SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2001 Federal Realty Investment Trust ------------------------------- (Exact name of registrant as specified in its charter) Maryland 1-07533 52-0782497 ------------------------------ ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1626 East Jefferson Street, Rockville, Maryland 20852-4041 ------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code: 301/998-8100 ------------ Exhibit Index appears on Page 3.
Item 5. Other Events Federal Realty Investment Trust hereby files as exhibit 99 the following supplemental data pertaining to its portfolio of properties at March 31, 2001. Item 7. Financial Statements and Exhibits (c) Exhibits. 99 Supplemental portfolio information at March 31, 2001 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FEDERAL REALTY INVESTMENT TRUST /s/ Cecily A. Ward Date: May 8, 2001 __________________________________________ Cecily A. Ward Vice President, Chief Financial Officer and Treasurer -2-
EXHIBIT INDEX Exh No. Exhibit Page No. - ------- ------- -------- 99 Supplemental portfolio information at March 31, 2001 E-1 -3-
FEDERAL REALTY INVESTMENT TRUST Supplemental Information March 31, 2001 TABLE OF CONTENTS 1. Debt Summary............................................................. E-2 2. Occupancy Percentage Leased............................................... E-3 Regional Breakdown.............................................. E-4 3. Sales/Occupancy Cost.................................................... E-5 4. Leases Signed Analysis Comparable and Non-Comparable.................................. E-6 5. Development Pipeline.................................................... E-7 6. First Quarter Earnings Press Release, May 8, 2001....................... E-8 7. Glossary of Terms....................................................... E-12 1626 East Jefferson Street Rockville, Maryland 20852-4041 301/998-8100 E-1
FEDERAL REALTY INVESTMENT TRUST DEBT ANALYSIS (excluding capital leases and interest rate swaps) March 31, 2001 - -------------------------------------------------------------------------------- Balance Maturity Rate (in thousands) -------- ---- -------------- Mortgages Leesburg Plaza 10/01/08 6.100% $ 9,900 Federal Plaza 05/10/01 8.950% 26,542 Tysons Station 09/01/01 9.875% 3,967 164 E Houston Street 10/06/08 7.500% 329 Barracks Road 11/01/15 7.950% 44,300 Hauppauge 11/01/15 7.950% 16,700 Lawrence Park 11/01/15 7.950% 31,400 Wildwood 11/01/15 7.950% 27,600 Wynnewood 11/01/15 7.950% 32,000 Escondido (Municipal bonds) 10/01/16 Variable (a) 9,400 -------- $202,138 ======== Notes payable Revolving credit facilities 12/19/03 libor +.80% $153,000 Term note with banks 12/19/03 libor +.95%(b) 125,000 Construction loan on Woodmont East {may be extended to 8/29/04} 08/29/02 libor + 1.25% - 1.35% 18,438 Note issued in connection with renovation of Perring Plaza 01/31/13 10.00% 2,475 Note issued in connection with land purchase 06/30/01 libor + 1.5% 3,400 Other various various 91 -------- $302,404 ======== Unsecured Public Debt 5 1/4% Convertible subordinated debentures 04/30/02 5.250% $ 289 ======== 5 1/4% Convertible subordinated debentures 10/28/03 5.250% $ 75,000 ======== 8% Notes (fixed) 04/21/02 8.000% $ 25,000 6.625% Notes (fixed) 12/01/05 6.625% 40,000 7.48% Debentures 08/15/26 7.480% 50,000 6.82% Medium Term Notes 08/01/27 6.820% 40,000 6.74% Medium Term Notes (c) 03/10/04 6.370% 39,500 6.99% Medium Term Notes (c) 03/10/06 6.894% 40,500 8.75% Notes 12/01/09 8.750% 175,000 -------- $410,000 ======== Total fixed rate debt $680,593 68.76% Total variable rate debt 309,238 31.24% -------- -------- Total debt $989,831 100.00% ======== ======== Weighted average interest rate: ---------------------------------- Fixed rate debt 7.56% Variable on revolving credit facilities and term note 6.68% (d) Variable on muncipal bonds (a) (a) The bonds bear interest at a variable rate determined weekly to be the interest rate which would enable the bonds to be remarketed at 100% of their principal amount. (b) The Trust purchased interest rate swaps or hedges on this note, thereby locking in the effective interest rate at 6.22%. (c) The Trust purchased interest rate swaps or hedges on these notes, thereby decreasing the effective interest. (d) Weighted average interest rate on revolving credit facilities and term note for three months ended March 31, 2001. DEBT MATURITIES (excluding capital leases and interest rate swaps) (In thousands) Cumulative Percent of Percent of Scheduled Debt Debt Year Amortization Maturities Total Expiring Expiring ---------------------------------------------------------------------------------------------------- 2001 $ 184 $ 33,873 $ 34,057 3.4% 3.4% 2002 168 25,289 25,457 2.6% 6.0% 2003 310 353,000 353,310 35.7% 41.7% 2004 1,876 57,938 59,814 6.1% 47.8% 2005 2,053 40,000 42,053 4.2% 52.0% 2006 2,326 40,500 42,826 4.3% 56.3% 2007 2,520 -- 2,520 0.3% 56.6% 2008 2,673 9,541 12,214 1.2% 57.8% 2009 2,751 175,045 177,796 18.0% 75.8% 2010 2,984 -- 2,984 0.3% 76.1% Thereafter 17,260 219,540 236,800 23.9% 100.0% --------------------------------------------------- $ 35,105 $ 954,726 $ 989,831 100.00% =================================================== E-2
Federal Realty Investment Trust Percentage Leased Analysis March 31, 2001 - -------------------------------------------------------------------------------- Overall Operating Occupancy (Quarter to Quarter Analysis) At March 31, 2001 At March 31, 2000 ------------------------------------- ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ---------------------------------------- ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 14,609,901 13,938,466 95% 14,171,079 13,506,203 95% Rollingwood Apartments (# of units) 282 281 99% 282 282 100% Overall Operating Occupancy (Rolling 12 Months) At March 31, 2001 At December 31, 2000 ------------------------------------ ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ------------------------------ ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 14,609,901 13,938,466 95% 14,101,425 13,504,384 96% Rollingwood Apartments (# of units) 282 281 99% 282 282 100% Overall Operating Occupancy (Rolling 12 Months) At September 30, 2000 At June 30, 2000 ------------------------------------ ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ------------------------------ ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 13,929,402 13,397,528 96% 14,179,596 13,619,718 96% Rollingwood Apartments (# of units) 282 282 100% 282 276 98% - -------------------------------------------------------------------------------- Same Center Occupancy (Quarter to Quarter Comparison) At March 31, 2001 At March 31, 2000 ------------------------------------ ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ------------------------------ ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 13,997,565 13,392,116 96% 13,946,800 13,260,766 95% Rollingwood Apartments (# of units) 282 281 99% 282 282 100% Same Center Occupancy (Rolling 12 Months) At March 31, 2001 At December 31, 2000 ------------------------------------ ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ------------------------------ ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 13,997,565 13,392,116 96% 13,748,913 13,188,363 96% Rollingwood Apartments (# of units) 282 281 99% 282 282 100% Same Center Occupancy (Rolling 12 Months) At September 30, 2000 At June 30, 2000 ------------------------------------ ------------------------------------- Type Size Leased Occupancy Size Leased Occupancy - ------------------------------ ---------- ---------- ----------- ---------- ---------- ----------- Retail Properties (leasable square feet) 13,563,527 13,038,704 96% 14,074,930 13,521,971 96% Rollingwood Apartments (# of units) 282 282 100% 282 276 98% E-3
Federal Realty Investment Trust Regional Occupancy Analysis March 31, 2001 ================================================================================ Total Square Occupancy Region Footage 03/31/01 - -------------------------- ----------------------- ----------------- Northeast 7,448,848 95% Mid-Atlantic 6,066,406 96% West Coast 1,094,647 97% ================================================================================ Total Square Occupancy Region Footage 03/31/01 - -------------------------- ----------------------- ----------------- Northeast Anchor 4,660,973 97% Small Shops 2,787,875 91% Mid-Atlantic Anchor 2,767,439 99% Small Shops 3,298,967 93% West Anchor 351,352 100% Small Shops 743,295 96% E-4
Federal Realty Investment Trust 2000 Sales/Occupancy Costs Average Average Average Occupancy Occupancy Costs Sales Per Cost per as Percentage Square Foot Square Foot of Sales ------------- ------------- ----------------- Reporting Tenants $307.52 $18.27 5.9% Reporting Anchor Tenants $302.90 $12.86 4.2% Reporting Small Shop Tenants $314.22 $26.11 8.3% E-5
Federal Realty Investment Trust Retail Leasing Activity March 31, 2001 ================================================================================ Comparable Weighted Average Prior Average Current Number of Square Average Lease Rent Per Rent Per Annualized Rolling 12 Months Leases Signed Feet Term (Years) Square Foot Square Foot Increase in Rent - --------------------- --------------- -------- -------------- --------------- ----------------- ------------------ 1st Quarter 2001 63 233,106 6.0 $17.27 $19.64 $ 554,492 4th Quarter 2000 69 197,642 5.9 $19.40 $21.58 $ 430,649 3rd Quarter 2000 52 282,354 10.3 $12.85 $15.29 $ 687,804 2nd Quarter 2000 67 214,111 5.8 $16.97 $18.85 $ 402,991 Total 251 927,213 7.0 $16.31 $18.55 $2,075,936 Estimated Percentage Tenant Increase Improvement Rolling 12 Months over Prior Rent Costs - --------------------- ----------------- ------------- 1st Quarter 2001 14% $ 614,000 4th Quarter 2000 11% $ 313,000 3rd Quarter 2000 19% $1,407,000 2nd Quarter 2000 11% $ 866,000 Total 14% $3,200,000 Non-Comparable Weighted Estimated Average Annualized Tenant Number of Square Lease Average Rent Current Improvement Rolling 12 Months Leases Signed Feet Term (Years) Per Square Foot Rent Costs - --------------------- --------------- -------- -------------- ----------------- -------------- ------------- 1st Quarter 2001 16 299,677 19.5 $14.95 $ 4,479,734 $ 735,000 4th Quarter 2000 23 101,245 10.0 $31.82 $ 3 221,510 $ 0 3rd Quarter 2000 26 138,794 17.3 $30.05 $ 4,170,745 $ 116,000 2nd Quarter 2000 16 84,287 11.7 $29.37 $ 2,475,607 $ 248,000 Total 81 624,003 15.4 $22.99 $14,347,596 $1,099,000 E-6
FEDERAL REALTY INVESTMENT TRUST Development Pipeline March 31, 2001 Total Expected Cost Estimate To Complete Completed Stabilized Principal Project Specifications To Date 2001 Thereafter Cost Return Tenants - ------------------------------------------------------------------------------------------------------------------------------------ ( $ i n m i l l i o n s ) DEVELOPMENT IN PROGRESS Bethesda Row - Woodmont East 52,000 sf retail $ 28 $ 3 $ 1 $ 32 11.0% Jaleo Restaurant Bethesda, Maryland 78,000 sf office OpNet Technologies Pentagon Row 300,000 sf retail (1) $ 50 $ 25 - $ 75 (2) 10.0% (2) Bed, Bath & Beyond Arlington, Virginia 500 apartment units Harris Teeter Santana Row (Phase I) 538,000 sf retail $126 $175 $174 $475 8.5% - 9.0% Borders Books San Jose, California 501 residential units Crate & Barrel 214 hotel rooms Gucci Hotel Valencia ------ ------ ------ ------ Tommy Bahama $204 $203 $175 $582 - ------------------------------------------------------------------------------------------------------------------------------------ FUTURE DEVELOPMENT The Shops at Tanasbourne 400,000 sf retail $ 14 Portland, Oregon 12,000 sf office Lindbergh City Center 300,000 sf retail (1) $ 1 Atlanta, Georgia 320 apartments 120 hotel rooms 290 condominiums 1.3 million sf office ------ $ 15 - ------------------------------------------------------------------------------------------------------------------------------------ Total New Development and Construction in Progress $219 ====== (1) Federal Realty will develop only the retail component of this project. (2) Total costs and expected stabilized return assume recovery in litigation of damages incurred as a result of defaults under the original construction contract and replacement of the General Contractor. E-7
FOR IMMEDIATE RELEASE Contact: May 8, 2001 Andrew Blocher Vice President, Investor Relations & Finance (301) 998-8166 FEDERAL REALTY INVESTMENT TRUST ANNOUNCES FIRST QUARTER 2001 OPERATING RESULTS ROCKVILLE, MD (May 8, 2001) - Federal Realty Investment Trust (NYSE:FRT) today reported operating results for its first quarter ended March 31, 2001. . Funds from operations (FFO) increased 6.5% to $0.66 per diluted share . Continued progress at both Pentagon Row and Santana Row Financial Results - ----------------- Funds from operations for the quarter ended March 31, 2001 increased 5.2 % to $26.4 million from $25.1 million for the first quarter of 2000. On a per diluted share basis, funds from operations increased 6.5% from $0.62 in 2000 to $0.66 in 2001. Net operating income, which includes interest income from mortgage notes receivable, was $50.0 million, a 4.2% increase from the $48.0 million reported for 2000. "We're pleased with the strong operating performance we continue to see from our core properties; both shopping centers and main street assets," commented Steven J. Guttman, Chairman and Chief Executive Officer of Federal Realty. "In addition, we made significant progress in the financing, construction and leasing of our main street development properties so far this year. We are well on our way to meeting analyst consensus FFO expectations of $2.65 per share in 2001." Portfolio Results - ----------------- For the first quarter, rental income increased from $64.2 million in 2000 to $67.1 million in 2001, a 4.5% increase. On a same-center basis, which ignores the impact of properties acquired, developed or sold during the analyzed periods, rental income increased 6.5% from $62.0 million to $66.0 million. The strong growth E-8
of same-center rental income was the leading factor driving improvements in both net operating income and funds from operations. During the first quarter, the Trust signed leases for nearly 400,000 square feet of retail and office space. On a comparable space basis, the Trust re-leased 280,916 square feet at an average increase in rent per square foot of 19%. The weighted-average rent on these same space leases was $20.97 per square foot compared to the previous average rent of $17.64 per square foot. At March 31, 2001, overall occupancy remained strong at 95.4%, versus 95.3% reported for March 31, 2000. Development Activities - ---------------------- At Pentagon Row, in Arlington, Virginia, the Trust continues to make progress with construction. Bed, Bath and Beyond, an anchor for the development, opened for business on April 6, 2001. Current expectations call for Building A's other retail tenant, a state-of-the art Harris Teeter grocery store, to open this summer. Buildings B and C are scheduled to open in the third quarter, and a fourth quarter opening is currently expected for Building D. Leasing remains strong at Santana Row, the Trust's pedestrian-friendly, mixed- use community in the heart of San Jose, California. To date, executed leases and signed letters of intent account for approximately 250,000 square feet of Phase I retail space. In addition, the Trust recently announced a signed ground lease with Hotel Valencia group who will build a 214-room boutique hotel at the center of Santana Row, and the closing of a $295 million construction loan for the first phase of the project. Construction at Santana Row continues on schedule, with Phase I expected to begin opening in mid-2002. Conference Call - --------------- Federal Realty's first quarter earnings conference call is scheduled for 4:00 PM ET, Wednesday May 9, 2001. To participate, please call (800) 665-0430 five to ten minutes prior to the start time. Federal Realty will also provide an online Web Simulcast on the company's web site, www.federalrealty.com. For those --------------------- interested parties who are unable to participate in the conference call, a re- broadcast will be available E-9
online at www.federalrealty.com beginning on May 10. A telephone recording of --------------------- the call can also be heard by dialing (888) 203-1112. The passcode for this replay is 770370. Federal Realty Investment Trust is an equity real estate investment trust specializing in the ownership, management, development and re-development of high quality retail and mixed-use properties. The Trust owns or has an interest in 153 real estate assets consisting of community and neighborhood shopping centers and retail and urban mixed-use properties located in strategic metropolitan markets across the United States. The Trust is nationally recognized for its main street revitalization programs as well as the development of urban mixed-use, pedestrian-friendly communities. Federal Realty has paid quarterly dividends to its shareholders continuously since its founding in 1962, and has increased its dividend rate for 33 consecutive years. Shares of Federal Realty are traded on the New York Stock Exchange under the symbol FRT. Additional information about Federal Realty can be found on the Internet at www.federalrealty.com. --------------------- Safe Harbor Language - -------------------- Certain matters discussed within this press release may be deemed to be forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Although Federal Realty Investment Trust believes the expectations reflected in such forward looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from Federal's expectations are detailed from time to time in the Company's SEC reports and filings, including its annual report on Form 10-K. Federal Realty assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events. ### E-10
Financial Highlights (in thousands, except per share data) Three Months Ended March 31, (Unaudited) OPERATING RESULTS 2001 2000 - ----------------- ---- ---- Revenues Rental income $67,136 $64,232 Other property income 2,710 2,765 Interest and other income 1,857 2,107 ------- ------- 71,703 69,104 Expenses Rental 15,045 14,620 Real estate taxes 6,620 6,457 Interest 17,150 16,493 Administrative 3,133 2,922 Depreciation and amortization 14,144 12,655 ------- ------- 56,092 53,147 ------- ------- Operating income before investors' share of operations 15,611 15,957 Investor's share of operations (1,378) (1,818) ------- ------- Net Income $14,233 $14,139 Dividends on preferred stock (1,988) (1,988) ------- ------- Net income available for common shareholders $12,245 $12,151 ======= ======= Earnings per common share, basic $ 0.32 $ 0.31 ======= ======= Earnings per common share, diluted $ 0.32 $ 0.31 ======= ======= Weighted average shares outstanding, basic 38,822 39,444 Weighted average shares outstanding, diluted 39,856 40,595 Funds from Operations Net income available for common shareholders $12,245 $12,151 Add: depreciation and amortization of real estate assets 12,866 11,487 Add: amortization of initial direct costs of leases 969 830 Add: income attributable to operating partnership units 299 613 ------- ------- Funds from operations $26,379 $25,081 ======= ======= Funds from operations per share, diluted $ 0.66 $ 0.62 ======= ======= March 31, December 31, BALANCE SHEET DATA 2001 2000 - ------------------ ---- ---- Assets (Unaudited) Real estate, at cost $1,925,568 $1 854,913 Accumulated depreciation and amortization (364,214) (351,258) ---------- ---------- 1,561,354 1 503,655 Mortgage notes receivable 43,457 47,360 Cash and investments 11,143 11,357 Receivables 13,214 13,092 Other assets 46,524 45,615 ---------- ---------- Total assets $1,675,692 $1,621,079 ========== ========== Liabilities and Shareholders' Equity Obligations under capital leases & mortgages payable $ 302,276 $ 323,911 Notes payable 302,404 225,246 Senior Notes 410,000 410,000 5 1/4% Convertible subordinated debentures 75,289 75,289 Other liabilities 121,440 118,979 Shareholders' Equity 464,283 467,654 ---------- ---------- $1,675,692 $1,621,079 ========== ========== E-11
Glossary of Terms Average occupancy costs: Includes rent, common area maintenance expense, real estate taxes, merchant association dues and other charges. Economic occupancy: The square footage generating rental income expressed as a percentage of its total rentable square feet. Leases signed - comparable: Represents leases signed on spaces for which there was a former tenant. Leases signed - noncomparable: Represents leases signed on spaces for which there was no previous tenant, i.e. expansion space or space that was previously non-leasable. Leases signed - prior rent: Total rent paid by the previous tenant; includes minimum and percentage rent. Net Operating Income: Gross revenues, including interest income, less rental expenses and real estate taxes. Occupancy: The currently leased portion of a property expressed as a percentage of its total rentable square feet; includes square feet covered by leases for stores not yet opened. Overall occupancy: Occupancy for the entire portfolio -- includes all operating properties owned in reporting period. Same center occupancy: Occupancy for only those properties owned and operating in the periods being compared. Excludes centers purchased or sold as well as properties under redevelopment and development. Tenant improvement costs: Represents the total dollars committed for the improvement (fit-out) of a space as relates to a specific lease. The amounts shown represent not only the estimated cost to fit-out the tenant space, but may also include base building costs (i.e. expansion, escalators or new entrances) which are required to make the space leasable. E-12