UNITED STATES

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) September 30, 2010

 

 

Federal Realty Investment Trust

(Exact name of registrant as specified in its charter)

 

 

 

Maryland		1-07533		52-0782497
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer 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

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

---

 

Item 2.02.

Results of Operations and Financial Condition.

The following information is being furnished under Item 12-Results of Operations and Financial Condition. This information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or under the Exchange Act, regardless of any general incorporation language in such filing.

On November 3, 2010, Federal Realty Investment Trust issued supplemental data pertaining to its operations, as well as a press release, to report its financial results for the quarter ended September 30, 2010. The supplemental data and press release are furnished as Exhibit 99.1 hereto.

 

Item 9.01.

Financial Statements and Exhibits.

 

(c)

Exhibits

 

99.1		Supplemental information at September 30, 2010 (including press release dated November 3, 2010)

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
Date: November 3, 2010				/s/ Andrew P. Blocher
				Andrew P. Blocher
				Senior Vice President, Chief Financial Officer and Treasurer

---

 

EXHIBIT INDEX

 

Exh No.		Exhibit
99.1		Supplemental Information at September 30, 2010

 

Exhibit 99.1

FEDERAL REALTY INVESTMENT TRUST

SUPPLEMENTAL INFORMATION

September 30, 2010

TABLE OF CONTENTS

 

1.		Third Quarter 2010 Earnings Press Release			3
2.		Financial Highlights
		Summarized Income Statements			7
		Summarized Balance Sheets			8
		Funds From Operations / Summary of Capital Expenditures			9
		Market Data			10
		Components of Rental Income			11
3.		Summary of Debt
		Summary of Outstanding Debt and Capital Lease Obligations			12
		Summary of Debt Maturities			13
4.		Summary of Redevelopment Opportunities			14
5.		Real Estate Status Report			15
6.		Retail Leasing Summary			17
7.		Lease Expirations			18
8.		Portfolio Leased Statistics			19
9.		Summary of Top 25 Tenants			20
10.		Reconciliation of Net Income to FFO Guidance			21
11.		30% Owned Joint Venture Disclosure
		Summarized Income Statements and Balance Sheets			22
		Summary of Outstanding Debt and Debt Maturities			23
		Real Estate Status Report			24
12.		Glossary of Terms			25

1626 East Jefferson Street

Rockville, Maryland 20852-4041

301/998-8100

---

 

Safe Harbor Language

Certain matters discussed within this Supplemental Information may be deemed to be forward-looking statements within the meaning of the federal securities laws. Although Federal Realty believes the expectations reflected in the forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. These factors include, but are not limited to, the risk factors described in our Annual Report on Form 10-K filed on February 17, 2010, and include the following:

 

•

risks that our tenants will not pay rent, may vacate early or may file for bankruptcy or that we may be unable to renew leases or re-let space at favorable rents as leases expire;

 

•

risks that we may not be able to proceed with or obtain necessary approvals for any redevelopment or renovation project, and that completion of anticipated or ongoing property redevelopment or renovation projects that we do pursue may cost more, take more time to complete or fail to perform as expected;

 

•

risks that the number of properties we acquire for our own account, and therefore the amount of capital we invest in acquisitions, may be impacted by our real estate partnerships;

 

•

risks normally associated with the real estate industry, including risks that occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than expected, that new acquisitions may fail to perform as expected, that competition for acquisitions could result in increased prices for acquisitions, that environmental issues may develop at our properties and result in unanticipated costs, and, because real estate is illiquid, that we may not be able to sell properties when appropriate;

 

•

risks that our growth will be limited if we cannot obtain additional capital;

 

•

risks of financing, such as our ability to consummate additional financings or obtain replacement financing on terms which are acceptable to us, our ability to meet existing financial covenants and the limitations imposed on our operations by those covenants, and the possibility of increases in interest rates that would result in increased interest expense; and

 

•

risks related to our status as a real estate investment trust, commonly referred to as a REIT, for federal income tax purposes, such as the existence of complex tax regulations relating to our status as a REIT, the effect of future changes in REIT requirements as a result of new legislation, and the adverse consequences of the failure to qualify as a REIT.

Given these uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements that we make, including those in this Supplemental Information. Except as required by law, we make no promise to update any of the forward-looking statements as a result of new information, future events, or otherwise. You should review the risks contained in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 17, 2010.

---

 

 

FOR IMMEDIATE RELEASE
Investor and Media Inquiries
Gina Birdsall		Janelle Stevenson
Investor Relations		Corporate Communications
301/998-8265		301/998-8185
gbirdsall@federalrealty.com		jmstevenson@federalrealty.com

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES THIRD QUARTER 2010 OPERATING RESULTS

ROCKVILLE, Md. (November 3, 2010) – Federal Realty Investment Trust (NYSE:FRT) today reported operating results for its third quarter ended September 30, 2010.

Financial Results

In the third quarter 2010, Federal Realty generated funds from operations available for common shareholders (FFO) of $58.8 million or $0.95 per diluted share. This compares to FFO of $55.6 million, or $0.92 per diluted share, in third quarter 2009. For the nine months ended September 30, 2010, Federal Realty reported FFO of $177.0 million, or $2.87 per diluted share, compared to $151.0 million, or $2.53 per diluted share for the same nine-month period in 2009.

Net income available for common shareholders was $29.5 million and earnings per diluted share was $0.48 for the quarter ended September 30, 2010 versus $27.3 million and $0.45, respectively, for third quarter 2009. Year-to-date, Federal Realty reported net income available for common shareholders of $89.6 million and earnings per diluted share of $1.45. This compares to net income available for common shareholders of $65.9 million and earnings per diluted share of $1.10 for the nine months ended September 30, 2009.

2009 results include a litigation provision related to a lawsuit involving a property adjacent to Santana Row. Excluding this litigation provision, FFO was $172.0 million, or $2.88 per diluted share for the nine months ended September 30, 2009; net income available for common shareholders was $87.0 million and earnings per diluted share was $1.46.

FFO is a non-GAAP supplemental earnings measure which the Trust considers meaningful in measuring its operating performance. A reconciliation of FFO to net income is attached to this press release.

 

3

---

 

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

THIRD QUARTER 2010 OPERATING RESULTS

November 3, 2010

Page 2

 

Portfolio Results

For third quarter 2010, same-center property operating income was flat compared to third quarter 2009. When redevelopment and expansion properties are included in same-center results, property operating income for third quarter 2010 decreased -0.9% compared to third quarter 2009. For the nine months ended September 30, 2010, same-center property operating income increased 2.2%, and increased 2.6% including redevelopment and expansion properties.

The overall portfolio was 93.9% leased as of September 30, 2010, compared to 94.2% on June 30, 2010 and 94.2% on September 30, 2009. Federal Realty’s same-center portfolio was 94.4% leased on September 30, 2010, compared to 94.7% on June 30, 2010 and 94.4% on September 30, 2009.

During the third quarter of 2010, Federal Realty signed 77 leases for 396,000 square feet of retail space. On a comparable space basis (i.e., spaces for which there was a former tenant), the Trust leased 349,000 square feet at an average cash-basis contractual rent increase per square foot (i.e., excluding the impact of straight-line rents) of 6%. The average contractual rent on this comparable space for the first year of the new leases is $25.17 per square foot, compared to the average contractual rent of $23.83 per square foot for the last year of the prior leases. The previous average contractual rent was calculated by including both the minimum rent and any percentage rent actually paid during the last year of the lease term for the re-leased space. On a GAAP basis (i.e., including the impact of straight-line rents), rent increases per square foot for comparable retail space averaged 17% for third quarter 2010. As of September 30, 2010, Federal Realty’s average contractual, cash basis minimum rent for retail and commercial space in its portfolio was $22.64 per square foot.

“Our ability to produce consistent results in a continuously challenging economic environment is a true reflection of the stability of our company,” said Don Wood, president and chief executive officer of Federal Realty Investment Trust. “We continue to focus on a low-risk business strategy of producing growth through the smart leasing of our assets, completion of redevelopment projects at excellent risk-adjusted returns, and sourcing acquisitions in our core markets.”

Regular Quarterly Dividends

Federal Realty also announced today that its Board of Trustees declared a regular quarterly cash dividend of $0.67 per share on its common shares, resulting in an indicated annual rate of $2.68 per share. The regular common dividend will be payable in cash on January 18, 2011 to common shareholders of record on January 3, 2011.

 

4

---

 

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

THIRD QUARTER 2010 OPERATING RESULTS

November 3, 2010

Page 3

 

Guidance

Federal Realty increased its guidance for 2010 FFO per diluted share to a range of $3.85 to $3.87 and 2010 earnings per diluted share guidance of $1.96 to $1.98. The Trust also established guidance for 2011 FFO per diluted share at a range of $3.95 to $4.02 and 2011 earnings per diluted share guidance of $2.02 to $2.09. 2011 guidance reflects record expectations for funds from operations per share.

Primary assumptions in our 2011 FFO per diluted share guidance include:

 

•

No material changes in portfolio occupancy,

 

•

A $5 million decrease in lease termination fees, principally driven by a significant decline at Flourtown Shopping Center,

 

•

Same-store property operating income growth of 1%, despite the significant decline in lease termination fees, and

 

•

No FFO impact associated with 2011 acquisition activity.

Summary of Other Quarterly Activities and Recent Developments

 

•

August 16, 2010 – Acquired Huntington Square on Long Island in East Northport, New York for $17.6 million. Huntington Square is a 268,000 square foot community center comprised of 74,000 square feet of multi-tenant gross leasable area leased to national retailers such as Barnes & Noble, Brinker International, Lane Bryant and Chase and shadow-anchored by a 194,000 square foot Sears department store.

Conference Call Information

Federal Realty’s management team will present an in-depth discussion of the Trust’s operating performance on its third quarter 2010 earnings conference call, which is scheduled for November 4, 2010, at 1:00 p.m. Eastern Daylight Time. To participate, please call (866) 202-1971 five to ten minutes prior to the call start time and use the passcode FRT EARNINGS (required). Federal Realty will also provide an online webcast on the Company’s web site, www.federalrealty.com, which will remain available for 30 days following the call. A telephone recording of the call will also be available through December 3, 2010, by dialing (888) 286-8010 and using the passcode 46509598.

About Federal Realty

Federal Realty Investment Trust is an equity real estate investment trust specializing in the ownership, management and redevelopment of high quality retail assets. Federal Realty’s portfolio (excluding joint venture properties) contains approximately 18.2 million square feet located primarily in strategically selected metropolitan markets in the Northeast, Mid-Atlantic, and California. In addition, the Trust has an ownership interest in approximately 1.0 million square feet of retail space through a joint venture in which the Trust has a 30% interest. Our operating portfolio

 

5

---

 

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

THIRD QUARTER 2010 OPERATING RESULTS

November 3, 2010

Page 4

 

(excluding joint venture properties) was 93.9% leased to national, regional, and local retailers as of September 30, 2010, with no single tenant accounting for more than approximately 2.7% of annualized base rent. Federal Realty has paid quarterly dividends to its shareholders continuously since its founding in 1962, and has increased its dividend rate for 43 consecutive years, the longest record in the REIT industry. Federal Realty is an S&P MidCap 400 company and its shares are traded on the NYSE under the symbol FRT. For more information, please visit 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 federal securities laws. Although Federal Realty believes the expectations reflected in the forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. These factors include, but are not limited to, the risk factors described in our Annual Report on Form 10-K filed on February 17, 2010, and include the following:

 

•

risks that our tenants will not pay rent, may vacate early or may file for bankruptcy or that we may be unable to renew leases or re-let space at favorable rents as leases expire;

 

•

risks that we may not be able to proceed with or obtain necessary approvals for any redevelopment or renovation project, and that completion of anticipated or ongoing property redevelopment or renovation projects that we do pursue may cost more, take more time to complete, or fail to perform as expected;

 

•

risks that the number of properties we acquire for our own account, and therefore the amount of capital we invest in acquisitions, may be impacted by our real estate partnerships;

 

•

risks normally associated with the real estate industry, including risks that occupancy levels at our properties and the amount of rent that we receive from our properties may be lower than expected, that new acquisitions may fail to perform as expected, that competition for acquisitions could result in increased prices for acquisitions, that environmental issues may develop at our properties and result in unanticipated costs, and, because real estate is illiquid, that we may not be able to sell properties when appropriate;

 

•

risks that our growth will be limited if we cannot obtain additional capital;

 

•

risks of financing, such as our ability to consummate additional financings or obtain replacement financing on terms which are acceptable to us, our ability to meet existing financial covenants and the limitations imposed on our operations by those covenants, and the possibility of increases in interest rates that would result in increased interest expense; and

 

•

risks related to our status as a real estate investment trust, commonly referred to as a REIT, for federal income tax purposes, such as the existence of complex tax regulations relating to our status as a REIT, the effect of future changes in REIT requirements as a result of new legislation, and the adverse consequences of the failure to qualify as a REIT.

Given these uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements that we make, including those in this press release. Except as may be required by law, we make no promise to update any of the forward-looking statements as a result of new information, future events or otherwise. You should carefully review the risks and risk factors included in our Annual Report on Form 10-K filed February 17, 2010.

 

6

---

 

Federal Realty Investment Trust

Summarized Income Statements

September 30, 2010

 

 

 

		Three months ended September 30,								Nine months ended September 30,
		2010				2009				2010				2009
		(in thousands, except per share data) (unaudited)
Revenue
Rental income		$	130,144			$	126,169			$	391,892			$	379,465
Other property income			2,825				3,714				11,245				9,258
Mortgage interest income			1,095				1,109				3,232				3,683
Total revenue			134,064				130,992				406,369				392,406
Expenses
Rental expenses			27,140				24,367				82,724				78,144
Real estate taxes			15,263				14,485				45,272				43,138
General and administrative			5,844				5,749				17,062				16,170
Litigation provision			60				330				347				21,087
Depreciation and amortization			29,591				28,410				89,701				86,635
Total operating expenses			77,898				73,341				235,106				245,174
Operating income			56,166				57,651				171,263				147,232
Other interest income			18				924				233				1,274
Interest expense			(25,299	)			(30,209	)			(76,679	)			(79,622	)
Early extinguishment of debt			—				—				(2,801	)			(968	)
Income from real estate partnerships			125				473				506				1,074
Income from continuing operations			31,010				28,839				92,522				68,990
Discontinued operations
Discontinued operations - income			—				—				—				218
Discontinued operations - gain on sale of real estate			—				—				1,000				1,298
Results from discontinued operations			—				—				1,000				1,516
Income before gain on sale of real estate			31,010				28,839				93,522				70,506
Gain on sale of real estate			—				—				410				—
Net income			31,010				28,839				93,932				70,506
Net income attributable to noncontrolling interests			(1,370	)			(1,406	)			(3,958	)			(4,172	)
Net income attributable to the Trust			29,640				27,433				89,974				66,334
Dividends on preferred shares			(136	)			(136	)			(406	)			(406	)
Net income available for common shareholders		$	29,504			$	27,297			$	89,568			$	65,928
EARNINGS PER COMMON SHARE, BASIC
Continuing operations		$	0.48			$	0.45			$	1.43			$	1.08
Discontinued operations			—				—				0.02				0.03
Gain on sale of real estate			—				—				0.01				—
		$	0.48			$	0.45			$	1.46			$	1.11
Weighted average number of common shares, basic			61,215				60,016				61,158				59,264
EARNINGS PER COMMON SHARE, DILUTED
Continuing operations		$	0.48			$	0.45			$	1.42			$	1.07
Discontinued operations			—				—				0.02				0.03
Gain on sale of real estate			—				—				0.01				—
		$	0.48			$	0.45			$	1.45			$	1.10
Weighted average number of common shares, diluted			61,359				60,140				61,297				59,387

 

7

---

 

Federal Realty Investment Trust

Summarized Balance Sheets

September 30, 2010

 

 

 

		September 30, 2010				December 31, 2009
		(in thousands)
		(unaudited)
ASSETS
Real estate, at cost
Operating (including $97,265 and $68,643 of consolidated variable interest entities, respectively)		$	3,688,805			$	3,626,476
Construction-in-progress			158,060				132,758
			3,846,865				3,759,234
Less accumulated depreciation and amortization (including $3,803 and $3,053 of consolidated variable interest entities, respectively)			(1,011,975	)			(938,087	)
Net real estate			2,834,890				2,821,147
Cash and cash equivalents			9,174				135,389
Accounts and notes receivable, net			74,443				72,191
Mortgage notes receivable, net			43,828				48,336
Investment in real estate partnerships			51,769				35,633
Prepaid expenses and other assets			113,055				109,613
TOTAL ASSETS		$	3,127,159			$	3,222,309
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages payable (including $22,946 and $23,417 of consolidated variable interest entities, respectively) and capital lease obligations		$	593,395			$	601,884
Notes payable			47,940				261,745
Senior notes and debentures			1,079,854				930,219
Accounts payable and other liabilities			219,094				219,398
Total liabilities			1,940,283				2,013,246
Shareholders’ equity
Preferred shares			9,997				9,997
Common shares and other shareholders’ equity			1,145,499				1,167,340
Total shareholders’ equity of the Trust			1,155,496				1,177,337
Noncontrolling interests			31,380				31,726
Total shareholders’ equity			1,186,876				1,209,063
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	3,127,159			$	3,222,309

 

8

---

 

Federal Realty Investment Trust

Funds From Operations / Summary of Capital Expenditures

September 30, 2010

 

 

 

		Three months ended September 30,								Nine months ended September 30,
		2010				2009				2010				2009
		(in thousands, except per share data)
Funds from Operations available for common shareholders (FFO) (1)
Net income (2)		$	31,010			$	28,839			$	93,932			$	70,506
Net income attributable to noncontrolling interests			(1,370	)			(1,406	)			(3,958	)			(4,172	)
Gain on sale of real estate			—				—				(1,410	)			(1,298	)
Depreciation and amortization of real estate assets			26,491				25,682				80,375				77,681
Amortization of initial direct costs of leases			2,429				2,196				7,226				7,378
Depreciation of joint venture real estate assets			368				355				1,064				1,046
Funds from operations			58,928				55,666				177,229				151,141
Dividends on preferred shares			(136	)			(136	)			(406	)			(406	)
Income attributable to operating partnership units			247				245				736				729
Income attributable to unvested shares			(197	)			(180	)			(590	)			(494	)
FFO			58,842				55,595				176,969				150,970
Litigation provision, net of allocation to unvested shares			59				329				346				21,018
FFO excluding litigation provision		$	58,901			$	55,924			$	177,315			$	171,988
FFO per diluted share		$	0.95			$	0.92			$	2.87			$	2.53
Litigation provision per diluted share			—				—				0.01				0.35
FFO per diluted share excluding litigation provision		$	0.95			$	0.92			$	2.88			$	2.88
Weighted average number of common shares, diluted			61,729				60,511				61,667				59,759
Summary of Capital Expenditures
Non-maintenance capital expenditures
Redevelopment and expansions		$	20,500			$	14,724			$	44,224			$	54,689
Tenant improvements and incentives			5,290				3,402				11,285				8,479
Total non-maintenance capital expenditures			25,790				18,126				55,509				63,168
Maintenance capital expenditures			7,577				4,306				11,470				7,491
Total capital expenditures		$	33,367			$	22,432			$	66,979			$	70,659
Dividends and Payout Ratios
Regular common dividends declared		$	41,166			$	40,374			$	122,169			$	117,222
Dividend payout ratio as a percentage of FFO			70	%			73	%			69	%			78	%
Dividend payout ratio as a percentage of FFO excluding litigation provision (2)			70	%			72	%			69	%			68	%

 

Notes:

(1)	See Glossary of Terms.

(2)

Net income includes certain costs related to the litigation and appeal process over a parcel of land adjacent to Santana Row; net income for the nine months ended September 30, 2009 also includes a $20.6 million charge for increasing the accrual for such litigation matter. We believe FFO excluding this litigation provision provides a more meaningful evaluation of operations, and therefore, have included FFO and FFO per share excluding the related charges.

 

9

---

 

Federal Realty Investment Trust

Market Data

September 30, 2010

 

 

 

		September 30,
		2010				2009
		(in thousands, except per share data)
Market data
Common shares outstanding (1)			61,451				61,176
Market price per common share		$	81.66			$	61.37
Common equity market capitalization		$	5,018,089			$	3,754,371
Series 1 preferred shares outstanding (2)			400				400
Liquidation price per Series 1 preferred share		$	25.00			$	25.00
Series 1 preferred equity market capitalization		$	10,000			$	10,000
Equity market capitalization		$	5,028,089			$	3,764,371
Total debt (3)			1,721,189				2,042,217
Total market capitalization		$	6,749,278			$	5,806,588
Total debt to market capitalization at then current market price			26	%			35	%
Total debt to market capitalization at constant common share price of $61.37			31	%			35	%
Fixed rate debt ratio:
Fixed rate debt and capital lease obligations			98	%			81	%
Variable rate debt			2	%			19	%
			100	%			100	%

 

Notes:

(1)	Amounts do not include 369,260 and 371,260 Operating Partnership Units outstanding at September 30, 2010 and 2009, respectively.

(2)	These shares, issued March 8, 2007, are unregistered.

(3)

Total debt includes capital leases, mortgages payable, notes payable, senior notes and debentures, net of premiums and discounts from our consolidated balance sheet. It does not include the $17.3 million and $24.4 million which is the Trust’s 30% share of the total mortgages payable of $57.6 million and $81.2 million at September 30, 2010 and 2009, respectively, of the partnership with a discretionary fund created and advised by ING Clarion Partners. It also excludes the $8.8 million mortgage loan on our Newbury Street Partnership for which we are the lender.

 

10

---

 

Federal Realty Investment Trust

Components of Rental Income

September 30, 2010

 

 

 

		Three months ended September 30,								Nine months ended September 30,
		2010				2009				2010				2009
		(in thousands)								(in thousands)
Minimum rents
Retail and commercial (1)		$	95,035			$	93,312			$	284,266			$	280,084
Residential (2)			5,475				5,301				16,125				15,918
Cost reimbursements			26,039				24,304				81,184				74,277
Percentage rents			1,313				1,164				3,778				3,811
Other			2,282				2,088				6,539				5,375
Total rental income		$	130,144			$	126,169			$	391,892			$	379,465

 

Notes:

(1)

Minimum rents include $1.1 million and $1.3 million for the three months ended September 30, 2010 and 2009, respectively, and $3.6 million and $3.9 million for the nine months ended September 30, 2010 and 2009, respectively, to recognize minimum rents on a straight-line basis. In addition, minimum rents include $0.4 million the three months ended September 30, 2010 and 2009, and $1.3 million and $1.1 million for the nine months ended September 30, 2010 and 2009, respectively, to recognize income from the amortization of in-place leases.

(2)	Residential minimum rents consist of the rental amounts for residential units at Rollingwood Apartments, the Crest at Congressional Plaza Apartments, Santana Row, and Bethesda Row.

 

11

---

 

Federal Realty Investment Trust

Summary of Outstanding Debt and Capital Lease Obligations

September 30, 2010

 

 

 

		Stated maturity  date				Stated interest rate as of September 30, 2010				Balance as of September 30, 2010								Weighted average effective rate at September 30, 2010 (h)
										(in thousands)
Mortgages Payable (a)
Secured fixed rate
Federal Plaza			06/01/11				6.75	%		$	32,059
Tysons Station			09/01/11				7.40	%			5,761
Courtyard Shops			07/01/12				6.87	%			7,348
Bethesda Row			01/01/13				5.37	%			19,994
Bethesda Row			02/01/13				5.05	%			4,199
White Marsh Plaza (b)			04/01/13				6.04	%			9,651
Crow Canyon			08/11/13				5.40	%			20,503
Idylwood Plaza			06/05/14				7.50	%			16,608
Leesburg Plaza			06/05/14				7.50	%			28,898
Loehmann’s Plaza			06/05/14				7.50	%			37,368
Pentagon Row			06/05/14				7.50	%			53,643
Melville Mall (c)			09/01/14				5.25	%			23,254
THE AVENUE at White Marsh			01/01/15				5.46	%			58,093
Barracks Road			11/01/15				7.95	%			40,053
Hauppauge			11/01/15				7.95	%			15,099
Lawrence Park			11/01/15				7.95	%			28,390
Wildwood			11/01/15				7.95	%			24,954
Wynnewood			11/01/15				7.95	%			28,932
Brick Plaza			11/01/15				7.42	%			29,589
Rollingwood Apartments			05/01/19				5.54	%			23,648
Shoppers’ World			01/31/21				5.91	%			5,628
Mount Vernon (d)			04/15/28				5.66	%			11,029
Chelsea			01/15/31				5.36	%			7,833
Subtotal											532,534
Net unamortized discount											(445	)
Total mortgages payable											532,089								6.98	%
Notes payable
Unsecured fixed rate
Various (e)			Various thru 2013				3.61	%			11,540
Unsecured variable rate
Revolving credit facility (f)			07/27/11				LIBOR + 0.425	%			27,000
Escondido (Municipal bonds) (g)			10/01/16				0.39	%			9,400
Total notes payable											47,940								1.55	%      (i)
Senior notes and debentures
Unsecured fixed rate
4.50% notes			02/15/11				4.50	%			75,000
6.00% notes			07/15/12				6.00	%			175,000
5.40% notes			12/01/13				5.40	%			135,000
5.95% notes			08/15/14				5.95	%			150,000
5.65% notes			06/01/16				5.65	%			125,000
6.20% notes			01/15/17				6.20	%			200,000
5.90% notes			04/01/20				5.90	%			150,000
7.48% debentures			08/15/26				7.48	%			29,200
6.82% medium term notes			08/01/27				6.82	%			40,000
Subtotal											1,079,200
Net unamortized premium											654
Total senior notes and debentures											1,079,854								5.95	%
Capital lease obligations
Various			Various through 2106				Various				61,306								6.94	%
Total debt and capital lease obligations										$	1,721,189
Total fixed rate debt and capital lease obligations										$	1,684,789				98	%			6.30	%
Total variable rate debt											36,400				2	%			0.83	%      (i)
TOTAL DEBT AND CAPITAL LEASES OBLIGATIONS										$	1,721,189				100	%			6.18	%      (i)

 

Three months ended September 30,

Nine months ended September 30,

2010

2009

2010

2009

Operational Statistics

Excluding litigation provision:

Ratio of EBITDA to combined fixed charges and preferred share dividends (j) (k)

3.08x

2.67x

3.03x

2.94x

Ratio of adjusted EBITDA to combined fixed charges and preferred share dividends (j) (k)

3.08x

2.67x

3.01x

2.92x

Including litigation provision:

Ratio of EBITDA to combined fixed charges and preferred share dividends (j)

3.08x

2.66x

3.02x

2.69x

Ratio of adjusted EBITDA to combined fixed charges and preferred share dividends (j)

3.08x

2.66x

3.01x

2.68x

 

Notes:

(a)	Mortgage loans do not include our 30% share ($17.3 million) of the $57.6 million debt of the partnership with a discretionary fund created and advised by ING Clarion Partners. It also excludes the $8.8 million mortgage loan on our Newbury Street Partnership for which we are the lender.

(b)	The interest rate of 6.04% represents the weighted average interest rate for two mortgage loans secured by this property. The loan balance represents an interest-only loan of $4.4 million at a stated rate of 6.18% and the remaining balance at a stated rate of 5.96%.

(c)

We acquired control of Melville Mall through a 20-year master lease and secondary financing. Because we control the activities that most significantly impact this property and retain substantially all of the economic benefit and risk associated with it, this property is consolidated and the mortgage loan is reflected on the balance sheet though it is not our legal obligation.

(d)	The interest rate is fixed at 5.66% for the first ten years and then will be reset to a market rate in 2013. The lender has the option to call the loan on April 15, 2013 or anytime thereafter.

(e)	The interest rate of 3.61% represents the weighted average interest rate for three unsecured fixed rate notes payable. These notes mature between April 1, 2012 and January 31, 2013.

(f)

The maximum amount drawn under our revolving credit facility for the three and nine months ended September 30, 2010 was $42.0 million, and the weighted average effective interest rate on borrowings under our revolving credit facility, before amortization of debt fees, was 0.73% for the three and nine months ended September 30, 2010.

(g)	The bonds require monthly interest only payments through maturity. The bonds bear interest at a variable rate determined weekly which would enable the bonds to be remarketed at 100% of their principal amount. The property is not encumbered by a lien.

(h)	The weighted average effective interest rate includes the amortization of any deferred financing fees, discounts and premiums, if applicable, except as described in Note i.

(i)	The weighted average effective interest rate excludes $0.2 million in quarterly financing fees and quarterly debt fee amortization on our revolving credit facility which had a $27.0 million balance on September 30, 2010.

(j)

Fixed charges consist of interest on borrowed funds (including capitalized interest), amortization of debt discount/premium and debt costs and the portion of rent expense representing an interest factor. EBITDA includes a $1.4 million and $1.3 million gain on sale for the nine months ended September 30, 2010 and 2009, respectively. Fixed charges include $2.8 million of early extinguishment of debt for the nine months ended September 30, 2010 due to the write-off of unamortized debt fees related to the $250 million payoff of the term loan prior to its maturity date. Fixed charges include a $1.0 million net loss on early extinguishment of debt for the nine months ended September 30, 2009, primarily related to the cash tender offer for our 8.75% senior notes. Adjusted EBITDA is reconciled to net income attributable to the Trust in the Glossary of Terms.

(k)

Adjusted to exclude $0.1 million and $0.3 million litigation provision charge for the three months ended September 30, 2010 and 2009, respectively, and $0.3 million and $21.1 million litigation provision charge for the nine months ended September 30, 2010 and 2009, respectively, related to litigation regarding a parcel of land located adjacent to Santana Row as well as other costs related to the litigation and the appeal process.

 

12

---

 

Federal Realty Investment Trust

Summary of Debt Maturities

September 30, 2010

 

 

DEBT MATURITIES
(in thousands)
Year		Scheduled Amortization				Maturities				Total				Percent of Debt Maturing				Cumulative Percent of Debt Maturing				Weighted Average Rate (3)
2010		$	2,761			$	—			$	2,761				0.2	%			0.2	%			—
2011			12,438				139,252	(1)			151,690				8.8	%			9.0	%			4.5	%(4)
2012			12,691				191,916				204,607				11.9	%			20.9	%			5.8	%
2013			11,853				196,893				208,746				12.1	%			33.0	%			5.5	%
2014			10,225				297,864				308,089				17.9	%			50.9	%			6.9	%
2015			6,858				198,391				205,249				11.9	%			62.8	%			7.3	%
2016			2,902				134,400				137,302				8.0	%			70.8	%			5.4	%
2017			3,110				200,000				203,110				11.8	%			82.6	%			6.1	%
2018			3,321				—				3,321				0.2	%			82.8	%			—
Thereafter			53,067				243,038				296,105				17.2	%			100.0	%			6.4	%
Total		$	119,226			$	1,601,754			$	1,720,980	(2)			100.0	%

 

Notes:

(1)	Our $300 million revolving credit facility matures on July 27, 2011. As of September 30, 2010, there was $27.0 million outstanding on our revolving credit facility.

(2)	The total debt maturities differs from the total reported on the consolidated balance sheet due to the unamortized net discount or premium on certain mortgage loans, senior notes and debentures as of September 30, 2010.

(3)	The weighted average rate reflects the weighted average interest rate on debt maturing in the respective year.

(4)	The weighted average rate excludes $0.2 million in quarterly financing fees and quarterly debt fee amortization on our revolving credit facility.

 

13

---

 

Federal Realty Investment Trust

Summary of Redevelopment Opportunities

September 30, 2010

 

 

Current Redevelopment Opportunities (1) ($ millions)

 

Property		Location				Opportunity		Projected ROI (2)				Projected Cost (1)				Cost to Date
Projects Anticipated to Stabilize in 2010 (3)
Bethesda Row (Hampden Lane)			Bethesda, MD			Construction of new three level building leased to fitness center and two additional ground level retail spaces.			10	%		$	14			$	12
Village of Shirlington - Phase III & IV			Arlington, VA			Ground lease to hotel operator and ground floor retail as part of office building development (by others)			18	%		$	7			$	5
Barracks Road			Charlottesville, VA			Expansion of Bed, Bath and Beyond and creation of two additional small shop spaces, utilizing vacant anchor space.			10	%		$	3			$	3
Lancaster			Lancaster, PA			Renovation and expansion of existing grocer, new bank pad, and façade renovation			10	%		$	2			$	1
Langhorne			Levittown, PA			Pad site addition			15	%		$	1			$	1
Brick			Brick, NJ			Redevelopment and expansion of existing pad site			14	%		$	1			$	0
Subtotal: Projects Anticipated to Stabilize in 2010 (3) (4)									12	%		$	28			$	22
Projects Anticipated to Stabilize in 2011 (3)
Santana Row			San Jose, CA			Five-story building with 15,000 square feet of ground level retail and 65,000 square feet of office space			6	%		$	44			$	35
Laurel			Laurel, MD			Pad preparation for new fitness operator, replacing theater and small shop space. Reconfigure parking lot entrance.			8	%		$	9			$	0
Crossroads			Highland Park, IL			Combine four spaces in preparation for new fitness operator, replacing vacant anchor and small shop space.			9	%		$	3			$	2
Atlantic Plaza (JV Property) (6)			North Reading, MA			Property improvements, including façade renovation, in preparation for new lease with grocery store			12	%		$	1			$	0
									6	%		$	57			$	37
Total: Projects Anticipated to Stabilize in 2010 and 2011 (3) (4) (5)									8	%		$	85			$	59
Potential future redevelopment pipeline includes (6):
Property		Location				Opportunity
Assembly Row			Somerville, MA			Potential substantial transit oriented mixed-use development
Assembly Square Marketplace			Somerville, MA			Pad site addition
Bala Cynwyd			Bala Cynwyd, PA			Potential redevelopment of nine acres of land for a transit oriented mixed-use project or retail center
Brick Plaza			Brick, NJ			Pad site opportunity
Federal Plaza			Rockville, MD			Pad building opportunities
Flourtown			Flourtown, PA			Anchor re-tenanting, small shop renovation, and site improvements
Fresh Meadows			Queens, NY			Potential conversion of 2nd floor office space to retail
Hollywood Peterson Building			Hollywood, CA			Co-terminus leases create potential for property redevelopment and expansion
Huntington			Huntington, NY			Pad site additions
Linden Square			Wellesley, MA			Additional phases of infill redevelopment
Mercer Mall			Lawrenceville, NJ			Construction of new outparcel
Mid-Pike Plaza			Rockville, MD			Co-terminus leases create potential for retail redevelopment or transit oriented mixed-use development
Pike 7			Vienna, VA			Co-terminus leases create potential for retail redevelopment or transit oriented mixed-use development
Santana Row			San Jose, CA			Future phases of mixed-use development
Santana Row			San Jose, CA			109 unit residential building under construction; expected to stabilize in 2012
Shoppers’ World			Charlottesville, VA			Co-terminus leases create potential for remerchandising and reconfiguration of retail spaces
Town Center of New Britain			New Britain, PA			Renovation and expansion of existing grocer
Troy			Parsippany, NJ			Pad site addition
Shops at Willow Lawn			Richmond, VA			Demo interior mall, relocate mall tenants, construct new exterior GLA

 

Notes:

(1)

These current redevelopment opportunities are being pursued by the Trust. There is no guaranty that the Trust will ultimately complete any or all of these opportunities, that the Projected Return on Investment (ROI) or Projected Costs will be the amounts shown or that stabilization will occur as anticipated. The projected ROI and Projected Cost are management’s best estimate based on current information and may change over time.

(2)

Projected ROI generally reflects only the deal specific cash, unleveraged Incremental Property Operating Income (POI) generated by the redevelopment and is calculated as Incremental POI divided by incremental cost. Incremental POI is the POI generated by the redevelopment after deducting rent being paid or management’s estimate of rent to be paid for the redevelopment space and any other space taken out of service to accommodate the redevelopment. Projected ROI does NOT include peripheral impacts, such as the impact on future lease rollovers at the property or the impact on the long-term value of the property.

(3)	Stabilization is the year in which 95% occupancy of the redeveloped space is achieved.

(4)	All subtotals and totals reflect cost weighted-average ROIs.

(5)	These future redevelopment opportunities are being explored by the Trust. There is no guaranty that the Trust will ultimately pursue or complete any or all of these opportunities.

(6)	ROI and costs for Atlantic Plaza reflect our 30% JV interest in the costs and revenue associated with the redevelopment.

 

14

---

 

Federal Realty Investment Trust

Real Estate Status Report

September 30, 2010

 

 

 

Property Name						MSA Description		Year Acquired		Real Estate at Cost				Mortgage and/or Capital Lease Obligation (1)				GLA (2)				% Leased				Grocery Anchor GLA (3)				Grocery Anchor (3)		Other Principal Tenants
										(in thousands)				(in thousands)
Washington Metropolitan Area
Bethesda Row			(4	)		Washington, DC-MD-VA		1993-2006/2008		$	199,735			$	25,224				520,000				96	%			40,000			Giant Food		Barnes & Noble / Landmark Theater / Apple Computer
Congressional Plaza			(5	)		Washington, DC-MD-VA		1965			70,648								332,000				100	%			28,000			Whole Foods		Buy Buy Baby / Container Store
Courthouse Center						Washington, DC-MD-VA		1997			4,365								36,000				85	%
Falls Plaza/Falls Plaza-East						Washington, DC-MD-VA		1967-1972			12,307								144,000				100	%			51,000			Giant Food		CVS / Staples
Federal Plaza						Washington, DC-MD-VA		1989			62,589				32,059				248,000				87	%								TJ Maxx / Micro Center / Ross / Trader Joe’s
Friendship Center						Washington, DC-MD-VA		2001			33,451								119,000				100	%								Borders / Maggiano’s
Gaithersburg Square						Washington, DC-MD-VA		1993			24,627								209,000				78	%								Bed, Bath & Beyond / Ross
Idylwood Plaza						Washington, DC-MD-VA		1994			15,931				16,608				73,000				100	%			30,000			Whole Foods
Laurel						Washington, DC-MD-VA		1986			47,569								388,000				86	%			61,000			Giant Food		Marshalls
Leesburg Plaza			(6	)		Washington, DC-MD-VA		1998			34,509				28,898				236,000				96	%			55,000			Giant Food		Petsmart / Pier One / Office Depot
Loehmann’s Plaza						Washington, DC-MD-VA		1983			32,635				37,368				268,000				97	%			58,000			Giant Food		Bally Total Fitness / Loehmann’s Dress Shop
Mid-Pike Plaza						Washington, DC-MD-VA		1982/2007			47,267								309,000				75	%								Toys R Us / Bally Total Fitness / AC Moore
Mount Vernon/South Valley/7770 Richmond Hwy			(6	)		Washington, DC-MD-VA		2003-2006			78,179				11,029				565,000				95	%			62,000			Shoppers Food Warehouse		Bed, Bath & Beyond / Michaels / Home Depot / TJ Maxx / Gold’s Gym
Old Keene Mill						Washington, DC-MD-VA		1976			5,973								92,000				95	%			24,000			Whole Foods		Walgreens
Pan Am						Washington, DC-MD-VA		1993			28,508								227,000				100	%			63,000			Safeway		Micro Center / Michaels
Pentagon Row						Washington, DC-MD-VA		1998			88,645				53,643				296,000				99	%			45,000			Harris Teeter		Bally Total Fitness / Bed, Bath & Beyond / DSW
Pike 7						Washington, DC-MD-VA		1997			35,509								164,000				100	%								DSW / Staples / TJ Maxx
Quince Orchard						Washington, DC-MD-VA		1993			21,582								248,000				63	%			24,000			Magruders		Staples
Rockville Town Square						Washington, DC-MD-VA		2006-2007			37,218								182,000				96	%								CVS / Gold’s Gym
Rollingwood Apartments						Washington, DC-MD-VA		1971			8,117				23,648				N/A				97	%
Sam’s Park & Shop						Washington, DC-MD-VA		1995			12,451								49,000				100	%								Petco
Tower						Washington, DC-MD-VA		1998			20,387								112,000				89	%								Talbots
Tyson’s Station						Washington, DC-MD-VA		1978			3,728				5,761				49,000				100	%								Trader Joe’s
Village at Shirlington			(4	)		Washington, DC-MD-VA		1995			53,014				6,318				255,000				99	%			28,000			Harris Teeter		AMC Loews / Carlyle Grand Café
Wildwood						Washington, DC-MD-VA		1969			17,970				24,954				85,000				97	%			20,000			Balducci’s		CVS
						Total Washington Metropolitan Area					996,914								5,206,000				92	%
Philadelphia Metropolitan Area
Andorra						Philadelphia, PA-NJ		1988			23,512								267,000				95	%			24,000			Acme Markets		Kohl’s / Staples / L.A. Fitness
Bala Cynwyd						Philadelphia, PA-NJ		1993			34,591								282,000				99	%			45,000			Acme Markets		Lord & Taylor / L.A. Fitness
Ellisburg Circle						Philadelphia, PA-NJ		1992			27,752								267,000				94	%			47,000			Genuardi’s		Buy Buy Baby / Stein Mart
Feasterville						Philadelphia, PA-NJ		1980			12,003								111,000				91	%			53,000			Genuardi’s		OfficeMax
Flourtown						Philadelphia, PA-NJ		1980			15,748								166,000				48	%			42,000			Genuardi’s
Langhorne Square						Philadelphia, PA-NJ		1985			20,201								219,000				94	%			55,000			Redner’s Warehouse Mkts.		Marshalls
Lawrence Park						Philadelphia, PA-NJ		1980			30,182				28,390				353,000				98	%			53,000			Acme Markets		CHI / TJ Maxx / HomeGoods
Northeast						Philadelphia, PA-NJ		1983			23,018								285,000				88	%								Burlington Coat / Marshalls
Town Center of New Britain						Philadelphia, PA-NJ		2006			14,429								124,000				87	%			36,000			Giant Food		Rite Aid
Willow Grove						Philadelphia, PA-NJ		1984			27,006								216,000				89	%								Barnes & Noble / Marshalls
Wynnewood						Philadelphia, PA-NJ		1996			37,259				28,932				255,000				97	%			98,000			Genuardi’s		Bed, Bath & Beyond / Borders / Old Navy
						Total Philadelphia Metropolitan Area					265,701								2,545,000				91	%
California
Colorado Blvd						Los Angeles-Long Beach, CA		1996-1998			16,643								69,000				100	%								Pottery Barn / Banana Republic
Crow Canyon						San Ramon, CA		2005-2007			65,151				20,503				242,000				89	%			58,000			Lucky		Loehmann’s / Rite Aid
Escondido			(7	)		San Diego, CA		1996			29,027								222,000				99	%								TJ Maxx / Toys R Us
Fifth Ave						San Diego, CA		1996-1997			12,969								51,000				95	%								Urban Outfitters
Hermosa Ave						Los Angeles-Long Beach, CA		1997			5,500								23,000				100	%
Hollywood Blvd			(8	)		Los Angeles-Long Beach, CA		1999			37,701								153,000				75	%								DSW / L.A. Fitness / Fresh & Easy
Kings Court			(6	)		San Jose, CA		1998			11,600								79,000				97	%			25,000			Lunardi’s Super Market		CVS
Old Town Center						San Jose, CA		1997			34,461								96,000				99	%								Borders / Gap Kids / Banana Republic
Santana Row						San Jose, CA		1997			545,355								592,000				98	%								Crate & Barrel / Container Store / Best Buy / Borders / CineArts Theatre / Hotel Valencia
Third St Promenade						Los Angeles-Long Beach, CA		1996-2000			77,955								209,000				99	%								J. Crew / Banana Republic / Old Navy / Abercrombie & Fitch
Westgate						San Jose, CA		2004			116,748								645,000				95	%			38,000			Safeway		Target / Burlington Coat Factory / Barnes & Noble / Ross / Michaels
150 Post Street						San Francisco, CA		1997			37,842								101,000				97	%								Brooks Brothers / H & M
						Total California					990,952								2,482,000				95	%
New York / New Jersey
Brick Plaza						Monmouth-Ocean, NJ		1989			58,046				29,589				409,000				98	%			66,000			A&P		AMC Loews / Barnes & Noble / Sports Authority
Forest Hills						New York, NY		1997			8,103								46,000				93	%								Midway Theatre
Fresh Meadows						New York, NY		1997			69,846								405,000				97	%								Kohl’s / AMC Loews
Hauppauge						Nassau-Suffolk, NY		1998			27,899				15,099				133,000				99	%			61,000			Shop Rite		AC Moore
Huntington						Nassau-Suffolk, NY		1988/2007			38,661								292,000				99	%								Buy Buy Baby / Toys R Us / Bed, Bath & Beyond / Barnes & Noble / Michaels
Huntington Square						Nassau-Suffolk, NY		2010			10,075								74,000				89	%								Barnes & Noble
Melville Mall			(9	)		Nassau-Suffolk, NY		2006			68,879				23,254				248,000				100	%			54,000			Waldbaum’s		Kohl’s / Marshalls
Mercer Mall			(4	)		Trenton, NJ		2003			104,964				49,050				499,000				99	%			75,000			Shop Rite		Bed, Bath & Beyond / DSW / TJ Maxx / Raymour & Flanigan
Troy						Newark, NJ		1980			25,337								207,000				88	%			64,000			Pathmark		L.A. Fitness
						Total New York / New Jersey					411,810								2,313,000				97	%

 

15

---

 

Federal Realty Investment Trust

Real Estate Status Report

September 30, 2010

 

 

 

Property Name						MSA Description		Year Acquired		Real Estate at Cost				Mortgage and/or Capital Lease Obligation (1)				GLA (2)				% Leased				Grocery Anchor GLA (3)				Grocery Anchor (3)		Other Principal Tenants
										(in thousands)				(in thousands)
New England
Assembly Square Marketplace/Assembly Row						Boston-Cambridge-Quincy, MA-NH		2005-2009			189,755								332,000				100	%								AC Moore / Bed, Bath & Beyond / Christmas Tree Shops / Kmart / Staples / Sports Authority / TJ Maxx
Chelsea Commons						Boston-Cambridge-Quincy, MA-NH		2006-2008			30,486				7,833				222,000				100	%			16,000			Sav-A-Lot		Home Depot
Dedham Plaza						Boston-Cambridge-Quincy, MA-NH		1993			32,683								244,000				93	%			80,000			Star Market
Linden Square						Boston-Cambridge-Quincy, MA-NH		2006			143,596								218,000				91	%			50,000			Roche Brothers Supermarkets		CVS
Newbury Street			(10	)		Boston-Cambridge-Quincy, MA-NH		2010			17,171								32,000				42	%								Pierre Deux / Jonathan Adler
North Dartmouth						Boston-Cambridge-Quincy, MA-NH		2006			9,368								48,000				100	%			48,000			Stop & Shop
Queen Anne Plaza						Boston-Cambridge-Quincy, MA-NH		1994			15,658								149,000				100	%			50,000			Hannaford		TJ Maxx
Saugus Plaza						Boston-Cambridge-Quincy, MA-NH		1996			13,635								170,000				92	%			55,000			Super Stop & Shop		Kmart
			(11	)		Total New England					435,181								1,383,000				96	%
Baltimore
Governor Plaza						Baltimore, MD		1985			24,099								267,000				100	%			16,500			Aldi		Bally Total Fitness / Office Depot
Perring Plaza						Baltimore, MD		1985			27,128								401,000				98	%			58,000			Shoppers Food Warehouse		Home Depot / Burlington Coat Factory / Jo-Ann Stores
THE AVENUE at White Marsh			(12	)		Baltimore, MD		2007			95,328				58,093				298,000				100	%								AMC Loews / Old Navy / Barnes & Noble / AC Moore
The Shoppes at Nottingham Square						Baltimore, MD		2007			27,569								53,000				100	%
White Marsh Plaza						Baltimore, MD		2007			25,021				9,651				80,000				100	%			54,000			Giant Food
White Marsh Other						Baltimore, MD		2007			28,860								49,000				100	%
						Total Baltimore					228,005								1,148,000				99	%
Chicago
Crossroads						Chicago, IL		1993			26,461								168,000				95	%								Golfsmith / Guitar Center
Finley Square						Chicago, IL		1995			31,841								315,000				99	%								Bed, Bath & Beyond / Buy Buy Baby / Petsmart
Garden Market						Chicago, IL		1994			12,155								140,000				96	%			63,000			Dominick’s		Walgreens
North Lake Commons						Chicago, IL		1994			14,047								129,000				89	%			77,000			Dominick’s
						Total Chicago					84,504								752,000				96	%
South Florida
Courtyard Shops						Miami-Ft Lauderdale		2008			39,621				7,348				130,000				88	%			49,000			Publix
Del Mar Village						Miami-Ft Lauderdale		2008			54,826								178,000				94	%			44,000			Winn Dixie		CVS
						Total South Florida					94,447								308,000				91	%
Other
Barracks Road						Charlottesville, VA		1985			49,558				40,053				486,000				98	%			99,000			Harris Teeter / Kroger		Anthropologie / Bed, Bath & Beyond / Barnes & Noble / Old Navy / Michaels / Ulta
Bristol Plaza						Hartford, CT		1995			28,003								269,000				84	%			74,000			Stop & Shop		TJ Maxx
Eastgate						Raleigh-Durham-Chapel Hill, NC		1986			26,362								153,000				100	%								Stein Mart / Trader Joe’s
Gratiot Plaza						Detroit, MI		1973			18,887								217,000				99	%			69,000			Kroger		Bed, Bath & Beyond / Best Buy / DSW
Greenwich Avenue						New Haven-Bridgeport-Stamford-Waterbury		1995			13,969								36,000				100	%								Saks Fifth Avenue
Houston St						San Antonio, TX		1998			64,020								196,000				83	%								Hotel Valencia / Walgreens
Lancaster			(13	)		Lancaster, PA		1980			12,570				4,907				107,000				100	%			39,000			Giant Food		Michaels
Shoppers’ World						Charlottesville, VA		2007			30,200				5,628				169,000				94	%			28,000			Whole Foods		Staples
Shops at Willow Lawn						Richmond-Petersburg, VA		1983			77,471								476,000				87	%			60,000			Kroger		Old Navy / Staples / Ross
						Total Other					321,040								2,109,000				93	%
Grand Total			(11	)						$	3,828,554			$	593,840				18,246,000				94	%

 

Notes:

(1)	The mortgage or capital lease obligations differ from the total reported on the consolidated balance sheet due to the unamortized discount or premium on certain mortgage payables.

(2)	Excludes newly created redevelopment square footage not yet in service, as well as residential and hotel square footage.

(3)	Grocery anchor is defined as a grocery tenant leasing 15,000 square feet or more.

(4)	Portion of property subject to capital lease obligation.

(5)	The Trust has a 64.1% ownership interest in the property.

(6)	Property owned in a “downreit” partnership, of which a wholly owned subsidiary of the Trust is the sole general partner, with third party partners holding operating partnership units.

(7)	The Trust has a 70% ownership interest in the property.

(8)	The Trust has a 90% ownership interest in the property.

(9)	On October 16, 2006, the Trust acquired control of Melville Mall through a 20 year master lease and secondary financing. Since the Trust controls this property and retains substantially all of the economic benefit and risks associated with it, we consolidate this property and its operations.

(10)	The Trust has an 85% ownership interest in the property which is accounted for on the equity method.

(11)	Aggregate information is calculated on a GLA weighted-average basis, excluding properties acquired through the Taurus Newbury Street JV II Limited Partnership.

(12)	50% of the ownership of this property is in a “downreit” partnership, of which a wholly owned subsidiary of the Trust is the sole general partner, with third party partners holding operating partnership units.

(13)	Property subject to capital lease obligation.

 

16

---

 

Federal Realty Investment Trust

Retail Leasing Summary (1)

September 30, 2010

 

 

Total Lease Summary - Comparable (2)

 

Quarter		Number of Leases Signed				% of Comparable Leases Signed				GLA Signed				Contractual Rent (3) Per Sq. Ft.				Prior Rent (4) Per Sq. Ft.				Annual Increase in Rent				Cash Basis % Increase Over Prior Rent				Straight- lined Basis % Increase Over Prior Rent				Weighted Average Lease Term (5)				Tenant Improvements & Incentives (6)				Tenant Improvements & Incentives Per Sq. Ft.
3rd Quarter 2010			75				100	%			349,489			$	25.17			$	23.83			$	467,613				6	%			17	%			7.1			$	6,199,555			$	17.74
2nd Quarter 2010			80				100	%			307,567			$	27.62			$	26.64			$	301,098				4	%			13	%			7.4			$	4,431,806			$	14.41
1st Quarter 2010			69				100	%			307,962			$	29.19			$	25.11			$	1,255,084				16	%			27	%			6.5			$	6,919,627			$	22.47
4th Quarter 2009			82				100	%			360,218			$	27.58			$	26.64			$	337,501				4	%			13	%			7.0			$	4,550,199			$	12.63
Total - 12 months			306				100	%			1,325,236			$	27.33			$	25.54			$	2,361,296				7	%			17	%			7.0			$	22,101,187			$	16.68

New Lease Summary - Comparable (2)

Quarter		Number of Leases Signed				% of Comparable Leases Signed				GLA Signed				Contractual Rent (3) Per Sq. Ft.				Prior Rent (4) Per Sq. Ft.				Annual Increase in Rent				Cash Basis % Increase Over Prior Rent				Straight- lined Basis % Increase Over Prior Rent				Weighted Average Lease Term (5)				Tenant Improvements & Incentives (6)				Tenant Improvements & Incentives Per Sq. Ft.
3rd Quarter 2010			29				39	%			132,033			$	27.10			$	25.79			$	172,909				5	%			16	%			8.2			$	6,089,555			$	46.12
2nd Quarter 2010			31				39	%			149,562			$	25.01			$	23.20			$	270,375				8	%			16	%			9.4			$	4,409,306			$	29.48
1st Quarter 2010			29				42	%			157,619			$	23.00			$	20.98			$	318,458				10	%			17	%			8.9			$	6,828,877			$	43.33
4th Quarter 2009			32				39	%			176,966			$	24.89			$	24.77			$	20,465				0	%			10	%			10.6			$	4,328,199			$	24.46
Total - 12 months			121				40	%			616,180			$	24.91			$	23.64			$	782,207				5	%			14	%			9.4			$	21,655,937			$	35.15

Renewal Lease Summary - Comparable (2) (7)

Quarter		Number of Leases Signed				% of Comparable Leases Signed				GLA Signed				Contractual Rent (3) Per Sq. Ft.				Prior Rent (4) Per Sq. Ft.				Annual Increase in Rent				Cash Basis % Increase Over Prior Rent				Straight- lined Basis % Increase Over Prior Rent				Weighted Average Lease Term (5)				Tenant Improvements & Incentives (6)				Tenant Improvements & Incentives Per Sq. Ft.
3rd Quarter 2010			46				61	%			217,456			$	23.99			$	22.64			$	294,704				6	%			18	%			6.3			$	110,000			$	0.51
2nd Quarter 2010			49				61	%			158,005			$	30.09			$	29.90			$	30,723				1	%			11	%			5.8			$	22,500			$	0.14
1st Quarter 2010			40				58	%			150,343			$	35.67			$	29.44			$	936,626				21	%			35	%			4.9			$	90,750			$	0.60
4th Quarter 2009			50				61	%			183,252			$	30.17			$	28.44			$	317,036				6	%			16	%			4.1			$	222,000			$	1.21
Total - 12 months			185				60	%			709,056			$	29.43			$	27.20			$	1,579,089				8	%			20	%			5.3			$	445,250			$	0.63

Total Lease Summary - Comparable and Non-comparable (2)

Quarter		Number of Leases Signed				GLA Signed				Contractual Rent (3) Per Sq. Ft.				Weighted Average Lease Term (5)				Tenant Improvements & Incentives (6)				Tenant Improvements & Incentives Per Sq. Ft.
3rd Quarter 2010			77				395,649			$	24.44				7.3			$	8,891,735			$	22.47
2nd Quarter 2010			82				318,931			$	28.20				7.5			$	5,978,306			$	18.74
1st Quarter 2010			72				317,932			$	28.62				6.5			$	6,996,698			$	22.01
4th Quarter 2009			89				396,709			$	27.12				7.4			$	4,900,788			$	12.35
Total - 12 months			320				1,429,221			$	26.95				7.2			$	26,767,527			$	18.73

 

Notes:

(1)	Leases on this report represent retail activity only; office and residential leases are not included.

(2)	Comparable leases represent those leases signed on spaces for which there was a former tenant.

(3)	Contractual rent represents contractual minimum rent under the new lease for the first 12 months of the term.

(4)	Prior rent represents minimum rent and percentage rent, if any, paid by the prior tenant in the final 12 months of the term.

(5)	Weighted average is determined on the basis of square footage.

(6)	See Glossary of Terms.

(7)	Renewal leases represent expiring leases rolling over with the same tenant in the same location. All other leases are categorized as new.

 

17

---

 

Federal Realty Investment Trust

Lease Expirations

September 30, 2010

 

 

Assumes no exercise of lease options

 

		Anchor Tenants (1)												Small Shop Tenants												Total
Year		Expiring SF				% of Anchor SF				Minimum Rent PSF (2)				Expiring SF				% of Small Shop SF				Minimum Rent PSF (2)				Expiring SF (4)				% of Total SF				Minimum Rent PSF (2)
2010			62,000				1	%		$	12.50				193,000				3	%		$	25.66				255,000				1	%		$	22.46
2011			725,000				8	%		$	14.58				980,000				13	%		$	29.42				1,705,000				10	%		$	23.11
2012			995,000				10	%		$	13.25				1,189,000				16	%		$	30.69				2,184,000				13	%		$	22.74
2013			1,042,000				11	%		$	15.45				1,012,000				13	%		$	32.71				2,054,000				12	%		$	23.95
2014			1,378,000				14	%		$	16.07				866,000				12	%		$	33.81				2,243,000				13	%		$	22.93
2015			826,000				9	%		$	13.94				939,000				13	%		$	29.59				1,766,000				10	%		$	22.25
2016			610,000				6	%		$	16.89				668,000				9	%		$	30.49				1,277,000				8	%		$	24.02
2017			620,000				6	%		$	17.28				442,000				6	%		$	29.98				1,062,000				6	%		$	22.57
2018			657,000				7	%		$	11.66				298,000				4	%		$	34.70				955,000				6	%		$	18.85
2019			487,000				5	%		$	17.41				239,000				3	%		$	39.46				726,000				4	%		$	24.67
Thereafter			2,197,000				23	%		$	17.18				635,000				8	%		$	36.49				2,833,000				17	%		$	21.50
Total (3)			9,599,000				100	%		$	15.54				7,461,000				100	%		$	31.76				17,060,000				100	%		$	22.64
Assumes all lease options are exercised
		Anchor Tenants (1)												Small Shop Tenants												Total
Year		Expiring SF				% of Anchor SF				Minimum Rent PSF (2)				Expiring SF				% of Small Shop SF				Minimum Rent PSF (2)				Expiring SF (4)				% of Total SF				Minimum Rent PSF (2)
2010			37,000				0	%		$	12.11				160,000				2	%		$	24.69				196,000				1	%		$	22.44
2011			278,000				3	%		$	12.43				583,000				8	%		$	28.88				861,000				5	%		$	23.57
2012			172,000				2	%		$	13.47				676,000				9	%		$	30.95				849,000				5	%		$	27.37
2013			156,000				2	%		$	15.34				500,000				7	%		$	33.20				656,000				4	%		$	28.95
2014			205,000				2	%		$	9.64				517,000				7	%		$	36.00				722,000				4	%		$	28.52
2015			109,000				1	%		$	20.24				539,000				7	%		$	29.57				648,000				4	%		$	28.00
2016			182,000				2	%		$	19.92				482,000				7	%		$	30.37				663,000				4	%		$	27.54
2017			152,000				1	%		$	25.03				534,000				7	%		$	31.49				686,000				4	%		$	30.06
2018			290,000				3	%		$	14.79				447,000				6	%		$	36.52				737,000				4	%		$	27.97
2019			353,000				4	%		$	19.06				330,000				4	%		$	34.82				684,000				4	%		$	26.64
Thereafter			7,665,000				80	%		$	15.39				2,693,000				36	%		$	31.51				10,358,000				61	%		$	19.58
Total (3)			9,599,000				100	%		$	15.54				7,461,000				100	%		$	31.76				17,060,000				100	%		$	22.64

 

Notes:

(1)	Anchor is defined as a tenant leasing 15,000 square feet or more.

(2)	Minimum Rent reflects in-place contractual (cash-basis) rent as of September 30, 2010.

(3)	Represents occupied square footage as of September 30, 2010.

(4)	Individual items may not add up to total due to rounding.

 

18

---

 

Federal Realty Investment Trust

Portfolio Leased Statistics

September 30, 2010

 

 

Overall Portfolio Statistics (1)

 

		At September 30, 2010												At September 30, 2009
Type		Size				Leased				Leased %				Size				Leased				Leased %
Retail Properties (2) (sf)			18,246,000				17,139,000				93.9	%			18,164,000				17,110,000				94.2	%
Residential Properties (3) (units)			903				874				96.8	%			903				840				93.0	%
Same Center Statistics (1)
		At September 30, 2010												At September 30, 2009
Type		Size				Leased				Leased %				Size				Leased				Leased %
Retail Properties (2) (4) (sf)			17,535,000				16,550,000				94.4	%			17,537,000				16,557,000				94.4	%
Residential Properties (3) (units)			903				874				96.8	%			903				840				93.0	%

 

Notes:

(1)	See Glossary of Terms.

(2)	Leasable square feet; excludes redevelopment square footage not yet placed in service.

(3)	Includes Rollingwood, The Crest at Congressional and the residential rental units at Santana Row and Bethesda Row.

(4)	Excludes properties purchased, sold or under redevelopment.

 

19

---

 

Federal Realty Investment Trust

Summary of Top 25 Tenants

September 30, 2010

 

 

 

Rank		Tenant Name		Annualized Base Rent				Percentage of Total Annualized Base Rent (4)				Tenant GLA				Percentage of Total GLA (4)				Number of Stores Leased
1		Bed, Bath & Beyond, Inc.		$	10,236,000				2.65	%			658,000				3.61	%			15
2		Ahold USA, Inc.		$	8,820,000				2.28	%			592,000				3.24	%			11
3		TJX Companies		$	7,677,000				1.99	%			540,000				2.96	%			15
4		Safeway, Inc.		$	6,971,000				1.81	%			481,000				2.64	%			9
5		Gap, Inc.		$	6,737,000				1.74	%			220,000				1.21	%			11
6		CVS Corporation		$	6,357,000				1.65	%			205,000				1.12	%			18
7		Barnes & Noble, Inc.		$	5,370,000				1.39	%			230,000				1.26	%			9
8		L.A. Fitness International LLC		$	4,283,000				1.11	%			222,000				1.22	%			5
9		OPNET Technologies, Inc.		$	3,866,000				1.00	%			83,000				0.45	%			2
10		Best Buy Stores, L.P.		$	3,502,000				0.91	%			99,000				0.54	%			3
11		Staples, Inc.		$	3,429,000				0.89	%			187,000				1.02	%			9
12		Wells Fargo Bank, N.A. (includes Wachovia Corporation)		$	3,306,000				0.86	%			70,000				0.38	%			15
13		DSW, Inc		$	3,294,000				0.85	%			125,000				0.69	%			5
14		Supervalu Inc. (Acme/Sav-A-Lot/Star Mkt/Shoppers Food)		$	3,227,000				0.84	%			338,000				1.85	%			7
15		Bank of America, N.A.		$	3,096,000				0.80	%			68,000				0.37	%			20
16		Ross Stores, Inc.		$	2,842,000				0.74	%			148,000				0.81	%			5
17		Home Depot, Inc.		$	2,832,000				0.73	%			335,000				1.84	%			4
18		Kohl’s Corporation		$	2,793,000				0.72	%			322,000				1.76	%			3
19		Wakefern Food Corporation		$	2,783,000				0.72	%			136,000				0.75	%			2
20		Bally Total Fitness Corporation		$	2,618,000				0.68	%			156,000				0.85	%			5
21		Great Atlantic & Pacific Tea Co		$	2,517,000				0.65	%			217,000				1.19	%			4
22		Container Store, Inc.		$	2,496,000				0.65	%			52,000				0.28	%			2
23		A.C. Moore, Inc.		$	2,483,000				0.64	%			141,000				0.77	%			6
24		Dress Barn, Inc.		$	2,379,000				0.62	%			103,000				0.56	%			14
25		AMC Entertainment Inc.		$	2,378,000				0.62	%			166,000				0.91	%			4
		Totals - Top 25 Tenants		$	106,292,000				27.54	%			5,894,000				32.28	%			203
		Total: (1)		$	386,178,000	(2)							18,246,000	(3)							1,739

 

Notes:

(1)	Does not include amounts related to leases these tenants have with our partnership with a discretionary fund created and advised by ING Clarion Partners.

(2)	Reflects annual in-place contractual (cash-basis) rent as of September 30, 2010.

(3)	Excludes redevelopment square footage not yet placed in service.

(4)	Individual items may not add up to total due to rounding.

 

20

---

 

Federal Realty Investment Trust

Reconciliation of Net Income to FFO Guidance

September 30, 2010

 

 

		2010 Guidance
		(Dollars in millions except
		per share amounts) (1)
Funds from Operations available for common shareholders (FFO)
Net income		$	126			$	127
Net income attributable to noncontrolling interests			(5	)			(5	)
Gain on sale of real estate			(1	)			(1	)
Depreciation and amortization of real estate & joint venture real estate assets			109				109
Amortization of initial direct costs of leases			9				9
Funds from operations			237				239
Dividends on preferred shares			(1	)			(1	)
Income attributable to operating partnership units			1				1
Income attributable to unvested shares			(1	)			(1	)
FFO			237				238
Litigation provision (2)			1				1
FFO excluding litigation provision		$	238			$	239
Weighted average number of common shares, diluted			61.7				61.7
FFO per diluted share		$	3.84			$	3.86
Litigation provision			0.01				0.01
FFO per diluted share excluding litigation provision		$	3.85			$	3.87
		2011 Guidance
		(Dollars in millions except
		per share amounts) (1)
Funds from Operations available for common shareholders (FFO)
Net income		$	131			$	135
Net income attributable to noncontrolling interests			(5	)			(5	)
Gain on sale of real estate			—				—
Depreciation and amortization of real estate & joint venture real estate assets			111				111
Amortization of initial direct costs of leases			9				9
Funds from operations			245				250
Dividends on preferred shares			(1	)			(1	)
Income attributable to operating partnership units			1				1
Income attributable to unvested shares			(1	)			(1	)
FFO		$	245			$	249
Weighted average number of common shares, diluted			61.9				61.9
FFO per diluted share		$	3.95			$	4.02

Notes:

(1)	Individual items may not add up to total due to rounding.

(2)	Amount represents a charge for litigation regarding a parcel of land located adjacent to Santana Row as well as other costs related to the litigation and appeal process.

 

21

---

 

Federal Realty Investment Trust

Summarized Income Statements and Balance Sheets - 30% Owned Joint Venture

September 30, 2010

 

 

CONSOLIDATED INCOME STATEMENTS

 

		Three months ended September 30,								Nine months ended September 30,
		2010				2009				2010				2009
		(in thousands)								(in thousands)
Revenues
Rental income		$	4,499			$	4,377			$	13,637			$	13,832
Other property income			11				650				51				691
			4,510				5,027				13,688				14,523
Expenses
Rental			741				734				2,894				2,646
Real estate taxes			581				589				1,770				1,661
Depreciation and amortization			1,259				1,278				3,771				3,764
			2,581				2,601				8,435				8,071
Operating income			1,929				2,426				5,253				6,452
Interest expense			(849	)			(1,131	)			(2,551	)			(3,396	)
Net income		$	1,080			$	1,295			$	2,702			$	3,056

CONSOLIDATED BALANCE SHEETS
		September 30, 2010				December 31, 2009
		(in thousands)
ASSETS
Real estate, at cost		$	205,205			$	203,122
Less accumulated depreciation and amortization			(23,044	)			(19,365	)
Net real estate			182,161				183,757
Cash and cash equivalents			3,291				2,959
Other assets			7,607				6,853
TOTAL ASSETS		$	193,059			$	193,569
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities
Mortgages payable		$	57,634			$	57,780
Other liabilities			5,812				6,101
Total liabilities			63,446				63,881
Partners’ capital			129,613				129,688
TOTAL LIABILITIES AND PARTNERS’ CAPITAL		$	193,059			$	193,569

 

22

---

 

Federal Realty Investment Trust

Summary of Outstanding Debt and Debt Maturities - 30% Owned Joint Venture

September 30, 2010

 

 

OUTSTANDING DEBT

 

Maturity

Stated Interest Rate as of September 30, 2010

Balance

(in thousands)

Mortgage Loans

Secured Fixed Rate

Plaza del Mercado

07/05/14

5.77

% (a)

$

12,749

Atlantic Plaza

12/01/14

5.12

% (b)

10,500

Barcroft Plaza

07/01/16

5.99

% (b)(c)

20,785

Greenlawn Plaza

07/01/16

5.90

% (b)

13,600

Total Fixed Rate Debt

$

57,634

Debt Maturities

(in thousands)

 

Year		Scheduled Amortization				Maturities				Total				Percent of Debt Maturing				Cumulative Percent of Debt Maturing
2010		$	50			$	—			$	50				0.1	%			0.1	%
2011			208				—				208				0.4	%			0.5	%
2012			220				—				220				0.4	%			0.9	%
2013			233				—				233				0.4	%			1.3	%
2014			142				22,396				22,538				39.1	%			40.4	%
2015			—				—				—				0.0	%			40.4	%
2016			—				34,385				34,385				59.6	%			100.0	%
Total		$	853			$	56,781			$	57,634				100.0	%

 

Notes:

(a)	Effective July 5, 2007, principal and interest payments are due based on a 30-year amortization schedule.

(b)	Interest only until maturity.

(c)	The stated interest rate represents the weighted average interest rate for two mortgage loans secured by this property. The loan balance represents a note of $16.6 million at a stated rate of 6.06% and a note of $4.2 million at a stated rate of 5.71%.

 

23

---

 

Federal Realty Investment Trust

Real Estate Status Report - 30% Owned Joint Venture

September 30, 2010

 

 

 

Property Name		MSA Description		Year Acquired				Real Estate at Cost				Mortgage or Capital Lease Obligation				GLA				% Leased				Grocery Anchor GLA (1)				Grocery Anchor		Other Principal Tenants
								(in thousands)				(in thousands)
Washington Metropolitan Area
Barcroft Plaza		Washington, DC-MD-VA			2006-2007			$	34,225			$	20,785				101,000				88	%			46,000			Harris Teeter		Bank of America
Free State Shopping Center		Washington, DC-MD-VA			2007				65,888								279,000				88	%			73,000			Giant Food		TJ Maxx / Ross/ Office Depot
Plaza del Mercado		Washington, DC-MD-VA			2004				21,490				12,749				96,000				93	%			25,000			Giant Food		CVS
		Total Washington Metropolitan Area							121,603								476,000				89	%
New York / New Jersey
Greenlawn Plaza		Nassau-Suffolk, NY			2006				20,020				13,600				106,000				99	%			46,000			Waldbaum’s		Tuesday Morning
		Total New York / New Jersey							20,020								106,000				99	%
New England
Atlantic Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				18,324				10,500				123,000				91	%								Sears
Campus Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				22,212								117,000				94	%			46,000			Roche Brothers		Burlington Coat Factory
Pleasant Shops		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				23,046								129,000				92	%			38,000			Foodmaster		Marshalls
		Total New England							63,582								369,000				92	%
Grand Totals								$	205,205			$	57,634				951,000				91	%

 

Note:

(1)	Grocery anchor is defined as a grocery tenant leasing 15,000 square feet or more.

 

24

---

 

Glossary of Terms

Adjusted EBITDA: Adjusted EBITDA is a non-GAAP measure that means net income or loss attributable to the Trust plus depreciation and amortization, net interest expense, income taxes, gain or loss on sale of real estate and impairments of real estate, if any. Adjusted EBITDA is presented because it approximates a key performance measure in our debt covenants, but it should not be considered an alternative measure of operating results or cash flow from operations as determined in accordance with GAAP. The reconciliation of net income attributable to the Trust to EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2010 and 2009 is as follows:

 

		Three Months Ended September 30,								Nine Months Ended September 30,
		2010				2009				2010				2009
		(in thousands)								(in thousands)
Net income attributable to the Trust		$	29,640			$	27,433			$	89,974			$	66,334
Depreciation and amortization			29,591				28,410				89,701				86,635
Interest expense			25,299				30,209				76,679				79,622
Early extinguishment of debt			—				—				2,801				968
Other interest income			(18	)			(924	)			(233	)			(1,274	)
EBITDA			84,512				85,128				258,922				232,285
Gain on sale of real estate			—				—				(1,410	)			(1,298	)
Adjusted EBITDA		$	84,512			$	85,128			$	257,512			$	230,987

Funds From Operations (FFO): FFO is a supplemental measure of real estate companies’ operating performances. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as follows: net income, computed in accordance with GAAP plus depreciation and amortization of real estate assets and excluding extraordinary items and gains and losses on sale of real estate. NAREIT developed FFO as a relative measure of performance and liquidity of an equity REIT in order to recognize that the value of income-producing real estate historically has not depreciated on the basis determined under GAAP. However, FFO does not represent cash flows from operating activities in accordance with GAAP (which, unlike FFO, generally reflects all cash effects of transactions and other events in the determination of net income); should not be considered an alternative to net income as an indication of our performance; and is not necessarily indicative of cash flow as a measure of liquidity or ability to pay dividends. We consider FFO a meaningful, additional measure of operating performance primarily because it excludes the assumption that the value of real estate assets diminishes predictably over time, and because industry analysts have accepted it as a performance measure. Comparison of our presentation of FFO to similarly titled measures for other REITs may not necessarily be meaningful due to possible differences in the application of the NAREIT definition used by such REITs.

Property Operating Income: Rental income, other property income and mortgage interest income, less rental expenses and real estate taxes and excluding operating results from discontinued operations.

Overall Portfolio: Includes all operating properties owned in reporting period.

Same Center: Information provided on a same center basis is provided for only those properties that were owned and operated for the entirety of both periods being compared, excludes properties that were redeveloped, expanded or under development and properties purchased or sold at any time during the periods being compared.

Tenant Improvements and Incentives: Represents not only the total dollars committed for the improvement (fit-out) of a space as it relates to a specific lease but may also include base building costs (i.e. expansion, escalators or new entrances) which are required to make the space leasable. Incentives include amounts paid to tenants as an inducement to sign a lease that do not represent building improvements.

 

25