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) June 30, 2011

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))

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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 August 3, 2011, 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 June 30, 2011. 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 June 30, 2011 (including press release dated August 3, 2011)

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: August 3, 2011						/s/ Andrew P. Blocher
						Andrew P. Blocher
						Senior Vice President-
						Chief Financial Officer and Treasurer

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EXHIBIT INDEX

 

Exh No.		Exhibit
99.1		Supplemental Information at June 30, 2011

Exhibit 99.1

FEDERAL REALTY INVESTMENT TRUST

SUPPLEMENTAL INFORMATION

June 30, 2011

TABLE OF CONTENTS

 

1.		Second Quarter 2011 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.		2011 Significant Acquisitions and Disposition			15
6.		Real Estate Status Report			16
7.		Retail Leasing Summary			18
8.		Lease Expirations			19
9.		Portfolio Leased Statistics			20
10.		Summary of Top 25 Tenants			21
11.		Reconciliation of Net Income to FFO Guidance			22
12.		30% Owned Joint Venture Disclosure
		Summarized Income Statements and Balance Sheets			23
		Summary of Outstanding Debt and Debt Maturities			24
		Real Estate Status Report			25
13.		Glossary of Terms			26

1626 East Jefferson Street

Rockville, Maryland 20852-4041

301/998-8100

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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 15, 2011, 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 costs associated with the periodic maintenance and repair or renovation of space, insurance and other operations may increase, 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 associated with general economic conditions, including local economic conditions in our geographic markets;

 

•

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 15, 2011.

 

2

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FOR IMMEDIATE RELEASE

Investor and Media Inquiries

Andrew Blocher

Chief Financial Officer

301/998-8166

ablocher@federalrealty.com

FEDERAL REALTY INVESTMENT TRUST ANNOUNCES SECOND QUARTER 2011 OPERATING RESULTS

- Common dividend increased for 44^th consecutive year -

ROCKVILLE, Md. (August 3, 2011) – Federal Realty Investment Trust (NYSE:FRT) today reported operating results for its second quarter ended June 30, 2011.

Financial Results

In the second quarter 2011, Federal Realty generated funds from operations available for common shareholders (FFO) of $64.3 million or $1.02 per diluted share, which are record quarterly FFO results for the Trust. This compares to FFO of $60.3 million, or $0.98 per diluted share, in second quarter 2010. For the six months ended June 30, 2011, Federal Realty reported FFO of $125.5 million, or $2.01 per diluted share, compared to $118.1 million, or $1.92 per diluted share for the same six-month period in 2010.

Net income available for common shareholders was $34.6 million and earnings per diluted share was $0.55 for the quarter ended June 30, 2011 versus $31.0 million and $0.50, respectively, for second quarter 2010. Year-to-date, Federal Realty reported net income available for common shareholders of $65.7 million and earnings per diluted share of $1.05. This compares to net income available for common shareholders of $60.1 million and earnings per diluted share of $0.98 for the six months ended June 30, 2010.

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.

Portfolio Results

In second quarter 2011, same-center property operating income increased 1.6% over second quarter 2010. When redevelopment and expansion properties are excluded from same-center results, property operating income for second quarter 2011 increased 1.5% compared to second quarter 2010.

 

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2011 OPERATING RESULTS

August 3, 2011

Page 2

 

The overall portfolio was 93.4% leased as of June 30, 2011, compared to 93.8% on March 31, 2011 and 94.2% on June 30, 2010. Federal Realty’s same-center portfolio was 93.7% leased on June 30, 2011, compared to 94.3% on March 31, 2011 and 94.7% on June 30, 2010.

During the second quarter of 2011, Federal Realty signed 92 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 370,000 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 $28.21 per square foot, compared to the average contractual rent of $26.64 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 16% for second quarter 2011. As of June 30, 2011, Federal Realty’s average contractual, cash basis minimum rent for retail and commercial space in its portfolio was $22.88 per square foot.

Regular Quarterly Dividends

Federal Realty also announced today that its Board of Trustees increased the dividend rate on its common shares, declaring a regular quarterly cash dividend of $0.69 per share, resulting in an indicated annual rate of $2.76 per share, an increase of 3.0%. The regular common dividend will be payable on October 14, 2011, to common shareholders of record as of September 22, 2011. This increase represents the 44th consecutive year that Federal Realty has increased its common dividend, the longest record of consecutive annual dividend increases in the REIT sector, and amongst the longest such records for publicly traded companies in the US.

Guidance

Federal Realty increased its guidance for 2011 FFO per diluted share to a range of $3.99 to $4.04, and provided 2011 earnings per diluted share guidance of $2.27 to $2.32.

“We produced record quarterly results, increased our annual guidance and extended our dividend record for the 44^th straight year, quite an accomplishment in these difficult times,” said Don Wood, president and chief executive officer. “The quality of our real estate and our disciplined management has been the constant throughout this downturn, and with development and acquisition opportunities we see on the horizon, the future looks very bright for the Trust.”

 

4

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2011 OPERATING RESULTS

August 3, 2011

Page 3

 

Summary of Other Quarterly Activities and Recent Developments

 

•

July 7, 2011 – Federal Realty completed a $400 million senior unsecured credit facility with 16 high quality financial institutions. The facility has a four year term with a one year extension option, and pricing (LIBOR plus 115 basis points at the Trust’s current Baa1/BBB+ rating) reflected a new standard in the current REIT bank market. Proceeds from the credit facility were used to retire the Trust’s previous $300 million credit facility and for general corporate purposes.

 

•

July 12, 2011 – Federal Realty sold Feasterville Shopping Center in Feasterville, Pennsylvania for a sales price of $20.0 million. The Trust took advantage of a reverse 1031 exchange resulting from the acquisition of Tower Shops in January 2011.

Conference Call Information

Federal Realty’s management team will present an in-depth discussion of the Trust’s operating performance on its second quarter 2011 earnings conference call, which is scheduled for August 4, 2011, at 11 a.m. Eastern Daylight Time. To participate, please call (800) 299-7928 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 website, www.federalrealty.com, which will remain available for 30 days following the call. A telephone recording of the call will also be available through September 4, 2011, by dialing (888) 286-8010 and using the passcode 58534568.

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 18.6 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 (excluding joint venture properties) was 93.4% leased to national, regional, and local retailers as of June 30, 2011, with no single tenant accounting for more than approximately 2.6% 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 44 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.

 

5

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FEDERAL REALTY INVESTMENT TRUST ANNOUNCES

SECOND QUARTER 2011 OPERATING RESULTS

August 3, 2011

Page 4

 

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 15, 2011, 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 costs associated with the periodic maintenance and repair or renovation of space, insurance and other operations may increase, 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 associated with general economic conditions, including local economic conditions in our geographic markets;

 

•

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 15, 2011.

 

6

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Federal Realty Investment Trust

Summarized Income Statements

June 30, 2011

 

 

 

		Three months ended June 30,								Six months ended June 30,
		2011				2010				2011				2010
		(in thousands, except per share data) (unaudited)
Revenue
Rental income		$	132,999			$	129,636			$	267,438			$	260,461
Other property income			2,146				2,509				4,236				8,419
Mortgage interest income			1,134				1,071				2,255				2,137
Total revenue			136,279				133,216				273,929				271,017
Expenses
Rental expenses			25,132				25,511				54,535				55,304
Real estate taxes			15,547				14,828				30,954				29,855
General and administrative			6,395				6,016				12,446				11,505
Depreciation and amortization			31,871				31,020				62,287				59,793
Total operating expenses			78,945				77,375				160,222				156,457
Operating income			57,334				55,841				113,707				114,560
Other interest income			20				33				35				215
Interest expense			(23,905	)			(25,418	)			(48,949	)			(51,380	)
Early extinguishment of debt			—				—				296				(2,801	)
Income from real estate partnerships			444				188				767				381
Income from continuing operations			33,893				30,644				65,856				60,975
Discontinued operations
Discontinued operations - income			509				314				930				537
Discontinued operations - gain on deconsolidation of VIE			2,026				—				2,026				—
Discontinued operations - gain on sale of real estate			43				1,000				43				1,000
Results from discontinued operations			2,578				1,314				2,999				1,537
Income before gain on sale of real estate			36,471				31,958				68,855				62,512
Gain on sale of real estate			—				410				—				410
Net income			36,471				32,368				68,855				62,922
Net income attributable to noncontrolling interests			(1,714	)			(1,254	)			(2,912	)			(2,588	)
Net income attributable to the Trust			34,757				31,114				65,943				60,334
Dividends on preferred shares			(135	)			(135	)			(271	)			(271	)
Net income available for common shareholders		$	34,622			$	30,979			$	65,672			$	60,063
EARNINGS PER COMMON SHARE, BASIC
Continuing operations		$	0.51			$	0.47			$	1.01			$	0.95
Discontinued operations			0.04				0.02				0.05				0.02
Gain on sale of real estate			—				0.01				—				0.01
		$	0.55			$	0.50			$	1.06			$	0.98
Weighted average number of common shares, basic			62,214				61,169				61,844				61,129
EARNINGS PER COMMON SHARE, DILUTED
Continuing operations		$	0.51			$	0.47			$	1.00			$	0.95
Discontinued operations			0.04				0.02				0.05				0.02
Gain on sale of real estate			—				0.01				—				0.01
		$	0.55			$	0.50			$	1.05			$	0.98
Weighted average number of common shares, diluted			62,391				61,311				62,012				61,266

 

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Federal Realty Investment Trust

Summarized Balance Sheets

June 30, 2011

 

 

 

		June 30, 2011				December 31, 2010
		(in thousands)
		(unaudited)
ASSETS
Real estate, at cost
Operating (including $139,785 and $78,846 of consolidated variable interest entities, respectively)		$	3,795,754			$	3,695,848
Construction-in-progress			180,740				163,200
Assets held for sale/disposal (discontinued operations) (including $0 and $18,311 of consolidated variable interest entities, respectively)			16,503				36,894
			3,992,997				3,895,942
Less accumulated depreciation and amortization (including $5,329 and $4,431 of consolidated variable interest entities, respectively)			(1,084,806	)			(1,035,204	)
Net real estate			2,908,191				2,860,738
Cash and cash equivalents			19,848				15,797
Accounts and notes receivable, net			73,917				68,997
Mortgage notes receivable, net			56,619				44,813
Investment in real estate partnerships			57,864				51,606
Prepaid expenses and other assets			104,229				117,602
TOTAL ASSETS		$	3,220,668			$	3,159,553
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages payable and capital lease obligations (including $22,455 and $22,785 of consolidated variable interest entities, respectively)		$	546,253			$	589,441
Notes payable			209,302				97,881
Senior notes and debentures			1,004,737				1,079,827
Accounts payable and other liabilities			196,480				211,274
Total liabilities			1,956,772				1,978,423
Shareholders’ equity
Preferred shares			9,997				9,997
Common shares and other shareholders’ equity			1,222,568				1,139,836
Total shareholders’ equity of the Trust			1,232,565				1,149,833
Noncontrolling interests			31,331				31,297
Total shareholders’ equity			1,263,896				1,181,130
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	3,220,668			$	3,159,553

 

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Federal Realty Investment Trust

Funds From Operations / Summary of Capital Expenditures

June 30, 2011

 

 

 

		Three months ended June 30,								Six months ended June 30,
		2011				2010				2011				2010
		(in thousands, except per share data)
Funds from Operations available for common shareholders (FFO) (1)
Net income		$	36,471			$	32,368			$	68,855			$	62,922
Net income attributable to noncontrolling interests			(1,714	)			(1,254	)			(2,912	)			(2,588	)
Gain on sale of real estate			(43	)			(1,410	)			(43	)			(1,410	)
Gain on deconsolidation of VIE			(2,026	)			—				(2,026	)			—
Depreciation and amortization of real estate assets			28,463				27,797				56,052				53,884
Amortization of initial direct costs of leases			2,813				2,561				5,053				4,797
Depreciation of joint venture real estate assets			431				345				858				696
Funds from operations			64,395				60,407				125,837				118,301
Dividends on preferred shares			(135	)			(135	)			(271	)			(271	)
Income attributable to operating partnership units			241				244				484				489
Income attributable to unvested shares			(228	)			(201	)			(508	)			(392	)
FFO		$	64,273			$	60,315			$	125,542			$	118,127
FFO per diluted share		$	1.02			$	0.98			$	2.01			$	1.92
Weighted average number of common shares, diluted			62,752				61,680				62,373				61,636
Summary of Capital Expenditures
Non-maintenance capital expenditures
Redevelopment and expansions		$	16,491			$	14,332			$	34,656			$	23,724
Tenant improvements and incentives			8,257				3,607				14,118				5,995
Total non-maintenance capital expenditures			24,748				17,939				48,774				29,719
Maintenance capital expenditures			3,967				2,647				6,568				3,893
Total capital expenditures		$	28,715			$	20,586			$	55,342			$	33,612
Dividends and Payout Ratios
Regular common dividends declared		$	42,010			$	40,524			$	83,679			$	81,003
Dividend payout ratio as a percentage of FFO			65	%			67	%			67	%			69	%

Notes:

(1)	See Glossary of Terms.

 

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Federal Realty Investment Trust

Market Data

June 30, 2011

 

 

 

		June 30,
		2011				2010
		(in thousands, except per share data)
Market data
Common shares outstanding (1)			62,798				61,408
Market price per common share		$	85.18			$	70.27
Common equity market capitalization		$	5,349,134			$	4,315,140
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		$	5,359,134			$	4,325,140
Total debt (3)			1,760,292				1,697,138
Total market capitalization		$	7,119,426			$	6,022,278
Total debt to market capitalization at then current market price			25	%			28	%
Total debt to market capitalization at constant common share price of $70.27			28	%			28	%
Fixed rate debt ratio:
Fixed rate debt and capital lease obligations			89	%			99	%
Variable rate debt			11	%			1	%
			100	%			100	%

Notes:

(1)	Amounts do not include 360,314 and 369,260 Operating Partnership Units outstanding at June 30, 2011 and 2010, 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 $17.2 million and $17.3 million which is the Trust’s 30% share of the total mortgages payable of $57.5 million and $57.7 million at June 30, 2011 and 2010, respectively, of the partnership with a discretionary fund created and advised by ING Clarion Partners. It also excludes $11.8 million and $8.8 million at June 30, 2011 and 2010, respectively, in mortgage loans on our Newbury Street Partnership for which we are the lender.

 

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Federal Realty Investment Trust

Components of Rental Income

June 30, 2011

 

 

 

		Three months ended June 30,								Six months ended June 30,
		2011				2010				2011				2010
		(in thousands)								(in thousands)
Minimum rents
Retail and commercial (1)		$	98,232			$	94,777			$	194,968			$	188,276
Residential (2)			5,687				5,357				11,212				10,650
Cost reimbursements			25,538				26,089				54,369				54,839
Percentage rents			1,530				994				2,925				2,450
Other			2,012				2,419				3,964				4,246
Total rental income		$	132,999			$	129,636			$	267,438			$	260,461

Notes:

(1)

Minimum rents include $1.3 million for each of the three months ended June 30, 2011 and 2010, and $2.3 million and $2.5 million for the six months ended June 30, 2011 and 2010, respectively, to recognize minimum rents on a straight-line basis. In addition, minimum rents include $0.4 million and $0.5 million for the three months ended June 30, 2011 and 2010, respectively, and $0.7 million and $0.9 million for the six months ended June 30, 2011 and 2010, 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.

 

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Federal Realty Investment Trust

Summary of Outstanding Debt and Capital Lease Obligations

June 30, 2011

 

 

 

		Stated maturity  date				Stated interest rate as of June 30, 2011				Balance as of June 30, 2011								Weighted average effective rate at June 30, 2011 (h)
										(in thousands)
Mortgages Payable (a)
Secured fixed rate
Courtyard Shops			07/01/12				6.87	%		$	7,169
Bethesda Row			01/01/13				5.37	%			19,994
Bethesda Row			02/01/13				5.05	%			4,090
White Marsh Plaza (b)			04/01/13				6.04	%			9,434
Crow Canyon			08/11/13				5.40	%			20,174
Idylwood Plaza			06/05/14				7.50	%			16,413
Leesburg Plaza			06/05/14				7.50	%			28,558
Loehmann’s Plaza			06/05/14				7.50	%			36,928
Pentagon Row			06/05/14				7.50	%			53,012
Melville Mall (c)			09/01/14				5.25	%			22,703
THE AVENUE at White Marsh			01/01/15				5.46	%			57,211
Barracks Road			11/01/15				7.95	%			39,431
Hauppauge			11/01/15				7.95	%			14,864
Lawrence Park			11/01/15				7.95	%			27,949
Wildwood			11/01/15				7.95	%			24,566
Wynnewood			11/01/15				7.95	%			28,483
Brick Plaza			11/01/15				7.42	%			29,099
Rollingwood Apartments			05/01/19				5.54	%			23,402
Shoppers’ World			01/31/21				5.91	%			5,520
Mount Vernon (d)			04/15/28				5.66	%			10,749
Chelsea			01/15/31				5.36	%			7,712
Subtotal											487,461
Net unamortized discount											(460	)
Total mortgages payable											487,001								6.99	%
Notes payable
Unsecured fixed rate
Various (e)			Various through 2013				3.37	%			10,902
Unsecured variable rate
Revolving credit facility (f)			07/27/11				LIBOR + 0.425	%			189,000
Escondido (Municipal bonds) (g)			10/01/16				0.21	%			9,400
Total notes payable											209,302								0.78	%			(i	)
Senior notes and debentures
Unsecured fixed rate
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											1,004,200
Net unamortized premium											537
Total senior notes and debentures											1,004,737								6.04	%
Capital lease obligations
Various			Various through 2106				Various				59,252								6.91	%
Total debt and capital lease obligations										$	1,760,292
Total fixed rate debt and capital lease obligations										$	1,561,892				89	%			6.35	%
Total variable rate debt											198,400				11	%			0.63	%			(i	)
TOTAL DEBT AND CAPITAL LEASES OBLIGATIONS										$	1,760,292				100	%			5.71	%			(i	)

 

Three months ended June 30,

Six months ended June 30,

2011

2010

2011

2010

Operational Statistics

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

3.54x

3.25x

3.41x

3.04x

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

3.46x

3.20x

3.37x

3.02x

Notes:

(a)	Mortgage loans do not include our 30% share ($17.2 million) of the $57.5 million debt of the partnership with a discretionary fund created and advised by ING Clarion Partners. It also excludes the $11.8 million mortgage loans 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 3.37% 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 six months ended June 30, 2011 was $265.0 million, and the weighted average effective interest rate on borrowings under our revolving credit facility, before amortization of debt fees, was 0.66% and 0.68% for the three and six months ended June 30, 2011, respectively. On July 7, 2011, we replaced our existing revolving credit facility with a new $400.0 million unsecured revolving credit facility that matures on July 6, 2015, subject to a one-year extension at our option, and bears interest at LIBOR plus 115 basis points.

(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 $189.0 million balance on June 30, 2011.

(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. Fixed charges for the six months ended June 30, 2011 include $0.3 million of income from early extinguishment of debt due to the write-off of the unamortized debt premium net of a 3% prepayment premium and unamortized debt fees related to the payoff of our mortgage loan on Tower Shops prior to its contractual prepayment date. Fixed charges for the six months ended June 30, 2010 include $2.8 million of early extinguishment of debt expense due to the write-off of unamortized debt fees related to the $250 million payoff of the term loan prior to its maturity date. Adjusted EBITDA is reconciled to net income in the Glossary of Terms.

 

12

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Federal Realty Investment Trust

Summary of Debt Maturities

June 30, 2011

 

 

DEBT MATURITIES

(in thousands)

 

Year		Scheduled Amortization				Maturities				Total				Percent of Debt Maturing				Cumulative Percent of Debt Maturing				Weighted Average Rate (3)
2011		$	5,717			$	189,000	(1)		$	194,717				11.1	%			11.1	%			0.6	%(4)
2012			12,691				191,916				204,607				11.6	%			22.7	%			5.8	%
2013			11,853				196,893				208,746				11.9	%			34.6	%			5.5	%
2014			10,225				297,864				308,089				17.5	%			52.1	%			6.9	%
2015			6,858				198,391				205,249				11.7	%			63.8	%			7.3	%
2016			2,902				134,400				137,302				7.8	%			71.6	%			5.4	%
2017			3,110				200,000				203,110				11.5	%			83.1	%			6.1	%
2018			3,321				—				3,321				0.2	%			83.3	%			0.0	%
2019			3,200				20,160				23,360				1.3	%			84.6	%			5.6	%
2020			3,239				150,000				153,239				8.7	%			93.3	%			6.0	%
Thereafter			45,597				72,878				118,475				6.7	%			100.0	%			6.9	%
Total		$	108,713			$	1,651,502			$	1,760,215	(2)			100.0	%

Notes:

(1)

Our $300 million revolving credit facility was scheduled to mature on July 27, 2011. As of June 30, 2011, there was $189.0 million outstanding on our revolving credit facility. On July 7, 2011, we replaced our existing revolving credit facility with a new $400.0 million unsecured revolving credit facility that matures on July 6, 2015, subject to a one-year extension at our option.

(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 June 30, 2011.

(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

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Federal Realty Investment Trust

Summary of Redevelopment Opportunities

June 30, 2011

 

 

Current Redevelopment Opportunities (1) ($ millions)

 

Property		Location		Opportunity		Projected ROI (2)				Projected Cost (1)				Cost to Date
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			$	40
Crossroads		Highland Park, IL		Combine four spaces in preparation for new fitness operator, replacing vacant anchor and small shop space.			11%			$	2			$	2
Brick		Brick, NJ		Redevelopment and expansion of existing pad site			14%			$	1			$	0
Subtotal: Projects Anticipated to Stabilize in 2011 (3) (4)							6%			$	47			$	42
Projects Anticipated to Stabilize in 2012 (3)
Santana Row		San Jose, CA		108 unit residential building			8%			$	34			$	21
Shops at Willow Lawn		Richmond, VA		Demo interior mall, relocate mall tenants, construct new exterior GLA, new pad buildings, and gas station			10%			$	13			$	3
Bala Cynwyd		Bala Cynwyd, PA		Construction of two retail pad buildings			11%			$	7			$	1
Fresh Meadows		Queens, NY		Conversion of 2nd floor office space for new sporting goods retailer.			9%			$	3			$	1
Assembly Square Marketplace		Somerville, MA		Restaurant pad site			8%			$	2			$	0
Subtotal: Projects Anticipated to Stabilize in 2012 (3) (4)							9%			$	59			$	26
Total: Projects Anticipated to Stabilize in 2011 and 2012 (3) (4)							7%			$	106			$	68
						Projected ROI (2)				Projected Cost (1)				Projected Stabilization (3)
Projects with internal approvals that are being actively pursued with anticipated stabilization dates beyond 2012
Santana Row		San Jose, CA		216 unit residential building			6.5% - 7.5%				$68M - $73M				2014
Assembly Row (5)		Somerville, MA		First Phase of approximately 280,000 sf of retail space and 419 apartments (to be built by AVB), plus new T-stop; anticipated construction start 2011/2012.			5% - 7%				$120M - $130M				2015

A recent review of our portfolio has generated numerous potential opportunities to create future shareholder value, many of which were previously disclosed as future redevelopment opportunities on this schedule. Executing these opportunities could be subject government approvals, tenant consents, market conditions, etc. Work on many of these new opportunities is in its preliminary stages and may not ultimately come to fruition. This list will change from time to time as we identify hurdles that cannot be overcome in the near term, and focus on those opportunities that are most likely to lead to the creation of shareholder value over time.

Pad Site Opportunities - Opportunity to invest a total of up to $15-$20 million to add both single tenant and multi-tenant stand alone pad buildings at existing retail properties. Many of these opportunities are “by right” and construction is awaiting appropriate retailer demand.

 

Brick Plaza		Brick, NJ		Melville Mall		Huntington, NY
Dedham Plaza		Dedham, MA		Mercer Mall		Lawrenceville, NJ
Escondido		Escondido, CA		Troy		Parsippany, NJ
Federal Plaza		Rockville, MD		Westgate		San Jose, CA
Flourtown		Flourtown, PA		Wildwood		Bethesda, MD

Property Expansion or Conversion - Opportunity to invest a total of up to $15-$20 million at successful retail properties to convert previously unusable space into new GLA and to convert other existing uses into additional retail GLA.

 

Fresh Meadows		Queens, NY		Shoppers’ World		Charlottesville, VA
Hollywood Blvd		Hollywood, CA		Third Street Promenade		Santa Monica, CA
Pentagon Row		Arlington, VA		Wildwood		Bethesda, MD

Residential Opportunities - Opportunity to invest $75-$125 million to add more than 275 residential units to existing retail and mixed-use properties.

 

Barracks Road		Charlottesville, VA		Village of Shirlington		Arlington, VA
Congressional Plaza		Rockville, MD

Near Term Mixed-Use Opportunities

 

Mid-Pike Plaza		Rockville, MD		First phase of approximately 230,000 sf of retail and office space and 400 residential units; anticipated construction start 2012 and anticipated stabilization 2014/2015. Approximate Phase 1cost - $200-$225 million.

Longer Term Mixed-Use Opportunities

 

Assembly Row		Somerville, MA		Pike 7		Vienna, VA
Bala Cynwyd		Bala Cynwyd, PA		Santana Row		San Jose, CA
Forest Hills		Forest Hills, NY

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)	Projected costs for Assembly Row include an allocation of infrastructure costs for future phases.

 

14

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Federal Realty Investment Trust

2011 Significant Acquisitions and Disposition

 

 

Significant Acquisitions

 

Date

Property

City / State

GLA

Purchase price

Anchor tenants

(in square feet)

(in millions)

January 19, 2011

Tower Shops

Davie, FL

372,000

(1)

$

66.1

Best Buy /DSW /Old Navy / Ross Dress For Less /TJ Maxx

May 26, 2011

Newbury Street (2)

Boston, MA

6,700

$

6.2

Significant Disposition

Date

Property

City / State

GLA

Sales price

(in square feet)

(in millions)

July 12, 2011

Feasterville Shopping Center

Feasterville, PA

111,000

$

20.0

Notes:

(1)	This property is on 67 acres and is shadow-anchored by Costco and Home Depot.

(2)

One building was acquired by our Taurus Newbury Street JV II Limited Partnership in which we hold an 85% limited partnership interest and account for our investment under the equity method. We contributed $2.8 million towards this acquisition and provided a $3.1 million interest-only loan secured by the building.

 

15

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Federal Realty Investment Trust

Real Estate Status Report

June 30, 2011

 

 

 

Property Name				MSA Description		Year Acquired				Real Estate at Cost				Mortgage and/or Capital Lease Obligation (1)				GLA (2)				% Leased				Grocery Anchor GLA				Grocery Anchor		Other Principal Tenants
										(in thousands)				(in thousands)
Washington Metropolitan Area
Bethesda Row				Washington, DC-MD-VA			1993-2006/ 2008/2010			$	209,067			$	24,084				534,000				93	%			40,000			Giant Food		Barnes & Noble / Landmark Theater / Apple Computer
Congressional Plaza		(4)		Washington, DC-MD-VA			1965				72,571								330,000				100	%								Buy Buy Baby / Container Store / Last Call Studio by Neiman Marcus
Courthouse Center				Washington, DC-MD-VA			1997				4,399								36,000				93	%
Falls Plaza/Falls Plaza-East				Washington, DC-MD-VA			1967-1972				12,348								144,000				100	%			51,000			Giant Food		CVS / Staples
Federal Plaza				Washington, DC-MD-VA			1989				62,615				—				248,000				85	%			10,000			Trader Joe’s		TJ Maxx / Micro Center / Ross Dress For Less
Friendship Center				Washington, DC-MD-VA			2001				35,219								119,000				80	%								Maggiano’s / Nordstrom Rack
Gaithersburg Square				Washington, DC-MD-VA			1993				24,929								207,000				78	%								Bed, Bath & Beyond / Ross Dress For Less
Idylwood Plaza				Washington, DC-MD-VA			1994				16,002				16,413				73,000				96	%			30,000			Whole Foods
Laurel				Washington, DC-MD-VA			1986				47,577								388,000				86	%			61,000			Giant Food		Marshalls
Leesburg Plaza		(5)		Washington, DC-MD-VA			1998				34,701				28,558				236,000				98	%			55,000			Giant Food		Petsmart / Pier 1 Imports / Office Depot
Loehmann’s Plaza				Washington, DC-MD-VA			1983				32,742				36,928				268,000				95	%			58,000			Giant Food		Bally Total Fitness / Loehmann’s Dress Shop
Mid-Pike Plaza				Washington, DC-MD-VA			1982/2007				49,890								271,000				83	%								Toys R Us / Bally Total Fitness / AC Moore
Mount Vernon/South Valley/7770 Richmond Hwy		(5)		Washington, DC-MD-VA			2003-2006				78,289				10,749				571,000				93	%			62,000			Shoppers Food Warehouse		Bed, Bath & Beyond / Michaels / Home Depot / TJ Maxx / Gold’s Gym
Old Keene Mill				Washington, DC-MD-VA			1976				6,232								92,000				97	%			24,000			Whole Foods		Walgreens
Pan Am				Washington, DC-MD-VA			1993				28,525								227,000				100	%			63,000			Safeway		Micro Center / Michaels
Pentagon Row				Washington, DC-MD-VA			1998/2010				88,778				53,012				297,000				99	%			45,000			Harris Teeter		Bally Total Fitness / Bed, Bath & Beyond / DSW
Pike 7				Washington, DC-MD-VA			1997				35,515								164,000				100	%								DSW / Staples / TJ Maxx
Quince Orchard				Washington, DC-MD-VA			1993				22,370								248,000				74	%			24,000			Magruders		Staples
Rockville Town Square				Washington, DC-MD-VA			2006-2007				37,234								182,000				77	%								CVS / Gold’s Gym
Rollingwood Apartments				Washington, DC-MD-VA			1971				8,201				23,402				N/A				98	%
Sam’s Park & Shop				Washington, DC-MD-VA			1995				12,650								49,000				100	%								Petco
Tower				Washington, DC-MD-VA			1998				20,532								112,000				88	%								Talbots
Tyson’s Station				Washington, DC-MD-VA			1978				3,996				—				49,000				96	%			11,000			Trader Joe’s
Village at Shirlington		(3)		Washington, DC-MD-VA			1995				55,339				6,345				258,000				98	%			28,000			Harris Teeter		AMC Loews / Carlyle Grand Café
Wildwood				Washington, DC-MD-VA			1969				18,275				24,566				84,000				96	%			20,000			Balducci’s		CVS
				Total Washington Metropolitan Area							1,017,996								5,187,000				91	%
Philadelphia Metropolitan Area
Andorra				Philadelphia, PA-NJ			1988				23,788								267,000				93	%			24,000			Acme Markets		Kohl’s / Staples / L.A. Fitness
Bala Cynwyd				Philadelphia, PA-NJ			1993				34,607								282,000				98	%			45,000			Acme Markets		Lord & Taylor / L.A. Fitness
Ellisburg Circle				Philadelphia, PA-NJ			1992				27,979								267,000				94	%			47,000			Genuardi’s		Buy Buy Baby / Stein Mart
Feasterville		(13)		Philadelphia, PA-NJ			1980				12,320								111,000				100	%			53,000			Giant Food		OfficeMax
Flourtown				Philadelphia, PA-NJ			1980				15,867								166,000				48	%			42,000			Genuardi’s
Langhorne Square				Philadelphia, PA-NJ			1985				20,313								219,000				95	%			55,000			Redner’s Warehouse Mkts.		Marshalls
Lawrence Park				Philadelphia, PA-NJ			1980				30,589				27,949				353,000				97	%			53,000			Acme Markets		CHI / TJ Maxx / HomeGoods
Northeast				Philadelphia, PA-NJ			1983				23,265								285,000				89	%								Burlington Coat Factory / Marshalls
Town Center of New Britain				Philadelphia, PA-NJ			2006				14,423								124,000				86	%			36,000			Giant Food		Rite Aid
Willow Grove				Philadelphia, PA-NJ			1984				27,986								216,000				90	%								Barnes & Noble / HomeGoods / Marshalls
Wynnewood				Philadelphia, PA-NJ			1996				37,640				28,483				256,000				96	%			98,000			Genuardi’s		Bed, Bath & Beyond / Old Navy
				Total Philadelphia Metropolitan Area							268,777								2,546,000				91	%
California
Colorado Blvd				Los Angeles-Long Beach, CA			1996-1998				16,744								69,000				83	%								Pottery Barn / Banana Republic
Crow Canyon				San Ramon, CA			2005-2007				65,404				20,174				242,000				90	%			58,000			Lucky		Loehmann’s Dress Shop / Rite Aid
Escondido		(6)		San Diego, CA			1996/2010				44,350								267,000				98	%								TJ Maxx / Toys R Us / Dick’s Sporting Goods
Fifth Ave				San Diego, CA			1996-1997				10,238								35,000				95	%								Urban Outfitters
Hermosa Ave				Los Angeles-Long Beach, CA			1997				5,448								23,000				94	%
Hollywood Blvd		(7)		Los Angeles-Long Beach, CA			1999				37,701								153,000				75	%			15,000			Fresh & Easy		DSW / L.A. Fitness
Kings Court		(5)		San Jose, CA			1998				11,600								79,000				100	%			25,000			Lunardi’s Super Market		CVS
Old Town Center				San Jose, CA			1997				34,327								98,000				72	%								Gap / Banana Republic
Santana Row				San Jose, CA			1997				567,276								624,000				95	%								Crate & Barrel / Container Store / Best Buy / CineArts Theatre / Hotel Valencia
Third St Promenade				Los Angeles-Long Beach, CA			1996-2000				78,289								209,000				97	%								J. Crew / Banana Republic / Old Navy / Abercrombie & Fitch
Westgate				San Jose, CA			2004				117,648								641,000				95	%								Target / Burlington Coat Factory / Barnes & Noble / Ross Dress For Less / Michaels
150 Post Street				San Francisco, CA			1997				37,799								102,000				100	%								Brooks Brothers / H & M
				Total California							1,026,824								2,542,000				93	%
New York / New Jersey
Brick Plaza				Monmouth-Ocean, NJ			1989				58,144				29,099				409,000				95	%			66,000			A&P		AMC Loews / Barnes & Noble / Sports Authority
Forest Hills				New York, NY			1997				8,142								48,000				97	%								Midway Theatre
Fresh Meadows				New York, NY			1997				72,019								405,000				97	%								Kohl’s / AMC Loews
Hauppauge				Nassau-Suffolk, NY			1998				28,016				14,864				133,000				100	%			61,000			Shop Rite		AC Moore
Huntington				Nassau-Suffolk, NY			1988/2007				38,782								292,000				100	%								Buy Buy Baby / Toys R Us / Bed, Bath & Beyond / Barnes & Noble / Michaels
Huntington Square				Nassau-Suffolk, NY			2010				10,083								74,000				89	%								Barnes & Noble
Melville Mall		(8)		Nassau-Suffolk, NY			2006				68,773				22,703				247,000				100	%			54,000			Waldbaum’s		Dick’s Sporting Goods / Kohl’s / Marshalls
Mercer Mall		(3)		Trenton, NJ			2003				105,055				48,000				500,000				98	%			75,000			Shop Rite		Bed, Bath & Beyond / DSW / TJ Maxx / Raymour & Flanigan
Troy				Newark, NJ			1980				26,421								207,000				99	%			64,000			Pathmark		L.A. Fitness
				Total New York / New Jersey							415,435								2,315,000				98	%

 

16

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Federal Realty Investment Trust

Real Estate Status Report

June 30, 2011

 

 

 

Property Name				MSA Description		Year Acquired				Real Estate at Cost				Mortgage and/or Capital Lease Obligation (1)				GLA (2)				% Leased				Grocery Anchor GLA				Grocery Anchor				Other Principal Tenants
										(in thousands)				(in thousands)
New England
Assembly Square Marketplace/Assembly Row				Boston-Cambridge-Quincy, MA-NH			2005-2010				202,903								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				30,284				7,712				222,000				99	%			16,000				Sav-A-Lot			Home Depot / Planet Fitness
Dedham Plaza				Boston-Cambridge-Quincy, MA-NH			1993				33,196								244,000				94	%			80,000				Star Market
Linden Square				Boston-Cambridge-Quincy, MA-NH			2006				145,821								221,000				95	%			50,000				Roche Brothers Supermarkets			CVS
Newbury Street		(9)		Boston-Cambridge-Quincy, MA-NH			2010-2011				23,861								39,000				62	%										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				15,690								149,000				94	%			50,000				Hannaford			TJ Maxx
Saugus Plaza				Boston-Cambridge-Quincy, MA-NH			1996				14,559								170,000				96	%			55,000				Super Stop & Shop			Kmart
		(10)		Total New England							451,821								1,386,000				97	%
Baltimore
Governor Plaza				Baltimore, MD			1985				25,882								267,000				87	%			16,500				Aldi			Bally Total Fitness / Dick’s Sporting Goods
Perring Plaza				Baltimore, MD			1985				27,305								401,000				98	%			58,000				Shoppers Food Warehouse			Home Depot / Burlington Coat Factory / Jo-Ann Stores
THE AVENUE at White Marsh		(11)		Baltimore, MD			2007				95,776				57,211				298,000				100	%										AMC Loews / Old Navy / Barnes & Noble / AC Moore
The Shoppes at Nottingham Square				Baltimore, MD			2007				27,574								53,000				100	%
White Marsh Plaza				Baltimore, MD			2007				25,023				9,434				80,000				100	%			54,000				Giant Food
White Marsh Other				Baltimore, MD			2007				28,884								49,000				100	%
				Total Baltimore							230,444								1,148,000				96	%
Chicago
Crossroads				Chicago, IL			1993				30,566								168,000				98	%										Golfsmith / Guitar Center / L.A. Fitness
Finley Square				Chicago, IL			1995				32,476								315,000				99	%										Bed, Bath & Beyond / Buy Buy Baby / Petsmart
Garden Market				Chicago, IL			1994				12,265								140,000				90	%			63,000				Dominick’s			Walgreens
North Lake Commons				Chicago, IL			1994				14,135								129,000				84	%			77,000				Dominick’s
				Total Chicago							89,442								752,000				94	%
South Florida
Courtyard Shops				Miami-Ft Lauderdale			2008				40,052				7,169				130,000				88	%			49,000				Publix
Del Mar Village				Miami-Ft Lauderdale			2008				54,972								179,000				85	%			44,000				Winn Dixie			CVS
Tower Shops				Miami-Ft Lauderdale			2011				71,012								370,000				93	%										Best Buy / DSW / Old Navy / Ross Dress For Less / TJ Maxx
				Total South Florida							166,036								679,000				90	%
Other
Barracks Road				Charlottesville, VA			1985				51,575				39,431				487,000				98	%			99,000				Harris Teeter / Kroger			Anthropologie / Bed, Bath & Beyond / Barnes & Noble / Old Navy / Michaels / Ulta
Bristol Plaza				Hartford, CT			1995				28,079								269,000				94	%			74,000				Stop & Shop			TJ Maxx
Eastgate				Raleigh-Durham-Chapel Hill, NC			1986				26,484								153,000				100	%			13,000				Trader Joe’s			Stein Mart
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				66,634								197,000				81	%										Hotel Valencia / Walgreens
Lancaster		(12)		Lancaster, PA			1980				12,793				4,907				127,000				92	%			75,000				Giant Food			Michaels
Shoppers’ World				Charlottesville, VA			2007				30,461				5,520				169,000				92	%										Staples
Shops at Willow Lawn				Richmond-Petersburg, VA			1983				77,340								436,000				92	%			60,000				Kroger			Old Navy / Staples / Ross Dress For Less
				Total Other							326,222								2,091,000				94	%
Grand Total		(10)								$	3,992,997			$	546,713				18,646,000				93	%

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)	Portion of property subject to capital lease obligation.

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

(5)	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.

(6)	The Trust has a 70% ownership interest in the property. On November 10, 2010, we acquired an adjacent site to this property which totaled approximately 75,000 square feet, and we are in the process of preparing the space for lease.

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

(8)	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.

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

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

(11)	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.

(12)	Property subject to capital lease obligation.

(13)	This property was sold on July 12, 2011.

 

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Federal Realty Investment Trust

Retail Leasing Summary (1)

June 30, 2011

 

 

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.
2nd Quarter 2011			86				100	%			369,685			$	28.21			$	26.64			$	581,478				6	%			16	%			7.3			$	4,396,887			$	11.89
1st Quarter 2011			91				100	%			339,585			$	30.52			$	27.55			$	1,009,729				11	%			24	%			6.8			$	5,637,159			$	16.60
4th Quarter 2010			88				100	%			490,233			$	23.68			$	22.11			$	772,696				7	%			15	%			7.2			$	5,696,969			$	11.62
3rd Quarter 2010			75				100	%			349,489			$	25.17			$	23.83			$	467,613				6	%			17	%			7.1			$	6,199,555			$	17.74
Total - 12 months			340				100	%			1,548,992			$	26.60			$	24.77			$	2,831,516				7	%			18	%			7.1			$	21,930,570			$	14.16

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.
2nd Quarter 2011			29				34	%			136,062			$	28.49			$	25.47			$	411,642				12	%			18	%			9.7			$	4,326,647			$	31.80
1st Quarter 2011			37				41	%			144,836			$	27.82			$	23.31			$	653,430				19	%			34	%			9.4			$	5,561,459			$	38.40
4th Quarter 2010			45				51	%			200,350			$	25.05			$	24.07			$	195,237				4	%			12	%			8.2			$	5,443,775			$	27.17
3rd Quarter 2010			29				39	%			132,033			$	27.10			$	25.79			$	172,909				5	%			16	%			8.2			$	6,089,555			$	46.12
Total - 12 months			140				41	%			613,281			$	26.91			$	24.57			$	1,433,218				10	%			19	%			8.8			$	21,421,436			$	34.93

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.
2nd Quarter 2011			57				66	%			233,623			$	28.05			$	27.32			$	169,836				3	%			15	%			6.0			$	70,240			$	0.30
1st Quarter 2011			54				59	%			194,749			$	32.53			$	30.70			$	356,299				6	%			18	%			5.2			$	75,700			$	0.39
4th Quarter 2010			43				49	%			289,883			$	22.74			$	20.75			$	577,459				10	%			18	%			6.3			$	253,194			$	0.87
3rd Quarter 2010			46				61	%			217,456			$	23.99			$	22.64			$	294,704				6	%			18	%			6.3			$	110,000			$	0.51
Total - 12 months			200				59	%			935,711			$	26.39			$	24.90			$	1,398,298				6	%			17	%			5.9			$	509,134			$	0.54

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.
2nd Quarter 2011			92				395,874			$	28.27				7.5			$	6,304,341			$	15.93
1st Quarter 2011			96				381,594			$	29.63				7.1			$	6,439,592			$	16.88
4th Quarter 2010			89				493,039			$	23.80				7.2			$	5,696,969			$	11.55
3rd Quarter 2010			77				395,649			$	24.44				7.3			$	8,891,735			$	22.47
Total - 12 months			354				1,666,156			$	26.35				7.3			$	27,332,637			$	16.40

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.

 

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Federal Realty Investment Trust

Lease Expirations

June 30, 2011

 

 

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)
2011			129,000				1	%		$	12.92				414,000				5	%		$	26.39				542,000				3	%		$	23.23
2012			948,000				10	%		$	14.71				1,011,000				13	%		$	30.38				1,960,000				11	%		$	22.78
2013			1,060,000				11	%		$	16.05				1,105,000				14	%		$	32.16				2,165,000				13	%		$	24.27
2014			1,368,000				14	%		$	15.89				921,000				12	%		$	32.42				2,289,000				13	%		$	22.54
2015			826,000				9	%		$	14.10				1,005,000				13	%		$	30.12				1,832,000				11	%		$	22.88
2016			750,000				8	%		$	17.62				1,050,000				14	%		$	30.33				1,800,000				10	%		$	25.03
2017			730,000				7	%		$	16.56				602,000				8	%		$	29.53				1,332,000				8	%		$	22.42
2018			657,000				7	%		$	11.76				327,000				4	%		$	37.49				984,000				6	%		$	20.31
2019			467,000				5	%		$	17.32				223,000				3	%		$	41.23				690,000				4	%		$	25.05
2020			384,000				4	%		$	21.05				362,000				5	%		$	32.93				746,000				4	%		$	26.82
Thereafter			2,266,000				24	%		$	15.60				690,000				9	%		$	35.90				2,955,000				17	%		$	20.34
Total (3)			9,585,000				100	%		$	15.71				7,710,000				100	%		$	31.79				17,295,000				100	%		$	22.88

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)
2011			25,000				0	%		$	7.20				305,000				4	%		$	26.61				329,000				2	%		$	25.21
2012			196,000				2	%		$	20.15				599,000				8	%		$	29.73				795,000				5	%		$	27.37
2013			250,000				3	%		$	17.98				543,000				7	%		$	33.41				794,000				5	%		$	28.51
2014			153,000				2	%		$	12.62				539,000				7	%		$	35.73				692,000				4	%		$	30.62
2015			109,000				1	%		$	20.24				534,000				7	%		$	31.12				643,000				4	%		$	29.27
2016			126,000				1	%		$	15.64				570,000				7	%		$	30.98				696,000				4	%		$	28.20
2017			183,000				2	%		$	22.62				576,000				7	%		$	31.58				759,000				4	%		$	29.42
2018			290,000				3	%		$	14.98				457,000				6	%		$	37.26				747,000				4	%		$	28.61
2019			423,000				4	%		$	16.43				352,000				5	%		$	31.48				775,000				4	%		$	23.27
2020			159,000				2	%		$	27.80				380,000				5	%		$	30.57				539,000				3	%		$	29.75
Thereafter			7,671,000				80	%		$	15.12				2,855,000				37	%		$	31.37				10,526,000				61	%		$	19.53
Total (3)			9,585,000				100	%		$	15.71				7,710,000				100	%		$	31.79				17,295,000				100	%		$	22.88

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 June 30, 2011.

(3)	Represents occupied square footage as of June 30, 2011.

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

 

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Federal Realty Investment Trust

Portfolio Leased Statistics

June 30, 2011

 

 

Overall Portfolio Statistics (1)

 

		At June 30, 2011												At June 30, 2010
Type		Size				Leased				Leased %				Size				Leased				Leased %
Retail Properties (2) (sf)			18,646,000				17,413,000				93.4	%			18,165,000				17,113,000				94.2	%
Residential Properties (3) (units)			903				885				98.0	%			903				882				97.7	%
Same Center Statistics (1)
		At June 30, 2011												At June 30, 2010
Type		Size				Leased				Leased %				Size				Leased				Leased %
Retail Properties (2) (4) (sf)			16,793,000				15,743,000				93.7	%			16,796,000				15,932,000				94.9	%
Residential Properties (3) (units)			903				885				98.0	%			903				882				97.7	%

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.

 

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Federal Realty Investment Trust

Summary of Top 25 Tenants

June 30, 2011

 

 

 

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.		$	10,303,000				2.60	%			658,000				3.53	%			15
2		Ahold USA, Inc.		$	9,941,000				2.51	%			659,000				3.53	%			12
3		TJX Companies		$	8,230,000				2.08	%			595,000				3.19	%			17
4		Gap, Inc.		$	7,042,000				1.78	%			232,000				1.24	%			12
5		CVS Corporation		$	6,369,000				1.61	%			205,000				1.10	%			18
6		Safeway, Inc.		$	5,517,000				1.39	%			391,000				2.10	%			7
7		Barnes & Noble, Inc.		$	5,370,000				1.36	%			230,000				1.23	%			9
8		L.A. Fitness International LLC		$	4,283,000				1.08	%			222,000				1.19	%			5
9		Best Buy Stores, L.P.		$	3,841,000				0.97	%			143,000				0.77	%			4
10		DSW, Inc		$	3,738,000				0.94	%			150,000				0.80	%			6
11		Staples, Inc.		$	3,517,000				0.89	%			187,000				1.00	%			9
12		OPNET Technologies, Inc.		$	3,338,000				0.84	%			83,000				0.45	%			2
13		Supervalu Inc. (Acme/Sav-A-Lot/Star Mkt/Shoppers Food)		$	3,290,000				0.83	%			338,000				1.81	%			7
14		Ross Stores, Inc.		$	3,165,000				0.80	%			177,000				0.95	%			6
15		Bank of America, N.A.		$	2,978,000				0.75	%			64,000				0.34	%			19
16		Kohl’s Corporation		$	2,976,000				0.75	%			322,000				1.73	%			3
17		Michaels Stores, Inc.		$	2,941,000				0.74	%			214,000				1.15	%			9
18		Wells Fargo Bank, N.A. (includes Wachovia Corporation)		$	2,894,000				0.73	%			51,000				0.27	%			13
19		Home Depot, Inc.		$	2,832,000				0.72	%			335,000				1.80	%			4
20		Wakefern Food Corporation		$	2,783,000				0.70	%			136,000				0.73	%			2
21		Bally Total Fitness Corporation		$	2,683,000				0.68	%			156,000				0.84	%			5
22		Dick’s Sporting Good Inc.		$	2,599,000				0.66	%			144,000				0.77	%			3
23		Dress Barn, Inc.		$	2,560,000				0.65	%			110,000				0.59	%			15
24		Container Store, Inc.		$	2,544,000				0.64	%			52,000				0.28	%			2
25		A.C. Moore, Inc.		$	2,531,000				0.64	%			141,000				0.76	%			6
		Totals - Top 25 Tenants		$	108,265,000				27.34	%			5,995,000				32.15	%			210
		Total: (1)		$	395,626,000	(2)							18,646,000	(3)							2,425

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 June 30, 2011.

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

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

 

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Federal Realty Investment Trust

Reconciliation of Net Income to FFO Guidance

June 30, 2011

 

 

		2011 Guidance
		(Dollars in millions except per share amounts) (1)
Funds from Operations available for common shareholders (FFO)
Net income		$	148			$	152
Net income attributable to noncontrolling interests			(5	)			(5	)
Gain on sale of real estate			(15	)			(15	)
Gain on deconsolidation of VIE			(2	)			(2	)
Depreciation and amortization of real estate & joint venture real estate assets			115				115
Amortization of initial direct costs of leases			9				9
Funds from operations			251				254
Dividends on preferred shares			(1	)			(1	)
Income attributable to operating partnership units			1				1
Income attributable to unvested shares			(1	)			(1	)
FFO		$	250			$	253
Weighted average number of common shares, diluted			62.7				62.7
FFO per diluted share		$	3.99			$	4.04

Notes:

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

 

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Federal Realty Investment Trust

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

June 30, 2011

 

 

CONSOLIDATED INCOME STATEMENTS

 

		Three months ended June 30,								Six months ended June 30,
		2011				2010				2011				2010
		(in thousands)								(in thousands)
Revenues
Rental income		$	4,665			$	4,495			$	9,606			$	9,138
Other property income			11				28				38				40
			4,676				4,523				9,644				9,178
Expenses
Rental			639				798				1,956				2,153
Real estate taxes			589				582				1,028				1,189
Depreciation and amortization			1,290				1,244				2,568				2,512
			2,518				2,624				5,552				5,854
Operating income			2,158				1,899				4,092				3,324
Interest expense			(848	)			(850	)			(1,696	)			(1,702	)
Net income		$	1,310			$	1,049			$	2,396			$	1,622

CONSOLIDATED BALANCE SHEETS

 

		June 30,				December 31,
		2011				2010
		(in thousands)
ASSETS
Real estate, at cost		$	206,256			$	205,849
Less accumulated depreciation and amortization			(26,775	)			(24,284	)
Net real estate			179,481				181,565
Cash and cash equivalents			3,679				3,054
Other assets			6,340				7,336
TOTAL ASSETS		$	189,500			$	191,955
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities
Mortgages payable		$	57,481			$	57,584
Other liabilities			4,829				5,439
Total liabilities			62,310				63,023
Partners’ capital			127,190				128,932
TOTAL LIABILITIES AND PARTNERS’ CAPITAL		$	189,500			$	191,955

 

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Federal Realty Investment Trust

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

June 30, 2011

 

 

OUTSTANDING DEBT

 

		Maturity		Stated Interest Rate  as of June 30, 2011				Balance
								(in thousands)
Mortgage Loans
Secured Fixed Rate
Plaza del Mercado		07/05/14			5.77	% (a)		$	12,596
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						$	57,481

Debt Maturities

(in thousands)

 

Year		Scheduled Amortization				Maturities				Total				Percent of Debt Maturing				Cumulative Percent of Debt Maturing
2011		$	105			$	—			$	105				0.2	%			0.2	%
2012			220				—				220				0.4	%			0.6	%
2013			233				—				233				0.4	%			1.0	%
2014			142				22,396				22,538				39.2	%			40.2	%
2015			—				—				—				0.0	%			40.2	%
2016			—				34,385				34,385				59.8	%			100.0	%
Total		$	700			$	56,781			$	57,481				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%.

 

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Federal Realty Investment Trust

Real Estate Status Report - 30% Owned Joint Venture

June 30, 2011

 

 

 

Property Name		MSA Description		Year Acquired				Real Estate at Cost				Mortgage or Capital  Lease Obligation				GLA				% Leased				Grocery Anchor GLA (1)				Grocery Anchor (1)		Other Principal Tenants
								(in thousands)				(in thousands)
Washington Metropolitan Area
Barcroft Plaza		Washington, DC-MD-VA			2006-2007			$	34,315			$	20,785				100,000				88	%			46,000			Harris Teeter		Bank of America
Free State Shopping Center		Washington, DC-MD-VA			2007				66,040								279,000				87	%			73,000			Giant Food		TJ Maxx / Ross Dress For Less / Office Depot
Plaza del Mercado		Washington, DC-MD-VA			2004				21,499				12,596				96,000				92	%								CVS
		Total Washington Metropolitan Area							121,854								475,000				88	%
New York / New Jersey
Greenlawn Plaza		Nassau-Suffolk, NY			2006				20,268				13,600				106,000				97	%			46,000			Waldbaum’s		Tuesday Morning
		Total New York / New Jersey							20,268								106,000				97	%
New England
Atlantic Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				18,431				10,500				123,000				87	%			64,000			Stop & Shop		Sears
Campus Plaza		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				22,419								118,000				97	%			46,000			Roche Brothers		Burlington Coat Factory
Pleasant Shops		Boston-Worcester-Lawrence-Lowell-Brockton, MA			2004				23,284								129,000				94	%			38,000			Foodmaster		Marshalls
		Total New England							64,134								370,000				93	%
Grand Totals								$	206,256			$	57,481				951,000				91	%

Note:

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

 

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Glossary of Terms

Adjusted EBITDA: Adjusted EBITDA is a non-GAAP measure that means net income or loss plus depreciation and amortization, net interest expense, income taxes, gain or loss on sale of real estate, gain or loss on deconsolidation of variable interest entity (“VIE”) 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 to EBITDA and Adjusted EBITDA for the three and six months ended June 30, 2011 and 2010 is as follows:

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2011				2010				2011				2010
		(in thousands)								(in thousands)
Net income		$	36,471			$	32,368			$	68,855			$	62,922
Depreciation and amortization			32,063				31,178				62,632				60,110
Interest expense			23,905				25,418				48,949				51,380
Early extinguishment of debt			—				—				(296	)			2,801
Other interest income			(20	)			(33	)			(35	)			(215	)
EBITDA			92,419				88,931				180,105				176,998
Gain on deconsolidation of VIE			(2,026	)			—				(2,026	)			—
Gain on sale of real estate			(43	)			(1,410	)			(43	)			(1,410	)
Adjusted EBITDA		$	90,350			$	87,521			$	178,036			$	175,588

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.

 

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