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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Maryland
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95-4502084
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number)
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Title of Each Class
Common Stock, $.01 par value per share
6.45% Series E Cumulative Redeemable Preferred Stock
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Name of Each Exchange on Which Registered
New York Stock Exchange
New York Stock Exchange
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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PART I
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Page
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ITEM 1.
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BUSINESS
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ITEM 1A.
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RISK FACTORS
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ITEM 1B.
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UNRESOLVED STAFF COMMENTS
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ITEM 2.
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PROPERTIES
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ITEM 3.
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LEGAL PROCEEDINGS
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ITEM 4.
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MINE SAFETY DISCLOSURES
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PART II
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ITEM 5.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
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ITEM 6.
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SELECTED FINANCIAL DATA
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ITEM 7.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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ITEM 7A.
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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ITEM 8.
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FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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ITEM 9.
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CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
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ITEM 9A.
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CONTROLS AND PROCEDURES
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ITEM 9B.
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OTHER INFORMATION
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PART III
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ITEM 10.
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DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
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ITEM 11.
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EXECUTIVE COMPENSATION
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ITEM 12.
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
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ITEM 13.
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CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
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ITEM 14.
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PRINCIPAL ACCOUNTANT FEES AND SERVICES
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PART IV
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ITEM 15.
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EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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Adjacency to centers of innovation and technological advances;
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Location of the property and our strategy in the relevant market;
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Quality of existing and prospective client tenants;
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Condition and capacity of the building infrastructure;
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Quality and generic characteristics of the laboratory facilities;
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Physical condition of the structure and common area improvements;
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Opportunities available for leasing vacant space and for re-tenanting occupied space;
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Availability of land for future ground-up development of new laboratory/office space; and
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Opportunities to redevelop existing space into higher-rent, generic, and reusable laboratory/office space.
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Maintaining significant liquidity through borrowing capacity under our unsecured senior line of credit, available commitments under secured construction loans, and cash and cash equivalents;
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Minimizing the amount of near-term debt maturities in a single year;
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Maintaining low to modest leverage;
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Minimizing variable interest rate risk;
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Maintaining strong and stable operating cash flows;
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Renewing existing client tenant space at higher rental rates to the extent possible;
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Minimizing tenant improvement costs;
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Improving investment returns through leasing of vacant space and replacing existing client tenants with new client tenants at higher rental rates;
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Maintaining solid occupancy while also maintaining high lease rental rates;
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Realizing contractual rental rate escalations, which are currently provided for in approximately
95%
of our leases (on an RSF basis);
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Implementing effective cost control measures, including negotiating pass-through provisions in client tenant leases for operating expenses and certain capital expenditures;
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Selectively selling real estate assets, primarily non-income-producing land parcels;
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Selectively acquiring high-quality life science properties in our target life science cluster markets at prices that enable us to realize attractive returns;
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Selectively developing properties in our target life science cluster markets; and
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Selectively redeveloping existing office, warehouse, or shell space, or newly acquired properties, into generic laboratory/office space that can be leased at higher rental rates in our target life science cluster markets.
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Key Information
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December 31, 2013
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Total leases
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527
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Total client tenants
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425
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Total properties
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180
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Single-tenant properties
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79
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Percentage of single-tenant properties
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43.9
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%
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Percentage of aggregate ABR from three largest client tenants:
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Novartis AG
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6.7
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%
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Illumina, Inc.
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3.9
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%
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New York University
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3.8
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%
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Total percentage of aggregate ABR from three largest client tenants
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14.4
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%
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The accounting standards for leases for both lessees and lessors; and
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The accounting standards for investments in real estate.
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Significant changes to our balance sheet relating to the recognition of operating leases as assets or liabilities based on existing lease terms and whether we are the lessor or lessee;
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Significant fluctuations in our reported results of operations, including fluctuations in our expenses related to amortization of new lease-related assets and/or liabilities and assumed interest costs with leases; and
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The recognition of gains and losses from mark-to-market valuation changes in investments in real estate.
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The availability and cost of debt and/or equity capital;
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The condition of our balance sheet;
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Actual or anticipated capital requirements;
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The condition of the financial and banking industries;
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Actual or anticipated variations in our quarterly operating results or dividends;
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The amount and timing of debt maturities and other contractual obligations;
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Changes in our funds from operations (“FFO”), adjusted funds from operations (“AFFO”), or earnings estimates;
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The publication of research reports about us, the real estate industry, or the life science industry;
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The general reputation of REITs and the attractiveness of their equity securities in comparison to other debt or equity securities (including securities issued by other real estate-based companies);
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General stock and bond market conditions, including changes in interest rates on fixed income securities, that may lead prospective purchasers of our stock to demand a higher annual yield from future dividends;
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Changes in our analyst ratings;
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Changes in our corporate credit rating or credit ratings of our debt or other securities;
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Changes in market valuations of similar companies;
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Adverse market reaction to any additional debt we incur in the future;
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Additions or departures of key management personnel;
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Actions by institutional stockholders;
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Speculation in the press or investment community;
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Terrorist activity adversely affecting the markets in which our securities trade, possibly increasing market volatility and causing the further erosion of business and consumer confidence and spending;
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Government regulatory action and changes in tax laws;
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The realization of any of the other risk factors included in this annual report on Form 10-K; and
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General market and economic conditions.
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The status of the economy;
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The status of capital markets, including availability and cost of capital;
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Changes in financing terms available to us;
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Negative developments in the operating results or financial condition of client tenants, including, but not limited to, their ability to pay rent;
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Our ability to re-lease space at similar rates as vacancies occur;
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Our ability to reinvest sale proceeds in a timely manner at rates similar to those of assets sold;
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Regulatory approval and market acceptance of the products and technologies of life science client tenants;
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Liability or contract claims by or against client tenants;
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Unanticipated difficulties and/or expenditures relating to future acquisitions;
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Environmental laws affecting our properties;
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Changes in rules or practices governing our financial reporting; and
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Other legal and operational matters, including REIT qualification and key management personnel recruitment and retention.
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Our cash flow from operations may not be sufficient to meet required payments of principal and interest;
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We may be forced to dispose of one or more of our properties, possibly on disadvantageous terms, to make payments on our debt;
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We may default on our debt obligations, and the lenders or mortgagees may foreclose on our properties that secure those loans;
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A foreclosure on one of our properties could create taxable income without any accompanying cash proceeds to pay the tax;
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A default under a mortgage loan that has cross-default provisions may cause us to automatically default on another loan;
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We may not be able to refinance or extend our existing debt;
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The terms of any refinancing or extension may not be as favorable as the terms of our existing debt;
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We may be subject to a significant increase in the variable interest rates on our unsecured senior line of credit and unsecured senior bank term loans and certain other borrowings, which could adversely impact our cash flows and operations; and
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The terms of our debt obligations may require a reduction in our distributions to stockholders.
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Restrict our ability to incur additional indebtedness;
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Restrict our ability to make certain investments;
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Restrict our ability to merge with another company;
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Restrict our ability to make distributions to stockholders;
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Require us to maintain financial coverage ratios; and
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Require us to maintain a pool of unencumbered assets approved by the lenders.
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Upon bankruptcy of non-wholly owned partnerships, limited liability companies, or joint venture entities, we may become liable for the liabilities of the partnership, limited liability company, or joint venture;
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We may share certain approval rights over major decisions with third parties;
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We may be required to contribute additional capital if our partners fail to fund their share of any required capital contributions;
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Our partners, co-members, or joint ventures might have economic or other business interests or goals that are inconsistent with our business interests or goals and that could affect our ability to operate the property or our ability to maintain our qualification as a REIT;
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Our ability to sell the interest on advantageous terms when we so desire may be limited or restricted under the terms of our agreements with our partners; and
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We may not continue to own or operate the interests or assets underlying such relationships or may need to purchase such interests or assets at an above market price to continue ownership.
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National, local, and worldwide economic conditions;
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Competition from other life science properties;
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Changes in the life science industry;
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Real estate conditions in our target markets;
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Our ability to collect rent payments;
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The availability of financing;
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Changes to the financial and banking industries;
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Changes in interest rate levels;
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Vacancies at our properties and our ability to re-lease space;
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Changes in tax or other regulatory laws;
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The costs of compliance with government regulation;
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The lack of liquidity of real estate investments; and
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Increases in operating costs.
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The amount of cash provided by operating activities available for distribution;
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Our financial condition and capital requirements;
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Any decision to reinvest funds rather than to distribute such funds;
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Our capital expenditures;
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The annual distribution requirements under the REIT provisions of the Internal Revenue Code;
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Restrictions under Maryland law; and
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Other factors our Board of Directors deems relevant.
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We may be unable to acquire a desired property because of competition from other real estate investors with significant capital, including both publicly traded REITs and institutional investment funds;
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Even if we are able to acquire a desired property, competition from other potential acquirers may significantly increase the purchase price or result in other less favorable terms;
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Even if we enter into agreements for the acquisition of properties, these agreements are subject to customary conditions to closing, including completion of due diligence investigations to our satisfaction;
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We may be unable to finance acquisitions on favorable terms or at all;
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We may spend more than budgeted amounts to make necessary improvements or renovations to acquired properties;
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We may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of operating properties or portfolios of properties, into our existing operations, and our results of operations and financial condition could be adversely affected;
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Acquired properties may be subject to reassessment, which may result in higher-than-expected property tax payments;
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Market conditions may result in higher-than-expected vacancy rates and lower-than-expected rental rates; and
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We may acquire properties subject to liabilities and without any recourse, or with only limited recourse, with respect to unknown liabilities such as liabilities for cleanup of undisclosed environmental contamination; claims by client tenants, vendors, or other persons dealing with the former owners of the properties; and claims for indemnification by general partners, directors, officers, and others indemnified by the former owners of the properties.
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We may not complete development or redevelopment projects on schedule or within budgeted amounts;
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We may be unable to lease development or redevelopment projects on schedule or within budgeted amounts;
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We may expend funds on and devote management’s time to development and redevelopment projects that we may not complete;
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We may abandon development or redevelopment projects after we begin to explore them and as a result we may lose deposits or fail to recover costs already incurred;
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Market and economic conditions may result in lower-than-expected rental rates;
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We may face higher operating costs than we anticipated for development or redevelopment projects, including insurance premiums, utilities, real estate taxes, and costs of complying with changes in government regulations;
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We may face higher requirements for capital improvements than we anticipated for development or redevelopment projects, particularly in older structures;
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We may be unable to proceed with development or redevelopment projects because we cannot obtain debt and/or equity financing on favorable terms or at all;
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We may fail to retain tenants that have pre-leased our development or redevelopment projects if we do not complete the construction of these properties in a timely manner or to the tenants’ specifications;
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The bankruptcy or insolvency of tenants that have pre-leased our development or redevelopment projects may adversely affect the income produced by and the value of our properties; or may require us to change the scope of the project, potentially resulting in higher construction costs and lower financial returns;
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We may encounter delays, refusals, unforeseen cost increases, and other impairments resulting from third-party litigation or severe weather conditions;
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We may encounter delays or refusals in obtaining all necessary zoning, land use, building, occupancy, and other required government permits and authorizations; and
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Development or redevelopment projects may have defects we do not discover through our inspection processes, including latent defects that may not reveal themselves until many years after we put a property in service.
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Reinforced concrete floors;
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Upgraded roof loading capacity;
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Increased floor-to-ceiling heights;
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Heavy-duty heating, ventilation, and air conditioning (“HVAC”) systems;
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Enhanced environmental control technology;
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Significantly upgraded electrical, gas, and plumbing infrastructure; and
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Laboratory benches.
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Our properties may not perform as we expect;
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We may have to lease space at rates below our expectations;
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We may not be able to obtain financing on acceptable terms; and
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We may underestimate the cost of improvements required to maintain or improve space to meet standards established for the market position intended for that property.
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Other REITs;
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Insurance companies;
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Pension and investment funds;
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Private equity entities;
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Partnerships;
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Developers;
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Investment companies; and
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Owners/occupants.
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Greater Boston;
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San Francisco Bay Area;
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San Diego;
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Greater New York City;
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Maryland;
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Seattle;
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Research Triangle Park; and
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Canada.
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Drugs that are developed and manufactured by some of our client tenants require regulatory approval, including the approval of the U.S. Food and Drug Administration (“FDA”), prior to being made, marketed, sold, and used. The regulatory approval process to manufacture and market drugs is costly, typically takes several years, requires validation through clinical trials and the use of substantial resources, and is often unpredictable. A client tenant may fail to obtain or may experience significant delays in obtaining these approvals. Even if the client tenant obtains regulatory approvals, marketed products will be subject to ongoing regulatory review and potential loss of approvals.
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The ability of some of our client tenants to commercialize any future products successfully will depend in part on the coverage and reimbursement levels set by government authorities, private health insurers, and other third-party payers. Additionally, reimbursements may decrease in the future.
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Some of our client tenants developing potential products may find that their products are not effective, or even are harmful, when tested in humans.
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Some of our client tenants are dependent upon the commercial success of certain products. Even if a product made by a client tenant is successfully developed and proven safe and effective in human clinical trials, and the requisite regulatory approvals are obtained, subsequent discovery of safety issues with these products could cause product liability events, additional regulatory scrutiny and requirements for additional labeling, loss of approval, withdrawal of products from the market, and the imposition of fines or criminal penalties.
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A drug made by a client tenant may not be well accepted by doctors and patients, or may be less effective or accepted than a competitor’s drug, even if it is successfully developed.
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The negative results of safety signals arising from the clinical trials of the competitors of our client tenants may prompt regulatory agencies to take actions that may adversely affect the clinical trials or products of our client tenants.
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Some of our client tenants require significant funding to develop and commercialize their products and technologies, which funding must be obtained from venture capital firms; private investors; the public markets; companies in the life science industry; or federal, state, and local governments. Such funding may become unavailable or difficult to obtain. The ability of each client tenant to raise capital will depend on its financial and operating condition and the overall condition of the financial, banking, and economic environment.
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Even with sufficient funding, some of our client tenants may not be able to discover or identify potential drug targets in humans, or potential drugs for use in humans, or to create tools or technologies that are commercially useful in the discovery or identification of potential drug targets or drugs.
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Some of our client tenants may not be able to successfully manufacture their drugs economically, even if such drugs are proven through human clinical trials to be safe and effective in humans.
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Marketed products also face commercialization risk, and client tenants may never realize projected levels of product utilization or revenues.
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Negative news regarding the products, the clinical trials, or other business developments of our client tenants may cause their stock price or credit profile to deteriorate.
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Our client tenants sell products and services in an industry that is characterized by rapid and significant technological changes, frequent new product and service introductions and enhancements, evolving industry standards, and uncertainty over the implementation of new healthcare reform legislation, which may cause them to lose competitive positions and adversely affect their operations.
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Some of our client tenants and their licensors require patent, copyright, or trade secret protection to develop, make, market, and sell their products and technologies. A client tenant may be unable to commercialize its products or technologies if patents covering such products or technologies are not issued, or are successfully challenged, narrowed, invalidated, or circumvented by third parties, or if the client tenant fails to obtain licenses to the discoveries of third parties necessary to commercialize its products or technologies.
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The discharge of stormwater, wastewater, and any water pollutants;
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The emission of air pollutants;
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The generation, management, and disposal of hazardous or toxic chemicals, substances, or wastes; and
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Workplace health and safety.
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Asbestos surveys;
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Radon surveys;
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Lead surveys;
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Mold surveys;
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Additional public records review;
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Subsurface sampling; and
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Other testing.
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We would be subject to federal income tax on our taxable income at regular corporate rates;
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We would not be allowed a deduction for distributions to our stockholders in computing taxable income;
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Unless we were entitled to relief under the Internal Revenue Code, we would also be disqualified from treatment as a REIT for the four taxable years following the year during which we lost qualification; and
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We would no longer be required by the Internal Revenue Code to make any distributions to our stockholders.
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Status as a REIT;
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Incurrence of debt and debt management activities;
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Selective acquisition, development, and redevelopment activities;
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Stockholder distributions; and
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Other policies, as appropriate.
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Adverse effects of changes in exchange rates for foreign currencies;
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Challenges and/or taxation with respect to the repatriation of foreign earnings or repatriation of proceeds from the sale of one or more of our foreign investments;
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Changes in foreign political, regulatory, and economic conditions, including regionally, nationally, and locally;
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Challenges in managing international operations;
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Challenges of complying with a wide variety of foreign laws and regulations, including those relating to real estate, corporate governance, operations, taxes, employment, and legal proceedings;
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Differences in lending practices;
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Differences in languages, cultures, and time zones; and
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Changes in applicable laws and regulations in the U.S. that affect foreign operations.
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Disrupt the proper functioning of our networks and systems and therefore our operations and/or those of certain of our client tenants;
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Result in misstated financial reports, violations of loan covenants, missed reporting deadlines, and/or missed permitting deadlines;
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Result in our inability to properly monitor our compliance with the rules and regulations regarding our qualification as a REIT;
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Result in the unauthorized access to, and destruction, loss, theft, misappropriation, or release of proprietary, confidential, sensitive, or otherwise valuable information of ours or others, which others could use to compete against us or for disruptive, destructive, or otherwise harmful purposes and outcomes;
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Result in our inability to maintain the building systems relied upon by our client tenants for the efficient use of their leased space;
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Require significant management attention and resources to remedy any damages that result;
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Subject us to claims for breach of contract, damages, credits, penalties, or termination of leases or other agreements; or
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Damage our reputation among our client tenants and investors generally.
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Reinforced concrete floors;
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Upgraded roof loading capacity;
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Increased floor-to-ceiling heights;
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Heavy-duty HVAC systems;
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Enhanced environmental control technology;
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Significantly upgraded electrical, gas, and plumbing infrastructure; and
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Laboratory benches.
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Investment-grade client tenants represented
51%
of our total ABR;
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Approximately
94%
of our leases (on an RSF basis) were triple net leases, requiring client tenants to pay substantially all real estate taxes, insurance, utilities, common area, and other operating expenses (including increases thereto) in addition to base rent;
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Approximately
95%
of our leases (on an RSF basis) contained effective annual rent escalations that were either fixed (generally ranging from
3%
to
3.5%
) or indexed based on a consumer price index or other index; and
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Approximately
92%
of our leases (on an RSF basis) provided for the recapture of certain capital expenditures (such as HVAC systems maintenance and/or replacement, roof replacement, and parking lot resurfacing) that we believe would typically be borne by the landlord in traditional office leases.
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Rentable Square Feet
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Number of Properties
(1)
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ABR
(2)
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|||||||||||||||||||
Market
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Operating
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Development
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Redevelopment
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Total
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% Total
|
|
|
|||||||||||||
Greater Boston
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3,547,714
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|
|
801,806
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|
|
—
|
|
|
4,349,520
|
|
|
25
|
%
|
|
38
|
|
|
$
|
145,671
|
|
|
29
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%
|
San Francisco Bay Area
|
|
2,540,731
|
|
|
330,030
|
|
|
—
|
|
|
2,870,761
|
|
|
17
|
|
|
26
|
|
|
99,723
|
|
|
20
|
|
|
San Diego
|
|
2,727,937
|
|
|
—
|
|
|
55,213
|
|
|
2,783,150
|
|
|
16
|
|
|
36
|
|
|
88,778
|
|
|
18
|
|
|
Greater New York City
|
|
683,667
|
|
|
229,627
|
|
|
—
|
|
|
913,294
|
|
|
5
|
|
|
6
|
|
|
47,100
|
|
|
10
|
|
|
Maryland
|
|
2,155,346
|
|
|
—
|
|
|
—
|
|
|
2,155,346
|
|
|
13
|
|
|
29
|
|
|
48,816
|
|
|
10
|
|
|
Seattle
|
|
746,516
|
|
|
—
|
|
|
—
|
|
|
746,516
|
|
|
4
|
|
|
10
|
|
|
29,438
|
|
|
6
|
|
|
Research Triangle Park
|
|
1,025,786
|
|
|
—
|
|
|
—
|
|
|
1,025,786
|
|
|
6
|
|
|
15
|
|
|
21,491
|
|
|
4
|
|
|
Canada
|
|
1,103,507
|
|
|
—
|
|
|
—
|
|
|
1,103,507
|
|
|
6
|
|
|
5
|
|
|
9,595
|
|
|
2
|
|
|
Non-cluster markets
|
|
60,178
|
|
|
—
|
|
|
—
|
|
|
60,178
|
|
|
—
|
|
|
2
|
|
|
874
|
|
|
—
|
|
|
North America
|
|
14,591,382
|
|
|
1,361,463
|
|
|
55,213
|
|
|
16,008,058
|
|
|
92
|
|
|
167
|
|
|
491,486
|
|
|
99
|
|
|
Asia
|
|
858,570
|
|
|
465,456
|
|
|
44,660
|
|
|
1,368,686
|
|
|
8
|
|
|
9
|
|
|
5,719
|
|
|
1
|
|
|
Continuing operations
|
|
15,449,952
|
|
|
1,826,919
|
|
|
99,873
|
|
|
17,376,744
|
|
|
100
|
|
|
176
|
|
|
$
|
497,205
|
|
|
100
|
%
|
Properties “held for sale”
|
|
84,286
|
|
|
—
|
|
|
—
|
|
|
84,286
|
|
|
—
|
|
|
4
|
|
|
|
|
|
|||
Total
|
|
15,534,238
|
|
|
1,826,919
|
|
|
99,873
|
|
|
17,461,030
|
|
|
100
|
%
|
|
180
|
|
|
|
|
|
|
(1)
|
Certain properties are pledged as security under our secured notes payable as of
December 31, 2013
. See “Schedule III - Consolidated Financial Statement Schedule of Rental Properties and Accumulated Depreciation of Alexandria Real Estate Equities, Inc.” in “Item 15. Exhibits and Financial Statement Schedules” for additional information on our properties, including encumbered properties.
|
(2)
|
ABR means the annualized fixed base rental amount in effect as of
December 31, 2013
(using rental revenue computed on a straight-line basis in accordance with GAAP). Represents ABR related to our operating RSF.
|
|
|
|
|
Remaining Lease Term in Years
(1)
|
|
Aggregate RSF
|
|
Percentage of Aggregate Total RSF
|
|
ABR
|
|
Percentage of Aggregate ABR
|
|
Investment-Grade Ratings
|
||||||||||||
|
|
Client Tenant
|
|
|
|
|
|
|
Fitch
|
|
Moody’s
|
|
S&P
|
|||||||||||||
1
|
|
Novartis AG
|
|
|
3.4
|
|
|
|
692,256
|
|
|
4.0
|
%
|
|
$
|
33,469
|
|
|
6.7
|
%
|
|
AA
|
|
Aa3
|
|
AA-
|
2
|
|
Illumina, Inc.
|
|
|
17.8
|
|
|
|
497,078
|
|
|
2.8
|
|
|
19,531
|
|
|
3.9
|
|
|
—
|
|
—
|
|
—
|
|
3
|
|
New York University
|
|
|
16.7
|
|
|
|
205,609
|
|
|
1.2
|
|
|
18,950
|
|
|
3.8
|
|
|
—
|
|
Aa3
|
|
AA-
|
|
4
|
|
Roche
|
|
|
6.1
|
|
|
|
409,734
|
|
|
2.3
|
|
|
18,671
|
|
|
3.8
|
|
|
AA
|
|
A1
|
|
AA
|
|
5
|
|
United States Government
|
|
|
9.5
|
|
|
|
399,633
|
|
|
2.3
|
|
|
17,790
|
|
|
3.6
|
|
|
AAA
|
|
Aaa
|
|
AA+
|
|
6
|
|
Bristol-Myers Squibb Company
|
|
|
7.0
|
|
|
|
419,624
|
|
|
2.4
|
|
|
15,840
|
|
|
3.2
|
|
|
A-
|
|
A2
|
|
A+
|
|
7
|
|
Biogen Idec Inc.
|
|
|
14.4
|
|
|
|
313,872
|
|
|
1.8
|
|
|
14,731
|
|
|
3.0
|
|
|
—
|
|
Baa2
|
|
A-
|
|
8
|
|
Eli Lilly and Company
|
|
|
9.9
|
|
|
|
257,119
|
|
|
1.5
|
|
|
14,563
|
|
|
2.9
|
|
|
A
|
|
A2
|
|
AA-
|
|
9
|
|
FibroGen, Inc.
|
|
|
9.9
|
|
|
|
234,249
|
|
|
1.3
|
|
|
14,197
|
|
|
2.9
|
|
|
—
|
|
—
|
|
—
|
|
10
|
|
GlaxoSmithKline plc
|
|
|
5.6
|
|
|
|
208,394
|
|
|
1.2
|
|
|
10,149
|
|
|
2.0
|
|
|
A+
|
|
A1
|
|
A+
|
|
11
|
|
Amgen Inc.
|
|
|
9.3
|
|
|
|
294,373
|
|
|
1.7
|
|
|
9,675
|
|
|
1.9
|
|
|
BBB
|
|
Baa1
|
|
A
|
|
12
|
|
Celgene Corporation
|
|
|
7.5
|
|
|
|
250,586
|
|
|
1.4
|
|
|
9,361
|
|
|
1.9
|
|
|
—
|
|
Baa2
|
|
BBB+
|
|
13
|
|
Massachusetts Institute of Technology
|
|
|
3.7
|
|
|
|
185,403
|
|
|
1.1
|
|
|
8,499
|
|
|
1.7
|
|
|
—
|
|
Aaa
|
|
AAA
|
|
14
|
|
The Regents of the University of California
|
|
|
7.7
|
|
|
|
188,654
|
|
|
1.1
|
|
|
7,787
|
|
|
1.6
|
|
|
AA+
|
|
Aa1
|
|
AA-
|
|
15
|
|
Alnylam Pharmaceuticals, Inc.
|
|
|
2.8
|
|
|
|
129,424
|
|
|
0.7
|
|
|
6,081
|
|
|
1.2
|
|
|
—
|
|
—
|
|
—
|
|
16
|
|
Gilead Sciences, Inc.
|
|
|
6.5
|
|
|
|
109,969
|
|
|
0.6
|
|
|
5,824
|
|
|
1.2
|
|
|
—
|
|
Baa1
|
|
A-
|
|
17
|
|
Pfizer Inc.
|
|
|
5.2
|
|
|
|
116,518
|
|
|
0.7
|
|
|
5,502
|
|
|
1.1
|
|
|
A+
|
|
A1
|
|
AA
|
|
18
|
|
Theravance, Inc.
(2)
|
|
|
6.4
|
|
|
|
150,256
|
|
|
0.9
|
|
|
5,494
|
|
|
1.1
|
|
|
—
|
|
—
|
|
—
|
|
19
|
|
Partners HealthCare System, Inc.
|
|
|
13.4
|
|
|
|
101,035
|
|
|
0.6
|
|
|
5,350
|
|
|
1.1
|
|
|
AA
|
|
Aa2
|
|
AA
|
|
20
|
|
The Scripps Research Institute
|
|
|
2.9
|
|
|
|
101,775
|
|
|
0.6
|
|
|
5,200
|
|
|
1.0
|
|
|
AA+
|
|
Aa3
|
|
—
|
|
|
|
Total/weighted average
|
|
|
8.7
|
|
|
|
5,265,561
|
|
|
30.2
|
%
|
|
$
|
246,664
|
|
|
49.6
|
%
|
|
|
|
|
|
|
(1)
|
Represents weighted average term for multiple leases, if applicable, based on each client tenant’s aggregate ABR in effect
as of December 31, 2013
.
|
(2)
|
As of September 30, 2013, GlaxoSmithKline plc owned approximately 27% of the outstanding stock of Theravance, Inc.
|
|
|
51%
of Alexandria’s total ABR at
December 31, 2013
|
|
82%
of ABR from our top 20 client tenants at
December 31, 2013
|
Year of Lease Expiration
|
|
Number of Leases Expiring
|
|
RSF of Expiring Leases
|
|
Percentage of
Aggregate Total RSF
|
|
ABR of
Expiring Leases (per RSF) |
|
|||||||||||||
2014
|
|
|
84
|
|
(1)
|
|
|
868,374
|
|
(1)
|
|
|
5.9
|
%
|
|
|
|
$
|
29.31
|
|
|
|
2015
|
|
|
86
|
|
|
|
|
1,415,550
|
|
|
|
|
9.6
|
%
|
|
|
|
$
|
30.74
|
|
|
|
2016
|
|
|
75
|
|
|
|
|
1,219,924
|
|
|
|
|
8.3
|
%
|
|
|
|
$
|
32.58
|
|
|
|
2017
|
|
|
79
|
|
|
|
|
1,627,089
|
|
|
|
|
11.0
|
%
|
|
|
|
$
|
28.21
|
|
|
|
2018
|
|
|
48
|
|
|
|
|
1,457,228
|
|
|
|
|
9.9
|
%
|
|
|
|
$
|
40.12
|
|
|
|
2019
|
|
|
34
|
|
|
|
|
1,072,959
|
|
|
|
|
7.3
|
%
|
|
|
|
$
|
34.72
|
|
|
|
2020
|
|
|
22
|
|
|
|
|
913,293
|
|
|
|
|
6.2
|
%
|
|
|
|
$
|
38.49
|
|
|
|
2021
|
|
|
23
|
|
|
|
|
897,912
|
|
|
|
|
6.1
|
%
|
|
|
|
$
|
37.06
|
|
|
|
2022
|
|
|
16
|
|
|
|
|
613,770
|
|
|
|
|
4.2
|
%
|
|
|
|
$
|
28.94
|
|
|
|
2023
|
|
|
19
|
|
|
|
|
1,031,167
|
|
|
|
|
7.0
|
%
|
|
|
|
$
|
34.83
|
|
|
|
Thereafter
|
|
|
28
|
|
|
|
|
2,711,173
|
|
|
|
|
18.4
|
%
|
|
|
|
$
|
42.48
|
|
|
|
|
|
2014 RSF of Expiring Leases
|
|
ABR of
Expiring Leases (per RSF) |
|
|||||||||||||||
|
|
Leased
|
|
Negotiating/
Anticipating |
|
Targeted for
Redevelopment |
|
Remaining
Expiring Leases |
|
Total
(1)
|
|
|
||||||||
Market
|
|
|
|
|
|
|
|
|||||||||||||
Greater Boston
|
|
13,873
|
|
|
64,014
|
|
|
—
|
|
|
141,073
|
|
|
218,960
|
|
|
$
|
40.28
|
|
|
San Francisco Bay Area
|
|
68,397
|
|
|
33,142
|
|
|
—
|
|
|
133,051
|
|
|
234,590
|
|
|
28.77
|
|
|
|
San Diego
|
|
—
|
|
|
—
|
|
|
67,015
|
|
(2)
|
50,194
|
|
|
117,209
|
|
|
12.15
|
|
|
|
Greater New York City
|
|
—
|
|
|
69,056
|
|
|
—
|
|
|
21,712
|
|
|
90,768
|
|
|
38.65
|
|
|
|
Maryland
|
|
8,867
|
|
|
16,241
|
|
|
—
|
|
|
89,950
|
|
|
115,058
|
|
|
24.22
|
|
|
|
Seattle
|
|
6,552
|
|
|
2,671
|
|
|
—
|
|
|
11,444
|
|
|
20,667
|
|
|
45.24
|
|
|
|
Research Triangle Park
|
|
—
|
|
|
8,013
|
|
|
—
|
|
|
19,714
|
|
|
27,727
|
|
|
21.66
|
|
|
|
Non-cluster markets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,817
|
|
|
15,817
|
|
|
19.99
|
|
|
|
Asia
|
|
—
|
|
|
18,800
|
|
|
—
|
|
|
8,778
|
|
|
27,578
|
|
|
11.41
|
|
(3)
|
|
Total
|
|
97,689
|
|
|
211,937
|
|
|
67,015
|
|
|
491,733
|
|
|
868,374
|
|
|
$
|
29.31
|
|
|
Percentage of expiring leases
|
|
11
|
%
|
|
24
|
%
|
|
8
|
%
|
|
57
|
%
|
|
100
|
%
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
2015 RSF of Expiring Leases
|
|
ABR of
Expiring Leases (per RSF) |
|
|||||||||||||||
|
|
Leased
|
|
Negotiating/
Anticipating |
|
Targeted for
Redevelopment |
|
Remaining
Expiring Leases |
|
Total
(1)
|
|
|
||||||||
Market
|
|
|
|
|
|
|
|
|||||||||||||
Greater Boston
|
|
—
|
|
|
81,441
|
|
|
—
|
|
|
425,437
|
|
|
506,878
|
|
|
$
|
42.04
|
|
|
San Francisco Bay Area
|
|
71,746
|
|
|
—
|
|
|
—
|
|
|
151,169
|
|
|
222,915
|
|
|
33.19
|
|
|
|
San Diego
|
|
—
|
|
|
—
|
|
|
48,880
|
|
(4)
|
172,457
|
|
|
221,337
|
|
|
22.31
|
|
|
|
Greater New York City
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,131
|
|
|
9,131
|
|
|
N/A
|
|
|
|
Maryland
|
|
—
|
|
|
35,224
|
|
|
—
|
|
|
158,740
|
|
|
193,964
|
|
|
20.29
|
|
|
|
Seattle
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40,821
|
|
|
40,821
|
|
|
27.88
|
|
|
|
Research Triangle Park
|
|
—
|
|
|
31,776
|
|
|
—
|
|
|
184,645
|
|
|
216,421
|
|
|
20.51
|
|
|
|
Non-cluster markets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,508
|
|
|
3,508
|
|
|
18.27
|
|
|
|
Asia
|
|
—
|
|
|
—
|
|
|
—
|
|
|
575
|
|
|
575
|
|
|
17.43
|
|
(3)
|
|
Total
|
|
71,746
|
|
|
148,441
|
|
|
48,880
|
|
|
1,146,483
|
|
|
1,415,550
|
|
|
$
|
30.74
|
|
|
Percentage of expiring leases
|
|
5
|
%
|
|
11
|
%
|
|
3
|
%
|
|
81
|
%
|
|
100
|
%
|
|
|
|
(1)
|
Excludes
13
month-to-month leases for
22,172
RSF.
|
(2)
|
Represents the square footage of 10121 Barnes Canyon Road, which was acquired in the third quarter of 2013. Upon rollover in the first quarter of 2014, this property will undergo conversion into high-tech office space through redevelopment. This redevelopment project is 100% pre-leased.
|
(3)
|
Expirations relate to two properties with an average investment of
$114
per RSF.
|
(4)
|
Represents the square footage at 10151 Barnes Canyon Road, which was acquired in the third quarter of 2013. This property will undergo conversion into laboratory/office space through redevelopment upon rollover in the fourth quarter of 2015.
|
|
|
|
|
|
|
Number of Properties
|
|
|
|
Occupancy Percentage
|
||||||||||||||||
|
|
|
|
Rentable Square Feet
|
|
|
ABR
|
|
Operating
|
|
Operating and Redevelopment
|
|||||||||||||||
Market /
Submarket
/ Address
|
|
Operating
|
|
Development
|
|
Redevelopment
|
|
Total
|
|
|
|
|
||||||||||||||
Canada
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Canada
|
|
142,935
|
|
|
—
|
|
|
—
|
|
|
142,935
|
|
|
1
|
|
$
|
3,559
|
|
|
92.8
|
%
|
|
92.8
|
%
|
|
|
Canada
|
|
68,000
|
|
|
—
|
|
|
—
|
|
|
68,000
|
|
|
1
|
|
3,079
|
|
|
100.0
|
|
|
100.0
|
|
|
|
|
Canada
|
|
66,000
|
|
|
—
|
|
|
—
|
|
|
66,000
|
|
|
1
|
|
1,176
|
|
|
100.0
|
|
|
100.0
|
|
|
|
|
Canada
|
|
46,032
|
|
|
—
|
|
|
—
|
|
|
46,032
|
|
|
1
|
|
1,781
|
|
|
100.0
|
|
|
100.0
|
|
|
|
|
Canada
(1)
|
|
780,540
|
|
|
—
|
|
|
—
|
|
|
780,540
|
|
|
1
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
Canada
|
|
1,103,507
|
|
|
—
|
|
|
—
|
|
|
1,103,507
|
|
|
5
|
|
$
|
9,595
|
|
|
96.8
|
%
|
|
96.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Non-Cluster Markets
|
|
60,178
|
|
|
—
|
|
|
—
|
|
|
60,178
|
|
|
2
|
|
$
|
874
|
|
|
91.7
|
%
|
|
91.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
North America
|
|
14,591,382
|
|
|
1,361,463
|
|
|
55,213
|
|
|
16,008,058
|
|
|
167
|
|
$
|
491,486
|
|
|
95.9
|
%
|
|
95.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Asia
|
|
858,570
|
|
|
465,456
|
|
|
44,660
|
|
|
1,368,686
|
|
|
9
|
|
$
|
5,719
|
|
|
71.2
|
%
|
|
67.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Continuing Operations
|
|
15,449,952
|
|
|
1,826,919
|
|
|
99,873
|
|
|
17,376,744
|
|
|
176
|
|
$
|
497,205
|
|
|
94.4
|
%
|
|
93.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Properties “held for sale”
|
|
84,286
|
|
|
—
|
|
|
—
|
|
|
84,286
|
|
|
4
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Total
|
|
15,534,238
|
|
|
1,826,919
|
|
|
99,873
|
|
|
17,461,030
|
|
|
180
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
(1) Represents land and land improvements with a gross investment of approximately $112 per RSF at December 31, 2013, which we have leased to a client tenant with a remaining lease term of approximately 48 years. Our client tenant has commenced construction of a 780,540 RSF multi-tenant laboratory/office building in Toronto. Pursuant to our lease, we are not required to contribute additional capital toward the project. In addition, we expect to receive rent under our lease upon stabilization of the project.
|
|
December 31, 2013
|
|||||
|
Book Value
|
|
Square Feet
|
|||
Rental properties:
|
|
|
|
|||
Land (related to rental properties)
|
$
|
553,388
|
|
|
|
|
Buildings and building improvements
|
5,714,673
|
|
|
|
||
Other improvements
|
174,147
|
|
|
|
||
Rental properties
|
6,442,208
|
|
|
15,534,238
|
|
|
Less: accumulated depreciation
|
(952,106
|
)
|
|
|
||
Rental properties, net
|
5,490,102
|
|
|
|
||
|
|
|
|
|||
Construction in progress (“CIP”)/current value-creation projects:
|
|
|
|
|||
Current development in North America
|
511,838
|
|
|
947,927
|
|
|
Investment in unconsolidated joint venture
|
46,644
|
|
(1)
|
413,536
|
|
|
Current redevelopment in North America
|
8,856
|
|
|
55,213
|
|
|
Current development and redevelopment in Asia
|
60,928
|
|
|
510,116
|
|
|
|
628,266
|
|
|
1,926,792
|
|
|
Subtotal
|
6,118,368
|
|
|
17,461,030
|
|
|
|
|
|
|
|||
Land/future value-creation projects:
|
|
|
|
|||
Land undergoing predevelopment activities (CIP) in North America
|
367,225
|
|
|
2,691,583
|
|
|
Land held for future development in North America
|
191,127
|
|
|
3,027,431
|
|
|
Land held for future development/undergoing predevelopment activities (CIP) in Asia
|
77,251
|
|
|
6,419,707
|
|
|
Land subject to sale negotiations
|
22,943
|
|
|
200,000
|
|
|
|
658,546
|
|
|
12,338,721
|
|
|
Investments in real estate
|
$
|
6,776,914
|
|
|
29,799,751
|
|
(1)
|
The book value for this unconsolidated joint venture represents our equity investment in the 360 Longwood Avenue project located in the Greater Boston market.
|
|
|
|
|
|
|
|
|
Leased Status
|
|
Project Start Date
|
|
Initial Occupancy Date
|
|
Stabilized Occupancy Date
|
|||||||||||||||||||
|
|
Project RSF
|
|
Leased
|
|
Negotiating
|
|
Total Leased/Negotiating
|
|
|
|
||||||||||||||||||||||
Property/Market – Submarket
|
|
In Service
|
|
CIP
|
|
Total
|
|
RSF
|
|
%
|
|
RSF
|
|
%
|
|
RSF
|
|
%
|
|
|
|
||||||||||||
Consolidated development projects in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
75/125 Binney Street/Greater Boston – Cambridge
|
|
—
|
|
|
388,270
|
|
|
388,270
|
|
|
386,111
|
|
|
99
|
%
|
|
—
|
|
|
—
|
%
|
|
386,111
|
|
|
99
|
%
|
|
1Q13
|
|
1Q15
|
|
2015
|
499 Illinois Street/San Francisco Bay Area – Mission Bay
|
|
—
|
|
|
222,780
|
|
|
222,780
|
|
|
191,126
|
|
|
86
|
%
|
|
22,000
|
|
|
10
|
%
|
|
213,126
|
|
|
96
|
%
|
|
2Q11
|
|
3Q14
|
|
2014
|
269 East Grand Avenue/San Francisco Bay Area – So. San Francisco
|
|
—
|
|
|
107,250
|
|
|
107,250
|
|
|
107,250
|
|
|
100
|
%
|
|
—
|
|
|
—
|
%
|
|
107,250
|
|
|
100
|
%
|
|
1Q13
|
|
4Q14
|
|
2014
|
430 East 29th Street/Greater NYC – Manhattan
|
|
189,011
|
|
|
229,627
|
|
|
418,638
|
|
|
236,191
|
|
|
56
|
%
|
|
21,761
|
|
|
6
|
%
|
|
257,952
|
|
|
62
|
%
|
|
4Q12
|
|
4Q13
|
|
2015
|
Consolidated development projects in North America
|
|
189,011
|
|
|
947,927
|
|
|
1,136,938
|
|
|
920,678
|
|
|
81
|
%
|
|
43,761
|
|
|
4
|
%
|
|
964,439
|
|
|
85
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Unconsolidated joint venture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
360 Longwood Avenue/Greater Boston – Longwood Medical Area
(1)
|
|
—
|
|
|
413,536
|
|
|
413,536
|
|
|
154,100
|
|
|
37
|
%
|
|
8,978
|
|
|
2
|
%
|
|
163,078
|
|
|
39
|
%
|
|
2Q12
|
|
4Q14
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated redevelopment project in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
11055/11065/11075 Roselle Street/San Diego – Sorrento Valley
|
|
—
|
|
|
55,213
|
|
|
55,213
|
|
|
41,163
|
|
|
75
|
%
|
|
—
|
|
|
—
|
%
|
|
41,163
|
|
|
75
|
%
|
|
4Q13
|
|
2Q14
|
|
2015
|
|
|
Investment
|
|
|
|
|
|
|
||||||||||||||||||||||||||
|
|
|
|
|
|
Cost to Complete
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
2014
|
|
2015 and Thereafter
|
|
|
|
Initial Stabilized Yield (Unlevered)
|
|
Average Cash Yield
|
||||||||||||||||||||
Property/Market – Submarket
|
|
December 31, 2013
|
|
Construction
Financing |
|
Internal Funding
|
|
Construction
Financing |
|
Internal Funding
|
|
Total at Completion
|
|
|
||||||||||||||||||||
|
In Service
|
|
CIP
|
|
|
|
|
|
|
Cash
|
|
GAAP
|
|
|||||||||||||||||||||
Consolidated development projects in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
75/125 Binney Street/Greater Boston – Cambridge
|
|
$
|
—
|
|
|
$
|
176,974
|
|
|
$
|
137,421
|
|
|
$
|
—
|
|
|
$
|
37,044
|
|
|
$
|
—
|
|
|
$
|
351,439
|
|
(2)
|
8.0%
|
|
8.2%
|
|
9.1%
|
499 Illinois Street/San Francisco Bay Area – Mission Bay
|
|
$
|
—
|
|
|
$
|
122,580
|
|
|
$
|
—
|
|
|
$
|
80,341
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
202,921
|
|
|
6.4%
|
|
7.2%
|
|
7.3%
|
269 East Grand Avenue/San Francisco Bay Area – So. San Francisco
|
|
$
|
—
|
|
|
$
|
20,076
|
|
|
$
|
31,224
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
51,300
|
|
|
8.1%
|
|
9.3%
|
|
9.3%
|
430 East 29th Street/Greater NYC – Manhattan
|
|
$
|
166,471
|
|
|
$
|
192,208
|
|
|
$
|
—
|
|
|
$
|
73,925
|
|
|
$
|
—
|
|
|
$
|
30,641
|
|
|
$
|
463,245
|
|
|
6.6%
|
|
6.5%
|
|
7.1%
|
Consolidated development projects in North America
|
|
$
|
166,471
|
|
|
$
|
511,838
|
|
|
$
|
168,645
|
|
|
$
|
154,266
|
|
|
$
|
37,044
|
|
|
$
|
30,641
|
|
|
$
|
1,068,905
|
|
|
|
|
|
|
|
Unconsolidated joint venture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
100% of JV: 360 Longwood Avenue/Greater Boston – Longwood Medical Area
(1)
|
|
$
|
—
|
|
|
$
|
232,156
|
|
|
$
|
67,135
|
|
|
$
|
2,089
|
|
|
$
|
46,760
|
|
|
$
|
1,860
|
|
|
$
|
350,000
|
|
|
8.3%
|
|
8.9%
|
|
9.3%
|
Less: Funding from secured construction loans and JV partner capital
|
|
$
|
—
|
|
|
$
|
(185,512
|
)
|
|
$
|
(67,135
|
)
|
|
$
|
—
|
|
|
$
|
(46,760
|
)
|
|
$
|
—
|
|
|
$
|
(299,407
|
)
|
|
|
|
|
|
|
ARE investment in 360 Longwood Avenue (27.5% interest)
|
|
$
|
—
|
|
|
$
|
46,644
|
|
|
$
|
—
|
|
|
$
|
2,089
|
|
|
$
|
—
|
|
|
$
|
1,860
|
|
|
$
|
50,593
|
|
|
|
|
|
|
|
Total ARE investment
|
|
$
|
166,471
|
|
|
$
|
558,482
|
|
|
$
|
168,645
|
|
|
$
|
156,355
|
|
|
$
|
37,044
|
|
|
$
|
32,501
|
|
|
$
|
1,119,498
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Total 2014, 2015 and thereafter
|
|
|
|
|
|
|
|
$
|
325,000
|
|
|
|
|
$
|
69,545
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Consolidated redevelopment project in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
11055/11065/11075 Roselle Street/San Diego – Sorrento Valley
|
|
$
|
—
|
|
|
$
|
8,856
|
|
|
$
|
—
|
|
|
$
|
8,000
|
|
|
$
|
—
|
|
|
$
|
1,494
|
|
|
$
|
18,350
|
|
|
7.8%
|
|
7.9%
|
|
8.0%
|
(1)
|
Our ownership percentage of the unconsolidated joint venture is 27.5%.
|
(2)
|
In the third quarter of 2013, we completed the preliminary design and budget for interior improvements for use by ARIAD Pharmaceuticals, Inc. (“ARIAD”). Based upon our lease with ARIAD, we expected an increase in both estimated NOI and estimated cost at completion, with no significant change in our estimated yields. We expect to finalize the design and budget for the interior improvements in the future and will provide an update on our estimated cost at completion and targeted yields.
|
|
|
Land Undergoing Predevelopment Activities (Additional CIP)
|
|
Land Held for Development
|
|
Embedded Land
(1)
|
|
Total
|
||||||||||||||||||||||||||||||
Property – Market
|
|
Book Value
|
|
Square
Feet |
|
Cost per
Square Foot |
|
Book Value
|
|
Square
Feet |
|
Cost per
Square Foot |
|
|
Square Feet
|
|
|
Book Value
|
|
Square
Feet |
|
Cost per
Square Foot |
||||||||||||||||
Near-term value-creation development projects
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Alexandria Center™ at Kendall Square – Greater Boston:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
50, 60, and 100 Binney Street
|
|
$
|
280,731
|
|
|
1,062,180
|
|
|
$
|
264
|
|
|
$
|
3,941
|
|
|
150,000
|
|
|
$
|
26
|
|
|
—
|
|
|
$
|
284,672
|
|
|
1,212,180
|
|
|
$
|
235
|
|
||
3013/3033 Science Park Road – San Diego
|
|
21,140
|
|
|
176,500
|
|
|
120
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,140
|
|
|
176,500
|
|
|
120
|
|
||||||||
5200 Illumina Way – San Diego
|
|
15,253
|
|
|
392,983
|
|
|
39
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,253
|
|
|
392,983
|
|
|
39
|
|
||||||||
10300 Campus Point – San Diego
|
|
4,590
|
|
|
140,000
|
|
|
33
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,590
|
|
|
140,000
|
|
|
33
|
|
||||||||
9950 Medical Center Drive – Maryland
|
|
3,046
|
|
|
61,000
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,046
|
|
|
61,000
|
|
|
50
|
|
||||||||
124 Terry Avenue North – Seattle
|
|
6,454
|
|
|
200,000
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,454
|
|
|
200,000
|
|
|
32
|
|
||||||||
400/416/430 Dexter Avenue North – Seattle
|
|
12,583
|
|
|
253,000
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,583
|
|
|
253,000
|
|
|
50
|
|
||||||||
1150/1165/1166 Eastlake Avenue – Seattle
|
|
14,704
|
|
|
106,000
|
|
|
139
|
|
|
15,248
|
|
|
160,266
|
|
|
95
|
|
|
—
|
|
|
29,952
|
|
|
266,266
|
|
|
112
|
|
||||||||
6 Davis Drive – Research Triangle Park
|
|
4,599
|
|
|
250,000
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,599
|
|
|
250,000
|
|
|
18
|
|
||||||||
Near-term value-creation development projects
|
|
363,100
|
|
|
2,641,663
|
|
|
137
|
|
|
19,189
|
|
|
310,266
|
|
|
62
|
|
|
—
|
|
|
382,289
|
|
|
2,951,929
|
|
|
130
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Future value-creation development projects
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Alexandria Technology Square
®
– Greater Boston
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,721
|
|
|
100,000
|
|
|
77
|
|
|
—
|
|
|
7,721
|
|
|
100,000
|
|
|
77
|
|
||||||||
Grand Avenue – San Francisco Bay Area
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,267
|
|
|
397,132
|
|
|
109
|
|
|
—
|
|
|
43,267
|
|
|
397,132
|
|
|
109
|
|
||||||||
Rozzi/Eccles – San Francisco Bay Area
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,004
|
|
|
514,307
|
|
|
142
|
|
|
—
|
|
|
73,004
|
|
|
514,307
|
|
|
142
|
|
||||||||
Executive Drive/Other – San Diego
|
|
4,125
|
|
|
49,920
|
|
|
83
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
279,000
|
|
|
4,125
|
|
|
328,920
|
|
|
13
|
|
||||||||
East 29th Street – Greater New York City
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
420,000
|
|
(2)
|
—
|
|
|
420,000
|
|
|
N/A
|
|
||||||||
Medical Center Drive – Maryland
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,572
|
|
|
260,721
|
|
|
18
|
|
|
—
|
|
|
4,572
|
|
|
260,721
|
|
|
18
|
|
||||||||
Research Boulevard – Maryland
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,055
|
|
|
347,000
|
|
|
20
|
|
|
—
|
|
|
7,055
|
|
|
347,000
|
|
|
20
|
|
||||||||
Firstfield Road – Maryland
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,056
|
|
|
95,000
|
|
|
43
|
|
|
—
|
|
|
4,056
|
|
|
95,000
|
|
|
43
|
|
||||||||
Other
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,263
|
|
|
1,003,005
|
|
|
32
|
|
|
436,000
|
|
|
32,263
|
|
|
1,439,005
|
|
|
22
|
|
||||||||
Future value-creation development projects
|
|
4,125
|
|
|
49,920
|
|
|
83
|
|
|
171,938
|
|
|
2,717,165
|
|
|
63
|
|
|
1,135,000
|
|
|
176,063
|
|
|
3,902,085
|
|
|
45
|
|
||||||||
Total value-creation development projects
|
|
$
|
367,225
|
|
|
2,691,583
|
|
|
$
|
136
|
|
|
$
|
191,127
|
|
|
3,027,431
|
|
|
$
|
63
|
|
|
1,135,000
|
|
|
$
|
558,352
|
|
|
6,854,014
|
|
|
$
|
81
|
|
(1)
|
Embedded land generally represents adjacent land acquired in connection with the acquisition of operating properties. As a result, the real estate basis attributable to these land parcels is classified in rental properties, net.
|
(2)
|
We hold a right to a ground lease for a parcel supporting the future ground-up development of approximately 420,000 RSF at the Alexandria Center™ for Life Science.
|
|
Number of Properties
|
|
ABR
(in thousands)
|
|
Occupancy Percentage
|
|
Book Value
(in thousands)
|
|
Square Feet
|
|
Per SF
|
||||||||
Rental properties, net, in China
|
2
|
|
$
|
940
|
|
(1)
|
63.7
|
%
|
|
$
|
57,122
|
|
|
471,384
|
|
|
$
|
121
|
|
Rental properties, net, in India
|
5
|
|
4,779
|
|
|
80.3
|
|
|
45,414
|
|
|
387,186
|
|
|
117
|
|
|||
|
7
|
|
$
|
5,719
|
|
|
71.2
|
%
|
|
102,536
|
|
|
858,570
|
|
|
119
|
|
||
Construction in progress:
|
|
|
|
|
|
|
|
|
|
||||||||||
Current development projects in China
|
|
26,166
|
|
|
160,694
|
|
|
163
|
|
||||||||||
Current development projects in India
|
|
30,000
|
|
|
304,762
|
|
|
98
|
|
||||||||||
Current redevelopment projects in India
|
|
4,762
|
|
|
44,660
|
|
|
107
|
|
||||||||||
|
|
|
|
|
|
|
60,928
|
|
|
510,116
|
|
|
119
|
|
|||||
Land held for development/land undergoing predevelopment activities (additional CIP) – India
|
|
77,251
|
|
|
6,419,707
|
|
|
12
|
|
||||||||||
Total investments in real estate, net, in Asia
|
|
$
|
240,715
|
|
|
7,788,393
|
|
|
|
(1)
|
Represents ABR for non-laboratory use.
|
Period
|
|
High
|
|
Low
|
|
Per Share
Distribution
|
2013
|
|
|
|
|
|
|
Fourth Quarter
|
|
$67.99
|
|
$61.08
|
|
$0.68
|
Third Quarter
|
|
$71.29
|
|
$60.86
|
|
$0.68
|
Second Quarter
|
|
$78.43
|
|
$61.20
|
|
$0.65
|
First Quarter
|
|
$73.51
|
|
$69.77
|
|
$0.60
|
2012
|
|
|
|
|
|
|
Fourth Quarter
|
|
$74.59
|
|
$64.09
|
|
$0.56
|
Third Quarter
|
|
$77.10
|
|
$70.97
|
|
$0.53
|
Second Quarter
|
|
$76.50
|
|
$67.40
|
|
$0.51
|
First Quarter
|
|
$74.45
|
|
$66.90
|
|
$0.49
|
|
|
Year Ended December 31,
|
||||||||||||||||||
(Dollars in thousands, except per share amounts)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Operating Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental
|
|
$
|
467,764
|
|
|
$
|
422,793
|
|
|
$
|
404,815
|
|
|
$
|
340,899
|
|
|
$
|
340,605
|
|
Tenant recoveries
|
|
150,095
|
|
|
133,280
|
|
|
126,205
|
|
|
103,299
|
|
|
92,672
|
|
|||||
Other income
|
|
13,292
|
|
|
18,424
|
|
|
5,760
|
|
|
5,106
|
|
|
11,730
|
|
|||||
Total revenues
|
|
631,151
|
|
|
574,497
|
|
|
536,780
|
|
|
449,304
|
|
|
445,007
|
|
|||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operations
|
|
189,039
|
|
|
172,756
|
|
|
157,634
|
|
|
121,246
|
|
|
110,897
|
|
|||||
General and administrative
|
|
48,520
|
|
|
47,747
|
|
|
41,112
|
|
|
34,730
|
|
|
36,748
|
|
|||||
Interest
|
|
67,952
|
|
|
69,184
|
|
|
63,373
|
|
|
66,341
|
|
|
77,165
|
|
|||||
Depreciation and amortization
|
|
189,123
|
|
|
185,687
|
|
|
150,906
|
|
|
119,223
|
|
|
111,203
|
|
|||||
Impairment of land parcel
|
|
—
|
|
|
2,050
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loss (gain) on early extinguishment of debt
|
|
1,992
|
|
|
2,225
|
|
|
6,485
|
|
|
45,168
|
|
|
(11,254
|
)
|
|||||
Total expenses
|
|
496,626
|
|
|
479,649
|
|
|
419,510
|
|
|
386,708
|
|
|
324,759
|
|
|||||
Income from continuing operations
|
|
134,525
|
|
|
94,848
|
|
|
117,270
|
|
|
62,596
|
|
|
120,248
|
|
|||||
Income from discontinued operations
|
|
900
|
|
|
8,816
|
|
|
18,077
|
|
|
16,984
|
|
|
21,400
|
|
|||||
Gain on sales of land parcels
|
|
4,824
|
|
|
1,864
|
|
|
46
|
|
|
59,442
|
|
|
—
|
|
|||||
Net income
|
|
140,249
|
|
|
105,528
|
|
|
135,393
|
|
|
139,022
|
|
|
141,648
|
|
|||||
Net income attributable to noncontrolling interests
|
|
4,032
|
|
|
3,402
|
|
|
3,975
|
|
|
3,729
|
|
|
7,047
|
|
|||||
Dividends on preferred stock
|
|
25,885
|
|
|
27,328
|
|
|
28,357
|
|
|
28,357
|
|
|
28,357
|
|
|||||
Preferred stock redemption charge
|
|
—
|
|
|
5,978
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Net income attributable to unvested restricted stock awards
|
|
1,581
|
|
|
1,190
|
|
|
1,088
|
|
|
995
|
|
|
1,270
|
|
|||||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
|
$
|
108,751
|
|
|
$
|
67,630
|
|
|
$
|
101,973
|
|
|
$
|
105,941
|
|
|
$
|
104,974
|
|
Earnings per share attributable to Alexandria Real Estate Equities, Inc.’s common stockholders – basic and diluted
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Continuing operations
|
|
$
|
1.59
|
|
|
$
|
0.95
|
|
|
$
|
1.42
|
|
|
$
|
1.84
|
|
|
$
|
2.17
|
|
Discontinued operations
|
|
0.01
|
|
|
0.14
|
|
|
0.31
|
|
|
0.35
|
|
|
0.55
|
|
|||||
Earnings per share – basic and diluted
|
|
$
|
1.60
|
|
|
$
|
1.09
|
|
|
$
|
1.73
|
|
|
$
|
2.19
|
|
|
$
|
2.72
|
|
Weighted average shares of common stock outstanding
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
68,038,195
|
|
|
62,159,913
|
|
|
59,066,812
|
|
|
48,375,474
|
|
|
38,586,909
|
|
|||||
Diluted
|
|
68,038,195
|
|
|
62,160,244
|
|
|
59,077,610
|
|
|
48,405,040
|
|
|
38,600,069
|
|
|||||
Cash dividends declared per share of common stock
|
|
$
|
2.61
|
|
|
$
|
2.09
|
|
|
$
|
1.86
|
|
|
$
|
1.50
|
|
|
$
|
1.85
|
|
Balance Sheet Data (at year end):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments in real estate, net
|
|
$
|
6,776,914
|
|
|
$
|
6,424,578
|
|
|
$
|
6,008,440
|
|
|
$
|
5,444,814
|
|
|
$
|
5,039,128
|
|
Total assets
|
|
$
|
7,529,764
|
|
|
$
|
7,150,116
|
|
|
$
|
6,574,129
|
|
|
$
|
5,905,861
|
|
|
$
|
5,457,227
|
|
Total debt
|
|
$
|
3,061,061
|
|
|
$
|
3,181,949
|
|
|
$
|
2,779,264
|
|
|
$
|
2,584,162
|
|
|
$
|
2,746,946
|
|
Total liabilities
|
|
$
|
3,550,823
|
|
|
$
|
3,647,058
|
|
|
$
|
3,141,236
|
|
|
$
|
2,919,533
|
|
|
$
|
3,051,148
|
|
Redeemable noncontrolling interests
|
|
$
|
14,444
|
|
|
$
|
14,564
|
|
|
$
|
16,034
|
|
|
$
|
15,920
|
|
|
$
|
41,441
|
|
Total equity
|
|
$
|
3,964,497
|
|
|
$
|
3,488,494
|
|
|
$
|
3,416,859
|
|
|
$
|
2,970,408
|
|
|
$
|
2,364,638
|
|
|
|
Year Ended December 31,
|
||||||||||||||||||
(Dollars in thousands, except per leased RSF amounts)
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
||||||||||
Other Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash provided by operating activities
|
|
$
|
312,727
|
|
|
$
|
305,533
|
|
|
$
|
246,960
|
|
|
$
|
227,006
|
|
|
$
|
206,954
|
|
Cash used in investing activities
|
|
$
|
591,375
|
|
|
$
|
558,100
|
|
|
$
|
733,579
|
|
|
$
|
444,745
|
|
|
$
|
406,566
|
|
Cash provided by financing activities
|
|
$
|
197,570
|
|
|
$
|
314,860
|
|
|
$
|
479,156
|
|
|
$
|
237,912
|
|
|
$
|
198,355
|
|
Number of properties at year end
|
|
180
|
|
|
179
|
|
|
174
|
|
|
168
|
|
|
164
|
|
|||||
RSF of properties at year end
|
|
17,461,030
|
|
|
17,549,013
|
|
|
15,803,049
|
|
|
14,158,214
|
|
|
13,226,065
|
|
|||||
Occupancy of operating properties at year end
|
|
94
|
%
|
|
93
|
%
|
|
95
|
%
|
|
94
|
%
|
|
94
|
%
|
|||||
Occupancy of operating and redevelopment properties at year end
|
|
94
|
%
|
|
90
|
%
|
|
89
|
%
|
|
89
|
%
|
|
89
|
%
|
|||||
ABR per leased RSF at year end
|
|
$
|
35.90
|
|
|
$
|
34.59
|
|
|
$
|
34.39
|
|
|
$
|
33.95
|
|
|
$
|
30.81
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Reconciliation of net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders to FFO attributable to Alexandria Real Estate Equities, Inc.’s common stockholders – diluted:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
|
$
|
108,751
|
|
|
$
|
67,630
|
|
|
$
|
101,973
|
|
|
$
|
105,941
|
|
|
$
|
104,974
|
|
Depreciation and amortization
(1)
|
|
190,778
|
|
|
192,005
|
|
|
158,026
|
|
|
126,640
|
|
|
118,508
|
|
|||||
Loss (gain) on sale of real estate
|
|
121
|
|
|
(1,564
|
)
|
|
—
|
|
|
—
|
|
|
(2,627
|
)
|
|||||
Impairment of real estate
|
|
—
|
|
|
11,400
|
|
|
994
|
|
|
—
|
|
|
—
|
|
|||||
Gain on sales of land parcels
|
|
(4,824
|
)
|
|
(1,864
|
)
|
|
(46
|
)
|
|
(59,466
|
)
|
|
—
|
|
|||||
Amount attributable to noncontrolling interests and unvested restricted stock awards:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
|
5,613
|
|
|
4,592
|
|
|
5,063
|
|
|
4,724
|
|
|
8,317
|
|
|||||
FFO
|
|
(5,577
|
)
|
|
(4,561
|
)
|
|
(6,402
|
)
|
|
(5,834
|
)
|
|
(6,537
|
)
|
|||||
FFO attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
(2)
|
|
294,862
|
|
|
267,638
|
|
|
259,608
|
|
|
172,005
|
|
|
222,635
|
|
|||||
Effect of dilutive securities and assumed conversion:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Assumed conversion of 8.00% unsecured senior convertible notes
|
|
15
|
|
|
21
|
|
|
21
|
|
|
7,781
|
|
|
11,943
|
|
|||||
Effect of dilutive securities and assumed conversion attributable to unvested restricted stock awards
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
118
|
|
|||||
FFO attributable to Alexandria Real Estate Equities, Inc.’s common stockholders – diluted:
|
|
294,877
|
|
|
267,659
|
|
|
259,629
|
|
|
179,764
|
|
|
234,696
|
|
|||||
Realized gain on equity investment primarily related to one non-tenant life science entity
|
|
—
|
|
|
(5,811
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impairment of land parcel
|
|
—
|
|
|
2,050
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Impairment of investments
|
|
853
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Acquisition-related expenses
|
|
1,446
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loss (gain) on early extinguishment of debt
|
|
1,992
|
|
|
2,225
|
|
|
6,485
|
|
|
45,168
|
|
|
(11,254
|
)
|
|||||
Preferred stock redemption charge
|
|
—
|
|
|
5,978
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Allocation to unvested restricted stock awards
|
|
(35
|
)
|
|
(39
|
)
|
|
(69
|
)
|
|
(394
|
)
|
|
62
|
|
|||||
FFO attributable to Alexandria Real Estate Equities, Inc.’s common stockholders – diluted, as adjusted
|
|
$
|
299,133
|
|
|
$
|
272,062
|
|
|
$
|
266,045
|
|
|
$
|
224,538
|
|
|
$
|
223,504
|
|
(1)
|
Includes depreciation and amortization classified in discontinued operations related to assets “held for sale” (for the periods prior to when such assets were designated as “held for sale”).
|
(2)
|
See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
–
Non-GAAP measures – FFO and FFO, as adjusted.”
|
•
|
Total revenues were $
631.2 million
for the year ended
December 31, 2013
, up
9.9%
, compared to $
574.5 million
for the year ended
December 31, 2012
;
|
•
|
51%
of total ABR from investment-grade client tenants;
|
•
|
NOI was $
442.1 million
for the year ended
December 31, 2013
, up
10.0%
, compared to $
401.7 million
for the year ended
December 31, 2012
, driven by our value-creation project deliveries, same property NOI growth, and leasing activity described below;
|
•
|
Operating margins were
70%
for the year ended
December 31, 2013
;
|
•
|
Cash and GAAP same property NOI increased
5.4%
and
1.8%
, respectively, for the year ended
December 31, 2013
, compared to the year ended
December 31, 2012
; and
|
•
|
Our same property performance and operating margins remained solid, primarily due to the strong occupancy percentage of our asset base, record leasing activity, and our favorable lease structure, as detailed below.
|
|
December 31,
|
||||||||||
(Rentable square feet)
|
2013
|
|
2012
|
|
2011
|
||||||
Operating properties
|
15,534,238
|
|
|
15,435,147
|
|
|
14,065,172
|
|
|||
Development properties
|
1,826,919
|
|
|
1,566,774
|
|
|
818,020
|
|
|||
Redevelopment properties
|
99,873
|
|
|
547,092
|
|
|
919,857
|
|
|||
RSF of total properties
|
17,461,030
|
|
|
17,549,013
|
|
|
15,803,049
|
|
|||
|
|
|
|
|
|
||||||
Number of properties
|
180
|
|
|
179
|
|
|
174
|
|
|||
Occupancy – operating
|
94.4
|
%
|
|
93.4
|
%
|
|
94.9
|
%
|
|||
Occupancy – operating and redevelopment
|
93.8
|
%
|
|
89.8
|
%
|
|
88.5
|
%
|
|||
ABR per leased RSF
|
$
|
35.90
|
|
|
$
|
34.59
|
|
|
$
|
34.39
|
|
•
|
Executed a total of
212
leases, with a weighted average lease term of
7.6 years
, for
3,645,056
RSF, including
1,174,306
RSF related to our development or redevelopment programs;
|
•
|
Achieved rental rate increases for renewed/re-leased space of
4.0%
on a cash basis and
16.2%
on a GAAP basis; and
|
•
|
Increased the occupancy rate for operating and redevelopment properties in North America by 390 basis points to
95.5%
during the year ended
December 31, 2013
.
|
|
|
|
|
RSF
|
|
Project Occupancy at December 31, 2013
|
|
Total Project
|
|||||||||||||||||||||||||
|
|
|
|
Delivered in 2013
|
|
Delivered Prior to 2013
|
|
CIP as of December 31, 2013
|
|
Total Project
|
|
|
|
|
|
|
Initial Stabilized
|
|
Average Cash Yield
|
||||||||||||||
Property/Market – Submarket
|
|
Date Delivered
|
|
|
|
|
|
|
Investment at Completion
|
|
Per RSF
|
|
Cash Yield
|
|
GAAP Yield
|
|
|||||||||||||||||
Development projects in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
225 Binney Street/Greater Boston – Cambridge
|
|
End of September 2013
|
|
305,212
|
|
|
—
|
|
|
—
|
|
|
305,212
|
|
|
100%
|
|
$
|
174,160
|
|
|
$
|
571
|
|
|
7.7
|
%
|
|
8.2
|
%
|
|
8.2
|
%
|
430 East 29th Street/Greater New York City – Manhattan
|
|
End of December 2013
|
|
189,011
|
|
|
—
|
|
|
229,627
|
|
|
418,638
|
|
|
45
|
|
463,245
|
|
|
1,107
|
|
|
6.6
|
%
|
|
6.5
|
%
|
|
7.1
|
%
|
||
Development projects in North America
|
|
|
|
494,223
|
|
|
—
|
|
|
229,627
|
|
|
723,850
|
|
|
68
|
|
637,405
|
|
|
881
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Redevelopment projects in North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
400 Technology Square/Greater Boston – Cambridge/Inner Suburbs
|
|
January 2013
|
|
71,592
|
|
|
140,531
|
|
|
—
|
|
|
212,123
|
|
|
86
|
|
145,625
|
|
|
687
|
|
|
8.4
|
%
|
|
8.9
|
%
|
|
9.0
|
%
|
||
343 Oyster Point/San Francisco Bay Area – South San Francisco
|
|
Various 2013
|
|
53,980
|
|
|
—
|
|
|
—
|
|
|
53,980
|
|
|
100
|
|
16,632
|
|
|
308
|
|
|
9.9
|
%
|
|
10.0
|
%
|
|
10.4
|
%
|
||
1616 Eastlake Avenue/Seattle – Lake Union
(1)
|
|
July 2013
|
|
66,776
|
|
|
—
|
|
|
—
|
|
|
66,776
|
|
|
61
|
|
37,906
|
|
|
568
|
|
|
8.4
|
%
|
|
8.8
|
%
|
|
9.4
|
%
|
||
9800 Medical Center Drive/Maryland – Rockville
(1)
|
|
Various 2013
|
|
75,056
|
|
|
—
|
|
|
—
|
|
|
75,056
|
|
|
100
|
|
79,165
|
|
|
1,055
|
|
|
5.5
|
%
|
|
5.5
|
%
|
|
5.5
|
%
|
||
285 Bear Hill Road/Greater Boston – Route 128
|
|
End of September 2013
|
|
26,270
|
|
|
—
|
|
|
—
|
|
|
26,270
|
|
|
100
|
|
9,267
|
|
|
353
|
|
|
8.4
|
%
|
|
8.8
|
%
|
|
9.2
|
%
|
||
4757 Nexus Center Drive/San Diego – University Town Center
|
|
End of October 2013
|
|
69,673
|
|
|
—
|
|
|
—
|
|
|
69,673
|
|
|
82
|
|
33,473
|
|
|
480
|
|
|
8.1
|
%
|
|
8.0
|
%
|
|
8.7
|
%
|
||
Redevelopment projects in North America
|
|
|
|
363,347
|
|
|
140,531
|
|
|
—
|
|
|
503,878
|
|
|
86
|
|
322,068
|
|
|
639
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total/weighted average
|
|
|
|
857,570
|
|
|
140,531
|
|
|
229,627
|
|
|
1,227,728
|
|
|
76%
|
|
$
|
959,473
|
|
|
$
|
782
|
|
|
|
|
|
|
|
(1)
|
Project represents a partial-building redevelopment project. The RSF, occupancy, total investment, yield, and NOI information is related to the redevelopment portion of the property and does not represent information for the entire property.
|
|
|
Commencement Date
|
|
RSF
|
|
Leased %
|
|
Investment at Completion
|
|
Initial
Stabilized Yield (Unlevered)
|
|
Average Cash Yield
|
|
Key Client Tenant
|
|||||||||
Property/Market – Submarket
|
|
|
|
|
|
Cash
|
|
GAAP
|
|
|
|||||||||||||
Development
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
75/125 Binney Street/Greater Boston – Cambridge
|
|
1Q13
|
|
388,270
|
|
|
99
|
%
|
|
$
|
351,439
|
|
|
8.0
|
%
|
|
8.2
|
%
|
|
9.1
|
%
|
|
ARIAD Pharmaceuticals, Inc.
|
269 East Grand/San Francisco Bay Area – So. San Francisco
|
|
1Q13
|
|
107,250
|
|
|
100
|
%
|
|
$
|
51,300
|
|
|
8.1
|
%
|
|
9.3
|
%
|
|
9.3
|
%
|
|
Amgen Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Redevelopment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
11055, 11065, and 11075 Roselle Street/San Diego – Sorrento Valley
(1)
|
|
4Q13
|
|
55,213
|
|
|
75
|
%
|
|
$
|
18,350
|
|
|
7.8
|
%
|
|
7.9
|
%
|
|
8.0
|
%
|
|
Tandem Diabetes Care, Inc.
|
(1)
|
On
November 12, 2013
, we acquired three adjacent buildings for a total purchase price of
$8.3 million
. Subsequent to the purchase, we pre-leased 75% of the space to Tandem Diabetes Care, Inc.
|
|
|
Date Acquired
|
|
Number of Properties
|
|
Purchase Price
|
|
RSF
|
|
Leased %
|
|
Initial Stabilized Yield (Unlevered)
|
|
Average
Cash Yield
|
|
Key Client Tenants
|
||||||||||
Property/Market – Submarket
|
|
|
|
|
|
|
Cash
|
|
GAAP
|
|
|
|||||||||||||||
10121/10151 Barnes Canyon Road/San Diego – Sorrento Mesa
(1)
|
|
July 2013
|
|
2
|
|
|
$
|
13,100
|
|
|
115,895
|
|
|
100
|
%
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
407 Davis Drive/ Research Triangle Park – Research Triangle Park
|
|
September 2013
|
|
1
|
|
|
19,445
|
|
|
81,956
|
|
|
100
|
%
|
|
7.8
|
%
|
|
8.7
|
%
|
|
8.7
|
%
|
|
Bayer AG
|
|
11055, 11065, and 11075 Roselle Street/San Diego – Sorrento Valley
(2)
|
|
November 2013
|
|
3
|
|
|
8,250
|
|
|
55,213
|
|
|
75
|
%
|
|
7.8
|
%
|
|
7.9
|
%
|
|
8.0
|
%
|
|
Tandem Diabetes Care, Inc.
|
|
150 Second Street/Greater Boston – Cambridge
|
|
November 2013
|
|
1
|
|
|
94,500
|
|
|
123,210
|
|
|
85
|
%
|
|
7.3
|
%
|
|
7.5
|
%
|
|
8.2
|
%
|
|
Two publicly traded life science companies
|
|
|
|
|
|
7
|
|
|
$
|
135,295
|
|
|
376,274
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The property was 100% occupied as of December 31, 2013, with leases that expire in 2014 and 2015. We intend to convert the existing space through redevelopment when the spaces become available. Initial stabilized yields and average cash yield will be provided upon commencement of the redevelopment.
|
(2)
|
The buildings are currently undergoing redevelopment, see development and redevelopment table above.
|
•
|
Improved our key credit metric ratios forecasted, including net debt to adjusted EBITDA ratio of 6.6 times and a fixed charge coverage ratio of 3.2 times for the fourth quarter of 2013 on an annualized basis;
|
•
|
Reduced our non-income-producing assets (CIP and land) to 17% of our gross investment in real estate as of December 31, 2013, compared to 23% as of December 31, 2012, due to the deliveries of value-creation development and redevelopment projects and completed land sales;
|
•
|
Reduced our variable-rate bank debt by approximately $612 million;
|
•
|
Completed the successful offering of $500 million of 10-year unsecured senior notes at 3.90%; extended average remaining term of outstanding debt to 5.3 years;
|
•
|
Completed a $536 million common stock equity offering at $73.50 per share;
|
•
|
Maintained significant liquidity of approximately $1.65 billion, consisting of $1.30 billion available under our unsecured senior line of credit, $295 million available under our construction loan commitments, and $58 million in cash and cash equivalents as of December 31, 2013;
|
•
|
Extended the maturity of a $76 million secured note payable from April 2014 to January 2017; and
|
•
|
Executed additional interest rate swap agreements to provide a minimum of hedged variable-rate debt of $750 million in 2014 and $500 million in both 2015 and 2016.
|
|
|
December 31,
|
||||
|
|
2013
|
|
2012
|
||
Percentage change in NOI over comparable period from prior year – cash basis
|
|
5.4%
|
|
|
3.3
|
%
|
Percentage change in NOI over comparable period from prior year – GAAP basis
|
|
1.8%
|
|
|
(0.6
|
%)
|
Operating margin
|
|
68%
|
|
|
70%
|
|
Number of Same Properties
|
|
133
|
|
|
131
|
|
RSF
|
|
11,781,883
|
|
9,581,079
|
||
Occupancy − current period
|
|
93.5%
|
|
93.9%
|
||
Occupancy − same period prior year
|
|
92.7%
|
|
93.7%
|
|
Year Ended December 31,
|
|
|
|
|
|||||||||
Revenues:
|
2013
|
|
2012
|
|
$ Change
|
|
% Change
|
|||||||
Rental – Same Properties
|
$
|
382,083
|
|
|
$
|
373,589
|
|
|
$
|
8,494
|
|
|
2.3
|
%
|
Rental – Non-Same Properties
|
85,681
|
|
|
49,204
|
|
|
36,477
|
|
|
74.1
|
|
|||
Total rental
|
467,764
|
|
|
422,793
|
|
|
44,971
|
|
|
10.6
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Tenant recoveries – Same Properties
|
124,080
|
|
|
120,168
|
|
|
3,912
|
|
|
3.3
|
|
|||
Tenant recoveries – Non-Same Properties
|
26,015
|
|
|
13,112
|
|
|
12,903
|
|
|
98.4
|
|
|||
Total tenant recoveries
|
150,095
|
|
|
133,280
|
|
|
16,815
|
|
|
12.6
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Other income – Same Properties
|
342
|
|
|
348
|
|
|
(6
|
)
|
|
(1.7
|
)
|
|||
Other income – Non-Same Properties
|
12,950
|
|
|
18,076
|
|
|
(5,126
|
)
|
|
(28.4
|
)
|
|||
Total other income
|
13,292
|
|
|
18,424
|
|
|
(5,132
|
)
|
|
(27.9
|
)
|
|||
|
|
|
|
|
|
|
|
|
||||||
Total revenues – Same Properties
|
506,505
|
|
|
494,105
|
|
|
12,400
|
|
|
2.5
|
|
|||
Total revenues – Non-Same Properties
|
124,646
|
|
|
80,392
|
|
|
44,254
|
|
|
55.0
|
|
|||
Total revenues
|
631,151
|
|
|
574,497
|
|
|
56,654
|
|
|
9.9
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
||||||
Rental operations – Same Properties
|
160,358
|
|
|
153,961
|
|
|
6,397
|
|
|
4.2
|
|
|||
Rental operations – Non-Same Properties
|
28,681
|
|
|
18,795
|
|
|
9,886
|
|
|
52.6
|
|
|||
Total rental operations
|
189,039
|
|
|
172,756
|
|
|
16,283
|
|
|
9.4
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
NOI:
|
|
|
|
|
|
|
|
|
||||||
NOI – Same Properties
|
346,147
|
|
|
340,144
|
|
|
6,003
|
|
|
1.8
|
|
|||
NOI – Non-Same Properties
|
95,965
|
|
|
61,597
|
|
|
34,368
|
|
|
55.8
|
|
|||
Total NOI
|
442,112
|
|
|
401,741
|
|
|
40,371
|
|
|
10.0
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Other expenses:
|
|
|
|
|
|
|
|
|
||||||
General and administrative
|
48,520
|
|
|
47,747
|
|
|
773
|
|
|
1.6
|
|
|||
Interest
|
67,952
|
|
|
69,184
|
|
|
(1,232
|
)
|
|
(1.8
|
)
|
|||
Depreciation and amortization
|
189,123
|
|
|
185,687
|
|
|
3,436
|
|
|
1.9
|
|
|||
Impairment of land parcel
|
—
|
|
|
2,050
|
|
|
(2,050
|
)
|
|
(100.0
|
)
|
|||
Loss on early extinguishment of debt
|
1,992
|
|
|
2,225
|
|
|
(233
|
)
|
|
(10.5
|
)
|
|||
Total other expenses
|
307,587
|
|
|
306,893
|
|
|
694
|
|
|
0.2
|
|
|||
Income from continuing operations
|
$
|
134,525
|
|
|
$
|
94,848
|
|
|
$
|
39,677
|
|
|
41.8
|
%
|
|
|
|
|
|
|
|
|
|
||||||
NOI – Same Properties – GAAP basis
|
$
|
346,147
|
|
|
$
|
340,144
|
|
|
$
|
6,003
|
|
|
1.8
|
%
|
Less: straight-line rent adjustments
|
(5,299
|
)
|
|
(16,618
|
)
|
|
11,319
|
|
|
(68.1
|
)
|
|||
NOI – Same Properties – cash basis
|
$
|
340,848
|
|
|
$
|
323,526
|
|
|
$
|
17,322
|
|
|
5.4
|
%
|
|
|
Year Ended December 31,
|
|
|
||||||||
|
|
2013
|
|
2012
|
|
Change
|
||||||
Management fee income
|
|
$
|
3,133
|
|
|
$
|
2,679
|
|
|
$
|
454
|
|
Interest income
|
|
4,589
|
|
|
3,364
|
|
|
1,225
|
|
|||
Investment income
|
|
5,570
|
|
|
12,381
|
|
|
(6,811
|
)
|
|||
Total other income
|
|
$
|
13,292
|
|
|
$
|
18,424
|
|
|
$
|
(5,132
|
)
|
|
|
Year Ended December 31,
|
|
|
||||||||
Component
|
|
2013
|
|
2012
|
|
Change
|
||||||
Secured notes payable
|
|
$
|
38,496
|
|
|
$
|
40,439
|
|
|
$
|
(1,943
|
)
|
Unsecured senior notes payable
|
|
36,456
|
|
|
21,255
|
|
|
15,201
|
|
|||
Unsecured senior line of credit
|
|
7,007
|
|
|
12,035
|
|
|
(5,028
|
)
|
|||
Unsecured senior bank term loans
|
|
20,934
|
|
|
25,567
|
|
|
(4,633
|
)
|
|||
Interest rate swaps
|
|
15,422
|
|
|
22,309
|
|
|
(6,887
|
)
|
|||
Amortization of loan fees and other interest
|
|
10,232
|
|
|
10,084
|
|
|
148
|
|
|||
Unsecured senior convertible notes
|
|
20
|
|
|
246
|
|
|
(226
|
)
|
|||
Subtotal
|
|
128,567
|
|
|
131,935
|
|
|
(3,368
|
)
|
|||
Capitalized interest
|
|
(60,615
|
)
|
|
(62,751
|
)
|
|
2,136
|
|
|||
Total interest expense
|
|
$
|
67,952
|
|
|
$
|
69,184
|
|
|
$
|
(1,232
|
)
|
|
|
Balance at December 31, 2013
|
|
Maturity Date
|
|
Applicable Rate
|
|
Facility Fee
|
||||||||||
Facility
|
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|||||
2016 Unsecured Senior Bank Term Loan
|
|
$
|
500
|
million
|
|
June 2016
|
|
July 2016
|
|
L+1.75%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
2019 Unsecured Senior Bank Term Loan
|
|
$
|
600
|
million
|
|
January 2017
|
|
January 2019
|
|
L+1.50%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
$1.5 billion unsecured senior line of credit
|
|
$
|
204
|
million
|
|
April 2017
|
|
January 2019
|
|
L+1.20%
|
|
L+1.10%
|
|
0.25
|
%
|
|
0.20
|
%
|
|
Year Ended December 31,
|
|
|
|
|
|||||||||
Revenues:
|
2012
|
|
2011
|
|
$ Change
|
|
% Change
|
|||||||
Rental – Same Properties
|
$
|
308,180
|
|
|
$
|
306,693
|
|
|
$
|
1,487
|
|
|
0.5
|
%
|
Rental – Non-Same Properties
|
114,613
|
|
|
98,122
|
|
|
16,491
|
|
|
16.8
|
|
|||
Total rental
|
422,793
|
|
|
404,815
|
|
|
17,978
|
|
|
4.4
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Tenant recoveries – Same Properties
|
103,721
|
|
|
102,522
|
|
|
1,199
|
|
|
1.2
|
|
|||
Tenant recoveries – Non-Same Properties
|
29,559
|
|
|
23,683
|
|
|
5,876
|
|
|
24.8
|
|
|||
Total tenant recoveries
|
133,280
|
|
|
126,205
|
|
|
7,075
|
|
|
5.6
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Other income – Same Properties
|
338
|
|
|
29
|
|
|
309
|
|
|
1,065.5
|
|
|||
Other income – Non-Same Properties
|
18,086
|
|
|
5,731
|
|
|
12,355
|
|
|
215.6
|
|
|||
Total other income
|
18,424
|
|
|
5,760
|
|
|
12,664
|
|
|
219.9
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Total revenues – Same Properties
|
412,239
|
|
|
409,244
|
|
|
2,995
|
|
|
0.7
|
|
|||
Total revenues – Non-Same Properties
|
162,258
|
|
|
127,536
|
|
|
34,722
|
|
|
27.2
|
|
|||
Total revenues
|
574,497
|
|
|
536,780
|
|
|
37,717
|
|
|
7.0
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
||||||
Rental operations – Same Properties
|
124,569
|
|
|
119,714
|
|
|
4,855
|
|
|
4.1
|
|
|||
Rental operations – Non-Same Properties
|
48,187
|
|
|
37,920
|
|
|
10,267
|
|
|
27.1
|
|
|||
Total rental operations
|
172,756
|
|
|
157,634
|
|
|
15,122
|
|
|
9.6
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
NOI:
|
|
|
|
|
|
|
|
|
||||||
NOI – Same Properties
|
287,670
|
|
|
289,530
|
|
|
(1,860
|
)
|
|
(0.6
|
)
|
|||
NOI – Non-Same Properties
|
114,071
|
|
|
89,616
|
|
|
24,455
|
|
|
27.3
|
|
|||
Total NOI
|
401,741
|
|
|
379,146
|
|
|
22,595
|
|
|
6.0
|
|
|||
|
|
|
|
|
|
|
|
|||||||
Other expenses:
|
|
|
|
|
|
|
|
|||||||
General and administrative
|
47,747
|
|
|
41,112
|
|
|
6,635
|
|
|
16.1
|
|
|||
Interest
|
69,184
|
|
|
63,373
|
|
|
5,811
|
|
|
9.2
|
|
|||
Depreciation and amortization
|
185,687
|
|
|
150,906
|
|
|
34,781
|
|
|
23.0
|
|
|||
Impairment of land parcel
|
2,050
|
|
|
—
|
|
|
2,050
|
|
|
100.0
|
|
|||
Loss on early extinguishment of debt
|
2,225
|
|
|
6,485
|
|
|
(4,260
|
)
|
|
(65.7
|
)
|
|||
Total other expenses
|
306,893
|
|
|
261,876
|
|
|
45,017
|
|
|
17.2
|
|
|||
Income from continuing operations
|
$
|
94,848
|
|
|
$
|
117,270
|
|
|
$
|
(22,422
|
)
|
|
(19.1
|
)%
|
|
|
|
|
|
|
|
|
|||||||
NOI – Same Properties – GAAP basis
|
$
|
287,670
|
|
|
$
|
289,530
|
|
|
$
|
(1,860
|
)
|
|
(0.6
|
)%
|
Less: straight-line rent adjustments
|
(5,582
|
)
|
|
(16,570
|
)
|
|
10,988
|
|
|
(66.3
|
)
|
|||
NOI – Same Properties – cash basis
|
$
|
282,088
|
|
|
$
|
272,960
|
|
|
$
|
9,128
|
|
|
3.3
|
%
|
|
|
Year Ended December 31,
|
|
|
||||||||
|
|
2012
|
|
2011
|
|
Change
|
||||||
Management fee income
|
|
$
|
2,679
|
|
|
$
|
1,859
|
|
|
$
|
820
|
|
Interest income
|
|
3,364
|
|
|
850
|
|
|
2,514
|
|
|||
Investment income
|
|
12,381
|
|
|
3,051
|
|
|
9,330
|
|
|||
Total other income
|
|
$
|
18,424
|
|
|
$
|
5,760
|
|
|
$
|
12,664
|
|
|
|
Year Ended December 31,
|
|
|
||||||||
Component
|
|
2012
|
|
2011
|
|
Change
|
||||||
Secured notes payable
|
|
$
|
40,439
|
|
|
$
|
46,263
|
|
|
$
|
(5,824
|
)
|
Unsecured senior notes payable
|
|
21,255
|
|
|
—
|
|
|
21,255
|
|
|||
Unsecured senior line of credit
|
|
12,035
|
|
|
21,583
|
|
|
(9,548
|
)
|
|||
Unsecured senior bank term loans
|
|
25,567
|
|
|
16,085
|
|
|
9,482
|
|
|||
Interest rate swaps
|
|
22,309
|
|
|
21,457
|
|
|
852
|
|
|||
Amortization of loan fees and other interest
|
|
10,084
|
|
|
9,474
|
|
|
610
|
|
|||
Unsecured senior convertible notes
|
|
246
|
|
|
9,567
|
|
|
(9,321
|
)
|
|||
Subtotal
|
|
131,935
|
|
|
124,429
|
|
|
7,506
|
|
|||
Capitalized interest
|
|
(62,751
|
)
|
|
(61,056
|
)
|
|
(1,695
|
)
|
|||
Total interest expense
|
|
$
|
69,184
|
|
|
$
|
63,373
|
|
|
$
|
5,811
|
|
|
|
2014 Guidance
|
||
EPS and FFO Per Share
|
|
Low – High
|
||
Earnings per share attributable to Alexandria’s common stockholders – diluted
|
|
|
$1.75 – $1.95
|
|
Add back: depreciation and amortization
|
|
|
2.87
|
|
Other
|
|
|
(0.02)
|
|
FFO per share attributable to Alexandria’s common stockholders – diluted
|
|
|
$4.60 – $4.80
|
|
Key Assumptions
(Dollars in thousands)
|
|
2014 Guidance
|
||||||
|
Low
|
|
High
|
|||||
Occupancy percentage for operating properties as of December 31, 2014:
|
|
|
|
|
|
|
||
North America
|
|
|
96.5
|
%
|
|
|
97.0
|
%
|
|
|
|
|
|
|
|
||
Rental rate steps on lease renewals and re-leasing of space:
|
|
|
|
|
|
|
||
Cash basis
|
|
|
3%
|
|
|
|
5%
|
|
GAAP basis
|
|
|
8%
|
|
|
|
11%
|
|
|
|
|
|
|
|
|
||
Same Property NOI growth:
|
|
|
|
|
|
|
||
Cash basis
|
|
|
4%
|
|
|
|
6%
|
|
GAAP basis
|
|
|
2%
|
|
|
|
4%
|
|
|
|
|
|
|
|
|
||
Straight-line rents
|
|
$
|
42,000
|
|
|
$
|
47,000
|
|
General and administrative expenses
|
|
$
|
48,000
|
|
|
$
|
52,000
|
|
Capitalization of interest
|
|
$
|
35,000
|
|
|
$
|
45,000
|
|
Interest expense
|
|
$
|
77,000
|
|
|
$
|
93,000
|
|
•
|
Reduce our amount of unsecured bank debt;
|
•
|
Maintain diverse sources of capital, including sources from net cash provided by operating activities, unsecured debt, secured debt, selective asset sales, joint ventures, preferred stock, and common stock;
|
•
|
Manage the amount of debt maturing in a single year;
|
•
|
Mitigate unhedged variable-rate debt exposure through the reduction of short-term and medium-term variable-rate bank debt;
|
•
|
Maintain adequate liquidity from net cash provided by operating activities, cash and cash equivalents, and available borrowing capacity under our unsecured senior line of credit and available commitments under secured construction loans;
|
•
|
Maintain a large unencumbered asset pool to provide financial flexibility;
|
•
|
Fund preferred stock and common stock dividends from net cash provided by operating activities;
|
•
|
Retain positive cash flows from operating activities after payment of dividends for reinvestment in acquisitions and/or development and redevelopment projects;
|
•
|
Continue to reduce our non-income-producing assets as a percentage of our gross investment in real estate through our continued delivery of development and redevelopment projects, and selective land sales; and
|
•
|
Maintain solid key credit metrics, including net debt to adjusted EBITDA and fixed charge coverage ratio, with some variation from quarter to quarter and year to year.
|
|
|
Balance at December 31, 2013
|
|
Maturity Date
|
|
Applicable Rate
|
|
Facility Fee
|
||||||||||
Facility
|
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|||||
2016 Unsecured Senior Bank Term Loan
|
|
$
|
500
|
million
|
|
June 2016
|
|
July 2016
|
|
L+1.75%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
2019 Unsecured Senior Bank Term Loan
|
|
$
|
600
|
million
|
|
January 2017
|
|
January 2019
|
|
L+1.50%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
$1.5 billion unsecured senior line of credit
|
|
$
|
204
|
million
|
|
April 2017
|
|
January 2019
|
|
L+1.20%
|
|
L+1.10%
|
|
0.25
|
%
|
|
0.20
|
%
|
Covenant Ratios
(1)
|
|
Requirement
|
|
Actual
(2)
|
Leverage Ratio
|
|
Less than or equal to 60.0%
|
|
32.2%
|
Secured Debt Ratio
|
|
Less than or equal to 45.0%
|
|
7.3%
|
Fixed Charge Coverage Ratio
|
|
Greater than or equal to 1.50x
|
|
2.67x
|
Unsecured Leverage Ratio
|
|
Less than or equal to 60.0%
|
|
37.4%
|
Unsecured Interest Coverage Ratio
|
|
Greater than or equal to 1.50x
|
|
7.43x
|
(1)
|
For a definition of the ratios, refer to the amended unsecured senior line of credit and unsecured senior bank term loan agreements, each dated as of August 30, 2013, which was filed as exhibits to the Quarterly Report for the three and nine months ended September 30, 2013, on Form 10-Q.
|
(2)
|
Actual covenants are calculated pursuant to the specific terms to our unsecured senior line of credit and unsecured senior bank term loan agreements.
|
Covenant Ratios
(1)
|
|
Requirement
|
|
Actual
|
Total Debt to Total Assets
|
Less than or equal to 60%
|
|
36%
|
|
Secured Debt to Total Assets
|
Less than or equal to 40%
|
|
8%
|
|
Consolidated EBITDA to Interest Expense
|
Greater than or equal to 1.5x
|
|
6.0x
|
|
Unencumbered Total Asset Value to Unsecured Debt
|
Greater than or equal to 150%
|
|
264%
|
(1)
|
For a definition of the ratios, refer to the most current indenture and related supplements, which are filed with the SEC as exhibits to our Current Report on Form 8-K on February 29, 2012, and June 7, 2013.
|
Sources and Uses of Capital
(In thousands)
|
|
Low
|
|
High
|
||||
Sources of capital:
|
|
|
|
|
|
|
||
Unsecured senior notes payable
|
|
$
|
350,000
|
|
|
$
|
450,000
|
|
Secured loan additions (construction loans and assumed debt)
(1)
|
|
|
100,000
|
|
|
|
223,000
|
|
Secured notes payable repayments
(2)
|
|
|
(210,000
|
)
|
|
|
(210,000
|
)
|
Activity on our unsecured senior line of credit and senior unsecured term loan
|
|
|
80,000
|
|
|
|
(53,000
|
)
|
Sources of debt capital
|
|
|
320,000
|
|
|
|
410,000
|
|
Net cash provided by operating activities after dividends
|
|
|
100,000
|
|
|
|
120,000
|
|
Land sales/strategic joint venture capital
(3)
|
|
|
145,000
|
|
|
|
245,000
|
|
Total sources of capital
|
|
$
|
565,000
|
|
|
$
|
775,000
|
|
|
|
|
|
|
|
|
||
Uses of capital:
|
|
|
|
|
|
|
|
|
Construction
|
|
$
|
565,000
|
|
|
$
|
625,000
|
|
Acquisitions
|
|
|
—
|
|
|
|
150,000
|
|
Total uses of capital
|
|
$
|
565,000
|
|
|
$
|
775,000
|
|
(1)
|
Includes the assumption of a non-recourse secured note payable of $40.7 million in connection with the acquisition of a property in January 2014.
|
(2)
|
Represents the principal amortization payments on all of our secured notes payable, including one secured note payable related to Alexandria Technology Square
®
that was repaid on
January 31, 2014
. This amount excludes $20.9 million that was funded by our 10% joint venture partner.
|
(3)
|
Projected joint venture of non-income-producing assets.
|
Description
|
|
Stated
Rate
|
|
Total
Commitments
|
|
Outstanding
Balance
|
|
Available Liquidity
|
||||||
$1.5 Billion Unsecured Senior Line of Credit
|
|
LIBOR +1.10%
|
|
$
|
1,500,000
|
|
|
$
|
204,000
|
|
|
$
|
1,296,000
|
|
259 East Grand Avenue – Secured Construction Loan
|
|
LIBOR + 1.50%
|
|
55,000
|
|
|
46,013
|
|
|
8,987
|
|
|||
269 East Grand Avenue – Secured Construction Loan
|
|
LIBOR + 1.40%
|
|
36,000
|
|
|
—
|
|
|
36,000
|
|
|||
75/125 Binney Street – Secured Construction Loan
|
|
LIBOR + 1.35%
|
|
250,400
|
|
|
—
|
|
|
250,400
|
|
|||
|
|
|
|
$
|
1,841,400
|
|
|
$
|
250,013
|
|
|
1,591,387
|
|
|
Cash and Cash Equivalents
|
|
|
|
|
|
|
|
57,696
|
|
|||||
Total
|
|
|
|
|
|
|
|
$
|
1,649,083
|
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
Funds held in trust under the terms of certain secured notes payable
|
$
|
14,572
|
|
|
$
|
17,904
|
|
Funds held in escrow related to construction projects
|
5,655
|
|
|
5,652
|
|
||
Other restricted funds
|
7,482
|
|
|
16,391
|
|
||
Total
|
$
|
27,709
|
|
|
$
|
39,947
|
|
|
|
Our JV Ownership Percentage
|
|
|
|
December 31, 2013
|
|
|
|
Interest Rate
|
||||||||||
Loan Collateral
|
|
|
Type
|
|
Total Outstanding
|
|
Our Share
|
|
Third-Party Share
|
|
Maturity Date
(1)
|
|
||||||||
Alexandria Technology Square
®
|
|
90.0%
|
|
Consolidated
|
|
$
|
208,683
|
|
(2)
|
$
|
187,815
|
|
|
$
|
20,868
|
|
|
4/1/2014
|
|
5.59%
|
360 Longwood Avenue
|
|
27.5%
|
|
Unconsolidated
|
|
$
|
87,856
|
|
(3)
|
$
|
24,160
|
|
|
$
|
63,696
|
|
|
4/1/2019
|
|
5.25%
|
(1)
|
Includes any extension options that we control.
|
(2)
|
Represents secured note payable that was repaid on
January 31, 2014
.
|
(3)
|
Construction loan that has an aggregate commitment of $213.2 million and bears interest at LIBOR+3.75%, with a floor of 5.25%.
|
Projected Construction Spending
|
|
Year Ended December 31, 2014
|
||||||||
Current value-creation projects in North America:
|
|
|
|
|
|
|||||
|
Development
|
|
$
|
325,000
|
|
|
|
|
||
|
Redevelopment
|
|
8,000
|
|
|
|
|
|||
|
Developments/redevelopments recently transferred to rental properties
|
|
50,000
|
|
(1)
|
|||||
|
Generic laboratory infrastructure/building improvement projects
|
|
45,000
|
|
(2)
|
|||||
|
|
Current value-creation projects in North America
|
|
|
|
|
428,000
|
|
||
Near-term value-creation projects:
|
|
|
|
|
|
|||||
|
Development
|
|
62,500
|
|
(3)
|
|||||
|
Redevelopment
|
|
37,000
|
|
(4)
|
|||||
|
Predevelopment
|
|
60,000
|
|
(5)
|
|||||
|
|
Near-term value-creation projects
|
|
|
|
|
159,500
|
|
||
Value-creation projects
|
|
|
|
|
587,500
|
|
||||
|
Non-revenue-enhancing capital expenditures
|
|
|
|
|
12,500
|
|
|||
Total construction spending
|
|
|
|
$
|
600,000
|
|
||||
|
|
|
|
|
|
|
|
|||
Guidance range
|
|
|
|
$ 565,000 - 625,000
|
|
(1)
|
Developments/redevelopments recently transferred to rental properties include certain vacancies, generally less than 10% of the project, that may require additional construction prior to occupancy. For example, our recently delivered redevelopment projects at 4757 Nexus Center Drive, 400 Technology Square, 343 Oyster Point Boulevard, 1616 Eastlake Avenue, 1551 Eastlake Avenue, and 10300 Campus Point Drive generally have 15,000 to 30,000 RSF of value-creation activities to complete in connection with the lease-up and delivery of the space.
|
(2)
|
Includes, among others, generic infrastructure building improvement projects in North America, including 300 Technology Square, 5810/5820 Nancy Ridge Drive, 8000 Virginia Manor Road, and 44 Hartwell Avenue.
|
(3)
|
Near-term value-creation development projects include, among others, 5200 Illumina Way.
|
(4)
|
Near-term value-creation redevelopment projects include, among others, 3033 Science Park Road and 10121 Barnes Canyon Road. These projects were acquired in the second quarter of 2012 and the third quarter of 2013, respectively.
|
(5)
|
Includes traditional preconstruction costs plus predevelopment costs related to: (i) approximately $17 million of site and infrastructure costs for the 1.2 million RSF related to 50 Binney Street, 60 Binney Street, and 100 Binney Street at the Alexandria Center™ at Kendall Square, including utility access and roads, installation of storm drain systems, infiltration systems, traffic lighting/signals, streets, and sidewalks, and (ii) approximately $4 million related to the design, permitting, and construction drawings related to 50 Binney Street and 60 Binney Street. Site and infrastructure costs related to 75/125 Binney Street are included in our estimate of cost at completion and initial stabilized yields.
|
Historical construction spending
(In thousands)
|
|
Year Ended
December 31, 2013
|
||
Development – North America
|
|
$
|
353,064
|
|
Redevelopment – North America
|
|
112,289
|
|
|
Predevelopment
|
|
59,657
|
|
|
Generic laboratory infrastructure/building improvement projects in North America
(1)
|
|
46,814
|
|
|
Development and redevelopment – Asia
|
|
10,107
|
|
|
Total construction spending
|
|
$
|
581,931
|
|
(1)
|
Includes revenue-enhancing projects and amounts shown in the table below related to non-revenue-enhancing capital expenditures.
|
|
Year Ended December 31,
|
||||||||||||||||||||
|
2013
|
|
2012
|
||||||||||||||||||
Non-revenue-enhancing Capital Expenditures, Tenant Improvements, and Leasing Costs
|
Amount
|
|
Square Feet
|
|
Per Square Foot
|
|
Amount
|
|
Square Feet
|
|
Per Square Foot
|
||||||||||
Non-revenue-enhancing capital expenditures
|
$
|
3,461
|
|
|
13,963,661
|
|
|
$
|
0.25
|
|
|
$
|
2,068
|
|
|
14,115,129
|
|
|
$
|
0.15
|
|
Tenant improvements and leasing costs:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Re-tenanted space
|
$
|
6,042
|
|
|
401,880
|
|
|
$
|
15.03
|
|
|
$
|
2,673
|
|
|
284,263
|
|
|
$
|
9.40
|
|
Renewal space
|
9,860
|
|
|
1,436,517
|
|
|
6.86
|
|
|
6,508
|
|
|
1,191,140
|
|
|
5.46
|
|
||||
Total tenant improvements and leasing costs
|
$
|
15,902
|
|
|
1,838,397
|
|
|
$
|
8.65
|
|
|
$
|
9,181
|
|
|
1,475,403
|
|
|
$
|
6.22
|
|
|
|
|
Payments by Period
|
||||||||||||||||
|
Total
|
|
2014
|
|
2015-2016
|
|
2017-2018
|
|
Thereafter
|
||||||||||
Secured and unsecured debt
(1) (2) (3)
|
$
|
3,062,837
|
|
|
$
|
229,577
|
|
|
$
|
792,165
|
|
|
$
|
79,853
|
|
|
$
|
1,961,242
|
|
Estimated interest payments on fixed-rate and hedged variable-rate debt
(4)
|
137,902
|
|
|
44,729
|
|
|
62,235
|
|
|
20,395
|
|
|
10,543
|
|
|||||
Estimated interest payments on variable-rate debt
(5)
|
26,751
|
|
|
5,758
|
|
|
18,850
|
|
|
2,143
|
|
|
—
|
|
|||||
Ground lease obligations
|
687,447
|
|
|
10,520
|
|
|
20,404
|
|
|
21,234
|
|
|
635,289
|
|
|||||
Other obligations
|
8,827
|
|
|
1,324
|
|
|
2,862
|
|
|
3,159
|
|
|
1,482
|
|
|||||
Total
|
$
|
3,923,764
|
|
|
$
|
291,908
|
|
|
$
|
896,516
|
|
|
$
|
126,784
|
|
|
$
|
2,608,556
|
|
(1)
|
Amounts represent principal amounts due and exclude unamortized premiums/discounts reflected on the consolidated balance sheets.
|
(2)
|
Amounts include noncontrolling interests’ share of scheduled principal maturities of approximately $20.9 million, all of which matures in 2014. See discussion under Note 6, Secured and Unsecured Senior Debt, for additional information.
|
(3)
|
Payment dates include any extension options that we control.
|
(4)
|
Estimated interest payments on our fixed-rate debt and hedged variable-rate debt were based upon contractual interest rates, including the impact of interest rate swap agreements, interest payment dates, and scheduled maturity dates.
|
(5)
|
The interest payments on variable-rate debt were based on the interest rates in effect as of
December 31, 2013
.
|
|
Year Ended December 31,
|
|
|
||||||||
|
2013
|
|
2012
|
|
Change
|
||||||
Net cash provided by operating activities
|
$
|
312,727
|
|
|
$
|
305,533
|
|
|
$
|
7,194
|
|
Net cash used in investing activities
|
$
|
(591,375
|
)
|
|
$
|
(558,100
|
)
|
|
$
|
(33,275
|
)
|
Net cash provided by financing activities
|
$
|
197,570
|
|
|
$
|
314,860
|
|
|
$
|
(117,290
|
)
|
|
Year Ended December 31,
|
|
|
||||||||
|
2013
|
|
2012
|
|
Change
|
||||||
Net cash provided by operating activities
|
$
|
312,727
|
|
|
$
|
305,533
|
|
|
$
|
7,194
|
|
Add back: Changes in operating assets and liabilities
|
4,785
|
|
|
(15,287
|
)
|
|
20,072
|
|
|||
Net cash provided by operating activities before changes in assets and liabilities
|
$
|
317,512
|
|
|
$
|
290,246
|
|
|
$
|
27,266
|
|
|
Year Ended December 31,
|
|
|
||||||||
|
2013
|
|
2012
|
|
Change
|
||||||
Proceeds from sales of properties
|
$
|
153,968
|
|
|
$
|
36,179
|
|
|
$
|
117,789
|
|
Additions to properties
|
(593,389
|
)
|
|
(549,030
|
)
|
|
(44,359
|
)
|
|||
Purchase of properties
|
(122,069
|
)
|
|
(42,171
|
)
|
|
(79,898
|
)
|
|||
Other
|
(29,885
|
)
|
|
(3,078
|
)
|
|
(26,807
|
)
|
|||
Net cash used in investing activities
|
$
|
(591,375
|
)
|
|
$
|
(558,100
|
)
|
|
$
|
(33,275
|
)
|
|
Year Ended December 31,
|
|
|
||||||||
|
2013
|
|
2012
|
|
Change
|
||||||
Borrowings from secured notes payable
|
$
|
28,489
|
|
|
$
|
17,810
|
|
|
$
|
10,679
|
|
Repayments of borrowings from secured notes payable
|
(36,219
|
)
|
|
(26,367
|
)
|
|
(9,852
|
)
|
|||
Proceeds from issuance of unsecured senior notes payable
|
498,561
|
|
|
544,650
|
|
|
(46,089
|
)
|
|||
Principal borrowings from unsecured senior line of credit
|
729,000
|
|
|
847,147
|
|
|
(118,147
|
)
|
|||
Repayments of borrowings from unsecured senior line of credit
|
(1,091,000
|
)
|
|
(651,147
|
)
|
|
(439,853
|
)
|
|||
Repayments of unsecured senior bank term loan
|
(250,000
|
)
|
|
(250,000
|
)
|
|
—
|
|
|||
Repurchase of unsecured senior convertible notes
|
(384
|
)
|
|
(84,801
|
)
|
|
84,417
|
|
|||
Total changes related to debt
|
(121,553
|
)
|
|
397,292
|
|
|
(518,845
|
)
|
|||
|
|
|
|
|
|
||||||
Redemption of Series C Cumulative Redeemable Preferred Stock
|
—
|
|
|
(129,638
|
)
|
|
129,638
|
|
|||
Proceeds from issuance of Series E Cumulative Redeemable Preferred Stock
|
—
|
|
|
124,868
|
|
|
(124,868
|
)
|
|||
Total changes related to preferred stock
|
—
|
|
|
(4,770
|
)
|
|
4,770
|
|
|||
|
|
|
|
|
|
||||||
Proceeds from common stock offering
|
534,469
|
|
|
97,890
|
|
|
436,579
|
|
|||
Dividend payments
|
(194,961
|
)
|
|
(154,317
|
)
|
|
(40,644
|
)
|
|||
Other
|
(20,385
|
)
|
|
(21,235
|
)
|
|
850
|
|
|||
Net cash provided by financing activities
|
$
|
197,570
|
|
|
$
|
314,860
|
|
|
$
|
(117,290
|
)
|
|
Year Ended December 31,
|
|
|
||||||||
|
2013
|
|
2012
|
|
Change
|
||||||
Common stock dividends
|
$
|
169,076
|
|
|
$
|
126,498
|
|
|
$
|
42,578
|
|
Series C Cumulative Redeemable Preferred Stock dividends
|
—
|
|
|
5,428
|
|
|
(5,428
|
)
|
|||
Series D Cumulative Convertible Preferred Stock dividends
|
17,500
|
|
|
17,500
|
|
|
—
|
|
|||
Series E Cumulative Redeemable Preferred Stock dividends
|
8,385
|
|
|
4,891
|
|
|
3,494
|
|
|||
|
$
|
194,961
|
|
|
$
|
154,317
|
|
|
$
|
40,644
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Net income attributable to Alexandria’s common stockholders – basic
|
|
$
|
108,751
|
|
|
$
|
67,630
|
|
|
$
|
101,973
|
|
Depreciation and amortization
|
|
190,778
|
|
|
192,005
|
|
|
158,026
|
|
|||
(Gain) loss on sale of real estate
|
|
121
|
|
|
(1,564
|
)
|
|
—
|
|
|||
Impairment of real estate
|
|
—
|
|
|
11,400
|
|
|
994
|
|
|||
Gain on sale of land parcel
|
|
(4,824
|
)
|
|
(1,864
|
)
|
|
(46
|
)
|
|||
Amount attributable to noncontrolling interests/unvested restricted stock awards:
|
|
|
|
|
|
|
||||||
Net income
|
|
5,613
|
|
|
4,592
|
|
|
5,063
|
|
|||
FFO
|
|
(5,577
|
)
|
|
(4,561
|
)
|
|
(6,402
|
)
|
|||
FFO attributable to Alexandria’s common stockholders – basic
|
|
294,862
|
|
|
267,638
|
|
|
259,608
|
|
|||
Assumed conversion of 8.00% unsecured senior convertible notes
|
|
15
|
|
|
21
|
|
|
21
|
|
|||
FFO attributable to Alexandria’s common stockholders – diluted
|
|
294,877
|
|
|
267,659
|
|
|
259,629
|
|
|||
Realized gain on equity investment primarily related to one non-tenant life science entity
|
|
—
|
|
|
(5,811
|
)
|
|
—
|
|
|||
Impairment of land parcel
|
|
—
|
|
|
2,050
|
|
|
—
|
|
|||
Impairment of investments
|
|
853
|
|
|
—
|
|
|
—
|
|
|||
Acquisition-related expenses
|
|
1,446
|
|
|
—
|
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
|
1,992
|
|
|
2,225
|
|
|
6,485
|
|
|||
Preferred stock redemption charge
|
|
—
|
|
|
5,978
|
|
|
—
|
|
|||
Allocation to unvested restricted stock awards
|
|
(35
|
)
|
|
(39
|
)
|
|
(69
|
)
|
|||
FFO attributable to Alexandria’s common stockholders – diluted, as adjusted
|
|
299,133
|
|
|
272,062
|
|
|
266,045
|
|
|||
|
|
|
|
|
|
|
||||||
Non-revenue-enhancing capital expenditures:
|
|
|
|
|
|
|
||||||
Building improvements
|
|
(3,461
|
)
|
|
(2,068
|
)
|
|
(2,531
|
)
|
|||
Tenant improvements and leasing commissions
|
|
(15,902
|
)
|
|
(9,181
|
)
|
|
(10,600
|
)
|
|||
Straight-line rent revenue
|
|
(27,935
|
)
|
|
(28,456
|
)
|
|
(26,797
|
)
|
|||
Straight-line rent expense on ground leases
|
|
1,896
|
|
|
3,285
|
|
|
4,704
|
|
|||
Capitalized income from development projects
|
|
143
|
|
|
645
|
|
|
3,973
|
|
|||
Amortization of acquired above and below market leases
|
|
(3,316
|
)
|
|
(3,200
|
)
|
|
(9,332
|
)
|
|||
Amortization of loan fees
|
|
9,936
|
|
|
9,832
|
|
|
9,300
|
|
|||
Amortization of debt premiums/discounts
|
|
529
|
|
|
511
|
|
|
3,819
|
|
|||
Stock compensation
|
|
15,552
|
|
|
14,160
|
|
|
11,755
|
|
|||
Allocation to unvested restricted stock awards
|
|
191
|
|
|
127
|
|
|
122
|
|
|||
AFFO attributable to Alexandria’s common stockholders – diluted
|
|
$
|
276,766
|
|
|
$
|
257,717
|
|
|
$
|
250,458
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Net income per share attributable to Alexandria’s common stockholders – basic
|
|
$
|
1.60
|
|
|
$
|
1.09
|
|
|
$
|
1.73
|
|
Depreciation and amortization
|
|
2.80
|
|
|
3.10
|
|
|
2.66
|
|
|||
Gain on sale of real estate
|
|
—
|
|
|
(0.03
|
)
|
|
—
|
|
|||
Impairment of real estate
|
|
—
|
|
|
0.18
|
|
|
0.02
|
|
|||
Gain on sale of land parcel
|
|
(0.07
|
)
|
|
(0.03
|
)
|
|
—
|
|
|||
Amount attributable to noncontrolling interests/unvested restricted stock awards:
|
|
|
|
|
|
|
||||||
Net income
|
|
0.08
|
|
|
0.07
|
|
|
0.09
|
|
|||
FFO
|
|
(0.08
|
)
|
|
(0.07
|
)
|
|
(0.11
|
)
|
|||
FFO per share attributable to Alexandria’s common stockholders – basic and diluted
|
|
4.33
|
|
|
4.31
|
|
|
4.39
|
|
|||
Realized gain on equity investment primarily related to one non-tenant life science entity
|
|
—
|
|
|
(0.09
|
)
|
|
—
|
|
|||
Impairments
|
|
0.01
|
|
|
0.04
|
|
|
—
|
|
|||
Acquisition-related expenses
|
|
0.02
|
|
|
—
|
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
|
0.04
|
|
|
0.02
|
|
|
0.11
|
|
|||
Preferred stock redemption charge
|
|
—
|
|
|
0.10
|
|
|
—
|
|
|||
FFO per share attributable to Alexandria’s common stockholders – diluted, as adjusted
|
|
4.40
|
|
|
4.38
|
|
|
4.50
|
|
|||
Non-revenue-enhancing capital expenditures
|
|
(0.28
|
)
|
|
(0.18
|
)
|
|
(0.22
|
)
|
|||
Straight-line rent revenue
|
|
(0.41
|
)
|
|
(0.46
|
)
|
|
(0.45
|
)
|
|||
Straight-line rent expense on ground leases
|
|
0.03
|
|
|
0.05
|
|
|
0.08
|
|
|||
Amortization of acquired above and below market leases
|
|
(0.05
|
)
|
|
(0.05
|
)
|
|
(0.16
|
)
|
|||
Amortization of loan fees
|
|
0.14
|
|
|
0.16
|
|
|
0.16
|
|
|||
Stock compensation
|
|
0.23
|
|
|
0.23
|
|
|
0.20
|
|
|||
Other
|
|
0.01
|
|
|
0.02
|
|
|
0.13
|
|
|||
AFFO per share attributable to Alexandria’s common stockholders – diluted
|
|
$
|
4.07
|
|
|
$
|
4.15
|
|
|
$
|
4.24
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Net income
|
$
|
44,222
|
|
|
$
|
28,807
|
|
|
$
|
140,249
|
|
|
$
|
105,528
|
|
Interest expense
|
17,783
|
|
|
17,941
|
|
|
67,952
|
|
|
69,184
|
|
||||
Depreciation and amortization – continuing operations
|
48,084
|
|
|
47,280
|
|
|
189,123
|
|
|
185,687
|
|
||||
Depreciation and amortization – discontinued operations
|
17
|
|
|
792
|
|
|
1,655
|
|
|
6,318
|
|
||||
EBITDA
|
110,106
|
|
|
94,820
|
|
|
398,979
|
|
|
366,717
|
|
||||
Stock compensation expense
|
4,011
|
|
|
3,748
|
|
|
15,552
|
|
|
14,160
|
|
||||
Loss on early extinguishment of debt
|
—
|
|
|
—
|
|
|
1,992
|
|
|
2,225
|
|
||||
(Gain) loss on sale of real estate
|
—
|
|
|
—
|
|
|
121
|
|
|
(1,564
|
)
|
||||
Gain on sale of land parcel
|
(4,052
|
)
|
|
—
|
|
|
(4,824
|
)
|
|
(1,864
|
)
|
||||
Impairment of real estate
|
—
|
|
|
1,601
|
|
|
—
|
|
|
11,400
|
|
||||
Impairment of land parcel
|
—
|
|
|
2,050
|
|
|
—
|
|
|
2,050
|
|
||||
Impairment of investments
|
853
|
|
|
—
|
|
|
853
|
|
|
—
|
|
||||
Deal costs
|
1,446
|
|
|
—
|
|
|
1,446
|
|
|
—
|
|
||||
Adjusted EBITDA
|
$
|
112,364
|
|
|
$
|
102,219
|
|
|
$
|
414,119
|
|
|
$
|
393,124
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Adjusted EBITDA
|
$
|
112,364
|
|
|
$
|
102,219
|
|
|
$
|
414,119
|
|
|
$
|
393,124
|
|
Less: discontinued operations
|
126
|
|
|
(5,982
|
)
|
|
(2,676
|
)
|
|
(24,970
|
)
|
||||
Adjusted EBITDA – excluding discontinued operations
|
$
|
112,490
|
|
|
$
|
96,237
|
|
|
$
|
411,443
|
|
|
$
|
368,154
|
|
Total revenues
|
$
|
168,823
|
|
|
$
|
151,254
|
|
|
$
|
631,151
|
|
|
$
|
574,497
|
|
Adjusted EBITDA margins
|
67%
|
|
|
64%
|
|
|
65%
|
|
|
64%
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Adjusted EBITDA
|
|
$
|
112,364
|
|
|
$
|
102,219
|
|
|
$
|
414,119
|
|
|
$
|
393,124
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
$
|
17,783
|
|
|
$
|
17,941
|
|
|
$
|
67,952
|
|
|
$
|
69,184
|
|
Add: capitalized interest
|
|
14,116
|
|
|
14,897
|
|
|
60,615
|
|
|
62,751
|
|
||||
Less: amortization of loan fees
|
|
(2,636
|
)
|
|
(2,505
|
)
|
|
(9,936
|
)
|
|
(9,832
|
)
|
||||
Less: amortization of debt premium/discounts
|
|
(146
|
)
|
|
(110
|
)
|
|
(529
|
)
|
|
(511
|
)
|
||||
Cash interest
|
|
29,117
|
|
|
30,223
|
|
|
118,102
|
|
|
121,592
|
|
||||
Dividends on preferred stock
|
|
6,471
|
|
|
6,471
|
|
|
25,885
|
|
|
27,328
|
|
||||
Fixed charges
|
|
$
|
35,588
|
|
|
$
|
36,694
|
|
|
$
|
143,987
|
|
|
$
|
148,920
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed charge coverage ratio – quarter annualized
|
|
3.2x
|
|
|
2.8x
|
|
|
2.9
|
x
|
|
2.6
|
x
|
||||
Fixed charge coverage ratio – trailing 12 months
|
|
2.9x
|
|
|
2.6x
|
|
|
2.9
|
x
|
|
2.6
|
x
|
|
As of December 31,
|
||||||
|
2013
|
|
2012
|
||||
Secured notes payable
|
$
|
708,831
|
|
|
$
|
716,144
|
|
Unsecured senior notes payable
|
1,048,230
|
|
|
549,805
|
|
||
Unsecured senior line of credit
|
204,000
|
|
|
566,000
|
|
||
Unsecured senior bank term loans
|
1,100,000
|
|
|
1,350,000
|
|
||
Less: cash and cash equivalents
|
(57,696
|
)
|
|
(140,971
|
)
|
||
Less: restricted cash
|
(27,709
|
)
|
|
(39,947
|
)
|
||
Net debt
|
$
|
2,975,656
|
|
|
$
|
3,001,031
|
|
|
|
|
|
||||
Adjusted EBITDA – quarter annualized
(1)
|
$
|
449,456
|
|
|
$
|
408,876
|
|
Net debt to Adjusted EBITDA – quarter annualized
(1)
|
6.6
|
x
|
|
7.3
|
x
|
||
Adjusted EBITDA – trailing 12 months
|
$
|
414,119
|
|
|
$
|
393,124
|
|
Net debt to Adjusted EBITDA – trailing 12 months
|
7.2
|
x
|
|
7.6
|
x
|
(1)
|
We believe the Adjusted EBITDA and net debt to Adjusted EBITDA for the
three months ended December 31, 2013
and 2012, annualized, reflect the completion of many development and redevelopment projects and are indicative of the Company’s current operating trends.
|
|
Year Ended December 31,
|
||||||
|
2013
|
|
2012
|
||||
Unencumbered NOI
|
$
|
305,028
|
|
|
$
|
286,224
|
|
Encumbered NOI
|
137,084
|
|
|
115,517
|
|
||
Total NOI from continuing operations
|
$
|
442,112
|
|
|
$
|
401,741
|
|
|
|
|
|
||||
Unencumbered NOI as a percentage of total NOI
|
69
|
%
|
|
71
|
%
|
Annualized impact to future earnings due to variable-rate debt:
|
|
||
Rate increase of 1%
|
$
|
(1,844
|
)
|
Rate decrease of 1%
|
$
|
1,288
|
|
Effect on fair value of total consolidated debt and interest rate swap agreements:
|
|
||
Rate increase of 1%
|
$
|
(124,018
|
)
|
Rate decrease of 1%
|
$
|
101,786
|
|
Equity price risk:
|
|
||
Increase in fair value of 10%
|
$
|
14,029
|
|
Decrease in fair value of 10%
|
$
|
(14,029
|
)
|
Foreign currency exchange rate risk:
|
|
||
Increase in foreign currency exchange rate of 10%
|
$
|
(100
|
)
|
Decrease in foreign currency exchange rate of 10%
|
$
|
100
|
|
|
|
Number of securities to be
issued upon exercise of
outstanding options,
warrants, and rights
(a)
|
|
Weighted-average
exercise price of
outstanding options,
warrants, and rights
(b)
|
|
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
(c)
|
Equity Compensation Plan Approved by Stockholders − 1997 Incentive Plan
|
|
—
|
|
—
|
|
1,059,340
|
|
Page
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
Audited Consolidated Financial Statements of Alexandria Real Estate Equities, Inc.:
|
|
Consolidated Balance Sheets as of December 31, 2013 and 2012
|
|
Consolidated Statements of Income for the Years Ended December 31, 2013, 2012, and 2011
|
|
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2013, 2012, and 2011
|
|
Consolidated Statements of Changes in Stockholders’ Equity and Noncontrolling Interests for the Years Ended December 31, 2013, 2012, and 2011
|
|
Consolidated Statements of Cash Flows for the Years Ended December 31, 2013, 2012, and 2011
|
|
Notes to Consolidated Financial Statements
|
|
Schedule III − Consolidated Financial Statement Schedule of Rental Properties and Accumulated Depreciation
|
Exhibit
Number
|
|
Exhibit Title
|
|
|
|
3.1*
|
|
Articles of Amendment and Restatement of the Company, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on August 14, 1997.
|
3.2*
|
|
Certificate of Correction of the Company, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on August 14, 1997.
|
3.3*
|
|
Bylaws of the Company (as amended December 15, 2011), filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on December 19, 2011.
|
3.4*
|
|
Articles Supplementary, dated June 9, 1999, relating to the 9.50% Series A Cumulative Redeemable Preferred Stock, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on August 13, 1999.
|
3.5*
|
|
Articles Supplementary, dated February 10, 2000, relating to the election to be subject to Subtitle 8 of Title 3 of the Maryland General Corporation Law, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 10, 2000.
|
3.6*
|
|
Articles Supplementary, dated February 10, 2000, relating to the Series A Junior Participating Preferred Stock, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 10, 2000.
|
3.7*
|
|
Articles Supplementary, dated January 18, 2002, relating to the 9.10% Series B Cumulative Redeemable Preferred Stock, filed as an exhibit to the Company’s Form 8-A for registration of certain classes of securities filed with the SEC on January 18, 2002.
|
3.8*
|
|
Articles Supplementary, dated June 22, 2004, relating to the 8.375% Series C Cumulative Redeemable Preferred Stock, filed as an exhibit to the Company’s Form 8-A for registration of certain classes of securities filed with the SEC on June 28, 2004.
|
3.9*
|
|
Articles Supplementary, dated March 25, 2008, relating to the 7.00% Series D Cumulative Convertible Preferred Stock, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on March 25, 2008.
|
3.10*
|
|
Articles Supplementary, dated March 12, 2012, relating to the 6.45% Series E Cumulative Redeemable Preferred Stock, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on March 14, 2012.
|
4.1*
|
|
Specimen certificate representing shares of common stock, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on May 5, 2011.
|
4.2*
|
|
Specimen certificate representing shares of 7.00% Series D Cumulative Convertible Preferred Stock, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on March 25, 2008.
|
4.3*
|
|
Indenture, dated as of February 29, 2012, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 29, 2012.
|
4.4*
|
|
Supplemental Indenture No. 1, dated as of February 29, 2012, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 29, 2012.
|
4.5*
|
|
Form of 4.60% Senior Note due 2022 (included in Exhibit 4.4 above).
|
4.6*
|
|
Specimen certificate representing shares of 6.45% Series E Cumulative Redeemable Preferred Stock, filed as an exhibit to the Company’s Form 8-A for registration of certain classes of securities filed with the SEC on March 12, 2012.
|
4.7*
|
|
Supplemental Indenture No. 2, dated as of June 7, 2013, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on June 7, 2013.
|
4.8*
|
|
Form of 3.90% Senior Note due 2023 (included in Exhibit 4.7 above).
|
10.1*
|
(1)
|
Amended and Restated 1997 Stock Award and Incentive Plan of the Company, dated May 27, 2010, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on June 2, 2010.
|
10.2*
|
(1)
|
Form of Non-Employee Director Stock Option Agreement for use in connection with options issued pursuant to the Amended and Restated 1997 Stock Award and Incentive Plan, filed as an exhibit to the Company’s Registration Statement on Form S-11 (No. 333-23545) filed with the SEC on May 5, 1997.
|
10.3*
|
(1)
|
Form of Incentive Stock Option Agreement for use in connection with options issued pursuant to the Amended and Restated 1997 Stock Award and Incentive Plan, filed as an exhibit to the Company’s Registration Statement on Form S-11 (No. 333-23545) filed with the SEC on May 5, 1997.
|
10.4*
|
(1)
|
Form of Nonqualified Stock Option Agreement for use in connection with options issued pursuant to the Amended and Restated 1997 Stock Award and Incentive Plan, filed as an exhibit to the Company’s Registration Statement on Form S-11 (No. 333-23545) filed with the SEC on May 5, 1997.
|
10.5*
|
(1)
|
Form of Employee Restricted Stock Agreement for use in connection with shares of restricted stock issued to employees pursuant to the Amended and Restated 1997 Stock Award and Incentive Plan, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 15, 1999.
|
10.6*
|
(1)
|
Form of Independent Contractor Restricted Stock Agreement for use in connection with shares of restricted stock issued to independent contractors pursuant to the Amended and Restated 1997 Stock Award and Incentive Plan, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 15, 1999.
|
10.7*
|
(1)
|
The Company’s 2000 Deferred Compensation Plan, amended and restated effective as of January 1, 2010, filed as an exhibit to the Company’s annual report on Form 10-K filed with the SEC on March 1, 2011.
|
10.8*
|
(1)
|
The Company’s 2000 Deferred Compensation Plan for Directors, amended and restated effective as of January 1, 2010, filed as an exhibit to the Company’s annual report on Form 10-K filed with the SEC on March 1, 2011.
|
10.9*
|
(1)
|
Amended and Restated Executive Employment Agreement, effective as of April 26, 2012, by and between the Company and Joel S. Marcus, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on May 4, 2012.
|
10.10*
|
(1)
|
Second Amended and Restated Executive Employment Agreement between the Company and Dean A. Shigenaga, effective as of January 1, 2010, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on May 5, 2011.
|
10.11*
|
(1)
|
Third Amended and Restated Executive Employment Agreement, dated as of October 25, 2011, between the Company and Stephen A. Richardson, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 9, 2011.
|
10.12*
|
(1)
|
Executive Employment Agreement between the Company and Peter M. Moglia, effective as of January 1, 2011, filed as an exhibit to the Company’s annual report on Form 10-K filed with the SEC on February 25, 2013.
|
10.13
|
(1)
|
Second Amended and Restated Executive Employment Agreement between the Company and Thomas J. Andrews, effective January 1, 2011.
|
10.14
|
(1)
|
Executive Employment Agreement between the Company and Daniel J. Ryan, effective September 7, 2010.
|
10.15
|
(1)
|
Executive Employment Agreement between the Company and Jennifer J. Banks, effective October 1, 2013.
|
10.16
|
(1)
|
Summary of Director Compensation Arrangements.
|
10.17*
|
(1)
|
Anniversary Bonus Plan of the Company, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on June 17, 2010.
|
10.18*
|
|
Amended and Restated Consulting Agreement, dated as of September 30, 2011, between the Company and James H. Richardson, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 9, 2011.
|
10.19*
|
|
Form of Indemnification Agreement between the Company and each of its directors and officers, filed as an exhibit to the Company’s annual report on Form 10-K filed with the SEC on March 1, 2011.
|
10.20*
|
|
Indenture, dated as of February 29, 2012, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 29, 2012.
|
10.21*
|
|
Supplemental Indenture No. 1, dated as of February 29, 2012, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on February 29, 2012.
|
10.22*
|
|
Supplemental Indenture No. 2, dated as of June 7, 2013, among the Company, as Issuer, Alexandria Real Estate Equities, L.P., as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee, filed as an exhibit to the Company’s current report on Form 8-K filed with the SEC on June 7, 2013.
|
10.23*
|
|
Fourth Amended and Restated Credit Agreement, dated as of August 30, 2013, among the Company, as Borrower, Alexandria Real Estate Equities, L.P., as Guarantor, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and Citigroup Global Markets Inc., as Joint Lead Arrangers and Joint Book Runners, JPMorgan Chase Bank, N.A. and Citigroup Global Markets Inc., as Co-Syndication Agents, Barclays Bank PLC, Capital One, N.A., Compass Bank, Credit Agricole Corporate and Investment Bank, Goldman Sachs Bank USA, HSBC Bank USA, National Association, Royal Bank of Canada, The Bank of Nova Scotia, and The Royal Bank of Scotland PLC, as Co-Documentation Agents, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 7, 2013.
|
10.24*
|
|
Amended and Restated Term Loan Agreement, dated as of August 30, 2013, among the Company, as Borrower, Alexandria Real Estate Equities, L.P., as Guarantor, Bank of America, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A. and Citigroup Global Markets Inc., as Co-Syndication Agents, Barclays Bank PLC, Capital One, N.A., Compass Bank, Credit Agricole Corporate and Investment Bank, Goldman Sachs Bank USA, HSBC Bank USA, National Association, Royal Bank of Canada, The Bank of Nova Scotia, and The Royal Bank of Scotland PLC, as Co-Documentation Agents, and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Citigroup Global Markets Inc., as Joint Lead Arrangers and Joint Lead Book Runners, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 7, 2013.
|
10.25*
|
|
Second Amended and Restated Term Loan Agreement, dated as of July 26, 2013, among the Company, as Borrower, Alexandria Real Estate Equities, L.P., as Guarantor, Citibank, N.A., as Administrative Agent, Royal Bank of Canada and The Royal Bank of Scotland PLC, as Co-Syndication Agents, The Bank of Nova Scotia and Compass Bank, as Co-Documentation Agents, and Citigroup Global Markets Inc., RBC Capital Markets, and RBS Securities Inc., as Joint Lead Arrangers and Joint Book Running Managers, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 7, 2013.
|
10.26*
|
|
First Amendment to Second Amended and Restated Term Loan Agreement, dated as of August 30, 2013, among the Company and Alexandria Real Estate Equities, L.P., as Credit Parties, Citibank, N.A., as Administrative Agent, Royal Bank of Canada and The Royal Bank of Scotland PLC, as Co-Syndication Agents, The Bank of Nova Scotia and Compass Bank, as Co-Documentation Agents, and Citigroup Global Markets Inc., RBC Capital Markets, and RBS Securities Inc., as Joint Lead Arrangers and Joint Book Running Managers, filed as an exhibit to the Company’s quarterly report on Form 10-Q filed with the SEC on November 7, 2013.
|
11.1
|
|
Computation of Per Share Earnings (included in Note 10 to the Consolidated Financial Statements).
|
12.1
|
|
Computation of Consolidated Ratios of Earnings to Fixed Charges and Combined Fixed Charges and Preferred Stock Dividends.
|
14.1*
|
|
The Company’s Business Integrity Policy and Procedures for Reporting Non-Compliance (code of ethics pursuant to Item 406 of Regulation S-K), filed as an exhibit to the Company’s annual report on Form 10-K filed with the SEC on March 1, 2010.
|
21.1
|
|
List of Subsidiaries of the Company.
|
23.1
|
|
Consent of Ernst & Young LLP.
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.0
|
|
Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101
|
|
The following materials from the Company’s annual report on Form 10-K for the year ended December 31, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2013 and 2012, (ii) Consolidated Statements of Income for the years ended December 31, 2013, 2012, and 2011, (iii) Consolidated Statement of Changes in Stockholders’ Equity and Noncontrolling Interests for the years ended December 31, 2013, 2012, and 2011, (iv) Consolidated Statements of Cash Flows for the years ended December 31, 2013, 2012, and 2011, (v) Notes to Consolidated Financial Statements, and (vi) Schedule III – Consolidated Financial Statement Schedule of Rental Properties and Accumulated Depreciation of Alexandria Real Estate Equities, Inc.
|
|
ALEXANDRIA REAL ESTATE EQUITIES, INC.
|
Dated: February 28, 2014
|
By:
/s/ Joel S. Marcus
Joel S. Marcus
Chief Executive Officer
|
Signature
|
Title
|
Date
|
/s/ Joel S. Marcus
Joel S. Marcus
|
Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer)
|
February 28, 2014
|
/s/ Dean A. Shigenaga
Dean A. Shigenaga
|
Chief Financial Officer (Principal Financial Officer)
|
February 28, 2014
|
/s/ Richard B. Jennings
Richard B. Jennings
|
Lead Director
|
February 28, 2014
|
/s/ John L. Atkins, III
John L. Atkins, III
|
Director
|
February 28, 2014
|
/s/ Maria C. Freire
Maria C. Freire
|
Director
|
February 28, 2014
|
/s/ Steven R. Hash
Steven R. Hash
|
Director
|
February 28, 2014
|
/s/ Richard H. Klein
Richard H. Klein
|
Director
|
February 28, 2014
|
/s/ James H. Richardson
James H. Richardson
|
Director
|
February 28, 2014
|
|
December 31, 2013
|
|
December 31, 2012
|
||||
Assets
|
|
|
|
||||
Investments in real estate, net
|
$
|
6,776,914
|
|
|
$
|
6,424,578
|
|
Cash and cash equivalents
|
57,696
|
|
|
140,971
|
|
||
Restricted cash
|
27,709
|
|
|
39,947
|
|
||
Tenant receivables
|
9,918
|
|
|
8,449
|
|
||
Deferred rent
|
190,425
|
|
|
170,396
|
|
||
Deferred leasing and financing costs, net
|
192,658
|
|
|
160,048
|
|
||
Investments
|
140,288
|
|
|
115,048
|
|
||
Other assets
|
134,156
|
|
|
90,679
|
|
||
Total assets
|
$
|
7,529,764
|
|
|
$
|
7,150,116
|
|
|
|
|
|
||||
Liabilities, Noncontrolling Interests, and Equity
|
|
|
|
||||
Secured notes payable
|
$
|
708,831
|
|
|
$
|
716,144
|
|
Unsecured senior notes payable
|
1,048,230
|
|
|
549,805
|
|
||
Unsecured senior line of credit
|
204,000
|
|
|
566,000
|
|
||
Unsecured senior bank term loans
|
1,100,000
|
|
|
1,350,000
|
|
||
Accounts payable, accrued expenses, and tenant security deposits
|
435,342
|
|
|
423,708
|
|
||
Dividends payable
|
54,420
|
|
|
41,401
|
|
||
Total liabilities
|
3,550,823
|
|
|
3,647,058
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interests
|
14,444
|
|
|
14,564
|
|
||
|
|
|
|
||||
Alexandria Real Estate Equities, Inc.’s stockholders’ equity:
|
|
|
|
||||
7.00% Series D cumulative convertible preferred stock, $0.01 par value per share, 10,000,000 shares authorized; 10,000,000 issued and outstanding as of December 31, 2013 and 2012; $25 liquidation value per share
|
250,000
|
|
|
250,000
|
|
||
6.45% Series E cumulative redeemable preferred stock, $0.01 par value per share, 5,200,000 shares authorized; 5,200,000 shares issued and outstanding as of December 31, 2013 and 2012; $25 liquidation value per share
|
130,000
|
|
|
130,000
|
|
||
Common stock, $0.01 par value per share, 100,000,000 shares authorized; 71,172,197 and 63,244,645 issued and outstanding as of December 31, 2013 and 2012, respectively
|
712
|
|
|
632
|
|
||
Additional paid-in capital
|
3,572,281
|
|
|
3,086,052
|
|
||
Accumulated other comprehensive loss
|
(36,204
|
)
|
|
(24,833
|
)
|
||
Alexandria Real Estate Equities, Inc.’s stockholders’ equity
|
3,916,789
|
|
|
3,441,851
|
|
||
Noncontrolling interests
|
47,708
|
|
|
46,643
|
|
||
Total equity
|
3,964,497
|
|
|
3,488,494
|
|
||
Total liabilities, noncontrolling interests, and equity
|
$
|
7,529,764
|
|
|
$
|
7,150,116
|
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Rental
|
$
|
467,764
|
|
|
$
|
422,793
|
|
|
$
|
404,815
|
|
Tenant recoveries
|
150,095
|
|
|
133,280
|
|
|
126,205
|
|
|||
Other income
|
13,292
|
|
|
18,424
|
|
|
5,760
|
|
|||
Total revenues
|
631,151
|
|
|
574,497
|
|
|
536,780
|
|
|||
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
||||||
Rental operations
|
189,039
|
|
|
172,756
|
|
|
157,634
|
|
|||
General and administrative
|
48,520
|
|
|
47,747
|
|
|
41,112
|
|
|||
Interest
|
67,952
|
|
|
69,184
|
|
|
63,373
|
|
|||
Depreciation and amortization
|
189,123
|
|
|
185,687
|
|
|
150,906
|
|
|||
Impairment of land parcel
|
—
|
|
|
2,050
|
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
1,992
|
|
|
2,225
|
|
|
6,485
|
|
|||
Total expenses
|
496,626
|
|
|
479,649
|
|
|
419,510
|
|
|||
|
|
|
|
|
|
||||||
Income from continuing operations
|
134,525
|
|
|
94,848
|
|
|
117,270
|
|
|||
|
|
|
|
|
|
||||||
Income from discontinued operations:
|
|
|
|
|
|
||||||
Income from discontinued operations before impairment of real estate
|
900
|
|
|
20,216
|
|
|
19,071
|
|
|||
Impairment of real estate
|
—
|
|
|
(11,400
|
)
|
|
(994
|
)
|
|||
Income from discontinued operations
|
900
|
|
|
8,816
|
|
|
18,077
|
|
|||
|
|
|
|
|
|
||||||
Gain on sales of land parcels
|
4,824
|
|
|
1,864
|
|
|
46
|
|
|||
Net income
|
140,249
|
|
|
105,528
|
|
|
135,393
|
|
|||
|
|
|
|
|
|
||||||
Net income attributable to noncontrolling interests
|
4,032
|
|
|
3,402
|
|
|
3,975
|
|
|||
Dividends on preferred stock
|
25,885
|
|
|
27,328
|
|
|
28,357
|
|
|||
Preferred stock redemption charge
|
—
|
|
|
5,978
|
|
|
—
|
|
|||
Net income attributable to unvested restricted stock awards
|
1,581
|
|
|
1,190
|
|
|
1,088
|
|
|||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
108,751
|
|
|
$
|
67,630
|
|
|
$
|
101,973
|
|
Earnings per share attributable to Alexandria Real Estate Equities, Inc.’s common stockholders – basic and diluted:
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
1.59
|
|
|
$
|
0.95
|
|
|
$
|
1.42
|
|
Discontinued operations
|
0.01
|
|
|
0.14
|
|
|
0.31
|
|
|||
Earnings per share – basic and diluted
|
$
|
1.60
|
|
|
$
|
1.09
|
|
|
$
|
1.73
|
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Net income
|
$
|
140,249
|
|
|
$
|
105,528
|
|
|
$
|
135,393
|
|
Other comprehensive income:
|
|
|
|
|
|
||||||
Unrealized gains (losses) on marketable securities:
|
|
|
|
|
|
||||||
Unrealized holding gains arising during the period
|
1,300
|
|
|
990
|
|
|
238
|
|
|||
Reclassification adjustment for gains included in net income
|
(1,183
|
)
|
|
(3,351
|
)
|
|
(2,561
|
)
|
|||
Unrealized gains (losses) on marketable securities, net
|
117
|
|
|
(2,361
|
)
|
|
(2,323
|
)
|
|||
|
|
|
|
|
|
||||||
Unrealized gains on interest rate swaps:
|
|
|
|
|
|
||||||
Unrealized interest rate swap gains (losses) arising during the period
|
1,918
|
|
|
(9,990
|
)
|
|
(9,630
|
)
|
|||
Reclassification adjustment for amortization of interest expense included in net income
|
15,422
|
|
|
22,309
|
|
|
21,457
|
|
|||
Unrealized gains on interest rate swap agreements, net
|
17,340
|
|
|
12,319
|
|
|
11,827
|
|
|||
|
|
|
|
|
|
||||||
Foreign currency translation losses
|
(28,912
|
)
|
|
(318
|
)
|
|
(25,605
|
)
|
|||
|
|
|
|
|
|
||||||
Total other comprehensive (loss) income
|
(11,455
|
)
|
|
9,640
|
|
|
(16,101
|
)
|
|||
Comprehensive income
|
128,794
|
|
|
115,168
|
|
|
119,292
|
|
|||
Less: comprehensive income attributable to noncontrolling interests
|
(3,948
|
)
|
|
(3,364
|
)
|
|
(4,050
|
)
|
|||
Comprehensive income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
124,846
|
|
|
$
|
111,804
|
|
|
$
|
115,242
|
|
|
Alexandria Real Estate Equities, Inc.’s Stockholders’ Equity
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||
|
Series C Preferred Stock
|
|
Series D
Cumulative
Convertible
Preferred
Stock
|
|
Series E
Cumulative
Redeemable
Preferred
Stock
|
|
Number of
Common
Shares
|
|
Common
Stock
|
|
Additional
Paid-In Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
|
Redeemable
Noncontrolling
Interests
|
|||||||||||||||||||||
Balance as of December 31, 2010
|
$
|
129,638
|
|
|
$
|
250,000
|
|
|
$
|
—
|
|
|
54,966,925
|
|
|
$
|
550
|
|
|
$
|
2,566,238
|
|
|
$
|
734
|
|
|
$
|
(18,335
|
)
|
|
$
|
41,583
|
|
|
$
|
2,970,408
|
|
|
$
|
15,920
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
131,418
|
|
|
—
|
|
|
2,657
|
|
|
134,075
|
|
|
1,318
|
|
||||||||||
Total other comprehensive (loss) income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,176
|
)
|
|
25
|
|
|
(16,151
|
)
|
|
50
|
|
||||||||||
Contributions by noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,000
|
|
|
1,000
|
|
|
9
|
|
||||||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,707
|
)
|
|
(2,707
|
)
|
|
(1,263
|
)
|
||||||||||
Equity component related to repurchase of unsecured senior convertible notes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,981
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,981
|
)
|
|
—
|
|
||||||||||
Issuance of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
6,250,651
|
|
|
63
|
|
|
451,476
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
451,539
|
|
|
—
|
|
||||||||||
Issuances pursuant to stock plan
|
—
|
|
|
—
|
|
|
—
|
|
|
342,896
|
|
|
3
|
|
|
22,383
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,386
|
|
|
—
|
|
||||||||||
Dividends declared on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,357
|
)
|
|
—
|
|
|
—
|
|
|
(28,357
|
)
|
|
—
|
|
||||||||||
Dividends declared on preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(112,353
|
)
|
|
—
|
|
|
—
|
|
|
(112,353
|
)
|
|
—
|
|
||||||||||
Distributions in excess of earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,558
|
)
|
|
8,558
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Balance as of December 31, 2011
|
$
|
129,638
|
|
|
$
|
250,000
|
|
|
$
|
—
|
|
|
61,560,472
|
|
|
$
|
616
|
|
|
$
|
3,028,558
|
|
|
$
|
—
|
|
|
$
|
(34,511
|
)
|
|
$
|
42,558
|
|
|
$
|
3,416,859
|
|
|
$
|
16,034
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,126
|
|
|
—
|
|
|
2,429
|
|
|
104,555
|
|
|
973
|
|
||||||||||
Total other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,678
|
|
|
12
|
|
|
9,690
|
|
|
(50
|
)
|
||||||||||
Contributions by noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,875
|
|
|
1,875
|
|
|
—
|
|
||||||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(913
|
)
|
|
(913
|
)
|
|
(1,249
|
)
|
||||||||||
Redemption and conversion of noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
682
|
|
|
694
|
|
|
(1,144
|
)
|
||||||||||
Issuance of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
1,366,977
|
|
|
14
|
|
|
97,876
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97,890
|
|
|
—
|
|
||||||||||
Issuance of Series E Preferred Stock
|
—
|
|
|
—
|
|
|
130,000
|
|
|
—
|
|
|
—
|
|
|
(5,132
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
124,868
|
|
|
—
|
|
||||||||||
Issuances pursuant to stock plan
|
—
|
|
|
—
|
|
|
—
|
|
|
317,196
|
|
|
2
|
|
|
22,080
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,082
|
|
|
—
|
|
||||||||||
Redemption of Series C Preferred Stock
|
(129,638
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,978
|
|
|
(5,978
|
)
|
|
—
|
|
|
—
|
|
|
(129,638
|
)
|
|
—
|
|
||||||||||
Dividends declared on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(131,790
|
)
|
|
—
|
|
|
—
|
|
|
(131,790
|
)
|
|
—
|
|
||||||||||
Dividends declared on preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27,678
|
)
|
|
—
|
|
|
—
|
|
|
(27,678
|
)
|
|
—
|
|
||||||||||
Distributions in excess of earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,320
|
)
|
|
63,320
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Balance as of December 31, 2012
|
$
|
—
|
|
|
$
|
250,000
|
|
|
$
|
130,000
|
|
|
63,244,645
|
|
|
$
|
632
|
|
|
$
|
3,086,052
|
|
|
$
|
—
|
|
|
$
|
(24,833
|
)
|
|
$
|
46,643
|
|
|
$
|
3,488,494
|
|
|
$
|
14,564
|
|
|
Alexandria Real Estate Equities, Inc.’s Stockholders’ Equity
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||
|
Series C Preferred Stock
|
|
Series D
Cumulative
Convertible
Preferred
Stock
|
|
Series E
Cumulative
Redeemable
Preferred
Stock
|
|
Number of
Common
Shares
|
|
Common
Stock
|
|
Additional
Paid-In Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
|
Redeemable
Noncontrolling
Interests
|
|||||||||||||||||||||
Balance as of December 31, 2012
|
$
|
—
|
|
|
$
|
250,000
|
|
|
$
|
130,000
|
|
|
63,244,645
|
|
|
$
|
632
|
|
|
$
|
3,086,052
|
|
|
$
|
—
|
|
|
$
|
(24,833
|
)
|
|
$
|
46,643
|
|
|
$
|
3,488,494
|
|
|
$
|
14,564
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
136,217
|
|
|
—
|
|
|
2,961
|
|
|
139,178
|
|
|
1,071
|
|
||||||||||
Total other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,371
|
)
|
|
(84
|
)
|
|
(11,455
|
)
|
|
—
|
|
||||||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,812
|
)
|
|
(1,812
|
)
|
|
(1,191
|
)
|
||||||||||
Issuance of common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
7,590,000
|
|
|
76
|
|
|
534,393
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
534,469
|
|
|
—
|
|
||||||||||
Issuances pursuant to stock plan
|
—
|
|
|
—
|
|
|
—
|
|
|
337,552
|
|
|
4
|
|
|
23,608
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,612
|
|
|
—
|
|
||||||||||
Dividends declared on common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(182,104
|
)
|
|
—
|
|
|
—
|
|
|
(182,104
|
)
|
|
—
|
|
||||||||||
Dividends declared on preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,885
|
)
|
|
—
|
|
|
—
|
|
|
(25,885
|
)
|
|
—
|
|
||||||||||
Distributions in excess of earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(71,772
|
)
|
|
71,772
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Balance as of December 31, 2013
|
$
|
—
|
|
|
$
|
250,000
|
|
|
$
|
130,000
|
|
|
71,172,197
|
|
|
$
|
712
|
|
|
$
|
3,572,281
|
|
|
$
|
—
|
|
|
$
|
(36,204
|
)
|
|
$
|
47,708
|
|
|
$
|
3,964,497
|
|
|
$
|
14,444
|
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Operating Activities
|
|
|
|
|
|
||||||
Net income
|
$
|
140,249
|
|
|
$
|
105,528
|
|
|
$
|
135,393
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
190,778
|
|
|
192,005
|
|
|
158,026
|
|
|||
Impairment of land parcel
|
—
|
|
|
2,050
|
|
|
—
|
|
|||
Loss on early extinguishment of debt
|
1,992
|
|
|
2,225
|
|
|
6,485
|
|
|||
Loss (gain) on sale of real estate
|
121
|
|
|
(1,564
|
)
|
|
—
|
|
|||
Impairment of real estate
|
—
|
|
|
11,400
|
|
|
994
|
|
|||
Gain on sale of land parcels
|
(4,824
|
)
|
|
(1,864
|
)
|
|
(46
|
)
|
|||
Amortization of loan fees and costs
|
9,936
|
|
|
9,832
|
|
|
9,300
|
|
|||
Amortization of debt premiums/discounts
|
529
|
|
|
511
|
|
|
3,819
|
|
|||
Amortization of acquired above and below market leases
|
(3,316
|
)
|
|
(3,200
|
)
|
|
(9,332
|
)
|
|||
Deferred rent
|
(27,935
|
)
|
|
(28,456
|
)
|
|
(26,797
|
)
|
|||
Stock compensation expense
|
15,552
|
|
|
14,160
|
|
|
11,755
|
|
|||
Investment gains
|
(7,050
|
)
|
|
(15,018
|
)
|
|
(4,846
|
)
|
|||
Investment losses
|
1,480
|
|
|
2,637
|
|
|
1,795
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Restricted cash
|
899
|
|
|
(261
|
)
|
|
(465
|
)
|
|||
Tenant receivables
|
(1,519
|
)
|
|
(981
|
)
|
|
(2,359
|
)
|
|||
Deferred leasing costs
|
(54,825
|
)
|
|
(45,099
|
)
|
|
(56,226
|
)
|
|||
Other assets
|
(6,298
|
)
|
|
(4,069
|
)
|
|
(22,359
|
)
|
|||
Accounts payable, accrued expenses, and tenant security deposits
|
56,958
|
|
|
65,697
|
|
|
41,823
|
|
|||
Net cash provided by operating activities
|
312,727
|
|
|
305,533
|
|
|
246,960
|
|
|||
|
|
|
|
|
|
||||||
Investing Activities
|
|
|
|
|
|
||||||
Proceeds from sales of properties
|
153,968
|
|
|
36,179
|
|
|
20,078
|
|
|||
Additions to properties
|
(593,389
|
)
|
|
(549,030
|
)
|
|
(430,038
|
)
|
|||
Purchase of properties
|
(122,069
|
)
|
|
(42,171
|
)
|
|
(305,030
|
)
|
|||
Change in restricted cash related to construction projects
|
7,655
|
|
|
(9,377
|
)
|
|
(2,183
|
)
|
|||
Distributions from unconsolidated real estate entity
|
—
|
|
|
22,250
|
|
|
—
|
|
|||
Contributions to unconsolidated real estate entity
|
(17,987
|
)
|
|
(6,700
|
)
|
|
(5,256
|
)
|
|||
Additions to investments
|
(36,078
|
)
|
|
(36,294
|
)
|
|
(27,999
|
)
|
|||
Proceeds from sales of investments
|
16,525
|
|
|
27,043
|
|
|
16,849
|
|
|||
Net cash used in investing activities
|
$
|
(591,375
|
)
|
|
$
|
(558,100
|
)
|
|
$
|
(733,579
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Financing Activities
|
|
|
|
|
|
||||||
Borrowings from secured notes payable
|
$
|
28,489
|
|
|
$
|
17,810
|
|
|
$
|
—
|
|
Repayments of borrowings from secured notes payable
|
(36,219
|
)
|
|
(26,367
|
)
|
|
(66,849
|
)
|
|||
Proceeds from issuance of unsecured senior notes payable
|
498,561
|
|
|
544,650
|
|
|
—
|
|
|||
Principal borrowings from unsecured senior line of credit
|
729,000
|
|
|
847,147
|
|
|
1,406,000
|
|
|||
Repayments of borrowings from unsecured senior line of credit
|
(1,091,000
|
)
|
|
(651,147
|
)
|
|
(1,784,000
|
)
|
|||
Principal borrowings from unsecured senior bank term loans
|
—
|
|
|
—
|
|
|
1,350,000
|
|
|||
Repayments of unsecured senior bank term loan
|
(250,000
|
)
|
|
(250,000
|
)
|
|
(500,000
|
)
|
|||
Repurchase of unsecured senior convertible notes
|
(384
|
)
|
|
(84,801
|
)
|
|
(221,439
|
)
|
|||
Redemption of Series C Cumulative Redeemable Preferred Stock
|
—
|
|
|
(129,638
|
)
|
|
—
|
|
|||
Proceeds from issuance of Series E Cumulative Redeemable Preferred Stock
|
—
|
|
|
124,868
|
|
|
—
|
|
|||
Change in restricted cash related to financings
|
2,546
|
|
|
(7,428
|
)
|
|
7,311
|
|
|||
Deferred financing costs paid
|
(19,928
|
)
|
|
(13,225
|
)
|
|
(27,316
|
)
|
|||
Proceeds from common stock offerings
|
534,469
|
|
|
97,890
|
|
|
451,539
|
|
|||
Proceeds from exercise of stock options
|
—
|
|
|
155
|
|
|
2,117
|
|
|||
Dividends paid on common stock
|
(169,076
|
)
|
|
(126,498
|
)
|
|
(106,889
|
)
|
|||
Dividends paid on preferred stock
|
(25,885
|
)
|
|
(27,819
|
)
|
|
(28,357
|
)
|
|||
Contributions by redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
9
|
|
|||
Distributions to redeemable noncontrolling interests
|
(1,191
|
)
|
|
(1,249
|
)
|
|
(1,263
|
)
|
|||
Redemption of redeemable noncontrolling interests
|
—
|
|
|
(450
|
)
|
|
—
|
|
|||
Contributions by noncontrolling interests
|
—
|
|
|
1,875
|
|
|
1,000
|
|
|||
Distributions to noncontrolling interests
|
(1,812
|
)
|
|
(913
|
)
|
|
(2,707
|
)
|
|||
Net cash provided by financing activities
|
197,570
|
|
|
314,860
|
|
|
479,156
|
|
|||
|
|
|
|
|
|
||||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
(2,197
|
)
|
|
139
|
|
|
(5,230
|
)
|
|||
|
|
|
|
|
|
||||||
Net (decrease) increase in cash and cash equivalents
|
(83,275
|
)
|
|
62,432
|
|
|
(12,693
|
)
|
|||
Cash and cash equivalents at beginning of period
|
140,971
|
|
|
78,539
|
|
|
91,232
|
|
|||
Cash and cash equivalents at end of period
|
$
|
57,696
|
|
|
$
|
140,971
|
|
|
$
|
78,539
|
|
|
|
|
|
|
|
||||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
|
|
||||||
Cash paid during the period for interest, net of interest capitalized
|
$
|
59,857
|
|
|
$
|
52,561
|
|
|
$
|
52,324
|
|
|
|
|
|
|
|
||||||
Non-Cash Investing Activities
|
|
|
|
|
|
||||||
Note receivable from sale of real estate
|
$
|
38,820
|
|
|
$
|
6,125
|
|
|
$
|
—
|
|
Write-off of fully amortized improvements
|
$
|
—
|
|
|
$
|
(17,730
|
)
|
|
$
|
—
|
|
Change in accrued capital expenditures
|
$
|
(21,310
|
)
|
|
$
|
46,087
|
|
|
$
|
3,492
|
|
1.
|
Background
|
|
|
RSF
|
|
Operating properties
|
|
15,534,238
|
|
Development properties
|
|
1,826,919
|
|
Redevelopment properties
|
|
99,873
|
|
Total
|
|
17,461,030
|
|
|
Investment-grade client tenants represented
51%
of our total ABR;
|
|
Approximately
94%
of our leases (on an RSF basis) were triple net leases, requiring client tenants to pay substantially all real estate taxes, insurance, utilities, common area, and other operating expenses (including increases thereto) in addition to base rent;
|
|
Approximately
95%
of our leases (on an RSF basis) contained effective annual rent escalations that were either fixed (generally ranging from
3%
to
3.5%
) or indexed based on a consumer price index or other index; and
|
|
Approximately
92%
of our leases (on an RSF basis) provided for the recapture of certain capital expenditures (such as HVAC systems maintenance and/or replacement, roof replacement, and parking lot resurfacing) that we believe would typically be borne by the landlord in traditional office leases.
|
2.
|
Basis of presentation and summary of significant accounting policies
|
2.
|
Basis of presentation and summary of significant accounting policies (continued)
|
2.
|
Basis of presentation and summary of significant accounting policies (continued)
|
2.
|
Basis of presentation and summary of significant accounting policies (continued)
|
2.
|
Basis of presentation and summary of significant accounting policies (continued)
|
2.
|
Basis of presentation and summary of significant accounting policies (continued)
|
3.
|
Investments in real estate, net
|
|
December 31, 2013
|
|
December 31, 2012
|
|
||||
Rental properties:
|
|
|
|
|
||||
Land (related to rental properties)
|
$
|
553,388
|
|
|
$
|
522,664
|
|
|
Buildings and building improvements
|
5,714,673
|
|
|
4,933,314
|
|
|
||
Other improvements
|
174,147
|
|
|
189,793
|
|
|
||
Rental properties
|
6,442,208
|
|
|
5,645,771
|
|
|
||
Less: accumulated depreciation
|
(952,106
|
)
|
|
(875,035
|
)
|
|
||
Rental properties, net
|
5,490,102
|
|
|
4,770,736
|
|
|
||
|
|
|
|
|
||||
Construction in progress (“CIP”)/current value-creation projects:
|
|
|
|
|
||||
Current development in North America
|
511,838
|
|
|
431,578
|
|
|
||
Investment in unconsolidated joint venture
|
46,644
|
|
(1)
|
28,656
|
|
(1)
|
||
Current redevelopment in North America
|
8,856
|
|
|
199,744
|
|
|
||
Current development and redevelopment in Asia
|
60,928
|
|
|
101,602
|
|
|
||
Generic infrastructure/building improvement projects in North America
|
—
|
|
|
80,599
|
|
(2)
|
||
|
628,266
|
|
|
842,179
|
|
|
||
Subtotal
|
6,118,368
|
|
|
5,612,915
|
|
|
||
|
|
|
|
|
||||
Land/value-creation projects:
|
|
|
|
|
||||
Land undergoing predevelopment activities (CIP) in North America
|
367,225
|
|
|
433,310
|
|
|
||
Land held for development in North America
|
191,127
|
|
|
296,039
|
|
|
||
Land held for development/undergoing predevelopment activities (CIP) in Asia
|
77,251
|
|
|
82,314
|
|
|
||
Land subject to sale negotiations
|
22,943
|
|
|
—
|
|
|
||
|
658,546
|
|
|
811,663
|
|
|
||
Investments in real estate, net
|
$
|
6,776,914
|
|
|
$
|
6,424,578
|
|
|
(1)
|
The book value for this unconsolidated joint venture represents our equity investment in the 360 Longwood Avenue development project.
|
(2)
|
Includes the book value associated with
205,164
square feet at
eight
projects undergoing construction of generic laboratory/office improvements as of December 31, 2012, which were delivered during the year ended December 31, 2013.
|
3.
|
Investments in real estate, net (continued)
|
|
|
December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
Acquired below market leases
|
|
$
|
55,599
|
|
|
$
|
55,599
|
|
Accumulated amortization
|
|
(44,194
|
)
|
|
(40,878
|
)
|
||
Acquired below market leases, net
|
|
$
|
11,405
|
|
|
$
|
14,721
|
|
Year
|
|
Amount
|
|
||
2014
|
|
$
|
3,223
|
|
|
2015
|
|
3,011
|
|
|
|
2016
|
|
2,641
|
|
|
|
2017
|
|
2,038
|
|
|
|
2018
|
|
492
|
|
|
|
Thereafter
|
|
—
|
|
|
|
Total
|
|
$
|
11,405
|
|
|
|
|
December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
Acquired in-place leases
|
|
$
|
48,189
|
|
|
$
|
45,225
|
|
Accumulated amortization
|
|
(28,927
|
)
|
|
(26,600
|
)
|
||
Acquired in-place leases, net
|
|
$
|
19,262
|
|
|
$
|
18,625
|
|
Year
|
|
Amount
|
|
||
2014
|
|
$
|
2,633
|
|
|
2015
|
|
2,506
|
|
|
|
2016
|
|
2,299
|
|
|
|
2017
|
|
2,124
|
|
|
|
2018
|
|
1,949
|
|
|
|
Thereafter
|
|
7,751
|
|
|
|
Total
|
|
$
|
19,262
|
|
|
3.
|
Investments in real estate, net (continued)
|
Year
|
|
Amount
|
|
||
2014
|
|
$
|
443,942
|
|
|
2015
|
|
466,037
|
|
|
|
2016
|
|
444,082
|
|
|
|
2017
|
|
408,935
|
|
|
|
2018
|
|
362,370
|
|
|
|
Thereafter
|
|
2,161,810
|
|
|
|
Total
|
|
$
|
4,287,176
|
|
|
3.
|
Investments in real estate, net (continued)
|
|
Traditional predevelopment costs, including entitlement, design, construction drawings, BIM (3-D virtual modeling), budgeting, sustainability and energy optimization reviews, permitting, and planning for all aspects of the project; and
|
|
Site and infrastructure construction costs including belowground site work, utility connections, land grading, drainage, egress and regress access points, foundation, and other costs to prepare the site for vertical construction of aboveground building improvements. For example, site and infrastructure costs for the
1.2 million
RSF primarily related to 50 Binney Street and 100 Binney Street of the Alexandria Center™ at Kendall Square are classified as predevelopment prior to commencement of vertical construction.
|
3.
|
Investments in real estate, net (continued)
|
|
|
December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
Deferred leasing costs
|
|
$
|
293,879
|
|
|
$
|
250,071
|
|
Accumulated amortization
|
|
(146,881
|
)
|
|
(127,005
|
)
|
||
Deferred leasing costs, net
|
|
146,998
|
|
|
123,066
|
|
||
|
|
|
|
|
||||
Deferred financing costs
|
|
118,078
|
|
|
100,202
|
|
||
Accumulated amortization
|
|
(72,418
|
)
|
|
(63,220
|
)
|
||
Deferred financing costs, net
|
|
45,660
|
|
|
36,982
|
|
||
Deferred leasing and financing costs, net
|
|
$
|
192,658
|
|
|
$
|
160,048
|
|
5.
|
Investments
|
|
December 31,
|
||||||
|
2013
|
|
2012
|
||||
“Available-for-sale” marketable equity securities, cost basis
|
$
|
2,879
|
|
|
$
|
1,236
|
|
Unrealized gains
|
2,177
|
|
|
1,561
|
|
||
Unrealized losses
|
(587
|
)
|
|
(88
|
)
|
||
“Available-for-sale” marketable equity securities, at fair value
|
4,469
|
|
|
2,709
|
|
||
Investments accounted for under cost method
|
135,819
|
|
|
112,333
|
|
||
Investments accounted for under equity method
|
—
|
|
|
6
|
|
||
Total investments
|
$
|
140,288
|
|
|
$
|
115,048
|
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Investment gains
|
$
|
7,050
|
|
|
$
|
15,018
|
|
|
$
|
4,846
|
|
Investment losses
|
(1,480
|
)
|
(1)
|
(2,637
|
)
|
|
(1,795
|
)
|
|||
Investment income
|
$
|
5,570
|
|
|
$
|
12,381
|
|
|
$
|
3,051
|
|
(1)
|
Includes an impairment loss aggregating
$853 thousand
primarily related to investment in
two
private life science companies. During the three months ended December 31, 2013, we reduced the cost basis of an investment in a life science company from
$350 thousand
to
zero
. The cost basis of this investment was reduced by
$400 thousand
and
$200 thousand
in aggregate during the years ended December 31, 2012 and 2011, respectively, to our estimate of fair value as of the date of each reduction. During the three months ended December 31, 2013, we also reduced the cost basis of another investment in a life science company by
$488 thousand
to its estimated fair value. This life science company was subsequently acquired by a public company in the first quarter of 2014 at a value approximating our cost basis.
|
6.
|
Secured and unsecured senior debt
|
|
Fixed Rate/Hedged
Variable Rate
|
|
Unhedged
Variable Rate
|
|
Total
Consolidated
|
|
Percentage of Total
|
|
Weighted Average
Interest Rate at
End of Period
(1)
|
|
Weighted Average
Remaining Term
(in years)
|
||||||||
Secured notes payable
|
$
|
586,578
|
|
|
$
|
122,253
|
|
|
$
|
708,831
|
|
|
23.2
|
%
|
|
5.45
|
%
|
|
2.2
|
4.60% unsecured senior notes payable
|
549,603
|
|
|
—
|
|
|
549,603
|
|
|
17.9
|
|
|
4.61
|
|
|
8.3
|
|||
3.90% unsecured senior notes payable
|
498,627
|
|
|
—
|
|
|
498,627
|
|
|
16.3
|
|
|
3.94
|
|
|
9.5
|
|||
$1.5 billion unsecured senior line of credit
|
—
|
|
|
204,000
|
|
|
204,000
|
|
|
6.7
|
|
|
1.27
|
|
|
5.0
|
|||
2016 Unsecured Senior Bank Term Loan
|
350,000
|
|
|
150,000
|
|
|
500,000
|
|
|
16.3
|
|
|
2.37
|
|
|
2.6
|
|||
2019 Unsecured Senior Bank Term Loan
|
600,000
|
|
|
—
|
|
|
600,000
|
|
|
19.6
|
|
|
2.85
|
|
|
5.0
|
|||
Total / weighted average
|
$
|
2,584,808
|
|
|
$
|
476,253
|
|
|
$
|
3,061,061
|
|
|
100.0
|
%
|
|
3.76
|
%
|
|
5.3
|
Percentage of total debt
|
84
|
%
|
|
16
|
%
|
|
100
|
%
|
|
|
|
|
|
|
(1)
|
Represents the weighted average contractual interest rate as of the end of the period plus the impact of debt premiums/discounts and interest rate swap agreements. The weighted average interest rate excludes bank fees and amortization of loan fees.
|
6.
|
Secured and unsecured senior debt (continued)
|
|
|
Stated
Rate
|
|
Weighted Average
Interest Rate
(1)
|
|
Maturity Date
(2)
|
|
Principal Payments for the Period Ending December 31,
|
|
|
|
|
|||||||||||||||||||||||||
Debt
|
|
|
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Thereafter
|
|
Total
|
||||||||||||||||||||
Secured notes payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Greater Boston
|
|
5.26
|
%
|
|
5.59
|
|
%
|
|
04/01/14
|
|
$
|
208,683
|
|
(3)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
208,683
|
|
San Diego
|
|
6.05
|
|
|
4.88
|
|
|
|
07/01/14
|
|
6,446
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,446
|
|
|||||||
San Diego
|
|
5.39
|
|
|
4.00
|
|
|
|
11/01/14
|
|
7,480
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,480
|
|
|||||||
Seattle
|
|
6.00
|
|
|
6.00
|
|
|
|
11/18/14
|
|
240
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
240
|
|
|||||||
Maryland
|
|
5.64
|
|
|
4.50
|
|
|
|
06/01/15
|
|
127
|
|
|
5,788
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,915
|
|
|||||||
San Francisco Bay Area
|
|
L+1.50
|
|
|
1.67
|
|
|
|
07/01/15
|
(4)
|
—
|
|
|
46,013
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,013
|
|
|||||||
Greater Boston, San Francisco Bay Area, and San Diego
|
|
5.73
|
|
|
5.73
|
|
|
|
01/01/16
|
|
1,713
|
|
|
1,816
|
|
|
75,501
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79,030
|
|
|||||||
Greater Boston, San Diego, and Greater New York City
|
|
5.82
|
|
|
5.82
|
|
|
|
04/01/16
|
|
931
|
|
|
988
|
|
|
29,389
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,308
|
|
|||||||
San Francisco Bay Area
|
|
L+1.40
|
|
|
1.57
|
|
|
|
06/01/16
|
(5)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
San Francisco Bay Area
|
|
6.35
|
|
|
6.35
|
|
|
|
08/01/16
|
|
2,487
|
|
|
2,652
|
|
|
126,715
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
131,854
|
|
|||||||
Maryland
|
|
2.16
|
|
|
2.16
|
|
|
|
01/20/17
|
|
—
|
|
|
—
|
|
|
—
|
|
|
76,000
|
|
|
—
|
|
|
—
|
|
|
76,000
|
|
|||||||
Greater Boston
|
|
L+1.35
|
|
|
1.52
|
|
|
|
08/23/17
|
(6)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
San Diego, Maryland, and Seattle
|
|
7.75
|
|
|
7.75
|
|
|
|
04/01/20
|
|
1,453
|
|
|
1,570
|
|
|
1,696
|
|
|
1,832
|
|
|
1,979
|
|
|
106,491
|
|
|
115,021
|
|
|||||||
San Francisco Bay Area
|
|
6.50
|
|
|
6.50
|
|
|
|
06/01/37
|
|
17
|
|
|
18
|
|
|
19
|
|
|
20
|
|
|
22
|
|
|
751
|
|
|
847
|
|
|||||||
Average/Total
|
|
5.39
|
%
|
|
5.45
|
|
|
|
|
|
229,577
|
|
|
58,845
|
|
|
233,320
|
|
|
77,852
|
|
|
2,001
|
|
|
107,242
|
|
|
708,837
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
2016 Unsecured Senior Bank Term Loan
|
|
L+1.20
|
%
|
|
2.37
|
|
|
|
07/31/16
|
|
—
|
|
|
—
|
|
|
500,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500,000
|
|
|||||||
2019 Unsecured Senior Bank Term Loan
|
|
L+1.20
|
%
|
|
2.85
|
|
|
|
01/03/19
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
600,000
|
|
|
600,000
|
|
|||||||
$1.5 billion unsecured senior line of credit
|
|
L+1.10
|
%
|
(7)
|
1.27
|
|
|
|
01/03/19
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
204,000
|
|
|
204,000
|
|
|||||||
Unsecured senior notes payable
|
|
4.60
|
%
|
|
4.61
|
|
|
|
04/01/22
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
550,000
|
|
|
550,000
|
|
|||||||
Unsecured senior notes payable
|
|
3.90
|
%
|
|
3.94
|
|
|
|
06/15/23
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500,000
|
|
|
500,000
|
|
|||||||
Average/Subtotal
|
|
|
|
|
3.76
|
|
|
|
|
|
229,577
|
|
|
58,845
|
|
|
733,320
|
|
|
77,852
|
|
|
2,001
|
|
|
1,961,242
|
|
|
3,062,837
|
|
|||||||
Unamortized discounts
|
|
|
|
|
—
|
|
|
|
|
|
(199
|
)
|
|
(139
|
)
|
|
(177
|
)
|
|
(184
|
)
|
|
(192
|
)
|
|
(885
|
)
|
|
(1,776
|
)
|
|||||||
Average/Total
|
|
|
|
|
3.76
|
|
%
|
|
|
|
$
|
229,378
|
|
|
$
|
58,706
|
|
|
$
|
733,143
|
|
|
$
|
77,668
|
|
|
$
|
1,809
|
|
|
$
|
1,960,357
|
|
|
$
|
3,061,061
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Balloon payments
|
|
|
|
|
|
|
|
|
|
|
$
|
221,080
|
|
|
$
|
51,741
|
|
|
$
|
730,029
|
|
|
$
|
76,000
|
|
|
$
|
—
|
|
|
$
|
1,958,352
|
|
|
$
|
3,037,202
|
|
Principal amortization
|
|
|
|
|
|
|
|
|
|
|
8,298
|
|
|
6,965
|
|
|
3,114
|
|
|
1,668
|
|
|
1,809
|
|
|
2,005
|
|
|
23,859
|
|
|||||||
Total consolidated debt
|
|
|
|
|
|
|
|
|
|
|
$
|
229,378
|
|
|
$
|
58,706
|
|
|
$
|
733,143
|
|
|
$
|
77,668
|
|
|
$
|
1,809
|
|
|
$
|
1,960,357
|
|
|
$
|
3,061,061
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Fixed-rate/hedged variable-rate debt
|
|
|
|
|
|
|
|
|
|
|
$
|
229,138
|
|
|
$
|
12,693
|
|
|
$
|
583,143
|
|
|
$
|
1,668
|
|
|
$
|
1,809
|
|
|
$
|
1,756,357
|
|
|
$
|
2,584,808
|
|
Unhedged variable-rate debt
|
|
|
|
|
|
|
|
|
|
|
240
|
|
|
46,013
|
|
|
150,000
|
|
|
76,000
|
|
|
—
|
|
|
204,000
|
|
|
476,253
|
|
|||||||
Total consolidated debt
|
|
|
|
|
|
|
|
|
|
|
$
|
229,378
|
|
|
$
|
58,706
|
|
|
$
|
733,143
|
|
|
$
|
77,668
|
|
|
$
|
1,809
|
|
|
$
|
1,960,357
|
|
|
$
|
3,061,061
|
|
(1)
|
Represents the weighted average contractual interest rate as of the end of the period plus the impact of debt premiums/discounts and interest rate swap agreements. The weighted average interest rate excludes bank fees and amortization of loan fees.
|
(2)
|
Includes any extension options that we control.
|
(3)
|
Secured note payable related to Alexandria Technology Square
®
was repaid on January 31, 2014. Our partner has a
10%
interest in this project and provided
$20.9 million
for the repayment.
|
(4)
|
Secured construction loan with aggregate commitments of
$55.0 million
. We have
two
, one-year options to extend the stated maturity date to July 1, 2017, subject to certain conditions.
|
(5)
|
Secured construction loan with aggregate commitments of
$36.0 million
. We have
two
, one-year options to extend the stated maturity date to June 1, 2018, subject to certain conditions. In February 2014,
$2.2 million
was drawn on this loan.
|
(6)
|
Secured construction loan with aggregate commitments of
$250.4 million
. We have a one-year option to extend the stated maturity date to August 23, 2018, subject to certain conditions. We expect to begin drawing on this loan in the first quarter of 2014.
|
(7)
|
In addition to the stated rate, the line of credit is subject to an annual facility fee of
0.20%
.
|
6.
|
Secured and unsecured senior debt (continued)
|
Covenant Ratios
(1)
|
|
Requirement
|
Total Debt to Total Assets
|
|
Less than or equal to 60%
|
Consolidated EBITDA to Interest Expense
|
|
Greater than or equal to 1.5x
|
Unencumbered Total Asset Value to Unsecured Debt
|
|
Greater than or equal to 150%
|
Secured Debt to Total Assets
|
|
Less than or equal to 40%
|
(1)
|
For a definition of the ratios used in the table above, refer to the Indenture dated June 7, 2013, which governs the unsecured senior notes payable, which was filed as an exhibit to the Form 8-K filed with the SEC on June 7, 2013.
|
|
|
Balance at 12/31/13
|
|
Maturity Date
|
|
Applicable Rate
|
|
Facility Fee
|
||||||||||
Facility
|
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|
Prior
|
|
Amended
|
|||||
2016 Unsecured Senior Bank Term Loan
|
|
$
|
500
|
million
|
|
June 2016
|
|
July 2016
|
|
L+1.75%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
2019 Unsecured Senior Bank Term Loan
|
|
$
|
600
|
million
|
|
January 2017
|
|
January 2019
|
|
L+1.50%
|
|
L+1.20%
|
|
N/A
|
|
|
N/A
|
|
$1.5 billion unsecured senior line of credit
|
|
$
|
204
|
million
|
|
April 2017
|
|
January 2019
|
|
L+1.20%
|
|
L+1.10%
|
|
0.25
|
%
|
|
0.20
|
%
|
6.
|
Secured and unsecured senior debt (continued)
|
Covenant Ratios
(1)
|
|
Requirement
|
Leverage Ratio
|
|
Less than or equal to 60.0%
|
Fixed Charge Coverage Ratio
|
|
Greater than or equal to 1.50x
|
Secured Debt Ratio
|
|
Less than or equal to 45.0%
|
Unsecured Leverage Ratio
|
|
Less than or equal to 60.0%
|
Unsecured Interest Coverage Ratio
|
|
Greater than or equal to 1.50x
|
(1)
|
For a definition of the ratios, refer to the amended unsecured senior line of credit and unsecured senior bank term loan agreements, each dated as of August 30, 2013 and July 26, 2013, which are filed as exhibits to our Quarterly Report on Form 10-Q filed with the SEC on November 7, 2013.
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Gross interest
|
$
|
128,567
|
|
|
$
|
131,935
|
|
|
$
|
124,429
|
|
Capitalized interest
|
(60,615
|
)
|
|
(62,751
|
)
|
|
(61,056
|
)
|
|||
Interest expense
(1)
|
$
|
67,952
|
|
|
$
|
69,184
|
|
|
$
|
63,373
|
|
6.
|
Secured and unsecured senior debt (continued)
|
|
December 31,
|
||||||
|
2013
|
|
2012
|
||||
Accounts payable and accrued expenses
|
$
|
98,037
|
|
|
$
|
105,520
|
|
Accrued construction
|
78,098
|
|
|
83,104
|
|
||
Acquired below market leases
|
11,405
|
|
|
14,721
|
|
||
Conditional asset retirement obligations
|
7,386
|
|
|
9,240
|
|
||
Deferred rent liability
|
35,134
|
|
|
34,414
|
|
||
Interest rate swap liabilities
|
6,191
|
|
|
20,661
|
|
||
Prepaid rent and tenant security deposits
|
188,241
|
|
|
143,878
|
|
||
Other liabilities
|
10,850
|
|
|
12,170
|
|
||
Total
|
$
|
435,342
|
|
|
$
|
423,708
|
|
8.
|
Interest rate swap agreements
|
Effective
Date |
|
Maturity
Date |
|
Number of Contracts
|
|
Weighted Average Interest Pay
Rate (1) |
|
Fair Value as of 12/31/13
|
|
Notional Amount in Effect as of
|
||||||||||||||||
|
|
|
|
|
12/31/13
|
|
12/31/14
|
|
12/31/15
|
|
12/31/16
|
|||||||||||||||
December 29, 2006
|
|
March 31, 2014
|
|
1
|
|
4.99%
|
|
$
|
(596
|
)
|
|
$
|
50,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
November 30, 2009
|
|
March 31, 2014
|
|
2
|
|
5.02%
|
|
(1,800
|
)
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
December 31, 2013
|
|
December 31, 2014
|
|
2
|
|
0.98%
|
|
(3,795
|
)
|
|
500,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
December 31, 2013
|
|
March 31, 2015
|
|
2
|
|
0.23%
|
|
66
|
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|||||
December 31, 2014
|
|
March 31, 2016
|
|
3
|
|
0.53%
|
|
658
|
|
|
—
|
|
|
500,000
|
|
|
500,000
|
|
|
—
|
|
|||||
March 31, 2016
|
|
March 31, 2017
|
|
3
|
|
1.40%
|
|
2,146
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500,000
|
|
|||||
Total
|
|
|
|
|
|
|
|
$
|
(3,321
|
)
|
|
$
|
950,000
|
|
|
$
|
750,000
|
|
|
$
|
500,000
|
|
|
$
|
500,000
|
|
(1)
|
In addition to the interest pay rate, borrowings outstanding as of December 31, 2013, under our unsecured senior bank term loans include an Applicable Margin of
1.20%
and borrowings outstanding under our unsecured senior line of credit include an Applicable Margin of
1.10%
.
|
9.
|
Fair value measurements
|
|
|
|
|
December 31, 2013
|
||||||||||||
Description
|
|
Total
|
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities
|
|
$
|
4,469
|
|
|
$
|
4,469
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate swap agreements
|
|
$
|
2,870
|
|
|
$
|
—
|
|
|
$
|
2,870
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swap agreements
|
|
$
|
6,191
|
|
|
$
|
—
|
|
|
$
|
6,191
|
|
|
$
|
—
|
|
|
|
|
|
December 31, 2012
|
||||||||||||
Description
|
|
Total
|
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
Significant
Other
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities
|
|
$
|
2,709
|
|
|
$
|
2,709
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Interest rate swap agreements
|
|
$
|
20,661
|
|
|
$
|
—
|
|
|
$
|
20,661
|
|
|
$
|
—
|
|
9.
|
Fair value measurements (continued)
|
|
December 31, 2013
|
|
December 31, 2012
|
||||||||||||
|
Book Value
|
|
Fair Value
|
|
Book Value
|
|
Fair Value
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Marketable equity securities
|
$
|
4,469
|
|
|
$
|
4,469
|
|
|
$
|
2,709
|
|
|
$
|
2,709
|
|
Interest rate swap agreements
|
$
|
2,870
|
|
|
$
|
2,870
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Interest rate swap agreements
|
$
|
6,191
|
|
|
$
|
6,191
|
|
|
$
|
20,661
|
|
|
$
|
20,661
|
|
Secured notes payable
|
$
|
708,831
|
|
|
$
|
736,772
|
|
|
$
|
716,144
|
|
|
$
|
788,455
|
|
Unsecured senior notes payable
|
$
|
1,048,230
|
|
|
$
|
1,043,125
|
|
|
$
|
549,805
|
|
|
$
|
593,350
|
|
Unsecured senior line of credit
|
$
|
204,000
|
|
|
$
|
193,714
|
|
|
$
|
566,000
|
|
|
$
|
567,196
|
|
Unsecured senior bank term loans
|
$
|
1,100,000
|
|
|
$
|
1,099,897
|
|
|
$
|
1,350,000
|
|
|
$
|
1,405,124
|
|
10.
|
Earnings per share
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Income from continuing operations
|
$
|
134,525
|
|
|
$
|
94,848
|
|
|
$
|
117,270
|
|
Gain on sales of land parcels
|
4,824
|
|
|
1,864
|
|
|
46
|
|
|||
Net income attributable to noncontrolling interests
|
(4,032
|
)
|
|
(3,402
|
)
|
|
(3,975
|
)
|
|||
Dividends on preferred stock
|
(25,885
|
)
|
|
(27,328
|
)
|
|
(28,357
|
)
|
|||
Preferred stock redemption charge
|
—
|
|
|
(5,978
|
)
|
|
—
|
|
|||
Net income attributable to unvested restricted stock awards
|
(1,581
|
)
|
|
(1,190
|
)
|
|
(1,088
|
)
|
|||
Income from continuing operations attributable to Alexandria’s common stockholders – basic and diluted
|
107,851
|
|
|
58,814
|
|
|
83,896
|
|
|||
Income from discontinued operations
|
900
|
|
|
8,816
|
|
|
18,077
|
|
|||
Net income attributable to Alexandria’s common stockholders – basic and diluted
|
$
|
108,751
|
|
|
$
|
67,630
|
|
|
$
|
101,973
|
|
|
|
|
|
|
|
||||||
Weighted average shares of common stock outstanding – basic and diluted
|
68,038
|
|
|
62,160
|
|
|
59,078
|
|
|||
|
|
|
|
|
|
||||||
Earnings per share attributable to Alexandria’s common stockholders – basic and diluted:
|
|
|
|
|
|
||||||
Continuing operations
|
$
|
1.59
|
|
|
$
|
0.95
|
|
|
$
|
1.42
|
|
Discontinued operations
|
0.01
|
|
|
0.14
|
|
|
0.31
|
|
|||
Earnings per share – basic and diluted
|
$
|
1.60
|
|
|
$
|
1.09
|
|
|
$
|
1.73
|
|
10.
|
Earnings per share (continued)
|
11.
|
Net income attributable to Alexandria Real Estate Equities, Inc.
|
|
Year Ended December 31,
|
||||||||||
|
2013
|
|
2012
|
|
2011
|
||||||
Income from continuing operations
|
$
|
134,525
|
|
|
$
|
94,848
|
|
|
$
|
117,270
|
|
Gain on sales of land parcels
|
4,824
|
|
|
1,864
|
|
|
46
|
|
|||
Less: net income attributable to noncontrolling interests
|
(4,032
|
)
|
|
(3,402
|
)
|
|
(3,975
|
)
|
|||
Income from continuing operations attributable to Alexandria Real Estate Equities, Inc.
|
135,317
|
|
|
93,310
|
|
|
113,341
|
|
|||
|
|
|
|
|
|
||||||
Income from discontinued operations
|
|
|
|
|
|
||||||
Income from discontinued operations before impairment of real estate
|
900
|
|
|
20,216
|
|
|
19,071
|
|
|||
Impairment of real estate
|
—
|
|
|
(11,400
|
)
|
|
(994
|
)
|
|||
Income from discontinued operations
|
900
|
|
|
8,816
|
|
|
18,077
|
|
|||
Less: net income from discontinued operations attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net income attributable to Alexandria Real Estate Equities, Inc.
|
$
|
136,217
|
|
|
$
|
102,126
|
|
|
$
|
131,418
|
|
12.
|
Income taxes
|
12.
|
Income taxes (continued)
|
|
Year ended December 31,
|
||||||
|
2012
|
|
2011
|
||||
Net income
|
$
|
105,528
|
|
|
$
|
135,393
|
|
Net income attributable to noncontrolling interests
|
(3,402
|
)
|
|
(3,975
|
)
|
||
Book/tax differences:
|
|
|
|
||||
Rental revenue recognition
|
11,607
|
|
|
(5,886
|
)
|
||
Depreciation and amortization
|
15,501
|
|
|
(3,705
|
)
|
||
Gains/losses from capital transactions
|
—
|
|
|
283
|
|
||
Share-based compensation
|
11,488
|
|
|
8,249
|
|
||
Interest expense
|
(8,068
|
)
|
|
(2,299
|
)
|
||
Sales of property
|
394
|
|
|
(24
|
)
|
||
Impairments
|
13,450
|
|
|
—
|
|
||
Other
|
2,268
|
|
|
4,124
|
|
||
Taxable income, before dividend deduction
|
148,766
|
|
|
132,160
|
|
||
Dividend deduction necessary to eliminate taxable income
(1)
|
(148,766
|
)
|
|
(132,160
|
)
|
||
Estimated income subject to federal income tax
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
Total common stock and preferred stock dividend distributions paid were approximately
$154.3 million
and
$135.2 million
for the years ended December 31, 2012 and 2011, respectively.
|
13.
|
Commitments and contingencies
|
13.
|
Commitments and contingencies (continued)
|
Year
|
|
Office Leases
|
|
Ground Leases
|
|
Total
|
||||||
2014
|
|
$
|
1,324
|
|
|
$
|
10,520
|
|
|
$
|
11,844
|
|
2015
|
|
1,394
|
|
|
9,900
|
|
|
11,294
|
|
|||
2016
|
|
1,468
|
|
|
10,504
|
|
|
11,972
|
|
|||
2017
|
|
1,542
|
|
|
10,572
|
|
|
12,114
|
|
|||
2018
|
|
1,617
|
|
|
10,662
|
|
|
12,279
|
|
|||
Thereafter
|
|
1,482
|
|
|
635,289
|
|
|
636,771
|
|
|||
|
|
$
|
8,827
|
|
|
$
|
687,447
|
|
|
$
|
696,274
|
|
14.
|
Stockholders’ equity
|
14.
|
Stockholders’ equity (continued)
|
|
Unrealized Gain on Marketable Securities
|
|
Unrealized Loss on Interest Rate
Swap Agreements
|
|
Unrealized Loss on Foreign Currency Translation
|
|
Total
|
||||||||
Balance as of December 31, 2012
|
$
|
1,473
|
|
|
$
|
(20,661
|
)
|
|
$
|
(5,645
|
)
|
|
$
|
(24,833
|
)
|
Other comprehensive income (loss) before reclassifications
|
1,300
|
|
|
1,918
|
|
|
(28,828
|
)
|
|
(25,610
|
)
|
||||
Amounts reclassified from other comprehensive income
|
(1,183
|
)
|
|
15,422
|
|
|
—
|
|
|
14,239
|
|
||||
Net other comprehensive (loss) income
|
117
|
|
|
17,340
|
|
|
(28,828
|
)
|
|
(11,371
|
)
|
||||
Balance as of December 31, 2013
|
$
|
1,590
|
|
|
$
|
(3,321
|
)
|
|
$
|
(34,473
|
)
|
|
$
|
(36,204
|
)
|
14.
|
Stockholders’ equity (continued)
|
15.
|
Share-based compensation
|
|
|
Number of Stock Options
|
|
Intrinsic Value of Options Exercised
|
|||
Outstanding at December 31, 2010
|
|
51,950
|
|
|
|
||
Granted
|
|
—
|
|
|
|
||
Exercised
|
|
(48,350
|
)
|
|
$
|
1,213,102
|
|
Forfeited
|
|
—
|
|
|
|
||
Outstanding at December 31, 2011
|
|
3,600
|
|
|
|
||
Granted
|
|
—
|
|
|
|
||
Exercised
|
|
(3,600
|
)
|
|
$
|
94,968
|
|
Forfeited
|
|
—
|
|
|
|
||
Outstanding at December 31, 2012
|
|
—
|
|
|
|
||
Granted
|
|
—
|
|
|
|
||
Outstanding at December 31, 2013
|
|
—
|
|
|
|
15.
|
Share-based compensation (continued)
|
|
|
|
|
Number of Share Awards
|
|
Weighted Average
Grant Date
Fair Value Per Share
|
||||||
Outstanding at December 31, 2010
|
|
|
|
489,010
|
|
|
$
|
67.27
|
|
|||
Granted
|
|
|
|
333,479
|
|
|
$
|
75.32
|
|
|||
Vested
|
|
|
|
(269,076
|
)
|
|
$
|
69.52
|
|
|||
Forfeited
|
|
|
|
(2,650
|
)
|
|
$
|
69.03
|
|
|||
Outstanding at December 31, 2011
|
|
|
|
550,763
|
|
|
$
|
71.04
|
|
|||
Granted
|
|
|
|
310,240
|
|
|
$
|
72.85
|
|
|||
Vested
|
|
|
|
(297,669
|
)
|
|
$
|
68.52
|
|
|||
Forfeited
|
|
|
|
(2,266
|
)
|
|
$
|
74.30
|
|
|||
Outstanding at December 31, 2012
|
|
|
|
561,068
|
|
|
$
|
73.37
|
|
|||
Granted
|
|
|
|
338,915
|
|
|
$
|
63.74
|
|
|||
Vested
|
|
|
|
(323,594
|
)
|
|
$
|
71.78
|
|
|||
Forfeited
|
|
|
|
(6,616
|
)
|
|
$
|
72.96
|
|
|||
Outstanding/Weighted Average at December 31, 2013
|
|
|
|
569,773
|
|
|
$
|
68.54
|
|
|||
|
|
|
|
|
|
|
||||||
|
|
Year Ended December 31,
|
||||||||||
(In thousands)
|
|
2013
|
|
2012
|
|
2011
|
||||||
Total fair value of share awards vested
|
|
$
|
23,228
|
|
|
$
|
20,396
|
|
|
$
|
18,706
|
|
Total compensation recognized for awards, net of capitalization
|
|
$
|
15,552
|
|
|
$
|
14,160
|
|
|
$
|
11,755
|
|
Capitalized stock compensation
|
|
$
|
8,193
|
|
|
$
|
7,768
|
|
|
$
|
8,514
|
|
16.
|
Noncontrolling interests
|
17
.
|
Discontinued operations
|
|
December 31,
|
||||||
|
2013
|
|
2012
|
||||
Properties “held for sale,” net
|
$
|
7,644
|
|
|
$
|
133,111
|
|
Other assets
|
103
|
|
|
1,714
|
|
||
Total assets
|
7,747
|
|
|
134,825
|
|
||
|
|
|
|
|
|||
Total liabilities
|
(266
|
)
|
|
(5,063
|
)
|
||
Net assets of discontinued operations
|
$
|
7,481
|
|
|
$
|
129,762
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Total revenues
|
|
$
|
4,657
|
|
|
$
|
36,283
|
|
|
$
|
37,744
|
|
Operating expenses
|
|
(1,981
|
)
|
|
(11,313
|
)
|
|
(11,482
|
)
|
|||
Total revenues less operating expenses from discontinued operations
|
|
2,676
|
|
|
24,970
|
|
|
26,262
|
|
|||
Interest expense
|
|
—
|
|
|
—
|
|
|
(71
|
)
|
|||
Depreciation expense
|
|
(1,655
|
)
|
|
(6,318
|
)
|
|
(7,120
|
)
|
|||
(Loss) gain on sale of real estate
|
|
(121
|
)
|
|
1,564
|
|
|
—
|
|
|||
Impairment of real estate
|
|
—
|
|
|
(11,400
|
)
|
|
(994
|
)
|
|||
Income from discontinued operations
(1)
|
|
$
|
900
|
|
|
$
|
8,816
|
|
|
$
|
18,077
|
|
(1)
|
Income from discontinued operations includes the results of operations of
four
properties that were classified as “held for sale” as of
December 31, 2013
, as well as the results of operations (prior to disposition) and gain/loss on sale of real estate attributable to
14
properties sold during the period from January 1, 2011, to
December 31, 2013
.
|
18.
|
Quarterly financial data (unaudited)
|
|
|
Quarter
|
||||||||||||||
2013
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
Revenues
(1)
|
|
$
|
150,083
|
|
|
$
|
153,930
|
|
|
$
|
158,315
|
|
|
$
|
168,823
|
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
|
$
|
22,442
|
|
|
$
|
25,483
|
|
|
$
|
24,579
|
|
|
$
|
36,247
|
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share attributable to Alexandria Real Estate Equities, Inc.’s common stockholders:
|
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
(2)
|
|
$
|
0.36
|
|
|
$
|
0.38
|
|
|
$
|
0.35
|
|
|
$
|
0.51
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Quarter
|
||||||||||||||
2012
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
Revenues
(1)
|
|
$
|
135,400
|
|
|
$
|
145,296
|
|
|
$
|
142,547
|
|
|
$
|
151,254
|
|
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
|
$
|
18,368
|
|
|
$
|
17,616
|
|
|
$
|
10,646
|
|
|
$
|
21,000
|
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share attributable to Alexandria Real Estate Equities, Inc.’s common stockholders:
|
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
(2)
|
|
$
|
0.30
|
|
|
$
|
0.29
|
|
|
$
|
0.17
|
|
|
$
|
0.33
|
|
(1)
|
All periods have been adjusted from amounts previously disclosed in our quarterly filings on Form 10-Q to reclassify amounts related to discontinued operations. See Note 17, Discontinued Operations.
|
(2)
|
Quarterly earnings per common share amounts may not total to the annual amounts due to rounding and due to the increase in the weighted average shares of common stock outstanding.
|
19.
|
Condensed consolidating financial information
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real Estate Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments in real estate, net
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,776,914
|
|
|
$
|
—
|
|
|
$
|
6,776,914
|
|
Cash and cash equivalents
|
14,790
|
|
|
—
|
|
|
42,906
|
|
|
—
|
|
|
57,696
|
|
|||||
Restricted cash
|
55
|
|
|
—
|
|
|
27,654
|
|
|
—
|
|
|
27,709
|
|
|||||
Tenant receivables
|
—
|
|
|
—
|
|
|
9,918
|
|
|
—
|
|
|
9,918
|
|
|||||
Deferred rent
|
—
|
|
|
—
|
|
|
190,425
|
|
|
—
|
|
|
190,425
|
|
|||||
Deferred leasing and financing costs, net
|
36,901
|
|
|
—
|
|
|
155,757
|
|
|
—
|
|
|
192,658
|
|
|||||
Investments
|
—
|
|
|
10,868
|
|
|
129,420
|
|
|
—
|
|
|
140,288
|
|
|||||
Investments in and advances to affiliates
|
6,299,551
|
|
|
5,823,058
|
|
|
119,421
|
|
|
(12,242,030
|
)
|
|
—
|
|
|||||
Other assets
|
20,226
|
|
|
—
|
|
|
113,930
|
|
|
—
|
|
|
134,156
|
|
|||||
Total assets
|
$
|
6,371,523
|
|
|
$
|
5,833,926
|
|
|
$
|
7,566,345
|
|
|
$
|
(12,242,030
|
)
|
|
$
|
7,529,764
|
|
Liabilities, Noncontrolling Interests, and Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Secured notes payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
708,831
|
|
|
$
|
—
|
|
|
$
|
708,831
|
|
Unsecured senior notes payable
|
1,048,230
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,048,230
|
|
|||||
Unsecured senior line of credit
|
204,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
204,000
|
|
|||||
Unsecured senior bank term loans
|
1,100,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,100,000
|
|
|||||
Accounts payable, accrued expenses, and tenant security deposits
|
48,373
|
|
|
—
|
|
|
386,969
|
|
|
—
|
|
|
435,342
|
|
|||||
Dividends payable
|
54,131
|
|
|
—
|
|
|
289
|
|
|
—
|
|
|
54,420
|
|
|||||
Total liabilities
|
2,454,734
|
|
|
—
|
|
|
1,096,089
|
|
|
—
|
|
|
3,550,823
|
|
|||||
Redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
14,444
|
|
|
—
|
|
|
14,444
|
|
|||||
Alexandria Real Estate Equities, Inc.’s stockholders’ equity
|
3,916,789
|
|
|
5,833,926
|
|
|
6,408,104
|
|
|
(12,242,030
|
)
|
|
3,916,789
|
|
|||||
Noncontrolling interests
|
—
|
|
|
—
|
|
|
47,708
|
|
|
—
|
|
|
47,708
|
|
|||||
Total equity
|
3,916,789
|
|
|
5,833,926
|
|
|
6,455,812
|
|
|
(12,242,030
|
)
|
|
3,964,497
|
|
|||||
Total liabilities, noncontrolling interests, and equity
|
$
|
6,371,523
|
|
|
$
|
5,833,926
|
|
|
$
|
7,566,345
|
|
|
$
|
(12,242,030
|
)
|
|
$
|
7,529,764
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Investments in real estate, net
|
$
|
38,616
|
|
|
$
|
—
|
|
|
$
|
6,385,962
|
|
|
$
|
—
|
|
|
$
|
6,424,578
|
|
Cash and cash equivalents
|
98,567
|
|
|
1,914
|
|
|
40,490
|
|
|
—
|
|
|
140,971
|
|
|||||
Restricted cash
|
52
|
|
|
—
|
|
|
39,895
|
|
|
—
|
|
|
39,947
|
|
|||||
Tenant receivables
|
1
|
|
|
—
|
|
|
8,448
|
|
|
—
|
|
|
8,449
|
|
|||||
Deferred rent
|
1,876
|
|
|
—
|
|
|
168,520
|
|
|
—
|
|
|
170,396
|
|
|||||
Deferred leasing and financing costs, net
|
31,373
|
|
|
—
|
|
|
128,675
|
|
|
—
|
|
|
160,048
|
|
|||||
Investments
|
—
|
|
|
12,591
|
|
|
102,457
|
|
|
—
|
|
|
115,048
|
|
|||||
Investments in and advances to affiliates
|
5,833,368
|
|
|
5,358,882
|
|
|
110,101
|
|
|
(11,302,351
|
)
|
|
—
|
|
|||||
Intercompany note receivable
|
3,021
|
|
|
—
|
|
|
—
|
|
|
(3,021
|
)
|
|
—
|
|
|||||
Other assets
|
17,613
|
|
|
—
|
|
|
73,066
|
|
|
—
|
|
|
90,679
|
|
|||||
Total assets
|
$
|
6,024,487
|
|
|
$
|
5,373,387
|
|
|
$
|
7,057,614
|
|
|
$
|
(11,305,372
|
)
|
|
$
|
7,150,116
|
|
Liabilities, Noncontrolling Interests, and Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Secured notes payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
716,144
|
|
|
$
|
—
|
|
|
$
|
716,144
|
|
Unsecured senior notes payable
|
549,805
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
549,805
|
|
|||||
Unsecured senior line of credit
|
566,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
566,000
|
|
|||||
Unsecured senior bank term loans
|
1,350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,350,000
|
|
|||||
Accounts payable, accrued expenses, and tenant security deposits
|
75,728
|
|
|
—
|
|
|
347,980
|
|
|
—
|
|
|
423,708
|
|
|||||
Dividends payable
|
41,103
|
|
|
—
|
|
|
298
|
|
|
—
|
|
|
41,401
|
|
|||||
Intercompany notes payable
|
—
|
|
|
—
|
|
|
3,021
|
|
|
(3,021
|
)
|
|
—
|
|
|||||
Total liabilities
|
2,582,636
|
|
|
—
|
|
|
1,067,443
|
|
|
(3,021
|
)
|
|
3,647,058
|
|
|||||
Redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
14,564
|
|
|
—
|
|
|
14,564
|
|
|||||
Alexandria Real Estate Equities, Inc.’s stockholders’ equity
|
3,441,851
|
|
|
5,373,387
|
|
|
5,928,964
|
|
|
(11,302,351
|
)
|
|
3,441,851
|
|
|||||
Noncontrolling interests
|
—
|
|
|
—
|
|
|
46,643
|
|
|
—
|
|
|
46,643
|
|
|||||
Total equity
|
3,441,851
|
|
|
5,373,387
|
|
|
5,975,607
|
|
|
(11,302,351
|
)
|
|
3,488,494
|
|
|||||
Total liabilities, noncontrolling interests, and equity
|
$
|
6,024,487
|
|
|
$
|
5,373,387
|
|
|
$
|
7,057,614
|
|
|
$
|
(11,305,372
|
)
|
|
$
|
7,150,116
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
467,764
|
|
|
$
|
—
|
|
|
$
|
467,764
|
|
Tenant recoveries
|
—
|
|
|
—
|
|
|
150,095
|
|
|
—
|
|
|
150,095
|
|
|||||
Other income
|
10,423
|
|
|
(74
|
)
|
|
15,912
|
|
|
(12,969
|
)
|
|
13,292
|
|
|||||
Total revenues
|
10,423
|
|
|
(74
|
)
|
|
633,771
|
|
|
(12,969
|
)
|
|
631,151
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operations
|
—
|
|
|
—
|
|
|
189,039
|
|
|
—
|
|
|
189,039
|
|
|||||
General and administrative
|
43,528
|
|
|
—
|
|
|
17,961
|
|
|
(12,969
|
)
|
|
48,520
|
|
|||||
Interest
|
43,284
|
|
|
—
|
|
|
24,668
|
|
|
—
|
|
|
67,952
|
|
|||||
Depreciation and amortization
|
5,907
|
|
|
—
|
|
|
183,216
|
|
|
—
|
|
|
189,123
|
|
|||||
Loss on early extinguishment of debt
|
1,992
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,992
|
|
|||||
Total expenses
|
94,711
|
|
|
—
|
|
|
414,884
|
|
|
(12,969
|
)
|
|
496,626
|
|
|||||
(Loss) income from continuing operations before equity in earnings of affiliates
|
(84,288
|
)
|
|
(74
|
)
|
|
218,887
|
|
|
—
|
|
|
134,525
|
|
|||||
Equity in earnings of affiliates
|
220,158
|
|
|
205,993
|
|
|
4,067
|
|
|
(430,218
|
)
|
|
—
|
|
|||||
Income from continuing operations
|
135,870
|
|
|
205,919
|
|
|
222,954
|
|
|
(430,218
|
)
|
|
134,525
|
|
|||||
Income from discontinued operations
|
347
|
|
|
—
|
|
|
553
|
|
|
—
|
|
|
900
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
4,824
|
|
|
—
|
|
|
4,824
|
|
|||||
Net income
|
136,217
|
|
|
205,919
|
|
|
228,331
|
|
|
(430,218
|
)
|
|
140,249
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
4,032
|
|
|
—
|
|
|
4,032
|
|
|||||
Dividends on preferred stock
|
25,885
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,885
|
|
|||||
Net income attributable to unvested restricted stock awards
|
1,581
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,581
|
|
|||||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
108,751
|
|
|
$
|
205,919
|
|
|
$
|
224,299
|
|
|
$
|
(430,218
|
)
|
|
$
|
108,751
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
422,793
|
|
|
$
|
—
|
|
|
$
|
422,793
|
|
Tenant recoveries
|
—
|
|
|
—
|
|
|
133,280
|
|
|
—
|
|
|
133,280
|
|
|||||
Other income
|
6,891
|
|
|
1,292
|
|
|
23,294
|
|
|
(13,053
|
)
|
|
18,424
|
|
|||||
Total revenues
|
6,891
|
|
|
1,292
|
|
|
579,367
|
|
|
(13,053
|
)
|
|
574,497
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operations
|
—
|
|
|
—
|
|
|
172,756
|
|
|
—
|
|
|
172,756
|
|
|||||
General and administrative
|
44,306
|
|
|
3
|
|
|
16,491
|
|
|
(13,053
|
)
|
|
47,747
|
|
|||||
Interest
|
46,677
|
|
|
—
|
|
|
22,507
|
|
|
—
|
|
|
69,184
|
|
|||||
Depreciation and amortization
|
5,384
|
|
|
—
|
|
|
180,303
|
|
|
—
|
|
|
185,687
|
|
|||||
Impairment of land parcel
|
—
|
|
|
—
|
|
|
2,050
|
|
|
—
|
|
|
2,050
|
|
|||||
Loss on early extinguishment of debt
|
2,225
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,225
|
|
|||||
Total expenses
|
98,592
|
|
|
3
|
|
|
394,107
|
|
|
(13,053
|
)
|
|
479,649
|
|
|||||
(Loss) income from continuing operations before equity in earnings of affiliates
|
(91,701
|
)
|
|
1,289
|
|
|
185,260
|
|
|
—
|
|
|
94,848
|
|
|||||
Equity in earnings of affiliates
|
194,566
|
|
|
183,139
|
|
|
3,638
|
|
|
(381,343
|
)
|
|
—
|
|
|||||
Income from continuing operations
|
102,865
|
|
|
184,428
|
|
|
188,898
|
|
|
(381,343
|
)
|
|
94,848
|
|
|||||
(Loss) income from discontinued operations
|
(739
|
)
|
|
—
|
|
|
9,555
|
|
|
—
|
|
|
8,816
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
1,864
|
|
|
—
|
|
|
1,864
|
|
|||||
Net income
|
102,126
|
|
|
184,428
|
|
|
200,317
|
|
|
(381,343
|
)
|
|
105,528
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
3,402
|
|
|
—
|
|
|
3,402
|
|
|||||
Dividends on preferred stock
|
27,328
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,328
|
|
|||||
Preferred stock redemption charge
|
5,978
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,978
|
|
|||||
Net income attributable to unvested restricted stock awards
|
1,190
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,190
|
|
|||||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
67,630
|
|
|
$
|
184,428
|
|
|
$
|
196,915
|
|
|
$
|
(381,343
|
)
|
|
$
|
67,630
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
404,815
|
|
|
$
|
—
|
|
|
$
|
404,815
|
|
Tenant recoveries
|
—
|
|
|
—
|
|
|
126,205
|
|
|
—
|
|
|
126,205
|
|
|||||
Other income
|
8,356
|
|
|
(452
|
)
|
|
10,676
|
|
|
(12,820
|
)
|
|
5,760
|
|
|||||
Total revenues
|
8,356
|
|
|
(452
|
)
|
|
541,696
|
|
|
(12,820
|
)
|
|
536,780
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operations
|
—
|
|
|
—
|
|
|
157,634
|
|
|
—
|
|
|
157,634
|
|
|||||
General and administrative
|
36,263
|
|
|
17
|
|
|
17,652
|
|
|
(12,820
|
)
|
|
41,112
|
|
|||||
Interest
|
38,582
|
|
|
—
|
|
|
24,791
|
|
|
—
|
|
|
63,373
|
|
|||||
Depreciation and amortization
|
3,256
|
|
|
—
|
|
|
147,650
|
|
|
—
|
|
|
150,906
|
|
|||||
Loss on early extinguishment of debt
|
6,485
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,485
|
|
|||||
Total expenses
|
84,586
|
|
|
17
|
|
|
347,727
|
|
|
(12,820
|
)
|
|
419,510
|
|
|||||
(Loss) income from continuing operations before equity in earnings of affiliates
|
(76,230
|
)
|
|
(469
|
)
|
|
193,969
|
|
|
—
|
|
|
117,270
|
|
|||||
Equity in earnings of affiliates
|
202,829
|
|
|
192,143
|
|
|
3,793
|
|
|
(398,765
|
)
|
|
—
|
|
|||||
Income from continuing operations
|
126,599
|
|
|
191,674
|
|
|
197,762
|
|
|
(398,765
|
)
|
|
117,270
|
|
|||||
Income from discontinued operations
|
4,819
|
|
|
—
|
|
|
13,258
|
|
|
—
|
|
|
18,077
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
46
|
|
|
—
|
|
|
46
|
|
|||||
Net income
|
131,418
|
|
|
191,674
|
|
|
211,066
|
|
|
(398,765
|
)
|
|
135,393
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
3,975
|
|
|
—
|
|
|
3,975
|
|
|||||
Dividends on preferred stock
|
28,357
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28,357
|
|
|||||
Net income attributable to unvested restricted stock awards
|
1,088
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,088
|
|
|||||
Net income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
101,973
|
|
|
$
|
191,674
|
|
|
$
|
207,091
|
|
|
$
|
(398,765
|
)
|
|
$
|
101,973
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
136,217
|
|
|
$
|
205,919
|
|
|
$
|
228,331
|
|
|
$
|
(430,218
|
)
|
|
$
|
140,249
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized (losses) gains on marketable securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized holding (losses) gains arising during the period
|
—
|
|
|
(438
|
)
|
|
1,738
|
|
|
—
|
|
|
1,300
|
|
|||||
Reclassification adjustment for losses (gains) included in net income
|
—
|
|
|
148
|
|
|
(1,331
|
)
|
|
—
|
|
|
(1,183
|
)
|
|||||
Unrealized (losses) gains on marketable securities
|
—
|
|
|
(290
|
)
|
|
407
|
|
|
—
|
|
|
117
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized gains on interest rate swaps:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized interest rate swap gains arising during the period
|
1,918
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,918
|
|
|||||
Reclassification adjustment for amortization of interest expense included in net income
|
15,422
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,422
|
|
|||||
Unrealized gains on interest rate swaps
|
17,340
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,340
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency translation losses
|
—
|
|
|
—
|
|
|
(28,912
|
)
|
|
—
|
|
|
(28,912
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total other comprehensive income (loss)
|
17,340
|
|
|
(290
|
)
|
|
(28,505
|
)
|
|
—
|
|
|
(11,455
|
)
|
|||||
Comprehensive income
|
153,557
|
|
|
205,629
|
|
|
199,826
|
|
|
(430,218
|
)
|
|
128,794
|
|
|||||
Less: comprehensive income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
(3,948
|
)
|
|
—
|
|
|
(3,948
|
)
|
|||||
Comprehensive income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
153,557
|
|
|
$
|
205,629
|
|
|
$
|
195,878
|
|
|
$
|
(430,218
|
)
|
|
$
|
124,846
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
102,126
|
|
|
$
|
184,428
|
|
|
$
|
200,317
|
|
|
$
|
(381,343
|
)
|
|
$
|
105,528
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized (losses) gains on marketable securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized holding (losses) gains arising during the period
|
—
|
|
|
(319
|
)
|
|
1,309
|
|
|
—
|
|
|
990
|
|
|||||
Reclassification adjustment for losses (gains) included in net income
|
—
|
|
|
155
|
|
|
(3,506
|
)
|
|
—
|
|
|
(3,351
|
)
|
|||||
Unrealized losses on marketable securities
|
—
|
|
|
(164
|
)
|
|
(2,197
|
)
|
|
—
|
|
|
(2,361
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized gains on interest rate swaps:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized interest rate swap losses arising during the period
|
(9,990
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,990
|
)
|
|||||
Reclassification adjustment for amortization of interest expense included in net income
|
22,309
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,309
|
|
|||||
Unrealized gains on interest rate swaps
|
12,319
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,319
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency translation losses
|
—
|
|
|
—
|
|
|
(318
|
)
|
|
—
|
|
|
(318
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total other comprehensive income (loss)
|
12,319
|
|
|
(164
|
)
|
|
(2,515
|
)
|
|
—
|
|
|
9,640
|
|
|||||
Comprehensive income
|
114,445
|
|
|
184,264
|
|
|
197,802
|
|
|
(381,343
|
)
|
|
115,168
|
|
|||||
Less: comprehensive income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
(3,364
|
)
|
|
—
|
|
|
(3,364
|
)
|
|||||
Comprehensive income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
114,445
|
|
|
$
|
184,264
|
|
|
$
|
194,438
|
|
|
$
|
(381,343
|
)
|
|
$
|
111,804
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria
Real Estate
Equities, Inc.
(Issuer)
|
|
Alexandria
Real Estate
Equities, L.P.
(Guarantor
Subsidiary)
|
|
Combined
Non-
Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
131,418
|
|
|
$
|
191,674
|
|
|
$
|
211,066
|
|
|
$
|
(398,765
|
)
|
|
$
|
135,393
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized gains (losses) on marketable securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized holding gains arising during the period
|
—
|
|
|
148
|
|
|
90
|
|
|
—
|
|
|
238
|
|
|||||
Reclassification adjustment for losses (gains) included in net income
|
—
|
|
|
28
|
|
|
(2,589
|
)
|
|
—
|
|
|
(2,561
|
)
|
|||||
Unrealized gains (losses) on marketable securities
|
—
|
|
|
176
|
|
|
(2,499
|
)
|
|
—
|
|
|
(2,323
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized gains on interest rate swaps:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized interest rate swap losses arising during the period
|
(9,630
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,630
|
)
|
|||||
Reclassification adjustment for amortization of interest expense included in net income
|
21,457
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,457
|
|
|||||
Unrealized gains on interest rate swaps
|
11,827
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,827
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Foreign currency translation losses
|
—
|
|
|
—
|
|
|
(25,605
|
)
|
|
—
|
|
|
(25,605
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total other comprehensive income (loss)
|
11,827
|
|
|
176
|
|
|
(28,104
|
)
|
|
—
|
|
|
(16,101
|
)
|
|||||
Comprehensive income
|
143,245
|
|
|
191,850
|
|
|
182,962
|
|
|
(398,765
|
)
|
|
119,292
|
|
|||||
Less: comprehensive income attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
(4,050
|
)
|
|
—
|
|
|
(4,050
|
)
|
|||||
Comprehensive income attributable to Alexandria Real Estate Equities, Inc.’s common stockholders
|
$
|
143,245
|
|
|
$
|
191,850
|
|
|
$
|
178,912
|
|
|
$
|
(398,765
|
)
|
|
$
|
115,242
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities,
Inc. (Issuer)
|
|
Alexandria Real
Estate Equities,
L.P. (Guarantor
Subsidiary)
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Operating Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
$
|
136,217
|
|
|
$
|
205,919
|
|
|
$
|
228,331
|
|
|
$
|
(430,218
|
)
|
|
$
|
140,249
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
5,907
|
|
|
—
|
|
|
184,871
|
|
|
—
|
|
|
190,778
|
|
|||||
Loss on early extinguishment of debt
|
1,992
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,992
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
(4,824
|
)
|
|
—
|
|
|
(4,824
|
)
|
|||||
Loss on sale of real estate
|
—
|
|
|
—
|
|
|
121
|
|
|
—
|
|
|
121
|
|
|||||
Amortization of loan fees and costs
|
6,914
|
|
|
—
|
|
|
3,022
|
|
|
—
|
|
|
9,936
|
|
|||||
Amortization of debt premiums/discounts
|
111
|
|
|
—
|
|
|
418
|
|
|
—
|
|
|
529
|
|
|||||
Amortization of acquired below market leases
|
—
|
|
|
—
|
|
|
(3,316
|
)
|
|
—
|
|
|
(3,316
|
)
|
|||||
Deferred rent
|
(82
|
)
|
|
—
|
|
|
(27,853
|
)
|
|
—
|
|
|
(27,935
|
)
|
|||||
Stock compensation expense
|
15,552
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,552
|
|
|||||
Equity in (income) loss related to subsidiaries
|
(220,158
|
)
|
|
(205,993
|
)
|
|
(4,067
|
)
|
|
430,218
|
|
|
—
|
|
|||||
Investment gains
|
—
|
|
|
(3
|
)
|
|
(7,047
|
)
|
|
—
|
|
|
(7,050
|
)
|
|||||
Investment losses
|
—
|
|
|
78
|
|
|
1,402
|
|
|
—
|
|
|
1,480
|
|
|||||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Restricted cash
|
(2
|
)
|
|
—
|
|
|
901
|
|
|
—
|
|
|
899
|
|
|||||
Tenant receivables
|
—
|
|
|
—
|
|
|
(1,519
|
)
|
|
—
|
|
|
(1,519
|
)
|
|||||
Deferred leasing costs
|
(37
|
)
|
|
—
|
|
|
(54,788
|
)
|
|
—
|
|
|
(54,825
|
)
|
|||||
Other assets
|
(5,606
|
)
|
|
—
|
|
|
(692
|
)
|
|
—
|
|
|
(6,298
|
)
|
|||||
Intercompany receivables and payables
|
3,021
|
|
|
—
|
|
|
(3,021
|
)
|
|
—
|
|
|
—
|
|
|||||
Accounts payable, accrued expenses, and tenant security deposits
|
(13,485
|
)
|
|
—
|
|
|
70,443
|
|
|
—
|
|
|
56,958
|
|
|||||
Net cash (used in) provided by operating activities
|
(69,656
|
)
|
|
1
|
|
|
382,382
|
|
|
—
|
|
|
312,727
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from sale of properties
|
10,796
|
|
|
—
|
|
|
143,172
|
|
|
—
|
|
|
153,968
|
|
|||||
Additions to properties
|
—
|
|
|
—
|
|
|
(593,389
|
)
|
|
—
|
|
|
(593,389
|
)
|
|||||
Purchase of properties
|
—
|
|
|
—
|
|
|
(122,069
|
)
|
|
—
|
|
|
(122,069
|
)
|
|||||
Change in restricted cash related to construction projects
|
—
|
|
|
—
|
|
|
7,655
|
|
|
—
|
|
|
7,655
|
|
|||||
Contributions to unconsolidated real estate entity
|
—
|
|
|
—
|
|
|
(17,987
|
)
|
|
—
|
|
|
(17,987
|
)
|
|||||
Investments in subsidiaries
|
(236,218
|
)
|
|
(276,022
|
)
|
|
(13,445
|
)
|
|
525,685
|
|
|
—
|
|
|||||
Additions to investments
|
—
|
|
|
—
|
|
|
(36,078
|
)
|
|
—
|
|
|
(36,078
|
)
|
|||||
Proceeds from sales of investments
|
—
|
|
|
1,018
|
|
|
15,507
|
|
|
—
|
|
|
16,525
|
|
|||||
Net cash (used in) provided by investing activities
|
$
|
(225,422
|
)
|
|
$
|
(275,004
|
)
|
|
$
|
(616,634
|
)
|
|
$
|
525,685
|
|
|
$
|
(591,375
|
)
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities, Inc. (Issuer) |
|
Alexandria Real
Estate Equities, L.P. (Guarantor Subsidiary) |
|
Combined
Non-Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||
Financing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Borrowings from secured notes payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
28,489
|
|
|
$
|
—
|
|
|
$
|
28,489
|
|
Repayments of borrowings from secured notes payable
|
—
|
|
|
—
|
|
|
(36,219
|
)
|
|
—
|
|
|
(36,219
|
)
|
|||||
Proceeds from issuance of senior notes payable
|
498,561
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
498,561
|
|
|||||
Principal borrowings from unsecured senior line of credit
|
729,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
729,000
|
|
|||||
Repayments of borrowings from unsecured senior line of credit
|
(1,091,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,091,000
|
)
|
|||||
Repayments of unsecured senior bank term loans
|
(250,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(250,000
|
)
|
|||||
Repurchase of unsecured senior convertible notes
|
(384
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(384
|
)
|
|||||
Transfer to/from parent company
|
—
|
|
|
273,089
|
|
|
252,596
|
|
|
(525,685
|
)
|
|
—
|
|
|||||
Change in restricted cash related to financings
|
(1
|
)
|
|
—
|
|
|
2,547
|
|
|
—
|
|
|
2,546
|
|
|||||
Deferred financing costs paid
|
(14,383
|
)
|
|
—
|
|
|
(5,545
|
)
|
|
—
|
|
|
(19,928
|
)
|
|||||
Proceeds from common stock offerings
|
534,469
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
534,469
|
|
|||||
Dividends paid on common stock
|
(169,076
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(169,076
|
)
|
|||||
Dividends paid on preferred stock
|
(25,885
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,885
|
)
|
|||||
Distributions to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
(1,191
|
)
|
|
—
|
|
|
(1,191
|
)
|
|||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
(1,812
|
)
|
|
—
|
|
|
(1,812
|
)
|
|||||
Net cash provided by (used in) financing activities
|
211,301
|
|
|
273,089
|
|
|
238,865
|
|
|
(525,685
|
)
|
|
197,570
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
(2,197
|
)
|
|
—
|
|
|
(2,197
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net (decrease) increase in cash and cash equivalents
|
(83,777
|
)
|
|
(1,914
|
)
|
|
2,416
|
|
|
—
|
|
|
(83,275
|
)
|
|||||
Cash and cash equivalents at beginning of period
|
98,567
|
|
|
1,914
|
|
|
40,490
|
|
|
—
|
|
|
140,971
|
|
|||||
Cash and cash equivalents at end of period
|
$
|
14,790
|
|
|
$
|
—
|
|
|
$
|
42,906
|
|
|
$
|
—
|
|
|
$
|
57,696
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash paid during the period for interest, net of interest capitalized
|
$
|
37,073
|
|
|
$
|
—
|
|
|
$
|
22,784
|
|
|
$
|
—
|
|
|
$
|
59,857
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-Cash Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Note receivable from sale of real estate
|
$
|
29,820
|
|
|
$
|
—
|
|
|
$
|
9,000
|
|
|
$
|
—
|
|
|
$
|
38,820
|
|
Change in accrued capital expenditures
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(21,310
|
)
|
|
$
|
—
|
|
|
$
|
(21,310
|
)
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities,
Inc. (Issuer)
|
|
Alexandria Real
Estate Equities,
L.P. (Guarantor
Subsidiary)
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Operating Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
$
|
102,126
|
|
|
$
|
184,428
|
|
|
$
|
200,317
|
|
|
$
|
(381,343
|
)
|
|
$
|
105,528
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
6,490
|
|
|
—
|
|
|
185,515
|
|
|
—
|
|
|
192,005
|
|
|||||
Loss on early extinguishment of debt
|
2,225
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,225
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
(1,864
|
)
|
|
—
|
|
|
(1,864
|
)
|
|||||
Gain on sale of real estate
|
—
|
|
|
—
|
|
|
(1,564
|
)
|
|
—
|
|
|
(1,564
|
)
|
|||||
Impairment of real estate
|
6,400
|
|
|
—
|
|
|
5,000
|
|
|
—
|
|
|
11,400
|
|
|||||
Impairment of land parcel
|
—
|
|
|
—
|
|
|
2,050
|
|
|
—
|
|
|
2,050
|
|
|||||
Amortization of loan fees and costs
|
9,204
|
|
|
—
|
|
|
628
|
|
|
—
|
|
|
9,832
|
|
|||||
Amortization of debt premiums/discounts
|
114
|
|
|
—
|
|
|
397
|
|
|
—
|
|
|
511
|
|
|||||
Amortization of acquired above and below market leases
|
—
|
|
|
—
|
|
|
(3,200
|
)
|
|
—
|
|
|
(3,200
|
)
|
|||||
Deferred rent
|
(224
|
)
|
|
—
|
|
|
(28,232
|
)
|
|
—
|
|
|
(28,456
|
)
|
|||||
Stock compensation expense
|
14,160
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,160
|
|
|||||
Equity in (income) loss related to subsidiaries
|
(194,566
|
)
|
|
(183,139
|
)
|
|
(3,638
|
)
|
|
381,343
|
|
|
—
|
|
|||||
Investment gains
|
—
|
|
|
(1,510
|
)
|
|
(13,508
|
)
|
|
—
|
|
|
(15,018
|
)
|
|||||
Investment losses
|
—
|
|
|
221
|
|
|
2,416
|
|
|
—
|
|
|
2,637
|
|
|||||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Restricted cash
|
(12
|
)
|
|
—
|
|
|
(249
|
)
|
|
—
|
|
|
(261
|
)
|
|||||
Tenant receivables
|
11
|
|
|
—
|
|
|
(992
|
)
|
|
—
|
|
|
(981
|
)
|
|||||
Deferred leasing costs
|
(305
|
)
|
|
—
|
|
|
(44,794
|
)
|
|
—
|
|
|
(45,099
|
)
|
|||||
Other assets
|
1,329
|
|
|
—
|
|
|
(5,398
|
)
|
|
—
|
|
|
(4,069
|
)
|
|||||
Intercompany receivables and payables
|
(826
|
)
|
|
—
|
|
|
826
|
|
|
—
|
|
|
—
|
|
|||||
Accounts payable, accrued expenses, and tenant security deposits
|
6,172
|
|
|
—
|
|
|
59,525
|
|
|
—
|
|
|
65,697
|
|
|||||
Net cash (used in) provided by operating activities
|
(47,702
|
)
|
|
—
|
|
|
353,235
|
|
|
—
|
|
|
305,533
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from sale of properties
|
—
|
|
|
—
|
|
|
36,179
|
|
|
—
|
|
|
36,179
|
|
|||||
Additions to properties
|
(1,313
|
)
|
|
—
|
|
|
(547,717
|
)
|
|
—
|
|
|
(549,030
|
)
|
|||||
Purchase of properties
|
—
|
|
|
—
|
|
|
(42,171
|
)
|
|
—
|
|
|
(42,171
|
)
|
|||||
Change in restricted cash related to construction projects
|
—
|
|
|
—
|
|
|
(9,377
|
)
|
|
—
|
|
|
(9,377
|
)
|
|||||
Distribution from unconsolidated real estate entity
|
—
|
|
|
—
|
|
|
22,250
|
|
|
—
|
|
|
22,250
|
|
|||||
Contributions to unconsolidated real estate entity
|
—
|
|
|
—
|
|
|
(6,700
|
)
|
|
—
|
|
|
(6,700
|
)
|
|||||
Investments in subsidiaries
|
(197,665
|
)
|
|
(158,022
|
)
|
|
(1,179
|
)
|
|
356,866
|
|
|
—
|
|
|||||
Additions to investments
|
—
|
|
|
(353
|
)
|
|
(35,941
|
)
|
|
—
|
|
|
(36,294
|
)
|
|||||
Proceeds from sales of investments
|
—
|
|
|
2,600
|
|
|
24,443
|
|
|
—
|
|
|
27,043
|
|
|||||
Net cash (used in) provided by investing activities
|
$
|
(198,978
|
)
|
|
$
|
(155,775
|
)
|
|
$
|
(560,213
|
)
|
|
$
|
356,866
|
|
|
$
|
(558,100
|
)
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities,
Inc. (Issuer)
|
|
Alexandria Real
Estate Equities,
L.P. (Guarantor
Subsidiary)
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Financing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Borrowings from secured notes payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
17,810
|
|
|
$
|
—
|
|
|
$
|
17,810
|
|
Repayments of borrowings from secured notes payable
|
—
|
|
|
—
|
|
|
(26,367
|
)
|
|
—
|
|
|
(26,367
|
)
|
|||||
Proceeds from issuance of unsecured senior notes payable
|
544,650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
544,650
|
|
|||||
Principal borrowings from unsecured senior line of credit
|
847,147
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
847,147
|
|
|||||
Repayments of borrowings from unsecured senior line of credit
|
(651,147
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(651,147
|
)
|
|||||
Repayment of unsecured senior bank term loan
|
(250,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(250,000
|
)
|
|||||
Repurchase of unsecured senior convertible notes
|
(84,801
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(84,801
|
)
|
|||||
Redemption of Series C Cumulative Redeemable Preferred Stock
|
(129,638
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(129,638
|
)
|
|||||
Proceeds from issuance of Series E Cumulative Redeemable Preferred Stock
|
124,868
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
124,868
|
|
|||||
Transfer to/from parent company
|
—
|
|
|
157,689
|
|
|
199,177
|
|
|
(356,866
|
)
|
|
—
|
|
|||||
Change in restricted cash related to financings
|
—
|
|
|
—
|
|
|
(7,428
|
)
|
|
—
|
|
|
(7,428
|
)
|
|||||
Deferred financing costs paid
|
(10,180
|
)
|
|
—
|
|
|
(3,045
|
)
|
|
—
|
|
|
(13,225
|
)
|
|||||
Proceeds from common stock offering
|
97,890
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97,890
|
|
|||||
Proceeds from exercise of stock options
|
155
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
155
|
|
|||||
Dividends paid on common stock
|
(126,498
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(126,498
|
)
|
|||||
Dividends paid on preferred stock
|
(27,819
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27,819
|
)
|
|||||
Distributions to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
(1,249
|
)
|
|
—
|
|
|
(1,249
|
)
|
|||||
Redemption of redeemable noncontrolling interests
|
12
|
|
|
—
|
|
|
(462
|
)
|
|
—
|
|
|
(450
|
)
|
|||||
Contributions by noncontrolling interests
|
—
|
|
|
—
|
|
|
1,875
|
|
|
—
|
|
|
1,875
|
|
|||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
(913
|
)
|
|
—
|
|
|
(913
|
)
|
|||||
Net cash provided by (used in) financing activities
|
334,639
|
|
|
157,689
|
|
|
179,398
|
|
|
(356,866
|
)
|
|
314,860
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
139
|
|
|
—
|
|
|
139
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net increase (decrease) in cash and cash equivalents
|
87,959
|
|
|
1,914
|
|
|
(27,441
|
)
|
|
—
|
|
|
62,432
|
|
|||||
Cash and cash equivalents at beginning of period
|
10,608
|
|
|
—
|
|
|
67,931
|
|
|
—
|
|
|
78,539
|
|
|||||
Cash and cash equivalents at end of period
|
$
|
98,567
|
|
|
$
|
1,914
|
|
|
$
|
40,490
|
|
|
$
|
—
|
|
|
$
|
140,971
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash paid during the period for interest, net of interest capitalized
|
$
|
39,298
|
|
|
$
|
—
|
|
|
$
|
13,263
|
|
|
$
|
—
|
|
|
$
|
52,561
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-Cash Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Note receivable from sale of real estate
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,125
|
|
|
$
|
—
|
|
|
$
|
6,125
|
|
Write-off of fully amortized improvements
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(17,730
|
)
|
|
$
|
—
|
|
|
$
|
(17,730
|
)
|
Change in accrued capital expenditures
|
$
|
(2,000
|
)
|
|
$
|
—
|
|
|
$
|
48,087
|
|
|
$
|
—
|
|
|
$
|
46,087
|
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities,
Inc. (Issuer)
|
|
Alexandria Real
Estate Equities,
L.P. (Guarantor
Subsidiary)
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Operating Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
$
|
131,418
|
|
|
$
|
191,674
|
|
|
$
|
211,066
|
|
|
$
|
(398,765
|
)
|
|
$
|
135,393
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
4,938
|
|
|
—
|
|
|
153,088
|
|
|
—
|
|
|
158,026
|
|
|||||
Loss on early extinguishment of debt
|
6,485
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,485
|
|
|||||
Gain on sale of land parcel
|
—
|
|
|
—
|
|
|
(46
|
)
|
|
—
|
|
|
(46
|
)
|
|||||
Impairment of real estate
|
—
|
|
|
—
|
|
|
994
|
|
|
—
|
|
|
994
|
|
|||||
Amortization of loan fees and costs
|
6,915
|
|
|
—
|
|
|
2,385
|
|
|
—
|
|
|
9,300
|
|
|||||
Amortization of debt premiums/discounts
|
3,534
|
|
|
—
|
|
|
285
|
|
|
—
|
|
|
3,819
|
|
|||||
Amortization of acquired above and below market leases
|
—
|
|
|
—
|
|
|
(9,332
|
)
|
|
—
|
|
|
(9,332
|
)
|
|||||
Deferred rent
|
100
|
|
|
—
|
|
|
(26,897
|
)
|
|
—
|
|
|
(26,797
|
)
|
|||||
Stock compensation expense
|
11,755
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,755
|
|
|||||
Equity in (income) loss related to subsidiaries
|
(202,829
|
)
|
|
(192,143
|
)
|
|
(3,793
|
)
|
|
398,765
|
|
|
—
|
|
|||||
Investment gains
|
—
|
|
|
(427
|
)
|
|
(4,419
|
)
|
|
—
|
|
|
(4,846
|
)
|
|||||
Investment losses
|
—
|
|
|
883
|
|
|
912
|
|
|
—
|
|
|
1,795
|
|
|||||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Restricted cash
|
4
|
|
|
—
|
|
|
(469
|
)
|
|
—
|
|
|
(465
|
)
|
|||||
Tenant receivables
|
(12
|
)
|
|
—
|
|
|
(2,347
|
)
|
|
—
|
|
|
(2,359
|
)
|
|||||
Deferred leasing costs
|
(699
|
)
|
|
—
|
|
|
(55,527
|
)
|
|
—
|
|
|
(56,226
|
)
|
|||||
Other assets
|
2,550
|
|
|
—
|
|
|
(24,909
|
)
|
|
—
|
|
|
(22,359
|
)
|
|||||
Intercompany receivables and payables
|
(1,418
|
)
|
|
—
|
|
|
1,418
|
|
|
—
|
|
|
—
|
|
|||||
Accounts payable, accrued expenses, and tenant security deposits
|
6,274
|
|
|
—
|
|
|
35,549
|
|
|
—
|
|
|
41,823
|
|
|||||
Net cash (used in) provided by operating activities
|
(30,985
|
)
|
|
(13
|
)
|
|
277,958
|
|
|
—
|
|
|
246,960
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from sale of properties
|
—
|
|
|
—
|
|
|
20,078
|
|
|
—
|
|
|
20,078
|
|
|||||
Additions to properties
|
(1,624
|
)
|
|
—
|
|
|
(428,414
|
)
|
|
—
|
|
|
(430,038
|
)
|
|||||
Purchase of properties
|
—
|
|
|
—
|
|
|
(305,030
|
)
|
|
—
|
|
|
(305,030
|
)
|
|||||
Change in restricted cash related to construction projects
|
—
|
|
|
—
|
|
|
(2,183
|
)
|
|
—
|
|
|
(2,183
|
)
|
|||||
Contributions to unconsolidated real estate entity
|
—
|
|
|
—
|
|
|
(5,256
|
)
|
|
—
|
|
|
(5,256
|
)
|
|||||
Investments in subsidiaries
|
(548,884
|
)
|
|
(477,482
|
)
|
|
(11,951
|
)
|
|
1,038,317
|
|
|
—
|
|
|||||
Additions to investments
|
—
|
|
|
(2,451
|
)
|
|
(25,548
|
)
|
|
—
|
|
|
(27,999
|
)
|
|||||
Proceeds from sales of investments
|
—
|
|
|
3,471
|
|
|
13,378
|
|
|
—
|
|
|
16,849
|
|
|||||
Net cash (used in) provided by investing activities
|
$
|
(550,508
|
)
|
|
$
|
(476,462
|
)
|
|
$
|
(744,926
|
)
|
|
$
|
1,038,317
|
|
|
$
|
(733,579
|
)
|
19.
|
Condensed consolidating financial information (continued)
|
|
Alexandria Real
Estate Equities,
Inc. (Issuer)
|
|
Alexandria Real
Estate Equities,
L.P. (Guarantor
Subsidiary)
|
|
Combined
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Financing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Repayments of borrowings from secured notes payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(66,849
|
)
|
|
$
|
—
|
|
|
$
|
(66,849
|
)
|
Principal borrowings from unsecured senior line of credit
|
1,406,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,406,000
|
|
|||||
Repayments of borrowings from unsecured senior line of credit
|
(1,784,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,784,000
|
)
|
|||||
Principal borrowings from unsecured senior bank term loan
|
1,350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,350,000
|
|
|||||
Repayment of unsecured senior bank term loan
|
(500,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(500,000
|
)
|
|||||
Repurchase of unsecured senior convertible notes
|
(221,439
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(221,439
|
)
|
|||||
Transfer to/from parent company
|
—
|
|
|
475,873
|
|
|
562,444
|
|
|
(1,038,317
|
)
|
|
—
|
|
|||||
Change in restricted cash related to financings
|
—
|
|
|
—
|
|
|
7,311
|
|
|
—
|
|
|
7,311
|
|
|||||
Deferred financing costs paid
|
(25,493
|
)
|
|
—
|
|
|
(1,823
|
)
|
|
—
|
|
|
(27,316
|
)
|
|||||
Proceeds from common stock offering
|
451,539
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
451,539
|
|
|||||
Proceeds from exercise of stock options
|
2,117
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,117
|
|
|||||
Dividends paid on common stock
|
(106,889
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(106,889
|
)
|
|||||
Dividends paid on preferred stock
|
(28,357
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,357
|
)
|
|||||
Contributions by redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||
Distributions to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
(1,263
|
)
|
|
—
|
|
|
(1,263
|
)
|
|||||
Contributions by noncontrolling interests
|
—
|
|
|
—
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
|||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
(2,707
|
)
|
|
—
|
|
|
(2,707
|
)
|
|||||
Net cash provided by (used in) financing activities
|
543,478
|
|
|
475,873
|
|
|
498,122
|
|
|
(1,038,317
|
)
|
|
479,156
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Effect of foreign exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
(5,230
|
)
|
|
—
|
|
|
(5,230
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net (decrease) increase in cash and cash equivalents
|
(38,015
|
)
|
|
(602
|
)
|
|
25,924
|
|
|
—
|
|
|
(12,693
|
)
|
|||||
Cash and cash equivalents at beginning of period
|
48,623
|
|
|
602
|
|
|
42,007
|
|
|
—
|
|
|
91,232
|
|
|||||
Cash and cash equivalents at end of period
|
$
|
10,608
|
|
|
$
|
—
|
|
|
$
|
67,931
|
|
|
$
|
—
|
|
|
$
|
78,539
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Supplemental Disclosure of Cash Flow Information
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash paid during the period for interest, net of interest capitalized
|
$
|
30,292
|
|
|
$
|
—
|
|
|
$
|
22,032
|
|
|
$
|
—
|
|
|
$
|
52,324
|
|
Changes in accrued capital expenditures
|
$
|
(987
|
)
|
|
$
|
—
|
|
|
$
|
4,479
|
|
|
$
|
—
|
|
|
$
|
3,492
|
|
20.
|
Subsequent events
|
|
|
|
|
|
|
Initial Costs
|
|
Costs Capitalized Subsequent to Acquisitions
|
|
Total Costs
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Property
|
|
Market
|
|
Encumbrances
|
|
Land
|
|
Buildings & Improvements
|
|
Buildings & Improvements
|
|
Land
|
|
Buildings & Improvements
|
|
Total
(1)
|
|
Accumulated Depreciation
(2)
|
|
Net Cost Basis
|
|
Date of Construction
(3)
|
|
Date
Acquired
|
||||||||||||||||||
Alexandria Center™ at Kendall Square
|
|
Greater Boston
|
|
$
|
—
|
|
|
$
|
72,454
|
|
|
$
|
191,904
|
|
|
$
|
244,342
|
|
|
$
|
72,454
|
|
|
$
|
436,246
|
|
|
$
|
508,700
|
|
|
$
|
(30,643
|
)
|
|
$
|
478,057
|
|
|
2000-2013
|
|
2005-2013
|
Alexandria Technology Square®
|
|
Greater Boston
|
|
208,457
|
|
(4)
|
—
|
|
|
619,658
|
|
|
166,260
|
|
|
—
|
|
|
785,918
|
|
|
785,918
|
|
|
(121,028
|
)
|
|
664,890
|
|
|
2001-2012
|
|
2006
|
|||||||||
480 Arsenal Street
|
|
Greater Boston
|
|
—
|
|
|
6,413
|
|
|
5,457
|
|
|
46,055
|
|
|
6,413
|
|
|
51,512
|
|
|
57,925
|
|
|
(12,884
|
)
|
|
45,041
|
|
|
2003
|
|
2001
|
|||||||||
780/790 Memorial Drive
|
|
Greater Boston
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,894
|
|
|
—
|
|
|
44,894
|
|
|
44,894
|
|
|
(16,754
|
)
|
|
28,140
|
|
|
2002
|
|
2001
|
|||||||||
500 Arsenal Street
|
|
Greater Boston
|
|
—
|
|
|
3,360
|
|
|
7,316
|
|
|
28,807
|
|
|
3,360
|
|
|
36,123
|
|
|
39,483
|
|
|
(12,473
|
)
|
|
27,010
|
|
|
2001
|
|
2000
|
|||||||||
167 Sidney Street/99 Erie Street
|
|
Greater Boston
|
|
—
|
|
|
—
|
|
|
12,613
|
|
|
11,772
|
|
|
—
|
|
|
24,385
|
|
|
24,385
|
|
|
(3,439
|
)
|
|
20,946
|
|
|
2006/2012
|
|
2005/2006
|
|||||||||
79/96 Thirteenth Street Charlestown Navy Yard
|
|
Greater Boston
|
|
4,696
|
|
(5)
|
—
|
|
|
6,247
|
|
|
8,640
|
|
|
—
|
|
|
14,887
|
|
|
14,887
|
|
|
(2,404
|
)
|
|
12,483
|
|
|
2012
|
|
1998
|
|||||||||
Alexandria Park at 128
|
|
Greater Boston
|
|
23,919
|
|
(5) (6)
|
8,514
|
|
|
31,863
|
|
|
62,255
|
|
|
8,514
|
|
|
94,118
|
|
|
102,632
|
|
|
(24,939
|
)
|
|
77,693
|
|
|
1997-2010
|
|
1998-2008
|
|||||||||
19 Presidential Way
|
|
Greater Boston
|
|
—
|
|
|
12,833
|
|
|
27,333
|
|
|
64
|
|
|
12,833
|
|
|
27,397
|
|
|
40,230
|
|
|
(5,936
|
)
|
|
34,294
|
|
|
1999
|
|
2005
|
|||||||||
100 Beaver Street
|
|
Greater Boston
|
|
—
|
|
|
1,257
|
|
|
7,755
|
|
|
12,458
|
|
|
1,257
|
|
|
20,213
|
|
|
21,470
|
|
|
(3,650
|
)
|
|
17,820
|
|
|
2006
|
|
2005
|
|||||||||
285 Bear Hill Road
|
|
Greater Boston
|
|
—
|
|
|
422
|
|
|
3,538
|
|
|
5,348
|
|
|
422
|
|
|
8,886
|
|
|
9,308
|
|
|
(110
|
)
|
|
9,198
|
|
|
2013
|
|
2011
|
|||||||||
111/130 Forbes Boulevard
|
|
Greater Boston
|
|
—
|
|
|
3,146
|
|
|
15,725
|
|
|
2,932
|
|
|
3,146
|
|
|
18,657
|
|
|
21,803
|
|
|
(3,526
|
)
|
|
18,277
|
|
|
2006
|
|
2007/2006
|
|||||||||
20 Walkup Drive
|
|
Greater Boston
|
|
—
|
|
|
2,261
|
|
|
7,099
|
|
|
9,028
|
|
|
2,261
|
|
|
16,127
|
|
|
18,388
|
|
|
(1,281
|
)
|
|
17,107
|
|
|
2012
|
|
2006
|
|||||||||
306 Belmont Street & 350 Plantation Street
|
|
Greater Boston
|
|
—
|
|
|
1,806
|
|
|
11,696
|
|
|
1,778
|
|
|
1,806
|
|
|
13,474
|
|
|
15,280
|
|
|
(3,255
|
)
|
|
12,025
|
|
|
2003
|
|
2004
|
|||||||||
30 Bearfoot Road
|
|
Greater Boston
|
|
—
|
|
|
1,220
|
|
|
22,375
|
|
|
44
|
|
|
1,220
|
|
|
22,419
|
|
|
23,639
|
|
|
(4,951
|
)
|
|
18,688
|
|
|
2000
|
|
2005
|
|||||||||
Alexandria Center™ for Science & Technology
|
|
San Francisco Bay Area
|
|
—
|
|
|
62,074
|
|
|
145,303
|
|
|
271,071
|
|
|
62,074
|
|
|
416,374
|
|
|
478,448
|
|
|
(41,141
|
)
|
|
437,307
|
|
|
2007-2011
|
|
2004-2011
|
|||||||||
Alexandria Technology Center - Gateway
|
|
San Francisco Bay Area
|
|
100,019
|
|
(7)
|
45,425
|
|
|
121,059
|
|
|
13,965
|
|
|
45,425
|
|
|
135,024
|
|
|
180,449
|
|
|
(31,487
|
)
|
|
148,962
|
|
|
2000-2006
|
|
2002-2006
|
|||||||||
249/259 East Grand Avenue
|
|
San Francisco Bay Area
|
|
46,013
|
|
|
14,289
|
|
|
—
|
|
|
119,463
|
|
|
14,289
|
|
|
119,463
|
|
|
133,752
|
|
|
(10,418
|
)
|
|
123,334
|
|
|
2008/2012
|
|
2004
|
|||||||||
400/450 East Jamie Court
|
|
San Francisco Bay Area
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107,039
|
|
|
—
|
|
|
107,039
|
|
|
107,039
|
|
|
(10,654
|
)
|
|
96,385
|
|
|
2012
|
|
2002
|
|||||||||
500 Forbes Boulevard
|
|
San Francisco Bay Area
|
|
—
|
|
|
38,911
|
|
|
75,337
|
|
|
13,604
|
|
|
38,911
|
|
|
88,941
|
|
|
127,852
|
|
|
(14,240
|
)
|
|
113,612
|
|
|
2001
|
|
2007
|
|||||||||
7000 Shoreline Court
|
|
San Francisco Bay Area
|
|
31,835
|
|
(7)
|
7,038
|
|
|
39,704
|
|
|
7,107
|
|
|
7,038
|
|
|
46,811
|
|
|
53,849
|
|
|
(10,531
|
)
|
|
43,318
|
|
|
2001
|
|
2004
|
|||||||||
341/343 Oyster Point Boulevard
|
|
San Francisco Bay Area
|
|
—
|
|
|
6,127
|
|
|
—
|
|
|
31,487
|
|
|
6,127
|
|
|
31,487
|
|
|
37,614
|
|
|
(12,833
|
)
|
|
24,781
|
|
|
2009/2013
|
|
2000
|
|||||||||
849/863 Mitten Road & 866 Malcolm Road
|
|
San Francisco Bay Area
|
|
—
|
|
|
3,211
|
|
|
8,665
|
|
|
15,130
|
|
|
3,211
|
|
|
23,795
|
|
|
27,006
|
|
|
(7,510
|
)
|
|
19,496
|
|
|
2012
|
|
1998
|
|||||||||
2425 Garcia Avenue & 2400/2450 Bayshore Parkway
|
|
San Francisco Bay Area
|
|
847
|
|
|
1,512
|
|
|
21,323
|
|
|
23,763
|
|
|
1,512
|
|
|
45,086
|
|
|
46,598
|
|
|
(15,265
|
)
|
|
31,333
|
|
|
2008
|
|
1999
|
|||||||||
3165 Porter Drive
|
|
San Francisco Bay Area
|
|
20,873
|
|
(6)
|
—
|
|
|
19,154
|
|
|
2,088
|
|
|
—
|
|
|
21,242
|
|
|
21,242
|
|
|
(5,146
|
)
|
|
16,096
|
|
|
2002
|
|
2003
|
|||||||||
75/125 Shoreway Road
|
|
San Francisco Bay Area
|
|
—
|
|
|
6,617
|
|
|
7,091
|
|
|
10,432
|
|
|
6,617
|
|
|
17,523
|
|
|
24,140
|
|
|
(2,718
|
)
|
|
21,422
|
|
|
2008
|
|
2006
|
|||||||||
3350 West Bayshore Road
|
|
San Francisco Bay Area
|
|
—
|
|
|
4,800
|
|
|
6,693
|
|
|
10,681
|
|
|
4,800
|
|
|
17,374
|
|
|
22,174
|
|
|
(3,030
|
)
|
|
19,144
|
|
|
1982
|
|
2005
|
|||||||||
2625/2627/2631 Hanover Street
|
|
San Francisco Bay Area
|
|
—
|
|
|
—
|
|
|
4,014
|
|
|
15,134
|
|
|
—
|
|
|
19,148
|
|
|
19,148
|
|
|
(7,037
|
)
|
|
12,111
|
|
|
2000
|
|
1999
|
|||||||||
ARE Nautilus
|
|
San Diego
|
|
—
|
|
|
6,683
|
|
|
27,600
|
|
|
81,621
|
|
|
6,683
|
|
|
109,221
|
|
|
115,904
|
|
|
(22,200
|
)
|
|
93,704
|
|
|
2010-2012
|
|
1994-1997
|
|
|
|
|
|
|
Initial Costs
|
|
Costs Capitalized Subsequent to Acquisitions
|
|
Total Costs
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Property
|
|
Market
|
|
Encumbrances
|
|
Land
|
|
Buildings & Improvements
|
|
Buildings & Improvements
|
|
Land
|
|
Buildings & Improvements
|
|
Total
(1)
|
|
Accumulated Depreciation
(2)
|
|
Net Cost Basis
|
|
Date of Construction
(3)
|
|
Date
Acquired
|
||||||||||||||||||
ARE Sunrise
|
|
San Diego
|
|
$
|
19,841
|
|
(8)
|
$
|
2,768
|
|
|
$
|
15,491
|
|
|
$
|
41,360
|
|
|
$
|
2,768
|
|
|
$
|
56,851
|
|
|
$
|
59,619
|
|
|
$
|
(28,685
|
)
|
|
$
|
30,934
|
|
|
2000-2009
|
|
1994-2000
|
ARE Spectrum
|
|
San Diego
|
|
—
|
|
|
19,576
|
|
|
78,438
|
|
|
3,958
|
|
|
19,576
|
|
|
82,396
|
|
|
101,972
|
|
|
(13,290
|
)
|
|
88,682
|
|
|
2001
|
|
2007
|
|||||||||
11119 North Torrey Pines Road
|
|
San Diego
|
|
—
|
|
|
9,994
|
|
|
37,099
|
|
|
32,744
|
|
|
9,994
|
|
|
69,843
|
|
|
79,837
|
|
|
(4,364
|
)
|
|
75,473
|
|
|
2012
|
|
2007
|
|||||||||
5200 Illumina Way
|
|
San Diego
|
|
—
|
|
|
24,607
|
|
|
96,606
|
|
|
68,719
|
|
|
24,607
|
|
|
165,325
|
|
|
189,932
|
|
|
(10,887
|
)
|
|
179,045
|
|
|
2004-2013
|
|
2010
|
|||||||||
10300 Campus Point Drive
|
|
San Diego
|
|
—
|
|
|
17,945
|
|
|
86,645
|
|
|
98,089
|
|
|
17,945
|
|
|
184,734
|
|
|
202,679
|
|
|
(8,021
|
)
|
|
194,658
|
|
|
2012
|
|
2010
|
|||||||||
ARE Esplanade
|
|
San Diego
|
|
11,598
|
|
(8)
|
6,309
|
|
|
26,925
|
|
|
47,215
|
|
|
6,309
|
|
|
74,140
|
|
|
80,449
|
|
|
(7,510
|
)
|
|
72,939
|
|
|
1989-2013
|
|
1998-2011
|
|||||||||
ARE Towne Centre
|
|
San Diego
|
|
34,866
|
|
(6)
|
853
|
|
|
26,861
|
|
|
18,401
|
|
|
853
|
|
|
45,262
|
|
|
46,115
|
|
|
(24,260
|
)
|
|
21,855
|
|
|
2000-2010
|
|
1999
|
|||||||||
9880 Campus Point Drive
|
|
San Diego
|
|
—
|
|
|
3,900
|
|
|
16,165
|
|
|
20,048
|
|
|
3,900
|
|
|
36,213
|
|
|
40,113
|
|
|
(7,914
|
)
|
|
32,199
|
|
|
2005
|
|
2001
|
|||||||||
5810/5820/6138/6150 Nancy Ridge Drive
|
|
San Diego
|
|
11,689
|
|
(6)
|
3,913
|
|
|
20,496
|
|
|
11,760
|
|
|
3,913
|
|
|
32,256
|
|
|
36,169
|
|
|
(7,039
|
)
|
|
29,130
|
|
|
2000-2001
|
|
2003-2004
|
|||||||||
ARE Portola
|
|
San Diego
|
|
—
|
|
|
6,476
|
|
|
23,327
|
|
|
20,039
|
|
|
6,476
|
|
|
43,366
|
|
|
49,842
|
|
|
(3,873
|
)
|
|
45,969
|
|
|
2005-2012
|
|
2007
|
|||||||||
10121/10151 Barnes Canyon Road
|
|
San Diego
|
|
—
|
|
|
—
|
|
|
5,100
|
|
|
—
|
|
|
—
|
|
|
5,100
|
|
|
5,100
|
|
|
—
|
|
|
5,100
|
|
|
1988
|
|
2013
|
|||||||||
7330 Carroll Road
|
|
San Diego
|
|
4,655
|
|
(5)
|
2,650
|
|
|
19,878
|
|
|
1,145
|
|
|
2,650
|
|
|
21,023
|
|
|
23,673
|
|
|
(1,805
|
)
|
|
21,868
|
|
|
2007
|
|
2010
|
|||||||||
5871 Oberlin Drive
|
|
San Diego
|
|
6,485
|
|
(9)
|
1,349
|
|
|
8,016
|
|
|
3,529
|
|
|
1,349
|
|
|
11,545
|
|
|
12,894
|
|
|
(650
|
)
|
|
12,244
|
|
|
2004
|
|
2010
|
|||||||||
6146/6166 Nancy Ridge Road
|
|
San Diego
|
|
—
|
|
|
1,248
|
|
|
3,839
|
|
|
4,970
|
|
|
1,248
|
|
|
8,809
|
|
|
10,057
|
|
|
(5,462
|
)
|
|
4,595
|
|
|
2001/1997
|
|
2000/1998
|
|||||||||
11025/11035/11045 Roselle Street
|
|
San Diego
|
|
—
|
|
|
1,672
|
|
|
8,709
|
|
|
12,846
|
|
|
1,672
|
|
|
21,555
|
|
|
23,227
|
|
|
(5,172
|
)
|
|
18,055
|
|
|
2012/2006/
2008
|
|
1997/2000/
2000
|
|||||||||
3985 Sorrento Valley Boulevard
|
|
San Diego
|
|
7,570
|
|
(10)
|
2,422
|
|
|
15,456
|
|
|
445
|
|
|
2,422
|
|
|
15,901
|
|
|
18,323
|
|
|
(1,296
|
)
|
|
17,027
|
|
|
2007
|
|
2010
|
|||||||||
10505 Roselle Street & 3770 Tansy Street
|
|
San Diego
|
|
—
|
|
|
1,094
|
|
|
3,074
|
|
|
3,881
|
|
|
1,094
|
|
|
6,955
|
|
|
8,049
|
|
|
(5,014
|
)
|
|
3,035
|
|
|
1999
|
|
1998
|
|||||||||
13112 Evening Creek Drive
|
|
San Diego
|
|
12,557
|
|
(8)
|
7,393
|
|
|
27,950
|
|
|
150
|
|
|
7,393
|
|
|
28,100
|
|
|
35,493
|
|
|
(4,759
|
)
|
|
30,734
|
|
|
2007
|
|
2007
|
|||||||||
Alexandria Center™ for Life Science
|
|
Greater New York City
|
|
—
|
|
|
—
|
|
|
—
|
|
|
516,879
|
|
|
—
|
|
|
516,879
|
|
|
516,879
|
|
|
(32,334
|
)
|
|
484,545
|
|
|
2010-2013
|
|
2006
|
|||||||||
100 Phillips Parkway
|
|
Greater New York City
|
|
9,640
|
|
(5)
|
1,840
|
|
|
2,298
|
|
|
14,807
|
|
|
1,840
|
|
|
17,105
|
|
|
18,945
|
|
|
(7,534
|
)
|
|
11,411
|
|
|
1999
|
|
1998
|
|||||||||
102 Witmer Road
|
|
Greater New York City
|
|
—
|
|
|
1,625
|
|
|
19,715
|
|
|
5,641
|
|
|
1,625
|
|
|
25,356
|
|
|
26,981
|
|
|
(5,434
|
)
|
|
21,547
|
|
|
2002
|
|
2006
|
|||||||||
701 Veterans Circle
|
|
Greater New York City
|
|
—
|
|
|
1,468
|
|
|
7,885
|
|
|
24
|
|
|
1,468
|
|
|
7,909
|
|
|
9,377
|
|
|
(1,277
|
)
|
|
8,100
|
|
|
2007
|
|
2007
|
|||||||||
5100 Campus Drive
|
|
Greater New York City
|
|
—
|
|
|
327
|
|
|
2,117
|
|
|
1,189
|
|
|
327
|
|
|
3,306
|
|
|
3,633
|
|
|
(1,169
|
)
|
|
2,464
|
|
|
1989
|
|
1998
|
|||||||||
9800 Medical Center Drive
|
|
Maryland
|
|
76,000
|
|
|
5,523
|
|
|
99,696
|
|
|
93,752
|
|
|
5,523
|
|
|
193,448
|
|
|
198,971
|
|
|
(35,579
|
)
|
|
163,392
|
|
|
2010-2013
|
|
2004
|
|||||||||
1330 Piccard Drive
|
|
Maryland
|
|
—
|
|
|
2,800
|
|
|
11,533
|
|
|
28,530
|
|
|
2,800
|
|
|
40,063
|
|
|
42,863
|
|
|
(11,373
|
)
|
|
31,490
|
|
|
2005
|
|
1997
|
|||||||||
1500/1550 East Gude Drive
|
|
Maryland
|
|
—
|
|
|
1,523
|
|
|
7,731
|
|
|
4,802
|
|
|
1,523
|
|
|
12,533
|
|
|
14,056
|
|
|
(4,597
|
)
|
|
9,459
|
|
|
2003/1995
|
|
1997
|
|||||||||
14920/15010 Broschart Road
|
|
Maryland
|
|
6,006
|
|
(11)
|
4,904
|
|
|
15,846
|
|
|
3,778
|
|
|
4,904
|
|
|
19,624
|
|
|
24,528
|
|
|
(2,648
|
)
|
|
21,880
|
|
|
1998/1999
|
|
2010/2004
|
|||||||||
1405 Research Boulevard
|
|
Maryland
|
|
—
|
|
|
899
|
|
|
21,946
|
|
|
11,479
|
|
|
899
|
|
|
33,425
|
|
|
34,324
|
|
|
(9,183
|
)
|
|
25,141
|
|
|
2006
|
|
1997
|
|||||||||
5 Research Place
|
|
Maryland
|
|
—
|
|
|
1,466
|
|
|
5,708
|
|
|
26,651
|
|
|
1,466
|
|
|
32,359
|
|
|
33,825
|
|
|
(5,604
|
)
|
|
28,221
|
|
|
2010
|
|
2001
|
|||||||||
9920 Medical Center Drive
|
|
Maryland
|
|
—
|
|
|
2,797
|
|
|
8,060
|
|
|
306
|
|
|
2,797
|
|
|
8,366
|
|
|
11,163
|
|
|
(1,932
|
)
|
|
9,231
|
|
|
2002
|
|
2004
|
|||||||||
5 Research Court
|
|
Maryland
|
|
—
|
|
|
1,647
|
|
|
13,258
|
|
|
5,142
|
|
|
1,647
|
|
|
18,400
|
|
|
20,047
|
|
|
(7,092
|
)
|
|
12,955
|
|
|
2007
|
|
2004
|
|||||||||
12301 Parklawn Drive
|
|
Maryland
|
|
—
|
|
|
1,476
|
|
|
7,267
|
|
|
462
|
|
|
1,476
|
|
|
7,729
|
|
|
9,205
|
|
|
(1,719
|
)
|
|
7,486
|
|
|
2007
|
|
2004
|
|||||||||
Alexandria Technology Center - Gaithersburg I
|
|
Maryland
|
|
—
|
|
|
10,183
|
|
|
59,641
|
|
|
20,502
|
|
|
10,183
|
|
|
80,143
|
|
|
90,326
|
|
|
(20,414
|
)
|
|
69,912
|
|
|
1992-2009
|
|
1997-2004
|
|||||||||
Alexandria Technology Center - Gaithersburg II
|
|
Maryland
|
|
—
|
|
|
4,531
|
|
|
21,594
|
|
|
29,741
|
|
|
4,531
|
|
|
51,335
|
|
|
55,866
|
|
|
(19,864
|
)
|
|
36,002
|
|
|
2000-2003
|
|
1997-2000
|
|||||||||
16020 Industrial Drive
|
|
Maryland
|
|
—
|
|
|
2,924
|
|
|
19,664
|
|
|
700
|
|
|
2,924
|
|
|
20,364
|
|
|
23,288
|
|
|
(8,989
|
)
|
|
14,299
|
|
|
1983
|
|
2005
|
|
|
|
|
|
|
Initial Costs
|
|
Costs Capitalized Subsequent to Acquisitions
|
|
Total Costs
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Property
|
|
Market
|
|
Encumbrances
|
|
Land
|
|
Buildings & Improvements
|
|
Buildings & Improvements
|
|
Land
|
|
Buildings & Improvements
|
|
Total
(1)
|
|
Accumulated Depreciation
(2)
|
|
Net Cost Basis
|
|
Date of Construction
(3)
|
|
Date
Acquired
|
||||||||||||||||||
401 Professional Drive
|
|
Maryland
|
|
$
|
—
|
|
|
$
|
1,129
|
|
|
$
|
6,941
|
|
|
$
|
5,652
|
|
|
$
|
1,129
|
|
|
$
|
12,593
|
|
|
$
|
13,722
|
|
|
$
|
(4,056
|
)
|
|
$
|
9,666
|
|
|
2007
|
|
1996
|
950 Wind River Lane
|
|
Maryland
|
|
—
|
|
|
2,400
|
|
|
10,620
|
|
|
1,050
|
|
|
2,400
|
|
|
11,670
|
|
|
14,070
|
|
|
(1,168
|
)
|
|
12,902
|
|
|
2009
|
|
2010
|
|||||||||
620 Professional Drive
|
|
Maryland
|
|
—
|
|
|
784
|
|
|
4,705
|
|
|
1,600
|
|
|
784
|
|
|
6,305
|
|
|
7,089
|
|
|
(1,052
|
)
|
|
6,037
|
|
|
2012
|
|
2005
|
|||||||||
8000/9000/10000 Virginia Manor Road
|
|
Maryland
|
|
—
|
|
|
—
|
|
|
13,679
|
|
|
4,764
|
|
|
—
|
|
|
18,443
|
|
|
18,443
|
|
|
(7,244
|
)
|
|
11,199
|
|
|
2003
|
|
1998
|
|||||||||
14225 Newbrook Drive
|
|
Maryland
|
|
28,659
|
|
(8)
|
4,800
|
|
|
27,639
|
|
|
5,354
|
|
|
4,800
|
|
|
32,993
|
|
|
37,793
|
|
|
(11,756
|
)
|
|
26,037
|
|
|
2006
|
|
1997
|
|||||||||
1201/1208 Eastlake Avenue
|
|
Seattle
|
|
42,366
|
|
(8)
|
5,810
|
|
|
47,149
|
|
|
14,955
|
|
|
5,810
|
|
|
62,104
|
|
|
67,914
|
|
|
(17,337
|
)
|
|
50,577
|
|
|
1997
|
|
2002
|
|||||||||
1616 Eastlake Avenue
|
|
Seattle
|
|
—
|
|
|
6,940
|
|
|
—
|
|
|
80,418
|
|
|
6,940
|
|
|
80,418
|
|
|
87,358
|
|
|
(15,772
|
)
|
|
71,586
|
|
|
2013
|
|
2003
|
|||||||||
1551 Eastlake Avenue
|
|
Seattle
|
|
—
|
|
|
7,292
|
|
|
17,161
|
|
|
33,267
|
|
|
7,292
|
|
|
50,428
|
|
|
57,720
|
|
|
(4,867
|
)
|
|
52,853
|
|
|
2012
|
|
2004
|
|||||||||
199 East Blaine Street
|
|
Seattle
|
|
240
|
|
|
6,528
|
|
|
—
|
|
|
71,679
|
|
|
6,528
|
|
|
71,679
|
|
|
78,207
|
|
|
(7,916
|
)
|
|
70,291
|
|
|
2010
|
|
2004
|
|||||||||
219 Terry Avenue North
|
|
Seattle
|
|
—
|
|
|
1,819
|
|
|
2,302
|
|
|
18,540
|
|
|
1,819
|
|
|
20,842
|
|
|
22,661
|
|
|
(1,176
|
)
|
|
21,485
|
|
|
2012
|
|
2007
|
|||||||||
1600 Fairview Avenue
|
|
Seattle
|
|
—
|
|
|
2,212
|
|
|
6,788
|
|
|
5,962
|
|
|
2,212
|
|
|
12,750
|
|
|
14,962
|
|
|
(2,274
|
)
|
|
12,688
|
|
|
2007
|
|
2005
|
|||||||||
3000/3018 Western Avenue
|
|
Seattle
|
|
—
|
|
|
1,432
|
|
|
7,497
|
|
|
15,159
|
|
|
1,432
|
|
|
22,656
|
|
|
24,088
|
|
|
(6,918
|
)
|
|
17,170
|
|
|
2000
|
|
1998
|
|||||||||
410 West Harrison/410 Elliott Avenue West
|
|
Seattle
|
|
—
|
|
|
3,857
|
|
|
1,989
|
|
|
10,477
|
|
|
3,857
|
|
|
12,466
|
|
|
16,323
|
|
|
(2,250
|
)
|
|
14,073
|
|
|
2008/2006
|
|
2004
|
|||||||||
Alexandria Technology Center Alston
|
|
Research Triangle Park
|
|
—
|
|
|
913
|
|
|
17,482
|
|
|
25,221
|
|
|
913
|
|
|
42,703
|
|
|
43,616
|
|
|
(16,669
|
)
|
|
26,947
|
|
|
1985-2009
|
|
1998
|
|||||||||
108/110/112/114 Alexander Drive
|
|
Research Triangle Park
|
|
—
|
|
|
—
|
|
|
376
|
|
|
41,996
|
|
|
—
|
|
|
42,372
|
|
|
42,372
|
|
|
(10,294
|
)
|
|
32,078
|
|
|
2000
|
|
1999
|
|||||||||
Alexandria Innovation Center - Research Triangle Park
|
|
Research Triangle Park
|
|
—
|
|
|
1,065
|
|
|
21,218
|
|
|
24,407
|
|
|
1,065
|
|
|
45,625
|
|
|
46,690
|
|
|
(9,919
|
)
|
|
36,771
|
|
|
2005-2008
|
|
2000
|
|||||||||
6 Davis Drive
|
|
Research Triangle Park
|
|
—
|
|
|
821
|
|
|
10,712
|
|
|
500
|
|
|
821
|
|
|
11,212
|
|
|
12,033
|
|
|
(644
|
)
|
|
11,389
|
|
|
2012
|
|
2012
|
|||||||||
7 Triangle Drive
|
|
Research Triangle Park
|
|
—
|
|
|
701
|
|
|
—
|
|
|
31,643
|
|
|
701
|
|
|
31,643
|
|
|
32,344
|
|
|
(2,048
|
)
|
|
30,296
|
|
|
2011
|
|
2005
|
|||||||||
407 Davis Drive
|
|
Research Triangle Park
|
|
—
|
|
|
1,229
|
|
|
17,733
|
|
|
—
|
|
|
1,229
|
|
|
17,733
|
|
|
18,962
|
|
|
(137
|
)
|
|
18,825
|
|
|
1998
|
|
2013
|
|||||||||
2525 East NC Highway 54
|
|
Research Triangle Park
|
|
—
|
|
|
713
|
|
|
12,827
|
|
|
843
|
|
|
713
|
|
|
13,670
|
|
|
14,383
|
|
|
(3,314
|
)
|
|
11,069
|
|
|
1995
|
|
2004
|
|||||||||
601 Keystone Park Drive
|
|
Research Triangle Park
|
|
—
|
|
|
785
|
|
|
11,546
|
|
|
4,989
|
|
|
785
|
|
|
16,535
|
|
|
17,320
|
|
|
(2,713
|
)
|
|
14,607
|
|
|
2009
|
|
2006
|
|||||||||
5 Triangle Drive
|
|
Research Triangle Park
|
|
—
|
|
|
161
|
|
|
3,409
|
|
|
2,857
|
|
|
161
|
|
|
6,266
|
|
|
6,427
|
|
|
(1,912
|
)
|
|
4,515
|
|
|
1981
|
|
1998
|
|||||||||
6101 Quadrangle Drive
|
|
Research Triangle Park
|
|
—
|
|
|
951
|
|
|
3,982
|
|
|
8,400
|
|
|
951
|
|
|
12,382
|
|
|
13,333
|
|
|
(885
|
)
|
|
12,448
|
|
|
2012
|
|
2008
|
|||||||||
555 Heritage Drive
|
|
Research Triangle Park
|
|
—
|
|
|
2,919
|
|
|
5,311
|
|
|
11,937
|
|
|
2,919
|
|
|
17,248
|
|
|
20,167
|
|
|
(2,023
|
)
|
|
18,144
|
|
|
2010
|
|
2006
|
|||||||||
1781 W. 75th Avenue
|
|
Canada
|
|
—
|
|
|
2,253
|
|
|
4,644
|
|
|
9,281
|
|
|
2,253
|
|
|
13,925
|
|
|
16,178
|
|
|
(2,086
|
)
|
|
14,092
|
|
|
2008
|
|
2007
|
|||||||||
7990 Enterprise Street
|
|
Canada
|
|
—
|
|
|
2,491
|
|
|
9,589
|
|
|
109
|
|
|
2,491
|
|
|
9,698
|
|
|
12,189
|
|
|
(1,922
|
)
|
|
10,267
|
|
|
2003
|
|
2005
|
|||||||||
275 Armand Frappier
|
|
Canada
|
|
—
|
|
|
7,643
|
|
|
23,043
|
|
|
8,983
|
|
|
7,643
|
|
|
32,026
|
|
|
39,669
|
|
|
(5,140
|
)
|
|
34,529
|
|
|
2012
|
|
2005
|
|||||||||
525 Cartier Boulevard West
|
|
Canada
|
|
—
|
|
|
3,201
|
|
|
20,511
|
|
|
—
|
|
|
3,201
|
|
|
20,511
|
|
|
23,712
|
|
|
(4,525
|
)
|
|
19,187
|
|
|
2004
|
|
2005
|
|||||||||
661 University Avenue
(12)
|
|
Canada
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87,200
|
|
|
—
|
|
|
87,200
|
|
|
87,200
|
|
|
(9,302
|
)
|
|
77,898
|
|
|
2011
|
|
2007
|
|||||||||
129/161/165 North Hill Avenue & 6 Thomas
|
|
Non-Cluster Market
|
|
—
|
|
|
3,091
|
|
|
5,546
|
|
|
15,325
|
|
|
3,091
|
|
|
20,871
|
|
|
23,962
|
|
|
(5,769
|
)
|
|
18,193
|
|
|
2002/2008
|
|
1999/2006
|
|||||||||
China
|
|
Asia
|
|
—
|
|
|
—
|
|
|
—
|
|
|
58,831
|
|
|
—
|
|
|
58,831
|
|
|
58,831
|
|
|
(1,709
|
)
|
|
57,122
|
|
|
2011
|
|
2011
|
|||||||||
India
|
|
Asia
|
|
—
|
|
|
742
|
|
|
—
|
|
|
47,526
|
|
|
742
|
|
|
47,526
|
|
|
48,268
|
|
|
(3,015
|
)
|
|
45,253
|
|
|
2011-2013
|
|
2009-2012
|
|||||||||
Various
|
|
Various
|
|
—
|
|
|
8,231
|
|
|
12,147
|
|
|
101,847
|
|
|
8,231
|
|
|
113,994
|
|
|
122,225
|
|
|
(26,068
|
)
|
|
96,157
|
|
|
Various
|
|
Various
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
|
|
|
$
|
708,831
|
|
|
$
|
553,388
|
|
|
$
|
2,617,102
|
|
|
$
|
3,271,718
|
|
|
$
|
553,388
|
|
|
$
|
5,888,820
|
|
|
$
|
6,442,208
|
|
|
$
|
(952,106
|
)
|
|
$
|
5,490,102
|
|
|
|
|
|
(1)
|
The aggregate cost of real estate for federal income tax purposes is not materially different from the cost basis under GAAP (unaudited).
|
(2)
|
The depreciable life for buildings and improvements ranges from
30
to
40
years,
20
for land improvements, and the term of the respective lease for tenant improvement.
|
(3)
|
Represents the later of the date of original construction or the date of the latest renovation.
|
(4)
|
The balance shown includes an unamortized discount of
$226
.
|
(5)
|
Loan of
$31,308
secured by
four
properties identified by this reference.
|
(6)
|
Loan of
$79,030
secured by
six
properties identified by this reference.
|
(7)
|
Loan of
$131,854
secured by
four
properties identified by this reference.
|
(8)
|
Loan of
$115,021
secured by
six
properties identified by this reference.
|
(9)
|
The balance shown includes an unamortized premium of
$39
.
|
(10)
|
The balance shown includes an unamortized premium of
$90
.
|
(11)
|
The balance shown includes an unamortized premium of
$91
.
|
(12)
|
Represents land and land improvements with a gross investment of approximately
$112
per RSF at
December 31, 2013
, which we have leased to a client tenant with a remaining lease term of approximately
48
years. Our client tenant has commenced construction of a
780,540
RSF multi-tenant laboratory/office building in Toronto. Pursuant to our lease, we are not required to contribute additional capital towards the project. In addition, we expect to receive rent under our lease upon stabilization of the project.
|
|
|
Rental Properties
|
||||||||||
|
|
December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Balance at beginning of period
|
|
$
|
5,645,771
|
|
|
$
|
5,112,759
|
|
|
$
|
4,546,769
|
|
Purchase of rental properties
|
|
118,892
|
|
|
42,901
|
|
|
183,720
|
|
|||
Sale of rental properties
|
|
(182,037
|
)
|
|
(30,807
|
)
|
|
(3,738
|
)
|
|||
Write-off of fully amortized improvements
|
|
—
|
|
|
(17,730
|
)
|
|
—
|
|
|||
Additions and transfers from land held for future development and construction in progress
|
|
859,582
|
|
|
538,648
|
|
|
386,008
|
|
|||
Balance at end of period
|
|
$
|
6,442,208
|
|
|
$
|
5,645,771
|
|
|
$
|
5,112,759
|
|
|
|
|
|
|
|
|
||||||
|
|
Accumulated Depreciation
|
||||||||||
|
|
December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Balance at beginning of period
|
|
$
|
875,035
|
|
|
$
|
742,535
|
|
|
$
|
616,007
|
|
Depreciation expense on properties
|
|
149,848
|
|
|
157,193
|
|
|
126,528
|
|
|||
Write-off of fully amortized improvements
|
|
—
|
|
|
(17,730
|
)
|
|
—
|
|
|||
Sale of properties
|
|
(72,777
|
)
|
|
(6,963
|
)
|
|
—
|
|
|||
Balance at end of period
|
|
$
|
952,106
|
|
|
$
|
875,035
|
|
|
$
|
742,535
|
|
|
|
Year Ended December 31, 2013
|
|
||||||||||||||||||
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations before noncontrolling interests
(b)
|
|
$
|
139,349
|
|
|
$
|
96,712
|
|
|
$
|
117,316
|
|
|
$
|
122,038
|
|
|
$
|
120,248
|
|
|
Add: Interest expense
|
|
67,952
|
|
|
69,184
|
|
|
63,373
|
|
|
66,341
|
|
|
77,165
|
|
|
|||||
Subtract: Noncontrolling interests in income of subsidiaries that have not incurred fixed charges
|
|
(954
|
)
|
|
(955
|
)
|
|
(1,323
|
)
|
|
(1,156
|
)
|
|
(1,217
|
)
|
|
|||||
Earnings available for fixed charges
(c)
|
|
$
|
206,347
|
|
|
$
|
164,941
|
|
|
$
|
179,366
|
|
|
$
|
187,223
|
|
|
$
|
196,196
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest incurred
|
|
$
|
128,038
|
|
|
$
|
131,424
|
|
|
$
|
120,610
|
|
|
$
|
132,345
|
|
|
$
|
148,207
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred stock dividends
|
|
25,885
|
|
|
27,328
|
|
|
28,357
|
|
|
28,357
|
|
|
28,357
|
|
|
|||||
Preferred stock redemption charge
|
|
—
|
|
|
5,978
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total combined fixed charges and preferred stock dividends
|
|
$
|
153,923
|
|
|
$
|
164,730
|
|
|
$
|
148,967
|
|
|
$
|
160,702
|
|
|
$
|
176,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consolidated ratio of earnings to fixed charges
|
|
1.61
|
|
|
1.26
|
|
(d)
|
1.49
|
|
|
1.41
|
|
(e)
|
1.32
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consolidated ratio of earnings to combined fixed charges and preferred stock dividends
|
|
1.34
|
|
|
1.00
|
|
(d)
|
1.20
|
|
|
1.17
|
|
(e)
|
1.11
|
|
|
(a)
|
Amounts disclosed for prior periods have been reclassified to conform to the current period presentation related to discontinued operations.
|
(b)
|
Includes gains on sales of land parcels that are not attributable to discontinued operations.
|
(c)
|
For purposes of calculating the consolidated ratio of earnings to fixed charges and consolidated ratio of earnings to combined fixed charges and preferred stock dividends, earnings consist of income from continuing operations before noncontrolling interests and interest expense less noncontrolling interests in income of subsidiaries that have not incurred fixed charges. Fixed charges consist of interest incurred (including amortization of deferred financing costs and capitalized interest).
|
(d)
|
Ratios for the year ended December 31, 2012, include the effect of losses on early extinguishment of debt aggregating
$2.2 million
, a preferred stock redemption charge of
$6.0 million
, impairment of land parcel of
$2.1 million
, and impairment of real estate of
$11.4 million
. Excluding the impact of losses on early extinguishment of debt, the preferred stock redemption charge, impairment of land parcel, and the impairment of real estate, the consolidated ratio of earnings to fixed charges and consolidated ratio of earnings to combined fixed charges and preferred stock dividends for the year ended December 31, 2012, were
1.42
and
1.13
, respectively.
|
(e)
|
Ratios for the year ended December 31, 2010, include the effect of loss on early extinguishment of debt aggregating
$45.2 million
. Excluding the impact of loss on early extinguishment of debt, the consolidated ratio of earnings to fixed charges and the consolidated ratio of earnings to combined fixed charges and preferred stock dividends for the year ended December 31, 2010, were
1.76
and
1.45
, respectively.
|
Name of Subsidiary
|
|
Jurisdiction of Organization
|
ARE - QRS Corp.
|
|
Maryland
|
Alexandria Real Estate Equities, L.P.
|
|
Delaware
|
ARE - Tech Square, LLC
|
|
Delaware
|
Alexandria Equities, LLC
|
|
Maryland
|
•
|
Form S-8 No. 333-34223, Form S-8 No. 333-60075, Form S-8 No. 333-152433, and Form S-8 No. 333-167889 pertaining to the Amended and Restated 1997 Stock Award and Incentive Plan of Alexandria Real Estate Equities, Inc.;
|
•
|
Form S-3 No. 333-181881 of Alexandria Real Estate Equities, Inc., and in the related Prospectus;
|
•
|
Form S-3/A No. 333-56449 of Alexandria Real Estate Equities, Inc., and in the related Prospectus; and
|
•
|
Form S-3/A No. 333-81985 of Alexandria Real Estate Equities, Inc., and in the related Prospectus.
|
|
/s/ Joel S. Marcus
|
|
Joel S. Marcus
|
|
Chief Executive Officer
|
|
/s/ Dean A. Shigenaga
|
|
Dean A. Shigenaga
|
|
Chief Financial Officer
|
|
/s/ Joel S. Marcus
|
|
Joel S. Marcus
|
|
Chief Executive Officer
|
|
/s/ Dean A. Shigenaga
|
|
Dean A. Shigenaga
|
|
Chief Financial Officer
|