $ 65 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Credit Risk Classification (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Investing Receivables | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | $ 64,349 | |
2016 | 0 | |
2017 | 887 | |
2018 | 0 | |
2019 | 11,073 | |
2020 | 0 | |
Total | 76,309 | $ 73,523 |
Investing Receivables | Investment grade | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | 61,329 | |
2016 | 0 | |
2017 | 887 | |
2018 | 0 | |
2019 | 0 | |
2020 | 0 | |
Total | 62,216 | |
Investing Receivables | Non-investment grade | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | 3,020 | |
2016 | 0 | |
2017 | 0 | |
2018 | 0 | |
2019 | 11,073 | |
2020 | 0 | |
Total | 14,093 | |
Tenant Notes Receivables | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | 97 | |
2016 | 270 | |
2017 | 0 | |
2018 | 1,247 | |
2019 | 2,162 | |
2020 | 1,600 | |
Total | 5,376 | |
Tenant Notes Receivables | Investment grade | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | 0 | |
2016 | 68 | |
2017 | 0 | |
2018 | 1,069 | |
2019 | 95 | |
2020 | 0 | |
Total | 1,232 | |
Tenant Notes Receivables | Non-investment grade | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
2015 and Earlier | 97 | |
2016 | 202 | |
2017 | 0 | |
2018 | 178 | |
2019 | 2,067 | |
2020 | 1,600 | |
Total | $ 4,144 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Assets and liabilities measured at fair value on a recurring basis | ||
Marketable securities in deferred compensation plan | $ 2,532 | $ 3,060 |
Fair value measurement on a recurring basis | Deferred compensation plan | Trustees and Management | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Maximum percentage of participants' compensation which is deferrable (as a percent) | 100.00% | |
Marketable securities in deferred compensation plan | $ 2,500 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details 2) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Assets: | ||
Marketable securities in deferred compensation plan | $ 2,532 | $ 3,060 |
Fair value measurement on a recurring basis | ||
Assets: | ||
Total assets | 2,539 | |
Liabilities: | ||
Deferred compensation plan liability | 2,532 | |
Interest rate derivatives | 65,612 | |
Total liabilities | 68,144 | |
Fair value measurement on a recurring basis | Mutual funds | ||
Assets: | ||
Marketable securities in deferred compensation plan | 2,512 | |
Mutual funds | 7 | |
Fair value measurement on a recurring basis | Other | ||
Assets: | ||
Marketable securities in deferred compensation plan | 20 | |
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total assets | 2,539 | |
Liabilities: | ||
Deferred compensation plan liability | 0 | |
Interest rate derivatives | 0 | |
Total liabilities | 0 | |
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Mutual funds | ||
Assets: | ||
Marketable securities in deferred compensation plan | 2,512 | |
Mutual funds | 7 | |
Fair value measurement on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Other | ||
Assets: | ||
Marketable securities in deferred compensation plan | 20 | |
Fair value measurement on a recurring basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total assets | 0 | |
Liabilities: | ||
Deferred compensation plan liability | 2,532 | |
Interest rate derivatives | 65,612 | |
Total liabilities | 68,144 | |
Fair value measurement on a recurring basis | Significant Other Observable Inputs (Level 2) | Mutual funds | ||
Assets: | ||
Marketable securities in deferred compensation plan | 0 | |
Mutual funds | 0 | |
Fair value measurement on a recurring basis | Significant Other Observable Inputs (Level 2) | Other | ||
Assets: | ||
Marketable securities in deferred compensation plan | 0 | |
Fair value measurement on a recurring basis | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total assets | 0 | |
Liabilities: | ||
Deferred compensation plan liability | 0 | |
Interest rate derivatives | 0 | |
Total liabilities | 0 | |
Fair value measurement on a recurring basis | Significant Unobservable Inputs (Level 3) | Mutual funds | ||
Assets: | ||
Marketable securities in deferred compensation plan | 0 | |
Mutual funds | 0 | |
Fair value measurement on a recurring basis | Significant Unobservable Inputs (Level 3) | Other | ||
Assets: | ||
Marketable securities in deferred compensation plan | 0 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | ||
Liabilities: | ||
Interest rate derivatives | 65,612 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Mutual funds | ||
Assets: | ||
Mutual funds | 7 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Liabilities: | ||
Interest rate derivatives | 0 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Quoted Prices in Active Markets for Identical Assets (Level 1) | Mutual funds | ||
Assets: | ||
Mutual funds | 7 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Other Observable Inputs (Level 2) | ||
Liabilities: | ||
Interest rate derivatives | 65,612 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Other Observable Inputs (Level 2) | Mutual funds | ||
Assets: | ||
Mutual funds | 0 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Unobservable Inputs (Level 3) | ||
Liabilities: | ||
Interest rate derivatives | 0 | |
Fair value measurement on a recurring basis | Corporate Office Properties, L.P. | Significant Unobservable Inputs (Level 3) | Mutual funds | ||
Assets: | ||
Mutual funds | $ 0 |
Properties, Net - Operating pro
Properties, Net - Operating properties, net (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Operating properties, net | ||
Operating properties, net | $ 2,888,817 | $ 2,772,647 |
Operating Properties, net | ||
Operating properties, net | ||
Less: accumulated depreciation | (1,065,094) | (1,007,120) |
Operating properties, net | 2,888,817 | 2,772,647 |
Operating Properties, net | Land | ||
Operating properties, net | ||
Gross | 502,609 | 472,976 |
Operating Properties, net | Buildings and improvements | ||
Operating properties, net | ||
Gross | $ 3,451,302 | $ 3,306,791 |
Properties, Net - 2020 Developm
Properties, Net - 2020 Development Activities (Details) ft² in Thousands | Jun. 30, 2020ft²property |
Newly developed properties placed in service | |
Real Estate [Line Items] | |
Area of real estate property (in sqft or acres) | ft² | 621 |
Number of real estate properties | 4 |
Redeveloped properties placed in service | |
Real Estate [Line Items] | |
Area of real estate property (in sqft or acres) | ft² | 21 |
Properties under development | |
Real Estate [Line Items] | |
Area of real estate property (in sqft or acres) | ft² | 1,900 |
Number of real estate properties | 11 |
Properties under development, partially-operational | |
Real Estate [Line Items] | |
Number of real estate properties | 1 |
Properties under development, expansions of fully-operational properties | |
Real Estate [Line Items] | |
Number of real estate properties | 3 |
Leases (Details)
Leases (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Lessor, Lease, Description [Line Items] | |
Average term of contract | 5 years |
Minimum | |
Lessor, Lease, Description [Line Items] | |
Term of contract | 1 month |
Maximum | |
Lessor, Lease, Description [Line Items] | |
Term of contract | 15 years |
Leases (Details 1)
Leases (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Leases [Abstract] | |||||
Fixed | $ 103,993 | $ 104,193 | $ 208,102 | $ 208,837 | |
Variable | 28,154 | 27,222 | 55,057 | 53,481 | |
Lease revenue | 132,147 | $ 131,415 | 263,159 | $ 262,318 | |
Lease Payments to be Received | |||||
Remainder of fiscal year | 203,627 | 203,627 | |||
Year one | 372,518 | 372,518 | $ 388,310 | ||
Year two | 335,187 | 335,187 | 336,482 | ||
Year three | 281,094 | 281,094 | 299,356 | ||
Year four | 231,731 | 231,731 | 245,661 | ||
Year five | 195,246 | ||||
Thereafter | 634,608 | 634,608 | |||
Thereafter | 474,741 | ||||
Total | $ 2,058,765 | $ 2,058,765 | $ 1,939,796 |
Leases (Details 2)
Leases (Details 2) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($)Lease | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 71.5 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 29 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 96 years |
Washington, DC | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 10.2 |
Remaining term of contract | 80 years |
Number of contracts | Lease | 2 |
Baltimore, Maryland | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 6.4 |
Remaining term of contract | 29 years |
Renewal term | 49 years |
Stevens Investors, LLC | Washington, DC | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 37.8 |
Remaining term of contract | 96 years |
M Square Associates, LLC | College Park, Maryland | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 6.6 |
Number of contracts | Lease | 4 |
M Square Associates, LLC | College Park, Maryland | Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 63 years |
M Square Associates, LLC | College Park, Maryland | Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 74 years |
LW Redstone Company, LLC | Huntsville, Alabama | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 8.1 |
Renewal term | 25 years |
Number of contracts | Lease | 11 |
LW Redstone Company, LLC | Huntsville, Alabama | Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 43 years |
LW Redstone Company, LLC | Huntsville, Alabama | Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining term of contract | 50 years |
Fort Meade/BW Corridor | |
Lessee, Lease, Description [Line Items] | |
Lessee right-of-use asset | $ 2.3 |
Remaining term of contract | 48 years |
Number of contracts | Lease | 2 |
Leases (Details 3)
Leases (Details 3) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating leases - Property | $ 31,009 | $ 27,864 |
Finance leases - Property | 40,441 | 40,458 |
Total right-of-use assets | 71,450 | 68,322 |
Property - operating lease liabilities | 20,796 | 17,317 |
Finance leases - Property | 688 | 702 |
Total lease liabilities | $ 21,484 | $ 18,019 |
Leases (Details 4)
Leases (Details 4) | Jun. 30, 2020 |
Leases [Abstract] | |
Operating leases, Weighted average remaining lease term | 65 years |
Finance leases, Weighted average remaining lease term (less than) | 1 year |
Operating lease, Weighted average discount rate | 7.22% |
Finance lease, Weighted average discount rate | 3.62% |
Leases (Details 5)
Leases (Details 5) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lessee, Lease, Description [Line Items] | ||||
Lease costs | $ 454 | $ 425 | $ 894 | $ 838 |
Property Operating Expense | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease cost | 445 | 413 | 876 | 826 |
Finance lease right-of use amortization | $ 9 | $ 12 | $ 18 | $ 12 |
Leases (Details 6)
Leases (Details 6) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating cash flows for operating leases | $ 541 | $ 550 |
Financing cash flows for financing leases | $ 14 | $ 4 |
Leases (Details 7)
Leases (Details 7) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Operating leases | ||
Remainder of fiscal year | $ 636 | |
Year one | 1,328 | $ 1,092 |
Year two | 1,352 | 1,138 |
Year three | 1,358 | 1,162 |
Year four | 1,363 | 1,167 |
Year five | 1,173 | |
Thereafter | 113,780 | |
Thereafter | 100,609 | |
Total lease payments | 119,817 | 106,341 |
Less: Amount representing interest | (99,021) | (89,024) |
Lease liability | 20,796 | 17,317 |
Finance leases | ||
Remainder of fiscal year | 660 | |
Year one | 14 | 674 |
Year two | 14 | 14 |
Year three | 0 | 14 |
Year four | 0 | 0 |
Year five | 0 | |
Thereafter | 0 | |
Thereafter | 0 | |
Total lease payments | 688 | 702 |
Less: Amount representing interest | 0 | 0 |
Lease liability | 688 | 702 |
Total | ||
Remainder of fiscal year | 1,296 | |
Year one | 1,342 | 1,766 |
Year two | 1,366 | 1,152 |
Year three | 1,358 | 1,176 |
Year four | 1,363 | 1,167 |
Year five | 1,173 | |
Thereafter | 113,780 | |
Thereafter | 100,609 | |
Total lease payments | 120,505 | 107,043 |
Less: Amount representing interest | (99,021) | (89,024) |
Total lease liabilities | $ 21,484 | $ 18,019 |
Real Estate Joint Ventures (Det
Real Estate Joint Ventures (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | |
Investments in consolidated real estate joint ventures | |||
Total Assets | $ 4,011,325 | $ 3,854,453 | $ 3,803,469 |
Total Liabilities | 2,331,253 | $ 2,105,777 | |
Variable Interest Entity, Primary Beneficiary | |||
Investments in consolidated real estate joint ventures | |||
Total Assets | 569,938 | ||
Encumbered Assets | 315,339 | ||
Total Liabilities | $ 233,358 | ||
Variable Interest Entity, Primary Beneficiary | LW Redstone Company, LLC | |||
Investments in consolidated real estate joint ventures | |||
Nominal Ownership % | 85.00% | ||
Total Assets | $ 335,040 | ||
Encumbered Assets | 111,380 | ||
Total Liabilities | $ 107,223 | ||
Variable Interest Entity, Primary Beneficiary | M Square Associates, LLC | |||
Investments in consolidated real estate joint ventures | |||
Nominal Ownership % | 50.00% | ||
Total Assets | $ 92,946 | ||
Encumbered Assets | 62,725 | ||
Total Liabilities | $ 56,153 | ||
Variable Interest Entity, Primary Beneficiary | Stevens Investors, LLC | |||
Investments in consolidated real estate joint ventures | |||
Nominal Ownership % | 95.00% | ||
Total Assets | $ 141,952 | ||
Encumbered Assets | 141,234 | ||
Total Liabilities | $ 69,982 |
Real Estate Joint Ventures (D_2
Real Estate Joint Ventures (Details 2) $ in Thousands | 1 Months Ended | ||
May 31, 2020USD ($) | Jun. 30, 2020USD ($)property | Dec. 31, 2019USD ($) | |
Unconsolidated Real Estate Joint Ventures | |||
Schedule of Equity Method Investments [Line Items] | |||
Number of Properties | property | 15 | ||
Carrying value of Investments | $ 50,457 | $ 51,949 | |
GI-COPT DC Partnership LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Nominal Ownership % | 50.00% | ||
Number of Properties | property | 6 | ||
Carrying value of Investments | $ 36,720 | 37,816 | |
Maximum cost reimbursement for development | $ 6,000 | ||
Variable Interest Entity, Not Primary Beneficiary | BREIT COPT DC JV LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Nominal Ownership % | 10.00% | ||
Number of Properties | property | 9 | ||
Carrying value of Investments | $ 13,737 | $ 14,133 |
Investing Receivables (Details)
Investing Receivables (Details) - Investing Receivables - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 76,309 | $ 73,523 |
Allowance for credit losses | (3,976) | 0 |
Investing receivables, net | 72,333 | 73,523 |
Notes receivable from the City of Huntsville | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | 62,216 | 59,427 |
Other investing loans receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investing receivables | $ 14,093 | $ 14,096 |
Investing Receivables - Narrati
Investing Receivables - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Other investing loans receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest rate | 8.00% | |
LW Redstone Company, LLC | Notes receivable from the City of Huntsville | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest rate | 9.95% | |
Investing Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable, fair value disclosure | $ 77 | $ 74 |
Investing Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accrued interest receivable, net of allowance for credit losses | $ 1.9 | $ 4.7 |
Prepaid Expenses and Other As_3
Prepaid Expenses and Other Assets, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||||
Restricted cash | $ 4,270 | $ 3,397 | $ 4,452 | $ 3,884 |
Marketable securities in deferred compensation plan | 2,532 | 3,060 | ||
Total | 78,059 | 96,076 | ||
Taxable REIT Subsidiary | ||||
Property, Plant and Equipment [Line Items] | ||||
Deferred tax assets, valuation allowance | (533) | (480) | ||
Corporate Office Properties, L.P. | ||||
Property, Plant and Equipment [Line Items] | ||||
Lease incentives, net | 29,092 | 28,433 | ||
Furniture, fixtures and equipment, net | 9,015 | 7,823 | ||
Non-real estate equity investments | 6,726 | 6,705 | ||
Prepaid expenses | 6,600 | 18,835 | ||
Construction contract costs in excess of billings, net | 5,508 | 17,223 | ||
Restricted cash | 4,270 | 3,397 | $ 4,452 | $ 3,884 |
Deferred financing costs, net | 3,069 | 3,633 | ||
Deferred tax asset, net | 2,249 | 2,328 | ||
Other assets | 8,998 | 4,639 | ||
Total | $ 75,527 | $ 93,016 |
Debt, Net (Details)
Debt, Net (Details) | Mar. 06, 2020USD ($) | Jun. 30, 2020USD ($)extension | Dec. 31, 2019USD ($) |
Debt | |||
Carrying Value | $ 2,012,019,000 | $ 1,831,139,000 | |
Mortgage and other secured debt | |||
Debt | |||
Carrying Value | $ 250,121,000 | 211,485,000 | |
Line of Credit | Revolving Credit Facility | |||
Debt | |||
Number of extensions | extension | 2 | ||
Extension option period (in years) | 6 months | ||
Line of credit facility, extension fee percentage | 0.075% | ||
Loans payable | |||
Debt | |||
Deferred financing costs, net | $ 6,000,000 | 5,800,000 | |
Fixed rate mortgage debt | Mortgage and other secured debt | |||
Debt | |||
Carrying Value | 141,729,000 | 143,430,000 | |
Unamortized premium included in carrying value | $ 186,000 | 217,000 | |
Weighted average interest rate (as a percent) | 4.16% | ||
Fixed rate mortgage debt | Mortgage and other secured debt | Minimum | |||
Debt | |||
Interest rate (as a percent) | 3.82% | ||
Fixed rate mortgage debt | Mortgage and other secured debt | Maximum | |||
Debt | |||
Interest rate (as a percent) | 4.62% | ||
Variable-rate secured debt | Mortgage and other secured debt | |||
Debt | |||
Carrying Value | $ 108,392,000 | 68,055,000 | |
Weighted average interest rate (as a percent) | 2.22% | ||
Variable-rate secured debt | Mortgage and other secured debt | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.45% | ||
Variable-rate secured debt | Mortgage and other secured debt | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 2.35% | ||
Construction Loan | Mortgage and other secured debt | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Remaining borrowing capacity | $ 47,600,000 | ||
Revolving Credit Facility | |||
Debt | |||
Carrying Value | $ 169,000,000 | 177,000,000 | |
Weighted average interest rate (as a percent) | 1.20% | ||
Aggregate additional borrowing capacity available | $ 500,000,000 | ||
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 0.775% | ||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.45% | ||
Term Loan Facility | |||
Debt | |||
Carrying Value | $ 398,058,000 | 248,706,000 | |
Interest rate (as a percent) | 1.17% | ||
Loan increase | $ 150,000,000 | ||
Term Loan Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.00% | ||
Term Loan Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Variable rate, spread (as a percent) | 1.65% | ||
3.60%, $350,000 aggregate principal | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 348,658,000 | 348,431,000 | |
Debt instrument, face amount | $ 350,000,000 | ||
Interest rate (as a percent) | 3.60% | ||
Unamortized discount included in carrying value | $ 939,000 | 1,100,000 | |
Effective interest rate on debt (as a percent) | 3.70% | ||
5.25%, $250,000 aggregate principal | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 247,920,000 | 247,652,000 | |
Debt instrument, face amount | $ 250,000,000 | ||
Interest rate (as a percent) | 5.25% | ||
Unamortized discount included in carrying value | $ 1,900,000 | 2,100,000 | |
Effective interest rate on debt (as a percent) | 5.49% | ||
3.70%, $300,000 aggregate principal | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 299,585,000 | 299,324,000 | |
Debt instrument, face amount | $ 300,000,000 | ||
Interest rate (as a percent) | 3.70% | ||
Unamortized discount included in carrying value | $ 324,000 | 534,000 | |
Effective interest rate on debt (as a percent) | 3.85% | ||
5.00%, $300,000 aggregate principal | Unsecured senior notes | |||
Debt | |||
Carrying Value | $ 297,707,000 | 297,503,000 | |
Debt instrument, face amount | $ 300,000,000 | ||
Interest rate (as a percent) | 5.00% | ||
Unamortized discount included in carrying value | $ 1,900,000 | 2,100,000 | |
Effective interest rate on debt (as a percent) | 5.15% | ||
Unsecured note payable | |||
Debt | |||
Carrying Value | $ 970,000 | 1,038,000 | |
Interest rate (as a percent) | 0.00% | ||
Unamortized discount included in carrying value | $ 191,000 | $ 223,000 |
Debt, Net (Narrative) (Details)
Debt, Net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Debt Disclosure [Abstract] | ||||
Interest costs capitalized | $ 3.2 | $ 2.4 | $ 6.5 | $ 4.4 |
Debt, Net (Details 2)
Debt, Net (Details 2) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Carrying Amount | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | $ 2,012,019 | $ 1,831,139 |
Carrying Amount | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 1,193,870 | 1,192,910 |
Carrying Amount | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 142,699 | 144,468 |
Carrying Amount | Variable-rate secured debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 675,450 | 493,761 |
Estimated Fair Value | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 2,036,313 | 1,873,310 |
Estimated Fair Value | Unsecured senior notes | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 1,224,800 | 1,227,441 |
Estimated Fair Value | Other fixed-rate debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | 145,473 | 149,907 |
Estimated Fair Value | Variable-rate secured debt | ||
Carrying amount and estimated fair value of debt | ||
Long-term debt | $ 666,040 | $ 495,962 |
Interest Rate Derivatives (Deta
Interest Rate Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Amount of Loss Recognized in AOCL on Derivatives | $ (3,315) | $ (13,545) | $ (41,020) | $ (22,390) | |
Amount of (Loss) Gain Reclassified from AOCL into Interest Expense on Statement of Operations | (935) | 557 | (1,066) | 1,127 | |
Interest rate swaps | Interest Expense | |||||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Amount of (Loss) Gain Reclassified from AOCL into Interest Expense on Statement of Operations | (935) | $ 557 | (1,066) | $ 1,127 | |
Interest rate swaps | Prepaid expenses and other assets, net | |||||
Fair value of interest rate derivatives and balance sheet classification | |||||
Interest rate swaps designated as cash flow hedges | 0 | 0 | $ 23 | ||
Interest rate swaps | Interest rate derivatives (liabilities) | |||||
Fair value of interest rate derivatives and balance sheet classification | |||||
Interest rate swaps designated as cash flow hedges | (65,612) | (65,612) | (25,682) | ||
Designated | |||||
Fair values of interest rate swap derivatives | |||||
Fair value of interest rate swaps | (65,612) | (65,612) | (25,659) | ||
Designated | Interest rate swaps | |||||
Effect of interest rate derivatives on consolidated statements of operations and comprehensive income | |||||
Approximate amount to be reclassified from AOCL to interest expense over the next 12 months | 8,100 | 8,100 | |||
Fair value of derivative liability | 65,800 | 65,800 | |||
Settlement amount of derivative obligation at termination value | 66,200 | 66,200 | |||
Designated | Interest rate swap, effective October 13, 2015 | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 12,234 | $ 12,234 | |||
Fixed Rate | 1.39% | 1.39% | |||
Fair value of interest rate swaps | $ (38) | $ (38) | 23 | ||
Notional amount of interest rate derivatives after scheduled amortization | 12,100 | 12,100 | |||
Designated | Interest rate swap, effective September 1, 2016, swap one | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed Rate | 1.901% | 1.901% | |||
Fair value of interest rate swaps | $ (4,326) | $ (4,326) | (1,028) | ||
Designated | Interest rate swap, effective September 1, 2016, swap two | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 100,000 | $ 100,000 | |||
Fixed Rate | 1.905% | 1.905% | |||
Fair value of interest rate swaps | $ (4,336) | $ (4,336) | (1,037) | ||
Designated | Interest rate swap, effective September 1, 2016, swap three | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 50,000 | $ 50,000 | |||
Fixed Rate | 1.908% | 1.908% | |||
Fair value of interest rate swaps | $ (2,171) | $ (2,171) | (524) | ||
Designated | Interest rate swap, effective August 1, 2019 | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 11,200 | $ 11,200 | |||
Fixed Rate | 1.678% | 1.678% | |||
Fair value of interest rate swaps | $ (858) | $ (858) | (20) | ||
Notional amount of interest rate derivatives after scheduled amortization | 10,000 | 10,000 | |||
Designated | Interest rate swap, effective April 1, 2020, swap one | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 150,000 | $ 150,000 | |||
Fixed Rate | 0.498% | 0.498% | |||
Fair value of interest rate swaps | $ (248) | $ (248) | 0 | ||
Designated | Interest rate swap, effective April 1, 2020, swap two | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 23,000 | $ 23,000 | |||
Fixed Rate | 0.573% | 0.573% | |||
Fair value of interest rate swaps | $ (378) | $ (378) | 0 | ||
Notional amount of interest rate derivatives after scheduled amortization | 22,100 | 22,100 | |||
Designated | Interest rate swap, effective June 30, 2020, swap one | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 75,000 | $ 75,000 | |||
Fixed Rate | 3.176% | 3.176% | |||
Fair value of interest rate swaps | $ (18,779) | $ (18,779) | (8,640) | ||
Designated | Interest rate swap, effective June 30, 2020, swap two | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 75,000 | $ 75,000 | |||
Fixed Rate | 3.192% | 3.192% | |||
Fair value of interest rate swaps | $ (18,897) | $ (18,897) | (8,749) | ||
Designated | Interest rate swap, effective June 30, 2020, swap three | |||||
Fair values of interest rate swap derivatives | |||||
Notional Amount | $ 75,000 | $ 75,000 | |||
Fixed Rate | 2.744% | 2.744% | |||
Fair value of interest rate swaps | $ (15,581) | $ (15,581) | $ (5,684) |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020USD ($)joint_venture | Jun. 30, 2019USD ($) | |
Noncontrolling Interest [Abstract] | ||
Number of joint ventures with redeemable noncontrolling interests | joint_venture | 2 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||
Beginning balance | $ 29,431 | $ 26,260 |
Distributions to noncontrolling interests | (12,695) | (876) |
Net income attributable to noncontrolling interests | 2,075 | 1,544 |
Adjustment to arrive at fair value of interests | 4,337 | 2,875 |
Ending balance | $ 23,148 | $ 29,803 |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 |
Class of Stock [Line Items] | |||||
Conversion of common units to common shares (in units/shares) | 12,009 | 5,500 | |||
Dividends declared per share (in usd per share) | $ 0.275 | $ 0.275 | $ 0.550 | $ 0.550 | |
Common Shares | 2018 Common Stock Issued to Public Under At-the-Market Program | |||||
Class of Stock [Line Items] | |||||
At the market, offering program established, aggregate value | $ 300 | ||||
Corporate Office Properties, L.P. | |||||
Class of Stock [Line Items] | |||||
Dividends declared per share (in usd per share) | $ 0.275 | $ 0.275 | $ 0.550 | $ 0.550 |
Information by Business Segme_3
Information by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Segment financial information for real estate operations | |||||
Revenues from real estate operations | $ 144,774 | $ 175,070 | $ 290,571 | $ 324,010 | |
Property operating expenses | (50,204) | (47,886) | (100,203) | (97,331) | |
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 | |
Segment assets | 4,011,325 | 3,803,469 | 4,011,325 | 3,803,469 | $ 3,854,453 |
Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 132,538 | 132,771 | 264,654 | 264,761 | |
Property operating expenses | (50,204) | (47,886) | (100,203) | (97,331) | |
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 | |
NOI from real estate operations | 84,059 | 86,136 | 167,889 | 169,900 | |
Additions to long-lived assets | 24,870 | 15,665 | 41,464 | 30,519 | |
Transfers from non-operating properties | 83,779 | 101,611 | 141,956 | 141,086 | |
Defense/Information Technology Locations | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 110,244 | 108,452 | 219,030 | 216,975 | |
Property operating expenses | (39,551) | (36,330) | (78,542) | (75,212) | |
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 | |
NOI from real estate operations | 72,418 | 73,373 | 143,926 | 144,233 | |
Additions to long-lived assets | 12,418 | 10,666 | 24,712 | 21,365 | |
Transfers from non-operating properties | 83,779 | 101,611 | 141,956 | 141,086 | |
Defense/Information Technology Locations | Fort Meade/BW Corridor | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 62,698 | 61,659 | 127,136 | 124,342 | |
Property operating expenses | (20,859) | (19,344) | (42,081) | (41,679) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 41,839 | 42,315 | 85,055 | 82,663 | |
Additions to long-lived assets | 6,958 | 7,499 | 14,633 | 11,434 | |
Transfers from non-operating properties | 3,975 | 1,338 | 4,513 | 6,378 | |
Defense/Information Technology Locations | Northern Virginia Defense/IT | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 14,447 | 13,912 | 28,125 | 28,743 | |
Property operating expenses | (5,335) | (4,694) | (10,520) | (9,986) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 9,112 | 9,218 | 17,605 | 18,757 | |
Additions to long-lived assets | 3,204 | 1,703 | 5,895 | 3,150 | |
Transfers from non-operating properties | 524 | 20 | 780 | 4,529 | |
Defense/Information Technology Locations | Lackland Air Force Base | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 13,257 | 12,104 | 25,333 | 23,665 | |
Property operating expenses | (7,785) | (6,648) | (14,580) | (12,607) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 5,472 | 5,456 | 10,753 | 11,058 | |
Additions to long-lived assets | 0 | 0 | 0 | 0 | |
Transfers from non-operating properties | 145 | 1,833 | 160 | 8,336 | |
Defense/Information Technology Locations | Navy Support Locations | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 8,119 | 8,185 | 16,460 | 16,340 | |
Property operating expenses | (3,171) | (3,286) | (6,456) | (6,690) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 4,948 | 4,899 | 10,004 | 9,650 | |
Additions to long-lived assets | 2,110 | 928 | 3,868 | 5,945 | |
Transfers from non-operating properties | 0 | 0 | 0 | 0 | |
Defense/Information Technology Locations | Redstone Arsenal | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 4,647 | 3,968 | 9,323 | 7,907 | |
Property operating expenses | (1,612) | (1,599) | (3,459) | (3,138) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 3,035 | 2,369 | 5,864 | 4,769 | |
Additions to long-lived assets | 146 | 536 | 316 | 836 | |
Transfers from non-operating properties | 29,171 | 5,576 | 30,307 | 9,211 | |
Defense/Information Technology Locations | Data Center Shells | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 7,076 | 8,624 | 12,653 | 15,978 | |
Property operating expenses | (789) | (759) | (1,446) | (1,112) | |
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 | |
NOI from real estate operations | 8,012 | 9,116 | 14,645 | 17,336 | |
Additions to long-lived assets | 0 | 0 | 0 | 0 | |
Transfers from non-operating properties | 49,964 | 92,844 | 106,196 | 112,632 | |
Regional Office | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 15,162 | 15,018 | 30,622 | 29,851 | |
Property operating expenses | (6,888) | (7,590) | (14,425) | (15,006) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 8,274 | 7,428 | 16,197 | 14,845 | |
Additions to long-lived assets | 4,445 | 4,870 | 7,802 | 8,859 | |
Transfers from non-operating properties | 0 | 0 | 0 | 0 | |
Operating wholesale data center | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 6,455 | 8,560 | 13,627 | 16,431 | |
Property operating expenses | (3,463) | (3,618) | (6,696) | (6,456) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 2,992 | 4,942 | 6,931 | 9,975 | |
Additions to long-lived assets | 7,904 | 95 | 8,782 | 251 | |
Transfers from non-operating properties | 0 | 0 | 0 | 0 | |
Other | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Revenues from real estate operations | 677 | 741 | 1,375 | 1,504 | |
Property operating expenses | (302) | (348) | (540) | (657) | |
UJV NOI allocable to COPT | 0 | 0 | 0 | 0 | |
NOI from real estate operations | 375 | 393 | 835 | 847 | |
Additions to long-lived assets | 103 | 34 | 168 | 44 | |
Transfers from non-operating properties | 0 | 0 | 0 | 0 | |
Segment assets | |||||
Segment financial information for real estate operations | |||||
Segment assets | 3,140,539 | 3,036,140 | 3,140,539 | 3,036,140 | |
Segment assets | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 3,140,539 | 3,036,140 | 3,140,539 | 3,036,140 | |
Segment assets | Defense/Information Technology Locations | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 2,542,060 | 2,429,467 | 2,542,060 | 2,429,467 | |
Segment assets | Defense/Information Technology Locations | Fort Meade/BW Corridor | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 1,271,790 | 1,274,336 | 1,271,790 | 1,274,336 | |
Segment assets | Defense/Information Technology Locations | Northern Virginia Defense/IT | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 394,363 | 398,586 | 394,363 | 398,586 | |
Segment assets | Defense/Information Technology Locations | Lackland Air Force Base | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 144,253 | 146,475 | 144,253 | 146,475 | |
Segment assets | Defense/Information Technology Locations | Navy Support Locations | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 181,744 | 187,172 | 181,744 | 187,172 | |
Segment assets | Defense/Information Technology Locations | Redstone Arsenal | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 167,161 | 115,222 | 167,161 | 115,222 | |
Segment assets | Defense/Information Technology Locations | Data Center Shells | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 382,749 | 307,676 | 382,749 | 307,676 | |
Segment assets | Regional Office | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 389,058 | 393,110 | 389,058 | 393,110 | |
Segment assets | Operating wholesale data center | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | 205,711 | 209,787 | 205,711 | 209,787 | |
Segment assets | Other | Real estate operations | |||||
Segment financial information for real estate operations | |||||
Segment assets | $ 3,710 | $ 3,776 | $ 3,710 | $ 3,776 |
Information by Business Segme_4
Information by Business Segment (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Reconciliation of segment revenues to total revenues | ||||
Construction contract and other service revenues | $ 12,236 | $ 42,299 | $ 25,917 | $ 59,249 |
Total revenues | 144,774 | 175,070 | 290,571 | 324,010 |
Reconciliation of UJV NOI allocable to COPT to Equity Income in Unconsolidated Entities | ||||
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 |
Less: Income from UJV allocable to COPT attributable to depreciation and amortization expense and interest expense | (1,270) | (830) | (2,540) | (1,657) |
Add: Equity in loss of unconsolidated non-real estate entities | (1) | (1) | (3) | (2) |
Equity in income of unconsolidated entities | 454 | 420 | 895 | 811 |
Computation of net operating income from service operations | ||||
Construction contract and other service revenues | 12,236 | 42,299 | 25,917 | 59,249 |
Construction contract and other service expenses | (11,711) | (41,002) | (24,832) | (57,328) |
Real estate operations | ||||
Reconciliation of segment revenues to total revenues | ||||
Total revenues | 132,538 | 132,771 | 264,654 | 264,761 |
Reconciliation of UJV NOI allocable to COPT to Equity Income in Unconsolidated Entities | ||||
UJV NOI allocable to COPT | 1,725 | 1,251 | 3,438 | 2,470 |
Service operations | ||||
Computation of net operating income from service operations | ||||
NOI from service operations | $ 525 | $ 1,297 | $ 1,085 | $ 1,921 |
Information by Business Segme_5
Information by Business Segment (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment financial information for real estate operations | ||||
Interest and other income | $ 2,282 | $ 1,849 | $ 3,487 | $ 4,135 |
Credit loss expense | (615) | 0 | (1,304) | 0 |
Gain on sales of real estate | 0 | 84,469 | 5 | 84,469 |
Equity in income of unconsolidated entities | 454 | 420 | 895 | 811 |
Income tax (expense) benefit | (30) | 176 | (79) | (18) |
Depreciation and other amortization associated with real estate operations | (33,612) | (34,802) | (66,208) | (69,598) |
General, administrative and leasing expenses | (8,158) | (9,386) | (15,644) | (18,137) |
Business development expenses and land carry costs | (1,262) | (870) | (2,380) | (1,983) |
Interest expense | (16,797) | (18,475) | (33,637) | (37,149) |
Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities | (1,725) | (1,251) | (3,438) | (2,470) |
Net income | 25,121 | 109,563 | 50,671 | 131,881 |
Real estate operations | ||||
Segment financial information for real estate operations | ||||
NOI from real estate operations | 84,059 | 86,136 | 167,889 | 169,900 |
Less: UJV NOI allocable to COPT included in equity in income of unconsolidated entities | (1,725) | (1,251) | (3,438) | (2,470) |
Service operations | ||||
Segment financial information for real estate operations | ||||
NOI from service operations | $ 525 | $ 1,297 | $ 1,085 | $ 1,921 |
Information by Business Segme_6
Information by Business Segment (Details 4) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | $ 4,011,325 | $ 3,854,453 | $ 3,803,469 |
Operating properties lease liabilities included in segment assets | 20,796 | $ 17,317 | |
Segment assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | 3,140,539 | 3,036,140 | |
Operating properties lease liabilities included in segment assets | 19,073 | 16,502 | |
Other assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | 679,207 | 523,801 | |
Non-operating property assets | |||
Reconciliation of segment assets to total assets | |||
Total COPT consolidated assets | $ 172,506 | $ 227,026 |
Construction Contract and Oth_3
Construction Contract and Other Service Revenues (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | $ 12,236 | $ 42,299 | $ 25,917 | $ 59,249 |
Construction | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 10,851 | 42,010 | 23,734 | 58,499 |
Design | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 1,128 | 86 | 1,670 | 338 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 257 | 203 | 513 | 412 |
Guaranteed Maximum Price | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 5,432 | 25,792 | 10,476 | 38,148 |
Firm fixed price | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 2,984 | 1,335 | 8,056 | 3,660 |
Cost-plus fee | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | 3,563 | 14,969 | 6,872 | 17,029 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Construction contract and other service revenues | $ 257 | $ 203 | $ 513 | $ 412 |
Construction Contract and Oth_4
Construction Contract and Other Service Revenues - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Remaining performance obligations | $ 70,500,000 | $ 70,500,000 | ||
Remaining performance obligation expected to be recognized during the remainder of year | 20,000,000 | 20,000,000 | ||
Construction Contract Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Performance obligations satisfied or already satisfied | 74,000 | $ (14,000) | 74,000 | $ 18,000 |
Deferred incremental costs incurred | $ 0 | $ 0 | $ 0 | $ 0 |
Construction Contract and Oth_5
Construction Contract and Other Service Revenues (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Change in Accounts Receivable | ||||
Beginning balance | $ 35,444 | |||
Ending balance | $ 30,404 | 30,404 | ||
Construction Contract Revenue | ||||
Change in Accounts Receivable | ||||
Beginning balance | 12,378 | $ 6,701 | ||
Ending balance | 8,898 | $ 34,837 | 8,898 | 34,837 |
Change in Contract with Customer, Asset | ||||
Beginning balance | 17,223 | 3,189 | ||
Ending balance | 5,508 | 12,629 | 5,508 | 12,629 |
Change in Contract with Customer, Liability | ||||
Beginning balance | 1,184 | 568 | ||
Ending balance | 2,435 | 156 | 2,435 | 156 |
Portion of beginning balance recognized in revenue during the period ended June 30 | $ 92 | $ 6 | $ 738 | $ 445 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) $ / shares in Units, $ in Thousands | Jan. 13, 2020shares | Jan. 01, 2020USD ($)Percentile_Rank$ / sharesshares | Jun. 30, 2020USD ($)form$ / sharesshares |
Restricted shares | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 152,793 | ||
Aggregate grant date fair value | $ | $ 3,900 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 25.20 | ||
Shares vested (in shares) | 159,083 | ||
Weighted average fair value of shares vested (in dollars per share) | $ / shares | $ 28.16 | ||
Aggregate intrinsic value of awards upon vesting | $ | $ 4,000 | ||
Deferred Share Awards | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 7,972 | ||
Aggregate grant date fair value | $ | $ 187 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 23.44 | ||
PIUs | |||
Share-Based Compensation | |||
Number of forms of executive compensation | form | 2 | ||
Time-based PIU's | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 75,053 | ||
Aggregate grant date fair value | $ | $ 1,900 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 25.14 | ||
Shares vested (in shares) | 25,182 | ||
Weighted average fair value of shares vested (in dollars per share) | $ / shares | $ 26.30 | ||
Aggregate intrinsic value of awards upon vesting | $ | $ 640 | ||
Shares canceled (in shares) | 20,622 | ||
Performance-based PIU's | |||
Share-Based Compensation | |||
Stock awards granted (in shares or units) | 176,758 | ||
Aggregate grant date fair value | $ | $ 2,900 | ||
Aggregate grant date fair value (in dollars per share) | $ / shares | $ 16.36 | ||
Award vesting period | 3 years | ||
Shares canceled (in shares) | 73,184 | ||
Potential earned PSUs payout for defined levels of performance under awards | |||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 75th or greater percentile rank | 100.00% | ||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 50th percentile rank | 50.00% | ||
Earned PB-PIUs payout (as a percent of PB-PIUs granted) on 25th percentile rank | 25.00% | ||
Earned PB-PIUs granted on percentile rank below 25th (as a percent) | 0.00% | ||
The number of percentile ranks to fall between to earn interpolated PB-PIUs between such percentile ranks, conditioned on the percentile rank exceeding 25% | Percentile_Rank | 2 | ||
Assumptions used to value stock awards | |||
Percent of award distribution rights | 10.00% | ||
Award performance period | 3 years | ||
Baseline value per common share (in dollars per share) | $ / shares | $ 29.38 | ||
Expected volatility of common shares (as a percent) | 18.00% | ||
Risk-free interest rate (as a percent) | 1.65% | ||
2017 PSU Grants | Performance share units | |||
Share-Based Compensation | |||
Shares issued (in shares) | 23,181 | ||
Percentage of target | 53.00% | ||
Executives | Time-based PIU's | |||
Share-Based Compensation | |||
Award vesting period | 3 years | ||
Vesting increments of awards granted | 33.33% |
Earnings Per Share ("EPS") an_3
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Numerator: | |||||
Net income attributable to COPT/COPLP | $ 23,497 | $ 106,791 | $ 47,551 | $ 127,650 | |
Income attributable to share-based compensation awards | (115) | (364) | (220) | (413) | |
Numerator for basic EPS/EPU on net income attributable to COPT/COPLP common shareholders/unitholders | 23,382 | 106,427 | 47,331 | 127,237 | |
Preferred unit distributions | 0 | 165 | 0 | 0 | |
Redeemable noncontrolling interests | 0 | 902 | 0 | 66 | |
Common units in the Operating Partnership | 0 | 0 | 0 | 1,515 | |
Income attributable to share-based compensation awards | 6 | 18 | 14 | 22 | |
Numerator for diluted EPS/EPU on net income attributable to COPT/COPLP common shareholders/unitholders | $ 23,388 | $ 107,512 | $ 47,345 | $ 128,840 | |
Denominator (all weighted averages): | |||||
Denominator for basic EPS/EPU (common shares/units) | 111,800 | 111,557 | 111,762 | 110,759 | |
Dilutive convertible preferred units | 0 | 176 | 0 | 0 | |
Dilutive effect of common units | 0 | 0 | 0 | 1,329 | |
Dilutive effect of redeemable noncontrolling interests | 0 | 1,062 | 0 | 130 | |
Dilutive effect of share-based compensation awards (in shares/units) | 321 | 310 | 280 | 289 | |
Denominator for diluted EPS/EPU (common shares/units) | 112,121 | 113,105 | 112,042 | 112,507 | |
Basic EPS: | |||||
Basic EPS/EPU (in dollars per share/unit) | [1] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Diluted EPS: | |||||
Diluted EPS/EPU (in dollars per share/unit) | [1] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Corporate Office Properties, L.P. | |||||
Numerator: | |||||
Net income attributable to COPT/COPLP | $ 23,858 | $ 108,295 | $ 48,276 | $ 129,576 | |
Preferred share/unit dividends/distributions | (77) | (165) | (154) | (330) | |
Income attributable to share-based compensation awards | (133) | (438) | (254) | (494) | |
Numerator for basic EPS/EPU on net income attributable to COPT/COPLP common shareholders/unitholders | 23,648 | 107,692 | 47,868 | 128,752 | |
Preferred unit distributions | 0 | 165 | 0 | 0 | |
Redeemable noncontrolling interests | 0 | 902 | 0 | 66 | |
Income attributable to share-based compensation awards | 0 | 18 | 0 | 22 | |
Numerator for diluted EPS/EPU on net income attributable to COPT/COPLP common shareholders/unitholders | $ 23,648 | $ 108,777 | $ 47,868 | $ 128,840 | |
Denominator (all weighted averages): | |||||
Denominator for basic EPS/EPU (common shares/units) | 113,037 | 112,884 | 112,994 | 112,088 | |
Dilutive convertible preferred units | 0 | 176 | 0 | 0 | |
Dilutive effect of redeemable noncontrolling interests | 0 | 1,062 | 0 | 130 | |
Dilutive effect of share-based compensation awards (in shares/units) | 321 | 310 | 280 | 289 | |
Denominator for diluted EPS/EPU (common shares/units) | 113,358 | 114,432 | 113,274 | 112,507 | |
Basic EPS: | |||||
Basic EPS/EPU (in dollars per share/unit) | [2] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
Diluted EPS: | |||||
Diluted EPS/EPU (in dollars per share/unit) | [2] | $ 0.21 | $ 0.95 | $ 0.42 | $ 1.15 |
[1] | Basic and diluted earnings per common share are calculated based on amounts attributable to common shareholders of Corporate Office Properties Trust. | ||||
[2] | Basic and diluted earnings per common unit are calculated based on amounts attributable to common unitholders of Corporate Office Properties, L.P. |
Earnings Per Share ("EPS") an_4
Earnings Per Share ("EPS") and Earnings Per Unit ("EPU") (Details 2) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Conversion of common units | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,237 | 1,327 | 1,232 | 0 |
Conversion of redeemable noncontrolling interests | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 878 | 0 | 944 | 907 |
Conversion of Series I preferred units | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 176 | 0 | 176 | 176 |
Weighted average shares related to forward equity sale agreements | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 758 | |||
Weighted average restricted shares/units and deferred shares | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 429 | 425 | 434 | 444 |
Weighted average options | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 17 | 23 | ||
Weighted average unvested TB-PIUs | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 90 | 59 | 82 | 39 |
Corporate Office Properties, L.P. | Conversion of redeemable noncontrolling interests | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 878 | 0 | 944 | 907 |
Corporate Office Properties, L.P. | Conversion of Series I preferred units | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 176 | 0 | 176 | 176 |
Corporate Office Properties, L.P. | Weighted average shares related to forward equity sale agreements | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 758 | |||
Corporate Office Properties, L.P. | Weighted average restricted shares/units and deferred shares | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 429 | 425 | 434 | 444 |
Corporate Office Properties, L.P. | Weighted average options | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 17 | 23 | ||
Corporate Office Properties, L.P. | Weighted average unvested TB-PIUs | ||||
Antidilutive securities | ||||
Weighted average antidilutive securities excluded from computation of diluted earnings per share (in shares) | 90 | 59 | 82 | 39 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jun. 30, 2020USD ($)property |
Commitments and Contingencies Disclosure [Abstract] | |
Estimate of possible loss | $ 3.2 |
Environmental Indemnity Agreement | |
Number of lease properties which were provided environmental indemnifications | property | 3 |
Maximum environmental indemnification to the tenant against consequential damages after acquisition of property | $ 19 |
Tax Incremental Financing Bond | Anne Arundel County, Maryland | Specialty Tax Guarantee | |
Environmental Indemnity Agreement | |
Purchase obligations | $ 34 |