Washington Real Estate Investment Trust : WashREIT Announces Second Quarter 2022 Results – Form 8-K

WashREIT Announces Second Quarter 2022 Results

Washington Real Estate Investment Trust (“WashREIT” or the “Company”) (NYSE: WRE), a multifamily REIT with properties in the Washington metro area and the Southeast, reported financial and operating results today for the quarter ended June 30, 2022:

Financial Results

•Net loss was $8.9 million, or $0.10 per diluted share

•NAREIT FFOwas $15.2 million, or $0.17 per diluted share

•Core FFOwas $18.2 million, or $0.21 per diluted share

•Net Operating Income (NOI) was $32.8 million

Operational Highlights

•Same-store multifamily NOI increased by 5.1% compared to the prior year period and continues to build for the second half of 2022

•Effective new Lease Rate Growth was 11.7%, effective renewal Lease Rate Growth was 10.9%, and effective blended Lease Rate Growth was 11.2% during the quarter for our same-store portfolio

•Effective new Lease Rate Growth was 17.7%, effective renewal Lease Rate Growth was 16.3%, and effective blended Lease Rate Growth was 16.9% during the quarter for our Atlanta portfolio

•Effective new Lease Rate Growth continued to increase post quarter end; for July move ins, we have achieved blended effective Lease Rate Growth of 17.0% for our Atlanta portfolio and 11.3% for our same-store portfolio

•Same-store retention increased to 63% compared to 57% in the second quarter of 2021

•Same-store multifamily Average Occupancy increased 70 basis points from the second quarter of 2021 to 95.8%

Transformation Update

•Completed the acquisitions of Alder Park in Smyrna, GA and Marietta Crossing in Marietta, GA for $178 million in aggregate on May 5, 2022, including the assumption of two mortgage notes totaling $76.6 million in the aggregate, each securing one of the properties. We have now deployed the net proceeds from our 2021 commercial portfolio sales in line with our strategy and targeted price range.

Liquidity Position

•Available liquidity was approximately $745 million as of June 30, 2022, consisting of the entire capacity under the Company’s $700 million revolving credit facility and cash on hand

•The Company has no scheduled debt maturities until July 2023

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“We have completed the deployment of the net proceeds from our commercial asset sales and have entered the third quarter with a low double digit loss-to-lease and a very strong earn-in that should deliver outsized growth through 2023,” said Paul T. McDermott, President and CEO. “While the capital markets have been disrupted in connection with the Federal Reserve’s response to rising inflation and other macro events, our operating fundamentals remain robust, and we are working on opportunities to continue to grow profitably. We have been, and will continue to be, selective with the assets we acquire, and disciplined with our underwriting. Maintaining this discipline, along with focusing on growth starting with firm initial yield targets, has proven to be prudent as the economic environment shifts. Looking forward, we are positioned for strong same store NOI growth for the rest of 2022 and 2023 and we are confident in our ability to continue our expansion and geographic diversification.”

Second Quarter Operating Results

▪Same-store Multifamily NOI – Same-store NOI increased 5.1% compared to the corresponding prior year period driven primarily by higher base rent and lower concessions. Average occupancy for the quarter increased 70 basis points from the prior year period to 95.8%.

▪Same-store Other NOI – Our Other same-store portfolio is comprised of one asset, Watergate 600. Same-store NOI increased by 9.6% compared to the corresponding prior year period due to higher rental and parking income. Watergate 600 was 92.1% occupied and 92.1% leased at quarter end.

“We are slightly lowering and tightening our guidance range by two cents at the midpoint due to a delay in timing of further acquisitions and increased interest costs, including lower capitalized interest and higher interest rates. Neither of these adjustments have changed our outlook for 2023,” said Stephen E. Riffee, Executive Vice President and CFO. “Operating trends remain strong and we are raising our same-store multifamily guidance range. Looking forward, we expect growth to accelerate in the second half of the year. The third quarter will be the first quarter of performance that, for the entirety of the quarter, includes the full allocation of the net proceeds from exiting our commercial businesses and the first quarter where substantially all of our multifamily leases have had at least one post-pandemic inflection lease rate increase. We expect same-store multifamily NOI growth in the double digits, on average, for at least the next five quarters and for our Southeast communities to deliver year-over-year growth for the months owned in both 2022 and 2023 that is much higher than our same-store growth.”

2022 Guidance

Core FFO for 2022 is expected to range from $0.86 to $0.90 per fully diluted share. The following assumptions are included in the Core FFO guidance for 2022:

Full Year Outlook on Key Assumptions and Metrics

•Same-store multifamily NOI growth is expected to range between 8.5% to 9.5% which represents a 25 basis point increase at the midpoint compared to our prior guidance

•Same-store multifamily and Trove NOI, which was fully delivered and invested by the start of 2021, is now expected to grow between 12.25% and 13.25%

•Non-same-store multifamily NOI is expected to range from $22.0 million to $23.0 million in 2022, which represents a $0.5 million decrease at the midpoint resulting primarily from slightly higher operating and bad debt expenses and lower capitalized costs for development

•We have raised the midpoint of our guidance for Other same-store NOI, which consists solely of Watergate 600, which is now expected to range from $13.25 million to $13.75 million

•Approximately $125 million of additional multifamily acquisitions are expected to be completed in the Southeast during the fourth quarter of 2022, which is higher than the prior targeted acquisition level but later than previously assumed

•Core AFFO payout ratio is expected to be in the mid-70% range

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Full Year 2022
Core FFO per diluted share $0.86 – $0.90
Net Operating Income
Same-store multifamily NOI growth 8.5% – 9.5%
Same-store multifamily and Trove NOI growth 12.25% – 13.25%

Non-same-store multifamily NOI (a)

$22.0 million – $23.0 million

Non-residential NOI (b)

~$0.75 million

Other same-store NOI (c)

$13.25 million – $13.75 million
Transactions

Acquisitions (d)

$125 million
Expenses
Property management expense $7.5 million – $8.0 million
G&A, net of core adjustments $25.5 million – $26.5 million
Interest expense $25.5 million – $26.25 million

Capitalized interest (e)

~$0.3 million
Transformation costs $10.5 million – $11.5 million

(a) Includes Trove, The Oxford, Assembly Eagles Landing, Carlyle of Sandy Springs, Alder Park, Marietta Crossing, and Riverside Development

(b) Includes revenues and expenses from retail operations at multifamily properties

(c) Other same-store NOI consists of Watergate 600

(d) Anticipated completion in the fourth quarter of 2022. Amount is in addition to acquisitions completed year-to-date. The delay of these future acquisitions, net of carrying costs, has the effect of lowering our prior guidance by approximately one cent per share.

(e) Capitalized interest was $0.3 million year-to-date and is expected to be the same amount for the full year 2022 due to the suspension of development activities at Riverside. The effect of higher interest rates and no longer capitalizing interest reduced our 2022 Core FFO guidance range by approximately one cent per share.

WashREIT’s Core FFO guidance and outlook are based on a number of factors, many of which are outside the Company’s control and all of which are subject to change. WashREIT may change the guidance provided during the year as actual and anticipated results vary from these assumptions, but WashREIT undertakes no obligation to do so.

2022 Guidance Reconciliation Table

A reconciliation of projected net loss per diluted share to projected Core FFO per diluted share for the full year ending December 31, 2022 is as follows:

Low High

Net loss per diluted share

$(0.34) $(0.31)
Real estate depreciation and amortization 1.06 1.06
NAREIT FFO per diluted share 0.72 0.75
Core adjustments 0.14 0.15
Core FFO per diluted share $0.86 $0.90

Dividends

On July 6, 2022, WashREIT paid a quarterly dividend of $0.17 per share.

WashREIT announced today that its Board of Trustees has declared a quarterly dividend of $0.17 per share to be paid on October 5, 2022 to shareholders of record on September 21, 2022.

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Conference Call Information

The Second Quarter 2022 Earnings Call is scheduled for Friday, July 29, 2022 at 10:00 A.M. Eastern Time. Conference Call access information is as follows:

USA Toll Free Number:1-888-506-0062

International Toll Number:1-973-528-0011

Conference ID: 545666

The instant replay of the Earnings Call will be available until Friday, August 12, 2022. Instant replay access information is as follows:

USA Toll Free Number: 1-877-481-4010

International Toll Number: 1-919-882-2331

Conference ID: 45843

The live on-demand webcast of the Conference Call will be available on the Investor section of WashREIT’s website at www.washreit.com. Online playback of the webcast will be available following the Conference Call.

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About WashREIT

WashREIT owns approximately 8,900 residential apartment homes in the Washington, DC metro and Southeast regions. WashREIT also owns and operates approximately 300,000 square feet of commercial space in the Washington, DC metro region. We are focused on providing quality housing to under-served, middle-income renters in submarkets poised for strong, sustained demand. With a proven track record in residential repositioning, we are utilizing the experience and research from the Washington, DC metro region to continue to grow as we geographically diversify into Southeastern markets. We are targeting the deepest demand segments in submarkets with the greatest probability of rent growth outperformance, and tailoring our specific investment strategy to best create value.

Note: WashREIT’s press releases and supplemental financial information are available on the Company website at www.washreit.com or by contacting Investor Relations at (202) 774-3200.

Forward Looking Statements

Certain statements in our earnings release and on our conference call are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. Such statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of WashREIT to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Additional factors which may cause the actual results, performance, or achievements of WashREIT to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements include, but are not limited to: risks associated with our ability to execute on our strategies, including new strategies with respect to our operations and our portfolio, including the acquisition of residential properties in the Southeastern markets, on the terms anticipated, or at all, and to realize any anticipated benefits, including the performance of any acquired residential properties at the levels anticipated; whether actual NOI for Trove and our recently acquired properties, as well as from properties we expect to acquire during the second six months of 2022, will be consistent with our expected NOI for such properties; the risks associated with ownership of real estate in general and our real estate assets in particular; the economic health of the areas in which our properties are located, particularly with respect to greater Washington, DC metro region and the larger Southeastern region; the risk of failure to enter into and/or complete contemplated acquisitions and dispositions, at all, within the price ranges anticipated and on the terms and timing anticipated; changes in the composition of our portfolio; fluctuations in interest rates and other risks related to changes in interest rates; reductions in or actual or threatened changes to the timing of federal government spending; the risks related to use of third-party providers; the economic health of our residents; the ultimate duration of the COVID-19 global pandemic, including any mutations thereof, the actions taken to contain the pandemic or mitigate its impact, the direct and indirect economic effects of the pandemic and containment measures, the effectiveness and willingness of people to take COVID-19 vaccines, and the duration of associated immunity and efficacy of the vaccines against emerging variants of COVID-19; the impact from macroeconomic factors (including inflation, increases in interest rates, potential economic slowdown or a recession and geopolitical conflicts); compliance with applicable laws and corporate social responsibility goals, including those concerning the environment and access by persons with disabilities; the risks related to not having adequate insurance to cover potential losses; changes in the market value of securities; terrorist attacks or actions and/or cyber-attacks; whether we will succeed in the day-to-day property management and leasing activities that we have previously outsourced; the availability and terms of financing and capital and the general volatility of securities markets; the risks related to our organizational structure and limitations of stock ownership; failure to qualify and maintain our qualification as a REIT and the risks of changes in laws affecting REITs; whether our estimated transformation costs for 2022 will be correct; whether we will realize significant operation benefits from our operating model redesign on the timing contemplated or at all; and other risks and uncertainties detailed from time to time in our filings with the SEC, including our 2021 Form 10-K filed on February 18, 2022. While forward-looking statements reflect our good faith beliefs, they are not guarantees of future performance. We undertake no obligation to update our forward-looking statements or risk factors to reflect new information, future events, or otherwise.

This Earnings Release also includes certain forward-looking non-GAAP information. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these estimates, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable efforts.

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WASHINGTON REAL ESTATE INVESTMENT TRUST AND SUBSIDIARIES
FINANCIAL HIGHLIGHTS
(In thousands, except per share data)
(Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
OPERATING RESULTS 2022 2021 2022 2021
Revenue
Real estate rental revenue $ 51,380 $ 41,297 $ 99,184 $ 81,904
Expenses
Property operating and maintenance 11,747 9,359 22,312 18,754
Real estate taxes and insurance 6,837 5,385 13,424 10,981
Property management 1,796 1,486 3,546 2,949
General and administrative 7,656 6,325 14,595 11,929
Transformation costs 2,023 3,780 4,246 3,780
Depreciation and amortization 24,039 17,303 46,239 34,290
54,098 43,638 104,362 82,683
Real estate operating loss (2,718) (2,341) (5,178) (779)
Other income (expense)
Interest expense (6,156) (10,158) (11,806) (20,281)
Loss on interest rate derivatives (5,760) (5,760)
Other income 1,522 386 2,806
(6,156) (14,396) (11,420) (23,235)
Loss from continuing operations (8,874) (16,737) (16,598) (24,014)
Discontinued operations:
Income from operations of properties sold or held for sale 9,745 15,875
Income from discontinued operations 9,745 15,875
Net loss $ (8,874) $ (6,992) $ (16,598) $ (8,139)
Loss from continuing operations $ (8,874) $ (16,737) $ (16,598) $ (24,014)
Depreciation and amortization 24,039 17,303 46,239 34,290
Funds from continuing operations 15,165 566 29,641 10,276
Income from discontinued operations 9,745 15,875
Discontinued operations real estate depreciation and amortization 10,248 22,904
Funds from discontinued operations 19,993 38,779
NAREIT funds from operations $ 15,165 $ 20,559 $ 29,641 $ 49,055
Tenant improvements and incentives, net of reimbursements (476) (1,112) (1,025) (573)
Leasing commissions capitalized (1,868) (2,406)
Recurring capital improvements (1,384) (1,156) (2,622) (2,023)
Straight-line rents, net (135) (625) (325) (1,173)
Non-cash fair value interest expense 105 105
Non-real estate depreciation & amortization of debt costs 1,151 1,350 2,359 2,694
Amortization of lease intangibles, net (209) 195 (381) 572
Amortization and expensing of restricted share and unit compensation 2,159 2,163 4,240 3,827
Adjusted funds from operations $ 16,376 $ 19,506 $ 31,992 $ 49,973

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Three Months Ended June 30, Six Months Ended June 30,
Per share data: 2022 2021 2022 2021
Loss from continuing operations (Basic) $ (0.10) $ (0.20) $ (0.19) $ (0.29)
(Diluted) $ (0.10) $ (0.20) $ (0.19) $ (0.29)
Net loss (Basic) $ (0.10) $ (0.08) $ (0.19) $ (0.10)
(Diluted) $ (0.10) $ (0.08) $ (0.19) $ (0.10)
NAREIT FFO (Basic) $ 0.17 $ 0.24 $ 0.34 $ 0.58
(Diluted) $ 0.17 $ 0.24 $ 0.34 $ 0.58
Dividends paid $ 0.17 $ 0.30 $ 0.34 $ 0.60
Weighted average shares outstanding – basic 87,392 84,461 87,303 84,437
Weighted average shares outstanding – diluted 87,392 84,461 87,303 84,437
Weighted average shares outstanding – diluted (for NAREIT FFO) 87,521 84,519 87,388 84,507

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WASHINGTON REAL ESTATE INVESTMENT TRUST AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
June 30, 2022 December 31, 2021
Assets
Land $ 373,171 $ 322,623
Income producing property 1,875,307 1,642,147
2,248,478 1,964,770
Accumulated depreciation and amortization (441,105) (402,560)
Net income producing property 1,807,373 1,562,210
Properties under development or held for future development 31,220 30,631
Total real estate held for investment, net 1,838,593 1,592,841
Cash and cash equivalents 44,787 233,600
Restricted cash 1,984 620
Rents and other receivables 16,644 15,067
Prepaid expenses and other assets 32,865 33,866
Total assets $ 1,934,873 $ 1,875,994
Liabilities
Notes payable, net $ 497,135 $ 496,946
Mortgage notes payable, net 71,576
Accounts payable and other liabilities 39,890 40,585
Dividend payable 14,916 14,650
Advance rents 1,821 2,082
Tenant security deposits 5,439 4,669
Total liabilities 630,777 558,932
Equity
Shareholders’ equity
Preferred shares; $0.01 par value; 10,000 shares authorized; no shares issued or outstanding

Shares of beneficial interest, $0.01 par value; 150,000 and 100,000 shares authorized; 87,392 and 86,261 shares issued and outstanding, as of June 30, 2022 and December 31, 2021, respectively

874 863
Additional paid in capital 1,727,031 1,697,477
Distributions in excess of net income (408,882) (362,494)
Accumulated other comprehensive loss (15,229) (19,091)
Total shareholders’ equity 1,303,794 1,316,755
Noncontrolling interests in subsidiaries 302 307
Total equity 1,304,096 1,317,062
Total liabilities and equity $ 1,934,873 $ 1,875,994

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The following tables contain reconciliations of net loss to NOI for the periods presented (in thousands):
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2020
Net loss $ (8,874) $ (6,992) $ (16,598) $ (8,139)
Adjustments:
Property management expense 1,796 1,486 3,546 2,949
General and administrative expense 7,656 6,325 14,595 11,929
Transformation costs 2,023 3,780 4,246 3,780
Real estate depreciation and amortization 24,039 17,303 46,239 34,290
Interest expense 6,156 10,158 11,806 20,281
Loss on interest rate derivatives 5,760 5,760
Other income (1,522) (386) (2,806)
Discontinued operations:
Income from operations of properties sold or held for sale (9,745) (15,875)
Total Net Operating Income (NOI) $ 32,796 $ 26,553 $ 63,448 $ 52,169
Multifamily NOI:
Same-store portfolio $ 23,939 $ 22,771 $ 47,534 $ 44,647
Acquisitions 3,594 5,676
Development 1,566 477 3,152 732
Non-residential 235 146 405 356
Total 29,334 23,394 56,767 45,735
Other NOI (Watergate 600) 3,462 3,159 6,681 6,434
Total NOI $ 32,796 $ 26,553 $ 63,448 $ 52,169

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The following table contains a reconciliation of net loss to core funds from operations for the periods presented (in thousands, except per share data):
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
Net loss $ (8,874) $ (6,992) $ (16,598) $ (8,139)
Add:
Real estate depreciation and amortization 24,039 17,303 46,239 34,290
Discontinued operations:
Real estate depreciation and amortization 10,248 22,904
NAREIT funds from operations 15,165 20,559 29,641 49,055
Add:
Structuring expenses 980 980
Loss on interest rate derivatives 5,760 5,760
Severance expense 474 173
Transformation costs 2,023 3,780 4,246 3,780
Core funds from operations $ 18,168 $ 30,099 $ 35,341 $ 58,768
Three Months Ended June 30, Six Months Ended June 30,
Per share data: 2022 2021 2022 2021
NAREIT FFO (Basic) $ 0.17 $ 0.24 $ 0.34 $ 0.58
(Diluted) $ 0.17 $ 0.24 $ 0.34 $ 0.58
Core FFO (Basic) $ 0.21 $ 0.35 $ 0.40 $ 0.69
(Diluted) $ 0.21 $ 0.35 $ 0.40 $ 0.69
Weighted average shares outstanding – basic 87,392 84,461 87,303 84,437
Weighted average shares outstanding – diluted
(for NAREIT and Core FFO)
87,521 84,519 87,388 84,507

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Non-GAAP Financial Measures

Adjusted EBITDA is earnings before interest expense, taxes, depreciation, amortization, gain/loss on sale of real estate, casualty gain/loss, real estate impairment, gain/loss on extinguishment of debt, gain/loss on interest rate derivatives, severance expense, acquisition expenses and gain from non-disposal activities and transformation costs. Adjusted EBITDA is included herein because we believe it helps investors and lenders understand our ability to incur and service debt and to make capital expenditures. Adjusted EBITDA is a non-GAAP and non-standardized measure and may be calculated differently by other REITs.

Adjusted Funds From Operations (“AFFO”) is a non-GAAP measure. It is calculated by subtracting from FFO (1) recurring expenditures, tenant improvements and leasing costs, that are capitalized and amortized and are necessary to maintain our properties and revenue stream (excluding items contemplated prior to acquisition or associated with development / redevelopment of a property) and (2) straight line rents, then adding (3) non-real estate depreciation and amortization, (4) non-cash fair value interest expense and (5) amortization of restricted share compensation, then adding or subtracting the (6) amortization of lease intangibles, (7) real estate impairment and (8) non-cash gain/loss on extinguishment of debt, as appropriate. AFFO is included herein, because we consider it to be a performance measure of a REIT’s ability to incur and service debt and to distribute dividends to its shareholders. AFFO is a non-GAAP and non-standardized measure, and may be calculated differently by other REITs.

Core Adjusted Funds From Operations (“Core AFFO”) is calculated by adjusting AFFO for the following items (which we believe are not indicative of the performance of Washington REIT’s operating portfolio and affect the comparative measurement of Washington REIT’s operating performance over time): (1) gains or losses on extinguishment of debt and gains or losses on interest rate derivatives, (2) costs related to the acquisition of properties, (3) non-share-based executive transition costs, severance expenses and other expenses related to corporate restructuring and executive retirements or resignations, (4) property impairments, casualty gains and losses, and gains or losses on sale not already excluded from FAD, as appropriate, (5) relocation expense and (6) transformation costs. These items can vary greatly from period to period, depending upon the volume of our acquisition activity and debt retirements, among other factors. We believe that by excluding these items, Core AFFO serves as a useful, supplementary performance measure of Washington REIT’s ability to incur and service debt, and distribute dividends to its shareholders. Core AFFO is a non-GAAP and non-standardized measure, and may be calculated differently by other REITs.

Core Funds From Operations (“Core FFO”) is calculated by adjusting NAREIT FFO for the following items (which we believe are not indicative of the performance of Washington REIT’s operating portfolio and affect the comparative measurement of Washington REIT’s operating performance over time): (1) gains or losses on extinguishment of debt and gains or losses on interest rate derivatives, (2) expenses related to acquisition and structuring activities, (3) executive transition costs, severance expenses and other expenses related to corporate restructuring and executive retirements or resignations, (4) property impairments, casualty gains and losses, and gains or losses on sale not already excluded from NAREIT FFO, as appropriate, (5) relocation expense and (6) transformation costs. These items can vary greatly from period to period, depending upon the volume of our acquisition activity and debt retirements, among other factors. We believe that by excluding these items, Core FFO serves as a useful, supplementary measure of Washington REIT’s ability to incur and service debt, and distribute dividends to its shareholders. Core FFO is a non-GAAP and non-standardized measure, and may be calculated differently by other REITs.

NAREIT Funds From Operations (“FFO”) is defined by 2018 National Association of Real Estate Investment Trusts, Inc. (“NAREIT”) FFO White Paper Restatement, as net income (computed in accordance with generally accepted accounting principles (“GAAP”)) excluding gains (or losses) associated with sales of properties, impairments of depreciable real estate and real estate depreciation and amortization. We consider NAREIT FFO to be a standard supplemental measure for equity real estate investment trusts (“REITs”) because it facilitates an understanding of the operating performance of our properties without giving effect to real estate depreciation and amortization, which historically assumes that the value of real estate assets diminishes predictably over time. Since real estate values have instead historically risen or fallen with market conditions, we believe that NAREIT FFO more accurately provides investors an indication of our ability to incur and service debt, make capital expenditures and fund other needs. Our FFO may not be comparable to FFO reported by other real estate investment trusts. These other REITs may not define the term in accordance with the current NAREIT definition or may interpret the current NAREIT definition differently. NAREIT FFO is a non-GAAP measure.

Net Operating Income (“NOI”), defined as real estate rental revenue less direct real estate operating expenses, is a non-GAAP measure. NOI is calculated as net income, less non-real estate revenue and the results of discontinued operations (including the gain or loss on sale, if any), plus interest expense, depreciation and amortization, lease origination expenses, general and administrative expenses, acquisition costs, real estate impairment, casualty gain and losses and gain or loss on extinguishment of debt. NOI does not include management expenses, which consist of corporate property management costs and property management fees paid to third parties. They are the primary performance measures we use to assess the results of our operations at the property level. We also present NOI on a cash basis (“Cash NOI”) which is calculated as NOI less the impact of straight-lining apartment rent concessions. We believe that each of NOI and Cash NOI is a useful performance measure because, when compared across periods, they reflect the impact on operations of trends in occupancy rates, rental rates and operating costs on an unleveraged basis, providing perspective not immediately apparent from net income. NOI and Cash NOI exclude certain components from net income in order to provide results more closely related to a property’s results of operations. For example, interest expense is not necessarily linked to the operating performance of a real estate asset. In addition, depreciation and amortization, because of historical

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cost accounting and useful life estimates, may distort operating performance at the property level. As a result of the foregoing, we provide each NOI and Cash NOI as a supplement to net income, calculated in accordance with GAAP. NOI and Cash NOI do not represent net income or income from continuing operations calculated in accordance with GAAP. As such, neither should be considered an alternative to these measures as an indication of our operating performance.

Average Effective Monthly Rent Per Home represents the average of effective rent (net of concessions) for in-place leases and the market rent for vacant homes.

Average Occupancy is based on average daily occupied apartment homes as a percentage of total apartment homes.

Current Strategy represents the class of each community in our portfolio based on a set of criteria. Our strategies consist of the following subcategories: Class A, Class A-, Class B Value-Add and Class B. A community’s class is dependent on a variety of factors, including its vintage, site location, amenities and services, rent growth drivers and rent relative to the market.

•Class Acommunities are recently-developed, well-located, have competitive amenities and services and command average rental rates well above market median rents.

•Class A- communities have been developed within the past 20 years and feature operational improvements and unit upgrades and command rents at or above median market rents.

•Class B Value-Add communities are over 20 years old but feature operational improvements and strong potential for unit renovations. These communities command average rental rates below median market rents for units that have not been renovated.

•Class B communities are over 20 years old, feature operational improvements and command average rental rates below median market rents.

Debt Service Coverage Ratio is computed by dividing earnings attributable to the controlling interest before interest expense, taxes, depreciation, amortization, real estate impairment, gain on sale of real estate, gain/loss on extinguishment of debt, severance expense, relocation expense, acquisition and structuring expenses and gain/loss from non-disposal activities by interest expense (including interest expense from discontinued operations) and principal amortization.

Debt to Total Market Capitalization is total debt divided by the sum of total debt plus the market value of shares outstanding at the end of the period.

Earnings to Fixed Charges Ratio is computed by dividing earnings attributable to the controlling interest by fixed charges. For this purpose, earnings consist of income from continuing operations (or net income if there are no discontinued operations) plus fixed charges, less capitalized interest. Fixed charges consist of interest expense (excluding interest expense from discontinued operations), including amortized costs of debt issuance, plus interest costs capitalized.

Ending Occupancy is calculated as occupied homes as a percentage of total homes as of the last day of that period.

Lease Rate Growth is defined as the average percentage change in either gross (excluding the impact of concessions) or effective rent (net of concessions) for a new or renewed multifamily lease compared to the prior lease based on the move-in date. The blended rate represents the weighted average of new and renewal lease rate growth achieved.

Recurring Capital Expenditures represent non-accretive building improvements required to maintain current revenues. Recurring capital expenditures do not include acquisition capital that was taken into consideration when underwriting the purchase of a building or which are incurred to bring a building up to “operating standard”.

Retention represents the percentage of multifamily leases renewed that were set to expire in the period presented.

Same-store Portfolio Properties include properties that were owned for the entirety of the years being compared, and exclude properties under redevelopment or development and properties acquired, sold or classified as held for sale during the years being compared. We categorize our properties as “same-store” or “non-same-store” for purposes of evaluating comparative operating performance. We define development properties as those for which we have planned or ongoing major construction activities on existing or acquired land pursuant to an authorized development plan. Development properties are categorized as same-store when they have reached stabilized occupancy (90%) before the start of the prior year. We define redevelopment properties as those for which have planned or ongoing significant development and construction activities on existing or acquired buildings pursuant to an authorized plan, which has an impact on current operating results, occupancy and the ability to lease space with the intended result of a higher economic return on the property. We categorize a redevelopment property as same-store when redevelopment activities have been complete for the majority of each year being compared. We currently have two same-store portfolios: “Same-store multifamily” which is comprised of our same-store apartment communities and “Other same-store” which is comprised of our Watergate 600 commercial property.

Transformation Costs include costs related to the strategic shift away from the commercial sector to the residential sector, including the allocation of internal costs, consulting, advisory and termination benefits.

12

Table of Contents

June 30, 2022

13

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

Six Months Ended Three Months Ended
OPERATING RESULTS June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Revenues
Real estate rental revenue $ 99,184 $ 81,904 $ 51,380 $ 47,804 $ 44,748 $ 42,499 $ 41,297
Expenses
Property operating and maintenance (22,312) (18,754) (11,747) (10,565) (10,086) (9,901) (9,359)
Real estate taxes and insurance (13,424) (10,981) (6,837) (6,587) (5,516) (5,544) (5,385)
Property management (3,546) (2,949) (1,796) (1,750) (1,685) (1,499) (1,486)
General and administrative (14,595) (11,929) (7,656) (6,939) (7,700) (7,909) (6,325)
Transformation costs (4,246) (3,780) (2,023) (2,223) (1,839) (1,016) (3,780)
Depreciation and amortization (46,239) (34,290) (24,039) (22,200) (20,114) (18,252) (17,303)
(104,362) (82,683) (54,098) (50,264) (46,940) (44,121) (43,638)
Real estate operating loss (5,178) (779) (2,718) (2,460) (2,192) (1,622) (2,341)
Other income (expense)
Interest expense (11,806) (20,281) (6,156) (5,650) (5,676) (8,106) (10,158)
Loss on interest rate derivatives (5,760) (106) (5,760)
Loss on extinguishment of debt (12,727)
Other income 386 2,806 386 1,072 231 1,522
Loss from continuing operations (16,598) (24,014) (8,874) (7,724) (6,796) (22,330) (16,737)
Discontinued operations:
Income from operations of properties sold or held for sale 15,875 7,208 9,745
Gain on sale of real estate, net 46,441
Income from discontinued operations 15,875 53,649 9,745
Net (loss) income $ (16,598) $ (8,139) $ (8,874) $ (7,724) $ (6,796) $ 31,319 $ (6,992)
Per Share Data:
Net (loss) income $ (0.19) $ (0.10) $ (0.10) $ (0.09) $ (0.08) $ 0.37 $ (0.08)
Fully diluted weighted average shares outstanding 87,303 84,437 87,392 87,214 84,804 84,496 84,461
Percentage of Revenues:
General and administrative expenses 14.7 % 14.6 % 14.9 % 14.5 % 17.2 % 18.6 % 15.3 %
Net (loss) income (16.7) % (9.9) % (17.3) % (16.2) % (15.2) % 73.7 % (16.9) %
Ratios:
Adjusted EBITDA / Interest expense 4.0 x 3.9 x 4.0 x 4.1 x 3.6 x 3.1 x 4.0 x

14

Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Assets
Land $ 373,171 $ 340,046 $ 322,623 $ 306,507 $ 301,709
Income producing property 1,875,307 1,733,326 1,642,147 1,544,217 1,490,975
2,248,478 2,073,372 1,964,770 1,850,724 1,792,684
Accumulated depreciation and amortization (441,105) (421,663) (402,560) (384,392) (367,519)
Net income producing property 1,807,373 1,651,709 1,562,210 1,466,332 1,425,165
Properties under development or held for future development 31,220 31,157 30,631 30,254 30,065
Total real estate held for investment, net 1,838,593 1,682,866 1,592,841 1,496,586 1,455,230
Investment in real estate held for sale, net 779,121
Cash and cash equivalents 44,787 139,711 233,600 307,797 5,435
Restricted cash 1,984 636 620 605 595
Rents and other receivables 16,644 16,120 15,067 14,713 15,079
Prepaid expenses and other assets 32,865 37,391 33,866 33,109 28,297
Other assets related to properties sold or held for sale 84,648
Total assets $ 1,934,873 $ 1,876,724 $ 1,875,994 $ 1,852,810 $ 2,368,405
Liabilities
Notes payable, net $ 497,135 $ 497,093 $ 496,946 $ 496,823 $ 945,905
Mortgage notes payable, net 71,576
Line of credit 43,000
Accounts payable and other liabilities 39,890 33,184 40,585 38,864 47,897
Dividend payable 14,916 14,924 14,650 14,440 25,474
Advance rents 1,821 1,463 2,082 1,747 1,572
Tenant security deposits 5,439 4,817 4,669 4,480 4,374
Other liabilities related to properties sold or held for sale 23,748
Total liabilities 630,777 551,481 558,932 556,354 1,091,970
Equity
Preferred shares; $0.01 par value; 10,000 shares authorized
Shares of beneficial interest, $0.01 par value; 150,000 shares authorized 874 874 863 846 846
Additional paid-in capital 1,727,031 1,725,828 1,697,477 1,656,821 1,654,409
Distributions in excess of net income (408,882) (385,108) (362,494) (341,052) (357,934)
Accumulated other comprehensive loss (15,229) (16,656) (19,091) (20,468) (21,200)
Total shareholders’ equity 1,303,794 1,324,938 1,316,755 1,296,147 1,276,121
Noncontrolling interests in subsidiaries 302 305 307 309 314
Total equity 1,304,096 1,325,243 1,317,062 1,296,456 1,276,435
Total liabilities and equity $ 1,934,873 $ 1,876,724 $ 1,875,994 $ 1,852,810 $ 2,368,405

15

Funds from Operations

(In thousands, except per share data)

(Unaudited)

Six Months Ended Three Months Ended
June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021

Funds from operations (FFO) (1)

Net (loss) income $ (16,598) $ (8,139) $ (8,874) $ (7,724) $ (6,796) $ 31,319 $ (6,992)
Real estate depreciation and amortization 46,239 34,290 24,039 22,200 20,114 18,252 17,303
Discontinued operations:
Gain on sale of depreciable real estate, net (46,441)
Real estate depreciation and amortization 22,904 10,248
NAREIT funds from operations (FFO) 29,641 49,055 15,165 14,476 13,318 3,130 20,559
Loss on extinguishment of debt 12,727
Loss on interest rate derivatives 5,760 106 5,760
Severance expense 474 173 474
Transformation costs 4,246 3,780 2,023 2,223 1,839 1,016 3,780
Insurance gain (1,026)
Structuring expenses 980 980

Core FFO (1)

35,341 58,768 18,168 17,173 14,131 16,979 30,099

Allocation to participating securities (2)

(123) (276) (51) (72) (44) (73) (137)
NAREIT FFO per share – basic $ 0.34 $ 0.58 $ 0.17 $ 0.17 $ 0.16 $ 0.04 $ 0.24
NAREIT FFO per share – fully diluted $ 0.34 $ 0.58 $ 0.17 $ 0.17 $ 0.16 $ 0.04 $ 0.24
Core FFO per share – fully diluted $ 0.40 $ 0.69 $ 0.21 $ 0.20 $ 0.17 $ 0.20 $ 0.35
Common dividend per share $ 0.34 $ 0.60 $ 0.17 $ 0.17 $ 0.17 $ 0.17 $ 0.30
Average shares – basic 87,303 84,437 87,392 87,214 84,804 84,496 84,461
Average shares – fully diluted (for NAREIT FFO and Core FFO) 87,388 84,507 87,521 87,253 84,911 84,586 84,519

______________________________

(1) See “Definitions” on page 11 for the definitions of NAREIT FFO and Core FFO.

(2) Adjustment to the numerators for FFO and Core FFO per share calculations when applying the two-class method for calculating EPS.

16

Adjusted Funds from Operations

(In thousands, except per share data)

(Unaudited)

Six Months Ended Three Months Ended
June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021

Adjusted funds from operations (AFFO) (1)

NAREIT FFO $ 29,641 $ 49,055 $ 15,165 $ 14,476 $ 13,318 $ 3,130 $ 20,559
Non-cash loss on extinguishment of debt 833
Tenant improvements and incentives, net of reimbursements (1,025) (573) (476) (549) (642) (331) (1,112)
Leasing commissions capitalized (2,406) (24) (378) (1,868)
Recurring capital improvements (2,622) (2,023) (1,384) (1,238) (1,366) (1,485) (1,156)
Straight-line rent, net (325) (1,173) (135) (190) (218) (347) (625)
Non-cash fair value interest expense 105 105
Non-real estate depreciation and amortization of debt costs 2,359 2,694 1,151 1,208 1,241 1,330 1,350
Amortization of lease intangibles, net (381) 572 (209) (172) (172) (32) 195

Amortization and expensing of restricted share and unit compensation (2)

4,240 3,827 2,159 2,081 2,075 2,651 2,163
AFFO 31,992 49,973 16,376 15,616 14,212 5,371 19,506
Cash loss on extinguishment of debt 11,894
Loss on interest rate derivatives 5,760 106 5,760
Non-share-based severance expense 202 103 202
Structuring expenses 980 980

Transformation costs (3)

3,938 3,703 1,776 2,162 1,802 674 3,703
Insurance gain (1,026)

Core AFFO (1)

$ 37,112 $ 59,539 $ 19,132 $ 17,980 $ 14,988 $ 18,045 $ 28,969

______________________________

(1) See “Definitions” on page 11 for the definitions of AFFO and Core AFFO

(2) Includes share award modifications related to transformation costs

(3) Excludes share award modifications related to transformation costs

17

Net Operating Income (NOI) – Multifamily

(Dollars In thousands)

Apartment Homes as of 6/30/2022 Six Months Ended Three Months Ended
June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Rental and other property revenues

Same-store (1)

6,658 $ 73,931 $ 70,233 $ 37,198 $ 36,733 $ 35,660 $ 35,408 $ 35,321

Acquisitions (2)

1,809 10,568 6,643 3,925 1,774 488

Development (3)

401 4,931 2,306 2,500 2,431 2,223 1,846 1,330

Non-residential (4)

N/A 550 490 305 245 233 304 211
Total rental and other property revenues 8,868 89,980 73,029 46,646 43,334 39,890 38,046 36,862
Property operating expenses
Same-store 26,397 25,586 13,259 13,138 12,523 13,003 12,550
Acquisitions 4,892 3,049 1,843 653 212
Development 1,779 1,574 934 845 838 846 853
Non-residential 145 134 70 75 73 85 65
Total property operating expenses 33,213 27,294 17,312 15,901 14,087 14,146 13,468
Net Operating Income (NOI)
Same-store 47,534 44,647 23,939 23,595 23,137 22,405 22,771
Acquisitions 5,676 3,594 2,082 1,121 276
Development 3,152 732 1,566 1,586 1,385 1,000 477
Non-residential 405 356 235 170 160 219 146
Total NOI $ 56,767 $ 45,735 $ 29,334 $ 27,433 $ 25,803 $ 23,900 $ 23,394
Same-store metrics
Operating margin 64% 64% 64% 64% 65% 63% 64%
Retention 66% 54% 63% 71% 72% 60% 57%
Same-store effective lease rate growth
New 11.1% (11.0)% 11.7% 10.0% 8.7% 3.2% (8.1)%
Renewal 10.2% 2.8% 10.9% 9.2% 8.2% 5.1% 3.5%
Blended 10.6% (4.0)% 11.2% 9.5% 8.4% 4.3% (2.1)%

______________________________

(1) Includes properties that were owned for the entirety of the years being compared, and excludes properties under redevelopment or development and properties acquired, sold or classified as held for sale during the years being compared.

(2)Includes properties that were acquired during one of the years presented. An acquired property is categorized as same-store when it has been owned for the entirety of the years being compared.

(3)Includes properties for which we have planned or ongoing major construction activities on existing or acquired land pursuant to an authorized development plan. We consider a property’s development activities to be complete when the property is ready for its intended use. The property is categorized as same-store when it has been ready for its intended use for the entirety of the years being compared.

(4) Includes revenues and expenses from retail operations at multifamily properties.

18

Same-Store Operating Results – Multifamily

(Dollars in thousands, except Average Effective Monthly Rent per Home)

Rental and Other Property Revenue Property Operating Expenses Net Operating Income Average Occupancy Average Effective Monthly Rent per Home
Quarter-to-Date Comparison Apt Homes Q2 2022 Q2 2021 % Chg Q2 2022 Q2 2021 % Chg Q2 2022 Q2 2021 % Chg Q2 2022 Q2 2021 % Chg Q2 2022 Q2 2021 % Chg
Virginia 5,138 $ 29,112 $ 27,507 5.8 % $ 10,292 $ 9,568 7.6 % $ 18,820 $ 17,939 4.9 % 95.7 % 95.3 % 0.4 % $ 1,789 $ 1,657 8.0 %
DC / Maryland 1,520 8,086 7,814 3.5 % 2,967 2,982 (0.5) % 5,119 4,832 5.9 % 96.4 % 94.3 % 2.1 % 1,756 1,685 4.2 %
DC Metro Total 6,658 $ 37,198 $ 35,321 5.3 % $ 13,259 $ 12,550 5.6 % $ 23,939 $ 22,771 5.1 % 95.8 % 95.1 % 0.7 % $ 1,781 $ 1,664 7.0 %
Sequential Comparison Apt Homes Q2 2022 Q1 2022 % Chg Q2 2022 Q1 2022 % Chg Q2 2022 Q1 2022 % Chg Q2 2022 Q1 2022 % Chg Q2 2022 Q1 2022 % Chg
Virginia 5,138 $ 29,112 $ 28,678 1.5 % $ 10,292 $ 10,184 1.1 % $ 18,820 $ 18,494 1.8 % 95.7 % 95.7 % % $ 1,789 $ 1,738 2.9 %
DC / Maryland 1,520 8,086 8,055 0.4 % 2,967 2,954 0.4 % 5,119 5,101 0.4 % 96.4 % 96.1 % 0.3 % 1,756 1,719 2.2 %
DC Metro Total 6,658 $ 37,198 $ 36,733 1.3 % $ 13,259 $ 13,138 0.9 % $ 23,939 $ 23,595 1.5 % 95.8 % 95.8 % % $ 1,781 $ 1,734 2.7 %
Year-to-Date Comparison Apt Homes YTD 2022 YTD 2021 % Chg YTD 2022 YTD 2021 % Chg YTD 2022 YTD 2021 % Chg YTD 2022 YTD 2021 % Chg YTD 2022 YTD 2021 % Chg
Virginia 5,138 $ 57,790 $ 54,816 5.4 % $ 20,476 $ 19,665 4.1 % $ 37,314 $ 35,151 6.2 % 95.7 % 95.1 % 0.6 % $ 1,763 $ 1,665 5.9 %
DC / Maryland 1,520 16,141 15,417 4.7 % 5,921 5,921 % 10,220 9,496 7.6 % 96.2 % 93.2 % 3.0 % 1,738 1,699 2.3 %
DC Metro Total 6,658 $ 73,931 $ 70,233 5.3 % $ 26,397 $ 25,586 3.2 % $ 47,534 $ 44,647 6.5 % 95.8 % 94.7 % 1.1 % $ 1,758 $ 1,673 5.1 %

19

Same-Store Operating Expenses – Multifamily

(In thousands)

Quarter-to-Date Comparison Q2 2022 Q2 2021 $ Change % Change % of Q2 2022 Total

Controllable (1)

$ 6,744 $ 6,586 $ 158 2.4 % 50.9 %

Non-Controllable (2)

6,515 5,964 551 9.2 % 49.1 %
Total same-store operating expenses $ 13,259 $ 12,550 $ 709 5.6 % 100.0 %
Sequential Comparison Q2 2022 Q1 2022 $ Change % Change % of Q2 2022 Total
Controllable $ 6,744 $ 6,336 $ 408 6.4 % 50.9 %
Non-Controllable 6,515 6,802 (287) (4.2) % 49.1 %
Total same-store operating expenses $ 13,259 $ 13,138 $ 121 0.9 % 100.0 %
Year-to-Date Comparison YTD 2022 YTD 2021 $ Change % Change % of YTD 2022 Total
Controllable $ 13,080 $ 13,009 $ 71 0.5 % 49.6 %
Non-Controllable 13,317 12,577 740 5.9 % 50.4 %
Total same-store operating expenses $ 26,397 $ 25,586 $ 811 3.2 % 100.0 %

______________________________

(1) Controllable operating expenses consist of:

Payroll, Repairs & Maintenance, Marketing, Administrative and other

(2) Non-Controllable operating expenses consist of:

Utilities, Insurance and Real Estate Taxes

20

Acquisition and Disposition Summary

(Dollars in thousands)

Acquisitions
Location Acquisition Date Number of Homes Ending Occupancy (As of June 30, 2022) Contract Purchase Price
Carlyle of Sandy Springs Sandy Springs, GA February 1, 2022 389 94.3% $ 105,586
Alder Park Smyrna, GA May 5, 2022 270 95.9% 69,750
Marietta Crossing Marietta, GA May 5, 2022 420 91.2% 107,900
Total 2022 1,079 $ 283,236
The Oxford Conyers, GA August 10, 2021 240 95.0% $ 48,000

Assembly Eagles Landing (1)

Stockbridge, GA November 19, 2021 490 95.7% 106,000
Total 2021 730 $ 154,000
Dispositions
Location Disposition Date Square Feet Contract Sales Price
(in thousands)
GAAP (Loss) Gain on Sale

Office Portfolio (2)

VA, DC July 26, 2021 2,370,000 $ 766,000 $ (11,220)

Retail Portfolio (3)

VA, DC, MD September 22, 2021 693,000 168,314 57,661
Total 2021 3,063,000 $ 934,314 $ 46,441

______________________________

(1)Reflects the acquisitions of 860 South and 900 Dwell in Henry County, Georgia.

(2)Office Portfolio consists of twelve office properties: 1901 Pennsylvania Avenue, 515 King Street, 1220 19th Street, 1600 Wilson Boulevard, Silverline Center, Courthouse Square, 2000 M Street, 1140 Connecticut Avenue, Army Navy Club, 1775 Eye Street, Fairgate at Ballston and Arlington Tower.

(3)Retail Portfolio consists of eight retail properties: Takoma Park, Westminster, Concord Centre, Chevy Chase Metro Plaza, 800 S. Washington Street, Randolph Shopping Center, Montrose Shopping Center and Spring Valley Village.

21

Multifamily Communities
June 30, 2022
Property Location Apartment Homes Current Strategy Year Acquired Year Built

Average Occupancy (1)

Ending Occupancy

% of Total Portfolio NOI (1)

Virginia
Assembly Alexandria Alexandria, VA 532 B Value-Add 2019 1990 95.7% 94.0% 6%
Cascade at Landmark Alexandria, VA 277 B Value-Add 2019 1988 95.8% 95.3% 4%
Clayborne Alexandria, VA 74 A- N/A 2008 95.8% 97.3% 1%
Riverside Apartments Alexandria, VA 1,222 B Value-Add 2016 1971 95.1% 94.2% 13%
Bennett Park Arlington, VA 224 A- N/A 2007 96.9% 97.8% 4%
Park Adams Arlington, VA 200 B 1969 1959 96.8% 96.5% 2%
The Maxwell Arlington, VA 163 A- N/A 2014 96.0% 96.3% 2%
The Paramount Arlington, VA 135 B 2013 1984 96.0% 97.0% 2%
The Wellington Arlington, VA 711 B Value-Add 2015 1960 95.5% 96.9% 7%
Roosevelt Towers Falls Church, VA 191 B 1965 1964 95.4% 96.3% 2%
Assembly Dulles Herndon, VA 328 B Value-Add 2019 2000 95.3% 93.9% 4%
Assembly Herndon Herndon, VA 283 B Value-Add 2019 1991 96.3% 95.8% 3%
Assembly Leesburg Leesburg, VA 134 B 2019 1986 96.8% 96.3% 2%
Assembly Manassas Manassas, VA 408 B Value-Add 2019 1986 96.0% 95.3% 4%
The Ashby at McLean McLean, VA 256 B 1996 1982 95.2% 96.1% 4%
Washington, DC
3801 Connecticut Avenue Washington, DC 307 B Value-Add 1963 1951 96.3% 97.1% 3%
Kenmore Apartments Washington, DC 374 B Value-Add 2008 1948 95.7% 95.7% 3%
Yale West Washington, DC 216 A- 2014 2011 95.7% 95.4% 3%
Maryland
Bethesda Hill Apartments Bethesda, MD 195 B 1997 1986 95.9% 95.4% 3%
Assembly Watkins Mill Gaithersburg, MD 210 B 2019 1975 97.3% 96.7% 2%
Assembly Germantown Germantown, MD 218 B Value-Add 2019 1990 96.8% 97.7% 2%
Total same-store communities 6,658 95.8% 95.6% 76%

______________________________

(1) For the six months ended June 30, 2022.

22

Multifamily Communities (Continued)
June 30, 2022
Property Location Apartment Homes Current Strategy Year Acquired Year Built

Average Occupancy (1)

Ending Occupancy

% of Total Portfolio NOI (1)

Virginia
Trove Arlington, VA 401 A N/A 2020 95.2% 95.0% 5%

Georgia

The Oxford Conyers, GA 240 B 2021 1999 94.5% 95.0% 1%
Marietta Crossing Marietta, GA 420 B Value-Add 2022 1975 91.8% 91.2% 1%
Carlyle of Sandy Springs Sandy Springs, GA 389 B Value-Add 2022 1972 94.7% 94.3% 2%
Alder Park Smyrna, GA 270 B Value-Add 2022 1982 91.9% 95.9% 1%
Assembly Eagles Landing Stockbridge, GA 490 B 2021 2000 94.9% 95.7% 3%
Total non same-store communities 2,210 94.5% 94.4% 13%
Total multifamily communities 8,868 95.5% 95.3% 89%

______________________________

(1) For the six months ended June 30, 2022.

23

Office Property
June 30, 2022
Property Location Year Acquired Year Built Net Rentable Square Feet

Leased % (1)

Ending Occupancy (1)

% of Total Portfolio NOI (2)

Washington, DC
Watergate 600 Washington, DC 2017 1972/1997 300,000 92.1% 92.1% 11 %

______________________________

(1) The leased and occupied square footage includes short-term lease agreements.

(2) For the six months ended June 30, 2022.

24

Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)

(In thousands)

(Unaudited)

Six Months Ended Three Months Ended
June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021

Adjusted EBITDA (1)

Net (loss) income $ (16,598) $ (8,139) $ (8,874) $ (7,724) $ (6,796) $ 31,319 $ (6,992)
Add/(deduct):
Interest expense 11,806 20,281 6,156 5,650 5,676 8,106 10,158
Real estate depreciation and amortization 46,239 57,194 24,039 22,200 20,114 18,252 27,551
Income tax expense 526
Non-real estate depreciation 455 467 248 207 239 234 234
Severance expense 474 173 474
Transformation costs 4,246 3,780 2,023 2,223 1,839 1,016 3,780
Structuring expenses 980 980
Gain on sale of depreciable real estate, net (46,441)
Loss on extinguishment of debt 12,727
Loss on interest rate derivatives 5,760 106 5,760
Insurance gain (1,026)
Adjusted EBITDA $ 47,602 $ 79,516 $ 24,572 $ 23,030 $ 20,572 $ 25,319 $ 40,491

______________________________

(1) Adjusted EBITDA is earnings before interest expense, taxes, depreciation, amortization, gain/loss on sale of real estate, casualty gain/loss, real estate impairment, gain/loss on extinguishment of debt, gain/loss on interest rate derivatives, severance expense, acquisition expenses, gain from non-disposal activities and transformation costs. We consider Adjusted EBITDA to be an appropriate supplemental performance measure because it permits investors to view income from operations without the effect of depreciation, and the cost of debt or non-operating gains and losses. Adjusted EBITDA is a non-GAAP measure.

25

Long Term Debt Analysis

(Dollars in thousands)

June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Balances Outstanding
Secured

Mortgage note payable, net (1)

$ 71,576 $ $ $ $
Unsecured
Fixed rate bonds $ 397,236 $ 397,147 $ 397,058 $ 396,993 $ 696,387
Term loan 99,900 99,946 99,888 99,830 249,518
Credit facility 43,000
Total $ 568,712 $ 497,093 $ 496,946 $ 496,823 $ 988,905
Weighted Average Interest Rates
Secured
Mortgage note payable, net 4.3 % % % % %
Unsecured
Fixed rate bonds 4.5 % 4.5 % 4.5 % 4.5 % 4.3 %

Term loan (2)

2.3 % 2.3 % 2.3 % 2.3 % 2.9 %
Credit facility % % % % 1.1 %
Weighted Average 4.1 % 4.1 % 4.1 % 4.1 % 3.8 %

______________________________

(1) WashREIT assumed mortgages of $42.8 million and $33.7 million in the acquisitions of Marietta Crossing and Alder Park, respectively, during the second quarter of 2022. The mortgages mature on May 1, 2030.

(2) WashREIT has entered into an interest rate swap to effectively fix the floating interest rate on its total $100.0 million aggregate principal of its term loan outstanding as of June 30, 2022 (see page 27).

Note: The current debt balances outstanding are shown net of discounts, premiums and unamortized debt costs (see page 27).

26

Long Term Debt Maturities

(in thousands, except average interest rates)

June 30, 2022
Future Maturities of Debt
Year Secured Debt Unsecured Debt Credit Facility Total Debt Avg Interest Rate
2022 $ $ $ $ -%
2023 100,000

(2)

100,000 2.3%
2024 -%
2025 -%
2026 -%
Thereafter 76,554

(1)

400,000 476,554 4.5%
Scheduled principal payments $ 76,554 $ 500,000 $ $ 576,554 4.1%
Net discounts/premiums (4,936) (127) (5,063)
Loan costs, net of amortization (42) (2,738) (2,780)
Total maturities $ 71,576 $ 497,135 $ $ 568,711 4.1%

Weighted average maturity = 6.9 years

______________________________

(1) WashREIT assumed mortgages of $42.8 million and $33.7 million in the acquisitions of Marietta Crossing and Alder Park, respectively, during the second quarter of 2022. The mortgages mature on May 1, 2030.

(2)WashREIT entered into an interest rate swap to effectively fix a LIBOR plus 110 basis points floating interest rate to a 2.31% all-in fixed rate for the remaining $100.0 million portion of the 2018 Term Loan. The interest rates are fixed through the term loan maturity of July 2023.

27

Unsecured Public Debt Covenants Unsecured Private Debt Covenants
Notes Payable Line of Credit
and Term Loans
Notes Payable
Quarter Ended June 30, 2022 Covenant Quarter Ended June 30, 2022 Covenant Quarter Ended June 30, 2022 Covenant

% of Total Indebtedness to Total Assets(1)

28.1 % ≤ 65.0% N/A N/A N/A N/A
Ratio of Income Available for Debt Service to Annual Debt Service 3.2 ≥ 1.5 N/A N/A N/A N/A

% of Secured Indebtedness to Total Assets(1)

3.5 % ≤ 40.0% N/A N/A N/A N/A

Ratio of Total Unencumbered Assets(2) to Total Unsecured Indebtedness

3.7 ≥ 1.5 N/A N/A N/A N/A

% of Net Consolidated Total Indebtedness to Consolidated Total Asset Value(3)

N/A N/A 22.2 % ≤ 60.0% 22.2 % ≤ 60.0%

Ratio of Consolidated Adjusted EBITDA(4) to Consolidated Fixed Charges(5)

N/A N/A 4.49 ≥ 1.50 4.49 ≥ 1.50

% of Consolidated Secured Indebtedness to Consolidated Total Asset Value(3)

N/A N/A 3.0 % ≤ 40.0% 3.0 % ≤ 40.0%

% of Consolidated Unsecured Indebtedness to Unencumbered Pool Value(6)

N/A N/A 20.7 % ≤ 60.0% 20.7 % ≤ 60.0%

______________________________

(1)Total Assets is calculated by applying a capitalization rate of 7.50% to the EBITDA(4) from the last four consecutive quarters, excluding EBITDA from acquired, disposed, and non-stabilized development properties.

(2)Total Unencumbered Assets is calculated by applying a capitalization rate of 7.50% to the EBITDA(4) from unencumbered properties from the last four consecutive quarters, excluding EBITDA from acquired, disposed, and non-stabilized development properties.

(3)Consolidated Total Asset Value is the sum of unrestricted cash plus the quotient of applying a capitalization rate to the annualized NOI from the most recently ended quarter for each asset class, excluding NOI from disposed properties, acquisitions during the past 6 quarters, development, major redevelopment and low occupancy properties. To this amount, we add the purchase price of acquisitions during the past 6 quarters plus values for development, major redevelopment and low occupancy properties.

(4)Consolidated Adjusted EBITDA is defined as earnings before noncontrolling interests, depreciation, amortization, interest expense, income tax expense, acquisition costs, extraordinary, unusual or nonrecurring transactions including sale of assets, impairment, gains and losses on extinguishment of debt and other non-cash charges.

(5)Consolidated Fixed Charges consist of interest expense excluding capitalized interest and amortization of deferred financing costs, principal payments and preferred dividends, if any.

(6)Unencumbered Pool Value is the sum of unrestricted cash plus the quotient of applying a capitalization rate to the annualized NOI from unencumbered properties from the most recently ended quarter for each asset class excluding NOI from disposed properties, acquisitions during the past 6 quarters, development, major redevelopment and low occupancy properties. To this we add the purchase price of unencumbered acquisitions during the past 6 quarters and values for unencumbered development, major redevelopment and low occupancy properties.

28

Capital Analysis

(In thousands, except per share amounts)

Three Months Ended
June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Market Data
Shares Outstanding 87,392 87,414 86,261 84,628 84,590
Market Price per Share $ 21.31 $ 25.50 $ 25.85 $ 24.75 $ 23.00
Equity Market Capitalization $ 1,862,324 $ 2,229,057 $ 2,229,847 $ 2,094,543 $ 1,945,570
Total Debt $ 568,712 $ 497,093 $ 496,946 $ 496,823 $ 988,905
Total Market Capitalization $ 2,431,036 $ 2,726,150 $ 2,726,793 $ 2,591,366 $ 2,934,475
Total Debt to Market Capitalization 0.23 :1 0.18 :1 0.18 :1 0.19 :1 0.34 :1

Earnings to Fixed Charges(1)

-0.4x -0.4x -0.2x -1.7x -0.6x

Debt Service Coverage Ratio(2)

4.0x 4.1x 3.6x 3.1x 4.0x
Dividend Data Six Months Ended Three Months Ended
June 30, 2022 June 30, 2021 June 30, 2022 March 31, 2022 December 31, 2021 September 30, 2021 June 30, 2021
Total Dividends Declared $ 29,790 $ 50,935 $ 14,900 $ 14,890 $ 14,646 $ 14,437 $ 25,473
Common Dividend Declared per Share $ 0.34 $ 0.60 $ 0.17 $ 0.17 $ 0.17 $ 0.17 $ 0.30
Payout Ratio (Core FFO basis) 85.0 % 87.0 % 81.0 % 85.0 % 100.0 % 85.0 % 85.7 %
Payout Ratio (Core AFFO basis) 81.0 % 85.7 %

______________________________

(1) The ratio of earnings to fixed charges is computed by dividing earnings by fixed charges. For this purpose, earnings consist of income from continuing operations attributable to the controlling interests plus fixed charges, less capitalized interest. Fixed charges consist of interest expense, including amortized costs of debt issuance, plus interest costs capitalized. The earnings to fixed charges ratio includes loss on extinguishment of debt of $12.7 million for the three months ended September 30, 2021 and loss on interest rate derivatives of $5.8 million for the three months ended June 30, 2021.

(2)Debt service coverage ratio is computed by dividing Adjusted EBITDA (see page 25) by interest expense and principal amortization.

29

Disclaimer

Washington Real Estate Investment Trust published this content on 28 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 July 2022 20:57:41 UTC.


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